Interim / Quarterly Report • Sep 25, 2023
Interim / Quarterly Report
Open in ViewerOpens in native device viewer
AB Kauno energija
Code of legal entity 235014830 Raudondvario av. 84 Kaunas, Lithuania
| 1. | Reporting period of the consolidated semiannual report4 | |
|---|---|---|
| 2. | Companies composing the group of companies and their contact details 4 | |
| 3. | Nature of core activities of the companies composing the group of companies 5 | |
| 4. | Issuer's agreements with credit institutions 5 | |
| 5. | Trade in securities of companies composing the group of companies in regulated markets5 | |
| 6. | Overview of the condition, performance, and development of the group of companies 6 | |
| 6.1. | Overview of the condition, performance, and development of the group of companies 6 | |
| 6.2. | Description of exposure to key risks and uncertainties the company confront with and their impact on | |
| activity results 9 | ||
| 7. | Analysis of financial and non-financial performance results, information related to environmental issues | |
| 11 | ||
| 8. | References and additional explanations16 | |
| 9. | Significant events after the end of the reporting period17 | |
| 10. | Plans and forecasts of activities of the group of companies 17 | |
| 11. | Information on research and development activities 17 | |
| 12. | Information on own shares acquired and held by the issuer19 | |
| 13. | Information on the aims of financial risk management, hedging instruments in use19 | |
| 14. | Information on the issuer's subsidiary undertakings 19 | |
| 15. | Structure of authorized capital20 | |
| 16. | Data on shares issued by the issuer 20 | |
| 17. | Information on the issuer's shareholders22 | |
| 18. | Employees 24 | |
| 19. | Procedure for amending the issuer's statutes 26 | |
| 20. | Issuer's management bodies27 | |
| 21. | Information on significant agreements31 | |
| 22. | Information on agreements of the issuer and its managerial body members or employees31 | |
| 23. | Information on major transactions with related parties31 | |
| 24. | Information on harmful transactions concluded on behalf of the issuer during the reporting period 31 | |
| 25. | Information on compliance with the governance code of companies and the company's corporate social | |
| initiatives and policies31 | ||
| 26. | Data on publicised information 31 |
Reporting period for which the AB Kauno Energija Consolidated Annual Report has been prepared is January 1, 2023 – June 30, 2023.
AB Kauno Energija (hereinafter – the Company or the Issuer) prepares both the Company's and the Consolidated Financial Statements. The group of companies (hereinafter referred to as the Group) consists of AB Kauno Energija and its subsidiary – UAB GO Energy LT in which the Issuer directly controls 100 per cent of the shares.
| Name of the Company: | AB Kauno Energija |
|---|---|
| Legal-organizational form: | Public Limited Liability Company |
| Headquarters' address | Raudondvario av. 84, 47179 Kaunas |
| Code of legal entity: | 235014830 |
| Telephone | (8 37) 305 650 |
| Fax | (8 37) 305 622 |
| E-mail: | [email protected] |
| Webpage | www.kaunoenergija.lt |
| Registration date and place | August 22, 1997, Kaunas, Order No 513 |
| Register manager | State Enterprise Centre of Registers Kaunas Branch |
| VAT payer code | LT350148314 |
| Company name | UAB Go Energy LT |
|---|---|
| Legal-organizational form | Limited Liability Company |
| Headquarters' address | Savanorių pr. 347, 49423 Kaunas |
| Code of legal entity | 303042623 |
| Telephone | (8 37) 305 693 |
| [email protected] | |
| Registration date and place | April 16, 2013, Kaunas |
| Register manager | State Enterprise Centre of Registers Kaunas Branch |
The nature of core activities of the Group is manufacture and rendering of services. The Company is the parent company of the Group. The Company generates and supplies heat to consumers (for the purposes of heating and hot water production) in the cities of Kaunas and Jurbarkas and in Kaunas district Akademija town, Ežerėlis town, Domeikava village, Garliava town, Girionys village, Neveronys village, Raudondvaris village, (hereinafter referred to as Kaunas district).
Also, following provisions of the Law on Heat Sector, the Company supplies hot water (is engaged in hot domestic water supplier activities) from May 1, 2010 for consumers in the cities of Kaunas and Jurbarkas and Kaunas district, who chose the Company as a hot water supplier. As of June 30, 2023, the Company supplied hot water to 839 residential buildings in Kaunas, Kaunas district and Jurbarkas city.
In addition, the Company maintains engineering structures (collectors – manifolds) and operates heat and electricity production facilities. The Group and the Company carries out a supervision of indoor heat and hot water supply systems, maintenance of heat unit equipment, repairs of heat units and other heating equipment, provides premises rental services under agreements. The Group and the Company are engaged in licensed activity in accordance with the licenses held. On February 26, 2004 the National Commission for Energy Control and Prices (hereinafter – the Commission) issued a heat supplier licence to the Company. The licence is valid indefinitely. Maintenance of indoor heat and hot water supply systems is pursued following the provisions of Article 20 of The Law on Heat Sector of the Republic of Lithuania.
The vision of the Group and the Company is to be an innovative, competitive, and added value for shareholders creating Company engaged in heat and cooling generation and their centralized supply, maintenance of indoor heating and hot water systems.
AB Kauno Energija is the most advanced and innovative district heating (hereinafter – DH) company in Lithuania.
On September 13, 2018 the Issuer Service Agreement was signed with AB SEB Bankas (company code 112021238, Gedimino pr. 12, Vilnius).
20,031,977 (twenty million thirty-one thousand nine hundred seventy-seven) of the Issuer's ordinary registered shares (VP ISIN code LT0000123010) with the total nominal value equal to EUR 34,855,639.98 (thirty-four million eight hundred fifty-five thousand six hundred thirty-nine euro and 98 cents) were listed in the secondary trade list of Nasdaq Vilnius Baltic stock exchange as of June 30, 2023. The beginning of listing of the Company's shares is December 28, 1998.
In 2023, the company's focus was on achieving its strategic objectives by providing innovative, efficient, safe, economical, and sustainable heating solutions.
The company's financial and non-financial objectives are to ensure the safety and reliability of its core activities; improve production efficiency; enhance the efficiency of the heat transmission system; improve access to district heating; and utilize modern, innovative tools and methods for organizing and managing heat supply and operations.
The "Development Strategy of AB Kauno energija for the period of 5 years, covering the years 2022–2026, by implementing the directions of development of the energy sector" was approved by the Company's Supervisory Board on 11 July 2022. A summary of the strategy is available on the Company's website at a specific address: https://www.kaunoenergija.lt/apie-bendrove.
The Company covers a major part of heat production and supply market in the cities of Kaunas and Jurbarkas and Kaunas district. Company's generation capacities consist of Petrašiūnai power plant, 5 boilerhouses in Kaunas integrated network, 7 district boiler-houses in Kaunas district, 1 boiler-house in Jurbarkas city, 14 boiler-houses of isolated networks and 26 local gas burning boiler-houses in Kaunas city (25 of them are gas burned and 1 of them – burned with pellets), also 8 local water heating boiler-houses in Sargėnai catchment. Total installed heat production capacity of the Company consists of approx. 596 MW (including 53 MW capacities of condensational economizers), electricity generation capacities – 8.75 MW. From them 220 MW of heat generation capacities (including 17.8 MW capacities of condensational economizers) and 8 MW of electricity production capacities are in Petrašiūnai power plant. 39.4 MW of heat generation capacities (including 4.4 MW capacities of condensational economizer) is in Jurbarkas city. Total Company's power generation capacity is 605 MW (including 53 MW of condensational economizers' capacities).
29 per cent of heat supplied to consumers in the 1 half of the year 2023 was produced in Company's heat production facilities. The rest of required quantity of heat was purchased from independent heat producers (hereinafter – IHP) in monthly auctions, according to legal acts. Starting from May 2018 an electronic heat purchasing auctions are arranged by the Energy Stock Exchange operator UAB Baltpool. Electronic auctions are carried out in accordance with the Regulations of the Heat Auctions approved by the National Energy Regulatory Council. The Schedule of the Procedure and Conditions for the Purchase of Heat from Independent Heat Producers, the Methodology for Determining Heat Prices, the Rules for the Provision of Information on Energy, Drinking Water Supply and Wastewater Treatment, Sewage and Surface Water Treatment Companies, a Summary of Conditions of Usage of Heat Transfer Networks, and a schedule of the Procedure for Publicly Disclosed Information were changed respectively.
Fuel used by the Company for heat production in the 1 half of the year 2023 is presented in Chart 1.
Chart 1
Fuel structure, per cent
The Company purchased heat during the year 2023 from 10 IHP in Kaunas and Kaunas district as follows: from UAB Kauno Termofikacijos Elektrinė, UAB Idex Taika, UAB Idex Taika Elektrinė, UAB Lorizon Energy, UAB Ekoresursai, UAB Aldec General, UAB Idex Biruliškių, UAB "Ekopartneris", UAB Foksita and UAB
Kauno Kogeneracinė Jėgainė. Total purchases consisted of 542 thousand MWh of heat, i.e., 71 per cent of heat supplied to the.
