Quarterly Report • Nov 29, 2016
Quarterly Report
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ATHENS EXCHANGE GROUP 110 Athinon Ave. 10442 Athens GREECE Tel:+30-210/3366800 Fax:+30-210/3366101
| 1. INTERIM SUMMARY 9M 2016 FINANCIAL STATEMENTS 4 | ||
|---|---|---|
| 1.1. | Interim Summary Nine Month Statement of Comprehensive Income5 | |
| 1.2. | Interim Summary Nine Month Statement of Financial Position 7 | |
| 1.3. | Interim Summary Nine Month Statement of Changes in Equity 8 | |
| 1.4. | Interim Summary Nine Month Cash Flow Statement10 | |
| 2. NOTES TO THE 9M 2016 INTERIM SUMMARY FINANCIAL STATEMENTS11 | ||
| 2.1. | General information about the Company and its subsidiaries12 | |
| 2.2. | Basis of preparation of the interim financial statements12 | |
| 2.3. | Basic Accounting Principles 12 | |
| 2.4. | Risk Management12 | |
| 2.5. | Adjustment of ATHEXClear to the EMIR Regulation13 | |
| 2.6. | Capital Management 14 | |
| 2.7. | Segment Information14 | |
| 2.8. | Capital Market and fiscal year results 15 | |
| 2.9. | Trading16 | |
| 2.10. | Clearing17 | |
| 2.11. | Settlement17 | |
| 2.12. | Exchange services18 | |
| 2.13. | Depository Services 18 | |
| 2.14. | Clearing House Services19 | |
| 2.15. | Market data 19 | |
| 2.16. | IT services20 | |
| 2.17. | Revenue from re-invoiced expenses 20 | |
| 2.18. | New Activities (Xnet, CSE-Sibex Common Platform, IT) 21 | |
| 2.19. | Other services21 | |
| 2.20. | Operation of the ATHEX-CSE Common Platform22 | |
| 2.21. | Management of the Clearing Fund22 | |
| 2.22. | Hellenic Capital Market Commission fee23 | |
| 2.23. | Personnel remuneration and expenses23 | |
| 2.24. | Third party fees & expenses25 | |
| 2.25. | Utilities26 | |
| 2.26. | Maintenance / IT Support26 | |
| 2.27. | Other taxes27 | |
| 2.28. | Building / equipment management 27 | |
| 2.29. | Marketing and advertising expenses27 | |
| 2.30. | Participation in organizations expenses28 | |
| 2.31. | Insurance premiums28 |
| 2.32. | Operating expenses28 | |
|---|---|---|
| 2.33. | BoG cash settlement29 | |
| 2.34. | Other expenses29 | |
| 2.35. | Re-invoiced expenses 29 | |
| 2.36. | Expenses for new activities 30 | |
| 2.37. | Provisions for bad debts30 | |
| 2.38. | Tangible assets for own use and intangible assets30 | |
| 2.39. | Real Estate Investments 34 | |
| 2.40. | Investments in subsidiaries and other long term claims35 | |
| 2.41. | Trade receivables, other receivables and prepayments35 | |
| 2.42. | Financial assets available for sale37 | |
| 2.43. | Cash and cash equivalents37 | |
| 2.44. | Third party balances in bank accounts of the Group38 | |
| 2.45. | Deferred Tax 38 | |
| 2.46. | Equity and reserves 39 | |
| 2.47. | Grants and other long term liabilities42 | |
| 2.48. | Provisions 42 | |
| 2.49. | Trade and other payables43 | |
| 2.50. | Third party balances in bank accounts of the Group44 | |
| 2.51. | Current income tax payable 44 | |
| 2.52. | Notifications of Associated parties47 | |
| 2.53. | Hellenic Corporate Governance Council (HCGC) 48 | |
| 2.54. | Composition of the BoDs of the companies of the Group 49 | |
| 2.55. | Profits per share and dividends payable 50 | |
| 2.56. | Contingent Liabilities50 | |
| 2.57. | Events after the date of the financial statements50 |
In accordance with the International Financial Reporting Standards
| GROUP Notes 01.01 01.01 01.07 01.07 01.01 01.01 01.07 01.07 30.09.2016 30.09.2015 30.09.2016 30.09.2015 30.09.2016 30.09.2015 30.09.2016 30.09.2015 Revenue Trading 2.9 3,485 4,258 756 512 3,485 4,258 756 513 Clearing 2.10 6,500 8,352 1,445 1,045 0 0 0 0 Settlement 2.11 927 833 258 139 0 0 0 0 Exchange services 2.12 2,357 2,317 816 592 2,357 2,317 816 592 Depository services 2.13 1,619 1,607 459 375 0 0 0 0 Clearinghouse services 2.14 155 148 36 37 0 0 0 0 Market Data 2.15 2,581 2,632 850 821 2,819 2,883 930 903 IT services 2.16 234 246 77 77 199 194 65 77 Revenue from re-invoiced expenses 2.17 655 713 228 248 655 713 228 248 New Services (XNET, CP CSE - Sibex, IT etc) 2.18 1,333 1,316 416 449 605 515 199 251 Other services 2.19 710 631 323 254 570 398 168 156 Total turnover 20,556 23,053 5,664 4,549 10,690 11,278 3,162 2,740 Hellenic Capital Market Commission fee 2.22 (839) (977) (191) (121) (317) (377) (67) (43) Total revenue 19,717 22,076 5,473 4,428 10,373 10,901 3,095 2,697 Expenses Personnel remuneration and expenses 2.23 7,068 7,240 2,509 2,555 3,458 3,433 1,252 1,239 Third party remuneration and expenses 2.24 389 386 110 138 283 327 82 113 Utilities 2.25 629 611 222 190 78 72 15 19 Maintenance / IT support 2.26 872 875 278 276 590 590 187 186 Other Taxes 2.27 837 1,062 379 118 508 759 172 38 Building / equipment management 2.28 395 431 112 117 80 77 27 25 Marketing and advertising expenses 2.29 140 118 38 33 131 102 36 23 Participation in organizations expenses 2.30 265 249 39 45 241 226 39 34 Insurance premiums 2.31 328 307 112 131 314 293 111 126 Operating expenses 2.32 261 300 79 88 374 407 121 127 BoG - cash settlement 2.33 45 41 15 14 0 0 0 0 Other expenses 2.34 92 62 27 13 47 36 21 11 Total operating expenses 11,321 11,682 3,920 3,718 6,104 6,322 2,063 1,941 Re-invoiced expenses 2.35 644 738 142 302 636 715 153 286 Expenses from new activities (XNET, CSE 2.36 726 883 185 351 52 36 19 3 SIBEX CP, IT) Provision for bad debts 2.37 0 350 0 0 0 0 0 0 Total operating expenses, including new 12,691 13,653 4,247 4,371 6,792 7,073 2,235 2,230 activities Earnings before Interest, Taxes, 7,026 8,423 1,226 57 3,581 3,828 860 467 Depreciation & Amortization(EBITDA) Depreciation 2.38 & (2,090) (1,515) (746) (551) (1,056) (743) (388) (276) 2.39 Earnings Before Interest and Taxes (EBIT) 4,936 6,908 480 (494) 2,525 3,085 472 191 Capital income 2.43 487 1,297 111 217 353 1,009 73 182 Dividend income 0 0 0 0 4,013 9,069 0 0 Provision to cover other risk 2.48 0 (300) 0 0 0 (300) 0 0 Loss / valuation of securities 2.42 (2,219) 0 (2,219) 0 (2,219) 0 (2,219) 0 Financial expenses 2.43 (85) (44) (30) (2) (3) (5) (1) (2) Earnings Before Tax (EBT) 3,119 7,861 (1,658) (279) 4,669 12,858 (1,675) 371 Income tax 2.51 (1,185) (2,309) 403 401 (226) (774) 576 287 Profits after tax 1,934 5,552 (1,255) 122 4,443 12,084 (1,099) 658 |
COMPANY | ||||||
|---|---|---|---|---|---|---|---|
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Notes | 01.01 | 01.01 | 01.07 | 01.07 | 01.01 | 01.01 | 01.07 | 01.07 | |
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Net profit after tax (A) | 1,934 | 5,552 | (1,255) | 122 | 4,443 | 12,084 | (1,099) | 658 | |
| Other comprehensive income/(losses) | |||||||||
| Items that may later be classified in the income statement: |
|||||||||
| Other comprehensive income transferred to results in the following fiscal years Available for sale financial assets |
0 | 0 | |||||||
| Valuation profits / (losses) during the period | 2.42 | 0 | (1,063) | 0 | 0 | 0 | (1,063) | 0 | 0 |
| Income tax included in other comprehensive income / (losses) |
0 | 308 | 0 | 0 | 0 | 308 | 0 | 0 | |
| 0 | 0 | 0 | 0 | 0 | (755) | 0 | 0 | ||
| Other comprehensive income not transferred to results in the following fiscal years Income tax effect |
0 | 20 | 0 | 0 | 0 | 20 | 0 | 0 | |
| Total other income / (loss) after taxes not transferred to other fiscal years (B) |
0 | (735) | 0 | 0 | 0 | (735) | 0 | 0 | |
| Total comprehensive income (A) + (B) | 1,934 | 4,817 | (1,255) | 122 | 4,443 | 11,349 | (1,099) | 658 |
Distributed to:
| Company shareholders | 1,934 | 4,817 |
|---|---|---|
| Profits after tax per share (basic & diluted; in €) |
0.03 | 0.07 |
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| Note | 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | ||
| ASSETS | ||||||
| Non-Current Assets | ||||||
| Tangible assets for own use | 2.38 | 22,967 | 23,122 | 981 | 413 | |
| Intangible assets | 2.38 | 5,435 | 5,209 | 4,185 | 4,168 | |
| Real Estate Investments | 2.39 | 3,047 | 3,200 | 3,047 | 3,200 | |
| Investments in subsidiaries & other long | 2.40 | 68 | 68 | 58,118 | 58,118 | |
| term receivables Deferred tax asset |
2.45 | 1,871 | 1,315 | 1,803 | 1,245 | |
| 33,388 | 32,914 | 68,134 | 67,144 | |||
| Current Assets | ||||||
| Trade receivables | 2.41 | 4,994 | 6,520 | 2,275 | 2,666 | |
| Other receivables | 2.41 | 8,168 | 12,931 | 6,371 | 5,758 | |
| Income tax receivable | 2.41& | 3,523 | 3,715 | 1,352 | 1,155 | |
| 2.51 | ||||||
| Financial assets available for sale | 2.42 | 1,791 | 3,716 | 1,791 | 3,716 | |
| Cash and cash equivalents | 2.43 | 103,730 | 137,235 | 58,336 | 89,174 | |
| Third party balances in Group bank account | 2.44 | 182,877 | 447,816 | 1,517 | 1,008 | |
| 305,083 | 611,933 | 71,642 | 103,477 | |||
| Total Assets | 338,471 | 644,847 | 139,776 | 170,621 | ||
