Quarterly Report • Aug 9, 2016
Quarterly Report
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Prepared in accordance with Regulation no. 39/2015 approving the Accounting Regulations in accordance with International Financial Reporting Standards, applicable to entities authorized, regulated and supervised by the Financial Supervisory Authority of financial instruments and investments Sector
| pag. | |
|---|---|
| Interim condensed standalone statement of comprehensive income | |
| Interim condensed standalone statement of financial position | 2 |
| Interim condensed standalone statement of changes in equity | $-4$ |
| Interim condensed standalone statement of flow statements | 5. |
| Notes to the Interim condensed standalone statement | $6 - 21$ |
| In RON | Note | 30 June 2016 |
30 June 2015 |
|---|---|---|---|
| Income | |||
| Income from dividends | 5 | 36,963,029 | 25,862,187 |
| Income from interests | 13,201 | 123,975 | |
| Other operational income | 6 | 250,650 | 95,043,822 |
| Net income from differences of exchange rate |
(102, 282) | 368,775 | |
| Net income from assets sale | 7 | 12,991,842 | 10,182,684 |
| Expenses | |||
| Administration and supervision fees and taxes |
8 | (893,900) | (1,273,282) |
| Revenues from retaking provisions for risks | |||
| and expenditures | 505,567 | ||
| Other operational expenditures | 9 | (4, 556, 733) | (3,897,504) |
| Income before income tax | 45,171,374 | 126,410,657 | |
| Income tax | 10 | (3,248,813) | (22, 665, 112) |
| Net income | 41,922,561 | 103,745,545 | |
| Other comprehensive income | |||
| Revaluation to fair value of financial assets available for sale |
(128, 739, 209) | (7, 397, 344) | |
| Reserves for financial assets available for sale transferred to profit or loss |
(13,706,852) | (1,087,455) | |
| Comprehensive income for the period | (100, 523, 500) | 95,260,746 | |
| Earnings per share Basic |
23 | 0,0723 | 0,1788 |
Interim condensed standalone financial statements were approved by the Board of Directors in the meeting of 08.08.2016 and were signed on its behalf by:
| conf.univ.dr.ec. Ciurezu Tudor | ir. Radu Anina | ec. Sichigea Elena |
|---|---|---|
| Chairman / General Director | Vice Chairman / Deputy General Director | Financial Director |
Notes on pages 6 to 21 are an integral part of this standalone financial statements.
Interim condensed standalone statement of financial position prepared on 30 June 2016
| In RON | Note | 30 June 2016 |
31 December 2015 |
|---|---|---|---|
| Assets | |||
| Cash and cash equivalents | 11 | 5,245,264 | 762,407 |
| Deposits placed in banks | 12 | 28,114,111 | 5,813,698 |
| Financial assets available for sale | 13 | 1,504,836,067 | 1,668,679,019 |
| Credits and receivables | 14 | 17,070,273 | 4,467,266 |
| Tangible assets | 11,589,527 | 11,822,860 | |
| Real estates investments | 15 | 438,571 | 438,571 |
| Other assets | 16 | 446,125 | 367,280 |
| Total assets | 1,567,739,938 | 1,692,351,101 | |
| Liabilities | |||
| Payable dividends | 155,724,134 | 81,027,502 | |
| Taxes and duties | 17 | (191, 470) | 2,541,343 |
| Liabilities with tax postponed | 18 | 108,501,500 | 135,643,658 |
| Other Liabilities | 19 | 9,500,280 | 9,958,816 |
| Total liabilities | 273,534,444 | 229,171,319 | |
| Equity | 20 | ||
| Share capital | 58,016,571 | 58,016,571 | |
| Adjustments in share capital | 631,852,524 | 631,852,524 | |
| Other elements of equity | 550,796,439 | 686,281,321 | |
| Reserves from revaluation of tangible assets | 7,916,708 | 8,077,015 | |
| Legal and statutory reserves | 17,782,035 | 17,782,035 | |
| Other reserves | 21 | 2,417,698,157 | 2,387,864,253 |
| Retained earnings following the application of IAS 29 on share capital and reserves |
(2,438,631,885) | (2,438,631,885) | |
| Retained earnings except retained earnings from first application of IAS 29 |
6,852,384 | (20, 467, 063) | |
| Income | 41,922,561 | 132,405,011 | |
| Total equity | 1,294,205,494 | 1,463,179,782 | |
| Total liabilities and equity | 1,567,739,938 | 1,692,351,101 |
Interim condensed standalone financial statements were approved by the Board of Directors in the meeting of 08.08.2016 and were signed on its behalf by:
| conf.univ.dr.ec. Ciurezu Tudor | jr. Radu Anina | ec. Sichigea Elena |
|---|---|---|
| Chairman / General Director | Vice Chairman / Deputy General Director | Financial Director |
Notes on pages 6 to 21 are an integral part of this standalone financial statements.