Amounts of heat purchased from IHP and produced with Company's equipment during the period of the 1 half of the years 2019–2023 are presented in chart 2, thousand MWh:
Chart 2
The Company supplied this produced and purchased heat with integrated and local heat supply networks to 4,106 businesses and organizations as well as to 119,785 households, in total – to 123,891 consumers (objects by addresses) as of June 30, 2023.
Chart 3
Investments are made in accordance with Company's investment plan for the year 2023, which has been approved by decision No T-121 of Kaunas City Municipality Council of March 28, 2023 "Regarding investment plan of AB Kauno Energija for the year 2023 and its financing" (hereinafter – Investment plan). The Company makes investments based on an assessment of the economic situation, the competitive environment and the availability of financing. Investment plans are approved by the Board of Directors and coordinated by the Kaunas City Municipal Council.
The Company implements trunk pipeline replacement projects, optimizes pipeline diameters, connects new objects to the DH network and modernises heat production facilities according to Investment plan.
After the heating season, the city of Kaunas initiated the reconstruction and expansion of the city's district heating networks in a centralised manner. In 2023, the company is carrying out work in the Šilainiai, Vilijampolė, Eiguliai, Dainava, Petrašiūnai, and Gričiupis districts, planning to renew 11 km of old pipelines and expand the network in Kaunas LES and Panemunė.
The company will invest 18 million euro in network reconstruction in 2023. The amount of 4.5 million euro is allocated for the expansion of heat transmission lines. These annual investments in the long term ensure a reliable supply of heat with minimal heat loss, which translates into lower heating costs for consumers.
The company has successfully implemented another modernisation project, which has increased the efficiency of the biofuel boiler plant at the Petrašiūnai power plant. This was accomplished using a 2.4 MW absorption heat pump with a second stage smoke condensing economiser. After the implementation of the modernisation project, the efficiency of the biofuel boiler plant was raised by about 10%. Even more purified smoke, predominantly water vapour, is now discharged into the environment as a result of the installation of a second-stage smoke condensing economiser. According to current research, they contain extraordinarily low amounts of particulate matter, only 20 mg/m3.
The dynamics of consumers' heating capacities connections to Company's DH network and disconnections from them in 2018–2022 is shown in Chart 4.
Dynamics of consumer's connections and disconnections
A total capacity of objects disconnected from DH network in 2022 was approx. 0.26 MW. Disconnection of heat equipment from centralized heat supply networks and the change of heating method is pursued following the order determined by the Civil Code of the Republic of Lithuania, the Law on Heat Sector of the Republic of Lithuania, the Law on Construction of the Republic of Lithuania and sub statutory legal acts implementing these Laws.
Company's investments by funding sources of the years 2019–2023 are presented in Chart 5.
Chart 4
To operate effectively and reliably in creation the added value for shareholders, the Company is facing threats specific to the sphere of its activity, but also takes advantage of opportunities to work efficiently and effectively by exploiting the available potential. One of the biggest threats that the Company may face is a relatively high price for heat purchased from IHP, who are ranked as private business units committed to profit generation. Purchase of heat is pursued following valid law and the Description of procedure for purchase of heat from independent suppliers of heat approved by NERC. In turn, the Company invests extensively in modernization and construction of its own manufacturing facilities, to reduce the comparative costs of heat production. Thus, it takes advantage of the regulatory environment and reduces the energy purchase price.
Together with coming of new IHP the Company faced additional technical, economical, legal and other issues that needs to solve: management of heat supply network and balancing of power of these producers in case of emergency stop of them, retaining of optimum working parameters of the network, regulation, change and applying of heat purchase from IHP order.
The Company is a major supplier of the heat produced centrally to the city of Kaunas, part of Kaunas district and the city of Jurbarkas. To retain this market, it is necessary to implement modern and efficient heat production technologies in own production facilities and to focus on production at the lowest cost, benefiting from private differences of different types of fuel.
Company's heat sales are directly dependent on heat demand, i.e., heat consumption, which is mostly affected by the average outdoor air temperature, the amount of investment of consumers in energy-saving and rational use of heat and the pace of development of the heat sales.
Changes in fuel prices and the price of heat, produced by IHP have an impact on cost of Company's heat and electricity production.
Company's performance is affected by the decrease in sales due to reduced and further decreasing heat demand (in pursuance of residential buildings renovation and by installing a heat saving equipment), due to consumer's disconnections from DH network (due to the various reasons). Risks can be mitigated by Company's current and further investments in heat and electricity production facilities, using renewable energy sources, reducing heat production expenditures and the price heat, purchased from IHP as well as the price of heat supplied for consumers, and continually reasonably informing customers on the benefits of DH network systems (safety, reliability, correlation with one sort of fuel, fuel conversion, local pollution sources in residential areas, total environmental pollution, etc.) in comparison with autonomous heating.
During the 1 half of the year 2023 in comparison with the year 2022 heat consumers' debts decreased by approx, 14.8% and consisted of EUR 4.3 million. Decrease was affected by application of effective methods of debts administration.
To recover these debts as soon as possible, the Company actively uses a variety of legal debt management measures, such as pre-trial actions, judicial recovery, and cooperation with law Companies. In addition, when a debt becomes big, a restriction of heat supplies is applied as a prevention measure (if there are technical possibilities and according to the law).
On January 2, 2018 the Kaunas Unified Service Center "Mano Kaunas" started its operations in Statybininkų str. 3, Kaunas, at the premises of UAB Kauno Švara. Here residents can get immediate information / consultation about Kaunas city services provided by municipality owned companies – AB Kauno Energija, UAB Kauno Švara, UAB Kauno Autobusai, UAB Kauno Butų ūkis, UAB Kauno Gatvių Apšvietimas and UAB Kauno Vandenys, as well as conclude contracts, pay invoices, requests, certificates, etc.
Activities of the Company are cyclical. During the heating season (October – April) a major operating income is earned. During the non-heating season, the Company's revenues are at their lowest since only heat for hot water is used. In addition, during the non-heating season, the Company incurs more costs because it must prepare for the upcoming heating season, i.e., to carry out the repairs and reconstruction of heat supply networks and heat production facilities.
Energy activities are governed by the Law on Heat Sector, the Law on Energy, the Law on Electricity, the Law on Natural Gas, the Law on Drinking Water Supply and Wastewater Management, Government resolutions, Heat supply and consumption rules, Methodology of heat prices and payments for heat of NCC and other legislation. Their amendments affect the heating industry.
With new amendments of articles 2, 3, 20, 22, 28, 31, and 32 of the Law on Heat Sector No XI-1608 of the Republic of Lithuania that came in affect from November 1, 2011 in accordance with Article 7, the heat and hot water prices may not include any costs related with the indoor building heating (including heat units), and hot water systems. In implementing the legislation, from November 1, 2011 all these costs directly reduce the profit of the Company.
Legal conformity risk is a risk of increase in losses and (or) loss of prestige, an (or) decrease in confidence, which can be determined by the external environment factors (for example, violation of external legal acts, non-compliance of requirements of supervising institutions, etc.) or internal factors (for example, violation of internal legal acts and ethical standards, cases of employee's abuse, etc.).
The biggest process risks are related to the condition of heating systems. Company's trunk pipelines are an average about 30 years old. Modernization rate of them is determined by lack of funds – it is necessary to reconstruct more than 13.5 km of pipelines per year to condition of age of heat supply system and the minimum investments should consist of approximately 6 million euros. Hydraulic testing identifies their weakest points. Every year, about 200 points where cracks occur are identified during the tests. Upon discovery of defects, pipes are exposed and promptly repaired.
Main heating networks in the most worn-out places are reconstructed using support from the EU Structural Funds. New industrially (polyurethane foam insulation in polyethylene shell) insulated pipes not requiring concrete channels are mounted in the reconstructed sections of the heat supply network. Heat loss is very
low in reconstructed sections (process level), while the pipelines no longer pose a threat of rupture and ensure reliable heat supply to consumers.
One of the technical risk factors for heat generation facilities is their age. Some of heat generation facilities are already renewed now. Every year boiler repairs, and preventive work is carried out during the nonheating season. They are necessary to ensure secure heat supplies and reliability, i.e., securing of heat production facilities and fuel reserves.
More detailed information on Company's production facilities modernization is provided in chapters on operations and development.
With respect to the Company, they may be divided into those affecting the Company and affected by the Company's operations.
In order not to adversely impact the environment and comply with the pollution limits, vibration and noise values, the Company is guided by the requirements of the Kyoto Protocol, the Helsinki Commission (HELCOM) and environmental constraints of Helsinki Convention, as well as the European Parliament and Council Directive 2001/80/EB of regulating energy emissions and Lithuanian environmental normative document LAND 43-2013 for the use of natural resources, and releases and emissions of air pollutants to the environment in its activities. Main sources of pollution of the Company: burning fossil fuel in the Company's heat sources, production of heat and wastewater, are used in the industrial processes.
