Annual Report • Apr 7, 2017
Annual Report
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ANNUAL FINANCIAL REPORT ( 1 January – 31 December 2016) According to L. 3556/2007 article 4
ATHENS MEDICAL CENTER S.A. General Commercial Registry: 356301000 Reg. no. 13782/06/B/86/06 5-7 Distomou Str.
| Page | |
|---|---|
| Statements of the Board of Directors' Members | 3 |
| Report of the Board of Directors | 4 - 30 |
| Supplementary and explanatory Report of the Board of Directors | 30 - 32 |
| Financial Statement of the Independent Auditor | 33 - 34 |
| Annual Financial Statement | 35 - 100 |
The members of the Board of Directors of «ATHENS MEDICAL CENTER S.A.» a) George V. Apostolopoulos, President of the BoD. b) Vassilios G. Apostolopoulos, CEO and c) Christos G. Apostolopoulos, Vice President, declare that as far as we know:
a. The annual Financial Statement for the year 2016 of Parent Company and Group, which were drawn up in accordance with prevailing Accounting Standards, reflect in a true manner the assets and liabilities, equity and results of «ATHENS MEDICAL CENTER S.A.», as well as of the companies included in the consolidation, taken as a whole, and
b. The annual report of the Board of Directors, presents fairly the development, the performance and the position of «ATHENS MEDICAL CENTER S.A.» as well as of the companies included in the consolidation, taken as a whole, including the description of the main risks and uncertainties encountered.
Maroussi, 6/04/2017
THE PRESIDENT OF THE B.O.D. THE CEO THE VICE PRESIDENT
ID AK 038305 ID Ξ 350622 ID Ρ 519481
G.V. APOSTOLOPOULOS V.G. APOSTOLOPOULOS CH.G. APOSTOLOPOULOS
Dear Shareholders,
Pursuant to the provisions of Codified Law 2190/1920 articles 43a, 43bb, 107, 136 and article 4 of the Law 3556/2007 and article 2 of the decision of the Hellenic Capital Market Commission 7/448/11.10.2007 and the Company's Articles of Association refers to the Annual Financial Statements (Standalone and Consolidated) as of 31 December 2016 together with its subsidiaries companies in which the Athens Medical Center exercises control directly or indirectly (hereinafter jointly with the Company called the "Group", or the "Athens Medical Group").
This report describes the financial and non financial information for the Group and the Company for the financial year ended as of 31 December 2016, together with the significant events that occured during the financial year and their impact on the financial statements, providing all the necessary information for shareholders and investors. In addition, it provides a description of the main risks and uncertainties of the Group and the Company, the main transactions carried out between the Company and its affiliated entities and the prospects for the foreseeable future.
Additionally, we are honoured to submit to you for approval the financial statements of the Company and the Group, according to the International Financial Reporting Standards for the year ended as of 31 December 2016 and we kindly ask you to release the BoD and the auditors of any responsibility to provide compensation for the above year. The Financial Statements consist of the Balance Sheet, the Income Statement, the Cash Flow Statement and the Statement of Changes in Equity, as well as the notes to the financial statements, which are an inseparable part of the Financial Statements.
Based on the data presented in the annual report of the Governor's Annual Report of the Bank of Greece, for the year 2016, the year 2016 was marked of the return of the Greek economy to growth, which was mainly attributed to the net effect of the employment growth and the reduction of unemployment. Following the mild recession in 2015 (by 0.3%), GDP recorded a slightly increase (by 0.3%) in 2016 resulted from the upward dynamic observed in the Q22016. This improvement was driven by the gradual recovery of domestic demand (particularly private consumption and investment) and the continued growth in exports.
Consequently, for the first time it is visible, the absorption of all the vibrations from our Group that had created in prior years due to Economic crisis in the Private Healthcare sector, as follows:
The Group's management, steadily, methodically and decisively managed not only to maintain its leading position in the Industry but also increase its performance promoting the long-term interests of shareholders, employees and cooperative companies, in accordance with the high quality HealthCare services.
The Group positive reults was recorded in Q22016, as follows:
"Medsana - Genesis Athens", in Bucharest, Romania which derived from the partnership of Medsana, the Group's subsidiary and the clinic named "GENESIS Athens", further enhancing the Group's presence in the local market.
The issue of liquidity was addressed through improving the collectability by new customers apart from EOPYY.
Finally in 2016, remained constant for the Group, the efficient evaluation of potential investment opportunities that aimed to expand the business activity and performance of the Group.
Up to 6th April 2017, the date of 2016 Financial Statements submission, the amount of 50,3 millon has been over due, as the the total amount of bnd loan was 132,2 million
In 2016, Group turnover reached to €167.346 thousand versus €158.092 thousand in 2015, posted a positive increase of approximately 6%.
EBITDA increased significantly in 2016 by 677% reached to €23.451 thousand versus €3.017 thousand in 2015.
Net profit after tax and minority interest amounted to €3.469 thousand compared to the prior year losses of (€15.773) thousand (variation by 122%).
Investments in 2016 in capital expenditure (tangible and intangible assets) stood at €3.768 thousand compared to € 2.009 thousand in the prior year, leading to an increase of approximately 88%.
The total average number of personell in the Group was 2.861 employees (while in 2015 was 2.804 employees), increase of approximately 2%.
At Company level, turnover increased by approximately 6% to €162.676 thousand compared to €153.603 thousand in 2015 respectively.
EBITDA significantly increased by 981% reached to €22.122 thousand versus €2.046 thousand in 2015.
Net profit after tax amounted to €445 thousand compared to the prior year losses of (€15.605) thousand (variation by approximately 103%).
Investments in 2016 in capital expenditure (tangible and intangible assets) stood at €3.609 thousand compared to €1.949 thousand in the prior year, leading to an increase of approximately 85%.
The total average number of personell in the Company was 2.710 employees (while in 2015 was 2.655 employees), increase of approximately 2%.
During the year 2016, our Group provided high quality services together with the latest technology medical procedures to 468.767 outpatients and to 74.660 inpatients.
The increase in outpatients reached to 16% compared to 2015 (404.694 patients), while the same upward trend followed the inpatients in compared to the prior year 2015 (68.412 patients, a 9% increase respectively.
Despite the Group expantion with largest Private insurance companies, major role in the upward growth contributed to the development of new innovative topquality healthcare services adopting a flexible pricing policy for patients.
In the Previous years from 2013 to 2015, the Company did not meet some of Common bond loan covenants.
As a result, the Company's common bond loan was reclassified from long-term to short-term borrowings, according to IAS 1.
The Loan's duration is 5 years with floating rate based on Euribor plus margin and is payable in ten (10) installments. On July 12, 2012 the Company has signed the Common Bond Loan Issuance Programme, according to the provisions of C.L. 2190/1920 and L. 3156/2003, through private placement to NATIONAL BANK OF GREECE S.A., EFG EUROBANK ERGASIAS S.A. and ALPHA BANK S.A., the last acting also as a "Manager", of total nominal value of up to Euro 164 and granting of collaterals, following the decision of the 1st Repetitive Assembly of the Shareholders on 21st March 2012 and the decision of the Board of Directors on July 11, 2012.
In the year 2016 Company paid up bonds of total amount Euro 5.212 while the liability for interest cost for the same year 2016, was normally settled up.
Up to reporting date of the Financial Statements of 31/12/2016, bonds of common bond loan issuance programme, amounted to Euro 50,7milion were due.
The debenture loan balance € 132.800 th. becomes contractually due within 2017. Therefore, on December 31, 2016 total current liabilities of the Company exceeds its Current assets by € 142.190 th..
For the above bond issue, the Group is in discussions with Banks for the overall restructuring having already a draft loan agreement with the main terms of restructuring (term sheet) contract including among others the extension of the maturity of the loan in 5 years with a simultaneous modification of the repayment schedule of the outstanding principal current amount of bonds of € 50,3 m., other terms, conditions and guarantees which are under negotiations and agreed with Banks.
The agreement will be signed before the expiration date of the existing contract.
The successful completion of the agreement is an essential precondition for the adequacy of working capital ensuring the necessary liquidity of the Group and the Company respectively.
The Management taking into consideration the following:
The success that was recorded in the Financial Statements
The successful implementation of revised business plan, which is in full swing for the coming five years, with central axes developing sales and reduce costs, as stated below in "Outlook for 2017", and anticipates verification the estimates in the near foreseeable future.
The improvement of Working Capital presented in 2016, where the surpass of current liabilities of the Group and the Company over the current assets was decreased by €10m and €7m accordingly.
The positive cash flow from operating activities of the Group and the Company arising through agreements with all the major Greek and foreign insurance companies and negotiations with suppliers to ensure long-term conditions for repayment of liabilities. It should be noted that during the year, expected collection of old balances of funds (ex EOPYY) and will continue the claim of repayment, which correspond to clawback and rebate cuts.
The final stage of negotiation with the banks that will be positively finalized in the forthcoming period
prepared the accompanying Financial Statements based on the going concern basis and assumes that the Company will have sufficient funding to serve the financial and operational needs over the next 12 months.
Company and Group are exposed to the following risks from using financial instruments:
Management is generally responsible for establishing and supervising the framework for managing Company's and Group's risks. Managing financial risk aims to limit the above mentioned risks in terms of constant operation and funding of activities. Company's and Group's risk management policies have been introduced for locating and analyzing the risks Company and Group face, in order to set up the appropriate risk limits and their audit procedure, as well as the monitoring of risks and the compliance to the limits set up by Company and Group. Risks management policies and systems are regularly checked to reflect changes in market's circumstances and in Company's and Group's operations. Company and Group through personnel training and standards set up by management aim to develop a disciplined and constructive environment for control, in which all employees understand their roles and their obligations and in which the undertaking of risks and relevant antimeasures that reduce the risks, is explicitely defined.
The audit committee of Athens Medical Group supervises the way management monitors the compliance to the policies and risk management procedures for Company and Group and tests the adequacy of the risk management framework in terms of the risks both Company and Group face. Audit committee gets help to its work from internal audit service. Internal audit takes over the putting through of periodic and special purpose surveys of assurance valves and procedures, relating to risk management, the results of which are disclosed to the audit committee.
Credit risk arises, from credit exposures to customers, including outstanding receivables and conducted transactions of significance.
The maximum exposure to credit risk at the reporting date is as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 2016 | 2015 | 2016 | 2015 |
| Cash and cash equivalents | 12.182 | 10.426 | 11.716 | 9.901 |
| Trade receivables | 102.270 | 96.304 | 101.824 | 95.889 |
| Other receivables | 10.421 | 12.722 | 11.644 | 15.736 |
| Derivatives | 0 | 0 | 0 | 0 |
| Other non current assets | 277 | 438 | 276 | 434 |
| Total | 125.150 | 119.890 | 125.460 | 121.960 |
The major part of trade receivables comes from public insurance organizations and private insurance companies, whose credit risk is not considered significant in terms of Company's assets and liabilities except extraordinary events. Regarding the rest of debtors, represented by sale to individuals, risk is diversified due to the great number of debtors. (See Note 25). Credit control department assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Trade debtors credit limits are set based on internal ratings in accordance with limits set by management.
The Company's and Group's value of trade receivables is impaired, when there is evidence or indications that the collection of each receivable in whole or up to a percentage is not feasible. The Group's management proceeds to periodic revaluation of the formulated provision for doubtful debts in relation to the credit policy and data from the Group's Law Department, which arise from processing past data and recent developments of each case the department manages.
For other receivables credit risk is considered of no significance.
Furthermore in terms of cash and cash equivalents, Group and Company cooperate only with renounced credit institutions of highly credited ratings.
Liquidity risk is the risk of dealing with the difficulty in satisfying liabilities relating to financial liabilities, which are settled with cash or other financial asset.
Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate amount of committed credit facilities. Furthermore, the Group estimates and controls its cash flows on a regular time basis.
The following table depicts Group's and Company's financial liabilties classified in groups by the time period, estimated from the reporting date to the contractual date payable. As is is point out in note 5, Company and Group are in negotiation process with banks about the refunding of existing borrowings and their conversion to non current ones.(see Note 5 Going concern capability of the Company's operational activity)
| Group 31/12/2016 | Less than 1 year | Between 1 and 5 years Over 5 years | |
|---|---|---|---|
| in thousands of euro | |||
| Borrowings | 144.880 | 11 | 0 |
| Trade accounts payable and other | |||
| liabilities | 110.139 | 2.605 | 616 |
| Total | 255.019 | 2.616 | 616 |
| Group 31/12/2015 | Less than 1 year | Between 1 and 5 years Over 5 years | |
| in thousands of euro | |||
| Borrowings | 149.047 | 74 | 0 |
| Trade accounts payable and other | |||
| liabilities | 113.829 | 3.572 | 1.005 |
| Total | 262.876 | 3.646 | 1.005 |
| Company 31/12/2016 | Less than 1 year | Between 1 and 5 years Over 5 years | |
| in thousands of euro | |||
| Borrowings | 142.581 | 5 | 0 |
| Trade accounts payable and other | |||
| liabilities | 118.272 | 2.604 | 616 |
| Total | 260.853 | 2.609 | 616 |
| Company 31/12/2015 | Less than 1 year Between 1 and 5 years | Over 5 years | |
| in thousands of euro | |||
| Borrowings | 146.750 | 16 | 0 |
| Trade accounts payable and other | |||
| liabilities | 120.705 | 3.572 | 1.005 |
| Total | 267.455 | 3.588 | 1.005 |
Market risk is the risk, changes in market prices like exchange rates, interest rates and prices of shares affecting Company's and Group's income, or the value of their financial assets. Market risk management aims to control and test the exposure in martket risk in acceptable level, by maximizing the return with which Company and Group perform these transactions by specific guidelines arising from risk management framework.
The Group holds participations (business operations) in Romania, whose net assets are exposed to FX translation risk. This kind of FX translation risk derives from the exchange rate RON / € and it is not hedged as there is no substantial exposure. Group's management constantly monitors FX translation risks, that might arise and evaluates the need to take relative actions.
Presume that there is a change (depreciation/appreciation) at 31st of December 2016 concerning the exchange rate of RON/€ at a level of 0,1% (respectively at a level of 0,1% for previous year ). The effect on Group's results for the year as well as on Group's equity, due to the translation of the results of company MEDSANA BMC from its functional currency to Euro, is disposed in the table below:
| The Group | ||||
|---|---|---|---|---|
| in thousands of euro | 2016 | 2015 | 2016 | 2015 |
| Appreciation / (Depreciation) | 0,10% | 0,10% | -0,10% | -0,10% |
| Net profit | ||||
| gain /(loss) | 0 | 0 | 0 | 0 |
| Equity | ||||
| gain /(loss) | 0 | 0 | 0 | 0 |
This percentage of 0,1% depreciation/appreciation was based on the average volatility in the exchange rates market for a twelve-month period for year 2016.
| Exchange rate for year 2016 | Balance Sheet | Profit and Loss |
|---|---|---|
| $1E = RON$ | 4.5239 | 4.4904 |
| Exchange rate for year 2015 | Balance Sheet | Profit and Loss |
| $1E = RON$ | 4.5240 | 4.4454 |
The Group and the Company is not exposed to securities price risk as it has no investment in entities classified, in the consolidated statement of financial position, as financial assets at fair value through income statement.
The group's interest rate risk arises from long-term and short-term borrowings. Borrowings issued at variable rates expose the group to cash flow interest rate risk. Depending on the levels of net debt, any change in the base interest rates (EURIBOR), has a proportionate impact on the Group's and Company's results. For diminishing the effect of the above mentioned interest rate risk beginning from year 2008 Group and Company entered financial contracts for interest rate risk hedging purposes. These financial instruments, are measured at fair value and are recognized as assets or liabilities in the Financial Statement.
The Group's policy is to minimize its exposure to interest rate cash flows risk with regard to financing issued at variable rates, to maintain its borrowings at low levels but at the same time make sure of the funding by cooperative banks that satisfy, by all means, the planned growth of the Group and the Company.
A detailed report of Company's and Group's loans is found in Note 29.
The table below presents the effect on Group's and Company's results for year 2016 and 2015 as well as on Group's and Company's equity at 31st December 2016
and 31st December 2015 (sensitivity analysis) at a rate volatility (increase/decrease ) of EURIBOR by 0,5% .
The above table does not include the positive effect of interest received from bank deposits.
| The Group | The Company | |||||||
|---|---|---|---|---|---|---|---|---|
| in thousands of euro | 2015 | 2014 | 2015 | 2014 | ||||
| 0,50% | -0,50% | 0,50% | -0,50% | 0,50% | -0,50% | 0,50% | -0,50% | |
| Net profit | ||||||||
| gain /(loss) | -615 | 615 | -768 | 768 | -599 | 599 | -757 | 757 |
| Equity | ||||||||
| gain /(loss) | -615 | 615 | -768 | 768 | -599 | 599 | -757 | 757 |
The above table does not include the positive effect of interest received from bank deposits.
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
Capital is monitored on the basis of the gearing ratio. The ratio is calculated as net debt divided by total capital employed. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the consolidated balance sheet) less "Cash & cash equivalents". Total capital employed is calculated as "Total Equity" as shown in the consolidated balance sheet plus net debt.
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 2016 | 2015 | 2016 | 2015 |
| Total Borrowing | 144.892 | 149.121 | 142.586 | 146.766 |
| Less: Cash and cash equivalents | ||||
| 12.182 | 10.426 | 11.716 | 9.901 | |
| Net Debt | 132.709 | 138.694 | 130.870 | 136.865 |
| Total Equity | 60.654 | 58.847 | 63.746 | 64.846 |
| Total Capital employed | 193.363 | 197.541 | 194.615 | 201.711 |
| Gearing ratio | 68,63% | 70,21% | 67,25% | 67,85% |
The gearing ratio for year 2016 has decreased compared to the previous year 2015 in terms of Group and Company.
(In accordance with the Guidelines "Alternative Performance Measurement Indicators" of the European Securities and Markets Authority (ESMA / 2015 / 1415el) applicable from July 3, 2016 in Alternative Performance Indicators (MEPP))
The Group evaluates its results and performance on a monthly basis identifying on time and effectively any deviations from its goals taking corrective action. The Group's performance is measured using financial performance ratios that are used internationally:
EBITDA (Decision 34 / Capital Market Commission) (Earnings Before Interest Taxes Depreciation & Amortization) –"Earnings Before Interest Taxes Depreciation & Amortization: The Financial index adds the current operating profits before interest expenses and taxes to total tangible and intangible assets depreciation and amortization, gains/losses on disposals and grants amortization. The higher the index, the more efficient the operation of the business is.
For the Group, the index amounted to €23.451 th. in the current year compared to €3.017 th. in the prior year.
For the Company, the index amounted to €22.122 th. in the current year compared to €2.046 th. in the prior year.
ROCE (Return on Capital Employed): The Financial Index divides Earnings before Interests and Tax by Capital Employed (Total Equity plus net debt).
For the Group, the index stood at 7% in the current year while in prior year was -4%.
For the Company, the index stood at 7% in the current year while in prior year was -2%.
ROE (Return on Equity) : The financial index divides Net profits after tax from continuing operations to average equity of the last two years. The higher the ratio the more efficient the Company uses its equity to generate earnings growth.
for the Group the index reached to 6% in the current year while in the previous was
-24%
for the Company the index reached to 1% in the current year while in the previous was
-22%.
During 2016 the Parent Company has not operated new branches. More specifically:
| Branch | Address | Activity |
|---|---|---|
| Interbalkan Medical Center | Asklipiou 10, 57 001 Pilaia, Thessaloniki | General Clinic |
| Faliro Clinic Psichico Clinic |
Areos 36, 17562 Faliro Andersen 1, 115 25 Psichico |
General Clinic General Clinic |
| Peristeri Clinic | Ethnarhou Makariou 60, 121 32 Peristeri | General Clinic |
| Dafni Clinic | Klious 8-10, 172 37 Athens | General Clinic |
| Subsidiaries' Branches | |||
|---|---|---|---|
| Subsidiary | Branch | Address | Activity |
| Iatriki Tachniki SA | Il Rubino (*) | Asklipiou 10, 57 001 Pilaia, Thessaloniki |
Restaurant |
| Eurosite Health Services SA |
Eurosite Health Services SA Delfon 3, 15125 Maroussi | Parking Services | |
| (*):As of April 2016. |
The Company and its subsidiaries are related to the following legal and natural persons:
For the detailed transactions with its subsidiaries please refered to the Note 39.
The transactions with its subsidiaries are mainly concerning the provision of commercial services, as well as the purchasing and selling of goods.
The transactions are realized within the normal operating framework of the Company.
| i. Subsidiaries | ||||
|---|---|---|---|---|
| 2016 | Company | |||
| In thousands of euro | Receivables | Liabilities | Income | Purchases |
| IATRIKI TECHNIKI S.A. | $\overline{0}$ | 35.536 | $\overline{a}$ | 10.057 |
| EREVNA S.A. | $\overline{0}$ | $\overline{0}$ | ō | $\overline{0}$ |
| PHYSIOTHERAPY CENTER S.A. | $\bullet$ | 331 | 122 | 373 |
| EUROSITE | 3.381 | $\bullet$ | 56 | $\overline{0}$ |
| GAIA | 589 | o | 1 | o |
| HOSPITAL AFFILLIATES INTERNATIONAL | ||||
| SA. | 437 | o | $\bullet$ | O |
| TOTAL | 4,407 | 35.867 | 184 | 10.430 |
| 2016 | Company | |||
| In thousands of euro | Receivables from dividends Income from dividends |
|||
| PHYSIOTHERAPY CENTER S.A. | $\overline{0}$ | 31 | ||
| TOTAL | $\bullet$ | 31 | ||
| 2015 | Company | |||
| In thousands of euro | Receivables | Llabilities | Income | Purchases |
| IATRIKI TECHNIKI 5.A. | O | 35.077 | 15 | 9.644 |
| EREVNA S.A. | ٥ | 31 | o | ō |
| PHYSIOTHERAPY CENTER S.A. | Ō | 269 | 112 | 368 |
| EUROSITE | 3,456 | ٥ | 57 | o |
| GAIA | 2.346 | ٥ | 1 | Ō |
| HOSPITAL AFFILLIATES INTERNATIONAL | ||||
| SA. | 392 | ٥ | o | O |
| TOTAL | 6.194 | 35.377 | 185 | 10.013 |
| 2015 | Company | |||
| In thousands of euro | Receivables from dividends | Income from dividends | ||
| PHYSIOTHERAPY CENTER 5.A. | ٥ | 40 | ||
| TOTAL | O | 40 | ||
The transactions with key management personnel are presented in the table below:
| 2016 | ||
|---|---|---|
| in thousands of euro | The Group | The Company |
| Compensations of executives and | ||
| members of the Board | 4.680 | 4.193 |
| 2016 | ||
| in thousands of euro | The Group | The Company |
| Liabilities to executives and members | ||
| of the Board | 2.090 | 1.840 |
| 2015 | ||
| in thousands of euro | The Group | The Company |
| Compensations of executives and | ||
| members of the Board | 5.595 | 4.955 |
| 2015 | ||
| in thousands of euro | The Group | The Company |
| Liabilities to executives and members | ||
| of the Board | 2.194 | 2.086 |
According to the estimates of the National Bank of Greece the economic growth is expected to accelerate during 2017. The factors that led to that direction are stated as follows: the upward trend in private consumption, the further strengthening of business investments (and the increase of foreign investments) together with the further growth in exports. A necessary condition for this perspective is the immediate completion of the second evaluation,
The Group seeks to maintain its leading position in the Greek market through the provision of comprehensive primary and secondary high-quality health services, utilizing as a single network all Clinics marking a common business strategy, while taking into account the socioleconomic conditions of the population in which operates each clinic.
A focal point for the sector is the restructuring and financial support of EOPYY in order to operate more efficiently in cooperation with the private health sector.
The Group will insist on signing a more viable and functional agreement with EOPYY that should have a more substantial financial support from the Greek Government through preparing budgets per priovider, performing and monitoring controls of hospitalization, fulfilling its basic contractual obligations, conditions that established positions of our Group.
Management focuses on the completion of negotiations with the consortium of banks that will lead to the finalization of the agreement on the restructuring of the syndicated loan.
Particular emphasis will be given on the improvement of cash flow liquidity demanding the repayment of old balances from 2007 to 2011 mainly due from pension funds (before integrating them into EOPYY), the smooth flow of payments from EOPYY in accordance with its contractual obligations, and the claim amounts that correspond to the cuts due to the Rebate and clawback mechanism.
Furthermore, management will continue the effort to improve the collectability of old and new customers balances beyond EOPYY. It is also estimated that there will be an improvement in cash inflows through the increase in operational activities.
Finally, management will continue at the same rate towards to a further reduction of operating costs of the Group mainly through structural movements which will aim in reorganizing and consolidation of departments, using outsourcing services, development of cost saving energy programs and improving the proportion of variable costs, thereby continuing the policy of containing costs and focusing on maintaining high quality services.
The over 33 years continuous presence of the Group in the health sector, have led him known not only as a leader, but also as a synonymous of the private healthcare in Greece and the wider region of Southeast Europe.
The Group prudent management together with the continued success followed from previous years, was and still remain the comparative advantage. Despite the financial economic crisis, the Group managed to stand and be able to continue its business activities.
In nowadays, "Always one step ahead", Group is required to develop new prospects in order to strengthen the Group financial position, added value in interests of its shareholders and ensuring stability and confidence to its employees and to its cooperation companies respectively.
Athens Medical Group started its operation in 1984, with the establishment of the Athens Medical Center at Maroussi by Dr. Georgios Apostolopoulos. Over the last 33 years, the group remains faithful to the constant
commitment to "always be one step ahead," offering premium and innovative primary and secondary health care services, in accordance with the most stringent international standards and certifications.
Today, the Group avails 8 state-of-the-art nursing units, with a total of 1,200 beds, in Athens and Thessaloniki:
It collaborates with an extensive nationwide network of more than 2,500 physicians, 390 medical centers and 8 dialysis units across Greece. Moreover, since 2015, through the initiation of selective exclusive partnerships (co-branding) with providers across Greece, the Group acquired an extensive network of Official Partners, through the expansion of partnerships with important medical centers. At the same time, it avails 4 proprietary diagnostic centers in Romania, named MEDSANA, and maintains solid partnerships in North Africa, the Balkans, the broader region of S.E. Mediterranean and the former Soviet Union, where, it should be noted, the Group founded the first private hospital in 1989.
Since its establishment, the Group prioritized scientific innovation, aiming to promote its clinics to top health service centers of international importance and acceptance through strategic business and scientific collaborations.
At the same time, the strategic Group planning for scientific innovation, includes On-Going Medical Education Programs, the implementation of clinical studies and the organization of annual conferences, while Group clinics are considered reference and excellence centers, both at European and global level.
The Board is responsible for the setting the strategy and development policy of the Company and the Group in general.
It consists of executive and non-executive members, acting with a view to protecting the principles of good corporate governance.
| FULL NAME | CAPACITY | TERM START | TERM END |
|---|---|---|---|
| Dr. Apostolopoulos Georgios |
Chairman of the Board, executive member |
23/6/2016 | 23/6/2019 |
| Apostolopoulos Christos |
Vice Chairman of the Board, executive member |
23/6/2016 | 23/6/2019 |
| Dr. Apostolopoulos Vasileios |
Managing Director, executive member |
23/6/2016 | 23/6/2019 |
| Dr. Jan Diersch | Member, non-executive | 23/6/2016 | 23/6/2019 |
| Pampoukis Konstantinos |
Independent member, non executive |
23/6/2016 | 23/6/2019 |
| Tountopoulos Basil |
Independent member, non executive |
23/6/2016 | 23/6/2019 |
| Koritsas Nikolaos | Independent member, non executive |
23/6/2016 | 23/6/2019 |
The organizational structure of the Group defines the powers and limits of responsibility of each operational unit and constitutes the foundation on which all activities of the Group are based.
It is structured in such a way that:
Each Clinic of the Group operates a Scientific Committee which acts as a key supervisory and monitoring body on issues related to the standards and quality of the medical and nursing services provided.
| ATHENS MEDICAL CENTER | MEDICAL CENTER OF FALIRO | MEDICAL CENTER OF PSYCHICO |
MEDICAL CENTER OF PERISTERI |
EUROPEAN INTERBALKAN MEDICAL CENTER OF |
|---|---|---|---|---|
| Scientific Committee | Scientific Committee | Scientific Committee | Scientific Committee | THESSALONIKI Scientific Committee |
| Scientific Council | Drugs and Pharmacovigilance Committee |
Administrative Committee Surgeries Committee |
Infectious Diseases Committee | Administrative Committee |
| Clinical Control | Nosocomial infections Committee |
Infectious Diseases Committee | Administrative Committee Drugs and Pharmacovigilance |
Infectious Diseases Committee |
| Committee Ethics Committee |
Oncology Board | Oncology Committee | Committee | Drugs and Pharmacovigilance Committee |
| Nosocomial infections | Drugs and Pharmacovigilance Committee |
Oncology Board | ||
| Committee | Oncology Committee Surgeries Committee |
|||
| Ethics Committee Surgeries Committee |
Ethics & Conduct | |||
| Drugs and Pharmacovigilance | Committee Transfusions Committee |
|||
| Committee Coordinating Committee of |
Medical Waste Management Committee |
|||
| Obstetrics -Gynecology Pediatrics Clinic |
Food Safety Team | |||
| Exclusive Nurses Assignment Committee |
||||
| Clinical Control Committee |
The Group's Clinics are certified as per ISO 9001: 2015 for all services, as per ISO 22000: 2005 for the catering services and as per ISO 14001 for environmental management.
Their quality has been rewarded with the certification Temos "Quality in International Patient Care", and the even more stringent Temos "Excellence in Medical Tourism", while they have been included in the listings "Best Hospitals Worldwide 2014, 2015 & 2016" and "Preferred Partner Hospitals" by the Diplomatic Council (DC) of the United Nations.
In 2016, the Group was awarded 5 gold awards in the Healthcare Business Awards, in the following categories: "Investment Activity"
"Contribution to Employment"
"Quality of Service"
"Environment Friendly Hospital" and "Action for Prevention / Early Diagnosis".
It won the highest award in the organization of Corporate Superbrands Greece 2016, where it was announced as the leading and most recognizable health service group in the country for 2016. This distinction marks the emergence of the Company among the most recognizable companies / brands of the Greek market.
The Group's subsidiary, Medsana Bucharest Medical Center, has been included in the top 10 foreign companies in Romania, according to the Chamber of Commerce of Bucharest.
Over the last years, international media have been interested in the activities and achievements of the Group, such as journals Financial Times, Sunday Times, Guardian, Independent, Times, The mail on Sunday and TV networks Bloomberg TV and BBC (six o ' clock news).
The Company's website www.iatriko.gr, presents in detail all certifications and awards of the Group.
Athens Medical Center:
Offered in 2016 a total of 2,710 (2,655 during the fiscal year 2015) jobs.
It provided its high quality services to 468,767 outpatients and 74,660 inpatients.
