Interim / Quarterly Report • Sep 28, 2023
Interim / Quarterly Report
Open in ViewerOpens in native device viewer
UNAUDITED INTERIM CONDENSED FINANCIAL STATEMENTS Period ended 30 June 2023
| Board of Directors and other corporate information | - |
|---|---|
| Declaration of the members of the Board of Directors and the Company officials responsible for the preparation of the unaudited interim condensed financial statements |
2 |
| Interim management report | 3-4 |
| Unaudited interim condensed statement of comprehensive income | 5 |
| Unaudited interim condensed statement of financial position | б |
| Unaudited interim condensed statement of changes in equity | 7 |
| Unaudited interim condensed statement of cash flows | 8 |
| Notes to the unaudited interim condensed financial statements |
| Board of Directors | George Misirlis Elias Neocleous Demetris Rotis Aristotelis Karytinos |
|---|---|
| Company secretary | P & D Secretarial Services Limited |
| Independent auditors | Ernst & Young Cyprus Limited Certified Public Accountants and Registered Auditors 27 Spyrou Kyprianou Ave., 4003 Mesa Yitonia Limassol Cyprus |
| Registered office | 10 Georgiou Gennadiou Street Office 303, 3rd Floor, Agathaggelos Court 3041 Limassol Cyprus |
| Bankers | Bank of Cyprus Public Company Ltd |
| Registration number | HE174743 |
In accordance with the relative legislation and the regulations of the Oypus Stock Exchangewe, the members of the Board of Directors and other registering the Unautited interim condensed the members of the Aphred a society and other office to the neing the unabited interm condensed financial statements of
Aphare the following: declare the following:
Kyriakoula Paourou - Financial Reporting Manager
Limassol, 28 September 2023
The Board of Directors of Aphrodite Springs Public Limited (the "Company") presents to the members its Interim management of April and Unaudited interiments of the "Company for the members its Interiments of the six-month period ended 30 June 2023.
The interim condensed consolidated financial statements, which have been prepared in accordance with the provisions of IAS 34 "Interim Financial Reporting", have not been prepared in accordance with the
The principal activities of the Company continue to the the development and operation of a golf course and real estate (including the separation of land into building plots) and related amenities.
The Company is the owner of land near the village of Koulia and within Aprrodite Hills, in Pafos. One of the main goals of the master plan is to create a contemporary designed, integrated leisure and residential community project that includes luxurious villas and apartments, a championship golf club, spa and sports center and commercial and retail facilities, such as restaurants and shops. In addition, the Company is in the process of obtaining building permits for a) plot & road separations, and b) the clubhouse and maintenance building.
The loss attributable to the shareholders for the first six months of 2023 amounts to €56.453 (2022: €44.111). The Company, at present, has no revenue since the project is under development and there is no other type of trading revenue. The expenses are mainly administrative. The Company ultimately relies on the continued support of the controlling shareholder to continue as a going concern and meet its obligations as they fall due (Note 4).
The principal risks and uncertainties faced by the Company are disclosed in notes 6, 7 and 17 of the unaudited interim condensed financial statements.
The Company does not maintain any branches.
The Company is exposed to credit risk, liquidity risk and capital risk from the financial instruments it holds. The risk management policies employed by the Company to manage these risks are discussed in note 6.
The Company's results for the period are set out on page 5.
The Company did not have any distributable profits as at 30 June 2023, thus the Board of Directors cannot recommend the payment of a dividend.
The Company did not carry out any research and development activities during the period.
On 21 December 2022, the authorised share capital of the Company was increased from €34.200 divided into 20.000 ordinary shares of €1,71 nominal value each, to e41.370 divided into 24.193 ordinary shares of €1.71 nominal value each.
On 22 February 2023, the Company received settlement for issued and allotted 6 ordinary shares to Invel Real Estate Partners Three Limited. The shares were issued at a nominal value of €1,71 and premium of €1.632,29 each. The shareholders' contribution of €1.251 was capitalised through the above mentioned share issue and the remaining €8.553 was received in cash.
The Board of Directors, as at the date of this report has decided not to adopt the Corporate Governance Code as it is not mandatory for companies listed on the Cyprus Stock Exchange (Emerging Companies Market). The main reason for the non-adoption is that the cost of possible implementation as per the provisions of the Corporate Governance Code would be disproportionate to the identified benefits from its implementation. The Board of Directors ensures adequate internal control and risk management procedures for the periodic information required for listed companies.
The members of the Company's Board of Directors as at 30 June 2023 and at the date of this report are presented on page 1. All of them were members of the Board of Directors throughout the period ended 30 June 2023.
In accordance with the Company's Articles of Association all Directors presently members of the Board continue in office until their resignation or removal.
There were no significant changes in the assignment of responsibilities and remuneration of the Board of Directors.
Any significant events that relate to the operating environment of the Company are described in note 17 to the financial statements.
Any significant events that occurred after the end of the reporting period are described in note 23 to the financial statements.
