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Eurohold Bulgaria AD

Annual Report Apr 30, 2019

2576_rns_2019-04-30_c0b9db11-0df0-4e26-abc5-7ee9bc7ee1d9.pdf

Annual Report

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Eurohold Bulgaria AD Annual Consolidated Report 2018

Eurohold Bulgaria AD (Parent Company) has prepared an Annual Consolidated Financial Statement, which includes the results of the operations and the financial position of the Parant Company and the subsidiaries, Consolidated Management Report presenting commentary and analysis of the consolidated financial statements and other material Information on the consolidated financial position and the results of the Group's operations, as well as the Consolidated Non-financial Statement of the Eurohold Group for 2018

Translation: this annual consolidated report of Eurohold Bulgaria AD is available in Bulgarian and English.

The Bulgarlan version is the original version. The English version is a convenience translation We have made all possible reasonable efforts to avoid any inconsistency between the different language varsions.

If there are any such discrepancies, however, the Bulgarian version shall prevail.

Table of contents
A - Independent Auditor's Report दी
B - Consolidated Financial Statements 10
C. Notes to the Consolldated Financial Statements 119
D - Consolidated Activity Report 85
D1. KEY CONSOLIDATED INDICATORS 2018 85
D2. SIGNIFICANT EVENTS FOR THE EUROHOLD GROUP 233
D3. A BRIEF OVERVIEW OF 2018 :49
D4. VISION, BUSINESS PROFILE, MISSION, GOALS 92
D5. KEY FACTORS FOR GROWTH OF THE EUROHOLD GROUP 96
D6. INFORMATION ABOUT THE COMPANY 95
D7. MAIN SCOPE OF ACTIVITY BUSINESS OPERATIONS 99
D8. CAPITAL INVESTMENTS 105
D9. RESULTS FROM THE ACTIVITY 107
D10. OVERVIEW OF THE ACTIVITY OF SUBSIDIARY SUB-HOLDING
STRUCTURES
114
D11. CURRENT TRENDS AND THE LIKE FUTURE DEVELOPMENT OF THE
EUROHOLD GROUP
113 BB
D:12. CONSOLIDATED NON - FINANCIAL DECLARATION 1 6 22
D13. DESCRIPTION OF THE MAIN RISKS 168
D14. ADDITIONAL INFORMATION LEGALLY REQUIRED REGARDING THE
COMPANY
174
D15. OTHER INFORMATION 196
E. Corporate Governance Declaration 199
F. Declareation of Responsible Persons 207

INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF EUROHOLD BULGARIA AD

Report on the Audit of the Consolldated Financial Statements

Opinion

We have audited the consolidated financial statements of EUROHOLD BULGARIA AD and its subsidiaries (the Group), which comprise the consolidated statement of financial position as at 31 December 2018, and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at 31 December 2018, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union (EU).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements" section of our report. We are independent of the Group in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code) together with the ethical requirements of the Independent Financial Audit Act (IFAA) that are relevant to our audit of the consolidated financial statements in Bulgaria, and we have fulfilled our other ethical responsibilities in accordance with the requirements of the IFAA and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

hlb.bg

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. 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.

Key audit matter How this key audit matter was addressed in
our audit
1. Insurance reserves assessment
Insurance reserves as at 31 December
2018: BGN 676,346 thousand (31 December
2017: BGN 596,232 thousand)
Note 2.6, Note 2.11.1, Note 43 to the
consolidated financial statements
Group insurance reserves amount to 57% from
the total liabilities and subordinated debts, and
include Unearned premium reserve (UPR),
insurance reserves related to loss events and
insurance claim payments (outstanding claim
reserves) and other technical reserves.
Outstanding claim reserves amount to 66%
from the total insurance reserves as at 31
December 2018 and are calculated as the best
estimate of the expected final expenses for each
and every claim settlement as at the reporting
date (Reserve for reported but not settled
claims) and for the expected final expenses for
settlement of incurred but not reported claims
at the reporting date (Reserve for incurred but
not reported claims).
Calculation of insurance reserves includes
applying significant judgment by the
management mainly related to: trends in
In this area, our audit procedures along with
others similar, include:
review of Group rules, accounting
policies and procedures for setting up of
insurance reserves in accordance with the
legislative requirements;
assessment of the nature of the
insurance portfolio nature and the accepted
risks in order to determine the nature of the
Group liabilities under its insurance contracts;
analysis of the models applied by the
Group and the main assumptions compared to
the best actuarial practices;
· assessment of the types of insurance
reserves, the completeness of the risks they
cover, the basis and the methods used for the
calculation of the reserves:
assessment of the disclosure in Group
consolidated financial statements related to
insurance reserves.
claims growth, assessment of input data
appropriateness and necessity of relevant
amendments to that data, judgment about
frequency and influence of the claims and their
relevant claim settlement expenses, as well as
claims long term horizon.
Because of these reasons, insurance reserves
and disclosure of Group consolidated financial
statements require and presume numerous
estimates,
assumptions and
specific
calculations, inclusive participation of experts.

audit matter.

Therefore we determine this matter as key

Key audit matter How this key audit matter was addressed in
our andit
2. Impairment of Goodwill recognized in
Business combination
In this area, our audit procedures along with
others similar, include:
Goodwill as at 31 December 2018: BGN
190,458 thousand (31 December 2017: BGN
189,813 thousand)
« review of the main assessment and
assumptions, calculations and results from the
impairment of the Goodwill review acquired
Note 34 to consolidated financial
statements
with Business combination carried out by the
Group with the help of independent external
appraisers, hired by the Group;
Review of the Goodwill acquired with Business
combination is carried out on yearly basis with
the help of external appraisers, hired by the
Group. Assumptions are made based on future
development of subsidiaries, taking into
account their mid and long term business plans
and planned future business activities within
the Group. Key assumptions applied in
calculations were determined separately for
each Goodwill bearing Company, treated as
separate unit generating Cash Flows and taking
into account its business activity and risk
specifics.
assessment of of the competence,
్ట్రీ
independence and objectivity of the external
appraisers, hired by the Group;
analysis
of implementation
of
0
subsidiaries' forecast indicators from the
previous year and comparison to their
respective implementation during the reporting
period as well as an assessment of
appropriateness of Group's forecasts for its
subsidiaries;
· assessment of the disclosure adequacy
in Group consolidated financial statements
related to impairment of goodwill.
These reasons as of above along with the
application of significant judgments of the
Group management and the considerable
volatility related to used input data and the
assumptions allowed when determining the
fair values made us to define this matter as a
kev audit matter.

Information Other than the Consolidated Financial Statements and Auditor's Report Thereon

Management is responsible for the other information. The other information, which we have obtained prior the date of our auditor's report, comprises the consolidated management report, including the corporate governance statement and consolidated non-financial statement prepared by management in accordance with Chapter Seven of the Accountancy Act, but does not include the consolidated financial statements and our auditor's report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon, unless and to the extent explicitly specified in our report.

hlb.bg

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRSs, as adopted by the EU, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance are responsible for overseeing the Group's financial reporting process.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are 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 consolidated financial statements.

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

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.

hlb.bg

  • Evaluate the appropriateness of accounting policies used and the reasonablemess of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtaln sufficient appropriate audit evidence regarding the financial information of the entities and business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the 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.

Report on Other Legal and Regulatory Requirements

Additional Matters to be Reported under the Accountancy Act and the Public Offering of Securities Act

In addition to our responsibilities and reporting in accordance with ISAs, described above in the "Information Other than the Consolidated Financial Statements and Auditor's Report Thereon" section, in relation to the consolidated management report, the Group corporate governance statement and the consolidated non-financial statement, we have also performed the procedures added to those required under ISAs in accordance with "Guidelines about new and expanded auditor's reports and communications from the auditor's side" of the professional organisation of

certified public accountants and registered auditors in Bulgaria, i.e. the Institute of Certified Public Accountants (ICPA). These procedures refer to testing the existence, form and content of this other information to assist us in forming opinions about whether the other information includes the disclosures and reporting provided for In Chapter Seven of the Accountancy Act and in the Public Offering of Securities Act (Art. 100(m), paragraph 10 of the POSA in conjunction with Art. 100(m), paragraph 8(3) and [4) of the POSA) applicable in Bulgaria.

Opinion in connection with Art. 37, paragraph 6 of the Accountancy Act

Based on the procedures performed, our opinion is that:

  • a) The information included in the consolidated management referring to the financial year for which the consolidated financial statements have been prepared is consistent with those consolidated financial statements.
  • b) The consolidated management report has been prepared in accordance with the requirements of Chapter Seven of the Accountancy Act and of Art. 100(m), paragraph 7 of the Public Offering of Securities Act.
  • c) The Group corporate governance statement referring to the financial year for which the consolidated financial statements have been prepared presents the information required under Chapter Seven of the Accountancy Act and Art. 100(m), paragraph 8 of the Public Offering of Securities Act.
  • d) The consolidated non-financial statement referring to the financial year for which the consolidated financial statements have been prepared is provided and prepared in accordance with the requirements of Chapter Seven of the Accountancy Act.

Opinion in connection with Art. 100(m), paragraph 10 in conjunction with Art. 100(m), paragraph 8 (3) and (4) of the Public Offering of Securities Act

Based on the procedures performed and the knowledge and understanding obtained about Group's activities and the environment in which it operates, in our opinion, the description of the main characteristics of Group's internal control and risk management systems relevant to the financial reporting process, which is part of the consolidated management report (as a component of the corporate governance statement) and the information under Art. 10 paragraph 1(c), (d), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (c), (h) and (i) of Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on Takeover Bids, do not contain any material misrepresentations.

Reporting in accordance with Art. 10 of Regulation (EU) No 537/2014 in connection with the requirements of Art. 59 of the Independent Financial Audit Act

In accordance with the requirements of the Independent Financial Audit Act in connection with Art. 10 of Regulation (EU) No 537/2014, we hereby additionally report the information stated below.

  • Audit firm HLB BULGARIA OOD was appointed as a statutory auditor of the consolidated financial statements of EUROHOLD BULGARIA AD for the year ended 31 December 2018 by the general meeting of shareholders held on 29 June 2018 for a period of one year.

Manager:

  • The audit of the consolidated financial statements of the Group for the year ended 31 December 2018 represents second total uninterrupted statutory audit engagement for that Group carried out by us.
  • We hereby confirm that the audit opinion expressed by us is consistent with the additional report, provided to the audit committee of EUROHOLD BULGARIA AD, in compliance with the requirements of Art. 60 of the Independent Financial Audit Act.
  • We hereby confirm that we have not provided the prohibited non-audit services referred to in Art. 64 of the Independent Financial Audit Act.
  • We hereby confirm that in conducting the audit we have remained independent of the Group.

Audit Firm HLB BULGARIA OOD София Veronika Revalska Per. № 017 Ел Би България Registered auditor, responsible for the audit: Vaska Gelina 30 April 2019

Eurohold Bulgaria AD Consolidated statement of profit or loss and other comprehensive income For the year ended 31 December

In thousand BGN Nobes 2018 2017
Restated *
Revenue from operating activities
Revenue from Insurance business 3 987 201 1 005 026
Revenue from car sales and after sales 5 223 332 204 255
Revenue from leasing business б 25 180 25 374
Revenue from asset management and brokerage 8 4 322 3 882
Revenue from the activities of the parent company 10 23 1725 2 179
1 263 160 1 240 716
Expenses of operating activities
Expenses of insurance business 4 (928 424) (919 255)
Cost of cars and spare parts sold (194 093) (182 089)
Expenses of leasing business 7 (4 288) (4 325)
Expenses of asset management and brokerage 9 (2 539) (2 749)
Expenses of the activities of the parent company 22 (576) (859)
(1 129 920) (1 109 277)
Gross Operating Profit 13:240 131 033
Other income/(expenses), net 12 (4 816) (6 037)
Other operating expenses 13 (78 528) (67 889)
(Accrued)/recovered Impalrment loss on financial assets, net 14 913
足球门官网登 50 809 57 515
Financial expenses 25 (23 182) (22 007)
Financial Income 16 156 368
Foreign exchange gains/(losses), net 27 619 (1 173)
ESTDA 28 412 34 701
Depreciation and amortization 19 (10 541) (8 110)
E :37 17 871 26 591
Tax expenses 19 (997) (2 256)
Not profit for the year 16 874 24 335
Net profit, attributable to:
Equity holders of the parent 14 335 18 103
Non-controlling Interests 2 489 6 232
Earnings per share, BGN 44.3 0.074 0.124

* Some of the amounts disclosed in these consolidated financial statements do the amounts in the consolidated financial statements for 2017 in connection of error disclosed in Note 50. The Group betelly applied IFRS 9 and IFRS 15 at 1 January 2018. Under the transition method chosen, comparative Information is no nestigation

Prepared by: Signed on behalf of BoD: /Ivan Hristov/ 19.4.2019 ОРСКО ДРУ, Audit firm HLB Bulgaria OOD C София Per. № 017 Ел Би България 09

rocurator: /Asen Minch /Hristo Stoev/ Финансов отчет, върху който сме издали одиторски доклад с дата: 30, 04. 2019 "Ейч Ел Би Балгария" С AH Bulgaria Ltd.

These annual consolidated financial statements have been approved by the Board of Europod Reviews on 19 April 2019. The notes from pages 22 to 86 are an Integral part of the annual consolidated Timancial statements.

Eurohold Bulgaria AD

Consolldated Statement of profit or loss and other comprehensive Income (continued) For the year ended 31 December

In thousand BGN Note 2018 2017
Restated*
Net profit for the year 45 16 874 24 135
Other comprahensive Income
Other comprehensive income to be reclassified subsequently
to profit or loss:
Net loss from change in the fair value of financial assets through
other comprehensive income
(7)
Net loss from change in the fair value of available-for-sale financial
assets (486)
(2) (486)
Exchange differences on translating foreign operations 138 (599)
138 (599)
Other comprehensive Income for the year, net of tax 131 (1 085)
Total comprehensive Income for the year, not of tax 17 005 23 250
Total comprehensive Income, attributable to:
Equity holders of the parent 14 494 16 896
Non-controlling Interests 2 511 6 354
17 005 23 250

* Some of the amounts disclosed in these consolidated financial statements do not correspond to the consolidated financal statements for 2017 in connection with the correction of emor disclosed in Note 50. The Group has intibility applied IFRS 15 at 1 January 2018. Under the transition method chosen, comparative Information is not restated.

Prepared by:

/Ivan Hristov/

/Hristo Stoev/

19.4.2019

Audit firm HLB Bulgarla OOD

These annual consolidated financial statements have been approved by the Board of Directors of Eurohold Bulgaria AD on 19 April 2019, The notes from pages 22 to 86 are an integral part of the annual consolidated financial statements.

Eurohold Bulgaria AD

Consolidated statement of financial position

In thousand BGN Note 31.12.2018 31.12.2017
Restated **
ASSETS
Cash and cash equivalents 20 49 540 45 945
Time Deposits at banks 21 20 157 11 171
Reinsurers' share in technical reserves 22.1 408 377 361 247
Insurance receivables 22.2 00 448 87 941
Trade receivables 23 37 518 43 397
Other receivables 24 39 262 30 822
Machinery, plant and equipment 25, 25.2-5 51 467 44 630
Intangible assets 27 3 274 2 198
Inventory 28 60 622 59 125
Financial assets 29 290 023 327 053
Deferred tax assets 30 14 676 13 184
Land and buildings 25, 25,1 15 043 20 090
Investment property 26 20 209 12 698
Investments in associates and other Investments 12 698 4 724
Other financial investments 37 2 403 2 391
Non-current receivables 33 79 826 69 985
Goodwll 34 190 458 189 813
TOTAL ASSETS 1 395 001 1 226 414

* Some of the amounts disclosed in these consolidated financial statements do not correspond to the consolidated financal statements for 2017 In connection of error and recissfications disclosed in Note 50. The Group has Intelly applied IFRS 9 and IFRS 15 at 1 January 2018. Under the transition method chosen, comparative information is not restated.

Prepared by: Signed on behalf of BoD: osur tor /Ivan Hristov/ /Asen Minche /Hristo Stoev/ . D 19.4.2019 Финансов отчет, Audit firm ОРСКО ДРУ върху който сме издали одиторски HLB Bulgarla OOD доклад с дата: София 7019 30. 04. Per. № 017 Ейч Ед Булгария" ОС би България 11 Bylgaria Ltd. Регистриран одитор Управител

These annual consolidated financial statements have been approved by the Board of Directors of Eurohold Bulgaria AD on 19 April 2019. The notes from pages 22 to 86 are an integral part of the annual consolidated financial statements.

Eurohold Bulgaria AD Consolldated statement of financial position (continued)

CONTROLLERS CONSULE OF ITERESERVED THERESERVE TASSESSMENT
In thousand BGN
Notes 31.12.2018 31.12.2017
Restated *
EQUITY AND LIABILITIES
Equity
Issued capital 44.1 197 526 197 526
Treasury shares 44.1 (77) (77)
Share Premium 44.2 49 568 49 568
General reserves 7 641 7 641
Revaluation and other reserves (55 632) (57 203)
Retained earnings/(losses) (44 781) (45 055)
Profit for the year 45 14 385 18 103
Equity attributable to aquity holders of the parent 168 630 170 500
Non-controlling Interests 45 38 692 43 606
Total aquity 207 322 214 109
Subord natad debts 35 10 558 26 058
LIABILITIES
Bank and non-bank loans 36 142 167 99 245
Obligations on bond Issues 37 157 564 150 757
Non-current labilities 38 24 745 26 412
Current liabilities 39 35 330 29 262
Trade and other payables 40 108 308 102 192
Payables to reinsurers 41 26 265 81 863
Deferred tax labilities 42 396 284
491 775 490 015
Insuranca raserves 43 676 346 596 237
676 346 595 232
Total liabilities and subordinated depts 1 187 679 1 112 305
Total LQUitty and Liabilities 1 395 001 1 326 014

* Some of the ansurits disclosed in the coments do not, corpesport o the annums n the consultated financile
statements for 2017 in connection of error and reclassified of ene statements for 2017 in connection with the correction of error and reclessings disclosed in announce of The Group is net restated.
IFRS 9 and IFRS 15 at 1 January 2018. Under

Prepared by: Signed on behalf of BoD: Procurator 1 /Ivan Gristov/ /Asen Minchev/ /Hristo Stoev/ 19.4.2019 Финансов тчет ТОРСКО ДРУ Audit firm върху който сме издали одитерски HLB Bulgarla OOD/ доклад с дата: София Per. № 017 Ейи Ед Би/България" Би България 5 / HUB/Bulgaria Ltd. These annual consolldated financial statements have been approved by (fires) (fire

of Director Beath Europione Butgaria AD on 19 Apr 1 2019. The notes from pages 22 to 86 are an Integral part of the annual conscilidated financial statements. Annual consolidated financial statement for 2018

Eurohold Bulgaria AD Consolidated statement of cash flows For the year ended 31 December

In thousand BGN
Nore
2018 2017
Restated *
Operating activities
Profit for the year before tax: 17 871 26 591
Adjustments for:
Depreciation and amortization
18
10 541 8 110
Forelgn exchange gain/({loss) ( 348) 1 367
Dividend Income (an) (101)
Change In Insurance reserves 33 262 19 598
Increase in Impairment loss 6 055 14 809
Revaluation of Investments (475) (1 061)
Profit from the purchase of Investments in subsidiaries 742
Profit from the sale of investments (33 029) (8 261)
Profit from transfer of property, plant and equipment (397) (314)
Net Investment Income (Interest income and expenses) 12 894 13 406
Other non-cash adjustments 5 318 (2 915)
Operating profit before change in working capital 51 744 71 229
Change In trade and other receivables (12 402) 14 284
Change In Inventory (1 497) (18 913)
Change in trade and other payables and other adjustments (39 845) (42 156)
Cash generated from operating activities (2 000) 24 444
Interest (pald)/recelved 3 356 4 244
Income tax pald (379) (968)
Net cash flows from operating activities 977 27 720
Investing activities
Purchase of property, plant and equipment (5 076) (7 533)
Proceeds from the disposal of property, plant and equipment 3 311 20 366
Loans granted (43 662) (43 444)
Repayment of loans, including financial leases 75 794 65 620
Interest received on loans granted 1 832 2 283
Purchase of Investments (136 210) (210 187)
Sale of Investments 104 540 80 536
Dividends received 4 222 1 934
Effect of exchange rate changes 164 ্র
ULG
Other proceeds/(payments) from Investing activities, net
(2 437) (3 946)
Net cash flows from Investing activities 2 528 (94367)
In Procurator
Signed on behalf of BoD:
Prepared by:
/Asen Minchev/
/Ivan Hristov/
19.4.2019
нансов отче
/Hristo Stoev/
САЙТОРСКО ДРУЖЕС,
върху който сметиздали одиторски
Audit firm
HLB Bulgaria OOD.
доклад с дата:
София
These annual consollited than the bein approved by the Board of @Meccolisher Eliconsiderial AD on 19 April 2019,
The notes from pages\22 35 are an Integral part of consolidated financial/statements.
"Ейч/Ел Би България" О
Annual consolidated finandia Aragement for 2018
1,7
HyB-Bulgaria Ltd.
Регистриран одитор.

Eurohold Bulgarla AD Consolidated statement of cash flows (continued) For the year ended 31 December

In thousand BGN Note 2018 2017
Restated *
Financing activities
Proceeds from Issuance of shares 81 035
Proceeds from loans 116 188 188 305
Repayment of loans (73 505) (231 400)
Repayment of financial leases (22 495) (14 168)
Payment of Interest, charges, commissions on investment loans (20 554) (8 477)
Dividends pald (2 827) (1.472)
Other proceeds/(payments) from financing activities, net 3 283 (2 179)
Net cash flows from financing activities 90 11 664
Net Increase / {decrease} In cash and cash equivalents 3 595 (55 003)
Cash and cash equivalents at the beginning of the year 20 45 945 100 948
Cash and cash equivalents of the and of the vear 90 AG EAD Ar Q&&

* Some of the amounts disclosed in these consolidated financial statements do not correspond to the consolidated financal statements for 2017 In connection with the correction of error disclosed in Note 50.

Prepared by: Signed on behalf of BoD:

Propurator /Hristo Stoev/ /Asen Minchev/ Pana.

/Ivan Hristov/

19.4.2019

Audit firm HLB Bulgaria OOD

Финансов отчет, върху който сме издали одиторски доклад с дата: 3.0. 04. 2019 "Ейч Ел Би Болгария" ОС Bulgaria Ltd. Управител Регистриран одитор;

These annual consolidated financial statements have been approved by the Board of Directors of Eurohold Bulgaria AD on 19 April 2019. The notes from pages 22 to 86 are an integral part of the annual consolldated financial statements.

Eurohold Bulgaria AD Consolidated Statement of Changes in Equity For the year ended 31 December

in thousand BGN Revaluation Retalned Equity
attributable
to equity
-on-
Share
capital
Share
premlum
General
reserves
and other
reserves
earnings/
(losses)
holders of
the parent
controlling
Interests
TOta
equity
Burnes as at 31 Docember 2016 124 3599 2017/516 7 641 (56 477) (30 155) 793 1146 3.1 9 422 9 9 5 725 .
Effect of correction of error (Note 50) (250) (250) (87) (527)
Balance as at 1 January 2017
( Restebed )
124 399 569 77 107 8 6, 191 (56 477) (36 475) 75 884 13 (1) 11) 27 24 214 942
Capital Issue 70 181 10 854 88 0013 31 0000
Dividends (1 613) (1 613) (490) (2 205)
Repurchased own shares
Change in non-controlling Interest due to
2 869 (1 022) 2 847 1 684 2 847
transactions without change of control
Profit for the Year
481 (7 027)
18 103
(6 546)
18 103
6 232 (4 862)
24 336
Other comprahombly@ Incomo:
Revaluation reserve from recalculations in
the foreign currency presentation
(734) (734) 135 (585)
Change in the fair value of available-for-
sale financial assets
(473) (47尺) (13) (486)
Total other comprehensive Income (1 207) 1 (1 207) 1222 (2 03-5)
Total comprehensive Income (1 207) 18, 1600 18 896 6 3-56 233 250
Balence as at 31 December 2017
(Resteted) *
197 449 423 - 16 8 7 649 (57 203) (20 952) 170 503 43 Guis 224 109
Adjustment upon Initial application of
IFRS 9 (Note 2.2.2u2u8)
Adjustment for initial application of IFRS
(11 584) ( 2 ) 2 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 85 (12 499)
15 (Note 22.1.A) (2 102) (2 102) (2 102)
Balance as at 1 January 2018
(Restated)
197 449 40 - 13 7 641 (87 209) (40 628) 156 817 4 691 200 508
Dividends (1 800) (1 200) (1 127) (2. 927)
Change in non-controlling interest due to
transactions without change of control
1 452 (2 343) (881) (6 383) (7 264)
Profit for the Year 14 러리Ξ 14 -13 -13 2 435 16 874
other comprehansive income:
Revaluation reserve from recalculations In
the foreign currency presentation
Changes In the fair value of financial
115 1945 25 100
assets through other comprehensive
Income
(6) (3) (1) (7)
Total other comprehensive Income 100 100 21 22 135
Total comprehensive Income 109 24 385 14 494 2 519 17 005
Balance as at 31 Decamber 2018 197 449 49 2008 7 641 (ES 632) . (80 393) 168 GBC 33 692 - 207 322
*The Group has Intelly applied IFRS 9 and IFRS 15 at 1 January 2018. Under ine programment information, s
not restated.
Prepared by: Signed on behalf of BoD: Prosprator:
/Ivan Hristov/ /Asen Minchev/ C /Hristo Stoev/
19.4.2019 ФИНАНСОВ
СИТОРСКО ДРУЖЕСТВО върху който сме издани одиторски
Audit firm
C
HLB Bulgaria OOM
София
доклад с дата:
Рег. № 017
7018
These annual consolidated wants interest and a proved by the Barry of Economic Part of Edular Portuge Ann 10 on/19 April 2019.
The notes from pages 22 to 86 are an international consolidated financell station of the more of the
Annual consolidated financial statement for 2018/100868077 // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // // //
19

Consolidated statement of profit or loss by Business Segments For the year ended 31 December 2018

17 Choosons FEN 2018 2018 2018 2018 2018 2010 2018
Asset
manage-
ment and
Parant
Note Consollated Insurance
business
Automotive Leasing
bus ness
brokerage company Elim nation
Revenue from operating activities
Revenue from Insurance business 3 987 201 988 994 (1 793)
Revenue from car sales and after sales 5 223 332 234 318 (10 aBG)
Revenue from leasing business 6 25 180 27 081 (1901)
Revenue from asset management and
brokerage 8 4 372 5 071 (749)
Revenue from the activities of the parent
company 20 23 175 24 007 (882)
1 263 160 988 934 234 328 77 031 3 073 24 007 (16 311)
Expenses of operating activities
Expenses of Insurance business 4 (928 424) (936 924) 8 500
Cost of cars and spare parts sold (194 093) (194 312) 219
Expanses of leasing business 7 (4 288) (4 686) 308
Expenses of asset management and brokerage 9 (2 589) (2 541) 2
Expanses of the activities of the parent
company 22 (576) (661) 85
(1 128 920) (936 924) (194 312) (4 685) (2 -449) (661) 9 204
Groes profit 133 200 32 070 40 000 22 395 2 530 22 346 (7 107)
Other Income/(expenses), net 12 (4 816) 105 (7 653) 50 2 682
Other operating expenses 13 (78 528) (36 392) (30 543) (9 521) (1 645) (3 004) 2 577
(Accrued)/recoverad impalment loss on
financial assets, not 24 913 (621) 29 1 431 21 (13) 65
SETDA Po 805 18 057 9 597 6 652 256 20 379 (1 782)
Financial expenses 15 (23 182) (2 416) (3 299) (19 278) 1 811
Financial Income 16 55 381 (215)
Foreign exchange gains/{losses}, net 17 277 (17) 636
ESTIDA 28 412 12 641 6 552 5 632 0-36 2 697 (186)
Depreciation and amortization 18 (10 541) (2 243) (2 821) (5 392) (28) (27)
-- - 58 17 871 10 -55 - 3 842 1 260 698 1, 660 (186)
Tax expanses 29 (897) (488) (403) (42) (64)
Not profit for the year 15 874 10 12260 1 430 2221 138 3 (2010 (186)

Consolidated statement of profit or loss by Business Segments

For the year ended 31 December 2017

In thousand BGN 2017
Rentified
2017"
Restabed
2017 2017 2017 2017 2017
Insurance Leasing Angel
manage-
ment and
Parent
Note Consollidated business Automotive bus ness brokerage company Elimination
Ravenue from operating activities
Revenue from Insurance business 3 2 005 026 1 006 257 (2 231)
Revenue from car sales and after sales 5 204 255 214 285 (10 030)
Revenue from leasing business 6 25 374 26 527 (1 153)
Revenue from asset management and
brokerage 8 3 882 4 991 (1 109)
Revenue from the activities of the parent
company 10 2 179 4 268 (2009)
1 240 716 1 CO6 257 214 205 26 527 4 999 4 2013 (15 622)
Expanses of operating activities
Expenses of Insurance business - (919 255) (926 872) 7 617
Cost of cars and spare parts sold (182 089) (182 101) 12
Expanses of leasing business 7 (4 325) (4 675) 350
Expenses of asset management and brokerage
Expenses of the activities of the parent,
9 (2 749) (2 752)
сопрапу 22 (659) (859)
(1 109 277) (926 872) (182 101) (4 675) (2 752) (a 3.9) 7 982
Group profit 138 839 79 - 135 32 184 21 852 2 289 3 409 (7 630)
Other Income/(expanses), net 12 (6 037) 40 (0 918) 24 2 817
Other operating expenses 13 (67 889) (31 030) (26 619) (8 645) (1 981) (1 887) 2 273
(Accrued) / recovered impairment loss on
nnancial assets, not 24
20110A 57 211 48 -13 5 605 6 252 237 1 522 (2 540)
Financial expenses 15 (22 007) (3 494) (2 880) 1 (17 648) 2 023
Financial Income 18 258 390 (22)
Foreign exchange gains/(losses), net 27 (1 173) (1 173)
FITDA 34 701 44 862 3 107 4 259 2. 2 2. (17 209) (539)
Depreciation and amordization 18 (8 110) (1 380) (2 506) (4 161) (56) (2)
GST 26 1991 43 481 (201 2. Z 2 226 (17 305) (539)
Tax expenses 10 (2 256) (1 880) (343) (16) (17)
Net profit for the year 24 BBS 41 609 - 1:4 8.91-2 200 (27 300) (239)

C.

Notes to the Consolidated Financial Statements

Notes to the Annual Consolidated Financial Statements for 2018

Founded in 1996, Eurohold Bulgaria operates in Bulgaria, Romania, Northern Macedonia, Ukraine, Georgia and Greece. The company owns a large number of subsidiaries in the insurance, financial services and car sales sectors.

1. INFORMATION ABOUT THE ECONOMIC GROUP

Eurohold Bulgaria AD (parent company) is a public joint stock company estabilished by virtue of article 122 of the Public Offering of Securities Act and article 261 of the Commerce Act.

The parent company Is registered in Sofia Cly Court under corporate file 14436/2006 and Is established by merger of Eurohold AD registered under corporate file Nº 13770/1996 as per the Inventory of Sofia Clty Court and Starcom Holding AD registered under corporate file № 6333/1995 as per the inventory of Sofla City Court.

The seat and registered address of Eurohold Bulgaria AD are as follows: city of Sofia, 43 Christopher Columbus Bivd.

The parent company has the following managing bodles: General Meeting of Shareholders, Supervisory Board /two-tler system/ and Management Board, with the following members as at 31.12.2018:

Supervisory board:

Asen MIlkov Christov - Chairman; Dimitar Stoyanov Dimitrov - Deputy Chalrman; Rad! Georglev Georgiev - Member; Kustaa Laur! Ayma - Independent Member; Lyubomir Stoev - Independent Member: Louls Gabriel Roman - Independent Member.

Management board:

Kirli Ivanov Boshov - Chairman, Executive Member; Asen Mintchev Mintchev - Executive Member; Vellslav Millkov Hristov - Member; Assen Emanoullov Assenov - Member; Dimitar Kirllov Dimitrov - Member; Razvan Stefan Lefter - Member.

As at 31.12.2018, the Company Is represented and managed by Kirll Ivanov Boshov and Assen Mintchev Mintchev - Executive Members of the Management Board, and Hristo Stoev - Procurator, Johnty by the one of the executive members and the Procurator of the Parent Company only.

The Audit Committee supports the Management board and plays the role of those charged with governance who monitor and supervise the Parent Company's Internal control, risk management and financial reporting system.

As at 31.12.2018, the Audit Committee of the Parent Company comprises the following members: Ivan Georglev Mankov- Chairman; Dimitar Stoyanov Dimitrov - Member; Rositsa Mihaylova Pencheva - Member.

1.1 Scope of Activities

The scope of activities of the parent company Is as follows: acquisition, management, assessment and sales of participations In Bulgarian and foreign companies, acquisition, management and sales of bonds, acquisition, assessment and sales of patent use licenses to companies in which the parent company participates, funding companies, In which the Parent company participates.

1.2 Structure of the economic group

The Investment portfollo of Eurohold Bulgaria AD comprises three economic sectors: Insurance, finance and automobile. The Insurance sector has the blogest share in the holding's portfolio, and the automobile sector Is the newest ilne.

Companies Involved in the consolidation and percentage of participation in equity

Insurance Sector

% of participation in
the share capital
% of participation
In the share capital
Company 31.12.2013 31.12.2017
Euroins Insurance Group AD (EIG AD) * 91.84% 89.3646
Indirect participation through EIG AD:
Insurance Company Euroins AD, Bulgaria 98.27% 98.21%
Eurolns Insurance AD, Romania 98.51% 98.50%
Eurolns Insurance AD, Northern Macedonia 93.36% 93.36%
Euroins Health Insurance EAD, Bulgaria 100.00% 100.00%
Insurance Company EIG Re AD, Bulgarla 100 00% 100.00%
Euroins Ukraine AD, Ukraine 98.36% 98.32%
Euroins Claims OOD, Greece 66.00%
Euroins Georgia AD, Georgia 50.04%
European Travel Insurance AD, Ukraine 99.999
*direct participation

Automobile Sector

% of participation % of participation
in the share capital In the share capital
Company 31.12.2018 31.12.2017
Avto Union AD (AU AD)* 99.999% 99.9900
Indirect participation through AU AD:
Bulvarla Vama EOOD, Bulgarla 100.00% 100.00%
N Auto Sofia EAD, Bulgaria 100.00% 100.00%
Espace Auto OOD, Bulgaria through N Auto Sofia EAD 51.00% 51.00%
EA Properties EOOD, Bulgaria 51.00% 51.00%
Daru Car AD, Bulgarla 99.84% 99.84%
Auto Italy EAD, Bulgaria 100.00% 100.00%
Bulvaria Holding EAD, Bulgaria 100-00% 100.00%
Bulvaria Sofia EAD, Bulgaria through Bulvaria Hoiding EAD 100.00%
Star Motors EOOD, Bulgarla 100.00% 100-00%
Star Motors DQQEL, Northern Macedonia through Star
Motors FOOD 100.00% 100.00%
Star Motors SH.P.K., Kosovo through Star Motors EOOD 100-00% 100.00%
Avto Union Service EOOD, Bulgaria 100.00% 100.00%
Motohub OOD, Bulgarla 51.00%
Motobul EAD. Bulgarla 100.00% 100.00%
Benzin Finance EAD, Bulgaria through Motobul EAD 100.00%
Bopar Pro S.R.L., Romania through Motobul EAD 99.00% 99.00%
*direct participation

Finance Sector

% of participation % of participation
In the share capital in the share capital
Company 31.12.2018 31.12.2017
Euro-Finance AD, Bulgarla™ 99.9996 99.9996
*direct participation
% of participation
In the share capital
% of participation
In the share capital
Company 31.12.2018 31.12.2017
Eurolease Group EAD* 100.00% 100.00%
Indirect participation through Eurolease Group EAD:
Eurolease Auto EAD. Buigarla 100.00% 100.00%
Eurolease Auto Romania AD, Romania 77.98% 77 98%
Eurolease Auto Romania AD through Euroins Insurance
Romania AD 22.02% 22.02%
Eurolease Auto DOOEL, Northern Macedonia 100-00% 100.00%
Eurolease Rent A Car EOOD, Bulgarla 100.00% 100.00%
Amigo Leasing EAD, Bulgaria 100.00% 100.00%
Autoplaza EAD, Bulgarla 100.00% 100.00%
Sofla Motors EOOD, Bulgarla 100.00% 100.00%
College namelan

direct parcicipation

2. SUMMARY OF THE GROUP'S ACCOUNTING POLICY

2.1 Basis for Preparation of the Consollidated Financial Statement

The consolidated financial statements of Eurohold Bulgaria AD are prepared in compliance with all International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of the Standing Interpretation Committee (SIC), Interpretations of the IFRS Interpretation committee (IFRC), which are effectively in force and are adopted by the Commission of the European Unlon.

The Group has considered all standards and Interpretations applicable to Its activity as at the date of preparation of the present financial statement.

The annual consolidated financial statements have been prepared in accordance with the historical cost principle, except for investment properties and those financial instruments and financial llabilities that are measured at fair value.

2.2 Changes in accounting policies and disclosures

2.2.1 New Standards, Explanations and Amendments in effect since January 1, 2018

The Group applies IFRS 15 "Revenue from contracts with customers" and IFRS 9 "Financial Instruments" for the first time. The nature and effect of the changes resulting from the adoption of these new accounting standards are described below.

For the first time in 2018, some other amendments and clarifications apply, but they have no material Impact on the consolidated financial statements of the Group.

The Group has not adopted standards, clarifications or amendments that have been published but have not yet entered Into force.

The Group applies the following new standards, amendments and Interpretations to IFRSs developed and published by the International Accounting Standards Board, which are mandatory for the period beginning on 1 January 2018:

2.2.1.A IFR\$ 15 "Revenue from contracts with customers"

IFRS 15 replaces IAS 11 "Construction Contracts", IAS 18 "Revenue" and the related explanations and, with some limited exceptions, applies to all revenue arising from contracts with clients. IFRS 15 introduces a new, five-step accounting model for revenue arising from contracts with clients and requires Income to be recognized at an amount that reflects the remuneration the Group expects to have in return for the goods or services transferred to the customer.

IFRS 15 requires undertakings to exercise judgment, taking into account ali relevant facts and circumstances when applying each step of the model to the contracts with their clients. In addition, the Standard also sets out the accounting treatment of the differential costs of acquiring a contract and the costs directly related to the performance of the contract. Moreover, the standard requires advanced disclosures.

The Group has adopted IFRS 15 using a modified retrospective application, with adoption date 1 January 2018. According to this method, the Standard may be applied elther to all contracts at the date of Inltial application or only to contracts, which were not met by that date. The group preferred to appiy the standard enly to contracts that were not completed on 1 January 2018.

The cumulative effect of Initial application of IFRS 15 Is recognized at the date of Initial application as a correction of the opening balance of retained earnings / (uncovered loss). That is, the comparative Information is not restated and continues to be reported under IAS 11, IAS 18 and the related Interpretations.

The Group has assessed the effects of the application of the annual consolidated financial statement and the following table presents the net impact of tax on the transition to IFRS 15 on retained earnings / (uncovered losses) and non-controlling interest at 1 January 2018.

Impact after
In BGN 000 adoption at
January 1, 2018
Retained earnings / (losses)
Inventory (698)
Prepald expenses (Other recelvabies) (1 404)
Impact at January 1, 2018 (2 102)
Non-controlling Interest
Impact at January 1, 2018
Total Equity
Impact at January 1, 2018 (2 102)

The Group has assessed the effects of applying the new IFRS 15 on its consolidated financial statements and has Identified areas that are affected and that affect its earnings and / or receivables. No substantial change In the business model is expected, nor is there change in the time horizon of transferring control to customers from the services rendered or the accounting of sales of cars and other short-term assets.

Effect of extended guarantees

The Group has found it is an agent and has changed its way of reporting extended guarantees. The Group agrees that the sale of the extended guarantees should be accounted for at the expense of Car-Guarantee Vesrsicherung AG or a party to the contracts for these guarantees. Prevlous practice has been to count them as expenditures for future periods. The effect of the adjustment in the reporting of the extended guarantees Is calculated and carried forward to a decrease in the undistributed profit / (uncovered loss) as follows:

Impact on opening balances

( BGM-000)
Retained Oarnings / (uncovered loss) (1404)
Prepaid expenses (Other recelvables) (1 404)
Impact at January 1, 2018 (1 404)

Under IFRS 15, In the case of sales of extended warrantles and cardfuel sales, the Group has the role of an agent rather than a principal. Therefore, revenues from sales of extended guarantees and from sales of fuels are presented in the consolidated statement of profit or loss and other comprehensive Income on a net basis, I.e. Income is the difference between the gross amount of revenue less the book value of the extended guarantees. The effects of this statement in the consolidated statement of profit or loss and other comprehensive income for the year 2018 are presented In the table:

Impact on profit for 2018 ? RENI'OGO?

CHE OTHER AND WAS COLLEGE TO THE
Adjustment of revenue under contracts with customers
Costs for external services 73
Impact on profit for 2018

Effect of providing free equipment against reached turnover

As of January 1, 2018, the Group has effective contracts for the provision of free equipment to customers when the turnover exceeds a certain limit of sales of oll. The Group has considered that the provision of free equipment is a separate obligation to execute and has recalculated revenue and illubilities to customers in connection with the provision of free equipment to customers.

The effect of Initial application of IFRS 15 related to this restatement is as follows:

Impact on opening balances
(BGN '000)
Retained earnings / (uncovered loss) (698)
Inventory (698)
Ilmpact at January 1, 2018 (698)

Effect of providing free goods and services

The Group provides free of charge additional goods and services to its customers (In the form of accessories, tires, alarms, free registration of vehicles, other services).

The Impact on the consolldated statement of profit or loss and other comprehensive Income for the year 2018 are presented in the table:

Impact on profit for 2018
(BGN 000)
Revenue from the sale of goods (99)
Revenues from sales of services 26
Costs for external services 73
Impact on profit for 2018 I

2.2.1.B IFRS 9 "Financial Instruments"

IFRS 9 Financial Instruments replaces IAS 39 Financial Instruments: Recognition and Measurement for annual periods beginning on or after 1 January 2018, combining all three aspects of the accounting for financial Instruments: classification and measurement and accounting for the hedge.

The Group applies IFRS 9 for future periods beginning on or after 1 January 2018. The Group has not restated comparative Information that continues to be reported under IAS 39. The differences arising from the adoption of IFRS 9 are recognized directly in retained earnings / (uncovered loss) and non-controlling Interests.

The following table shows the impact net of tax on the transition to IFRS 9 on retained earnings / (uncovered loss) and non-controlling Interests at 1 January 2018.

Type of
adiustment
Impact on
transition at
1 January
BGN 000 2018
Retained earnings / (uncovered loss)
Cash and cash equivalents b) (141)
Deposits at banks b) (28)
Trade receivables b) (6 156)
Other receivables b) (837)
Financial assets a),b) (93)
Other financial Investments a),b) (9)
Non-current receivables b) (4 459)
Trade and other payables 139
Impact at January 1, 2018 a),b) (11 584)
Non-controlling participation
Cash and cash equivalents b) (12)
Term deposits In banks b) (4)
Trade and other recelvables b) 102
Financial assets a),b) (1)
Impact at January 1, 2018 a),b) 85
Total Equity
Impact at January 1, 2018 a),b) (11 499)

Deferred tax assets are not recognized as It Is estimated that they are unlikely to be utillzed through future taxable profits.

(a) Classification and evaluation

Under IFRS 9, after Initial recognition, financial assets are measured at fair value through profit or loss or amortized cost or at falr value in other comprehensive Income. The classification is based on two criteria: the asset management business model and whether the contractual cash flows of the Instrument are 'only principal and interest payments' on the outstanding principal.

The Group's business model is valued at the date of Initial application, 1 January 2018. The assessment of whether the contractual cash flows of the debt instruments consist solely of principal and interest based on the facts and circumstances of the Initial recognition of assets.

The following table presents the classification of each type of financial assets of the Group under IAS 39 and its subsequent classification and measurement under IFRS 9 at 1 January 2018.

Type of financial assat Catagory by
TAS CO
Catagory by
IFRS 9
Carry no
amount
under TAS 39
(BGN-000)
Carrying
amount
under IFRS 9
(BGN 000)
ו Cash and cash equivalents Credits and receivables Debt Instrument at
amortized cost
45 945 45 797
2 Term deposits in banks Credits and receivables Dept Instrument at
amortized cost
11 171 11 139
3 Trade and other receivables Credits and receivables Debt Instrument at
amorized cost
43 397 37 343
Other receivables Credits and receivables Debt Instrument at
amorized cost
30 822 29 985
5 Financia assets Available for sale
Held to maturity
Credits and receivables
An equity Instrument at
fair value through profit or
OSS
Dept Instrument at falr
value through profit or loss
Debt instrument at falr
value through OCI
Debt Instrument at
amortized cost
327 053 326 959
5 Other financial Investments Avallable for sale An equity Instrument at
fair value through profit or
OSS
2 391 2 387
7 Non-current receivables Credits and receivables Debt Instrument at
amortized cost
69 985 65 526
Total floancial names 530 764 519 1.26

There are no changes in the classffication and measurement of the financial liabilities of the Group.

An adjustment of BGN 139 thousand is reflected in a decrease in non-current !lab!!!tles and respectively in an increase of retained earnings / (accumulated loss) and is due to a recalculation of the present value of a long-term llability of the Group.

(b) Impalrment

The adoption of IFRS 9 substantially changed the Group's accounting for Impairment losses for financial assets by replacing the accrued loss approach of IAS 39 with the more forward-looking expected credit loss model (expected credit losses). IFRS 9 requires the Group to recognize a provision for expected credit losses for all debt Instruments that are not carried at fair value through profit or loss and for contract assets.

Instruments that fall under the new requirements include loans and other financial assets measured at amortzed cost / falr value through other comprehensive income, trade receivables, contract assets recognized and measured under IFRS 15 and credit commitments and some financial guarantee contracts (with the issuer) not reported at fair value through profit or loss.

Recognition of credit losses is no longer dependent on the occurrence of a credit loss event. Instead, the Group considers a wider range of Information in assessing expected credit losses, Including past events, current conditions, reasonable and supportive forecasts that affect the expected future cash flow of the instrument.

When Implementing this forward-looking approach, a distinction is made between:

of nancial Instruments whose credit quality has not significantly deteriorated since the intilative or have low credit risk (Phase 1), and

of nancial Instruments whose credit quality has detertorated significantly since the time of Initial recognition or where the credit risk is not iow (Phase 2)

o, Phase 3" covers financial assets that have objective evidence of impalment at the reporting date

12-month expected credit losses are recognized for the first category while the expected loss over the life of financial Instruments is recognized for the second category. Expected credit losses are determined as the difference between all contractual cash flows attr!butable to the Group and the cash flows it Is actually expected to receive ("cash deficit"). This difference is discounted at the original effective interest rate (or the effective interest rate corrected credit rate).

The calculation of the expected credit losses is determined on the probability-welghted estimate of credit losses over the expected period of the financial instruments.

Trade and other receivables, contracted assets, receivables on ioans granted

The Group applies a simplified depreciation model for financial assets falling within the scope of IFRS 9 (portfollo approach) based on Moody's statistics on the probability of execution, the default iosses and the expected credit losses. The statistical databases in question have the following temporal and geographical dimensions:

·External world-wide statistics for the period since 1990; •Local country statistics (adapting external to the local environment) for the period 2011-2017.

The set of Impalrment guldelines adopted by the Group Includes Information on the main types of financial assets (segregated In Individual portfolios) within the scope of IFRS 9 but malnly Includes the following types of assets:

  • oloan receivables loan receivables that are categorized depending on whether the Borrowing Company has a rated rating and whether the recelvables from such loans are overdue;
  • oTrade and other receivables a large group of receivables arising from the normal business activity of the Group and related to general transactions in the normal course of business. The Group divides the portfollo of the aforementioned assets Into 4 major portfolios according to their spectfic characteristics, namely:

(A) Corporate clients - Includes all receivables arising from commercial (non-financial) transactions that are further subdivided according to their geographic features (1) Sub Portfollo A - International clients (Including all types of international non-domestic customers) B - local clients (Including all local clients at the respective place of operation);

(8) Individual clients - the portfollo includes and other receivables (non-financial) from Individuals;

(C) Related parties - Includes all trade and other receivables from related parties of the Group as well as within the Group in accordance with the general requirements of IAS 24 Related Party Disclosures®;

(D) Surveillance receivables - the last portfollo Includes all other receivables that are overdue for more than 120 days but are not yet considered as being individually reviewed due to the specific nature of the relationship with the counterparty;

(E) Other Individually assessed receivables - all other receivables) that are overdue for more than 150 days and must be individually assessed for Impalrment.

Cash and deposits

Cash and deposits - Including cash held by the Group in banks, as well as deposits with a repayment term of more than 3 months from the reporting date.

The Group categorizes the banks In which it hoids cash on the basis of their rating agencies (Moody's, Fltch, S & P, BCRA) and, depending on it, applies a different percentage of the expected credit losses.

Receivables under finance leases

In determining the Impalment of finance lease receivables, the Group Is based on a three-ther approach that seeks to reflect the deterioration in the credit quality of the financial instrument. At each reporting date after the Initial recognition, the Group assesses to what extent the financial asset that Is the subject of the Impairment test is at each stage. The stage defines the relevant impalrments.

The Group uses a 5-point credit rating system for each transaction, the criteria of the system being used to consider both the lease asset, the transaction parameters (Inlitlal payment, term, residual value) and the financial status of the individual cilent.

In connection with the application of IFRS 9 In accounting for finance leases, the following segmentation Is used to determine the potential credit loss.

Group 1 - Financial assets that do not have a significant change in post-start credit risk and for which probable credit losses are calculated within the next 12 months.

In this category, all lease transactions with a rating of 1 to 3 are repaid and / or there is no deterioration In the qualitative Indicators. The expected loss amounts for the following 12 months are calculated on the basis of the probablity of default, the amount of exposure in respect of which the default could occur and the expected loss In the event of default.

The selected model differentlates the accrued expected loss by type of client and assigned credit rathg under the lease.

Group 2 - financial assets assigned a less favorable credit rating of 4 and 5 and / or deterloration of the qualitative indicators.

Leasing companies in the Group charge expected losses for the entire period up to the asset's life.

Group 3 - financial assets for which there is a significant deterioration in the qualitative Indicators. This category Includes all financial assets that did not fall Into the previous two groups, namely:

  • a) financial assets under active leasing contracts for which there is a significant delay in payments;
  • b) financial assets on terminated leasing contracts for which the leasing company has seized the leasing asset and at the date of the consolldated financial statement it Is In stock;
  • c) financial assets on terminated leasing contracts for which the leasing company has selzed the leasing asset and at the date of the consolidated financial statement it is already realized;
  • d) other financial assets under leasing contracts that do not fall under the previous three categories.

As a result of the adoption of IFRS 9, the Group has adopted the related amendments to IAS 1 Presentation of Financial Statements that require the Impalment loss on financial assets to be presented In a separate Ilne Item In the consolidated statement of profit or loss and other comprehensive income and consolidated statement of other comprehensive income.

In addition, the Group has adopted the related amendments to IFRS 7 "Financial Instruments: Disclosures" that are applicable to the disclosures for the year 2018 but are not fully applied to comparative Information.

The Group has adopted the following new and revised standards and Interpretations that are mandatory for application from 1 January 2018 that do not have an effect on the consolidated financial position and the results of its operations.

Explanation to IFRS 15 "Revenue from contracts with customers" (Issued on 12 April 2016), in force since 1 January 2018, adopted by the EU on 31 October 2017, published in the OJ on 9 November 2017;

Amendments to IFRS 4: Applicadon of IFRS 9 Financial Instruments to IFRS 4 Insurence Comtracts (Issued on September 12, 2016), effective January 1, 2018, adopted by the EU on 3 November 2017 , published In the OJ on 9 November 2017;

Annual Improvements to IFRS 2014-2016 (Issued December 8, 2016), effective January 1, 2018 / January 1, 2017, adopted by the EU on February 7, 2018, published In the OJ on 8 February 2018;

Amendments to IFRS 2 "Classification and measurement of share-based payment transactions" (Issued on 20 June 2016), in force since 1 January 2018, adopted by the EU on 26 February 2018, published in the OJ on February 26, 2018;

Amendments to IAS 40 "Transfer of Investment Property" (Issued December 8, 2016), effective January 1, 2018, adopted by the EU on March 14, 2018, published in the OJ on March 15, 2018;

IFRIC 22 "Foreign Currency Transactions and Prepayments" (Issued December 8, 2016), effective January 1, 2018, adopted by the EU on 28 March 2018, published In the Official Journal on 3 April 2018.