page 2
| Inflated share capital |
Reserves from revaluation of tangible assets |
Legal and statutory reserves |
Other reserves | Reserves from revaluation of financial assets available for sale |
Other equity | Retained earnings following the application of IAS 29 on share capital and reserves |
Accumulated income |
TOTAL | |
|---|---|---|---|---|---|---|---|---|---|
| Balance at 1 JANUARY 2016 |
689,869,095 | 8,077,015 | 17,782,035 | 2,387,864,253 | 689,343,001 | (3,061,680) | (2, 438, 631, 885) | 111,937,948 | 1,463,179,782 |
| an a seo anns an 1961. COMPREHENSIVE INCOME |
|||||||||
| Income of financial year | 41,922,561 | 41,922,561 | |||||||
| Other elements of comprehensive income |
|||||||||
| 1. Increases / decreases in reserves from revaluation of tangible assets net of deferred tax |
(160, 307) | 160,307 | |||||||
| 2. Net change in reserve in measuring financial assets available for sale (net of deferred tax) |
(128, 739, 209) | (128, 739, 209) | |||||||
| 3. Reserves for financial assets available for sale transferred to profit or loss |
(13,706,852) | (13, 706, 852) | |||||||
| TOTAL COMPREHENSIVE INCOME |
|||||||||
| For the period | (160, 307) | (142, 446, 061) | 160,307 | (142, 446, 061) | |||||
| Deferred tax related to comprehensive income revaluation surplus not gained taxed |
9,576 | 9,576 | |||||||
| Other reserves - own financing sources |
29,833,904 | (29, 833, 904) | |||||||
| Free shares to receive | 6,961,179 | 6,961,179 | |||||||
| Transactions with shareholders recognized directly in equity |
|||||||||
| 1. Dividends prescribed by $law -$ Transfer to profit or loss account from |
|||||||||
| other reserves 2. Dividend Payment for the year 2015 |
(75, 421, 543) | (75, 421, 543) | |||||||
| TOTAL TRANSACTIONS WITH SHAREHOLDERS RECOGNIZED DIRECTLY IN EQUITY |
(75, 421, 543) | (75, 421, 543) | |||||||
| Tanzania a Martin Martin Martin | |||||||||
| BALANCE ON 30 JUNE 2016 |
689,869,095 | 7,916,708 | 17,782,035 | 2,417,698,157 | 553,858,119 | (3,061,680) | (2,438,631,885) | 48,774,945 | 1,294,205,494 |
Interim condensed standalone financial statements were approved by the Board of Directors in the meeting of 08.08.2016 and were signed on its behalf by:
conf.univ.dr.ec. Ciurezu Tudor Chairman / General Director
jr. Radu Anina Vice Chairman / Deputy General Director
ec. Sichigea Elena Financial Director $-RON -$
| Inflated share capital |
Reserves from revaluation of tangible assets |
Legal and statutory reserves |
Other reserves | Reserves from revaluation of financial assets available for sale |
Other equity |
Retained earnings following the application of IAS 29 on share capital and reserves |
Accumulated income |
TOTAL | |
|---|---|---|---|---|---|---|---|---|---|
| BALANCE ON 1 JANUARY 2015 |
689,869,095 | 7,999,476 | 17,782,035 | 2,445,274,777 | 615,731,332 | (2,438,631,885) | 47,511,156 | 1,385,535,986 | |
| COMPREHENSIVE INCOME | |||||||||
| Income for financial year | 103,745,545 | 103,745,545 | |||||||
| Other elements of comprehensive income |
|||||||||
| 1. Increases / decreases in reserves from revaluation of tangible assets net of deferred tax |
(146, 618) | 146,618 | |||||||
| 2. Net change in reserve in measuring financial assets available for sale (net of deferred tax) |
(7, 397, 344) | (7, 397, 344) | |||||||
| 3. Reserves for financial assets available for sale transferred to profit or loss |
(1,087,455) | (1,087,455) | |||||||
| TOTAL COMPREHENSIVE INCOME |
|||||||||
| For the period | (146, 618) | (8,484,799) | 146,618 | (8,484,799) | |||||
| Other reserves - own financing sources |
25,256,244 | (25, 256, 244) | |||||||
| Other components of equity (deferred tax related to reserves) |
115,336,731 | 115,336,731 | |||||||
| Other transfers (retained earnings, free shares of profits) |
27,845,849 | 27,845,849 | |||||||
| Transfer of free shares in the balance | 114,644,871 | 114,644,871 | |||||||
| Transactions with shareholders recognized directly in equity |
|||||||||
| 1. Dividends prescribed by law - Transfer to profit or loss account from other reserves |
(82, 666, 768) | (82, 666, 768) | |||||||
| 2. Dividend Payment for the year 2014 |
(69, 619, 886) | (69, 619, 886) | |||||||
| TOTAL TRANSACTIONS WITH SHAREHOLDERS RECOGNIZED DIRECTLY IN EQUITY |
(82, 666, 768) | (69, 619, 886) | (152, 286, 654) | ||||||
| BALANCE ON | |||||||||
| 30 JUNE 2015 | 689,869,095 | 7,852,858 | 17,782,035 | 2,387,864,253 | 721,891,404 | 115,336,731 | (2,438,631,885) | 84,373038 | 1,586,337,529 |
Interim condensed standalone financial statements were approved by the Board of Directors in the meeting of 08.08.2016 and were signed on its behalf by:
conf.univ.dr.ec. Ciurezu Tudor Chairman / General Director
jr. Radu Anina Vice Chairman / Deputy General Director ec. Sichigea Elena Financial Director $\mbox{-}\operatorname{RON}$ -
| Name of element | $-$ RON $-$ Reporting period |
|||
|---|---|---|---|---|
| 30.06.2015 | 30.06.2016 | |||
| A | 1 | $\boldsymbol{2}$ | ||
| Treasury flow from operating activities | ||||
| Proceeds from customers, other proceeds | 890,614 | 570,658 | ||
| Proceeds from sales of financial investments (equity securities) |
39,173,129 | 19,984,150 | ||
| Payments for acquisition of shares | (53,329,457) | (12, 431, 447) | ||
| Payments to suppliers and employees, other payments |
(4,332,969) | (4,150,516) | ||
| Payments to the state budget, social security budget and local budget |
(1,455,736) | (1,592,123) | ||
| Interest received | 137,214 | 8,081 | ||
| Dividends received | 19,053,483 | 29,159,748 | ||
| Interest paid | ||||
| Corporation tax paid | (6,310,209) | (2, 131, 354) | ||
| Proceeds from insurance against earthquakes | ||||
| Net cash from operating activities | (6, 173, 931) | 29,417,197 | ||
| Treasury flow from investing activities | ||||
| Payments for purchase of tangible assets | (20, 278) | (8,538) | ||
| Proceeds from sale of tangible assets | ||||
| Net cash from investing activities | (20, 278) | (8,538) | ||
| Treasury flow from financing activities: | ||||
| Proceeds from issue of shares | $\overline{\phantom{a}}$ | |||
| Proceeds from long-term borrowings | ||||
| Payment of finance lease liabilities | ||||
| Dividends paid | (1,225,146) | (725, 248) | ||
| Tax dividends paid | (3,085,028) | (1,905,174) | ||
| Net cash from financing activities | (4,310,174) | (2,630,422) | ||
| Net increase of cash and cash equivalents | (10, 504, 383) | 26,778,237 | ||
| Cash and cash equivalents at beginning of reporting period |
39,497,855 | 6,575,101 | ||
| Cash and cash equivalents at end of reporting period |
28,993,472 | 33, 353, 338 |
Interim condensed standalone financial statements were approved by the Board of Directors in the meeting of 08.08.2016 and were signed on its behalf by:
conf.univ.dr.ec. Ciurezu Tudor
jr. Radu Anina
ec. Sichigea Elena
Chairman / General Director
Vice Chairman / Deputy General Director
Financial Director
Notes on pages 6 to 21 are an integral part of this standalone financial statements.