The Company pays taxes for atmospheric and water pollution. If allowable emission rate limits or annual limits are exceeded, the Company would pay the fines under the applicable laws of the Republic of Lithuania. The Company was not imposed any penalties in the year 2023.
Main Company's emission reduction measures: modernization of heat generation facilities, heat transfer loss reduction by replacing the existing pipes with the pipes with polyurethane foam insulation, installation of new technology and improvement of existing technological equipment, use of less polluting fuels, and continuous emission monitoring.
Additional efforts by the company to reduce CO2 emissions:
• Green procurement. We choose suppliers not only on the basis of the price and the quality of goods, services or works, but also on the basis of the reduced impact they have on the environment.
• The Company is currently implementing an environmental management system (ISO 14001:2015). It assists in the systematic management of the direct and long-term environmental impact of the activities and consistently addresses the relevant environmental issues of the Company. With this system in place, we will be able to increase green procurement.
• We are renewing our fleet of vehicles giving preference to electric and hybrid cars. We have purchased 13 electric cars.
• We sort waste generated in production and administrative activities and transfer it to waste managers in accordance with the established procedure. We have also removed rubbish bins in the offices in the administration building and dispose rubbish in the sorting bins in the common corridors. This encourages employees to recycle and has reduced the amount of bins and bags (plastics) used.
• The company is taking the initiative to inform the public about energy-saving measures in order to reduce air pollution. We regularly raise the awareness of the public by writing informative articles about renewable energy sources, their benefits for nature and people, informing what modern technologies are used by our company and how they contribute to climate change mitigation.
• Employees of the Company are also encouraged to come to work with less polluting vehicles, to cooperate as much as possible and to travel to work with a single vehicle for several colleagues.
Company's sales revenue of the 1 half of the year 2023 was EUR 51,100 thousand and in comparison, with the 1 half of the year 2023 increased by 16.6 per cent (in the 1 half of the year 2022 it consisted of EUR
43,843 thousand). Sales revenue of the Group of the 1 half of the year 2023 was EUR 51,317 thousand (in the 1 half of the year 2022 it consisted of EUR 43,825 thousand).
The average price of heat sold increased by 23.9 percent (in the 1 half of the year 2023 it was 7.66 ct/kWh, and in the 1 half of the year 2022 – 6.18 ct/kWh).
Comparison of financial indicators of the Group of the 1 half of the year 2023 with the indicators of the years 2019–2022 is presented in Table 1.
| Table 1 | ||||||
|---|---|---|---|---|---|---|
| No | Indicator of the Group | 1 half of 2019 |
1 half of 2020 |
1 half of 2021 |
1 half of 2022 |
1 half of 2022 |
| 1 | Revenue from sales, thousand euros | 34,437 | 25,247 | 27,093 | 43,825 | 51,317 |
| 2 | Profit, thousand euros | 2,600 | 198 | 5,138 | 2,614 | 4,002 |
| 3 | EBITDA (earnings before interest, taxes, depreciation and amortization), thousand euros |
6,483 | 4,322 | 9,022 | 6,075 | 7,944 |
| 4 | Profitability of core business, per cent (operating profit / sales and services) * 100 |
7.0 | -0.4 | 7.4 | 4.4 | 7.7 |
| 5 | Net profitability, per cent (net profit / sales and services) *100 |
7.6 | 0.7 | 19.0 | 6.0 | 7.8 |
| 6 | Assets, thousand euros | 149,712 | 151,076 | 165,126 | 179,067 | 192,126 |
| 7 | Equity, thousand euros | 91,497 | 90,023 | 94,811 | 93,574 | 97,103 |
| 8 | Return on equity (ROE), per cent (net profit / average equity) *100 |
3.1 | 0.2 | 6.0 | 2.9 | 3.1 |
| 9 | Return on assets (ROA), per cent (net profit / average assets) *100 |
1.8 | 0.1 | 3.4 | 1.6 | 2.3 |
| 10 | Asset turnover ratio (sales and services / assets) |
0.23 | 0.17 | 0.17 | 0.24 | 0.27 |
| 11 | Return on tangible assets, per cent (net profit / average value of tangible assets) *100 |
2.1 | 0.1 | 3.7 | 1.8 | 2.4 |
| 12 | Debt ratio (liabilities /assets) | 0.39 | 0.41 | 0.43 | 0.29 | 0.33 |
| 13 | Debt-to-equity ratio (liabilities / equity) | 0.6 | 0.7 | 0,7 | 0.6 | 0.5 |
| 14 | General liquidity ratio (short-term assets / short-term liabilities) |
1.79 | 0.91 | 1.24 | 1.63 | 1.76 |
| 15 | Quick ratio ((short-term assets inventory) / short-term liabilities) |
1.66 | 0.76 | 1.07 | 1.48 | 1.53 |
| 16 | Cash ratio (cash in hand and at bank / short-term liabilities) |
1.29 | 0.43 | 0.73 | 0.73 | 0.30 |
| 17 | Net earnings per share (net profit / average weighted number of shares in issue) |
0.06 | 0.03 | 0.03 | 0.06 | 0.09 |
| 18 | Equity per share, euros | 2.14 | 2.10 | 2.22 | 2.19 | 3.01 |
| 19 | Last share market price of the year /net profit /number of shares at year end (P / E ratio) |
16.46 | 226.47 | 6.87 | 18.09 | 11.82 |
| 20 | Share capital, thousand euros | 74,476 | 74,476 | 74,476 | 74,476 | 74,476 |
| 21 | Share capital-to-assets ratio | 0.50 | 0.50 | 0.45 | 0.42 | 0.39 |
| 22 | Return on equity (capital), per cent (net profit / capital and reserves) *100 |
3.1 | 0.2 | 6.1 | 3.1 | 4.9 |
Comparison of financial indicators of the Company of the 1 half of the year 2023 with the indicators of the years 2019–2022 is presented in Table 2.
| No | Indicator of the Company | 1 half of 2019 |
1 half of 2020 |
1 half of 2021 |
1 half of 2022 |
1 half of 2023 |
|---|---|---|---|---|---|---|
| 1 | Revenue from sales, thousand euros | 34,443 | 25,251 | 27,098 | 43,843 | 51,100 |
| 2 | Profit, thousand euros | 2,335 | 77 | 5,376 | 3,128 | 3,746 |
| 3 | EBITDA (earnings before interest, taxes, depreciation and amortization), thousand euros |
5,907 | 3,776 | 8,960 | 6,499 | 7,619 |
| 4 | Profitability of core business, per cent (operating profit / sales and services) * 100 |
6.23 | -1.4 | 8.4 | 8.7 | 7.5 |
| 5 | Net profitability, per cent (net profit / sales and services) *100 |
6.8 | 0.3 | 19.8 | 7.1 | 7.3 |
| 6 | Assets, thousand euros | 146,927 | 148,949 | 164,221 | 177,873 | 191,012 |
| 7 | Equity, thousand euros | 91,364 | 89,853 | 95,209 | 93,418 | 96,589 |
| 8 | Return on equity (ROE), per cent (net profit / average equity) *100 |
2.69 | 0.09 | 6.05 | 3.32 | 3.94 |
| 9 | Return on assets (ROA), per cent (net profit / average assets) *100 |
1.7 | 0.1 | 3.4 | 1.6 | 1.9 |
| 10 | Asset turnover ratio (sales and services / assets) |
0.24 | 0.17 | 0.16 | 0.25 | 0.27 |
| 11 | Return on tangible assets, per cent (net profit / average value of tangible assets) *100 |
1.9 | 0.1 | 4.0 | 2.1 | 2.3 |
| 12 | Debt ratio (liabilities /assets) | 0.38 | 0.40 | 0.42 | 0.29 | 0.33 |
| 13 | Debt-to-equity ratio (liabilities / equity) | 0.6 | 0.7 | 0.7 | 0.6 | 0.7 |
| 14 | General liquidity ratio (short-term assets / short-term liabilities) |
1.82 | 0.91 | 1.28 | 1.63 | 1.57 |
| 15 | Quick ratio ((short-term assets inventory) / short-term liabilities) |
1.69 | 0.77 | 1.14 | 1.50 | 1.45 |
| 16 | Cash ratio (cash in hand and at bank / short-term liabilities) |
1.28 | 0.40 | 0.72 | 0.71 | 0.25 |
| 17 | Net earnings per share (net profit / average weighted number of shares in issue) |
0.05 | 0.02 | 0.04 | 0.07 | 0.09 |
| 18 | Equity per share, euros | 2.13 | 2.10 | 2.22 | 2.18 | 2.26 |
| 19 | Last share market price of the year / net profit / number of shares at year end (P / E ratio) |
18.33 | 555.87 | 6.57 | 15.12 | 12.63 |
| 20 | Share capital, thousand euros | 74,476 | 74,476 | 74,476 | 74,476 | 74,476 |
| 21 | Share capital-to-assets ratio | 0.51 | 0.50 | 0.45 | 0.42 | 0.39 |
| 22 | Return on equity (capital), per cent (net profit / capital and reserves) *100 |
2.8 | 0.09 | 6.3 | 3.7 | 3.88 |
The more detailed analysis of financial indicators of the Group and the Company is provided in the Consolidated and Company's financial statements for the 1 half of the year 2023.
