Quarterly Report • Nov 23, 2015
Quarterly Report
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ATHENS EXCHANGE GROUP 110 Athinon Ave. 10442 Athens GREECE Tel:+30-210/3366800 Fax:+30-10/3366101
| 1. INTERIM SUMMARY FINANCIAL STATEMENTS 4 | ||
|---|---|---|
| 1.1. | Interim Summary Income Statement 5 | |
| 1.2. | Interim Statement of Financial Position 7 | |
| 1.3. | Interim Statement of Changes in Equity8 | |
| 1.4. | Interim Cash Flow Statement 10 | |
| 2. NOTES TO THE 9M INTERIM FINANCIAL STATEMENTS 11 | ||
| 2.1. | General information about the Company and its subsidiaries12 | |
| 2.2. | Basis of preparation of the interim financial statements13 | |
| 2.3. | Basic Accounting Principles 17 | |
| 2.4. | Risk Management17 | |
| 2.5. | Adjustment of ATHEXClear to the EMIR Regulation19 | |
| 2.6. | Capital Management 21 | |
| 2.7. | Segment Information21 | |
| 2.8. | Capital Market and third quarter results23 | |
| 2.9. | Trading23 | |
| 2.10. | Clearing24 | |
| 2.11. | Settlement24 | |
| 2.12. | Exchange services25 | |
| 2.13. | Depository Services 26 | |
| 2.14. | Clearing House Services26 | |
| 2.15. | Market data 27 | |
| 2.16. | IT services27 | |
| 2.17. | Revenue from re-invoiced expenses 27 | |
| 2.18. | New Activities (Xnet, CSE-Sibex Common Platform, IT) 28 | |
| 2.19. | Other services29 | |
| 2.20. | Operation of the ATHEX-CSE Common Platform29 | |
| 2.21. | Management of the Clearing Fund30 | |
| 2.22. | Hellenic Capital Market Commission fee31 | |
| 2.23. | Personnel remuneration and expenses31 | |
| 2.24. | Third party fees & expenses33 | |
| 2.25. | Utilities34 | |
| 2.26. | Maintenance / IT Support34 | |
| 2.27. | Other taxes34 | |
| 2.28. | Building / equipment management 35 | |
| 2.29. | Marketing and advertising expenses35 | |
| 2.30. | Participation in organizations expenses35 | |
| 2.31. | Insurance premiums36 |
| 2.32. | Operating expenses36 | |
|---|---|---|
| 2.33. | BoG cash settlement36 | |
| 2.34. | Other expenses37 | |
| 2.35. | Re-invoiced expenses 37 | |
| 2.36. | Expenses for new activities 37 | |
| 2.37. | Non- recurring expenses 38 | |
| 2.38. | Tangible assets for own use and intangible assets38 | |
| 2.39. | Real Estate Investments 41 | |
| 2.40. | Investments in subsidiaries and other long term claims42 | |
| 2.41. | Trade receivables, other receivables and prepayments42 | |
| 2.42. | Financial assets available for sale44 | |
| 2.43. | Cash and cash equivalents44 | |
| 2.44. | Third party balances in ATHEXClear bank account45 | |
| 2.45. | Deferred Tax 46 | |
| 2.46. | Equity and reserves 47 | |
| 2.47. | Grants and other long term liabilities48 | |
| 2.48. | Provisions 48 | |
| 2.49. | Trade and other payables49 | |
| 2.50. | Third party balances in ATHEXClear bank account50 | |
| 2.51. | Current income tax payable 51 | |
| 2.52. | Notifications of Associated parties53 | |
| 2.53. | Hellenic Corporate Governance Council (HCGC) 55 | |
| 2.54. | Composition of the BoDs of the companies of the Group 55 | |
| 2.55. | Profits per share and dividends payable 56 | |
| 2.56. | Contingent Liabilities56 | |
| 2.57. | Events after the date of the financial statements57 |
for the period 1 January 2015 – 30 September 2015
In accordance with the International Financial Reporting Standards
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Notes | 01.01 | 01.01 | 01.07 | 01.07 | 01.01 | 01.01 | 01.07 | 01.07 | |
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | ||
| Revenue | |||||||||
| Trading | 2.9 | 4,258 | 7,132 | 512 | 1,948 | 4,258 | 7,132 | 513 | 1,948 |
| Clearing | 2.10 | 8,352 | 13,354 | 1,045 | 3,644 | 0 | 0 | 0 | 0 |
| Settlement | 2.11 | 833 | 1,518 | 139 | 325 | 0 | 0 | 0 | 0 |
| Exchange services | 2.12 | 2,317 | 5,558 | 593 | 1,085 | 2,317 | 5,558 | 592 | 1,085 |
| Depository services | 2.13 | 1,607 | 3,211 | 375 | 790 | 0 | 0 | 0 | 0 |
| Clearinghouse services | 2.14 | 148 | 213 | 37 | 54 | 0 | 0 | 0 | 0 |
| Market Data | 2.15 | 2,632 | 2,760 | 821 | 977 | 2,883 | 2,984 | 904 | 1,041 |
| IT services | 2.16 | 246 | 244 | 77 | 62 | 194 | 120 | 77 | 30 |
| Revenue from re-invoiced expenses | 2.17 | 713 | 714 | 247 | 156 | 713 | 714 | 248 | 156 |
| New Services (XNET, CP CSE - Sibex, IT etc) |
2.18 | 1,316 | 1,021 | 449 | 267 | 515 | 354 | 251 | 139 |
| Other services | 2.19 | 631 | 450 | 254 | 89 | 398 | 227 | 156 | 81 |
| Total turnover | 23,053 | 36,175 | 4,549 | 9,397 | 11,278 | 17,089 | 2,741 | 4,480 | |
| Hellenic Capital Market Commission fee | 2.22 | (977) | (1,658) | (120) | (440) | (377) | (662) | (43) | (177) |
| Total revenue | 22,076 | 34,517 | 4,429 | 8,957 | 10,901 | 16,427 | 2,698 | 4,303 | |
| Expenses | |||||||||
| Personnel remuneration and expenses | 2.23 | 7,240 | 7,226 | 2,555 | 2,480 | 3,433 | 3,244 | 1,239 | 1,078 |
| Third party remuneration and expenses | 2.24 | 386 | 410 | 138 | 154 | 327 | 353 | 113 | 114 |
| Utilities | 2.25 | 611 | 612 | 190 | 225 | 72 | 106 | 19 | 32 |
| Maintenance / IT support | 2.26 | 875 | 918 | 276 | 393 | 590 | 738 | 187 | 275 |
| Other Taxes | 2.27 | 1,062 | 644 | 118 | 16 | 759 | 352 | 38 | 65 |
| Building / equipment management | 2.28 | 431 | 498 | 117 | 163 | 77 | 93 | 25 | 27 |
| Marketing and advertising expenses | 2.29 | 118 | 202 | 33 | 58 | 102 | 196 | 23 | 54 |
| Participation in organizations expenses | 2.30 | 249 | 157 | 45 | 34 | 226 | 134 | 34 | 23 |
| Insurance premiums | 2.31 | 307 | 355 | 131 | 125 | 293 | 339 | 126 | 121 |
| Operating expenses | 2.32 | 300 | 266 | 88 | 83 | 407 | 299 | 127 | 101 |
| BoG - cash settlement | 2.33 | 41 | 43 | 14 | 19 | 0 | 0 | 0 | 0 |
| Other expenses | 2.34 | 62 | 60 | 13 | 35 | 36 | 40 | 11 | 27 |
| Total operating expenses | 11,682 | 11,391 | 3,718 | 3,785 | 6,322 | 5,894 | 1,942 | 1,917 | |
| Re-invoiced expenses | 2.35 | 738 | 651 | 302 | 204 | 715 | 597 | 286 | 76 |
| Expenses from new activities (XNET, CSE SIBEX CP, IT) |
2.36 | 883 | 606 | 351 | 286 | 36 | 118 | 1 | 99 |
| Non-recurring expenses | 2.37 | 650 | 200 | 0 | 0 | 300 | 200 | 0 | 0 |
| Total operating expenses, including new activities |
13,953 | 12,848 | 4,371 | 4,275 | 7,373 | 6,809 | 2,229 | 2,092 | |
| Earnings before Interest, Taxes, Depreciation & Amortization(EBITDA) |
8,123 | 21,669 | 58 | 4,682 | 3,528 | 9,618 | 469 | 2,211 | |
| Depreciation | 2.38 & 2.39 |
(1,515) | (1,339) | (551) | (426) | (743) | (565) | (278) | (176) |
| Earnings Before Interest and Taxes (EBIT) | 6,608 | 20,330 | (493) | 4,256 | 2,785 | 9,053 | 191 | 2,035 | |
| Capital income | 2.43 | 1,297 | 2,973 | 216 | 857 | 1,009 | 2,493 | 181 | 696 |
| Dividend income | 0 | 0 | 0 | 0 | 9,069 | 0 | 0 | 0 | |
| Financial expenses | 2.43 | (44) | (5) | (2) | (1) | (5) | (4) | (1) | (2) |
| Earnings Before Tax (EBT) | 7,861 | 23,298 | (279) | 5,112 | 12,858 | 11,542 | 371 | 2,729 | |
| Income tax | 2.51 | (2,309) | (6,047) | 401 | (1,300) | (774) | (2,770) | 287 | (441) |
| Profits after tax | 5,552 | 17,251 | 122 | 3,812 | 12,084 | 8,772 | 658 | 2,288 |
Certain amounts of the previous fiscal year have been modified – see note 2.2.
| Net profit after tax (A) | 5,552 | 17,251 | 122 | 3,812 | 12,084 | 8,772 | 658 | 2,288 | |
|---|---|---|---|---|---|---|---|---|---|
| Other comprehensive income/(losses) | |||||||||
| Available for sale financial assets | 0 | 0 | |||||||
| Valuation profits / (losses) during the period |
2.42 | (1,063) | 1,015 | 0 | (78) | (1,063) | 1,015 | 0 | (78) |
| Income tax included in other comprehensive income / (losses) |
2.42 | 308 | (264) | 0 | 20 | 308 | (264) | 0 | 20 |
| Effect in tax income (note 2.50) | 20 | 0 | 0 | 0 | 20 | 0 | 0 | 0 | |
| Total other income / (loss) after taxes not transferred to other fiscal years(B) |
(735) | 751 | 0 | (58) | (735) | 751 | 0 | (58) | |
| Total comprehensive income (A) + (B) | 4,817 | 18,002 | 122 | 3,754 | 11,349 | 9,523 | 658 | 2,230 | |
| Distributed to: Company shareholders |
4,817 | 18,002 | |||||||
| Profits after tax per share (basic & impaired; in €) |
0.07 | 0.28 |
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| Note | 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | ||
| ASSETS | ||||||
| Non-Current Assets | ||||||
| Tangible assets for own use | 2.38 | 22,718 | 23,271 | 474 | 469 | |
| Intangible assets | 2.38 | 4,445 | 3,805 | 3,471 | 3,011 | |
| Real Estate Investments | 2.39 | 4,341 | 4,494 | 4,341 | 4,494 | |
| Investments in subsidiaries & other long term receivables |
2.40 | 73 | 72 | 58,123 | 58,123 | |
| Deferred tax asset | 2.45 | 3,632 | 2,929 | 1,204 | 802 | |
| 35,209 | 34,571 | 67,613 | 66,899 | |||
| Current Assets | ||||||
| Trade receivables | 2.41 | 5,485 | 6,591 | 3,303 | 3,740 | |
| Other receivables | 2.41 | 7,169 | 10,593 | 5,692 | 5,953 | |
| Income tax receivable | 2.51 | 4,528 | 1,677 | 1,990 | 808 | |
| Financial assets available for sale | 2.42 | 2,320 | 3,383 | 2,320 | 3,383 | |
| Cash and cash equivalents | 2.43 | 132,508 | 151,551 | 87,253 | 96,057 | |
| Third party balances in ATHEXClear bank account | 2.44 | 192,111 | 395,110 | 0 | 0 | |
| 344,121 | 568,905 | 100,558 | 109,941 | |||
| Total Assets | 379,330 | 603,476 | 168,171 | 176,840 | ||
| EQUITY & LIABILITIES | ||||||
| Equity & Reserves | ||||||
| Share capital | 2.46 | 84,979 | 48,373 | 84,979 | 48,373 | |
| Share premium | 2.46 | 157 | 43,954 | 157 | 43,954 | |
| Reserves | 2.46 | 61,396 | 61,598 | 58,511 | 59,246 | |
| Retained earnings | 26,575 | 35,283 | 18,196 | 19,839 | ||
| Shareholders' equity | 173,107 | 189,208 | 161,843 | 171,412 | ||
| Non-current liabilities | ||||||
| Grants and other long term liabilities | 2.47 | 111 | 111 | 50 | 50 | |
| Provisions | 2.48 | 3,405 | 3,025 | 2,350 | 2,012 | |
| Deferred tax liability | 2.45 | 4,019 | 3,603 | 0 | 0 | |
| 7,535 | 6,739 | 2,400 | 2,062 | |||
| Current liabilities | ||||||
| Trade and other payables | 2.49 | 6,032 | 9,213 | 3,492 | 2,920 | |
| Third party balances in ATHEXClear bank account | 2.50 | 192,111 | 395,110 | 0 | 0 | |
| Current income tax payable | 2.51 | 0 | 2,531 | 0 | 0 | |
| Social Security | 545 | 675 | 436 | 446 | ||
| 198,688 | 407,529 | 3,928 | 3,366 | |||
| Total Liabilities | 206,223 | 414,268 | 6,328 | 5,428 | ||
| Total Equity & Liabilities | 379,330 | 603,476 | 168,171 | 176,840 |
The account "Third party balances in ATHEXClear bank account" of the previous fiscal year has been modified – see note 2.2.
