Annual Financial Report of 31st December 2022
0
Annual Financial Report of 31st
December 2022
According to the International Financial Reporting Standards and according to Law
3556/2007
ELVALHALCOR HELLENIC COPPER AND ALUMINIUM INDUSTRY S.A.
G.C. Registry: 303401000
LEI: 213800EYWS2GY56AWP42
S.A. Registry No.: 26/06/B/86/48
Seat: Athens Tower, Building B, 2-4 Mesogeion Ave., 11527 Athens
Annual Financial Report of 31st December 2022
1
STATEMENTS BY MEMBERS OF THE BOARD OF DIRECTORS............................................................3
BOARD OF DIRECTORS ANNUAL REPORT ...................................................................................4
1. FINANCIALS - BUSINESS REPORT - MAJOR EVENTS ................................................................................................. 4
2. FINANCIAL STANDING ........................................................................................................................................ 6
3. MAIN RISKS AND UNCERTAINTIES ......................................................................................................................11
4. OUTLOOK AND TARGETS FOR 2023 ...................................................................................................................15
5. TRANSACTIONS WITH RELATED PARTIES ..............................................................................................................16
6. SUBSEQUENT EVENTS ......................................................................................................................................20
ELVALHALCOR NON-FINANCIAL REPORTING............................................................................. 21
ANN EX I ...................................................................................................................................................... 37
BOARD OF DIRECTORS EXPLANATORY REPORT ......................................................................... 42
1. Structure of share capital......................................................................................................................42
2. Restrictions on the transfer of shares of the Company......................................................................42
3. Major direct or indirect holdings within the meaning of Articles 9 to 11 of Law 3556/2007..........42
4. Shares granting special rights of control. ............................................................................................42
5. Restrictions on voting rights .................................................................................................................42
6. Agreements between Company’s shareholders .................................................................................42
7. Rules on the appointment and replacement of Board members and amendment of the Articles of
Association .....................................................................................................................................................43
8. Powers of the Board of Directors to issue new shares or purchase own shares..............................43
9. Major agreements which take effect have been amended or expire in the case of change in
control.............................................................................................................................................................43
10. Agreements with Board of Directors members or Company’s staff..................................................44
CORPORATE GOVERNANCE STATEMENT ................................................................................. 45
AUDIT COMMITTEE OF ELVALHALCOR S.A................................................................................ 67
AUDIT RERORT.................................................................................................................. 75
ANNUAL FINANCIAL STATEMENTS (GROUP AND COMPANY) AS AT 31 DECEMBER 2022 ACCORDING TO
INTERNATIONAL FINANCIAL REPORTING STANDARDS ................................................................ 82
I. Statement of Financial Position ..........................................................................................................83
II. Income Statement ................................................................................................................................84
III. Statement of Other Comprehensive Income .....................................................................................85
IV. Statement of Changes in Equity ..........................................................................................................86
V. Cash flow statement.............................................................................................................................90
VI. Notes to the financial statements at 31.12.2022 ..............................................................................91
1. Incorporation and Group Activities...................................................................................................... 91
2. Basis of preparation of the Financial Statements ................................................................................. 91
3. New Standards ................................................................................................................................... 92
4. Significant accounting policies............................................................................................................. 95
4.1 Basis of Consolidation................................................................................................................. 95
4.2 Foreign currency ........................................................................................................................ 96
4.3 Revenue..................................................................................................................................... 97
4.4 Employee benefits...................................................................................................................... 98
4.5 Government Grants.................................................................................................................... 98
4.6 Finance income and finance costs ............................................................................................... 99
4.7 Income tax ................................................................................................................................. 99
4.8 Inventories............................................................................................................................... 100
Annual Financial Report of 31st December 2022
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4.9 Property, plant and equipment ................................................................................................. 100
4.10 Intangible assets....................................................................................................................... 101
4.11 Investment property................................................................................................................. 101
4.12 Assets Held for sale .................................................................................................................. 102
4.13 Financial instruments ............................................................................................................... 102
4.14 Share capital ............................................................................................................................ 105
4.15 Provisions ................................................................................................................................ 105
