A.J. Green Shell Plc — Interim / Quarterly Report 2020

Sep 29, 2020

PLANETCLEAN RECYCLING INDUSTRIES PLC (PREVIOUSLY ROFOLIO HOLDINGS PUBLIC COMPANY LTD)

FINANCIAL STATEMENTS Period from 1 January 2020 to 30 June 2020

FINANCIAL STATEMENTS Period from 1 January 2020 to 30 June 2020

CONTENTS	PAGE
Board of Directors and other officers
Management Report	$2 - 3$
Declaration of the members of the Board of Directors and the company officials responsible for the preparation of the financial statements	4
Statement of profit or loss and other comprehensive income	5
Statement of financial position	6
Notes to the financial statements	$7 - 9$

BOARD OF DIRECTORS AND OTHER OFFICERS

Board of Directors:	Andreas Karamanos - Appointed on 24 October 2019 Rana Kashif Shahzad - Appointed on 10 July 2019 Zheng Zhang - Appointed on -1 September 2016 and resigned on 10 July 2019 Antonia Constantinou - Appointed on -1 September 2016 and resigned on 10 July 2019 Panagiotis Regas - Appointed on -1 September 2016 and resigned on 10 July 2019 Thomas Patrick Brady - Appointed on 10 July 2019 and resigned on 04 December 2019
Company Secretary:	Andreas Karamanos - Appointed on 28 October 2019 Thomas Patrick Brady - Appointed on 10 July 2019 and resigned on 28 October 2019 Zheng Zhang - Appointed on 01 September 2016 and resigned on 10 July 2019
Independent Auditors:	Ekkeshis Ierodiakonou Ltd Certified Public Accountants and Registered Auditors 39 Themistocles Dervis Str. Off. 102 1066, Nicosia
Registered office:	15 Agion Omologiton Str. 1080, Nicosia Cyprus
Registration number:	HE358762

MANAGEMENT REPORT

The Board of Directors presents its report and audited financial statements of the Company for the period from 1 January 2020 to 30 June 2020.

Principal activities and nature of operations of the Company

The principal activities of the Company, which are unchanged from last year, are the investments in real estate.

Change of Company name

On 13 September 2019, the Company changed its name from Rofolio Holdings Public Company Ltd to Planetclean Recycling Industries Plc.

Review of current position, future developments and performance of the Company's business

The Company's development to date, financial results and position as presented in the financial statements are not considered satisfactory and the Board of Directors is making an effort to reduce the Company's losses.

Principal risks and uncertainties

The principal risks and uncertainties faced by the Company are disclosed in note 8 of the financial statements.

Use of financial instruments by the Company

The Company is exposed to liquidity risk from the financial instruments it holds.

Liquidity risk

Liquidity risk is the risk that arises when the maturity of assets and liabilities does not match. An unmatched position potentially enhances profitability, but can also increase the risk of losses. The Company has procedures with the object of minimising such losses such as maintaining sufficient cash and other highly liquid current assets and by having available an adequate amount of committed credit facilities.

Share capital

There were no changes in the share capital of the Company during the period under review.

Implementation and compliance to the Code of Corporate Governance

The Company recognises the importance of implementing sound corporate governance policies, practices and procedures. As a company listed on the Cyprus Stock Exchange (CSE), Planetclean Recycling Industries Plc has adopted CSE's Corporate Governance Code and applies its principles.

In March 2006 the CSE issued a revised Code of Corporate Governance. The Company complies with all the provisions of the revised Code

Board of Directors

The members of the Company's Board of Directors as at 30 June 2020 and at the date of this report are presented on page 1. All of them were members of the Board of Directors throughout the period from 1 January 2020 to 30 June 2020.

In accordance with the Company's Articles of Association all Directors presently members of the Board continue in office.

There were no significant changes in the assignment of responsibilities and remuneration of the Board of Directors.

MANAGEMENT REPORT

Independent Auditors

The Independent Auditors, Ekkeshis Ierodiakonou Ltd, have expressed their willingness to continue in office and a resolution giving authority to the Board of Directors to fix their remuneration will be proposed at the Annual General Meeting.

