Annual Report • Jun 2, 2017
Annual Report
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PREPARED IN COMPLIANCE WITH THE LAW ON ANNUAL ACCOUNTS AND CONSOLIDATED ANNUAL ACCOUNTS and Independent Auditors` Report (01.01.2016 – 31.12.2016)
Daugavpils 2017
| Information about the Company ……………………………………… | 3 - 5 |
|---|---|
| Information on the Management Board and Council members ………… | 6 |
| Report on Corporate Governance ……………………………………… | 7-9 |
| Council report …………………………………………………………… | 10-12 |
| Management report …………………………………………………… | 13-16 |
| Financial statements: | |
| Income statement ………………………………………………… | 17 |
| Balance sheet ……………………………………………………… | 18-19 |
| Cash flow statement ………………………………………… | 20-21 |
| Statement of changes in equity ………………………….………… | 22 |
| Appendix to the annual report ………………………….………… | 23-41 |
| Independent auditor's report …………………………………………… | 42-47 |
| Company name | Ditton pievadķēžu rūpnīca |
|---|---|
| Legal status | Joint Stock Company |
| Registration number | 40003030187 |
| Registration in Register of Enterprises | Rīga, 03.10.1991 |
| Registration in Commercial Register Office | Rīga, 29.08.2003. |
| NACE code | 28.15 Manufacture of bearings, gears, gearing and driving elements |
| Legal address | Višķu St. 17, Daugavpils, LV-5410, Latvia |
| Fixed capital Number of Public bearer shares Nominal value of one share |
10 360 000 EUR 7 400 000 1.40 EUR |
| Chief accountant | Valentīna Krivoguzova, p.c.191257-10218 |
| Reporting year | 01.01.2016 – 31.12.2016 |
| Independent auditors and their address | Ernst & Young Baltic Ltd. Reg. No. 40003593454 Muitas St. 1A, Rīga, LV-1010 License No.17 Sworn auditor of the Republic of Latvia Diāna Krišjāne |
Persons in charge for drawing up of the financial report:
Certificate No.124
Mr. Boriss Matvejevs, phone +371 65402333, e-mail [email protected] Ms. Nataļja Redzoba, phone +371 65402333, e-mail [email protected]

The paid in capital of the company amounts to EUR 10,360,000 split into 7 400 000 public bearer shares with nominal value of each share EUR 1.40. Each share is entitled to one vote, to one per share dividend and to one liquidation quota of the total number of dividends or liquidation quota, which is equal to the amount of shares of a given category. As Company`s shares are financial instruments (or transferable securities), their circulation and emissions is regulated by the Commercial Law, the Financial Instruments Market Law of the Republic of Latvia and by the provisions of the regulator of the financial instruments market.
| NAME | Ownership interest, % |
|---|---|
| Vladislavs Drīksne | 19,92 |
| MAX Invest Holding Ltd | 13,63 |
| Maleks S Ltd | 12,31 |
| DVINSK MNG Ltd | 9,46 |
* Note: 1) The Company does not keep any Share Register. Information presented is based on the lists of shareholders of the JSC Ditton pievadķēžu rūpnīca as at 27.12.2016. JSC Latvian Central Depository has prepared this list for shareholders` meeting due to the Commercial Law of the Republic of Latvia and the Financial Instruments Market Law, taking into account the shareholders' notifications on acquisition and disposal significant holding in the Issuer's equity in accordance with the section 61 of the Financial Instruments Market Law.
2) As at 31.12.2016, there was no distribution of stocks (20%) among heirs of the former shareholder E. Zavadskis. Inheritance rights to these shares are not defined.
Under the subsections 56 1 (1) (2, 3, 4, 5, 6, 7, 8, 9, 10 and 11) of the Financial Instruments Market Law on Additional Information to be Included in the Annual Report, the Management board has no additional information at its disposal on any additional information.
In result of privatization, the State Daugavpils Driving Chain Factory became the joint-stock company Daugavpils pievadķēžu rūpnīca due to the order of the Cabinet No.375-r dated 09 August 1994 and the resolution of the Board of the state joint-stock company Privatization agency dated 2 March 1995 (the report No.25), having transformed the state company into a joint-stock company.
The Company has received the status of a public joint-stock company after its registration on 30 August 1995 under the No. 000303018 in the Enterprise Register.
On 8 January 2002, the JSC Daugavpils pievadķēžu rūpnīca was renamed into JSC Ditton pievadķēžu rūpnīca receiving new registration No. 40003030187.
On 29 August 2003, the JSC Ditton pievadķēžu rūpnīca was included into the Commercial Register (under the unified registration No. 40003030187).
On 23 January 2015, there have been carried out denomination of the fixed capital of the Company pursuant to the Law on the Procedure for Introduction of Euro of the Republic of Latvia.
Being the successor of rights and obligations of the State Driving Chain Factory due to conditions of privatization, the Company acts according to the Articles of Association.
Some types of activities of the company:
Chairman of the Management board Rolands Zarāns, elected 15.01.2014 Member of the Management board Nataļja Redzoba, elected 29.08.2003
| Members of the Management Board | Share ownership ∗ |
|---|---|
| Quantity | % | |
|---|---|---|
| Rolands Zarāns, elected 15.01.2014 |
no shares | - |
| Nataļja Redzoba, elected 29.08.2003 | no shares | - |
Chairman of the Council Boriss Matvejevs, elected 05.05.2005 Deputy Chairman of the Council Georgijs Sorokins, elected 06.11.2000 Members of the Council Anželina Titkova, elected 14.08.2009 Genādijs Zavadskis, elected 15.02.2017 Vadims Kazačonoks, elected 15.02.2017
| Quantity of shares | % | |
|---|---|---|
| Boriss Matvejevs | no shares | - |
| Georgijs Sorokins | 5 678 | 0,08 |
| Anželina Titkova | no shares | - |
| Genādijs Zavadskis | no shares | - |
| Vadims Kazačonoks | no shares | - |
For more detailed information on professional background of members of the Management Board and of the Council please refer to our website: www.dpr.lv.
* as at 27.12.2016
By arranging corporate governance of the Issuer, the Management board and the Council follow Corporate Governance Principles, which have been approved by the JSC NASDAQ OMX Rīga and entered into force on 1 June 2010.
Information about appliance of the above-mentioned Principles regarding shareholders` responsibility is presented to shareholders on the annual general meeting, when the annual report is approved. The shareholders may familiarize themselves with information comprised by Corporate Governance Principles on the website of NASDAQ OMX Rīga http://www.nasdaqomxbaltic.com/files/riga/ corp_gov_May_2010_final_EN.pdf or by submitting an appropriate written request to the Issuer.
Information about the order, procedures, restrictions, exceptions and practice of application of Corporate Governance Principles in 2016 has been reflected in the annex to this report "Statement on corporate governance principles". Shareholders may review the information included into this annex in the appropriate section of the Issuer on the website of NASDAQ OMX Rīga, in The Central Storage of Regulated Information system or on Issuer`s website in the internet.
System of internal control is implemented in compliance with Corporate Governance Principles, including the internal revision carried out due to the Financial Instruments Market Law and Articles of Association of the Issuer. The Council's report on the internal revision regarding procedures on control and management of risks while compiling of the annual report for 2016 is presented to the annual general meeting of shareholders and enclosed in its materials.
In fact, the Issuer has developed a multistage system of compiling of the annual report, control and risk management.
It is obvious that activities of the institutions mentioned in stages 3, 4, 5 and 6 are independent from the Management board of the Issuer and ensure accuracy of the annual report and independency.
§ 3
Under provisions of sections 56.1 and 56.2 of the Financial Instruments Market Law the Issuer provides additional information on following:
The following shareholders have a significant holding:
* Note: 1) The Company does not keep any Share Register. Information presented is based on the lists of shareholders of the JSC Ditton pievadķēžu rūpnīca as at 27.12.2016 JSC Latvian Central Depository has prepared this list for shareholders` meeting due to the Commercial Law of the Republic of Latvia and the Financial Instrument Market Law, taking into account the shareholders' notifications on acquisition and disposal significant holding in the Issuer's equity in accordance with the section 61 of the Financial Instruments Market Law.
2) As at 31.12.2016, there was no distribution of stocks (20%) among heirs of the former shareholder E. Zavadskis. Inheritance rights to these shares are not defined.
The Issuer has no shareholders with specific control rights, neither restrictions to the shareholders' voting rights arising from their shares.
Issuers order and procedures for amendments to founding documents (the Articles of Association), change of the composition of the Management board and of the Council, such as rotation and/or recall, are determined by and applied pursuant to the Commercial Law, Civil Law, Labour Law, Law on the Enterprise Register of the Republic of Latvia, Law on Legal Force of Documents, Declaration on objectives and mission of the activity and development of JSC Ditton pievadķēžu rūpnīca and evaluation of these processes, Regulations on the convening and course of shareholders' meetings and other legal acts related to these procedures, as well as due to resolutions of shareholders meetings.
The Commercial Law, the Articles of Association of the Issuer and Regulations of the Management board stipulate rights of members of the Management board. However, Management board members have not been granted any additional powers, such as to issue or redeem shares.
§ 4
Governing bodies of the Issuer are:
Each institution have its own competence (powers), rights and obligations, which are determined by laws of the Republic of Latvia, Corporate Governance Principles, the Articles of Association and internal documents of the Issuer, including Regulations of the Management board and of the Council and resolutions of shareholder`s meetings. Institutions are independent.
