Annual / Quarterly Financial Statement • Feb 29, 2024
Annual / Quarterly Financial Statement
Open in ViewerOpens in native device viewer
| Balance Sheet 3 | |
|---|---|
| Income Statement 5 | |
| Statement of Changes in Equity 6 | |
| Cash Flow Statement 7 |
| Note 1. Company's Activity 8 | |
|---|---|
| Note 2. Basis of Presentation of the Annual Accounts 9 | |
| Note 3. Distribution of Results 12 | |
| Note 4. Recognition and Measurement Standards 12 | |
| Note 5. Financial Risk Management Policy 24 | |
| Note 6. Intangible Assets 29 | |
| Note 7. Property, Plant and Equipment 30 | |
| Note 8. Investment Property 33 | |
| Note 9. Financial Instruments 34 | |
| Note 10. Current Assets 41 | |
| Note 11. Equity 43 | |
| Note 12. Provisions and Contingencies 46 | |
| Note 13. Creditors and Other Payables 48 | |
| Note 14. Tax Situation 49 | |
| Note 15. Segment Reporting 57 | |
| Note 16. Income and Expenses 58 | |
| Note 17. Transactions with Related Parties 61 | |
| Note 18. Other Information 69 | |
| Note 19. Events After the Reporting Date 71 | |
| Annex I. Equity Situation of Group Companies, Associates and Joint Ventures 72 | |
| Annex II. Subsidiaries, Associates and Joint Ventures of the Group 76 | |
| 1. | Situation of the Company 80 | |
|---|---|---|
| 2. | Business Evolution and Performance 84 | |
| 3. | Risk Management 86 | |
| 4. | Acquisition and Disposal of Treasury Shares 87 | |
| 5. | Other Information 87 | |
| 6. | Annual Corporate Governance Report 89 | |
| 7. | Annual Report on the Remuneration of Directors 89 | |
| Preparation of the Annual Accounts and Management Report 90 |
| (thousand €) | A S S E T S | Notes | 31/12/2023 | 31/12/2022 | |
|---|---|---|---|---|---|
| A | NON-CURRENT ASSETS | 2,122,175 | 2,055,551 | ||
| I | Intangible Assets | 6 | 64,021 | 47,130 | |
| 1 | Patents, licences, trademarks and similar rights | 19 | 26 | ||
| 2 | Software | 34,741 | 36,026 | ||
| 3 | Other intangible assets | 29,261 | 11,078 | ||
| II | Property, plant and equipment | 7 | 328,138 | 313,145 | |
| 1 | Land and buildings | 264,613 | 273,692 | ||
| 2 | Plant and other fixed assets | 63,336 | 39,242 | ||
| 3 | Fixed assets under construction and advances | 189 | 211 | ||
| III | Investment property | 8 | 16,466 | 16,920 | |
| 1 | Land | 1,574 | 1,630 | ||
| 2 | Buildings | 14,892 | 15,290 | ||
| IV | Long-term investments in group companies, associates and joint ventures | 9.1 | 1,616,952 | 1,563,959 | |
| 1 | Equity instruments | 1,152,175 | 1,075,403 | ||
| 2 | Loans to companies | 17 | 464,777 | 488,556 | |
| V | Long-term financial investments | 9.1 | 42,049 | 48,252 | |
| 1 | Equity instruments | 20,953 | 19,847 | ||
| 2 | Loans to companies | 10,424 | 15,685 | ||
| 3 | Derivatives | 9.3 | 389 | 3,240 | |
| 4 | Other financial assets | 10,283 | 9,480 | ||
| VI | Deferred tax assets | 14.4 | 54,549 | 66,145 | |
| B | CURRENT ASSETS | 594,828 | 533,938 | ||
| I | Inventories | 10.1 | 3,286 | 3,696 | |
| 1 | Trade | 75 | 117 | ||
| 2 | Raw materials and other supplies | 3,061 | 3,405 | ||
| 3 | Advances to suppliers | 150 | 174 | ||
| II | Trade and other receivables | 10.2 | 159,180 | 110,036 | |
| 1 | Trade receivables for sales and services | 50,293 | 31,942 | ||
| 2 | Trade receivables, group companies, associates and joint ventures | 17.2 | 93,223 | 67,993 | |
| 3 | Sundry debtors | 2,627 | 1,534 | ||
| 4 | Staff | 168 | 52 | ||
| 5 | Current tax assets | 14.1 | 8,907 | 2,705 | |
| 6 | Other receivables from Public Administrations | 14.1 | 3,962 | 5,810 | |
| III | Short-term investments in group companies, associates and joint ventures | 9.1, 17 | 383,672 | 389,230 | |
| 1 | Loans to companies | 74,778 | 26,230 | ||
| 2 | Other financial assets | 308,894 | 363,000 | ||
| IV | Short-term financial investments | 9.1 | 43,199 | 27,179 | |
| 1 | Equity instruments | 112 | 1,479 | ||
| 2 | Loans to companies | 15,127 | 2,408 | ||
| 3 | Derivatives | 9.3 | 2,698 | 4,062 | |
| 4 | Other financial assets | 25,262 | 19,230 | ||
| V | Short-term accruals and deferrals | 840 | 477 | ||
| VI | Cash and other cash equivalents | 10.3 | 4,651 | 3,320 | |
| 1 | Cash | 3,777 | 2,883 | ||
| 2 | Other cash equivalents | 874 | 437 | ||
| T O T A L A S S E T S | 2,717,003 | 2,589,489 |
Notes 1 to 19 described in the attached notes to the annual accounts are an integral part of the balance sheet as at 31 December 2023.
| (thousand €) | EQUITY AND LIABILITIES | Notes | 31/12/2023 | 31/12/2022 | |
|---|---|---|---|---|---|
| A | EQUITY | 754,931 | 748,988 | ||
| I | Equity | 11.1 | 752,662 | 744,299 | |
| 1 Capital |
44,080 | 44,080 | |||
| 2 Share premium |
1,079,054 | 1,079,054 | |||
| 3 Reserves |
323,593 | 325,935 | |||
| 4 Treasury stock and shares |
(1,615) | (3,936) | |||
| 5 Prior-year results (profit/loss) |
(700,834) | (678,432) | |||
| 6 Profit or loss for the period |
3 | 8,384 | (22,402) | ||
| II | Measurement adjustments | 11.2 | 1,429 | 3,803 | |
| 1 Hedging operations |
1,429 | 3,803 | |||
| III | Grants, donations and bequests received | 11.3 | 840 | 886 | |
| B | NON-CURRENT LIABILITIES | 1,265,001 | 1,335,229 | ||
| I | Long-term provisions | 12 | 126,269 | 88,160 | |
| 1 Long-term employee benefit liabilities |
7,305 | 8,113 | |||
| 2 Other provisions |
118,964 | 80,047 | |||
| II | Long-term payables | 9.2 | 809,283 | 946,145 | |
| 1 Bonds and other negotiable securities |
52,082 | 52,026 | |||
| 2 Bank loans |
756,243 | 893,501 | |||
| 3 Other financial liabilities |
958 | 618 | |||
| III | Long-term payables to group companies, associates and joint ventures | 9.2, 17 | 284,396 | 241,437 | |
| IV | Deferred tax liabilities | 14.4 | 39,495 | 53,988 | |
| V | Long-term accruals and deferrals | 5,558 | 5,499 | ||
| C | CURRENT LIABILITIES | 697,071 | 505,272 | ||
| I | Short-term payables | 9.2 | 317,094 | 156,570 | |
| 1 Bonds and other negotiable securities |
24,585 | 23,963 | |||
| 2 Bank loans |
255,085 | 119,749 | |||
| 3 Derivatives |
9.3 | 25 | |||
| 4 Other financial liabilities |
37,424 | 12,833 | |||
| II | Short-term payables to group companies, associates and joint ventures | 9.2, 17 | 223,077 | 189,911 | |
| III | Trade creditors and other payables | 13 | 155,773 | 157,876 | |
| 1 Suppliers |
12,005 | 8,376 | |||
| 2 Suppliers, group companies, associates and joint ventures |
17.2 | 17,400 | 6,950 | ||
| 3 Sundry creditors |
64,096 | 80,660 | |||
| 4 Accrued wages and salaries |
36,497 | 36,707 | |||
| 5 Other payables to Public Administrations |
14.1 | 11,790 | 12,608 | ||
| 6 Prepayments from customers |
13,985 | 12,575 | |||
| IV | Short-term accruals and deferrals | 1,127 | 915 | ||
| TOTAL EQUITY AND LIABILITIES | 2,717,003 | 2,589,489 |
Notes 1 to 19 described in the attached notes to the annual accounts are an integral part of the balance sheet as at 31 December 2023.
| (thousand €) | Notes | 2023 | 2022 | ||
|---|---|---|---|---|---|
| A | CONTINUING OPERATIONS | ||||
| 1 | Net revenues | 15, 16.1 | 622,692 | 515,320 | |
| a | Sales | 512,133 | 441,353 | ||
| b | Provision of services | 110,559 | 73,967 | ||
| 2 | In-house work on assets | 263 | 582 | ||
| 3 | Supplies | 16.2 | (41,975) | (33,817) | |
| a | Consumption of goods | 2,982 | 3,244 | ||
| b | Consumption of raw materials and other consumables | (44,957) | (37,061) | ||
| 4 | Other operating income | 16.1 | 38,972 | 30,443 | |
| a | Non-core and other current operating income | 37,720 | 28,689 | ||
| b | Operating grants included in profit/(loss) for the year | 1,252 | 1,754 | ||
| 5 | Staff costs | 16.3 | (206,299) | (186,566) | |
| a | Wages, salaries and similar items | (160,161) | (144,093) | ||
| b | Social charges | (46,138) | (42,473) | ||
| 6 | Other operating expenses | 16.4 | (359,582) | (329,950) | |
| a | External services | (338,061) | (306,344) | ||
| b | Tax | (7,793) | (7,895) | ||
| c | Losses on, impairment of and change in trade provisions | (2,506) | (629) | ||
| d | Other current operating expenses | (11,222) | (15,082) | ||
| 7 | Depreciation | 6, 7, 8 | (40,772) | (43,781) | |
| 8 | Allocation of grants for non-financial fixed assets and other grants | 11.3 | 61 | 61 | |
| 9 | Excess provisions | 838 | |||
| 10 | Impairment and profit/(loss) on disposal of fixed assets | 16,631 | 103 | ||
| a | Impairment and losses | 16,814 | 149 | ||
| b | Profit/(loss) on disposals and other disposals | (183) | (46) | ||
| A.1 | OPERATING INCOME | 30,829 | (47,605) | ||
| 11 | Financial income | 16.5 | 95,658 | 38,852 | |
| a | From equity interests | 55,131 | 20,592 | ||
| b | From negotiable securities and other financial instruments | 40,527 | 18,260 | ||
| 12 | Financial expenses | 16.5 | (81,707) | (41,542) | |
| a | On payables to group companies, associates and joint ventures | 17.2 | (25,374) | (8,924) | |
| b | On payables to third parties | (56,333) | (32,618) | ||
| 13 | Change in fair value of financial instruments | 1,896 | 3,763 | ||
| a | Trading portfolio and other financial instruments | 1,896 | 3,763 | ||
| 14 | Exchange differences | 16.6 | 3,633 | (16,528) | |
| 15 | Impairment and profit/(loss) on disposals of financial instruments | (62,788) | 21,144 | ||
| a | Impairment and losses | 9.1,12.1 | (62,681) | 20,393 | |
| b | Profit/(loss) on disposals and other disposals | (107) | 751 | ||
| A.2 | NET FINANCIAL PROFIT (LOSS) | (43,308) | 5,689 | ||
| A.3 | NET PROFIT (LOSS) BEFORE TAX | (12,479) | (41,916) | ||
| 16 | Income tax | 14 | 20,863 | 19,514 | |
| A.4 | PROFIT/(LOSS) FOR THE YEAR FROM CONTINUING OPERATIONS |
8,384 | (22,402) | ||
| A.5 | PROFIT/(LOSS) FOR THE YEAR | 3 | 8,384 | (22,402) |
Notes 1 to 19 described in the attached notes to the accounts are an integral part of the income statement as at 31 December 2023.
| (thousand €) | Notes | 2023 | 2022 |
|---|---|---|---|
| A) Income statement results | 8.384 | (22,402) | |
| Income and expenses directly attributed to equity | |||
| I On cash flow hedges | 9.3,11.2 | 389 | 6,389 |
| II Actuarial gains and losses and other adjustments | 12.1 | (877) | 358 |
| III Tax effect | 14 | 123 | (1,686) |
| B) Total income and expenses directly attributed to equity | (365) | 5,061 | |
| Transfers to income statement | |||
| IV On cash flow hedges | 9.3,11.2 | (3,554) | 45 |
| V Grants, donations and bequests received | 11.3 | (61) | (61) |
| VI Tax effect | 14 | 902 | 4 |
| C) Total transfers to income statement | (2,713) | (12) | |
| Total recognised income and expenses | 5,306 | (17,353) |
| Notes | Share capital |
Share premium Reserves |
Treasury shares |
Prior year profit / |
Profit / (loss) for the fiscal year |
Measure ment adjustme nts |
Grants, donations and bequests received |
Total | ||
|---|---|---|---|---|---|---|---|---|---|---|
| (thousand €) | (loss) | |||||||||
| A) BALANCE AT THE END OF THE YEAR 2021 |
44,080 | 1,079,054 | 325,181 | (3,599) | (597,674) | (80,758) | (1,023) | 931 | 766,192 | |
| ADJUSTED BALANCE, B) BEGINNING OF THE YEAR 2022 |
44,080 | 1,079,054 | 325,181 | (3,599) | (597,674) | (80,758) | (1,023) | 931 | 766,192 | |
| I. Total recognised income and expenses |
268 | (22,402) | 4,826 | (46) | (17,353) | |||||
| II. Operations with shareholders or owners |
(337) | (337) | ||||||||
| 1. Operations with treasury shares |
(337) | (337) | ||||||||
| III. Other changes in equity |
486 | (80,758) | 80,758 | 486 | ||||||
| C) BALANCE AT THE END OF YEAR 2022 |
44,080 | 1,079,054 | 325,935 | (3,936) | (678,432) | (22,402) | 3,803 | 886 | 748,988 | |
| ADJUSTED BALANCE, D) BEGINNING OF THE YEAR 2023 |
44,080 | 1,079,054 | 325,935 | (3,936) | (678,432) | (22,402) | 3,803 | 886 | 748,988 | |
| I. Total recognised income and expenses |
(658) | 8,384 | (2,374) | (46) | 5,306 | |||||
| II. Operations with shareholders or owners |
(1,884) | 2,321 | 438 | |||||||
| 1. Operations with treasury shares |
11.1 | (1,884) | 2,321 | 438 | ||||||
| III. Other changes in equity |
200 | (22,402) | 22,402 | 200 | ||||||
| E) BALANCE AT THE END OF YEAR 2023 |
44,080 | 1,079,054 | 323,593 | (1,615) | (700,834) | 8,384 | 1,429 | 840 | 754,931 |
Notes 1 to 19 described in the attached notes to the annual accounts are an integral part of the statement of changes in equity as at 31 December 2023.
| (thousand €) | Notes | 2023 | 2022 |
|---|---|---|---|
| A) OPERATING ACTIVITIES CASH FLOW |
|||
| 1 Result (profit/loss) for the fiscal year before taxes |
(12,479) | (41,916) | |
| 2 Result adjustments |
70,888 | 33,355 | |
| a) Depreciation |
6, 7, 8 | 40,772 | 43,781 |
| b) Value adjustments for impairment |
9.1,10.2 | 48,373 | (19,912) |
| c) Change in provisions |
(454) | (7,315) | |
| d) Allocation of grants |
11.3 | (61) | (61) |
| e) Profit/loss on disposal of fixed assets |
183 | 46 | |
| f) Profit/loss on disposal of financial instruments |
9 | 107 | (751) |
| g) Financial income |
16.5 | (95,658) | (38,852) |
| h) Financial expenses |
16.5 | 81,707 | 41,543 |
| i) Exchange rate differences |
(3,633) | 16,528 | |
| j) Change in fair value of financial instruments |
9 | (1,896) | (3,763) |
| k) Other income and expenses |
2,128 | 2,486 | |
| l) Profit/loss on asset management |
17.1 | (679) | (375) |
| 3 Changes in working capital |
(35,608) | 23,009 | |
| a) Inventories |
10.1 | 919 | (264) |
| b) Trade and other receivables |
10.2 | (33,572) | (28,187) |
| c) Other current assets |
10.3 | 379 | 760 |
| d) Creditors and other payables |
13 | (3,279) | 49,642 |
| e) Other non-current assets and liabilities |
(55) | 1.058 | |
| 4 Other cash flows from operating activities |
(37,235) | (28,926) | |
| a) Interest paid |
(49,740) | (29,948) | |
| b) Dividends received |
19,992 | 644 | |
| c) Interest received |
2,854 | 374 | |
| d) Collections (payments) on income tax |
(10,341) | 5 | |
| 5 Cash flows from operating activities (+/-1+/-2+/-3+/-4) |
(14,434) | (14,478) | |
| B) CASH FLOWS FROM INVESTMENT |
|||
| 6 Payments on investments |
(84,756) | (70,143) | |
| a) Group companies, associates and joint ventures |
9.1 | (20,503) | (27,367) |
| b) Intangible assets |
6 | (32,183) | (20,068) |
| c) Property, plant and equipment |
7 | (27,017) | (20,785) |
| d) Investment property |
8 | (1,117) | (817) |
| e) Other financial assets |
9 | (3,241) | (900) |
| f) Other assets |
(694) | (207) | |
| 7 Collections on divestments |
32,777 | 3,663 | |
| a) Group companies, associates and joint ventures |
9.1 | 28,842 | |
| b) Property, plant and equipment |
7 | 187 | 150 |
| c) Investment property |
1,600 | 2,300 | |
| d) Other financial assets |
9 | 2,149 | 1,213 |
| 8 Cash flows from investment (7-6) |
(51,979) | (66,480) | |
| C) CASH FLOWS FROM FINANCING |
|||
| 9 Collections and payments on equity instruments |
438 | (337) | |
| a) Acquisition of own equity instruments |
11.1,9.1 | (337) | |
| b) Disposal of own equity instruments |
10.1 | 438 | |
| 10 Collections and payments on financial liability instruments |
67,106 | 82,474 | |
| a) Issuance |
458,410 | 407,244 | |
| 1 Bonds and other negotiable securities | 9.2 | 212,000 | 166,435 |
| 2 Bank loans | 9.2 | 170,959 | 137,295 |
| 3 Debts with group companies, associates and joint ventures | 9.2 | 46,163 | 102,231 |
| 4 Other debts | 29,288 | 1.283 | |
| b) Redemption and repayment of |
(391,304) | (324,770) | |
| 1 Bonds and other negotiable securities | 9.2 | (214,001) | (219,805) |
| 2 Bank loans | 9.2 | (172,777) | (103,831) |
| 3 Debts with group companies, associates and joint ventures | 9.2 | (1,172) | |
| 4 Other debts | (3,355) | (1,134) | |
| 11 Cash flows from financing (+/-9+/-10) |
67,543 | 82,137 | |
| D) EFFECT OF CHANGES IN EXCHANGE RATES |
199 | 486 | |
| E) NET INCREASE / DECREASE IN CASH AND CASH EQUIVALENTS (+/-5+/-8+/-11+/-D) |
1,330 | 1,665 | |
| F) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR |
3,320 | 1,656 | |
| G) CASH AND CASH EQUIVALENTS AT THE YEAR-END |
10 | 4,651 | 3,320 |
Notes 1 to 19 described in the attached notes to the annual accounts are an integral part of the cash flow statement as at 31 December 2023.
Meliá Hotels International, S.A. (hereinafter, the "Company") is a public limited company that was legally incorporated in Madrid on 24 June 1986, under the registered name of Investman, S.A. The change to its current name, Meliá Hotels International, S.A., was approved on 1 June 2011 and it remains unchanged since then. In 1998, the Company moved its registered address to Calle Gremio de Toneleros, 24, Palma de Mallorca [Spain].
Meliá Hotels International, S.A. is the parent company of Meliá Hotels International Group (hereinafter, the "Group"). On 29 February 2024, as required by the Commercial Code, the Group's consolidated annual accounts as at 31 December 2023 are prepared, pursuant to the International Financial Reporting Standards (IFRS) published by the International Accounting Standard Board (IASB) and adopted by the European Union, which show a consolidated profit attributable to the parent company for the amount of EUR 117.7 million and a consolidated equity attributed to the parent company for the amount of EUR 512.9 million.
The Company's business activity, which was incorporated for an indefinite period according to its bylaws, is as follows:
• The acquisition, holding, operation, promotion, marketing, development, management and assignment under any title of hotel and tourism establishments, and of any other establishments intended for tourism, leisure, entertainment or recreation-related activities, in any way authorised by Law.
• The acquisition, subscription, ownership and transfer of all kinds of transferable securities, both public and private, national and foreign, representing the share capital of companies with the corporate purpose of owning and operating the business or activities mentioned above.
• The acquisition, ownership, operation, management, marketing and assignment under any title of all kinds of goods and services intended for tourism and hotel establishments and facilities, as well as for any leisure and entertainment or recreation-related activities.
• The acquisition, development, marketing and assignment under any title of know-how or technology in the tourism, hotel, leisure, entertainment or recreation sectors.
• The promotion of all kinds of businesses related to tourism and hotel sectors and to leisure, entertainment or recreation activities, as well as the participation in the creation, development and operation of new businesses, establishments or entities in the hotel and tourism sectors, and of any leisure, entertainment or recreations activities.
The activities comprising the corporate purpose may be developed by the Company, either totally or partially, directly or indirectly, through shareholdings or equity interests in companies having the same or similar corporate purpose.
In any event, all those activities that special laws reserve for companies which meet certain requirements that are not met by the Company, are expressly excluded from the corporate purpose; in particular, the activities that the law restricts to Collective Investment Institutions or to Stock Market intermediary firms are excluded.
With over 65 years of history, the Group has consolidated its international presence with 350 hotels in 38 countries, mainly Spain, Latin America, Europe and Asia. With a solid experience in ten brands to attend the different demands of its customers, which asserts its leadership in vacation hotel and bleisure sectors, the Group aims to position itself amongst the world's leading hotel groups in the upper-medium segment, as well as to be recognised as a world leader in terms of excellence, responsibility and sustainability. At year-end, the Company has a portfolio of 45 hotels located in Spain.
These annual accounts have been prepared by the Board of Directors according to the regulatory framework for financial reporting as applicable to the Company, which is that established in:
• The Spanish National Chart of Accounts approved by Royal Decree 1514/2007, which has been amended by Royal Decree 602/2016 and Royal Decree 1/2021, and its sectoral adaptations.
• The mandatory regulations approved by the Instituto de Contabilidad y Auditoría de Cuentas [Spanish Accounting and Auditing Institute] in developing the National Chart of Accounts and its complementary standards.
• Code of Commerce and other corporate legislation.
• The applicable standards and circulars of the Comisión Nacional del Mercado de Valores [Spanish National Stock Market Commission] (CNMV).
• All other Spanish accounting regulations as applicable.
The annual accounts have been prepared in accordance with the generally accepted accounting principles and measurement standards as described in Note 4. All mandatory accounting principles having a significant effect on the preparation of these annual accounts have been applied.
The figures on the balance sheet, income statement, statement of changes in equity, cash flow statement, and the accompanying notes to the annual accounts, are stated in Euro, which is the functional currency of the Company, rounded to thousands, except where otherwise indicated.
The annual accounts have been prepared on the basis of the accounting records of the Company and are presented in conformity with the regulatory framework for financial reporting as applicable to it and, in particular, the accounting principles and criteria included therein, so that they fairly present the equity, financial position and results of operations of the Company, as well as the truthfulness of the flows included in the cash flow statement.
For comparison purposes, the annual accounts include the figures of each of the items in the balance sheet, the income statement, the statement of changes in equity, the cash flow statement and the notes to the annual accounts for year 2023 and for the previous year, which were part of the notes to the annual accounts for 2022.
Directors have prepared the Company's annual accounts using judgements, estimates and assumptions which have an effect on the application of the accounting policies as well as on the balances of assets, liabilities, income and expenses and the breakdown of contingent assets and liabilities at the preparation date of these annual accounts.
Such estimates and assumptions are based on historical experience and other factors considered reasonable under the circumstances. The carrying amount of assets and liabilities, which is not readily apparent from other sources, has been established based on these estimates. These estimates and assumptions are periodically reviewed, while the effects of the reviews on the accounting estimates are recognised whether in the year in which they are realised, if they have an effect solely on such period, or in the period under review and future periods, if the review affects both periods. However, the uncertainty inherent in the estimates and assumptions could lead to results that may require an adjustment to the carrying amounts of assets and liabilities affected in future periods.
The estimates made are detailed, where appropriate, in each of the explanatory notes of the balance sheet captions. The estimates and judgement that have a significant impact and may involve adjustments in future years are set out below:
The calculation of income tax requires the interpretation of the tax legislation applicable to the Company. There are also several factors related mainly, but not exclusively, to changes and interpretations of tax laws in force that require the use of estimates by the Company's Management. Such calculation is detailed in Note 14.
Deferred tax assets are recognised for all deductible temporary differences, tax loss carry forwards and unused tax credits, for which the Company probably will have future taxable profits which allow the application of these assets. Directors must carry out significant estimates to determine the amount of the deferred tax assets that can be recognised, by considering the amounts and the dates on which future taxable profits will be obtained and the reversal period of the taxable temporary differences.
The fair value of financial instruments that are not traded in an active market is determined using measurement techniques, as specified in Note 4.5.3. The Company uses a variety of methods and makes assumptions that are based mainly on market conditions at the closing date of each balance sheet. Most of these measurements are obtained from the financial institutions with which the instruments were contracted.
The Company verifies annually whether there is an impairment loss in respect of fixed assets, in accordance with Notes 4.4, 6, 7 and 8. The estimate of the recoverable amount of the asset is based on the valuations made by independent experts, which mainly use the discounted cash flow as a valuation criterion.
The cost of defined benefit pension plans is calculated using actuarial valuations. Actuarial valuations require the use of assumptions on discount rates, asset yields, salary increases, mortality tables and rotation, as well as the retirement age of employees with right to these benefits. These estimates are subject to significant uncertainties due to the long-term settlement of these plans.
The valuation of these commitments has been made by reputable independent experts using actuarial valuation techniques. Note 12.1 gives details of the assumptions used to calculate these commitments.
The Company must use its judgement significantly for the estimate of the amount of the provision for onerous contracts, since it depends on the projected cash flows deriving from those contracts, which mainly relate to lease contracts for hotel establishments.
The estimate of these future cash flows requires the application of assumptions on the percentage of occupancy, the average room rate (ARR) and the evolution of the costs associated with the hotel operation, as well as the discount rate applied to update such flows.
The Company uses its expertise in operating and managing hotels to determine such assumptions and to make the relevant calculations, as described in Note 12.1.
The Company recognises a provision for accumulated losses in group companies, when the interest in such controlled entities is fully impaired. The measurement of this provision is calculated similarly to that of the impairment of equity instruments in Group companies, value adjustments which are made based on the difference between their carrying amount and their recoverable amount, which is understood, unless there is better evidence, as the equity of the investee, adjusted by the amount of the unrealised capital gains at the measurement date (including the goodwill, if any) (see Note 4.5.1).
If the recoverable amount of the investment is restored, then the Company reverses the provision.
The balance sheet as at 31 December 2023 shows an excess of current liabilities over total current assets for the amount of EUR 102.2 million, mainly due to the increase in short-term bank loans. However, this situation will be significantly reversed in 2024 thanks to new sources of financing obtained (see Note 19) and the availability of existing credit facilities (EUR 169.9 million as at 31 December 2023).
Therefore, the Directors consider that the Company has the capacity to finance its current liabilities, since, in addition to the above, the Company has the cash flow generation of the Group, which guarantees that it can obtain sufficient financial resources to continue its operations and settle its assets and liabilities for the amounts shown in the balance sheet.
In view of the foregoing, these annual accounts have been prepared on a going concern basis.
The expressions used in the cash flow statement have the following meanings:
• Cash flows: Inflows and outflows of cash or other cash equivalents, these being understood to be short-term investments with high liquidity and low risk of changes in value.
• Operating activities: Common operating activities, as well as other activities that cannot be classified as investment or financing.
• Investment activities: The acquisition, sale or other disposal of non-current assets and other investments not included in cash and cash equivalents.
• Financing activities: Activities that result in changes in the size and composition of the equity and liabilities which are not part of the operating activities.
For the purposes of preparation of the cash flow statement, cash in hand and demand bank deposits, as well as short-term investments with high liquidity, which are easily convertible into determined amounts of cash, are considered as "Cash and other cash equivalents", which are subject to a low risk of changes in value.
The statement of changes in equity included in these annual accounts shows the total changes in equity during the year. This information is in turn included in the statement of recognised income and expenses and in the statement of changes in equity.
The Board of Directors will propose to the General Shareholders' Meeting the approval of the distribution of results as follows:
| (thousand €) | 2023 |
|---|---|
| Basis of distribution | |
| Gains and losses (year's profit) | 8,384 |
| Distribution | |
| To offset prior years' losses | 8,384 |
| Total | 8,384 |
After a fiscal year 2023 of normal operations throughout the year and following the suspension of dividend distributions in recent years to strengthen the balance sheet, the Board of Directors agreed on 29 February 2024 to propose to the General Shareholders' Meeting the distribution of dividends charged to the Company's available reserves.
