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RichReach Corporation Public Ltd

Interim / Quarterly Report Sep 17, 2020

2529_ir_2020-09-17_b326600a-dfb5-49fb-9272-e006f862fb18.pdf

Interim / Quarterly Report

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RichReach Corporation Public Ltd

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

For the period from 1st of January 2020 to 30th of June 2020

CONTENTS

page
Board of Directors and other Corporate Information 3
Consolidated Statement of Comprehensive Income 4
Consolidated Statement of Financial Position 5
Consolidated Statement of Changes in Equity 6
Consolidated Statement of Cash Flows 7
Notes to the Consolidated Financial Statements 8 – 17

BOARD OF DIRECTORS AND OTHER CORPORATE INFORMATION

Board of Directors Antonis Karitzis
Christakis Ierides
Epaminondas Metaxas
George Koufaris
George Rousou
Company Secretary Karanto Secretarial Limited
Independent Auditors Ernst & Young Cyprus Limited
Certified Public Accountants and Registered Auditors
Jean Nouvel Tower
6 Stasinou Avenue
PO Box 21656
1511 Nicosia, Cyprus
Registered Office 228 Archiepiskopou Makariou III
Agios Pavlos Court, Block B'
4th floor, flat/office 411-412
3030, Limassol, Cyprus
Business Office 61A Larnakos Avenue, Office 402
2101 Aglandjia, Nicosia, Cyprus
Bankers Eurobank Cyprus Ltd
Bank of Cyprus Public Company Ltd
Registration number HE 359049

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the period from 1st of January 2020 to 30th of June 2020

01/01/2020 – 30/06/2020 01/01/2019 – 30/06/2019
Note Unaudited Unaudited
Margin Margin
Revenue 6 158,393 150,325
Cost of Sales 7 (56,957) (36.0%) (79,553) (52.9%)
Gross Profit 101,435 64.0% 70,772 47.1%
Other Operating Income - - - -
Selling and Distribution Expenses 8 (14,566) (9.2%) (25,751) (17.1%)
Administrative Expenses 9 (45,956) (29.0%) (48,004) (31.9%)
Earnings / (Losses) Before Interest, Tax,
Depreciation & Amortisation (EBITDA)
40,913 25.8% (2,982) (2.0%)
Finance Costs 11 (882) (0.6%) (1,096) (0.7%)
Expenses related to the listing of the Company's Shares
at the Stock Exchange and Share Capital and Corporate
Events
12 (16,531) (10.4%) (28,839) (19.2%)
Depreciation 16 (3,920) (2.5%) (3,725) (2.5%)
Amortisation 14 (83,944) (53.0%) (68,827) (45.8%)
Profit / (Loss) before Tax (64,365) (40.6%) (105,469) (70.2%)
Tax - - - -
Net Profit / (Loss) for the Year (64,365) (40.6%) (105,469) (70.2%)
Profit / (Loss) per share attributable to the Shareholders
of the Company (cents)
13 (0.57) (0.95)

The notes on pages 8 to 17 are an integral part of these unaudited consolidated financial statements.

as at 30/06/2020 31/12/2019
Note Unaudited Audited
ASSETS
Non-Current Assets
RichReach Application ecosystem 14 368,151
Equipment that support the RichReach Application ecosystem 16 16,887 368,115
Furniture & Office Equipment 16 7,036 19,300
Computer Hardware 16 3,233 5,722
Software & Infrastructure 14 889 3,297
Goodwill on Acquisition of Subsidiary 15 159,701 1,027
Deferred Tax Assets 159,701
61,691 61,691
617,589 618,853
Current Assets
Trade and other Receivables 17 47,414 61,160
Cash and Cash Equivalents 18 23,252 15,287
70,666 76,447
Total Assets 688,255 695,299
EQUITY AND LIABILITIES
Equity
Ordinary Share Capital 19 563,103 562,339
Share Premium 385,779 336,543
Accumulated Losses (529, 893) (465, 529)
418,988 433,353
Advancements from Shareholders 20 90,000 50,000
508,988 483,353
Current Liabilities
Trade and other Payables 21 135,291
Payables to Related Parties 22 40,861 131,225
Borrowings 23 3,114 76,919
179,266 3,803
211,947
Total Equity and Liabilities 688,255 695,299