Independence of shareholders' resolution is ensured pursuant to provisions of the Commercial Law (sections 268, 273-286), Financial Instrument Market Law (sections 54, 54.1 - 54.5 ), Corporate Governance Principles, Articles of Association of the Issuer, Declaration on objectives and mission of the activity and development of the JSC Ditton pievadķēžu rūpnīca and evaluation of these processes, Regulations on the convening and course of shareholders' meetings and other legal acts and internal documents of the Issuer.
Under Commercial Law, Financial Instruments Market Law, Articles of Association, Declaration on objectives and mission of the activity and development of the JSC Ditton pievadķēžu rūpnīca and evaluation of these processes, Regulations of the Council and of the Management board and other statutory acts and Issuer's internal documents, Council and Management board members are independent in exercising their duties and report to shareholders due to provisions of legal acts.
Procedures of nominating and registration of the Council and Management board members candidates, voting for the Council and Management board members candidates, as well as election of Council and Board members and their registration in the Enterprise Register of the Republic of Latvia the Issuer organizes and puts into effect pursuant to the provisions of the Commercial Law (sections 268, 284, 292, 296, 305), Financial Instruments Market Law (sections 54, 54.2 , 54.6 ), as well as provisions of the Issuer's Regulations on the convening and course of shareholders' meetings and Regulations of the Council and of the Management board. The internal documents of the Issuer are available on the Issuer's website www.dpr.lv
Personal composition of the Council and of the Management board is specified on page 6 of the current annual report and on the Issuer's website www.dpr.lv.
Chairman of the Management board Rolands Zarāns of the JSC Ditton pievadķēžu rūpnīca 31 May 2017
Issued in conformity with the Commercial Law and the Articles of Association of the Company Approved by Council resolution of the JSC Ditton pievadķēžu rūpnīca dated 31.05.2017, Protocol No.203 (new edition)
The Council of the JSC Ditton pievadķēžu rūpnīca declares that the report of the Management board of the Company to the regular shareholders' meeting and annual report for year 2016 truly reflects the commercial activity results and the financial position of the Company.
During the reporting period the Management board was in charge of the production and operation management of the Company and represented the Company due to the Law of the Republic of Latvia, Articles of Association of the Company, Declaration on objectives and mission of the activity and development of the JSC Ditton pievadķēžu rūpnīca and evaluation of these processes, resolutions of shareholders` meeting and Council recommendations.
The shareholders as well as the Council members have not expressed or submitted any claims against the Management board and its individual members. The Company has no information at its disposal about any violation of the principle of independence of the Management board members. On 5 February 2016, the extraordinary shareholdersmeeting evaluated operations of the Management board as positive and corresponding to Companys interests and market challenges.
Furthermore, on 21.10.2016 the regular shareholders' meeting assessed operations of the Management board as positive and corresponding to aims and mission of the Company.
The indices of the closed year 2016 reveals the actual position of the Company and global economic circumstances. Causes, circumstances and obstacles that influenced these results were determined by shareholders` meeting on 5 February 2016 and are disclosed in the report of the Management board.
As representative of shareholders, the Council of the Company expresses its solidarity with conclusions of the Management Report and shareholders, as well as with their assessment of the global market and situation on its sectors. The Council considers that comprehensive and objective assessment of the Company and market situation will boost the business plan of the Company and increase economic and production indices.
Therewith, as representative of the shareholders, the Council agrees to shareholders judgments about assessment of some specific causes of the Company`s position. Judging from the reasonable practice and commercial customs, any results caused by activities of the authorities and administrative bodies, and which are out of power of commercial actors are deemed force majeure events. These are risks, which cannot be predicted, and usually none of commercial stakeholders bears any responsibility for them in case they occur.
Under the Articles of Association of the Company and Law of the Republic of Latvia, the Council of the Company was representing interests of shareholders in between shareholders` meetings and supervising operations of the Management board according to global economic conditions in the reporting period.
Altogether, there have been held nine meetings of the Council during the reporting period. In four of the joint meetings of the Council and the Management board there have been reviewed and approved financial statements of the Company for 12 months of 2015 and interim financial reports for 3, 6, and 9 months of the year 2016.
In addition, the following issues have been dealt with and resolved at Council meetings:
According to the amendments to the Articles of Association of the Company adopted at shareholders` meeting on 4 November 2014 and due to the Financial Instruments Market Law, the Council was assigned to perform duties of the Audit committee of the Company to optimize Company's cost. The approved Council report as of institution performing the tasks of the Audit committee shall be submitted to the regular shareholders' meeting when approving the annual report.
On 21.10.2016 the regular shareholders' meeting assessed operations of the Council as positive and corresponding to aims and mission of the Company, too.
Herewith the Council of the Company draws shareholders attention to following significant events.
In the reports of previous years 2011 - 2015 the Council, based on expert opinion, informed the shareholders about objectivity of the annual report and their compliance with the actual Companys position, as well as about market situation and Companys prospects, as the Company is not isolated, but is a part of the global commercial system. That is why it depends on the indices of those states where the Company is represented on the market due to its geographical location, logistics and actual presence.
Therewith the actual market sales figures of the Company in 2016 rather correspond to predictions of the Council announced before in respect of sales volumes of production and services of the Company. Moreover, the Company retained its position on the global market, as well as partners, contracts and prospects of increasing production volumes.
The Council of the Company assesses its forecasts in view of global market outlooks and demand for Company's goods within the range from "slightly negative" to "moderately positive" by some geographical markets and categories of goods. Realization of projections depends not only upon the Company, but also on the future dynamics of the world economy development, as well as on the dynamics of development or termination of the crisis phenomena in relations with CIS countries. Consequently, it cannot be ruled out that due to negative development of these factors the Company's production volumes may decrease or remain at the current level.
Subject to the aforementioned forecasts and estimates, the Company developed and partly implemented programs on improvement of operating activities, including optimization of costs, manufacturing and technology-related processes, equipment modernization and introduction of energy- and resource-saving technologies.
In spite of market difficulties, these procedures made it possible to close the year of 2016 with pre-tax profit EUR 18 thousand confirming herewith that management is efficient by reaching Company's goals and mission in accordance with the Declaration on objectives and mission of the activity and development of the JSC Ditton pievadķēžu rūpnīca and evaluation of these processes approved by shareholders (Protocol No.2 dated 14.10.2011 of the extraordinary shareholders` meeting).
In view of the information mentioned above and the situation in the Company, the Council considers it appropriate to recommend discharging the loss of previous periods by the profit of 2016, as well as to ask the shareholderssupport for this proposal. Taking into account the economic indicators, the Council deems it appropriate to advise the Management board to respond more quickly to market changes (especially pricing), to update without hesitation Companys plans and projects, as well as to optimize operational costs.
Chairman of the Council Boriss Matvejevs 31 May 2017
The net-turnover in 12 months of 2016 reached € 6,998 thousand, being by € 644 thousand higher than the index in 12 months of 2015.
By now the export of the core products to Eastern and Western markets amounted to 59 per cent (38% eastwards and 21% westwards), 41% of products sold on Latvian market.
The Company closed the year of 2016 with a pre-tax profit € 18 thousand.
The average number of employees of JSC DITTON pievadķēžu rūpnīca was 165 employees during 12 months of 2016.
The average salary in 12 months period of 2016 amounted to € 553, what is by € 83 more than in 12 months of 2015.
The results of Company's activities and Annual report including financial statements (with appendixes) and Report on corporate governance (with appendixes) were approved by Company's Management Board (Management Board meeting Protocol No. 03/2017 (new edition) dated 31 May 2017).
After having analysed the Company's operating conditions and performance indices, as well as market situation in 12 months of 2016, the Company's management considers the information given in the management report to the annual report for the year 2015 and for 12 months 2016 is fully up to date and relevant for the reporting period. It states that there are observed no necessary growth tendencies in manufacturing industry, and namely in the field of metalworking and mechanical engineering, where the Company is operating. This is reflected by performance indices of Company for the reporting period.
The analysis of the previous periods for the year 2015 and 12 months of 2016 enclosed the following thesis, which are topical at present too. According to indices of the commodity output under the trade mark of JSC Ditton pievadķēžu rūpnīca the sales market of the final consumers can be structurally split into two main shares as follows:
The Company is integrated into production and economic systems of those countries, which belong to sales market shares of the Company mentioned above, regardless of procedures and systems applied for products promotion on these markets. Thus, all the trends, factors, risks, crises and other circumstances on these markets have direct influence on the Company, its operations, as well as the income gained from its activities.
The necessity to ensure Company's operation obliges the Company's management to undertake all of the measures in order to retain both market shares, such action as:
Whereas the waiver for partnership with someone is possible only under condition, when production volumes are replaced by ones at the same level on another market share or by collaboration with other partners (more detailed analysis thereof is given in the management report to the annual report for 2015).
After having analysed the Company's operating conditions and performance indices, as well as market situation in 12 months of 2016, the Company's management considers the information given in the management report to the annual report for the year 2014 and 2015 is fully up to date and relevant for the reporting period. There are no necessary growth tendencies in manufacturing industry, and namely in the field of metalworking and mechanical engineering, where the Company is operating, what is reflected by performance indices of Company for the reporting period.
For example, production volumes by the end of each next 6 months of years 2015 and 2016 resulted: € 1,36 million (1st half 2015), € 1,50 million (2nd half 2015), € 1,59 million (1st half 2016) and € 1,40 million (2nd half 2016). These numbers prove that there are no tendencies in the fields, where Company's goods are applied.
