FinLab AG — Annual Report 2015

Apr 26, 2016

NEXT GENERATION FINANCE. NOW.

Annual Financial Report as at December 31, 2015

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CONTENT

ANNUAL FINANCIAL REPORT (IFRS)	04
PREFACE FROM THE EXECUTIVE BOARD	05
REPORT FROM THE SUPERVISORY BOARD	07
Balance Sheet	11
Income Statement	13
Statement of Cash flows	14
Statement of Changes in Equity	15
NOTES	17
Information on the Company	17
Basic Principles	17
Accounting and Valuation Principles	20
Notes on the Income Statement	25
Notes on the Balance Sheet	30
Other Information	35
Investment Overview	51
AUDITOR'S REPORT	53

CONTENT

ANNUAL FINANCIAL STATEMENTS (GERMAN GAAP)
Income Statement	55
Balance Sheet	56
Notes	58
Changes in Fixed Assets	65
CONTACT	66

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ANNUAL FINANCIAL STATEMENTS (IFRS) OF FINLAB AG

AS AT DECEMBER 31, 2015

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PREFACE FROM THE EXECUTIVE BOARD

Ladies and Gentlemen, Dear Shareholders,

In the fiscal year just ended, FinLab AG was able to further consolidate and even expand its position as one of the largest and most successful incubators for and investors in fintech companies in Germany. Our development trajectory not only achieved several important milestones as scheduled during 2015, but actually exceeded our own expectations, in some cases significantly.

FinLab milestones in the past year included the decision by Peter Thiel, one of the world's most respected technology investors, to participate in our holding, Deposit Solutions. Several of our commitments reached the point of commercial launch or the next roll-out phase. Last but not least, we were able to considerably enhance FinLab's earning power: With an increase from EUR 0.36 to EUR 1.44, we boosted earnings per share almost fourfold.

For our shareholders, this meant that we achieved an outstanding pole position in one of the most attractive developing markets.

Given a turnover volume of around EUR 4.5 trillion and a share of around 8 percent of the global gross domestic product, the market for insurance and financial services is one of the largest in the world. However, traditionally, and because of strict regulations, this economic sector has largely been protected from the efficiency-driving forces of the digital revolution. Until now.

The victory march of e-commerce began with simple, standard products: books and music. By now, Internet purchasing of ever complex products like travel, clothing and electronics has become an everyday affair. The next thing we are experiencing right now is the start of the next phase of the digital revolution, where banks and insurance giants will see their sophisticated, trust-based and essential core business areas challenged – and in the long term probably defeated – by young, highly innovative Internet startups.

Triggered by massive technical progress, completely new products and services, sales channels, business models and concepts will dramatically increase competition in the finacial services industry in just a few years. Not least, to the benefit of consumers. And the opportunity for whole regions and economies to become home to this business can be positively or negatively affected.

In the context of this disruptive change, FinLab positions itself as one of the first and largest company builders and investors in the area of this new Financial Services Technologies ("fintech") – as a unique platform with high added value for its portfolio of companies.

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Our strengths:

• On the one hand, extensive expertise and resources. These exist not only in the area of financial services, regulation, technology and marketing/sales, but also in the classic holding (startup) business.

• In addition, a strong partner network. With highly specialized companies such as FinTech-Group AG, who works alongside us through its subsidiaries XCOM and the biw bank and their expertise.

We focus our investment strategy quite clearly on fintech companies with substantial innovative ideas and disruptive potential for the whole of the financial sector. We are especially interested in German start-ups in an early phase that want to expand as fast as possible across Europe or worldwide.

On the edge of this, but very selectively, we join in investing in venture rounds, especially in the US and Asia. In this way we continually expand our global network, keep a "finger on the pulse" and generate additional deal flow and co-investment opportunities.

Our vision: We will develop FinLab to one of the leading fintech investors in the world.

The Executive Board

Stefan Schütze Juan Rodriguez Kai Panitzki

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REPORT FROM THE SUPERVISORY BOARD

Dear Shareholders,

The Supervisory Board hereby informs you of how it has carried out its duties and of the main areas of its activities during financial year 2015.

Collaboration between the Executive Board and the Supervisory Board

During this financial year, the Supervisory Board regularly advised the Executive Board on the management of the company, and monitored management continuously. To do so, the members of the Supervisory Board remained in constant contact with the members of the Executive Board, remained informed about the course of business and important events, and discussed matters with the members of the Executive Board.

Important items were discussed by the Chairman of the Supervisory Board with the other members of the Supervisory Board, and he included them in the work of the Supervisory Board.

The Executive Board informed the Supervisory Board regularly, both in writing and orally, as events occurred and fully about important aspects of the company's plans and the strategic and current business trends. We had sufficient opportunities to discuss the reports, requests and proposed decisions of the Executive Board critically and to make suggestions during the plenary sessions of the Supervisory Board.

All items that required agreement were passed to the Supervisory Board by the Executive Board in good time for decisions. Our approvals were given after detailed evaluation of the documentation and, where necessary, additional explanations from the Executive Board.

The exchange of views and discussions between the Executive Board and the Supervisory Board were in all cases carried out on the basis of thorough, factual information, by agreement, swiftly and successfully.

Meetings of the Supervisory Board

The Supervisory Board of FinLab AG met during the 2015 Financial Year for 4 regular meetings, of which one was held over the phone.

The Supervisory Board meetings discussed the reports from the Executive Board on the company's situation, the economic environment, the trends for income and expenses, as well as any significant business events, transactions and shareholdings.

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The Supervisory Board primarily dealt in detail with the following topics.

Phone meeting held on January 28, 2015

In the first meeting of the year, the Executive Board reported on two planned investments. On the one hand, the Venturate matching platform, and on the other hand, the next-markets e-learning trading platform. The Supervisory Board provided its approval for both planned investments.

Meeting on April 16, 2015

In the meeting relating to the annual accounts on April 16, 2015, following an in-depth review and discussion with the financial auditors, the audited and certified annual financial statements for the financial year 2014, together with the report from the Supervisory Board to the General Meeting were approved for the FY 2014. The date was also set for the annual general meeting.

Meeting on September 4, 2015

The Supervisory Board met on this date for the first time with its new membership voted at the annual general meeting on July 17, 2015, and started off by reconstituting itself. The Executive Board then reported on a potential shareholding in Deposit Solutions GmbH, which produces innovative software and services for the real estate and financial sector. The Supervisory Board agreed to an investment in this company.

Meeting on December 17, 2015

In the meeting on December 17, 2015 the Executive Board reported on the company's current situation and on developments in the portfolio of companies. In addition, the issue of further share options for employees was decided.

Decisions made outside of meetings

As well as the decisions made at their regular meetings, the Supervisory Board also agreed with the following proposed decisions from the Executive Board by means of a written procedure.

• Agreement to the extension of the contract and changes to the terms of service for Dirk Fischer as Managing Director of the 100% subsidiary company Patriarch Multi-Manager GmbH
• Agreement to the purchase of Magforce shares

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• Agreement to the employee stock purchase program
• Appointment of Kai Panitzki as a further member to the Executive Board of the company

Annual accounts and Group accounts audit

The annual financial statements prepared by the management in March 2016 for FinLab AG for the 2015 financial year were audited by ifb Treuhand GmbH Wirtschaftsprüfungsgesellschaft (financial auditors), of Grünwald.

The preparation of group accounts for FinLab AG was not carried out, as permitted under Section 293 (1) of the HGB (German GAAP).

The auditors of the accounts issued an opinion with no qualifications for the annual accounts of Fin-Lab AG.

The documentation for the annual accounts and the audit report were presented to the Supervisory Board. The Supervisory Board checked these in detail at a meeting devoted to the accounts, and they were discussed in the presence of the auditors, who reported on the audit. At this meeting, the auditors also reported in detail on the scope, focus and costs of the year-end audit. This allowed the Supervisory Board to satisfy itself as to the correctness of the audit and the audit report.

The Supervisory Board endorsed the audit conclusions of the auditors and from its own examination came to the conclusion that there were no objections. It approved the annual financial statements prepared by the Executive Board of FinLab AG for the financial year 2015. This means that the annual financial statements of FinLab AG are finalized under Section 172 German Stock Companies Act (AktG).

Review of the Executive Board's report on relations with associated companies

The report drawn up by the Executive Board concerning the relationship to associated companies (dependency report), required under Section 312 of the German Stock Companies Act (AktG) for the financial year 2015, was presented to the Supervisory Board together with its audit report provided by the auditors.

The financial auditors reviewed the dependency report and issued the following audit opinion, without qualification, as required by Section 313 of the Stock Corporation Act:

"No objections in the sense of Section 313 para. 4 AktG have been raised subsequent to our audit to the Management Report on the Relations to Associated Companies. We therefore confirm that we can issue the following unqualified opinion on the Management Report on FinLab AG's Relations with Associated Companies for financial year 2015, as per Section 313 para. 3 AktG."

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The Supervisory Board checked the dependency report from the Executive Board and the audit report from the auditors in its turn. The Supervisory Board reached the conclusion that the audit report - and the audit itself performed by the financial auditors - met the legal requirements. The Supervisory Board checked especially the completeness and correctness of the dependency report, and also reassured itself that the scope of the associated companies was listed with the necessary care and the measures required were taken to include the legal transactions and measures that need to be reported. This review did not detect any visible indications of any reasons to object to the dependency report. In its conclusions following its review, the Supervisory Board did not raise any objections to the final statement by the Executive Board and agrees with the results of the audit from the financial auditors.

Members of the Supervisory Board

• Axel-Günter Benkner, Chairman of the Supervisory Board
• Dr Friedrich Schmitz, Deputy Chairman of the Supervisory Board
• Achim Lindner, Deputy Chairman of the Supervisory Board until July 17, 2015
• Bernd Förtsch, Member of the Supervisory Board from July 17, 2015

Thanks

The Supervisory Board would like to thank all employees of FinLab AG for their commitment and their hard work during this financial year.

