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Plaisio Computers S.A.

Annual Report Apr 20, 2021

2688_10-k_2021-04-20_7dd7f4a8-b277-4907-9ddd-57e36ef06fc5.pdf

Annual Report

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PLAISIO COMPUTERS S.A.

ANNUAL FINANCIAL REPORT 01.01.2020 – 31.12.2020

G.Ε.ΜI. No: 121561160000 MAGOULA ATTICA (LOCATION SKLIRI)

PLAISIO COMPUTERS S.A.

Annual Financial Report January 1st to December 31st 2020, conducted according to article 4 of the law 3556/2007 and to the relevant decisions of the Hellenic Capital Market Commission

It is asserted, that this Annual Financial Report for 2020 (01.01.2020-31.12.2020) is the one approved by the Board of Directors of Plaisio Computers S.A. on April 19 th 2021 and is posted on the legally registered website www.plaisio.gr, where it will remain at the disposal of the investing public for at least ten (10) years after its publication.

2

CHAPTER 1: STATEMENTS OF THE MEMBERS OF THE BOARD 4
CHAPTER 2. REPORT OF THE BOARD OF DIRECTORS FOR THE PERIOD 2020 5
INTRODUCTION 5
UNIT A: IMPORTANT EVENTS OF THE YEAR 2020 6
UNIT B: MAIN RISKS AND UNCERTAINTIES 11
UNIT C: IMPORTANT TRANSACTIONS WITH RELATED PARTIES 20
UNIT D: ANALYTICAL INFORMATION, ACCORDING TO ARTICLE 4 PAR.7 OF THE LAW 3556/2007, AS IT IS VALID
TODAY 21
UNIT E: INFORMATION FOR LABOR AND ENVIRONMENTAL ISSUES 24
UNIT F: DEVELOPMENT AND PERFORMANCE OF THE GROUP 24
UNIT G: ALTERNATIVE PERFORMANCE MEASURES (APM) 28
UNIT H: ASSESSMENT OF THE EVOLUTION OF THE ACTIVITIES OF THE GROUP DURING 2021 29
UNIT I: OTHER INFORMATION-TREASURY SHARES-EVENTS THAT TOOK PLACE AFTER THE END OF THE PERIOD 30
UNIT J: NON FINANCIAL POSITION (BASED ON 4403/2016 & ARTICLE 151 OF L 4548/2018) 31
UNIT IA: STATEMENT OF CORPORATE GOVERNANCE 41
CHAPTER 3: INDEPENDENT AUDITOR'S REPORT 58
CHAPTER 4: ANNUAL FINANCIAL STATEMENTS 63
COMPREHENSIVE INCOME STATEMENT 01/01 – 31/12/2020 63
STATEMENT OF FINANCIAL POSITION 64
STATEMENT OF CHANGES IN NET EQUITY 65
CASH FLOW STATEMENT 66
NOTES TO THE ANNUAL FINANCIAL STATEMENTS 67
1. General information 67
2. Summary of significant accounting policies 67
3. Risk management policies 77
4. Critical accounting estimates and judgments 81
5. Segment information 81
6. Tangible Assets 84
7. Right-of-use Assets 86
8. Intangible Assets 88
9. Group Structure and Method of Consolidation 89
10. Other Investments 91
11. Other non-current assets 91
12. Inventories 92
13. Trade and other receivables 92
14. Other receivables 94
15. Cash and cash equivalents 95
16. Share capital and difference above par 95
17. Reserves 96
18. Loans 97
19. Deferred Income Tax 99
20. Provisions for pensions and similar commitments 101
21. Provisions 103
22. Deferred Income 103
23. Suppliers and related current liabilities 104
24. Other Income 104
25. Income tax expense 104
26. Related party transactions 106
27. Litigations 108
28. Obligations 109
29. Profit per Share 109
30. Dividend per Share 110
31. Number of personnel 110
32. Post balance sheet events 110

CHAPTER 1: STATEMENT OF THE MEMBERS OF THE BOARD

The following members of the Board of Directors of the "Company Plaisio Computers S.A." and especially:

    1. George Gerardos of Konstantinos, resident of Magoula Attica, Thesi Skliri, Chairman of the Board of Directors and CEO
    1. Konstantinos Gerardos of George, resident of Magoula Attica, Thesi Skliri, Vice-Chairman of the Board of Directors and CEO
    1. George Liaskas of Charilaos, resident of Vrilissia Attica, 9 Kolokotroni Street, Member of the Board of Directors,

with our above-mentioned capacity and according to article No. 4, paragraph 2, case c, of the law 3556/2007, as it stands today, and as especially assigned from the Board of Directors of the Public Listed Company under the name "PLAISIO COMPUTERS SA" (hereafter referred to as the "Company" or as "PLAISIO"), we state and we assert that to the best of our knowledge:

(a) The financial statements of the Company (and the consolidated) for the period 2020 (01.01.2020-31.12.2020), which were compiled according to the standing accounting standards, depict in a truthful way the assets and the liabilities, the equity and the results of the Group and the Company, as well as the companies which are included in the consolidation as a total, and

(b) The Report of the Board of Directors of the Company presents in a truthful way the significant events that took place in the financial year of 2020, the evolution and the position of the Company, as well as the companies that are included in the consolidation as a total, including the main risks and uncertainties they face.

Magoula Attica, April 19 th 2021 The asserting,

The chairman of the Board & C.E.O. The members that were appointed by the Board of Directors

George K. Gerardos Konstantinos G. Gerardos George C. Liaskas ID no. ΑΙ 597688 ID no. AO 507700 ID no. ΑB 346335

CHAPTER 2: REPORT OF THE BOARD OF DIRECTORS FOR THE YEAR 2020

INTRODUCTION

The present Report of the Board of Directors (from now on referred to as the ''Report''), which follows refers to the financial year of 2020 (01.01.2020-31.12.2020).

This Report was compiled and is in line with the relevant stipulations of the law 4548/2018 and the law 3556/2007 (Government Gazette 91A'/30.04.2007), as it is in force after the amendment by the l. 4374/2016 (Government Gazette 50A'/01.04.2016), as well as the published decisions of the Hellenic Capital Market Commission and especially the Decisions of the Board of Directors of the Capital Market Commission with numbers 1/434/03.07.2007 and 8/754/14.04.2016 and its amendment by the 12A/889/31.08.2020 decision of the Board of Directors of the Hellenic Capital Market Commission.

The present Report contains in a brief, but substantive manner all the important units, which are necessary, based on the above-mentioned legislative frame and depicts in a truthful way all the relevant indispensable according to law information, in order to deduce a substantive and well-founded appraisal of the activity, during the time period in question, of the company "PLAISIO COMPUTERS SA" as well as of the Group. In the Group, apart from Plaisio, also the following associated companies are included:

  • 1. Plaisio Computers J.S.C., which is located in Sofia Bulgaria, in which Plaisio participates with 100%.
  • 2. Plaisio Estate S.A, which is located in Kiffisia Attica, in which Plaisio participates with 20%.
  • 3. Plaisio Estate J.S.C, which is located in Sofia Bulgaria, in which Plaisio participates with 20%.

The present Report accompanies the financial statements of 2020 (01.01.2020-31.12.2020). Given that the Company also compiles consolidated financial results, the present report is single, the main point of reference is the consolidated financial figures of the Company and the associate companies, and the parent company's figures are referred to when it is considered necessary in order to better understand its content. For the abovementioned reasons, the information needed according to the case b', paragraph 3 of article 153 of the law 4548/2018, is included in the present chapter of the Report of the Board of Directors that also includes the Corporate Governance Statement.

This Report is included integral with the financial statements of the Group and the Company and the other elements that are dictated by the law elements and statements of the financial report that refers to the financial year of 2020. The units of the Report and their content are as follows:

UNIT A: IMPORTANT EVENTS DURING THE FISCAL YEAR OF 2020

The significant events which took place during the fiscal year 2020 (01.01.2020-31.12.2020), for the Company and the Group, plus their impact on the financial results are the following in the order they took place:

1. Announcement of the Law 3556/2007 - Purchase of Shares

The Company informed the investing public on January 2nd 2020, that based on the provisions of articles 9, 14 and 21 of the c.l. 3556/2007 and the decision of the Board of Directors of the Hellenic Capital Market Commission with number 1/434/03.07.2007 in combination with the provisions of article 19 of the directive 596/2014 of the European Parliament and Council of the April 16th 2014, and as a consequence of the notification sent on December 31st 2019 with the relative Notification Letter for Significant Change in Voting Rights, by the President and CEO of the Company Mr. Georgios Gerardos of Konstantinos, purchased 3.500 common, ordinary shares with equal voting rights on the 31.12.2019. Consequently, the percentage of the respective shareholder surpassed the 2/3 of the total voting rights of the Company. As a result, the number of voting rights of Mr. Georgios Gerardos of Konstantinos after the purchase from 14.713.808 (66,652%) ended up to 14.717.308, i.e. percentage 66,668% of the total voting rights of the Company.

2. Renewal of the appointment of market maker

The Company informed the investing public on February 27th 2020, that the duration of the market making agreement signed on the 16th of February 2015 with Eurobank Equities S.A. is extended for one (1) more year and particularly by the 1st of March 2021. It is noted, based on the aforementioned contract and according to the terms and conditions of the agreement, Eurobank Equities S.A., with its capacity as market maker of the shares of the Issuer and for the improvement of the Issuer's liquidity, will transmit to the Trading System of the Athens Stock Exchange market making orders (i.e. simultaneous buy and sell orders) for its own account on the Issuer's shares, in accordance with those rules specifically defined by law.

3. Announcement Concerning Share Buy Back Programme

The Company informed the investing public on April 22nd 2020, for its intention to commence the implementation of the decision of the annual Ordinary General Assembly of the Shareholders of the 23rd May 2019 and of the decision of the Board of Directors on 21st April 2020 regarding the approval of the Share Buyback Programme. By the aforementioned decision, approval was given, according to the provisions of article 49 of the c.l. 4548/2018, as it is in force, for the purchase by the upper limit of 2.207.567 shares, with purchase price 2,50€ (lowest limit) and with 7,00€ (the upper limit), with expiring date May 23rd 2021. The purchases of own shares will be conducted pursuant to the regulatory framework.

4. Renewal of the appointment of market maker

The Company informed the investing public on May 4th 2020, that the duration of the market making agreement signed on the 11th of April 2014 with BETA SECURITIES S.A. is extended for one (1) more year and particularly by the 4th of May 2021.

It was noted, based on the aforementioned contract and according to the terms and conditions of the agreement, BETA SECURITIES S.A., with its capacity as market maker of the shares of the Issuer and for the improvement of the Issuer's liquidity, would transmit to the Trading System of the Athens Stock Exchange market making orders (i.e.

simultaneous buy and sell orders) for its own account on the Issuer's shares, in accordance with those rules specifically defined by law.

5. Presentation to the Hellenic Fund & Asset Management Association

During the annual presentation of Plaisio Computers to the Hellenic Fund & Asset Management Association, the activities and the financial figures of the year 2019 of the Group were presented on June 3rd 2020. Group sales came up to € 317 m. from € 308 m. in 2018, improved by 3%. Earnings before taxes came up to € 3 m., while adjusted E.B.T (excluding the effect of IFRS 16) reached € 4 m. 2019 was a year of significant changes and investments of € 10 m.. Konstantinos Gerardos, Vice President and CEO of Plaisio highlighted the milestones of 2019:

• The product range of Plaisio was enriched with domestic appliances that have now become synonymous with technology.

• An investment of € 8 m. was made in a new Logistics Center of 10.000 sq.m., which enabled us to warehouse and distribute massive bulky devices like those of domestic appliances.

• In June, we opened the new superstore in Petrou Ralli of total space of 3,000 sq.m..

• Renovation of stores and adoption of the new corporate identity to four more stores to welcome the new product category and adoption of the new corporate identity in the store in "The Mall".

• We launched a state-of-the-art e-business platform that now allows us to welcome an extremely high number of visitors without delays and with increased personalization capabilities.

George Gerardos, President and CEO of Plaisio, after the presentation of the financial results, referred to the period when the stores remained closed due to the measures for the limitation of the expansion of the pandemic. He pointed out that Plaisio delivered 330.0000 orders, intact, in two to three days on average! In those moments, our call center with 220 specialized partners, the well-equipped storage spaces in our warehouses in Magoula, an investment of € 30 m., and in Mandra, an investment of € 8 m., and finally, but certainly no less important, the distribution network of 90 trucks had to be activated to the maximum extent!

6. Annual Ordinary General Assembly

The Company announced that on Thursday June 25th 2020 at 17:00, the annual Ordinary General Assembly took place remotely in real-time via teleconference. The Shareholders, who attended in person or by correspondent, representing 19.184.557 common shares and equal voting rights, or 86,90% of a total of 22.075.665 shares and equal voting rights of the Company.

The annual Ordinary General Assembly of the Company approved each of the following issues of the Assembly's Agenda, according to article 133, par. 2 of the law 4548/2018, which have been uploaded to the website of the Company (www.plaisio.gr).

Issue 1st: The stockholders approved by majority, the Financial Report of the Company and of the Group, that refers to the 31st corporate year ended on 31.12.2019 along with the Annual Financial Statements (of the Company and of the Group) of the relevant corporate year, as well as the relevant annual Reports of the Board of Directors and of the Auditors in the exact form they published and submitted to the registered website of the Company to G.E.MI., to the Athens Stock Exchange and the Hellenic Capital Market Commission.

Issue 2nd: The stockholders approved by majority, the disposal of results of the year ended on 31.12.2019, as well as, the distribution of the results of the 31st corporate year of 2019 (01.01.2019-31.12.2019) and especially approved the proposition of distribution of dividend of total amount 441.513,30 Euro (gross amount), i.e. 0,02 Euro per share of the Company (gross amount) from which the tax of 5% withheld.

Eligible to the aforementioned dividend were the shareholders that were registered in the Dematerialized Securities System (DSS) on Friday July 3rd 2020 (record date). The ex-dividend date was Thursday July 2nd 2020 according to article 5.2 of the ATHEX Rulebook.

The payment of the dividend for the year 2019 began on Thursday, June 9th 2020 and paid according to the procedure ruled by the ATHEX Rulebook and the payment bank "Eurobank S.A.".

Simultaneously, with this by majority decision of the General Meeting of Shareholders, the General Assembly authorized the BoD to act so that the above-mentioned decision is executed regarding the distribution of dividend.

Issue 3rd: The stockholders approved by majority the overall management of the Members of the Board of Directors and discharged of the Company's Auditors from all compensation liabilities regarding their activities during the 31st fiscal year ended 31.12.2019 (1.1.2019-31.12.2019), as well as for the current Annual Financial Statements.

Issue 4th: The stockholders approved by majority after the relevant proposal-suggestion of the Audit Committee the election of the Auditing Company "BDO Certified Public Accountants SA" (173) and more specifically Mrs. Olympia G. Barzou (21371) for the position of the Regular Auditor and Mrs. Maria A. Lymperi (52761) for the substitute auditor for the corporate year 2020 (01.01.2020 - 31.12.2020) for the auditing of the annual and semi-annual financial statements of the Company. This Auditing Company will also issue the relevant tax certificate for the financial year 2020, according to article 65A, of the law 4174/2013.

At the same time, the General Assembly by its decision empowered the Board of Directors of the Company to agree with the above-mentioned auditing company regarding with its remuneration for the auditing of the current financial year and also for issuing the relevant tax certificate.

Issue 5th: Οn the one hand, the General Assembly approved by majority the fees, salaries, allowances and other benefits, which were paid to the members of the Board of Directors for the services provided by them to the Company during the previous corporate year 2019 (01.01.2019-31.12.2019), on the other hand, it approved by majority the fees that will be paid to the members of the Board of Directors during the current corporate year 2020 (01.01.2020-31.12.2020) and which are in line with the principles and rules of the approved Remuneration Policy, while providing the license for the advance payment of the above fees until the date of the next annual Ordinary General Meeting.

Issue 6th: The General Assembly voted in favor of the Remuneration Report, which was conducted in accordance with the provisions of Article 112 of Law 4548/2018 and contains a comprehensive overview of all remuneration of the members of the Board of Directors, for the immediately preceding financial year.

Issue 7th: The stockholders approved by majority the election of a new six-member Board of Directors with a five-year service duration, in accordance with Article 10 par. 3 of the Company's Articles of Association, ie with a service duration until 25th June 2025, extending up to the expiry date of the next Ordinary General Assembly. The following were elected as members of the new Board of Directors:

1) George Gerardos of Konstantinos

  • 2) Konstantinos Gerardos of George
  • 3) George Liaskas of Charilaos
  • 4) Antiopi-Anna Mavros of Ioannis

5) Filippos Karagkounis of Anastasios and

6) Ilias Klis of Georgios

Simultaneously, the General Assembly appointed, by majority, as independent members of the Board of Directors, in accordance with the provisions of article 3 of law 3016/2002, as in force, Mr. Filippos Karagounis and Elias Klis, who meet the conditions of independence set by the current legal framework.

Issue 8th: The stockholders decided by majority to elect a new three-member Audit Committee, in accordance with the provisions of Article 44 of Law 4449/2017, which is a Committee of the Board of Directors and consists of two (2) independent non-executive members of the Board of Directors within the meaning of the provisions of Article 4 of Law 3016/2002, and one (1) non-executive member thereof.

The service duration of the Audit Committee was decided to coincide with the term of the Board of Directors of the Company, which was elected by the present Ordinary General Assembly, i.e. five-year duration, extended until the expiration of the term within which the next Ordinary General Assembly must meet and until a decision is made.

Furthermore, by this majority decision, the General Assembly provided the Board of Directors with the authority to appoint persons to occupy the positions of members of the Company's Audit Committee, in accordance with the provisions of Article 44 of Law 4449/2017, as in force. Finally, it was decided that the Chairman of the Audit Committee should be appointed by its members.

Issue 9th: The General Assembly provided by majority the consent, according to the provisions of the articles 98 par.1 of c.l. 4548/2018, to the members of BoD and to the management of the Company to act in line with the objectives of the Company and to participate in BoD and in the management of companies (existing or in future) of the Group that have similar objectives.

7. Election and Constitution in a body of the Board of Directors - Appointment of the members of the Audit Committee

The Company informed the investing public on June 25th 2020, that according to paragraphs 4.1.3.1 and 4.1.3.6 of the ATHEX Rulebook, as it is in force today, in combination with article 17 par. 1 of Regulation (EU) 596/2014 of European Parliament and the Board of 16th of April 2014, that the newly elected six-member Board of Directors of the Company with a five-year service duration, in accordance with article 10 par. 3 of the Company's Memorandum, extending up to the expiry date for the next Ordinary General Assembly must be convened and until the relevant decision has been taken, constituted on 25.06.2020 in a body as follows:

1) George Gerardos of Konstantinos, Chairman of the Board of Directors and CEO (executive member).

2) Konstantinos Gerardos of George, Vice-President of the Board of Directors and CEO (executive member).

3) George Liaskas of Charilaos, Member of the Board of Directors (non-executive member).

4) Antiopi-Anna Mavrou of Ioannis, Member of the Board of Directors (non-executive member).

5)Filippos Karagkounis of Anastasios, Member of the Board of Directors (independent non-executive member).

6) Elias Klis of George, Member of the Board of Directors (independent non-executive member).

Furthermore, the Board of Directors, after the authorization given by the Ordinary General Assembly of Shareholders of the 25th June 2020, elected the following members of the three-member Audit Committee: 1) Filippos Karagkounis of Anastasios, Independent Non-Executive member of the Board of Directors.

2) Elias Klis of George, Independent Non-Executive Member of the Board of Directors.

3) Antiopi-Anna Maurou of Ioannis, Non-Executive Member of the Board of Directors.

The members of the Audit Committee elected after the examination and verification that all the members comply with the provisions of article 44 of c.l. 4449/2017.

The service duration of the Audit Committee coincides with the five-year service duration of the newly elected Board of Directors of the Company, extending up to the expiry date for the next Ordinary General Assembly must be convened and until the relevant decision has been taken.

8. Appointment of the President of the Audit Committee

The Company informed the investing public on June 29th 2020, that according to article 17, par. 1 of the European Directive with number 596/2014 of the European Parliament and Commission of the 16th April 2014, as a consequence of the election of the new three-member Audit Committee by the annual Ordinary General Assembly of the 25th June 2020 and the appointment of its members by the decision of the Board of Directors of 25.06.2020, according to the relevant empowerment given by the aforementioned General Assembly, the Audit Committee on its meeting of 26th June 2020 decided the appointment of Mr. Filippos Karagkounis of Anastasios, Independent, Non-Executive Member of the Board of Directors, as President of the Audit Committee.

As a consequence, the Audit Committee constituted as follows:

  1. Filippos Karagkounis of Anastasios, Independent Non-Executive Member of the Board of Directors, President of Audit Committee.

  2. Elias Klis of Georgios, Independent Non-Executive Member of the Board of Directors, Member of Audit Committee.

  3. Antiopi-Anna Mavrou of Ioannis, Non-Executive Member of the Board of Directors, Member of Audit Committee.

9. Announcement of Issuing Common Bond Loan

The Company informed the investing public on June 29th 2020, that as a result of the decision taken by the Board of Directors, on 26th of June 2020, signed a contract, for issuing a Common Bond Loan via private placement, according to the c.l. 4548/2018 and the c.l. 3156/2003, as they are in force today, of nominal value of € 6.000.000,00, with a duration of six (6) years. The Bond holder is Eurobank Ergasias S.A..

The empowered for the bank payments and the representative of the Bond holders was appointed the bank Eurobank S.A.. The aim of the common Bond Loan, which bears no lien, is to meet the medium-term needs for working capital and in general the needs of the corporate activities.

10. Announcement of Issuing Common Bond Loan

The Company informed the investing public on July 30th 2020, that as a result of the decision taken by the Board of Directors, on 29th of June 2020, signed a contract, for issuing a Common Bond Loan via private placement, according to the c.l. 4548/2018 and the c.l. 3156/2003, as they are in force today, of nominal value of € 6.000.000,00, with a duration of five (5) years. The Bond holder is National Bank of Greece.

The empowered for the bank payments and the representative of the Bond holders was appointed the National Bank of Greece. The aim of the common Bond Loan, which bears no lien, is to meet the needs for working capital.

11. Participation in Projects or Procurements of the Public Sector

The Company informed the investing public on July 30th, according to paragraph 5, article 1 of the Presidential Decree 82/1996, its intention to participate in the electronic open public tender, which was announced with decision number 05/2020 of the Ministry of Education, Research and Religious Affairs for the "For the supply of portable electronic devices (tablets) for e-learning", of budget of 12.103.250,00 Euro (including VAT 24%) and the deadline for the submission was on August 14th 2020. The Company generally intends to participate, (either on its own or as a member of consortia or associations) within a year, in the undertaking of projects, services or procurements of the Public sector, public entities, local authorities or the legal entities of the broader public sector.

It was also announced to all our incorporated companies – shareholders that have not registered their shares up to a natural person within the meaning of the aforementioned Presidential Decree 82/1996 and provide the necessary information for the identification of their shareholders up to their natural person.

It was also announced, the provisions laid down in article 2 par. 2 of the Presidential Decree 82/1996, which consist of the deprivation of the rights of representation and voting rights in the General Assembly of the Company's shareholders, as well as of all their property rights deriving from their shareholding capacity, until their full compliance with their above mentioned obligations.

12. Response to Inquiry of the Hellenic Capital Market Commission

The Company on December 14th 2020, in response to the letter of the Hellenic Capital Market Commission with virtue number 2503/18.11.2020, for provision of information to the investing public regarding the developments from the Covid-19 pandemic, Plaisio Computers S.A., presented its fundamental financial figures in the third quarter of 2020 and in general the developments in its activities.

Noting that despite the severe economic and social upheaval caused by the unprecedented coronavirus health crisis, turnover increased significantly, operating results stabilized despite sharp fluctuations due to the implementation of pandemic measures, and EBT improved and clarified that there is no substantial uncertainty regarding the business continuity, the operations and the supply chain of the Group.

The entire response to the Hellenic Capital Market Commission is published in the website of the Company for the purpose of complete and effective information of both the shareholders and the investing public.

UNIT B: MAIN RISKS AND UNCERTAINTIES

The risks the Group is exposed to and the potential risks may arise during the financial year 2021, are the following:

The macroeconomic conditions, the risks from the spread of COVID-19 and the actions of the Company

The coronavirus COVID-19, which was first detected in China in December 2019 and has since spread to all the countries around the world, has adversely affected both global and domestic economic growth and activity. The

pandemic caused severe upheaval in the World Economy in 2020, GDP in many economies shrunk to rates not seen since World War II. In the European Union GDP fell by around 7% in 2020, although during the last quarter of the year performance was slightly better than expected. In the US, the largest economy in the world, GDP fell by 3,5% due to the more resilient domestic consumption and less reliance on cyclical sectors of economic activity such as foreign tourism. However, China's GDP remained at a positive level, just over 2%, as the country from which the pandemic started, managed to control it in a short time. Overall, in 2020, the pandemic affected developed economies proportionally more than emerging economies. Another characteristic of the pandemic was the overwhelming decline in the price of some trading commodities, especially those in the energy sector, specifically in oil (the price of futures reached a negative level for a limited time), due to strong concern about significant and long-term decline in international trade and overstocking as production was able to adapt in real time to significant changes in (real and expected) global demand.

In this reality, Greece, as expected, was affected disproportionately, mainly, due to the significant dependence of the national economy on tourism. Although, during the first phase of the pandemic, Greece coped successfully with the spread of the pandemic, from the beginning of autumn there was a significant and accelerating deterioration that had a greater impact on domestic consumption and retail trade. The estimates of the GDP reduction were initially at -4% and the worst scenarios predicted a double-digit decrease. Finally, a surprisingly better last quarter, reduced the decline in economic activity to -8,2% (provisional data of Hellenic Statistical Authority, March 2021). It should be noted, however, that the relatively improved result against the initial estimates came due to the intense expansionary fiscal policy, as the Government pursued a strategy similar to the European one and took relief measures for companies and citizens affected by the pandemic. As a result, the total domestic demand and private consumption fell by -2,7% and -5,2%, respectively, and the public consumption, which reflects the above government support to the economy, increased by +2,7%, recording, ultimately, the highest growth rate since the beginning of the crisis (Source: see above). On the other hand, exports of goods and services, significantly declined by -22%, reflecting the dominant (negative for the year under review) contribution of foreign tourism to the national economy, while the decline in imports moved to a more limited, single-digit level. Inflation showed a slightly negative sign, because of the reduction of consumption and prices of goods, while the unemployment rate showed remarkable resilience, as curbing its growth was a primary goal of government policy. Thus, the unemployed at the end of 2020 accounted for 15,8% of the country's total workforce, a slightly lower percentage compared to 16,4% of the previous year.

Regarding the Market, the radical restriction of movement/visits to stores, imposed by the central governments around the world, had a significant effect on the market model, with the rapid spread of e-commerce even from people that until then, did not have or had not needed the required know-how. This change in consumer practice, on the one hand, seems to be of a structural nature, in the sense that e-commerce will continue to enjoy very high percentages in the total sales of the Market. On the other hand, it affected, disproportionately, small and large businesses, due to the movement of consumers from the first to the second group, as the latter proved, on average, better prepared, or could prepare faster, in the almost universal transition to e-commerce.

The Management of the Company and the Group closely and systematically monitors the developments and ensures the adoption of measures and policies that are deemed necessary and appropriate, in order to ensure its business continuity, its smooth operation and the reduction of any negative consequences. Particularly:

• Since the appearance of the pandemic in Greece, the adjustment of the Company's business continuity plan was implemented immediately. Almost all the administrative staff and a large part of the contact center work from home throughout the periods when the stores remain closed by law. Compliance with the emergency measures and recommendations of the State was and remains complete. Both during the lockdown and after each cycle of reopening of the stores, a clear priority is given to the safety and health of both employees and customers.

In particular, during the imposition of the measure of temporary suspension of the operation of the retail businesses from the middle of March to the end of April and from the beginning of November to the middle of December, the Company ensured the smooth continuation of its operation through this online store (eshop), sales through the contact center and the even distribution and delivery network of its products.

Each electronic order is delivered with the option of intact delivery, subject to payment by electronic means of payment, while the preparation of each order is carried out by an employee equipped with personal protective equipment in an area that is disinfected on a systematic basis using strong antiseptics.

• After the reopening of the stores, emphasis was placed on the detailed redesign of the processes and flows within the stores. All employees serve with a mask. Plexiglass separators have been placed on the payment and service points to protect the employees and the customers.

Instructions for the hygiene rules and the observance of the distances per square meter are strictly observed, while signage has been placed in order to keep the appropriate distance for the cash points and antiseptic is provided in all areas. At the same time, customers are given the opportunity, even when the stores are open, to use "the click-away service", where the customer can order the products he wants and receive them at any Plaisio store, in just a few hours, minimizing his contacts and his time in the store.

Business trips have been limited to what is absolutely necessary both during and after the lockdowns.

Plaisio has made use of the following supportive measures of the Greek economy forced by the Greek Government for the support of the affected companies and more specifically the employee subsidy, the suspension of tax liabilities, the reduction of rent payment, and state guaranteed loan.