2.2.2 Standards, clarifications and changes to standards Issued by the IASB and accepted by the EU but not in force

At the date of preparation of these consolidated financial statements, the following standards and amendments to existing standards and interpretations have been Issued by the International Accounting Standards Board (IASB) but are not yet effective for annual periods beginning on or after 1 January 2018 have not been accepted for earlier application by the Group.

The management of the Group has judged that the following would have a potential effect In the future for changes In accounting policies and the classification and amounts of reportable tems in the consolidated financial statements for subsequent perfods and disclosing how it can be expected to affect disclosures, consolidated financial position and operating results when the Group adopts the first time.

IFRS 16 Leasing (Issued on January 13, 2016), effective January 1, 2019, adopted by the EU on 31 October 2017, published in the OJ on 9 November 2017.

IFRS 16 establishes the principles for the recognition, measurement, presentation and disclosure of the lease and requires lesses to account for all leases under a single balance sheet model similar to the accounting for finance leases under IAS 17 Leases. On the commencement date of the lessee will recognize an obligation to make lease payments (le, a lease liability) and an asset - entitlement to use the underlying asset over the lease term (le, the right to use the asset). Lessees will have to recognize separately the Interest expense on the lease obligation and the depreciation cost of the right to use the

C - Notes To The Consolidated Financial Statements For 2018

asset. Similarly, lesses will be required to re-determine the value of the lease llability at the occurrence of certain events (eg, change in the lease term, change in future lease payments as a resuit of an Index change or percentage used to determine such payments). In lessee will recognize the amount of the revaluation of the lease liability as an adjustment to the right to use the asset.

Essentially, accounting under IFRS 16 for lessors will not change significantly from current accounting in accordance with IAS 17. Lessors will continue to classify all leases by applying the same classification principle as IAS 17 and distinguishing between two types of lease: operational and financial.

In addition, IFRS 16 requires lesses and lessors to make more detailed disclosures than iAS 17.

Transition to IFRS 16

The Group plans to adopt IFRS 16 by applying a modified retrospective approach, with the curnulative effect of applying It being recognized on the date of initial application in the opening balance of the captal and no comparative Information is restated. The Group will choose to apply the Standard to contracts that were previously identified as a lease under IAS 17 and IFRIC 4. Therefore, the Group will not apply the Standard to contracts that were previously not Identified as leases under IAS 17 and IFRIC 4.

The Group will choose to use the exceptions proposed by the Standard for Leases for which the lease term ends within 12 months and Leases for which the underlying asset is of low value.

The management of the Parent Company has assessed the application of the Standard and, at the date of preparation of these consolidated financial statements, the expected effect is as follows:

BGN 000 Impact on
transition at
1 January
2019
Right-of-use assets
Property, plant and equipments, Incl: 26 306
Insurance business 15 172
Automotive business 7 604
Leasing business 744
Asset management and brokerage 490
Parent company 2 296
Impact at January 1, 2019 26 306
Lease liabilities
Impact at January 1, 2019 26 306

Amendments to IFRS 9 "Prepayments with Negative Compensation" (Issued 12 October 2017), In force since January 1, 2019, adopted by the EU on March 22, 2018, published In the OJ on March 26, 2018;

IFRIC 23 "Uncertainty In Taxation of Encome Tax" (Issued on 7 June 2017), in force since 1 January 2019, adopted by the EU on 23 October 2018, published In the OJ on 24 October 2018.

2.2.3 Standards and interpretations issued by the IASB / IFRIC not yet approved for implementation by the EU

The following new or revised standards, new Interpretations and amendments to existing standards that have not yet been approved by the EU at the reporting date and are therefore not taken Into account by the Group in the preparation of the consolidated financial statements.

IFRS 17 "Insurance Contracts" (Issued on 18 May 2017), in force since 1 January 2021;

In May 2017, the IASB published IFRS 17 Insurance Contracts (IFRS 17), a comprehensive new accounting standard for Insurance contracts covering recognition and measurement, and disclosure. After its entry Into force, IFRS 17 will replace IFRS 4 Insurance Contracts (IFRS 4), which was published In 2005. IFRS 17 applies to all types of insurance contracts (le life Insurance, direct Insurance and reinsurance) Irrespective of the type of enterprise that Issues them, as well as certain guarantees and financial Instruments with additional, non-guaranteed Income (discrettonary participation). There will be few exceptions to the scope. The overall objective of IFRS 17 Is to provide an accounting model of Insurance contracts that is more useful and consistent to Insurers.

Amendments to IAS 28 "Investments in Associates and Joint Ventures" (Issued 12 October 2017), effective from 1 January 2019;

Annual Improvements to IFRS 2017 (Issued December 12, 2017), effective from January 1, 2019;

Amendments to IAS 19 Employee Benefits - Amendment, curtailment or settlement of the plan (Issued on February 7, 2018) effective from 1 January 2019;

Changes in the Conceptual Financial Reporting Framework - (Issued on 29 March 2018), effective from 1 January 2020;

Amendments to IFRS 3 Business Combinations - (Issued on 22 October 2018) effective from 1 January 2020;

Amendments to IAS 1 "Presentation of Financial Statements" and IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" (Issued on 31 October 2018) effective from 1 January 2020.

2.3 Comparative data

The Group retains the presentation of the financial statements during the periods. Where necessary, comparative Information is reclassified to reflect the changes occurring in the current year.

2.4 Consolidation

The consolidated financial statements include a consolidated statement of financial position, a consolidated statement of profit or loss and other comprehensive Income, a consolidated cash flow statement and a consollated statement of changes in equity as of 31 December 2018. These statements Include the Parent Company and all subsidiary is consolidated by the Parent Company by holding, drectly or Indirectly, more than 50% of the voting shares of the ability to manage its financial and operating policies in order to obtain economic benefits from Its activities.

The full consolidation method is applied. Reports are aggregated in order, with items such as assets, flablities, property, Income and expense aggregated. All domestic transactions and balances between the group companies are eliminated. There is elimination of counter-elements: capital, financial, trade, goodwill on the acquisition date.

The non-controlling Interest in the subsidiaries is determined by the shareholder structure of the subsidiaries at the date of the consol!dated statement of financial position.

For business combinations covering enterprises or businesses under common control, the Group has opted to apply the purchase method in accordance with IFRS 3 Business Combinations. The Group has made an accounting policy choice regarding these transactions as they are currently outside the scope of IFRS 3 and do not contain guldance for them in existing IFRSs. According to IAS 8, In the absence of a standard or explanation that Is specifically applicable to an operation, other event or condition, management uses its own judgment to develop and apply accounting policles.

Principles of consolidation

Business combinations are accounted for using the purchase method requires the acquirer to recognize, separately from goodwill, acquiree's identifiable assets, llabilities assumed and participation that does not constitute control in the acquiree. Costs that are not directly related to the acquisition are attributable to profit or loss for the period.

The Identifiable assets acquired and the ilabilities assumed and contingent llabilities in a business combination are measured at fair value at the acquisition date regardless of the non-controlling interest. The Group has the ability to measure participations that do not represent control of the acquiree elther at fall value or as a pro rata share in the identifiable net assets of the acquiree.

The excess of the acquirition cost over the acquirer's share of the Identifiable assets, llabilities and contingent ilabilities of the acquiree is recognized as goodwill. If the cost of acquisition is lower than the Investor's interest In the fair values of the company, the difference is recognized directly in the consolidated statement of profit or loss and other comprehensive income for the period.

Self-recognized goodwill on the acquisitiaries is tested for impairment at least annually. Impalment losses on goodwill are not reversed. Gains or losses on disposal) of a subsidiary of the Group also include the carrying amount of the goodwill, the deductible for the (released) company.

Each recognized goodwill is identified as belonging to an object generating cash proceeds when a business combination is realized, and this object is applied when carrying out the Impairment tests. In determining the cash-generating entitles that were expected to benefit from future business combinations in the business combination and for which the goodwill itself arose.

Transactions with non-controlling interest

Non-controlling operations are treated by the Group as transactions with entitles owning the equity instruments of the Group. The effects of the sale of units of the Parent Company without loss of control to non-controlling interests are not treated as components of the Group's current profit or loss but as movements in the components of its equity. Conversely, in the case of purchases by the Parent Company of non-controlling interests of any non-controlling interests, any difference between the amount paid and the corresponding share of the net book value of the subsidiary's net assets is recognized directly in the consolidated statement of comprehensive income. changes in equity, usually to the "unallocated profit / (uncovered loss)" line.

When the Group ceases to have control and significant influence, any remaining minority investment as a share in the capital of the company concerned is remeasured at fair value, the difference to carrying amount being recognized in current profit or loss, respectively all amounts previously recogn!zed in other components of comprehensive income are accounted for, as in the case of a direct exemption operation, of ali those associated with the Initial Investment (in the subsidiary or associate).

2.5 Functional and reporting currency

The functional and reporting currency of the Group is the Buigarlan Lev. The data In the consolidated report and its annexes are presented in thousands of BGN. From 1 January 1999, the Buigarlan lev has a fixed exchange rate to the euro: BGN 1,95583 for 1 euro. Cash, receivables and payables denominated In foreign currencles are reported in BGN on the exchange rate at the date of the transaction and are revalued on an annual basis using the official exchange rate of the BNB on the last working day of the vear.

2.6 Accounting assumptions and approximate accounting estimates

The preparation of consolidated financial statements in accordance with IFRS adopted by the EU requires the Group's management to apply approximate accounting estimates and assumptions that affect the reported assets and liabilities and the disclosure of contingent assets and llabilities at the balance sheet date. Although the assessments are based on the knowledge of the current events management, the actual results may differ from the accounting estimates used.

Significant judgments

Deferred tax assets

Tax 1093

The assessment of the probablility of future taxable Income for the use of deferred tax assets Is based on the iast approved estimate, adjusted for significant non-taxable Income and expense, and specific restrictions on the transfer of unused tax losses or loans. If a rellable estimate of taxable income implies the probable use of a deferred tax asset, particularly in cases where the asset can be used without a time limit, the deferred tax asset is recognized as a whole. Recognition of deferred tax assets that are subject to certain legal or economic constraints or uncertainties is judged by the management on a case-by-case based on the specific facts and circumstances.

Revenue from contracts with customers

When recognizing revenue under contracts with customers, the management makes various judgments, estimates and assumptions that affect the reported revenue, expense, assets and ilabilities under contracts. Additional Information Is disclosed in attachment 2.7 Revenues

Uncertainty of accounting estimates

Evaluation of the pending payment reserve

The Reserve for Outstanding Payments Includes RBNS claims as at the date of the consolidated financial statements as well as unrecognized claims (IBNRs).

Liablities on claimed but unpaid claims are individually assessed for each claim based on the best estimate of expected cash outflows for them.

The assessment of the Ilabilities for the IBNR Is based on the assumption that the Group's experience in the development of claims from past years can be used to predict the future development of claims and their ultimate obligations. The development of claims is analyzed by year of event. Additional qualitative judgment is made to assess the extent to which past trends may not be applicable in the future.

The nature of the business makes it difficult to accurately determine the likely outcome of a particular damage and the overali amount of damage sustained. Any damage claimed is individually reviewed due to the circumstances, the Information provided by damage experts and the historical data on the amount of such damage. Estimates of damage are reviewed and updated regularly with new information available. Reserves are based on the current available Information.

The final amount of labilities, however, may differ as a result of subsequent events and catastrophic cases. The Impact of many circumstances that determine the final cost of settling the damage is difficult to predict. Difficulties in assessing reserves vary from one business class to another, depending on the insurance contracts, the complexity, the volume and the significance of the date of occurrence of the damage and the delay in making the claim.

The reserve for Incurred but unproven damages Is calculated on the basis of statistical and actuarial methods. The key method used or a combination of methods depends on the business class and the observed historical level of the biggest share In this reserve is Motor Third Party Llability (chvi llability of a motor vehicle).

The actuarial method used to determine technical provisions since 2016 Is In line with generally accepted actuarial practices and a unified approach to assessing the provision for unsecured and unannounced civil llability Insurance claims for all companies in the Group. The methodology is based on the Chain-Pillar method, which is based on the number of damages clalmed for a period of not less than 3 years. The amount of the provision for unforeseen damage has been calculated on the basis of the expected number of cialms and the average amount of damage.

The number of damages expected to be delayed is calculated on the Chain-Pliar Method based on the actuarlal triangles Claims Damages - Paid Damages and the Pending Payout Reserve at the Consolidated Financial Statement.

Claims on recourse claims

Claims on recourse claims by insurance companies and other Individuals (physically and legally) are recognized as an asset and Income when recourse is made to the extent that future economic benefits to the Group are expected. Receivables are reviewed on an individual basis on recognition and subsequently on any Impairment Indications.

The Group has the practice of settling claims on regressions from Insurance companies by offsetting Its claims on recourse claims.

Share of reinsurers in technical provisions

The Insurance companies of the Group are a party to quota reinsurance contracts that provide for the transfer of a share in the existing technical reserves upon the entry into force of the contract. IFRS does not provide for specific reporting requirements for such contracts. Due to the specific nature of this type of contract, the Group has made an analysis of the degree of risk transfer to the reinsurer and the results show that there Is such a transfer, contracts meet the objective criteria for the analysis, a commonly agreed stochastic model was used and the accepted reinsurer risk ilmit of 1%.

The Group has adopted an accounting for accounting for reinsurance contracts that at the date of entry into force of the contract, the Group recognizes the reinsurers share of the technical provisions as an asset and the corresponding change in the reinsurer's share of the technical provisions in the consolidated statement of profit or loss and other comprehensive income; other comprehensive income, and the liabilities to reinsurers under these contracts are recorded in the subsequent periods of the contracts.

During the term of the contracts In subsequent perfods, the Group will remlt to the respective percentage of premiums and damages on motor vehicle Insurance. Upon termination of reinsurance contracts, the reinsurers' share of the technical provisions will be released or transferred to another relnsurer. The terms of these contracts are indefinite and, by their nature, the contracts are Indefinite. Due to the conventions relating to the future development of the contracts and their cash flows, the management of the Group considers that the adopted accounting policy is appropriate.

Inventories - Impairment

At the end of the reporting perlod, the management reviews the available inventories - materials, commodities to determine whether there are those with a net reallzable value below their carrying amount. During this review as of 31.12.2018 there were no indications for Impairment of Inventories.

Impairment of property, plant and equipment

In accordance with IAS 36, at the reporting period, an estimate is made as to whether there is any indication that the value of an asset in property, plant and equipment is Impaired. In the case of such Indications, the recoverable amount of the asset is calculated and the impalment loss is determined. As of 31.12.2018. there is no Impairment of property, plant and equipment.

Actuarial assessments

In determining the present value of long-term employee retirement liabilities, calculations of certified actuaries based on mortally assumptions, staff turnover rates, future salary levels, and discount factors have been used, which assumptions have been judged by management to be reasonable and relevant for the Group.

Impairment of goodwill

The Group performs an Impalment test of goodwill at least once a year. The recoverable amounts of the unlis that generate cash are determined on the basis of the fair value, net of the cost of the sale. These calculations require the use of estimates as described in Note 34.

Impairment of loans and receivables and net investment in finance loasss

Accounting policy applicable until 31 December 2017

The Group uses a corrective account for the Impalrment of bad debts and non-recoverable receivables from counterpartles. Management assesses the adequacy of this Impalrment on the basis of an age analysis of claims, historical experience of the level of write-off of irrecoverable receivables, as well as a solvency analysis of the respective counterparty, changes in the agreed payment terms, If the financial position and performance of counterparties are worse than expected, the value of the receivables to be derecognised in subsequent reporting periods may be higher than expected at the reporting date.

Accounting policy applicable from 1 January 2018

·Net investment in finance leases

In determining the Impalment of finance lease receivables, the Group is based on a three-tier approach that seeks to reflect the deterioration in the credit quality of the financial Instrument. At each reporting date after the Initial recognition, the Group assesses to what extent the financial asset that Is the subject of the Impairment test Is at which stage. The stage defines the relevant Impairments. The Group uses a 5-point credit rating system for each transaction, with the system being used to consider both the lease asset, transaction parameters (Intitle) installinent, term, residual value) and the financial status of the individual client.

·Cash and cash equivalents

The Group categorizes the banks in which it holds cash on the basis of their rating agencies (Moody's, Fitch, S & P, BCRA) and, depending on it, applies a different percentage for the expected credit losses for 12 months.

· I cans receivables

The Group has loan receivables that are categorized depending on whether the borrower has a rating, and whether or not the rece!vables from such loans are overdue,

·Litigation and claims

The Group's court and assignment receivables are categorized in Group 3, respectively as such, they are Inclividually reviewed by the management and each such receivable is assigned an Individual Impairment.

Detailed Information about the Group's accounting policies and the applied Impairment model from 1 January 2018 are set out In Note 2.2.1. As at 31 December 2018, the management's best estimate of the expected credit losses of financial assets amounted to BGN 4,517 thousand (January 1, 2018: BGN 11,638 thousand).

Fair value of financial instruments

The management uses techniques to measure the fair value of financial Instruments In the absence of quoted prices in an active market. Details of the assumptions used are presented in the notes on financial assets and liabilities. In applying valuation techniques, management uses the market data and assumptions that market participants would use when evaluating a financial instrument. When no applicable market data is available, management uses its best estimate of the assumptions that market participants would make. These estimates may differ from the actual prices that would have been determined in a fair market transaction between Informed and willing parties at the end of the reporting period.

2.7 Revenues

Accounting policy applicable until 31 December 2017

Revenue In the Group Is recognized on the basis of the accrual principle and to the extent that the economic benefits are acquired by the Group and as long as the earnings can be reliably measured.

When selling goods, revenue is recognized when all significant risks and rewards of the goods are transferred to the buyer.

In the provision of services, revenue is recognized taking Into account the stage of completion of the transaction at the end of the reporting period if this stage can be measured reliably, as well as transaction costs.

Financial revenue generated by Eurohold Group stems from:

  • · Investment operations;
  • · dividends;
  • · Interest on loans granted.

Accounting policy applicable from 1 January 2018

Revenue from contracts with customers is recognized when the control of the goods or services is transferred to the clent in an amount that reflects the remuneration the Group expects to in exchange for those goods or services.

The Group recognizes revenue when (or Is) satisfied the obligation to perform, under the terms of the contract, by transferring the product or service to the client. An asset (product or service) Is transferred when (or as) a customer has control over that asset.

Clients' contracts typically include a single performance obligation: ·Sales of cars (spare parts); ·Car Services.

Sales are made under contracts with clients. Sales contracts with customers meet the criteria set out in IFRS 15. Typically, the Group expects to collect the remuneration for contracts with clients.

The following table provides Information on the Group's accounting policy for recognition of revenue and time to satisfy obligations for the execution of contracts with clients under IFRS 15 and IAS 18.

Type of
product /
service
Nature and timing of
fulfillment of performance
obligations, Including
essential payment
arrangements
Recognition of income under
IFRS 15 (effective from 2
January 2018)
Recognition of Income
under IAS 18
(applicable before 1
January 2018)
Car sales Performance obligations
satisfied at a certain point.
Customers receive control
when:
1 / the client has a legal
right of ownership;
2 / The Group has
transferred the physical
possession of the asset;
3 / the client carries
significant risks and benefits
from the asset:
4 / The Group has an
existing payment
entitlement.
The asset is derecognised at
the time the control is
transferred to the sold asset.
Involces are payable within
30-40 days.
Revenue from the sale of
vehicles is recognized by the
llablity method at a specified
time, In accordance with IFRS
15, when the control of the
vehicle is transferred to the
customer. This Is usually done
by passing the vehicles and the
physical knowledge of them to
the customer and the buyer has
accepted the goods In
accordance with the sales
contract.
The transaction price can be
defined as a market price,
reduced by discounts (net of
taxes), which may include flxed
remuneration and variable
remuneration.
The allocation of the transaction
price to the performance
obligations is based on unit sales
prices (market).
Revenue from sales is
recognized when
significant risks and
rewards are transferred
to the buyer when the
customer has accepted
the goods and has
reasonably confirmed
the resulting
receivables.
Revenue is recognized
when the amount of
revenue can be rellably
determined when the
Group may obtain future
economic benefits.
Revenue from
sales of short-
term assets
(spare parts
and
accessories)
Delivery occurs when the
assets have been shipped to
the customer, the risks of
potential losses have been
passed on to the buyer and /
or he has taken the assets In
accordance with the sales
contract. The usual payment
term Is up to 30 days after
delivery.
Revenues from sales of short-
term assets are recognized when
the control of the assets solo Is
transferred. Delivery occurs
when the assets have been
shipped to the client, the risks of
potential losses are passed on to
the buyer and either he has
accepted the assets In
accordance with the sale
contract.
Revenue Is recognized
when the significant
benefits and risks of
ownership of the assets
are transferred to the
buyer. It Is considered
that significant risks and
rewards have been
passed on to the buyer
when the customer has
accepted the assets
without oblection.

Type of
product /
68rvice
Nature and timing of
fulfiliment of performance
obligations, Including
essential payment
arrangements
Recognition of Income under
IFRS 15 {effective from 1
January 2018)
Recognition of Income
under IAS 18
(applicable before 1
January 2018)
Revenue from
services
The control Is transferred
when the service Is
performed. Receipt Is due
Immediately.
Revenue from services is
recognized using the llablility
method over time. If, at the end
of the reporting period, the
service contract Is not fully
reallzed, revenue is recognized
on the basis of the actual service
provided by the end of the
reporting period as a proportlon
of the total services to be
provided as the cilent receives
and consumes the benefits
simultaneously . This Is
determined on the basis of
actual time spent or reported
time for work, in relation to the
total expected time of service.
Revenue from provision
of services is recognized
on the basis of the stage
of completion of the
transaction at the
reporting date. The
stage of completion of
the transaction is
determined In
proportion to the term
of the contract for which
the services are agreed.
When the outcome of
the transaction (the
contract) can not be
rellably measured,
revenue is recognized
only to the extent that
the expenses Incurred
are recoverable.
Extended
warrantles
Separate obilgation to
Implement. They are
deferred If the Group is the
principal of the extended
guarantees.
It Is analyzed whether the
Group is a principal or an
agent.
The Group has found that, when
selling extended warranties, the
Group companies providing
extended guarantees have the
role of agent and the way of
reporting extended guarantees
changed. The Group considers
that all sales of extended
warranties and repairs should be
accounted for at the expense of
the manufacturer or the
Insurance company Car-
Guarantie Vesrsiherung AG
(whichever is the principal).
They were not a
separate obligation. The
sale was only reported
as Income from a
commodity without
alstributing the portion
of the extended
warrantv

C - Notes To This Consolidated Financial Statements For 2018

IFRS 15 does not have a material effect on the Group's accounting policles with respect to the other types of Income It recognizes.

The transaction price is the amount of the consideration the Group expects to be entitled to In exchange for the customer's transfer of the promised goods or services, except for amounts collected on behalf of third partles (eg value added tax). The consideration promised in the clent may Include fixed amounts, variable amounts, or both.

The Group examines whether there are other promises that are separate performance obligations for which part of the transaction price should be ailocated.

When determining the transaction price, account is taken of variable remuneration, Including price discounts, the existence of significant components of funding, non-monetary remuneration and remuneration payable to the client (if any).

In the contracts of the Group companies there are discounts that the clent receives at the sale and which are reported as a reduction of the total price. In accordance with the requirement of IFRS 15, all discounts are reported as a reduction in sales revenue, at the same time as recognizing the sale proceeds of the goods for which the respective discounts are due. The policy of recognition of due price discounts applied so far does not differ from the requirements of IFRS 15.

The Group has reviewed its accounting policies and has assessed the areas in which there are changes from the application of IFRS 15.

>Free goods

For a large number of contracts, the Group provides free of charge to Its customers free of charge (In the form of accessories, tires, alarms, etc.).

The provision of additional goods (In the form of an alarm, tires or accessories) Is a separate obligation to perform.

In accordance with IFRS 15, the Group recognizes these free goods as variable remuneration, thereby reducing the fixed price of the price list if they are provided additionally and free of charge.

>Sales with redemption capability

Revenue is recognized when the vehicle is sold, but the redemption option is deducted from revenue and recognized as deferred Income, as well as a llability to the customer for redemption. Similariy, the estimate of the vaiue of the vehicle to be returned is reduced by the cost of the sale and is also deferred.

The group has estimated that In 2018, no contractual obligations in relation to a redemption option.

Approach for recognizing major types of revenue under customer contracts

Revenue from sale is reallzed by the following:

car sales; >car leasing; >services, repair services; >sales of spare parts.

Revenue from car sales

Revenue from the sale of vehicles is recognized by the method of meeting the obligations at a specific time In accordance with IFRS 15 when the control of the good is transferred to the customer.

This is usually the case with the passing of the cars and the physical knowledge to them by the customer and the buyer has accepted the goods in accordance with the sales contract.

For most contracts, there is a fixed unit price for each contract, taking into account the discounts provided to the clent. The group is able to determine the distribution of the total contract price (delivery, order) for each site based on the scope of the goods / services that form the performance obligations.

The distribution of the transaction price to the performance obligations is based on unlt sales prices (contractual or market).

Revenue from services

Revenue from provision of services in the period in which the services are provided. The group transfers control over the service over time and therefore satisfies the obligation to execute and recognizes revenue over time. If, by the end of the reporting period, the service contract has not been fully Implemented, revenue is recognized using the Inputs method based on actual time spent on work, over the total expected service delivery time.

In cases where the services provided by the Group exceed the payment, an asset is recognized under the contract. If payments exceed the services provided, a llability under a contract is recognized.

Revenue from sales of current assets

Revenues from sales of short-term assets and material are recognized when the control of the assess sold is transferred. Delivery occurs when the assets have been shipped to the customer, the risks of potential losses are transferred to the buyer and / or he has accepted the assets in accordance with the sale contract.

Principal or agent

The group is the principal when controlling the promised product or service before transferring it to the customer. The Group is an agent if the Group's obligation to perform is to arrange the delivery of the goods or services from a third party.

The signs that it is the principal Includes:

  • The Group has the primary responsibility for Implementing the provide a particular good or service:

  • There is a risk to the Group's Inventory before the specific good or service Is transferred to the customer or after the transfer of the client's control :

  • The Group has discretion In determining the price of the particular good or service.

Transactions where it is the principal

The Group is the principal in the following transactions:

Sales of cars;

Sales of spare parts;

AddItional Services;

Sales of olls.

The Group is an agent for the following transactions:

Sales of extended guarantees;

Sale of fuel with cards;

Extended warranty repair services.

The Group has established that it is an agent in the sale of extended warranties and in the sale of fuels through cards. The Group accepts that all repairs carried out should be accounted for at the expense of the manufacturer / Insurer party to the contracts for these guarantees.

Extended warrantles

In the case of car sales, an extended warranty can be purchased, which can be purchased separately.

The extended guarantees are a separate performance obligation, which should be deferred if the Group is the principal. If the extended guarantees are issued by the Group Is an agent and should account for the revenue from these sales as an agent on a net basis.

The group has found to be an agent and has changed its way of reporting on extended guarantees.

Other revenues/Income

Other Income Includes operations that are includental to the Group's core activities and are income or Income that are recognized under other standards and are outside the scope of IFRS 15.

The following table provides information about the material conditions and related policies for recognizing other earnings.

Income IFRS / IAS -
Applicable to
Recognition
of Revenue
(Income)
Recognition approach
Net gain on the sale of
property, plant and
equipment and
Intangible assets
IAS 16
IAS 38
Galns or losses arising on the disposal of a property, plant.
equipment or intancible asset as a result of a sale are Included in
profit or loss when the asset is derecognised. The asset is
derecognised at the time the control is transferred to the sold
asset.
Rental Income IAS 17 Lease Income from operating leases Is recognized as income on a
straight-line basis over the lease term unless the Group's
management considers that another systematic basis reflects the
timing model in which the lessor's benefit is reduced leased asset.
Surplus assets and
asset liquidation
Conceptual
framework
Revenues from surplus assets are recognized when surpluses are
established.
Income from Insurance
events
Conceptual
framework
Revenue Is recognized when the Group's right to receive the
payment is established.
Income from penalties Revenue is recognized when the Group's right to receive the
payment Is established.
Income from write-off
of liabilities
IFRS 9 Revenue from write-offs Is recognized when the llability expires or
the creditor waives its rights.

Interest income

Interest income is accounted for using the effective Interest method, which is the percentage that accurately discounts the expected future cash payments for the expected term of the financial instrument or for a shorter perlod, where appropriate, to the carrying amount of the financial asset. Income is Included In the financial Income In the consolldated statement of profit or loss and other comprehensive Income.

Dividend income shall be recognized when the right to receive them is established statement of profit or loss and other comprehensive income, the dividents declared for the financial year by the subsidiaries are recognized as internal estimates and therefore do not participate in the formation of the financial result.

The financial revenue generated by Eurohold Group generated stems from:

  • · Investment operations;
  • · positive differences from operations with financial instruments and currency exchange operations;
  • · fee and commission income;
  • · ålvidends;
  • · Interest on loans granted.

2.8 Expenses

Expenses In the Group are recognized at the time they are incurred and based on the principles of accrual and comparablity.

Administrative expenses are recognized as expenses incurred during the year that are related to the management and administration of the Group companies, Including expenses related to administrative staff, management staff, office and other external services.

Financial costs Include: costs arising from Investment operations, negative financial operations and currency exchange rate differences, Interest expense on bank and commercial loans and debt securities, and charges for fees and commissions.

Prepayments (deferred expenses) are deferred for recognition as current expense over the period in which the contracts to which they relate are met.

Other operating Income and expenses include items of a minor nature in respect of the core business of the Group companles.

2.9 Interests

Interest Income and expense are recognized in the consolidated statement of profit or loss and other comprehensive income using the effective interest method. The effective Interest rate is the one that accurately discounts the expected future cash payments and proceeds over the life of the financial asset or llablity to the carrying amount of the asset or ilability. The effective interest rate is determined at the initial recognition of the financial asset or liability and is not subsequently adjusted.

The calculation of the effective Interest rate includes all commissions received or paid, transaction costs, as well as discounts or premiums that are an Integral part of the effective Interest rate.

Transaction costs are intrinsic costs directly attributable to the acquilsition, Issue or disposal of a financial asset or llability.

Interest Income and expense presented in the consolidated statement of profit or loss and other comprehensive Income Includes: Interest recognized on an effective Interest rate basis on financial assets and liabilities measured at amortized cost.

Unprofitable financial Income represents the difference between the gross and net Investment in the lease, the gross Investment In the lease being the amount of the minimum lease payments and the unguaranteed residual value accrued to the lessor. Interest income from lease transactions (financial Income) Is allocated over the term of the lease and Is recognized on a constant perlodic rate of return on the lessor's net Investment.

2.10 Fees and commissions

Fees and commissions income and expense that are an integral part of the effective Interest rate for a financial asset or liability are Included In the calculation of the effective Interest rate.

Other fee and commission income, including fees for logistics services, Insurance and other Intermediation, are recognized through the performance of the related services.

Other charges for fees and commissions related mainly to banking services are recognized on receipt of the related services.

2.11 Segment Reporting

An operating segment is a component of the Group that engages in revenue-generating activities and costs, Including Income and expense, that relate to transactions with of the Group's other components.

For management purposes, the Group is organized into business units based on the products and services they provide and Includes the following reportable segments:

Insurance:

· Insurance Services

Financial services:

· Lease services · Investment Intermediation

Car cales:

·Sale of new cars ·Auto services ·Rental services

2.11.1 Insurance business

Recognition and measurement of insurance contracts

Non-life Insurance premiums

Non-Iffe Insurance premiums are booked on an annual basis.

Gross gross premiums written for non-life Insurance are the direct Insurance or co-Insurance contracts that were concluded during the year, although the premiums may be wholly or party related to a later accounting period. Premiums are reported gross of commissions paid by Intermediaries.

The portion of the insurance premiums written, Including unexpired Insurance contracts, is recognized as Income. Subscribed Insurance premiums are recognized at the date of the Insurance contract.

Premiums paid to reinsurers are recognized as an expense in accordance with reinsurance services received.

Health Insurance premiums

Subscribed health Insurance premiums are recognized as income on the basis of the annual premium payable by Insured persons for the premium period beginning In the financial year or the one-time premium payable for the entire coverage period for annual health Insurance contracts concluded during the financial уеаг.

Gross written health Insurance premiums are not recognized when future cash receipts are not certain. The recorded health Insurance premiums are shown gross of commissions due to agents.

Life Insurance premiums

Subscribed Ilfe Insurance premiums are recognized as Income on the annual premium payable by the insured persons for the premium period commending in the financial year or the one-time premium payable over the entire policy coverage period concluded during the financial year.

Gross written premiums are not recognized when future cash receipts are uncertain. Subscribed premiums are shown gross of commissions due to agents.

C - NOTES TO THE CONSOLIDATING ETNANCYAL STATEMENTS FOR 2018

The unearned premium reserve

The carry-over reserve consists of the portion of gross written insurance / health Insurance premiums that is calculated to be earned in the next or further financial periods. The carry-over provision Includes accrued and recognized insurance premiums during the reporting period less the premiums written to reinsurers that are to be recognized in the next financial year or subsequent financial periods. The reserve is calculated separately for each Insurance / health Insurance contract using a proportional daily basis method. The carryover provision is calculated as net of commission to intermediaries, advertising and other acquisition costs.

Reserve for unexplred risks

The reserve is formed to cover risks for the time between the end of the reporting period and the explry date of the relevant Insurance / health Insurance contract In order to cover the payments and expenses expected to exceed the prepaid reserve.

Compensations arising from general insurance and health insurance and pending damages

Compensations incurred in respect of non-life insurance and health insurance include benefits and processing costs payable during the financial year together with the amendment to the pending loss reserve.

Management is of the opinion that the gross prudential reserve and the relevant share of the reinsurers' reserves are fairly presented on the basis of the Information available to them at the date of the consolldated financial statements, the final obligation will change as a result of subsequent Information and events and may require material adjustment of the amount Initially charged. Corrections to the pending loss reserve established In previous years are recognized in the consolidated financial statements for the period In which the adjustments are made and disclosed separately if they are material. The methods to be used and the estimates to be made when calculating the reserve are reviewed on a regular basis.

Reinsurance

In Its normal course of business, the Insurance companies in the Group assign a risk to relnsurers in order to reduce their potential net losses through risk diversification. Relnsurance does not cancel the direct liability of the company concerned to the Insured.

Reinsurance assets include the balances due from reinsurance for ceded insurance liabilities. Recovery values from relissurers are valued in a similar way as for outstanding claims reserves or terminated claims related to reinsured policles.

Premiums and losses relating to these reinsurance contracts are treated as Income and expense in the same way as would be considered if reinsurance was a direct business, taking into account the classification of reinsurance business products.

Coupled (or accepted) premiums and reimbursed benefits (or pald damages) are reported in the consolidated statement of profit or loss and other comprehensive income and the consolidated statement of financial position as gross amounts.

Contracts where substantial Insurance risk Is transferred are accounted for as Insurance contracts. Recoverable amounts are recognized in the same year as the corresponding loss.

Premiums on long-term reinsurance contracts are accounted for in parallel with the perfod of validity of related insurance policies, using similar as those for accounting for the relevant policies,

The recoverable amount of receivables under reinsurance contracts is reviewed for impairment at each date of the consolidated statement of financial position. Such assets are valued if objective evidence exists as a

result of an event occurring after its initial recognition.

Deferred acquisition costs

Deferred acquisition costs represent the amount of the acquilsition cost deduction of the carry-over provision reserve. They are defined as the portion of the acquisition cost under the end-of-period contracts as a percentage of the Insurance technical plan and relating to the time between the end of the reporting period and the expiry date of the insurance contract. Current acquilsition costs are recognized as an expense during the reporting period.

Acquisition costs

Costs of commissions Include accrued commissions to Intermediaries, costs of participating in the result that are charged to the Insured / health Insured persons at a low loss rate. Indinect acquisition costs Include advertising costs and costs arising from the conclusion or renewal of insurance contracts.

2.11.2 Leasing activity

The leasing activity of the Group is related to leasing of transport equipment, real estate, etc., under contracts for financial and operational leasing.

A finance lease contract Is an arrangement under which the lessee the right to use a particular asset for an agreed term for remuneration. Leases are accounted for as finance when the lessor transfers to the lessee all significant risks and rewards Incidental to the ownership of the asset.

Typlcal Indicators that the Group considers to determine whether all material risks and rewards are transferred include: the present value of the minimum lease payments as compared to the beginning of the lease; the term of the lease relative to the economic life of the leased asset; and whether the lessee will acquire ownership of the leased as the end of the lease term. All other leasing contracts that do not transfer substantially all the risks and rewards of ownership of the asset are classified as operating leases.

Minimum lease payments

Minimum lease payments are those payments that the lessee will make or may be required to make during the lease term. From the point of the Group, the minimum lease payments also include the residual value of the asset guaranteed by a third party to the Group, provided that that party is financially capable of meeting its commitment under the guarantee or redemption agreement. In the minimum lease payments, the Group also Includes the cost of exercising any option that the lessee holds to purchase the asset, and at the beginning of the iease it is highly certain that the option will be exercised.

Minimum iease payments do not include contingent rentals, as well as service and tax charges that are paid by the Group and subsequently re-involced to the lessee.

Beginning of the lease contract and beginning of the lease term

A distinction is made between the lease and the commencement of the lease term. Start of the lease Is the earler of the two dates - the lease agreement of the partles to the basic terms of the lease. At that date: the lease is classified as a finance or operating lease; and in the case of a finance lease, the amounts to be recognized at the start of the lease term are determined. The start of the lease term is the date from which the lessee can exercise the right to use the leased asset. This Is also the date on which the Group initially recognized the lease receivable.

Initial and post evaluation

Initially, the Group recognizes a lease receivable equal to its net includes the present value of the minimum lease payments and any unguaranteed residual value for the Group. The present value is calculated by discounting the minimum lease payments payable with the interest in the lease.

Inlitial direct costs are included in the finance lease receivable. During the term of the lease, the Group charges financial income under finance leases) to the net investment.

Receivables under finance leases

Lease payments received are treated as a reduction in the net Investment of principal) and recognition of financial income in a way that ensures a constant rate of return on the net investment. Subsequently, net Investment In finance lease contracts is net, net of Individual and portfollo provisions for uncollectability.

2.11.3 Financial intermediation activity

Financial Intermediation is related to transactions with financial Instruments. They are classified as financial assets as part of an Investment portfollo or as part of a trading portfolio.

Financial assess are initially measured at fair value, adjusted for transaction costs, except for financial assets at fair value through profit or loss and trade receivables that do not have a significant financial component. The Initial measurement of financial assets at falr value through profit or loss Is not adjusted for transaction costs that are reported as current expenses.

Financial assets at fair value through profit or loss

Financial assets for which a business model "held for contractual cash flows" or a business model "held for collection and sale" is not applicable, as well as financial assets whose contractual cash flows are not only principal and interest payments are reported at fair value through profit or loss. All derivative financial Instruments are reported in this category except for those that are designated and effective as hedging Instruments and for which hedge accounting requirements apply.

Changes In the fair value of assets in this category are reflected in profit or loss. The fair value of financial assets In this category Is determined using elther quoted market prices or using valuation techniques in the absence of an active market.

This category classifies the securities from the trading portfolio and the equity instruments of the Investment portfollo of the flim.

According to the Risk Management Rules of EURO-FINANCE AD, subsequent valuation of financial Instruments from the trading book is made on a dally basis, at easily accessible closing prices from an Independent source such as stock prices or prices from market information systems, quotes from independent brokers with good reputation. In the market valuation, the more conservative of the Buy and Sell rates Is used unless EURO-FINANCE AD is significant to the market participant for the respective financial Instrument and can close its position at an average market price.

When market valuation is not possible, the company uses a model to evaluate its positions and portfolios.

A subsequent valuation of its assets in the trading book under the following procedures:

/ 1 / For Bulgarian and fights admitted to trading on a regulated securities market in the Republic of Bulgarian shares and rights admitted for trading on a regulated market In Member States:

a/ at the last price of a transaction concluded with them, announced In the stock exchange bulleth, If the volume of the transactions concluded with them for the day is not less than 0.02 per cent of the volume of the respective Issue or reaches the estimated volume.

b/ If a price can not be determined under (a) - the arthmetic mean of the highest bid price or short selling respectively of the orders that are valid at the time of closing the regulated market on the estimated day , and the last price of a transaction concluded with the relevant securities for the same day.

c/ In the event that for the valuation day there are no deals with securities of the respective issue, the average of the highest bld or short selling offer respectively, valid at the moment of closing the regulated market for the assessed day, and the welghted average price of the last prices of the transactions concluded with the relevant securities and the traded volumes within the last 30-day per od.

d/ If it is not possible to apply the valuation methods in a-c as well as for the non-traded shares, the post evaluation shall be based on the net book value of the assets.

/ 2 / For units of collective investment undertakings not traded on a regulated market, Including In cases of temporary suspension of redemption:

a/ at the last announced redemption price.

b/ at the last designated and announced Issue value per unit, less the amount of the unit-redemption and redemption costs provided for under the fund rules, in cases where the collective investment scheme has not reached the minimum amount of the net asset value.

/3/ for derivative financial instruments - in the order indicated in / 1 /, and in case of impossibility to apply this method of valuation - by an appropriate model for valuation of derivative financial instruments.

/4/ for Bulgarlan and foreign bonds, as well as government securities Issued pursuant to BNB Ordinance No. 5 - by the method of discounted future net cash flows with a discount factor consisting of a risk-free rate and a risk premium.

/5/ for foreign securities admitted for trading on internationally recognized and liquid regulated securities markets abroad:

a) at the last price of a transaction concluded with them on the relevant market on the day of valuation;

b) if it is not possible to apply the valuation method under "a", the valuation shall be made at the "buy" or "sell" price, upon closing of the market on the valuation announced in the electronic securities price Information system;

c) if it is impossible to apply the assessment method under letter b) the valuation shall be made at the last price of a transaction concluded with them within the last 30-day period;

/6/ In cases where there is no trading on a regulated market in working days for the country, the valuation valid for the day of the last trading session shall be accepted. In the subsequent assessment of bonds under the first sentence, the accrued interest for the respective days shall also be reported.

Price sources are regulated securities - the Bulgarian Stock Exchange and foreign regulated markets where the relevant securities are traded.

Quotation sources can be recognized by world news agencies such as REUTERS, BLOOMBERG, and so on.

Der vatives

Derivatives are off-balance sheet financial instruments the value of which is determined on the basis of Interest rates, exchange rates or other market prices. Derivatives are an effective tool for managing market risk and limiting exposure to a counterparty.

The most commonly used derivatives are:

  • · forelgn exchange swap;
  • · Interest rate swap;
  • o floors and cellings;
  • · Forward foreign exchange and Interest rate contracts;
  • · futures;
  • options. 0

All derivative financial Instruments used for hedging are initially recognized at fair value and subsequently measured at fair value in the statement of financial position.

For derivatives, the same procedures for controlling market and credit risk apply as for other financial Instruments. They aggregate with other exposures to monitor the total exposure to a counterparty and are managed within the limits approved for the counterparty.

Derivatives are held for trading purposes as well as hedging Instruments used to manage Interest rate and currency risk. Derlvatives held for trading are measured at fair value and losses are reported in the consolidated statement of profit or loss and other comprehensive Income as a result of trading transactions.

2.12 Taxes

Income tax

Current tax comprises the amount of tax to be paid on the expected taxable profit for the period based on the effective tax rate applicable at the date of preparation of the consolvated statement of financial position and any adjustments to past tax payable.

Current taxes on profits of Bulgarian companies in the Group are determined in accordance with the requirements of Bulgarian tax legislation - the Corporate Income Tax Act. The nominal tax rate for Bulgarla in 2018 Is 10% (2017: 10%).

Subsidiaries abroad are taxed according to the requirements of the relevant tax laws by country at the following tax rates:

Country Tax rate
2018 2017
Romanla 16% 16%
Northern Macedonla 10% 10%
Ukra ne 18% 18%
Georgia 15% 15%
Greece 29% 29%

Deferred tax

Deferred tax is calculated by applying the balance sheet method to all temporary differences between the carrying amount of the financial statements and the amounts for tax purposes.

Deferred tax Is calculated on the tax rate that Is expected to be incurred when the asset Is realized or the liablily is settled. The effect on deferred tax rates Is recognized in the consolidated statement of profit or loss and other comprehensive Income except when it relates to amounts previously accrued or accounted for directly in equity.

A deferred tax asset Is recognized only to the extent that future profits will be available against which unused tax losses or tax credit can be utilized. Deferred tax assets are reduced in line with the decrease in probability of tax benefits.

As at 31.12.2018 the deferred taxes on the profits of the Group companies are assessed at a rate valld for 2019, which for the Bulgarian companies Is 10% and for the subsidiaries abroad Is as follows:

Country Tax rate for 2019
Romania 16%
Northern Macedonia 10%
Ukralne 18%
Georgia 15%
Greece 29%

2.13. Non-current assets

2.13.1 Property, plant and equipment

Fixed tangible assets are measured at cost less the amount of accrued amortization and any impalment osses.

The Group has set a mater!allty threshold of BGN 700 below which the assets acquired, desplie having a characteristic of a fixed asset, are reported as current expense at the time they are acquired.

Initial acquisition

Initial valuation of tangible fixed assets is carried out:

At acquisition cost, which includes: the purchase price (Including customs dutles and non-recoverable taxes), all direct costs of bringing an asset into working condition in accordance with its Intended purpose for assets acquired from external sources;

At fair value: for those received as a result of a free transaction;

Under assessment: accepted by the court, and all direct costs of bringing an asset Into working condition in accordance with its purpose - for assets received as an in-kind contribution.

Borrowing costs directly actributable to the acquisition or production of a qualifying asset are included in the acquisition cost (cost) of that asset. All other borrowing costs are reported as current in profit or loss for the perlod.

Subsequent assessment

The Group's approach to subsequent baluation of property, plant and equipment is the cost model under IAS 16, the historical cost of acquisition, less accumulated depreciation and accumulated Impairment losses.

Subsequent costs

Subsequent repair and maintenance costs are recognized in the consolidated statement of profit or loss and other comprehensive income at the time they are performed unless there is clear evidence that their performance will result in Increased economic benefits from the use of the asset. Then these costs are capitalized at the asset's carrying amount.

Gains and losses on sale

In the case of a sale of tangible fixed assets, the difference between the carrying amount and the sale price of the asset is recognized as a gain or loss in the consolidated statement of profit or loss and other comprehensive Income.

Write-off of tangible fixed assets on the balance sheet is at the time of sale or when the asset is definitively disposed of and after the write-off is not expected to have any other economic benefits.

Depreciation methods

The Group applies a straight-line depreciation of assets begins in the month following the month of acquisition. The land assets under construction are not depreciated. Useful life by group of assets Is consistent with: physical wear and tear, specifics of the equipment, future intentions for use, and the assumed obsolescence.

The defined useful !!fe by group of assets Is as follows:

Asset group Useful IIfe In years
Bulldings 25-46
Machinery and equipment 3-10
Vehicles 4-6
Business Inventory 3-19
Computers 2-5

Impairment

The carrying amounts of tangible fixed assets are reviewed for Impalment when there are events or changes In droumstances that Indicate that the carrying amount may be permanently different from their recoverable amount. If there are such Indicators that the estimated recoverable amount Is lower than their carryIng amount, the latter Is adjusted to the recoverable amount of the assets.

Impalrment losses are recognized as an expense in the consolidated statement of profit or loss and other comprehensive Income In the year of their occurrence.

2.13.2 Intangible assets

Intangible assets are presented in the consolidated financial statements at cost less accumulated amortization and any impairment losses.

The Group applies a straight-line method of amortization of intangible assets over a useful life of 5-7 years.

The carrying amount of Intangible assets Is reviewed for Impalment when there are events or changes in circumstances that indicate that the carrying amount could exceed their recoverable amount.

2.13.3 Investment property

Investment property is such property that is held for rent or capital galns, or both, but not for sale in the ordinary course of business of the Group, or for the use of services or administrative needs,

Investment property !s measured on the basis of the present fair value with any change reflected as a gain or oss.

2.14 Pension and other payables to employees and social legislation staff

The employment and social security relations with the employees of the Group are based on the provisions of the Labor Code and the provisions of the current Insurance legislation for the companies operating In Bulgarla, the Romanian Code - for the companies In Romania, the labor legislation for the companies In Ukraine , of labor law for companies in Northern Macedonia.

Short-term employee benefits

Llablities for short-term employee benefits are measured on an undiscounted basis and are recognized as an expense when the related service is provided. Llabilities are recognized for the amount expected to be paid on a short-term cash bonus or profit-sharing plan if the Group has a legal or constructive obligation to pay that amount as a result of past service provided by an employee and the llability may be evaluate rellably.

The Group recognizes as an obligation the undiscounted amount of estimated expense paid annual leave expected to be pald to employees in exchange for their work for the past reporting perlod.

Defined contribution plans

A defined contribution plan is a post-employment benefit plan whereby the Group pays contributions to another person and has no legal or constructive obligation to pay additional amounts afterwards. The Government of Buigaria Is responsible for providing pensions under defined contribution plans. Expenses on the Group's commitment to transfer contributions to defined contribution plans are recognized in profit or loss on an ongoing basis.

Termination benefits

Termination benefits are recognized as an expense when the Group has committed itself clearly, without any real possibility of withdrawal, with a formal detailed plan elther to terminate a business relationship before the normal retirement date or to provide termination benefits as a resuit of a proposal , made to encourage voluntary departure.

Termination benefits for voluntary departure are recognized as an expense if the Group has made a formal offer for voluntary termination, and it is probable that the offer will be accepted and the number of acceptances can be estimated rellably. If benefits are due more than 12 months after the end of the reporting period, they are discounted to their present value.

2.15 Financial assets

2.15.1 Investments in non-current financial assets

Undertakings In which the Group holds between 20% and 50% of the voting rights and may have significant Influence but not exercise control functions are considered as associates.

Investments In associates are accounted for using the equity method. Under the equity method, an Investment in an associate is recognized in the consolidated statement of financial position at cost plus any changes in the Group's share of the associate's net assets after the acquisition. The goodwill associated with the associate is included in the carrying amount of the Investment and is not amortized. The consolidated statement of profit or loss reflects the share of the associate's operating results. The share of the profit is displayed on the face of the report.

2.15.2 Investments in financial instruments

Accounting policy applicable until 31 December 2017

Financial assets within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, such as loans and receivables, held-to-maturity Investments, available-for-sale financial assets or derivatives designated as hedging in an effective hedge when this is appropriate. The Group determines the classification of its financial instruments upon initial recognition.

The Group's financial assets Include cash and short-term deposits, trade and other receivables, quoted and unlisted financial Instruments and derivatives of financial Instruments.

Cash and cash gaulvalonts

Cash includes cash, current accounts and short-term deposits in banks with an original maturity of up to 3 months.

Term deposits at banks

Deposits with banks are recelvables from banks on Invested free cash resources in the form of time deposits with an orlginal maturity of over 3 months. Deposits are measured and presented in the consolidated statement of financial position at amortized cost.

Financial assets at fair value through profit or loss

Financial assets measured at fair value through profit or loss Include financial assets held for trading and those that are Initially recognized as financial assets at fair value. Financial assets that are usually acquired with Intent to be sold in the near future are classified as held for trading.

Investments held to maturity

Held-to-maturity investments are financial assets that are not derivatives and have fixed or determinable payments and fixed maturity and which the Group has a positive Intent and ability to hold to maturity.

These Investments are Initially recognized at cost, which represents the cost of the consideration paid to acquire the Investment. All transaction costs that are directly related to the acquisition are also Included In the acquisition cost. After an Initial assessment, held-to-maturity investments are measured at amortized cost using the effective Interest method. Galns and losses on held-to-maturity Investments are recognized In the consolidated statement of profit or loss and other comprehensive Income when the Investment Is derecognised or impaired.