In the previous year, the Board of Directors, in order to strengthen the solvency and liquidity of the Company, proposed to the General Shareholders' Meeting not to distribute dividends.
The accounting principles applied in relation to the different items are as follows:
These are measured at acquisition or production cost. They are subsequently measured at cost less the related accumulated depreciation and impairment losses, if any, according to the criterion described in Note 4.4. These assets are depreciated on the basis of their useful lives. Where the useful life of these assets cannot be reliably estimated, they are depreciated over a period of ten years.
Intangible assets relate to various software applications, as well as transfer rights, patents and licenses.
Software applications are valued at cost price and depreciated using the straight-line method over their estimated useful life of 5 years. Software maintenance-related expenses are recognised as an expense when incurred.
The investments in technological innovation incurred by the Company in producing identifiable and unique software programmes controlled by the Company are included under this heading. In addition, these comply with the following conditions:
• Adequate technical, financial and other resources are available to complete the development and to use or sell the intangible asset.
• The expenditure attributable to the intangible asset during its development can be reliably measured.
The directly attributable costs that are capitalised as part of the software programmes include the labour cost of the staff developing the programmes and a suitable percentage of general costs.
Transfer rights relate mainly to the acquisition costs of operating and management rights for various hotels and are amortised using the straight-line method over the term of the agreements related to these rights.
Patents, licences, brands and similar items include the amounts paid to acquire from third parties the ownership of, or the right to use, trademarks and patents. The depreciation of these items will depend on the expiration of the related agreements.
Property, plant and equipment is stated at cost, including additional expenses incurred to bring the assets into operating conditions, increasing their value according to legal revaluations and restatements (see Note 7), less recognised accumulated depreciation and impairment losses, according to the criterion described in Note 4.4.
The repairs which do not extend the useful life of the assets and the maintenance expenses are charged directly to the profit and loss account. Costs that extend or improve the capacity, productivity or useful life of the assets, are capitalised as an increase in their value.
Works performed by the Company for its fixed assets are stated at the cost of the necessary goods and required services or at the cost of production of the goods produced by the Company and of the necessary staff time.
Within property, plant and equipment under Other fixed assets, the amount of replacements (crockery, furnishings, cutlery, linen, etc.) is included, which is stated at average cost as per the stocktaking carried out in the different hotel centres at the year end. Breakages and losses are recorded as Disposals.
Property, plant and equipment items are depreciated using the straight-line method over their estimated useful life, which is as follows:
| Years | |
|---|---|
| Buildings | 50 |
| Plant | 18 |
| Machinery | 18 |
| Furniture | 15 |
| Fixtures | 8 |
| Software | 6 |
| Vehicles | 5 |
| Other fixed assets | 8 |
Such depreciation, however, is adjusted by the Company for the assets linked to lease contracts, which are depreciated over the shorter of the assets' useful life and the lease term.
The useful life and residual value of property, plant and equipment are reviewed at the closing date of each balance sheet, specifically considering whether climate-related risks require a change in the useful life and residual value of assets. Land is not subject to systematic depreciation since it is considered to have indefinite useful life, however it is subject to impairment tests.
The investments made by the Company to obtain rental income or capital gains, and which generate cash flows independently of the other assets held by the Company, are recorded under this caption.
Property, plant and equipment criteria are used for the measurement and depreciation of investment properties, as described in Notes 4.2 y 4.4. Unbuilt land is measured at acquisition cost plus fitting-out costs. Buildings are measured at acquisition or production cost, including the additional expenses incurred until initial operation.
At each year end, the Company assesses whether there is an indication that an asset may be impaired. If such indication exists, the Company estimates the asset's recoverable amount. Periodically, the Company obtains valuations made by independent experts of its owned hotel assets, which are operated by the Company or leased to third parties. Such valuations are completed with the valuations made internally.
When determining the value of the assets, the valuation criterion most used by the experts is the discounted cash flow, since hotel investments are generally valued according to the potential future income. In certain cases, other valuation methods were used, such as the comparables method or the residual value method. The latter method was mainly used to value plots and land.
At the end of the years in which such valuations are not obtained, and for assets or cash-generating units for which such valuation is not available, the Company assesses whether there is an indication that its tangible assets may be impaired. For owned hotels, the Company considers whether there is any indication that they have suffered an impairment loss mainly based on the operating result of the various cash-generating units, as well as observable external sources of information revealing that the value of the asset during the period has decreased more than expected as a consequence of the passage of time or its normal use, due to changes that may have occurred in the environment in which the hotel operates. In addition, other factors such as geopolitical circumstances, economic situation or natural disasters that may affect the recoverable amount of such assets are taken into account.
If such indication exists, or when annual impairment test for an asset is required, the Company estimates the asset's recoverable amount on the basis of the methodology used in the last valuation carried out by the independent expert for the relevant asset or cash-generating unit. An asset's recoverable amount is the higher of an asset's or cash-generating unit's fair value less costs to sell and value in use, and is determined individually for each asset, unless the asset does not generate cash inflows that are independent of those from other assets or groups of assets.
In assessing value in use, the Company projects future cash flows by considering the budget approved by its governing bodies for 2024, and applying growth assumptions that are consistent with the market in which the asset operates and its historical performance for a period of 5 years and estimating a residual value according to a long-term growth rate not higher than the expected growth of the economy and the sector in which the asset operates. Estimated future cash flows are discounted using a discount rate before taxes which reflects changes in the value of money over time in the current market and the specific risks of the asset which have not been adjusted in the estimated future cash flows, mainly the risks of the business and the country in which the asset is located, as well as the significant climate risks that may affect it.
Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and its carrying value is reduced to its recoverable amount. Losses due to impairment of ongoing activities are recognised in the income statement in the expense category in accordance with the function of the impaired asset.
An assessment is made each year end as to whether there is any indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognised. If this is the case, the carrying amount of the asset is increased to its recoverable amount. This increase cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in previous years. This reversal is recognised in the income statement for the year. After such reversal, the depreciation charge is adjusted in future periods to allocate the asset's revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.
Financial assets may be classified as: financial assets at fair value through profit or loss, financial assets at amortised cost, financial assets at fair value through equity and financial assets at cost.
This heading includes equity investments in group companies, associates and joint ventures. Upon initial recognition, they are recognised at fair value which, unless there is evidence to the contrary, is the transaction price, which is equal to the fair value of the consideration given plus directly attributable transaction costs. After initial recognition, they are measured at cost less, where appropriate, the accumulated amount of the measurement adjustments for impairment which is recognised in the income statement in the year in which it occurs.
Financial assets at fair value through profit or loss include held-for-trading financial assets acquired for the purposes of selling them mainly in the short term, as well as unquoted equity instruments of companies over which no control or significant influence is exercised.
Short-term trading portfolio includes equity instruments listed in official markets; their market prices are used to determine the fair value of these investments.
The changes in their fair value are recorded in the income statement for the year.
Financial assets included in this category are initially measured at fair value and subsequently at amortised cost. Accrued interest is recognised in the income statement, using the effective interest method.
Nevertheless, credits from commercial operations with a due date not exceeding one year and which do not have a contractual interest rate, as well as advances to staff, dividends receivable and capital calls on equity instruments expected to be received at short term, are measured at face value, both at the initial and later measurement, when the effect of not adjusting the cash flows is not material.
Loans and receivables with a maturity of less than 12 months as of the balance sheet date are classified as current, and those with a maturity greater than 12 months are classified as non-current.
Non-current guarantees and deposits are measured at amortised cost using the effective interest rate method. Current guarantees and deposits are not discounted.
Trade receivables are shown at their face value in the balance sheet, by carrying out the corresponding measurement adjustments and providing, where appropriate, the relevant provisions based on the risk of insolvency, which are applied where the debt is deemed to be uncollectible.
The Company derecognises a transferred financial asset when it assigns all contractual rights to receive the cash flows generated by the asset or, even when retaining such rights, it assumes a contractual obligation to pay them to the assignees and the risks and rewards related to the ownership of the asset are substantially transferred.
Where the Company has transferred assets in which the risks and rewards related to the ownership of the financial asset are substantially retained, the transferred financial asset is not derecognised in the balance sheet and is recognised as a related financial liability for an amount equal to the consideration received, which is subsequently measured at amortised cost. The transferred financial asset continues to be measured according to the same criteria applied prior to the transfer. Both income from the transferred asset and the expenses of the related financial liability are recognised, without netting, in the income statement.
Investments in group companies, jointly controlled entities, and associates are measured at cost less, where appropriate, the accumulated amount of the measurement adjustments for impairment. Such adjustments are calculated as the difference between the carrying amount and the recoverable amount, the latter being the higher amount between the fair value less costs to sell and the present value of the future cash flows arising from the investment. Unless there is better evidence, the recoverable amount is based on the value of the equity of the investee, adjusted by the amount of the unrealised capital gains at the measurement date (including the goodwill, if any). Measurement adjustments for impairment and, where appropriate, their reversal, are recognised as income or expense, respectively, in the income statement.
The Company applies a simplified approach when calculating the expected credit losses of financial assets at amortised cost and, where appropriate, a value adjustment for the expected credit losses over the entire life of the asset is recognised at each closing date. To do that, the Group has established a matrix of provisions based on its history of credit losses, adjusted by the prospective factors specific for such assets.
Due to the characteristics of the main sector in which the Company operates, the customers of the hotel segment have minimal risk of insolvency.
Financial liabilities are classified in the following measurement categories: financial liabilities measured at amortised cost and financial liabilities measured at fair value through profit or loss. In both cases, financial liabilities are initially recognised at fair value. Financial liabilities measured at amortised cost are adjusted for directly attributable transaction costs. All nonderivative financial liabilities of the Company are included within the category financial liabilities at amortised cost.
Debt issues are initially recognised at the fair value of the consideration received, less directly attributable transaction costs. They are subsequently measured at amortised cost applying the effective interest method. Bonds with a maturity exceeding 12 months are classified as non-current liabilities, while those with shorter maturity than that are included under current liabilities.
They are initially recorded at the amount received, net of transaction costs. After initial measurement, they are carried at amortised cost using the effective interest method.
This heading includes debts originated by the acquisition of assets financed by leasing contracts.
Financial liabilities included in this category are measured at amortised cost. Accrued interest is recognised in the income statement, using the effective interest method.
Financial liabilities are derecognised when all the risks are substantially transferred, and the liability that resulted in their recognition on the balance sheet is extinguished.
Derivative financial instruments are classified as financial assets or liabilities at fair value through profit or loss or as accounting hedges. In both cases, derivative financial instruments are initially recognised at fair value on the date on which they are arranged, and this fair value is regularly adjusted. Derivatives are carried as assets when the fair value is positive, and as liabilities when the fair value is negative.
The Company applies hedge accounting to those operations in which the hedge is expected to be highly effective; that is, when the changes in the fair value or in the cash flows of the items covered by the hedge are offset by the changes in the fair value or cash flows of the hedging instruments with an effectiveness comprised between 80% and 125%. In addition, at the inception of the hedge, the relationship between the hedged item and the derivative financial instrument designated for that purpose is formally documented.
The Company has various interest rate swaps classified as cash flow hedges. The fair value of interest rate swaps is determined through the discounted cash flow measurement technique according to the characteristics of each contract, such as the face amount and the collection and payment schedule. The discount factors used to obtain said value are calculated based on the curve of the zero-coupon rates obtained from the deposits and rates listed in the market on the date of measurement. The resulting fair value is adjusted for the own credit risk if significant. These values are obtained from studies carried out by the financial institutions with which the Company has contracted these instruments.
Changes in the fair value of these derivative financial instruments are reflected in equity, under the heading Other measurement adjustments, being allocated by the part considered an effective hedge to the income statement insofar as the item being hedged is also settled. The fair value is entered in the accounts according to the date of trade.
Any profit or loss arising from changes in the fair value of derivatives which do not qualify to be classified as hedging instruments are directly recognised in the net profit or loss for the year. The fair value of these derivative financial instruments is obtained from studies carried out by financial institutions.
Inventories are measured at cost, whether acquisition price or production cost. Trade discounts, rebates, other similar items and interest included in the face value of the related payables are deducted in determining the acquisition price.
The Company recognises the appropriate value adjustments as an expense in the income statement when the net realisable value of the inventories is lower than acquisition price.
Cash and other cash equivalents include cash in hand and at bank, as well as short-term deposits in banks and other financial institutions with an original maturity of less than three months from the date of subscription.
Treasury shares are recognised as a decrease in the Company's equity, and are stated at acquisition cost, without valuation adjustments.
Gains and losses obtained on disposal of treasury shares are recorded directly against equity.
For the accounting of grants, donations and bequests received from third parties other than the owners, the following criteria are used by the Company:
• Non-refundable grants, donations and bequests related to assets: These are measured at the fair value of the amount, or the asset received, based on whether or not they are monetary grants, and they are taken to income in proportion to the period depreciation taken on the assets for which the grants were received or, where appropriate, on disposal of the asset or on the recognition of an impairment loss.
• Refundable grants: While they are refundable, they are recognised as a liability.
• Operating grants: These are recognised in the income statement at the time they are granted, unless they are intended to be allocated to the financing of the operating deficit for future years, in which case they will be recognised in those years. If they are granted to finance specific expenses, they will be recognised as the financed expenses accrue.
In addition, grants, donations and bequests received from shareholders or owners are not revenue and must be recognised directly in equity, regardless of the type of grant, provided that they are non-refundable.
Provisions are recognised when the Company:
Provisions are carried at the present value of the best possible estimate of the amount needed to settle or transfer to a third party the obligation. Adjustments due to updating the provision are recognised as a financial expense as they accrue. Provisions maturing in one year or less with a non-significant financial effect are not discounted. Provisions are reviewed at each balance sheet date and are adjusted to reflect the current best estimate of the liability at any time.
On the other hand, contingent liabilities are the possible obligations, arising from past events, the materialisation of which is subject to the occurrence of future events which are not entirely under the Company's control, and those present obligations, arising as a result of past events, which are not likely to give rise to an outflow of resources for their settlement or which cannot be measured with sufficient reliability. These liabilities are not recognised in the accounts, but are disclosed in the notes to the annual accounts.
A contract is onerous when the unavoidable costs of meeting the contractual obligations exceed the expected economic benefits.
In the case of hotel lease contracts, the estimate of future results from these agreements is reviewed annually, based on the expected flows from the relevant cash-generating units, applying an appropriate discount rate. If the costs exceed the benefits, the Company records a provision for such difference, including the net assets related to the cash-generating unit. Details of the analysis performed by the Company are included in Note 12.1.
Post-employment benefits are classified as defined benefit plans. In general, these type of provisions fix the amount of the benefit that the employee will receive on retirement, usually based on one or more factors such as age, number of years of service and remuneration.
The Company recognises in the balance sheet a provision for long-term defined benefit obligations in an amount corresponding to the difference between the present value of the committed benefits and the fair value of any assets linked to the benefit commitments which will be used to settle the obligations, less any past service costs still not recognised, if any.
If an asset results from the above-mentioned difference, its valuation may not exceed the current value of the benefits that may be returned to the Company in the form of direct reimbursements or lower future contributions, plus, where appropriate, the part not yet recognised in the income statement for past service costs.
Past service costs are recognised immediately in the income statement unless they involve non-vested rights, in which case they are taken to the income statement on a straight-line basis over the period remaining to the vesting of the past service rights.
The current value of the obligation is determined using actuarial calculation methods and unbiased financial and actuarial assumptions that are mutually compatible. The Company recognises, directly in the statement of recognised income and expense, the profits and losses arising from the change in the current value and, where applicable, the plan assets, as a result of the changes in actuarial assumptions or adjustments made on the basis of experience.
Certain collective bargaining agreements in force and applicable to the Company establish that permanent staff for a specified number of years employed by the Company who opt to terminate their employment contract will be entitled to a cash award equal to a number of monthly salary payments which is proportional to the number of years of service. During the fiscal year, an assessment of these commitments has been performed in accordance with the actuarial assumptions contained in Meliá Hotels International, S.A.'s own rotation model, by applying the calculation method known as the Projected Unit Credit Method and the population assumptions corresponding to the PER2020 tables.
The balance of provisions, as well as the capitalisation of payments for future services, cover these acquired commitments, based on an actuarial analysis prepared by an independent expert.
The Company has duly externalised the pension commitments and obligations stipulated in collective bargaining agreements subject to the Ministerial Order of 2 November 2006.
The leases in which all the risks and rewards inherent in the ownership of the leased asset are substantially transferred, are classed as finance leases.
At lease inception, the lessee recognises in the balance sheet an asset and a liability in the same amount, which is equal to the fair value of the leased asset, or the present value of minimum future lease payments, if lower.
Lease instalments are divided into two parts: the financial cost and the principal payment. The financial cost is taken directly to the income statement.
Assets being recognised under finance leases are depreciated using the straight-line method over the asset's estimated useful life.
Leases where the lessor substantially maintains all the risks and economic benefits of ownership of the leased asset are classified as operating leases. Payments made under operating leases (net of any incentive received from the lessor) are charged to the income statement on a straight-line basis over the lease term.
The assets recognised by the Company in hotels operated under operating leases are depreciated over the shorter of their useful lives and the lease term.
Income and expenses arising from operating lease agreements are credited or charged to the profit and loss account in the year in which they accrue.
Any collections or payments that may be made under an operating lease are treated as advance collections or payments and are taken to profit or loss over the lease term as the benefits of the leased asset are transferred or received.
Trade payables are initially recognised at fair value and are subsequently measured at amortised cost using the effective interest method.
However, trade payables with a maturity not exceeding one year and which have no contractual interest rate, as well as payments required by third parties for shares, the amount of which is expected to be paid in the short-term, are measured at their face value provided the effect of not adjusting the cash flows is not material.
The Company is subject to Corporate Income Tax under the Consolidated Tax Regime, within the Tax Group 70/98, as the parent company thereof.
The income tax expense for the year comprises the current tax expense or income and the deferred tax expense or income.
Current tax is the amount payable by the Company as a result of the corporate income tax assessments for the year. Deductions and other tax benefits, excluding withholdings and payments on account, as well as tax loss carry-forwards from previous years and effectively applied in the current year result in a lower amount of current tax.
Deferred tax assets and liabilities include temporary differences which are identified as amounts expected to be payable or recoverable in respect of differences between the carrying amounts of assets and liabilities and their corresponding tax bases (tax value), as well as tax loss carry-forwards and credits for unused tax deductions. These amounts are recognised by applying to the relevant temporary difference the tax rate at which they are expected to be recovered or settled.
Deferred tax liabilities are recognised for all taxable temporary differences, except those arising from the initial recognition of goodwill or other assets and liabilities in a transaction that affects neither taxable profit or loss nor accounting profit or loss and is not a business combination.
Deferred tax assets are only recognised to the extent that it is considered probable that future taxable profit will be available against which the deferred tax asset can be utilised, but no later than 10 years, unless there is clear evidence that it will be recovered within a longer period or there are tax liabilities and an identical reversal period.
Deferred tax assets and liabilities arising from transactions charged or credited directly to equity accounts are also recognised directly in equity. Deferred tax assets are reviewed at each balance sheet date and adjusted if there are doubts as to their future recoverability.
Likewise, at each accounting close the deferred tax assets that have not been recognised in the balance sheet are assessed and are recognised to the extent that their recovery against future taxable profits has become probable.
The assets linked to the normal operating cycle, which in general is one year, the assets expected to mature, be sold or be realised in the short term following the end of the fiscal year, the financial assets held for trading, except for financial derivatives expected to be settled within more than twelve months, and cash and other cash equivalents are considered to be current assets. Assets which do not meet these requirements are classified as non-current assets.
Likewise, liabilities linked to the normal operating cycle, the financial liabilities held for trading, except for financial derivatives expected to be settled within more than twelve months and, in general, all the obligations the maturity or cancellation of which will occur in the short term are considered to be current liabilities. They are otherwise classified as noncurrent.
Assets and liabilities denominated in foreign currency are recorded at the exchange rate prevailing on the corresponding transaction date, and are restated at the year end at the exchange rate then in effect. The exchange differences, both positive and negative, originated during this process, are recognised in the income statement in the year in which they arise.
Non-monetary items valued at their historical cost are translated at the exchange rate prevailing on the transaction date.
Assets that are used on a lasting basis in the Company's operations which main purpose is to minimise the impact on the environment as well as to protect and enhance the environment, including the reduction or elimination of future pollution, are considered to be environmental assets.
The Company's activities, by definition, have no significant impact on the environment.
Income and expenses are recognised on an accrual basis regardless of when the resulting monetary or financial flow arises.
The operating revenues arising from contracts with customers are recognised as the control of goods and services is transferred to such customers. Control of goods or services can be defined as having full autonomy over the use of the asset and obtaining substantially all of its remaining benefits.
In order to apply this criterion, a process is followed, which consists of the following successive stages:
Income from the sale of goods or services is measured at the fair value of the consideration received or receivable. Volume rebates, prompt payment and any other discounts, as well as the interest added to the face amount of the consideration, are recognised as a reduction therein. However, the Company includes interest added to trade receivables with a maturity not exceeding one year and which have no contractual interest rate, provided the effect of not adjusting the cash flows is not material.
Interest income from financial assets is recognised using the effective interest method and dividend income is recognised when the shareholder's right to receive payment has been established. In any event, interest and dividends from financial assets accrued after the date of acquisition are recognised as income in the income statement.
Income deriving from the sale of rooms and other related services is recognised daily based on the services provided by each hotel establishment and including "in-house" customers, i.e. those that are still lodged at the hotel at the time daily production is closed. For this type of contracts, the only execution obligation identified is that of the own hotel service, which includes making available the hotel rooms to the customers.
Where the hotel rate includes services such as food and beverage (breakfast, half board or full board), an additional execution obligation is identified, to which a differentiated price is allocated on the basis of the expected cost plus a margin approach.
Likewise, the consideration received for banquets, events, space rental, etc., is divided among the contracted services.
The Company recognises income from its hotel management contracts at the end of each period, based on the evolution of the variables that determine that income, primarily consisting of total income and the Gross Operating Profit (GOP) for each of the hotel establishments managed by the Group.
Another performance obligation defined in the hotel management contracts relates to services linked to such activity, such as transfer of trademark use.
The Company actively manages its real estate assets portfolio. In general, the net capital gains on sales for asset rotation are recognised in the income statement once the carrying value of the relevant assets has been discounted from the selling price. The Company recognises the proceeds from the sale as operating income.
Income deriving from operating leases in investment properties is recognised on a straight-line basis over the term of the lease and is included as operating income.
Interest income is recognised using the effective interest method for all the financial instruments measured at amortised cost. The effective interest rate is the rate that exactly discounts payments made and received in cash estimated over the expected life of the financial instrument. Interest income is recognised as financial income in the Company's income statement.
Income from dividends is recognised in the income statement when the right of the Company to receive the corresponding payment is established. If dividends unequivocally derive from earnings generated before the acquisition date, they will not be recognised as income and will reduce the carrying amount of the investment.
In general, transactions between related companies are recognised initially at fair value. If the agreed price differs from its fair value, the difference is recognised on the basis of the economic reality of the transaction. Subsequent recognition is made in accordance with the provisions of the applicable rules.
Notwithstanding the foregoing, in mergers, demergers and non-monetary contributions of a business, the components of the acquired business are recognised for the amount that would correspond to them, upon completion of the transaction, in the Group's consolidated annual accounts, in case they are prepared under Regulations governing the Preparation of Consolidated Annual Accounts, or for the carrying amount of the absorbed company, if the Group's Consolidated Annual Accounts are prepared under International Financial Reporting Standards, as it is the case here.
In such cases, any differences that may arise between the net amount of the assets and liabilities of the acquired company, adjusted by the balance of grants, donations and bequests received and adjustments for changes in value, and any capital amount and share premium, if any, issued by the absorbing company, are recognised in reserves.
According to the existing labour legislation, the Company is required to pay termination benefits to employees terminated under certain conditions. Termination benefits that may be reasonably quantified are recognised as expenses in the year in which there is valid expectation created by the Company in the affected third parties.
Mergers, demergers and non-monetary contributions of a business between group companies are recognised in accordance with the provisions for transactions with related parties (Note 4.18).
Mergers and demergers other than the above and business combinations arising from the acquisition of all the equity of a company or of a part comprising one or more businesses, are recognised in accordance with the acquisition method.
In the case of business combinations arising from the acquisition of shares or participations in the capital of a company, the Company recognises the investment in accordance with the requirements for equity investments in Group companies, jointly controlled entities and associates (Note 4.5.1 a).
The General Policy for Risk Control, Analysis and Management of Meliá Group establishes the core principles and guidelines that govern the activities for control and management of risks, both financial and non-financial, faced by the Company. This policy establishes a reduced tolerance for financial risks; therefore, mitigation of risks is a priority in the management of this type of risks in order to minimise the potential adverse effects of these risks on the annual accounts. The actions planned in such management are reviewed and updated periodically.
The Company's activities are mainly exposed to several risks: market risk (interest rate risk, foreign exchange risk and price risk), liquidity risk, credit risk, environmental risks and geopolitical risks. The Company, through the management it conducts, tries to minimise the potential adverse effects of these risks on the annual accounts.
Additional information on these risks is provided below:
Meliá Hotels International, S.A.'s financial statements include certain items subject to fixed and variable interest.
The Company maintains a policy of partially hedging against changes in interest rates by obtaining different financial derivatives that allow it to contract a fixed rate for a specified period of time that it applies to financing transactions with variable rates. In some cases, and due to the early cancellation of some of these financing transactions, the Company has proceeded to restructure the financial derivatives associated with this financing to apply them to other new financing transactions at a variable rate, adapting the repayment schedules to create an effective interest rate hedge. In some of these restructurings of hedging derivatives and to avoid incurring unnecessary payments, it has not been possible to continue applying hedge accounting (see Note 9.3).
The structure of the debt with third parties as at 31 December 2023 and 2022, without considering the heading of Other financial liabilities, is as follows (these face amounts do not include interest payable):
| 31/12/2023 | ||||||
|---|---|---|---|---|---|---|
| (thousand €) | Fixed interest | Variable interest |
Total | Fixed interest | Variable interest |
Total |
| Bank loans | 284,679 | 525,863 | 810,542 | 353,327 | 523,376 | 876,703 |
| Mortgage loans | 25,468 | 25,468 | 27,571 | 4,942 | 32,513 | |
| Credit facilities | 171,623 | 171,623 | 103,077 | 103,077 | ||
| Leasing | 7 | 7 | ||||
| ECP | 24,800 | 24,800 | 24,200 | 24,200 | ||
| Simple bonds | 52,500 | 52,500 | 52,500 | 52,500 | ||
| Total | 387,447 | 697,486 | 1,084,933 | 457,598 | 631,402 | 1,089,000 |
The variable interest rate debt is basically tied to Euribor.
As at 31 December 2023, the Company has various interest rate swaps contracted, with a notional value of EUR 100.8 million, considered as cash flow hedging instruments, as stated in Note 9.3. At the 2022-year end, the notional value of the swaps contracted was EUR 125.8 million. The variable rate bank loans and mortgages hedged by these swaps are shown in the Fixed Interest column for the part of the capital hedged.
The sensitivity, in thousand euro, of 2023 and 2022 profit or loss to interest rate variations (in base points) is as follows:
| Variation | 2023 | 2022 |
|---|---|---|
| + 25 | 1,744 | 1,579 |
| - 25 | (1,744) | (1,579) |
The above sensitivity analysis has been carried out considering an average increase/decrease throughout the year in the base points indicated in the table. The effect of the interest rate swaps has been considered in this calculation.
Fluctuations in items of the currencies in which the bank accounts and debts are denominated and the purchases/sales are carried out, vis-à-vis the accounting currency, may have an impact on the result (profit/loss) for the fiscal year.
The following items may be affected by foreign exchange risks:
Likewise, the recoverable value of shares in a functional currency other than the Euro changes due to movements in exchange rates. It is not the Company's policy to arrange derivatives for the hedge of net investments in businesses abroad.
The credit risk arising from default of a counterparty (customer, supplier, or financial entity) is mitigated by the Company's policies regarding the diversification of customer portfolios, source markets, oversight of concentration and on-going in-depth debt control. In addition, in certain cases, the Company may carry out other financial operations which allow the reduction of credit risks, such as assignments of receivables.
The credit periods established by the Company range between 21 and 90 days. The average period of collection of the Company's receivables in 2023 was 34.49 days; 35.62 days in 2022.
The age of trade receivables at the year end is as follows:
| (thousand €) | 31/12/2023 | % | 31/12/2022 | % |
|---|---|---|---|---|
| Less than 90 days | 40,887 | 81 % | 26,590 | 83 % |
| More than 90 and less than 180 | 4,848 | 10 % | 3,025 | 10 % |
| More than 180 and less than 365 | 4,559 | 9 % | 2,327 | 7 % |
| Total | 50,294 | 100 % | 31,942 | 100 % |
The Company's liquidity policy ensures the fulfilment of its payment commitments without having to raise funds on burdensome terms. To that end, different management procedures are used, such as the maintenance of credit facilities committed for sufficient amount and flexibility, the diversification of the coverage of financing needs through the access to different markets and the diversification of the maturities of the issued debt.