The Company's performance can be affected by changes in sales turnovers caused by changed heat demand, which can be caused by consumer investments in the renovation of buildings, heat saving and rational consumption, average higher of lower outdoor temperature during the heating season, changes in fuel prices, heat purchase price from IHP.
Company's reconstructed heat production facilities changing fossil fuel to biofuel will make a serious competition with their costs of production to IHP, operating in Kaunas.
The dynamics of heat price of the Company in the years 2019–2023 is provided in Chart 6.
Average price of heat, supplied by AB Kauno energija,
Constituents of Company's heat price structure of June of the years 2019–2023 are provided in Chart 7.
Chart 7
Structural constituents of the heat price, ct/kWh
The prices of heat and hot water are calculated and approved in accordance with the Methodology for the determination of heat prices, approved by the resolution of NERC No. O3-96 of July 8, 2009. Constituents of a base heat price are determined for a period of 3-5 years. In the case of regulated pricing services (products), the mechanism of long-term prices applies to heat pricing, i.e., for the base period, the base heat price (price constituents) is determined, which is adjusted for the second and subsequent years by setting the recalculated heat price (price constituents).
On September 25, 2020 the NERC determined unilaterally by the Resolution No. O3E-880 the heat price constituents of AB Kauno Energija for the second year of validity of the basic heat price. The constant constituent of the heat price, valid until October 30, 2020 amounted to 1.81 ct/kWh, and the new constant constituent that entered into force from November 1, 2020 and is currently in force is 1.88 ct/kWh.
14
The Company recalculates values of heat price variable constituents and final heat prices every month, considering changes in prices of fuel and purchased heat.
Details of variable heat price constituent valid on June 2023 are provided in Chart 9.
Chart 9
In carrying out their activities, the Group and the Company seek to prudently use natural resources, install fewer polluting technologies, and follow the environmental legislation and apply preventive measures to minimize the negative impact on the environment.
The Group and the Company have organized the waste collection, sorting, and disposal of them to waste managers, i.e., to licensed waste management businesses. In 2022, the Group and the Company disposed for recycling 1,552 tons of various waste (absorbents, filter materials, packages containing hazardous chemicals or that are contaminated with them, paper and carton, insulation materials containing asbestos, used tyres, bituminous mixes, batteries and accumulators, fluorescent lamps, concrete, bottom ash, iron, and steel. The Company successfully transferred 574.9 tonnes of production waste ash from the Ežerelis and Nemunas boiler house and the Petrašiūnai power plant to be used as a by-product for the production of road base mix and fertilization of plantation forests, in accordance with the agreed by-product plans with the Environmental Protection Agency.
In accordance with the schedule agreed with the Environmental Protection Agency (EPA), the Group and the Company constantly monitor that the effluent discharges from stationary sources are within the permissible limits set out in the integrated pollution prevention and control permits.
The measurement laboratory of stationary air pollution sources of the Group and the Company, in possession with the permit issued by the EPA and following the schedule agreed with EPA, continuously monitors the emissions to the atmosphere from stationary sources to would not exceed the permissible limits established in integrated pollution prevention and control permits. Company's Šilkas, Ežerėlis, Girionys and Noreikiškės boiler-houses, and starting from 2015 – Inkaras boiler-house and Petrašiūnai power-plant use biofuel, thus reducing atmospheric pollution.
The comparison of the amount of pollutants emitted into the atmosphere in 2022 from the Company's stationary facilities with the amount of the years 2018–2021 is presented in table 3 below.
| Period | Particulates, t | Nitrogen oxides, t |
Carbon monoxide, t |
Sulphur dioxide, t |
Hydrocarbons, t | Other pollutants, t |
|---|---|---|---|---|---|---|
| 2022 | 51.5130 | 159.8142 | 796.3571 | 60.3571 | 2.0144 | 0.3117 |
| 2021 | 72.9579 | 196.5479 | 781.2462 | 158.4375 | 1.2315 | 0.2966 |
| 2020 | 98.6841 | 217.8864 | 884.9974 | 102.9845 | 1.1430 | 0.2801 |
| 2019 | 86.0888 | 253.4443 | 1090.2436 | 0.2746 | 1.1978 | 0.4313 |
| 2018 | 48.7984 | 283.0412 | 1082.9366 | 31.6210 | 1.1982 | 0.1509 |
Cyclones for smoke cleaning from particulates are installed in Šilkas, Ežerėlis, Girionys, Noreikiškės, Inkaras boiler-houses and Petrašiūnai power-plant. Their working efficiency is checked every year. The Company is involved in the greenhouse gas emissions trading system.
Main financial data of the Group and the Company are provided in the Consolidated and Company's Financial Statements of AB Kauno Energija for the 1 half of the year 2023.
The financial statements are prepared in accordance with the International Financial Reporting Standards as adopted by the European Union and their interpretations. Standards have been issued by the International Accounting Standards Board and interpretations have been issued by the International Financial Reporting Interpretations Committee.
When preparing its consolidated financial statements, the Company combines the itemised financial statements of the Company and its subsidiaries, by summing up the items of assets, liabilities, equity, revenue, and expenses. Afterwards, it eliminates the book value of the Company's investment in the subsidiary and Company's share of equity in the subsidiary; amounts on balance sheets, transactions, income and expenses inside the Group (for this purpose, it prepares a reconciled report of all transactions, income and expenses for the period); difference in depreciation of contribution in kind measured at market value as compared to its book value.
For composing of the consolidated financial statements of the Group, the financial statements of the Company and subsidiaries are composed for the same date.
It's controlled if the accounting policy of the Company and its subsidiaries for accounting of similar transactions is the same. The subsidiaries' income and expenses are included into the Consolidated Financial Statements as of the date of acquisition.
On July 13, 2023, the company's Board of Directors was elected. It consists of three members, after being registered on 28 August 2023, under the new Articles of Association of the Company.
As investments allow continual business development and profitability, the aims of the Group's and the Company's investment program for the year 2023 is further increase in volumes of heat production and effectiveness, expansion of heat selling market, through increase of use of biofuel for heat production, development of heat transmission and distribution increasing safety and reliability, developing services of maintenance of engineering systems and further improvement of consumers services quality.
In compliance with the provisions of the plan for the facilities on the implementation of the National Renewable Energy Development Strategy, in order to implement the Company's key business objectives and the provisions of the National Energy Independence Strategy related to the assurance of technical requirements for reliability of heat facilities and heat supply networks, to guarantee the quality keeps apply to consumers, Kaunas city municipality decided to approve Company's investment plans with the decision No. T-121 "Regarding Investment Plans of AB Kauno Energija for the Year 2023 and Their Financing" on March 28, 2023.
In 2023 the implementation of Company's investment program will involve further modernization of boilerhouses owned by the Company automating the production process and installing condensational economizers; reconstruction of heat networks; replacement of heat meters. It's important to notice, that implementation of these measures will allow to reduce losses of heat transmission and to perform optimization of heat supply to the consumers and to ensure heat supplies reliability.
Company's representatives are constantly invited to work in committees of preparation of Energy Engineering studies programs of Kaunas University of Technology and in groups of external and selfevaluation. Working in these groups and committees Company's representatives analyse aims of programs and goals of studies, composition of training plans, appropriateness of staff, material basis, process, and evaluation of studies, as well as program management. Performing external and self-evaluation, committees apply recommendations for improvement of program structures and implementation process, to satisfy the needs of employers and to meet the requirements of national and European legal acts in the field of higher education.
The Company, which supplies district heating to Kaunas, responding to the changes of the warming climate, enters a new district cooling market, which is still poorly tested in Lithuania. District cooling is the production and supply of district cooling by converting heat energy into cool and using the existing district heating infrastructure. One of the latest technologies to produce cooling from heat is absorption heat pumps. During a rather sophisticated technological process in them, heat energy is converted into cool, which is supplied to the premises by other devices. One of such absorption heat pumps was also acquired by the Company.
The first project of the Company entering the cooling supply market is two refrigerating machines with a total power of 1576 kW, which will supply the Mokslo Sala science museum, being built on the island of Nemunas in Kaunas, with cooling facilities. The coolness of the Mokslo Sala island, with an area of 11.5 thousand square meters, will be produced by absorption heat pumps. This innovative technology, which is still in its infancy in Lithuania, converts the heat energy from the heat network's cogeneration water into cooling through a rather complex technological process. An important factor is that absorption-type machines do not use greenhouse gases The Aleksotas Innovation Industrial Park (AIPP) project in Kaunas includes plans for the installation of absorption pumps to generate heat from the city to keep it cool. The cooling equipment has already been implemented in the Basketball House in Kaunas Old Town and an apartment building in Kęstučio Street in the city centre.