Loans and other receivables

Borrowings and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.

These financial assets are Initially recognized at cost, which is the fair value paid for the acquisition of the financial assets. All transaction costs that are directly related to the acquisition are also included in the acquisition cost. After Initial assessment, loans and receivables are measured at amortized cost using the effective Interest method. Gains or loans and receivables are recognized in the consolidated statement of profit or loss and other comprehensive income when derecognised or Impaired, as well as through the amortization process.

Avallable-for-sale financial assats

Avallable-for-sale financial assets are non-derivative financial assets that are designated as such and are not classified in any of the above three categories.

These Investments are initially measured at fair value. After Initial recognition, available-for-sale financial assets are measured at fair value. Unrealized gains or losses on fair value are reported in a separate component of the other comprehensive income until financial assets are derecognised or impaired. Upon write-off or Impairment, cumulative gains or losses previously recognized in the consolidated statement of profit or loss and other comprehensive income.

Derivative financial Instruments

Derivative financial instruments are classified as held for trading unless they are effective hedging instruments. All derivatives are accounted for as assets when the fair values are positive and as llabilities when the fair values are negative.

Accounting policy applicable from 1 January 2018

· Recognition and derecognition

Financial assets and financial llabilities are recognized when the Group becomes a party to the contractual terms of the financial instrument.

Financial assets are derecognized when the contractual rights to the cash flows from the financial asset expire or when the financial asset and substantlally all the risks and rewards are transferred.

Financial liabilities are derecognized when the obligation specified is fuffiled is derecognized or expires.

· Classification and Initial measurement of financial assets

Financial assets are Initially measured at falr value, adjusted for transaction costs, except for financial assets at falr value through profit or loss and trade receivabies that do not have a significant financial component. The Initial measurement of financial assets at fair value through profit or ioss Is not adjusted for transaction costs that are reported as current expenses. The initial measurement of trade receivables that do not have a significant financial component represents the transaction price under IFRS 15.

Depending on the method of subsequent reporting, financial assets are classified into one of the following categories:

  • ·debt Instruments at amortized cost;
  • ·Financial assets at fair value through profit or loss;

oFinancial assets at fair value through other comprehensive with or without reclassification In profit or loss, whether they are debt or equity instruments.

The classification of financial assets is determined on the basis of the following two conditions:

othe business model of the Financial Assets Management Group;

othe characteristics of the contractual cash flows of the financial asset.

All Income and expenses relating to financial assets recognized In profit or loss are Included In financial expenses, financial Income or other financial Items, except for Impairment of trade receivables, which Is presented in line with other expenses in the consolldated statement of profit or loss and other comprehensive income.

·Subsequent valuation of financial assets

Debt Instruments at amortized cost

Financial assets are measured at amortized cost if the following criteria and are not designated for fair value through profit or loss:

  • oThe Group manages the assets within a business model that alms to hold the financial assets and to collect their contractual cash flows;
  • of cording to the contractual terms of the financial asset at specific dates, cash flows arise, which are only principal payments and interest on the outstanding amount of the principal.

This category includes non-derivative financial assets such as loans and receivables with fixed or determinable payments that are not quoted in an active market. After Initial recognition, they are measured at amortized cost using the effective interest method. Discarding is not done when its effect is Insignificant. The Group classifies in this category the cash and cash equivalents / cash, trade and other receivables as well as listed bonds that previously had been classified as held-to-maturity financial assets in accordance with IAS 39.

Financial assets at fair value through profit or loss

Financial assets for which a business model "held for contractual cash flows" or a business model "held for collection and sale" Is not applicable, as well as financial assets whose contractual cash flows are not only principal and Interest payments are reported at fair value through profit or ioss. All derivative financial Instruments are reported in this category except for those that are designated and effective as hedging Instruments and for which hedge accounting requirements apply (see below).

Changes in the fair value of assets in this category are reflected in profit or loss. The fair value of financial assets in this category is determined by quoted prices in an active market or by using valuation techniques In the absence of an active market.

Financial assets at fair value through other comprehensive income

The Group recognizes financial assets at fair value in other comprehensive income if the assets meet the following conditions:

•The Group manages assets within a business model that alms to hold the financial assets to collect contractual cash flows and sell them; and

«According to the contractual terms of the financial asset at specific dates, cash flows are only principal payments and Interest on the outstanding amount of the principal.

Financial assets at fair value through other comprehensive income include:

eEquity securities that are not held for trading and which the Group Irrevocably has chosen at Inltial recognition to recognize In this category.

· Debt securities where the contractual cash flows are only principal and interest and the Group's business model Is almed at both the collection of contractual cash flows and the sale of financial assets.

With the exemption from equity instruments of this category, any value recognized in the revaluation reserve of the Instruments Is reclassified to retained earnings.

In the case of debt-rellefs in this category, any value recorded in the revaluation reserve of the Instruments Is reclassified to profit or loss for the period.

· Classification and measurement of financial liabilities

The financial liabilities of the Group include borrowings, liablities under finance leases, trade and other financial liabliities.

Financial llablities are Initially measured at fair value and, where applicable, adjusted for transaction costs unless the Group has designated a financial liability as measured at fair value through profit or loss.

Financial liabilities are subsequently measured at amortized cost using the effective Interest method, except for derivatives and financial liabilities that are designated for measurement at falr value through profit or loss (except for derivative financial Instruments that are designated and effective as hedging tool).

All Interest-related expenses and, if applicable, changes in the falr value of the instrument that are recognized in profit or loss are included in financial expenses or financial income.

· Derivative financial instruments and hedge accounting

The Group applies prospectively the new hedge reporting requirements in IFRS 9. All hedging relationships that are hedging relationships under IAS 39 at 31 December 2017 meet the IFRS 9 hedge accounting criteria as of 1 January 2018 and are therefore hedged continuing hedging relationships.

Derivative financial Instruments are measured at falr value through profit or loss except for derivatives designated as hedging Instruments for cash flow hedges that require specific accounting treatment. To qualify for hedge accounting, the hedging relationship must meet all of the following requirements:

othere is an economic link between the hedged item and the hedging Instrument;

  • othe effect of credit risk is not an essential part of the changes in value that result from this economic relationship;
  • othe hedging relationship's hedge ratio is the one resulting from the amount of the headed item that the Group actually hedges and the amount of the hedging Instrument that the Group actually uses to hedge this amount of hedged items.

All derivative financial instruments used for hedge accounting are inklally recognized at fair value and are reported at falr value in the consolidated statement of financial position.

To the extent that hedging Is effective, changes in the fair value of derivatives designated as hedging instruments in cash flow hedges are recognized in other comprehensive income and included in the hedge of the cash flow in equity. Any inefficiency in the hedging relationship is recognized immediately in profit or loss.

At the moment when the hedged item affects profit or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss and is presented as a reclassification adjustment to other comprehensive income. However, if a non-financial asset or llability is recognized as a result of the hedged transaction, gains or losses previously recognized in other comprehensive income are Included in the Initial measurement of the hedged item.

If the forecast transaction is no longer expected to occur, any related gath or loss recognized in other comprehensive Income Is transferred Immediately to profit or ioss. If the hedging relationship ceases to be effective, hedge accounting is discontinued and the related gain or ioss is recognized as a reserve in equity untli the estimated transaction.

2.16 Inventory

Materials and goods are valued at shipping cost. Their value is the sum of all purchase costs and other costs Incurred In delivering them to their current location and status.

The write-off of materials and commodities upon their consumption is based on a specific or weighted average value depending on the segments.

The net realizable value of the Inventories is stated at the sale price, less the completion costs and costs Incurred to realize the sale and is determined with respect to marketing, obsolescence and development at expected sales prices.

When the inventory value of inventories is higher than the net realizable value, it is net realizable value. The decrease is recorded as other current expenses.

2.17 Provisions for liabilities

Llablities provisions Include expected costs associated with guarantees, restructuring, etc.

2.18 Equity

The share capital of the Parent Company is presented at Its nominal value according to the court decisions for its registration.

Equity that does not belong to the economic group (non-controlling interest) is part of the net assets, Including the net result for the subsidiaries, attributable to interests not directly or indirectly held by the Parent Company.

2.19 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to shareholders, holders of ordinary shares by the weighted average number of ordinary shares outstanding for the perlod.

The welghted average number of shares is the number of ordinary shares outstanding of period, adjusted by the number of repurchased ordinary shares Issued during the period multiplied by the average time factor. This factor expresses the number of days the specific shares were held in relation to the total number of days during the perlod.

In capitalization, bonus Issue or spit, the number of ordinary shares that are outstanding at the date of this event is adjusted to reflect the proportional change in the number of ordinary shares outstanding as if the event had occurred at the beginning of the submitted the earliest period. Reduced earnings per share are not calculated as there are no dilutive potential Issued shares.

2.20 Liabilities

Financial liabilities are recognized over the period of the amount of receipts received, the principal, less the transaction costs. In subsequent periods, financial liabilities are measured at amortized cost equal to the capitalized value when applying the effective interest method. In the consolidated statement of profit or loss and other comprehensive Income, loan costs are recognized over the period of the loan.

Current liablities, such as payables to suppliers, group and assoclates and other payables, are measured at amortized cost, which usually corresponds to the nominal value.

Income for future periods recognized as llablities Includes payments received in respect of earnings for subsequent years.

2.21 Financial Risk Management

Factors that determine the financial risk

In carrying out Its activities, the Group companies are exposed to a variety of financial risks (Including currency risk, changes in the fair value of financial Instruments under the influence of market Interest rates and price risk, Ilquidity risk and risk of change of future cash flows as a result of changes in market Interest rates.

The overall risk management program focuses on the unpredictability of financial markets and alms to reduce any adverse effects on the Group's financial performance.

Currency risk

The Group is exposed to currency risk through payments in foreign currency and through its assets and llabilities denominated in foreign currency exposures result in gains or losses that are reflected in the consolidated statement of profit or loss and other comprehensive Income. These exposures comprise the Group's cash assets that are not denominated in the financial statements of resident companies.

In cases where the local currency is exposed to significant currency risk, its management is achieved through Investments in Euro denominated assets.

Interest rate risk

The Group Is exposed to Interest rate risk in relation to the bank and trade credits used as part of the borrowings are variable Interest rate agreed as basic Interest (EURIBOR / LIBOR), Increased by a certain margin. Varlable Interest rate denominated in euro. Interest rates are listed in the relevant appendices.

Credit risk

The credit risk of the Group is mainly related to trade and financial receivables.

Amounts presented in the consolidated statement of financial position are on a net basis and exclude provisions for uncollectible receivables assessed as such by management on the basis of past experience and current economic conditions.

Liquidity risk

Liquidity risk Is the risk that the Group will not be able to meet Its financial obligations when they become due. The policy in this area is almed at ensuring that sufficient ilguidity is available to service the obligations when they become due, Including in extraordinary and unforeseen situations. The objective of the management is to maintain a constant balance between the continuity and flexibility of financial resources through the use of adequate forms of funding.

Liquidity risk management is the responsibility of the Group's management and includes maintaining sufficient cash, negotiating adequate credit lines, preparing analysis and updating cash flow projections.

The table below presents an analysis of the consolidated llabilities of Eurohold Bulgaria AD by maturity period based on the remaining period from the date of the consolidated statement of financial position to the date of the llability's reallzation based on the agreed undiscounted payments:

SCHOOLOGICON HOMMILIAD NY LODINANI FELII
As at 31.12.2018 Up to 1 1-3 3-12 1-5 Over 5 Without Tota
BGN 000 month months months years vears maturity
Subordinated debt instruments 19 258 BB Fire
Loans from banks and non-bank
financial Institutions 6 583 5 097 35 610 87 445 7 432 142 167
Obligations on bond loans 1 749 111 8 480 138 474 008888 157 564
Non-current liabilities 24 724 21 24.745
Current obligations 4 182 1 171 29 122 648 207 25 330
Trade and other obligations 15 134 20 255 72 744 156 19 108 308
Obligations on reinsurance
operations 23 265 23 265
Deferred tax llabilities 396 395
Insurance reserves 631 156 36 351 8 839 676 346
Total 27 648 26 634 800 377 307 702 25 0922 225 1 187 679
As at 31.12.2017 Up to 1 1-3 3-12 1-5 Over 5 Without Tota
BGN 000 month months months vears veals maturitv
Subordinated debt instruments 26 058 205 01-58
Loans from banks and non-bank
financial Institutions 209 905 24 322 73 809 99 245
Obligations on bond loans 947 149 321 489 150 757
Non-current llabilities 26 383 29 26 412
Current obilgations 1 894 1 622 25 746 29 262
Trade and other obligations 25 359 22 339 54 210 284 202 192
Obligations on reinsurance
operations 81 863 81 86 3
Deferred tax llabilities 284 234
Insurance reserves 557 312 30 704 8 216 596 237
Tota 27 784 26 1366 764 2010 300 843 3730 2 122 305

Consolldated llobilities by residual term

2.22 Determination of fair values

Fair value is the price that would have been obtained on the sale of an asset or pald on the transfer of an obligation in a typical transaction between market participants at the valuation date.

Falr value measurement Implies that the transaction for the sale of the transfer of the llablify is carried out:

«the underlying market for that asset or !lability;

or.

• In the absence of a major market - the most profitable market for that asset or llability.

The main or most advantageous market should be available to the Group.

In measuring the fair value of a non-financial asset, the ablility of a market participant to generate economic benefits by using the asset to maximize its value or by selling it to another market participant that will use t In such a way is taken into account. The Group uses cost-appropriate valuation methods, for which there Is sufficient available fair value measurement data, using as much as possible the relevant observable hypotheses and minimizing the use of non-observable ones.

All assets or llablittles that are measured at fair value or disciosed in the consolléated financial statements are categorized according to a fair value hierarchy described as follows and based on the lowest rank of observable assumptions that are significant for the fair value measurement as a whole:

ol evel 1 - Adjusted (unadjusted) active market prices for ilabilities to which the Group may have access at the measurement date;

of evel 2 - Valuation techniques for which observable lower rank hypotheses that are relevant for fall value measurement are directly or Indirectly observable:

of evel 3 - Valuation techniques for which observable that are relevant for fair value measurement are unobservable.

External valuers have been used to measure the falr value of significant assets such as goodwill and Investment property.

2.23 Cash and cash equivalents

The consolidated cash flow statement shows the Group's cash flows for operating and financing activities during the year, changes in cash equivalents for the year, cash and cash equivalents at beginning and end of the year.

Operating cash flows are calculated as a result for the year, adjusted for non-monetary operating positions, changes In net working capital and corporate tax.

Cash flows from Investing activities include payments in connection with the purchase and sale of fixed assets and cash flows associated with the purchase and sale of businesses and activities. Purchase and sale of other securities that are not cash and cash equivalents are also included In Investing activities.

Cash flows from financing activities include changes in the size or composition of share capital and related costs, borrowing and repayment of Interest-bearing loans, purchase and payment of dividends.

3. Revenue from Insurance business 2018 2017
BGN 000 BGN 000
Gross premiums written from Insurance 642 716 644 804
Received recoveries from reinsurers
Positive change in the gross provision for unearned premiums and
137876 160 347
unexplred risk reserve 7 147 72
Positive change in reinsurers' share in unearned premium reserve 21 181 29 057
Change In the reinsurers' share in other reserves 21 371 41 476
Positive change In other technical reserves 13 27
Recourse Income 12 415 10 862
Fees and commissions income 52 444 68 399
Investment Income 26 349 39 921
Income from purchase of Investments In subsidiaries 749
Other revenue 19 497 10 061
987 2011 1 005 026

4. Expenses of Insurance business

2018
BGN 000
2017
BGN"000
Restated*
Pald claims, claims handling and prevention expenses (396 549) (346 831)
Change in the gross provision for unearned premiums and unexpired
nsk reserve (25 639) (47 211)
Change In other technical reserves (49 028) (47 451)
Change In the reinsurers' share in the other reserves (632)
Premiums ceded to reinsurers (262 894) (288 745)
Acquisition expenses (150 279) (137 194)
Investment expenses (16 024) (17 611)
Goodwill write-off (185)
Other expenses (27 379) (34 026)
(928 424) (919 255)

5. Revenue from car sales and after sales

2018 2017
BGN 000 BGN 000
Revenue from sale of cars and spare parts 209 985 197 308
Revenue from after sales and rent-a-car services 5 805 6 947
Galns from sales of financial assets and Instruments 7 542
223 332 204 255

6. Revenue from leasing business

2018 2017
BGN 000
BGN'000
Revenue from services 20 017 20 815
Interest Income 4 970 4 489
Galns from sale of financial assets and Instruments 110
Foreign exchange gains pr 12
Other financial revenue 80 58
25 120 75 276

7. Expenses of leasing business

2013 2017
BGN 000 BGN 000
Interest expenses (3 798) (3 558)
Losses from sales of financial assets and Instruments (286)
Foreign exchange losses (24) (84)
Other expenses (180) (683)
(4 288) (4 325)

3. Revenue from asset management and brokerage

2018 2017
BGN 000 BGN 000
Interest Income 640 478
Dividend income go 101
Galns from sale of financial assets and financial Instruments 2 634 2 692
Forelgn exchange galns, net 379
Other revenue 629 611
4877 3 882

9. Expenses of asset management and brokerage

2018 2017
BGN 000 BGN 000
Interest expenses (30) (23)
Losses from sales of financial assets and financial instruments (2 318) (2 393)
Foreign exchange losses, net (194)
Other expenses (191) (139)
(2 539) (2 749)

10. Revenue from the activities of the parent company

2018 2017
BGN ODC BGN 000
Gains from sale of financial assets and financial instruments 21 652 1 325
Interest revenue +111 853
Other revenue 362 1
23 125 2 179
11. Expenses of the activities of the parent company
2018 2017
BGN 000 BGN'000
Losses from sales of financial assets and financial Instruments (576) (859)
(576) (859)
12. Other Income/(expenses), net
2018 2017
BGN 000 BGN 000
Other Income/(expenses), net (4 816) (6 037)
(4 816) (6 037)
12.1. Other expenses 2018 2017
BGN"000 BGN 000
Automotive business (13)
Leasing business (4 971) (6 101)
(4 984) (6 101)
12.2. Other Income
2018 2017
BGN 000 BGNº000
Automotive business 118 40
Asset management and brokerage 50 24
168 (84)
13. Other operating expenses
2013 2017
BGN 000 BGN 000
Expenses on materials (4 353) (2 956)
Expenses on hired services (30 921) (26 721)
Employee benefits expenses (33 171) (28 502)
Other expenses (10 083) (9 710)
(78 528) (67 889)

13.1 Expenses on materials by segments

2018 2017
BGN 000 BGN 000
Insurance business (499) (476)
Automotive business (3 527) (2 179)
Leasing business (298) (252)
Asset management and brokerage (23) (40)
Parent company (6) (9)
(4 258) 12 9561

13.2 Expenses on hired services by segments

2018 2017
BGN 000 BGN 000
Insurance business (14 169) (11 316)
Automotive business (9 317) (9 091)
Leasing business (4 419) (4 103)
Asset management and brokerage (682) (875)
Parent company (2 334) (1 336)
(30 921) (26 721)

Services provided by the registered auditors for an independent financial audit of the Group's 2018 financial statements amounted to BGN 778 thousand. Other services provided to Group companies by the registered auditors during the perfod amounted to BGN 205 thousand and related to the review of the balance sheets of the Insurance companies In the Group. (2017: Independent financial audit: BGN 742 thousand, other services: BGN 628 thousand related to the review of the balance sheets of the Insurance companies In the Group).

13.3 Employee benefits expenses by segments

2018
BGN 000
2017
BGN 000
Insurance business (14 722) (12 696)
Automotive business (14 677) (12 507)
Leasing business (2 644) (2 241)
Asset management and brokerage (684) (689)
Parent company 124.0.0. (369)
(33 171) (73 502)

13.4 Other expenses by segments

2018 2017
BGN 000 age volco
Insurance business (7 002) (6 542)
Automotive business (2 218) (2 375)
Leasing business (448) (270)
Asset management and brokerage (200) (365)
Parent company (215) (158)
(10 083) (9 710)

14. (Accrued) / recovered impairment loss on financial assets, net

2018 2017
BGN 000 BGN 000
(Accrued) impairment loss on financial assets (1 097)
Recoverable impairment loss on financial assets 2 010
313 i

14.1 (Accrued) impairment loss on financial Assets by segments

2018 2017
BGN 000 BGN 000
Insurance business (659) 14
Automotive business (91)
Leasing business (313) 10.5
Parent company (34)
(1 097)

14.2 Recovered Impairment loss on financial assets by segments

2018 2017
BGN 000
BGN 000
Insurance business 76 6
Automotive business 188
Leasing business 1 744
Asset management and brokerage 21 1
Parent company
2010 1

15. Financial expenses

2018 2017
BGN 000 BGN 000
Interest expenses (22 436) (21 430)
Other financial expenses (746) (577)
(23 182) (22 007)

15.1 Interest expenses by segments

2018 2017
BGN 000 BGN 000
Insurance business (2 244) (2 539)
Automotive business (1 809) (1 617)
Parent company (18 383) (17 274)
(22 436) (21 430)

15.2 Other financial expenses by segments

2018 2017
BGN 000 BGN 000
Automotive business (724) (487)
Parent company (22) (90)
(746) (577)
16. Financial Income
2018 2017
BGN'000 BGN'000
Interest revenue 166 ਰਤਿਤ
166 368
16.1 Financial income by segments
2018 2017
BGNº000 BGN 000
Automotive business 166 368
166 368
17. Foreign exchange gains/(losses), not
2018 2017
BGN 000 BGN"000
Automotive business (17)
Parent company 536 (1 173)
619 (173)
18. Depreciation and amortization by segments
2018 2017
BGN 000 BGN 000
Insurance business (2 243) (1 380)
Automotive business (2 821) (2 506)
Leasing business (5 392) (4 161)
Asset management and brokerage (58) (56)
Parent company (27) (7)
(10 541) (8 110)
19. Tax expenses
2018 2017
OOOVAGE BGN°000
Income tax expense (825) (2 283)
Deferred tax (172) 27
(997) (2 256)

DI 10 BOLE

91 13 2010

C - NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR 2018

19.1 Tax expenses by segments

2018 2017
BGN 000 BGN'000
Insurance business (488) (1 880)
Automotive business (403) (343)
Leasing business (42) (16)
Asset management and brokerage (64) (17)
(997) (2 256)

20. Cash and cash equivalents

31-22-2010 Salla, Cull
BGN 000 BGN 000
Cash on hand 1 569 1 637
Deposits up to 3 months 46 650 43 511
Restricted cash 596 490
Cash equivalents 844 307
Impalrment (129)
49 540 45 945

21. Time deposits at banks by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 20 197 11 171
Impairment (40)
20 157 11 173

22.1 Reinsurers' share in technical raserves

31.12.2018 31.12.2017
BGN 000 BGN 000
Unearned premium reserve 139 095 117 578
Claims reserves, Incl.: 265 621 240 503
Reserves for Incurred, but not reported claims 102 066 102 594
Reserves for reported, but not settled claims 063 555 137 915
Other technical reserves 3 661 3 160
408 377 561 247

22.2 Receivables from insurance business

31.12.2018
BGN 000
31.12.2017
BGN'000
Recelvables from direct Insurance 70 298 69 720
Recelvables from reinsurers or sedants 18 514 7 545
Receivables from recourse/subrogation 10 636 10 676
99 448 87 945

23. Trade receivables

31.12.2018 31.12.2017
BGN 000 000,000 NGGC
Trade receivables 15 830 19 398
Impalrment (935)
Financial lease receivables 21 : 33 23 101
Advances pald 1 259 614
Impalrment (20)
Other 1 284
37558 43 397

23.1. Trade receivables by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 370 1 905
Automotive business 11 718 13 500
Impalrment (881)
Leasing business 3 148 3 986
Impalrment (49)
Asset management and brokerage 13 2
Parent company 7725 5
14 205 10 200

24. Other receivables

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 19 575 16 547
Impalrment (577)
Automotive business 3395 3 688
Impairment (166)
Leasing business 2 713 758
Impalrment (111)
Parent company 10 284 1 637
Impalrment (98)
Prepald expenses 2 078 2 868
Recelvables under court procedures 2 275 3 311
Impairment (1 347)
Tax receivables 1 299 2 013
Impalrment (2)
20 762 20 897

-

24.1. Tax receivables by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 133 137
Automotive business 931 223
Impalment (2)
Leasing business 208 1 643
Parent company 15 10
1 291 2 013

25. Property, plant and equipment

land
plots
Bulldings Machinery
and
equipmen
L
Vehicles Fumiture
and
fittings
Assets under
construction
other Tota
BGN 000 BGN 000 BGN 000 BGN 000 SGN 000 8000. GEO BGN 000 6GN 000
Cost
At 1 January 2017 2 436 13 470 7 926 40 744 5 305 4717 1 713 32 861
Additions 37 4 297 1 255 28 056 1 441 490 2 133 37 764
Disposa s (33) (95) (123) (15 922) (23) (4 178) (2 147) (22 561)
At 31 December 2017 5 (1910) 27 672 3 0523 55 875 7 183 1 0729 2 754 95 Dist
At 1 January 2018 5 490 17 672 9 058 55 876 7 183 9, 0229 1 754 98 064
Acquisition of a subsidiary 917 168 68 35 17 1 200
Additions 161 734 26 238 1 341 229 168 23.97
Disposals (386) (766) (19 622) (650) (346) (21 770)
Other changes
Transfer to Investment
50 448 (16) 4372
properties (5 931) (5 931)
At 31 December 2018 5 154 13 262 9 244 62 562 7 895 929 1 822 100 986
Deprecetion
at 1 January 2017 2 749 6 401 17 758 4 147 57 1 06:3 0 1 1 3 9
Depreciation for the period 335 67/2 6 134 365 100 7 606
Disposals (12) (77) (6 265) (45) (2) (6 401)
At 31 December 2017 3 072 65 99995 27 637 4 467 5 1, 167 대로 공장하
At 1 January 2018 3 072 15 9216 17 637 6 657 5 1 9677 93 944
Depreciation for the period 400 783 8 150 527 105 10 008
Disposals (64) (772) (7 317) (674) (1) (8 828)
Other changes (68) (68)
At 31 December 2018 3 373 7 007 18 480 4 320 5 1 271 34 456
Net book value:
At 1 January 2017 5 486 10 721 2 5225 25 976 1 655 4 752 644 50 722
At 1 January 2018 5 490 14 600 2 0152 25 241 2 716 1 024 587 64 720
At 31 December 2018 5 154 S 23,47 2 237 44 032 3 573 924 GSI 66 510

The Group has pledged the following property, machines and facilities as collateral for Its llablilities:

· mortgage on land and buildings in Sofia, Lyulin district to provide a target credit line for bank guarantees and a revolving loan from Unicredit Bulbank AD amounting to EUR 7.25 million;

· mortgage on land and buildings in Varna, "Janos Hunyadl" Str., For securing a target credit line for bank guarantees and revolving loan from Unicredit Bulbank AD amounting to EUR 7.25 million;

· mortgage on land in Pleven, for securing a working loan of Ralffelsenbank (Buigarla) EAD amounting to EUR 160 thousand;

· mortgage on land In Sofia, Tsarlgradsko shosse Blvd for securing an investment loan granted by Raiffeisenbank (Bulgaria) EAD amounting to EUR 3.2 million;

· mortgage on land in Sofia, "Druzhba 1", for securing a contract for the Issuance of bank guarantees concluded with "Municipal Bank" AD, with a total limit of EUR 1,000 thousand;

· mortgage on land in Burgas, Kurt Tepe area, for securing a contract for the Issuance of bank guarantees and revolving bank loan with a total limit of EUR 1,240 thousand.

25.1. Land and buildings by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 5 170 9 918
Automotive business 9 873 10 172
15 043 20 090

25.2. Machinery and equipment by segments

31.12.2018 31,12,2017
BGN 000
BGN 000
Insurance business 787 385
Automotive business 1 404 1 632
Leasing business 46 45
2 2 277 2 062

25.3. Vehicles by seaments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 5 145 2 199
Automotive business 10 991 10 692
Leasing business 27 826 25 281
Asset management and brokerage 40 55
Parent company 80 14
44 087 28 201

25.4. Furniture and fittings and other assets by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 1 151 214
Automotive business 2 935 3 033
Leasing business 125 38
Asset management and brokerage 10 16
Parent company 2
4 774 e ema

25.5. Assets under construction by segments

31.12.2018 31,12,2017
BGN'000 BGN 000
Insurance business 228 224
Automotive business 696 800
924 1 024

26. Investment property

Net book value as at the period end 20 209 12 698
Other amendments (455)
Transfer from buildings 5 931
Revaluation / (Impairment) 116 (130)
Acquired 204 68
1 170
Net book value at 1 January
Acquired upon purchase of subsidiaries
12 698 13 215
BGN ODC BGN 000
31.12.2018 31.12.2017

27. Intangible assets

Software Licenses other Total
BGN'000 BGN 000 BGN 000 BGN 000
Cost
at 1 January 2017 6 095 155 1. 483 7 733
Additions 1 037 150 1 187
Disposals (388) (40) (21) (449)
At 31 Decamber 2017 6 744 115 1 612 8 471
At 1 January 2018 6744 115 1 612 8 471
Acquisition of a subsidiary 409 15 474
Additions 1 106 151 1 257
Disposals (52) (1) (147) (200)
Other changes 61 GI
At 31 December 2018 8 268 114 1 631 10 013

1

27. Intangible assets(continued)
-- -- ----------------------------------
Amort zation
At 1 January 2017 5 0776 154 764 5 994
Amortization for the period 412 92 504
Disposals (184) (40) (1) (225)
At 31 December 2017 S 304 ની ની રો 355 6 273
At 1 January 2018 5 304 114 855 6 273
Amortization for the perlod 431 102 -30
Disposals (45) (22) (67)
At 31 December 2018 5 690 114 955 6 739
Net book value:
At 1 January 2017 1 019 51 759 1 738
At 1 January 2018 1 440 ಿನ 757 2 198
At 31 December 2018 2 578 696 3 274

28. Inventories by segments

31.12.2018 31.12.2017
BGM.000 BGN "000
Insurance business 373 248
Automotive business 57 492 53 249
Leasing business 2 757 5 628
60 622 59 125

29. Financial assets by segments

31.12.2018 31.12.2017
000.NGGB BGN 000
Government bonds measured at FVTPL, Incl.: 188 688
Insurance business 138 291
Asset management and brokerage 397
Government bonds measured at OCI, Incl.: 1 156
Insurance business 1 156 6
Total government bonds 139 844
Corporate bonds measured at FVTPL, Incl.: 59 778
Insurance business 59 192
Asset management and brokerage 585
Total corporate bonds 59 777
Capital Investmonts measured at FVTPL, Incl.: 82.750
Insurance business 80 640
Leasing 158
Asset management and brokerage 1 452
Total capital investments 82 250

29. Financial assets by segments(continued)

Other financial assets measured at amortised cost, incl.: 8 297
Insurance business 282
Asset management and brokerage 8 015
Impalment (145)
Total other financial assats 33 11572
Financial assets held for trading, incl. 305 715
Insurance business, Incl.: 294 500
Government bonds 1.6 133 742
Asset management and brokerage 3 11 215
Total financial assets held for trading 305 715
Available for sale financial assets, Inci.: 15 638
Insurance business.incl.: 15 638
Government bonds 4 680
Total available for sale financial assess 15 638
Other financial assets, Incl.: 5 700
Insurance business 5 700
Total other financial assets 5 700
290 02k 327 053

30. Deferred tax assets

31.12.2018 31.12.2017
BGN 000 BGN '000
Insurance business 14 154 12 618
Automotive business 421 ਕਵਿੰਗ
Leasing business 101 97
14 676 13 184

31. Investments associates and other investments

31.12.2018 31.12.2017
BGN 000 BGN'000
Insurance business 6 070
Asset management and brokerage 6 628 4 724
12 698 9 724

In 2017 Insurance business acquired the 14,144% of the Russian Insurance company Eurolns IC. After participating in a procedure for increasing the capital of the company in 2018, the participation was Increased to 32.20% and as at 31.12.2018 the Investment amounting to BGN 6,070 thousand was classified as an investment in an associate. As at 31 December 2018, the Investment is presented at cost and not using the equity method in accordance with IAS 28 "Investments in Associates and John' Ventures", as the Intention of the Group's management is to acquire control of the company in 2019 . At the date of approval of the consolidated financial statement for 2018 the participation of the Insurance subsidiary Eurolins Insurance Group AD was Increased to 48.61%.

32. Other financial investments by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 2 403 2 382
Parent company g gh
lmpairment (0)
2 402 2 291

33. Non-current receivables

31.12.2118 Shinkiluli
BGN 000 BGN 000
Finance lease receivables 53 738 29 491
Parent company 9 779
Subsidiaries 26 089 30 715
Impalrment 13
79 826 69 985

34. Goodwill

31.12.2018 31.12.2017
BGN 000 BGN 000
EuroIns Insurance Group AD 165 123 164 478
Motobul EAD 12 538 12 538
Bulvarla Varna EOOD 5 591 5 591
Daru Car OOD 1 461 1 461
Eurolease Group EAD 1 312 1 312
Eurolease Rent-a-Car EOOD 1 803 1803
Sofla Motors E00D 10 10
Euro-Finance AD 2 620 2 620
190 453 189 813

In 2018, the insurance business acquired "IC Eurolns Georgia" AD. The acquisition cost amounted to BGN 3 227 thousand and the value of each group of acquired assets, liabilities and contingent liabilities recognized at the acquisition date is as follows:

Ben'000 At the acquisition
可用花花
Consideration transferred
Fair value of identifiable net assets
3 227
(2 582)
Goodwill 645

The management of the Group has made the necessary procedures for carrying out a test for Impalrment of recognized goodwill on the acquisition of subsidiaries, for which purpose external valuers have been employed and are operated according to generally accepted international valuation standards. The test assumes that each individual company is acting as a 'cash-generating entity'. As a basis for cash flow projections (before tax), financial budgets, as well as other medium- and long-term plans and intentions for the development and restructuring of the Group's activities are used. The recoverable amount of each casigenerating unit is determined on a "value in use" basis. The key assumptions used in the calculations are

specifically set for each reputable company treated as a separate cash-generating unit and according to Its specific business, business environment and risks. The test result shows that the recoverable amount of goodwill exceeds the carrying amount and there is no indication of impalrment of that goodwill.

35. Subordinated debts by segments

31.12.2018 32, 12, 2017
BGN 000 BGN 000
Insurance and health Insurance - Issued 19 558 19 558
Insurance and health insurance - other 6 500
19 558 26 058

The subordinate debt of the Insurance business Is In the form of a bond ioan ,dated December 18, 2014. The bond loan is issued in the form of 100 materiallzed, subordinated, unsecured as of the emission date bonds with nominal value of EUR 100 thousand each. The loan has contracted amount of EUR 10,000 thousand (BGN 19,958 thousand) and maturity date 18.12.2021. The Interest rate consists of floating and fixed Interest component - 13% plus 3M Euribot, due at the end of each quarter.

Under the terms of the bond loan there Is a clause the Interest rate to be reduced to 9,75% blus Eurlbor If a guarantee by Eurohold Bulgarla AD is Issued. Such guarantee was Issued on March 18, 2015, which reduced the Interest rate.

36. Bank and non-bank loans by segments

31.12.2018 31.12.2017
BGN 000 BGN'000
Insurance business 17
Automotive business 19 045 17 382
Leasing business 78 303 47 768
Parent company 44 802 34 095
142 167 99 245

36.1. Bank and non-bank loans by segments - long term

31.12.2018 31.12.2017
BGN 000 BGN '000
Automotive business, Incl .: 2 272 4 918
Bank loans 2 272 4 918
Leasing business, Incl.: 57 056 46 404
Bank loans 57 056 46 404
Parent company, incl.: 35 549 21 123
Bank loans 35 549 21 123
94 877 72 445

36.2. Bank and non-bank loans by segments = short term

31.12.2018 31.12.2017
8GN 000 BGN 000
Insurance business, Incl .: 17
Bank loans 17
Automotive business, Incl.: 16 773 12 464
Bank loans 16 070 12 222
Loans from non-bank financial institutions 703 242
Leasing business, Inci .: 21 247 1 364
Bank loans 21 247 1 364
Parent company, incl .: 9 253 12 972
Bank loans 9 253 5 940
Loans from non-bank financial institutions 7 032
47 290 26 Sch

37. Bond obligations by segments

31.12.2018 31.12.2017
agn ood BGN 000
Automotive business 18 634 4 769
Leasing business 20 380 20 863
Parent company 123 550 125 125
157 564 150 757

Issued bonds as at 31.12.2018

Orlglnaí Nomlnal, In
Cupon currency Maturity thousand
Automotive Business
Corporate bonds 4.50% BCN 12.2022 6 800
Corporate bonds 3-85% BGN 06.2023 3 :00
Leasing business
Corporate bonds 7.00% EUR 11.2019 6 000
Corporate bonds 3.75% EUR 07.2023 1 250
Corporate bonds 5.00%
3m.Eur bor
3GN 02-2020 6 000
Corporate bonds + 3.95% EUR 07.2021 5 :00
Parent company
EMTN Programme 6.50% EUR 12.2022 70 000
EMTN Programme 8.00% PLN 12.2021 45 000

Issued bonds as at 31.12.2017

Orginal Nominal, In
Cupon currency Maturity thousand
Automotive Business
Corporate bonds 4.50% EGN 12.2022 6 800
Leasing business
Corporate bonds 7-00% EUR 11.2019 5 000
Corporate bonds 3.75% EUR 07.2073 1 250
Corporate bonds 5.00% BGN 02.2020 6 000
3m.Eur bor
Corporate bonds + 3.95% EUR 07.2021 5 : 00
Parent company
EMTN Programme 6.50% EUR 12.2022 70 000
EMTN Programme 8.00% 20 12-2021 45 0010

37.1 Bond obligations - long term, by segments

31.12.2018 31.12.2017
BGN 000
BGN 000
Automotive business 12 746 4 769
Leasing business 11 654 20 863
Parent company 122 824 124 178
147 224 149 810

37.2 Bond obligations - short term, by segments

31.12.2018
BGN 000
31.12.2017
BGN 000
Automotive business 838
Leasing business 8 726 I
Parent company 726 947
10 240 GAT

38. Non-current llabilities

31.12.2018 31.12.2017
BGN'000 BGN '000
Other non-current liabilities 5 972 10 198
Finance lease liabilities 18 773 16 210
Deferred revenue
24 745 26 412

38.1. Other non-current liabilities by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 7 11
Automotive business 5 131 9 336
Leasing business 828 311
Parent company 6 40
5 972 20 198
38.2. Finance lease llabilities - non-current, by segments
31.12.2018 31.12.2017
BGN'000 BGN'000
Automotive business 11 069 7 166
Leasing business 7 704 9 044
18 773 56 210
39. Current liabilities
31.12.2018 31.12.2017
BGN 000 BGN'000
Payables to employees 3 979 3 304
Social-security liabilities 1 912 1 619
Tax liabilities 6 063 5 707
Other current labilities 12 145 9 792
Finance lease llabilities 7 317 8 124
Deferred revenue 687 270
Provisions 3 227 446
35 330 29 262
39.1. Payables to employees by segments
31.12.2018 31.12.2017
BGN 000 BGN 000
Insurance business 2 699 2 357
Automotive business 1 007 721
Leasing business 233 187
Parent company 40 39
3 979 3 304

39.2. Social-security liabilities by segments

31.12.2018 31.12.2017
BGN 000 BGN"000
Insurance business 1339 1 325
Automotive business 422 209
Leasing business 145 75
Parent company 6 10
1 912 1 619

39.3. Tax llabilities by segments

31-12-2018
BGN 000
31.22.2017
BGN 000
Insurance business 2 574 2 644
Automotive business 2 564 2 351
Leasing business 557 394
Asset management and brokerage 75 વર્ષિ
Parent company 298 272
6 063 5 707

39.4. Other current liabilities by segments

31.12.2018 31.12.2017
BGN 000
BGN 000
Insurance business 7 883 6 322
Automotive business 2 507 2 084
Leasing business 1 259 795
Asset management and brokerage 158 293
Parent company 328 298
12 145 9 792

39.5. Finance lease liabilities - current, by segments

31.12.2018 31.12.2017
BGN/000 BGN 000
Automotive business 3 706 4 449
Leasing business 3611 3 675
7 317 8 124

39.6. Deferred revenue – current, by sagments

31.12.2018 31.12.2017
BGN 000 BGN '000
Insurance business 103
Automotive business ટેક્વે 270
687 270

40. Trade and other payables by segments

31.12.2018 31.12.2017
BGN 000
BEN 000
Insurance business 6775 7 380
Automotive business 57 291 51 080
Leasing business 2 542 3 852
Asset management and brokerage 31 ரு
Parent company 42 169 39 874
108 308 102 192

41. Payables to reinsurers

28 265 81 363
Insurance business 23 265 81 863
BGN 000 BGN 000
31.12.2018 31.12.2017

42. Deferred tax llabilities by segments

31.12.2018
3GN 000
31.12.2017
BGN 000
Insurance business 223 104
Automotive business 79 120
Leasing business ਉਹ 60
396 284

43. Insurance reservos

31.12.2018
BGN'000
31.12.2017
BC N 000
Restated*
Unearned premium reserve, gross amount 218 027 187 985
Reinsurers' share in unearned premium reserve (139 095) (117 578)
Unexpired risks reserve, gross amount 147 7 288
Reinsurers' share in unexpired risks reserve
Reserve for Incurred but not reported claims, gross amount 171 780 165 033
ReInsurers' share in reserve for incurred but not reported claims (102 066) (102 594)
Reserve for reported but not settled claims, gross amount 275 507 231 840
Reinsurers' share in reserve for reported but unsettled claims (163 555) (137 915)
Other technical reserve 10 : 35 4 031
Reinsurers' share in other technical reserves (3 661) (3 160)
676 346 596 752

44. Share capital and share premium

44.1 Share capital

31.12.2018 31.12.2017
BGN'000 BGN 000
Issued shares 197 526 197 526
Treasury shares (77) (77)
Share capital 197 449 197 449
Number of shares 197 525 600 197 525 600

As at December 31, 2018, 77 387 shares of Eurohold Bulgarla AD are held by companies in Eurohold Group (31 December 2017 - 77 387 shares).

The share capital at 31 December 2018 Is distributed as follows:

Share holders 8 Number of
shares
Par value
Starcom Holding AD 52.88% 104 448 874 104 448 874
KJK Fund II Sleav-Slf Balkan Discovery 147.5% 28 116 873 28 116 873
Other companles 30.54% 60 320 875 60 320 875
Other Individuals 2 = 5% 4 638 978 4 638 978
Total 100.00% 197 525 600 197 525 600

The shares held by members of the Supervisory and Management Board as at 31 December 2018 were 78 400 shares (as of 31.12.2017 - 79 400 shares).

44.2 Share premium 31.12.2018 31.12.2017
BGN 000 BGN 000
Share premium 49 568 49 568
49 568 49 568

44.3 Earnings per share

Net earnings per share is calculated by dividing the profit for the year attributable to ordinary equily holders of the Group by the welghted average number of ordinary shares outstanding during the year. The calculation Is based on the consolidated statement of Eurohold Bulgaria AD.

Earnings per share

31.12.2018 31.12.2017*
Restated
Average shares, (number) 194 640 005 145 484 851
Net Profit attributable to equity holders of the Parent (thousand BGN) 14 335 18 103
Earnings per share, BGN 0.074 0,124

4.5. Net profit for the year

31.12.2018
SCH 000
31.22.2017
Be Nº000
Restated **
Current result attributable to the shareholders 14 385 18 103
Current result attributable to the non-controlling Interest 2 489 5 232
16 874 24 335
45.1. Not profit for the year by segments
31.12.2018
BGN 000
31.12.2017
BGN OOD
Restated*
Insurance business 9 910 41 601
Automotive business 3 438 258
Leasing business 1 218 112
Asset management and brokerage 834 209
Parent company 1 660 (17 306)
Pfofit/(Loss) attributable to the non-controlling Interest (2 489) (6 232)
Intercompany eliminations of dividends and other (186) (539)
14 385 18 103
46. Non-controlling interests
31.12.2018
BGN 000
31.12.2017
BCN 000
Restated*
Non-controlling Interest attributable to profit 2 489 6 232
Non-controlling Interest attributable to equity 36 203 37 374
38 692 43 606

As at 31.12.2018 and 31.12.2017, the Group does not have any significant non-controlling participations.

47. Changes in ilabliities arising from financing activities

Changes from financing
cash flows Non-cash adjustments
Enect of
changes In 31
BGN CODE Note 1 January
7 03. 3
Proceds Paymonta fore lon
exchange rates
other
changes
Decaroor
2017
Share capital 44.1 197 449 କା 0 297 449
Share premium 44.2 49 11 10 18 8 13 -1073
Retained earnings (40 638) 14 (1 700) (2 443) (44 781)
Subordinated debts 95 26 058 (1 838) (4 662) 19 BEB
Bank and non-bank loans 36 90 245 80 734 (45 644) 7 :32 142 167
Bond obligations 37 150 757 35 454 (24 323) (673) (3 651) 157 564
育官网 be 487 439 196 188 (73 505) (5773) (2 924) 222 1225

48. Contingent liabilities and engagements

Litigations

As at 31.12.2018 Eurohold Group companies are not a party to significant littlgations.

Warrantles and provided guarantees

By virtue of a decision of the Board of Directors, Avto Union AD entered Into a debt under a bond loan with ISIN BG2100006092, Issued by Asterion Burgarta AD, being jointly responsible for Its execution. The nominal amount of the Issued debt amounted to EUR 7 500 000. On 11.04.2014 the General Meeting of Bondholders was held at which It was decided to extend the maturity of the bond Issue of Asterion Bulgarla AD to 14.04.2019, and the Interest rate was changed to 6.25%.

Avto Union AD is a co-debtor under a contract for bank credit of Asterion Bulgaria AD from First Investment Bank AD. Asterior Bulgaria AD has not used a limit under this contract, which as at 31.12.2018. amounts to EUR 2 million and Is used to issue bank guarantees for the subsidiaries of Avto Unlon AD.

49. Transactions and balances with related partles

The Group's related partles are as follows: Starcom Holding AD - major shareholder First Investment Bank AD, Moscow - a subsidiary of Starcom Holding AD,

As at 31 December 2018, the Group has the following related party transactions:

31.12.2018 31.12.2017
BGN 000 BGN 000
Loan claims from Starcom Holding AD 33 314
Reportansaction receivables from Starcom Holding AD 239 1 752
Other receivables from Starcom Holding AD 2:55 1
Liabilities on loans to Starcom Holding AD 947 2 753
Other llabilities to Starcom Holding AD 20 752 98
investments in debt Instruments of Starcom Holding AD 11 651 13 077
Dividend payables 101 34
Revenue from commissions - Starcom Holding AD 87 1
Interest Income - Starcom Holding AD 307 456
Interest expense - Starcom Holding AD 163 988

The composition of key management personnel is disclosed in Note 1. The remuneration and other shortterm earnings of key management personnel for the year 2018 are current and amount to BGN 2 156 928 and Include current remuneration (2017: BGN 1 869 040).

50. Correction of errors and reclassifications

Correction of errors

In 2018 In the subsidiary IC Euroins AD a technical error was found In the calculations of the Reserve for claims but not repaid in the financial statements for 2016 and 2017 years. As a result, the costs associated with the Reserve for claims but not paid and the corresponding obligations have been underestmated. The error was corrected by recalculating each of the entitles affected in the financial statements for the previous reporting periods.

Since the adjustment does not have a material effect on the information in the consolidated statement of financial position at the beginning of the previous period, the Group does not present two comparative periods In the consolidated statement of financial position.

The tables below summarize the impact on the consolidated financial statements of the Group:

Consolidated statement of financial position

BGN 000 Impact of correction of error
1 January 2017 Sefora restatement Adjustments Restated
Total assets 1 134 514 L 1 134 514
Insurance reserves 580 820 317 581 137
Subordinated debt Instruments 77 253 77 253
Other llabilities 361 182 361 182
Total Habilities 1 019 255 317 1 019 572
Retained earnings / (uncovered loss) (36 185) (257) (36 442)
other 115 299 115 299
Non-controlling participation 36 145 (60) 36 085
Total equity 115 259 (317) 114 942

BGN'000

31 December 2017 Before restatement Adjustments Restated
Total assets 1 326 414 p 1 326 414
Insurance reserves 595 835 397 596 232
Subord nated debt instruments 26 058 4 26 058
Other llabilities 490 015 490 015
Total Ilabilites 1 111 908 397 112 305
Retained earnings / (uncovered loss) (26 651) (301) (26 952)
other 197 455 197 455
Non-controlling participation 43 702 (95) 43 606
Total equity 214 506 (397) 214 109

Consolldated statement of profit or loss and other comprehensive income

BGN 000 Impact of correction of error
For the year ended December 31.
2017
Before restatement Adiustments Restated
Insurance costs (919 175) (80) (919 255)
Gross profit 131 519 (30) 131 439
Profit before Interest, depreciation and
taxes 57 593 (30) 57 513
Profit before depreciation and taxes
34 781 (30) 34 701
Profit before tax 25 671 (30) 26 591
Net profit for the perlod 24 415 (30) 24 335
Distributed as follows:
The owners of the parent company 18 174 (71) 18 103
Non-controlling Interests 6 241 (9) 6 737

The error does not have a material impact on earnings per share as well as on the operating, investing or financing cash flows of the Group for the year ended 31 December 2017.

Reclassifications

Consolidated statement of financial position BGN'000

31 December 2017 Before Reclassification Reclassification Reclassification Aftar
Trade receivables
Non-current receivables
27 474
85 908
15 923
(15 923)
43 397
69 985
Total assets 1 326 414 0 1 326 414
Non-current llabilities
Current llabilities
30 087
25 587
(3 675)
3 675
26 412
29 262
Total labiltes 490 015 1 490 015

51. Events after the end of the reporting period

Between the date of the annual consolidated financial statements and the date of Its approval for publication, the following disclosure events have occurred:

Insurance business

On 22, 24 and 29 January 2019 and 5 February 2019 contributions were made for the Increase of the capital of Euroins Insurance Group AD In the total amount of BGN 3 950 000. They were registered in the Commercial Register on February 21, 2019, thus the registered capital contributed to February 21, 2019 amounts to BGN 502 395 791. EIG AD has used part of the paid-up capital for Euroins Russia's capital Increase, respectively BGN 1 091 thousand. and Euroins Greece, respectively BGN 489 thousand.

On March 4, 2019, the Board of Directors of Eurolns Insurance Group AD declaed to acquire 93.12% of the registered capital of Ergo Insurance Company, a private Johnt-stock company, ERGO, Belarus.

On March 4, 2019, the Board of Directors of Euroins Insurance Group AD decided to acquire 100.00% of the registered capital of Ergo Insurance Company, Czech Republic.

On March 4, 2019, the Board of Directors of Euroins Insurance Group AD decided on the acquisition of 99.9785% of the registered capital of ERGO Assurari SA, Romania.

On March 4, 2019, the Board of Directors of EuroIns Insurance Group AD decided to acquire 99.9924% of the registered capital of ERGO Avesari De Viada SA, Romania.

Automotive business

On March 22, 2019 Milen Asenov Hristov was entered In the Commercial Register as Procurator of the subsidiary Auto Italia EAD.

On 11.02.2019, an Increase of the capital of Benzin Finance EAD was registered In the Commercial Register by BGN 550 thousand - from BGN 500 thousand to BGN 1 050 thousand.

By a memorandum of the BD of the subsidiary Auto Italia EAD dated 23.11.2018 It was decided to set up a subsidiary of Auto Italia EAD, namely Auto Italia-Sofia EOOD. The Intention of the management Is to divide

the Import and divestment activities of the FIAT, Maserati and Alfa Romeo brands - the newly established company will be a dealer for Sofia, and Auto Italia EAD remains the only Importer for the brands In Bulgaria.

Leasing business

On 02.01.2019 In the Commercial Register a change was registered in the Board of Eurolease Group EAD as follows - Boyana Vassileva, In the place of Anl Dimitrova Bachvarova, Is the Chairman of the Company's Board of Directors.