| EQUITY & LIABILITIES | ||||||
| Equity & Reserves | ||||||
| Share capital | 2.46 | 70,598 | 84,979 | 70,598 | 84,979 | |
| Treasury stock | 2.46 | (14,571) | 0 | (14,571) | 0 | |
| Share premium | 2.46 | 157 | 157 | 157 | 157 | |
| Reserves | 2.46 | 69,408 | 62,584 | 66,248 | 59,699 | |
| Retained earnings | 18,962 | 30,180 | 10,617 | 19,051 | ||
| Total Equity | 144,554 | 177,900 | 133,049 | 163,886 | ||
| Non-current liabilities | ||||||
| Grants and other long term liabilities | 2.47 | 87 | 87 | 50 | 50 | |
| Provisions | 2.48 | 3,213 | 3,151 | 2,273 | 2,243 | |
| Deferred tax liability | 2.45 | 1,746 | 1,873 | 0 | 0 | |
| 5,046 | 5,111 | 2,323 | 2,293 | |||
| Current liabilities | ||||||
| Trade and other payables | 2.49 | 5,349 | 13,245 | 2,348 | 2,880 | |
| Third party balances in Group bank account | 2.50 | 182,877 | 447,816 | 1,517 | 1,008 | |
| Social Security | 645 | 775 | 539 | 554 | ||
| 188,871 | 461,836 | 4,404 | 4,442 | |||
| Total Liabilities | 193,917 | 466,947 | 6,727 | 6,735 | ||
| Total Equity & Liabilities | 338,471 | 644,847 | 139,776 | 170,621 |
| Share Capital |
Own Shares |
Share Premium |
Reserves | Retained Earnings |
Total Equity |
|
|---|---|---|---|---|---|---|
| Balance 01/01/2015 | 48,373 | 0 | 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 | 0 | (735) | 5,552 | 4,817 |
| Profit distribution to reserves | 533 | (533) | 0 | |||
| Share Premium increase (note 2.46) | 43,797 | (43,797) | 0 | 0 | 0 | |
| Return of share capital (note 2.46) | (7,191) | (7,191) | ||||
| Dividends paid | (13,727) | (13,727) | ||||
| Balance 30/09/2015 | 84,979 | 0 | 157 | 61,396 | 26,575 | 173,107 |
| Profit for the period | 3,486 | 3,486 | ||||
| Other comprehensive income after taxes | 526 | 119 | 645 | |||
| Total comprehensive income after taxes | 0 | 0 | 526 | 3,605 | 4,131 | |
| Bond derecognition | 662 | 662 | ||||
| Balance 31/12/2015 | 84,979 | 0 | 157 | 62,584 | 30,180 | 177,900 |
| Profit for the period | 1,934 | 1,934 | ||||
| Other comprehensive income after taxes | 0 | 0 | 0 | |||
| Total comprehensive income after taxes | 0 | 0 | 0 | 1,934 | 1,934 | |
| Profit distribution to reserves | 6,615 | (6,615) | 0 | |||
| Share buyback (2.46) | 0 | (14,571) | 0 | 0 | (14,571) | |
| Derecognition of Bank of Piraeus shares | 209 | 209 | ||||
| Share Premium increase (note 2.46) | 0 | |||||
| Return of share capital (note 2.46) | (14,381) | (14,381) | ||||
| Dividends paid (note 2.55) | (6,537) | (6,537) | ||||
| Balance 30/09/2016 | 70,598 | (14,571) | 157 | 69,408 | 18,962 | 144,554 |
| Share Capital |
Own Shares |
Share Premium |
Reserves | Retained Earnings |
Total Equity |
|
|---|---|---|---|---|---|---|
| Balance 01/01/2015 | 48,373 | 0 | 43,954 | 59,246 | 19,839 | 171,412 |
| Profit for the period | 12,084 | 12,084 | ||||
| Other comprehensive income after taxes | (735) | 0 | (735) | |||
| Total comprehensive income after taxes | 0 | 0 | (735) | 12,084 | 11,349 | |
| Share Premium increase (note 2.46) | 43,797 | (43,797) | 0 | 0 | ||
| Return of share capital (note 2.46) | (7,191) | (7,191) | ||||
| Dividends paid | (13,727) | (13,727) | ||||
| Balance 30/09/2015 | 84,979 | 0 | 157 | 58,511 | 18,196 | 161,843 |
| Profit for the period | 793 | 793 | ||||
| Other comprehensive income after taxes | 0 | 526 | 62 | 588 | ||
| Total comprehensive income after taxes | 0 | 0 | 526 | 855 | 1,381 | |
| Bond derecognition | 662 | 662 | ||||
| Balance 31/12/2015 | 84,979 | 0 | 157 | 59,699 | 19,051 | 163,886 |
| Profit for the period | 4,443 | 4,443 | ||||
| Other comprehensive income after taxes | 0 | 0 | ||||
| Total comprehensive income after taxes | 0 | 0 | 0 | 4,443 | 4,443 | |
| Profit distribution to reserves | 6,340 | (6,340) | 0 | |||
| Derecognition of Bank of Piraeus shares | 209 | 209 | ||||
| Share buyback (2.46) | (14,571) | (14,571) | ||||
| Return of share capital (note 2.46) | (14,381) | (14,381) | ||||
| Dividends paid (note 2.55) | (6,537) | (6,537) | ||||
| Balance 30/09/2016 | 70,598 | (14,571) | 157 | 66,248 | 10,617 | 133,049 |
| Group | Company | ||||
|---|---|---|---|---|---|
| Note s |
1.1- | 1.1- | 1.1- | 1.1- | |
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Cash flows from operating activities | |||||
| Profit before tax | 3,119 | 7,861 | 4,669 | 12,858 | |
| Plus / (minus) adjustments for | |||||
| Depreciation | 2.38 | 2,090 | 1,515 | 1,056 | 743 |
| Staff compensation provisions | 2.23 | 65 | 81 | 29 | 38 |
| Net provisions | 2.48 | 300 | 300 | ||
| Interest Income | 2.43 | (487) | (1,297) | (353) | (1,009) |
| Dividends received | (4,013) | (9,069) | |||
| Derecognition – Available for sale financial instruments |
2,219 | 2,219 | |||
| Interest and related expenses paid | 2.43 | 85 | 44 | 3 | 5 |
| Plus/ (minus) adjustments for changes in working capital accounts or concerning operating activities |
|||||
| Reduction/Increase in receivables | 6,289 | 4,434 | (222) | 746 | |
| Reduction/Increase in liabilities (except loans) | (8,158) | (3,311) | (673) | 562 | |
| Reduction/Total adjustments for changes in working capital |
5,222 | 9,627 | 2,715 | 5,174 | |
| Interest and related expenses paid | 2.43 | (85) | (44) | (3) | (5) |
| Staff compensation payments | 122 | 122 | |||
| Taxes paid | (1,759) | (8,015) | (1,066) | (2,537) | |
| Net inflows / outflows from operating activities (a) |
3,500 | 1,568 | 1,768 | 2,632 | |
| Investing activities | |||||
| Purchases of tangible and intangible assets | 2.38& 2.39 |
(2,003) | (1,449) | (1,483) | (1,055) |
| Interest received | 2.43 | 487 | 1,297 | 353 | 1,009 |
| Dividends received | 0 | 0 | 4,013 | 9,069 | |
| Total inflows / (outflows) from investing activities (b) |
(1,516) | (152) | 2,883 | 9,023 | |
| Financing activities | |||||
| Special dividend (share capital return) | 2.46 | (14,381) | (7,191) | (14,381) | (7,191) |
| Share buy back | 2.46 | (14,571) | 0 | (14,571) | 0 |
| Dividend payments | 2.55 | (6,537) | (13,268) | (6,537) | (13,268) |
| Total outflows from financing activities (c) | (35,489) | (20,459) | (35,489) | (20,459) | |
| Net increase/ (decrease) in cash and cash equivalents from the beginning of the period (a) + (b) + (c) |
(33,505) | (19,043) | (30,838) | (8,804) | |
| Cash and cash equivalents at start of the period |
2.43 | 137,235 | 151,551 | 89,174 | 96,057 |
| Cash and cash equivalents at end of the period |
2.43 | 103,730 | 132,508 | 58,336 | 87,253 |
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 nine month financial statements of the Group and the Company for 2016 have been approved by the Board of Directors on 28.11.2016. The financial statements have been published on the internet, at www.athexgroup.gr.
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 they go into effect.
The basic accounting principles adopted by the Group and the Company for the preparation of the attached financial statements do not differ from those used for the publication of the six month 2016 financial report which has been audited by the auditors of the Group and is posted 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 qualified 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 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 accordance with the EMIR regulation, in case of default a clearing house must use a default waterfall in order to cover the losses, by initially using the margin of the defaulting member, then the account of that same member in the Clearing Fund. ATHEXClear is obliged to use own resources, as determined in the calculation of total capital requirements, before it uses the contributions of non-defaulting members. In accordance with the calculation on 30.09.2016, total capital requirements amounted to €8m or 28.2% of the total capital maintained by ATHEXClear.
Capital requirements are comprised of the individual measurement of the capital requirements for the following risks (see 2.46):
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 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 | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Suppliers and other commercial liabilities | 5,349 | 13,245 | 2,348 | 2,880 |
| Other long term liabilities | 87 | 87 | 50 | 50 |
| Other short term liabilities | 645 | 775 | 540 | 554 |
| Less Cash and cash equivalents | (103,730) | (137,235) | (58,336) | (89,174) |
| Net borrowing (a) | (97,649) | (123,128) | (55,398) | (85,690) |
| Shareholder equity (b) | 144,554 | 177,900 | 133,049 | 163,886 |
| Equity and net borrowing (a + b) | 46,905 | 54,772 | 77,651 | 78,196 |
| Borrowing leverage index (a/(a+b)) | (2.08) | (2.25) | (0.71) | (1.10) |
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.