| Share Capital | Share Premium |
Reserves | Retained Earnings |
Total Equity | |
|---|---|---|---|---|---|
| Balance 01.01.2014 | 49,680 | 94,334 | 129,523 | (92,774) | 180,763 |
| Profit for the period | 17,251 | 17,251 | |||
| Other comprehensive income after taxes | 751 | 0 | 751 | ||
| Total comprehensive income after taxes | 0 | 0 | 751 | 17,251 | 18,002 |
| Profit distribution to reserves | 35 | (35) | 0 | ||
| Reserves tax payment in one installment | 185 | 0 | 185 | ||
| Return of share capital (note 2.46) | (13,074) | (13,074) | |||
| Balance 30.09.2014 | 36,606 | 94,334 | 130,494 | (75,558) | 185,876 |
| Profit for the period | 3,762 | 3,762 | |||
| Other comprehensive income after taxes | (128) | (302) | (430) | ||
| Total comprehensive income after taxes | 0 | 0 | (128) | 3,460 | 3,332 |
| Share Capital Increase untaxed reserves (note 2.46) | 55,702 | (68,768) | 13,066 | 0 | |
| Share Premium increase (note 2.46) | 50,380 | (50,380) | 0 | ||
| Share capital reduction (note 2.46) | (94,315) | 94,315 | 0 | ||
| Balance 31.12.2014 | 48,373 | 43,954 | 61,598 | 35,283 | 189,208 |
| Profit for the period | 5,552 | 5,552 | |||
| Other comprehensive income after taxes | (735) | 0 | (735) | ||
| Total comprehensive income after taxes | 0 | 0 | (735) | 5,552 | 4,817 |
| Profit distribution to reserves | 533 | (533) | 0 | ||
| Share Premium increase (note 2.46) | 43,797 | (43,797) | 0 | ||
| Return of share capital (note 2.46) | (7,191) | (7,191) | |||
| Dividends paid (note 2.55) | (13,727) | (13,727) | |||
| Balance 30.09.2015 | 84,979 | 157 | 61,396 | 26,575 | 173,107 |
| Share | Share | Reserves | Retained | Total Equity | |
|---|---|---|---|---|---|
| Capital | Premium | Earnings | |||
| Balance 01.01.2014 | 49,680 | 94,334 | 127,250 | (97,738) | 173,526 |
| Profit for the period | 8,772 | 8,772 | |||
| Other comprehensive income after taxes | 751 | 0 | 751 | ||
| Total comprehensive income after taxes | 0 | 0 | 751 | 8,772 | 9,523 |
| Reserves tax payment in one installment | 141 | 141 | |||
| Return of share capital (note 2.46) | (13,074) | (13,074) | |||
| Balance 30.09.2014 | 36,606 | 94,334 | 128,142 | (88,966) | 170,116 |
| Profit for the period | 1,556 | 1,556 | |||
| Other comprehensive income after taxes | 0 | (128) | (132) | (260) | |
| Total comprehensive income after taxes | 0 | 0 | (128) | (128) | 1,296 |
| Share capital untaxed reserves (note 2.46) | (68,768) | 13,066 | 0 | ||
| Share premium increase (note 2.46) | 50,380 | (50,380) | 0 | ||
| Share capital reduction (note 2.46) | (94,315) | 94,315 | 0 | ||
| Balance 31.12.2014 | 48,373 | 43,954 | 59,246 | 19,839 | 171,412 |
| Profit for the period | 12,084 | 12,084 | |||
| Other comprehensive income after taxes | (735) | (735) | |||
| Total comprehensive income after taxes | 0 | 0 | (735) | 12,084 | 11,349 |
| Share capital increase – share premium (note 2.46) | 43,797 | (43,797) | 0 | ||
| Return of share capital (note 2.46) | (7,191) | (7,191) | |||
| Dividends paid (note 2.55) | (13,727) | (13,727) | |||
| Balance 30.09.2015 | 84,979 | 157 | 58,511 | 18,196 | 161,843 |
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Notes | 1.1- | 1.1- | 1.1- | 1.1- | |
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | ||
| Cash flows from operating activities | |||||
| Profit before tax | 7,861 | 23,298 | 12,858 | 11,542 | |
| Plus / (minus) adjustments for | |||||
| Depreciation | 2.38 | 1,515 | 1,339 | 743 | 565 |
| Staff compensation provisions | 2.23 | 81 | 89 | 38 | 41 |
| Net provisions | 2.48 | 300 | 200 | 300 | 200 |
| Interest Income | 2.43 | (1,297) | (2,973) | (1,009) | (2,493) |
| Dividends received | (9,069) | ||||
| Interest and related expenses paid | 44 | 5 | 5 | 4 | |
| Plus/ (minus) adjustments for changes in working capital accounts or concerning operating activities |
|||||
| Reduction/Increase in receivables | 4,434 | 1,783 | 746 | 838 | |
| Reduction/Increase in liabilities (except loans) | (3,311) | (2,416) | 562 | (3,217) | |
| Reduction/Total adjustments for changes in working capital |
9,627 | 21,325 | 5,174 | 7,480 | |
| Interest and related expenses paid | 2.43 | (44) | (5) | (5) | (4) |
| Staff compensation payments | (21) | ||||
| Taxes paid | (8,015) | (12,404) | (2,537) | (9,053) | |
| Net inflows / outflows from operating activities (a) | 1,568 | 8,895 | 2,632 | (1,577) | |
| Investing activities | |||||
| Purchases of tangible and intangible assets | 2.38 & 2.39 |
(1,449) | (1,440) | (1,055) | (1,240) |
| Payment of obligation to ATHEXClear | (23,310) | ||||
| Interest received | 2.43 | 1,297 | 2,973 | 1,009 | 2,493 |
| Dividends received | 0 | 0 | 9,069 | 0 | |
| Total inflows / (outflows) from investing activities (b) | (152) | 1,533 | 9,023 | (22,057) | |
| Financing activities | |||||
| Special dividend (share capital return) | 2.46 | (7,191) | (13,074) | (7,191) | (13,074) |
| Dividend payments | 2.55 | (13,268) | 0 | (13,268) | 0 |
| Total outflows from financing activities (c) | (20,459) | (13,074) | (20,459) | (13,074) | |
| Net increase/ (decrease) in cash and cash equivalents from the beginning of the period (a) + (b) + (c) |
(19,043) | (2,646) | (8,804) | (36,708) | |
| Cash and cash equivalents at start of the period | 2.43 | 151,551 | 162,841 | 96,057 | 144,381 |
| Cash and cash equivalents at end of the period | 2.43 | 132,508 | 160,195 | 87,253 | 107,673 |
The Company "HELLENIC EXCHANGES-ATHENS STOCK EXCHANGE S.A. (ΑΤΗΕΧ)" with the commercial name "ATHENS EXCHANGE" was founded in 2000 (Government Gazette 2424/31.3.2000) having General Electronic Commercial Registry (GEMI) No 3719101000 (former Companies Register No 45688/06/Β/00/30). Its head office is in the Municipality of Athens at 110 Athinon Ave, Postal Code 10442. The shares of the Company are listed in the Main Market segment of the Athens Exchange cash market. Following the completion of the merger with the Athens Exchange (decision K2-7391/19.12.2013 of the Deputy Minister of Development and Competitiveness) based on its Articles of Association the company's purpose is:
The financial statements for the Group and the Company for 9M 2015 have been approved by the Board of Directors on 23.11.2015. The financial statements have been published on the internet, at www.athexgroup.gr.
The companies in which the parent company participates with their relevant activities and participation percentages, which are included in the consolidated financial statements (with the full consolidation method), are:
| Company | Hellenic Central Securities Depository (ATHEXCSD) | ||||
|---|---|---|---|---|---|
| Head Office | Athens | ||||
| Exchange or on other exchanges or other organized cash markets. | Provision of support services for the operation of organized markets. Settlement of off-exchange transfers on transferrable securities. The provision of registration and settlement on dematerialized securities, listed and non-listed on the Athens |
||||
| without consideration and carrying out any activity related to the above. | The provision of services concerning: distribution of dividends, interest payment, distribution of securities, intermediation in the transfer of options or stock options |
||||
| Activity | The development, management and exploitation of the IT and operating system for registering dematerialized securities. |
||||
| commercial exploitation of |
Carrying out commercial activities to promote and provide IT services and use / broadcast Market Data from Greece and abroad as a Data Vendor, as well as in general the promotion, distribution, support, monitoring, operation and products, systems and customized software applications based on corresponding licenses to resell and commercially exploit. |
||||
| % of direct participation | 30.09.2015 | 30.09.2014 | |||
| ATHEX | 100% | 100% | |||
| ATHEX GROUP | 100% | 100% |
| Company | Athens Exchange Clearing House (ATHEXClear) | |
|---|---|---|
| Head Office | Athens | |
| Activity | A/195/17.8.2007), as it applies. | Management of clearing systems and / or central counterparty, as well as comparable mechanisms with similar characteristics and / or a combination of these systems in order to carry out, in Greece and/or abroad, the activities of finalizing or reconciling or settling the finalization of transactions in financial instruments and in general the operation as a System administrator in accordance with the provisions of article 72 of Law 3606/2007 (Government Gazette |
| % of direct participation | 30.09.2015 | 30.09.2014 |
| ATHEX | 100% | 100% |
| ATHEX GROUP | 100% | 100% |
The ATHEX Group, despite being the entity operating the market for derivative financial products, and possessing the systems (OASIS, DSS) through which transactions in derivative products take place, does not use such products for its own account. Following the approval (decision 20153/15.7.2010) by the Athens Prefecture for the spin-off of the clearing of trades at ATHEX business from HELEX and its contribution to ATHEXClear, in accordance with Law 2166/1993, starting on 16.7.2010 ATHEXClear clears trades at Athens Exchange. ATHEXClear, a subsidiary of the Company, is a central counter-party and performs the clearing for every trade, but does not report these trades.
The various types of margins that ATHEXClear and the Athens Exchange receive from their Members, in order to acquire and maintain their capacities in the Cash and Derivatives markets are reported.
At the end of 2013 the following corporate actions were completed: a) with the approval decision (Κ27391/19.12.2013) of the Deputy Minister of Development and Competitiveness, HELEX absorbed ATHEX and as a result carries out itself trading (organization and operation of securities and derivative markets as well as other financial instruments) at the Athens Exchange and b) with the approval decision (39079/19.12.2013) of the Chairman of Thessaloniki Chamber of Commerce and Industry (TCCI), the spin-off of the Central Securities Depository business, the Registry and Settlement services, as well as the management of the Dematerialized Securities System, and contribution to HCSD in accordance with law 2166/1993; as a result the abovementioned activities are now being carried out by the Central Securities Depository S.A. (ATHEXCSD).
The financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standard Board (IASB) and their interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) of IASB and adopted by the European Union and are mandatory for fiscal years ending on December 31st 2015. There are no standards and interpretations of standards that have been applied before the date that they go into effect.
The attached financial statements have been drafted on the basis of historical cost as modified by the revaluation of specific assets, equity and liabilities to fair values (commercial securities portfolio, assets available for sale) and the principle of "going concern".
The excellent organization of the Group, the reliable operation of the capital market, the continuous investment in modern equipment and processes, the absence of loan liabilities, the recognition of its reliability by internationally recognized rating agencies, as we;; as the liquidity that it possesses, are the guarantee of its survival in the long term, with significant benefits for shareholders. The recent economic crisis gripping the country, and the imposition of capital controls, create significant problems in the operation of the Group; however it is estimated that, with the agreement of the Greek government as part of the EU and within the Euro system, any obstacles will be overcome and the country will return to growth, supported by the necessary structural changes that are gradually being legislated.
The preparation of financial statements in accordance with the International Financial Reporting Standards requires that the Management of the Group make important assumptions and accounting estimates, that affect the balances of the Asset and Liability accounts, the disclosure of contingent claims and liabilities on the preparation date of the Financial Statements, as well as the revenues and expenses presented in the fiscal year
in question. Despite the fact that these estimates are based on the best possible knowledge of the management of the Company as regards the current conditions, actual results may differ from these estimates in the end.
Estimates and judgments are continuously evaluated, and are based on actual data and other factors, including the expectations for future events that are deemed to be expected under reasonable conditions. The management of the company estimates that there are no estimates and assumptions that involve a significant risk of causing material adjustments in the book values of the assets and liabilities.
The sectors that require a higher degree of judgment and where the assumptions and estimations are significant for the Financial Statements are noted below:
Judgment is required of the Group in order to determine the provision for income tax. There are many transactions and calculations for which the final determination of the tax is uncertain. If the final tax figure is different than the amount initially recognized, the difference will affect the income tax in the fiscal year that the determination of the tax differences takes place (note 2.51).
The management of the Group periodically reexamines the adequacy of the provision for bad debts in conjunction with its credit policy, and by taking into consideration information provided by the Legal Affairs Division of the Group, which are the result of the processing of the relevant historical data and recent developments of the cases that it handles (note 2.41).
Management makes certain estimates concerning the useful life of depreciable assets. These remaining useful lives are periodically reexamined in order to estimate whether they continue to be appropriate. In addition, management evaluates market conditions in the real estate market and makes estimates regarding their valuation (notes 2.38 & 2.39).
The cost of the benefits for defined benefits plans is calculated using actuarial estimates, which in turn use assumptions about the discount rates, the rate at which salaries are increased, and mortality rates. Due to the long term nature of these plans, these assumptions are subject to significant uncertainty (note 2.23).
The Company carries out the relevant impairment check of their participations when there are indications of impairment. In order to perform the impairment check, a determination of the "value in use" of the subsidiaries takes place. This determination of the value in use requires that the future cash flows of each subsidiary be determined, and the appropriate discount rate selected, based on which the present value of the abovementioned future flows is determined (note 2.40).
Deferred tax claims are recognized due to unused tax losses to the extent that it is possible that taxable profits will be available in the future to be used against those loses. Significant estimates by Management are required in order to ascertain the size of the deferred tax claim that may be recognized, based on the possible time and size of future taxable profits in conjunction with the tax planning of the entity (note 2.45).
Obligations for staff compensation are calculated based on actuarial methods; the calculation requires that Management estimate specific parameters, such as the future increase in staff remuneration etc. Management strives, on each reference date when the provision in question is revised, to estimate in the best possible manner these parameters (notes 2.23 & 2.48).
The existence of contingent liabilities requires that Management constantly make assumptions and value judgements regarding the possibility that future events may or may not occur, as well as the effect that these events could have on the activity of the Group (note 2.48).
There are no significant assumptions that have been made about the future or other sources of estimation uncertainty which may cause significant risk for material adjustment in the book value of the assets and liabilities in the following fiscal year.
The economic crisis in the country intensifies uncertainty and concern. Following the agreement with the creditors in the EU and the Eurozone however, Greece is gradually expected to overcome the economic crisis and, supported by the far-reaching and necessary structural changes, enter into a growth phase.
Management examines the main financial elements and, on occasion, the fulfillment of medium term budgets, together with the existing loan conditions, in order to arrive at the conclusion that the assumption of going concern is appropriate for use in preparing the annual financial statements of the Group and the Company.
It is estimated that, following the agreement with the institutions, the signing of the third Memorandum and the implementation of the commitments undertaken, the crisis that the Greek economy faces will gradually be overcome. The removal of capital controls will help restore a healthy economic environment in Greece. The companies of the Group are very well placed in the domestic and international capital markets, and are well organized in order in order to overcome any adversities that they face.
As part of the effort to provide greater transparency and more material information to investors, a reclassification of accounts in the Statement of Comprehensive Income took place. As a result of these changes, the date from the corresponding period last year must be adjusted in order to make them comparable.
The table below presents the classification of the published Statement of Comprehensive Income of the Group and the Company, in the new accounts structure that the Group decided to implement starting on 01.01.2015 onward.
| 01.01 01.01 01.01 01.01 30.09.2014 note 30.09.2014 30.09.2014 30.09.2014 Published Modified Published Modified Revenue Trading 2.9 7,132 7,132 7,132 7,132 Clearing 2.10 13,354 13,354 0 0 Settlement 2.11 1,518 1,518 0 0 Exchange services 2.12 5,558 5,558 5,558 5,558 Depository services 2.13 3,211 3,211 0 0 Clearinghouse services 2.14 213 213 0 0 Data feed 2.15 2,760 2,760 2,984 2,984 IT services 2.16 244 667 120 323 Revenue from re-invoiced expenses 2.17 714 914 714 745 New Services (XNET, CP CSE - Sibex, IT etc) 2.18 1,021 0 354 0 Other services 2.19 450 448 227 224 Total turnover 36,175 35,775 17,089 16,966 New Activities 0 400 0 123 Total turnover 36,175 36,175 17,089 17,089 Hellenic Capital Market Commission fee 2.22 (1,658) (1,658) (662) (662) Total Operating revenue 34,517 34,517 16,427 16,427 Costs & Expenses Personnel remuneration and expenses 2.23 7,226 7,244 3,244 3,262 Third party remuneration and expenses 2.24 410 410 353 353 Utilities 2.25 612 612 106 106 Maintenance / IT support 2.26 918 918 738 738 Other Taxes 2.27 644 644 352 352 Building / equipment management 2.28 498 498 93 93 Marketing and advertising expenses 2.29 202 202 196 196 Participation in organizations expenses 2.30 157 157 134 134 Insurance premiums 2.31 355 355 339 339 Operating expenses 2.32 266 266 299 299 BoG - cash settlement 2.33 43 43 0 0 Other expenses 2.34 60 42 40 20 Total operating expenses 11,391 11,391 5,894 5,892 XNET expenses 0 348 0 0 Re-invoiced expenses 2.35 651 792 597 608 Expenses from new activities (XNET, CSE-SIBEX CP, IT) 2.36 606 23 118 21 VAT on new activities and re-invoiced expenses 0 94 0 88 Non-recurring expenses 2.37 200 200 200 200 Total operating expenses, including new activities 12,848 12,848 6,809 6,809 Earnings before Interest, Taxes, Depreciation & 21,669 21,669 9,618 9,618 Amortization(EBITDA) Depreciation (1,339) (1,339) (565) (565) Earnings Before Interest and Taxes (EBIT) 20,330 20,330 9,053 9,053 Capital income 2.43 2,973 2,973 2,493 2,493 Impairment provision-financial assets available for sale 0 0 0 0 Financial expenses 2.43 (5) (5) (4) (4) Earnings Before Tax (EBT) 23,298 23,298 11,542 11,542 Income tax (6,047) (6,047) (2,770) (2,770) Profits after tax 17,251 17,251 8,772 8,772 |
GROUP | COMPANY | ||
|---|---|---|---|---|
For reasons of comparison, the balance on 31.12.2014 of the third party cash balance in ATHEXClear bank account has been modified, in order to include the margins on 31.12.2014 for the cash market that were placed in commercial bank accounts. Thus, in the Statement of Financial Position of ATHEXClear and the Group on 31.12.2014, the abovementioned account showed a balance of €102,056 thousand (note 2.50), and in 9M 2015 this amount was modified in both Assets and Liabilities. As a result, the new amount on 31.12.2014 changed to €395,110 thousand.