On 09.04.2019 in the Commercial Register was registered an increase of the subsidiary Eurolease Rent A Car EOOD with BGN 400 thousand. The capital of the Capital of the Company is fully pald up. The Increase of the capital Is reflected by entering In the Commercial Register on 09.04.2019,

Since the beginning of 2019, the subsidiaries Amigo Leasing EAD have registered new branches as follows:

Amigo Leasing EAD: · Vellko Tarnovo Branch, with headquarters and address of management: Vellko Tarnovo, 4, Pop Harton Str., Ent. 1, floor 1.

Autoplaza EAD:

· Burgas Branch, with headquarters and management address: 10, General Skobelev Street, fl. 1;

· Varna Branch, with headquarters and address of management: Varna, Odessos Street, 45, Alexander Dyakovich Str., Ent. A.

Parent-company

· At the date of these financial statements, Eurohold Bulgaria is In the process of Increasing the share capital. At a meeting of the Management Board of Eurohold Buigaria AD dated 15 March 2019, a decision was taken to Increase the Company's capital through the public offering of 79,010,240 new, registered, dematerialized, preferred shares, with an Issue value of BGN 1.95 to share. A General Meeting of Shareholders of Eurohold Bulgaria AD Is convened, which will be held on 22.04.2019 with the agenda adopting a decision for increase of the capital of the company from 197,525,600 (one hundred and ninety-seven million five hundred and twenty-five thousand and six hundred) to BGN 276 535 840 (two hundred and seventy-six million five hundred thirty five thousand elght hundred and forty) by issuing a new issue of new class shares, namely preferred shares under the conditions of public offering under the Low of Public Offering of Securities. The intentions of the managing board of Eurohold Bulgaria AD are, upon successful registration of the new Issue, that the raised funds be used in two directions - supply objectives, namely:

«Objective 1. Reducing the long-term Indebtedness of the amount of BGN 40 000 000

«Objective 2. Expansion of the Issuer in Insurance and other business segments up to BGN 114 050 000, Including the support of the subsidiary Euroins Insurance Group AD by the addition of a part of the subscribed but not pald-up capital of the company will be used to implement strategy to expand its presence in Central and Southeast Europe as well as to Invest the Issuer in new regulated business segments of development

o On 1 April 2019 Eurohold Bulgaria AD made an individual offer for the acquisition of CEZ Group's assets In Bulgarla. The Intention to acquire CEZ Group's assets In Bulgaria is part of the long-term strategy of the hoiding to enter new regulated business segments that offer great opportunities for growth.

The Management Board of Eurohold Bulgaria AD is not aware of other significant events occurring after the reporting period.

This Activity Report has been prepared in accordance with the provisions of article 100n, para. 7 and 8 of the Public Offering of Securities Act (POSA), art. 247 of the Commercial Act and art. 41 and 44 and 45 of the Accountancy Act and art. 32, paragraph 1, Item 2 of Ordinance No. 2 dated 17.09.2003 for the prospects at public offering and access to trade on a regulated securities market and for disciosure of information by public companies and other Issuers of securities.

The Annual Consolidated Activity Report of Eurohold Bulgaria AD Includes a commentary and an analysis of the financial statements and other substantial information regarding the financial position and the results achieved from the operations of the parent company and its subsidiaries. The Consolidated Report also includes consolidated non-financial Information. The report reflects the state and prospects for the Group's development and the main risks it faces.

D - CONSOLIDATED ACTIVITY REPORT

D1. KEY CONSOLIDATED INDICATORS 2018

Eurohold Bulgaria AD reports consolidated profit for the year 2018, growth of the Group's revenues and assets as well as a stable financial position.

2018 2017
NET PROFIT 16.9 BGN min 24.3 BGN min
-31% 4139%
REVENUES 1. 263 BGN min 1 241 BGN min
+2% +18%
EBETDA 50.8 BGN min 57.5 BGN min
-12% +65%
ASSETS 1 395 BGN min 1 326 BGN min
+5% +17%
LIABILITIES 1 188 BGN min 1 112 BGN min.
+7% +9%
TOTAL EQUITY 207 BGN min 214 BGN min
+3% +86.1%

1

D - CONSOLIDATED ACTIVITY REPORT

KEY CONSOLIDATED INDICATORS - CONTINUED

KEY INDICATORS BY INDIVIDUAL BUSINESS LINES. DÄTA ARE BASED ON AUDITED CONSOLIDATED FINANCIAL STATEMENTS AT SUB-HOLDING LEVEL FOR 2018 AND 2017

Consolloated data
Insurance
Currency Change
2018-2017
in 96
20118 change
2017-2016
in %
2017
Written premiums 000' BGN =0.3% 643 283 22.396 645 471
Net earned premiums 000' BGN 6.69% GRO 389 201696 356 726
Net Income 000' BGN 5.8% 483 062 10,396 456 694
Claims net of reinsurance occurred 000' BGN 26% (230 845) 8.8% (182 693)
Acquisition expenses 000' BGM 10% (150 483) 7.72% (137 340)
Administrative expenses 000' BGN 25% (38 635) 44.190 (30 942)
Net result 000' BGN =76% 9 910 355% 41 601
Financial assets 000' BGN =74/a COB 803 53.6% 355 338
Total Assets 000' BGN 5% 1 131 163 16.1% 1 079 955
Equity 000' BGN 9% 382 863 30 3% 352 794
Insurance reserves 000' BGN 13% 676 659 16.8% 596 664
Consolidated data
Light motor vehicles
Currency Change
2018-2017
17 %
2018 -70 11 3
2017-2016
in 96
2017
Revenue from sale 000' BGN 5.8% 776 776 21% 214 285
EBTTDA 000' BGN 70.6% 9 492 472 246 5 565
Net result 000, BGN 17272.6% 3 438 130.6% 258
Inventory
(motor vehicles In stock)
000' BGN 8.0% 57 4972 49% 53 249
Tota assets 000' BGN 3.7% 141 503 15.4% 136 395
Equity 000' BGN -42.6% 10 683 -4.9% 18 603
Non-current liabilities 000' BGN 3,2% 38 976 25.3% 37 764
Current liabilities 000' BGN 14.7% 88 012 16.4% 76 699
Consollated data
Leasing
Currency Change
2018-2017
in 96
2018 Change
2017-2016
17 %
2017
Operating Income 000' BGN 24.1% 21 075 21.7% 16 979
Net result doo' BGN 987.5% 1 213 123.3% 112
Leasing Portfollo 000' BGN 38.3% 78 225 12.3% 56 581
Total assets 000' BGN 19.5% 137 585 17.5% 115 171
Equity 000' BGN -22.0% 12 662 0.8% 16 234
Non-current llabilities 000' BGN 14.5% 78 594 23,196 68 657
Current llabilties 000' BGN 53.6% 46 508 2.4% 30 280
Data Investment Intermediation and
Asset Management -
Currency Change
2018-2017
17 %
2018 Change
2017-2016
in 95
2017
Revenue from financial services 000' BGN 41.5% 13 016 -18.8% 9 197
Net result 000' BGN 299.0% 344 =21.1% 209
Current assets 000' BGN 34.8% 27 575 24.9% 20 460
Total assets ooo' bgN 26.1% 34 360 46.3% 27 256
Equity 000' BGN 2.1% 22 757 40.6% 22 297
Non-current liabilities 000' BGN -22.5% ਤੀ ਗ =23.1% 40
Current llabilities 000' BGN 137.9% 11 572 81.5% 4 864

D2. SIGNIFICANT EVENTS FOR THE EUROHOLD GROUP

2018 was filled with many important events for the development of the current activity of Eurohold Bulgaria AD (the Company, Holding) and the future strategic plans of the company. Below Is presented information about the most Important of them, affecting the financial results and the state of Eurohold Buigaria AD. Events are arranged In chronological order rather than according to their significance

.

2018
FUNDING
1.
2025 and an annual interest rate of 6% + Euribor.
At the end of May 2018 Eurohold Bulgaria has signed a loan agreement with International
Investment Bank. The loan amounts to EUR min 10, with a repayment term of 18 March
SHARE IN THE CAPITAL OF EUROINS INSURANCE GROUP
Euroins Insurance Group AD (EIG).
2. EUROHOLD AGREED FOR THE ACQUISITION OF THE RESIDUAL MINORITY
In June 2018 Eurohold Bulgarla has agreed with the South Eastern Europe Fund. LP
(SEEF), managed by the Greek Investment company Global Finance, to acquire the
residual minority shareholding of 10.64% of its subsidiary insurance holding company
3. DIVIDENDS PAID
dividend per share is BGN 0.009.
Eurohold Bulgaria AD distributed a net profit amounting to BGN 1 800 000 (BGN one
million eight hundred thousand) as a gross dividend among the shareholders. The gross
4. INCREASE IN THE CAPITAL OF EUROINS INSURANCE GROUP
majority shareholder Eurohold Bulgaria AD.
The capital of Euroins Insurance Group has been Increased from BGN 483 445 791 to
BGN 543 445 791 by the issuance of a new 60 000 ordinary, registered, available,
non-preferred shares with a nominal and Issue value of BGN 1 (one) each, with the right
to 1 (one) vote at the general meeting of shareholders. All shares are subscribed by the
Romania and Eurohold Bulgaria
The International Credit Rating Agency Fitch Ratings has confirmed:
for the rating was assessed as stable.
medium-term Eurobonds (EMTN Programme) Issued under the programme.
· the Insurer Financial Strength Rating - IFSR "BB-"
assessed as stable.
5. FITCH RATINGS CONFIRMS THE ISSUED CREDIT RATING OF EUROINS
· Long-Term Issuer Default Rating - IDR) *B" of Eurohold Bulgaria AD ". The outlook
· the credit rating B'/'RR4' of the program for medium-term Eurobonds (EMTN
Programme) issued by EuroHold, amounting to EUR 200 mln., and of the EUR 70 million
· has awarded a rating "BB-" to Euroins Bulgaria. The outlook for the rating was
UKRAINE 6. EUROINS INSURANCE GROUP ACQUIRED AN INSURANCE COMPANY IN
In July, the financial regulator in Ukraine allowed Euroins Insurance Group AD to acquire
from the German ERG the Ukrainian company ERV, specializing in travel Insurance. The
deal was reallzed in April this year. The shares were transferred to the October 1, 2018.
CROUP
transaction was finalized on 23.10.2018.
7. EUROINS INSURANCE GROUP ACQUIRED THE GEORGIAN INSURER IC
In September Euroins Insurance Group AD acquired one of the leading insurers In
Georgia - IC Group. IC Group has been operating since 2005 and Is one of the leading
insurance companies in Georgia, offering almost all products on the market. The
company is one of the largest in the country in the fleld of health insurance. The

D - CONSOLIDATED ACTIVITY REPORT

D3. A BRIEF OVERVIEW OF 2018

TO ALL INTERESTED PARTIES

What we do for the development of Eurohold Bulgaria AD

With the results achieved Eurohold Bulgaria AD turned into a leading independent business group with a diversified portfolio, operating in the CEE/SEE/CIS region, and the largest publicly-listed holding company in Bulgaria by revenue. For the last 20 years Eurohold has completed 16 successful acquisitions of companies in different business segments in Central and Eastern Europe, mostly in transactions with leading corporations in Europe. Today Eurohold's subsidiaries operate in the field of insurance, leasing, car sales, asset management and investment services in 12 European countries. The company is listed on the Bulgarian Stock Exchange (BSE) and the Warsaw Stock Exchange (WSE). The group has a successful track record on the capital market, having completed four capital increases up to the moment and raising one of the largest volumes of funds raised on the BSE - at the amount of BGN 165 000 000. The holding has over 2.5 million clients.

As of 2018. Eurohold's consolidated revenues amounted to BGN 1.3 billion, Its EBITDA reached BGN 50.8 million and its consolidated assets totalled BGN 1.4 billion. The holding company has maintained a highly liquid position, enhanced its capital position and reduced its cost of capital thus preserving its profitability. Eurohold turned to be one of the few companies in the whole CEE/SEE that launched an EMTN programme for issuing notes on the international capital markets.

Eurohold's key asset - Euroins Insurance Group AD (EIG), is one of the largest independent insurance groups in the CEE/SEE/CIS region, operating in 12 European markets, including own subsidiaries in Bulgaria, Romania, North Macedonia, Ukraine, Georgia, Belarussia and the Czech Republic. EIG is also operating in Greece and Russia, and has niche operations in Spain, Poland and Italy. EIG has maintained a sound investment portfolio and solvency position. The group has achieved coverage of its SCR that is well above the current regulatory requirement, maintaining high capital buffer. EIG is and will remain focused on expanding its presence in the CEE/SEE/CIS markets both organically and through appropriate acquisitions, striving to diversify its product portfolio and distribution channels, and implementing the best practices in its operations across its network.

Taking into account its ability to identify promising transactions, negotiate best prices and generate maximum value from its acquisitions that contributed to the rapid growth of the holding in the past years, Eurohold will consider the opportunity to enter new regulated business segments with high sustainable growth potential and divest part of its non-insurance operations in order to increase the focus of the group towards the business lines that generate superior value for the shareholders.

www.eurohold.bg

www.eig.bg

on behalf of the Supervisory Board and the Management Board

of Eurohold Bulgaria AD

"Eurohold has focused its long-term strategy on entering new regulated markets that offer great opportunities for sustalnable growth. At the beginning of April 2019, we made the first step towards its realization. We have enough own funds to fund large deals in this sector and we have the support of leading Western European banks to provide additional funding for this purpose. At the same time, we look at the possibility of selling some of our assets outside of the insurance business in order to focus on the segments with the greatest potential."

Assen Christov - Chairman of the Supervisory Board of Eurohold Bulgaria AD

"By the achlevements in 2018 Eurohold consolldated its earnings from the previous year, when it significantly Improved its operational and financial performance. Our business has grown steadly, we have reported record revenues for the second consecutive year and have maintained our position as the largest public holding company in Bulgaria. Our insurance sub-holding continued to build on its successful acquisitions. By the acquisitions made during the year, Euroins Insurance Group proved to be a preferred partner for large companies that emerged from Southeastern Europe. Over the last five years, our Insurance group has been able to derive maximum value from these deals and achieve the necessary synergy that has contributed to our arowth."

Kiril Boshov - Chairman of the Management Board of Eurohold Bulgaria AD:

D = CONSOLIDATED ACTIVITY REPORT

D4. VISION, BUSINESS PROFILE, MISSION, GOALS

Our VISION is a reflection of our BUSINESS PROFILE, MISSION, and GOALS

BUSINESS PROFILE

Eurohold's profits.

Eurohold Buigaria is one of the leading public companies, whose shares are traded on the Bulgarian Stock Exchange and the Warsaw Stock Exchange / Glełda Papierów Wartościowych w Warszawie (Warsaw Stock Exchange). The Investment portfollo of the Holding Includes subsidiaries operating in four areas - financial services (Investment intermediation and investment banking), motor vehicle sales, leasing and insurance. Mutually complementary activities provide significant opportunities for a rapid growth of the market shares of the companies in the holding structure, cost optimization, enhancing competitiveness and, as a result, increasing

MISSION

Eurohold's mission is to maintain high financial stability and provide adequate return to its shareholders; to support the growth of its subsidiaries; to stimulate Innovation and Increase customer satisfaction; to ensure the required conditions for a continuous Improvement In the synergy between its subsidiaries; to maintain high confidence in its relations with its customers, employees and shareholders.

GOALS

The main goals of Eurohold are: To satisfy the needs of its customers by means of offering innovative and competitive products and services, to expand the markets in which it operates and to increase the market shares of each of its subsidiaries; to increase the amount of sales in combination with high profitability, to preserve the positive reputation of the company. Achieving the goals will lead to sustainable growth in earnings and profits.

0 - CONSOLIDATED ACTIVITY REPORT

OUR PROFILE

EUROHOLD BULGARIA IS

  • · Is one of the largest independent financial groups in the region of central and south-eastern Europe.
  • · with main scope of activity Investment and financial activity related to the creation, acquisition and management of participations and financing of related enterprises. Eurohold is a non-banking financial holding company that benefits from synergies between services and parties
  • · through its subsidiaries, focused on the business sectors Insurance, leasing, car sales, investment brokerage and asset management.

THE EUROHOLD GROUP IS

  • · The Eurohold Group is a fast-growing holding company that extends both organically and through acquisitions.
  • · successfully integrated through mutually complementary activities supports the creation of sustainable and cost-effective sales channels and leads to significant financial and operational strategies being implemented.

POSITIONING OF THE EUROHOLD GROUP

0 - CONSOLIDATED ACTIVITY REPORT

D5. KEY FACTORS FOR GROWTH OF THE EUROHOLD GROUP

D6. INFORMATION ABOUT THE COMPANY

I. HISTORY BUSINESS INFORMATION

Eurohold Bulgaria AD (EUROHOLD BULGARIA S.A.) Is a holding company, Incorporated on 12 December 2006 In the Republic of Bulgaria, which operates In compilance with the Bulgarian legistation.

Seat and management address

The seat and the registered address of Eurohold Buigaria AD is the following: Republic of Bulgaria, 1592 Sofia, 43 Hristofor Kolumb blvd. where is located the head office of the Company. This Is also the official mailing address of the Company.

Business address: city of Sofla, 1592, 43, Hristofor Kolumb Blvd.
Phone number 02/ 9651 653
E-mail [email protected]; [email protected]
Website www.eurohold.bg

Scope of business activity

The scope of business activities of the Company includes acquisition, management, assessment and sale of shares in Bulgarian and foreign companies; acquisition, management and sale of bonds; acquisition, assessment and sale of patents, concession of licenses for patent use to companies in which the company holds a share; funding companies, in which the company holds a share.

Registration

On 10.03.2008 Eurohold Bulgaria AD was re-registered in the Commercial Registry Agency, according to the requirements of the Commercial Registry Act with a unique identification code (UIC) 175187337.

Since the registration of EUROHOLD BULGARIA AD as a business entity up until now there has been no change in the name of the Company, as well as In the subject of business. The Eurohold has no registered branches In the country and abroad.

At Its Incorporation, Eurohold Buigaria AD owned a number of subsidiaries, which operated in the Insurance, leasing, real estate and tourist property management, industry, etc.

In 2010 he company restructured its Investments by designating non-strategic the companies operating in the fleld of real estate, management of tourism and the Industry, as a result of which they are sold.

The Management of Eurohold Bulgarla AD focuses its efforts on the management and development of the companies operating In the field of Insurance, leasing, automobiles, as well as Investment Intermediation and Asset Management. In order to optimize costs and achieve high synergy between Its subsidiaries, Eurohold sets up sub-holding structures operating in the Insurance, leasing, car sales and Investment brokerage and Asset Management sectors.

II. Management Bodies control Authorities

As of 31.12.2018 Eurohold Bulgaria AD has a two-tier management system: a Management Board which consists of six natural persons, and a Supervisory Board - consisting of six natural persons. The company also has a procurator.

Supervisory Board Management Board Procuracy
·Assen Milkov Hriatov
Chairman
·Kirli Ivanov Boshov
Chairman
· Hristo Lyubomirov Stoev
Procurator
· Dimitar Stovanov
Dimitrov
Deputy Chairman
·Asen Minchev Minchev
Executive member
· Kustaa Lauri Ayma
Independent member
·Dimitar Kirilov Dimitrov
Member
·Radi Georgiev Georgiev
Member
·Velislav Milkov Hristov
Member
· Lyubomir Stoev
Independent member
·Asen Emanuilov Asenov
Member
·Luise Gabrielle Roman
Member
·Razvan Stefan Lefter
Independent member

Detailed Information on the qualifications, professional experience and other significant participations of the members of the Supervisory and Management Board and Procurator of the Company can be found in the section D14 ADDITIONAL INFORMATION, LEGAL REQUIREMENTS FOR THE COMPANY on page 174

On 29.10.2018 a new member of the Supervisory Board of the Company was elected at an extraordinary general meeting of the shareholders, namely Luls Gabriel Roman, a US citizen.

Eurohold Bulgarla AD Is represented by Chairman of the Management Board Kirll Ivanov Boshov and Executive Member of the MB Asen Minchev Minchev.

From 01.03.2016 the Company Is represented only together by an executive member of the management board and the procurator of the Company Hristo Lyubomirov Stoev.

The Supervisory and Management Boards of Eurohold Bulgaria AD, in accordance with the Company's Articles of Association, are elected with a term of office of five years. In the event that the contracts of the members of the Management and the Supervlsory Board are not terminated explicitly before the expiration of their term of office, they shall automatically be deemed to be renewed for a further five-year term.

The members of the Management and Supervisory Boards are appointed under a management and control contract. The ongoing contracts of the members of the Management Board and the Supervisory Board shall have effect until the termination of the Implementation of the position.

The management agreements concluded with Eurohold Holding AD or with one of its subsidiaries do not provide for compensations or remunerations which the persons would receive upon their early termination.

The activity of the Company does not depend on the individual professional experience or qualifications of other employees.

As of May 2009, an audit committee has been created in the company. This Audit Committee is In Ilne with Art. 107 of the Independent Financial Audit Act (IFAA) (prom. SG Issue No. 95 of 29.11.2016). At the General Meeting of Shareholders held on 30.06.2017 In accordance with Art. 107 of the Independent Financial Audit Act (IFAA) (prom. SG Issue No. 95 of 29.11.2016) a new Audit Committee has been elected for a term of service of three years.

D - CONSOLIDATED ACTIVITY REPORT

In accordance with Art. 107 of the Independent Financial Audit Act (IFAA), the Audit Committee of Eurohold Bulgaria AD has adopted Operating Rules which regulate the activity of the Audit Committee. The operating rules define the functions, rights and obligations of the Audit Committee on financial audit and internal control as its relationship with the registered auditor and the management bodles of the Company and are described in the Declaration on Corporate Governance.

The objective of the Audit Committee is to support the Company in fulfilling Its obligations for the Integrity of the unconsolidated and consolidated financial statements, assessing the effectiveness of the Internal financial control systems and monitoring the effectiveness and objectivity of internal and external auditors.

Members of the Audit Committee

Audit Commitee

· Ivan Georglev Mankov - Independent Member and Chairman of the Audit Committee

· Dimitar Stoyanov Dimitrov - Member of the Audit Committee

· Rositsa Milhaylova Pancheva - an independent member of the Audit Committee

III. SHARE CAPITAL CAPITAL STRUCTURE

Share capital

Upon Its Incorporation, the Company was registered with an Initial capital amounting to 50,002,586 BGN, divided Into 50,002,586 ordinary registered non-preferred dematerialized shares, each with the right to one vote in the General Meeting of the Shareholders, right to a dividend and right to a Ilquidation quota, with a nominal value to 1 BGN per share. Since the incorporation of the Eurohold Bulgaria AD, up until now, there have been several Increases of the Company capital by cash contributions; and as of the date of this report, the share capital of the Company amounts to BGN 197,525 600, divided Into 197,525,600 number of shares, each with the right to one vote, right to a dividend and right to a liquidation quota, with a nominal value to 1 BGN per share.

All shares Issued by the Company are in circulation, are from the same class and are fully paid In. The entire capital of the Company Is pald In cash and the capital Is not increased by In-kind contributions and no shares are Issued that do not constitute capital.

The competent body In relation to making decisions on the increase of the Company capital is the General Meeting of the Shareholders.

All Issued shares of Eurohold Bulgaria AD are Ilsted for trading on the Main Market of Bulgarian Stock Exchange, Share Segment Standard, with stock Index - 4EH and on the Warsaw Stock Exchange (Poland) with stock index EHG.

The accumulated funds from all realized Increases of Eurohold Bulgaria AD of the capital were used to support, develop and expand the subsidiaries and to reduce the long-term Indebtedness of the parent company.

Information on share capital Increases by years is presented in the table below:

D - CONSOLIDATED ACTIVITY REPORT

Eurohold Bulgaria AD, as a public company, Increases its share capital by Issuing a new Issue of shares under the conditions of an inltial public offering of securities under the Public Offering of Securities Act.

Capital Structure

As of 31.12.2018, there are two legal entitles that hold nominally over 5 % of the voting shares.

There are no Individuals - shareholders, who hold directly more than 5 % of the voting shares.

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The majority shareholder of Eurohold Bulgaria AD is Starcom Holding AD. The majority shareholder does not have different voting rights. The company's seat and the registered address is town of Etropole, 191 Ruskl Blvd.

As of the date of this report, Starcom Holding AD controls the voting rights of 52.88% of the Issued shares (54.20% as of 31.12.2017). Starcom Holding AD is the only entity which directly controls Eurohold Bulgaria AD.

The Chairman of the Supervisory Board of Eurohold Bulgaria AD, Assen Hristov, Indirectly controls the Company. Assen Hristov Is a majority shareholder and directly owns 51 % of the shares of Starcom Holding AD. In this manner, Assen Kristov controls directiv the majority shareholder and Indirectly Eurohold Bulgaria AD.

KJK Fund II Slcav-Slf Balkan Discovery controls the voting rights of 14.23% of the Issued shares (12.46% as of 31.12.2017). KJK Fund II Slcav-Slf Balkan Discovery has no different voting rights.

Eurohold Bulgaria AD has not entered into arrangements with other parties, nor is aware of such arrangements which may result in a future change of the control over the Company.

In accordance with the provisions of Art. 114 of the POSA, any transaction between the Issuer, on the one hand, and an Interested party within the meaning of Art. 114, para. 7 of the Public Offering of Securities Act (as an Interested party is also considered a shareholder holding directly or indirectly 25 and more than 25 per cent of the votes in the general meeting of shareholders or, respectively, related to such shareholder), on the other hand, subject to the approval of the General Meetling of the Issuer in the event that as a result of this transaction, the Company acquires, transfers, receives or provides for use or as collateral In any form assets totaling more than 2% of the lower value of the assets according to the last two prepared balance sheet of e at least one of which has been audited, and which have been disclosed to the public under Art. 100 t of the Interested persons can not exercise their voting rights In the cases of transactions under the preceding sentence, in the determination of the quorum for taking a decision all the votes cast at the general meeting shall be taken Into consideration and the votes cast shall not be Included In the decision of the majority to take a decision of the Interested parties.

D7. MAIN SCOPE OF ACTIVITY BUSINESS OPERATIONS

Main Scope of Activity

Eurohold Bulgaria AD Is a holding company carrying out financial and investment activity related to the acquisition, sale and management of participations and financing of related companies.

Eurohold manages and supports the business through its strategy, risk, financing of associated enterprises, control, communication, legal advice, human resources, Information systems and technologies and other functions.

The organizational structure of Eurohold is organized on three levels. Each of the three levels has Its own specific functions, tasks and goals.

In order to optimize management, business processes and constant costs, Eurohold has created four subsidiaries - sub-holding structures in business lines.

Business lines are organized by type of business and market segments, namely: insurance, car sales, leasing and financial services (investment intermediation and Asset Management).

Operating companies are grouped into the relevant sub-holding depending on the market on which they operate.

Business lines and sub-holding Groups (subsidiaries):

The subsidiaries represent holding structures, combining the Investments of Eurohold Bulgaria AD In the following sectors: Insurance, Car sales, Leasing and Financial Intermediation and asset management.

Information about subsidiaries companies

Subsidiaries
companies of
Eurohold Bulgaria AD
Country of
registration
Main activity % of participation in
the primary capital as
of 31.12.2018.
EUROINS INSURANCE
GROUP AD
Bulgarla Acquisition, management, assessment
and sale of Interest In Bulgarian and
foreign companies;
The company active develops Its
business in Bulgaria, Romania, Northern
Macedonia, Georgia, Ukraine and Russia
Eurohold Bulgaria -
91.84%
EUROLEASE GROUP EAD BULGARIA Participations management, financial
leasing
The company develops its business in
Bulgaria, Romania, Northern Macedonia
Eurohold Bulgaria-
100%
AVTO UNION AD Bulgara Import, sale and service of motor vehicles Eurohold Bulgaria -
99.99%
EURO-FINANCE AD Bulgarla Providing and carrying out investment
services and activities in Bulgaria and
a broad
Eurohold Bulgarla
99.99%
Insurance Company
Euroins AD
- 0.01%

Eurohold Bulgaria is a holding company and together with its subsidiaries form an economic group.

At the same time Eurohold Bulgaria AD Is part of the Group of its majority shareholder, Starcom Holding AD.

At the date of preparation of this report, the most significant Investment of Starcom Holding AD Is Eurohold Bulgaria AD. At the end of 2018 Starcom Holding has acquired a shareholding from the capital of First Investment Bank AD (formerly named Aima Bank AD), a banking Institution registered In the Russian Federation. The deal was approved by the Central Bank of the Russian Federation on 29.11.2018.

The structure of the Eurohold economic group as of 31.12.2018

Please note that for the period from January 1, 2019 to the date of preparation of this report, the following changes occurred in the structure above:

  • · In February 2019 Eurolns Insurances Group AD acquired 34% of the share capital of EUROINS CLAIMS I.K.E, Greece, as a result of which, to date, it is the sole owner of the aforementioned company's capital.
  • · On 28 March 2019 Euroins Insurances Group AD has dealt with part of the shares heid by It in the capital of a private joint-stock company Eurolns Ukraine Insurance Company amounting to 5.74% as a result of which the participation of Euroins Insurance Group AD In a private Joint-stock company Insurance company Euroins Ukraine is at the rate of 92.62%.
  • e In connection with a contract signed on 22.06.2018 between Eurohold Bulgaria AD and Basildon Holding S.A.R.L. for the acquisition of the residual minority interest In Euroins Insurance Group AD for a total amount of 10.64% for the period from the beginning of 2019 until the date of the Report, Eurohold Bulgaria AD acquired 8 390 299 shares of the capital of Eurolns Insurance Group AD, as a result of which the participation In the capital of the subsidiary was increased to 93.38%.
  • · As of 01.02.2019 the participation of Euroins Insurance Group In the capital of Russian Insurance Company Euroins was Increased to 48.61%.

Eurohold Bulgaria through Its subsidiaries is positioned In the region of Central and Southeastern Europe.

  • The main markets of which the Group operates are Bulgarla, Romania, Northern Macedonia, Ukraine, Georgia and Greece;

  • Italy, Spain, Poland Insurance services offered on principle free provision of services;

  • Russla at the end of 2017 Euroins Insurance Group acquired a minority share of 14% in a Russlan Insurance company. To date, the participation in the company continues to be associated, despite the Increased participation in the capital of the Russian company.

Regional representation of the Eurohold Group's market positions, indicated by business lines

Insurance market:

  • Non-Ilfe Insurance Bulgarla: 0
    • Non-Ilfe Insurance Romania;
    • Non-life Insurance Northern Macedonia;
  • Non-life Insurance Ukraine; �
  • Non-life Insurance Georgia; 9
  • Non-life Insurance Russla: 1)
  • Insurance Bulgarla;
  • Reinsurance Buigaria; 0
    • Travel Insurance Georgia.

Automobile market:

  • * Sale of motor vehicles, mopeds, spare parts, servicing and lubricating olis - Bulgarla;
  • · Sale of motor vehicles, service activity Northern Macedonia.

Leasing market:

  • · Financial Leasing of new motor vehicles Bulgarla;
  • · Operational Leasing of motor vehicles Bulgarla;
  • � Leasing of new motor vehicles - Northern Macedonia;
  • · Sale and leasing of used motor vehicles Builgarla.

Investment intermediation and Asset Management:

Investment Intermediation and Asset Management - Bulgaria;

Investment Intermediation - Germany, through Euro-Finance as a member of the Stock Exchange In Frankfurt - Deutsche Börse Xetra.

The complementary activities of Eurohold Group companies, respectively Insurance, leasing and motor vehicle sales, allow the creation of integration synergles and the cross-selling of bundled services and products.

Integration synergles contribute to cost optimization across the three business Ilnes and increased competitiveness, which In turn leads to increased profitability at all levels of the Eurohold Group.

Integration synergles and cross-selling to offer bundled services and products

One of the unique competitive advantages of the Group, which predetermines the solid future of the Issuer and the companies of its economic group, is characterized by the advantages of Integration

synergles and cross-selling of Eurohold's three main business - Insurance, leasing and motor vehicle sales.

The Group can offer its customers a unique mix of related batch purchase products at very attractive prices and flexible conditions. The natural connection between the businesses of the Eurohold Group companies and their strong Integration results in unique competitive advantages over the other market participants and a constantly growing loyal customer base.

Over the years, Eurohold Bulgaria has become more and more successful In Integrating and optimizing its operations and complementing businesses. The holding and its companies with their clear and Integrated business model are in a position to take full advantage of the strong growth prospects characterizing the region and the sectors In which the Group operates.

Group strategy

Business
strategy of
Developing and maintaining leadership positions in the Central and Southeast
European region in Insurance, leasing, car sales:
Euroho d
group
Focusing on organic growth, complemented by the acquisition of companies
that meet Eurohold's established criteria :
Promoting synergies and cross-selling across business segments by centralizing
and optimizing operational, marketing and business processes;
Maintaining rigorous risk control and ensuring profitability and sound financial
standing of each company within the Euronold Group
Promoting customer satisfaction and diverse customer base by offering
Innovative and competitive products:
Optimizing profitability by Increasing sales volume, combined with optimizing
Inventory management:
Recruiting and retaining highly qualified managers and employees by delivering
career opportunities and competitive pay based on results;
Establish common goals within each business segment to negotiate better
terms from suppliers, advertisements, and participate in public procurement

D8. CAPITAL INVESTMENTS

Since its Incorporation, Eurohold Bulgaria has made many capital Investments In Its subsidiaries. As of 31.12.2018, the total value of Eurohold Bulgaria 's investments In subsidiaries amounted to BGN 567 465 thousand, namely:

  • Euroins Insurance Group (Insurance) Investments amounting to BGN 448 677 thousand

  • Avto Unlon (Motor vehicles) Investments amounting to BGN 66 775 thousand

  • Eurolease Group (Leasing) Investments amounting to BGN 27 368 thousand

  • Euro-Finance (Investment Intermediation and Asset Management) Investments amounting to BGN 24 645 thousand.

Structure of Investments In Subsidiaries at the end of 2018:

Eurohold's subsidiaries have also invested considerable funds in the development of their operating companies. Since 2008 until the end of 2018 the total capital investments made by Eurohold Bulgaria and the companies of the economic group amount to BGN 973 802 thousand, respectively:

  • Investments made by Eurohold Bulgaria at the amount of BGN 396 477 thousand.

  • Investments made by subsidiaries amounting to BGN 577 325 thousand

Over the last three reporting years, the Eurohold Group has carried out total equity investments amounting to:

  • · for 2016 BGN 246 914 thousand;
  • क for 2017 ~ BGN 209 539 thousand;
  • ♦ for 2018 BGN 36 784 thousand;

All Investments made by Eurohold Bulgaria and its subsidiaries have been realized with the purpose of capital support of the companies, expansion of the activity through new acquilsitions and Increase of the market positions of the companies.

The following tables present a summary schedule for capital investment over the period 2008-2018, as well as detailed information on the investments made in the last reporting year.

Information on the amount of capital Investments made by Eurohold Bulgaria and the subholding structures.

Capital investments made by Eurohold Bulgaria and the subsidiaries for 2018

Investment description Number
of shares
Capital
expenses
(BGN)
Method of
financing
Investor
Capital Investments of Eurohold Bulgaria in 2018
Euroins Insurance Group
AD
Capital Increase 16 963 169 16 963 169 Own funds Eurohold Bulgaria AD
Euroins Insurance Group AD.
Purchased shares from
Basildon Holding
12 305 771 10 981 985 Own funds Eurohold Bulgaria AD
Takal 27 945 154
Investments in subsidiaries in 2018
Auto Italla AD
Capital Increase 8 000 000 8 000 000 Own funds Avto Union AD
Bulvaria Sofia EAD
Incorporation 129,000 129.000 Own funds Avto Union AD
Amlgo Leasing EAD
Capital Increase 200,000 200.000 Own funds Eurolease Group EAD
Sofia Motors E00B
Capital Increase 300,000 300.000 Own funds Eurolease Group EAD
Eurolease Rent a car EOOD
Capital increase 210,000 210,000 Own funds Eurolease Group EAD
Tatal 3 839 000

D9. RESULTS FROM THE ACTIVITY

IN THIS SECTION ARE PRESENTED THE RESULTS OF THE ACTIVITY OF EUROHOLD Group BY Major Key Indicators For 2018 and Comparative Period In 2017

The data are based on the audited annual consolidated financial statements of Eurohold Bulgaria AD for 2018 prepared in accordance with the applicable International Financial Reporting Standards.

After the strong result of 2017, Eurohold Bulgarla AD again reports an extremely successful year. Financial year 2018 was filled with a number of important events for the overall development of all business lines of the Eurohold Group, with all participants generating a steady growth In earnings and profits.

Consolidated financial result

The Eurohold Group reports a high net consolidated profit of BGN 16 874 thousand for the year 2018 after the record profit of 2017 In the amount of BGN 24 335 thousand. The net profit attributable to the owners of the parent company amounted to BGN 14 385 thousand, while for the comparable perlod amounted to BGN 18 103 thousand.

Consolidated Gross Profit of the Eurohold Group as at 31 December 2018 Increased by 1.4% reaching BGN 133 240 thousand. However, the consolidated EBITDA recorded a decrease of 11.7% to BGN 50 809 thousand.

The factors that affect the gross profit is the increased operating expenses due to the Group's growing business, such as: material expenses by 47.3%, external service costs by 15.7%, wages by 16.4% and other expenses by 3.8%. The analysis of other operating costs shows that they are almost entirely Influenced by the automotive sector, which generates substantial growth in sales and Insurance, In connection with a growing business and new acquisitions In 2018.

Substantial Impact on the generated net profit Is also attributed to the accrued depreciation amounting to BGN 10 541 thousand, which Is Increased by 30% compared to the value in 2017. The segment breakdown of depreciation shows that with the highest growth of 62.5% marked insurance division due to consolidation of a new business at the end of the year, as well as the leasing division, which accounted for a 30% Increase in accrued depreciation in line with the lease portfolio growth of 38.3%.

Revenues

Revenues on a consolidated basis are formed from the activities of the subsidiaries and the main activity of the Parent Company, which are related to acquisition and management of Interests and financing of subsidiaries.

The total revenue for the year 2018 at the consolidated level amounted to BGN 1.263 billion, which marked an Increase of 2% compared to the realized consolidated revenues for 2017 when they were In the amount of BGN 1.241 billion.

In 2017 the main contribution to the significant growth of consolldated revenues was generated by the activities of Insurance sub-hoiding, while in the current 2018 the revenues growth was mainly due to the Increased sales volume in automotive segment, represented by Avto Unlon. Car sales are growing at a two-digit pace, with operating revenues of the company rising by +9% compared to the previous year reaching BGN 223 332 thousand, boosted by strong economic growth and a good environment. The asset management business concentrated In Euro-Finance AD also contributes positively, as revenue from this segment increased by + 11.3% on an annual basis to BGN 4 322 thousand.

Revenues from Insurance activity decreased by 2% to BGN 987 201 thousand vs. 2017, but this data does not Include the proceeds from the growing insurance business of the group in Russia, the results of which will be consolldated in 2019. In addition, Eurohold's consolidated report for 2018 reflects only quarterly results of newly acquired insurance companies in Georgia and Ukraine. Eurohold's Insurance and automotive business generates the buik of revenues at group level, namely 96% of all revenues In 2018.

Leasing activity on a consolidated basis shows a slight, non-substantial decline in its operating Income from -0.76% In 2018, which amounted to BGN 25 180 thousand.

Structure of revenues for 2018

In the structure of earnings from core business, the insurance business accounts for 78% of total revenue, followed by 18% of the automotive segment. In 2018, the Insurance business surrendered 3% of the revenue share compared to 2017 when it accounted for 81% of the Group's total revenues.

Expenses

The expenses of the Group's core business Increases relative to business growth. For the year 2018 total expenses amounted to BGN 1.130 billion, compared to BGN 1.109 billion, marking an Increase of BGN 20 643 thousand. The main generator of this growth Is the reported value of the cars sold by companies In Avto Union.. For 2018, they amounted to BGN 194 093 thousand, while for the previous reporting period they amounted to BGN 182 089 thousand or an Increase of BGN 12 004 thousand. The expenses of the Insurance business Increased slightly by 1% against the reported revenues.

Structure of expenses

Structure of the expenses is Identical to the revenue distribution and the flow Is also directly dependent on the type and size of the businesses concerned.

FINANCIAL POSITION ON A CONSOLIDATED BASIS

Assets

Consolidated assets of the Eurohold group at 31 December 2018 Increased by 5.2% reaching BGN 1.395 billion compared to BGN 1.326 billion.at 31.12.2017.

The most significant change in consolidated assets is recorded in cash and deposits, receivables, reinsurers' share of technical provisions, as well as In the value of plant and equipment and Investments In associates and other enterprises.

At the end of the reporting perfod, the Eurohold Group had free cash and deposits with banks at the amount of BGN 69 697 thousand, compared to the end of 2017, when they amounting to BGN 57 116 thousand, with an Increase in cash funds of 22%.

Receivables Increased by BGN 23 909 thousand for the reporting period to BGN 256 054 thousand, current receivables amounted to BGN 176 228 thousand, represented an Increase of BGN 14 068 thousand, while non-current receivables amounted to BGN 79 826 thousand, Increasing by BGN 9 841 thousand.

The share of reinsurers in the technical reserves of insurance companies of Euroins Insurance Group at the end of the current year grew by BGN 47 130 thousand reaching BGN 408 377 thousand.

The marked Increase of BGN 6 837 thousand In the value of the balance sheet item of machinery and equipment by the end of 2018, from BGN 51 467 thousand, Is due to the reported Increase in the group's own vehicles. In the period under review, vehicles were acquired mainly from leasing and automobile companies totaling BGN 26 238 thousand, at the same time written off for BGN 19 622 thousand or the net change of transport for the period was BGN 6 616 thousand.

The financial assets as at 31 December 2018 held by the companies in the Eurohold Group amounted to BGN 290 023 thousand, accounting for a decrease of BGN 37 030 thousand compared to the end of 2017.

Investments in associates and other enterprises Increased their value to BGN 12 698 thousand as the Increase of BGN 7 974 thousand was due to the acquisition by Euroins Insurance Group In 2018 of a new participation In the Russian Insurance company.

Assets structure

The most sign!ficant positions in the structure of the consolldated assets are as follows:

· Share of reinsurers In technical provisions - 29.3% by 2018 compared to 27.2% by 2017;

  • « Recelvables 18% by 2018 compared to 17.5% by 2017;
  • · Financial assets 20.8% by 2018 compared to 24.7% by 2017;
  • · Goodwlll 13.6% by 2018 compared to 14.3% by 2017;
  • · Cash and deposits 5% by 2018 compared to 4.3% by 2017
    • Inventories (mainly cars In stock) 4.3% by 2018 compared to 4.5% by 2017
  • Machinery, equipment and supplies 3.7% by 2018 compared to 3.4% by 2017

Eurohold Bulgaria AD, Including the subsidiaries, do not have assets that are reported off-baiancesheet.

There are no environmental issues in the Group's operations that could have an Impact on the use of the assets.

Equity and liabilities

The equity of the Group Is formed by share capital, reserves, accumulated profits and non-controlling Interest. Reserves are divided Into premium reserves, general reserves, reserve of ex-post assessments and specialized reserves.

The capital structure of Eurohold Bulgaria AD is stable. The amount of equity as of 31.12.2018 is 14.9% of the total carrying amount, which ensures the necessary stability of the Company.

As of 31.12.2018, the equity belonging to the owners of the parent company amounts to BGN 168 630 thousand and represents 12.1% of the total balance sheet total.

As of 31.12.2017, the equity capital belonging to the owners of the parent company amounted to BGN 170 503 thousand and represented 12.9% of the total balance sheet total. Total equilty amounts to BGN 214 109 thousand and represents 16.1% of the total balance sheet total.

Structure of liabilities and equity

Eurohold's liablities amount to BGN 1.188 billion and represent 85.1% of the balance sheet total. In 2018 the companies subject to consolidation Increased their liabilities by 6.8% (BGN 75 374 thousand).

The Insurance subholding managed to reduce by BGN 6 500 thousand its subordinated debt Instruments from BGN 26 058 thousand at the end of 2017 to BGN 19 558 thousand as of 31th of December 2018.

The Eurohold Group attracts loan capital according to the need of borrowed funds to finance working and Investment needs depending on the business they operate In, as well as on the expansion of the Insurance division.

The highest Indebtedness of the subsidiaries has the leasing and the automotive sector.

Typical of a leasing business is to finance through borrowed funds. The amount of these borrowed funds is determined by the expansion of the business.

The Automotive group financed Its operations with borrowed funds from bank loans for working capital and Issued bond loans for payment to the dealers of ordered cars and spare parts for the service activities, large corporate transactions, public procurement, test cars, and for the development of new projects. Apart from that, the automotive sub-holding uses external financing for the construction and repair of showrooms and service centers.

The parent company (Eurohold Buigarla) finances Its activity in support of the subsidiaries In order to Improve their capital adequacy, need of working capital and In the most part to reallze the expansion of the Insurance sector.

The Group Increased by BGN 49 729 thousand its llabilities (current and non-current) on loans to banks and non-bank financial Institutions, as well as on Issued bond loans with a total amount of BGN 299 731 thousand at the end of 2018.

Increase In loans by direction :

    • Automotive direction: bank ioans + BGN 1 663 thousand, bond loans + BGN 7 977 thousand. In 2018 the subsidiary of Avto Union AD, Motobul EAD, Issued a bond loan amounting to BGN 8 800 thousand for the purpose of business development and new projects.
  • · Leasing direction: bank loans + BGN 30 535 thousand, bond loans BGN 9 209 thousand. The Increase in llabilities to banks is mainly due to the growth of bank financing received by Eurolease Auto according to the growth of the leasing portfollo. As of 31.12.2018, the net Investment in financial leasing of Eurolease Auto Increased by 38.25% compared to the previous year 2017. The decrease of the debenture loans Is In relation to principal repaid according to the repayment schedules.
  • · Parent company: bank loans + BGN 10 707 thousand, bond loans BGN 1 354 thousand. In 2018 Eurohold Bulgarla AD received a new tranche of a loan from an International Investment Bank amounting to EUR 10 million (BGN 19.6 million).

In the current 2019 and next 2020, revolving loans granted for working capital of subsidiaries mature. The Company belleves that all working loans will be redeemed or time. Eurohold Bulgarla AD repaid the two bank loans received from International Investment Bank, according to a repayment schedule, and to date has no delay in the payment of Interest and principal payments.

All bond issues issued by the Group are admitted to trading on the regulated market of Bulgarian Stock Exchange AD (with the exception of one Issued by Eurolease Auto EAD). The bond Issues were issued by Eurolease Group EAD, EuroLease Auto EAD, Avto Union AD and Motobul EAD. As at the date of the consolidated Activity Report, all Issues are serviced under the terms of the bond loans, as there are no outstanding obligations on interest and principal payments.

At the end of 2016, Eurohold Bulgaria AD launched a Euro Medium Term Note Program, Eurohold Bulgaria successfully Issued a first tranche of EUR 57 million under the EMTN program at an Interest

rate of 8% for five year period. The base prospectus for the EMTN program has been approved by the Central Bank of Ireland. In this way Eurohold Bulgaria can register future debt Issues within the framework of the Irish Stock Exchange program. The approved EMTN program is not essentially fundralsing, it only creates the appropriate Infrastructure for that purpose. The program allows Eurohold Bulgaria, where necessary, sources of funds to meet investment commitments to attract part financing, In selected periods of the Company and In a favorable market environment.

On November 30, 2017, Eurohold successfully launched a second tranche of Eurobonds. The new issue of € 70 million has a fixed annual coupon of 6.5% and a maturity of 5 years. Much of the funding was used to fully repay the first tranche of the EMTN Program, disbursed at the end of 2016. The repaid principal amounts to EUR 47 million and a fixed coupon of 8%. The remaining amount of Eurobonds ralsed through a second tranche is used to develop the Company's business.

Eurohold Bulgaria AD has developed a system for Internal liquidity management within the Group, with the parent company granting and receiving loans to its subsidiaries for working capital.

A substantial part of the Group's liablities occupy the technical reserves of insurance companies. They form 56.9% of the llability amount. Their value at the end of 2018 is BGN 676 346 thousand, while by the end of 2017 the technical reserves amounted to BGN 596 232 thousand.

Cash Tows

The Consoildated Statement of Cash Flows Is made up of sections and items In which cash flows are accounted for by the business from which they came from and are aggregated In operating, investing and financing activities.

Consolldated cash flows Currency 2018 2017
Net cash flows from operating activities 000' BGN 977 27 720
Net cash flows from investing activities 000' BCN 2 528 (94 367)
Net cash flows from financing activities 000' BGN 90 11 644
Net increase / (decrease) In cash and cash equivalents 000' BGN 3 505 (55 003)
Cash and cash equivalents at the beginning of the
vear
000' BGN
100 948
Cash and cash equivalents at the and of the year 000' BGN 49 540 45 945

During the periods considered, the Group companies generate sufficient and positive cash flow to carry out their normal operations. The cash funds of the Eurohold group at the end of 2018 amounted to BGN 49 540 thousand, increasing by 7.8% compared to the previous reporting period.

Financial indicators on a consolidated basis

Indicators currency 2011/3 Cizang he
2018-2017
Fri 96
20017
Income Statamant
1. Accounting profit / loss (excluding discontinued
operations and before tax)
000' BGN 17 871 =35% 26 591
2. Net Profit / Loss (after taxes) belonging to the Group 000' BGN 14 335 =21% 18 103
3. Revenue 000' BGN 1 263 160 20% 1 240 716
Statement of Financial Position as at 31
Dacamber
4. Equity, Incl. and minority participation 000' BGN 207 322 -396 214 109
5. Liabilities, Incl. Subordinated llabilities 000' BGN 1 187 679 795 1 112 305
6. Assets 000' BGN 1 395 001 5% 1 326 414
Share Information
Share capital (issued) 000' BGN 197 526 095 197 526

Average number of shares number 194 640 005 2596 145 484 851
Net profit / loss per share 3GN 0.074 -4096 0,124
Retion
Financial autonomy ratio (4/5) 0,17 =996 0,19
Debt factor (5/4) 5,73 20% 5,20
Gross profitability of revenues (1/3) 1,41% 34% 2,14%
Net profitability of revenues (2/3) 1,14% 22% 1,46%
Gross profitability of equity (1/4) 8.52% 31% 12,42%
Net profitability of equity (2/4) 6,94% 28% 8,46%
Gross profitability of liabilities (1/5) 1,50% 37% 2,39%
Net profitability of liabilities (2/5) 1,21% 25% 1,63%
Gross profitability of assets (1/5) 1,28% 36% 2,00%
Net profitability of assets (2/6) 1.03% 24% 1,36%

CE EUROHOLD

D ~ CONSOLIDATED ACTIVITY REPORT

D10. OVERVIEW OF THE ACTIVITY OF SUBSIDIARY SUB-HOLDING STRUCTURES

I. EUROINS INSURANCE GROUP AD - BUSINESS OVERVIEW. RESULTS FROM THE ACTIVITY

Business overview.

Euroins Insurance Group AD is a holding company that focuses on the Group's Investment In the Insurance sector. It is one of the largest private Insurance groups.

As a leading Buigarlan insurance group, Eurolns Insurance Group continues to develop its operations In Central and South Eastern Europe, mainly in Bulgaria, Romania, Northern Macedonia, Ukraine, Georgia, Russia and Greece through its subsidiaries.

Eurolns Insurance Group Is the only independent Insurer among the largest players In the region, which provides Group companies with more flexibility and local focus.

The Insurance Group offers a full range of Insurance products in the fleld of general, health and life Insurance.

The long-term strategic goal of Euroins Insurance Group Is to achieve a diversified, profitable and sustalnable market share in the Central and South Eastern Europe, as well as expanding the portfollo of the Insurance business by offering a complete range of insurance products - general Insurance, life Insurance and health insurance

Since Its Inception, the Group has been continuously expanding its operations by acquiring majority packages in Insurance companies. The Group's total Insurance companies have more than 250 regional offices and more than 4 million customers at the end of the period, with operations in Greece, Italy, Spain and Poland (through the Eurolns AD subsidiary) under the Freedom to provide services directive within the European Union.

