Piraeus Asset Management Europe S.A. Société Anonyme

Transcription

1 Audited annual accounts as at 31st December 2016 Piraeus Asset Management Europe S.A. Société Anonyme Registered Office: 11, rue Aldringen L-1118 LUXEMBOURG R.C.S. Luxembourg B

2 Table of contents Organisation... 2 Audit report... 4 Balance sheet... 6 Profit and loss account... 7 Notes to the annual accounts

3 Organisation Registered Office 11, rue Aldringen L-1118 LUXEMBOURG Board of Directors Chairman Iraklis BAMPLEKOS Chief Executive Officer PIRAEUS ASSET MANAGEMENT MUTUAL FUNDS MANAGEMENT COMPANY (PIRAEUS M.F.M.C.) 94 Vas. Sofias Av. & 1 Kerasountos Str. GR ATHENS Directors Vassilios DAMOURAS Evangelos KALOMALLOS Andreas OIKONOMIDIS Archontissa PROESTAKI Chief Operating Officer PIRAEUS ASSET MANAGEMENT MUTUAL FUNDS MANAGEMENT COMPANY (PIRAEUS M.F.M.C.) 94 Vas. Sofias Av. & 1 Kerasountos Str. GR ATHENS (until 12th July 2016) Manager Participation Division of PIRAEUS BANK 4, Amerikis Str. GR ATHENS Head of Securities Services PIRAEUS Bank S.A. 4, Papada GR ATHENS (since 19th April 2016) Deputy CEO PIRAEUS ASSET MANAGEMENT MUTUAL FUNDS MANAGEMENT COMPANY (PIRAEUS M.F.M.C.) 94, Vas.Sophia Av. & 1 Kerasountos Str. GR ATHENS (since 19th April 2016) Conducting officers Vassilios DAMOURAS (until 30th June 2016) Evanthia KOUVELI (since 30th June 2016) Daniel VAN HOVE Auditor PRICEWATERHOUSECOOPERS, Société coopérative 2, rue Gerhard Mercator L-2182 LUXEMBOURG 2

4 Organisation (continued) Legal Advisers ELVINGER HOSS PRUSSEN 2, place Winston Churchill L-1340 LUXEMBOURG 3

5 Audit report To the Shareholders of Piraeus Asset Management Europe S.A. We have audited the accompanying annual accounts of Piraeus Asset Management Europe S.A., which comprise the balance sheet as at 31st December 2016, the profit and loss account for the year then ended and a summary of significant accounting policies and other explanatory information. Board of Directors responsibility for the annual accounts The Board of Directors is responsible for the preparation and fair presentation of these annual accounts in accordance with Luxembourg legal and regulatory requirements relating to the preparation of the annual accounts, and for such internal control as the Board of Directors determines is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. Responsibility of the "Réviseur d entreprises agréé" Our responsibility is to express an opinion on these annual accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing as adopted for Luxembourg by the "Commission de Surveillance du Secteur Financier". Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts. The procedures selected depend on the judgment of the "Réviseur d entreprises agréé", including the assessment of the risks of material misstatement of the annual accounts, whether due to fraud or error. In making those risk assessments, the "Réviseur d entreprises agréé" considers internal control relevant to the entity s preparation and fair presentation of the annual accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors, as well as evaluating the overall presentation of the annual accounts. PricewaterhouseCoopers, Société coopérative, 2 rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg T: , F: , Cabinet de révision agréé. Expert-comptable (autorisation gouvernementale n ) R.C.S. Luxembourg B TVA LU

6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the annual accounts give a true and fair view of the financial position of Piraeus Asset Management Europe S.A. as of 31st December 2016, and of the results of its operations for the year then ended in accordance with Luxembourg legal and regulatory requirements relating to the preparation of the annual accounts. PricewaterhouseCoopers, Société coopérative Luxembourg, 7th April 2017 Represented by Valérie Piastrelli 5