Societatea de Investitii Financiare Oltenia S.A. (hereinafter referred to as "The Company") was founded on 01.11.1996 in Craiova - Romania, under Law no. 133/1996, Law for transformation of Private Ownership Funds into financial investment companies. The company was founded by transforming Private Ownership Fund V Oltenia.
The company is a collective investment undertaking operating under Law no. 31/1990 on trading companies and Law no. 297/2004 on stock market, as amended and supplemented.
It is a self management company
The company is based in Craiova, str. Tufanele nr. 1, cod postal 200767, judetul Dolj.
The company is registered at
Chamber of Commerce and Industry Oltenia, Registration Code 4175676, fiscal attribute RO;
National Securities Commission as another Collective Investment Undertaking with a diversified policy under Decision no. 1958/02.09.1999 and registered in the NSC Register under no. PJR09SIIR/160003/14.02.2006; As of April 30, 2013, according to GEO no. 93/Dec. 2012 the Financial Services Authority FSA ("FSA") was established, which replaces the National Securities Commission, the Private Pension System Supervisory Commission and Insurance Supervisory Commission:
Securities Record Office under Certificate no. 419/07.09.1999.
The Company shares are listed at Bucharest Stock Exchange, Category I, with the indicative SIF 5, starting with $01.11.1999$ .
Records of shareholders and shares of Company are held by S.C. DEPOZITARUL CENTRAL S.A. Bucharest.
The storage activity under law and NSC/FSA regulations is provided by Raiffeisen Bank S.A., Bucharest Branch.
In accordance with the Articles of Association the Company has the following object of activity:
-administration and management of shares in commercial companies for which own shares were issued, corresponding to the Ownership Certificates and Nominal Privatization Voucher subscribed by citizens according to the provisions of art.4 paragraph 6 of Law no. 55/1995;
management of own portfolio of securities and making investments in securities according to regulations in force;
other similar and adjacent activities, according to regulations in force, as well as of management of own assets;
Subscribed and paid capital is of 58,016,571 RON, divided into 580,165,714 shares with a nominal value of 0.1 RON/share.
The main characteristics of the shares issued by the company are: ordinary, indivisible, nominative, of equal value, issued in dematerialized form and grant equal rights to their holders.
In accordance with Rule no. 39/2015 issued by the Financial Supervisory Authority of Financial Investment and Instruments sector, starting with the annual financial statement for the financial year 2015, the entities authorized, regulated and supervised by the FSA - Financial Investment and Instruments sector, apply International Financial Reporting Standards adopted by the European Union ("IFRS") as the official accounting regulations.
December 31, 2015 is the date of transition to IFRS as an accounting basis, on which date by restatement were made and accounted for transactions with the transition from RNSC Regulation no. 4/2011 to IFRS accounting regulations.
prepared on 30 June 2016
(All amounts are expressed in RON, unless specified otherwise)
Thus, during 2015, the Company did not prepare interim report in accordance with IAS 34 "Interim Financial Reporting". To ensure comparability of data, comparative information for the first half of 2015 prepared in accordance with NSC Regulation no. 4/2011, have been restated accordingly in the IFRS system without being audited.
These condensed interim financial statements for the first half ended 30 June 2016 have been prepared in accordance with IAS 34 "Interim Financial Reporting" and should be read together with the standalone financial statements for 2015 prepared in accordance with Regulation no. 39/2015 approving the Accounting Regulations compliant with International Financial Reporting Standards, applicable to entities authorized, regulated and supervised by the Financial Supervisory Authority of Financial Investment and Instruments sector.
In accordance with Regulation no. 1606/2002 of the European Parliament and the EU Council of 19 July 2002, as well as those ordered by NSC Decision no. 1176/15.09.2010, the financial investment companies are required to prepare and submit to the FSA annual consolidated financial statements in accordance with IFRS, within 8 months of the financial year.
Consolidated financial statements S.I.F. Oltenia S.A. Group on 31.12.2015 will be drafted, approved and made public up to date 31/08/2016. They will be available on the Company's website: www.sifolt.ro.
Presentation adopted by the company is based on the liquidity in the interim condensed standalone statement of financial position and presentation of income and expenses was made in relation to their nature in the interim condensed standalone statement of comprehensive income. The Company believes these methods of presentation provide information that is reliable and more relevant than those that would have been presented based on other methods allowed by IAS 1 "Presentation of Financial Statements ".
Management believes that functional currency as it is defined by IAS 21 "The effects of exchange rate fluctuations" is the Romanian leu (RON). The current interim condensed standalone statements are prepared in RON, rounded to the nearest RON, which is also the currency the Company chose as presentation currency.
Current interim condensed standalone statements are prepared on a fair value basis for derivative financial instruments, financial assets and liabilities at fair value through profit or loss account and financial assets available for sale, except those for which fair value can not be reliably established.