The basic accounting principles adopted by the Group and the Company for drafting the attached financial statements do not differ from those used for the publication of the Six Month 2015 Financial Report, which has been audited by the certified auditors-accountants of the Group and is published on the internet at www.athexgroup.gr.
A major consideration of the Athens Exchange Group is the management of risk that arises from its business activities.
The Group, as the organizer of a capital market, has developed a comprehensive framework for managing the risks to which it is exposed, ensuring its sustainability and development, as well as contributing to the stability and security of the capital market.
Athens Exchange Clearing House (ATHEXClear) belongs to the Group; it operates as a central counterparty (CCP) in the clearing of cash and derivatives products, and as such is obliged to satisfy strict requirements concerning risk management.
In particular, the legal and regulatory framework which ATHEXClear is directly subject to and the Group indirectly with regards to their obligations to monitor and manage risk, includes the Regulation of Clearing of Transferable Securities Transactions in Book Entry Form, the Regulation on the Clearing of Transactions on Derivatives and Regulation (EU) 648/2012 of the European Parliament and Council of July 4th 2012 for OTC derivatives, central counterparties, and trade repositories, known as EMIR (European Market Infrastructure Regulation).
In light of these new regulatory requirements, the Group has drafted a comprehensive plan to improve risk management in order to continue to provide high quality services.
The excellent organization of the Group, the reliable operation of the capital market, the continuous investment in modern equipment and processes, the absence of loan liabilities, the recognition of its reliability by internationally recognized rating agencies, as we;; as the liquidity that it possesses, are the guarantee of its survival in the long term, with significant benefits for shareholders. The recent economic crisis gripping the country, and the imposition of capital controls, create significant problems in the operation of the Group; however it is estimated that, with the agreement of the Greek government as part of the EU and within the Euro system, any obstacles will be overcome and the country will return to growth, supported by the necessary structural changes that are gradually being legislated.
The risk strategy of the Group is aligned with its business strategy to provide the appropriate infrastructure for the reliable, safe and unhindered operation of the capital market. In accordance with the strategy of the Group, the risk tolerance level is defined, in order to satisfy market needs, reduce cost for participants, maximize the exploitation of business opportunities but also ensure market security and compliance with regulatory requirements.
In 2014 risk management was strengthened and restructured, especially for ATHEXClear, in order to be harmonized with the EMIR Regulation. In particular, beyond the specific measures for the smooth operation of the systems of the Group, each organizational unit of the Group is responsible to monitor and manage possible risks in such a way so as to react quickly and effectively if in case risk events arise.
In particular, as far as ATHEXClear is concerned, the risk management environment is shaped by the participation of the following units:
The services that the Group provides involved various types and levels of risk, and it is recognized that effective risk management consists of the following:
The Group ensures that it deals with all risks, internal or external, present or future, and especially those that have been recognized as being significant. It is recognized that each service offered by the Group can expose it to any combination of the risks mentioned below.
The usual risks to which, due to the nature of its activities, the Group is exposed to are:
Risk due to a lack or failure of internal procedures and systems, by human factor or external events, including legal risk.
Risk due to new competitors, drops in transaction activity, deterioration of the local and international economic conditions etc.
For a further analysis of the risk categories, please refer to the website of the Group, at www.athexgroup.gr
The EMIR (European Market Infrastructure Regulation) Regulation regulates matters concerning OTC derivatives, Central Counterparties and Trade Repositories. It is part of a wider range of regulatory initiatives at a European and international level (creation of European Supervisory authorities, CSDR, CRD IV, MIFID/MIFIR, CPSS/IOSCO Principles for FM/s).
The EMIR Regulation regulates uniform requirements for carrying out CCP activities (and interoperability), requirements for clearing and managing bilateral risk for OTC derivatives, obligation to report derivatives to Trade Repositories and uniform requirements for carrying out Trade Repository activities. The EMIR Regulation concerns Central Counterparties CCP, Clearing Members, Derivatives Contracts Counterparties (and nonfinancial whenever necessary), trade repositories and trade venues (where foreseen).
The main goals of EMIR are to:
As central counterparty in the derivatives market, ATHEXClear had to adjust to the requirements of the Regulation, i.e. to adjust its capital and organizational structure and to obtain again a license from the authority which is responsible for licensing and supervising the CCPs that operate in its area of supervision.
In order to receive the license from the Hellenic Capital Market Commission, ATHEXClear drafted – in cooperation with an external consultant – a dossier for licensing the company by the Hellenic Capital Market Commission in accordance with Regulation (EU) 648/2012 (EMIR), since it operates as a Central Counterparty (CCP) in the ATHEX derivatives market. The dossier included the clearing of the Romanian derivatives market in accordance with the agreement with that exchange (SIBEX).
The Hellenic Capital Market Commission granted a license to operate to ATHEXClear in its decision 1/704/22.1.2015 (see below).
At the same time a contract was signed with the Bank of Greece due to the capacity of ATHEXClear as direct participant over the internet to the TARGET2-GR express transfer of capital and settlement system in order to satisfy the requirements of the EMIR Regulation.
The BoD of ATHEXClear at its meeting 109/17.11.2014 approved the creation of a set of risk management policies and methodologies as a result of the clearing model changes in the derivatives market, the Regulation on the Clearing of Transactions on Derivatives (hereinafter Regulation), as well as due to the adjustments to the requirements of the EMIR Regulation.
Given the transition to the new model in the Derivatives market on December 1st 2014, ATHEXClear set the Derivatives System risk managements procedures in accordance with the Regulation (ATHEXClear decision 5).
Following the plans for the adjustment of ATHEXClear to the provisions of Regulation 648/2012 (EMIR) and having in mind the need to set up a standing advisory committee which will assist the Board of Directors in its function managing risk assumed by the Company in accordance with the rules of its operation by adopting the provisions of article 28 of Regulation (EU) 648/2012 and by the authorization of Regulation (EU) 153/2013 ΕΕΕ L 52/41/23.2.2013), the BoD decided to create the Risk Committee, define its purpose and responsibilities, its composition, the procedures for convocation and decision making, and the main obligations of its members, as of 1.12.2014 (date the Regulation on the Clearing of Transactions on Derivatives went into effect).
The Board of Directors of ATHEXClear, at meeting number 108/11.11.2014 approved the following investment policy for ATHEXClear:
The present policy concerns the investment of the following assets of ATHEXClear:
The core principles are:
The Board of Directors of the Hellenic Capital Market Commission decided (decision 1/704/22.1.2015) unanimously to:
The Regulation in question goes into effect starting on February 16th 2015, except for the provisions of subparagraph 4 of par. 2.1 of Part 2 of Section VII, which go into effect starting February 6th 2015.
The primary aim of the capital management of the Group is to maintain its high credit rating and healthy capital ratios, in order to support and expand the activities of the Group and maximize shareholder value.
There were no changes in the approach adopted by the Group concerning capital management in the current fiscal year.
The Group and the Company monitor the adequacy of their equity and its effective use, by using the net borrowing to equity index.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Suppliers and other commercial liabilities | 6,032 | 9,213 | 3,492 | 2,920 |
| Other long term liabilities | 111 | 111 | 50 | 50 |
| Other short term liabilities | 545 | 675 | 436 | 446 |
| Cash and cash equivalents | (132,508) | (151,551) | (87,253) | (96,057) |
| Net borrowing (a) | (125,820) | (141,552) | (83,275) | (92,641) |
| Shareholder equity (b) | 173,107 | 189,208 | 161,843 | 171,412 |
| Equity and net borrowing (a + b) | 47,287 | 47,656 | 78,568 | 78,771 |
| Borrowing leverage index (a/(a+b)) | (2.66) | (2.97) | (1.06) | (1.18) |
In accordance with the provisions of IFRS 8, the determination of operating segments is based on a "management approach." Based on this approach, the information that is disclosed for operating segments must be that which is based on internal organizational and managerial structures of the Group and the Company, and in the main accounts of the internal financial reports that are being provided to the chief operating decision makers.
An operating segment is defined as a group of assets and operations exploited in order to provide products and services, each of which has different risks and returns from other business sectors. For the Group, the main interest in financial information focuses on operating segments since the company's electronic systems – located at its headquarters - are at the disposal of investors irrespective of their physical location.
| Segment information on 30.09.2015 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| GROUP | Trading | Clearing Settlement | Data feed |
IT | Exchange services |
Depository services |
Clearinghouse services |
Other* | Total | ||||
| Revenue | 4,258 | 8,352 | 833 | 2,632 | 246 | 2,317 | 1,607 | 148 | 2,660 | 23,053 | |||
| Capital income | 240 | 470 | 47 | 148 | 14 | 130 | 90 | 8 | 150 | 1,297 | |||
| Expenses | (2,766) | (5,425) | (541) | (1,710) | (160) | (1,505) | (1,044) | (96) | (1,727) | (14,974) | |||
| Depreciation | (280) | (549) | (55) | (173) | (16) | (152) | (106) | (10) | (174) | (1,515) | |||
| Taxes | (426) | (837) | (83) | (264) | (25) | (232) | (161) | (15) | (266) | (2,309) | |||
| Profit after tax | 1,026 | 2,011 | 201 | 633 | 59 | 558 | 386 | 35 | 643 | 5,552 | |||
| Assets Cash and cash equivalents |
5,819 24,475 |
11,414 48,007 |
1,138 4,788 |
3,597 15,129 |
336 1,414 |
3,166 13,318 |
2,196 9,237 |
203 850 |
3,635 15,290 |
31,504 132,508 |
|||
| Other assets | 39,770 | 78,009 | 7,780 | 24,583 | 2,298 | 21,641 | 15,010 | 1,382 | 24,845 | 215,318 | |||
| Total assets | 70,064 | 137,430 | 13,706 | 43,309 | 4,048 | 38,125 | 26,443 | 2,435 | 43,770 | 379,330 | |||
| Total liabilities | 38,090 | 74,714 | 7,452 | 23,545 | 2,201 | 20,727 | 14,376 | 1,324 | 23,794 | 206,223 |
| Segment information on 30.09.2014 ** | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| GROUP | Trading | Clearing Settlement | Data feed |
IT | Exchange services |
Depository services |
Clearinghouse services |
Other* | Total | |||
| Revenue | 7,132 | 13,354 | 1,518 | 2,760 | 244 | 5,558 | 3,211 | 213 | 2,185 | 36,175 | ||
| Capital income | 586 | 1,097 | 125 | 227 | 20 | 457 | 264 | 18 | 178 | 2,973 | ||
| Expenses | (2,861) | (5,357) | (609) | (1,107) | (98) | (2,229) | (1,288) | (85) | (877) | (14,511) | ||
| Depreciation | (264) | (494) | (56) | (102) | (9) | (206) | (119) | (8) | (81) | (1,339) | ||
| Taxes | (1,192) | (2,232) | (254) | (461) | (41) | (929) | (537) | (36) | (365) | (6,047) | ||
| Profit after tax | 3,401 | 6,368 | 724 | 1,317 | 116 | 2,651 | 1,531 | 102 | 1,040 | 17,251 | ||
| Assets Cash and cash equivalents |
6,167 31,583 |
11,548 59,136 |
1,313 6,722 |
2,387 12,222 |
211 1,081 |
4,806 24,613 |
2,777 14,219 |
184 943 |
1,889 9,676 |
31,282 160,195 |
||
| Other assets | 4,500 | 8,425 | 958 | 1,741 | 154 | 3,507 | 2,026 | 134 | 1,379 | 22,824 | ||
| Total assets | 42,250 | 79,109 | 8,993 | 16,350 | 1,446 | 32,926 | 19,022 | 1,261 | 12,944 | 214,301 | ||
| Total liabilities | 5,604 | 10,493 | 1,193 | 2,169 | 192 | 4,367 | 2,523 | 167 | 1,717 | 28,425 |
The distribution of expenses was made based on fixed distribution percentages for each business sector.
* In revenue it includes: revenue from re-invoiced expenses, X-NET revenue from other services.
** These amounts differ from those in the published financial statements of 30.09.2014.
The Athens Exchange General Index (GI) closed on 30.09.2015 at 654.2 points, a drop of 20.8% from the 826.2 points on 31.12.2014 and a 38.4% drop from the 1,061.6 points on 30.9.2014. The average market capitalization of the Athens Exchange in Q3 2015 dropped by 20% (€9.3bn) to €38.4bn compared to the first half of 2015 (€47.7bn), while compared to Q3 2014 (€72.1bn) the drop is 88% (€33.7bn). Throughout the nine month period, the Athens Exchange General Index showed increased volatility, affected by the economic crisis in the country and the imposition of capital controls. As a result, the GI on 24.8.2015 dropped to 568.38 points, the lowest level for the past three years, with the average daily traded value amounting to €36,4 for the August-September 2015 period.
The deepening economic crisis in Greece, the recession and investor unease, in conjunction with the extension of capital controls are the main reasons behind the shortfall in revenue from exchange transactions. Capital controls are expected to remain in effect until at least the end of the year, when it is expected that the recapitalization of systemic banks will have been completed.
The total value of transactions (€13.5bn) dropped significantly by 45% compared to the nine month period in 2014 (€24.7bn). The average daily traded value was €84.2m vs. €132.6m in the nine month period last year, a drop of 36.5%; compared to the full year 2014 the drop is 34%.
In the derivatives market, despite the significant increase in contracts traded, the drop in prices in the nine month period resulted in a 17.9% drop in the revenue of the Group, to €2.4m. In particular, the average daily number of contracts (83.8 thousand) increased by 88% compared to 9M 2014 (44.7 thousand). The average revenue per contract in the derivatives market dropped by 51% (from €0.357 to €0.176) over the same period.
The Average Daily Traded Value in Q3 2015 was €36.4m, reduced by 63.7% compared to the 3rd quarter of 2014 (€100.2m), and down by 64.2% compared to the 1st half of 2015 (€101.8m). It should be noted that the data for the 3rd quarter are not comparable as there were no transactions in July due to the bank holiday and the closure of the Exchange for 25 working days (29.6 – 31.7), while in August and September, the capital controls and the continuing uncertainty also negatively affected trading activity. As a result, the turnover in Q3 2015 amounted to €4.5m compared to €9.4m in Q3 2014, reduced by 51.6%.