• During the current health crisis, among other actions, the voluntary team #plai_sou has been active but from a distance. In particular, the volunteer group undertook to support vulnerable social groups such as the homeless and people in the Athens Nursing Home during the first lockdown. Homeless people at the time we all "stayed home" had no home to protect themselves. Also, Plaisio responded to the general call of the Athens Nursing Home, providing cleaning products to disinfect the premises and make its guests feel safer. In addition, the Company distributed tablets to students of 87 schools in remote areas of Greece, while at the same time, it proceeded to the purchase of subscriptions of the magazine "Schedia", in order to financially support the street sellers.

In view of the particularly negative situation in the Greek market since the second ten days of March, the Company immediately implemented actions to reduce its operating costs in a state of decline due to lockdown, but also to strengthen points of sale, such as the electronic trade, where it was estimated that there would be an improvement in operations. The success of the Company consists in its immediate response to the change of conditions and the maintenance of very satisfactory delivery times, a fact which increased the trust of the consumers.

Given that the Company has partnered with several Greek and Chinese suppliers and secondarily with suppliers from other European countries, Turkey and the USA, and taking into account the large recovery (> 80%) of production lines in China already during the first lock -down in Greece, its replenishment was affected to a limited extent and for a short period of the year. Also, during the outbreak of the pandemic in China, the Company was not faced with significant product shortages due to its modern distribution center in Magoula and the new center in Mandra, where storage capacity is particularly high.

The Company estimates that, due to the successful handling of its logistics operations, it has not stockpiled products more than the usual range, and therefore, there is no increased risk of their devaluation compared to the devaluation risk during its normal operation. Finally, based on the available data, no significant change in the amount of inventory is expected.

The balances of the customers of Plaisio, at the date of the Financial Statements appear increased compared to those of 31.12.2019 at a nominal level, stable, however, as a percentage of the total Assets. In any case, the Management closely monitors the maturity of other customers and in combination with the effective policy it implements, approximately 95% of them are categorized in 0-90 days, while according to the Group's regular policy, most of the relevant receivables are insured.

At the same time, a relatively limited percentage of customers who had submitted checks, took advantage extension due to the effects of COVID-19. In the cases when the relevant extension finally expired during 2020, no collection problems were encountered with the exception of one case. For the checks that remained under protection the possibility of non-collection cannot be estimated. They remain insured and are immaterial compared to the figures of the Group.

Based on the above and given the significant investments both in storage infrastructure and in the distribution network that were carried out mainly in recent years, the impact during the health crisis of COVID-19, on the financial figures of the Group was relatively limited. At the same time, the value of the brand was strengthened, given that the products were quickly distributed to the customers and in fact in a multiple number of orders compared to the previous period.

Overall, in terms of the risk in question, which was the most important for the year 2020, it is pointed out that although the Company's stores remained closed for about 30% of the working days of 2020, including the Black Friday period, the Group succeeded, to adapt effectively to the new requirements and, ultimately, to increase its

sales. This fact reflects the successful response to the pandemic by the Company and marks the strengthening of its market shares and the overall credibility of the Plaisio brand in the Greek Market.

The main risks are analytically presented below:

1. Interest Risk

The long-term bond loans of the Company and the Group, on December 31st 2020, were 15.360 th. Euro (6.900 th. Euro on 31.12.2019) and the short-term bond loan was 3.540 th. Euro (2.040 th. Euro on 31.12.2019). From the total bond loans, the 3.900 th. Euro refers to a common bond loan with floating interest rate from NBG, while the amount of 3.000 th. Euro refers to a common bond loan with floating interest rate from Eurobank SA. In the current period and in order the Company to secure its position against any negative effects from the COVID-19 pandemic, issued two new bond loans of total amount of 12.000 th. €. Given the wide net liquidity available, the Group chooses long-term borrowing, in exchange for the increase in working capital. The short-term bank loans were null on 31.12.2020 (0 th. Euro on 31.12.2019).

The following table presents the sensitivity of both the results of the period and the net equity to a change of the interest rate of +1% or -1%. The relevant influence is presented as follows:

Α) Interest Rate increase by 1%:

  • the results of the period as well as the Net Equity of the Group and of the Company, in that case, would decrease by 189 th. Euro and 89 th. Euro in 2020 and 2019 respectively.

B) Interest Rate decrease by 1%:

The results of the period as well as the Net Equity of the Group and of the Company, in that case, would increase by 189 th. Euro and 89 th. Euro in 2020 and 2019 respectively.

The level of the interest rates remains in a satisfying level due to the capital structure of the Group and the stable timely repayments of any kind of financial liabilities and the co-operation relationships the Group retains with the banks. As a consequence, it is noted the wide liquidity of the Group and the fact that the cash and cash equivalents exceed the Group's total short-term and long-term borrowings in the last years, as well as 31.12.2020.

2. Credit Risk

The Group has no significant credit risk, mainly because of the large dispersion of its customers. Retail sales are paid in cash or via credit cards, whereas for wholesales the Group has all the necessary internal procedures and policies, according to which it approves a credit limit, examining the creditworthiness of the customer, on a case by case basis, separately. Furthermore, it is a Group's policy, that the largest amount of receivables from customers is insured. The Company has divided its customer's base to named and non-named customers. The balances of the Public Sector are not insured.

The Company and the Group form a provision for doubtful receivables, as stated analytically in Note 13 of the Annual Financial Report.

On December 31st 2020 the total balance of customers and other trade receivables (not including the subsidiary) was 29.944 th. Euro and 29.421 th. Euro, respectively, while the provision for doubtful receivables was 2.681 th. Euro and 2.583 th. Euro, for the Group and the Company respectively.

The above mentioned bad debt provision includes:

a) a strictly defined provision for all the customers that have been characterized as doubtful,

b) a specific provision for all the customers that have overdue balances based on the ageing of their balances, c) an increased provision, based on the higher level of risk because of the conditions of the economic environment taking into consideration: 1) the reduced liquidity of Greek businesses and 2) the difficult access to bank financing. It is noted that this provision includes also non-overdue receivables. For this provision the balances of all the customers have been taken into account, with the exception of the receivables from Plaisio Computers JSC, as it is considered that there is no risk of non-collection of these particular balances,

d) the Group has already formed a provision for the balances from the Public Sector. It is noted that this provision also includes non-overdue balances.

The trade receivables increased by 6.606 th. Euro compared with the balances on 31.12.2019, and it is attributed to the increase in sales and to the different sales structure that characterized 2020, when a large percentage of them was made through distribution, with payment methods that were repaid at the beginning of 2021.

In any case, the Management closely monitors the maturity of the balances of the customers and, as a result, about 95% of them are categorized in 0 - 90 days. Especially, a relatively limited percentage of customers who had presented payment checks, made use of the benefit of the 75-day extension provided by the State. After the expiration of the deadline for suspension of checks, no insolvency was observed. A very small percentage of the checks, regarding specific business customers in sectors which adversely affected by pandemic are still extended and remains insured. As for the checks that did not use the benefit of the extension, no insolvency was observed.

Taking the above into account, the percentage of the formed provision for the current year increased (9,0% compared to 8,2% in 2019), remained in a level that satisfies the estimations of the Management, based, also, on the historical data of default payments.

In any case, the Management examines the amount of receivables; taking into account historical data and the respective market trends in order to form the right level of provision in relation with the trade receivables and to control the risk.

The debit balance of the company Plaisio Computers JSC to the parent company Plaisio Computers S.A. on 31.12.2020 amounted to 449 th. Euro. The Management of the Company considers that, the aforementioned amount has no risk of non-collection, given that Plaisio Computers JSC is a 100% subsidiary.

3. Inventory-Suppliers Risk

The Group takes all necessary measures (insurance, safekeeping), so as to minimize the risk and contingent damages of inventory, due to physical disasters, thefts etc. Furthermore, since the Group takes activity in a sector of high technology, where the risk of technical devaluation is extremely increased, the Management reviews the net realizable value of inventory and forms the appropriate provisions, so that the value in the financial statements coincides with the real one.

On 31.12.2020, the total value of inventory was 69.622 th. Euro and 68.147 th. Euro, while the provision for devaluation was 8.338 th. Euro and 8.295 th. Euro, for the Group and the Company respectively. In comparison, on 31.12.2019 the amounts were 59.842 th. Euro and 58.243 th. Euro (inventory) and 6.470 th. Euro and 6.441 th. Euro (provision for devaluation), for the Group and the Company respectively. The provision for devaluation was calculated taking into account the inventory turnover.

On 31.12.2020, the inventory increased and the increase was in line with the increase in the turnover of the Group. As a consequence, the inventory turnover was not affected and remained in 2020 and 2019 at 77 days. The provision for devaluation of inventory formed to 12,0% compared to 10,8% on 31.12.2019.

The Company considers the suppliers' risk very limited, and in any case non-important for its financial results, since there is no significant dependence on any one of its suppliers as there is no supplier, which exceeds the 10% of the total supplies, except one supplier which exceeds the aforementioned percentage (11,3%). Regarding the specific supplier, the Group maintains long-term co-operation without any kind of conflict of interest between the two legal entities. As a consequence, the Management estimates that there is no significant risk arising from the specific professional relationship. Also, the down-payments were distributed to various suppliers. The above mentioned facts mark the fixed policy of the Management for no significant dependence from individual suppliers, in order to minimize the risk from the termination of a co-operation or the bankruptcy of a supplier, and no significant change is expected concerning the conservative policy of the Company during the financial year 2021.

4. Foreign Exchange Risk

The foreign exchange risk is the risk of volatility of the value of financial assets and liabilities due to changes of exchange rates. The majority of the Group's transactions and balances conducted in Euro, with the exception of the acquisition of certain products priced in US Dollars. At the same time, the Group has deposits in foreign currency (Note 15). Furthermore, there are no loan liabilities in a currency other than the Euro. The Group in certain cases, hedges the foreign exchange risk, by conducting derivative contracts, but does not proceed with hedge accounting for that matter.

The Management of the Group observes at all times the foreign currency risks that may arise and evaluates the need for relevant measures. Due to the fact that the purchase invoicing from many suppliers is expressed in US dollar terms, hedging is usual, which results in variations in the financial periods at the exchange rate results. The Group holds deposits of 3,2 million Euros and forward contracts worth 0 dollars on 31.12.2020. The activity of the Group in Bulgaria is not considered to enhance currency risk, as the exchange rate of the Bulgarian currency to the Euro is fixed.

5. Turnover Seasonality

Sales' seasonality demands rational working capital management and smooth inventory inflows in order to avoid any shortage actions that the Company has taken and therefore the operational risk remains low. The Group's sales are characterized by limited seasonality as approximately 58% of the total sales are realized in the second half of the year. In the second semester of the year, the sales from the beginning of the school and academic year, the sales from Black Friday and the sales from the Christmas period are realized. Despite the seasonality, the Management estimates the referred risk as limited due to the wide liquidity and the ability to act immediately in cases of necessity of increased inventory and due to the retention of sufficient inventory for the needs of the Group.

6. Intensity of Competition

The Company operates in an intensively competitive industry, as there are many retailers which operate in the consumer electronics sector. However, due to the multi-product approach of the Group, it is not an easy exercise to identify an identical business model in the market. In addition, during the last years there is an increased rate of concentration of relative activities in a limited number of companies with stable capital structure in order to cope with adverse evolutions in the Market. This is especially true as competition is strong, profit margins are limited and, given the need for increased working capital, financial costs are high. In any case, the Group achieves over

time one of the best performance margins, and consistently shows profitability, facts that prove the success in the referred Market. However, the competition may change in the future with the entrance of new competitors in the market or with the amendments of the strategy of the already existed competitors. Also, in periods when the consuming spend is stable or decreasing, the competition can lead to redistribution of the market shares. The intensity of competition may negatively affect the turnover and the profitability of the Group.

7. Liquidity Risk

The Group retains high level of cash and cash equivalents which exceed the total bank debt exposure while, in parallel, has pre-approved credit balances from banks in order to minimize liquidity risk. The Group, is also highly estimated by the Greek banks and its vendors, because of its 52 year dynamic course in the Greek market. The financial liabilities of the Group and the Company on 31.12.2020 and 31.12.2019 are analyzed as follows:

THE GROUP 31.12.2020 up to12 months from 1 up to 2
years
from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 64.430 0 0 0
Loans & Interest 3.926 3.943 10.892 1.315
Total 68.356 3.943 10.892 1.315
THE GROUP 31.12.2019 up to12 months from 1 up to 2
years
from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 51.192 0 0 0
Loans & Interest 2.245 2.192 4.939 0
Total 53.437 2.192 4.939 0
THE COMPANY 31.12.2020 up to12 months from 1 up to 2
years
from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 63.654 0 0 0
Loans & Interest 3.926 3.943 10.892 1.315
Total 67.580 3.943 10.892 1.315
THE COMPANY 31.12.2019 up to12 months from 1 up to 2
years
from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 50.305 0 0 0
Loans & Interest 2.245 2.192 4.939 0
Total 52.550 2.192 4.939 0

The Group considers its liabilities to suppliers as short-term. In the same category it includes other shortterm liabilities and tax liabilities. The increase in the balances at the end of 2020 is attributed to the increased

purchases at the end of the year, for the smooth operations of the Group during the Christmas period, when the consumers' demand is increased.

Taking into consideration all the above-mentioned acknowledgments and the wide liquidity, at this moment and for the rest of the fiscal period, this particular risk is considered under the Group's control.

In conclusion taking all the above risks into account and the actions of the Company for its protection against the adverse effects of the pandemic COVID-19, the Management estimates that the pandemic had a limited negative impact on its activities as the sales losses from the fact that the stores remained closed were offset by the increase in electronic sales and home deliveries. Simultaneously, the positive impact of the support measures taken by the government was limited in relation to the size of the Group and the number of its employees. It is pointed out that, during the year, there were no significant changes in the professional relations with the banks with which the company cooperates. More specifically, there were no discussions about a possible renegotiation of the Group's loans. Neither a change to worse in terms of new loans conducted in 2020.

UNIT C: IMPORTANT TRANSACTIONS WITH RELATED PARTIES

In this section the most important transactions between the Company and its related parties, as they are defined by IAS 24, are presented:

The companies that are related to the Company and are members of the Group are the following:

1. PLAISIO COMPUTERS JSC (Subsidiary), which is located in Sofia Bulgaria, in which the Company participates by 100%.

2. PLAISIO ESTATE JSC (Associate), which is located in Sofia Bulgaria, in which the Company participates by 20%.

3. PLAISIO ESTATE S.A. (Associate), which is located in Kiffisia Attica, in which the Company participates by 20%. In the following table, the company BULDOZA S.A, in which shareholder by 100% is Mr. Konstantinos Gerardos, the Vice Chairman and C.E.O. of PLAISIO COMPUTERS S.A, is also included. It is specified, that this company is not consolidated, but is a related party, as defined in paragraph 9 of IAS 24.

On December 31st 2020 the receivables and liabilities οf each of the above mentioned companies, as well as the income or expense which resulted from the transactions with Plaisio Computers S.A., during 2020 and according to IFRS, were the following (amounts in th. Euro):

Company Claims of Plaisio
Computers
Liabilities of Plaisio
Computers
Income from
transactions with
Plaisio Computers
Expenses from
transactions with
Plaisio
Computers
Plaisio Estate S.A. 0 7 597 6
Plaisio Computers JSC 449 0 27 3.702
Plaisio Estate JSC 0 0 0 0
Buldoza S.A. 89 0 0 250
Total 537 7 624 3.959

More specifically and in order to identify further the above mentioned transactions some clarifications follow:

    1. Plaisio Estate S.A. invoiced Plaisio Computers S.A. 597 th. Euro, referring to services from rents and provision of services from leasing of buildings (480 th. & 117 th. Euro respectively).
    1. Plaisio Computers S.A. invoiced Plaisio Computers JSC for sales of merchandise to the latter with 3.702 th. Euro.

It is, furthermore, clarified that in 2020, Plaisio Estate JSC had income of 80 th. € from Plaisio Computers JSC, which came from rents.

  1. Plaisio Computers S.A. invoiced Buldoza S.A. for services and products with the amount of 250 th. Euro.

During the current financial year (2020), Plaisio Estate JSC decided during its Annual Shareholder Meeting that took place on 23.06.2020, to pay dividend to the Company of 10 th. Euro. The dividend was paid on 23.07.2020. Plaisio Computers JSC took the decision on 22.06.2020 to distribute to the Company dividend for 2019 of 28 th. Euro. The payment was paid on 23.07.2020. During the current financial year (2020), Plaisio Estate SA decided during its Annual Shareholder Meeting that took place on 22.07.2020, to pay dividend to the Company of 74 th. Euro. The dividend was paid on 28.08.2020.

For the period 01.01.2020-31.12.2020, the transactions and remuneration of the managers and members of the Board of the Company including the social security contributions, came up to 692 th. Euro.

The aforementioned transactions are in line with the usual activities of the Company so the above mentioned transactions do not affect significantly the financial position and the results of the Group.

UNIT D: ANALYTICAL INFORMATION, ACCORDING TO ARTICLE 4 PAR. 7 OF THE LAW 3556/2007, AS IT IS VALID TODAY AND RELATIVE ANALYTICAL INFORMATION

1. Structure of the share capital of the Company

The Company's share capital amounts to seven millions two hundred eighty four thousand nine hundred sixty nine Euro and forty five cents (7.284.969,45), and is divided to twenty two millions seventy five thousand six hundred and sixty five (22.075.665) ordinary shares with a nominal value of thirty three eurocents (0,33) Euro each, on 31.12.2020.

Each share implies all liabilities and rights that are obliged by the law and by the Memorandum of the Company which complies with the provisions of the l. 4548/2018. The ownership of a share implies the acceptance of the Company's Memorandum and of all the decisions made by the different bodies of the Company are in compliance with the law and the Memorandum. Each share empowers the entitlement of one vote.

2. Restrictions to the transfer of shares of the Company

There are no restrictions, regarding the transfer of the Company's shares, with the exception of limitations existing in bond loan contracts that the Company has contracted (with the provision for participation majority or/and of increased percentage, sustained by Gerardos family).

All the Company's shares are listed for trading in the Athens Stock Exchange under Main Market and are transferable as the law obliges.

3. Important direct or indirect participations

The significant holdings of the Company are the following:

  • a) Plaisio Computers JSC Bulgaria (Subsidiary), in which the Company participates with 100% of the shares and voting rights,
  • b) Plaisio Estate S.A. (Associate), in which the Company participates with 20% of shares and voting rights,
  • c) Plaisio Estate JSC Bulgaria (Associate), in which the Company participates with 20% of shares and voting rights.

Furthermore the important direct or indirect participations to the share capital and to the voting rights of the Company, in the sense of articles 9 to 11 of the Law 3556/2007 and the information provided to the Company according to the requirement of the law and the Market Abuse Regulation (MAR) are the following (31.12.2020):

  • George Gerardos with 14.727.189 shares and voting rights percentage 66,712% (direct participation).
  • Konstantinos Gerardos with 3.415.524 shares and voting rights percentage 15,47% (direct participation).

4. Shares that offer special voting rights

There are no shares that offer special voting rights.

5. Limitations in voting rights

There is no limitation on the voting right of each share of the Company.

6. Agreements among shareholders of the Company

The Company is not aware of any agreements among shareholders entailing limitations on the transfer of shares or limitations on voting rights.

7. Rules of appointment and replacement of the Board of Directors and of amendment of the Memorandum which differ from the c.l. 4548/2018.

The rules concerning the appointment and replacement of members of the Board of Directors and the amendment of the provisions of the Articles of Association of the Company do not differ from those envisaged in Laws 4548/2018 and 3016/2002, which is maintained in force until 17.07.2021 and the new law 4706/2020 for Corporate Governance.

8. Authority of the Board of Directors or of some members for issuance of new shares or for purchase of Company's own shares according to article 49 of c.l.4548/2018.

There is no fixed authority of the Board of Directors or certain members of the Board to issue new shares, or to buy own shares according to article 49 of law 4548/2018. The above-mentioned authority can be given to the Board of Directors by the General Assembly of Company's shareholders. During the annual Ordinary General Assembly of 23.05.2019, the shareholders approved amongst others the share buyback program and specifically it approved the purchase according to article 49 of law 4548/2018.into a period of twenty four (24) months after the approval date of that decision - that is the 23.05.2021 - by the upper limit of two million two hundred seven thousand five hundred sixty seven (2.207.567) common shares, which represent 10% of the total outstanding shares of the Company, with purchase price of two Euros and fifty cents (2,50) per share as the lowest limit and of seven (7,00) Euros per share as the upper limit. At the same time, this General Assembly, by this decision, gave empowerment to the Company's Board of Directors to conduct the referred procedure. The necessary permission for the implementation of the aforementioned decision given on the 21st April 2020 and is still in force up to the date of publication of the financial results. It is noted the Company does not hold any treasury shares in the date of the annual financial report.

9. Agreements which are put in force, amended or terminated in the event of a change in the control of the Company following a public offer

The Company has no agreements which are put in force, amended or terminated in the event of a change in the control of the Company following a public offer.

10. Significant agreements with members of the Board of Directors or its employees

The Company has no significant agreements with members of the Board of Directors or its employees providing for the payment of compensation, especially in the case of resignation or dismissal without reasonable cause, or in case of any other public offer.

stipulate the following:

ANALYTICAL INFORMATION, ACCORDING TO ARTICLE 4 PAR. 8 OF THE LAW 3556/2007

The numbering of this analytical information which is prepared in accordance with article 4 par. 8 of law 3556/2007, follows the corresponding relevant numbering of the information of article 4 par. 7 of law 3556/2007, as is above analysed:

1. The structure and the formation of the share capital of the Company, are described analytically in article 5 of the Memorandum of the Company, the last encoding of which took place on 23.05.2017, as a result of the decision taken on the Annual Ordinary General Assembly (reduction of the share capital of the Company in the amount of 1,430.55 Euros with reduction of the total number of shares of the Company from twenty two million eighty thousand (22,080,000) to twenty two million seventy five thousand six hundred sixty five (22,075,665) common, registered shares, due to the cancellation of four thousand thirty five (4,335) own shares of the Company, which were acquired in execution of the decision of 16.12.2014 of the Extraordinary General Meeting of its shareholder. 2. There are no restrictions either by the law, or the Memorandum of the Company, or any other agreement to the transfer of the Company's shares. This is with the exception of the contracts for the common Bond loans, which

a) The 2017 Common Bond Loan from N.B.G.: the main shareholders have to hold at least 51% of the share capital throughout the duration of the contract. The remaining balance of the common bond loan was 3.900 th. Euro.

b) The 2017 Common Bond Loan from Eurobank (balance 31.12.2020: 3.000 th. Euro): the main shareholders have to hold the majority of the share capital throughout the duration of the contract.

c) The new 2020 Common Bond Loan from Eurobank (balance 31.12.2020: 6.000 th. Euro): the main shareholders have to hold the majority of the share capital throughout the duration of the contract.

d) The new 2020 Common Bond Loan from N.B.G. (balance 31.12.2020: 6.000 th. Euro): the main shareholders have to hold at least 51% of the share capital throughout the duration of the contract.

3. The data relevant to the number of shares and voting rights of the persons holding significant participations have been obtained from the Book of Shareholders of the Company and from all acknowledgments that have legally come to the Company.

4. There are no other shares categories. There are only common registered shares.

5. The Company has not been informed of such limitations.

6. Likewise, the Company has not been informed of such agreements.

7. For these issues the Memorandum of the Company does not differ from the provisions of the law 4548/2018 as it stands today.

8. On 23.05.2019 the annual Ordinary General Assembly gave to the BoD of the Company the authority to buyback shares of the Company, up to 2.207.567 treasury shares, under the regulatory framework of article 49 of l. 4548/2018, with purchase price two euros and fifty cents (2,50) per share as the lowest limit and with seven (7,00) Euros per share as the upper limit, a decision which has been activated since 21.04.2020. The program is still in progress. The Company does not hold any treasury shares on the date of the annual Financial Report.

9. There are no such agreements.

10. Likewise, there are no such agreements.

UNIT E: INFORMATION FOR LABOR AND ENVIRONMENTAL ISSUES

  1. The Group during the period ending on 31.12.2020 employed 1.476 people and the Company 1.412 respectively, for the period ending on 31.12.2019 the relevant numbers were 1.403 and 1.336.

  2. One of the main principles of the Group and the Company is the constant training of its people and the enhancement of the company's conscience on all levels of activities of the Group. A series of relevant training courses occurred during this period of 2020, since the up-to-date training is a basic target of the Group, as well as the conservation of the total of the work force to the peak of information.

  3. The Group recognizes the need for constant improvement of environmental performance based on continuing growth and compliance with the law and regulations according to international standards and targets a balanced financial growth in harmony with the natural environment. Following a sustainable growth path the Group implements its activities in such a way that protects the environment and also its employee's hygiene and safety.

UNIT F: DEVELOPMENT AND PERFORMANCE OF THE GROUP - FINANCIAL INDICES AND INDICES OF PERFORMANCE

Development and Performance of the Group:

The development of the Group during the four previous financial years and 2020 are presented in the tables below:

(amounts in th. 01.01.2016- 01.01.2017- 01.01.2018- 01.01.2019- 01.01.2020-
euro) 31.12.2016 31.12.2017 31.12.2018 31.12.2019 31.12.2020
Turnover 282.990 286.098 308.858 317.149 354.634
Gross Profit 60.471 62.133 63.110 64.246 65.540
E.B.T. 6.551 7.288 6.100 3.008 3.610
E.A.T. 4.476 4.900 3.856 1.947 3.109

At the level of percentages, the performance of the Group for the same period is presented in the following table:

2017 vs 2016 2018 vs 2017 2019 vs 2018 2020 vs 2019
Turnover 1,1% 8,0% 2,7% 11,8%
Gross Profit 2,7% 1,6% 1,8% 2,0%
E.B.T. 11,3% (16,3%) (50,7%) 20,0%
E.A.T. 9,5% (21,3%) (49,5%) 59,7%

Financial and Performance Indicators of the Group:

(Consolidated Figures)

Financial Indices
31.12.2020 31.12.2019 Comments
Current Assets / Total Assets 66,6% 61,2% These indices display the proportion of capital which
Fixed Assets / Total Assets 33,4% 38,8% has been used for current and fixed assets
Net Equity / Total Liabilities 71,9% 88,1% This index shows the relationship between equity and
debt financing
Total Liabilities / Total Net Equity
& Liabilities
58,2% 53,2% This index shows the dependency of the company on
Net Equity / Total Net Equity &
Liabilities
41,8% 46,8% loans
Net Equity / Fixed Assets 125,1% 120,6% This index shows the degree of financing of the fixed
assets of the company from the Net Equity
Current Assets / Short-term
Liabilities
195,2% 202,5% A liquidity ratio that measures a company's ability to
pay short-term obligations.
Working Capital / Current Assets 48,8% 50,6% This index shows the part of current assets which is
financed by the working capital
Indices of Financial Performance
01.01-31.12.2020 01.01-31.12.2019 Comments
EBT/ Total Sales 1,0% 0,9% This index shows the total performance of the
company in comparison to total sales
EBT / Net Equity 3,8% 3,2% This index shows the yield of the company's equity
Gross Profits / Total Sales 18,5% 20,3% This index shows the GP in % over the sales

Turnover

The total turnover of the Group in 2020 came up to 354.634 th. Euro, having increased by 11,8% compared to 2019.

The sales of personal computers and digital equipment increased by 15,6% compared to 2019 figures (160.891 th. Euro and 139.140 th. Euro, respectively). This product sector participates with the highest percentage to total sales and in 2020 achieved the highest growth rate compared with the traditional product categories of the Group. The growth rate of sales resulted in an increase of the computer and digital equipment product category to total sales, from 43,9% in 2019 to 45,4% in 2020. The sales of the telephony products ended up to 66.612 th. Euros, almost unchanged to the previous year. This product category participated in total sales by a lower percentage (18,8%) from 20,7% in 2019. Also, office products did not present any remarkable change, as the sales of this sector remained stable at 102.651 th. Euros, contributing 28,9% of the Group's sales (2019: 32,3%). It is noted that the participation of the traditional categories to the total consolidated sales, adversely affected by the fact that the new product category, that of domestic appliances existed from the beginning of the year.

More specifically, in the last days of June 2019, the Group launched the new product categories, that of major and small domestic appliances and cooling and heating appliances. This category constitutes a new operating segment for the Group. However, the sales of this new segment will be presented for comparison reasons in the restated segment "Domestic Appliances / Other". The sales of this category came up to 24.481 th. Euro, of which 22.127 th. Euro relate to sales of domestic appliances and € 2.353 thousand to other categories. Even in a semester's level (01.07.2020-31.12.2020), when comparative data exist, the sales of domestic appliances increased significantly by 80%.

Office Equipment Computer and Digital
Equipment
Telecom Equipment Domestic
Appliances
/ Other
Total
Revenue 2020 102.651 160.891 66.612 24.481 354.634
Revenue 2019 102.431 139.140 65.647 9.930 317.149
% Change 0,2% 15,6% 1,5% 146,5% 11,8%

Gross Profit

The increase in the cost of sales by 14,3% was slightly higher than the increase rate of the sales, resulting in the gross profit of the Group to increase by 2,01% to 65.540 th. Euro compared to 64.246 th. Euro in 2019. The gross profit margin decreased to 18,48%.