By order of the Board of Directors,
George Misirlis Director
Limassol, 28 September 2023
Period ended 30 June 2023
| Note | Six months period ended 30.06.2023 a |
Six months period ended 30.06.2022 € |
|
|---|---|---|---|
| Administration expenses | 8 | (56.070) | |
| Operating loss | (56.070) | (40.900) (40.900) |
|
| Finance expenses | 9 | (383) | (306) |
| Loss before tax | (56.453) | (41.206) | |
| Tax | 10 | (2.905) | |
| Net loss for the period | (56.453) | (44.111) | |
| Other comprehensive income | |||
| Total comprehensive loss for the period | (56.453) | (44.11) | |
| Basic and diluted loss per share attributable to equity holders of the Company (€) |
22 | (2.33) | (2.20) |
The hotes on pages 9 to 25 form an integral part of the unaudited interim condensed financial statements.
| Audited | |||
|---|---|---|---|
| ASSETS | Note | 30.06.2023 (3 |
31.12.2022 (3 |
| Non-current assets Property, plant and equipment |
|||
| Other receivables | 11 12 |
5.989.099 | 5.989.099 |
| Total non-current assets | 229,382 6.218.481 |
218.731 6.207.830 |
|
| Current assets Cash at bank |
13 | ||
| Total current assets | 72.395 | 192.817 | |
| 72395 | 192.817 | ||
| Total assets | 6.290.876 | 6.400.647 | |
| EQUITY AND LIABILITIES | |||
| Equity Share capital Share premium Shareholders' contribution |
14 14 15 |
39.800 7.730.951 |
39.790 7.721.157 |
| Accumulated losses | (3.027.097) | 1.251 (2,970,644) |
|
| Total equity | 4,743.654 | 4.791.554 | |
| Current liabilities | |||
| Other payables and accruals Payables to related parties |
16 | 1.517.195 | 1.518.993 |
| 18 | 30.027 | 90.100 | |
| Total current liabilities | 1.547.222 | 1.609.093 | |
| Total equity and liabilities | 6,290,876 | 6.400.647 |
On 28 September 2023 the Board of Directors of Aphrodite Springs Public Limited authorised these unaudited interim
condensed financial statements for issue condensed financial statements for issue.
George Misirlis Director
Demetris Rotis
Director
The notes on pages 9 to 25 form an integral part of the unaudited interim condensed financial statements.
| Note | Share capital (3 |
Share premium (3 |
Shareholders' contribution (S |
Accumulated osses € |
Total 3 |
|
|---|---|---|---|---|---|---|
| Balance at 1 January 2022 | 34.200 | 2.385.201 | 5.150.000 | (2.885.275) | 4.684.126 | |
| Comprehensive loss Net loss for the period ended 30 June 2022/ Total comprehensive loss for the period ended 30 June 2022 |
(44.111) | (44.111) | ||||
| Balance at 30 June 2022 | 34.200 | 2.385.201 | 5.150.000 | (2.929.386) | 4.640.015 | |
| Comprehensive loss Net loss from 1 July 2022 to 31 December 2022/ Total comprehensive loss from 1 July 2022 to 31 December 2022 |
(41.258) | (41.258) | ||||
| Transactions with owners | ||||||
| Issue of share capital | 14 | 5.590 | 5.335.956 | (5.148.749) | 192.797 | |
| Balance at 31 December 2022/ 1 January 2023 |
39.790 | 7.721.157 | 1.251 | (2.970.644) | 4.791.554 | |
| Comprehensive loss Net loss for the period ended 30 June 2023/ Total comprehensive loss for the period ended 30 June 2023 |
(56.453) | (56.453) | ||||
| Transactions with owners Issue of share capital |
14 | 10 | 9.794 | (1.251) | 8.553 | |
| Balance at 30 June 2023 | 39.800 | 7780-951 | (EROPHO97) | 4,743,654 |
Share premium is not available for distribution.
Companies, which do not distribute 70% of their profits after tax, as defined by the Special Contribution for the Defence of the Republic Law, within two years after the end of the relevant tax year, will be deemed to have distributed this amount as dividend on the 31 of December of the second year. The amount of the deemed dividend distribution is reduced by any actual dividend already distributed by 31 December of the year the profits relate. The Company pays special defence contribution on behalf of the shareholders over the amount of the deemed dividend distribution at a rate of 17% (applicable since 2014) when the entitled shareholders are natural persons tax residents of Cyprus and have their domicile in Cyprus. In addition, the Company pays on behalf of the shareholders General Healthcare System (GHS) contribution at a rate of 2,65%, when the entitled shareholders are natural persons tax residents of Cyprus, regardless of their domicile.
The notes on pages 9 to 25 form an integral part of the unaudited interim condensed financial statements.
| Note | Six months period ended 30.06.2023 (3 |
Six months period ended 30.06.2022 |
|
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | e | ||
| Loss before tax | (56.453) | (41.206) | |
| (56.453) | (41.206) | ||
| Changes in working capital: Increase in other receivables |
|||
| Decrease in other payables and accruals | (10.649) | (5.789) | |
| (Decrease)/increase in payables to related parties | (1.800) | (4.026) | |
| (60.073) | 28.312 | ||
| Cash used in operations Tax paid |
(128.975) | (22.709) | |
| (2.905) | |||
| Net cash used in operating activities | (128.975) | (25.614) | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of share capital |
|||
| Net cash generated from financing activities | 14 | 8.553 | |
| 8.553 | |||
| Net decrease in cash and cash equivalents | |||
| Cash and cash equivalents at beginning of the period | (120.422) | (25.614) | |
| Cash and cash equivalents at end of the period | 192.817 | 32.159 | |
| 13 | 72.395 | 6.545 | |
Non-cash transactions:
For the non-cash transactions refer to Notes 14 and 15 of the financial statements.
The notes on pages 9 to 25 form an integral part of the unaudited interim condensed financial statements.
Aphrodite Springs Public Limited (the "Company") was incorporated in Cyprus on 7 April 2006 as a private limited liability company under the provisions of the Cyprus Companies Law, Cap. 113. On 13 December 2017, the company changed its legal form from a private limited liability company to that of a public company. Its registered office is at 10 Georgiou Gennadiou Street, Office 303, 3rd Floor, Agathaggelos Court, 3041 Limassol, Corrus.
The Company's shares were successfully listed on the Cyprus Stock Exchange (Emerging Companies Market) on 23 July 2020.