The total expenses of the Group in Q3 2015 amounted to €4.4m vs. €4.3m in the corresponding quarter last year, increased by 2% as a result of: a) the €141 thousand in compensation payments paid out in Q3 to 3 persons that departed; b) the €156 charge by UNAVISTA LEI DELEGATING REPORTING in Q3 2015 and c) the transfer to assets of €102 thousand in VAT from the procurement of the surveillance system from CINNOBER.
As a result of the above, the Group in Q3 has positive EBITDA (€58 thousand) and profits after tax (€122 thousand).
The non-deductible VAT and other taxes (property tax), that burden the cost of services, amounted to €1.1m vs. €644 thousand, increased by 64.9% compared to the corresponding period last year. The 9M 2015 figure, besides VAT, includes: €438 thousand in capital concentration tax from the Athens Exchange rights issue; €44 thousand in fees to the Hellenic Capital Market Commission (HCMC); as well as €102 thousand in fees to HCMC for the licensing of ATHEXClear.
Total revenue from trading in 9Μ 2015 amounted to €4.26m vs. €7.13m, in the corresponding period last year, a 40.3% reduction. Revenue is broken down in the table below:
9M 2015 INTERIM FINANCIAL STATEMENTS
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Shares | 3,524 | 6,237 | 3,524 | 6,237 |
| Derivatives | 731 | 893 | 731 | 893 |
| ETFs | 3 | 2 | 3 | 2 |
| Total | 4,258 | 7,132 | 4,258 | 7,132 |
Revenue from stock trading amounted to €3.5m vs. €6.2m in the corresponding period last year, decreased by 43.5%. This drop is due to the decrease in trading activity in the second and third quarters of 2015, due to the concern by investors about the deepening economic crisis in the country and the imposition of capital controls.
In 9Μ 2015 the total traded value in the cash market was €13.48bn compared to €24.66bn in the corresponding period last year, decreased by 45.3%. The average daily traded value amounted to €84.2m vs. €132.6m in 9M 2014, decreased by 36.5%.
The average daily volume in 9M 2015 was 176.5m shares vs. 91.0m shares in 9M 2014, a 94.0% increase.
In the derivatives market, revenue from trading amounted to €732 thousand vs. €893 thousand in 9Μ 2014, reduced by 18.0%. Even though the average daily number of contracts increased by 87.5% (83.8 thousand vs. 44.7 thousand in 9Μ 2014) the drop in revenue is due to the reduction in the average revenue per contract by 51% (€0.176 in 9Μ 2015 vs. €0.357 in 9Μ 2014).
Revenue from clearing amounted to €8.35 m. vs. €13.35 m. in the corresponding period last year, a 37.5% decrease, and is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Shares | 5,346 | 9,808 | 0 | 0 |
| Derivatives | 1,711 | 2,083 | 0 | 0 |
| ETFs | 3 | 4 | 0 | 0 |
| Transfers - Allocations | 476 | 578 | 0 | 0 |
| Trade notification instructions | 816 | 881 | 0 | 0 |
| Total | 8,352 | 13,354 | 0 | 0 |
Revenue from stock clearing, which consists of revenue from the organized market and the Common Platform, amounted to €5.3m, a 45.5% decrease.
In the derivatives market, revenue from clearing amounted to €1.7m vs. €2.1m in 9Μ 2014, reduced by 17.9%. Even though the average daily number of contracts increased by 87.5% (83.8 thousand vs. 44.7 thousand in 9Μ 2014) the drop in revenue is due to the reduction in the average revenue per contract by 51% (€0.176 in 9Μ 2015 vs. €0.357 in 9Μ 2014).
Revenue from transfers – allocations amounted to €476 thousand, decreased by 17.6% compared to 9Μ 2014.
Trade notification instructions amounted to €816 thousand, increased by 7.4%.
Revenue from settlement amounted to €833 thousand vs. €1.52 thousand in the corresponding period last year, a 45.1% reduction, and is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Off-exchange transfers OTC (1) | 810 | 1,504 | 0 | 0 |
| On-exchange transactions | 2 | 1 | 0 | 0 |
| Off-exchange transfers (2) | 21 | 13 | 0 | 0 |
| Total | 833 | 1,518 | 0 | 0 |
This category includes revenue from issuers for quarterly subscriptions and rights issues from ATHEX listed companies, as well as quarterly ATHEX member subscriptions in the cash and derivatives markets.
Revenue from this category in 9M 2015 amounted to €2.32m vs. €5.56m in the corresponding period last year, posting a 58.3% reduction.
It is analyzed in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Rights issues by listed companies (1) | 258 | 2,358 | 258 | 2,358 |
| Quarterly subscriptions by listed companies (2) | 1,608 | 2,056 | 1,608 | 2,056 |
| Member subscriptions (3) | 430 | 761 | 430 | 761 |
| IPO'S (4) | 0 | 358 | 0 | 358 |
| Other services (Issuers) | 21 | 23 | 21 | 23 |
| Total | 2,317 | 5,558 | 2,317 | 5,558 |
This category includes revenue from rights issues by listed companies, quarterly operator subscriptions as well as revenue from inheritances etc. Revenue for this category in 9M 2015 amounted to €1.61m vs. €3.21 m. in 9M 2014, a 50.0% reduction. Revenue is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Issuers (Rights issues - AXIA LINE) (1) | 561 | 1,484 | 0 | 0 |
| Bonds - Greek government securities | 20 | 39 | 0 | 0 |
| Investors | 82 | 110 | 0 | 0 |
| Operators (2) | 944 | 1,578 | 0 | 0 |
| Total | 1,607 | 3,211 | 0 | 0 |
Revenue in this category amounted to €148 thousand vs. €213 thousand in 9M 2014, decreased by 30.5% and is broken down in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Member subscriptions | 148 | 195 | 0 | 0 |
| Fee 0.125 on margin | 0 | 19 | 0 | 0 |
| Total | 148 | 213 | 0 | 0 |
This category in 9M 2014 included revenue of the 0.125% fee on margin on derivative products which is calculated on a daily basis, and the subscriptions of ATHEXClear members in the derivatives market. There is no corresponding revenue in 9M 2015.
Revenue from this category includes the rebroadcast of ATHEX and CSE market data, as well as revenue from the sale of statistical information. Revenue from this category which amounted to €2.63m vs. €2.76m in the corresponding period last year, posting a small 4.6% reduction, is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Revenue from Data Feed | 2,602 | 2,739 | 2,852 | 2,962 |
| Revenue from publication sales | 30 | 21 | 31 | 22 |
| Total | 2,632 | 2,760 | 2,883 | 2,984 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
Revenue from this category which amounted to €246 thousand vs €244 thousand 9Μ 2014, a 0.8% increase, and is broken down in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| DSS terminal use licenses (1) | 155 | 91 | 104 | 0 |
| Services to Members (2) | 90 | 153 | 90 | 120 |
| Total | 246 | 244 | 194 | 120 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
The expenses that were re-invoiced to clients in 9Μ 2015 amounted to €713 thousand decreased by 0.1% compared to the corresponding period last year.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| ATHEXNet | 412 | 484 | 412 | 484 |
| General Meeting Services to listed companies (SODALI) | 41 | 40 | 41 | 40 |
| Revenue from sponsorships-NY roadshow | 258 | 189 | 258 | 189 |
| Travel revenue | 2 | 1 | 2 | 1 |
| Total | 713 | 714 | 713 | 714 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
ATHEXnet revenue (€412 thousand) concerns the re-invoicing of expenses of the Group for the use of the ATHEX Exchange Transactions network to members. The corresponding expenses are shown in re-invoiced expenses (see note 2.35).
This category includes support services of other markets as well as new services provided by the Group that are not directly related with its core businesses, such as collocation services, which refer to the concession to use the installation and IT systems of the Group, as well as the provision of software services to third parties. New services are analyzed in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Revenue from X-NET/InBroker | 529 | 400 | 32 | 122 |
| Support of other markets (CSE, SIBEX) | 61 | 12 | 47 | 12 |
| Collocation Services | 320 | 242 | 234 | 22 |
| Market Suite | 108 | 100 | 81 | 100 |
| Hellenic Capital Market Commission | 121 | 98 | 121 | 98 |
| UNAVISTA LEI - EMIR TR | 177 | 169 | 0 | 0 |
| Total | 1,316 | 1,021 | 515 | 354 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
When reporting transactions, liable parties are recognized based on a Legal Entity Identifier (LEI) code, a unique code for each legal entity that is issued in accordance with the ISO17442 standard and supervised by the Regulatory Oversight Committee for the Global Entity Identifier System (LEIROC) that has been appointed by the Financial Stability Board.
Based on the above, and in order to assist our members, the Athens Exchange Group decided to offer these services to all market participants, in order to cover reporting obligations as well as the need to issue LEI codes.
For the needs of the abovementioned services, agreements have been signed with our members, as well as with a supplier. Revenue from this service in 9M 2015 amounted to €177 thousand.
ATHEX owns and provides the InBrokerPlus® system on a commercial basis to ATHEX members, as a comprehensive service of real time price watch, and order routing/management for end-users (OMS), for capital markets that are supported (ATHEX, CSE, and other foreign markets), as part of the operation of the XNET network by the Group.
The BoD of TSEC, a subsidiary of the Athens Exchange Group, decided on 23.12.2009 to enter into the commercial activity of distributing the InBroker/ InBrokerPlus services as a data vendor to ATHEX Members; this is accepted practice worldwide, and is followed by other European capital market Groups and maximizes the targeted aims and benefits. In 9M 2015 revenue from the InBrokerPlus® system amounted to €529 thousand, reduced by 32.6% compared to the corresponding period last year, and analyzed in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Revenue from X-NET | 86 | 96 | 32 | 0 |
| Revenue from Inbroker | 443 | 302 | 0 | 122 |
| Total | 529 | 399 | 32 | 122 |
Revenue from other services increased by 40.2%, amounting to €631 thousand, vs. €450 thousand in the corresponding period last year.
The breakdown of this category is shown in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Education (1) | 69 | 37 | 65 | 33 |
| Rents | 212 | 201 | 187 | 187 |
| Provision of support services | 0 | 0 | 80 | 0 |
| Guarantee forfeitures – penalties (2) | 186 | 204 | 0 | 0 |
| Other (3) | 164 | 8 | 66 | 7 |
| Total | 631 | 450 | 398 | 227 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
On the 19th of July 2012 the Athens and Cyprus Exchanges signed a new, revised 5 year contract, in order to support the operation of the CSE market through the ATHEX-CSE Common Platform.
The Common Platform project operated successfully this year as well, fulfilling its initial goals, having facilitated access and use of the markets at a reduced cost (through the development of a common infrastructure and processes), and serving in common the development plans of the two markets, while respecting the independence of the two exchanges. At the same time, the Members of the two exchanges that participate in the Common Platform significantly increased, both quantitatively and qualitatively, the services that they offer through their client networks, thus expanding their sources of revenue.
However, in the continuously changing exchange environment, new important challenges and requirements are taking shape, which the two Exchanges are being called upon to face, if possible in common, in order to further develop. Within this framework, following the renewal of their agreement, the Athens Exchange Group and the Cyprus Stock Exchange will strive to develop or expand their cooperation with new products, services and initiatives to investors in both markets.
Athens Exchange Clearing House S.A. (ATHEXClear) manages the Clearing Fund in order to protect the System from credit risk of the Clearing Members that arise from the clearing of transactions.
In the Clearing Fund Clearing Members contribute exclusively in cash. ATHEXClear monitors and calculates, on a daily basis as well as during the day, the risk that Clearing Members will renege on their obligations, and blocks the corresponding guarantees in cash and/or letters of guarantee. Based on the guarantees that have been blocked, the credit limits of the members are reevaluated on a daily basis; monitoring the limits takes place in real time during market hours. The minimum size of the Clearing Fund is recalculated at least every month, in accordance with the provisions of the Rulebook, so that its size is sufficient at a minimum to cover at any time the loss, under any extreme market conditions that may arise in case the Clearing Member in which the system has the greatest exposure is overdue.
The participation of each Clearing Member in the Clearing Fund is determined based on its Account in it. The Account consists of all of the contributions by the Clearing member that have been paid into the Fund in order to form it, and is increased by any revenue resulting from the management and investment of the assets of the Fund, as well as by the cost of managing risk and margins, as determined by ATHEXClear procedures. Revenues and expenses are distributed on a pro rata basis to each Clearing Member account in the Clearing Fund, in relation to the size of the Account balance.
Contributions in favor of the Clearing Fund must be paid in by the Clearing Members in full and in cash through the bank account that ATHEXClear maintains at the BoG (see investment policy note 5.5). Cash refunds to Accounts are paid by ATHEXClear to the bank account of the Clearing Member.
The minimum size of the Clearing Fund, is based on the value of transactions that each member carries out, and calculated as described in the decisions of the Hellenic Capital Market Commission and in Part 4, Section II of the ATHEXClear Regulation of Clearing of Transferable Securities Transactions in Book Entry Form as it applies. Each month, the difference between the new balance and the previous balance is paid in or refunded to each Member Account respectively by the Manager of the Clearing Fund.
In order to complete the adjustment to the EMIR Regulation, the necessary changes in the Regulation of Clearing of Transferable Securities Transactions in Book Entry Form were adopted and included in draft form in the licensing dossier that was submitted to the Hellenic Capital Market Commission.
The Hellenic Capital Market Commission, with decision number 1/704/22.1.2015, granted a license to operate a central counterparty system to ATHEXClear, in accordance with Regulation (EU) 648/2012 of the European Parliament.
At the same time a contract was signed with the Bank of Greece due to the capacity of ATHEXClear as direct participant over the internet to the TARGET2-GR express transfer of capital and settlement system in order to satisfy the requirements of the EMIR Regulation.
The new size of the Clearing Fund amounts to €9,475,875.00 and is in effect until 30.11.2015.
For reasons of comparison, the data of 31.12.2014 were modified in order to include the amounts that were placed in commercial accounts and concern margins received by the Clearing Fund for the Cash Market (see note 2.44).
The application of the new model in the cash market, in accordance with Regulation (EU) 648/12, concerning the Clearing Fund and Member margins went into effect on 16.02.2015. The amount is shown in both the assets and the liabilities in the Statement of Financial Position on 31.12.2014 and 30.09.2015 (see notes 2.44 & 2.50).
The BoD of ATHEXClear at meeting number 109/17.11.2014 approved the creation of a set of risk management policies and methodologies as a result of the clearing model changes in the derivatives market, the Regulation on the Clearing of Transactions on Derivatives, as well as due to the adjustments to the requirements of the EMIR Regulation.
Given the transition to the new model in the Derivatives market on December 1st 2014, ATHEXClear set the Derivatives System risk management procedures in accordance with the Regulation (ATHEXClear decision 5).
At the same time a contract was signed with the Bank of Greece due to the capacity of ATHEXClear as direct participant over the internet to the TARGET2-GR express transfer of capital and settlement system in order to satisfy the requirements of the EMIR Regulation.
In accordance with the new Regulation on the Clearing of Transactions on Derivatives and in particular Part 6 of Section II, a Clearing Fund for the Derivatives Market is set up; the size of the Fund for the time period from 01.11.2015 to 30.11.2015 its size is €7,175,610.00. Calculation takes place on a monthly basis.
Management of the Clearing Fund in the Derivatives Market does not differ from the Clearing Fund in the cash market (see above).
The operating results of the Group in 9M 2015 do not include the Hellenic Capital Market Commission (HCMC) fee, which amounted to €977 thousand compared to €1.658 thousand in the corresponding period last year. This fee is collected and turned over to the HCMC, within two months following the end of each six-month period.
The decrease resulted from a corresponding decrease in the revenue of the Group from the trading, clearing and settlement of trades on stocks and derivatives, on which it is calculated.