The following table contains a summary of the maturities of the Company's financial liabilities as at 31 December 2023, based on face amounts, excluding interest, by maturity:
| (thousand €) | < 3 months | 3 to 12 months | 1 to 5 years | > 5 years | Total |
|---|---|---|---|---|---|
| Simple bonds | 52,500 | 52,500 | |||
| Loans | 50,878 | 196,009 | 589,123 | 836,010 | |
| Credit facilities | 3,073 | 168,549 | 171,622 | ||
| ECP | 15,300 | 9,500 | 24,800 | ||
| Total | 69,251 | 205,509 | 757,672 | 52,500 | 1,084,932 |
The following table contains a summary of the maturities of the Company's financial liabilities as at 31 December 2022, based on face amounts, excluding interest, by maturity:
| (thousand €) | < 3 months | 3 to 12 months | 1 to 5 years | > 5 years | Total |
|---|---|---|---|---|---|
| Simple bonds | 52,500 | 52,500 | |||
| Loans | 24,777 | 91,412 | 790,230 | 2,797 | 909,216 |
| Credit facilities | 103,077 | 103,077 | |||
| ECP | 13,300 | 10,900 | 24,200 | ||
| Leasing | 7 | 7 | |||
| Total | 38,077 | 102,319 | 893,307 | 55,297 | 1,089,000 |
The main objectives of the Company's capital management are to guarantee financial stability in the short and long term, to ensure the necessary liquidity for daily operations and investments, positive evolution of the share value and an appropriate remuneration to shareholders through the distribution of dividends.
The financial position is also backed by the strong support of the banks and the Company's asset base. At present, 2.3% (3.0% at the 2022 year end) of the total debt relates to mortgage loans secured by the Company's assets.
Price risk of the Company's inventories mainly arises from the fluctuations in the price and the availability of food and beverages that the Company sells to its customers. However, the Directors consider that changes in prices are insignificant and are transferred to the selling price of food and beverages, therefore, the Company does not conduct price hedging transactions.
Likewise, the Company is exposed to equity price risks of financial investments in equity instruments. Investments in equity instruments in unlisted companies are broken down in Note 9 and are held for strategic purposes and not for the purposes of trading with them and they are mainly focused on entities owning hotel assets. Given the reduced percentage of equity interest in these companies, in case of variations not exceeding 10% of the fair value of the assets of the entities in which the Company holds equity instruments without exercising significant influence, these would not significantly affect the carrying amount of these investments in the balance sheet. On the other hand, the Company has no relevant investments in equity instruments of listed companies.
The fight against climate change and the environment and biodiversity protection are one of the priority strategic lines of the commitment of the Company with sustainability and the protection of tourist destinations.
For this reason, the Company continues to promote an efficient and responsible hotel management model, both in the consumption of resources and the minimisation of the impact of its activity.
The Company's commitment, therefore, takes on a special significance given the nature of the activity developed and the importance of tourism in the global economy, as well as its high level of dependence on social and environmental factors, such as climate and natural resources.
Likewise, technology and sustainability are key to advance towards the decarbonisation of the Company's business model and achieve the public commitments acquired for reduction of the carbon footprint.
Progress made in the incorporation of sustainability in the entire value chain has allowed to enrich and improve the hotel renovation and building processes, designing a differential value proposal which promotes a new hotel experience that is more attractive, more responsible and more sustainable for customers, hotel owners and the various existing partners.
In addition, in terms of management of water resources, the Group uses the tool Aqueduct Water Risk Atlas, which allows to identify areas with higher risk of hydric stress globally, monitor our portfolio located in such areas and adopt the necessary preventive measures. Additionally, for the third consecutive year, the Group has voluntarily participated in the CDP Water Security, an internationally renowned ranking which measures water security and quality.
Likewise, and in line with the acquired commitments in terms of the environment and working towards the achievement of the goals set, the Company continues to promote improvement measures focused on prioritising renewable energy acquisition, promoting investments aimed at reducing emissions, and permanently monitoring energy and water consumptions in order to identify deviations, improvements and corrective actions.
The Company is not indifferent to geopolitical and macroeconomic tensions. Recent conflicts around the world have not negatively affected hotel reservations as there has been no direct exposure to the countries involved.
However, a possible extension of hostilities to other countries could threaten the global supply chain, leading to a spike in inflation and a possible extension of high interest rate monetary policies, which could affect demand.
Notes 5.1 and 5.6 detail the exposure of the Company to interest rate risks and price risks, including the existing specific or natural hedging.
Fair value means the amount that may be received on the sale of an asset, or paid for the transfer of a liability, in an orderly transaction between market participants at the measurement date.
For assets and liabilities recorded at fair value in the balance sheet, the following hierarchy levels have been defined according to the variables used in the different measurement techniques:
The amounts recognised at fair value as at 31 December 2023 according to the hierarchy levels are broken down below:
| 31/12/2023 | |||||
|---|---|---|---|---|---|
| (thousand €) | Level 1 | Level 2 | Level 3 | Total | |
| Financial assets at fair value: | |||||
| Hedging derivatives | 2,158 | 2,158 | |||
| Trading portfolio derivatives | 929 | 929 | |||
| Trading portfolio | 112 | 112 | |||
| Unquoted equity instruments | 20,953 | 20,953 | |||
| Total assets | 112 | 3,087 | 20,953 | 24,152 |
Financial instruments included in Level 1 are measured through observable prices in active markets. They mainly relate to equity instruments in listed companies, see Note 9.1.
Financial instruments included in Level 2 are measured by financial institutions and independent experts using measurement techniques, mainly, discounted cash flows, based on observable market data. They mainly relate to interest rate swap financial derivatives, see Note 9.3.
The financial instruments included in Level 3 relate to unquoted equity instruments, which are detailed in Note 9.1.
For comparison purposes, the balances recorded in the different hierarchies at the end of 2022 are shown below:
| 31/12/2022 | ||||
|---|---|---|---|---|
| (thousand €) | Level 1 | Level 2 | Level 3 | Total |
| Financial assets at fair value: | ||||
| Hedging derivatives | 5,495 | 5,495 | ||
| Trading portfolio derivatives | 1,807 | 1,807 | ||
| Trading portfolio | 1,479 | 1,479 | ||
| Unquoted equity instruments | 19,847 | 19,847 | ||
| Total assets | 1,479 | 7,302 | 19,847 | 28,628 |
| Financial liabilities at fair value: | ||||
| Trading portfolio derivatives | 25 | 25 | ||
| Total liabilities | 25 | 25 |
The breakdown of the cost and accumulated depreciation of intangible assets for 2023 is as follows:
| (thousand €) | 31/12/2022 | Additions | Disposals | 31/12/2023 | |
|---|---|---|---|---|---|
| Gross value | |||||
| Patents, licences, trademarks and similar rights | 4,408 | 4,408 | |||
| Transfer rights | 20,619 | 21,076 | 41,695 | ||
| Software | 101,014 | 11,370 | (47) | 112,337 | |
| Total | 126,041 | 32,446 | (47) | 158,440 | |
| Accumulated depreciation | |||||
| Patents, licences, trademarks and similar rights | (4,382) | (8) | (4,390) | ||
| Transfer rights | (9,541) | (2,893) | (12,434) | ||
| Software | (64,988) | (12,654) | 47 | (77,595) | |
| Total | (78,911) | (15,555) | 47 | (94,419) | |
| Net carrying value | 47,130 | 64,021 |
Transfer rights include additions for the amount of EUR 21.1 million relating to the acquisition of the right to operate 8 hotels under management in Spain and 1 hotel in Vietnam.
The amount of EUR 10.7 million included in section Additions of Software relates to the technological innovation project carried out by the Company for the development of the technological framework for hotel management. The main innovations in 2023 related to hotel management strategies and systems and to improvements in the Group's cross-cutting tools and processes.
For comparison purposes, the situation as at 31 December 2022 was as follows:
| (thousand €) | 31/12/2021 | Additions | 31/12/2022 |
|---|---|---|---|
| Gross value | |||
| Patents, licences, trademarks and similar rights | 4,408 | 4,408 | |
| Transfer rights | 20,619 | 20,619 | |
| Software | 80,946 | 20,068 | 101,014 |
| Total | 105,973 | 20,068 | 126,041 |
| Accumulated depreciation | |||
| Patents, licences, trademarks and similar rights | (4,375) | (7) | (4,382) |
| Transfer rights | (7,126) | (2,415) | (9,541) |
| Software | (53,157) | (11,831) | (64,988) |
| Total | (64,658) | (14,253) | (78,911) |
| Net carrying value | 41,315 | 47,130 |
The amount of EUR 17.5 million included in section Additions of Software related to the technological innovation project carried out by the Company for the creation of a new framework for hotel management, by means of which the Company seeks to improve the technological services provided to its customers.
The breakdown of intangible assets fully depreciated at the end of 2023 and 2022 is as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Patents, licences, trademarks and similar rights | 4,338 | 4,338 |
| Software | 50,196 | 37,449 |
| Total | 54,534 | 41,787 |
The breakdown of the cost and accumulated depreciation of property, plant and equipment for 2023 is as follows:
| (thousand €) | 31/12/2022 | Additions | Disposals | Transfers | 31/12/2023 |
|---|---|---|---|---|---|
| Gross value | |||||
| Land | 117,041 | 117,041 | |||
| Buildings | 322,940 | 7,203 | (47,166) | 282,977 | |
| Plant and machinery | 213,317 | 8,881 | (45,120) | 177,078 | |
| Furniture and other fixed assets | 186,208 | 7,848 | (25,962) | 168,094 | |
| Fixed assets under construction and advances | 211 | 64 | (86) | 189 | |
| Total | 839,717 | 23,996 | (118,334) | 745,379 | |
| Accumulated depreciation | |||||
| Buildings | (166,288) | (10,959) | 47,043 | (130,204) | |
| Plant and machinery | (171,570) | (9,165) | 45,112 | (135,623) | |
| Furniture and other fixed assets | (154,183) | (4,509) | 24,508 | (134,184) | |
| Total | (492,041) | (24,633) | 116,663 | (400,011) | |
| Impairment | |||||
| Land | (5,201) | (5,201) | |||
| Plant and machinery | (33,206) | 16,906 | 5,201 | (11,099) | |
| Furniture and other fixed assets | (1,324) | 394 | (930) | ||
| Total | (34,530) | 17,300 | (17,230) | ||
| Net carrying amount | 313,145 | 328,138 |
The additions of property, plant and equipment recorded in 2023 for the amount of EUR 24 million mainly relate to renovations performed in several hotels operated by the Company, mainly located in the Balearic Islands, Madrid and Barcelona.
The disposals mainly relate to 15 hotels which were operated under lease by the Company, and which became to be operated under management in 2023.
Impairment heading includes basically the provision and reversal of impairment relating to fixed assets associated with hotels under lease contracts, as well as the reversal of impairment relating to lease contracts cancelled during the year.
For comparison purposes, the situation as at 31 December 2022 was as follows:
| (thousand €) | 31/12/2021 | Additions | Disposals | Transfers | 31/12/2022 |
|---|---|---|---|---|---|
| Gross value | |||||
| Land | 116,705 | 336 | 117,041 | ||
| Buildings | 313,989 | 9,692 | (793) | 52 | 322,940 |
| Plant and machinery | 207,727 | 8,526 | (2,936) | 213,317 | |
| Furniture and other fixed assets | 187,132 | 5,891 | (6,815) | 186,208 | |
| Fixed assets under construction and advances | 200 | 64 | (1) | (52) | 211 |
| Total | 825,753 | 24,509 | (10,545) | 839,717 | |
| Accumulated depreciation | |||||
| Buildings | (154,710) | (12,112) | 534 | (166,288) | |
| Plant and machinery | (164,330) | (9,878) | 2,638 | (171,570) | |
| Furniture and other fixed assets | (150,245) | (6,933) | 2,995 | (154,183) | |
| Total | (469,285) | (28,923) | 6,167 | (492,041) | |
| Impairment | |||||
| Plant and machinery | (34,419) | (13,021) | 14,234 | (33,206) | |
| Furniture and other fixed assets | (1,355) | 31 | (1,324) | ||
| Total | (35,774) | (13,021) | 14,265 | (34,530) | |
| Net carrying amount | 320,695 | 313,145 |
The additions of property, plant and equipment recorded in 2022 for the amount of EUR 24.5 million mainly related to renovations performed in several hotels operated by the Company, mainly located in the Balearic Islands, Madrid and Barcelona.
Disposals during 2022 include the derecognition of 3 hotels under lease.
Impairment heading included basically the provision and reversal of impairment relating to fixed assets associated with hotels under lease contracts, as well as the reversal of impairment relating to lease contracts cancelled during the year.
There is 1 (2 in the previous year) owned property that has been mortgaged to secure several loans at the year end, and the net carrying value amounts to EUR 57.1 million; EUR 102.1 million in 2022.
As at 31 December 2023 and 2022 the Directors consider that there is sufficient insurance coverage for the Company's assets.
The breakdown of property, plant and equipment fully depreciated at the end of 2023 and 2022 is as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Buildings | 17,355 | 17,355 |
| Plant and machinery | 83,502 | 94,868 |
| Furniture and other fixed assets | 101,559 | 108,285 |
| Total 202,416 |
220,508 |
At the end of 2023 and 2022, the Company does not have firm commitments for the purchase of property, plant and equipment.
The Company, in different processes, has merged several companies owning hotels, with the revaluation of land and properties being carried out. As at 31 December 2023 and 2022 the difference between the carrying value and the tax value of the revalued elements is as follows:
| (thousand €) | Land | Buildings |
|---|---|---|
| Revalued net carrying value at 31/12/2021 | 91,318 | 7,544 |
| Depreciation | (260) | |
| Revalued net carrying value at 31/12/2022 | 91,318 | 7,284 |
| Depreciation | (260) | |
| Revalued net carrying value at 31/12/2023 | 91,318 | 7,024 |
The capital gains derived from the revaluation of assets carried out by the Company, based on various legal regulations and voluntary restatements prior to 1997, in order to correct the effects of inflation, were as follows:
| (thousand €) | Amount | |
|---|---|---|
| Restatement of budgets for 1979 | 24,848 | |
| Restatement of budgets for 1980 | 28,852 | |
| Restatement of budgets for 1981 | 1,197 | |
| Restatement of budgets for 1982 | 26,480 | |
| Voluntary restatement before 1990 | 3,146 | |
| Restatement under R.D.L. 7/96 | 53,213 | |
| Total | 137,736 |
The net carrying value of the assets subject to the revaluation according to the balance sheet restatement approved by Royal Decree 7/96 amounts to EUR 0.6 million at the end of 2023 and 2022, with the value of the fully depreciated assets being EUR 7.1 million at the end of 2023, and EUR 5.4 million in 2022. The impact of this restatement on the provision for depreciation amounts to EUR 25 thousand in 2023 and 2022.
As mentioned in Note 4.4, the Company periodically obtains valuations carried out by independent experts. In this regard, the Company has obtained appraisals of certain owned assets in 2023, and has considered for its asset portfolio the evolution of the recoverable value of these assets compared to the values included in the appraisals obtained in previous years.
Meliá Hotels International, S.A. in 2022 entrusted the valuation of the assets owned by its Group. These assets were valued by the worldwide firm specialised in hotel investment and consultancy services CBRE Valuation Advisory, S.A. according to the RICS (Royal Institution of Chartered Surveyors) global standards in force at the date of valuation. This valuation determined their market value at 31 July 2022, and comprised 54 assets that were fully consolidated in the Financial Statements and 7 assets recognised under Investment Property in the Consolidated Balance Sheet, of which 12 assets were owned by the Company. The valuation of these assets resulted in a Gross Asset Value (GAV) of EUR 4,041 million, of which EUR 408.3 million related to assets owned by the Company.
At the end of the current fiscal year, no significant differences have been detected with respect to the values of the assets valued in the financial year 2022.
The balance of investment property includes the net carrying value of investments made by the Company to obtain rental income or capital gains, such as interest in four apartment owners' associations and other properties. Said apartments relate to establishments which are managed by the Company.
The breakdown of the gross value and accumulated depreciation of investment property for 2023 is as follows:
| (thousand €) | 31/12/2022 | Additions | Disposals | 31/12/2023 |
|---|---|---|---|---|
| Gross value | 32,162 | 1,117 | (4,064) | 29,215 |
| Accumulated depreciation | (15,078) | (584) | 3,077 | (12,585) |
| Impairment | (164) | (164) | ||
| Net carrying value | 16,920 | 16,466 |
The additions during 2023 mainly relate to the purchase of 6 apartments in 2 apartment owners' associations.
Disposals during 2023 mainly relate to the sale of a property for an amount of EUR 1.6 million, generating a net capital gain of EUR 0.6 million.
There are no fully depreciated buildings at year-end 2023, at year-end 2022 fully depreciated buildings amounted to EUR 1.5 million.
In 2023, dividends generated by apartments in apartment owners' associations have been recognised for the amount of EUR 0.5 million; EUR 78 thousand in 2022.
For comparison purposes, the breakdown of these movements in 2022 was as follows:
| (thousand €) | 31/12/2021 | Additions | Disposals | 31/12/2022 |
|---|---|---|---|---|
| Gross value | 34,764 | 817 | (3,419) | 32,162 |
| Accumulated depreciation | (15,876) | (605) | 1,403 | (15,078) |
| Impairment | (836) | 672 | (164) | |
| Net carrying value | 18,052 | 16,920 |
The additions during 2022 mainly related to the purchase of 7 apartments in 2 apartment owners' associations.
Disposals in 2022 mainly related to the sale of certain offices located in Madrid, operated under lease, and which generated lease income until their sale for the amount of EUR 69 thousand in 2022, EUR 199 thousand in 2021.
The following table shows the breakdown by categories of non-current and current assets for 2023 and 2022:
| 31/12/2023 | 31/12/2022 | |||||
|---|---|---|---|---|---|---|
| (thousand €) | Long term | Short term | Total | Long term | Short term | Total |
| 1. Financial assets at cost: | ||||||
| - Equity instruments | 1,152,175 | 1,152,175 | 1,075,403 | 1,075,403 | ||
| 2. Financial assets at fair value through profit or loss: |
||||||
| - Equity instruments | 20,953 | 112 | 21,065 | 19,847 | 1,479 | 21,326 |
| 3. Financial assets at amortised cost: | ||||||
| - Loans and other financial assets to group companies, associates and joint ventures |
464,777 | 383,672 | 848,449 | 488,556 | 389,230 | 877,786 |
| - Loans to third parties | 10,424 | 15,127 | 25,551 | 15,685 | 2,408 | 18,093 |
| - Other financial assets to third parties | 10,283 | 25,262 | 35,545 | 9,480 | 19,230 | 28,710 |
| 4. Derivatives and hedges: | ||||||
| - Financial derivative assets | 389 | 2,698 | 3,087 | 3,240 | 4,062 | 7,302 |
| Total | 1,659,001 | 426,871 | 2,085,872 | 1,612,211 | 416,409 | 2,028,620 |
The table does not include the headings Trade and other receivables and Cash and other cash equivalents, which also relate to financial assets. Additional breakdowns are included in Note 10.
Annex I attached to these annual accounts includes the information about the equity situation of group companies, associates and joint ventures as at 31 December 2023 and 2022, which is obtained from the financial statements provided by the respective companies. Such annex also provides information broken down by company on the net carrying value and provisions made for each investment. Annex II includes direct and indirect shareholdings, activity and country of operation.
The activity carried out by most of these companies relates to the hotel and restaurant business.
These companies' shares are not listed in a regulated market.
In 2023, the Company has recognised dividends from group companies, associates and joint ventures for the amount of EUR 53.5 million; EUR 20.4 million in 2022.
The breakdown of gross value and accumulated impairment of equity instruments in 2023 is as follows:
| (thousand €) | 31/12/2022 | Additions | Disposals | Transfers | 31/12/2023 |
|---|---|---|---|---|---|
| Equity instruments in group companies (gross value) |
996,496 | 23,437 | (3) | 6,043 | 1,025,973 |
| Outstanding payments on shares | (17) | 17 | |||
| Impairment | (121,545) | (6,296) | 29,442 | (98,399) | |
| Equity instruments in associates and joint ventures (gross value) |
215,772 | 38,218 | (6,082) | (6,043) | 241,865 |
| Outstanding payments on shares | (4,350) | (4,350) | |||
| Impairment | (15,304) | (17,291) | 19,681 | (12,914) | |
| Total | 1,075,403 | 33,719 | 43,053 | 1,152,175 |
The most relevant additions in equity instruments in group companies in 2023 relate to the non-cash contribution to the equity of Prodigios Interactivos, S.A. for the amount of EUR 11.6 million and the capitalisation of the debt of MHI UK Ltd. for the amount of EUR 10.6 million.
With regard to transfers during the year, the Company acquired the remaining 50.07% of the shares in the company Detur Panamá, S.A. As a result of this share acquisition, the stake in this company was transferred to equity instruments in group companies for an amount of EUR 6 million.
Additions in equity instruments in associates and joint ventures in 2023 mainly relate to the acquisition of 20% of the shares in Fuerteventura Beach Property, S.L., Santa Eulalia Beach Property, S.L. and Hoteles Marmel, S.L. for a total amount of EUR 17.5 million; and also to the cash contribution to the equity of Homasi, S.A. for the amount of EUR 7.2 million, with EUR 4.4 million pending disbursement in the long term and EUR 1.5 million in the short term. In addition, the merger by absorption of Mosaico, S.A. into Homasi, S.A. was recorded as disposal and addition respectively for the amount of EUR 3.5 million. Finally, these also include the cash contribution to the equity of Holazel, S.L. for the amount of EUR 1.5 million, as well as contributions from shareholders to Evertmel, S.L. and Jamaica Devco, S.L. for the amount of EUR 3.7 million and EUR 4.8 million, respectively.
Regarding impairment, the provisions recognised during the year for the amount of EUR 23.6 million mainly relate to the depreciation of the underlying recoverable amount of the investees. Disposals include reversals recognised in 2023 amounting to EUR 38.1 million mainly as a result of the restatement of the underlying recoverable amount of investees (see Annex I).
For comparison purposes, the breakdown of these movements in 2022 was as follows:
| (thousand €) | 31/12/2021 | Additions | Disposals | 31/12/2022 |
|---|---|---|---|---|
| Equity instruments in group companies (gross value) | 994,947 | 3,077 | (1,529) | 996,496 |
| Outstanding payments on shares | (17) | (17) | ||
| Impairment | (124,684) | (6,495) | 9,635 | (121,545) |
| Equity instruments in associates and joint ventures (gross value) |
212,094 | 3,713 | (36) | 215,772 |
| Impairment | (28,865) | (1,833) | 15,394 | (15,304) |
| Total | 1,053,492 | (1,554) | 23,465 | 1,075,403 |
The most relevant additions in equity instruments for 2022 related to the acquisition of 15% of the shares in Mosaico Hoteles, S.A. for the amount of EUR 2 million, and the capital increase in the company Sol Meliá Hotel Management (Shanghai) Company, for the amount of EUR 1.9 million. As regards disposals, EUR 1.5 million related to the liquidation of the company Markserv, B.V.
Regarding provisions for impairment, the release of the provision recognised in that year for the amount of EUR 25 million mainly derived from the restatement of the underlying carrying amount of the investees.
Movements in 2023 were as follows:
| (thousand €) | 31/12/2022 | Additions | Transfers | 31/12/2023 | |
|---|---|---|---|---|---|
| Equity instruments (gross value) | 19,926 | 1,106 | (79) | 20,953 | |
| Provisions | (79) | 79 | |||
| Total | 19,847 | 1,106 | 20,953 |
Additions in 2023 relate to the increase in the fair value of the Victoria Group, in which the Company holds a 7.5% stake through the company Victoria Hotels & Resorts, S.L., in which it has no significant influence.
The equity situation as at 31 December 2023, obtained from the annual accounts provided by the corresponding companies, is as follows:
| Accounting figures | Underlying | Investment | ||||
|---|---|---|---|---|---|---|
| (thousand €) | % Sharehol. | Capital | Reserves | Result | carrying amount |
value |
| Hotelera Sancti Petri, S.A. | 19.50 % | 11,900 | (691) | 2,883 | 2,748 | 2,634 |
| Inveragua RD, S.A.S. (*) | 14.24 % | 837 | (153) | (4) | 97 | 131 |
| Port Cambrils Inversions, S.L. | 10.00 % | 6,000 | 957 | 382 | 734 | 980 |
| Valle Yamuri, S.A. (*) | 8.00 % | 4,970 | (1,570) | 192 | 287 | 279 |
| Victoria Hotels & Resorts, S.L. (**) | 7.50 % | 15,340 | 181,434 | (807) | 14,698 | 16,927 |
| Other companies (*) | 3 | 3 | 3 | |||
| Total | 39,050 | 179,977 | 2,646 | 18,567 | 20,953 |
(*) Balance sheets as at 31 December 2023 for these companies are not available.
(**) Victoria Group is made up of the companies Victoria Hotels & Resorts, S.L., Crisalian, S.L.U., and Lierinto, S.L.U.
These companies are not listed in the stock market.
Information concerning interest in securities portfolio, indicating address, activity and country in which it is exercised is included below:
| COMPANIES | ADDRESS | COUNTRY | ACTIVITY |
|---|---|---|---|
| Hotelera Sancti Petri, S.A. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | Hotel owner and operator |
| Inveragua RD, S.A.S. | Avda. Lope de Vega, 4 (Santo Domingo) | Dominican Rep. | Holding |
| Port Cambrils Inversions, S.A. | Rambla Regueral, 11 (Tarragona) | Spain | Hotel owner and operator |
| Valle Yamuri, S.A. | Velázquez, 106 (Madrid) | Spain | Holding and owner |
| Victoria Hotels & Resorts, S.L. | Paseo del Club Deportivo, 1 (Madrid) | Spain | Hotel owner and operator |
For comparison purposes, movements for year 2022 were as follows:
| (thousand €) | 31/12/2021 | Additions | 31/12/2022 |
|---|---|---|---|
| Equity instruments (gross value) | 19,622 | 304 | 19,926 |
| Provisions | (79) | (79) | |
| Total | 19,543 | 304 | 19,847 |
Likewise, the equity situation as at 31 December 2022, obtained from the annual accounts provided by the corresponding companies, was as follows:
| Accounting figures | Underlying | Investment | ||||
|---|---|---|---|---|---|---|
| (thousand €) | % Sharehol. | Capital | Reserves | Result | carrying amount |
value |
| Hotelera Sancti Petri, S.A. | 19.50 % | 11,900 | 3,174 | 2,850 | 3,495 | 2,634 |
| Inveragua RD, S.A.S. (*) | 14.24 % | 864 | (158) | (5) | 100 | 131 |
| Port Cambrils Inversions, S.L. | 10.00 % | 6,000 | 813 | 187 | 700 | 980 |
| Valle Yamuri, S.A. (*) | 8.00 % | 4,970 | (1,814) | 245 | 272 | 279 |
| Victoria Hotels & Resorts, S.L. (**) | 7.50 % | 15,340 | 192,109 | 3,183 | 15.797 | 15,821 |
| Other companies (*) | 3 | 3 | 3 | |||
| Total | 39,077 | 194,124 | 6,460 | 20,367 | 19,847 |
(*) Balance sheets as at 31 December 2022 for these companies were not available.
(**) Victoria Group is made up of the companies Victoria Hotels & Resorts, S.L., Crisalian, S.L.U., and Lierinto, S.L.U.
Set out below is a breakdown by nature of financial assets included in this item as at 31 December 2023 and 2022:
| 31/12/2023 | 31/12/2022 | ||||||
|---|---|---|---|---|---|---|---|
| (thousand €) | Long term | Short term | Total | Long term | Short term | Total | |
| Loans and other financial assets to group companies |
411,271 | 323,946 | 735,216 | 450,641 | 329,112 | 779,753 | |
| Loans and other financial assets to associates and joint ventures |
53,507 | 59,726 | 113,233 | 37,915 | 60,118 | 98,033 | |
| Other loans | 10,424 | 15,127 | 25,551 | 15,685 | 2,408 | 18,093 | |
| Created deposits and guarantees | 10,283 | 854 | 11,137 | 9,480 | 754 | 10,234 | |
| Other loans and receivables | 24,408 | 24,408 | 18,477 | 18,477 | |||
| Total | 485,485 | 424,061 | 909,546 | 513,720 | 410,868 | 924,589 |
Balances recorded as Loans and other financial assets to group companies, associates and joint ventures mainly relate to loans granted for the financing of activities within the hotel business, including the hotel acquisition and renovation. Likewise, the Company performs a centralised management of collections and payments between group companies through a current account which bears interest at a market rate which is accrued annually depending on the daily balance of the account. These balances are broken down in Note 17.
Loans granted to several companies with which the Company does business in various operating segments are included under the heading Other loans; the most significant amounts are as follows:
• Loans granted to various unrelated companies with which the Company maintains commercial relationships for the amount of EUR 6.8 million.
• Loans to owners of several hotels operated by the Company under lease, management and franchise for the amount of EUR 18.8 million.
The guarantees arranged by the Company relate basically to the rent for hotels leased by it. Since such guarantees are granted to ensure compliance with an obligation associated with such agreements, they are not recognised at their current value but at face value.
Heading Other loans and receivables mainly includes the dividends receivable as at 31 December 2023 for the amount of EUR 23.4 million, and at the end of 2022, these amounted to EUR 17.3 million.
The balances under financial derivative assets are broken down in Note 9.3. Cash flow hedge activities relate to interest rate swaps.
The following table shows the breakdown by categories of the financial liabilities, for 2023 and 2022:
| 31/12/2023 | 31/12/2022 | |||||
|---|---|---|---|---|---|---|
| (thousand €) | Long | Short term | Total | Long | Short term | Total |
| 1. Financial liabilities at amortised cost: | term | term | ||||
| - Bonds and other negotiable securities | 52,082 | 24,585 | 76,667 | 52,026 | 23,963 | 75,989 |
| - Bank loans | 756,243 | 255,085 | 1,011,328 | 893,501 | 119,749 | 1,013,250 |
| - Other financial liabilities | 958 | 37,424 | 38,382 | 618 | 12,833 | 13,451 |
| - Payables to group companies, associates and joint ventures |
284,396 | 223,077 | 507,473 | 241,437 | 189,911 | 431,348 |
| 2. Derivatives and hedges: | ||||||
| - Derivative liabilities | 25 | 25 | ||||
| Total | 1,093,679 | 540,171 | 1,633,850 | 1,187,582 | 346,481 | 1,534,063 |
Balances under heading Trade creditors and other payables which are also considered as financial liabilities, are not included. Additional breakdowns of these balances are included in Note 13.