The unaudited interim condensed financial statements for the six months ended on 30 June 2022 and 2023 respectively, have not been audited by the external auditors of the Company.
The principal activities of the Company continue to be the development and operation of a golf course and real estate (including the separation of land into building plots) and related amenities.
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law, Cap. 113. The financial statements have been prepared under the historical cost convention. The financial statements were authorised for issue by the Board of Directors on 28 September 2023.
During the current period the Company adopted all the new and revised International Financial Reporting Standards (IFRS) that are relevant to its operations and are effective for accounting periods beginning on 1 January 2023.This adoption did not have a material effect on the accounting policies of the Company.
The principal accounting policies adopted in the preparation of these financial statements are set out below. These policies have been consistently applied to all periods presented in these financial statements unless otherwise stated.
The Company incurred a loss of €56.453 for the period ended 30 June 2023, and, as of that date the Company's current liabilities exceeded its current assets by €1.474.827. Furthermore, following the granting of the planning permit for the development of its golf and real estate project, the Company is due to make annual proyments of E500.000 (Note 21) to the authorities and will continue to incur other expenses in the foreseeable future as the strategy for execution of this project develops and progresses. Notwithstanding the above, these une idited interim condensed financial statements have been prepared on a going concern basis and the Board of Directors considers that no material uncertainty exists in relation to the Company's ability to continue as a going concern.
The following factors were considered when making this determination:
The Company is depended upon the continuing financial support of its direct and major shareholder; Prodea Real Estate Investment Company S.A.; without which there would be significant doubt about its ability to continue as a going concern as well as its ability to realise its assets and discharge its liabilities in the ordinary course of business. Prodea Real Estate Investment Company S.A. has indicated its intention to continue providing such financial assistance to the Company to enable it to continue as a going concern and to meet its obligations as they fall due. The Company will rely on the financial support of its controlling shareholder to finance the expenses and any levy payments that the Company may decide to make.
The estimated fair value of the land owned by the Company significantly exceeds the carrying value on the basis of external valuation obtained. This provides additional comfort as the fair value of the Company's assets exceed its liabilities (the land and golf development project under construction is currently accounted for at cost).
Finance expenses comprises bank charges, which are charged to statement of comprehensive income as they incur.
Items included in the Company's financial statements are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The financial statements are presented in Euro (€), which is the Company's functional and presentation currency.
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
Current tax liablities and assets are measured at the amount expected to be paid to or recovered from the taxation authorities, using the tax rates and laws that have been enacted, or substantively enacted, by the reporting date.
Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Currently enacted tax rates are used in the determination of deferred tax.
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred taxes relate to the same fiscal authority.
Dividends on ordinary shares are recognised as a liability and deducted from equity when they are approved by the Company's shareholders. Interim dividends are deducted from equity when they are declared and approved by the Company's Directors.
Property, plant and equipment are stated at historical cost less accumulated depreciation and any accumulated impairment losses.
Property, plant and equipment consists of land and golf buildings and infrastructure which are currently under construction. These are stated at historical cost. Cost comprises directly construction costs as well as other expenses related to the construction.
Properties in the course of construction, rental or administrative purposes, are carried at cost, less any recognised impairment loss. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use. Land is not depreciated.
Depreciation is recognised in the statement of profit or loss on the staight line basis over the useful lives each part of an item of property, plant and equipment. Since the golf development project is still under construction and consequently the assets are not yet in use, there is no provision for depreciation.
Where the carrying amount of an asset is greater that its estimated recoverable amount, the asset is written down immediately to its recoverable amount.
The capitalisation of expenses is terminated once all necessary work relating to the fixed asset for its predetermined use is effectively completed.
Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to depreciation or amortisation are reviewed for impairment at the end of each reporting period on whether there is any indication that they may be impaired. If any such indication exists, the entity shall estimate the recoverable amount of the asset. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non financial assets, other than goodwill, that have suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.
Financial assets are classifired, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income (FVTOCI), and fair value through profit or loss (FVTPL).
The classification and subsequent measurement of financial assets depend on: (i) the Company's business model for managing the related assets portfolio and (ii) the cash flow characterisites of the asset. On initial recognition, the Company may irrecoverably designate a debt financial asset that otherwise meets the requirements to be measured at amortised cost or at FVTOCI or at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that otherwise arise.
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are 'solely payments of principal and interest (SPPI)' on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.
Period ended 30 June 2023
The Company's business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are held within a business model with the objective to hold financial assets in order to collect contractual cash flows with financial assets classified and measured at fair value through OCI are held within a business model with the objective of both holding to collect contractual cash flows and selling.
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVTPL are expensed in profit or loss. Fair value at initial recognition is best evidenced by the transaction price. A gain or loss on initial recognition is only recorded if there is a difference between fair value and transaction price which can be evidenced by other observable current market transactions in the same instrument or by a valuation technique whose inputs include only data from observable markets.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.
Subsequent measurement of debt instruments depends on the Company's business model for managing the asset and the cash flow characteristics of the asset. The Company holds only debt instruments at amortised cost.
Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in 'other income'. Any gain or loss arising on derecognised directly in profit or loss and presented in other gains/(losses) together with foreign exchange gains and losses. Impairment losses are presented as separate line item in the statement of comprehensive income. Financial assets measured at amortised cost (AC) comprise: cash at bank.
The Company assesses on a forward-looking basis the ECL for debt instruments measured at amortised cost and FVOCI and exposure arising from loan commitments and financial guarantee contracts. The Company measures ECL and recognises credit loss allowance at each reporting date. The measurement of ECL reflects: (i) an unbiased and probability weighted amount that is determined by evaluating a range of possible outcomes, (ii) time value of money and (ii) all reasonable and supportable information that is available without undue cost and effort at the end of each reporting period about past events, current conditions and forecasts of future conditions.