Frankfurt am Main, April 2016 For the Supervisory Board

Axel-Günter Benkner (Chairman of the Supervisory Board)

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BALANCE SHEET AS AT DECEMBER 31, 2015 ASSETS

				in thousand EUR
		Notes	12/31/2015	12/31/2014
A.	Non-current assets
I.	Intangible assets	5.1	13	6
II.	Property, plant and equipment	5.1	115	206
III.	Financial assets	5.2	52,397	36,018
			52,525	36,230
B.	Current assets
I.	Securities	5.4	475	2,328
II.	Trade receivables	5.5	0	22
III.	Receivables from companies with an ownerhip structure	5.5	1	0
IV.	Receivables from affiliated companies	5.5	1,110	391
V.	Other assets	5.5	1,346	506
VI.	Income tax receivables	5.5	517	126
VII.	Bank balances	5.6	1,293	3,291
			4,743	6,664
			57,268	42,894

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BALANCE SHEET AS AT DECEMBER 31, 2015

LIABILITIES

				in thousand EUR
		Notes	12/31/2015	12/31/2014
A.	Equity
I.	Subscribed capital	5.7	4,539	4,539
II.	Capital reserve	5.7	36,630	36,471
III.	Retained earnings	5.7	-4,158	-10,700
IV.	Revaluation reserve	5.7	18,020	9,178
			55,031	39,488
B.	Non-current liabilities
I.	Liabilities from bonds	5.9	0	1,000
II.	Long-term provisions	5.8	63	55
III.	Other liabilities	5.9	77	134
IV.	Deferred tax liabilities	5.3	403	207
			543	1,396
C.	Current liabilities
I.	Tax provisions	5.8	531	0
II.	Other provisions	5.8	901	1,354
III.	Liabilities to affiliated companies	5.9	14	19
IV.	Trade payables	5.9	55	111
V.	Other liabilities	5.9	193	526
			1,694	2,010
			57,268	42,894

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INCOME STATEMENT JANUARY 1 TO DECEMBER 31, 2015

			in thousand EUR
	Notes	2015	2014
Sales revenues	4.1	4,173	2,853
Income from investments	4.2	1,607	354
Other operating income	4.3	680	1,548
Total income		6,460	4,755
Personnel expenses	4.4	-1,556	-2,088
Non-personnel expenses	4.5	-880	-2,178
Operating income (EBIT)		4,024	490
Financial income	4.6	3,113	1,172
Earnings before taxes (EBT)		7,137	1,661
Taxes on income	4.7	-595	-17
Net result for the period		6,542	1,644
Number of shares issued		4,538,670	4,538,670
Basic and diluted earnings per share in EUR		1.44	0.36
	Notes	2015	2014
Net result for the period		6,542	1,644
Changes to the revaluation reserve	5.7	8,841	8,870
Overall result		15,383	10,513

STATEMENT OF CASH FLOWS

JANUARY 1 TO DECEMBER 31, 2015

			in thousand EUR
	Notes	2015	2014
Net result for the period		6,542	1,644
Income from the sale of securities and financial assets	4.	-3,261	-5,749
Retirement of securities and financial assets	4.	3,224	5,791
Write-ups of securities and financial assets	4.	-3,784	-1,542
Write-downs of securities and financial assets	4.	805	391
Change in revaluation reserve due to deferred taxes	5.	-132	-5
Depreciation of property, plant and equipment and intangible assets	4.	69	81
Gains on disposal of property, plant and equipment and intangible assets	4.	-5	-9
Other cash income and expenses	4.	355	15
Increase/decrease in provisions	5.	86	-350
Increase/decrease in receivables and other assets	5.	-827	1,382
Increase/decrease in payables and other liabilities	5.	-451	-1,710
Cash flow from operating activities		2,621	-61
Proceeds from property, plant and equipment and intangible assets		19	18
Proceeds from loans of non-current assets		0	1,541
Payments for loans of non-current assets		-3,248	0
Payments for investments in financial assets		-3,187	-5
Payments for investments in securities held as current assets		-464	-4,689
Proceeds from the sale of securities and financial assets		3,261	5,749
Cash flow from investing activities	5.	-3,619	2,613
Payments for borrowings		-1,000	-1,402
Cash flow from financing activities	5.	-1,000	-1,402
Net change in cash and cash equivalents		-1,998	1,150
Cash and cash equivalents at beginning of period		3,291	2,141
Cash and cash equivalents at end of period	5.	1,293	3,291

STATEMENT OF CHANGES IN EQUITY

JANUARY 1 TO DECEMBER 31, 2015

	Subscribed capital	Capital reserve	Retained earnings	Revaluation reserve	Total equity
in thousand EUR
As at 01/01/2015	4,539	36,471	-10,700	9,178	39,488
Changes without effect on the P&L from revaluation reserves	-	-	-	8,841	8,841
Net result for the period	-	-	6,542	-	6,542
Overall result	-	-	6,542	8,841	15,383
Share option program	-	159	-	-	159
As at 12/31/2015	4,539	36,630	-4,158	18,020	55,031
Notes	5.7	5.7	5.7	5.7	5.7

STATEMENT OF CHANGES IN EQUITY

JANUARY 1 TO DECEMBER 31, 2014

	Subscribed capital	Capital reserve	Retained earnings	Revaluation reserve	Total equity
in thousand EUR
As at 01/01/2014	4,539	36,471	-12,344	309	28,975
Change in revaluation reser ve resulting in neither profit nor loss	-	-	-	8,870	8,870
Net result for the period	-	-	1,644	-	1,644
Overall result	-	-	1,644	8,870	10,513
As at 12/31/2014	4,539	36,471	-10,700	9,178	39,488
Notes	5.7	5.7	5.7	5.7	5.7

NOTES TO THE ANNUAL FINANCIAL STATEMENT (IFRS) 2015

1. INFORMATION ABOUT THE COMPANY

FinLab AG (hereinafter referred to as "FinLab" or the "Company") is based in Frankfurt am Main (Germany), Grüneburgweg 18.

The FinLab is registered in the commercial register of the Local Court of Frankfurt am Main under HRB 58865.

The purpose of the business as stated in the Articles of Association of FinLab is the acquisition, management and sale of equity or other holdings of any kind, for which no special legal permit is required.

FinLab is listed on the open market of the Frankfurt Stock Exchange with inclusion in the Entry Standard.

2. BASIC PRINCIPLES

The annual financial statement is a separate financial statement in accordance with IAS 27 and has been prepared taking into consideration all standards and interpretations published and adopted within the framework of the EU endorsement process that are applicable as mandatory to the 2015 financial year. The option of the early application of new standards has not been exercised.

FinLab AG is not legally required to produce annual accounts under IFRS rules. The preparation and publication of the IFRS separate financial statement is intended to give the reader the opportunity to better assess the value of the company.

The annual financial statement is based on the principle of going concern.

The currency used for the annual financial statements is the euro (EUR) which is the company's functional currency. Unless indicated otherwise, all amounts are rounded to thousands of euro. Rounding differences may result from this presentation.

The Company's financial year is the calendar year.

The annual financial statements comprise the balance sheet, the comprehensive income statement (consisting of the Profit and Loss accounts and other income) the changes in equity report, statement of cashflow plus the notes to the accounts. The income statement is prepared using the nature of expense method.

The following standards, amendments to standards and interpretations were mandatory on or after January 1, 2015:

Standard	Content and relevance for the statement
IFRIC 21: Levies	IThe interpretation clarifies when a liability has to be created for a public levy. It covers the accounting of levies imposed under laws and regulations. Taxes, fines and other outflows that fall under the scope of other standards are not included. The effects on the statement are not material.
Improvements to the International Financial Reporting Standards: Cycle 2011-2013	The annual improvements process relates to the following standards: IFRS 1, IFRS 3, IFRS 13, IAS 40. The changes will not have any material impact on the accounts.

The following standards, updates to standards and interpretations have already been recognized by the EU. Mandatory application is, however, only planned for the future.

Standard	Content and relevance for the statement
IFRS 11 "Joint Arrangements"	Presentation of the purchase of shares in jointly controlled operations. This does not result in any significant effects.
IAS 27 "Separate Financial Statements (revised 2011)"	Equity method in individual accounts. This does not result in any significant effects.
Amendment to IAS 1	The changes are the results of the Disclosure Initiative Project and are inten ded to improve financial reporting in relation to the disclosures in the notes. The changes will have a significant impact on the presentation of the ac counts and the scope of the notes.
Amendment to IAS 16 and IAS 38	Clarification of acceptable methods of depreciation. This does not result in any significant effects.
Amendment to IAS 16 and IAS 41	Agriculture: Bearer plants. This does not result in any significant effects.

Amendment to IAS 19	Performance oriented plans: Employee contributions. This does not result in any significant effects.
Improvements to IFRS 2010–2012	Change to IFRS 2, IFRS 3, IFRS 8, IFRS 13, IAS 16, IAS 24 and IAS 38. This does not result in any significant effects.
Improvements to IFRS 2012-2014	Amendments to IFRS 5, IFRS 7, IAS 19, IAS 34. This does not result in any significant effects.

The following standards, updates to standards and interpretations had not been recognized by the EU at the time of preparing the annual accounts. Therefore, their application is not permitted, and any statement concerning their impact on the accounts would be misleading.

Standard	Content
IFRS 9	Financial instruments
IFRS 15	Income from contracts with customers
Amendments to IFRS 10, 12, IAS 28	Investment companies: Application of the exception rule for consolidation
Amendments to IFRS 10 and IAS 28	Sale or investment of assets in associated companies or jointly controlled operations

3. ACCOUNTING AND VALUATION PRINCIPLES

The material accounting and valuation methods used in the preparation of the present annual accounts are presented below. Unless specified otherwise, the methods described were applied consistently to the represented reporting periods.

3.1 Mergers and goodwill

Mergers are accounted for using the acquisition method. The cost of an acquisition is measured as the sum of the transferred consideration, measured at fair value on the acquisition date. The non-controlling interests are measured according to the proportionate share of the identifiable net assets of the acquired enterprise. Any transaction costs are shown as expenses.

In the case of successive mergers, equity in the enterprise previously held by the purchaser is recalculated at the fair value at the time of acquisition and the resulting income or expense is recorded in the income statement.