Other financial assets and liabilities such as non-financial assets and liabilities are carried at amortized cost, historical cost or revalued amount.
Preparation of interim condensed standalone statements in accordance with IFRS as adopted by the European Union requires the use by the management of certain appraisals, judgements and assumptions that affects the application of accounting policies as well as the reported value of assets, liabilities, income and expenses of the Company. Judgements and assumptions associated with these appraisals are based on historical experience as well as other factors considered reasonable in the context of these appraisals.
prepared on 30 June 2016
(All amounts are expressed in RON, unless specified otherwise)
The result of appraisals forms the basis of judgements regarding the accounting values of assets and liabilities that cannot be obtained from other sources of information. The results obtained may differ from the values of appraisals.
The company periodically reviews the appraisals and assumptions underlying the accounting records. The revisions of accounting appraisals are recognized in the period in which the appraisal is revised, if the revision affects only that period or in the period in which the appraisal is revised and future periods, if the revision of appraisals affects both the current and future periods.
The accounting policies adopted are consistent with those used in the previous year.
The accounting policies applied in these interim condensed financial statements are consistent with those of the standalone financial statements ended 31 December 2015 and have been applied consistently to all periods presented in these interim condensed standalone financial statements.
In accordance with Rule no. 39 of 28.12.2015 issued by the Financial Supervisory Authority of Financial Investment and Instruments sector, starting with the annual financial statements for the financial year 2015, the entities authorized, regulated and supervised by the FSA – Financial Investment and Instruments sector, apply International Financial Reporting Standards adopted by European Union as official accounting regulations.
December 31, 2015 is the date of transition to IFRS as an accounting basis, on which date the restatement were made and accounted for transactions with the transition from NSC Regulation no. 4/2011 to IFRS accounting regulations.
Thus, during 2015, the Company did not prepare the interim condensed individual financial reports in accordance with IAS 34 "Interim Financial Reporting".
Consequently, for comparability with the current period, the first semester of 2016, the comparative information for the first semester of 2015 prepared in accordance with FSA Regulation No. 4/2011 were restated properly without being audited.
The carrying amounts and fair values of financial assets and liabilities are presented at 30/6/2016 so:
| In RON | Available for sale |
Amortized cost | Net carrying amount |
Fair value |
|---|---|---|---|---|
| Cash and cash equivalents | 5,245,264 | 5,245,264 | 5,245,264 | |
| Deposits placed in banks | 28,114,111 | 28,114,111 | 28,114,111 | |
| Financial assets available for sale |
1,504,836,067 | 1,504,836,067 | 1,504,836,067 | |
| Investments held to maturity |
$\overline{\phantom{a}}$ | |||
| Other financial assets | 17,516,398 | 17.516,398 | 17,516,398 | |
| Total financial assets | 1,504,836,067 | 50,875,773 | 1,555,711,840 | 1,555,711,840 |
| Payable dividends | 155,724,134 | 155,724,134 | 155,724,134 | |
| Other financial Liabilities | 9,500,280 | 9,500,280 | 9,500,280 | |
| Total financial liabilities | 165,224,414 | 165,224,414 | 165,224,414 |
The carrying amounts and fair values of financial assets and liabilities are presented at 31/12/2015 SO
| In RON | Available for sale |
Amortized cost | Net carrying amount |
Fair value |
|---|---|---|---|---|
| Cash and cash equivalents | 762,407 | 762,407 | 762,407 | |
| Deposits placed in banks | 5,813,698 | 5,813,698 | 5,813,698 | |
| Financial assets available for sale |
1,668,679,019 | ÷ | 1,668,679,019 | 1,668,679,019 |
| Investments held to maturity |
||||
| Other financial assets | 4,834,546 | 4,834,546 | 4,834,546 | |
| Total financial assets | 1,668,679,019 | 11,410,651 | 1,680,089,670 | 1,680,089,670 |
| Payable dividends | 81,027,502 | 81,027,502 | 81,027,502 | |
| Other financial Liabilities | 9,958,816 | 9,958,816 | 9,958,816 | |
| Total financial liabilities | 90,986,318 | 90,986,318 | 90,986,318 |
Dividend income is recorded gross. Tax rates on dividends related to the period ended 30.06.2016 are 5% and zero (31.12.2015: 16% and zero).
(All amounts are expressed in RON, unless specified otherwise)
$\sim$
Dividend income, mainly on contributors is as follows:
| In RON | 30 June 2016 |
30 June 2015 |
|---|---|---|
| BANCA TRANSILVANIA S.A. | 13,473,250 | |
| C.N.T.E.E. TRANSELECTRICA S.A. București |
9,974,878 | 11,645,204 |
| BRD SOCIETE GENERALE S.A. București | 5,673,819 | |
| S.N.T.G.N. TRANSGAZ S.A. Medias | 4,993,904 | 3,316,779 |
| EXIMBANK S.A. București | 1,281,822 | |
| UNIVERS S.A. Râmnicu Vâlcea | 886,449 | 811,835 |
| BURSA DE VALORI BUCUREȘTI S.A. | 333,328 | 559,409 |
| ELBA S.A. Timişoara | 106,113 | 83,840 |
| TURISM S.A. Pucioasa | 85,901 | 80,848 |
| DEPOZITARUL CENTRAL S.A. București | 48,542 | 74,087 |
| RELEE S.A. Medias | 47,884 | |
| CONTACTOARE S.A. Buzău | 38,212 | 51,478 |
| S.I.F. MOLDOVA S.A. Bacău | 18,927 | 121,361 |
| OMV PETROM S.A. București | 7,756,149 | |
| ELECTROMAGNETICA S.A. București | 680,585 | |
| FLAROS S.A. București | 492,686 | |
| PROVITAS S.A. București | 85,161 | |
| GASTRONOM S.A. Buzău | 61,366 | |
| ROMLUX LIGHTING COMPANY S.A. | ||
| Câmpu Lung | 20,456 | |
| TRANSILVANIA LEASING | 20,943 | |
| TOTAL | 36,963,029 | 25,862,187 |
J.