The Management Board already drew attention to these circumstances in previous Management reports by giving relatively positive or negative forecast regarding its operation indices. These forecasts, assessments of the market shares, as well as information on adverse factors, which had an impact on Company's activity, retain relevant even today.
The Management gave a detailed analysis of the situation in this market share in the annual report of Company for 2014, including the examination of stages and processes arising there.
The Management Board pointed out that one of the disadvantages was instability of the exchange rate of the rouble being as a value in trading operations in the Customs Union. It was caused by transnational prohibition proceedings, instability in oil values and crisis phenomena resulted by these adverse factors in economies of the Customs Union and the CIS.
Therewith the Management marked out its hopes for improvements regarding this challenge in 2016 such as stabilisation of the rouble exchange rate against the euro within predictable and comprehensive "gap", what is already proven by the outcomes of 2016 resulting improvement of Company's indices. Therefore, the positive forecast done by the Management regarding this market share came true.
Other adverse factors, such as mutual sanctions policy still going on and clearly expressed attraction of Chinese manufacturers, possible risks of loss, first of all, of customers and decreased demand for Company's goods, are quite high. Therefore, the Management board finds it of utmost importance to focus shareholders` attention on these obstacles.
Besides, the state policy, such as Russian Federation, due to sanctions on this market share, is stipulating the internal enterprises to launch manufacturing of substitute goods for products of JSC Ditton pievadķēžu rūpnīca. Under such circumstances, sales of counterfeit products under Company's trademark are increasing. It shows the high quality of Company's goods and constant demand for these products, as well as Company's loss because of fake promotion by fictitious suppliers on this market share. Unfortunately, the Management forecast regarding this part came true and stays up to date.
Another result of the economic political relations between EU and Russian Federation mentioned above, are additional import duties for the metal produced in the Russian Federation (18 -30 per cent), what the Management board noted in its reports. Unfortunately, these duties on certain types of metal products originated in the Russian Federation remain in force in the common backdrop of rising
prices. For the certain positions, the prices already increased or will increase from 15% up to 35%. Inevitable growth of prices on Company`s manufactured goods against backdrop of rising shipping prices causes sales slowdown and decrease of interest in Company's products in favour of "cheaper" manufacturers (for example, of Asian region).
Consequently, the risks and loss on this market share depend mainly not on the Company, but rather on circumstances, which the Company cannot influence and eliminate by reasonable and available means.
Along with this, the Company considers it necessary to continue operating in this market shares due to investments done into this market, gained contacts, visibility level of the trademark and image of a high-quality manufacturer. In addition, certain optimism arises by increasing customers' requirements for the price-quality ratio, ensuring the Company an obvious competitive advantage.
Furthermore, the Company plans to activate sales opportunities of its products in other industrial sectors, where special chain gears are in demand, like agriculture facilities and production machinery. The Company is also implementing a loss minimization program due to the optimization of the internal structure and due to use of infrastructural, intellectual and human resources. The Company sees its growth potential in generation of technology-intensive variety of high added value products, as well as in promotion of services and works in addition to the main production process.
Development plan for 2015-2017, endorsed by the shareholders' meeting in July 2015 and given to public, is in progress as the core stone for actions of Company's Management. By following the plan, the Management board operates in the sequential way much more structurally and smart, as well as optimizes division of involved resources for improving financial standing of the Company. Thus way, dynamic of Company's incomes towards expenses is significantly improving. The above-mentioned allowed reaching positive indices in the second quarter of 2016 (as compared to the first quarter of 2016 and to the year 2015). In general, indices in 12 months of 2016 are significantly better compared to the indices of the same period of the previous year. In general, indices significantly improved in 12 months of 2016 in comparison to the indices of the same period of the previous year. The year 2016 was closed with a slight profit (but profit), due to this Company's development forecast is merely positive by now.
The Company's activity is subject to a variety of financial risks: foreign currency risk, interest rate risk, credit risk and liquidity risk.
Foreign currency risk is the risk that the Company might have financial loss due to unfavourable fluctuations in exchange rates. This risk arises when financial assets in foreign currency do not match with financial liabilities in the same currency; herewith the Company has open currency positions.
Interest rate risk is the risk that the Company might have financial loss due to unfavourable fluctuations in interest rates. The Company experiences the interest rate risk mainly due to fixed interest rates on long- and short-term loans from credit institutions (refer to appendix 17). The Company does not use any tools to mitigate the interest rate risk.
Credit risk is the risk that the Company might have financial loss due to business partner who failed to comply with his obligations towards the Company. Cash, trade receivables and advance payments mainly cause the credit risk.
Cash
Credit risk related to cash at banks is managed by balancing the financial asset allocation in order to maintain the possibility of choosing the best offers and minimizing the loss of financial resources at the same time.
Liquidity risk is the risk that the Company may be unable to meet its obligations timely and in full. Liquidity risk appears, when repayment terms of financial assets and liabilities do not match. The aim of the Company's liquidity risk management is to maintain an adequate amount of cash and cash equivalents, and ensure appropriate sufficient funding through credit lines issued by the banks (refer to the appendix 17) so that the Company fulfils its obligations within the set time limits. The Company regularly monitors financial assets and liabilities mismatches, as well as stability of funding sources for long-term investments.
In the opinion of the Company's management, the Company will have sufficient cash resources to secure its liquidity.
According to the information at our disposal, this financial statements for 12 months of the year 2016 have been prepared in compliance with the existing legislative requirements, gives a true and fair view of the assets, liabilities, financial standing and profits of the Company. Management report contains truthful information.
Chairman of the Management Board Rolands Zarāns of JSC DITTON pievadķēžu rūpnīca 31 May 2017
| Appendix | 2016 | 2015 | |
|---|---|---|---|
| EUR | EUR | ||
| Net turnover | 1 | 6 998 006 | 6 353 984 |
| Production costs of goods sold, purchase costs of goods sold or services rendered |
2 | (6 910 193) | (8 047 564) |
| Gross profit/loss | 87 813 | (1 693 580) | |
| Sales costs | 3 | (25 766) | (1 596 713) |
| Administrative expenses | 4 | (625 387) | (591 401) |
| Other income from operating activities | 5 | 916 391 | 195 227 |
| Other costs of operating activities | 6 | (211 948) | (471 986) |
| Other interest income and similar income | 7 | - | 982 |
| • from other persons |
- | 982 | |
| Interest payment and similar expenses | 8 | (123 182) | (112 493) |
| • from other persons |
(123 182) | (112 493) | |
| Profit or loss before enterprise income tax |
17 921 | (4 269 964) | |
| Enterprise income tax for the reporting year |
9 | - | - |
| Profit or loss for the reporting year | 17 921 | (4 269 964) | |
| Profit of loss of the minority interest | 0,001 | (0,577) |
Appendixes from page 23 till 41 are integral parts of these financial statements.
According to the Management Board meeting Protocol the financial statements has been signed on behalf of the Company on 31 May 2017 by
Rolands Zarāns Chairman of the Management board _______________
(signature)
| ASSETS | Appendix | 31.12.2016 EUR |
31.12.2015 EUR |
|---|---|---|---|
| Long-term investments | |||
| Intangible investments | |||
| Concessions, patents, licenses, trademarks and | 21 185 | 630 | |
| similar rights | |||
| Total intangible investments | 10 | 21 185 | 630 |
| Fixed assets | |||
| Land, buildings and engineering structures | 4 482 409 | 4 627 340 | |
| Technological equipment and devices | 738 622 | 26 321 | |
| Other fixed assets and inventory | 24 935 | 10 943 | |
| Costs of the establishment of fixed assets and | 12 649 | 12 649 | |
| unfinished building objects | |||
| Total fixed assets | 11 | 5 258 615 | 4 677 253 |
| Long-term financial investments | |||
| Other securities and investments | 12 | 67 160 | 67 160 |
| Total long-term financial investments | 67 160 | 67 160 | |
| TOTAL LONG-TERM INVESTMENTS | 5 346 960 |
4 745 043 | |
| Current assets | |||
| Inventories | |||
| Raw materials, consumables and supplies | 560 183 | 654 399 | |
| Work in progress | 204 631 | 194 041 | |
| Finished products and goods for sale 13 |
228 977 | 233 943 | |
| Advance payments for inventories | 1 252 637 | 1 259 431 | |
| Total inventories | 2 246 428 | 2 341 814 | |
| Debtors | |||
| Trade receivables | 14 | 1 349 896 | 664 843 |
| Other debtors | 15 | 8 126 | 82 381 |
| Next period costs | - | 22 140 | |
| Total debtors | 1 358 022 |
769 364 | |
| Cash | 6 987 | 79 259 | |
| TOTAL CURRENT ASSETS | 3 611 437 | 3 190 437 | |
| TOTAL ASSETS | 8 958 397 | 7 935 480 |
Appendixes from page 23 till 41 are integral parts of these financial statements.