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the period from 1st of January 2020 to 30th of June 2020
----------------------------------------- -- ----------------------
Note Share
Capital
Share
Premium
Advancemen
ts from
Shareholders
Accumulated
Losses
Total
Balance at 1st of January 2019 557,500 91,056 - (275,067) 373,489
Issue of Share Capital 19 -
Advances from Shareholders 20 250,000 250,000
Net Loss for the period (105,469) (105,469)
Balance at 30th of June 2019 / 1st of July
2019
557,500 91,056 250,000 (380,536) 518,020
Issue of Share Capital 19 4,839 245,486 (250,000) 325
Advances from Shareholders 20 50,000 50,000
Net Loss for the period (84,992) (84,992)
Balance at 31st December 2019 / 1st of
January 2020
562,339 336,543 50,000 (465,529) 483,353
Issue of Share Capital 19 764 49,236 (50,000) -
Advances from Shareholders 20 90,000 90,000
Net Loss for the period (64,365) (64,365)
Balance at 30th of June 2020 563,103 385,779 90,000 (529,893) 508,988

Share premium is not available for distribution. In accordance with the Articles of Association, the Company can move to the concession of free and/or bonus shares to the existing shareholders of the Company against reduced or zero consideration. The aforementioned shares will be provided and covered from the share premium account, statement of comprehensive income, retained earnings and quasi-capital funds and/or in any other way the Law and Articles of Association allow, and these shares will be considered fully paid.

The advances from shareholders are made available to the Board of Directors for future increases of the share capital of the Company. Note that the increases of the share capital of the Company are completed when the additional shares start trading at the Emerging Companies Market of the Cyprus Stock Exchange.

Companies which do not distribute 70% of their profits after tax, as defined by the relevant tax law, within two years after the end of the relevant tax year, will be deemed to have distributed as dividends 70% of these profits. Special contribution for defence at 17% will be payable on such deemed dividends to the extent that the ultimate shareholders are both Cyprus tax resident and Cyprus domiciled. The amount of deemed distribution is reduced by any actual dividends paid out of the profits of the relevant year at any time. This special contribution for defence is payable by the Company for the account of the shareholders.

The notes on pages 8 to 17 are an integral part of these unaudited consolidated financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS

for the period from 1st of January 2020 to 30th of June 2020

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Note Unaudited Unaudited
Cash Flow from Operating Activities
Net Profit / (Loss) before tax (64,365) (105,469)
Adjustments for:
Depreciation 16 3,920 3,725
Amortisation 14 83,944 68,827
Interest Expense 11 62 278
23,561 (32,639)
Changes in Working Capital
Decrease / (Increase) in Trade and other Receivables 17 13,746 (16,972)
(Decrease) / Increase in Trade and other Payables 21 4,065 5,414
(Decrease) / Increase in Payables to Related Parties 23 (36,057) (86,580)
Cash generated from Operations 5,315 (130,778)
Cash Flow from Investing Activities
Investment in Internally Generated Intangible Fixed Assets (the RichReach
Application ecosystem)
14 (83,842) (59,131)
Investment in Intangible Fixed Assets 14 - (1,190)
Investment in Tangible Fixed Assets 16 (2,758) (2,292)
Net Cash used in Investing Activities (86,600) (62,614)
Cash Flow from Financing Activities
Proceeds from Issue of Share Capital - -
Advancements from Shareholders 20 90,000 250,000
Proceeds from Borrowings 22 - 9,600
Repayment of Borrowings 22 (688) (5,623)
Interest Paid 11 (62) (278)
Net Cash from Financing Activities 89,250 253,700
Net Increase / (Decrease) in Cash and Cash Equivalents 7,965 60,308
Cash and Cash Equivalents at the beginning of the period 15,287 1,955
Cash and Cash Equivalents at the end of the period 18 23,252 62,263

The notes on pages 8 to 17 are an integral part of these unaudited consolidated financial statements.

1. Corporate Information

Country of incorporation

RichReach Corporation Public Ltd (formerly Eumbrella Corporation (International) Public Ltd) (the ''Company'') was incorporated in Cyprus on 11 August 2016 as a public limited liability company under the provisions of the Cyprus Companies Law, Cap. 113.