For the company, the HCMC fee in 9M 2015 amounted to €377 thousand compared to €662 thousand in the corresponding period last year.
Personnel remuneration and expenses in 9M 2015 amounted to €7.24m vs €7.23m in the corresponding period last year, posting a small 0.2% reduction.
Personnel remuneration and expenses for the Company in 9M 2015 amounted to €3.4m vs €3.2m in the corresponding period last year, posting a 5.1% increase, mainly due to compensation paid (€122 thousand) and insurance premiums (€40 thousand).
In accordance with the new accounting principle applied by the Group starting on 01.01.2013, the capitalization of expenses (CAPEX creation) that concern systems development in the Group has begun. The amount thus capitalized in 9M 2015 amounts to €588 thousand at the Group level (2014: €304 thousand), and has been transferred from personnel remuneration and expenses.
The change in the number of employees of the Group and the Company, as well as the breakdown in staff remuneration is shown in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Salaried staff | 230 | 234 | 98 | 99 |
| Total Personnel | 230 | 234 | 98 | 99 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Personnel remuneration | 5,215 | 5,266 | 2,439 | 2,341 |
| Social security contributions | 1,080 | 1,234 | 491 | 555 |
| Compensation due to personnel departure | 165 | 21 | 122 | 0 |
| Net change in the compensation provision(actuarial valuation) |
80 | 89 | 38 | 42 |
| Other benefits (insurance premiums etc.) | 699 | 615 | 344 | 304 |
| Total | 7,240 | 7,226 | 3,433 | 3,244 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
During the third quarter, compensation in the amount of €141 thousand was paid to three persons that departed.
Other benefits increased by 13.6% compared to the corresponding period last year due to an increase in expenses for education - €20 thousand; the Occupational Pension Fund - €25 thousand, and increase in insurance premiums - €25 thousand.
The reduction in social security contributions is due to the 1% reduction in the employer contribution rate due to [one of the state pension funds] IKA.
The ATHEX Group assigned the preparation of a study to an actuary in order to investigate and calculate the actuarial figures, based on the requirements of the International Accounting Standards (IAS 19), which require their recognition in the statement of financial position and the statement of comprehensive income. In the actuarial valuation, all financial and demographic parameters concerning the employees of the Group were taken into consideration.
It is the standard policy of the Athens Exchange Group to carry out the actuarial study at the end of the year, when the data is determined in order to calculate the actuarial obligation. Despite the fact that the economic conditions and the environment in Greece has deteriorated since the end of last year, and especially after the Bank holiday and the imposition of capital controls, it is estimated that the actuarial data is not significantly changed in order to require a new actuarial study in the middle of the year.
| Accounting Presentation in accordance with IAS 19 (amounts in €) |
Group | |
|---|---|---|
| 30.09.2015 | 30.09.2014 | |
| Present values liabilities not financed | 2,044,736 | 1,531,587 |
| Net obligation recognized on the Balance Sheet | 2,044,736 | 1,531,587 |
| Amounts recognized in the Profit & Loss Statement | ||
| Cost of current employment | 49,026 | 46,672 |
| Net Interest on the liability/asset | 31,089 | 42,410 |
| Regular expense in the Profit & Loss Statement | 80,115 | 89,082 |
| Change in the present value of the liability | ||
| Present value of the obligation at the beginning of the period | 1,964,621 | 1,442,505 |
| Cost of current employment | 49,026 | 46,672 |
| Interest expense | 31,089 | 42,410 |
| Present value of the liability at the end of the period | 2,044,736 | 1,531,587 |
| Adjustments | ||
| Changes in net liability recognized in the balance sheet | ||
| Net liability at the start of the year | 1,964,621 | 1,442,505 |
| Total expense recognized in the Profit & Loss Statement | 80,115 | 89,082 |
| Net Liability at the end of the year | 2,044,736 | 1,531,587 |
| Accounting Presentation in accordance with IAS 19 | Company | |
| (amounts in €) | 30.09.2015 | 30.09.2014 |
| Amounts recognized in the Balance Sheet | ||
| Present values liabilities not financed | 1,049,597 | 812,568 |
| Net obligation recognized on the Balance Sheet | 1,049,597 | 812,568 |
| Amounts recognized in the Profit & Loss Statement | ||
| Cost of current employment | 21,594 | 19,548 |
| Net Interest on the liability/asset | 16,014 | 22,649 |
| Regular expense in the Profit & Loss Statement | 37,608 | 42,197 |
| Total expense recognized in the Profit & Loss Statement | 37,608 | 42,197 |
| Change in the present value of the liability | ||
| Present value of the obligation at the beginning of the period | 1,011,989 | 770,371 |
| Cost of current employment | 21,594 | 19,548 |
| Interest expense | 16,014 | 22,649 |
| Present value of the liability at the end of the period | 1,049,597 | 812,568 |
| Adjustments | ||
| Changes in net liability recognized in the balance sheet | ||
| Net liability at the start of the year | 1,011,989 | 770,371 |
| Total expense recognized in the Profit & Loss Statement | 37,608 | 42,197 |
In 9M 2015 third party fees and expenses amounted to €386 thousand, vs €410 thousand decreased by 5.9% compared to the corresponding period last year. Third party fees and expenses include the remuneration of the
members of the BoDs of all the companies of the Group. The corresponding amount for the Company was €327 thousand (2014: €353 thousand).
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| BoD member remuneration | 43 | 34 | 35 | 29 |
| Attorney remuneration and expenses | 45 | 45 | 45 | 45 |
| Fees to auditors | 65 | 64 | 25 | 27 |
| Fees to consultants (1) | 91 | 132 | 81 | 119 |
| Fees to FTSE (ATHEX) | 138 | 129 | 138 | 128 |
| Other Fees | 0 | 1 | 0 | 0 |
| Fees to training consultants | 4 | 5 | 3 | 5 |
| Total | 386 | 410 | 327 | 353 |
(1) Concerns fees for actuarial study, translations, personnel selection, settling building code violation fines for the Acharnon St. The reduction is due to the €40 thousand fee paid to OLIVER WYMAN in 9M 2014 for services for "GREEK SME ACCESS TO RISK CAPITAL"; no such fee was booked in 9M 2015.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Fixed - mobile telephony - internet | 113 | 103 | 33 | 67 |
| Leased lines - ATHEXNet | 95 | 104 | 30 | 26 |
| PPC (Electricity) | 398 | 401 | 9 | 13 |
| EYDAP (water) | 5 | 5 | 0 | 0 |
| Total | 611 | 612 | 72 | 106 |
Expenses in this category include electricity, water, fixed line and mobile telephony and telecommunications networks, and amounted to €611 thousand vs €612 thousand in 2014, reduced by0.2%.
For the company these expenses amounted to €72 thousand in 9M 2015 compared to €106 thousand in 9M 2014 posting a 32.1% reduction.
Maintenance and IT support includes expenses for the maintenance of the Group's technical infrastructure and support for the IT systems (technical support for the electronic trading platforms, databases, Registry [DSS] etc.). Expenses in this category for the Group amounted to €875 thousand in 9M 2015 (2014: €918 thousand), reduced by 4.68% compared to the corresponding period last year, while for the company amounted to €590 thousand in 9M 2015 vs €738 thousand in 9M 2014.
The non-deductible Value Added Tax, and other taxes (Property Tax) that burden the cost of services amounted to €1.1m compared to €644 thousand, increased by 64.9% compared the corresponding period last year. In 9M 2015, besides VAT, other taxes include the amount of €438 thousand – capital concentration tax on the rights issue by the Athens Exchange; €44 thousand – Hellenic Competition Commission fees; as well as €102 thousand – fees to the HCMC as part of the ATHEXClear licensing process.
For the Company, these expenses amounted to €759 thousand in 9M 2015 vs. €352 thousand in 9M 2014.
In Q3 2014, VAT in the amount of €102 thousand concerning the procurement of the surveillance system was transferred to Assets.
This category includes expenses such as: building and equipment insurance premiums, security and cleaning services, maintenance and repairs et al.
Building and equipment management expenses in 9M 2015 amounted to €431 thousand, reduced by 13.5% compared to 9M 2014.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Cleaning and building security services | 272 | 270 | 73 | 75 |
| Building repair and maintenance - other equipment | 136 | 199 | 4 | 18 |
| Fuel and other generator materials | 9 | 10 | 0 | 0 |
| Communal expenses | 14 | 19 | 0 | 0 |
| Total | 431 | 498 | 77 | 93 |
Marketing and advertising expenses amounted to €118 thousand in 9M 2015 vs. €202 thousand, reduced by 41.6% compared to the corresponding period last year. For the Company, these expenses amounted to €102 thousand in 9M 2015 vs. €196 thousand in 9M 2014.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Promotion, reception and hosting expenses | 55 | 168 | 53 | 168 |
| Event expenses | 63 | 34 | 49 | 28 |
| Total | 118 | 202 | 102 | 196 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Subscriptions to professional organizations & contributions |
230 | 141 | 207 | 118 |
| Hellenic Capital Market Commission subscription | 19 | 16 | 19 | 16 |
| Total | 249 | 157 | 226 | 134 |
Subscriptions in professional organizations include participation in WFE and FESE, as well as ANNA, HMA (Hellenic Management Association), Reuters, Bloomberg, periodicals, newspapers etc.
Subscriptions to professional organizations increased by €89 thousand due to the receipt and payment, earlier than last year, of invoices from FESE and Bloomberg in the amount of €58 thousand and €38 thousand respectively.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Electronic equipment fire insurance | 12 | 13 | 12 | 13 |
| Means of transport insurance | 2 | 2 | 2 | 2 |
| Building fire insurance premiums | 18 | 22 | 4 | 6 |
| BoD member civil liability ins. Premiums (D&O, DFL & PI) | 275 | 318 | 275 | 318 |
| Total | 307 | 355 | 293 | 339 |
Members of the Board of Directors and executives of the Group have been insured against professional liability risk, employee fraud, BoD member and executive liability, legal liability and electronic fraud, with the premium in 9M 2015 amounting to €275 thousand, reduced compared to 2014 due to lower prices achieved by the Group in the renewal of contracts last year.
Operating expenses in 9M 2015 amounted to €300 thousand vs. €266 thousand in 9M 2014, increased by 12.8%, while for the company the expenses amounted to €407 thousand vs €299 thousand in the corresponding period last year.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Stationery | 5 | 3 | 5 | 2 |
| Consumables | 31 | 26 | 31 | 26 |
| Travel expenses | 117 | 77 | 87 | 48 |
| Postal expenses | 3 | 3 | 0 | 0 |
| Transportation expenses | 40 | 44 | 32 | 33 |
| Publication expenses | 0 | 6 | 0 | 2 |
| Storage fees | 9 | 13 | 6 | 7 |
| Operation support services | 0 | 0 | 77 | 0 |
| Automobile leases | 17 | 16 | 17 | 16 |
| DR site rent | 43 | 41 | 137 | 135 |
| Other expenses | 35 | 37 | 15 | 30 |
| Total | 300 | 266 | 407 | 299 |
Travel expenses concern participation in conferences abroad, as well as for educational purposes. Transportation expenses include the travel expenses of personnel for the DR Site.
Other expenses include legal fees €11 thousand, and previous fiscal year expenses €22 thousand.
In 9M 2015 fees amounting to €41 thousand for the Group and for the Company were paid to the Bank of Greece (BoG) for the cash settlement of trades in the cash and derivatives markets, in accordance with the contract signed between the BoG and the companies of the Group and ATHEXClear. The corresponding amount for 9M 2014 was €43 thousand for the Group and the Company.
On 24.2.2012, following the successful completion of the planned certification tests of the Athens Exchange ancillary system by Target 2 and the Bank of Greece, and the completion of the general tests on 23.2.2012 with the participation of all sides involved (ATHEX/ATHEXClear, settlement banks and operators), the relevant contract was signed with the Bank of Greece, for the provision of settlement services to ancillary systems (in accordance with the Rulebook of Operation of the Trans-European Automated Real-time Gross Settlement Express Transfer System Target2-GR) with a start date of 1.3.2012.
Other expenses in 9M 2015 amounted to €62 thousand vs. €60 thousand in the corresponding period last year, increased by 3.3% and concern fees to ascertain the eligibility of BoD members, fees and various expenses; for the Company these expenses amounted to €36 thousand in 9M 2015 vs. €40 thousand in 9M 2014.
Certain amounts in the previous fiscal year have been modified – see note 2.2.
The expenses on this category for 9M 2015 amounted to €738 thousand vs €651 thousand in the corresponding period last 9M 2014 .For the company these expenses amounted to €715 thousand vs €597 thousand in the corresponding period last year.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Leased Lines(ATHEXNet) | 408 | 348 | 389 | 325 |
| Sodali expenses (General Meetings) | 31 | 31 | 31 | 31 |
| VAT on re-invoiced expenses | 56 | 14 | 55 | 14 |
| Promotion, reception and hosting expenses (NY roadshow) |
241 | 258 | 238 | 227 |
| Other | 2 | 0 | 2 | 0 |
| Total | 738 | 651 | 715 | 597 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
The expenses on this category amounted to €883 thousand vs €606 thousand in the corresponding period last year, posting a 34.5% increase due to expenses for new IT services to third parties UNAVISTA FULL DELEGATED REPORTING (the corresponding revenues are shown in note 2.18). For the company these expenses amounted to €36thousand vs €118 thousand in the corresponding period last year. The breakdown of this category is shown in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| New services Expenses | 0 | 23 | 0 | 21 |
| Χ-ΝΕΤ Expenses | 380 | 348 | 22 | 1 |
| Expenses on IT Services to third parties | 503 | 235 | 15 | 96 |
| Total | 883 | 606 | 36 | 118 |
Certain amounts in the previous fiscal year have been modified – see note 2.2.
InBroker Plus expenses for X-NET (the corresponding revenue is described in note 2.17) concern data feed, which is purchased from foreign exchanges in order for the product to be more attractive to a greater range of clients and vendors. In particular, data feed is purchased from the London Stock Exchange, Euronext, Deutsche Börse et al, aiming to widen the investment horizon of investors.
Expenses on IT Services include expenses of UNAVISTA LEI service, posting an increase of €327 thousand (plus VAT) vs. €128 thousand in the corresponding period last year.
XNET expenses are analyzed in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Expenses concerning foreign securities | 55 | 52 | 20 | 1 |
| Inbroker Plus data feed expenses | 325 | 297 | 1 | 0 |
| Total | 380 | 348 | 22 | 1 |
This category includes the provisions that have been taken by the Group to safeguard it against risks. In particular a provision of €350 thousand (2014: €200 thousand) against bad debts and a provision of €300 thousand against other risks have been made. As a result non-recurring expenses amounted to €650 thousand vs €200 thousand in 2014.
For the company these expenses amounted to €300 thousand compared to €200 thousand in the corresponding period last year.