According to the Management Board meeting Protocol the financial statements has been signed on behalf of the Company on 31 May 2017 by
Rolands Zarāns Chairman of the Management board _______________
(signature)
| LIABILITIES | Appendix | 31.12.2016 EUR |
31.12.2015 EUR |
|---|---|---|---|
| Equity | |||
| Stock or share capital (equity capital) | 16 | 10 360 000 | 10 360 000 |
| Reserves: | |||
| Other reserves | 169 251 | 169 251 | |
| Retained profits or uncovered losses brought |
(9 907 291) | (5 637 327) | |
| forward from the previous years | |||
| Profit or losses of the reporting year | 17 921 | (4 269 964) |
|
| Total equity | 639 881 |
621 960 | |
| Provisions | |||
| Other provisions | 17 | - | 187 964 |
| Total provisions | - | 187 964 | |
| Creditors | |||
| Long-term creditors: | |||
| Loans from credit institutions | 18 | 1 858 390 |
2 054 223 |
| Next period income | 22 | 1 038 793 |
1 099 313 |
| Total long-term creditors | 2 897 183 |
3 153 536 |
|
| Short-terms creditors: | |||
| Loans from credit institutions | 18 | 162 134 | 240 000 |
| Other loans | 19 | 273 912 | 328 607 |
| Prepayments received from purchasers | 63 387 | 21 259 | |
| Accounts payable to suppliers and contractors | 4 226 159 |
2 873 282 |
|
| Taxes and State mandatory social insurance payments |
20 | 384 158 | 204 883 |
| Other creditors | 21 | 132 567 | 144 639 |
| Next period income | 22 | 60 520 | 60 520 |
| Accrued obligations | 23 | 118 496 | 98 830 |
| Total short-term creditors | 5 421 333 |
3 972 020 |
|
| Total creditors | 8 318 516 |
7 125 556 |
|
| TOTAL LIABILITIES | 8 958 397 |
7 935 480 |
Appendixes from page 23 till 41 are integral parts of these financial statements.
According to the Management Board meeting Protocol the financial statements has been signed on behalf of the Company on 31 May 2017 by
Rolands Zarāns Chairman of the Management board _______________
(signature)
| Appendix | 2016 EUR |
2015 EUR |
|
|---|---|---|---|
| I. Cash flows from operating activities | |||
| 1. Profit or loss before enterprise income tax | 17 921 | (4 269 964) |
|
| Adjustments to: |
|||
| Depreciation of fixed assets | 11 | 231 223 |
306 687 |
| Depreciation of intangible assets | 10 | 3 609 | 1 590 228 |
| Other income from interest and similar income | 7 | 62 628 | (982) |
| Interest payments and similar expenses |
8 | 123 182 | 112 493 |
| 2. Profit or loss before adjustments to fixed assets and | 438 563 | (2 261 538) | |
| short-term creditors | |||
| Adjustments to: |
|||
| Increase or decrease in accounts receivables | (604 007) | 1 982 109 |
|
| Increase or decrease in inventories |
88 592 | (1 174 121) |
|
| Increase or decrease in accounts payable to suppliers, contractors and other creditors |
1 274 677 | 1 921 133 | |
| 3. Gross cash flow from operating activities | 1 197 828 |
467 583 | |
| Net cash flow from operating activities |
1 197 828 |
467 583 | |
| II. Cash flows of investing activities | |||
| Purchases of fixed assets and intangible investments |
(836 749) | (1 470 528) |
|
| Proceeds from sale of fixed assets and intangible | |||
| investments | 37 019 | 1 169 683 | |
| Interest received | 2 568 | - | |
| Net cash flow used in investing activities | (797 162) | (300 845) |
|
| III. Cash flows of financing activities | |||
| Borrowings received | (328 394) | (1 209 164) |
|
| Subsidies, grants, gifts or donations |
- | 1 159 833 |
|
| Repayment of borrowings received |
- | 7 000 | |
| Cash flows of financing activities, net | (328 394) | (104 724) | |
| Exchange differences | |||
| Net decrease/increase in cash and cash equivalents |
(72 272) | 19 683 | |
| Cash and cash equivalents at the beginning of the | 79 259 | 59 576 | |
| reporting year | |||
| Cash and cash equivalents at the end of fiscal period |
6 987 | 79 259 |
Appendixes from page 23 till 41 are integral parts of these financial statements.
According to the Management Board meeting Protocol the financial statements has been signed on behalf of the Company on 31 May 2017 by
Rolands Zarāns Chairman of the Management board _______________
(signature)
| Equity capital |
Other reserves | Retained profit | TOTAL | |
|---|---|---|---|---|
| At 31 December 2014 |
10 529 251 |
- | (5 637 327) |
4 891 924 |
| Increase or (decrease) of reserve balance |
(169 251) | 169 251 | ||
| Loss of the reporting year | - | - | (4 269 964) | (4 269 964) |
| At 31 December 2015 | 10 360 000 | 169 251 | (9 907 291) | 621 960 |
| Profit of the reporting year | - | - | 17 921 | 17 921 |
| At 31 December 2016 | 10 360 000 | 169 251 | (9 889 370) | 639 881 |
Appendixes from page 23 till 41 are integral parts of these financial statements.
According to the Management Board meeting Protocol the financial statements has been signed on behalf of the Company on 31 May 2017 by
Rolands Zarāns Chairman of the Management board _______________
(signature)
The annual report is prepared due to provisions of the Law On Accounting and Law on Annual Accounts and Consolidated Annual Accounts. The income statement is compiled in conformity with cost classification by purpose of cost accounting. Cash flow statement is formed by indirect method.
Items of the annual report are evaluated accordingly to the following accounting concepts:
In 2016, the bookkeeping was kept on united bookkeeping accounts, which have been approved on 13 May 1993, detailing the plan of accounts due to key aspect of Company`s operational activities.
The bookkeeping register based on the synthetic accounting is the General ledger, which contains records on transactions from all the accounts. There are various kinds of analytical accounting registers, such as books, cards, lists etc.
The reporting year is from 1 January 2016 till 31 December 2016.
On 1 January 2016, a new Law on the Annual Accounts and Consolidated Annual Accounts together with related Regulation No.775 issued by the Cabinet of Ministers came into force in the Republic of Latvia, herewith the Law on Annual Reports with related Regulation No.481 issued by the Cabinet of Ministers due to which the Annual Report for the Year 2015 was drawn up became invalid.
Along with additional easements to small and medium-sized enterprises by preparation of the financial report, the new law requires true and clear view on Company`s financial standing and profit or loss, whereas annual report of medium-sized and big companies should contain cash flow as well.
In order to improve the comparability of the prepared income statement and balance sheet some of the income statement and balance sheet items of the year 2015 have been reclassified.
These financial statements have been prepared under the going concern assumption. At 31 December 2017, the current liabilities of the Company exceeded its current assets by EUR 1, 809,896.
These conditions confirm the existence of the material uncertainty in regard to significant doubt on the entity's ability to continue as a going concern in the future; and thereby realize its assets and settle liabilities in the ordinary course of its business.
At present, the Company has a significant amount of overdue payables to creditors. With some of them, the Company managed to agree on a deferred payment schedule, to other major creditors the Management of the Company submitted a deferred payment schedule offers. There are running negotiations with these creditors on the use of such options. The Company has a significant amount of overdue debts, which is paid back within the terms of the oral agreement.
The Managament considers thatit will be able to provide adequate funding to liquidity issues:
The Company's Management believes that the current situation is temporary and is taking steps to improve the Company's liquidity. Management forecasts that positive cash flow from operating activities will increase significantly in the next 12 months.
Company and DITTON Chain Ltd. assigned mutual securities for each other: the Company gave guarantee of EUR 4,4 million, DITTON Chain Ltd – EUR 2,3 million in turn. Therefore, there is a mutual understanding that in case of liquidity crisis of one of the contracting parties the other party will provide the necessary funding for its continued operation.
When preparing the financial statements a Company is viewed as continuing in business for the foreseeable future.
Data reflected in this financial report is drawn in the monetary unit of the European Union currency, in euro (EUR). All the monetary assets and liabilities are converted to euro applying the exchange rate of the European Central Bank on the balance sheet date.
| 31.12.2016 | 31.12.2015 |
|---|---|
| 1 USD = 1,0541 EUR | 1 USD = 1,0887 EUR |
| 1 RUB = 64,300 EUR |
1 RUB = 80,6736 EUR |
The incomes and losses resulted by fluctuation of foreign currency values were included into income statement of the appropriate period.
The amounts, whose receipt, payment or write off are due later than one year after the year-end, are included into long-term items. The amounts received, paid or written off during the year are given as short-term items.
Intangible assets are carried at their cost of acquisition, less straight-line amortization based on a standard useful life of five years. When events or changes in circumstances indicate that the carrying value of intangible assets may not be recoverable, the intangible assets are reviewed for impairment. Losses from impairment are recognized when carrying value of intangible assets exceeds its recoverable amount.
Fixed assets are stated at cost less accumulated depreciation and accumulated impairment, if there is such. The prime value of the fixed assets embodies their purchase prices, including import duties and as well as any other eligible costs regarding the preparation of the assets for their proper operation according to their intended purpose. There is applied the straight-line depreciation method to charge cost throughout their useful life:
| % a year | |
|---|---|
| Land plots, buildings and engineering structures | 10 |
| Technological equipment and devices |
10-50 |
| Other fixed assets and inventory |
10-40 |
Depreciation is calculated starting with the following month after the asset is put into operation or engaged in commercial activity.
When events or changes in circumstances indicate that the carrying value of tangible assets may not be recoverable, the fixed assets are reviewed for impairment. If there are signs, that the value is not recoverable, and if the carrying values exceeds the estimated recoverable amount, the asset or cashgenerating unit are written down to its recoverable value. The recoverable amount is higher than asset`s net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. The loss from impairment is recorded in profit and loss account.
An asset is de-recognized upon its disposal, or when no future economic benefits can be expected from its use. The gain or loss on de-recognition calculated as the net disposal proceeds, minus the asset's carrying value is recorded in the income statement in the year when the asset is de-recognized.