On September 30th 2016 the core activities of the Group broken down by business sector were as follows:
| GROUP | Segment information on 30.09.2016 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Trading Clearing Settlement | Data feed |
IT | Exchange services |
Depository services |
Clearinghouse services |
Other* | Total | |||||
| Revenue | 3,485 | 6,500 | 927 | 2,589 | 234 | 2,359 | 1,617 | 155 | 2,690 | 20,556 | ||
| Capital income | 83 | 154 | 22 | 61 | 6 | 56 | 38 | 4 | 63 | 487 | ||
| Expenses | (2,684) | (5,007) | (714) (1,994) | (180) | (1,817) | (1,246) | (119) (2,073) (15,834) | |||||
| Depreciation | (354) | (661) | (94) | (263) | (24) | (240) | (164) | (16) | (274) | (2,090) | ||
| Taxes | (201) | (375) | (53) | (149) | (13) | (136) | (93) | (9) | (156) | (1,185) | ||
| Profit after tax |
329 | 611 | 88 | 244 | 23 | 222 | 152 | 15 | 250 | 1,934 | ||
| Assets | 5,332 | 9,944 | 1,418 | 3,961 | 358 | 3,609 | 2,474 | 237 | 4,115 | 31,449 | ||
| Cash and cash equivalents |
17,586 | 32,800 | 4,678 | 13,065 | 1,181 | 11,904 | 8,160 | 782 | 13,574 | 103,730 | ||
| Other assets | 34,465 | 64,283 | 9,168 | 25,604 | 2,314 | 23,330 | 15,992 | 1,533 | 26,604 | 203,292 | ||
| Total assets | 57,383 107,027 | 15,264 42,630 | 3,853 | 38,843 | 26,626 | 2,552 44,293 338,471 | ||||||
| Total liabilities |
32,876 | 61,318 | 8,745 24,424 | 2,207 | 22,254 | 15,254 | 1,462 25,377 193,917 |
| GROUP | Segment information on 30.09.2015 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 | 149 | 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 | 642 | 5,552 | ||
| Assets | 5,819 | 11,414 | 1,138 | 3,597 | 336 | 3,166 | 2,196 | 202 | 3,636 | 31,504 | ||
| Cash and cash equivalents |
24,475 | 48,007 | 4,788 | 15,129 | 1,414 | 13,318 | 9,237 | 851 | 15,290 | 132,509 | ||
| Other assets | 39,770 | 78,009 | 7,780 | 24,583 | 2,298 | 21,641 | 15,010 | 1,382 | 24,844 | 215,317 | ||
| Total assets | 70,064 137,430 | 13,706 43,309 | 4,048 | 38,125 | 26,443 | 2,435 43,770 379,330 | ||||||
| Total liabilities |
38,091 | 74,714 | 7,452 23,545 | 2,201 | 20,727 | 14,376 | 1,324 23,794 206,224 |
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.
The Athens Exchange General Index closed on 30.09.2016 at 565.5 points, reduced by 14% from the 654.27points at the end 9M 2015. The average capitalization of the market was €40.8bn, reduced by 10.0% compared to 9M 2015 (€45.2bn).
The total value of transactions (€11.7bn) is 13% lower compared to 9M 2015 (€13.5bn), while the average daily value of transactions in 9M 2016 was €63m compared to €84.2m in 9M 2015, posting a 25.2% reduction.
It should be noted that the market remained closed for 25 working days in 2015 – the last 2 days of June and all of July – due to the bank holiday and the imposition of capital controls. Even though the Exchange opened on 3.8.2015, restrictions on share buying for Greek investors remained in effect until 9.12.2015.
In the derivatives market, the 36.9% drop in the average revenue per contract (9M 2016: €0.111, 9M 2015: €0.176), due to the drop in the prices in the underlying securities, was combined with the 25.1% reduction of the average daily volume in the first half 2016 (62.6 thousand contracts) compared to 9M 2015 (83.8 thousand contracts).
Turnover in 9M 2016 for the Athens Exchange Group amounted to €20.6m compared to €23.1m in 9M 2015, posting a 10.8% drop. 53% of the turnover of the Group is from fees on trading, clearing and settlement of transaction on the Athens Exchange.
At the EBITDA level, 9M 2016 was at €7.0m compared to €8.4m in the corresponding period last year, reduced by 16.6%.
The reduction in the bottom line is due to the 25.2% drop in the average daily traded value, to €63m vs. €84.2m last year.
The earnings before interest and taxes (EBIT) for 9M 2016 amounted to €4.9m vs. €6.9m in the corresponding period last year, reduced by 28.6%.
After deducting €1.185 thousand in income tax, the net after tax profits of the Athens Exchange Group amounted to €1.9m vs. €4.8m, reduced by 59.9%, corresponding to three cents (€0.03) per share against seven cents (€0.07) per share in the corresponding period last year, reduced by 57.1%.
It should be noted that the income tax rate used by the Group is 29%.
For the parent company Athens Exchange, turnover was €10.7m, reduced by 5.2% compared to the corresponding period last year, while net after tax profits amounted to €4.4m in 9M 2016 compared to €11.3m in 9M 2015, posting a 60.9% drop.
The main factors in the drop in profits were on the one hand the devaluation provision of €2.2m on the Bank of Piraeus shares, and on the other had the reduction by about €5.0m in the dividends received during 2016 from the subsidiary ATHEXCSD (€4.0m in 9M 2016 vs. €9.07m in 9M 2015).
Total revenue from trading in 9M 2016 amounted to €3.49m vs. €4.26m in the corresponding period last year, posting a 18.2% reduction. Revenue is broken down in the table below:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Shares | 3,097 | 3,524 | 3,097 | 3,524 | |
| Derivatives | 388 | 731 | 388 | 731 | |
| ETFs | 0 | 3 | 0 | 3 | |
| Total | 3,485 | 4,258 | 3,485 | 4,258 |
Revenue from stock trading amounted to €3.1m vs. €3.5m in the corresponding period last year, decreased by 12.1%. This drop is due to the decrease in trading activity in 9M 2016.
In 9M 2016 the total traded value in the cash market was €11.7bn compared to €13.5bn in 9M 2015, decreased by 13.0%. The average daily traded value in 9M 2016 was €63m vs. €84.2m in the corresponding period last year, decreased by 25.2% due to reduced number of trading days in 9M 2015 compared to 9M 2016 (161 days in 9M 2015 vs 186 in 9M 2016). The average daily traded volume was reduced by 41.5% (103.3m shares in 9M 2016 vs. 176.5m in 9M 2015).
In the derivatives market, revenue from trading amounted to €388 thousand compared to €731 thousand in 9M 2015, reduced by 46.9%, due to a 25.3% reduction in the average daily number of contracts (62.6 thousand vs. 83.8 thousand in 9M 2015), as well as due to a reduction in the average revenue per contract by 36.9% (to €0.111 in 9M 2016 vs €0.176 in 9M 2015).
Revenue from clearing amounted to €6.5m in 9M 2016 vs. €8.35 in 9M 2015, posting a 22.2% decrease, and is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Shares | 4,737 | 5,346 | 0 | 0 |
| Derivatives | 907 | 1,711 | 0 | 0 |
| ETFs | 1 | 3 | 0 | 0 |
| Transfers - Allocations (Special settlement instruction) |
283 | 476 | 0 | 0 |
| Trade notification instructions | 572 | 816 | 0 | 0 |
| Total | 6,500 | 8,352 | 0 | 0 |
Revenue from stock clearing, which consists of revenue from the organized market and the Common Platform, amounted to €4.7m, posting a 11.4% reduction compared to 9M 2015.
In 9M 2016 the total traded value in the cash market was €11.7bn compared to €13.5bn in 9M 2015, decreased by 13.0%. The average daily traded value in 9M 2016 was €63m vs. €84.2m in the corresponding period last year, decreased by 25.2% due to reduced number of trading days in 9M 2015 compared to 9M 2016 (161 days in 9M 2015 vs 186 in 9M 2016). The average daily traded volume was reduced by 41.5% (103.3m shares in 9M 2016 vs. 176.5m in 9M 2015).
In the derivatives market, revenue from clearing amounted to €907 thousand compared to €1.7m in 9M 2015, reduced by 47.0%, due to a 25.3% reduction in the average daily number of contracts (62.6 thousand vs. 83.8 thousand in 9M 2015), as well as due to a reduction in the average revenue per contract by 36.9% (to €0.111 in 9M 2016 from €0.176 in 9M 2015).
Revenue from transfers – allocations amounted to €283 thousand, decreased by 40.6% compared to 9M 2015, while trade notification instructions amounted to €572 thousand, decreased by 29.9%.
Revenue from settlement amounted to €927 thousand vs. €833 thousand in the corresponding period last year, posting a 11.3% reduction, and is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Off-exchange transfers OTC (1) | 895 | 808 | 0 | 0 |
| Off-exchange transfers (2) | 30 | 22 | 0 | 0 |
| Rectification trades | 2 | 3 | 0 | 0 |
| Total | 927 | 833 | 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 2016 amounted to €2.36m vs. €2.32m in the corresponding period last year, posting a 1.7% increase. It is analyzed in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Rights issues by listed companies (1) | 387 | 258 | 387 | 258 |
| Quarterly subscriptions by listed companies (2) | 1,494 | 1,608 | 1,494 | 1,608 |
| Member subscriptions (3) | 413 | 430 | 413 | 430 |
| IPO'S (4) | 18 | 0 | 18 | 0 |
| Subscriptions of ENA company advisors | 10 | 0 | 10 | 0 |
| Other services (Issuers) | 35 | 21 | 35 | 21 |
| Total | 2,357 | 2,317 | 2,357 | 2,317 |
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 2016 amounted to €1.62m vs. €1.61m in 9M 2015, posting a 0.7% increase. Revenue is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Issuers (Rights issues - AXIA LINE) (1) | 613 | 561 | 0 | 0 |
| Bonds - Greek government securities | 53 | 20 | 0 | 0 |
| Investors | 109 | 82 | 0 | 0 |
| IPO'S (2) | 42 | |||
| Operators (3) | 802 | 944 | 0 | 0 |
| Total | 1,619 | 1,607 | 0 | 0 |
Revenue in this category amounted to €155 thousand vs. €148 thousand in the corresponding period last year, posting a 4.7% increase and is broken down in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Member subscriptions | 155 | 148 | 0 | 0 |
| Total | 155 | 148 | 0 | 0 |
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 €2.59m vs. €2.63m in the corresponding period last year, posting a 1.9% reduction, and is broken down in the following table:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Revenue from Data Feed | 2,560 | 2,602 | 2,798 | 2,852 |
| Revenue from publication sales | 21 | 30 | 21 | 31 |
| Total | 2,581 | 2,632 | 2,819 | 2,883 |
Revenue from this category which amounted to €234 thousand vs. €246 thousand in the corresponding period last year, posting a 4.9% reduction, and is broken down in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| DSS terminal use licenses (1) | 129 | 155 | 94 | 104 |
| Services to Members (2) | 105 | 90 | 105 | 90 |
| Total | 234 | 246 | 199 | 194 |
The expenses that were re-invoiced to clients in 9M 2016 amounted to €655 thousand decreased by 8.1% compared to the corresponding period last year.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| ATHEXNet | 386 | 412 | 386 | 412 |
| General Meeting Services to listed companies (SODALI) |
66 | 41 | 66 | 41 |
| Revenue from sponsorships-NY roadshow | 203 | 258 | 203 | 258 |
| Travel revenue | 1 | 2 | 1 | 2 |
| Total | 655 | 713 | 655 | 713 |
ATHEXnet revenue of €386 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 | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Revenue from X-NET/InBroker | 468 | 529 | 24 | 32 |
| Support of other markets (CSE, SIBEX) | 58 | 61 | 53 | 47 |
| Co-location Services (2) | 577 | 320 | 492 | 234 |
| Market Suite | 90 | 108 | 36 | 81 |
| UNAVISTA LEI - EMIR TR (1) | 140 | 177 | 0 | 0 |
| Total | 1,333 | 1,316 | 605 | 515 |
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.