4.16 Impairment .............................................................................................................................. 105
4.17 Leases ...................................................................................................................................... 106
4.18 Earnings per share.................................................................................................................... 107
4.19 Fair value measurement ........................................................................................................... 107
5. Operating segments.......................................................................................................................... 108
6. Sales................................................................................................................................................. 111
7. Other income and expenses.............................................................................................................. 111
8. Expenses by nature........................................................................................................................... 112
9. Finance income and cost................................................................................................................... 113
10. Property, plant and equipment ......................................................................................................... 114
11. Intangible assets ............................................................................................................................... 119
12. Investment property ......................................................................................................................... 121
13. Investments...................................................................................................................................... 122
14. Other investments ............................................................................................................................ 127
15. Income tax ....................................................................................................................................... 128
16. Inventories ....................................................................................................................................... 134
17. Trade and other receivables.............................................................................................................. 134
18. Derivatives ....................................................................................................................................... 135
19. Cash and cash equivalents ................................................................................................................ 136
20. Share capital and reserves ................................................................................................................ 136
21. Earnings per share ............................................................................................................................ 138
22. Loans and obligations from financial leasing ...................................................................................... 139
23. Liabilities for employee’s retirement benefits.................................................................................... 140
24. Grants .............................................................................................................................................. 142
25. Provisions......................................................................................................................................... 142
26. Trade and other payables ................................................................................................................. 142
27. Financial assets and risk management ............................................................................................... 143
28. Fair value of financial assets.............................................................................................................. 155
29. Commitments................................................................................................................................... 157
30. Contingent Liabilities ........................................................................................................................ 157
31. Related parties ................................................................................................................................. 158
32. Audit fees ......................................................................................................................................... 161
33. Right of use of Assets........................................................................................................................ 162
34. Long- and short-term receivables from loans..................................................................................... 164
35. EBITDA and a-EBITDA........................................................................................................................ 165
36. Assets held for sale ........................................................................................................................... 167
37. Subsequent events ........................................................................................................................... 168
The annual financial statements of the Company (in consolidated and non-consolidated basis), the Auditor’s
Report and the management report of the Board of Directors are posted on the Company's website
(www.elvalhalcor.com) and the Athens Exchange website (www.helex.gr).
Annual Financial Report of 31st December 2022
3
STATEMENTS BY MEMBERS OF THE BOARD OF DIRECTORS
(Pursuant to Article 4 par. 2 of Law 3556/2007)
The undersigned in our capacity as members of the Board of Directors of the company with the name ELVALHALCOR
HELLENIC COPPER AND ALUMINIUM INDUSTRY S.A, trading as ELVALHALCOR S.A., whose registered offices are
located in Athens, at 2-4 Mesogeion Avenue, do hereby declare and confirm that as far as we know:
(a) the attached annual company and consolidated financial statements for the company ELVALHALCOR S.A. for
the fiscal year from 1 January to 31 December 2022, which were prepared in accordance with the applicable
International Financial Reporting Standards (IFRS), as adopted by the European Union, fairly present the assets,
liabilities, equity and results for the period ended on 31 December 2022 for ELVALHALCOR S.A. and the entities
included in the consolidation taken as a whole, in line with the provisions of Article 4, paragraphs 3 to 5, of Law
3556/2007; and
(b) the attached Annual Report of the Board of Directors of ELVALHALCOR S.A. presents the true information
required by Article 4, paragraphs 6 to 8, of Law 3556/2007.
Athens, 7
th
of March 2023
Confirmed by
The Vice-Chairman of the Board
The Board-appointed Member
The Board-appointed Member
DIMITRIOS KYRIAKOPOULOS
NIKOLAOS KARAMBATEAS
PANAGIOTIS LOLOS
ID Card No. AK 695653
ID Card No. AK 121870
ID Card No. ΑΗ 131173
Annual Financial Report of 31st December 2022
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BOARD OF DIRECTORS ANNUAL REPORT
This Annual Report of the Board of Directors set out below (hereinafter referred to for the purpose of brevity as
"Report") concerns year 2022 (1 January – 31 December 2022). This report was prepared in line with the relevant
provisions of Codified Law 4548/2018, the provisions of Law 3556/2007 (Government Gazette 91A/30.4.2007) and
of Law 4374/2016 (Government Gazette 50Α/01.04.2016) and the decisions of the Hellenic Capital Market
Commission (HCMC) issued pursuant to it, and in particular Decision No. 7/448/11.10.2007 of HCMC.
