Annual Report • Apr 30, 2019
Annual Report
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| INTRODUCTION | 1 | |
|---|---|---|
| 1 | Business performance highlights of the Luka Koper Group in 2018 | 1 |
| 2 | Presentation of the Luka Koper Group | 13 |
| 3 | Business development strategy | 21 |
| 4 | Letter of the President of the Management Board | 36 |
| 5 | Report of the Supervisory Board for 2018 | 38 |
| BUSINESS REPORT | 45 | |
| 6 | Corporate Governance Statement | 45 |
| 7 | Relevant events, developments and achievements in 2018 | 68 |
| 8 | Relevant events after the end of the financial year | 74 |
| 9 | Performance analysis – 2018 | 75 |
| 10 | Marketing and sales | 85 |
| 11 | Investments in non-financial assets | 91 |
| 12 | Human Capital | 93 |
| 13 | Development activity | 94 |
| 14 | The LKPG Share | 99 |
| 15 | Management system | 106 |
| ACCOUNTING REPORT | 108 | |
| 16 | Separate Financial Statements of Luka Koper, d. d. | 108 |
| 17 | Notes to Financial Statements | 114 |
| 18 | Summary of significant accounting policies and disclosures | 118 |
| 19 | Additional Notes to Separate Income Statement | 146 |
| 20 | Additional Notes to the separate Statement of Financial Position | 153 |
| 21 | Statement of accumulated profit | 190 |
| 22 | Relevant events after the end of the financial year | 191 |
| 23 | Independent Auditor's Report | 192 |
| 24 | Luka Koper Group - Consolidated Financial Statements | 198 |
| 25 | Composition of the Luka Koper Group | 204 |
| 26 | Notes to the Consolidated Financial Statements | 205 |
| 27 | Summary of significant accounting policies and disclosures | 209 |
| 28 | Additional Notes to the Consolidated Income Statement | 240 |
| 29 | Additional Notes to the Consolidated Statement of Financial Position248 | |
| 30 | Relevant events after the end of the financial year | 278 |
| 31 | Independent Auditor's Report | 279 |
| 32 | Statement of Management's Responsibility | 285 |
TOTAL PORT THROUGHPUT 2018/2017 +3%
1.5 MILLION TONS
GENERAL CARGOES 2018/2017 +11%
CONTAINERS 2018/2017 +8%
CARS 2018/2017 +2%
In 2018, total throughput in the Port of Koper was 24 million tons of cargo, up 3% year-onyear and the highest annual throughput in the history of the port.
In comparison to the preceding year, the Luka Koper Group recorded growth in the throughput of all product groups except for liquid cargoes. In its profit/loss for 2018, the Group recorded an 11% increase year-on-year in the general cargoes group compared with 2017, which mainly related to the throughput of iron and steel products as well as the throughput of wood due to the reopening of the Northern African market. In 2018, the Luka Koper Group achieved good results and the highest ever throughput in the cargo groups of containers and cars. The Group's throughput of dry bulk and bulk cargoes was up 1% yearon-year, whereas the throughput of liquid cargoes was lower by 1% in 2018 compared with 2017, which was due to lower throughput of petroleum products. The passenger terminal recorded 101,415 passengers in 2018, which is a 41% increase from 2017.
| CARGO GROUPS (in tons) | 1-12 2017 12 2017 | 1-12 2018 12 2018 | Index 2018/2017 |
|---|---|---|---|
| General cargoes | 1,377,702 | 1,526,026 | 111 |
| Containers Containers |
9,071,440 | 9,520,007 | 105 |
| Cars | 1,123,779 | 1,156,265 | 103 |
| Liquid cargoes | 3,876,535 | 3,855,247 | 99 |
| Dry bulk and bulk cargoes bulk |
7,917,542 | 7,991,074 | 101 |
| TOTAL | 23,366,998 | 24,048,618 | 103 |
| CARGO GROUPS | 1-12 2017 12 2017 | 1-12 2018 12 2018 | Index 2018/2017 |
|---|---|---|---|
| Containers – Containers –number |
540,245 | 582,397 | 108 |
| Containers – Containers –TEU |
911,532 | 988,499 | 108 |
| Cars –pieces | 741,253 | 754,409 | 102 |
NET SALES 2018/2017 +7%
In 2018, net sales amounted to EUR 226 million, which was an increase by 7% or EUR 15 thousand compared to 2017.
EARNINGS BEFORE INTEREST AND TAXES (EBIT AND REST (EBIT) 2018/2017 2018/2017 +90%
In 2018, earnings before interest and taxes (EBIT) of the Luka Koper Group amounted to EUR 70 million, which was an increase of 90% or EUR 33 million from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, which is disclosed under other income, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, which are disclosed under other expenses, earnings before interest and taxes (EBIT) of the Luka Koper Group for 2018 would amount to EUR 60.2 million, which would, therefore, be an increase of 15% or EUR 8 million from 2017.
EARNINGS BEFORE INTEREST, TAXES, DEPRECI INTEREST, TAXES, DEPRECI REST, DEPRECIATION AND AM ATION AND AMATION AND AMORTISATION ORTISATION (EBITDA) 2018/2017 +52%
Earnings before interest, taxes, depreciation and amortisation (EBITDA) of the Luka Koper Group amounted to EUR 99 million in 2018, which was a 52% or EUR 34 million increase from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, earnings before interest, taxes, depreciation and amortisation (EBITDA) of the Group for 2018 would amount to EUR 89.5 million, which would, therefore, be an increase of 11% or EUR 9 million from 2017.
EBITDA MARGIN 2018/2017 +42%
The EBITDA margin of the Luka Koper Group in 2018 accounted for 43.8%, which was an increase of 42% or 13 percentage points from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, the EBITDA margin for 2018 would amount to 39.6%, which would, therefore, be an increase of 4% or 1.4 percentage points from 2017.
EUR 60 MILLION
NET PROFIT OR LOSS PROFIT LOSS 2018/2017 +71%
Net profit or loss of the Luka Koper Group amounted to EUR 60 million in 2018, which was an increase of 71% or EUR 25 million from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, net profit or loss of the Luka Koper Group for 2018 would amount to EUR 51.8 million, which would, therefore, be an increase of 9% or EUR 4 million from 2017.
INVESTMENTS 2018/2017 -56%
In 2018, the Luka Koper Group allocated the amount of EUR 16 million to investments, which was a decrease of 56% or EUR 20.9 million from 2017. Major investments included:
The sole reason for falling levels of investments was lengthy procedures for acquiring the required permits and unpredictable public procurement procedures. It was only in the middle of 2018 that the Company managed to break the deadlock on the Pier I extension project, which was due to the local community expressing concerns about increased noise. From the financial perspective, this is currently the largest ongoing infrastructure project. Another issue is public procurement, with complaints extending the time within which certain projects might be completed.
213 new employments were realised in 2018 in the Luka Koper Group. The total number of employees increased by 12% or 134 from 2017, to 1,242 employees in 2018, which was due to the Group having commenced the implementation of the action plan for the implementation of the port service provision strategy.
RETURN ON EQUITY (ROE) RETURN ON 2018/2017 +57%
The return on equity (ROE) amounted to 16.1% in 2018, which is 57% or 5.8 percentage points higher than in 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, the return on equity (ROE) for 2018 would amount to 14.1%, which would, therefore, be an increase of 1% or 0.2 of a percentage point from 2017.
NET FINANCIAL DEBT/EBITDA FINANCIAL DEBT/EBITDA 2018/2017 -91%
In 2018, the net financial debt/EBITDA indicator was 0.1, while in 2017 it was 1.3, which is less than in 2017 and is a result of a lower volume of investments made. A low level of the net financial debt /EBITDA indicator demonstrates a high financial stability of the Company and the entire Luka Koper Group, as well as their high willingness to enter a more intense investment cycle envisaged for the coming years.
In 2018, Luka Koper acquired building permits to extend the operational coast of the container terminal at Pier I, to construct additional railway tracks inland of Basin III, and to construct a new RO-RO berth in Basin III for the needs of the car terminal, which have also become final. Construction of the Sermin port entrance has also begun, which will mainly serve as the entry point for Pier II. This will improve internal logistics and relieve the town approach road of truck traffic. In parallel to this, in July Luka Koper signed a letter of intent with the Municipality of Koper to reach an agreement on the implementation of mitigation measures to reduce the environmental impact of port activity and ensure further development of the port.
In June 2018, the Government of the Republic of Slovenia amended the Decree on the administration of the freight port of Koper, which includes the expansion of the concession area, both territorial and maritime, by 705,436 square metres.
At its ordinary meeting of 26 March 2018, the Supervisory Board discussed the course of business restructuring of the Company and was briefed about the proposal for a port service provision strategy, which was devised by the Management Board. By announcing a substantial notification of 307 vacancies in September, Luka Koper undertook the action plan for implementing the port service provision strategy; which was followed by a public tender for the selection of recruitment agencies to provide workers for performing port services in November.
Having entered into force on 21 July, the Act Regulating the Construction, Operation and Management of the Second Track of the Divača-Koper Railway Line will be an additional financial burden to the Company, but will also enable sustainable development of the Port of Koper and an increase of Port throughput in the long term.
Luka Koper, d. d., began the procedure of refinancing part of its long-term loans payable in 2018 and completed in January 2019. Long-term loan contracts were signed with two banks, i.e. Intesa Sanpaolo, d. d., and SID, d. d., for the period of 10 years and for a total amount of EUR 43.7 million, each bank providing a half. By refinancing part of its loans, the Company has lengthened the maturity of its sources of funds, while also replacing part of its variablerate sources of funds with fixed interest rate sources and reducing financing costs.








| (in EUR) (in EUR) | Luka Koper, d. d. Luka Koper, d. |
Luka Koper Group Group | ||||
|---|---|---|---|---|---|---|
| Income statement statement | 2017 | 2018 | IND 2018/ 2017 |
2017 | 2018 | IND 2018/ 2017 |
| Revenue Revenue | 206,835,533 | 222,980,390 | 108 | 211,438,377 | 226,305,538 | 107 |
| Earnings before interest and taxes (EBIT) |
35,032,311 | 68,744,504 | 196 | 36,639,872 | 69,707,500 | 190 |
| Earnings before interest, taxes, depreciation and amortisation and amortisation (EBITDA) |
62,570,820 | 97,289,912 | 155 | 65,087,648 | 99,074,675 | 152 |
| Profit or loss from financing activity |
1,385,636 | 2,055,290 | 148 | -377,307 -377,307 | 624,300 | -165 |
| Profit before tax before tax | 36,417,947 | 70,799,794 | 194 | 37,952,498 | 71,990,783 | 190 |
| Net profit or loss | 33,143,408 | 58,588,995 | 177 | 34,982,789 | 59,760,203 | 171 |
| Added value1 | 115,524,196 | 153,696,710 | 133 | 124,516,296 | 162,462,410 | 130 |
| Statement of financial position | 31 Dec 2017 | 31 Dec 2018 | IND 2018/ 2017 |
31 Dec 2017 | 31 Dec 2018 | IND 2018/ 2017 |
|---|---|---|---|---|---|---|
| Assets | 518,952,908 | 553,542,207 | 107 | 536,478,688 | 572,242,060 | 107 |
| Non-current assets current assets current assets |
447,568,391 | 433,899,168 | 97 | 459,505,654 | 445,660,208 | 97 |
| Current assets | 71,384,517 | 119,643,039 | 168 | 76,973,034 | 126,581,852 | 164 |
| Own funds | 320,652,651 | 362,644,966 | 113 | 350,437,387 | 393,878,805 | 112 |
| Non-current liabilities with current provisions and long- long-term accruals and deferred revenue accruals |
156,033,161 | 137,848,415 | 88 | 142,700,743 | 124,316,097 | 87 |
| Short-term liabilities term |
42,267,096 | 53,048,826 | 126 | 43,340,558 | 54,047,158 | 125 |
| Financial liabilities liabilities | 133,114,842 | 107,273,741 | 81 | 117,114,842 | 91,262,420 | 78 |
| Investments | 2017 | 2018 | IND 2018/ 2017 |
2017 | 2018 | IND 2018/ 2017 |
|---|---|---|---|---|---|---|
| Investments in property, plant and equipment, investment property and intangible assets assets |
36,661,385 | 15,867,036 | 43 | 37,342,062 | 16,442,606 | 44 |
1 Added value = net sales + capitalised own products and own services + other revenue – costs of goods, material, services – other operating expenses excluding revaluation operating expenses.
| (in EUR) (in EUR) | Luka Koper, d. d. Luka Koper, d. d. |
Luka Koper Group Group | ||||
|---|---|---|---|---|---|---|
| Ratios (in Ratios (in%) | 2017 | 2018 | IND 2018/ 2017 |
2017 | 2018 | IND 2018/ 2017 |
| Return on sales (ROS)2 | 16.9% | 30.8% | 182 | 17.3% | 30.8% | 178 |
| Return on equity (ROE) Return |
10.6% | 17.1% | 162 | 10.3% | 16.1% | 157 |
| Return on assets (ROA) Return assets (ROA) assets (ROA) |
6.7% | 10.9% | 163 | 6.8% | 10.8% | 158 |
| EBITDA margin3 | 30.3% | 43.6% | 144 | 30.8% | 43.8% | 142 |
| EBITDA margin from market activity4 |
30.8% | 44.5% | 145 | 31.3% | 44.6% | 143 |
| Financial liabilities/equity | 41.5% | 29.6% | 71 | 33.4% | 23.2% | 69 |
| Net financial debt /EBITDA5 | 1.7 | 0.3 | 21 | 1.3 | 0.1 | 9 |
| Dividend pay Dividend pay-outratio |
33.6% | 29.5% | 88 | 33.6% | 29.5% | 88 |
| Port throughput (in tons) Port tons) |
2017 | 2018 | IND 2018/ 2017 |
2017 | 2018 | IND 2018/ 2017 |
|---|---|---|---|---|---|---|
| Maritime throughput throughput | 23,366,998 | 24,048,618 | 103 | 23,366,998 | 24,048,618 | 103 |
| Number of employees Number |
2017 | 2018 | IND 2018/ 2017 |
2017 | 2018 | IND 2018/ 2017 |
|---|---|---|---|---|---|---|
| Number of employees Number employees |
926 | 1,089 | 118 | 1,108 | 1,242 | 112 |
2 Return on sales (ROS) = earnings before interest and taxes (EBIT) / net sales
3 EBITDA margin = earnings before interest, taxes, depreciation and amortisation (EBITDA) / net sales
4EBITDA margin from market activity = earnings before interest, taxes, depreciation and amortisation (EBITDA) / net sales from market activity
5 Net financial debt /EBITDA = (financial liabilities – cash and cash equivalents)/EBITDA













The Luka Koper Group includes related parties that contribute to the comprehensive range of services provided by the port.
Further details regarding changes in the subsidiaries and associated companies are available in the chapter Composition of the Luka Koper Group.
Luka Koper is the only Slovenian multipurpose port. Its activity influences the development of the region, Slovenian economy, and logistics in this part of Europe. It comprises an integrated marine and coastal area, accommodating activities related to cargo and passenger port services.
Core port activities include transhipment and warehousing of a variety of goods. They are supplemented by a range of services on goods and other services, providing customers with comprehensive logistic support.
In 2008, Luka Koper, d. d. concluded with the Republic of Sloveina the Concession Agreement for the Administration, Management, Development and Regular Maintenance of Port Infrastructure in the area of the Koper cargo port. The Concession Agreement was concluded for a period of 35 years, as stipulated by the Maritime Code. The agreed concession fee amounts to 3.5% of the Company's sales revenue, excluding port fee income. The concession fee also includes the water right, water charges and other duties related to the use of the sea belonging to the Republic of Slovenia. Luka Koper, d. d. pays the total concession fee to the Republic of Slovenia, which then allocates half of the amount to the two local communities, the Municipality of Koper and since 1 January 2015 also to the Municipality of Ankaran.
Two public utility services are performed in Luka Koper, d. d., i.e. the public utility service of regular maintenance of the port infrastructure intended for public transport, and the public utility service of collecting waste from vessels in the Koper port area.
The core port activity of throughput and warehousing is carried out at twelve specialised port terminals. The terminals are organised according to the goods/cargo they receive:

Each terminal has its own characteristics depending on its goods-specific work process, technological procedures and technology. The terminals are organised in five profit centres. A detailed description of terminals is available at https://luka-kp.si/eng/terminals.
The port area consists of 274 hectares of land, with 50.7 hectares of warehouses and 109 hectares of open-air storage areas. We provide 28 berths located on 3,282 metres of the shoreline along 179 hectares of the sea. In terms of logistic activities, our services include:
The services of individual terminals are supplemented by Luka Koper INPO, d. o. o., Adria-Tow, d. o. o., Adria Transport, d. o. o., and Avtoservis, d. o. o., which enables us to quickly respond to the customer needs.
Luka Koper INPO, d. o. o. performs various services such as the simple cleaning and lubrication maintenance of railroad switches, vehicle and wagon weighing and truck terminal management services, in-port bus services, maritime services relating to berthing and sea protection, outdoor cleaning and landscaping services, services relating to collection, processing and management of waste, and other support services for the needs of the parent company and other users. As a support services company, Luka Koper INPO, d. o. o., provides the simple maintenance of railway tracks, weighing, bus transportation and public utility services. In its operations, the company remains true to its original mission, which in addition to successful commercial operation is the employment and training of disabled persons.
Adria-Tow, d. o. o. provides vessel towing services, ship supply services, sea rescue and vessel assistance at the port.
Adria Transport, d. o. o. facilitates an efficient logistic route between the port of Koper and its hinterland being in charge of the transport of large volumes of freight via the rail, both in and out of the port.
Avtoservis, d. o. o. provides full servicing for personal and light commercial vehicles. Their services are available to vehicle importers and exporters as well as freight forwarders using the Port of Koper as a logistic solution.
Adria Terminali, d. o. o. manages the hinterland logistics terminal in Sežana. Its operation focuses on the throughput and warehousing of various kinds of goods, particularly general cargoes with iron products and wood pellets as well as collective and conventional throughput in container traffic. Well-connected to the railway and road infrastructure, the terminal comprises nearly 50,000 m2 of storage facilities and boasts state-of-the-art machinery for handling goods. As a land terminal manager, the company endeavours to attract goods flows in the inland transport from Central and East European markets.
In addition to the core activity, i.e. the port activity, the Luka Koper Group provides the following activities:


The latest Business development strategy and the revised strategic documents of the company up to 2020 with an outlook to 2030 were adopted in 2015. Activities in 2018 continued along the line of adopted strategic concepts to which the annual plan had been aligned, which included the monitoring of the implementation of the action plan additionally adopted in 2016 to ensure the implementation of the activities required to achieve the strategic objectives. Adopted in order to manage the implementation of the strategy, the action plan comprises 4 strategic programmes:
Considering the complexity and interconnection of all the factors that impact the accomplishment of the strategic objectives within such a variety of business functions and aspects, these management activities are useful. The coordination of the strategic programmes focuses on comprehensive management of each project in terms of marketing, provision of capacity, process efficiency, adequacy of human resources, and other aspects that impact the efforts to meet the strategic objectives.
In terms of quantitative implementation of the strategy, the company saw its business results soar to new record highs in 2018. Total port throughput as well as container throughput have been growing at rates higher than those envisaged by the strategic documents, resulting in a considerable rise in the activity of loading and unloading containers. In car throughput, with a growing trend and new demand, transport is stable. This means that port capacities are filling up faster than expected.
The concession area was expanded in dialogue with the state in 2018, which forms the basis for expansion of the Port of Koper. It should be stressed that further implementation of the strategy will be influenced by the challenges related to timely provision of relevant and sufficient port capacity, which future growth of traffic is subject to. Following the removal of certain barriers and having been granted consent for construction in 2018, key investments are being implemented, which include the extension of Pier I and construction of an additional RO-RO berth, and procedures are continued to acquire from the state additional land for the storage of cars in compliance with the national spatial plan.
A major challenge in the implementation of strategic plans is the port service provision strategy, which seeks to implement a three-tier model presented in chapter 10 of the sustainability report, Care for employees. Care for employees.employees. Furthermore, in 2019 Luka Koper will become liable for payment of transhipment fee as a way to finance the second Koper–Divača track project, which is an additional operating cost for the Company. However, in the long term it enables sustainable development of the port of Koper and growth of its throughput. According to current information, the second track is supposed to be attainable in 2026, and both tracks together in 2027.
The key financial ratios of Luka Koper, d. d., and the Luka Koper Group in 2018 compared to the plan for 2018
| Luka Koper, d. d. d. | Luka Koper Group Luka Koper Group Koper Group |
||||||
|---|---|---|---|---|---|---|---|
| Income statement statement | PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
|
| Net sales | 224,431,963 | 222,980,390 | 99 | 228,894,117 | 226,305,538 | 99 | |
| Earnings before interest and taxes (EBIT) |
65,389,038 | 68,744,504 | 105 | 66,232,590 | 69,707,500 | 105 | |
| Earnings before interest, taxes, depreciation and amortisation (EBITDA) (EBITDA) |
93,787,334 | 97,289,912 | 104 | 95,447,200 | 99,074,675 | 104 | |
| Profit or loss from financing activity |
1,748,758 | 2,055,290 | 118 | 593,146 | 624,300 | 105 | |
| Loss before tax before tax | 67,137,796 | 70,799,794 | 105 | 68,272,889 | 71,990,783 | 105 | |
| Net profit or loss | 54,889,584 | 58,588,995 | 107 | 55,798,178 | 59,760,203 | 107 | |
| Added value6 | 148,421,235 | 153,696,710 | 104 | 156,430,945 | 162,462,410 | 104 |
| Statement of financial position |
PLAN 31 Dec 2018 |
31 Dec 2018 | IND 2018/ PLAN 2018 |
PLAN 31 Dec 2018 |
31 Dec 2018 | IND 2018/ PLAN 2018 |
|---|---|---|---|---|---|---|
| Assets | 559,587,395 | 553,542,207 | 99 | 576,791,071 | 572,242,060 | 99 |
| Non-current assets current assets |
445,685,979 | 433,899,168 | 97 | 457,233,085 | 445,660,208 | 97 |
| Current assets | 113,901,416 | 119,643,039 | 105 | 119,557,986 | 126,581,852 | 106 |
| Own funds | 359,044,293 | 362,644,966 | 101 | 389,929,283 | 393,878,805 | 101 |
| Non-current liabilities with current provisions and long- long-term accruals and deferred revenue revenue |
140,364,820 | 137,848,415 | 98 | 126,881,232 | 124,316,097 | 98 |
| Short-term liabilities term |
60,178,282 | 53,048,826 | 88 | 59,980,557 | 54,047,158 | 90 |
| Financial liabilities liabilities | 116,847,995 | 107,273,741 | 92 | 100,848,101 | 91,262,420 | 90 |
6 Added value = net sales + capitalised own products and own services + other revenue – costs of goods, material, services – other operating expenses excluding revaluation operating expenses.
| (in EUR) (in EUR) | Luka Koper, d. d. Luka d. d. |
Luka Koper Group Group | |||||
|---|---|---|---|---|---|---|---|
| Investments | PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
|
| Investments in property, plant and equipment, investment property and intangible assets assets |
25,371,150 | 15,867,036 | 63 | 25,612,575 | 16,442,606 | 64 |
| Ratios (in Ratios (in%) | PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
|---|---|---|---|---|---|---|
| Return on sales (ROS)7 | 29.1% | 30.8% | 106 | 28.9% | 30.8% | 106 |
| Return on equity (ROE) Return |
16.2% | 17.1% | 106 | 15.1% | 16.1% | 107 |
| Return on assets (ROA) Return assets (ROA) |
10.2% | 10.9% | 107 | 10.0% | 10.8% | 108 |
| EBITDA margin8 | 41.8% | 43.6% | 104 | 41.7% | 43.8% | 105 |
| EBITDA margin from market activity9 |
43.5% | 44.5% | 102 | 43.4% | 44.6% | 103 |
| Financial liabilities/equity | 32.5% | 29.6% | 91 | 25.9% | 23.2% | 90 |
| Net financial debt /EBITDA10 | 0.6 | 0.3 | 61 | 0.3 | 0.1 | 35 |
| Dividend pay Dividend pay-outratio |
29.5% | 29.5% | 100 | 29.5% | 29.5% | 100 |
| Port throughput (in tons) Port throughput (in tons)tons) |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
|---|---|---|---|---|---|---|
| Maritime throughput throughput | 23,181,410 | 24,048,618 | 104 | 23,181,410 | 24,048,618 | 104 |
| Number of employees Number |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
PLAN 2018 |
2018 | IND 2018/ PLAN 2018 |
|---|---|---|---|---|---|---|
| Number of employees Number |
1,147 | 1,089 | 95 | 1,311 | 1,242 | 95 |
7 Return on sales (ROS) = earnings before interest and taxes (EBIT) / net sales
8 EBITDA margin = earnings before interest, taxes, depreciation and amortisation (EBITDA) / net sales
9EBITDA margin from market activity = earnings before interest, taxes, depreciation and amortisation (EBITDA) / net sales from market activity
10Net financial debt /EBITDA = (financial liabilities – cash and cash equivalents)/EBITDA
In terms of container transport and container shipping companies, the year 2018 was again marked by mergers, takeovers, and consolidation. At the same time, shipping companies are expanding into freight forwarding by acquiring considerable shares of major logistics companies or integrating logistics departments into the shipping segment. There are signs that the trend will continue into 2019 as this is the only way for shipping companies to remain competitive at the global level. Forecasts suggest that in the coming years 5 to 6 major container shipping companies will integrate into only 3 alliances instead of 5 that existed in recent years (2M, Ocean Alliance, The Alliance).
In 2018, ship freight rates decreased on almost all major trade routes despite the growing fuel costs. This was mainly due to the excessive shipping capacities available on major routes, mostly as a result of an increasing number of ultra large container vessels (ULCVs, >21.000 TEU), which has been predicted to continue into 2019. This will also cause a shift from current major routes (e.g. Asia – Northern Europe) to other routes (e.g. Mediterranean or the Adriatic), and with it, most likely, a further decrease of freight rates. The shift of current capacities to other routes means that we can expect larger container ships also in the Mediterranean, and therefore in Northern Adriatic ports.
In the container segment, the ca. 4% annual growth will continue until 2020: as the shipping capacity growth rate matches the growth in demand, we can expect no major traffic changes. Container shipping companies have ordered the construction of twenty new vessels with the capacity of 22,000 TEU to be delivered in 2019 and 2020. This means that the nominal level of fleet growth for the container shipping transport segment in the coming years is approximately 4% and therefore matches the growth of the volume of trade, which prevents considerable growth in the market.11
In 2018, Luka Koper, d. d., recorded 8% growth in container throughput compared with 2017. Its growth exceeded that of North European ports as well as North Adriatic ports with the exception of Trieste (TMT).
11 Source: UN ESCAP: https://www.unescap.org/sites/default/files/ESCAP_Container%20throughput%20forecast.pdf

Throughput of containers in the three most important North European ports, in TEU per port13