If, in the course of valuation, a surplus results (i.e. the acquisition cost in the equity of the parent company are higher than the proportionate, revalued equity of the subsidiary) then this surplus is recorded as goodwill under IFRS 3.41. Under IFRS 3.55, this goodwill is not to be amortized regularly, but instead is to be subjected to an annual impairment test to determine the level of reduction to be applied under IAS 36. The impairment is determined by calculating the amount of recoverable goodwill allocated to the cash-generating unit. If the recoverable amount of the cashgenerating unit is less than the book value of this unit, an impairing loss is recognized. If events or circumstances indicate a potential impairment, the impairment test is carried out more frequently.

In the case of mergers prior to January 1, 2010, the transaction costs directly associated with the acquisition were treated as part of the acquisition costs.

3.2 Intangible assets

Acquired intangible assets are capitalized in accordance with IAS 38 if it is probable that the use of the asset is associated with future economic benefits and if the cost of the asset can be measured reliably. Acquired intangible assets are valued at cost and amortized linearly over their estimated useful lives. Any impairments which occur are recorded. In the income statement, they are listed under the depreciation of intangible assets and property, plant and equipment.

In the case of mergers, the goodwill is calculated as an excess of the acquisition costs of the interest over the acquired share in the equity of the acquired company, applying the provisions of IFRS 3. The recoverability of goodwill is tested for at least a year at the level of the cash-generating unit and, in the event of impairment, is written down to the recoverable amount.

3.3 Property, plant and equipment

Fixed assets are carried in the books at the acquisition or production cost less the accumulated planned depreciation. Gains or losses from the disposal of assets are included the other operating income or non-personnel expenses.

The straight-line depreciation is based on the normal operational useful life.

3.4 Impairment of non-financial assets

Assets which do not have a defined useful life are not depreciated systematically. They are tested annually for impairment and also when there are indications of impairment. Assets subject to amortization are reviewed for impairment when corresponding events or changes to circumstances indicate that their book value may no longer be recoverable. An impairment loss is recognized at the book value which exceeds the recoverable amount. The recoverable amount is the higher amount out of the fair value of the asset value less sale costs and the use value.

If subsequently the impairment is reversed, the book value of the asset shall be increased to the newly estimated recoverable amount. The increase in the book value is limited to the amortized value that would result if no impairment loss had been recognized for the asset in prior years. A reversal of an impairment loss is recognized immediately as a profit or loss. A reversal of the impairing loss is not performed for recognized goodwill.

3.5 Financial assets

Financial assets (if present) include the securities allocated to non-current assets, investments in associates, investments in affiliated enterprises, investments and loans in the non-current assets.

The securities allocated to the investments and non-current assets are listed in the valuation categories "available-for-sale financial assets" and "financial assets at fair value through profits or loss".

Loans for which no fixed maturity has been agreed are accounted for at amortized cost.

The fair values on which the valuation is based are determined from the listed stock market prices on the reporting date, or from transactions that occurred close to the reporting date. If a fair value cannot be reliably determined in individual cases for unlisted investments, these can be alternatively entered in the balance sheet at acquisition cost unless the lower fair value approach comes into play (IAS 39.46c). The acquisition costs are determined on the basis of the price on the settlement date.

In the event of a sale or if a sustainable impairment is established, the corresponding profit from the sale or expenses from the accumulated depreciation is included in the annual profit.

Shares belonging to holdings in the assessment category "financial assets at fair value through profits or loss" are controlled within the scope of the investment strategy of the company on the basis of the fair value development of the individual securities.

Changes to the value of the financial assets classified as "financial assets at fair value through profits or loss" are recognized as income or expenses in the income statement in the financial result.

Changes to the valuation from the assessment at the time value of financial instruments in the category "available-for-sale financial assets" are recognized as resulting in neither profit nor loss in

the reserve for the revaluation of financial instruments. If there is objective evidence of impairment (IAS 39.59), the cumulative loss directly allocated to the equity is reclassified from equity into the income statement (IAS 39.67).

Further information about financial instruments is provided in Point 6.1, Further Information about Financial Instruments.

3.6 Deferred taxes

Deferred taxes are accounted for using the balance sheet-oriented concept according to which they are recognized for all approach and valuation differences between the value in the IFRS balance sheet and their tax value.

The current tax rates applicable to the period in which the temporary differences are expected to offset each other form the basis for the calculation of deferred taxes. The calculation was based on a tax rate of 31.9%. In addition to the corporate income tax of 15% and the applicable solidarity surcharge of 5.5%, a trade tax rate for Frankfurt am Main of 16.1% was taken into account.

The deferred tax assets were offset against deferred tax liabilities in accordance with the provisions of IAS 12.

Changes to deferred taxes are generally recognized as income or expenses, unless the underlying facts are also recognized as income or expenses and are not offset against the equity resulting in neither profit nor loss.

Deferred tax assets on tax-reducing temporary differences, unused tax losses and unused tax credits are only recognized to the extent to which it is probable that tax results of the same taxable entity and in relation to the same tax authorities will apply in the foreseeable future.

3.7 Securities

The securities are allocated to the valuation categories "available-for-sale financial assets" and "financial assets at fair value through profits or loss" in accordance with IAS 39.

Changes to the value of the securities categorized as "financial assets at fair value through profits or loss" are recognized as income or expenses in the income statement in the financial income.

Capital gains yield and losses from the valuation of securities classified as "available-for-sale financial assets" at fair value are recognized as profit or loss in the reserve for the revaluation of financial instruments. If there is objective evidence of impairment (IAS 39.59), the cumulative loss directly allocated to the equity is reclassified from equity into the income statement (IAS 39.67).

3.8 Receivables and other assets

Receivables and other assets are measured at nominal value less appropriate impairment losses (measurement at amortized cost).

3.9 Liquid funds

The cash and cash equivalents consist of credits with credit institutions. They are measured at

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amortized cost.

3.10 Provisions

Provisions are entered as liabilities in accordance with IAS 37 if there are any current legal or constructive obligations arising from past events which are associated with a probable outflow of resources and whose amount can be reliably estimated.

3.11 Liabilities

Liabilities are valued at amortized cost.

Non-current liabilities are discounted if the interest effect of the discounting effect is significant.

As the effect is to be regarded as insignificant, no company-specific discount rate was calculated, and the Bundesbank interest rate to be used for accounting under German commercial law (HGB) was used in its place.

3.12 Income and expenses

Sales and income are recognized if a contract has become effective, a price has been agreed and can be determined, and its payment can be reasonably assured. Opportunities and risks must be passed over to the buyer and the seller's control must have expired.

Income is shown net of deductions such as premiums, prompt-payment and other discounts. Income from continuous services is shown only for those services already delivered, time-based fees for a period are recognized proportionately.

Income from equity holdings includes (where these exist) current income from receipt of dividends, and income from equity valuations includes the result of the valuation of equity held in associated companies under IAS 28.

The expenses and gains from the measurement and sale of financial instruments are shown under the financial income.

3.13 Taxes

The tax on income includes (if available) current and deferred taxes.

3.14 Currency conversion

The annual financial statements are presented in euro. Receivables and liabilities in foreign currencies are valued at the closing prices applicable balance sheet date. Expenses and gains are calculated using average rates. Exchange differences resulting from the conversion are recognized as income or expenses. Foreign currency transactions are converted at the exchange rate applicable on the date of the transaction in euro.

3.15 Leasing

The determination of whether an agreement contains a lease is made on the basis of the economic content of the agreement at the time at which the agreement was made and requires and assessment as to whether the fulfillment of the contractual agreement is dependent on the use of a specific asset or specific assets and whether the agreement conveys a right to use the asset.

In accordance with IAS 17, a lease is classified as an operating lease if it does not essentially transfer all risks and rewards associated with ownership to the lessee. In this case, the leased asset is not activated.

By contrast, agreements which generally transfer all risks and rewards to the lessee are considered to be finance leases.

Lease payments for operating leases are recognized as an expense in the income statement over the term of the lease.

3.16 Contingent liabilities and financial commitments

Contingent liabilities are potential obligations to third parties or existing obligations for which an outflow of resources is not likely or for which the value cannot be reliably determined Contingent liabilities are not recognized in the balance sheet. The volume of contingent liability obligations specified in the Notes (if any exist) corresponds to the scope of liability existing on the balance sheet date and the residual payment obligations for agreed contributions for shares in partnerships not yet collected.

3.17 Significant assumptions and estimates

The annual financial statements include values that are allowed to be derived from estimates and assumptions. The estimates and assumptions used are based on historical experience and other factors such as planning and – based on current judgment – the expectations and forecasts of the probable outcomes of future events. The considered assumptions and estimates primarily relate to the determination of the recoverable amount within the framework of impairment tests as well as the recognition and measurement of deferred taxes and provisions.

Significant adjustments to the reported assets and provisions may be required in the next financial year for the following items by performing a re-evaluation:

in thousand EUR	12/31/2015	12/31/2014
Financial assets	52,397	36,018
Securities held as current assets in the category	475	2,328
Other provisions	964	1,409
	53,836	39,755

Page 25

4. NOTES TO THE INCOME STATEMENT

4.1 Sales revenues

The reported sales revenues relate to the services provided by the Company to subsidiaries and equity interests, particularly in the areas of management, accounting and marketing. There are no further significant important categories of sales revenue are not available.

4.2 Income from investments

Income from investments are made up of the income and expenses from investments, in particular from dividends received.

4.3 Other operating income

The other operating income consists mainly of the reversal of impairments amounting to EUR 15,000 (previous year: EUR 833,000), the cost transfer of expenses amounting to EUR 259,000 (previous year: EUR 236,000), the reduction of provisions by EUR 129,000 (previous year: EUR 109,000) and other operating income of EUR 39,000 (previous year: EUR 212,000). The latter are predominantly earnings from other accounting periods.

Currency conversion yielded gains of EUR 238,000 (prior year: EUR 49,000).

4.4 Personnel expenses

Personnel expenses include the remuneration of the directors and the employed staff.

The personnel expenses also include the amounts resulting from the valuation of the share warrants issued to employees and directors. Further information about the share warrant program can be found under item 6.11. Share warrant program.