Tenant improvement allowance is recorded as a fixed asset and depreciated using the straight-line method over the shortest time spread of the useful life of the capital improvements and lease.
Trade receivables are accounted and reflected in the balance according to original invoiced amount less provisions for doubtful debs. The company creates provisions for unsecured accounts receivable, on the basis of an individual assessment of the accounts receivable. Debts are written off when the retrieval is considered as impossible.
Raw materials, consumables and supplies are valued at acquisition cost, plus incidental costs of acquisition, on a strict lower-of-cost-or-market basis. Adequate write-downs have been applied at net selling price due impairment, full or partial outdating of inventories or when production or selling costs of inventories jumped up significantly. Inventories are valued using the FIFO method.
Work in progress is valued at the direct cost of materials used. The cost of finished goods are carried at the cost of manufacture, which includes adequate material and labor costs in addition to direct material and production overheads, e.g., energy, ancillary materials, equipment and maintenance costs, depreciation and general manufacturing costs – service costs related to production.
Cash and cash equivalents comprise cash at bank. The cash flow statement has been compiled based on indirect method.
Accounts payable to suppliers are recorder at their nominal value.
Loans and borrowings are initially recognized at cost, being the fair value of the proceeds received plus/net of issue costs associated with the borrowing. After initial recognition, borrowings are subsequently measured at amortized cost. Any difference between proceeds (less issue costs associated with the borrowing) and the redemption value is recognized in the income statement over the period of borrowings.
Borrowing costs are expensed in the period they occur and disclosed in the income statement as interest or similar expense.
Contingent liabilities are not recognised in this financial statements, as these liabilities are accepted only when as assumption of an outflow of resources has been confirmed. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognised in this financial report but disclosed until an inflow of economic benefits is probable. Contingent liabilities and assets are revealed when they are of essential matter.
Investments in capital of other parties are recorded on the base of the costs method. Cost method is investment accounting method when investments are accounted at its purchase costs. Investor recognizes income only when investor receives from investee distribution of accrued profit resulting after the date of acquisition. In cases when the value of the investment has significantly decreased as a result of conditions which cannot be considered temporary, the accounting value of the investment is decreased to the recoverable value.
Revenue is recognised under the assumption of economic benefits, which might flow to the Company, and to the extent, that the revenue can be reliably measured less value added tax and sales-related discounts. Revenue is recognized on an accrual basis. Revenue is recognized at the moment of acquisition when the ownership is transferred to the buyer. Income from interests is accounted on a time spread based on the accrual basis.
Expenses are recognised in the period they are associated with irrespective of the date of payment.
The amount of accrued liabilities is calculated by multiplying employee's average salary (including social tax) of the reporting year and the number of accrued unused vacation days as at the balance sheet day.
The provisions are present (legal or constructive) obligations of the Company arising from past events, the settlement of which is expected to result in an outflow from the entity of resources embodying economic benefits and amount of which can be reliably estimated.
State aid is not recognized until the Company has obtained a reasonable assurance on meting eligibility rules and receiving of the aid. State aid is noted in a systematic manner in the income statement for the period when Company included costs compensated by the state support into expenses. Therefore, state aid aimed as a long-term investment in the acquisition or establishment is recorded on the
balance as deferred income and included in the income statement in a systematic and rational manner in accordance with the useful life of the fixed assets.
Corporate income tax includes current and deferred taxes calculated in the reporting year. Current corporate income tax is applied at the rate of 15% on taxable income generated by the Company during the taxation period.
Deferred corporate income tax aroused from temporary differences in the timing of the recognition of items in the tax returns and this financial statements is calculated using the liability method. The principal temporary timing differences arise from differences in accounting of amortization and depreciation rates of fixed assets and certain tax deductible provisions.
Deferred tax liabilities (assets) is the amount of long-term liabilities (long-term investments).
In cases, the total result of deferred tax asset should be recorded in the assets of the balance sheet; it is included in the annual report only when its recovery is surely expected.
Due to provisions of the Law of the Republic of Latvia, when compiling the financial statements, the management of the Company is expected to share estimates and assumptions that affect the reported and off-balance sheet assets and liabilities on the day of preparation, as well as presented income and expenses of the reporting period. Actual results may differ from these estimates.
There are listed following critical judgments and key assumptions concerning the future as well as other uncertainty at the balance sheet date in view of the fact that there exists a substantial risk of the material adjustments to assets and liabilities in next financial years.
Net turnover is income gained during the year from sale of produced and purchased products of the Company, as well as income from services net of VAT and less discounts.
Breakdown of net turnover by geographical markets:
| 2016 EUR |
2015 EUR |
|
|---|---|---|
| Market | ||
| Eastern countries | 2 665 664 |
2 207 665 |
| Western countries | 1 464 522 |
1 487 536 |
| Latvia | 2 867 820 |
2 658 783 |
| TOTAL | 6 998 006 |
6 353 984 |
(2) Production costs of goods sold, purchase costs of goods sold or services rendered
| 2016 EUR |
2015 EUR |
|
|---|---|---|
| Material costs | 4 518 455 |
5 727 111 |
| Salary costs for production staff | 724 452 | 699 526 |
| Electricity costs | 616 359 | 645 499 |
| Depreciation of fixed assets | 213 444 | 283 656 |
| Current repair expenses | 322 388 | 227 368 |
| State mandatory social insurance payments | 169 604 | 162 975 |
| Material delivery costs | 188 310 | 143 021 |
| Other production costs | 157 181 | 158 408 |
| TOTAL | 6 910 193 | 8 047 564 |
| 2016 | 2015 | |
|---|---|---|
| EUR | EUR | |
| Amortization of intangible investments* | - | 1 589 800 |
| Advertisement costs | 13 488 | - |
| Other sales costs | 12 278 | 6 913 |
| TOTAL: | 25 766 | 1 596 713 |
*Refer to appendix 10 of these financial statements.
| 2016 | 2015 | |
|---|---|---|
| EUR | EUR | |
| Administrative staff salaries |
388 200 | 347 784 |
| State mandatory social insurance payments | 90 078 | 79 853 |
| Security expenses | 43 160 | 56 342 |
| Business travel expenses | 25 175 | 14 037 |
| Depreciation and amortization | 21 388 | 23 460 |
| Expenses relating to annual report and audit | 16 546 | 17 919 |
| Other administration costs | 40 840 | 52 006 |
| TOTAL: | 625 387 | 591 401 |
| 2016 EUR |
2015 EUR |
|
|---|---|---|
| Income for expenses of previous periods* | 459 275 | - |
| Decrease in provisions** | 316 630 | 131 932 |
| Assignment of Structural Funds to income | 62 628 | - |
| Income from growth of exchange rate | 54 650 | - |
| Net income from sale of fixed assets | 1 853 | 54 618 |
| Decrease in provisions for vacations | - | 8 677 |
| Other income | 21 355 | - |
| TOTAL: | 916 391 | 195 227 |
* In relation to the contract No. L-IZI-14-0003 on implementation of the project "Construction of industry premises in the free industrial area of JSC Ditton pievadķēžu rūpnīca" signed with the Investment and Development Agency of Latvia in 2014 after assessment of the project cost estimate the sum of project costs accepted was lower than planned. This difference for nun-reimbursable expenses was claimed towards the contractor of the project construction works as refund of unreceived funding.
** Of which EUR 158 117 (2015: EUR 61 080) are received income from decrease of previous provisions of doubtful receivables made and EUR 158 513 (2015: EUR 70 852) is decrease of slaw moving stock, because of stock sale.
| 2016 EUR |
2015 EUR |
|
|---|---|---|
| Penalties | 81 744 | 40 898 |
| Property tax | 61 037 |
61 037 |
| Increase in provisions for inventories with low turnover (appendix 13) |
21 031 | 37 816 |
| Other costs of operating activities | 19 353 | 13 383 |
| Net loss from exchange rate differences | 13 592 | 85 957 |
| Increase in provisions for vacations | 11 362 | - |
| Increase in provisions for doubtful accounts receivable (appendix 14) |
3 829 | 44 931 |
| Decrease (appendix 17)/ Increase (appendix 17) in provisions |
- | 187 964 |
| TOTAL: | 211 948 | 471 986 |
| 2016 EUR |
2015 EUR |
|
|---|---|---|
| Interest income on loans | - | 982 |
| TOTAL: | - | 982 |
| (8) Interest payment and similar expenses |
||
| 2016 | 2015 | |
| EUR | EUR | |
| Interest payment for loans | 123 182 | 112 493 |
| TOTAL: | 123 182 | 112 493 |
| (9) Enterprise income tax |
||
| 2016 | 2015 | |
| EUR | EUR | |
| Enterprise income tax for the reporting year (appendix 9) |
- | - |
| TOTAL: | - | - |
On 31 December 2016, accumulated losses for provisions of enterprise income tax were EUR 5,465, 666 (In 2015 EUR 4,497,356). They have no usage time limits. The company might apply the tax losses mentioned above partly; therefore, the deferred tax exceeding tax liabilities is not recognized in this financial report.