The carrying amount of the financial assets is reduced through the use of an allowance account, and the amount of the loss is recognised in the statement of comprehensive income within "net impairment losses on financial assets". Subsequent recoveries of amounts for which loss allowance was previously recognised are credited against the same line item. No credit loss allowance was recognised in current or prior year.
Debt instruments carried at amortised cost are presented in the statement of financial position net of the allowance for ECL.
Period ended 30 June 2023
The impairment methodology applied by the Company for calculating expected credit losses depends on the type of financial asset assessed for impairment. Specifically:
For all financial instruments that are subject to impairment under IFRS 9, the Company applies general approach - three stage model for impairment. The Company applies a three stage model for impairment, based on changes in credit quality since initial recognition. A financial instrument that is not credit-impaired on initial recognition is classified in Stage 1.
Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events possible within the next 12 months or until contractual maturity, if shorter ("12 Months ECL"). If the Company identifies a significant increase in credit risk ("SICR") since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis, that is, up until contractual maturity but considering expected prepayments, if any ("Lifetime ECL"). Refer to note 6, Credit risk section, for a description of how the Company determines when a SICR has occurred. If the Company determines that a financial asset is credit-impaired, the asset is transferred to Stage 3 and its ECL is measured as a Lifetime ECL. The Company's definition of credit impaired assets and definition of default is explained in note 6, Credit risk section.
Financial instruments are reclassified in extremely rare circumstances, only when the business model for managing those assets changes. The reclassification has a prospective effect and takes place from the start of the first reporting period following the change.
Financial assets are written-off, in whole or in part, when the Company exhausted all practical recovery efforts and has concluded that there is no reasonable expectation of recovery. The write-off represents a derecognition event. The Company may write-off financial assets that are still subject to enforcement activity when the Company seeks to recover amounts that are contractually due, however, there is no reasonable expectation of recovery.
The Company sometimes renegotiates or otherwise modifies the contractual terms of the financial assets. The Company assesses whether the modification of contractual cash flows is substantial considering, among other, the following factors: any new contractual terms that substantially affect the risk profile of the asset (e.g. profit share or equity-based return), significant change in interest rate, change in the currency denomination, new collateral or credit enhancement that significantly affects the credit risk associated with the asset or a significant extension of a loan when the borrower is not in financial difficulties.
If the modified terms are substantially different, the rights to cash flows from the original asset expire and the Company derecognises the original financial asset and recognises a new asset at its fair value. The date of renegotiation is considered to be the date of initial recognition for subsequent impairment calculation purposes, including determining whether a SICR has occurred. The Company also assesses whether the new loan or debt instrument meets the SPPI criterion. Any difference between the carrying amount of the original asset derecognised and fair value of the new substantially modified asset is recognised in profit or loss, unless the substance of the difference is attributed to a capital transaction with owners.
In a situation where the renegotiation was driven by financial difficulties of the counterparty and inability to make the originally agreed payments, the Company companses the original and revised expected cash flows to make whether the risks and rewards of the asset are subscribed expected cash trovised case to
the risks and rewards of the asset are subscantialy different as a result of the cont the risks and rewards do not che modified asset is not substantially different from the original asset and the modification does not result in the Company recalculates the the original asset and the mount by discounting the modified contractual cash flows by the original effective interest rate, and recognises a modification gain or loss in profit or loss.
For the purpose of the statement of cash and cash equivalents comprise cash at bank. Cash and cash equivalents are carried at amortied cost because: (i) hey are held for collection of contractual cash and cash flows and those cash flows represent SPPI, and (ii) they are not designated at FVTP.
Financial liabilities are initially recognised at fair value and classified as subsequently measured at amortised cost.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. Financial liabilities of the cognises when the obligation under the nability is discribed on cancelled
An exchange between the Company and its original lenders of debt instruments with substantially different terms, as well as substantial modifications of the terms and conditions with substantialy different terms,
an extinguishment of the original financial libbility and the end liabilit an extinguishment of the original financial little of existing manchi includes are accounted for as
substantially different if the dicanted interestional of a new financial substantially different if the discunted present value of the minical liability. The terms, including any fees paid net of any fees received and discounted using the original effective interest rate, is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. In addition, other qualitative factors, such as the currency that the instrument is denominated in, changes in the type of interest rate, new conversion features attached to the instrument is denominated in, change in the type of the cype of
If an exchange of debt instruments or modification of terms is accounted for as an extinguishment, any costs or fees incurred are recognised as part of the gain or lectinguishment. If the exchange or modification is not accounted for as an extinguishment, any costs on tees incurred adjust the carying amount of the libility and are amortised over the remaining term of the modified liebility.
Modifications of liabilities that do not result in extinguishment are accounted for as a change in estimate using a cumulative catch up method, with any gain or loss recognited in as a change in estimate using a the difference in carrying vall of loss recognised in profit of issubless the economic substance of
equity equity.
A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is
derecognised when derecognised when:
the Company has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new libbility, and the difference in the respective carrying amounts is recognised in profit or loss.
Financial assets and financial libbilities are offset and the net amount reported in the statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the libility simultaneously. This is not there is an internition with master netting agreements, and the related assets and liabilities are presented gross in the statement of financial position.
Ordinary shares are classified as equity. The difference between the fair value of the consideration received by the Company and the nominal value of the share capital being issued is taken to the share premium account. Incremental costs directy attributable to the issue of ordinary shares, net of any tax effects, are recognised a a deduction from equity.