Kaunas became Lithuania's first city to effectively install the breakthrough Internet of Things (IoT) network LoRa. The company created and customised one of the world's most popular IoT solutions to the demands of residents and businesses. Remote metre reading, filling of waste containers, parking lot occupancy, tree growth monitoring, and fire protection are just a few of the many uses of IoT. LoRa (Long Range) is an ultralow-power wireless networking technology that uses radio waves to gather and transmit data from smart end devices such as hot water metres. Currently, this innovation has been successfully implemented and developed in 177 countries around the world. The major objectives for implementing the IoT network are to enhance customer service by providing smart remote reading hot water metres, removing the need for consumers to manually write off and declare metre readings, and to increase the efficiency of regulating the parameters of heating networks. Apartment buildings who have chosen Kauno energija as their hot water supply receive free smart metres. The LoRa network in Kaunas is intended to suit the demands of not just the heat supplier, but also other enterprises in the city providing maintenance or other services.
The company has set a goal to completely eliminate the use of natural gas in heat production with gas consumption to be halved in the next three years to only 5% of total energy consumption for heat production. This will increase the use of green heat from biofuels and reduce CO2 emissions, helping to achieve the Company's long-term goals of supplying more consumers with cheaper biofuel-based heat, reducing CO2 emissions and enabling new customers to connect to the city's heat network.
Minimising gas consumption will help achieve the Company's long-term goals: to supply more consumers with cheaper biofuel-based heat through more optimal utilisation of Kaunas Energy's heat production capacity; reducing emissions of CO2, which contribute to the greenhouse effect; enabling new customers to connect to the city's heat network.
In 2023, the Company will undertake a significant heat network infrastructure development project, connecting Panemunė to the Kaunas city integrated network. The Company's three gas-fired boiler plants in Panemunė accounted for approximately 22% of the Company's total gas consumption during the 2021–2022 heating season.
In Kaunas, some consumers who are located far from the common district heating network receive heat from individual gas boilers that are installed in their buildings by the Company. The Company has evaluated the feasibility of connecting each of these buildings to the common district heating network, but in cases where it is not economically viable, gas boilers will be replaced by heat pumps. Heat pumps have an advantage over gas boilers because they are more efficient and do not emit CO2 into the environment when producing heat.
The Company has made consistent investments in solar power plants and Organic Rankine Cycle (ORC) power plants to reduce the annual cost of electricity that is heavily used for heat generation and supply. The ORC turbines in the biofuel boilers will generate electricity using steam from an organic liquid. In the period 2021–2022, solar photovoltaic power plants will be installed in Kaunas city and district, with a combined capacity of 600 kW. The power plants will be installed on the roofs of Petrašiūnai power plant, Plento g. 28, and Smetonos al. 65A boiler house in Kaunas city, and on the roofs of Neveronys and Raudondvaris boiler houses in Kaunas district. The total investment for this project is almost EUR 394.2 thousand, with EUR 123.6 thousand coming from the Environmental Project Management Agency (EPA). In spring of 2023, the Company will add four building rooftop PV plants and two solar parks, which will increase the total capacity of its solar power plants to over 2 MW. There are plans to install an additional 3 MW of solar power plants by 2025, as well as ORC power plants with a total capacity of about 1.45 MW at the Company's three largest biofuel boiler plants: Petrašiūnai Power Plant, Šilko Power Plant, and Inkaro Power Plant.
Kaunas is some of the greenest cities in Lithuania, placing a lot of emphasis on seeking and implementing sustainable solutions. In order to use the green waste generated during the maintenance of city parks, forests and squares as efficiently as possible, the raw material created after pruning trees and shrubs is converted into biofuel used to produce city heat. The municipality no longer has to worry about how to collect that waste, where to transport it and what to do with it. Meanwhile, the company no longer needs to purchase
some of the biofuel; they can produce it themselves. In 2022, while maintaining green areas in Kaunas, 6,183 tons of biofuel were obtained. It was used to produce 17,500 MWh of heat, sufficient to heat and provide hot water to 45 apartment blocks. This has helped Kaunas residents save EUR0.6 million a year.
In 2023, Kaunas' gift to Ukraine was a mobile diesel boiler plant with a capacity of 0.9 MW, which the State Emergency Situations Service will use to produce heat and hot water. The mobile diesel boiler plant, assembled by the Kauno energija group, is conveniently transportable to locations where there is the greatest need for heat at the time. It is capable of heating up to 10 and supplying hot water to 35 old multistory buildings, each containing 80 apartments. The boiler plant is fully automated with a remote control, parameter monitoring, signalling, and emergency reporting system, thus, constant personnel are not required for its operation. The mobile boiler plant units are designed and assembled to fit into a standard maritime metal container, which can be conveniently and quickly transported to locations with the greatest heat demand at that moment.
The donated boiler plant is decorated with the inscription "WARM. Win the War. Stay Warm" and the flags of Ukraine and Lithuania, conveying an emotional message to Ukrainians that Lithuania and Kaunas are standing with them, supporting them in the war and believing in Ukraine's victory. The idea for the drawing was developed by the creative agency Milk Agency, and the implemented by Karolis Grubis. The transportation costs of the boiler plant travelling to Lviv are financed by the European Union and the Ministry of Transport and Communications of the Republic of Lithuania.
In August 2023, the company's festival Transformations took place for the first time, relocating to the historic Petrašiūnai power station for cultural events. The most anticipated highlight of the festival is the installation of Lithuanian artists created specifically for these industrial spaces, which was installed in a 17-metre high space, featured a photo exhibition titled Energy Flow and an unveiled sculpture called Eglišakis (author: Ivas Stonys).
The Company does not hold the shares of its own. The Company's subsidiaries have not purchased any of the Company's shares. Neither the Company nor its subsidiaries purchased or sold own shares during the reporting period.
All relevant information on this issue is provided in Explanatory Notes 2.11, 2,12, 24 to the Consolidated and Separate Financial Statements for the year 2023 of AB Kauno Energija.
The name of Company's subsidiary UAB Kauno Energija NT was changed by the decision of company's shareholders. Starting from August 19, 2020 the name of the company is UAB GO Energy LT. Other details of the company remain unchanged, all concluded contracts remain valid.
The authorised capital of UAB GO Energy LT registered in the Register of Legal Entities on June 30, 2023 is 2,762,958 euros and it is divided into 95,406 ordinary registered shares with par value of 28.96 euros each.
UAB GO Energy LT has no holdings directly or indirectly managed in other companies.
Activities of UAB GO Energy LT include the real estate development, management, leases, purchase, and sale.
As of June 30, 2023, company UAB GO Energy LT had 43 employees.
Comparison of financial indicators of UAB GO Energy LT for the I half of the year 2023 with the indicators of the 1 half of the years 2019–2022 is provided in Chart 10.
The authorised capital of the Company registered in the Register of Legal Entities of the Republic of Lithuania as of June 30, 2023 is EUR 74,475,728.82 (seventy-four million four hundred seventy-five thousand seven hundred twenty-eight euros and 82 cents).
Structure of authorized share capital of the Issuer by types of shares is specified in Table 4.
| Type of shares | Number of shares, units |
Nominal value, euros |
Total nominal value, euros |
Municipal share in the authorised capital, per cent |
Share of private shareholders in the authorised capital, per cent |
|---|---|---|---|---|---|
| Ordinary nominal shares |
42,802,143 | 1.74 | 74,475,728.82 | 98.33 | 1.67 |
The authorised capital of AB Kauno Energija was registered on May 18, 2015 by the decision of General Meeting of Shareholders held on April 28, 2015 and amounts to EUR 74,475,728.82 (seventy-four million four hundred seventy-five thousand seven hundred twenty-eight euros and 82 cents) and it is divided to 42,802,143 (forty-two million eight hundred and two thousand one hundred forty-three) ordinary shares of par value of 1.74 euros each.
There are no limitations on the transfer of securities.
Main characteristics of shares released into free circulation of securities (as of June 30, 2023).
| Securities registration No | A01031430 |
|---|---|
| ISON code of securities | LT0000123010 |
| Number of shares | 20 031 977 ordinary nominal shares |
| Nominal value | EUR 1.74 |
| Total nominal value of shares | EUR 34,855,639.98 |
ISON code of securities LT0000128407 Number of shares 22,770,166 ordinary nominal shares Nominal value EUR 1.74 Total nominal value of shares EUR 39,620,088.84
Chart 10
| Indicator | 2019 | 2020 | 2021 | 2022 | 2023 1 half |
|---|---|---|---|---|---|
| Opening price, euro | 1.01 | 0.98 | 0.82 | 1.11 | 0.89 |
| Highest price, euro | 1.32 | 1.03 | 1.19 | 1.12 | 1.14 |
| Lowest price, euro | 0.905 | 0.77 | 0.80 | 0.76 | 0.89 |
| Last price, euro | 0.98 | 0.925 | 1.11 | 0.89 | 0.96 |
| Circulation, units | 40,868 | 89,524 | 147,659 | 64,193 | 67,624 |
| Circulation, million euro | 0.04 | 0.07 | 0.15 | 0.06 | 0.07 |
History of trade in Company's securities in the years 2019–2023 is provided in Table 5.