On 10 January 2019, the Cyprus Stock Exchange (CSE) announced the listing of the Company on the CSE Emerging Companies Market. The trading of the shares of the Company, has commenced on 16 January 2019.

The Company's registered office is at Archiepiskopou Makariou III, 228, Agios Pavlos Court, Block B', 4th floor, Flat 411-412, 3030, Limassol, Cyprus.

Change of Company's Name

On 15 May 2019, eUmbrella Corporation (International) Public Ltd changed its name by Special Resolution to RichReach Corporation Public Ltd.

Principal Activities

The principal activity of the Group is the development, support, licencing, operation and promotion of the multifunction RichReach Application ecosystem available for smart devices.

2. Basis of preparation and measurement

These consolidated 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. These consolidated financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on a going concern basis which assumes that the group will continue to operate for the foreseeable future.

3. Summary of Significant Accounting Policies

Please refer to Note 3: "Adoption of new or revised standards and interpretations" and to Note 4: "Summary of significant accounting policies" of the Audited Consolidated Financial Statements for the Year ended 31 December 2019.

4. Financial Risk Management Objectives and Policies

Please refer to Note 5: "Financial Risk management objectives and policies" of the Audited Consolidated Financial Statements for the Year ended 31 December 2019.

5. Critical Accounting Estimates, Judgments and Assumptions

Please refer to Note 6: "Critical Accounting Estimates, Judgments and Assumptions" of the Audited Consolidated Financial Statements for the Year ended 31 December 2019.

6. Revenue

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Unaudited Unaudited
RichReach Application Functions
Embedded and Branded Applications 19,039 10,000
Marketing & Loyalty 14,240 7,665
Ordering 9,885 2,730
Reservations 600 -
Trades, Professionals & Entertainment 353 -
44,117 20,395
Communication Functions
Business Communications 7,874 7,543
Content & Monetisation Services 60,716 87,666
Voice Services 8,686 9,721
77,276 104,930
Other Revenue
Business Digitalisation 37,000 25,000
Revenue Collections Fees Recovered - -
37,000 25,000
Total Revenue 158,393 150,325

Segmental Analysis

The Group is organised into a single operating segment based on the services provided in Cyprus. The segment has similar characteristics in the nature of the process, type of end customers and distribution methods.

The Group's services include mainly the development, support, licencing, operation and promotion of the multifunction RichReach Application ecosystem available for smart devices. Currently the Group only operates in Cyprus and the main clients of the Group are medium to large corporate clients. Management monitors the operating results of the business segment separately for the purposes of performance, assessment and resource allocation.

7. Cost of Sales

01/01/2020 –
30/06/2020
01/01/2019–
30/06/2019
Unaudited Unaudited
RichReach Application
Research & Development 15,595 20,185
Infrastructure 10,771 11,586
26,366 31,771
Communication Functions
Content & Monetisation Services 12,439 18,366
Other Communication Services 10,574 11,336
23,013 29,702
Other
Business Digitalisation - 7,407
Revenue Collection Fees 7,578 10,672
7,578 18,079
Total Cost of Sales 56,957 79,553

8. Selling and Distribution Expenses

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Unaudited Unaudited
Advertising and Promotion Costs 14,566 25,751
14,566 25,751

9. Administrative Expenses

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Note Unaudited Unaudited
Staff costs 10 12,433 16,127
Rent 6,600 3,000
Common expenses 360 360
Licenses and taxes 3,023 2,973
Municipality taxes - -
Annual companies levy - -
Electricity 1,687 2,339
Water supply and cleaning 1,039 1,061
Insurance 373 337
Sundry expenses 348 4,040
Telephone, internet and postage 2,463 1,817
Stationery and printing 84 91
Subscriptions and contributions - 89
Equipment maintenance 114 176
Computer supplies and maintenance 718 737
Auditors' remuneration – current year - -
Auditors' remuneration - prior year - 220
Other professional fees 3,104 350
Secretarial fees and registered office fees 555 555
Inland travelling and accommodation 3 2,100
Motor vehicle running costs 3,952 5,331
External Operations & Accounting Services 9,100 6,300
Investor Expenditure - -
45,956 48,004

10. Staff Costs

Note 01/01/2020 –
30/06/2020
Unaudited
01/01/2019 –
30/06/2019
Unaudited
Directors' and management fees 22.1 10,892 14,245
RichReach Application R&D personnel costs 8,054 13,857
Social Insurance Costs 2,743 4,011
Employee Benefits - -
21,688 32,112

for the period from 1st of January 2020 to 30th of June 2020

The number of employees employed by the Company during the first six months of 2020 and the first six months of 2019 were 6 and 6 respectively.