| Other intangible investments* |
Concessions, patents, licenses, trademarks and similar rights |
Total | |
|---|---|---|---|
| At 31 December 2014 | |||
| Initial value | 7 949 000 | 34 711 | 7 983 711 |
| Accumulated amortization and deprecation |
(6 359 200) | (33 653) | (6 392 853) |
| Book value at 31 December 2014 | 1 589 800 |
1 058 | 1 590 858 |
| The year of 2015 | |||
| Book value at 1 January | 1 589 800 |
1 058 | 1 590 858 |
| Amortization | (1 589 800) |
(428) | (1 590 228) |
| Book value at 31 December | - | 630 | 630 |
| At 31 December 2015 | |||
| Initial value | 7 949 000 |
34 711 |
7 983 711 |
| Accumulated amortization and | |||
| deprecation | (7 949 000) | (34 081) | (7 983 081) |
| Book value at 31 December | - | 630 | 630 |
| The year of 2016 | |||
| Book value at 1 January | - | 630 | 630 |
| Purchase | - | 24 164 | 24 164 |
| Amortization | (3 609) |
(3 609) |
|
| Book value at 31 December | - | 21 185 | 21 185 |
| At 31 December 2016 | |||
| Initial value | 7 949 000 | 58 875 | 8 007 875 |
| Accumulated amortization and | |||
| deprecation | (7 949 000) | (37 690) | (7 986 690) |
| Book value at 31 December | - | 21 185 | 21 185 |
* Under the Purchase contract dated 29.12.2010 (entered into force due to shareholders` meeting resolution as of 31.05.2011), the Company and a non-resident of the Republic of Latvia (legal person) agreed that the last passes on, but the Company takes over market sector which belonged this person on the territory of the Russian Federation and of countries of the CIS (i.e. overtakes control) for sales of Company's goods. The acquisition value of non-material investments EUR 7,949,000 is based on external and internal estimates, calculations and business forecast for the next five years. This nonmaterial investment was subject to amortization by a straight-line method within five years. Amortization is included into the item "Sales costs" of the income statement (appendix 3).
| Land plots, buildings and engineering structures |
Technological equipment and machinery |
Other fixed assets |
Formation of fixed assets* |
TOTAL | |
|---|---|---|---|---|---|
| 31 December 2014 | |||||
| Initial value | 13 233 980 | 5 560 536 | 471 273 | 2 048 860 | 21 314 649 |
| Accumulated amortization and deprecation |
(11 076 750) | (5 542 177) | (468 045) | - | (17 086 972) |
| Book value at 31 December | |||||
| 2014 | 2 157 230 | 18 359 | 3 228 | 2 048 860 | 4 227 677 |
| The year of 2015 | |||||
| Book value at 1 January | 2 157 230 |
18 359 | 3 228 | 2 048 860 |
4 227 677 |
| Purchased | - | 15 207 | 14 032 | 727 024 | 756 263 |
| Initial value of disposed fixed | |||||
| assets | (868) | (285 646) |
(8 464) |
- | (294 978) |
| Accumulated depreciation of |
|||||
| disclosed fixed assets | 868 | 285 646 | 8 464 | - | 294 978 |
| Movement | 2 763 235 |
(2 763 235) |
- | ||
| Disposal | (293 125) |
(7 245) |
(6 317) |
- | (306 687) |
| Book value at 31 December | 4 627 340 |
26 321 | 10 943 | 12 649 | 4 677 253 |
| 31 December 2015 | |||||
| Initial value | 15 996 347 | 5 290 097 | 476 841 | 12 649 | 21 775 934 |
| Accumulated amortization and | |||||
| deprecation | (11 369 007) | (5 263 776) | (465 898) | - | (17 098 681) |
| Book value at 31 December | 4 627 340 |
26 321 |
10 943 |
12 649 |
4 677 253 |
| The year of 2016 | |||||
| Book value at 1 January | 4 627 340 |
26 321 |
10 943 |
12 649 |
4 677 253 |
| Purchased | - | 779 898 | 32 687 | - | 812 585 |
| Initial value of disposed fixed | |||||
| assets | - | (3 675) |
(31 491) |
- | (35 166) |
| Accumulated depreciation of |
|||||
| disclosed fixed assets | - | 3 675 |
31 491 |
- | 35 166 |
| Disposal | (144 931) |
(67 597) |
(18 695) |
0 | (231 223) |
| Book value at 31 December | 4 482 409 |
738 622 | 24 935 | 12 649 | 5 258 615 |
| 31 December 2016 | |||||
| Initial value | 15 996 347 |
6 066 320 |
478 037 |
12 649 |
22 553 353 |
| Accumulated amortization and | |||||
| deprecation | (11 513 938) | (5 327 698) | (453 102) | - | (17 294 738) |
| Book value at 31 December | 4 482 409 |
738 622 | 24 935 | 12 649 | 5 258 615 |
On 31 December 2016, the fixed assets of the Company with the initial value EUR 16,978,090 (EUR 16,867,786 as at 31.12.2015) have been fully depreciated, but are still in operation.
* On 14 March 2014, the Company signed with the Investment and Development Agency of Latvia an Agreement No.L-IZI-14-0003 on implementation of the project "Construction of industry premises in the free industrial area of JSC DITTON Driving Chain Factory". The project was launched on 14 March 2014 and completed on 7 July 2015. The total costs of the project amounted to EUR 3,376,313, including eligible costs EUR 2,796,430. Ditton Būve Ltd. has performed construction works within the project due to the Construction works contract No. DPR/2014/01 dated 25 July 2014. In accordance with the statement of completion and final acceptance of work dated 25 February 2015, construction works costed EUR 2,750,704. On 29 December 2015, the Company received the aid EUR 1,159,833 EUR from the Investment and Development Agency of Latvia (LIAA).
All fixed assets of the Company are pledged in favour of JSC Citadele Banka, refer to appendix 19.
| 31.12.2016 EUR |
31.12.2015 EUR |
|
|---|---|---|
| Participation in the capital of the Ditton Chain Ltd. 15% from the fixed capital* |
67 160 | 67 160 |
| TOTAL: | 67 160 | 67 160 |
* Ditton Chain Ltd., registration number 41503030309, legal address Vishku Street 17, Daugavpils, LV-5410, Latvia, was founded on 17 July 2002 and is administrated by two members. JSC Ditton pievadķēžu rūpnīca owns 53,358 (fifty three thousand three hundred fifty eight) or 15% of 355,717 (three hundred fifty five thousand seven hundred seventeen) shares in this Company.
| 31.12.2016 EUR |
31.12.2015 EUR |
|
|---|---|---|
| Finished products for sale | 274 432 | 416 880 |
| Provisions for inventory with low turnover rate | (45 455) | (182 937) |
| TOTAL: | 228 977 | 233 943 |
| Provisions for inventory with low turnover rate: | ||
| As at the beginning of the year | (182 937) | (215 973) |
| Decrease/increase (appendices 5 and 6)* | 137 482 | 33 036 |
| As at the end of the year | (45 455) | (182 937) |
| * Sold inventory for which provisions were made | ||
| (14) Trade receivables |
||
| 31.12.2016 EUR |
31.12.2015 EUR |
|
| Book value of trade receivables | 2 519 130 |
1 989 731 |
| Provisions for doubtful accounts receivable | (1 169 234) |
(1 324 888) |
| TOTAL: | 1 349 896 |
664 843 |
| Provisions for doubtful accounts receivable: At the beginning of the year |
1 324 888 | 5 212 890 |
| Write-off | (1 366) |
(3 871 853) |
| Recovered provisions (appendix 5) |
(158 117) |
(61 080) |
| Increase in provisions (appendix 6) | 3 829 | 44 931 |
| At the end of the year | 1 169 234 |
1 324 888 |
| (15) Other debtors |
||
| 31.12.2016 | 31.12.2015 | |
| EUR | EUR | |
| Overpayment of the enterprise income tax | - | 33 880 |
| Overpayment of the value added tax (VAT) | 8 126 | 29 519 |
| Income from interests | - | 982 |
| Borrowing | - | 18 000 |
| TOTAL: | 8 126 | 82 381 |
The share capital of the Company accounts to EUR 10,360,000 with nominal value of each share EUR 1,40 and total paid share capital 7,400,000.
The Management board of the Company proposes to allocate profit of the reporting year to further development of the Company.
The shareholders owning over 5 per cent of the shares of the whole capital of the Company as at 31.12.2016 and as at 31.12.2015:
| NAME | Shares owned, % 31.12.2016 |
Shares owned, % 31.12.2015 |
|---|---|---|
| Eduards Zavadskis* | 20,00 | 20,00 |
| Vladislavs Drīksne | 19,92 | 19,92 |
| MAX Invest Holding Ltd. | 13,63 | 13,63 |
| Maleks S Ltd. | 12,31 | 12,24 |
| DVINSK MNG Ltd. | 9,46 | 9,46 |
* Note: As at 31.12.2016, there was no distribution of stocks (20%) among heirs of the former shareholder E. Zavadskis. Inheritance rights to these shares are not defined.
| 31.12.2016 | 31.12.2015 | |
|---|---|---|
| EUR | EUR | |
| Accumulations (Guarantee agreement)* | - | 10 183 |
| Accumulations (penalty Tax Revenue Service) | - | 177 781 |
| TOTAL: | 187 964 |
* The provisions have been increased to EUR 10,183, because JSC Latgales Invest Holding did not comply with loan repayment obligations towards JSC Reģionālā Investīciju Banka due to the Loan agreement No.A-04/842 and Guarantee agreement No.G-04/842 with JSC Ditton pievadķēžu rūpnīca as a guarantor.