Paid to its employees through payroll and insurance contributions, the amount of € 67 million.
Paid for insurance contributions to employee pension funds the amount of € 37,5 m. and to public funds the amount of € 34 mil. for taxes.
It cooperated with local suppliers at a rate of 100% (local suppliers are defined as Greek companies and Greek subsidiaries of multinational companies).
Aiming at the continuous improvement of its services, it participates in the following organizations:
In 2016, Athens Medical Group presented its first Corporate Responsibility Report covering the actions implemented by the Group in 2015. The report, was based on the Global Reporting Initiative (GRI) guidelines, and more specifically, edition G4, and it is the first health care organization In Greece which adopted these guidelines.
The Center for Sustainability (CSE) has assessed the Corporate Responsibility Report of Athens Medical Center Group, according to the GRI G4 instructions, certifying it as in "Core" compliance level.
Athens Medical Group has identified and evaluated all important issues related to Corporate Responsibility.
The essential topics are presented in a graph (materiality matrix), with the X-axis representing issues that have a significant impact on the Group's operation (Management view), and the Y-axis representing issues that are important among stakeholders (stakeholders view).
Procedures
More information on the methodology applied for the essential issues and the full Corporate Responsibility Report for 2015 are available on the website, www.iatriko.gr.
For 2016, it was deemed that there were no grounds requiring the up7dating of essential issues identified and evaluated during the previous year.
Contribution and solidarity are integral parts of the Athens Medical Group culture. For 33 years, the Group is one of the first Greek companies that have integrated social contribution in the main pillars of its strategic planning.
As a leading group of medical services in Greece, Athens Medical Group consistently implements a multidimensional "Social Responsibility Program" through the offering of integrated medical services for the benefit of patients and vulnerable social groups.
In 2016, the Social Responsibility Program included organized individual programs implemented consistently every year and which include specific actions integrated in the design according to the needs of the society. The Group supported a total of 16 associations and NGOs like ELEPAP and Alma Zois, offering comprehensive screening test kits.
In the context of the Social Responsibility Program, the Group offers for the last 32 years medical care for the children care facilities "SOS Children Villages", providing free diagnosis and treatment in clinics in Athens and Thessaloniki to all infants, young children, adolescents and mothers of the SOS for any health problem encountered.
Moreover, the medical adoption plan of the Athens Medical Group also includes the provision of free medical services to "The Smile of the Child" organization.
The Group continuously provides medical care to residents of border regions of the country such as the island of Ai Stratis, the Municipality of Kyprinos of Evros, and Fournoi of Ikaria. The benefits cover inter alia, free hospitalization in Group clinics for all children and adolescents and free birth in the maternity clinic GAIA for all parturients.
In 2016, the Group offered hospital equipment to the Nursing Unit of Kalavrita of East Achaia General Hospital. Specifically, it offered fully functional hospital beds that will support the proper operation of the Nursing Unit of Kalavryta.
The "Medical Center of Peristeri" offers every month since 2015, three free cataract surgeries to residents of Peristeri, who are enrolled in the welfare registers of the region.
In the same context the "Medical Center of Paleo Faliro" offers consistently over the last years to the residents of the southern suburbs of Athens (Municipalities of Paleo Faliro, Vari, Voula and Vouliagmeni) unlimited medical visits to the Emergency department of the clinic.
As of 2016, the "Medical Center of Psychiko", in cooperation with the NGO "Mission", the Charity Organization of the Holy Archdiocese of Athens, offers free examinations for diabetic patients, every Wednesday from 08:30 to 12:00, at the Diabetes Department
The "European InterBalkan Medical Center of Thessaloniki" held and event offering information and free blood sugar measurements of the residents for diabetes, which was attended by more than 350 residents of Thessaloniki who were hosted for the exam in a specially designed area at Aristotelous Square. At the same time, it offered free exams for economically vulnerable adults and children, in cooperation with unions and associations, such as Cultural and Social Support Organization "Aristotle" and the Rotary Club of Thessaloniki
And in 2016, the people of the "Athens Medical Center" and "European Interbalkan Medical Center of Thessaloniki," responded massively to the blood donation activities organized each year for the employees of the clinics, offering more than 200 blood bags for the needs of patients.
Athens Medical Group and Vodafone have joined forces since 2008 for Vodafone Telemedicine Program. Utilizing medical excellence and cutting-edge technology, provide to more than 500,000 residents of 100 remote areas of Greece the ability to gain free access to high quality specialized health services, without having to move from their place of residence.
The Telemedicine Program is under the auspices of the Ministry of Health and the Ministry of Marine and Aegean.
For the period January - December 2016, the cardiologists/ pulmonologists of the "Athens Medical Center" were invited to provide their advisory opinion for about 1,544 exams.
Athens Medical Group has included in its Corporate Social Responsibility policy an organized program, which includes the provision of screening tests, on the occasion of World Health Days
In 2016, 1,266 of our fellow citizens throughout Greece, received screening tests and benefited from the program.
Sports are inspiration for the Group and form the backbone of sponsorship activity.
Always on the side of the athletes, Athens Medical Group is a proud sponsor of top sports organizations and clubs offering comprehensive medical services to hundreds of members across Greece, encouraging in practice the involvement of the young generation in sports.
The mobile Emergency Medical Services (EMS) of Athens Medical Group stands by the side of professional and amateur athletes, offering medical coverage to many sporting events.
Since its establishment, Athens Medical Group constantly offers its support to those who need it, especially in humanitarian crises at international level.
In its effort to contribute to the improvement of environmental conditions and the proper management of resources, Athens Medical Group has developed and implemented an Environmental Management System as per ISO 14001: 2004, recognizing the responsibilities and obligations towards the environment and society.
The Group is committed to:
The Environmental Management System of Athens Medical Center has as its main objective to ensure high environmental performance, the identification, control and reduction of environmental impact caused by its activities, and fully covers all the requirements of standard EN ISO 14001: 2004.
The Group has developed and implements a documented procedure, which identifies, examines and assesses the environmental aspects of the Group's activities. At the same time, it has developed and implements a process of identifying potential emergency situations and potential accidents. The process ensures the prevention of environmental effects and the reduction of environmental impact when they occur.
There has not been any complaint or grievance by either internal or external party relating to the Group's environmental practices.
The Group's environmental policy includes the following areas and actions for the prevention of environmental effects:
The Group's facilities avail boilers / steam generators for the production of hot water and space heating which run on natural gas. There is performance of regular preventive maintenance and inspection of boilers and burners. The maintenance of air conditioning units and refrigerators is performed annually by internal licensed cooling engineers or by an outsourced licensed crew, and any coolant leaks are recorded and monitored.
Microbiological laboratory liquid waste: There is local neutralization and disinfection of the liquid waster of the analyzers of the central diagnostic laboratories (biochemical, microbiological, hematology), within the laboratory, in a specific container, separately for each analyzer unit which produces liquid waste. Then, the liquid waste are guided to the drain. Liquid waste containing dyes or toxic substances are collected in special containers and are sent to the "Incinerator SA".
The table below lists the total volume of waste of the clinics in tonnes for the year 2016.
| Clinic | Total Waste Volume (tonnes) |
|---|---|
| MEDICAL CENTER OF MAROUSI | 550,80 |
| EUROPEAN INTERBALKAN MEDICAL | |
| CENTER | 446,33 |
| MEDICAL CENTER OF PALEO FALIRO | 266,41 |
| MEDICAL CENTER OF PSYCHICO | 145,71 |
| MEDICAL CENTER OF PERISTERI | 89,71 |
| MEDICAL CENTER OF DAFNI | 46,60 |
Managed according to their type.
| Type of waste | Management |
|---|---|
| Batteries | Organized collection and recycling of small batteries, in collaboration |
| Printer Consumables | with AFIS. Collection of printer consumables (ink cartridges, toner). The Central Warehouse Department is responsible for collecting and forwarding for retreading, in cooperation with the supplier. |
| Lamps and electronic/electrical equipment |
Organized collection and recycling of disposable electronic and electrical equipment, and lamps, in cooperation with licensed companies. |
| Purely Infectious Hazardous Waste (PIHW) |
Waste which has been in contact with blood, secretions, or other biological fluids and can spread infectious diseases are collected at the production sites (hospital departments, laboratories, units, operating rooms), in Hospital box type cartons (Hallipack) and stored in a refrigerator. Then they are routed to an incinerator by a licensed hazardous waste management company. A relevant Management Directive has been developed and communicated to all parties involved. |
| Mixed Hazardous of Waste (MHW) |
Waste derived from pathological laboratories, tissues, organs, waste containing mercury, other heavy metals, cytotoxic -cytostatic waster are collected in Hallipack cartons and stored in a refrigerator. Then they are routedto an incinerator by a licensed hazardous waste management company. A relevant Management Directive has been developed and communicated to all parties involved. |
| Other Hazardous Wastes (OHW) |
Chemicals, consisting of or containing hazardous substances are collected in Hallipack cartons and stored in a refrigerator. Then they are routed to an incinerator by a licensed hazardous waste management company. A relevant Management Directive has been developed and communicated to all parties involved. |
| Used lead acid batteries for UPS, etc. |
They are provisionally stored in special collection facilities (using special pallet tank / basin), under the responsibility of the Technical Service. Then they are routed for final disposal, in cooperation with licensed collectors and alternative management systems (SYDESYS). |
| Activated Carbon Filters | These are found in the air conditioning units of laboratories or hood Class 3, and after completion of their service life, they are collected and delivered to a licensed company formanagement, following a special decontamination procedure at the time of removal. The activated carbon filters found in the kitchen exhausts or air conditioning units, to prevent intake of polluted ambient air (i.e. NICU, infants' unit) are delivered to alicensed company for management. |
| Absolute filters for operating rooms |
After the completion of their service life, they are collected and delivered to a licensed company for management. |
| Other Hazardous Waste (OHW) - Hazardous chemicals |
They are collectedand placed in a durable and sealed containers with a relevant marking and are delivered to a licensed company for management (Envirochem). |
| Clinical equipment maintenance devices, Medical -Technical and Auxiliary equipment, (generator, etc.). |
Used oil from equipment maintenance is collected by the maintainer, who collects it in a special collection tank. When sufficient quantities are gathered they are delivered to ELTEPE. The scrap components derived from maintenance are collected and are typically delivered for recycling, along with other metallic objects |
The water used in the Group's facilities is supplied by EYDAP (Greek Water and Drainage Service). Water is mainly used for cleaning the premises and in sanitary facilities. The average daily water consumption is 400- 450m3 .
collected.
The following table presents the overall water consumption of the clinics in m3 for the year 2016.
| Clinic | m3 |
|---|---|
| MEDICAL CENTER OF MAROUSI | 77,809 |
| EUROPEAN INTERBALKAN MEDICAL CENTER |
45,087 |
| MEDICAL CENTER OFPALEO FALIRO | 7,179 |
| MEDICAL CENTER OF PSYCHICO | 14,324 |
| MEDICAL CENTER OF PERISTERI | 5,708 |
| MEDICAL CENTER OF DAFNI | 9,493 |
In compliance with the environmental management system, Athens Medical Group documents power consumption for the operation of its clinics and its greenhouse gas emissions.
The table below presents the total power consumption in kWh and the greenhouse gas emissions (CO2) of the clinics for the year 2016.
| Clinic | Power consumption (kWh) |
Thermal Energy Consumption (kWh) |
Co2 tonnes |
|---|---|---|---|
| MEDICAL CENTER OF MAROUSI |
9278489 | 6346190 | 10,420 |
| EUROPEAN INTERBALKAN MEDICAL CENTER |
7104492 | 4536839 | 7,916 |
| MEDICAL CENTER OF PALEO FALIRO |
1398,077 | 325,056 | 1,446 |
| MEDICAL CENTER OF PSYCHICO |
1658926 | 788,070 | 1,795 |
| MEDICAL CENTER OF PERISTERI |
1512940 | 356,362 | 1,566 |
| MEDICAL CENTER OF DAFNI |
413,672 | 172,396 | 455 |
The chemicals used, include cleaning and disinfection products and lubricants. For these products, the Group avails the necessary Chemical Material Safety Data Sheets (MSDS), which are readily available to personnel who come into contact with these substances.
Although the noise from the operation of clinics, cannot be considered increased in any case, there is annual implementation of noise level measurements by an External Operator.
The Group ensures that the vehicles always avail a valid exhaust emissions control card and requests and receives on an annual basis, a certificate of the proper management / recycling of waste generated as a result of vehicle maintenance. In 2016, the fuel consumption of company cars amounted to 42,114 Liters.
Athens Medical Group avails contingency procedures that may cause environmental hazards.
There has been appointment of Fire Safety Teams, a Reaction Plan in case of fire and the personnel is trained on Fire protection issues. In addition, all active fire protection measures are employed.
A reaction plan has been developed for the case of leakage. At the same time, there is availability of absorbent material and appropriate equipment to deal with any spillage. The staff are trained appropriately on the treatment of hazardous medical waste leaks.
The people of Athens Medical Group are the most important asset and the Group strives to improve their performance, to offer them development opportunities and balanced personal and professional life.
The Group's objective is to ensure an optimal, safe and fair working environment, that respects people and promotes trust, team spirit and effectiveness.
On 31/12/2016 the Company and its affiliates in Greece employed 2,730 people.
| Clinic | Number of Employees |
|---|---|
| MEDICAL CENTER OF MAROUSI | 1,257 |
| EUROPEAN INTERBALKAN MEDICAL | 757 |
| CENTER | |
| MEDICAL CENTER OF PALEO FALIRO | 233 |
| MEDICAL CENTER OF PSYCHICO | 264 |
| MEDICAL CENTER OF PERISTERI | 181 |
| MEDICAL CENTER OF DAFNI | 49 |
| IATRIKI TECHNIKI SA | 13 |
| PHYSIOTHERAPY CENTER SA | 6 |
| TOTAL | 2,730 |
The Group nurtures the respect and protection of the equality of all workers, regardless of gender, education level, employment status, religion, or other characteristics.
| Clinic | MEN | WOMEN | TOTAL |
|---|---|---|---|
| MEDICAL CENTER OF | 489 | 768 | 1,257 |
| MAROUSI | |||
| EUROPEAN INTERBALKAN | 257 | 470 | 727 |
| MEDICAL CENTER | |||
| MEDICAL CENTER OF | 94 | 139 | 233 |
| PALEO FALIRO | |||
| MEDICAL CENTER OF | 104 | 160 | 264 |
| PSYCHICO | |||
| MEDICAL CENTER OF | 81 | 100 | 181 |
| PERISTERI | |||
| MEDICAL CENTER OF | 17 | 32 | 49 |
| DAFNI | |||
| IATRIKI TECHNIKI SA | 5 | 8 | 13 |
| PHYSIOTHERAPY CENTER | 6 | 0 | 6 |
| SA | |||
| TOTAL | 1,053 | 1,677 | 2,730 |
The minimum pay and working conditions of employees are determined by the National General Collective Labor Agreement (E.G.S.S.E) and therefore there is no difference in the wages of employees, based on their gender.
| EMPLOYMENT FORM | ||||
|---|---|---|---|---|
| Gender | FULL | PARTIAL | TOTAL | CONTRACT |
| MEN | 898 | 149 | 1,047 | National General |
| WOMEN | 1,612 | 71 | 1,683 | Collective Labor |
| TOTAL | 2,510 | 220 | 2,730 | Agreement (E.G.S.S.E.) |
The objective of the training programs of the Group is the evaluation and reassessment of all employees, the identification of their special talents, the provision of equal opportunities in training and specialization, the preservation and transmission of knowledge to maximize the contribution of training to work, the cultivation of on-going learning culture, communication and collaboration and the establishment of trust among employees.
These training programs are either in-house or implemented by external training providers.
Training for the year 2016
| Number of External Training Sessions per year | 39 |
|---|---|
| Number of In-house training sessions per year | 209 |
| Total Training Programs per year | 248 |
| Total hours of external education -training sessions | 6041 |
| Total hours of in-house education -training sessions | 3529 |
| Total hours of education -training | 9,570 |
| Number of trainees in external training sessions | 611 |
| Number of trainees of in-house training sessions | 3,024 |
| Total number of trained persons | 3,635 |
| Total program costs | € 6 4 ,8 0 1 |
| Rate of participation to external training courses (Number of employees that participated in external training courses / Number of employees in the organization) |
23% |
| Rate of participation to in-house training courses (Number of employees that participated in in-house training courses / Number of employees in the organization) |
36% |
| Rate of external training hours (Total training hours / Number of employeesin the organization) |
2.2 |
| In-house training rate (Total training hours / Number of employees in the organization) |
1.3 |
| Rate of training cost per employee (Total training costs Number of employees in the organization) |
23.9 |
| Rate of participation of Administrative staff (Number of Administrative staff that participated in training programs / Number of Administrative staff in the organization) |
23% |
| Rate of participation of nursing staff (Number of nursing staff that participated in training programs / Numberof nursing staff in the organization) |
33% |
| Rate of participation of Paramedics staff (Number of paramedical staff involved in training programs / Number of paramedics in the organization) |
7% |
| Rate of Participation of Auxiliary Personnel (Number of auxiliary staff that participated in training programs Number of auxiliary staff in the organization) |
24% |
The training policy of the Group aims at the continuous improvement of knowledge and qualifications of its staff, the continuous information thereof in the developments in the health sector, the new techniques and modern methods used worldwide, the development of self-improvement mechanisms for employees and their further training so that they constantly evolve as professionals
Athens Medical Group emphasizes greatly on further training with comprehensive education programs aimed at lifelong development of the executives and their potential evolution within the Group.
A non-negotiable commitment of the Group is the protection and safeguarding of the Health and Safety of its personnel.
| Clinic | ACCIDENTS | SICK-LEAVE DAYS |
PREGNANCY & MATERNITY LEAVE DAYS |
|---|---|---|---|
| MEDICAL CENTER OF | 10 | 7,395 | 4321 |
| MAROUSI | |||
| EUROPEAN | 10 | 4374 | 2,008 |
| INTERBALKAN MEDICAL CENTER |
|||
| MEDICAL CENTER OF | 2 | 1326 | 891 |
| PALEO FALIRO | |||
| MEDICAL CENTER OF | - | 1,858 | 824 |
| PSYCHICO | |||
| MEDICAL CENTER OF | - | 920 | 773 |
| PERISTERI | |||
| MEDICAL CENTER OF | - | 519 | 238 |
| DAFNI | |||
| IATRIKI TECHNIKI SA | - | 12 | - |
| PHYSIOTHERAPY CENTER SA |
- | - | - |
| TOTAL | 22 | 16,404 | 9,255 |
Out of the 22 accidents, 11 occurred outside the workplace, during arrival, or departure of the employees. The remaining 11 were minor accidents, for which first aid was offered, without hospitalization requirements.
For the benefit of its employees, the Group has established the following policies:
For the economic convenience of employees and their families there is provision of advances.
The Group's employees are directly informed on any operational changes that may occur.
For the year 2016, there was no filing of any complaints related to labor practices by employees or external parties.
The continuously increasing activities of the Group render imperative the need to find new sources of skilled manpower. Many years ago the Group recognized that collaboration with universities and the academic community could be an effective solution both for direct and medium-term needs.
Group employees must strictly adhere to the strict confidentiality for any item brought to their attention, or revealed by the patient, or third parties, in the context of exercise of their functions and which relates to the patient, or his family.
There has been no complaints, or reports about privacy and personal data of patients.
The Group is fighting corruption and is opposed to any form of bribery.
The Management is exercised at all levels on the grounds of ethics, transparency and openness.
The participation of managers in the successful policy implementation is immediate and substantial and thereby the Group achieves its objectives, stressing that corruption and bribery are not acceptable in our Group.
The Group's priority is to maintain an effective internal audit system.
The procurement of medical and mechanical equipment is performed by the Procurement Department of the Group, according to the requirements of the individual clinics of the Group. The Suppliers and supplied products are evaluated, based on documented procedures. The performances of vendors are reviewed at least annually with a view to taking decisions regarding the cooperation with such vendors.
The Group has adopted a series of measures with a focus on security and access of information systems, the clear and adequate segregation of duties among employees, the approval limits, the increased monitoring of works, the absolute transparency in procurement, assets and corporate assets protection, the securing of transactions and personal data protection.
There has not been recording or reporting of any corruption cases or allegations of possible corruption, embezzlement, fraud or acquisition.
(this Declaration has been compiled according to article 43bb of C.L. 2190/1920, as is valid today)
Corporate Governance describes a system of guidelines upon which the Company is organized, operated and managed by the Company, and establishes a structure that enhances its transparency towards the investment public, acknowledges and respects the rights of the stakeholders, promotes the interests of its shareholders and allows them to take an active role in its management. It also establishes a framework within which corporate goals are set, major risks are detected, the means for achieving corporate goals are specified, the risk management system is organized and management effectiveness is being monitored.
The principles of Corporate Governance and the procedures that follow are based on the C.L. 2190/1920, the existing legal framework concerning companies that are listed in the stock market, as is valid today, other principles and decisions of the Athens Stock Exchange, rules of the Hellenic Capital Market Commission and other bodies, but extend beyond the existing legal framework and also include voluntary commitments on behalf of the Company that aim to help maintain and improve the reliability of the company.
Our company complies fully with the above mentioned legal requirements, which comprise the minimum content of any Code of Corporate Governance.
The Company declares that it adopts the Greek Corporate Governance Code for the Listed Companies (hereinafter referred as "Code"). This Code can be found at the group's Greek Exchanges S.A., at the following address:
http://www.helex.gr/documents/10180/2227277/ESED +Kodikas+FEB+2015+-+A4+-+FINAL+- +Internet.pdf/a1b406ab-52e4-4d76-a915- 9abefd0a9d09
Our Company declares that it conforms to all the obligations of the Greek legal framework (C.L. 2190/1920, L. 3016/2002 and L. 3693/2008), which form the minimum requirements to be met by any Corporate Governance Code, applied by a Company, whose shares are traded on a regulated market.These minimum obligations are embodied in the Code of Corporate Governance of SEV, in which the company voluntary complies, insofar as it relates to its general principles. Currently, some deviations exist, especially concerning the specific provisions (additional to the general provisions). These deviations are as follows:
The BoD has not created a separate committee, which manages the procedure for applying candidates for the election of the BoD and prepares proposals for election in the BoD concerning the compensation of the members of the BoD, given that the policy concerning these compensations is stable and formed.
The BoD does not appoint an independent Vice President coming from its independent members, but an executive Vice President, as his contribution to the exercise of the executive duties of the President is considered of utmost importance.
The BoD has not adopted as part of the internal rules of the Company, policies to encounter conflict of interests between its members and the Company, since these policies have not been formulated yet.
There is no obligation of analytical disclosure of any professional bounds of the BoD including significant non-executive commitments to companies and nonprofit institutions before their appointment as members of the BoD.
The maximum service of the members of the BoD is not four years, but longer (six years), so that there is no need for the election of a new BoD in shorter periods, which would mean additional formalities (as for the representation in the presence of third parties etc.).
There is no committee for nominating candidate for the BoD, as due to the size and structure of the Company, the existence of this committee is not necessary, at this point.
There is no specific set of rules for the organization of the BoD, as the existing articles of the Association are considered to be adequate.
The BoD at the beginning of every calendar year does not adopt any calendar of meetings or a 12month action plan, which is likely to be revised according to the Company's needs, since all its members are able to reach the Company premises and hence the convocation of the BoD is possible when the needs of the Company or the Law render it necessary, without a predetermined action plan.
There is no provision for the support of the BoD by a competent, specialized and experienced administrative secretary, since the existing technological infrastructure allows the accurate recording to the BoD meetings.
There is no obligation for the President and the non executive members of the BoD to convene on a regular basis so as to discuss the performance and compensation of the latter, since all the issues are open for discussion in the presence of all the members of the BoD.
There is no provision for the existence of introductory programs for the new members of the BoD or their constant vocational training as well as training for the rest of the members, since the members that are nominated have adequate experience and managerial skills.
There is no provision for granting additional resources to the committees of the BoD for the fulfillment of their duties and for the hiring of external advisors to the extent necessary, as such resources are approved by the Company according to existing needs.
There is no institutional procedure in order to assess the effectiveness of the BoD and the committees, or the President of the BoD during the procedure in which the independent Vice President directs or any other non executive member of the BoD directs in case of absence of independent Vice President. This procedure is not considered necessary based on the organizational structure of the Company.
There is no specific rule for the operation of the audit committee, as the basic obligations and authorities are adequately described in the existing legal framework. No specific funds are granted for the use of external consultants, as the composition for the audit committee and its specialised knowledge and experience, ensure its efficient operation.
Τhere is no committee, comprising exclusively of non executive members of the BoD, independent in their majority, which aims at the compensation of the executive and non executive members of the BoD and thus there are no rules for its responsibilities, the frequency of its convocations and other issues concerning its operation. The creation of such a committee, given the Company's structure and operation, has not been deemed necessary to date.
In the contracts of the executive members of the BoD it is not stated that the BoD can demand the return of the bonus partly or as a whole, due to the revised financial statements of previous years or due to wrong financial data of any kind, that were used for the calculation of this bonus, since bonuses are decided only after the final approval of the financial statements.
The compensation of every executive member of the BoD is not approved by the BoD, following a proposal of the compensation committee, without the presence of the BoD's executive members, as such a committee does not exist.
Currently there are no deviations from the existing legal requirements.
The Company's as well as the Group's Internal Control System covers the control procedures for their operation, their compliance with the requirements of supervisory authorities, risk management and financial reporting.
The Internal Audit Service observes the correct implementation of each process and internal control system, regardless of their accounting or nonaccounting content and evaluates the Company and the Group by reviewing their activities, functioning thus as a service to the Management.
The Internal Control System aims, among others, to ensure the completeness and reliability of the data and information required for the accurate and timely determination of the financial position of the Company and the Group and produce reliable financial statements.
The Company and the Group, in relation to the preparation of financial statements, designates that the financial reporting system "ATHENS MEDICAL CENTER S.A." uses an accounting system which is adequate for reporting to the Management as well as to the external users. The financial statements and other analyses reported to the Management on a semester basis are prepared on an individual and consolidated basis in accordance with the International Financial Reporting Standards, as adopted by the European Union for reporting purposes to the Management, and simultaneously for publication purposes, according to regulations, on a semester basis. Both administrative information and the disclosure of financial information include all the necessary information about an updated internal control system including analyses of sales, costs / expenses, operating profits and other economic indicators. All reports to the Management include the data of the current period compared to the corresponding budget, as approved by the BoD and the data of the corresponding period of the previous year of reference.
All the published interim and annual financial statements include all the necessary information and disclosure concerning the financial statements in accordance with the International Financial Reporting Standards as adopted by the European Union, reviewed by the Audit Committee and approved in their entirety by the BoD.
Security controls are implemented with regard to: a) identifying and assessing risks to the reliability of financial statements, b) administrative planning and monitoring relating to financial figures, c) the prevention and discovery of fraud, d) the roles / responsibilities of executives, e) the closing process including the use of integration (e.g. documented procedures, access, approvals, agreements, etc.) and f) safeguarding the data provided by the information systems.
The internal reports to the Management and the reports required by the Codified Law 2190/1920 and supervisors are compiled by the Financial Services Division, which has a suitable and experienced staff for this purpose. The Management ensures that these executives are adequately updated about any changes in accounting and tax issues concerning the Company and the Group.
The Company and the Group have established distinct procedures in order to gather all the necessary data from the subsidiaries and ensure the agreement of the individual transactions and the implementation of the same accounting principles by the companies of the Group.
4) Information required by Article 10, par. 1, under c), d), f), h) and i) of the Directive 2004/25/EC of the European Parliament and Council on April 21st 2004, concerning public bids, provided that the Company is subject to this Directive.
The information required by Article 10 par. 1 of the European Parliament and Council Directive 2004/25/EC, is contained, pursuant to Article 4 par. 7 of Law 3556/2007, in the Supplementary and Explanatory Report of the BoD and is presented below.
The General Assembly is the Company's supreme body and is entitled to decide on all corporate affairs. Its decisions bind the shareholders that are absent or disagree.
The general Assembly is the sole body competent to decide upon:
Extension of the effective term or merger or split of the Company.
Amendments of the articles of Association.
The General Assembly of shareholders, when convened by the Board of Directors, shall meet regularly at the company's registered seat or in the region of another municipality within the prefecture of the seat once a year, always in the first semester after closure of each financial year. The Board of Directors may convene extraordinary General Assemblies as often is it considered necessary.
General Assemblies, except repeat and other similar assemblies, must be noticed at least twenty (20) calendar days prior to the assembly date. It is noted that the date of the publication of the notice and the day on which the General Assembly is held, are not counted.
The notice to shareholders for the General Assembly shall state the date, time and venue of the assembly and the items on the agenda clearly, shall be posted in a visible location at the Company's offices and is published pursuant to current legal obligations.
Ten (10) days before each General Assembly every shareholder may obtain the annual financial statements and accompanying reports of the BoD and the external auditors.
The shareholders who wish to participate in the General Assembly are required to submit to the Company written certification from the registry of Dematerialised Securities System, according to article 51 of L.2396/1996 or alternatively any other equivalent certification according to par. 4 of article 28a of C.L. 2190/1920. The shareholder's identity must exist in the beginning of the 5th day before the General Assembly meeting (record date) and the relevant written
certification must reach the Company at least three (3) days prior to the G.A. meeting. In the repeating Genaral Assembly meeting all shareholders, covering the same requirements, can participate. The shareholder's identity must exist in the beginning of the 4th day prior to the new Assembly Meeting (Record Date of Repeat General Assemblies) and the relevant certification, written or in electronic form, must reach the Company, at the latest on the 3rd day before the repeat General Assembly date.
Shareholders who are entitled to participate in the General Assembly may be represented by a legally authorized proxy.
In respect with the Company, right to participate in the General Assembly meeting have only the people who carry the shareholder identity on the relevant record date. The shareholders that do not comply with the provisions may participate in the General Assembly only upon a relevant license of the members that attend the General Assembly.
The list of shareholders entitled to vote at the General Assembly, shall be posted in a visible location at the Company's offices twenty four (24) hours prior to the General Assembly. This list must contain all the relevant information required by the Law, such as existing proxies, addresses of the shareholders or their proxies.
From the publication date of the invitation to the general Assembly, until the date of the Assembly, the Company is required to publish on its website, at least the following information:
If for technical reasons, access to the above mentioned data is limited, the Company must mention on its website the methods of acquiring the relevant documents and send them to every shareholder upon request.
The General Assembly shall be considered to have a quorum when at least twenty percent (20%) of the paid-up share capital is represented therein.
If the quorum of the previous paragraph is not achieved, a repeat assembly shall be held within twenty (20) days from the initial date. The invitation must be sent at least ten (10) days, before the meeting. The General Assembly shall be considered to have a quorum and convene legally on the items of the initial agenda, irrespective of the percentage of paid-up share capital that is represented.
Decisions in the General Assembly shall be made with an absolute majority of the votes represented at the assembly.