Staff costs directly associated with identifiable and unique application products controlled by the Group and that will probably generate economic benefits exceeding costs beyond one year are recognised as internally generated intangible assets (the RichReach Application ecosystem). Staff costs relating to the research and development of the RichReach Application ecosystem that cannot be recognised as internally generated intangible assets are written off in the Cost of Sales expense: Research and Development.

11. Finance Costs

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Unaudited Unaudited
Interest expense 62 278
Sundry finance expenses 821 818
882 1,096

12. Expenses relating to the listing of the Company's Shares at the Stock Exchange and Share Capital and Corporate Events

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Unaudited Unaudited
Expenses related to the Listing at the Emerging Capital Market of the Cyprus Stock Exchange 9,314 13,839
Share Capital Raising Fees 7,000 15,000
Corporate Expenses 217 -
Trademark Registration - -
16,531 28,839

13. Profit / (Loss) per share attributable to the Shareholders of the Company

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Unaudited Unaudited
Loss attributable to the Shareholders (€64,365) (€105,469)
Weighted average number of ordinary shares during the period 11,262,056 11,150,000
Loss per ordinary share attributable to the Shareholders (€ cents) (0.5715) (0.9459)

14. Intangible Fixed Assets & Amortisation

Unaudited
Unaudited
Unaudited



Cost
Balance 01/01/2019
627,278
26,150
159,701
Additions for 01/01/2019 – 30/06/2019
59,131
1,190
-
Balance at 30 June 2019
686,409
27,340
159,701
Additions for 01/07/2019 – 31/12/2019
67,809
113
-
Balance at 31 December 2019
754,219
27,453
159,701
Additions for 01/01/2020 – 30/06/2020
83,842
-
-
Balance at 30 June 2020
838,061
27,453
159,701
RichReach
Application
ecosystem *
Software &
Infrastructure
Goodwill on
Acquisition of
Subsidiary (note 15)

14. Intangible Fixed Assets & Amortisation (continued)

RichReach
Application
ecosystem *
Software &
Infrastructure
Goodwill on
Acquisition of
Subsidiary (note 15)
Unaudited Unaudited Unaudited
Amortisation
Balance 01/01/2019 235,261 25,790 -
Change for 01/01/2019 – 30/06/2019 68,528 299 -
Balance at 30 June 2019 303,789 26,089 -
Change for 01/07/2019 – 31/12/2019 82,315 337 -
Balance at 31 December 2019 386,104 26,426 -
Change for 01/01/2020 – 30/06/2020 83,806 138 -
Balance at 30 June 2020 469,910 26,564 -
Net Book Value
at 30 June 2019 382,620 1,251 159,701
at 31 December 2019 368,115 1,027 159,701
at 30 June 2020 368,151 889 159,701

* Internally generated intangible assets

15. Goodwill on Acquisition of Subsidiary

On 1 January 2017 the Company acquired 100% of the shares in RichReach Corporation (CY) Ltd. This has resulted in the business being wholly consolidated within the Company's results from this date.

The cost of the purchase was in exchange of shares of the Company for the amount of €111.000. The net assets acquired were as follows:

Net Book Value as
at 1 January 2017
Fair Value as at
1 January 2017
(Audited) (Audited)
Equipment, software and infrastructure that support RichReach 46,795 46,795
Office & Computer Equipment 16,378 16,378
Trade and other Receivables 14,906 14,906
Cash in hand and at bank 2,773 2,773
Trade and other Payables (89,812) (89,812)
Company's balance with RichReach Corporation (CY) Ltd (39,741) (39,741)
Total Net Asset Acquired (48,701) (48,701)

Consideration paid:

Shares allotted (30,000 x €3.70) 111,000
111,000
Goodwill 159,701

Goodwill represents the premium paid to acquire the business of RichReach Corporation (CY) Ltd and is measured at cost less any accumulated impairment losses.

