Annual Report (ESEF) • Apr 29, 2024
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Download Source FileZagreb, April 2024
This version of the Annual report is a translation from the original, which was prepared in Croatian language. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version takes precedence over this translation.
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* Management report 3
* Statement on the application of the Corporate Governance Code 28
* Responsibilities of the Management board for the Annual report 34
* Independent Auditors’ report to the shareholders of Zagrebačka burza d.d. Group 35
* Financial statements
* Consolidated Statement of comprehensive income 43
* Consolidated Statement of the financial position 45
* Consolidated Statement of changes in equity and reserves 47
* Consolidated Statement of cash flows 49
* Notes to the consolidated financial statements 51
* Forms in accordance with the Ordinance on the Structure and Content of Stock Exchange Annual Financial Statements (Official Gazette 25/19, 155/22) (consolidated) 98
* Decision on determining the annual financial statements
* Decision on profit distribution
In 2023, the Zagreb Stock Exchange Group (hereinafter: the Group) recorded the following significant business events:
| Issued Capital Member | Share Premium Member | Statutory Reserve Member | Treasury Shares Member | Other Reserves Member | Retained Earnings Member | Reserve Of Gains And Losses On Financial Assets Measured At Fair Value Through Other Comprehensive Income Member | Revaluation Surplus Member | Reserve Of Remeasurements Of Defined Benefit Plans Member | Reserve Of Exchange Differences On Translation Member |
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| 74780000.50 | A040C0D041 | 2021-12-31 | |||||||
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xbrli:shares/div# Events and Developments
On September 12, 2023, Zagreb Stock Exchange initiated activities of publishing profiles of listed tourism companies on its official website, with the goal of profiling the Croatian capital market as the leading place in Southeastern Europe for financing tourism companies. On September 12, 2023, Zagreb Stock Exchange published a notification on the incorporation of company EuroCTP B.V., which was established by European exchanges with the goal of providing consolidated trading data in the European union. Zagreb Stock Exchange joined the initiative in order to participate in the tender for selection of a consolidated tape provider in the European union. On September 12, 2023, the Ljubljana Stock Exchange organized an event titled “Slovenian Listed Companies Online”, which gathered six issuers listed in the Prime segment of the Ljubljana Stock Exchange. On September 15, 2023, Zagreb Stock Exchange held the Prime Plus investment webcast, which was attended by around 60 domestic and foreign analysts and investors. Companies included in the Prime Market, joined by several companies listed on other ZSE market segments presented their business results. On September 26, 2023, Zagreb Stock Exchange became a partner in the Interreg MESTRI-CE project, along with ten partners from six countries (Austria, Slovenia, Italy, Poland, Germany and Croatia) with the aim at testing a new financing model for more climate-sustainable buildings.
From October 18 – 20, 2023, the traditional regional financial conference 'Challenge of Change', organized by the Croatian Association of Pension Fund Management and Pension Insurance Companies (UMFO) and the Zagreb Stock Exchange, gathered almost 550 participants from the domestic and international financial community. On October 24 and 25, 2023, the Ljubljana Stock Exchange hosted and event titled “Financial Festival”, featuring educational content and presentations from the leading experts in the financial industry. On November 3, 2023, the Croatian Financial Services Agency has issued the decision approving the amendments to the ZSE Price List, which came into force on November 11, 2023. On November 15, 2023, the last module of the education program “Governance and ESG Development” was held, which was organized by the Zagreb Stock Exchange, European Bank for Reconstruction and Development and Morrow Sodali. The program gathered more than 180 participants, which on this occasion, got an insight into the best Croatian and international corporate management practices, practical aspects of management and supervisory board activities, and the ways in which all company stakeholders create prerequisites for acting in accordance with the highest ethical and good corporate governance standards. On November 28, 2023, the Ljubljana Stock Exchange organized an event titled “ABC’s of Investing in Debt Instruments”. On December 5, 2023, the “CEE Investments Opportunities” Conference was held in Ljubljana. The main goal of the event is to facilitate the accessibility of Slovenian, Croatian, and other regional companies to both domestic and international investors, thereby increasing their visibility. It is worth noting that this year marked the second consecutive participation of companies from the Macedonian Stock Exchange, and for the first time, the event hosted two companies from the Bulgarian Stock Exchange. On December 5, the annual Ljubljana Stock Exchange Awards were presented. On December 15, the annual Zagreb Stock Exchange Awards were presented.
From the start of 2023, the Regulated market of Zagreb Stock Exchange listed a total of sixteen treasury bills and two state bonds of the Ministry of finance of the Republic of Croatia, issuers VIS D.D., MODRA ŠPILJA D.D., PROFESSIO ENERGIA D.D., PRIMO REAL ESTATE D.D., ATLANTSKA PLOVIDBA D.D. and VILLA DUBROVNIK D.D. listed additional shares on the Regular market segment. Issuer ČAKOVEČKI MLINOVI D.D. moved onto the Official Market segment, while issuer MON PERIN D.D. moved onto the Regular from the Official Market segment. During 2023, new listings include bonds of the issuers ERSTE & STEIERMÄRKISCHE BANK D.D., ZAGREBAČKI HOLDING D.D. and the InterCapital BET-TRN UCITS ETF.
From the start of 2023, the Regulated Market of Zagreb Stock Exchange delisted twenty treasury bills of the Ministry of finance of the Republic of Croatia, bonds of issuers ZAGREBAČKI HOLDING D.D., Ministry of finance of the Republic of Croatia, and ERSTE & STEIERMÄRKISCHE BANK D.D., and shares of issuers TURISTHOTEL D.D., JELSA D.D., KOESTLIN D.D., BRODOMERKUR D.D. and FTB TURIZAM D.D.
In 2023 operating revenues decreased by -3.8% compared to 2022, and amounted to EUR 3,605 thousand. The decrease in operating revenues was primarily caused by decreased securities turnover on the year-level and fewer new listings compared to 2022. Other operating income increased by EUR +106 thousand, or +8.6%.
Operating expenses recorded a slight increase by about +1.6% compared to 2022. The Group concluded 2023 with an operating loss of EUR -7.7 thousand, a net financial result of EUR +85 thousand and a net profit of EUR 64 thousand. Operating profit before depreciation in 2023 amounts to a EUR 300 thousand, which represents a decrease of -32.4% compared to 2022.
| EUR 2022 | EUR 2023 | change | |
|---|---|---|---|
| Capital and reserves | 5,854,882 | 5,993,657 | 2.37% |
| Total assets | 7,179,898 | 7,167,833 | -0.17% |
| Operating revenue | 3,746,637 | 3,605,184 | -3.78% |
| Sales revenue | 2,515,221 | 2,267,409 | -9.85% |
| Other operating income | 1,231,416 | 1,337,775 | 8.64% |
| Operating expenses | 3,556,608 | 3,612,842 | 1.58% |
| Staff costs | 1,854,166 | 1,774,304 | -4.31% |
| Depreciation and amortization | 254,000 | 307,982 | 21.25% |
| Other costs | 1,448,442 | 1,530,556 | 5.67% |
| EBIT | 190,029 | -7,658 | -104.03% |
| EBITDA | 444,029 | 300,324 | -32.36% |
| Net financial result | -96,415 | 85,039 | 188.20% |
| Share of profit (loss) of equity accounted investees | -7,866 | -203 | -97% |
| EBT | 85,748 | 77,178 | -10% |
| Income tax credit | 209 | 13,330 | 6278% |
| Profit for the year | 85,539 | 63,848 | -25.36% |
| Other comprehensive income | 39,609 | 94,177 | 137.77% |
| Total comprehensive profit for the year | 125,148 | 158,025 | 26.27% |
Zagreb Stock Exchange shares were listed on the regulated market (Official market segment) in August 2016. Following the conversion of the Company’s share capital to euro, the share capital amounts to EUR 3,076,315 and is divided to 2,317,850 ordinary shares. As of December 31, 2023, the Company owns a total of 8,396 of own shares, which make up for 0.3611% of its share capital. From January 1 to December 31 2023, Zagreb Stock Exchange’s share reached a total orderbook turnover of EUR 95,202.98.
| Symbol | ZB-R-A |
| ISIN | HRZB00RA0003 |
| Number of listed shares | 2,317,850 |
| Total turnover (EUR) | 95,202.98 |
| Total trading volume | 29,749 |
| Highest price (EUR) | 4.5 |
| Lowest price (EUR) | 2.5 |
| Last price (EUR) | 2.76 |
| Average daily turnover (EUR) | 1,322.26 |
The ZB-R-A stock price reached its peak on January 3, 2023 in the amount of EUR 4.5, while it fell to its lowest level on December 12, 2023, when it was priced at EUR 2.5.
A total of 195 shareholders were noted in the ownership structure of the Zagreb Stock Exchange on 31 December 2023.
In 2023, the Group generated a total of EUR 3,605 thousand of operating revenues, which is EUR -141 thousand or -3.8% less than in the previous year when they amounted to EUR 3,747 thousand. Compared to 2022, sales revenues decreased from EUR 2,515 to EUR 2,267 thousand, i.e., by a EUR -248 thousand or -9.9%. The decrease in sales revenues is primarily the result of a decrease in revenues from trading commissions and membership fees, which, following a lower securities turnover compared to 2022, by the end of 2023 reached EUR 1,026 thousand (EUR -141 thousand or -12% less compared to 2022 when they amounted to EUR 1,167 thousand). A smaller number of newly listed securities than in the previous year resulted in a significant decrease in income from quotation fees, which in 2023 amounted to EUR 156 thousand, which is EUR -78 thousand or -33% less than in 2022 when they amounted to EUR 233 thousand. In 2023, income from quotation maintenance amounted to EUR 1,086 thousand, which represents a decrease by EUR -29 thousand or -2.6% compared to 2022 when they amounted to EUR 1,115 thousand. Compared to 2022, other operating income increased by EUR +106 thousand or +8.6%, i.e., from EUR 1,231 to EUR 1,338 thousand. The increase in other operating income is due to the growth of revenue from the income from the supply of information which amounted to EUR 902 thousand (EUR +71 thousand or +8.5%), income from seminars which amounted to EUR 206 thousand (EUR +45 thousand or +27.8%) and income from assigning and administering LEIs which amounted to EUR 79 thousand (EUR +14 thousand or +22%). Influenced by the general increase in prices, in 2023 the Group recorded an increase in total operating expenses. Total operating expenses in 2023 increased by a EUR +56 thousand (+1.6%) compared to 2022 and amounted to EUR 3,613 thousand (2022: EUR 3,557 thousand). The increase in operating expenses was mostly due to the increase in costs of software and licensing (EUR +59 thousand or +9.7%, i.e., from EUR 605 to EUR 664 thousand). Staff costs decreased by EUR -80 thousand or -4.3% (from EUR 1,774 to EUR 1,854 thousand). The Group's operating profit in 2023 amounted to EUR 77 thousand, while in the previous year the operating profit amounted to EUR 86 thousand (EUR -9 thousand or -10%).The net financial result in 2023 amounts to EUR 85 thousand (an increase of EUR 182 thousand compared to 2022), and participation in joint venture and participating interest amounts to EUR -203, EUR -7.7 thousand less compared to the previous year (2022: EUR -7.9 thousand). Considering all of the above, the Group’s net profit in 2023 amounts to EUR 64 thousand, which is EUR -22 thousand (-25.4%) less than in 2022, when the Group's net profit amounted to EUR 86 thousand. Operating profit before interest, taxes, depreciation and amortization is positive and in 2023 amounts to EUR 300 thousand, i.e., EUR -144 thousand less than in 2022. In 2023, in order to preserve the value of its assets, the Group invested its available cash in bond funds and bank deposits. At the end of 2023, the Group's free assets amounted to EUR 3,315 thousand (units in investment funds and cash in the bank).
Total operating revenues in 2023 amount to EUR 3,605 thousand and are lower by EUR -141 thousand or -3.8% compared to 2022 when they amounted to EUR 3,747 thousand. The largest increase in revenue was recorded in revenue from the supply of information (EUR +71 thousand or +8.5%), and the largest decrease is in revenue from quotation fees (EUR -78 thousand or -33%).
Figure 4: Operating revenue
Following a lower overall securities turnover compared to 2022, in 2023, income from trading commissions and membership fees reduced their share in operating revenues (28%). At the same time, income from the supply of information (25%) and income from seminars (6%) recorded a larger share in total operating revenues.
Figure 5: Operating revenue structure
In 2023, EUR 1,026 thousand was generated on the basis of trading commissions and membership fees, which is EUR -141 thousand or -12% less compared to 2022, when they amounted to EUR 1,167 thousand. At the end of 2023, the Zagreb Stock Exchange had a total of 12 members, one member less than in 2022, and the Ljubljana Stock Exchange had 9 members, same as at the end of 2022. Income from membership fees is higher by EUR 3.5 thousand or +5.6% and amount to EUR 65 thousand.
Income from quotation maintenance decreased from EUR 1,115 to EUR 1,086 thousand (EUR -29 thousand or -2.6%). At the end of 2023, 87 shares (2022: 92), 31 bonds (2022: 30), 7 treasury bills (2022: 14) and 4 ETFs (2022: 2) were listed on the Regulated Market of the Zagreb Stock Exchange, while 23 shares (2022: 24), 28 bonds (2022: 28), 1 commercial paper (2022: 1), 13 treasury bills (2022: 7), and 2 structured products (2022: 7) were listed on the Ljubljana Stock Exchange.
In 2023, income from quotation fees decreased significantly from EUR 233 to EUR 155 thousand (EUR -78 thousand or -33%) compared to the previous year. During 2023, sixteen treasury bills, four bonds and two ETFs were listed on the Zagreb Stock Exchange, while in 2022, two shares, five bonds and fourteen treasury bills were listed. On the Ljubljana Stock Exchange three bonds, twenty-seven treasury bills and one commercial paper were listed in 2023, and in 2022, one share, three bonds, seven treasury bills, one commercial paper and two ETFs were listed.
Figure 6: Sales revenue structure
Other operating income increased by EUR +106 thousand or +8.6% compared to 2022 (from EUR 1,231 to EUR 1,338 thousand) due to the growth of revenues from from the supply of information that amount to EUR 902 thousand (EUR +71 thousand or +8.5%), revenues from assigning and administering LEIs which amount to EUR 79 thousand (EUR +14 thousand, or +22%), and increase in revenues from seminars that increased by EUR +45 thousand or +27.8% and amount to EUR 206 thousand. Revenues from the supply of information have the largest share in other operating income (67%), which also includes income from real-time data distribution rights paid by members.
Figure 7: Other operating income structure
Total operating expenses in 2023 amounted to EUR 3,613 thousand, which is an increase of EUR +56 thousand or +1.6% (in 2022 they amounted to EUR 3,557 thousand).
Figure 8: Operating expenses
As previously mentioned, the growth of operating expenses in 2023 is mainly related to the general price increases as a result of increased inflation rates, which in turn, reflected on the increase in costs of software and licensing. In 2023, staff costs decreased from EUR 1,854 to EUR 1,774 thousand (EUR -80 thousand or -4.3%). Depreciation increased by EUR +54 thousand or +21% (from EUR 254 to EUR 308 thousand).
Figure 9: Other operating expenses structure
Other operating expenses increased from EUR 1,448 to EUR 1,531 thousand (EUR +82 thousand or +5.7%) and contributed the most to the increase in total operating expenses. Among them, the most significant is the increase in the costs of software and licensing from EUR 605 to EUR 664 thousand (EUR +59 thousand or +9.7%) which continued to have the largest share in other operating expenses (43%) in 2023.
In 2023, the net profit for the period amounted to EUR 64 thousand; a decrease of EUR -22 thousand or -25.4% compared to the previous year when the net profit amounted to EUR 86 thousand. Besides the decrease in the income from trading commissions and memberships (-12%), which traditionally accounts for about 45% of sales revenue and about 28% of the total revenues of the Group, revenues from quotation fees also decreased (-33%). The Group successfully increased revenues from other bases, where it is necessary to highlight revenues the supply of information (+8.5%), revenues from assigning and administering LEIs (+22%) and revenues from seminars (+27.8%). Operating profit before interest, taxes, depreciation and amortization decreased compared to the previous year (EUR -144 thousand) and in 2023 amounted to EUR 300 thousand.
Figure 10: Net profit for the period and EBITDA
As of December 31, 2023, the Group's total assets amounted to EUR 7,167 thousand, which is -0.2% less than on the last day of 2022.
| EUR 2022 | EUR 2023 | change | |
|---|---|---|---|
| Non-current assets | 3,386,723 | 3,235,702 | -4.46% |
| Deferred tax assets | 17,658 | 0 | -100.00% |
| Current assets | 3,793,175 | 3,932,131 | 3.66% |
| Contract assets | 66,264 | 55,293 | -16.56% |
| Trade receivables | 467,053 | 540,245 | 15.67% |
| Short-term deposits | 1,399,917 | 3,041,180 | 117.24% |
| Cash and cash equivalents | 1,822,473 | 273,683 | -84.98% |
| Prepaid expenses | 37,468 | 21,729 | -42.01% |
| Total assets | 7,179,898 | 7,167,833 | -0.17% |
| Capital and reserves | 5,854,882 | 5,993,657 | 2.37% |
| Long term obligations | 287,710 | 185,025 | -35.69% |
| Current liabilities | 1,037,306 | 989,151 | -4.64% |
| Total equity, reserves and liabilities | 7,179,898 | 7,167,833 | -0.17% |
Table 3: Balance Sheet on 31 December
The structure of the balance sheet has changed compared to 2022. On the liabilities side the share of equity and reserves increased compared to the previous year, while on assets side the share of non-current assets reduced, while the share of current assets increased in the total assets and liabilities structure of the Group.
Figure 11: Assets and Liabilities Structure
In the first quarter of 2024, the Group continued its successful business operations from the end of the previous year. Due to the financial results achieved in 2023, the successful beginning of 2024, and the projections for the remainder of 2024, the Management Board believes that the unlimited continuation of business is not threatened. The war in Ukraine and sanctions against the Russian Federation are affecting economies in Europe and the world. The Group has no significant exposure in Ukraine, Russia and Belarus. However, the effect on the general economic situation may require a revision of certain assumptions and estimates, which may lead to adjustments in the carrying amount of certain assets and liabilities during 2024. The Group, like all other business entities, is prone to risks related to the increase of prices of goods and services, and as such is aware of the increased risks caused by inflation which continues in the future period, although current economic indicators and forecasts point to the inflation rate slowing down significantly. The long-term effects may affect business volume, cash flows and profitability. It is expected that interest rates stabilize in 2024, and even a reduction of the interest rates might affect the Group’s financial results. Regardless of the aforementioned, on the date of publishing of these financial reports, the Group continues to meet all of its obligations, is highly capitalized and has significant free assets at its disposal, and therefore, applies the principle of indefinite operations as an accounting basis for the preparation of financial statements. Apart from the above, no other business events or transactions have occurred after the balance sheet date that would have a material impact on the financial statements on or for the period then ended or are of such importance to the Group's operations that it would require disclosure in the management report.
In 2024, the Group will continue to focus on raising Corporate Governance and reporting standards on the regulated market. The Group will also focus on greater promotion of existing issuers, with a focus on the Prime Market. During September 2023, activities related to promotion of the issuers in the tourism sector were initiated, with the goal of profiling the Croatian capital market as the leading place for financing tourism companies in South-East Europe, and increasing their visibility via the official website and associated communication channels.In 2024, The Group will focus on preparing the issuers for non-financial reporting requirements, which will come into force for all listed companies on the Zagreb Stock Exchange over the period of next three years. The Group will continue to develop internal IT services that will be used by the Zagreb and Ljubljana Stock Exchanges, and thus further reduce the need for external suppliers. 15 In 2024, The Group will press on with previously initiated projects, placing the greatest emphasis on the projects related to the implementation of new technologies to market activities, regional SME capital market development (Progress), and education of market participants regarding green bond listings withing the framework of the MESTRI CE project which is financed by the European union. The Group will continue efforts in promoting ESG listings and issuer activities. During 2024, the Group will also focus on compliance activities for the upcoming Digital Operational Resilience Act (DORA) regulation which will provide detailed cyber security and risk management requirements for entities in the financial sector. DORA will come into effect in January, 2025.
The Group has pressed on with continuous efforts at developing and improving its own service offering and at expanding service provision to the Slovenian market as well. The beginning of 2023 marked the successful transition to euro as the official currency of the Republic of Croatia, and Zagreb Stock Exchange continued the activities on adjusting its services, publications and procedures according to the new currency. In the second quarter of 2023, the Group successfully completed an initiated migration of legacy services used by Ljubljana Stock Exchange and provided by Vienna Stock Exchange. Zagreb Stock Exchange thus further strengthened its position as the leading trading service provider for the entire Zagreb Stock Exchange Group, actively reducing costs and dependence on external service providers. On May 15, 2023, Zagreb Stock Exchange, Inc. successfully completed the seventh annual accreditation process as a Local Operating Unit authorized to issue LEI codes, issued by the Global Legal Entity Identifier Foundation (GLEIF). By the end of 2023, the Group successfully completed the implementation of two new trading system releases and other infrastructure optimization activities.
On December 31, 2023, the Zagreb Stock Exchange owns a total of 8,396 of own shares, which make up for 0.3611% of the Exchange’s total issued share capital. 16
Figure 12: Zagreb Stock Exchange Group
On 30 December 2015, the Zagreb Stock Exchange took over a 100% participation in company Ljubljana Stock Exchange Inc. The issued share capital of Ljubljana Stock Exchange on 31 December 2022 is EUR 1,401,000, and the Zagreb Stock Exchange participates with 100%. Ivana Gažić, President of the Management Board of the Zagreb Stock Exchange, is the President of the Supervisory Board of the Ljubljana Stock Exchange, and the members of the Supervisory Board as of 31 December 2022 are Tomislav Gračan, Member of the Management Board of the Zagreb Stock Exchange, and Matko Maravić, Member of the Supervisory Board of the Zagreb Stock Exchange.