The employees of the company are insured under the statutory pension, whereby the current contribution payments are recorded as an expense at the time of payment. There are no further pension commitments.

in thousand EUR	2015	2014
Wages and salaries	-956	-976
Social security contributions	-100	-123
Other personnel expenses	-501	-989
	-1,556	-2,088

The other personnel expenses are mainly made up of bonus payments, commissions and costs related to the valuation of the share warrants issued under the share warrant program.

4.5 Non-personnel expenses

The non-personnel expenses consist of the other operating expenses, and depreciation and amortization of fixed and intangible assets. The main items are as follows:

in thousand EUR	2015	2014
Occupancy costs	-362	-683
Consulting and audit costs	-99	-439
Costs of marketing and financial market information	-75	-83
Depreciation of property, plant and equipment and intangible assets	-69	-81
Costs for communication and IT	-62	-111
Banking and insurance fees	-51	-67
Travel and entertainment expenses	-49	-20
Other miscellaneous expenses	-46	-179
Vehicle costs	-35	-32
Bad debts and amortizations	-26	-474
Office expenses	-6	-9
	-880	-2,178

Other expenses mainly include expenses from other cost transfers and expenses from other accounting periods.

4.6 Financial income

The financial income is made up of:

in thousand EUR	2015	2014
Income from the sale of securities and financial assets	3,261	5,749
Retirement of securities and financial assets	-3,224	-5,791
Write-ups and write-downs of securities and financial assets	-2,979	1,151
Interest and similar gains	141	168
Interest and similar expenses	-44	-105
	3,113	1,172

Income from the sale of securities and financial assets:

in thousand EUR	2015	2014
Investments in non-current assets in the category "Valued at fair value through profit or loss"	0	1,459
Securities held as non-current assets in the category "valued at fair value through profit or loss"	341	0
securities held as current assets in the category "Valued at fair value through profit or loss"	469	4,253
Investments in current assets in the category "Available-for-sale financial assets"	2,451	37
	3,261	5,749

The retirement of financial assets and securities relates to the following assessment categories:

in thousand EUR	2015	2014
Investments in non-current assets in the category "Valued at fair value through profit or loss"	0	-1,635
Securities held as non-current assets in the category "valued at fair value through profits or loss"	-502	0
securities held as current assets in the category "Valued at fair value through profit or loss"	-428	-4,119
securities held as current assets in the category "Available-for-sale financial assets"	-2,293	-37
	-3,224	-5,791

Interest and similar income and expenses mainly relate to interest on loans, bank deposits and bank overdrafts.

Changes in the value of financial instruments are described in more detail in section 6.1 Additional information about financial instruments.

4.7 Tax on income

Tax on income and earnings relates to deferred taxes and the creation of provisions for taxes on the income for this financial year.

in thousand EUR	2015	2014
Actual tax expense for the period	-531	-7
Deferred taxes	-64	-10
Tax on income/ earnings	-595	-17

The reconciliation of the theoretically expected tax charge for a corporation and the amount actually specified in the annual financial statements are shown as follows:

in thousand EUR	2015	2014
Earnings before taxes	7,137	1,661
Theoretical tax rate in percent	31.93%	31.93%
Theoretical tax income	-2,279	-530
Changes to the theoretical tax income
Non-deductible expenses	-1,911	-952
Tax-exempt gains	3,595	1,465
Tax on income	-595	-17
Tax rate in percent	8.3%	1.0%

The theoretical tax rate for equity companies is made up of the combination of corporation tax, the solidarity levy and local business tax. With the assessment rate of 460% used in Frankfurt am Main, this results in a tax burden of 31.93%. This percentage is based on the calculation of deferred taxes.

Taxes on income relating to the individual components of the other income, including reclassification adjustments, were not recorded as in the previous year.

The payment of dividends is subject to the relevant investment income tax deduction system in Germany.

The tax losses (determination of income using corporation tax method) rolled forward from the previous year totaling EUR 2.2 million were applied in full to reduce taxes in 2015.

4.8 Earnings per share

Earnings per share based on the earnings attributable to shareholders from continuing operations are as follows:

in thousand EUR	2015	2014
Net result for the period from continuing business operations (thousand EUR)	6,542	1,644
Average number of shares issued	4,538,670	4,538,670
Basic and diluted earnings per share	1.44	0.36

No dividend payments have been planned for the 2015 financial year.

5. NOTES ON THE BALANCE SHEET

5.1 Depreciation of property, plant and equipment and amortization of intangible assets

The composition of the changes to intangible assets and property, plant and equipment is shown in the assets, which is an appendix to the Notes.

Intangible assets primarily consist of purchased software licenses.

The useful life of intangible assets and fixed assets ranges from 3 to 20 years. No groups have been created due to their subordinate importance.

There were no incurred expenses for research and development and these were therefore not included in the costs or capitalized.

No internally generated intangible assets were capitalized.

5.2 Financial assets

Financial assets include the following items:

in thousand EUR	12/31/2015	12/31/2014
Shares in affiliated companies	16,630	13,144
Investments	2,996	0
Securities held as current assets in the category	29,418	21,605
Loans	3,352	1,269
	52,397	36,018

The securities held as non-current assets relate to the following stocks:

in thousand EUR	12/31/2015	12/31/2014
Securities in the category "valued at fair value through profit or loss"	1,681	2,812
Securities in the category "available-for-sale financial assets"	27,737	18,793
	29,418	21,605

5.3 Deferred tax assets and liabilities

The deferred tax liabilities primarily consist of differences in valuation of financial investments and the discounting of long-term debt. A tax rate of 31.93% was applied.

	Timing differences
in thousand EUR	12/31/2015 Change		12/31/2014
Non-current liabilities	-2	2	-4
Property, plant and equipment	24	-12	36
Financial assets	24,706	12,559	12,147

		Deferred taxes			profit nor loss	resulting in neither		Expenses (+)/ Gains (-)
	12/31/2015		12/31/2014
in thousand EUR	Assets	Liabilities	Assets	Liabilities	2015	2014	2015	2014
Property, plant and equip ment	0	-8	0	-11	0	0	-4	-4
Financial assets	0	-394	0	-194	132	5	67	16
Non-current liabilities	0	-1	0	-1	0	0	-1	-2

5.4 Securities

The securities held as current assets are allocated to the categories "financial assets at fair value through profits or loss" and "available-for-sale financial assets":

in thousand EUR	12/31/2015	12/31/2014
Securities in the category "financial assets at fair value through profits or loss"	475	1,813
Securities in the category "available-for-sale financial assets"	0	515
	475	2,328

5.5 Receivables and other assets

The receivables and other assets shown have a maturity of up to one year and are entered at their nominal amount.

The other assets and receivables relate to the following items:

in thousand EUR	12/31/2015	12/31/2014
Receivables from loans	2,361	192
Receivables from sales tax	0	228
Receivables from income tax	517	126
other	95	86
	2,973	632

5.6 Bank balances

The bank balances are fully compliant with the financial resources and mainly consist of current accounts, money market accounts and fixed-term deposits.

5.7 Equity

Subscribed capital

The subscribed capital totals EUR 4,538,670.00 and is divided into 4,538,670 registered ordinary shares. The shares are individual shares with a nominal value of EUR 1.00 each.

The Annual shareholders' meeting on December 10, 2014 resolved to increase the subscribed capital by November 30, 2019, with the approval of the Supervisory Board, by up to EUR 2,269,335.00 by issuing new shares against cash or property, plant and equipment on one or more occasions (Authorized Capital 2014/I), whereby the subscription rights of shareholders can be excluded. The corresponding amendment to Section 5 (2) of the Articles of Association was recorded in the Commercial Register on December 30, 2014. The Company has not yet exercised the option of using the authorized capital.

The subscribed capital of the Company was contingently increased by EUR 1,815,000.00 by the Annual shareholders' meeting of December 10, 2014 (Contingent Capital 2014/II). The subscribed capital of the Company was contingently increased by EUR 453,867.00 by the Annual shareholders' meeting of December 10, 2014 (Contingent Capital 2014/II). Based on the conditional capital increases, the Company has made partial use of the authorization to issue bonds with warrant and/or convertible bonds, profit participation bonds and/or participation rights with warrants and/ or conversion rights or obligations. In financial year 2015, 315,000 share warrants were distributed to employees and directors.

Capital reserve

The capital reserve contains the amount that will be received from the issue of shares in addition to the (accounting) par value (offering premium).

The capital reserve also holds the amounts resulting from the valuation of the share warrants issued to employees and directors. Further information about the share warrant program can be found under item 6.11. Share warrant program.

Due to the existence of losses carried forward relevant for the individual accounts prepared under German GAAP rules, the legal reserve under Section 150 German Stock Companies Act (AktG) was not created.

Retained earnings

The income reinvested in previous years and reserved from the current year's earnings. There are no legal reserves as defined in Section 150 (2) German Stock Companies Act (AktG) nor other reserves covered by the Articles of Association.

Reserve for the revaluation of financial instruments

The reserve for the revaluation of financial instruments includes the changes in value of the financial assets recognized in other comprehensive income in the category "available for sale" and all adjustments of deferred taxes and provisions made in connection with the valuation of these assets.

During the reporting period, value adjustments to financial instruments were recorded in the following amounts in the equity:

in thousand EUR	2015	2014
Measurement and disposals of securities	8,973	8,874
Deferred taxes	-132	-5
	8,841	8,870

5.8 Provisions

The long-term provisions were created for the archiving of documents and reconstruction obligations at the end of the lease of the offices, for a total of EUR 63,000 (prior year: EUR 55,000) and were not discounted due to the minor effect.

Provisions were made against the earnings for the financial year for tax on income and earnings for a total of EUR 531,000 (prior year: EUR 0).

in thousand EUR	12/31/2014	Expenditure	Liquidation	Supply	12/31/2015	Likelihood of application
Tax consultancy	44	-26	-18	27	27	high
Personnel provisions	289	-284	-5	384	384	high
Annual financial statement and audit	228	-25	-149	98	152	high
Supervisory Board reserves	60	-45	-5	50	60	high
Office expenses	435	-120	-36	0	278	high
Audit	200	-145	-55	0	0
Litigation risks	47	-38	-8	0	0
Pending invoices	51	-13	-39	0	0
	1,354	-697	-315	559	901

Other provisions are made up as follows:

The personnel provisions relate to provisions for employee bonuses, holiday entitlement, contributions to the trade association and disability contributions.