The book value of the buildings and equipment of the Group on 30.09.2015 is summarily presented in the following table:
| Analysis of the Assets of the Group per category in the Statement of Financial Position of 30.09.2015 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Own use | Real Estate investments |
|||||||||
| Athinon Ave. building |
Mayer building | |||||||||
| Plots of land | 10,000 | 1,800 | 11,800 | 2,100 | ||||||
| Construction | 10,082 | 165 | 10,247 | 2,241 | ||||||
| Means of transportation |
32 | 0 | 32 | 0 | ||||||
| Electronic systems | 341 | 0 | 341 | 0 | ||||||
| Communication & other equipment |
298 | 0 | 298 | 0 | ||||||
| Intangibles | 4,445 | 0 | 4,445 | 0 | ||||||
| Total | 25,198 | 1,965 | 27,163 | 4,341 |
The tangible and intangible assets of the Group on 30.09.2015 and 31.12.2014 are analyzed as follows:
| GROUP | TANGIBLE ASSETS & INTANGIBLE ASSETS | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Plots of Land |
Building and Construction |
Machinery & other equip. |
Means of Transportation |
Furniture fittings and equip. |
Intangible Assets |
Total | |||
| Acquisition and valuation on 31/12/2013 |
11,800 | 18,994 | 800 | 167 | 6,963 | 3,841 | 42,565 | ||
| Additions in 2014 | 0 | 0 | 0 | 0 | 89 | 2,100 | 2,189 | ||
| Acquisition and valuation on 31/12/2014 |
11,800 | 18,994 | 800 | 167 | 7,052 | 5,941 | 44,754 | ||
| Accumulated depreciation on 31/12/2013 |
0 | 7,432 | 800 | 105 | 6,067 | 1,678 | 16,082 | ||
| Addition of accumulated depreciation |
0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Depreciation in 2014 | 0 | 756 | 0 | 17 | 365 | 458 | 1,596 | ||
| Accumulated depreciation reduction in 2014 |
0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Accumulated depreciation on 31/12/2014 |
0 | 8,188 | 800 | 122 | 6,432 | 2,136 | 17,678 | ||
| Book value | |||||||||
| on 31/12/2013 | 11,800 | 11,562 | 0 | 62 | 896 | 2,163 | 26,483 | ||
| on 31/12/2014 | 11,800 | 10,806 | 0 | 45 | 620 | 3,805 | 27,076 |
| GROUP | TANGIBLE ASSETS & INTANGIBLE ASSETS | ||||||
|---|---|---|---|---|---|---|---|
| Plots of Land |
Building and Construction |
Machinery & other equip. |
Means of Transportation |
Furniture fittings and equip. |
Intangible Assets |
Total | |
| Acquisition and valuation on 31/12/2014 |
11,800 | 18,994 | 800 | 167 | 7,052 | 5,941 | 44,754 |
| Additions in 2015 | 0 | 7 | 0 | 0 | 255 | 1,187 | 1,449 |
| Reductions in 2015 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Acquisition and valuation on 30/09/2015 |
11,800 | 19,001 | 800 | 167 | 7,307 | 7,128 | 46,203 |
| Accumulated depreciation on 31/12/2014 Depreciation in 2015 |
0 0 |
8,188 566 |
800 0 |
122 13 |
6,432 236 |
2,136 547 |
17,678 1,362 |
| Accumulated depreciation reduction in 2015 |
0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Accumulated depreciation on 30/09/2015 |
0 | 8,754 | 800 | 135 | 6,668 | 2,683 | 19,040 |
| Book value | |||||||
| on 31/12/2014 | 11,800 | 10,813 | 0 | 45 | 620 | 3,805 | 27,076 |
| on 30/09/2015 | 11,800 | 10,247 | 0 | 32 | 639 | 4,445 | 27,163 |
The tangible and intangible assets of the Company on 30.09.2015 and 31.12.2014 are analyzed as follows:
| COMPANY | TANGIBLE ASSETS & INTANGIBLE ASSETS | ||||||
|---|---|---|---|---|---|---|---|
| Plots of Land |
Building and Construction |
Machinery & other equip. |
Means of Transportation |
Furniture fittings and equip. |
Intangible Assets |
Total | |
| Acquisition and valuation on 31/12/2013 |
0 | 0 | 103 | 156 | 5,067 | 2,267 | 7,593 |
| Additions in 2014 | 0 | 0 | 0 | 0 | 89 | 1,861 | 1,950 |
| Acquisition and valuation on 31/12/2014 |
0 | 0 | 103 | 156 | 5,156 | 4,128 | 9,543 |
| Accumulated depreciation on 31/12/2013 |
0 | 0 | 103 | 101 | 4,468 | 802 | 5,474 |
| Addition of accumulated depreciation |
0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciation in 2014 | 0 | 0 | 0 | 16 | 258 | 315 | 589 |
| Accumulated depreciation reduction in 2014 |
0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Accumulated depreciation on 31/12/2014 |
0 | 0 | 103 | 117 | 4,726 | 1,117 | 6,063 |
| Book value | |||||||
| on 31/12/2013 | 0 | 0 | 0 | 55 | 599 | 1,465 | 2,119 |
| on 31/12/2014 | 0 | 0 | 0 | 39 | 430 | 3,011 | 3,480 |
| COMPANY | TANGIBLE ASSETS & INTANGIBLE ASSETS | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Plots of Land |
Building and Construction |
Machinery & other equip. |
Means of Transportation |
Furniture fittings and equip. |
Intangible Assets |
Total | |||
| Acquisition and valuation on 31/12/2014 |
0 | 0 | 103 | 156 | 5,156 | 4,128 | 9,543 | ||
| Additions in 2015 | 0 | 0 | 0 | 0 | 173 | 882 | 1,055 | ||
| Reductions in 2015 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Acquisition and valuation on 30/09/2015 |
0 | 0 | 103 | 156 | 5,329 | 5,010 | 10,598 | ||
| Accumulated depreciation on 31/12/2014 Depreciation in 2015 |
0 0 |
0 0 |
103 0 |
117 12 |
4,726 156 |
1,117 422 |
6,063 590 |
||
| Accumulated depreciation reduction in 2015 |
0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Accumulated depreciation on 30/09/2015 |
0 | 0 | 103 | 129 | 4,882 | 1,539 | 6,653 | ||
| Book value | |||||||||
| on 31/12/2014 | 0 | 0 | 0 | 39 | 430 | 3,011 | 3,480 | ||
| on 30/09/2015 | 0 | 0 | 0 | 27 | 447 | 3,471 | 3,945 |
The management of the Athens Exchange Group estimates that there are no impairment indications on the owner occupied buildings of the Group, and as such no estimation of the value of the buildings by an independent estimator has been carried out.
The plots and buildings of the Group were valued in 2004 at the fair value, based on the assessment of an independent estimator (transformation to IFRS 1.1.2004). Their value was estimated as the average of the revenues and comparable items methods of valuation on the transition date. These fair values were the deemed cost of these particular real estate items.
The Mayer building is leased from 1.7.2013, with an annual lease of €249,600 (€20,800 per month) (see note 2.19).
On 30.09.2015 it was deemed that there were no impairment indications, and that the fair value is close to the value shown in the financial statements.
The book value of the investments in real estate for the Group and the Company on 30.09.2015 and 31.12.2014 is shown in the following table.
| GROUP-COMPANY | TANGIBLE ASSETS | ||||||
|---|---|---|---|---|---|---|---|
| Plots of Land | Buildings and Construction | Total | |||||
| Acquisition and valuation on 31/12/2013 |
2,100 | 5,188 | 7,288 | ||||
| Additions in 2014 | 0 | 0 | 0 | ||||
| Acquisition and valuation on 31/12/2014 |
2,100 | 5,188 | 7,288 | ||||
| Accumulated depreciation on 31/12/2013 |
0 | 2,590 | 2,590 | ||||
| Depreciation in 2014 | 0 | 204 | 204 | ||||
| Accumulated depreciation on 31/12/2014 |
0 | 2,794 | 2,794 |
| 2,100 | 2,598 | 4,698 |
|---|---|---|
| 2,100 | 2,394 | 4,494 |
| GROUP-COMPANY | Plots of Land | TANGIBLE ASSETS Buildings and Construction |
Total |
|---|---|---|---|
| Acquisition and valuation on 31/12/2014 |
2,100 | 5,188 | 7,288 |
| Additions in 2015 | 0 | 0 | 0 |
| Acquisition and valuation on 30/09/2015 |
2,100 | 5,188 | 7,288 |
| Accumulated depreciation on 31/12/2014 |
0 | 2,794 | 2,794 |
| Depreciation in 2015 | 0 | 153 | 153 |
| Accumulated depreciation on 30/09/2015 |
0 | 2,947 | 2,947 |
| Book value | |||
| on 31/12/2014 | 2,100 | 2,394 | 4,494 |
| on 30/09/2015 | 2,100 | 2,241 | 4,341 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Participation in ANNA | 1 | 1 | 1 | 1 |
| Participations in subsidiaries | 0 | 0 | 57,880 | 57,880 |
| Management committee reserve | 11 | 11 | 0 | 0 |
| Valuation from subsidiaries due to stock options | 0 | 0 | 228 | 228 |
| Rent guarantees (1) | 61 | 60 | 14 | 14 |
| Total | 73 | 72 | 58,123 | 58,123 |
(1) Starting May 2015 we lease space for the DR site, for which the relevant guarantee was paid.
The breakdown of the participations of the parent company in the subsidiaries of the Group on 30.09.2015 is shown below:
| Number of | Valuation | |||
|---|---|---|---|---|
| % of direct participation |
shares/total number of shares |
30.09.2015 | 31.12.2014 | |
| ATHEXCSD | ||||
| (former TSEC) | 100 | 802,600 / 802,600 | 32,380 | 32,380 |
| ATHEXClear | 100 | 8,500,000 / 8,500,000 | 25,500 | 25,500 |
| Total | 57,880 | 57,880 |
The General Meeting of ATHEXCSD shareholders (the parent Company of the Group is the sole shareholder) approved the distribution of dividend of €11.30 per share. As such, the parent Company received the amount of €9,069,380.
Despite the worsening of the business climate in Greece, and taking into consideration the latest positive developments (agreement within the EU and the Eurozone, legislating reforms by the Greek Parliament), it is estimated that this condition is temporary and that there are no indications of impairment of the participations of the Athens Exchange in its subsidiaries. The gradual restoration of the business environment will lift all existing restrictions that are hindering business activity.
All claims are short term and, therefore, no discounting is required on the date of the statement of financial position. The breakdown of clients and other receivables is shown in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Clients | 7,618 | 8,888 | 4,413 | 5,134 |
| Less: provisions for bad debts | (2,133) | (2,297) | (1,110) | (1,394) |
| Net commercial receivables | 5,485 | 6,591 | 3,303 | 3,740 |
| Other receivables | ||||
| Tax withheld on dividends for offsetting (1) | 4,721 | 4,721 | 4,421 | 4,421 |
| Tax (0.20%) (2) | 1,003 | 3,760 | 0 | 0 |
| HCMC fee claim | 453 | 453 | 453 | 453 |
| Taxes withheld on deposits | 224 | 604 | 172 | 504 |
| Accrued income (interest) | 53 | 154 | 44 | 119 |
| Letter of guarantee for NSRF (ESPA) seminars | 185 | 185 | 185 | 185 |
| Other withheld taxes | 19 | 33 | 1 | 12 |
| Prepaid non-accrued expenses | 26 | 196 | (45) | 133 |
| Prepayments and credits accounts | 1 | 0 | 0 | 0 |
| Other debtors (3) | 484 | 487 | 461 | 126 |
| Total | 7,169 | 10,593 | 5,692 | 5,953 |
| Income tax claim (4) | 4,528 | 1,677 | 1,990 | 808 |
| Provisions for bad debts | Group | Company |
|---|---|---|
| Balance on 31.12.2013 | 1,897 | 994 |
| Additional provisions in 2014 | 400 | 400 |
| Balance on 31.12.2014 | 2,297 | 1,394 |
| Bad debts write off 2015 | -514 | -284 |
| Additional provisions in 2015 | 350 | 0 |
| Balance on 30.09.2015 | 2,133 | 1,110 |
The provisions that have been taken cover part of the claims that the Group has on the Greek State, which are included in Receivables on 30.09.2015.
Trade and other receivables are classified in Level 2.
During 9M 2015, there were no transfers between Levels 1, 2, 3.
The financial assets available for sale that the Company possesses, are held for commercial purposes and as such have been classified as assets available for sale.
| BOND PORTOFOLIO 30.09.2015 (Amounts in euro) |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| ISIN | Bank | Issue date | Maturity date |
Purchase price |
Interest rate Total value | Valuation 31.12.2014 |
Valuation 30.09.2015 |
Valuation difference 30.09.2015 |
|
| XS0261785504 | Piraeus | 7/20/2006 | 7/20/2016 4,000,000.00 | 1.562% | 4,012,000.00 | 3,382,760.00 | 2,320,000.00 | (1,062,760.00) | |
| Other bank expenses income |
Total profit for the fiscal year | Valuation profit transfer to Other Comprehensive Balance to the results for the fiscal year |
0 (44,112.00) (1,106,872.00) (1,062,760.00) (44,112.00) |
||||||
| BOND PORTOFOLIO 31.12.2014 | |||||||||
| (Amounts in euro) | |||||||||
| ISIN | Bank | Issue date | Maturity date |
Purchase price |
Interest rate Total value | Valuation 31.12.2013 |
Valuation 31.12.2014 |
Valuation difference 31.12.2014 |
|
| XS0261785504 | Piraeus | 7/20/2006 | 7/20/2016 4,000,000.00 | 1.562% | 4,012,000.00 | 2,540,000.00 | 3,382,760.00 | 842,760.00 | |
| Other bank expenses income |
Total profit for the fiscal year | Valuation profit transfer to Other Comprehensive | (7,597.00) 835,163.00 842,760.00 |
The total valuation of the Piraeus bank bond (subordinated unsecured debt / junior LT2) that the Group and the Company possess on 31.12.2014 and 30.09.2015 amounted to €3,382,760 and €2,320,000 respectively. The resulting valuation loss of €1,063 thousand is booked in other comprehensive income.
Balance to the results for the fiscal year (7,597.00)
The Company accepted the offer to exchange the abovementioned Bank of Piraeus bond having a par value of €4m, with shares of an equal value at the rights issue of Piraeus Bank that will take place following the General Meeting of the bank which will take place in November. This will be reflected in the Statement of Financial Position of the Company and the Group on 31.12.2015.
In accordance to technical assessment the bond is classified at Level 1 and the value of the valuation derived from an active market.
During 9M 2015, there were no transfers between Levels 1, 2, 3.
The cash at hand and at bank of the Group are invested in short term interest bearing instruments in order to maximize the benefits for the companies of the Group, in accordance with the policy set by the Strategic Investments Committee of the Company. By placing its cash in short term interest bearing investments, the Group recorded revenue of €1.3m in 9M 2015 (2014: €3.0m); for the Company, the corresponding income was €1.0m (2014: €2.5m).
A significant portion (21.8%) of the cash of the Group is, due to the adjustment of ATHEXClear to the EMIR Regulation (note 2.5), kept at the Bank of Greece.
The Group was informed by the Bank of Greece (BoG) that, after 30.06.2015 deposits at the BoG will carry a negative interest rate of 0.1% for the time period 11.06.2014-09.09.2014, and negative 0.2% from 10.09.2014- 30.09.2015. In accordance with the BoG, the total amount due for the time period 11.06.2014-30.09.215 amounted to €38 thousand; this expense was booked in the results.
Expenses and bank commissions over the same period amounted to €44 thousand (2014: €5 thousand) for the Group and €5 thousand for the Company (30.09.2014: €4 thousand).
Total cash and cash equivalents of the Group and the Company include the amount of €829 thousand which concerns Member guarantees for X-NET.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Deposits at the Bank of Greece | 28,858 | 32,331 | 0 | 0 |
| Sight deposits in commercial banks | 31,448 | 845 | 30,599 | 490 |
| Time deposits < 3 months | 71,343 | 118,369 | 55,818 | 95,567 |
| Cash at hand | 30 | 6 | 7 | 0 |
| Members Guarantees in cash for Χ-ΝΕΤ (1) | 829 | 0 | 829 | 0 |
| Total | 132,508 | 151,551 | 87,253 | 96,057 |
The breakdown of the cash at hand and at bank of the Group is as follows:
(1) Includes member guarantees in cash for X-NET, effective 16.02.2015.