As at 31.12.2018, Eurolns Insurance Group AD has a direct controlling Interest in ten subsidiaries:

Structure Country Company Type of activity
Insurance
11:53:00=
IC Euroins AD Non-life
EUrolits
Insure nos
aroup
Bulgaria IC EIG Re EAD Reinsurance
IC Euroins Life EAD Life Insurance
Romario · Euroins Romania Asigurare
Reasigurare S.A.
Non-life
North
Macedonia
· Eurolns Osiguruvanje AD,
Skopje
Non-life
Ukraine · IC Euroins Ukraine PrAT
· European Travel Insurance
PrAT, Ukraine
Non-life
Non-life - specialized in travel
Insurances
Georgia · IC Euroins Georgia JSC Non-Iffe
Russla · OOO RIC Euroins Non-Iffe

Regional presence. Market presentation on business operations.

E EUROHOLD
D - CONSOLIDATED ACTIVITY REPORT
Greece Euroins Claims M.K.E. administration services for the
liquidation process of the Euroins
Insurance Claims Branch Greece
EVARIO OR Af the Inquested around

Expansion of the insurance group

The efforts and Investments made over the last few years in the insurance field ensure geographic expansion and stablization of the market positions of the operating companies in the group.

  • i Expansion 2018:
  • · In 2017, the Insurance subho!ding acquired 14.14% of the share capital of a Russian Insurance company. Following participation in a procedure for the capital Increase of Euroins Russia, in 2018, the stake in the company was Increased to 32.20%. As of the date of this report, a Russian Insurance company is named "RZD Eurolns" OOD and as of 01.02.2019 the participation of the insurance subholding was increased to 48.61%;
  • � On 1th of October, 2018, Eurolns Insurance Group acquired 99.99% of the share capital of the Insurance Company Euroins Ukraine PrAT, Ukraine;
  • On 23th of October, 2018, Eurolns Insurance Group acquired 50.00002% of the capital of IC 0 Group Insurance Group Georgia (now called insurance Company Eurolns Georgia AD). As of 31 December 2018, the stake in the Georgian company was increased to 50,037% after the capital Increase of the Company made at the end of the year.

> Upcoming acquisitions 2019:

· At the date of this report, Euroins Insurance Group has an agreement for acqisition of four Insurance companies during the year 2019 In three European countries - Romania and the Czech Republic - specialized in life and non-life insurance, as well as one non-life insurance company in Belarus. The transaction is expected to be finalized after approval by the relevant regulatory authorities.

Through its merger and acquisition activities, the Group EIG benefits from:

  • · New clients;
  • High-quality management and workforce: ◆
  • Valuable relationship with the management teams of the acquired companies:
  • · New distribution channels.

In addition, the company has built a strong internal integration team that will have a great value In future acquisitions.

The efforts and Investments made over the last few years in the insurance field ensure the stablilization of the market positions of the operating companies in the group, which follow a marketing policy almed at developing and offering Innovative and diverse products and services. In order to offer flexible service and satisfy the needs of the clients from the appropriate Insur-ance services, different product ranges and combined Insurances have been developed.

Results from operations for 2018

CONSOLIDATED RESULTS 2018

Net profit BGN 9,9 min -76,2% vs. 2017 Net premiums earned BGN 381.3 min +13.1 vs. 2017 Net Income BGN 483.1 min +5.8% vs. 2017 Total operating expenses BGN 473.0 min +14.35 vs. 2017 Assets BGN 1.131 bin +4.7% vs. 2017 Liabilities BGN 728.7 min +3,9% vs. 2017

Total equitv BGN 382.9 min 48.5% vs. 2017 Eurolns Insurance Group and in 2018 continued to strengthen Its position in the markets it operates on, as well as confirming its performance In 2017.

It is Important to note that the data from the consolidated financial statement for 2018 does not Include the proceeds of the Group's expanding Insurance business in Russla due to the ownership of associated participation as of 31.12.2018. Also, the consolldated report of the Insurance sub-holding for 2018 reflects only the results for the fourth quarter of newly acquired insurance companies In Georgia and Ukraine (IC Euroins Georgia JSC and European Travel Insurance PrAT, Ukraine).

Despite the reported net earnings growth, Euroins Insurance Group reported a net consolidated profit margin of 76.2%, down from BGN 41 601 thousand in 2017 to BGN 9 910 thousand in 2018. This decrease is mainly due to the increased expenses of the Group and, In particular, the higher accrued net reinsurance claims of BGN 48 152 thousand.

Consolldated net premiums earned continue to grow in 2018, r/sing by 13.1% to BGN 383 078 thousand. This Is due to the growth In net premiums written by the Insurance group, which grew by 6,6% from BGN 356 726 thousand In 2017 to an amount of BGN 380 389 thousand for the reporting perlod.

The gross premiums written In 2018 remained relatively small, accounting for a minor decrease of 0.3% to BGN 643 283 thousand.

The main part of the gross premiums written for the Group comes from Euroins Romania, Euroins Bulgaria, Euroins North Macedonia and Euroins Ukraine accounted for 66.1%, 26.9%, 3.3% and 2.5% of the total premium income of the Group respectively, or nearly 99% of the total subscribed business.

The reason for not to see premium Income growth in 2018 is the market situation in Romania, which leads to a decrease in business. At the same time, Eurolns Bulgaria is growing by over 20%, Euroins North Macedonia - by nearly 18%, Euro!ns Ukraine - by 69%, Eurolns Life - by nearly 15%.

Gross premiums written by type of
naurance
Currency Share
2018 %
2018 Share
2017 %
2017
Casco Motor Insurance BGN 000 6.2446 40 135 6.56% 42 346
MTPL and Green card BGN'000 79.53% 511 600 80.30% 518 354
Property Insurance BGN'000 3.63% 23 324 3.90% 25 152
Agriculture Insurance BGN'000 0.4496 2 :319 0.57% 3 682
Accident and IIIness BGN 000 3.54% 22 793 0,72% 4 625
cargo 000.Nob 2.05% 13 2(cla 1.86% 12 010
Liabilities BGN'000 1.35% 8 7 28 3.70% 23 881
Other 000 000 3.20% 20 614 2.39% 15 418
Total gross premiums written BC N 000 2000% 643 298 100% 645 471

The company generated consolldated net Income of BGN 483 062 thousand, which Increased by 5.8%. The main factor influencing the lower growth of the net revenues is the total decrease of 26.3% in the fees and commissions Income (BGN 52 444 thousand) and financial Income (BGN 27 810 thousand), at the same time other operating revenues increased by 115.3% and amounted to BGN 19 730 thousand.

Operating expenses Increase with the growth rate of business to BGN 473 014 thousand compared to BGN 413 673 thousand in 2017. The most significant growth of all expenses is observed in the claims, net of relnsurance, which reach BGN 230 845 thousand, while in 2017 they amounted to BGN 182 693 thousand. This is due to a 14.8% Increase in the claims paid in the current year, Including the costs of processing and claiming damages.

Consolidated assets Increased by 4.7% to BGN 51.208 thousand and reached BGN 1.131 billion. The increase in assets was mainly due to the increased receivables from Insurance transactions, which Increased by 14.2% (from BGN 123 660 thousand reached BGN 141 207 thousand at the end of 2018), as well as the increase of the share of the reinsurers in the Insurance reserves by BGN 47 130 thousand (amount of BGN 408 377 thousand as at 31.12.2018). The funds also Increase as their amount is 40 736 thousand compared to BGN 36 683 thousand for the comparable period. Only financial assets recorded a decrease for the reporting period, their value amounted to BGN 329 803 thousand, while by 2017 they amounted to BGN 361 247 thousand.

Consolidated llabilities reported growth of 3.9% to BGN 728 742 thousand, of which the most significant impact was the Insurance reserves, which at the end of 2018 amounted to BGN 676 659 thousand after an increase in their value by nearly BGN 79 995 thousand (13.4%).

Euroins Insurance Group ends the year 2018 with equity capital owned by the parent company amounting to BGN 379 108 thousand, represented a growth of 8.4%. The total equity, Including noncontrolling Interest, amounts to BGN 382 863 thousand. The Group has a subscribed and paid-in share capital of BGN 498 446 thousand.

As at the date of this consolidated Activity report, Eurolns Insurance Group Is In the process of Increasing its shareholding capital with new capital of BGN 60 000 thousand, of which the pald-up capital as at 31.12.2018 amounted to BGN 15 000 thousand and the subscribed but not pald-up

capital was BGN 45 000 thousand. All newly Issued shares were subscribed by the parent company Eurohold Bulgarla AD. In February 2019, Eurohoid made an additional contribution from the subscribed capital amounting to almost BGN 3 950 thousand. After the remaining contribution from the subscribed and unpald capital amounted to BGN 41 050 thousand, Eurolns Insurance Group will have equity in amount of BGN 543,445,791. The cash ralsed by the capltal Increase will be used to expand the insurance group over the strategy to expand its presence in Central and South Eastern Europe, Including the acquisition of the four Insurance compania, the Czech Republic and Belarus for which awaiting permission by the relevant regulatory authorities.

Earnings per share

Earnings per share Currency 2018 2017
Net financial result BGN 000 9 926 40 ges
Number of shares Number 498 445 791 451 482 622
Average number of shares number 485 445 791 447 315 955
Net result per share 000. Nove 5,02 0.09

Eurolns Insurance Group reports for 2018 earnings per share of BGN 0.020.

Expectations 2019

As a leading Bulgarian Insurance group, Euroins Insurance Group continues to develop its operations In Central and Eastern Europe (CEE). The main objective of the holding company through Its subsidiarles is to achieve a 10% market share in the Balkan region in the medium term In the Non-Ilfe Insurance sector, while also developing Its activities In Central Europe (Poland, the Czech Republic), the Mediterranean, Ukraine , Russia, Georgia and Belarus.

Eurolns Insurance Group plans to continue to expand its presence in the region through new acquisitions and organic. Over the past five years, the Eurolns Group has been able to capitallize on these acquisitions and achieve the necessary synergy that has contributed to the growth. Every day, Euroins Insurance Group Is becoming more and more Innovative and customer-oriented, and this will further enhance performance and performance at a group level.

At the same time, the company will seek to diversify its product portfolio and distribution channels, as well as maintain high liquidity and capitalization of its business. At the end of 2018, the Insurance Group's Solvency Capital Requirement (SCR) coverage is 185% at the regulatory requirement of Solvency II -100%.

PRESENTATION OF SUBSIDIARIES

In the past 5 years, the premium Insurance Group has grown by an average of over 16% on an annual basis. This is also supported by successful acquisitions made by the Insurance group.

Subsidiaries In Buigaria and Greece have made a strong increase in their earnings during the vear. while the largest division within the EIG Group in Romania is sticking to a more conservative sales pollcy over the past 12 months, and this holds the increase in premium Income on a group basis evel.

IC Euroins AD Bulgaria

Eurolns Bulgaria is a dynamic company that has expanded its activities In recent years. In 2018, the Company recorded an increase of over 20% in gross written premiums, the main reason being the organic growth in direct insurance both on the territory of Bulgaria and on the territories of Greece, Italy and Spain under the Freedom to Provide Services Directive within the European Union. There

Is continuous Improvement in the quality of service in these countries, relying on an increase in the Company's partner and customer network, Improved IT capabilities, market analysis and segmentation opportunities.

All main non-motor lines of business have registered growth: Health - 51%, Cargo - 16%, Credit and suretyships - 15%, Accident and Travel - 11%. MTPL has grown by 32%, Motor Hull - by 21%. The growth In motor third party liability insurance is due to the increase in their price in Bulgaria and to the Increased number of customers In Greece.

During the year net earned premiums have increased by nearly 23%. Net claims incurred are up also as the reasons are the growth of the business itself and the high-quality services provided to customers and claimants.

An Increase in the administrative expenses has been reported to the same perfod of 2017. Firstly, these are the expenses associated with the growth of the business. Next are the substantial final costs related to IFRS and Solvency II audits that have their Impact as well. Because of the new regulatory requirement, financial statements of insurance companies must now be signed off by two audit firms. There are also the significant costs associated with the new regulatory requirements of Solvency II.

Despite this Euroins Bulgaria has reported a profit for group purposes of BGN 2,281 thousand. The factors that affect the realized profit are as follows: the growth of the business has led to growth of the net earned premiums by 25% and subsequently to increase of the premiums ceded to relnsurers. The latter combined with the improved loss ratio in MTPL has caused an Increase in the Income from reinsurance commissions (Increase of 90%).

The improved financial condition of the company has been also confirmed by the rating agencles. In 2018, Fitch Ratings awarded Euroins Bulgaria "Insurer Financial Strength Rating" "BB-" with a Stable outlook. Separately, the BCRA, the Credit Rating Agency, confirmed In January 2019 a long-term BBB rating claim with a fong-term stable outlook.

All the circumstances above would help the management of Eurolns Bulgarla to focus on the challenges in 2019, which are the introduction by way of enactment of the bonus malus system on the local MTPL Insurance market and the operational start of the branch in Greece. Effectively as of February 2019, Eurolns AD - a branch of Greece has already officially operated and has a license for both motor business and property Insurance, as well as for Accident and Travel Insurance.

Euroins Romania Asiqurare Reasigurare S.A.

Eurolns Romania is among the Insurers on the Romanian Insurance market and is among the leading non-life insurance companies in recent years. The company continues to strongly strengthen Its position as a stable and fair, customer-oriented company that manages to work profitably and in full compliance with Solvency II requirements in a highly competitive environment such as the Romanian one.

In 2018, in a changed market environment, Eurolns Romanla chose to act conservatively without seeking for unprecedented expansion, accounting for a gross premium written of BGN 425.5 million, compared to BGN 472.9 million in 2017. The decrease is a result of the stabilization of the Romanian MTPL market after two years of significant Increase of the average premium. At the same time In 2018 Eurolns Romania has been conducting a policy of retaining the prices, avoiding segments with high loss ratios and not offering short-term policies with period of cover of one month and three months; a fact that ultimately has led to a slight decrease in the market share but kept the risk profile Intact and guaranteed the financial stability in the next periods. Unlike the Motor business the major non-Motor IInes of business have grown significantly: Llablity - by 29%, Accident - by 13%, Property - by 6%, Cargo - by 4%.

Net claims Incurred grow as result of Increase in the number of reported claims. At the same time there is a decrease in the average reported claim. In 2018 the company has invested in a network of loss survey points as well as in a total remodeling of its strategy in the claims handling process alming to improve the customer service and to guarantee high level of customer satisfaction.

Acquisition costs have registered a sight increase of 1%, which was perfectly reasonable considering that the Increase of the net earned premium amounted to 3%. Administrative expense has grown compared to 2017 as a result of the abovementloned costs related to the new regulatory requirements of Solvency II and to the Investments In new risk management solutions and constant performance monitoring. At the same time there are currently several initiatives underway to optimize processes related not only to the administrative management but also to processes that are yet to benefit activities such as claims handling and Internal controls.

As a result, this Is another reporting period for Euroins Romania where It can be witnessed the positive effect of the re-segmentation, which the company started in 2014, and this combined with the strengthening of the reserves in 2015. At the beginning of 2018, the acquisition of the Insurance portfollo of Romanian Insurance company ATE Insurances was finally approved. It consists of non-Motor business only. The transaction is part of the long-term strategy of Eurolns Romania to Increase the share of the non-Motor business of the company.

The company ended 2018 with a profit for group purposes in amount of BGN 7 547 thousand before taxes.

In 2018 the credit rating agency Fitch Ratings confirmed the assigned a year earlier Insurer Financial Strength Rating "BB-" with a Stable Outlook.

Euroins Osiguruvanje AD, North Macedonia

Euroins Insured is a well-established and stable company with a diversified portfolio and stable financial performance. This year in which gross premiums written are growing by 18% as the main business lines that grow are Cargo by 15%, Property by 5%, Llablilty by 5%, Motor Hull by 3%. The company continues to strengthen in Agricultural Insurance by more than tripling its business there in comparison to 2017. There is a plan to enter the Health Insurance market as well with the positive results expected to be seen In 2019.

Because of the ongoing Initiatives of the management of the company administrative costs has continued to decrease, by 8% In 2018.

The result from the above Is a profit for group purposes of BGN 1 314 thousand before taxes.

IC Euroins Life EAD

In 2018 Euroins Life has written registering growth of nearly 15% compared to previous year.

Eurolns Life has begun a review of the company's current products, while the company already offers new life assurance products including online sales solutions. These initiatives, however, are still at the beginning and their positive effect on the portfolio is yet to be seen. For this reason, the company realized a loss for group purposes amounting to BGN 412 thousand in 2018.

IC EIG Re EAD

The strategy of the management of Euroins Insurance Group and EIG Re is for the company to continue developing as a reinsurer. The foundations were laid down In 2017 when the first proportional and non-proportional Insurance treaties were signed. There were a series of initiatives in 2018 to analyze the potential for the development of EIG Re also as a captive relnsurer optimizing the entire reinsurance program of the Group. One of the starting points of these projects was also a

possible participation of EIG Re as captive reinsurer in the optimization of the capital requirements for the Group and its subsidiaries in the light of Solvency II.

For the year 2018 EIG Re has written gross premiums of BGN 11.1 million.

The company has a profit before taxes for group purposes In the amount of BGN 319 thousand.

In addition, in December 2018, Fitch Ratings, taking Into account: EIG Re's expected strategic Importance as a reinsurer within the Eurolns Insurance Group, assigned the Insurer Financial Strength Rating "BB-" with a Stable Perspective.

IC Euroins Ukraine PrAT

In 2018 Eurolns Insurance Group Increased its Investment in Eurolns Ukraine by BGN 1 975 thousand, as at 31 December 2018, the participation of EIG in the capital of the subsidiary was 98.363%.

As of the end of 2018 Eurolns Ukraine reported a GWP of BGN 16 million, which represents a growth of 69%. Nearly 30% of the business is non-motor insurance. In addition to motor insurance, which doubled during the year, the non-motor business also growing: Property - 55%, Cargo - 48%, Accident - 35%, Llability - 16%. But due to the Investments made during the period in the expansion of the distribution network and the Increase in the damages due to the Increased business, Eurolns Ukraine reported a pre-tax loss of BGN 2,117 thousand for group purposes. Management has already taken actions as part of a common action plan alming for significant Improvements by mid-2019 through new liquidation processes, new fraud prevention measures and risk management.

European Travel Insurance PrAT, Ukraine

European Travel Insurance Is one of the top Travel Insurers In Ukraine and is the only one that specializes only in these insurance products by offering them both to Individual and to corporate clients.The company relies on innovative products offered via extremely well-developed distribution channels.

In 2018 the company has written gross premiums of BGN 14.3 million. But as EIG will consolidate the performance only for the last quarter of 2018 the GWP that will be included in the financial statements of the Group amounts to BGN 4 million, while the profit for group purposes is BGN 385 thousand before taxation.

IC Euroins Georgia JSC

The acquisition of Eurolns Georgia is part of the strategy of EuroIns Insurance Group for development In a region where markets have huge growth potential. With Georgia this is mainly due to the low Insurance market penetration, positive regulatory changes and the expected Introduction of compulsory third-party liability insurance both in motor and construction lines of business. The indicators showing expected growth of the Georgian economy of 5% in 2019 and 2020 will contribute additionally to the growth of the Georgian Insurance market, where the Group would like to participate.

Insurance Company Eurolns Georgia is specialized in Accident and Health. In 2018 these Ilnes of business account for 45% of the Insurance portfollo of the company, while the rest Is split between MTPL, Motor Hull, Property, Agricultural Insurance, Cargo and Llablity. Total gross premiums written In 2018 amount to BGN 7 million. But as Euroins Insurance Group will consolidate the performance of Euroins Georgia only for the last quarter of 2018 the written premiums that will be included in the financial statements of the Group are BGN 2.2 million, while the result for group purposes is a loss of 417 thousand before taxation.

000 RIC Euroins

Entering the Russlan Insurance market has always been in line with the development strategy of the Group In Eastern Europe. This market, as most In this reglon, Is typified by low insurance market penetration, which in combination with expected positive regulatory changes and economic growth hints at significant growth potential.

In 2018, the company recorded gross written premiums of more than BGN 50 million, with the motor business being Casco holding only 3%. The rest of the portfollo Is a quality non-motor business, namely: Responsibilities - 45%, Accident & Disease - 32%, Cargo during shipment - 16%, Property - 4%.

And as continuation of the sound performance from last year the company reports a profit of more than BGN 500 thousand after taxation.

For more Information about Eurolns Insurance Group and Its subsidiaries, please visit the company's website www.olg.bg

II. Avto Union AD - BUSINESS OVERVIEW. RESULTS FROM THE ACTIVITY

BUSINESS REVIEW

Avto Union AD Is a holding company which consolidates Eurohold Bulgaria's investments in the motor vehicle sector. Avto Union is the leading Importer and dealer of cars - Its portfollo Includes 8 brands motor vehicles, with the largest portfollo of motor vehicle brands in Bulgaria. The strategy, supported by the automotive group for a variety of brands is supplemented by continuous improvement in the quality of complementary products and after sales service, as well as by offering new product packages which combine leasing and Insurance and comply with the client's needs.

The structure of Avto Union Includes companies, operating in automotive sales, warranty and aftersales service support, service, Including paint service, original spare parts, lubricants, fuel and accessories. Avto Union AD, through its subsidiaries, acts as an official importer and dealer of some automobile brands and Is also an official distributor of lubricants and alternative spare parts In Bulgarla.

The Group of Avto Union AD has signed a distribution agreement with regard to the car brands it sells. Distribution contracts (or official representation of the country) generally give the group the right to sell the brand, develop dealer networks, carry out marketing campaigns and activities, set prices and trade conditions, and act as ambassador of the brand In the negotiated jurisdiction.

Structure Country Company Type of activity
Automobive
business -
· Star Motors EOOD import and service of motor vehicles
Aveo Union
AD
· N Auto Sofia EAD import and service of motor vehicles
· Espas Auto AD immort and service of motor vehicles
· Bulvaria Holding EAD
· Bulvaria Sofia EAD
Import and service of motor vehicles
Import and service of motor vehicles
Bulvaria Varna EOOD import and service of motor vehicles
Bulgarla · Auto Plaza EAD Import and service of motor vehicles
· Motobul EAD import and sale of motor oils, card operator
for the sale of fuels
· Benzin Finance EAD the company does not operate
Avto Union Service
FOOD
repair and service of motor vehicles
· Daru Car Oop repair and service of motor vehicles
· EA Properties EOOD construction, purchase and sale of real estate
· Motohuo EAD Import, sale and service of scooters,
motorcycles and mopeds
North
Macedonia
· Star Motors DOOEL import, sale and service of motor vehicles
· Star Motors SH.P.K Import, sale and service of motor vehicles
Kasovo · Star Motors SH.P.K Import, sale and service of motor vehicles
Romania · Bodar Pro SRL Trade of spare parts and accessories

As at 31.12.2018 Avio Union AD holds direct control shareholding In 11 subsidiaries.

Regional presence. Market presentation by business operations

The following company chart presents the automotive brands and lubricants of Avto Union subsidiaries

Sales of New Cars

Auto Italy - official Importer of Flat, Fiat Professional, Maserati, Alfa Romeo for Bulgarla Star Motors - official Importer of Mazda for Bulgaria

N Auto Sofla - Nissan dealer for Sofia and Vellko Tarnovo

Espas Auto - Renault and Dacla dealer for Sofia, Pazardjik, Blagoevgrad and Veliko Tarnovo

Bulvaria Sofia - Opel dealer In Sofia

Bulvarla Varna - Opel In Varna

Sale of original spare parts, lubricants, fuels and accessories

Motobul - official distributor for Bulgaria of Castrol and Orlen Oil Motobul is a fuel card operator through a business partnership at leading gas stations in the country.

Showrooms and Service

Avto Union has showrooms for Individual brands throughout the country. They are bullt according to the manufacturers' requirements and standards. The showrooms of every Importer or dealer, part of Auto Union, are tallored to the most up-to-date trends In design and functionality in automotive business. The main offices of Avto Unlon are located In the major cities of Bulgaria - Sofia, Pazardjik, Plovdiv, Stara Zagora, Varna, Burgas, Vellko Tamovo, Blagoevgrad.

Avto Unlon's services Include state-of-the-art equipment and qualified staff and offer the full range of after-sales services: general mechanical and specialist repairs, dlagnostics, maintenance and maintenance of all brands of vehicles. The main task of Avto Union in terms of after-sales service Is to provide quality and fast service to Its customers.

Avto Union Subsidiaries benefit within the Group from :

  • · optimization of operating expenses of the company and to achieve better market segmentation, which in turn would Improve the levels of customer service and clients' satisfaction.
  • · an increase in the market share of car companies;
  • more efficient cash flow management; a
  • · optimization of the structure of attracted funds of automotive companies;
  • · optimization of the costs for administration, management and external services;

Business results for 2018

CONSOLIDATED RESULTS 2018

2018 was extremely successful for the Avto Union Group, which has been working hard to expand its market position, Increase revenue and generate profits, resulting in a significant Increase In Its core Indicators.

The consolidated financial result of the Group for the period from 01.01.2018 to 31.12.2018 Is a profit of BGN 3 438 thousand. (2017 - profit of BGN 258 thousand). The consolldated financial result for the owners of the parent company for the same period is a profit of BGN 1 743 thousand, which compared to 2017, when was a loss of BGN 957 thousand.

EBITDA generated by the Group (earnings before interest, taxes, depreciation and amortization) amounted to BGN 9 492 thousand, a significant Increase of 70.6% compared to the previous year 2017, after an Increase of BGN 3 927 thousand.

The financial results achieved in 2018 are due entirely to the sales growth of the car group companies, with the number of car sales rising by 16.5% over the 2017 sales as a result of which the operating revenues of the Group Increased by 11.6% reaching BGN 226 776 thousand.

Growth in total operating Income is mainly due to revenue generated by sales amounting to BGN 210 493 thousand , which Increased by 13.1% or a reported Increase of BGN 24 420 thousand. At the same time, the revenues from services rendered decreased by 8.8%, their value at the end of 2018 was BGN 8 838 thousand. The other operating Income retained Its relative size with a growth of 0.1% and amounted to BGN 7 445 thousand.

Operating expenses for 2018 show an increase of 14.7% compared to the same period In 2017 as a result of the Increase in realized revenues. Their value for the reporting period is BGN 30 543 thousand, with an increase of BGN 3 924 thousand. The biggest growth In operating expenses was recorded for personnel costs, which increased by 17.4% or BGN 2 170 thousand, as well as the cost of materials, which Increased by 61.9% or BGN 1 348 thousand.

Motor vehicle market

For the period ending on 31.12.2018, Avto Union's sales of new light and commercial vehicles amounted to 5 732 units compared to 4 922 units sold in the same period in 2017, which represents a growth of 16.5%. According to the Union of Automobile Importers In Bulgaria, the market for new passenger cars and light commercial vehicles rose by 9.0% in 2018 compared to the same perlod in 2017.

In 2018, the automotive holding companies made fleet deals for a total of 1 930 motor vehicles totaling BGN 50 288 thousand, as the ratio for the previous year being 1 463 cars totaling BGN 34 million.

Total assets grew In 2018 by 3.7% or BGN 5 108 thousand.

Non-current assets declined by 4.9% over the reporting period as a result of a decrease in long-term trade and other receivables and, in particular, from related parties.

At the same time, current assets have increased by 10%. This growth is due to the following changes - cash decreased by 25,6% compared to the same period of 2017, a decrease of BGN 404 thousand, Inventorles Increased by 8%, and trade and other receivables increased by 16,8% In connection with Increased saies in 2018, as well as significant car deliveries at the end of the year in relation to planned sales in the first quarter of 2019.

The consolidated llabilities of the automobile subholding increased by 11% reaching BGN 126 988 thousand nearly. A more significant change is observed in current liabilities, which at the end of 2018 amounted to BGN 88 012 thousand, with an Increase of 14.8%. This growth is attributable to the classification of most of the long-term borrowing liabilities and the issued bond issue in the total amount of BGN 17 870 thousand as short-term llabilities, taking a 43.2% growth in this position. By comparison, by the end of 2017 total short-term loan liabilities amounted to BGN 12 482 thousand.

Non-current assets recorded a silght increase of 3.2% to BGN 38 976 thousand. The growth in longterm liabilities is mainly due to a bond loan issued by the subsidiary Motobui EAD amounting to BGN 8 800 thousand, while the remaining long-term liabilities, including bank loans, are substantially reduced.

Typical of the activities of the Group companies - car dealers, is the financing of their activities through borrowed funds. In this connection, on a consolidated basis, Avto Union Indebtedness is high. The need for borrowed funds arises from the large car purchases made by dealers, particularly in the case of fleet transactions, which has resulted in significant obligations to suppliers. Under some of the contracts, the companies have agreed to a postpayment. For Information, as of 31.12.2018 the short-term commercial debt to suppliers amounted to BGN 54 436 thousand, while at the end of 2017 It amounted to BGN 48 459 thousand.

Consolidated equity of Avto Union decreased by 42.6% In 2018 and at the end of the period amounted to BGN 10 683 thousand in connection with the application of IFRS 9 in retained earnings and IFRS 15 "Revenues from contracts with clients", whose effect is reported in decrease in retained earnings.

Earnings per share

Earnings per 1 snare Currency 2018 2017
Net financial result 000 BGN 3 438 258
Number of shares number 80 008 80 008
Average number of shares: 000' BGN 80 003 80 008
Net result per 1 share 000' BGN 42.97 8-22-2

Avto Union reports for 2018 earnings per share of BGN 42.97.

Expectations for 2019

The 9% Increase in car sales In Bulgaria in 2018 is expected to be maintained In 2019, which Is still malnly due to the ongolng process of renewal of the oid fleets in the country. A slight slowling of growth in corporate transaction of retail transactions levels, supported by a relatively stable economy, is expected. As a whole, the market for new cars in Bulgaria is not expected to have economic shocks, and it is normal for it to grow with the growth of the country's economy.

More Information about the Avto Unlon subsidiary and Its subsidiaries and the results of their activities can be found on the company's websitewww.avto-vinion.hg,

III. EUROLEASE GROUP EAD. BUSINESS OVERVIEW. RESULTS FROM THE BUSINESS

Business review

Leasing Sub-holding Eurolease Group is a company that brings together Eurohold's Investment In the Balkan leasing sector.

The companies, part of the Eurolease Group, offer financial and operational leasing of new and used cars, trucks and buses.

The strategic objective of Eurolease Group EAD Is to become one of the leading leasers in every country In which it operates. To this end, Eurolease Group EAD strives to build a strong and sustainable brand based on the provision of high quality and wide-ranging services. The goal is to Increase its reputation as an Innovative and flexible partner to a variety of customers and to offer new, specific products and services in cooperation with the Group's Insurance and automobile companies.

Regional presence. Market presentation by business operations

Startecture Country Company Type of activity
Leasing sector: Eurolease Auto Financial Casing
Eurolease Group · Amigo Leasing Financial Pastig
Bulgaria · Autoplaza Sales of used cars;
· Eurolease Rent-a-car Rental of cars
· Sofia Motors Renting of motor vanides
Narthern
Macedonia
· Eurolease Auto DOOEL Financial leasing
Romanla · Eurolease Auto SA Financial leasing

The group offers

The Group offers financial leasing, operating leases and rent-a-car services as well as the sale of buyback used vehicles of proven origin. Car rental activities are carried out by the company Eurolease -Rent A Car, which operates under the trademarks of AVIS and BUDGET.

The leasing operations of Eurolease Group focus on the development of products offering flexible repayment plans and interest rates that are tallored to the customer's risk profile.

The long-standing experience in providing operating leases to major international and local companies as well as established niche markets for rent-a-car services provide the Group with market leadership in this sector.

The subsidiaries of Eurolease Group companies benefit within the Group from :

The ablity to provide a full range of financial and operational leasing services, rent a car services and the sale of used cars to Individuals and corporate clients, thus enabling Euroiease Group to reach the full spectrum of potential customers and create competitive advantages.

Result of the activity for 2018

CONSOLIDATED RESULTS 2018

Net profit BGN 1.2 min

+986% from 2017

Revenues

BGN 21.1 min

+20.2% from 2017

Operating expenses

BGN 19.8 min

+13.8% from 2017

Assets BGN 137.6 min +19.5% from 2017

Liabilities BGN 125.1 min +26.4% from 2017

Total Equity BGN 12.7 min 22.8% from 2017

The activities of EuroLease Group EAD are related to supporting the activities of its subsidiaries by providing expert advice in the fleid of operational management. The company provides assistance to companies in finding competitive financial resources for the performance of their business activities.

EUROHOLD

In 2018 Eurolease Group EAD continued its efforts to negotiate new credit lines for each of the Group companies, with a total amount of negotiated financing of anoximately EUR 25 million, which led to the possibility of large-scale deals with corporate cilents and an increase in the number of transactions with Individuals.

The consolidated financial result of the leasing group recorded significant growth as of December 31, 2018, after realizing a profit of BGN 1 218 thousand. In comparison, the profit as of 31.12.2017 amounts to BGN 112 thousand. The financial result as of December 31, 2018 is allocated as follows: the Group had a profit of BGN 1 232 thousand and for the non-controlling participation a loss of BGN 14 thousand.

Consolldated revenues of the company increased by 20.2% reaching BGN 21 075 thousand in 2018. They are formed by the different business lines of the subholding, namely: revenue from financial and operating leases, short-term rental of cars and sale of used cars, the distribution of which is shown in the following graph.

The observed change in the share of business revenue is determined by the following factors:

  • Financial Lease Revenues from this line are slightly increasing as a share of the total revenues of Eurolease Group EAD, reaching BGN 5 573 thousand {growth of 13.76% on an annual basis);
  • Operating leases the increase in 2018 is due to the significant Increase in the number of long-term rental cars. Operating lease Income Increased by more than 20% to BGN 7 267 thousand;
  • Short-term rent the amount of revenues decreased by 9.1% compared to the previous period, and the share of this business in the portfoilo of Eurolease Group EAD decreased accordingly;
  • Sale of second-hand cars the share of revenues from the sale of second-hand cars remains almost unchanged. In absolute terms they amounted to BGN 5 640 thousand also relatively unchanged compared to the end of the prevlous year.

The observed growth In reported expenses of 13.8% In 2018 is a natural consequence of the growth of the business, generated during the period. For the year 2018, consolidated expenses reached a level of BGN 19 815 thousand after an Increase of BGN 2 403 thousand compared to 2017. The most significant change in the reporting period in depreciation costs, which Increased by BGN 1 231 thousand, compared to 2017 due to the Increase In the volume of vehicles.

GRIC

As of 31.12.2018 the Group's assets amounted to BGN 137 585 thousand compared to BGN 115 171 thousand at the end of the previous reporting period, recording an Increase of 19.5%.

Consolidated net Investment in finance leases increased by 38.25% to BGN 78 225 thousand compared to BGN 56 581 thousand at the end of 2017.

As of 31 December 2018, tangible fixed assets at the consolliated level amounted to BGN 28 075 thousand, marking an Increase of more than 10% compared to BGN 25 436 thousand at the end of 2017. The Increase was due to the increase in the number of newly acquired vehicles which the subsidiaries Eurolease Rent-a-Car EOOD and Sofia Motors EOOD have provided to their clients under the terms of a long-term lease.

At the end of the reporting period, the Group's liablities amounted to BGN 125 102 thousand compared to BGN 98 937 thousand as at 31.12.2017.

Typlcal of each leasing business, Including the Eurolease Group, Is that the leasing activity is financed through borrowed funds. The amount of these borrowed funds is determined by the expansion of the business. This normally leads to high leverage of the leasing companies.

By the end of December 2018 there was an Increase In the relative share of bank financing at the expense of a reduction in debt obligations on debt Instruments. Consolidated liabilities of Eurolease Group to other financial Institutions decreased by 11.04% to BGN 11 315 thousand compared to BGN 12 719 thousand as at 31 December 2017. The amount is mainly due from the Eurolease Rent A Car subsidiary to leasing companies financing its operations and reflects the Increased volume of transactions under operating leases. At the same time, the Ilabilities to banks amounted to BGN 78 303 thousand, registering a growth of 63.9% compared to 2017 when their amount was BGN 47 768 thousand. Liabilities on debt Instruments (Issued bond loans) decreased by 7.9% and amounted to BGN 26 707 thousand, compared to nearly BGN 28 985 thousand as at 31.12.2017.

As of 31.12.2018, the share capital amounts to BGN 12 662 thousand compared to BGN 16 399 thousand as of 31.12.2017. The decrease In equity by 22.8% is the result of the application of IFRS 9 "Financial Instruments", accounting for its effect on retained earnings.

EUROHOLD

Earnings per share

Earnings per 1 share Currency 2018 2017
Net financial resuit 000' BGN 1 234 153
Number of shares number 27 241 488 27 241 488
Average number of shares: 000' BGN 27 241 488 27 241 488
Net result per 1 share 000' BC N 0.045 (4)-0015

Eurolease Group reports for 2018 earnings per share of BGN 0.045.

Expectations for 2019

Following the market trends and the In-group synergy created, the Group's companies In 2018 managed to maintain positions on the market on which they operate.

With regard to the financial leasing services provided, in 2018 the market recorded an increase in the receivables under finance lease contracts, respectively the funds allocated on newly concluded leasing contracts also increased compared to the previous period. Companies operate under the conditions of decilning Interest rates, making leasing a more accessible and recognizable service on the market. In addition, world-wide, car production remains on an upward trend, with an average annual increase of around 3% per year over the past five years. Similar is the growth in reported sales, with registered new cars within the EU Increasing by 3.3%.

The observed positive market trends have led the Management to expect growth In the results of the companies operating In this segment - Eurolease Auto EAD and Amigo Leasing EAD.

Amigo Leasing EAD started operations in April, 2018 under the trademark Amigo Leasing. The creation of the Company was conditioned by the strong demand for second-hand cars in Bulgaria, which has continued in the past year. This gives grounds for positive expectations for the development of the Company, such as the main prices for the year 2019. are connected with:

  • · Ensuring sufficient funding for smooth Impiementation of the activity;
  • · Increasing new business levels when taking reasonable risk levels;
  • · Expansion of the branch network and the offices of the company;
  • · Consolidation the Amigo Leasing brand as Leader of the Leasing Market for Used Assets.

Over the years, Eurolease Auto EAD has established Itself as the leading non-bank leasing company on the Bulgarlan market. The experience, the established connections with suppliers and the expanding customer base allow the Company to report steady growth. The management belleves that the funding currently provided, the ongoing negotiations with other potential creditors, as well as the possibility of offering joint ventures with Euroins and the dealers part of the Avto Union Group will allow Eurolease Auto EAD to offer even more attractive leasing terms to customers in 2019,

The sale of second-hand cars is carried out by the Group through its subsidiary Autoplaza EAD. The management's expectations for 2019 are that the company will continue its upward development with a new increase in Its credit ilmit to finance car purchases from Bulgaria and Europe. Thus, the company will be able to meet the needs of the constantly expanding market for used second-hand cars, which brings security to future customers. In view of these expectations, its leadership has set the following targets to be achieved in 2019:

  • Increase sales of used cars; .
  • · Deepening partnerships with auto dealers, part of the Avto Unlon JSC Group, in relation to the redemption of client cars;
  • · Promoting the new company website to attract new customers
  • Partnership with YouTube Influencer Ivan Nankov regarding the AutoPlus cars reviews In the BGCarsUnited Channel;
  • · Complete re-branding of the company's office.

The Inclusion of Sofia Motors EOOD In the leasing subsidiary Eurolease Group EAD allows the Group to offer a wider range of products and to efficiently use the customer base of all companies to achieve better financial results. In 2019 the management of the company planned to develop and

update the portfollo of products offered by the Company. In view of the planned plans, the following targets for the current year are formulated:

  • · Development and presentation of innovative products target Groups of the Company;
  • · Promoting the company through a targeted marketing campalgn;
  • · Reach more customers by building a new, more functional website;
  • · Attracting competitive financial resources for the Implementation of the operational activity;
  • · Additional optimization of operating costs;

The company has sufficient funds to finance new deals for the first half of 2019 and has worked with partner banks to obtain a new credit limit.

Operational leasing and rent-a-car services are carried out by the subsidiary Eurolease - Rent A Car ECOD. The latter operates under the trademarks of AVIS and BUDGET. In the segment In which the Company operates, there is a tendency to increase competition in the market and the emergence of many local companles and emerging International brands. In this regard, the Company plans the following measures to maintain its position:

  • · A slight decrease of the indicator "cost per day" to maintain competitiveness;
  • · Increase in rental duration during the high summer season;
  • · Increase by 10% of the cars In the short-term fleet and preservation of the tendency for Its renovation;
  • · A renewed marketing strategy related to the appointment of a marketing specialist and the promotion of both brands at national and global level;
  • · Replacing existing websites with the modern digital platforms offered globally by the Avis Budget Group;
  • · The Introduction of a digital signature when renting out short-term rental cars (platform Scrive);
  • · Introducing a Customer Feedback platform and the associated customer satisfaction enhancement;
  • · Negotiating new long-term partnerships with foreign and local companies;
  • · Attracting new customers from key countries for the Bulgarlan market: Great Britain, Israel, USA, Germany, Russla, France, Spain;

More Information about Eurolease Group Subsidiaries and its subsidiaries can be found on the company's www.euroleasearoup.com.

EUROHOLD

IV. EURO-FINANCE AD BUSINESS OVERVIEW. RESULTS FROM THE BUSINESS

EUROHOLD

Business review
------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Euro-Finance is the largest Investment Intermediary In terms of share capital. The company has a 24-year history and has a full license from the Financial Supervision Commission to provide financial and investment services within the European Union and third countries.

The company is a well-known name on the Bulgarian financial market, serving the Investment and financial needs of individual, corporate and Institutional Investment Internedlary offers a wide range of Investment products - equilty trading, fixed Income Instruments, derivatives, FOREX deals, contracts for differences (CFDs), RePo deals and more. The company maintains long-standing relationships with a number of international financial institutions. EURO-FINANCE AD is the first Bulgarian Ilcensed Investment Intermediary, a full member of the stock exchange in Frankfurt and Is the only non-banking financial Intermediary.

The Company does not have any Investments in subsidiaries.

Regional presence. Market presentation by business operations

Structure Country Company Business activity
investment
Intermediation and Asset
Management -
Bulgarla EURO-FINANCE AD Provision and performance of
investment banking, asset
management, custodian and
EURO-FINANCE AD consulting services

Euro-Finance AD is regulated by the Financial Supervision on European Legislation, and the company is a member of a number of institutions, exchanges, associations and associations.

As a licensed investment Internediary in a country of the European Union (EU), Euro-Finance AD fully complles with the regulations and requirements related to transactions with financial instruments within the EU under the MIFID II Directive.

At present, about 70 Investment Intermediaries operate on the Bulgarian market, 36 of which are banks and the other 47 are non-bank financial Institutions. The main advantages of Euro-Finance AD are related to Its license and the possibility to offer the full range of financial services throughout the European Union as well as to its long-standing experience on the local market and its highly qualified staff.

The company's business meets the highest standards in the field of financial and Investment services.

The company offers direct access to the Bulgarian Stock Exchange through Its EFOCS platform as well as the Deutsche Börse Xetra Stock Exchange in Frankfurt.

Euro-Finance offers the following types of services:

  • · Trade In over 260 Instruments Including currency trading (Forex), gold, silver, oll, stocks, Indexes.
  • Direct access to financial Instruments listed on the Deutsche Börse Xetra; ●
  • · M & A, Investment consulting services as an Internal consultant and a third party consultant.
  • Member of the Deutsche Borse Group, with a 20-year history of successfully completed local and cross-border deals.

As an Investment Internedlary Euro-Finance AD offers its clients activities such as brokerage services, asset management, investment banking, merger and acquisition consulting, and other Investment services for corporate and Institutional clients.

Investment brokerage

Euro-Finance AD offers management services for financial assets, mainly for Individual and Institutional investors based in Buigaria. The company offers three types of Individual Investment portfollos (conservative, balanced and aggressive).

Investment banking

Euro-Finance AD has a well-developed Internal and external infrastructure in order to offer comblete solutions and Investment services to Institutional clients. On behalf of the Institutional clients Euro-Finance AD carries out the following investment services:

  • · management and placement (public offering) of shares and derivative securities;
  • · management, takeover and offering (public / private offering) of debt and equity Instruments;
  • · creation of the auctions market for the purchase of securities;
  • ه assistance in preparing prospectuses for public offering of securities on the local market;
  • market research; and �
  • · consultancy services, Including company rating, restructuring, mergers and acquisitions, financial analysis, debt analysis, capital structure, Investment projects and credit counseling,

Custody services

Euro-Finance JSC acts as a local and global custodian of securities by offering custody services to pension Insurance companies, Investment schemes, Insurance companies and other institutional Investors. Euro-Finance is a member of Central Depository AD, Sofia. Internationally, the long-term cooperation of Euro-Finance with leading foreign deposit banks enables customers to take advantage of the whole range of depository and custodian services for securities registered on foreign markets.

The company provides the following custody services:

  • Storing and keeping a register of dematerialized securities and government securities in a local or foreign depository Institution;
  • Transactions in financial instruments by client order;
  • ◆ Storing cash;
  • · Make payments on behalf of and on behalf of the client;
  • · Receiving current income on financial Instruments held on behalf of clients (dividends, coupon payments, etc.);
  • · Distribution of dividends in the form of shares, splitting, Increase in the capital of a company through rights or through the distribution of additional shares, etc.

EUROHOLD

Result of the activity for 2018

CONSOLIDATED RESULTS 2018

In 2018 EURO-FINANCE AD maintained Its leading position on the Bulgarian capital market and managed to climb from the 3rd to the 2nd place on the BSE turnover, realizing 1/5 of the total turnover of the stock exchange.

E EUROHOLD

The company's efforts in 2018 focused on the development and promotion of the service segment, and in particular transactions with foreign financial instruments. In this connection, the EFOCS own e-commerce platform was upgraded and upgraded.

The realized outcome of EURO-FINANCE for 2018 Is a profit of BGN 834 thousand. For comparison, for 2017, the company reported a net profit of BGN 209 thousand.

In 2018 EURO-FINANCE AD realized net Income from operating activities (net result of financial operations) amounting to BGN 2 601 thousand, which increased by 15.14% compared to 2017 when they amounted to BGN 2 259 thousand.

Intermediate business accounts for the largest share of revenue over both periods, with a decrease of 28.5% In 2018. This is due to the decrease of 31.76% In the total transactions concluded on the Bulgarlan Stock Exchange for 2018, as a result of which turnover on the stock exchange has decreased by 22%.

The following table provides information on the structure of the company's net income generated by the principal activity as an Investment Intermediary.

Net neome Currency Change
2018-
2017 %
2018 2017
Net result of Intermediary activity 000' BGN =28 =596 1. 031 1 442
Net result of operations with
financial assets and instruments
000' BGN =104% -12 299
Net result of exchange rate
changes
000' BGN 269.6% 372 -194
Income from shareholding 000' BGN -9.9% વેને 101
Net Interest Income 000' BGN 28.4% 7 59 591
Other financial Income 000' BGN n/a 353
Revenue from investment banking
act vities
000' BGN n/a 50
Total net operating Income o pro Ben =2.89% 2 601 2. 2339

The company has managed to reduce the administrative expenses related to the current servicing of the company by BGN 330 thousand.

Administrative expanses Currency change
2018-
2017 In %
2018 2017
Total administrative costs of the
Pet on
odo' Ben -16.2% 1 703 2 033

The company's assets increased significantly by 26.1% to BGN 34.360 thousand, compared to BGN 27 256 thousand at the end of 2017.

The table below shows the structure of the Investments of EURO-FINANCE AD as of 31.12.2018, In
accordance with the risk management policy followed.
Own access Currency 2018 Share of
equity
In %
Tangible and Intangible assets 000' BGN 67 0.29%
Own funds 000' BGN 3 680 16.17%
Equity securities (shares, securities, etc.) 000' BGN 6 353 27.92%
Debt securities (bonds and treasury bills issued by governments and
financial Institutions)
000' BGN 401 1.76%
Debt securities of other Issuers 000' BGN 2 443 10.74%
Reportransaction receivables 000' BGN 8 01 3 35.23%
Other receivables 000' BGN 2 034 9.20%
Total own assets ppo BGR 2 601 101.31%

In accordance with the provisions of Ordinance No. 50 of the Financial Supervision Commission on Capital Adequacy and Liquidity of Investment Intermediation (EU) №575/2013, EURO-FINANCE AD has adopted and applies Rules for Risk Assessment and Management, Procedures for Adjustment of Valuations or Reserves and Disciosure Rules. The objectives and policy of the investment Intermediary in relation to risk management were Initially formulated by a declsion of the Board of Directors dated 30 May 2007, according to which the company follows a moderate-conservative risk management policy, alming at stable and consistent growth in time of profits and protection of the value of equity.

The llabilities of the company amounted to BGN 11 603 thousand compared to BGN 4 959 thousand In the previous reporting period. The company has almost entirely current ilablities of a commercial nature. In vlew of the nature of the company's operations, its liabilities are almost entirely liabilities to customers, which at the end of 2018 amount to BGN 11 304 thousand compared to BGN 4 573 thousand by the end of 2017. The only long-term llabilities of EURO-FINANCE are related to a financial leasing of a car amounting to BGN 31 thousand, whereas the amount due at the end of 2017 was BGN 40 thousand.

As at 31 December 2018, the company's equity amounted to BGN 22 757 thousand, of which share capital BGN 20 600 thousand, reserves BGN 1 488 thousand and retained earnings BGN 669 thousand. For comparison, the equity of the company for the comparable period was 22 297 thousand.

Earnings per share

Earnings per 1 share Currency 2018 2017
Net financial result 000' BGN 834 209
Number of shares number 40 000 000 40 000 000
Average number of shares: 000'BGN 20 600 000 16 593 000
Net result per 1 share ooo' ben 0.0405 0.01 1 215

EURO-FINANCE reported for 2018 earnings per share of BGN 0.0405.

Expectations for 2019

The company's expectations for the Bulgarian capital market In 2019 are that It will be directly dependent on the performance of the Bulgarian economy and the successful Implementation of the measures set out In the Strategy for Development of the Bulgarian Capital Market.

In an operational plan, the activity of Euro-Finance AD will be almed at finding the optimum balance between the risk and the ilouidity of the investments. The management team of EURO-FINANCE AD will be focused in the following directions:

· By the middle of 2019, It is planned to complete the process of designing and releasing its fully redesigned corporate site. The overall concept of the company's new website is related to optimization and Improvement of UX design, expansion of the presence of EURO-FINANCE AD In the Internet space and reaching a wider range of potential clients, optimization of the content of the page and Information about the products and services of the investment Intermediary;

· Launch a project to develop a mobile version and app for Android and ICS on the EFOCS ecommerce platform. The expectations are after the complett, which will take from 1 to 2 years In advance, significantly Increase the share of EURO-FINANCE AD In servicing Individual cilents in the field of financial services on the local market.

EUROHOLD

  • · In 2019 EURO-FINANCE AD plans to expand the range of services it offers to Its Individual and Institutional clients in partnership with the world-leading online brokers.
  • The process of Improving and developing the Eurosys financial and accounting system will continue along with the software developer.
  • · The management team of EURO-FINANCE PLC plans to focus efforts on attracting new Institutional clients through targeted marketing campaigns, meetings with large institutional Investors and participation In the BSE's campaign to finance small and medium-sized enterprises by listing the stock exchange.
  • · Despite the extremely restrictive measures of the European Securities and Markets Authority (ESMA) regarding the possibilities of offering contracts for the difference between Individual (non-professional) Investors whose duration Is Indefinite and difficult to predict, EURO-FINANCE AD will continue to offer markets the service "Trade in contracts for currency, Indices, stocks, and commodity contracts across the Meta trader platform" by Improving trading conditions, expanding the range of financial Instruments to meet needs and the Interests of customers, providing dally market comments and analysis, conducting webinars and generating premium content on the company website.

More Information about Euro-Finance AD can be found on the company's website www.eurofinance.bo

D11. CURRENT TRENDS AND THE LIKE FUTURE DEVELOPMENT OF THE EUROHOLD GROUP

Eurohold Bulgaria AD Is a company entirely focused on its core business lines.