12 Source: Websites of the ports in question, and NAPA
13 Source: Websites of the ports in question, and NAPA
On a global scale, a 0.8% decrease in sales was recorded in 2018, with almost EUR 79 million passenger cars sold. In North America, sales of passenger cars slowed down by 1% in 2018. This year, the United States of America accounted for 17.6% of the global car market, which places the country in the third position, behind China and the European Union. In South America, results for 2018 were higher than in 2017 by 7%. Sales of passenger cars in South Korea increased by 2.4% compared with 2017, whereas the Japanese market remained stable. Last year, sales in China amounted to 23.2 million passenger cars, which is a 3.5% decrease from 2017 and the first decline in sales in almost three decades. Representing 29.4% of global car sales last year, China remains the largest global passenger car market. In India, sales of passenger cars increased by 6.2% in 2018 despite modest growth in the second half of the year.
In 2018, the share of cars using diesel fuel decreased from 44% to 35.9% in the EU market, while the share of petrol-engine cars grew from 50.3% to 56.7%. Electric vehicles represent a mere 2% of new cars, whereas alternative propulsion vehicles (APV) account for a total 7.4% of the market.
In 2018, the production of new passenger cars in the EU decreased by 2.1%, a level similar to that seen the year before. In Western Europe, production rose slightly in France, by 0.4%, but declined sharply in Italy by 10.2%, in Germany by 9.9%, and in the UK by 9.7%. In Central Europe, the countries to increase production were Romania by 29.7%, and Slovakia by 9.8%, whereas Poland and Hungary recorded a decrease, by 14.9% and 3.7% respectively.
In 2018, the European Union exported 5.4 million cars, which is a 1.6% decrease in the volume of export, and increased the import considerably, i.e. by 9.3% to a total of 3.6 million cars.
The throughput of cars in the Port of Koper was mainly a result of the 7% increase of sales in Spain. The slowing demand for new cars in Western Europe was compensated for positive results in Central European markets.
As the 2018 results on the throughput of cars in other European ports are to be published in the Automotive Logistics magazine later this year 14 a comparison with competitors has not yet been made.
14 Source: AUTOMOTIVE LOGISTICS: http://automotivelogistics.media/
Trends like globalisation, demographic shifts, technological development and climate change will shape the future of the global transport sector in the coming decades, with implications including higher investment, higher energy costs, and shrinking of the workforce, according to a study conducted by the European Transport Workers' Federation (EFT).
Harbours will be seen as hubs integrated into main transport corridors. The organisation of goods transport around such hubs will have a key function, making growing logistics companies increasingly important and influential. Infrastructure capacities will need to be expanded. Further integration of the supply chain will be vital:
The vital trends to shape the future of ports and maritime transport worldwide include:
In the transport-logistics chain and in port activity, shipping companies play a very important role. It is shipping companies that major changes in the field of ecology are expected of, the aim being to reduce atmospheric emissions. According to IMO standards, they will have to opt for one of the possibilities to reduce atmospheric emissions as of 2020.
The European transport policy aims at shifting as much cargo as possible away from roads and thus contribute to the reduction of CO2 emissions and encourage sustainable transport solutions. One of the targets set by the European Union in its Transport 2050 strategy is to Business development strategy development strategy
shift 30% of road freight across distances of over 300 km to railway or waterborne transport until 2030; whereas this share is to increase to 50% by 2050. Over such distances, rail is a more efficient and environmentally more acceptable alternative to road transport.
2018 was marked by weakened global growth15. Global growth for 2018 was estimated at 3.7% in an economic growth forecast in October 2018 (WEO) despite a slowdown in some economies, particularly in Europe and Asia.
For 2019, the International Monetary Fund (IMF) forecasts a 3.7% growth of the entire global economy. Based on a positive outlook for the international environment, the global economic growth forecast remains promising. However, a more substantial growth is blocked by weak global demand, increasing geopolitical tension and trade tension, particularly the rise of protectionism. Increased risks to achieving economic growth are not yet reflected in major macroeconomic indicators. However, these factors have to be monitored carefully as they can play a significant role in the growth of foreign demand, and consequently in the volume of throughput in the coming period. Global growth will continue to be propelled by developing countries (4.7%), whereas the growth forecast for developed economies for 2019 is at 2% (IMF, 201816).
According to IMF forecasts, the rate of GDP growth will remain approximately at the 2018 level up to 2022. The World Trade Organisation also predicts the volume of global trade to grow, but somewhat more moderately while the growth rate abates slightly. Its international trade growth forecast was at 3.9% for 2018, and at 3.7% for 2019 (source: WTO 201817).
In the past three years, the throughput share for the Slovenian market through the Port of Koper attained between 25 and 30 percent, which makes it the second most important market after Austria. The Port of Koper focuses on the domestic market and by actively selling it increases the transhipment of Slovenian goods through the port. For Slovenia, 3.4% growth is predicted for 2019 and it will be based on strengthening domestic demand and export sector as estimates of growth for main Slovenian trade partners remain positive. Despite its levelling dynamics in Slovenia compared with the previous year, economic growth will be considerably higher than in the euro area where it is estimated at 2% for the coming year. Growth forecasts for all Company's major hinterland markets remain positive. The figures for 2019 are as follows: 2.2% for Austria, 1.9% for Germany, 3.3% for Hungary, 4.1% for Slovakia, 3.5% for Poland, and 3% for the Czech Republic. A complete slowdown is
15 Source: IMF: https://www.imf.org/en/Publications/WEO/Issues/2019/01/11/weo-update-january-2019
16 Source: Real GDP growth - Annual percent change, IMF datamaper, 2018
17 Source: WTO downgrades outlook for global trade as risks accumulate, WTO, 2018
predicted for Turkey (0.4% growth) as the country is faced with currency devaluation, overindebtedness and high inflation.
Forecasts of growth rates in developing markets remain high, but differ substantially depending on the region. Growth is predicted to remain very strong in the developing part of Asia. Despite a gradual slowdown, the Chinese economy will maintain strong dynamics, with the 2019 growth estimated at more than 6%. High economic growth is also predicted for India, at 7.4%. Growth in North Africa is estimated at 4.5%, whereas a lower growth rate of 1.9% is predicted for the Middle East.
| (in EUR) (in EUR) | Luka Koper, d. d. d. | Luka Koper Group Luka Koper Group Luka Koper Group |
|||||
|---|---|---|---|---|---|---|---|
| Income statement statement | 2018 | PLAN 2019 |
IND PLAN 2019 2018 |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
|
| Revenue Revenue | 222,980,390 | 238,126,934 | 107 | 226,305,538 | 242,767,294 | 107 | |
| Earnings before interest and taxes (EBIT) |
68,744,504 | 42,624,782 | 62 | 69,707,500 | 44,037,110 | 63 | |
| Earnings before interest, taxes, depreciation and amortisation (EBITDA) |
97,289,912 | 71,214,780 | 73 | 99,074,675 | 73,407,349 | 74 | |
| Profit or loss from financing activity activity |
2,055,290 | 1,840,560 | 90 | 624,300 | 503,696 | 81 | |
| Loss before tax before tax | 70,799,794 | 44,465,342 | 63 | 71,990,783 | 45,788,569 | 64 | |
| Net profit or loss | 58,588,995 | 37,214,551 | 64 | 59,760,203 | 38,344,688 | 64 | |
| Added value Added value18 | 153,696,710 | 145,952,935 | 95 | 162,462,410 | 154,112,233 | 95 |
| Statement of financial position | 31 Dec 2018 | PLAN 31 Dec 2019 |
IND PLAN 2019 2018 |
31 Dec 2018 | PLAN 31 Dec 2019 |
IND PLAN 2019 2018 |
|---|---|---|---|---|---|---|
| Assets | 553,542,207 | 565,955,791 | 102 | 572,242,060 | 585,725,899 | 102 |
| Non-current assets current assets |
433,899,168 | 476,186,652 | 110 | 445,660,208 | 488,124,415 | 110 |
| Current assets | 119,643,039 | 89,769,139 | 75 | 126,581,852 | 97,601,485 | 77 |
| Own funds | 362,644,966 | 378,059,552 | 104 | 393,878,805 | 411,802,821 | 105 |
| Non-current liabilities with current provisions and long- long-term accruals and deferred revenue accruals |
137,848,415 | 139,748,907 | 101 | 124,316,097 | 125,858,360 | 101 |
| Short-term liabilities term |
53,048,826 | 48,147,332 | 91 | 54,047,158 | 48,064,718 | 89 |
| Financial liabilities liabilities | 107,273,741 | 107,189,943 | 100 | 91,262,420 | 91,129,943 | 100 |
| Investments | 2018 | PLAN 2019 |
IND PLAN 2019 2018 |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
|---|---|---|---|---|---|---|
| Investments in property, plant and equipment, investment property and intangible assets assets |
15,867,036 | 69,818,024 | 440 | 16,442,606 | 71,737,774 | 436 |
18 Added value = net sales + capitalised own products and own services + other revenue – costs of goods, material, services – other operating expenses excluding revaluation operating expenses.
| (in EUR) (in EUR) | Luka Koper, d. d. d. d. | Luka Koper Group Group Group | ||||
|---|---|---|---|---|---|---|
| Ratios (in Ratios (in%) | 2018 | PLAN 2019 |
IND PLAN 2019 2018 |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
| Return on sales (ROS)19 | 30.8% | 17.9% | 58 | 30.8% | 18.1% | 59 |
| Return on equity (ROE) Return |
17.1% | 10.1% | 59 | 16.1% | 9.6% | 60 |
| Return on assets (ROA) Return assets (ROA) |
10.9% | 6.6% | 60 | 10.8% | 6.5% | 60 |
| EBITDA margin20 | 43.6% | 29.9% | 69 | 43.8% | 30.2% | 69 |
| EBITDA margin from market activity21 |
44.5% | 31.6% | 71 | 44.6% | 31.9% | 71 |
| Financial liabilities/equity | 29.6% | 28.4% | 96 | 23.2% | 22.1% | 96 |
| Net financial debt /EBITDA22 | 0.3 | 1.0 | 287 | 0.1 | 0.6 | 509 |
| Dividend pay Dividend pay-outratio |
29.5% | 31.9% | 108 | 29.5% | 31.9% | 108 |
| Port throughput (in tons) Port |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
|---|---|---|---|---|---|---|
| Maritime throughput throughput | 24,048,618 | 24,654,959 | 103 | 24,048,618 | 24,654,959 | 103 |
| Number of employees Number employeesemployees |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
2018 | PLAN 2019 |
IND PLAN 2019 2018 |
|---|---|---|---|---|---|---|
| Number of employees Number |
1,089 | 1,524 | 140 | 1,242 | 1,695 | 136 |
19 Return on sales (ROS) = earnings before interest and taxes (EBIT) / net sales
20 EBITDA margin = earnings before interest, taxes, depreciation and amortisation (EBITDA) / net sales
21EBITDA margin from market activity = earnings before interest, taxes, depreciation and amortisation (EBITDA) / net sales from market activity
22 Net financial debt /EBITDA = (financial liabilities – cash and cash equivalents)/EBITDA
The Luka Koper Group is about to enter an important development cycle. Having acquired a final building permit for the extension of Pier I, it has made a significant step in the implementation of its key strategic investments. With the increased container terminal capacity, the Port of Koper will be able to follow the global trends in container throughput and maintain its competitive edge over other ports that are also investing to increase their capacities.
In 2019, the Company will seek to achieve increased throughput and to increase net sales revenues from market activities. However, higher employee benefit costs arising from the implementation of the port service provision strategy and forecast costs of the transhipment fee will have a major influence on financial indicators. At the same time, a sound working environment and a reliable rail link are the two factors to enable stable sustainable and competitive operation in the long term.
In the first quarter of 2019, the Luka Koper Group will devise a new Strategic Business Plan for the period 2020-2025. Updating the current plan which is coming to an end, the new plan will respond to strategic challenges in global logistics. It will define the crucial trends in the areas of cargo groups, human resources, technologies, equipment and spatial solutions.
The planned value of investment by the Company in 2019 is EUR 71.7 million. Key projects will be: extension of Pier I (container terminal quay), construction of a parking garage, construction of the 6th group or rails (inland of Basin III, for the needs of the car terminal), construction of a new RO-RO berth in Basin III (vessels designed to carry wheeled cargo), a new truck entrance to the port, investment into cranes and other equipment. The purpose of all these investments is to increase port capacity, which will enable a higher volume of throughput, higher cargo turnover, improved efficiency of port operations, and enhance the port's competitiveness.
The 2019 target for port throughput in the Port of Koper is 24.7 million tons, which is a continuation of the positive trend and a 3% increase compared with 2018. Growth is envisaged for all cargo groups, yet the highest growth rate in tons is expected at the container terminal. Regarding other strategic cargo groups, growth will depend on the implementation of key infrastructure investments and acquisition of additional area. The Company will also strive to achieve further growth of throughput in the container filling and emptying segment, which has multiplier effects at several terminals.
Planned investments will contribute to throughput increase in the port. However, it is crucial how the increased volume of cargo will be transported to chosen destinations. The rail to road ratio in cargo transport has long been in favour of the former, which we wish to preserve in the future, since direct rail links with hinterland countries are the main generator of throughput growth in the Port of Koper.
The second Koper – Divača railway track construction project is underway and expected to be completed by 2027. In regard to this, Luka Koper will be paying the new transhipment fee in compliance with the Act Regulating the Construction, Operation and Management of the Second Track of the Divača-Koper Railway Line. The challenge remains how to increase the fluidity of the existing track in the meantime. In cooperation with other stakeholders, the Company has identified the measures (infrastructural, organisational and others) to ensure an increased capacity of the track.
2019 will be a landmark year in regard to the completion of a new business model of cooperation with external port services providers, which brings a change to a practice that goes back for more than 20 years. The action plan for implementing the port service provision strategy introduces a three-tier model that envisages 307 new employments (tier I), 346 agency workers (tier II) and cooperation with external contractors for certain sectors (tier III). The Company will thus reduce the risk of inequality of pay for work of equal value, follow the sustainable development targets and enhance its reputation in the business environment.
Dear Ladies and Gentlemen,
The Luka Koper Group has attained another record throughput level in 2018, i.e. 24 million tons, which was a 3% increase from the preceding year. Growth was recorded at practically all terminals. In profit or loss for 2018, we recorded an 11% increase year-on-year in the general cargoes group, which mainly related to the throughput of iron and steel products as well as the throughput of wood due to the reopening of the African market. We are satisfied with the results in both crucial cargo groups, i.e. containers and cars. The number of container units increased by 8% to 988 thousand TEU, and the number of cars by 2% to 754 thousand units. We have maintained our leading position in the Adriatic in terms of container throughput, and one of the highest volumes of throughput in the Mediterranean in terms of cars. The growth in the dry bulk and bulk cargoes group was more modest, reaching only 1%, as had been projected.
In 2019, we plan a 3% growth compared with the previous year. Growth is envisaged for all cargo groups, yet the highest growth rate in tons is expected at the container terminal. At this terminal, the historical milestone of one million TEU (container unit) might be exceeded in the current year. Regarding other strategic cargo groups, growth will depend on the implementation of key infrastructure investments and acquisition of additional area. We will also strive to achieve further growth of throughput in the container filling and emptying segment, which has multiplier effects at several terminals.
The positive trend of throughput growth has also yielded positive operating results. In 2018, the operating profit of the Luka Koper Group amounted to EUR 70 million, which was an increase of 90% or EUR 33 million from 2017. Not including the one-off event of receiving a compensation for the collapsed crane amounting to EUR 9.6 million, and the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, the operating profit increased by 15% or EUR 8 million. Without taking into account the above one-off events, net profit increased by 9% or EUR 4 million compared with the previous year.
A low level of the Net financial debt /EBITDA indicator, valued at 0.1, demonstrates a high financial stability of the Company and the entire Luka Koper Group as well as high willingness to enter a more intense investment cycle envisaged for the coming years. In 2018, we succeeded in implementing 64% of the investments planned. The sole reason for this was lengthy procedures for acquiring the required permits and unpredictable public procurement procedures. It should be noted that it was only in the middle of the preceding year that the Company managed to break the deadlock on the Pier I extension project, which was due to the local community expressing concerns about increased noise. From the financial perspective, this is currently the largest ongoing infrastructure project. Another issue is public procurement, with complaints extending the time within which certain projects might be completed.
Implementing new investments, particularly in the area of containers and cars, we follow the trends set by major container shipping companies and modern logistics at large, thus maintaining our competitive edge over neighbouring ports and in key markets. The planned value of investment for the current year is EUR 71.7 million. Key projects include: extension of Pier I (container terminal quay), construction of a parking garage, construction of the 6th group or rails (inland of Basin III, for the needs of the car terminal), construction of a new RO-RO berth in Basin III (vessels designed to carry wheeled cargo), a new truck entrance to the port. The purpose of all these investments is to increase port capacity, which will enable a higher volume of throughput, higher cargo turnover, improved efficiency of port operations, and enhance the port's competitiveness.
However, the largest project, which is also essential for the future throughput growth, is being implemented beyond the port area. At Luka Koper, we are extremely pleased that the project of constructing the second railway track between Koper and its hinterland should continue. For us, it is of key importance. Although the trend in recent years has been towards an increase in the number of trucks, a modern, efficient and reliable rail link is the basis for the future strategic development of the port. What we also have to consider is the state of the entire Slovenian rail network, which will be undergoing major maintenance works in the coming years. Such works are inevitable if we are to exploit the full potential of the new capacity once the second track is constructed.
2018 was not only a record year in terms of throughput, but also a milestone year in terms of establishing a new business model of cooperation with external port services providers.
This brings a change to a practice that goes back for more than 20 years, which will be implemented fully in the current year. The new model envisages three tiers, i.e. own employees, agency workers and for certain sectors also cooperation with external contractors While beginning to implement the new model, last year the Group also accelerated recruitment due to increased throughput. Therefore, the number of employees at the year-end of 2018 was 12% higher than the year before, and by the end of 2019 it will predictably have risen to 1,695.
Financial indicators will be affected considerably by higher employee benefits cost and the new transhipment fee intended for financing the second railway track (which the State has been charging since March 2019). On the other hand, a sound working environment and a reliable rail link are the two factors to enable stable, sustainable and competitive operation of the Luka Koper Group in the long term.
Dimitrij Zadel President of the Management Board of Luka Koper, d. d.
In 2018 the Supervisory Board operated in the following composition: Uroš Ilić (President), Andraž Lipolt, (Deputy President), Milan Jelenc, Rado Antolovič PhD, Barbara Nose, Sabina Mozetič, Mladen Jovičić, Rok Parovel and Marko Grabljevec. The Supervisory Board members were in synergy with expertise and competences, and its composition was diversified with respect to the education, professional experience, gender and age.
In 2018, the Supervisory Board met at nine regular and two extraordinary meetings. As a key topic discussed at each meeting, the Supervisory Board was monitoring the changed business model of providing port services. Examining lawfulness, resource efficiency and risk control with a view to the future development and operations of the Company and the Luka Koper Group, the Supervisory Board was reinforcing mutual relations and trust in an open dialogue with the Management Board.
In February 2018, the Supervisory Board made an agreement with the then Member of the Management Board - Worker Director Stojan Čepar on consensual termination of his office as Member of the Management Board - Worker Director; and proposed a new Worker Director, Vojko Rotar, following a proposal of the Workers' Council. At the same meeting, the Supervisory Board instructed the Management Board to begin devising the strategy and action plan for changes in providing port services. They adopted the business plan of the Company and Group for 2018 and discussed the Management Board report on the procedures regarding the workplace responsibility for the fatal accident at work in 2017, in which a Member of the Supervisory Board - workers representative - was also involved. The topic was discussed by the Supervisory Board in absentia of the Member in question. In 2018, the Supervisory Board in general paid great attention to recognising, disclosing, managing and eliminating conflict of interest among members of the Supervisory Board. All members of the Supervisory Board including workers' representatives Mladen Jovičić, Marko Grabljevec and Rok Parovel, and representative of local communities, Sabina Mozetič, stated to be independent and not acting as delegates for the Workers' Council, the trade union or the local communities. At its April meeting, the Supervisory Board endorsed the audited 2017 Annual report of the Luka Koper Group and Luka Koper, d. d., and reviewed the Management Board proposal for the use of accumulated profit. It adopted the Diversity Policy of the Management Board and the Supervisory Board of Luka Koper, d. d. At its May meeting, the Supervisory Board expressed agreement with the planned changes to the model of port service provision devised by the Management Board, and with the notice convening the 30th general meeting of shareholders, which took place on 29 June 2018. On the day of the General Meeting of Shareholders, the 13th regular meeting of the Supervisory Board was also held, where the Supervisory Board was informed of the General Meeting's counterproposals, and gave its consent for the construction of the new Sermin entrance to begin. Having regularly monitored the quarterly or half-yearly business results of the Company and the Luka Koper Group, at its August meeting the Supervisory Board gave its consent to the revision of the business plan for the year 2018, and authorised the President of the Supervisory Board to sign a contract on the auditing of financial statements of the Company and of the Luka Koper Group for the financial year 2018. At its October and November meetings, the Supervisory Board took note of the Management Board's Investment Management Strategy, the possibility of investing cash, the possibility of obtaining additional areas for the development of the port, and the situation as regards the extension of Pier I. At its last meeting in 2018, which took place in December, the Supervisory Board was informed on done benchmark analysis based on comparison of ports and terminals, on long-term benefits for the Company arising from the construction of the second railway track, endorsed the 2019 Business plan of the Company and the Group, and discussed the criteria for remunerations to the Management Board. The work of the Members of the Supervisory Board was done expertly, the focus being on carrying out their functions efficiently.
In addition to the above activities, in 2018 the Supervisory Board also addressed the following important issues:
The Members of the Supervisory Board were trained regularly and followed new examples of good practice in corporate governance. The Supervisory Board did not discuss the Report of the Workers' Council on the situation regarding worker participation in the management, since the report had not been submitted for discussion by the Workers' Council. Out of 183 resolutions adopted, 98 percent were adopted unanimously by the Supervisory Board.
In 2018 the following committees provided the Supervisory Board with uninterrupted support: Audit Committee, HR Committee and Business Operations Committee, which was formed at the 2nd Supervisory Board meeting by correspondence on 9 January 2018 to replace the Committee for investments and Committee for organisation and processes. The Supervisory Board appointed Andraž Lipolt as chair of the Business Operations Committee.
The tasks of the Supervisory Board Audit Committee are stipulated by the Companies Act, EU Regulation No 537/2014, the Rules of Procedure on the Work of the Supervisory Board, Rules of Conduct for the work of the Audit Committee, and Recommendations for Audit Committees. In 2018, the Audit Committee of Luka Koper, d. d. met at 12 regular meetings and 2 meeting by correspondence. It was composed of Barbara Nose (Chair, level of education 7, BSc in Economics, auditing specialist), Uroš Ilić (Member, level of education 8, MSc in Law), Marko Grabljevec (Member, level of education 7, BSc in Criminal justice and Security), and Mateja Kupšek (External Member, level of education 7, BSc in Economics). At its 16th meeting on 26 November 2018, the Supervisory Board appointed Milan Jelenc (Member, level of education 8, MSc in Economics) to replace Uroš Ilić, President of the Supervisory Board, as Member of the Audit Committee.
In 2018, the Audit Committee in the framework of its responsibilities and authorisations given by the Supervisory Board devoted particular attention to the monitoring of the implementation of the action plan for implementing the external port services providers strategy, and followed the concept of a transparent, ethical and socially-responsible model of Company operation and of managing potential conflicts of interests. The committee followed the Recommendations for the Audit Committee and Work Priorities for Audit Committees, and in relation to the monitoring of operations with audit firms and their networks, it sought to respect the Guidelines for selecting and ensuring the autonomy of the auditor of the financial statements of the Luka Koper Group, which were adopted by the Supervisory Board in November 2017. The Audit Committee participated in the drafting of the contract between the Company and the external auditor, met regularly with the latter and participated in the determination of the most important areas to be audited, it discussed its reports and monitored its autonomy and the financial statements audit procedure. It discussed the audited 2017 annual report of the Group and of Luka Koper, d. d., regularly monitored the process of financial reporting, and the annual report being devised, with special emphasis on the grounds for the establishment of provisions for potential legal actions, as well as the non-financial report, and discussed various Company's interim reports. By making proposal and recommendations, it worked towards ensuring the integrity of the proceedings of financial reporting.
The Audit Committee carefully considered and monitored the integrity of management reports on the operations of the Company and the Luka Koper Group, on risk management and functioning of internal controls, suppliers, sponsorships and donations, open judicial proceedings, reward models, corporate integrity and operations compliance, public information, tax and information risks, introduction of new IFRSs, criteria for allocating costs, revenues, assets and their sources to the public utility service, and other reports within the adopted the reporting system; and proposed amendments and appropriate measures for parts where potential gaps were detected. It monitored closely the implementation of recommendations given.
Prior to submitting the proposal to the Supervisory Board for discussion, the Audit Committee examined thoroughly the reasons for the appointment of the head of internal audit, monitored its work on regular and extraordinary internal auditing, remuneration and award, and award and was extremely vigilant as to the respect for the autonomy and personal integrity.
The Audit Committee adopted the 2018 work programme at the beginning of 2018, and the 2019 work programme at the end of the year. The committee also self-assessed its work and adopted an action plan for all areas of operation which it is estimated capable of improvement.
The Audit Committee submitted regular reports on its work to the Supervisory Board, and upgraded reports of the Management Board with demands for higher-quality and more efficient reporting.
In 2018, the HR Committee met at three meetings. It was composed of Uroš Ilić (chair), Milan Jelenc, Barbara Nose and Rok Parovel. The HR Committee proposed to the Management Board to devise a Diversity policy, and proposed to the Supervisory Board to adopt it. It also suggested to the Management Board to prepare a succession programme, having faced the issue of obtaining suitable candidates within the Company when proposing names for the appointment of new members of the Management Board in 2017, since nobody was willing to take on these functions. The committee pointed out that a corporate integrity and operations compliance officer should be appointed in the Company, and examined carefully and submitted to the Management Board the criteria for remunerations to the Management Board. To the Supervisory Board, it proposed an external assessment of the work of the Supervisory Board.
The Business Operations Committee met at its inaugural meeting on 19 January 2018, and at 9 regular meetings throughout the year. It was composed of Andraž Lipolt (president) and members Milan Jelenc, Rado Antolovič PhD, Sabina Mozetič, Rok Parovel and Mladen Jovičić. The committee monitored the implementation of the investment plan and the status of the projects, with a particular emphasis on key projects: extension of Pier I, construction of a multi-storey car park, the new Sermin entrance, and the purchase of a new replacement crane and other equipment. It became acquainted with the situation of investments in IT support and monitored the effects of short-term measures on the rise of productivity. To the Management Board, it submitted recommendations in respect of the implementation of the measures for efficient investment planning and management, and management of public procurement, and was informed regularly of the Company's business targets, opportunities for enlargement, and analyses of the economic viability of investments as devised by the Management Board. The committee took note of the information on the funds and the way in which they are spent in the implementation of the public utility service, of the operation of individual profit centres of the company and relations with subsidiaries. At the end of the year, the Operations Committee thoroughly examined the Management Boardproposed 2019 investment plan and submitted it to the Supervisory Board for adoption.
| Meeting No | Date of the meeting | Absent members |
|---|---|---|
| Supervisory Board meetings | ||
| nd meeting by correspondence 2 |
9 January 2018 | / |
| th ordinary meeting 9 |
16 February 2018 | / |
| 10th ordinary meeting | 26 March 2018 | Andraž Lipolt |
| 11th ordinary meeting | 26 April 2018 | Barbara Nose, Mladen Jovičić |
| 12th ordinary meeting | 25 May 2018 | / |
| 13th ordinary meeting | 29 June 2018 | Milan Jelenc |
| 14th ordinary meeting | 30 August 2018 | / |
| 15th ordinary meeting | 12 October 2018 | / |
| rd meeting by correspondence 3 |
26 October 2018 | / |
| 16th ordinary meeting | 26 November 2018 | Sabina Mozetič |
| 17th ordinary meeting | 14 December 2018 | Sabina Mozetič |
| HR Committee meetings | ||
| th ordinary meeting 6 |
6 April 2018 | / |
| th ordinary meeting 7 |
7 December 2018 | / |
| th ordinary meeting 8 |
14 December 2018 | / |
| Operations committee meetings | ||
| Inaugural meeting | 19 January 2018 | Sabina Mozetič |
| st ordinary meeting 1 |
16 February 2018 | Rado Antolovič PhD |
| nd ordinary meeting 2 |
12 April 2018 | / |
| rd ordinary meeting 3 |
25 May 2018 | Rado Antolovič PhD |
| th ordinary meeting 5 |
29 June 2018 | Milan Jelenc |
| th ordinary meeting 6 |
31 August 2018 | Sabina Mozetič |
| th ordinary meeting 7 |
26 September 2018 | Sabina Mozetič |
| th ordinary meeting 8 |
22 November 2018 | Sabina Mozetič and Rado Antolovič PhD |
| th ordinary meeting 9 |
11 December 2018 | Rado Antolovič PhD |
|---|---|---|
| Audit committee meetings committee |
||
| th ordinary meeting 8 |
15 January 2018 | / |
| th ordinary meeting 9 |
16 February 2018 | / |
| 10th ordinary meeting | 26 March 2018 | / |
| 11th ordinary meeting | 9 April 2018 | / |
| 12th ordinary meeting | 20 April 2018 | / |
| 13th ordinary meeting | 26 April 2018 | Uroš Ilić |
| 14th ordinary meeting | 25 May 2018 | / |
| 15th ordinary meeting | 29 June 2018 | Uroš Ilić |
| 16th ordinary meeting | 31 August 2018 | / |
| rd meeting by correspondence 3 |
10 September 2018 | / |
| 17th ordinary meeting | 15 October 2018 | / |
| 18th ordinary meeting | 23 November 2018 | / |
| 19th ordinary meeting | 12 December 2018 | / |
| th meeting by correspondence 4 |
13 December 2018 | / |
The Supervisory Board has not conducted self-assessment for 2018. Members of the Supervisory Board prepared thoroughly for the topics addressed and made constructive proposals for the adoption of relevant decisions. Committees were devising proposals for decisions for the Supervisory Board; the work included all members of the Supervisory Board who participated in the discussions actively and exchanged opinions effectively. The work of the Supervisory Board and its committees was managed and supported at a high level. All members of the Supervisory Board signed statements on their autonomy and declared to be autonomous. Cooperation with the Management Board was appropriate, and compliant with the law and good practice. The materials discussed by the Supervisory Board were of good quality.
Payments to individual members of the Supervisory Board and to members of committees of the Supervisory Board, and other receipts and operating costs based on the General Meeting decision No 4 of 29 December 2017 are presented in more detail in the accounting report of Luka Koper d. d., in the Note No 29 Related party transactions. In 2018, education costs for the members of the Supervisory Board totalled EUR 4,608.
The Supervisory Board discussed the 2018 Annual Report of Luka Koper, d. d. and the Luka Koper Group and the proposal of the Management Board for the appropriation of the accumulated profit in its 19th ordinary meeting.
On the basis of the verification of the business report and financial statements with notes, verification of the proposal of the Management Board for the appropriation of the accumulated profit, and review of the report of the authorised auditor, the Supervisory Board endorsed the audited 2018 Annual Report of Luka Koper, d. d. and the Luka Koper Group.
At the time of adoption of the annual report, the Supervisory Board also took a stand on the statement on corporate governance and on compliance with the reference code, which is included in the business report of the 2018 Annual Report of Luka Koper, d. d. and the Luka Koper Group, and established that it reflects the actual corporate governance of Luka Koper, d. d. and Luka Koper Group in 2018.
Uroš Ilić President of the Supervisory Board of Luka Koper, d. d.
In line with the provision of Article 70 (5) of the Companies Act, Luka Koper, d. d. issues the following Corporate Governance Statement relating to the period from 1 January 2018 to 31 December 2018.
In the period from 1 January to 31 December 2018, the company observed the Slovene Corporate Governance Code for Listed Companies of 27 October 2016, which was drawn and adopted jointly by the Ljubljana Stock Exchange (Ljubljanska borza, d. d.), Ljubljana, and the Slovenian Directors' Association, and put into force on 1 January 2017. The code is available on the Ljubljana Stock Exchange website http://www.ljse.si/cgi-bin/jve.cgi?doc=8377.
In the period from 1 January to 31 December 2018, the company also observed The Corporate Governance Code for State-Owned Enterprises (adopted in May 2017) which is available on the Slovenian Sovereign Holding (SDH) website https://www.sdh.si/engb/asset-management/key-ssh-asset-management-documents. In addition, the company observed the Recommendations and expectations of the Slovenian Sovereign Holding (adopted in May 2017), and the revised Recommendations and expectations of the Slovenian Sovereign Holding (adopted in March 2018), which are available on the Slovenian Sovereign Holding website https://www.sdh.si/en-gb/asset-management/key-ssh-assetmanagement-documents. The company adopted no corporate governance of its own. The governance is carried out in compliance with the provisions of the Companies Act, and the codes and recommendations mentioned above.
On 20 April 2010, the Management Board adopted the Corporate Governance Policy that the Supervisory Board approved on 13 May 2010. In 2016, the company prepared a new corporate governance policy that the Management Board adopted on 6 December 2016 and the Supervisory Board approved on 16 December 2016, and is available on the company's website https://luka-kp.si/eng/corporate-documents. A modernised Corporate Governance Policy is being planned.
In its corporate governance, the company voluntarily decided to apply the Slovenian corporate integrity guidelines, which are available on the website http://www.korporativnaintegriteta.si/Smernice/Smernice(SSKI).aspx, and based on which it adopted its own Corporate Integrity Strategy of the Luka Koper Group companies and the Code of Ethics of the Luka Koper Group, which are available on the company's website https://lukakp.si/eng/corporate-documents. The company has also adopted the Rules of Procedure of the corporate integrity officer and the committee addressing reported violations of corporate integrity of the Luka Koper Group.
In governance, the company observes the provisions of applicable codes. Any derogation is stated and/or explained below.
the company's Supervisory Board did not prepare a special remuneration policy proposal for the Management Board and submit it to the General Meeting of Shareholders for adoption (derogation from the Slovene Corporate Governance Code for Listed Companies, Items 8.7 and 12.10).
controls and high quality of risk management (derogation from the Corporate Governance Code for State-Owned Enterprises, Item 9.2, and from the Slovene Corporate Governance Code for Listed Companies, Item 26).
stock exchange rules (partial derogation from the Recommendations and expectations of the Slovenian Sovereign Holding, Item 1.10).
was formed). In future, model presentations will be carried out as workshops, and other types of training if required (derogation from the Recommendations and expectations of the Slovenian Sovereign Holding, Item 5.1, 5.2, 5.3, 5.4).
The Corporate Governance Code for State-Owned Enterprises (adopted in May 2017) and the Recommendations and Expectations of the Slovenian Sovereign Holding (adopted in May 2017 and revised in March 2018) also apply to subsidiaries in the Luka Koper Group, where Luka Koper, d. d. is a controlling company. In compliance with the above, Luka Koper, d. d. gives a report on observance of the provisions of the Code and the Recommendations mentioned also for the subsidiaries of the Group, i.e. Adria Terminali, d. o. o., Luka Koper Pristan, d. o. o., Adria Investicije, d. o. o., Luka Koper INPO, d. o. o., Logis-Nova, d. o. o., and TOC, d. o. o. In governance, subsidiaries follow the provisions of the Code and the Recommendations; major derogations are stated and explained below.
Corporate integrity is reported in detail in the Sustainability Report, section 7 Corporate Corporate integrity, human rights and operations compliance. and operations compliance.
Risks are reported in detail in the Sustainability Report, section 3.11 Risk control in the Luka 3.11 Risk control in the Luka Koper Group. Koper Group.
The Luka Koper Group manages risk related to financial reporting and the implementation of the guidelines and internal control procedures adopted. The purpose of internal controls is to ensure the accuracy, reliability and completeness of acquiring data on transactions and preparation of financial statements that give a true and fair view of the financial position, profit or loss, cash flows and changes in equity in accordance with the applicable laws, International Accounting Standards and other external and internal regulations. Risk management related to the Group's consolidated financial statements has also been provided through a centralised accounting function in a uniform IT system in the controlling company, which includes all the subsidiaries and the majority of associated companies.
Having been designed in accordance with the principle of reality and division of responsibility, the accounting controls focus on the control of accuracy and completeness of data processing, reconciliation of the balance presented in the books of account and the actual balance, separation of records from conducting transactions, professionalism of accountants and independence. Internal controls in accounting are also related to controls in the field of IT that ensure limitations and supervision over the access to the network, data and applications as well as the accuracy and completeness of data acquisition and processing.
Luka Koper, d. d. as a company subject to the application of the act regulating acquisitions, states data as at 31 December 2018 and all the required explanations in line with the provision of Article 70 (6) of the Companies Act:
The Company shares are ordinary no-par value shares that grant to their holders the right to participate in the company management, the right to profit sharing - dividend payments, and the right to a proportionate amount of remaining assets after winding up or bankruptcy of the company. All the shares are registered shares, of one class and issued in book-entry form. The Company shares are freely transferable and listed on the Ljubljana Stock Exchange, first listing. Detailed data about the share and ownership structure is presented in Section The LKPG Share.
All Company shares are freely transferable.
Pursuant to Article 77 (1) of the Takeovers Act, achievement of the qualified share on 31 December 2018 was as follows:
The company issued no securities that would grant special control rights.
The company has no employee share scheme.
There is no limitation of voting rights.
The company has not been informed of any such agreements.
The Management Board of the company has a President and up to three members, of which one is the Worker Director. The President of the Management Board and other Management Board Members are appointed and dismissed by the Supervisory Board. The Worker Director as a Member of the Management Board is appointed and dismissed by the Supervisory Board on a proposal of the Workers' Council. The term of office of the President of the Management Board, Management Board Members and the Worker Director is five years with the possibility of re-appointment. The Supervisory Board has the right and competence to dismiss the entire Management Board or an individual Member of the Management Board.
The Supervisory Board can dismiss the President of the Management Board, Members of the Management Board and the Worker Director early for the reasons set out in the law. The quorum of the Supervisory Board when appointing or dismissing the President of the Management Board, a Member of the Management Board or the Worker Director requires the presence of at least half of the Members of the Supervisory Board and at least half of the present Supervisory Board Members have to be representatives of the capital, of which the President of the Supervisory Board and deputy President of the Supervisory Board are to be present as well.
The President and Members of the Management Board shall have at least university education, a thorough knowledge of one world language, and at least five years of work experience in decision-making positions in large companies in accordance with the criteria as defined by the law governing companies. More detailed conditions and criteria for the President and Members of the Management Board are determined by the Supervisory Board. The terms of appointment of the Worker Director are jointly determined by the Supervisory Board and the Workers' Council.
The Supervisory Board has a HR Committee that carries out preliminary procedures relating to the selection of candidates for the Management Board of the company and proposes the most suitable candidates for the Management Board Members to the Supervisory Board. Before submitting the proposal, it verifies whether the candidates suggested meet the legal and statutory criteria for the Members of the Management Board.
The Supervisory Board of the company consists of nine members, of which six are elected by the General Meeting by a simple majority of the shareholders present and three members are elected by the Workers' Council. One of six Supervisory Board Members can be proposed to the General Meeting by the municipality or municipalities in which the onshore part of the port is located. By decision, the General Meeting establishes the election and discharge of the Members of the Supervisory Board elected by the Workers' Council. The decision on an early discharge of Members of the Supervisory Board has to be taken by a three-quarters majority of the votes submitted in the General Meeting. Members of the Supervisory Board elected out of the employees can be discharged before the expiry of their term of office by the Workers' Council. By decision, the General Meeting only establishes their discharge. After expiry of their term of office, each elected Member of the Supervisory Board may be proposed and re-appointed as a Member of the Supervisory Board.
In 2018, the Management and the Supervisory Boards have formulated and adopted a diversity policy with respect to representation in management and control bodies of the company as defined by the new Companies Act and the new Slovenian Corporate Governance Code for Public Limited Companies adopted on 27 October 2016, which entered into force on 1 January 2017. The Company has thus pursued the objective of diversity with respect to representation in management and control bodies. This is also reflected in the fact that in recent years, gender diversity has significantly improved in management and control bodies, while intergenerational diversity and educational diversity have also been observed.
The Company's rules concerning changes in the articles of association
The General Meeting of Shareholders decides on the changes in the articles of association with a three-quarters majority of the initial capital represented. Powers of Members of the Management Board, in particular with regard to own shares
Powers of Members of the Management Board are defined in the Section COMPANY MANAGEMENT. The Management Board has no special powers relating to the issue or
Relevant agreements that are put into effect, changed or terminated on the basis of a change in the company's control as a result of a public takeover offer
The company has not been informed of any such agreements.
Agreements between the Company and the members of its management or control bodies or employees that foresee compensation if they resign, are dismissed without valid grounds or their employment contract expires because of an offer made in compliance with the Takeovers Act
There have been no agreements in accordance with the Takeovers Act.
purchase of own shares
Luka Koper, d. d. operates under a two-tier management system, under which the Company has three management bodies: the General Meeting of Shareholders, the Supervisory Board, and the Management Board. The competencies of individual bodies and the rules on their operation, appointment, discharge and the changes in the articles of association have been laid down by the Companies Act, the Company's articles of association, and the Rules of Procedure on the Work of the Supervisory Board, the Management Board and the General Meeting of Shareholders. Specific provisions on the operation of the Management Board are also stated in other general acts on internal company regulation. The Company's articles of association are available at https://luka-kp.si/eng/corporate-documents.
The General Meeting of Shareholders is the highest body of the Company, deciding on its status changes, appropriation of the profit, the appointment or discharge of Members of the Supervisory Board and all other issues. It makes decisions in accordance with the Companies Act and the Articles of Association of Luka Koper, d. d. The ownership structure of Luka Koper, d. d. is presented in the Section The LKPG Share.
The Management Board shall convene the General Meeting of Shareholders once a year as a general rule, or several times, if necessary. The convening of the General Meeting of Shareholders is announced at least one month in advance on the AJPES website, in the SEOnet electronic system of the Ljubljana Stock Exchange, and on the Company's website. The Company's website https://luka-kp.si/eng/general-assembly includes the entire material with the proposals for decisions, which is also made available to shareholders at the Company's head office. In compliance with the rules of the Ljubljana Stock Exchange, all decisions taken at the General Meeting of Shareholders are also published.
Shareholders may take part in the General Meeting and exercise their voting right if their presence is reported to the Management Board by the end of the fourth day prior to the General Meeting and if shares or a share certificate are submitted for inspection.
The company has no limitations relating to the voting rights, as all shares of Luka Koper, d. d. provide voting rights in line with the legislation.
Luka Koper, d. d. has issued no securities that would grant their holders any special control rights.
On 29 June 2018, the shareholders of Company Luka Koper, d. d., gathered for the 30th General Meeting. At the meeting, the shareholders:
The Supervisory Board oversees the running of the Company's business. Other tasks and powers of the Board, in accordance with the law and the Company's articles of association, are: appointing and dismissing the Management Board, determining the amount of Management Board's remuneration, approving the annual report, preparing proposals for the appropriation of the accumulated profit, and convening the General Meeting of Shareholders.
The Supervisory Board of Luka Koper, d. d. has nine members. Six are elected by the General Meeting of Shareholders, and three from among employees are elected by the Workers' Council. The Board members' term of office is four years.
Uroš Ilić, President of the Supervisory Board Beginning of a 4-year term of office: 1 July 2017 (28th General Meeting) Employed: ODI o.p., d. o. o., managing partner Membership in other management or supervisory bodies: /
Andraž Lipolt, Deputy President of the Supervisory Board Beginning of a 4-year term of office: 1 July 2017 (28th General Meeting) Employed: Petrol, d. d., director of technical support Membership in other management or supervisory bodies: /
Rado Antolovič PhD, Member of the Supervisory Board Beginning of a 4-year term of office: 1 July 2017 (28th General Meeting) Employed: P&O Maritime (DP World), president of the management board Membership in other management or supervisory bodies: Maritime Services Division, DP World, managing director; P&O Ports, CEO; Dubai Dry Dock World, president of the management board.
Milan Jelenc, Member of the Supervisory Board Beginning of a 4-year term of office: 1 July 2017 (28th General Meeting) Employed: SŽ, d. o. o., consultant Membership in other management or supervisory bodies: Adriakombi, d. o. o., president of the supervisory board; CKTZ, d. d., member of the supervisory board
Barbara Nose, Member of the Supervisory Board Beginning of a 4-year term of office: 1 July 2017 (28th General Meeting) Employed: Constantia plus, d. o. o., managing partner Membership in other management or supervisory bodies: /
Sabina Mozetič, Member of the Supervisory Board Beginning of a 4-year term of office: 21 August 2015 (26th General Meeting) Employed: Municipality of Koper, director of municipal administration Membership in other management or supervisory bodies: /
Mladen Jovičić, Member of the Supervisory Board Beginning of a 4-year term of office: 8 July 2017 (28th General Meeting – informing of shareholders)
Marko Grabljevec, Member of the Supervisory Board Beginning of a 4-year term of office: 18 January 2016 (27th General Meeting – informing of shareholders)
Rok Parovel, Member of the Supervisory Board Beginning of a 4-year term of office: 12 September 2016 (28th General Meeting – informing of shareholders)
Mateja Kupšek, External member of the Supervisory Board Audit Committee Appointed for the period from 30 August 2017 until revoked.
As of 22 February 2019, the Supervisory Board of Luka Koper, d. d., appointed a new External member of the Supervisory Board Audit Committee, Mateja Traven, to replace the former External member of the Supervisory Board Audit Committee, Mateja Kupšek.
The work of the Supervisory Board is governed by statutory regulations, Company's articles of association and the Rules of Procedure on the Work of the Supervisory Board, the Slovene Corporate Governance Code for Listed Companies, Corporate Governance Code for State-Owned Enterprises, Recommendations and expectation of the Slovenian Sovereign Holding and Recommendations of the Slovenian Directors' Association.
In 2018, the Supervisory Board worked in the above composition. Work, decisions, and viewpoints of the Supervisory Board and the Committees of the Supervisory Board are reported in detail in the Section Report on the Supervisory Board for 2017.
Each Member of the Supervisory Board, taking into account the provisions 8 and 17.2 of the Slovene Corporate Governance Code for Listed Companies, signed a declaration at the beginning of 2018 stating that in the year 2018 there was no conflict of interest that would imply that an individual member:
Statements are also available at https://luka-kp.si/slo/pomembni-dokumenti-208.
Three committees operate under the Supervisory Board:
The committees carry out professional tasks in aid to the Supervisory Board.
The HR Committee is composed of Uroš Ilić, (Chair), Barbara Nose (Member), Milan Jelenc (Member), and Rok Parovel (Member).
In 2018, the Audit Committee was composed of Barbara Nose (Chair), Uroš Ilić, (Member), Marko Grabljevec (Member) and Mateja Kupšek (External Member). At its 16th meeting on 26 November 2018, the Supervisory Board appointed Milan Jelenc (Member) to replace the President of the Supervisory Board Uroš Ilić as Member of the Audit Committee.
The Business Operations Committee is composed of Andraž Lipolt (Chair), Rado Antolovič (Member), Milan Jelenc, (Member), Sabina Mozetič (Member), Mladen Jovičić (Member) and Rok Parovel (Member).
Members of the Supervisory Board and of Committees of the Supervisory Board are entitled to attendance fees and payments for performing the functions. Members of the Supervisory Board and of Committees of the Supervisory Board are also entitled to a refund of travel expenses and other arrival- and attendance-related expenses. Additional information on remuneration of the Supervisory Board and on related levels is given in the Accounting Report of Luka Koper d. d., Note 29 Related party transactions, and in the section Report of the Supervisory Board for 2018, and the ownership of shares is presented in the section The LKPG Share.
The work of the Management Board is governed by statutory regulations, the Company's articles of association and the Rules of Procedure on the Work of the Management Board, the Slovene Corporate Governance Code for Listed Companies, the Corporate Governance Code for State-Owned Enterprises, and Recommendations and Expectations of the Slovenian Sovereign Holding. Pursuant to the Companies Act and the Company's articles of association, the Management Board manages and represents the company.
The Management Board of Luka Koper, d. d. worked in the following composition until 16 February 2018:
At its regular session on 16 February 2018, the Supervisory Board concluded a consensual termination of the contract on management operations with Stojan Čepar, whose term of office as a Member of the Management Board – Worker Director thus expired on the same day. Based on a proposal of the Workers' Council, the Supervisory Board appointed Vojko Rotar to fill this position.
As at 31 December 2018, the Management Board of Luka Koper, d. d. consisted of:
Dimitrij Zadel
Dimitrij Zadel, born 29 September 1967, graduated in mechanical engineering and subsequently expanded his expertise in business abroad. He began his career in the product development department of Lama, a producer of furniture fittings. Between 1994 and 2003, he occupied key positions in the company Trgoavto d. o. o. As a commercial vehicle sales manager, he was responsible for the IVECO sales and service centre. Between 2001 and 2003, after being promoted to director general, he was in charge of the company's restructuring and modernisation, aimed at increasing the company's sales volumes and achieving its business optimisation. In 2003, he sought new career challenges in the OMV Group. He was director of OMV Slovenija, d. o. o. and, in line with the Group's strategy, also in charge of restructuring and reorganisation of OMV subsidiaries in Croatia, Bosnia-Herzegovina and Italy, in preparation for their planned disposal. Between 2013 and 2017, while performing the function of director and retail manager of OMV companies in the Czech Republic and Slovakia, he introduced important measures aimed at improving the companies' performance. Following the decision of the company's Supervisory Board, he commenced his five-year term of office in Luka Koper, d. d. on 29 December 2017.
Metod Podkrižnik, born 23 March 1971, graduated in mechanical engineering and obtained a Master's Degree in economics. He began his career in Gorenje d. d., where he was in charge of the interior furnishings production line. Between 1999 and 2006, he was employed with the Agency of the Republic of Slovenia for Commodity Reserves, where he was responsible for a project aimed at establishing 90-day oil-product reserves in Slovenia and for their efficient maintenance. Between 2006 and 2008 he worked as deputy general manager at Holding Slovenske elektrarne (the state-owned power-generation company), where he managed the development department and performed other executive functions aimed at improving the holding's performance, including risk management. Between 2008 and 2015, he continued his business career at the OMV Group, where he was in charge of product supplies, sales, customer support, logistics and other key business functions in the Group's subsidiaries in Slovenia, Bosnia and Herzegovina, Croatia, Hungary, the Czech Republic and Slovakia. During his employment with OMV, he was appointed procurator in several of the group's subsidiaries and performed the function of director general at OMV Slovakia for two and a half years. In 2016, he joined the logistics company Fersped, d. o. o. as company director. Following the decision of the company's Supervisory Board, he commenced his five-year term of office in Luka Koper, d. d. on 29 December 2017.
Irma Gubanec
Irma Gubanec, born 9 July 1968, completed her master's studies in business policy and organisation from the Faculty of Economics, University of Ljubljana. She began her career as independent finance consultant at the Development Fund of the Republic of Slovenia, where she was subsequently promoted to director of the Finance Department. Between 1999 and 2000, she worked at the Ministry of Economic Affairs as state secretary responsible for assets and finance. She subsequently sought new career challenges in the company P&S Svetovanje in analize as independent finance consultant in charge of company valuations and company mergers and acquisitions. Between 2001 and 2010, she held the position of deputy director general responsible for business economics at the national public broadcasting company RTV Slovenia, where she was responsible for finance, accounting, controlling and RTV subscription calculation. In 2010, she joined the media company Delo, d. o. o., where she occupied several key positions. Between 2013 and 2017, she held the position of president of the management board and director general responsible for meeting the company's strategic targets, including the company's financial, personnel and business restructuring. Following the decision of the company's Supervisory Board, she commenced her five-year term of office in Luka Koper, d. d. on 29 December 2017.
Vojko Rotar
Vojko Rotar, born 17 June 1976, graduated in economics. He began his career in 1995 in Avico, a freight forwarding company from Ljubljana, and continued to work in logistics, later also international trade until 2003. He gained a wealth of experience with respect to the port as a transit point channelling international trade flows. His insight into the general economic environment and the subjects operating within it paved him the way to various positions in the field of media and communications, where he worked as editor, journalist, correspondent, photojournalist and web reporter for various Slovenian media. In the last four years, he was in charge of public relations and marketing in the Marjetica Koper public corporation, while also coming into contact with a number of areas related to the promotion of good environmental practices and cooperation with the local community. He commenced his five-year term of office in Luka Koper, d. d. as Member of the Management Board - Worker Director on 16 February 2018, following the decision of the company's Supervisory Board.
A Member of the Management Board has to disclose any conflict of interest to the Supervisory Board and inform other Members of the Management Board accordingly.
Presentation of Members of the Management Board is also available at https://lukakp.si/eng/management.
The Management Board autonomously directs the operations of the Company in its best interests, and assumes sole responsibility for its actions. It performs its work in accordance with the regulations, the articles of association and the binding decisions of the Company bodies.
The Company is represented by members of the Management Board, who are in charge of the following areas:
• Sales.
Controlling,
Management and development of business processes,
Remuneration paid to Members of the Management Board consists of the fixed and variable components. They are determined in fixed-term management operation employment contracts for Members of the Management Board, in annexes to employment contracts and in decisions of the Supervisory Board. Concluded between individual Members of the Management Board and the Supervisory Board, employment contracts and annexes also specify refunds and benefits. When concluding contracts and annexes for Members of the Management Board, the Supervisory Board is represented by its President. Remuneration of the Management Board is presented in the Accounting Report of Luka Koper, d. d. in Note No. 29 Related party transactions, and the ownership of shares is presented in the section The LKPG Share.
Luka Koper, d. d. has established a corporate governance system which, after the sale of the share in Aerodrom Portorož, d. o. o. includes the controlling company and 20 companies – from single-person limited companies to the companies with the share of less than 1%.
The Investment Management Strategy was adopted in 2018, under which financial investments are divided into two categories with respect to four key areas (integration in operations, maximization of flexibility and minimization of risk, financial aspect and other externalities):
The dividend policy follows the classification of an individual investment: when acting as a shareholder in non-strategic investments, we strive to achieve the objective of maximised profit payment, and when acting as a shareholder in strategic investments, we pursue the objective of a balanced profit payment under consideration of the investment-development company cycles.
Objectives in the field of investment management were set in the strategic business plan of the Company and the Group for the period 2016-2020 by upgrading the corporate governance system particularly in cases of strategic investment. As the Investment Management Strategy has been adopted, guidelines for the decision-making and managing aspects of management of strategic investments were also set.
| Company Company |
Managing Director | Share of the controlling company in ownership (in %) |
|---|---|---|
| Luka Koper INPO, d. o. o. | Boris Kranjac | 100.00 |
| Adria Terminali, d. o. o. | Aleš Miklavec | 100.00 |
| Luka Koper Pristan, d. o. o. | Darko Grgič | 100.00 |
| Adria Investicije, d. o. o. | Boris Jerman | 100.00 |
| Logis-Nova, d. o. o. | Larisa Kocjančič | 100.00 |
| TOC, d. o. o. | Ankica Budan Hadžalič | 68.13 |
The internal audit activity in Luka Koper, d. d. has been performed on the basis of the adopted fundamental internal audit document for the field of internal audit. The purpose of the internal audit is to carry out the function of internal auditing for the public limited company Luka Koper, d. d. and subsidiaries. This is an independent organisational unit subordinated in function to the Supervisory Board, and in organisation to the Management Board of the company. It operates independently and in accordance with the Rules on the operation of the internal audit that have been based on International Standards for the Professional Practice of Internal Auditing, the Code of Internal Audit Principles of the Slovenian Institute of Auditors, and Code of Ethics for Internal Auditors of the Slovenian Institute of Auditors. In accordance with the applicable definition, the internal audit activity helps implement the objectives of the Company and the Group by systematically and methodically assessing and improving the efficiency of risk management, control of procedures and their management. It operates with the aim of adding value through more reliable achievement of the objectives set.
In 2018, the internal audit carried out internal audit engagements and other activities in accordance with the adopted annual plan of work and its future updates. New engagements planned this year and (two) unfinished engagements from the previous year were carried out, and two unplanned engagements were also conducted. What served as a guideline in implementing the planned transactions were the risks identified in the preparation of the annual plan, which were amended in the phase of detailed observation of each audit area and initial risk assessment. The greater part of the assurance provision included verification whether internal controls have been devised appropriately and whether they function in accordance with pre-defined objectives and standards. Based on identified deficiencies, recommendations were made for their improvement. Based on our assessment that the current level of maturity of the risk control system does not fully allow for assurances on risk management processes to be given, internal auditing of this area mostly comprises identification of policies and promoting further development.
In addition to the planned and unplanned auditing, after-audit activities were performed, on a quarterly basis initially, and monthly in the second part of the year; the aim of which was to report promptly on the measures taken for a better management of risks. Having monitored recommendations implementation, the Company reported on delays and a decreased share of implemented recommendations in 2018.
The internal audit reported on each individual engagement to the management of the audited unit, the Management Board and the Supervisory Board Audit Committee; and also reported on the implementation of internal audit recommendations to the latter two. The internal audit reports to the Supervisory Board on an annual basis.
The development of internal audit has been implemented by means of a quality provision and improvement programme. Its purpose is to ensure to all the interested parties that operation of the internal control is in compliance with the applicable rules of the profession and that its operation is successful and efficient. The last external audit of the internal audit operation quality that confirmed these facts was carried out in 2015, and until the next one, the quality of and improvement in its operation shall be provided by internal audits as well as monitoring and measuring the internal audit operation. In 2018, the achieved values of ratios for measuring the performance of internal audit were as planned.
At the 29th meeting of 28 December 2017, the General Meeting of Shareholders appointed the audit firm BDO Revizija, d. o. o., družba za revidiranje, Cesta v Mestni log 1, Ljubljana for the audit of the financial statements of Luka Koper, d. d. and the Luka Koper Group in the financial year 2017.
The costs of audit services performed for Luka Koper, d. d. and its subsidiaries are presented in the consolidated accounting report, Note 32: Transactions with the audit firm.
Dimitrij Zadel President of the Management Board of Luka Koper, d. d.
Metod Podkrižnik Member of the Luka Koper, d. d. Management Board
Irma Gubanec Member of the Luka Koper, d. d. Management Board
Vojko Rotar Member of the Luka Koper, d. d. Management Board - Worker Director
The Port of Koper presented itself at one of the major events in cruise tourism - the Seatrade Cruise Med 2018 trade event and conference.
Based on the Act Regulating the Construction, Operation and Management of the Second Track of the Divača-Koper Railway Line, the Government of the Republic of Slovenia issued the Decree specifying the types of freight to be included in individual freight categories for the purpose of transhipment fee calculation.
In 2018, net sales of the Luka Koper Group reached EUR 226.3 million, which was an increase of 7% or EUR 14.9 million compared to 2017.

In 2018, net sales of the Group relating to the market activity exceeded the net sales of the preceding year by 7% or EUR 14.1 million. The revenue from the performance of the public utility service of regular maintenance of the port infrastructure intended for public transport increased by 22% or EUR 793,500 year-on-year; as a result, the total revenue of the Group in 2018 was 7% or EUR 14.9 million higher than the previous year.
In 2018, capitalised own products and services amounted to EUR 1.3 million, which is an increase of 78% or EUR 577,200 compared with 2017. In the capitalised own products and services category, the Group reported the infrastructure maintenance works which were mainly performed by its subsidiary Luka Koper INPO, d. o. o.
In 2018, other revenue of the Luka Koper Group amounted to EUR 15.7 million, which was an increase of EUR 12.1 million as compared to 2017. Reported among other revenue in 2018 was the compensation amounting to EUR 9.6 million, received for the damaged coast gantry crane which in June 2017 was hit by a ship due to strong winds and consequently collapsed. In 2018, revaluation operating income of the Luka Koper Group amounted to EUR 1.8 million, which was an increase of EUR 1.4 million as compared to 2017. The highest revaluation operating income in the amount of EUR 522,800 was recorded in the sale of a facility with associated land. Income resulting from reversal of provisions resulting from legal obligations amounted to EUR 1.8 million.
Operating expenses of the Luka Koper Group stood at EUR 173.6 million in 2018, which was a decrease of 3% or EUR 5.6 million from 2017. All types of costs recorded under operating expenses, except for other expenses, increased when compared to 2017.
In 2018, the costs of material of the Luka Koper Group amounted to EUR 17.2 million, and grew by 8% or EUR 1.2 million compared to 2017. The costs of spare parts as well as the costs of electricity and motor fuel also increased.
The costs of services of the Luka Koper Group amounted to EUR 54.9 million in 2018, and went up by 6% or EUR 3.1 million compared to 2017. The costs of services rendered in connection with the core activity, the cost of maintenance and the costs of other services grew year-on-year – Concession costs increased under the latter costs. Already in 2018, the Group began to implement the port service provision strategy, however, it had not yet have a major impact on the cost structure in the sense of reducing the cost of services in pursuit of business in 2018.
Labour costs of the Luka Koper Group amounted to EUR 62.7 million in 2018, and grew by 15% or EUR 8.1 million compared to 2017, mostly due to a higher number of employees. The costs of overtime work and post-employment benefits were also higher. As at 31 December 2018, the companies within the Luka Koper Group employed a total of 1,242 persons, which was an increase of 12% or 134 persons when compared to 31 December 2017.
The depreciation / amortisation expense of the Luka Koper Group amounted to EUR 29.4 million in 2018, and grew by 3% or EUR 919,400 compared to 2017.
Other operating expenses of the Luka Koper Group amounted to EUR 9.6 million, which was a decrease by 66% or EUR 18.9 million from 2017. This is because in 2017, provisions for liabilities resulting from legal obligations amounting to EUR 15.7 million and the recognised impairments of land in the municipality of Sežana amounting to EUR 3.4 million were formed within other operating expenses.
The share of operating expenses in net sales accounted for 76.7% in 2018, which was a decrease of 8 percentage points from 2017. Comparatively, the share of labour costs in net sales increased from 2017, whereas the shares of the costs of material, services and amortisation and depreciation expenses remained at the same level, and the share of other operating expenses decreased.
In 2018, earnings before interest and taxes (EBIT) of the Luka Koper Group amounted to EUR 69.7 million, which was an increase of 90% or EUR 33.1 million from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, earnings before interest and taxes (EBIT) of the Luka Koper Group for 2018 increased by 15% or EUR 7.8 million year-on-year.

Earnings before interest, taxes, depreciation and amortisation (EBITDA) of the Luka Koper Group amounted to EUR 99.1 million in 2018, which was a 52% or EUR 34 million increase from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, earnings before interest, taxes,
depreciation and amortisation (EBITDA) of the Group for 2018 increased by 11% or EUR 8.7 million year-on-year.
The EBITDA margin of the Luka Koper Group in 2018 accounted for 43.8%, which was an increase of 42% or 13 percentage points from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, earnings before interest, taxes, depreciation and amortisation (EBITDA) of the Group for 2018 would account for 39.6% and would, therefore, be a real increase of 29% or 8.8 percentage points from 2017.
Profit or loss from financing activities in 2018 amounted to EUR 624,300, whereas in 2017 the Luka Koper Group achieved the financial result of EUR -377,300. The results of associated companies in 2018 increased the profit before tax of the Luka Koper Group by EUR 1.7 million, which was an increase of 1% or EUR 11,400 compared to 2017. In 2018, the profits of the following companies were added:
Net profit or loss of the Luka Koper Group amounted to EUR 59.8 million in 2018, which was an increase of 71% or EUR 24.8 million from 2017. Not including the one-off event of receiving compensation amounting to EUR 9.6 million, net profit or loss in 2018 would amount to EUR 51.9 million, which would be an increase of 48% or EUR 16.9 million compared to 2017. In 2017, net profit or loss was lower due to the provisions for liabilities arising from legal obligations which were formed in the amount of EUR 15.7 million. Not including these, net profit or loss of the Group in 2018 increased by 9% or EUR 4.4 million year-on-year.

As at 31 December 2018, the balance sheet total of the Luka Koper Group amounted to EUR 572.2 million, which was an increase of 7% or EUR 35.7 million when compared to 31 December 2017.

Asset structure of Luka Koper, d. d. and the Luka Koper Group as at 31 December
As at 31 December 2018, non-current assets accounted for 78% of the balance sheet total of the Luka Koper Group. Compared to the year-end of 2017, this was a decrease of 3% or EUR 13.8 million.
Because of the sale of the Prisoje facility and resulting from depreciation, the value of property, plant and equipment decreased by 4% or EUR 14.2 million. Meanwhile, an increase Performance analysis – Performance –2018
in value was recorded for shares and interests as a result of the increase of the market value of non-current investments into other shares and interests recorded at fair value.
As at 31 December 2018, current assets of the Luka Koper Group were higher by 64% or EUR 49.6 million than the previous year-end.
Trade and other receivables stood at EUR 45.6 million, which was an increase of 17% or EUR 6.6 million from 2017. An increase was observed for trade receivables and receivables resulting from advances and securities given. Cash and cash equivalents increased by EUR 47.2 million due to an increase in money in accounts.
The equity of the Luka Koper Group increased by 12% or EUR 43.4 million from 2017 to 2018. It increased due to other revenue reserves, a special revaluation adjustment of equity in respect of non-current financial investments, and net profit or loss brought forward. As at 31 December 2018, the equity accounted for 68.8% of the balance sheet total.
As at 31 December 2018, non-current liabilities including long-term provisions and longterm accrued costs and deferred revenue of the Luka Koper Group were 13% or EUR 18.3 million below the level from the previous year-end. Non-current loans and borrowings resulting from the transfer of part of liabilities to the current portion and from repayments saw a decrease.
As at 31 December 2018, current liabilities of the Luka Koper Group were higher by 25% or EUR 10.7 million than the previous year-end. Liabilities resulting from the income tax increased by EUR 9.2 million.

As at 31 December 2018, the financial liabilities of the Luka Koper Group amounted to EUR 91.3 million, and had decreased by 22% or EUR 25.9 million from the previous year-end. The volume of loans obtained from banks in the country of origin decreased due to repayments.
Structure of financial liabilities of Luka Koper, d. d. and the Luka Koper Group as at 31 December by maturity

As at 31 December 2018, non-current financial liabilities to banks of the Luka Koper Group accounted for 84.8% of total financial liabilities. When compared to the balance of the previous year-end, their share decreased by 1.1 percentage points.
As at 31 December 2018, all financial liabilities of the Luka Koper Group were related to the variable interest rate. In the past, the Group had a 5-year interest rate swap established, which matured in April 2018. In 2018, the procedure of refinancing more costly bank financing resources with less costly resources was initiated. To this end, an invitation to tender was sent to commercial banks and the procedure was completed in January 2019 by concluding two loan agreements in the total amount of EUR 43.7 million for the period of 10 years. The loans were granted at a fixed interest rate, which in 2019 reduced the exposure to interest rate risk considerably.
As at 31 December 2018, the share of financial liabilities in equity accounted for 23.2%, which was a decrease of 10.2 percentage points compared to 31 December 2017. Further details on financial liabilities of the Luka Koper Group are provided in the consolidated accounting report.
| Luka Koper, d. d. Luka d. |
Luka Koper Group Luka Luka Koper Group Group |
|||
|---|---|---|---|---|
| 2018 | 2017 | 2018 | 2017 | |
| Net cash from operating activities | 68,817,536 | 95,510,174 | 69,248,721 | 97,706,220 |
| Net cash from investing activities activities | -28,925,110 -28,925,110 |
-7,481,530 -7,481,530 | -30,002,300 -30,002,300 |
-7,642,216 -7,642,216 |
| Net cash from financing activities | -12,673,142 -12,673,142 |
-42,854,926 -42,854,926 |
-12,698,742 -12,698,742 |
-42,854,926 -42,854,926 |
| Net increase in cash and cash equivalents | 27,219,284 | 45,173,718 | 26,547,679 | 47,209,078 |
In 2018, net cash from operating activities of the Luka Koper Group increased by EUR 28.5 million from 2017. Operating profit before changes in net current operating assets and taxes grew by EUR 26.7 million.
Net cash from investing activities of the Luka Koper Group was negative in 2018 and amounted to EUR 7.6 million. In 2018, expenses for the purchase of property, plant and equipment and intangible assets were lower by EUR 20.5 million than in 2017.
Net cash from financing activities increased in 2018 by EUR 30.2 million. In 2018, expenses for the repayment of loans amounted to EUR 16 million and the amount of EUR 17.2 million was intended for the payment of dividends. In 2017, the Luka Koper Group also recognised revenue from non-current loans received in the amount of EUR 18.7 million.
The closing balance of cash and cash equivalents of the Luka Koper Group in 2018 amounted to EUR 79.6 million, which was an increase of EUR 47.2 million from the year-end of 2017.
In 2018, the Luka Koper Group generated net sales in the amount of EUR 226.3 million, which was a decrease of 1% or EUR 2.6 million below the budgeted net sales.
In 2018, net sales of the Group resulting from market activity exceeded the planned net sales by 1% or EUR 1.9 million. The revenue from the performance of the public utility service of regular maintenance of the port infrastructure intended for public transport remained below its target by 51% or EUR 4.5 million. Deviation from the plan was due to the transfer of the management unit activity from the subsidiary Luka Koper INPO, d. o. o., to the company Luka Koper, d. d., to the delayed due to the subsequent execution of public procurement, and to the delayed execution of certain works because of adjustments to operational processes.
The compensation received for the damaged coast gantry crane, which in June 2017 was hit by a ship due to strong winds and consequently collapsed, was reported among other revenue and thereby included in the revised business plan for 2018, which was adopted at the end of August 2018. At EUR 9.6 million, it was actually realised in 2018 in the same amount.
In 2018, earnings before interest and taxes (EBIT) of the Luka Koper Group amounted to EUR 69.7 million, which was an increase of 5% or EUR 3.5 million when compared to the plan. Earnings before interest, taxes, depreciation and amortisation (EBITDA) of the Luka Koper Group amounted to EUR 99.1 million in 2018, which was 4% or EUR 3.6 million more than planned.
The EBITDA margin of the Luka Koper Group accounted for 43.8% in 2018, which was 44% or 13.4 percentage points more than planned.
In 2018, the EBITDA margin of the Luka Koper Group resulting from market activity accounted for 44.6%, which was an increase of 3% or 1.3 percentage points when compared to the plan.
Net profit or loss of the Luka Koper Group in 2018 amounted to EUR 59.8 million, which was an increase of 7% or EUR 4 million when compared to the plan.
The return on equity (ROE) in 2018 amounted to 16.1%, which is 7% or 1 percentage point higher than planned.
In 2018, net sales of Luka Koper, d. d. amounted to EUR 223 million, which was an increase of 8% or EUR 16.1 million compared to 2017. Net sales of Luka Koper, d. d., relating to the market activity in 2018 exceeded the net sales of the preceding year by 8% or EUR 15.4 million. The revenue from the performance of the public utility service of regular maintenance of the port infrastructure intended for public transport increased by 22% or EUR 793,500 year-on-year; as a result the total revenue of Luka Koper, d. d., in 2018 was 8% or EUR 16.1 million higher than the previous year.
In 2018, earnings before interest and taxes (EBIT) of Luka Koper, d. d. amounted to EUR 68.7 million, which was an increase of 96% or EUR 33.7 million from 2017. Not including the oneoff event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, earnings before interest and taxes (EBIT) of Luka Koper, d. d. for 2018 would amount to EUR 59.2 million, which would, therefore, be an increase of 17% or EUR 8.5 million from 2017.
In 2018, net profit or loss of Luka Koper, d. d. amounted to EUR 58.6 million, which was an increase of 77% or EUR 25.4 million from 2017. Not including the one-off event of receiving a compensation amounting to EUR 9.6 million, and not including the provisions for liabilities arising from legal obligations formed in 2017 and amounting to EUR 15.7 million, net profit or loss of Luka Koper, d. d. for 2018 would amount to EUR 50.7 million, which would, therefore, be an increase of 11% or EUR 4.9 million from 2017.
In 2018, Luka Koper, d. d. generated net sales in the amount of EUR 223 million, which was a decrease of 1% or EUR 1.5 million below the budgeted net sales. Net sales of Luka Koper, d. d. resulting from market activity in 2018 exceeded the planned net sales by 1% or EUR 3 million. The revenue from the performance of the public utility service of regular maintenance of the port infrastructure intended for public transport remained below its target by 51% or EUR 4.5 million. Deviation from the plan was due to the transfer of the management unit activity from the subsidiary Luka Koper INPO, d. o. o., to the company Luka Koper, d. d., to the delayed due to the subsequent execution of public procurement, and to the delayed execution of certain works because of adjustments to operational processes.
In 2018, earnings before interest and taxes (EBIT) of Luka Koper, d. d. amounted to EUR 68.7 million, which was a decrease of 5% or EUR 3.4 million when compared to the plan.
Net profit or loss of Luka Koper, d. d. amounted to EUR 58.6 million in 2018, which was an increase of 7% or EUR 3.7 million when compared to the plan.
In today's business world, the market situation is changing at a faster pace than ever, which makes it fundamental for the long-term viability and growth of the company to identify the changes as well as the needs of customers in a timely manner. Focus on customers, personal contact, respect for commitments to customers and customer satisfaction are the basic guidelines for the conduct of employees and the key components of the company's marketing activities. These activities, however, are subordinated to the Company's marketing strategy and its strategic goals to maintain and keep upgrading a flexible, modern and competitive port system, thus creating the expected value for customers, employees, owners and other stakeholders of Luka Koper, d. d. Only satisfied customers can ensure efficient long-term growth. Our representatives abroad will play an important role in these efforts.
Containers and cars remain the key cargo groups. With the growth in container traffic, however, container loading and unloading has also been on the increase, i.e. activities related to storage processing of goods, which also means opportunities for added value services. In general, the port wants to maintain its multipurpose character, especially with a view to maximising the benefits of existing facilities and established operations, and to diversifying its range of services. The ecological aspect is also essential; it is where we see further opportunities in the transhipment of highly perishable products.
Through active sales, the market share of Luka Koper has been increasing in key markets, including the domestic Slovenian market, but primarily in the hinterland markets of Austria, Hungary, Slovakia, the Czech Republic, Italy, Poland, Germany, western Romania and Serbia. Marketing activities continued in 2018 in the overseas markets of the Mediterranean (Israel, Egypt) as well as the markets of the Middle and Far East, where the visibility of the port was being fostered. Luka Koper has been seeking to improve its competitiveness by identifying opportunities in each market, responding to them and building a strong partner network based on mutual cooperation.
The maritime throughput achieved by the Luka Koper Group in 2018 amounted to a record EUR 24 million tons, which is up 3% compared to 2017. In 2018, the Luka Koper Group achieved exceptional results and the highest ever throughput in the cargo groups of containers and also cars. In comparison to the preceding year, the Luka Koper Group saw growth in the throughput of all product groups except for liquid cargoes. The passenger terminal recorded 101,415 passengers in 2018, which is a 41% increase from 2017.
In 2018, the Port observed a 4% increase in cargoes unloaded from ships year-on-year, and the same amount of cargoes loaded onto ships compared to 2017.