In exceptional circumstances, the General Assembly shall be considered to have a quorum and convene legally on the items on the agenda when two thirds (2/3) of the paid-up share capital are attending or represented therein, regarding decisions that belong to the exceptional competency of the General Assembly and which are mentioned below:
If the quorum of the previous paragraph is not achieved, a repeat assembly shall be held within twenty (20) days from the initial date. The invitation must be sent at least ten (10) days, before the meeting. The General Assembly shall be considered to have a quorum and convene legally on the items of the initial agenda, when at least ½ of the share capital is represented.
If the quorum of the previous paragraph is not achieved, a second repeat assembly shall be held within twenty (20) days from the initial date. The invitation
must be sent at least ten (10) days, before the meeting. The General Assembly shall be considered to have a quorum and convene legally on the items of the initial agenda, when at least 1/5 of the share capital is represented. A new invitation is not required if in the initial invitation the place and the time of the repeat meetings, according to the existing legal requirements, is mentioned and if there are at least ten (10) days between each cancelled meeting.
The decisions of the general Assembly are taken by a majority of 2/3 of the represented votes.
The General Assembly is chaired by the interim Chairman, or if unavailable, his deputy. Secretarial duties are reformed by the person temporarily set by the Chairman. Once the list of shareholders entitled to vote is approved, the Assembly proceeds to elect the President and a Secretary to perform the vote collection.
The discussions and decisions of the General Assembly are limited to matters appearing on the agenda. For the issues discussed and decided in the Assembly Minutes shall be signed by the President and the Secretary. The copies and extracts are certified by the Chairman of the Board or his deputy. It is the responsibility of the BoD to publish the results of the votes on the Company's website, mentioning for every decision the number of valid votes, as well as the number of negative votes and the number of abstinence, within five (5) days the latest from the day of the General Assembly meeting.
Following the approval of the Annual Financial Statements, the General Assembly applying a special vote being carried by roll call decides upon discharge of the Board of Directors and Auditors from any liability for damages.
On the vote for the discharge of the BoD, all its members are allowed to participate with their own shares, or representing another shareholder, if they act as a legal proxy. The same holds for the Company's employees.
The discharge of the Board is powerless in cases of Article 22a of Law 2190/1920.
The shareholders exercise their rights with regard to the Management of the Company only through their participation in the General Meeting.
In any Share Capital increase not affected by the contribution or issuance of convertible bonds, a Preference Right is provided upon the entire new Issue in favour of existing shareholders at the time of the issuance and proportionate to their share holding.
After the expiry of the time period set by the body of the Company for the exercise of the preference right, which may not be smaller than one month, shares not bought, according to the above, are disposed by the Board of Directors according to its unconstrained will. The Invitation for the Exercise of the Preference Right, which must also mention the period in which the right should be exercised, is published in the relevant Issue of the Government Gazette. Notwithstanding paragraphs 6 and 7 of article 13 (Law 2190/1920), the Preference Right may either be limited or waived by resolution of the General Meeting.
As an exception, if all Company's shares are bearer, the invitation for the Preference right exercise may be effected by registered mail to shareholders.
Any Shareholder wherever located, as regards his relation to the Company, is subject to the Greek Laws and is considered to have as residence the Company's Headquarters.
The rights of minority shareholders, as defined by the CL 2190/1920 and subsequent amendments and as provided for in Articles of Association are as follows:
a) Following a request from shareholders representing one twentieth (1/20) of the paid-up share capital, the Board of Directors shall include additional items on the agenda of the general assembly convened, if the relevant application is received by the Board of Directors at least fifteen (15) days prior to the General Assembly. The application for the inclusion of additional items on the agenda is accompanied by a justification or by a draft decision for approval by the general assembly and the reviewed agenda is published in the same manner as the last agenda, thirteen (13) days prior to the date of the General Assembly and at the same time it is made available to the shareholders on the webpage of the company, along with the justification or the draft decision that
has been submitted by the shareholders, pursuant to art. 27 par. 3 of C.L. 2190/1920.
The Company is managed by the Board consisting of seven (7) members, of which three (3) are executive and four (4) are independent non - executive. Executive members are those that deal with everyday issues of management of the Company, while non – executive are in charge of the promotion of all corporate issues. The status of members as non-executive or executive is appointed by the Board of Directors.
The Board members are elected by the General Meeting of shareholders of the Company.
The Board of Directors has the following composition:
| Board of Directors | |||
|---|---|---|---|
| NAME | CAPACITY | Date of appointment |
End of Term |
| Dr. George V. Apostolopoulos |
Chairman of BoD, executive member | 23/6/2016 | 23/6/2019 |
| Christos G. Apostolopoulos |
Vice Chairman of BoD, executive member | 23/6/2016 | 23/6/2019 |
| Dr. Vassilis G. Apostolopoulos |
CEO, executive member | 23/6/2016 | 23/6/2019 |
| Dr Jan Liersch | Member of BoD, non executive member | 23/6/2016 | 23/6/2019 |
| Konstantinos Pampoukis Member of BoD, independent non executive member | 23/6/2016 | 23/6/2019 | |
| Vasileios Tountopoulos Member of BoD, independent non executive member | 23/6/2016 | 23/6/2019 | |
| Nicolaos Koritsas | Member of BoD, independent non executive member | 23/6/2016 | 23/6/2019 |
Dr George V. Apostolopoulos, Chairman of BoD, executive member.
Born in Corinth, Peloponnese. Founder of Athens Medical Group, in 1984.
He is an Economist. He studied Economics in Athens University of Economics and Business and he holds a doctorate from MIDDLESEX UNIVERSITY of London. He has written a series of books on the subject of Organization and Management of Nursing Units, which he taught as a visiting professor in Athens Technological Institution. For his business activity has been honored by the Greek State. Major awards were those from the "Chamber of Commerce" and the Most Successful selfmade Entrepreneur.
Christos G. Apostolopoulos, Vice Chairman of BoD, executive member.
Born in Athens. He is an Economist. He studied Business and Economics in London and his postgraduate studies are in Information Systems and Technology.
He has been the Vice Chairman of the Group since 2002.
Dr Vasileios G. Apostolopoulos, CEO, Executive member.
Born in Athens. He holds a PhD in Economics, Distinguished Graduate of London School of Economics (BSc Management) and holder of a Master's degree in Business Administration (MBA) from University of Cambridge.
He is an Elected President of Greek Entrepreneurs Association, a board member of the International Business Center and Management at the University of Cambridge (CIBAM), and member of the General Board of Hellenic Federation of Enterprises (SEV). In 2008 he was honored with the international award "Giuseppe Sciacca" for his humanitarian work and his contribution to society, while he has also been honored with the Best Manager award of the year 2002-2003.
Dr Jan Liersch, Member of BoD, independent non executive member
He is a lawyer. Head of Regulatory Compliance Department and the Legal Department Mergers and Acquisition of Asklepios Kliniken Group.
Pampoukis Konstantinos, Member of BoD, independent non executive member
Born in Akrata, Aigialeia. Emeritus Professor of Commercial Law of Aristotle University Law School in Thessaloniki.
Tountopoulos Vasileios, Member of BoD, independent non executive member
Born in Chania, Crete. He is a Professor of the Aegean University of Shipping, Trade and Transport Department.
Koritsas Nikolaos, Member of BoD, independent non executive member
Born in Athens. He studied at the Law School of Athens University and he continued his postgraduate studies in international business law at the University of London. He is a lawyer and a law firm member..
According to Article 2 of Law 3016/2002 on Corporate Governance, as valid today, in conjunction with what is provided by the C.L. 2190/1920 and the Articles of Association, the primary concern of the Board of Directors is the pursuance of the growth of the longterm value of the Company and the defence of the general Company interest.
The members of the Board of Directors and any third person entrusted by the Board of Directors with responsibilities belonging to it are not allowed to pursue interests conflicting with those of the Company.
The members of the Board of Directors and any third person entrusted by the Board of Directors with responsibilities belonging to it are obliged to reveal to the other members of the Board of Directors their interests, as well as any conflict of these interests with those of the Company and Companies related to IAS 24.
The members of the Board of Directors are required to perform their duties with integrity, objectivity and professionalism and to devote sufficient time to perform those tasks.
Based on the Article of Association, the Board of Directors manages the Company's assets and represents it. It decides upon all issues regarding the Company within the framework of its scope, except those under the law or the applicable articles of Association which are the sole responsibility of the General Assembly.
The Board of Director can only in writing, delegate the exercise of all powers and functions (except those that require collective action), as well as and the representing of the Company in one or more persons, members or not, while determining the scope of this award. However, the powers of the Board are subject to article 23a of Law 2190/1920, as applicable.
Acts of the Board, even if they are outside its objects, bind the company towards third parties. Only in case it is proved that the third party knew of the excess of its objects or ought to know. The compliance with the formalities of disclosure in the company article of associations or amendments does not comprise as proof alone.
Restrictions on powers of Board of Directors from the Articles of Association or decisions of the General Assembly, do not object to third parties, even if they have been subjected to disclosure.
Issues relating to any fees paid to executives of the Company, internal auditors and the overall wage policy of the Company, are adopted by the Board of Directors.
After its election the Board of Directors is convened and elects the President and the Vice President. It can elect one or two Chief Executive Officers from its members only, determining in the same time its responsibilities. The president manages the meeting. In case of Presidents' absence the Vice President fully replaces the President. The Vice President is replaced by the Chief Executive Officer only by the Board of Directors' decision.
If for any reason, there is a vacancy in the Board of Directors, the remaining Members are obliged, provided that they are at least three (3), to elect a temporary replacement for the rest of the service of the replaced member. The election is submitted to publicity pursuant to art. 7b of C.L. 2190/1920 and is announced by the Board at the next General Assembly, which can replace the elected, even if no relevant item is included in the agenda. The elected members' actions are valid
even if its election is not yet approved by the General Assembly.
Board of Directors can meet after the Presidents' invitation, at the Company's registered offices at least once per month. It can also be convened at any time by the President or if two (2) of its members request it.
Any absent Member can be represented by another. Each member can only represent one absent member.
The Board of Directors is in quantum and is valid when half plus one of its members are present or represented. In no case can the number of the present members can be less than three (3).
The decisions of the Board of Directors are taken on absolute majority of the present or represented members, besides those that are clearly stated by the current Articles of Association and legislation.
For all decisions and meetings of the Board of Directors, minutes are kept. Copies of the minutes are validated by the President or the Vice President.
Board of Directors members can be compensated by an amount that is stated by the General Assembly. Any other fee or compensation of the members is given at the expense of the Company and only if it is approved by the General Assembly.
Company loans to founders, members of the Board of Directors, General Managers, Managers or persons related to them by blood or marriage or persons described in par. 5 of article 23a of C.L. 2190/1920, as well as the provision of credit and the granting of guarantees on their behalf against third parties are totally prohibited and invalid. For any contract between these persons and the Company a permission of the General Assembly is necessary. This also applies to employment contracts or orders, and to any alterations of employment contracts or amendments thereto.
It is prohibited to all Board of Directors members as well as to all managers to act engage professionally on their own account or on behalf of others, without the permission of the General Assembly, actions which are part of the Company's scopes. They are also not allowed to participate as partners to companies that are pursuing the same purposes as the Company's. In any violation case the Company has the right to ask for compensation based on the 23rd article of the 2nd and 3 rd paragraph of the C.L. 2190/1920.
Pursuant to the provisions of law no. 3693/2008 (Government Gazette 174A / 25-08-2008) and the Internal Rules of Procedure, the Company establishes the Audit Committee. The Audit Committee is set up to support the BoD in its functions relating to financial reporting, internal control and monitoring of the course of the regular inspection.
Without altering or reducing the obligations of the management members appointed by the General Meeting, the Audit Committee has, among other things, the following responsibilities:
Overall, the Audit Committee notes the lawful, efficient and smooth running of internal and external audits to the Company and ensures communication between the auditors and the Board. The Committee acts in the interests of all shareholders and investors to whom has the final responsibility.
According to a decision of the Annual General Meeting of Shareholders on 06/29/2014, the composition of the Audit Committee is as follows:
The Internal Audit is an independent and objective confirmation and consulting activity designed to add value and improve the Company's procedures. It enables the Company to achieve its objectives by providing a systematic and structured approach to evaluate and improve the effectiveness of the control systems, risk management and corporate governance.
The organization and internal audit function is a prerequisite for the listing of shares or other securities on a regulated stock market. The internal audit is conducted by a special department of the Company.
The internal auditors perform their duties independently, are not hierarchically subordinate to any other department and are supervised by one to three non-executive members of the BoD.
The internal auditors are appointed by the Board of Directors and are exclusive, full-time. They cannot be appointed as internal auditors Board of Directors members, managers, who have other than the internal audit responsibilities or relatives of the aforementioned up to the second degree by blood or marriage. The company informs the Hellenic Capital Market Commission for any change in the persons or the organization of internal control within ten (10) business days.
While performing their duties, the internal auditors may examine any book, document, file, bank account and the Company's portfolio and have access to any service provided by the company. The BoD members must cooperate and provide information to internal auditors and generally to facilitate in every way their work. The Company's management has to provide internal auditors with all the necessary means to facilitate their work.
The Internal Audit Service has the responsibility of monitoring and evaluating the internal control system established by the Company and submits proposals for improvement.
In this context, the Internal Audit Service has the following responsibilities, which must be carried out according to the principles of independence, impartiality and confidentiality:
According to the Operating Manual of each clinic, there is a Scientific Committee which serves as the basic body of supervision and control of issues relating to the level and quality of offered medical and nursing services.
The Scientific Committee comprises of all the Scientific Responsible Clinic Doctors with the Presidency of the Scientific Director, appointed by the Management.
The Scientific Committee is the main supervisory body for issues related to the level and quality of healthcare and nursing services provided. The Scientific Committee deals with cases concerning the integrity, the scientific adequacy, the behaviour and, in general, concerning the adherence to due process during the actual exercise of the medical practice. Its responsibilities may be summed up as follows:
Upon the Scientific Committee's decision one or more of its members can be delegated to deal with specific issues. The members are obliged to inform the committee for the course of their actions during a reasonable timeframe.
The Scientific Committee meets, provided that issues come up, twice a month, and more specifically on the first and third Tuesday of each month. The tenure of the Scientific Committee is two years.
The issues of the agenda of each meeting are stated by the Chairman. Issues can be stated also by other members of the committee. The members must notify the committee in writing, for the proposed issues, at least one week before the meeting. Likewise, the Board of Directors through its President or the CEO can raise issues in the committee based on its decision. The agenda is communicated to all members in writing at least three (3) days before the meeting. Non listed issues may be discussed at the committee only by the majority's approval. Quorum is defined as the half plus one of the members.
Decisions are taken based on the majority of present members. In cases of tie, the Chairman's vote preponderates.
In the committee's meeting the secretary of the Scientific Committee keeps the meeting's minutes and makes sure that the minutes are signed by all present members.
The Ethics Committee is consulted on ethical issues by the Board of Directors of the Company, and supervises the observance of the rules of medical morals and due process.
The Committee is chaired by the Scientific Director of each Clinic.
It meets upon Board of Directors decision. It is comprised, as by the law, by all coordinating Doctors of the unit. It controls all departments of the unit and proposes to the Board of Directors measures to avoid any possible Nosocomial Infections. Moreover, it monitors the implementation of all above mentioned measures in order to reassure patients' protection. President of the Committee is the Scientific Director of each Clinic.
The Committee meets once every month to monitor all Group activities, to plan all future Group actions, to assign duties, to determine the Group's strategy, to evaluate Groups financial results and, finally, to cope with all issues that refer to the operation of each one of the Group's units.
The Executive Committee is composed of:
Each Administrative Committee meets every two months and deals with all operational and organizational issues of each Clinic, evaluates the Clinics' financial results and plans all Clinics' activities.
The Administrative Committee is composed of:
The Company has adopted the Policy on Employee Relations within Group, in which, inter alia, it is stated that the Company undertakes every effort to create equal opportunities for all current and potential employees regardless of gender, origin, disability, sexual orientation, religion, union memberships and political orientation, etc.
At the end of 2016, 68,5% of the Company's medium and upper level managers were women; the respective percentage in the high upper level managers was 37%.
The age of the medium and upper level managers was between 26 and 64 years (average age 44 years), of the high upper level managers between 37 and 67 years (average age 53 years).
With respect to the professional and educational background, the medium and upper level managers are University graduates and above in a percentage of 82%, while in the high upper level managers the respective percentage is 87%.
With respect to the professional background, the managers have many years of experience in their field and in their majority have prior experience in major firms in Greece and abroad.
A significant percentage of the medium and upper level managers come from the market, while high is the percentage of managers that have evolved within the Company and the Group.
In December 31, 2016, the Board of Directors is comprised by men.
As per their educational background all Board members hold University degrees either from Greek or from foreign Universities and the majority hold postgraduate degrees or/and doctoral degrees, in a variety of fields (financial, business administration, legal sciences, etc.).
Finally, all of the Board members have professional experience, either from their engagement in the market (private and international companies.
On December 31st 2016, the Company's Share Capital consists of 86.735.980 common nominal shares, with nominal value € 0,31 each.
Based on the Share Registry as at December 31st 2016, the Company's shareholders were as follows:
| Share capital and share premium | ||||
|---|---|---|---|---|
| Number of shares % participation |
||||
| G. Apostolopoulos Holdings S.A. | 33.955.539 | 39,15% | ||
| Asklepios International Gmbh | 31.500.271 | 36,32% | ||
| CREDIT SUISSE AG | 6.706.461 | 7,73% | ||
| EUROFINANCIERE D INVETSISSEMENT MONACO |
2.585.057 | 2,98% | ||
| Free float < 2% | 11.988.652 | 13,82% | ||
| 86.735.980 | 100,00% |
The total of the Company's shares (100%) are Common Bearer shares and indivisible. There are no special categories of shares. The rights and obligations derived thereof are those foreseen by C.L. 2190/1920.
According to the Company's Articles of Association, there are not any.
On December 31st, 2016, G.Apostolopoulos Holdings held a percentage of 39.15% and Asklepios International GmbH held a percentage of 36.32%.
There are no company shares affording special control rights.
There are no constraints on voting rights other than those foreseen by C.L. 2190/1920.
(f) Rules on appointment / replacement of members of the Board of Directors and on amending the Company's Articles of Association provided they differ from those foreseen by C.L. 2190/1920.
There are not any.
(g) Power of the Board of Directors to issue new shares or purchase its own shares according to the Article 16 of Law 2190/1920.
Notwithstanding paragraph 17 of this Article, it is hereby assigned that during the first five-year period from the company's constitution and following the Shareholder's General Meeting resolution dated 20.07.1993 by which the above mentioned power of the BoD was renewed for a period of five years, the BoD can issue new shares to increase all or part of the Company's Share Capital, with a 2/3 majority decision of its members. The increase cannot exceed the total of the capital already paid down. The above mentioned
power of the Board of Directors may be renewed by the General Meeting for a period not exceeding five years for each renewal.
No renewal of this power has been decided by the General Meeting.
(h) Agreements among shareholders, known to the Company, resulting into restrictions on share transfers or on voting rights.
There are not any.
(i) Any important agreement the Company has contracted and is being put in force, modified or expires, in the event of a change in Management following a Public Offering and the results thereof; unless, due to the agreement's nature, its publication would cause serious damage to the company.
There are not any.
(j) Any agreement the Company has contracted with either members of the BoD or its personnel that foresees compensation in the event of resignation or redundancy with no well-founded reason or tenure termination due to a Public Offering.
There are not any.
Finally, the basic rights and obligations deriving from share ownership according to the Company's Articles of Association and Law 2190/1920 are as follows:
Shareholders exercise their rights with regard to the Management of the Company only through their participation in the General Meeting.
In any Share Capital increase not affected by in the contribution or issuance of convertible bonds into shares, a Preference Right is provided upon the entire new issue or the bond loan in favour of existing shareholders at the time of the issuance and proportionate to their share holding.
After the expiry of the time period set for the exercise of the preference right, which may not be smaller than one month, shares not bought, according to the above, are disposed by the Board of Directors according to its unconstrained will.
The Invitation for the exercise of the Preference Right, which must also mention the period in which the right should be exercised, is published in the relevant Issue of the Government Gazette. Notwithstanding paragraphs 6 and 7 of article 13 (Law 2190/1920), the Preference Right may either be limited or waived by resolution of the General Meeting.
As an exception, if all Company's shares are bearer, the invitation for the preference right exercise may be effected by registered mail to shareholders.
Any Shareholder wherever located, as regards his relation to the Company, is subject to the Greek Laws and is considered to have as residence the Company's Headquarters.
The rights of minority shareholders, as defined by the C.L. 2190/1920 and the subsequent amendments and as provided for in the Articles of Association are as follows:
matters as requested, to the extent that such information is useful for the real assessment of the items on the agenda. The Board of Directors may refuse to provide information for specific reasons mentioned in the minutes. The Board of Directors may uniformly reply to requests of shareholders with the same content. No obligation for the provision of information exists, since the relevant information is already available on the webpage of the Company, particularly in the form of questions and answers.
d. On request of shareholders representing 1/5 of the paid-up share capital submitted to the Company at least five (5) full days prior to the General Meeting, the Board of Directors is obliged to provide the General Meeting with information on the course of corporate affairs and on the Company's property. The Board of Directors can deny providing the requested information due to substantial reasons that are reported in the minutes. Equivalent time limits for any exercise of the shareholders' minority rights also apply in case of a Repeat General Meeting.
Marousi, 06/04/2017 THE BOARD OF DIRECTORS
GEORGE V. APOSTOLOPOULOS PRESIDENT OF THE BoD
To the Shareholders of ATHENS MEDICAL CENTER S.A.
We have audited the accompanying Standalone and Consolidated financial statements of ATHENS MEDICAL CENTER S.A. (the "Company") which comprise the Standalone and Consolidated Statement of Financial Position as of 31 December 2016 and the Standalone and Consolidated Statements of Income and Comprehensive Income, Changes in Equity and Cash Flows for the year then ended, and a summary of significant accounting policies and other explanatory information.
Management's Responsibility for the Standalone and Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of these Standalone and Consolidated Financial Statements in accordance with International Financial Reporting Standards as adopted by the European Union, and for such internal control as management determines is necessary to enable the preparation of standalone and consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Our responsibility is to express an opinion on these Standalone and Consolidated Financial Statements based on our audit. We conducted our audit in accordance with International Standards on Auditing incorporated in Greek Law. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the standalone and consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone and consolidated financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the standalone and consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the standalone and consolidated financial statements 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 internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the standalone and consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
In our opinion, the Standalone and Consolidated financial statements give a true and fair view of the financial position of ATHENS MEDICAL CENTER S.A. as of 31 December 2016 and of its financial performance and its cash flows for the year then ended, in accordance with International Financial Reporting Standards as adopted by the European Union.
Without qualifying our opinion, we draw attention to the disclosure made in note 5 to the Standalone and Consolidated Financial Statements, which, along with other matters, refer to the fact that, as of 31 December 2016, the Company's total current liabilities exceed their total current assets, by approximately EUR 142 million. The Company is in the process of negotiations with creditor banks regarding the restructuring of existing short-term borrowings of approximately EUR 132 million, out of which the amount of approximately EUR 50 million is overdue while the rest of the amount of approximately EUR 82 million is payable in July 2017. These conditions indicate the existence of an uncertainty that may cast doubt about the Company's ability to continue as a going concern.
Taking into consideration that Management is responsible for the preparation of the Board of Directors' Report and the Corporate Governance Statement which is incorporated in this report, pursuant to the provisions of paragraph 5 of Article 2 (part B) of Law 4336/2015, we note that:
The Board of Directors' Report includes a Corporate Governance Statement which provides the information set by article 43bb of C.L. 2190/1920.
In our opinion, the Board of Directors' report has been prepared in accordance with the applicable legal requirements of articles 43a and 107a and paragraphs 1c and 1d of Article 43bb of C.L. 2190/1920 and its content corresponds with the accompanying Standalone and Consolidated Financial Statements for the year ended 31 December 2016.
Based on the knowledge acquired during our audit, for ATHENS MEDICAL CENTER S.A. and its environment, we have not identified material misstatements in the Board of Directors' Report.