7 Balance sheet as at 31st December 2016 and 31st December 2015 (in EUR) ASSETS Reference(s) Current year Previous year A. Subscribed capital unpaid I. Subscribed capital not called II. Subscribed capital called but unpaid B. Formation expenses C. Fixed assets I. Intangible fixed assets II. Tangible fixed assets III. Financial fixed assets D. Current assets , , I. Stocks II. Debtors a) becoming due and payable w ithin one year b, , , b) becoming due and payable after more than one year III. Investments IV. Cash at bank and in hand , , E. Prepayments TOTAL (ASSETS) , , LIABILITIES Reference(s) Current year Previous year A. Capital and reserves , , I. Subscribed capital , , II. Share premium account III. Revaluation reserves IV. Reserves , , V. Profit or loss brought forw ard , , VI. Profit or loss for the financial year , , VII. Interim dividends VIII. Capital investment subsidies B. Provisions C. Creditors , , a) becoming due and payable w ithin one year c, , , b) becoming due and payable after more than one year D. Deferred income TOTAL (CAPITAL, RESERVES AND LIABILITIES) , , The notes in the annex form an integral part of the annual accounts. 6

8 Profit and loss account for the years ended 31st December 2016 and 31st December 2015 (in EUR) ABRIDGED PROFIT AND LOSS ACCOUNT Reference(s) Current year Previous year to 5. Gross profit or loss ; 2.e , , Staff costs a) Wages and salaries b) Social security costs i) relating to pensions ii) other social security costs c) Other staff costs Value adjustments a) in respect of formation expenses and of tangible and intangible fixed assets b) in respect of current assets Other operating expenses Income from participating interests a) derived from affiliated undertakings b) other income from participating interests Income from other investments and loans forming part of the fixed assets a) derived from affiliated undertakings b) other income not included under a) Other interest receivable and similar income , , a) derived from affiliated undertakings b) other interest and similar income , , Share of profit or loss of undertakings accounted for under the equity method 13. Value adjustments in respect of financial assets and of investments held as current assets Interest payable and similar expenses a) concerning affiliated undertakings b) other interest and similar expenses Tax on profit or loss (38.37) 636 (8,177.55) 16. Profit or loss after taxation , , Other taxes not show n under items 1 to (1,480.00) 638 (1,390.00) 18. Profit or loss for the financial year , , The notes in the annex form an integral part of the annual accounts. 7

9 Notes to the annual accounts as at 31st December 2016 Note 1 - General information Piraeus Asset Management Europe S.A. ("the Company") was incorporated as a Société Anonyme on 6th November 1991 under the name of Xiosinvest Management Co. S.A. for an unlimited period. It changed its name on 17th April The Company s financial year starts on 1st January and ends on 31st December of each year. The purpose of the Company is the creation, administration and management of PiraeusInvest (the Fund ) and the issue of certificates or statements of confirmation evidencing undivided coproprietorship interests in the said Fund. The Company is governed by Chapter 15 of the amended law of 17th December 2010 relating to undertakings for collective investment. The parent company of the smallest and the largest group for which consolidated financial statements are prepared is Piraeus Bank S.A., registered in Greece. The parent company of Piraeus Asset Management Europe S.A. is Piraeus Bank S.A., Athens. Note 2 - Significant accounting policies The Company maintains its accounts in euro ("EUR"). The annual accounts are prepared in conformity with the Luxembourg legal and regulatory requirements, in accordance with the Luxembourg law of 10th August 1915 as amended concerning commercial companies in its actual version and in accordance with the Luxembourg law of 19th December 2002 as amended concerning the Register of Business and Companies (Registre de Commerce et Sociétés) under the historical cost convention. However, the structure of the profit and loss account was adapted to the specific conditions of this Company. The Company's principal valuation rules may be summarised as follows: a) Conversion of foreign currencies Assets and liabilities in foreign currencies have been translated into EUR at exchange rates prevailing at the year-end. Income and expenses in foreign currencies have been translated into EUR at exchange rates prevailing on the transaction dates. The exchange gain or loss arising from the translation of foreign currencies is recognised in the profit and loss account in determining the profit/loss for the financial year. b) Debtors Debtors are valued at their nominal value. They are subject to value adjustments where their recovery is compromised. These value adjustments are not continued if the reasons for which the value adjustments were made have ceased to apply. c) Creditors Creditors are recorded at their reimbursement value. d) Provisions Provisions are intended to cover losses or debts, the nature of which is clearly defined and which, at the date of the balance sheet, are either likely to be incurred or certain to be incurred but uncertain as to their amount or the date on which they will arise. 8