Below, each of the items included in the table of financial liabilities are detailed:
At the end of 2023 and 2022, the breakdown of Bonds and other negotiable securities is as follows:
| 31/12/2023 | 31/12/2022 | |||||
|---|---|---|---|---|---|---|
| (thousand €) | Long | Short term | Total | Long | Short term | Total |
| Non-convertible bonds | term 52,082 |
52,082 | term 52,026 |
52,026 | ||
| Other marketable debt securities (ECP) | 24,381 | 24,381 | 23,759 | 23,759 | ||
| Interests, bonds and other marketable securities | 204 | 204 | 204 | 204 | ||
| Total | 52,082 | 24,585 | 76,667 | 52,026 | 23,963 | 75,989 |
On 19 November 2018, the Company issued simple bonds for the final amount of EUR 30 million with the following characteristics:
| Issue price: | €30,000,000.00 |
|---|---|
| Face amount: | €100,000.00 |
| Maturity:: | 12 years |
| Debt rank: | Senior unsecured |
| Issue price: | 100 % |
| ISIN code: | ES0276252014 |
| Issue date: | 19 November 2018 |
| Maturity date: | 19 November 2030 |
| Coupon: | Fixed 3.30% |
| Repayment price: | 100 % |
On 25 May 2021, an increase in the face amount of the bond was carried out. Such increase was for the amount of EUR 22.5 million and the issue was at a price equal to 98.395% of the face amount.
In June 2023, the commercial paper programme ("Euro-Commercial Paper Programme" or ECP) was renewed, with maturity date on 2 June 2024, subject to English law, for the maximum amount of EUR 300 million, whereby debt instrument issues can be made in Europe with a maturity of less than 364 days, up to the said amount.
In 2023, issues were made for a total amount of EUR 212 million, and there were outstanding issues for the amount of EUR 24.8 million of face amount at year end (see Note 5.4).
The breakdown of the Company's bank borrowings analysed by nature and maturity at year-end 2023 and 2022 is as follows:
| 31/12/2023 | 31/12/2022 | |||||
|---|---|---|---|---|---|---|
| (thousand €) | Long term | Short term | Total | Long term | Short term | Total |
| Bank loans | 564,374 | 244,569 | 808,943 | 765,030 | 108,514 | 873,543 |
| Mortgage loans | 23,321 | 2,074 | 25,395 | 25,395 | 7,020 | 32,414 |
| Credit facilities | 168,549 | 3,073 | 171,622 | 103,077 | 103,077 | |
| Leasing | 7 | 7 | ||||
| Interest | 5,368 | 5,368 | 4,209 | 4,209 | ||
| Total | 756,244 | 255,084 | 1,011,328 | 893,501 | 119,749 | 1,013,250 |
At year end, the maximum limit of credit facilities is EUR 341.5 million. In 2022, the maximum limit was EUR 333.5 million. The total amount of credit facilities drawn down was EUR 171.6 million; EUR 103.1 million in 2022; and at the end of 2023 an additional balance of EUR 169.9 million was available; EUR 230.4 million in 2022.
Average interest rate accrued in 2023 on previous loans, credit facilities and leasing is 4.87%. Average interest rate accrued in 2022 was 2.82%.
The detail of the maturities at year-end 2023 and 2022 is as follows:
| (thousand €) | 31/12/2023 | (thousand €) | 31/12/2022 |
|---|---|---|---|
| 2024 | 255,084 | 2023 | 119,749 |
| 2025 | 135,333 | 2024 | 290,000 |
| 2026 | 495,683 | 2025 | 171,833 |
| 2027 | 103,586 | 2026 | 216,144 |
| 2028 | 18,065 | 2027 | 199,925 |
| 2029 and subsequent years | 3,578 | 2028 and subsequent years | 15,599 |
| Total | 1,011,329 | Total | 1,013,250 |
At the end of 2023 and 2022, the breakdown of Other financial liabilities is as follows:
| 31/12/2023 | 31/12/2022 | ||||||
|---|---|---|---|---|---|---|---|
| (thousand €) | Long term | Short term | Total | Long term | Short term | Total | |
| Trade bills payable | 1,511 | 1,511 | 11 | 3,550 | 3,561 | ||
| Other payables | 94 | 1,461 | 1,555 | 3,020 | 3,020 | ||
| Guarantees and deposits received | 864 | 12 | 876 | 607 | 8 | 615 | |
| Other current accounts | 34,440 | 34,440 | 6,255 | 6,255 | |||
| Total | 958 | 37,424 | 38,382 | 618 | 12,833 | 13,451 |
Trade bills payable and Other payables mainly include suppliers of fixed assets relating to renovations performed in various hotels operated by the Company.
Likewise, Other current accounts mainly include debts relating to the centralised management of collections made by the Company, as well as debts with the company owning 15 hotels which were operated under lease by the Company, and which became to be operated under management in 2023.
The detail of maturities at the end of 2023 and 2022 is as follows:
| (thousand €) | 31/12/2023 | (thousand €) | 31/12/2022 |
|---|---|---|---|
| 2024 | 37,424 | 2023 | 12,833 |
| 2029 and subsequent years | 958 | 2028 and subsequent years | 618 |
| Total | 38,382 | Total | 13,451 |
The balances included under this item which mainly relate to amounts due for the centralised cash management of the Group, are broken down in Note 17.
The balances under this heading are broken down in Note 9.3. Cash flow hedge activities relate to interest rate swap contracts.
The fair values of the Company's derivative financial instruments at the end of 2023 and 2022 are analysed below by maturity:
| 31/12/2023 | 31/12/2022 | |||||
|---|---|---|---|---|---|---|
| (thousand €) | Long term | Short term | Total | Long term | Short term | Total |
| Hedging derivative assets | 278 | 1,880 | 2,158 | 2,534 | 2,961 | 5,495 |
| Other derivative assets | 111 | 818 | 929 | 705 | 1,101 | 1,807 |
| Total | 389 | 2,698 | 3,087 | 3,240 | 4,062 | 7,302 |
| Other derivative liabilities | 25 | 25 | ||||
| Total | 25 | 25 |
Maturity by year is as follows:
| 31/12/2023 | ||||
|---|---|---|---|---|
| (thousand €) | Hedge | Others | (thousand €) | Hedge |
| 2024 | 1,880 | 818 | 2023 | 2,961 |
| 2025 | 268 | 111 | 2024 | 2,178 |
| 2026 | 10 | 2025 | 340 | |
| 2026 | 14 | |||
| Total | 2,158 | 929 | Total | 5,495 |
As part of its interest rate risk management policies (see Note 5.1), the Company, at the end of the fiscal year, has several interest rate swaps that qualify as cash flow hedging instruments, based on the contractual terms; therefore, changes in their fair value are taken directly to the Company's equity.
The items hedged by these operations mainly relate to a part of the variable interest rate financing in euro and dollar. These financial instruments are used to exchange interest rates, so that the Company receives variable interest from the bank in exchange for a fixed interest payment on the same face amount. The variable interest received from the derivative offsets interest payments on the financing hedged. The final result is a fixed interest payment on the financing hedged.
At the end of 2023, these derivative financial instruments have been measured and recorded in assets for the amount of EUR 2.2 million (EUR 5.5 million in assets in 2022). To determine these fair values, discounted cash flow techniques have been used based on the embedded amounts determined by the interest rate curve in accordance with the market conditions at the measurement date. The measurements of these swaps have also been carried out by the financial institutions from which these products are obtained, as independent experts in the measurement of financial instruments.
The Company has transferred to the income statement of the year an income for the amount of EUR 3.6 million because of interest rate hedging; an expense for the amount of EUR 45 thousand in 2022. These amounts have been recorded in the financial expenses item, as well as the hedged item.
Likewise, as at 31 December 2023, the notional value of the interest rate swaps that qualify as hedges amounts to EUR 100.8 million, and as at 31 December 2022 such value amounted to EUR 125.8 million (see Note 5.1).
Other derivative assets and liabilities recognised at the end of 2023 relate to interest rate swaps contracted in the framework of the interest rate risk management performed by the Company (see Note 5.1). Interest rate swaps are not deemed to be accounting hedges, since they were contracted in the framework of a debt restructuring and thus, they do not meet the requirements for the application of hedge accounting according to the Chart of Accounts.
The measurements of these swaps have also been carried out by the financial institutions from which these products are obtained, as independent experts in the measurement of financial instruments.
The Company has recognised in the year's income statement EUR 0.1 million of expenses due to the change in fair value of such interest rate swaps; EUR 2.5 million of income in 2022. These amounts are recognised under heading Change in fair value of financial instruments.
As at 31 December 2023, the notional value of these financial instruments amounts to EUR 33.5 million, and as at 31 December 2022 such value amounted to EUR 51.9 million.
The breakdown is as follows:
| (thousand €) | 31/12/2023 31/12/2022 |
|
|---|---|---|
| Goods | 75 117 |
|
| Others | 3,061 3,405 |
|
| Advances to suppliers | 150 174 |
|
| Total | 3,286 3,696 |
The Company does not have firm purchase or sale commitments and there are no limitations on availability of inventories.
The breakdown of this heading is as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Customers | 60,216 | 38,080 |
| Trade bill receivable | 2,036 | 2,088 |
| Doubtful trade receivables | 12,553 | 12,544 |
| Impairment for trade operations | (24,512) | (20,770) |
| Total trade receivables | 50,293 | 31,942 |
| Trade receivables, group companies, associates and joint ventures | 93,223 | 67,993 |
| Sundry debtors | 2,627 | 1,534 |
| Staff | 168 | 52 |
| Current tax assets | 8,907 | 2,705 |
| Public Administrations | 3,962 | 5,810 |
| Total other receivables | 108,887 | 78,094 |
| Total | 159,180 | 110,036 |
At the end of 2023 and 2022, the receivable balances arising from the sale of rooms and other services provided, associated with the hotel business, are included under the heading Customer receivables for sales and services.
Trade receivables, group companies, associates and joint ventures heading mainly relates to commercial transactions for the provision of services and management at market prices. Breakdown by companies is shown in Note 17.2.
The breakdown of trade receivables by age is included in Note 5.3, and the breakdown of Current tax assets and Public Administrations in included in Note 14.
Cash and bank balances include cash in hand and demand accounts in credit institutions. The heading Other cash equivalents includes short-term deposits, which periods range between one day and three months since inception, so there are no significant risks of change in value, and they are part of the normal cash management policy of the Company.
The breakdown of the balances under this heading for 2023 and 2022 is as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Cash | 3,777 | 2,883 |
| Other cash equivalents | 874 | 437 |
| Total | 4,651 | 3,320 |
This heading includes balances in currencies other than the Euro, in particular, the US dollar and the British pound (see Note 16.6).
The Company's share capital as at 31 December 2023 and 2022 stipulated in the Bylaws is EUR 44,080,000 corresponding to 220,400,000 shares with a par value of Euro 0.20 each. The shares are fully subscribed and paid-up, and constitute a single class and series.
All shares carry the same rights and are listed on the stock exchange (Continuous Market - Spain), except for treasury shares.
The Ordinary and Extraordinary General Shareholders' Meeting held on 10 July 2020, renewed the authority of the Company's Board of Directors to agree the share capital increase, without having to consult the General Shareholders' Meeting beforehand, up to 50% of the share capital. Consequently, the Board of Directors can exercise this right, in one or more times, deciding in each case, not only the timing or appropriateness, but also the amount and conditions which it considers should apply within a maximum period of five years, starting from the date of said Meeting. If the capital increase is made excluding the shareholders' pre-emptive subscription rights, such authority of the Board of Directors is limited to 20% of the share capital.
The voting rights held by the main shareholders with direct and indirect stake in the Company as at 31 December 2023 and 2022, are as follows:
| 31/12/2023 | 31/12/2022 | |
|---|---|---|
| Shareholders | % Shareholding |
% Shareholding |
| Hoteles Mallorquines Consolidados, S.L. | 24.37 | 24.37 |
| Hoteles Mallorquines Asociados, S.L. | 13.76 | 13.76 |
| Hoteles Mallorquines Agrupados, S.L. | 11.29 | 11.29 |
| Tulipa Inversiones 2018, S.A. | 5.39 | 5.39 |
| Global Alpha Capital Management Ltd. | 13.23 | 9.17 |
| Rest of shareholders (less than 3% individual) | 31.97 | 36.03 |
| Total | 100.00 | 100.00 |
In October 2018, Mr. Gabriel Escarrer Juliá (Founder and current Honorary Chairman of the Board of Directors) ceased to exercise control over the Group, although he currently still owns 5.388% of the shares in Meliá Hotels International, S.A., indirectly, through the company Tulipa Inversiones 2018, S.A.
Notwithstanding the foregoing, the Escarrer family (namely, Mr. Escarrer Juliá, his spouse and their 6 children) holds 100% of the shares in the companies Hoteles Mallorquines Consolidados, S.L., Hoteles Mallorquines Agrupados, S.L. and Hoteles Mallorquines Asociados, S.L., although no controlling shareholder exists in any of them.
The share premium has the same restrictions and can be used for the same purposes as the Company's voluntary reserves.
The following table shows the breakdown of the Reserves heading at the end of 2023 and 2022:
| (thousand €) | 31/12/2023 | 31/12/2022 | |
|---|---|---|---|
| Legal reserve | 8,816 | 8,816 | |
| Revaluation reserves Royal Decree-Law 7/1996, of 7th June | 1,190 | 1,190 | |
| Reserves for actuarial gains and losses | (5,693) | (5,035) | |
| Voluntary reserves | 306,725 | 308,608 | |
| Translation reserves | 12,555 | 12,356 | |
| Total | 323,593 | 325,935 |
The Company is obliged to transfer 10% of the profits of each year to a reserve fund until this fund reaches at least 20% of the share capital. This reserve is not available for distribution to the shareholders and, provided that other reserves are not available, may only be used to offset losses.
At the end of 2023 and 2022 this reserve is fully constituted.
This reserve will be available to eliminate recognised losses and to increase the share capital of the Company and as of 31 December 2006 (10 years following the date of the balance sheet in which the restatement operations were reflected) it may be taken to unrestricted reserves, as the revalued assets are fully depreciated or are disposed of by other means. The balance of the reserve shall not be distributed, directly or indirectly, unless the related capital gain has been realised through the sale or total depreciation of the revalued assets.
The amount recognised in this reserve is derived from actuarial gains and losses recognised in equity. Such reserve relates to changes undergone in the calculation percentages and actuarial assumptions of remunerations and retirement bonuses undertaken by the Company (see Note 12). This reserve is not available for distribution.
These reserves are unrestricted, after offsetting losses.
These reserves relate to the incorporation of the balance sheet of the permanent establishment Sol Meliá Túnez.
Breakdown and movements of treasury shares under liquidity contract are as follows:
| (thousand €) | No. shares | Average price (euros) | Balance |
|---|---|---|---|
| Balance as at 31/12/2022 | 334,014 | 11.78 | 3,936 |
| Liquidity contract acquisitions | 11,307,075 | ||
| Liquidity contract disposals | (11,393,075) | ||
| Balance as at 31/12/2023 | 248,014 | 6.51 | 1,615 |
At the end of 2023 and 2022, the Company does not have securities loan agreements.
As at 31 December 2023, the total number of treasury shares held by the Company is 248,014, which represents 0.113% of the share capital; 0.152% in 2022. In any case, the treasury shares do not exceed the 10% limit established by the revised text of the Spanish Corporate Enterprises Act.
The price of the Company's shares at the 2023 year end was EUR 5,96. At the 2022 year end the share price amounted to EUR 4.578.
For comparison purposes, movements for year 2022 were as follows:
| (thousand €) | No. shares | Average price (euros) | Balance |
|---|---|---|---|
| Balance as at 31/12/2021 | 277,014 | 12.99 | 3,599 |
| Liquidity contract acquisitions | 12,556,461 | ||
| Liquidity contract disposals | (12,499,461) | ||
| Balance as at 31/12/2022 | 334,014 | 11.78 | 3,936 |
Details and movements of the measurement adjustments in 2023 and 2022 are as follows:
| (thousand €) | 2023 | 2022 | |
|---|---|---|---|
| Hedging operations: | |||
| Opening balance | 3,803 | (1,022) | |
| Results attributed to equity | 390 | 6,389 | |
| Transfers to results | (3,554) | 45 | |
| Tax effect | 790 | (1,609) | |
| Closing balance | 1,429 | 3,803 |
Capital grants mainly relate to grants to finance property, plant and equipment purchases, which will be progressively transferred to the income statement depending on the useful life of such property, plant and equipment. In 2023, the total amount recorded in the income statement for this item is EUR 61 thousand; the same amount in 2022.
Movements in 2023 and 2022 are as follows:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Opening balance | 886 | 931 |
| Transfers to results | (62) | (61) |
| Tax effect | 16 | 16 |
| Closing balance | 840 | 886 |
At the end of 2023 and 2022, the Company meets the conditions laid down in the grant awards.
The balance sheet includes a balance for the amount of EUR 126.3 million in respect of provisions, EUR 88.2 million in the previous year. As indicated in Note 4.10, this heading includes the Company's commitments with staff, as well as the provisions recorded to cover the various risks and contingencies arising from transactions carried out, commitments acquired and guarantees to group companies and third parties, risks for legal claims and lawsuits, as well as potential liabilities deriving from the possible different interpretations to which the applicable legislation is open.
Movements of the fiscal year in the provisions for risks and expenses are as follows:
| (thousand €) | 31/12/2022 | Additions | Disposals | 31/12/2023 |
|---|---|---|---|---|
| Provision for retirement, seniority bonus and personnel obligations |
8,113 | 1,522 | (2,330) | 7,305 |
| Provision for onerous contracts | 12,196 | 206 | 12,401 | |
| Provision for negative own funds | 53,417 | 43,982 | (5,927) | 91,472 |
| Provision for liabilities | 14,434 | 2,622 | (1,966) | 15,091 |
| Total | 88,160 | 48,332 | (10,223) | 126,269 |
In respect of commitments established in supra-enterprise collective agreements, in 2023 an actuarial study has been performed to assess the past services, as defined in Note 4.10, which have been estimated at EUR 7.6 million; EUR 8.3 million in 2022. The value of assets associated with outsourced commitments in compliance with the legislation in force amounts to EUR 0.3 million; EUR 0.2 million in 2022.
The assessment of these commitments undertaken by the Company has been conducted in accordance with the actuarial assumptions of the model which pertains to it, using the calculation method known as the Projected Unit Credit and the demographic assumptions established by the PER2020 tables, using a capitalisation rate of 3.70%, and a salary increase assumption of 3.04%. In addition, the probability of tenure of employees until retirement has also been applied, based on the Company's experience in respect of employees leaving the Company, giving rise to the following rotation ratios according to the employee's current age:
| Rotation | |
|---|---|
| Age range | % |
| <45 | 4.91 |
| 45-55 | 2.75 |
| >55 | 2.64 |
Changes during the fiscal year include an impact recognised in equity for the amount of EUR 0.7 million; EUR 0.3 million in 2022 (see Note 11.1 c), due to some changes occurred in the actuarial assumptions used during the calculations made.
The balance of the provision for onerous contracts at the end of 2023 amounts to EUR 12.4 million; EUR 12.2 million at the end of 2022. This provision was calculated for the hotels that in 2023 presented negative net cash flows, after discounting the relevant lease instalments. To calculate this provision, it is considered that the costs of compliance with the agreements correspond to the present value of the projected cash flows, including lease commitments, and they are compared with the costs of non-compliance with the various agreements, the lower of both amounts being allocated to the provision. The estimate of the cash flows expected for these hotels has been carried out internally by the Company, on the basis of the operating budget for 2024 and projecting the results until the termination of the contract (without considering any extensions that have not yet been signed), based on increases in the average price of rooms according to the business plan established for 2024. The discount rate used in Spain has been 9.8%.
In the provisions for negative equity section, the additions in the fiscal year mainly relate to Sol Group Exhol, S.L., for the amount of EUR 42.2 million, and disposals mainly relate to Sol Maninvest, B.V. and Melia Europe & Middle East, S.L for the amount of EUR 5 million. In 2022, the additions mainly related to Sol Group Exhol, S.L., for the amount of EUR 5.8 million, and disposals related to Markserv B.V. for the amount of EUR 32.1 million.
Movements in 2022 were as follows:
| (thousand €) | 31/12/2021 | Additions | Disposals | 31/12/2022 |
|---|---|---|---|---|
| Provision for retirement, seniority bonus and personnel obligations |
8,187 | 747 | (821) | 8,113 |
| Provision for onerous contracts | 24,205 | (12,009) | 12,196 | |
| Provision for negative own funds | 102,638 | 8,215 | (57,436) | 53,417 |
| Provision for liabilities | 10,786 | 3,648 | 14,434 | |
| Total | 145,816 | 12,610 | (70,266) | 88,160 |
Contingent liabilities relating to guarantees and deposits held for guarantees provided to third parties by the Company, as well as other contingent liabilities are detailed below.
Through various contracts, the Company:
• Secures lease payments in favour of several hotel owners through bank guarantees for the total amount of EUR 81.06 million and through corporate guarantee for the amount of EUR 23.88 million; EUR 79.42 million and EUR 23.2 million respectively in the previous year.
• Acts as joint and several guarantor of EUR 59.82 million for several bank loans to one group company; EUR 61.65 million in the previous year.
• Secures several operations on behalf of its subsidiary companies, associates and joint ventures through bank guarantees, amounting to EUR 37.90 million; EUR 38.10 million in the previous year.
• Secures several operations through bank guarantees and for various items, for the total amount of EUR 8.97 million; EUR 8.61 million in the previous year.
As at 31 December 2023, the Company operates under operating lease a total of 32 hotels; 47 hotels at the end of 2022. This decrease is mainly due to the fact that 15 hotels became to be operated under management in 2023. as mentioned in Note 7.
The average term of these operating lease contracts is 8.06 years. These lease contracts have a contingent component relating to the consumer price index (CPI) and, certain agreements, other contingent component relating to the evolution of the result obtained by each hotel establishment, which is not considered in the calculation of minimum lease payments, which are broken down in the table included in this Note. The contingent instalment in 2023 amounted to EUR 1 million due to the evolution of the CPI; EUR 2.6 million in 2022.
The following table shows a distribution by maturity of the minimum payments of such leases:
| (thousand €) | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Less than 1 year | 59,417 | 55,422 |
| Between 1 and 5 years | 211,692 | 154,921 |
| More than 5 years | 95,061 | 114,711 |
| 366,170 Total |
325,054 |
The Company has claims brought against third parties for compensation for damages suffered as a result of hotel closures during the 2020 health pandemic, on which it considers there are reasonable technical grounds to obtain a favourable ruling in court. However, the Company's Directors, on the basis of prudence, do not consider that the requirements established in the applicable regulations for their recognition in the balance sheet have been met for the time being.
The breakdown of this heading at the end of 2023 and 2022 is as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 | |
|---|---|---|---|
| Suppliers | 12,005 | 8,376 | |
| Suppliers, group companies, associates and joint ventures | 17,400 | 6,950 | |
| Sundry creditors | 64,096 | 80,660 | |
| Accrued wages and salaries | 36,497 | 36,707 | |
| Public Administrations | 11,790 | 12,608 | |
| Prepayments from customers | 13,985 | 12,575 | |
| Total | 155,773 | 157,876 |
The balance of suppliers and trade creditors includes any payables to suppliers of goods, supplies and other services or for which the invoices have not yet been received.
The balance of Suppliers, group companies, associates and joint ventures is detailed in Note 17.2, and that of Public Administrations in Note 14.1.
There follows the information required by Third Additional Provision of Law 18/2022, of 28th of September, on the creation and growth of enterprises, and Law 15/2010 of 5th July (amended by Second Final Provision of Law 31/2014, of 3rd of December) prepared according to the Resolution of the ICAC (Accounting and Auditing Institute) of 29 January 2016, on information to be included in the notes to the annual accounts in relation to the average period of payment to suppliers in commercial transactions:
| No. of days | 2023 | 2022 |
|---|---|---|
| Average period of payment to suppliers | 53.84 | 57.10 |
| Ratio of operations paid | 50.27 | 47.68 |
| Ratio of outstanding operations | 130.88 | 129.00 |
| (thousand €) | 2023 | 2022 |
| Total payments made | 349,825 | 295,343 |
| Total outstanding payments | 16,214 | 38,731 |
According to the ICAC Resolution on 29 January 2016, for the calculation of the average period of payment to suppliers, the commercial transactions relating to the delivery of goods or provision of services accrued in each year have been considered.
For the purposes of providing the information set forth in this Resolution only, trade creditors for the supply of goods or services, included in items Sundry Suppliers and Creditors in current liabilities in the balance sheet are deemed to be suppliers.
"Average period of payment to suppliers" means the period that elapses between the supply of goods or the provision of the services by the supplier and the effective payment of the transaction.
There follows a breakdown of the monetary volume and number of invoices paid within the legal deadline established:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Monetary volume | 186,967 | 52,619 |
| Percentage of total payments made | 53.43 % | 17.82 % |
| Number of invoices | 39,494 | 14,336 |
| Percentage of total invoices | 16.90 % | 6.72 % |
In terms of taxation and income tax, the Company is subject to the Spanish tax legislation.
In 2023 and 2022, the Company has filed consolidated tax returns pursuant to Law 27/2014, of 27th November, on Corporate Income Tax (hereinafter, "LIS" according to its acronym in Spanish), under the Group number 70/98 of which Meliá Hotels International, S.A is the Parent Company.
The consolidation Tax Group comprises 40 companies which fulfil the requirements laid down for that purpose in the regulations governing taxation on consolidated profits of Groups of companies. The companies within the mentioned Tax Group jointly determine the group's tax result, which is distributed among them, according to the criterion established by the Instituto de Contabilidad y Auditoría de Cuentas as for recognition and determination of individual tax liability.
Likewise, the Company is taxed under the Special Group of Entities Regime for the purposes of Value Added Tax (VAT) under assigned VAT number 40/17. The number of companies comprising this group is 13. Every month, the Company submits the aggregated periodic tax returns-assessments, by integrating the results of the individual self-assessment tax returns of the companies belonging to that Group of Companies.
The Government of Spain, where the parent company is incorporated, has published a draft legislation - pending parliamentary procedure - for the implementation in Spain of the 15% minimum taxation (EU) Directive (the "Pillar Two Draft Legislation"), which provides for its application in respect of financial years beginning after 31 December 2023. Pursuant to this Pillar Two Draft Legislation, the parent company will be obliged to pay, in Spain, a supplementary tax on the profits of its subsidiaries that are taxed at an effective tax rate of less than 15%. In addition, some of the jurisdictions in which the Group operates have Pillar Two rules sufficiently implemented, which allow a domestic minimum tax to be levied on the tax shortfall up to 15%.
The Group has analysed the potential exposure to additional taxation arising from the Pillar Two Draft Legislation, based on country-by-country reports and financial statements of the Group companies. According to the analysis performed, the effective tax rate for Pillar Two purposes in most of the jurisdictions in which the Group operates is above 15%. However, the Group believes that the safe harbour rules may not apply in Cuba, where the effective rate may be less than 15%. Nevertheless, the Group does not expect exposure to additional taxation arising from Pillar Two rules to be significant in any jurisdiction.
The Group continues to assess the impact of the future Supplementary Tax rule in Spain and the Pillar Two rules in the jurisdictions in which it operates on its future financial performance.
Unconstitutionality and invalidity of Royal Decree-Law 3/2016, of 2 December, adopting tax measures aimed at consolidating public finances and other urgent social measures ("RD-Law 3/2016").
The Constitutional Court has considered RD-Law 3/2016 as unconstitutional and invalid in its ruling of 18 January 2024 (unconstitutionality issue 2577-2023).
Among others, the mentioned RD-law established greater restrictions on the offsetting of negative tax bases (BINS [according to its acronym in Spanish]) from previous years; the obligation to include a minimum annual reversal in the 2016-2020 financial years of impairment losses on holdings regardless of the evolution of the investee's equity and results; the establishment of greater limitations on the application of deductions to avoid double taxation; and a restriction on the deductibility of certain negative income deriving from the transfer of holdings.
As a result of this ruling, the Group has determined the following accounting treatment for income tax in Spain:
• Recognition of current tax liabilities and assets for the year 2023:
The Group has determined the 2023 Income Tax in accordance with the applicable tax legislation, excluding the provisions declared as unconstitutional.
• Recognition of deferred tax assets for the carryforward of unused tax losses or unused tax credits:
The Group has reassessed the probability of having future taxable profit against which unused tax losses or unused tax credits can be carried forward under the applicable regulations, excluding the provisions declared as unconstitutional.
• The Group expects to recover certain tax credits as a result of challenging Corporate Income Tax assessments:
The Group has challenged the Corporate Income Tax assessments for 2017 to 2019, with an expectation of recovering approximately EUR 8 million. The Group has not recognised an asset for this item to the extent that, based on an analysis of the specific circumstances of these challenges, it is estimated that the probability of recovery is not virtually true.
As at 31 December 2023, the Company's main balances receivable from Public Administrations are: EUR 3.9 million relating to value added tax (VAT); and EUR 8.9 million relating to Corporate Income Tax, an amount that mainly relates to the Corporate Income Tax for 2023.