In 9M 2016 revenue from the InBrokerPlus® system amounted to €415 thousand, decreased by 6.3% compared to the corresponding period last year, and is analyzed in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Revenue from X-NET | 53 | 86 | 22 | 32 |
| Revenue from Inbroker | 415 | 443 | 2 | 0 |
| Total | 468 | 529 | 24 | 32 |
Revenue from other services increased by 12.5%, amounting to €710 thousand vs. €631 thousand in the corresponding period last year. The breakdown of this category is shown in the table below:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Education (1) | 79 | 69 | 78 | 65 |
| Rents (2) | 231 | 212 | 174 | 187 |
| Provision of support services | 0 | 0 | 80 | 80 |
| Guarantee forfeitures – penalties (3) | 15 | 186 | 0 | 0 |
| Other (4) | 385 | 164 | 238 | 66 |
| Total | 710 | 631 | 570 | 398 |
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 in 2016, 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.
2015 was a watershed year, in which the regional cooperation with the Cyprus Stock Exchange was strengthened, and another exchange – SIBEX – joined.
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 proceeds 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.
The new size of the Clearing Fund amounts to €11,273,387.00 and is in effect until 30.11.2016.
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.
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 01.11.2016 to 30.11.2016 is €7,357,244.00. 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 2016 do not include the Hellenic Capital Market Commission (HCMC) fee, which amounted to €839 thousand compared to €977 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 2016 amounted to €317 thousand compared to €377 thousand in the corresponding period last year.
Personnel remuneration and expenses in 9M 2016 amounted to €7.07m vs. €7.24m in the corresponding period last year, posting a reduction of 2.4%.
In accordance with the new accounting principle applied by the Group starting on 01.01.2013, expenses that concern systems development in the Group are capitalized (CAPEX creation). The amount thus capitalized in 9M 2016 amounts to €506 thousand at the Group level (2015: €588 thousand), while for the Company it amounts to €274 thousand and has been transferred from personnel remuneration and expenses (note 2.38).
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 | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Salaried staff | 226 | 230 | 98 | 98 |
| Total Personnel | 226 | 230 | 98 | 98 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Personnel remuneration | 5,035 | 5,215 | 2,410 | 2,438 |
| Social security contributions | 1,095 | 1,080 | 498 | 491 |
| Compensation due to personnel departure | 122 | 165 | 122 | 122 |
| Net change in the compensation provision(actuarial valuation) |
62 | 80 | 29 | 38 |
| Other benefits (insurance premiums etc.) | 754 | 700 | 399 | 344 |
| Total | 7,068 | 7,240 | 3,458 | 3,433 |
During 9M 2016 the amount of €62 thousand was paid in severance payments to departing staff.
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 (Revised 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 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.
The changes in the provision for the 9Μ 2016 are shown in detail in the following table:
| Accounting Presentation in accordance with IAS 19 (amounts in €) | Group | |
|---|---|---|
| 30.09.2016 | 30.09.2015 | |
| Amounts recognized in the Balance Sheet | ||
| Present values liabilities | 1,852,953 | 2,044,736 |
| Net obligation recognized on the Balance Sheet | 1,852,953 | 2,044,736 |
| Amounts recognized in the Profit & Loss Statement | ||
| Cost of current employment | 26,862 | 49,026 |
| Net Interest on the liability/asset | 35,454 | 31,089 |
| Regular expense in the Profit & Loss Statement | 62,316 | 80,115 |
| Cost of personnel reduction / mutual agreements/retirement | 0 | 0 |
| Total expense recognized in the Profit & Loss Statement | 62,316 | 80,115 |
| Change in the present value of the liability | ||
| Present value of the obligation at the beginning of the period | 1,790,637 | 1,964,621 |
| Cost of current employment | 26,862 | 49,026 |
| Interest expense | 35,454 | 31,089 |
| Present value of the liability at the end of the period (note 2.48) |
1,852,953 | 2,044,736 |
| Changes in net liability recognized in the balance sheet | ||
| Net liability at the start of the year | 1,790,637 | 1,964,621 |
| Total expense recognized in the Profit & Loss Statement | 62,316 | 80,115 |
| Net Liability at the end of the year(note 2.48) | 1,852,953 | 2,044,736 |
| Company | |
|---|---|
| 30.09.2016 | 30.09.2015 |
| 972,719 | 1,049,597 |
| 972,719 | 1,049,597 |
| 10,635 | 21,594 |
| 18,681 | 16,014 |
| 29,316 | 37,608 |
| 0 | 0 |
| 29,316 | 37,608 |
| 1,011,989 | |
| 10,635 | 21,594 |
| 18,681 | 16,014 |
| 972,719 | 1,049,597 |
| 943,403 | 1,011,989 |
| 29,316 | 37,608 |
| 972,719 | 1,049,597 |
| 943,403 |
The actuarial assumptions used in the actuarial study in accordance with IAS 19 are as follows:
| Actuarial assumptions | Valuation dates | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.06.2015 | ||||
| Discount rate | 2.64% | 2.11% | |||
| Increase in salaries (long term) | 1.75% | 1.75% | |||
| Inflation | 1.75% | 1.75% | |||
| Mortality table | E V K 2000 (Swiss table) | E V K 2000 (Swiss table) | |||
| Personnel turnover | 0.50% | 0.50% | |||
| Based on the rules of the | Based on the rules of the Social | ||||
| Social security fund in | security fund in which each | ||||
| Regular retirement age | which each employee | employee belongs | |||
| belongs |
In order to determine the discount rate, in accordance with IAS 19, data from iBoxx AA-rated bond indices, published by the International Index Company, is used.
In 9M 2016 third party fees and expenses amounted to €389 thousand vs €386 thousand increased by 0,8% 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 €283 thousand (2015: €327 thousand).
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| BoD member remuneration | 36 | 43 | 29 | 35 |
| Attorney remuneration and expenses | 45 | 45 | 45 | 45 |
| Fees to auditors (2) | 66 | 65 | 26 | 25 |
| Fees to consultants (1) | 117 | 91 | 58 | 81 |
| Fees to FTSE (ATHEX) | 118 | 138 | 118 | 138 |
| Total | 389 | 386 | 283 | 327 |
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Fixed - mobile telephony - internet | 117 | 113 | 35 | 32 | |
| Leased lines - ATHEXNet | 106 | 95 | 33 | 31 | |
| PPC (Electricity) | 401 | 398 | 10 | 9 | |
| EYDAP (water) | 5 | 5 | 0 | 0 | |
| Total | 629 | 611 | 78 | 72 |
Expenses in this category include electricity, water, fixed line and mobile telephony and telecommunications networks, and amounted to €629 thousand in 9M 2016 vs. €611 thousand in the corresponding period last year, increased by 2.9%. The increase is due to the booking of an invoice of €24 thousand for ATHEXNet in Q4 2015 rather than 9M 2015.
For the company these expenses amounted to €78 thousand in 9M 2016 compared to €72 thousand in 9M 2015, posting a 8.3% increase.
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.), and are contractual obligations.
Expenses in this category for the Group amounted to €872 thousand in 9M 2016 (2015: €875 thousand), decreased by 0.3% compared to the corresponding period last year, while for the company €590 thousand in 9M 2016, remaining stable compared to the corresponding period last year.
Non-deductible Value Added Tax, and other taxes (Property Tax) that burden the cost of services amounted to €837 thousand compared to €1.06m thousand in 9M 2015. In 9M 2015 other taxes included €438 thousand concentration tax. In 9M 2016 other taxes was burdened on the one hand with the increase in the VAT rate from 23 to 24% starting on 1.4.2016, and on the other hand with the payment of €141 thousand for the Group and €33 thousand for the Company in property tax (ENFIA), whereas in 2015 this tax was paid in October.
For the Company, other taxes amounted to €508 thousand vs. €759 thousand in the corresponding period last year.
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 2016 amounted to €395 thousand, reduced by 8.4% compared to the corresponding period last year.
For the Company, building and equipment management expenses amounted to €80 thousand in 9M 2016 compared to €77 thousand in 9M 2015.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Cleaning and building security services | 267 | 272 | 74 | 73 |
| Building repair and maintenance - other equipment |
112 | 136 | 6 | 4 |
| Fuel and other generator materials | 7 | 9 | 0 | 0 |
| Communal expenses | 9 | 14 | 0 | 0 |
| Total | 395 | 431 | 80 | 77 |
Marketing and advertising expenses amounted to €140 thousand in 9M 2016 vs. €118 thousand, increased by 18.6% compared to the corresponding period last year. For the Company, these expenses amounted to €131 thousand in 9M 2016 vs. €102 thousand in 9M 2015.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Promotion, reception and hosting expenses | 97 | 55 | 95 | 53 | |
| Event expenses | 43 | 63 | 36 | 49 | |
| Total | 140 | 118 | 131 | 102 |
The increase in promotion expenses is due the frequent promotional events organized by ATHEX during the 9M 2016.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Subscriptions to professional organizations & contributions |
251 | 230 | 227 | 207 | |
| Hellenic Capital Market Commission subscription | 14 | 19 | 14 | 19 | |
| Total | 265 | 249 | 241 | 226 |
Subscriptions in professional organizations include participation in WFE and FESE, as well as SIIA, EACH, Reuters, Bloomberg, magazines, newspapers etc. The difference compared to the corresponding period last year is due to the booking of Gartner subscription amounting to €18 thousand in 9M 2016, while in 2015 the subscription was booked only in the last month of the year (€2 thousand), as the subscription began in December 2015.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Electronic equipment fire insurance | 16 | 12 | 16 | 12 | |
| Building fire insurance premiums | 18 | 18 | 4 | 4 | |
| BoD member civil liability ins. Premiums (D&O, DFL & PI) |
290 | 275 | 290 | 275 | |
| Total | 328 | 307 | 314 | 293 |
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 2016 amounting to €290 thousand, increased by €15 thousand compared to 2015 when in the 9M the premium for eight months was booked, with the ninth month having been booked in Q4.
Operating expenses in 9M 2016 amounted to €261 thousand vs. €300 thousand in the corresponding period last year, reduced by 13.0%, while for the company the expenses amounted to €374 thousand vs. €407 thousand in the corresponding period in 2015.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Stationery | 5 | 5 | 4 | 5 |
| Consumables | 30 | 31 | 30 | 31 |
| Travel expenses | 106 | 117 | 68 | 87 |
| Postal expenses | 2 | 3 | 0 | 0 |
| Transportation expenses | 38 | 40 | 30 | 32 |
| Storage fees | 10 | 9 | 7 | 6 |
| Operation support services | 0 | 0 | 77 | 77 |
| Automobile leases | 17 | 17 | 17 | 17 |
| Rent expenses | 45 | 43 | 140 | 137 |
| Other expenses | 8 | 35 | 1 | 15 |
| Total | 261 | 300 | 374 | 407 |
Travel expenses concern participation in conferences abroad, as well as for educational purposes.
In 9M 2016 fees amounting to €45 thousand for the Group 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 ATHEX, ATHEXClear and ATHEXCSD. The corresponding amount for the 9M 2015 was €41 thousand.