Athens, 7 April 2016 KPMG Certified Auditors ΑΕ AM SOEL 114
Panayiotis Bountros, Certified Auditor Accountant AM SOEL 22011
IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) AS THEY HAVE BEEN ADOPTED BY THE EUROPEAN UNION
| Page | |
|---|---|
| Statements of Financial Position as of December 31, 2016 and December 31 2015 | 38 |
| Statement of profit or loss for the year ended December 31, 2016 and December 31 2015 | 39 |
| Other comprehensive Ιncome Statement for the year ended December 31, 2016 and December 31 2015 | 40 |
| Statement of Changes in Equity for the year ended December 31, 2016 | 41 |
| Statement of Changes in Equity for the year ended December 31, 2015 | 42 |
| Statement of Cash Flows for the year ended December 31, 2016 and 2015 | 43 |
| Notes to the Financial Statements | 44 |
| 1. General information about the Company and Group | 44 – 454 |
| 2. Basis of preparation of Financial Statements and measurement | 45 |
| 3. Functional and presentation currency | 45 |
| 4. Accounting estimates and assumptions | 45 – 47 |
| 5. Going concern capability of the Company's operational activity | 47 - 48 |
| 6a. Accounting policies | 48 - 55 |
| 6b. New Standards, Improvements and Amendmends of current Standards, which have been valid and have been adopted by the European Union. |
55 - 61 |
| 7. Operating segments | 61 - 62 |
| 8. Revenue | 63 |
| 9. Other income | 63 |
| 10. Cost of sales | 64 |
| 11.Administrative expenses | 64 |
| 12. Distribution expenses | 64 - 65 |
| 13. Payroll | 65 |
| 14. Depreciation of tangible and amortization of intangible assets | 65 |
| 15. Other expenses | 65 |
| 16. Net financial result | 65 - 67 |
| 17. Income taxes | 68 – 71 |
| 18. Earnings per share | 71 |
| 19. Property, plant and equipment | 72 - 73 |
| ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED IN DECEMBER 2016 |
|---|
| 20. Intangible assets | 73 - 74 |
|---|---|
| 21. Investments in subsidiaries | 75 - 76 |
| 22. Equity-accounted investees | 76 - 77 |
| 23. Deferred tax assets - liabilities | 77 – 78 |
| 24. Inventories | 78 - 79 |
| 25. Trade receivables | 79 - 81 |
| 26. Other receivables | 82 |
| 27. Cash and cash equivalents | 82 |
| 28. Capital and reserves | 82 – 83 |
| 29. Loans and borrowings | 83 – 86 |
| 30. Employee benefit expenses | 86 – 88 |
| 31. Other non current payables | 88 |
| 32. Trade payables | 88 |
| 33. Other current payables | 88 – 89 |
| 34. Capital management | 89 |
| 35. Fair value of financial instruments | 89 – 90 |
| 36.Risk management | 91 – 93 |
| 37. Commitments | 93 - 94 |
| 38. Contingent assets and liabilities | 94 |
| 39. Related parties | 94 – 97 |
| 40. Subsequent events | 97 |
| 41. Information of article 10 cl. 3401/2005 | 98 |
| 42. Web site address | 99 |
| 43. Financial statement and information | 100 |
| Statement of financial position | |||||
|---|---|---|---|---|---|
| in thousands of euro | The Group | The Company | |||
| Note | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 | |
| Assets | |||||
| Property, plant and equipment | 19 | 228.252 | 232.713 | 216.436 | 220.867 |
| Intangible assets | 20 | 339 | 325 | 335 | 321 |
| Other non current assets | 277 | 438 | 276 | 434 | |
| Investments in subsidiaries | 21 | 0 | 0 | 20.072 | 20.072 |
| Equity-accounted investees | 22 | 109 | 101 | 0 | 0 |
| Deferred tax assets | 23 | 10.336 | 12.528 | 10.312 | 12.495 |
| Non current assets | 239.312 | 246.105 | 247.431 | 254.190 | |
| Inventories | 24 | 4.477 | 4.685 | 4.211 | 4.487 |
| Trade receivables | 25 | 102.270 | 96.304 | 101.824 | 95.889 |
| Other receivables | 26 | 10.421 | 12.722 | 11.644 | 15.736 |
| Cash and cash equivalents | 27 | 12.182 | 10.426 | 11.716 | 9.901 |
| Current assets | 129.350 | 124.137 | 129.395 | 126.013 | |
| Total assets | 368.662 | 370.243 | 376.825 | 380.203 | |
| Equity | 0 | 0 | |||
| Share capital | 28 | 26.888 | 26.888 | 26.888 | 26.888 |
| Share premium | 28 | 19.777 | 19.777 | 19.777 | 19.777 |
| Reserves | 28 | 18.127 | 18.131 | 17.860 | 17.860 |
| Retained earnings | -4.139 | -6.057 | -780 | 320 | |
| Equity attributable to owners of the | |||||
| Company | 60.654 | 58.739 | 63.746 | 64.846 | |
| Non controlling interests | 103 | 108 | 0 | 0 | |
| Total equity | 60.757 | 58.847 | 63.746 | 64.846 | |
| Liabilities | |||||
| Non current loans and borrowings | 29 | 11 | 74 | 5 | 16 |
| Employee benefits | 30 | 9.989 | 7.426 | 9.897 | 7.331 |
| Other payables | 31 | 3.221 | 4.578 | 3.220 | 4.577 |
| Deferred tax liabilities | 23 | 28.385 | 28.310 | 28.373 | 28.297 |
| Non current liabilities | 41.606 | 40.387 | 41.494 | 40.220 | |
| Taxes payable | 11.280 | 8.134 | 10.732 | 7.682 | |
| Current loans and borrowings | 29 | 144.880 | 149.047 | 142.581 | 146.750 |
| Trade payables | 32 | 74.882 | 80.312 | 87.384 | 92.255 |
| Other current payables | 33 | 35.257 | 33.517 | 30.888 | 28.450 |
| Current liabilities Total liabilities |
266.299 307.905 |
271.009 311.396 |
271.585 313.080 |
275.137 315.357 |
|
| Total equity and liabilities | 368.662 | 370.243 | 376.825 | 380.203 |
| Statement of profit or loss | |||||
|---|---|---|---|---|---|
| The Group | The Company | ||||
| in thousands of euro | |||||
| Note | 1/1-31/12/2016 | 1/1-31/12/2015 | 1/1-31/12/2016 | 1/1-31/12/2015 | |
| Revenue | 8 | 167.346 | 158.092 | 162.676 | 153.603 |
| Cost of sales | 10 | -130.055 | -131.828 | -127.915 | -130.063 |
| Gross Profit | 37.291 | 26.264 | 34.761 | 23.540 | |
| Other income | 9 | 5.038 | 3.271 | 4.331 | 2.654 |
| Administrative expenses | 11 | -23.802 | -26.577 | -21.858 | -23.806 |
| Distribution expenses | 12 | -3.282 | -8.998 | -3.130 | -8.679 |
| Other expenses | 15 | 0 | -1.734 | 0 | -1.735 |
| Operating profit (loss) | 15.244 | -7.774 | 14.105 | -8.026 | |
| Finance income | 4 | 1.333 | 34 | 1.372 | |
| Finance costs | -8.495 | -9.809 | -10.803 | -9.614 | |
| Net finance result | 16 | -8.490 | -8.476 | -10.769 | -8.242 |
| Share o f profit o f equity-accounted |
|||||
| investees, net of tax | 8 | 3 | 0 | 0 | |
| Pre tax profits (losses) | 6.761 | -16.247 | 3.336 | -16.268 | |
| Income tax -(expense)income | 17 | -3.233 | 475 | -2.891 | 663 |
| Profits (losses) after tax | 3.528 | -15.772 | 445 | -15.605 | |
| Attributable to: | |||||
| Owners of the company | 3.469 | -15.773 | - | - | |
| Non controlling Interests | 59 | 1 | - | - | |
| Profits (losses) per share | 18 | 0,0400 | -0,1818 | 0,0051 | -0,1799 |
| Statement of other comprehensive income | |||||
|---|---|---|---|---|---|
| The Group | The Company | ||||
| in thousands of euro | |||||
| Note | 1/1-31/12/2016 | 1/1-31/12/2015 | 1/1-31/12/2016 | 1/1-31/12/2015 | |
| Profits (losses) after tax | 3.528 | -15.772 | 445 | -15.605 | |
| Other comprehensive income | |||||
| Items that are or may be reclassified to profit or loss |
|||||
| Impairment loss of affiliated companies , which was reclassified in income statement |
0 | 0 | 0 | 0 | |
| Foreign operations-foreign currency translation differences |
-3 | -9 | 0 | 0 | |
| -3 | -9 | 0 | 0 | ||
| Items that will never be reclassified to profit or loss |
|||||
| Actuarial gains /(losses) related to Employee | |||||
| benefits | 30 | -2.185 | 1.356 | -2.177 | 1.355 |
| Income tax | 634 | -404 | 631 | -405 | |
| -1.552 | 952 | -1.545 | 950 | ||
| Other comprehensive income, net of tax | -1.555 | 944 | -1.545 | 950 | |
| Total comprehensive income | 1.973 | -14.828 | -1.100 | -14.655 | |
| Attributable to: | |||||
| Owners of the company | 1.916 | -14.829 | - | - | |
| Non controlling Interests | 57 | 1 | - | - |
| Statement of changes in equity for the year ended 31 December 2016 | |||||||
|---|---|---|---|---|---|---|---|
| The Group | |||||||
| in thousands of euro | Share capital | Share Premium | Reserves | Retained earnings | Total | Non controlling interests |
Total equity |
| Balance at 01 January 2016 | 26.888 | 19.777 | 18.131 | -6.057 | 58.739 | 108 | 58.847 |
| Profits (losses) after tax Other comprehensive income, net of |
0 | 0 | 0 | 3.469 | 3.469 | 5 9 |
3.528 |
| tax | 0 | 0 | -3 | -1.550 | -1.553 | -2 | -1.555 |
| Total comprehensive income | 0 | 0 | -3 | 1.919 | 1.916 | 5 7 |
1.973 |
| Dividends | 0 | 0 | 0 | 0 | 0 | -62 | -62 |
| Balance at 31 December 2016 | 26.888 | 19.777 | 18.127 | -4.139 | 60.654 | 103 | 60.757 |
| The Company | |||||||
| in thousands of euro | Share capital | Share Premium | Reserves | Retained earnings | Total | ||
| Balance at 01 January 2016 | 26.888 | 19.777 | 17.860 | 320 | 64.846 | ||
| Profits (losses) after tax | 0 | 0 | 0 | 445 | 445 | ||
| Other comprehensive income, net of | |||||||
| tax | 0 | 0 | 0 | -1.545 | -1.545 | ||
| Total comprehensive income | 0 | 0 | 0 | -1.100 | -1.100 | ||
| Balance at 31 December 2016 | 26.888 | 19.777 | 17.860 | -780 | 63.746 | ||
| Statement of changes in equity for the year ended 31 December 2015 | |||||||
|---|---|---|---|---|---|---|---|
| The Group | |||||||
| in thousands of euro | Share capital | Share Premium | Reserves | Retainedearnings | Total | Non controlling interests | Total equity |
| Balance at 01 January 2015 | 26.888 | 19.777 | 18.139 | 8.763 | 73.568 | 237 | 73.805 |
| Profits (losses) after tax | 0 | 0 | 0 | -15.773 | -15.773 | 1 | -15.772 |
| Other comprehensive income, net of | |||||||
| tax | 0 | 0 | -9 | 952 | 944 | 0 | 944 |
| Total comprehensive income | 0 | 0 | -9 | -14.820 | -14.829 | 1 | -14.828 |
| Dividends | 0 | 0 | 0 | 0 | 0 | -130 | -130 |
| Balance at 31 December 2015 | 26.888 | 19.777 | 18.131 | -6.057 | 58.739 | 108 | 58.847 |
| The Company | |||||||
| in thousands of euro | Share capital | Share Premium | Reserves | Retainedearnings | Total | ||
| Balance at 01 January 2015 | 26.888 | 19.777 | 17.860 | 14.975 | 79.501 | ||
| Profits (losses) after tax | 0 | 0 | 0 | -15.605 | -15.605 | ||
| Other comprehensive income, net of | |||||||
| tax | 0 | 0 | 0 | 950 | 950 | ||
| Total comprehensive income | 0 | 0 | 0 | -14.655 | -14.655 | ||
| Balance at 31 December 2015 | 26.888 | 19.777 | 17.860 | 320 | 64.846 | ||
| The accompanied notes and appendixes are inseparable part of the Financial Statements |
44
| Statement of cash flow | ||||
|---|---|---|---|---|
| in thousands of euro | The Group 1/1-31/12/2016 |
1/1-31/12/2015 | The Company 1/1-31/12/2016 |
1/1-31/12/2015 |
| Operating activities : | ||||
| Profit (loss) before taxes | 6.761 | -16.247 | 3.336 | -16.268 |
| Plus/less adjustments for : | ||||
| Depreciation and Amortization | 8.211 | 9.057 | 8.021 | 8.337 |
| Impairment losses on property, plant | ||||
| and equipment and intangible assets | 0 | 1.715 | 0 | 1.715 |
| Impairment losses on investments | 0 | 0 | 2.470 | 0 |
| Provisions | 2.513 | 4.337 | 2.525 | 4.332 |
| Exchange differences | 0 | 1 0 |
0 | 0 |
| Results from investing activities | -16 | -1.317 | -38 | -1.352 |
| Interest and related expenses | 8.495 | 9.809 | 8.333 | 9.614 |
| Plus/Less adjustments for changes in | ||||
| working capital: | ||||
| Decrease / (Increase) in inventories | 208 | -124 | 277 | -141 |
| Decrease / (Increase) in receivables | -5.790 | 6.781 | -3.966 | 6.397 |
| (Decrease) / Increase in liabilities | ||||
| (except for borrowings) | -1.986 | 8.346 | -594 | 9.406 |
| Less: | ||||
| Interest charges and related | ||||
| expenses paid | -8.346 | -9.323 | -8.186 | -9.129 |
| Paid taxes | -274 | -160 | -145 | 0 |
| Total Inflows / (Outflows) from operating | ||||
| activities | 9.775 | 12.886 | 12.031 | 12.912 |
| Investing Activities : | ||||
| Purchase of tangible and intangible | -3.768 | -2.009 | -3.608 | -1.949 |
| fixed assets Cash collection from the sale of |
||||
| tangible and intangible fixed assets | 8 | 6 | 8 | 6 |
| Increase of investment in subsidiary | 0 | 5 0 |
-2.470 | 5 0 |
| Interest income received | 4 | 351 | 4 | 350 |
| Dividend received | 0 | 0 | 3 1 |
4 0 |
| Total Inflows / (Outflows) from Investing | ||||
| Activities | -3.755 | -1.602 | -6.036 | -1.503 |
| Financing Activities : | ||||
| Receipts from borrowings | 1.192 | 0 | 1.192 | 0 |
| Debt repayment | -5.361 | -5.761 | -5.361 | -5.721 |
| Payments of financial leasing | ||||
| (Capital installments) | -60 | -65 | -11 | -11 |
| Dividend paid | -35 | -58 | 0 | 0 |
| Total Inflows / (Outflows) from Financing | ||||
| Activities | -4.265 | -5.884 | -4.181 | -5.733 |
| Net Increase / (Decrease) in Cash and | ||||
| Cash Equivalents for the year | 1.756 | 5.400 | 1.815 | 5.676 |
| Cash and Cash Equivalents (beginning) | 10.426 | 5.027 | 9.901 | 4.225 |
| Cash and Cash Equivalents (year end) | 12.182 | 10.426 | 11.716 | 9.901 |
The Company " ATHENS MEDICAL SOCIETE ANONYME" with the distinctive title "ATHENS MEDICAL CENTER S.A." (hereafter the "Company" or the "Parent Company") and its subsidiaries (hereafter the "Group") are involved in the area of health care services with the organization and operation of hospital units. The Company's and the Group's head offices are located in the Municipality of Amarousion Attica in 5-7 Distomou Street and employ 2.710 and 2.861 employees respectively.
The Company's shares are publicly traded in the Athens Stock Exchange.
| Company details: | |
|---|---|
| Board of directors: | Dr. George V. Apostolopoulos– President of BOD |
| Dr. Vassilios G. Apostolopoulos – CEO | |
| Christos G. Apostolopoulos – Vice President of BOD | |
| Dr. Jan Liersch Ruediger– Member of BOD | |
| (non executive) | |
| Nikolaos Koritsas – Member of BOD (non executive) | |
| Pampoukis Konstantinos– Member of BOD (non executive) | |
| Tountopoulos Vassilios– Member of BOD (non executive) | |
| Company's head offices: | 5-7 Distomou Str, 15125 Maroussi |
| Company's number in the registry of Societes | |
| Anonymes: | 13782/06/Β/86/06 |
| General Commercial Registry : | 356301000 |
| Auditors: | KPMG CERTIFIED AUDITORS S.A. |
| 3, Stratigou Tombra Str. | |
| Aghia Paraskeui | |
| 15342 Athens Greece |
The companies, which were included in the attached consolidated Financial Statement of the Group for the year ended at 31/12/2016, together with the related ownership interests are described in table below. There is no deviation in the companies and the method of consolidation relative to that used in the financial statements of the previous year 2015. More information regarding the method of consolidation is found in paragraph 6.1
| Company's location | % Group's participation | % Group's | |||
|---|---|---|---|---|---|
| Company's name | country | Activity | 2016 | participation 2015 | Concolidation method |
| IATRIKI TECHNIKI S.A. | GREECE | Sale of Medical Tools | 100.00% | 100.00% | Total |
| & Sanitary/Health | |||||
| Equipment | |||||
| EREVNA S.A. | GREECE | Diagnostic & | 51.00% | 51.00% | Total |
| Therapeutic Center | |||||
| AXONIKI EREVNA S.A. | GREECE | Diagnostic Center | 50.50% | 50.50% | Total |
| PHYSIOTHERAPY AND SPORTS INJURY | GREECE | Physiotherapy & Sport | 33.00% | 33.00% | Total |
| TREATMENT CENTER S.A. | Injury | ||||
| Restoration/Treatment | |||||
| Services | |||||
| HOSPITAL AFFILIATES INTERNATIONAL | GREECE | Organization & | 68.89% | 68.89% | Total |
| Administration of | |||||
| Hospitals and Clinics. | |||||
| MEDSANA BMC | ROMANIA | Diagnostic Center | 100.00% | 100.00% | Total |
| BIOAXIS SRL (former MEDSANA SRL) | ROMANIA | Diagnostic Center | 78.90% | 78.90% | Total |
| EUROSITE HEALTH SERVICES S.A. | GREECE | Establishment & | 100.00% | 100.00% | Total |
| MATERNITY CLINIC GAIA | GREECE | Maternity and | 100,00% | 100,00% | Total |
| gynaecology clinic | |||||
| INTEROPTICS S.A. | GREECE | Trade & services of | 27.33% | 27.33% | Equity method |
The consolidated and separate Financial Statements for the year ended at 31/12/2016 (hereinafter referred to as "the Financial Statements") have been prepared in accordance with International Financial Reporting Standards (hereinafter referred to as "IFRS"), issued by the International Accounting Standards Board (IASB) and their interpretations, adopted by the European Union. There are no standards applied in advance of their effective date.
The Financial Statements have been prepared under the historical cost convention, except for derivative financial instruments which are measured at fair value.
The Financial Statements are presented in thousands of euro, unless stated otherwise. It is noted that any deviations are due to roundings.
The Board of Directors of Athens Medical S.A. approved the annual Financial Statements for the year ended at December 31/12/2015, at 6/4/2017. It is noted that the Financial Statements are subject to the approval of the Company's Shareholders' General Assembly Meeting.
These financial statements are presented in euro, which is the Company's functional currency. All amounts have been rounded to the nearest thousand, unless otherwise indicated.
The preparation of Financial Statements according to IFRS requires that Management proceeds to judgments and estimates that affect items of assets and liabilities, the disclosure of contingent assets and liabilities at the reporting date as well as the amounts of income and expenses during the year. The actual results may differ from these estimates.
The above mentioned estimates, assumptions and judgments are periodically reviewed in order to reflect current conditions and current risks and are based on prior management's experience in conjunction to the volume / level of such transactions and events. The adjustments in accounting estimates are accounted in the period in which they occure and the future accounting periods they affect.
The principle judgments and estimates referring to events the development of which could significantly affect the items of the Financial Statements are as follows:
In terms of compliance with Law 4172/2013 (GG 167A/23-07-2013) and the following Ministerial Decisions, which regulate clawback with retrospective application from 01.01.2013 up to 31.12.2018, company's management estimates the effects of these provisions on its Financial Statements. Given that the basic parameters for the calculation of clawback have not yet been disclosed and are not yet finalized, it is possible that variations may arise upon the final determination of Clawback for years 2014 and 2016 in the future, as long as these provisions remain valid. Further details are provided in Note 25.
Income (current) tax liabilities according to IAS 12 for the current and prior periods are measured at the amounts expected to be paid to the taxation authorities, using the tax rates that have been enacted at the balance sheet date. (Provision for income taxes reported in the respective income tax returns and the potential additional tax assessments that may be imposed by the tax authorities upon settlement of the open tax years). Accordingly, the financial settlement of the income taxes might differ from the income taxes that have been accounted for in the Financial Statement. Further details are provided in Note 17.
The cost for the staff leaving indemnities is determined based on actuarial valuations. The actuarial valuation requires management making assumptions about future salary increases, discount rates. Management, at each balance sheet date when the provision is re-examined, tries to give its best estimate regarding the above mentioned parameters. Due to the fact that these programmes are for long term periods such estimates are subject to significant uncertainty.
The Group impairs the value of trade receivables when there is evidence or indications that the collection of each receivable in whole or up to a percentage is not feasible. The Management of the Group proceeds to temporary revaluation of the formulated provision for doubtful debts in relation to its credit policy and data from the Group's Law Department, which arises from processing past data and recent developments of each case. Further details are provided in Note 25.
The Companies of the Group are involved (in their capacity as defendant and as plaintiff) in various lawsuits and legal amperages in the framework of its normal operation. The determination of contingent liabilities relating to the litigation and claims is a complex process that involves judgments as to the outcomes and interpretation of laws and regulations. Further details are provided in Note 38.
Management examines the useful life of the depreciable assets each year. At the 31st of December 2016, management estimates that the useful lives represent the predictable usefulness of the assets.
Property plant and equipment are tested for impairment when facts or changes in conditions indicate that their accounting balances may not be recoverable. The recoverable amount is the greater value between the fair value less distribution costs and value in use. For the calculation of the value in use management estimates its future cash flows from the asset or the cash generating unit and chooses the appropriate discount rate to calculate the present value of the future cash flows. Further details are provided in Note 19.
Company follows the instructions of IAS in order to test its investments for impairment. During the determination whether an investment has been impaired, company estimates among other factors the duration or how much the fair value of the investment is lower than the acquisistion cost which is a solid indication of impairment, the financial viability and the short term prospective, business policies, the investment's future including factors like business sector's progress, changes in technology as well as in operational and financial cash flows. Further details are provided in Note 21.
Deferred tax assets recognition includes estimates as regards their recoverability. More specifically, the recognition of deferred tax assets on carried forward tax losses requires management to estimate to the extent that it is propable that taxable profit will be available against which the losses can be utilized in each tax regime in which the Company and the subsidiaries of the Group operate. Company and Group's subsidiaries have not recognized future tax benefits on tax losses. Further details are provided in Note 23.
In the Previous years from 2013 to 2015, the Company did not meet some of Common bond loan covenants.
As a result, the Company's common bond loan was reclassified from long-term to short-term borrowings, according to IAS 1.
The Loan's duration is 5 years with floating rate based on Euribor plus margin and is payable in ten (10) installments. On July 12, 2012 the Company has signed the Common Bond Loan Issuance Programme, according to the provisions of C.L. 2190/1920 and L. 3156/2003, through private placement to NATIONAL BANK OF GREECE S.A., EFG EUROBANK ERGASIAS S.A. and ALPHA BANK S.A., the last acting also as a "Manager", of total nominal value of up to Euro 164 and granting of collaterals, following the decision of the 1st Repetitive Assembly of the Shareholders on 21st March 2012 and the decision of the Board of Directors on July 11, 2012.
In the year 2016 Company paid up bonds of total amount Euro 5.212 while the liability for interest cost for the same year 2016, was normally settled up.
Up to 6th April 2017, the date of 2016 Financial Statements submission, the amount of 50,3 millon has been over due, as the the total amount of bond loan was 132,2 million
The debenture loan balance € 132.800 th. becomes contractually due within 2017. Therefore, on December 31, 2016 total current liabilities of the Company exceeds its Current assets by € 142.190 th..
For the above bond issue, the Group is in discussions with Banks for the overall restructuring having already a draft loan agreement with the main terms of restructuring (term sheet) contract including among others the extension of the maturity of the loan in 5 years with a simultaneous modification of the repayment schedule of the outstanding principal current amount of bonds of € 50,3 m., other terms, conditions and guarantees which are under negotiations and agreed with Banks.
The agreement will be signed before the expiration date of the existing contract.
The successful completion of the agreement is an essential precondition for the adequacy of working capital ensuring the necessary liquidity of the Group and the Company respectively.
The Management taking into consideration the following:
collection of old balances of funds (ex EOPYY) and will continue the claim of repayment, which correspond to clawback and rebate cuts.
The final stage of negotiation with the banks that will be positively finalized in the forthcoming period
prepared the accompanying Financial Statements based on the going concern basis and assumes that the Company will have sufficient funding to serve the financial and operational needs over the next 12 months.
The Company and the Group have applied in a consistent way the following accounting policies for all periods included in the financial statements. Below, Standards effective since January 1st 2016 are presented,as well as Standards which in one hand are effective since January 1st 2016 but on the other hand are not applicable in Company's and Group's activities.
6.1 Consolidation: The Company's accompanying consolidated Financial Statement include the Financial Statement of the Parent Company, as well as of all the subsidiaries that are controlled by the Parent Company. Subsidiaries are the companies which Parent company controls directly or indirectly through other subsidiaries. Control is presumed when a company has the authority to guide directly or indirectly the financial and operating principles of an entity in order to obtain benefit from its activities. In order to assess the existence of control, voting rights are considered which can be excercised at the moment or may be amended. Subsidiaries are consolidated from the date on which effective control is transferred to the Company and cease to be consolidated from the date in which control ceases to exist.
The consolidated Financial Statement include the Financial Statement of a subsidiary (Physiotherapy Center S.A.), in which although the direct Parent Company holds less than 50% of the voting rights, controls it through the ability of appointing the majority of members of the Board of Directors.
The Group's subsidiaries Ereuna S.A., Axoniki ereuna S.A. and Hospital affiliates S.A. according to their General Assemblies' decisions, have entered a liquidation procedure. Before that and during the year 2006, the above mentioned companies Ereuna S.A. and Axoniki ereuna S.A. have transferred together with all their productive assets – mechanical equipment, their operations to Parent Company and as a qonsequence their Balance Sheets do not include non current assets. As a result the liquidation of the above mentioned companies is not considered to be a discontinued operation according to IFRS 5 "Non-current Assets Held for Sale and Discontinued Operations", that requires distinctive reporting regarding the companies' results and assets.
All intercompany transactions and balances as well as not realized gains due to intercompany transactions, have been eliminated in the accompanying consolidated Financial Statements. Gains not realized from transactions among associated companies are eliminated against the Group's investment's percentage rate in the associated company. Non realized losses are also eliminated unless the transaction implies impairment indications of the transferred asset's item. Where necessary, accounting policies of the subsidiaries and associates have been revised to ensure consistency with the policies adopted by the Group. All the subsidiaries, included in the consolidation, prepare their financials statements for the same reporting period and the same date (31 December) as the Parent Company, with the exemption of the subsidiaries Ereuna S.A. and Axoniki Ereuna S.A., which prepare their Financial Statement for period 1/7-30/6. For consolidation purposes financials statements for these companies were prepared, concerning the same reporting period (1/1/2016-31/12/2016) as the Parent Company, which were included in the consolidation.
Losses within a subsidiary are attributed to the non-controlling interest even if that results in a deficit balance
6.2 Investments in Subsidiaries (separate Financial Statement): The investments of the Parent Company in its consolidated subsidiaries are measured at acquisition cost less any cumulative impairment losses.
(i) Consolidated Financial Statement: The Company's investments in other entities in which Parent exercises significant influence and are not subsidiaries or joint-ventures are accounted for using the equity method. Significant influence, mainly, seems to exist when a company holds, directly or indirectly through subsidiaries a percentage of
20% to 50% of another company's shares. Under this method the investment in associates is recognized at cost in addition to the changes in the percentage of the Company in the associate's equity after the initial date of acquisition less possible provisions for impairment in value. The consolidated statement of income reflects the Company's share of the results of operations of the associate. All the associates, included in the consolidation, prepare their financial statements for the same reporting period and the same date (31 December) as the Parent Company.
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 made payments on behalf of the associate.
(ii) Separate Financial Statement of Parent: Investments in associates in the stand-alone Financial Statement are measured at acquisition cost less any cumulative impairment losses.
6.4 Investments in joint ventures (jointly controlled entities): The Group has no interests in joint ventures which are jointly controlled entities. Jointly controlled entities are included in the consolidated Financial Statement with the equity consolidation method until the date on which the Group ceases to have joint control over the jointly controlled entities.
6.5 Conversion of foreign currencies: The functional currency of the Company and of its Greek subsidiaries is Euro. The transactions involving other currencies are converted into Euro using the exchange rates that were in effect at the time of the transactions. At the balance sheet date monetary assets and liabilities which are denominated in other currencies are adjusted in order to reflect the current exchange rates. Such arising exchange differences charge income statement.
The functional currency of the Group's foreign subsidiaries is the official currency of the related country in which each subsidiary operates. Thereafter, at each reporting date all balance sheet accounts of these subsidiaries are converted into Euro using the exchange rate in effect at the balance sheet date. Revenues and expenses are converted based on the weighted average rate of exchange that prevailed during the year.
The accumulated difference resulting from such translation is recognized directly in consolidated equity until the disposal, write off or de-recognition of a subsidiary, when it is transferred to the consolidated income statement.
6.6 Intangible Assets: Intangible assets are mainly consisted of software. These are amortized over their estimated useful lives which is set to five years. Software includes their acquisition cost and any expenditure realized in order for it to operate, reduced by the amount of accumulated amortization and any possible impairment losses. Expenditure related to software maintenance is recognized as expense when it occurs.
6.7 Revenue recognition: Revenue includes the fair value of goods and services sold provided, net of recoverable taxes, discounts and returns. Intercompany revenue in Group level is eliminated entirely. Revenue recognition has as follows:
The Sale of Services revenue is accounted according to the extent of service completion.
The Company provides its services in private patients – customers as well as in patients – customers insured in cooperative insurance funds and insurance organizations. More specifically the main insurance fund with whom Group and Company cooperates is ΕΟPΥΥ. Insurance organizations with which Company cooperates are domestic insurance companies and insurance companies abroad. Revenue is accounted according to the extent of service completion and is the net amount expected to be collected by each category.
The sale of goods revenue, is recognized when the goods are delivered to the customers, the goods are accepted by them and the collection of the sale is certain.
The interest revenue is recognized on the accrual basis of accounting.
Revenue from dividends is recognized when the Group's right on such dividends is approved by the respective bodies of the companies' that declare them.
6.8 Property, Plant and Equipment: Land and buildings are valued at historical cost (deemed cost based on the provisions of IFRS 1), less accumulated depreciation and any impairment in value. The Company and the Group proceeded to a fair valuation of its land, buildings, as at January 1, 2004 and these fair values were used as deemed cost on the date of transition to the IFRS. The resulted revaluation surplus was credited to retained earnings. Machinery, transportation equipment, as well as the furniture and the rest of the equipment are measured at historical cost less the accumulated depreciation and any impairment in value. Acquisistion cost includes all direct expenditure necessary for the acquisition of the assets
Repairs and maintenance are charged to expenses as incurred. Major improvements are capitalized to the cost of the asset to which they relate when they extend the useful life, increase the earnings capacity or improve the efficiency of the respective assets. An item of property and plant is derecognized upon sale or disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset, is included in the consolidated statement of income in the year the item is derecognized.
6.9 Depreciation: Depreciation is calculated based on the straight-line method at rates, which approximately reflect the average useful lives of relative assets. The rates used are the following:
| Classification | Annual rate |
|---|---|
| Buildings | 2% |
| Machinery and Equipment | 6,67%- 10% |
| Equipment of Transportation | 6%-10% |
| Furniture and rest of Equipment | 10%- 25% |
The residual values and the useful life of tangible assets are tested at every reporting date of Balance Sheet.
6.10 Goodwill and business combinations: Business combinations are accounted for using the acquisition accounting method. This involves recognizing identifiable assets (including previously unrecognized intangible assets) and liabilities (including contingent liabilities) of the acquired business at fair value at acquisition date. Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of the business combination over the Group's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities at transaction date. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses.
Goodwill is not amortized, but it is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. At the acquisition date (or at the date of completion of the relative purchase price allocation) any goodwill acquired is allocated to each of the cash-generating units or groups of cash-generating units expected to benefit from it.
Impairment is determined by assessing the recoverable amount of the cash-generating unit, to which the goodwill relates.
Where the recoverable amount of the cash-generating unit is less than the carrying amount and the relevant goodwill, an impairment loss is recognized.
Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of, in this circumstance is measured on the basis of the relative values of the operation disposed of and the portion of the cash-generating unit retained.
Goodwill resulting from acquisitions or business combinations has been allocated to the main cash generating units in group level. The cash generating units have been defined in accordance with the provisions of IAS 36 "Impairment of Assets". The Group, in order to decide whether an impairment of goodwill exists, performes the related impairment tests in the cash generating units in which goodwill was allocated, in Group level.
When the Group increases its participation interest to existing subsidiaries (acquisition of minority interests) the total difference between the purchase price and the portion of the minority interests acquired (goodwill or negative goodwill) is transferred directly to equity as it is considered as a transaction among the shareholders (entity concept method). Similarly, when minority interests are sold (without losing control of the subsidiary) then the related gains or losses are recognized directly to equity.
6.11 Impairment of Assets: With the exception of goodwill and intangibles with indefinite life, which are reviewed for impairment at least annually, the carrying value of other non-current assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Whenever the carrying value of an asset exceeds its recoverable amount a respective impairment loss is recognized in the consolidated statement of income. The recoverable amount is measured as the higher of net selling price and value in use. Net selling price is the amount obtainable from the sale of an asset in an arm's length transaction between knowledgeable, willing parties, after deducting any direct incremental selling costs, while value in use is the present value of estimated future cash flows expected to arise from continuing use of the asset and from the revenue due to its disposal at the end of its estimated useful life. For the purpose of assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash flows. An impairment loss is reversed if the estimate of its recoverable amount changes. After the impairment loss is reversed the item's accounting balance can not exceed the accounting balance (after the deduction of the depreciation) in which the item would be presented if no impairment had ever taken place.
(i) Financial assets: A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when:
• the rights to receive cash flows from the asset have expired;
• the Group retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a "pass-through" arrangement; or
• the Group has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the assets, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
Where the Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Group's continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. Where continuing involvement takes the form of a written and/or purchase option (including a cash-settled option or similar provision) on the transferred asset, the extent of the Group's continuing involvement is the amount of the transferred asset that the Group may repurchase (including a cash-settled option or similar provision), except that in the case of a written put option on an asset measured at fair value, where the extent of the Group's continuing involvement is limited to the lower of the fair value of the transferred asset and the option exercise price.
(ii) Financial liabilities: A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a de-recognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss.
6.13 Inventories: Inventories are reported at the lower value between the cost and the net realizable value. Cost of inventories include all costs incurred in bringing inventories to their current location. The cost of inventories is determined based on the weighted average basis. Net realizable value for inventories is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary, to make the sale. Especially medication supply is measured in a different way, that is at the last acquisition value, due to existing state of tariff, according to I.A.S. 2 «inventories», paragraph 24.
6.14 Accounts Receivable and Credit Policy: Short-term receivables are presented at their nominal value, net of provisions for potential non collectible accounts, while long-term receivables (balances that deviate from normal credit terms) are reported at the amortized cost based on the actual interest rate method. At each Balance Sheet date all past due or doubtfull debtors are assessed by management in order to determine the necessity for relevant provision, with criteria such as the customer's ability to pay and the aging of his balance. The balance of such allowance for doubtful accounts is appropriately adjusted at each balance sheet date in order to reflect all possible risks based on the past data of collections and the existing circumstances in the market. It is the Group's policy not to write-off an account until all possible legal action has been exhausted.
6.15 Cash and Cash Equivalents: The Company considers time deposits and other highly liquid investments with original maturity of three months or less, to be cash equivalents. Bank overdrafts are included within borrowings in current liabilities in the balance sheet. For the purpose of the cash flow statements, cash and cash equivalents consist of cash at hand and in banks and of cash and cash equivalents as defined above.
6.16 Share capital: Share capital represents the value of the Parent Company's shares issued and in circulation. Any excess of the fair value of the consideration received over the par value of the shares issued is recognized as the "share premium" in equity. Incremental external costs directly attributable to the issue of new shares are shown as a deduction in equity, net of tax, from the proceeds.
6.17 Long-term Liabilities: All long-term liabilities are initially recognized at cost. After initial recognition loans and borrowings denominated in foreign currency are reported using the spot rate at each reporting date. The interest costs are recognized on the accrual basis of accounting.
6.18 Borrowing Costs: Borrowing Costs are recognized as an expense in the period in which they are accrued.
Short term benefits to personnel in cash and in form of goods are recognized as expense when they are accrued.
Benefits after the exit of service include defined benefit liabilities.