SEE Link LLC., is a company seated in Skopje established by the Bulgarian, Macedonian and Zagreb Stock Exchanges in May 2014 with the aim of setting up the regional infrastructure for trading in securities listed in those three exchanges, holding equal equity participations. The issued share capital of SEE LINK is 80,000 EUR and Zagreb Stock Exchange participates with 33.33%. Manyu Moravenov, Executive Director of the Bulgarian Stock Exchange, is the President of the Supervisory Board of SEE Link. Ivana Gažić, President of the Management Board of the Zagreb Stock Exchange, and Ivan Steriev, President of the Management Board of the Macedonian Stock Exchange, are members of the Supervisory Board of SEE Link.
Funderbeam South-East Europe d.o.o. is a company that the Zagreb Stock Exchange founded in 2016 together with company Funderbeam Ventures OÜ. The issued share capital of the company is HRK 244,000, and the Exchage participates with 30%.
Macedonian Stock Exchange, Inc., a company seated in Skopje. The issued share capital of Macedonian Stock Exchange amounts to EUR 1,695,029.03, in which the Zagreb Stock Exchange, Inc. holds a total of 837 shares, i.e., 29.98% of the issued share capital. Ivana Gažić, president of the Management Board of Zagreb Stock Exchange, is a member of the Supervisory Board of the Macedonian Stock Exchange.
Adria Digital Exchange LLC., a company seated in Zagreb, founded in 2023 with the goal of detailed analysis and development of potential for trading and managing of virtual assets. The share capital of 17 the company is EUR 5,000, in which the Zagreb Stock Exchange, Inc. participates with 24%. Tomislav Gračan, member of the Management Board of Zagreb Stock Exchange, fulfills the role of director at the company.
Central Depository & Clearing Company, Inc., seated in Zagreb. The issued share capital of the company amounts to EUR 12,545,620, in which the Zagreb Stock Exchange, Inc. holds a total of 1,259 shares, i.e., 1.27 % of the issued share capital.
EuroCPT B.V., a company seated in Amsterdam, founded in 2023 with the goal of supplying consolidated trading data in the European Union. The share capital of the company is EUR 99.53, in which the Zagreb Stock Exchange, Inc. participates with 0.05%.
The Group is fully funded by its own capital. The financial instruments the companies in the Group invest in are investment funds (money market and bond funds) and deposits (a vista and fixed-term deposits).
The Group’s Business operation risks are detailed in the notes to the financial statements (Note 22). 18
In 2023, the orderbook turnover amounted to EUR 371 million, -5.3% less than in 2022, as a result of lower block turnovers, while the orderbook turnover recorded growth. From the total orderbook turnover in 2023, shares turnover amounted to EUR 267 million which is an increase of +17.5% (2022: EUR 227 million), bond turnover amounted an impressive EUR 39 million which is an increase of 135.7% (2022: EUR 16.5 million), ETF turnover increased by +58.4% and amounted to EUR 16 million (2022: EUR 10 million). The equity block turnover amounted to EUR 49 million which is a decrease by 72.8% compared to 2022 (2022: EUR 138.5 million). Debt block turnover was recorded for the first time since 2021, and amounted to EUR 11.7 million.
| EUR | 2019 | 2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|---|
| Orderbook turnover | 328,044,957 | 342,137,423 | 260,415,421 | 254,183,661 | 322,392,362 |
| Stocks | 289,219,560 | 305,298,798 | 230,867,972 | 227,453,541 | 267,231,559 |
| Bonds | 38,825,398 | 33,930,510 | 23,528,210 | 16,590,759 | 39,102,749 |
| ETFs | - | 2,908,115 | 6,019,239 | 10,139,362 | 16,058,055 |
| Total Block Turnover | 69,360,634 | 73,145,212 | 76,661,552 | 138,556,558 | 49,394,997 |
| Equity Block Turnover | 69,360,634 | 73,145,212 | 69,979,636 | 138,556,558 | 37,617,572 |
| Debt Block Turnover | - | - | 6,681,917 | - | 11,777,425 |
| Total Turnover | 397,405,591 | 415,282,635 | 337,076,973 | 392,740,219 | 371,787,359 |
Table 4: ZSE securities turnover
Figure 13: ZSE turnover by type of security
19
The market value measured by market capitalization as of 31 December 2023 has increased by EUR 6.4 billion compared to the end of 2022. The equity market capitalization increased by EUR +4,9 billion or +27.2% in total, with the market capitalization of the Prime Market increasing by +29%, the Official Market by +16.6%, and the Regular Market by 35.1%. The market capitalization of bonds increased by +9.5%, while the market capitalization of ETFs increased by an impressive +215.4%.
| 2022 | 2023 | change | 2022 | 2023 | change | |
|---|---|---|---|---|---|---|
| Market Capitalization (EUR) | Number of listed securities | |||||
| Shares | 18,020,297,839 | 22,921,642,696 | 27.20% | 92 | 87 | -5.43% |
| Prime Market | 3,776,765,393 | 4,872,990,193 | 29.03% | 6 | 6 | 0.00% |
| Official Market | 6,480,465,545 | 7,560,463,836 | 16.67% | 20 | 20 | 0.00% |
| Regular Market | 7,763,066,900 | 10,488,188,667 | 35.10% | 66 | 61 | -7.58% |
| Bonds | 16,329,871,735 | 17,879,846,903 | 9.49% | 30 | 31 | 3.33% |
| ETFs | 7,476,860 | 23,581,647 | 215.40% | 2 | 4 | 100.00% |
| Money Market Instruments | / | 12 | 7 | -41.67% | ||
| TOTAL | 34,357,646,434 | 40,825,071,246 | 18.82% | 136 | 129 | -5.15% |
Table 5: Market Capitalization and number of listed securities
Compared to 31 December 2022, at the end of 2023, a total of five shares less were listed on the Regular Market, while the number of shares listed on the Prime and Official Markets remained unchanged.
Figure 14: Equity Market Capitalization and number of stocks listed
20
All equity indices recorded growth compared to 2022. The strongest increase was that of CROBEXindustrija (+56%), followed by CROBEXprime (+41.2%) and CROBEXplus (+31.5%). The regional index ADRIAprime increased by a significant +32.4%, the bond index CROBIStr increased by +1.8%, while CROBIS decreased by -0.8%.
| Index | 31.12.2022. | 31.12.2023. |# Table 6: Indices - value and turnover
| Turnover (EUR) 2022 | Turnover (EUR) 2023 | change | ||||
|---|---|---|---|---|---|---|
| CROBEX | 1.979,88 | 2.533,92 | ||||
| 190,434,945 | 216,827,639 | 13.9% | ||||
| CROBEXtr | 1.415,96 | 1.881,34 | ||||
| 190,434,945 | 216,827,639 | 13.9% | ||||
| CROBEX10 | 1.156,15 | 1.548,60 | ||||
| 139,159,613 | 175,720,436 | 26.3% | ||||
| CROBEX10tr | 1.222,39 | 1.683,53 | ||||
| 139,159,613 | 175,720,436 | 26.3% | ||||
| CROBEXprime | 1.149,64 | 1.622,76 | ||||
| 92,174,406 | 103,070,128 | 11.8% | ||||
| CROBEXplus | 1.360,86 | 1.789,63 | ||||
| 185,536,320 | 215,185,939 | 16.0% | ||||
| CROBEXindustrija | 1.048,52 | 1.636,40 | ||||
| 30,733,192 | 33,757,427 | 9.8% | ||||
| CROBEXkonstrukt | 554,21 | 523,32 | ||||
| 2,560,028 | 2,643,039 | 3.2% | ||||
| CROBEXnutris | 726,5 | 931,64 | ||||
| 34,621,239 | 51,221,059 | 47.9% | ||||
| CROBEXtransport | 1234,04 | 1.497,91 | ||||
| 26,163,421 | 18,074,300 | -30.9% | ||||
| CROBEXturist | 3.526,57 | 4.114,36 | ||||
| 33,790,474 | 34,541,291 | 2.2% | ||||
| CROBIS | 96,63 | 95,87 | ||||
| 705,831,223 | 543,408,644 | -23.01% | ||||
| CROBIStr | 168,49 | 171,44 | ||||
| 705,831,223 | 543,408,644 | -23.01% | ||||
| ADRIAprime | 1.302,88 | 1.724,76 |
The most traded share in 2023 was that of Podravka d.d., followed by Span d.d., Valamar Riviera d.d., Zagrebačka banka d.d., and Hrvatski telekom d.d. The first five most liquid shares make up of 36.5% of the total orderbook turnover of Zagreb Stock Exchange.
| Rank | Ticker | Issuer | Turnover (EUR) | Turnover share |
|---|---|---|---|---|
| 1 | PODR | PODRAVKA d.d. | 44,022,681 | 11.8% |
| 2 | SPAN | SPAN d.d. | 30,790,402 | 8.3% |
| 3 | RIVP | VALAMAR RIVIERA d.d. | 23,840,299 | 6.4% |
| 4 | ZABA | ZAGREBAČKA BANKA d.d. | 18,590,621 | 5.0% |
| 5 | HT | HT d.d. | 18,427,050 | 5.0% |
| Ostali | 236,116,306 | 63.5% | ||
| UKUPNO | 371,787,359 | 100.00% |
At the end of 2023, the Exchange had 12 members, and the top five members of the Exchange with the highest turnover in 2023 are listed in the following table:
| Rank | Member | Turnover(EUR) | Turnover share |
|---|---|---|---|
| 1 | INTERKAPITAL VRIJEDNOSNI PAPIRI D.O.O. | 201,420,582 | 27.0% |
| 2 | ZAGREBAČKA BANKA D.D. | 94,707,129 | 12.7% |
| 3 | PRIVREDNA BANKA ZAGREB D.D. | 79,888,777 | 10.7% |
| 4 | FIMA-VRIJEDNOSNICE D.O.O. | 73,910,254 | 9.9% |
| 5 | ERSTE&STEIERMARKISCHE D.D. | 65,531,080 | 8.8% |
| Others | 230,226,817 | 30.9% | |
| TOTAL | 745,684,638 | 100.00% |
The turnover of the first five members of the Exchange accounts for slightly more than 70% of the total turnover.
The total securities turnover on the Ljubljana Stock Exchange in 2023 amounted to EUR 330 million which is a decrease of -23.4% compared to the volatile 2022. The equity turnover within the orderbook is lower by -26.5% and in 2023 amounts to EUR 283.8 million. At the same time, bonds turnover reached the amount of EUR 1.2 million (2022: EUR 110.8 thousand), and the turnover of the structured products was EUR 369 thousand (2022: EUR 385 thousand). The equity block turnover in 2023 is EUR 36.5 million, which is a decrease of -17.7% compared to last year (2022: EUR 44 million), while the debt block turnover is not recorded as in the same period last year.
| 2022 | 2023 | change | |
|---|---|---|---|
| Securities turnover and Equity Market Capitalization (EUR) | |||
| Total turnover | 430,930,296 | 330,170,251 | -23.4% |
| Orderbook turnover | 386,606,417 | 293,682,863 | -24.0% |
| Stocks | 386,110,298 | 283,874,306 | -26.5% |
| Bonds | 110,801 | 1,201,762 | 984.6% |
| T-bills | / | 8,236,903 | |
| Structured products | 385,318 | 369,892 | -4.0% |
| Block turnover | 44,323,879 | 36,487,388 | -17.7% |
| Equity Block | 44,323,879 | 36,487,388 | -17.7% |
| Debt Block | 0 | 0 | 0.0% |
| Equity Market Cap. on December 31 | 7,631,969,389 | 9,158,660,695 | 20.0% |
| Indices values on December 31 | |||
| SBITOP | 1.046,13 | 1.253,41 | 19,8% |
| SBITR | 1.318,78 | 1.685,41 | 27,8% |
Compared to December 31, 2022, the equity market capitalization has increased by +20% and on the last day of 2023 amounted to EUR 9.2 billion. From the last value on September 31, 2022, the SBITOP index increased by +19.8% and amounts to 1.253,41, while the SBITR index increased by an impressive +27.8%, ending December 2023 at a value of 1.685,41.
Zagreb and Ljubljana Stock Exchanges provide regular support to members regarding the exchanges’ trading process. This includes both configuring and maintenance of the trading system itself, and the preparation of various support applications used for trading. In that respect, the Exchanges actively communicate with members during the implementation of new trading system functionalities and other changes that might reflect on the members’ business. The focus is especially on own member-side applications, developed using the FIX (a Vienna Stock Exchange version – CEESEG FIX) protocol interface. In cooperation with the Vienna Stock Exchange, the Exchanges provide support to members when developing their own applications and conduct initial certification of their software solutions. Zagreb Stock Exchange, as the most important service provider to Ljubljana Stock Exchange, also provides other forms of technical support for both Exchanges’ members, and has developed a dedicated collaboration website (http://it.zse.hr) for users to submit their support requests directly to the Information and Technology Development Department.
Zagreb and Ljubljana Stock Exchanges provide advisory and expert support to all issuers listed on the Regulated or Progress market, while working closely with issuers regarding compliance with the provisions of the Capital Market Act, EU Directive 596/2014, the Rules of the Exchange and other regulations. Zagreb Stock Exchange also monitors issuers and securities listed on the Regulated or the Progress market in order to ensure that the issuers and their listed securities meet all necessary obligations provided by the Rules of the Exchange. Every year, the Zagreb Stock Exchange organizes a joint education for the issuers on the Regulated Market in co-operation with the Croatian Financial Services Supervisory Agency and the Central Depository and Clearing Company. Participation in the education is free, and is highly recommended to all issuers since it covers trending topics on the capital market. Zagreb Stock Exchange licenses authorized advisors on the Progress Market and monitors the entire application process for trade listing on the Progress Market. It also handles trade supervision and ensures that issuers fulfill their obligations towards the Exchange after they have listed on the Progress Market. The Zagreb Stock Exchange strategy, among other things, includes continuous education of issuers in order to increase the level of transparency and Corporate Governance in all market segments, especially following the significant change to the Exchange Rules in December 2019, regarding the supervising of issuers in terms of fulfilling post-listing obligations. It is estimated that the changes to the Rules played a significant role in the raising the quality and timeliness of reporting on the Regulated market.
Zagreb Stock Exchange internal controls system consists of procedures and processes for monitoring of business efficiency, financial reports reliability and legal compliance. All employees, including the Management and Supervisory Board, are included in internal controls system enforcement. The Exchanges enforce the internal controls system through two independent control functions: compliance with the relevant regulations function and the internal audit function. These control functions process and monitor the work of all organizational units, company activities and support services in their internal documents. Risk management is a set of procedures and methods for determining, measuring, assessing, controlling and monitoring risks and also reporting on the risks to which the Exchange is or might be exposed in its operations. Both Exchanges have adopted a number of procedures related to risk management, including but not limited to: Risk management policy, Conflict of interest policy, Information system risk management, Self-assessment procedure for compliance with Art. 48. MIFID II, The procedure for admission to membership and termination of membership, which contains the annual evaluation of the members of the Exchange, Service agreements management procedure, Crisis management procedure etc. The internal auditors of the Group are: − Antares revizija d.o.o. for Zagreb Stock Exchange − Arem d.o.o. and Vezjak svetovanje d.o.o. for Ljubljana Stock Exchange Internal auditors for the Group compiles the following documents: − Strategic internal audit plan (for Zagreb Stock Exchange), − Mid-term plan (for Ljubljana Stock Exchange) − Annual internal audit plan (for both Exchanges). In order to successfully manage risks that affect completion of the Group’s objectives, the Group assesses risks by identifying and analysing them. Considering the Group’s determined objectives and defined core processes, the Group has identified and determined risks that could influence the Group’s business processes. The list of risks does not encompass all risks, but only those on a higher level. Other, more detailed risks (lower level risks) are identified during the internal audit of business processes. The risks are grouped by the Group’s organizational units that perform specific business processes within the company and by other risks that are connected with the Group’s business in general. Considering the previously defined Group’s core business processes and determined risks, the Group has adopted Risk assessment with regard to their impact on business processes. Risk assessment encompasses every process’s inherent risk and during the assessment, the very nature of those processes and best practice were taken into consideration. Based on the risk assessment results, main areas that will be covered by internal audit procedures and measures that will prevent the occurrence of risky events have been established.# Statement on the application of the Corporate Governance Code
Risk monitoring is not separated and entrusted to Group’s independent organizational unit, but to one or more Group’s departments, depending on the type of risk. Therefore, every employee of the Group is included in the Group’s risk management. Each organizational unit, depending on the identified risks and risk management system, is in charge of risk monitoring and cooperation with other organizational units, especially with the Management Board who makes decisions on individual risk management and its control. In addition, two mutually independent control functions are involved in Group’s risk management system: compliance with relevant regulations function and the internal audit function performed by an external independent company.
Pursuant to provision of Article 272, paragraph, in conjunction with provision of Article 250a, paragraph 4 of the Companies Act (Official Gazette no. 111/93, 34/99, 52/00, 118/03, 107/07, 148/08, 137/09, 125/11, 152/11, 111/12, 68/13, 110/15, 40/19, 34/22, 114/22, 18/23, 130/23; hereinafter: CA) and provision of Article 22 of the Accounting Act (Official Gazette no. 78/15, 134/15, 120/16, 116/18, 42/20, 47/20, 114/22, 82/23; hereinafter: AA), the Management Board of company ZAGREB STOCK EXCHANGE Inc., Zagreb, Ivana Lučića 2a (hereinafter: the Company), on 29 April 2024, issued the following STATEMENT on the application of the Corporate Governance Code
Top ten shareholders on 31 December 2023:
| Shareholder | No. of shares | Ownership % |
|---|---|---|
| FINA | 231,553 | 9.9900% |
| RR ONE CAPITAL d.o.o. | 231,553 | 9.9900% |
| PBZ CO OMF | 231,400 | 9.9834% |
| INTERKAPITAL D.D. | 199,750 | 8.6179% |
| BAKTUN, LLC | 182,478 | 7.8727% |
| EBRD | 120,000 | 5.1772% |
| INSPIRIO ZAIF d.d. | 114,000 | 4.9184% |
| OTP BANKA d.d. | 105,900 | 4.5689% |
| HPB d.d. | 92,300 | 3.9821% |
| ERSTE & STEIRMARKISCHE BANK d.d. | 76,400 | 3.2962% |
| Others | 732,246 | 31.6032% |
| Total | 2,317,580 | 100.0000% |
Pursuant to the Articles of Association of the Company, shareholder's voting rights are not limited to a certain percentage or number of votes, and there are no time limitations for acquisition of voting rights. Each ordinary share provides a right to one vote in the General Assembly. Rights and obligations of the Company deriving from the acquisition of own shares are met in accordance with the provision of the CA. On December 31, 2023, the Company owns a total of 8,396 of own shares, which make up for 0.3611% of the Company’s total issued share capital.
5. Management Board of the Company consists of two members. Mrs Ivana Gažić performs duties of the President of the Management Board, and Mr Tomislav Gračan performs duties of the member of the Management Board. The Management Board runs Company business operations in line with the Articles of Association and legal regulations. The Management Board is appointed and dismissed by the Supervisory Board that on 31 December 2023 consists of the following members:
* Matko Maravić, president
* Tomislav Jakšić, deputy president
* Dražen Čović
* Bente Avnung Landsnes
* Silvije Orsag
* Ivan Sardelić
Activities of the Supervisory Board in 2023 included:
* Adoption of the consolidated and unconsolidated quarterly, biannual and annual financial reports of the Company,
* Approving of amendments to the Company's Rules of procedure and other strategic documents,
* Receiving information from the Management Board of the Company and the Group's subsidiaries
* Electing the vice-president of the Supervisory Board, members of the Audit, Strategy and Remuneration Committees,
* Deciding on the date, agenda and proposals of resolutions of the Company's General Assembly,
* Approving the annual Code of Corporate Governance Questionnaire
* Adopting the yearly Internal Audit Plan,
* Deciding on suitability of the members of the Management Board
* Approving the Company's Business Plan and Buget
* Determining of the full text of the Company's Articles of Association
During 2023, the Supervisory Board held a total of six meetings, attended by members:
* Matko Maravić, president (100%)
* Tomislav Jakšić, vice president (100%)
* Dražen Čović (50%)
* Bente Avnung Landsnes (100%)
* Silvije Orsag (100%)
* Ivan Sardelić (100%)
The composition of the the Management and Supervisory Boards in 2023 includes members of different genders, age, profiles and experience in order to ensure diverse perspectives in decision-making. The Company intends to bring to attention the need to increase the number of women in the Supervisory Board in the future.
6. There are several boards / committees of the Supervisory Board in the Company which provides expert support to the Supervisory Board and the Management board. The members of these boards / committees are appointed and recalled by the Supervisory Board. The Supervisory Board has established the Audit Committee composed of three members, namely: Matko Maravić, Ivan Sardelić, Silvije Orsag.
Activities of the Audit Committee in 2023 included:
* Detailed analysis of the Company's consolidated and unconsolidated quarterly, biannual and annual financial reports,
* Supervision of the Company's expenses,
* Supervision of the audit of the annual financial reports for 2022,
* Issuing recommendations to the Supervisory Board in regards to the choice of the Company's auditor,
* Issuing an opinion in regards to the Strategic and yearly Internal Audit plan.