Other expenses in 9M 2016 amounted to €92 thousand vs. €62 thousand in the corresponding period last year, increased by 48.4% and concern pension plan administration expenses, fees to ascertain the eligibility of BoD members, various fees and expenses.
The difference is due to the €25 thousand pension plan administration expenses which had been booked in the fourth quarter last year. For the Company other expenses amounted to €47 thousand in 9M vs €36 thousand in the corresponding period last year.
The expenses on this category in 9M 2016 amounted to €644 thousand vs €738 thousand in the corresponding period last year, reduced by 12.7%, while for the company these expenses amounted to €636 thousand vs. €715 thousand in the corresponding period last year.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | |
| Leased Lines(ATHEXNet) | 342 | 408 | 337 | 389 |
| Sodali expenses (General Meetings) | 50 | 31 | 50 | 31 |
| VAT on re-invoiced expenses | 88 | 56 | 88 | 55 |
| Promotion, reception and hosting expenses (NY roadshow) |
163 | 241 | 160 | 238 |
| Other | 1 | 2 | 1 | 2 |
| Total | 644 | 738 | 636 | 715 |
The expenses on this category for the Group amounted to €726 thousand vs €883 thousand in the corresponding period last year; for the company these expenses amounted to €52 thousand vs. €36 thousand in 9M 2015. The breakdown of this category is shown in the table below:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| New services Expenses | 3 | 0 | 3 | 0 | |
| Χ-ΝΕΤ Expenses | 420 | 380 | 40 | 22 | |
| Expenses on IT Services to third parties | 173 | 338 | 9 | 14 | |
| VAT on Expenses for new activities | 130 | 165 | 0 | 3 | |
| Total | 726 | 883 | 52 | 36 |
InBroker Plus expenses for X-NET (the corresponding revenue is described in note 2.18) 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 and amounted to €156 thousand vs. €327 thousand in the corresponding period last year (the corresponding UNAVISTA LEI revenue is described in note 2.18). In addition, this category includes Singular Securities ERP - €6.8 thousand, and Oracle - €9.3 thousand.
XNET expenses are analyzed in the table below:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Expenses concerning foreign securities | 60 | 55 | 40 | 20 | |
| Inbroker Plus data feed expenses | 360 | 325 | 0 | 2 | |
| Total | 420 | 380 | 40 | 22 |
This category includes the provisions in the amount of €350 thousand that have been taken by the Group to safeguard it against bad debts in 9M 2015. For 9M 2016, there was no reason for taking such provisions.
Due to the continuing economic crisis in the country, and the resulting drop in the value of plots of land and buildings, the Group decided to assign the study of determining the market value of the properties of the Group, in accordance with IFRS, to independent recognized estimators. The study was completed and turned over at the beginning of March 2016, however the Group adjusted the value of its properties on 31.12.2015 in line with the results of the study, in order record on the balance sheet of 31.12.2015 the fair value of the properties.
Even though the estimation report did not reveal a significant total discrepancy with the book value of the properties at the Group level, as recorded in the accounts, it did show significant deviations at the company level, in particular buildings, as well as significant value differences between the plots of land and the buildings at those properties. As a result, it may be noted that the estimate significantly reduces the value of the plots of land at the Group level, and increases the value of the buildings. As a result, in the years to follow, the Group will be obliged to record increased depreciation levels.
The book value of the assets of the Group per building on 30.09.2016 is summarily presented in the following table:
| Analysis of the Assets of the Group per category in the Statement of Financial Position of 30.09.2016 |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| Real Estate investments |
|||||||||
| Athinon Ave. building |
Katouni building (Thessaloniki) |
Total | Mayer building (note 2.39) |
||||||
| Plots of land | 3,000 | 1,500 | 4,500 | 1,000 | |||||
| Construction | 16,766 | 478 | 17,244 | 2,047 | |||||
| Means of transportation |
22 | 0 | 22 | 0 | |||||
| Electronic systems | 903 | 0 | 903 | 0 | |||||
| Communication & other equipment |
298 | 0 | 298 | 0 | |||||
| Intangibles | 5,435 | 0 | 5,435 | 0 | |||||
| Total | 26,424 | 1,978 | 28,402 | 3,047 |
| Analysis of the Assets of the Group per category in the Statement of Financial Position of 31.12.2015 |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| Real Estate investments |
|||||||||
| Athinon Ave. building |
Katouni building (Thessaloniki) |
Total | Mayer building (note 2.39) |
||||||
| Plots of land | 3,000 | 1,500 | 4,500 | 1,000 | |||||
| Construction | 17,500 | 550 | 18,050 | 2,200 | |||||
| Means of transportation |
29 | 0 | 29 | 0 | |||||
| Electronic systems | 268 | 0 | 268 | 0 | |||||
| Communication & other equipment |
275 | 0 | 275 | 0 | |||||
| Intangibles | 5,209 | 0 | 5,209 | 0 | |||||
| Total | 26,281 | 2,050 | 28,331 | 3,200 |
The tangible and intangible assets of the Group on 30.09.2016 and 31.12.2015 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 31/12/2014 |
11,800 | 18,993 | 800 | 165 | 7,048 | 5,709 | 44,515 |
| Additions in 2015 | 0 | 7 | 0 | 0 | 269 | 2,157 | 2,433 |
| Reductions in 2015 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Acquisition and valuation on 31/12/2015 |
11,800 | 19,000 | 800 | 165 | 7,317 | 7,866 | 46,948 |
| Accumulated depreciation on 31/12/2014 |
0 | 8,187 | 800 | 120 | 6,428 | 1,904 | 17,439 |
| Depreciation in 2015 | 0 | 754 | 0 | 16 | 346 | 753 | 1,869 |
| Accumulated depreciation reduction in 2015 |
0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Accumulated depreciation on 31/12/2015 |
0 | 8,941 | 800 | 136 | 6,774 | 2,657 | 19,308 |
| Book value | |||||||
| on 31/12/2014 | 11,800 | 10,806 | 0 | 45 | 620 | 3,805 | 27,076 |
| on 31/12/2015 | 11,800 | 10,059 | 0 | 29 | 543 | 5,209 | 27,640 |
| Revaluation due to estimate by independent estimator |
(7,300) | 7,991 | 0 | 0 | 0 | 0 | 691 |
| Book value after the revaluation on 31/12/2015 |
4,500 | 18,050 | 0 | 29 | 543 | 5,209 | 28,331 |
| 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 31/12/2015 |
4,500 | 26,991 | 800 | 165 | 7,317 | 7,866 | 47,639 |
| Additions in 2016 | 0 | 0 | 0 | 5 | 912 | 1,091 | 2,008 |
| Reductions in 2016 | 0 | (132) | (776) | 0 | (723) | (818) | (2,449) |
| Acquisition and valuation on 30/096/2016 |
4,500 | 26,859 | 24 | 170 | 7,506 | 8,139 | 47,198 |
| Accumulated depreciation on 31/12/2015 Depreciation in 2016 |
0 | 8,941 | 800 | 136 | 6,774 | 2,657 | 19,308 |
| Accumulated depreciation | 0 | 806 | 0 | 12 | 254 | 865 | 1,937 |
| reduction in 2016 | 0 | (132) | (776) | 0 | (723) | (818) | (2,449) |
| Accumulated depreciation on 30/09/2016 |
0 | 9,615 | 24 | 148 | 6,305 | 2,704 | 18,796 |
| Book value | |||||||
| on 31/12/2015 | 4,500 | 18,050 | 0 | 29 | 543 | 5,209 | 28,331 |
| on 30/09/2016 | 4,500 | 17,244 | 0 | 22 | 1,201 | 5,435 | 28,402 |
The tangible and intangible assets of the Company on 30.09.2016 and 31.12.2015 are presented in the table below:
| 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 | 154 | 5,056 | 4,102 | 9,415 |
| Additions in 2015 | 0 | 0 | 0 | 0 | 187 | 1,739 | 1,926 |
| Reductions in 2015 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Acquisition and valuation on 31/12/2015 |
0 | 0 | 103 | 154 | 5,243 | 5,841 | 11,341 |
| Accumulated depreciation on 31/12/2014 |
0 | 0 | 103 | 115 | 4,627 | 1,091 | 5,936 |
| Depreciation in 2015 | 0 | 0 | 0 | 15 | 227 | 582 | 824 |
| Accumulated depreciation reduction in 2015 |
0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Accumulated depreciation on 31/12/2015 |
0 | 0 | 103 | 130 | 4,854 | 1,673 | 6,760 |
| Book value | |||||||
| on 31/12/2014 | 0 | 0 | 0 | 39 | 429 | 3,011 | 3,479 |
| on 31/12/2015 | 0 | 0 | 0 | 24 | 389 | 4,168 | 4,581 |
| Book value after the revaluation on 31/12/2015 |
0 | 0 | 0 | 24 | 389 | 4,168 | 4,581 |
| 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 31/12/2015 |
0 | 0 | 103 | 154 | 5,243 | 5,841 | 11,341 |
| Additions in 2016 | 0 | 0 | 0 | 5 | 774 | 709 | 1,488 |
| Reductions in 2016 | 0 | 0 | (103) | 0 | (361) | (162) | (626) |
| Acquisition and valuation on 30/096/2016 |
0 | 0 | 0 | 159 | 5,656 | 6,388 | 12,203 |
| Accumulated depreciation on 31/12/2015 |
0 | 0 | 103 | 130 | 4,854 | 1,673 | 6,760 |
| Depreciation in 2016 | 0 | 0 | 0 | 12 | 199 | 692 | 903 |
| Accumulated depreciation reduction in 2016 |
0 | 0 | (103) | 0 | (361) | (162) | (626) |
| Accumulated depreciation on 30/09/2016 |
0 | 0 | 0 | 142 | 4,692 | 2,203 | 7,037 |
| Book value | |||||||
| on 31/12/2015 | 0 | 0 | 0 | 24 | 389 | 4,168 | 4,581 |
| on 30/09/2016 | 0 | 0 | 0 | 17 | 964 | 4,185 | 5,166 |
Intangible assets include the amounts of €506 thousand for the Group and €274 thousand for the Company and concern the capitalization of expenses (CAPEX creation) concerning systems development by the Group.
The management of the Athens Exchange Group estimates that there are no impairment indications on the owner occupied buildings of the Group.
Due to the continuing economic crisis in the country, and the resulting drop in the value of plots of land and buildings, the Group decided to assign the study of determining the market value of the properties of the Group, in accordance with IFRS, to independent recognized estimators. The study was completed and turned over at the beginning of March 2016; however the Group adjusted the value of its properties on 31.12.2015 in line with the results of the study, in order record on the balance sheet of 31.12.2015 the fair value of the properties.
Even though the estimation report did not reveal a significant total discrepancy with the book value of the properties at the Group level, as recorded in the accounts, it did show significant deviations at the company level, in particular buildings, as well as significant value differences between the plots of land and the buildings at those properties. As a result, it should be noted that the estimate significantly reduces the value of the plots of land at the Group level, and increases the value of the buildings.
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 properties.