The liability recognized in the statement of financial position for defined benefit liabilities is the present value of the commitment for such obligation. The defined benefit liability's commitment is annually determined by an independent actuarial scientist using the projected unit credit method.
The changes in liabilities of the defined benefit liability programme relating to service cost and financial cost is recognized in the statement of profit and loss, while actuarial gains or losses arising from revaluations due to changes in assumptions are recognized in the statement of comprehensive income.
The discounting rate of defined liability after the exit from service is determined by taking into consideration the market performance of high quality corporate bonds at the end of the reporting date.
Benefits provided for service termination are paid when employees leave service earlier than retirement date. Group registers these benefits when is obligated to, or when it terminates the employement of current employees, according to a detailed programme which will not be withdrawn, or when it offers these benefits as motive for voluntary exit. Benefits for employement termination due to be paid 12 months after the reporting date of the Statement of Financial Position is discounted in their present value.
In case of employement termination with the inability to define the number of employees wiiling to use such benefits, there is no recognition but a disclosure as a contingent liability.
6.20 State Pension Programmes: The Company's personnel is covered by several State sponsored pension funds for private sector employees, (I.K.A., T.S.A.Y.) covering post-retirement pensions, and healthcare benefits. Each employee is required to contribute a portion of its monthly salary to the fund, with the Company also contributing a portion. Upon retirement, the pension fund is responsible for paying the employees retirement benefits.
At such, the Company has no legal or constructive obligation to pay future benefits under this plan.
6.21 Borrowings: All borrowings are initially recognized at acquisition cost, which reflects the fair value of amounts collected, net of any relevant transaction costs incurred. After initial recognition, they are measured at amortised cost, based on the effective interest rate. Gains or losses arising from differences of amortised cost are recognised in the income statement, as well as differences due to the de-recognition (repayment) of the borrowings. Borrowing costs are recognised as expenses in the period incurred.
6.22 Income Taxes (Current and Deferred): Current and deferred income taxes are computed based on the stand alone Financial Statement of each of the entities included in the consolidated Financial Statement, in accordance with the tax rules in force in Greece or other tax jurisdictions in which foreign subsidiaries operate. Income tax expense is computed based on each entity's profits as adjusted in its tax returns, additional income taxes resulting from tax audits by the tax authorities and deferred income taxes, using substantively enacted tax rates.
Deferred income tax is computed, using the liability method, on all temporary differences at the balance sheet date between the tax bases and the carrying amounts of assets and liabilities. Deferred income tax liabilities are recognized for all taxable temporary differences:
Except cases, where the deferred income tax liability arises from goodwill impairment.
Except cases where the deferred tax asset regarding the taxable temporary differences arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and
Deferred tax assets are recognized for all taxable temporary differences and transferred tax assets and losses, to the extent where it is possible that taxable profit will be available which will be used against the taxable temporary differences and the transferred unused taxable assets and losses.
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, a deferred tax asset is recognized to the extent that it is probable that the temporary differences will reverse in the foreseeable future and there will be available taxable profit which will be used against temporary differences.
The deferred tax assets are reviewed at each balance sheet date and reduced to the extent, where it is not considered as possible that enough taxable profits will be presented against which, a part or the total deferred tax assets can be utilized.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on the tax rates (and the laws) that have been enacted or substantively enacted at the balance sheet date.
The income tax relating to items recognized directly in equity, is recognized in equity and not in the income statement.
6.23 Financial Leases: Finance leases, which transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and the reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to income. Capitalized leased assets are depreciated over estimated useful life of the asset or the lease term.
Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognized as an expense in the income statement on the straight line basis over the lease term.
6.24 Provisions and Contingencies: Provisions are recognized when the Company has a present legal or presumed/imputed obligation as a result of past events, it is probable that an outflow of resources will be required to settle this obligation and a reliable estimate of the amount of the obligation can be made. Provisions are reviewed at each balance sheet date and are adjusted to reflect the present value of the expenditure expected to be required to settle the obligation. If the effect of time value of money is material, provisions are determined by discounting the expected future cash flows at a pretax rate that reflects current market assessments of the time value of money and, where appropriate the risks specific to the liability. Contingent liabilities are not recognized in the consolidated Financial Statement but they are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the Financial Statement but are disclosed when an inflow of economic benefits is probable.
6.25 Earnings per share: Basic earnings per share are computed by dividing net income attributed to the equity owners of Parent by the weighted average number of ordinary shares outstanding during each year, excluding any treasury shares outstanding during the year. Diluted earnings per share are computed by dividing net income attributed to equity owners of Group (after deducting the impact on the convertible recognized preference shares) by the weighted average number of ordinary shares outstanding during the year (after deducting the impact on the convertible recognized preference shares).
6.26 Operating Segment reporting : The Group reports financial and descriptive information about its operating segments or aggregations of operating segments that meet specified criteria. Operating segments are components of an entity about which separate financial information is available that is evaluated regularly by management, in deciding how to allocate resources and in assessing performance.
The operating segment performance assessment is based on revenue, operating results and EBITDA (results before taxes, financing, investing activity and depreciation). The Group for measuring the segment operating results, applies the same accounting policies to the ones adopted for preparing the Financial Statement.
The transactions between operating segments are realized within the normal operating framework of the Group to a way similar to the one used between related parties. Intersegment sales are eliminated in consolidated Financial Statements.
6.27 Derivative Financial Instruments and hedging activities: Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently measured at their fair value. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group documents, at the inception of the transaction, the relationship between hedging instruments and hedged items (increase of the floating rate), as well as its risk management objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.
The effective portion of changes in the fair value of these derivatives is recognized in equity. The gain or loss relating to the ineffective portion is recognized immediatelly in the 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 transaction being hedged takes place).
The derivatives that are not designated as hedges and do not qualify for hedge accounting are classified as heldfor-trading and accounted for at fair value through profit or loss.
Financial assets in the scope of IAS 39 depending on their nature and characteristics are classified as either:
When financial assets are recognized initially, they are measured at fair value, plus, in some cases directly attributable transaction costs.
The Group determines the classification of its financial assets after initial recognition and, where allowed and appropriate, re-evaluates this designation periodically.
Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term. Gains or losses on investments held for trading are recognized in income statement.
Such assets, derived by the company's activity (that is beyond the Group's ordinary credit limits), are carried at amortised cost using the effective interest method. Gains and losses are recognized in the income statement when the loans and receivables are de-recognized or impaired, as well as through the amortization process.
6.29 Government Grants: Government grants are recognized where there is reasonable assurance that the grant will be received and all attaching conditions will be complied with. Where the grant relates to an asset, it is recognized as deferred income and released to the income statement, in equal amounts over the expected useful life of the related asset. When the grant relates to an expense item, it is recognized over the period necessary to match the grant on a systematic basis to the costs that it is intended to compensate.
6.30 Dividend distribution: The obligatory, according to law, dividend distribution to the Group's shareholders is recognized as an obligation to the Financial Statement in the year, in which the distribution is approved by the General Assembly of the Shareholders.
6.31 Offseting: Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset recognised amounts, and there is an intention to settle them on the net basis or realise the asset and settle the liability simultaneously.
6.32 Comparative figures: Where necessary comparative figures were reclassified to match with changes in closing year's figures presentation, without any effect in equity, turn over and results after taxes and non controlling interests of previous year for Group and Company.
On 30.1.2014 the International Accounting Standards Board issued IFRS 14. The new standard addresses the accounting treatment and the disclosures required for regulatory deferral accounts that are maintained in accordance with local legislation when an entity provides rate-regulated goods or services. The scope of this standard is limited to first-time adopters that recognized regulatory deferral accounts in their financial statements in accordance with their previous GAAP. IFRS 14 permits these entities to capitalize expenditure that non-rateregulated entities would recognize as expense.
The above standard does not apply to the financial statements of the Group.
On 6.5.2014 the International Accounting Standards Board issued an amendment to IFRS 11 with which it is clarified that when an entity acquires an interest in a joint operation in which the activity of the joint operation constitutes a business (as defined in IFRS 3), it shall apply all of the principles on business combinations accounting in IFRS 3, and other IFRSs, that do not conflict with the guidance in IFRS 11. In addition, it shall disclose the information required by IFRS 3 and other related standards. This applies both when acquiring the initial interest in the joint operation that constitutes a business and when acquiring an additional interest.
The Group is examining the impact from the adoption of the above amendment on its financial statements.
Effective for annual periods beginning on or after 1.1.2016
On 12.5.2014 the International Accounting Standards Board issued an amendment to IAS 16 and IAS 38 with which it expressly prohibits the use of revenue as a basis for the depreciation and amortization method of property, plant and equipment and intangible assets respectively. An exception is provided only for intangible assets and only when the following conditions are met:
(a) when the intangible asset is expressed as a measure of revenue, i.e. when the right over the use of the intangible asset is expressed as a function of revenue to be generated in such a way that the generation of a specific amount of revenue determines the end of the right of use, or
(b) when it can be demonstrated that the revenue and the consumption of the economic benefits are highly correlated.
The Group is examining the impact from the adoption of the above amendment on its financial statements.
On 30.6.2014 the International Accounting Standards Board issued an amendment to IAS 16 and IAS 41 with which it clarified that bearer plants, which are living plants that:
a) are used in the production or supply of agricultural produce;
b) are expected to bear produce for more than one period; and
c) have remote likelihood of being sold as agricultural produce, except for incidental scrap sales, shall be accounted for based on IAS 16 instead of IAS 41.
The above amendment does not apply to the activities of the Group.
On 12.8.2014 the International Accounting Standards Board issued an amendment to IAS 27 with which it provides the option to use the equity method to account for investments in subsidiaries, joint ventures and associates in an entity's separate financial statements. In addition, with the above amendment it is clarified that the financial statements of an investor that does not have investments in subsidiaries but has investments in associates or joint ventures, which under IAS 28 are accounted for with the equity method, do not constitute separate financial statements.
The Group is examining the impact from the adoption of the above amendment on its financial statements.
Effective for annual periods beginning on or after 1.1.2016
On 18.12.2014, the International Accounting Standards Board issued an amendment to the above standards with which it clarified that the exception provided in IFRS 10 and IAS 28, for the preparation of consolidated financial statements and the application of the equity method respectively, applies also to a parent entity that it is a
subsidiary of an investment entity which measures all of its subsidiaries at fair value according to IFRS 10. In addition, with the aforementioned amendment it was clarified that the disclosure requirements of IFRS 12 apply to the investment entities which measure all of their subsidiaries at fair value through profit or loss.
The adoption of the above amendment by the Group is not expected to have any impact on its financial statements.
On 18.12.2014 the International Accounting Standards Board issued an amendment to IAS 1 in the context of the project it has undertaken to analyze the possibilities for improving the disclosures in IFRS financial reporting. The main amendments are summarized below:
• the restriction to disclose only a summary of significant accounting policies is removed;
• it is clarified that even when other standards require specific disclosures as minimum requirements, an entity may not provide them if this is considered immaterial. In addition, in case the disclosures required by the IFRS are insufficient to enable users to understand the impact of particular transactions, the entity shall consider whether to provide additional disclosures;
• it is clarified that the line items that IFRS require to be presented in the balance sheet and the statements of profit or loss and other comprehensive income are not restrictive and that the entity may present additional line items, headings and subtotals;
• it is clarified that in the Statement of Comprehensive Income the share of other comprehensive income of associates and joint ventures accounted for using the equity method shall be separated into:
amounts that will not be reclassified subsequently to profit or loss and
amounts that will be reclassified subsequently to profit or loss;
• it is clarified that the standard does not specify the presentation order of the notes and that each entity shall determine a systematic manner of presentation taking into account the understandability and comparability of its financial statements.
The Group is examining the impact from the adoption of the above amendment on its financial statements.
As part of the annual improvements project, the International Accounting Standards Board issued, on 25.9.2014, non- urgent but necessary amendments to various standards.
The Group is evaluating the impact from the adoption of the above amendments on its financial statements.
In addition, the International Accounting Standards Board has issued the following standards and amendments to standards which have not yet been adopted by the European Union and they have not been early applied by the Group.
On 29.1.2016 the International Accounting Standards Board issued an amendment to IAS 7 according to which an entity shall provide disclosures that enable users of financial statements to evaluate changes in liabilities for which cash flows are classified in the statement of cash flows as cash flows from financing activities. The changes that shall be disclosed, which may arise both from cash flows and non-cash changes, include:
-- changes from financing cash flows,
-- other changes.
The Group is examining the impact from the adoption of the above amendment on its financial statements
On 19.1.2016 the International Accounting Standards Board issued an amendment to IAS 12 with which the following were clarified:
• Unrealised losses on debt instruments measured at fair value for accounting purposes and at cost for tax purposes may give rise to a deductible temporary difference regardless of whether the debt instrument's holder expects to recover the carrying amount of the asset by sale or by use.
• The recoverability of a deferred tax asset is assessed in combination with other deferred tax assets. However, if tax law offsets specific types of losses only against a particular type of income, the relative deferred tax asset shall be assessed in combination with other deferred tax assets of the same type.
• During the deferred tax asset recoverability assessment, an entity compares the deductible temporary differences with future taxable profit that excludes tax deductions resulting from the reversal of those deductible temporary differences.
• The estimate of probable future taxable profit may include the recovery of some of an entity's assets for more than their carrying amount if there is sufficient evidence that it is probable that the entity will achieve this.
The Group is examining the impact from the adoption of the above amendment on its financial statements.
IFRS 15 "Revenue from Contracts with Customers" was issued on 28.5.2014 by the International Accounting Standards Board. The new standard is the outcome of a joint project by the IASB and the Financial Accounting Standards Board (FASB) to develop common requirements as far as the revenue recognition principles are concerned.
The new standard shall be applied to all contracts with customers, except those that are in scope of other standards, such as financial leases, insurance contracts and financial instruments. According to the new standard, an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. A new revenue recognition model is introduced, by applying the following five steps:
• Step 1: Identify the contract(s) with a customer
The performance obligation notion is new and in effect represents a promise in a contract with a customer to transfer to the customer either: (a) a good or service (or a bundle of goods or services) that is distinct; or (b) a series of distinct goods or services that are substantially the same and that have the same pattern of transfer to the customer. The new IFRS 15 supersedes:
(a) IAS 11 "Construction Contracts";
(b) IAS 18 "Revenue";
(c) IFRIC 13 "Customer Loyalty Programmes";
(d) IFRIC 15 "Agreements for the Construction of Real Estate";
(e) IFRIC 18 "Transfers of Assets from Customers";and
(f) SIC-31 "Revenue—Barter Transactions Involving Advertising Services".
On the 12.4.2016 the International Accounting Standards Board issued an amendment in IFRS 15 with which it clarified the following:
-in which way practically to be assessed whether the nature of the company's promise consists a provision of promised goods or services (hence the company is the assignor) or settlement in order that a third part can supply the above goods and services (hence the company constitutes the assignee),
-which factor determines whether the company recognizes the revenue through time or at a specific point of time, in cases of using licenses regarding mental rights.
Finally,with this amendment two practical solutions were added for IFRS 15 transition regarding completed contracts in which full retrospective application is used and regarding amendments in contracts during the transition.
The Group is examining the impact from the adoption of IFRS 15 on its financial statements. More specifically:
• The Group is involved basically in the area of health care services and more precisely in secondary health care (mainly domestic healthcare service) and primary health care (domestic healthcare service and healthcare service provided abroad). According to IFRS 15 revenue recognition depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Group is in a process of determining the obligation to customer in cases of health care services (primary and secondary health care), as it assesses whether secondary health care constitutes transfer of promised goods or services to customers over time and whether primary health care constitutes transfer of promised goods or services at a point of time.
• The Group also assesses the alternative methods regarding the retrospective application of the standard, provided by the standard itself.
• The Group also assesses, regarding customers to which secondary health care is provided and for which at each Financial Statements' reporting date, the transfer of promised services has not been completed (for example medical discharge), whether the portion of promised services transferred up to the Financial Statements' reporting date, constitutes a distinct classification of asset relating to trade receivables.
Effective for annual periods beginning on or after 1.1.2018
On 24.7.2014, the International Accounting Standards Board completed the issuance of the final text of IFRS 9: Financial Instruments, which replaces the existing IAS 39. The new standard provides for significant differentiations in the classification and measurement of financial instruments as well as in hedge accounting. An indication of the new requirements is presented below:
Financial instruments shall be classified, at initial recognition, at either amortized cost or at fair value. The criteria that should be considered for the initial classification of the financial assets are the following:
i. The entity's business model for managing the financial assets and
ii. The contractual cash flow characteristics of the financial assets.
In addition, IFRS 9 permits, at initial recognition, equity instruments to be classified at fair value through other comprehensive income. The option precludes equity instruments held for trading. Moreover, with regards to embedded derivatives, if the hybrid contact contains a host that is within the scope of IFRS 9, the embedded derivative shall not be separated and the accounting treatment of the hybrid contact should be based on the above requirements for the classification of the financial instruments. With regards to the financial liabilities, the main difference is that the change in the fair value of a financial liability initially designated at fair value through profit or loss shall be recognised in profit or loss with the exception of the effect of change in the liability's credit risk which shall be recognized directly in other comprehensive income.
Contrary to the existing IAS 39, under which an entity recognizes only incurred credit losses, the new standard requires the recognition of lifetime expected credit losses if the credit risk of the financial instrument has increased significantly since initial recognition. If the credit risk has not increased significantly since initial recognition, 12-month expected credit losses shall be recognized.
The new requirements for hedge accounting are more aligned with the entity's risk management. The main changes in relation to the current requirements of IAS 39 are summarized below:
• more items become eligible for participating in a hedging relationship either as hedging instruments or as hedged items,
• the requirement for hedge effectiveness tests to be within the range of 80%-125% is removed. Hedge effectiveness test is performed progressively only and under certain circumstances a qualitative assessment is considered adequate,
• in case that a hedging relationship ceases to be effective but the objective of risk management regarding the hedging relationship remains the same, the entity shall rebalance the hedging relationship in order to satisfy the hedge effectiveness criteria.
It is noted that the new requirements for hedge accounting do not include those that relate to macro hedging, since they have not been finalized yet.
Except for the aforementioned modifications, the issuance of IFRS 9 has resulted in the amendment to other standards and mainly to IFRS 7 where new disclosures were added.
The Group, in order to ensure proper application of IFRS 9 from 1.1.2018, is evaluating the impact from the adoption of the above amendments on its financial statements.
(i) More specifically the Group's trade receivables mainly consist of receivables from public, private insurance organizations and private patients. IFRS 9 requires the recognition of lifetime expected credit losses if the credit risk of the financial instrument has increased significantly since initial recognition. The Group is in the process of evaluating the effect in its financial statements due to the transition to model of expected credit losses, before this loss is incurred (ECL model) of IFRS 9, from the one of IAS 39, at the transition date.
(ii) During year 2016, there were revenue and respective cash inflows for the Group, from private insurance companies with residence in the United Kingdom in euro, which is the functional as well as the presentation currency of Group's Financial Statements. Group monitors any developments regarding "Brexit", in order to assess any effects of this issue, in its Financial Statements.
On 20.6.2016 the International Accounting Standards Board issued an amendment on IFRS 2 with which the following were clarified:
-during the measurement of the fair value of a benefit based on share value and which is settled in cash, the accounting treatment of effects from vesting conditions as well as from terms not related to the fulfillment of certain conditions (non-vesting conditions) follows the reasoning applied to share based benefits and are settled with equity instruments.
-in cases that tax legislation imposes the company to retain an amount of tax (which constitutes tax obligation of employee), which refers to fees related to share value and which must be attributed to the tax authorities, the transaction as a whole must be treated as a share based payment, which is settled with equity instruments, if it would be characterized as such, in case no issue of tax liability offsetting existed,
-in cases that conditions which rule share based payments are amended in such a way that these transactions should be reclassified from share based payments settled in cash to ones settled in equity instruments, the transaction must be recognized as a share based payments settled in equity instruments since the date that amendment occured.
The Group examines the effects of the adoption of the above amendment in its financial statements.
Effective for annual periods beginning on or after 1.1.2018
On the 12.9.2016 the International Accounting Standards Board issued an amendment of IFRS 4 with which it clarifies that:
-insurance companies, whose the main activity connects with insurances, have the possibility to get a temporary exemption from the IFRS 9 application.
-all companies that issue insurance contracts and adopt IFRS 9 have the ability to present the movements of fair value of selected financial assets in other comprehensive income recognized directly in equity and not in income statement.
The above amendment is not applicable to the financial statements of the Group.
Effective for annual periods beginning on or after 1.1.2019
On 13.1.2016 the International Accounting Standards Board issued IFRS 16 "Leases" which supersedes:
The new standard significantly differentiates the accounting of leases for lessees while essentially maintaining the existing requirements of IAS 17 for the lessors. In particular, under the new requirements, the classification of
leases as either operating or finance is eliminated. A lessee is required to recognize, for all leases with term of more than 12 months, the right-of-use asset as well as the corresponding obligation to pay the lease payments. The above treatment is not required when the asset is of low value.
The Group is examining the impact from the adoption of IFRS 16 on its financial statements.
More specifically the minimum future payable rental leases based on non –reversible contracts of operational leases as mentioned in note 37 of the financial statements mainly consist of payable rental leases regarding buildings. Group assesses the way of initial and subsequent measurement of the right of use asset, as well as the corresponding obligation for relevant leases with duration over 12 months, which will be valid at the effective date of this Standard.
On 11.9.2014 the International Accounting Standards Board issued an amendment to IFRS 10 and IAS 28 in order to clarify the accounting treatment of a transaction of sale or contribution of assets between an investor and its associate or joint venture. In particular, IFRS 10 was amended in order to be clarified that in case that as a result of a transaction with an associate or joint venture, a parent loses control of a subsidiary, which does not contain a business, as defined in IFRS 3, it shall recognise to profit or loss only the part of the gain or loss which is related to the unrelated investor's interests in that associate or joint venture. The remaining part of the gain from the transaction shall be eliminated against the carrying amount of the investment in that associate or joint venture.
In addition, in case the investor retains an investment in the former subsidiary and the former subsidiary is now an associate or joint venture, it recognises the part of the gain or loss resulting from the remeasurement at fair value of the investment retained in that former subsidiary in its profit or loss only to the extent of the unrelated investor's interests in the new associate or joint venture. The remaining part of the gain is eliminated against the carrying amount of the investment retained in the former subsidiary.
In IAS 28, respectively, it was clarified that the partial recognition of the gains or losses shall be applied only when the involved assets do not constitute a business. Otherwise, the total of the gain or loss shall be recognised. On 17.12.2015, the International Accounting Standards Board deferred the effective date for the application of the amendment that had been initially determined. The new effective date will be determined by the International Accounting Standards Board at a future date after taking into account the results of its project relating to the equity method.
The Group is examining the impact from the adoption of the above amendment on its financial statements.
The operating segment performance assessment is based on revenue, operating results and EBITDA. (results before taxes, financing, investing activity and depreciation), while intersegment sales are eliminated in consolidated Financial Statement. It is noted that the Group applies the same accounting policies as those in the financial statements in order to measure the operating segments' results.
Hence the group's operating segments are the following: a) Domestic healthcare service, b) Healthcare service provided abroad (Romania) and c) Sale of medical tools & sanitary/health equipment.
| 2016 | Sale of medical tools & | |||||
|---|---|---|---|---|---|---|
| Domestic healthcare | Healthcare service | sanitary/health | ||||
| in thousands of euro | service | provided abroad | equipment | Other | Eliminations | Total |
| Sales | ||||||
| To customers | 162.860 | 4.383 | 26 | 76 | 0 | 167.346 |
| Intersegment | 373 | 0 | 10.056 | 0 | -10.429 | 0 |
| Total | 163.233 | 4.383 | 10.083 | 76 | -10.429 | 167.346 |
| Results | ||||||
| Profit before taxes, financing and | ||||||
| investing activity and depreciation | 22.264 | 201 | 980 | 5 | 0 | 23.450 |
| Financial income | 34 | 1 | 0 | 0 | -23 | 12 |
| Financial expenses | -10.804 | -23 | -137 | 0 | 2.470 | -8.495 |
| Gains / (losses) from associates | ||||||
| 8 | 0 | 0 | 0 | 0 | 8 | |
| Profit before taxes | 3.462 | 53 | 795 | 5 | 2.446 | 6.761 |
| Taxes | -2.936 | - 2 |
-284 | -10 | 0 | -3.232 |
| Profit after taxes | 525 | 51 | 511 | - 5 |
2.446 | 3.528 |
| Depreciation/Amortization | -8.035 | -125 | -50 | 0 | 0 | -8.211 |
| Segment assets | 379.552 | 1.113 | 37.445 | 10.364 | -59.811 | 368.662 |
| Segment liabilities | 317.220 | 425 | 25.959 | 2.646 | -38.345 | 307.905 |
| 2015 | ||||||
| Sale of medical tools & | ||||||
| Domestic healthcare | Healthcare service | sanitary/health | ||||
| in thousands of euro | service | provided abroad | equipment | Other | Eliminations | Total |
| Sales | ||||||
| To customers | 153.522 | 4.148 | 355 | 66 | 0 | 158.092 |
| Intersegment | 600 | 0 | 9.413 | 0 | -10.013 | 0 |
| Total | 154.122 | 4.148 | 9.768 | 66 | -10.013 | 158.092 |
| Results | ||||||
| Profit before taxes, financing and | ||||||
| investing activity and depreciation | 2.190 | 156 | 679 | - 8 |
0 | 3.017 |
| Financial income | 1.372 | 1 | 0 | 0 | -37 | 1.336 |
| Financial expenses | -9.615 | -31 | -164 | 0 | 0 | -9.809 |
| Gains / (losses) from associates | ||||||
| 3 | 0 | 0 | 0 | 0 | 3 | |
| Profit before taxes | -16.139 | -12 | -52 | - 8 |
-37 | -16.247 |
| Taxes | 624 | 3 | -143 | - 8 |
0 | 475 |
| Profit after taxes | -15.515 | - 8 |
-195 | -16 | -37 | -15.772 |
| Depreciation/Amortization | -8.352 | -138 | -567 | 0 | 0 | -9.057 |
| Segment assets | 382.869 | 1.078 | 36.979 | 10.439 | -61.123 | 370.243 |
| Segment liabilities | 320.130 | 438 | 26.001 | 2.716 | -37.890 | 311.396 |
| in thousands of euro | 2016 | 2015 | |
|---|---|---|---|
| Romania | 4.383 | 4.148 | |
| Greece | 162.963 | 153.944 |
Inter-segment revenues are eliminated upon consolidation.
Capital expenditures refer mainly to sector a) Domestic healthcare service.
It is noted that in domestic healthcare service sector, the most significant part of sales to customers (approximately 32%), refers mainly to public insurance funds that are included in the broader public sector.
| 8. Revenue | ||||
|---|---|---|---|---|
| The Group | The Company | |||
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 |
| Revenue (before Rebate and Clawback) | 181.350 | 177.511 | 176.681 | 173.022 |
| Estimated effect of Rebate and | ||||
| Clawback during the yea r (L.4172/2013 | ||||
| art. 100) | -14.004 | -19.419 | -14.004 | -19.419 |
| Revenue (after Rebate and Clawback) | 167.346 | 158.092 | 162.676 | 153.603 |
According to L. 4172/2013 (GG 167A/23-07-2013) article 100 provisions the following are required: a) return to ΕΟPΥΥ, by the contractual providers, in form of «automatic returns-clawback», of the excess amount, in case of excessing the authorised creditings of EOPYY budget and b) establishment of graduated percentage on ΕΟPΥΥ debt to private providers, as return (rebate).
Management based on available information at the reporting date of financial statements, estimated the amount of automatic returns-clawback, for year 2016 as well as adjusted corresponding amounts recognized in previous years and reduced Company's and Group's turnover. The same way Company for period 1/1/2016 – 31/12/2016,. based on the relative certifications of automatic returns-clawback issued by EOPYY, as well as on last year's available information issued credit notes amounted to euro 10.838 regarding year 2015 and no significant deviation arose from the relevant estimate, that was formed for this purpose.