Due to the capital controls, the time deposits of the Group with commercial banks that expire are not renewed; as a result since July all deposits are in sight accounts.
Cash and cash equivalents are classified in Level 1.
During the 9M of 2015, there were no transfers between Levels 1, 2, 3.
This essentially is a memo account for the margins that ATHEXClear receives from its Members for the derivatives market and, starting on 16.02.2015, for the cash market. ATHEXClear manages Member margins, which in accordance with the investment policy for deposits, are placed with the BoG (see note 2.5).
The amount is shown both in the assets and the liabilities in the Statement of Financial Position on 30.09.2015 (see note 2.50). The amount on 31.12.2014 has been modified (see note 2.50).
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Clearing Fund collaterals – Cash Market | 13,751 | 57,059 | 0 | 0 |
| Additional Clearing Fund collaterals – Cash Market | 128,789 | 235,995 | 0 | 0 |
| Clearing Fund collaterals – Derivatives Market | 7,341 | 17,888 | 0 | 0 |
| Additional Clearing Fund collaterals – Derivatives Market |
42,229 | 84,168 | 0 | 0 |
| Third party balances | 192,111 | 395,110 | 0 | 0 |
The cash of ATHEXClear concern Clearing Member cash collaterals as well as the cash of the Clearing Fund, and in accordance with the investment policy of ATHEXClear, are kept by ATHEXClear in an account that it maintains as a direct participant in Target2 at the Bank of Greece.
For collaterals deposited, in accordance with ATHEXClear procedures, in banks in cash in foreign currency, ATHEXClear applies regulations that allow their conversion into Euro and keeping at the Bank of Greece, in accordance with the following specific provisions. In particular, the abovementioned bank having a standing order by ATHEXClear, exchanges the amount of the collaterals into Euro daily and then credits ATHEXClear's account in Target2. On the next working day, ATHEXClear transfers to an account in its own name at the bank,
the amount that was credited from the collateral currency exchange in Euro, in order for the bank to exchange the Euro collaterals in an amount in foreign currency equal to the amount originally deposited.
The implementation of the ATHEXClear investment policy begun immediately with the application of the new clearing model and risk management in the derivatives market on 1.12.2014. The amount of €192,111 thousand on 30.09.2015 and €395,110 thousand on 31.12.2014 shown above and in the Statement of Financial Position, concern exclusively Member collaterals in the cash and derivatives market respectively.
The application of the new model in the cash market in accordance with Regulation (EU) 648/2012 concerning the Clearing Fund and member guarantees for the cash market went into effect on 16.2.2015.
The deferred taxes accounts are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Deferred taxes | 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 |
| Deferred tax claims | 3,632 | 2,929 | 1,204 | 802 |
| Deferred tax liabilities | (4,019) | (3,603) | 0 | 0 |
| Total | (387) | (674) | 1,204 | 802 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Changes in deferred income tax | 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 |
| Starting balance | 2,929 | 1,808 | 802 | 21 |
| Effect on other comprehensive income | 703 | 1,121 | 402 | 781 |
| Amount from deferred tax claims | 3,632 | 2,929 | 1,204 | 802 |
| Starting balance | (3,603) | (3,603) | 0 | 0 |
| (Charge)/Credit to the results | (416) | 0 | 0 | 0 |
| Amount from deferred tax liabilities | (4,019) | (3,603) | 0 | 0 |
| Balance | (387) | (674) | 1,204 | 802 |
| Analysis of deferred tax table on 30.09.2015 | GROUP | COMPANY |
|---|---|---|
| Cost of current employment & interest expense | (82) | (41) |
| Deferred tax changes - Other temporary differences | 122 | (33) |
| 40 | (74) |
The other data concerns the tax corresponding to the valuation and sale of participations and securities.
The deferred income tax is calculated based on the temporary differences, which arise between the book value of the assets and the liabilities included in the financial statements, and the tax assessment of their value in accordance with the tax legislation.
The charge for deferred income tax (deferred tax liability) in the Statement of Comprehensive Income includes the temporary tax differences that arise mainly from the accounted revenue-profits which will be taxed at a future time. The credit for deferred tax (deferred tax claim) includes mainly the temporary tax differences that arise from specific provisions, which are tax deductible at the time they are formed. Debit and credit deferred tax balances are offset when there is a legally enforceable offset right, and the deferred tax claims and liabilities concern income taxes collected by the tax authorities.
The Annual General Meeting of shareholders on 20.05.2015 decided to increase the share capital of the Company by €43,796,937.21 with the capitalization of an equal amount from the "share premium" reserve, by increasing the par value of each share by €0.67, from €0.74 to €1.41.
The Repetitive General Meeting of shareholders of 3.6.2015 approved another share capital return to shareholders, with a corresponding reduction in the share par value. In particular it decided the return of capital in the amount of €7,190,541.93 or €0.11 per share for the 65,368,563 shares outstanding. Thus, the share capital of the Company amounts to €84,979,131.90, divided into 65,368,563 shares with a par value of €1.30 per share.
| Number of shares | Par value (€) | Share Capital (€) | Share Premium (€) | |
|---|---|---|---|---|
| 31.12.2006 | 70,271,463 | 1.75 | 122,975,060.25 | 91,874,226.91 |
| Reduction/ share capital return | - | -0.5 | (35,135,731.50) | - |
| 30.6.2007 | 70,271,463 | 1.25 | 87,839,328.75 | 91,874,226.91 |
| Stock Option | ||||
| 1st Program- 2nd Phase (Dec. 07) | 105,500 | 1.25 | 131,875.00 | 316,500.00 |
| TOTAL | 70,376,963 | 1.25 | 87,971,203.75 | 92,190,726.91 |
| Stock Option 2nd Program-1st | ||||
| Phase (Dec.07) | 108,600 | 1.25 | 135,750.00 | 2,088,378.00 |
| TOTAL 31.12.2007 | 70,485,563 | 1.25 | 88,106,953.75 | 94,279,104.91 |
| Cancellation of treasury stock | ||||
| (May 2009) | (5,117,000) | - | (6,396,250.00) | - |
| Reduction/ Return of share | ||||
| capital (June 2009) | - | -0.15 | (9,805,284.45) | - |
| TOTAL 31.12.2009 | 65,368,563 | 1.1 | 71,905,419.30 | 94,279,104.91 |
| Reduction/ Return of share | ||||
| capital (June 2010) | - | -0.13 | (8,497,913.19) | - |
| TOTAL 31.12.2010 | 65,368,563 | 0.97 | 63,407,506.11 | 94,279,104.91 |
| Reduction/ Return of share | ||||
| capital (May 2011) | - | (0.10) | (6,536,856.30) | 0 |
| TOTAL 31.12.2011 | 65,368,563 | 0.87 | 56,870,649.81 | 94,279,104.91 |
| Reduction/ Return of share | ||||
| capital (June 2012) | - | -0.08 | (5,229,485.04) | 0 |
| TOTAL 31.12.2012 | 65,368,563 | 0.79 | 51,641,164.77 | 94,279,104.91 |
| Reduction/ Return of share | ||||
| capital (June 2013) | - | -0.03 | (1,961,056.89) | 0 |
| Addition to share premium (due | ||||
| to the merger with ATHEX) | ||||
| (December 2013) | 0 | 0 | 0 | 54,553.56 |
| TOTAL 31.12.2013 | 65,368,563 | 0.76 | 49,680,107.88 | 94,333,685.47 |
| Reduction/ Return of share | ||||
| capital (June 2014) | - | (0.20) | (13,073,712.60) | 0 |
| Share capital increase / | ||||
| capitalization of untaxed reserves | ||||
| (December 2014) | - | 0 | 55,702,157.60 | 0 |
| Share capital increase / | ||||
| capitalization of share premium (December 2014) |
- | 1.62 | 50,379,637.11 | (50,379,637.11) |
| Reduction of share capital | ||||
| (December 2014) | - | (1.44) | (94,315,453.37) | 0 |
| TOTAL 31.12.2014 | 65,368,563 | 0.74 | 48,372,736.62 | 43,954,048.36 |
| Number of shares | Par value (€) | Share Capital (€) | Share Premium (€) | |
|---|---|---|---|---|
| Share capital increase / | ||||
| capitalization of share premium | ||||
| (June 2015) | - | 0.67 | 43,796,937.21 | (43,796,937.21) |
| Reduction of share capital | ||||
| (June 2015) | - | (0.11) | (7,190,541.93) | 0 |
| TOTAL 30.09.2015 | 65,368,563 | 1.30 | 84,979,131.90 | 157,111.15 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Regular Reserve (1) | 28,416 | 27,883 | 27,472 | 27,472 |
| Tax free and specially taxed reserves | 10,141 | 10,141 | 10,141 | 10,141 |
| Treasury stock reserve | 6,396 | 6,396 | 6,396 | 6,396 |
| Real estate revaluation reserves | 15,819 | 15,819 | 14,383 | 14,383 |
| Other | 635 | 635 | 179 | 179 |
| Special securities valuation reserve (2) | (1,396) | (661) | (1,396) | (661) |
| Reserve from stock option plan to employees | 1,385 | 1,385 | 1,336 | 1,336 |
| Total | 61,396 | 61,598 | 58,511 | 59,246 |
It concerns grants a) by the Ministry of Northern Greece in the amount of €61 thousand for the purchase of equipment in order for ATHEXCSD (former TSEC) to promote its activities in northern Greece; b) withholding on compensation (Law 103/75) in the amount of €50 thousand.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | ||
| Staff retirement obligation (2.22) | 2,045 | 1,965 | 1,050 | 1,012 | |
| Other provisions | 1,360 | 1,060 | 1,300 | 1,000 | |
| Total | 3,405 | 3,025 | 2,350 | 2,012 |
| GROUP | Balance on | Adjustment | Cost of | Interest | Employer | Redundanc | Actuarial | Actuarial | Other | Addition | Revenue | Balance on |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31.12.2014 | – Group | current | expense | paid | y / | loss / profit | loss / profit | revenue / | al | from | 30.09.2015 | |
| restructuring | employme | benefits | Settlement | – Economic | – | expense | provision | unused | ||||
| nt | / | assumptio | experience | in the | provisions | |||||||
| Terminatio | ns | during the | period | |||||||||
| n of | period | |||||||||||
| employme | ||||||||||||
| nt cost | ||||||||||||
| Staff retirement | ||||||||||||
| obligations | 1,965 | 0 | 50 | 30 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 2,045 |
| Provisions for | ||||||||||||
| other risk | 1,060 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 300 | 0 | 1,360 |
| Total | 3,025 | 0 | 50 | 30 | 0 | 0 | 0 | 0 | 0 | 300 | 0 | 3,405 |
| Staff retirement | Balance on | Adjustment | Cost of | Interest | Employer | Redundanc | Actuarial | Actuarial | Used | Addition | Revenue | Balance on |
| obligations | 31.12.2013 | – Group | current | expense | paid | y / | loss / profit | loss / profit | provision | al | from | 31.12.2014 |
| restructuring | employme | benefits | Settlement | – Economic | – | provision | unused | |||||
| nt | / | assumptio | experience | in the | provisions | |||||||
| Terminatio | ns | during the | period | |||||||||
| n of | period | |||||||||||
| employme | ||||||||||||
| nt cost | ||||||||||||
| Staff retirement | ||||||||||||
| obligations | 1,443 | 0 | 62 | 56 | (21) | 17 | 419 | (11) | 0 | 0 | 0 | 1,965 |
| Provisions for | ||||||||||||
| other risk | 813 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 609 | (362) | 1,060 |
| Total | 2,256 | 0 | 62 | 56 | (21) | 17 | 419 | (11) | 0 | 609 | (362) | 3,025 |
| COMPANY | Balance on 31.12.2014 |
Adjustment – Group restructuring |
Cost of current employme nt |
Interest expense |
Employer paid benefits |
Redundanc y / Settlement / Terminatio n of employme nt cost |
Actuarial loss / profit – Economic assumptio ns |
Actuarial loss / profit – experience during the period |
Other revenue / expense |
Addition al provision in the period |
Revenue from unused provisions |
Balance on 30.09.2015 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Staff retirement obligations Provisions for |
1,012 1,000 |
0 0 |
21 0 |
17 0 |
0 0 |
0 0 |
0 0 |
0 0 |
0 0 |
0 300 |
0 0 |
1,050 1,300 |
| other risk | ||||||||||||
| Total | 2,012 | 0 | 21 | 17 | 0 | 0 | 0 | 0 | 0 | 300 | 0 | 2,350 |
| COMPANY | Balance on 31.12.2013 |
Adjustment – Group restructuring |
Cost of current employme nt |
Interest expense |
Employer paid benefits |
Redundanc y / Settlement / Terminatio n of employme nt cost |
Actuarial loss / profit – Economic assumptio ns |
Actuarial loss / profit – experience during the period |
Used provision |
Addition al provision in the period |
Revenue from unused provisions |
Balance on 31.12.2014 |
| Staff retirement obligations |
770 | 0 | 26 | 30 | 0 | 0 | 182 | (3) | 7 | 0 | 0 | 1,012 |
| Provisions for other risk |
598 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 549 | (147) | 1,000 |
| Total | 1,368 | 0 | 26 | 30 | 0 | 0 | 182 | (3) | 7 | 549 | (147) | 2,012 |
All liabilities are short term and, therefore, no discounting on the date of the financial statements is required. The breakdown of suppliers and other liabilities are shown in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | |
| Suppliers | 1,996 | 2,254 | 1,399 | 1,560 |
| Hellenic Capital Market Commission Fee (1) | 119 | 936 | 43 | 374 |
| Tax on stock sales 0.20% (2) | 1,228 | 4,389 | 0 | 0 |
| Dividends payable (3) | 36 | 39 | 35 | 39 |
| Accrued third party services | 795 | 339 | 643 | 232 |
| Employee holiday payment provision | 439 | 456 | 206 | 127 |
| Share capital return to shareholders (3) | 73 | 107 | 73 | 107 |
| Tax on salaried services | 179 | 276 | 96 | 131 |
| Tax on external associates | 1 | 0 | 1 | 0 |
| Members Guarantees in cash for Χ-ΝΕΤ (4) | 829 | 0 | 829 | 0 |
| Prepaid no- accrued expenses | 45 | 0 | 18 | 0 |
| Other taxes | 148 | 184 | 99 | 164 |
| Various creditors | 144 | 233 | 50 | 186 |
| Total | 6,032 | 9,213 | 3,492 | 2,920 |
(1) The Hellenic Capital Market Commission fee (€119 thousand vs. €936 thousand in 2014) is calculated based on the value of the trades in the cash and derivatives market and is turned over to the Hellenic Capital Market Commission within two months following the end of each 6-month period. The amount in question concerns Q3 2015.
Trade and other payables are classified in Level 2.
During the 9M of 2015 there were no transfers among Levels 1, 2, 3.
It concerns effectively an information account for the collateral received by ATHEXClear for the Derivatives Market and, starting on 16.2.2015, the Cash market. ATHEXClear manages Member collaterals; in accordance with the investment policy, they are deposited at the BoG (see note 2.5).
The implementation of the ATHEXClear investment policy begun immediately with the application of the new clearing model and risk management in the derivatives market on 1.12.2014. The amount of €192,111 thousand on 30.09.2015 and €395,110 thousand on 31.12.2014 shown above and in the Statement of Financial Position, concern exclusively Member collaterals in the cash and derivatives market respectively.
The amount is shown both in the assets and liabilities in the Statement of Financial Position on 30.09.2015 (see note 2.44).