The book value of the investments in real estate for the Group and the Company on 30.09.2016 and 31.12.2015 is shown in the following table:
| GROUP-COMPANY | TANGIBLE ASSETS | |||
|---|---|---|---|---|
| Plots of Land |
Buildings & Construction |
Furniture and fixtures |
Total | |
| Acquisition and valuation on 31/12/2014 | 2,100 | 5,100 | 88 | 7,288 |
| Additions in 2015 | 0 | 0 | 0 | 0 |
| Acquisition and valuation on 31/12/2015 | 2,100 | 5,100 | 88 | 7,288 |
| Accumulated depreciation on 31/12/2014 | 0 | 2,706 | 0 | 2,794 |
| Depreciation in 2015 | 0 | 204 | 0 | 204 |
| Accumulated depreciation on 31/12/2015 | 0 | 2,910 | 88 | 2,998 |
| Book value | ||||
| on 31/12/2014 | 2,100 | 2,394 | 0 | 4,494 |
| on 31/12/2015 | 2,100 | 2,190 | 0 | 4,290 |
| Adjustment value in an independent assessor assessment |
(1,100) | 10 | 0 | (1,090) |
| Net book value after revaluation at 31/12/2015 |
1,000 | 2,200 | 0 | 3,200 |
| GROUP-COMPANY | TANGIBLE ASSETS | |||
|---|---|---|---|---|
| Plots of Land |
Buildings & Construction |
Furniture and fixtures |
Total | |
| Acquisition and valuation on 31/12/2015 | 1,000 | 5,110 | 88 | 6,198 |
| Additions in 2016 | 0 | 0 | 0 | 0 |
| Reductions in 2016 | 0 | 0 | (52) | (52) |
| Acquisition and valuation on 30/09/2016 | 1,000 | 5,110 | 36 | 6,146 |
| Accumulated depreciation on 31/12/2015 | 0 | 2,910 | 88 | 2,998 |
| Depreciation in 2016 | 0 | 153 | 0 | 153 |
| Accumulated depreciation reduction in 2016 | 0 | 0 | (52) | (52) |
| Accumulated depreciation on 30/09/2016 | 0 | 3,063 | 36 | 3,099 |
| Book value | ||||
| on 31/12/2015 | 1,000 | 2,200 | 0 | 3,200 |
| on 30/09/2016 | 1,000 | 2,047 | 0 | 3,047 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Participation in ANNA | 1 | 1 | 1 | 1 |
| Participation in subsidiaries | 0 | 0 | 57,880 | 57,880 |
| Management committee reserve | 11 | 11 | 0 | 0 |
| Valuation from subsidiaries due to stock options | 0 | 0 | 227 | 227 |
| Rent guarantees | 55 | 56 | 10 | 10 |
| Total | 68 | 68 | 58,118 | 58,118 |
The breakdown of the participations of the parent company in the subsidiaries of the Group on 30.09.2016 is shown below:
| % of direct participation |
Number of shares/total number of shares |
Valuation 30.09.2016 |
Valuation 31.12.2015 |
|
|---|---|---|---|---|
| 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 |
From its participation in the subsidiary ATHEXCSD, the Company received dividends of €4,013,000 (802,600 shares x €5.00 per share) for fiscal year 2015; for fiscal year 2014 it received €9,069,480 (802,600 shares x €11.30 per share).
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 expected that the difficult financial conditions will be overcome and that, while there are impairment indications in the participations of the Athens Exchange in its subsidiaries, due to the fact that they continue to be profitable, no impairment loss arises. The gradual restoration of the business environment will remove 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 | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Clients | 7,142 | 8,668 | 3,969 | 4,360 |
| Less: provisions for bad debts | (2,148) | (2,148) | (1,694) | (1,694) |
| Net commercial receivables | 4,994 | 6,520 | 2,275 | 2,666 |
| Other receivables | ||||
| Tax withheld on dividends for offsetting (1) | 4,721 | 4,721 | 4,421 | 4,421 |
| Tax (0.20%) (2) | 1,382 | 6,671 | 0 | 0 |
| HCMC fee claim | 453 | 453 | 453 | 453 |
| Taxes withheld on deposits | 90 | 262 | 65 | 202 |
| Accrued income (interest) | 27 | 46 | 18 | 36 |
| Letter of guarantee for NSRF (ESPA) seminars | 185 | 185 | 185 | 185 |
| Other withheld taxes | 0 | 12 | 0 | 10 |
| Prepaid non accrued expenses | 88 | 144 | 31 | 43 |
| Prepayment of tax audit differences | 797 | 0 | 797 | 0 |
| Other debtors (3) | 425 | 437 | 401 | 408 |
| Total | 8,168 | 12,931 | 6,371 | 5,758 |
| Income tax claim (4) | 3,523 | 3,715 | 1,352 | 1,155 |
| Provisions for bad debts | Group | Company |
|---|---|---|
| Balance on 31.12.2014 | 2,297 | 1,394 |
| Bad debts write off | -514 | -284 |
| Released provisions | -219 | 0 |
| Additional provisions in 2015 | 584 | 584 |
| Balance on 31.12.2015 | 2,148 | 1,694 |
| Bad debts write off 2016 | 0 | 0 |
| Balance on 30.09.2016 | 2,148 | 1,694 |
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 30.09.2016.
Trade and other receivables are classified in Level 2.
During 9M 2016, there were no transfers between Levels 1, 2, 3.
The financial assets available for sale category includes the Bank of Piraeus shares that were obtained in exchange for the bond issued by the same bank that the Group possessed. In particular, 13,365,316 shares of Piraeus Bank were acquired at a par value of €0.30 per share and total value of €4,009,594.80.
On 30.9.2016, the Bank of Piraeus stock, which is traded on the Athens Exchange, was €0.134 (valuation of the shares: €1,791 thousand), and as a result the Company records a securities valuation loss of €1,925 thousand compared to 31.12.2015 and a total valuation loss from the original purchase price of €2,219 thousand.
The significant reduction in the fair value compared with the acquisition value of the securities in the first nine months of 2016, is an impairment indication. For this reason the Company / the Group charged the amount of €2,219 thousand to the provisions for devaluation of participations and securities account in the income statement; this amount concerns the securities impairment provision of the Piraeus Bank shares. In H1 2016 the loss of €1,564 was charged to Other Comprehensive Income.
In particular, the amount of €1,564 thousand concerns the available for sale securities reserve which had been formed on 30 June 2016 and was reclassified to the income statement for the period on 30 September 2016, while the amount of €361 thousand concerns the charge for Q3. The part of the deferred tax claim that affected the results of the period and corresponds to the available for sale securities reserve is €644 thousand.
In the nine month period last year, the Company posted a valuation loss of €1,063 thousand on the Piraeus Bank bond that it then held in its portfolio.
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 €487 thousand in 9M 2016 (9M 2015: €1,297 thousand); for the Company, the corresponding income was €353 thousand (9M 2015: €1,009 thousand).
A significant portion (24%) of the cash of the Group is, due to the adjustment of ATHEXClear to the EMIR Regulation, kept at the Bank of Greece (BoG).
Deposits of the Group at the BoG carry a negative interest rate 0.3% from 9.12.2015 and negative 0.4% from 16.3.2016 onwards.
Expenses and bank commissions over the same period amounted to €85 thousand (30.09.2015: €44 thousand) for the Group and €3 thousand for the Company (30.09.2015: €5 thousand). The breakdown of the cash at hand and at bank of the Group is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Deposits at the Bank of Greece | 28,538 | 29,598 | 0 | 0 |
| Sight deposits in commercial banks | 31,145 | 31,443 | 30,492 | 30,759 |
| Time deposits < 3 months | 44,034 | 76,161 | 27,842 | 58,406 |
| Cash at hand | 13 | 33 | 2 | 9 |
| Total | 103,730 | 137,235 | 58,336 | 89,174 |
Out of the total cash balance of the Group, the amount of €8.0m or 27.9% of ATHEXClear assets (in total €28.6m) is blocked capital requirements (own resources), to be used as a line of defense against default obligations to the company of the Group ATHEXClear (in accordance with article 35 of the technical standards and article 45 of Regulation (EU) 648/2012). The calculation of the capital requirements is described in note 2.46 d).
Cash and cash equivalents are classified in Level 1.
During 9M 2016 there were no transfers among 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 .
The amount on 30.09.2016 is shown in both assets and liabilities in the Statement of Financial Position of ATHEXClear and the Group.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Clearing Fund collaterals – Cash Market | 9,539 | 12,918 | 0 | 0 |
| Additional Clearing Fund collaterals – Cash Market | 132,937 | 380,517 | 0 | 0 |
| Clearing Fund collaterals – Derivatives Market | 6,891 | 7,616 | 0 | 0 |
| Additional Clearing Fund collaterals – Derivatives | 31,993 | 45,757 | 0 | 0 |
| Market | ||||
| Members Guarantees in cash for Χ-ΝΕΤ (1) | 1,517 | 1,008 | 1,517 | 1,008 |
| Third party balances in ATHEXClear Account | 182,877 | 447,816 | 1,517 | 1,008 |
(1) Concerns cash collaterals by members for XNET placed in ALPHA BANK in effect as of 16.02.2015.
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.
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 €182,877 thousand on 30.09.2016 and €447,816 thousand on 31.12.2015 shown above and in the Statement of Financial Position, concern exclusively Member collaterals in the cash, derivatives and XNET markets respectively.
The deferred taxes accounts are analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Deferred taxes | 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 |
| Deferred tax claims | 1,871 | 1,315 | 1,803 | 1,245 |
| Deferred tax liabilities | (1,746) | (1,873) | 0 | 0 |
| Total | 125 (558) |
1,803 | 1,245 |
| Group | Company | |||
|---|---|---|---|---|
| Changes in deferred income tax | 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 |
| Starting balance | 1,315 | 2,929 | 1,245 | 802 |
| Effect on other comprehensive income | 556 | (1,614) | 558 | 443 |
| Amount from deferred tax claims | 1,871 | 1,315 | 1,803 | 1,245 |
| Starting balance | (1,873) | (3,603) | 0 | 0 |
| (Charge)/Credit to the results | 127 | 1,730 | 0 | 0 |
| Amount from deferred tax liabilities | (1,746) | (1,873) | 0 | 0 |
| Balance | 125 | (558) | 1,803 | 1,245 |
| Analysis of deferred tax table | GROUP | COMPANY | ||
|---|---|---|---|---|
| 30.09.2016 30.09.2015 |
30.09.2016 | 30.09.2015 | ||
| Deferred tax changes - actuarial study result | (19) | (82) | (9) | (41) |
| Deferred tax changes - Other temporary differences | (748) | 122 | (634) | (33) |
| Total | (767) | 40 | (643) | (74) |
Other data concerns the tax corresponding to the valuation and sale of participations and securities.
