Piraeus Asset Management Europe S.A. Société Anonyme

Transcription

1 Audited annual accounts as at 31st December 2013 Piraeus Asset Management Europe S.A. Société Anonyme Registered Office: 11, rue Aldringen L-1118 LUXEMBOURG R.C.S. Luxembourg B

2 Organisation... 2 Audit Report... 3 Balance sheet... 5 Profit and loss account... 6 Notes to the annual accounts

3 Organisation Registered Office 11, rue Aldringen L-1118 LUXEMBOURG Board of Directors Chairman Hercules BABLEKOS Chief Executive Officer PIRAEUS ASSET MANAGEMENT MUTUAL FUNDS MANAGEMENT COMPANY 87, Syngrou avenue GR ATHENS Directors Vassilios DAMOURAS Evangelos KALOMALLOS Jacques ELVINGER Chief Operating Officer PIRAEUS ASSET MANAGEMENT MUTUAL FUNDS MANAGEMENT COMPANY 87, Syngrou avenue GR ATHENS Officer, Participation Division for PIRAEUS BANK 4, Amerikis St. GR ATHENS Partner ELVINGER, HOSS & PRUSSEN 2, place Winston Churchill L-1340 LUXEMBOURG (until 31st August 2013) Conducting officers Vassilios DAMOURAS Daniel VAN HOVE Auditor PRICEWATERHOUSECOOPERS, Société coopérative 400, route d Esch L-1471 LUXEMBOURG 2

4 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 2013, 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, 400 Route d Esch, B.P. 1443, L-1014 Luxembourg T: , F: , Cabinet de révision agréé. Expert-comptable (autorisation gouvernementale n ) R.C.S. Luxembourg B TVA LU

5 Audit report (continued) 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 2013, 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, 4th April 2014 Represented by Pierre Krier 4

6 Balance Sheet as at 31st December 2013 Notes ASSETS Current assets Debtors Other receivables becoming due and payable within one year (2.b) (3) 8, , Cash at bank, cash in postal cheque accounts, cheques and cash in hand 294, , TOTAL ASSETS 302, , LIABILITIES Equity (5) Subscribed capital 159, , Reserves Legal reserve 15, , Profit brought forward 107, , Loss/Profit for the financial year -21, , Total Equity 261, , Provisions (2.d) Provisions for taxation (8) 22, , Non-subordinated debts Other creditors becoming due and payable within one year (2.c) (4) 18, , TOTAL LIABILITIES 302, , The accompanying notes are an integral part of these annual accounts. 5

7 Profit and loss account for the year ended 31st December 2013 Notes CHARGES Other external charges (7) 113, , Income tax (8) 3, , Other taxes not included in the previous caption 1, , Profit for the financial year , TOTAL CHARGES 117, , INCOME Net turnover (2.e; 6) 96, , Other interest and other financial income Other interest and financial income , Loss for the financial year 21, TOTAL INCOME 117, , The accompanying notes are an integral part of these annual accounts. 6

8 Notes to the annual accounts as at 31st December 2013 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 (""). 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). 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 at exchange rates prevailing at the year-end. Income and expenses in foreign currencies have been translated into 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) Debts Debts 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. 7

9 Notes to the annual accounts as at 31st December 2013 (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) Net turnover The net turnover comprises the amounts derived from the provision of services falling within the Company s ordinary activities. Note 3 - Other receivables becoming due and payable within one year The other receivables becoming due and payable within one year are mainly composed of investment management fees receivable. Note 4 - Other creditors becoming due and payable within one year The other creditors becoming due and payable within one year are as follows: Professional fees 17, , Management fees retroceded , Foreign tax , , Note 5 - Equity Subscribed capital The issued and fully paid share capital of the Company of 159, comprises 1,700 shares without a par value. Legal reserve 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. 8

10 Notes to the annual accounts as at 31st December 2013 (continued) Movements for the year on the reserves and profit and loss items Subscribed capital Legal reserve Profit brought forward Profit/loss for the financial year As at 31st December , , , , , Allocation decided by AGM held on 16th April , , Result of the year , , Total As at 31st December , , , , , Note 6 - Net turnover 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. Note 7 - Other external charges The other external charges are as follows: "Day-to-day" manager fees 23, , Administration fees 9, , Management fees retroceded 9, , Domiciliation fees 5, , Other administration charges 66, , , , Management fees retroceded The Company retrocedes to the Sub-Investment Manager 12.50% of the management fees as described in Note 7 above for PiraeusInvest - European Bond, and 6.67% of the management fees as described in Note 7 above for PiraeusInvest - European Equity. "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. 9

11 Notes to the annual accounts as at 31st December 2013 (continued) Note 8 - Income Tax Further to the end of the grandfathering period and linked 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. At the date of the report, the caption Provisions for taxation comprises the income and the net wealth taxes accrued for the year ended 31st December 2013 amounting to 22, and the ones due for the year ended 31st December 2012 and 31st December