Containers prevail in the total throughput structure and their share had increased by 1 percentage point from 2017. The share of general cargoes also increased by 1 percentage point. The share of liquid cargoes and dry bulk and bulk cargoes decreased, and the share of the cars cargo group remained unchanged.
| CARGO GROUPS (in tons) GROUPS |
1 –12 2017 12 2017 | 1 –12 2018 12 2018 | Index 2018/2017 |
|---|---|---|---|
| General cargoes | 1,377,702 | 1,526,026 | 111 |
| Containers | 9,071,440 | 9,520,007 | 105 |
| Cars | 1,123,779 | 1,156,265 | 103 |
| Liquid cargoes cargoes | 3,876,535 | 3,855,247 | 99 |
| Dry bulk and bulk cargoes and |
7,917,542 | 7,991,074 | 101 |
| TOTAL | 23,366,998 | 24,048,618 | 103 |

| CARGO GROUPS GROUPS | 1 –12 2017 12 2017 | 1 –12 2018 12 2018 | Index 2018/2017 |
|---|---|---|---|
| Containers - -number | 540,245 | 582,397 | 108 |
| Containers – –TEU | 911,532 | 988,499 | 108 |
| Cars –pieces | 741,253 | 754,409 | 102 |


The Luka Koper Group ended the year 2018 with an 11% increase in the throughput of general cargoes compared to 2017. Within the general cargo group, an increase was observed in 2018 in the throughput of iron and steel imports due to the allocated import quotas and expected higher customs duties. Exports of livestock for the Arabian market decreased due to a measure of the veterinary inspectorate following a suspicion of livestock disease.
In 2018, a rise was observed in timber traffic due to the reopening of the North African market.
With respect to the throughput of fruits and vegetables, the Group has particularly increased the throughput of fruits and vegetables imported from Egypt owing to long-standing market activities aimed at improving direct shipping links with Egypt, as well as the efforts of the members of the port community to improve the dispatch of goods arriving. The Group has also recorded an increase in exports of Polish apples and energy drinks, and thus better terminal capacity utilisation.
For the container terminal, 2018 was yet another record year: the Group ended the financial year with a record transhipment of 988,000 TEU. A growth in traffic of just above 8% was recorded year-on-year. The share of empty containers in total throughput did not change considerably compared with 2017, which means that customers see the port of Koper as a safe and reliable link in their supply chain and in the supply of goods to final customers.
The year 2018 saw continued implementation of all the work necessary to begin the investment essential to the container terminal, i.e. the extension of Pier I and of storage areas inland of the Pier. Construction is planned to begin in 2019. This will give the container terminal the much needed capacity for further throughput growth. At the same time, investment into terminal and depot equipment continued at the container terminal in 2018.
To markets of Central and South Eastern Europe, the geostrategic position of the port of Koper is of exceptional importance, offering great potential for worldwide distribution (import/export) of goods. Rail operators have continued to establish railway connections to new centres of hinterland markets, which additionally increases the Port's catchment area in Central Europe. This provides the Port of Koper with further added value, enabling it to access new markets which used to be out of reach due to limited land links.
In 2018, the throughput amounted to 754,409 cars, which was an increase of 2% from 2017. 428,000 cars were loaded onto ships, and 326,000 were unloaded.
Increased throughput of cars is also due to a newly acquired deal for the Far East and the rechannelling of land logistic routes to/from Spain to shipping.
In addition to the container throughput, cars were also defined as a strategic cargo group. In the light of the facts mentioned, several investments in the car and RO-RO terminal are planned in the coming years.
In 2018, the liquid cargo throughput decreased by 1% compared to 2017. The throughput in the liquid cargo group increased by 2% over the previous year, which was due to a higher turnover of fuel intended for the hinterland and Slovenian markets.
In the throughput of petroleum products, the Luka Koper Group recorded a 1% decrease compared with 2017.
In 2018, the throughput of dry bulk and bulk cargoes grew by 1% in comparison with the year 2017.
Cargo throughput at the bulk cargo terminal decreased by 1% in 2018 compared to 2017, which was mostly due to extensive maintenance works and furnace remounting by a hinterland customer.
The throughput of dry bulk cargoes grew by 9% in 2018 over the previous year due to higher transhipment of soy and gritting salt. A record throughput of soy was recorded at the terminal in 2018. Almost 898,000 tons were unloaded and 14,000 tons loaded onto ships.
In 2018, the Luka Koper Group allocated EUR 16.4 million to investments in property, plant and equipment, investment property and intangible assets, which is 56% less than in 2017. Luka Koper, d. d. allocated EUR 15.9 million to investments in 2018, which accounted for 96% of investments of the Luka Koper Group.
The sole reason for falling levels of investment was lengthy procedures for acquiring the required permits and unpredictable public procurement procedures. It was only in the middle of 2018 that the Company managed to break the deadlock on the Pier I extension project, which was due to the local community expressing concerns about increased noise. From the financial perspective, this is currently the largest ongoing infrastructure project. Another issue is public procurement, with complaints extending the time within which certain projects might be completed.





All investments foreseen for the year 2018 were studied from the economic aspect, the aspect of eligibility, energy savings, urgency and from the aspect of legal obligations or other impacts. The decisions on major investments were taken on the basis of the prepared investment studies and conducted analyses of their impact on return on equity.
In 2018, the Luka Koper Group allocated a portion of funds to current environmental and energy challenges, such as noise reduction, light pollution and reduction of other emissions.
With their knowledge, abilities, energy and focus on achieving business goals, employees are the key foundation for the success of the company.
The approach to HR management is based on the HR management strategy in the Luka Koper Group for the period 2016–2020, which supports the Business strategy of the Company and the Luka Koper Group for the period 2016–2020. Increase in productivity, efficiency and competitiveness of services have been highlighted as development priorities of the latter.
| 31 Dec 2016 | 31 Dec 2017 | 31 Dec 2018 | |
|---|---|---|---|
| Luka Koper, d. d. Koper, d. d. |
886 | 926 | 1089 |
| Luka Koper INPO, d. o. o. Koper o. |
155 | 153 | 122 |
| Luka Koper Pristan, d. o. o. Koper o. o. |
4 | 4 | 4 |
| Adria Terminali, d. o. o. o. | 22 | 21 | 23 |
| TOC, d. o. o. TOC, d. o. |
4 | 4 | 4 |
| LukaKoper Group Koper Group |
1,071 | 1,108 | 1,242 |
* Logis-Nova, d. o. o. and Adria Investicije, d. o. o., subsidiaries of the Luka Koper Group, are not included in the table since they have no employees.
Recruitment procedures are run in a transparent and non-discriminatory manner. All employees have the possibility to evolve, and are integrated equally in all approaches to HR management.
Targeted implementation of functional training of employees is a strategic activity of the Company. In 2018, 90% of employees were involved in training programmes in Luka Koper, d. d. The average rate achieved was 20.8 hour of training per employee.
In 2018, Luka Koper, d. d., started a restructuring process to ensure a lawful and sustainable business model. The so-called three-tier model is based on the regular employment tier for areas where the labour demand is constant (tier I), agency workers (tier II as a transitional form) and provision of services, i.e. cooperation with external contractors (tier III).
The HR management system, educating and training of employees, ensuring safety of employment and social security of employees, cooperation with educational institutions and internal communication with employees are presented in more detail in section No 10 of the sustainability report, Care for employees for employeesemployees.
In 2018, Luka Koper, d. d. continued the activities relating to the development needs of the port, taking into consideration the trends of the line of business and long-term plans. An important activity that was initiated in end 2016 and implemented systematically for the second year in a row, included four strategic programmes that follow the strategic plan of the company from 2015:
These strategic programmes comprise a comprehensive range of activities involving both market and infrastructure aspects as well as the acquisition, process and staff segments, and also including numerous development activities that help achieve the strategic aims of the Company.
Existing capacities of the port being used quite fully, the key development issue remains a more rapid implementation of priority infrastructure projects and the possibility of obtaining grants to this end. There are also challenges related to new technologies, disposal or processing of sediments to increase and maintain port depths, environmental, energy and security issues, personnel issues and information sections as well as new developments in marketing.
Activities related to emphasising the major importance of the timely construction of the second Koper – Divača railway track continued in 2018, as this project ensures opportunities for further growth of throughput and thereby for the development of the port and logistic activities at the national level and international trade among hinterland countries of Central and Eastern Europe. A repeat referendum on the Act Regulating the Construction, Operation and Management of the Second Track of the Divača-Koper Railway Line was held in 2018, the Act entering into force on 21 July 2018. The transhipment fee resulting from the Act became payable on 1 March 2019. The second railway track is of strategic importance to the Port of Koper, as it will enable a considerable throughput increase and improve the competitive position of Koper as a logistics hub. According to the construction schedule, the second Koper – Divača railway track is currently predicted to be operational by the end of 2027.
With regard to European projects, the most intense activities in 2018 were implemented within projects of the CEF and Horizon 2020 programmes, and in territorial cooperation projects.

Luka Koper seeks to implement the CEF projects to ensure optimal absorption of the funds assigned for projects that address the development challenges and infrastructure needs of the port, also taking into consideration the implementation of the EU's TEN-T corridor policy:
Within the Horizon 2020 programme, Luka Koper seeks to introduce new technologies and development systems. Activities of the SAURON information security project were also implemented throughout 2018. Applications were submitted for the Cyfensed project – this application has already been rejected; for the 5G-ready project, which would make the Port of Koper a test area for the 5G network; and the InfraStress project that envisages a simulation of a physical and cyber-attack on the tanker berth infrastructure at Pier II.
Several projects continued in the field of territorial cooperation featuring issues of predominantly regional focus: the TalkNet project (Central Europe programme) and the SecNET (Slovenia - Italy programme) as well as ADRIPASS, ISTEN, SUPAIR (ADRION programme). Within the mentioned territorial cooperation projects, applications were submitted for 7 new projects: Navis, Clas, AIR-Ports and Eco-Tourist.NET (ADRION programme) as well as Comodalce, InterGreen-Nodes and REIF (Central Europe programme).
The projects of the European territorial cooperation programmes are relevant as they place the Port of Koper in the European institutional environment, especially from the aspect of interregional effects of the Port's operation, planning and development of national and pan-European transport infrastructure, logistic concepts, environmental protection, safety, security of the sea, sustainable energy supply, information upgrades, cultural heritage, etc.
In the context of smart specialisation projects, Luka Koper continued to implement the RDI project (exploiting the potential of biomass for the development of advanced materials and bio-based products), which the Port uses to examine the excavated sediments and the possibility of their further use.
In 2018, Luka Koper was still pursuing efforts to obtain a solution with regard to the possibility of co-financing of the Passenger terminal since the project documentation was at an advanced stage, which made it important to obtain a definitive answer for the Port to make a decision on project implementation. Although the company was looking for solutions in dialogue with the key stakeholders – the Ministry of Economic Development and Technology, the Ministry of Infrastructure, and the Municipality of Koper, it has still received no positive reply that would be consistent with the legal and formal as well as strategic restrictions of the Company and the port.
Within the scope of international institutional activities that are important for the long-term placement of the Port of Koper in the institutional developments of the European Union, the Company's representatives attended meetings of the ESPO European Sea Ports Organisation, the FEPORT Federation of European Private Port Companies and Terminals, and corridor forums (Baltic-Adriatic and Mediterranean) which were held by the European Commission. In mid-2018, Luka Koper became a founding member of the MEDPorts association that brings together Mediterranean ports. Meanwhile, activities in the NAPA association stagnated in 2018.
In 2018, the European Union was working on two documents that will affect the operation of Luka Koper in the coming years: a document on cleaning up the sea, which will require the ports to collect all waste from ships, and a document that in the future will regulate a single window for customs.
It should be emphasised that Luka Koper enjoys great visibility among European institutional stakeholders, however, it is of vital importance for further development of the port to be supported by the state and local communities, which, in turn, necessitates the understanding of the port operations also in the light of the port's strategic national position in international trade and logistics.
Having been implemented in the Port of Koper in recent years, digital transformation is on the priority list of the current strategy of information technology. Based on information technology and digitisation, Luka Koper has been striving to optimise its business processes and increase their efficiency.
In 2018, Luka Koper made over 200 different changes to its information systems, the overall aim being to optimise and digitise its processes.
The Port of Koper has enabled its customers and partners to order services electronically for more than 20 years, while also putting much effort in full digitisation of the area. To this end, in 2018 the Company performed activities in three major areas:
Alongside the above, many other system upgrades and new functionalities were also introduced.
In the infrastructure part, the information system infrastructure supporting operational processes at the container terminal was migrated to a virtual environment and a new database version. This improved system stability and safety. Renewal of the entire server infrastructure was also implemented, which resulted in the transition to the latest version of the virtualisation platform.
In the era of digital transactions, information security has become of major importance for the entire operation of the company rather than being restricted to information technology, which is why Luka Koper has been particularly sensitive in this regard. Regular inspections of the information and communications technology (ICT) are being implemented, users are educated and made aware of the correct and secure use of information resources, and awareness of the importance of information security is being raised. To ensure smooth operation of information systems, a high level of their availability and reliability is crucial, and Luka Koper has maintained it very high. In 2018, the reliability was 99.9%.
The development of information systems in Luka Koper will continue to focus on customers who will be enabled the highest possible rate of transaction digitisation and system integration based on connecting various links in the logistics chain, and on employees who will be offered the tools, applications and devices to be able to perform their tasks quickly and efficiently.
The share of Luka Koper, d. d. is listed on the Ljubljana Stock Exchange, the first listing. At the end of 2018, the value of the share marked LKPG was almost 14% lower than in 2017. On the last trading day of 2018, the price per LKPG share was EUR 26.00.
The ownership structure of Luka Koper, d. d. experienced no major changes in 2018. As at 31 December 2018, 9,649 shareholders were entered in the shareholder register, which was 344 fewer than in 2017. The Republic of Slovenia remains the major shareholder of the company.
| Shareholder | Number of shares as at 31 Dec 2017 |
Ownership stake 2017 (in %) |
Number of shares as at 31 Dec 2018 |
Ownership stake 2018 (in %) |
|---|---|---|---|---|
| Republic of Slovenia of Slovenia |
7,140,000 | 51.00% | 7,140,000 | 51.00% |
| Slovenski državni holding, d. d. državni d. |
1,557,857 | 11.13% | 1,557,857 | 11.13% |
| Kapitalska družba, d. d. družba, d. |
696,579 | 4.98% | 696,579 | 4.98% |
| Municipality of Koper of Koper | 439,159 | 3.14% | 439,159 | 3.14% |
| Citibank N.A. - N.A. -fiduciary account fiduciary account |
215,937 | 1.54% | 345,804 | 2.47% |
| Hrvatska poštanska banka, d. d. d. d. | 129,582 | 0.93% | 130,582 | 0.93% |
| Zavarovalnica Triglav Zavarovalnica |
113,568 | 0.81% | 113,568 | 0.81% |
| Clearstream Banking SA - -fiduciary account fiduciary account fiduciary account |
2,850 | 0.02% | 104,932 | 0.75% |
| Utilico Emerging Markets Limited Limited | 98,400 | 0.70% | 98,400 | 0.70% |
| Zagrebačka banka, d. d. - Zagrebačka -fiduciary account fiduciary account fiduciary account |
65,900 | 0.47% | 80,332 | 0.57% |
| Total | 10,459,832 | 74.71% | 10,707,213 | 76.48% |
| Shareholder Shareholder |
Number of shares as at 31 Dec 2017 |
Ownership stake 2017 (in %) |
Number of shares as at 31 Dec 2018 |
Ownership stake 2018 (in %) 2018 (in %) |
|---|---|---|---|---|
| Republic of Slovenia of Slovenia |
7,140,000 | 51.00% | 7,140,000 | 51.00% |
| Natural persons | 2,213,981 | 15.81% | 2,199,284 | 15.71% |
| Slovenski državni holding, d. d. državni d. |
1,557,857 | 11.13% | 1,557,857 | 11.13% |
| Foreign legal entities legal entities |
1,283,133 | 9.17% | 1,254,169 | 8.96% |
| Kapitalska družba, d. družba, d.d. | 696,579 | 4.98% | 696,579 | 4.98% |
| Other legal entities | 480,468 | 3.43% | 493,186 | 3.52% |
| Municipality of Koper of Koper | 439,159 | 3.14% | 439,159 | 3.14% |
| Mutual and pension funds and |
118,246 | 0.84% | 147,470 | 1.05% |
| Brokerage houses houses | 32,454 | 0.23% | 33,173 | 0.24% |
| Banks | 28,572 | 0.20% | 31,032 | 0.22% |
| Foreign banks banks | 9,551 | 0.07% | 8,091 | 0.06% |
| Total | 14,000,000 | 100.00% | 14,000,000 | 100.00% |
The average daily price of the Luka Koper, d. d. share amounted to EUR 30.59 in 2018. During the year, its value fluctuated between EUR 24.20 and EUR 33.20. The highest market price of the share was EUR 35.00 and the lowest EUR 24.20. Market cap of Luka Koper, d. d., shares as at 31 December 2018 was EUR 364,000,000.
The shareholders witnessed a period of stability for the share of Luka Koper, d. d., which remained within the interval between EUR 30 and 32 for the major part of 2018. In the final two months, negative pressures exerted by global stock markets, particularly following one of the major falls in the history in December, the share ran out of steam only to fall to the value of EUR 26 at the end of the year.
In 2018, the total number of stock-exchange transactions and deals with lots for the LKPG share was 2,770. Total turnover in the period amounted to EUR 18,595,850; whereby 597,746 shares changed owners.