Historical data on share prices (in euro) and turnovers in the years 2019–2023 is provided in Chart 11.
Comparison of Company's share price with the index of own sector (utility services) and OMX Vilnius index is given in Chart 12.
The number of Company's shareholders as of June 30, 2023 was 751.
Information on Shareholders of the Issuer who owned more than 5 per cent of the authorised capital of the Company registered on May 18, 2015 (42,802,143 ordinary nominal shares) as of June 30, 2023 is provided in Table 6 and Chart 14.
| Full name of shareholder (company name, type, headquartered dress, code) |
Number of ordinary nominal shares owned by the shareholder, units |
Owned share in the authorised capital, per cent |
Share of votes carried by owned shares. per cent |
Share of votes owned by the shareholder together with acting entities, per cent |
|---|---|---|---|---|
| Kaunas City Municipality Laisvės al. 96, 44251 Kaunas Code 111106319 |
39,736,058 | 92.84 | 92.84 | - |
| Other shareholders | 3,066,085 | 7.16 | 7.16 | - |
| Total: | 42,802,143 | 100 | 100 | - |
The distribution of the Company's shareholders by groups at the end of the reporting period is presented in Table 7.
Table 7
| Group | Number of shares owned by the group, pcs. |
Available share of the authorized capital, per cent of the total number of shares |
|---|---|---|
| Local authorities | 42 088 631 | 98.33 |
| Households | 500 720 | 1.17 |
| Other shareholders | 212 792 | 0.50 |
| Total | 42 802 143 | 100 |
17.1. The shareholders, who owned more than 5 per cent of the shares (20,031,977 ORS) issued for public trading (reg. No. A01031430, VP ISIN code – LT0000123010) as of June 30, 2023 are listed in Table 8.
| Name | Type of shares | Number of shares, units |
Total nominal value of shares, euros |
Percentage of shares from those released into the public circulation |
Share of the authorise d capital (%) |
|---|---|---|---|---|---|
| Kaunas City Municipality Laisvės al. 96, 44251 Kaunas Code 111106319 |
Ordinary registered shares |
16,965,892 | 29,520,652 | 84.69 | 39.64 |
| Name | Type of shares | Number of shares, units |
Total nominal value of shares, euros |
Percentage of shares from those released into the public circulation |
Share of the authorise d capital (%) |
|---|---|---|---|---|---|
| Kaunas District Municipality Savanorių pr. 371, 49500 Kaunas, Code 111100622 |
Ordinary registered shares |
1,606,168 | 2,794,732 | 8.02 | 3.75 |
| Other shareholders | Ordinary registered shares |
1,459,917 | 2,540,256 | 7.29 | 3.41 |
| Total: | 20,031,977 | 34,855,640 | 100 | 46.80 |
17.2. The shareholders, who owned more than 5 per cent of the shares (22,770,166 ORS) issued for nonpublic trading (VP ISIN code – LT0000128407) as of June 30, 2023 are listed in Table 9.
| Name | Type of shares |
Number of shares, units |
Total nominal value of shares, Euro |
Percentage of shares from those released into the public circulation |
Share of the authorise d capital (%) |
|---|---|---|---|---|---|
| Kaunas City Municipality Laisvės al. 96, 44251 Kaunas Code 111106319 |
Ordinary registered shares |
22,770,166 | 39,620,089 | 100 | 53.20 |
None of the shareholders of the Issuer holds any special rights of control. The rights of all shareholders are the same; they are specified in article 4 of the Law on Companies of the Republic of Lithuania. The number of shares carrying votes at the General Meeting of Shareholders of the Company is 42,802,143 units.
The Company has not been notified on the limitations of voting rights or any other mutual agreements of shareholders which may limit the transfer of securities and / or voting rights.
In 2019, the dividends from the profit of the year 2018 were allocated and paid to the shareholders of the Issuer. Dividend per share was 0.025 euro, in total – 1.070 million euro. The profit was allocated to the statutory reserve, other reserves, and bonuses for employees. A total of 0.05 million euros was allocated for sponsorship.
In 2020, no dividends from the profit of 2019 were allocated and paid to the Issuer's shareholders.
In 2021, no dividends from the profit of 2020 were allocated and paid to the Issuer's shareholders.
In 2022, no dividends from the profit of 2021 were allocated and paid to the Issuer's shareholders.
In 2023, the dividends from the profit of the year 2022 were allocated and paid to the shareholders of the Issuer. Dividend per share was 0.07009 euro, in total – 3.0 million euro. The profit was allocated to the statutory reserve, other reserves, and bonuses for employees. A total of 0.05 million euros was allocated for sponsorship.
372 employees were employed in the Group as of June 30, 2023. Changes in the number of employees of the Group in year 2019–2023 are provided in Table 10.
| Actual number of employees |
Group 31/12/2019 |
Group 31/12/2020 |
Group 31/12/2021 |
Group 31/12/2022 |
Group 30/06/2023 |
|---|---|---|---|---|---|
| Total: | 402 | 365 | 379 | 383 | 372 |
| management | 3 | 3 | 3 | 2 | 2 |
| specialists | 214 | 203 | 212 | 203 | 180 |
| workers | 185 | 159 | 164 | 178 | 190 |
Changes in number of employees of the Company in year 2019–2023 are provided in Table 11.
| Actual number of employees |
Company 31/12/2019 |
Company 31/12/2020 |
Company 31/12/2021 |
Company 31/12/2022 |
Company 30/06/2023 |
|---|---|---|---|---|---|
| Total: | 389 | 354 | 350 | 353 | 329 |
| management | 1 | 1 | 1 | 1 | 1 |
| specialists | 210 | 200 | 197 | 189 | 167 |
| workers | 178 | 153 | 152 | 163 | 161 |
Education of employees of the Group as at the end of the reporting period.
Table 12
Table 11
| No | Education | Group 31/12/2019 |
Group 31/12/2020 |
Group 31/12/2021 |
Group 31/12/2022 |
Group 30/06/2023 |
|---|---|---|---|---|---|---|
| 1 | Secondary incomplete | 3 | 1 | 1 | 1 | 1 |
| 2 | Secondary | 139 | 124 | 176 | 150 | 178 |
| 3 | College | 59 | 49 | 38 | 34 | 27 |
| 4 | Higher | 201 | 191 | 164 | 198 | 166 |
| Total: | 402 | 365 | 379 | 383 | 372 |
Education of employees of the Company as at the end of the reporting period.
Table 13
| No | Education | Company 31/12/2020 |
Company 31/12/2020 |
Company 31/12/2021 |
Company 31/12/2022 |
Company 30/06/2023 |
|---|---|---|---|---|---|---|
| 1 | Secondary incomplete | 3 | 1 | 1 | 1 | 1 |
| 2 | Secondary | 135 | 121 | 156 | 135 | 148 |
| 3 | College | 57 | 47 | 38 | 34 | 27 |
| 4 | Higher | 194 | 185 | 155 | 183 | 153 |
| Total: | 389 | 354 | 350 | 353 | 329 |
Company's management pays a lot of attention on increase in work efficiency, working conditions improvement, supply with latest working tools, professional development, planning of internal activities and control implementation, also for improvement of consumer service quality. Executive and professional qualification levels suit their positions, and work experience and practical knowledge of subject of other employees makes them possible to work in their positions.
To increase work efficiency, the Company conducts an annual work performance evaluation of structural units' managers, the main goal of which is to evaluate the employee's qualifications and abilities of functions performance assigned in job regulations, to properly evaluate employees' activities, provide feedback on the goals execution in order to increase employee loyalty, satisfaction with conducted work, encouraging them to improve. The result of this process is information allowing better coordination of the Company's activities and for encouraging employees to improve their working activities.
The Company actively cooperates with educational institutions and enables high school students to apply theoretical knowledge and gain practical skills. When there is a need for new employees, the most active and best students are given the opportunity to get a job in the Company.
The salary of employees of the Issuer consists of the constant part of salary, variable part of salary, benefits and allocations paid according to the Labour Code of the Republic of Lithuania and other laws, Collective agreement of the Company, and bonuses. Bonuses are paid from net profit, if the General Meeting of Shareholders allocates part of the profit for the bonuses of the Company employees.
The collective agreement provides for special rights and obligations of the issuer's employees or part of them. In accordance with the Company's new Collective agreement effective from 1 January 2019 and subsequent amendments there to:
For continuous employment within the Company employees are granted additional paid leave.
The record of service of employees who worked in Lithuanian energy system companies and who were redeployed to the Company according to the corporate employer agreement, i.e., when the transfer was carried out according to the Labour Code or the Law on Employment Contract, is considered uninterrupted and those employees are granted an additional paid leave for an uninterrupted record of service within the Company.
At the agreement of the employer and employee, the employee may be granted unpaid leave for family related issues and other important reasons.
Company's employees are entitled to additional paid leave.
The employer obligates:
To ensure the conditions of preventive health check and, if necessary, to provide free health services at the Company's occupational health unit.