Current balances receivable from and payable to Public Administrations are as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Income tax | ||
| Current tax assets | 8,907 | 2,705 |
| Total 8,907 |
2,705 | |
| Other taxes / rates | ||
| Tax Authorities, VAT receivable | 3,938 | 5,810 |
| Total 3,962 |
5,810 | |
| Total assets | 12,869 | 8,515 |
| Other taxes / rates | ||
| Tax Authorities, IGIC Tax payable | 348 | 271 |
| Tax Authorities, IRPF (Income Tax) payable | 2,805 | 2,696 |
| Tax Authorities, payables | 3,562 | 3,070 |
| Payables to Social Security bodies | 5,075 | 6,571 |
| Total 11,790 |
12,608 | |
| Total liabilities | 11,790 | 12,608 |
According to the legislation in force, taxes cannot be deemed definitively settled until the returns submitted are audited by the tax authorities or the four-year statute of limitations has lapsed. As at 31 December 2023, the years open to review by the tax authorities for the main applicable taxes to which the Company is subject are as follows:
| Years | |
|---|---|
| Corporate Income Tax | 2020-2022 |
| I.G.I.C (General Indirect Canary Islands Tax) | 2020-2023 |
| VAT | 2020-2023 |
| I.R.P.F. (Income Tax) | 2020-2023 |
At year-end, the Company had completed a verification and inspection procedure by the Agencia Estatal de la Administración Tributaria (State Tax Administration Agency) covering Corporate Income Tax for the years 2017 to 2019, the Value Added Tax and Withholdings and Income on Account for the periods between November 2017 and December 2019.
In relation to Corporate Income Tax and as a result of valuation differences in certain transactions between Group companies, a tax assessment has been formalised with an agreement which resulted in a tax payable of EUR 2.7 million. This adjustment has had no impact on the Group's income statement as the corresponding risk provision was applied.
In relation to Value Added Tax and Withholdings and Income on Account, tax assessments have been formalised without any adjustment and with no impact on the Group's income statement.
According to the principles of the Group's Tax Strategy, as well as the recommendations of the Code of Good Tax Practices to which the Company adheres, the Company has proceeded to self-correct the corporate income tax settlements for 2020 and 2021 in accordance with the value criteria arising from the tax audit procedure, without this self-correction having had an impact on the income statement.
As a result, among others, of the different interpretations of the current tax legislation, additional liabilities may arise from an inspection. The Company assesses the uncertain tax treatments and reflects the effect of the uncertainty on the taxable profit (tax loss), tax bases, unused tax losses or unused tax credits. In any case, the Company considers that these additional liabilities, should they arise, would not significantly affect the income statement and the balance sheet.
Benefits, determined in accordance with the tax legislation, are subject to taxation at the rate of 25% on the tax base. However, in accordance with Article 30 bis of the LIS, a minimum taxation of 15% is established for the tax base reduced or increased, as appropriate and as applicable, by the amounts derived from Article 105 of this Law and reduced by the Investment Reserve as regulated in Article 27 of Law 19/1994, of 6 July, amending the Economic and Fiscal Regime of the Canary Islands.
The reconciliation of the net amount of income and expenses of the fiscal year and the tax base (tax result) of the corporate income tax is as follows:
| (thousand €) | Income and expenses Income Statement recognised directly in equity |
Total | |||
|---|---|---|---|---|---|
| Balance of income and expenses of the fiscal year |
|||||
| Continuing operations | 8,384 | (3,078) | 5,306 | ||
| Increases (I) | Decreases (D) | Increases (I) | Decreases (D) | ||
| Income tax | (20,863) | (1,025) | (21,888) | ||
| Permanent differences | 110,729 | (87,866) | 22,863 | ||
| Temporary differences: | |||||
| Arising in the fiscal year | 39,677 | (77,560) | (37,883) | ||
| Arising in previous fiscal years | 2,833 | 4,102 | 6,935 | ||
| Offset of tax loss from previous years | (51,571) | (51,571) | |||
| Tax base (tax result) | (76,238) |
The Company's most significant decreases due to permanent differences relate to value adjustments to the Group's shareholdings and equity for the amount of EUR 37 million and the application of the international double taxation exemption for dividends for the amount of EUR 49.5 million.
The increases due to temporary differences relate mainly to value adjustments to the Group's shareholdings and equity amounting to EUR 64 million, to the 50% limitation on the offsetting of tax losses established in the 19th Additional Provision of the LIS amounting to EUR 26 million and to non-deductible provisions in the current year, which will be deductible for tax purposes at the time of payment or when the obligation becomes due.
The decreases due to temporary differences mainly relate to non-deductible financial expenses in prior periods amounting to EUR 40 million and to provisions deductible in the current year.
For comparison purposes, the reconciliation of the net amount of income and expenses of the fiscal year 2022 and the tax base (tax result) of the corporate income tax was as follows:
| (thousand €) | Income Statement | Income and expenses recognised directly in equity |
Total | |||
|---|---|---|---|---|---|---|
| Balance of income and expenses of the fiscal year | ||||||
| Continuing operations | (22,402) | 5,050 | (17,352) | |||
| Increases (I) | Decreases (D) | Increases (I) Decreases (D) | ||||
| Income tax | (19,514) | 1,682 | (17,832) | |||
| Permanent differences | 11,184 | (16,427) | (5,243) | |||
| Temporary differences: | ||||||
| Arising in the fiscal year | 20,684 | 20,684 | ||||
| Arising in previous fiscal years | 1,396 | (36,609) | (6,731) | (41,944) | ||
| Tax base (tax result) | (61,687) |
The information shown in the changes in equity relates to income and expenses directly recognised in equity. In 2023 and 2022, none of these amounts affect the tax base of the Company.
There follows the reconciliation of the income tax expense that would result from applying the general tax rate in force to the total of recognised income and expenses, differentiating the income statement balance:
| 2023 | 2022 | ||||
|---|---|---|---|---|---|
| (thousand €) | Income statement |
Income and expenses recognised in equity |
Income statement |
Income and expenses recognised in equity |
|
| Accounting profit/loss before tax | (12,479) | (4,103) | (41,916) | 6,732 | |
| Theoretical tax burden (25% rate) | (3,120) | (1,025) | (10,479) | 1,682 | |
| Permanent differences | 5,716 | (1,311) | |||
| Temporary differences | (10,636) | (3,074) | |||
| Tax loss and tax credits | (15,096) | ||||
| Non-capitalised tax losses for the year | 15,422 | ||||
| Income tax from previous years | 1,934 | (1,004) | |||
| Foreign withholding tax | 339 | 148 | |||
| Offset of tax liabilities of the tax group | (19,216) | ||||
| Effective tax expense/(income) | (20,863) | (1,025) | (19,514) | 1,682 |
The breakdown of expenses/income for income tax in the fiscal year is as follows:
| 2023 | 2022 | |||
|---|---|---|---|---|
| (thousand €) | Allocation to income statement |
Allocation to equity |
Allocation to income statement |
Allocation to equity |
| Current tax | (18,991) | (20,071) | ||
| Deferred tax | (1,872) | (1,025) | 557 | 1,682 |
| Total corporate income tax expense / (income) | (20,863) | (1,025) | (19,514) | 1,682 |
The calculation of Corporate Income Tax is as follows:
| Euro | Amount |
|---|---|
| Current tax | (19,060) |
| Rebates and deductions | (2,203) |
| Net tax liability | (21,263) |
| Withholdings and payments on account | (2,536) |
| Instalment payments | (7,091) |
| Corporate income tax liability | (23,799) |
The breakdown of deferred tax assets and liabilities is as follows:
| (thousand €) | 31/12/2023 | 31/12/2022 | |
|---|---|---|---|
| Deferred tax assets | |||
| Credits for tax losses available for carry forward | 22,769 | 4,618 | |
| Tax credit carryforwards | 147 | 9,791 | |
| Tax value of goodwill | 762 | 762 | |
| Financial instruments | (17) | 26 | |
| Amortisation costs pending deduction | 967 | 969 | |
| Adjustments for the limitation on deductibility of financial expenses | 23,645 | ||
| Provisions that are tax-deductible at the time of payment or when the liability arises | 23,363 | 26,334 | |
| Credit for limitation on the offset of tax losses in tax groups | 6,558 | ||
| Total | 54,549 | 66,145 | |
| Deferred tax liabilities | |||
| Finance lease operations | 10,309 | 10,488 | |
| Land restatement and revaluation | 24,585 | 24,650 | |
| Sales under reinvestment deferral | 3,309 | 3,445 | |
| Non-refundable grants | 198 | 214 | |
| Financial instruments | 539 | 1,373 | |
| Other deferred tax liabilities | 555 | 13,818 | |
| Total | 39,495 | 53,988 |
The movements of the different items making up the deferred tax assets and liabilities are as follows:
| 2023 | 2022 | |||
|---|---|---|---|---|
| (thousand €) | Deferred tax assets |
Deferred tax liabilities |
Deferred tax assets |
Deferred tax liabilities |
| Opening balance | 66,145 | 53,988 | 64,018 | 49,622 |
| Variations reflected in Income Statement: | ||||
| Credits for tax losses available for carry forward | 18,150 | (6,875) | ||
| Tax credits carryforwards | (9,643) | 4,904 | ||
| Provisions that are tax-deductible at the time of payment or when the liability arises |
(3,192) | 8,534 | ||
| Tax value of goodwill | (3,808) | |||
| Finance lease operations | (98) | (213) | ||
| Land restatement and revaluation | (65) | (65) | ||
| Amortisation costs pending deduction | (483) | |||
| Sales under reinvestment deferral | (136) | (136) | ||
| Adjustments for the limitation on deductibility of financial expenses | (23,645) | |||
| Other deferred tax liabilities | (13,262) | 3,422 | ||
| Credit for limitation on the offset of tax losses in tax groups | 6,558 | |||
| Variations reflected in equity: | ||||
| Financial instruments | (43) | (916) | (234) | 1,373 |
| Non-refundable grants | (16) | (15) | ||
| Provisions that are tax-deductible at the time of payment or when the liability arises- Actuarial gains and losses |
219 | 89 | ||
| 54,549 | 39,495 | 66,145 | 53,988 |
The Company has established a business plan covering 10 years for the purposes of determining the recoverable value of tax credits, according to the deadlines set by tax legislation, and consequently, has determined the existence of deferred tax assets that will be applied within this period. Based on this criterion, the Company considers that it is probable that future taxable profit may lead to the recovery of all deferred tax assets, within a reasonable period and never exceeding the periods allowed by the current legislation.
At the year end, the Tax Group has tax losses that may be offset in future years, with the offsetting not being limited in time, for the amount of EUR 227 million.
Tax Group's deductions and rebates pending application as at 31 December 2023 amount to EUR 6 million. Type, breakdown and maximum application periods are as follows:
| Type (thousand €) | Year of generation |
Deductions pending application |
Deductions applied |
Deductions pending application |
Deduction period |
|---|---|---|---|---|---|
| Deduction for double taxation | 2019 | 216 | 216 | 2029 | |
| 2020 | 348 | 348 | 2030 | ||
| 2021 | 310 | 310 | 2031 | ||
| 2022 | 685 | 685 | 2032 | ||
| 2023 | 998 | 998 | |||
| Deduction for donations to non-profit organisations |
2019 | 110 | 110 | 2029 | |
| 2020 | 37 | 37 | 2030 | ||
| 2021 | 30 | 30 | 2031 | ||
| 2022 | 45 | 45 | 2032 | ||
| Deduction for employment creation for | |||||
| disabled people | 2019 | 51 | 51 | 2034 | |
| 2020 | 58 | 58 | 2035 | ||
| 2021 | 58 | 58 | 2036 | ||
| 2022 | 13 | 13 | 2037 | ||
| 2023 | 94 | 94 | 2038 | ||
| Credits for reinvestment | 2013 | 1,076 | 1,076 | 2028 | |
| Credits for investments in new fixed assets | |||||
| in the Canary Islands | 2019 | 211 | 211 | 2034 | |
| 2020 | 670 | 670 | 2035 | ||
| 2021 | 173 | 173 | 2036 | ||
| 2022 | 898 | 364 | 534 | 2037 | |
| 2023 | 1,005 | 1,005 | |||
| Credits for technological innovation activities |
2017 | 100 | 100 | 2035 | |
| 2018 | 1,124 | 94 | 1,030 | 2036 | |
| 2019 | 1,192 | 1,192 | |||
| 2020 | 743 | 743 | 2038 | ||
| Credits for reversal of temporary measures | |||||
| (3) | 2020 | 132 | 132 | ||
| 2021 | 132 | 132 | |||
| 2022 | 132 | 132 | |||
| 2023 | 132 | 132 | |||
| Total | 10,773 | 4,697 | 6,076 |
Tax benefits deriving from the sale of assets and other assets allocated to reinvestment, as well as the amounts to be reinvested, is as follows:
| (thousand €) | Year | Sale amount to reinv. |
Reinvest. Year |
Reinvest. made |
Reinv. mat. | Reinvest. Deduc. |
Pending application |
Deductions mat. |
|---|---|---|---|---|---|---|---|---|
| 2013 | 50,000 | 2012-13 | 14,793 | 2016 | 1,076 | 1,076 | 2.028 | |
| Total | 50,000 | 14,793 | 1,076 | 1,076 |
The reinvestment of such sales has been made by Meliá Hotels International, S.A., on new elements of property, plant and equipment and intangible assets, included in the renovation and improvements to its hotel establishments, and on investment property and securities representing holdings in companies of at least 5% in the share capital thereof.
The tax benefits obtained up to 2001 from the sale of assets earmarked for reinvestment are included in the tax base according to the depreciation period and a deferred tax has been created for this purpose.
To avoid damaging the companies following changes in tax rates, the thirty-seventh transitional provision of Law 27/2014 on Corporate Income Tax included a regulation on the reversal of temporary measures, which states that taxpayers that have been subject to depreciation and amortisation limits, shall be entitled to a 5% deduction on the total tax liability of the amounts making up the tax base (2% in 2015), following the application of the rest of tax deductions and rebates. The amounts not deducted due to insufficient total tax liability, may be deducted in subsequent tax periods.
The information set out in Article 86 of the Law on Corporate Income Tax applicable to mergers and spin-offs of business lines carried out in previous years, is included in the first notes to the annual accounts approved following each of these operations and is summarised as follows:
| Company | Years |
|---|---|
| Inmotel Inversiones, S.A. | 1993, 1996, 1997 and 1998 |
| Meliá Hotels International, S.A. | 1999, 2001, 2005, 2009, 2012 and 2021 |
Business segments identified depending on the nature of the risks and profitability of the Company, and which constitute the organisational structure, are as follows:
• Hotel business: This segment includes the results obtained by means of the operation of hotel units that are owned or leased by the Company.
• Asset management: This segment includes the capital gains on asset rotation, as well as real estate development and operations.
• Management and structure: This relates to fees received for the operation of hotels under management and franchise agreements and other leisure-related operating activities.
The segmentation of net revenues in the income statement for 2023 and 2022 is detailed in the following table:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Hotel business | 506,751 | 437,926 |
| Asset management | 679 | 375 |
| Management and structure | 115,262 | 77,019 |
| Total | 622,692 | 515,320 |
The Company's income allocated according to the diverse types of services provided for years 2023 and 2022 is the following:
| (thousand €) | 2023 | 2022 | |
|---|---|---|---|
| Room revenue | 392,024 | 340,111 | |
| Food and beverage revenue | 102,198 | 83,878 | |
| Management fees | 51,740 | 41,255 | |
| Fees for transfer of brand use to subsidiaries | 20,137 | 13,422 | |
| Fixed asset capital gains | 679 | 379 | |
| Other revenue | 55,955 | 36,377 | |
| Sales rebates | (41) | (103) | |
| Net revenues | 622,692 | 515,320 | |
| (thousand €) | 2023 | 2022 | |
| Sundry revenue | 36,403 | 28,131 | |
| Operating grants | 1,252 | 1,754 | |
| One-off revenue | 1,317 | 559 | |
| Operating revenues | 38,972 | 30,443 |
Regarding its allocation by geographical markets, almost the entire income has been generated in national territory.
Closing and opening balances of the contract assets deriving from agreements with customers for services actually rendered and invoiced during the year or years are recognised in the balance sheet under heading Trade and Other Receivables and are broken down in Notes 5.3 and 10.2. The contract assets become payable as the invoices are sent to the customer.
The closing and opening balances of contract liabilities include the advances received from customers which are recognised in the balance sheet under heading Trade Creditors and Other Payables, for accommodation bookings for the next year, which are broken down in Note 13.
The breakdown of the balance of this caption in the income statement for 2023 and 2022 is as follows:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Food and beverage consumptions | 30,672 | 24,529 |
| Changes in inventories | 385 | (264) |
| Ancillary materials and sundry purchases | 10,918 | 9,552 |
| Total | 41,975 | 33,817 |
Regarding its allocation by geographical markets, almost the entire income has been generated in national territory.
Staff costs for 2023 and 2022 are broken down as follows:
| (thousand €) | 2023 | 2022 | |
|---|---|---|---|
| Wages and salaries | 158,586 | 143,975 | |
| Termination benefits | 1,574 | 118 | |
| Social Security | 41,788 | 37,279 | |
| Contribution to complementary schemes | 449 | 1,097 | |
| Other amounts | 3,902 | 4,097 | |
| Total | 206,299 | 186,566 |
The average number of employees in 2023 and 2022 is broken down by job category in the table below:
| Category | No. Employees 2023 |
No. Employees 2022 |
|
|---|---|---|---|
| Management | 161 | 161 | |
| Middle management | 925 | 696 | |
| Basic staff | 4,006 | 3,657 | |
| Total | 5,092 | 4,514 |
The distribution by gender categories at the end of 2023 and 2022 is as follows:
| 2023 | 2022 | ||||||
|---|---|---|---|---|---|---|---|
| Category | Men | Women | Total | Men | Women | Total | |
| Management | 81 | 53 | 134 | 97 | 57 | 155 | |
| Middle management | 395 | 444 | 839 | 316 | 340 | 656 | |
| Basic staff | 1,312 | 1,610 | 2,922 | 1,422 | 1,786 | 3,208 | |
| Total | 1,788 | 2,107 | 3,895 | 1,835 | 2,183 | 4,019 |
According to the amendments to Article 260 of the Corporate Enterprises Act, it is hereby informed that the average number of employed persons for years 2023 and 2022 with disabilities greater than or equal to 33% is as follows:
| Category | No. Employees | No. Employees | |
|---|---|---|---|
| Management | 2023 | 2022 2 |
|
| Middle management | 2 | 1 | |
| Basic staff | 22 | 29 | |
| Total | 24 | 32 |
The breakdown of the balance of this caption in the income statement for 2023 and 2022 is as follows:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Hotel rental | 96,123 | 90,938 |
| Sundry rentals | 9,178 | 8,643 |
| Maintenance and repairs | 28,411 | 20,095 |
| External services | 87,023 | 67,822 |
| Transport and insurance | 3,924 | 4,049 |
| Banking expenses | 6,446 | 5,256 |
| Advertising and promotions | 25,347 | 29,540 |
| Supplies | 53,707 | 50,288 |
| Travel and ticketing expenses | 5,097 | 3,654 |
| Other expenses | 22,804 | 26,059 |
| Tax | 7,793 | 7,895 |
| Losses, impairment and change of provisions | 2,506 | 629 |
| Other current operating expenses | 11,223 | 15,082 |
| Total | 359,582 | 329,950 |
The breakdown of financial income and expenses of the Company reflected in the income statement for 2023 and 2022 is as follows:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Dividends shar. in equity instr. group companies, associates and joint ventures | 53,499 | 20,447 |
| Dividends shar. in equity instr. third parties | 1,632 | 145 |
| Interest on group companies, associates and joint ventures | 39,483 | 17,312 |
| Interest on third parties and bank accounts | 820 | 530 |
| Other financial income relating to third parties | 224 | 418 |
| Total financial income | 95,658 | 38,852 |
| Interest on payables to group companies, associates and joint ventures | 25,374 | 8,924 |
| Interest on obligations and bonds | 4,412 | 2,383 |
| Interest on bank loans | 51,100 | 29,905 |
| Interest on bank leasing | 1 | |
| Other financial expenses relating to third parties | 821 | 329 |
| Total financial expenses | 81,707 | 41,542 |
Financial income in equity instruments in group companies, associates and joint ventures relates to received dividends on which the right to receive them as shareholders was recognised (see Notes 9.1 and 17.2).
Interest income and expenses with group companies, associates and joint ventures mainly relate to loans and interest on current accounts with other group companies, associates and joint ventures (see Note 17.2).
Financial expenses on debts to third parties relate to interest on bank loans. Likewise, interest arising from bond issues is also included (see Note 9.2).
The exchange differences recognised in the income statement amount to EUR 3.6 million of profits; EUR 16.5 million of losses in 2022, which mainly arise from accounts payable and receivable to/from group companies, associates and joint ventures, and third parties, as well as short-term cash and other cash equivalents in a currency other than Euro, mainly including US dollars and British pounds.
The most important assets and liabilities in foreign currency are as follows:
| (thousand €) | 31/12/2023 | Currency | 31/12/2022 | Currency |
|---|---|---|---|---|
| Assets | ||||
| Loans to group companies and third parties l/t | 102,086 | Usd | 115,488 | Usd |
| 51,152 | Gbp | 53,349 | Gbp | |
| Other | 1,803 | Other | ||
| Loans and other financial assets to group companies and | 150,413 | Usd | 114,153 | Usd |
| third parties s/t | 156,630 | Gbp | 147,403 | Gbp |
| 2,333 | Other | 1,478 | Other | |
| Cash and cash equivalents s/t | 5,387 | Usd | (2,128) | Usd |
| 455 | Gbp | 27 | Gbp | |
| Total assets | 257,886 | Usd | 227,513 | Usd |
| 208,237 | Gbp | 200,779 | Gbp | |
| 2,333 | Other | 3,281 | Other | |
| Liabilities | ||||
| Bank loans l/t | 28,740 | Usd | 110,490 | Usd |
| Payables to group companies l/t | 104,032 | Usd | 66,190 | Usd |
| Other liabilities l/t | Usd | 105 | Usd | |
| Bank loans s/t | 85,220 | Usd | 49,000 | Usd |
| Other liabilities s/t | 59,693 | Usd | 31,869 | Usd |
| 2,433 | Gbp | 141 | Gbp | |
| 260 | Other | 964 | Other | |
| Total liabilities | 277,685 | Usd | 257,653 | Usd |
| 2,433 | Gbp | 141 | Gbp | |
| 260 | Other | 964 | Other |
The Company's annual accounts include transactions with the following related parties:
All transactions with related parties are carried out under market conditions.
The attached tables show, for years 2023 and 2022, the amount recognised in the operating results in the income statement, and the balances outstanding at the year end:
| 2023 | 31/12/2023 | |||
|---|---|---|---|---|
| (thousand €) | Revenues | Expenses | Assets | Liabilities |
| Group companies | ||||
| Apartotel, S.A. | 5,199 | 270 | ||
| Aresol Cabos S.A. de C.V. | 1,008 | (16) | 887 | 9 |
| Colón Verona, S. A. | 1,246 | (22) | 390 | 1 |
| Comunidad de Prop. Hotel Melia Sol y Nieve | 571 | (5) | 240 | 1 |
| Comp. Tunis. Gest. Hot. | 1,970 | |||
| Corporación Hotelera Hispano Mexicana | 2,998 | (41) | 1,418 | 2 |
| Dorpan, S.L. | 11 | (299) | ||
| Hotelpoint, S.L. | 4,423 | |||
| Ilha Bela - Gestão e Turismo, Unipessoal, Lda | 3,241 | 1,693 | ||
| Inversiones Hoteleras La Jaquita, S.A. | 3,873 | (86) | 1,154 | 5 |
| Inversiones y Explot. Turísticas, S.A. | 4,428 | (283) | 2,474 | 45 |
| Lomondo, LTD | 4,899 | (1,834) | 1,216 | 1,711 |
| London XXI Limited | 1,562 | (62) | 8,703 | |
| Melia Brasil Administraçao Hoteleira | 2,012 | (6) | 11,881 | |
| Meliá Vietnam CO.LTD | 468 | (1,020) | 1,615 | |
| MHI UK, L.T.D. | 15,666 | |||
| New Continent Ventures, Inc. | 468 | 931 | ||
| Operadora Mesol | 3,129 | (3) | 7,918 | 3 |
| Prodigios Interactivos, S.A. | (69,691) | 309 | ||
| Securisol, S.A. | 13 | (542) | 23 | |
| Sol Melia Balkans EAD | 1,287 | 1,286 | ||
| Sol Melia Deutschland, GMBH | 10,579 | (4,069) | 6,999 | 3,917 |
| Sol Melia France S.A.S. | 2,339 | (975) | 1,418 | 933 |
| Sol Melia Italia, S.R.L. | 3,389 | (1,722) | 3,923 | 1,541 |
| Sol Melia Hotel Management (Shanghai) CO. LTD | 1,404 | 2,814 | ||
| Sol Melia Luxembourg, S.A.R.L. | 1,261 | 1,769 | ||
| Sol Melia Perú, S.A.C. | 210 | 1,437 | ||
| The Sol Group Corporation | 972 | (3,622) | 1,902 | 186 |
| Tryp Mediterranee | 2,380 | |||
| Other group companies | 11,946 | 5,378 | ||
| Impairment losses | (4,400) | |||
| Total group companies | 72,936 | (89,845) | 83,644 | 9,681 |
| 2023 | 31/12/2023 | |||
| (thousand €) | Revenues | Expenses | Assets | Liabilities |
| Associates and joint ventures | ||||
| Altavista Hotelera, S. L. (J.V.) | 34 | (5,434) | 172 | |
| Grupo Evertmel (J.V.) | 3,014 | (365) | 999 | 4 |
| Grupo Melcom (J.V.) | 41 | (15,368) | 1,384 | 6.514 |
| Grupo Producciones de Parques (J.V.) | 1,845 | (40) | 1,014 | 10 |
| Grupo Renasala (J.V.) | 4,052 | (100) | 2,471 | 8 |
| Hoteles Marmel, S.L. (J.V.) | 354 | (5,745) | 611 | 1,095 |
| Nexprom, S.A. | 1,365 | (3) | 838 | |
| S'Argamassa Hotelera, S.L. | 1,205 | (19) | 1,309 | 5 |
| Turismo de Invierno, S.A. | 434 | (2) | 538 | |
| Other associates and joint ventures | 4,431 | (6,164) | 243 | 84 |
| Total associates and joint ventures | 16,773 | (33,240) | 9,579 | 7,719 |
| Total | 89,709 | (123,085) | 93,223 | 17,400 |
(J.V.) Joint Ventures.
| 2022 | 31/12/2022 | |||
|---|---|---|---|---|
| (thousand €) | Revenues | Expenses | Assets | Liabilities |
| Group companies | ||||
| Aparthotel Bosque, S.A. | (5) | 3 | ||
| Apartotel, S.A. | 4,081 | (1) | 231 | |
| Colón Verona, S. A. | 768 | (23) | 234 | 10 |
| Comunidad de Prop. Hotel Melia Sol y Nieve | 422 | (11) | 217 | |
| Comp. Tunis. Gest. Hot. | 1,970 | |||
| Corporación Hotelera Hispano Mexicana | 851 | (14) | 227 | 2 |
| Dorpan, S.L. | 11 | (578) | ||
| Gesmesol, S.A. | 68 | (89) | ||
| Ilha Bela - Gestão e Turismo, Unipessoal, Lda | 1,725 | 1,725 | ||
| Inversiones Hoteleras La Jaquita, S.A. | 3,296 | (59) | 1,089 | 10 |
| Inversiones y Explot. Turísticas, S.A. | 3,658 | (250) | 2,125 | 114 |
| Lomondo, LTD | 3,478 | (65) | 2,419 | 11 |
| London XXI Limited | 1,238 | (58) | 4,640 | 19 |
| Melia Brasil Administraçao Hoteleira | 2,510 | (1) | 9,869 | |
| Meliá Vietnam CO.LTD | 795 | (1,234) | 819 | |
| MHI UK, L.T.D. | 12,228 | |||
| New Continent Ventures, Inc. | 463 | 463 | ||
| Operadora Mesol | 5,871 | 5,800 | ||
| Prodigios Interactivos, S.A. | 1,271 | (50,549) | 306 | |
| Prodisotel, S.A. | 806 | (4) | 2 | 4 |
| Securisol, S.A. | 13 | (452) | ||
| Sol Melia Balkans EAD | 1,178 | 1,178 | ||
| Sol Melia Deutschland, GMBH | 6.325 | (136) | 8,834 | 8 |
| Sol Melia France S.A.S. | 1,950 | 1,863 | ||
| Sol Melia Italia, S.R.L. | 2,070 | (169) | 504 | 4 |
| Sol Melia Hotel Management (Shanghai) CO. LTD | 1,153 | (177) | 2,097 | |
| Sol Melia Perú, S.A.C. | (279) | 1,240 | ||
| The Sol Group Corporation | 430 | (3,909) | 915 | 957 |
| Tryp Mediterranee | 2,409 | |||
| Other group companies | 7,313 | 4,386 | 2,752 | 15 |
| Impairment losses | (4,429) | |||
| Total group companies | 51.465 | (53,399) 2022 |
60,912 | 1,972 31/12/2022 |
| (thousand €) | Revenues | Expenses | Assets | Liabilities |
| Associates and joint ventures | ||||
| Altavista Hotelera, S. L. (J.V.) | 33 | (5,150) | 172 | |
| Detur Panamá, S.A, | 1 | 3,667 | ||
| Grupo Evertmel (J.V.) | 2,823 | (255) | 1,175 | 134 |
| Grupo Melcom (J.V.) | 45 | (14,623) | 703 | 4,465 |
| Grupo Producciones de Parques (J.V.) | 1,486 | (4) | 819 | 12 |
| Grupo Renasala (J.V.) | 3,870 | (276) | 1,694 | 225 |
| Nexprom, S.A. | 1,319 | (3) | 944 | |
| S'Argamassa Hotelera, S.L. | 1,256 | (30) | 681 | 5 |
| Turismo de Invierno, S.A. | 353 | (1) | 444 | |
| Other associates and joint ventures | 129 | (200) | 270 | 137 |
| Impairment losses | (3,489) | |||
| Total associates and joint ventures | 11,316 | (20,542) | 7,081 | 4,978 |
| Total | 62,781 | (73,941) | 67,993 | 6,950 |
(J.V.) Joint Ventures.
