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Hellenic Exchanges-Athens Stock Exchange S.A.

Quarterly Report Nov 29, 2016

2652_10-q_2016-11-29_1b346d50-130d-434d-9989-2a98754e81d1.pdf

Quarterly Report

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HELLENIC EXCHANGES-ATHENS STOCK EXCHANGE S.A. (ATHEX)

INTERIM 9M FINANCIAL STATEMENTS

For the period 1 January 2016 – 30 September 2016 In accordance with the International Financial Reporting Standards

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

1. INTERIM SUMMARY 9M 2016 FINANCIAL STATEMENTS

for the period 1 January 2016 – 30 September 2016

In accordance with the International Financial Reporting Standards

1.1. Interim Summary Nine Month Statement of Comprehensive Income

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

1.2. Interim Summary Nine Month Statement of Financial Position

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

1.3. Interim Summary Nine Month Statement of Changes in Equity

1.3.1. Group

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

1.3.2. Company

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

1.4. Interim Summary Nine Month Cash Flow Statement

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

2. NOTES TO THE 9M 2016 INTERIM SUMMARY FINANCIAL STATEMENTS

2.1. General information about the Company and its subsidiaries

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:

    1. the participation in companies and business of any legal form having activities related to the support and operation of organized capital markets, as well as the development of activities and provision of services related to the support and operation of organized capital markets, in companies that it participates and in third parties that participate in organized capital market or that support their operation.
    1. the organization and support of the operation of a cash market, a derivatives market, as well as other financial means (including any type of product with any kind of reference values) in Greece and abroad.

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.

2.2. Basis of preparation of the interim financial statements

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.

2.3. Basic Accounting Principles

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.

2.4. Risk Management

General – Risk management environment

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.

Risk Strategy and Risk Management

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.

Risk management approach

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):

  • Operating risk
  • Risk of cessation of operation
  • Business risk
  • Credit risk
  • Counterparty risk
  • Market risk
  • Currency risk

2.5. Adjustment of ATHEXClear to the EMIR Regulation

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:

    1. Increase transparency. Detailed information on derivatives transactions must be reported to a trade repository where regulators have access. The trade repositories will publish aggregated data on the positions per derivatives type which will be available to participants.
    1. Reduce counterparty credit risk. Obligation to clear standardized contracts in a CCP. Strict operation and surveillance rules for CCP. Rules for risk mitigation for derivatives that are not cleared in a CCP.
    1. Reduce operating risk. Use electronic means for the timely confirmation of the terms of OTC derivatives contracts.

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.

2.6. Capital Management

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)

2.7. Segment Information

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.

2.8. Capital Market and fiscal year results

Capital Market

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).

Comment on the results

Nine month 2016 results

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%.

Parent Company of the Athens Exchange Group

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).

2.9. Trading

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).

2.10. Clearing

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%.

2.11. Settlement

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
  • (1) Over the counter transactions through DSS operators.
  • (2) Over the counter transfers, public offers, donations.

2.12. Exchange services

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
  • (1) Fees on rights issues by listed companies amounted to €387 thousand (ATTICA BANK €183 thousand; JUMBO 166 thousand, ATHENA S.A.- €17.5 thousand; NEXANS - €10.5 thousand etc.) vs. €258 thousand (BANK OF CYPRUS - €205 thousand; SELONTA - €28 thousand; MIG - €15 thousand) in the corresponding period last year, decreased by 50%.
  • (2) Revenue from listed company subscriptions amounted to €1.5m in 9M 2016 vs. €1.6m in the corresponding period last year, posting a 7.1% reduction due to the drop in the market capitalization of listed companies.
  • (3) Revenue from member subscriptions, which depends on members' annual trading activity, amounted to €362 thousand in 9M 2016 vs. €380 thousand in the corresponding period last year, decreased by 4.7%. Revenue from member subscriptions in the derivatives market amounted to €51 thousand in 9M 2016 vs. €50 thousand in the corresponding period of 2015.
  • (4) Revenue from IPOs €18 thousand (INTERCONTINENTAL listing). In 2015 there was no revenue from IPOs.

2.13. Depository Services

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
  • (1) Fees on rights issues by listed companies in 9M 2016 amounted to €394 thousand (ATTICA BANK €180 thousand; ATHENA S.A. - €37 thousand; JUMBO - €36 thousand ;NEXANS - €30 thousand; NIREUS - €21.5 thousand; PLASTIKA KRITIS - €14.5 thousand; HERTZ - €3 thousand; AUDIOVISUAL - €3 thousand; TELETIPOS - €3 thousand; EUROCONSULTANTS - €3 thousand; GEK-TERNA - €3 thousand) vs. €269 thousand (BANK OF CYPRUS - €103 thousand; SELONTA - €45 thousand; TECHNICAL OLYMPIC - €38 thousand; GEK-TERNA - €44 thousand; IASO - €3 thousand; VARAGIS - €3 thousand; LAMDA - €3 thousand; HERTZ - €3 thousand; MEDICON - €3 thousand), increased by 46.5%. Revenue from the provision of information to listed companies through electronic means was €155 thousand in 9M 2016 vs. €208 thousand in 9M 2015. Revenue from notifications of beneficiaries for cash distributions amounted to €64 thousand in 9M 2016 vs. €84 thousand in 9M 2015.
  • (2) Revenue from IPOs €42 thousand (INTERCONTINENTAL listing). In 2015 there was no revenue from IPOs.
  • (3) Revenue from operators includes revenues from monthly subscriptions amounting to €593 thousand vs. €681 thousand in the corresponding period in 2016, and is calculated based on the value of the portfolio of the operators; revenue from authorization number usage amounted to €68 thousand vs. €88 thousand in 9M 2015; revenue from opening investor accounts €49 thousand vs. €97 thousand in 9M 2015 and other revenue from operators.