5.9 Liabilities

The long-term liabilities of the previous year (EUR 1,000,000) consisted of a 7% p.a. interest bond (WKN A1PGS1) which FinLab issued in August 2012. The redemption of the bond including interest for the final year occurred on July 31, 2015.

The shown current liabilities have a term up to one year and re each assessed at the nominal value or the amount of expected utilization.

Other liabilities relate to the following items:

in thousand EUR	12/31/2015	12/31/2014
Unpaid VAT	22	466
Wage and church tax	29	20
Other liabilities	219	174
	270	660

6. OTHER INFORMATION

6.1 Additional information about financial instruments

The book values of the financial instruments, divided by category, for the effective dates December 31, 2015 and December 31, 2014 are transferred to the balance sheet in the following table:

December 31, 2015 in thousand EUR	Fair value - hierarchy	Fair value	valued at amortized cost	Balance sheet disclosure
Non-current assets - financial assets
Fair value of financial assets regularly valued at fair value
Investments and affiliated companies in the category "measured at fair value through profit or loss"	Level 3	14,435		14,435
Securities categorized as "measured at fair value through profit and loss"	Level 1	1,681		1,681
Securities in the category "available-for-sale financial assets", measured at prices in active markets	Level 1	27,737		27,737
Fair value of financial assets not regularly measured at fair value, but for which the fair value is to be indicated
Loans to companies linked by a participating interest, measured at acquisition cost			3,352	3,352
Investments and affiliated companies, valued at acquisition cost in accordance with IAS 39.46 c)		unreliable ascertainable	5,192	5,192
Non-current assets - financial assets - total		43,853	8,544	52,397

December 31, 2015 in thousand EUR	Fair value - hierarchy	Fair value	measured at amortized cost	Balance sheet disclosure
Current assets
Fair value of financial assets not regularly measured at fair value, but for which the fair value is to be indicated
Securities categorized as "measured at fair value through profit and loss"	Level 1	475		475
Receivables from affiliated companies in the category "Loans and receivables"	Level 2	1,111	1,111	1,111
Other assets classified as "Loans and receivables"	Level 2	1,863	1,863	1,863
Cash and cash equivalents in the category "Loans and receivables"	Level 2	1,293	1,293	1,293
Current assets - total		4,742	4,267	4,743

December 31, 2015 in thousand EUR	Fair value - hierarchy	Fair value	measured at amortized cost	Balance sheet disclosure
Non-current liabilities
Other non-current liabilities	Level 2	77	77	77
Non-current liabilities - total		77	77	77
Current liabilities
Other financial liabilities	Level 2	25	25	25
Trade payables measured at amortized cost	Level 2	44	44	44
Current liabilities - total		69	69	69

December 31, 2014 in thousand EUR	Fair value - hierarchy	Fair value	valued at amortized cost	Balance sheet disclosure
Non-current assets - financial assets
Fair value of financial assets regularly valued at fair value
Investments and affiliated companies in the category "measured at fair value
through profit or loss"	Level 3	11,168		11,168
Securities categorized as "measured at fair value through profit and loss"	Level 1	2,812		2,812
Securities in the category "available-for-sale financial assets", measured at prices in active markets	Level 1	18,793		18,793
Fair value of financial assets not regularly measured at fair value, but for which the fair value is to be indicated
Loans to companies linked by a participating interest, measured at acquisition cost			1,269	1,269
Investments and affiliated companies, valued at acquisition cost in accordance with IAS 39.46 c)		unreliable ascertainable	1,976	1,976
Non-current assets - financial assets - total		32,774	3,245	36,018

December 31, 2014 in thousand EUR	Fair value - hierarchy	Fair value	valued at amortized cost	Balance sheet disclosure
Current assets
Fair value of financial assets not regularly measured at fair value, but for which the fair value is to be indicated
Securities categorized as "measured at fair value through profit and loss"	Level 1	1,813		1,813
Securities in the category "available-for-sale financial assets"	Level 1	515		515
Trade receivables the category "Loans and receivables"	Level 2	22	22	22
Receivables from affiliated companies in the category "Loans and receivables"	Level 2	391	391	391
Other assets classified as "Loans and receivables"	Level 2	632	632	632
Cash and cash equivalents in the category "Loans and receivables"	Level 2	3,291	3,291	3,291
		6,664	4,336	6,664

Current assets - total

December 31, 2014 in thousand EUR	Fair value - hierarchy	Fair value	measured at amortized cost	Balance sheet disclosure
Non-current liabilities
Other non-current liabilities	Level 2	1,134	1,134	1,134
Non-current liabilities - total		1,134	1,134	1,134
Current liabilities
Amounts owed to credit institutions	Level 2	0	0	0
Other financial liabilities	Level 2	19	19	19
Trade payables measured at amortized cost	Level 2	111	111	111
Current liabilities - total		130	130	130

in thousand EUR	12/31/2015	12/31/2014
listed non-fixed-income securities	29,841	22,884
of which valued through the statement of income	2,104	3,576
of which measured through other income	27,737	19,308
unlisted shares in investment funds	3,049	1,048
of which measured in the statement of income	3,049	1,048
of which measured in other income	0	0
listed fixed-income securities	0	1
of which measured in the statement of income	0	1
of which measured in other income	0	0
other non-listed financial instruments	21,232	14,605
of which measured in the statement of income	21,232	14,605
of which measured in other income	0	0
	54,122	38,538

The amount of securities the current and non-current assets is comprised as follows:

The financial instruments for which a stock market price and regular trading on a stock market or a regular market quotation during the reporting period was available on the balance sheet date were valued at this price on the effective date.

The valuations recognized on the P&L for exchange-listed financial instruments resulted this financial year in appreciation of EUR 0 (previous year: EUR 19,000) and write-downs of EUR 741,000 (previous year: EUR 356,000).

The valuation of financial instruments classified as "measured at fair value through profit and loss measured using input data which is not based on observed market data" was carried out using a conventional DCF method based on internally generated forecast figures. Discount factors with a risk-free rate of 1.5% p.a. and risk premiums of 14%-15% p.a. were applied.

FinLab has formal evaluation process as defined in IFRS 13.93 (g). The measurement is performed on an annual basis in close cooperation between the investment managers and the management and reflects the current market experiences.

During the valuation of financial instruments classified as "measured at fair value through profit and loss measured using input data which is not based on observed market data", the calculated value would change by approximately 5% if the considered risk premium changed by 10%. No further significant changes would arise if the measurement had been carried out with plausible alternative assumptions.

The transition from the opening to the closing balance sheet is as follows:

ket data

in thousand EUR	1/1/2015	Reclassifi cations	Purchases	Dispo sal	Income and losses, recorded in Financial Ear nings of Full Income Statement	12/31/2015
Investments in the category "measured at fair value through profits or loss", measured on the basis of input data which is not based on observable mar	11,168	0	0	0	3,266	14,435

The financial instruments, measured at amortized cost in accordance with IAS 39.46 (c) because a fair value could not be reliably determined, involve stakes in companies with no business model which was active on the market on the effective date. Accordingly, there were no input data or reference values in order to determine the fair value.

Bad debts from business operations amounting to EUR 26,000 (prior year: EUR 474,000) were recognized under the non-personnel expenses.

IFRS 7 requires sensitivity analyzes that show the effects of hypothetical changes to market prices on the earnings and equity for the presentation of market risks. Exchange rate changes of 10% would result in the following changes in value:

in thousand EUR	12/31/2015	12/31/2014
listed financial instruments	29,841	22,885
of which measured on the consolidated statement of income	2,104	3,577
Effect of an exchange rate change of 10%	210	358
of which measured on other comprehensive income	27,737	19,308
Effect of an exchange rate change of 10%	2,774	1,931

The net result from financial instruments in the IAS 39 assessment categories is comprised of the valuation yield and the gains on disposal:

in thousand EUR	2015	2014
Long-term financial assets
Financial instruments in the category "available-for-sale financial assets"
Valuation yield	8,944	8,947
Disposal yield	0	0
	8,944	8,947
Financial instruments in the category "valued at fair value through profit or loss"
Valuation yield	2,529	615
Disposal yield	-161	-176
Long-term financial assets - total	2,368	439
Current financial assets Financial instruments in the category "available-for-sale financial assets"
Valuation yield	-11	-73
Disposal yield	158	0
Current financial assets - total	147	-73
Securities categorized as "measured at fair value through profit and loss"
Valuation yield	429	236
Disposal yield	40	134
	469	370
Financial assets - total	11,928	9,684

During the reporting year, value adjustments at the following amounts were recognized as profit or loss in the reserve for the revaluation of financial instruments:

in thousand EUR	2015	2014
Appreciation in value of securities held as non-current assets	8,944	8,947
Impairment of securities held as current assets	30	-73
	8,973	8,874

At the reporting date, no unimpaired, overdue financial assets existed. FinLab performs an impairment if a financial asset appears to be irrecoverable. This is the case if this financial asset is overdue for more than 180 days, and it has not been possible to come to an agreement regarding an extension of the payment period, or if there are obvious indications or facts which rule out compensation.

6.2 Notes to the statement of cash flows

Cash flows are recognized in the statement of cashflow according to IAS 7 in order to provide information about the movement of the company's cash and cash equivalents. The cash flows are differentiated according to operating, investing and financing activities. The indirect presentation method was used.

In the current year there were cash inflows from interest received totaling EUR 56,000 (prior year: EUR 168,000) and cash outflows from interest expense at EUR 70,000 (previous year: EUR 98,000). Dividends of EUR 1,289,000 were collected (previous year: EUR 354).

Due to the loss of control of subsidiaries, as in the prior year no liquid funds were received.

As in the previous year, no income taxes were paid by FinLab.

The cash and cash equivalents (cash and cash equivalents) consist of cash at bank.

6.3 Notes to segment reporting

As the "chief operating decisions maker" in the sense of IFRS 8.7, the Executive Board of FinLab AG regularly reviews information about the development of the Company. It also makes its decisions regarding the allocation of resources at this level.