During 2023, the Audit Committee held a total of five meetings, attended fully by all members. The Supervisory Board has established Remuneration Committee composed of two members, namely: Matko Maravić, Tomislav Jakšić.
Activities of the Remuneration Committee in 2023 included:
* Supporting the Supervisory Board in the procedure of proposing a reward policy for the members of the Management Board,
* Proposing objective criterion to accurately assess business success which forms a base for the reward policy for the members of the Management Board,
* Issuing a proposal to the Supervisory Board regarding the reward amounts for the Management Board following the adoption of the annual financial reports,
* Issuing an opinion to the Supervisory Board regarding the Management Board’s proposal for reward payment to the Company’s employees.
During 2023, the Remuneration Committee held one meeting, attended fully by all members. The Supervisory Board has established Strategy Committee composed of six members, namely: Dražen Čović, Matko Maravić, Bente Avnung Landsnes Silvije Orsag.
Activities of the Strategy Committee in 2023 included:
* Supporting the Management Board in development, implementation and realization of strategic goals and the Company’s strategy in general,
* Assessment, consideration and revision of the Company’s key strategic determinants,
* Construction of the proposals of the Supervisory Board for adoption of the Company’s strategic goals
* Supervision of the implementation and/or realization of the set strategic goals of the Company and regular reporting to the Management and Supervisory Boards.
During 2023, the Strategy Committee held one meeting, attended by members: Bente Avnung Landsnes and Matko Maravić. The Supervisory Board has established Nomination Committee composed of three members, namely: Matko Maravić, Tomislav Jakšić, Silvije Orsag.Activities of the Nomination Committee in 2023 included:
* carrying out the procedure of initial, regular and extraordinary assessment of the suitability of candidates for members of the Exchange's Management Board and Supervisory Board, and collective assessment of the Exchange's Management Board and Supervisory Board;
* identification and recommendation of candidates for filling positions in the Company's Management Board and Supervisory Board,
* assessment of the balance of knowledge, skills, diversity and experience of the members of the Management Board and Supervisory Board of the Company;
* the decision on the goal for the representation of the underrepresented gender in the Management Board and the Supervisory Board of the Exchange and the preparation of a policy on how to increase the number of representatives of the underrepresented gender in the Management Board and the Supervisory Board of the Company;
* regular evaluation of the structure, size, composition and performance of the Company's Management Board and Supervisory Board;
* regular evaluation of the knowledge, skills and experience of individual members of the Management Board and the Supervisory Board as a whole and reporting to the Management Board and the Supervisory Board of the Company.
During 2023, the Nomination Committee held a total of three meetings, attended by members:
* Matko Maravić (100%)
* Tomislav Jakšić (100%)
* Silvije Orsag (67%).
In 2023, the Supervisory Board of the Zagreb Stock Exchange (hereinafter: the Stock Exchange and/or the Company) held a total of six (6) sessions on the following dates: February 22, April 26, July 25, September 12, 24 October, December 4 and December 8, 2023.
At the meetings of the Supervisory Board, the entire business of the company was considered, which includes current and preventive supervision. Members of the Company's Management Board also participated in the sessions of the Supervisory Board, presenting individual business areas and providing the necessary clarifications to the Supervisory Board. In this regard, the Supervisory Board assesses its cooperation with the Management Board as very successful.
During the supervision, the Supervisory Board paid particular attention to the examination of the legality of the business, both in the part of acting in accordance with the valid legal framework, and in relation to acting in accordance with the provisions of the Company's Articles of association.
The Supervisory Board adopted all reports of the Management Board submitted during 2023, and concludes that the achieved results are within the expectations and in accordance with the current economic environment. The Supervisory Board points out that according to the best knowledge and based on the data provided, the business data presented correspond to the situation shown in the business books of the Stock Exchange, as well as that they represent an objective, complete and true presentation of the Company's assets and liabilities.
The Supervisory Board fully and unreservedly accepts the conclusion of the Management Board that the preparation of financial statements based on the principle of going concern is appropriate.
Pursuant to provisions of Article 250a, paragraph 4 and Article 272, paragraph of the CA, and Article 22 of the AA, this Statement is a special section and integral part of the Company's Annual Report for 2023.
The Management Board of the Company is required to prepare consolidated financial statements for each financial year, which give a true and fair view of the financial position of the Company and its subsidiary (“the Group”) and of the results of its operations and cash flows, in accordance with International Financial Reporting Standards as adopted by the European Union.
The Management Board is responsible for implementing and maintaining proper accounting records relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. The Management Board has general responsibility for taking such steps as are reasonably available to it to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.
The Management Board is responsible for selecting suitable accounting policies to conform to applicable accounting standards and then applying them consistently; making judgments and estimates that are reasonable and prudent; and preparing the consolidated financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Management Board is also responsible for the preparation and content of the Management report and the statement of implementation of the Corporate Governance Code, as required by the Croatian Accounting Act (Official Gazette 78/15, 134/15, 120/16, 116/18, 42/20, 47/20, 114/22, 82/23), and the rest of other information (together “other information”).
The Management Board is responsible for the submission of the Annual report to the Supervisory Board which includes the consolidated financial statements and other information for acceptance, following which the Supervisory Board is required to consider, and if appropriate approve the consolidated annual financial statements for submission to the General Assembly for adoption. The consolidated financial statements and other information are approved by the Management Board on April 29, 2024 and are signed and verified for submission to the Supervisory Board.
Signed on behalf of the Zagreb Stock Exchange, Inc.:
| Notes | 2023 | 2022 | |
|---|---|---|---|
| EUR | EUR | ||
| Income statement | |||
| Sales revenue | 4 | 2,267,409 | 2,515,221 |
| Other operating income | 5 | 1,337,775 | 1,231,416 |
| Staff costs | 6 | (1,774,304) | (1,854,166) |
| Depreciation and amortization | 10,11,12 | (307,982) | (254,000) |
| Other operating expenses | 7 | (1,530,556) | (1,448,442) |
| Operating (loss) / profit | (7,658) | 190,029 | |
| Financial income | 8 | 37,859 | 2,500 |
| Financial expense | 8 | (10,944) | (13,166) |
| Dividend income | 32,593 | 13,474 | |
| Net gains / (losses) from financial assets at fair value through profit or loss | 26,533 | (95,291) | |
| Net foreign exchange loss | (1,002) | (3,932) | |
| Net finance gain / (loss) | 85,039 | (96,415) | |
| Share of profit / (loss) in joint venture and associates | (203) | (7,866) | |
| Profit before tax | 77,178 | 85,748 | |
| Income tax expense | 9 | (13,330) | (209) |
| Profit for the year | 63,848 | 85,539 |
The accounting policies and other notes form an integral part of these consolidated financial statements.
| Notes | 2023 | 2022 | |
|---|---|---|---|
| EUR | EUR | ||
| Profit for the year | 63,848 | 85,539 | |
| Other comprehensive income | |||
| Items that cannot be reclassified to profit or loss | |||
| Revaluation of fixed assets | 10 | - | (30,071) |
| Changes in the fair value of equity investments at fair value through other comprehensive income | 14 | 112,040 | 70,196 |
| Actuarial gains / losses | 2,495 | (2,204) | |
| Income tax on other comprehensive income on items that cannot be reclassified to profit or loss | (20,405) | 5,923 | |
| Items that can be reclassified to the income statement | |||
| Foreign currencies transactions - exchange differences on foreign operations | 47 | 6,862 | - |
| Total comprehensive income for the year | 158,025 | 136,245 | |
| Basic and diluted earnings per share | 19 | 0.03 | 0.04 |
The accounting policies and other notes form an integral part of these consolidated financial statements.
| Note | 31.12.2023 | 31.12.2022 (corrected) | 1.1.2022 (corrected) | |
|---|---|---|---|---|
| EUR | EUR | EUR | ||
| Assets | ||||
| Non-current assets | ||||
| Property and equipment | 10 | 1,086,374 | 1,191,836 | 1,134,975 |
| Intangible assets | 11 | 291,627 | 338,060 | 214,912 |
| Goodwill | 11 | 157,435 | 157,435 | 157,898 |
| Right-of-use assets | 12 | 252,190 | 356,129 | 429,103 |
| Investment in associate and joint venture | 13 | 1,238,436 | 1,237,395 | 19,387 |
| Financial assets at fair value through other comprehensive income | 14 | 149,093 | 26,163 | 223,496 |
| Long term deposits | 15 | 33,166 | 33,166 | 33,228 |
| Loans granted to associates | 15 | 27,381 | 28,881 | 28,891 |
| Deferred tax assets | 9 | - | 17,658 | - |
| Total non-current assets | 3,235,702 | 3,386,723 | 2,241,890 | |
| Current assets | ||||
| Trade receivables and other assets | 16 | 540,245 | 467,053 | 512,089 |
| Contract assets | 5 a) | 55,293 | 66,264 | - |
| Prepaid expenses | 21,730 | 37,468 | 81,109 | |
| Financial assets at fair value through profit or loss | 14 | 736,505 | 1,191,398 | 1,925,323 |
| Financial assets at amortized costs | 15 | 2,304,675 | 208,519 | 799,522 |
| Inventories | - | - | 825 | |
| Cash and cash equivalents | 17 | 273,683 | 1,822,473 | 1,543,759 |
| Total current assets | 3,932,131 | 3,793,175 | 4,862,627 | |
| Total assets | 7,167,833 | 7,179,898 | 7,104,517 |
The accounting policies and other notes form an integral part of these consolidated financial statements.# Zagreb Consolidated financial statements for the year ended 31 December 2023
| Note | 31.12.2023 | 31.12.2022 (corrected) | 1.1.2022 (corrected) |
|---|---|---|---|
| EUR | EUR | EUR | |
| Equity and reserves | |||
| Issued share capital | 3,076,315 | 3,076,316 | 6,164,128 |
| Share premium | 1,840,833 | 1,839,562 | 1,843,000 |
| Legal reserves | 18,714 | 18,714 | 18,749 |
| Treasury shares | (30,483) | (18,409) | - |
| Other reserves | 815,878 | 815,878 | - |
| Accumulated profit (losses) | 33,050 | (22,352) | (2,372,638) |
| Reserve from fer valuation of financial assets | 162,041 | 70,169 | - |
| Revaluation reserves | 101,095 | 101,095 | 125,832 |
| Actuarial profit / (losses) | (1,652) | (3,910) | (1,914) |
| Translation reserves | (22,134) | (22,181) | (29,255) |
| Total equity and reserves | 5,993,657 | 5,854,882 | 5,747,902 |
| Non-current liabilities | |||
| Lease liabilities | 151,236 | 251,402 | 321,065 |
| Contract liabilities | 6,485 | 12,703 | 18,919 |
| Employee benefit obligations | 26,144 | 23,605 | 6,626 |
| Deferred tax liabilities | 1,160 | - | 1,311 |
| Total non-current liabilities | 185,025 | 287,710 | 347,921 |
| Current liabilities | |||
| Trade and other payables | 343,737 | 330,840 | 340,244 |
| Lease liabilities | 100,166 | 96,925 | 96,711 |
| Contract liabilities | 498,633 | 510,337 | 503,288 |
| Accrued expenses | 46,615 | 99,204 | 68,451 |
| Total current liabilities | 989,151 | 1,037,306 | 1,008,694 |
| Total equity and liabilities | 7,167,833 | 7,179,898 | 7,104,517 |
The accounting policies and other notes form an integral part of these consolidated financial statements.
| Issued share capital | Share premium | Legal reserves | Treasury shares | Other reserves | Accumulated profit / (loss) | Reserve from fer value adjustment of financial assets | Revaluation reserves | Actuarial gains / losses | Translation reserve | Total |
|---|---|---|---|---|---|---|---|---|---|---|
| EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR |
| On January 1, 2022 | 6,164,128 | 1,843,000 | 18,749 | - | - | (2,372,638) | - | 125,832 | (1,914) | (29,255) |
| Profit for the year | - | - | - | - | - | 85,539 | - | - | - | - |
| Other comprehensive income | - | - | - | - | - | - | 70,196 | (24,148) | (2,204) | 6,862 |
| Total comprehensive profit / (loss) for the year | - | - | - | - | - | 85,539 | 70,196 | (24,148) | (2,204) | 6,862 |
| Other equity movements | ||||||||||
| - decrease of issued capital (Note 18) | (3,077,506) | - | - | - | 3,077,506 | - | - | - | - | - |
| covering the accumulated loss from other reserves (Note 18) | - | - | - | - | (2,261,545) | 2,261,545 | - | - | - | - |
| acquisition of treasury shares (Note 18) | - | - | - | (18,416) | - | - | - | - | - | - |
| foreign exchange differences due to the change of functional and presentation currency | (10,306) | (3,438) | (35) | 7 | (83) | 3,202 | (27) | (589) | 208 | 212 |
| Total other equity movements | (3,087,812) | (3,438) | (35) | (18,409) | 815,878 | 2,264,747 | (27) | (589) | 208 | 212 |
| As of December 31, 2022 | 3,076,316 | 1,839,562 | 18,714 | (18,409) | 815,878 | (22,352) | 70,169 | 101,095 | (3,910) | (22,181) |
The accounting policies and other notes form an integral part of these consolidated financial statements.
| Issued share capital | Share premium | Legal reserves | Treasury shares | Other reserves | Accumulated profit / (loss) | Reserve from fer value adjustment of financial assets | Revaluation reserves | Actuarial gains / losses | Translation reserve | Total |
|---|---|---|---|---|---|---|---|---|---|---|
| EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR |
| On January 1, 2023 | 3,076,316 | 1,839,562 | 18,714 | (18,409) | 815,878 | (22,352) | 70,169 | 101,095 | (3,910) | (22,181) |
| Profit for the year | - | - | - | - | - | 63,848 | - | - | - | - |
| Other comprehensive income | - | - | - | - | - | - | 91,872 | - | 2,258 | 47 |
| Total comprehensive profit / (loss) for the year | - | - | - | - | - | 63,848 | 91,872 | - | 2,258 | 47 |
| Other equity movements | ||||||||||
| acquisition of treasury shares (Note 18) | - | - | - | (17,256) | - | - | - | - | - | - |
| share based payment to the members of the Board (Note 18) | - | 1,271 | - | 5,182 | - | (8,446) | - | - | - | - |
| alignment of issued capital with the Companies Act (EUR) (Note 18) | (1) | - | - | - | - | - | - | - | - | - |
| Total other equity movements | (1) | 1,271 | - | (12,074) | - | (8,446) | - | - | - | - |
| As of December 31, 2023 | 3,076,315 | 1,840,833 | 18,714 | (30,483) | 815,878 | 33,050 | 162,041 | 101,095 | (1,652) | (22,134) |
The accounting policies and other notes form an integral part of these consolidated financial statements.
| Note | 2023 | 2022 |
|---|---|---|
| EUR | EUR | |
| Cash flow from operating activities | ||
| Profit before tax | 77,178 | 85,748 |
| Adjustments: | ||
| Depreciation and amortization | 307,982 | 254,000 |
| Unrealised profit (loss) from financial assets at fair value through profit or loss | (14,433) | 83,529 |
| Realised loss (profit) on sale of financial assets at fair value through profit or loss | (12,100) | 11,762 |
| Movement in impairment allowance for trade receivables | - | (12,135) |
| Dividend income | (32,593) | (13,474) |
| Interest income | (34,795) | (2,434) |
| Interest expense | 10,074 | 13,184 |
| Net foreign exchange | 1,002 | 11,057 |
| Loss from joint venture | 203 | 7,866 |
| Other income | (11,452) | (5,310) |
| Cash flow before changes in operating assets and liabilities | 291,066 | 433,793 |
| Changes in operating assets and liabilities | ||
| Decrease (Increase) in trade receivables and other assets | (73,192) | 56,233 |
| Decrease (Increase) in inventories | - | 824 |
| Increase (decrease) of trade and other payables | 27,814 | 3,100 |
| Increase (decrease) of contract obligations and accrued expenses | (37,582) | 16,098 |
| Change in operating assets and liabilities | (82,960) | 76,255 |
| Interest paid | (10,074) | (13,184) |
| Income tax paid | (14,917) | (11,873) |
| Net cash (inflow) from operating activities | 183,115 | 484,991 |
| The accounting policies and other notes form an integral part of these consolidated financial statements. |
| Note | 2023 | 2022 |
|---|---|---|
| EUR | EUR | |
| Cash flow from investing activities | ||
| Payment for fixed assets | (28,809) | (193,567) |
| Payments for intangibles | (28,014) | (170,102) |
| Payments for financial assets at fair value through profit and loss | (378,130) | (100,152) |
| Payments for financial assets at fair value through other comprehensive income | (10,891) | - |
| Payments for shares in associates | (1,200) | (958,195) |
| Proceeds from sale of financial assets at fair value through profit or loss | 481,426 | 735,476 |
| Payments for treasury shares | (17,256) | (18,416) |
| Dividend payments | (1,994) | - |
| Payments for deposits | (1,719,000) | (8,139) |
| Repayment of short-term deposits and borrowings | 1,500 | 597,508 |
| Proceeds from dividends | 32,593 | 13,474 |
| Interest received | 34,795 | 2,352 |
| Net cash (outflow)/inflow from investing activities | (1,634,980) | (99,761) |
| Cash flow from financing activities | ||
| Repayment of lease liabilities | (96,925) | (101,754) |
| Net cash outflows from financing activities | (96,925) | (101,754) |
| Net increase in cash and cash equivalents | (1,548,790) | 283,476 |
| Cash and cash equivalents at the beginning of the year | 1,822,473 | 1,540,880 |
| Effects of exchange rate changes on cash and cash equivalents | - | (1,883) |
| Cash and cash equivalents at the end of the year | 273,683 | 1,822,473 |
| The accounting policies and other notes form an integral part of these consolidated financial statements. |
Zagrebačka burza d.d. (“Zagreb Stock Exchange” or “the Company”) is a joint stock company domiciled in Republic of Croatia and registered at the Commercial Court in Zagreb on 5 July 1991. The address of the Company’s registered office is Eurotower, 22nd floor, Ivana Lučića 2a/22, Zagreb, Croatia. During 2023 there were no changes in the name of the Company or any other way of designating the reporting entity. The business activities of the Company include: management of the regulated market; collection, processing and publishing of trading data; management of Multilateral Trading Facility; development, maintenance and disposition of computer software used for management of the regulated market and collection, processing and publishing of the data on securities trading; organizing and providing professional trainings for participants of capital markets. At the year end the Company was owned by 195 shareholders (31 December 2022: 194 shareholders). The Company does not have an ultimate parent company. The activities of the Company are regulated by Croatian Agency for Supervision of Financial Services ("HANFA") and the activities of the Ljubljanska borza d.d. are regulated by the Slovenian Securities Market Agency (“ATVP”). The Zagrebačka burza d.d. Group (“the Group”) consists of Zagrebačka burza d.d Zagreb, Republic of Croatia, foreign subsidiary Ljubljanska borza d.dLjubljana, Republic of Slovenia. The Group also has investments in joint venture SEE Link Ltd, Skopje, Republic of North Macedonia and associates Funderbeam South-East Europe d.o.o Zagreb, Republic of Croatia, Makedonska berza a.d Skopje, Republic of North Macedonia and Adria Digitac Exchange Ltd, Zagreb, Republic of Croatia. These financial statements comprise consolidated financial statements of the Group as defined in International Financial Reporting Standard 10 (IFRS 10) Consolidated Financial Statements. Zagreb Stpcl exchange Ing. prepares separate financial statements, which are published as a separate document.
These financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by European Union („IFRS“). These financial statements were authorized for issue by the Management Board on April 29, 2024 for submitting for approval by the Supervisory Board.## b) Adoption of new or amended standards and interpretations of International Financial Reporting Standards
The following amendments to the existing standards, in effect as of 1 January 2023, are adopted by the EU, but had no significant effect on the Group:
Several new standards and interpretations have been published that are mandatory for annual periods beginning on or after January 1, 2024, that have been adopted by the EU and that the Group has not previously adopted.
Unless otherwise stated above, the new standards and interpretations are not expected to significantly affect the Group's financial statements.
Several new standards and interpretations have been published that are mandatory for annual periods beginning on or after January 1, 2024, or later, which have not been adopted by the EU and which the Group has not previously adopted.
Unless otherwise stated above, the new standards and interpretations are not expected to significantly affect the Group’s financial statements.
Financial statements are prepared on a historical cost basis, except for financial assets at fair value through profit or loss, financial assets at fair value through other comprehensive income, land and buildings which are measured at fair value.
On January 1, 2023, the official monetary currency and official means of payment in the Republic of Croatia became the euro ("EUR") instead of the Croatian kuna ("HRK"). The introduction of the euro as the official currency in the Republic of Croatia represents a change in the functional currency.
On January 1, 2023, all items of assets, liabilities and capital were converted from HRK to EUR using a fixed conversion rate determined by the Croatian government, which was HRK 7.53450 for EUR 1. The change in the functional currency is applied prospectively from the specified date.
In these financial statements, the presentation currency has also been changed, and comparative periods are presented in euros. Since the financial statements of the previous period were presented in Croatian kuna, the change in the presentation currency of the comparative period in this year's financial statements represents a change in the Group’s accounting policy. With regard to the change in accounting policy, the Group presents three reports on the financial position in this year's financial statements: as of January 1, 2022, December 31, 2022, and December 31, 2023.