By order of the Board of Directors,

Andreas Karamanos Secretary

$\mathcal{L}$ $\mathfrak{S}$ $\ldots$ 2020

$\mathbf{I}$

PLANETCLEAN RECYCLING INDUSTRIES PLC

DECLARATION OF THE MEMBERS OF THE BOARD OF DIRECTORS AND THE COMPANY OFFICIALS RESPONSIBLE FOR THE PREPARATION OF THE FINANCIAL STATEMENTS

In accordance with Article 9 sections (3c) and (7) of the Transparency Requirements (Traded Securities in Regulated
Harkets) Law 2007 (N 190 (1)/2007) ("the Law") we, the members of the Board of Directors and the Company o responsible for the financial statements of Plansticken Recycling Industries PIc (the "Company") for the period from 1 January 2020 to 30 June 2020, on the basis of our imputedge, decisive that:

(a) The advisal financial statements of the Company which are presented on pages 5 to 9:

(f) have been prepared in accordance with the applicable International Financial Reporting Statebards as adopted by the European Union and the provisions of Article 9, section (4) of the law, and

(a) provide a true and fair view of the particulars of assets and kabilities, the financial position and profit or loss of the Company and the entities induded in the hourcast statements as a whole and

b) The management report provides a fair wear of the developments and the performance as well as the financial position of the Company as a whole, together with a description of the main risks and unotrital rities which they face.

Members of the Scard of Directors:

Andrésis Karamanos

Rana Kashif Shahizad

Responsible for drafting the financial statements

(Financisk Nanager)

$26109$ nm

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Period from 1 January 2020 to 30 June 2020

	Note	30 June 2020 €	30 June 2019 €
Other operating income Administration expenses	3	2,236 (3,850)	(1,243)
Net loss for the period/year		(1,614)	(1,243)
Other comprehensive income
Total comprehensive income for the period/year		(1,614)	(1,243)

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

The notes on pages 7 to 9 form an integral part of these financial statements.

STATEMENT OF FINANCIAL POSITION 30 June 2020

ASSETS	Note	30 June 2020 30 June 2019 €	€
Non-current assets Loans to associates	9
Current assets Financial assets at fair value through profit or loss Other asset (describe)
EQUITY AND LIABILITIES
Equity Share capital Accumulated losses	6	26,005 (26,005)	26,000 (30, 165)
Total equity			(4, 165)
Current liabilities Trade and other payables	7		4,165
Total equity and liabilities			4,165

The notes on pages 7 to 9 form an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS Period from 1 January 2020 to 30 June 2020

1. New accounting pronouncements

At the date of approval of these financial statements, standards and interpretations were issued by the International Accounting Standards Board which were not yet effective. Some of them were adopted by the European Union and others not yet. The Board of Directors expects that the adoption of these accounting standards in future periods will not have a material effect on the financial statements of the Company.

2. Segmental analysis

30 June 2020		Total
	€	€
Profit before tax	(1,614)	(1,614)
30 June 2019		Total
	€	€
Profit before tax	(1,243)	(1,243)
Liabilities	4,165	4,165
3. Other operating income

	30 June 2020 30 June 2019
Sundry operating income	2.236	-
	2.236	$\overline{\phantom{a}}$

4. Expenses by nature

	30 June 2020 30 June 2019
Auditors' remuneration	1,000	893
Other expenses	2,850	350
Total expenses	3,850	1,243

5. Tax

The corporation tax rate is 12,5%.

Under certain conditions interest income may be subject to defence contribution at the rate of 30%. In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defence contribution at the rate of 17%.

Gains on disposal of qualifying titles (including shares, bonds, debentures, rights thereon etc) are exempt from Cyprus income tax.