| 2017 | 2018 | |
|---|---|---|
| Number of shares | 14,000,000 | 14,000,000 |
| Numberof ordinary no of nono-par value shares par shares |
14,000,000 | 14,000,000 |
| Share price on the last trading day (in EUR) on the (in |
30.40 | 26.00 |
| Share's book value as at 31 Dec (in EUR) Share's book value as 31 |
22.90 | 25.90 |
| Average market price / share's book price (P/B) Average book price |
1.33 | 1.00 |
| Average market price (in EUR)23 | 29.65 | 31.11 |
| Average share's book price (in EUR)24 | 22.93 | 24.57 |
| Average market price / average share's book price Average share's book price |
1.29 | 1.27 |
| Net earnings per share (EPS) (in EUR) per share (EPS) (in EUR) |
2.37 | 4.18 |
| Market price / earnings per share (P/E) price / per share (P/E) |
12.84 | 6.21 |
| Market cap as at 31 Dec (in cap as (inEUR million) EUR million) million) |
425.6 | 364.0 |
| Total share turnover (in EUR million) Total share turnover (in EUR million) |
26.3 | 18.6 |
| Dividend per share (in EUR) per |
1.40 | 1.23 |
The dividend policy of Luka Koper, d. d. is to reconcile the stakeholders' tendency towards dividend earnings and the tendency towards using the net profit for the period in order to finance investment projects. The Company proposes to continue the stability policy of paying dividends, proposing that in 2019 dividend be paid in the amount of EUR 1.33 per share, which is an increase of EUR 0.10 or 8% from the previous year; this at the same time enables the Company to ensure intense development of port infrastructure and equipment, and implement the port service provision strategy.
In light of the above, the Management Board gives a proposal for the appropriation of the accumulated profit that amounted to EUR 29,252,442.43 as at 31 December 2018 as follows:
23 The average market price is calculated as a ratio of total turnover from ordinary (stock exchange) transactions to quantity of LKPG trading shares in ordinary (stock exchange) transactions.
24 The average bookkeeping value of a share is calculated on the basis of average monthly balances of the ratio of equity to number of ordinary shares.
As at 31 December 2018, Luka Koper, d. d. did not hold an interest of at least 5% in any company which owns shares of Luka Koper, d. d. The shareholders holding at least 5% of the LKPG shares are the Republic of Slovenia (51.00%) and Slovenski državni holding, d. d. (11.13%).
| Shareholder | Ownership as at 31 Dec 2018 |
|
|---|---|---|
| Supervisory Board | Uroš Ilić, President of the Supervisory Board | 55 |
| Marko Grabljevec, Member of the Supervisory Board |
10 | |
| Rok Parovel, Member of the Supervisory Board | 8 |
As at 31 December 2018, other Members of the Supervisory Board and the Management Board held no shares of the Company.
As at 31 December 2018, Luka Koper, d. d., held no own shares. The applicable Company's articles of association do not provide for categories of authorised capital up to which the Management Board could increase the share capital. The Company also had no basis for conditional increase in the share capital.
According to the recommendations of the Ljubljana Stock Exchange, Luka Koper, d. d. adopted the Rules on Trading in Issuer's Shares, which is an additional guarantee to keep the interested public equally informed on all significant business events, and is an important element in strengthening the confidence of investors and the reputation of Luka Koper. The purpose of the Rules is to enable the persons subject to it trading in shares of the Company and to prevent any possible trading based on insider information. At the same time, the Rules enable mandatory reporting on the sale and purchase of the Company's shares to the Securities Market Agency in accordance with the law.
Luka Koper communicates with its investors regularly and keeps them informed on Company news through various communication tools and channels:
Pursuant to legislation, shareholders and the public are kept informed of operational results and all important business events in a timely manner via SEOnet, whilst information is also provided to shareholders and investors through other communication channels.
A special chapter on our website headed "For Investors" is devoted to shareholders and investors; there, they can find up-to-date information regarding the LKPG share, ownership structure, current interim, annual and past operating reports, information published on SEOnet, material for General Meetings of Shareholders, and answers to most frequently asked questions regarding shares.
Each month, brokerage companies and analysts are sent a copy of the Port Bulletin, which also covers other issues related to operations of the company and general developments in the port.
Once a year, in the period prior to the General Meeting of Shareholders, Luka Koper issues the Port Shareholder, a publication focusing on business results of the previous year, which is sent to all the shareholders.
Information for investors is available at https://luka-kp.si/eng/lkpg-share.
Contact person: Rok Štemberger Investor Relations Tel: 00 386 (0)5 66 56 140 E-mail: [email protected]
Periodic publications and other price sensitive information will be published on the Ljubljana Stock Exchange website via the SEOnet electronic information system (www.ljse.si) and on the website of Luka Koper, d. d., https://luka-kp.si/eng/financialcalendar. Any changes to expected dates of individual releases will be duly communicated through our website.
In Luka Koper, a quality standards-based management system has proven itself in practice, both in terms of ongoing operational work and in framing the Company's long-term development. Systematic development of a comprehensive management system passed several development phases until its eventual renewal upon the introduction of new requirements related to ISO 9001:2015 and 14001:2015. Alongside the requirements for the management system and environmental protection system, which are the two most senior and most developed building blocks of the INTEGRATED MANAGEMENT SYSTEM, Luka Koper, d. d. has implemented and certified various systems.
Luka Koper operates in compliance with the requirements of the following standards and systems:
For the purposes of realising the crucial concepts, the following activities have to be implemented systematically throughout the year:
Due to its requirement for ceaseless improvement, the management system is a constant promoter of change in the Company; in principle, quality standards are the standards of corporate governance.
| (in EUR) | Note | 2018 | 2017 |
|---|---|---|---|
| Revenue | 1 | 222,980,390 | 206,835,533 |
| Other income | 2 | 14,044,804 | 1,634,425 |
| Costs of material | 3 | -16,604,101 | -14,656,410 |
| Costs of services | 4 | -57,894,550 | -54,775,310 |
| Employee benefits expense | 5 | -56,028,407 | -48,047,075 |
| Amortisation and depreciation expense | 6 | -28,545,408 | -27,538,509 |
| Other operating expenses | 7 | -9,208,224 | -28,420,343 |
| Operating profit | 68,744,504 | 35,032,311 | |
| Finance income | 3,262,017 | 2,973,923 | |
| Finance expenses | -1,206,727 | -1,588,287 | |
| Profit or loss from financing activity | 8 | 2,055,290 | 1,385,636 |
| Profit before tax | 70,799,794 | 36,417,947 | |
| Income tax expense | 9 | -12,143,446 | -3,151,706 |
| Deferred taxes | 9 | -67,353 | -122,833 |
| Net profit for the period | 58,588,995 | 33,143,408 | |
| Net earnings per share | 10 | 4.18 | 2.37 |
Notes to the financial statements are a constituent part thereof and must be read in conjunction therewith.
| (in EUR) | Note | 2018 | 2017 |
|---|---|---|---|
| Profit for the period | 58,588,995 | 33,143,408 | |
| Actuarial gains/losses from post-employment benefits | 21 | -176,202 | -147,550 |
| Deferred tax on actuarial gains or losses | 17 | 13,994 | 11,035 |
| Items not to be reclassified into profit/loss in future periods | -162,208 | -136,515 | |
| Change in revaluation surplus of available-for-sale financial assets |
16 | 937,901 | 3,160,721 |
| Deferred tax on revaluation of available-for-sale financial assets | 17 | -177,774 | -600,537 |
| Change in fair value of cash flow hedging instruments | 99,346 | 320,526 | |
| Deferred tax on the change in fair value of cash flow hedging instruments |
-18,876 | -60,900 | |
| Items that might be reclassified into profit/loss in future periods | 840,597 | 2,819,810 | |
| Total comprehensive income for the period | 59,267,384 | 35,826,703 |
| (in EUR) | Note | 31 Dec 2018 | *Restated 31 Dec 2017 |
*Restated 1 Jan 2017 |
|---|---|---|---|---|
| ASSETS | ||||
| Property, plant and equipment | 11 | 355,839,069 | 367,818,139 | 358,594,707 |
| Investment property | 12 | 24,616,101 | 26,467,395 | 29,918,504 |
| Intangible assets | 13 | 2,605,462 | 3,122,833 | 3,761,498 |
| Shares and interests in Group companies | 14 | 4,533,063 | 4,533,063 | 4,533,063 |
| Shares and interests in associates | 15 | 6,737,709 | 6,737,709 | 6,737,709 |
| Other non-current investments | 16 | 31,437,485 | 30,499,584 | 27,338,863 |
| Deposits and loans given | 13,876 | 22,592 | 31,005 | |
| Non-current operating receivables | 41,108 | 41,772 | 41,772 | |
| Deferred tax assets | 17 | 8,075,295 | 8,325,304 | 9,098,541 |
| Non-current assets | 433,899,168 | 447,568,391 | 440,055,662 | |
| Inventories | 18 | 1,322,412 | 1,037,066 | 809,467 |
| Deposits and loans given | 8,716 | 8,413 | 68,123 | |
| Trade and other receivables | 19 | 44,935,604 | 37,810,196 | 31,015,578 |
| Assets from contracts with customers | 0 | 210,861 | 0 | |
| Income tax assets | 0 | 4,115,392 | 0 | |
| Cash and cash equivalents | 20 | 73,376,307 | 28,202,589 | 983,305 |
| Current assets | 119,643,039 | 71,384,517 | 32,876,473 | |
| TOTAL ASSETS | 553,542,207 | 518,952,908 | 472,932,135 | |
| EQUITY AND LIABILITIES | ||||
| Share capital | 58,420,965 | 58,420,965 | 58,420,965 | |
| Capital surplus (share premium) | 89,562,703 | 89,562,703 | 89,562,703 | |
| Revenue reserves | 174,901,853 | 145,607,356 | 129,035,652 | |
| Reserves arising from valuation at fair value | 10,507,002 | 9,799,716 | 7,085,026 | |
| Retained earnings | 29,252,443 | 17,261,911 | 20,266,535 | |
| Equity | 21 | 362,644,966 | 320,652,651 | 304,370,881 |
| Provisions | 22 | 19,460,792 | 20,217,568 | 4,265,164 |
| Deferred income | 23 | 23,651,341 | 18,166,217 | 12,389,787 |
| Non-current loans and borrowings | 24 | 93,431,499 | 116,682,274 | 113,900,739 |
| Other non-current financial liabilities | 0 | 0 | 419,873 | |
| Non-current operating liabilities | 25 | 1,304,783 | 967,102 | 693,924 |
| Non-current liabilities | 137,848,415 | 156,033,161 | 131,669,487 | |
| Current borrowings | 26 | 13,685,558 | 16,060,399 | 11,761,732 |
| Other current financial liabilities | 156,684 | 372,169 | 250,564 | |
| Income tax liabilities | 9,254,382 | 0 | 1,960,528 | |
| Trade and other payables | 27 | 29,952,202 | 25,834,528 | 22,918,943 |
| Current liabilities | 53,048,826 | 42,267,096 | 36,891,767 |
*Adjustments are outlined in point 18. 1. 32 under Changes in accounting policies and Correction of an error from previous years.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net profit for the period | 58,588,995 | 33,143,408 |
| Adjustments for: | ||
| Amortisation and depreciation expense | 28,545,408 | 27,538,509 |
| Reversal and impairment losses on property, plant and equipment, and intangible assets |
130,349 | 3,989,166 |
| Gain on sale of property, plant and equipment, and investment property | -787,761 | -154,605 |
| Allowances for receivables | 248,042 | 917,135 |
| Collected written-off receivables and liabilities | -1,038,997 | -110,159 |
| Reversal of provisions | -1,775,337 | -16,954 |
| Finance income | -3,262,017 | -2,973,923 |
| Finance expenses | 1,206,727 | 1,588,287 |
| Income tax expense and income (expenses) from deferred taxes | 12,210,799 | 3,274,539 |
| Profit before change in net current operating assets and taxes | 94,066,208 | 67,195,403 |
| Change in operating receivables | -6,140,629 | -7,790,926 |
| Change in inventories | -285,346 | -227,599 |
| Change in assets (disposal groups) held for sale | 1,502,198 | 0 |
| Change in operating liabilities | 164,856 | -1,353,056 |
| Change in provisions | 928,378 | 15,955,870 |
| Change in non-current deferred income | 5,485,124 | 5,831,498 |
| Cash generated in operating activities | 95,720,789 | 79,611,190 |
| Interest expenses | -1,436,943 | -1,566,028 |
| Tax expenses | 1,226,328 | -9,227,626 |
| Net cash from operating activities | 95,510,174 | 68,817,536 |
| CASH FLOWS FROM INVESTMENT ACTIVITIES | ||
| Interest received | 223,534 | 121,840 |
| Dividends received – subsidiaries | 301,634 | 652,780 |
| Dividends received – associates | 1,280,634 | 993,808 |
| Dividends received – other companies | 1,456,215 | 1,203,250 |
| Proceeds from sale of property, plant and equipment, and intangible assets | 824,577 | 154,655 |
| Proceeds from sale, less investments and loans given | 8,413 | 288,123 |
| Acquisition of property, plant and equipment, and intangible assets | -11,576,537 | -32,119,566 |
| Acquisition of investments, increase in loans given | 0 | -220,000 |
| Net cash used in investing activities | -7,481,530 | -28,925,110 |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from non-current borrowings | 0 | 18,700,000 |
| Repayment of non-current borrowings | -9,565,217 | 0 |
| Repayment of current borrowings | -16,060,399 | -11,761,733 |
| Dividends paid | -17,229,310 | -19,611,409 |
| Net cash used in financing activities | -42,854,926 | -12,673,142 |
| Net increase in cash and cash equivalents | 45,173,718 | 27,219,284 |
| Opening balance of cash and cash equivalents | 28,202,589 | 983,305 |
| Closing balance of cash and cash equivalents | 73,376,307 | 28,202,589 |
2018
| Re ris ing fr lua tio t fa ir v alu se rve s a om va n a e |
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*Adjustments are outlined in point 18. 1. 32 under Correction of an error from previous years.
| 113 | ||
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|
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|
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*Adjustments are outlined in point 18. 1. 32 under Correction of an error from previous years.
Luka Koper, d. d., pristaniški in logistični sistem (hereinafter referred to also as: Company), with its registered office at Vojkovo nabrežje 38 in Koper, Slovenia, is the controlling company of the Luka Koper Group.
The port's core business is transhipping and warehousing of all types of goods, which the Company supplements with diverse goods-related and other services, to secure an overall logistics support. Given the Concession Agreement, Luka Koper, d. d. maintains the port infrastructure and provides for the port's development.
Financial statements of the controlling period have been compiled for the financial year ended 31 December 2018.
The financial statements of Luka Koper, d. d. have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the International Accounting Standards Board (IASB), and interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) and adopted by the European Union, and in accordance with provisions of the Slovenian Companies Act.
The Management Board of Luka Koper, d. d. approved these financial statements on 15 March 2019.
Financial statements have been prepared on a going concern basis. The statements have been prepared on the historical cost basis, except for derivatives and investments that were measured at fair value. Methods applied for fair value measurement are clarified within the note 'Fair value'.
The financial statements are presented in EUR (exclusive of cents), which is the Company's functional currency.
Preparation of financial statements in conformity with IFRSs requires the management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates are formed based on past experience and expectations in the accounting period. Formation of estimates and the related assumptions and uncertainties are disclosed in the notes to individual items.
Estimates, judgements and assumptions are reviewed on a regular basis. Actual results may differ from these estimates, hence estimates and underlying assumptions are reviewed and relevant adjustments formed on an ongoing basis. Changes in accounting estimates are recognised in the period for which the estimates are modified, or in the coming periods that are impacted by respective changes.
Existence of possible indication of impairment for property, plant and equipment is assessed based on IAS 36. As at each reporting date, the Company assesses whether there is any indication (significant technological changes, market changes, obsolescence or physical wear and tear of individual property, plant and equipment) of possible impairment. If such indication exists, the Company is required to evaluate the recoverable value of the asset. Any asset is subject to impairment if its carrying amount exceeds its recoverable value. The recoverable value is the higher of the following two items: its fair value less selling expenses or its value in use.
A provision is recognised if the Company has legal or indirect obligations arising from a past event that can be reliably assessed, and if it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. Potential obligations are not recognised in the financial statements, as their exact amount could not be established or their actual existence will be confirmed only upon the occurrence or nonoccurrence of events in the unforeseeable future, which the Company cannot influence.
The Company's Management regularly checks whether the settlement of a potential obligation will likely require an outflow of resources embodying economic benefits. If it becomes probable that an outflow of future economic benefits will be required, provisions for legal disputes are formed for the possible liability in the financial statements.
While assessing the useful lives of assets, the expected physical wear and economic and technical ageing is taken into account. In this relation, the Company regularly verifies the useful lives with significant assets and, in case of changed circumstances, the Company changes the useful life and consequently revalues the cost of depreciation.
The Company discloses its revenue in accordance with IFRS 15. The core principle of the framework is that an entity will recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
The Company's core business is transhipment and warehousing of all types of goods, goodsrelated services, and other related services. Net income is recognised when it can be reasonably expected that it will result in cash receipts, unless such receipts were already realised when revenue was generated, and their amount can be reliably measured.
The Management assesses the method of recognising revenue applied by the Company as fully appropriate and in line with standards.
Information on significant estimates about uncertainty and critical judgement in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements, was applied in the assessment of:
Based on the estimate that sufficient profit will be available in the future, the Company created deferred tax assets provided under following:
Deferred tax assets recognised under the formation of provisions for jubilee premiums and retirement benefits are reduced by relevant amounts of provisions utilised or increased by amounts of newly formed provisions.
Given that the impairment losses on investments and receivables are not recognised as tax expenditure upon formation, the Company formed deferred tax assets in the relevant amounts. Deferred tax assets will be capitalised upon the sale or disposal of the investment or financial instrument and upon the final write-off of receivables.
The tax rate applied for calculating deductible temporary differences is 19 percent, which is also the general tax rate for corporate income tax as of 1 July 2017.
Deferred tax liabilities are recognised for temporary differences arising on revaluation of available-for-sale financial assets (at fair value through profit or loss) to a higher value, whereas on revaluation of available-for-sale financial assets to a lower value, deferred tax assets are recognised.
At the reporting date, the amount of deferred tax assets or liabilities is reassessed. If there is no sufficient amount of available taxable profits, the amount of deferred tax assets is reduced accordingly.
Obligations for defined post-employment and other benefits record the present value of retirement benefits and jubilee premiums. They are recognised on the basis of an actuarial calculation. The actuarial calculation is based on assumptions and assessments valid during the calculation, which may differ in the future from the actual assumptions in force at the time as a result of changes. This pertains particularly to the determination of the discount rate, the assessment of the fluctuation of employees, the assessment of the death rate and the assessment of salary growth. Due to the complexity of the actuarial calculation and the long-term nature of the item, obligations for defined benefits are sensitive to changes in the mentioned assessments.
The accounting policies detailed below were consistently applied in all the periods presented in the financial statements.
Transactions in foreign currency are translated into euro at the reference exchange rate of the European Central Bank prevailing at the transaction date. Monetary assets and liabilities expressed in foreign currency as at the date of the statement of financial position are translated at the reference exchange rate of the ECB at the final day of the accounting year. All differences resulting from foreign currency translation are recognised in the income statement.
Items of property, plant and equipment are carried at cost. Under the cost model, an item of property, plant and equipment is carried at its cost less accumulated depreciation and accumulated impairment losses. The manner and methods used in the valuation of assets due to impairment are described in the section 'Impairment of property, plant and equipment'. The cost of an item of property, plant and equipment is equal to the monetary price on the date of the asset's recognition.
In addition to property, plant and equipment being acquired, the item of assets being acquired also includes advances for acquiring property, plant and equipment.
Parts of property, plant and equipment with different useful lives are treated as individual assets that are depreciated during the estimated useful life.
Land is accounted for separately and is not subject to depreciation.
Pursuant to IAS 23, the purchase cost of property, plant and equipment can also include borrowing costs if they can be directly associated to the purchase, construction or production of an asset in the course of construction. If the Company or Group agrees on a general borrowing which cannot be directly associated with the purchase of an asset in the course of construction, it will capitalise a proportionate share of costs calculated using the weighted annual interest rate, but solely for major investments (value and construction period exceeding EUR 1 million and 12 months, respectively). Investments with durations of several years that witnessed no inputs in the reporting period (halted investments) are excluded from the method of capitalising interest.
Borrowing costs are capitalised until the asset is in the course of construction. When the asset is transferred to use, borrowing costs are no longer capitalised. The amount of borrowing costs capitalised in the period must not exceed the borrowing costs which arise in the same period.
Subsequent expenditure incurred to replace a component of an item of property, plant and equipment increases its cost under the recognition principle. The replaced component is no longer subject to recognition. Other subsequent expenditure is capitalised only when it could potentially increase the future economic benefits embodied in the item of property, plant and equipment. All other expenditure is expensed when incurred.
In each period, depreciation charge is recognised in the income statement. An asset is subject to depreciation when it is made available for use. The items of property, plant and equipment are depreciated under the straight-line method of depreciation, considering the assessed economic life of an individual asset. The depreciation method used is reassessed at the end of each financial year. As a rule, the residual value of an asset is considered only for significant items of property, plant and equipment as is their cost of disposal. Land, assets being acquired, non-current assets classified to disposal groups (held for sale) and works of art are not depreciated. Useful lives applied with property, plant and equipment are as follows:
| Assets | 2018 | 2017 |
|---|---|---|
| Buildings | 16.67–66.67 years | 16.67–66.67 years |
| Transport and transhipment equipment | 5–17.86 years | 5–17.86 years |
| – locomotives | 6.67–10 years | 6.67–10 years |
| – forklifts, shippers | 8 years | 8 years |
| Computer hardware | 4–5 years | 4–5 years |
| Other equipment | 4–10 years | 4–10 years |
The carrying amount of an individual item of property, plant and equipment is derecognised upon its disposal or when no future economic benefits are expected from the asset's use or disposal. Any profit or losses resulting from disposal of individual item of property, plant and equipment is determined as the differences between the revenue from disposal and the carrying amount and are included in profit or loss.
Investment properties are held to bring rent and/or increase the value of the non-current investment. Investment property is measured under the cost model. Depreciation is accounted for under the straight line depreciation method based on the estimated useful life of each asset or its components. Land is not depreciated. Facilities under lease are divided into individual parts according to their estimated useful lives. The following depreciation rates are used for investment property:
| Investment property | 2018 | 2017 |
|---|---|---|
| Buildings | 16.67–66.67 years | 16.67–66.67 years |
Initially, intangible assets are recognised at cost. After initial recognition, they are recognised at their cost reduced by accumulated amortisation and accumulated impairment losses.
Amortisation begins when an asset is ready for its use, i.e. when the asset is on the location and in the condition necessary for it to operate as intended.
The carrying amount of an item of intangible assets with final useful life is reduced using the straight-line amortisation method over the period of its useful life. All intangible assets have finite useful lives.
The amortisation period and amortisation method for an intangible asset with finite useful life is reviewed at least at each financial year-end. If the asset's expected useful life differs significantly from previous estimates, the amortisation period is adjusted accordingly.
The useful life of an item of intangible assets that arises from contractual or other legal rights does not exceed the period of these contractual rights or legal rights, however, it may be shorter, depending on the period during which the asset is expected to be used. The assessed useful life of other items of intangible assets is 10 years (the applied useful lives are presented in the table below).
| Intangible assets | 2018 | 2017 |
|---|---|---|
| Non-current property rights | 5–10 years | 5–10 years |
Investments in subsidiaries, associates and other companies are measured at cost. On each date of the statement of financial position, the Company assesses whether there is any indication of impairment. Any impairment loss on investment is recognised in the income statement.
Financial instruments are classified into the following categories:
Classification depends on the chosen asset management model.
Financial assets measured at fair value include investments in equity securities and investments in other shares and securities. On initial recognition, they are measured at fair value increased by the cost of the transaction relating to the acquisition of an individual financial asset.
Investments in equity securities are classified as assets measured at fair value through comprehensive income, which is why the Company recognises any changes in other comprehensive income under equity. Upon derecognition, gains or losses are recognise through retained earnings. Additions and disposals are recognised as at the trading date.
Investments in other shares and securities, with regard to which there is no active market, are classified as assets measured at fair value through profit or loss.
Loans and receivables are recognised as at the settlement date and measured at amortised cost using the effective interest rate method.
Non-current and current receivables are carried separately in books of account. Interest arising on stated receivables is recorded among off-balance sheet items. Upon recognition, non-current and current trade receivables are disclosed at contractually agreed amounts or as recorded in the relevant accounting documents. Receivables where recovery procedures have been initiated or where debtors are in one of the insolvency procedures are transferred by the Company to bad and doubtful receivables. Other operating receivables include short-term deferred costs or expenses and accrued income.
The Company forms revaluation allowances for all past due trade receivables and past due interest receivables based on age structure and individual assessment. Allowances for receivables due from companies in bankruptcy or liquidation procedure are formed immediately once such proceeding begins, in the total amount (100 percent). In accordance with the IFRS 9 which introduces new requirements for the measurement of financial assets and recognition of their impairment, the Company has formed an impairment model for trade receivables based not only on realised credit losses as was the case with IAS 39, but also based on expected credit losses. The Company also forms allowances for receivables resulting from non-maturity receivables on the basis of risk assessment. Assessment of risk is composed of the customer's credit rating which is formed by the Company based on own criteria, and also results from the customer's country of origin.
Impairment losses are charged to revaluation operating expenses associated with receivables.
On initial recognition, borrowings are carried at fair value and thereupon at amortised cost using the effective interest rate method. In terms of maturity, borrowings are classified into non-current or current financial liabilities. On the last day of the year, all financial liabilities maturing next year are reclassified to current financial liabilities. Borrowings are insured with bills of exchange and certain loan covenants, whereby one borrowing is collateralised with assignment of receivables.
Cash comprises cash in hand and sight deposits, deposits redeemable at notice or deposits with maturities of up to three months.
Inventories are measured at cost or net market value, whichever is lower. An item of the materials inventory is measured at cost, which comprises the purchase price, import duties and other non-refundable purchase taxes, and direct costs of purchase. Non-refundable purchase taxes also include non-refundable VAT. The purchase price is reduced by trade discounts. The weighted average price method is used for reducing the materials inventory. Small tools put in use are immediately transferred among costs. Inventories are not subject to revaluation due to increases.
The share capital of Luka Koper, d. d. in the amount of EUR 58,420,965 consists of 14,000,000 ordinary no-par value shares that are freely transferable. The nominal value of a share is EUR 4.17.
The Company records legal reserves in the amount of at least 10% of share capital as required by the Companies Act (ZGD-1). Legal reserves and share premium are not included in the accumulated profit and are not subject to distribution. The Company has no statutory reserves, as they are not envisaged under its articles of association.
Reserves arising on valuation at fair value comprise reserves arising from valuation of investments measured at fair value and with respect to unrealised actuarial gains and losses.
Retained earnings consist of all accumulated undistributed net profits of previous years and the unappropriated portion of the net profit for the period.
Dividends are recognised in the Company's financial statements once the decision on the distribution of dividends is adopted by the general meeting.
As at 31 December 2018, the Group had no authorised capital.
The Company forms provisions for disputes and damages related to alleged business offences. Provisions are formed and their amount determined in consideration of the following criteria:
In accordance with statutory requirements and the collective agreement, the Company is obligated to pay jubilee premiums and termination benefits on retirement. These payments are measured using the method of accounting that requires that an actuarial liability is assessed on the basis of expected salary growth from the valuation date until the employee's anticipated retirement. This means that benefits are accrued in proportion to the work performed. The assessed liability is recognised as the present value of expected future expenditure. Anticipated salary growth and employee turnover are also considered as part of measurement.
Actuarial gains or losses for termination benefits in the current year are recognised in other comprehensive income under equity based on an actuarial calculation, whereas current and previous employee benefits and interest expenditure are recognised in profit or loss. Current employee benefit costs and interest expenditure as well as actuarial gains or losses are recognised in profit or loss for jubilee premiums.
The calculation of provisions for retirement benefits and jubilee premiums is based on the actuarial calculation as at 31 December 2018, using data as at 31 December 2018 which took into account the following assumptions:
pursuant to Article 27 and 3rd indent of Article 28 (1) of Pension and Disability Insurance Act (ZPIZ-2).
Non-current deferred income is formed in the Company for the purpose of maintenance of port infrastructure. Non-current deferred income for maintenance is formed if revenue from port duties exceeds the costs of the public utility service of regularly maintaining the port infrastructure intended for public transport.
All kinds of government grants are initially recognised in the statement of financial position as deferred income when there is assurance that the Company will receive such grants and meet the related terms. Government grants to cover costs are consistently recognised in profit or loss in the periods when the relevant costs that these revenues are supposed to cover are incurred.
In compliance with the Maritime Code, Luka Koper, d. d. (hereinafter: Company) and the Government of the Republic of Slovenia arranged matters in the Port of Koper in September 2008 by entering into a Concession Agreement in the framework of the Decree on the Administration of the Freight Port of Koper, Port Operations, and on Granting the Concession for the Administration, Management, Development and Regular Maintenance of its Infrastructure, and defined the concession relationship for the period of 35 years from the date of concluding the Agreement.
Pursuant to provisions of the Concession Agreement, the concession operator is required to keep its books of account in a way that provides for separate financial monitoring of the activity, which is carried out on the basis of exclusive rights granted.
In its books of account, the Company keeps separate records of income from port duties in an individual year and costs of performing concessions activities.
Any income surplus generated through port duties over maintenance costs relating to port infrastructure, is kept by the concession provider as short-term deferred income for costs of maintaining the port infrastructure in the coming years as required by Article 9.3. of the Concession Agreement. Financial monitoring of the public service is based on policies and principles of cost accounting and criteria of separate bookkeeping. In 2018, the Company updated the criteria since a maintenance unit from a subsidiary was merged into it on 1 October 2018. The change of criteria was adopted by the supervisory body of Luka Koper, d. d., in December 2018.
In accordance with the Concession Agreement concluded with the Republic of Slovenia and the criteria approved by the latter, Luka Koper, d. d. forms non-current deferred income for ordinary maintenance of port infrastructure in the amount equal to the surplus of income from port dues over the related costs of the public service. In the event of costs exceeding revenues from port dues, non-current deferred income is derecognised in the amount of the surplus.
The Company, as the concession operator, obtained from the Republic of Slovenia, as the concession provider, the exclusive right for performing port activities of cargo handling and maritime passenger transport in the port area, and the related exclusive right for port administration and management, and for the administration and development of port infrastructure not intended for public transport, and pursuant to Article 44 of the Maritime Code also the exclusive right to perform public utility service of regular maintenance of the port infrastructure that is intended for public transport.
Furthermore, the Company, pursuant to Article 7.9.6. of the Concession Agreement, keeps records on investments made in port infrastructure in each financial year. The Company is required to indicate investments in each individual year in a special appendix to the annual report, which is to be examined and approved by a certified auditor.
In accordance with Article 10.1. of the Concession Agreement, the Company pays a concession tax, which amounts to 3.5% of the annual revenue generated less port taxes collected in the relevant year. The basis for levying the concession tax is the Company's audited income statement. The annual concession tax amount is paid in monthly instalments of advance payments calculated not later than by 30 July on the basis of audited data for the previous calendar year. Port dues account for 4% of the parent company's operating income and are in terms of their content a constituent part thereof. The amount of port dues is defined by Luka Koper, d. d. in agreement with the government. The remaining 96% of operating income is generated through rendering of services in connection with transhipment and warehousing, whose fees and prices are formed on the basis of market regularities. The development and overhaul of the port infrastructure is carried out by the Company in its own capacity and account. Upon the concession's expiry, the concession operator is entitled to the refund of unamortised part of investments. Given the above-mentioned provisions of the Concession Agreement, the Company shall not apply IFRIC 12.
The public utility service of collecting waste from vessels in the Koper port area is being performed in line with the Decree on the method, subject and conditions for the provision of national public utility service of collecting waste from vessels (Official Gazette of RS, No. 59/2005), and the Decree on port reception facilities for ship-generated waste and cargo residues (Official Gazette of RS, No. 78/2008). These services comprise regular reception of ship-generated waste and cargo residues, installation of port facilities for reception of shipgenerated waste and cargo residues in accordance with regulations governing port reception facilities, receipt of messages about intended delivery of ship-generated waste and cargo residues, separate collection, sorting and storage of accepted waste and cargo residues by using port reception facilities, delivery for processing with a view of re-use, recycling or disposal of processing residues in accordance with environmental protection regulations governing waste management, and informing the public and users about the manner of delivering waste and cargo residues. For purposes of reporting within the public utility service of collecting waste from vessels, the Company, based on provisions of the Transparency of Financial Relations and Maintenance of Separate Accounts for Different Activities Act has taken into account the principles of cost accounting and criteria of separate bookkeeping. In 2018, the Company devised the criteria which were adopted by the supervisory body of Luka Koper, d. d. in December 2018.
Until 31 December 2016, the Company was performing the public utility service of collecting waste from vessels through its subsidiary Luka Koper INPO, d. o. o., which acted as its performance assistant. The two companies had an agreement of cooperation between them. Luka Koper INPO, d. o. o., is fully controlled by Luka Koper, d. d., and the companies are considered to form a single economic unit based on the settled case law of the European Court of Justice. As at 1 January 2017, the companies signed an annex to the agreement stipulating, among others, that as at 1 January 2017, Luka Koper INPO, d. o. o., as the performance assistant shall perform the public utility service of collecting waste from vessels in the Koper port area in the name and for the account of Luka Koper, d. d.
On initial recognition, borrowings are carried at the amount of the principal withdrawn. All interest is recorded in the profit or loss based on the effective rate method since all the associated costs are recorded in profit or loss, distributed evenly throughout the period of loan repayment.
Non-current operating liabilities include collaterals received for rented business premises and for the operation of the tax warehouse. Trade liabilities and payables to the state and employees are shown separately under current operating liabilities. Other operating liabilities include short-term deferred income and short-term accrued costs or expenses.
Income tax is accounted for in compliance with provisions of the Corporate Income Tax Act. The basis for the income tax calculation is the gross profit increased by the amount of nondeductible expenditure and reduced by the amount of statutory tax relief. Such basis is used for accounting the corporate income tax liability. As for 2018, income tax liability was calculated at the rate of 19 percent.
In order to disclose an appropriate profit and loss for the reporting period, the Company also accounted for deferred taxes. These are disclosed as deferred tax assets and deferred tax liabilities. In accounting for deferred taxes, the balance sheet liability method was applied. The carrying amount of assets and liabilities was compared with their tax value, and the difference between both was defined as either permanent or temporary. Temporary differences were subdivided into taxable and deductible differences. Taxable temporary differences increased the Company's taxable amounts and deferred tax liabilities. Deductible temporary differences decreased the Company's taxable amounts and increased deferred tax assets.
Deferred tax assets are offset against deferred tax liabilities if a legally enforceable right exists to offset current tax assets against current corporate income tax liabilities and the deferred taxes involve the same taxable legal entity and the same tax authority.
The basic and diluted earnings per share were calculated by dividing the net profit for the period with the number of ordinary shares in issue.
The Company's core business is transhipment and warehousing of all types of goods, goodsrelated services, and other related services. Apart from raw oil and gas, the Company tranships and renders services for all groups of goods, including passengers. The respective services are all carried out in Slovenia, for both local as well as foreign customers. Foreign customers come from markets of Continental Europe, which are considered the most significant customers of Luka Koper, d. d., as well as from Asia and America. The Company's customers include the world's largest shipping companies, major international corporations, end-users of our services, and other major and smaller domestic and foreign companies that deem the Port of Koper as the provider of the fastest and highest quality logistics service.
The Company discloses its revenue in accordance with IFRS 15. It has recorded all active contracts concluded with foreign entities and judged them using the five steps required by the standard. An analysis of contracts with customers has shown that they all meet the criteria of the new standard for revenue recognition; performance obligations are defined adequately in contracts, allowing their classification and measurement, and determining when they might be satisfied. The majority of revenue results from contracts defined as simple supply of services. Since the contracts include no separately identifiable obligations, the Company deems its valid accounting policy for recognition of revenue to be in line with the new requirements of IFRS 15.
The Company has adopted the position of having only one performance obligation, which is port services.
The prices in the Company are set at fixed or variable rates. Variable rates occur when the Company offers a volume discount. Volume discounts are achieved based on agreed transhipment volumes.
Revenue from contracts with customers is recognised using the stage of completion method as at the date of the statement of financial position. Under the method, income is recognised in the accounting period in which the services are rendered. The amount of each significant category of revenue recognised in the accounting period is disclosed, as well as revenue generated in connection with domestic and foreign customers.
Rental income primarily comprises income from investment property i.e. income generated from facilities and land that are leased out under operating lease Rental income is recognised within operating income.
Other operating income comprises revaluation operating income from the sale of property, plant and equipment, subsidies, donations, insurance proceeds and other income. Government grants and other subsidies primarily refer to funds received for development activities within the European development projects that aim to increase the port's competitiveness, energy efficiency, environmental safety, and ensure efficient port processes. Subsidies received to cover the costs incurred are recognised strictly as income in the periods when the relevant costs that this income is supposed to cover are incurred. Other income is recognised when it can be justifiably expected that cash receipts will flow from them.
Finance income comprises interest income from loans, default interest on late payment of services and receivables, dividend income, income from disposal of available-for-sale financial assets, and foreign exchange gains. Interest income is recognised when accrued Summary of significant accounting policies and disclosures
using the effective interest method. Dividend income is recognised in profit or loss when a shareholder's right to payment is established.
Finance expenses comprise interest costs on borrowings, foreign exchange losses and impairment losses on financial assets recognised through profit or loss. Costs of borrowings and approval of these are recognised in the profit or loss over the entire maturity of the borrowings.
Costs are recognised as expenses in the accounting period in which they are incurred. They are classified according to their nature. Costs are carried and disclosed by types. Expenses are recognised if decreases in economic benefits during the accounting period are associated with decreases in assets or increases in liabilities, and those decreases can be measured reliably.
If there is any indication that an asset may be impaired, the asset's recoverable amount is assessed in accordance with IAS 36. When the asset's recoverable amount cannot be assessed, the Company determines the recoverable amount of cash generating unit to which the asset belongs. Impairment loss is recognised in the income statement. Impairment losses should be reversed if the estimates used to determine the asset's recoverable amount have changed. Impairment loss is reversed up to the amount to which the increased carrying amount of an asset does not exceed the carrying amount that would be established after deducting depreciation if impairment loss on the asset was not recognised in previous years. The reversal of the impairment loss is recognised as revenue in profit or loss.
On each reporting date, financial assets are tested for impairment using criteria set out in the accounting manual in order to determine whether there is any objective evidence of financial asset's impairment. If such objective evidence exists, the Company calculates the amount of impairment loss.
When the Company determines that investments carried at amortised cost should be impaired, the amount of the loss is measured as the difference between the investment's carrying amount and the present value of expected future cash flows discounted at the original effective interest rate. The amount of impairment loss is recognised in profit or loss. When the reasons for impairment of an investment cease to exist, the reversal of the impairment of the investment carried at amortised cost is recognised in profit or loss.
When the Company determines that investments in subsidiaries, associates and other companies carried at cost should be impaired, the impairment loss is measured as the difference between the carrying amount of the financial asset and the present value of estimated future cash flows (or other assessed value) discounted at the current market rate of return for similar financial assets, and recognised in profit of loss as revaluation finance expense.
The statement of comprehensive income outlines the net profit or loss for the period as well as other comprehensive income inclusive of items that will be reclassified to profit and loss at a future date and those that will never be reclassified to profit or loss in accordance with the provisions and requirements of other IFRSs.
The statement of cash flows is presented by applying the indirect method, on the basis of items reported in the statement of financial position as at 31 December 2018 and 31 December 2017, as well as items in the income statement for the financial year then ended, inclusive of any necessary adjustments of the cash flow.
The statement of changes in equity outlines changes in individual equity components during the financial year (total income and expenses, in addition to transactions with stakeholders that act as owners), inclusive of the net profit or loss distribution. The statement of other comprehensive income is also included which increases net profit of the accounting period by total revenue and expenses directly recognised in the equity.
The Company monitors and strives to manage risks at all levels of business. In the assessment of risks, the Company considers various risk factors and measures the cost of management with benefits. Efficient risk management is ensured by timely identification and management of risks and by relevant guidelines and policies, which are laid down in documents of the overall management system.
The Company's operations are exposed to risks, which largely depend on market laws and thereby require active and ongoing monitoring. In addition to strategic and operational risks, the Company also faces financial risks, of which the most significant ones include the risk of fair value changes, interest rate risk, liquidity risk, currency risk and credit risk, as well as the risk of adequate capital composition. How financial risks are identified and managed is disclosed in Note 30 'Financial instruments and financial risk management'.
Fair value is used with financial assets measured at fair value. All other financial statement items are presented at cost or amortised cost.
In measuring the fair value of a non-financial asset, the Company must take into account the market participant's ability to generate economic benefits by using the asset at its highest and best use or by selling it to another market participant that would use the asset at its highest and best use.
The Company uses valuation techniques that are appropriate under the given circumstances and for which there is enough data available, mainly based on the use of appropriate market inputs and the minimum use of non-market inputs.
All assets and liabilities that are measured or disclosed at fair value in the financial statements are classified into a fair value hierarchy based on the lowest level of inputs required for measuring the total fair value:
Level 1 – quoted prices (unadjusted) in active markets for similar assets and liabilities,
Level 2 – valuation model based directly or indirectly on market data,
Level 3 – valuation model not based on market data.
At the end of each reporting period, the Company determines whether any transitions between levels occurred in the case of assets and liabilities recognised in the financial statements for previous periods by re-examining the distribution of assets, taking into account the lowest level of inputs required for measuring the total fair value.
The fair value measurement hierarchy of the Company's assets and liabilities is presented in Note 30.
The standards and interpretations presented below were not yet effective until the date of separate financial statements or have not yet been confirmed by the European Union. Relevant standards and interpretations will be applied in preparing the Company's financial statements upon their entry into force.
Based on these amendments, particular financial assets with a prepayment feature, enabling the contractual party to receive or have to pay reasonable additional compensation for early terminations of contracts (which is considered "negative compensation" by the holder of a financial asset), are measured at amortized cost or at fair value through other comprehensive income.
Amendments are effective for annual periods beginning on or after 1 January 2019.
The Company does not expect for this amendment to have a significant impact on its separate financial statements.
The scope of application of IFRS 16 comprises leases of all assets with a few exceptions. Pursuant to the Standard, lessees should recognise all leases through profit and loss under a single lessee accounting model without making a distinction between an operating or a finance lease, in the same manner that finance leases are recognised pursuant to IAS 17. IFRS 16 supersedes IAS 17 – Leases and related interpretations. The Standard allows two exemptions in recognising assets, i.e. when the underlying asset is of low value (such as personal computers) and for short-term leases (leases with a term of less than 12 months). As at the date of the beginning of lease, the lessee is required to recognise the obligation to make lease payments (i.e. a lease liability) and the asset representing the right to use the underlying leased asset for the duration of the lease (i.e. a right-of-use asset).
Under IFRS 16, the contract contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lessees shall recognise separately interest expense with respect to the lease liability and depreciation costs from the right-of-use asset. The right-of-use asset is depreciated, and interest is added to the liabilities. This results in a concentrated pattern of expense for most leases, even if the lessee pays a fixed annual rent. If certain events should occur (such as changes in the lease period, changes in the value of future lease payments due to variations in the index or rate, based on which lease payment is determined), lessees shall have to remeasure the lease liability. In general, lessees recognise the remeasurement value of lease liability as an adjustment to the right-of-use asset.
The introduction of the new standard will not substantially change the lease accounting for the lessor and from the lessor's perspective, the distinction between the operating lease and finance lease remains in force.
For the lessor, accounting requirements are not considerably different from those in force under IAS 17.
The IFRS 16 Standard is applicable to annual periods beginning on or after 1 January 2019. The lessee may decide to apply the standard retroactively in full or in part. Transitional provisions of the Standard allow for certain facilitating measures. Earlier application is permitted, but only if the company has already applied IFRS 15.
The Company has examined and analysed all lease contracts. The standard allows for exemptions in the recognition of leases, i.e. for leases with a lease term of 12 months or less, and for leases where the underlying asset is of low value. The Company has elected to apply exemptions and thus accounts for lease payments as an expense also in 2019. There are two possible transitions to the new standard; the Company has opted for transition without affecting its statement of financial position (modified retrospective method).
Based on analysis results, the Company has estimated the values of the right-of-use and lease liability which will affect the statement of financial position, and the effects of the transition to the statement of financial position. Values of the right-of-use and lease liability have been estimated by discounting the future cash flows for the period of lease. Cash flows are discounted based on a pondered interest rate realised by the Company when raising non-current loans. Depreciation resulting from the right-of-use is calculated based on the remaining lease term.
The impact of IFRS 16 application on separate financial statements has been estimated as follows:
| (in EUR) | 1 Jan 2019 |
|---|---|
| ASSETS | 680,417 |
| Right-of-use | 680,417 |
| LIABILITIES | 680,417 |
| Lease liabilities | 680,417 |
| (in EUR) | 2019 |
|---|---|
| Depreciation of right-of-use | -312,360 |
| Rentals | 315,344 |
| Operating profit | 2,983 |
| Finance lease expenditure | -4,561 |
| Loss before tax tax | -1,577 |
| (in EUR) | IFRS 16 | IAS 17 |
|---|---|---|
| Depreciation of right-of-use | -312,360 | 0 |
| Rentals | -79,761 | -395,105 |
| Operating loss | -392,122 | -395,105 |
| Finance lease expenditure | -4,561 | 0 |
| Loss before tax | -396,682 | -395,105 |
The interpretation is to be applied to the determination of taxable profit when there is uncertainty over income tax treatments under IAS 12 – Income Taxes. The interpretation introduces guidelines for whether uncertain income tax treatments should be considered independently or collectively; taxation authorities' examinations; and the use of an appropriate method reflecting the uncertainty while also taking into account any changes to facts and circumstances.
Interpretations are effective for annual periods beginning on or after 1 January 2019.
The Company does not expect for these interpretations to have a significant impact on its separate financial statements.
The amendments refer to the question whether in the event of long-term interests (particularly in the light of requirements to weaken long-term interests in associates and joint ventures that form part of the "net investment" in such associates or joint ventures) the company should apply IFRS 9, IAS 28, or a combination of both. The amendments clarify that when accounting for long-term interests that are not measured by the equity method, the Company applies IFRS 9 – Financial Instruments before applying IAS 28. When applying IFRS 9, the Company does not take into account any adjustments of the carrying value of long-term interests, which derive from the IAS 28.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
The amendments clarify the definition of 'material' and how it should be used. According to the new definition, "Information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity." The Board has also further clarified the explanation that accompanies the definition. The amendments also ensure that the definition of 'material' complies with any IFRS standards.
The amendments are effective for annual periods beginning on or after 1 January 2020. Earlier application of amendments is permitted.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
The amendments to the accounting standard require from entities that the current service cost and net interest for the remainder of the annual reporting period after a benefit plan amendment, curtailment or settlement are determined using updated actuarial assumptions. The amendments also clarify the impact of plan amendment, curtailment or settlement on the required asset ceiling.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application of amendments is permitted.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
IASB has published amendments to the definition of a business (Amendments to standard IFRS 3) aimed at resolving the difficulties that arise when an entity determines whether it has acquired a business or a group of assets.
The amendments are effective for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after 1 January 2020, and for asset acquisitions that occur on or after the beginning of that period. Earlier application is permitted.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
The amendments address an acknowledged inconsistency between IFRS 10 and IAS 28 relating to how to account for transactions in which a parent entity loses control of a subsidiary by selling it or contributing it to an associate or joint venture. The amendments clarify that the company must recognise a full gain or loss when a sale or contribution of assets between an investor and an associate or a joint venture involves a business as defined in IFRS 3. A gain or loss from sale or contribution if the asset transferred does not contain a business must be recognised partially up to the amount of the share of unrelated investors in an associate or joint venture. The International Accounting Standards Board has deferred the effective date indefinitely. An entity opting for early adoption of these amendments must apply them to future periods.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
On 29 March 2018, the International Accounting Standards Board (IASB) issued its revised Conceptual Framework for Financial Reporting. The Conceptual Framework sets out the fundamental concepts for financial reporting, determining standards and guidance for preparers who develop consistent accounting policies, and to assist understanding and interpretation of the standards. The Board has also issued a separate accompanying document, Amendments to References to the Conceptual Framework in IFRS Standards, which sets out the amendments to affected standards in order to update references to the revised Conceptual Framework. The Board aims to provide support to companies that use the Conceptual Framework to develop accounting policies when no IFRS Standard applies to a particular transaction in their transition to the revised conceptual framework. For preparers who use the Conceptual Framework to develop accounting policies, the revised Conceptual Framework is effective for annual reporting periods beginning on or after 1 January 2020.
The Company has been reviewing the impact of the new conceptual framework and shall apply it upon its entry into force.
The amendments to IFRS 3 clarify that when an entity obtains control of a business that is a joint operation, it remeasures previously held interests in that business. The amendments to IFRS 11 clarify that when an entity obtains joint control of a business that is a joint operation, the entity does not remeasure previously held interests in that business.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application is permitted.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
The amendments clarify that the entity must recognise the income tax consequences of dividends classified as equity where past transactions or events that generated distributable profits are recognised.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application is permitted.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
The amendments clarify Article 14 of the standard stating that if any specific borrowing remains outstanding after the related asset is ready for its intended use or sale, that borrowing becomes part of the funds that an entity borrows generally.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application is permitted.
The Company does not expect for these amendments to have a significant impact on its separate financial statements.
The Company has updated its valid accounting policies in accordance with the requirements of the standards IFRS 9 and IFRS 15 which became effective on 1 January 2018, and has modified its treatment and disclosure of events.
In July 2014, the International Accounting Standards Board issued the final version of the standard IFRS 9 Financial Instruments containing the requirements of all individual phases of the project to replace the standard IAS 39 Financial instruments: Recognition and measurement and all the previous versions of the IFRS 9 standard. The IAS 39 exception for a fair value hedge of an interest rate exposure of a portfolio of financial assets or financial liabilities continues to apply, and entities have an accounting policy choice between applying the hedge accounting requirements of IFRS 9 or continuing to apply the existing hedge accounting requirements in IAS 39 for all hedge accounting. The revised standard introduces new requirements for the classification and measurement of financial assets and liabilities, recognition of their impairment and hedge accounting. Although the permissible measurement bases for financial assets – amortised cost, fair value through other comprehensive income (FVOCI) and fair value through profit and loss (FVTPL) – are similar to IAS 39, the criteria for classification into the appropriate measurement category are significantly different.
A financial asset is measured at amortized cost if the following two conditions are met:
In addition, for a non-trading equity instrument, a company may elect to irrevocably present subsequent changes in fair value (including foreign exchange gains and losses) in other comprehensive income. These subsequent changes are not reclassified to profit or loss under any circumstances. Debt instruments measured at fair value through other comprehensive income, interest revenue, expected credit losses and foreign exchange gains and losses are recognised in profit or loss in the same manner as amortised cost assets. Other gains and losses are recognised in other comprehensive income and are reclassified to profit or loss on derecognition. The impairment model in IFRS 9 replaces the 'incurred loss' model in IAS 39 with an expected credit loss' model, which means that a loss event will no longer need to occur before an impairment allowance is recognised. IFRS 9 includes a new general hedge accounting model, which aligns hedge accounting more closely with risk management. The types of hedging relationships – fair value, cash flow and foreign operation net investment – remain unchanged, but additional judgement will be required. The standard contains new requirements to achieve, continue and discontinue hedge accounting and allows additional exposures to be designated as hedged items. Extensive additional disclosures regarding an entity's risk management and hedging activities are required.
The standard was adopted by the EU on 22 November 2016. The revised standard IFRS 9 is effective for accounting periods beginning on or after 1 January 2018. The restatement of prior periods is not required, and is permitted only if information is available without the use of hindsight. Earlier application is permitted. Amendments to the standard must be applied retrospectively; however, presentation of compared data is not compulsory. Earlier application of previous versions of standard IFRS 9 which were published in the years 2009, 2010 and 2013 shall be permitted provided that the Group carried out the transition to IFRS at any time before 1 February 2015.
Presentation of classification of financial Instruments according to IFRS 9:
| Item | IAS 39 | IFRS 9 |
|---|---|---|
| Other investments measured at cost investments measured at costcost |
Available-for-sale assets | Investments at fair value through profit or loss |
| Other investments measured at fair value |
Available-for-sale assets | Investments at fair value through other comprehensive income |
| Loans given | Loans and receivables | Assets carried at amortised cost |
| Trade receivables | Loans and receivables | Assets carried at amortised cost |
| Cash and cash equivalents | Loans and receivables | Assets carried at amortised cost |
Other investments measured at cost have been classified under investments measured at fair value through profit or loss since the new standard requires the Company to establish fair value upon each reporting to external users. The criterion for classifying them is the type of investment, whether it is an investment in shares or securities. The fair value measurement of investments in securities is disclosed through comprehensive income while the valuation of investments in shares is recognized through the income statement. The aim of measuring fair value is to determine the price at which a regular transaction to sell an asset or to transfer a liability between market participants would take place at the measurement date. The fair value of a non-financial asset is measured by taking into account the ability of a market participant to maximise the value of an asset by using it (IFRS 13).
For operating receivables, the company created a new model for calculating impairment, which is not based solely on realized credit losses, as is the case with IAS 39, but on the expected credit losses. At each reporting date, the company measures the value adjustment of the financial loss instrument as an amount equal to the expected credit losses over the entire duration of the term.
To this end, the company defined a new impairment model that is not based solely on the creation of a value adjustment for outstanding receivables, but also on the creation of a value adjustment arising from non-past due receivables. For non-past receivables, the Company defined the risk classes based on the credit rating of the buyer and on the basis of the buyer country:
| Non past due receivables Non receivables |
Percentage of value adjustment for |
|---|---|
| receivable | |
| Very low | 0.10% |
| Low | 0.20% |
| Medium low | 0.30% |
| Low | 0.40% |
| Medium high | 0.50% |
| High | 0.70% |
| Very high | 1.00% |
| Insolvent customers | 100.00% |
| Past due receivables | Percentage of value adjustment for receivable |
|---|---|
| up to 30 days | 1% |
| up to60 days | 10% |
| up to90 days | 20% |
| up to120 days | 30% |
| up to180 days | 40% |
| up to365 days | 75% |
| over 365 days | 100% |
Resulting from this, the Company recognised an additional impairment of trade receivables based on the new model at EUR 230,305, which includes the effect of increasing receivables for deferred taxes. Due to insignificance, the Company has decided to disclose the impact in the result of the current year and not under retained earnings.
In May 2014, the International Accounting Standards Board published IFRS 15, which introduces a new five-stage model for recognition of revenue obtained by an entity from contracts with customers. Pursuant to IFRS 15, an entity recognises revenue to depict the transfer of promised goods or services to the customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Depending on whether certain criteria are met, revenue is recognised over time, in a manner that shows the entity's performance; or at a point in time when control of the goods or services has been transferred to the customer. The accounting principles under IFRS 15 thus offer a more structured approach to measurement and recognition of revenue. In addition, IFRS 15 establishes principles that commit an entity to ensuring high quality and extensive disclosures to users of financial statements providing useful information about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers.
Having performed an analysis, the Company has established that the standard dictates no material changes in the recognition of revenue resulting from sale of goods and services as compared to the accounting method under IAS 18. The Company has only modified how they are disclosed. An analysis of contracts with customers has shown that they meet the criteria of the new standard for revenue recognition, and that performance obligations are defined adequately in contracts, allowing their classification and measurement, and determining when they might be fulfilled.
| (in EUR) | Restated 31 Dec 2017 |
Amendments to IFRS 15 |
31 Dec 2017 |
|---|---|---|---|
| ASSETS | |||
| Property, plant and equipment | 367,818,139 | 367,818,139 | |
| Investment property | 26,467,395 | 26,467,395 | |
| Intangible assets | 3,122,833 | 3,122,833 | |
| Shares and interests in Group companies | 4,533,063 | 4,533,063 | |
| Shares and interests in associates | 6,737,709 | 6,737,709 | |
| Other non-current investments | 30,499,584 | 30,499,584 | |
| Deposits and loans given | 22,592 | 22,592 | |
| Non-current operating receivables | 41,772 | 41,772 | |
| Deferred tax assets | 8,325,304 | 8,325,304 | |
| Non-current assets | 447,568,391 | 0 | 447,568,391 |
| Inventories | 1,037,066 | 1,037,066 | |
| Deposits and loans given | 8,413 | 8,413 | |
| Trade and other receivables | 37,810,196 | -210,861 | 38,021,057 |
| Assets from contracts with customers | 210,861 | 210,861 | 0 |
| Income tax liabilities | 4,115,392 | 4,115,392 | |
| Cash and cash equivalents | 28,202,589 | 28,202,589 | |
| Current assets | 71,384,517 | 210,861 | 71,384,517 |
| TOTAL ASSETS | 519,163,769 | 210,861 | 518,952,908 |
| EQUITY AND LIABILITIES | |||
| Share capital | 58,420,965 | 58,420,965 | |
| Capital surplus (share premium) | 89,562,703 | 89,562,703 | |
| Revenue reserves | 145,607,356 | 145,607,356 | |
| Reserves arising from valuation at fair value | 9,799,716 | 9,799,716 | |
| Retained earnings | 17,261,911 | 17,261,911 | |
| Own funds | 320,652,651 | 0 | 320,652,651 |
| Provisions | 20,217,568 | 20,217,568 | |
| Deferred income | 18,166,217 | 18,166,217 | |
| Non-current loans and borrowings | 116,682,274 | 116,682,274 | |
| Non-current trade payables | 967,102 | 967,102 | |
| Non-current liabilities | 156,033,161 | 0 | 156,033,161 |
| Current borrowings | 16,060,399 | 16,060,399 | |
| Other current financial liabilities | 372,169 | 372,169 | |
| Trade and other payables | 25,834,528 | 25,834,528 | |
| Current liabilities | 42,267,096 | 0 | 42,267,096 |
| TOTAL EQUITY AND LIABILITIES | 518,952,908 | 0 | 518,952,908 |
Amendments to IFRS 4 IFRS 4–Applying IFRS 9 Applying IFRS –Financial Instruments with IFRS 4 Insurance Financial Instruments with IFRS 4 Insurance Contracts
The amendments address concerns arising from implementing the new financial instruments Standard, IFRS 9, before implementing the new insurance contracts standard being devised by the Board to replace IFRS 4. All companies that issue insurance contracts may choose between an optional temporary exemption from applying IFRS 9 and overlay application.
The Company may opt for overlay approach upon first application of IFRS 9 and use it retroactively for the financial assets set out upon transition to IFRS 9. The Company adjusts the comparative information that reflects the overlay application only if it adjusts the comparative information upon using IFRS 9.
The above amendments had no impact on the Company's separate financial statements.
The amendments refer to three main areas:
• The effect of performance conditions on measuring cash-settled share-based payment transactions.
The amendments clarify that the method of accounting for performance conditions for measuring equity-settled share-based payment transactions is also used for cash-settled share-based payment transactions.
• Classification of share-based payment transactions with a net settlement feature for withholding tax obligations.
This amendment adds an exception to address a specific circumstance when there is an agreement on net settlement for the Company to meet its obligation to withhold a certain amount based on tax laws or regulations, thus to fulfil the employees' tax obligation linked with share-based payment.
• A modification to the terms and conditions of a share-based payment that changes the classification of the transaction from cash-settled to equity-settled.
This amendment clarifies that in the case of a change to the conditions of the cash-settled share-based payments, due to which such a payment becomes equity-settled share-based payment, from the date of the change such a transaction shall be recorded as equity-settled payment.
These amendments are to be used retroactively. Upon adoption, companies must apply the amendments without adjusting information for preceding periods. However, retrospective application is allowed when a company decides to use the three amendments and when all other criteria have been met. Earlier application is permitted.
The above amendments had no impact on the Company's separate financial statements.
The amendments clarify requirements for transfers to, or from, investment properties. An entity applies the amendments to changes in use that occur on or after the beginning of the annual reporting period in which the entity first applies the amendments. Retrospective application is also permitted if that is possible without the use of hindsight. The amendments strengthen the principle set out in IAS 40 – Investment Property concerning transfer to or from investment properties, so that it now provides that such a transfer should only be made when there has been a change in use of the property. In accordance with these changes, a transfer is made when and only when there is an actual change in use – i.e. when an asset starts or ceases to meet the definition of investment property and there is evidence of a change in use. A change in management's intention alone does not support a transfer.
The above amendments had no impact on the Company's separate financial statements.
The interpretation addresses the exchange rate for transactions that include the receipt or payment of advance consideration in a foreign currency. The Interpretation covers foreign currency transactions when an entity recognises a non-monetary asset or non-monetary liability arising from the payment or receipt of advance consideration before the entity recognises the related asset, expense or income. It does not apply when an entity measures the related asset, expense or income on initial recognition at fair value or at the fair value of the consideration received or paid at a date other than the date of initial recognition of the non-monetary asset or non-monetary liability. Also, the Interpretation need not be applied to income taxes, insurance contracts or reinsurance contracts.
IFRIC 22 is effective for annual reporting periods beginning on or after 1 January 2018. Earlier application is permitted. The interpretation can be applied prospectively to all foreign currency assets, expenses and income in the scope of the interpretation initially recognised on or after the beginning of the reporting period an entity first applies the interpretation in or the beginning of a prior reporting period presented as comparative information.
The above amendments had no impact on the Company's separate financial statements.
For measurements of long term interests in associates and joint ventures owned by an entity that is a venture capital organisation, or other eligible entity, amendments clarify that any investment in associates and joint ventures may be measured at fair value through profit or loss upon initial recognition; however, the election is made separately for each associate or joint venture. The amendments are effective for annual periods beginning on or after 1 January 2018.
The above amendments had no impact on the Company's separate financial statements.
The above amendments had no impact on the Company's separate financial statements.
In, 2018, the Company eliminated an error in the financial statements related to the recognition of revenue and consequently the creation of deferred revenue from disposal of ferrous scrap within the public utility service of regular maintenance of the port infrastructure in 2012 and 2013. In the years in question, the sale was recognized at cost items under market activity rather than public utility service, based on which the amount of deferred income the Company disclosed was too low. Correction was carried out retroactively by recalculating the initial position of retained earnings for the first comparative period (financial year 2017) and recalculating all the remaining comparative amounts disclosed in previous periods as if the error has not existed. The revaluation amounted to EUR 55,068.
The correction of the error was carried out on 1 January 2018, and its effects are shown below.
Effects on the statement of financial position
| (in EUR) | Restated 31. 12. 2017 |
Correction of errors |
Previously reported 31. 12. 2017 |
Restated 1. 1. 2017 |
Correction of errors |
Previously reported 1. 1. 2017 |
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Property, plant and equipment | 367.818.139 | 367.818.139 | 358.594.707 | 358.594.707 | ||
| Investment property | 26.467.395 | 26.467.395 | 29.918.504 | 29.918.504 | ||
| Intangible assets | 3.122.833 | 3.122.833 | 3.761.498 | 3.761.498 | ||
| Shares and interests in Group companies | 4.533.063 | 4.533.063 | 4.533.063 | 4.533.063 | ||
| Shares and interests in associates | 6.737.709 | 6.737.709 | 6.737.709 | 6.737.709 | ||