| Long-term: | Repayment term | 31.12.2016 | 31.12.2015 | |
|---|---|---|---|---|
| Credit line from JSC Citadele Banka | EUR | 09.09.2018 | 554 842 | 600 000 |
| Loan from JSC Citadele Banka |
EUR | 09.09.2019 | 1 303 548 |
1 454 223 |
| TOTAL long-term loans from credit institutions: |
1 858 390 |
2 054 223 |
||
| Short-term: | Repayment term | 31.12.2016 | 31.12.2015 | |
| Loan from JSC Citadele Banka | EUR | 09.09.2019 | 116 976 | - |
| Loan from JSC Bank M2M Europe |
EUR | 07.01.2016 | - | 240 000 |
| Credit line from JSC Citadele Banka | EUR | 09.09.2018 | 45 158 | - |
| TOTAL short-term loans from credit institutions: |
162 134 | 240 000 | ||
| TOTAL loans from credit institutions: | 2 020 524 | 2 294 223 | ||
| 31.12.2016 | 31.12.2015 | |||
| Liabilities due within one year or less | 162 143 | 240 000 | ||
| Liabilities due after one year but not more than five years | 1 858 390 | 2 054 223 | ||
| TOTAL: | 2 020 524 |
2 294 223 |
Information on loans received by the JSC Citadele banka as at 31.12.2016 is as follows:
| Number and date of the contract | Currency | Limit | Repayment term |
|---|---|---|---|
| Long-term loan No.CI2010-2.3/1 dated 10.09.2010 |
EUR | 2 300 000 EUR | 09.09.2019 |
| Credit line No.CI2011-2.3/218 dated 25.11.2011 |
EUR | 600 000 EUR | 09.09.2018 |
The loan is secured by the commercial pledge on all of the Company's fixed assets, inventories and claim rights as a pool of things (present and future) at the moment of creating the pledge right. Under the terms of the Credit agreement, the Company and the Ditton Chain Ltd. (resident of the Republic of Latvia) undertake to ensure total Debt-Service Coverage Ratio (DSCR) 1,5 at least. According to estimations of the Company's Management Board, this requirement has not been fulfilled on the balance sheet date. The actual DSCR ratio in 2016 was 3.8 and in 2015 - minus 7,2.
The base interest rate for the time spread between 26.09.2014 and 27.02.2015 has been changed to 0.27% plus added rate 4% due to the Amendment agreement No.3 dated 26.09.2014 to the Loan agreement No.CI2010-2.3/1 dated 10.09.2010. The payments from 25.09.2014 to 25.02.2015 due to repayment schedule on loan accounted to EUR 9,000 a month. The base interest rate between 28.02.2015 and 27.08.2015 has been changed to 0.11% plus added rate 4% due to the Amendment agreement No.4 dated 13.05.2015 to the Loan agreement No.CI2010-2.3/1 dated 10.09.2010.
Due to the Amendment agreement No.5 dated 31.08.2015 to the Loan agreement No.CI2010-2.3/1 dated 10.09.2010 payments from 25.08.2015 to 09.11.2015 according to repayment schedule on loan were EUR 3, 980 a month. On 31.08.2016, there has been signed Amendment agreement No.6 to the Loan agreement No.CI2010-2.3/1 dated 10.09.2010 on payment extension.
Due to the Amendment No.6 dated 31.08.2016 to the Loan agreement No.CI2010-2.3/1 dated 10.09.2010 each payment on loan plus interest rate from 25.09.2016 to 28.12.2016 is equal to EUR 9, 500 in total. Starting from 25.01.2017 each repayment plus interest rate reached EUR 15,000. The maturity repayment deadline of the loan is the final settlement day, and namely on 09 September 2019.
The interest rate from 25.09.2014 to 09.09.2015 has been changed to base interest rate 0.32% plus added rate 4% due to the Amendment agreement No.7 dated 26.09.2014 to the Credit line agreement No.CI2011-2.3/218 dated 25.11.2011. The payments of the principal sum from 25.09.2014 to 25.04.2015 due to repayment schedule on loan accounted to EUR 3,000 a month, and from 25.04.2015. to 09.09.2015 - EUR 3,500 a month. Due to the Amendment agreement No.8 dated 31.08.2015 to the Credit line agreement No.CI2011-2.3/218 dated 25.11.2011 there have been set credit limits as follow:
On 31.08.2016, there has been signed Amendment agreement No.9 to the Credit line agreement No.CI2011-2.3/218 dated 25.11.2011 on payment extension.
Due to the Amendment No.9 to the Credit line agreement No.CI2011-2.3/218 dated 25.11.2011 the payments on credit line plus interest rate from 25.09.2016 for credit line usage is equal – EUR 5,500. The maturity repayment deadline of the credit is the final settlement day, and namely on 09 September 2018.
Information on loans received by the JSC Bank M2M Europe as at 31.12.2016 is as follows:
| Number and date of the | Currency | Limit | Interest rate | Repayment term |
|---|---|---|---|---|
| contract | ||||
| Credit Nr.4.1-11.6/16FL-1FK dated 28.07.2014. |
EUR | 1,400,000 EUR | 1,2% | 07.01.2016. |
The credit is secured by first ranking right of pledge over the bank accounts with Company`s financial resources. The Credit agreement does not contain any performance conditions of financial indicators. Credit funds were expected to be repaid due to term set in the contract by the funds received from the Investment and Development Agency of Latvian upon the project implementation.
Loan received in 2015 has been repaid under the terms of contracts and agreements signed with the banks in 2016.
Refer also to appendix 17.
| Short-term: | Repayment term | 31.12.2016. | 31.12.2015. | |
|---|---|---|---|---|
| Borrowing from the owner of the Company* |
EUR | 31.12.2017. | 167 912 | 18 963 |
| Other Borrowings** | EUR | 31.12.2017. | 106 000 | 309 644 |
| TOTAL short-term borrowings from other persons: |
273 912 | 328 607 |
* Borrowing currency - EUR. Fixed annual percentage rate - 4.75%.
** Borrowing currency - EUR. Fixed annual percentage rate - 3%.
Repayment is not guaranteed, without guarantee (pledge) registration in public registers.
| 31.12.2016 | 31.12.2015 | |
|---|---|---|
| EUR | EUR | |
| Immovable property tax | 248 718 | 145 094 |
| Personal income tax | 78 441 | 26 959 |
| State mandatory social insurance payments | 56 659 | 32 550 |
| Nature resources tax | 281 | 214 |
| State entrepreneurial risk fee | 59 | 66 |
| TOTAL: | 384 158 | 204 883 |
| (21) Other creditors |
||
| 31.12.2016 | 31.12.2015 | |
| EUR | EUR | |
| Payments of salaries | 60 196 | 72 166 |
| Trade union membership fee, 0,2% from salary | 52 398 | 52 837 |
| Debts for purchased shares | 19 636 | 19 636 |
| Receivables arising in favor of the personnel | 337 | - |
| TOTAL: | 132 567 | 144 639 |
| (22) Next period income |
||
| 31.12.2016 EUR |
31.12.2015 EUR |
|
| Aid of the Investment and Development Agency of Latvia (LIAA) No. L-IZI-14-0003 (long-term) |
1 038 793 | 1 099 313 |
| Aid of the Investment and Development Agency of Latvia (LIAA) No. L-IZI-14-0003 (short-term) |
60 520 | 60 520 |
| TOTAL: | 1 099 313 |
1 159 833 |
On 14 March 2014, the Company signed with the Investment and Development Agency of Latvia an Agreement No.L-IZI-14-0003 on implementation of the project "Construction of industry premises in the free industrial area of JSC DITTON Driving Chain Factory". The project was launched on 14 March 2014 and completed on 7 July 2015. The total cost of the project amounted to EUR 3,376,313, including eligible costs EUR 2,796,430. Under the Construction works contract No. DPR/2014/01 dated 25 July 2014 the Ditton Būve Ltd. has performed construction works within the project. In accordance with the statement of completion and final acceptance of work dated 25 February 2015, construction works costed EUR 2,750,704.
On 29 December 2015, the Company received the aid EUR 1,159,833 EUR from the Investment and Development Agency of Latvia (LIAA) under a 5-year period ban on alienation.
| 31.12.2016 EUR |
31.12.2015 EUR |
|
|---|---|---|
| Accrued liabilities for goods and services | 66 194 | 57 890 |
| Unused employees holidays | 52 302 | 40 940 |
| Accumulated interest | 1 572 | - |
| TOTAL: | 118 496 | 98 830 |
| 2016 | 2015 | |
|---|---|---|
| Average number of employees of the Company during the year: |
165 | 189 |
| - Council members | 3 | 4 |
| - Management Board members |
2 | 2 |
| - Other employees | 160 | 183 |
| Council | Management Board |
TOTAL | |
|---|---|---|---|
| EUR | EUR | EUR | |
| Salaries and remuneration | 15 599 | 30 843 | 46 442 |
| State mandatory social insurance payments |
3 680 | 7 276 | 10 956 |
| TOTAL: | 19 279 | 38 119 | 57 398 |
The Company's activity is subject to a variety of financial risks: foreign currency risk, interest rate risk, credit risk and liquidity risk.
Foreign currency risk is the risk that the Company might have financial loss due to unfavourable fluctuations in exchange rates. This risk arises when financial assets in foreign currency do not match with financial liabilities in the same currency; herewith the Company has open currency positions.
Interest rate risk is the risk that the Company might have financial loss due to unfavourable fluctuations in interest rates. The Company experiences the interest rate risk mainly due to fixed interest rates on long- and short-term loans from credit institutions (refer to appendix 17). The Company does not use any tools to mitigate the interest rate risk.
Credit risk is the risk that the Company might have financial loss due to business partner who failed to comply with his obligations towards the Company. Cash, trade receivables and advance payments mainly cause the credit risk.