In the event of the death of an employee, the Company grants a benefit in the amount of 4 minimum monthly salaries of the Republic of Lithuania (hereinafter referred to as the MMS), free transport, or covers transport costs (the benefit is granted to the person burying the deceased);
In the event of the death of the employee's close relative (parent (adoptive parent), child (adoptive child) or spouse), the Company grants the employee an MMS benefit, free transport or covers transport costs;
In the event of the birth of one or more children, the Company grants the employee a gift in the amount of 50 per cent MMS for each child;
Upon registration of the marriage, the employee is granted a gift in the amount of 50 per cent MMS;
A cash gift of EUR 50 is granted when an employee reaches the age of 25, 35, 45, 55, 65, and a cash gift of EUR 100 when the employee reaches the age of 20, 30, 40, 50, 60, 70;
In other cases, when the employee needs financial support (in case of losses due to natural disasters and other reasons beyond the control of the employee), the Company grants a benefit of up to 3 MMS;
In the event of a serious illness or accident, a benefit of up to 5 MMS is granted. The sickness benefit is paid once a year (within 12 months).
The Statutes of the Issuer say that the General Meeting of Shareholders of the Company has the exceptional right to amend the Statutes other than the exceptions provided in the Law on Companies of the Republic of Lithuania. The resolution on the amendment of the Company's Statutes 2/3 qualified majority of votes of the members participating in the meeting of shareholders is needed.
The Statutes of the Company were amended on August 10, 2023 by the decision of the General Meeting of Shareholders. The new wording of the Statutes was registered on August 28, 2023 in the Register of Legal Entities of the Republic of Lithuania. It can be found on Company's website at www.kaunoenergija.lt.
According to the Statutes of the Company, the management bodies of the Company include the General Meeting of Shareholders, a collegial management body – the Supervisory Board, a collegial management body – the Management Board, and a sole management body – General Manager.
Decisions of the General Meeting of Shareholders made on the issues within the competence of the General Meeting of Shareholders provided for in the Statutes of the Company are binding to its shareholders, the Supervisory Board, the Management Board, and the General Director, and to other employees of the Company.
All persons who are the shareholders of the Company on the date of the General Meeting of Shareholders have the right to attend the Company's General Meeting of Shareholders personally or by proxy or be represented by persons with whom they had entered into the agreement on the transfer of the voting right. The record date of the meeting of the Company is the fifth working day before the General Meeting of Shareholders or the fifth working day before the repeat General Meeting of Shareholders. A person attending the General Meeting and entitled to vote shall provide a document which is a proof of his personal identity and sign the registration list of the Meeting of Shareholders. A person who is not a shareholder shall additionally provide a document attesting to his right to vote at the General Meeting of Shareholders.
4 (four) General Meeting of Shareholders was convoked in the year 2023. Company's General Manager and the Chief Finance Officer attended it. Issuers' shareholders can ask questions and can get answers or explanations from Company's managers and speakers.
The collegial management body – Supervisory Board is elected by the General Meeting of Shareholders according to the procedure specified in the Law on Companies of the Republic of Lithuania. The Supervisory Board consists of 3 (three) members. The Supervisory Board is elected for a term of 4 (four) years. The Supervisory Board elects the chairman of the Supervisory Board from among its members. The General Meeting of shareholders may remove from office the entire Supervisory Board or its individual members before the expiry of the term of office of the Supervisory Board. Where individual members of the Supervisory Board are elected, they shall be elected only until the expiry of the term of office of the current Supervisory Board.
The Supervisory Board elects and dismisses the Management Board members and supervises the activities of the Board and the General manager of the Company; submits its comments and proposals to the General Meeting of Shareholders on the Company's operating strategy, set of annual financial statements, draft of profit / loss allocation and the annual report of the Company as well as the activities of the Board and the General Manager of the Company; submits proposals to the Board and the General Manager of the Company to revoke their decisions which are in conflict with laws and other legal acts, the statutes of the Company or decisions of the General Meeting of Shareholders; addresses other issues assigned to the scope of powers of the Supervisory Board by decisions of the General Meeting of Shareholders regarding the supervision of the activities of the Company and its management bodies. The Supervisory Board shall not be entitled to assign or delegate the functions assigned to the scope of its powers by the Law on Companies of the Republic of Lithuania and the statutes of the Company to other bodies of the Company.
The Supervisory Board, following the resolution No. 1K-18 of August 21, 2008 of the Securities Commission of the Republic of Lithuania "Regarding The Requirements For Audit Committees", as well as "Guidelines For The Application Of Requirements For Audit Committees" which were approved by the decision of the Securities Commission of November 28, 2008 approves the internal rules of procedure for forming the Audit Committee and elects the Audit Committee members.
The Supervisory Board of the Company approved on May 21, 2019 a new wording of the internal rules of procedure of the Audit Committee of the Company.
The Management Board is a collegial management body of the Company. The Management Board is comprised of 3 (fhree) members. The Management Board is elected for the period of 4 (four) years by the Supervisory Board. The Supervisory Board can remove from office the entire Management Board or its individual members before the expiry of their term. If individual members of the Management Board are elected, they shall serve only until the expiry of the term of office of the current Management Board. The Management Board elects the chairman of the management Board from among its members.
The General Manager is the manager of the Company. The manager of the Company is a sole person management body of the Company organising its activities. Authority and responsibilities of the administration members of the Company are established by the order of the General Manager.
The members of Audit Committee appointed by the decision No. 2019-4 of the Supervisory Board of May 21, 2019:
| Full name | Position | Beginning of term | End of term* |
|---|---|---|---|
| Mr. Mindaugas Šimkus | Independent member of Audit Committee |
May 21, 2019 | April 26, 2023 |
| Ms. Violeta Kavaliauskienė |
Independent member of Audit Committee |
November 25, 2021 | April 26, 2023 |
| Ms. Edita Girdvilienė | Member of Audit Committee | May 5, 2022 | April 26, 2023 |
* The term of office of the Audit Committee coincides with the term of office of the Supervisory Board of the Company.
In carrying out its activities, the Audit Committee follows the internal rules of procedure of the Company's Audit Committee approved by decision No 2019-4 of May 21, 2019 of the meeting of the Supervisory Board of the Company. The Audit Committee performs its functions provided for in article 52 of the Law on Audit of the Republic of Lithuania. A new Audit Committee has not been elected.
Members of the Supervisory Board of the Company:
| Full name | Position | Beginning of term | End of term |
|---|---|---|---|
| Mr. Antanas Etneris | Chairman of the Supervisory Board |
June 29, 2023 | April 26, 2027 |
| Mr. Mindaugas Bičkauskas | Member of the Supervisory Board | June 29, 2023 | April 26, 2027 |
| Mr. Pranas Rakauskas | Member of the Supervisory Board | June 29, 2023 | April 26, 2027 |
Company's Supervisory Board comprised of two independent members and of one member of Kaunas City Municipality administration, as he partially represents the controlling shareholder, i.e., Kaunas City Municipality, holding 92.84 per cent of the Company's voting shares.
2 session of the Supervisory Board was held during the 1 half of the year 2023. More than ½ of the members of the Supervisory Board attended the session.
Mr Antanas Etneris, director of UAB Wisewood (code 302527538, Ringuvos str. 74, LT-45245 Kaunas), director of UAB Mana Grupė (code 303991865, Kruonio str. 16, Kaunas), director of UAB Airhotel (code 302598948, Oro Uosto str. 2, Karmėlava, LT-54460 Kaunas distr.), member of the Board of UAB Stoties Turgus, member of the Board of UAB Kauno Vandenys.
Holds no shares of the company. Holds the shares of the companies UAB Wisewood, UAB Mana Ranga, UAB Mana Grupė, UAB Airhotel, UAB Dramart, UAB Ukraineičių 4, UAB Vėjo Dukra, UAB Plėtros Fondas, UAB Aguonų Projektai, LLC My Group.
Director of UAB Medicinos bankas Vilnius branch (code 112027077, Pamėnkalnio str. 40, LT-01114 Vilnius).
Holds no shares of the company. Holds the shares of the companies AB Šiaulių bankas, AB Apranga, AB Linas Agro, AB Vilkyškių pieninė, AB Litgrid.
Elder advisor of Kaunas City Municipality Administration (management of legal entities and optimization of their activities), director of UAB Sinera, Member of the Board of PI Kaunas Region Waste Management Centre", Chairman of the Board of Gardeners' Association Vandenis. Holds no shares of the company.
Members of the Supervisory Board of the Company until 27 April, 2023:
Head of the Legal and Consulting Department of Kaunas City Municipality (company code 111106319, Laisvės av. 96, LT-44251 Kaunas); Director of UAB Centrinis Knygynas (company code 133607044, Laisvės av. 81, LT-44297 Kaunas).
Holds no shares of the Company. No interest in the capital of other Lithuanian companies.
General Director of UAB Kauno Švara (company code 132616649, Statybininkų str. 3, LT-50124 Kaunas), Member of the Board of UAB Kauno Vandenys, Member of the Board of PI Kaunas Region Waste Management Centre".