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 (OCI) 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 Repetitive General Meeting of shareholders of 9.6.2016 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 €14,381,083.86 or €0.22 per share for the 65,368,563 shares outstanding. Thus, the share capital of the Company amounts to €70,598,048.04, divided into 65,368,563 shares with a par value of €1.08 per share.
| Number of shares |
Par value (€) |
Share Capital (€) |
Share Premium (€) |
|
|---|---|---|---|---|
| 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 31.12.2015 | 65,368,563 | 1.30 | 84,979,131.90 | 157,111.15 |
| Reduction of share capital (June 2016) |
- | (0.22) | (14,381,083.86) | 0 |
| TOTAL 30.09.2016 | 65,368,563 | 1.08 | 70,598,048.04 | 157,111.15 |
Following the decision of the General Meeting of shareholders of the Company on 20.5.2015 the share buyback program of the Company began (see below note c).
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | ||
| Regular Reserve (1) | 29,336 | 28,418 | 28,116 | 27,472 | |
| Tax free and specially taxed reserves | 10,141 | 10,141 | 10,141 | 10,141 | |
| Treasury stock reserve | 6,396 | 6,396 | 6,397 | 6,396 | |
| Reserves | 15,819 | 15,819 | 14,383 | 14,383 | |
| Other | 6,331 | 634 | 5,876 | 179 | |
| Special securities valuation reserve (2) | 0 | (209) | 0 | (209) | |
| Reserve from stock option plan to employees | 1,385 | 1,385 | 1,336 | 1,337 | |
| Total | 69,408 | 62,584 | 66,248 | 59,699 |
The company is in progress of implementing a share buyback program. The proposed program was approved by the 14th Annual General Meeting of shareholders on 20.5.2015 with the following terms:
Following the decision of the BoD on 9.2.2016, the share buyback program begun to be implemented on 9.2.2016, where the stock brokerage firms that will conduct the buyback of the shares were appointed. Until 30.09.2016, 3,155,977 own shares were purchased (4.83% of the number of shares outstanding of the company) at an average price of €4.61 per share and a total transaction cost of €14,57m.
The Company reports the cost of the share buyback (treasury stock) as reducing equity. The share buyback program continues after 30.09.2016.
According to EMIR Regulation (article 45 of the EU 20. 648/2012) a clearing house must keep lines of defense in case of member's default (default water fall).
In accordance with article 35 of the technical standards, for clearinghouses the amount of the own assets of central counterparties that are used as line of defense in case of default is calculated, and in particular:
The Central Counterparty reviews the minimum amount in question on an annual basis.
Based on the above ATHEXClear regularly calculates its capital requirements which are required in order to fulfill its regulatory obligations, on a quarterly basis, and reports it in its financial statements.
If the amount of capital, as calculated above, is less than 110% of the capital requirements, or less than 110% of the €7.5m threshold notification, ATHEXClear will immediately notify the relevant authority (Hellenic Capital Market Commission), and will continue to keep it informed on a weekly basis, until the amount of capital it possesses exceeds the notification threshold.
ATHEXClear's capital requirements on 30.09.2016 are broken down in the table below:
| Capital requirements | |
|---|---|
| Risk type | Capital requirements |
| 30.9.2016 | |
| Credit risk (total) | 191 |
| Derivatives market | 0 |
| Cash market | 0 |
| Investment of own assets | 191 |
| Market risk | 0 |
| Exchange rate risk | 0 |
| Operating risk | 120 |
| Winding down risk | 5,125 |
| Business risk | 2,563 |
| Total Capital requirements | 7,999 |
| Notification Threshold (110% of capital | 8,798 |
| requirements) | |
| Additional special resources (25% of capital | 2,007 |
| requirements of 31.12.2015) |
The equity of ATHEXClear, as reported in the statement of financial position of ATHEXClear on 30.9.2016 exceeded its capital requirements, as calculated above.
The additional special resources of €2,007 thousand that correspond to 25% of the capital requirements, are distributed as follows: €1,165 thousand in the cash market and €842 thousand in the derivatives market as of 30.09.2016.
The Group shows an amount of €87 thousand at the end of 9M 2016 which concerns grants a) by the Ministry of Northern Greece in the amount of €37 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; for the Company the amount is €50 thousand.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | ||
| Staff retirement obligation (2.23) | 1,853 | 1,791 | 973 | 943 | |
| Other provisions | 1,360 | 1,360 | 1,300 | 1,300 | |
| Total | 3,213 | 3,151 | 2,273 | 2,243 |
The change in provisions on 30.9.2016 and 31.12.2015 for the Group and Company is shown below:
| GROUP | Balance on 31.12.2015 |
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 30.09.2016 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Staff retirement obligations Provisions for other risk |
1,791 1,360 |
0 0 |
27 0 |
35 0 |
0 0 |
0 0 |
0 0 |
0 0 |
0 0 |
0 0 |
0 0 |
1,853 1,360 |
| Total | 3,151 | 0 | 27 | 35 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 3,213 |
| Staff retirement obligations |
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 |
Used provision |
Addition al provision in the period |
Revenue from unused provisions |
Balance on 31.12.2015 |
| Staff retirement obligations Provisions for other risk |
1,965 1,060 |
0 0 |
65 0 |
41 0 |
(462) 0 |
348 0 |
(146) 0 |
(20) 0 |
0 0 |
0 300 |
0 0 |
1,791 1,360 |
| Total | 3,025 | 0 | 65 | 41 | (462) | 348 | (146) | (20) | 0 | 300 | 0 | 3,151 |
| COMPANY | Balance on | Adjustment | Cost of | Interest | Employer | Redundanc | Actuarial | Actuarial | Other | Addition | Revenue | Balance on |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31.12.2015 | – Group | current | expense | paid | y / | loss / profit | loss / profit | revenue / | al | from | 30.09.2016 | |
| 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 | 943 | 0 | 11 | 19 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 973 |
| obligations | ||||||||||||
| Provisions for | ||||||||||||
| other risk | 1,300 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 1,300 |
| Total | 2,243 | 0 | 11 | 19 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 2,273 |
| COMPANY | Balance on | Adjustment | Cost of | Interest | Employer | Redundanc | Actuarial | Actuarial | Used | Addition | Revenue | Balance on |
| 31.12.2014 | – Group | current | expense | paid | y / | loss / profit | loss / profit | provision | al | from | 31.12.2015 | |
| 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 | 1,012 | 0 | 29 | 21 | (202) | 171 | (71) | (17) | 0 | 0 | 0 | 943 |
| obligations | ||||||||||||
| Provisions for | 1,000 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 300 | 0 | 1,300 |
| other risk | ||||||||||||
| Total | 2,012 | 0 | 29 | 21 | (202) | 171 | (71) | (17) | 0 | 300 | 0 | 2,243 |
By taking provisions, the Group and the Company aretrying to protect themselves against potential future risks.
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 | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Suppliers | 2,215 | 2,210 | 1,440 | 1,460 |
| Hellenic Capital Market Commission Fee (1) | 191 | 499 | 67 | 183 |
| Tax on stock sales 0.20% (2) | 1,559 | 8,713 | 0 | 0 |
| Dividends payable | 32 | 23 | 32 | 23 |
| Accrued third party services | 399 | 644 | 294 | 604 |
| Employee holiday payment provision | 413 | 342 | 201 | 148 |
| Share capital return to shareholders (3) | 78 | 49 | 78 | 49 |
| Tax on salaried services | 169 | 278 | 93 | 148 |
| Tax on external associates | 2 | 1 | 1 | 1 |
| VAT-Other taxes | 284 | 314 | 130 | 223 |
| Various creditors | 87 | 172 | 11 | 41 |
| Total | 5,349 | 13,245 | 2,348 | 2,880 |
(1) The Hellenic Capital Market Commission fee €191 thousand (vs. €499 thousand in 2015) 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 concerns Q3 2016.
Trade and other payables are classified in Level 2.
During 9M 2016 there were no transfers among Levels 1, 2, 3.
It concerns effectively a memo 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.
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 €182,877 thousand on 30.09.2016 and €447,816 thousand on 31.12.2015 shown below and in the Statement of Financial Position, concern exclusively Member collaterals in the cash and derivatives market respectively (see note 2.44).
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | |
| Clearing Fund collaterals – Cash Market | 9,539 | 12,918 | 0 | 0 |
| Additional Clearing Fund collaterals – Cash Market | 132,937 | 380,517 | 0 | 0 |
| Clearing Fund collaterals – Derivatives Market | 6,891 | 7,616 | 0 | 0 |
| Additional Clearing Fund collaterals – Derivatives | 31,993 | 45,757 | 0 | 0 |
| Market | ||||
| Members Guarantees in cash for Χ-ΝΕΤ (1) | 1,517 | 1,008 | 1,517 | 1,008 |
| Third party balances in ATHEXClear Account | 182,877 | 447,816 | 1,517 | 1,008 |
(1) Collaterals received by the company for XNET on 30.09.2016 were placed in commercial bank accounts
Implementation 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 began 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 | |||
|---|---|---|---|---|---|
| 30.09.2016 | 31.12.2015 | 30.09.2016 | 31.12.2015 | ||
| Liabilities 31.12 | 0 | 2,531 | (1,155) | (808) | |
| Claims 31.12 | (3,715) | (1,677) | 0 | 0 | |
| Income tax expense | 1,951 | 4,657 | 869 | 2,460 | |
| Taxes paid | (1,759) | (9,226) | (1,066) | (2,807) | |
| Liabilities / (claims) | (3,523) | (3,715) | (1,352) | (1,155) |
The amount of €3,523 thousand shown as Group income tax claim on 30.09.2016 breaks down as follows: ATHEXClear - €1,273 thousand; ATHEXCSD - €898 thousand; ATHEX (parent company) - €1,352 thousand.
For 9M 2016, the change in income tax liability was a debit balance (liability) and as such was transferred to assets in income tax payable (note 2.41).
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Income Tax | 1,952 | 2,269 | 869 | 848 | |
| Deferred Tax (note 2.45) | (767) | 40 | (643) | (74) | |
| Income tax expense | 1,185 | 2,309 | 226 | 774 |
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 | 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 |
| Profits before taxes | 3,119 | 7,861 | 4,669 | 12,858 |
| Income tax rate | 29% | 29% | 29% | 29% |
| Expected income tax expense | 905 | 2,280 | 1,354 | 3,729 |
| Tax effect of non-taxable income | 0 | 0 | (1,128) | (2,955) |
| Tax effect of non-deductible expenses | 280 | 29 | 0 | 0 |
| Income tax expense | 1,185 | 2,309 | 226 | 774 |
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. Fiscal year 2010 is unaudited for ATHEXCSD and ATHEXClear.
On 11.7.2016 the Company was notified about the acts of temporary corrective tax determination and audit findings note by the Large Corporation Audit Center (KEMEP). This particular tax audit was carried out for tax years 2008, 2009 and 2010 in accordance with audit order 760/4/1118/22.12.2015. Based on the findings of the audit note and the temporary tax determination acts, the audit rejected certain expenses as non-tax deductible (accounting differences), recalculated the tax on dividends that the Company paid, and increased
the extraordinary contribution tax on the profits for fiscal years 2008 and 2009. In addition, it assessed Special Property Tax (ETAK) and tax book (ΚΒΣ) fines. In total, the audit resulted in taxes and additional taxes due to the submission of an incorrect tax declaration of €1,689 thousand, out of which €603 thousand are additional taxes.