Operational Expenses - Financial Income and Expenses and Earnings from Associates

The expenses of the Group, including the financial expenses, came up to 62.456 th. Euro, compared to 61.696 th. Euro last year, having an one-digit increase of 1,2% and are analysed as follows:

in th. Euros 01.01-31.12.2020 01.01-31.12.2019
Administrative Expenses 10.127 9.205
Distribution Expenses 49.079 51.662
Other Expenses / (Income) 1.349 (1.895)
Financial Income –Expenses 1.907 2.745
Earnings from Associates (6) (20)

The financial year 2020 marked by the closure of stores for two months in March-April and again in November-December, while even in the months when some or all stores were open there were increased protection measures and peculiar ways of partial operation (click away, click inside). This had as a result a positive effect in the cost structure and in specifically in distribution expenses. Consequently, the total expenses except financial and other expenses decreased compared with 2019 both as an absolute number and as a percentage expressed to total sales by approximately 250 b.p.. Financial expenses are significantly reduced due to lower borrowing costs.

Earnings before Tax – Earnings after Tax

Earings Before Taxes (EBT) of the Group and the Company came up to 3.610 th. Euro and 3.367 th. Euro increased by 20% and 13% respectively. The Earnings After Taxes (EAT) of the Group and the Company came up to 3.109 th. Euro and 2.901 th. Euro increased by 59,67%, positively affected by the specific provisions in income tax due to the emergency measures for COVID-19 (note 25).

Tax audit for obtaining the "Tax Certificate" is already in progress from the company "BDO Certified Public Accountants S.A". By the completion of the tax audit, it is not expected significant tax liabilities other than those posted and depicted in the financial statements.

UNIT G: ALTERNATIVE PERFORMANCE MEASURES ("APM")

As Alternative Performance Measure (APM) is considered, according to the definition of the European Capital Commission, a financial ratio which measures the historical or the future financial performance, financial position or cash flows, which is not defined by the IFRS. Even if APM are not included in IFRS, APM have to be evaluated supplementary with the figures provisioned by the IFRS and always in combination with the IFRS results.

The Group uses Alternative Performance Measures during the publication of the financial performance with target the better understanding ability of the operating results of the Group and its financial position. Plaisio has as a general principle, the presentation of the examined performance measures to be clear, in order the measures to be suitable and useful for the decision making by the users of the financial statements.

A. Net Debt (Net Liquidity): Consist of an APM that is used in order to estimate the capital structure of the Group. It is calculated as the difference between the total debt (long-term and short-term) and the total of cash and cash equivalents. Net debt is an "APM" which is used by the Management for the evaluation of the capital structure of the Group and the leverage ability. Net debt is calculated by adding to long-term loans, the short-term part and the short-term bank loans minus the cash and cash equivalents (see table below). If the result of the aforementioned difference is negative (as in the case of Plaisio) indicates the liquidity of the Company exceeds its total liabilities.

THE GROUP THE COMPANY
NET DEBT (LIQUIDITY) 31.12.2020 31.12.2019 31.12.2020 31.12.2019
Total long-term debt 15.360 6.900 15.360 6.900
Total short-term debt 3.540 2.040 3.540 2.040
Total debt (A) 18.900 8.940 18.900 8.940
Minus: Cash & cash equivalents (B) (58.469) (39.190) (57.114) (38.728)
Net Debt (Liquidity) (A) - (B) (39.569) (30.250) (38.214) (29.788)

B. Earnings before interest, taxes and depreciation/amortisation – EBITDA: Constitutes the most used measure of operating effectiveness, because it takes in consideration only the expenses that are relative with the daily operation of the Group and the Company. EBITDA is calculated by adding the turnover and the other operating income minus the cost of sales and the operating expenses before the depreciation and amortisation as presented in the table below. EBITDA (%) is calculated by dividing EBITDA with the turnover. It is the most used indicator of the presentation of operational efficiency, because it takes into account only necessary costs for the daily operation of the company:

EBITDA – % EBITDA THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Turnover (A) 354.634 317.149 346.505 309.623
Other Operating Income (Β) 526 458 506 431
Minus: Cost of Sales (C) (289.095) (252.902) (283.394) (247.481)
Minus: Total operating expenses before
depreciation, amortizations and impairment (D)
(52.759) (51.139) (50.964) (49.393)
EBITDA (A) + (B) + (C) +(D)= (Ε) 13.307 13.565 12.653 13.179
% EBITDA (Ε) / (A) 3,75% 4,28% 3,65% 4,26%

UNIT H: ASSESSMENT OF THE EVOLUTION OF THE ACTIVITIES OF THE GROUP DURING 2021

The outbreak of the pandemic from the end of the first quarter of 2020 abruptly and interrupted the moderate but steady growth of the Greek economy that characterized the previous three years. The adoption of compulsory measures to restrict the movement of citizens and to ban the operation with the physical presence of the most part of retail businesses, was a significant blow to the part of the economy that we are used to calling "Small and Medium" companies (in fact small businesses, based on at least European data). At the same time, however, the pandemic has allowed several companies to emerge as those that will guide the new development perspective of the country. Although these companies came from specific sectors of the Economy (mainly those of technology, energy and health, for different reasons on a case-by-case basis), it should be noted that, effective corporate governance, adequacy in organizational structure and the recognition and prevention of risks in the ever-changing business environment were prerequisitesfor success.

Having met the above conditions, Plaisio, managed to increase sales in double digits, especially in PC products, due to the explosive increase in the percentage of citizens who worked from home and students of all educational levels who were turned to distance learning. At the same time, sales in absolute numbers of mobile telephony and office supplies were stable, while the turnover of domestic appliances were almost tripled.

For 2021, estimates for the positive economy up to date are characterized by a high degree of uncertainty. Although official sources point to an annual growth rate of over 4%, it is clear that the end result will depend on the course of vaccinations (assuming that vaccinations are a viable way to restore social and therefore economic life to normal levels) which in turn will substantially affect the inflow from the tourists, the time and the level of diffusion in the Greek economy of the first funds from the Development Fund and finally from the ability and desire of consumers to channel funds to the Market.

It is noted, however, that during 2020 the Company has adapted as much as possible its operating model to the current needs and, at the same time, has the necessary flexibility to proceed in time to any new changes that will be required, leading to the regularity and the relevant decisions of the State.

UNIT I: OTHER INFORMATION-TREASURY SHARES-EVENTS THAT TOOK PLACE AFTER THE END OF THE PERIOD

1.1. The Parent Company has branches in Greece and operates twenty four stores after the opening of the new store in P. Ralli. The stores of the Company arein space the Provinces of Attica, Thessalonica, Heraklion, Chania, Larissa and Achaia. The subsidiary Plaisio Computers JSC operates one store in Sofia in Bulgaria.

1.2. None of the companies consolidated has such shares of paragraph 1e, article 26 of the law 4308/2014, except the Parent Company.

On 23.05.2019 the annual Ordinary General Assembly gave to the BoD of the Company the authority to buyback shares of the Company into a period of twenty four months after the approval date of that decision – that is the 23.05.2021 - up to 2.207.567 treasury shares, under the regulatory frame of article 49 of l. 4548/2018, with purchase price two euros and fifty cents (2,50) per share as the lowest limit and with seven (7,00) Euros per share as the upper limit. The share buyback programme began based on the decision taken on 21.04.2020. The Company does not hold any treasury shares on the publication of the annual financial results date. It is noted that the voting rights from the above mentioned shares are not exercised.

1.3. There are no other significant events that took place after the conduction of the financial report which could significantly affect the financial statements except the below:

a) The Company received within 2021 from the tax authorities an audit order for the years 2015 and 2016. It is noted that for these years the Company has been audited within the process of issuing the annual tax certificate, as provided by article 65A of Law 4174 / 2013 and the corresponding tax compliance report has been issued without reservation by the company BDO Certified Auditors SA. The tax audit of the company for the years 2015 and 2016 is in progress.

b) The Company signed the extension of the 16th of February 2015 market making agreement with Eurobank Equities S.A. for one (1) more year and particularly by the 1st of March 2022. Based on the aforementioned contract and according to the terms and conditions of the agreement, Eurobank Equities S.A., with its capacity as market maker of the shares of the Issuer and for the improvement of the Issuer's liquidity, will transmit to the Trading System of the Athens Stock Exchange market making orders (i.e. simultaneous buy and sell orders) for its own account on the Issuer's shares, in accordance with those rules.

UNIT J: NON FINANCIAL INFORMATION (BASED ON 4403/2016 & ARTICLE 151 OF L. 4548/2018)

Based on the law 4403/2016, since 2016, the companies of public interest, among which are the public listed companies, with more than 500 employees, should include non financial information into their financial report. The corporate social responsibility and the sustainable growth are of utmost importance for the Group. In this Unit, the policies applied regarding the environment, the social and labor issues are analyzed as well as issues regarding the respect of the human rights and the policies against corruption and bribery.

1. SHORT DESCRIPTION OF THE BUSINESS MODEL

Some general information is presented in this paragraph regarding the business model under which the Company and the Group operate and act, i.e. the whole structure from which the Company and the Group create, offer and receive value and profit.

The Company was founded in 1969 by Mr. Georgios Gerardos, and evolved into today's legal form in 1988. From the early beginning the vision was the creation of a Company with focus to every single customer and more specifically a place in which the customers could find and buy anything they need in relation with technology, telephony, office products and domestic appliances.

The continuous promotion of innovative products and services in competitive prices, the speed of transactions, the establishment of long-term trust relationships, the reliability and the creation of a sense of intimacy to the customer with the products and services constituted the decisive factors for the creation and establishment of a strong and well-known brand name.

Plaisio express the state-of-the-art commercial approach in Greece. In order to cope with any kind of competition in the Greek market, Plaisio is not just a simple retailer with its branches but it is based on the multi-channel, multi-product and multi-customer business model.

MULTI-CHANNEL

In contrast with the other retailers, Plaisio services its customers through the following sales channels:

  • 1. Stores: with 24 stores in Greece and 1 store in Bulgaria, more than 30.000 consumers visit daily the Group's stores and are highly serviced by the experienced and fully specialized personnel.
  • 2. Dedicated Department for B2B customers: more than 360.000 companies trust Plaisio for their purchases and receive personalized customer service. The state-of-the-art computerized systems and a 260-member team record and explore the needs of the B2B customers and present solutions that respond to their will, offering a perfect and immediate service with competitive terms. Also, there is the B2B site plaisiopro.gr for an even better customer service, which is a site - consultant to meet their needs.
  • 3. Catalogues: with many different publications every single month -more than 4,0 million copies per yearthousands of people find solutions to their needs in a PLAISIO catalogue. More specifically, in 2020 the number of catalogues distributed decreased to 1,1 million copies because of the pandemic and the fact that the stores did not operate for approximately 30% of the working days.
  • 4. Internet - e-store: the e-store of PLAISIO is considered as one of the most successful and with the highest traffic e-stores. More than 220.000 users choose the e-store of PLAISIO in a daily basis in order to get informed for High-Tec goods, office products, school products, games/toys and domestic appliances and to proceed with their purchases in a user-friendly environment.

MULTI-PRODUCT

PLAISIO offers an extremely wide range of products, worthily holding the characterization of a multi-product business model.

The consumer has the possibility to browse and choose among 25.000 technology products, office products, telephony products and major and small appliances, of the most well-known international brands or of private label brands (Turbo-X, Q-Connect, Sentio, @work, goomby, Kendrix, Nuvelle etc.) which combine high quality and competitive prices. It is not a random event the fact that every single Turbo-X PC has a complete technical assistance in 24 points in Greece with response time of four hours and a twelve-hour phone assistance, while the Company offers on-site technical assistance as well.

MULTI-CUSTOMER

In contrast with the simple retail branches, PLAISIO holds a polymorphic customer base and does not offer its products and services only to domestic users. The Company adjusts in a continuous way to its customer base needs and service customers with different characteristics, i.e. individuals as well as B2B customers including: 1) free lancers, 2) small & medium companies, 3) big companies and 4) public sector.

PRODUCTS AND SERVICES

The merchandise and the services offered by the Company and the Group are divided in the following sectors:

  • 1) PC & Digital Technology
  • Computers (desktops, operating systems, laptops, tablets and accessories, peripherals, data saving devices, services of installation, demonstration, upgrade and repair of PC, etc.)
  • TVs, sound and image devices (televisions, home cinemas, projectors, TV accessories, etc.) and
  • Photography and video games (cameras and relative accessories, consoles, drones, etc.)
  • 2) Telephony Sector
  • Mobile phones, smartphones, accessories, wearables, Land phones, fax, etc.)
  • 3) Office Products
  • Stationery (calendars, accounting forms, organization of office and storage goods, school bags, design materials and drawing papers, etc.),
  • Printing products (printers, scanners, photocopiers, multi-machines, consumables, printing papers, etc.),
  • Furniture and office equipment (office chairs and visitor chairs, drawing equipment, offices, lockers, libraries, filing and decoration equipment, etc.),
  • Toys (classic toys, board games, creative and educational toys, stem, robots, etc.)
  • 4) Domestic Appliances
  • Kitchen Equipment (Cookers, Ovens, fridges & freezers, dishwashers, coffee machines, cookware, kitchware)
  • House Cleaning (everything for ironing & laundry)
  • Cooling & Heating (Heaters, air-conditioning, dehumidifier, fans)
  • Personal Care (Men's and Women's grooming)

PERSONNEL

The Group's and the Company's employed personnel on December 31st 2020 was 1.476 and 1.412 employees respectively, compared to 1.403 and to 1.336 in 2019.

2. DESCRIPTION OF THE APPLIED BUSINESS POLICIES

Plaisio as a leading group in technology products, stationery, office products, telephony and domestic appliances, creates value for the shareholders and provides high quality products and services to its customers, state-of-theart technology and complete solutions for everyone.

In order to stay in the leading position in the consumers' choices, Plaisio seeks today more than ever to utilize its resources, to put the basis for a continuous development with focus on the creation of added value and with target the maximization of satisfaction and trust of the customers.

2.1. Group Policies regarding the Environment

The protection of the environment consist a basic condition for the sustainable development and basic pillar for the operation of the Company. In such a framework the Company introduces in its business activity procedures and acts in order to limit the direct and indirect effects caused by its activities. Moreover, the Company owns the certification ISO 14001:2015 referring to its environmental footprint of its headquarters. Basic actions undertaken by the Company are the following:

  • Saving of energy and of natural resources, and
  • Effective solid wastes management.

The CO2 emissions of the Company reduced in 2020 by 15,8% and ended up to 4.619,4 tons compared to 5.485,8 tons in 2019. The table below presents the CO2 emissions per million of sales:

CO2 Emissions 2020 2019
Turnover (in m. €) 347 310
CO2 Emissions (in tons) 4.619 5.486
CO2 Emissions / million of turnover 13,3 17,7

Energy Management

The energy management and the limitation of its consumption constitute the important parameters of the environmental responsibility of the Company. In this direction the Company performed the following actions:

  • The Company continues the replacement of the lamps in its signs with lamps of LED technology,
  • The Company continues the replacement of the lamps inside its stores with new lamps of LED technology, an action which also contributes to the limitation of the consumed energy.

Solid Waste Management

  • Installation in the Company's stores of recycling bins for batteries and electronic appliances. In 2020, the Company collected and sent for recycling 8 tons of batteries and 246 tons of electronic appliances,
  • Implementation of a recycling program regarding the paper that it is used by the Company and constitutes its main produced solid waste. In 2020 the Company recycled 380 tons of package and 224 tons of paper and cardboards,
  • Recycling of printer inks and toners. In 2020, the Company recycled 3,6 tons of cartridges and 11,0 tons of toners. Finally, there are some other waste materials which were recycled and amounted to 78 tons.

Charging stations for electric cars

Plaisio has adopted the terms of green growth and sustainable development. In 2020, Plaisio launched 4 charging stations for electric cars of 22kW individual power per charge (in key areas of Athens). Plaisio installed two charging stations in its store in Ag. Paraskevi and two more in its store in Alimos. In these stations, the customers can charge their electric vehicles during the operating hours of the stores. It should be pointed out, that Plaisio is the first non-food retailer which installed charging stations. Plaisio, as the No. 1 technology destination in Greece, aims not only to offer the charging ability to its customers, but also, to promote the new environmentally friendly technology which can result to reduction in CO2 emissions.

2.2. Policy of the Company regarding the Society

Under the framework of social responsibility, the Company continues to undertake actions which contribute to the society. During 2020, the Company loyal to its commitment for social contribution undertook many relevant actions.

Here are presented some actions of the Company, which began or completed in 2020:

1st Action: Plaisio and the voluntary team #plai_sou took action during the first lockdown in last spring to support students in remote and border areas. Students from Ai Stratis, Koufonisia, Oinousses, Nisyros, Lipsi, Fourni, Chrysovitsa and other parts of Greece will have their own tablet so that they can attend classes regularly with the method of distance learning. These tablets - donated by Plaisio to the Ministry of Education - covered the needs of 87 schools in remote and not only, areas.

2nd Action: The voluntary team #plai_sou undertook to support vulnerable social groups such as the homeless and people in the Athens Nursing Home during the first lockdown. Homeless people at the time we all "stayed home" had no home to protect themselves. Plaisio proceeded to purchase subscriptions for "Schedia" magazine, in order to financially support the street sellers. Also, Plaisio responded to the general invitation of the Athens Nursing Home, providing cleaning products to disinfect the Home and make its guests feel safer.

3rd Action: This year taught us that "hugs" can take many forms. The form of a phone call, a video call, but also a conversation from a safe distance. The group of volunteers of Plaisio, #plai_sou, also found its own unique way to share hugs during the school year with children who need it, creating the limited edition of HUGTAG products. All the products of the edition were inspired and designed by the Plaisio team and had both practical and artistic value. Each product in the edition corresponded to "hugs" and each "hug" translated into a sum of money. Thus, the 300 volunteers of #plai_sou team, together with whoever selected products from the HUGTAG series, supported the work of "Together for Children" and the Prolepsis Institute.

4th Action: Adopt-a-School is an initiative undertaken by the group of volunteers of #plai_sou, in order to make more enjoyable the return to the desks that admittedly was a challenge for many children and families this year. This action includes the adoption of a school and the utilization of its unused spaces for the benefit of the students. The ultimate implementation of the activity "Adopt-a-School" was the first radical renovation of an empty room at the 52nd High school of Athens, which was transformed into a STEM Library that aims to accommodate the imagination and ideas of our future students. An internally designed room with emphasis on functionality and the promotion of environmental awareness, completely remodeled to the standards of the STEM methodology (Science - Technology - Engineering - Mathematics) and equipped with 3D printer, interactive whiteboard and projector, VR glasses, laptops, STEM educational toys, audiovisual and DIY (Do It Yourself) -for crafts and constructions- material. The action took place within the program of the Municipality of Athens "Adopt your city", with the vision of a modern educating environment that will support the educational process in all grades of High School, encouraging the creative use of modern tools and new technological applications by students and teachers as well.

5 th Action: During December, Plaisio pledged to its consumers that in the context of a promotional activity with Mastercard, that for each transaction carried out in accordance with the terms of the action it would contribute € 1, to support the project and actions of the association "Friends of the Child". It is noted that the association "Friends of the Child" aims to protect and support children born into needy families or facing health problems, giving them the opportunity and supplies for a better future.

6 th Action: Last December, the Plaisiobots team, born on the initiative of Plaisio and CEO Costas Gerardos. The team was constituted, exclusively, from children of the company's associates and took part in the World Robot Olympiad in Daegu, South Korea. A total of 60 teams from all over the world participated in the competition, with Greece winning the first place thanks to the creativity and talent of the children who made "Buddy the Cane". This is a robotic stick, aimed at people with vision problems. The wand recognizes obstacles and their position, protects the head, communicates with pedestrian traffic lights to inform the user if they are green or red and has a tracking application via Bluetooth. The Plaisiobots team consisted of Iris Angelopoulou, Vasiliki Iliadis, Alkiviadis Kotsikopoulos and Christos Rentzis. The Plaisiobots, against the difficulties of the time, trained every weekend for a whole year, under the guidance of the coach and world champion Robotics, Diana Voutyrakou and her assistant, Jason Somoglou.

2.3. Policy of the Company regarding the Working or Labour Issues

General Information

The total personnel of the Group at the end of 2020 came up to 1.476 employees from which 52,0% were men and 48,0% women, compared with 53,2% and 46,8% in 2019. These ratios prove the Company's tension to offer equal opportunities.

Human Capital Sex Distribution
Human Capital 2020 Percentage %
Male 768 52,0%
Female 708 48,0%
Total Human Capital 1.476 100%

The age distribution of the employees of the Group on 31.12.2020 is presented in the following table:

Age Groups Number of Employees Percentage %
Up to 25 295 20,0%
26-30 452 30,6%
31-35 313 21,2%
36-40 213 14,4%
41 + 203 13,8%
Total Human Capital 1.476 100%

It is obvious from the table above that more than 50% of the Group's employees have up to 30 years old. This distribution shows the importance of Plaisio as an employer for the age groups that shows the highest percentages of unemployment in our country.

Health and Safety in the Work Environment

The health protection and the security in any possible aspect of Plaisio's activities is of utmost importance and priority for the Company. The Management of the Company, also, takes actions in order to ensure that all fire protection rules and the rules for the protection from any emergency are followed. Actions for the training of the staff are, also, undertaken.

Benefits to the employees

The Company applies a series of benefits and policies to this direction for its employees and is summarized into the following:

  • Granting loans to employees in cases of sudden and extraordinary situations and needs,
  • Advance payments to employees in cases of health issues or extraordinary needs,
  • Social and health security through private insurance,
  • In cases of emergencies, employees and their families can use the blood reserves collected from the blood donation actions,
  • The appropriate emphasis is given to the recognition and reward to the employees' success and to the organization of business events that promote the team bonding and spirit,
  • School products to the employees' children and Christmas gifts for the employees and their families are given.
  • Gym facilities exist in the Headquarters in Magoula of the Company and to the offices of the Company in Metamorfosi for the health and the well-being of the employees.

The Company took immediate actions for the hygiene and safety of its employees from the beginning of the pandemic of COVID-19:

• Specific co-operation with exclusive pathologist with which the employees of Plaisio can communicate at any time for their concerns about their health.

  • Supply of personal hygiene protection products, such as masks, gloves, antiseptic gels and cleaning products, in all the areas of the Company.
  • Renovation of the work spaces for the limitation of any possible COVID-19 case. Also, in the stores the cashier point have changed and there are in-store signage for the protection of the employees and the customers.
  • Cleaning and disinfecting on a regular basis of the Company's premises.

Training and development of the employees

The size of the Company and its rapid development, allow the employees to find a position that they would fit in by utilizing their talents, their interests and their skills. The training the Group provides is distinguished to:

  • Tailor-made seminars,
  • Life Long Learning,
  • Leadership.

A characteristic example is that in 2020 took place trainings and seminars of total duration of 46.832 humanhours.

Corporate Wellness Session

In 2020, the first Corporate Wellness session took place in Plaisio. In a year that due to the pandemic, the people of Plaisio worked for a long time from home and having significantly reduced their travels, the first session was held in order for the people of Plaisio to start their day full of joy and energy, to learn ways to fight stress and relax parts of their body.

Corporate wellness / yoga instructor shared elements and methods that can be a morning routine.

During the session, Plaisio people from both their office and home had the opportunity to do breathing exercises that help cope with stress and balance their respiratory function and relax the upper torso, exercises for relaxation mainly of neck and hips, psychological support exercises and motivation to achieve goals and daily pleasant routine.

2.4. Policy of the Company regarding the respect of the human rights

Diversity and Equal Opportunities

The promotion of the principle for equal opportunities to everyone and the protection of the diversity constitute two basic principles of the Company. The Management does not accept the discrimination in any aspect of its operations, such as during the hiring procedure, during the determination of the benefits of each employee, during the training of each employee or during the assignment of work tasks. The Company urges and recommend to all the employees to respect the diversity of every single employee or supplier or customer of the Company, and not to accept any behavior that may create any kind of discrimination.

2.5. Policy of the Company regarding the fight against corruption

The Company considers of utmost importance the promotion of the transparency, the compliance with the regulatory framework that it is in force at any time and the fight against any case of corruption. For the Company the long-term and strong trust relationship with its customers, shareholders, investors, suppliers and regulatory authorities consists one of the most important assets and its safekeeping is an absolute priority. The Company has

clearly stated to its employees and to the members of the Management, that in any case of corruption the Company will encounter with these cases, by taking the necessary actions.

2.6. Policy of the Company regarding bribery

The Company explicitly prohibits any kind of offer, or acceptance of gifts, grants, in cash or in any other form as well as any other external utility which is related with the implementation of the duties of its employees. The aforementioned framework is enforceable to all the employees of the Group, the members of the Board of Directors and the total of the management.

3. RESULTS OF THE APPLIED POLICIES OF THE COMPANY

The targets of the applied policies of the Company, consist of the creation and retention of a business model which achieves to produce strong financial results, to enhance its already existing co-operations and to set more solid foundations for future yield and wealth.

The consistent financial strategy, the product differentiation, the continuous investment in the human capital, the respect to the environment, the cultivation of environmental consciousness and the concern for the society ensure that the Group is developing with responsibility and strengthen its business activities, based on solid foundations. Despite, the important results of the aforementioned actions, the Group does not rest. The commitment for continuous improvement governs the whole philosophy of the Management and determines the priorities for the future, driven by the principles of sustainability. Also, the Group emphasizes to the quality of its procedures, being certified with ISO 9001:2015.

4. RISKS

In the current part of the non-financial report, a short reference takes place to the most significant risks that refer to environmental, social and labour issues as well as issues relevant to the respect of the human rights, the fight against corruption and bribery which are associated with the activities of the Company. Also, in this part of the report the way by which the Company tries to efficiently cope with those risks is presented.

Given that the Company is one of the most important companies in Greece in the sector of technology products, telephony, office products, and domestic appliances, inevitably risks arise by its business activities in relation with the environment, the society, the employees and the respect and protection of the human rights.

For the aforementioned reason the Company has adopted plenty of methods, procedures and systems, in order to operate with a sense of responsibility to the environment, the society and its employees, while through its evolution and development seeks to add value to its customers, its business partners and its shareholders and to be one of the leaders of the Greek business life.

The main risks the Company encounters during its operation is the high consumption of energy, the produced solid wastes which come from the electrical and electronic appliances, the consumables and the office products that the Company uses, the risk of working accidents which even if it is limited, is a potential risk for every single enterprise, the risk of non-compliance with the principle of equality and in general with the rights of the employees, as well as the risk of bribery.

For the confrontation of the risks regarding the environment, Plaisio takes all the appropriate measures that were analyzed above, takes actions that limit the direct and indirect effects as a result from the activities of the

Company and adopts policies for the reduction of the environmental footprint. The saving of energy and of natural resources, the efficient management of its solid wastes and the continuous estimation of environmental risks that are provoked by the Company's operation, consist of the basic fields of action.

Regarding the labour issues, the Management of the Company and of the Group in general operates with a sense of responsibility and consistency to their employees. The Management commits in creation and maintenance of a business environment which promotes the mutual trust, the sense of security, the cooperation and the recognition, promotes equal opportunities and adopts hiring policies and the relevant valuation criteria that are based only on the qualifications, the abilities, the experience and the educational level of each employee.

The transparency in the transactions with the suppliers is an issue of utmost importance for stable and long-term cooperation of the Company and the decisions are taken with completely objective criteria.

5. NON FINANCIAL INDICATORS - RATIOS

In the table below, some basic parameters are presented, regarding the financial, the environmental and human capital performance of the Group.

Financial (in th. Euro) 2020 2019
Turnover 354.634 317.149
EBT 3.610 3.008
EAT 3.109 1.947
Market Capitalization 80.355 76.603
Total Assets 228.773 199.378
Dividend 0,05 0,02
Taxes 501 1.061
Depreciation 7.797 7.833
Employees
Total Employees 1.476 1.403
% Women Employees 48,0% 46,8%
% Women in Management Positions 28% 27%
% Women in Board of Directors 17% 17%
Number of workhours (participations times training hours) 46.832 56.908
Environment (in tones)
Recycling of batteries 8,0 10,0
Recycling of electrical appliances 246 164
Recycling of Packages 380 328
Recycling of paper & cardboards 224 190
Recycling of toner 11,0 30,6
Recycling of cartridges 3,6 3,3
Other 78 78

Finally, it is noted that the Group emphasizes to the utility that offers to the society and for that reason has quantified the performance of the promptness in issues of product services as well as the order execution speed. In addition, the Company will publish a Corporate Social Responsibility Report, according to the European Regulation 2014/95. The aforementioned Report will be published on the website of the Company, www.plaisio.gr.