Goodwill represents the premium paid to acquire the business of RichReach Corporation (CY) Ltd (formerly eUmbrella Corporation (CY) Limited) and is measured at cost less any accumulated impairment losses.

for the period from 1st of January 2020 to 30th of June 2020

Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units of the Group on which the goodwill has been allocated. The value in use calculation requires the Group to estimate the future cash flows expected to arise from the cash generating units using a suitable discount rate in order to calculate present value.

The recoverable amount has been determined based on the value in use calculation using cash flow projections based on financial plans approved by the board. The review has been based on the results and forecasts of the Group.

The main assumptions used in the valuation are:

  • Discount rate: The discount rate determines management's assessment of risks. This is a benchmark used by management to assess the operating performance and evaluate the business risks, financial risks and risk-free rates of return. The pre-tax discount rate applied to the cash flow projections is 25%.
  • Cash flows: Cash flow projections were prepared for the years 2020 to 2024.

The Goodwill recognised for RichReach Corporation (CY) Ltd (formerly eUmbrella Corporation (CY) Limited) is for the amount of €159.701 and has not been impaired on the basis that:

  • The value in use of the CGU of the Group on which the goodwill has been allocated has been estimated to exceed the recoverable amount.
  • For there to be an indication of impairment the discount rate would have to increase significantly in order for the carrying value to equal to the recoverable amount.

16. Tangible Fixed Assets & Depreciation

Equipment that
supports
RichReach
Furniture & Office
Equipment
Computer
Hardware
Unaudited Unaudited Unaudited
Cost
Balance 01/01/2019 57,250 14,305 18,221
Additions for 01/01/2019 – 30/06/2019 - - 2,292
Balance at 30 June 2019 57,250 14,305 20,514
Additions for 01/07/2019 – 31/12/2019 - - 119
Balance at 31 December 2019 57,250 14,305 20,633
Additions for 01/01/2020 – 30/06/2020 - 2,254 503
Balance at 30 June 2020 57,250 16,559 21,136
Amortisation
Balance 01/01/2019 33,125 7,154 16,117
Change for 01/01/2019 – 30/06/2019 2,413 714 598
Balance at 30 June 2020 40,363 9,523 17,903
Change for 01/01/2020 – 30/06/2020 2,413 940 567
Balance at 31 December 2019 37,950 8,583 17,336
Change for 01/07/2019 – 31/12/2019 2,412 715 621
Balance at 30 June 2019 35,538 7,868 16,715
Net Book Value
at 30 June 2019 21,712 6,437 3,799
at 31 December 2019 19,300 5,722 3,297
at 30 June 2020 16,887 7,036 3,233

17. Trade and other Receivables

01/01/2020 –
30/06/2020
01/01/2019 –
31/12/2019
Unaudited Audited
Deposits & Prepayments 1,206 3,182
Other Receivables 46,208 57,978
47,414 61,160

The fair values of trade and other receivables due within one year approximate to their carrying amounts as presented above. No impairment of trade receivables has been incurred during the year.

Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days. The Company has implemented IFRS 9, no provision has been made for expected credit losses as there were no material past due trade and other receivables as at the year-end.

18. Cash and Cash Equivalents

Cash balances are analysed as follows: 01/01/2020 –
30/06/2020
Unaudited
01/01/2019 –
31/12/2019
Audited
Cash in hand 6 201
Cash at bank 21,451 13,291
Guarantees 1,795 1,795
23,252 15,287

19. Ordinary Share Capital

Unaudited 01/01/2020 – 30/06/2020 01/01/2019 – 31/12/2019
Number of shares Audited
Number of shares
Authorised shares
Ordinary Shares of €0.05 each
12,000,000 600,000 12,000,000 600,000
Issued and fully paid shares
Ordinary Shares of €0.05 each
11,262,056 563,103 11,246,778 562,339

Authorised Capital

  • Upon incorporation on 11/08/2016 and as per its Memorandum of Association, the Company's Authorised Share Capital was 554,600 ordinary shares of nominal value of €0.05 each (€27,730).
  • On 21/11/2017 the Company increased its Authorised Share Capital to 12,000,000 ordinary shares of €0.05 each (€600.000).
  • On 09/09/2019 the Company completed the increase of its Authorised Share Capital to 15,000,000 ordinary shares of €0.05 each (€750.000).