The conversion rate from January 1, 2023, which is HRK 7.53450 for 1 euro, was applied to the balances in the statement of financial position as of December 31, 2022. The conversion rate for the amounts in the statement of financial position as of January 1, 2022 is HRK 7.520447 for 1 euro and represents the average exchange rate published by the Croatian National Bank on that date. The average annual exchange rate for the year 2022 published by the Croatian National Bank was HRK 7.531585 for 1 euro and was used to convert the items of the statement of comprehensive income, changes in capital and cash flows for the year 2022. Exchange rate differences that arose before January 1, 2023, and refer to the change in the presentation currency, are reclassified within equity from other comprehensive income to retained earnings. All financial data are presented in EUR unless otherwise stated.
The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances and given the information available at the date of preparation of the financial statements, the results of which form the basis of making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in future periods affected. Information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have a significant effect on the amounts disclosed in the financial statements are described in Note 25.
Transactions in foreign currencies are translated into respective functional currency at the spot exchange rate at the date of transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated into the functional currency at the spot exchange rate at that date. The foreign currency gain or loss on monetary items is difference between the amortized cost in the functional currency at the beginning of the year, adjusted for effective interest and payments during the year, and amortized cost in foreign currency translated at the spot exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in foreign currency are translated into the functional currency at the spot exchange rate at the date on which the fair value is determined. Non-monetary items are measured based on historical cost in a foreign currency are translated using the spot exchange rate at the date of the transaction. Foreign currency differences arising on translation are recognised in profit of loss.
Alongside euro, the most significant currency of Company’s assets and liabilities is Macedonian dinar (MKD). The exchange rate used for conversion on 31 December 2023 was 1 EUR = MKD 0.016261 (31 December 2022: 1 EUR = MKD 0.16262). The exchange rate used to translate the share of profit / loss from the joint venture and associate as at 31 December 2022 was 1 EUR = 0.01252 MKD (31 December 2022: 1 EUR = 0.01626 MKD).
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into euro at the spot exchange rates at the reporting date. The income and expenses of foreign operations are translated into euro at the annual average exchange rates. Foreign currency differences are recognised in other comprehensive income and accumulated in the foreign currency translation reserve (translation reserve). When a foreign operation is disposed of such that control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. If the Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, then the relevant proportion of the cumulative amount is reattributed to NCI.# Zagreb Stock Exchange Inc. Group, Zagreb
Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the Group. The Group controls an entity if it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The Group measures goodwill at the acquisition date as:
* the fair value of the consideration transferred; plus
* the recognised amount of any non-controlling interests in the acquiree; plus
* if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less
* the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed.
When the total is negative, a bargain purchase gain is recognised immediately in profit or loss. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts are generally recognised in profit or loss. Transaction costs related to the acquisition, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred.
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.
The Group’s interests in equity-accounted investees comprise interests in a joint venture and associate. A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. Interest in joint venture is accounted for using the equity method. It is initially recognised at cost, which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Group’s share of the profit or loss and OCI of equity accounted investees, until the date on which joint control ceases.Associates are entities over which the Group has significant influence but no control. Investments in associates are accounted for using the equity method of accounting in the consolidated financial statements and are initially recognised at cost. The Group’s share of its associates’ post-acquisition gains or losses is recognised in the income statement and its share of their post-acquisition movements in reserves is recognised in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise any further losses, unless it has incurred obligations or made payments on behalf of the associate.
Upon the loss of control, the Group derecognises the assets and liabilities of the subsidiary, any non-controlling interest and other components of equity and reserves related to the subsidiary. Any surplus or deficit arising on the loss of control is recognised in the income statement. If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date on which the control is lost. Subsequently it is accounted for as an equity-accounted investee or in accordance with the Group’s accounting policy for financial instruments (refer to accounting policy 3 c) Financial instruments) depending on the level of influence retained.
Intra-group balances, and income and expenses (except for foreign currency transaction gains or losses) arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.
Property and equipment are stated at historical cost or estimated acquisition cost reduced by accumulated depreciation and impairment losses, except for property and land which have been measured according to the revaluation method. The latter method requires that property, fair value of which can be measured reliably, to be recognized at a revalued amount, being its fair value at the date of revaluation reduced by any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of land and buildings is measured on the basis of market benchmarks, in an appraisal that is normally prepared by professionally qualified appraisers at least every five years or more frequently, if there are external indicators of a change in fair value of the property. Subsequent cost is included in the asset’s carrying amount or is recognised as a separate asset as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during the period in which they have incurred. Depreciation is provided on all assets except land and assets not yet brought into use on a straight-line basis at prescribed rates designed to write-off the cost over the estimated useful life of the asset. The estimated useful economic lives are as follows and there has been no change compared to previous year:
* Buildings 23 years
* Computer and office equipment 4-7 years
* Office furniture and equipment 5-7 years
* Computer software 2-5 years
* Leasehold improvements period of lease
When an item of property is revalued, the carrying value of that asset is adjusted to the revalued amount so that the accumulated depreciation is decreased against the gross carrying amount of the asset.
The useful life, the residual value and amortization methods are revalued and corrected, if necessary, at each reporting date. Ljubljanska borza performed the latest valuation of land with building in 2022. On the basis of the valuation the carrying amount of the property is adjusted to fair value as at 30 November 2022 (as described in Note 10.). With the useful life unchanged and using the straight-line method, the depreciation rate increased from 3.537% to 4.332%.
According to IFRS 3 Business Combinations, any excess of the cost of the acquisition over the acquirer’s interest in the fair value of the identifiable assets and liabilities acquired on the date of the acquisition is presented as goodwill and recognised as an asset. Following initial recognition, goodwill is measured at cost and is reviewed for impairment at least annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. Impairment is determined by assessing the recoverable amount of the cash-generating unit (or the group of cash-generating units) to which the goodwill relates. Where the recoverable amount of the cash-generating unit is lower than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then pro-rata to the other assets of the unit on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period. On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
In its portfolio, the Group holds financial assets that are classified as assets at amortized cost, assets at fair value through other comprehensive income (FVOCI) and assets at fair value through profit and loss (FVTPL).
This category includes loans to related parties, receivables from customers, cash and cash equivalents and placements with banks.
Upon initial recognition of an investment in equity instruments that are not held for trading, the Groups may irrevocably decide to recognize subsequent changes in fair value through other comprehensive income. This choice is made on the basis of a particular investment.# Zagreb Stock Exchange Inc. Group, Zagreb
3 Significant information on the accounting policies (continued)
c) Financial instruments (continued)
Financial assets at fair value through profit or loss
All other financial assets are classified as financial assets at fair value through profit or loss. In addition, upon initial recognition, the Group may irrevocably designate financial assets at fair value through profit or loss, although it meets the measurement requirements at amortized cost or at fair value through other comprehensive income, if this eliminates or substantially reduces the accounting mismatch that would otherwise occur.
Financial liabilities
Group's financial liabilities are measured at amortized cost, which includes liabilities other liabilities.
Reclassification
The Group did not reclassified financial assets in 2023.
Business Model Assessment
Shares in open-end and close-end investment funds are held for trading and their performance is assessed on the basis of fair value, and are measured at fair value through profit and loss account, as they are not held for the purpose of collecting the contracted cash flows nor for collecting contractual cash flows and for sale.
Recognition and derecognition
Financial assets and financial liabilities at fair value through profit or loss are recognized at the trading date, i.e. the date on which the Group assumes the obligation to buy or sell the assets. Loans and receivables and other financial liabilities that are valued at amortized cost are recognized at the time the financial asset is transferred to the borrowers or liability is received from the lender. The Group ceases to recognise financial assets (in whole or in part) when the right to receive cash flows from a financial asset expires or when it loses control of the contractual rights over such a financial asset. This occurs when the Group substantially transfers all the risks and rewards of ownership to another business entity or when the rights have been exercised, ceded or expired. The Group ceases to recognize financial liabilities only when they cease to exist, i.e. when they are met, cancelled, expired or significantly modified (10 per cent test). If the terms of the financial liability change, the Group will cease to recognize this obligation and start recognizing the new financial liability with the new terms. Any cumulative gain or loss recognized in the comprehensive income from equity securities under FVOCI option shall not be recognized in the income statement upon termination of recognition of such securities. All interest on transferred financial assets that meet the conditions for cessation of recognition is recognized as a separate asset or liability. The Group measures investments in the shares (described in note 14 a) by FVOCI option. In accordance with IFRS 9, the Group has decided to value these investments in shares under the FVOCI option since it does not hold such shares for trading. The fair values of those investments are disclosed within note 14 a).
3 Significant information on accounting policies (continued)
c) Financial instruments (continued)
Recognition and derecognition
Financial assets and liabilities are initially recognized at fair value increased by, in case of financial assets and financial liabilities not recognized at fair value through profit or loss, transaction costs that are directly related to the acquisition or issuance of a financial asset or a financial liability. Transaction costs of financial assets at fair value through profit or loss are recognized immediately in profit or loss, while for other financial instruments they are amortized. All financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables are valued at amortized cost. Amortized cost is calculated using the effective interest method. Premiums and discounts, including initial transaction costs, are included in the carrying amount of the related instrument and amortized based on the effective interest rate of the instrument.
Fair value measurement principles
The fair value of financial assets at fair value through profit or loss is quoted bid market price at the reporting date, without any deduction for selling costs. The Group assesses separately each financial instrument to determine if there is an active or inactive market for the instrument.
Fair value hierarchy
The Group uses the following levels for determining the fair value of financial instruments:
Level 1: quoted (unadjusted) prices in active markets,
Level 2: other techniques for which all inputs which have significant effect on the recorded fair value are observable, either directly or indirectly,
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
Impairment of financial assets
Financial instruments
For credit exposures for which there has been no significant increase in credit risk since initial recognition, expected credit losses are recognized for credit losses arising from the probability of default in the next 12 months. For those credit exposures where there has been a significant increase in credit risk since initial recognition, an adjustment is required for expected credit losses over a lifetime, regardless of the time of borrowing. For trade receivables and contract assets, the Group applies a simplified approach to the calculation of expected credit losses and therefore does not monitor changes in credit risk but recognizes impairment based on lifelong expected credit loss at the end of each reporting period. The Group writes off financial assets when there are indications that the debtor is in serious financial difficulty, that there is no realistic prospect of recovery or that the debtor is likely to go bankrupt or otherwise undergo financial reorganization or restructuring. Depreciated financial assets may still be subject to collection activities. Expected credit losses on trade receivables are estimated on the basis of the arrears matrix, taking into account the historical experience of the occurrence of the default status of the debtor and the analysis of the current financial position of the debtor. In estimating expected credit losses, the Group considers reasonable and corroborative information that is relevant and available. This includes quantitative and qualitative information and analysis, based on the Group's historical experience and informed creditworthiness assessment, including information relating to the future.
The Group considers that financial assets are not recoverable if it is unlikely that the debtor will pay its obligations to the Group in full without the Group having to initiate actions such as activating collateral (if any). The maximum period that is taken into account when estimating the expected credit loss is the maximum contracted period during which the Group is exposed to credit risk. The Group recognizes a gain or loss in the income statement for all financial instruments with an appropriate adjustment to the carrying amount through the provision for expected credit losses.
Measuring expected credit losses
Expected credit losses are estimates of the weighted probabilities of credit losses. Credit losses are measured as the present value of all cash losses (the difference between the cash flows to which the Group is entitled under the contract and the cash flows that the Group expects to actually receive). Expected credit losses are discounted at the effective interest rate of the financial assets in question. There were no changes in valuation techniques or significant assumptions during the current reporting period.
Trade receivables, other assets, short-term deposits with banks and loans granted to associates
Trade receivables, other assets, short-term deposits with banks and loans granted to associates are initially recognized at fair value plus transaction costs, and subsequently at amortized cost reduced by any impairment losses.
Investments in funds
Investments in open-end and closed-end investment funds are classified as financial assets at fair value through profit or loss and are measured at fair value.
Trade and other payables
Trade and other payables are initially recognized at fair value and subsequently measured at amortized cost.
d) Impairment of non-financial assets
The net carrying amount of the Group’s assets is reviewed at each reporting date to determine whether there is any indication of impairment. If such indications are identified, the recoverable amount of the asset is estimated. The recoverable amount is estimated at each reporting date for intangible assets that are not yet in use. Depreciable assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. An impairment loss is recognized in the income statement. Non-financial assets that have suffered impairment are reviewed for possible reversal of the impairment loss at each reporting date.# Zagreb Stock Exchange Inc. Group, Zagreb
The Group is a lessor Assets given under operating leases are depreciated over an expected life same as other similar assets. Leases in which the Group is a lessor are classified as financial or operating leases. The lease is classified as a financial lease if it transmits almost all the risks and benefits associated with ownership of the respective property to the lessee. All other leases are classified as operating leases.
When the Group is an intermediate lessor, it calculates the main lease and sub-lease as two separate contracts. The sub-lease is classified as a financial or operating lease by reference to the right-of-use property resulting from the main lease.
Income from rents based on operating leases is recognised in a straight line during the period of the lease in question. The initial direct costs incurred at the stage of negotiating and arranging the terms of the operating lease shall be attributed to the book amount of the subject matter of the lease and recognised in a straight line during the rental period. Receivables based on financial leases are recorded as receivables in the Group's net investment in leases. Financial lease income is allocated to accounting periods to reflect the constant periodic rate of return on the open balance of the Group's net investment based on leases.
When the contract covers components relating to leases and non-rental components, the Group applies IFRS 15 to distribute the fee in accordance with the contract for each component. The Group assesses whether it is a lease agreement or whether the contract contains a lease, at the beginning of the contract.
The Group shall disclose the right-to-use assets and the corresponding lease liability with regard to all leases in which it is a lessee, except for short-term leases (defined as leases with a duration of 12 months or less) and leases of low value assets (such as tablets and personal computers, office furniture and telephones). For such leases, the Group rectilinearly recognizes rental payments as operating expenses for the duration of the lease, unless another systematic basis better reflects the time dynamics of spending the economic benefits of the assets held in the lease.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the lessee uses its incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise:
* Fixed lease payments (including in-substance fixed payments), reduced by any lease incentives receivable;
* Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
* The amount expected to be payable by the lessee under residual value guarantees;
* The exercise price of purchase options, if the lessee is reasonably certain to exercise the options;
* Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
* The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.
* The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
* A lease contract is modified, and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification.
The Group did not make any such adjustments during the periods presented.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, reduced by any lease incentives received and any initial direct costs. They are subsequently measured at cost reduced by accumulated depreciation and impairment losses.
When the Group bears the costs of dismantling and removing the leased assets, renovating the place where the property is located, or returning the underlying assets to the state required under the terms of the lease, the provision shall be recognised and measured in accordance with IAS 37. If costs relate to right-of-use assets, the costs are included in the associated right-of-use assets, unless those costs are incurred in the production of inventory.
Right-of-use assets are depreciated through the lease period or life of use, whichever is shorter. If, on the basis of the lease, ownership of the underlying property is transferred or if the cost of the right-of-use property reflects that the Group will take advantage of the purchase option, the right-of-use asset is depreciated through the useful life of the underlying asset. Depreciation starts at the start date of the lease. The Group applies IAS 36 to determine whether the value of the right-of-use property is impaired or whether any impairment losses have been calculated for it, as described in the policy "Real estate, plant and equipment".
Variable rents that do not depend on the index or rate are not covered by the measurement of the lease liability and the right-of-use assets. Related payments are recognised as costs in the period in which the event incurred or the condition that triggered the payments in matter incurred and are presented in 'Other costs' in profit and loss.
As a practical solution, IFRS 16 allows the lessee not to separate non-rental components and to calculate components related to rent and non-rental components as a single component. The Group didn't use that practical solution. For a contract containing a lease-related component and one or more additional non-lease-related components, the Group is required to distribute the non-rental fee under the contract to each component relating to the lease based on the relative standalone price of that component and the total standalone price of non-rental components.
Cash and cash equivalents for the purpose of preparation of cash flow statements and the statement of financial position comprise giro accounts, cash in hand and short-term deposits with banks with the original maturity of up to three months.
The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS are calculated by dividing the profit or loss attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the period. Diluted EPS are determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares.
Obligations for contributions to defined contribution pension plans are recognized as an expense in income statement of the period in which they have been incurred.
Termination benefits are recognised as an expense when the Group is committed demonstrably, without any realistic possibility of withdrawal, to a formal detailed plan either to terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognised if the Group has made an offer of voluntary redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. If benefits are payable more than 12 months after the reporting date, then they are discounted to their present value.
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided.# Zagreb Stock Exchange Inc. Group, Zagreb
Income tax is based on taxable profit for the year and comprises of current and deferred tax. Income tax is recognized in profit or loss except to the extent that it relates to items in other comprehensive income. Current tax is the expected tax payable on the taxable income for the year, using the tax rates enacted at the reporting date, and considering the adjustments to tax payable in respect of positions from previous years. Deferred taxes are calculated using the balance sheet method. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets and liabilities are measured using the tax rates expected to be applied to taxable profit in the years in which those temporary differences are expected to be realized, or settled, based on tax rates enacted at the reporting date. Deferred tax assets and liabilities are not discounted and are classified as non-current assets and/or liabilities in the statement of financial position. Deferred tax assets are recognized when it is probable that sufficient taxable profits will be available against which the deferred tax assets can be utilized.
A provision is recognized if, as a result of a past event, the Group has a present legal or constructive obligation which can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current assessment of the time value of money and the risks specific to the liability.
A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Group has a present legal obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.
Defined post-employment and other benefit obligations include the present value of post-employment benefits on retirement and jubilee benefits. They are recognised based on an actuarial calculation approved by the management. An actuarial calculation is based on the assumptions and estimates applicable at the time of the calculation, and these may differ from the actual assumptions due to future changes. This mainly refers to determining the discount rate, the estimate of staff turnover, the mortality estimate and the salary increase estimate. Defined benefit obligations are sensitive to changes in the said estimates because of the complexity of the actuarial calculation and the item’s long-term nature.
Share capital represents the nominal value of paid-in shares classified as equity and reserves and it is denominated in EUR. Share premium represents the excess of fair value of the paid amount over nominal value of the issued shares. Any profit for the year after appropriations is transferred to retained earnings. A legal reserve has been created in accordance with Croatian law, which requires 5% of the profit for the year to be transferred to the reserve until the total of legal reserves and capital reserves reaches 5% of issued share capital. The legal reserve can be used for covering current and prior period losses in the amount of up to 5% of issued share capital.
Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The Group recognises revenue when it transfers control of a product or service to a customer. The Group recognizes following revenues: trading commissions, membership fees, quotation fees, quotation maintenance fees and other fees. Commission income is recognized when the service is provided. Fee income is accrued in accordance with the appropriate time period to which the fee relates. Income from quotation maintenance, subscriptions for information and subscriptions for the real time monitoring of trade is deferred over the period of duration of the relevant quotation or subscription. Income from initial listing fees is recognised over the period in which the client has a substantive right to service.
Interest income is recognized in income statement in the corresponding time period for all interest-bearing financial instruments measured at amortized cost using the effective interest rate method.
Dividends on equity instruments are recognized in profit or loss when the Company's right to receive a dividend is established.
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components, whose operating results are reviewed regularly by the Management Board (being the chief operating decision making) to make decisions about resources allocated to each segment and assess its performance on the basis of managerial financial information. The owners and the management (Chief operating decision makers –“CODM”)) for the purpose of assessing the performance and making resource allocations have identified operating segments on a geographical basis. Geographical segmentation is based on the domicile of the Group subsidiaries. The geographical information analyses the Group's revenue and non-current assets by the Group’s country of domicile and other countries. The Group does not specify any additional reportable segments per product or service type in this moment, given that it is sufficient for CODM to assess the performance and make resource allocation decision on the level of the entire group. Segment reporting analysis is presented in Note 24. The Group has identified two primary segments: Croatia and Slovenia. The primary segmental information are based on the geographical location of business segments. Segmental results are measured at reported amounts in the financial statements.
Associates are entities in which the Group has significant influence but no control. A significant influence is the power to participate in the financial and operating policies of the entity in which the investment is made, but does not constitute control or joint control of those policies. Joint ventures are companies in which two or more parties have joint control. The Group's investments in associates and joint ventures are accounted for in the consolidated financial statements using the equity method.
| 2023 EUR | 2022 EUR | |
|---|---|---|
| Commissions | 960,918 | 1,105,548 |
| Revenue from quotation maintenance | 1,085,816 | 1,114,789 |
| Revenue from quotation fees | 155,502 | 233,188 |
| Membership fees | 65,173 | 61,696 |
| Total sales revenue | 2,267,409 | 2,515,221 |
Commissions are charged from members based on value of realized transactions at the time of execution of the transaction. Commission income is recognized when the service is provided. Income from fees is deferred over the relevant period to which the fees relate. Revenue from quotation maintenance represents an annual commission for the continuation of inclusion of the securities in the Prime, Official and Regular Market quotations. Quotation fees are collected from issuers of securities on the Prime, Official and Regular Market. Income from quotation maintenance is deferred over the period of duration of the relevant quotation. Membership fees include one-time admission fee payable for acquiring the status of Exchange Member, as well as fees charged to existing members on a quarterly basis. Income from membership fees is deferred to the period in which the client has a substantive right to service.