Up to the date of approval of the financial statements, certain new standards, interpretations and amendments to existing standards have been published that are not yet effective for the current reporting period and which the Company has not early adopted. The Board of Directors expects that the adoption of these financial reporting standards in future periods will not have a significant effect on the financial statements of the Company.
Period ended 30 June 2023
The Company is explosed to credit risk and capital risk arising from the financial instruments it holds.
The risk management policies employed by the Company to manage there and the provide expessed to ereat hisk, inquirity hisk ansing from the financial instruction instruction
The risk management policies employed by the Company to manage these
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing
to meet an obligation. Credit risk arises from cas to meet an obligation. Chat one party to a financial instrument
Credit risk is managed on an individual basis. Management estimates with IFRS 9, by taking into
account reasonable information that is available without unduce sest on offici account and supportable information the is available with Include on the more on the many into into
date about past events, current that is available without under cost on th date and base and suppriation that is available without under cost or effort at the band inc
dete about past events, current conditions and forecasts of first and on the bank Connect of the conficts of the conflict and related snchitons, including the including the including the including the including the including the including the including a widespread reduction in economic and related sanctions in Ukraine, Russia and/or Belevis and/or Belevis and/or Belevis and/or Belevis and/or Beleins on their
The Company has only the following type of financial assets that is subject to the expected credit loss model:
•
The impairment methodology applied by the Company for calculating expected credit losses depends on the type of
financial assessed for impairment. Specifically: financial asset assessed for impairment. Specifically:
The Company applies general approach - three stage model for impairment. The Company applies and the same of oppines general apploach - chree stage model for impairment. The Company applies a
three-stage model for impairment, based on changes in credit quality since i asset that is not redit-imparinent, based on changes in credit quality since intial recognition of the mail on of the mail on and have the election infusion in intent ecognition is classified in Stage 1. Financial assets in Stage 1
have their ECL measured at an amount equal to the portion of lifetime EC possible within the next 12 months or until contractual maturity, if shorter ("12 Mortes and seather engels
Company identifies a significant increase in credit risk Company identifies a significant increase in credit risk ("Schoter ("12 Morths ECC"). If the
transferred to Stage in credit risk ("SCR") since initial recognition, the asset transferred to Stage 2 and its ECL is measured based on ECL on a lifelime basis, that he asset is
contractual maturity but considering expected prepayments it any ("ili fitte contractual maturity but considering expected prepayments, if any ("ifetime basis, that is up until determines that a financial asset is credit-impaired, the asset is transferred to Stage 3paning
determines that a financial asset is credit-impaired, the asset is transferred
Impairment losses are presented as net impairment losses within operating profit. Subsequent the country couse are presented as her imparment losses on financial assets with
Period ended 30 June 2023
(ii) Impairment of financial assets (continued)
The Company's exposure to credit risk for each class of (asset/instrument) subject to the expected credit loss model
is set out below:
The Company assesses, on an individual basis, its exposure to credit risk arising from cash at bank. This
not and the
The gross carying amounts below represent the Company's maximum exposure to credit risk on these assets as at
30 June 2023 and 31 December 2022:
External credit rating
| 30.06.2023 | Audited 31.12.2022 |
||
|---|---|---|---|
| Bank of Cyprus | Ba1 | 13 | |
| Total | 72.395 | 192.817 | |
| 72395 | 192.817 |
The ECL on current accounts is considered to be approximate to 0, unless the bank is subject to capital controls.
The C
The Company does not hold any collateral as security for any cash at bank balances.
There were no significant cash at bank balances written off during the period that are subject to enforcement
activity.
e with the by west
Liquidity risk is the risk the Company will encounter difficulty in meeting its obligations associated with financial
liabilities.
The table below summarises the maturity profile of the Company's financial liabilities at the reporting date based on
contractual undiscounted payments:
| Contractual | 1-12 | |
|---|---|---|
| cash flows | months | Total |
| Other payables and accruals € |
€ | 는 |
| 1.517.195 Payables to related parties 1.517.195 |
1.517.195 | |
| 30.027 | 30.027 | 30.027 |
| 1.547.222 1.547.222 1.547.222 | ||
| 31 December 2022 | ||
| Contractual | 1-12 | |
| cash flows | months | Total |
| Other payables and accruals e |
ਵ | 은 |
| 1.518.993 Payables to related parties 1.518.993 |
1.518.993 | |
| 90.100 | 90.100 | 90.100 |
| 1.609.093 1.609.093 1.609.093 |
Period ended 30 June 2023
and and a continued than agencine
Capital includes equity shares, share premium, shareholders' contribution and accumulated losses.
The Company's objectives in managing capital are to safeguard the Company's ability to continue as a going concern
in order to provide returns for shareholders and to mainta in and the provide returns in managing capital are to safeguard the Company's ability to continue as a going c
in order to provide returns for shareholders and to maintain an
The Company's overall strategy remains unchanged.
The preparation of the Company's financial statements requires make judgments, estimates and
assumptions that affect the reported amounts of revenues, assess and lisbilities, assumplines of the company summers requires management to make judgments, estimates and
assumpting the reported amounts of revenues, expenses, assets and libelities, and the continess at the reporting date. However, uncertainty about these and libelity on the counters on fi
conting the reporting date. However, uncertainty about these and liatible result in outcomes the reporting uate. However, uncertainty about these assumptions and estimations and estimations and estimations and estimations offected in
in the future
In the process of applying the Company's accounting policies, management has made the following judgments,
apart from the successions, which had the most significant effect o and the move of appling the Company's accounting policies, management has made the following judgments,
apart from those involving estimations, which had the most significan
Going concern basis
and of the corrent of the appropriateness of the use of the going concern basis is disclosed
in note 4.