Issued Capital

  • Upon incorporation on 11/08/2016, the Company issued to the subscribers of its Memorandum of Association 554.600 ordinary shares of nominal value of €0,05 each and at a total Share Premium of €620.826.
  • On 22/11/2017 the Company proceeded to a bonus share issue (10,595,400 bonus shares) out of share premium that increased its Issued Share Capital to 11,150,000 ordinary shares of €0.05 each (€557.500).
  • On 16 January 2019 the (11,150,000) issued shares of the Company started trading at the Emerging Companies Market of the Cyprus Stock Exchange.
  • On 14 October 2019, 96,778 additional fully paid shares started trading at the Emerging Companies Market of the Cyprus Stock Exchange. The shares were issued at the total nominal value of €4,838.90 (€0.05 each) and at a total Share Premium of €245,486.10.
  • On 22 January 2020, 15,278 additional fully paid shares started trading at the Emerging Companies Market of the Cyprus Stock Exchange. The shares were issued at the total nominal value of €763.90 (€0.05 each) and at a total Share Premium of €49,236.10.

for the period from 1st of January 2020 to 30th of June 2020

• On 14 August 2020, 36,111 additional fully paid shares started trading at the Emerging Companies Market of the Cyprus Stock Exchange The shares were issued at the total nominal value of €1,805.55 (€0.05 each) and at a total Share Premium of €88,194.45.

Share Premium is not available for distribution. In accordance with the Articles of Association, the Company can move to the concession of free and/or bonus shares to the existing shareholders of the Company against reduced or zero consideration. The aforementioned shares will be provided and covered from the share premium account, statement of comprehensive income, retained earnings and quasi-capital funds and/or in any other way the Law and Articles of Association allow, and these shares will be considered fully paid.

20. Advancements from Shareholders

01/01/2020 –
30/06/2020
01/01/2019 –
31/12/2019
Unaudited Audited
C.A. Papaellinas Ltd €40,000 €50,000
Coeur DeLion Software Engineering Ltd €50,000
€90,000 (2) €50,000 (1)

The advances from shareholders are made available to the Board of Directors for future increases of the share capital of the Company. Note that the increases of the share capital of the Company are completed when the additional shares start trading at the Emerging Companies Market of the Cyprus Stock Exchange.

(1) On 22 January 2020 the 15,278 shares of the Company purchased for the total consideration of €50,000 started trading at the Emerging Companies Market of the Cyprus Stock Exchange.

(2) On 14 August 2020 the 36,111 shares of the Company purchased for the total consideration of €90,000 started trading at the Emerging Companies Market of the Cyprus Stock Exchange.

21. Trade and other Payables

01/01/2020 –
30/06/2020
01/01/2019 –
31/12/2019
Unaudited Audited
Trade Payables & Other Creditors 43,569 33,157
Social Insurance and other Taxes 2,818 2,391
Value Added Tax 78,800 70,300
Accruals 10,103 25,377
135,291 131,225

Trade payables are non-interest bearing and are normally settled on 60 day terms. The fair values of trade and other payables due within one year approximate to their carrying amounts as presented above.

22. Related Party Transactions

The major shareholders of the Company are:

  • 3L Transcendent Investments Limited, incorporated in Cyprus, which on 30/06/2020 held 73.192% of the Company's shares and on 31/12/2019 held 73.291% of the Company's shares.
  • Coeur DeLion Software Engineering Ltd, incorporated in Cyprus, which on 30/06/2020 held 19.335% of the Company's shares and on 31/12/2019 held 19.428% of the Company's shares. Please refer to note 20 for related events. Coeur DeLion Software Engineering Ltd is controlled by the member of the Board of Directors: George Rousou.