Information relevant to accounting is therefore only available for the Company as a whole and is not allocated to individual segments. FinLab is accordingly managed as a "single-segment entity" (SSE), as a result of which the financial and other effects of business activities can be identified on the basis of these elements at hand. The disclosure of operating segments is therefore unnecessary for these reasons.

The company value is mainly determined on the basis of the market value of investments as reflected in the equity according to IFRS. The equity according to IFRS is a key parameter for controlling and monitoring the company. Attention is drawn to the chapter: 6.8 Capital Management.

FinLab operates in German-speaking countries and the income was generated in Germany.

6.4 Contingent liabilities and other financial obligations

As at the reporting date, there were no contingent liabilities at the Company from the balance sheet or income statement.

6.5 Leasing

FinLab has concluded operating lease agreements for vehicles and technical equipment (movable goods). A lease for office space (real estate) also existed.

The concluded rental and leasing contracts are to be regarded as operating lease contracts and the leased object is therefore to be attributed to the lessor. Several industry-standard renewal options are available.

As of the effective date, total rental obligations of EUR 478,000, of which approximately EUR 358,000 is due for payment in the next 12 months and EUR 119,000 within the next 1-5 years, results from a rental agreement concluded in 2011 with a term until April 2017. A bank guarantee of EUR 111,000 has been arranged as a rent deposit. Payments amounting to EUR 358,000 have been made over the course of this financial year.

Further financial obligations of EUR 47,000 with a term of up to three years result from the other existing lease agreements. Further information about these agreements are individually and collectively insignificant and are therefore not explained in further detail.

6.6 Associated companies and individuals

As of December 31, 2015 LION CAPITAL AG, Kulmbach, held over 25 % of the company's shares. As of December 31, 2015, Lion Capital AG, Kulmbach is classified as an associated company within the meaning of Section 15 German Stock Companies Act (AktG) with regard to further companies. The indirect owner in the meaning of Section 17 (1) German Stock Companies Act (AktG) is Mr. Bernd Förtsch, Kulmbach.

On the basis of holding the voting majority at the shareholders' meeting of July 17, 2015, Mr. Bernd Förtsch was able to exert what amounted to controlling influence over the Company. Furthermore, it is expected that the voting majority presence will also occur at future shareholders' meetings, so FinLab was a business controlled by Mr. Bernd Förtsch within the meaning of Section 17 (1) and (2) German Stock Companies Act (AktG) as of December 31, 2015.

FinLab has granted BF Holding GmbH, Kulmbach a loan totaling EUR 1.25 million. The loan bears interest at 6% p.a. Interest income amounting to EUR 75,000 has been received by FinLab AG from this loan as of December 31, 2015.

FinLab AG, Frankfurt am Main, has acquired from BF Holding GmbH, Kulmbach the shares in nextmarkets GmbH (EUR 12,500), Cologne, together with the loan issued to the company (EUR 488,000) together with interest due (EUR 10,000).

Designhouse GmbH, Kulmbach, received a total of EUR 23,000 (prior year: EUR 0.00) from FinLab AG, Frankfurt am Main for services provided in the area of marketing.

Applab GmbH, Kulmbach, received a total of EUR 9,000 (prior year: EUR 0.00) from FinLab AG, Frankfurt am Main for the creation and maintenance of its website.

The members of the boards for the company received only short-term remunerations during this financial year. The total amount was EUR 738,000 (previous year: EUR 508,000).

Members of the Supervisory Board received honoraria totaling EUR 75,000 during the reporting year (prior year: EUR 75,000). Costs, as the previous year, were reimbursed for a total of less than EUR 1,000.

All transactions with related parties were carried out on the basis of the conditions with apply to transactions with third parties.

As of the effective date, FinLab held a direct or indirect in the following companies with 20 percent or more of the voting rights:

Investment	Headquarters	Amount of holding
Altira Heliad Management GmbH	Frankfurt am Main	100%
Patriarch Multi-Manager GmbH	Frankfurt am Main	100%
VCH Investment Group AG	Frankfurt am Main	100%
Venturate AG	Munich	60.2%
nextmarkets GmbH	Cologne	50.1%
Heliad Equity Partners GmbH & Co. KGaA	Frankfurt am Main	47%
Seyes GmbH*	Bayreuth	20%

* Investment of VCH Investment Group AG

The shares have been entered in the balance sheet in accordance with IAS 27.10 (b).

6.7 Post-balance-sheet events

Based on the conditional capital increases, the Company has made partial use of the authorization to issue bonds with warrant and/or convertible bonds, profit participation bonds and/or participation rights with warrants and/or conversion rights or obligations. In the course of financial year 2016, 15,000 share warrants were distributed to the employees of FinLab AG, and 8,000 share warrants to the employees of the subsidiary company Patriarch Multi-Manager GmbH.

In March 2016, Venturate AG carried out an internal financing round, in which FinLab AG participated.

Otherwise, there have been no major events of special significance since the close of the fiscal year.

6.8 Notes to capital management

The aim of capital management is the long-term increase of the Company's value by achieving an appropriate return on capital employed. The targeted equity yield rate should be achieved without any long-term borrowing when possible.

The equity is the performance indicator for capital management in accordance with IFRS.

Investments are only made if it can be ensured that FinLab is able to meet its payment obligations at all times. For this purpose, the cash and cash equivalents and planned cash inflows and outflows are monitored daily by the Company's management.

As the company does not make use of any significant debt financing, no further control measures are required with regard to capital management.

6.9 Notes on risk management

FinLab's risk management identifies, analyzes and avoids or limits material risks arising from business operations. Furthermore, the risk management supports the identification and exploitation of opportunities, thereby also contributing to the further development of the Company and greater business success.

In order to take a systematic approach, three groups of risk areas were identified:

• 1. Strategic risks
• Development of the capital market environment
• Market environment and positioning of competitors
• Human resources
• 1. Financial risks
• Price change risks (possible negative performance of Investments and securities in the portfolio)
• Liquidity risk
• Legal risks
• Risks resulting from changes in the tax law
• 1. Operational risks
• Financial accounting and controlling
• Cash flows
• IT security

Measures within the context of risk management

The business activities of FinLab are focused almost entirely within the euro currency zone. The currency risk is therefore limited to individual investments. For example, FinLab holds shares in Atlas Mara Co-Nvest Limited. Atlas Mara is traded on the London Stock Exchange in US dollars (USD), invests primarily in financial services and other service companies in Africa, where it works with local currencies and US dollars.

An internal control system (ICS) has been implemented to hedge against operational and legal risks.

Due to the financing structure, the direct risk of interest rate changes is not substantial for FinLab.

The value of financial assets may become slow in the event of the unfavorable business development of the issuer and may fall to zero in extreme cases.

Liquidity planning ensures that financial obligations can be met with sufficient liquidity at all times.

The current liabilities shown have a term of up to one year. As the reported liquid funds are sufficient to cover current liabilities, FinLab is only slightly exposed to immediate liquidity risks.

6.10 Staff

On the annual average, FinLab had 10 employees (prior year: 13).

6.11 Share options program

The Annual shareholders' meeting on December 10, 2014 resolved that the Executive Board, with the agreement of the Supervisory Board would issue in one or more parts, before November 30, 2019, subscription rights to shares in the company, that confer the right to subscribe to up to 453,867 registered shares in the company under a 2014 share warrant program with a period of validity of up to 6 years.

The subscription rights of the share options can only be exercised after the legally required waiting period of four years, as required by Section 193 (2) no. 4 German Stock Companies Act (AktG). This starts following the issue of the share warrants each time.

The condition for exercising the warrants, as well as the expiry of the waiting period, is that the company achieves its goals. Everyone who holds subscription rights can exercise his rights when the stock market price of the company's shares on any single market trading day within the period from the date of issue of the warrants until two years after that date, has risen by 100% or more.

In the event of warrants being converted to shares, the purchase price needs to be paid for each share to be obtained. The purchase price for one share in the company corresponds to 100% of the base value.

The fair value was calculated at the relevant issue date using a "lookbarrier" option calculation model. In this case, alongside the criteria laid down in the conditions for the warrants (e.g. waiting period, target) only the Cost of carry of 0.1%, the volatility of the last three years amounting to 45.01% (source: TeleTrader Software GmbH (www.teletrader.com), performance data for FinLab AG, downloaded on 02/26/2016) and a risk-free interest rate of 1.25% (source: Dr. Kleeberg & Partner GmbH, "base interest rates under IDW P 1, 2008 version", version February 2016) were taken into account. Dividends and other associated features were not taken into account.

Issue	Number	So far, the following warrants have been issued: Subscription price	Underlying value	Target	Fair value	Value per share option
3/12/2015	115,000	EUR 4.82	EUR 5.95	EUR 11.90	EUR 374,284.45	EUR 3.25
6/29/2015	200,000	EUR 4.82	EUR 6.40	EUR 12.80	EUR 712,945.85	EUR 3.56
Total	315,000	EUR 4.82			EUR 1,087,230.30	EUR 3.45

6.12 Auditors

During the 2015 financial year, the auditors of the annual financial statements invoiced EUR 25,000 plus sales tax (VAT) (previous year: EUR 25,000) for auditing services.

6.13 Executive Board and Supervisory Board

Executive Board:

Juan Rodriguez

Member of the Executive Board, Bad Vilbel

Stefan Schütze

Member of the Executive Board, Frankfurt am Main

Kai Panitzki

Member of the Executive Board, Cologne

Supervisory Board:

Axel-Günter Benkner

independent management consultant, Nidderau, Chairman

Achim Lindner (until July 17, 2015) Board of Börsenmedien Aktiengesellschaft, Kulmbach

Page 50

Bernd Förtsch (from July 17, 2015) Board of Börsenmedien Aktiengesellschaft, Kulmbach Member of Supervisory Board

Dr. Friedrich Schmitz

Businessman, Munich

6.14 Other Information

The annual financial statements were prepared by the Company on March 30, 2016 and authorized for release.