The Colline is property, plant and equipment (Nete 11)
The Company is porgressively recognising the levies due for maintaining its golf planning permit in the and and equipment additions as the development activity its golf planning permit in the m
property, plant and equipment additions as the development activity progresses. The commitment and equipment additions as the development of the commitment as at 30
| Six months period ended 30.06.2023 |
Six months period ended 30.06.2022 |
|
|---|---|---|
| Auditor's remuneration- current period Legal fees |
Э 8.990 |
4.300 |
| Management and professional fees Other expenses |
1.500 42.460 |
5.910 |
| Total administrative expenses | 3.120 | 26.793 3.897 |
| 56.070 | 40.900 |
| Bank charges | Six months period ended 30.06.2023 る |
Six months period ended 30.06.2022 € |
|---|---|---|
| Finance expenses | ਤ 3 | 306 |
| CRE | 306 |
| Defence contribution - prior years | Six months period ended 30.06.2023 13 |
Six months period ended 30.06.2022 |
|---|---|---|
| Charge for the period | 2.905 | |
| 2.905 |
The tax on the Company's results before tax differs from theoretical amount that would arise using the applicable tax
rates as follows:
| Loss before tax | Six months period ended 30.06.2023 (3 |
Six months period ended 30.06.2022 |
|---|---|---|
| (56.453) | (41.206) | |
| Tax calculated at the applicable tax rates Tax effect of expenses not deductible for tax purposes Tax effect of allowances and income not subject to tax Tax effect of tax loss for the period Defence contribution - prior years |
(7.057) 106 6.951 |
(5.151) 148 |
| Tax charge | 5.003 2.905 |
|
| 2.905 |
The corporation tax rate is 12,5%.
Under certain conditions incent income may be subject to defence contribution at the rate of 30%. In such cases
th defence contribution of the research tax. In certain cases 1 a such continuons inceres income may be subject to defence contribution at the rate of 30%. In such cases and the rate of 30%. In such cases and from abroad may be subjec to defence contribution at the rate of 17%.
Due to tax losses sustained in the period, no tax liability arises on the Company. Under current legislation, as at 30
June 2023, the balance of tax losses which is availabl 14 - 2023, the balance in the leblity arises on the Company. Under current legislation, as at 30
June 2023, the balance of tax losses which is available for offse anounts of the state of tax losses which is available for offset against fruture taxable profits and the more and the mounts and
Deferred tax assets have not been recognised in respect of the following items, becoment in not probable that it is a care assess nave not been recognised in respect of the following items, because it issues it is
for lease of the profit will be available against which the Company ca
Tax losses for which no deferred tax asset was recognised expire as follows:
Tax period/year
| 30.06.2023 | Audited 31.12.2022 |
Expiry date | |
|---|---|---|---|
| p | പ്ര | € | |
| 2018 | |||
| 2019 | 51.611 | 51.611 | 2023 |
| 2020 | 88,484 | 88.484 | |
| 2021 | 228.582 | 228.582 | 2024 |
| 2022 | 139.763 | 139.763 | 2025 |
| 30 June 2023 | 73.178 | 73.178 | 2026 |
| 55.608 | 2027 | ||
| 637.226 | 581,618 | 2028 | |
STATEMENTS STATEMENTS Period ended 30 June 2023
| Cost | Land 5 |
Golf development project under construction 3 |
Total e |
|---|---|---|---|
| Balance at 1 January 2022 | |||
| Additions | 2.468.786 | 3.020.203 | 5.488.989 |
| Balance at 31 December 2022/ 1 January 2023 | 110 | 500.000 | 500.110 |
| Additions | 2.468.896 | 3.520.203 5.989.099 | |
| Balance at 30 June 2023 | |||
| 2.468.896 | 3.520.203 5.989.099 | ||
| Net book amount | |||
| Balance at 30 June 2023 | |||
| Balance at 31 December 2022 | 2.468.896 _ 3.520.203 __________________________ | ||
| 2.468.896 | 3.520.203 5.989.099 |
During 2022, the additions of €500.000 (2021: €50.000) relate to the fifth (2021: fourth) instalment of the levy
due by the Company. The settlement of the third, fourth and e and of the Company. The settlement of the fifth (2021: fourth instalments of the levy
due by the Company. The settlement of the third, fourth and fifth instalments remaine
| VAT refundable | 30.06.2023 ਦੇ |
Audited 31.12.2022 |
|---|---|---|
| Other receivables and prepayments | 228.912 470 |
€ 218,621 110 |
| Less non-current receivables | 229.382 | 218.731 |
| Current portion | (229.382) | (218.731) |
VAT refundable is recognised on the basis that it will be offset with future output VAT following the the Porchable "is "recognised" on "the "basis" that it will be offset with future output VAT, folly
commencement of the Company's operations and for this reason is account
Period ended 30 June 2023
Cash balances are analysed as follows:
| Cash at bank | 30.06.2023 a |
Audited 31.12.2022 |
|---|---|---|
| 72.395 | 192.817 | |
| For the nurnoses of the stat | 72,395 | 192.817 |
urposes of the statement of cash flows, the cash and cash equivalents include cash at bank.
All cash at bank is held and denominated in Euros.
The principal non-cash transactions during the current period were the issue of shares for exchange of the
shareholders' contribution (Note 14).