| Other non-current investments | 30.499.584 | 30.499.584 | 27.338.863 | 27.338.863 | ||
| Deposits and loans given | 22.592 | 22.592 | 31.005 | 31.005 | ||
| Non-current operating receivables | 41.772 | 41.772 | 41.772 | 41.772 | ||
| Deferred tax assets | 8.325.304 | 8.325.304 | 9.098.541 | 9.098.541 | ||
| Non-current assets | 447.568.391 | 0 | 447.568.391 | 440.055.662 | 0 | 440.055.662 |
| Inventories | 1.037.066 | 1.037.066 | 809.467 | 809.467 | ||
| Deposits and loans given | 8.413 | 8.413 | 68.123 | 68.123 | ||
| Trade and other receivables | 37.810.196 | 37.810.196 | 31.015.578 | 31.015.578 | ||
| Assets from contracts with customers | 210.861 | 210.861 | 0 | 0 | ||
| Income tax assets | 4.115.392 | 4.115.392 | 0 | 0 | ||
| Cash and cash equivalents | 28.202.589 | 28.202.589 | 983.305 | 983.305 | ||
| Current assets | 71.384.517 | 0 | 71.384.517 | 32.876.473 | 0 | 32.876.473 |
| TOTAL ASSETS | 518.952.908 | 0 | 518.952.908 | 472.932.135 | 0 | 472.932.135 |
| EQUITY AND LIABILITIES | ||||||
| Share capital | 58.420.965 | 58.420.965 | 58.420.965 | 58.420.965 | ||
| Capital surplus (share premium) | 89.562.703 | 89.562.703 | 89.562.703 | 89.562.703 | ||
| Revenue reserves | 145.607.356 | 145.607.356 | 129.035.652 | 129.035.652 | ||
| Reserves arising from valuation at fair | 9.799.716 | 9.799.716 | 7.085.026 | 7.085.026 | ||
| value Retained earnings |
17.206.843 | -55.068 | 17.261.911 | 20.266.535 | -55.068 | 20.321.603 |
| Own funds | 320.597.583 | -55.068 | 320.652.651 | 304.370.881 | -55.068 | 304.315.813 |
| Provisions | 20.217.568 | 20.217.568 | 4.265.164 | 4.265.164 | ||
| Deferred income | 18.221.285 | 55.068 | 18.166.217 | 12.389.787 | 55.068 | 12.334.719 |
| Non-current loans and borrowings | 116.682.274 | 116.682.274 | 113.900.739 | 113.900.739 | ||
| Other non-current financial liabilities | 0 | 0 | 419.873 | 419.873 | ||
| Non-current trade payables | 967.102 | 967.102 | 693.924 | 693.924 | ||
| Non-current liabilities Current borrowings |
156.088.229 16.060.399 |
55.068 | 156.033.161 16.060.399 |
131.669.487 11.761.732 |
55.068 | 131.614.419 11.761.732 |
| Other current financial liabilities | 372.169 | 372.169 | 250.564 | 250.564 | ||
| Income tax liabilities | 0 | 0 | 1.960.528 | 1.960.528 | ||
| Trade and other payables | 25.834.528 | 25.834.528 | 22.918.943 | 22.918.943 | ||
| Current liabilities | 42.267.096 | 0 | 42.267.096 | 36.891.767 | 0 | 36.891.767 |
| TOTAL EQUITY AND LIABILITIES | 518.952.908 | 0 | 518.952.908 | 472.932.135 | 0 | 472.932.135 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Revenue generated on sales with domestic customers from contracts with customers |
66,896,404 | 60,734,978 |
| - services | 66,879,741 | 60,716,958 |
| - goods and material | 16,663 | 18,020 |
| Revenue generated on sales with foreign customers from contracts with customers |
154,576,859 | 144,682,781 |
| - services | 154,576,859 | 144,682,781 |
| Revenue generated on sales with domestic customers from rentals | 1,503,783 | 1,414,173 |
| Revenue generated on sales with foreign customers from rentals | 3,344 | 3,601 |
| Total | 222,980,390 | 206,835,533 |
The item of total revenue comprises one individual customer that exceeds 10 percent of total sales.
Based on analysis, the Company has established that the new standard has no significant impact on the recognition of net sales, and has therefore only adjusted the structure of disclosure.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Other operating income | 3,602,095 | 281,718 |
| Reversal of provisions | 1,775,337 | 16,954 |
| Revaluation operating income | 1,826,758 | 264,764 |
| Income on sale of property, plant and equipment, and investment property |
787,761 | 154,605 |
| Collected written-off receivables and written-off liabilities | 1,038,997 | 110,159 |
| Other income | 10,442,709 | 1,352,707 |
| Compensations and damages | 10,364,447 | 453,563 |
| Other income | 78,262 | 899,144 |
| Total | 14,044,804 | 1,634,425 |
Reversal of provisions amounting to EUR 1,775,337 relates to final legal proceedings and to the changed assessment of legal disputes.
Revaluation operating income is composed of income generated on sales of property, plant and equipment and investment property, and income from reversed allowances for receivables. In the reference year, the Company sold a facility with associated land, thereby generating EUR 736,455 of other income. In 2018, collected written-off receivables and written-off liabilities amounted to EUR 1,038,997, an increase of EUR 937,838 from the preceding year. The increase is mostly due to payments received in the amount of EUR 508,993 and due to issuing a credit note for a receivable for which, in the previous year, the Company had a valuation allowance.
Compensations and damages in 2018 amounted to EUR 10,364,447. Following an out-ofcourt settlement, the Company received compensation for the accident that took place last year, in which a coast gantry crane was damaged and consequently collapsed, which amounted to EUR 9,551,250 and was recognised under other income.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Costs of auxiliary material | 2,577,619 | 2,083,012 |
| Cost of spare parts | 5,778,797 | 5,132,038 |
| Cost of energy | 7,648,345 | 6,918,770 |
| Cost of office stationery | 196,371 | 154,163 |
| Other cost of material | 402,969 | 368,427 |
| Total | 16,604,101 | 14,656,410 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Port services | 31,824,313 | 30,877,371 |
| Cost of transportation | 276,596 | 252,564 |
| Cost of maintenance | 7,402,200 | 7,026,050 |
| Rentals | 365,237 | 382,981 |
| Reimbursement of labour-related costs | 309,618 | 331,323 |
| Costs of payment processing, bank charges and insurance premiums | 872,277 | 765,572 |
| Costs of intellectual and personal services | 1,512,778 | 876,301 |
| Advertising, trade fairs and hospitality | 1,054,590 | 1,238,507 |
| Costs of services provided by individuals not performing business activities |
369,685 | 341,803 |
| Sewage and disposal services | 924,857 | 926,997 |
| Information support | 2,813,899 | 2,934,523 |
| Concession-related costs | 7,814,485 | 7,156,615 |
| Costs of other services | 2,354,015 | 1,664,703 |
| Total | 57,894,550 | 54,775,310 |
As in previous years, port services (EUR 31,824,313) account for the highest amount within cost of services. Providers of port services are subcontracted by Luka Koper to render port activities such as goods-related services (e.g. sorting, sampling, preparing pallets, protection, labelling, weighting, cleaning, reloading and other services), managing of port mechanisation and similar. Already in 2018, the Company began to implement the port service provision strategy; however, it had not yet have a major impact on the cost structure in the sense of reducing the cost of services in pursuit of business in 2018.
Concession-related costs increased as a consequence of higher operating income.
All lease arrangements are revocable and the relevant future liabilities arising thereunder are insignificant.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Wages and salaries | 37,134,127 | 31,889,905 |
| Wage compensations | 5,633,291 | 5,016,303 |
| Costs of additional pension insurance | 1,540,590 | 1,439,021 |
| Employer's contributions on employee benefits | 7,035,212 | 6,008,500 |
| Annual holiday pay, reimbursements and other costs | 4,685,187 | 3,693,346 |
| Total | 56,028,407 | 48,047,075 |
In 2018, employee benefits expense was EUR 56,028,407, which is EUR 7,981,332 more than in the same period of the preceding year. Higher employee benefits expense is mainly due to new recruitment: as at 31 December 2018, the Company had 164 more employees than at the year-end 2017, however, it also originates in the concluded agreement on one-off payment to employees for having reached added value growth in 2018.
With the exception of Members of the Management Board and employees under individual contracts, in December 2018, the employees received an additional average monthly salary (13th salary) based on the Company's business performance in 2018.
For the 17th year in a row, the Company pays for its employees 70 to 90 percent of the additional pension insurance premium.
The annual holiday pay amounted to EUR 1,200 per employee in 2018 (2017: EUR 1,150).
In 2018, no loans were granted to employees under individual contracts and to Members of the Management or Supervisory Board. The Company records no receivables due from Members of the Management and Supervisory Board.
| Level of education | Headcount in 2018 |
Headcount in 2017 |
|---|---|---|
| VIII/2 | 1 | 1 |
| VIII/1 | 24 | 23 |
| VII | 106 | 104 |
| VI/2 | 168 | 153 |
| VI/1 | 80 | 70 |
| V | 298 | 260 |
| IV | 266 | 228 |
| III | 14 | 13 |
| I–II | 40 | 42 |
| Total | 997 | 893 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Depreciation of buildings | 12,972,739 | 12,778,987 |
| Depreciation of equipment and spare parts | 14,248,704 | 13,454,317 |
| Depreciation of small tools | 16,439 | 21,767 |
| Depreciation of investment property | 613,204 | 638,759 |
| Amortisation of intangible assets | 682,655 | 644,679 |
| Depreciation of investment into foreign-owned assets | 11,667 | 0 |
| Total | 28,545,408 | 27,538,509 |
| 2018 | 2017 |
|---|---|
| 425,252 | 15,652,295 |
| 130,349 | 3,989,166 |
| 248,042 | 917,135 |
| 7,074,643 | 6,670,100 |
| 135,450 | 161,500 |
| 181,493 | 140,430 |
| 8,590 | 13,870 |
| 2,600 | 4,400 |
| 1,001,805 | 871,447 |
| 9,208,224 | 28,420,343 |
In 2018, the Company formed additional provisions for legal disputes amounting to EUR 425,252.
Levies that are not contingent upon employee benefits expense and other types of cost mostly relate to the fee for the use of construction land, which in 2018 amounted to EUR 6,828,997.
Other costs and expenses mainly consist of compensations amounting to EUR 881,274.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Finance income from shares and interests | 3,038,483 | 2,849,838 |
| Finance income from shares and interests in Group companies | 301,634 | 652,780 |
| Finance income from shares and interests in associated companies |
1,280,634 | 993,808 |
| Finance income from shares and interests in other companies | 1,456,215 | 1,203,250 |
| Finance income - interest | 8,074 | 2,219 |
| Interest income - Group companies | 0 | 847 |
| Interest income - other | 8,074 | 1,372 |
| Finance income from operating receivables | 215,460 | 121,866 |
| Finance income from operating receivables due from others | 215,460 | 121,866 |
| Total finance income | 3,262,017 | 2,973,923 |
| Finance expenses – interest | -1,155,723 | -1,504,662 |
| Interest expenses – Group companies | -137,759 | -175,980 |
| Interest expenses – banks | -1,017,964 | -1,328,682 |
| Finance expenses for financial liabilities | -51,004 | -83,625 |
| Finance expenses for trade payables | -48 | -256 |
| Finance expenses for other operating liabilities | -50,956 | -83,369 |
| Total finance expenses | -1,206,727 | -1,588,287 |
| Net financial result | 2,055,290 | 1,385,636 |
Finance income from shares and interests in Group companies include profits of companies, i.e. Luka Koper INPO, d. o. o. (EUR 168,590), Adria Terminali, d. o. o. (EUR 120,000), and Adria investicije, d. o. o. (EUR 13,044).
Finance income from shares and interests in associates refer to sharing of profits of companies Adria Transport, d. o. o. (EUR 150,000), Adria-Tow, d. o. o. (EUR 400,000), Avtoservis, d. o. o. (EUR 480,634), and Adriafin, d. o. o.(EUR 250,000).
Finance income from shares and interests in other entities refers to dividends paid under investments into securities.
Finance expenses arising on interest in 2018 amounted to EUR 1,155,723 and show a slight decline over the previous year, mainly due to lower effective interest rates.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Profit before tax before tax | 70,799,794 | 36,417,947 |
| Income tax (19%) | 13,451,961 | 6,919,410 |
| Non-taxable income and increase in expenditure | -805,000 | -11,786 |
| Non-taxable dividends received | -548,812 | -549,101 |
| Tax incentives | -710,848 | -3,767,613 |
| Expenses not recognised for tax purposes | 629,120 | 670,191 |
| Impairment loss not recognised for tax purposes | 182,964 | 0 |
| Other reduction in the tax base | -16,739 | -14,017 |
| Other increase in the tax base | 28,153 | 27,455 |
| Total tax expense expense | 12,210,799 | 3,274,539 |
| Effective tax rate | 17.25% | 8.99 % |
During the income tax calculation, the Company observed provisions of the Corporate Income Tax Act. The tax expense comprises the income tax and deferred taxes recognised in the income statement.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Net profit for the period | 58,588,995 | 33,143,408 |
| Total number of shares | 14,000,000 | 14,000,000 |
| Net earnings per share | 4.18 | 2.37 |
Net earnings per share were calculated by dividing the net operating profit with the weighted average number of ordinary shares in issue during the year.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Land | 15,117,508 | 15,117,508 |
| Buildings | 235,321,649 | 245,729,683 |
| Plant and machinery | 82,744,918 | 91,568,985 |
| Property, plant and equipment being acquired and advances given | 22,654,994 | 15,401,963 |
| Total | 355,839,069 | 367,818,139 |
The cost of the property, plant and equipment in use, of which the carrying value as at 31 December 2018 equalled zero, is recorded at EUR 253,378,395 (31 December 2017: EUR 248.193.244).
As at 31 December 2018, the outstanding trade payables to suppliers of items of property, plant and equipment amounted to EUR 4,231,531 (31 December 2017: EUR 4,541,819).
The item of assets being acquired includes advances given for acquiring property, plant and equipment. As at the reporting date, they were recorded at EUR 4,542,623 (2017: EUR 79,988). The highest advance given in the reported year refers to the purchase of five electrified rubber tired gantry (RTG) cranes in the amount of EUR 4,504,500.
In 2018, total investments amounted to EUR 15,842,717. The Company's largest investments comprise:
In the reference year, the Group found no material indication of required impairment to be carried out with respect to the assets.
The difference between the cost and value adjustment for assets written-off was recognised among costs for impairment, write-offs and losses on sale of property, plant and equipment and investment property (Note 7).
| (in EUR) | Land | Buildings | Plant and equipment |
Assets being acquired |
Total |
|---|---|---|---|---|---|
| Cost | |||||
| Balance at 31 Dec 2017 | 15,117,508 | 475,067,096 | 292,601,591 | 15,401,963 | 798,188,158 |
| Additions | 0 | 0 | 0 | 15,842,717 | 15,842,717 |
| Transfer from investments in course of construction |
0 | 2,860,467 | 5,663,760 | -8,629,138 | -104,911 |
| Disposals | 0 | -946 | -810,247 | -3,461 | -814,654 |
| Transfer to intangible assets | 0 | 0 | -65,625 | 0 | -65,625 |
| Transfer from intangible assets | 0 | 0 | 14,183 | 0 | 14,183 |
| Transfer to investment property | 0 | -301,693 | 0 | 0 | -301,693 |
| Transfer to assets (disposal groups) held for sale | 0 | 0 | -48,369 | 0 | -48,369 |
| Reclassifications within property, plant and equipment |
0 | -65,716 | 22,803 | 42,913 | 0 |
| Balance at 31 Dec 2018 | 15,117,508 | 477,559,208 | 297,378,096 | 22,654,994 | 812,709,806 |
| Accumulated depreciation | |||||
| Balance at 31 Dec 2017 | 0 | 229,337,413 | 201,032,606 | 0 | 430,370,019 |
| Depreciation | 0 | 12,984,406 | 14,265,143 | 0 | 27,249,549 |
| Disposals | 0 | -946 | -646,543 | 0 | -647,489 |
| Transfer to intangible long-term assets | 0 | 0 | -6,437 | 0 | -6,437 |
| Transfer to investment property | 0 | -72,406 | 0 | 0 | -72,406 |
| Transfer to assets (disposal groups) held for sale | 0 | 0 | -22,499 | 0 | -22,499 |
| Reclassifications within property, plant and equipment |
0 | -10,908 | 10,908 | 0 | 0 |
| Balance at 31 Dec 2018 | 0 | 242,237,559 | 214,633,178 | 0 | 456,870,737 |
| Carrying amount | |||||
| Balance at 31 Dec 2017 | 15,117,508 | 245,729,683 | 91,568,985 | 15,401,963 | 367,818,139 |
| Balance at 31 Dec 2018 | 15,117,508 | 235,321,649 | 82,744,918 | 22,654,994 | 355,839,069 |
| (in EUR) | Land | Buildings | Plant and equipment |
Assets being acquired |
Total |
|---|---|---|---|---|---|
| Cost | |||||
| Balance at 31 Dec 2016 31 Dec | 15,086,203 | 442,253,826 | 255,502,984 | 64,761,135 | 777,604,148 |
| Additions | 31,285 | 0 | 0 | 36,630,100 | 36,661,385 |
| Transfer from investments in course of construction | 20 | 31,988,806 | 53,424,745 | -85,413,571 | 0 |
| Disposals | 0 | -82,475 | -16,096,389 | 0 | -16,178,864 |
| Transfer to intangible assets | 0 | 0 | -11,408 | 0 | -11,408 |
| Transfer from intangible assets | 0 | 714,261 | 0 | 0 | 714,261 |
| Transfer to investment property | 0 | 0 | 0 | -601,364 | -601,364 |
| Reclassifications within property, plant and equipment | 0 | 192,678 | -218,341 | 25,663 | 0 |
| Balance at 31 Dec 2017 | 15,117,508 | 475,067,096 | 292,601,591 | 15,401,963 | 798,188,158 |
| Accumulated depreciation depreciation | |||||
| Balance at 31 Dec 2016 31 Dec | 0 | 215,876,819 | 203,132,622 | 0 | 419,009,441 |
| Depreciation | 0 | 12,778,987 | 13,476,084 | 0 | 26,255,071 |
| Disposals | 0 | -47,543 | -15,557,291 | 0 | -15,604,834 |
| Transfer to intangible assets | 0 | 0 | -3,920 | 0 | -3,920 |
| Transfer from intangible assets | 0 | 714,261 | 0 | 0 | 714,261 |
| Reclassifications within property, plant and equipment | 0 | 14,889 | -14,889 | 0 | 0 |
| Balance at 31 Dec 2017 | 0 | 229,337,413 | 201,032,606 | 0 | 430,370,019 |
| Carrying amount Carrying amount |
|||||
| Balance at 31 Dec 2016 | 15,086,203 | 226,377,007 | 52,370,362 | 64,761,135 | 358,594,707 |
| Balance at 31 Dec 2017 | 15,117,508 | 245,729,683 | 91,568,985 | 15,401,963 | 367,818,139 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Investment property - land | 14,546,862 | 14,747,021 |
| Investment property - buildings | 10,069,239 | 11,720,374 |
| Total | 24,616,101 | 26,467,395 |
The item of investment property includes land and buildings leased out, and properties that increase the value of the non-current investment. Investment properties are valued by using the cost model.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Rental income on investment property | 1,408,249 | 1,366,177 |
|---|---|---|
| Depreciation of investment property | 613,204 | 638,759 |
As at 31 December 2018, the value of investment property was EUR 24,616,101, which is a decrease of EUR 1,851,294 from the previous year-end. The decrease mostly results from the sale of Prisoje facility and associated land.
Investment properties are not pledged as collateral.
Fair value of investment property as at 31 December 2018 amounted to EUR 25,719,694.
Fair value of investment property was assessed on the basis of valuation and by means of estimated total value of expected future cash flows generated through renting.
| (in EUR) | |||
|---|---|---|---|
| Land | Buildings | Total | |
| Cost | |||
| Balance at 31 Dec 2017 31 Dec | 14,747,021 | 20,489,967 | 35,236,988 |
| Transfer from investments in course of construction | 0 | 8,951 | 8,951 |
| Transfer from property, plant and equipment | 0 | 301,693 | 301,693 |
| Transfer to assets (disposal groups) held for sale | -200,159 | -2,775,785 | -2,975,944 |
| Balance at 31 Dec 2018 | 14,546,862 | 18,024,826 | 32,571,688 |
| Accumulated depreciation depreciation | |||
| Balance at 31 Dec 2017 31 Dec | 0 | 8,769,593 | 8,769,593 |
| 0 | |||
| Depreciation | 0 | 613,204 | 613,204 |
| Transfer from property, plant and equipment | 0 | 72,406 | 72,406 |
| Transfer to assets (disposal groups) held for sale | 0 | -1,499,616 | -1,499,616 |
| Balance at 31 Dec 2018 | 0 | 7,955,587 | 7,955,587 |
| Carrying amount Carrying amount |
|||
| Balance at 31 Dec 2017 | 14,747,021 | 11,720,374 | 26,467,395 |
| Balance at 31 Dec 2018 | 14,546,862 | 10,069,239 | 24,616,101 |
| (in EUR) | |||
|---|---|---|---|
| Land | Buildings | Total | |
| Cost | |||
| Balance at 31 Dec 2016 31 Dec | 18,160,734 | 19,888,603 | 38,049,337 |
| Transfer from investments in course of construction | 0 | 601,364 | 601,364 |
| Impairment charge | -3,413,713 | 0 | -3,413,713 |
| Balance at 31 Dec 2017 | 14,747,021 | 20,489,967 | 35,236,988 |
| Accumulated depreciation depreciation | |||
| Balance at 31 Dec 2016 31 Dec | 0 | 8,130,833 | 8,130,833 |
| Depreciation | 0 | 638,760 | 638,760 |
| Balance at 31 Dec 2017 | 0 | 8,769,593 | 8,769,593 |
| Carrying amount Carrying amount |
|||
| Balance at 31 Dec 2016 | 18,160,734 | 11,757,770 | 29,918,504 |
| Balance at 31 Dec 2017 | 14,747,021 | 11,720,374 | 26,467,395 |
| (in EUR) | 31 Dec 2018 | 31 December 2017 |
|---|---|---|
| Long-term property rights | 2,605,462 | 3,122,833 |
| Total | 2,605,462 | 3,122,833 |
In Luka Koper, d. d., intangible assets comprise industrial property rights and other rights such as computer software, information systems and development-related projects and programmes.
The cost of intangible assets in use, of which the carrying value as at 31 December 2018 equalled zero, is recorded at EUR 5,725,149 (31 December 2017: EUR 6.078.928).
As at 31 December 2018, the outstanding trade payables to suppliers for intangible assets amounted to EUR 51,744 (31 December 2017: EUR 4,541,819).
Intangible assets were not pledged as collateral as at 31 December 2018.
| (in EUR) | Industrial property | Intangible assets | |
|---|---|---|---|
| and other rights | being acquired | Total | |
| Cost | |||
| Balance at 31 Dec 2017 | 12,601,238 | 51,987 | 12,653,225 |
| Additions | 0 | 24,319 | 24,319 |
| Transfer from investments in course of construction | 95,960 | 0 | 95,960 |
| Disposals | -353,779 | 0 | -353,779 |
| Transfer from property, plant and equipment | 65,625 | 0 | 65,625 |
| Transfer from property, plant and equipment | 0 | -14,183 | -14,183 |
| Balance at 31 Dec 2018 | 12,409,044 | 62,123 | 12,471,167 |
| Accumulated depreciation | |||
| Balance at 31 Dec 2017 2017 | 9,530,392 | 0 | 9,530,392 |
| Depreciation | 682,655 | 0 | 682,655 |
| Disposals | -353,779 | 0 | -353,779 |
| Transfer from property, plant and equipment | 6,437 | 0 | 6,437 |
| Balance at 31 Dec 2018 | 9,865,705 | 0 | 9,865,705 |
| Carrying amount | |||
| Balance at 31 Dec 2017 | 3,070,846 | 51,987 | 3,122,833 |
| Balance at 31 Dec 2018 | 2,543,339 | 62,123 | 2,605,462 |
| (in EUR) | Industrial property and other rights |
Intangible assets being acquired |
Total |
|---|---|---|---|
| Cost | |||
| Balance at 31 Dec 2016 Balance at 31 |
13,247,083 | 149,237 | 13,396,320 |
| Transfer from investments in course of construction | 97,250 | -97,250 | 0 |
| Disposals, Write-offs | -40,242 | 0 | -40,242 |
| Transfer from property, plant and equipment | 11,408 | 0 | 11,408 |
| Transfer to property, plant and equipment | -714,261 | 0 | -714,261 |
| Balance at 31 Dec 2017 | 12,601,238 | 51,987 | 12,653,225 |
| Accumulated depreciation depreciation |
|||
| Balance at 31 Dec 2016 Balance at 31 2016 |
9,634,822 | 0 | 9,634,822 |
| Depreciation | 644,680 | 0 | 644,680 |
| Disposals, Write-offs | -38,769 | 0 | -38,769 |
| Transfer from property, plant and equipment | 3,920 | 0 | 3,920 |
| Transfer to property, plant and equipment | -714,261 | 0 | -714,261 |
| Balance at 31 Dec 2017 | 9,530,392 | 0 | 9,530,392 |
| Carrying amount Carrying amount |
|||
| Balance at 31 Dec 2016 | 3,612,261 | 149,237 | 3,761,498 |
| Balance at 31 Dec 2017 | 3,070,846 | 51,987 | 3,122,833 |
As at 31 December 2018, investments in subsidiaries amounted to EUR 4,533,063 (there was no change since the previous year-end).
In the reference period, the Company made a capital injection into the subsidiary Logis-Nova, d. o. o. by converting receivables into equity participation of EUR 1,300,000, and the investment was impaired in the same amount.
Investments in subsidiaries are not pledged as collateral.
Detailed presentation of transactions with subsidiaries is provided in Note 29 of this report.
| (in EUR) | Equity interest (in %) |
Investments at 31 Dec 2018 |
Net sales revenues in 2018 |
Net profit or loss for 2018 |
No. of employees 31 Dec 2018 |
|---|---|---|---|---|---|
| Subsidiaries: | |||||
| Luka Koper Inpo, d. o. o. | 100% | 1,336,288 | 8,444,942 | 884,995 | 122 |
| Luka Koper Pristan, d. o. o. | 100% | 485,000 | 472,099 | -37,886 | 4 |
| Adria Terminali, d. o. o. | 100% | 226,000 | 2,615,443 | 176,350 | 23 |
| Adria Investicije, d. o. o. | 100% | 1,775,775 | 41,586 | 14,281 | 0 |
| Logis-Nova, d. o. o. | 100% | 710,000 | 19,838 | 8,867 | 0 |
| TOC, d. o. o. | 68.13% | 0 | 434,879 | 57,989 | 4 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Balance at 1 Jan 1 | 4,533,063 | 4,533,063 |
| Increase | ||
| Equity increase | 1,300,000 | 0 |
| Decrease | ||
| Impairments of investment | -1,300,000 | 0 |
| Balance at 31 Dec Dec | 4,533,063 | 4,533,063 |
| (in EUR) | Equity interest (in %) |
Investments at 31 Dec 2018 |
Investments at 31 Dec 2017 |
|---|---|---|---|
| Associates: | |||
| Adriafin, d. o. o. | 50% | 5,986,104 | 5,986,104 |
| Adria Tow, d. o. o. | 50% | 159,842 | 159,842 |
| Adria Transport, d. o. o. | 50% | 450,000 | 450,000 |
| Avtoservis, d. o. o. | 49% | 141,764 | 141,764 |
| Total | 6,737,709 | 6,737,709 |
Shares and interests in associates are not pledged as collateral.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Other investments measured at fair value through profit or loss | 928,827 | 928,827 |
| Other investments in securities measured at fair value through comprehensive income |
30,508,658 | 29,570,757 |
| Total | 31,437,485 | 30,499,584 |
Other non-current investments primarily comprise investments in securities and equity interests. Investments in securities include investments in shares in Krka, d. d. and Intereuropa, d. d., whose value as at 31 December 2018 was EUR 28,579,902, and mutual funds, whose value was EUR 1,928,756.
Other investments measured at fair value through profit or loss refer to investments in other companies, where the Company's equity interest is less than 20%.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Balance at 1 Jan Balance at |
30,499,584 | 27,338,863 |
| Increase | ||
| Revaluation to fair value through equity | 937,901 | 3,160,721 |
| Balance at 31 Dec Balance at 31 |
31,437,485 | 30,499,584 |
Other non-current investments are not pledged as collateral.
| Receivables | Liabilities | |||
|---|---|---|---|---|
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 | 31 Dec 2018 | 31 Dec 2017 |
| Deferred tax assets and liabilities relating to: to: |
||||
| impairment of investments in subsidiaries |
538,738 | 415,238 | 0 | 0 |
| impairment of other investments and deductible temporary differences arising on securities |
9,270,524 | 9,329,990 | 2,732,988 | 2,555,213 |
| financial instruments | 0 | 18,875 | 0 | 0 |
| allowances for trade receivables | 205,643 | 359,877 | 0 | 0 |
| provisions for retirement benefits | 285,021 | 251,092 | 0 | 0 |
| provisions for jubilee premiums | 54,374 | 51,462 | 0 | 0 |
| non-current accrued costs and deferred income for public utility service |
453,983 | 453,983 | 0 | 0 |
| Total | 10,808,283 | 10,880,517 | 2,732,988 | 2,555,213 |
| Off-set with deferred tax liabilities relating to impairment of other investments and deductible temporary differences arising on securities |
-2,732,988 | -2,555,213 | -2,732,988 | -2,555,213 |
| Total | 8,075,295 | 8,325,304 | 0 | 0 |
Deferred tax assets represent deductible temporary differences arising on securities, noncurrent investments, impairment of receivables, provisions for retirement benefits and jubilee premiums, and deferred income from public utility service. Deferred tax assets from impairment of investment into subsidiaries are formed for the subsidiaries that have been defined as non-strategic for the Company, and are also subject to various types of withdrawal or disinvestment.
In 2018, deferred taxes decreased the operating result by EUR 67,353, as compared to EUR 122,833 in the preceding year.
As at the 31 December 2018, the Company conducted an off-set of its deferred tax liabilities with receivables in the amount of EUR 2,732,988 (2017: EUR 2,555,213).
| Re iva b les ce |
L ia b i l it ies |
||||||
|---|---|---|---|---|---|---|---|
| Ba lan at ce 3 1 De c 2 0 1 7 |
Re ise d co g n in he inc t om e sta tem t en |
Re ise d in co g n he t st ate nt me f o he t o r he ive co mp re ns inc om e |
Ba lan at ce 3 1 De c 2 0 1 8 |
Ba lan at ce 3 1 De c 2 0 1 7 |
Re ise d in co g n he t st ate nt me f o he t o r he ive co mp re ns inc om e |
Ba lan at ce 3 1 De 2 0 1 8 c |
|
| De De fer fer d t d t d l ia b i l it ies lat ing ts to to: re re ax ax as se an re : |
|||||||
| im irm f inv in bs i d iar ies t o tm ts p a en es en su |
2 3 8 4 1 5, |
2 3, 0 0 1 5 |
0 | 3 8, 3 8 5 7 |
0 | 0 | 0 |
| im irm f o he inv d de du i b le t o t tm ts ct p a en r es en an d i f fer is ing it ies tem p ora ry en ce s a r on se cu r |
9, 3 2 9, 9 9 0 |
-5 9, 4 6 4 |
0 | 9, 2 7 0, 5 2 6 |
2, 5 5 5, 2 1 3 |
1 7 7, 7 7 5 |
2, 7 3 2, 9 8 8 |
| f ina ia l ins tru nts nc me |
1 8, 8 7 5 |
0 | -1 8, 8 7 5 |
0 | 0 | 0 | 0 |
| for iva l low de b les tr a an ce s a re ce |
3 9, 8 5 7 7 |
2 3 -1 5 4, 4 |
0 | 2 0 3 5, 6 4 |
0 | 0 | 0 |
| is ion for ire be f its t nt p rov s re me ne |
2 5 1, 0 9 2 |
1 9, 9 3 4 |
1 3, 9 9 4 |
2 8 5, 0 2 0 |
0 | 0 | 0 |
| is ion for j b i lee ium p rov s u p rem s |
5 1, 4 6 2 |
2, 9 1 1 |
0 | 5 4, 3 7 3 |
0 | 0 | 0 |
| d c d de fer d inc for t a ts no n-c ur ren cc rue os an re om e b l ic i l ity ice ut p u se rv |
4 5 3, 9 8 3 |
0 | 0 | 4 5 3, 9 8 3 |
0 | 0 | 0 |
| To l ta |
1 0, 8 8 0, 5 1 7 |
-6 7, 3 5 3 |
-4 8 8 1 , |
1 0, 8 0 8, 2 8 3 |
2, 5 5 5, 2 1 3 |
1 7 7, 7 7 5 |
2, 7 3 2, 9 8 8 |
| O f f-s it h de fer d t l ia b i l it ies lat ing et to w re ax re f o im irm he inv d de du i b le t o t tm ts ct p a en r es en an d i f fer is ing it ies tem p ora ry en ce s a r on se cu r |
-2, 2 3 5 5 5, 1 |
0 | -1 7 7, 7 7 5 |
-2 3 2, 9 8 8 -2, 7 7 3 2, 9 8 8 , |
-2, 2 3 5 5 5, 1 |
-1 7 7, 7 7 5 |
-2 3 2, 9 8 8 -2, 7 7 3 2, 9 8 8 , |
| De fer d t in he f f ina ia l ts t st ate nt re ax as se me o nc it ion p os |
8, 3 2 5, 3 0 4 |
-6 7, 3 5 3 |
-1 8 2, 6 5 6 |
8, 0 7 5, 2 9 5 |
0 | 0 | 0 |
| Re iva b les ce |
L ia b i l it ies |
||||||
|---|---|---|---|---|---|---|---|
| Ba lan at ce 3 1 De 2 0 1 6 c |
Re ise d co g n in he t inc om e sta tem t en |
Re ise d co g n in he t f sta tem t o en he ot r he i co mp re ns inc ve om e |
Ba lan at ce 3 1 De 2 0 1 7 c |
Ba lan at ce 3 1 De 2 0 1 6 c |
Re ise d co g n in he t sta tem t en f o he t o r he co mp re n ive inc s om e |
Ba lan at ce 3 1 De 2 0 1 7 c |
|
| De De fer fer d t d t d l ia b i l it ies lat |
|||||||
| ing ts to to: re re ax ax as se an re : im irm f inv in bs i d iar ies t o tm ts p a en es en su |
5 7 2, 3 6 8 |
-1 5 7, 1 3 0 |
0 | 4 1 5, 2 3 8 |
0 | 0 | 0 |
| im irm f inv in iat t o tm ts p a en es en as so c es |
1 7, 5 7 5 |
-1 7, 5 7 5 |
0 | 0 | 0 | 0 | 0 |
| im irm f o he inv d de du i b le t o t tm ts ct p a en r es en an d i f fer is ing it ies tem p ora ry en ce s a r on se cu r |
9, 3 3 4, 4 3 0 |
-4, 4 4 1 |
0 | 9, 3 2 9, 9 8 7 |
1, 9 5 4, 6 7 6 |
6 0 0, 5 3 7 |
2, 5 5 5, 2 1 3 |
| f ina ia l ins tru nts nc me |
7 9, 7 7 6 |
0 | -6 0, 9 0 0 |
1 8, 8 7 6 |
0 | 0 | 0 |
| l low for de iva b les tr a an ce s a re ce |
2 2 5, 7 2 9 |
1 3 4, 1 4 9 |
0 | 3 5 9, 8 7 8 |
0 | 0 | 0 |
| is ion for ire be f its t nt p rov s re me ne |
3 1 8, 8 5 4 |
-7 8, 7 9 6 |
1 1, 0 3 5 |
2 5 1, 0 9 3 |
0 | 0 | 0 |
| is ion for j b i lee ium p rov s u p rem s |
5 0, 5 0 2 |
9 6 0 |
0 | 5 1, 4 6 2 |
0 | 0 | 0 |
| d c d de fer d inc for t a ts no n-c ur ren cc rue os an re om e b l ic i l ity ice ut p u se rv |
4 5 3, 9 8 3 |
0 | 0 | 4 5 3, 9 8 3 |
0 | 0 | 0 |
| To l ta |
1 1, 0 5 3, 2 1 7 |
-1 2 2, 8 3 3 |
-4 9, 8 6 5 |
1 0, 8 8 0, 5 1 8 |
1, 9 5 4, 6 7 6 |
6 0 0, 5 3 7 |
2, 5 5 5, 2 1 3 |
| O f f-s it h de fer d t l ia b i l it ies lat ing et to re ax re w im irm f o he inv d de du i b le t o t tm ts ct p a en r es en an d i f fer is ing it ies tem p ora ry en ce s a r on se cu r |
-1, 9 5 4, 6 7 6 |
0 | -6 0 0, 5 3 7 |
-2 5 5 5, 2 1 3 , |
-1, 9 5 4, 6 7 6 |
-6 0 0, 5 3 7 |
-2 5 5 5, 2 1 3 , |
| De fer d t in he f f ina ia l ts t st ate nt re ax as se me o nc it ion p os |
9, 0 9 8, 5 4 1 |
-1 2 2, 8 3 3 |
-6 5 0, 4 0 2 |
8, 3 2 5, 3 0 4 |
0 | 0 | 0 |
As at 31 December 2018, inventories are recorded at EUR 1,322,412 (2017: EUR 1,037,066). A larger portion thereof relates to maintenance material and spare parts, as well as to overhead-related material and auxiliary material.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Current trade receivables: | ||
| domestic market | 17,894,351 | 16,581,025 |
| foreign markets | 19,996,725 | 18,273,278 |
| Current operating receivables due from Group companies | 394,926 | 363,927 |
| Current operating receivables due from associates | 193,348 | 55,902 |
| Current trade receivables | 38,479,350 | 35,274,132 |
| Advances and collaterals given | 3,090,406 | 94,103 |
| Receivables due from the state | 2,590,916 | 1,596,594 |
| Other current receivables | 107,015 | 72,904 |
| Trade receivables | 44,267,687 | 37,037,733 |
| Current deferred costs and expenses | 251,036 | 540,338 |
| Accrued income | 416,881 | 232,125 |
| Assets from contracts with customers | 0 | 210,861 |
| Other receivables | 667,917 | 772,463 |
| Total | 44,935,604 | 37,810,196 |
As at 31 December 2018, the value of trade and other receivables was EUR 44,935,604, which is an increase of EUR 6,914,547 from the previous year-end. The highest increase results from a short-term security amounting to EUR 3,041,855 provided to the Financial Administration of the Republic of Slovenia to secure the fulfilment of tax obligation.
With most trade receivables, the Company has an option to enforce a legal lien over the stored goods in its possession.
The Company checks its overdue receivables pursuant to the accounting manual, and regularly forms related allowances in the event of delayed payments. In accordance with IFRS 9 – Financial Instruments and based on its accounting policy, the Company formed for the first time in 2018 revaluation adjustment for receivables for not matured claims per key risk criteria. On that basis, the Company had less than one percent of such outstanding and not matured claims that included the risk of default. In 2018, the Company formed allowances for receivables in the amount of EUR 248,042 and eliminated the allowance for collected or written-off receivables amounting to EUR 2,338,644. The largest part of the reversal of the allowance for receivables in the amount of EUR 1,509,129 arises from the partial conversion of receivables into the subsidiary's capital and its partial repayment and from the issue of a profit in the amount of EUR 519,624.
At 31 December 2018, no receivables were due from Members of the Management Board or the Supervisory Board.
For the purpose of collateralising a bank loan that as at 31 December 2018 amounted to EUR 1,700,000, the Company signed a contract on assigning receivables. As of the reporting date, these receivables amounted to EUR 134,551.
Other receivables include short-term accrued income in the amount of EUR 416,881 which refer to income arising on expenses for European development projects, co-financed by European institutions, and short-term deferred costs in the amount of EUR 251,036.
| (in EUR) | 31 Dec 2018 | Allowances 2018 |
31 Dec 2017 | Allowances 2017 |
|---|---|---|---|---|
| Outstanding and undue trade receivables |
32,876,470 | -68,560 | 30,628,915 | 0 |
| Past due receivables: | ||||
| up to 30 days | 5,216,604 | -52,710 | 4,775,829 | -519,624 |
| 31 to 60 days overdue | 329,195 | -33,688 | 197,593 | 0 |
| 61 to 90 days overdue | 115,422 | -24,916 | 79,277 | 0 |
| 91 to 180 days overdue | 157,425 | -55,747 | 33,257 | 0 |
| more than 180 days overdue | 635,473 | -615,619 | 2,501,102 | -2,422,217 |
| Total | 39,330,589 | -851,240 | 38,215,973 | -2,941,841 |
Note: the amount comprises trade receivables due from subsidiaries and associates.
As at 31 December 2018, the Company disclosed allowances for receivables amounting to EUR 851,239, a decrease from the preceding year-end of EUR 2,090,602. The decrease of allowances for receivables was mainly due to the partial conversion of receivables into equity participation in a subsidiary and partial repayment.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Balance at 1 January | 2,941,841 | 2,234,658 |
| Increase: | ||
| Formation of allowances | 248,042 | 913,345 |
| Decrease: | ||
| Collected receivables written off | -1,028,617 | -109,812 |
| Final write-off of receivables | -1,310,027 | -96,350 |
| Balance at 31 December | 851,239 | 2,941,841 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Cash in hand | 253 | 51 |
| Bank balances | 23,376,054 | 28,202,538 |
| Current deposits | 50,000,000 | 0 |
| Total | 73,376,307 | 28,202,589 |
The share capital of Luka Koper, d. d. in the amount of EUR 58,420,965 consists of 14,000,000 ordinary no-par value shares that are freely transferable. The nominal value of a share is EUR 4.17.
The Company records legal reserves in the amount of at least 10% of share capital as required by the Companies Act (ZGD-1). Legal reserves and share premium are not included in the accumulated profit and are not subject to distribution. The Company has no statutory reserves, as they are not envisaged under the articles of association. Pursuant to Article 230 (3) of the Companies Act, the Company formed at the year-end of 2018 additional other revenue reserves in the amount of a half of net profit or loss, which equalled EUR 29,294,497.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Share premium | 89,562,703 | 89,562,703 |
| Legal reserves | 18,765,115 | 18,765,115 |
| Other revenue reserves | 156,136,738 | 126,842,241 |
| Total | 264,464,556 | 235,170,059 |
At the year-end of 2018, reserves arising from valuation at fair value with respect to the valuation of investments measured at fair value and with respect to unrealised actuarial gains and losses, amounted to EUR 13,119,650. After deducting deferred taxes, they are recorded at EUR 10,507,002.
Retained earnings consist of the unappropriated portion of the net profit for the period amounting to EUR 29,294,497, and net profit brought forward that was recorded at EUR - 42,055. The value of the net profit brought forward is negative due to correcting a past error related to disposal of ferrous scrap within the public utility service (PUS) of regular maintenance of the port infrastructure, and due to recognised actuarial losses.
| (in EUR) | 2018 |
|---|---|
| Net profit from 2017 brought forward | 41,911 |
| Correction of a past error (PUS) | -55,068 |
| Actuarial loss | -28,898 |
| Net profit for the period | 29,294,497 |
| Retained earnings | 29,252,442 |
The Management and Supervisory Board proposed to the Shareholders' Meeting to appropriate the accumulated profit, which as at 31 December 2017 amounted to EUR 17,261,912, as follows
During the 30th Shareholders' Meeting of Luka Koper on 29 June 2018, a counter-proposal filed by the shareholders the Republic of Slovenia and SDH, d. d, was voted through, according to which the accumulated profit is to be appropriated as follows:
The statement of accumulated profit for the financial year 2018 and the proposal for its distribution are provided in Section 20, 'Statement of accumulated profit'.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Provisions for pensions and similar liabilities | 4,204,831 | 3,184,782 |
| Provisions for legal disputes | 15,255,961 | 17,032,786 |
| Total | 19,460,792 | 20,217,568 |
Provisions for pensions and similar liabilities are composed of provisions for termination benefits and jubilee premiums as well as post-employment benefits.
The Company first formed liabilities from post-employment benefits (one-off payments upon retirement) in 2017, and such benefits were first paid in 2018. In 2017, such obligations were disclosed under other current liabilities and later transferred to provisions. In this context, provisions amounting to EUR 659,670 were formed in the reference year.
Based on actuarial calculation, the unrealised actuarial loss from the current and preceding year with respect to termination benefits amounting to EUR 162,208 was recorded in other comprehensive income. The Company recognised in the income statement the current service cost with respect to termination benefits and jubilee premiums in the amount of EUR 275,116, and the interest cost amounting to EUR 42,026. In 2018, payments under jubilee premiums and termination benefits amounted to EUR 168,732.
As at 31 December 2018, provisions for lawsuits were down by EUR 1,776,825, mainly due to a reversal of provisions for legal obligations. In accordance with Article 92 of IAS 37 – Provisions, Contingent Liabilities and Contingent Assets, the Company does not disclose information on its legal obligations as such disclosure would result in a judgement on the position of the Company in disputes with other parties.
| (in EUR) | Termination benefits |
Jubilee premiums |
Defined contribution retirement benefit plan |
Total post employment benefits |
Claims and damages |
Total |
|---|---|---|---|---|---|---|
| Balance at 31 Dec 2017 | 2,643,075 | 541,707 | 0 | 3,184,782 | 17,032,786 | 20,217,568 |
| Movement: | ||||||
| Formation | 442,736 | 69,057 | 659,670 | 1,171,463 | 279,418 | 1,450,881 |
| Transfer from current borrowings |
0 | 0 | 216,280 | 216,280 | 0 | 216,280 |
| Transfer | 57,755 | 18,912 | -90,183 | -13,516 | 0 | -13,516 |
| Use | -126,406 | -42,326 | -153,505 | -322,237 | -312,847 | -635,084 |
| Reversal | -16,943 | -14,998 | 0 | -31,941 | -1,743,396 | -1,775,337 |
| Balance at 31 Dec 2018 | 3,000,217 | 572,352 | 632,262 | 4,204,831 | 15,255,961 | 19,460,792 |
|---|---|---|---|---|---|---|
| Movements in provisions in 2017 |
| Total post | |||||
|---|---|---|---|---|---|
| (in EUR) | Termination | Jubilee | employment | Claims and | |
| benefits | premiums | benefits | damages | Total | |
| Balance at 31 Dec 2016 | 2,353,073 | 531,600 | 2,884,673 | 1,380,491 | 4,265,164 |
| Movement: | |||||
| Formation | 357,128 | 70,740 | 427,868 | 15,652,295 | 16,080,163 |
| Use | -80,661 | -64,052 | -144,713 | 0 | -144,713 |
| Reversal | 13,535 | 3,419 | 16,954 | 0 | 16,954 |
| Balance at 31 Dec 2017 | 2,643,075 | 541,707 | 3,184,782 | 17,032,786 | 20,217,568 |
| (in EUR) | 31 Dec 2018 | 31 December 2017 |
|---|---|---|
| Non-current deferred income for regular maintenance | 19,208,191 | 13,693,827 |
| Non-refundable grants received | 4,443,150 | 4,472,390 |
| Total | 23,651,341 | 18,166,217 |
Pursuant to the Concession Agreement, Luka Koper, d. d., records deferred income on regular maintenance as non-current deferred income comprise since it has the right and obligation to collect port dues, which serve as income intended to cover the costs of performing public utility service of regularly maintaining the port infrastructure intended for public transport. With respect to any annual surplus of revenue over costs, the Company forms non-current deferred income for covering the costs of public utility service relating to regular maintenance of the port infrastructure in the coming years. In the event that costs exceeded the revenue, the Company would be utilising non-current deferred income.
The grant funds received refer to received EU funds, which are drawn in accordance with the assets' useful life.
| (in EUR) | Non-current deferred income for regular maintenance |
Non-refundable grants received |
Total |
|---|---|---|---|
| Balance at 31 Dec 2017 | 13,693,827 | 4,472,390 | 18,166,217 |
| Correction of an error from previous years of an years |
55,068 | 0 | 55,068 |
| Balance at 1 Jan 2018 1 |
13,748,895 | 8,944,780 | 18,221,285 |
| Movement: Movement: |
|||
| Formation | 5,459,296 | 26,163 | 5,485,459 |
| Transfer from other liabilities | 0 | 157,021 | 157,021 |
| Transfer to other liabilities | 0 | -35,706 | -35,706 |
| Use | 0 | -176,718 | -176,718 |
| Balance at 31 Dec 2018 | 19,208,191 | 4,443,150 | 23,651,341 |
| (in EUR) | Non-current deferred income for regular maintenance |
Non-refundable grants received |
Total |
|---|---|---|---|
| Balance at 31 Dec 2016 | 7,987,214 | 4,347,505 | 12,334,719 |
| Movement: | |||
| Formation | 5,706,613 | 1,290,955 | 6,997,568 |
| Transfer from other liabilities | 0 | 22,535 | 22,535 |
| Transfer to other liabilities | 0 | -1,110,728 | -1,110,728 |
| Use | 0 | -77,877 | -77,877 |
| Balance at 31 Dec 2017 | 13,693,827 | 4,472,390 | 18,166,217 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Non-current financial liabilities to Group companies | 16,000,000 | 16,000,000 |
| Non-current borrowings from banks in Slovenia | 50,464,286 | 71,419,979 |
| Non-current borrowings from banks abroad | 26,967,213 | 29,262,295 |
| Total | 93,431,499 | 116,682,274 |
Non-current financial liabilities to Group companies remained at the same level as the previous year. These liabilities refer to a borrowing from the subsidiary Luka Koper Inpo, d. o. o. All borrowings among Group companies have their tax acknowledged related-party interest rate defined in the loan contracts.
As at the balance sheet date, non-current borrowings from banks amounted to EUR 93,431,499, and have thus decreased by 19.9 percent or EUR 23,250,775 as compared to the year-end of 2017. The decrease resulted from the transfer of part of liabilities to current borrowings and the early repayment of a bank borrowing. All bank borrowings are subject to the variable interest rate.
All non-current borrowings from banks are being repaid following the predefined repayment schedule. All liabilities under non-current borrowings from banks are collateralised with blank bills of exchange and financial covenants, whereby one borrowing is collateralised with assignment of receivables. The Company complies with all financial covenants under the loan agreements.
| Lender | |||
|---|---|---|---|
| (in EUR) | Group companies |
Banks | Total |
| Balance at 31 Dec 2017 | 16,000,000 | 100,682,274 | 116,682,274 |
| Repayments | 0 | -9,565,217 | -9,565,217 |
| Transfer to current borrowings – the portion that matures within 1 year |
0 | -13,685,558 | -13,685,558 |
| Balance at 31 Dec 2018 | 16,000,000 | 77,431,499 | 93,431,499 |
| Lender | |||
|---|---|---|---|
| (in EUR) | Group companies | Banks | Total |
| Balance at 31 Dec 2016 | 16,000,000 | 97,900,739 | 113,900,739 |
| New borrowings | 0 | 18,700,000 | 18,700,000 |
| Reclassifications | 0 | 141,935 | 141,935 |
| Transfer to current borrowings – the portion that matures within 1 year |
0 | -16,060,400 | -16,060,400 |
| Balance at 31 Dec 2017 | 16,000,000 | 100,682,274 | 116,682,274 |
| (in EUR) | Currency of loan |
Interest rate | Date of maturity | Approved principal amount |
Principal at 31 Dec 2018 |
|---|---|---|---|---|---|
| Loans A | EUR | 0.839 | 31 Dec 2021 | 16,000,000 | 16,000,000 |
| Loans B | EUR | Euribor3m + from 0.650 to 1.000 |
from 1 Jul 2019 to 21 Jul 2031 |
88,000,000 | 58,545,628 |
| Loans C | EUR | Euribor6m + from 1.050 to 1.200 |
from 14 Apr 2025 to 31 Dec 2025 |
50,000,000 | 32,571,428 |
| Total | 154,000,000 | 107,117,057 | |||
| - whereof current portion | 13,685,558 |
| (in EUR) | Currency of loan |
Interest rate | Date of maturity | Approved principal amount |
Principal at 31 Dec 2017 |
|---|---|---|---|---|---|
| Loans A | EUR | 1.095 to 1.108 | 31 Dec 2021 | 16,000,000 | 16,000,000 |
| Loans B | EUR | Euribor3m + from 0.650 to 2.500 |
from 30 Sep 2018 to 21 Jul 2031 |
123,000,000 | 79,314,102 |
| Loans C | EUR | Euribor6m + from 1.550 to 2.000 |
from 14 Apr 2025 to 31 Dec 2025 |
50,000,000 | 37,428,571 |
| Total | 189,000,000 | 132,742,673 | |||
| -whereof current portion whereof current portion portion |
16,060,399 |
| (in EUR) | Principal at 31 Dec 2018 |
2019 | 2020 | 2021 | 2022 | 2023 | Period 2024–2033 |
|---|---|---|---|---|---|---|---|
| Balance of received loan principals by maturity |
107,117,057 | 13,685,558 | 10,652,225 | 26,652,225 | 10,652,225 | 10,652,225 | 34,822,600 |
| Expected interest | 3,156,201 | 775,592 | 674,557 | 587,757 | 367,594 | 281,629 | 469,072 |
| Total | 110,273,258 | 14,461,150 | 11,326,782 | 27,239,982 | 11,019,819 | 10,933,854 | 35,291,671 |
| (in EUR) | Principal at 31 Dec 2017 |
2018 | 2019 | 2020 | 2021 | 2022 | Period 2023–2032 |
|---|---|---|---|---|---|---|---|
| Balance of bank loan principals by maturity |
132,742,673 | 16,060,399 | 16,004,399 | 17,898,602 | 26,652,225 | 10,652,225 | 45,474,824 |
| Expected interest | 5,578,019 | 1,384,618 | 1,141,323 | 928,901 | 773,465 | 477,899 | 871,811 |
| Total | 138,320,692 | 17,445,017 | 17,145,722 | 18,827,503 | 27,425,690 | 11,130,124 | 46,346,636 |
Non-current operating liabilities comprise non-current collaterals for the operation of the tax warehouse at the current cargo terminal and non-current collaterals received for leased premises. As at 31 December 2018, they amounted to EUR 1,304,783 (2017: EUR 967,102).
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Current borrowings from banks in Slovenia | 11,390,476 | 13,765,317 |
| Current borrowings from banks abroad | 2,295,082 | 2,295,082 |
| Total | 13,685,558 | 16,060,399 |
Current borrowings from banks as at 31 December 2018 refer to the portion of non-current principal amounts which mature in 2019 according to amortisation schedules.
| Lender | |||
|---|---|---|---|
| (in EUR) | Banks | Banks | |
| 2018 | 2017 | ||
| Balance at 1 Jan 1 | 16,060,399 | 11,761,732 | |
| Repayments | -16,060,399 | -11,761,733 | |
| Transfer from non-current borrowings – the portion that matures within 1 year |
13,685,558 | 16,060,400 | |
| Balance at 31 Dec | 13,685,558 | 16,060,399 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Current liabilities to | ||
| domestic suppliers | 16,727,441 | 16,066,533 |
| foreign suppliers | 474,164 | 402,988 |
| Current liabilities to Group companies | 513,790 | 841,474 |
| Current liabilities to associates | 84,498 | 83,775 |
| Current trade payables | 17,799,893 | 17,394,770 |
| Current liabilities from advances | 1,623,279 | 1,018,067 |
| Current liabilities to employees | 6,016,943 | 3,587,424 |
| Current liabilities to the state and other institutions | 3,861 | 1,560 |
| Current operating liabilities | 25,443,976 | 22,001,821 |
| Accrued costs and expenses | 4,508,226 | 3,832,707 |
| Other operating liabilities | 4,508,226 | 3,832,707 |
| Total | 29,952,202 | 25,834,528 |
As compared to the preceding year, current trade and other payables increased by EUR 4,117,674. The highest increase was recorded among current liabilities to employees, i.e. resulting from new recruitment and from the concluded agreement on one-off payment to employees for having reached added value growth in 2018.
Current liabilities from advances mostly relate to the funds received from the EU to cover the future costs incurred by co-financed projects, and to the current securities received.
Accrued costs relate to accrued costs of the concession, costs for the collective job performance, accrued interest for loans and borrowings, accrued costs for remunerations and bonuses paid under individual contracts, accrued costs for unused vacation days, and accrued charges for invoices to be received.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Guarantees given | 1,610,000 | 1,610,000 |
| Securities given | 3,360,506 | 4,200,467 |
| Contingent liabilities under legal disputes | 5,974,481 | 1,933,240 |
| Commitments for the purchase of assets | 32,160,873 | 366,728 |
| Total contingent liabilities | 43,105,859 | 8,110,435 |
Guarantees given refer to customs operations and as at 31 December 2018 amounted to EUR 1,610,000.
Securities in the amount of EUR 3,360,506 were given to the company Adria Transport, d. o. o. to cover a lease of locomotives.
The company that received a guarantee from Luka Koper, d. d., regularly paid its liabilities in this regard and as at 31 December 2018 disclosed no outstanding instalments.
As at 31 December 2018, contingent liabilities under legal disputes amounted EUR 5,974,481, up EUR 4,041,241 from the preceding year-end. The highest increase relates to the formed contingent liabilities in the amount of EUR 3,041,855 for the fiscal control being conducted with regard to the corporate tax return for 2017, and for which the Company has assessed, also following the opinion of an independent fiscal counsellor, that there were no related risks for which provisions should be formed in this context.
Commitments for the purchase of assets relate to concluded contracts for the purchase/construction of an asset in a future period.
| Gross wages (fixed part) |
Gross wages (variable part) |
Annual holiday pay and jubilee premiums |
Insurance premium benefits |
Benefits and other receipts |
Total remuneration |
|---|---|---|---|---|---|
| 14,799 | 47,410 | 0 | 19 | 492 | 62,720 |
| 13,649 | 41,403 | 0 | 19 | 514 | 55,584 |
| 13,408 | 29,376 | 0 | 19 | 720 | 43,522 |
| 35,188 | 0 | 0 | 56 | 2,516 | 37,760 |
| 172,880 | 0 | 1,200 | 206 | 4,474 | 178,760 |
| 155,455 | 0 | 1,200 | 206 | 9,695 | 166,556 |
| 155,526 | 0 | 1,200 | 206 | 7,697 | 164,629 |
| 112,632 | 0 | 1,000 | 0 | 8,134 | 121,767 |
| 831,298 | |||||
| 673,537 118,189 4,600 |
731 | 34,242 |
| Name and Surname | Gross wages (fixed part) |
Gross wages (variable part) |
Annual holiday pay and jubilee premiums |
Insurance premium benefits |
Benefits and other receipts |
Total remuneration |
|---|---|---|---|---|---|---|
| Dragomir Matić, President of the Management Board from 10 Jun 2014 to 29 Dec 2017 |
179,832 | 36,166 | 1,150 | 221 | 7,408 | 224,777 |
| Andraž Novak, Member from 10 Jun 2014 to 29 Dec 2017 |
163,516 | 38,547 | 1,150 | 221 | 6,201 | 209,635 |
| Irena Vincek, Member from 21. Aug 2015 to 29 Dec 2017 |
162,876 | 21,863 | 1,150 | 221 | 9,328 | 195,438 |
| Stojan Čepar, Worker Director since 30 Nov 2015 |
160,641 | 22,264 | 1,150 | 221 | 11,858 | 196,134 |
| Total | 666,865 | 118,840 | 4,600 | 884 | 34,795 | 825,984 |
Pursuant to Article 294, Item 5 of the Companies Act, the above table comprises remuneration for exercising respective functions as well as other income, such as cost reimbursement, supplementary retirement schemes and jubilee premiums.
To determine the variable income, i.e. remuneration for the Management Board, several quantitative indicators were applied, which contribute to the non-current interests of the Company.
A Member of the Management Board is remunerated in accordance with the 4th indent of Article 4, (1) of the Act Governing the Remuneration of Managers of Companies with Majority Ownership held by the Republic of Slovenia or Self-Governing Local Communities. Accordingly, one half of the remuneration is paid on the basis of the decision of the Supervisory Board upon consideration of the annual report after two years. A Member of the Management Board has a duty to return the variable income provided that all conditions for the return of all or part of the remuneration for performance have been fulfilled pursuant to the Companies Act.
In no case shall end-of-term allowance be paid to President/Member of the Management Board when their mandate ends and they continue to work in the Company. Should, however, the President/Member of the Management Board upon the end of their term issue a written statement that they will no longer be employed in the Company, a severance pay is paid in the amount equalling six times the average monthly earnings they received during the term of office as President/Member of Management Board, unless their term of office ended in a way that according to the contract omits the right to severance pay.
The contracts of the Members of the Management Board do not include the variable income or remuneration determined in form of shares.
| Groups of persons | Gross wages (fixed and variable part) |
Annual holiday pay and jubilee premium s |
Insurance premium benefits |
Benefits and other receipts |
Total remuneratio n |
|---|---|---|---|---|---|
| Members of the Management Board | 791,725 | 4,600 | 731 | 34,242 | 831,298 |
| Members of the Supervisory Board (ten members) |
250,152 | 0 | 2,024 | 85,884 | 338,060 |
| Employees with individual employment contracts |
2,650,075 | 29,200 | 0 | 161,720 | 2,840,995 |
| Total | 3,691,952 | 33,800 | 2,755 | 281,846 | 4,010,353 |
| Gross wages |
Annual holiday |
||||
|---|---|---|---|---|---|
| (fixed and variable |
pay and jubilee |
Insurance premium |
Benefits and other |
Total | |
| Groups of persons | part) | premiums | benefits | receipts | remuneration |
| Members of the Management Board | 785,705 | 4,600 | 884 | 34,795 | 825,984 |
| Members of the Supervisory Board (ten members) |
227,307 | 0 | 1,989 | 71,416 | 300,712 |
| Employees with individual employment contracts |
2,520,939 | 30,818 | 0 | 172,128 | 2,723,885 |
| Total | 3,533,951 | 35,418 | 2,873 | 278,339 | 3,850,581 |
| Insuranc | ||||
|---|---|---|---|---|
| e | Attendance | |||
| premium | fees and | |||
| Performanc | benefits | reimbursemen | Total gross | |
| Name and Surname | e of function | (SB) | t of costs | earnings |
| Rado Antolovič, Member since 7 Oct 2013 | 19,253 | 225 | 86,927 | 106,404 |
| Sabina Mozetič, Member since 21 Aug 2015 | 18,569 | 225 | 4,033 | 22,826 |
| Mladen Jovičić, Member since 18 Mar 2013 | 18,935 | 225 | 5,639 | 24,800 |
| Marko Grabljevec, Member since 18 Jan 2016 | 18,569 | 225 | 5,511 | 24,304 |
| Rok Parovel, Member since 12 Sep 2016 | 22,282 | 225 | 6,148 | 28,655 |
| Uroš Ilić, Member since 1 Jul 2017 | 29,284 | 225 | 6,742 | 36,250 |
| Andraž Lipolt, Member since 1 Jul 2017 | 21,578 | 225 | 6,569 | 28,372 |
| Milan Jelenc, Member since 1 Jul 2017 | 22,282 | 225 | 6,985 | 29,492 |
| Barbara Nose, Member since 1 Jul 2017 | 22,282 | 225 | 7,055 | 29,562 |
| Mateja Kupšek, External Member of the SB's Audit Committee since 31 Aug 2017 |
3,714 | 0 | 3,679 | 7,393 |
| TOTAL | 196,747 | 2,024 | 139,289 | 338,060 |
| Insuranc e |
Attendance | |||
|---|---|---|---|---|
| premium | fees and | |||
| Name and Surname | Performanc e of function |
benefits (SB) |
reimbursemen t of costs |
Total gross earnings |
| Alenka Žnidaršič Kranjc, Member from 7 Oct 2013 to 30 Jun.2017 |
11,375 | 127 | 3,019 | 14,522 |
| Elen Twrdy, Member from 7 Oct 2013 to 30 Jun.2017 |
11,185 | 127 | 2,469 | 13,782 |
| Andrej Šercer, Member from 7 Oct 2013 to 30 Jun.2017 |
11,375 | 127 | 3,515 | 15,018 |
| Žiga Škerjanec, Member from 07 Oct 2013 to 30 Jun.2017 |
10,427 | 127 | 3,243 | 13,798 |
| Rado Antolovič, Member since 7 Oct 2013 | 21,073 | 221 | 73,419 | 94,713 |
| Sabina Mozetič, Member since 21 Aug 2015 | 16,136 | 221 | 3,369 | 19,726 |
| Mladen Jovičić, Member since 18 Mar 2013 | 17,255 | 221 | 6,915 | 24,390 |
| Marko Grabljevec, Member since 18 Jan 2016 | 16,136 | 221 | 4,895 | 21,252 |
| Rok Parovel, Member since 12 Sep 2016 | 17,255 | 221 | 6,271 | 23,746 |
| Uroš Ilić, Member since 1 Jul 2017 | 8,394 | 94 | 4,916 | 13,404 |
| Andraž Lipolt, Member since 1 Jul 2017 | 7,898 | 94 | 5,007 | 12,998 |
| Milan Jelenc, Member since 1 Jul 2017 | 7,898 | 94 | 5,977 | 13,969 |
| Barbara Nose, Member since 1 Jul 2017 | 7,898 | 94 | 5,049 | 13,040 |
| Polona Pergar Guzaj, External Member of the SB's Audit Committee from 7 Jul 2016 to 30 Aug 2017 |
2,429 | 0 | 1,673 | 4,102 |
| Mateja Kupšek, External Member of the SB's Audit Committee since 31 Aug 2017 |
821 | 0 | 1,430 | 2,251 |
| TOTAL | 167,555 | 1,989 | 131,168 | 300,712 |
Remuneration in 2018 was paid pursuant to a decision on determining the payment for performance of functions and attendance fees to the Members of the Supervisory Board and Members of Committees of the Supervisory Board, which was adopted at the 29th General Meeting on 28 December 2017, stipulating as follows:
For attending a session, Members of the Supervisory Board receive attendance fee of EUR 275 gross each, and for attending a session of a Committee, Members of a Committee of the Supervisory Board receive a fee amounting to 80 percent of the fee for the attendance at a session of the Supervisory Board. The fee for a correspondence session is 80 percent of the fee for an ordinary session.
Irrespective of the aforementioned, each Member of the Supervisory Board is entitled to the payment of attendance fees in a year until the total amount of such fees of a Member of the Supervisory Board reaches the value of 50 percent of the basic payment for performing their function.
Irrespective of the aforementioned, each Member of the Supervisory Board who is also a Member of one or several Committees of the Supervisory Board is entitled to the payment of attendance fees in a year until the total amount of such fees of a Member of the Supervisory Board reaches the value of 75 percent of the basic payment for performing their function.
In addition to attendance fees, Members of the Supervisory Board each receive the basic payment for carrying out their functions in the amount of EUR 15,000 gross annually. The President of the Supervisory Board is entitled to the supplement of 50 percent of the basic payment for carrying out the function of a Member of the Supervisory Board, whereas their deputy is entitled to 10 percent of the basic payment for carrying out the function of a Member of the Supervisory Board.
Members of a Committee of the Supervisory Board each receive a supplement for carrying out their functions, amounting to 25 percent of the basic payment for carrying out the function of a Member of the Supervisory Board. The Chair of a Committee is entitled to an additional fee of 37.5 percent of the payment for carrying out the function of a Member of a Committee of the Supervisory Board.
Irrespective of the aforementioned, each Member of a Committee of the Supervisory Board is entitled to the payment of additional fees in a year until the total amount of such additional fees of a Member of the Supervisory Board reaches the value of 50 percent of the basic payment for performing their function. If their term of office is shorter than the financial year, each Member of a Committee of the Supervisory Board is entitled to the payment of additional fees until the total amount of such additional fees of a Member of the Supervisory Board reaches the value of 50 percent of the basic payment for performing their function with respect to the duration of their term of office.
Members of the Supervisory Board and of Committees of the Supervisory Board receive basic salary and an additional fee for carrying out the function in proportionate monthly payments, which they are entitled to while carrying out their function. A monthly payment is equal to one twelfth of the aforementioned annual sums.
The limitation of total payments of attendance fees or payments of supplements to a Member of the Supervisory Board does not affect their duty to actively participate in all the meetings of the Supervisory Board and the meetings of the committees whose member they are and their legally determined responsibility.
Members of the Supervisory Board are entitled to reimbursement of travel and accommodation expenses, and other administrative expenses incurred with relation to their work in performing their function in the Supervisory Board or in relation to any other expert or work-related event for the Company, whereas the manner and amount of such reimbursement is stipulated in the Company's internal rules and regulations governing the reimbursement of work-related and other expenses.
In addition to payments to the Supervisory Board Members, in 2018 the Supervisory Board paid to their Members EUR 4,383 for training and EUR 30 for memberships of the Slovenian Directors' Association SDA.
In 2018, transactions between Luka Koper, d. d. and the Government of the Republic of Slovenia included the following:
| (in EUR) | Payments in 2018 |
Costs/expense s in 2018 |
Payments in 2017 |
Costs/expense s in 2017 |
|---|---|---|---|---|
| Concessions and the water fee | 7,774,610 | 7,814,485 | 7,999,036 | 7,156,615 |
| Dividends | 8,782,200 | 0 | 9,996,000 | 0 |
| Corporate income tax (taxes and advance payments) |
3,151,706 | 12,143,446 | 7,927,743 | 3,151,706 |
| Other taxes and contributions | 6,652,954 | 7,035,212 | 6,023,746 | 6,810,784 |
| Total | 26,361,470 | 26,993,144 | 31,946,525 | 17,119,105 |
No other transactions between the Government of the Republic of Slovenia and the Company were recorded.
Dividends were paid out to two other companies, in which the Government of the Republic of Slovenia holds a controlling interest i.e. to the company SDH, d. d.in the amount of EUR 1,916,164 and the company Kapitalska družba, d. d. in the amount of EUR 856,793.
The shareholder-related companies are those in which the Republic of Slovenia and the SDH together directly hold at least a 20% stake. The list of such companies is published on the SDH website (https://www.sdh.si/sl-si/upravljanje-nalozb/seznam-nalozb).
In 2018, transactions conducted between Luka Koper, d. d. and entities in which the state has directly dominant influence included sales to such companies amounting to EUR 11,356,052, and purchasing transactions amounting to EUR in 4,791,688. The majority of sale referred to services related to port activity, whereas major purchasing included costs of railway transport, purchases of energy and insurance costs. As at 31 December 2018, Luka Koper, d. d. recorded receivables and liabilities to such entities of EUR 1,841,898 and EUR 19,238,412 respectively. The major part of liabilities was related to a loan given by SID – Slovenska izvozna in razvojna banka, d. d., which was raised under market conditions.
Related party transactions have been concluded under market conditions.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Sale to subsidiaries: Sale to |
||
| Luka Koper INPO, d. o. o. | 821,407 | 1,724,397 |
| Luka Koper Pristan, d. o. o. | 46,384 | 113,956 |
| Adria Terminali, d. o. o. | 461,158 | 389,528 |
| TOC, d. o. o. | 4,258 | 4,200 |
| Adria Investicije, d. o. o. | 828 | 828 |
| Logis-Nova, d. o. o. | 1,200 | 1,200 |
| Sale to associates: Sale to associates: |
||
| Adria Transport, d. o. o. | 254,437 | 236,983 |
| Adria-Tow, d. o. o. | 157,088 | 177,041 |
| Avtoservis, d. o. o. | 328,934 | 233,977 |
| Adriafin, d. o. o. | 13,440 | 13,440 |
| Total | 2,089,134 | 2,895,551 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Purchase from subsidiaries: Purchase from subsidiaries: |
||
| Luka Koper INPO, d. o. o. | 7,275,109 | 6,420,656 |
| Luka Koper Pristan, d. o. o. | 179,490 | 7,365 |
| Adria Terminali, d. o. o. | 14,400 | 4,800 |
| TOC, d. o. o. | 17,387 | 14,902 |
| Adria Investicije, d. o. o. | 41,586 | 40,186 |
| Purchase from associates: Purchase from associates: |
||
| Adria Transport, d. o. o. | 7,726 | 7,740 |
| Adria-Tow, d. o. o. | 37,535 | 37,805 |
| Avtoservis, d. o. o. | 1,049,993 | 1,178,045 |
| Total | 8,623,226 | 7,711,500 |
A substantial part of purchases from subsidiaries refers to the company Luka Koper INPO, d. o. o., which carried out maintenance work on the port infrastructure and electrical installation work for the Company.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Trade and other receivables due from subsidiaries: and other due |
||
| Luka Koper INPO, d. o. o. | 350,725 | 326,374 |
| Luka Koper Pristan, d. o. o. | 2,888 | 1,025 |
| Adria Terminali, d. o. o. | 40,886 | 36,101 |
| TOC, d. o. o. | 427 | 427 |
| Adria Investicije, d. o. o. | 84 | 84 |
| Logis-Nova, d. o. o. | 122 | 122 |
| Trade and other receivables due from associates: and other due associates: |
||
| Adria Transport, d. o. o. | 40,461 | 17,922 |
| Adria-Tow, d. o. o. | 8,632 | 7,284 |
| Avtoservis, d. o. o. | 142,889 | 29,330 |
| Adriafin, d. o. o. | 1,366 | 1,366 |
| Total | 588,480 | 420,035 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Trade and other payables due from subsidiaries: and other subsidiaries: |
||
| Luka Koper INPO, d. o. o. | 549,798 | 836,828 |
| Luka Koper Pristan, d. o. o. | 39 | 209 |
| Adria Terminali, d. o. o. | 1,464 | 1,464 |
| TOC, d. o. o. | 3,518 | 2,973 |
| Adria Investicije, d. o. o. | 2,013 | 2,038 |
| Trade and other payables due from associates: and other associates: |
||
| Adria Transport, d. o. o. | 976 | 0 |
| Adria-Tow, d. o. o. | 8,887 | 0 |
| Avtoservis, d. o. o. | 74,635 | 83,775 |
| Total | 641,331 | 927,287 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Finance income from loans to subsidiaries: to |
||
| Adria Terminali, d. o. o. | 0 | 847 |
| Total | 0 | 847 |
Finance income from shares and interests in subsidiaries refer to sharing of profits of such companies, i.e. Luka Koper INPO, d. o. o. (EUR 168,590), Adria Terminali, d. o. o. (EUR 120,000), and Adria investicije, d. o. o. (EUR 13,044).
Finance income from shares and interests in associates refer to sharing of profits of companies Adria Transport, d. o. o. (EUR 150,000), Adria-Tow, d. o. o. (EUR 400,000), Avtoservis, d. o. o. (EUR 480,634), and Adriafin, d. o. o. (EUR 250,000).
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Borrowings from subsidiaries: subsidiaries: |
||
| Luka Koper INPO, d. o. o. | 16,000,000 | 16,000,000 |
| Total | 16,000,000 | 16,000,000 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
| Finance expenses for liabilities to subsidiaries: | ||
| Luka Koper INPO, d. o. o. | 137,759 | 175,980 |
Financial risks to which the Company is exposed to include:
Financial risk management has been organised within the Company's finance and accounting. The specifics of the existing economic environment make forecasting future financial categories quite demanding, introducing into the planned categories a higher degree of unpredictability and, consequently, a higher level of risk. The Company has consequently tightened the control over individual financial categories. Other mainly nonfinancial risks have also been recorded and are described in detail in the risk management section of the business report.
In compliance with the new standard IFRS 9 entering into force, the Company classified its other investments measured at cost as investments at fair value through profit or loss in the financial year 2018. In measuring fair value, the Company applied the highest and best use model. As at 31 December 2018, the Company thus records investments into securities at fair value through other comprehensive income, and investments resulting in an ownership stake of less than 20% through profit or loss.
As at 31 December 2018, the Company had invested 5.7 percent of its assets in investments measured at fair value (31 December 2017: 5.9 percent, data having been reviewed for comparative purposes). The fair value risk associated with investments in securities is demonstrated through changes in stock market prices that affect the value of these assets and, consequently the potential capital gain on their disposal, whereas with investments in shares of other companies there is a risk for the sales value not to equal the value of the market transaction. This type of risk has been recognised with regard to investments in market securities of successful Slovenian companies and to investments in shares and interests.
As at 31 December 2018, the value of non-current investments at fair value amounted to EUR 31,437,485.
Risk of change in fair value as at 31 December 2018
| Change of index (in %) | Impact on equity |
|---|---|
| -10% | -3,143,749 |
| 10% | 3,143,749 |
Risk of change in fair value as at 31 December 2017
| Change of index (in %) | Impact on equity |
|---|---|
| -10% | -2,957,076 |
| 10% | 2,957,076 |
Amendment for comparative purposes
| Change of index (in %) | Impact on equity |
|---|---|
| -10% | -3,049,958 |
| 10% | 3,049,958 |
The sensitivity analysis of investments at fair value was based on the assumption of a 10 percent increase in the value of the index and accordingly, such growth would result in an increase in the fair value of the market securities portfolio by EUR 3,143,749. A 10 percent decrease in the comparable class would have the opposite effect, reducing the fair value of these investments by that same amount.
If this was the case, the amount of the difference in fair value would be recognised as either an increase or decrease in other comprehensive income within equity for investments into securities, and within profit or loss for investments into other companies.
| Valuation at fair value | |||||
|---|---|---|---|---|---|
| Value based | |||||
| on | No | ||||
| (in EUR) | Direct stock | comparable | observable | ||
| Carrying | market | market | market | ||
| amount at | quotation | inputs | inputs | ||
| 31 Dec 2018 | (Level 1) | (Level 2) | (Level 3) | ||
| Assets measured at fair value | |||||
| Other shares and interests | 31,437,485 | 30,508,658 | 0 | 928,827 |
| Valuation at fair value | ||||||
|---|---|---|---|---|---|---|
| (in EUR) | Carrying amount at 31 Dec 2017 |
Direct stock market quotation (Level 1) |
Value based on comparable market inputs (Level 2) |
No observable market inputs (Level 3) |
||
| Assets measured at fair value | ||||||
| Other shares and interests | 30,499,584* | 29,570,757 | 0 | 928,827* | ||
| Liabilities measured at fair value | ||||||
| Interest rate hedging for borrowings | 99,346 | 0 | 99,346 | 0 |
*Correction of figures for comparative purposes
Shares and interests measured at fair value were valued at publicly applicable exchange rates of the Ljubljana Stock Exchange and mutual funds quotations.
Fair value of the interest rate swap was calculated by the bank.
With respect to its liabilities structure, the Company also faces interest rate risk as an unexpected growth in variable interest rates can have an adverse effect on the planned results.
In the overall structure of liabilities, the share of financial liabilities decreased from 25.7% in 2017 to 19.4% in 2018. The effect of variable interest rates changes on future profit and loss after taxes is shown in the table below.
With respect to the largest borrowing having a final maturity date in 2031, the Company entered into an instrument as interest rate hedging. Having been entered into in 2013, the instrument was due in 2018. Possible interest rate fluctuations would consequently have an impact on 85.1 percent (2017: 64.2 percent) of Company's total borrowings. The remaining 14.9 percent of borrowings were concluded with a fixed interest rate.
| (in EUR) | 31 Dec 2018 | Exposure in 2018 | 31 Dec 2017 | Exposure in 2017 |
|---|---|---|---|---|
| Borrowings received at variable interest rate (without interest rate hedge) |
91,117,057 | 85.1% | 85,185,296 | 64.2% |
| Borrowings received at variable interest rate (with interest rate hedge) |
0 | 0.0% | 31,557,377 | 23.8% |
| Borrowings received at nominal interest rate |
16,000,000 | 14.9% | 16,000,000 | 12.1% |
| Total | 107,117,057 | 100.0% | 132,742,673 | 100.0% |
| (in EUR) | Non-hedged bank borrowings under the variable interest rate at 31 Dec |
Increase by 25 | Increase by 50 | |
|---|---|---|---|---|
| 2018 | Increase by 15 bp | bp | bp | |
| 3M EURIBOR | 58,545,629 | 43,893 | 73,156 | 202,243 |
| 6M EURIBOR | 32,571,428 | 0 | 4,234 | 85,663 |
| Total effect on interest expenses | 91,117,057 | 43,893 | 77,390 | 287,906 |
| (in EUR) | Non-hedged bank borrowings under the variable interest rate at 31 Dec 2017 |
Increase by 15 bp |
Increase by 25 bp |
Increase by 50 bp |
|---|---|---|---|---|
| 3M EURIBOR | 47,756,725 | 0 | 0 | 81,664 |
| 6M EURIBOR | 37,428,571 | 0 | 0 | 85,711 |
| Total effect on interest expenses | 85,185,296 | 0 | 0 | 167,375 |
The analysis of financial liabilities' sensitivity to changes in variable interest rates was based on the assumption of potential growth in interest rates of 15, 25 and 50 base points. Given the assumption that variable interest rates will grow by 15 or 25 base points, the Company's interest expenses in view of unchanged borrowing would grow by EUR 121,283. If the variable interest rates are to grow by 50 base points, the interest expenses would increase by EUR 287,906. At the year-end of 2018, the Company's borrowings not hedged against interest rate risk were subject to the movement of the 3M or 6M Euribor.
Liquidity risk refers to the risk that the Company would fail to settle its liabilities at maturity. The Company manages liquidity risk by regular planning of cash flows required to settle liabilities with diverse maturity. Additional measures for preventing delays in receivable collection include regular monitoring of payments and immediate response to any delays, and also charging penalty interest in accordance with the Company's uniform policy of receivable management.
| (in EUR) | Up to 3 months |
3 to 12 months |
1 to 2 years |
3 to 5 years |
Over 5 years |
Total |
|---|---|---|---|---|---|---|
| 31 Dec 2018 | ||||||
| Loans and borrowings* | 2,115,437 | 11,570,121 | 10,652,225 | 47,956,674 | 34,822,600 | 107,117,057 |
| Expected interest on all borrowings |
151,375 | 624,217 | 674,557 | 1,236,980 | 469,072 | 3,156,201 |
| Other financial liabilities | 156,684 | 0 | 0 | 0 | 156,684 | |
| Payables to suppliers | 17,799,893 | 0 | 0 | 0 | 0 | 17,799,893 |
| Other operating liabilities | 7,644,083 | 0 | 0 | 0 | 0 | 7,644,083 |
| Total | 27,867,472 | 12,194,338 | 11,326,782 | 49,193,654 | 35,291,671 | 135,873,918 |
|---|---|---|---|---|---|---|
| 31 December 2017 | ||||||
| Loans and borrowings* | 2,974,147 | 13,086,251 | 16,004,399 | 55,203,051 | 45,474,824 | 132,742,673 |
| Expected interest on all borrowings |
254,320 | 1,130,298 | 1,141,323 | 2,180,266 | 871,811 | 5,578,019 |
| Other financial liabilities | 372,169 | 0 | 0 | 0 | 372,169 | |
| Payables to suppliers | 17,394,770 | 0 | 0 | 0 | 0 | 17,394,770 |
| Other operating liabilities | 4,607,051 | 0 | 0 | 0 | 0 | 4,607,051 |
| Total | 25,602,458 | 14,216,549 | 17,145,722 | 57,383,317 | 46,346,636 | 160,694,682 |
*The item also includes borrowings from subsidiaries and associates
The risk of changes in foreign exchange rates arises from trade receivables denominated in US dollars (USD). In recent years, the Company succeeded in achieving significantly lower accrued income in USD to the extent that USD denominated receivables are negligible, based on which the Company has opted not to hedge this item.
Management of the risk of default on the side of the counterparty or the credit risk has gained in importance in recent years. Customer defaults are being passed on to economic entities, much like a chain reaction, which significantly reduces the assessed probability of timely inflows and increases additional costs of financing the operation. Accordingly, the Company has accelerated collection-related activities in the past years and more consistently monitored trade receivables past due. In case of customers, regarding which the Company detects late payments and inconsistency in observing adopted business agreements, an advance payment system is set up for all ordered services with the aim of avoiding the late-payment culture. The latter area is positively impacted by the specific structure of Company's customers, which are predominantly major companies, freight forwarders and forwarding agents that have been the Company's business partners for a number of years.
Certain receivables have been secured with collaterals, which are returned to the customers once all obligations have been settled or cooperation has been terminated. Investments include loans, which are secured with blank bills of exchange and other movable and immovable property.
| (in EUR) | Note | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|---|
| Non-current loans granted | 13,876 | 22,592 | |
| Non-current operating receivables | 41,108 | 41,772 | |
| Current loans given | 8,716 | 8,413 | |
| Current trade receivables | 19 | 38,479,350 | 35,274,132 |
| Other current receivables | 19 | 667,917 | 983,324 |
| Cash and cash equivalents | 20 | 73,376,307 | 28,202,589 |
| Guarantees and collaterals granted | 28 | 4,970,506 | 5,810,467 |
| Total | 117,557,779 | 70,343,288 |
Having identified the optimal capital structure, the Company has set a non-current strategic goal of maintaining the debtor's share within the liabilities side below 40 percent. As at 31 December 2018, this share was at 34.5 percent, down 3.7 percent from the preceding yearend.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 | |||
|---|---|---|---|---|---|
| in EUR | share (%) | in EUR | share (%) | ||
| Equity | 362,644,966 | 65.5% | 320,652,651 | 61.8% | |
| Non-current liabilities | 137,848,415 | 24.9% | 156,033,161 | 30.1% | |
| Current liabilities | 53,048,826 | 9.6% | 42,267,096 | 8.1% | |
| Equity and liabilities | 553,542,207 | 100.0% | 518,952,908 | 100.0% |
The contractual value of audit services rendered for the Company by BDO revizija d. o. o. for the financial year 2018 is recorded at EUR 34,333, exclusive of VAT, travel costs included. The contractual value of providing assurance on financial statements for the public utility service of regular maintenance of port infrastructure intended for public transport and public utility service of collecting waste from vessels for the financial year 2018, which for the Company was carried out by BDO Revizija, d. o. o., amounted to EUR 1,640 (exclusive of VAT).
In 2018, Luka Koper, d. d. generated a net profit of EUR 58,588,955. At the year-end of 2018, the Company's Management Board earmarked half of the profit in the amount of EUR 29,294,498 to other revenue reserves pursuant to Article 230, (3) of the Companies Act. Thus, the Company's accumulated profit in 2018 was recorded at EUR 29,252,442.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Profit for the period | 58,588,995 | 33,143,408 |
| Retained net profit | -42,055 | 690,207 |
| Increase in revenue reserves | -29,294,498 | -16,571,704 |
| Total accumulated profit | 29,252,442 | 17,261,912 |
The Company's dividend policy is to maintain the stakeholders' tendency towards dividend earnings and towards using the net profit for the period in order to finance investment projects. Taking into account the financial results achieved in 2018, the appropriation of accumulated profit, which was EUR 17,261,911 as at 31 December 2018, as proposed by the Management Board is as follows:



| Cesta v Mestni log 1, Ljubljana |
|---|
| BDO Revixija d.o.o. Družba za nevidirarje UJ |
| M.Sc. Nadja Kranjc, Certified auditor |
| (in EUR) | Note | 2018 | 2017 |
|---|---|---|---|
| Revenue | 1 | 226,305,538 | 211,438,377 |
| Capitalised own products and services | 2 | 1,315,298 | 738,058 |
| Other income | 3 | 15,695,495 | 3,642,170 |
| Costs of material | 4 | -17,151,517 | -15,939,587 |
| Costs of services | 5 | -54,874,237 | -51,797,610 |
| Employee benefits expense | 6 | -62,652,761 | -54,513,475 |
| Amortisation and depreciation expense | 7 | -29,367,175 | -28,447,776 |
| Other operating expenses | 8 | -9,563,141 | -28,480,285 |
| Operating profit | 69,707,500 | 36,639,872 | |
| Finance income | 1,698,588 | 1,346,731 | |
| Finance expenses | -1,074,288 | -1,724,038 | |
| Profit or loss from financing activity | 624,300 | -377,307 | |
| Profit of associates associates |
1,658,983 1,658,983 | 1,689,933 | |
| Profit before tax | 9 | 71,990,783 | 37,952,498 |
| Income tax expense | 10 | -12,213,417 | -3,235,672 |
| Deferred taxes | 10 | -17,163 | 265,963 |
| Profit for the period | 59,760,203 | 34,982,789 | |
| Net profit attributable to the parent/controlling company | 59,741,723 | 34,961,520 | |
| Net profit attributable to non-controlling interest | 18,480 | 21,269 | |
| Net earnings per share | 11 | 4.27 | 2.50 |
| Note | 2018 | 2017 | |
|---|---|---|---|
| Profit for the period | 59,760,203 | 34,982,789 | |
| Actuarial gains/losses from post-employment benefits | 21 | -196,652 | -164,695 |
| Deferred tax on unrealised actuarial gains or losses | 17 | 13,588 | 11,100 |
| Items not to be reclassified into profit/loss in future periods | -183,064 | -153,595 | |
| Change in revaluation surplus of available-for-sale financial assets |
16 | 1,306,723 | 3,666,234 |
| Deferred tax on revaluation of available-for-sale financial assets |
17 | -247,850 | -696,585 |
| Change in fair value of cash flow hedging instruments | 99,346 | 320,525 | |
| Deferred tax on the change in fair value of cash flow hedging instruments |
17 | -18,874 | -60,900 |
| Items that might be reclassified into profit/loss in future periods |
1,139,345 | 3,229,274 | |
| Total comprehensive income for the period | 60,716,484 | 38,058,468 | |
| Total comprehensive income attributable to owners of the parent |
60,698,004 | 38,037,200 | |
| Total comprehensive income of non-controlling interests | 18,480 | 21,268 |
| Note | 31 Dec 2018 | Restated 31 Dec 2017 |
Restated 1 Jan 2017 |
|
|---|---|---|---|---|
| ASSETS | ||||
| Property, plant and equipment | 12 | 370,565,314 | 384,819,160 | 376,011,980 |
| Investment property | 13 | 14,870,578 | 15,329,841 | 18,575,530 |
| Intangible assets | 14 | 2,894,095 | 3,467,042 | 4,126,170 |
| Shares and interests in associates | 15 | 13,754,815 | 13,376,467 | 12,680,341 |
| Other non-current investments | 16 | 35,524,158 | 34,217,435 | 30,551,199 |
| Deposits and loans given | 19,378 | 22,592 | 31,005 | |
| Non-current operating receivables | 70,818 | 41,772 | 41,772 | |
| Deferred tax assets | 17 | 7,961,052 | 8,231,345 | 8,711,771 |
| Non-current assets | 445,660,208 | 459,505,654 | 450,729,768 | |
| Assets (disposal groups) held for sale | 0 | 864 | 1,372 | |
| Inventories | 18 | 1,322,412 | 1,037,066 | 809,467 |
| Deposits and loans given | 79,802 | 79,541 | 105,489 | |
| Trade and other receivables | 19 | 45,596,345 | 38,741,762 | 32,518,465 |
| Assets from contracts with customers | 0 | 210,861 | 0 | |
| Income tax assets | 0 | 4,528,725 | 0 | |
| Cash and cash equivalents | 20 | 79,583,293 | 32,374,215 | 5,826,536 |
| Current assets | 126,581,852 | 76,973,034 | 39,261,329 | |
| TOTAL ASSETS | 572,242,060 | 536,478,688 | 489,991,097 | |
| EQUITY AND LIABILITIES | ||||
| Share capital | 58,420,965 | 58,420,965 | 58,420,965 | |
| Capital surplus (share premium) | 89,562,703 | 89,562,703 | 89,562,703 | |
| Revenue reserves | 174,901,853 | 145,607,356 | 129,035,652 | |
| Reserves arising from valuation at fair value | 11,507,892 | 10,498,049 | 7,374,500 | |
| Retained earnings | 59,274,576 | 46,100,910 | 47,358,965 | |
| Equity attributable to owners of the parent | 21 | 393,667,989 | 350,189,983 | 331,752,785 |
| Non-controlling interests | 210,816 | 192,336 | 171,068 | |
| Own funds | 393,878,805 | 350,382,319 | 331,923,853 | |
| Provisions | 22 | 19,936,175 | 20,701,828 | 4,781,422 |
| Deferred income | 23 | 25,567,895 | 20,326,466 | 14,819,906 |
| Non-current loans and borrowings | 24 | 77,431,499 | 100,682,274 | 97,900,739 |
| Other non-current fianncial liabilities | 25 | 0 | 0 | 419,873 |
| Non-current trade payables | 25 | 1,380,528 | 1,045,243 | 772,086 |
| Non-current liabilities | 124,316,097 | 142,755,811 | 118,694,026 | |
| Current borrowings | 26 | 13,685,558 | 16,060,399 | 11,761,732 |
| Other current financial liabilities | 145,363 | 372,169 | 250,614 | |
| Income tax liabilities | 9,244,938 | 0 | 1,896,207 | |
| Trade and other payables | 27 | 30,971,299 | 26,907,990 | 25,464,665 |
| Current liabilities | 54,047,158 | 43,340,558 | 39,373,218 | |
| TOTAL EQUITY AND LIABILITIES | 572,242,060 | 536,478,688 | 489,991,097 |
*Adjustments are outlined in point 27.2.32 under Changes in accounting policies and Correction of an error from previous years.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net profit for the period | 59,760,203 | 34,982,789 |
| Adjustments for: | ||
| Amortisation and depreciation expense | 29,367,175 | 28,447,776 |
| Reversal and impairment losses on property, plant and equipment, and intangible assets |
180,584 | 3,990,061 |
| Gain on sale of property, plant and equipment, and investment property | -764,354 | -311,010 |
| Allowances for receivables | 554,390 | 925,112 |
| Collected written-off receivables and written-off liabilities | -1,042,922 | -119,738 |
| Reversal of provisions | -1,777,691 | -16,954 |
| Finance income | -1,698,588 | -1,346,731 |
| Finance expenses | 1,074,288 | 1,724,038 |
| Recognised result of subsidiaries under equity method | -1,658,983 | -1,689,933 |
| Income tax expense and income (expenses) from deferred taxes | 12,230,580 | 2,969,709 |
| Profit before change in net current operating assets and taxes | 96,224,682 | 69,555,119 |
| Change in operating receivables | -6,260,172 | -7,190,138 |
| Change in inventories | -285,346 | -227,599 |
| Change in assets (disposal groups) held for sale | 1,503,062 | 0 |
| Change in operating liabilities | 63,575 | -4,069,750 |
| Change in provisions | 919,502 | 15,937,360 |
| Change in non-current deferred income | 5,296,497 | 6,594,753 |
| Cash generated in operating activities | 97,461,799 | 80,599,745 |
| Interest expenses | -1,315,825 | -1,690,420 |
| Tax expenses | 1,560,246 | -9,660,604 |
| Net cash from operating activities | 97,706,220 | 69,248,721 |
| CASH FLOWS FROM INVESTMENT ACTIVITIES | ||
| Interest received | 229,329 | 130,298 |
| Dividends received – associates | 1,280,634 | 993,808 |
| Dividends received – other companies | 1,469,259 | 1,216,433 |
| Proceeds from sale of property, plant and equipment, and intangible assets | 1,487,580 | 311,893 |
| Proceeds from sale, less investments and loans given | 43,300 | 34,634 |
| Acquisition of property, plant and equipment, and intangible assets | -12,152,107 | -32,689,093 |
| Acquisition of investments, increase in loans given | -211 | -273 |
| Net cash from investing activities | -7,642,216 | -30,002,300 |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from non-current borrowings | 0 | 18,700,000 |
| Repayment of non-current borrowings | -9,565,217 | 0 |
| Repayment of current borrowings | -16,060,399 | -11,775,924 |
| Dividends paid | -17,229,310 | -19,622,818 |
| Net cash from financing activities | -42,854,926 | -12,698,742 |
| Net increase in cash and cash equivalents | 47,209,078 | 26,547,679 |
| Opening balance of cash and cash equivalents | 32,374,215 | 5,826,536 |
| Closing balance of cash and cash equivalents | 79,583,293 | 32,374,215 |
2018
| Res erv es |
ari sin alu g o n v |
Tot al e ity qu |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (in R) EU |
Sha re ital cap |
Cap ital lus sur p |
Leg al res erv es |
Oth er rev enu e res erv es |
Ret ain ed nin ear gs |
Inv est me n ts |
val ue Fin ial anc Ins tru me n ts |
Act ial uar ins d ga an los ses |
att rib uta ble of to o wn ers llin tro con g sha res |
Equ ity of n on llin tro con g inte ts res |
Tot al e ity qu |
| Bal t 31 De ber 20 17 ted * sta anc e a cem – re |
58, 420 965 |
89, 562 ,7 03 |
18, 765 ,11 5 |
126 842 241 |
46, 100 910 |
11, 671 809 |
-80 ,47 2 |
-1, 093 285 |
350 ,1 89, 986 |
192 336 |
350 382 319 |
| , | , , |
, | , | , | , | , , |
|||||
| Cha s in uity tion ith – t nge eq ran sac s w ow ner s |
|||||||||||
| Div ide nds id pa |
0 | 0 | 0 | 0 | -17 ,22 0,0 00 |
0 | 0 | 0 | -17 ,22 0,0 00 |
0 | -17 ,22 0,0 00 |
| 0 | 0 | 0 | 0 | -17 220 000 , , |
0 | 0 | 0 | -17 220 000 , , |
0 | -17 220 000 , , |
|
| Tot al c hen siv e in e fo r th eri od om pre com e p |
|||||||||||
| Pro fit f he iod or t per |
0 | 0 | 0 | 0 | 59, 741 ,72 3 |
0 | 0 | 0 | 59, 741 ,72 3 |
18,4 80 |
59, 760 ,20 3 |
| Cha in alu atio lus of fina nci al a ts, nge rev n s urp sse les s ta x |
0 | 0 | 0 | 0 | 0 | 1,0 58, 871 |
0 | 0 | 1,0 58, 871 |
0 | 1,0 58, 871 |
| Cha in fair lue of h fl hed ing nge va cas ow g ins , le tru nts ss t me ax |
0 | 0 | 0 | 0 | 0 | 0 | 80, 472 |
0 | 80, 472 |
0 | 80, 472 |
| ins/ Act ial los , le ss t uar ga ses ax |
0 | 0 | 0 | 0 | 0 | 0 | 0 | -18 3,0 64 |
-18 3,0 64 |
0 | -18 3,0 64 |
| 0 | 0 | 0 | 0 | 59, 741 ,7 23 |
1, 058 871 |
80, 472 |
-18 3, 064 |
60, 698 002 |
18, 480 |
60, 716 ,4 82 |
|
| Cha ithi ity nge s w n e qu |
, | , | |||||||||
| Allo ion of tion of ofit for the cat net pro por pr iod the uity to o nts ant to per r eq co mp one pu rsu olu tion of the Ma d S rvis ent res nag em an upe ory Boa rd |
0 | 0 | 0 | 29, 294 ,49 7 |
-29 ,29 4,4 97 |
0 | 0 | 0 | 0 | 0 | 0 |
| Oth han in ity er c ges equ |
0 | 0 | 0 | -53 ,56 1 |
0 | 0 | 53, 561 |
0 | 0 | 0 | |
| 0 | 0 | 0 | 29, 294 ,4 97 |
-29 348 058 , , |
0 | 0 | 53, 561 |
0 | 0 | 0 | |
| Bal t 31 De ber 20 18 anc e a cem |
58, 420 965 , |
89, 562 ,7 03 |
18, 765 ,11 5 |
156 ,1 36, 738 |
59, 274 ,57 6 |
12, 730 ,6 80 |
0 | -1, 222 ,7 88 |
393 ,66 7, 989 |
210 816 , |
393 878 805 , , |
*Adjustments are outlined in point 27.2.32 under Correction of an error from previous years. 2017
| Res ari sin alu atio t fa ir v alu erv es g o n v n a e |
ity Tot al e qu |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (in R) EU |
Sha re ital cap |
Cap ital lus sur p |
Leg al res erv es |
Oth er rev enu e res erv es |
Ret ain ed nin ear gs |
Inv est nts me |
ial Ins Fin anc tru nts me |
ial ga Act uar ins d los an ses |
rib ble att uta of to o wn ers llin tro con g sha res |
Equ ity of n on- tro llin con g inte ts res |
Tot al e ity qu |
| Bal t 31 De c 2 016 iou sly ted anc e a - p rev re por |
58, 420 965 , |
89, 562 ,7 03 |
18, 765 ,11 5 |
110 270 ,5 37 , |
47, 414 033 , |
8,7 02, 160 |
-34 0, 097 |
-98 7,5 63 |
331 807 853 , , |
171 068 , |
331 978 921 , , |
| s (e ) Ret ctiv r el imi ion sta tem ent nat roa e re rro |
0 | 0 | 0 | 0 | -55 068 , |
0 | 0 | 0 | -55 068 , |
0 | -55 068 , |
| Bal t 1 Jan 20 17 ted * sta anc e a – re |
58, 420 965 |
89, 562 ,7 03 |
18, 765 ,11 5 |
110 270 ,5 37 |
47, 358 965 |
8,7 02, 160 |
-34 0, 097 |
-98 7,5 63 |
331 ,75 2,7 85 |
171 068 |
331 923 853 |
| , | , | , | , | , , |
|||||||
| Cha s in uity tion ith – t nge eq ran sac s w ow ner s |
|||||||||||
| Div ide nds id pa |
0 | 0 | 0 | 0 | -19 ,60 0,0 00 |
0 | 0 | 0 | -19 ,60 0,0 00 |
0 | -19 ,60 0,0 00 |
| 0 | 0 | 0 | 0 | -19 ,6 00, 000 |
0 | 0 | 0 | -19 ,6 00, 000 |
0 | -19 ,6 00, 000 |
|
| Tot al c hen siv e in e fo r th eri od om pre com e p |
|||||||||||
| Pro fit f he iod or t per |
0 | 0 | 0 | 0 | 34, 961 ,52 0 |
0 | 0 | 0 | 34, 961 ,52 0 |
21, 268 |
34, 982 ,78 8 |
| Cha in alu atio lus of fina nci al a ts, nge rev n s urp sse les s ta x |
0 | 0 | 0 | 0 | 0 | 2,9 69, 649 |
0 | 0 | 2,9 69, 649 |
0 | 2,9 69, 649 |
| Cha in fair lue of h fl hed ing nge va cas ow g ins , le tru nts ss t me ax |
0 | 0 | 0 | 0 | 0 | 0 | 259 ,62 5 |
0 | 259 ,62 5 |
0 | 259 ,62 5 |
| ins/ Act ial los , le ss t uar ga ses ax |
0 | 0 | 0 | 0 | 0 | 0 | 0 | -15 3,5 95 |
-15 3,5 95 |
0 | -15 3,5 95 |
| 0 | 0 | 0 | 0 | 34, 961 ,5 20 |
2, 969 ,64 9 |
259 ,6 25 |
-15 3,5 95 |
38, 037 ,1 99 |
21, 268 |
38, 058 ,46 7 |
|
| Cha ithi ity nge s w n e qu Allo ion of tion of ofit for the riod cat net pro por pr pe the uity olu tion to o nts ant to r eq co mp one pu rsu res |
0 | 0 | 0 | 16, 571 ,70 4 |
-16 ,57 1,7 04 |
0 | 0 | 0 | 0 | 0 | 0 |
| of t he Ma d S rvis Bo ard ent nag em an upe ory |
|||||||||||
| Oth han in ity er c ges equ |
0 | 0 | 0 | -47 ,87 3 |
0 | 0 | 47, 873 |
0 | 0 | 0 | |
| 0 | 0 | 0 | 16, 571 ,7 04 |
-16 ,61 9,5 77 |
0 | 0 | 47, 873 |
0 | 0 | 0 | |
| Bal t 31 De c 2 017 ed* tat anc e a res – |
58, 420 965 , |
89, 562 ,7 03 |
18, 765 ,11 5 |
126 842 241 , , |
46, 100 910 , |
11, 671 809 , |
-80 ,47 2 |
-1, 093 285 , |
350 ,1 89, 986 |
192 336 , |
350 382 322 , , |
*Adjustments are outlined in point 27.2.32 under Correction of an error from previous years.
The consolidated financial statements of the Luka Koper Group (hereinafter: Group) for the year ended 31 December 2018 consist of the financial statements of the controlling company Luka Koper d. d., its subsidiaries, as well as attributable profits or losses of associates and jointly controlled entities.
Subsidiaries included in the consolidated financial statements:
Associates included in the consolidated financial statements:
Companies excluded from the consolidated financial statements as at 31 December 2018:
The companies Adria Investicije, d. o. o. and Logis-Nova, d. o. o. were not included in the consolidated financial statements as they are not considered significant for a fair presentation of the Group's financial position. They operate in a limited scope and without employees. In their books, they only disclose property. As at 31 December 2018, the balance sheet total of both was EUR 834,338. Net income for the year amounted to EUR 61,424 (Adria Investicije, d. o. o.: EUR 41,586 and Logis-Nova, d. o. o.: EUR 19,838). Both companies recorded positive amounts at the end of the year. If operations of the companies should change considerably, they would be included in the Group's consolidated statements.
Luka Koper, d. d., pristaniški in logistični sistem, with its registered office at Vojkovo nabrežje 38 in Koper, Slovenia, is the controlling company of the Luka Koper Group. Consolidated financial statements for the year ended 31 December 2018 refer to the Luka Koper Group, which contains the controlling company and its subsidiaries, jointly controlled entities and associates.
The port's core business is cargo handling and warehousing of all types of goods, which the Group supplements with diverse goods-related services and other services to secure an overall logistics support. Given the Concession Agreement, Luka Koper, d. d. maintains the port infrastructure and provides for the port's development.
The consolidated financial statements of the Luka Koper Group have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the International Accounting Standards Board (IASB), and interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) and as adopted by the European Union, and in accordance with provisions of the Slovenian Companies Act.
The Management Board of Luka Koper, d. d. approved the financial statements on 15 March 2019.
The consolidated financial statements have been prepared on a going concern basis. The statements have been prepared on the historical cost basis, except for derivatives and investments that were measured at fair value. Methods applied for fair value measurement are clarified within the note 'Fair value'.
The consolidated financial statements are presented in EUR (exclusive of cents), which is the functional currency of the controlling company.
Preparation of financial statements in conformity with IFRSs requires the management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates are formed based on past experience and expectations in the accounting period. Formation of estimates and the related assumptions and uncertainties are disclosed in the notes to individual items.
Estimates, judgements and assumptions are reviewed on a regular basis. Actual results may differ from these estimates, hence estimates and underlying assumptions are reviewed and relevant adjustments formed on an ongoing basis. Changes in accounting estimates are recognised in the period for which the estimates are modified, or in the coming periods that are impacted by respective changes.
Estimates and judgements are used primarily with the following accounting items:
Existence of possible indication of impairment for property, plant and equipment is assessed based on IAS 36. As at each reporting date, the Group assesses whether there is any indication (significant technological changes, market changes, obsolescence or physical wear and tear of individual property, plant and equipment) of possible impairment. If such indication exists, the Group is required to evaluate the recoverable value of the asset. Any asset is subject to impairment if its carrying amount exceeds its recoverable value. The recoverable value is the higher of the following two items: its fair value less selling expenses or its value in use.
A provision is recognised if the Group has legal or indirect obligations arising from a past event that can be reliably assessed, and if it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. Potential obligations are not recognised in the financial statements, as their exact amount could not be established or their actual existence will be confirmed only upon the occurrence or nonoccurrence of events in the unforeseeable future, which the Group cannot influence.
The Management of each entity regularly checks whether the settlement of a potential obligation will likely require an outflow of resources embodying economic benefits. If it becomes probable that an outflow of future economic benefits will be required, provisions for legal disputes are formed for the possible liability in the financial statements.
While assessing the useful lives of assets, the expected physical wear and economic and technical ageing is taken into account. In this relation, the Group regularly verifies the useful lives with significant assets and in case of changed circumstances, the Group changes the useful life and consequently revalues the cost of depreciation.
The Group discloses its revenue in accordance with IFRS 15. The core principle of the framework is that an entity will recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For the purpose of revenue recognition, each company applies the stage of completion method as at the date of statement of financial position i.e. for cargo handling by volume and working hours performed, for warehousing and logistics by days and volume, for maintenance upon construction situations and hours performed, for laboratory services by hours performed, and for hospitality and accommodation services by days and services rendered.
Operating income is recognised by each company when it can be reasonably expected that it will result in cash receipts, unless such receipts were already realised when revenue was generated, and their amount can be reliably measured.
Information on significant estimates about uncertainty and critical judgement in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements, was applied in the assessment of:
Based on the estimate that sufficient profit will be available in the future, the Group created deferred tax assets provided under following:
Deferred tax assets recognised under the formation of provisions for jubilee premiums and retirement benefits, are reduced by relevant amounts of provisions utilised or increased by amounts of newly formed provisions.
Given that the impairment losses on investments and receivables are not recognised as tax expenditure upon formation, the Group formed deferred tax assets in the relevant amounts. Deferred tax assets will be capitalised upon the sale or disposal of the investment or financial instrument and upon the final write-off of receivables.
The tax rate applied for calculating deductible temporary differences is 19 percent, which is also the general tax rate for corporate income tax.
Deferred tax liabilities are recognised for temporary differences arising on revaluation of available-for-sale financial assets (at fair value through equity) to a higher value, whereas on revaluation of available-for-sale financial assets to a lower value, deferred tax assets are recognised.
At the reporting date, the amount of deferred tax assets or liabilities is reassessed. If there is no sufficient amount of available taxable profits, the amount of deferred tax assets is reduced accordingly.
Obligations for defined post-employment and other benefits record the present value of retirement benefits and jubilee premiums. They are recognised on the basis of an actuarial calculation approved by the Management. The actuarial calculation is based on assumptions and assessments valid during the calculation, which may differ in the future from the actual assumptions in force at the time as a result of changes. This pertains particularly to the determination of the discount rate, the assessment of the fluctuation of employees, the assessment of the death rate and the assessment of salary growth. Due to the complexity of the actuarial calculation and the long-term nature of the item, obligations for defined benefits are sensitive to changes in the mentioned assessments.
The accounting policies detailed below were consistently applied in all the periods presented in the consolidated financial statements.
The Luka Koper Group companies apply uniform accounting policies that have been changed and adjusted to Group's policies where necessary.
Subsidiaries are entities controlled by the parent or controlling company. Control exists when the controlling company has the ability to make decisions on the company's financial and business policies in order to obtain benefits from its operations. In assessing control, potential voting rights that might currently be exercised or replaced are taken into account as regards their existence and effect. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.
Associates are those entities in which the Group has significant influence but not control over the financial and operating policies. Investments in associates are initially recognised at cost and thereupon accounted for under the equity method. The consolidated financial statements of the Luka Koper Group comprise the company's share and profits and losses of jointly controlled entities, accounted for under the equity method upon the adjustment of accounting policies from the date when significant influence begins until the date when it ends. If the Group's share in the losses of associates exceeds their share, the carrying amount of the Group's share is reduced to zero, whereas the share in further losses is no longer recognised.
Balances and any unrealised gains and losses or income and expenses arising from intragroup transactions are eliminated in preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is evidence of impairment.
Transactions in foreign currency are translated into euro at the reference exchange rate of the European Central Bank prevailing at the transaction date. Monetary assets and liabilities expressed in foreign currency as at the date of the statement of financial position are translated at the reference exchange rate of the ECB at the final day of the accounting year. All differences resulting from foreign currency translation are recognised in the income statement.
Items of property, plant and equipment are carried at cost. Under the cost model, an item of property, plant and equipment is carried at its cost less accumulated depreciation and accumulated impairment losses. The manner and methods used in the valuation of assets due to impairment are described in the section 'Impairment of property, plant and equipment'. The cost of an item of property, plant and equipment is equal to the monetary price on the date of the asset's recognition.
In addition to property, plant and equipment being acquired, the item of assets being acquired also includes advances for acquiring property, plant and equipment.
Parts of property, plant and equipment with different useful lives are treated as individual assets that are depreciated during the estimated useful life.
Land is accounted for separately and is not subject to depreciation.
Pursuant to IAS 23, the purchase cost of property, plant and equipment can also include borrowing costs if they can be directly associated to the purchase, construction or production of an asset in the course of construction. If the Company or Group agrees on a general borrowing which cannot be directly associated with the purchase of an asset in the course of construction, it will capitalise a proportionate share of costs calculated using the weighted annual interest rate by taking into account interest rate hedging, but solely for major investments (value and construction period exceeding EUR 1 million and 12 months, respectively). Investments with durations of several years that witnessed no inputs in the reporting period (halted investments) are excluded from the method of capitalising interest.
Borrowing costs are capitalised until the asset is in the course of construction. When the asset is transferred to use, borrowing costs are no longer capitalised. The amount of borrowing costs capitalised in the period must not exceed the borrowing costs which arise in the same period.
Subsequent expenditure incurred to replace a component of an item of property, plant and equipment increases its cost under the recognition principle. The replaced component is no longer subject to recognition. Other subsequent expenditure is capitalised only when it could potentially increase the future economic benefits embodied in the item of property, plant and equipment. All other expenditure is expensed when incurred.
In each period, depreciation charge is recognised in the income statement. An asset is subject to depreciation when it is made available for use. The items of property, plant and equipment are depreciated under the straight-line method of depreciation, considering the assessed economic life of an individual asset. The depreciation method used is reassessed at the end of each financial year. As a rule, the residual value of an asset is considered only for significant items of property, plant and equipment as is their cost of disposal. Land, assets being acquired, non-current assets classified to disposal groups (held for sale) and works of art are not depreciated. Useful lives applied with property, plant and equipment
| Assets | 2018 | 2017 |
|---|---|---|
| Buildings | 16.67–66.67 years | 16.67–66.67 years |
| Transport and transhipment equipment | 5–17.86 years | 5–17.86 years |
| – locomotives | 6.67–10 years | 6.67–10 years |
| – forklifts, shippers | 8 years | 8 years |
| Computer hardware | 4–5 years | 4–5 years |
| Other equipment | 4–10 years | 4–10 years |
are as follows:
The carrying amount of an individual item of property, plant and equipment is derecognised upon its disposal or when no future economic benefits are expected from the asset's use or disposal. Any profit or losses resulting from disposal of individual item of property, plant and equipment is determined as the differences between the revenue from disposal and the carrying amount and are included in profit or loss.
Investment properties are held to bring rent and/or increase the value of the non-current investment. Investment property is measured under the cost model. Depreciation is accounted for under the straight line depreciation method based on the estimated useful life of each asset or its components. Land is not depreciated. Facilities under lease are divided into individual parts according to their estimated useful lives. The following depreciation rates are used for investment property:
| Investment property | 2018 | 2017 |
|---|---|---|
| Buildings | 16.67–66.67 years | 16.67–66.67 years |
Initially, intangible assets are recognised at cost. After initial recognition, they are recognised at their cost reduced by accumulated amortisation and accumulated impairment losses.
Amortisation begins when an asset is ready for its use, i.e. when the asset is on the location and in the condition necessary for it to operate as intended.
The carrying amount of an item of intangible assets with final useful life is reduced using the straight-line amortisation method over the period of its useful life. All intangible assets have finite useful lives.
The amortisation period and amortisation method for an intangible asset with finite useful life is reviewed at least at each financial year-end. If the asset's expected useful life differs significantly from previous estimates, the amortisation period is adjusted accordingly.
The useful life of an item of intangible assets that arises from contractual or other legal rights does not exceed the period of these contractual rights or legal rights, however, it may be shorter, depending on the period during which the asset is expected to be used. The assessed useful life of other items of intangible assets is 10 years (the applied useful lives are presented in the table below).
| Intangible assets | 2018 | 2017 |
|---|---|---|
| Non-current property rights | 5–10 years | 5–10 years |
| Development costs | 10 years | 10 years |
Investments in associates are measured at cost. On each date of the statement of financial position, the Group assesses whether there is any indication of impairment. Any impairment loss on investment is recognised in the income statement.
Financial instruments are classified into the following categories:
Financial instruments measured at amortised cost,
Financial assets measured at fair value include investments in equity securities and investments in other shares and securities. On initial recognition, they are measured at fair value increased by the cost of the transaction relating to the acquisition of an individual financial asset.
Investments in equity securities are classified as assets measured at fair value through comprehensive income, which is why the Group recognises any changes in other comprehensive income under equity. Upon derecognition, gains or losses are recognise through retained earnings. Additions and disposals are recognised as at the trading date.
Investments in other shares and securities, with regard to which there is no active market, are classified as assets measured at fair value through profit or loss.
Loans and receivables are recognised on the settlement date and measured at amortised cost using the effective interest rate method.
Non-current and current receivables are carried separately in books of account. Interest arising on stated receivables is recorded among off balance sheet items. Upon recognition, non-current and current trade receivables are disclosed at contractually agreed amounts or as recorded in the relevant accounting documents. Receivables where recovery procedures have been initiated or where debtors are in one of the insolvency procedures are transferred by the Group to bad and doubtful receivables. Other operating receivables include short-term deferred costs or expenses and accrued income.
The Group companies form revaluation allowances for all past due trade receivables and interest receivables based on age structure and individual assessment. Allowances for receivables due from companies in bankruptcy or liquidation procedure are formed immediately once such proceeding begins, in their full amount (100 percent). In accordance with the IFRS 9 which introduces new requirements for the measurement of financial assets and recognition of their impairment, the Group companies have formed an impairment model for trade receivables based not only on realised credit losses as was the case with IAS 39, but also based on expected credit losses. The Group also forms allowances for receivables resulting from non-maturity receivables on the basis of risk assessment. Assessment of risk is composed of the customer's credit rating which is formed by the Company based on own criteria, and also results from the customer's country of origin. Impairment losses are charged to revaluation operating expenses associated with receivable.
On initial recognition, borrowings are carried at fair value and thereupon at amortised cost using the effective interest rate method. In terms of maturity, borrowings are classified into non-current and current financial liabilities. On the last day of the year, all financial liabilities maturing next year are reclassified to current financial liabilities. Borrowings are insured with bills of exchange and certain loan covenants, whereby one borrowing is collateralised with assignment of receivables.
Cash comprises cash in hand and sight deposits, deposits redeemable at notice or deposits with maturities of up to three months.
Inventories are measured at cost or net market value, whichever is lower. An item of the materials inventory is measured at cost, which comprises the purchase price, import duties and other non-refundable purchase taxes, and direct costs of purchase. Non-refundable purchase taxes also include non-refundable VAT. The purchase price is reduced by trade discounts. The weighted average price method is used for reducing the materials inventory. Small tools put in use are immediately transferred among costs. Inventories are not subject to revaluation due to increases.
The share capital of the Group in the amount of EUR 58,420,965 consists of 14,000,000 ordinary no-par value shares that are freely transferable. The nominal value of a share is EUR 4.17.
The Group records legal reserves in the amount of at least 10% of share capital as required by the Companies Act (ZGD-1). Legal reserves and share premium are not included in the accumulated profit and are not subject to distribution. The Group has no statutory reserves, as they are not envisaged under the articles of association.
Reserves arising on valuation at fair value comprise reserves arising from valuation of investments measured at fair value and with respect to unrealised actuarial gains and losses.
Retained earnings consist of all accumulated undistributed net profits of previous years and the unappropriated portion of the net profit for the period.
Dividends are recognised in the Group's financial statements once the decision on the distribution of dividends is adopted by the general meeting.
As at 31 December 2018, the Group had no authorised capital.
The Group forms provisions for disputes and damages related to alleged business offences. Provisions are formed and their amount determined in consideration of the following criteria:
In accordance with statutory requirements and the collective agreement, the Group is obligated to pay jubilee premiums and termination benefits on retirement. These payments are measured using the method of accounting that requires that an actuarial liability is assessed on the basis of expected salary growth from the valuation date until the employee's anticipated retirement. This means that benefits are accrued in proportion to the work performed. The assessed liability is recognised as the present value of expected future expenditure. Anticipated salary growth and employee turnover are also considered as part of measurement.
Actuarial gains or losses for termination benefits in the current year are recognised in other comprehensive income under equity based on an actuarial calculation, whereas current and previous employee benefits and interest expenditure are recognised in profit or loss. Current employee benefit costs and interest expenditure as well as actuarial gains or losses are recognised in profit or loss for jubilee premiums.
The calculation of provisions for retirement benefits and jubilee premiums is based on the actuarial calculation as at 31 December 2018, using data as at 31 December 2018 which took into account the following assumptions:
Non-current deferred income is recognised if over a period exceeding one year, it covers the anticipated expenses.
The Group forms non-current deferred income for regular maintenance of port infrastructure. Non-current deferred income for maintenance is formed if costs of the public utility service of regularly maintaining the port infrastructure are formed up to the amount that corresponds to the amount of revenues from port dues. In the event of costs exceeding revenues from port dues, non-current deferred income is derecognised in the amount of the surplus.
All kinds of government grants are initially recognised in the statement of financial position as deferred income when there is assurance that the Group will receive such grants and meet the related terms. Government grants to cover costs are consistently recognised in profit or loss in the periods when the relevant costs that these revenues are supposed to cover are incurred.
In compliance with the Maritime Code, Luka Koper, d. d. and the Government of the Republic of Slovenia regulated their relations in the Port of Koper in September 2008 by entering into a Concession Agreement within the Decree on the Administration of the Freight Port of Koper, Port Operations, and on Granting the Concession for the Administration, Management, Development and Regular Maintenance of its Infrastructure, and defined the concession relationship for the period of 35 years from the date of concluding the Agreement.
Pursuant to provisions of the Concession Agreement, the concession operator is required to keep its books of account in a way that provides for separate financial monitoring of the activity, which is carried out on the basis of exclusive rights granted.
In its books of account, Luka Koper, d. d. keeps separate records of income from port tax in an individual year and of costs of performing concessions activities. Any income surplus generated through port duties over maintenance costs relating to port infrastructure is kept by the concession provider as short-term deferred income for costs of maintaining the port infrastructure in the coming years as required by Article 9.3. of the Concession Agreement. Financial monitoring of the public service is based on policies and principles of cost accounting and criteria of separate bookkeeping. In 2018, the Company updated the criteria since a maintenance unit from a subsidiary was merged into it as of 1 October 2018. The change of criteria was adopted by the supervisory body of Luka Koper, d. d., in December 2018.
In accordance with the Concession Agreement concluded with the Republic of Slovenia and the criteria approved by the latter, Luka Koper, d. d. forms non-current deferred income for ordinary maintenance of port infrastructure in the amount equal to the surplus of income from port dues over the related costs of the public service. In the event of costs exceeding revenues from port dues, non-current deferred income is derecognised in the amount of the surplus.
Luka Koper, d. d., as the concession operator, obtained from the Republic of Slovenia, as the concession provider, the exclusive right for performing port activities of cargo operation and maritime passenger transport in the port area, and the related exclusive right for port administration and management, and for the administration and development of port infrastructure not intended for public transport, and pursuant to Article 44 of the Maritime Code, also the exclusive right to perform public utility service of regular maintenance of the port infrastructure that is intended for public transport.
Furthermore, pursuant to Article 7.9.6. of the Concession Agreement, Luka Koper, d. d., keeps records on investments made in port infrastructure in each financial year. Luka Koper, d. d., is required to indicate investments in each individual year in a special appendix to the annual report, which is to be examined and approved by a certified auditor.
In accordance with Article 10.1. the Concession Agreement, Luka Koper, d. d., pays a concession tax, which amounts to 3.5% of the annual revenue generated less port dues collected in the relevant year The basis for levying the concession tax is the audited income statement of Luka Koper, d. d. The annual concession tax amount is paid in monthly instalments of advance payments calculated not later than by 30 July of the current year on the basis of audited data for the previous calendar year. Port dues account for 4 percent of the controlling company's operating income and are in terms of their content a constituent part thereof. The amount of port dues is defined by Luka Koper, d. d. in agreement with the government. The remaining 96 percent of the controlling company's operating income is generated through rendering of services of cargo handling and warehousing, whose fees and prices are formed on the basis of market regularities. The development and overhaul of the port infrastructure is carried out by the controlling company in its own capacity and on its own behalf. Upon the concession's expiry, the concession operator is entitled to the refund of unamortised part of investments. Given the above-mentioned provisions of the Concession Agreement, the Group shall not apply IFRIC 12.
The public utility service of collecting waste from vessels in the Koper port area is being performed in line with the Decree on the method, subject and conditions for the provision of national public utility service of collecting waste from vessels (Official Gazette of RS, No. 59/2005), and the Decree on port reception facilities for ship-generated waste and cargo residues (Official Gazette of RS, No. 78/2008). These services comprise regular reception of ship-generated waste and cargo residues, installation of port facilities for reception of shipgenerated waste and cargo residues in accordance with regulations governing port reception facilities, receipt of messages about intended delivery of ship-generated waste and cargo residues, separate collection, sorting and storage of accepted waste and cargo residues by using port reception facilities, delivery for processing with a view of re-use, recycling or disposal of processing residues in accordance with environmental protection regulations governing waste management, and informing the public and users about the manner of delivering waste and cargo residues. For purposes of reports within the public utility service of collecting waste from vessels, Luka Koper, d. d., based on provisions of the Transparency of Financial Relations and Maintenance of Separate Accounts for Different Activities Act has taken into account the principles of cost accounting and criteria of separate bookkeeping. In 2018, the Company devised the criteria which were adopted by the supervisory body of Luka Koper, d. d. in December 2018.
Until 31 December 2016, Luka Koper, d. d., was performing the public utility service of collecting waste from vessels through its subsidiary Luka Koper INPO, d. o. o., which acted as its performance assistant. The two companies had an agreement of cooperation between them. Luka Koper INPO, d. o. o., is fully controlled by Luka Koper, d. d., and the companies are considered to form a single economic unit based on the settled case law of the European Court of Justice. As at 1 January 2017, the companies signed an annex to the agreement stipulating, among others, that as at 1 January 2017, Luka Koper INPO, d. o. o., as the performance assistant shall perform the public utility service of collecting waste from vessels in the Koper port area in the name and for the account of Luka Koper, d. d.
On initial recognition, borrowings are carried at the amount of the principal withdrawn. All interest is recorded in the profit or loss based on the effective rate method since all the associated costs are recorded in profit or loss, distributed evenly throughout the period of loan repayment.
Non-current operating liabilities include collaterals received for rented business premises and for the operation of the tax warehouse. Current trade liabilities and payables to the state and employees are shown separately. Other operating liabilities include short-term deferred income and short-term accrued costs or expenses.
Income tax is accounted for in compliance with provisions of the Corporate Income Tax Act. The basis for the income tax calculation is the gross profit increased by the amount of nondeductible expenditure and reduced by the amount of statutory tax relief. Such basis is used for accounting the corporate income tax liability. As for 2018, income tax liability was calculated at the rate of 19 percent.
In order to disclose an appropriate profit and loss for the reporting period, the Group also accounted for deferred taxes. These are disclosed as deferred tax assets and deferred tax liabilities. In accounting for deferred taxes, the balance sheet liability method was applied. The carrying amount of assets and liabilities was compared with their tax value, and the difference between both was defined as either permanent or temporary. Temporary differences were subdivided into taxable and deductible differences. Taxable temporary differences increased the Group's taxable amounts and deferred tax liabilities. Deductible temporary differences decreased the Group's taxable amounts and increased deferred tax assets.
Deferred tax assets are offset against deferred tax liabilities if a legally enforceable right exists to offset current tax assets against current corporate income tax liabilities and the deferred taxes involve the same taxable legal entity and the same tax authority.
The basic and diluted earnings per share were calculated by dividing the net profit for the period with the weighted average number of ordinary shares in issue.
The Group's core business is cargo handling and warehousing of all types of goods, goodsrelated services, and other related services. The respective services are all carried out in Slovenia, for both local as well as foreign customers. Foreign customers come from European markets, which are considered most significant for the Group, as well as from Asia and America. The Group's customers include the world's largest shipping companies, major international corporations, end-users of our services, and other major and smaller domestic and foreign companies that deem the Port of Koper as the provider of the fastest and highest quality logistics service.
The Group discloses its operating income in accordance with IFRS 15. The Group has recognised all active contracts concluded with foreign entities and judged them using the five steps required by the standard. An analysis of contracts with customers has shown that they all meet the criteria of the new standard for revenue recognition; performance obligations are defined adequately in contracts, allowing their classification and measurement, and determining when they might be satisfied. The majority of revenue results from contracts defined as simple supply of services. Since the contracts include no separately identifiable obligations, the Group deems its valid accounting policy for recognition of revenue to be in line with the new requirements of IFRS 15.
The prices in the Group are set at fixed or variable rates. Variable rates occur when the Group offers a volume discount. Volume discounts are achieved based on agreed transhipment volumes.
Income from services rendered is recognised using the stage of completion method as at the date of the statement of financial position. Under the method, income is recognised in the accounting period in which the services are rendered. The amount of each significant category of revenue recognised in the accounting period is disclosed, as well as revenue generated in connection with domestic and foreign customers.
Rental income primarily comprises income from investment property i.e. income generated from facilities and land that are leased out under operating lease Rental income is recognised within operating income.
Other operating income comprises revaluation operating income from the sale of property, plant and equipment, subsidies, donations, insurance proceeds and other income. Government grants and other subsidies primarily refer to funds received for activities within the European development projects that aim to increase the port's competitiveness, energy efficiency, environmental safety, and ensuring efficient port processes. Subsidies received to cover the costs incurred are recognised strictly as income in the periods when the relevant costs that this income is supposed to cover are incurred.
Income from utilising retained wage contributions is recognised in compliance with the Vocational Rehabilitation and Employment of Disabled Persons Act in the amount of eligibly used funds.
Other income is recognised when it can be justifiably expected that cash receipts will flow from them.
Finance income comprises interest income from loans, default interest on late payment of services and receivables, dividend income, income from disposal of available-for-sale financial assets, and foreign exchange gains. Interest income is recognised when accrued using the effective interest method. Dividend income is recognised in profit or loss when a shareholder's right to payment is established.
Finance expenses comprise interest costs on borrowings, foreign exchange losses and impairment losses on financial assets recognised through profit or loss. Costs of borrowings and approval of these are recognised in the profit or loss over the entire maturity of the borrowings.
Costs are recognised as expenses in the accounting period in which they are incurred. They are classified according to their nature. Costs are carried and disclosed by types. Expenses are recognised if decreases in economic benefits during the accounting period are associated with decreases in assets or increases in liabilities, and those decreases can be measured reliably.
If there is any indication that an asset may be impaired, the asset's recoverable amount is assessed in accordance with IAS 36. When the asset's recoverable amount cannot be assessed, the Group determines the recoverable amount of cash generating unit to which the asset belongs. Impairment loss is recognised in the income statement. Impairment losses should be reversed if the estimates used to determine the asset's recoverable amount have changed. Impairment loss is reversed up to the amount to which the increased carrying amount of an asset does not exceed the carrying amount that would be established after deducting depreciation if impairment loss on the asset was not recognised in previous years. The reversal of the impairment loss is recognised as revenue in profit or loss.
On each reporting date, financial assets are tested for impairment using criteria set out in the accounting manual in order to determine whether there is any objective evidence of financial asset's impairment. If such objective evidence exists, the Group calculates the amount of impairment loss.
When the Group determines that investments carried at amortised cost should be impaired, the amount of the loss is measured as the difference between the investment's carrying amount and the present value of expected future cash flows discounted at the original effective interest rate. The amount of impairment loss is recognised in profit or loss. When the reasons for impairment of an investment cease to exist, the reversal of the impairment of the investment carried at amortised cost is recognised in profit or loss.
When the Group determines that investments in subsidiaries and associates carried at cost should be impaired, the impairment loss is recognised in profit or loss as the difference between the carrying amount of the financial asset and the present value of estimated future cash flows (or other assessed value) discounted at the current market rate of return for similar financial assets.
The statement of other comprehensive income outlines the net profit or loss for the period as well as other comprehensive income inclusive of items that will be reclassified to profit and loss at a future date and those that will never be reclassified to profit or loss in accordance with the provisions and requirements of other IFRSs.
The Group's statement of cash flows is presented by applying the indirect method, on the basis of items reported in the statement of financial position as at 31 December 2018 and 31 December 2017, as well as items in the income statement for the financial year then ended, inclusive of any necessary adjustments of the cash flow.
The statement of changes in equity outlines changes in individual equity components during the financial year (total income and expenses, in addition to transactions with stakeholders that act owners), inclusive of the net profit or loss distribution. The statement of other comprehensive income is also included which increases net profit of the accounting period by total revenue and expenses directly recognised in the equity.
The Group monitors and strives to manage risks at all levels of business. In the assessment of risks, various risk factors are considered. Efficient risk management is ensured by timely identification and management of risks and by relevant guidelines and policies, which are laid down in documents of the overall management system.
The Group's operations are exposed to strategic, operational and financial risks, which largely depend on market laws and thereby requires active and ongoing monitoring. Procedures for risk identification are described in the business report's chapter Risk management. In addition to strategic and operational risks, the Group also faces financial risks, of which the most significant ones include the risk of fair value changes, interest rate risk, liquidity risk, currency risk and credit risk, as well as the risk of adequate capital composition. How financial risks are identified and managed within the Group is disclosed in Note 30 'Financial instruments and financial risk management'.
Fair value is used with financial assets value at fair value. All other financial statement items are presented at cost or amortised cost.
In measuring the fair value of a non-financial asset, the Group must take into account the market participant's ability to generate economic benefits by using the asset at its highest and best use or by selling it to another market participant that would use the asset at its highest and best use.
The Group uses valuation techniques that are appropriate under the given circumstances and for which there is enough data available, mainly based on the use of appropriate market inputs and the minimum use of non-market inputs.
All assets and liabilities that are measured or disclosed at fair value in the financial statements are classified into a fair value hierarchy based on the lowest level of inputs required for measuring the total fair value:
At the end of each reporting period, the Group determines whether any transitions between levels occurred in the case of assets and liabilities recognised in the financial statements for previous periods by re-examining the distribution of assets, taking into account the lowest level of inputs required for measuring the total fair value.
The fair value measurement hierarchy of the Group's assets and liabilities is presented in Note 30.
The standards and interpretations presented below were not yet effective until the date of separate financial statements or have not yet been confirmed by the European Union. Relevant standards and interpretations will be applied in preparing the Group's financial statements upon their entry into force.
Based on these amendments, particular financial assets with a prepayment feature enabling the contractual party to receive or have to pay reasonable additional compensation for early terminations of contracts (which is considered "negative compensation" by the holder of a financial asset), are measured at amortized cost or at fair value through other comprehensive income.
Amendments are effective for annual periods beginning on or after 1 January 2019.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The scope of application of IFRS 15 comprises leases of all assets with a few exceptions. Pursuant to the Standard, lessees should recognise all leases through profit and loss under a single lessee accounting model without making a distinction between an operating or a finance lease, in the same manner that finance leases are recognised pursuant to IAS 17. IFRS 16 supersedes IAS 17 – Leases and related interpretations. The Standard allows two exemptions in recognising assets, i.e. when the underlying asset is of low value (such as personal computers) and short-term leases (leases with a term of less than 12 months). As at the date of the beginning of lease, the lessee is required to recognise the obligation to make lease payments (i.e. a lease liability) and the asset representing the right to use the underlying leased asset for the duration of the lease (i.e. a right-of-use asset).
Under IFRS 16, the contract contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Lessees shall recognise separately interest expense with respect to the lease liability and depreciation costs from the right-of-use asset. The right-of-use asset is depreciated, and interest is added to the liabilities. This results in a concentrated pattern of expense for most leases, even if the lessee pays a fixed annual rent. If certain events should occur (such as changes in the lease period, changes in the value of future lease payments due to variations in the index or rate, based on which lease payment is determined), lessees shall have to remeasure the lease liability). In general, lessees recognise the remeasurement value of lease liability as an adjustment to the right-of-use asset.
The introduction of the new standard will not substantially change the lease accounting for the lessor and from the lessor's perspective, the distinction between the operating lease and finance lease remains in force.
For the lessor, accounting requirements are not considerably different from those in force under IAS 17.
The IFRS 16 Standard is applicable to annual periods beginning on or after 1 January 2019. The lessee may decide to apply the standard retroactively in full or in part. Transitional provisions of the Standard allow for certain facilitating measures. Earlier application is permitted, but only if the company has already applied IFRS 15.
The Group has examined and analysed all lease contracts. The standard allows for exemptions in the recognition of leases, i.e. for leases with a lease term of 12 months or less, and for leases where the underlying asset has a low value. The Group has elected to apply exemptions and thus accounts for lease payments as an expense also in 2019. There are two possible transitions to the new standard; the Group has opted for transition without affecting its statement of financial position (modified retrospective method).
Based on analysis results, the Group has estimated the values of the right-of-use and lease liability which will affect the statement of financial position, and the effects of the transition to the statement of financial position. Values of the right-of-use and lease liability have been estimated by discounting the future cash flows for the period of lease. Cash flows are discounted based on a pondered interest rate realised by the Group when raising noncurrent loans. Depreciation resulting from the right-of-use is calculated based on the remaining lease term.
The impact of IFRS 16 application on consolidated financial statements has been estimated as follows:
| (in EUR) | 1 Jan 2019 |
|---|---|
| ASSETS | 694,735 |
| Right-of-use | 694,735 |
| LIABILITIES LIABILITIES |
694,735 |
| Lease liabilities | 694,735 |
| (in EUR) | 2019 |
|---|---|
| Depreciation of right-of-use | -287,361 |
| Rentals | 290,344 |
| Operating profit profit | 2,982 |
| Finance lease expenditure | -4,691 |
| Profit before tax | -1,709 |
| (in EUR) | IFRS 16 | IAS 17 |
|---|---|---|
| Depreciation of right-of-use | -287,361 | 0 |
| Rentals | -245,828 | -536,172 |
| Operating profit profit | -533,190 -533,190 | -536,172 -536,172 |
| Finance lease expenditure | -4,691 | 0 |
| Profit before tax | -537,881 -537,881 | -536,172 -536,172 |
The interpretation is to be applied to the determination of taxable profit when there is uncertainty over income tax treatments under IAS 12 –Income Taxes. The interpretation introduces guidelines for whether uncertain income tax treatments should be considered independently or collectively; taxation authorities' examinations; the use of an appropriate method reflecting the uncertainty while also taking into account any changes to facts and circumstances.
Interpretations are effective for annual periods beginning on or after 1 January 2019.
The Group does not expect for these interpretations to have a significant impact on its consolidated financial statements.
The amendments refer to the question whether in the event of long-term interests (particularly in the light of requirements to weaken long-term interests in associates and joint ventures that form part of the "net investment" in such associates or joint ventures) the company should apply IFRS 9, IAS 28, or a combination of both. The amendments clarify that when accounting for long-term interests that are not measured by the equity method, a group company applies IFRS 9 – Financial Instruments before applying IAS 28. When applying IFRS 9, a group company does not take into account any adjustments of the carrying value of long-term interests, which derive from the IAS 28.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The amendments clarify the definition of 'material' and how it should be used. According to the new definition, "Information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity." The Board has also further clarified the explanation that accompanies the definition. The amendments also ensure that the definition of 'material' complies with any IFRS standards.
The amendments are effective for annual periods beginning on or after 1 January 2020. Earlier application of amendments is permitted.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The amendments to the accounting standard require from entities that the current service cost and net interest for the remainder of the annual reporting period after a benefit plan amendment, curtailment or settlement are determined using updated actuarial assumptions. The amendments also clarify the impact of plan amendment, curtailment or settlement on the required asset ceiling.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application of amendments is permitted.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
IASB has published amendments to the definition of a business (Amendments to standard IFRS 3) aimed at resolving the difficulties that arise when an entity determines whether it has acquired a business or a group of assets.
The amendments are effective for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after 1 January 2020, and for asset acquisitions that occur on or after the beginning of that period. Earlier application is permitted.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The amendments address an acknowledged inconsistency between IFRS 10 and IAS 28 relating to how to account for transactions in which a parent entity loses control of a subsidiary by selling it or contributing it to an associate or joint venture. The amendments clarify that a group company must recognise a full gain or loss when a sale or contribution of assets between an investor and an associate or a joint venture involves a business as defined in IFRS 3. A gain or loss from sale or contribution if the asset transferred does not contain a business must be recognised partially up to the amount of the share of unrelated investors in an associate or joint venture. The International Accounting Standards Board has deferred the effective date indefinitely. A group company opting for early adoption of these amendments must apply them to future periods.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
On 29 March 2018, the International Accounting Standards Board (IASB) issued its revised Conceptual Framework for Financial Reporting. The Conceptual Framework sets out the fundamental concepts for financial reporting, determining standards and guidance for preparers who develop consistent accounting policies, and to assist understanding and interpretation of the standards. The Board has also issued a separate accompanying document, Amendments to References to the Conceptual Framework in IFRS Standards, which sets out the amendments to affected standards in order to update references to the revised Conceptual Framework. The Board aims to provide support to companies that use the Conceptual Framework to develop accounting policies when no IFRS Standard applies to a particular transaction in their transition to the revised conceptual framework. For preparers who use the Conceptual Framework to develop accounting policies, the revised Conceptual Framework is effective for annual reporting periods beginning on or after 1 January 2020.
The Group has been reviewing the impact of the new conceptual framework and shall apply it upon its entry into force.
The amendments to IFRS 3 clarify that when a group company obtains control of a business that is a joint operation, it remeasures previously held interests in that business. The amendments to IFRS 11 clarify that when a group company obtains joint control of a business that is a joint operation, the group company does not remeasure previously held interests in that business.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application is permitted.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The amendments clarify that a group company must recognise the income tax consequences of dividends classified as equity where past transactions or events that generated distributable profits are recognised.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application is permitted.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The amendments clarify Article 14 of the standard stating that if any specific borrowing remains outstanding after the related asset is ready for its intended use or sale, that borrowing becomes part of the funds that an entity borrows generally.
The amendments are effective for annual periods beginning on or after 1 January 2019. Earlier application is permitted.
The Group does not expect for these amendments to have a significant impact on its consolidated financial statements.
The Group has updated its valid accounting policies in accordance with the requirements of the standards IFRS 9 and IFRS 15 which became effective on 1 January 2018, and has modified its treatment and disclosure of events.
In July 2014, the International Accounting Standards Board issued the final version of the standard IFRS 9 Financial Instruments containing the requirements of all individual phases of the project to replace the standard IAS 39 Financial instruments: Recognition and measurement and all the previous versions of the IFRS 9 standard. The IAS 39 exception for a fair value hedge of an interest rate exposure of a portfolio of financial assets or financial liabilities continues to apply, and entities have an accounting policy choice between applying the hedge accounting requirements of IFRS 9 or continuing to apply the existing hedge accounting requirements in IAS 39 for all hedge accounting. The revised standard introduces new requirements for the classification and measurement of financial assets and liabilities, recognition of their impairment and hedge accounting. Although the permissible measurement bases for financial assets – amortised cost, fair value through other comprehensive income (FVOCI) and fair value through profit and loss (FVTPL) – are similar to IAS 39, the criteria for classification into the appropriate measurement category are significantly different.
A financial asset is measured at amortized cost if the following two conditions are met:
In addition, for a non-trading equity instrument, a company may elect to irrevocably present subsequent changes in fair value (including foreign exchange gains and losses) in other comprehensive income. These subsequent changes are not reclassified to profit or loss under any circumstances. Debt instruments measured at fair value through other comprehensive income, interest revenue, expected credit losses and foreign exchange gains and losses are recognised in profit or loss in the same manner as amortised cost assets. Other gains and losses are recognised in other comprehensive income and are reclassified to profit or loss on derecognition. The impairment model in IFRS 9 replaces the 'incurred loss' model in IAS 39 with an expected credit loss' model, which means that a loss event will no longer need to occur before an impairment allowance is recognised. IFRS 9 includes a new general hedge accounting model, which aligns hedge accounting more closely with risk management. The types of hedging relationships – fair value, cash flow and foreign operation net investment – remain unchanged, but additional judgement will be required. The standard contains new requirements to achieve, continue and discontinue hedge accounting and allows additional exposures to be designated as hedged items. Extensive additional disclosures regarding an entity's risk management and hedging activities are required.
The standard was adopted by the EU on 22 November 2016. The revised standard IFRS 9 is effective for accounting periods beginning on or after 1 January 2018. The restatement of prior periods is not required, and is permitted only if information is available without the use of hindsight. Earlier application is permitted. Amendments to the standard must be applied retrospectively, however, presentation of compared data is not compulsory. Earlier application of previous versions of standard IFRS 9 which were published in the years 2009, 2010 and 2013 shall be permitted provided that the Group carried out the transition to IFRS at any time before 1 February 2015.
Presentation of classification of financial Instruments according to IFRS 9:
| Item | IAS 39 | IFRS 9 |
|---|---|---|
| Other investments measured at cost Available-for-sale assets | Investments at fair value through profit or loss | |
| Other investments measured at fair fair value |
Available-for-sale assets | Investments at fair value through other comprehensive income |
| Loans given | Loans and receivables | Assets measured at amortised cost |
| Trade receivables | Loans and receivables | Assets measured at amortised cost |
| Cash and cash equivalents | Loans and receivables | Assets carried at amortised cost |
Other investments measured at cost have been classified under investments measured at fair value through profit or loss since the new standard requires the Group to establish fair value upon each reporting to external users. The criterion for classifying them is the type of investment, whether it is an investment in shares or securities. The fair value measurement of investments in securities is disclosed through comprehensive income while the valuation of investments in shares is recognized through the income statement. The aim of measuring fair value is to determine the price at which a regular transaction to sell an asset or to transfer a liability between market participants would take place at the measurement date. The fair value of a non-financial asset is measured by taking into account the ability of a market participant to maximise the value of an asset by using it (IFRS 13). For trade receivables, the Group has formed a new impairment loss measurement model based not only on realised credit losses, as is the case with IAS 39, but also on expected credit losses. At each reporting date, the Group measures the value adjustment of a financial Instrument for loss as the amount equal to expected credit losses over the entire period. To this end, the Group defined a new impairment model that is not based solely on the creation of a value adjustment for outstanding receivables, but also on the creation of a value adjustment arising from non-past due receivables. For non-past receivables, the Group defined the risk classes based on the credit rating of the buyer and on the basis of the buyer country:
| Non past due receivables Non receivables |
Percentage of value adjustment for receivable |
||||
|---|---|---|---|---|---|
| Very low | 0.10% | ||||
| Low | 0.20% | ||||
| Medium low | 0.30% | ||||
| Low | 0.40% | ||||
| Medium high | 0.50% | ||||
| High | 0.70% | ||||
| Very high | 1.00% | ||||
| Insolvent customers | 100.00% |
| Past due receivables | Percentage of value adjustment for receivable |
|---|---|
| up to 30 days | 1% |
| up to60 days | 10% |
| up to90 days | 20% |
| up to120 days | 30% |
| up to180 days | 40% |
| up to365 days | 75% |
| over 365 days | 100% |
Resulting from this, the Group recognised an additional impairment of trade receivables based on the new model at EUR 243,132, which includes the effect of increasing receivables for deferred taxes. Due to insignificance, the Group has decided to disclose the impact in the result of the current year and not under retained earnings.
In May 2014, the International Accounting Standards Board published IFRS 15, which introduces a new five-stage model for recognition of revenue obtained by the Group from contracts with customers. Pursuant to IFRS 15, the Group recognises revenue to depict the transfer of promised goods or services to the customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Depending on whether certain criteria are met, revenue is recognised over time, in a manner that shows the performance of a group company; or at a point in time when control of the goods or services has been transferred to the customer. The accounting principles under IFRS 15 thus offer a more structured approach to measurement and recognition of revenue. In addition, IFRS 15 establishes principles that commit an entity to ensuring high quality and extensive disclosures to users of financial statements providing useful information about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers.
Having performed an analysis, the Group has established that the standard dictates no material changes in the recognition of revenue resulting from sale of goods and services as compared to the accounting method under IAS 18. The Group has only modified how they are disclosed. An analysis of contracts with customers has shown that they meet the criteria of the new standard for revenue recognition, and that performance obligations are defined adequately in contracts, allowing their classification and measurement, and determining when they might be fulfilled.
| (in EUR) | Restated 31 Dec 2017 |
Adjustment to IFRS 15 |
31 Dec 2017 |
|---|---|---|---|
| ASSETS | |||
| Property, plant and equipment | 384,819,160 | 384,819,160 | |
| Investment property | 15,329,841 | 15,329,841 | |
| Intangible assets | 3,467,042 | 3,467,042 | |
| Shares and interests in associates | 13,376,467 | 13,376,467 | |