Trends in business development are determined by large and flexible opportunities for offering joint products that deliver unique benefits

One of the main advantages of "Eurohold Bulgaria" AD, most strongly represented on the Bulgarlan market, Is the close cooperation between its main directions, generating a growing and stable source of revenue. As a consequence of Integrating the three business lines - Insurance, car sales and leasing, Eurohold Bulgaria alms to realize significant synergy. The Group has exceptional opportunities to Increase the market shares of introducing new, cross-linked value-added products rather than by lowering product prices, as is the strategy of major competitors. Offering joint products and combining sales points leads to an all-in-one offering - car, Insurance, leasing. Cross-product offering among insurance, leasing and car dealers' customers reduces total advertising and marketing costs . The mutually complementary activities provide higher opportunities for a rapid increase In market shares. The Internal model of work Is based on the Idea that each business strand will achieve Independent financial profitability and cost optimization and serve as a source of business for other Industries.

INSURANCE

The main objective of Euroins Insurance Group AD is to expand the market share In key regions of presence, Including Bulgarla, Romanla, Northern Macedonia and Russia, malntaining a high capital buffer of the solvency position. In this regard, the company has built a strong Internal Integration team, which will have great value in future acquisitions.

The operating companies of Euroins Insurance Group follow a marketing policy almed at developing and offering Innovative and diverse products and services. In order flexible service and satisfy the needs of the clients from the appropriate Insurance services, different product ranges and combined Insurances have been developed.

The market share of the majority of the non-life insurance companies in the Group is also growing. IC Eurolns AD reports 8.3% market share as of 31.12.2018, compared to 8.2% in 2017. Eurolns Osiguryavane AD, Northern Macedonia, as of 31.12.2018, has a market share of 8.2% as at 31.12.2017. PLC Euro Insurance Ukraine and PLC European Tourist Insurance reported a market share of 0.6% and 0.5% respectively by 30.09.2018 compared to 0.4% for both companies by the end of 2017. Eurolns Romania Insurance SA reported a market share of 12.5% at 31.12.2018 compared to 14.1% at the end of 2017. As of 30.09.2018, Euroins Georgia AD has a market share of about 2% at 2.5% as at 31.12.2017.

As a result of the re-licensing of health Insurance companies in Bulgaria as insurance companies In 2013, many of them were merged into life insurance companies and others started to record a non-IIfe insurance business. In 2017 "Euroins - Health Insurance" ZEAD was merged Into "EIG EE" EAD. Upon completion of this procedure, IC EIG Re AD will have all non-life Insurance licenses in addition to its reinsurance ilcense.

According to prellminary data as at 31.12.2018, the gross premium income in the Ilfe Insurance market in Bulgaria amounted to BGN 444.5 million. The market share of Eurolns Life AD as of 31.12.2018 Is 0.4%.

It Is expected for the companies from the group of Eurolns Insurance Group AD to increase their market share In the General Insurance sector in 2019. As a result of the acquisitions made in 2018, the Group plans to expand the Insurance business by increasing its presence, both on the markets It currently operates and in new markets.

Kev growth drivers influencing development trends

  • · Effective use of capital optimizing relnsurance, providing adequate reserves;
  • · Insurance rlsk management rigorous insurer pricing, pricing and product design, tallored to risk;
  • · Optimizing asset performance through balanced quality, diversification, liquidity and return, matching assets and llabilities;
  • · Effective processing and management of Insurance claims;
  • · Using an Integrated management Information system;
  • · Optimizing Business Processes;
  • · Developing innovative products tallored to the needs of the target segments;
  • · Identifying valuable segments of customers, competitive pricing;
  • · Managing distribution channels through continuous tracking of results, effective motivation schemes, employee training;
  • · Effective advertising with which to build the Image of an interesting brand;
  • · Establishing long-term partnerships cooperation with leasing and auto-ieasing companies, banking Institutions.

LEASING AND RENT-A-CAR

Market trends in finance leases are to Increase Interest in this type of product, as evidenced by data released by the BNB at the end of December 2018, showing a 12% Increase In newly-generated business compared to the same period last year. The companies operate under the conditions of decreasing Interest rates, which enables the Company to offer more attractive products to its consumers. Leasing is becoming an increasingly accessible and recognizable service on the market.

The favorable development of the leasing business also contributes to: the lower cost of financial resources for end - users; the decrease of non-performing receivables in the Company's portfolio of leasing (4.4% on annual basis); the positive development of the labor market in the country (the number of unemployed persons decreases in all age groups), the growth of the average monthly gross wages of about 7% on an annual basis.

The Macedonian market is relatively smail and underdeveloped. At present, banks still offer credit for the purchase of a car, which limits the business opportunity for leasing companies. However, the general trend is for banks to stop offering such products, turning leasing companies into major players In financing car purchases. The banking sector in the country as a whole is underdeveloped and offers room for significant growth in the coming years. The leasing market is expected to develop in parallel with the banking sector, which offers excellent growth opportunities.

The newly established Eurolease Group EAD, financial leasing company Amigo Leasing EAD, whose main activity is providing financial leasing of used cars to Individuals, opens another market niche for the Group, which will help to Improve the consolidated financial results.

Eurolease - Rent A Car EOOD operates under the trademarks of AVIS and BUDGET. The long-standing experience of providing operating leases to major international and local companies as well as established niche markets for car rental services put the Group among market leaders.

The company "Sofia Motors" EOOD offers operational leasing services to small and medium enterprises and individuals. In this way, Eurolease Group EAD manages to cover the full range of potential clients of the operational leasing and rent-a-car services and to create competitive advantages.

The sale of second-hand cars Is carried out by the Issuer through Its subsidiary "Autoplaza" EAD. The company has succeeded in establishing itself as a recognizable supplier of used cars of proven origin. The management's expectations are for the company to continue Its upward development taking advantage of the Increased demand for second-hand vehicles between 5 and 10 years of age and the comprehensive service that Autoplaza EAD manages to offer its customers.

Kev arowth drivers influencing development trends

Future growth of Eurolease Auto EAD is based on the following factors:

  • · Achleving great synergles with other subsidiaries of Eurohold Buigaria AD;
  • · Offering comprehensive services;
  • · Flexibility in products to meet customer needs and expectations;
  • · Fast and high quality service.

SALE OF MOTOR VEHICLES

No economic turmoll is expected in the new car market in Bulgaria, with the expectation to grow with the growth of the country's economy plus several single points.

Avto Union AD predicts the preservation of Its market share as a result of the excellent opportunities for developing the existing customer base by physical and legal persons and increasing the corporate clients.

Expectations for the future development of the automotive market In Bulgaria are based on an Increase In the rate of recovery of the local economy and an Increase in the growth of new car sales In the country. On the other hand, the obsolete fleet is a prerequisite for increase in the sales to corporate customers, for which it is no profitable to maintain an outdated fleet.

Key arounth drivers influencing development trends

  • · Diversified product portfollo with a wide range of brands) Avto Union AD covers all segments of the Bulgarian automotive market by offering adequate solutions to both corporate and Individual customers; brand diversification also protects the group from a force majeure situation that would affect certain brands;
  • · Joint products synergic Ilnks with the Insurance company Euroins AD and EuroLease Auto EAD allow Avto Union AD to offer its customers exclusive and unique package product (eg Casco 4x4, Mazda Cash Leasing, etc.);
  • · Optimized Group Costs Built-in budgets to optimize marketing costs, surveys, ad group placements / airtime, and more.

INVESTMENT INTERMEDIATE

In 2018 Bulgaria's economy continued to grow faster than the average for the European Union (EU) countries, ranking among the "bests" of CEE with 3.8% growth on an annual basis. This trend continued In the first quarter of 2019. The main components of GDP growth remain the Increased domestic consumption, driven by positive labor market trends and higher wages, foreign direct investment and the accelerated absorption of European funds.

One of the maln risks in the short term Is directly related to the alarming trends in the of global trade or, in particular, the lack of growth. The growth rate of world trade collapsed by more than 5% In early 2018. to 0% at the end of the year. AgaInst the backdrop of the expected escalation of trade conflicts, a possible contraction in global trade will further contribute to the slowdown in the global economy.

2018 was not particularly good for the capital market in the country. Investors' moods turned 180 ° after the growth of 2017, which was accompanied by two-digit growth of transactions and turnover of Bulgarian Bonds AD (BSE), the leading capital Indices in the country managed to finish the vear at levels , close to those of 2016. The Impact of MIFID II - the new pan-European legal framework requlating financial instrument markets - which came into force at the beginning of the year and further bureaucratised and expensive to provide financial services within the EU, can also be added to the overall negative market sentiment. Despite the challenge, EURO-FINANCE AD managed to maintain its leading position on the Bulgarian capital market and managed to climb from the 3rd to the 2nd place on the turnover of "Bulgarian Stock Exchange" AD, reallzing 1/5 of the total the turnover of the organized market.

As in 2018 as well as in 2019 the activity of EURO-FINANCE AD is almed at finding the optimal balance between the risk and the liquidity of the investments.

Key arowth drivers influencing development trends

  • · Full license to offer the full range of financial products available on European financial markets;
  • 25 years of experience in financlai markets;

  • · Highly qualified management and operating staff brokers and Investment consultants licensed by FSC, Bulgarian Stock Exchange AD and the Frankfurt Stock Exchange (FSE);
  • · Access to all major International securities markets;
  • · The only Bulgarian financial Institution member of the FSE;
  • · Use of modern software systems;

· High capitalization as a guarantee in times of economic downturns.

Eurohold Bulgaria AD as a holding company whose activity Is directed at investments in companies and thelr management does not carry out Independent business activity. Such activity develops the operating companies of the economic group.

In this respect, the development trends of Eurohold Bulgaria's are directly and mainly related to the development trends of the companles from the holding group.

D12. CONSOLIDATED NON - FINANCIAL DECLARATION

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY AND SUSTAINABLE DEVELOPMENT OF THE EUROHOLD GROUP FOR 2018

Eurohold Bulgarla as one of the largest independent financial groups in the region of Central and Southeastern Europe puts corporate social responsibility and sustainable development at the heart of its activity.

Eurohold Bulgaria selects an integrated approach of reporting non-financial information along with the financial one to better articulate the relationship between the group's activities in the area of social responsibility and sustainable development, financial activity, holding business strategy, process management and results from them.

1. OUR COMMITMENT AND SUSTAINABILITY APPROACH

The Eurohold Group is a rellable partner and sustainable Integrated structure. Eurohold has its own Internal policles, standards and practices for sustainable business growth, ethics, collegiality and good falth, which are accepted by companies throughout the economic group.

The understanding of Eurohold's corporate governance for sustainable development is a fundamental principle underpinned by the structure and corporate values of the holding.

The Eurohold Group has a unified model of process management as an organizational structure built on sub-holding levels depending on the specific business requirements, regulations and regulations.

Eurohold's commitment is to create responsible social behavior towards company employees and customers, to the needs of society and environmental care.

The economic group offers services In the field of Insurance, car sales, leasing, as well as investment Intermediation and asset management. Customers are both private Individuals and small and medium corporate entitles and corporations. Consumers rely on our experience, incorporations and flexibility to offer them solutions that meet the most up-to-date demands of society,

The Eurohold brand is a recognizable brand for Innovation, creating unique Integrated products and loyalty to customers, suppliers, employees and all stakeholders both in Bulgaria and in all countries where the Group has a presence.

In 2018, the companies in the group not only remained stable on the market but also increased thelr market share, which speaks for the trust of consumers and business partners.

The steady trend of the growth of Eurohold Group's market positions is the consequence of our strategy of putting customer needs at the center of everything we do.

The business strategy and core values of the whole group in the area of sustainable development are based on the understanding of creating shared value almed at:

- The business
- Management and employees
- Protection of the environment
- The interests and needs of customers and
society as a whole

2. OUR MISSION, VISION AND VALUES IN SUSTAINABLE DEVELOPMENT

The Eurohold Group operates in the fleld of services, which favors the creation of a uniform standard almed at steady development in all companies.

OUR GROUP MISSION Is to offer complex, quality and fast service to our customers. We strive to be a constantly growing group to be the market leader in the services it offers. That Is why we are dedicated to the continuous development of our products and services according to the needs of our customers and society as a whole. The Group strategically alms to offer such solutions in its product portfollo that provide customers with security and stablily in their everyday business and operations.

OUR GROUP VISION is to be a responsible, flexible and transparent partner. We guarantee our customers quality service and quick response to their individual needs. Buliding a long-term and lasting relationship with clients, partners and employees is a key concern for us. We have developed clear policles and policles to ensure sustainable business practices.

OUR VALUES The success of the GROUP Is based on a firm commitment to our core values. All activity and relationship with partners is based on the five values that distinguish the group and help us to preserve the trust of our clients, as well as being among the leaders in the business sectors in which we operate, namely:

  • 0 Integrity ;
  • Rellability; 0
  • Llablity; .
  • 0 Correctness;
  • Job satisfaction and team spirit 0

3. Diversity Policy

Eurohold Bulgaria has not adopted a policy of diversity of the members of the Supervisory and Management Boards, as well as of the Board of Directors of the economic group of Furahold

However, the Eurohold Group adheres to the principles of:

  • . equality,
  • Impartiality, 0
  • avoiding any form of discrimination; and .
  • provides the same opportunities,

by seeking to achieve a gender balance in management and supervisory bodies.

The leading factors in choosing a new member of the Managing and Supervisory Board must ensure that it possesses appropriate qualifications, experience and knowledge of the specifics, regulations and requirements of the sector in which the company operates and meet the conditions under the Articles of Association of the Company.

These principles also apply to the Supervisory and Management Boards and the Board of Directors of the Group's subsidiaries and operating companies.

Distribution of governing bodles by sex and age

To date, 89 Individuals have been elected to the companies of the Eurohold Group for members of the Supervlsory and Management Boards, Directors' Councils and Managers, of whom 68 are men and 21 are female. By age distribution, members with experience and professional qualifications over

40 years predominate.

4. MANAGEMENT SYSTEM

The management system Is specific to each sub-holding and is built in accordance with the nature, scale and complexity of the risks associated with the operation in applying the principles of legallity, expediency and effectiveness.

The management system is adequate, built in accordance with the regulatory requirements for each direction, and the following summary can be valid for all Eurohoid Group companies.

  • · There is an adequate and transparent organizational structure in line with the normative requirements for the particular business;
  • · Responsibilities are clearly and appropriately allocated;
  • · An effective information delivery system is in place;
  • · The management system meets the requirements of the guldelines for the management system of the European Insurance and Occupational Pensions Authority (EIOPA) - valld for Insurance companies Eurolns Insurance Group (valld for the insurance fleid);
  • · The management system Is perlodically reviewed;
  • ← Eurohold Bulgaria as a public company has adopted, adheres to and is guided by internationally accepted and applied principles of corporate governance. The holding has Imposed these principles on the entire economic structure. The subsidiaries and the operating companies understand and share the principles of good corporate governance by pursuing policies to achieve optimal relationships between the Company's practices and its Internal regulations.

The management system of each company in the economic structure of Eurohold is the main responsibility of its governing bodies. The necessary internal organizational structure is provided to ensure that all processes, as well as the services and products provided by the companies, are in compliance with the applicable regulations.

The Management Board Is the competent authorlty that monltors the adequacy of a management system and takes the necessary measures in case of identified weaknesses or Inefficiencles of system elements.

At a Group level, the following policies and internal by-laws have been developed and implemented:

A. Ethical Code of Conduct for Group Employees

Its alm is to develop and validate the standards of professional ethics. The document reflects the principles of honesty, honesty and good falth In the Group as guiding Ideas and basic principles as well as the highest requirements regarding the personal ethics of employees. The Code also addresses the issue of the ban on accepting and offering unlawful payments and benefits.

The management of Eurohold Bulgaria and all companies in the holding structure respect the national anti-corruption legisiation and in no way stimulate, support or encourage corruption schemes and practices. Ethical group standards are applied by all companies and in each country where the group is Involved.

B. A pollcy to prevent conflicts of interest and to ensure fidelity

It sets out the criteria for disclosure of potential sources of conflict of Interest and the principles to prevent confilcts of Interest in Group companies as well as the procedure for detecting confilicts of Interest and ensuring the confidence of policy-makers in the particular the company.

C. Information security policy

The Information security policy has the following main objectives:

  • · Ensuring confidentiality of Information by applying approved access restrictions and disclosure;
  • Ensuring continuity of business processes and preserving Integrity, accessibility of Information during its storage and processing;

  • · Minimize Information security risks;
  • · Providing the necessary resources to maintain the Information Security Management System (ISMS) and to continually improve and Improve Its effectiveness;
  • 1 Achieving accountability of Information by Introducing access control and rights to Information resources;
  • . Informing employees about their responsibilities and obligations with regard to Information security.

D. Instruction on the conditions and ways of collecting, processing, storing and protection of personal data

This Instruction sets out the conditions and ways of collecting, storing and protecting the personal data of employees and customers of the entire Group.

All companies organize and take measures to protect personal data from accidental or unlawful destruction, unauthorized access, alteration or dissemination, and other unlawful forms of processing. The measures taken are consistent with the state of the art technological achievements and the risks associated with the nature of the data to be protected.

The Instruction alms to regulate the maintenance and protection of registers storing personal data to the employees and customers of the Eurohold Group companies which are the administrators of personal data within the meaning of Art. 3, para. 1 of the Personal Data Protection Act (LPPD) and are entered in the register of the personal data controllers to CPDP.

5. Our products and services

The Eurohold Group operates on the basis of an inherent and synergistic approach, offering through Its subsidiaries sub-holding structures products and services in the fields of Insurance, vehicle sales, leasing, Investment intermediation and asset management.

Subsidiarles' operating companies offer all types of products and services that are spectfic to the particular market. In this sense, the Eurohold Group can offer a full range of solutions for private clients, small and medium legal entities and corporate clients.

The complementary activities of Eurohold Group companies, respectively Insurance, leasing and motor vehicle sales, allow the creation of integration synergies and the cross-selling of bundled services and products.

Integration synergles provide an opportunity to optimize spending across the three strands and Increase their competitiveness, which In turn leads to increased profitability at all levels of the Eurohold Group.

6. DETERMINATION OF KEY GROUPS OF INTERESTED PARTIES

To respond to emerging changes, technological innovation and ever-widening digitization, we Identify key stakeholders and actively Interact with them.

The stakeholders are both external to the Company and domestic, namely:

  • 0 Investors,
  • 0 employees,
  • 0 customers,
  • � providers,
  • € brokers and agents,
  • 0 creditors,
  • 0 other counterparties,
  • 0 local community and
  • other interested parties. ◆

An analysis of stakeholder expectations is an Important process for Group Managers. To respond adequately to this challenge, our ablity to adapt, to Identify the risks and the opportunities that matter to our key stakeholders depend on success In our business.

7. CREATING VALUE

What we do to crate value

The process of value creation passes through three stages, namely:

  • · First of all, we analyze and define our key themes, which helps us to focus our efforts on areas where the greatest value can be created;
  • · Secondly, we define Interaction with stakeholders on priority key themes;
  • The third stage of the creation of the task is to Identify the risk factors that Influence the creation of value, as well as to take management decisions to deal with them.

Group policy towards stakeholders Is built on principles that are respected by all companies across the Eurohold economic group.

How do we create value

As a highly integrated structure, Eurohold creates value through its business model by using different types of capital that transforms, through business activities and interactions to obtain products and services that create value for the organization and stakeholders.

Business model

The business model built in the Eurohold Group is based mainly on synergles and relationships between sub-holding structures, through which companies create new innovative, competitive and combined products and services, continuously monitoring consumer behavior to meet all the needs of stakeholders. The alm is to offer products of different price ranges, as this is most pronounced In the automotive undercarrlage, which offers iow, medium and high-end cars both in terms of price and equipment.

The Group can offer customers one-stop-shop for car sales, leasing and Insurance, saving them time and providing them advantageous, attractive and innovative conditions on the basis of combined products.

The group uses the highest technology by developing online platforms avallable on the companies' websites to provide customer care, meet their needs and save time. Thus, customers are glven the

opportunity to choose and configure the level of vehicle equipment and the terms of its purchase, leasing and insurance package, depending on the combinations offered.

What we achleve

We increase our operating revenues by reducing administrative costs, striving to maintain operational efficiency and Improve processes and return on Investment. We build the necessary support and development by Investing in our employees, developing technology and Implementing Innovative business processes. Creating value is based on good business relationships. In everything we do, we are committed to the responsibilities and responsibilities that the Group has taken to all stakeholders, which includes responsible action everywhere, following our core values, mission and vision.

Types of Capital

Financial capital · Our group financial capital is a combination of equity
capital, cash flows generated by the core business,
external financing from capital markets and financial
institutions
Production capital · The Group offers services and products for which the
material technical base for providing the points of sale is
extremely important, as well as the highest level of
information and technical equipment
Human resources · The success of Eurohold, as well as the whole group,
depends on the dillgence and professionalism of its
employees. Therefore, the group continues to Invest In the
professional and personal development of its employees.
We strive to encourage our employees to engage in
activities that will allow them to fully reallze their potential
and fulfill their professional ambitions
Intelectual capital · Our corporate procedures, management and
organizational experience, skills and modeling, technology,
acquisition systems and intellectual property serve us to
develop the best solutions for customers to deliver
innovative and combined products and services
Social capital . We build and maintain collaborative relationships with our
key stakeholders by Investing in strategic partnerships,
supporting community programs, supporting various
causes and sporting events, and building trust with
suppliers. Customer relationships are at the core of our
business and we strive to exceed their expectations
Natural capital ·Group business is not considered to be intensive
using natural resources. However, Eurohold and its
subsidiaries have introduced practices for
environmental protection and reduction of
electricity, water, gas and paper costs

9. BUSINESS ENVIRONMENT

Understanding the business environment in which a company operates is key to its business development. Keeping track of market trends, risk assessment and development opportunities help us to respond adequately to the challenges and create value for key stakeholders.

We perfectly know the business environment in which we operate. Our companies have many years of experience in the sectors in which they operate. They rank among the top three and top eight In market share in the country of registration. In all countries where the Group has a market share, the market Is very developed and innovative. Group companies are among the leaders In the development of new products and online platforms.

On the basis of the joint products developed between the three Insurance, automotive and leasing sub-industries, a high level of operational cost savings, advertising and marketing costs, personnel costs and others is achieved, which in turn leads to the possibility of providing more favorable conditions consumers and customers.

Regulated Business Environment

It can be said that the activities of the Eurohold Group are highly regulated, with almost all companies In the Group being supervised or reporting to the local financial regulator in the consolidated accounts of the sub-holding company whose assets fall and hence in the consolidated accounts of Eurohold Bulgaria AD.

    • Eurohold Bulgaria AD as a public company within the meaning of the Public Offering of Securities Act, whose shares are registered for trading on the main market of "BSE" AD with stock exchange code 4EN and Warsaw Stock Exchage (WSE) - Poland with EHG is a supervised person of the Financial Supervision Commission.
  • The Insurance companies of Eurolns Insurance Group are supervised by the financial regulator of the respective country of registration, In compliance with all laws and regulations, regulations and regulations concerning the Insurance activity in the respective country.
    • The Automotive Sub-Holding Avto Union and its subsidiary Motobul EAD are accountable to the Financial Supervision Commission on a regular basis of unconsolidated and consolidated financial statements and activity reports and all other accompanying statements and documents in their capacity as issuer of debt securities whose emissions are admitted to trading on a regulated market, observing the requirements of the Public Offering of Securities Act. Operating car companies report to the regional dealer about sales and operating results.
    • The operating companies in Bulgaria of the Leasing Sub-Holding EuroLease Group, offering finance leases, as non-bank financial Institutions are BNB supervised entitles. Eurolease Group and Eurolease Auto are also accountable to the Financial Supervision Commission on a regular basis on the basis of unconsolidated and consolidated financial statements and business reports and all other accompanying statements and documents in their capacity as lssuers of debt securities that are admitted to trading on a regulated market, observing the requirements of POSA.
  • The Investment Intermediary Euro-Finance is a supervised person of the Financial Supervision Commission as a regulator exercising control over the activity of the investment Intermediaries In Buigarla.

BUSINESS ENVIRONMENT OF THE INSURANCE SECTOR

Non-life Insurance market in Bulgaria

The non-Ilfe insurance sector is one of the sectors in the economy, which is developing very dynamically and has been characterized in the last few years by several specifics:

    • Trend In revenue growth on gross premlums written;
  • → High degree of market concentration;
  • · Entering new market participants;
  • · Consolldation of the market through acquisitions and acquisitions;
  • · Concentration of Insurance portfolios;
  • · Distribution channels are dominated by insurance brokers;
  • ◆ Enhanced role of regulator.

The structure of the portfollo of the Bulgarian non-ilfe Insurance market is characterized by a typical predominance in the years of motor Insurance, which as of 31.12.2018 represents 74.4% of the total premium income. In the field of motor Insurance, traditionally prevaling In the Insurance market is Motor Third party llability Insurances (MTPL), with 44.9% market share, compared to the share of Casco Insurance with a market share of 29.5%.

The chart shows the structure of the non-life insurance market by classes of Insurance as of 31.12.2018, according to data from the Financial Supervision Commission:

Life Insurance Market in Bulgaria

As of 31.12.2018 Euroins Life operates only on the territory of the Republic of Bulgaria.

The Company offers and concludes Insurance contracts for the following types of Insurance and for the following Insurance risks:

  • Life and rent insurance; .
  • Marriage and child Insurance; .
  • · Life insurance related to an Investment fund;
  • Additional Insurance. .

The chart shows the structure of the ife insurance market by classes of Insurance as of 31.12.2018, according to data from the Financial Supervision Commission.

Non-Life Insurance Market In Romania

The Non-Life Insurance market In Romania reached EUR 1.73 billion In 2018, which Is nearly 3% more than in the previous year.

The total Insurance market has Increased In size, reaching EUR 2.1 blilon.

The Insurance market In Romania is characterized by a medium to high degree of concentration. In 2018, some 89% of the total gross written premiums were achieved by 10 Insurance companies out of the 29.

As of end-December 2018, 29 insurance companies regulated by ASF were active in the Insurance market, out of which 16 offered only non-life insurance, 7 offered only life Insurance and 6 had composite activity.

The largest share of the non-life Insurance market is held by Motor Third Party Llablity insurances -46.53% of the market, Motor Hull - 25.78% and Property - 15.17%.

The charts below show the share of each business line in the overall portfollo of the non-life insurance market In 2018 and market developments over the past 5 years (In EUR):

Source: Financial Supervisory Authority

Insurance Market in Northern Macedonia

According to statistics complled by the Macedonian Insurance Supervision Agency, the Macedonian Insurance market consists of 11 non-iffe insurance companies and four life insurance companies.

The non-life Insurance market is growing by 9.4% in 2018 compared to 2017, according to statistics published by the Macedonian Insurance Supervision Agency.

Ukrainian Insurance Market

The non-life insurance market In Ukraine focuses mainly on motor Insurance, with compulsory Third Party Llablility Insurance and Casco insurance.

At the date of this report, the Ukrainian Insurance Regulator only published data until the third quarter of 2018.

The non-life insurance market in Ukraine is growing by 9.4% in the nine months of 2018 compared to the same period last year. During this period, it focused mainly on motor Insurance, with compulsory Third Party Liablity Insurance (Including Green Card) and Casco Insurance covering 29.3% of the market in the nine months of 2018, compared to 26.2% In the same period In 2017. Separately, compulsory Third Party Llability insurance (Including Green Card) and Casco account for 14% and 15.3% of the market.

Business environment automotive sector

Avto Union unites companies that are Importers and dealers of new cars (cars, trucks, motorcycles and industrial machines); service centers; Official Importer of Castrol and Orean Oil lubricants, wholesale and retall fuel.

Bulgarian Automotive Market

In 2018, 40 584 new cars were sold in Bulgara. Compared to previous year this represent a growth by 9%.

In the last two years there has been a strong growth in the sales of new cars in Bulgaria, and this trend is valid for the Avto Unlon Group.

Avto Union's sales are up 21.1% in 2018, which is above average growth for the Bulgarian market by 12 percentage points.

Market Share of Avto Union

In the last few years, we have seen a steady trend of rebullding new car sales.

The Issue of the levels of harmful emissions emltted by cars is being discussed more and more, in this respect, Incentives for electric and hybrid cars have begun in Bulgaria.

Major markets in Western Europe recorded a decilne in sales of new dlesel cars at the expense of gasoline and electric vehicles. This trend is expected to affect the market in the coming years.

In 2018, Avto Unlon Is the second-largest by market share of new cars sold - 14%, acccrding to the data of Union of Importers of Automobiles in Bulgaria.

Distribution of car sales by type of insurance shows an Increase In corporate sales of 8%, at the expense of declining demand from private customers.

In 2018, the largest market share of Avto Unlon's companies was Espace Auto with sales of 2 670 vehicles Renault and Dacia.

Business environment of the leasing sector

Leasing Market in Bulgaria

Financial leasing

On the territory of Bulgaria, this market is highly competitive and by 31.12.2018 there are 47 actively operating companies that offer the financial leasing service. The receivables of leasing companies under financial and operating leases at the end of December 2018 amounted to BGN 4.038 billion (3.7% of GDP) at BGN 3.605 billion (3.6% of GDP) at the end of December 2017. At the end of the fourth quarter of 2018 they grew by 12% (BGN 432.9 million) on an annual basis, and by the end of September 2018 by 2.2% (BGN 88.1 mIllion).

In the last three years, the market has been characterized by decilning Interest rates and increased price competition among its participants. Leasing companies that are part of banking groups are

dominating. Other major players are companies that are part of automotive dealers' structures (captive leasing) and Independent leasing companies.

The key factors influencing the leasing market in the automotive segment are:

  • · Volume of sales generated by dealers new and used cars;
  • Cost of the proposed financing to the final customer:
  • · Creating sustainable partnerships with suppliers and developing joint leasing products;
  • · Quality of the service provided, as well as additional services that create added value for the c lent

The finance lease market is highly sensitive to the volume of car sales and the cost of financing.

A strong competitive environment creates risky preconditions for changing criteria of leasing companies. This In turn would also Increase the likellhood of a change In the amount of overdue or non-performing receivables.

Operational Leasing and Rent-a-Car Services

According to unofficial data, the market currently maintains around 15 000 vehicles under operating leases and 3 000 cars serving car rental services. Although many of the world's brands are on the market, it has not yet reached its full potential and offers mainly basic products such as short and long-term car rental.

The main users of the rent-a-car service In Bulgaria are foreign persons visiting the country for tourism or business purposes. Since, over the last few years, operating leases have gained popularity among individuals and small companies, most of this service remain large companies, often affiliates of international companies.

The key factors influencing the operating lease and rent-a-car services market:

  • * Number of foreign tourists visiting the country:
  • · Easy end-user access to car rental offers;
  • · The need to renew the fleet of users of operating leases;
  • · Final price of the service provided;
  • Quality of service. .

The operating lease and rent-a-car market is mainly Influenced by the number of potential customers that companies can attract. Contrary to the financial leasing market, that of operating leases and car rentals is not so strongly influenced by price. Consumers are willing to pay a higher price in order to get a high-quality service.

Rental services are also Influenced by developments in the technology sector. Over the last few years, the number of bookings made on mobile devices has increased significantly.

Sale of second-hand motor vehicles

Globally, the automotive market Is one of the main economic Indicators for the development of a particular country. The reason for this is that mobility of people and goods is very Important for the economy. Bulgaria is one of the first places in Europe by number of registered cars, compared to the population - about 3 million cars.However, statistics show that just over 45% of all registered cars are over 20 and only 7% are under 5 years of age.According to the Ministry of the Interior, the number of registered cars In the country Is over 220 thousand In one year - between 10-15% of them are factory new, making the number of sales on used cars market about 200 thousand annually.

The mlx of used second-hand cars consists of those used by operating leases, new Imports (malhly from Germany and Italy), cars of Individuals or legal entities, and others. The most popular are middle class cars with an average age of more than 10 years.The market Is characterized by many small entrants. Customers of used cars are diverse in their gender, age, social background, etc. As the most serious risks in the selection and purchase of second-hand cars, the quality of the car and Its service history are highlighted.

Key factors affecting sales of second-hand cars:

  • · Need to renew vehicles over 20 years of age;
  • · Availability of Information about the origin and service history of the offered cars;
  • · The balance between price and the technical condition that the supplier provides.

The second-hand car market is most sensitive to the latter because purchasing a second-hand car is dictated by the user's desire to maximize benefit at a reasonable price.

The companies in the Eurolease Group structure are active participants in the markets In which they operate. In order to be adequate to current trends and to serve their customers, companies continuously monitor market signals that indicate both development opportunities and likely threats.

In terms of technological development, a leasing group strives to follow the market trends, and In this respect, in 2018, new and online platforms have been upgraded and / or bullt to update the group's vision and message while being easy to use on mobile devices.

BUSINESS ENVIRONMENT EURO-FINANCE

Buigarlan Capital Market

Euro-Finance as an Investment Intermediary operates on the capital market In Bulgaria. The company offers direct access to the Bulgarian Stock Exchange via its EFOCS platform as well as the Deutsche Börse Xetra Stock Exchange In Frankfurt.

Along with banks, EU capital markets cover several thousand small and medium-sized Investment firms that provide advice to their clients, help companies capital markets, asset management and market liquidity, thereby facilitating Investment across the EU.

The Bulgarlan capital market is still smail, but to date it has developed and is already mature. In recent years, legislation has changed several times and is currently in line with European directives. From January 3, 2018, a new legal framework in the field of markets for financial Instruments MIFID II enters Into force In Bulgaria, which will be Implemented within the European Union (EU).

The number of transactions on a regulated market In 2018 decreased by nearly 32% to 54,341 compared to the previous 2017. For the year 2018 the realized turnover of BSE was BGN 550 040 936 marking a decrease of 32% compared to 2017.

As of the date of this report, there are 70 active Investment intermediaries on the Bulgarian market, Including 23 banks and 47 non-financial institutions. According to the statistics published by the Bulgarian Stock Exchange, Euro-Finance AD ranks second In terms of turnover on BSE in 2018.

10. CORPORATE RESPONSIBILITY AND SUSTAINABILITY

Eurohold Bulgaria AD has Imposed a group policy on social responsibility in the holding structure, to which all companies in its economic group adhere.

Continuous efforts to improve the economic environment through open dialogue with stakeholders and the active contribution of companies from the Eurohold economic group to society are the core of group corporate responsibility. The group is convinced of the importance and benefits of corporate responsibility that is related to protecting people, their well-being, and protecting the environment.

All companies in the holding structure support the Implementation of CSR principles in their activities, reallzing that their long-term development depends to a large extent on It. Corporate Responsibility Is accomplished through the following actions:

  • → Dialogue with stakeholders through actions and initiatives that Identify problems and promote appropriate solutions;
  • 0 Improving corporate governance to ensure the transparency of the entire organization.
  • We value proactivity and innovation as a valuable resource to ensure group competitiveness;
  • Environmental care almed at climate change and contributing to sustainable growth.
  • ه Prudent handling of the resources we provide is an Important measure of our environmental concern.
  • · Employee care as a valuable resource and basis for achieving Eurohold's goals.
  • ◆ The group strives to provide excellent working conditions, stimulate active internal communication.
  • · Social benefits are part of the motivation program that we are trying to provide for the care and recognition of people.
  • · Their safety and satisfaction are of great Importance to us.
  • · Strict complance with legislation along with the implementation of standards, policles, Internal rules and procedures.

NEASURING PROGRESS ON CORPORATE RESPONSIBILITY AND SUSTAINABILITY. OBJECTIVES AND OUTCOMES IN THE AREA OF SOCIAL RESPONSIBILITY AND SUSTAINABLE DEVELOPMENT

A. PRODUCTS AND SERVICES

Eurohold Bulgaria AD does not carry out direct activity related to sustainable development and customer relationships. This activity is developed by subsidiaries and is geared towards developing new products to meet all the needs of consumers and customers of products and services provided by companies. Eurohold has organized its business in this way by creating the opportunity to develop unique products bullt on synergic links and complementary suggestions from sub-holding structures to respond adequately to the growing needs of its customers.

WE OFFER PRODUCTS AND SERVICES DIRECTED TO OUR CUSTOMERS

Carlng for the clients of the insurance, automobile and leasing sub-holdings.

The operating companies of Euroins Insurance Group AD, Avto Union AD and Eurolease Group EAD follow a marketing policy almed at developing and offering Innovative and diverse products and services. Companies continuously monitor the Insurance, leasing and car needs of all potential customer groups.

In order to offer flexible service and meet the needs of customers through appropriate Insurance, leasing and car sales schemes, they develop different product ranges and combined services complementing their product portfollo. With the business model set up, the Group can offer customers one-stop-shop for car sales, leasing and Insurance, saving them time and giving them advantageous, attractive and innovative conditions on the basis of combined products.

Each of the companies In the structure of Eurohoid has an Independent branch network, through which it performs its activity, in order to ensure higher quality of service and ensure maximum customer satisfaction, the products of each of the companies are also available In the representative offices of the others.

All three companies have made efforts and developed online platforms avallable on the company's websites to cater for customers, meet their needs and save time, and choose and configure the level of vehicle equipment and the terms of its purchase, leasing and Insurance, depending on the combination options.

The main actions of the Group are flexibility, loyalty to clients and partners, fast and quality service, realization of Ideas for new products and services. This ensures a high level of service and professionalism In the offered services - from assistance to vehicle selection by the Avto Union companies, by negotiating the leasing conditions of the Eurolease Group operating companies according to the client's needs, to the choice of a profitable Insurance package offered by the subsidiaries of Euroins Insurance Group companies.

With care for the clients of Euro-Finance AD

The Investment Intermediary Euro-Finance has a full IIcense, issued by FSC, authorized to operate on the territory of the EU and third countries. The company's business meets the highest standards in the field of financial and Investment services.

The company offers direct access to the Bulgarian Stock Exchange through its EFOCS platform as well as the Deutsche Börse Xetra Stock Exchange In Frankfurt.

Euro-Finance developed EFOCS (online platform), direct trading software on the Bulgarian Stock Exchange and the Deutsche Borse Group. Through this platform, Investors can simultaneously trade In different markets and to monitor the status of their assets in real time.

For Its cllents, Euro-Finance developed and launched EF MetaTrader 5 which became a popular platform for real trading. EF MetaTrader 5 Client Terminal offers customers a variety of trading options with a wide range of features. Through the platform for International markets EF MetaTrader 5 Euro-Finance offers trade with over 260 Instruments. By gaining access to a wide range of markets and trading tools, as well as to the latest generation of professional platforms, customers have everything they need to successfully realize their investment goals. Customers have the ablility to trade in the aforementioned financial Instruments on terms of trade valld for the interbank market. The system has piatforms adapted for mobile phones and tablets running iOS and Android OS.

In Its over 20 years of history, the company's top priority is the application of best practices and principles in the sector, as well as the professional attitude towards the client.

B. EMPLOYEES

Business success of Eurohold and the whole group depends on the dillgence, motivation, engagement and professionalism of its employees, knowledge, skills and ambition to develop.

Employees are the face of any company. Therefore, the group continues to Invest In the professional and personal development of its employees, striving to retain and attract quality and team-orlented staff.

Principles relating to the selection, training, evaluation and remuneration of staff to whom the principles are retained are developed and adopted:

  • · Selection of job applicants based on their personal qualities, knowledge, experience and competence, based on a careful assessment of their knowledge and qualifications;
  • · Ensuring equal opportunities for training and career development for all employees;
    • Creating a work environment that evaluates, recognizes and rewards efforts and achievements.

The entire Eurohold group applies a non-discriminatory policy that seeks to provide a working environment where there is no bullying, extortion or discrimination (especially ethnicity, gender, religion, membership of national minorities, trade unions, etc.).

At the end of 2018, Eurohold Bulgarla's team Included a total of 2 651 employees, compared to 2 508 as of 31.12.2017, showing that the Group's staff Increased by 5.7%.

Employee Structure

Stanti Total number remale ofemale ma le yo male
2019 2,651 2,459 55,0% 1,192 45,0%
2007-77 2,169 1,047 48,3% 1,122 51,7%

The application of the principle of gender equality can be seen in the group structure of the staff. The distribution of staff by gender (women and men) Is almost proportional, with men dominating over women In 2017 by 3.4%, whereas by the end of 2018 this percentage has favored women who exceed the number of men by 10%.

Employed in business lines

The tables below show the breakdown of staff by business groups in 2018 and 2017. The largest number of employees were employed in the Insurance field Euroins Insurance Group, followed by Avto Union and Eurolease Group.

The distribution of staff by gender is dependent on the sector In which the company operates.

In the company's Insurance division, women dominated over men - by 62.7% at the end of 2018, compared to 58.5% as of the end of 2017.

In the company's automotive division, men dominated - 77.3% of all Avto Union employees in 2018 remaining almost unchanged from 2017 when men were 77.2% of all automotive staff.

In the other business lines of the Eurohold Group, the distribution of women to men Is almost proportional.

Geographic distribution

In Bulgaria 1 135 people work or 42.8% of the Group employees. Of these, women are 46.1% and men - 53.9%.

Of Eurohold's Investment abroad, Romania is the country with the most number of staff employed.

Employees in Romania are 631, of whom 57.2% are women and 42.8% are men.

The staff In Ukraine has 276 people, of whom 64.1% women and 35.9% men.

125 people were recruited in Northern Macedonia, 56.8% of whom were women and 43.2% men.

Distribution by age and acquired level of education

Graph 1: Distribution of staff by age

In 2017, employees aged under 40 represent up to 49% (1 060 employees) of the Group's staff. For 2018, change occurred as hired younger people to 40 years represent 51% of the staff employed in the Group.

Eurohold Bulgarla strives to keep Its loyal and experienced employees aged over 40, but at the same time looks for young people to train them and have a succession.

In 2018, the number of employees with higher education Increased by 16% from 67% In 2017 to 71% of the Group's staff; with highly qualified employees being employed during the reporting perlod.

An Important prerequilite for achieving the business goals and prosperity of the company is the availability of a sufficient number of qualified staff, motivated, stable and loyal.

In this connection, it is not the easy task of recruiting new employees, especially for narrowly specialized and / or key positions that have encountered many difficuities in 2017 and 2018.

Recently there has been a shortage of human capital and companies are finding It harder to find the necessary staff - both quantitatively and qualitatively - with the necessary knowledge and skills.

That Is why emphasis should also be put on the efforts to maintain good staff, especially managerial and highly specialized expert positions, which have already acquired and proved high professional qualifications, enrolled in the team and in the general company policy and culture.

The turnover is an Indicator of the level of staff satisfaction, which is formed by several components:

  • · Nature of work, proper organization and reasonable volume;
  • · Atmosphere In the team and the company, assuming superior / subordinate;
  • * Salary, adequate to the functions and competitive with the labor market:
  • · Additional benefits and incentlyes:
  • · Growth In the hierarchy and upgrading skills;
  • · Meetings and conversations to make them feel relevant and to know their problems, aspirations and Intentions In time.

To eliminate the risk of "head hunting", it is necessary to provide optimal conditions for the above components.

Solving the problem of turnover can not be achleved through single actions or short-term initiatives, but with the Implementation of an overall mechanism (program) to preserve employees, especially key ones. The process of finding a replacement requires a lot of time and money and is not sure whether It will end with success.

Career development

The Eurohold Group is gulded by the bellef that attracting, evaluating and Integrating new employees is the starting polnt for a long-term, mutually beneficial partnership. That Is why the Group focuses on the utilization and development of the talents of talented young people who have shown thelr vigor and professionallsm.

The recruitment procedure focuses on the objectivity, personal merits and qualities of the candidates, and Is based on previously developed criteria that meet the vision and values of the Group.

Training

Eurohold management and its subsidiaries believe that they need to continuously Invest in employee development and, in this connection, plan to conduct various training programs in the short run, with the help of which employees enrich and update their knowledge. Most often due of the business, such trainings are carried out in the Insurance and automotive sectors. Trainings are accessible to all employees regardless of their position and allow employees to be continuously prepared on all matters directly related to their work. The training courses according to the topic are Internally organized by the organized by different professional organizations,

External trainings
Number of Internal trainings On average, for one year, there are two external
trainings, where necessary and more.
The topic is selected by a team responsible for staff
training according to the current questions.
Number of attending staff. More than 90% of the staff of the particular company
are present in external trainings with a common
theme.
External trainings with more specific themes are
attended by all employees who are directly Interested
In the training.
Internal trainings
Number of Internal trainings Internal trainings in each of the companies are held at
a different frequency, depending on their activity and
necessity, for example when Introducing a new
product, new procedures and rules, change in
organization, etc.
Number of attending staff. Average Internal training takes place between 4 and 6
per year.

Developing the potential of employees

The Eurohold Group strives to encourage our employees to engage in activities that will allow them to fully realize their potential and fulfill their professional ambitions. It also emphasizes the development of qualities that allow employees to grow throughout the organization.

When searching for a position for a particular position, the opportunities for offering the position of Internal staff are reviewed first, and then, if no choice is made, external personnel are sought.

Internal communication

Governing bodies of an economic structure are aware that internal communication is an Important condition for effective work In each company. The holding and the companies strive to create good Internal communication between the departments, employees and management that will contribute to the general and social goals of the company. Three main forms of communication are encouraged: Vertical - Up, Vertical - Down, and Horizontal. Vertical-up communication alms to reveal the vlews and problems of employees to the management, vertical - down the leadership to Inform employees about the vision, goals and plans of the company, horizontal communication takes place between employees by encouraging the exchange of Information.

The organization of the management system ensures direct reporting of the key functions as well as the right of access to the Information resource and all employees of the persons performing key control functions.

At this time, communication is through emails to Interested employees, and group malls are used when it comes to all staff.

The Eurohold structure has an archive system with employee access levels. In this way, every Interested employee gets the necessary information.

Remuneration, social benefits and othe motivating factors

Една от основните цели на Групата е да One of the Group's main goals Is to retain high-quality employees, so we strive to apply an adequate and timely assessment.

The Group uses working tools to Identify employees' expectations regarding the factors that motivate them.

  • · Besides the good remuneration for the employees, it is of great importance the approval of the work they get from their managers. Companies are trying to keep employees feeling that they are Important and belong to a common purpose community.
  • · At all levels, continuous improvement is being done to Improve working conditions, which also includes the opportunities for social contacts, the employer's understanding of personal engagements and problems.
  • Companies provide additional social benefits to their employees, some being common to all companies, others are specific to one of the companies at the discretion of the management.

The social benefits received by employees are in the form of:

  • vouchers for food worth BGN 60; ◆
  • · additional health insurance;
  • * discounts on the use of products and services offered by companies In the Group;
  • * discount at the gourmet restaurant at the headquarters for food payment;
  • · organized annual prophylactic examinations in specialized medical centers;
  • · organizing during the summer vacation months of a summer daycare room for the employees' children;
  • and others. 0

Social benefits are an Important tool for motivating employees with whom the company supports Its employees and their families.

· Healthy and safe environment. Healthy and safe working conditions are a priority of the Company. Investing in quality equipment, constantly improving dynamic office culture, healthy and safe work environment. All companies have concluded contracts with specialized foreign companies, which carry out inspections and give instructions according to the Health and Safety at Work Act (HSWA).

The group strives to provide the best and safer working conditions. To achieve this, companies comply with all legal provisions relating to the protection of the health and safety of employees by maintaining procedures and policies for that purpose. The manuals encourage employees In proactive attitudes about protecting safety and maintaining a healthy work environment.

Measuring parameters

Important statistics that the Group companies maintain and observe about employees.

  • · In 2018 at the Group level there are no employees dismissed due to corruption or other abuses.
  • There are no accidents at work.
  • · No complaints have been received on labor law matters.

C. SUPPLIERS

The companies in the Eurohold structure carry out business operations with many and diverse suppliers. The procedures for selecting partners that the Group applies are guided by Its core principles of fairness, transparency and, of course, objective evaluation criteria such as price, quality, regular supplies, previous experience, etc.

Companies are admitted and adhered to Rules for Assessment, Conclusion, Registration, Storage and Control of Contracts. These rules define the terms and conditions for the conclusion, the way of registration, storage, control over the performance and evaluation of outsourcing service contracts for their qualification as contracts for the transfer of activities in order to comply with and Implement "Pollcy for the transfer of activities to external contractors."

The procedures for selection and evaluation of suppliers are carried out with full transparency and objective criteria - price, quality, regular deliveries, previous experience, etc., observing and observing local and European regulations on transfer of business.

When selecting suppliers, priority is given to those who respect the environmental and social responsibility principles adopted by the Group.

D. PROTECTION OF THE ENVIRONMENT

Eurohold considers its support for policles related to environmental protection and development as part of the Group's Important activities. The pursuit is through various practices in this direction and to contribute dally, monthly and annually to the improvement of the nature in which we live. All employees of the Company know and engage in various activities in this area and have the opportunity to offer new Initlatives.

With regard to environmental policies, the Company has developed different systems to support them. Different practices related to environmental protection are applied daily to the Group companles, such as:

    • Saving paper used in the office using copiers that Identify each employee and collect statistical Information about the paper and toner it consumes;
  • . On each floor in the business building of Eurohold, where the central offices of all companies are located, are containers for separate collection of paper;
  • +The group offers lts customers the opportunity to refuse to Issue a paper involce. Even the leasing group committed this campaign to launching the project "The mouse will return the booklet", with the Idea that the reduced cost of IssuIng Involces be returned to society in the form of ch!ldren's books;
  • +Promoting the use of electronic means of communication in day-to-day operations of the Company and minimizing paper documents;
  • +Eurolease Auto has developed a "My Leasing" client module through which end-users can see all the leased contract documents at any time;
  • ·The Eurohold business building is equipped with drinking water purification machines, which significantly reduce the consumption of plastic bottles with water;
  • ♦Use of blodegradable materials In automotive companies;
  • +Avto Union companies have signed contracts with specialized companies for the recycling of packaging and used engine oils .;
  • +In order to minimize the waste of resources and reduce electricity consumption, Eurohold maintains regular maintenance and regularly prevents all of its heating, ventilation and air conditioning systems in the business building, and for better and more professional management has concluded contract on all maintenance activities of the building stock with a specialized company in the field of investment property management.

As companies operating in the field of services, the greatest attention is pald to reducing the use of paper and its separate collection.

With these practices, the Group supports the negative effects of deforestation, which In turn leads to the extinction of various plant and animal spectes, erosion and soll destruction, drop in groundwater ievels, atmospheric pollution with substances produced in paper production.

For Eurohold and its subsidiaries and companies, the conservation of natural resources is Important, therefore encourages employees to reduce paper waste. For this purpose, in the Idea is to Introduce fully separate waste collection and to Introduce rules for their regulation.

The Holding undertakes to continuously monitor, evaluate and optimize its environmental performance and strictly comply with all local, national legislation requirements.

E. ABOUT THE SOCIETY

The Eurohold Group Is strongly convinced that the growth and long-term sustainability of the business are strongly linked to the overall well-being and development of the community in which it operates. The Corporate Social Responsibility and Sustainability Strategy reflects our mission, vision and values.

All companies in the Group support various public causes. The most active in the corporate responsibility area are the Insurance companies. They demonstrate actively their dedication and responsible behavior in favor of the end customer, employees, partners and the society as a whole. The companies continue their long-term projects and Initiatives, with which to Improve the wellbeing of the society and the future of the country.

The companies actively participate in local and International Initiatives, connected to the Improvement of the financial culture, Increased security on road, sports events and activities for a healthler lifestyle, and more.

Detalled Information on all the group's insurance companies' and other companies' initiatives is contained on their web pages.

D13, DESCRIPTION OF THE MAIN RISKS

This section describes the specific risk factors affecting the activity of Eurohold Bulgaria AD. When any of the risks arise, even in part or in combination with other risk factors or circumstances, this may have a significant negative effect on the Group's operations, results of operations or financial position. Additional risks and other uncertainties that are currently not known or deemed to be Immaterial at the date of the Consolidated Activity Report may also have a significant adverse effect on the operations of Eurohold Bulgaria AD, the results of operations or the financial position.

Future results from the operation of Eurohold Bulgaria may differ materially from historical results as a consequence of the occurrence of the described risks or a number of other risk factors

放水处

The risk can be both a threat to the financial health of the Company and an opportunity to achieve a competitive advantage. The risk is an unwanted deviation of the results of an event from the Initial expectations.