The exposure of the Company to credit risk and impairment losses in relation to cash and cash equivalents is
reported in note 6 of the financial statements, reported in note 6 of the financial statements.
| Authorised | 30.06.2023 Number of shares |
30.06.2023 ਤ |
Audited 31.12.2022 Number of shares |
Audited 31.12.2022 |
|---|---|---|---|---|
| Ordinary shares of €1,71 each | 24.193 | 41.370 | 24.193 | ਵ |
| Issued and fully paid Balance at 1 January Issue of shares |
23,269 | 39.790 | 20.000 | 41.370 34.200 |
| Balance at 31 December | 23,275 | 10 | 3.269 | 5.590 |
| 39.800 | 23.269 | 39.790 |
On 21 December 2022, the authorised share capital of the Company was increased from €34.200 divided into
20.000 ordinaly shares of €1,71 nominal value each, to €41,370 divide
On 22 February 2023, the Company received settlement for issued and allotted 6 ordinary shares to Invel Real
Estate Partners Three Limited. The shares were issued at a nomina Estates the Stary Load, The Shares settlement for issued and alotted 6 ordinary shares to Invel Real
Estate Phoes The shares were issued at a nominal value of €1,71 and promi The shareholders' contribution of €1.25 was capitalised through the stock of an and moremium of €.1.63 miles me and me and me mannel stare and the remaining €8.553 was received in cash.
On 27 December 2022, the Company received settlement for a total of 3.269 issued and alloted ordinary shares out
of which 117 shares were issued to Invel Real Estate Partners of which and also are connaily received settlement for a total of 3.59 issued and alloted ordinary shares out.
of white the Investissued to Invel Real Estate Partners Three L Prode Real Comment Company S.A. The State Pathers Three Limited and 3.15 Succession of Colored Comer Princes on the near realized Investilent contribution of €5.149 was capitalies were were issued to
€1.632,29 each. The shareholders' contribution of €1.48.749 was capitalised through th issue while the remaining €192.797 was received in cash.
| Balance at 1 January 2022 | Shareholders' contribution € |
Total |
|---|---|---|
| Share issue (Note 14) | 5.150.000 | 5.150.000 |
| Balance at 31 December 2022/ 1 January 2023 | (5.148.749) (5.148.749) | |
| Share issue (Note 14) | 1.251 | 1.251 |
| Balance at 30 June 2023 | (1.251) | (1.251) |
On 1 April 2021 the Company entered into two agreements with two of its shareholders which provided the
following:
The capital injection of a total e5.150.000 contributed and pareholders (pro rata to their
shareholding), in order for the Company to repay the balances due to Anbrodite Hill should be your of a cour er a cour continuted and paid in cash by the burnen in their and to their
shareholding), in order for the Company to repay the balances due to Appro and and also by the company to repay the balances due to Aphrodite Hills Resource
and also to cover other liabilities that may arise in the Company's ordinary course of busin
According to the above agreements, the amount received is considered to be an advance payment for the issue and
allotment of new shares to the aforementioned shareholders or and any and about agreements, the amount received is considered to be an advance payment for the man
During a 2002 the Bares to the aforementioned shareholders pro rata to t
During 2022, the Company has increased its authorised share capital and received settlement for issued shares to and again 22, the Gompany has increased its authorised share capital and recei
its shareholders in order to capitalise the contribution of €5.148.749 (Note 14).
On 22 February 2023, the Company received settlement for additional shares issued to one of its shareholders in
order to capitalise the remaining contribution of €1.251 (Note desirest that / 2020/ the Company Teceived settlement for addition of €1.251 (Note 14).
| 30.06.2023 | Audited 31.12.2022 |
|
|---|---|---|
| Accruals | (S | |
| 1.517.195 1.518.993 | ||
| -1.517.195 1.518.993 |
The amount of €1.500.000 (2022: €1.500.000) included in accruals relates to the outstanding third, fourth and fifth (2000)
The fair values of other payables and accruals due within one year approximate to their carrying amounts as
presented above.
Period ended 30 June 2023
This operating environment may have a significant impact on the Company's operations and financial position.
Management is taking necessary measures to ensure sustainability Management is taling elimination inpact on the Company's operations and financial position.
Management is taking necessary measures to ensure sustains. However, the
The geoplitical situation in Eastern Europe intensified on 24 February 2022 with the confiict
between Russia and Ukraine. As at the date of authorising these financial sta between Russia and Uranie Are of authorismed on 24 February 2022 with the confict on the conficity onlice.
Continues to ever as military activity proceeds. In addition to the continue as military activity proceeds. In addition the ennancial studion the confict.
continue as mility proceeds. In addition to the inpact of the events of the confices th of the confere as millibr proceds. In addition to the impact of the event on entires of enter one one one one entilie
increasingly affecting economies and financial markets and and of Nasia, "On" Relatus" or "Belarus" or that conduct business with counterpartes, their counterpartes, their counterparties, their counterparies, their counte
The Europen Union as well as United States of America, Switzerland, United Kingdom and other Jess.
a series of restrictive measures (sanctions) against the Russian, governmen a series of restribe mealing is and the Russian (succession of the counties inposed in and celler includes (Salcuos) against the Russian and Belaussial of members (Selentes miposed)
and celan individuals The sanctions include an asset freeze and agendrali and and annoutism me Sanctons include an asset freeze and a somments conduction monomes,
available the sanctions include an asset freeze and a borne individuals prechantle circultures minutes. In additor, travel bans application individuals idindonds idids
prechem from entering through the relevant teritories. The Replect the sopted personalism from encing of transmit of the relevant territories. The Republic of Cyprus has and the more of the more of the may as well lead to
the possibility of further san the possibility of the European Onlon measures.
the possibility of further sanctions in the future.