| Other non-current investments | 34,217,435 | 34,217,435 | |
| Deposits and loans given | 22,592 | 22,592 | |
| Non-current operating receivables | 41,772 | 41,772 | |
| Deferred tax assets | 8,231,345 | 8,231,345 | |
| Non-current assets | 459,505,654 | 0 | 459,505,654 |
| Assets (disposal groups) held for sale | 864 | 864 | |
| Inventories | 1,037,066 | 1,037,066 | |
| Deposits and loans given | 79,541 | 79,541 | |
| Trade and other receivables | 38,741,762 | -210,861 | 38,952,623 |
| Assets from contracts with customers | 210,861 | 210,861 | 0 |
| Income tax assets | 4,528,725 | 4,528,725 | |
| Cash and cash equivalents | 32,374,215 | 32,374,215 | |
| Current assets | 76,973,034 | 0 | 76,973,034 |
| TOTAL ASSETS | 536,478,688 | 0 | 536,478,688 |
| EQUITY AND LIABILITIES | |||
| Share capital | 58,420,965 | 58,420,965 | |
| Capital surplus (share premium) | 89,562,703 | 89,562,703 | |
| Revenue reserves | 145,607,356 | 145,607,356 | |
| Reserves arising on valuation at fair value | 10,498,049 | 10,498,049 | |
| Retained earnings | 46,155,978 | 0 | 46,155,978 |
| Equity attributable to owners of the parent | 350,245,051 | 0 | 350,245,051 |
| Non-controlling interests | 192,336 | 0 | 192,336 |
| Own funds | 350,437,387 | 0 | 350,437,387 |
| Provisions | 20,701,828 | 20,701,828 | |
| Deferred income | 20,271,398 | 20,271,398 | |
| Non-current loans and borrowings | 100,682,274 | ||
| 100,682,274 | |||
| Non-current trade payables | 1,045,243 | 1,045,243 | |
| Non-current liabilities | 142,700,743 | 0 | 142,700,743 |
| Current loans and borrowings | 16,060,399 | 16,060,399 | |
| Other current financial liabilities | 372,169 | 372,169 | |
| Trade and other payables | 26,907,990 | 26,907,990 | |
| Current liabilities | 43,340,558 | 0 | 43,340,558 |
Amendments to IFRS 4 IFRS 4–Applying IFRS 9 Financial Instruments with IFRS 4 Applying IFRS 9 Financial Instruments with IFRS 4 Applying IFRS 4 –Insurance Insurance Contracts
The amendments address concerns arising from implementing the new financial instruments Standard, IFRS 9, before implementing the new insurance contracts standard being devised by the Board to replace IFRS 4. All group companies that issue insurance contracts may choose between an optional temporary exemption from applying IFRS 9 and overlay application.
The Group may opt for overlay approach upon first application of IFRS 9 and use it retroactively for the financial assets set out upon transition to IFRS 9. The Group adjusts the comparative information that reflects the overlay application only if it adjusts the comparative information upon using IFRS 9.
The above amendments had no impact on consolidated financial statements.
Amendments refer to three main areas:
• The effect of performance conditions on measuring cash-settled share-based payment transactions.
The amendments clarify that the method of accounting for performance conditions for measuring equity-settled share-based payment transactions is also used for cash-settled share-based payment transactions.
• Classification of share-based payment transactions with a net settlement feature for withholding tax obligations.
This amendment adds an exception to address a specific circumstance when there is an agreement on net settlement for the Company to meet its obligation to withhold a certain amount based on tax laws or regulations, thus to fulfil the employees' tax obligation linked with share-based payment.
• A modification to the terms and conditions of a share-based payment that changes the classification of the transaction from cash-settled to equity-settled.
This amendment clarifies that in the case of a change to the conditions of the cash-settled share-based payments, due to which such a payment becomes equity-settled share-based payment, from the date of the change such a transaction shall be recorded as equity-settled payment.
These amendments are to be used retroactively. Upon adoption, group companies must apply the amendments without adjusting information for preceding periods. However, retrospective application is allowed when a company decides to use the three amendments and when all other criteria have been met. Earlier application is permitted.
The above amendments had no impact on consolidated financial statements.
Amendments clarify requirements for transfers to, or from, investment properties. An entity applies the amendments to changes in use that occur on or after the beginning of the annual reporting period in which the Group first applies the amendments. Retrospective application is also permitted if that is possible without the use of hindsight. The amendments strengthen the principle set out in IAS 40 Investment Property concerning transfer to or from investment properties, so that it now provides that such a transfer should only be made when there has been a change in use of the property. In accordance with these changes, a transfer is made when and only when there is an actual change in use – i.e. when an asset starts or ceases to meet the definition of investment property and there is evidence of a change in use. A change in management's intention alone does not support a transfer.
The above amendments had no impact on consolidated financial statements.
The interpretation addresses the exchange rate for transactions that include the receipt or payment of advance consideration in a foreign currency. The Interpretation covers foreign currency transactions when the Group recognises a non-monetary asset or non-monetary liability arising from the payment or receipt of advance consideration before recognising the related asset, expense or income. It does not apply when the Group measures the related asset, expense or income on initial recognition at fair value or at the fair value of the consideration received or paid at a date other than the date of initial recognition of the nonmonetary asset or non-monetary liability. Also, the Interpretation need not be applied to income taxes, insurance contracts or reinsurance contracts.
IFRIC 22 is effective for annual reporting periods beginning on or after 1 January 2018. Earlier application is permitted. The interpretation can be applied prospectively to all foreign currency assets, expenses and income in the scope of the interpretation initially recognised on or after the beginning of the reporting period the Group first applies the interpretation in or the beginning of a prior reporting period presented as comparative information.
The above interpretation had no impact on consolidated financial statements.
For measurements of long term interests in associates and joint ventures owned by an entity that is a venture capital organisation, or other eligible entity, amendments clarify that any investment in associates and joint ventures may be measured at fair value through profit or loss upon initial recognition; however, the election is made separately for each associate or joint venture. The amendments are effective for annual periods beginning on or after 1 January 2018.
The above amendments had no impact on consolidated financial statements.
Amendments to IFRS 1 to 1–First-time Adoption of International Financial Reporting time Adoption of International Financial ReportingStandards StandardsStandards The amendments deleted the short-term exemptions in paragraphs E3–E7 of IFRS 1, because they have now served their intended purpose. The amendments are effective for annual periods beginning on or after 1 January 2018.
The above amendments had no impact on consolidated financial statements.
In, 2018, the Group eliminated an error in the financial statements related to the recognition of revenue and consequently the creation of deferred revenue from disposal of ferrous scrap within the public utility service of regular maintenance of the port infrastructure in 2012 and 2013. In the years in question, the sale was recognized at cost items under market activity rather than public utility service, based on which the amount of deferred income the Group disclosed was too low. Correction was carried out retroactively by recalculating the initial position of retained earnings for the first comparative period (financial year 2017) and recalculating all the remaining comparative amounts disclosed in previous periods as if the error has not existed. The revaluation amounted to EUR 55,068.
The correction of the error was carried out on 1 January 2018, and its effects are shown below.
| Restated 31 Dec 2017 |
Correction of error |
Previously reported 31 Dec 2017 |
Restated 1 Jan 2017 |
Correction of error |
Previously reported 1 Jan 2017 |
|
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Property, plant and equipment | 384,819,160 | 384,819,160 | 376,011,980 | 376,011,980 | ||
| Investment property | 15,329,841 | 15,329,841 | 18,575,530 | 18,575,530 | ||
| Intangible assets | 3,467,042 | 3,467,042 | 4,126,170 | 4,126,170 | ||
| Shares and interests in associates | 13,376,467 | 13,376,467 | 12,680,341 | 12,680,341 | ||
| Other non-current investments | 34,217,435 | 34,217,435 | 30,551,199 | 30,551,199 | ||
| Deposits and loans given | 22,592 | 22,592 | 31,005 | 31,005 | ||
| Non-current operating receivables | 41,772 | 41,772 | 41,772 | 41,772 | ||
| Deferred tax assets | 8,231,345 | 8,231,345 | 8,711,771 | 8,711,771 | ||
| Non-current assets | 459,505,654 | 0 | 459,505,654 | 450,729,768 | 0 | 450,729,768 |
| Assets (disposal groups) held for sale | 864 | 864 | 1,372 | 1,372 | ||
| Inventories | 1,037,066 | 1,037,066 | 809,467 | 809,467 | ||
| Deposits and loans given | 79,541 | 79,541 | 105,489 | 105,489 | ||
| Trade and other receivables | 38,741,762 | 38,952,623 | 32,518,465 | 32,518,465 | ||
| Assets from contracts with customers | 210,861 | 0 | 0 | 0 | ||
| Income tax assets | 4,528,725 | 4,528,725 | 0 | 0 | ||
| Cash and cash equivalents | 32,374,215 | 32,374,215 | 5,826,536 | 5,826,536 | ||
| Current assets | 76,973,034 | 0 | 76,973,034 | 39,261,329 | 0 | 39,261,329 |
| TOTAL ASSETS | 536,478,688 | 0 | 536,478,688 | 489,991,097 | 0 | 489,991,097 |
| EQUITY AND LIABILITIES | ||||||
| Share capital | 58,420,965 | 58,420,965 | 58,420,965 | 58,420,965 | ||
| Capital surplus (share premium) | 89,562,703 | 89,562,703 | 89,562,703 | 89,562,703 | ||
| Revenue reserves | 145,607,356 | 145,607,356 | 129,035,652 | 129,035,652 | ||
| Reserves arising from valuation at fair | ||||||
| value | 10,498,049 | 10,498,049 | 7,374,500 | 7,374,500 | ||
| Retained earnings | 46,100,910 | -55,068 | 46,155,978 | 47,358,965 | -55,068 | 47,414,033 |
| Equity attributable to owners of the parent |
350,189,983 | -55,068 | 350,245,051 | 331,752,785 | -55,068 | 331,807,853 |
| Non-controlling interests | 192,336 | 0 | 192,336 | 171,068 | 0 | 171,068 |
| Own funds | 350,382,319 | -55,068 | 350,437,387 | 331,923,853 | -55,068 | 331,978,921 |
| Provisions | 20,701,828 | 20,701,828 | 4,781,422 | 4,781,422 | ||
| Deferred income | 20,326,466 | 55,068 | 20,271,398 | 14,819,906 | 55,068 | 14,764,838 |
| Non-current loans and borrowings | 100,682,274 | 100,682,274 | 97,900,739 | 97,900,739 | ||
| Other non-current fianncial liabilities | 0 | 0 | 419,873 | 419,873 | ||
| Non-current trade payables | 1,045,243 | 1,045,243 | 772,086 | 772,086 | ||
| Non-current liabilities | 142,755,811 | 55,068 | 142,700,743 | 118,694,026 | 55,068 | 118,638,958 |
| Current borrowings | 16,060,399 | 16,060,399 | 11,761,732 | 11,761,732 | ||
| Other current financial liabilities | 372,169 | 372,169 | 250,614 | 250,614 | ||
| Income tax liabilities | 0 | 0 | 1,896,207 | 1,896,207 | ||
| Trade and other payables | 26,907,990 | 26,907,990 | 25,464,665 | 25,464,665 | ||
| Current liabilities | 43,340,558 | 0 | 43,340,558 | 39,373,218 | 0 | 39,373,218 |
| TOTAL EQUITY AND LIABILITIES | 536,478,688 | 0 | 536,478,688 | 489,991,097 | 0 | 489,991,097 |
Luka Koper d. d. as the controlling company does not provide individual components of the port activity as individual services but solely in package of overall services of cargo handling within the closed area of Luka Koper; consequently, the Management does not monitor operations by individual components in terms of IFRS 8. The Group accounts for business segments i.e. separately for the port activity and other activities. The respective port activity comprises all related activities such as transhipment and warehousing of goods, goodsrelated services, managing the port area, logistics services, services related to the maritime activity, and maintenance of the port area. Other activities comprise hospitality services, the quality control activity, and the rear logistics activity.
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| (in EUR) | 2018 | 2017 |
|---|---|---|
| Revenue generated on sales with domestic customers from contracts with customers |
69,372,676 | 64,648,294 |
| - services | 69,356,013 | 64,630,274 |
| - goods and material | 16,663 | 18,020 |
| Revenue generated on sales with foreign customers from contracts with customers |
155,590,250 | 145,500,842 |
| - services | 155,590,250 | 145,500,842 |
| Revenue generated on sales with domestic customers from rentals | 1,339,268 | 1,235,640 |
| Revenue generated on sales with foreign customers from rentals | 3,344 | 53,601 |
| Total | 226,305,538 | 211,438,377 |
The item of total revenue comprises one individual customer that exceeds 10 percent of total sales.
Based on analysis, the Group has established that the new standard has no significant impact on the recognition of net sales, and has therefore only adjusted the structure of disclosure.
Under the item of capitalised own products and own services, the Group records services that increase the value of property, plant and equipment, which are primarily carried out by the subsidiary Luka Koper INPO, d. o. o. In 2018, capitalised income amounted to EUR 1,315,298 (2017: EUR 738,058).
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Other operating income | 5,221,872 | 2,240,291 |
| Reversal of provisions | 1,777,691 | 69,301 |
| Subsidies, grants and similar income | 1,636,905 | 1,740,242 |
| Revaluation operating income | 1,807,276 | 430,748 |
| Income on sale of property, plant and equipment, and investment property |
764,354 | 311,010 |
| Collected written-off receivables and written-off liabilities | 1,042,922 | 119,738 |
| Other income | 10,473,623 | 1,401,879 |
| Compensations and damages | 10,392,369 | 474,614 |
| Other income | 81,254 | 927,265 |
| Total | 15,695,495 | 3,642,170 |
Reversal of provisions amounting to EUR 1,777,691 relates to final legal proceedings and to the changed assessment of legal disputes.
Revaluation operating income is composed of income generated on sales of property, plant and equipment and investment property, and income from reversed allowances for receivables. In the reference year, the Group sold a facility with associated land, thereby generating EUR 736,455 of other income. Collected written-off receivables and written-off liabilities increased by EUR 923,184 year-on-year, mostly resulting from the reversal of allowances for receivables. The increase is mostly due to payments received in the amount of EUR 512,918 and due to issuing a credit note for a receivable for which, in the previous year, the Group had a valuation allowance.
Compensations and damages in 2018 amounted to EUR 10,392,369. Following an out-ofcourt settlement, the Group received compensation for the accident that took place last year, in which a coast gantry crane was damaged and consequently collapsed, which amounted to EUR 9,551,250 and was recognised under other income.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Costs of material | 596 | 1,357 |
| Costs of auxiliary material | 2,971,799 | 3,231,441 |
| Cost of spare parts | 5,619,380 | 4,957,081 |
| Cost of energy | 7,915,814 | 7,166,315 |
| Cost of office stationery | 207,217 | 172,965 |
| Other cost of material | 436,711 | 410,428 |
| Total | 17,151,517 | 15,939,587 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Cost of services rendered in connection with the core activity | 29,508,650 | 29,174,547 |
| Cost of transportation | 201,279 | 193,901 |
| Cost of maintenance | 6,318,099 | 5,462,111 |
| Rentals | 487,045 | 504,399 |
| Reimbursement of labour-related costs | 327,803 | 350,027 |
| Costs of payment processing, bank charges and insurance premiums | 957,867 | 831,071 |
| Costs of intellectual and personal services | 1,548,642 | 913,407 |
| Advertising, trade fairs and hospitality | 1,062,749 | 1,244,125 |
| Costs of services provided by individuals not performing business activities |
385,048 | 363,395 |
| Sewage and disposal services | 492,479 | 349,778 |
| Information support | 2,989,826 | 3,137,138 |
| Concession-related costs | 7,814,485 | 7,646,472 |
| Costs of other services | 2,780,265 | 1,627,239 |
| Total | 54,874,237 | 51,797,610 |
As in previous years, cost of port services amounting to EUR 29,508,650 account for the largest portion among cost of services. Providers of port services are subcontracted by the controlling company and render basic port activities such as goods-related services (e.g. sorting, sampling, preparing pallets, protection, labelling, weighting, cleaning, reloading and other services), managing of port mechanisation and similar. Already in 2018, the Group began to implement the port service provision strategy, however, it had not yet have a major impact on the cost structure in the sense of reducing the cost of services in pursuit of business in 2018.
Concession-related costs increased as a consequence of higher operating income.
All lease arrangements are revocable and the relevant future liabilities arising thereunder are insignificant.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Wages and salaries | 41,394,878 | 35,975,658 |
| Wage compensations | 6,350,952 | 5,738,018 |
| Costs of additional pension insurance | 1,745,361 | 1,648,359 |
| Employer's contributions on employee benefits | 7,830,223 | 6,786,955 |
| Annual holiday pay, reimbursements and other costs | 5,331,347 | 4,364,485 |
| Total | 62,652,761 | 54,513,475 |
In 2018, employee benefits expense was EUR 62,652,761, which is EUR 8,139,286 more than in the same period of the preceding year. Higher employee benefits expense is mainly due to new recruitment, as the Group employed additional 134 workers in 2018, and due to the agreement on additional payments to employees resulting from added value growth, which was concluded in December 2018.
In December 2018, all employees of Luka Koper, d. d., Luka Koper INPO, d. o. o., Adria Terminali, d. o. o., and TOC, d. o. o., except for the Members of the Management Board and staff with individual contracts of employment, received an additional average monthly salary (13th salary) based on business performance in 2018, whereas employees in the company Luka Koper Pristan, d. o. o. received a Christmas bonus.
For the 17th year in a row, the Group pays for its employees 70 to 90 percent of the additional pension insurance premium.
The annual holiday pay amounted to EUR 1,200 per employee in 2018 (2017: EUR 1,150).
| Level of education | Headcount in 2018 |
Headcount in 2017 |
|---|---|---|
| VIII/2 | 1 | 1 |
| VIII/1 | 26 | 25 |
| VII | 114 | 113 |
| VI/2 | 172 | 158 |
| VI/1 | 89 | 79 |
| V | 333 | 293 |
| IV | 328 | 289 |
| III | 26 | 22 |
| I–II | 83 | 93 |
| Total | 1,172 | 1,073 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Depreciation of buildings | 13,474,593 | 13,371,253 |
| Depreciation of equipment and spare parts | 14,854,242 | 14,153,499 |
| Depreciation of small tools | 17,885 | 24,621 |
| Depreciation of investment property | 265,385 | 200,995 |
| Amortisation of intangible assets | 738,351 | 697,408 |
| Depreciation of investment into foreign-owned assets | 16,719 | 0 |
| Total | 29,367,175 | 28,447,776 |
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Provisions | 425,252 | 15,652,295 |
| Impairment costs, write-offs and losses on property, plant and equipment and investment property |
180,584 | 3,990,061 |
| Expenses for allowances for receivables | 554,390 | 925,112 |
| Levies that are not contingent upon employee benefits expense and other types of cost |
7,055,601 | 6,750,057 |
| Donations | 164,760 | 133,011 |
| Environmental levies | 163,460 | 125,601 |
| Awards and scholarship to students inclusive of tax | 10,191 | 17,364 |
| Awards and scholarship to students | 2,600 | 4,400 |
| Other costs and expenses | 1,006,303 | 882,384 |
| Total | 9,563,141 | 28,480,285 |
In 2018, the Group formed additional provisions for legal disputes amounting to EUR 425,252. Levies that are not contingent upon employee benefits expense and other types of cost mostly relate to the fee for the use of construction land, which in 2018 amounted to EUR 6,834,152. Other costs and expenses mainly consist of compensations amounting to EUR 883,232.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Finance income from shares and interests | 1,469,259 | 1,216,433 |
| Finance income from shares and interests in other companies | 1,469,259 | 1,216,433 |
| Finance income from loans | 8,320 | 1,792 |
| Finance income from loans to others | 8,320 | 1,792 |
| Finance income from operating receivables | 221,009 | 128,506 |
| Finance income from operating receivables due from others | 221,009 | 128,506 |
| Total finance income | 1,698,588 | 1,346,731 |
| Finance expenses for financial liabilities | -1,017,964 | -1,328,682 |
| Finance expenses for borrowings from banks | -1,017,964 | -1,328,682 |
| Finance expenses for operating liabilities | -56,324 | -395,356 |
| Finance expenses for trade payables | -80 | -259 |
| Finance expenses for other operating liabilities | -56,244 | -395,097 |
| Total finance expenses | -1,074,288 | -1,724,038 |
| Net financial result | 624,300 | -377,307 |
Finance income from shares and interests in other entities refers to dividends paid under investments into securities.
Finance expenses arising on interest in 2018 amounted to EUR 1,017,964 and show a slight decline over the previous year, mainly due to lower effective interest rates.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Profit before tax tax | 71,990,785 | 37,895,971 |
| Income tax | 13,661,195 | 7,200,234 |
| Non-taxable income and increase in expenditure | -811,679 | -30,551 |
| Non-taxable dividends received | -548,812 | -549,101 |
| Tax incentives | -971,427 | -4,458,279 |
| Expenses not recognised for tax purposes | 673,441 | 793,989 |
| Impairment loss not recognised for tax purposes | 182,964 | 0 |
| Other reduction in the tax base | -17,050 | -14,510 |
| Other increase in the tax base | 58,983 | 27,927 |
| Change in tax rate | 2,965 | 0 |
| Total tax expense Total tax |
12,230,580 | 2,969,709 |
| Effective tax rate | 16.99% | 7.84% |
During the income tax calculation, all Group companies observed provisions of the Corporate Income Tax Act.
The tax expense comprises the income tax and deferred taxes recognised in the income statement.
In 2018, the Group reported net profit in the amount of EUR 59,760,203 (2017: EUR 34,982,789), whereof EUR 59,741,723 is attributable to the owner of the controlling company (2017: EUR 34,961,520) and EUR 18,480 to owners of non-controlling interests (2017: EUR 21,269). The non-controlling interest belongs to the co-owner of subsidiary TOC, d. o. o.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Net profit for the period of the owner of the controlling company | 59,741,723 | 34,961,520 |
| Total number of shares | 14,000,000 | 14,000,000 |
| Net earnings per share | 4.27 | 2.50 |
Additional Notes to the Consolidated Income Statemen Consolidated Income Statement
Net earnings per share were calculated by dividing the net operating profit with the weighted average number of ordinary shares in issue during the year.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Land | 18,407,884 | 18,286,759 |
| Buildings | 244,601,048 | 256,665,415 |
| Plant and machinery | 84,648,570 | 94,289,996 |
| Property, plant and equipment being acquired and advances given | 22,907,812 | 15,576,990 |
| Total | 370,565,314 | 384,819,160 |
The cost of the property, plant and equipment in use, of which the carrying value as at 31 December 2018 equalled zero, is recorded at EUR 260,691,465 (2017: EUR 249.957.534). As at 31 December 2018, the outstanding trade payables to suppliers of items of property,
plant and equipment amounted to EUR 4,283,275 (2017: EUR 4,652,969).
The item of assets being acquired includes advances given for acquiring property, plant and equipment. As at the reporting date, they were recorded at EUR 4,780,591 (2017: EUR 79,988). The highest advance given in the reported year refers to the purchase of five electrified rubber tired gantry (RTG) cranes in the amount of EUR 4,504,500, and the order of a mooring boat in the amount of EUR 237,968.
In the reference year, the Group found no material indication of required impairment to be carried out with respect to the assets.
In March, the Group sold the Prisoje facility with associated land, following which the value of property, plant and equipment decreased by EUR 1,502,198.
The difference between the cost and value adjustment for assets written off was recognised among costs for impairment, write-offs and losses on sale of property, plant and equipment and investment property (Note 8). Adjustment of cost and value adjustment for property, plant and equipment are a consequence of them being reclassified as fixed assets.
| (in EUR) | Land | Buildings | Plant and machinery |
Assets being acquired |
Total |
|---|---|---|---|---|---|
| Cost | |||||
| Balance at 31 Dec 2017 31 Dec | 18,286,759 | 494,811,265 | 305,280,362 | 15,576,990 | 833,955,376 |
| Adjustments | 321,284 | -1,189,959 | 0 | 0 | -868,675 |
| Balance at 1 Jan 2018 1 Jan 2018 | 18,608,043 | 493,621,306 | 305,280,362 | 15,576,990 | 833,086,701 |
| Additions | 0 | 29,405 | 273,983 | 16,159,180 | 16,462,568 |
| Transfer from investments in course of construction | 0 | 2,932,735 | 5,830,164 | -8,867,810 | -104,911 |
| Disposals | 0 | -101,826 | -3,330,840 | -3,461 | -3,436,127 |
| Adjustment with fair value | 0 | 3,217 | 0 | 0 | 3,217 |
| Transfer to intangible assets | 0 | 0 | -65,625 | 0 | -65,625 |
| Transfer from intangible assets | 0 | 0 | 14,183 | 0 | 14,183 |
| Transfer to investment property | 0 | -301,693 | 0 | 0 | -301,693 |
| Transfer to assets (disposal groups) held for sale | -200,159 | -2,775,785 | -48,369 | 0 | -3,024,313 |
| Reclassifications within property, plant and equipment |
0 | -65,716 | 22,803 | 42,913 | 0 |
| Balance at 31 Dec 2018 | 18,407,884 | 493,341,643 | 307,976,661 | 22,907,812 | 842,634,000 |
| Accumulated depreciation depreciation | |||||
| Balance at 31 Dec 2017 31 Dec 2017 | 0 | 238,145,848 | 210,990,367 | 0 | 449,136,215 |
| Adjustments | 0 | -1,298,351 | 0 | 0 | -1,298,351 |
| Balance at 1 Jan 2018 1 Jan 2018 | 0 | 236,847,497 | 210,990,367 | 0 | 447,837,864 |
| Depreciation | 0 | 13,491,313 | 14,872,126 | 0 | 28,363,439 |
| Disposals | 0 | -16,062 | -2,516,374 | 0 | -2,532,436 |
| Transfer to intangible long-term assets | 0 | 0 | -6,437 | 0 | -6,437 |
| Transfer to investment property | 0 | -72,406 | 0 | 0 | -72,406 |
| Transfer to assets (disposal groups) held for sale | 0 | -1,499,616 | -22,499 | 0 | -1,522,115 |
| Reclassifications within property, plant and equipment |
0 | -10,131 | 10,908 | 0 | 777 |
| Balance at 31 Dec 2018 | 0 | 248,740,595 | 223,328,091 | 0 | 472,068,686 |
| Carrying amount Carrying amount |
|||||
| Balance at 31 Dec 2017 | 18,286,759 | 256,665,417 | 94,289,995 | 15,576,990 | 384,819,161 |
| Balance at 1 Jan 2018 | 18,608,043 | 256,773,809 | 94,289,995 | 15,576,990 | 385,248,837 |
| Balance at 31 Dec 2018 | 18,407,884 | 244,601,048 | 84,648,570 | 22,907,812 | 370,565,314 |
| (in EUR) | Plant and | Assets being | ||||
|---|---|---|---|---|---|---|
| Land | Buildings | machinery | acquired | Total | ||
| Cost | ||||||
| Balance at 31 Dec 2016 2016 2016 | 18,255,454 | 461,721,048 | 268,118,147 | 64,779,235 | 812,873,884 | |
| Additions | 31,285 | 24,188 | 461,933 | 36,792,391 | 37,309,797 | |
| Transfer from investments in course of construction | 20 | 32,223,265 | 53,427,995 | -85,651,280 | 0 | |
| Disposals | 0 | -82,475 | -16,479,608 | 0 | -16,562,083 | |
| Transfer to intangible assets | 0 | 0 | -11,408 | 0 | -11,408 | |
| Transfer from intangible assets | 0 | 714,261 | 0 | 0 | 714,261 | |
| Transfer to investment property | 0 | 0 | 0 | -369,019 | -369,019 | |
| Reclassifications within property, plant and equipment | 0 | 211,031 | -236,694 | 25,663 | 0 | |
| Balance at 31 Dec 2017 | 18,286,759 | 494,811,318 | 305,280,365 | 15,576,990 | 833,955,432 | |
| Accumulated depreciation | ||||||
| Balance at 31 Dec 2016 | 0 | 224,074,690 | 212,787,214 | 0 | 436,861,904 | |
| Depreciation | 0 | 13,371,254 | 14,178,119 | 0 | 27,549,373 |
| -15,985,346 |
|---|
| -3,920 |
| 714,261 |
| 0 |
| 0 |
| Balance at 31 Dec 2017 | 0 | 238,145,903 | 210,990,369 | 0 | 449,136,272 |
|---|---|---|---|---|---|
| Carrying amount | |||||
| Balance at 31 Dec 2016 | 18,255,454 | 237,646,358 | 55,330,933 | 64,779,235 | 376,011,980 |
| Balance at 31 Dec 2017 | 18,286,759 | 256,665,415 | 94,289,996 | 15,576,990 | 384,819,160 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Investment property - land | 11,256,486 | 11,577,769 |
| Investment property - buildings | 3,614,092 | 3,752,072 |
| Total | 14,870,578 | 15,329,841 |
The item of investment property includes land and buildings leased out, and properties that increase the value of the non-current investment. Investment properties are valued by using the cost model.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Rental income on investment property | 943,631 | 869,752 |
| Depreciation of investment property | 265,385 | 200,995 |
Investment properties are not pledged as collateral.
Fair value of investment property as at 31 December 2018 amounted to EUR 14,962,695.
Fair value of investment property was assessed on the basis of valuation and by means of estimated total value of expected future cash flows generated through renting.
As at 31 December 2018, the value of investment property in the Group was EUR 14,870,578, which is a decrease by EUR 459,263 from the previous year-end. The decrease is a consequence of depreciation and reclassification as fixed assets.
| (in EUR) | Land | Buildings | Total |
|---|---|---|---|
| Cost | |||
| Balance at 31 Dec 2017 2017 | 11,577,770 | 5,889,708 | 17,467,478 |
| Adjustments | -321,284 | 1,189,959 | 868,675 |
| Balance at 1 Jan 2018 1 Jan | 11,256,486 | 7,079,667 | 18,336,153 |
| Transfer from investments in course of construction | 0 | 8,951 | 8,951 |
| Transfer from property, plant and equipment | 0 | 298,476 | 298,476 |
| Balance at 31 Dec 2018 | 11,256,486 | 7,387,094 | 18,643,580 |
| Accumulated depreciation depreciation | |||
| Balance at 31 Dec 2017 | 0 | 2,137,637 | 2,137,637 |
| Adjustments | 0 | 1,298,346 | 1,298,346 |
| Balance at 1 Jan 2018 1 Jan | 0 | 3,435,983 | 3,435,983 |
| 0 | |||
| Depreciation | 0 | 265,385 | 265,385 |
| Transfer from property, plant and equipment | 0 | 71,634 | 71,634 |
| Balance at 31 Dec 2018 | 0 | 3,773,002 | 3,773,002 |
| Carrying amount | |||
| Balance at 31 Dec 2017 | 11,577,770 | 3,752,071 | 15,329,841 |
| Balance at 1 Jan 2018 | 11,256,486 | 3,643,684 | 14,900,170 |
| Balance at 31 Dec 2018 | 11,256,486 | 3,614,092 | 14,870,578 |
| (in EUR) | Land | Buildings | Total |
|---|---|---|---|
| Cost | |||
| Balance at 31 Dec 2016 | 14,991,483 | 5,520,689 | 20,512,172 |
| Impairment | -3,413,714 | 0 | -3,413,714 |
| Transfer to property, plant and equipment | 0 | 369,019 | 369,019 |
| Balance at 31 Dec 2017 | 11,577,769 | 5,889,708 | 17,467,477 |
| Accumulated depreciation | |||
| Balance at 31 Dec 2016 | 0 | 1,936,642 | 1,936,642 |
| Depreciation | 0 | 200,994 | 200,994 |
| Balance at 31 Dec 2017 | 0 | 2,137,636 | 2,137,636 |
| Carrying amount | |||
| Balance at 31 Dec 2016 | 14,991,483 | 3,584,047 | 18,575,530 |
| Balance at 31 Dec 2017 | 11,577,769 | 3,752,072 | 15,329,841 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Development costs | 156,298 | 195,373 |
| Non-current property rights | 2,737,797 | 3,271,669 |
| Total | 2,894,095 | 3,467,042 |
The cost of the intangible assets in use, of which the carrying value as at 31 December 2018 equalled zero, is recorded at EUR 5,730,854 (2017: EUR 6.084.633).
As at 31 December 2018, the Group recorded payables to suppliers on intangible assets amounting to EUR 51,744, whereas at the preceding year-end it recorded no such payables.
Intangible assets were not pledged as collateral as at 31 December 2018.
The Group's intangible assets include industrial property rights and other rights, as well as costs of development. Industrial property rights and other rights comprise computer software, information systems and development-related projects. Development costs in the amount of EUR 156,298 relate to the company TOC, d. o. o. in connection with the CAPSorb project (development of efficient ecological absorbents to control spills of all types of hydrophilic and hydrophobic hazardous and non-hazardous substances on hard and on water surfaces).
The difference between the cost and value adjustment for intangible assets written off was recognised among costs for impairment, write-offs and losses on sale of property, plant and equipment and investment property (Note 8).
| (in EUR) | Development costs |
Industrial property and other rights |
Intangible assets being acquired |
Total |
|---|---|---|---|---|
| Cost | ||||
| Balance at 31 Dec 2017 | 390,746 | 12,839,968 | 59,873 | 13,290,587 |
| Additions | 0 | 239 | 24,319 | 24,558 |
| Transfer from investments in course of construction | 0 | 95,960 | 0 | 95,960 |
| Disposals | 0 | -354,023 | 0 | -354,023 |
| Transfer to property, plant and equipment | 0 | 65,625 | 0 | 65,625 |
| Transfer from investment property | 0 | 0 | -14,183 | -14,183 |
| Balance at 31 Dec 2018 | 390,746 | 12,647,769 | 70,009 | 13,108,524 |
| Accumulated depreciation | ||||
| Balance at 31 Dec 2017 | 195,373 | 9,628,172 | 0 | 9,823,545 |
| Depreciation | 39,074 | 699,275 | 0 | 738,349 |
| Disposals | 0 | -353,904 | 0 | -353,904 |
| Transfer to property, plant and equipment | 0 | 6,437 | 0 | 6,437 |
| Balance at 31 Dec 2018 | 234,447 | 9,979,980 | 0 | 10,214,427 |
| Carrying amount | ||||
| Balance at 31 Dec 2017 | 195,373 | 3,211,796 | 59,873 | 3,467,042 |
| Balance at 31 Dec 2018 | 156,299 | 2,667,789 | 70,009 | 2,894,097 |
| (in EUR) | Development costs |
Industrial property and other rights |
Intangible assets being acquired |
Total |
|---|---|---|---|---|
| Cost | ||||
| Balance at 31 Dec 2016 | 390,746 | 13,453,548 | 157,123 | 14,001,417 |
| Additions | 0 | 32,265 | 0 | 32,265 |
| Transfer from investments in course of construction | 0 | 97,250 | -97,250 | 0 |
| Disposals | 0 | -40,242 | 0 | -40,242 |
| Transfer from property, plant and equipment | 0 | 11,408 | 0 | 11,408 |
| Transfer to property, plant and equipment | 0 | -714,261 | 0 | -714,261 |
| Balance at 31 Dec 2017 | 390,746 | 12,839,968 | 59,873 | 13,290,587 |
| Accumulated depreciation depreciation | ||||
| Balance at 31 Dec 2016 | 156,299 | 9,718,948 | 0 | 9,875,247 |
| Depreciation | 39,074 | 658,334 | 0 | 697,408 |
| Disposals | 0 | -38,769 | 0 | -38,769 |
| Transfer from property, plant and equipment | 0 | 3,920 | 0 | 3,920 |
| Transfer to property, plant and equipment | 0 | -714,261 | 0 | -714,261 |
| Balance at 31 Dec 2017 | 195,373 | 9,628,172 | 0 | 9,823,545 |
| Carrying amount | ||||
| Balance at 31 Dec 2016 | 234,447 | 3,734,600 | 157,123 | 4,126,170 |
| Balance at 31 Dec 2017 | 195,373 | 3,211,796 | 59,873 | 3,467,042 |
| 31 Dec 2018 | 31 Dec 2017 | ||
|---|---|---|---|
| (in EUR) | Country | Equity interest (in %) |
Equity interest (in %) |
| Associates: | |||
| Adriafin, d. o. o. | Slovenia | 50.0 | 50.0 |
| Adria Transport, d. o. o. | Slovenia | 50.0 | 50.0 |
| Adria-Tow, d. o. o. | Slovenia | 50.0 | 50.0 |
| Avtoservis, d. o. o. | Slovenia | 49.0 | 49.0 |
Shares and interests in associates are not pledged as collateral.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Balance at 1 Jan | 13,376,467 | 12,680,341 |
| Increase | ||
| Attributable profits | 1,658,983 | 1,689,934 |
| Decrease | ||
| Dividends paid | -1,280,634 | -993,808 |
| Balance at 31 Dec | 13,754,816 | 13,376,467 |
Profits in the total amount of EUR 1,689,934 were generated in 2018 in connection with investments in associates and relating to Adria Transport, d. o. o. (EUR 407,751), Adria-Tow, d. o. o. (EUR 528,113), Adriafin, d. o .o. (EUR 44,226) and Avtoservis, d. o. o. (EUR 678,894).
| Profit or | |||||||
|---|---|---|---|---|---|---|---|
| Profit or | loss | ||||||
| (in EUR) | Equity | loss for | attributable | Payment of | |||
| interest | the | to the | previous | ||||
| (in %) | Assets | Liabilities | Revenue | period | Group | year's profit | |
| Adria Transport, d. o. | 50.0 | 15,076,590 | 11,151,255 | 11,542,591 | 815,501 | 407,751 | 150,000 |
| o. | |||||||
| Adria-Tow, d. o. o. | 50.0 | 15,123,227 | 4,561,251 | 6,623,343 | 1,056,226 | 528,113 | 400,000 |
| Adriafin, d. o. o. | 50.0 | 10,569,472 | 7,657 | 14,163 | 88,451 | 44,226 | 250,000 |
| Avtoservis, d. o. o. | 49.0 | 4,252,531 | 581,503 | 5,285,578 | 1,385,467 | 678,879 | 480,634 |
| Profit or | |||||||
|---|---|---|---|---|---|---|---|
| Profit or | loss | Payment of | |||||
| (in EUR) | Equity | loss for | attributable | previous | |||
| interest | the | to the | year's | ||||
| (in %) | Assets | Liabilities | Revenue | period | Group | profit | |
| Adria Transport, d. o. | 50.0 | 12,619,968 | 9,208,225 | 10,150,081 | 865,822 | 432,911 | 320,000 |
| o. | |||||||
| Adria-Tow, d. o. o. | 50.0 | 15,901,055 | 5,589,681 | 6,015,704 | 933,689 | 466,845 | 250,000 |
| Adriafin, d. o. o. | 50.0 | 10,998,596 | 25,231 | 496,754 | 619,130 | 309,565 | 0 |
| Avtoservis, d. o. o. | 49.0 | 3,477,467 | 455,895 | 4,080,875 | 980,842 | 480,613 | 423,808 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Other investments measured at fair value through profit or loss | 3,414,602 | 3,414,602 |
| Other investments measured at fair value through comprehensive income |
32,109,556 | 30,802,833 |
| Total | 35,524,158 | 34,217,435 |
Other non-current investments primarily comprise investments in securities and equity interests. Investments in securities include investments in shares in Krka, d. d. and Intereuropa, d. d., whose value as at 31 December 2018 was EUR 30,180,800, and mutual funds, whose value was EUR 1,928,756.
Other investments measured at fair value through profit or loss refer to investments in other companies, where the Group's equity interest is less than 20%, and two companies that are fully (100%) owned by the controlling company and are not consolidated due to insignificance.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Balance at 1 Jan | 34,217,435 | 30,551,199 |
| Increase | ||
| Revaluation to fair value through equity | 1,306,723 | 3,666,236 |
| Balance at 31 Dec | 35,524,158 | 34,217,435 |
Other non-current investments are not pledged as collateral.
| Receivables | Liabilities | ||||
|---|---|---|---|---|---|
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 | 31 Dec 2018 | 31 Dec 2017 | |
| Deferred tax assets and liabilities relating to: |
|||||
| impairment of investments in subsidiaries |
538,738 | 415,238 | 0 | 0 | |
| impairment of other investments and deductible temporary differences arising on securities |
9,291,691 | 9,351,157 | 2,985,684 | 2,737,832 | |
| financial instruments | 0 | 18,875 | 0 | 0 | |
| allowances for trade receivables | 284,026 | 381,366 | 0 | 0 | |
| provisions for retirement benefits | 319,373 | 290,204 | 0 | 0 | |
| provisions for jubilee premiums | 58,924 | 58,356 | 0 | 0 | |
| non-current accrued costs and deferred income for public utility service |
453,983 | 453,983 | 0 | 0 | |
| Total | 10,946,736 | 10,969,178 | 2,985,684 | 2,737,832 | |
| Off-set with deferred tax liabilities relating to impairment of other investments and deductible temporary differences arising on securities |
-2,985,684 | -2,737,832 | -2,985,684 | -2,737,832 | |
| Total | 7,961,052 | 8,231,347 | 0 | 0 |
Deferred tax assets represent deductible temporary differences arising on securities, noncurrent investments, impairment of receivables, provisions for retirement benefits and jubilee premiums, and deferred income from public utility service. Deferred taxes increased the operating result by EUR 17,163 in 2018, and decreased it by EUR 265,963 in the preceding year.
As at the 31 December 2018, the Group conducted an off-set of its deferred tax liabilities with receivables in the amount of EUR 2,985,684 (2017: EUR 2,737,832).
Within deferred taxes, the Group also records deferred taxes relating to impairment of investments in subsidiaries, which due to being a tax item of the controlling company, is not excluded. They are formed for the subsidiaries that have been defined as non-strategic for and are also subject to various types of withdrawal or disinvestment.
| Re iva b les ce |
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0 | 0 | 0 |
As at 31 December 2018, inventories are recorded at EUR 1,322,412 (2017: EUR 1,037,066). A larger portion thereof relates to maintenance material and spare parts, as well as to overhead-related material and auxiliary material.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Current trade receivables: | ||
| domestic market | 18,602,598 | 17,300,996 |
| foreign markets | 20,214,049 | 18,439,648 |
| Current operating receivables due from associates | 193,348 | 55,902 |
| Current trade receivables | 39,009,995 | 35,796,546 |
| Advances and collaterals given | 3,090,899 | 94,490 |
| Current receivables related to finance income | 1 | 14,844 |
| Receivables due from the state | 2,701,347 | 1,955,276 |
| Other current receivables | 124,861 | 102,589 |
| Trade receivables | 44,927,103 | 37,963,745 |
| Short-term deferred costs and expenses | 251,669 | 545,755 |
| Accrued income | 417,573 | 443,123 |
| Other receivables | 669,242 | 988,878 |
| Total | 45,596,345 | 38,952,623 |
As at 31 December 2018, the value of trade and other receivables was EUR 45,596,345, which is an increase by EUR 6,643,722 from the previous year-end. The highest increase results from a short-term security amounting to EUR 3,041,855 provided to the Financial Administration of the Republic of Slovenia to secure the fulfilment of tax obligation.
With most trade receivables, the Group has an option to enforce a legal lien over the stored goods in its possession.
The Group checks its overdue receivables pursuant to the accounting manual, and regularly forms related allowances in the event of delayed payments. In accordance with IFRS 9 – Financial Instruments and based on its accounting policy, the Group formed for the first time in 2018 revaluation adjustment for receivables for not matured claims per key risk criteria. On that basis, the Group had less than one percent of such outstanding and not matured claims that included the risk of default. In 2018, the Group formed allowances for receivables in the amount of EUR 554,390 and eliminated the allowance for collected or written-off receivables amounting to EUR 2,345,630.
As at 31 December 2018, no receivables were due from Members of the Management Board or the Supervisory Board.
For the purpose of collateralising a bank loan that as at 31 December 2018 amounted to EUR 1,700,000, the Group signed a contract on assigning receivables. As of the reporting date, these receivables amounted to EUR 134,551.
Other receivables include short-term accrued income in the amount of EUR 416,880 which refers to income arising on expenses for European development projects, co-financed by European institutions, and short-term deferred costs in the amount of EUR 251,669.
| (in EUR) | 31 Dec 2018 | Allowances 2018 |
31 Dec 2017 | Allowances 2017 |
|---|---|---|---|---|
| Outstanding and undue trade receivables |
33,075,479 | -69,940 | 30,882,773 | 0 |
| Past due receivables: | ||||
| up to 30 days | 5,486,120 | -54,307 | 4,963,985 | -519,624 |
| 31 to 60 days overdue | 394,334 | -40,317 | 245,383 | 0 |
| 61 to 90 days overdue | 121,865 | -26,400 | 100,069 | 0 |
| 91 to 180 days overdue | 162,491 | -57,860 | 54,402 | 0 |
| more than 180 days overdue | 1,033,410 | -1,014,880 | 2,619,720 | -2,535,318 |
| Total | 40,273,700 | -1,263,704 | 38,866,332 | -3,054,942 |
As at 31 December 2018, the Group disclosed allowances for receivables amounting to EUR 1,263,704, a decrease from the preceding year-end by EUR 1,791,238. The decrease of allowances for receivables was mainly due to the partial conversion of receivables into equity participation in a subsidiary and partial repayment.
| (in EUR) | 2018 | 2017 |
|---|---|---|
| Balance at 1 Jan 1 | 3,054,942 | 2,379,850 |
| Increase: | ||
| Formation of allowances | 554,390 | 921,229 |
| Decrease: | ||
| Collected receivables written off | -1,032,542 | -119,611 |
| Final write-off of receivables | -1,313,088 | -126,526 |
| Balance at 31 Dec | 1,263,704 | 3,054,942 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Cash in hand | 10,834 | 11,657 |
| Bank balances | 27,592,459 | 30,382,558 |
| Current deposits | 51,980,000 | 1,980,000 |
| Total | 79,583,293 | 32,374,215 |
Share capital in the amount of EUR 58,420,965 consists of 14,000,000 shares of the controlling company Luka Koper, d. d. that are freely transferable. The nominal value of a share is EUR 4.17.
The ownerships structure, the movement of the share price and the dividend policy are outlined in detail in the Business Report of the Luka Koper Group within the section 'The LKPG share'.
The Group records legal reserves in the amount of at least 10% of share capital as required by the Companies Act (ZGD-1). Legal reserves and share premium are not included in the accumulated profit and are not subject to distribution. The Group has no statutory reserves, as they are not envisaged under the articles of association. Pursuant to Article 230 (3) of the Companies Act, the controlling company formed at the year-end of 2018 additional other revenue reserves in the amount of a half of net profit or loss, which equalled EUR 29,294,497.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Share premium | 89,562,703 | 89,562,703 |
| Legal reserves | 18,765,115 | 18,765,115 |
| Other revenue reserves | 156,136,738 | 126,842,241 |
| Total | 264,464,556 | 235,170,059 |
At the year-end of 2018, reserves arising on valuation at fair value with respect to the valuation of investments measured at fair value and with respect to unrealised actuarial gains and losses, amounted to EUR 14,365,218. After deducting deferred taxes, they are recorded at EUR 11,507,892.
Retained earnings consist of the unappropriated portion of the net profit for the period, which as at 31 December 2018 amounted to EUR 30,447,226, and net profit brought forward that was recorded at EUR 28,827,350.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Provisions for retirement benefits and jubilee premiums | 4,680,214 | 3,669,042 |
| Provisions for legal disputes | 15,255,961 | 17,032,786 |
| Total | 19,936,175 | 20,701,828 |
Provisions for pensions and similar liabilities are composed of provisions for termination benefits and jubilee premiums as well as post-employment benefits.
The controlling company Luka Koper, d. d., and the subsidiary Luka Koper INPO, d. o. o. first formed liabilities from post-employment benefits (one-off payments upon retirement) in 2017, and such benefits were first paid in 2018. In 2017, such obligations were disclosed under other current liabilities and later transferred to provisions. In this context, provisions amounting to EUR 725,545 were formed in the reference year.
Based on actuarial calculation, the unrealised actuarial loss from the current and preceding year with respect to termination benefits amounting to EUR 183,064 was recorded in other comprehensive income. The Group recognised in the income statement the current service cost with respect to termination benefits and jubilee premiums in the amount of EUR 305,260, and the interest cost amounting to EUR 47,020. In 2018, payments under jubilee premiums and termination benefits amounted to EUR 225,177.
As at 31 December 2018, provisions for lawsuits were down by EUR 1,776,825, mainly due to a reversal of provisions for legal obligations. In accordance with Article 92 of IAS 37 – Provisions, Contingent Liabilities and Contingent Assets, the Group does not disclose information on its legal obligations as such disclosure would result in a judgement on the position of the Group in disputes with other parties.
| (in EUR) | Termination | Jubilee | Defined contribution retirement |
Total post employment |
Claims and | |
|---|---|---|---|---|---|---|
| Balance at 31 Dec 2017 | benefits 3,054,774 |
premiums 614,267 |
benefit plan 0 |
benefits 3,669,042 |
damages 17,032,786 |
Total 20,701,828 |
| Movement: | ||||||
| Formation | 492,488 | 77,666 | 725,545 | 1,229,824 | 279,418 | 1,509,242 |
| Transfer from current borrowings |
0 | 0 | 216,280 | 282,155 | 0 | 282,155 |
| Transfer | 0 | 0 | -90,183 | -90,183 | 0 | -90,183 |
| Use | -168,497 | -56,680 | -153,505 | -378,682 | -312,847 | -691,529 |
| Reversal | -16,943 | -14,998 | 0 | -31,942 | -1,743,396 | -1,775,338 |
| Balance at 31 Dec 2018 | 3,361,822 | 620,254 | 698,137 | 4,680,213 | 15,255,961 | 19,936,175 |
| (in EUR) | Termination benefits |
Jubilee premiums |
Total post employment benefits |
Claims and damages |
Total |
|---|---|---|---|---|---|
| Balance at 31 Dec 2016 | 2,788,733 | 612,197 | 3,400,931 | 1,380,491 | 4,781,422 |
| Movement: | |||||
| Formation | 420,366 | 110,555 | 530,921 | 15,652,295 | 16,183,216 |
| Use | -140,790 | -105,066 | -245,856 | 0 | -245,856 |
| Reversal | -13,535 | -3,419 | -16,954 | 0 | -16,954 |
| Balance at 31 Dec 2017 | 3,054,774 | 614,267 | 3,669,042 | 17,032,786 | 20,701,828 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Non-current deferred income for regular maintenance | 19,208,191 | 13,693,827 |
| Non-refundable grants received | 4,868,526 | 4,916,166 |
| Other non-current deferred income | 1,491,178 | 1,661,405 |
| Total | 25,567,895 | 20,271,398 |
Non-current deferred income comprise income on regular maintenance since in compliance with the Concession Agreement, Luka Koper, d. d., has the right and obligation to collect port dues, which is income intended to cover the costs of performing utility service. With respect to any annual surplus of revenue over costs, the controlling company forms non-current deferred income for covering the costs of public utility services relating to regular maintenance of the port infrastructure in the coming years. In the event that costs exceeded the revenue, the controlling company would be utilising non-current deferred income.
The grant received primarily comprise non-refundable grants and advance payments received with respect to non-refundable funds for investments into EU development projects which are recorded by the controlling company and are utilised in accord with their useful life. Under non-refundable funds received, the Group also records retained contributions on salaries of employees of the Luka Koper INPO, d. o. o sheltered workshop, i.e. contributions to insurance schemes for retirement pension, disability, sickness, and maternity. The assets were used in compliance with the Vocational Rehabilitation and Employment of Disabled Persons Act for covering 75% of wages for disabled persons and labour costs for the staff who assist the disabled persons.
Group's other non-current deferred income comprises non-current deferred income earmarked to cover the costs of depreciation of fixed assets.
| Non-current | ||||
|---|---|---|---|---|
| deferred | Non | Other non | ||
| (in EUR) | income for | refundable | current | |
| regular | grants | deferred | ||
| maintenance | received | income | Total | |
| Balance at 31 Dec 2017 | 13,693,827 | 4,916,166 | 1,661,405 | 20,271,398 |
| years Correction of an error from previous of an |
55,068 | 0 | 0 | 55,068 |
| Balance at 1 Jan 2018 | 13,748,895 | 4,916,166 | 1,661,405 | 20,326,466 |
| Movement: | ||||
| Formation | 0 | 1,390,837 | 710 | 1,391,547 |
| Transfer to other liabilities | 5,459,296 | 26,163 | 0 | 5,485,459 |
| Use | 0 | -1,252,217 | -170,937 | -1,423,154 |
| Balance at 31 Dec 2018 | 19,208,191 | 4,868,526 | 1,491,178 | 25,567,895 |
| (in EUR) | Non-current deferred income for regular maintenance |
Non refundable grants received |
Other non current deferred income |
Total |
|---|---|---|---|---|
| Balance Balanceat 31 Dec 2016 2016 at 31 |
7,987,214 | 4,829,468 | 1,948,156 | 14,764,838 |
| Movement: Movement: |
||||
| Formation | 5,706,613 | 2,679,689 | 0 | 8,386,302 |
| Transfer from other liabilities | 0 | 22,535 | 0 | 22,535 |
| Transfer to other liabilities | 0 | -1,110,728 | 0 | -1,110,728 |
| Use | 0 | -1,504,798 | -286,751 | -1,791,549 |
| Balance at 31 Dec 2017 | 13,693,827 | 4,916,166 | 1,661,405 | 20,271,398 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Non-current borrowings from banks in Slovenia | 50,464,286 | 71,419,979 |
| Non-current borrowings from banks abroad | 26,967,213 | 29,262,295 |
| Total | 77,431,499 | 100,682,274 |
As at the balance sheet date, non-current borrowings from banks amounted to EUR 77,431,499, and have thus decreased by 23.1 percent or EUR 23,250,775 as compared to the year-end of 2017. The decrease resulted from the transfer of part of liabilities to current borrowings and the early repayment of a bank borrowing. All bank borrowings are subject to the variable interest rate.
All non-current borrowings from banks are being repaid following the predefined repayment schedule. All liabilities under non-current borrowings from banks are collateralised with blank bills of exchange and financial covenants, whereby one borrowing is collateralised with assignment of receivables.
| Lender | |||
|---|---|---|---|
| (in EUR) | Banks | Total | |
| Balance at 31 Dec 2017 | 100,682,274 | 100,682,274 | |
| Repayments | -9,565,217 | -9,565,217 | |
| Transfer to current borrowings – the portion that matures within 1 year | -13,685,558 | -13,685,558 | |
| Balance at 31 Dec 2018 | 77,431,499 | 77,431,499 |
| Lender | |||
|---|---|---|---|
| (in EUR) | Banks | Total | |
| Balance at 31 Dec 2016 | 97,900,739 | 97,900,739 | |
| New borrowings | 18,700,000 | 18,700,000 | |
| Reclassifications | 141,935 | 141,935 | |
| Transfer to current borrowings – the portion that matures within 1 year | -16,060,400 | -16,060,400 | |
| Balance at 31 Dec 2017 | 100,682,274 | 100,682,274 |
| (in EUR) | Currency of loan |
Interest rate | Date of maturity |
Approved principal amount |
Principal at 31 Dec 2018 |
|---|---|---|---|---|---|
| Loans B | EUR | Euribor3m + from 0.650 to 1.000 |
from 1 Jul 2019 to 21 Jul 2031 |
88,000,000 | 58,545,628 |
| Loans C | EUR | Euribor6m + from 1 , 050 to 1.200 |
from 14 Apr 2025 to 31 Dec 2025 |
50,000,000 | 32,571,428 |
| Total - whereof current portion |
138,000,000 | 91,117,056 13,685,558 |
| (in EUR) | Currency of loan |
Interest rate | Date of maturity |
Approved principal amount |
Principal at 31 Dec 2017 |
|---|---|---|---|---|---|
| Loans B | EUR | Euribor3m + from 0.650 to 2.500 |
from 30 Sep 2018 to 21 Jul 2031 |
123,000,000 | 79,314,102 |
| Loans C | EUR | Euribor6m + from 1.550 to 2.000 |
from 14 Apr 2025 to 31 Dec 2025 |
50,000,000 | 37,428,571 |
| Total | 173,000,000 | 116,742,673 | |||
| -whereof current portion whereof portion |
16,060,399 |
| (in EUR) | Principal at 31 Dec 2018 |
2019 | 2020 | 2021 | 2022 | 2023 | Period 2024-2033 |
|---|---|---|---|---|---|---|---|
| Balance of bank loan principals by maturity |
91,117,057 | 13,685,558 | 10,652,225 | 10,652,225 | 10,652,225 | 10,652,225 | 34,822,600 |
| Expected interest | 2,753,481 | 641,352 | 540,317 | 453,517 | 367,594 | 281,629 | 469,072 |
| Total | 93,870,538 | 14,326,910 | 11,192,542 | 11,105,742 | 11,019,819 | 10,933,854 | 35,291,671 |
Non-current operating liabilities comprise non-current collaterals for the operation of the tax warehouse at the current cargo terminal and non-current collaterals received for leased premises. As at 31 December 2018, they amounted to EUR 1,380,528 (2017: EUR 1,045,243).
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Current borrowings from banks in Slovenia | 11,390,476 | 13,765,317 |
| Current borrowings from banks abroad | 2,295,082 | 2,295,082 |
| Total | 13,685,558 | 16,060,399 |
Current borrowings from banks as at 31 December 2018 refer to the portion of non-current principal amounts which mature in 2019 according to amortisation schedules.
| Lender | |||
|---|---|---|---|
| (in EUR) | Banks | Banks | |
| 2018 | 2017 | ||
| Balance at 1 Jan 1 Jan | 16,060,399 | 11,761,732 | |
| Repayments | -16,060,399 | -11,761,733 | |
| Transfer from non–current borrowings – the portion that matures within 1 year |
13,685,558 | 16,060,400 | |
| Balance at 31 Dec | 13,685,558 | 16,060,399 |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Current liabilities to | ||
| domestic suppliers | 17,063,746 | 16,973,624 |
| foreign suppliers | 491,391 | 413,868 |
| Current liabilities to associates | 84,498 | 83,776 |
| Current trade payables | 17,639,635 | 17,471,268 |
| Current liabilities from advances | 1,780,057 | 1,092,723 |
| Current liabilities to employees | 6,362,944 | 3,985,606 |
| Current liabilities to the state and other institutions | 12,814 | 67,626 |
| Current operating liabilities | 25,795,450 | 22,617,223 |
| Accrued costs and expenses | 4,438,520 | 3,518,232 |
| Other operating liabilities | 288,579 | 772,535 |
| Other operating liabilities | 5,175,849 | 4,290,767 |
| Total | 30,971,299 | 26,907,990 |
As compared to the preceding year, current trade and other payables increased by EUR 4,063,309. The highest increase was recorded among current liabilities to employees, i.e. resulting from new recruitment and from the concluded agreement on one-off payment to employees for having reached added value growth.
Current liabilities from advances mostly relate to the funds received from the EU to cover the future costs incurred by co-financed projects, and to the current securities received.
Accrued costs relate to accrued costs of the concession, costs for the collective job performance, accrued interest for loans and borrowings, accrued costs for remunerations and bonuses paid under individual contracts, accrued costs for unused vacation days, and accrued charges for invoices to be received.
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|
| Guarantees given | 2,154,763 | 1,742,058 |
| Securities given | 3,360,506 | 4,200,467 |
| Contingent liabilities under legal disputes | 5,977,395 | 1,933,240 |
| Commitments for the purchase of assets | 32,160,873 | 366,728 |
| Total contingent liabilities | 43,653,537 | 8,242,493 |
As at 31 December 2018, the guarantees given refer to customs operations amounting to EUR 1,860,000, and to performance guarantees amounting to EUR 56,795.
Securities in the amount of EUR 3,360,506 were given to the company Adria Transport, d. o. o. to cover a lease of locomotives.
The company that received a guarantee from the controlling company regularly paid its liabilities in this regard and as at 31 December 2018 disclosed no outstanding instalments.
As at 31 December 2018, contingent liabilities under legal disputes amounted EUR 5,977,395, up EUR 4,044,155 from the preceding year-end. The highest increase relates to the formed contingent liabilities in the amount of EUR 3,041,855 for the fiscal control being conducted with regard to the corporate tax return for 2017, and for which the Group has assessed, also following the opinion of an independent fiscal counsellor, that there were no related risks for which provisions should be formed in this context.
Commitments for the purchase of assets relate to concluded contracts for the purchase/construction of an asset in a future period.
Remuneration of Members of the Management and Supervisory Boards of the controlling company are outlined in Note 29 of Luka Koper, d. d. financial report. Remuneration of groups of persons in the controlling company and subsidiaries is presented in tables below.
| Gross remuneration of groups of persons (in EUR) | Gross wages (fixed and variable part) |
Annual holiday pay and jubilee premiums |
Other receipts and benefits |
Total |
|---|---|---|---|---|
| Members of the Management Board | 791,725 | 4,600 | 34,973 | 831,298 |
| Members of the Supervisory Board (ten members) | 336,036 | 0 | 87,908 | 423,944 |
| Employees with individual employment contracts in the controlling company |
2,698,368 | 30,400 | 166,904 | 2,895,672 |
| Managing Directors of subsidiaries | 356,805 | 4,800 | 29,500 | 391,105 |
| Total | 4,182,934 | 39,800 | 319,284 | 4,542,018 |
| Income statement items from transactions with | ||
|---|---|---|
| associates | Luka Koper Group | |
| (in EUR) | 2018 2017 |
|
| Net revenue from sales to associates | 753,899 | 690,689 |
| Cost of material charged to associates | 120,561 | 153,708 |
| Cost of services charged to associates | 974,952 | 1,074,534 |
| Other operating expenses charged to associates | 0 | 6,093 |
| Profit of associates | 1,658,983 | 1,689,934 |
| Items of the statement of financial position to | ||
|---|---|---|
| associates | Luka Koper Group | |
| (in EUR) | 31 Dec 2018 | 31 Dec 2017 |
| Non-current investments except loans to associates | 13,754,815 | 13,388,464 |
| Current operating receivables due from associates | 193,348 | 55,902 |
| Current operating liabilities to associates | 84,498 | 83,775 |
Transactions between the Luka Koper Group and the Government of the Republic of Slovenia in 2018 included the following:
| (in EUR) | Payments in 2018 |
Costs/ expenses in 2018 |
Payments in 2017 |
Costs/ expenses in 2017 |
|---|---|---|---|---|
| Concessions and the water fee | 7,774,610 | 7,814,485 | 8,658,414 | 7,646,473 |
| Dividends | 8,782,200 | 0 | 9,996,000 | 0 |
| Corporate income tax (taxes and advance payments) |
3,265,037 | 12,213,417 | 7,982,344 | 6,046,624 |
| Other taxes and contributions | 7,421,799 | 7,830,223 | 6,023,746 | 6,008,500 |
| Total | 27,243,646 | 27,858,125 | 32,660,504 | 19,701,597 |
No other transactions between the Government of the Republic of Slovenia and the Group were recorded.
Dividends were paid out to two other companies, in which the Government of the Republic of Slovenia holds a controlling interest i.e. to the company SDH, d. d.in the amount of EUR 1,916,164 and the company Kapitalska družba, d. d. in the amount of EUR 856,793.
The shareholder-related companies are those in which the Republic of Slovenia and the SDH together directly hold at least a 20% stake. The list of such companies is published on the SDH website (https://www.sdh.si/sl-si/upravljanje-nalozb/seznam-nalozb).
In 2018, transactions conducted between the Luka Koper Group and entities in which the state has directly dominant influence included sales to such companies amounting to EUR 11,761,759, and purchasing transactions amounting to EUR in 4,908,064. The majority of sale referred to services related to port activity, whereas major purchasing included costs of railway transport, purchases of energy and insurance costs. As at 31 December 2018, the Luka Koper Group recorded receivables and liabilities to such entities of EUR 1,868,221 and EUR 19,245,020 respectively. The major part of liabilities was related to a loan given by SID – Slovenska izvozna in razvojna banka, d. d., which was raised under market conditions.
Financial risks to which the Group is exposed to include:
The Group's management of financial risks has been organised within controlling company's finance department. The specifics of the existing economic environment make forecasting future financial categories quite demanding, introducing into the planned categories a higher degree of unpredictability and, consequently, a higher level of risk. The Group has consequently tightened the control over individual financial categories.
In compliance with the new standard IFRS 9 entering into force, the Group classified its other investments measured at cost as investments at fair value through profit or loss in the financial year 2018. In measuring fair value, the Company applied the highest and best use model. As at 31 December 2018, the Group thus recognises investments into securities at fair value through comprehensive income, whereas investments in shares of other companies, where the Group's equity interest is less than 20%, and investments in two companies that are fully (100%) owned by the controlling company and are not consolidated due to insignificance, are recognised at fair value through profit or loss.
As at 31 December 2018, the Group had 6.2 percent of its assets in investments measured at fair value (31 December 2017: 6.4 percent, data having been reviewed for comparative purposes). The fair value risk associated with investments in securities is demonstrated through changes in stock market prices that affect the value of these assets and, consequently the potential capital gain on their disposal, whereas with investments in shares of other companies there is a risk for the sales value not to equal the value of the market transaction. This type of risk has been recognised with regard to investments in market securities of successful Slovenian companies and to investments in shares and interests. As at 31 December 2018, the value of non-current investments at fair value amounted to EUR 35,524,158.
Sensitivity analysis of investments at fair value:
| Risk of change in fair value as at 31 December 2018 | ||
|---|---|---|
| Change of index (in %) | Impact on equity |
|
| -10% | -3,552,416 | |
| 10% | 3,552,416 |
| Impact on | ||
|---|---|---|
| Change of index (in %) | equity | |
| -10% | -3,080,283 | |
| 10% | 3,080,283 |
Correction of figures for comparative purposes
| Change of index (in %) | Impact on equity |
|---|---|
| -10% | -3,421,744 |
| 10% | 3,421,744 |
The sensitivity analysis of investments at fair value was based on the assumption of a 10 percent increase in the value of the index and accordingly, such growth would result in an increase in the fair value of the market securities portfolio by EUR 3,552,416. A 10 percent decrease in the comparable class would have the opposite effect, reducing the fair value of these investments by that same amount.
If this was the case, the amount of the difference in fair value would be recognised as either an increase or decrease in other comprehensive income within equity for investments into securities, and within profit or loss for investments into other companies.
| Valuation at fair value | ||||||
|---|---|---|---|---|---|---|
| (in EUR) | Carrying amount at |
Direct stock market quotation |
Value based on comparable market inputs |
No observable market inputs |
||
| 31 Dec 2018 | (Level 1) | (Level 2) | (Level 3) | |||
| Assets measured at fair value | ||||||
| Other non-current investments | 35,524,158 | 32,109,556 | 0 | 3,414,602 |
| Valuation at fair value | |||||||
|---|---|---|---|---|---|---|---|
| (in EUR) | Carrying amount at 31 Dec 2017 |
Direct stock market quotation (Level 1) |
Value based on comparable market inputs (Level 2) |
No observable market inputs (Level 3) |
|||
| Assets measured at fair value | |||||||
| Other non-current investments | 34,217,435* | 30,802,833 | 0 | 3,414,602* | |||
| Liabilities measured at fair value | |||||||
| Interest rate hedging for borrowings | 99,346 | 0 | 99,346 | 0 |
*Adjusted comparative data
Shares and interests measured at fair value were valued at publicly applicable exchange rates of the Ljubljana Stock Exchange and mutual funds quotations.
Fair value of the interest rate swap was calculated by the bank.
With respect to its liabilities structure, the Group also faces interest rate risk as an unexpected growth in variable interest rates can have an adverse effect on the planned results.
In the overall structure of liabilities, the share of financial liabilities decreased from 21.8% in 2017 to 15.9% in 2018. The effect of variable interest rates changes on future profit and loss after taxes is shown in the table below.
With respect to the largest borrowing having a final maturity date in 2031, the controlling company has entered into an instrument as interest rate hedging. Having been entered into in 2013, the instrument was due in 2018. Possible change in variable interest rates could thus have an impact on all of the Group's borrowings (2017: 73 percent).
| (in EUR) | 31 Dec 2018 | Exposure on 31 Dec 2018 |
31 Dec 2017 | Exposure on 31 Dec 2017 |
|---|---|---|---|---|
| Borrowings received at variable interest rate (without interest rate hedge) |
91,117,057 | 100.0% | 85,185,296 | 73.0% |
| Borrowings received at variable interest rate (with interest rate hedge) |
0 | 0.0% | 31,557,377 | 27.0% |
| Total | 91,117,057 | 100.0% | 116,742,673 | 100.0% |
Sensitivity analysis of borrowings from banks in view of the variable interest rate fluctuations:
| Bank | ||||
|---|---|---|---|---|
| (in EUR) | borrowings | Increase by 25 bp |
Increase by 50 bp |
|
| under the | Increase by | |||
| variable | 15 bp | |||
| interest rate at | ||||
| 31 Dec 2018 | ||||
| 3M EURIBOR | 58,545,629 | 43,893 | 73,156 | 202,243 |
| 6M EURIBOR | 32,571,428 | 0 | 4,234 | 85,663 |
| Total effect on interest expenses | 91,117,057 | 43,893 | 77,390 | 287,906 |
| Non-hedged | ||||
| bank | ||||
| borrowings | Increase by | Increase by | Increase by | |
| (in EUR) | under the | 25 bp | 50 bp | |
| variable | 15 bp | |||
| interest rate at | ||||
| 31 Dec 2017 | ||||
| 3M EURIBOR | 47,756,725 | 0 | 0 | 81,664 |
| 6M EURIBOR | 37,428,571 | 0 | 0 | 85,711 |
| Total effect on interest expenses | 85,185,296 | 0 | 0 | 167,375 |
The analysis of financial liabilities' sensitivity to changes in variable interest rates was based on the assumption of potential growth in interest rates of 15, 25 and 50 base points. Given the assumption that variable interest rates will grow by 15 or 25 base points, the Group's interest expenses in view of unchanged borrowing would grow by EUR 121,283. If the variable interest rates are to grow by 50 base points, the interest expenses would increase by EUR 287,906. At the year-end of 2018, the Group's borrowings not hedged against interest rate risk were subject to the movement of the 3M or 6M Euribor.
Liquidity risk refers to the risk that the Group would fail to settle its liabilities at maturity. The Group manages liquidity risk by regular planning of cash flows required to settle liabilities with diverse maturity. Additional measures for preventing delays in receivable collection include regular monitoring of payments and immediate response to any delays, and also charging penalty interest in accordance with the Group's uniform policy of receivable management. Over the past three years, the Group's loans from banks were prepaid due to surplus liquid assets.
| (in EUR) | Up to 3 months |
3 to 12 months |
1 to 2 years |
3 to 5 years |
Over 5 years |
Total |
|---|---|---|---|---|---|---|
| 31 Dec 2018 | ||||||
| Loans and borrowings* | 2,115,437 | 11,570,121 | 10,652,225 | 31,956,674 | 34,822,600 | 91,117,057 |
| Expected interest on all borrowings |
118,102 | 523,250 | 540,317 | 1,102,740 | 469,072 | 2,753,481 |
| Other financial liabilities | 145,363 | 0 | 0 | 0 | 0 | 145,363 |
| Payables to suppliers | 17,639,635 | 0 | 0 | 0 | 0 | 17,639,635 |
| Other operating liabilities | 8,155,815 | 0 | 0 | 0 | 0 | 8,155,815 |
| Total | 28,174,353 | 12,093,371 | 11,192,542 | 33,059,414 | 35,291,671 | 119,811,351 |
| 31 December 2017 | ||||||
| Loans and borrowings* | 2,974,147 | 13,086,251 | 16,004,399 | 39,203,051 | 45,474,824 | 116,742,672 |
| Expected interest on all borrowings |
210,700 | 1,007,238 | 965,343 | 1,837,580 | 871,811 | 4,892,672 |
| Total | 26,174,239 | 14,093,489 | 17,389,615 | 41,040,631 | 46,346,635 | 145,044,609 |
|---|---|---|---|---|---|---|
| Other operating liabilities | 5,145,955 | 0 | 0 | 0 | 0 | 5,145,955 |
| Payables to suppliers | 17,471,268 | 0 | 0 | 0 | 0 | 17,471,268 |
| Other financial liabilities | 372,169 | 0 | 419,873 | 0 | 0 | 792,042 |
| borrowings | 210,700 | 1,007,238 | 965,343 | 1,837,580 | 871,811 | 4,892,672 |
*The item also includes borrowings from associates
The risk of changes in foreign exchange rates arises from trade receivables denominated in US dollars (USD). In recent years, the Group succeeded in achieving significantly lower accrued income in USD to the extent that USD denominated receivables are negligible, based on which the Group has opted not to hedge this item.
Management of the risk of default on the side of the counterparty or the credit risk has gained in importance in recent years. Customer defaults are being passed on to economic entities, much like a chain reaction, which significantly reduces the assessed probability of timely inflows and increases additional costs of financing the operation. Accordingly, the Group has accelerated collection-related activities in the past five years and more consistently monitored trade receivables past due. In case of customers, regarding which the Group detects late payments and inconsistency in observing adopted business agreements, an advance payment system is set up for all ordered services with the aim of avoiding the late-payment culture. The latter area is positively impacted by the specific structure of Group's customers, which are predominantly major companies, freight forwarders and forwarding agents that have been the Group's business partners for a number of years.
Certain receivables have been secured with collaterals, which are returned to the customers once all obligations have been settled. Investments include loans, which are secured with blank bills of exchange and other movable and immovable property.
Assets exposed to credit risk:
| (in EUR) | Note | 31 Dec 2018 | 31 Dec 2017 |
|---|---|---|---|
| Deposits and loans given | 19,378 | 22,592 | |
| Non-current operating receivables | 70,818 | 41,772 | |
| Current deposits | 71,086 | 71,128 | |
| Current loans given | 8,716 | 8,413 | |
| Trade receivables | 19 | 39,009,995 | 35,796,546 |
| Other receivables | 19 | 5,917,108 | 2,167,199 |
| Cash and cash equivalents | 20 | 79,583,293 | 32,374,215 |
| Guarantees and collaterals granted | 28 | 5,524,269 | 5,942,525 |
| Total | 130,204,663 | 76,424,390 |
Having identified the optimal capital structure, the Group has set a non-current strategic goal of maintaining the debtor's share within the liabilities side below 40 percent. As at 31 December 2018, this share was at 31.1 percent, down 3.6 percent from the preceding yearend.
| (in EUR) | 31 Dec 2018 | 31 December 2017 | ||
|---|---|---|---|---|
| in EUR | share (%) | in EUR | share (%) | |
| Equity | 393,878,805 | 68.8% | 350,437,387 | 65.3% |
| Non-current liabilities | 124,316,097 | 21.7% | 142,700,743 | 26.6% |
| Current liabilities | 54,047,158 | 9.4% | 43,340,558 | 8.1% |
| Equity and liabilities | 572,242,060 | 100.0% | 536,478,688 | 100.0% |
The contractual value of audit services render for the Group by BDO revizija d. o. o. for the financial year 2018 is recorded at EUR 45,223 (exclusive of VAT). The contractual value of providing assurance on the report on relations with associated companies and report on the use of public funds received due to the disabled employees for the financial year 2018, which for the Group was carried out by BDO revizija, d. o. o., amounted to EUR 1,066 (exclusive of VAT).