Frankfurt am Main

The Executive Board

FinLab AG

Page 51

Annual Financial Report December 31, 2015

Fixed Assets Analysis IFRS 2015

Amounts in thousand EUR			Acquisition costs				Allowances					Book values
	01/01/2015	Transfer	Inflow of Period	Outflow of Period	12/31/2015	01/01/2015	Outflow of Period	Depreciation the period	Transfer	Appreciation in value the period	12/31/2015	12/31/2015	12/31/2014
Intangible asset
values	230	-	17	-6	241	-224	4	-8	-	-	-228	13	6
Property, plant and equipment	627	-	3	-68	562	-421	35	-60	-	-	-446	115	206
Financial assets	34,318	-	6,606	-291	39,383	1,700	-158	-738	-	12,210	13,014	52,397	36,018
Fixed assets total	35,175	-	6,625	-365	40,185	1,055	-119	-806	-	12,210	12,340	25,525	36,230

FinLab AG

Page 52

Annual Financial Report December 31, 2015

Fixed Assets Analysis IFRS 2014

Amounts in thousand EUR	Acquisition costs						Allowances					Book values
	01.01.2014	Transfer	Inflow of Period	Outflow of Period	12.31.2014	01.01.2014	Outflow of Period	Depreciation the period	Transfer	Appreciation in value the period	12.31.2014	12.31.2014	12.31.2013
Intangible asset values	251	-	1	-22	230	-241	22	-5	-	-	-224	6	10
Property, plant and equipment	715	-	19	-108	627	-424	79	-77	-	-	-421	206	292
Financial assets	36,752	1,250	245	-3,929	34,318	-9,841	1,907	-3,069	71	12,631	1,700	36,018	26,912
Fixed assets total	37,718	1,250	265	-4,058	35,175	-10,505	2,008	-3,150	71	12,631	1,055	36,230	27,213

Page 53

Unqualified Auditor's Report on Audits of Annual Financial Statements

To FinLab AG

We have audited the IFRS-based annual financial statements for FinLab AG, Frankfurt am Main – comprising the Balance Sheet, Comprehensive Income Statement, Equity Change Report, Statement of Cashflow and Notes, and including the bookkeeping – for the financial year from January 1 to December 31, 2015. The bookkeeping and preparation of the annual financial statements according to IFRS, as applied within the EU, are the responsibility of the legal representatives of the company. Our task is to form an opinion on the basis of the audit we perform, of the IFRS annual financial statements, including the bookkeeping.

We carried out our year-end audit of the annual financial statements in accordance with Section 317 German Commercial Code (HGB), and in line with the German principles of correct auditing published by the Institute of Auditors (IDW). These prescribe that the audit shall be planned and executed in such a manner that any errors and infringements that affect the presentation in the annual financial statements of the assets, financial and earnings position, in line with the applicable accounting regulations, will be detected, with adequate certainty. When determining the audit activities, knowledge of the business activity and the economic and legal environment of the company are taken into account, as are expectations of potential errors. As part of the audit, the effectiveness of the internal control systems related to accounting, and the existence of proofs of the information in the bookkeeping and annual financial statements, are checked mainly on the basis of random samples. The audit includes forming an opinion on the accounting principles and material estimates made by the Executive Board, as well as an assessment of the overall presentation of the annual financial statements. We are of the opinion that our audit provided a sufficiently reliable basis for our assessment.

Our audit did not give rise to any objections.

In our opinion, on the basis of the information acquired during the course of the audit, the annual financial statements comply with the IFRS as applied in the EU, and subject to compliance with these provisions, provide a true image of the actual situation relating to the company's asset, financial and earnings position.

Grünwald, March 30, 2016

ifb Treuhand GmbH

Wirtschaftsprüfungsgesellschaft

Steffen Urban Financial auditor

Page 54

ANNUAL FINANCIAL STATEMENTS (GERMAN GAAP) OF FINLAB AG

AS AT DECEMBER 31, 2015

Page 55

INCOME STATEMENT FOR THE PERIOD JANUARY 1 TO DECEMBER 31, 2015

			in EUR
		2015	2014
1.	Sales revenues	4,068,030.29	2,748,390.28
2.	Other operating income	2,500,395.54	10,286,583.70
3.	Personnel expenses a) Wages and salaries b) Social charges and costs for pension and other bene fits (of which for pensions EUR 15,600.96; prior year EUR 9,849.24)	-1,278,217.48 -100,855.09	-1,968,397.48 -119,312.21
4.	Amortization of intangible assets and depreciation of fixed assets	-56,856.04	-69,355.90
5.	Other operating costs	-1,033,862.37	-1,329,173.58
6.	Income from investments (of which from affiliated companies EUR 1,606,685.49; prior year EUR 353,534.14)	1,606,685.54	353,534.14
7.	Other interest and similar gains (of which from affiliated companies EUR 66,058.92; prior year EUR 92,351.40)	141,356.92	174,098.61
8.	Amortization of financial assets and securities held as current assets	-67,563.57	-442,273.67
9.	Interest and similar expenses (of which due to affiliated companies EUR 0.00; prior year EUR 27,874.98)	-41,794.27	-99,035.06
10.	Earnings from normal business operations	5,737,289.47	9,535,058.83
11.	Tax on income	-531,425.00	0.00
12.	Other taxes	-524.00	-7,633.97
13.	Earnings (prior year: loss)	5,205,340.47	9,527,424.86
14.	Losses carried forward	-13,188,465.12	-22,715,889.98
15.	Retained earnings/loss	-7,983,124.65	-13,188,465.12

Page 56

BALANCE SHEET AS AT DECEMBER 31, 2015 ASSETS

				in EUR
			12/31/2015	12/31/2014
A.		Fixed assets
	I.	Intangible assets
		Concessions, industrial property rights acquired for a consideration, and similar rights and values as well as licenses to such rights and values	13,154.00	5,899.00
	II.	Property, plant and equipment
		1. Land, leasehold rights and buildings including build ings on third-party land	14,249.00	22,321.00
		2. Other equipment, furniture, fixtures and fittings	88,896.08	159,338.08
			103,145.08	181,659.08
	III.	Financial assets
		1. Shares in affiliated companies	3,093,835.20	2,874,221.10
		2. Lending to associated companies	3,314,507.86	1,268,750.00
		3. Investments	2,996,384.14	0.00
		4. Securities held for investment	20,561,052.14	20,432,638.63
			29,965,779.34	24,575,609.73
			30,082,078.42	24,763,167.81
B.		Current assets
	I.	Trade receivables and other assets
		1. Trade receivables	0.00	21,964.38
		2. Receivables from affiliated companies	1,109,891.64	391,470.74
		3. Other assets	1,902,650.03	403,495.02
			3,012,541.67	816,930.14
	II.	Securities
		Other securities	475,234.25	1,924,843.38
	III.	Cash, Bank balances	1,292,642.19	3,290,990.27
			4,780,418.11	6,032,763.79
C.		Accruals and prepayments	0.00	416.50
			34,862,496.53	30,796,348.10

Page 57

BALANCE SHEET AS AT DECEMBER 31, 2015 LIABILITIES

				in EUR
			12/31/2015	12/31/2014
A.		Equity
	I.	Subscribed capital	4,538,670.00	4,538,670.00
	II.	Capital reserve	36,470,720.89	36,470,720.89
	III.	Retained earnings/loss	-7,983,124.65	-13,188,465.12
			33,026,266.24	27,820,925.77
B.		Provisions
	1.	Tax provisions	531,425.00	0.00
	2.	Other provisions	964,241.64	1,409,279.81
			1,495,666.64	1,409,279.81
C.		Liabilities
	1.	Loans	0.00	1,000,000.00
	2.	Trade payables	43,497.90	111,388.11
	3.	Amounts owed to associated companies	14,076.20	18,584.18
	4.	Amounts owed to associated companies where an ownership structure exists	11,023.07	0.00
	5.	Other liabilities	271,966.48	436,170.23
			340,563.65	1,566,142.52
			34,862,496.53	30,796,348.10

Page 58

NOTES TO THE ACCOUNTS FOR FINANCIAL YEAR

JANUARY 1 TO DECEMBER 31, 2015

General

The annual financial statements of FinLab AG, Frankfurt am Main, as at December 31, 2015, were prepared according to Sections 242 ff. and Sections 264 ff. of the German Commercial Code (HGB) and the relevant provisions of the German Stock Companies Act (AktG). It is a small stock corporation in the meaning of Section 267 German Commercial Code (HGB).

The income statement is prepared using the nature of expense method. The company took advantage of the simplification rule of Section 286 (4) German Commercial Code (HGB).

Accounting and valuation principles

The balance sheet is prepared according to Section 268 (1) German Commercial Code (HGB) including the full application of the annual earnings.

The valuation of assets and debts was carried out according to commercial valuation rules while applying the principles of correct bookkeeping and accounting.

Assets and liabilities denominated in foreign currencies are converted at the average currency rate on the balance sheet closing date. If their remaining term is more than 1 year, the principle of acquisition costs and the imparity principle (recognition of losses only) are applied.

Fixed assets

Assets with a limited life are shown at acquisition or production costs reduced by planned depreciation. The acquisition costs include ancillary acquisition costs. The planned depreciation is based on the normal operational useful life.

Movable assets up to a value of EUR 410.00 are written off in full in the year of acquisitions. Movable assets that were acquired before 2013, with historical acquisition costs between EUR 150.00 and EUR 1,000.00 were grouped and written off over 5 years. As far as is currently known, applying the same treatment for commercial and tax purposes to these collective postings is acceptable.

The financial investments are shown at acquisition cost or the lower cost to be assigned to them.

Page 59

Current assets

Receivables and other assets and balances at credit institutions are shown at nominal value. Where necessary, individual impairments are applied. Other securities are shown at acquisition cost or the lower cost to be assigned to them.

Provisions

The provisions cover all uncertain liabilities. They were created by applying a prudent business approach to determining their value.

Liabilities

Liabilities are shown at their payment value.

Notes to the balance sheet

Fixed assets

The breakdown and changes of the fixed assets shown in the balance sheet can be found in the Asset Report attached as an Annex.

Trade receivables and other assets

This balance sheet item is made up as follows:

		in thousand EUR 12/31/2014 22 391
Trade receivables Receivables from affiliated companies Other assets Loans (incl. interest) Other	12/31/2015
	0
	1,110
	1,288	192
	615	212
	3,013	817

Receivables and other assets are due within one year.