The other income that are presented in the accompanying Financial Statement are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 |
| Provision of services | 969 | 797 | 988 | 820 |
| Government grants, special tax returns | 225 | 333 | 225 | 333 |
| Income from rentals | 906 | 901 | 1.048 | 1.048 |
| Income from reversal of provisions | 81 | 0 | 69 | 0 |
| Gain on disposals of fixed assets | 4 | 0 | 4 | 0 |
| Prior years taxes and duties paid back | 872 | 0 | 872 | 0 |
| Suppliers' discounts | 866 | 492 | 44 | 110 |
| Other income | 1.114 | 747 | 1.081 | 342 |
| Total | 5.038 | 3.271 | 4.331 | 2.654 |
The cost of sales that is presented in the accompanying Financial Statement is analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 1/1 - 31/12/2015 |
1/1 - 31/12/2016 | 1/1 - 31/12/2015 | |
| Payroll cost (Note 13) | 54.644 | 57.585 | 54.059 | 56.971 |
| Third party fees | 14.065 | 13.614 | 13.960 | 13.509 |
| Depreciation and amortization | ||||
| (Note 14) | 7.285 | 7.758 | 7.177 | 7.600 |
| Other third party expenses | 11.519 | 11.314 | 10.050 | 9.938 |
| Taxes and duties | 479 | 570 | 478 | 570 |
| Other expenses | 4.926 | 4.490 | 4.794 | 4.415 |
| Health care materials, medicine | ||||
| and other consumables and | ||||
| special materials | 37.138 | 36.497 | 37.396 | 37.061 |
| Total | 130.055 | 131.828 | 127.915 | 130.063 |
The administrative expenses that are presented in the accompanying Financial Statement are analyzed as follows:
| The Group | The Company | ||||
|---|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | |
| Payroll cost (Note 13) | 14.998 | 16.392 | 13.605 | 14.833 | |
| Third party fees | 1.083 | 1.307 | 984 | 1.222 | |
| Depreciation and amortization | |||||
| (Note 14) | 924 | 1.298 | 844 | 738 | |
| Other third party expenses | 2.168 | 2.089 | 1.995 | 1.910 | |
| Taxes and duties | 706 | 1.036 | 692 | 1.012 | |
| Other expenses | 3.615 | 4.272 | 3.491 | 3.963 | |
| Health care materials, medicine | |||||
| and other consumables and | |||||
| special materials | 308 | 182 | 247 | 127 | |
| Total | 23.802 | 26.577 | 21.858 | 23.806 |
The distribution costs that are presented in the accompanying Financial Statement are analyzed as follows:
| The Group | The Company | ||||
|---|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | |
| Payroll cost (Note 13) | 94 | 130 | 0 | 0 | |
| Third party fees | 480 | 244 | 472 | 240 | |
| Depreciation and amortization (Note | |||||
| 14) | 2 | 1 | 0 | 0 | |
| Other third party expenses | 28 | 20 | 0 | 0 | |
| Taxes and duties | 239 | 498 | 238 | 492 | |
| Other expenses | 156 | 138 | 138 | 114 | |
| Allowances for doubtfull debtors - | |||||
| Impairment (Note 25) | 2.283 | 4.120 | 2.281 | 4.115 | |
| Deletion of receivables | 0 | 3.846 | 0 | 3.717 | |
| Total | 3.282 | 8.998 | 3.130 | 8.679 |
The Payroll cost that is included in the accompanying Financial Statement is analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 |
| Wages and Salaries | 55.734 | 59.566 | 54.159 | 57.674 |
| Social security costs | 13.250 | 13.786 | 12.904 | 13.412 |
| Provision for retirement indemnities (Note 30) | 489 | 627 | 482 | 602 |
| Other staff expenses | 262 | 128 | 119 | 117 |
| Total | 69.736 | 74.107 | 67.664 | 71.804 |
Depreciation and amortization accounted in the accompanying Financial Statement is analyzed as follows:
| The Group | The Company | |||||
|---|---|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | ||
| Depreciation of property plant | ||||||
| and equipment (Note 19) | 8.116 | 8.887 | 7.930 | 8.178 | ||
| Amortization of intangible | ||||||
| assets (Note 20) | 95 | 170 | 91 | 160 | ||
| Total | 8.211 | 9.057 | 8.021 | 8.337 |
The other expenses are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2015 | |
| Impairment on PPE (Note 19) | 0 | 1.715 | 0 | 1.715 |
| Loss on disposals of fixed assets | 0 | 19 | 0 | 20 |
| Total | 0 | 1.734 | 0 | 1.735 |
The financial income/ (costs) that are presented in the accompanying Financial Statement are analyzed as follows:
| The Group | ||
|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 |
| Retirement indemnity interest costs | ||
| (note 30) | -148 | -143 |
| Interest on current loans/borrowings & | ||
| relevant expenses | -8.088 | -7.994 |
| Financial expenses from derivatives | 0 | -946 |
| Factoring commissions | -254 | -375 |
| Finance lease interest | -4 | -8 |
| Derivative valuation at fair value | 0 | -344 |
| Total financial costs | -8.495 | -9.809 |
| Interest on deposits and relevant income | 4 | 5 |
| Income from derivatives | 0 | 346 |
| Derivative valuation at fair value | 0 | 932 |
| Gain due to securities at fair value | ||
| (shares), sale | 0 | 50 |
| Total financial income | 4 | 1.333 |
| Financial income/(costs) | -8.490 | -8.476 |
| The Company | ||
|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 |
| Retirement indemnity interest costs | ||
| (note 30) | -147 | -142 |
| Interest on current loans/borrowings & | ||
| relevant expenses | -7.932 | -7.807 |
| Impairment loss of investments | -2.470 | 0 |
| Impairment loss of affiliated companies | ||
| Medisoft SA and Iatriko Int., which was | ||
| reclassified in income statement | 0 | 0 |
| Financial expenses from derivatives | 0 | -946 |
| Factoring commissions | -254 | -375 |
| Finance lease interest | 0 | 0 |
| Derivative valuation at fair value | 0 | -344 |
| Total financial costs | -10.803 | -9.614 |
| Interest on deposits and relevant income | 4 | 4 |
| Income from derivatives | 0 | 346 |
| Derivative valuation at fair value | 0 | 932 |
| Dividends from investments in | ||
| companies | 31 | 40 |
| Gain due to securities at fair value | ||
| (shares), sale | 0 | 50 |
| Total financial income | 34 | 1.372 |
| Financial income/(costs) | -10.769 | -8.242 |
Dividends are analyzed as follows:
| The Group | |||
|---|---|---|---|
| in thousands of euro | 1/1- 31/12/2016 | 1/1-31/12/2015 | |
| PHYSIOTHERAPY AND SPORTS INJURY | |||
| TREATMENT CENTER S.A. | 31 | 40 | |
| Total | 31 | 40 |
According to the tax legislation, the tax rate applicable in companies for the year of 2016 is 29%. (29 % the 31st of December 2015).
The provision for income taxes presented in the accompanying Financial Statement is analyzed as follows:
| The Group | The Company | ||||
|---|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | |
| Current tax (expense) benefit | |||||
| Current year | -296 | -187 | 0 | 0 | |
| Adjustments for prior years | -36 | -954 | 0 | -950 | |
| -332 | -1.141 | 0 | -950 | ||
| Deferred tax (expense) benefit | |||||
| Change of tax rate | 0 | -1.963 | 0 | -1.955 | |
| Change in recognised deductible | |||||
| temporary differences | -2.901 | 3.579 | -2.891 | 3.568 | |
| -2.901 | 1.616 | -2.891 | 1.613 | ||
| Tax (expense) benefit | -3.233 | 475 | -2.891 | 663 |
Greek tax laws and related regulations are subject to interpretations by the tax authorities. Tax returns are filed annually but the profits or losses declared for tax purposes remain provisional until such time, as the tax authorities examine the returns and the records of the taxpayer and a final assessment is issued. Tax losses, to the extent accepted by the tax authorities, can be used to offset profits of the five fiscal years following the fiscal year to which they relate.
In a future tax audit of the related unaudited years, additional taxes and penalties may be assessed to the Company and to its subsidiaries. The Group regards that the outcome of the tax audits and the amount of the possible added taxes and fines, is possible to estimate and, thus, a relevant provision has been made in the consolidated Financial Statement related to this subject, amounted to euro 251 (2015: Euro 1.960) of which euro 154 (2015: Euro 1.900) refer to the Parent Company. In current year the tax audit for the years 2009 and 2010 regarding parent company's tax liabilities was finalized. As a result of the tax audit differences that arose, further taxes and relevant increments totaling to euro 1.770 were charged. Therefore, no additional tax liabilities occurred as the open tax year provision was adequate.
For years 2011 to 2013 an audit has been carried out in terms of providing annual tax compliance certificate, according to the provisions of paragraph 5 of article 82 of CL 2238/94 as well as relevant explanatory circular POL 1159/2011, for the Parent Company and its subsidiaries with residence in Greece, « IATRIKI TECHNIKI S.A.», « PHYSIOTHERAPY AND SPORTS INJURY TREATMENT CENTER S.A.» and « MATERNITY CLINIC GAIA S.A.». By the same way for years 2014, 2015 an audit has been carried out in terms of providing annual tax compliance certificate, according to the provisions of article 65A of CL 4174/2013 for the Parent Company and its subsidiaries with residence in Greece, « IATRIKI TECHNIKI S.A.», « PHYSIOTHERAPY AND SPORTS INJURY TREATMENT CENTER S.A.» and « MATERNITY CLINIC GAIA S.A.», only for year 2014. For year 2016 the above mentioned audit for Parent Company as well as its subsidiaries « IATRIKI TECHNIKI S.A.», « PHYSIOTHERAPY AND SPORTS INJURY TREATMENT CENTER S.A.»is in progress. The final results are not expected to deviate significantly from the amounts of estimated taxes presented in the Financial Statements.
Regarding its subsidiaries, the tax authorities have not audited their books and their elements for the years mentioned in table below:
| Company's location | Participat | Tax unaudited | ||
|---|---|---|---|---|
| Company's name | country | Activity | ion (%) | years |
| Sale of Medical Tools & | ||||
| Sanitary/Health | ||||
| IATRIKI TECHNIKI S.A. | GREECE | Equipment | 100.00% | 2009,2016 |
| Diagnostic & Therapeutic | ||||
| EREVNA S.A. (liquidation) | GREECE | Center | 51.00% | 2007-2016 |
| AXONIKI EREVNA S.A. | ||||
| (liquidation) | GREECE | Diagnostic Center | 50.50% | 2007-2016 |
| Physiotherapy & Sport | ||||
| PHYSIOTHERAPY AND SPORTS | Injury | |||
| INJURY TREATMENT CENTER | Restoration/Treatment | |||
| S.A. | GREECE | Services | 33.00% | 2016 |
| Organization & | ||||
| HOSPITAL AFFILIATES | Administration of | 2007-2010 & 2012- | ||
| INTERNATIONAL (liquidation) | GREECE | Hospitals and Clinics. | 68.89% | 2016 |
| MEDSANA BMC | ROMANIA | Diagnostic Center | 100.00% | - |
| BIOAXIS SRL (ex MEDSANA | ||||
| SRL) | ROMANIA | Diagnostic Center | 78.90% | - |
| Establishment & | ||||
| EUROSITE HEALTH SERVICES | Operation of Hospitals | |||
| S.A. | GREECE | and Clinics | 100.00% | 2014-2016 |
| Maternity and | ||||
| MATERNITY CLINIC GAIA S.A. | GREECE | gynaecology clinic | 100.00% | 2010,2015-2016 |
In December 2016, the Group subsidiaries IATRIKI TECHNIKI S.A., PHYSIOTHERAPY AND SPORTS INJURY TREATMENT CENTER S.A. and EUROSITE HEALTH SERVICES S.A., has not been audited by Greek authorities for period ended 31/12/2010. In accordance with law 4446/2016 article 97 par.2, the tax liabilities for this period is defined.
The amounts of income tax recognized in OCI are analyzed as follows:
| Amounts recognized in OCI | |||
|---|---|---|---|
| 1/1 - 31/12/2016 | |||
| in thousands of euro | The Group | The Company | |
| Actuarial gains (losses) | -2.185 | -2.177 | |
| Current tax rate | 29% | 29% | |
| Tax recognized in OCI income /(expense) | 634 | 631 | |
| 1/1 - 31/12/2015 | |||
| in thousands of euro | The Group | The Company | |
| Actuarial gains (losses) | 1.356 | 1.355 | |
| Current tax rate | 29% | 29% | |
| Tax recognized in OCI income /(expense) | -404 | -405 |
The reconciliation of the provision for income taxes to the amount determined by the application of the Greek statutory tax rate to pretax income for Group and company is summarized as follows:
| The Group | |||||
|---|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | |||
| Profit / (loss) before income taxes | |||||
| 6.761 | -16.247 | ||||
| Income taxes calculated at the nominal | |||||
| domestic applicable tax rate | 29,00% | 1.961 | 29,00% | -4.712 | |
| Tax effects of non-taxable income | 0,00% | 0 | 0,59% | -96 | |
| Expenses not deductible for tax purposes | |||||
| 10,60% | 717 | -14,07% | 2.287 | ||
| Utilization of tax losses | 0,00% | 0 | 5,52% | -898 | |
| Current tax losses for which no tax asset was | |||||
| recognized | 7,78% | 526 | -0,02% | 37 | |
| Adjustments for prior years | 0,54% | ||||
| 36 | -5,87% | 954 | |||
| Tax effects of profits from subsidiaries | |||||
| abroad taxed at different rates | -0,10% | -7 | -0,01% | 2 | |
| Tax effects of deferred tax from change | |||||
| in statutory tax rate | 0,00% | 0 | -12,08% | 1.963 | |
| Other | 0,00% | 0 | 0,07% | -12 | |
| Income taxes reported in the | |||||
| statements of income | 47,82% | 3.233 | 2,92% | -475 |
| The Company | ||||
|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | ||
| Profit / (loss) before income taxes | ||||
| 3.336 | -16.268 | |||
| Income taxes calculated at the nominal | ||||
| domestic applicable tax rate | 29,00% | 967 | 29,00% | -4.718 |
| Tax duty on tax free reserve | 0,00% | 0 | 0,00% | 0 |
| Tax effects of non-taxable income | -0,27% | -9 | 0,07% | -11 |
| Expenses not deductible for tax purposes | ||||
| 42,33% | 1.412 | -12,65% | 2.059 | |
| Utilization of tax losses | 0,00% | 0 | 5,52% | -898 |
| Current tax losses for which no tax asset was | ||||
| recognized | 15,62% | 521 | 0,00% | 0 |
| Adjustments for prior years | ||||
| 0,00% | 0 | -5,84% | 950 | |
| Tax effects of deferred tax from change | ||||
| in statutory tax rate | 0,00% | 0 | -12,02% | 1.955 |
| Income taxes reported in the | ||||
| statements of income | 86,68% | 2.891 | 4,07% | -663 |
The calculation of basic earnings per share in the 31st of December 2016 and 2015 is the following:
| The Group | The Company | ||||
|---|---|---|---|---|---|
| in thousands of euro | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | |
| Profit / (loss) attributable to equity | |||||
| holders of the Parent | 3.469 | -15.773 | 445 | -15.605 | |
| Weighted average number of shares | |||||
| outstanding | 86.735.980 | 86.735.980 | 86.735.980 | 86.735.980 | |
| Profits / (losses) per share | |||||
| 0,0400 | -0,1818 | 0,0051 | -0,1799 | ||
| i. Profits / (losses) attributable to ordinary shareholders : | |||||
| The Group | The Company | ||||
| 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | ||
| Profit / (loss) attributable to equity holders of the Parent |
3.469 | -15.773 | 445 | -15.605 | |
| ii. Weighted average number of ordinary shares : | |||||
| The Group | The Company | ||||
| 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | 1/1 - 31/12/2016 | 1/1 - 31/12/2015 | ||
| Weighted average number of shares outstanding |
86.735.980 | 86.735.980 | 86.735.980 | 86.735.980 |
Given that there aren't any financial instruments which could further reduce basic earnings per share, the presentation of diluted earnings per share is not necessary.
| Group 2016 | |||||||
|---|---|---|---|---|---|---|---|
| in thousands of euro | Land | Buildings & installations Machinery & equipment | Transportation | Furniture & fixtures | Construction / | Total | |
| Cost Balance 01.01.2016 | 57.838 | 198.644 | 80.042 | equipment 2.171 |
34.706 | Purchases in Progress 5.147 |
378.548 |
| Additions | 0 | 178 | 1.697 | 2 | 799 | 986 | 3.662 |
| Sales/Deletions | 0 | 0 | -752 | - 4 |
-272 | 0 | -1.028 |
| Impairment | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Transitions and reclassifications | 0 | 386 | 7 | 0 | 0 | -393 | 0 |
| Exchange Differences | 0 | - 3 |
- 6 |
- 1 |
- 1 |
0 | -11 |
| Balance 31.12.2016 | 57.838 | 199.205 | 80.987 | 2.168 | 35.233 | 5.739 | 381.171 |
| Depreciation Balance 01.01.2016 | 0 | -45.307 | -67.625 | -1.974 | -30.929 | 0 | -145.835 |
| Year's Additions | 0 | -3.966 | -3.156 | -38 | -956 | 0 | -8.116 |
| Sales/Deletions | 0 | 0 | 750 | 4 | 270 | 0 | 1.024 |
| Exchange Differences | 0 | 1 | 6 | 1 | 0 | 0 | 8 |
| Depreciation 31.12.2016 | 0 | -49.271 | -70.026 | -2.007 | -31.615 | 0 | -152.919 |
| Net Book Value 31.12.2016 | 57.838 | 149.934 | 10.962 | 161 | 3.618 | 5.739 | 228.252 |
| Group 2015 | |||||||
|---|---|---|---|---|---|---|---|
| Transportation | Construction / | ||||||
| in thousands of euro | Land | Buildings & installations Machinery & equipment | equipment | Furniture & fixtures | Purchases in Progress | Total | |
| Cost Balance 01.01.2015 | 58.086 | 195.285 | 79.985 | 2.207 | 34.347 | 9.836 | 379.747 |
| Additions | 0 | 211 | 1.070 | 2 | 497 | 68 | 1.847 |
| Sales/Deletions | 0 | -133 | -996 | -37 | -135 | - 1 |
-1.303 |
| Impairment | -248 | 0 | 0 | 0 | 0 | -1.467 | -1.715 |
| Transitions and reclassifications | |||||||
| 0 | 3.290 | 0 | 0 | 0 | -3.290 | 0 | |
| Exchange Differences | 0 | - 9 |
-17 | - 1 |
- 2 |
0 | -28 |
| Balance 31.12.2015 | 57.838 | 198.644 | 80.042 | 2.171 | 34.706 | 5.147 | 378.548 |
| Depreciation Balance 01.01.2015 | 0 | -41.513 | -64.720 | -1.953 | -30.048 | 0 | -138.234 |
| Year's Additions | 0 | -3.930 | -3.895 | -47 | -1.015 | 0 | -8.887 |
| Sales/Deletions | 0 | 133 | 986 | 25 | 133 | 0 | 1.279 |
| Exchange Differences | 0 | 3 | 4 | 1 | 1 | 0 | 10 |
| Depreciation 31.12.2015 | 0 | -45.307 | -67.625 | -1.974 | -30.929 | 0 | -145.835 |
| Net Book Value 31.12.2015 | 57.838 | 153.337 | 12.417 | 197 | 3.777 | 5.147 | 232.713 |
| Company 2016 | |||||||
|---|---|---|---|---|---|---|---|
| Transportation | Construction / | ||||||
| in thousands of euro | Land | Buildings & installations Machinery & equipment | equipment | Furniture & fixtures | Purchases in Progress | Total | |
| Cost Balance 01.01.2016 | 51.060 | 194.352 | 74.959 | 1.772 | 33.658 | 1.484 | 357.285 |
| Additions | 0 | 178 | 1.619 | 0 | 789 | 918 | 3.504 |
| Sales/Deletions | 0 | 0 | -683 | - 3 |
-205 | 0 | -891 |
| Impairment | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Transitions and reclassifications | 0 | 366 | 0 | 0 | 0 | -366 | 0 |
| Balance 31.12.2016 | 51.060 | 194.896 | 75.895 | 1.769 | 34.242 | 2.035 | 359.897 |
| Depreciation Balance 01.01.2016 | 0 | -42.126 | -62.784 | -1.575 | -29.932 | 0 | -136.417 |
| Year's Additions | 0 | -3.901 | -3.051 | -37 | -941 | 0 | -7.930 |
| Sales/Deletions | 0 | 0 | 681 | 3 | 203 | 0 | 887 |
| Depreciation 31.12.2016 | 0 | -46.027 | -65.154 | -1.610 | -30.670 | 0 | -143.460 |
| Net Book Value 31.12.2016 | 51.060 | 148.869 | 10.741 | 160 | 3.572 | 2.035 | 216.436 |
| Company 2015 | |||||||
|---|---|---|---|---|---|---|---|
| Transportation | Construction / | ||||||
| in thousands of euro | Land | Buildings & installations Machinery & equipment | equipment | Furniture & fixtures | Purchases in Progress | Total | |
| Cost Balance 01.01.2015 | 51.308 | 190.851 | 74.188 | 1.795 | 33.194 | 6.173 | 357.508 |
| Additions | 0 | 211 | 1.022 | 2 | 489 | 68 | 1.793 |
| Sales/Deletions | 0 | 0 | -251 | -25 | -25 | - 1 |
-301 |
| Impairment | -248 | 0 | 0 | 0 | 0 | -1.467 | -1.715 |
| Transitions and reclassifications | |||||||
| 0 | 3.290 | 0 | 0 | 0 | -3.290 | 0 | |
| Balance 31.12.2015 | 51.060 | 194.352 | 74.959 | 1.772 | 33.658 | 1.484 | 357.285 |
| Depreciation Balance 01.01.2015 | 0 | -38.259 | -59.758 | -1.541 | -28.957 | 0 | -128.515 |
| Year's Additions | 0 | -3.867 | -3.266 | -47 | -998 | 0 | -8.178 |
| Sales/Deletions | 0 | 0 | 240 | 13 | 23 | 0 | 276 |
| Depreciation 31.12.2015 | 0 | -42.126 | -62.784 | -1.575 | -29.932 | 0 | -136.417 |
| Net Book Value 31.12.2015 | 51.060 | 152.226 | 12.175 | 197 | 3.726 | 1.484 | 220.867 |
At 31 December 2016, due to the negative macroeconomic environment in Greece an impairment test was performed on property plant and equipment, according IAS 36. The Company calculated their value in use, in terms of cash generating units and concluded that there is no need to recognize impairment loss.
The calculation of value in use was based on the following assumptions:
•Cash Flows: the cash flows were estimated based on past years' experience, the actual operating results, the financial budgets and the approved by management 5 year business plan, which reflect management expectations regarding the evolution of revenue, operating expenses and Company's gross operating margin. The cash flows following after the five year period of the Company's business plan were calculated based on a 2% growth rate.
• Discounting rate: In order to determine the Company's value in use a discounting rate of 7,5% was applied.
•EBITDA: Earnings before interest, taxes and depreciation is expected to rise, according to the assumptions of the business plan, by taking into consideration the legislation of clawback and the further reasonable cost management .
Additionally, previous year's 2015 Group's and Company's assets that are under construction were tested for impairment. The determination of those assets' fair value was appointed to an independent professional valuator. The fair value of the above mentioned assets was determined according to comparative method and resulted to an impairment loss of euro 1.715.
There is mortgage attachment amounted to 196,8 mil, which is registered on parent company's land and buildings. No item of machinery equipment has been pledged as security for liabilities.
During 2016 there have been total amount of tangible assets additions approximately 3,5 mil for the Company and 3,7 mil for the Group. The major of tangible assets additions refer to purchase of equipment for Marousi and Diavalkaniko Clinic.
Intangible assets are analyzed as follows:
| Group 2016 | |||
|---|---|---|---|
| in thousands of euro | Rights/Licenses | Other (Software) | Total |
| Balance 01.01.2016 | 66 | 1.982 | 2.048 |
| Additions | 0 | 109 | 109 |
| Sales/Deletions | 0 | - 1 |
- 1 |
| Exchange Differences | 0 | - 1 |
- 1 |
| Balance 31.12.2016 | 66 | 2.090 | 2.156 |
| Accumulated amortization 01/01/2016 | 0 | -1.723 | -1.723 |
| Additions | 0 | -95 | -95 |
| Sales/Deletions | 0 | 1 | 1 |
| Exchange Differences | 0 | 1 | 1 |
| Accumulated amortization 31/12/2016 | 0 | -1.817 | -1.817 |
| Net Book Value 31.12.2016 | 66 | 273 | 339 |
| Group 2015 | |||
|---|---|---|---|
| in thousands of euro | Rights/Licenses | Other (Software) | Total |
| Balance 01.01.2015 | 66 | 1.822 | 1.888 |
| Additions | 0 | 162 | 162 |
| Exchange Differences | 0 | - 1 |
- 1 |
| Balance 31.12.2015 | 66 | 1.982 | 2.048 |
| Accumulated amortization | 0 | ||
| 01/01/2015 | -1.555 | -1.555 | |
| Additions | 0 | -170 | -170 |
| Exchange Differences | 0 | 1 | 1 |
| Accumulated amortization | 0 | ||
| 31/12/2015 | -1.723 | -1.723 | |
| Net Book Value 31.12.2015 | 66 | 259 | 325 |
| Company 2016 | |||
|---|---|---|---|
| in thousands of euro | Rights/Licenses | Other (Software) | Total |
| Balance 01.01.2016 | 66 | 1.685 | 1.751 |
| Additions | 0 | 105 | 105 |
| Balance 31.12.2016 | 66 | 1.790 | 1.856 |
| Accumulated amortization 01/01/2016 | 0 | -1.430 | -1.430 |
| Additions | 0 | -91 | -91 |
| Accumulated amortization 31/12/2016 | 0 | -1.521 | -1.521 |
| Net Book Value 31.12.2016 | 66 | 269 | 335 |
| Company 2015 | ||||
|---|---|---|---|---|
| in thousands of euro | Rights/Licenses | Other (Software) | Total | |
| Balance 01.01.2015 | 66 | 1.529 | 1.595 | |
| Additions | 0 | 156 | 156 | |
| Balance 31.12.2015 | 66 | 1.685 | 1.751 | |
| Accumulated amortization | 0 | |||
| 01/01/2015 | -1.270 | -1.270 | ||
| Additions | 0 | -160 | -160 | |
| Accumulated amortization | 0 | |||
| 31/12/2015 | -1.430 | -1.430 | ||
| Net Book Value 31.12.2015 | 66 | 256 | 321 |
The investments of Athens Medical Center SA (Company) in subsidiaries are analyzed as follows:
| Company | |||
|---|---|---|---|
| in thousands of euro | % Participation | 31/12/2016 | 31/12/2015 |
| Acquisition cost | |||
| Iatriki Techniki S.A. | 100,00% | 25.421 | 25.421 |
| Physiotherapy center S.A | 33,00% | 19 | 19 |
| Axoniki Erevna S.A. | 50,50% | 545 | 545 |
| Erevna S.A | 51,00% | 503 | 503 |
| Hospital Affiliates International | 68,89% | 91 | 91 |
| Eurosite S.A | 100,00% | 8.335 | 8.335 |
| Medsana Buch | 100,00% | 33 | 33 |
| BIOAXIS SRL (former Medsana | |||
| Srl) | 78,90% | 517 | 517 |
| Athens Paediatrics Center | 58,30% | 169 | 169 |
| Maternity clinic Gaia SA | 100,00% | 26.010 | 23.540 |
| Total | 61.644 | 59.174 | |
| Impairment loss | -41.572 | -39.102 | |
| Balance | 20.072 | 20.072 |
The above-mentioned subsidiaries are consolidated, except from Athens Pediatrics Center SA, which is under liquidation procedure. The operation of this company was interrupted before the transition date to IFRS, the assets and liabilities of its balance sheets are of minor significance and the liquidation procedure does not entail significant costs for the Company. Until the reporting date of the accompanying Financial Statement no final judicial decision has been issued for its dissolution and its final deletion from the S.A. register. Its acquisition cost is totally impaired in the Company's accounting books.
Additionaly the acquisition cost in BIOAXIS SRL (former Medsana Srl) has been completely deleted in the stand alone Financial Statement of the Company, according to the provisions of IAS 27 and 39. This subsidiary is not operational and its accounting balance was greater than its recoverable amount.
It is also noted that since previous year Ortelia Holdings is not included in the consolidated Financial Statements because it was erased from company's registry of Cyprus.
During year 2012 subsidiary Hospital Affiliates International with residence in Greece entered liquidation procedure. This subsidiary had not any revenue since, while their assets are of no significance compared to the Group's ones. By the same way this specific investment's acquisition cost is totally impaired in the Company's accounting books.
The subsidiaries Axoniki Erevna S.A. and Erevna S.A remain in liquidation procedure up to date. The specific investments were impaired to the extent that their balances correspond to the estimated liquidation result that applies to parent Company.
During year 2016, an increase of subsidiary's GAIA SA share capital occurred which amounted to euro 2.470 th. Therefor an impairment loss of equal amount on parent's investment in subsidiary GAIA SA was recognized, in order for the carrying amount of the above mentioned investment to be presented at its recoverable amount.
During year 2014 in frame of the assets' impairment test, the value of the investment in the subsidiary company IATRIKI TECHNIKI S.A. was tested for impairment, in accordance with the provisions of IAS 36. As a result an impairment loss was recognized amounted to euro 2.615 that charged year's 2014 results.
In previous year an impairment test was performed on the accounting balance of Company's investment in subsidiary IATRIKI TECHNIKI S.A. The recoverable amount of the cash generating unit was determined based on its value in use. The value in use was calculated, based on projected cash flows, financial budgets approved by management that cover a five year period. The used discount rate before tax was 13.4%. Cash flows beyond the five year period were calculated on approximate basis with the help of the estimated growth rate of the sector, in which Company operates.
In current year 2016 and regarding the investments in Iatriki Techniki S.A. no indications for impairment testing arose since company based on past financial figures is estimated to reach satisfactory profitability and sufficient positive cash flows in the future.
Impairment per investment is analyzed as follows:
| Participation | |||
|---|---|---|---|
| The Company | percentage | Impairment | Impairment |
| in thousands of euro | 31/12/2016 | 31/12/2015 | |
| Iatriki Techniki S.A. | 100,00% | 13.140 | 13.140 |
| Axoniki Erevna S.A. | 50,50% | 535 | 535 |
| Erevna S.A | 51,00% | 389 | 389 |
| Hospital Affiliates International | 68,89% | 91 | 91 |
| BIOAXIS SRL (former Medsana | |||
| Srl) | 78,90% | 517 | 517 |
| Athens Paediatrics Center | 58,30% | 169 | 169 |
| Maternity clinic Gaia SA | 100,00% | 26.010 | 23.540 |
| Eurosite S.A | 100,00% | 722 | 722 |
| Total | 41.572 | 39.102 |
The impairment movement is analyzed as folows:
| in thousands of euro | 31/12/2016 | 31/12/2015 |
|---|---|---|
| Impairment at the beginning of the | ||
| year | -39.102 | -39.102 |
| Impairment on investment in GAIA | ||
| S.A. | -2.470 | 0 |
| Impairment at the end of the year | -41.572 | -39.102 |
The investments in associates refer to the Company's participation in the capital share of the following companies in which no important influence is exercised.
| The Company | |||
|---|---|---|---|
| in thousands of euro | % Participation | 31/12/2016 | 31/12/2015 |
| Acquisition cost | |||
| Interoptics S.A.(ex-In Health S.A.) | 27,33% | 205 | 205 |
| Herodikos Ltd | 20,00% | 0 | 19 |
| Total | 205 | 224 | |
| Impairment | -205 | -224 | |
| Net carrying amount | 0 | 0 |
The movement of the figure equity-accounted investees in Group level is analyzed as follows:
| in thousands of euro | 31/12/2016 | 31/12/2015 |
|---|---|---|
| Balance at the beginning of the year | 101 | 98 |
| Share in year's results | 8 | 3 |
| Balance at the end of the year | 109 | 101 |
| 2016 | Gains / | Group's | |||
|---|---|---|---|---|---|
| in thousands of euro | Assets | Liabilities | Income | (Losses) | percentage |
| Interoptics S.A. | 1.427 | 1.028 | 2.637 | 28 | 8 |
| Total | 8 | ||||
| 2015 | Gains / | Group's | |||
| in thousands of euro | Assets | Liabilities | Income | (Losses) | percentage |
| Interoptics S.A. | 1.757 | 1.385 | 2.473 | 11 | 3 |
| Total | 3 |
During year 2017 shares of associate Interoptics S.A. were sold for euro 61. This associate was not presented as non current asset held for sale in the financial statements of year 2016, according to the provisions of paragraph 12 of I.F.R.S. 5, as the conditions mentioned in paragraphs 7 and 8 of the same standard were met after the reporting period and before the approval of the financial statements. The gain due to the sale, to be recognized in the separate financial statements of parent company for year 2017, will amount to euro 61th.
The deferred income taxes related to the temporary differences between the book values and the tax bases of assets and liabilities are calculated using the applicable statutory income tax rate.