The time schedule for recognizing revenue is as follows:
2023
| Commissi-ons EUR | Income from quotation maintenance EUR | Income from quotation fees EUR | Membership fees EUR | Total EUR | |
|---|---|---|---|---|---|
| Revenues | 960,918 | 1,085,816 | 155,502 | 65,173 | 2,267,409 |
| Timing of revenue recognition - in point in time | 960,918 | - | - | - | 960,918 |
| - over the time | - | 1,085,816 | 155,502 | 65,173 | 1,306,491 |
| 960,918 | 1,085,816 | 155,502 | 65,173 | 2,267,409 |
2022
| Revenues EUR | Timing of revenue recognition - in point in time EUR | - over the time EUR | Total EUR | |
|---|---|---|---|---|
| Revenues | 1,105,548 | 1,114,789 | 233,188 | 61,696 |
| Timing of revenue recognition - in point in time | 1,105,548 | - | - | - |
| - over the time | - | 1,114,789 | 233,188 | 61,696 |
| 1,105,548 | 1,114,789 | 233,188 | 61,696 |
| 2023 EUR | 2022 EUR | |
|---|---|---|
| Income from sale of information | 901,934 | 831,375 |
| Income from seminars | 205,890 | 161,079 |
| Income from OTC services | 87,560 | 82,156 |
| Income from LEI | 79,213 | 64,814 |
| Income from collected previously corrected receivables | 515 | 12,755 |
| Other sales income | 14,206 | 10,613 |
| Income from rent and sale of assets | - | 26,047 |
| Other income | 48,457 | 42,577 |
| Total operating income | 1,337,775 | 1,231,416 |
Income from sale of information and subscriptions to software for real time trading, as well as revenues from LEI codes, are deferred over the period of subscription duration.# 5 Other operating income (continued)
| 31 December 2023 | 31 December 2022 | |
|---|---|---|
| EUR | EUR | EUR |
| Contract assets | ||
| Contract assets from maintenance of information | 55,293 | 53,145 |
| Contract assets from sale of information | - | 13,119 |
| 55,293 | 66,264 | |
| Contract liabilities | ||
| Contract liabilities from quotation maintenance | 365,263 | 375,028 |
| Contract liabilities from quotation fees | 63,678 | 66,278 |
| Other contract liabilities | 69,692 | 69,031 |
| Current contract liabilities | 498,633 | 510,337 |
| Contract liabilities for system upgrade | 6,485 | 12,703 |
| Non-current contract liabilities | 6,485 | 12,703 |
| Total contract liabilities | 505,118 | 523,040 |
i) Revenues recognised on the basis of contract liabilities
The overview below presents the amounts of income recognized in the current reporting period, which refer to contract liabilities from previous years:
| 2023 | 2022 | |
|---|---|---|
| EUR | EUR | EUR |
| Contract liabilities from quotation maintenance | 375,028 | 364,719 |
| Contract liabilities from quotation fees | 66,278 | 85,301 |
| Other contract liabilities | 69,031 | 53,454 |
| 510,337 | 503,474 |
| EUR | 2023 | 2022 |
|---|---|---|
| Salaries | ||
| Net salaries | 1,138,028 | 1,212,555 |
| Payroll taxes and surtaxes | 115,638 | 117,290 |
| Payroll contributions | 384,187 | 409,000 |
| Total salaries | 1,637,853 | 1,738,845 |
| Other staff costs | 136,451 | 115,321 |
| Total staff costs | 1,774,304 | 1,854,166 |
The number of employees at the end of 2023 was 36 (31.12.2022: 36), an average number of employees during 2023, was 37 (2022: 39). Staff costs include EUR 170.1 thousand (2022: EUR 183.3 thousand) of defined pension contributions paid into obligatory pension funds and EUR 58.2 thousand in voluntary pension funds (2022: EUR 57.7 thousand). Contributions are calculated as a percentage of employees’ gross salaries. In 2023 bonus payments in Ljubljanska borza d.d. amounted to EUR 98.9 thousand (2022: EUR 4.5 thousand). In 2023, EUR 37.6 thousand salary bonus was paid to Zagrebačka burza d,d, (2022: EUR 34.0 thousand) and EUR 8.4 thousand of bonuses were paid in the treasury shares.
| EUR | 2023 | 2022 |
|---|---|---|
| Costs of software and licenses | 664,334 | 605,335 |
| Fees to the regulators | 150,875 | 142,213 |
| Professional services | 109,980 | 120,500 |
| Other fees and charges | 56,604 | 78,959 |
| Rent of premisses | 60,332 | 65,191 |
| Post and telephone services | 39,357 | 41,183 |
| Overhead costs | 81,990 | 77,626 |
| Maintenance of office and equipment expenses | 56,812 | 51,615 |
| Business travel | 28,152 | 21,733 |
| Entertainment costs | 29,798 | 34,726 |
| Costs of conferences, seminars and marketing | 73,472 | 38,478 |
| Other costs | 178,850 | 170,883 |
| Total other operating expenses | 1,530,556 | 1,448,442 |
Other expenses in the amount of EUR 178.6 thousand relate to costs of materials and energy, insurance costs, and other expenses. Fees for the audit of Group’s financial statements amounted to EUR 41.4 thousand (2022: EUR 41.4 thousand). During the year, the external auditor has provided non-audit services in the amount of EUR 4.5 thousand (2022: EUR 4.5 thousand). In accordance with the EU Regulation, the services provided during 2023 represent permissible non-audit services.
| EUR | 2023 | 2022 |
|---|---|---|
| Interest income | 35,344 | 2,236 |
| Other financial income | 2,515 | 264 |
| Total financial income | 37,859 | 2,500 |
| Dividend income | 32,593 | 13,474 |
| Unrealised net gains/(losses) from financial assets at fair value through profit or loss | 14,433 | (83,529) |
| Realised net gains/(losses) from financial assets at fair value through profit or loss | 12,100 | (11,762) |
| 26,533 | (95,291) | |
| Interest expense | (10,944) | (13,166) |
| Losses from foreign exchange differences | (1,102) | (11,643) |
| Gains from foreign exchange differences | 100 | 7,711 |
| Net gain (loss) from foreign exchange differences | (1,002) | (3,932) |
| Financial result | 85,039 | (96,415) |
| EUR | 2023 | 2022 |
|---|---|---|
| Current income tax expense | 14,917 | 13,260 |
| Deferred income tax | (1,587) | (13,051) |
| Total income tax | 13,330 | 209 |
| Deferred taxes for temporary tax differences for items of other comprehensive income that cannot be reclassified through profit and loss | (20,405) | 5,923 |
| Net income tax on total other comprehensive income | (7,075) | 6,132 |
| EUR | 2023. | 2022. |
|---|---|---|
| Profit (loss) before tax | 77,178 | 85,747 |
| Tax calculated at 18% (2022: 18%) | 13,892 | 15,434 |
| Effects of different tax rates | (3,489) | 699 |
| Tax effect of amounts which are not deductible (taxable) in calculating taxable income: | ||
| Tax non-deductible expenses | 12,472 | 11,749 |
| Non-taxable income | (16,241) | (8,355) |
| Increase of fair value of financial assets at fair value through other comprehensive income | - | 12,635 |
| Use of tax losses | - | (16,123) |
| Tax losses from Zagrebačka burza d.d. not recognized as deferred tax assets | 6,696 | (15,830) |
| Income tax | 13,330 | 209 |
Gross tax losses amounting to EUR 20,926 are available for offset against future taxable profits of the Company at the end of 2023. A tax loss may be carried forward by the Company and is subject to review by the Ministry of Finance. As of 31 December 2023, the Group did not recognise deferred tax assets in respect of Zagreb Stock Exchange Inc.’s tax losses carried forward, as it is uncertain when sufficient taxable profits will be available against which the deferred tax assets can be utilised. On the next reporting date, the Group will reassess the assumptions for the recognition of deferred tax assets.
Tax losses cannot be transferred and used within the group members. Ljubljanska borza d.d. recognized deferred tax assets based on the tax losses carried forward from previous years in the amount of EUR 16,830 (31.12.2022: EUR 16,830). Despite the existence of tax losses from previous periods, Ljubljanska borza d.d. had a current income tax expense of EUR 14,917 (2022: EUR 13,260) since tax losses in Slovenia can only be used up to 50% of the profit. As of December 31, the gross tax losses available to be carried forward are as follows:
| Tax losses caried forward | 2023 | 2022 |
|---|---|---|
| EUR | EUR | EUR |
| Up to 1 year | - | 17,879 |
| Up to 2 years | - | - |
| Up to 3 years | 37,756 | - |
| Up to 4 years | - | 38,287 |
| Up to 5 years | - | - |
| Total losses carried forward | 37,756 | 38,287 |
The tax return was prepared in line with regulatory requirement. In accordance with tax regulations, the Tax Authority may at any time review the books and records of the Company for a period of three years after the end of the year in which the tax liability is stated. The Company's management is not aware of any circumstances that could lead to significant omissions in this regard.
As of December 31, 2023, the Group recognised deferred tax assets arising from temporary differences (trade receivables, depreciation, financial assets, provisions and tax losses carried forward by Ljubljanska borza d.d.).
| Tax deferred assets | Tax deferred liabilities | Net deferred tax assets (liabilities) | |
|---|---|---|---|
| EUR | EUR | EUR | EUR |
| On January 1, 2022 | 23,790 | (25,101) | (1,311) |
| Change in the year | 13,057 | 5,912 | 18,969 |
| As of December 31, 2022 | 36,847 | (19,189) | 17,658 |
| On January 1, 2023 | 36,847 | (19,189) | 17,658 |
| Change in the year | 1,586 | (20,404) | (18,819) |
| As of December 31, 2023 | 38,433 | (39,593) | (1,160) |
Deferred tax assets
| Trade receivables | Financial assets | Depreci-ation | Tax losses carried forward | Provisi-ons | Total | |
|---|---|---|---|---|---|---|
| EUR | EUR | EUR | EUR | EUR | EUR | EUR |
| On January 1, 2022 | 12,540 | - | 2,764 | 6,687 | 1,799 | 23,790 |
| (Decrease)/Increase in deferred tax assets recognized in the income statement | (1,228) | 11,541 | 1,866 | (3,489) | 4,361 | 13,051 |
| Foreign exchange differences due to the change of functional currency | 6 | - | - | - | - | 6 |
| As of December 31, 2022 | 11,318 | 11,541 | 4,630 | 3,198 | 6,160 | 36,847 |
| On January 1, 2023 | 11,318 | 11,541 | 4,630 | 3,198 | 6,160 | 36,847 |
| (Decrease)/Increase in deferred tax assets recognized in the income statement | 1,620 | (2,878) | 939 | 505 | 1,400 | 1,586 |
| As of December 31, 2023 | 12,938 | 8,663 | 5,569 | 3,703 | 7,560 | 38,433 |
Deferred tax liabilities
| Fair value adjustment of property | Fair value adjustments FI through OCI | Fair value adjustments of actuarial reserves | Total | |
|---|---|---|---|---|
| EUR | EUR | EUR | EUR | EUR |
| On January 1, 2022 | 25,482 | - | (381) | 25,101 |
| Decrease of | ||||
| ## Consolidated financial statements for the year ended 31 December 2023 | ||||
| ### Notes to the consolidated financial statements (continued) |
| Land and property | Computers | Furniture and other equipment | Leasehold improvements | Total | |
|---|---|---|---|---|---|
| Purchase value | EUR | EUR | EUR | EUR | EUR |
| On January 1, 2022 | 1,023,561 | 732,896 | 325,489 | 203,255 | 2,285,201 |
| Increases | - | 109,256 | 84,311 | - | 193,567 |
| Write-offs | - | - | (50,855) | - | (50,855) |
| Effects of movements in exchange rate | 58 | (1,330) | (596) | (380) | (2,248) |
| As of December 31, 2022 | 1,023,619 | 840,822 | 358,349 | 202,875 | 2,425,665 |
| On January 1, 2023 | 1,023,619 | 840,822 | 358,349 | 202,875 | 2,425,665 |
| Increases | 7,307 | 6,282 | 15,220 | - | 28,809 |
| Write-offs | - | (918) | (4,658) | - | (5,576) |
| As of December 31, 2023 | 1,030,926 | 846,186 | 368,911 | 202,875 | 2,448,898 |
| Accumulated depreciation | |||||
| On January 1, 2022 | (158,213) | (634,088) | (189,284) | (168,641) | (1,150,226) |
| Depreciation expense | (6,869) | (35,285) | (49,895) | (10,859) | (102,908) |
| Write-offs | - | - | 47,094 | - | 47,094 |
| Effects of movement in exchange rate | (29,760) | 1,197 | 457 | 317 | (27,789) |
| As of December 31, 2022 | (194,842) | (668,176) | (191,628) | (179,183) | (1,233,829) |
| On January 1, 2023 | (194,842) | (668,176) | (191,628) | (179,183) | (1,233,829) |
| Depreciation expense | (46,007) | (49,374) | (32,083) | (6,806) | (134,270) |
| Write-offs | - | - | 5,575 | - | 5,575 |
| As of December 31, 2023 | (240,849) | (717,550) | (218,136) | (185,989) | (1,362,524) |
| Net book value | |||||
| As of December 31, 2022 | 828,777 | 172,646 | 166,721 | 23,692 | 1,191,836 |
| As of December 31, 2023 | 790,077 | 128,636 | 150,775 | 16,886 | 1,086,374 |
Due to the change in market conditions from the last valuation of property, Ljubljanska borza obtained a new valuation at the end of 2022, based on the market comparisons method and the yield-based method. Specific sales of 36 office premises in the area of the property being valued and the wider surrounding area were reviewed and analysed. On the basis of this analysis, it was found that the sales price of the premises ranges between EUR 1,850.00/m2 and EUR 3,550.00/m2 (the arithmetic mean of the sales analysed is EUR 2,438.30/m2). The 5 comparable sales were then selected among the specific property sales. The arithmetic mean of the adjusted values of the selected comparable properties was used to determine the indicative value of the appraised property. On this basis, the value of the property was established by the market comparisons method at EUR 833 thousand.
As the property which is being valued can be rented out and thus generate a certain cash flow, a recalculation of the value in the case of a return on investment was also made. Statistical analysis of the selected data shows that rents for office premises range between EUR 13.00/m2 and EUR 57.00/m2, the arithmetic mean of the rents analysed being EUR 22,08/m2 (sample size 21). Taking into account the rents of comparable properties, the value of the property under the capitalisation method is EUR 835 thousand. Thus, on the basis of the valuation obtained from a chartered valuer, Ljubljanska borza has adjusted the carrying amount of the property to fair value as at 30 November 2022 of EUR 833 thousand by reducing the previously established revaluation surplus of EUR 30 thousand (EUR 24 thousand net of the deferred tax) and by increasing the depreciation allowance. With the useful life unchanged and using the straight-line method, the depreciation rate increased from 3.537% to 4.332%. If the building and the land were to be accounted for using the historical cost model, the carrying amount of the building and the land as of December 31, 2023 would be EUR 710 thousand.
| Software | Long term deferred costs | Goodwill | Asset under construction | Total | |
|---|---|---|---|---|---|
| Purchase value | EUR | EUR | EUR | EUR | EUR |
| On January 1, 2022 | 397,312 | 29,972 | 157,898 | 34,977 | 620,159 |
| Increase | 138,473 | 95 | - | 31,534 | 170,102 |
| Effect of movement in exchange rate | 268 | 13 | (463) | (78) | (260) |
| As of December 31, 2022 | 536,053 | 30,080 | 157,435 | 66,433 | 790,001 |
| On January 1, 2023 | 536,053 | 30,080 | 157,435 | 66,433 | 790,001 |
| Increase | 7,957 | - | - | 20,057 | 28,014 |
| Transfer | 54,968 | - | - | (54,698) | - |
| Write-off | (99,724) | (4,674) | - | - | (104,398) |
| As of December 31, 2023 | 499,254 | 25,406 | 157,435 | 31,522 | 713,617 |
| Accumulated depreciation | |||||
| On January 1, 2022 | (247,349) | - | - | - | (247,349) |
| Depreciation expense | (47,207) | - | - | - | (47,207) |
| Effect of movement in exchange rate | 50 | - | - | - | 50 |
| As of December 31, 2022 | (294,506) | - | - | - | (294,506) |
| On January 1, 2023 | (294,506) | - | - | - | (294,506) |
| Depreciation expense | (69,773) | - | - | - | (69,773) |
| Write off | 99,724 | - | - | - | 99,724 |
| As of December 31, 2023 | (264,555) | - | - | - | (264,555) |
| Net book value | |||||
| As of December 31, 2022 | 241,547 | 30,080 | 157,435 | 66,433 | 495,495 |
| As of December 31, 2023 | 234,699 | 25,406 | 157,435 | 31,522 | 449,062 |
| Buildings | Land | Equipment | Total | |
|---|---|---|---|---|
| Purchase value | EUR | EUR | EUR | EUR |
| On January 1, 2022 | 436,497 | 39,330 | 40,235 | 516,062 |
| Increase | - | - | 31,770 | 31,770 |
| Write-off | - | - | (16,337) | (16,337) |
| Effect of movement in exchange rate | (375) | 20 | (81) | (436) |
| As of December 31, 2022 | 436,122 | 39,350 | 55,587 | 531,059 |
| On January 1, 2023 | 436,122 | 39,350 | 55,587 | 531,059 |
| Increase | - | - | - | - |
| As of December 31, 2023 | 436,122 | 39,350 | 55,587 | 531,059 |
| Accumulated depreciation | ||||
| On January 1, 2022 | (59,170) | (11,800) | (15,989) | (86,959) |
| Increase | (87,170) | (3,934) | (12,781) | (103,885) |
| Write-off | - | - | 16,186 | 16,186 |
| Effect of movement in exchange rate | (296) | (5) | 29 | (272) |
| As of December 31, 2022 | (146,636) | (15,739) | (12,555) | (174,930) |
| On January 1, 2023 | (146,636) | (15,739) | (12,555) | (174,930) |
| Increase | (87,136) | (3,935) | (12,868) | (103,939) |
| As of December 31, 2023 | (233,772) | (19,674) | (25,423) | (278,869) |
| Net book value | ||||
| As of December 31, 2022 | 289,486 | 23,611 | 43,032 | 356,129 |
| As of December 31, 2023 | 202,350 | 19,676 | 30,164 | 252,190 |
The lease of right-of-use assets refers to several personal vehicles leased for the period of 3 to 5 years and property leased for to 7 years. The weighted average incremental borrowing rate applied to lease liabilities recognised in the statement of financial position at the date of initial application is 4.2%.
Amounts recognised in other comprehensive income statement:
| 2023 | 2022 | |
|---|---|---|
| EUR | EUR | EUR |
| Depreciation expense on right-of-use assets | 103,939 | 103,885 |
| Interest expense on lease liabilities | 10,905 | 12,966 |
| Expense relating to short-term leases | 18,174 | 19,754 |
The movement of liabilities for operating lease under IFRS 16 was as follows:
| 2023 | 2022 | |
|---|---|---|
| EUR | EUR | EUR |
| On January 1 | ||
| Non-current lease liabilities | 251,402 | 321,074 |
| Current lease liabilities | 96,925 | 96,712 |
| 348,327 | 417,786 | |
| Movement during the year | ||
| Increase during the year (Note 12) | - | 31,770 |
| Repayment | (96,925) | (101,754) |
| Foreign exchange differences | - | 525 |
| As of December 31 | 251,402 | 348,327 |
Lease liabilities are due and payable as follows:
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | EUR |
| Within a year | 100,166 | 96,925 |
| In the second year | 103,016 | 99,850 |
| In the third year | 38,578 | 103,016 |
| In the fourth year | 4,222 | 38,578 |
| In the fifth year | 4,002 | 4,222 |
| After five years | 1,418 | 5,736 |
| Total | 251,402 | 348,327 |
The contracted non-discounted liability for lease in following years:
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | EUR |
| Within a year | 106,526 | 106,058 |
| In the second year | 106,007 | 106,469 |
| In the third year | 38,931 | 106,279 |
| In the fourth year | 4,224 | 39,217 |
| In the fifth year | 4,002 | 4,525 |
| After five years | 1,418 | 6,906 |
| Total | 261,108 | 369,454 |
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | EUR |
| Investment in Makedonska buzra a.d. Republic of North Macedonia | 1,224,440 | 1,220,789 |
| Investment in SEE Link Ltd, Republic of Nort Macedonia | 12,796 | 16,606 |
| Investment in Funderbeam South-East Europe Ltd Croatia | - | - |
| Investment in Adria Digital Exchange Ltd, Croatia | 1,200 | - |
| Total investments in associates and joint ventures | 1,238,436 | 1,237,395 |
As of December 31, the Group’s associate and joint venture were as follows:
| Company | Country | Nature of business | Ownership share 2023 (%) | Ownership share 2022 (%) |
|---|---|---|---|---|
| Joint venture SEE Link Ltd | North Macedonia | Stock-exchange order routing | 43.33 | 43.33 |
| Associate Funderbeam SEE Ltd | Croatia | Finance intermediary | 30 | 30 |
| Associate Makedonska burza a.d. | North Macedonia | Stock exchange and related activities | 30 | 30 |
| Associate Adria Digital Exchange Ltd | Croatia | Research and development of potential for trading and management of virtual assets | 24 | - |
SEE LINK Ltd
SEE Link Ltd, is a joint venture (Zagrebačka burza d.d. has 1/3 ownership) that was founded in 2014. During 2015, all three owners paid in additional EUR 23.5 thousand (HRK 177 thousand) in order to increase share capital of SEE Link Ltd Together with Makedonska burza a.d.### 13 Investment in associates and joint ventures (continued)
which holds 33.33% of SEE Link d.o.o as at 31 December 2023 the Group holds 43.33% share in the mentioned company (31.12.2023: 43.33%). Summary of financial data for SEE Link Ltd is as follows:
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Share in ownership | 43.33% | 43.33% |
| Non-current assets | 12,995 | 18,771 |
| Current assets | 44,391 | 68,449 |
| Of which Cash and cash equivalents | 25,762 | 37,632 |
| Total assets | 57,386 | 87,220 |
| Non-current liabilities | - | - |
| Current liabilities | 16,731 | 34,991 |
| Of which Current financial liabilities | - | - |
| Total liabilities | 16,731 | 34,991 |
| Total income | 14,184 | 24,112 |
| Depreciation and amortization | 5,770 | 5,778 |
| Net interest income/(cost) | (59) | (34) |
| Income tax | - | - |
| Profit/loss for the year | (11,798) | (4,553) |
## Macedonian Stock Exchange
The stocks of Macedonian Stock Exchange were acquired in steps. The named assets have been classified as non-current financial assets through other comprehensive income until the moment when the share in that company exceeded 20%, and on July 8, 2022, investments acquired until then were reclassified from financial assets at fair value through comprehensive income to investments in associates. As of the day preceding the acquisition of a qualified share in the associated company, the Group recorded reserves from changes in fair value in the amount of EUR 70.2 thousand though other comprehensive income in 2022. As of December 31, 2023, the Group holds a 30% stake in the associated company (December 31, 2022: 30%).