Types of risks Risk description
Systematic risks
Influence of
the
international
environment
External
factors that
mav have an
advarsa effact
on the
economic
orowth of the
countries in
which the
Group
operates.
The Group's strategy focuses on maintaining its position as a leader in the CEE / SEE region for
Insurance, Incl. Ifre insurance and health Insurance; leasing; sale of new cars, and car service; sale
of used cars and rental of cars; financial services and investment intermediation. The
Implementation of Eurohold Bulgaria AD depends on a number of factors that are beyond the control
of the Group, Including, in particular, the market conditions, the overall business environment, the
regulatory environment and the activities of its main competitors in the business. preserving its
leadership position in the CEE / SEE region in terms of the services and products it offers may
significantly reduce its attractiveness to existing and potential clients, reduce its credit rating as well
as Its retailing subsidiaries and to reduce revenue or Increase costs. The Eurohold Group operates
operations in Bulgaria, Romania, Macedonia, Ukraine, Greece, Spain, Italy, Poland, Russla and
Georgia, and therefore its overall financial position and the results of its operations are affected by
the economic, legal and political conditions in these countries.
Macrosconomi
c rak
Macroeconomic risk is the risk of shocks that may affect economic growth, population incomes.
demand and supply, profits, and so on. These shocks include global economic and business
conditions, fluctuations in national currencles, political events, changes in legislation and requilatory
requirements, national government prioritles, The macroeconomic situation and global economic
growth are central to the Group's development. Including the state policies of the countries
concerned, In particular the regulations and decisions taken by the respective central banks
Influencing monetary and Interest rate policy, rates, GDP, Inflation, budget deficit and
external debt, unemployment rate and income structure. Macroeconomic risks include: the political
one; the credit risk of the state; inflation, currency and interest rate risk; the risks associated with
high levels of unemployment, emerging markets and regulatory changes.
Political risk The political risk reflects the Influence of the political processes in the country on the economic and
Investment process and In particular on the return on investments. The degree of political risk is
determined by the likelihood of adverse developments in government-led long-term economic
policies, which may have a negative impact on Investment decisions. Other factors related to this
risk are the possible legislative changes in the tax system concerning the economic
and investment climate in the country.
The Republic of Bulgaria is a country with political and Institutional stability based on contemporary
constitutional principles such as a multiparty parllamentary system, free elections, ethnic tolerance
and a clear system of separation of powers. Bulgaria is a member of NATO and since 1 January 2007
Is a member of the European Union (EU). The desire for European integration, the presence of a

The risks are divided into two main groups - non-systematic (diversifiable) and systematic (nondiversiflable).

dominant political formation, the pursuit of strict fiscal discipline and adherence to moderate deficits.
create predictability and minimize political risk.
In the long run, a sharp deterioration of the political environment is not expected, as there is a
political and public consensus on the factors supporting long-term economic stablility and a scund
macroeconomic framework.
No changes are expected in the tax policy that has been pursued so far on the taxation of natural
and legal persons' income, including in relation to their capital market transactions, as it is essential
to attract forelgn Investment.
Credit risk of
the country
The credit risk is the possibility for deterioration of the International credit ratings of alven country.
The country's low credit ratings may lead to higher interest rates, heavier financing conditions for
economic subjects, Including the Issuer.
On March 22, 2019, the rating agency Fitch Ratings raised the prospect of Bulgaria's credit rating
as positive. The agency raised Bulgaria's BBB BBB long-term credit rating in foreign and domestic
currencies and confirmed Bulgaria's BBB + rating as well as the short-term credit rating in foreign
and local currency F2. Improving the outlook to a positive one reflects Fitch Ratings' assessment
that the Indicators for the development of the Bulgarian foreign sector have Improved significantly,
The brolonged berlod of continuous decline of the foreign debt to GDP ratio and the positive current
account trends led to a better performance of Bulgaria's external finances compared to the countries
with the BBB rating. Compared to other countries with a similar rating, the country's public finances
have a positive Impact on raising ratings. Government debt to GDP will continue to decline
below that of the "BBB" rating countries.
On 30.11.2018, S & P Global Ratings rated the prospect of Bulgaria's credit rating as stable. At the
same time, the agency raised the long-term and short-term credit ratings in foreign and local
currency "BBB- / A-3". The increased outlook for Bulgarla's credit rating reflects the expectations of
S & P Globel Ratings that fiscal and external indicators will continue to improve and that the
authorities will take further steps to strengthen the financial sector where the level of non-
performing loans remains high. The Agency notes that in 2018 the economic recovery of the country
will continue with the growing contribution of domestic demand to net exports. Improvements are
reflected in the labor market, thus increasing disposable income and private consumption. Public
Investment funded through European funds will also be an important factor for economic recovery.
At the same time. Bulgaria continues to experience structural constraints from demographic
challenges. Net emigration, especially in the skilled labor force and the aging population, poses
challenges to economic policy and social cohesion.
Source: www.minfin.bg
Taking a consistent and long-term economic policy in Builgaria would be a good reason for the
potential Increase In the country's credit rating, which In turn would have a beneficial Impact on the
Group's economic group in terms of financing opportunities for the Group. In the event of a decrease
in Bulgaria's credit rating due to unstable management of the country, it may have a negative impact
on the Issuer and on the cost of financing, unless its borrowing agreements do not have fixed
Inflation risk interest rates.
Inflation risk is Inked to the Ilkellhood that Inflation will affect real return on Investment. The current
issue of shares is Issued in BGN and inflation in the country can Influence the value of the
Investments over time.
The main risks associated with the Inflation forecast refer to the dynamics of International prices
and the rate of economic growth in Bulgaria. International commodity prices may rise more
significantly as a result of political crises or increased demand. The limited supply of certain
agricultural commodities, especially of cereals. Internationally, In connection with adverse climatic
events, may further cause higher in the country. With the recovery of domestic demand.
higher relative consumer prices of services are expected compared to food and non-food goods.
According to the Ministry of Finance forecast for the macroeconomic indicators by 2020, the growth
rate of the economy Is expected to slow down gradually and the projected average growth for the
period 2017-2020 to be 2.0%.
Inflation may affect the Group's cost because some of its liablities are interest-bearing. Their service
Is related to the current interest rates, which also reflect the inflation rates in the country. That is
why the maintenance of low Inflation levels In the country is considered as a significant factor for
the activity of Eurohold Bulgaria AD.
At present and in general, the currency board mechanism ensures that Inflation In the country will
remain under control and will not have an adverse effect on the country's economy, and in particular
on the Group's operations.
Currency Risk This risk is related to the possibility of impairment of the local currency. For Bulgaria, In particular,
there is a risk of early withdrawal of currency board conditions at a fixed exchange rate of the
national currency. Given the policy adopted by the government and the BNB, the expectations are
for the currency board to be maintained until the country's entry into the Eurozone.

Interest
ాలా, స
Any significant depreciation of the lev may have a significant adverse effect on the economic entitles
in the country, Including the Group. Risk exists also when the revenues and costs of an economic
entity are formed in different currencies. The exposure of the economic entitles operating on the
territory of Bulgaria to the US dollar, which is the main currency of a significant part of the world
markets for raw materials and products, Is particularly pronounced.
Changes in the different exchange rates did not materially affect the Group's operations unt!!
controlling interests were acquired in the countries of Romania, Macedonia and Ukraine. The financial
results of these companies are denominated in the local currency, the RON, Macedonian Denar
(MKD), Ukrainlan Hryvnla (UAH) and Georgian Lars (GEL), the exchange rate of which is almost
freely determined in the local currency market. Consolidated revenues of Eurohold Bulgaria AD will
be exposed to currency risk depending on the movement of these currencles against the euro.
ratos Interest rate risk is related to the possibility of an unfavorable change In the prevalling Interest rates
In the country. Its Impact Is reflected In the possibility that companies' net Income may decrease
due to an increase in the Interest rates at which the issuer finances its activities. Interest rate risk
is included in the category of macroeconomic risks due to the emergence of Instability In the financial
system as a whole as a prerequilite for a change in interest rates. This risk can be managed through
the balanced use of different sources of financial resources. A typical example of the emergence of
this risk is the global economic crisis caused by the liquidity problems of major mortgage institutions
In the United States and Europe. As a result of the crisis, Interest rate credit risk rewards were
rethought and Increased globally. The effect of this crisis has a tangible effect in Eastern Europe and
the Balkans, expressed in restricting free access to borrowed funds.
Raising Interest rates, on an equal basis, would have an impact on the financial resource
used by the Group in the implementation of various business projects. It can also affect the size of
the Group's expenses because not a small part of its llablities are interest rate and their service is
related to the current Interest rates.
Risk of high
levels of
unemployment
In the market economy countries, unemployment is recognized as a social risk on the labor side. As
a publicly assessed risk, unemployment is subject to compulsory social security and benefits under
certain conditions. The overall activity on the formation and implementation of the state pollcy on
unemployment insurance, as well as the promotion and support of the unemployed, when seeking
and starting work and / or other type of economic activity, gives the content of the process of
management of this social risk,
High unemployment rates can seriously threaten the economic growth in the country, which in turn
can lead to shrinking consumption and reducing the revenues generated by the economic entitles in
the country, including the revenues realized by the Group and its subsidiaries.
The unemployment rate in Bulgarla continues to decline steadly as a result of the growth of the
economy. According to the latest published NSI data, the unemployment rate in the country for
2018 Is 5.2% or by 1.0 percentage points lower than in 2017. The number of people without work
equals 173.3 thousand or a decrease in the number of unemployed by 33.6 thousand people
compared to the end of 2017. During the same period, the unemployment rate decreased by 0,7
percentage points for men and 1.2 percentage points for women. Of the total number of
unemployed, 101.7 thousand (58.68%) are men and 71.6 thousand (41.32%) - women. Of all
unemployed. 13.62% have higher education, 49.05% - with an average and 37.33% - with basic or
lower education. Unemployment rates by degree of education are respectively 2,3% for higher
education, 4.5% for secondary education and 36.50% for primary and lower education.
Emerging
Markets
Investors on the emerging markets, such as Bulgaria, should be aware that these markets are at
greater risk than those in more developed markets. Additionally, unfavorable political or economic
developments in other countries could have a significant negative impact on Bulgaria's GDP, its
foreign trade and the economy as a whole. Investors should pay particular attention to assessing
existing risks and must decide whether, in the presence of these risks, Investing In Eurohold Bulgaria
AD shares is appropriate for them.
Investing in emerging markets is only appropriate for experienced investors who fully appreciate
the significance of these risks. Investors should also keep in mind that emerging market conditions
are changing rapidly and therefore the Information contained in this document may become outdated
relatively quickly.
Risks related
to requiatory
changes
Consolidated Eurohold results may be affected by regulatory changes. The Eurohold Group operates
In a highly requilated environment in different European countries. The possibility of more radical
changes in the regulatory framework, in the interpretation or practice of law enforcement, as well
as in the divergence of legislations in Bulgaria and in the countries in which the Group
operates, may have an adverse effect on Its activities as a whole, results, as well as the financial
position of Eurohold.
Plak of
occurrance of
force maleure
Force majeure are all natural disasters and other catactysms such as sudden climatic changes,
floods, earthquakes, civil disobedience, clashes, strikes, terrorist acts and hostillies, etc., which are
of unpredictable nature. Force majeure circumstances may also be accidents to the mechanical
facilities of a mechanical nature in which the Company is housed or to warehouse areas due to
human or system error. The occurrence of such events may disrupt the Group's ordinary activities
until the damage has been rectified.

1

Unsvetematic risks
Ricks ralabad
to the activity
and structure
of the
Eurohold
Bulgaria AD
Eurohold Bulgaria AD is a holding company and the possible deterioration in the operating results,
the financial situation and the prospects for development of its subsidiaries may have a negative
effect on the results of the Company's operations and financial position.
As long as Eurohold's activity is related to asset management of other companies, it can not be
attributed to a particular sector of the national economy and is exposed to the sectoral risks of its
subsidiarias. Eurohold Bulgaria's companies operate in the following sectors: Insurance, leasing,
automotive sales and investment intermediation.
The main risk related to the activity of Euronold Buigaria AD is the ability to reduce the income from
sales of the companies in which it participates in the receipt of dividends, in this regard, this may
affect the Group's revenue growth as well as the change in profitability.
The detertorated performance of one or several subsidiaries could lead to a deterioration in results
on a consolidated basis. This in turn is also related to the Company, as the market
Risks ralated
to the activity
and structure
of the
Eurohold
Bulgaria AD
price of the shares reflects the business potential and the assets of the economic group as a whole.
Future profits and economic value of Eurohold depend on the strategy chosen by the Company's
senior management team and its subsidiaries. Choosing an Inappropriate strategy can lead to
significant losses.
Eurohold Bulgaria AD seeks to manage the risk of strategic mistakes through continuous monitoring
of the various stages in the implementation of its market strategy and its results. This is essential
to be able to respond in a timely manner if a change is needed at a certain stage in the Strategic
Development Plan. Untimely or Inappropriate changes In the strategy may also have a significant
negative effect on the Group's operations, operating results and financial position.
Risks related
to the
management
of Eurohold
Buigarla AD
The risks associated with the management of the Eurohold Group are as follows:
· making erroneous decisions for the ongoing management of the Group's investments and liguldity.
both by the senior management and operational employees of the Group companies:
· the inability of the management to start the Implementation of planned projects or lack of
appropriate guildance for the specific projects;
· possible technical errors of the unified management Information system:
· possible errors of the Internal control system;
· Leaving key employees and Impossibility to appoint qualified staff;
o the risk of excessive management and administration costs leading to a reduction in the overall
profitability of the Group.
Risks related
to recruiting
and retaining
qualified staff
Given the problems observed in the educational system in Buigaria and as a
consequence of this - Insufficiently qualified staff, many sectors of the national economy experience
shortages of qualified staff. The demographic crisis in the country - an aging population and a low
birth rate - also has an additional Impact. As a result of these and other factors, competition between
employers Is very serlous.
The business of Eurohold Bulgaria AD is highly dependent on the contribution of a number of
persons, members of the management and supervisory bodles, senior and middle management
managers of the parent company and its subsidiaries from the main business lines. There Is no
certainty that these key employees will continue to work in Eurohold for the future. The success of
the Company will also be relevant to its ability to retain and motivate these individuals. The
Company's Inability to maintain sufficient experienced and qualified staff for management.
operational and technical positions may have an adverse effect on the business group's overall
performance, its operating results and its financial position.
RE - RECE
associated with
future
acquisitions
and the r
integration in
the structure
Currentiv, the economic group of Eurohold Bulgaria Pic develops its operations mainly in Bulgarla
and other countries such as Romania. Macedonia and Ukraine through acquisitions of companies
and assets. Eurohold's growth strategy is for these acquisitions to continue in the future. The Group
Intends to Implement a strategy for Identifying and acquiring businesses, companies and assets with
a view to expanding its operations. The risk for Eurohold lies in the uncertainty as to whether it will
succeed and in the future Identify the appropriate acquisition and Investment opportunities. On the
other hand, there is uncertainty as to the evaluation of the profitability of future asset acquisitions
and whether they will lead to comparable results with the investments made so far. Also, acquisitions
and investments are subject to a number of risks, including possible adverse effects on business
performance as a whole, unforeseen events, and obligations and difficulties in Integrating activities.
Financial risk The financial risk is the additional uncertainty with regard to the investor in obtaining income when
the Group uses borrowed or borrowed funds. This additional financial uncertainty complements
business risk. When part of the funds with which the Group finances its activity are in the form of
loans or debt securities, then payments for these funds represent a fixed obligation.
Llauldity Risk Liquidity risk Is related to the ablily of Eurohold Bulgaria AD not to repay at the agreed amount and
/ or on time its liabilities when they become due. The availability of good financial performance for
the profitability and capitalization of a company is not a guarantee for a seamless payment of current
payments. Liquidity risk may also arise with late payment by customers.
Eurohold Bulgaria AD strives to minimize this risk through optimal cash flow management within the
group itself. The Group apples an approach that provides the necessary liquidity to meet the

obligations incurred under normal or extraordinary conditions without incurring unacceptable losses
or undermining the reputation of individual companies and the economic group as a whole.
Eurohold's management policy is geared towards raising financial resources from the market in the
form of mainly issuing equity and debt instruments (bonds) to invest in its subsidiaries in the form
of loans or capital Increases theirs.
Market Rick. Market risk Is the risk of reducing the value of an investment influenced by current market
conditions. Market risk can be determined as being due to macroeconomic factors and Involves
shares such as Interest rate risk, currency risk and the risk of changing inflation rates. For Eurohold
Bulgaria AD the market risk is related to the possibility of lowering the price of traded financial
instruments.
Cracit Risk This is the risk ansing from the Group's inability to meet its borrowing obligations. It is linked to an
undmely, partial or complete fallure to pay interest and principal on its borrowed funds. Credit risk
is also the risk that a counterparty will not pay its obligation to the Group. In this regard, the strict
financial policies and control systems established by the management of Eurohold Bulgaria AD act
as preventive measures against the reduction of this rating and in favor of maintaining the current
Interest rates, on the basis of which the Group finances its activity.
Risk of
concentration
There is a risk of concentration that represents the Group's ability to suffer a loss due to the
concentration of financial resources in the business sector or related parties. This risk is expressed
In the possibility that the Invested funds will not be fully recovered due to a recession in the business
Invested.
Currency Risk Eurohold Bulgaria JSC operates mainly In Bulgaria, Romania, Macedonia and Ukraine, with each
country except Bulgarla having a freely convertible currency whose relative price to other currencles
Is determined by the free financial markets. In Bulgaria since 1997 the local currency has been fixed
to the euro. A sharp change in the macro framework of any of the countries where Eurohold is active
can have a negative Impact on its consolidated results. In the end, however, the Group recognizes
its consolidated financial results in Bulgarian leva, which in turn are bound by a fixed
exchange rate to the euro, which also changes its value compared to other global currencles, but to
a much lesser extent is exposed to dramatic fluctuations.
8 13 36 Interest rates Ralsing Interest rates, on an equal basis, would have an impact on the financial resource
used by the Group in the implementation of various business projects. It can also affect the size of
the Group's expenses because not a small part of its llabilities are interest rate and their service is
related to the current interest rates.
Risk related to
Investment in
securities
When a natural or legal person Invests in the shares of a particular company, it inevitably assumes
the risk of a possible collapse in the value of those shares. To a large extent, this depends on the
management models and long-term goals and plans of the offering securities company. The
minimization of this risk also depends on the level of diversification of the securities portfolio held
by Investors. A negative fact for the shareholders when a company is Ilguldated is that they rank
among the last persons entitled to a share of residual assets. In this list, lenders, Including
bondholders, are in the first place in the presence of an issued bond. A negative effect may also
arise due to the cyclical nature of the market, especially when stocks have held a relatively high
value for a long time and as a rule a price collapse is expected, which is not subject to correction by
the Issuers. Eurohold Bulgaria AD makes every possible effort for the efficient financial
management of its subsidiaries in order to preserve the current or increase of the price of its shares,
which are traded on the regulated markets of the BSE-Sofia and the Warsaw Stock Exchange. These
efforts are related to, but not limited to, the recruitment and motivation of a highly qualified
management team and the organization of regular meetings for evaluation and control of key
employees and the results of their work. It can be concluded that the higher risk of Investing In
shares leads to higher potential return, which is also one of the main rules in the economy.
Risks raisted
to the holding
structura of
the Tesuar
Insofar as the activities of Eurohold Bulgaria AD are related to asset management of other
companies, it can not be attributed to a separate sector of the national economy and Is exposed to
the sectoral risks of the subsidiaries. The Individual risks is proportional to the share
of the respective sector in the structure of Eurohold's long-term investment portfolio.
Eurohold's core activities are carried out through its subsidiaries, which means that its financial
results are directly related to the financial performance and the development of the subsidiaries.
Poor results of one or several subsidiantes could lead to a deterioration in results on a consolidated
basis. This in turn is also related to the price of Eurohold shares, which can change as a result of
Investors' expectations for the Company's prospects.
The presence of companies in the portfollo whose net sales revenue is also formed by products sold
to other subsidiaries puts the effectiveness of their business in direct dependence on the level of
profitability of related clients that may negatively affect the profitability of the whole group.
realization of
transact ons
batween the
companies in
the Group,
Risk of peachlyle Relationships with affiliates derive from contracts for temporary financial assistance to subsidiaries
and on transactions related to the usual business of subsidiaries.
The risk of possible transactions between companies in the Group under conditions that are different
from market conditions is the assumption of risk to achieve a low return on provided intragroup
financing. Another risk that can be assumed is that in the performance of intragroup business

E EUROHOLD

whose
cond tons
transactions there will be Insufficient revenue and therefore a good profit for the respective
company. On a consolidated level, this may negatively affect the profitability of the entire group.
differ than the
market
conditions, as
well as risk of
co-depandence
from the
activity of the
subsidiaries.
Within the Group, transactions between the parent company and the subsidiaries and between the
subsidiaries are carried out on a permanent basis, arising from the nature of their core business. All
related party transactions are conditions that do not differ from the usual market
prices and comply with IAS 24 "Related Party Disclosures"
MANAGEMENT AND RISK MINIMIZATION MECHANISHS
The elements outiling the risk management framework are directly related to specific procedures
for timely brevention and resolution of possible difficulties in the activity of Eurohold Bulgaria AD,
These include oncolno analysis in the following areas:
· market share, pricing pollcy, marketing research and market research and market share;
o active management of investments in the different sectors of the sector:
· A comprehensive policy of managing the Group's assets and liabilities in order to order to optimize the
structure, quality and return on its assets;
o optimizing the structure of attracted funds in order to ensure liquidity and reduce the Group's
financial expenses:
· effective cash flow management:
· optimizing administration, management, and outsourcing costs;
· human resource Management.
The occurrence of unforeseen events, the Incorrect assessment of current trends, as well as many
other micro- and macroeconomic factors, may Influence the Group's management team's fudgment.
The only way to overcome this risk is to work with many years of experience and
to keep this team up to date with the most complete and up-to-date information base for market
developments and trends in these areas.

D14. ADDITIONAL INFORMATION LEGALLY REQUIRED REGARDING THE COMPANY

This section contains additional information according to the requirements of the Commercial Act and Appendix 10 of Ordinance No. 2 of FSC and which Information has not been disclosed in this report

I. INFORMATION PURSUANT TO ART. 247 OF THE COMMERCIAL ACT,

  1. Number and nominal value of equity shares acquired and transferred during the year; the capital they represent, as well as the price at which the acquisition or transfer took place

As at 31.12.2018, 77,387 shares of Eurohold Bulgaria AD are heid by the Eurohold Group companies (as of 31.12.2017 - 77,387 shares were acquired in the period 2014 - 2015 with the average acquisition price being BGN 0.961.

เล่ Pledge of enterprise

Up until now, the Company has not transferred or pledged its enterprise, has not acquired and has not disposed of assets of significant value outside the Company's usual course of business.

3. Insolvency proceedings

The Company Is not aware of any claims filed for initiating an Insolvency procedure against it or against any of its subsidiaries.

4. Number and nominal value of own shares and the part of the capital they represent

Eurohold Bulgaria AD does not own its own shares. The subsidiary EURO-FINANCE AD holds at the end of 2018 77 387 shares. shares representing 0.039% of the capital of Eurohold Bulgarla AD. The shares were acquired in the period 2014 - 2015 with the average acquisition price being 0.961 leva.

5. Information on the amount of remuneration of each of the members of the management and of the management

the control authorities for the reporting financial year, paid by Eurohold Bulgaria and its subsidiaries.

In 2018 the members of the management and supervisory bodles received the following gross remuneration from Eurohold Bulgaria and its subsidiaries as follows:

Ramuneration race ved
of the members of the SC and the MB for
by Eurohold
Bulgara AD
from sube d'arlas 11007221
2018
Supervisory Board 68 779 847 165 BAL: 944
Assen Hristov
Dimitar Dimitov
Radi Georgiev
Kustaa Älmä
Luise Roman
Lyubomlr Stoev
Management Board 37 16,000 2 146 614 1,228,264
Kirl Bashov
Asen Minchev
Dimitar K. Dimitrov
Vellslav Hristov
Asen Asenov
Razyan Lefter
Procurator 12 7220 12 720
Hristo Stoev

The members of the supervisory and management bodles and the procurator have not received any remunerations and/ or compensations in kind during the specified perfod.

Eurohold Bulgaria, as well as its subsidiaries, do not allocate amounts for the payment of pensions, retirement compensation or other similar benefits to the members of the management and supervlsory bodies. The members of the Management and Supervisory Boards are appointed under a management and control contract. Current contracts of the members of the management and supervisory bodles with the Company are effective until the termination of service.

6. Company shares owned by members of the Management and Supervisory Board

As of December 31, 2018, the members of the Management and Supervisory Board and Procurator of the Company hold shares in the capital of Eurohold Bulgaria, as foilows:

4.81990 Number of shares
Supervlsory Board 200
Assen Hristov
Dimitar Dimitrov 200
Radi Georgiev
Kustaa Älmä -
Luise Roman
Lyubomir Stoev
Management Board 78,200
Kirll Boshov
Asen Minchev 1
Dimitar K. Dimitrov
Velislav Hristov 200
Asen Asenov 78 000
Razvan Lefter
Procurator
Hristo Stoev D

There are no options to acquire shares from the company In favor of the management bodles and procurator of the company, employees or third partles,

7. Rights of the members of the boards to acquire shares and bonds of the Company

As of the date of preparation of this document, no agreements or other arrangements have been reached with the employees of Eurohold Bulgaria for their participation in the company.

The members of the Supervisory and Management Boards and the Procurator of the company may acquire freely the shares of the capital as well as the bonds of the company on a regulated securities market in compliance with the provisions of the Application of Measures against Market Abuse with Financial Instruments and the applicable European regulation, and the Public Offering of Securities Act.

As of 31.12.2018 and at the date of this report, the members of the MB and the SB do not hold bonds Issued by the company.

No options for acquisition of Company's shares have been Issued In favor of the management and supervlsory bodies' members, employees or third partles.

  1. Information about the participation of the board members in companies as unlimited ilability partners, owning more than 25 per cent of the capital of another company, as well as their participation In the management of other companies or partnerships as procurators, managers or board members

Eurohold Bulgaria AD has a two-tier management system - the Supervisory Board and the Management Board.

As of 31.12.2018 The Supervisory Board consists of six natural persons: Asen Mllkov Hristov, D!mltar Stoyanov Dimitrov, Radi Georgiev, Kustaa Lauri Älmä, Luis Gabriel Roman and Lyubomir Hristov Stoev.

As at 31 December 2018, The Management Board of the company Is composed of six Individuals: Kirli Ivanov Boshov, Asen Minchev, Velisiav Milkov Hristov, Asen Emanullov Assenov, Dimitar Krilov Dimitrov and Razvan Stefan Lefter.

On 10.02.2016 a procurator of the company Hristo Lyubomirov Stoev was registered.

Executive members of the company are Asen Minchev and Chalrman of the Management, Board Kirll Ivanov Boshov.

From 1 March 2016 the company Is represented only together by an executive member of the management board and the procurator of the company Hristo Lyubomirov Stoev.

There are established family relationships between the members of the Management and the Supervisory Board. Asen Hristov and Velisiav Hristov are relatives of second degree In collateral line (brothers).

There are established family relations between the member of the Supervisory Board Lyubomlr Stoev and the procurator Hristo Stoev, among whom there is a first-degree lineage (father and son).

The activity of the company is not dependent on the Individual professional experience or qualifications of other employees.

Noma Asson Millay Christov
TT the Chairman of the Supervisory Bound
Buchess addrass Sofia. 43, Christopher Columbus Blvd.
Porcalls
of
රික්ෂ
activities
parformed outside of the
Company. which ara
Importance to the Company
Euroins Osiguruvanje AD, North Macedonia - Chairman of the Board of Directors:
4
Euroins Romania Asigurare-Reasigurare S.A.- Member of the Board of Directors;

Eurolns Insurance Group AD - Chairman of the Board of Directors:
e
Euro-Finance AD - Chairman of the Board of Directors:
o
Starcom Holding AD - Executive member of the Board of Directors.
Information about any other
participations of the person
member
800


administrativa, management
or supervisory bodles or
partner in the last 5 vears
Current:
· Alfa Euroactive EOOD - Sole owner of the capital and Manager:
Starcom Hold AD - Executive member of the Board of Directors:
· Formoplast 98 AD - Chairman of the Board of Directors;
· First Investment Bank JSC, Russla - Chairman of the Supervisory Board:
+ Hanson Asset Management Ltd., UK ~ Director.
Previous :
· Autopleza EAD - Member of the Board of Directors until 28.01.2013, as at the date of this
activity report the person is not a member of the Board of Directors;
· Corporate Advisors EOOD - Sole owner of the capital and Manager until 08.02.2013, as at
the date of this activity report the person is not a Sole owner of the capital and Manager:
· Eurohold Imot EAD (currently Greenhouse Properties AD) - Chairman of the Board of
Directors until 16.12.2013, as at the date of this activity report the person is not a Chairman
of the Board of Directors;
· Bulstar Investment AD - Chairman of the Board of Directors until 17.08.2015, as at the date
of this activity report the person is not a Chairman of the Board of Directors;
· Smartnet EAD - Chairman of the Board of Directors untill 03.11.2015, as at the date of this
activity report the person is not a Chairman of the Board of Directors:
· Balkan International Basketball League OOD - Manager and a partner holding 50% of the
capital until 17.11.2017, as at the date of this activity report the person is not a Manager and
a partner holding 50% of the capital:

Supervisory Board

· Avo Union AD - Member of Board of Directors until 26.10.2018, as at the date of this activity
report the person is not a member of the Board of Directors.
Details of any bankruptcles,
recalverships or ilguldations
with which the person, actime
In the capacity of a mamber of
administrative.
Emer
management or superfisory
bod es
axercicing
ar
25
תס 8 מספ
100
Fine
sen or
management of a company,
was associated with during
the last 5 years
As at the date of preparation of this activity report, there is no Information about any bankruptcies,
receiverships or liguidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
nessysnt
profess onel
Oxperence
Assen Christov holds a master's degree in Physics from Sofia University St. Kilment Ohridski and
has specialized in the Institute for Nuclear Research in Dubno, Russia. He has completed a
specialization in Management in Open University - London. Speaks Russian and English,
Assen Christov has exercised the above-mentioned managerial positions during different periods
within the last 5 years. He has heid the position of Chairman of the Board of Directors of Eurobank
AD between 1997 and 2000 with representative functions exercised, he was also a Chairman of
the Supervisory Board of IC Euroins AD from 2000 until 2007, as well as of the Investment firm
Euro-Finance AD, which position he continues to hold today.
Coarcive
administrative
measures and panalties
During the last 5 years no coercive administrative measures and administrative penalties have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory podies of a company (including an
issuer) or from acting in the management or conduct of the affairs of any company (Including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodies).
Name Dimitar Stovanov Dimitrov
TY.C Deputy Chairman of the Supervisory Board
Business address Sofia, 43, Christopher Columbus Blvd.
Dotalls
हु
ប៉ាកខ
activities
osiformad
Quiside of
the
which
Company,
800
Ch
Importance to the Company

IC Euroins AD = Procurator
Information about any other
participations of the person
mamber
(D) 1
22.01
10
administrative, management
supervisory bodies
or
of or
partner in the last 5 years
Current:
Eurologistic Technologies EOOD - Manager;
Cable Network AD - Executive Director;
Creative Software Solutions EOOD - Manager and Sole owner of the capital;
Starcom Hold AD - Member of the Board of Directors.
Previous:
· Educational and Sports Complex Lozenets EOOD (currently Educational and Sports Complex
Lozenets EAD due to reorganization by change of the legal form) - Manager until 05.03.2014,
as at the date of this activity report the person is not a Manager;
· Profonika EOOD - Manager undi 05.03.2014, as at the date of this activity report the person
Is not a Manager;
Smartnet EAD - Executive Director until 03.11.2015, as at the date of this activity report the
ಿ
person is not an Executive Director
Zelen! EQOD (currently Ecovera Ltd.) - Sole owner of the capital and Manager until
9
27.01.2017, as at the date of this activity report the person is not a Sole owner of the capital
and a Manager;
0
Alcomerce EOOD - Manager until 25.01.2018, as at the date of this activity report the person
Is not a Manager.
Details of any bankruptcles,
recolverships or liquidations
with which the person, acting
In the capacity of a member of
- 1 -
administrative.
management or supervisory
exerce no
bodies
OT
3
* Far Consult OOD - In Ilquidation - Manager and partner.
As at the date of preparation of this activity report, the company Is undergoing liguldeding
proceedings.
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or liguidations with which the person, acting in the capacity of a member of the

oos bon
the sen or
E
management of a company,
was associated with during
the last 5 years
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Ralaysnt
experience
professional Dimitar Dimitrov holds a Master's degree In Electronics and Automatics, Technical University of
Sofia. From 1998 until 2006 he was Executive Director of the holding company Starcom Holding
AD. Since 2005 he is a procurator of IC Euroins AD, and from 1998 to 2005 he held the position
of Director of "Information services, statistics and analyzes" Department in the same company.
administrative
Coorcys
monsures and panaitios
During the last 5 years no coercive administrative measures and administrative penalties have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodles of a company (including an
Issuer) or from acting in the management or conduct of the afrairs of any company (including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodles),
Name Kustos Laur Alma
Title Indopendent mamber of the Supervisory Board
Business address Finland, Helsinki, Kalevankatu 14C, fl. 4
Dotals of the
BCt videa
performed outside of the
Company,
which
are
Coll
Importance to the Company
As at the date of preparation of this activity report, there are no activities performed outside of
the Company, which are of Importance to the Company.
Information about any other
participations of the person
momba!"
58

命令
administrative, managemont
supervisory bodles or
or
partner in the last 5 vears
Current:
0
KJK Management S.A. - Director;
KJK Investments S.a.r.L - Director;
0
KJK Fund SICAV-SIF - Director:
KJK Fund II SICAV-SIF - Director:
KJK Fund III Management S.a.r.L - Director:
KJK Capital Oy - Director:
0
KJK Investicije d.o.o. - Director;
0
KJK Investicije 2 d.o.o. - Director;
0
0
KJK Investicije 3 d.o.o. = Director;
0
KJK Investicije 4 d.o.o. - Director:
0
KJK Investicije 5 d.o.o. - Director;
0
KJK Investicije 6 d.o.o. - Director:
0
KJK Investicije 7 d.o.o. - Director:
9
Amber Trust SCA - Director;
0
Amber Trust II SCA - Director:
A
Amber Trust Management S.A. - Director:
0
Amber Trust II Management S.A. - Director;
0
As Baltika - Director:
AB Baltic MII - Director;
Kalma Capital Oy - Sole owner of the capital and Director:
1
Kalma Capital Eesti O0 - Director;
9
As Tallink Group - Director;
0
As Tallink Silja Ab - Director;

Bostads AB Biklinten - Member of the Board of Directors:

UAB D Investicių Valdymas - Director;
UAB Malsena Plius - Director:
Managetrade Ou - Director:
0
Aurejarvi Varalnholto Oy - Director;
0
As PR Foods - Director:
0
JSC Rigas Dzimavnieks - Director;
4
As Saaremere Kala - Director:
1
AS Toode - Director;
Leader Group 2016 AD - Member of the Board of Directors,
Previous:
· AS PKL - Member of the Supervisory Board until December 2013, as at the date of this
activity report the person Is not a Member of the Supervisory Board;
* KJK Serblan Holdings B.V. - Member of the Board of Directors until April 2017, as at the date
of this activity report the person is not a member of the Board of Directors;
Kowinoplastyka Sp. z.o.o. - Member of the Supervisory Board until August 2017, as at the
0
Anno af this schildre consen la not a more a momban of the Cupansionel Band

report the person is not a Director:
Is not a Director:
AAS Baltifas Apdrostlamasmams - Director until 09.04.2018, as at the date of this activity
· KIK Invest Oy - Director until October 2018, as at the date of this activity report the person
person is not a Director. KJK Bulgaria Holding OOD (the entity was merged Into Leader Group 2016 AD) - Manager
until 11.10.2018, as at the date of this activity report the person is not a Manager:
Salva Kindlistuse AS - Director until 07.02.2019, as at the date of this activity report the
Details of any bankruptcles.
receivarships or liquidations
with which the person, acting
in the capacity of a momber of
the
administrative,
management or supervisory
exercising
God as
or
1
position
1 201
the s
sen or
management of a company,
was associated with during
the last 5 years
As at the date of preparation of this activity report, there is no information about any bankruptcles,
receiverships or liquidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Rolavant
profess onal
experience
of general management and funds raising.
In 1997, Mr. Alma graduated from the University of Helsinkl with a Master's degree in Economics.
He started his career in 1997 as a junior expnomist at the Bank of Finland. From January 1998 to
May 1999, he worked as a corporate financial officer at Bankers Williams De Broe Helsink Ov:
from May 1999 to August 2000 he was a fund manager at Bankers BBL Finland Oy and from August
2000 to February 2009 he held the position of a fund manager. Head for Eastern Europe unit of
Danske Capital. Since April 2002 Mr Alma Is a member of the Management Board of Amber Trust
Management SA, a company operating in the field of portfollo management; since December 2004
he is a member of the Management Board of Amber Trust II Management SA, a portfollo
management company; since December 2009 he is an executive director and owner of Kalma
Capital Eest! Oy, a company specialized in Investment advisory and private Investment services;
since March 2009 he is the executive director and owner of Kalma Capital Oy, which conducts
activities in the field of private investments and management consulting. Since 2010, Mr. Alma is
the Chairman of the Board of Directors of KJK Management SA and the General Director as well
as a member of the Management Board of KJK Capital Oy - both companies operating in the field
administrative
Coarciva
mousures and ponsities
regulatory authorities (Including designated professional bodles),
During the last 5 years no coercive administrative measures and administrative penalties have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory booles of a company (including an
Issuer) or from acting in the management or conduct of the affairs of any company (including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
Name Radi Ceorgiev Georgiov
8 media Member of the Supervisory Board
Bunness addrass Sofia, 84, Aleksandar Stambollyski 8lvd.
Decalls
ଦି
ដែល
activities
performad
outside of the
will and
Company.
-----
Importance to the Company
IC Eurolns AD - Member of the Supervisory Board;
4
IC EIG Re EAD (formerly named HDI Zastrahovane AD) - Member of the Supervisory Board,
1
Information about any other
participations of the person
member
000
age
I
administrative, management
or supervisory bodies or
partner in the last 5 years
Current:
Andre Thurlot OOD - Partner holding 80% of the capital:
VH Property Management OOD ~ Partner holding 6.66% of the capital;
Loudspeakers-CA EQOD - Sole owner of the capital;
Corporate Advisors EOOD - Sole owner of the capital.
C
Details of any benkruptcles.
receiverships or liquidations
with which the person, acting
In the capacity of a member of
ជា ចា
administrative.
management or supervieory
hodies
C
exercising a
009 000
- Th
the
san or
management of a company,
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or Ilouidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.

was associated with during
the last 5 years
Ralevant
axperience
professional Attorney at the Sofia Bar Association (since 1996), a partner in the Law Firm "Kalaidiley and
Georglev".
Coerciva
measures and penaities
administradiye During the last 5 years no coercive administrative penalties have
been imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory booles of a company (including an
Issuer) or from acting in the management or conduct of the affairs of any company (Including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodles).
文字号码图 Louise Gabrialle Roman
12 218 Member of the Supervisory Board
Business address Box 522, Midland Park, NJ 07432, United States of America
Dets Is

the
activities
martermad
outs de of
the
which
Company,

50 me
Importance to the Company
As at the date of preparation of this activity report, there are no activities performed outside of
the Company, which are of Importance to the Company, except as a consultant at Minerva Global
Consulting LLC
Information about any other
participations of the person
mambar
图层

Bit
administrative, management
supervisory bodles
or
OT
partner in the last 5 years
Current:
0
Minerva Global Consulting LLC - founder.
Previous:
Dewey & LeBoeur - Partner until April 2012, as at the date of this activity report the
0
person Is not a Partner;
Dechert LLP - Partner until June 2018, as at the date of this activity report the person
Is not a Partner.
Details of any bankruptcies,
receiverships or liquidations
with which the parson, actima
In the capacity of a member of
2 7 0
administrative,
management or supervisory
ood as
ల్లా
exarc s no
2
503 000
- 970
the
san or
management of a company,
wes associated with quiling
the last & years
As at the date of preparation of this activity report, there is no information about any bankruptcles,
receiverships or liguldations with which the person, acting in the capacity of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Re avant
profees onal
axperience
Mrs. Roman holds Bachelor's degree of arts from Bowdoin College (United States; 1982), with a
dual major in Government & Legal Studies and Mathematics, and a juris doctorate degree from
Harvard Law School (United States; 1985).
Mrs. Roman has practiced law as a partner in a large global corporate law firm for more than 20
years advising on a full range of complex cross-border capital markets and corporate finance
transactions. She is recognised as a leading lawyer and expert in several legal perfodicals and
International ranking publications, International Financial Law Review, The Legal 500 and
Chambers, as well as The Financial Times. Lead partner on several award-winning, "first-of-their-
kind" transactions.
Coerciva
edministrative
measures and penaities
During the last 5 years no coercive administrative measures and administrative penalties have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (including an
Issuer) or from acting in the management or conduct of the affairs of any company (Including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodles).
Noma Lyubomir Stoav
------ ----------------

TITE Independent momber of the Supervisory Board
Business address Sofia, 10, Pop Evstati Vitoshki Str.
Data g
te
times
activities
performad
outside of the
Company,
which
-17-3
一个
Importance to the Company
As at the date of preparation of this activity report, there are no activities performed outside of
the Company, which are of Importance to the Company.
Information about any other
participations of the person
50 85
mamber
. 8
00 1
administrative, management
supervisory bodles
e
OT
partner in the last 5 years
current:
AFG Invest GmbH - Executive Director.
Previous:
· Dar Finance EOOD - Manager until 13.01.2017, as at the date of this activity report the
person Is not a Manager.
Octails of any bankruptors,
recolverships or ilquidations
with which the person, acting
in the capacity of a mamber of
ដោយ
administrativa,
management or supervisory
backer
axarcis no
の行
. D
תסמ מסמ
ើចម
1229
sanlor
management of a company,
was associated with during
the last 5 yours
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or liquidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodles or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Ralavant
nrofessional
experience
Mr. Stoev graduated from the University of Mining and Geology "St. Ivan Risk", Sofia, qualification
Engineer. In the same year, he obtained a Master's degree in Sociology and Economics at the
University of Economics and Business Administration in Vienna. In October 2009, Mr. Stoev
obtained qualification as insurance and investment advisor at the Deutsche Vermögensbergung
Bank AG In cooperation with the Generall Group and the Chamber of Commerce in Vienna. From
February 2005 to December 2007, Mr. Stoev was the Executive Director of the company Vitosha
Unternehmensbetelligung AG (part of the Uniqa Group). Since November 2010 until May 2012 he
was a member of the Board of Directors of Expat Capital AD, responsible for the elaboration of
business strategies and analyzes, risk assessment and Investment opportunities and other. Since
December 2006, Lyubomir Stoev is the Chief Executive Officer of AFG Invest GmbH, whose main
activity is related to Investments in commercial undertakings and real estates.
Coarcive
administrative
moneures and penaltigs
During the last 5 years no coercive administrative measures and administrative penaltles have
been imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (Including an
Issuer) or from acting in the management or conduct of the affairs of any company (Including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (including designated professional bodies).

Management Board

Name Kri Ivanov Soshov
T 60 Chairman of the Management Board and Executive Member
Business addrass Sona, 43, Christopher Columbus Blvd.
Details
हैं। इस
佐物の
activitias
performad outside of the
which
Company,
are of
Importance to the Company
Avto Union AD - Deputy Chairman of the Board of Directors;
0
Euroins Insurance Group AD - Executive Director:
0
Euroins Romania Asigurare-Reasigurare S.A.- Chairman of the Board of Directors;
Euroins Osiguruvanje AD, North Macedonia - Member of the Board of Directors;
Euro-Finance AD - Deputy Chairman of the Board of Directors;
Starcom Holding AD - Chairman of the Board of Directors.
Information about any other
participations of the person
member
10.00
al
administrative, management
Current:
Alcomerce EOOD - Sole owner of the capital (and Manager as of 25.01.2018)
Armada Capital AD - Member of the Board of Directors;
Capital-3000 AD - Chairman of the Board of Directors;
4
Eurolease Auto S.A., Romania - Member of the Board of Directors;
1

000
supervisory bodles
(कर
partner in the last 5 yours
· Hanson Asset Management Ltd., UK - Director;
· Starcom Hold AD ~ Chairman of the Board of Directors.
Previous:
· Euroauto OOD (currently Arenta Buigaria Ltd.) - Manager until 18.08.2015, as at the date of
this activity report the person is not a Manager;
> Euroins - Health Insurance EAD (the entity was merged Into IC EIG Re EAD) - Chairman of
the Board of Directors until 27.06.2017, as at the date of this activity report the person is
not a Chairman of the Board of Directors;
· N Auto Sofia EAD - Member of the Board of Directors until 10.11.2017, at the date of this
activity report the person is not a Member of the Board of Directors,
Details of any bankruptcies.
receiverships or ilquidations
with which the person, acting
In the capacity of a member of
administrative,
10 100
management or supervisory
500 102
@r
[email protected]
חס המחממם מסמ
176
行动。
gar of
management of a company,
was associated with during
the last 5 years
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or liguldations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Ralevant
professional
experience
Kirli Boshov holds a Master's degree in Accounting and Control from the University of National and
World Economy, Sofia. He speaks English and Russian.
From 1995 to 1997 Kirli Boshov was the Chief Accountant of Mobikom - the first mobile operator
In Bulgaria, a joint venture between Bulgarian Telecommunication Company and Cable and
Wireless, United Kingdom. As Deputy Chairman of the Board of Directors and a procurator he
particloated actively in the restructuring of the assets portfollo of Eurobank AD, representation of
the bank and direct management of the active bank operations - lending and capital markets.
From 2000 to 2008 Kirll Boshov was a Chairman of the Management Board of Insurance Company
Euroins AD and in 2006 gives the company was awarded "Company with best corporate
management" by the Association of Investors In Buigaria. In his capacty of a Chairman of the
Board of Directors of Eurolease Auto AD, he managed the fund raising activities of the Company
as well as the overall management process for the conclusion of an International Funding
Agreement between Eurolease Auto AD and Deutsche Bank AG - branch London amounting to
EUR 200 million.
Coarciya
admin strativa
measuras and ponalties
During the last 5 years no coercive administrative measures and administrative penaities have
been imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (Including an
Issuer) or from acting in the management or conduct of the affairs of any company (Including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodies).
2 ame Asen Minchev Minchev
718 0 Executive Mamber of the Managemant Board
Business address Sofla, 43, Christopher Columbus Blvd.
Detsils
0
the
activitias
outside of the
parformed
Company.
which
昆厅画
al
Importance to the Company
Bulvaria Holding EAD - Member of the Board of Directors;
Auto Italia EAD - Member of the Board of Directors:
Star Motors EOOD - Procurator.
Intormation about any other
participations of the parson
mam 120r
200
01
20
administrative, management
supervisory bodles
of
(197
partner in the last 5 veers
Current:
Capital-3000 AD - Executive Member of the Board of Directors;
0
Cable Network AD - Chairman of the Board of Directors.
0
Previous:
· Bulstar Investment AD - Deputy Chairman of the Board of Directors until 17.08.2015, as at
the date of this activity report the person is not a Deputy Chairman of the Board of Directors,
Details of any bankruptcies.
recolverships or liquidations
with which the person, acting
In the capacity of a member of
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or liquildations with which the person, acting in the capacity of a member of the

1

administrative,
ជីកន្ទ
management or supervisory
200 08
2007
02:01:00 000
60
For ton
10 20100
- 79
management of a company,
was associated with during
the last 5 years
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Ralevant
professional
experence
Asen Minchev holds a Master's degree in Accounting and Control from the University of Nadonal
and World Economy.
Asen Minchev was an Executive Director of the holding company Europod AD for the period 1998
- 2006 until Its merger with Starcom Holding AD. From 1996 to 2000 he was a member of the
Management Board of IC Eurolns AD, and was also a representative of the Deputy Chairperson of
the Supervisory Board of Euroins - Health Insurance AD.
Coarciva
adının strative
measures and bemaities
During the last 5 years no coercive administrative measures and administrative penaltles have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodles of a company (including an
Issuer) or from acong in the management or conduct of the affairs of any company (Including an
lissuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodles).
Nama Vallslav Milkev Christov
m Paga Member of the Management Board
Business address Sofia, 43, Christopher Columbus Blvd.
Deter s
07
ana
activit as
parformed
outside of the
Company,
which
5 First
pat
Importance to the Company
IC Euroins AD - Member of the Management Board:

IC EIG Re EAD - Member of the Supervlsory Board;
1
Starcom Holding AD - Member of the Board of Directors.
0
Information about any other
participations of the person
member
-13
50 18
1
administrative, management
supervisory bodies
t
alle
parcher in the last 5 years
Current:
As at the date of preparation of this activity report, there is no Information about other
participations of the person as a member of administrative, management or supervisory bodies on
partner in the last 5 years.
Previous!
· VH Property Management OQD - Sole owner of the capital until 16.05.2013 г., as at the
date of this activity report the person is not a Sole owner of the capital;

Basketball Club Black Sea EAD (currently Greenhouse Properties AD) - Member of the Board
of Directors until 16,12,2013, as at the date of this activity report the person is not a Member
of the Board of Directors;
Eurolns Insurance Group AD - Member of the Board of Directors until 10.09.2015, as at the
9
date of this activity report the person is not a Member of the Board of Directors.
Details of any bankruptcles,
receiverships or liguldations
with which the parson, acting
In the capacity of a momber of
the
administrativa,
management or supervisory
and as
exercising
OT
mos ton
177
the
eer or
management of a company,
was associated with quring
the lest 5 years
BM24.BG Ltd. - Sole owner of the capital until 17.10.2014, as at the date of this activity
રા
report the person is not a Sole owner of the capital and the company was dissolved by
llauldation.
As at the date of preparation of this activity report, there is no Information about any bankruptcles,
receiverships or liguidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Ralavant
profess onal
axporience
Velslay Christov has more than 20 years of experience as a lawyer and consultant in the field of
civil, commercial, banking and insurance law, as well as over 15 years of experience in business
management. His career includes a number of managerial positions as a member of the
management and supervisory boards of banks, Insurance companies, public and private
commercial companies and the head of the legal departments of the same. Velislay is at
the same time a freelance lawyer and holds a Master's degree in Law from the Faculty of Law of
the Sofia University.

coercive
acmin strative
moasuras and ponaldes
During the last 5 years no coercive administrative measures and administrative penalties have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court; from acting as
a member of the administrative, management or supervisory bodies of a company (Including an
lssuer) or from acting in the management or conduct of the affairs of any company (Including an
lssuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodies).
------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Name Assen Emanoullov Assemov
TT 안 C Member of the Managamant Board
Business address Sofia, 43, Christopher Columbus Blvd.
Datails of the
activities
parformed outside of the
Company,
which are of
importance to the Company
o
Avto Union AD - Executive Director;
Auto Italia EAD - Executive Member of the Board of Directors;
Autoplaza EAD - Deputy Chairman of the Board of Directors:
1
0
Avto Union Serviçe EQOD - Manager:
Bulvaria Vama EOOD - Manager;
Buivaria Holding EAD - Chairman of the Board of Directors:
Daru Car AD - Executive Member of the Board of Directors;
Eurolease Auto EAD - Chairman of the Board of Directors;
Amigo Leasing EAD - Chairman of the Board of Directors;
Eurolease Group EAD - Chairman of the Board of Directors;
Eurolease Rent-a-Car EOOD - Manager:
Espace Auto OOD - Manager;
Motobul EAD - Member of the Board of Directors;
it Auto Sofia EAD - Chairman of the Board of Directors;
Sofia Motors EOOD - Manager:
0
0
Star Motors EQOD - Manager;
Bulvaria Sofia EAD - Executive Director;
Motohub OOD - Manager.
Information about any other
participations of the person
mam ser
of
AB
F
administrative, management
supervisory bodles
or
or
partner in the last 5 yours
current:
Motobul Express EOOD - Manager:
0
Eurotruck EOOD - Manager:
0
Izgrev 5 EOOD ~ Manager and Sole owner of the capital :
0
Benzin EOOD - Manager;

Eurolease Auto S.A., Romania - Chairman of the Board of Directors,

Previous:
· BG Autolease Holding B.V. (currently terminated due to merger into Eurolease Group EAD) -
Manager until 31.12.2013, as at the date of this activity report the person is not a Manager:
0
Gransport Auto EOOD (currently terminated due to merger into Auto Italia EAD) - Manager
until 23.01.2013, as at the date of this activity report the person is not a Manager:
· Cargoexpress - Imot EAD (currently terminated due to merger Into Bulvaria Varna EOOD) -
Chairman of the Board of Directors until 25.11.2013, as at the date of this activity report the
person is not a Chairman of the Board of Directors;
0
Milano Motors EOOD (currently terminated due to merger into Auto Italia EAD) - Manager
until 23.01.2013, as at the date of this activity report the person is not a Manager;
0
Avto Union Properties EOOD - Manager until 26.05.2014, as at the date of this activity report.
the person is not a Manager:
Eurolease Asset EAD (currently Rossgaz Asset EAD) - Chairman of the Board of Directors and
0
Executive Director until 23.09.2014, as at the date of this activity report the person is not a
Chairman of the Board of Directors;
0
EA Properties OOD - Manager until 20.11.2014, as at the date of this activity report the
person Is not a Manager;
Auto 1 Ltd. (currently Auto R Ltd.) - Manager until 08.01.2015, as at the date of this activity

report the person is not a Manager.
Details of any bankruptcles,
receiverships or liquidations
with which the person, acting
In the capacity of a momber of
the
admin strative,
management or supervisory
bodles
axercis!ng
OF
13
posidon
UR
the s
BOR OF
management of a company,
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or ilquidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.

was associated with during
the last 5 years
Refevant
professional
Sicer ance
Assen Assenov holds a Master's degree in Accounting and a Bachelor's dedree in
International Economics Relations from the University of National and World Economy In Sofia. Mr.
Assenov has an MBA (Master of Business Administration) in International Accounting Standards
and International Business from the University of Economics in Vienna.
Assen Assenov began his professional career at Eurohold AD as an accountant. In the period 2002-
2004 he was the chief accountant of Eurohold AD. Since the end of 2004, Mr. Assenov was
appointed for Executive Director of Eurolease Auto EAD - the leasing company in the structure of
Eurohold at that time.
Currently, Mr. Assenov is responsible for the leasing and automotive businesses in the economic
structures of Eurohold Bulgaria AD. Mr. Assenov is the Executive Director of Avto Union AD and
manages the Group's leasing companies in Romania and Macedonia; in addition, he manages the
car dealer companies selling Nissan, Renault, Dacla, Saab, Opel, Chevrolet, Flat, Lancia, Alfa
Romeo, Mazda, Maserati brands and Castrol and BP motor oil dealer companies (Motobul), all of
which are also parts of the subsidiary sub-holding of Eurohold Buigaria - Avto Union AD,
Coore va
administrative
measuras and penelties
During the last 5 years no coercive administrative measures and administrative penaities have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings: he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (including an
Issuer) or from acting in the management or conduct of the affairs of any company (including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodies).
Name Dimitar Kirilov Olmitrov
TT 在线 Member of the Management Board
Business addrass Sofia, 43, Christopher Columbus Blvd.
Detsile
SF
the
Betwitias
outside
parformed
of the
win en
Company,
Off
3 Pe
importance to the Company
As at the date of preparation of this activity report, there is no information available recarding
activities performed by the Management Board member outside of the Company, which are of
Importance to the Company.
Information about any other
participations of the parson
mamber
国家
of
5
administrative, managament
supervisory bodles or
है
partner in the last 5 years
Current:
Andema AD - Member of the Board of Directors:

PGD OOD - Partner;
Stara Gorna 1840 EOOD - Manager and Sole owner of the capital.
1
Previous:
Bulgarlan Development Bank AD - Member of the Supervisory Board until 01.06.2017, as at
the date of this activity report the person is not a Member of the Supervisory Board.
Details of any bankruptcles,
recaverships or liguidations
with which the person, acting
in the capacity of a member of
administrativo,
10
management or supervleory
bot las
axercising
0 P
15
position
் கு
sen or
103
management of a company,
was associated with during
the last 5 years
As at the date of preparation of this activity report, there is no Information about any bankruptcies,
receiverships or Ilquidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Relevent
professional
experience
Dimitar Dimitrov graduated from the University of National and World Economy in Sofia In 1979.
After graduation to 1982 he worked at the National Stadstical Institute. From 1982 to 1987 he
was Head of Department and Chief Expert at the Bulgarian National Bank, and from 1997 to 1993
he worked at the Construction Bank AD, consecutively occupying the positions of Director of
Department, Vice President and President. From 1993 to 1995 Dimitar Dimitrov is the Executive
Director of United Bulgarian Bank AD. In 1995 he was Deputy Minister of Economic Development
and In 1996 was Deputy Governor of the Bulgarian National Bank. From 1995 to 1996 he was
Chairman of the Board of Directors of Bankova Consolidation Company and In 1997 he was the
Executive Director of Bankova Consollation Company. Dimitrov was a member of the
Management Board of the holding company Doverie AD and part of Its subsidiaries. From

November 2001 to May 2011 he is the Executive Director and Chairman of the Board of Directors
of Encouragement Bank AD, currently Bulgarian Development Bank AD,
Caeraya
อนทาง ที่ ตัวอย่างต
measures and ponatoos
During the last 5 years no coercive administrative measures and administrative penalties have
been Imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (including an
issuer) or from acting in the management or conduct of the affeirs of any company (including an
Issuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodies),
Name Razvan Stefan Lefter
THe Independent member of the Supervisory Board
Business acoraze Romania, Bucharest, 30, Alexandru Serbanescu Str.
Details of the
activities
performed outside of the
Company,
which
ាពួកគេ
01
Importance to the Company
As at the date of preparation of this activity report, there are no activities performed outside of
the Company, which are of Importance to the Company.
Information about any other
participations of the person
119
8
mamber
টে
administrative, management
of supervlaory bodles
or
partner in the last 8 years
Current:
o
RSL Capital Advisors Sri. - Managing Partner and Director;
· KK Caramida Srl. - Member of the Soard of Directors;
* Mundus Services AD - Member of the Supervisory Board;
Teraplast SA - Member of the Board of Directors;

Sphera Franchise Group SA - Member of the Board of Directors.
Previous:
· SIF Muntenia, Romania - Member of the Supervisory Board until 26.04.2013, as at the date
of this activity report the person is not a Member of the Supervisory Board
· Semakon SA - Member of the Board of Directors until 08.02.2017, as at the date of this
activity report the person is not a Member of the Board of Directors;
• Mundus Services AD "Мундус Сървисия" АД (the company has change its governance system
from one-tier to two-tier governance system as of 01.12.2017r.) - Member of the Board of
Directors and Executive Director until 01.12.2017, as at the date of this activity report the
person is not a Member of the Board of Directors and Executive Director;
· Conpet SA - Member of the Board of Directors until 17.05.2018, as at the date of this activity
report the person is not a Member of the Board of Directors.
Details of any bankruptclos,
recolverships or liquidations
with which the person, actima
in the capacity of a member of
tha
administrative,
management or supervisory
100 800
exarc sing
ી જે
8
position
តា
the
sen or
management of a company,
was associated with during
the last 5 years
Condimag SA - Member of the Board of Directors until 20.07.2015, as at the date of this
activity report the person is not a Member of the Board of Directors and the company is
undergoing Insolvency proceedings;
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or ilguidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodles or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Relevant
professional
axperience
Mr. Lefter has graduated from the Bucharest Academy of Economic Studies, Bucharest, specialized
In banking and stock exchanges (2003), Certified Financial Analyst (2008), specialized as an
analyst at ING Bank (September 2004 - May 2005), International Relations Manager at ING Bank
- Romania (May 2005 - December 2006), trading in securities and analyzes in EFG Securities -
Romania (January 2007 - November 2011), securities trading in Swiss Capital Romania (November
2011 - June 2014), since June 2014 - Managing Partner at RSL Capital Advisors, Romania.
Conreive
admin strative
measures and ponaldes
During the last 5 years no coercive administrative measures and administrative penailies have
been imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (Including an
Issuer) or from acting in the management or conduct of the affairs of any company (Including an
(ssuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodles).