The movement of deferred tax assets and liabilities is as follows
| The Group | ||||||
|---|---|---|---|---|---|---|
| 2016 | Net balance at 1 January Recognised in profit or loss | Recognised in OCI | Net | Deferred tax assets | Deferred tax liabilities | |
| in thousands of euro | ||||||
| - Property plant and equipment | -26.831 | -378 | 0 | -27.209 | 0 | -27.209 |
| - Leases | -1.238 | 253 | 0 | -985 | 0 | -985 |
| - Accounts receivable | 10.069 | -2.925 | 0 | 7.144 | 7.144 | 0 |
| - Deferred expenses | 305 | -10 | 0 | 295 | 295 | 0 |
| - Provision for retirement indemnities | 2.153 | 110 | 634 | 2.897 | 2.897 | 0 |
| - Other | -241 | 5 0 |
0 | -190 | 0 | -190 |
| Total | -15.782 | -2.901 | 634 | -18.049 | 10.336 | -28.385 |
| The Group | ||||||
|---|---|---|---|---|---|---|
| 2015 in thousands of euro |
Net balance at 1 January Recognised in profit or loss | Recognised in OCI | Net | Deferred tax assets | Deferred tax liabilities | |
| - Property plant and equipment | -24.183 | -2.648 | 0 | -26.831 | 0 | -26.831 |
| - Leases | -1.354 | 116 | 0 | -1.238 | 0 | -1.238 |
| - Accounts receivable | 6.198 | 3.872 | 0 | 10.069 | 10.069 | 0 |
| - Deferred expenses | 263 | 42 | 0 | 305 | 305 | 0 |
| - Provision for retirement indemnities | 2.190 | 368 | -404 | 2.153 | 2.153 | 0 |
| - Other | -108 | -133 | 0 | -241 | 0 | -241 |
| Total | -16.994 | 1.616 | -404 | -15.782 | 12.528 | -28.310 |
| The Company | ||||||
|---|---|---|---|---|---|---|
| 2016 | Net balance at 1 January Recognised in profit or loss | Recognised in OCI | Net | Deferred tax assets | Deferred tax liabilities | |
| in thousands of euro | ||||||
| - Property plant and equipment | -26.829 | -377 | 0 | -27.206 | 0 | -27.206 |
| - Leases | -1.227 | 250 | 0 | -977 | 0 | -977 |
| - Accounts receivable | 10.069 | -2.925 | 0 | 7.144 | 7.144 | 0 |
| - Deferred expenses | 300 | -2 | 0 | 298 | 298 | 0 |
| - Provision for retirement indemnities | 2.126 | 113 | 631 | 2.870 | 2.870 | 0 |
| - Other | -241 | 5 0 |
0 | -190 | 0 | -190 |
| Total | -15.802 | -2.891 | 631 | -18.061 | 10.312 | -28.373 |
| The Company | ||||||
| 2015 | Net balance at 1 January Recognised in profit or loss | Recognised in OCI | Net | Deferred tax assets | Deferred tax liabilities | |
| in thousands of euro | ||||||
| - Property plant and equipment | -24.179 | -2.650 | 0 | -26.829 | 0 | -26.829 |
| - Leases | -1.344 | 117 | 0 | -1.227 | 0 | -1.227 |
| - Accounts receivable | 6.198 | 3.872 | 0 | 10.069 | 10.069 | 0 |
| - Deferred expenses | 259 | 41 | 0 | 300 | 300 | 0 |
| - Provision for retirement indemnities | 2.165 | 366 | -405 | 2.126 | 2.126 | 0 |
| - Other | -108 | -133 | 0 | -241 | 0 | -241 |
| Total | -17.009 | 1.613 | -405 | -15.802 | 12.495 | -28.297 |
The deferred tax assets and liabilities 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. The company and Group do not recognize deferred tax asset on tax losses.
The inventories are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Merchandise | 175 | 77 | 0 | 0 |
| Raw materials and consumable | ||||
| materials | 4.302 | 4.608 | 4.211 | 4.487 |
| Total | 4.477 | 4.685 | 4.211 | 4.487 |
No item of inventories of Group and Company has been pledged as security for liabilities.
According to law 3204/2003 Company has the ability to return to its suppliers pharmaceuticals (merchandise) that have expired or about to expire in the short run. Raw materials and consumable materials have long life and so there is no reason for them to be impaired.
The trade accounts receivable are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Trade debtors – open balances | ||||
| (before Rebate and Clawback) | 137.715 | 131.758 | 137.264 | 131.340 |
| Provisions for Rebate and | ||||
| Clawback (L.4172/2013 art. 100) | -27.128 | -27.690 | -27.128 | -27.690 |
| Trade debtors – open balances | ||||
| (after Rebate and Clawback) | 110.587 | 104.068 | 110.136 | 103.650 |
| Checks receivable (postdated) & | ||||
| bills receivable | 18.567 | 18.452 | 18.565 | 18.451 |
| Doubtfull debtors | 1.505 | 1.003 | 1.505 | 1.003 |
| Total before provisions | 130.658 | 123.523 | 130.206 | 123.104 |
| Less: Provision for impairment | ||||
| (trade debtors) | -26.883 | -26.216 | -26.878 | -26.211 |
| Less: Provision for impairment | ||||
| (trade accounts receivable) | -1.505 | -1.003 | -1.505 | -1.003 |
| Total | 102.270 | 96.304 | 101.824 | 95.889 |
It is noted that the company in terms of the Company's common bond loan agreement, amount of euro 50,5 mil from receivables mentioned above related to public insurance organizations has been pledged in favour of the borrowing banks as assurance for maintaining loan's covenants at 31/12/2016.
The movement of Rebate and Clawback for Company and Group are as follows:
| in thousands of euro | 31/12/2016 | 31/12/2015 |
|---|---|---|
| Beginning balance | -27.690 | -47.488 |
| Provision for year that charged the | ||
| results | -10.561 | -9.924 |
| Utilization of provision due to credit | ||
| notes issuance | 11.122 | 29.722 |
| Ending balance | -27.128 | -27.690 |
Since July 2013 was implemented in accordance with the Article 100 of Law4172 / 2013, the following:
a) The establishment of a percentage of EOPYY balances for healthcare services providers regarding hospitalization, diagnostic centers and physiotherapy noted as a Rebate discount amount (herein "Rebate") each month. Rebate is calculated on a monthly basis and incorporated by 01.01.2016 upon the issued service invoices to EOPYY and therefore no longer a relative provision is required.
B) the automatic return mechanism (Claw-back) for healthcare services providers regarding hospitalization, diagnostic centers and physiotherapy. Under this mechanism, the monthly cost of EOPYY for diagnostic tests, treatment and physiotherapy provided by the contractual private healthcare providers cannot exceed the 1/12 of the budgeted
authorized limit indicated from EOPYY. The excess amount, which is being sought by the contracted private healthcare providers with EOPYY is calculated on a monthly basis and paid after the written notification EOPYY send to each healthcare provider every six months. More specifically, the amount of return (claw-back) is calculated as the difference between budgeted and actual expenditure, resulting from the requested by the provider's expense, net of any rebates discount amounts and other non-acceptable costs at the time of calculation.
So far, with the exception of the fiscal year 2013, is not possible the quantification of the exact amount of budget and claw-back that corresponds to each clinic due to the non-disclosure of all parameters (industry and clinical separately) from EOPYY which can reliably lead to an accurate determination of the respective amounts.
For the current year the estimation of the amount of return (claw-back) was calculated based on the new calculation method and according to the Certificates of automatic return mechanism for the first half of 2016 notified by EOPYY in March 2017.
It should be clarified that the final amounts of the claw-back in 2014 and 2015 will occur if checked and submissions of all the years mentioned and finally ratified by EOPYY. In any case, management estimates that based on the available information, the Company's results have been charged with sufficient amounts for the years 2014 and 2015 and not expected any further negative change on them.
More specifically the movement of the impairment regarding clients and other trade receivables is as follows:
Maturity of trade accounts receivable is presented in the following table:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Trade debtors (<365 days) - non past due | 28.703 | 45.629 | 28.536 | 45.487 |
| Checks receivable (postdated) & bills | ||||
| receivable (<365 days) - non past due | 3.889 | 3.865 | 3.889 | 3.865 |
| Trade debtors (>365 days) – past due | 81.884 | 58.440 | 81.600 | 58.162 |
| Checks receivable (postdated) & bills | ||||
| receivable (>365 days) - past due | 14.678 | 14.588 | 14.676 | 14.586 |
| Less: Provision for impairment | -26.883 | -26.216 | -26.878 | -26.211 |
| Other trade receivables - past due | 1.505 | 1.003 | 1.505 | 1.003 |
| Less: Provision for impairment | -1.505 | -1.003 | -1.505 | -1.003 |
| Total | 102.270 | 96.304 | 101.824 | 95.889 |
Specifically the maturity of trade debtors – open balances (except checks and bills receivable) is presented in the following table:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Trade debtors (<30 days) | 10.221 | 9.444 | 10.123 | 9.345 |
| Trade debtors (<30-60 days) | 6.981 | 8.027 | 6.944 | 7.999 |
| Trade debtors (<60-90 days) | 5.607 | 4.778 | 5.600 | 4.773 |
| Trade debtors (<90-180 days) | 4.293 | 899 | 4.280 | 895 |
| Trade debtors (<181-365 days) | 1.601 | 22.481 | 1.589 | 22.476 |
| Trade debtors (>365 days) | 81.884 | 58.440 | 81.600 | 58.162 |
| Total | 110.587 | 104.068 | 110.136 | 103.650 |
The majority of trade receivables over 365 days mainly relates to public insurance organizations (€ 32.4 mil.), Ministry of the Libyan Health for the treatment of Libyan patients (€ 20.6 mil.) and private insurance companies (€ 4.7 mil. )of which credit risk is not considered significant.
In October 2016, pursuant to art. 52 of Law. 4430/2016, was determined the terms for repayment of balances overdue from EOPYY, which arose before and after its operation as EOPYY, to healthcare service providers. In particular, under the provisions of this Article, further discounts were determined in order for EOPPY to carry out,
within 2017, in full payment of its debts were incorporated up to the year ended 2015 (including debts that was incorporated before the year 2012). It is noted that the Company has already made adequate provisions according to the relevant law described as above, and therefore, no further provision is required in Company's results.
Regarding the rest balances of trade receivables mainly relates to services to private patients (€ 24.7 mil.) for which an adequate provision has been created. It is noted that the Company has made a number of legal actions for the recovery of these outstanding balances that together with the Company's new certified processes and monitoring system for outstanding customer's balances will lead to positive results.
The Company impairs the value of the trade receivables balances when there is sufficient evidence or indications that indicate that the collection of each receivable balance is not possible in a part or as a whole. The Company's management periodically reassesses the adequacy of the provision for bad and doubtful debts in accordance with the credit policy and taking into account all the supporting documents and estimations provided by the Legal department, resulted from processing historical data and recent developments of the legal cases they are handling.
The other receivables are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Retained taxes | 4.621 | 4.553 | 4.364 | 4.235 |
| Receivables from credit cards | 597 | 704 | 597 | 704 |
| Short-term receivables from affiliated | ||||
| companies | 0 | 0 | 4.407 | 6.194 |
| Other accounts receivable | 4.171 | 6.447 | 1.887 | 4.184 |
| Prepaid expenses and earned income | 955 | 940 | 739 | 769 |
| Advances to third parties | 77 | 77 | 40 | 40 |
| Impairment of receivables of other | ||||
| accounts receivable | 0 | 0 | -390 | -390 |
| Total | 10.421 | 12.722 | 11.644 | 15.736 |
The Group proceeds to impairment tests of the above mentioned receivables regularly.
The cash and cash equivalents are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Cash in hand | 765 | 1.370 | 729 | 1.305 |
| Deposits (sight and time) | 11.417 | 9.056 | 10.986 | 8.596 |
| Total | 12.182 | 10.426 | 11.716 | 9.901 |
In Bank deposits, there are deposits in other currencies included which are translated based on official exchange rate at each reporting date. Group's balance in foreign currency at 31 December 2016 came up to euro 222 (31 December 2015 : euro 201).
The share capital of the Company in 31st December 2016, consists of 86.735.980 common nominal shares, with nominal value € 0,31 each.
| Number of shares | % participation | |
|---|---|---|
| G. Apostolopoulos Holdings S.A. | 33.955.539 | 39,15% |
| Asklepios International Gmbh | 31.637.760 | 36,48% |
| CREDIT SUISSE AG | 6.706.461 | 7,73% |
| EUROFINANCIERE D INVETSISSEMENT | ||
| MONACO | 2.585.057 | 2,98% |
| Free float < 2% | 11.851.163 | 13,66% |
| 86.735.980 | 100,00% |
The share premium of the Company resulted from the period of 1991 until the period of 2007, with a total amount of euro 19.777 by the issuing of shares against cash, in value greater than their nominal value.
The Company's shares are publicly traded in the Athens Stock Exchange.
The legal, tax free and special reserves are analyzed as follows:
| The Group | ||
|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 |
| Legal reserve | 8.576 | 8.576 |
| Tax free and specially taxed | ||
| reserves | 9.577 | 9.577 |
| Other | -26 | -22 |
| Total | 18.127 | 18.131 |
| The Company | ||
| in thousands of euro | 42.735 | 31/12/2015 |
| Legal reserve | 8.064 | 8.064 |
| Tax free and specially taxed | ||
| reserves | 9.356 | 9.356 |
| Other | 440 | 440 |
| Total | 17.860 | 17.860 |
Legal reserve
According to the Greek Company Law, the companies are obliged to form at least 5% of their annual net profits, as they are represented in the accounting books, in legal reserve, until the accumulated amount of the legal reserve reaches at least the 1/3 of the capital share. The above-mentioned reserve cannot be distributed during the operation of the Company.
The untaxed and specially taxed reserves represent interest income, which are tax free or taxed by 10% at their source. The particular income is not taxable under the condition that adequate profits exist, from which respective untaxed reserves can be formed. According to the Greek tax legislation, this reserve is excluded from income tax, under the condition that it will not be distributed to the shareholders. The Company does not intend to distribute the particular reserve and thus it has not proceeded to the estimation of deferred income tax that would have been necessary in the case of reserve distribution.
Additionaly in the above mentioned reserves a special reserve is included, amounted to euro 4.343 in Company and euro 4.437, in Group and was formed according to the provisions of L. 3697/2008. The tax liability which will accumulate due to the distribution of this special reserve, according to the provisions of L. 4172/2013 article 47, at 31st December 2016 amounts to in 1.259 euro for the Company and 1.287 euro for the Group.
The special reserves have been formed based on the decisions of the shareholders' General Assemblies. The Company does not intend to distribute the particular reserves.
The Group's and Company's borrowings are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Non-current loans | ||||
| Finance leases | 11 | 74 | 5 | 16 |
| Total | 11 | 74 | 5 | 16 |
| Current loans | ||||
| Common bond loan | 132.626 | 137.651 | 132.626 | 137.651 |
| Working capital | 12.193 | 11.337 | 9.943 | 9.088 |
| Finance leases | 61 | 58 | 11 | 11 |
| Total | 144.880 | 149.047 | 142.581 | 146.750 |
| Total of loans due | 144.892 | 149.121 | 142.586 | 146.766 |
It is noted that in the above mentioned balance of €132.626 regarding the common boan loan, an amount of €-174 (contra account) is included, which refers to bond loan's management fees that are amortized over the loan's duration, according to the provisions of IAS 39.
The fair value of borrowings approaches their book value, as Group's and Company's borrowings are mainly based on floating rates.
On July 12, 2012 the company has signed the Common Bond Loan Issuance Programme, according to the provisions of C.L. 2190/1920 and L. 3156/2003, through private placement to NATIONAL BANK OF GREECE S.A., EFG EUROBANK ERGASIAS S.A. and ALPHA BANK S.A., the last acting also as a "Manager", of total nominal value of up to 164.000.000,00 euros and granting of collaterals, following the decision of the 1st Repetitive Assembly of the Shareholders on 21st March 2012 and the decision of the Board of Directors on July 11, 2012.
The Loan's duration is 5 years with floating rate based on Euribor plus margin and is payable in ten (10) installments.
During 2016 the anpaid amount of bond loan was about 132.8mil. For this amount has been recognized total amount of expenses about 174 th. which are going to be depreciated thoughtout the period of loan.
The financial clauses of the Loan include presuppositions of minimum Net Debt, minimum proportion of Net Debt to EBITDA, EBITDA to the total amount of interest expenses minus interest income, total Bank Debt to the total Bank Debt plus Equity.
More specifically the financial clauses at 31 December 2016 are as following (consolidated amounts):
a) Net Debt (leasing and recourse factoring) to maintain lower or equal to 190.000.000 euros.
b) Net Debt (leasing and recourse factoring), to EBITDA to maintain lower or equal to 5 for year 2016.
c) EBITDA to the total amount of interest expenses minus interest income to maintain greater or equal to 4 for year 2016.
d) total Bank Debt to the total Bank Debt plus Equity to maintain for all common Bond loan's duration lower or equal to 0,6.
For previous year 2013-2015 three of the above mentioned clauses were not satisfied by the Company (b, c, and d), resulting to the reclassification of the common bond loan from long term to short term borrowings, according to IAS 1. For year 2016 the above mentioned loan is short term because of its schedule of payments.
In the year 2016 Company paid up bonds of total amount Euro 5.2mil while the liability for interest cost for the same year, was normally settled up. Up to 6th April 2017, the date of 2016 Financial Statements submission, portion of owed capital amounting to 50,3 mil.has been over due, from the total amount of bond loan which is 132,2 mil.
For the above bond issue, the Group is in discussions with Banks for the overall restructuring having already a draft loan agreement with the main terms of restructuring (term sheet) contract including among others the extension of the maturity of the loan in 5 years with a simultaneous modification of the repayment schedule of the outstanding principal current amount of bonds of € 50,3 mil., other terms, conditions and guarantees which are under negotiations and agreed with Banks. The agreement is expected to be signed before the expiration date of the existing contract and the successful completion of the agreement is an essential precondition for the adequacy of working capital ensuring the necessary liquidity of the Group and the Company respectively.
The other current bank loans included in the financial statements, except the common Bond Loan, have been received by the Company and its subsidiaries for serving their needs in working capital.
The relevant weighted average interest margins at the Financial Statement reporting date are as follows:
| 2016 | The Group | The Company |
|---|---|---|
| Working capital | 5,99% | 6,04% |
| Common bond loan | 4,75% | 4,75% |
| 2015 | The Group | The Company |
| Working capital | 6,53% | 6,37% |
| Common bond loan | 4,75% | 4,75% |
The currency break down of Company's and Group's loans at 31/12/2016 has as follows:
| in thousands of euro | The Group | The Company |
|---|---|---|
| Euro | 144.836 | 142.586 |
| RΟΝ | 56 | 0 |
| Total | 144.892 | 142.586 |
The currency break down of Company's and Group's loans at 31/12/2015 has as follows:
| in thousands of euro | The Group | The Company |
|---|---|---|
| Euro | 149.016 | 146.766 |
| RΟΝ | 105 | 0 |
| Total | 149.121 | 146.766 |
The liabilities that result from leases concern the leasing of mechanical – hospital equipment. The liabilities to the lessor are analyzed as follows:
| Leasing Liabilities - Minimum payments of leases: | ||||
|---|---|---|---|---|
| The Group | The Company | |||
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Up to 1 year | 63 | 63 | 11 | 11 |
| Between 1 & 5 years | 11 | 76 | 5 | 16 |
| Total | 74 | 139 | 16 | 28 |
| Future finance charges on finance leases |
- 2 |
- 7 |
0 | 0 |
| Present value of lease liability | 72 | 132 | 16 | 28 |
| The present value of the leasing liabilities is the following: | ||||
|---|---|---|---|---|
| The Group | The Company | |||
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Up to 1 year | 61 | 58 | 11 | 11 |
| Between 1 & 5 years | 11 | 74 | 5 | 16 |
| Total | 72 | 132 | 16 | 28 |
Over the leased assets ownership retention exists, which will stay in force until the ending of the leasing period and the payment in full of the leases.
There are no other guaranties and commitments of ownership or use over the fixed assets and the other assets of the Group, except the one mentioned in note 19.
According to the Greek employment legislation, the employees are entitled to receive compensation in case of dismissal or retirement, the amount of which varies depending on the salary, the years of service and the type of retirement (dismissal or pensioning) of the employee. Employees that resign or get dismissed with a justification are not entitled to receive compensation. The payable compensation in case of retirement equals the 40% of the compensation that would have been payable in case of an unjustified dismissal. In Greece, according to the local practice, these programs are not granted. The Company debits to the results for the accrued benefits in every period with a relevant rise of the pensioning liability. The payments of the benefits performed to the pensioners every period are charged against this liability. An renounced firm of independent analogists/actuaries evaluated the Company's and Group's liabilities at 31 December 2016, arising from its the obligation to pay retirement indemnities.
The amounts recognized in the Statement of Financial Position:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Net liability in Balance Sheet | 9.989 | 7.426 | 9.897 | 7.331 |
The amounts recognized in the Statement of profit and loss:
| The Group | The Company | |||
|---|---|---|---|---|
| Service cost | 407 | 611 | 412 | 586 |
| Interest cost | 148 | 143 | 147 | 142 |
| Total charge in statement of profit and | ||||
| loss | 555 | 754 | 558 | 728 |
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Actuarial (losses) / gains | -2.185 | 1.356 | -2.177 | 1.355 |
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
|---|---|---|---|---|
| Service cost | 407 | 611 | 412 | 586 |
| Interest cost | 148 | 143 | 147 | 142 |
| Total charge in statement of profit and | ||||
| loss | 555 | 754 | 558 | 728 |
| The amounts recognized in the comprehensive income Statement: | ||||
| The Group | The Company | |||
| in thousands of euro Actuarial (losses) / gains |
31/12/2016 -2.185 |
31/12/2015 1.356 |
31/12/2016 -2.177 |
31/12/2015 1.355 |
| The movement of the net liability of the Company and the Group is the following: | ||||
| The Group | The Company | |||
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Net liability at the beginning of | ||||
| the year | 7.426 | 8.422 | 7.331 | 8.327 |
| Service cost | 477 | 587 | 470 | 579 |
| Interest cost | 148 | 143 | 147 | 142 |
| Paid up compensations | -177 | -394 | -168 | -370 |
| Additional cost and employment | ||||
| termination cost | -70 | 24 | -58 | 7 |
| Actuarial (losses) / gains | 2.185 | -1.356 | 2.177 | -1.355 |
| Net liability at the end of the | ||||
| year | 9.989 | 7.426 | 9.897 | 7.331 |
| The details and principal assumptions of the actuarial study as at 31st of December 2016 and 31st of December 2015 is the following: |
||||
| The Group | ||||
| Principal assumptions: | 2016 | 2015 | ||
| Discount rate | 1,40% | 2,00% | ||
| Rate of compensation increase | 2,75% | 3,00% | ||
| Increase in consumer price index | 1,75% | 2,00% | ||
| The Company | ||||
| Principal assumptions: | 2016 | 2015 | ||
| Discount rate | 1,40% | 2,00% | ||
| Rate of compensation increase | 2,75% | 3,00% | ||
| Increase in consumer price index | 1,75% | 2,00% | ||
| Actuarial gains (losses) | ||||
| According to the revised IAS 19 the accumulated actuarial gains or losses recognized directly in other comprehensive | ||||
| income are as follows: | ||||
| 88 |
| The Group | ||
|---|---|---|
| Principal assumptions: | 2016 | 2015 |
| Discount rate | 1,40% | 2,00% |
| Rate of compensation increase | 2,75% | 3,00% |
| Increase in consumer price index | 1,75% | 2,00% |
| The Company | ||
| Principal assumptions: | 2016 | 2015 |
|---|---|---|
| Discount rate | 1,40% | 2,00% |
| Rate of compensation increase | 2,75% | 3,00% |
| Increase in consumer price index | 1,75% | 2,00% |
| The Group | ||
|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 |
| Balance at the beginning of the year | 1.713 | 357 |
| Actuarial gains /(losses) | -2.185 | 1.356 |
| Balance at the end of the year | -472 | 1.713 |
| The Company | ||
| in thousands of euro | 31/12/2016 | 31/12/2015 |
| Balance at the beginning of the year | 1.758 | 403 |
| Actuarial gains /(losses) | -2.177 | 1.355 |
| Balance at the end of the year | -419 | 1.758 |
The effect on the present value of the commitment for certain employee benefits when we have a variation of the discount exchange rate of +/- 0,5% is on 31.12.2016 and 31.12.2015 as following:
| The Group | The Company | |||
|---|---|---|---|---|
| 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 | |
| The effect on the the commitment for | ||||
| certain employee benefits | -/+ 7% | -/+ 7% | -/+ 7% | -/+ 7% |
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Insurance and pension contributions | ||||
| payable | 3.220 | 4.577 | 3.220 | 4.577 |
| Other | 1 | 1 | 0 | 0 |
| Total | 3.221 | 4.578 | 3.220 | 4.577 |
The non current obligations of Company and by extension the Group, refer to non current portion of regulated liabilities to insurance funds (IKA and TSAY).
More specifically, during the previous year, Company proceeded to the regulation of its liabilities to IKA for years 2014 and January of 2015. The repayment period extends from the period of April 30 2015 to July 31, 2023.
Additionaly Company proceeded to a respective regulation liabilities to TSAY for years 2012, 2014 and 2015, during closing year. The repayment period extends from the period of April 30 2015 to January 31, 2019.
The trade accounts payable are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Suppliers | 68.184 | 72.312 | 81.247 | 85.869 |
| Checks outstanding and bills | ||||
| payable (postdated) | 6.697 | 8.000 | 6.137 | 6.386 |
| Total | 74.882 | 80.312 | 87.384 | 92.255 |
The other accounts payable are analyzed as follows:
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 31/12/2016 | 31/12/2015 | 31/12/2016 | 31/12/2015 |
| Obligations to affiliated | ||||
| companies not included in the | ||||
| consolidation | 0 | 31 | 0 | 31 |
| Sundry creditors | 16.936 | 16.769 | 14.132 | 13.898 |
| Insurance and pension | ||||
| contributions payable | 9.617 | 10.398 | 8.421 | 8.567 |
| Accrued expenses | 1.777 | 1.823 | 1.758 | 1.763 |
| Dividends payable | 108 | 72 | 0 | 0 |
| Advances from clients | 5.228 | 3.045 | 5.228 | 3.045 |
| Other | 1.590 | 1.379 | 1.350 | 1.146 |
| Total | 35.257 | 33.516 | 30.888 | 28.450 |
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
Capital is monitored on the basis of the gearing ratio. The ratio is calculated as net debt divided by total capital employed. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the consolidated balance sheet) less "Cash & cash equivalents". Total capital employed is calculated as "Total Equity" as shown in the consolidated balance sheet plus net debt.
| The Group | The Company | |||
|---|---|---|---|---|
| in thousands of euro | 2016 | 2015 | 2016 | 2015 |
| Total Borrowing | 144.892 | 149.121 | 142.586 | 146.766 |
| Less: Cash and cash equivalents | 12.182 | 10.426 | 11.716 | 9.901 |
| Net Debt | 132.709 | 138.694 | 130.870 | 136.865 |
| Total Equity | 60.757 | 58.847 | 63.746 | 64.846 |
| Total Capital employed | 193.467 | 197.541 | 194.615 | 201.711 |
| Gearing ratio | 68,60% | 70,21% | 67,25% | 67,85% |
The gearing ratio for year 2016 has decreased compared to the previous year 2015 in terms of Group and Company.
Group measures the fair value of assets and liabilities, that are traded in an active market, based on available market prices. Active market is the market when prices of organized market are available in a direct and regular basis from stockmarkets, external dealers – brokers, valuation services or supervising authorities and these values refer to common transactions among market participants, that take place regularly.
In all other cases, Group measures fair value by using valuation techniques, that are appropriate for specific circumstances and for which available and sufficient data exist for valuation purposes, which on one hand maximize the use of relative observable values and on the other hand minimize the use of non observable values. In cases no observable market data exist, data based on internal assessments and assumptions are used, for example determination of projected cash flows, discounting rates e.t.c.. In every case Group uses assumptions for measuring the fair value, which would be used by market participants, given that they act according to their best financial interest.
All items af assets and liabilities, measured at fair value or for which fair value is disclosed, are categorized in terms of the quality of data used in the measurement of their fair value as follows:
• level 1: Published purchase prices (not revised or adjusted ) for financial assets that are traded in active capital markets
• level 2: Valuation tecniques based directly on published purchase prices or computed indirectly from published purchase prices of similar instruments
• level 3: Valuation tecniques which are based on available information or Group's estimations as there are no observable data in the market.
Since January 1 2009, Group applies the amendment of IFRS 7, which requires the disclosure of financial assets measured at fair value according to a hierarchy of 3 levels.
At 31/12/2016 there are no assets or liabilities that are measured at fair value.
Fair value of the Group's and Company's financial assets and liabilities mentioned below, approximate their accounting balance.
During the year no reclass took place among levels 1, 2, 3 relevant to fair value measurement.
Company and Group are exposed to the following risks from using financial instruments:
Management is generally responsible for establishing and supervising the framework for managing Company's and Group's risks. Managing financial risk aims to limit the above mentioned risks in terms of constant operation and funding of activities. Company's and Group's risk management policies have been introduced for locating and analyzing the risks Company and Group face, in order to set up the appropriate risk limits and their audit procedure, as well as the monitoring of risks and the compliance to the limits set up by Company and Group. Risks management policies and systems are regularly checked to reflect changes in market's circumstances and in Company's and Group's operations. Company and Group through personnel training and standards set up by management aim to develop a disciplined and constructive environment for control, in which all employees understand their roles and their obligations and in which the undertaking of risks and relevant antimeasures that reduce the risks, is explicitely defined.
The audit committee of Athens Medical Group supervises the way management monitors the compliance to the policies and risk management procedures for Company and Group and tests the adequacy of the risk management framework in terms of the risks both Company and Group face. Audit committee gets help to its work from internal audit service. Internal audit takes over the putting through of periodic and special purpose surveys of assurance valves and procedures, relating to risk management, the results of which are disclosed to the audit committee.
Credit risk arises, from credit exposures to customers, including outstanding receivables and conducted transactions of significance.
The maximum exposure to credit risk at the reporting date is as follows:
| The Group | The Company | |||||
|---|---|---|---|---|---|---|
| in thousands of euro | 2016 | 2015 | 2016 | 2015 | ||
| Cash and cash equivalents | 12.182 | 10.426 | 11.716 | 9.901 | ||
| Trade receivables | 102.270 | 96.304 | 101.824 | 95.889 | ||
| Other receivables | 10.421 | 12.722 | 11.644 | 15.736 | ||
| Derivatives | 0 | 0 | 0 | 0 | ||
| Other non current assets | 277 | 438 | 276 | 434 | ||
| Total | 125.150 | 119.890 | 125.460 | 121.960 |
The major part of trade receivables comes from public insurance organizations and private insurance companies, whose credit risk is not considered significant in terms of Company's assets and liabilities except extraordinary events. Regarding the rest of debtors, represented by sale to individuals, risk is diversified due to the great number of debtors. (See Note 25). Credit control department assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Trade debtors credit limits are set based on internal ratings in accordance with limits set by management.
The Company's and Group's value of trade receivables is impaired, when there is evidence or indications that the collection of each receivable in whole or up to a percentage is not feasible. The Group's management proceeds to periodic revaluation of the formulated provision for doubtful debts in relation to the credit policy and data from the Group's Law Department, which arise from processing past data and recent developments of each case the department manages.