| In RON | 30 June | 30 June |
|---|---|---|
| 2016 | 2015 | |
| Financial income from adjustments for impairment of financial assets |
12,263,076 | |
| Income from provisions for impairment of current assets |
1.640 | 8,760 |
| Other operating income | 229,672 | 82,749,842 |
| Other financial income | 19,338 | 22,144 |
| Total | 250,650 | 95,043,822 |
prepared on 30 June 2016
(All amounts are expressed in RON, unless specified otherwise)
| In RON | 30 June 2016 |
30 June 2015 |
|---|---|---|
| Income from sale of financial assets available for sale |
19,964,340 | 38,823,129 |
| The carrying amount of financial assets available for sale transferred |
6,972,498 | 28,640,445 |
| Net gain from sale of financial assets | 12,991,842 | 10,182,684 |
| In RON | 30 June 2016 |
30 June 2015 |
|---|---|---|
| Expenses on fees payable by SSIF for share transactions |
47,404 | 105,285 |
| Expenses on fees payable to shareholders registry services |
72,900 | 74,400 |
| Expenses on fees for depository company | 117,039 | 127,773 |
| BVB Expenses | ||
| Expenses on taxed payable to capital market entities (FSA) |
577,278 | 595,075 |
| Expenses on audit fees | 10,121 | |
| Other expenses on commissions, fees and dues | 69,158 | 370,749 |
| Total | 893,900 | 1,273,282 |
| In RON | 30 June 2016 |
30 June 2015 |
|---|---|---|
| Expenses for taxes | 250,499 | 162,121 |
| Expenses with salaries and other personnel expenses |
3,650,108 | 3,056,711 |
| Expenses with depreciation, provisions and value adjustments |
244,506 | 225,737 |
| Expenses on external services | 411,620 | 452,935 |
| Total | 4,556,733 | 3,897,504 |
In other operating expenses are summarized personnel expenses, expenses with other taxes and duties, expenses with depreciation, provisions and adjustments of value, external services expenses.
In the period ended on $30.06.2016$ average number of employees was $51$ (31.12.2015: 52) and number of employees registered at the end of the reporting period was 50 (31.12.2015: 53).
Company makes payments to the Romanian state institutions in its employee pension account.
All employees are members of the pension scheme of the Romanian state. The company does not operate any other retirement scheme or benefits after retirement and, consequently, has no other obligations on pensions. Furthermore, the Company is not obligated to provide additional benefits to employees after retirement.
(All amounts are expressed in RON, unless specified otherwise)
| In RON | 30 June | 30 June |
|---|---|---|
| 2016 | 2015 | |
| Current income tax | 1,453,586 | 19,413,613 |
| Tax on dividends | 1,795,227 | 3,251,499 |
| Deferred income tax expense | ||
| Total income tax recognized in year result | 3,248,813 | 22,665,112 |
| Income before income tax | 45, 171, 374 | 126,410,657 |
| Tax in accordance with statutory rate of | 7,227,420 | 20,225,705 |
| 16% | ||
| Income tax effect of: | ||
| Nondeductible expenses | 395,383 | 2,026,556 |
| Nontaxable income | (6,166,917) | (2,836,148) |
| Tax rates on dividends | 1,795,227 | 3,251,499 |
| Amounts representing sponsorships within | (2,300) | (2,500) |
| legal limits | ||
| Records and reruns of temporary differences | ||
| Income tax | 3,248,813 | 22,665,112 |
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Cash in hand | 9.993 | 3,424 |
| Current bank accounts | 5,212,223 | 726,646 |
| Cash equivalents | 23,048 | 32,337 |
| Total Cash and cash equivalents | 5,245,264 | 762,407 |
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Bank deposits at sight | 28,108,074 | 5,812,694 |
| Attached receivables | 6.037 | 1,004 |
| Total Deposits placed in banks | 28,114,111 | 5,813,698 |
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Shares at fair value | 1,486,354,626 | 1,647,958,291 |
| Shares at cost | 16,348,838 | 18,419,537 |
| Fund units at fair value | 2,132,603 | 2,301,191 |
| Total | 1,504,836,067 | 1,668,679,019 |
The movement of financial assets available for sale in the reporting periods ended 30.06.2016 and 31.12.2015 is presented below:
| In RON | Shares at fair value | Shares at cost | Fund units | Total |
|---|---|---|---|---|
| 01 January 2015 | 1,495,284,699 | 18,034,809 | 2,333,908 | 1,515,653,416 |
| Reclassifications in 2015 |
154,846,070 | 154,846,070 | ||
| Net change during the period |
12,567,984 | (20,960) | (197, 556) | 12,349,468 |
| Impairment losses | 8,441,620 | 8,441,620 | ||
| Changes in fair value | (23, 182, 082) | 405,688 | 164,839 | (22,611,555) |
| 31 December 2015 | 1,647,958,291 | 18,419,537 | 2,301,191 | 1,668,679,019 |
| Net change during the period |
6,994,263 | (2,321,878) | 4,672,385 | |
| Impairment losses | ||||
| Changes in fair value | (168, 597, 928) | 251,179 | (168, 588) | (168, 515, 337) |
| 30 June 2016 | 1,486,354,626 | 16,348,838 | 2,132,603 | 1,504,836,067 |
On 30.06.2016 and 31.12.2015 shares at fair value category includes mainly the value of shares in the following issuers: OMV PETROM SA Bucuresti, BRD - Groupe Societe Generale, BANCA TRANSILVANIA SA Cluj Napoca, CNTEE TRANSELECTRICA SA Bucuresti, SNTGN TRANSGAZ SA Medias, SC ARGUS SA Constanta, SC ANTIBIOTICE SA Iasi.