UNIT ΙΑ: STATEMENT OF CORPORATE GOVERNANCE

TABLE OF CONTENTS

INTRODUCTION

1. Code of Corporate Governance

1.1 Disclosure of willing compliance of the Company with the Code of Corporate Governance

  • 1.2 Deviations from the Code of Corporate Governance and explanation of those. Special stipulations of the Code
  • that the Company does not apply and explanation of the reasons for non-application
  • 1.3 Practices of corporate governance that the company implements over the provisions of the law

2. Board of Directors

  • 2.1 Composition and way of conduct of the Board of Directors
  • 2.2 Information concerning the members of the Board of Directors
  • 2.3 Audit Committee

3. General Assembly of the Shareholders

3.1 Way of operation of the General Assembly and main authorities

3.2 Shareholders' privileges and way of exercise

4. Internal Auditing system and risk management

4.1 Main characteristics of the internal audit system

4.2 Risk Management of the Company and of the Group concerning the compilation of financial statements (consolidated and non-consolidated)

5. Other managerial, supervisory bodies or committees of the Company

6. Additional informative data

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INTRODUCTION

The term "Corporate Governance" describes the way with which companies are managed and controlled. Corporate Governance is stipulated as a system of relationships between the management of the Company, the Board of Directors, the shareholders and other interested parts and constitutes the structure through which the targets of the company are set, the main risks are identified, the means to achieve the set targets and to control the risks are defined and the observation of the performance of the management is monitored.

Effective corporate governance holds a substantial and primary role to the advancement of competitiveness of companies, to the reinforcement of internal structure and the development of innovative actions, while the increased transparency it offers has as a result the improvement of overall transparency of economic activity of private businesses, public organizations and institutions, with obvious benefits for the shareholders, as well as the investment public.

On October 2013, the new Code of Corporate Governance was published. This Code was drafted at the initiative of the Hellenic Federation of Enterprises (SEV), and was later on amended, in the context of its first review by the Hellenic Corporate Governance Council (HCGC).

The Hellenic Corporate Governance Council, was founded in 2012 and is the result of synergy of the Hellenic Exchanges Group (HELEX) and the Hellenic Federation of Enterprises (SEV) that together recognized the contribution of corporate governance to the continuous enhancement of the Greek corporate institutional framework and broader business environment and also to the increase of reliability of the Greek market. Hence, since then HCGC works towards this direction.

1. Code of Corporate Governance

1.1 Disclosure of willing compliance of the Company with the Code of Corporate Governance

In our country the framework of corporate governance has been developed mainly via the adoption of mandatory legislation or regulation, according to 3016/2002 as it stands today, which mandates among others the participation of non-executives and independent non-executives on the boards of Greek listed companies, as well as the establishment of an internal control function and the adoption of internal charters. Moreover, a number of other later laws such as 4449/2017, which mandates the creation of Audit Committees and Law 3884/2010 on the rights of shareholders, which includes further obligations regarding disclosure of information to shareholders, prior to General Meetings, transposed several European directives in the area of the company law, for the protection and effective updating of the whole of the shareholders. Moreover, the Law 3873/2010 incorporates into Greek legislation the EU Directive 2006/46/EC, operating as a reminder of the need for establishment of a Corporate Governance Code and being simultaneously the cornerstone of the Code. Finally, with the structural reform of the corporate law (l. 4548/2018), significant provisions of Corporate Governance for the remuneration policy (articles 110-112) has been incorporated, based on the Directive (EU) 2017/828.

In 2020, with the provisions of Part A of Law 4706/2020 (Government Gazette A 136 / 17.07.2020), the legal framework for corporate governance of public listed companies, is substantially reformed and updated. The reform aims to strengthen the corporate governance framework by taking into account on the one hand the changes in the legislative and regulatory framework governing the operation of these companies at EU level, during the period since the introduction of Law 3016/2002 until today, on the other hand, the current trends in corporate governance. In particular, the new regulations seek to substantially upgrade the required organizational structures and corporate governance procedures of public listed companies, so that they, on the one hand, meet the increased demands of the modern capital market, and on the other hand, not to affect the operational autonomy of the business entity. The aim of the new legislation is to consolidate reasonable and effective governance practices and consequently to strengthen the confidence of shareholders and the other stakeholders. The Company fully complies with the requirements and regulations of the above-mentioned legislative texts (Law 4548/2018, Law 4449/2017 and Law 3016/2002, as in force), while it is already in the process of examining the

necessary adjustments for compliance with the new law for Corporate Governance which will be in force from July 2021.

At this point the company states that it adopts as CGC the Code of Corporate Governance of the Hellenic Corporate Governance Council (HCGC) (available at http://www.helex.gr/el/eded), to which the Code states that it is subject to the following deviations and exceptions.

1.2 Divergence from the Code of Governance and explanation of the non-compliance

The Company states that it conforms to all legal obligations (law 4548/2018, law 3016/2002, law 4449/2017). These obligations embody the minimum content of any Corporate Governance Code, for listed companies in a regulatory market.

An important point to the Corporate Governance Code is the adoption of the standard of non-compliance of the Company with special practices of the Code. This means that the Code follows the rule of "comply or explain" and requires from listed companies that choose to imply it, to publish their intentions and either comply with the whole of the Code's special practices or explain the reasons of non-compliance with specific provisions.

Regarding the above-mentioned additional practices and rules the CGC applies, some deviations (including the case of non-compliance) are observed in the current period, for which a short explanation follows.

Part Α - Board of Directors and its Members

Ι. Role and Responsibilities of the Board of Directors

  • The BoD has not created separate committees, to manage the procedure of nominations to the Board and for the preparation of proposals for election in the BoD concerning the remuneration of the members of the BoD and the Management Team.

This divergence is justified by the fact that the Management of the Company, in compliance with the regulatory framework of the articles 110 and 111 of the law 4548/2018, composed the Remuneration Policy which was approved by the Annual General Assembly of the Shareholders that took place on 23rd May 2019. As a result, the Company does not consider as a necessity the composition of a separate committee for making proposals to the BoD regarding the remuneration of the executive members of the BoD and of the rest managerial members.

The company has adopted a flexible and totally accurate and clear Remuneration Policy regarding the remuneration of the executive Board Members. This has happened in order the interested parties to be able to distinguish in an easy and accurate way the basic principles and the priorities during the determination of the remunerations. It is noted, that the remuneration of the executive members of BoD includes fixed and variable elements while the remuneration of the non-executive members is fixed paid in cash and comply with the current social security and tax law.

Furthermore, the non-existence of a separate committee that manages the procedure of applying candidates for the election in the BoD members is explained by the fact that applicants, from the establishment of the Company since today, meet all the necessary prerequisites and provide all the guarantees for being elected as members of the Board of Directors. They also stand out for their high professional brilliance, their knowledge, qualifications and experience. They are also of exceptional moral and personal integrity and therefore since today, there is no need for forming such a committee.

It is clarified, however, by the beginning of the enforcement of Law 4706/2020, article 12 of which makes it mandatory to maintain a Nomination Committee, the Company will proceed immediately and in any case before the time of enforcement of the above article, the establishment of the above Committee, as well as the fulfillment of any other obligation imposed by the applicable legislation (for example, preparation of the Audit Committee Rulebook, publishing it on the Company's website, constitution of the Audit Committee with individuals who comply with the law prerequisites etc).

ΙΙ. Size and composition of the Board of Directors

- The BoD is not comprised by seven (7) to fifteen (15) members.

According to the Company's Memorandum and especially to article 10, paragraph 1, "The Company is directed by a Board that consists of three (3) to nine (9) members".

This deviation is justified, as the size and organization of the Company, as well as the controlled and targeted expansion of the Company, also geographically and in a Group level, does not require such a numerous BoD. Also, the existence of a numerous BoD may, negatively affect, the flexible structure of the Company.

- The policy of diversity, including the genders equilibrium of the BoD members, as this has been adopted by the BoD will be available at the Company's site. In the Corporate Governance Code a special statement should be included: a) regarding the diversity policy of the Company for the composition of the BoD and the Management Team and b) the percentage of each gender's representation respectively.

The current BoD of the Company now consists by six members, five (5) of which are men and the sixth is a woman. This deviation is justified by the inability for the current period of finding women executives, to meet the high set requirements for becoming BoD members, due to the special characteristics the Company presents. It is among the near future priorities of the Company to find and add skillful women representatives to the BoD, without being able to determine accurately though the time frame of compliance with this rule of the CGC. This is because on the one hand, a relative interest should arise, but on the other, the needed requirements should be met.

It is pointed out, however, that the participation of one (1) representative of the female among the six (6) members of the Board of Directors fully satisfies the requirement of article 3 par. 1 case b of law 4706/2020, which considers sufficient the representation by gender if each gender is not less than 25% of the total members of the Board of Directors.

Finally, regarding the diversity policy implemented by the Company regarding the composition of the Board of Directors, a relevant provision will be included in the Suitability Policy, which the Company is already preparing in order to comply with the provisions of article 3 of Law 4706/2020.

ΙΙΙ. Role and Profile of the Chairman of the Board of Directors

- There is no specific discern between the Chairman of the BoD and the CEO.

This non-compliance is due to the fact that it is not considered as needed, given the structure and operation of the Company.

It should be noted, however, that in view of the new provisions of the new law on corporate governance (Law 4706/2020), and, especially, with the obligatory provisions for the existence of a non-executive President or Vice-President, the Company will comply with the relevant regulation in order to strengthen its corporate governance procedures, without losing its necessary flexibility in management and representation.

- The BoD does not appoint an independent Vice-Chairman arising from its independent board members.

This divergence is counter-parted by the appointment of an executive Vice-chairman, whose contribution to the exercise of the executive duties of the Chairman and CEO is considered of utmost importance, for achieving the Company's goals in favor of the shareholders, the employees, the clients, the BoD members and the Management Team. Also, the existence of a non-executive Vice-President is necessary in Board of Directors with a wide number of members. In our case, the number of the members of the Board of Directors is limited, for the abovementioned reasons.

However, considering, the regulations of the new law on Corporate Governance, the Company's Management is currently considering the possibility of eliminating the current discrepancy.

IV. Duties and Conduct of members of the Board of Directors

- The BoD has not adopted as part of its internal rules, policies to ensure that the BoD holds enough information to make decisions regarding transactions between associated parties with the diligence of a prudent businessman. These policies should also be applied during transactions of the subsidiaries of the Company with the associated parties. Corporate Governance Statement should include a special report on the policies applied by the Company, regarding all the above-mentioned.

Although such a special and specific policy, which forms the framework for provision of sufficient information from the side of the BoD, in order for decisions for transactions between associated parties to be made under the diligence of a prudent businessman, does not exist, the BoD while managing the Company's business issues and therefore during transactions between the Company and its associated parties, has the diligence of a prudent businessman. This is in order for these transactions to be absolutely transparent and in accordance with the markets terms and conditions (arm's length), but also in absolute compliance with the existing regulative law, as defined by the relevant regulations of the corporate and tax legislation. The same diligence is also shown regarding transactions of the subsidiaries of the Company with associated parties.

At this point of time and based on the structural organization and operation of the Company, there is no need for constitution of such a special committee for the information of the BoD.

- There is no obligation for analytical disclosure of any professional bounds of the BoD members (including important non-executive bounds to companies and non-profitable organizations) before their appointment in the BoD.

This deviation is justified by the fact that the members of the BoD are distinguished for their professionalism and their concrete devotion to the Company, and therefore besides the absence of a statutory analytical disclosure of any professional bounds for the members of the BoD, prior their election to the Board they would proceed to such a disclosure, if they considered that any danger of conflict of interests existed.

V. Nomination of Board members

- BoD members' maximum service is not four (4) years.

According to article 10, paragraph 3 of the Company's Memorandum, "the service of the members of the BoD is five (5) years".

This deviation is a result of the necessity of avoiding the election of BoD in shorter period of times, because of the fact that the provision for maximum service of four (4) years, carries the risk that the elected BoD will not be able to complete all the projects, placing in danger the effective management of the Company's business and the management of the Company's property, due to the continuous alteration of management teams and also due to the many different opinions that may exist regarding the Company's interests and activities.

- There is no committee for selecting candidates for the BoD.

This is justified up to now by the structure and operation of the Company, which do not make necessary the existence of such a committee for selecting candidates.

It should be noted, however, that in view of the provisions of article 12 of the new law for Corporate Governance, the Company will establish and maintain this Committee as soon as possible, not only for regulatory compliance

purposes, but also for the purpose of developing a solid framework in tracking individuals suitable for the acquisition of the status of member of the Board, who will contribute to the effective organization and operation of this body and to strengthen the value of the Company and the Group.

VI. Operation of the Board of Directors

- There is no specific rule for the operation of the BoD.

This is justified by the fact that the Company's Memorandum regulations are considered to be adequate for the organization and operation of the BoD and ensure the full, right and on time fulfillment of its duties and the satisfactory examination of all matters upon which the BoD makes decisions.

- The BoD at the beginning of every calendar year does not adopt a calendar of convocations and a 12month program of actions, which is eligible to alterations, according to the Company's needs.

This divergence is justified by the fact that the members of the BoD are residents of Attica and therefore the calling and convocation of the BoD is easy every time it is necessary, without the existence of a strict pre-defined program of actions. Also, since compliance of the Company's Articles of Association with the provisions of Law 4548/2018, there is now an explicit and constitutional provision on the possibility of a meeting of the Board of Directors by teleconference, for some or all of its members, and therefore it is possible the convening of the above corporate body, whenever it is deemed necessary and imperative, in order to properly address and resolve the issues that arise and to take the appropriate decisions.

- There is no provision for the support of the BoD during its work by a competent, specialized and experienced secretary, which will be present during the meetings.

This up to now is justified by the fact that state of the art technology exists to record and map the convocations of the BoD, because of the nature of the Company and the segment of its operation. Furthermore, all BoD members have the ability, if it is considered necessary, to ask for support from the legal consultants of the Company, in order to ensure compliance with the existent legal and regulatory legislation.

- There is no provision of programs for introductory information to the new members of the BoD or the constant education of the rest of the members.

This is explained by the fact that for BoD members, only individuals with satisfactory and proven experience, high level of knowledge, as well as organizational and managerial skills, are proposed. Besides that, the Group has as a basic rule the constant education and training of its employees and managers, but also the reinforcement of the corporate consciousness in all levels, by frequently conducting educational seminars according to the sector each member is working in, or the duties it is responsible for.

- There is no provision for supplying sufficient resources to the committees of the BoD for the fulfillment of their obligations and for the hiring of external consultants to the degree they are needed.

This is justified by the fact that the Management of the Company examines and approves such resources for hiring of external consultants based every time on the needs of the company, for being able to control the operating expenses of the Company. It is noted that the only committee exists excluding the BoD is the Audit Committee according to l. 4449/2017. However, it is self-evident that the Management of the Company will create immediately all the new committees that are obligatory by the new law for Corporate Governance and the Company will make available to each existing committee the necessary funds, the appropriate resources, the means and the logistical infrastructure for the full, effective and efficient execution of its duties.

VII. Evaluation of the Board of Directors

- There is no institutional procedure that takes place every two (2) years, aiming to assess the effectiveness of the BoD and its committees. The BoD does not assess the performance of the Chairman of the BoD during a certain procedure which the independent vice-chairman directs, or if one does not exists another non-executive member does.

During the current period an institutional procedure aiming to access the effectiveness of the BoD and its committees does not exist. Also the performance of the Chairman of the BoD is not assessed, during a procedure directed by the independent vice-president, or even another non-executive member of the BoD.

Such a procedure is not considered to be necessary due to the organizational structure of the Company, since there are no boundaries between the members of the BoD. Therefore whenever weaknesses or malfunctions concerning the organization and operation of the BoD are identified, meetings are conducted and analytical discussions are made, during which the problems are presented, critique is made to decisions and other actions or statements of all members of the BoD that take place. Besides, the BoD observes and re-evaluates regularly the implementation of their made decisions, based on time plans set, while the BoD is annually assessed by the Regular General Meeting of the shareholders of the Company.

The Company in order to comply with this particular rule, which the Corporate Governance Code has introduced, is currently examining the necessity of introducing a system of control and evaluation of the BoD, though the time frame of its completion cannot be accurately defined.

Part Β- Audit Committee

Ι. Internal Control – Audit Committee

- There is no special and specific rule for the operation of the audit committee.

This divergence is explained by the fact that basic duties and responsibilities of the audit committee are adequately described by the existing legislation (in particular, in law 4449/2017, as in force after its amendment by the most recent law 4706/2020),. Therefore the Company does not consider necessary at the present time the formation of such a specific internal rule for the operation of the above-mentioned committee, since what comes first is the adherence of the existing legislation.

It should be noted, however, that in view of the regulation of par. 3 of article 10 of the new law on Corporate Governance (4706/2020), which establishes an obligation of the Audit Committee to have a Rulebook, the Company's Management will proceed as soon as possible and in any case before the enforcement of the l. 4706/2020, to conduct an Audit Committee Rulebook, not only, for compliance purposes but also to ensure the complete and effective operation of the Audit Committee.

- No specific funds are given out to the audit committee for the use of external services or consultants.

This is justified by the current composition of the audit committee and the special knowledge and experience of its members, which ensures its correct and effective operation in a sufficient way. Therefore the external service of consultants is not considered to be necessary.

Part C- Compensation

Ι. Level and structure of the compensation

  • There is no committee of compensation, comprising exclusively of non-executive members, independent in their majority, which aims at defining the compensation of the executive and non-executive members of the BoD and thus there are no rules for the frequency of its convocations and other issues concerning its operation.

This divergence is explained by the way the Company is structured and organized, a way that does not require the establishment of such a committee. Moreover, the Company complies with the articles 110 and 111 of the l. 4548/2018 and conducted a Remuneration Policy which was approved by the annual General Assembly of the Shareholders of the 23rd May 2019. The purpose of the Remuneration Policy is to define the specific frame and the main principles which must be considered during the confirmation of the remunerations and compensation of the BoD. Also, the purpose of the Policy is to secure that the remuneration paid is in accordance with the responsibilities, the duties and the performance of the people that this Policy applies to. Also, the Policy secures that the remuneration does not expose the Company in excessive danger due to exaggerated benefits which are not in line with the current financial environment in which the company operates. The approved Remuneration Policy provides incentives for the interaction and retention of members with high theoretical knowledge, longterm professional experience and remarkable skills and abilities. Also, the aforementioned approved policy aim to secure the enhancement and maximization of the long-term financial value of the Company, the promotion of the Company΄s goals, the enhancement of the internal transparency and the capital structure, the liquidity and the sustainability of the Company. The Remuneration Policy remains in the website of the Company until its expiration.

It is clarified, however, that after the approval of article 11 of Law 4706/2020, which states the obligation to maintain a Remuneration Committee, the Company will proceed immediately and in any case before the time of enforcement of the above article, in the establishment of the above Committee.

- In the contracts of the executive members of the BoD, there is no provision for the BoD to ask for part or full refund of the bonuses paid due to revised financial statements of previous years or in general wrong financial data that were used to calculate such a bonus.

This is explained by the fact that rights for bonuses rise, only after the final approval of financial statements. Also since today, because of the state of the art organization and auditing procedures, the phenomenon of a bonus calculation based on inaccurate financial statements and data has never occurred.

- The compensation of every executive member of the BoD is not approved by the BoD after the proposal of the audit committee, without the presence of its executive members.

This divergence is explained by the fact that such a committee does not exist. However, the Remuneration Policy was conducted with the custody of non- executive memebers of the ΒοD, including the independent members, in order to secure the propriety, proportionality and the objectivity of the proposed remuneration and to avoid potential conflicts of interest. This deviation will not exist after the constitution of the Remuneration Committee according to article 11 of the l. 4706/2020.

Part D - Relationship with shareholders

Ι. Communication with shareholders

- The Company has not adopted a special practice regarding communication with its shareholders that includes the policy of the Company for questions made from shareholders to the BoD.

At this particular time, an established special procedure regarding questions made by shareholders to the BoD does not exist, since every shareholder has the ability to address to the Investor's Relation Service, making requests and questions. If it is considered necessary, these are transferred in groups to the BoD for further processing and the relative answer or update is given to the interested party.

Moreover the rules of the article 141 of l. 4548/2018, describe in a detailed way the procedure of participation of the shareholders of minority to the General Assemblies of the Shareholders, a procedure always followed in every General Assembly, in order to ensure the valid and on time information of the shareholders, in relation to the evolvement of the corporate issues.

ΙΙ. The General Assembly of the shareholders

- No deviation was observed.

General Note regarding the time point of release of the non-compliance of the Company with the special practices adopted by the CGC

As it was mentioned before (Introduction of Corporate Governance Statement), the new CGC, as it stands from October 2013 follows the "comply or explain" rule and demands from the listed companies that choose to apply it, to publish their intention and either comply with the whole of the special practises of the Code, either explain the reasons for non-compliance with certain special practises.

Furthermore, the relevant explanation for non-compliance, is not only restricted to a simple mention of the general principle or the special practice with which the Company does not comply, but among others the Company should disclose whether this divergence is time framed and its intentions to comply with the codes principle. The divergences of the Company from the practices established by the new CGC are not thought to be subject to a strict time-frame, except the ones that are included in the new law for Corporate Governance and they should be eliminated by the enforcement date (17.07.2021) of the law.

1.3 Practices for corporate governance that the company applies over the provisions of the law

The Company abides to the provisions of the text as in its legal framework concerning corporate governance. There are no practices applied over the above mentioned.

2. Board of Directors

2.1 Composition and Services of the Board of Directors

The BoD is the highest ranking managerial body of the Company and is exclusively responsible for devising the strategy and deciding the policy for developing the Company. The intention to reinforce the long-term financial value of the Company, the protection of the general interests of the Company and of the shareholders, the assurance of compliance with the present legislation, the transparency and company's values on every aspect of the Group's operation, the monitoring and solution of conflicts of interests cases between BoD members, management team members and shareholders with the Company's interests are the main responsibilities of the BoD.

2.1.1 The company's BoD is composed, according to article 10 of the Articles of Association of the Company, after its last amendment by the annual General Assembly of the 23rd May 2019, of three (3) up to nine (9) members, which are elected by the General Assembly of the Shareholders by absolute majority of votes, which are

represented in the Assembly. The members of the BoD may be Shareholders of the Company or other natural entities (non-shareholders). The members of the BoD are unlimitedly re-electable and freely revocable from the General Assembly irrespective of the time their service ends.

The members of the BoD when elected receive and introductory update, while during their service the Chairman, ensures the continuous broadening of their knowledge, to matters concerning the Company, in order to be familiar with these and contribute effectively and creatively to the duties of the BoD as well as in the performance of the tasks assigned to them.

The service of the BoD members is five (5) years commencing the following date of the election of the BoD and expiring the relevant date of the fifth year. In case upon the expiration of their service and if a new BoD has not been elected, their service is extended up to the expiry date of the next General Assembly which shall be converged upon the expiration of their service, which in no case can supersede six (6) years. Each member has to participate in the deliberations of the BoD.

Each member of the BoD has to keep confidential information regarding the company, which he may know thanks to his capacity and not announce any of this confidential information to third parties.

2.1.2 The BoD convenes whenever the law, the Articles of Association, or the needs of the company demand it after the invitation of its Chairman or his replacement or two of its Members, at the registered office of the Company or in another municipality of the district of its registered office. In the invitation the agenda has to be clearly stated, or else decisions can only be made when all the members of the BoD are present and no one controverts the decision making. The BoD can convoke outside its registered seat, in another place, in or out of the country, if in the convocation all members of the BoD are present and no one controverts the realization of the convocation and the decision making. The BoD may also convoke via tele-conference, either for some or all the members. In that case the invitation to the members of the BoD must include all necessary information concerning their participation in the convocation. In the convocations of the BoD its Chairman or his legal representative presides.

2.1.3 The BoD has quorum and dully convokes, when 50% plus one (1) of the directors is present and represented. In no case however the number of the Directors who appear in person, may not be less than three (3).

2.1.4 The BoD decides with the absolute majority of the present or represented members. In case of halved votes the vote of the Chairman dominates. Every Director has one (1) vote. Exceptionally, one may have more votes when representing another Director. The voting in the BoD is apparent, unless by its decision is defined that for a specific matter secret voting will be conducted. In that case, voting is conducted via ballot.

2.1.5 The discussions and decisions of the BoD are kept in the minutes which are registered in a special book of minutes and are signed by the Chairman or lawful representative, and the members which are present during the meeting. Each member is entitled to request the Chairman, to have his opinion mentioned in the minutes. In the book also a list of the present directors during the convocation of the Board is posted. The signature of the minutes by all the members of the BoD is equal to a decision of the BoD even if convocation has not proceeded. This setting is also in force if all the members or their representatives agree to include a by majority decision to a Minute without meeting.

2.1.6 The BoD may appoint some or all of its powers and jurisdictions (apart from those requiring collective decision) as well as the internal audit of the company and its representation to one or more persons, that may or may not be members, also defining the extent of this appointment.

2.1.7 In reservation of the l. 3016/2002 for the independent members of BoD, if possibly any member of the BoD departs or deceases or is declared fallen for any reason before the expiration of its service, the remaining directors of the BoD, as long as they are at least three (3), are obliged to elect a replacer for the remaining of the service of the member who is to be replaced only under the condition that the replacement is not possible with the substitute members. The said election is submitted for approval in the first General Assembly of the shareholders, upon the election and the decision of the said election is published according to article 13 of the l. 4548/2018

2.1.8 In reservation of the regulatory environment for Corporate Governance, if possibly any member of the BoD departs or deceases or is declared fallen for any reason before the expiration of its service, the remaining members may continue the management and representation of the company without replacing the fallen members, according to the previous paragraph, with the prerequisite that they are over the half members, as they were before these facts. In any case the members cannot be less than three (3).

2.1.9 In any case, the remaining members of the BoD, independently of their number, can convene a General Assembly with exclusive purpose the election of a new Board of Directors.

2.2 Information concerning the members of the Board of Directors

2.2.1a The BoD of the Company consists of six (6) members, which are the following:

  • i) George K. Gerardos, President of the BoD and CEO of the Company (executive member)
  • ii) Konstantinos G. Gerardos, Vice-President of the BoD and CEO of the Company (executive member)
  • iii) George C. Liaskas, member of the BoD (non-executive member)
  • iv) Nikolaos K. Tsiros, member of BoD (independent, non-executive member)
  • v) Antiopi-Anna I. Mavrou, member of BoD (non-executive)
  • vi) Ilia G. Klis, member of BoD (independent, non-executive)

The decision of 25.06.2020 of the annual Ordinary General Assembly of the Company's shareholders on the election of a new Board of Directors as well as the minutes of 25.06.2020 of the Board of Directors on its formation and determination of commitment and representation rights of the Company were registered in the General Commercial Register G.Ε.ΜI.) on 08.07.2020 with Registration Code Numbers (ΚΑΚ) 2168952 and 2168953 respectively, issued in relation to it with protocol number 16998514 / 08.07.2020 of the relevant announcement of the Supervision Department of Listed Société Anonyme & Sports Société Anonyme of the Companies Directorate of the General Purchasing Directorate of the General Secretariat of Commerce & Consumer Protection of the Ministry of Development and Investment.

2.2.2 The brief resumes of the members of the BoD are:

i) George Gerardos: born 1946 in Palaio Faliro. He is a licensed Civil Engineer of the National Technical University. He is the founder of the Company.

ii) Konstantinos Gerardos: Born in 1977 in Athens, is a graduate of the College of Athens. He has a BA in International Business from Eckerd College in USA. He works in the company since 1995.

iii) George Liaskas: Born in 1949 in Arta. He is a licensed Foreman of Structural Projects and worked in the company as Manager of Development of stores from 1989 until 2007, when he was retired.

iv) Filippos Karagkounis: Born on 1953 in Ioannina. He has a ΒΑ in Business Administration with specialism in Accounting from the Athens University of Economics and Business. He worked in the Accounting Department of the Company since 1983. He was the Chief Financial Officer of the Company since 2002 until 2012.

v) Antiopi Anna Mavrou: Born in 1946, she graduated from the Law School of the University of Athens with post graduate studies in the Law School of Sorbonne. She is member of the Law Association of Athens.

vi) Ilias Klis: Born in Athens in 1946. In 1965 he graduated from the College of Athens and continued his studies in the University of Athens, getting a Law degree. After a prominent career in the diplomatic services of the Ministry of Foreign Affairs, he left the Diplomatic Services in October 2008, having completed 35 years of service.

2.3 Audit Committee

2.3.1 The Company in compliance with the provisions of the l. 4449/2017 (Government Gazette Α΄ 7/24.01.2017) approved during the annual General Assembly of the Shareholders of the 25 th May 2020 the election of a new three – member Audit Committee and consisting by the following members:

  • 1) Antiopi Anna I. Mavrou, non executive member
  • 2) Ilias G. Klis, independent, non-executive member

3) Filippos A. Karagounis, independent, non-executive member.

The aforementioned elected Audit Committee, in a distinct meeting took place after its election and more precisely, on 26 th June 2020, decided to elect as its President Mr, Filippos Karagounis.