Commercial transactions carried out with group companies, associates and joint ventures mainly relate to hotel management activities and other related services.
Such transactions correspond to normal business transactions of the Company and are carried out at market prices, which are similar to those applied to non-related companies.
There follows a breakdown of the financing or the centralised management of treasury or dividends maintained by the Group with group companies, associates and joint ventures at year-end 2023 and 2022:
| 2023 | 31/12/2023 | ||||
|---|---|---|---|---|---|
| (thousand €) | Revenues | Expenses | Assets | Liabilities | |
| Group companies | |||||
| Adprotel Strand, S.L. (J.V.) | 3,352 | 59,051 | |||
| Aparthotel Bosque, S.A. | (1,111) | 533 | 22,473 | ||
| Apartotel, S.A. | (157) | 3,339 | |||
| Bisol Vallarta, S.A. | 182 | ||||
| Cala Formentor, S.A. | (3,689) | 58,513 | |||
| Casino Tamarindos, S.A. | (321) | 237 | 6,807 | ||
| Colón Verona, S.A. | 1,574 | (6) | 28,528 | ||
| Comunidad de Prop. Hotel Melia Sol y Nieve | 1,625 | 31,416 | 19 | ||
| Corp. Hot. Hispano Mexicana, S.A. de C.V. | (84) | 3,147 | |||
| Desarrolladora del Norte, S.A. | (2,378) | 37,121 | |||
| Detur Panamá, S.A. | 928 | 22,136 | |||
| Hogares Batle, S.A. | 188 | (2) | 3,192 | 31 | |
| Hotel Alexander, SAS | 3,649 | ||||
| Hoteles Sol Meliá, S.L. | 1,735 | 34,942 | 189 | ||
| Hotelpoint, S.L. | 25,466 | (3,413) | 6,737 | 54,873 | |
| Inversiones Hoteleras La Jaquita, S.A. | 3,473 | (275) | 51,627 | ||
| Inversiones Inmobiliarias, IAR | 1,091 | ||||
| Inversiones y Explotaciones Turísticas, S.A. | 6,613 | 21 | 844 | ||
| Inversiones Agara, S.A.S. | 33,321 | ||||
| Inversiones Areito, S.A.S. | 14,525 | ||||
| Lomondo, LTD | 36,476 | ||||
| London XXI LTD | 3,955 | 51,674 | 58 | ||
| Meliá Europe & Middle East | 947 | 140 | |||
| Meliá Brasil Administraçao H.E.C.LTDA. | 5,917 | 98,970 | |||
| Meliá Vietnam CO.LTD | 16 | 830 | |||
| MHI UK LTD | 3,176 | 124,282 | |||
| MIA Exhol, S.A. | 176 | (41) | 4,868 | 123 | |
| Naolinco Aviation, S.L. | 5,500 | ||||
| Neale Expa Spain, S.A.U. | 893 | 16,332 | |||
| Network Investments Spain, S.A. | 1,677 | 24,103 | 211 | ||
| New Continent Ventures | 3,182 | 41,001 | |||
| Operadora Mesol, S.A. | 46 | ||||
| Peturoliso, S.L.U. | 13 | 984 | 1 | ||
| Prodigios Interactivos, S.A. | (2,185) | 9,768 | 87,128 | ||
| Prodisotel, S.A. | 81 | (649) | 90 | 8,417 | |
| Punta Cana Reservations, S.L. | 90 | 1,788 | 9 | ||
| Realizaciones Turisticas, S.A. | 24 | (9,153) | 2,274 | 163,321 | |
| Soici Nefsol, S.L.U. | 39 | 3,032 | 3 | ||
| Sol Group Exhol, S.L. | 158 | 2,966 | 20 | ||
| Sol Maninvest B.V. | 26 | 355 | |||
| Sol Melia Deutschland, GMBH | (731) | 2,792 | 4,750 | ||
| Sol Melia Europe, B.V. | (270) | 30 | 177 | ||
| Sol Melia France | 2,401 | 43,605 | |||
| Sol Melia Funding | 34,868 | ||||
| Sol M. Greece H. And T. Enterprises, S.A. | 2,534 | ||||
| Sol Melia Italia, S.R.L. | 605 | 10,858 | 11,836 | ||
| Sol Melia Luxembourg, SARL | 631 | ||||
| Sol Melia V.C. Dominicana, S.A. | 12,863 | ||||
| Sol Melia V.C. España, S.L. | 40 | (532) | 8,929 | ||
| Sol Meliá VC México, S. A. de C. V. | 1,626 | ||||
| Sol Melia V.C. Panamá, S.A. | 3,381 | ||||
| Sol Melia V.C. Puerto Rico | 3,907 | ||||
| Sol Melia Perú, S.A. | 12,062 | ||||
| Tenerife Sol, S.A. | 630 | 12,335 | 211 | ||
| The Sol Group Corporation | 169 | 3,660 | |||
| Vacation Club Services, Inc. | 533 | ||||
| Willet Reservations, S.L.U. | (223) | 4,399 | |||
| Other group companies | 95 | (155) | 3,247 | 10,727 | |
| Impairment losses | (86,083) | ||||
| Total group companies | 68,318 | (25,374) | 768,843 | 499,299 |
| 2023 | 31/12/2023 | |||
|---|---|---|---|---|
| (thousand €) | Revenues | Expenses | Assets | Liabilities |
| Associates and joint ventures | ||||
| Altavista Hotelera, S.L. (J.V.) | 534 | 10,493 | ||
| Grupo Evertmel (J.V.) | 2,427 | 3,791 | 499 | |
| Grupo Melcom (J.V.) | 1,608 | 37,322 | 1,021 | |
| Grupo Producciones de Parques (J.V.) | 18 | 14 | 1,645 | |
| Grupo Renasala (J.V.) | 1,000 | 23,489 | 1,431 | |
| Hoteles Marmel, S.L. (J.V.) | 106 | 2,578 | ||
| S'Argamassa Hotelera, S.L. | 6 | 5 | 83 | |
| Sierra Parima, S.A. | 13,395 | |||
| Starmel Hotels JV, S.L. (J.V.) | 17,045 | |||
| Other associates and joint ventures | 1,921 | 10 | 3,494 | |
| Impairment losses | (11,490) | |||
| Total associates and joint ventures | 24,664 | 79,606 | 8,174 | |
| Total | 92,982 | (25,374) | 848,449 | 507,473 |
| (J.V.) Joint Ventures. |
During the year, provisions for impairment of loans with Group companies, associates and joint ventures for the amount of EUR 32.5 million were recognised.
| (thousand €) Revenues Expenses Assets Liabilities Group companies Adprotel Strand, S.L. (J.V.) 1,587 59,701 Aparthotel Bosque, S.A. (445) 116 20,298 Apartotel, S.A. (35) 325 2,841 Bisol Vallarta, S.A. 31 Cala Formentor, S.A. (407) 35,901 Casino Tamarindos, S.A. (116) 135 5,801 632 26,694 Colón Verona, S.A. Comunidad de Prop. Hotel Melia Sol y Nieve 489 31,427 18 Corp. Hot. Hispano Mexicana, S.A. de C.V. 2,315 Desarrolladora del Norte, S.A. (817) 35,845 Gesmesol, S.A. 17,296 Hogares Batle, S.A. 81 3,192 Hotel Alexander, SAS 890 Hoteles Sol Meliá, S.L. 397 12,184 Hotelpoint, S.L. (903) 8,465 34,169 Inversiones Hoteleras La Jaquita, S.A. 1,377 (82) 59,165 Inversiones Inmobiliarias, IAR 1,039 3 212 Inversiones y Explotaciones Turísticas, S.A. Inversiones Agara, S.A.S. 26,520 Inversiones Areito, S.A.S. 5,226 Lomondo, LTD 36,904 London XXI LTD 1,693 44,823 1,058 Meliá Europe & Middle East Meliá Brasil Administraçao H.E.C.LTDA. 2,039 109,518 16 840 Meliá Vietnam CO.LTD MHI UK LTD 3,175 132,114 MIA Exhol, S.A. 170 (37) 4,903 123 Neale Expa Spain, S.A.U. 377 15,137 Network Investments Spain, S.A. (46) 21,705 New Continent Ventures 1,261 38,646 Operadora Mesol, S.A. 7 Prodigios Interactivos, S.A. (760) 6,258 79,792 Prodisotel, S.A. 17 (323) 11,009 Punta Cana Reservations, S.L. 33 1,698 Realizaciones Turisticas, S.A. 31 (3,938) 963 155,223 Sol Maninvest B.V. 28 6 89 Sol Melia Deutschland, GMBH 978 (123) 11,005 Sol Melia Europe, B.V. (847) 196 Sol Melia France 473 37,073 Sol Melia Funding 37,243 Sol M. Greece H. And T. Enterprises, S.A. 2,534 Sol Melia Italia, S.R.L. 253 10,253 1,978 Sol Melia Luxembourg, SARL 2,087 Sol Melia V.C. Dominicana, S.A. 13,186 241 9,059 Sol Melia V.C. España, S.L. Sol Meliá VC México, S. A. de C. V. 1,678 Sol Melia V.C. Panamá, S.A. 1,737 Sol Melia V.C. Puerto Rico 4,544 Sol Melia Perú, S.A. 8,670 Tenerife Sol, S.A. 156 9,348 60 The Sol Group Corporation 51 2,210 Vacation Club Services, Inc. 550 Willet Reservations, S.L.U. 4,213 Other group companies 609 (43) 7,504 9,363 Impairment losses (49,630) Total group companies 33,465 (8,922) 730,124 428,067 |
2022 | 31/12/2022 | ||
|---|---|---|---|---|
| 2022 | 31/12/2022 | |||
|---|---|---|---|---|
| (thousand €) | Revenues | Expenses | Assets | Liabilities |
| Associates and joint ventures | ||||
| Altavista Hotelera, S.L. (J.V.) | 200 | 10,029 | ||
| Detur Panamá, S.A. (J.V.) | 373 | 19,301 | ||
| Grupo Evertmel (J.V.) | 1,426 | 59,447 | ||
| Grupo Melcom (J.V.) | 842 | 36,556 | 1,052 | |
| Grupo Producciones de Parques (J.V.) | 2 | (2) | 712 | |
| Grupo Renasala (J.V.) | 1,000 | 22,679 | 531 | |
| Grupo Starmel (J.V.) | 415 | 6,966 | 259 | |
| S'Argamassa Hotelera, S.L. | 80 | |||
| Sierra Parima, S.A. | 7,991 | |||
| Other associates and joint ventures | 36 | 9 | 728 | |
| Impairment losses | (15,396) | |||
| Total associates and joint ventures | 4,294 | (2) | 147,662 | 3,281 |
| Total 37,759 |
(8,924) | 877,786 | 431,348 | |
(J.V.) Joint Ventures.
The breakdown by currency of assets and liabilities in group companies, associates and joint ventures for years 2023 and 2022 is as follows:
| 31/12/2023 | 31/12/2022 | |||
|---|---|---|---|---|
| (thousand €) | Assets | Liabilities | Assets | Liabilities |
| Eur | 437,641 | 345,871 | 506,231 | 307,535 |
| Gbp | 189,289 | 475 | 187,301 | |
| Usd | 221,455 | 160,856 | 226,845 | 123,565 |
| Other currencies | 63 | 271 | 1,436 | 248 |
| Total | 848,449 | 507,473 | 921,813 | 431,348 |
There follows a breakdown of the maturity dates of assets and liabilities in group companies, associates and joint ventures at year- end 2023 and 2022:
| 31/12/2023 | 31/12/2022 | ||||
|---|---|---|---|---|---|
| (thousand €) | Assets | Liabilities | (thousand €) | Assets | Liabilities |
| 2024 | 383,672 | 223,077 | 2023 | 389,230 | 189,911 |
| 2025 | 172,204 | 213,640 | 2024 | 143,078 | |
| 2026 | 7,536 | 2025 | 185,127 | 188,503 | |
| 2027 | 82,717 | 17,824 | 2026 | 2,308 | |
| 2028 | 107,074 | 52,932 | 2027 | 63,150 | 20,057 |
| 2029 and subsequent years |
95,246 | 2028 and subsequent years |
138,920 | 32,877 | |
| Total | 848,449 | 507,473 | Total | 921,813 | 431,348 |
For the purposes of optimising the financial resources generated, the Company performs centralised management of collections and payments between Group companies through current account, including debit or credit balances, depending on the circumstances of each subsidiary, and the return thereof is made according to the needs. These balances accrue interest at market rates, which is settled annually based on the daily balance of the account, so such collections and payments are deemed to be financing flows in the cash flow statement. The interest rate applied in 2023 has been 5.32% and in 2022 was 2%.
Likewise, the Company has granted loans to certain subsidiaries which are intended to finance the activities pertaining to Group companies. On the other hand, it has been granted loans by some of its subsidiaries with excess funds or which main activity is to obtain financial resources for the Group.
Balances by type of transaction effected with significant shareholders are as follows:
| (thousand €) | ||||
|---|---|---|---|---|
| Name or corporate name of significant shareholder | Type of transaction | 2023 | 2022 | |
| Tulipa Inversiones 2018, S.A. | Receipt of services | 103 | 318 | |
| Total | 103 | 318 |
Remuneration and other benefits paid to directors and members of the senior management are detailed below.
The amount of fees for attendance to board meetings and delegated committees of the directors in 2023 and 2022 is as follows:
| (thousand €) | 2023 | 2022 |
|---|---|---|
| External independent directors | 586 | 514 |
| Mr. Fco Javier Campo García | 123 | 126 |
| Mr. Fernando D´Ornellas Silva | 126 | 126 |
| Ms. Carina Szpilka Lazaro | 102 | 102 |
| Ms. Mª Cristina Henriquez de Luna | 84 | 78 |
| Ms. Cristina Aldamiz-Echevarría de Durana | 78 | 54 |
| Ms. Montserrat Trape Viladomat | 75 | 27 |
| Proprietary directors | 268 | 272 |
| Mr. Luis María Díaz de Bustamante y Terminel | 123 | 114 |
| Mr. Gabriel Escarrer Julia | 27 | 38 |
| Ms. María Antonia Escarrer Jaume | 11 | |
| Hoteles Mallorquines Asociados S.L. | 27 | 54 |
| Hoteles Mallorquines Agrupados S.L. | 60 | 54 |
| Mr. Alfredo Pastor Bodmer | 33 | |
| Executive director | 60 | 54 |
| Mr. Gabriel Escarrer Jaume | 60 | 54 |
| Total | 914 | 839 |
In June 2023, the Founder and Chairman of Meliá, Gabriel Escarrer Juliá, decided to complete the succession process that he himself promoted in 2016, and tendered his resignation as Chairman of the Board, which, after being accepted by the Board itself, appointed him Honorary Chairman, a representative position that he combines with his role as External Proprietary Director. In compliance with the succession plan, Gabriel Escarrer Jaume was appointed as Chairman, maintaining and combining this position with that of Chief Executive Officer.
In addition, the following changes have been made to the Board in 2023:
In 2022, Mr. Luis María Díaz de Bustamante y Terminel was appointed as an External Proprietary Director, and Ms Montserrat Trape Viladomat was appointed as an External Independent Director in his place. Likewise, Ms María Antonia Escarrer resigned from her position in the Board and in the Appointments, Remuneration and Sustainability Committee on 28 February 2022.
Likewise, between the months of June and September 2023, the number of members of the senior management was increased from 6 to 7.
Remuneration of executive directors and members of the senior management in 2023 and 2022, considering accrued amounts, was as follows:
| 2023 | 2022 | ||||
|---|---|---|---|---|---|
| (thousand €) | Fixed remuneration |
Variable remuneration |
Fixed remuneration |
Variable remuneration |
|
| Executive director | 865 | 533 | 869 | 457 | |
| Mr. Gabriel Escarrer Jaume | 865 | 533 | 869 | 457 | |
| Senior management | 2,192 | 911 | 2,004 | 869 | |
| Total | 3,057 | 1,444 | 2,874 | 1,326 |
The amount indicated in the total remuneration of senior management for 2023 does not include the part relating to the compensation accrued to outgoing members of senior management, which amounts to a total of EUR 1.5 million.
In addition, the amount of EUR 85 thousand was accrued to the Chairman and Chief Executive Officer (the only Executive Director of the Company) in 2023 in respect of long-term savings schemes and other items. The amount accrued for the same items in the fiscal year 2022 amounted to 85 thousand euros.
The Company has not assumed any obligation and has not granted any advance payment or loans to directors.
On the other hand, the Company has arranged a civil liability policy (D&O) for the Group's directors and executives, under the terms and conditions that are common in insurance policies of this nature, with a premium for 2023 for the amount of EUR 298,439.93; EUR 297,275.02 in 2022. There are no share-based payments.
For the years ended 31 December 2023 and 2022, the fees charged in relation to audit services and other services provided by Deloitte, S.L., the Company's auditor, or by any company linked to the auditor by means of common ownership, control or management, have been the following (fees for the audit of the consolidated annual accounts are not included):
| (thousand €) | 2023 | 2022 |
|---|---|---|
| Individual audit | 174 | 167 |
| Other services | 183 | 287 |
| Total | 357 | 455 |
The fight against climate change and the environment and biodiversity protection are one of the priority strategic lines of the commitment of the Company to sustainability and the protection of tourist destinations. For this reason, the Company continues to promote an efficient and responsible hotel management model, both in the consumption of resources and the minimisation of the impact of its activity.
The Company's commitment, therefore, takes on a special significance given the nature of the activity developed and the importance of tourism in the global economy, as well as its high level of dependence on social and environmental factors, such as climate and natural resources.
Likewise, technology and sustainability are key to advance towards the decarbonisation of the Group's business model and achieve the public commitments acquired for reduction of the carbon footprint.
Progress made in the incorporation of sustainability in the entire value chain has allowed to enrich and improve the hotel renovation and building processes, designing a differential value proposal which promotes a new hotel experience that is more attractive, more responsible and more sustainable for customers, hotel owners and the various existing partners.
In addition, in terms of management of water resources, the Group uses the tool Aqueduct Water Risk Atlas, which allows to identify areas with higher risk of hydric stress globally, monitor our portfolio located in such areas and adopt the necessary preventive measures. Additionally, for the third consecutive year, the Group has voluntarily participated in the CDP Water Security, an internationally renowned ranking which measures water security and quality.
Likewise, and in line with the acquired commitments in terms of the environment and working towards the achievement of the goals set, the Company continues to promote improvement measures focused on prioritising renewable energy acquisition, promoting investments aimed at reducing emissions, and permanently monitoring energy and water consumptions in order to identify deviations, improvements and corrective actions.
According to the requirements of Articles 229 and 230 of the Revised Text of the Spanish Corporate Enterprises Act, the members of the Board of Directors of Meliá Hotels International, S.A., confirmed that neither they, nor any persons with whom they have ties, as referred to in Article 231 of the aforesaid Law, carry out any activities on their own account or for third parties which may involve any effective competition, present or future, with the Company or which, in any way whatsoever, would place them in a position of permanent conflict with the interests thereof, except for that mentioned below:
Mr. Gabriel Escarrer Jaume (Chairman and CEO): In those resolutions or decisions of the Board of Directors relating to his remuneration (setting of his variable remuneration, etc.) and his appointment as a Chairman of the Board of Directors. In these matters, Mr. Gabriel Escarrer Jaume abstained from participating in the corresponding deliberation and vote.
Ms. Mª Cristina Henríquez de Luna Basagoiti: In those resolutions or decisions of the Board of Directors relating to the proposal for re-election as an External Independent Director. In these matters, the Director Ms Henríquez de Luna abstained from participating in the corresponding deliberation and vote.
Mr. Alfredo Pastor Bodmer: In those resolutions or decisions of the Board of Directors relating to the proposal for his appointment as an External Proprietary Director. In these matters, the Director Mr. Pastor abstained from participating in the corresponding deliberation and vote.
| Shareholder / Director | No. of direct or indirect voting rights |
% of total voting rights | Position on the Board |
|---|---|---|---|
| Mr. Gabriel Escarrer Juliá | 11,874,749 | 5.3878 % | Honorary Chairman |
| Mr. Gabriel Escarrer Jaume | 166,666 | 0.0756 % | Chairman and Chief Executive Officer |
| Hoteles Mallorquines Agrupados, S.L. | 24,882,289 | 11.2896 % | Shareholder |
| Hoteles Mallorquines Asociados, S.L. | 30,333,066 | 13.7627 % | Director |
| Mr. Jose María Vázquez Pena | 72,500 | 0.0329 % | Director (Representative) |
| Mr. Luis Mª Díaz de Bustamante y Terminel | 300 | 0.0001 % | Secretary and Director |
| Mr. Alfredo Pastor Bodmer | 6,000 | 0.0026 % | Director |
| Ms. Montserrat Trapé Viladomat | 14,500 | 0.0066 % | Director |
Direct or indirect shareholdings controlled by members of the Board of Directors of the Company are as follows:
The Directors and persons related to them, other than those already mentioned, or persons acting on their behalf, have not undertaken during the fiscal year other transactions with the parent company or other Group companies, which fall out of the scope of the Group's ordinary course of business, or which are not based on market conditions.
In February 2024, the Company entered into an agreement with an investment vehicle owned by Banco Santander, S.A., whereby, on 11 April 2024, this vehicle will acquire a 38.2% stake in the share capital of a subsidiary of the Meliá Group (the "Subsidiary"), through the creation of new type B preference company shares in the said Subsidiary.
Prior to that date, the Subsidiary will own, directly or through its subsidiaries, three hotel establishments, two in Spain operated by the Company under lease contracts and one in the United Kingdom also managed by the Company and operated under a lease contract by another subsidiary of the Group.
The disbursement to be made by the vehicle for the acquisition of the aforementioned minority shareholding will amount to EUR 300 million, which, at that date, will be the subject of a loan from the Subsidiary to the Company, under a loan agreement between companies of the same group.
This transaction is in line with the Company's strategic objectives to maintain the strength of its Consolidated Balance Sheet.
The equity situation as at 31 December 2023, obtained from the annual accounts provided by the relevant companies, is as follows:
| Accounting Figures | Underlying | Investment | ||||||
|---|---|---|---|---|---|---|---|---|
| (thousand €) | Shareholding | Capital | Reserves | Result | Carrying Amount |
Value | Impairment | Net Value |
| Group companies | ||||||||
| Adprotel Strand, S. L. (J.V.) | 50.00 % | 68,428 | 9,570 | 6,044 | 42,021 | 76,068 | 76,068 | |
| Aparthotel Bosque, S.A. | 100.00 % | 1,659 | 18,664 | 1,625 | 21,947 | 9,497 | 9,497 | |
| Apartotel, S.A. | 99.79 % | 962 | 5,261 | 1,332 | 7,539 | 4,150 | 4,150 | |
| Bedbank Trading, S.A. | 100.00 % | 72 | 4,433 | 17 | 4,523 | 65 | (65) | |
| Casino Tamarindos, S.A.U. | 100.00 % | 3,005 | 2,475 | 749 | 6,228 | 13,532 | (3,889) | 9,643 |
| Colón Verona, S.A. | 100.00 % | 15,000 | 4,534 | 5,767 | 25,300 | 43,075 | (8,325) | 34,750 |
| Credit Control Corporation | 100.00 % | 45 | 694 | 739 | 41 | 41 | ||
| Detur Panamá, S.A. | 100.00 % | 12,651 | (36,317) | (1,778) | (25,445) | 6,043 | (881) | 5,162 |
| Dorpan, S.L.U. | 100.00 % | 1,202 | 86 | 464 | 1,751 | 1,623 | 1,623 | |
| Gesmesol, S.A. | 100.00 % | 45 | 81,513 | 154 | 81,712 | 1,803 | 1,803 | |
| Gestión Hotelera Turística Mesol, S.A. | 100.00 % | 60 | 18 | 3 | 81 | 61 | 61 | |
| Gonpons Inversiones, S.L.U. | 100.00 % | 3 | (1) | (1) | 1 | 3 | 3 | |
| Guarajuba Empreendimientos | 100.00 % | 2,614 | (806) | (128) | 1,680 | 8,755 | (4,625) | 4,130 |
| Hogares Batle, S.A. | 51.49 % | 1,482 | (26) | (171) | 662 | 2,036 | (868) | 1,168 |
| Hoteles Sol Meliá, S.L. | 100.00 % | 676 | 76,127 | (1,135) | 75,668 | 88,176 | 88,176 | |
| Hoteles Sol, S.L. | 100.00 % | 3 | 1 | (1) | 3 | 11 | 11 | |
| Hotelpoint, S.L. | 100.00 % | 3 | 9,659 | 19,435 | 29,097 | 1,003 | (3) | 1,000 |
| Ilha Bela Gestao e Turismo, LTD. | 100.00 % | 49 | 12,944 | 5,646 | 18,639 | 3,698 | 3,698 | |
| Infinity Vacations Dominicana | 0.03 % | 82,035 | 48,115 | 19,725 | 45 | |||
| Inversiones Areito, S.A.S. (*) | 64.54 % | 11,263 | (69,173) | (19,361) | (49,871) | 25,513 | 25,513 | |
| Inversiones Hoteleras la Jaquita, S.A. | 70.80 % | 51,767 | 18,628 | 3,813 | 52,539 | 52,547 | 52,547 | |
| Inversiones Invermont, S.A. | 100.00 % | 23 | 23 | |||||
| Inversiones y Explotaciones Turísticas, S.A. | 54.93 % | 8,937 | 59,218 | 11,270 | 43,628 | 12,742 | 12,742 | |
| Melia Europe & Middle East | 100.00 % | 3 | 68 | (824) | (752) | 6,395 | (6,107) | 289 |
| Melia Management, S.A.S. | 99.99 % | 16 | 624 | 507 | 1,146 | 17 | 17 | |
| Meliá Vietnam CO | 100.00 % | 738 | (176) | (1,321) | (759) | 777 | (777) | |
| MHI UK LTD. | 100.00 % | 54,798 | 22,018 | (3,886) | 72,929 | 50,960 | 50,960 | |
| MIA Exhol, S.A. | 82.26 % | 26,673 | 638,100 | 6,105 | 551,863 | 186,120 | 186,120 | |
| Naolinco Aviation, S.L. | 100.00 % | 3 | (1) | (1) | 1,355 | (1,338) | 17 | |
| Operadora Mesol S.A. de C.V. | 100.00 % | 9,567 | (5,184) | (6,996) | (2,613) | 6,095 | 6,095 | |
| Peturoliso, S.L.U. | 100.00 % | 3 | (16) | (13) | 3 | 3 | ||
| P.T. Sol Melia Indonesia | 95.00 % | 57 | (248) | 109 | (77) | 896 | (896) | |
| Prodigios Interactivos, S.A. | 100.00 % | 42,216 | 53,477 | 32,911 | 128,605 | 76,971 | 76,971 | |
| Proyectos Financieros Hayman, S.A. | 100.00 % | 3 | 5,198 | (17) | 5,183 | 6,349 | (141) | 6,209 |
| Punta Cana Reservations, S.L. | 100.00 % | 5 | 4,670 | (55) | 4,621 | 8,277 | 8,277 | |
| Realizaciones Turísticas, S.A. | 95.97 % | 7,210 | 177,160 | 6,887 | 183,549 | 42,236 | 42,236 | |
| René Egli, S.L.U. | 100.00 % | 4 | 1,833 | 37 | 1,874 | 3,832 | (2,151) | 1,681 |
| Securisol, S.A. | 100.00 % | 66 | 242 | 129 | 437 | 66 | 66 | |
| Soici Nefsol, S.L.U. | 100.00 % | 3 | 3 | (50) | (44) | 3 | 3 | |
| Sol Group Exhol, S.L. | 100.00 % | 1,540 | (503) | (119) | 918 | 1,529 | (1,529) | |
| Sol M. Greece H. And T. Enterprises, S.A. | 100.00 % | 5,586 | (3,982) | (257) | 1,346 | 5,586 | (4,240) | 1,346 |
| Sol Maninvest B.V. | 100.00 % | 19 | 4,568 | 1,411 | 5,997 | 19 | (19) | |
| Sol Melia Balkans E.A.D. | 100.00 % | 51 | 667 | 285 | 1,002 | 51 | 51 | |
| Sol Melia Deutschland, GMBH | 100.00 % | 1,023 | (14.199) | 831 | (12,345) | 5,216 | 5,216 | |
| Sol Melia Europe, B.V. | 100.00 % | 1,500 | 474 | 121 | 2,096 | 1,500 | 1,500 | |
| Sol Melia France S.A.S. | 100.00 % | 49,800 | (36,344) | 561 | 14,017 | 49,801 | 49,801 | |
| Sol Melia Hotel Management Shanghai | 100.00 % | 6,962 | (6,311) | 261 | 911 | 7,158 | (5,267) | 1,891 |
| Sol Melia Investment Exhol, S.L. | 100.00 % | 23,795 | 23,511 | (15) | 47,291 | 58,183 | 58,183 | |
| Sol Melia Italia S.R.L. | 100.00 % | 100 | 84,604 | 7,858 | 92,562 | 93,185 | 93,185 | |
| Sol Melia Jamaica Ltd | 100.00 % | 3 | 3 | |||||
| Sol Melia Luxembourg, SARL | 100.00 % | 200 | (684) | 338 | (146) | 206 | 206 | |
| Sol Melia Marroc S.A.R.L. | 100.00 % | 9 | (844) | (8) | (843) | 9 | 9 | |
| Sol Meliá Perú, S.A. | 99.90 % | 1 | 699 | 192 | 891 | |||
| Sol Melia VC Puerto Rico Corp. | 100.00 % | 67,180 | (63,195) | 64 | 4,049 | 60,921 | (56,872) | 4,049 |
| Tenerife Sol. S.A. | 50.00 % | 2,765 | 13,222 | (908) | 7,539 | 1,386 | 1,386 | |
| Tryp Mediterranee, S.A. | 85.40 % | 407 | (407) | |||||
| Total group companies | 563,859 | 1,145,081 | 97,600 | 1,449,724 | 1,025,973 | (98,399) | 927,574 |
| Accounting Figures | Underlying Carrying |
Investment | Impairment | Net Value | ||||
|---|---|---|---|---|---|---|---|---|
| (thousand €) | Shareholding | Capital | Reserves | Result | Amount | Value | ||
| Associates and joint ventures | ||||||||
| Altavista Hotelera, S.L. | 7.55 % | 47,252 | 29,124 | 2,472 | 5,953 | 14,420 | (5,882) | 8,538 |
| Evertmel, S.L. (J.V.) | 49.00 % | 35,157 | 13,158 | 811 | 24,072 | 41,818 | 41,818 | |
| Fuerteventura Beach Property, S.L. | 20.00 % | 129 | 2,874 | (1,754) | 250 | 4,647 | 4,647 | |
| Hellenic Hotel Management, S.A. | 40.00 % | 587 | (776) | (76) | 245 | (245) | ||
| Holazel, S.L. | 50.00 % | 1,000 | 4,000 | (1,415) | 1,792 | 2,500 | (708) | 1,792 |
| Homasi, S.A. | 35.00 % | 18,220 | 106,766 | 8,351 | 46,668 | 59,661 | 59,661 | |
| Jamaica Devco, S.L. | 49.00 % | 1,003 | 1,432 | 3,134 | 2,729 | 6,278 | (685) | 5,593 |
| Melcom Joint Venture, S.L. (J.V.) | 50.00 % | 8,130 | 60,812 | 2,989 | 35,966 | 47,401 | 47,401 | |
| Nexprom, S.A. | 17.50 % | 4,591 | 27,462 | 7,378 | 6,900 | 1,081 | 1,081 | |
| Plaza Puerta del Mar, S.A. | 12.60 % | 9,000 | 10,855 | 4,029 | 3,009 | 1,904 | 1,904 | |
| Producciones de Parques, S.L. (J.V.) | 50.00 % | 39,884 | (13,492) | (283) | 13,055 | 27,680 | 27,680 | |
| Promedro, S.A. | 20.00 % | 1,455 | 33 | (12) | 295 | 292 | 292 | |
| Renasala, S.L. | 30.00 % | 4 | 37,181 | (3,815) | 10,011 | 14,176 | 14,176 | |
| Santa Eulalia Beach Property, S.L. | 20.00 % | 41 | 5,412 | 532 | 1,197 | 6,765 | 6,765 | |
| Sierra Parima, S.A.S. | 50.00 % | 6,177 | (5,968) | (12,038) | (5,915) | 5,394 | (5,394) | |
| Starmel Hotels JV, S.L. (J.V.) | 20.00 % | 739 | (41,898) | 43,432 | 455 | 148 | 148 | |
| Hoteles Marmel, S.L. | 20.00 % | 3 | 19,193 | (1,864) | 3,466 | 6,099 | 6,099 | |
| Turismo de Invierno, S.A. | 21.42 % | 670 | 7,279 | 1,176 | 1,955 | 1,355 | 1,355 | |
| Outstanding payments on shares | (4,350) | |||||||
| Total associates and joint ventures | 174,043 | 263,447 | 53,123 | 151,782 | 237,515 | (12,914) | 224,601 | |
| Total | 737,902 | 1,408,528 | 150,723 | 1,601,506 | 1,263,487 | (111,312) | 1,152,175 |
(*) The studies to determine the impairment losses of the shareholding in these group companies, associates and joint ventures are conducted taking into consideration the valuation of the trader companies of the hotels owned by these group companies, associates and joint ventures. (J.V.) Joint Ventures.