80
Zagreb Stock Exchange Inc.
Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
### 13 Investment in associates and joint ventures (continued)
The summary of financial data for Macedonian Stock Exchange is as follows:
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Ownership share | 30% | 30% |
| Fixed assets | 2,210,211 | 2,082,490 |
| Current assets | 764,827 | 1,004,078 |
| Of which Cash and cash equivalents | 11,488 | 49,079 |
| Total assets | 2,975,038 | 3,086,568 |
| Long-term liabilities | - | - |
| Short-term liabilities | 46,985 | 84,351 |
| Of which Short-term financial liabilities | - | - |
| Total liabilities | 46,985 | 84,351 |
| Total revenue | 697,266 | 896,404 |
| Amortization | 68,773 | 57,215 |
| Net interest expense | 23,654 | 22,536 |
| Profit tax | 3,489 | 19,164 |
| Profit / (loss) of the period | 31,371 | 187,524 |
## Funderbeam South-East Europe Ltd
Funderbeam South-East Europe Ltd is an associated company founded in 2017. During 2018, the year in which business operations started, the Company paid an additional EUR 6 thousand to increase the share capital of Funderbeam South-East Europe Ltd. In 2020, the Company acquired a new share in the amount of EUR 3.77 thousand (HRK 28.4 thousand). The ownership share as of December 31, 2023 is 30% (December 31, 2022: 30%).
Summary of financial data for Funderbeam South-East Europe Ltd is as follows:
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Share in ownership | 30% | 30% |
| Non-current assets | 16,509 | 17,035 |
| Current assets | 770 | 16,456 |
| Of which Cash and cash equivalents | 438 | 15,575 |
| Total assets | 17,279 | 33,491 |
| Non-current liabilities | 111,408 | 122,908 |
| Current liabilities | 30,207 | 38,294 |
| Of which Current financial liabilities | 29,854 | 29,863 |
| Total liabilities | 141,615 | 161202 |
| Total income | 43,460 | 81,486 |
| Net interest income/(cost) | (2,834) | (2,781) |
| Income tax | - | 7,172 |
| Loss for the year | (1,359) | 2,542 |
81
Zagreb Stock Exchange Inc.
Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
### 13 Investment in associates and joint ventures (continued)
## Adria Digital Exchange Ltd
Adria Digital Exchange Ltd is an associated company founded in 2023 with subscribed capital amounting to EUR 5 thousand out of which the Company holds share of nominal value amounting to EUR 1.2 thousand which represents 24% share of the issued capital. (December 31, 2022: 0%).
Summary of financial data for Adria Digital Exchange Ltd is as follows:
| 2023 | |
|---|---|
| EUR | |
| Ownership share | 24% |
| Fixed assets | - |
| Current assets | 4,727 |
| Of which Cash and cash equivalents | 4,727 |
| Total assets | 4,727 |
| Long-term liabilities | - |
| Short-term liabilities | - |
| Of which Short-term financial liabilities | - |
| Total liabilities | - |
| Total revenue | - |
| Net interest income / (expense) | - |
| Profit tax | - |
| Profit / (loss) for the period | (273) |
## 14 Financial assets at fair value
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| a) Financial assets at fair value through other comprehensive income | ||
| Investments in stocks | 142,738 | 26,163 |
| Investments in shares | 6,355 | - |
| Total | 149,093 | 26,163 |
Investments in equity instruments in the amount of EUR 145.9 thousand (31 December 2022: EUR 26.2 thousand) relate to planned long-term investments. Stocks in the amount of EUR 142.7 thousand (31.12.2022: EUR 26.2 thousand) relate to the share in capital of the company Središnje klirinško depozitarno društvo d.d. (SKDD). In 2023, the Company acquired additional stocks in the amount of EUR 4.5 thousand. On December 31, 2023 the Company performed an assessment of the fair value of the investment and accordingly increased the fair value reserves of assets valued at fair value in the amount of EUR 112 thousand.
82
Zagreb Stock Exchange Inc.
Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
### 14 Financial assets at fair value (continued)
During the initial recognition, the Group decided to classify these instruments as financial assets at fair value through other comprehensive income, in accordance with IFRS 9.
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| b) Financial assets at fair value through profit or loss | ||
| Shares in open-end investment funds | 736,505 | 1,191,398 |
| Total | 736,505 | 1,191,398 |
Shares in open-end investment funds are classified as level 1 fair value as at 31 December 2023 and 31 December 2022 given that the price of shares in the fund is publicly available and is used for buying or selling shares in the fund.
## 15 Financial assets at amortized value
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| a) Long-term assets | ||
| Guarantee deposits | 33,166 | 33,167 |
| Loans granted to an associated company | 27,381 | 28,881 |
| 60,547 | 62,048 | |
| b) Current assets | ||
| Short-term deposits with maturity over 3 months | 1,926,545 | 208,518 |
| Investments in treasury bills | 378,130 | - |
| Total | 2,304,675 | 208,518 |
| 2,365,222 | 270,566 |
Short-term deposits as of December 31, 2023 refer to deposits placed in several banks for a term longer than 3 months and shorter than 12 months.
## 16 Trade receivables and other assets
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Trade receivables | 447,882 | 414,576 |
| Prepayments made | 6,960 | 3,547 |
| Receivables from state for taxes, contributions and compensations | 36,552 | 92,252 |
| Other assets | 94,185 | 3,350 |
| Impairment allowance | (45,334) | (46,672) |
| Total | 540,245 | 467,053 |
83
Zagreb Stock Exchange Inc.
Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
### 16 Trade receivables and other assets (continued)
The movement of the impairment of trade receivables
| 2023 | 2022 | |
|---|---|---|
| EUR | EUR | |
| Balance on 1 January | (46,672) | (228,986) |
| Impairment losses | (4,081) | (620) |
| Write-off | - | 170,184 |
| Collection of previously adjusted receivables | 5,419 | 12,755 |
| Foreign exchange differences | - | (5) |
| As of December 31 | (45,334) | (46,672) |
At the reporting date, the Group had overdue not impaired receivables in the amount of EUR 72.6 thousand (31 December 2022: EUR 55.3 thousand). Taking into account the historical experience of the occurrence of the default status of the debtors and the analysis of the current financial position of the debtors, it is not expected that credit losses will occur.
| 31.12.2023 | 31.12.2022 | |||||||
|---|---|---|---|---|---|---|---|---|
| Not past due | < 90 | 90 - 120 | > 120 | Not past due | < 90 | 90 - 120 | > 120 | |
| EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR | EUR |
| Trade receivables and other assets - gross amount | 329,953 | 72,595 | - | 45,334 | 324,543 | 43,561 | - | 46,472 |
| Contract assets - gross amount | 55,293 | - | - | - | 66,264 | - | - | - |
| Expected credit losses | - | - | - | (45,334) | - | - | - | (46,472) |
| Trade receivables and other assets and contract assets - net amount | 385,246 | 72,595 | - | - | 390,807 | 43,561 | - | - |
| Expected credit loss rate | - | - | - | 100% | - | - | - | 100% |
84
Zagreb Stock Exchange Inc.
Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
## 17 Cash and cash equivalents
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Gyro account in foreign currency (EUR) | 267,077 | 1,816,193 |
| Gyro account in foreign currency (MKD) | 6,184 | 6,184 |
| Cash in hand | 422 | 96 |
| Total | 273,683 | 1,822,473 |
## 18 Issued share capital
Movement of ordinary shares:
| Number of shares | Share capital in EUR | |
|---|---|---|
| On January 1, 2022 | 4,635,700 | 6,152,631 |
| Regular decrease of issued share capital and consolidation of shares | (2,317,850) | (3,076,315) |
| As of December 31, 2022 | 2,317,850 | 3,076,316 |
| On January 1, 2023 | 2,317,850 | 3,076,316 |
| Alignment of issued capital with the Companies Act | - | (1) |
| As of December 31, 2023 | 2,317,850 | 3,076,315 |
### a) Ordinary shares and reduction of issued share capital
All issued shares are authorized and fully paid ordinary shares. On August 31, 2016, all issued shares were listed on the Official Market of the Zagreb Stock Exchange. As of December 31, 2023, the Company had 195 shareholders (December 31, 2022: 184 shareholders) with ownership interests in the Company ranging between 0,0001% and 9.99%. Based on the Decision of the Company's Assembly dated June 14, 2022, the share capital of the Company is reduced in a regular procedure for the purpose of transferring EUR 3,076,316 to other reserves of the Company. By undertaking the share capital reduction, the nominal value per share is reduced to the amount which is lower than the minimum nominal amount permitted under Article 163(2) of the Companies Act. Hence, the share capital is reduced in a regular procedure through a consolidation of shares (reverse split), in accordance with Article 342(4) of the Companies Act.The shares are consolidated at a ratio of 2:1 by issuing to each shareholder 1 registered share with a nominal value of EUR 1.33 for 2 shares outstanding. Based on the decision of the Company’s General Assembly dated June 12, 2023, for the purposes of aligning the Company's share capital and parts of that capital that relate to individual shares with the provisions of Article 21 of the Act on Amendments to the Companies Act ("Official Gazette" No. 114/22), all shares of the Company, ZB-R-A shares with a nominal amount were replaced for shares without a nominal amount.
85 Zagreb Stock Exchange Inc. Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
On June 30, 2022, the Management Board of the Company, based on Article 7 of the Company's Statute, made a decision on covering the transferred loss in the amount of EUR 2,261 thousand from other reserves.
In accordance with the Resolution of the General Assembly of the Company dated June 14, 2022, by which the Company’s Management Board is authorized to acquire up to 10,000 own shares during a period of 5 years from the date of the adoption of that Resolution, the Company launched the Own Shares Buy-Back Program starting as of October 3, 2022 and lasting until October 2, 2023 at the latest. The Company acquired 10,000 of own shares until the prescribed date and additional 32 own shares were acquired in the process of regular decrease of the issued share capital. The average price of the shares acquired amounts to EUR 3.56 per share with the range from EUR 3.12 to EUR 4.00 per share. The movements of own shares were as follows:
| Number of shares | Acquisition cost EUR |
|---|---|
| On January 1, 2022 | - |
| Acquisition in 2022 | 5,532 |
| As of December 31, 2022 | 5,532 |
| On January 1, 2023 | 5,532 |
| Acquisition in 2023 | 4,500 |
| Disposal in 2023 | (1,663) |
| As of December 31, 2023 | 8,369 |
In 2023, the Company granted 1,663 own shares to members of the Company's management board, the acquisition cost of which was EUR 5.2 thousand. The income of the members of the management based on the allocated shares, including the corresponding income tax, amounted to EUR 8.4 thousand, by which the Company's retained earnings were reduced.
The calculation of earnings per share as of December 31, 2023, is as follows:
| 2023 | 2022 | |
|---|---|---|
| Net profit/(loss) for the period (EUR) | 63,848 | 85,539 |
| Weighted average number of ordinary shares during the period | 2,309,793 | 2,317,850 |
| Basic and diluted profit/(loss) per share (EUR) | 0.03 | 0.04 |
Diluted earnings per share are equal to the baseline as there is no potential dilution effect from any instruments.
86 Zagreb Stock Exchange Inc. Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the financial statements (continued)
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Trade payables | 160,539 | 135,672 |
| Liabilities toward employees | 71,612 | 73,607 |
| VAT liability | 19,098 | 16,233 |
| Other short-term payables | 92,488 | 105,328 |
| Total trade and other payables | 343,737 | 330,840 |
Other short-term liabilities represent liabilities for contributions from and on salaries and other liabilities.
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Accrued expenses | ||
| Accrued bonuses LJSE | 34,909 | 79,530 |
| Other accrued costs | 11,706 | 19,674 |
| 46,615 | 99,204 | |
| Provisions | ||
| Provisions for post-employment benefits | 26,144 | 23,605 |
| 26,144 | 23,605 |
Defined post-employment and other benefit obligations include the present value of post-employment benefits on retirement and jubilee benefits. They are recognized based on an actuarial calculation approved by the management. An actuarial calculation is based on the assumptions and estimates applicable at the time of the calculation, and these may differ from the actual assumptions due to future changes. This mainly refers to determining the discount rate, the estimate of staff turnover, the mortality estimate, and the salary increase estimate. Defined benefit obligations are sensitive to changes in the said estimates because of the complexity of the actuarial calculation and the item’s long-term nature.
Pursuant to the law, the collective agreement and the internal rules, Ljubljanska burza is obligated to pay its employees' jubilee benefits and post-employment benefits on retirement, for which it has established long-term provisions. Other obligations related to employee post-employment benefits do not exist.
The provisions amount to estimated future payments for post-employment benefits on retirement and jubilee benefits discounted to the end of the reporting period. The calculation is made separately for each employee by taking into account the costs of post-employment benefits on retirement and the costs of all expected jubilee benefits until retirement. The calculation using the projected unit credit method is performed by a certified actuary.
Post-employment benefits on retirement and jubilee benefits are charged against the provisions created. Labor costs and costs of interest are recognized in the statement of profit or loss, whereas the adjustment of post-employment benefits or unrealized actuarial gains or losses arising from post-employment benefits are recognized in other comprehensive income.
87 Zagreb Stock Exchange Inc. Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
Considering the staffing developments in 2023, the Ljubljanska burza reversed portion of formed provisions for unused vacation time and jubilee benefits to employees in the amount of EUR 2.5 thousand.
Assumptions used in the calculation:
* Interest rate on long-term government bonds with a maturity of 10 years of 3.6% in nominal terms,
* The expected long-term growth of salaries, jubilee benefits and non-taxable amounts of 3.5% annually,
* Gross salary per employee.
The Group does not have significant amount of variable interest-bearing assets. The most significant interest-earning assets are short-term deposits in banks which have a fixed interest rate and expose the Group to the risk of changes in fair value. The Group has no financial obligations on which it pays interest. The impact of changes in market interest rates on income statement is therefore assessed as not significant.
As of December 31, 2023, the Group has the assets and liabilities denominated in foreign currencies as presented below.
| December 31, 2023 | December 31, 2022 | |||
|---|---|---|---|---|
| MKD | EUR | +/- 1% EUR | MKD | |
| Cash (Note 17) | 380,282 | 6,184 | 62 | 380,282 |
| Net impact prior to corporate income tax | 62 | |||
| Net impact after corporate income tax | 62 |
88 Zagreb Stock Exchange Inc. Group, Zagreb
Consolidated financial statements for the year ended 31 December 2023
Notes to the consolidated financial statements (continued)
The largest net exposure to credit risk is as follows:
| 31 December 2023 | 31 December 2022 | |
|---|---|---|
| EUR | EUR | |
| Cash and cash equivalents (excluding cash on hand) (Note 17) | 273,261 | 1,822,377 |
| Trade receivables and other assets (Note 16) | 409,508 | 460,156 |
| Contract assets (Note 5a) | 55,293 | 66,264 |
| Deposits (Note 15) | 1,959,711 | 241,685 |
| Treasury bills (Note 15) | 378,130 | - |
| Loans given to an associate (Note 15) | 27,381 | 28,881 |
| In total | 3,103,284 | 2,619,363 |
The Group generally does not take collateral due to the nature of its operations. Other than short-term deposit and cash in domestic banks (Note 15 and 17), the Group did not have significant concentration of credit risk at the reporting date. The Group's credit risk is mitigated by depositing funds in various domestic banks with credit ratings from A+ to Baa+.
Price risk is the risk that the value of financial instrument will fluctuate as a result of changes in market prices, whether caused by factors specific to an individual investment, its issuer, or by factors affecting all instruments traded in the market. The Group’s investment in open-end investment funds are carried at fair value with fair value changes recognized in income statement. Accordingly, such changes in market conditions will directly affect gains or losses on financial instruments recognized in income statement.
Price risk is mitigated by the Group through diversification of its portfolio of investments in open-end investment funds to various types of funds, managed by different investment companies, and investing in cash funds. Assuming all other variables remain unchanged, a decrease/increase in the market price of units in investment funds by -/+1% at the reporting date would result in decrease/increase of profit before tax by EUR 7 thousand (2022: EUR 12 thousand).
The Group does not have interest-bearing borrowings. All trade payables are due in range of 0 to 3 months. Lease liabilities refers to several personal vehicles leased for the period of 3 to 5 years and property and land leased of up to 7 years. Non discontinued payments for lease liabilities are disclosed in note 12. Cash and cash equivalents and financial assets at the reporting date significantly exceed liabilities. Financial liabilities which include trade and other payables, deferred income and accrued expenses have maturity of up to one year.
89 Zagreb Stock Exchange Inc.## Group, Zagreb Consolidated financial statements for the year ended 31 December 2023 Notes to the consolidated financial statements (continued)
The Company considers that it has an immediate related party relationship with its key shareholders, its subsidiary, joint venture and associate, the Supervisory and Management Board members and other executive management (together “key management”); close family members of key management; and jointly controlled by Management Board members and their close family members, in accordance with definitions contained in International Accounting Standard 24 “Related Party Disclosures” (IAS 24).
During 2023, Zagreb Stock Exchange generated revenues from Funderbeam South-East Europe in the amount of EUR 1.7 thousand (2022: EUR 3.2 thousand). Receivables from Funderbeam South -East Europe as of 31 December 2023 amount to EUR 30.8 thousand (31 December 2022: EUR 32.6 thousand).
During 2023, Zagreb Stock Exchange had expenses from SEE Link in the amount of EUR 2.7 thousand (2022: EUR 4.5 thousand). Liabilities to SEE Link as at 31 December 2023 amount to EUR 0 (December 31, 2022: EUR 0.9 thousand).
In the same period, Ljubljanska borsa had expenses from SEE link in the amount of EUR 12.4 thousand (2022: EUR 12.6 thousand).
During 2023, Zagreb Stock Exchange had expenses from Macedonian Stock Excahnge in the amount of EUR 597 (2022: EUR 125). The Company does not have liabilities to Macedonian Stock Exchange as of December 31, 2023, nor did it have as of December 31, 2022.
Remuneration to Management Board throughout the year was (both Zagreb Stock Exchange Inc and Ljubljanska borza d.d.) EUR 518 thousand (2022: EUR 497 thousand) out of which EUR 76.2 thousand relates to payments to the obligatory pension fund and EUR 16.07 thousand to voluntary pension fund. In 2023 Ljubljanska boza paid the remuneration to the members of the Supervisory Board in the amount of EUR 4.8 thousand (2022: EUR 0).
90 Zagreb Stock Exchange Inc.
Group, Zagreb Consolidated financial statements for the year ended 31 December 2023 Notes to the consolidated financial statements (continued)
In presenting the geographic information, segment revenue has been based on the geographic location of customers and segment assets were based on the geographic location of the assets.
| Croatia | Slovenia | Reportable segments total | Adjustments | Consolida-tions totals | |
|---|---|---|---|---|---|
| EUR'000 | EUR'000 | EUR'000 | EUR'000 | EUR'000 | |
| External revenue | 2,017 | 1,637 | 3,654 | (49) | 3,605 |
| Staff costs | (1,002) | (772) | (1,774) | - | (1,774) |
| Depreciation and amortization | (208) | (110) | (318) | 10 | (308) |
| Other operating expenses | (841) | (738) | (1,579) | 48 | (1,531) |
| Financial income | 18 | 19 | 37 | - | 37 |
| Financial expense | (10) | (1) | (11) | - | (11) |
| Income from dividends | 139 | - | 139 | (106) | 33 |
| Net profit (losses) from financial assets at fer value through profit and loss | 27 | - | 27 | - | 27 |
| Net foreign exchange loss | - | (1) | (1) | - | (1) |
| Share in Profit (loss) in a joint venture and associates | - | - | - | - | - |
| Segment profit (loss) before tax | 140 | 34 | 174 | (97) | 77 |
| Capital expenditure | 42 | 60 | 102 | - | 102 |
| Croatia | Slovenia | Reportable segments total | Adjustments | Consolida-tions totals | |
|---|---|---|---|---|---|
| EUR'000 | EUR'000 | EUR'000 | EUR'000 | EUR'000 | |
| External revenue | 2,036 | 1,765 | 3,801 | (54) | 3,747 |
| Staff costs | (1,004) | (851) | (1,855) | - | (1,855) |
| Depreciation and amortization | (180) | (83) | (263) | 10 | (253) |
| Other operating expenses | (798) | (710) | (1,508) | 58 | (1,450) |
| Financial income | 2 | 1 | 3 | - | 3 |
| Financial expenses | (12) | (1) | (13) | - | (13) |
| Income from dividends | 56 | - | 56 | (42) | 14 |
| Net profit (losses) from financial assets at fer value through profit and loss | (95) | - | (95) | - | (95) |
| Net foreign exchange loss | (4) | - | (4) | - | (4) |
| Share in Profit (loss) in a joint venture and associates | - | - | - | (8) | (8) |
| Segment profit (loss) before tax | 1 | 121 | 122 | (36) | 86 |
| Capital expenditure | 264 | 132 | 396 | - | 396 |
91 Zagreb Stock Exchange Inc.
Group, Zagreb Consolidated financial statements for the year ended 31 December 2023 Notes to the consolidated financial statements (continued)
The Management Board uses estimates and assumptions concerning the future events. The resulting accounting estimates will therefore, by definition, seldom equal the actual results. The estimates and judgments which have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
The Group determines whether goodwill is impaired at least on an annual basis, in accordance with accounting policy 3 b). This requires an estimation of the value in use of the cash-generating units to which the goodwill is allocated. Estimating the value in use requires the Group to make an estimate of the expected future cash flows from the cash-generating units and also to choose a suitable discount rate in order to calculate the present value of those cash flows.