The Audit Committee is a Committee of the Board of Directors of the Company. The members of the Audit Committee meet the criteria and the conditions set by the provisions of par. 1, article 44 of c.l 4449/2017. More specifically, the aforementioned members are by majority independent (Mr, Ilias Klis and Mr. Filippos Karagounis) i.e: a) they do not hold shares in a percentage higher than 0,5% of the share capital of the Company and b) they do not have any dependency relationship as it is defined by the provisions of par. 1 of article 4 of the law 3016/2002 which is still valid until 17.07.2021, and the provisions of par. 1 and 2 of article 9 of law 4706/2020 and have sufficient knowledge in the field in which the controlled entity operates. All the members have the necessary knowledge in the Company's sector and Mr. Filippos Karagounis fulfills the criterion of the sufficient knowledge in accounting and auditing.

2.3.2 The audit committee during 2020 (01.01.2020-31.12.2020) convened six (6) times.

2.3.3 It is also clarified that the Auditor of the company who audits the annual and interim financial statements, does not offer any other auditing or other service to the Company in order to comply with l. 4449/2017, or is connected to the Company so his objectivity, impartiality and independence is assured. This with the exception of special tax auditing, that is required by the article 65A of the l.4174/2013 upon which, the "Tax Certificate" is issued.

3. General Assembly of Shareholders

3.1 Way of operation of the General Assembly and its basic Authorities

3.1.1 The General Assembly is the supreme body of the Company and is entitled to decide for any Company matter and to conclude upon all matters, which are submitted or said.

More specifically, according to article 20, par. 1 of the Company΄s Memorandum, it is exclusively competent to decide upon:

a) The amendments of the Articles of Association (as amendments are considered, in addition, the increases either ordinary or extraordinary, and the decreases of the share capital),

b) The election of the Members of the BoD and of the Auditors,

c) The approval of the overall management according to article 108 of l. 4548/2018 and the exception of the Auditors,

d) The approval of the annual and the consolidated financial statements,

e) The distribution of annual profit,

f) The approval of the Remuneration or of the advance payment according to articles 109 of l. 4548/2018,

g) The approval of the Remuneration Policy of article 110 and the Remuneration Report of article 112 of the l. 4548/2018,

h) The merge, fracture, conversion, or the Company dissolution,

i) The appointment of liquidators.

3.1.2 The decisions of the General Shareholders Meeting are obligatory for the shareholders that are absent or object.

3.1.3 The General Assembly is always convened by the BoD and convenes obligatory at the seat of the Company or in the district of the seat of the Company, at least once in every business year and always by the tenth day of the ninth month after the expiration of the financial year. The General Assembly may convene in the district of the municipality where the seat of the Athens Stock Exchange is.

The BoD may convene an extraordinary Shareholders Meeting when it considers it is necessary or if the shareholders representing the required (by the law or the Articles of Association and Memorandum) percentage.

3.1.4 The decisions of the General Assembly are taken by absolute majority of votes, which are represented.

Exceptionally, when it concerns decisions regarding: a) the alteration of the Company΄s nationality, b) the alteration of the company΄s scope, c) the increase of the shareholders΄obligations, d) the ordinary increase of share capital, except if it is obliged by the law, or it happens with capitalization of reserves, e) the decrease of the share capital, except if it happens according to par. 5 of articles 21 or the par. 6 of article 49 of the l. 4548/2018, as it is in force, f) the alteration of the mode of distribution of profits, g) the merge, dispersion, alteration, revival of the Company, h) the extension of its operation or the resolution of the company, i) the giving or renewing of the authority to the BoD for increase of share capital according to par. 1 of article 24 of the l. 4548/2018 and j) every other case for which the law determines, the General Assembly needs increased quorum. The General Assembly has a quorum and duly convokes when Shareholders representing (1/2) of the paid share capital are presented.

3.1.5 The Chairman of the BoD, or when he is hindered his lawful replacer presides temporarily in the General Assembly and defines as secretary one of the Shareholders or their representatives who are present, until the list of shareholders is certified by the General Assembly, who are entitled to participate in the said and elects the ordinary presiding office.

3.2 Shareholder Rights

3.2.1 Rights to participate and vote

3.2.1.1 The shareholders exercise their rights, concerning the management of the Company, only in General Assemblies and according to the law and the Articles of Association. Each share gives the right for one (1) vote in the General Assembly according to article 50 of the l. 4548/2018.

3.2.1.2 In the General Assembly anyone who appears as a shareholder in the Dematerialized Securities System which is managed by Athens Stock Exchange S.A. has the right to participate. The person must be a shareholder in the beginning of the fifth day before the General Assembly (record date). The aforementioned date implies for the repetitive Assembly, with the condition that the repetitive Assembly does not take place after a 30-day period

from the record date. If this is not the case, or if for the repetitive General Assembly is published a new invitation, according to the provisions of article 130 of the law 4548/2018, the registered shareholder on the third (3rd ) day before the date of the General Assembly have the right to attend. The proof of shareholders capacity is established by the information received by the Dematerialized Security System which is managed by the Athens Stock Exchange S.A and the company reserves the right to identify the shareholders with any lawful mean.

3.2.1.3 In the General Assembly only those who are shareholders in the said date have a right to participate in the General Assembly. In case of non-compliance to article 124 of the law 4548/2018, the said shareholder participates in the General Assembly only after its license.

3.2.1.4 The fulfilling of the above-mentioned rights does not require the prior bound of the shareholders΄ shares or any other procedure that limits the possibility of selling or transferring shares in the time between the record date and the date of the General Assembly.

3.2.1.5 The shareholder participates in the General Assembly and votes either in person or via proxies. Each shareholder may appoint up to three (3) proxies. Legal entities may participate in the General Assembly appointing as proxies up to three natural entities. If the shareholder however, owns shares of the company that appear in more than one account, he may appoint different proxies. A proxy that acts on behalf of different shareholders may vote differently for each shareholder. The proxy must inform the Company before the beginning of the General Assembly, any fact that may be useful to assess the risk that the proxy may cater to interests other than the represented shareholder. A conflict of interests regarding this paragraph may rise when the proxy:

a) is a shareholder controlling the Company, or another legal entity controlled by the particular shareholder,

b) is a member of the BoD, or the management team of the Company, or a shareholder that controls the Company, or another legal entity controlled by a shareholder, which controls the Company,

c) is an employee or auditor of the Company, or a shareholder that controls the Company, or another legal entity controlled by a shareholder,

d) is a spouse or a first degree relative with one of the entities that are mentioned above in cases (a) to (c). The appointment and reverse of a proxy takes place in writing or in electronic way and is announced to the Company at least three (3) days before the date of the General Assembly.

4. System of Internal Control and Risk Management

4.1 Main characteristics of the Internal Control

4.1.1. The Internal Control of the Company is conducted by the Service of internal control according to the control program included in the Internal Rulebook of the Company. All the results of the Internal Audit regarding the internal control system are discussed and adopted by the Audit Committee, which informs the Board of Directors. It is a basic goal of the Company, to ensure that through the right systems of internal control the whole organization of the Group, will have the ability to face timely and effectively the risks of its jurisdiction and in any case take the necessary measures to reduce these risks.

It is noted that the audit on the basis of which the relevant report is drawn up, according to the law 3016/2002 which remains in force up to 17.07.2021, and since then in accordance with the provisions and regulations of Law 4706/2020.

4.1.2 During the auditing the Service of Internal Control takes into account the necessary books, files, bank accounts and portfolios of the Company and asks for the constant cooperation of the Management to ensure that all necessary information and data is provided, with the purpose to reach conclusions in their Report that do not

entail substantial inaccuracies. This control does not include any evaluation of the appropriate accounting principles that were adopted as well as of estimations made from the Management.

4.1.3 The scope of control is the evaluation of the general level of the procedures of the system of internal control. In any controlled period several scopes of control are chosen, while the organization and operation of the BoD is constantly controlled as well as the operation of the two basic Services (Units) which operate according to laws 3016/2002 and 4706/2020.

4.2 Risk management concerning the conduction of financial statements

The Group has invested in the development and maintenance of advanced MIS infrastructure that ensures the correct display of figures. At the same time an analysis of the results is made on a daily basis covering all the important fields of business activity. The actual, historical and budgeted figures are compared with adequate explaining of the important deviations. The Audit Committee can proceed with audit based on sample checking (law 4449/2017, as in force after its amendment by Law 4706/2020).

5. Other managerial or supervisory committees of the Company

No other managerial or supervisory committees exist at the time except the ones that arise from the Law. The Company will timely comply with the relevant provisions of the l. 4706/2020.

6. Additional Informative data

6.1 Article 10, par. 1 of the Guidance 2004/25/ΕΚ of the European Parliament and Committee of April 21st 2004, relevant to the public offerings for acquisitions, lays down the following regarding public listed companies on a regulated (according to provisions of l. 4548/2018) market.

"Countries, members of the EU, make sure that companies mentioned in article 1 paragraph 1, publish analytical information regarding:

  • a) capital structure, including titles that are not listed in regulated markets and in some cases the respective categories of the shares and the related rights and the liabilities connected with any type of shareholder and the percentage of the share capital they represent,
  • b) all the restrictions regarding titles conveyance, as restrictions in titles possession or the obligation for receiving approval from the Company, or other title owners, according article 46 of guidance 2001/34/EK,
  • c) important direct or indirect participation in share capital, according to article 85 of guidance 2001/34/EK,
  • d) the owners of any kind of titles, that provide special control rights and description of these rights,
  • e) a control mechanism that may exists in a system of participation of the employees, if control rights are not exerted directly by employees,
  • f) every kind of restrictions regarding voting right, like restrictions to owners of certain amount or percentage of votes, deadlines of exerting voting rights, or systems to which with the Company's cooperation, financial rights coming from titles are dissociated by titles ownership,
  • g) agreements between shareholders, that are known to the Company and might entail restrictions to titles conveyance or voting rights according to guidance 2001/34/EK,
  • h) rules regarding appointment or replacement of the BoD members and also regarding alterations of the Memorandum,
  • i) authorities of the BoD members, especially regarding the ability of issuing or re-purchasing shares,

  • j) every important agreement in which the Company participates and starts to apply, alters or ends in case of a change to the control of the Company after a public offer for a buyout and the results of such an agreement, unless such an acknowledgment would cause a serious problem to the Company. This exception is not valid when the Company is expressly obligated to announce relevant information due to other law obligations,
  • k) every agreement the Company has made with the members of its BoD, or with its personnel that predicts compensation in case of resignation or discharge without any arguable reason or even if the cooperation is terminated due to a public offer of buyout."

6.2 Data for the points (a) and (b) have already been given. There are no shares of the Company which do not trade in the Athens Stock Exchange.

Relevant to points c, d, f, h and i of paragraph 1 of article 10 the Company states the following:

  • concerning point c: the significant direct or indirect participations of the Company are:
  • a) Plaisio Computers JSC (Subsidiary), located in Sofia Bulgaria, in which the Company participates with 100% of the shares and voting rights
  • b) Plaisio Estate S.A. (Associate), located in Kiffisia Attica, in which the Company participates with 20% of shares and voting rights
  • c) Plaisio Estate JSC (Associate), located in Sofia Bulgaria, in which the Company participates with 20% of shares and voting rights

Moreover, the important participations to the share capital of the Company based on articles 9 to 11 of the l. 3556/2007 are:

George Gerardos with 14.727.189 shares and sharing rights (66,712%) of the Company's shares and

Konstantinos Gerardos with 3.415.524 shares and voting rights, (15,47%) of the Company's shares.

• concerning point d: no such titles exist

• concerning point f: There is no limitation on the voting right of each share of the Company.

Concerning the exercise of voting rights during the General Assembly a detailed report is provided in unit 3 of the Statement of Corporate Governance.

• concerning point f: concerning the appointment and replacement of the members of the BoD as well as the alteration of the articles of Association of the Company, there are no rules that differ from what is stated in Law 4548/2018. These rules analyzed in Unit 2.1 of the present Statement of Corporate Governance.

• concerning point i: there are no special authorities to members of the Board of Directors regarding the issuance or the buyback of Company's shares. However, on the annual Ordinary General Assembly on 23.05.2019 approved based on article 19 of the l. 4548/2018, the purchase into a period of twenty four (24) months after the approval date of that decision - that is the 23.05.2021 by the upper limit of two million two hundred seven thousand five hundred sixty seven (2.207.56) common shares, which represent 10% of the total outstanding shares of the Company, with purchase price two point fifty (2,50) Euros per share as the lowest limit and with seven (7,00) Euros per share as the upper limit. The implementation of the share buyback programme of the Company started after the decision of the Board of Directors of 21 st April 2020. The share buyback programme is still in progress. The Company does not hold any treasury shares on the date of publication of the Financial Statements. The points (e), (g) and (j) do not apply.

This Corporate Governance Statement is indispensable special part of the Annual Report of the Board of Directors of the Company.

Magoula, April 19 th, 2021

The Board of Directors

CHAPTER 3: INDEPENDENT AUDITOR'S REPORT

Independent Auditor's Report

To the Shareholders of "PLAISIO COMPUTERS S.A."

Report on the Audit of the Separate and Consolidated Financial Statements

Opinion

We have audited the accompanying separate and consolidated financial statements of the Company "PLAISIO COMPUTERS S.A." (the Company), which comprise the separate and consolidated statement of financial position as at December 31, 2020, and the separate and consolidated statements of comprehensive income, changes in equity and cash flow for the year then ended, as well as a summary of significant accounting policies and other explanatory notes.

In our opinion, the accompanying separate and consolidated financial statements present fairly, in all material respects, the financial position of the Company "PLAISIO COMPUTERS S.A." and its subsidiaries (the Group) as of December 31, 2020, and of their financial performance and their cash flows for the year then ended in accordance with International Financial Reporting Standards as endorsed by the European Union.

Basis for Opinion

We conducted our audit in accordance with the International Standards on Auditing (ISAs) as incorporated in Greek Legislation. Our responsibilities, under those standards are described in the "Auditor's Responsibilities for the Audit of the separate and consolidated financial statements" section of our report. During our audit, we remained independent of the Company and the Group, in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) as incorporated in Greek legislation and the ethical requirements relevant to the audit of the separate and consolidated financial statements in Greece and we have fulfilled our responsibilities in accordance with the provisions of the currently enacted law and the requirements of the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the separate and the consolidated financial statements of the current period. These matters and the related risks of material misstatement were addressed in the context of our audit of the separate and the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters How our audit addressed the Key audit matters

Valuation of inventory

As described in Note 12 to the 31 December 2020 separate and consolidated financial statements, the Group and the Company's inventory is amounted to €61.284 thousand and €59.852 thousand respectively. These amounts include a provision for impairment of €8.338 thousand and €8.295 thousand respectively.

The Group and the Company value inventory at the lower of cost and net realizable value.

The Group and the Company operate in the high technology sector in which the risk of technological devaluation increases. We performed a risk based approach and our audit includes, among others, the following elements:

-We examined the procedures and operating effectiveness of controls designed by the management for stock management.

  • We attended part of the process of physical inventory counting in Company's stores.

  • For a selection of items we checked the arithmetic accuracy of inventory cost.

-We evaluated the reasonableness of estimates by reviewing the

Consequently, the management constantly examines the net realizable value of inventory and proceeds to all necessary provisions. Obsolete inventory allowance is calculated by considering stock turnover ratio and obsolete stock that is about to be destroyed within the next period.

We consider valuation of inventory a key audit matter because of the judgment involved and the assumptions used by the management, as well as the significance of the amount of inventories to the separate and consolidated financial statements. The Group and the Company disclose the accounting policy and further information related to the valuation of inventory in Notes 2.11 and 12 of the separate and consolidated financial statements. assumptions used by the management for the valuation of inventory. -We performed procedures to identify unmoved and slow-moving inventory in the warehouse book.

-We validated on a sample basis the arithmetical accuracy of the management's calculations for inventory provision.

-For a sample of items we verified the existence of inventory sold with negative gross profit margin and that they have been taken into account in the valuation at the lower of cost and net realizable value. -We also assessed the adequacy and the appropriateness

of the relevant disclosures included in the separate and consolidated financial statements.

Recoverability of trade receivables

As described in Note 13 to the 31 December 2020 separate and consolidated financial statements, the Group and the Company's trade receivables are amounted to €27.262 thousand and €26.838 thousand respectively. These amounts include a provision for impairment of €2.681 thousand and €2.583 thousand respectively. The management, due to the large clientele dispersion and their activity in a high credit risk environment, estimates the impairment of trade receivables, assessing the recoverability of trade receivables by reviewing the maturity of the customer balances, their credit history, the settlement of subsequent payments and by making market forecast estimates.

We consider recoverability of trade receivable a key audit matter because of the judgment involved and the assumptions used by the management.

We performed a risk based approach and our audit includes, among others, the following elements:

  • We gained an understanding and reviewed the credit control procedures of the Company as well as examined the effectiveness of controls designed for credit granting to customers.

  • We assessed the assumptions and methodology used by the Company to determine the recoverability of trade receivables or their classification as bad debt.

  • We reviewed the responses received from legal confirmation to identify any issues that indicate balances of trade receivables that may not be recoverable in the future.

-We received third party confirmation letters for a representative sample of trade receivables and performed procedures subsequent to the date of the separate and consolidated financial statements for collections against the year-end balances.

  • We recalculated the impairment of trade receivables assessing the methodology and accuracy of the data used by the Company, such as the maturity of trade receivables at the year-end, trade receivables experiencing financial difficulty and publicly available information.

  • We evaluated the recoverability of trade receivables comparing the year-end balance with post balance sheet receipts.

  • We also assessed the adequacy and the appropriateness of the relevant disclosures included in the separate and consolidated financial statements.

Revenue Recognition

As described in Note 5 to the 31 December 2020 separate and consolidated financial statements, the Group and the Company's turnover is amounted to € 354.634 thousand and € 346.505 thousand respectively. Recognition of revenue, generated by all points of sale (stores network), as well as general ledgers update are performed automatically by the Company's and Group subsystems. The Group uses information systems and has internal controls to ensure a comprehensive revenue recognition framework.

Due to the significant risk associated with revenue recognition and the work effort from the audit team, the recognition of revenue is considered a key audit matter.

We performed a risk based approach and our audit includes, among others, the following elements:

  • We performed test of controls on revenue recognition to obtain reasonable assurance on the effectiveness of controls, applied by the management to prevent or detect and timely correct potential errors ensuring that sales revenue is correctly recorded in the separate and consolidated financial statements.

  • We performed test of control regarding the IT systems used by the Company to record sales revenue. In addition, we performed procedures to evaluate the completeness and accuracy of the revenue cycle arising from Company's subsystems. We also reviewed the design, implementation and efficient operation of the subsystems including reconciliations with the general ledger.

  • We performed sample testing of transactions during the year of all material revenue streams.

  • We performed revenue cut-off procedures.

  • We also assessed the adequacy and the appropriateness of the relevant disclosures included in the separate and consolidated financial statements.

Other Information

Management is responsible for the other information. The other information is included in the Board of Directors' Report, as referred to the "Report on other Legal and Regulatory Requirements" section, in the Declaration of the Board of Directors Representatives, but does not include the financial statements and our auditor's report thereon.

Our opinion on the separate and consolidated financial statements does not cover the other information and we will not express any form of assurance conclusion thereon.

In connection with our audit of the separate and consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the separate and consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this respect.

Responsibilities of Management and Those Charged with Governance for the separate and consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the separate and consolidated financial statements in accordance with International Financial Reporting Standards, as endorsed by the European Union, and for such internal control as Management determines is necessary to enable the preparation of separate and consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the separate and consolidated financial statements, Management is responsible for assessing the Company's and Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless, management either intends to liquidate the Company and the Group or to cease operations, or has no realistic alternative but to do so.

The Audit Committee (art. 44 of Law 4449/2017) of the Company is responsible for overseeing the Company's and the Group's financial reporting process.

Auditor's Responsibilities for the Audit of the separate and consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the separate and the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs, as incorporated in Greek Legislation, will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these separate and consolidated financial statements.

As part of an audit in accordance with ISAs as incorporated in Greek Legislation, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the separate and consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's and the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's and the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the separate and consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company and the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the separate and consolidated financial statements, including the disclosures, and whether the separate and consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the separate and consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the Company and the Group. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the separate and consolidated financial statements of the current period and are therefore the key audit matters.

Report on Other Legal and Regulatory Requirements

1) Board of Directors' Report

Taking into consideration that management is responsible for the preparation of the Board of Directors' Report which and the Corporate Governance Statement that is include therein, according to the provisions of paragraph 5 of article 2 of L. 4336/2015 (part B), we note that:

a) The Board of Directors' Report includes the Corporate Governance Statement which provides the information required by Article 152 of Codified Law 4548/2018.

b) In our opinion the Board of Directors' Report has been prepared in accordance with the applicable legal requirements of articles 150-151 and 153-154 and of paragraph 1 (cases c' and d') of article 152 of Codified Law 4548/2018 and its content is consistent with the accompanying separate and consolidated financial statements for the year ended 31/12/2020.

c) Based on the knowledge we obtained during our audit about the company "PLAISIO COMPUTERS S.A." and its environment, we have not identified any material inconsistencies in the Board of Directors' Report.

2) Additional Report to the Audit Committee

Our audit opinion on the separate and the consolidated financial statements is consistent with our Additional Report to the Audit Committee of the Company, referred to in article 11 of EU Regulation 537/2014.

3) Provision of Non-Audit Services

We have not provided to the Company and the Group any prohibited non-audit services

Auditor's Appointment

We were appointed as statutory auditors for the first time by the General Assembly of shareholders of the Company on 14/5/2014. Our appointment has been, since then, uninterrupted renewed by the Annual General Assembly of shareholders of the Company for 7 consecutive years.

BDO Certified Public Accountant S.A. 449 Mesogion Av, Athens- Ag. Paraskevi, Greece Reg. SOEL: 173

Ag. Paraskevi, 19 April, 2021 Certified Public Accountant

Olympia G. Barzou Reg. SOEL: 21371

CHAPTER 4: ANNUAL FINANCIAL STATEMENTS

COMPREHENSIVE INCOME STATEMENT 01.01 – 31.12.2020

(Figures in thousand €)

THE GROUP THE COMPANY
01.01- 31.12.20 01.01- 31.12.19 01.01-31.12.20 01.01- 31.12.19
Note
Turnover 5 354.634 317.149 346.505 309.623
Cost of Sales (289.095) (252.902) (283.394) (247.481)
Gross Profit 65.540 64.246 63.111 62.141
Other operating income 24 526 458 506 431
Distribution expenses (49.079) (51.662) (47.574) (50.162)
Administrative expenses (10.127) (9.205) (9.643) (8.771)
Other (expenses)/income (1.349) 1.895 (1.349) 1.895
ΕΒΙΤ 5.511 5.732 5.051 5.534
Finance Income 541 322 653 371
Finance Expense (2.448) (3.066) (2.337) (2.935)
Share of profit of Associates 6 20 - -
Profit before tax 3.610 3.008 3.367 2.970
Income tax 25 (501) (1.061) (466) (1.058)
Profit after tax 3.109 1.947 2.901 1.912
Equity holders of the parent 3.109 1.947 2.901 1.912
Non-controlling interests 0 0 - -
Other Comprehensive Income:
Items that will not be reclassified to
Comprehensive Income Statement:
Actuarial loss 20 (464) (351) (464) (351)
Deferred Tax 20 111 72 111 72
Total Comprehensive Income after taxes 2.756 1.668 2.548 1.633
Profit of the period attributable to:
Equity holders of the parent 2.756 1.668 2.548 1.633
Non-controlling interests 0 0 - -
Profit per share from continuing operations
attributable to the shareholders of the parent
(expressed in €/share):
Basic earnings per share 29 0,1408 0,0882 0,1314 0,0866
Diluted earnings per share 29 0,1408 0,0882 0,1314 0,0866
Proposed Dividend per share 30 - - 0,0500 0,0200
EBITDA 13.307 13.565 12.653 13.179

STATEMENT OF FINANCIAL POSITION as at 31st December 2020

(Figures in thousand €)

THE GROUP THE COMPANY
Assets Note 31.12.2020 31.12.2019 31.12.2020 31.12.2019
Tangible Assets 6 35.016 36.491 34.947 36.404
Right-of-use assets 7 34.199 35.069 31.689 32.771
Intangible Assets 8 2.081 1.960 2.079 1.959
Advance Payments for Fixed Assets 6 0 0 0 0
Investments in subsidiaries 9 0 0 4.072 4.072
Investments in associates 9 1.076 1.153 225 225
Other investments 10 34 34 34 34
Deferred tax asset 19 3.457 1.968 3.431 1.951
Other non-current assets 11 629 766 629 756
Non-Current assets 76.491 77.442 77.107 78.172
Inventories 12 61.284 53.371 59.852 51.802
Trade receivables 13 27.262 21.435 27.287 21.059
Other receivables 14 5.267 7.940 5.165 7.823
Cash and cash equivalents 15 58.469 39.190 57.114 38.728
Current assets 152.282 121.936 149.418 119.410
Total Assets 228.773 199.378 226.525 197.582
Shareholders' Equity and Liabilities
Share capital 16 7.285 7.285 7.285 7.285
Share Premium 16 844 844 844 844
Other Reserves 17 24.447 24.687 24.142 24.382
Retained earnings 63.137 60.582 64.703 62.356
Shareholders' Equity 95.713 93.399 96.974 94.868
Non-current borrowing 18 15.360 6.900 15.360 6.900
Non-current lease liabilities 7 32.207 32.022 29.749 29.799
Provision for employee benefits 20 2.839 2.305 2.839 2.305
Other non-current provisions 21 0 0 0 0
Non-current contract liabilities 2.416 2.221 2.416 2.221
Deferred Income 22 2.242 2.303 2.242 2.303
Non-current Liabilities 55.064 45.751 52.606 43.528
Trade payables 23 40.112 33.936 39.625 33.241
Tax liabilities 8.899 6.317 8.621 6.133
Current borrowing 18 3.540 2.040 3.540 2.040
Current lease liabilities 7 4.419 3.993 4.265 3.880
Current provisions 21 800 1.017 800 1.017
Current contract liabilities 23 4.807 1.986 4.686 1.944
Other current liabilities 23 15.419 10.939 15.408 10.931
Current Liabilities 77.996 60.228 76.945 59.187
Total Shareholders' Equity and Liabilities 228.773 199.378 226.525 197.582

STATEMENT OF CHANGES IN NET EQUITY

(Figures in thousand €)

THE GROUP
Other Reserves and
Share Capital Share Premium Retained Earnings Own Shares Total
Equity at the beginning of the period (01.01.2019) 7.285 844 84.987 0 93.116
Changing Policy Effect (IFRS 16) 0 0 160 0 160
Restated balance at 1 January 2019 7.285 844 85.147 0 93.276
Total Comprehensive Income after Taxes 0 0 1.668 0 1.668
Increase of Capital 0 0 0 0 0
Return of Share Capital 0 0 0 0 0
Purchase of Own Shares 0 0 0 0 0
Distributed Dividend 0 0 (1.545) 0 (1.545)
Equity at the end of the period (31.12.2019) 7.285 844 85.270 0 93.399
Equity at the beginning of the period (01.01.2020) 7.285 844 85.270 0 93.399
Total Comprehensive Income after Taxes 0 0 2.756 0 2.756
Increase of Capital 0 0 0 0 0
Return of Share Capital 0 0 0 0 0
Purchase of Own Shares 0 0 0 0 0
Distributed Dividend 0 0 (442) 0 (442)
Equity at the end of the period (31.12.2020) 7.285 844 87.584 0 95.713

THE COMPANY

Other Reserves and
Share Capital Share Premium Retained Earnings Own Shares Total
Equity at the beginning of the period (01.01.2019) 7.285 844 86.491 0 94.620
Changing Policy Effect (IFRS 16) 0 0 160 0 160
Restated balance at 1 January 2019 7.285 844 86.650 0 94.779
Total Comprehensive Income after Taxes 0 0 1.633 0 1.633
Increase of Capital 0 0 0 0 0
Return of Share Capital 0 0 0 0 0
Purchase of Own Shares 0 0 0 0 0
Distributed Dividend 0 0 (1.545) 0 (1.545)
Equity at the end of the period (31.12.2019) 7.285 844 86.738 0 94.868
Equity at the beginning of the period (01.01.2020) 7.285 844 86.738 0 94.868
Total Comprehensive Income after Taxes 0 0 2.548 0 2.548
Increase of Capital 0 0 0 0 0
Return of Share Capital 0 0 0 0 0
Purchase of Own Shares 0 0 0 0 0
Distributed Dividend 0 0 (442) 0 (442)
Equity at the end of the period (31.12.2020) 7.285 844 88.845 0 96.974

CASH FLOW STATEMENT

(Figures in thousand €)

THE GROUP THE COMPANY
01.01- 31.12.2020 01.01- 31.12.2019 01.01- 31.12.2020 01.01- 31.12.2019
Operating Activities
Profit before tax 3.610 3.008 3.367 2.970
Adjustments for:
Depreciation / amortization 7.857 7.897 7.663 7.709
Amortization of subsidies (61) (64) (61) (64)
Provisions (147) (177) (147) (177)
Foreign Exchange differences 49 8 49 8
Results (income, expenses, profit and loss) from investing activities (6) 14 0 34
Interest expenses and related costs 1.903 2.745 1.684 2.564
Plus/less adjustments for changes in working capital or related to
operating activities
Decrease / (increase) in inventories (7.913) (844) (8.050) (524)
Decrease / (increase) in receivables (4.467) (4.350) (4.895) (4.381)
(Decrease) / increase in liabilities 13.675 11.635 13.800 11.667
Less:
Interest expenses and related expenses paid (1.374) (1.806) (1.322) (1.762)
Income tax paid 2.034 (761) 1.980 (773)
Total inflows / (outflows) from operating activities (a) 15.160 17.305 14.068 17.272
Investing Activities
Acquisition of subsidiaries, affiliated companies, joint ventures and other
investments
0 0 0 0
(Increase)/ Decrease of Share Capital of Subsidiaries, Affiliated
Companies, Joint Ventures &f Other Investments
0 0 0 0
Purchase of property, plant, equipment and intangible assets (1.795) (10.330) (1.786) (10.286)
Received interests 505 322 505 322
Received dividends 84 9 112 49
Total inflows / (outflows) from investing activities (b) (1.206) (9.999) (1.168) (9.915)
Financing Activities
Decrease from return of share capital 0 0 0 0
Proceeds from issued borrowings 15.000 14.500 15.000 14.500
Acquisition of own shares 0 0 0 0
Re-payments of borrowings (5.040) (16.833) (5.040) (16.833)
Lease repayments (4.194) (5.079) (4.032) (4.875)
Dividends paid (442) (1.545) (442) (1.545)
Total inflows / (outflows) from financing activities (c) 5.325 (8.957) 5.487 (8.753)
Net increase / (decrease) in cash and cash equivalents for the period
(a) + (b) + (c)
19.279 (1.652) 18.387 (1.396)
Cash and cash equivalents at the beginning of the period 39.190 40.842 38.728 40.124
Cash and cash equivalents at the end of the period 58.469 39.190 57.114 38.728

NOTES TO THE ANNUAL FINANCIAL STATEMENTS

1. General information

These financial statements include the annual financial statements of the company Plaisio Computers S.A. (the "Company") and the consolidated annual financial statements of the Company and its subsidiaries (together "the Group"). The names of the subsidiary and of the related companies are presented in note 9.