Emerging uncertainty regarding global supply of commodities due to the conflict between Russia and Ukraine
confict costs an con the ing to the all ap echan gloud trans and place significant upwards press de result of corner of onceller on oncluding the production of function of including to funding to e produced been though early March 2022. Challenges for componis and include availability of punces and
ensure access to raw materials, ability to finance margin pa
The impact on the Company largely depends on the nature and duration of uncertain and unpredicable events,
such as further military action, additional sanctions, and reactio such as further military latgely depends on the nature and duration of uncertain and unpredicable events,
such as further military action, additional sanctions, and reactions
The financial effect of the curent crisis on the global economy and overall business activities cannt be estimated
with reasonable certainty at this stage, due to the pace with reasonable certainty at the global economy and overall business activities canot be estimated
with reasonable certainty at this stage, due to the pace at which the conf the state maine ourtainty at this stage, due to this stage, due to the pace at which
The Company's Management has assessed:
(1) The ability of the Company to continue as a going concern (Note 4).
(1) That no material impairment allowances world be US at a transmission in
(2) The material impairies were identified over the company's financial assets (cash at bank) and
(2) Thancial assets by considering the economic situation and orthor provinc ( ) (3) The Marcele by consident the confict in Urley Che end arter end artear realier bank, and bank, and
(3) The following the inner Covid-19 and the confict in Ukrainers has pper conserving the mpact with Ukraine, Russia and edited by be help belous had on the Cyrus a
business plan will be moved forward, it it e company, it is exact belen the Un per connecting the consequenty on the Company, it is experied the the the the the the the the the the the the the the the the the the the the the the the the the the and the part mill be moved forward as the investors' interest in the development
not been as initially expected and the anticipated funding was not yet secured.
On the basis of the evaluation performed, the Company's management has concluded that no provisions or
impairment charges are necessary. The Company's Management believes, th impairment charge are necessary The Company's management has concluded that no provisions on
measures to mantain the vianin's Management believes that it i
Period ended 30 June 2023
The Company's immediate and ultimate controlling shareholder is Prodea Real Estate Investment Company SA, a
company incorporated in Greece.
The ultimate parent entity prepares the consolidated financial statements of the largett group of companies of
which the Company forms part as a subsidiary and are available and and and parent chary prepares the consolidated financial statements of the largest group
which the Company forms part as a subsidiary and are available at the website ht
The following balances and transactions were carried out with related parties:
| Aphrodite Hills Resort Limited (affiliated company) |
Nature of transactions | Six months period ended 30.06.2023 (3 |
Six months period ended 30.06.22 ( |
|---|---|---|---|
| Management fees | 25.000 25.000 |
25.000 | |
| 18.2 Payables to related parties | 25.000 | ||
| Name Aphrodite Hills Resort Limited (affiliated ) company) |
Nature of transactions Management fees |
30.06.2023 ਤ |
Audited 31.12,2022 ਵ |
| 30.027 | 90.100 | ||
| 30.027 | 90.100 |
The above balances are interest free, unsecured and have no specified repayment date. On this basis, the balances
are considered to be payable on demand and have therefore be and are of acranees are interest free, unsecured and have no specified repayment date. One
are considered to be payable on demand and have therefore been classified as short-
The Company had no significant contingent liabilities as at 30 June 2023 and 31 December 2022.
The Company obtained the neessary town planning permit for the golf development and plot separation. The
Planning permit was planes para obtained the helests on the method one the month on the month on the man and one of the many of the comments.
ES million in 10 equal instalments, the first of whi ES million in 10 equal instalnents his not one the changes of the company of company. The compandit new aron and the resear healments, the nest of which was setted during 201 and the second of the company nuts day of the Company. The third fourth and intended by Aprodite Hills be Miller Mille Miller Miller Miller Miller Miller Miller Miller Mille Meller Mille Meller Mille Meller Mark D June 2023 is €2.500.000 (2022: €2.500.000).
The Company signed a contract with Cabel B. Robinsol S.L. (golf course architects) for the design and overall
(15.000 has been web L. superior of the do connact will Cabel B. Robinson S.L. (golf course architects) for the design and overall
e List of the golf development project. The cottivalue of the Rount and on and and gol evelopment project in the of the contract is 525, on over and overlain overal
e 15.000 has been undertaken to date. As the permit has now ben grouped the t month of the contract to date. As the permit has now been granted, the Board of Directors of Directors
The Source
The Company previously entered into an agreement with A.S.D Hyperstatic Engineering and an and and and and and and and and infrastructure which is required with A.S.D Hyperstatic Engineering Desing for the design of
infrastucture which is required to be submitted for the Building Permit for an am and and of mich is required to be submitted for the Building Permit
VAT. As at 30 June 2023, the Company has paid €50.000 of this amount.
The basic and diluted earnings per share is calculated by dividing the loss attributable to equity holders of the the loss and and androal camings per share is calculated by dividing the loss and
| Loss attributable to shareholders (€) | Six months period ended 30.06.2023 |
Six months period ended 30.06.22 |
|---|---|---|
| Weighted average number of ordinary shares in issue during the period Basic and diluted loss per share attributable to equity holders of the |
(56.453) | (44.111) |
| 24.195 | 20.000 | |
| Company (€) | (2.33) | 17 70) |
As explained in note 17 the geopolitical situation in Eastern Europe intensified on 24 February 2022, with the
for in e firt an and and in hoce 17 the geponical stiation in Eastern Europe intensified on 24 February 2022, with the
commencement of the conflict between Russia and Ukraine. As at the o and a sumblic of the comic between Russia and Ukraine. As at the date of authorising these managements of any and
The Company has limited direct exposure in Russia, Ukraine and therefore, it does not have and therefore, it does see and paty has limited direct exposure in Russia, Ukraine and Belarus and therefore
not expect a significant impact from direct and indirect exposure from these countries.
Except from the matters mentioned above, there were no other material events after the reporting period, which
have a bearing on the understanding of the financial statements the provent the matters Thendoned above, there were no other have a bearing on the financial statements.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.