For other receivables credit risk is considered of no significance.
Furthermore in terms of cash and cash equivalents, Group and Company cooperate only with renounced credit institutions of highly credited ratings.
Liquidity risk is the risk of dealing with the difficulty in satisfying liabilities relating to financial liabilities, which are settled with cash or other financial asset.
Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate amount of committed credit facilities. Furthermore, the Group estimates and controls its cash flows on a regular time basis.
The following table depicts Group's and Company's financial liabilties classified in groups by the time period, estimated from the reporting date to the contractual date payable. As is is point out in note 5, Company and Group are in negotiation process with banks about the refunding of existing borrowings and their conversion to non current ones.(see Note 5 Going concern capability of the Company's operational activity)
| Group 31/12/2016 | Less than 1 year | Between 1 and 5 years Over 5 years | |
|---|---|---|---|
| in thousands of euro | |||
| Borrowings | 144.880 | 11 | 0 |
| Trade accounts payable and other | |||
| liabilities | 110.139 | 2.605 | 616 |
| Total | 255.019 | 2.616 | 616 |
| Group 31/12/2015 | Less than 1 year | Between 1 and 5 years Over 5 years | |
| in thousands of euro | |||
| Borrowings | 149.047 | 74 | 0 |
| Trade accounts payable and other | |||
| liabilities | 113.829 | 3.572 | 1.005 |
| Total | 262.876 | 3.646 | 1.005 |
| Company 31/12/2016 | Less than 1 year | Between 1 and 5 years Over 5 years | |
| in thousands of euro | |||
| Borrowings | 142.581 | 5 | 0 |
| Trade accounts payable and other | |||
| liabilities | 118.272 | 2.604 | 616 |
| Total | 260.853 | 2.609 | 616 |
| Company 31/12/2015 | Less than 1 year Between 1 and 5 years | Over 5 years | |
| in thousands of euro | |||
| Borrowings | 146.750 | 16 | 0 |
| Trade accounts payable and other | |||
| liabilities | 120.705 | 3.572 | 1.005 |
| Total | 267.455 | 3.588 | 1.005 |
Market risk is the risk, changes in market prices like exchange rates, interest rates and prices of shares affecting Company's and Group's income, or the value of their financial assets. Market risk management aims to control and test the exposure in martket risk in acceptable level, by maximizing the return with which Company and Group perform these transactions by specific guidelines arising from risk management framework.
The Group holds participations (business operations) in Romania, whose net assets are exposed to FX translation risk. This kind of FX translation risk derives from the exchange rate RON / € and it is not hedged as there is no substantial exposure. Group's management constantly monitors FX translation risks, that might arise and evaluates the need to take relative actions.
Presume that there is a change (depreciation/appreciation) at 31st of December 2016 concerning the exchange rate of RON/€ at a level of 0,1% (respectively at a level of 0,1% for previous year ). The effect on Group's results for the year as well as on Group's equity, due to the translation of the results of company MEDSANA BMC from its functional currency to Euro, is disposed in the table below:
| The Group | ||||
|---|---|---|---|---|
| in thousands of euro | 2016 | 2015 | 2016 | 2015 |
| Appreciation / (Depreciation) | 0,10% | 0,10% | -0,10% | -0,10% |
| Net profit | ||||
| gain /(loss) | 0 | 0 | 0 | 0 |
| Equity | ||||
| gain /(loss) | 0 | 0 | 0 | 0 |
This percentage of 0,1% depreciation/appreciation was based on the average volatility in the exchange rates market for a twelve-month period for year 2016.
| Exchange rate for year 2016 | Balance Sheet | Profit and Loss |
|---|---|---|
| 1€=RΟΝ | 4,5239 | 4,4904 |
| Exchange rate for year 2015 | Balance Sheet | Profit and Loss |
| 1€=RΟΝ | 4,5240 | 4,4454 |
The Group and the Company is not exposed to securities price risk as it has no investment in entities classified, in the consolidated balance sheet, as financial assets at fair value through income statement.
The group's interest rate risk arises from long-term and short-term borrowings. Borrowings issued at variable rates expose the group to cash flow interest rate risk. Depending on the levels of net debt, any change in the base interest rates (EURIBOR), has a proportionate impact on the Group's and Company's results. For diminishing the effect of the above mentioned interest rate risk beginning from year 2008 Group and Company entered financial contracts for interest rate risk hedging purposes. These financial instruments, are measured at fair value and are recognized as assets or liabilities in the Financial Statement.
The Group's policy is to minimize its exposure to interest rate cash flows risk with regard to financing issued at variable rates, to maintain its borrowings at low levels but at the same time make sure of the funding by cooperative banks that satisfy, by all means, the planned growth of the Group and the Company.
A detailed report of Company's and Group's loans is found in Note 30.
The table below presents the effect on Group's and Company's results for year 2016 and 2015 as well as on Group's and Company's equity at 31st December 2016 and 31st December 2015 (sensitivity analysis) at a rate volatility (increase/decrease ) of EURIBOR by 0,5% .
| The Company | ||||||||
|---|---|---|---|---|---|---|---|---|
| in thousands of euro | The Group 2016 |
2015 | 2016 | 2015 | ||||
| 0,50% | -0,50% | 0,50% | -0,50% | 0,50% | -0,50% | 0,50% | -0,50% | |
| Net profit | ||||||||
| gain /(loss) | -615 | 615 | -768 | 768 | -599 | 599 | -757 | 757 |
| Equity | ||||||||
| gain /(loss) | -615 | 615 | -768 | 768 | -599 | 599 | -757 | 757 |
The above table does not include the positive effect of interest received from bank deposits.
The 31st of December 2016 the Group and the Company had various agreements of operational lease, concerning the renting of buildings and transportation equipment and they end in several dates.
The renting expenses are included in the accompanying consolidated income statement of the period ended in the 31st of December 2016 and they amount to € 2.037 (€2.100 at 31st December 2015).
The minimum future payable rental leases based on non-reversible contracts of operational leases in 31st of December 2016 and 31st of December 2015 are as follows:
| in thousands of euro | 31/12/2016 | |
|---|---|---|
| Commitments from operational | ||
| leases: | The Group | The Company |
| Within 1 year | 2.400 | 2.341 |
| 1-5 years | 7.151 | 6.435 |
| Over 5 years | 11.048 | 10.981 |
| Total | 20.599 | 19.757 |
| in thousands of euro | 31/12/2015 | |
|---|---|---|
| Commitments from operational | ||
| leases: | The Group | The Company |
| Within 1 year | 2.200 | 2.367 |
| 1-5 years | 6.447 | 6.623 |
| Over 5 years | 12.258 | 12.258 |
| Total | 20.905 | 21.248 |
The Group at 31st December 2016 had issued letters of guarantee for good performance for a total amount of € 132 ( € 171 in year 2015).
The Company and the Group is involved (in its capacity as defendant and as plaintiff) in various lawsuits and legal amperages in the framework of its normal operation. The Management, as well as its legal advisors estimates that all the pending cases are expected to be settled without any significant negative repercussions on the consolidated financial position of the Company and the Group or in the results of its operation.
The Company has excercised legal remedies for annulment against the relevant Health Ministry decisions to the Council of the State and has also excercised appeals and applications for suspention against the stand alone acts of ΕΟPΥΥ to the Administrative Court of Appeal. We note that following the verdicts of the Administrative Court of Appeal, the power of these decisions of ΕΟPΥΥ has been suspended. However these decisions are considered to be outstanding and are refered to the Council of the State. Company's management with the agreed opinion of its legal advisors although it expects to be justified, for reasons of prudence and in view of providing a complete picture of the anticipated effect on the Company's and Group's financial results, included the above mentioned amounts in its financial statements. Additionaly and for tax compliance purposes proceeded to the issuance of relevant credit notes, based on the updated certifications for the amounts of Clawback and Rebate, issued by ΕΟPΥΥ.
The Company and its subsidiaries are related to the following legal and natural persons:
The transactions with its subsidiaries are mainly concerning the provision of commercial services, as well as the purchasing and selling of goods. The transactions are realized within the normal operating framework of the Company.
The relative balances receivable from affiliated companies are not covered by securities, mortgages and their payment in full is conducted by cash payment within the time limits agreed between the companies in question.
The Management of the Company does not regard that a provision/allowance for a possible non-collection of its subsidiaries related receivables is needed, hence no provision/allowance for doubtful debtors against these receivables is formed, except the case of subsidiary Hospital Affiliates International (see note 26) and associate company LAVIE ASSURANCE (see below).
The balances receivable/(payable) of the related party accounts of the Group are as follows:
| 2016 | ||
|---|---|---|
| in thousands of euro | The Group | The Company |
| Compensations of executives and | ||
| members of the Board | 4.680 | 4.193 |
| 2016 | ||
| in thousands of euro | The Group | The Company |
| Liabilities to executives and members | ||
| of the Board | 2.090 | 1.840 |
| 2015 | ||
| in thousands of euro | The Group | The Company |
| Compensations of executives and | ||
| members of the Board | 5.595 | 4.955 |
| 2015 | ||
| in thousands of euro | The Group | The Company |
| Liabilities to executives and members | ||
| of the Board | 2.194 | 2.086 |
| i. Subsidiaries | ||||
|---|---|---|---|---|
| 2016 | Company | |||
| in thousands of euro | Receivables | Liabilities | Income | Purchases |
| IATRIKI TECHNIKI S.A. | 0 | 35.536 | 4 | 10.057 |
| EREVNA S.A. | 0 | 0 | 0 | 0 |
| PHYSIOTHERAPY CENTER S.A. | 0 | 331 | 122 | 373 |
| EUROSITE | 3.381 | 0 | 56 | 0 |
| GΑΙΑ | 589 | 0 | 1 | 0 |
| HOSPITAL AFFILLIATES INTERNATIONAL | ||||
| S.A. | 437 | 0 | 0 | 0 |
| TOTAL | 4.407 | 35.867 | 184 | 10.430 |
| 2016 | Company | |||
| in thousands of euro | Receivables from dividends | Income from dividends | ||
| PHYSIOTHERAPY CENTER S.A. | 0 | 31 | ||
| TOTAL | 0 | 31 | ||
| 2015 | Company | |||
| in thousands of euro | Receivables | Liabilities | Income | Purchases |
| IATRIKI TECHNIKI S.A. | 0 | 35.077 | 15 | 9.644 |
| EREVNA S.A. | 0 | 31 | 0 | 0 |
| PHYSIOTHERAPY CENTER S.A. | 0 | 269 | 112 | 368 |
| EUROSITE | 3.456 | 0 | 57 | 0 |
| GΑΙΑ | 2.346 | 0 | 1 | 0 |
| HOSPITAL AFFILLIATES INTERNATIONAL | ||||
| S.A. | 392 | 0 | 0 | 0 |
| TOTAL | 6.194 | 35.377 | 185 | 10.013 |
| 2015 | Company | |||
| in thousands of euro | Receivables from dividends | Income from dividends | ||
| PHYSIOTHERAPY CENTER S.A. | 0 | 40 | ||
| TOTAL | 0 | 40 |
Part of Company's receivables from subsidiaries Eurosite S.A. and Gaia S.A.and specifically receivables amounted to euro 1.548 and euro 389 respectively, refer to deposits of Parent Company for the purpose of future share capital increase of these subsidiaries. The rest of the receivables of the above mentioned companies, refer to financial facilitation. In year 2012, the company in relation to receivables from LAVIE ASSURANCE of 1.647 euro (in 31/12/2016), formed provision for impairment loss of 909 euro, charging its results. Finally, in year 2013 regarding the receivables of euro 437 (at 31/12/2016) from Hospital Affiliates International S.A., the Company formed impairment, charging this year's results, amounted to euro 390 (see note 26).
The purchases of the Company mainly refer to purchases of medical materials from IATRIKI TECHNIKI S.A. transacted in the normal course of business. Liabilities exist due to this commercial relationship.
Purchases from PHYSIOTHERAPY CENTER S.A. refer to health services that were provided by the subsidiary to patients of the Group's Clinics.
Also Parent Company has guaranted in favour of subsidiary Medsana for its borrowings (financial leases) amounted to 56 euro. The above mentioned subsidiary, in year 2017, will proceed to an investement of medical equipment estimated to amount to 1,47 mil (no VAT included).
| The Group | The Company | |||||||
|---|---|---|---|---|---|---|---|---|
| 2016 | Receivables at | Liabilities at | Income for the period Purchases for the period | Receivables at | Liabilities at | Income for the period Purchases for the period | ||
| in thousands of euro | 31/12/2015 | 31/12/2015 | 1/1-31/12/2015 | 1/1-31/12/2015 | 31/12/2015 | 31/12/2015 | 1/1-31/12/2015 | 1/1-31/12/2015 |
| IKODOMIKI EKMETALEFTIKI S.A. | 3 | 0 | 0 | 0 | 3 | 0 | 0 | |
| LA VIE Assurance | 1.647 | 3 9 |
0 | 0 | 1.647 | 3 | 9 | 0 |
| KORINTHIAKOS RYTHMOS | 3 | 121 | 0 | 439 | 3 | 7 | 1 | 0 360 |
| TRADOR S.A. | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| TOTAL | 1.653 | 159 | 0 | 439 | 1.653 | 110 | 0 360 |
|
| The Group | Purchases for the | The Company | ||||||
| 2015 | Receivables at | Liabilities at | Income for the period | period | Receivables at | Liabilities at Income for the period | ||
| in thousands of euro | 31/12/2015 | 31/12/2015 | 1/1-31/12/2015 | 1/1-31/12/2015 | 31/12/2015 | 31/12/2015 | 1/1-31/12/2015 | 1/1-31/12/2015 |
| IKODOMIKI EKMETALEFTIKI S.A. | 3 | 0 | 0 | 0 | 3 | 0 | 0 | |
| LA VIE Assurance | 1.744 | 3 9 |
0 | 0 | 1.744 | 3 9 |
0 | Purchases for the period 0 0 |
| SYCHRONI ECHODIAGNOSI | 0 | 2 7 |
0 | 0 | 0 | 2 7 |
0 | 0 |
| KORINTHIAKOS RYTHMOS | 6 | 557 | 0 | 466 | 6 | 2 9 |
0 | |
| TRADOR S.A. | 2 6 |
0 | 0 | 0 | 2 6 |
0 | 0 | 382 0 |
| AGGEIOLOGIKI DIEREVNISI S.A. | 0 | 4 | 0 | 0 | 0 | 4 | 0 | 0 |
There are not any subsequent from the Financial Statements events, that refer to the Group or the Company in which relevant disclosure is required by the International Financial Reporting Standards.
The Company during the year 1/1/2016 – 31/12/2016, provided at the disposal of the public the following information, which are available in the web site:www.iatriko.gr.
| Date | Information | WEB SITE ADDRESS |
|---|---|---|
| 18/01/2016 | Announcement L. 3556/2007 | www.iatriko.gr |
| 30/03/2016 | Annoucement of Financial Calendar | www.iatriko.gr |
| 31/03/2016 | Financial Statement | www.iatriko.gr |
| 31/03/2016 | Financial Statement | www.iatriko.gr |
| 31/03/2016 | Financial Statement and information according to IFRS | www.iatriko.gr |
| 31/03/2016 | Financial Statement and information according to IFRS | www.iatriko.gr |
| 31/03/2016 | Financial Statement | www.iatriko.gr |
| 04/04/2016 | Financial Statement | www.iatriko.gr |
| 31/03/2016 | Annoucement on Financial Statements/Reports | www.iatriko.gr |
| 13/04/2016 | Financial Statement | www.iatriko.gr |
| 27/04/2016 | Annoucement of state of origin | www.iatriko.gr |
| 27/04/2016 | Annoucement of tax audit results | www.iatriko.gr |
| 01/06/2016 | Announcement about the presentation to the analysts | www.iatriko.gr |
| 02/06/2016 | Annoucement of General Assembly | www.iatriko.gr |
| 02/06/2016 | Announcement about the presentation to the analysts | www.iatriko.gr |
| 24/06/2016 | Announcement about decisions of General Meeting | www.iatriko.gr |
| 23/06/2016 | Announcement about decisions of General Meeting | www.iatriko.gr |
| 26/07/2016 | Annoucements of other significant events | www.iatriko.gr |
| 13/07/2016 | Notification of change of BOD composition | www.iatriko.gr |
| 30/09/2016 | Financial Statement | www.iatriko.gr |
| 30/09/2016 | Financial Statement | www.iatriko.gr |
| 30/09/2016 | Financial Statement | www.iatriko.gr |
| 30/09/2016 | Financial Statement | www.iatriko.gr |
| 30/09/2016 | Annoucement on Financial Statements/Reports | www.iatriko.gr |
| 18/10/2016 | Trade Announcement | www.iatriko.gr |
| 18/10/2016 | Announcement L. 3556/2007 | www.iatriko.gr |
The Company's annual Financial Statement, consolidated and separate, the report of the Board of Directors as well as the Independent Auditor's report are uploaded to the internet address www.iatriko.gr .
Marousi, 6/4/2017
| THE PRESIDENT OF THE BOD |
THE CHIEF EXECUTIVE OFFICER AND MEMBER OF THE BOD |
THE GENERAL GROUP CFO | THE PARENT CFO | THE PARENT CHIEF ACCOUNTANT |
|---|---|---|---|---|
GEORGIOS V. APOSTOLOPOULOS
VASSILIOS G. APOSTOLOPOULOS ID AK 038305 ID Ξ 350622 ID Π 001034 ID AZ 533419 ID ΑΒ 052569
EMMANOUIL P. MARKOPOULOS
PETROS D. ADAMOPOULOS
PANAGIOTIS CH. KATSICHTIS O.E.E. Rank No.17856 Classification A'
| ATHENS MEDICAL CENTER S.A. | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| RBG, No. 127120908/0000 General Commercial Registry : 356 5-7 Distorsou Str, 16125 Marcoual |
FINANCIAL STATEMENT AND INFORMATION FOR THE YEAR 1 January 2016 until 21 December 2016 | ||||||||||
| te, where the financial abdements can be downloaded, as well as the Auditor's Certificate | accordence to L219020, article 138for companies that prepare annual financial statements, consolidated and not, according to IPRS Intensisi position and financial results of the ATHENS MEDICAL CENTER S.A. (Issue) and the G |
||||||||||
| Ministry of Development and Competitiveness - | Impany's Board of Directors | ||||||||||
| Department for Limited Compan www.intribu.or |
tana It George V. Aposto |
Position President CIEO |
|||||||||
| Company's web site: Date of approval by the Doard of Directors of the annua Certified Auditor Accountant : |
6 April 2017 | Dr. Vessilion G. Acceptionous | |||||||||
| ing Company: | o resultati Boundros Certified Auditor Accountant AM SOEL 22011 KPMG Certified Auditors A.E. SOEL 114 Unqualified opinion-emphasis of matter |
: Itristos G. Apositiopou It Jan Liench Ruedige |
vice President Member (non executive) Member (Independent non executive) |
||||||||
| to all Andrew's Cartificate | pinga Kartawa Block Parties |
Member (independent non executive) Member (independent non executive) |
|||||||||
| STATEMENT OF FINANCIAL POSITION (annual consolidated and non consolidated) amounts in C | alice Tourtopoulos CASH FLOW STATEMENT FOR THE YEAR (sneari consolidated and non con- |
led) amounts in 4 | |||||||||
| ABBETS | SHOLD 111130014 |
11120416 | PARTNER | BEFORE THE | . Martxaankad |
SERVICE 15.015.200 |
--------- | PARISH 125-012130 |
|||
| Toperty, plant and equip | 228 201.704.84 | 202712471,12 | 210-430-433.35 | 220.007.203 | . Indit / (Loss) before taxes (r |
0.701234.34 | -10.240.722.31 | 3.336.009.52 | 10.267.058 | ||
| Intangibie assets Other non oursett assets |
339 236 20 10.721.403.97 |
325.267,70 13.067.176.74 |
335 020,13 30,009,309.75 |
321.371,2 33,000,079.7 |
ust ess advanceds for | ||||||
| 4.01918.15 | A PAR GAR OF | 4210747.96 | 4407.4120 | reciation aiment of tangible and irtangib daiona |
8.210.728.40 | G FAA 700 TVL | 8.021.398,00 | a vez ana | |||
| 44/5/15/15 | 4.004.000.00 77.001.041.00 41.000.341.97 |
4210747,00 03.258.499,01 41.925.254,76 |
hange differences | 2.512.913,50 $-005/00$ |
0000700,70 1.714.020,09 4.337.221,10 10.095,00 |
0,00 KE, FTR 3-52 0,00 |
1207-0010 1714.820.06 4201.845.20 O.R |
||||
| FAI ASSETS BOUTY AND LIABILITIES |
300,000,000,000 | 370 545 677 54 | 174 916 116 71 | MAR SHORE 2108 | eužs (tevenue, expenses, gains and losses) from vesting activities |
$-18,000,00$ | 1.310.990.08 | 40,000.40 | 1,003,043.9 | ||
| drare capital Other components of equity Total equity attributable to our Non controlling interests (b) |
201001103-00 | 20100-10320 | 20.000.153.00 | 201004-0031 | seeing acrosses dered expenses and related costs Rushess adjustments for changes in |
8-64010-00 | 9.009.405.94 | 10.000300.18 | 80140913 | ||
| 23.705.075,40 00.054.229.20 103.075,40 |
21.850.542,39 58.736.696.19 108.036,12 |
36.857.513.92 | 37.957.348 | ting capital or misted to operating | |||||||
| dal Basily (c) = (a)+80 | 00.787.004.00 | 00.000.732.31 | 03.746.007.72 | 01303-002 | mese / (Increase) in inventories | 208.030.78 | 123.834.48 | 276,004.08 | 140,508.5 | ||
| folial Bayeny (%) Long term borrowings Long term provisions / Non oursert list Sihort term borrowings |
11.101,70 144,000,008.97 |
74100,70 | 4787,00 BC THE ORDER |
15.271,0 | crease / (Increase) in neceivables ecrease) / Increase in liabilities (m et for born |
6.790.179.12 1.985.071.50 |
0.781.385,83 0.346.082,79 |
4.900.420.59 | 6.097.301.6 | ||
| 121.418.753.46 | 149.048.045.33 121 802 308 89 |
129-004-079-06 | 48749973 128,984,977. |
4.546188,37 | 0.322.837,96 | 4.100.375,34 | 4128.741,5 | ||||
| 473 735 25 | $-159.490, 27$ | 16.0433 | O.E | ||||||||
| Total Ilabilities (d) TOTAL BOUTY AND LIABILITIES (c)+(d) |
307,905,158.38 369,862,464.08 |
211.305.045.25 370.545.877.88 |
213/279-048-04 379-028-016-79 |
215.957.215.20 905.203.718.10 |
Total Inflows / (Outflows) from Operating Activities (a) Investing Activities |
9.775.975.00 | 12.000.041.05 | 13.001.483.03 | 12.003.003.9 | ||
| NT OR CHANGES IN EQUIPM | PARIDIT | ||||||||||
| tal equity in the beginning of the year 1/2010 and 1/1/2015 according in |
0.767.003.64 | 0.009299.08 | 4.000.0033 | 1948.010.1 | |||||||
| BR.DAKTES.21 | 73,804,747,98 | 04.005.002,04 | 79,500,740 | . Purchase of tangible and intengible fixed assets Cash collection from the sale of tangible and intengible AS ASMA'S |
8.458,73 | 5,052.00 | 8,159.73 | 5,500.0 | |||
| dve income after b id and die Brund con |
1.972.872.44 | 14.838.035.64 | $-1.099, 005, 22$ | 140052452 | Cash flows (inflows) the kta (shares, a me from Interest me from dividend |
$-0.00$ | 49.000.44 | --------------------------------------- | 49 892, 44 353 408, 56 36 600, 00 |
||
| Dubbi | $-02,300,67$ | $-129.990,00$ | 0.00 | 6f | |||||||
| dai equity at the end of the year | Total Inflows / (Outflows) fr | 4.754.793.83 | 1,002,103,17 | 4205,964.34 | $-1.503, 208.8$ | ||||||
| SOLD and SUITEPOOL | 00.787.001.00 | 00.000.722.95 | 03.745.007.72 | investing Activities (b) Financing Activities Receipts from borrowings |
1,101,008.05 | d,00 | 1.191.000,05 | 0,0 | |||
| iekt repayment Inymenta of financial |
6.361.038,71 | 6.781.238,41 | 4.301.028.71 | 47012084 | |||||||
| Capital Installments) Sinci paid |
40.000,00 46.170.01 |
45.200,03 47,630.00 |
11.484,00 0.00 |
11.4960 0.0 |
|||||||
| 4,204,593,07 | 4,004,134,44 | 4.100.064.08 | 4.772.722.41 | ||||||||
| Total Inflows / (Cutflows) from Pinancing Activities ( c) Net Increase / (Decrease) in Cash and Cash Big for the year (s)eQipt c) Cash and Cash Biguivalents (beginning) |
1,708,909.00 | 5.199.729.34 | 1214,004.00 | 14713915 | |||||||
| 202214 | ■ 無機 | 5,001,050.03 11.710.014.00 |
機製器 | ||||||||
| ash and Cash Equivalents (year and) | |||||||||||
| 1/141/122016 107.346.104.73 |
1/101/12/2016 188,001.003.00 |
1/1-05/12/2010 102.070.070.07 |
. 181.002.078.13 |
||||||||
| Turnover Gross profit / (Issa) Profit / (Losa) before te |
37.290.015.09 | 28.264.303.36 | 34,761,336,76 | 29.540.113.52 | |||||||
| Ingachity | 15.209.041.98 | A ma soo to | 14101-04122 | 4.291.000.03 | |||||||
| rufit / (Losa) before tax rufit / (Losa) after taxe Attributable to: |
6.781.234,24 3.527.674,78 |
-18.348.703,21 -15.771.544,48 |
3.336.009.52 445.479,00 |
10.267.058,48 15.004.923,98 |
|||||||
| 3.400.071.42 59,009.96 |
15.772.536.32 SET AN |
46.479.00 | 15.004.923.96 | ||||||||
| ne aller taxes (A)+(R) | 4.885.000.00 1872872.4 |
90.518.84 14.828.025.64 |
A BAR SHEAR 1.099.035.22 |
040409-01 14.005.245.20 |
|||||||
| Courses of the parent Non controlling interests Non comprehensive inco Noti comprehensive inco Atributable to: Owners of the parent |
1.915.533,00 | 14.839.017,40 | $-1.099.836.22$ | 14.055.245.25 | |||||||
| 57,339,44 0.0400 |
991.84 -asimi |
||||||||||
| . Non controlling interests Responed dividend per share - basic in 4. Proposed dividend per share - in 4. |
0,0051 | 4,1799 0.0000 |
|||||||||
| oft / (Loss) before taxes, financing and retting activity and depreciation |
23.480.671.38 | 1.017.396.84 ADDITIONAL INFORMATION: |
1122.541.80 | 1048375.00 | |||||||
| as Unaudha | es of transactions with related parties of group and company as defined in IAS 24 | unts in 45 | |||||||||
| Group Structure Companies ATRIBIS MILDICAL CIBITIR SA IATRIKI TECHNIKI SA |
Mothed TOTAL |
gnour control on |
|||||||||
| Masidence Marcussi Atlca Kilmia Atlca Marcussi Atlca |
Pased Co 100,00 50,50 51,00 |
TOTAL TOTAL |
Times 2016 2009.2016 2007-2016 2007-2016 |
1.861.219,80 159.672,00 |
--------------------------------------- 35,070,428.28 |
||||||
| AKSONIKI BREVNA SA BREVNA SA |
Antonine Attice | TOTAL | 2010.2010 | aj Revense bj Kispenses cj Kecahviše dj Liabilities e) Transactions and compe and members of the Board |
4.079.011.21 | 4,193,408.00 | |||||
| EREVNA SA PHYSIOTHERAPY CENTER SA HOSPITAL AFRIJA HOSPITAL AFRIJA SPITAL ARRESTED INTERNATIONAL RA |
2007-2010 & 2012 - 2016 | r) Receivables from assoc | |||||||||
| DSANA BMC MJOS SRL (Fo |
chua Atica Automot Roman Automot Roman |
33,00 08,09 100,00 78,90 |
TOTAL TOTAL TOTAL. |
÷ | 0,00 | 0,00 | |||||
| ROSITE SA | Marcusal Atlica | 100.00 | TOTAL | 2014 - 2018 | ry Mecanisters from succes and members of the Board and members of the Board 8. The amounts of formed 9. The amounts of formed |
1.000.019.01 | 1,840,421,34 | ||||
| BURGER GAIA SA PORTUGEN |
Athens | 100.00 | TOTAL DOLLARS METUDIO |
2009-2010, 2015 - 2016 | GROUP 207.776.98 |
PARINT 66 |
|||||
| Rhens | 27,33 | 3013-3016 | --- | 154.100,00 | |||||||
| a) Legal disputes b) Tex unaudited years c) Other provisions 10. The amount of othe MESOCIALE |
Milled -2100 By The Hall | Ban amount # 844 Pr. 6 | |||||||||
| es in the group are thos istatements of the previ a year 2015. |
The CRIMATION COMPANY | ||||||||||
| i to 6 404 th, recognized actuarial gains 6 1.360 th . company for year 1/1-01/13/3010-6 -1.545 th, include |
|||||||||||
| m onservation and provide the field that the Deaths 201 to Copply's title come that the court of the come such, by any 10 of. Also it and The mounted in Chapter in the Complete in the Complete in the Complete in the Comple | ant 4:960 th for year 1/1-21/12/2015 Includes date | ||||||||||
| us. 11. A detailed report to group's structure is found in persympte 1 "General Information about Compa "Investments in Subsidiaries" and 22 " Bipally accounted investees " of the Annual Pinancial Report. |
|||||||||||
| 12. The accounting policies, applied by the Group and the Company for the completion of the annual Fina In the Pinancial Businessis as at 21/12/2018. |
|||||||||||
| Profit)losses) per share was calculated using the average weighted number o At 91/13/2010 no treasury shares were held by perent company, nor its subsid |
nbar of total shares lessed. | 11. Up to 68: April 2017, the approval date of Financial Statements of 31/12/2016, bonds of common bond ioan issuance program, of total a Management is in negotiation process with the homoglos banks for the nextracturing o |
|||||||||
| ussi, 8 April 2017 | |||||||||||
| The President of the BoD | The General Group CPC | The Pennet CPO | The Parent Chief Account | ||||||||
| The CBO ember of the BoD |
|||||||||||
| pical V. Apostolog D. AK 088306 |
illos G. Apostoi ED II 580022 |
nost P. Marko ID-R Official |
Petros D. A.A ID AZ SIGHTS |
Penegiotis Ch. Katsi ID AB 063589 |
IMPORTANT NOTE: These Financial Statements and notes have been translated to English language from the original statutory Greek Financial Statement and notes. In case that differences exist between this translation and the Greek Financial Statement and notes, the Greek Financial Statements and notes will prevail.
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