PLAISIO COMPUTERS S.A. was founded in 1988 and is listed in Athens Stock Exchange since 1999. The Company's headquarters are located in Location Skliri, Magoula, Attica 19018 (Num. M.A.E 16601/06/B/88/13).

The Company assembles and trades PCs, Telecommunication, Office Equipment and Domestic Appliances.

The Board of Directors of PLAISIO COMPUTERS S.A. approved the financial statements for the period ending on December 31st 2020 on April 19 th 2021.

2. Summary of significant accounting policies

2.1. Basis of Preparation of Financial Statements

These Company and consolidated financial statements have been prepared by management in accordance with the International Financial Reporting Standards (IFRS) and Interpretations by the International Financial Reporting Interpretations Committee (IFRIC), as they have been adopted by the European Union based on the Regulation 1606/2002 and IFRS that have been issued by the International Accounting Standards Board (IASB).

The accounting principles that have been used in the preparation and presentation of the annual financial statements are in accordance with those used for the preparation of the Company and Group financial statements as of December 31, 2019.

The financial statements have been prepared under the historical cost convention as modified by the revaluation of investment property at fair value.

The preparation of the Financial Statements in conformity with IFRS requires the use of certain estimates and assumptions, which affect the balances of the assets and liabilities, the contingencies disclosure as at the balance sheet date of the financial statements and the amounts of income and expense relating to the reporting year.

Any differences between amounts in the primary financial statements and similar amounts detailed in the explanatory notes are due to rounding of figures.

2.2. New standards, amendments to standards and interpretations:

Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning during the current financial year and subsequent years. The Group's evaluation of the effect of these new standards, amendments to standards and interpretations is as follows:

1. New and amended standards approved by the E.U. and adopted in the financial statements

IFRS Effective Date
IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes
in Accounting Estimates and Errors (Amendment – Definition of Material)
1 January 2020
IFRS 3 Business Combinations (Amendment – Definition of Business) 1 January 2020
Conceptual Framework for Financial Reporting (Amendments to References to the
Conceptual Framework in the IFRS Standards)
1 January 2020

IFRS Effective Date
IFRS 9, IAS 39 AND IFRS 7 amendments: Interest Rate Benchmark (IBOR) Reform
and its Effects on Financial Reporting – Phase 1
1 January 2020
Covid-19-Related Rent Concessions – Amendment to IFRS 16 1 June 2020

Of the above amendments, only the changes in IFRS 16 regarding rental concessions due to COVID-19 led to significant changes in the applicable accounting policies. The effect of the application of the new standards on the recognition and measurement of transactions is disclosed in the Statement of Changes in Equity. The other amendments either do not significantly affect or are not related to the operations of the Company and the Group.

2. Changes in accounting policies

Amendment to IFRS 16: Covid-19-Related Rental Concessions

From 1 June 2020, IFRS 16 was amended to provide a practical facility to tenants regarding the accounting treatment of concessions and rent changes resulting from the COVID-19 pandemic. In order to use this facility, the following criteria must be met:

  1. The change in rents results in a revised total price which is substantially the same or less than the total price before the revision

  2. The reduction in rents affects payments due up to 30 June 2021 and

  3. There are no significant changes to the other terms of the lease

Lease concessions that meet the above criteria need not be assessed and treated as lease modifications in accordance with IFRS 16, recalculating lease liabilities to reflect the total lease price using a revised interest rate.

The Company and the Group have chosen not to apply the practical expedient of IFRS 16 for all rental concessions and to treat them as amendments.

3. New standards, amendments to standards and interpretations issued not yet effective

IFRS Adoption date
IFRS 9, IAS 39 AND IFRS 7, IFRS 4 and IFRS 16 amendments: Interest Rate
Benchmark (IBOR) Reform– phase 2
1 January 2021
Amendments to IFRS 4 Insurance Contracts – deferral of IFRS 9 1 January 2021
Annual Improvements to IFRSs - 2018-2020 cycle 1 January 2022
IAS 16 Property, Plant and Equipment (Amendment – Proceeds before
Intended Use)
1 January 2022
IAS 37 Provisions, Contingent Liabilities and Contingent Assets (Amendment
– Onerous Contracts – Cost of Fulfilling a Contract)
1 January 2022
IFRS 3 Business Combinations (Amendment – Reference to the Conceptual
Framework)
1 January 2022
IFRS 17 Insurance Contracts 1 January 2023
IFRS Adoption date
IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors (Amendment – Classification of 1 January 2023
Liabilities as Current or Non-current) ***

The Company and the Group does not believe these standards and interpretations will have a material impact on the financial statements once adopted.

2.3. Consolidated financial statements

a) Subsidiaries

Subsidiaries are all entities over which the Group has the power to govern, directly or indirectly, the financial and operating policies.

Subsidiaries are fully consolidated (full consolidation) from the date on which control is transferred to the Group and they are de-consolidated from the date that control ceases.

The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group's share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the Group' share of the net assets of the subsidiary acquired, the difference is recognized directly in the income statement.

When the Group increases its shareholding in a subsidiary, the difference between the price paid and the book value of the net assets of that subsidiary is recorded directly in equity.

Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of subsidiaries have been changed to ensure consistency with the policies adopted by the Group. The Company accounts for its investment in subsidiaries, in its stand-alone accounts, on the cost less impairment basis.

(b) Associates

Associates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted by using the equity method of accounting and are initially recognized at cost. The Group's investment in associates includes goodwill identified on acquisition, (net of any accumulated impairment loss).

The Group's share of its associates' post-acquisition profits or losses is recognized in the income statement, and its share of post-acquisition movements in reserves is recognized in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group's share of losses in an associate equals or exceeds its interest in the associate, the Group does not recognize further losses, unless it has incurred obligations or has made payments on behalf of the associate.

Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group's interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Accounting policies of associates have been changed to ensure consistency with the policies adopted by the Group. Investments in associates are accounted for in the Company financial statements at the cost less impairment basis.

2.4. Segment reporting

The operational segments are regularly considered by the Management and they appeared in the financial statements in the same basis as they are used for internal purposes of the Group. The operational segments are defined as a group of assets and operations engaged in providing products and services that are subject to risks and returns that are different from those of other business segments. The results of operational segments are regularly evaluated by the decision makers in order to make decisions relative to distribution of resources to the segment and assessing its performance.

2.5. Conversion of foreign currency

(a) Operating currency and presentation currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ("the operating currency").

The consolidated financial statements are presented in Euros, which is the Company's operating and presentation currency.

(b) Transactions and balances

Foreign currency transactions are translated into the operating currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at the year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement.

(c) Group companies

The results and financial position of all Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

i. Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet ii. Income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions) and

iii. All resulting exchange differences are recognised as a separate component of equity and transferred in Income Statement with the sale of those entities.

Exchange differences arising from the translation of the net investment in foreign entities are recognised in equity. When a foreign operation is sold, such exchange differences are recognised in the income statement as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.

2.6. Tangible fixed assets

All property, plant and equipment ("PPE") is shown at cost less subsequent depreciation and impairment. Cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group higher than the initially expected according to the initial return of the financial asset and under the assumption that the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Costs required for development and improvement of the computer software programmes are capitalised.

Land is not depreciated. Depreciation on PPE is calculated using the straight-line method to allocate the cost of each asset to its residual value over its estimated useful life, in order to write down the cost in its residual value. The expected useful life of property, plant and equipment is as follows:

- Buildings: 30 - 50 years
- Vehicles & mach. equipment: 5 – 10 years
- Other equipment: 3 – 6 years

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. When the carrying amount of the asset is higher than its recoverable amount, the resulting difference (impairment loss) is recognized immediately as an expense in the income statement.

In case of sale of property, plant and equipment, the difference between the sale proceeds and the carrying amount is recognized as profit or loss in the income statement.

2.7. Intangible Fixed Assets

Computer Software

Software licences are evaluated at cost minus depreciation and any impairment cost. The software depreciation is calculated using the straight-line method and within a period of 3 - 5 years.

Expenses that are required for the development and repair of software are recognized as expenses when they are realized. Expenses for the development of specific software, controlled by the Group are recognized as intangible assets, when:

a. there is the technical possibility to complete the software so that it is available for use or sale,

b. there is the intention to complete and sell or use the item,

c. there is the possibility to sell or use the item,

d. the asset is going to produce future benefits. There has to be evidence that there is a market for the item or its production or if it is going to be used internally to prove the usefulness of the item in other segments of the entity,

e. it is certain that adequate technical, financial and other resources will be available to ensure the completion and sale or use of the item,

f. there is the possibility to measure reliably the expenses directly attributed.

Expenses that are capitalized comprise of the cost of material and services used or are consumed as well as the cost of the benefits to the employees that comes about directly from the production of the item.

2.8. Impairment of assets

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment or whenever events or changes indicate that the carrying amount may not be recoverable.

Assets that are subject to amortisation are tested for impairment whenever events or changes in circumstance indicate that the carrying amount may not be recoverable.

An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value, less costs to sell and value in use. Impairment losses are recognised as an expense to the Comprehensive Income Statement, when they occur.

2.9. Financial assets

The Group classifies its financial assets in the following categories: at fair value through profit or loss, loans and receivables, available-for-sale, investment in subsidiaries, derivative financial instruments and hedging activities. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition and re-evaluates this designation at every reporting date.

(a) Financial assets at fair value through profit or loss

This category has three sub-categories: financial assets held for trading, those designated at fair value through profit or loss at inception and derivatives. Assets in this category are classified as current if they are either held for trading or are expected to be realised within 12 months of the balance sheet date. Also, the derivative financial instruments are classified as held for trading unless they are designated as hedges. Assets in this category are classified as current assets.

(b) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and with no intention of trading. They are included in current assets, except for maturities greater than 12 months after the balance sheet date. These are classified as non-current assets.

(c) Available-for-sale financial assets

Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the above categories. They are included in non-current assets, unless management intends the disposal of investment within 12 months of the balance sheet date.

Purchases and sales of financial assets are recognised on trade-date – the date on which the Group commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs. Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership.

Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Gains or losses from changes in the fair value of the "financial assets at fair value through profit or loss" category are recognised in the income statement in the period in which they arise.

Unrealized gains or losses from changes in fair value of financial assets that are classified as available for sale are recognized in revaluation reserves. In the cases of sales or impairment of the financial assets held for trading purposes, the accumulated adjustments in the fair value are transferred to the statement of profit or loss. The fair values of quoted investments are based on current bid prices. If the market for a financial asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include the use of recent arm's length transactions, reference to other instruments that are substantially the same and discounted cash flow analysis refined to reflect the issuer's specific circumstances.

The Group assesses at each balance sheet date, whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity securities classified as available for sale, a significant or prolonged decline in the fair value of the security below its cost is considered in determining whether the securities are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss – measured as the difference between acquisition cost and current fair value, less any impairment loss on that financial asset previously recognised in profit or loss – is removed from equity and recognised in the income statement. Impairment losses recognised in the income statement on equity instruments are not reversed through the income statement.

2.10. Derivative financial instruments and hedging activities

The Group designates certain derivatives as cash flow hedges. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in equity. The gain or loss relating to the ineffective portion is recognized immediately in Group's results (income statement).

Amounts accumulated in equity are recycled in the income statement in the periods when the hedged item affects profit or loss (when the forecast sale that is hedged takes place).

Certain derivative instruments not qualified as hedging instruments and no longer meet the criteria for hedge accounting, are classified as derivatives available for sale and accounted for at fair value through profit or loss. Changes in the fair value of any of these derivative instruments are recognized immediately in the income statement within 'Other operating income / (expenses) - net'.

The Group designates certain derivative financial instruments as:

1) hedges of a particular risk associated with a recognized asset or liability or a highly probable forecast transaction (cash flow hedge), or

2) derivatives at fair value through the income statement.

Changes in the fair value of derivatives that are not attributable to hedging are recognized immediately in the income statement within 'Other operating income / (expenses) – net'.

2.11. Inventories

Inventories are stated at the lower of cost and net realisable value. Differences between cost and net realisable value are recognised as losses in the income statement when they arise.

Cost is determined using the weighted average method. It excludes financial costs. Net realisable value is the estimated selling price in the ordinary course of business, less any applicable selling expenses. Certain provisions are formed for devaluated, not usable and with a very low turnover inventories. The decrease in the cost of inventories to the net realizable value and all other damage to the inventories are posted in the P&L of the period in which they appear.

2.12. Trade receivables and other receivables

Trade receivables are recognized initially at fair value (invoice value) and are then valuated in their un-depreciated cost, using the real interest rate, deducting any impairment losses. The impairment losses are recognized when there is objective evidence that it is not going to collect the amount owed to it, based on the selling terms. Significant financial difficulties, probability that the debtor will enter bankruptcy or financial reorganization and the delinquency in payments are considered indicators that the trade receivable is impaired. The amount of the provision is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. The amount of the provision is recognized as expense in the income statement within 'Other operating income / (expenses) – net'. The amount of the impairment loss is posted as expense in the "Other Expenses" of the P&L. When a

trade receivable is characterized as "not-to-be-collected" it is written off, using the account for provisions. In case a receivable which was written off is collected, the other expenses are credited in "the Other Expenses" of the P&L.

2.13. Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, short-term bank deposits and other short-term highly liquid investments with maturity dates of three (3) months or less and insignificant risk.

2.14. Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown after the reduction of the relative income tax in reduction to the product of issue. Incremental costs directly attributable to the issue of new shares for the acquisition of other entities are included in the cost of acquisition of the new company. The acquisition cost of own shares is presented as decreasing in equity until the own shares are sold or cancelled. Any profit or loss from the sale of own shares, net of direct to the transaction other expenses and taxes is presented as a reserve in Εquity.

2.15. Trade and other payables

The trade and other payables are recognized initially in their fair value and after that in their undepreciated value based on the method of effective interest rate.

2.16. Debt

Banking loans are recognized initially at fair value, decreased by any transaction costs incurred. Subsequently, they are stated at amortized cost. Any difference between the proceeds and the redemption value is recognized in the profit and loss statement over the borrowing period using the effective interest method.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.

2.17. Income Tax (Current and Deferred)

The income tax of the subsidiaries and associates of the Group is calculated based on the relevant laws that apply at the date of the Balance Sheet in the countries where they act and where the taxable income occurs. The management periodically checks the calculations of the tax and in cases where the relevant tax law can be interpreted in different ways; it forms a relevant provision for the surplus amount that is expected to be paid to the local tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. The deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business merger that at the time of the transaction affects neither the period's income tax includes the current tax, the deferred tax and the provisions for unaudited tax periods. Income tax is recognized in the income statement of the period, except for the tax relating to transactions that have been booked directly to equity, in which case it is, accordingly, booked to equity accounting nor taxable profit or loss. Deferred tax assets and liabilities shall be measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the balance sheet date. Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. Deferred income tax is provided on temporary differences arising on investments in subsidiaries, joint ventures

and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

2.18. Employee Benefits

(a) Current benefits

Current employee benefits, monetary and in items, are recognized as an expense when they accrue.

(b) Benefits for employee compensation

According to the Greek Laws 2112/20 and 4093/2012, the Company pays the employees compensations for dismissals or resignations due to pensions. The aforementioned payments depend on the years of working experience, the remunerations, and the way of leaving the company (dismissal or resignation). The compensations for pensions and dismissals fall under the defined benefit plans according to the IFRS 19 «Employee benefits». Τhe above obligations are calculated based on an actuarial projected unit credit method. A program of specific benefits that operates taking into consideration various factors such as age, years of experience, remuneration and other specific obligations.

The provisions that concern the fiscal year, are included in the relative personnel cost in the attached consolidated financial statements and consist of the current and previous personnel cost, the relative financial cost, the actuarial profits or losses and any other possible charges. According to the non-recognized actuarial profits or losses, the amended IAS 19 is applied, which includes a series of amendments regarding the accounting of defined benefit plans among others:

    1. Actuarial gains and losses will be recognized in other comprehensive income and they will be definitely excluded from the results of the year.
    1. The net interest on the net defined benefit liability during the reporting period that arises from passage of time and is determined by multiplying the need defined benefit liability by the discount rate
    1. Past service costs are recognized in the income statement in the period when a plan is amended.
    1. Other changes include extended disclosures, as quantitative sensitivity analysis

2.19. Subsidies

State subsidies are recognized at their fair value when there is the certainty that the subsidy is going to be collected and the Group will comply with all the terms.

State Grants that refer to expenses, are deferred and are recognized in the results so that they are matched by the expense they are going to subsidize.

State subsidies that refer to the purchase of fixed assets are included in the long term liabilities as deferred state subsidies and are transferred as income to the Statement of Comprehensive Income throughout the duration of the expected lifetime of the relevant assets.

2.20. Provisions

Provisions are recognized when:

  • i. There is present legal or constructive obligation as a result of past events
  • ii. It is probable that an outflow of resources will be required to settle the obligation
  • iii. The amount can be reliably estimated

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognized even if the likelihood of an outflow with respect to any item included in the same class of obligations may be small.

Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the balance sheet date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the increases specific to the liability.

2.21. Revenue recognition

Revenue includes the fair value of the sales of goods and services, net of VAT, deductions and returns. The intercompany revenue of the Group is fully eliminated.

The Group recognizes the income when the amount can be measured reliably, when the Group expects future inflows and when the criteria that are mentioned below, for each separate category, are met. The amount of the sale is not considered to be measured reliably if any contingent obligations are related to the income. The Group bases its estimations on historical data, taking into consideration the category of the customer, the type of transaction and the specific terms of the contract.

Revenue is recognized as follows:

a) Sales of goods

Revenue from sale of goods is recognized when the Group delivers the Goods to the customers, the goods are accepted by them and the collection of the receivable is assured.

b) Provided Services

Income from services is recognized in the accounting period in which the services are rendered, based on the stage of completion of the services provided in relation to the total services to be provided.

c) Interest income

Interest income is recognized in the income statement on a time proportion basis using the effective interest method. When a receivable is impaired, the Group reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at original effective interest rate of the instrument, and continues accreting the discount as interest income. Afterwards, interests are calculated by using the same rate on the impaired value (new carrying amount).

d) Dividend income

Income from dividends is recognized when the right to receive payment is established.

2.22. Leases

Leases where the lessor retains substantially all the risks and rewards of ownership are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

Leases of property, plant and equipment which the Group has substantially all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalized at the lease's inception at the lower of the fair value of the leased property and the present value of the minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. The corresponding rental obligations, net of finance charges, are included in other long-term payables. The interest element of the finance cost is

charged to the income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The property, plant and equipment acquired under finance leases is depreciated over the shorter of the asset's useful life and the lease term if classified as tangible assets.

2.23. Dividend distribution

Dividend distribution to the Company's shareholders is recognized as a liability in the Group's financial statements when the dividend distribution is approved by the Company's General Assembly.

3. Risk management policies

3.1. Factors of financial risk

The Group is exposed to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group's financial performance.

The main risks are:

(a) Market risk

i) Foreign exchange risk

The foreign exchange risk is the risk of volatility of the value of financial assets, of assets and liabilities due to changes in the exchange rates. The majority of the Group's transactions and balances are in Euro. However, given the fact that the Group transacts in an international level and as a result is exposed to foreign exchange risk resulting, mainly, be the U.S. dollar. The Group holds deposits in foreign currency (note 15). Furthermore, there are no loan liabilities in a currency other than the Euro. The Group in certain cases, outweighs the foreign exchange risk, by awarding derivative contracts, but does not use hedge accounting.

The Management of the Group observes at all times the foreign currency risks that may arise and evaluates the need for relevant measures. Since, the purchase invoicing from many suppliers is expressed in US dollar terms, hedging is usual, which results in variations in the financial periods at the exchange rate results. The Group holds deposits in US dollars of 3,2 million Euros and forward contracts worth 0 million dollars on 31.12.2020. The activity of the Group in Bulgaria is not considered to enhance currency risk, as the exchange rate of the Bulgarian currency to the Euro is fixed.

ii) Cash flow and fair value interest rate risk

The Group analyses its interest rate exposure on a dynamic basis. Various scenarios are simulated taking into consideration refinancing, renewal of existing positions, alternative financing and hedging. Based on these scenarios, the Group calculates the impact on profit and loss of a defined interest rate shift.

The policy of the Company regarding the capital structure is to keep loans at a low level, assuring at the same time that there is a financing capability from the banks that Plaisio cooperates with, to satisfy without problems the planned development of the Group.

The long-term bond loans of the Company and the Group, on December 31st 2020, were 15.360 th. Euro (6.900 th. Euro on 31.12.2019) and the short-term bond loan was 3.540 th. Euro (2.040 th. Euro on 31.12.2019). From the total bond loans (18.900 th. Euro), the 3.900 th. Euro refers to a common bond loan with floating interest rate from NBG, while the amount of 3.000 th. Euro refers to a common bond loan with floating interest rate from Eurobank SA. In the current

period and in order the Company to secure its position against any negative effects from the pandemic issued new bond loans of total amount of 12.000 th. €. Given the wide net liquidity available, the Group chooses long-term borrowing, in exchange for the increase in working capital. The short-term bank loans were null on 31.12.2020 (0 th. Euro on 31.12.2019).

The following table presents the sensitivity of both the results of the period and the net equity to a change of the interest rate of +1% or -1%. The relevant influence is presented as follows:

Α) Interest Rate increase by 1%:

  • the results of the period as well as the Net Equity of the Group and of the Company, in that case, would decrease by 189 th. Euro and 89 th. Euro in 2020 and 2019 respectively.

B) Interest Rate decrease by 1%:

The results of the period as well as the Net Equity of the Group and of the Company, in that case, would increase by 189 th. Euro and 89 th. Euro in 2020 and 2019 respectively.

The level of the interest rates remains in a satisfying level due to the capital structure of the Group and the stable timely repayments of any kind of financial liabilities and the co-operation relationships the Group retains with the banks. As a consequence, it is noted the wide liquidity of the Group and the fact that the cash and cash equivalents exceed the Group's total short-term and long-term borrowings in the last years as well as on 31.12.2020.

iii) Turnover Seasonality

Sales' seasonality demands rational working capital management and smooth inventory inflows in order to avoid any shortage actions that the Company has taken and therefore the operational risk remains low. The Group's sales are characterized by limited seasonality as approximately 58% of the total sales are realized in the second half of the year. In the second semester of the year, the sales from the beginning of the school and academic year, the sales from Black Friday and the sales from the Christmas period are realized. Despite the seasonality, the Management estimates the referred risk as limited due to the wide liquidity and the ability to act immediately in cases of necessity of increased inventory and due to the retention of sufficient inventory for the needs of the Group.

iv) Intensity of Competition

The Company operates in an intensively competitive industry, as there are many retailers which operate in the consumer electronics sector. However, due to the multi-product approach of the Group, it is not an easy exercise to identify an identical business model in the market. In addition, during the last years there is an increased rate of concentration of relative activities in a limited number of companies with stable capital structure in order to cope with adverse evolutions in the Market. This is especially true as competition is strong, profit margins are limited and, given the need for increased working capital, financial costs are high. In any case, the Group achieves over time one of the best performance margins, and consistently shows profitability, facts that prove the success in the referred Market. However, the competition may change in the future with the entrance of new competitors in the market or with the amendments of the strategy of the already existed competitors. Also, in periods when the consuming spend is stable or decreasing, the competition can lead to redistribution of the market shares. The intensity of competition may negatively affect the turnover and the profitability of the Group.

(b) Credit risk

Credit risk is managed on Group basis. Credit risk arises from cash and cash equivalents, derivative financial instruments and credit exposures to customers, including outstanding receivables and committed transactions.

On 31.12.2020 the total of customers and other commercial receivables, except the subsidiary, for the Group and for the Company, amounted to € 29.944 th. and € 29.421 th. respectively, while the provision for doubtful customers-debtors amounted to 2.681 th.. € and 2.583 th. € for the Group and the Company respectively.

The above mentioned bad-debt provision includes:

a) a strictly defined provision for all the customers that have been characterized as doubtful,

b) a specific provision for all the customers that have overdue balances based on the ageing of their balances,

c) a provision, based on the increased level of risk because of the conditions of the economic environment, taking in

consideration: 1) the reduced liquidity of Greek businesses and 2) the difficult access to bank financing.

It is noted that this provision includes also non-overdue receivables. For this provision the balances of all the customers have been taken into account, with the exception of the receivables from Plaisio Computers JSC, as it is considered that there is no risk of non-collection for these particular balances.

d) the Group has already moved to a provision for the balances from the Public Sector. It is noted that in the aforementioned provision includes non-overdue balances as well.

The trade receivables increased by 6.606 th. Euro compared with the balances on 31.12.2019, and it is attributed to the increase in sales and to the different sales structure that characterized 2020, when a large percentage of them was made through distribution, with payment methods that were repaid at the beginning of 2021.

In any case, the Management closely monitors the maturity of the balances of the customers and, as a result, about 95% of them are categorized in 0 - 90 days. Especially, a relatively limited percentage of customers who had presented payment checks, made use of the benefit of the 75-day extension provided by the State. After the expiration of the deadline for suspension of checks, no insolvency was observed. A very small percentage of the checks, regarding specific business customers in sectors which adversely affected by pandemic are still extended and remains insured. As for the checks that did not use the benefit of the extension, no insolvency was observed.

Taking the above into account, the percentage of the formed provision for the current year increased (9,0% compared to 8,2% in 2019), remained in a level that satisfies the estimations of the Management, based, also, on the historical data of default payments.

In any case, the Management examines the amount of receivables; taking into account historical data and the respective market trends in order to form the right level of provision in relation with the trade receivables and to control the risk.

The debit balance of the company Plaisio Computers JSC to the parent company Plaisio Computers S.A. on 31.12.2020 amounted to 449 th. Euro. The Management of the Company considers that, the aforementioned amount has no risk of non-collection, given that Plaisio Computers JSC is a 100% subsidiary.

Plaisio offers to its customers the possibility to pay in installments with the payment programme "Month per Month" in cooperation with a financial institution (bank). Part of the bad debt balances from this payment method is recognized by the Company and for that reason the Company formed a distinct provision for this purpose. The concentration of credit risk relative to customers is presented in Note 13.

(c) Liquidity Risk

The tables that follow analyze the financial liabilities of the Company and the Group, grouped to certain dates they expire, which are calculated according to their remaining time from the date of the financial results to their conventional expiring date.

The amounts depicted in the tables, are not discounted. The within 12 months expiring amounts, are depicted in their fair value, since the effect of discounting is not considered to be significant.

THE GROUP 31.12.2020 up to12 months from 1 up to 2 years from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 64.430 0 0 0
Loans & Interest 3.926 3.943 10.892 1.315
Total 68.356 3.943 10.892 1.315
THE GROUP 31.12.2019 up to12 months from 1 up to 2 years from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 51.192 0 0 0
Loans & Interest 2.245 2.192 4.939 0
Total 53.437 2.192 4.939 0
THE COMPANY 31.12.2020 up to12 months from 1 up to 2 years from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 63.654 0 0 0
Loans & Interest 3.926 3.943 10.892 1.315
Total 67.580 3.943 10.892 1.315
THE COMPANY 31.12.2019 up to12 months from 1 up to 2 years from 2 up to 5
years
from 5 years on
Suppliers & Other Short-term Liabilities 50.305 0 0 0
Loans & Interest 2.245 2.192 4.939 0
Total 52.550 2.192 4.939 0

The Group considers its liabilities to suppliers as short-term. In the same category it includes other short-term liabilities and tax liabilities. The increase in the balances at the end of 2020 is attributed to the increased purchases at the end of the year, for the smooth operations of the Group during the Christmas period, when the consumers' demand is increased.