Due to tax losses sustained in the period, no tax liability arises on the Company. Unrecognised deferred tax assets

NOTES TO THE FINANCIAL STATEMENTS Period from 1 January 2020 to 30 June 2020

6. Share capital

	2020 Number of shares	2020 €	2019 Number of shares	2019 €
Authorised Ordinary shares of $E1$ each	26,000	26,000	26,000	26,000
Issued and fully paid Balance at 1 January Issue of shares	26,000	26,000 5	26,000	26,000
Balance at 30 June/31 December	26,000	26,005	26,000	26,000

7. Trade and other payables

30 June 2020 30 June 2019
$\blacksquare$	2,083
	2.082
	4.165

The fair values of trade and other payables due within one year approximate to their carrying amounts as presented above.

8. Operating Environment of the Company

The Cypriot economy has recorded positive growth in 2017 and 2018 after overcoming the economic recession of recent years. The overall economic outlook of the economy remains favourable, however there are still downside risks emanating from the still high levels of non-performing loans, the public debt ratio, as well as possible deterioration of the external environment for Cyprus.

This operating environment may have a significant impact on the Company's operations and financial position. Management is taking necessary measures to ensure sustainability of the Company's operations. However, the future effects of the current economic situation are difficult to predict and Management's current expectations and estimates could differ from actual results.

The Company's Management is unable to predict all developments which could have an impact on the Cyprus economy and consequently, what effect, if any, they could have on the future financial performance, cash flows and financial position of the Company.

On the basis of the evaluation performed, the Company's management has concluded that no provisions or impairment charges are necessary. The Company's Management believes that it is taking all the necessary measures to maintain the viability of the Company and the smooth conduct of its operations in the current business and economic environment.

NOTES TO THE FINANCIAL STATEMENTS Period from 1 January 2020 to 30 June 2020

9. Related party transactions

The following transactions were carried out with related parties:

9.1 Shareholders' current accounts - credit balances (Note 7)

	. 30 June 2020 30 June 2019
		€
Shareholder	DO	2,083
	$\blacksquare$	2,083

The shareholders' current accounts are interest free, and have no specified repayment date.

10. Participation of Directors in the company's share capital

The percentage of share capital of the Company held directly or indirectly by each member of the Board of Directors (in accordance with Article (4) (b) of the Directive DI 190-2007-04), as at 30 June 2020 and 27 September 2020 (5 days before the date of approval of the financial statements by the Board of Directors) were as follows:

	27
	September
30 June 2020	2020
%	$\mathbf{\omega}_{\mathbf{0}}$
Andreas Karamanos 51	51

The shareholding interest of Mr. Andreas Karamanos includes his direct participation with a percentage of 51%.

11. Shareholders holding more than 5% of share capital

The persons holding more than 5% of the share capital as at 30 June 2020 and 21 September 2020 (5 days before the date of approval of the financial statements by the Board of Directors) were as follows:

		27
		September
	30 June 2020	2020
	$\mathbf{v}_0$	$\mathbf{v}_0$
Katerina Menelaou	9	9
Andreas Karamanos	51	51
Andreas Matsas	30	30

12. Significant agreements with management

At the end of the year, no significant agreements existed between the Company and its Management.

13. Contingent liabilities

The Company had no contingent liabilities as at 30 June 2020.

14. Commitments

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

15. Events after the reporting period

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

ADDITIONAL INFORMATION TO THE STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

CONTENTS	PAGE
Detailed income statement	$\overline{\phantom{a}}$
Selling and distribution expenses	ર
Computation of corporation tax

Calculation of tax losses for the five year period

DETAILED INCOME STATEMENT Period from 1 January 2020 to 30 June 2020

		30 June 2020	30 June 2019
	Page	€	€
Revenue
Other operating income
Sundry operating income		2,236
		2,236
Operating expenses
Administration expenses	3	(3,850)	(1,243)
Net loss for the period/year before tax		(1,614)	(1,243)

SELLING AND DISTRIBUTION EXPENSES Period from 1 January 2020 to 30 June 2020

30 June 2020 30 June 2019 €	€
Administration expenses
Annual levy 350	350
Auditors' remuneration 1,000	893
Other professional fees 2,500
3,850	1,243