To determine fair value, the Company uses the following hierarchy of methods:
Level 1: Quoted prices (unadjusted) in active markets for identical assets and liabilities
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. prices) or indirectly (i.e. derived from prices).
Level 3: valuation techniques largely based on unobservable elements. This category includes all instruments where the valuation technique includes items that are not based on observable date and for which unobservable input parameters can have a significant effect on the assessment of instrument. This category includes instruments that are valued based on quoted prices for similar instruments but which are subject to adjustments based largely on unobservable data or estimates to reflect the difference between the two instruments.
| In RON | 30 June | 31 December |
|---|---|---|
| 2016 | 2015 | |
| Level 1 | 739.978.478 | 956,688,842 |
| Level 2 | 146,843,548 | 172,010,760 |
| Level 3 | 618,014,041 | 539,979,417 |
| Total | 1,504,836,067 | 1,668,679,019 |
Fair value measurement of shareholdings at 30.06.2016 was performed as follows:
Securities quoted and traded in 2016, the market value was determined by taking into consideration the quotation on the last trading day (closing quotation on the main capital market for level 1 and level 2 were taken quotations shares traded in the last 30 trading days);
For securities listed that have not been traded in the last 30 trading days of 2016 and for unlisted securities, the market value was determined based on the equity of issuers;
Related securities of companies in the insolvency proceedings or reorganization, valuation is zero;
For units in UCITS, the value taken into account was the last net asset value, calculated and published.
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Trade receivables | 276,428 | 712,827 |
| Debitors | 14,191,051 | 1,155,007 |
| Receivables related to state budget and social security budget |
3,697,238 | 3,697,238 |
| Other receivables | 3.073 | 1,351 |
| Receivables impairment adjustments |
(1,097,517) | (1,099,157) |
| TOTAL | 17,070,273 | 4,467,266 |
| 30 June | 31 December | |
|---|---|---|
| In RON | 2016 | 2015 |
| Balance at the beginning of the | ||
| reporting period | 438,571 | 1,005,026 |
| Sales of real estate investments. | (596, 273) | |
| Acquisitions of real estate investments | ||
| Rating Real Estate Investments | 29,818 | |
| Balance at end of reporting period | 438,571 | 438,571 |
prepared on 30 June 2016
(All amounts are expressed in RON, unless specified otherwise)
| 30 June | 31 December | |
|---|---|---|
| In RON | 2016 | 2015 |
| Intangible assets | 3,474 | 4,382 |
| Other intangible receivables | 258,537 | 254,677 |
| Stocks | 20,233 | 21,096 |
| Prepayments | 163,881 | 87,125 |
| TOTAL | 446,125 | 367,280 |
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Debts related social insurance budget | 199,643 | 215,157 |
| Debts related to State Budget | (392, 338) | 2,194,617 |
| Other taxes and duties | 1.225 | 131,569 |
| Total | (191, 470) | 2,541,343 |
Deferred income tax liabilities are determined by the following elements:
| In RON | Assets | Liabilities | Net | Tax |
|---|---|---|---|---|
| 30 June 2016 | ||||
| Valuation at fair value of financial assets available for sale |
533,028,561 | 533,028,561 | 85,284,570 | |
| Revaluation of tangible assets | 9,424,652 | 9,424,652 | 1,507,944 | |
| Retained earnings representing the revaluation reserves achived without taxation |
1,772,247 | 1,772,247 | 283,560 | |
| Retained earnings representing the revaluation reserves not achived, without taxation |
3,624,534 | 3,624,534 | 579,927 | |
| Retained earnings representing the revaluation reserves not achived, without taxation – real estate investments |
359,751 | 359,751 | 57,560 | |
| Differences in fair value of financial assets held for sale - free shares in the balance |
110,789,118 | 110,789,118 | 17,726,259 | |
| Legal reserves | 11,603,314 | 11,603,314 | 1,856,530 | |
| Other reserves - dividends prescribed under OGMS decision of 23.04.2005 |
6,551,528 | 6,551,528 | 1,048,244 | |
| Other reserves | 980,658 | 980,658 | 156,906 | |
| TOTAL | 678,134,363 | 678,134,363 | 108,501,500 |
| In RON | Assets | Liabilities | Net | Impozit |
|---|---|---|---|---|
| 31 December 2015 | ||||
| Valuation at fair value of financial assets available for sale |
701,543,898 | 701,543,898 | 112,247,023 | |
| Revaluation of tangible assets | 9,615,493 | 9,615,493 | 1,538,478 | |
| Retained earnings representing the revaluation reserves achived without taxation |
1,772,247 | 1,772,247 | 283,560 | |
| Retained earnings representing the revaluation reserves not achived, without taxation |
3,493,557 | 3,493,557 | 558,969 | |
| Retained earnings representing the revaluation reserves not achived, without $taxation - real estate investments$ |
359,751 | 359,751 | 57,560 | |
| Differences in fair value of financial assets held for sale - free shares in the balance |
111,852,424 | 111,852,424 | 17,896,388 | |
| Legal reserves | 11,603,314 | 11,603,314 | 1,856,530 | |
| Other reserves - dividends prescribed under OGMS decision of 23.04.2005 |
6,551,528 | 6,551,528 | 1,048,244 | |
| Other reserves | 980,658 | 980,658 | 156,906 | |
| TOTAL | 847,772,870 | 847,772,870 | 135,643,658 |
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Personnel liabilities | 1,309,907 | 1,405,666 |
| Trade liabilities | 495,430 | 352,650 |
| Guarantees received | 1,664 | 1,664 |
| Sundry creditors | 17 | |
| Amounts payable for financial assets | $\blacksquare$ | |
| Provisions for risks and expenditures | 7.693.262 | 8,198,829 |
| Total other liabilities | 9,500,280 | 9,958,816 |
In the analyzed period was resumed on income from provisions in the gross amount of 505,567 RON for implementation of sentence no. 257/07.07.2015 in case no. 6583/63/2014, the amount paid by way of damages (for 2010) to Mr. Buzatu Florian Teodor - former director with mandate contract terms and member of the Board of Directors of the Company.