The recoverable amount of cash-generating units is determined based on value-in-use calculations. These calculations use cash flow projections from financial budgets approved by the Management and cover a period of five years.
Goodwill relates entirely to goodwill arising on acquisition of the subsidiary Ljubljanska borza d.d. The Group annually performs an impairment test in order to assess whether the recoverable amount of goodwill indicates potential impairment of its carrying amount. The calculation of the recoverable amount of goodwill is based on five-year plans for revenue on the Slovenian market and business plans of the subsidiary developed by the Group bearing in mind it’s corporate and marketing strategy, relevant markets trends.
The calculation of the recoverable amount implies a terminal growth rate for cash flows after the projected five-year period amounting to 2%. Cash flows created from such plans are discounted using the discount rate which reflects the return of the underlying asset, which is defined for the purposes of the goodwill impairment test as a weighted average cost of capital for the Slovenian market.
The calculations of value in use for the cash-generating units are most sensitive to the following assumptions:
In the event that the discount rate increases by 0.8% with an unchanged income growth rate, the estimated value of the Ljubljana Stock Exchange would decrease by EURK 4,020 thousand. If the discount rate were to decrease by 1.2%, the estimated value of the Ljubljana Stock Exchange would increase by EUR 4,795 thousand. In the event that, with an unchanged discount rate, the terminal income growth rate decreases by 1%, the estimated value of the Ljubljana Stock Exchange would decrease by EUR 4,051 thousand. In the event that the stated income growth rate increases by 1%, the estimated value of the Ljubljana Stock Exchange would increase by EUR 4,586 thousand.
92 Zagreb Stock Exchange Inc.
Group, Zagreb Consolidated financial statements for the year ended 31 December 2023 Notes to the consolidated financial statements (continued)
The Group's objectives in managing capital are to preserve the Group's ability to continue in business on a going concern basis to enable return on investment to shareholders and benefit other stakeholders, and to maintain an optimal capital structure to minimize cost of capital. The Group monitors capital by monitoring its own finance ratios in its financial statements, this indicator is calculated as the ratio of total capital to total assets.
Equity to assets is as follows:
| 31.12.2023 | 31.12.2022 | |
|---|---|---|
| EUR | EUR | |
| Total equity (equity and reserves) | 5,993,657 | 5,854,882 |
| Total assets | 7,206,267 | 7,199,087 |
| Equity to assets | 83% | 81% |
83% of the total assets of the Group is financed from own resources. Accordingly, 17% of the assets are financed from foreign sources (2022: 19%).
The fair values of financial assets and liabilities are included in the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:
The fair values of cash and cash equivalents, trade receivables, trade payables, and other current assets and liabilities approximate their carrying amounts largely due to the short–term maturities of these instruments. Long term fixed rate and variable rate receivables are evaluated by the Group based on parameters such as interest rates and individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected losses of these receivables.
Fair value of available for sale financial assets is derived from quoted market prices in active markets. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in Level 1.The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques based on a discounted cash flow. These valuation techniques maximize the use of observable market data where it is available and rely as little as possible on entity–specific estimates. If all significant inputs required to fairly value an instrument are observable, the instrument is included in Level 2. If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.
The financial instruments are categorized as follows:
| 31.12.2023 EUR | 31.12.2022 EUR | |
|---|---|---|
| Financial assets at amortized costs | 3,135,638 | 2,355,774 |
| Non-current deposits | 33,166 | 33,166 |
| Loans receivable from associate | 27,381 | 28,881 |
| Trade receivables and other assets | 496,733 | 371,254 |
| Current deposits | 1,926,545 | 208,519 |
| Treasury bills | 378,130 | - |
| Cash and cash equivalents | 273,683 | 1,822,473 |
| Financial assets at fair value | 885,598 | 1,217,561 |
| Financial assets at fair value through other comprehensive income | 149,093 | 26,163 |
| Financial assets at fair value through profit and loss | 736,505 | 1,191,398 |
| Total assets | 4,021,236 | 3,473,335 |
| Financial liabilities at amortized costs | ||
| Trade liabilities and other liabilities | 343,737 | 251,402 |
| Lease liabilities | 251,402 | 348,327 |
| Total liabilities | 595,139 | 599,729 |
The Group uses following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique based on the lowest level input that is significant to the fair value determination:
LEVEL 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
LEVEL 2: other techniques for which all inputs which have significant effect on the recorded fair value are observable on the market, either directly or indirectly.
LEVEL 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
As of December 31, 2023, the Group held the following financial assets measured at fair value:
| 31 December 2023 EUR | Level 1 EUR | Level 2 EUR | Level 3 EUR | Total Assets EUR | |
|---|---|---|---|---|---|
| Financial assets at fair value through other comprehensive income (Note 14) | 149,093 | - | - | 149,093 | 149,093 |
| Financial assets at fair value through profit or loss (Note 14) | 736,505 | 736,505 | - | - | 736,505 |
| Total | 885,598 | 736,505 | - | 149,093 | 885,598 |
As of December 31, 2022, the Group held the following financial assets measured at fair value:
| 31 December 2022 EUR | Level 1 EUR | Level 2 EUR | Level 3 EUR | Total Assets EUR | |
|---|---|---|---|---|---|
| Financial assets at fair value through other comprehensive income (Note 15) | 26,163 | - | - | 26,163 | 26,163 |
| Financial assets at fair value through profit or loss (note 15) | 1,191,398 | 1,191,398 | - | - | 1,191,398 |
| Total | 1,217,561 | 1,191,398 | - | 26,163 | 1,217,561 |
As stated in Note 2e) Functional and presentation currency, the Group changed the functional and presentation currency from the Croatian kuna to the euro as of January 1, 2023 due to the change of the official monetary currency and official means of payment in the Republic of Croatia. As stated in the note, on January 1, 2023, the Group converted all items of assets, liabilities and capital at the conversion rate determined by the Croatian government, which was 7.5345 HRK for 1 EUR. The balances in the financial position on January 1, 2022 were converted at the exchange rate in the amount of 7.520447 HRK for 1 EUR, while the items of the profit and loss account, other comprehensive income, capital movements and cash flow were converted at the average annual exchange rate in the amount from HRK 7.520447 for EUR 1. As of December 31, 2022, the Group converted all items of the equity to euro amounts by applying the conversion rate of 7.534350 kn for 1 EUR to the kuna amounts of all items of equity presented in the statement of financial position in the financial statements for the period ended on December 31, 2022. The difference between the determined value of an individual item of equity and the value obtained in the movement of capital report at the above-mentioned exchange rates was reported in the report on capital movement as a separate item (deduction of EUR 10.8 thousand).
There were no events after the balance sheet date that would have had a significant impact on the financial statements as of or for the period then ended.
The annual consolidated financial statements of the Zagreb Stock Exchange Group are presented below, prepared in accordance with the Ordinance on the Structure and Content of Stock Exchange Annual Financial Statements (Official Gazette 25/19, 155/22) ("Regulation") prescribed by HANFA ("regulatory financial statements"). HANFA's accounting regulations are based on International Financial Reporting Standards adopted by the European Union. The main differences between regulatory financial statements prepared in accordance with HANFA's Regulation and financial statements prepared in accordance with the International Financial Reporting Standards adopted by the European Union refer to the disclosures in the financial statements.
BALANCE SHEET
balance as at 31.12.2023 in EUR
Submitter: Zagreb Stock Exchange Inc.
| Item | ADP code | Last day of the preceding business year | At the reporting date of the current period |
|---|---|---|---|
| 1 | 2 | 3 | |
| ASSETS | |||
| FIXED ASSETS | 002+003+009+013 | 3,386,722 | 3,235,702 |
| I INTANGIBLE ASSETS | 2 | 495,495 | 449,062 |
| II TANGIBLE ASSETS | 004+…+008 | 1,547,965 | 1,338,564 |
| 1 Land and buildings | 4 | 1,141,874 | 1,012,103 |
| 2 Computer equipment | 5 | 172,646 | 128,636 |
| 3 Other tangible assets | 6 | 209,753 | 180,939 |
| 4 Leasehold improvements | 7 | 23,692 | 16,886 |
| 5 Assets under construction | 8 | 0 | 0 |
| III FIXED FINANCIAL ASSETS | 010+011+012 | 1,325,605 | 1,448,076 |
| 1 Investments in associates, subsidiaries and joint ventures | 10 | 1,237,395 | 1,238,436 |
| 2 Financial assets at amortised cost | 11 | 62,047 | 60,547 |
| 3 Financial assets at fair value through other comprehensive income | 12 | 26,163 | 149,093 |
| DEFERRED TAX ASSETS | 13 | 17,657 | 0 |
| B CURRENT ASSETS | 015+021+025 | 3,689,444 | 3,843,429 |
| I RECEIVABLES | 016+...+020 | 467,054 | 528,566 |
| 1 Customer receivables | 16 | 367,904 | 402,635 |
| 2 Receivables from employees and members of the undertaking | 17 | 35 | 212 |
| 3 Receivables from government and other institutions | 18 | 17,062 | 36,552 |
| 4 Receivables from connected undertakings | 19 | 0 | 0 |
| 5 Other receivables | 20 | 82,053 | 89,167 |
| III SHORT-TERM FINANCIAL ASSETS | 022+…+024 | 1,399,917 | 3,041,180 |
| 1 Financial assets at amortised cost | 22 | 208,519 | 2,304,675 |
| 2 Financial assets at fair value through other comprehensive income | 23 | 0 | 0 |
| 3 Financial assets at fair value through statement of profit or loss | 24 | 1,191,398 | 736,505 |
| III CASH AND CASH EQUIVALENTS | 25 | 1,822,473 | 273,683 |
| C PREPAID EXPENSES AND ACCRUED INCOME | 26 | 103,732 | 88,702 |
| D TOTAL ASSETS | 001+014+026 | 7,179,898 | 7,167,833 |
| E OFF-BALANCE SHEET ITEMS | 28 | 0 | 0 |
| Item | ADP code | Last day of the preceding business year | At the reporting date of the current period |
|---|---|---|---|
| 1 | 2 | 3 | |
| EQUITY AND LIABILITIES | |||
| A CAPITAL AND RESERVES | 030+031+032+037+…+041 | 5,854,882 | 5,993,657 |
| I INITIAL CAPITAL | 30 | 3,076,316 | 3,076,315 |
| II CAPITAL RESERVES | 31 | 1,839,562 | 1,840,833 |
| III PROFIT RESERVES | 033+...+036 | 882,442 | 964,498 |
| 1 Legal reserves | 33 | 18,714 | 18,714 |
| 2 Reserves for treasury shares | 34 | -18,409 | -30,483 |
| 3 Fair value reserves | 35 | 70,169 | 162,041 |
| 4 Other reserves | 36 | 811,968 | 814,226 |
| IV REVALUATION RESERVES | 37 | 101,095 | 101,095 |
| V RESERVES FROM EXCHANGE RATE DIFFERENCES FROM THE TRANSLATION OF FOREIGN OPERATIONS | 38 | -22,181 | -22,134 |
| VI RETAINED PROFIT OR LOSS BROUGHT FORWARD | 39 | -107,891 | -30,798 |
| VII PROFIT OR LOSS FOR THE YEAR | 40 | 85,539 | 63,848 |
| VIII MINORITY INTEREST | 41 | 0 | 0 |
| B PROVISIONS | 42 | 36,308 | 32,629 |
| C SHORT-TERM LIABILITIES | 044+...049 | 408,143 | 410,942 |
| 1 Liabilities for advance payments | 44 | 1,678 | 8,515 |
| 2 Liabilities to suppliers | 45 | 115,287 | 119,781 |
| 3 Liabilities to employees | 46 | 105,130 | 95,423 |
| 4 Taxes, contributions and similar liabilities | 47 | 50,640 | 52,314 |
| 5 Liabilities to connected undertakings | 48 | 263 | 0 |
| 6 Other short-term liabilities | 49 | 135,145 | 134,909 |
| D LONG-TERM LIABILITIES | 50 | 251,402 | 151,236 |
| E DEFERRED TAX LIABILITY | 51 | 0 | 1,159 |
| F ACCRUALS AND DEFERRED INCOME | 52 | 629,160 | 578,210 |
| G TOTAL LIABILITIES | 029+042+043+050+051+052 | 7,179,898 | 7,167,833 |
| H OFF-BALANCE SHEET ITEMS | 54 | 0 | 0 |
Appendix to the balance sheet (position for consolidated financial statements)
| 056+057 | 5,854,882 | 5,993,657 | |
|---|---|---|---|
| I Capital and reserves | 55 | 5,854,882 | 5,993,657 |
| 1 Attributable to owners of the parent | 56 | 5,854,882 | 5,993,657 |
| 2 Attributable to non-controlling interest | 57 | 0 | 0 |
STATEMENT OF PROFIT OR LOSS
For the period from 1.1.2023 to 31.12.2023 in EUR
Submitter: Zagreb Stock Exchange Inc.# Zagreb Stock Exchange Inc. Group, Zagreb
| Item | ADP | Same period of the previous year | Current period |
|---|---|---|---|
| A OPERATING INCOME | 002+008 | ||
| 1 | 3,746,637 | 3,605,184 | |
| I Sales revenue | 003+...+007 | ||
| 2 | 2,515,221 | 2,267,409 | |
| 1 Commissions and membership fees | 3 | 1,167,244 | 1,026,091 |
| 2 Listing maintenance fees | 4 | 1,114,789 | 1,085,816 |
| 3 Quotation fees | 5 | 233,188 | 155,502 |
| 4 Income from auctions | 6 | 0 | 0 |
| 5 Income from memberships | 7 | 0 | 0 |
| II Other operating income | 009+...+011 | ||
| 8 | 1,231,416 | 1,337,775 | |
| 1 Income from application programming interface (API) services | 9 | 0 | 0 |
| 2 Income from the supply of information | 10 | 831,375 | 901,934 |
| 3 Other income | 11 | 400,041 | 435,841 |
| B OPERATING EXPENSES | 013+016+020+021+022+025+026 | ||
| 12 | 3,556,608 | 3,612,842 | |
| I Material costs | 014+015 | ||
| 13 | 1,043,638 | 1,109,657 | |
| 1 Costs of raw materials | 14 | 25,911 | 38,865 |
| 2 Other external costs | 15 | 1,017,727 | 1,070,792 |
| II Staff costs | 017+...+019 | ||
| 16 | 1,738,846 | 1,637,853 | |
| 1 Net salaries and wages | 17 | 1,212,555 | 1,138,028 |
| 2 Tax and contributions from salary costs | 18 | 393,352 | 367,947 |
| 3 Payroll contributions | 19 | 132,939 | 131,878 |
| III Depreciation | 20 | 254,000 | 307,982 |
| IV Other costs | 21 | 513,076 | 539,923 |
| V Value adjustment | 023+024 | ||
| 22 | 1,433 | 4,121 | |
| 1 fixed assets (other than financial assets) | 23 | 0 | 0 |
| 2 current assets (other than financial assets) | 24 | 1,433 | 4,121 |
| VI Provisions | 25 | 0 | 0 |
| VII Other operating expenses | 26 | 5,615 | 13,306 |
| C FINANCIAL INCOME | 028+...+033 | ||
| 27 | 23,636 | 96,210 | |
| 1 Interest, exchange rate differences, dividends and similar income from relations with connected undertakings | 28 | 13,516 | 62 |
| 2 Interest, exchange rate differences, dividends and similar income from relations with non-connected undertakings and other persons | 29 | 9,751 | 67,101 |
| 3 Income share from associates and participating interests | 30 | 0 | 0 |
| 4 Unrealised gains (income) from financial assets | 31 | 0 | 12,089 |
| 5 Profit from reversal of provisions for impairment for expected credit losses | 32 | 0 | 0 |
| 6 Other financial income | 33 | 369 | 16,958 |
| D FINANCIAL EXPENSES | 035+...+039 | ||
| 34 | 120,051 | 11,171 | |
| 1 Interest, exchange rate differences and other expenditures with connected undertakings | 35 | 943 | 690 |
| 2 Interest, exchange rate differences and other expenditure from relations with non-connected undertakings and other persons | 36 | 23,705 | 10,481 |
| 3 Unrealised losses (expenses) from financial assets | 37 | 95,403 | 0 |
| 4 Loss allowance for expected credit losses | 38 | 0 | 0 |
| 5 Other financial expenses | 39 | 0 | 0 |
| E TOTAL INCOME | 001+027 | ||
| 40 | 3,770,273 | 3,701,394 | |
| F TOTAL EXPENDITURE | 012+034 | ||
| 41 | 3,676,659 | 3,624,013 | |
| G Share in profit/loss of associates and subsidiaries | |||
| 42 | -7,866 | -203 | |
| H PRE-TAX PROFIT OR LOSS | 040-041+042 | ||
| 43 | 85,748 | 77,178 | |
| I INCOME TAX | |||
| 44 | 209 | 13,330 | |
| J PROFIT OR LOSS FOR THE PERIOD | 043-044 | ||
| 45 | 85,539 | 63,848 | |
| 1 Change in revaluation reserves (property, plant, equipment and intangible assets) | 46 | -30,071 | 0 |
| 2 Actuarial gains/losses on defined benefit pension plans | 47 | -2,204 | 2,495 |
| 3 Unrealised gains/losses on financial assets at fair value through other comprehensive income | 48 | 70,196 | 112,040 |
| 4 Gains/losses on hedging instruments in a cash flow hedge | 49 | 0 | 0 |
| 5 Gains/losses arising from translation of financial statements relating to foreign operations | 50 | 6,862 | 47 |
| 6 Income tax on other comprehensive income | 51 | -5,923 | 20,405 |
| K OTHER COMPREHENSIVE INCOME | 046+…+051 | ||
| 52 | 38,860 | 94,177 | |
| TOTAL COMPREHENSIVE INCOME | 045+052 | ||
| 53 | 136,245 | 158,025 | |
| M RECLASSIFICATION ADJUSTMENTS | |||
| 54 | 0 | 0 | |
| Appendix | |||
| Attributable to owners of the parent | 136,245 | 158,025 | |
| Attributable to non-controlling interest | 0 | 0 |
100
Submitter: Zagreb Stock Exchange
| Item | ADP code | Same period of the previous year | Current period |
|---|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | |||
| 1 Pre-tax profit | 1 | 85,748 | 77,178 |
| 2 Depreciation | 2 | 254,000 | 307,982 |
| 3 Increase in short-term liabilities | 3 | 0 | 0 |
| 4 Decrease in short-term receivables | 4 | 56,233 | 0 |
| 5 Decrease in inventories | 5 | 0 | 0 |
| 6 Loss on impairment for expected credit losses | 6 | 0 | 0 |
| 7 Other cash flow increase | 7 | 137,344 | 32,037 |
| I Total cash flow increase from operating activities | 001+...+007 | 533,325 | 417,197 |
| 1 Decrease in short-term liabilities | 9 | 28,403 | 441 |
| 2 Increase in short-term receivables | 10 | 0 | 73,192 |
| 3 Increase in inventories | 11 | 0 | 0 |
| 4 Profit from reversal of provisions for impairment for expected credit losses | 12 | 0 | 0 |
| 5 Other cash flow decrease | 13 | 22,411 | 160,450 |
| II Total cash flow decrease from operating activities | 009+...+013 | 50,814 | 234,083 |
| CASH FLOW FROM INVESTMENT ACTIVITIES | |||
| 1 Cash receipts from sale of fixed tangible and intangible assets | 15 | 0 | 0 |
| 2 Cash receipts the from sale of equity instruments and debt instruments | 16 | 0 | 0 |
| 3 Interest received | 17 | 2,434 | 34,795 |
| 4 Dividends received | 18 | 13,474 | 32,593 |
| 5 Other cash receipts from investment activities | 19 | 1,332,984 | 482,926 |
| III Total cash receipts from investment activities | 015+...+019 | 1,348,892 | 550,314 |
| 1 Cash payments for the purchase of fixed tangible and intangible assets | 21 | 363,669 | 56,822 |
| 2 Cash payments for the acquisition of equity financial instruments and debt financial instruments | 22 | 976,693 | 29,347 |
| 3 Other cash payments from investment activities | 23 | 108,290 | 2,099,124 |
| IV Total cash payments from investment activities | 021+...+023 | 1,448,652 | 2,185,293 |
101
| Item | ADP code | Same period of the previous year | Current period |
|---|---|---|---|
| CASH FLOW FROM FINANCING ACTIVITIES | |||
| 1 Cash receipts from the issue of equity financial instruments and debt financial instruments | 25 | 0 | 0 |
| 2 Cash receipts from credit principals, debentures, loans and other borrowings | 26 | 0 | 0 |
| 3 Other cash receipts from financing activities | 27 | 0 | 0 |
| V Total cash receipts from financing activities | 025+...+027 | 0 | 0 |
| 1 Cash payments for credit principals and bonds | 29 | 0 | 0 |
| 2 Cash payments for dividends | 30 | 0 | 0 |
| 3 Cash payments for finance lease | 31 | 0 | 0 |
| 4 Cash payments for the redemption of treasury shares | 32 | 0 | 0 |
| 5 Other cash payments from financing activities | 33 | 101,754 | 96,925 |
| VI Total cash payments from financing activities | 029+...+033 | 101,754 | 96,925 |
| VII Cash and cash equivalents at the beginning of period | 35 | 1,541,476 | 1,822,473 |
| VIII Increase of cash and cash equivalents | 36 | 280,997 | 0 |
| IX Decrease of cash and cash equivalents | 37 | 0 | 1,548,790 |
| X Cash and cash equivalents at the end of period | 38 | 1,822,473 | 273,683 |
102
| Item | ADP | Attributable to owners of the parent | Attributable to non-controlling interests | Total capital and reserves | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Subscribed capital | Capital reserves | Legal reserves and reserves for treasury shares | Fair value reserves | Other reserves | Revaluation reserves | Reserves from exchange rate differences from the translation of foreign operations | Retained profit or loss brought forward | Profit or loss for the year | ||||
| 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | ||
| Balance on the first day of the previous business year | 1 | 6,164,128 | 1,843,000 | 18,749 | - | -1,914 | 125,832 | -29,255 | -2,420,980 | 48,342 | - | 5,747,902 |
| Change in accounting policies | 2 | - | - | - | - | - | - | - | - | - | - | - |
| Correction of errors from prior periods | 3 | - | - | - | - | - | - | - | - | - | - | - |
| Balance on the first day of the previous business year (restated) | 4 | 6,164,128 | 1,843,000 | 18,749 | - | -1,914 | 125,832 | -29,255 | -2,420,980 | 48,342 | - | 5,747,902 |
| Profit or loss for the period | 5 | - | - | - | - | - | - | - | - | 85,539 | - | 85,539 |
| Unrealised gains or losses on financial assets at fair value through other comprehensive income | 6 | - | - | - | 70,196 | - | - | - | - | - | - | 70,196 |
| Other changes in equity unrelated to owners | 7 | - | - | - | - | -2,204 | -24,147 | 6,862 | - | - | - | -19,489 |
| Total directly recognized income and expenses of the previous year (previous year periods) | 8 | - | - | - | 70,196 | -2,204 | -24,147 | 6,862 | - | 85,539 | - | 136,246 |
| Increase/decrease in subscribed capital | 9 | -3,077,506 | - | - | - | 815,960 | - | - | 2,261,546 | - | - | - |
| Other contributions by owners | 10 | - | - | - | - | - | - | - | - | - | - | - |
| Payment of share in profit/dividend | 11 | - | - | - | - | - | - | - | - | - | - | - |
| Other distribution to owners | 12 | - | - | -18,416 | -82 | - | - | 48,342 | -48,342 | - | - | -18,498 |
| Balance on the last day of the previous business year reporting period | 13 | 3,086,622 | 1,843,000 | 333 | 70,196 | 811,760 | 101,685 | -22,393 | -111,092 | 85,539 | - | 5,865,650 |
103
| Item | ADP | Attributable to owners of the parent | Attributable to non-controlling interests | Total capital and reserves | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Subscribed capital | Capital reserves | Legal reserves and reserves for treasury shares | Fair value reserves | Other reserves | Revaluation reserves | Reserves from exchange rate differences from the translation of foreign operations | Retained profit or loss brought forward | Profit or loss for the year | ||||
| 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | ||
| Balance on the first day of the current business year | 14 | 3,086,622 | 1,843,000 | 333 | 70,196 | 811,760 | 101,685 | -22,393 | -111,092 | 85,539 | - | 5,865,650 |
| Change in accounting policies | 15 | -10,306 | -3,438 | -28 | -27 | 208 | -590 | 212 | 3,201 | - | - | -10,768 |
| Correction of errors from prior periods | 16 | - | - | - | - | - | - | - | - | - | - | - |
| Balance on the first day of the current business year (restated) | 17 | 3,076,316 | 1,839,562 | 305 | 70,169 | 811,968 | 101,095 | -22,181 | -107,891 | 85,539 | - | |
| :----------------------- | :--------------------------------- | :----- | :----- | :----- | :----- | :----- | :----- | :----- | :----- | :----- | :----- | |
| Profit or loss for the period | 18 | - | - | - | - | - | - | - | 63,848 | - | 63,848 | |
| Unrealised gains or losses on | ||||||||||||
| financial assets at fair value | ||||||||||||
| through other comprehensive income | 19 | - | - | - | 91,872 | 2,258 | - | - | - | - | 94,130 | |
| Other changes in equity unrelated | ||||||||||||
| to owners | 20 | - | - | - | - | - | - | 47 | - | - | 47 | |
| Total directly recognised income | ||||||||||||
| and expenses of the current year | ||||||||||||
| (current period) | 21 | - | - | - | 91,872 | 2,258 | - | 47 | - | 63,848 | - | |
| Increase/decrease in subscribed | ||||||||||||
| capital | 22 | -1 | 1 | - | - | - | - | - | - | - | - | |
| Other contributions by owners | 23 | - | - | - | - | - | - | - | - | - | - | |
| Payment of share in profit/dividend | 24 | - | 1,270 | 5,182 | - | - | - | - | -8,446 | - | - | |
| Other distribution to owners | 25 | - | - | -17,256 | - | - | - | - | 85,539 | -85,539 | - | |
| Balance on the last day of the | ||||||||||||
| current business year reporting | ||||||||||||
| period | 26 | 3,076,315 | 1,840,833 | -11,769 | 162,041 | 814,226 | 101,095 | -22,134 | -30,798 | 63,848 | - |
104 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Notes to the annual consolidated financial statements – GFI
Zagreb Stock Exchange Inc. (“the Company”) is a joint stock company domiciled in Republic of Croatia and was registered at the Commercial Court in Zagreb on 5 July 1991 under the number (MBS) 0800034217. The personal identification number of the Company (OIB) is 84368186611. The address of the Company’s registered office is Eurotower, 22nd floor, Ivana Lučića 2a/22, Zagreb, Croatia.