10 Notes to the annual accounts as at 31st December 2016 (continued) Provisions may also be created to cover charges which originate in the financial year under review or in a previous financial year, the nature of which is clearly defined and which at the date of the balance sheet are either likely to be incurred or certain to be incurred but uncertain as to their amount or the date on which they will arise. e) Gross profit The gross profit comprises the amounts derived from the provision of services falling within the Company s ordinary activities. Note 3 - Debtors The debtors becoming due and payable within one year are composed of investment management fees receivable and tax advances. Note 4 - Creditors The other creditors becoming due and payable within one year are as follows: EUR EUR Professional fees 19, , Management fees retroceded 1, , Other payable Tax payable 6, , , , Note 5 - Capital and reserves Subscribed capital The issued and fully paid share capital of the Company of EUR 159, comprises 1,700 shares without a par value. Reserves Under Luxembourg Law, the Company must allocate annually at least 5% of its statutory net profits to a legal reserve until the aggregate reserve equals 10% of the subscribed share capital. Such reserve is not available for distribution. 9

11 Notes to the annual accounts as at 31st December 2016 (continued) Movements for the year on the reserves and profit and loss items Subscribed capital Reserves Profit or loss brought forward Profit or loss for the financial year Total EUR EUR EUR EUR EUR As at 31st December , , , , , Allocation decided by AGM held on 19th April , , Result of the year , , As at 31st December , , , , , Note 6 - Gross profit or loss The Company is paid out of the assets of the Fund, an aggregate fee payable at the end of each month based on the average daily net asset value, at an annual rate of: % for PiraeusInvest - European Equity; % for PiraeusInvest - European Bond; % for PiraeusInvest - Enhanced Liquidity EUR Fund; % for PiraeusInvest - Enhanced Liquidity USD Fund; % for PiraeusInvest - Global Balanced Fund of Funds; % for PiraeusInvest - Global Conservative Balanced Fund of Funds; % for PiraeusInvest - Global Aggressive Balanced Fund of Funds. The caption Gross profit or loss are composed as follows: EUR EUR Management fees 171, , "Day-to-day" manager fees -23, , Administration fees -10, , Management fees retroceded -18, , Domiciliation fees -5, , Other administration charges -89, , , , "Day-to-day" manager fees The Company qualifies as Management Company under Chapter 15 of the Luxembourg amended law of 17th December 2010 on undertakings for collective investment. In accordance with the law, the Company appointed two managers responsible for conducting its business. 10

12 Notes to the annual accounts as at 31st December 2016 (continued) Management fees retroceded The Company retrocedes to the Sub-Investment Manager a rate of the management fees of the following Sub-funds: - 10% (since 1st November 2016) and 6.67% (until 31st October 2016) for PiraeusInvest - European Equity; - 10% (since 1st November 2016) and 12.50% (until 31st October 2016) for PiraeusInvest - European Bond; - 10% for PiraeusInvest - Enhanced Liquidity EUR Fund; - 10% for PiraeusInvest - Enhanced Liquidity USD Fund; % for PiraeusInvest - Global Balanced Fund of Funds; - 10% for PiraeusInvest - Global Conservative Balanced Fund of Funds; - 10% for PiraeusInvest - Global Aggressive Balanced Fund of Funds. Note 7 - Income Tax Following to the Act dated 22nd December 2006 repealing the Act dated 31st July 1929 ("Holding Company regime"), the Company is fully subject to all taxes applicable in the Grand Duchy of Luxembourg since 1st January