(All amounts are expressed in RON, unless specified otherwise)
Share Capital structure is presented below.
| Number of shareholders |
Number of shares |
Amount (RON) |
$(\%)$ | |
|---|---|---|---|---|
| 30 June 2016 | ||||
| Resident individuals | 5,756,219 | 244,999,021 | 24,499,902 | 42,23 |
| Non-resident individuals | 1,763 | 2,399,543 | 239,954 | 0,41 |
| Total individuals | 5,757,982 | 247,398,564 | 24,739,856 | 42,64 |
| Resident legal persons | 265 | 217,844,282 | 21,784,428 | 37,55 |
| Non-resident legal persons | 60 | 114,922,868 | 11,492,287 | 19,81 |
| Total legal persons | 325 | 332,767,150 | 33,276,715 | 57,36 |
| Total 30 June 2016 | 5,758,307 | 580, 165, 714 | 58,016,571 | 100,00 |
| 31 December 2015 | ||||
| Resident individuals | 5,759,633 | 244,987,869 | 24,498,787 | 42,23 |
| Non-resident individuals | 1,756 | 3,358,142 | 335,814 | 0,58 |
| Total individuals | 5,761,389 | 248,346,011 | 24,834,601 | 42,81 |
| Resident legal persons | 279 | 215,771,544 | 21,577,154 | 37,19 |
| Non-resident legal persons | 60 | 116,048,159 | 11,604,816 | 20,00 |
| Total legal persons | 339 | 331,819,703 | 33,181,970 | 57,19 |
| Total 2015 | 5,761,728 | 580, 165, 714 | 58,016,571 | 100,00 |
Share Capital according to Articles of Association of the Company amounts to 58,016,571 RON divided into 580,165,714 shares with nominal value of 0.1 RON and is the direct result of subscriptions made to the Company's share capital by converting into shares of amounts due as dividend under Law no.55/1995 and Law No. 133/1996. On 30 June 2016 the number of shareholders was 5,758,307 (31 December 2015: 5,761,728).
Shares issued by the Company are traded on the Bucharest Stock Exchange since November 1999. The records of the shares and shareholders is kept by the Depozitarul Central S.A. Bucharest. All shares are ordinary shares, were subscribed and paid in full on 30 June 2016 and 31 December 2015. All shares have equal voting rights and a nominal value of 0.1 RON/share. The number of shares authorized to be issued is equal to the shares issued.
Reconciliation of share capital as determined under IFRS with the Articles of Association is as follows:
| In RON | 30 June 2016 |
30 June 2015 |
|---|---|---|
| Statutory share capital The effect of applying IAS 29 |
58,016,571 | 58,016,571 |
| (hyperinflation) on share capital | 631,852,524 | 631,852,524 |
| Restated share capital | 689,869,095 | 689,869,095 |
(All amounts are expressed in RON, unless specified otherwise)
Following implementation of Norm no. 39/2015 of FSA, reserves for initial portfolio established according to Law. 133/1996 was reunited on 31.12.2015 with the amount of 26,316,548 RON, while the sum for reunification was recorded in retained earnings, resulting in a loss of reprocessing. The initial reserve reunited was updated to hyperinflation, registering in this regard the amount of 1.806.779.361 RON.
Hyperinflation effect on share capital amounting 631,852,524 RON and on the reserve established under Law no. 133/1996 amounting 1,806,779,361 RON was recorded in retained earnings due to the adoption of IAS 29 for the first time, leading to a loss of hyperinflation in the amount of de 2,438,631,885 RON at the end of the reporting period.
Legal reserves are constituted as required by law in the amount of 5% of the income achieved, to the amount representing 20% of the share capital. Legal reserves can not be distributed to shareholders.
Legal reserve on 30.06.2016 amounted 11,603,314 RON (31.12.2015: 11,603,314 RON).
In 2015 and the first semester of 2016 the Company has not established legal reserves of income, those ones reached the ceiling of 20% of the share capital.
The reserve includes the cumulative net changes in fair values of financial assets classified in this category, from the date of their classification and to their de-recognition. Deferred tax related to these reserves is recorded on equity and deducted from reserves of measuring financial assets available for sale.
| In RON | 30 June 2016 |
31 December 2015 |
|---|---|---|
| Other reserves | 610,918,796 | 581,084,892 |
| The effect of applying IAS 29 on other reserves | 1,806,779,361 | 1,806,779,361 |
| Total | 2,417,698,157 | 2,387,864,253 |
Profit for the year 2015, amounting to 132,405,011 RON has been allocated, according to the decision of the Ordinary General Meeting of Shareholders of 29.04.2016, to the following destinations:
in RON
| Cover the loss recorded in retained earnings from the transition to IFRS | 27,149,564 |
|---|---|
| Dividends (0,13 RON/share) | 75,421,543 |
| Own sources of financing | 29,833,904 |
| TOTAL | 132,405,011 |
prepared on 30 June 2016
(All amounts are expressed in RON, unless specified otherwise)
| In RON | 30 June 2016 |
30 June 2015 |
|---|---|---|
| Profit attributable to ordinary shareholders | 41,922,561 | 103,745,545 |
| Weighted average number of ordinary shares | 580, 165, 714 | 580, 165, 714 |
| Basic earnings per share | 0,0723 | 0,1788 |
Company does not have any guarantees granted.
The Company has not recorded any provision for future costs environment elements. Management does not consider the costs associated with these elements as significant.
Tax legislation in Romania contains rules on transfer pricing between affiliated persons since 2000. Actual legislative framework defines the "market value" for transactions between affiliates, as well as methods of transfer pricing. As a result, it is expected that the tax authorities initiate thorough check of transfer pricing to ensure that the fiscal result is not distorted by the effect of prices in relationships with affiliates.