The equity situation as at 31 December 2022, obtained from the annual accounts provided by the relevant companies, was as follows:
| Accounting Figures | Underlying | Investment | ||||||
|---|---|---|---|---|---|---|---|---|
| (thousand €) | Shareholding | Capital | Reserves | Result | Carrying Amount |
Value | Impairment | Net Value |
| Group companies | ||||||||
| Adprotel Strand, S. L. (J.V.) | 50.00 % | 67,005 | 12,796 | 202 | 40,002 | 76,068 | (27,788) | 48,280 |
| Aparthotel Bosque, S.A. | 100.00 % | 1,659 | 18,301 | 363 | 20,323 | 9,497 | 9,497 | |
| Apartotel, S.A. | 99.79 % | 962 | 4,264 | 997 | 6,209 | 4,150 | 4,150 | |
| Bedbank Trading, S.A. | 100.00 % | 74 | 4,598 | (311) | 4,362 | 65 | (65) | |
| Casino Tamarindos, S.A.U. | 100.00 % | 3,005 | 2,062 | 427 | 5,494 | 13,532 | (4,545) | 8,987 |
| Colón Verona, S.A. | 100.00 % | 15,000 | 4,868 | (967) | 18,902 | 43,075 | (9,323) | 33,752 |
| Credit Control Corporation | 100.00 % | 47 | 635 | (17) | 665 | 41 | 41 | |
| Dorpan, S.L.U. | 100.00 % | 1,202 | 54 | 32 | 1,288 | 1,623 | 1,623 | |
| Gesmesol, S.A. | 100.00 % | 47 | 82,400 | 12,147 | 94,593 | 1,803 | 1,803 | |
| Gestión Hotelera Turística Mesol, S.A. |
100.00 % | 60 | 17 | 1 | 78 | 61 | 61 | |
| Gonpons Inversiones, S.L.U. | 100.00 % | 3 | (1) | 25,297 | 25,298 | 3 | 3 | |
| Guarajuba Empreendimientos | 100.00 % | 2,475 | (591) | 99 | 1,984 | 8,755 | (3,873) | 4,882 |
| Hogares Batle, S.A. | 51.49 % | 1,482 | 122 | (149) | 749 | 2,036 | (868) | 1,168 |
| Hoteles Sol Meliá, S.L. | 100.00 % | 676 | 94,907 | 3,608 | 99,191 | 88,176 | 88,176 | |
| Hoteles Sol, S.L. | 100.00 % | 3 | 1 | (18,780) | (18,776) | 11 | 11 | |
| Hotelpoint, S.L. | 100.00 % | 3 | 9,969 | (990) | 8,982 | 1,003 | (3) | 1,000 |
| Ilha Bela Gestao e Turismo, LTD. | 100.00 % | 51 | 3,377 | 1,391 | 4,819 | 3,698 | 3,698 | |
| Infinity Vacations Dominicana | 0.03 % | 87,192 | 32,678 | (333) | 36 | |||
| Inversiones Areito, S.A.S. (*) | 64.54 % | 11,971 | (64,468) | 52 | (33,848) | 25,513 | 25,513 | |
| Inversiones Hoteleras la Jaquita, | ||||||||
| S.A. | 70.80 % | 51,767 | 17,031 | (1,571) | 47,596 | 52,547 | 52,547 | |
| Inversiones Invermont, S.A. | 100.00 % | 23 | 23 | |||||
| Inversiones y Explotaciones Turísticas, S.A. |
54.93 % | 8,937 | 62,148 | 7,714 | 43,284 | 12,742 | 12,742 | |
| Melia Europe & Middle East | ||||||||
| 100.00 % | 3 | 874 | 877 | 5,219 | (4,082) | 1,137 | ||
| Melia Management, S.A.S. Meliá Vietnam CO |
99.99 % | 659 | (3,364) | (2,704) | 17 | 17 | ||
| MHI UK LTD. | 100.00 % | 782 | 146 | (3,105) | (2,178) | 777 | 777 | |
| MIA Exhol, S.A. | 100.00 % | 24,665 | (1,810) | 22,855 | 40,321 | 40,321 | ||
| Naolinco Hoteles, S.L. | 82.26 % | 26,673 | 635,338 | (3,112) | 542,010 | 186,120 | 186,120 | |
| Operadora Mesol S.A. de C.V. | 100.00 % 100.00 % |
3 8,600 |
(1,208) | 1,751 | 1,753 7,392 |
1,355 6,095 |
(1,338) | 17 6,095 |
| P.T. Sol Melia Indonesia | ||||||||
| Prodigios Interactivos, S.A. | 95.00 % | 59 | 38 | 16,083 | 15,371 | 896 | (896) | |
| Proyectos Financieros Hayman, S.A. | 100.00 % 100.00 % |
42,216 3 |
22,604 5,226 |
(1,300) | 64,821 3,929 |
65,355 6,349 |
65,355 6,349 |
|
| Punta Cana Reservations, S.L. | 100.00 % | 5 | 4,734 | 25 | 4,765 | 8,277 | 8,277 | |
| Realizaciones Turísticas, S.A. | 95.97 % | 7,210 | 174,522 | 2,637 | 176,940 | 42,236 | 42,236 | |
| René Egli, S.L.U. | 100.00 % | 4 | 1,657 | 811 | 2,471 | 3,832 | (1,232) | 2,600 |
| S.M. Hotel Management (Shanghai) | ||||||||
| Co. Ltd | 100.00 % | 7,335 | (4,651) | (688) | 1,996 | 7,158 | (5,124) | 2,034 |
| Securisol, S.A. | 100.00 % | 66 | 148 | 98 | 312 | 66 | 66 | |
| Sol Group Exhol, S.L. | 100.00 % | 1,540 | (499) | (28) | 1,013 | 1,529 | (1,529) | |
| Sol M. Greece H. And T. Enterprises, S.A. |
100.00 % | 5,586 | (3,893) | (181) | 1,511 | 5,586 | (3,969) | 1,617 |
| Sol Maninvest B.V. | 100.00 % | 19 | 9,435 | (188) | 9,265 | 19 | (19) | |
| Sol Melia Balkans E.A.D. | 100.00 % | 51 | 644 | 1,702 | 2,398 | 51 | 51 | |
| Sol Melia Deutschland, GMBH | 100.00 % | 1,023 | (9,429) | 18,994 | 10,587 | 5,216 | 5,216 | |
| Sol Melia Europe, B.V. | 100.00 % | 1,500 | 390 | (5,818) | (3,928) | 1,500 | 1,500 | |
| Sol Melia France S.A.S. | 100.00 % | 49,800 | (32,473) | (643) | 16,685 | 49,801 | 49,801 | |
| Sol Melia Investment, N.V. | 100.00 % | 23,795 | 23,512 | 2,762 | 50,069 | 58,183 | 58,183 | |
| Sol Melia Italia S.R.L. | 100.00 % | 100 | 78,765 | (2,009) | 76,856 | 93,185 | 93,185 | |
| Sol Melia Jamaica Ltd | 100.00 % | 3 | 3 | |||||
| Sol Melia Luxembourg, SARL | 100.00 % | 200 | (398) | (89) | (287) | 206 | 206 | |
| Sol Melia Marroc S.A.R.L. | 100.00 % | 9 | (826) | (817) | 9 | 9 | ||
| Sol Meliá Perú, S.A. | 99.90 % | 1 | 586 | (951) | (364) | |||
| Sol Melia VC Puerto Rico Corp. | 100.00 % | 69,311 | (65,138) | (2,905) | 1,268 | 60,921 | (56,484) | 4,437 |
| Tenerife Sol. S.A. | 50.00 % | 2,765 | 14,419 | (2,033) | 7,575 | 1,386 | 1,386 | |
| Third Project 2012, S.L. | 100.00 % | 3 | 2 | 850 | 856 | 3 | 3 | |
| Tryp Mediterranee, S.A. | 85.40 % | 407 | (407) | |||||
| Outstanding payments on shares | (17) | |||||||
| Total group companies | 502,284 | 1,164,142 | 47,576 | 1,384,531 | 996,479 | (121,544) | 874,935 |
| Accounting Figures | Underlying | Investment | ||||||
|---|---|---|---|---|---|---|---|---|
| (thousand €) | Shareholding | Capital | Reserves | Resul | Carrying Amount |
Value | Impairment | Net Value |
| Associates and joint ventures | ||||||||
| Altavista Hotelera, S.L. | 7.55 % | 47,252 | 23,840 | (314) | 5,344 | 14,420 | (6,365) | 8,055 |
| Detur Panamá, S.A. (J.V.) | 49.93 % | 13,052 | (35,727) | 118 | (11,263) | 6,043 | (6,043) | |
| Evertmel, S.L. (J.V.) | 49.00 % | 35,157 | 9,851 | 19,369 | 31,545 | 38,126 | 38,126 | |
| Hellenic Hotel Management, S.A. | 40.00 % | 587 | (776) | (76) | 245 | (245) | ||
| Holazel, S.L. | 50.00 % | 1,000 | 1,000 | 1,000 | 1,000 | 1,000 | ||
| Homasi, S.A. | 35.00 % | 18,220 | 83,307 | 6,853 | 37,933 | 48,953 | 48,953 | |
| Jamaica Devco, S.L. | 49.00 % | 1,003 | (2,384) | 177 | (590) | 1,471 | (496) | 975 |
| Melcom Joint Venture, S.L. (J.V.) | 50.00 % | 8,130 | 57,548 | 3,264 | 34,471 | 47,401 | (818) | 46,583 |
| Mosaico, B.V. | 35.00 % | 2,000 | 4,207 | 139 | 2,221 | 3,458 | (1,337) | 2,121 |
| Nexprom, S.A. | 17.50 % | 4,591 | 22,530 | 5,186 | 5,654 | 1,081 | 1,081 | |
| Plaza Puerta del Mar, S.A. | 12.60 % | 9,000 | 12,183 | 2,669 | 1,904 | 1,904 | ||
| Producciones de Parques, S.L. (J.V.) |
50.00 % | 39,884 | (15,426) | 733 | 12,596 | 27,680 | 27,680 | |
| Promedro, S.A. | 20.00 % | 1,635 | 53 | 338 | 292 | 292 | ||
| Renasala, S.L. | 30.00 % | 4 | 40,292 | (323) | 11,992 | 14,176 | 14,176 | |
| Sierra Parima, S.A.S. | 50.00 % | 6,565 | 209 | 81 | 3,428 | 5,394 | 5,394 | |
| Starmel Hotels JV, S.L. (J.V.) | 20.00 % | 739 | 6,755 | 2,481 | 1,995 | 2,772 | 2,772 | |
| Turismo de Invierno, S.A. | 21.42 % | 670 | 6,142 | 1,175 | 1,711 | 1,355 | 1,355 | |
| Total associates and joint ventures |
189,490 | 213,605 | 38,939 | 140,968 | 215,772 | (15,304) | 200,468 | |
| Total | 691,774 | 1,377,747 | 86,515 | 1,525,499 | 1,212,251 | (136,848) | 1,075,403 |
(*) The studies to determine the impairment losses of the shareholding in these group companies, associates and joint ventures are conducted taking into consideration the valuation of the trader companies of the hotels owned by these group companies, associates and joint ventures. (J.V.) Joint Ventures.
There follows the list of subsidiaries, associates and joint ventures of the Group as at 31 December 2023:
| HOTEL OPERATING COMPANIES | ADDRESS | COUNTRY | DIR S. | IND S. | TOTAL | |
|---|---|---|---|---|---|---|
| (F1) APARTHOTEL BOSQUE, S. A. | Camilo José Cela, 5 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (A) | ARESOL CABOS S.A. de C.V. | Km 19,5 Ctra. Cabo San Lucas (S.Jose del Cabo) |
Mexico | 99.69 % | 99.69 % | |
| (A) | AYOSA HOTELES, S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 49.00 % | 49.00 % | |
| (A) | BISOL VALLARTA, S. A. de C. V. | Paseo de la Marina Sur (Puerto Vallarta) | Mexico | 99.68 % | ||
| 0.01 % | 99.69 % | |||||
| (A) | CALA FORMENTOR, S. A. de C. V. | Boulevard Kukulkan (Cancún) | Mexico | 92.80 % | ||
| 6.89 % | 99.69 % | |||||
| (A) | CARIBOTELS DE MEXICO, S. A. de C. V. | Playa Santa Pilar, Aptdo 9 (Cozumel) | Mexico | 16.41 % | ||
| 29.63 % | ||||||
| 53.70 % | 99.74 % | |||||
| (A) | CIBANCO SA IBM FIDEICOMISO EL MEDANO | Playa El Medano s/n, (Cabo San Lucas) | Mexico | 100.00 % | 100.00 % | |
| (A) (F1) COLÓN VERONA,S.A. | Canalejas, 1 (Sevilla) | Spain | 100.00 % | 100.00 % | ||
| COM.PROP. SOL Y NIEVE (*) | Plaza del Prado Llano (Sierra Nevada) | Spain | 94.14 % | 94.14 % | ||
| (A) | CORP.HOT.HISP.MEX., S. A. de C. V. | Boulevard Kukulkan km.12,5 (Cancún) | Mexico | 9.22 % | ||
| 90.47 % | 99.69 % | |||||
| (A) | CORP.HOTELERA METOR, S. A. | Faustino Sánchez Carrión s/n (Lima) | Peru | 75.87 % | 75.87 % | |
| (A) | DESARROLLOS SOL, S.A.S. | Lope de Vega, 4 (Santo Domingo) | Dom. Rep. | 61.79 % | ||
| 37.90 % | 99.69 % | |||||
| DETUR PANAMÁ S. A. | Antigua Escuela Las Américas (Colón) | Panama | 100.00 % | 100.00 % | ||
| (A) (F2) HOTEL ALEXANDER, S. A. S. | 20, Rue du sentier 75002 (Paris) | France | 100.00 % | 100.00 % | ||
| (A) (F2) HOTEL COLBERT S.A.S. | 20, Rue du sentier 75002 (Paris) | France | 100.00 % | 100.00 % | ||
| (A) (F2) HOTEL FRANCOIS S.A.S. | 20, Rue du sentier 75002 (Paris) | France | 100.00 % | 100.00 % | ||
| (A) (F2) HOTEL MADELEINE PALACE, S.A.S. | 8, Rue Cambon 75001 (Paris) | France | 100.00 % | 100.00 % | ||
| (A) (F2) HOTEL ROYAL ALMA S.A.S. | 20, Rue du sentier 75002 (Paris) | France | 100.00 % | 100.00 % | ||
| (A) | INFINITY VACATIONS DOMINICANA | Instal.Hotel Circle,Avda.Barceló,Bávaro (P.Cana) |
Dom. Rep. | 100.00 % | 100.00 % | |
| INNSIDE VENTURES, LLC | 1029, Orange St. Wilmington (Delaware) | USA | 100.00 % | 100.00 % | ||
| (A) (F7) INVERS. EXP. TURISTICAS, S. A. | Mauricio Legendre, 16 (Madrid) | Spain | 54.93 % | 54.93 % | ||
| (A) | INVERS. INMOB. IAR 1997, C. A. | Avenida Casanova con C/ El Recreo (Caracas) | Venezuela | 99.69 % | 99.69 % | |
| (A) | INVERSIONES AGARA, S.A. | Lope de Vega, 4 (Santo Domingo) | Dom. Rep. | 99.69 % | 99.69 % | |
| (A) | INVERSIONES AREITO, S.A. | Avda. Barceló, s/n (Bávaro) | Dom. Rep. | 64.54 % | 35.46 % | 100.00 % |
| (A) | (A) (F1) INV. HOTELERAS LA JAQUITA, S.A. LOMONDO Limited |
Avda. de los Océanos, s/n (Tenerife) Albany Street-Regents Park (London) |
Spain Great Britain |
70.08 % | 29.36 % 100.00 % |
99.44 % 100.00 % |
| (A) | LONDON XXI Limited | 336-337 The Strand (London) | Great Britain | 100.00 % | 100.00 % | |
| (A) (F1) MELIÁ HOTELS INTERNATIONAL, S.A. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | |||
| MELIA HOTELS ORLANDO, LLC. | Brickell Avenue Suite 1000, 800 | USA | 50.00 % | 50.00 % | ||
| (F1) PETUROLISO, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (A) (F1) PRODISOTEL, S.A. | Mauricio Legendre, 16 (Madrid) | Spain | 100.00 % | 100.00 % | ||
| (F1) REALIZACIONES TURÍSTICAS, S.A. | Mauricio Legendre, 16 (Madrid) | Spain | 95.97 % | 0.30 % | 96.27 % | |
| (A) | S' ARGAMASSA HOTELERA S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 50.00 % | 50.00 % | |
| (F1) SOICI NEFSOL, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| SOL MELIÁ DEUTSCHLAND, gmbh | Am Schimmersfeld 5 (Ratingen) | Germany | 100.00 % | 100.00 % | ||
| (A) | SOL MELIÁ ITALIA S.R.L. | Via Masaccio 19 (Milán) | Italy | 100.00 % | 100.00 % | |
| (A) | SOL MELIÁ LUXEMBOURG, S.A.R.L. | 1 Park Drai Eechelen, L1499 | Luxembourg | 100.00 % | 100.00 % | |
| (A) (F1) TENERIFE SOL, S. A. | Playa de las Américas (Tenerife) | Spain | 50.00 % | 48.13 % | 98.13 % |
| MANAGEMENT COMPANIES | ADDRESS | COUNTRY | DIR S. | IND S. | TOTAL | |
|---|---|---|---|---|---|---|
| (F1) APARTOTEL, S. A. | Mauricio Legendre, 16 (Madrid) | Spain | 99.79 % | 99.79 % | ||
| GESMESOL, S. A. | Elvira Méndez, 10 - Edif. Bco do Brasil | Panama | 100.00 % | 100.00 % | ||
| ILHA BELA GESTAO E TURISMO, Ltd. | 31 de Janeiro, 81 (Funchal - Madeira) | Portugal | 100.00 % | 100.00 % | ||
| MELIÁ BRASIL ADMINISTRACAO | Avenida Cidade Jardim, 1030 (Sao Paulo) | Brazil | 99.69 % | 99.69 % | ||
| (A) | MELIÁ MANAGEMENT, S.A. | Lope de Vega, 4 (Santo Domingo) | Dom. Rep. | 99.99 % | 0.01 % | 100.00 % |
| (A) | MELIA VIETNAM COMPANY LIMITED | 13th Floor, Plaza Saigon Building, 39 Le Duan | Vietnam | 100.00 % | 100.00 % | |
| NEW CONTINENT VENTURES, Inc. | Street, Ben 800 Brickell Avenue Suite 1000 (Miami) |
USA | 100.00 % | 100.00 % | ||
| (A) | OPERADORA MESOL, S. A. de C. V. | Blvd. Kukulkan Km 16.5 No 1 T.5. Zona Hot | Mexico | 100.00 % | 100.00 % | |
| PT SOL MELIÁ INDONESIA | (Cancún) Ed.Plaza Bapindo-Menara Mandiri Lt.16 |
Indonesia | 95.00 % | 5.00 % | 100.00 % | |
| (F1) SOL MANINVEST, B. V. | Strawinskylaan 915 WTC, Toren A,1077 XX | Netherlands | 100.00 % | 100.00 % | ||
| (A) | SOL MELIÁ BALKANS EAD | (Amsterdam) Región de Primorski,Golden-Sands-Varna |
Bulgaria | 100.00 % | 100.00 % | |
| SOL MELIÁ HOTEL MANAG. SHANGHAI CO, | Suite 13-1A1,13th Floor,Hang Seng Bank | |||||
| (A) | LTD. | Tower,1000 14th Chalkokondili Str & 28th October str |
China | 100.00 % | 100.00 % | |
| SOL MELIÁ GREECE, HOTEL & TOURISTIC | (Atenas) | Greece | 100.00 % | 100.00 % | ||
| SOL MELIÁ PERÚ, S. A. | Av. Salaberri, 2599 (San Isidro - Lima) | Peru | 99.90 % | 0.10 % | 100.00 % | |
| COMPANIES OF DIFFERENT ACTIVITIES | ADDRESS | COUNTRY | DIR S. | IND S. | TOTAL | |
| (A) (F1) ADPROTEL STRAND, S.L. | Mauricio Legendre, 16 (Madrid) | Spain | 50.00 % | 25.00 % | 75.00 % | |
| BAJA SERVICIOS ADMINISTRATIVOS S.A | Ctra Transpeninsular, km 19,5 (Los Cabos) | Mexico | 100.00 % | 100.00 % | ||
| (F1) CASINO TAMARINDOS, S. A. | Retama, 3 (Las Palmas) | Spain | 100.00 % | 100.00 % | ||
| CREDIT CONTROL CORPORATION | Brickell Avenue, 800 (Miami) | USA | 100.00 % | 100.00 % | ||
| (F1) DORPAN, S. L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| GUARAJUBA EMPREENDIMENTOS, S.A. | Avda. Jorge Amado s/n, Bahía | Brazil | 100.00 % | 100.00 % | ||
| (F1) HOGARES BATLE, S.A. | Gremio Toneleros, 42 (Palma de Mca.) | Spain | 51.49 % | 46.70 % | 98.19 % | |
| (A) (F2) HOTEL METROPOLITAN, S.A.S. | 20, Rue du sentier 75002 (Paris) | France | 100.00 % | 100.00 % | ||
| (A) (F1) HOTELPOINT, S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| IMPACT HOSPITALITY V3NTURES, LLC | Celebration Place, 225 (Miami) | USA | 100.00 % | 100.00 % | ||
| (A) | INMOBILIARIA DISTRITO CIAL., C. A. | Avda. venezuela con Casanova (Caracas) | Venezuela | 89.26 % | 89.26 % | |
| (A) (F1) MELIA EUROPE & MIDDLE EAST, S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) NAOLINCO AVIATION,S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) NETWORK INVESTMENTS SPAIN, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (A) (F1) PRODIGIOS INTERACTIVOS, S.A. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) PROYECTOS FINANCIEROS HAYMAN, S.L. | Gremio Toneleros, 24 (Palma de Mallorca) Playa La Barca, Pájara (Las Palmas de |
Spain | 100.00 % | 100.00 % | ||
| (F1) RENÉ EGLI, S.L.U. | G.Canaria) | Spain | 100.00 % | 100.00 % | ||
| (F1) SECURISOL, S. A. | Avda.Notario Alemany s/n Hotel Barbados (Calviá) |
Spain | 100.00 % | 100.00 % | ||
| (A) | SEGUNDA FASE CORP. | Carretera 3, Intersecc. 955 (Rio Grande) | Puerto Rico | 100.00 % | 100.00 % | |
| SERVICIOS ARTEMISA, S.A.de C.V. | Boulevard Kukulkan Km 12 (Cancún) | Mexico | 100.00 % | 100.00 % | ||
| SERVICIOS INTEGRALES DE PERSONAL IRIS, S.A.de C.V. |
Paseo de la Marina Sur (Puerto Vallarta) | Mexico | 100.00 % | 100.00 % | ||
| SERVICIOS PERSONALES ORFEO, S.A.de C.V. | Boulevard Kukulkan Km 16,5 (Cancún) | Mexico | 100.00 % | 100.00 % | ||
| SERVICIOS PITEO, S.A.de C.V. | Avda Tulum 200, Sm 4 (B.Juarez) | Mexico | 100.00 % | 100.00 % | ||
| SOL CARIBE TOURS, S. A. | Vía Grecia - Edif. Alamanda 6B (Panamá) | Panama | 100.00 % | 100.00 % | ||
| SOL GROUP CORPORATION | 800 Brickell Avenue, Suite 1000, FL, 33131 (Miami) |
USA | 100.00 % | 100.00 % | ||
| (F1) SOL MELIÁ EUROPE, B. V. | Eduard Van Beinumstraat, 40 1077 CZ (Amsterdam) |
Netherlands | 100.00 % | 100.00 % | ||
| SOL MELIÁ FUNDING | Regatta Office Park West Bay Road P.O.Box 31106 |
Cayman Islands |
100.00 % | 100.00 % | ||
| (A) | SMVC DOMINICANA, S.A. | Lope de Vega, 4 (Santo Domingo) | Dom. Rep. | 100.00 % | 100.00 % | |
| (F1) SMVC ESPAÑA S.L. | Mauricio Legendre,16 (Madrid) | Spain | 100.00 % | 100.00 % | ||
| (A) | SMVC MÉXICO, S.A de C.V. | Boluevard Kukulkan (Cancún) | Mexico | 100.00 % | 100.00 % | |
| SMVC PANAMÁ S.A. | Antigua escuela las Américas, Lago Gatún | Panama | 100.00 % | 100.00 % | ||
| VACATION CLUB SERVICES INC. | Bickell Avenue, 800 (Miami) | USA | 100.00 % | 100.00 % | ||
| (F1) WILLET RESERVATIONS | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| HOLDING COMPANIES | ADDRESS | COUNTRY | DIR S. | IND S. | TOTAL | |
|---|---|---|---|---|---|---|
| (A) (F2) CADSTAR FRANCE, S.A.S. | 12, Rue du Mont Thabor (Paris) | France | 100.00 % | 100.00 % | ||
| (F1) DESARROLLOS HOTELEROS SAN JUAN EXHOL, S. L. |
Sarria, 50, 08029 Barcelona | Spain | 99.69 % | 99.69 % | ||
| (F1) DOMINICAN INVESTMENTS, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 99.69 % | 99.69 % | ||
| (F1) FARANDOLE, B. V. | Eduard Van Beinumstraat, 40 1077 CZ (Amsterdam) |
Netherlands | 99.69 % | 99.69 % | ||
| (F1) HOTELES SOL MELIÁ, S. L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) INVERS. HOTELERAS LOS CABOS, S.A.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 99.69 % | 99.69 % | ||
| (A) | MELIÁ HOTELS INTERNAT. UK LIMITED | Albany Street , Regents Park, London NW1 3UP |
Great Britain | 100.00 % | 100.00 % | |
| (F1) MIA EXHOL, S. A. | Sarria, 50, 08029 Barcelona | Spain | 82.26 % | 17.43 % | 99.69 % | |
| (F1) NEALE EXPA SPAIN, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 99.69 % | 99.69 % | ||
| (F1) PUNTA CANA RESERVATIONS, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) SAN JUAN INVESTMENTS EXHOL, S. L. | Sarria, 50, 08029 Barcelona | Spain | 99.69 % | 99.69 % | ||
| (F1) SOL GROUP EXHOL, SL. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (A) (F2) SOL MELIÁ FRANCE, S.A.S. | 20 Rue du Sentier (Paris) | France | 100.00 % | 100.00 % | ||
| (F1) SM INVESTMENT EXHOL, S. L. | Sarria, 50, 08029 Barcelona | Spain | 100.00 % | 100.00 % | ||
| SOL MELIA VACATION CLUB LLC. | Bickell Avenue, 800 (Miami) | USA | 100.00 % | 100.00 % | ||
| COMPANIES WITH NO ACTIVITY | ADDRESS | COUNTRY | DIR S. | IND S. | TOTAL | |
| BEDBANK TRADING, S.A. | Rue St.Pierre, 6A (Fribourg) | Switzerland | 100.00 % | 100.00 % | ||
| COMP. TUNISIENNE GEST. HOTELIÉRE | 18 Boulevard Khézama n° 44, 4051 Sousse (Túnez) |
Tunisia | 100.00 % | 100.00 % | ||
| (A) | DESARROLLADORA DEL NORTE, S. en C. | PMB 223, PO Box 43006, (Rio Grande) | Puerto Rico | 49.85 % | ||
| 49.85 % | 99.69 % | |||||
| (F1) GEST.HOT.TURISTICA MESOL | Gremio Toneleros, 42 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) GONPONS INVERSIONES, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| (F1) HOTELES SOL, S. L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 100.00 % | 100.00 % | ||
| INVERSIONES INVERMONT, S. A. | Av. Venezuela, Edif. T. América (Caracas) | Venezuela | 100.00 % | 100.00 % | ||
| (A) | SMVC PUERTO RICO | Sector Coco Beach, 200 Carretera 968 (Río Grande) |
P. Rico | 100.00 % | 100.00 % | |
| SOL MELIA JAMAICA, LTD. | 21, East Street (Kingston CSO) | Jamaica | 100.00 % | 100.00 % | ||
| SOL MELIÁ MARROC, S.A.R.L. | Rue Idriss Al-Abkar, 4 - 1° Etage | Morocco | 100.00 % | 100.00 % | ||
| SOL MELIÁ SERVICES, S. A. | Rue de Chantemerle (Friburgo) | Switzerland | 100.00 % | 100.00 % |
(A) Audited companies
(F1) Companies which comprise the consolidated tax group with Meliá Hotels International, S.A.