PROCURATOR

Name Hristo Lyubom rov Stoer
Title Stocurstor
Business address Sofia, 43, Christopher Columbus Blvd.
国际在线 S
the
01
activ lies
performad
QUITS (C) P
Dif
the
Company,
whileh
BITC
019
Importance to the Company
As at the date of preparation of this activity report, there are no activities performed outside of
the Company, which are of Importance to the Company.
Information about any other
participations of the person
momber
原则


administrative, management
supervisory bodies
or
or
partner in the lest 5 years
Current:
0
DB Project OOD - Manager;
Geniponika Management AD - Member of the Board of Directors.

Previous:
· Logo-Company EOOD - Manager until 05.12.2011 and Sole owner of the captal until
15.03.2013, as at the date of this activity report the person is not a Manager and a Sole
owner of the capital;
0
IT Baseline OOD - Partner until 09.05.2016, as at the date of this activity report the person
Is not a Partner In the company.
Details of any bankruptcles,
receivorsuips or lightgome
with which the parson, acting
In the capacity of a momber of
2 mm
admin etradya.
management or supervisory
200 06
axercising
or
P
000 200
1 5 B
fame
Son or
management of a company,
was associated with during
the last 5 years
As at the date of preparation of this activity report, there is no information about any bankruptcies,
receiverships or Ilquidations with which the person, acting in the capacity of a member of the
administrative, management or supervisory bodies or exercising a position in the senior
management of a company, has been associated with during the last 5 years.
Relevant
orofessional
experience
Mr. Stoey graduated from the University of Mining and Geology "St. Ivan Risk". Sofia In 1973,
degree in "Development of ores and mineral resources". In 1973, he began working at Gorubso
Madan Mining. From 1978 to 1983 Mr. Stoev was a research associate at the Mingroekt Science
Department. In 1985 Mr. Stoev became the Assistant Professor at the University of Mining and
Geology "St. Ivan Rilski". At present, Mr. Stoev is a professor and member of the Bulgarian Blasting
Engineers Association. Hristo Stoev has a number of publications.
administrativs
Coarciva
measures and penaities
During the last 5 years no coercive administrative measures and administrative penalties have
been imposed on the person in relation to his activity; he has not been convicted of fraud; in his
capacity of a responsible person he has not participated directly or through related parties in any
Insolvency or receivership proceedings; he has never been disqualified by a court from acting as
a member of the administrative, management or supervisory bodies of a company (including an
fissuer) or from acting in the management or conduct of any company (Including an
lissuer); he has never been officially publicly incriminated and/or sanctioned by statutory or
regulatory authorities (Including designated professional bodies),

9. Contracts entered into in 2018 with the members of the Management Board and the Supervisory Board or persons related to them, which go beyond the usual activity of the Company or materially depart from the market conditions

No contracts have been concluded with the Company by the members of the MB and the SC or their affiliates who go beyond the ordinary activities of the company or significantly deviate from the market conditions.

10. Conflict of Interests

There Is no Information about any confilct of interests resulting from the fulfillment of obligations of the aforementioned persons to the Company or any other private Interests they may have.

There are no agreements between shareholders, clients, suppliers and/or other persons, according to which the members of the Management and Supervisory bodles or other company employees have been elected/appointed.

Members of the management and supervisory bodles have provided guarantees In the amount of three salaries.

There are no restrictions on the shares and the management of the company's shares held by the members of the management and supervisory bodies.

11. Planned economic policy for the next year, including expected Investments and human resources development, estimated income from Investments and company development, as well as upcoming transactions substantial for the Company's activity

The plans of Eurohold Bulgarla AD are related to the current operating activity of the three sub-holdings - Insurance, automobile and leasing.

Through the Insurance sub-holding (Euroins Insurance Group AD) in 2019, Eurohold will continue the expansion of the Group in the Central and South East Europe region. As of the date of this report, Euroins Insurance Group has agreed to acquire, In 2019, four Insurance companies in three European countries, respectively in Romania and the Czech Republic, specialized in life and non-life insurance, as well as one non-life Insurance company in Belarus. The deal is expected to be finalized after approval by the relevant regulatory authoritles.

The positioning of the leasing subholding as a company with sufficient capital resources and high market share is substantial at the beginning of the economic recovery. The leasing business is funded mainly by bank and debenture loans. The leasing funding support will positively affect the sales of both of the automotive and insurance segments.

The working capital financing of the automotive subholding is essential for the delivery of cars under fleet contracts with large corporate clients. The automobile dealers will be supported in completing and equipping showrooms and car repair centers. Special emphasis is put on the car repair centers as a main source of revenue due to the low margins on sales of new cars in the current market situation.

12. Number of employees

During the reporting period no new employees were recruited in Eurohold Bulgaria AD and no employees of temporary contracts were hired. As of Monday, December 31, 2018 Eurohold Bulgaria AD employs 10 employees on a labor contract.

At the date of preparation of the Report, the number of persons employed in all companies of the Eurohold Group is 2,651, of which 1,123 are employed in Bulgaria, 631 in North Macedonia, 276 In Ukralne, 126 in Georgia, 322 in Russia and 36 In Greece.

The parent company (Eurohold Bulgarla AD) does not employ temporary employees.

Since the establishment of Eurohold Bulgaria AD to date there have been no trade unlor: organizations of the employees.

II. ADDITIONAL INFORMATION ACCORDING TO ANNEX 10 OF ORDINANCE Nº2 OF THE FSC

  1. Information given in value and quantity on the main categories of goods, products and/or services provided, Indicating their share in the issuer's sales revenue as a whole and the changes occurring during the accounting year.

As a holding company, the main activity of Eurohold Bulgaria AD is the acquisition, management, evaluation and sale of participations in Bulgarian and financing of subsidianes,

The company does not carry out Independent commercial and production activities. The revenues of Eurohold Buigaria AD are formed from a financial activity related to the creation and management of participations and financing of affiliated enterprises.

Detailed Information given In terms of value and quantity regarding the main categories of products and services is shown in this report in section D9. "Results from the Activity" as well as in section D10. "Overvlew of the activity of subsidiary sub-holding structures».

  1. Information on revenue broken down by category of activity, internal and external markets, as well as information on sources for the supply of materials necessary for the production of goods or the provision of services reflecting the degree of dependence on each individual seller or buyer / user, in case the relative share of one of them exceeds 10 per cant of the costs or revenues from sales, information is provided for each person separately, for his share in the sales or purchases and the links with the issuer.

Detailed revenue Information broken down by separate categories of activities, domestic and external markets is shown in this report in Section D9. "Results from the Activity", as well as section D10. "Overview of the activity of subsidiary sub-holding structures"

3. The company does not carry out independent business and production activity.

During the reporting period Eurohold Bulgaria did not conclude large transactions and such transactions as essential for the Holding's activity.

The subsidiary Euroins Insurance Group has entered into two transactions in connection with the acquisition of new companies as follows:

· In July, the financial regulator in Ukraine allowed EIG to acquire the Ukrainian travel agency ERV, a specialist in travel Insurance, from the German ERG. The deal was realized in April this year. Shares transferred on October 1, 2018

o In September EIG acquired one of the leading Insurers In Georgia - IC Group has been operating since 2005 and Is one of the leading Insurance companies in Georgia, offering all products on the market. It is one of the largest in the country's health Insurance. On October 23, 2018 the deal was finalized.

  1. Information on transactions entered into between the issuer and related parties during the reporting period proposals for such transactions as well as transactions that are outside its normal course or materially deviate from the market conditions on which the Issuer or its subsidiary is country with an indication of the transactions, the nature of the relationship and any information necessary to assess the Impact on the Issuer's financial position.

As at the date of preparation of the consolidated Activity Report, there are no transactions or deals with related parties that are material to Eurohold or its subsidiary and are unusual by type and condition.

Within the holding, transactions between the parent company and the subsidiaries are carried out on a permanent basis, arising from the nature of their core business.

All transactions are made on a fair value basis. Typical are the transactions between the holding and the subsidiaries, where the Intragroup loans manage the Ilquidity of the individual companies and conduct an Investment policy. The company grants loans to its subsidiaries for working capital.

As at 31 December 2018, the Group has the following related party transactions:

31.12.2018 31.12.2017
BGN 000 BGN 000
Loan claims from Starcom Holding AD 33 314

Repo transaction receivables from Starcom Holding AD 239 1 752
Other receivables from Starcom Holding AD 285 -
Llabilities on loans to Starcom Holding AD 942 2753
Other llabilities to Starcom Holding AD 20 752 98
Investments In debt Instruments of Starcom Holding AD 11 651 13 0777
Dividend ilabilities 101 34
Revenue from commissions - Starcom Holding AD 87 1
Interest Income - Starcom Holding AD 807 466
Interest expense - Starcom Holding AD 169 988
  1. Information on events and indices having an unusual nature for the issuer that have a significant impact on its activities and its realized revenues and expenses; an assessment of their Impact on results in the current year.

During the reporting period no unusual events occurred for Eurohold Bulgaria and the companies In Its economic group that had a significant Impact on its operations and its realized revenues and expenses.

  1. Information about off-balance-sheet transactions - nature and business purpose, Indication of the financial impact of transactions on the business if the risk and benefits of those transactions are material to the issuer and disclosure of such information is material to the issuer's financial condition.

Eurohold Bulgaria and its economic group companies have no off-balance-sheet deals.

  1. Information about shareholdings of the issuer, its main linvestments in the country and abroad (in securities, financial instruments, Intangible assets and real estate) as well as investments in equity securities outside its group of companies within the meaning of the Accountancy Act and sources / ways of financing.

Detalled information about the Issuer's shareholdings and its main Investments In the country and abroad is shown in this report in section D7. "Main scope of activity. Business Operations "as well as Section D8. "Capital Investments".

  1. Information about the loan agreements, Including the repayment deadlines, as well as Information about the guarantees and commitments given, issued by the issuer, its subsidiary or parent company as borrowers.

Group llabilities to bank and non-bank financial institutions - long-term by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Vehicies, Including: 2 272 4 918
Loans from banks 2 272 4 918
Leasing, Including: 57 056 46 404
Loans from banks 57 056 46 404
Parent company, Including: 35 549 21 123
Loans from banks 35 549 21 123
34 877 75 Add
PREVIOUS P BENK BILG UNIT-ASTIK MISHINGAL WARTHERI WA SAMAHITA
31.12.2018 31.12.2017
BGN 000. BGN 000
Insurance business, Including: 17
Loans from banks 17
Vehicles, Including: 16 773 12 464
Loans from banks 16 070 12 222
Loans from non-bank financial institutions 703 242
Leasing, Including: 21 247 1 364
Loans from banks 21 247 1 364
Parent company, Including: 9 753 12 972
Loans from banks 9 253 5 940
Loans from non-bank financial Institutions 7 032
A 7 900 96 800

1 Inkliklog to hamk nud a

Liabilities on bank loans to Eurohold Bulgaria

In euro as at
Creditor Maturliv 31.12.2018
International Investment Bank 12.2021 12,600,000
International Investment Bank 03.2025 10,000,000

Loans are provided for the purpose of financing the Insurance business.

Information on bond issues as of 31.12.2018

original Nominal, In
Cupon currency Maturity thousand
Automotive Business
Corporate bonds 4.50% BGN 12-2022 6 300
Corporate bonds 3-85% :GN 6.2028 8 800
Leasing business
Corporate bonds 7.00% EUR 11.2019 6 000
Corporate bonds 3.75% EUR 7-20223 1 250
Corporate bonds 5.00% BGN 2.2020 6 000
3m.Eur bor
Corporate bonds + 3.95% EUR 7.2021 5 800
Parent company
EMTN Programme 6.50% EUR 12.2022 70 000
EMTN Programme 8.00% 2 N 12,2021 45 000

Issued bonds as at 31.12.2017

Cupon org na
currency
Maturity Nominal, In
thousand
Automotive Business
Corporate bonds 4.50% BGN 12.2022 6 800
Leasing business
Corporate bonds 7.00% EUR 11.2019 6 000
Corporate bonds 3.75% EUR 7-2023 1 250
Corporate bonds 5.00%
3m. Euribor
BGN 2.2020 6 000
Corporate bonds + 3.95% EUR 7.2021 5 800
Parent company

EMTN Programme 6.50% EUR 12, 2022 70 000
EMTN Programme 8.00% PLN 12.2021 45 000

Bond obligations - long term, by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Automotive business 12 746 4 769
Leasing business 11 654 20 863
Parent company 122 824 124 178
147 224 149 810

Sond obligations - short term, by segments

31.12.2018 31.12.2017
BGN 000 BGN 000
Automotive business 888
Leasing business 3 726 I
Parent company 726 947
10 340 947

Obligations on bond loans

Eurohold Bulgaria is a bond Issuer In the framework of its € 200 million EMTN Program, traded on the Irish Stock Exchange. As of 31.12.2018 the Company's liablily for the Issued Eurobonds according to the program amounted to BGN 141 542 thousand, as follows:

eurobonds Maturitv 31.12.2018
EMTN Programme в EUR 12.2022 120 700 BGN'000
EMTN Programme в PLN 12.2021 20 842 BGN'000
  1. Information about the loan agreements, Including the provision of guarantees of any kind, including related parties, with specific terms and conditions, Including the terms and conditions, including the terms and conditions, including the terms and conditions, concluded by the Issuer, Its subsidiary or parent company as lenders the payment deadlines and the purpose for which they were granted.

All loans granted by Eurohold Buigaria AD, Including related parties, are disclosed in detail In the audited financial statements of the company for 2018.

All loans granted by the subsidiaries of Eurohold Bulgaria AD, Including related partles, are disclosed in the certified unconsolidated financial statements as well as in the audited consolldated financial statements of the companies for 2018.

All of the embedded financial statements mentioned above can be found on the respective companies' websites.

10.Information on the use of funds from a new Issue of securities during the reporting period.

No Increases in the Company's capital were made in 2018.

At the date of this consolidated activity report, Eurohold Bulgaria is in the process of Increasing the share capital.

At a meeting of the Management Board of Eurohoid Bulgarla AD dated March 15, 2019, It was decided to Increase the Company's capital by public offering of 79,010,240 new, registered, dematerialized, preferred shares, without voting rights, with an issue value of BGN 1.95 to share. The General Meeting of Shareholders of Eurohold Bulgaria AD Is convened, which will be held on 22.04.2019 with the agenda adopting a decision to increase the capital of the Company from 197,525,600 (one hundred and ninety-seven million five hundred twenty five thousand six hundred) to 276 535 840 (two hundred and seventy-six million five hundred thirty five thousand and forty) by Issuing a new Issue of new class shares, namely preferred shares under the terms of a public offering under the Public Offering of Securities Act .

The Intentions of the managing body of Eurohold Bulgaria AD are, upon successful enrollment of the new issue, that the raised funds be used in two directions - supply objectives, namely:

Purpose 1. Reduction of the long-term Indebtedness of the Issuer up to BGN 40 000.

Objective 2. Expansion of the Issuer In Insurance and other business segments up to BGN 1.4 050 000, Incl. support of the subsidiary Euroins Insurance Group AD through the addition of subscribed but not pald up capital of the company, which will be used for the Implementation of its investment strategy for expanding Its presence in Central and Southeastern Europe as well as Investments of the Issuer In new regulated business segments of development.

11. Analysis of the ratio between the financial results achieved in the financial statement for the financial year and previously published estimates of these results.

Eurohold Bulgaria AD and the companies of its economic structure have not published estimates for the reporting year 2018.

12. Analysis and evaluation of the policy regarding the management of the financial resources, Indicating the possibilities for servicing the obligations, the possible threats and measures that the issuer has taken or is about to take with a view to their elimination.

The main activity of Eurohold Bulgaria AD as a hoiding company is to effectively manage the cash resources accumulated In the whole structure and accordingly to allocate them according to the needs of the Individual subsidiaries. The company's policy in this area is to finance only the "parent subsidiaries", not the "subsidiary company - a subsidiary". The management of the free financial resources of the subsidiaries is done in accordance with the regulatory requirements and in order to achieve a good return on reasonable risk taking.

The Investment program of Eurohold Bulgaria AD in 2018 Is realized through own and loan funds.

13. Assessment of the possibilities for realization of the investment intentions with Indication of the amount of available funds and reflection of possible changes in the structure of financing of this activity.

Information under this item is provided in this report in Section D14 "Additional Information, Regulatory Requirement", I. Information under Art. 247 of the Commercial Act, under Item 11.

14. Information about changes during the reporting period in the main management principles of the Issuer and its group of undertakings within the meaning of the Accountancy Act.

There has been no change in the Company's main management principles.

15. Information about the main features of the internal control system and the risk management system applied by the issuer in the process of preparing the financial statements.

Eurohold Bulgaria AD and the companies of the economic group have a built-in system for risk management and internal control that ensures the effective functioning of the accounting and financial reporting and disclosure systems. The internal control system is also being developed and functioning in order to Identify the risks accompanying the Group's activities and to support their effective management.

The main features of the Internal control system are as follows:

· Control environment:

  • bullt on the basis of Integrity and ethical behavior;

  • presence of experienced management with direct participation in the business processes of the Company and critical review of the activity;

  • the organizational structure is in line with the nature of the business and ensures a division of responsibilities;

  • competence levels are tailored to specific positions;

  • hierarchy and clear rules, rights, obligations and reporting levels;

  • the policy of delegation of powers and responsibilities;

  • Human resources policles and practices address the appointment of competent and credible staff.

· Risk management - a process for Identifying, evaluating and controlling potential events or situations that may adversely affect the achievement of the Company's objectives through direct Involvement of the Management In the activity;

· Control activities - control activities almed at minimizing risk and increasing the likelihood that the objectives and tasks of the Group will be achieved. These are the procedures for:

  • authorization and decision-making authorization (authorization);

  • ex-ante control of legallty, executed by the Executive Director Immediately before signing a decision;

  • complete, accurate, accurate and timely booking of all operations (processing of information);

  • Operational control and review of the performance of the Executive Director's day-to-day work assignment and performance.

  • division of dutles;

· Information and communication - the availability of efficient and rellable information and communication systems ensuring the collection and dissemination of complete, reliable information, horizontal and vertical communication from and to all levels, as well as a timely accountability system.

• Monitoring - there is established a system for monitoring and evaluation of controls, and in the case of established deviations, remedial and corrective measures are taken.

  1. Information on changes in management and supervisory bodles during the reporting financial year.

In 2018, the following changes took place in the Supervisory and Management Council of Eurohold Bulgarla.

Supervisory Board

On 29.10.2018 a new member of the Supervisory Board of the Company was elected at an extraordinary general meeting of the shareholders, namely Luis Gabriel Roman, a US citizen.

Other changes in the composition of the SC and the Management Board were not made in 2018.

  1. Information on the amount of remuneration, rewards and / or benefits of each of the members of the management and supervisory bodies for the accounting financial year and its subsidiaries, whether they were included in the Issues costs or derive from a distribution of profits , Including:

(a) amounts received and non-monetary remuneration;

(b) contingent or deferred wages arising during the year, even if the remuneration is due at a later date;

(c) an amount owed by the Issuer or its subsidiaries for the payment of pensions, retirement benefits or other similar benefits.

Information under this Item Is provided in this report In Section D14 "Additional Information, Regulatory Requirement", I. Information under Art. 247 of the Commercial Act, under Item 5.

  1. For public companies - information about the shares of the issuer owned by the members of the management and supervisory bodles, procurators and senior management, including the shares held by each of them separately and as a percentage of the shares of each class as well as the Issuer options on its securities - the type and size of the securities on which the options are set, the exercise price of the options, the purchase price, if any, and the term of the options.

Information on this point is provided in this report in Section D143 "Additional Information, Regulatory Requirement", I. Information under Art. 247 of the Commercial Act, under item 6.

The members of the Management and Supervisory Boards do not have options on the Issued securities of the Company.

  1. Information about the arrangements known to the Company (Including after the financial year), which may result in changes in the relative share of shares or bonds held by current shareholders or bondholders in the future.

At the reporting period and after the end of the financial year of the Company there are no known arrangements from which there may be changes In the relative share held by current shareholders.

  1. Information on pending court, administrative or arbitration proceedings concerning liabilities or receivables of the issuer amounting to at least 10 percent of Its equity; If the total value of the liabilities or receivables of the issuer in all initiated proceedings exceeds 10 per cant of its own capital, information shall be presented for each production separately.

The company and the group companies are not parties to pending legal, administrative or arbitration proceedings that have or may have a material effect on Its financial position or Its profitability. There are no decisions or a request for termination and announcement in liquidation of the Company.

21. Changes in the share price of Eurohold Buigaria AD

Changes in the share price of the company

All shares of Eurohold Bulgaria AD are Ilsted on the Maln market of the BSE-Sofia AD, Share Segment Standard, with stock Index - 4EH.

Market price of the shares of the Company

The graph shows the price dynamics of the shares of Eurohold Bulgaria AD on BSE-Sofia for the period 02.01.2018 - 28.12.2018 (respectively the first and last stock exchange session for the reporting 2018).

Source: Infostock.ba

  • · Initial price: BGN 1.42 (02.01.2018)
  • Last price: BGN 1.61 (28.12.2018) .
  • · MaxImum price: BGN 1.66 (07.08.2018)
  • Minimum price: BGN 1.36(08.01.2018) .
  • · Value change: BGN +0.19

  • Relative change: +13.4%
  • . Average price: BGN 1.49

After the dual listing In 2011, the shares of Eurohold Bulgaria AD have been traded on the Warsaw Stock Exchange, Main market, with stock Index - EHG.

The graph shows the price dynamics of the shares of Eurohold Bulgaria AD on the Warsaw Stock Exchange for the period 02.01.2018 - 28.12.2018

Source: WSE

  • · Initial price: BGN 0.90/2.08 PLN (04.01.2018)
  • Last price: BGN1.54/ 3.54 PLN (10.12.2018)
  • MaxImum price: BGN 3.25/7.50 PLN (03.04.2018)
  • Minimum price: BGN 0.90/2.08 PLN (04.01.2018)
  • Value change: BGN +0.64 /1.46 PLN
  • Relative change: +70.2%
  • Average price: BGN 2.08 /4.79 PLN
  • D15. OTHER INFORMATION

IMPORTANT EVENTS LISTED AFTER THE DATE OF THE ANNUAL CONSOLIDATED FINANCIAL STATEMENTS

At the date of this consolidated activity report for the Eurohold Bulgaria Group, the following Important events occurred:

Insurance business

  • · On 22, 24 and 29 January 2019 and 5 February 2019 contributions were made for the Increase of the capital of Eurolns Insurance Group AD in the total amount of BGN 3 950 000. They were registered in the Commercial Register on February 21, 2019, thus the registered capital contributed to February 21, 2019 amounts to BGN 502 395 791. EIG AD has used part of the paid-up capital for Euroins Russia's capital increase, respectively BGN 1 091 thousand. and Euroins Greece, respectively BGN 489 thousand.
    • On 4 March 2019, the Board of Directors of Eurolns Insurance Group decided to acquire the following companies:
      • 93.12% of the registered capital of the Private joint-stock company "ERGO Insurance Company", Belarus.
      • 100.00% of the registered capital of "Insurance Company ERGO" AS, Czech Republic.
    • 99.9785% of the registered capital of "ERGO Assurari" SA, Romania. .
    • · 99.9924% of the registered capital of "ERGO Avesari De Viada" SA, Romania.

Automotive business

  • On March 22, 2019 Mllen Asenov Hristov was entered in the Commercial Register as Procurator of the subsidiary Auto Italia EAD.
  • · On 11.02.2019, an Increase of the capital of Benzin Finance EAD was registered in the Commercial Register by BGN 550 thousand - from BGN 500 thousand to BGN 1 050 thousand.
    • By a memorandum of the BD of the subsidiary Auto Italla EAD dated 23.11.2018 It was decided to set up a subsidiary of Auto Italia EAD, namely Auto Italia-Sofia EOOD. The Intention of the management is to divide the Import and divestment activities of the FIAT, Maserati and Alfa Romeo brands - the newly established company will be a dealer for Sofia, and Auto Italia EAD remains the only importer for the brands In Bulgarla.

Leasing business

  • · On 02.01.2019 In the Commercial Register a change was registered In the Board of Directors of Eurolease Group EAD as follows - Boyana Vassileva Kantardzhleva, In the place of Ani Dimitrova Bachvarova, Is the Chairman of the Company's Board of Directors.
  • · On 09.04.2019 in the Commercial Register was registered an increase of the capital of the subsidiary Eurolease Rent A Car EOOD with BGN 400 thousand to BGN 1 335 thousand. The capital of the Company is fully paid up. The increase of the capital is reflected by entering in the Commercial Register on 09.04.2019.
  • · Since the beginning of 2019, the subsidiaries Amigo Leasing EAD and Autoplaza EAD have registered new branches as follows:
  • Amigo Leasing EAD:
  • · Vellko Tarnovo Branch, with headquarters and address of management: Veliko Tarnovo, 4, Pop Harlton Str., Ent. 1, floor 1.
    • · Autoplaza EAD:
      • Burgas Branch, with headquarters and management address: 10, General Skobelev a Street, fl. 1:
      • · Varna Branch, with headquarters and address of management: Varna, Odessos Street, 45, Alexander Dyakovich Str., Ent. A.

Parent company

  • At the date of these financial statements, Eurohold Bulgaria Is In the process of increasing the share capital. At a meeting of the Management Board of Eurohold Bulgaria AD dated 15 March 2019, a decision was taken to Increase the Company's capital through the public offering of 79,010,240 new, registered, demateriallzed, preferred shares, without voting rights, with an Issue value of BGN 1.95 to share. The General Meeting of Shareholders of Eurohold Bulgaria AD is convened, which will be held on 22.04.2019 wlth the agenda adopting a decision for increase of the capital of the company from 197,525,600 (one hundred and ninety-seven million five hundred twenty five thousand six hundred) to 276 535 840 (two hundred and seventy-six million five hundred thirty five thousand and eight hundred and forty) by IssuIng a new issue of new class shares, namely preferred shares under the terms of a public offering under the Public Offering of Securities Act . The Intentions of the managing body of Eurohold Bulgaria AD are, upon successful registration of the new Issue, that the ralsed funds be used in two directions - supply objectives, namely:
    • · Purpose 1. Reduction of the long-term Indebtedness of the Issuer up to BGN 40 000 000 · Objective 2. Expansion of the Issuer Into Insurance and other business segments amounting to BGN 114 050 000, Including the support of the subsidiary Eurolns Insurance Group AD through the addition of a part of the subscribed but not pald-up capital of the company, which will be used to implement its Investment strategy to expand its presence in Central and Southeast Europe, as well as Investments of the Issuer In new regulated business development segments.

· On 1 April 2019 Eurohold Bulgaria AD made an Individual offer for the acquisition of CEZ Group's assets in Bulgaria. The Intention to acquire CEZ Group's assets in Bulgaria is part of the long-term strategy of the holding to enter new regulated business segments that offer great opportunities for growth.

The Management Board of Eurohold Bulgarla AD does not have any other significant or significant events that occurred after the reporting period.

CONTACT INFORMATION - INVESTOR RELATIONS DIRECTOR

Milena Stoyanova Stoyanova city of 1592 Sofia, 43, Christopher Columbus blvd., Tel.: (+359 2) 965 16 53; +359 89 999 2753. e-mall: [email protected] [email protected]

Eurohold Buigaria AD, Sofla 19 April 2019 .

<-- PDF CHUNK SEPARATOR -->

Corporate Governance Declaration for 2018 according to Art. 100n, para 8 in relation to para. 7, item 1 of POSA

1

Corporate governance declaration

This corporate governance declaration is based on the good governance principles and standards defined by the Bulgarian legislation in the provisions of the National Code of Corporate Governance, the Commerce Act, the Public Offering of Securities Act, the Accountancy Act, the Independent Financial Audit Act and other laws and legal regulations and internationally recognized standards.

I. Information under article 100n, paragraph 8, item 1 of the Public Offering of Securities Act

Eurohold Bulgaria AD (the Company) has adopted and observes the National Code of Corporate Governance. Eurohold Bulgaria AD foliows the recommendations of the National Code of Corporate Governance led by the best practices In the fleid of corporate governance. Good corporate governance is a set of relationships among the governing body of the Company, its shareholders and all stakeholders - employees, commercial partners, creditors of the company, potential future Investors and the general public. If the principles of good corporate governance are not applied or there Is a danger of failure to observe them, the company Is obliged to disclose such Information In timely manner.

As a result of the consistent policy of the Managing Board of Eurohold Bulgaria AD In terms of the Introduction, enhancement and Improvement of the corporate governance, the company has established and implemented procedures that ensure the observance of all principies set out in the National Code of Good Governance. To this end, after the evaluation of the results achieved in this area, In 2011 the Managing Board adopted a resolution to affillate the company to the National Code of Corporate Governance. By doing this, Eurohold Bulgaria AD has demonstrated its willlngness to maintain and develop in future the procedures and corporate governance practices Introduced during the last five years.

The established governance system guarantees the existence and the prosperity of the company as a strong framework within which the managing bodles work in the best Interest of the company In compliance with the reasonable expectations of its shareholders and all stakeholders. Detailed Information about the corporate policy of Eurohold Bulgaria and the procedures for Its Implementation Is contained in the Corporate Governance Program, the Articles of Association and the other constitutional deeds of the company.

The Managing Board of Eurohold Bulgaria AD makes best efforts to maximize the shareholders' benefit by ensuring their equal treatment, Including the minority and the foreign shareholders.

The shares of Eurohold Bulgaria AD are registered for trade on the Bulgarian Stock Exchange, and as of 15th of December 2011 they are traded at the Warsaw Stock Exchange too. All current shareholders and potential Investors are able to freely make transactions for purchase and sale of the company's securities. The company has entered Into an agreement with the Central Depository for keeping the book of shareholders, which reflects the current position and registers the changes occurred In the ownership.

The management of Eurohold Bulgaria AD guarantees the equal treatment of all shareholders, including minority and foreign shareholders. The management is obliged to protect their rights and to facilitate the exercising of such rights within the limits allowed by the applicable legislation and the provisions of the company's constitutional deeds. The management ensures timely Information to all shareholders in terms of their rights.

The strategic objectives of the corporate governance are as follows:

  • · Equal treatment of all shareholders, ensuring the protection of their rights;
  • · Improvement of the level of awareness among the shareholders and transparency;
  • · Achlevement of transparency and publicity of the processes for provision of Information by the company;
  • Ensuring a mechanism for good governance of the company by Its managing bodies, and
  • · Opportunity for efficient supervision on the governance by the shareholders and the regulatory authorities.

The well-balanced Interaction among shareholders, management and stakeholders is a result of the Implementation of the corporate governance principles.

The corporate governance declaration of Eurohold Bulgaria AD Is subject to the "observe or explain" principie.

II. Information under article 100n, paragraph 8, item 2 of the Public Offering of Securities Act

Eurohold Bulgaria AD has a two-tier management system. According to article 19 of the Articles of Association of Eurohold Bulgaria AD, the managing bodies of the company are General Meeting of Shareholders, Supervlsory and Managing Board. The company also has a procurator.

The efficient Interaction between the Managing and the Supervisory Board ensures high level of competence for governance of the company in the shareholders' interest, while taking in consideration the stakeholders.

The Managing board comprises six natural persons, including a Chairman of the Managing Board who ls also the representative of the Company, an Executive member of the Managing Board and four members of the board.

The Supervisory Board consists of six natural persons and one legal entity, Including a Chairman of the Supervisory Board, a Deputy Chalrman of the Supervisory Board, two Independent members and two member of the Supervisory Board.

Eurohold Bulgaria AD can be represented only by one executive member of the Managing Board and the company's procurator jointly.

The conditions for appointment and dismissal of the members of the managing and the supervisory board and of the procurator are provided for In the company's Articles of Association.

Eurohold Bulgarla has a remuneration policy developed by the supervisory board and approved by the general meeting of shareholders,

The pollcy for remuneration of the members of the supervisory and the managing board of Eurohold Bulgaria AD sets out the main rules for defining the remuneration of the persons who take the office of members of the supervisory and of the managing boards of the public company in relation to the performance of their powers when exercising managing and supervisory functions in the company. The remuneration of the members of the Managing and the Supervisory Board and the procurator is fixed in a management contract. Currently, the remuneration is fixed and has no variable element. The amount of the remuneration is defined depending on specific principles outlined in the remuneration policy. By resolution of the general meeting and upon achieving specific financial results, the members of the managing and the supervisory board may recelve additional incentlyes.

In compliance with the Internationally adopted principles for corporate governance and the best practices for disclosure of Information, the company has a Code of Ethics developed by the Managing Board and adopted by the Supervlsory Board.

The Code of Ethics Is adopted and observed by the members of the Supervisory and the Managing Board and In their work they observe the generally accepted principles for honesty, governance and professional competence. Internal Rules of Ethics are developed and followed for the standards of business behavior of the managers within the holding structure and for prevention of abuse of inhouse Information. The observance of the Code of Ethics is almed at the establishment of efficient and transparent corporate governance of the public and other subsidiaries within the structure of Eurohold Bulgaria AD In the interest of their shareholders.

On 26.05.2009 the General Meeting of Shareholders of Eurohold Bulgaria AD appoints an Audit Committee of the Company. It comprises three members with 3 years' term of office. By resolution of the company's general meeting, the members of the Audit Committee has been appointed for another term of office of 5 years as from 26.05.2012.

In compilance with article 401 of the Independent Financial Audit Act (IFAA), the Audit Committee reports on annual basis to the General Meeting of Shareholders upon the adoption of the Company's financial statements. The report of the Audit Committee is made and submitted to the shareholders together with all other materials relevant to the regular annual General Meeting of Shareholders of the company for adoption of the annual non-consolidated Financial Statements.

Pursuant to the provisions of IFAA, the Audit Committee of Eurohold Bulgaria AD has the following functions:

  • . To Inform the management and supervlsory bodles of the Company about of the results of the statutory audit and explain how the statutory audit has contributed to the rellability of the financial reporting and the role of the Audit committee in the process;
  • To monitor the financial reporting process and presents recommendations and suggestions to ensure its effectiveness;
  • To monitor the effectiveness of the Internal control system, risk management system, and Internal audit activity in relation to financial reporting in the audited entity;
  • To monitor the statutory audit of the annual financial statements, Including Its performance, taking Into account the findings and conclusions of the Commission on the application of Art. Article 26 (6) of Regulation (EU) No 537/2014;
  • To verify and monitors the Independence of the registered auditors In accordance with the requirements of Chapters Six and Seven of the Act, as well as with Art. 6 of Regulation (EC) No 537/2014, Including the appropriateness of outsourcing services to the audited entity under Art. (5) of that Regulation;
  • is responsible for the selection procedure of the registered auditor and recommends his appointment, except where the audited entity has a selection board;
  • : To notify the Commission for Public Supervision of the Registered Auditors as well as the management and supervisory bodles of the enterprise for any glven approval under Art. 64, para. 3 and Art. 66, para. 3 within 7 days from the date of the decision;
  • . Reports Its activities to the Appointing Authority;
  • Prepare and submit to the Commission for Public Supervision of Registered Auditors by 30 June an annual activity report.

The Managing Authority of Eurohold Bulgaria AD provides sufficient resources to the Audit Committee for the effective performance of Its duties.

The members of the management and supervisory bodles and the employees shall be obliged to assist the audit committee in the performance of its activities, including to provide the requested Information within a reasonable timeframe.

The alm of the Audit Committee is to support the Company's management while fulfilling its obligations for the Integrity of the separate and consolidated financial statements, the assessment of the efficiency of the internal financial control systems and the monitoring the efficiency of the Internal and external auditors.

The company observes the best practices in terms of information disclosure and each change in the Information disclosure process required specific circumstances and reasons is subject to obligatory prior approval by the company's management.

In 2018 there are no changes In the information disclosure process.

Every material regular or incidental Information is being disclosed immediately. The company has coordinated its business with the applicable national legislation and with the European legal framework that directly applies to the national legislation.

The company's management is trying to get as close as possible to the good corporate practices and to this end it is committed to develop rules according to which the materiality of every plece of Information and the necessity of its disclosure, respect!vely, are to be assessed.

The Company has no written rules on the organization and conducting general meetings, however the company's management strictly observes the requirements and the provisions of the applicable legislation and the Company's articles of association in terms of deadlines and content of the materlals for the agenda of the General Meeting of Shareholders (GMS). The notice for GMS is made according to the legal requirements and In the greatest details possible. It contains all proposed resolutions for the purposes of making each shareholder aware thereof in advance, before Its public announcement.

In thelr work, the members of the Managing and the Supervisory Board of Eurohold Bulgaria AD are led by the adopted rules and procedures for avoldance and disclosure of conflicts of interest In case of transactions with stakeholders, which are stipulated In the company's constitutional deeds. According to these rules and procedures, the Managing and the Supervisory Boards approve all transactions with related parties, which are Implemented in a way ensuring dillgent governance of the interests of the company and Its sharehoiders.

The annual and interim statements are prepared under the supervision of the company's management, which directly monitors the accountancy and financial reporting systems. On monthly basis, the management of Eurohold Bulgaria AD receives management reports from all subsidiary sub-holdings for the development of the companies and the achleved financial results. The Managing Board prepares an annual director's report for Its work, which Is adopted by the General Meeting of Shareholders.

Eurohold Bulgaria AD does not have developed written policy for social responsibility, however the company is committed and devoted to social support and care for the health of its employees.

III. Information under article 100n, paragraph 8, Item 3 of the Public Offering of Securities Act

Eurohold Bulgaria AD has established and operating risk management and Internal control system, which ensures efficient functioning of the accountancy and financial reporting and Information disclosure systems. The internal control system is established and functions also with view of Identifying the risks attributable to the Company's business and of enhancing their effective management.

The Internal control and risk management are almed at ensuring a reasonable level of surety in terms of achieving the strategic objectives of the Holding relevant to the attainment of efficacy and efficiency of the operations, reliability of the financial reports, observance and Implementation of the existing legal and regulatory frameworks. The Internal control and risk management are implemented by the managing and supervisory bodles and by the heads of the holding's structural division and the executive directors of the subsidiarles.

Eurohold Bulgaria AD has adopted and Implements rules and procedures for effective functioning of the accountancy and financial reporting and Information disclosure systems. These rules describe in details the different types of information created and disclosed by the company, the In-house document management processes, the different levels of access to the types of information among the responsible persons and the time periods for processing and management of the Information flows.

The established risk management system ensures the efficient internal control upon the creation and management of all In-house documents, Including financial statements and other regulated Information the Company Is obliged to disclose in compliance with the legal provisions.

One of the main objectives of the introduced internal control and risk management system is to support the management and other stakeholders in assessing the reliability of the Company's financial statements.

The annual separate financial statements and the annual consolidated financial statements of Eurohold Bulgarla AD are subject to independent financial audit for the purposes of achieving objective external opinion about the way of their preparation and presentation. The Company prepares and maintains its accounting records in accordance with International Financial Reporting Standards.

The risk management policy is Implemented in an integrated manner and in compliance with all other policies and principles regulated In the in-house deeds of Eurohold Buigaria AD.

A detailed description of the risks that characterize the activities of Eurohold Bulgaria AD and Its subsidiaries Is presented in Item D13. "Description of the main risks" In this Consolidated Activity Report

IV. Information under article 100n, paragraph S, item 4 of the Public Offering of Securities Act

The members of the Supervisory and the Managing Board of Eurohold Bulgaria AD submit Information under article 10, paragraph 1, letters "c", "d", "Y", "h" and "!" of Directive 2004/25/EC of the European Parliament and of the Councli of 21 April 2004 on takeover blds:

Paragraph
1, letter "c"
Slanificant direct and indirect
(Including
shareholdings
Indirect shareholdings through
pyramid structures and cross-
shareholdings)
within
the
meaning
of article
of
85
Directive 2001/34/EC.
Eurohold Bulgaria AD holds significant direct or
indirect shareholdings, which are described In
details In part BUSINESS REVIEW, Lines of
Business of the Company's Annual Report 2018
Paragraph
1, letter "d"
The holders of any securities
with special control rights and a
description of those rights
There are no shares that give special control rights.
Paragraph
1, letter "4"
restrictions on voting
Anv
rights, such as limitations of the
voting rights of holders of a
given percentage or number of
votes, deadlines for exercising
voting
rights.
or
systems
whereby, with the company's
cooperation, the financial rights
attaching to securities are
separated from the holding of
securities:
There are no restrictions on the voting rights of the
holders of a given percentage or number of votes,
deadlines for exercising voting rights, or systems
whereby, with the company's cooperation, the
financial rights attaching to securities are
separated from the holding of securities.
Paragraph
1. letter "h"
rules
The
governing
the
appointment and replacement
of board members and the
amendment of the articles of
association
The rules governing the appointment and
replacement of members of the Managing Board
and the Supervisory Board and the amendment of
the articles of association are set out In the
constitutional deeds of Eurohold Bulgarla AD and
the adopted rules of procedure of the two bodles.
Paragraph
1, letter "I"
The
of the board
powers
members, and in particular the
The powers of the members of the Managing Board
and of the Supervlsory Board are provided for In

shares: power to issue or buy back the articles of association of Eurohold Buigaria AD
and the adopted rules of procedure of the two
bodles.

V. Information under article 100n, paragraph 8, Item 5 of the Public Offering of Securities Act

Eurohold Bulgaria AD has a two-tler management system.

The Company Is managed and represented by the Management Board as at the date of preparation of this Statement is as follows:

KIr!! Ivanov Boshov - Chairman;

Asen Mintchev Mintchev - Executive Director;

Velislav Milkov Hristov - Member;

Assen Emanuilov Assenov - Member;

Dimitar Kirliov Dimitrov - Member;

Razvan Stefan Lefter - Member.

The Supervisory Board controls the activity of the Management Board by providing guidance to the Management Board in accordance with the established objectives and strategies of the Company and the Interests of the shareholders. The Supervisory Board has the following composition:

Asen Milkov Christov - Chairman;

Dimitar Stoyanov Dimitrov - Deputy Chalrman;

Louls Gabrie! Roman - Member

Radi Georgiev Georgiev - Member;

Lyubomlr Stoev - Independent Member;

Kustaa Laur! Ayma - Independent Member.

The Management Board and the Supervisory Board of Eurohold Bulgaria AD have adopted and apply regulations for the work of the two bodles which determine their powers and the manner of thelr work In order to ensure their effective activity within the two-tler system of management of the Company, providing the management and representation of the Company, according to the Internal regulations, the requirements of the law and protecting the interests of the shareholders.

The General Meeting of Shareholders is a senior management body of the Company and consists of all shareholders with voting rights. The competencies of the General Meeting of Shareholders (GMS) are key decisions for the Holding's activities, such as: taking a decision to amend and supplement the Statute; transformation and termination of the Company; increase and decrease of capital; election of members of the Supervisory Board and others.

The General Meeting of Shareholders determines the remuneration of the members of the Management Board as well as other property Issues / additional Incentives / related to its activitles. Information on the remuneration and additional Incentives received by the members of the Management Board is disclosed annually in the annual report of the Company's activities.

VI. Information under Art. 100n, para. 8, item 6 of the Public Offering of Securities Act

Eurohold Bulgaria AD has not prepared and approved a diversity policy with regard to management and supervisory bodies, but in practice no age, gender, nationality and education are Introduced In the election of the members of the governing bodies. Leading factors are qualifications, manager!al skills, competence, professional experience in the given field of activity and others.

This Statement of Corporate Governance of Eurohoid Bulgaria AD was complled and signed by the Governing Council on 19 April 2019.

This corporate governance declaration of Eurohold Bulgarla AD Is made and signed on 19.04.2019.

Fi Declaration of Responsible Persons

E - Declaration of Responsible Person

DECLARATION In accordance with article 100n, paragraph 4, Item 4 of Public Offering of Securities Act

The undersigned,

    1. Kirli Boshov Chalrman of the Management Board of Eurohold Bulgaria AD
    1. Assen Minchev Executive member of the Management Board of Eurohold Bulgaria AD
    1. Hristo Stoev Procurator of Eurohold Bulgaria AD
    1. Ivan Hristov Financial controller of Eurohold Bulgaria AD (complier of the financial statements)

hereby DECLARE that to our best knowledge:

  1. The annual consolldated financial statements for 2018, composed in accordance with the applicable accounting standards, contain true and fair Information regarding the assets and Ilabilities, the financial standing and the profit of Eurohold Buigarla AD;

  2. The annual consolidated management report for 2018 Includes a fair revlew of the development and performance of Eurohold Bulgarla as well as description of major risks and uncertaintles facing the company.

Declarers: 1. Kirll Boshov 2. Assen Minchev m Hristo Stoev 4. Ivan Hristov

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