Holds no shares of the Company. No interest in the capital of other Lithuanian companies.
Director of the budgetary institution Parkavimas Kaune (company code 134929849, Puodžių str. 24-1, LT-44295 Kaunas); director of the budgetary institution "S. Dariaus and S. Girėno Aerodromas" (company code 135087311, Veiverių str. 132, LT-46337 Kaunas).
Holds no shares of the company. No interest in the capital of other Lithuanian companies.
Member of the Management Board of UAB Windex Group (code 303522864, Draugystės str. 17-1, Kaunas), chairman of the Management Board of UAB Kauno Vandenys. Holds no shares of the Company. No interest in the capital of other Lithuanian companies.
Head of economics of UAB Vičiūnų Grupė (code 303211678, V. Krėvės av. 97, LT-50369 Kaunas), member of the Board of UAB Kauno Švara, member of the Board of UAB Kauno Vandenys. Holds no shares of the Company. No interest in the capital of other Lithuanian companies.
Members of Company's Management Board:
| Full name | Position | Beginning of term | End of term |
|---|---|---|---|
| Nerijus Mordas | Chairman of the Management Board | July 13, 2023 | April 26, 2027 |
| Algimantas Stasys Anužis | Member of the Management Board | July 13, 2023 | April 26, 2027 |
| Giedrius Kazlauskas | Member of the Management Board | July 13, 2023 | April 26, 2027 |
9 sessions of Company's Management Board were held in the I half of the year 2023. More than 2/3 members of the Management Board attended all the sessions.
Chief finance officer of UAB Vičiūnų Grupė (code 303211678, V. Krėvės av. 97, LT-50369 Kaunas). Member of Company's Management Board since June 1, 2015 until April 27, 2023 and since July 13, 2023. Holds no shares of the Company. No interest in the capital of other Lithuanian companies. Mr. Nerijus Mordas charged EUR 14.1 thousand of remuneration under agreement of activity of member of the Management Board. No bonuses estimated, nor any assets were transferred or guarantees issued during the reporting period.
Member of the Council of Kaunas Chamber of Commerce, Industry and Crafts, president of Lithuanian Veterans Basketball League.
Member of Company's Management Board since June 1, 2015 until April 27, 2023 and since July 13, 2023. Holds no shares of the Company. No interest in the capital of other Lithuanian companies. Mr. Algimantas Stasys Anužis charged EUR 8.5 thousand of remuneration under agreement of activity of member of the Management Board. No bonuses estimated, nor any assets were transferred or guarantees issued during the reporting period.
UAB "Laustiga" (code 135456025, Ukrainiečių str. 4, LT-45234 Kaunas). Member of Company's Management Board since July 13, 2023. Holds no shares of the Company. No interest in the capital of other Lithuanian companies. During the reporting period, no income was accrued to the Member of the Management Board. No bonuses estimated, nor any assets were transferred or guarantees issued during the reporting period.
Members of Company's Management Board until 27 April, 2023:
Deputy Director of Kaunas city municipality (code 111106319, Laisvės av. 96, LT-44251 Kaunas). Member of the Management Board of the Company since May 21, 2019 until 27 April, 2023.
Holds no shares of the Company. No interest in the capital of other Lithuanian companies.
Mr. Paulius Keras charged EUR 8.2 thousand of remuneration under agreement of activity of member of the Management Board. No bonuses estimated, nor any assets were transferred or guarantees issued during the reporting period.
Lawyer of UAB Vičiūnų Grupė (code 303211678, V. Krėvės av. 97, LT-50369 Kaunas), lawyer of UAB Groward Group (code 302764932, V. Krėvės av. 97, LT-50369 Kaunas).
Member of Company's Management Board since May 21, 2019 until 27 April, 2023.
Holds no shares of the Company. No interest in the capital of other Lithuanian companies.
Mr. Karolis Šiugžda charged EUR 8.2 thousand of remuneration under agreement of activity of member of the Management Board. No bonuses estimated, nor any assets were transferred or guarantees issued during the reporting period.
General Director of the Company from March 30, 2020. Education - higher university, Vilnius University in 2003, Bachelor of Political Science, Vilnius University in 2005, Master of Political Science, Creighton University, USA 2005, Master of Political Science. Workplaces during the last 10 years and positions: Head of the Sustainable Energy Development Division of Energetikos Agentūra, PI (June 2010 – December 2012), Adviser to the Prime Minister of the Republic of Lithuania on Energy (December 2012 – December 2016), Member of the Supervisory Board of UAB Lietuvos Energija (July 2013 – July 2017), Member of the Nomination and Remuneration Committee of the Supervisory Board of UAB Lietuvos Energija (July 2013 –
July 2017), Member of the Risk Management Supervisory Committee of the Supervisory Board of UAB Lietuvos Energija (September 2013 – July 2017), Member of the Support Fund Council of UAB Lietuvos Energija (September 2014 – September 2017), Adviser to the Prime Minister of the Republic of Lithuania on Energy and the Environment (January 2017 – March 2018), Adviser to the Mayor of Kaunas city on Energy (June 2018 – March 2020).
Holds no shares of the Company. No interest in the capital of other companies.
Chief Accountant of the Company from 14 March 2021. Education – higher university degree, Vytautas Magnus University, Master's degree in Accounting and Finance. Workplaces in the last 10 years, and job positions: Chief Accountant at UAB Agrochema since 2011, Chief Economic and Financial Officer at UAB Agrochema since November 2013, Chief Financial Officer at UAB Agrochema plius since December 2018, Chief Financial Officer at UAB Doresta from April 2021 to March 2022.
Company's General Manager and the Chief Accountant charged 104.92 thousand euros of remuneration in the I half of the year 2023, and the average amount per member is 52.46 thousand euros. No other assets had been transferred; no guarantees granted.
There are no significant agreements that would come into force, change or termination in case of change in controls of Issuer (their impact as well, except cases when due to the character of agreements the disclosure of them would make a significant harm).
There are no agreements of the Issuer or its managerial body members or employees (which provide for compensation in case of their resignation or termination of employment on no grounds or in case their employment is terminated due to changes in controls of the Issuer).
There were no larger individual transactions. More detailed information is provided in the Note 25 of the Explanatory Notes to the Financial Statements.
There are no harmful transactions concluded on behalf of the Issuer during the reporting period (not complying with the Company's objectives, normal market conditions, detrimental to the interests of shareholders and other interest groups etc.) which were or are likely to have an adverse effect on the Issuer's activities and (or) performance in the future, as well as information on transactions entered into in a conflict of interest between the Issuer's management, controlling shareholders or other related parties' obligations to the Issuer and their private interests and (or) other duties.
Information on compliance with the corporate governance code is provided in Annex 2 to this Annual Report. Annual reports on the Company's corporate social initiatives and policies are announced on the Company's website.
In performing its obligations under the applicable legislation regulating the securities market, the Issuer has announced the following information starting from January 1, 2023 over the GlobeNewswire news distribution
service, in which notices are disseminated within the European Union. This information was also posted on the website of the Issuer. All the information is available on website of Nasdaq Vilnius (http://www.nasdaqbaltic.com/market/?lang=lt) and Issuer's website (http://www.kaunoenergija.lt).
| Title | Announcement category |
Language | Time |
|---|---|---|---|
| Resolutions of the Extraordinary General Meeting of Shareholders of AB Kauno Energija |
General meeting of shareholders |
EN, LT | 10/08/2023 16:00 |
| Business activity results of the 1 half of the year 2023 | Notification on material event |
EN, LT | 01/08/2023 16:00 |
| Convening the Extraordinary General Meeting of Shareholders of "Kauno Energija" AB |
General meeting of shareholders |
EN, LT | 19/07/2023 16:00 |
| Resolutions of the Extraordinary General Meeting of Shareholders of AB Kauno Energija |
General meeting of shareholders |
EN, LT | 29/06/2023 16:00 |
| Convening the Extraordinary General Meeting of Shareholders of "Kauno Energija" AB |
General meeting of shareholders |
EN, LT | 05/06/2023 16:00 |
| Activity results of the 1 quarter of the year 2023 | Interim information |
EN, LT | 02/05/2023 16:00 |
| Audited annual information of AB Kauno Energija for the year 2022 |
Annual information |
EN, LT | 27/04/2023 16:05 |
| Dividend payment ex-date of AB Kauno Energija | Notification on material event |
EN, LT | 27/04/2023 16:00 |
| Resolutions of the General Meeting of Shareholders of AB Kauno Energija |
General meeting of shareholders |
EN, LT | 27/04/2023 16:00 |
| Convocation of General Meeting of Shareholders of AB Kauno Energija, agenda and the resolution projects |
General meeting of shareholders |
EN, LT | 05/04/2023 16:00 |
| Activity results of 12 months of the year 2022 | Interim information |
EN, LT | 03/02/2023 12:00 |
| Resolutions of the Extraordinary General Meeting of Shareholders of AB Kauno Energija |
General meeting of shareholders |
EN, LT | 11/01/2023 12:35 |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.