On 29.7.2016 the Company submitted an opinion report – memo to KEMEP, expressing its opposing view to the abovementioned Note. In its reply, KEMEP reduced the accounting differences tax by €127 thousand, reducing the total amount to €1,562 thousand.
On 30.9.2016, within the time limits of the law, the Company filed an administrative appeal in accordance with article 63 of Law 4174/2013 at the Dispute Settlement Directorate (DED) of the General Secretariat of Public Revenue (GGDE), against the findings of the tax audit, and at the same time paid 50% of the amount due plus the property tax (ETAK) in full, i.e. €797 thousand in total; this amount is reported in other claims in the Statement of Financial Position on 30.9.2016.
Then, in October 2016 it paid, as required by KEMEP, in order for safeguard measures not to be taken in accordance with article 46 par. 5 of law 4174/2013, the balance of the dividend withholding tax, and as a result the amount became €1,050 thousand. As clarified in circulars (ΠΟΛ 1002/2013 and ΠΟΛ 1252/2015), and determined in article 6, par. 5 of Legislative Decree 356/1974 (Public Revenues Collection Code), suspension of the legal ascertainment, collection title, cash certificate or administrative enforcement act, by law or by court decision or by an administrative body, does not relieve debts from the interest of article 53 par. 1 of law 4174/2013 for the duration of the suspension, for the amount ultimately due.
In this case therefore, the interest due on the debt suspended by law would continue to be calculated and assessed on a monthly basis. Given however the ancillary nature of interest, the suspension that has been granted for the 50% amount of the difference, also includes interest. It should be noted that interest (or part thereof) will be due only in case that the taxpayer – applicant is not exonerated (or is partially exonerated) by DED or by the administrative courts if there is an appeal.
Thus the company also paid the remaining 50% of the assessed amount, and, if it is exonerated, either as part of the appeal (to DED), or through an appeal to the Court, it will request its return as having been unduly paid, with interest, starting on the date the relevant administrative appeal is served.
Therefore, in order to avoid interest on the balance (€512,350.82) at a rate of 8.75% per annum (0.73% per month), which will be charged every month, and will be demanded by the Greek State only if the Company is not exonerated, or in proportion to the amount for which the Company is not exonerated, the Company decided to pay the remainder (€512,350.82), as unduly paid.
Thus the Company paid the amount of €1,562 thousand in total to the Greek State, while awaiting the findings by the Dispute Settlement Directorate (DED).
| 2008 | 2009 | 2010 | 2011 | 2012 | 2013 | 2014 | ||
|---|---|---|---|---|---|---|---|---|
| ATHEX 30.06.2014 | x | x | - | x | x | x | x | 2015 |
| ATHENS EXCHANGE (ATHEX) |
+ | + | + | x | x | x | x | x |
| ATHEXCSD (former TSEC) |
x | x | - | x | x | x | x | x |
| ATHEXClear | x | x | - | x | x | x | x | x |
The status of the tax audits for the companies of the Group, by fiscal year, is as follows:
(-) Tax audit has not begun
(x) Tax audit completed
(+) Tax audit in progress
ATHENS EXCHANGE (ATHEX): Fiscal year 2010 remains unaudited.
ATHEXCSD: Fiscal year 2010 remains unaudited.
ATHEX: Fiscal years 2008, 2009 and 2010 remain unaudited (see above concerning the tax audit).
ATHEXClear: Fiscal year 2010 remains unaudited.
The tax audit of the companies of the Athens Exchange Group for fiscal year 2015, in accordance with article 65a of law 4174/2013 and Decision ΠΟΛ1124/2015 of the General Secretary for State Revenue was completed and the relevant tax certificate was issued in July 2016 by the auditors.
Law 4334/2015 increases the corporate income tax rate from 26% to 29%, and the income tax prepayment from 80% to 100%.
The value of transactions and the balances of the Group with associated parties are analyzed in the following table:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 30.09.2016 | 30.09.2015 | 30.09.2016 | 30.09.2015 | ||
| Remuneration of executives and members of the BoD | 1,012 | 1,068 | 717 | 722 |
The balances and the intra-Group transactions of the companies of the Group on 30.09.2016 and 31.12.2015 are shown in the following tables:
| INTRA-GROUP BALANCES (in €) 30-09-2016 | ||||
|---|---|---|---|---|
| ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Claims | 0 | 310.20 | 0 |
| Liabilities | 0 | 3,250.90 | 0 | |
| ATHEXCSD | Claims | 310.20 | 0 | 1,864,931.18 |
| Liabilities | 3,250.90 | 0 | 1,600.00 | |
| ATHEXCLEAR | Claims | 0 | 1,600.00 | 0 |
| Liabilities | 0 | 1,864,931.18 | 0 |
| INTRA-GROUP BALANCES (in €) 31-12-2015 | ||||
|---|---|---|---|---|
| HELEX-ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Claims | 0 | 16,709.79 | 16,399.59 |
| Liabilities | 0 | 34,404.09 | 0 | |
| ATHEXCSD | Claims | 34,404.09 | 0 | 2,151,295.25 |
| Liabilities | 16,709.79 | 0 | 1,600.00 | |
| ATHEXCLEAR | Claims | 0 | 1,600.00 | 0 |
| Liabilities | 16,399.59 | 2,151,295.25 | 0 |
| INTRA-GROUP REVENUES-EXPENSES (in €) 30-09-2016 | ||||
|---|---|---|---|---|
| ATHEX | ATHEXCSD | ATHEXCLEAR | ||
| ATHEX | Revenue | 0 | 278,957.94 | 39,999.00 |
| Expenses | 0 | 217,980.69 | 0 | |
| Dividend Income |
0 | 4,013,000.00 | 0 | |
| ATHEXCSD | Revenue | 217,980.69 | 0 | 6,187,593.47 |
| Expenses | 278,957.94 | 0 | 0 | |
| ATHEXCLEAR | Revenue | 0 | 0 | 0 |
| Expenses | 39,999.00 | 6,187,593.47 | 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 | |||
| 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 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.
During the first nine months of 2016, the Hellenic Corporate Governance Council (HCGC), following the publication of the "Hellenic Corporate Governance Code for Listed Companies," moved a step further in the development, promotion and dissemination of good corporate governance in Greece. It prepared "Special Practices of Good Corporate Governance for Non-Listed Companies" that is addressed to all forms of non-listed companies, such as start-ups, companies with a single shareholder that is the manager at the same time, family business, joint ventures, as well as subsidiaries of listed companies. The sectors covered by the Special Practices of Good Corporate Governance for Non-Listed Companies are: the Board of Directors and its Members, remuneration, internal audit system, risk management, regulatory compliance, relations with shareholders, relations with other stakeholders, IT systems and family companies.
HCGC organized a special even on March 23rd 2016 at the Athens Exchange in order to present the draft of the "Special Practices of Good Corporate Governance for Non-Listed Companies." Following the end of the event, the draft was put to open consultation for a period of ten (10) weeks. After the comments that were received are taken into consideration and discussed by the work group, and following the meeting of the 15-member Council of the HCGC in October 2016, the "Special Practices of Good Corporate Governance for Non-Listed Companies" are expected to be published in the first quarter of 2017.
In order to inform, train and raise awareness among young people in matters of corporate governance, HCGC organized in May a special two-day conference on the "Hellenic Corporate Governance Code" for students in the "Audit and taxation" post-graduate program of Panteion University.
As a member of the European Corporate Governance Codes Network, HCGC participates in the "European wide Corporate Governance Study" of the European Confederation of Directors Associations (ecoDa) in collaboration with Mazars Greece. The goal of the project is to assist in the European Commission's challenge to inform EU member states about the measures that have been taken to adopt Directive 2014/208/EU on the quality of reports submitted on corporate governance ("comply or explain").
At the same time, HCGC in cooperation with the Athens Exchange continues to develop the internet platform for monitoring and evaluating the implementation of the Hellenic Corporate Governance Code by listed companies, and is collaborating with EY Greece in order to draft a manual titled "Internal Audit and Risk Management Framework" that will replace Appendix IV 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:
| 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 | Non-executive member |
| Dimitrios Karaiskakis | Executive member |
| Sofia Kounenaki – Efraimoglou | Independent non-executive member |
| Ioannis Kyriakopoulos (*) | Non-executive member |
| Adamantini Lazari | Independent non-executive member |
| Nikolaos Milonas | Independent non-executive member |
| Alexios Pilavios | Non-executive member |
| Dionysios Christopoulos | Independent non-executive member |
| Nikolaos Chryssochoidis | Non-executive member |
(*) At the meeting of the Board of Directors on 22.02.2016 Mr. Ioannis Kyriakopoulos replaced Mrs. Paula Hadjisotiriou as non-executive member.
| Name | Position |
|---|---|
| Alexios Pilavios | Chairman, non-executive member |
| Gikas Manalis | Vice Chairman, non-executive member |
| Socrates Lazaridis | Chief Executive Officer, Executive member |
| Andreas Mitafidis | Independent non-executive member |
| Nikolaos Pimplis | Non-executive member |
| Charalambos Saxinis | Independent non-executive member |
| Dionysios Christopoulos | Independent non-executive member |
| 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 BoD of the Athens Exchange decided to propose the distribution of €0.10 per share, i.e. a payout of €6,536,856.30, as dividend from the profits of fiscal year 2015, as well as the return of capital to shareholders of €0.22 per share. The actual amounts per share were €0.1026 and €0.2275 respectively, due to the existence of treasury stock (which is not entitled to receive cash distributions). The proposals of the BoD for the distribution of dividend and the return of capital were approved by shareholders during the 15 th Annual General meeting on 25.5.2016 and the 1st Repetitive GM on 9.6.2016 respectively.
The net after tax profit of the Group for the nine months 2016 amounted to €1.9m or €0,03 per share.
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 share buyback program continued after 30.09.2016. Up until 25.11.2016, 3,683,500 shares (5.64% of the number of shares outstanding) had been purchased, at an average price of €4.60 per share, and a total cost of €16,953,080. Share buybacks are expected to continue after the publication of the 9M 2016 results.
Following the administrative appeal filed by the Company in accordance with article 63 of Law 4174/2013 at the Dispute Settlement Directorate (DED) of the General Secretariat of Public Revenue (GGDE) against the findings of the tax audit for fiscal years 2008-2010, in October 2016 it paid the amount of €765 thousand in order to avoid the accumulation of interest on the unpaid amount by the Large Corporation Audit Center (KEMEP); in total the Company paid in its entirety the assessed, but claimed by the Company, tax.
There are no significant events in the results of the Group and the Company which has taken place or was completed after 30.09.2016, the date of the nine month 2016 interim financial statements and up until the approval of the nine month 2016 financial statements by the Board of Directors of the Company on 28.11.2016.
Athens, 28 November 2016
____________________________
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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