2.14. Clearing House Services

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

2.15. Market data

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

2.16. IT services

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
  • (1) Revenue from DSS terminal licenses amounted to €129 thousand, which include €34 thousand fees for retaining an extra operator code which in 2016 are recorded in actual figures per quarter (compared to €52 thousand recorded in budgeted figures for the year 2015) posting a reduction of 16.8%.
  • (2) Revenue from services to Members increased by 16.7% compared to the corresponding period last year and includes revenue from TRS services - 34 thousand (9M 2015: €37 thousand), revenue from the use of FIX protocol - €30 thousand (9M 2015: €20 thousand), as well as revenue from the use of additional terminals - €38 thousand (9M 2015: €31 thousand).

2.17. Revenue from re-invoiced expenses

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).

2.18. New Activities (Xnet, CSE-Sibex Common Platform, IT)

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
  • (1) When reporting transactions, liable parties are recognized based on a Legal Entity Identifier (LEI) code, a unique code for each legal entity that is issued in accordance with the ISO17442 standard and supervised by the Regulatory Oversight Committee for the Global Entity Identifier System (LEIROC) that has been appointed by the Financial Stability Board. For the needs of the abovementioned services, agreements have been signed with our members, as well as with a supplier. Revenue from this service in 9M 2016 amounted to €140 thousand vs. €177 thousand in the corresponding period last year.
  • (2) The Group offers co-location services from which it received €577 thousand in 9M 2016 (BLOOMBERG, PANTELAKIS SECURITIES, AXIA VENTURES, FORTHNET, ΜEDNET, CITIGROUP GLOBAL MARKETS, UBS LIMITED, DEUTSCHE BANK A.G, OBRELA SECURITY INDUSTRIES, CREDIT SUISSE SECURITIES, OPAP) vs. €320 thousand in the corresponding period last year. 9M 2016 includes €76 thousand in revenue from the consumption of electricity for collocation compared to €0 in the corresponding period last year.

Inbroker/InBrokerPlus

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

2.19. Other services

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
  • (1) Concerns revenue from seminars and certifications.
  • (2) Revenue from rents for the Group increased because of the lease of a store in Thessaloniki starting on 1.7.2015 (€5 thousand monthly rent). In 9M 2016 3 quarterly rental payments were booked vs. one in 2015. Rental revenue for the Company is reduced due to the reduction in the monthly rent of the Mayer building building (€16,4 thousand from 1.7.2016 vs €20.8 thousand until 30.6.2016).
  • (3) The amount of €15 thousand in 9M 2016 concerns penalties on ATHEX members for not fulfilling their obligations to deliver transferable securities from transactions to the Securities System as they are obliged to do by the end of settlement. The corresponding amount in 9M 2015 was €186 thousand.
  • (4) Other revenue includes €225 thousand reversal of bonus provisions, €118.5 thousand Vineyard Grant agreement no 687628, and €10 thousand -tax discount for ATHEXClear.

2.20. Operation of the ATHEX-CSE Common Platform

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.

2.21. Management of the Clearing Fund

Cash Market

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.

Derivatives Market

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).

2.22. Hellenic Capital Market Commission fee

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.

2.23. Personnel remuneration and expenses

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.

Obligations to employees

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.

2.24. Third party fees & expenses

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
  • (1) Fees to consultants include fees for consultancy services, actuarial study fees, fees for tax and legal services. In 9M 2016, fees for the ATHEXClear systems audit in accordance with EMIR, amounting to €18 thousand were booked, as well as fees for the real estate estimator - €8 thousand; there were no corresponding fees in 2015.
  • (2) It should be noted that the fees for the regular audit by the auditors of the Group (€66 thousand) are more than the fees that the same auditors receive for services that are not related with the regular audit (€23 thousand). The corresponding amounts for the Company are €26 thousand and €16 thousand respectively.

2.25. Utilities

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.

2.26. Maintenance / IT Support

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.

2.27. Other taxes

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.

2.28. Building / equipment management

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

2.29. Marketing and advertising expenses

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.

2.30. Participation in organizations expenses

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.

2.31. Insurance premiums

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.

2.32. Operating expenses

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.