The Management Board of Luka Koper, d. d., is responsible for the preparation of the Annual Report hereof, including the financial statements and notes thereto, that give a true and fair view of the financial position of the Luka Koper Group and Luka Koper, d. d., as of 31 December 2018 and of their financial performance for the year then ended.
The Management Board confirms that the Annual Report for the Luka Koper Group and Luka Koper, d. d. for 2018 with all its component parts: Management Report, Accounting Report, Sustainability Report, including the Corporate Governance Statement, has been devised and published pursuant to the legislation in force and international accounting standards.
The Management Board confirms that accounting policies were consistently applied and that the accounting judgements were made under the principle of prudence and due diligence of a good manager.
The Management Board further confirms that the financial statements of the Company and the Group have been compiled under the assumption of a going concern of the parent and its subsidiaries and in accordance with the applicable legislation and International Financial Reporting Standards as adopted by the EU.
The Tax Authorities may, at any time within a period of 5 years after the end of the year for which tax assessment was due, carry out the audit of the Group operations, which may lead to assessment of additional tax liabilities, default interest, and penalties with regards to corporate income tax or other taxes and duties. The Management Board is not aware of any circumstances that could give rise to any significant liability on this account.
The Management Board is responsible for adopting measures to secure the assets of the Luka Koper Group and Luka Koper, d. d. and to prevent and detect fraud and other irregularities and/or illegal acts.
Members of the Management Board
Dimitrij Zadel Metod Podkrižnik President of the Management Board Member of the Management Board
Irma Gubanec Vojko Rotar
Member of the Management Board Member of the Management Board - Worker Director
Koper, 15 March 2019
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