Page 60

Equity capital

The subscribed capital totals EUR 4,538,670.00 and is divided into 4,538,670 registered ordinary shares. The shares are individual shares with a nominal value of EUR 1.00 each.

The Annual shareholders' meeting on December 10, 2014 resolved to increase the subscribed capital by November 30, 2019, with the approval of the Supervisory Board, by up to EUR 2,269,335.00 by issuing new shares against cash or property, plant and equipment on one or more occasions (Authorized Capital 2014/I), whereby the subscription rights of shareholders can be excluded. The corresponding amendment to Section 5 (2) of the Articles of Association was recorded in the Commercial Register on December 30, 2014. The Company has not yet exercised the option of using the authorized capital.

The company's capital was increased by a decision of the annual general meeting dated December 10, 2014 conditionally to EUR 1,815,00.00 (conditional capital 2014/I).

The company's capital was increased by a decision by the annual general meeting dated December 10, 2014 conditionally to EUR 453,867.00 (conditional capital 2014/II).

Based on the conditional capital increases, the Company has made partial use of the authorization to issue bonds with warrant and/or convertible bonds, profit participation bonds and/or participation rights with warrants and/or conversion rights or obligations. In financial year 2015 the employees and members of the Executive Board of the company were awarded a total of 315,000 share option rights, which entitle them to acquire shares in the company after a four year waiting period.

Provisions

The other provisions include mainly provisions for rented empty office rooms, for audit fees, commissions, open invoices, Supervisory Board remuneration and ancillary rental costs.

Liabilities

The payables are all due within less than one year. The payables due to companies in which a stake is held, have a remaining maturity of more than one year.

The other liabilities include mainly tax liabilities amounting to EUR 193,000 (prior year EUR 26,000), which have a remaining maturity of less than one year. The other current liabilities have a term of more than one year. No collateral was granted.

In financial year 2012, the Company issued a bearer bond stating its intention to issue a partial bearer debenture of up to EUR 5 million. The bond matured on 12/31/2014 for a total of EUR 1 million and was redeemed in full during the current financial year.

Page 61

Notes to the Income Statement

The financial investments and securities held as current assets include exceptional amortizations of EUR 68,000 (prior year: EUR 227,000) which relate solely to the securities held as current assets. There was no need for exceptional amortization of financial investments in this financial year (prior year: EUR 39,000).

Other interest and similar income includes interest income from associated companies totaling EUR 66,000 (prior year: EUR 92,000). Further interest income amounting to EUR 75,000 (prior year: EUR 75,000) came from the loan.

Interest and similar expenses includes primarily the interest costs relating to the bond redeemed during this financial year, for a total of EUR 41,000 (prior year: EUR 28,000).

Other information

Contingent liabilities

At the balance sheet date, no contingent liabilities existed.

Other financial commitments

A rental lease signed in 2011 which runs until April 2017 results in a total of EUR 478,000 rental commitments. A bank guarantee of EUR 111,000 has been arranged as a rent guarantee. Existing lease contracts result in further financial commitments of over EUR 47,000.

List of equity holdings

FinLab AG applied the simplification rule under Section 293 (1) of the German Commercial Code (HGB) and did not prepare consolidated group accounts.

FinLab AG holds directly 20% or more of the following companies as defined in Section 285 No. 11 of the German Commercial Code (HGB):

			in thousand EUR	in thousand EUR
Investment	Headquar ters	Percentage holding	Equity 12/31/2015	Annual ear nings 2015
Altira Heliad Management GmbH	Frankfurt am Main	100 %	1,582	1,112
Patriarch Multi-Manager GmbH	Frankfurt am Main	100 %	867	617
VCH Investment Group AG	Frankfurt am Main	100 %	1,229	95
Venturate AG*	Munich	60.2%	-326	-417
nextmarkets GmbH**	Cologne	50.1%	-318	-343
Heliad Equity Partners GmbH & Co. KGaA	Frankfurt am Main	47.04 %	57,423	1,137

* These are provisional figures

** Figures relate to 2014

FinLab AG holds indirectly 20% or more of the following companies as defined in Section 285 item 11 of the German Commercial Code (HGB):

			in thousand EUR	in thousand EUR
Investment	Headquar ters	Percentage holding	Equity 12/31/2014	Annual ear nings 2014
Seyes GmbH 1)	Bayreuth	20 %	86	12

1) Equity interest of VCH Investment Group AG

Page 63

The Supervisory Board agreed to an investment in this company

In accordance with Section 20 (5) of the German Stock Companies Act (AktG), BF Holding GmbH, Kulmbach, has advised us on July 27, 2015 that it no longer holds a majority stake in our Company. However, BF Holding GmbH continues to hold more than one-fourth of the shares of our Company indirectly (Section 20 (1), AktG) since the Company shares held by BF Holding GmbH's subsidiary LION CAPITAL AG must be ascribed to BF Holding GmbH in accordance with Section 16 (4) German Stock Companies Act (AktG).

In accordance with Section 20 (5), of the German Stock Companies Act (AktG), Mr. Bernd Förtsch, Kulmbach, has advised us that he no longer holds a majority stake in our Company. However, he continues to hold more than one-fourth of the shares of our Company indirectly (Section 20 (1) German Stock Companies Act (AktG)) since the Company shares held by BF Holding GmbH and LION CAPITAL AG must be ascribed to him via BF Holding GmbH in accordance with Section 16 (4) German Stock Companies Act (AktG).

Mr. Christian Angermayer, London, UK, informed us, as required by Section 20 (1) German Stock Companies Act (AktG), that he indirectly holds more than one quarter of the shares in our company, as the shares in our company held by the Apeiron Investment Group Ltd, St. Julians, Malta, which he controls, must be ascribed to him under Section 16 (4) German Stock Companies Act (AktG).

Application of profits

The loss brought forward, that includes earnings of EUR 5,205,340.47, will be carried forward.

Executive Board members

The members of the Executive Board are:

• Mr. Juan Rodriguez, Member of the Executive Board, Bad Vilbel
• Mr. Stefan Schütze, Member of the Executive Board, Frankfurt am Main
• Mr. Kai Panitzki, Member of the Executive Board, Cologne (since July 1, 2015)

Supervisory Board members

The members of the Supervisory Board were or are:

• Mr. Axel-Günter Benkner, independent business consultant, Nidderau, Chairman
• Mr. Achim Lindner, Member of the Board of Börsenmedien Aktiengesellschaft, Kulmbach, Deputy Chairman (until July 17, 2015)

Page 64

• Mr. Bernd Förtsch, Member of the Board of Börsenmedien Aktiengesellschaft, Kulmbach, Member of the Supervisory Board (since July 17, 2015)
• Dr. Friedrich Schmitz, Businessman, Munich, Member of the Supervisory Board

Post-balance-sheet events

In relation to the conditional capital increases, the Company has made partial use of the authorization to issue warrants and/or convertible bonds, profit participation bonds and/or participation rights with warrants and/or conversion rights or obligations. In financial year 2016, the employees of FinLab AG were granted 15,000 share option rights, and the employees and managing director of the subsidiary company Patriarch Multi-Manager GmbH were granted 8,000 share warrants, which entitle them to acquire one share in the company per warrant after a waiting period of four years.

In March 2016, Venturate AG carried out an internal financing round, in which FinLab AG participated.

Otherwise, there have been no major events of special significance since the close of the fiscal year.

Conclusion of the dependency report

The dependency report required by Section 312 of the German Stock Companies Act (AktG) reports on the relationships to associated companies. We repeat below the conclusion of the dependency report:

"We declare that for the legal transactions carried out between January 1 and December 31, 2015 in relation to associated companies, the company received a fair return for its payments, in the light of the conditions that were known at the time at which the transactions were carried out or measures were implemented, and the company did not suffer any disadvantage due to measures that either were taken or were omitted."

Frankfurt am Main, March 30, 2016

The Executive Board

Stefan Schütze Juan Rodriguez Kai Panitzki

STATEMENT OF CHANGES IN FIXED ASSETS

FROM JANUARY 1 TO DECEMBER 31, 2015

Acquisition costs					Accumulated depreciation					Balance value
01/01/2015	Acquisitions	Transfers	Disposals	12/31/2015	01/01/2015	Acquisitions	Disposals	12/31/2015	01/01/2015	12/31/2015
229,873.42	16,810.50	0.00	-99,909.29	146,774.63	223,974.42	8,420.50	-98,774.29	133,620.63	5,899.00	13,154.00
148,325.55	0.00	0.00	0.00	148,325.55	126,004.55	8,072.00	0.00	134,076.55	22,321.00	14,249.00
418,647.25	2,880.05	0.00	-68,319.66	353,207.64	259,309.17	40,363.54	-35,361.15	264,311.56	159,338.08	88,896.08
566,972.80	2,880.05	0.00	-68,319.66	501,533.19	385,313.72	48,435.54	-35,361.15	398,388.11	181,659.08	103,145.08
2,874,221.10	219,614.10	0.00	0.00	3,093,835.20	0.00	0.00	0.00	0.00	2,874,221.10	3,093,835.20
1,268,750.00	3,389,507.86	-1,287,500.00	-56,250.00	3,314,507.86	0.00	0.00	0.00	0.00	1,268,750.00	3,314,507.86
0.00	2,996,384.14	0.00	0.00	2,996,384.14	0.00	0.00	0.00	0.00	0.00	2,996,384.14
23,980,269.58	0.00	0.00	-234,890.45	23,745,379.13	3,547,630.95	0.00	-363,303.96	3,184,326.99	20,432,638.63	20,561,052.14
28,123,240.68	6,605,506.10	-1,287,500.00	-291,140.45	33,150,106.33	3,547,630.95	0.00	-363,303.96	3,184,326.99	24,575,609.73	29,965,779.34
		-1,287,500.00			4,156,919.09	56,856.04	-497,439.40
		28,920,086.90 6,625,196.65			-459,369.40 33,798,414.15					3,716,335.73 24,763,167.81 30,082,078.42

in EUR

CONTACT

FinLab AG Grüneburgweg 18 60322 Frankfurt am Main / Germany investor-relations@finlab.de Telefon +49 (0) 69 . 719 1280-0