The Company can not assess the outcome of such review.
In accordance with the legislation in force, the Company has control in a total of 11 issuers on 30.06.2016 (31.12.2015: 12 issuers). All branches of the company are based in Romania. For these ones, the percentage of ownership of the Company is no different from the proportion of voting power held.
Branches and percentage of ownership are:
| Name of company | Percentage held by SIF on 30.06.2016 $-$ % – |
Percentage held by SIF on 31.12.2015 $-$ % $-$ |
|---|---|---|
| ALIMENTARA S.A. Slatina | 52.24 | 52.24 |
| TURISM PUCIOASA S.A. Dambovita | 69.22 | 69.22 |
| PROVITAS S.A Bucuresti | 70.28 | 70.28 |
| UNIVERS S.A. Rm Valcea | 73.75 | 73.75 |
| CONSTRUCTII FEROVIARE S.A. Craiova | 77.50 | 77.50 |
| FLAROS S.A. Bucuresti | 81.04 | 81.04 |
| ARGUS S.A. Constanta | 86.21 | 86.20 |
| GEMINA TOUR S.A. Rm Valcea | 88.29 | 88.29 |
Notes to the Interim simplified standalone statement prepared on 30 June 2016
(All amounts are expressed in RON, unless specified otherwise)
| MERCUR S.A. Craiova | 93.37 | 93.37 |
|---|---|---|
| VOLTALIM S.A. Craiova | 99.19 | 99.99 |
| COMPLEX HOTELIER DAMBOVITA S.A. Targoviste |
99.94 | 99.94 |
| CONSTRUCTII MONTAJ 1 S.A. Craiova | 96.56 |
Disappearance during the first half of 2016 of the shareholding in SC Constructii Montaj 1 S.A. Craiova is determined by its merger by absorption by SC Voltalim S.A. Craiova.
On 30.06.2016 the company holds more than 20% but not exceeding 50% of the share capital for a total of 8 issuers (31.12.2015: 10 issuers). All these companies are based in Romania. For these ones the percentage of ownership by the company is no different from the percentage of voting rights held. The company has no associates on 30.06.2016 and 31.12.2015.
Tudor Ciurezu - Chairman, Anina Radu - Vice Chairman, Cristian Busu, Victor Capitanu, Nicolae Stoian, Carmen Popa, Paul - George Prodan.
Tudor Ciurezu - Chairman, Anina Radu - Vice Chairman, Cristian Busu, Victor Capitanu, Nicolae Stoian, Carmen Popa, Paul - George Prodan.
30 June 2016 Tudor Ciurezu – General Director, Anina Radu – Deputy General Director.
Tudor Ciurezu – General Director, Anina Radu – Deputy General Director.
Elena Sichigea - Director of Financial Department, Elena Calitoiu - Director of Investments and Risk Management Division, Dan Voiculescu – Director of Monitoring Portfolio Division, Vasilica Bucur – Director of Legal Division, Ion Patrichi - Director Human Resources-Logistics Division
Elena Sichigea - Director of Financial Department, Elena Calitoiu - Director of Investments and Risk Management Division, Dan Voiculescu - Director of Monitoring Portfolio Division, Vasilica Bucur -Director of Legal Division, Ion Patrichi - Director Human Resources-Logistics Division.
On 30.06.2016 there were a total of 36 disputes pending before the courts. The company stands as a claimant in 22 disputes, defendant in 7 disputes, intervener in 1 dispute and 6 cases being in insolvency proceedings.
In most disputes in which the company is a claimant, subject of litigation is annulment / nullity of resolutions of general meetings of shareholders in portfolio companies.
It is approved the filling of the Company's object of activity according to the provisions of the art. 5 from Law no. $74/2015$ and of the A.S.F. Regulation no. $10/2015$ and the adequate rewriting of the art. 3 "OBJECT OF ACTIVITY" from the Company's Contract, which will have the following content:
"The main object of activity of the Company is NACE code 649 - Other financial service activities, except insurance and pension funding and its main activity is NACE code 6499 – Other financial service activities n.e.c., as it is detailed in paragraph 2.
The company has the following object of activity:
a) administration and management of shares to the trading companies for which were issued own shares, according to the Ownership Certificate and to the Registered Privatization Coupons underwritten by citizens in accordance with the provisions of the art. 4 paragraph 6 of Law no. 55/1995.
b) administration and management of own securities portfolio and realization of investments in securities according to the regulations in force.
c) risks management.
d) other similar and adjacent activities, according to the regulations in force and activities for the administration of own assets, code 661-6611; 6612."
The AGEA decision wasn't enforced, the request for the registration of the amendments brought to the object of activity being rejected by the Trade Register Office Dolj through the resolution no. 12015/08.06.2016/
The rejection is caused by the absence of ASF permit, who notified the company, through the Notification no. DRA 2243.1/19.05.2016, that "the advice of the amendment for the object of activity is realized once with the transmission of the documentation attesting the fulfillment of conditions for the acquisition, by S.I.F. Oltenia S.A., of the quality of A.F.I.A authorized by A.S.F."
The content of the decision of the Extraordinary General Meeting of Shareholders was continued in the Articles of Incorporation to be submitted to the Extraordinary General Meeting of Shareholders of the Company, convoked for 25/26.08.2016.
To approve the financial statements related to the financial year 2015, the distribution of the net profit related to the financial year 2015, the Income and Expenses Budget and the Strategy for the year 2016. The date 12.09.2016 is approved as registration date (ex - date $09.09.2016$ ).
| conf.univ.dr.ec. Ciurezu Tudor | ir. Radu Anina | ec. Sichigea Elena |
|---|---|---|
| Chairman / General Director | Vice Chairman / Deputy General Director | Financial Director |
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