(F2) Companies which comprise the consolidated tax group with Sol Meliá France, S.A.S.
(F7) Companies which comprise the consolidated tax group with Inversiones y Explotaciones Turísticas, S.A.
(*) Shareholding in this company is through the ownership of apartments.
| HOTEL OPERATING COMPANIES | ADDRESS | COUNTRY DIR S. | IND S. TOTAL | |||
|---|---|---|---|---|---|---|
| C.P.APARTOTEL M.CASTILLA (*) | Capitán Haya, 43 (Madrid) | Spain | 32.56 % 0.09 % 32.65 % | |||
| C.P.APARTOTEL M.COSTA DEL SOL (*) | Paseo Marítimo 11 (Torremolinos) | Spain | 4.99 % 18.71 % 23.70 % | |||
| HOLAZEL, S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 50.00 % | 50.00 % | ||
| NEXPROM, S. A. (JV) | Avda. del Lido s/n (Torremolinos) | Spain | 17.50 % 2.50 % 20.00 % | |||
| PLAZA PUERTA DEL MAR, S.A. | Plaza Puerta del Mar, 3 (Alicante) | Spain | 12.60 % 7.81 % 20.41 % | |||
| (A) (F5) PRODUCCIONES DE PARQUES, S.L. (JV) | Avda. P.Vaquer Ramis , s/n (Calviá) | Spain | 50.00 % | 50.00 % | ||
| (A) (F3) STARMEL HOTELS OP, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 30.00 % 30.00 % | |||
| (A) | HOTELES MARMEL, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 20.00 % | 20.00 % | |
| (A) (F5) TERTIAN XXI, S.L.U. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 50.00 % 50.00 % | |||
| TURISMO DE INVIERNO, S.A. | Plaza Pradollano, s/n Sierra Nevada (Granada) | Spain | 21.42 % | 21.42 % | ||
| HOTEL OPERATING COMPANIES | ADDRESS | COUNTRY DIR S. | IND S. TOTAL | |||
| (A) (F7) ALTAVISTA HOTELERA, S.L. | Avda. Pere IV, 272 (Barcelona) | Spain | 7.55 % 41.19 % 48.74 % | |||
| (A) (F4) BELLVER PROPERTY, S.L.U. (JV) | C/ Recoletos 3, 1° (Madrid) | Spain | 50.00 % 50.00 % | |||
| EL RECREO PLAZA & CIA., C.A. (JV) | Avda.Fco.de Miranda Torre Oeste,15 Of.15(Carac as) |
Venezuela | 1.00 % | |||
| 18.94 % 19.94 % | ||||||
| (A) (F6) EVERTMEL, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 49.00 % | 49.00 % | ||
| (A) | FOURTH PROJECT 2012, S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 50.00 % 50.00 % | ||
| (A) | FUERTEVENTURA BEACH PROPERTY, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 20.00 % | 20.00 % | |
| MELIA HOTELS FLORIDA, LLC. (JV) | Brickell Avenue Suite 1000, 800 | USA | 50.00 % 50.00 % | |||
| (F6) MONGAMENDA, S.L. (JV) | Alexandre Rosselló, 15 (Palma de Mallorca) | Spain | 49.00 % 49.00 % | |||
| (A) (F3) PALMANOVA BEACH PROPERTY, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 30.00 % 30.00 % | |||
| (A) (F4) PELÍCANOS PROPERTY, S.L.U. (JV) | C/ Recoletos 3, 1° (Madrid) | Spain | 50.00 % 50.00 % | |||
| (A) (F3) PUERTO DELCARMEN BEACH PROPERTY, S.L. (JV) |
Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 30.00 % 30.00 % | |||
| (A) (F3) SAN ANTONIO BEACH PROPERTY, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 30.00 % 30.00 % | |||
| (A) | SANTA EULALIA BEACH PROPERTY, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 20.00 % | 20.00 % | |
| (A) (F3) TORREMOLINOS BEACH PROPERTY, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 30.00 % 30.00 % | |||
| COMPANIES OF DIFFERENT ACTIVITIES | ADDRESS | COUNTRY DIR S. | IND S. TOTAL | |||
| (A) | INVERSIONES GUIZA, S. A. | Avda. Lope de Vega, 4 (Sto. Domingo ) | Dom. Rep. |
49.84 % 49.84 % | ||
| (A) | JAMAICA DEVCO S.L. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 49.00 % | 49.00 % | |
| (F6) KIMEL MCA, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 49.00 % 49.00 % | |||
| (A) | SIERRA PARIMA, S.A. | Avda. Barceló, s/n (Bávaro) | Dom. Rep. 50.00 % | 50.00 % | ||
| YAGODA INVERSIONES, S.L.U. | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 50.00 % 50.00 % | |||
| COMPANIES WITH NO ACTIVITY | ADDRESS | COUNTRY DIR S. | IND S. TOTAL | |||
| HELLENIC HOTEL MANAGEMENT | Panepistimiou, 40 (Atenas) | Greece | 40.00 % | 40.00 % | ||
| HOLDING COMPANIES | ADDRESS | COUNTRY DIR S. | IND S. TOTAL | |||
| EL RECREO PLAZA, C.A. (JV) | Avda.Fco.de Miranda Torre Oeste,15 Of.15(Caracas) | Venezuela | 19.94 % 19.94 % | |||
| HOMASI, S.A. | C/ Cavanilles 15,Pl.baja (Madrid) | Spain | 34.99 % | 34.99 % | ||
| (F4) MELCOM JOINT VENTURE (JV) | C/ Recoletos 3, 1° (Madrid) | Spain | 50.00 % | 50.00 % | ||
| MELIA HOTELS USA, LLC. (JV) | Brickell Avenue Suite 1000, 800 | USA | 50.00 % 50.00 % | |||
| PROMEDRO, S. A. (JV) | Avda. del Lido s/n (Torremolinos) | Spain | 20.00 % | 20.00 % | ||
| (A) (F3) RENASALA, S.L. (JV) | Zurbarán, 9 (Mad rid ) | Spain | 30.00 % | 30.00 % | ||
| (A) | STARMEL HOTELS JV, S.L. (JV) | Gremio Toneleros, 24 (Palma de Mallorca) | Spain | 20.00 % | 20.00 % | |
(A) Audited companies.
(JV) Joint Ventures.
(F3) Companies which comprise the consolidated tax group with Renasala, S.L.
(F4) Companies which comprise the consolidated tax group with Melcom Joint Venture, S.L.
(F5) Companies which comprise the consolidated tax group with Producciones de Parques, S.L.
(F6) Companies which comprise the consolidated tax group with Evertmel, S.L.
(*) Shareholding in these companies is through the ownership of apartments.
This report was prepared taking into account the "Guide of recommendations for the preparation of management reports of listed companies" published by the CNMV in July 2013.
According to the provisions of Law 11/2018 of 28th December, and pursuant to the new wording of Article 49 of the Code of Commerce, section 5, and of Article 262.5 of the Corporate Enterprises Act, the Company is exempted from the obligation to present the Non-Financial Information Statement since this information is included in the Consolidated Management Report of Meliá Hotels International Group, which parent company is Meliá Hotels International, S.A., and which will be registered, together with the Consolidated Annual Accounts, with the Commercial Registry of Palma de Mallorca.
Meliá Hotels International, S.A. (hereinafter, "the Company") is the parent company of the Meliá Hotels International Group (hereinafter, "the Group"), which comprises companies that are mainly engaged in tourism activities in general, and more specifically, in the management and operation of hotels under ownership, lease, management or franchise arrangements, as well as in asset management.
In any event, those activities that special laws reserve for companies which meet certain requirements that are not met by the Group, are expressly excluded from the corporate purpose. In particular, the activities that the law restricts to Collective Investment Institutions or to Stock Market intermediary firms are excluded.
The operating segments that make up the Group's organisational structure and which results are reviewed by the key decision-makers of the Company are described below:
• Hotel management: This relates to the fees received for operating hotels under management and franchise agreements. It also includes the intra-group charges to the Group's hotels that are under ownership or under lease.
• Hotel business: The results obtained from the operation of hotel units owned or leased by the Group are included in this segment. Likewise, income generated by the food & beverage business is also included since this activity is considered to be fully integrated into the hotel business due to the majority sale of packages which price includes room and board, and therefore, a real segmentation of the associated assets and liabilities would be unfeasible.
• Other business linked to hotel management: This segment includes additional income from the hotel business, such as casinos and tour-operator activities.
• Asset management: This segment includes the capital gains on asset rotation, and real estate development and operation activities.
• Vacation club: It includes the results deriving from the sale of rights of shared use of specific vacation complex units.
• Corporate segments: These relate to structural costs, results linked to the intermediation and marketing of room and tourist service reservations, as well as corporate costs of the Group which cannot be assigned to any of the abovementioned three business divisions.
Our governance model consists of, and is implemented through, a set of regulations, rules, policies, protocols, processes and procedures based on the principles of transparency and corporate governance best practices. This system regulates and develops aspects relating to the structure, composition and functioning of the governance model, as well as the principles and commitments of the Code of Ethics and the policies approved by the Board of Directors.
The Group's corporate governance structure is detailed below:
The governance bodies are governed by several regulations (Company Bylaws, Regulations of the General Shareholders' Meeting, Regulations of the Board of Directors, Code of Ethics and the Internal Code of Conduct in the Securities Market) which underpin their functioning and serve as a basis for the application of the model principles.
During 2023, the Board of Directors has exercised various functions relating to:
In June 2023, the Board of Directors approved a new Diversity Policy, setting new and more ambitious goals in this area. The Policy establishes the principles, guidelines and main lines of action on diversity and inclusion that will govern the Company's strategy, ensuring equal opportunities and non-discrimination on the grounds of race, colour, sexual orientation, age, gender, culture, work, disability, thought, religion, or any other circumstance, and claiming diversity and inclusion as values to be protected and consolidated in the workplace. In addition, the Director Selection Policy was amended in June 2023, updating the gender diversity target for the Board: 40% of women by 2024.
Since 2021, the Board of Directors of Meliá Hotels International consists of four female directors, out of a total of eleven members, which results in 36.36% of women in the Board.
Annually, the Board of Directors assesses the functioning and composition of the Board itself and the Committees, as well as the performance of the Top Executive of the Group. The Appointments, Remuneration and Sustainability Committee is responsible for approving and initiating this process. The report that includes the results of the assessment for 2023 is submitted to the meeting of the Board of Directors during the first quarter of the following year, at which the relevant action plan, if any, shall be discussed and approved.
Regarding compliance with recommendation number 36 of the Good Governance Code of Listed Companies, which relates to the help of an external advisor in the process for assessment of the Board, in 2022, the Appointments, Remuneration and Sustainability Committee was assisted by the consulting firm PricewaterhouseCoopers for the review of the assessment questionnaires of the Board of Directors and the Top Executive.
As a result of the self-assessment process in 2022, during 2023, a training plan in sustainability, non-financial risks and cyber security has been made available to the Board.
In 2023, the functioning and functions of the two specialised Committees were consolidated and aligned with the recommendations on good governance.
Functions:
In 2023, it is worth mentioning the Committee's focus on appointments and re-elections, because during this year several changes in the composition of the Board were made and, in particular, in the succession plan of the Chairman of the Board.
Functions:
In 2023, the Committee has focused particularly on the selection process of the external auditor and on the System of Internal Control over Non-Financial Reporting (ICNFR).
The Senior Executive Team or SET is the collegiate body that drives the Meliá Hotels International's management, as well as the critical and continuous review of the business. Thus, it ensures fulfilment of the objectives set by the Board of Directors and supports the Chairman and CEO in his management.
In addition, the SET ensures the sustainable growth of the activity and the creation of value for shareholders, promoting the projects to be undertaken by the Group and attributed to it. It also defines priorities, allocates the required resources and ensures the achievement of the objectives set.
The SET is also responsible for providing the Board of Directors with updated, objective and sufficient information to allow the latter to carry out its supervisory functions.
Between May and September 2023, the following changes occurred in the composition of the SET:
With these changes, the SET has increased from 6 to 7 members.
It has been two years since the launch of the Roadto2024 Strategic Plan, communicated at the end of 2021 for a three-year period. Year 2023 marked the recovery of the tourism sector after the COVID-19 crisis. Today we can celebrate that the Company has achieved results similar to those prior to the health crisis and, in some cases, with ratios higher than those obtained before the pandemic.
The strategic vision is based on four strategic pillars and a firm commitment to advance the principles that underpin this Roadto2024 strategic vision: economic excellence, operational efficiency and economic, social and environmental sustainability, as essential precepts to consolidate our position in the market and the present and future challenges.
During 2024, the last year of our Responsible Business strategic pillar, we will undertake various actions to reinforce our model under the four dimensions of sustainability.
The evolution of occupancy, average room rate (ARR) and revenues per available room (RevPAR) in 2023 compared to that in 2022 for the Company's hotels is included below:
| OCCUPANCY | ARR | RevPAR | |||||
|---|---|---|---|---|---|---|---|
| HOTELS | % | ∆ (pp) | € | ∆% | € | ∆% | |
| Urban | 72.6 % | 7.4 | 148.3 € | 12.3 % | 107.7 € | 25.0 % | |
| Holiday | 76.5 % | 7.5 | 124.7 € | 6.4 % | 95.5 € | 17.9 % | |
| TOTAL HOTELS SPAIN | 74.1 % | 7.5 | 126.7 € | 9.9 % | 103.1 € | 22.3 % |
| OCCUPANCY | ARR | RevPAR | |||||
|---|---|---|---|---|---|---|---|
| BRANDS | % | ∆ (pp) | € | ∆% | € | ∆% | |
| Me by Melia | 61.9 % | 11.1 | 313.9 € | 18.8 % | 194.3 € | 44.9 % | |
| Gran Meliá | 62.1 % | 5.5 | 385.0 € | 3.6 % | 239.0 € | 13.8 % | |
| Meliá | 73.2 % | 6.8 | 152.7 € | 6.6 % | 111.9 € | 17.6 % | |
| Innside | 76.2 % | 2.3 | 150.8 € | 8.4 % | 114.9 € | 11.7 % | |
| Sol | 79.0 % | 10.1 | 95.7 € | 8.7 % | 75.6 € | 24.7 % | |
| Affiliated by Meliá | 73.2 % | 7.0 | 113.0 € | 5.3 % | 82.8 € | 16.3 % | |
| TOTAL | 74.1 % | 7.5 | 139.2 € | 9.9 % | 103.1 € | 22.3 % |
ZEL brand is not reported due to the low number of hotels
In Spain, tourism has consolidated its recovery, with the main institutions in the sector estimating a contribution of tourism to the Spanish economy of around 12.8% of GDP, the highest in the historical series. These good figures are accompanied by a record number of tourist arrivals in our country, which stands at more than 84 million, with an increase in average expenditure per stay.
Regarding urban hotels, the beginning of the year has been positive, with a significant growth in revenues. This trend has continued throughout the year, with rate increases and turnover recovering gradually. In the year as a whole, there was a balanced distribution by segments, where tour operators, MICE and Corporate showed clear signs of recovery and strength. Important conferences that were held during the year in cities such as Madrid, Barcelona, Valencia, Seville and Palma de Mallorca contributed to their good performance.
In our holiday hotels, 2023 recorded positive results, mainly driven by the recovery in the first quarter after the negative impact of the Omicron variant in the first months of 2022. In general terms, the mix of nationalities has returned to historical records, with the fastest growth in customers from UK and Spain in our hotels. In addition, it is also noteworthy the greater anticipation of reservations together with a lower cancellation rate, already close to pre-pandemic records. By segments, our direct customer and the tour operation showed the largest increases while at the MICE and groups level we are already improving figures of 2019, especially with the attraction of many groups at the beginning and the end of the season. The summer season was particularly positive with our coastal and Balearic destinations performing the best. The good pace of demand and the pleasant weather also made it possible to extend the season. The year end was led by the positive performance of our hotels in the Canary Islands, which have materialised the good prospects that were anticipated. Special mention should be made of the year 2023 in terms of our products, with the arrival of the ZEL brand developed together with the tennis player Rafa Nadal and the opening of Paradisus Salinas, which will become the second Paradisus hotel in Europe.
In Spain, in urban hotels the forecasts are positive. We estimate growth in both rates and volumes from the beginning of the year. By destinations, Barcelona and Madrid are the cities with the highest growth, combining the good end of the year for the corporate customer and an important MICE events calendar. In the case of Barcelona, the opening of Gran Meliá Torre Melina hotel in January stands out, which together with the Palacio de Congresos will undoubtedly provide a positive combination of bleisure, corporate and MICE customers. Meliá Hotels International's commitment to innovation and positioning of its urban products will undoubtedly be relevant in 2024 and the coming years.
Regarding our holiday hotels, for the first quarter of the year the Canary Islands shows an improvement in both rates and occupancy compared to 2023, with the last minute demand for superior rooms standing out. In other regions such as our coastal hotels, the groups confirmed for the start of the season allow for positive occupancy and rate perspectives. By segments, our Direct Channel shows the highest growth in revenues, also contributing the largest increase in rates. It is worth mentioning the fact that some hotels that have historically closed in winter have not done so this year, a factor that is combined with the plan to bring forward the opening of hotels in the Balearic Islands to the end of March for the second year in a row.
Risk management is a cross-cutting and global component in the Company's governance model. The risk management culture comprises a set of values essential to all operations and activities, which are shared and experienced by all employees.
Since 2009, the Company has fostered a culture of risk management, both from an external and internal perspective, associated with the hotel business model, driven by the Risk Control & Compliance Officer, reporting directly to the Auditing and Compliance Committee, a delegated committee of the Board of Directors.
This model, as well as its governance, is based on three key pillars:
The Risk Management Model, based on the COSO methodology, is cross-cutting to the entire organisation, involving a total of 66 executives in 2023, representing all the aforementioned areas and organisational structures.
The model is developed through the following phases or stages:
The risks identified are included in six different types, depending on their nature. This risk inventory is reviewed and updated annually and serves as the basis for updating the Risk Map, analysing both external sources (experts' reports and publications) and the internal view of the organisation's key areas (SET, Strategic Planning, Sustainability, etc.).
Note 5 to the annual accounts includes additional information on the management of the different financial risks to which the Company's activities are exposed: market risk (foreign exchange risk, interest rate risk, price risk), credit risk, liquidity risk, environmental risks and several geopolitical risks.
In addition, the Annual Corporate Governance Report and the Consolidated Annual Accounts explain in detail the management carried out by the Group.
As at 31 December 2023, the number of treasury shares held by the Company is 248,014, which represents 0.113% of the share capital. As at 31 December 2022, the number was 334,014, which represented 0.152% of the share capital.
The price of Meliá Hotels International, S.A.'s shares at year end was EUR 5.96. At the 2022 year end the share price amounted to EUR 4.578.
In 2023, the shares of Meliá Hotels International, S.A. have registered an increase in value of 30.2% while the IBEX-35 has appreciated by 22.8%. The stock's performance was particularly positive in the first half of the year, after fears of the onset of a recession at the beginning of 2023 were allayed. The strength of demand and the good prospects for the different seasons that have materialised throughout the year have met the market's expectations. In addition, in order to contain the rise in inflation, the European Central Bank and the FED in the United States have raised interest rates throughout the year. In the final part of the year, however, stock markets in general recorded an increase, partly due to the expectations of the end of the tightening cycle and rising interest rates.
Note: The Company's shares are listed on the Ibex 35 and on the index FTSE4Good Ibex.
| Dec-23 | Dec-22 | |
|---|---|---|
| Number of shares (million) | 220.4 | 220.4 |
| Daily average volume (thousands of shares) | 780.2 | 1,038.6 |
| Maximum price (euro) | 6.68 | 8.09 |
| Minimum price (euro ) | 4.71 | 4.13 |
| Last price (euro ) | 5.96 | 4.58 |
| Market capitalisation (EUR million) | 1,313.6 | 1,009.0 |
| Dividend (euro ) | — | — |
The shareholder remuneration policy aims at offering an attractive dividend, which is predictable and sustainable in time. This policy is consistent with the maximum priority given to the maintenance of a level of own resources that ensures investments for the future growth of the Company and guarantees value creation.
After a fiscal year 2023 of normal operations throughout the year and following the suspension of dividend distributions in recent years to strengthen the Balance Sheet, the Board of Directors agreed on 29 February 2024 to propose to the General Shareholders' Meeting the distribution of dividends charged to the Company's available reserves.
In the previous year, the Board of Directors, in order to strengthen the solvency and liquidity of the Company, proposed to the General Shareholders' Meeting not to distribute dividends during that year.
These annual accounts do not include items relating to environmental information that should be included in the specific document of environmental information pursuant to Order of the Ministry of Justice dated 8 October 2001.
As set forth in the relevant note to the annual accounts, the average period of payment to suppliers of Meliá Hotels International, S.A. was 47.86 days in 2023; 57.1 days in 2022.
This is detailed in Note 16.3 to the annual accounts.
In February 2024, the Company entered into an agreement with an investment vehicle owned by Banco Santander, S.A., whereby, on 11 April 2024, this vehicle will acquire a 38.2% stake in the share capital of a subsidiary of the Meliá Group (the "Subsidiary"), through the creation of new type B preference company shares in the said Subsidiary.
Prior to that date, the Subsidiary will own, directly or through its subsidiaries, three hotel establishments, two in Spain operated by the Company under lease contracts and one in the United Kingdom also managed by the Company and operated under a lease contract by another subsidiary of the Group.
The disbursement to be made by the vehicle for the acquisition of the aforementioned minority shareholding will amount to EUR 300 million, which, at that date, will be the subject of a loan from the Subsidiary to the Company, under a loan agreement between companies of the same group.
This transaction is in line with the Company's strategic objectives to maintain the strength of its Consolidated Balance Sheet.
In accordance with the provisions of Article 538 of the Spanish Corporate Enterprises Act, the Annual Corporate Governance Report for 2023 is part of the Consolidated Management Report and is published on the website of the Comisión Nacional del Mercado de Valores (www.cnmv.es) and on the Company's corporate website (www.meliahotelsinternational.com).
In accordance with the provisions of Article 538 of the Spanish Corporate Enterprises Act, the Annual Remuneration Report for Directors for 2023 is part of the Consolidated Management Report and is published on the website of the Comisión Nacional del Mercado de Valores (www.cnmv.es) and on the Company's corporate website (www.meliahotelsinternational.com).
At the meeting of the Board of Directors of Meliá Hotels International, S.A. held on 29 February 2024 (Thursday) at E-07009- Palma (Mallorca) and at the registered address, Calle de Gremio Toneleros nº 24; previously called timely and in due form and according to the provisions of Article 35 and related articles of the Company Bylaws and Article 17 and related articles of the Regulations of the Board of Directors, the Annual Accounts and Management Report of Meliá Hotels International, S.A. for 2023 have been prepared and approved, which also incorporate by reference to a separate document the Annual Corporate Governance Report and the Annual Report on Remuneration of Directors, following the format and labelling requirements laid down by Delegated Regulation EU 2019/815 of the European Commission, unanimously by all the members of the Board of Directors.
By means of this Statement, all the members comprising the Board of Directors attending the meeting hereby prepare and unanimously approve the mentioned Annual Accounts and Management Report for 2023, for verification by the auditors and subsequent approval by the General Shareholders' Meeting.
In Palma (Mallorca) on 29 February 2024.
| Signed Mr. Gabriel Escarrer Juliá | Signed Mr. Gabriel Escarrer Jaume |
|---|---|
| Honorary Chairman | Chairman and Chief Executive Officer |
| Signed Ms Cristina Aldamiz Echevarría González de Durana |
Signed Ms Carina Szpilka Lázaro |
| Director | Director |
| Signed Mr. Fernando d'Ornellas Silva | Signed Mr. Francisco Javier Campo García |
| Director | Director |
| Signed Mr. Alfredo Pastor Bodmer | Signed Hoteles Mallorquines Agrupados, S.L. |
| Director | (Represented by Mr. José Mª Vázquez-Pena Pérez) |
| Director | |
| Signed Ms Montserrat Trape Viladomat Director |
Signed Ms Mª Cristina Henríquez de Luna Basagoiti Director |
| Signed Mr. Luis Mª Díaz de Bustamante y Terminel | |
| Secretary and Director |
The undersigned members of the Board of Directors state, to the best of their knowledge, that the Annual Accounts of Meliá Hotels International, S.A. for 2023, prepared unanimously at the meeting held on 29 February 2024 and drafted pursuant to the applicable accounting principles, provide a true image of the equity, the financial situation and the profit and loss of the Company, and that the Management Report approved unanimously together with the mentioned annual accounts, which includes by reference to a separate document the Annual Corporate Governance Report and the Annual Report on the Remuneration of Directors, include a true analysis of the evolution, the business results and the situation of Meliá Hotels International, S.A., including the main risks and uncertainties faced by the Company.
Palma (Mallorca), on 29 February 2024.
| Mr. Gabriel Escarrer Juliá, Honorary Chairman | ________ |
|---|---|
| Mr. Gabriel Escarrer Jaume, Chairman and Chief Executive Officer |
_____ |
| Mr. Alfredo PASTOR BODMER | _____ |
| HOTELES MALLORQUINES AGRUPADOS, S.L., Represented by Mr. Jose María VÁZQUEZ PENA PÉREZ |
_____ |
| Mr. Francisco Javier CAMPO GARCÍA | _____ |
| Mr. Fernando d´ORNELLAS SILVA | _____ |
| Ms Cristina ALDÁMIZ ECHEVARRÍA GONZÁLEZ DE DURANA | _____ |
| Ms Mª Cristina HENRÍQUEZ DE LUNA BASAGOITI | _____ |
| Ms Carina SZPILKA LÁZARO | _____ |
| Ms Montserrat TRAPÉ VILADOMAT | _____ |
| Mr. Luis Mª DÍAZ DE BUSTAMANTE Y TERMINEL, Secretary | _____ |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.