Taking into consideration all the above-mentioned acknowledgments and the wide liquidity, at this moment and for the rest of the fiscal period, this particular risk is considered under the Group's control.

In conclusion taking all the above risks into account and the actions of the Company for its protection against the adverse effects of the pandemic COVID-19, the Management estimates that the pandemic had a limited negative impact on its activities as the sales losses from the fact that the stores remained closed were offset by the increase in electronic sales and home deliveries. Simultaneously, the positive impact of the support measures taken by the government was limited in relation to the size of the Group and the number of its employees. It is pointed out that, during the year, there were no significant changes in the professional relations with the banks with which the company cooperates. More specifically, there were no discussions about a possible renegotiation of the Group's loans. Neither a change to worse in terms of new loans conducted in 2020.

3.2. Capital risk management (capital structure)

The Group's and Company's objective when managing capital is to safeguard the ability to continue as a going concern and in parallel to maximize the yield for the shareholders and the utility for other stakeholders through the optimization of the capital structure (debt and equity).

In the following two tables information for the net borrowing of the Group and the Company is given.

THE GROUP 31.12.2020 31.12.2019
Total Loans 18.900 8.940
Minus: Cash & cash equivalents (58.469) (39.190)
Net Borrowing (39.569) (30.250)
THE COMPANY 31.12.2020 31.12.2019
Total Loans 18.900 8.940
Minus: Cash & cash equivalents (57.114) (38.728)
Net Borrowing (38.214) (29.788)

From all the above, cash and cash equivalents are multiple times more than the total loans, eliminating risk of insufficient working capital. It is, also, noted that even though the consolidated debt increased by 10 m. Euros, the cash and cash equivalents increased by almost 20 m. Euros.

4. Critical accounting estimates and judgments of the Management

Estimates and judgments of the Management are continuously evaluated and are based on historical experience and other factors, including expectations of future events believed to be reasonable under the circumstances.

For the Annual Financial Statements of December 31st 2020 the basic accounting principles and assumptions of the Balance Sheet of December 31st 2020 apply, except the new accounting principles have been adopted due their mandatory character since 1st January 2020.

5. Segment information

(figures in th. Euro)

The Management of the Group was recognising three main segments of its operation (the product categories): a) Office products, b) PCs & Digital Technology products and c) Telecommunications products, as its main operation segments until 2019. In the last days of June, the Group launched the new product categories, that of major and small domestic appliances and cooling and heating appliances. Those categories constitute a new product category for the Group and the sales of these product categories are under the category "Domestic Appliances / Other" in the current financial statements.

The segment results for the year ending 31 December 2020 were as follows:

01.01.2020 - 31.12.2020 Office Products PCs & Digital
Technology
Telecommunications Domestic
Appliances /
Other
Total
Total Gross Sales per segment 103.674 163.227 66.973 24.489 358.364
Inter company Sales (1.024) (2.336) (361) (8) (3.730)
Net Sales 102.651 160.891 66.612 24.481 354.634
EBITDA 5.475 4.871 1.981 980 13.307
% EBITDA / Net Sales 5,33% 3,03% 2,97% 4,00% 3,75%
Operating profit / (loss) EBIT 2.267 2.017 820 406 5.511
Finance cost (1.901)
Income tax expense (501)
Earnings After Taxes 3.109

The segment results for the year ending 31 December 2019 were as follows:

01.01.2019 - 31.12.2019 Office Products PCs & Digital Telecommunications Domestic Total
Technology Appliances /
Other
Total Gross Sales per segment 103.523 141.248 66.181 9.933 320.884
Inter company Sales (1.092) (2.108) (533) (3) (3.735)
Net Sales 102.431 139.140 65.647 9.930 317.149
EBITDA 6.221 4.361 2.426 557 13.565
% EBITDA / Net Sales 6,07% 3,13% 3,70% 5,61% 4,28%
Operating profit / (loss) EBIT 2.629 1.843 1.025 235 5.732
Finance cost (2.724)
Income tax expense (1.061)
Earnings After Taxes 1.947
CHANGES Office Products PCs & Digital
Technology
Telecommunications Domestic
Appliances /
Other
Total
Net Sales 0,2% 15,6% 1,5% 146,5% 11,8%
EBITDA (12,0%) 11,7% (18,4%) 76,0% (1,9%)
% ΕΒΙΤDA / Net Sales (0,7) (0,1) (0,7) (1,6) (0,5)
Operating Profit / (Loss) (EBIT) (13,7%) 9,5% (20,0%) 72,5% (3,9%)
Finance Cost (30,2%)
Income Tax Expense (52,8%)
Earnings / (Loss) After Taxes 59,7%

The total turnover of the Group in 2020 came up to 354.634 th. Euro, having increased by 11,8% compared to 2019. The sales of personal computers and digital equipment increased by 15,6% compared to 2019 figures (160.891 th. Euro and 139.140 th. Euro, respectively). This product sector participates with the highest percentage to total sales and in 2020 achieved the highest growth rate compared with the traditional product categories of the Group. The growth rate of sales

resulted in an increase of the computer and digital equipment product category to total sales, from 43,9% in 2019 to 45,4% in 2020. The sales of the telephony products ended up to 66.612 th. Euros, almost unchanged to the previous year. This product category participated in total sales by a lower percentage (18,8%) from 20,7% in 2019. Also, office products did not present any remarkable change, as the sales of this sector remained stable at 102.651 th. Euros, contributing 28,9% of the Group's sales (2019: 32,3%). It is noted that the participation of the traditional categories to the total consolidated sales, adversely affected by the fact that the new product category, that of domestic appliances existed from the beginning of the year.

More specifically, in the last days of June 2019, the Group launched the new product categories, that of major and small domestic appliances and cooling and heating appliances. This category constitutes a new operating segment for the Group. However, the sales of this new segment will be presented for comparison reasons in the restated segment "Domestic Appliances / Other". The sales of this category came up to 24.481 th. Euro, of which 22.127 th. Euro relate to sales of domestic appliances and € 2.353 thousand to other categories. In a semester's level (01.07.2020-31.12.2020), when comparative data exist, the sales of domestic appliances increased significantly by 80%.

Despite, the significant increase in PCs and digital technology sector, office products achieved the highest EBITDA both in absolute figures and as a percentage to total sales. EBITDA margin decreased in all product categories and as a result the total EBITDA remained stable to 13 m. Euros, while the margin decreased by 53 b.p. to 3,75%.

The distribution of consolidated assets and liabilities for 31.12.2020 and 31.12.2019 per segment is analyzed as follows:

Office PCs & Digital Domestic
31.12.2020 Products Technology Telecommunications Appliances / Other Total
Assets of the Sector 25.630 40.172 16.632 6.112 88.546
Non distributed Assets - - - - 140.227
Consolidated Assets 228.773
Office PCs & Digital Domestic
31.12.2020 Products Technology Telecommunications Appliances / Other Total
Liabilities of the Sector 11.611 18.198 7.534 2.769 40.112
Non distributed Liabilities - - - - 188.662
Consolidated Liabilities 228.773
Office PCs & Digital Domestic
31.12.2019 Products Technology Telecommunications Appliances / Other Total
Assets of the Sector 24.161 32.819 15.484 2.342 74.806
Non distributed Assets - - - - 124.572
Consolidated Assets 199.378
Office PCs & Digital Domestic
31.12.2019 Products Technology Telecommunications Appliances / Other Total
Liabilities of the Sector
Non distributed Liabilities 10.961 14.889 7.025 1.063 33.936
Consolidated Liabilities - - - - 165.442
199.378

The home-country of the Company – which is also the main operating country –, is Greece. The Group's turnover is produced mainly in Greece by 97% (before deletions), while the Group has, also, activities in Bulgaria. In 2020, the subsidiary achieved an increase in sales of more than 5%.

Sales Total Assets

01.01.2020 - 31.12.2020 31.12.2020
Greece 346.505 226.525
Bulgaria 11.859 5.908
Consolidated Sales / Assets (after the necessary omissions) 354.634 228.773
Sales Total Assets
01.01.2019 - 31.12.2019 31.12.2019
Greece 309.623 197.582
Bulgaria 11.261 5.222
Consolidated Sales / Assets (after the necessary omissions) 317.149 199.378

Sales refer to the country where the customers are located. Assets refer to their geographical location.

6. Tangible Assets

(Figures in thousand €)

The tangible and intangible assets of the Group and the Company are analyzed as follows:

THE GROUP

Land & Buildings Furniture & Other
Equipment
Under
construction
Assets
Total
58.350 15.028 0 73.378
737 627 53 1.417
0 (370) 0 (370)
0 53 (53) 0
59.087 15.339 0 74.425
Depreciation
Book Value on January 1st 2020 (24.562) (12.326) 0 (36.888)
Additions (1.794) (1.098) 0 (2.892)
Disposals 0 370 0 370
Transfers 0 0 0 0
Book value on December 31st 2020 (26.356) (13.053) 0 (39.409)
Net Book value on December 31st 2020 32.731 2.285 0 35.016
Net Book value on December 31st 2019 33.788 2.702 0 36.491

THE GROUP

Tangible Assets Land & Buildings Furniture & Other
Equipment
Under
construction
Assets
Total
Acquisition Value
Book Value on January 1st 2019 48.949 13.375 2.408 64.731
Additions 2.934 2.070 4.895 9.899
Disposals 34 (1.286) 0 (1.252)
Transfers 6.434 869 (7.303) 0
Book value on December 31st 2019 58.350 15.028 0 73.378
Depreciation
Book Value on January 1st 2019 (22.938) (12.094) 0 (35.032)
Additions (1.623) (1.518) 0 (3.141)
Disposals 0 1.286 0 1.286
Transfers 0 0 0 0
Book value on December 31st 2019 (24.562) (12.326) 0 (36.888)
Net Book value on December 31st 2019 33.788 2.702 0 36.491
Net Book value on December 31st 2018 26.010 1.281 2.408 29.699

THE COMPANY

Tangible Assets Land & Buildings Furniture & Other
Equipment
Under
construction
Assets
Total
Acquisition Value
Book Value on January 1st 2020 58.350 14.705 0 73.054
Additions 737 618 53 1.407
Disposals 0 (363) 0 (363)
Transfers 0 53 (53) 0
Book value on December 31st 2020 59.087 15.012 0 74.099
Depreciation
Book Value on January 1st 2020 (24.562) (12.089) 0 (36.651)
Additions (1.794) (1.070) 0 (2.864)
Disposals 0 363 0 363
Transfers 0 0 0 0
Book value on December 31st 2020 (26.356) (12.796) 0 (39.152)
Net Book value on December 31st 2020 32.731 2.216 0 34.947
Net Book value on December 31st 2019 33.788 2.615 0 36.404

THE COMPANY

Tangible Assets Land & Buildings Furniture & Other
Equipment
Under
construction
Assets
Total
Acquisition Value
Book Value on January 1st 2019 48.949 13.062 2.408 64.418
Additions 2.934 2.026 4.895 9.854
Disposals 34 (1.252) 0 (1.218)
Transfers 6.434 869 (7.303) 0
Book value on December 31st 2019 58.350 14.705 0 73.054
Depreciation
Book Value on January 1st 2019 (22.938) (11.848) 0 (34.787)
Additions (1.623) (1.493) 0 (3.116)
Disposals 0 1.252 0 1.252
Transfers 0 0 0 0
Book value on December 31st 2019 (24.562) (12.089) 0 (36.651)
Net Book value on December 31st 2019 33.788 2.615 0 36.404
Net Book value on December 31st 2018 26.010 1.213 2.408 29.631

There are no mortgages or collateral on the tangible fixed assets of the Group and the Company.

The total acquisition of fixed assets of the Group and the Company for 2020 amounted to 1.417 th. € and 1.407th. €, respectively. The total acquisition of fixed assets of the Group and the Company for 2019 amounted to 9.899 th. € and 9.854 th. €, respectively. The disposals appeared above for the current period concern fully depreciated fixed assets.

7. Right-of-use Assets

(Figures in thousand €)

The right-of-use assets of the Group and the Company are analyzed below:

THE GROUP

Right-of-use Assets Buildings Means of Transport Total
Net Book Value on January 1st 2020 34.487 582 35.069
Additions 0 33 33
Disposals 0 (2) (2)
Lease Modifications 3.806 0 3.806
Depreciation (4.442) (266) (4.708)
Net Book value on December 31st 2020 33.851 348 34.199

ANNUAL FINANCIAL REPORT 2020 ANNUAL FINANCIAL STATEMENTS

THE GROUP

Right-of-use Assets Buildings Means of Transport Total
Net Book Value on January 1st 2019 38.633 101 38.734
Additions 0 704 704
Disposals 0 (19) (19)
Lease Modifications 310 (3) 307
Depreciation (4.456) (202) (4.658)
Net Book value on December 31st 2019 34.487 582 35.069

THE COMPANY

Right-of-use Assets Buildings Means of Transport Total
Net Book Value on January 1st 2020 32.189 582 32.771
Additions 0 33 33
Disposals 0 (2) (2)
Lease Modifications 3.427 0 3.427
Depreciation (4.275) (266) (4.541)
Net Book value on December 31st 2020 31.342 348 31.689

THE COMPANY

Right-of-use Assets Buildings Means of Transport Total
Net Book Value on January 1st 2019 36.181 101 36.282
Additions 0 704 704
Disposals 0 (19) (19)
Lease Modifications 310 (3) 307
Depreciation (4.302) (202) (4.504)
Net Book value on December 31st 2019 32.189 582 32.771

As part of the measures to support the Greek economy, Plaisio had the opportunity to pay reduced rents. The accounting for the reduction was done by the method of modification, i.e. its benefit, which is estimated at 984 th. € for the Group and 942 th. € for the Company is divided into the remaining years of the lease while the present value of the liability was recalculated using the updated interest rate as provisioned by the IFRS standard. The positive impact on the Group's results for the first half of 2020 from the above rent reductions, is estimated at about 250 th. Euro, while the remaining benefit will be realized in the next financial years.

The Group has various lease contracts for stores, offices and warehouses. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.

From 1 January 2019, leases are recognized as a right-of-use asset and a corresponding lease liability.

8. Intangible Assets

(Figures in thousand €)

Intangible Assets Under Construction
Assets
Intangible Assets Total
Acquisition Value
Book Value on January 1st 2020 0 6.831 6.831
Additions 0 378 378
Disposals 0 0 0
Transfers 0 0 0
Book value on December 31st 2020 0 7.210 7.210
Depreciation
Book Value on January 1st 2020 0 (4.871) (4.871)
Additions 0 (258) (258)
Disposals 0 0 0
Transfers 0 0 0
Book value on December 31st 2020 0 (5.129) (5.129)
Net Book value on December 31st 2020 0 2.081 2.081
Net Book value on December 31st 2019 0 1.960 1.960
THE GROUP
Intangible Assets Under Construction
Assets
Intangible Assets Total
Acquisition Value
Book Value on January 1st 2019 1.399 5.428 6.828
Additions 250 338 589
Disposals 0 (585) (585)
Transfers (1.650) 1.650 0
Book value on December 31st 2019 0 6.831 6.831
Depreciation
Book Value on January 1st 2019 0 (5.358) (5.358)
Additions 0 (98) (98)
Disposals 0 585 585
Transfers 0 0 0
Book value on December 31st 2019 0 (4.871) (4.871)
Net Book value on December 31st 2019 0 1.960 1.960
Net Book value on December 31st 2018 1.399 71 1.470

THE COMPANY

Intangible Assets Under Construction Intangible Assets Total
Assets
Acquisition Value
Book Value on January 1st 2020 0 6.797 6.797
Additions 0 378 378
Disposals 0 0 0
Transfers 0 0 0
Book value on December 31st
2020
0 7.176 7.176
Depreciation
Book Value on January 1st 2020 0 (4.838) (4.838)
Additions 0 (258) (258)
Disposals 0 0 0
Transfers 0 0 0
Book value on December 31st 2020 0 (5.096) (5.096)
Net Book value on December 31st 2020 0 2.079 2.079
Net Book value on December 31st 2019 0 1.959 1.959
THE COMPANY
Intangible Assets Under Construction Assets Intangible Assets Total
Acquisition Value
Book Value on January 1st 2019 1.399 5.395 6.794
Additions 250 338 589
Disposals 0 (585) (585)
Transfers (1.650) 1.650 0
Book value on December 31st
2019
0 6.797 6.797
Depreciation
Book Value on January 1st 2019 0 (5.335) (5.335)
Additions 0 (89) (89)
Disposals 0 585 585
Transfers 0 0 0
Book value on December 31st 2019 0 (4.838) (4.838)
Net Book value on December 31st 2019 0 1.959 1.959
Net Book value on December 31st 2018 1.399 60 1.459

Intangible assets include mainly software and licenses for software (SAP R3, BW, CRM, etc.). The total acquisition of intangible assets were 378 th. € in 2020 and 589 th. € in 2019.

9. Group Structure and Method of Consolidation

(Figures in thousand €)

The companies that are included in the annual financial statements are the following:

ANNUAL FINANCIAL REPORT 2020 ANNUAL FINANCIAL STATEMENTS

Company Activity Country % Percentage Connection Consolidation Method
Plaisio Computers S.A. Trade of PCs and Office Parent Parent -
Products Greece
Plaisio Computers JSC Trade of PCs and Office 100% Direct Total Consolidation
Products Bulgaria
Plaisio Estate S.A. Development and 20% Direct Net Equity
Management of Real Greece
Estate
Plaisio Estate JSC Development and
Management of Real Bulgaria 20% Direct Net Equity
Estate

Participation in subsidiaries is the participation of the parent company Plaisio Computers S.A. in the share capital of the fully consolidated Plaisio Computers JSC. The percentage of participation of the parent company is 100% and no minority rights arise.

In the Company's financial statements, the participation in subsidiaries is displayed in cost. In the consolidated financial statements participation in subsidiary Plaisio Computers JSC is omitted. The value of participation in subsidiaries on December 31st 2020:

PARTICIPATION OF PARENT COMPANY IN SUBSIDIARIES

31.12.2020 31.12.2019
Plaisio Computers JSC 4.072 4.072

The participation in affiliated companies on December 31st 2020 and December 31st 2019 is analyzed as follows:

PARTICIPATION IN AFFILIATED COMPANIES THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Plaisio Estate S.A. 841 911 13 13
Plaisio Estate JSC 234 242 212 212
Total participation in affiliated companies 1.076 1.153 225 225

The participation in affiliated companies is presented at acquisition cost in the Company's financial statements.

Plaisio Estate JSC took the decision on 23.06.2020 to distribute to the Company 10 th. € as dividend for the corporate year 2019. The dividend paid on 23.07.2020. Plaisio Computers JSC took the decision on 22.06.2020 to distribute to the Company 28 th. € as dividend for the corporate year 2019. The dividend was paid on 23.07.2020. Finally, during the fiscal year, Plaisio Estate SA decided at the annual Ordinary General Meeting of its shareholders that took place on 22.07.2020, to pay to the Company a dividend for the year 2019, amounting to 74 th. €. The dividend paid on 28.08.2020.

The changes in the participations that are accounted for with the method of Net Equity concern the proportion to the results of the affiliates.

The changes in participations that are consolidated via net equity are analyzed as follows:

2020 2019
1st January 1.153 1.142
Capital Increase / (Decrease) 0 0
Percentage of results from participations accounted with the method of Net Equity 6 20
Dividend from participations accounted with the method of Net Equity (84) (9)
31st December 1.076 1.153

10. Other Investments

(Figures in thousand €)

Other investments consist of portfolio investments in companies not listed in organized stock markets. According to IAS 32 and 9, these investments are displayed in the financial statements at their acquisition cost less any provision for devaluation.

Other long-term investments on December 31st 2020 and December 31st 2019 are analyzed as follows:

OTHER INVESTMENTS THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
High-tech Park Acropolis Athens S.A. 454 454 454 454
High-tech Park Technopolis Thessalonica S.A. 30 30 30 30
Interaction Connect S.A. 14 14 14 14
Pancretan Cooperative Bank 10 10 10 10
Bank of Chania 10 10 10 10
519 519 519 519
Impairement High-tech Park Acropolis Athens S.A. (484) (484) (484) (484)
Total other long-term investments 34 34 34 34

The participation of the Company in the above companies on December 31st 2020 was:

Percentage of
Participation
Country of
Incorporation
High-tech Park Acropolis Athens S.A. 3,46% Greece
High-tech Park Technopolis Thessalonica S.A. 2,21% Greece
Interaction Connect S.A. 14,30% Luxembourg
Pancretan Cooperative Bank 0,02% Greece
Bank of Chania 0,02% Greece

11. Other non-current assets

(Figures in thousand €)

Other non-current assets include, mainly, long-term guarantees and receivables that are going to be collected after the end of the following period. In particular, other non-current assets on December 31st 2020 and December 31st 2019 are analyzed as follows:

OTHER NON-CURRENT ASSETS THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Long-term guarantees 629 766 629 756
Total 629 766 629 756

12. Inventories

(Figures in thousand €)

The Group and Company's inventories on December 31st 2020 and December 31st 2019 are analyzed as follows:

INVENTORIES THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Inventories of merchandise 64.477 55.714 63.002 54.115
Inventories of finished products 590 573 590 573
Inventories of raw materials 15 14 15 14
Inventories of consumables 793 843 793 843
Down payments to vendors 3.747 2.698 3.747 2.698
69.622 59.842 68.147 58.243
Minus: Provision for devaluation (8.338) (6.470) (8.295) (6.441)
Net realizable value of inventories 61.284 53.371 59.852 51.802

The Group takes all the necessary precautions (insurance, security) in order to minimize the risk and contingent damages from loss of inventory from natural disasters, thefts etc. The group is activated in the high technology area, where the danger of technological devaluation is increased; the management examines constantly the net realizable value of stock and forms all the necessary provisions so that the value in the financial statements matches the true value.

On 31.12.2020, the inventory increased but was in line with the increase in sales. As are result, the inventory turnover did not deteriorate and remained at around 77 days. Moreover, the provision for devaluation as a percentage to total inventory increased to 12% compared to 10,8% in 2019. In any case, the Company estimates that due to the efficient distribution and logistics operations, has not overstocked and as a result, there is no increased risk of devaluation.

The Management evaluates in continuous basis the optimal level of inventories as well as the level of related provisions taking into account the inventory turnover.

13. Trade and other receivables

(Figures in thousand €)

The Group and the Company's trade and other receivables on December 31st 2020 and December 31st 2019 are analyzed as follows:

TRADE AND OTHER RECEIVABLES THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Receivables from customers 27.972 21.005 27.450 20.252
Cheques and bills receivables 1.972 2.332 1.972 2.332
Receivables prior to Impairments 29.944 23.338 29.421 22.584
Minus: Impairment (2.681) (1.903) (2.583) (1.812)
Net Receivables customers 27.262 21.435 26.838 20.771
Receivables from subsidiaries 0 0 449 287
Receivables from associates 0 0 0 0
Total trade and other receivables 27.262 21.435 27.287 21.059

The balances of the customers increased by € 6,606 th. or by 31,4%, a fact that led to an increase in the percentage of the formed provision on the receivables for the current year. The bad debt provision increased by 80 b.p. to 9% of the total receivables.

In any case, the Management examines the amount of receivables; taking into account historical data and the respective market trends in order to form high level of provision in relation with the trade receivables and to control the risk. The changes in provisions of bad-debts are as follows:

THE GROUP THE COMPANY
2020 2019 2020 2019
Provision of Doubtful Receivables 01/01 1.903 2.855 1.812 2.774
Net change of Provision 779 (953) 771 (962)
Provision of Doubtful Receivables 31/12 2.681 1.903 2.583 1.812

The above mentioned bad-debt provision includes:

a) a strictly defined provision for all the customers that have been characterized as doubtful,

b) a specific provision for all the customers that have overdue balances based on the ageing of their balances,

c) a provision, based on the increased level of risk because of the conditions of the economic environment, taking in consideration: 1) the reduced liquidity of Greek businesses and 2) the difficult access to bank financing.

It is noted that this provision includes also non-overdue receivables. For this provision the balances of all the customers have been taken into account, with the exception of the receivables from Plaisio Computers JSC, as it is considered that there is no risk of non-collection for these particular balances.

d) the Group has already moved to a provision for the balances from the Public Sector. It is noted that in the aforementioned provision includes non-overdue balances as well.

The receivables from customers are analyzed as follows:

2020 2019
Receivables Receivables
before Impairment Receivables after before Impairment Receivables after
THE GROUP Impairment impairment Impairment impairment
Receivables from
Associates 0 0 0 0 0 0
Less than 90 days 28.767 (1.505) 27.262 22.530 (1.095) 21.435
Delayed 91-180 days 403 (403) 0 256 (256) 0
Delayed 181 + days 772 (772) 0 552 (552) 0
Total 29.944 (2.681) 27.262 23.338 (1.903) 21.435
2020 2019
THE COMPANY Receivables
before
Impairment
Impairment Receivables after
impairment
Receivables
before
Impairment
Impairment Receivables after
impairment
Receivables from 449 0 449 287 0 287
Subsidiaries
Receivables from 0 0 0 0 0 0
Associates
Less than 90 days 28.337 (1.499) 26.838 21.863 (1.091) 20.771
Delayed 91-180 days 403 (403) 0 243 (243) 0
Delayed 181 + days 681 (681) 0 478 (478) 0
Total 29.870 (2.583) 27.287 22.871 (1.812) 21.059

It is noted that as in a fixed manner the Company does, every delayed receivable of more than 90 days is impaired.

14. Other receivables

(Figures in thousand €)

The other receivables of the Group and the Company on 31.12.2020 and 31.12.2019 are analyzed as follows:

OTHER RECEIVABLES THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Income Tax Assets 2 1.327 2 1.327
Deferred expenses 1.347 1.308 1.335 1.293
Other receivables 3.918 5.305 3.828 5.202
5.267 7.940 5.165 7.823

All the above receivables are short-term and there is no need to discount them at the date of the balance sheet. Other receivables refer to down payments, accommodation money to personnel, vendor's advance payments and pre-calculated purchase discounts. Receivables from Public Sector concern the debit balance of the account "Income Tax", the amount appears reduced due to the offsetting of the relevant receivable with current liabilities. The Group in each balance sheet date conducts impairment test for the aforementioned receivables.

15. Cash and cash equivalents

(Figures in thousand €)

Cash and Cash equivalents for the Group and the Company on 31.12.2020 and 31.12.2019 are analyzed as follows:

CASH AND CASH EQUIVALENTS THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Cash in hand 2.883 3.850 2.857 3.809
Cash at Banks 55.586 34.450 54.257 34.028
Short-term Bank deposits 0 890 0 890
Total 58.469 39.190 57.114 38.728

The composition of cash and cash equivalents per currency is the following (all amounts are in the euro € currency)

THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Euro 55.295 35.460 54.914 35.447
Other Currencies 3.173 3.730 2.200 3.281
Total 58.469 39.190 57.114 38.728

Cash and cash equivalents increased by 49%. Simultaneously, the Group increased the ratio of Euro to cash (from 90,5% to 94,6%). The Management examines the cash and cash equivalents structure regarding the distribution of the cash to the currencies in a continuous basis and restructure it whenever it is needed. The above-mentioned amounts are presented in the cash flow statement.

16. Share capital and difference above par

(Figures in €)

The share capital of the Company is analyzed as follows:

Number of shares Par Value Share capital Above par Total
1
st January 2020
22.075.665 0,33 7.285 844 8.129
31st December 2020 22.075.665 0,33 7.285 844 8.129

The shares of the Company are traded at the Athens Stock Exchange.

Τhe share capital of the Company ended to 7.285 th. Euro and divided into 22.075.665 common shares of nominal value thirty three eurocents (0,33) each. The Company does not hold any treasury shares both on the date of approval and on the date of the Financial Statements.

17. Reserves

(Figures in thousand €)

The rest of the reserves of the Group and the Company on 31.12.2020 and 31.12.2019 are analysed as follows:

Actuarial Losses
Legal Reserves Special Reserves Other Reserves Reserves Total
THE GROUP
1 January 2019 4.751 20.338 697 (888) 24.898
Changes during the year 19 0 49 (279) (211)
31 December 2019 4.770 20.338 746 (1.166) 24.687
1 January 2020 4.770 20.338 746 (1.166) 24.687
Changes during the year 0 0 112 (353) (241)
31 December 2020 4.770 20.338 858 (1.519) 24.447
Actuarial Losses
Legal Reserves Special Reserves Other Reserves Reserves Total
THE COMPANY
1 January 2019 4.644 20.159 697 (888) 24.612
Changes during the year 0 0 49 (279) (230)
31 December 2019 4.644 20.159 746 (1.166) 24.382
1 January 2020 4.644 20.159 746 (1.166) 24.382
Changes during the year 0 0 112 (353) (241)
31 December 2020 4.644 20.159 858 (1.519) 24.142

(a) Statutory reserve

A legal reserve is created under the provisions of Greek law (Law 4548/2018) according to which, an amount of at least 5% of the profit (after tax) for the year must be transferred to the reserve until it reaches one third of the paid share capital. The legal reserve can only be used, after approval of the Annual General Assembly of the shareholders, to offset retained losses and therefore cannot be used for any other purpose.