2.33. BoG cash settlement

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.

2.34. Other expenses

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.

2.35. Re-invoiced expenses

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

2.36. Expenses for new activities

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

2.37. Provisions for bad debts

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.

2.38. Tangible assets for own use and intangible assets

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.

2.39. Real Estate Investments

Building (at Acharnon & Mayer)

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

2.40. Investments in subsidiaries and other long term claims

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.

2.41. Trade receivables, other receivables and prepayments

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
  • (1) Concerns the dividend withholding tax on dividends received by the Company from its former subsidiary ATHEX, which is gradually offset with the tax due to the State from the dividend withholding tax on dividends paid to its shareholders.
  • (2) The tax claim which starting on 1.4.2011 became 0.20%. It is turned over by members on T+2, however some members take advantage of their right to turn it over in one tranche to ATHEXCSD on the third working day after the end of the month when the transactions took place.
  • (3) Other debtors include the claim for XNET cash settlement €330 thousand, and rent payment claim on the Mayer building - €49 thousand.
  • (4) The Group has a tax claim of €3,523 thousand which breaks down as follows: ATHEXClear €1,273 thousand; ATHEXCSD - €898 thousand; ATHEX (parent company) - €1,352 thousand. On 31.12.2015, the tax claim amounted to €3,715 thousand and concerned: ATHEXClear - €1,332 thousand; ATHEXCSD - €1,228 thousand and ATHEX (parent company) - €1,155 thousand.
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.

2.42. Financial assets available for sale

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.

2.43. Cash and cash equivalents

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.

2.44. Third party balances in bank accounts of the Group

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.

2.45. Deferred Tax

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.

2.46. Equity and reserves

a) Share Capital

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).

b) Reserves

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
  • (1) ATHEXClear regular reserve: €217 thousand; ATHEXCSD regular reserve: €1,003 thousand.
  • (2) The Group has invested part of its cash assets in shares of a listed company which it has classified as a portfolio of securities available for sale, as part of IAS 39. The result of the valuation of the shares on 30.09.2016 was a loss of €2,219 thousand and was booked as a securities valuation provision, while the special securities valuation reserved was reduced to zero in 9M 2016.

c) Share Buyback program

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:

  • Buy back up to 10% of the share capital
  • Buyback price per share: from €1.50 to €7.00
  • Duration of the program: 2 years (until end of May 2017)
  • Purpose of the program: at least 95% of the shares that will be bought back will be cancelled the remaining 5% of the shares may be distributed to the personnel of the Group.

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.

d) Capital Requirements

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 maintains and reports separately on its balance sheet the amount of special own assets earmarked for the purposes mentioned in article 45 paragraph 4 of Regulation (EU) 648/2012.
  • The central counterparty calculates the minimum amount specified in paragraph 1 by multiplying the minimum capital requirement by 25%, including undistributed profits and reserves for the purposes mentioned in article 16 of Regulation (EU) 648/2012 and by authorization Regulation (EU) 152/2013 of the Commission (1).

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.

2.47. Grants and other long term liabilities

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.

2.48. Provisions

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.

2.49. Trade and other payables

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.

  • (2) ATHEXCSD, as successor to the Central Securities Depository, based on article 9 §2 of Law 2579/88 as amended by Law 2742/99, acts as an intermediary and collects from ATHEX members the tax (0.20%) on stock sales that take place on ATHEX which it turns over to the Greek State. The amount of €1.6m corresponds to the tax (0.20%) on stock sales that has been collected for September 2016 and was turned over to the Greek State in October 2016. Starting on 1.4.2011 the tax rate on stock sales increased to 0.20% (from 0.15%).
  • (3) Includes the obligation to pay share capital returns to shareholders.

Trade and other payables are classified in Level 2.

During 9M 2016 there were no transfers among Levels 1, 2, 3.

2.50. Third party balances in bank accounts of the Group

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.

2.51. Current income tax payable

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.

Tax audit of the Company for fiscal years 2008, 2009 and 2010

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%.

2.52. Notifications of Associated parties

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.

2.53. Hellenic Corporate Governance Council (HCGC)

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.

2.54. Composition of the BoDs of the companies of the Group

The current members of the Boards of Directors of the companies of the ATHEX Group are listed in the following tables:

HELLENIC EXCHANGES - ATHENS STOCK EXHANGE S.A. HOLDING

Name Position
Iakovos Georganas Chairman, non-executive member
Socrates Lazaridis Vice Chairman & Chief Executive Officer
Alexandros Antonopoulos Independent non-executive member
Konstantinos Vassiliou Non-executive member
Ioannis Emiris 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.

ATHENS EXCHANGE CLEARING HOUSE S.A

Name Position
Alexios Pilavios Chairman, non-executive member
Gikas Manalis Vice Chairman, non-executive member
Socrates Lazaridis Chief Executive Officer, 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

2.55. Profits per share and dividends payable

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.

2.56. Contingent Liabilities

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.

2.57. Events after the date of the financial statements

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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