9M 2015 INTERIM FINANCIAL STATEMENTS
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2015 | 31.12.2014 | 30.09.2015 | 31.12.2014 | ||
| Clearing Fund collaterals – Cash Market * | 13,752 | 57,059 | 0 | 0 | |
| Additional Clearing Fund collaterals – Cash Market * | 128,789 | 235,995 | 0 | 0 | |
| Clearing Fund collaterals – Derivatives Market | 7,341 | 17,888 | 0 | 0 | |
| Additional Clearing Fund collaterals – Derivatives Market |
42,229 | 84,168 | 0 | 0 | |
| Third party balances in ATHEXClear Account | 192,111 | 395,110 | 0 | 0 |
* Cash market collateral received on 31.12.2014 was placed in commercial bank accounts.
For reasons of comparison, the data of 31.12.2014 were modified in order to include the amounts that were placed in commercial accounts and concern margins received by the Clearing Fund for the Cash Market. The comparison is provided in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31.12.2014 | 31.12.2014 | 31.12.2014 | 31.12.2014 | |
| Modified | Published | Modified | Published | |
| Clearing Fund collaterals – Cash Market* | 57,059 | 0 | 0 | 0 |
| Additional Clearing Fund collaterals – Cash Market * | 235,995 | 0 | 0 | 0 |
| Clearing Fund collaterals – Derivatives Market | 17,888 | 17,888 | 0 | 0 |
| Additional Clearing Fund collaterals – Derivatives | 84,168 | 84,168 | 0 | 0 |
| Market | ||||
| Third party balances | 395,110 | 102,056 | 0 | 0 |
The cash of ATHEXClear concern Clearing Member cash collaterals as well as the cash of the Clearing Fund, and in accordance with the investment policy of ATHEXClear, are kept by ATHEXClear in an account it maintains as a direct participant in Target2 at the Bank of Greece.
For collaterals deposited, in accordance with ATHEXClear procedures, in banks in cash in foreign currency, ATHEXClear applies regulations that allow their conversion into Euro and keeping at the Bank of Greece, in accordance with the following specific provisions. In particular, the abovementioned bank having a standing order by ATHEXClear, exchanges the amount of the collaterals into Euro daily and then credits ATHEXClear's account in Target2. On the next working day, ATHEXClear transfers to an account in its own name at the bank, the amount that was credited from the collateral currency exchange in Euro, in order for the bank to exchange the Euro collaterals in an amount in foreign currency equal to the amount originally deposited.
The application of the new model in the cash market in accordance with Regulation (EU) 648/2012 concerning the Clearing Fund and member guarantees for the cash market went into effect on 16.2.2015.
The management of the Group plans its policy in order to minimize its tax obligations, based on the incentives provided by tax legislation.
Nondeductible expenses mainly include provisions, various expenses as well as amounts which the company considers that they would not be justified as acceptable production expenses in a potential tax audit and which are readjusted by management when the income tax is calculated.
| Tax liabilities | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | ||
| Liabilities / (claims) 31.12 | 2,531 | 20,171 | (808) | 18,329 | |
| Income tax expense | 2,269 | 7,874 | 848 | 3,893 | |
| Effect of tax prepayment for next fiscal year | 0 | 0 | 0 | 0 | |
| Taxes paid | (9,328) | (25,514) | (2,030) | (23,030) | |
| Liabilities / (claims) | (4,528) | 2,531 | (1,990) | (808) |
The amount of €4,528 thousand shown as Group income tax claim breaks down as follows: ATHEXClear - €1,272 thousand; ATHEXCSD - €1,267 thousand; ATHEX (parent company) - €1,990 thousand. For the corresponding period last year, the tax claim amounted to €1,677 thousand and concerned: ATHEX - €808 thousand; ATHEXClear - €869 thousand. The tax liability was €2,531 thousand.
For the Company, the change in income tax liability was a credit balance (claim) and as such was transferred to assets in income tax claim (note 2.41).
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | ||
| Income Tax | 2,269 | 6,190 | 848 | 3,081 | |
| Deferred Tax (note 2.45) | 40 | (143) | (74) | (311) | |
| Income tax expense | 2,309 | 6,047 | 774 | 2,770 |
Reconciliation of the income tax with profits/losses before tax on the basis of the applicable ratios and the tax expense is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Income tax | 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 |
| Profits before taxes | 7,861 | 23,298 | 12,858 | 11,542 |
| Income tax rate | 29% | 26% | 29% | 26% |
| Expected income tax expense | 2,280 | 6,057 | 3,729 | 3,001 |
| Tax effect of non-taxable income | 0 | (10) | (2,955) | (231) |
| Tax effect of non-deductible expenses | 29 | 0 | 0 | 0 |
| Income tax expense | 2,309 | 6,047 | 774 | 2,770 |
Non-taxable income refers mainly to dividend income from subsidiaries, which is eliminated on a consolidated basis. Thus the tax rate calculated on the accounting profits increases, since the corresponding taxable profits are larger. Furthermore, the resulting effective tax rate on the consolidated profits is larger than the nominal tax rate in effect because – during the current fiscal year- there are intra-Group transactions.
The losses from the bank bonds have a different accounting treatment in IFRS compared to tax accounting, and are the main reason for the creation of deferred tax.
All of the above result in the sum (from the individual subsidiary companies) of the tax to be greater than that which would have been, had the nominal tax rate (29%) applied on consolidated profits, since it is the profits of each company separately that are subject to taxation, and not the consolidated profits.
All the companies of the Group have been audited up to and including fiscal year 2009, except Athens Exchange, for which fiscal years 2008 and 2009 remain unaudited. Fiscal year 2010 is unaudited for all companies of the Group.
The status of the tax audits for the companies of the Group, by fiscal year, is as follows:
| 2008 | 2009 | 2010 | 2011 | 2012 | 2013 | 2014 | |
|---|---|---|---|---|---|---|---|
| ATHEX 30.06.2014 | x | x | - | x | x | x | x |
| ATHENS EXCHANGE (ATHEX) |
- | - | - | x | x | x | x |
| ATHEXCSD (former TSEC) |
x | x | - | x | x | x | x |
| ATHEXClear | x | x | - | x | x | x | x |
(-) Tax audit has not begun
(x) Tax audit completed
ATHENS EXCHANGE (ATHEX): Fiscal year 2010 remains unaudited.
ATHEXCSD: Fiscal year 2010 remains unaudited.
ATHEX: Fiscal years 2008, 2009 and 2010 remain unaudited.
ATHEXClear: Fiscal year 2010 remains unaudited.
The tax audit of the companies of the Athens Exchange Group for fiscal year 2014, in accordance with article 65a of law 4174/2013 was completed and the relevant tax certificate was issued by the auditors without qualifications for all the companies of the Group.
Law 4334/2015 increases the corporate income tax rate from 26% to 29%, and the income tax prepayment from 80% to 100%. The Group used the 29% rate to calculate income tax for 9M 2015.
The value of transactions and the balances of the Group with associated parties are analyzed in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2015 | 30.09.2014 | 30.09.2015 | 30.09.2014 | |
| Remuneration of executives and members of the BoD | 1,068 | 1,060 | 722 | 518 |
The balances and the intra-Group transactions of the companies of the Group on 30.09.2015 are shown in the following tables:
| INTRA-GROUP BALANCES (in €) 30-09-2015 | ||||
|---|---|---|---|---|
| ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Claims | 0 | 16,806.96 | 16,399.59 |
| Liabilities | 0 | 32,078.23 | 0 | |
| ATHEXCSD | Claims | 32,078.23 | 0 | 832,154.86 |
| Liabilities | 16,806.96 | 0 | 1,600.00 | |
| ATHEXCLEAR | Claims | 0 | 1,600.00 | 0 |
| Liabilities | 16,399.59 | 832,154.86 | 0 |
| INTRA-GROUP BALANCES (in €) 31-12-2014 | ||||
|---|---|---|---|---|
| HELEX-ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Claims | 0 | 429,508.61 | 0 |
| Liabilities | 0 | 0 | 0 | |
| ATHEXCSD | Claims | 0 | 0 | 3,675,558.58 |
| Liabilities | 429,508.61 | 0 | 1,600.00 | |
| ATHEXCLEAR | Claims | 0 | 1,600.00 | 0 |
| Liabilities | 0 | 3,675,558.58 | 0 |
| INTRA-GROUP REVENUES-EXPENSES (in €) 30-09-2015 | ||||
|---|---|---|---|---|
| ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Revenue | 0 | 290,493.59 | 39,999.00 |
| Expenses | 0 | 207,861.09 | 0 | |
| Dividend Income | 9,069,380.00 | 0 | 0 | |
| ATHEXCSD | Revenue | 207,861.09 | 0 | 7,017,138.43 |
| Expenses | 290,493.59 | 0 | 0 | |
| ATHEXCLEAR | Revenue | 0 | 0 | 0 |
| Expenses | 39,999.00 | 7,017,138.43 | 0 |
| INTRA-GROUP REVENUES-EXPENSES (in €) 30-09-2014 | ||||
|---|---|---|---|---|
| ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Revenue | 0 | 347,681.10 | 0 |
| Expenses | 0 | 110,652.39 | 0 | |
| ATHEXCSD | Revenue | 110,652.39 | 0 | 11,101,620.21 |
| Expenses | 347,681.10 | 0 | 0 | |
| ATHEXCLEAR | Revenue | 0 | 0 | 0 |
| Expenses | 0 | 11,101,620.21 | 0 |
Intra-Group transactions concern: the annual fee for trade settlement (art. 1 decision 1 on fees), settlement instructions (art. 1 decision 1 on fees), support services (accounting, security, administrative services etc.), IT
services, as well as PC support services, which are invoiced at prices comparative to those between third parties.
The Hellenic Corporate Governance Council (HCGC) continued its successful course from 2014 into the first nine months of 2015, expanding its international network, participating in the BUSINESS EUROPE Committees, the European Corporate Governance Codes Network, as well as the International Finance Corporation - World Bank Group (IFC).
During the 4th meeting of the 15-member HCGC Council, which took place on February 20th, members of the work group tasked with drafting a Good Corporate Practices Code for non-listed companies presented the 1st draft of the Good Corporate Practices Code. The Council provided guidance in order to complete the first phase and move to the open consultation phase.
At the same time, the Athens Exchange continues to develop the internet platform for monitoring and evaluating the implementation of the Hellenic Corporate Governance Code.
The current members of the Boards of Directors of the companies of the ATHEX Group are listed in the following tables:
| HELLENIC EXCHANGES - ATHENS STOCK EXHANGE S.A. HOLDING | |||
|---|---|---|---|
| Name | Position | ||
| Iakovos Georganas | Chairman, non-executive member | ||
| Socrates Lazaridis | Vice Chairman & Chief Executive Officer | ||
| Alexandros Antonopoulos | Independent non-executive member | ||
| Konstantinos Vassiliou (*) | Non-executive member | ||
| Ioannis Emiris | Independent non-executive member | ||
| Dimitrios Karaiskakis | Executive member | ||
| Sofia Kounenaki – Efraimoglou | Independent non-executive member | ||
| Adamantini Lazari | Independent non-executive member | ||
| Nikolaos Milonas | Independent non-executive member | ||
| Alexios Pilavios | Non-executive member | ||
| Paula Hadjisotiriou | Non-executive member | ||
| Dionysios Christopoulos | Independent non-executive member | ||
| Nikolaos Chryssochoidis | Non-executive member |
(*) At the meeting on 16.02.2015 Mr. Konstantinos Vassiliou replaced Mr. Fokion Karavias as non-executive member.
| ATHENS EXCHANGE CLEARING HOUSE S.A (*) | ||
|---|---|---|
| Name | Position | |
| Alexios Pilavios (*) | Chairman, non-executive member | |
| Gikas Manalis | Vice Chairman, non-executive member | |
| Socrates Lazaridis | Chief Executive Officer | |
| Andreas Mitafidis | Independent non-executive member | |
| Nikolaos Pimplis | Non-executive member | |
| Charalambos Saxinis | Independent non-executive member | |
| Dionysios Christopoulos | Independent non-executive member |
(*) At the meeting on 26.01.2015 Mr. Alexios Pilavios replaced Mr. Iakovos Georganas as non-executive Chairman.
| HELLENIC CENTRAL SECURITIES DEPOSITORY S.A. | ||
|---|---|---|
| Name Position |
||
| Iakovos Georganas | Chairman, non-executive member | |
| Socrates Lazaridis | Vice Chairman & Chief Executive Officer | |
| Nikolaos Pimplis | Non-executive member | |
| Nikolas Porfyris | Executive member | |
| Dionysios Christopoulos | Non-executive member |
The members of the Boards of Directors of the companies of the Group which participate in the capital of other companies with a stake larger than 20% are listed in the following table:
| BoD Member of a Company of the ATHEX GROUP |
Company participating in | Relationship | Participation (%) |
|
|---|---|---|---|---|
| 1 | Sofia Kounenaki - Efraimoglou | Vek Holdings | Shareholder | 47.95 |
| 2 | Konstantinos Vassiliou | Kulta | Shareholder | 49 |
| 3 | Nikolaos Chryssochoides | N. Chryssochoides Brokers | Shareholder | 70 |
No business relationship, agreement, contract or transaction exists between the Company and companies in the equity and management of which members of the Board of Directors or/ and the main shareholders of the Company participate that are not part of their usual activity.
As part of IAS 24 "Related-Party Disclosures" it is declared that there are no relations, transactions, control or material influence of related parties that must be reported in application of paragraph 3 of IAS 24 in conjunction with the definitions of paragraph 5 of IAS 24.
The net after tax profit of the Group and the Company in 9M 2015 amounted to €5,552 thousand or €0.08 per share; if other comprehensive income is included, net after tax profit amounted to €4,817 thousand or €0.07 per share.
The BoD of the Athens Exchange decided to propose the distribution of €0.21 per share, i.e. a payout of €13,727,398.23, as dividend from the profits of fiscal year 2014, as well as the return of capital to shareholders of €0.11 per share. The proposals of the BoD for the distribution of dividend and the return of capital were approved by shareholders during the 14th Annual General meeting on 20.5.2015 and the 1st Repetitive GM on 3.6.2015 respectively.
The Group is involved in legal proceedings with employees, members of the Athens Exchange, listed companies as well as with third parties. The management of the Group and its legal counsel estimate that the outcome of these cases will not have a significant effect on the financial position or the results of the operation of the Group and the Company.
The imposition of capital controls and the bank holiday in July 2015, significantly affected the revenue and profitability of the Company. It is expected that this dysfunction will not last long, and the soon after the completion of the bank recapitalizations, any obstacles will be overcome and the country will gradually return to growth, supported by the necessary structural changes that are being legislated.
Law 4334/2015 increases the corporate income tax rate from 26% to 29%, and the income tax prepayment from 80% to 100%. The Group used the 29% rate to calculate income tax for 9M 2015.
The Company accepted the offer to exchange the Bank of Piraeus bond that it possesses with shares of an equal value at the rights issue of Piraeus Bank that will take place following the General Meeting of the bank which will take place in November. This will be reflected in the Statement of Financial Position of the Company and the Group on 31.12.2015.
There are no significant events in the results of the Group and the Company which has taken place or was completed after 30.09.2015, the date of the interim 9 month financial statements and up until the approval of the 9M 2015 financial statements by the Board of Directors of the Company on 23.11.2015.
Athens, November 23rd 2015
____________________________
THE CHAIRMAN OF THE BoD IAKOVOS GEORGANAS ____________________________
THE CHIEF EXECUTIVE OFFICER SOCRATES LAZARIDIS ____________________________
THE CHIEF FINANCIAL OFFICER VASILIS GOVARIS ____________________________
THE DIRECTOR OF FINANCIAL MANAGEMENT
CHRISTOS MAYOGLOU ____________________________
THE DEPUTY DIRECTOR OF FINANCIAL CONTROL, BUDGETING & INVESTOR RELATIONS
CHARALAMBOS ANTONATOS
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