Basis for preparation
Consolidated financial statements are prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS). Consolidated financial statements are prepared on a historical cost basis, except for financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income and land and building which are measured at fair value. Detailed information on the basis of preparation of the financial statements are provided in Note 2 to the consolidated financial statements presented in the Annual Report on Group Status and Business Activities in 2023 available on the internet page www.zse.hr (further: the Group’s Annual Report).
Significant accounting policies
Financial statements for the reporting period are prepared applying the same accounting policies as in the latest consolidated financial statements for 2023 available on the internet page www.zse.hr.
Disclosure of additional information required by IFRSs that are not presented elsewhere in the separate statement of financial position, statement of comprehensive income, statement of cash flows and statement of changes in equity
Additional information required by IFRSs that are not presented elsewhere in the consolidated statement of financial position, statement of comprehensive income, statement of cash flows and statement of changes in equity are disclosed in the Group’s Annual Report as published on the internet page www.zse.hr.
Change of the functional and presentation currency
On January 1, 2023, the official monetary currency and official means of payment in the Republic of Croatia became the euro ("EUR") instead of the Croatian kuna ("HRK"). The introduction of the euro as the official currency in the Republic of Croatia represents a change in the functional currency. The information on accounting policy applied and impact of the change of the functional currency on the financial statements are published in the Company’s Annual Report available on the internet page www.zse.hr.
Financial commitments, guarantees or contingencies that are not included in the balance sheet, and an indication of the nature and form of any valuable security which has been provided
The Group does not have financial commitments, guarantees or contingencies that are not included in the balance sheet as of December 31, 2023, nor has issued securities.
Amount of advance payments and loans granted to the members of administrative, management and supervisory bodies
The Group did not give advances or approved loans to members of administrative, management and supervisory bodies during 2023 or 2022.
105 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Notes to the annual consolidated financial statements – GFI (continued)
Amount and nature of individual items of income or expenditure which are of exceptional size or incidence
Details on the income or expenditure which are of exceptional size or incidence are presented in the Notes to the audited financial statements in the Group’s Annual Report (www.zse.hr).
Liabilities falling due after more than five years, as well as debts covered by valuable security provided by the Group
At the balance sheet date, 31 December 2023, the liabilities falling due after more than five years amount to EUR 1.4 thousand. At the balance sheet date, the Group does not have debts covered by valuable securities provided by the Group.
Average number of employees during the reporting period
The average number of the employees during the reporting period of 2023 is 37.
Capitalized costs of salaries during the reporting period
The Group did not capitalize the cost of salaries during the reporting period.
Amount of salaries and remunerations approved for the business year to members of administrative, management and supervisory bodies
The amount of salaries and remunerations approved for the year 2023 to the members of the administrative, management and supervisory bodies due to their responsibilities and all obligations arising from or agreed upon in connection with the retirement of the former members of these bodies are published in Note 23 Related parties in the Group’s Annual Report (www.zse.hr).
Average number of employees by category and personnel costs related to the business year
The Group does not divide employees into categories. During 2023, the Group had an average of 37 employees. The income of employees for 2023 broken down into net salaries and wages, the costs of taxes and contributions from salaries, contributions to salaries and other salary expenses that do not include reimbursements of expenses are published in Note 6 Personnel expenses in the Group’s Annual Report (www.zse .hr).
Deferred taxes
Provisions for deferred taxes, balance of deferred taxes at the beginning and the end of the reporting period, as well as movement of those positions during the reporting period are presented in the Note 9 in the Group’s Annual Report (www.zse.hr).
Name and registered office of each of the companies in which the issuer, either itself or through a person acting in their own name but on the issuer's behalf, holds a participating interest, showing the amount of capital held, the amount of total capital and reserves, and profit or loss
Information on investments in companies in which the Group holds a participating share in the capital are presented in Note 1 and Note 13 "Investments in associates and joint ventures" (GFI: "Investments in associates, subsidiaries and joint ventures").
Number and nominal value of shares subscribed during the reporting period within the limits of the authorised capital
Based on the Decision of the Company's Assembly dated June 14, 2022, the share capital of the Company is reduced in a regular procedure for the purpose of transferring EUR 3.076.316 to other reserves of the Company. By undertaking the share capital reduction, the nominal value per share is reduced to the amount which is lower than the minimum nominal amount permitted under Article 163(2) of the Companies Act.
106 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Notes to the annual consolidated financial statements – GFI (continued)
Number and nominal value of shares subscribed during the reporting period within the limits of the authorised capital (continued)
Hence, the share capital is reduced in a regular procedure through a consolidation of shares (reverse split), in accordance with Article 342(4) of the Companies Act. The shares are consolidated at a ratio of 2:1 by issuing to each shareholder 1 registered share with a nominal value of EUR 1.33 for 2 shares outstanding. Based on the decision of the Company’s General Assembly dated June 12, 2023, for the purposes of aligning the Company's share capital and parts of that capital that relate to individual shares with the provisions of Article 21 of the Act on Amendments to the Companies Act ("Official Gazette" No. 114/22) , all shares of the Company were replaced by ZB-R-A shares with a nominal amount for shares without a nominal amount.
Existence of any participation certificates, convertible debentures, warrants, options or similar securities or rights, with an indication of their number and the rights they give
The Group has no participation certificates, convertible debentures, warrants, options or similar securities or rights.
Name, registered office and legal form of each of the companies in which the issuer has unlimited liability
The Group has no shares in companies having unlimited liability.
Name and registered office of the company which draws up consolidated financial statements for the reporting period of the largest group of companies of which the issuer forms part as a controlled group member
The Company is the final parent company and is not a controlled member of any group. The Company prepares consolidated financial statements that are available for use on the internet page www.zse.hr.
Name and registered office of the company which draws up consolidated financial statements for the reporting period of the smallest group of companies of which the issuer forms part as a controlled group member and which is also included in the group of companies referred to in point 13.18. Place where copies of the consolidated financial statements referred to in points 16 and 17 may be obtained
The Company prepares consolidated financial statements that are available for use on the internet page www.zse.hr.
Proposed distribution of profits
The proposal on the distribution of profits for 2023 for the Company is attached to the Company’s Annual Report, which is published on the website www.zse.hr.
107 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Notes to the annual consolidated financial statements – GFI (continued)
Nature and business purpose of the company's arrangements that are not included in the balance sheet and the financial impact on the company of those arrangements, provided that the risks or rewards of such arrangements are material and to the extent that disclosure of such risks or rewards is necessary to assess the issuer's financial position
The Group has no arrangements that are not included in the presented consolidated financial statements.
Nature and the financial effect of significant events arising after the balance sheet date which are not reflected in the profit and loss account or the balance sheet
Significant events arising after the balance sheet date are presented in Notes to the Group’s Annual Report for 2023 as published on the internet page www.zse.hr
Net income broken down by segments
The information on segments are presented in Note 24 to the Group’s Annual Report.
Total amount of compensation to the auditor for the reporting year
The amount of the auditor's fee for the statutory audit of annual financial statements and the amount of other fees to the auditor is published in the notes to the consolidated financial statements in the Group’s Annual Report.
108 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Reconciliation of the GFI-POD Balance sheet and consolidated balance from audited financial statements for the year 2023
| Balance sheet item (IFRS) | Amount (EUR) | Balance sheet item (TFI) | AOP | Amount (EUR) |
|---|---|---|---|---|
| ASSETS | B CURRENT ASSETS | |||
| Non-current assets | 3,235,702 | A, FIXED ASSETS | 1 | 3,235,702 |
| I Intangible assets | 2 | 449,062 | ||
| Intangible assets | 291,627 | 2 | 449,062 | |
| Goodwill | 157,435 | |||
| 449,062 | ||||
| II Tangible assets | 1,338,564 | 3 | 1,338,564 | |
| Property and equipment | 1,086,374 | |||
| Land and buildings | 4 | 1,023,151 | ||
| Right-of-use assets | 252,190 | |||
| Computer equipment | 5 | 128,543 | ||
| Other tangible assets | 6 | 169,984 | ||
| Leasehold improvements | 7 | 16,886 | ||
| 1,338,564 | ||||
| III Long term financial assets | 1,448,076 | 1,448,076 | ||
| Investment in subsidiary | - | 10 | 1,238,436 | |
| Investments in associates, subsidiaries and joint ventures | 1,238,436 | |||
| Investment in associate and joint venture | ||||
| Long term deposits | 33,166 | 12 | 60,547 | |
| Borrowings to associated company | 27,381 | |||
| Financial assets at fair value through other comprehensive income | 149,093 | 11 | 149,093 | |
| 1,448,076 | ||||
| Deferred tax assets | - | Deferred tax assets | - | |
| CURRENT ASSETS | 3,855,108 | B CURRENT ASSETS | 14 | 3,843,429 |
| I RECEIVABLES | 15 | 528,566 | ||
| Trade receivables and other assets | 540,245 | |||
| Trade receivables | 16 | 402,635 | ||
| Receivables from employees and members of the undertaking | 17 | 212 | ||
| Receivables from government and other institutions | 18 | 36,552 | ||
| Receivables from connected undertakings | 19 | |||
| Other receivables | 20 | 89,167 | ||
| 528,566 |
109 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Reconciliation of the GFI-POD Balance sheet and consolidated balance from audited financial statements for the year 2023 (continued)
| Balance sheet item (IFRS) | Amount (EUR) | Balance sheet item (TFI) | AOP | Amount (EUR) |
|---|---|---|---|---|
| II SHORT-TERM FINANCIAL ASSETS | 3,041,180 | II SHORT-TERM FINANCIAL ASSETS | 21 | 3,041,180 |
| Short-term deposits | 2,304,675 | Financial assets at amortised cost | 22 | 2,304,675 |
| Financial assets at fair value through profit or loss | 736,505 | Financial assets at fair value through statement of profit or loss | 24 | 736,505 |
| 3,041,180 | 3,041,180 | |||
| Cash and cash equivalents | 273,683 | III CASH AND CASH EQUIVALENTS | 25 | 273,683 |
| Prepaid expenses | 77,022 | C PREPAID EXPENSES AND ACCRUED INCOME | 26 | 88,702 |
| Deferred expenses | 21,729 | C PREPAID EXPENSES AND ACCRUED INCOME | 88,702 | |
| Contract assets | 55,293 | |||
| 77,022 | 88,702 | |||
| TOTAL ASSETS | 7,167,833 | D TOTAL ASSETS | 27 | 7,167,833 |
| CAPITAL AND LIABILITIES | ||||
| Capital and liabilities | 5,993,657 | A CAPITAL AND RESERVES | 29 | 5,993,657 |
| Issued share capital | 3,076,315 | I INITIAL CAPITAL | 30 | 3,076,315 |
| Share premium | 1,840,833 | II CAPITAL RESERVES | 31 | 1,840,833 |
| Profit reserves | 1,043,459 | III PROFIT RESERVES | 32 | 964,498 |
| Legal reserves | 18,714 | Legal reserves | 33 | 18,714 |
| Own shares | (30,483) | Reserves for own shares | 34 | (30,483) |
| Fair value reserves | 162,041 | Fair value reserves | 35 | 162,041 |
| Other reserves | 815,878 | Other reserves | 36 | 814,226 |
| Actuarial gains / losses | (1,652) | 814,226 | ||
| Revaluation reserves | 101,095 | IV REVALUATION RESERVES | 37 | 101,095 |
| Translation reserves | (22,134) | V RESERVES FROM EXCHANGE RATE DIFFERENCES FROM THE TRANSLATION OF FOREIGN OPERATIONS | 38 | (22,134) |
| Accumulated gain (losses) | 33,050 | IV Retained profit of loss brought forward | 39 | (30,798) |
| Profit or loss for the year | V Profit or loss for the year | 40 | 63,848 | |
| 33,050 | 33,050 | |||
| 5,993,657 | 5,993,657 |
110 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Reconciliation of the GFI-POD Balance sheet and consolidated balance from audited financial statements for the year 2023 (continued)
| Balance sheet item (IFRS) | Amount (EUR) | Balance sheet item (TFI) | AOP | Amount (EUR) |
|---|---|---|---|---|
| Non current liabilities | 185,024 | Long term liabilities and provisions | 185,024 | |
| Employee benefits | 6,485 | B Provisions | 42 | 32,629 |
| Long term contract liabilities | 26,144 | 32,629 | ||
| Lease liabilities | 151,236 | D Long term liabilities | 50 | 151,236 |
| Deferred tax liabilities | 1,160 | E Deferred tax liabilities | 51 | 1,159 |
| Employee benefits - Long term contract liabilities | ||||
| 185,025 | 185,024 | |||
| Short term liabilities | 443,903 | C SHORT TERM LIABILITIES | 43 | 410,942 |
| Trade and other payables | 343,737 | |||
| Trade payables | 44 | 8,515 | ||
| Short term lease liabilities | 100,166 | |||
| Liabilities to employees | 45 | 119,781 | ||
| Corporate income tax liability | 46 | 95,423 | ||
| Advance payments received | Taxes, contributions and similar liabilities | 47 | 52,314 | |
| Other short-term liabilities | 48 | |||
| Rounding | 49 | 134,909 | ||
| 443,903 | 410,942 | |||
| Contract liabilities | 545,248 | F Accruals and deferred income | 52 | 578,210 |
| Contract liabilities | 498,633 | |||
| Accrued expenses | 46,615 | |||
| 545,248 | 578,210 | |||
| Total equity and liabilities | 7,167,833 | 7,167,833 |
111 Zagrebačka burza d.d. Group, Zagreb
Regulatory consolidated financial statements for the year ended 31 December 2023
Reconciliation of the GFI-POD Profit and loss account and consolidated other comprehensive income from audited financial statements for the year 2023
| P&L item (IFRS) | Amount (EUR) | P&L item (TFI) | Amount (EUR) |
|---|---|---|---|
| Operating revenues | 3,605,184 | A OPERATING INCOME | 1 |
| Sales revenue | 2,267,409 | I Sales revenue | 2 |
| Other operating income | 1,337,775 | II Other operating income | 8 |
| 3,605,184 | |||
| Operating expenses | 3,612,842 | B OPERATING EXPENSES | 12 |
| Staff costs | 1,774,304 | II Staff costs | 16 |
| Other employee costs (GFI AOP 22) | (1,761,209) | 13 | |
| Other operating expenses | 1,530,556 | I Material costs | 13 |
| Expenses reported under Staff costs | 1,761,209 | IV Other costs | 21 |
| Value adjustment 024+025 | 4,121 | V Value adjustment | 22 |
| 3,291,765 | VII Other operating expenses | 26 | |
| Depreciation and amortization | 307,982 | III Depreciation | 20 |
| Net finance income | 85,039 | Net finance income | |
| Financial income | 37,859 | C FINANCIAL INCOME | 27 |
| Financial expense | (10,944) | D FINANCIAL EXPENSES | 34 |
| Dividend income | 32,593 | ||
| Net gain (losses) from changes in fair value of financial assets through profit and loss | 26,533 | ||
| Net foreign exchange gain/(loss) | (1,002) | ||
| Share of profit (loss) in joint venture and associates | (203) | G Share in profit/loss of associates and subsidiaries | |
| (203) | |||
| Profit before tax | 77,178 | H PRE-TAX PROFIT OR LOSS | 43 |
| Income tax expense | 13,330 | I INCOME TAX | 44 |
| Profit for the year | 63,848 | J PROFIT OR LOSS FOR THE PERIOD | 45 |
| Total other comprehensive profit | 94,177 | K OTHER COMPREHENSIVE INCOME | 52 |
| Total comprehensive profit for the year | 158,025 | TOTAL COMPREHENSIVE INCOME | 53 |
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