The Members of the Board of Directors hold shares of the Company as follows:

  • Antonis Karitzis on 30/06/2020 and on 31/12/2019 held 0.111% of the Company's shares.
  • Christakis Ierides on 30/06/2020 held 0.198% of the Company's shares and on 31/12/2019 held 0.199% of the Company's shares.
  • George Rousou, directly and indirectly (through undertakings controlled by George Rousou), on 30/06/2020 held 20.391% of the Company's shares and on 31/12/2019 held 20.485% of the Company's shares.
  • Epaminondas Metaxas on 30/06/2020 and on 31/12/2019 held 0% of the Company's shares.
  • George Koufaris on 30/06/2020 and on 31/12/2019 held 0% of the Company's shares.

for the period from 1st of January 2020 to 30th of June 2020

The following transactions were carried out with related parties:

22.1 Directors' & Key Management Remuneration

The gross remuneration of Directors and other members of key management was as follows:

01/01/2020 –
30/06/2020
01/01/2019 –
30/06/2019
Unaudited Unaudited
Directors' Remuneration - 9,881
Key Management 10,892 4,364
10,892 14,245

Remuneration costs of directors and key management that are directly associated with identifiable and unique computer software products controlled by the Group and that will probably generate economic benefits exceeding costs beyond one year are recognised as internally generated intangible assets.

22.2 Purchases of Services

01/01/2020 –
30/06/2020
Unaudited
01/01/2019 –
30/06/2019
Unaudited
Nature of transactions
Coeur DeLion Software Engineering Limited Software research, development and
support
56,450 61,024
56,450 61,024

The purchases from related parties are made on terms equivalent to those that prevail in arm's length transactions. The above amounts include VAT (where applicable).

22.3 Payables to Related Parties

01/01/2020 –
30/06/2020
01/01/2019 –
31/12/2019
Nature of transactions Unaudited Audited
Coeur DeLion Software Engineering Limited Software research, development and
support
28,419 73,619
28,419 73,619

The payables to related parties are interest free, and have no specified repayment date.

22.4 Director's Current Account – Credit Balance

01/01/2020 –
30/06/2020
01/01/2019 –
31/12/2019
Unaudited Audited
Director's Current Account 12,443 3,300
12,443 3,300

The director's current account is interest free, and has no specified repayment date.

23. Borrowings

01/01/2020 –
30/06/2020
01/01/2019 –
31/12/2019
Unaudited Audited
Balance on 1 January 3,803 9,503
Proceeds from Borrowings 9,600
Repayment of Borrowings (750) (15,764)
Interest Payable 62 464
3,114 3,803

The borrowings bear interest of 4% per annum and are repayable on demand.

24. Contingent liabilities

The Group had no contingent liabilities as at 30 of June 2020.

25. Commitments

The Group had no capital or other commitments as at 30 of June 2020.

26. Events after the reporting period

On 22/07/2020 the Company held the Annual General Meeting of its shareholders.

On 14/08/2020 36,111 additional shares that have been paid by and allotted to subscribers started trading at the Emerging Companies Market of the Cyprus Stock Exchange. This increased the issued share capital of the Company to 11,298,167 ordinary shares of €0.05 each (€564,908.35). The Share Premium increased to €473,973.14.

COVID 19

With the recent and rapid development of the Coronavirus disease (COVID-19) outbreak the world economy entered a period of unprecedented health care crisis that has already caused considerable global disruption in business activities and everyday life. Many countries adopted extraordinary and economically costly containment measures. Certain countries required companies to limit or even suspend normal business operations. Governments, including the Republic of Cyprus, implemented restrictions on travelling as well as strict quarantine measures.

The Group's activities consist of the following three revenue streamlines; the RichReach application services, the communication services and the digitalization services. The communications service line has been directly impacted by the uncertainty of the clients' available income sources due to COVID-19 restrictions. However, a projected decline in communications revenue, is expected to be set-off by an increase in revenue from the RichReach application. The disruption caused by COVID-19 has benefited the Group by increasing the demand for the RichReach application as more corporate clients wish to sell their products and services online. These effects of COVID-19 on the RichReach Application services and on the communication services during the first 6 months of 2020 can be observed at Note 6: Revenue. The released and expected release of more RichReach application functions within 2020 will help meet the high demand from customers and further increase the revenue from the RichReach Application services.

The financial effect of the current crisis on the global economy and overall business activities cannot be estimated with reasonable certainty at this stage, due to the pace at which the outbreak expands and the high level of uncertainties arising from the inability to reliably predict the outcome.

The event is considered as a non-adjusting event and is therefore not reflected in the recognition and measurement of the assets and liabilities in the financial statements as at 30 June 2020.

There were no other material events after the reporting period, which have a bearing on the understanding of the consolidated financial statements.

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