(b) Special reserves

The special reserves includes a) a reserve that was created following a decision of the Annual General meeting in prior periods. This reserve was not created for any specific purpose and can therefore be used for any reason following approval from the Annual General Assembly and b) reserves which were created under the provisions of Greek law. The before-mentioned reserves have been created by already taxed profit and therefore are not taxed furthermore in case they are distributed or capitalized. In the special reserves, an amount of 4.894 th. Euro is included, which refers to Reserves formed with the first adoption of IFRS that was realized on January 1st 2005.

(c) Other Reserves

Other reserves are created under the provisions of tax law from tax free profits, income, or profits taxed under special provisions.

The above-mentioned reserves can be capitalized or distributed, after the approval of the Annual General meeting, after taking into consideration the restrictions which will apply at each time.

With article 72 of the law 4172/2013, the non-distributed or capitalized tax free reserves of entities as stated in the last financial statement before 01.01.2014 are taxed with a tax rate of 19%. From 01.01.2015, it is not allowed to keep special accounts for tax-free reserves.

(d) Actuarial Losses Reserves

As a consequence of adopting the amended IAS 19, the Group changed the accounting policy regarding the recognition of actuarial losses and profits, arising from the before mentioned benefit plan of employees. An analytical presentation of the way of formation of this particular reserve and also of the effect of this change of policy is presented in Note 20.

18. Loans

(Figures in th. euro)

The liabilities for loans for the Group and the Company on 31.12.2020 and 31.12.2019 are analyzed as follows:

LOANS THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Long Term Loans
Bond Loans 15.360 6.900 15.360 6.900
Total Long Term Loans 15.360 6.900 15.360 6.900
Short Term Loans
Bank Loans 0 0 0 0
Bond Loans 3.540 2.040 3.540 2.040
Total Short Term Loans 3.540 2.040 3.540 2.040
Total Loans 18.900 8.940 18.900 8.940

The changes in the amounts of the Loans are analyzed as follows:

THE GROUP Amounts due in the next one year Amounts due in more than a year Total
Balance on 01 January 2019 2.333 8.940 11.273
Cash Flows
Proceeds from issued borrowings 14.500 0 14.500
Re-payments of borrowings (16.833) 0 (16.833)
Balance on 31 December 2019 0 8.940 8.940
Reclassification from long-term to
short-term debt
2.040 (2.040) 0
Balance on 31 December 2019 2.040 6.900 8.940

THE GROUP Amounts due in the next one year Amounts due in more than a year Total
Balance on 01 January 2020 2.040 6.900 8.940
Cash Flows
Proceeds from issued borrowings 3.000 12.000 15.000
Re-payments of borrowings (5.040) 0 (5.040)
Balance on 31 December 2020 0 18.900 18.900
Reclassification from long-term to
short-term debt 3.540 (3.540) 0
Balance on 31 December 2020 3.540 15.360 18.900
THE COMPANY Amounts due in the next one year Amounts due in more than a year Total
Balance on 01 January 2019 2.333 8.940 11.273
Cash Flows
Proceeds from issued borrowings 14.500 0 14.500
Re-payments of borrowings (16.833) 0 (16.833)
Balance on 31 December 2019 0 8.940 8.940
Reclassification from long-term to
short-term debt 2.040 (2.040) 0
Balance on 31 December 2019 2.040 6.900 8.940
THE COMPANY Amounts due in the next one year Amounts due in more than a year Total
Balance on 01 January 2020 2.040 6.900 8.940
Cash Flows
Proceeds from issued borrowings 3.000 12.000 15.000
Re-payments of borrowings (5.040) 0 (5.040)
Balance on 31 December 2020 0 18.900 18.900
Reclassification from long-term to
short-term debt 3.540 (3.540) 0
Balance on 31 December 2020 3.540 15.360 18.900

The expiration dates of the long-term loans of the Group and the Company are the following:

EXPIRATION DATES OF THE LOANS THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Between 1 and 2 years 3.640 2.040 3.640 2.040
Between 2 and 5 years 10.420 4.860 10.420 4.860
Over 5 years 1.300 0 1.300 0
15.360 6.900 15.360 6.900

In 2020, total debt increased to 18.900 th. € from 8.940 th. € on 31.12.2019.

The level of the interests is influenced by many factors which have been analysed on the unit "Interest rate risk".

The bond loans appeared an increase of 10,0 m. € compared to the end of 2019 and refers to:

• 5-year common Bond Loan, non-convertible to stocks of 3.000 th. € with a floating rate. The empowered for the bank payments and the representative of the Bond holders was appointed the bank Eurobank Ergasias S.A.. The

amount of 2.700 th. € (initial amount: 6.000 th. €) was contracted with Eurobank Ergasias S.A. and the remaining 300 th. € with Eurobank Private Bank Luxembourg S.A..

  • 6-year common Bond Loan, non-convertible to stocks of 3.900 th. € with a floating rate. The empowered for the bank payments and the representative of the Bond holders was appointed the bank National Bank of Greece S.A.. The amount of 3.783 th. € (initial amount: 6.000 th. €) was contracted with National Bank of Greece S.A. and the remaining 117 th. € with NBG Bank Malta LTD.
  • 6-year common Bond Loan, non-convertible to stocks of 6.000 th. € with a floating rate. The empowered for the bank payments and the representative of the Bond holders was appointed the bank Eurobank Ergasias S.A.. The amount of 6.000 th. € was contracted with Eurobank Ergasias S.A..
  • 5-year common Bond Loan, non-convertible to stocks of 6.000 th. € with a floating rate. The empowered for the bank payments and the representative of the Bond holders was appointed the bank National Bank of Greece S.A.. The amount of 6.000 th. € was contracted with National Bank of Greece S.A..

The Company and the Group fully satisfy all the terms and indicators of loans at each valuation date. The level of the interest rates are in a satisfactory level due to the capital structure of the Group, the positive cash flows that appear at the operating level, the long-term consistency in repaying its financial liabilities and the relationship it maintains with the banks. In this regard, the exceptional liquidity of the Group is highlighted, which is evidenced by the fact that the Group's cash and cash equivalents, both in recent years and on 31.12.2020, exceed all of its debt.

19. Deferred Income Tax

(Figures in th. euro)

The deferred income tax for the Group and the Company on 31.12.2020 and on 31.12.2019 is analyzed as follows:

THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Deferred tax liabilities 644 1.077 644 1.077
Deferred tax assets 4.101 3.044 4.076 3.028
3.457 1.968 3.431 1.951

The change in the deferred tax liabilities and deferred tax assets for the Group and the Company without taking into account the offsetting of balances of the same period is analyzed as follows:

DEFERRED TAX LIABILITIES

Difference in Valuation of Derivative
THE GROUP depreciation Contracts Total
1- Jan -19 1.315 95 1.410
Debit/(Credit) in the P&L Statement (348) 15 (333)
31- Dec -19 966 110 1.077
1- Jan -20 966 110 1.077
Debit/(Credit) in the P&L Statement (360) (72) (432)
31- Dec -20 606 38 644
Difference in Valuation of Derivative
THE COMPANY depreciation Contracts Total
1- Jan -19 1.315 95 1.410
Debit/(Credit) in the P&L Statement (348) 15 (333)
31- Dec -19 966 110 1.077
1- Jan -20 966 110 1.077
Debit/(Credit) in the P&L Statement (360) (72) (432)
31- Dec -20 606 38 644

DEFERRED TAX ASSETS

Provision for Provision for Actuarial
Provision for personnel devaluation of Other Tax Profits
THE GROUP Receivables compensation stock Provisions Losses Reserve Total
1-Jan-19 645 183 2.243 792 0 296 4.160
(Debit)/Credit in
the P&L (283) 2 (694) (161) 0 0 (1.136)
Statement
(Debit)/Credit in
Equity - - - - - 72 72
(Debit)/Credit in
Retained Earnings - - - (53) - - (53)
(IFRS 16)
31-Dec-19 365 185 1.549 577 0 368 3.044
1-Jan-20 365 185 1.549 577 0 368 3.044
(Debit)/Credit in
the P&L 160 17 446 323 0 0 946
Statement
(Debit)/Credit in
Equity - - - - - 112 112
(Debit)/Credit in
Retained Earnings - - - - - - -
(IFRS 16)
31-Dec-20 524 202 1.995 901 0 480 4.101

Provision for Provision for Actuarial
Provision for personnel devaluation of Other Tax Profits
THE COMPANY Receivables compensation stock Provisions Losses Reserve Total
1-Jan-19 640 183 2.241 791 0 296 4.150
(Debit)/Credit in
the P&L (284) 2 (695) (165) 0 0 (1.142)
Statement
(Debit)/Credit in
Equity - - - - - 72 72
(Debit)/Credit in
Retained
Earnings (IFRS - - - (53) - - (53)
16)
31-Dec-19 355 185 1.546 573 0 368 3.028
1-Jan-20 355 185 1.546 573 0 368 3.028
(Debit)/Credit in
the P&L 159 17 445 316 0 0 937
Statement
(Debit)/Credit in
Equity - - - - - 112 112
(Debit)/Credit in
Retained
Earnings (IFRS - - - - - - -
16)
31-Dec-20 514 202 1.991 889 0 480 4.076

The Deferred tax assets and liabilites are offset when there is a legal right that makes it applicable to offset current net tax assets over liabilities and when the Deferred Taxes refer to the same tax authority.

Deferred tax liabilities and assets are presented offset in the figure "Deferred Tax Assets" in the statement of financial position as at 31.12.2020, given that the financial statements of the subsidiary company Plaisio Computers JSC, do not present Deferred Tax Liability but only asset.

According to the provisions of article 22 of the l. 4646/2019, the income tax rate for legal entities (except financial institutions) in Greece is 24% for the income earned of the tax year 2019 onwards. The relative effect is analyzed in note 25.

20. Provisions for pensions and similar commitments

(Figures in thousand €)

According to the labor law, employees are entitled of compensation in case they are dismissed or retired, the amount of which differs according to the wage, the years of experience and the way of their leave (dismissal or retirement). Employees that resign or are rationally dismissed are not entitled to any compensation. In Greece, employees that retire are entitled to 40% of such compensation according to the Law 2112/1920. Those schemes are not financed and are the part of specified compensation schemes according to IAS 19.

The Group had an independent actuarial study done on personnel compensation according to IAS 19.

The evolvement of the net liability, in the Statement of Financial Position, after the adoption of the amended IAS 19, is analyzed below:

THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Net Liability at beginning of the year 2.305 1.916 2.305 1.916
Benefits paid by the Group (177) (231) (177) (231)
Expense recognized in the income statement 246 269 246 269
Actuarial loss / (gain) 464 351 464 351
Net Liability at year-end 2.839 2.305 2.839 2.305

The details and basic principles of the actuarial study for the periods ending on 31.12.2020 and 31.12.2019 are analyzed as follows:

THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Service Cost 179 116 179 116
Amended Past Service Cost 0 20 0 20
Interest Cost 23 34 23 34
Termination Benefits/ Impact of Curtailments /
Settlements
44 99 44 99
Total Charge to Income Statement 246 269 246 269
THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
MAIN ACTUARIAL PRINCIPLES
Discount rate 0,40% 1,00% 0,40% 1,00%
Rate of compensation increase 2,20% 2,20% 2,20% 2,20%
THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Actuarial (gains)/losses of commitment for defined
benefit plans due to empirical adjustments
183 165 183 165
Actuarial (gains)/losses of commitment for defined
benefit plans due to change of admissions
281 187 281 187
Actuarial (Gains)/Losses of the period 464 351 464 351
Corresponding Deferred Tax (111) (88) (111) (88)
Deferred Tax due to change of the Tax Rate 0 15 0 15
Total 353 279 353 279

The effect on the present value of the commitment for certain benefits when we have a variation of the discount exchange rate of +/- 0,5%, is +/- 10% on 31.12.2020.

21. Provisions

(Figures in thousand €)

The balances of accounts of provisions for the Group and the Company on December 31st 2020 and December 31st 2019 are analyzed respectively as follows:

PROVISIONS THE GROUP THE COMPANY
Note 31.12.2020 31.12.2019 31.12.2020 31.12.2019
Long-term provisions
Provision for computer guarantees 800 1.017 800 1.017
Total short-term provisions 800 1.017 800 1.017

The Company has formed provision of total amount of 800 th. Euro for computer guarantees given to its customers. This provision has been revaluated in the end of each financial year.

22. Deferred Income

(Figures in thousand €)

The investment that took shape in Magoula Attikis, came under the provisions of the development law 3299/2004 (subjection decision 32278/YPE/4/00513/N.3299/2004). Part of government grant amounted to € 2.153 th., received by the company during 2010, is included in short and long-term liabilities and acts deductive to the relative cost of depreciations. Moreover, with 18420/ΥΠΕ/4/00513/Ε/Ν.3299/28.4.2011 decision of the undersecretary of competitiveness and shipping the completion of the investment was certified and the cost and commencement of the productive operation of the investment was finalized. With the above mentioned decision the remainder of the subsidy was approved, amounting to 2.259 th. €. It is noted that the total amount of the subsidy came up to 4.412 th. €.

State grants are posted in their value when there is the certainty that the grant will be collected and the Group will comply to all the relevant terms.

The state grants that are intended for the purchase of tangible assets are posted under long term liabilities and are posted in the Income Statement through the method of depreciation based on remaining lifetime of the fixed assets that the grant refers to. For this year 01.01.2020-31.12.2020 the depreciation of grants came up to 61 th. €.

The state grants that concern expenses are deferred and posted directly in Income Statement, when the granted expense is posted, so that the expense and the income is matched.

STATE GRANTS THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Long-Term 2.242 2.303 2.242 2.303
Short-Term (Note 23) 81 81 81 81
2.323 2.384 2.323 2.384

23. Suppliers and related current liabilities

(Figures in thousand €)

Suppliers and related current liabilities for the Group and the Company on 31.12.2020 and 31.12.2019 are analyzed as follows:

SUPPLIERS AND RELATED CURRENT LIABILITIES THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Trade payables 40.112 33.936 39.625 33.241
Advance payments of clients 0 0 0 0
Payable Dividends 21 26 21 26
Liabilities to insurance companies 1.253 1.366 1.253 1.366
Deferred Income (Note 22) 81 81 81 81
Creditors 10.265 7.418 10.265 7.410
Other current liabilities 3.799 2.048 3.788 2.048
Current Contract Liabilities 4.807 1.986 4.686 1.944
60.338 46.861 59.719 46.116

All the aforementioned liabilities are short-term and there is no need to be discounted at the date of the Balance Sheet. The increase in trade payables reflects the increase in purchases as a result of increased sales and inventories, especially, that of domestic appliances which tripled their sales in 2020.

The other short-term liabilities include a provision of 246 th. € for non-performing consumer loans issued in cooperation with the National Bank. In this context and based on historical data, the Company made the above forecast.

24. Other Income

(Figures in thousand €)

The Other Income of the Group and of the Company for 2020 and 2019 are analyzed as follows:

OTHER INCOME THE GROUP THE COMPANY
01.01-31.12.2020 01.01-31.12.2019 01.01-31.12.2020 01.01-31.12.2019
Sales of waste material 7 18 7 18
Other income 447 338 427 311
Income from plastic bags 67 95 67 95
Reimbursements and other grants 5 6 5 6
Total 526 458 506 431

25. Income tax expense

(Figures in thousand €)

The income tax expense comes from the deduction out of the profits, of the non-deductible expenses that include provisions and expenses, not recognized from the tax legislation. These expenses are recalculated at each Balance Sheet

date. The income tax, according to the existing tax rates on the 31st of December 2020 (24%) and 2019 (24%) respectively, is analyzed as follows:

INCOME TAX THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Income tax expense 1.835 250 1.835 250
Deferred income tax (1.334) 811 (1.369) 808
Tax Audit Differences 0 0 0 0
Provision for un-audited tax years 0 0 0 0
Total 501 1.061 466 1.058

The reconciliation of the income tax and the amount from the implementation of the current income tax rate of the Group and the Company in Greece (2020: 24%, 2019: 24%) to the results before taxes, is presented below:

INCOME TAX THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Earnings before tax 3.610 3.008 3.367 2.970
Tax rate of the parent 24% 24% 24% 24%
Income tax 866 722 808 713
Effect of tax rates of other countries (48) (5) - -
Effect of changes of tax rates in
deferred tax 0 233 0 233
Non tax - deductible expenses 194 112 194 112
Tax deductible under governmental
relief measures against COVID-19 (536) 0 (536) 0
Provision for tax audit differences 0 0 0 0
Tax audit differences 0 0 0 0
Other 24 (2) 0 0
Total 501 1.061 466 1.058

According to the provisions of article 22 of the l. 4646/2019, the income tax rate for legal entities (except the financial institutions) in Greece is 24% for income earned since 01.01.2019. Based on IAS 12, the relevant effect accounted in the financial statements of 31.12.2019.

Since the 2011 financial year and on, all Greek Societe Anonyme and Limited Liability Companies that are required to prepare audited statutory financial statements must in addition obtain an "Annual Tax Certificate" as provided for by article 82 paragraph 5 of L. 2238/1994 and the article 65A of L.4174/2013. This "Annual Tax Certificate" must be issued by the same statutory auditor or audit firm that issues the audit opinion on the statutory financial statements. Upon completion of the tax audit, the statutory auditor or audit firm must issue to the entity a "Tax Compliance Report" which will subsequently be submitted electronically to the Ministry of Finance, by the statutory auditor or audit firm. This "Tax Compliance Report" must be submitted to the Ministry of Finance, within ten days of the date of approval of the financial statements by the General Meeting of Shareholders.

Ιn 2017 the Company received the Audit Report for any kind of tax liabilities for the years 2009 and 2010, which was completed in 2017. The additional tax and surcharges resulting from the tax audit and the implementation of c.l.

4446/2016, amounts to 613 th. Euro. The Company has provisioned in the corresponding years a total amount of 564 th. Euro and as a result the difference of 49 th. Euro had an impact in the results of the financial year 2017.

The Company received within 2021 from the tax authorities an audit order for the years 2015 and 2016. It is noted that for these years the Company has been audited within the process of issuing the annual tax certificate, as provided by article 65A of Law 4174 / 2013 and the corresponding tax compliance report has been issued without reservation by the company BDO Certified Auditors SA.

For the financial year of 2020, the tax auditing for issuing the "Tax Compliance Report", has already started and is being conducted by "BDO Certified Public Accountants S.A". The management team of the Company does not expect important tax liabilities to arise, other than those appearing to the financial statements.

26. Related party transactions

(Figures in thousand €)

The intra-company transactions of the Company on 31.12.2020 and 31.12.2019 can be analyzed as follows

PURCHASING COMPANY
Plaisio Plaisio
Computers Plaisio Estate Computers Plaisio Estate
INTRA-COMPANY SALES S.A. S.A. JSC JSC Buldoza S.A. Total
Plaisio Computers S.A. - 6 3.702 0 250 3.959
Plaisio Estate S.A. 597 - 0 0 0 597
Plaisio Computers JSC 27 0 - 0 0 27
Plaisio Estate JSC 0 0 80 - 0 80
Buldoza S.A. 0 0 0 0 - 0
Total 624 6 3.782 0 250 4.662

Intra-company transactions 31.12.2020

Intra-company transactions 31.12.2019

PURCHASING COMPANY

Plaisio
INTRA-COMPANY SALES Computers
S.A.
Plaisio Estate
S.A.
Plaisio
Computers JSC
Plaisio Estate
JSC
Buldoza S.A. Total
Plaisio Computers S.A. - 6 3.735 0 213 3.954
Plaisio Estate S.A. 747 - 0 0 0 747
Plaisio Computers JSC 0 0 - 0 0 0
Plaisio Estate JSC 0 0 120 - 0 120
Buldoza S.A. 1 0 0 0 - 1
Total 747 6 3.855 0 213 4.822

Intra-company receivables – liabilities 31.12.2020

COMPANY THAT HAS THE LIABILITY

Plaisio
COMPANY THAT HAS THE Computers Plaisio Estate Plaisio Plaisio Estate
RECEIVABLE S.A. S.A. Computers JSC JSC Buldoza S.A. Total
Plaisio Computers S.A. - 0 449 0 89 537
Plaisio Estate S.A. 7 - 0 0 0 7
Plaisio Computers JSC 0 0 - 0 0 0
Plaisio Estate JSC 0 0 0 - 0 0
Buldoza S.A. 0 0 0 0 - 0
Total 7 0 449 0 89 544

Intra-company receivables – liabilities 31.12.2019

COMPANY THAT HAS THE LIABILITY

COMPANY THAT HAS THE
RECEIVABLE
Plaisio
Computers
S.A.
Plaisio Estate
S.A.
Plaisio
Computers JSC
Plaisio Estate
JSC
Buldoza S.A. Total
Plaisio Computers S.A. - 0 287 0 77 364
Plaisio Estate S.A. 3 - 0 0 0 3
Plaisio Computers JSC 0 0 - 0 0 0
Plaisio Estate JSC 0 0 0 - 0 0
Buldoza S.A. 0 0 0 0 - 0
Total 3 0 287 0 77 367

The transactions with the members of the Board of Directors and the Management from the beginning of the period are analyzed as follows:

TRANSACTIONS WITH MEMBERS OF THE BOARD OF DIRECTORS AND KEY
MANAGERS
01.01.2020 - 31.12.2020
THE GROUP THE COMPANY
Transactions with members of the Board of Directors and Key Managers 692 692
Claims to members of the Board of Directors and Key Managers 0 0
692 692
TRANSACTIONS WITH MEMBERS OF THE BOARD OF DIRECTORS AND KEY
MANAGERS
01.01.2019 - 31.12.2019
THE GROUP THE COMPANY
Transactions with members of the Board of Directors and Key Managers 865 865
Claims to members of the Board of Directors and Key Managers 1 1
866 866

Key managers and the members of the Board of Directors are defined by IFRS 24. The transactions shown above include remuneration that consists of short-term benefits. In the current and the previous year there are no benefits after the service termination, other long-term benefits to the employees, benefits for early retirement and share based benefits.

27. Litigations

The Group has contingent liabilities and assets in relation to banks, other guarantees and issues that arrive from its normal operation, from which no important additional charges are expected to arise.

There are no litigations or other forms of commitments for the fixed assets which expected to significantly affect the companies of the Group.

Tax Certificate

Since the 2011 financial year and on, all Greek Societe Anonyme and Limited Liability Companies that are required to prepare audited statutory annual financial statements must in addition obtain an "Annual Tax Certificate" as provided for by article 82 paragraph 5 of L. 2238/1994. This "Annual Tax Certificate" must be issued by the same statutory auditor or audit firm that issues the audit opinion on the statutory financial statements. Upon completion of the tax audit, the statutory auditor or audit firm must issue to the entity a "Tax Compliance Report" which will subsequently be submitted electronically to the Ministry of Finance, by the statutory auditor or audit firm. The Ministry of Finance, according to aforementioned law, has the lawful right to choose a sample of companies, at least 9%, for statutory tax audit by the tax authorities of the Ministry. This statutory audit must be completed in an 18-month period from the submission of the "Tax Compliance Report" in the Ministry of Finance.

Since the 2014 financial year and on, the "Tax Compliance Report" became prospective for the companies of which the annual financial statements are mandatory audited. The "Tax Compliance Report" may substitute, in some cases, the audit from the Tax Authorities. However, the Tax Authorities retain the right to audit in later dates.

The un-audited tax periods for the companies of the Group on 31.12.2020 are presented as follows:

Plaisio Computers S.A.

The Company has received the "Tax Compliance Report" without any provision up to the corporate year ended 31.12.2019 and it has been audited by the Tax Authorities up to the corporate year 31.12.2010.

The Company received within 2021 from the tax authorities an audit order for the years 2015 and 2016. It is noted that for these years the Company has been audited within the process of issuing the annual tax certificate, as provided by article 65A of Law 4174/ 2013 and the corresponding tax compliance report has been issued without reservation by the company BDO Certified Auditors SA.

For the financial year of 2020, the tax auditing for issuing the "Tax Compliance Report", has already started and is being conducted by "BDO Certified Public Accountants S.A". The management team of the Company does not expect important tax liabilities to arise, other than those appearing to the financial statements.

Plaisio Estate S.A.

The Company has received the "Tax Compliance Report" up to the corporate year ended on 31.12.2019 and it has been audited by the Tax Authorities up to the corporate year ended on 31.12.2009. The corporate year 2010 has not been audited by the Tax Authorities, however, the right of the Public Sector to audit the corporate year 2010 has expired. For the financial year of 2020, the tax audit for issuing the "Tax Compliance Report", has already started and is conducted by

"BDO Certified Public Accountants S.A". The management team of the Company does not expect important tax liabilities to arise, other than those appearing to the financial statements.

Plesio Computers JSC

The Company has not been audited since the commencement of its operations in 2004.

Plesio Estate JSC

The Company has not been audited since the commencement of its operations in 2004.

28. Obligations

(Figures in thousand €)

Capital Liabilities

There are no capital expenses that have been taken up but have not been executed on 31.12.2020.

Letters of Guarantee

The parent Company has issued letters of guarantee as security of good contract execution with customers, etc. which amount to 2.347 th. € on 31st December 2020 (31 December 2019: 1.928 th. €). Also, the Company has letter of credits for imports of products which amount to 1.333 th. € (31 December 2019: 1.333 th. €).

29. Profit per Share

Basic Earnings per share are calculated by dividing the net profit that is distributed to the shareholders of the parent company, to the weighted average number of shares during the period, without taking into consideration the weighted average of treasury shares.

Diluted earnings per share are calculated by adjusting the weighted average number of ordinary shares outstanding, with the effects of all potential securities convertible into common shares.

The share capital of the Company ended to 7.285 th. Euro and divided into 22.075.665 common shares of nominal value thirty three eurocents (0,33) each.

The company has no potential titles convertible to common shares, so the diluted earnings per share are equal to the basic earnings per share.

PROFIT PER SHARE THE GROUP THE COMPANY
31.12.2020 31.12.2019 31.12.2020 31.12.2019
Profit/(Loss) attributable to equity holders
of the Company (in th. €)
3.109 1.947 2.901 1.912
Weighted Avg. No of shares (in th. €) 22.076 22.076 22.076 22.076
Basic Earnings per share (in €) 0,1408 0,0882 0,1314 0,0866

30. Dividend per Share

(Figures in thousand €)

On April 19 th 2021, the Board of Directors of the Company, decided to propose to the General Assembly of the Shareholders, the distribution of dividend of 0,05 eurocents per share (gross amount) of total amount of 1.104 th. € for the corporate year 2020. According to article 24 of c.l. 4646/2019 (Government Gazzette: A' 201) there is a 5% with-held tax to the incomes starting from 1.1.2020 onwards.

On May 28 th 2020, the Board of Directors of the Company, decided to propose to the General Assembly of the Shareholders, the distribution of dividend of 2 eurocents per share (gross amount) total amount of 442 th. Euro. According to article 24 of c.l. 4646/2019 (Government Gazzette: Α΄ 201) there is a 5% with-held tax to the incomes distributed from companies as dividends.

31. Number of personnel

The Group's and the Company's employed personnel on December 31st 2020 was 1.476 and 1.412 employees respectively. Accordingly, on December 31st 2019 the Group's and the Company's employed personnel was 1.403 and 1.336 employees respectively.

32. Post balance sheet events

There are no significant events that took place from the ending of this year and until the publication of the financial statements, that have an important consequence on the financial results of the Group and the Company, despite the below:

a) The Company received within 2021 from the tax authorities an audit order for the years 2015 and 2016. It is noted that for these years the Company has been audited within the process of issuing the annual tax certificate, as provided by article 65A of Law 4174 / 2013 and the corresponding tax compliance report has been issued without reservation by the company BDO Certified Auditors SA. The tax audit of the company for the years 2015 and 2016 is in progress.

b) the Company signed the extension of the 16th of February 2015 market making agreement with Eurobank Equities S.A. for one (1) more year and particularly by the 1st of March 2022. Based on the aforementioned contract and according to the terms and conditions of the agreement, Eurobank Equities S.A., with its capacity as market maker of the shares of the Issuer and for the improvement of the Issuer's liquidity, will transmit to the Trading System of the Athens Stock Exchange market making orders (i.e. simultaneous buy and sell orders) for its own account on the Issuer's shares, in accordance with those rules.

Magoula, April 19 th 2021

The Chairman of the BoD & CEO The Vice President & CEO The Chief Financial Officer

George Gerardos Konstantinos Gerardos Aikaterini Vasilaki ΑΙ 597688 AO 507700 AB 501431

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