Credit risk related to cash at banks is managed by balancing the financial asset allocation in order to maintain the possibility of choosing the best offers and minimizing the loss of financial resources at the same time.
Liquidity risk is the risk that the Company may be unable to meet its obligations timely and in full. Liquidity risk appears, when repayment terms of financial assets and liabilities do not match. The aim of the Company's liquidity risk management is to maintain an adequate amount of cash and cash equivalents, and ensure appropriate sufficient funding through credit lines issued by the banks (refer to the appendix 17) so that the Company fulfils its obligations within the set time limits. The Company regularly monitors financial assets and liabilities mismatches, as well as stability of funding sources for long-term investments. In the opinion of the Company's management, the Company will have sufficient cash resources to secure its liquidity..
As DITTON Chain Ltd. failed to fulfil terms under Loan agreement No. CI2010-2.3/2 regarding assigned securities, credit institution preserves the right to withdraw from agreement and to request from the Company the repayment of the loan.
The Company and DITTON Chain Ltd. launched negotiation concerning restructuring of the Loan agreement and changes in terms, what is confirmed with the notice letter received by DITTON Chain Ltd. from JSC Citadele banka on 11 May 2017.
In the time spread between balance sheet date and date of signing these financial statements, there have been no other significant events, which would affect the financial position of the Company as at 31 December 2016.
On 10.09.2010, the Company and the JSC Citadele banka under registration number 40103303559 signed Loan agreement No. CI2010-2.3/1. On 31.08.2016, the Company and the JSC Citadele banka signed the Amendment agreement No.6 to the Loan agreement No.CI2010-2.3/1 dated 10.09.2010. on change in terms and on payment extension.
Company`s liabilities are secured by:
On 25.11.2011, the Company and the JSC Citadele banka under registration number 40103303559 signed Credit line agreement No. CI2011-2.3/218. On 31.08.2016, the Company and the JSC Citadele banka signed the Amendment agreement No.9 to the Credit line agreement No.CI2011-2.3/218 dated 25.11.2011. on change in terms and on payment extension.
Company`s liabilities are secured by:
s bank accounts in JSC Citadele Banka (Financial Collateral Agreement secured by Companys financial instruments on bank accounts dated 25.11.2011).To assign security to commitments of the partner Ditton Chain Ltd. under registration number 41503030309 within the Loan agreement No. CI2010-2.3/2 (Creditor - JSC Citadele Banka) there was:
signed agreements on pledge of the Company's immovable property (Pledge Agreement No. CI2010- 2.3/2-IE1 dated 10.09.2010, Pledge Agreement No. CI2010-2.3/2-IE2 dated 10.09.2010);
signed Commercial pledge agreement on Company's property (Commercial pledge agreement No.CI2010-2.3/2-KL4 dated 10.09.2010);
signed Financial Pledge Agreement (Financial Collateral Agreement secured by Company`s financial instruments on bank accounts dated 10.09.2010);
issued Guarantee (Guarantee No. CI2010-2.3/2-GL8 dated 10.09.2010)
Taking into account that Ditton Chain Ltd. has granted mutual securities to JSC Ditton pievadķēžu rūpnīca and is investing received credit funds into immovable property of the JSC Ditton pievadķēžu rūpnīca, the investments made by the Ditton Chain Ltd. are not to be reimbursed and remain for the JSC Ditton pievadķēžu rūpnīca, in case contractual obligations are terminated.
On 30.09.2013, the Company signed with the JSC Citadele banka under registration number 40103303559 a Guarantee agreement No. 2.3-13/59 in favour of the Investment and Development Agency of Latvia for a guarantee of project No.IZI/2.3.2.2.2/13/01/004 "Construction of industry premises in the free industrial area of JSC DITTON Driving Chain Factory". The maturity repayment deadline is set on 29 February 2016. On 01.03.2016, the agreement mentioned above is terminated.
According to the Management Board meeting Protocol The financial statements has been signed on behalf of the Company on 31 May 2017 by
Rolands Zarāns Chairman of the Management board _______________
(signature)
To the shareholders of JSC Ditton Pievadķēžu Rūpnīca
We have audited the accompanying financial statements of JSC Ditton Pievadķēžu Rūpnīca (the Company) set out on pages 17 to 41 hereof, which comprises the balance sheet as at 31 December 2016, the income statement and the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information as an appendix to the annual report.
In our opinion, except for the effects of the matters 1, 3, 4 and 5, as well as of the matter 2 described in the Basis for Qualified Opinion paragraph, the financial statements give a true and fair view of the financial position of JSC Ditton Pievadķēžu Rūpnīca as at 31 December 2016, as well as of its financial performance and cash flows for year ended due to the Law on Annual Accounts and Consolidated Annual Accounts of the Republic of Latvia.
As at 31 December 2016, the balance sheet of the Company includes fixed assets EUR 744,082, which were purchased from the third party in 2016. Part of these fixed assets EUR 648,000 is leased to the third party pointed. As it is stated in the Law on Annual Accounts and Consolidated Annual Accounts of the Republic of Latvia, the assets EUR 648,000 upon completion of this transaction should be reclassified from fixed assets to accounts receivable due to financial lease terms. If such correction would be made, the long-term accounts receivable given would increase by EUR 555,000 relatively, whereas the short-term accounts receivable, as well as fixed assets given would decrease by EUR 93,000. Besides, we could not get any sufficient audit evidence, which approve accounts receivable recovery and remained value of the fixed assets pursuant to the Law on Annual Accounts and Consolidated Annual Accounts of the Republic of Latvia. Thus, we could not ascertain whether and to what extent value of this assets decreased.
We have conducted our audit in accordance with International Standard on Auditing (ISA) accepted in the Republic of Latvia. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section. We are independent from the Company pursuant to the requirements of the Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants (IESBA Code) together with the independence requirements of the Law on Audit Services of the Republic of Latvia that are relevant to the audit of the financial statements in the Republic of Latvia. We have fulfilled our other ethical responsibilities in accordance with the Law on Audit Services and IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion.
We draw your attention to the note on Fundamental principles of the preparation of the financial statements of the Appendix to the financial statements, which shows that Company's current liabilities exceeds its total assets by EUR 1,809,896. As it is mentioned in the note of the Appendix these events or circumstances along with other matters as set forth in the note indicate the existence of a material uncertainty what may cast significant doubt on the entity's ability to continue as a going concern. There is no reservation included in our report concerning this matter.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have given information on each matter presented further hereof, how the corresponding matter has been audited and resolved during the course of our audit.
We have fulfilled responsibilities set out in paragraph Auditor's responsibility for audit of financial statements, including responsibilities concerning these matters. Consequently, an audit involves performing procedures applicable pursuant to our assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence that we have obtained, incl. procedures selected regarding the matters presented hereof, are is sufficient and appropriate to provide a basis for our qualified audit opinion.
As disclosed in the Note 1 Net turnover of the Appendix to the financial statements for the reporting year, the Company recognized revenue EUR 6,988,006 in the Income statement. In view of the significant amount of transboundary transactions, the Company has to indicate clearly risks related to corresponding revenue recognition. The Company has also different revenue flows that are fundamental for financial statements and are not connected with operating activities, and namely, realization of chains.
In view of different terms and conditions of contracts with customers, as well as different income flows and types of products included in each flow, it is considered, that revenue recognition is relatively difficult process and inter alia requires ensuring permanent efficiency of control activity concerning different categories of income flows.
As revenue obtained from different products sold and different income flows is essential to financial statements, the revenue recognition was of great importance for our audit.
Among others we have performed the following procedures:
We have also evaluated whether the information on incomes given in the Note 1 Net turnover of the Appendix to the financial statement is sufficient and appropriate.
The Management is responsible for other information. The other information comprises:
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon, except of the one stated in paragraph of our report Other reporting responsibilities pursuant to the legal acts of the Republic of Latvia.
In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, and in view of the knowledge, understanding the nature the Company and its operating environment obtained during the audit, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have not encountered any circumstances to report in this regard.
Other reporting responsibilities pursuant to the legal acts of the Republic of Latvia
There are other reporting responsibilities concerning Management report stated in the Law on Audit Services of the Republic of Latvia. These additional requirements are not included in ISA.
Our responsibility is to estimate whether the Management report is prepared in accordance with provisions of the Law on Annual Accounts and Consolidated Annual Accounts of the Republic of Latvia.
In our opinion based only on procedures performed within our audit as follows:
In addition to this, our responsibility is to conclude whether the information set out in the Report on Corporate Governance is consistent with the provisions of subsections 3, 4, 6, 8 and 9 of section 561(1) and of subsection 5 of the section 562 (2) of the Financial Instruments Market Law of the Republic of Latvia.
In our opinion, the information given in the Report on Corporate Governance complies with the requirements of subsections 3, 4, 6, 8 and 9 of the section 561(1) and of subsection 5 of the section 562 (2) of the Financial Instruments Market Law of the Republic of Latvia.
The Management board is responsible for the preparation and fair presentation of the financial statements due to the Law on Annual Accounts and Consolidated Annual Accounts of the Republic of Latvia, and for such internal control as Management determines as necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Management is responsible for assessing of the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance have a responsibility for overseeing the preparation of the financial statements.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence and objectivity, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication
The engagement partner on the audit resulting in this independent auditor's report is Diāna Krišjāne
Ernst & Young Baltic Ltd. Licence No. 17
Diāna Krišjāne Chairman of the Management Board Sworn auditor of the Republic of Latvia Certificate No.124
Rīga,31. May 2017
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