This report details financial information on the Group and the Company of ELVALHALCOR HELLENIC COPPER AND
ALUMINIUM INDUSTRY S.A (hereinafter referred to for the purpose of brevity as "Company" or "ELVALHALCOR")
for the year 2022, important events that took place during the said year and their effect on the annual financial
statements. It also points out the main risks and uncertainties which Group’s companies were faced against and
finally sets out the important transactions between the issuer and its affiliated parties. The principal activities of
the Group lie in the production and trade of rolling and extrusion products made of copper, aluminium and their
alloys, zinc rolling products and copper and aluminium winding (enamelled) wires
1. Financials - Business report - Major events
The fiscal year 2022 started strongly, with signs of growth already evident from the end of the previous year.
Demand was solid across most segments and product. However, after strong growth in the first half of 2022, and
as a result of the inflationary pressures which intensified by the sharp increase in energy costs caused by Russia's
war against Ukraine, the global economic activity weakened in the second half of 2022. Tighter monetary policy in
many major economies with continued increases in interest rates by their Central Banks to control inflation, as well
as high energy costs, reduced consumers disposable income, investments and production in the manufacturing
sector. High uncertainty that has prevailed since the second half of the year regarding the economic growth in
Europe and US, with the possibility of a recession appearing quite high, significantly affected the behavior of
businesses worldwide, with the suspension of investment plans, but also the necessary containment of their
balance sheets due to rising interest rates.
LME metal prices following their peak in Q1’22, moved downwards and then stabilised in the second semester of
2022, while the average prices were higher than those of the previous year. The average price of aluminium reached
EUR 2,557/tn in 2022 compared to EUR 2.101/tn in 2021, increased by 21.8%, the average price of copper reached
EUR 8,334/tn versus EUR 7.881/tn the respective prior year, increased by 5.7% while the average price for of Zinc
was EUR 3.299/tn versus EUR 2.548/tn in 2021, increased by 29.5%.
The aluminium segment presented an increase by 8.2% in sales volumes, reaching 392 thousand tons. The segment
exploited the solid demand for its products and alongside with the installation of the new cold rolling mill and its
integration in the production process during the second half of 2022, achieved a new production and sales record.
Regarding the product mix, 55% of its sales was directed to the food packing industry (flexible and rigid), 14% to
the transportation industry, 16% to the building and construction industry and the remaining 15% was allocated
among other industrial applications.
Annual Financial Report of 31st December 2022
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Sales volume of the Copper segment dropped slightly by 0,5% for the fiscal year 2022, reaching 190 thousand tons,
assisted mainly by the sales of copper bus bars of the subsidiary SOFIA MED, which moved upwards during the
whole year. Regarding the sales volume of the latter for flat rolled products, this decreased by 3,0% due to the
change in sales mix to thinner and higher value-added products, while sales volume for the copper and alloys
extrusion division products of the company dropped by 3,7%, as a result of the reduced demand in the second
semester of the year. Regarding the product mix, sales of copper tubes represent 38% of total sales, followed by
copper and alloys rolled products for industrial applications that participate in the product mix by 31%, copper bus
bars by 17%, brass rods and tubes by 10%, enamelled wires by 2% and the products of Epirus Metalworks by 1%.
Despite the geopolitical crisis, in combination with the rising interest rates, inflationary pressures and high energy
costs, the 2022 was a year of significant progress and profitability for the ElvalHalcor Group. Consolidated turnover
amounted to the historically high level of Euro 3,714 million versus Euro 2,883 million in 2021, increased by 28.8%,
achieving a record for the consolidated figures of ELVALHALCOR, driven by the upward trend in sales volume, metal
prices and higher conversion prices. Consolidated gross profit increased by 50% and amounted to Euro 352.3 million
compared to 234.8 million the respective prior year. Consolidated earnings before taxes, interest and depreciation
(EBITDA) amounted to Euro 326.2 million versus Euro 215.3 million, increased by Euro 110.9 million. Consolidated
profit before interest and tax (EBIT), amounted to Euro 256,5 million compared to Euro 146.9 million in 2021.
Finally, consolidated profit before tax reached Euro 199.9 million in 2022 compared to Euro 132.4 million in 2021,
mainly affected by the increased finance costs and the impairments of certain investments as a result of revised
assumptions for the market conditions. The aforementioned were positively affected by the increased metal prices,
as metal result went up by Euro 5.4 million and amounted to Euro 61.5 million compared to Euro 56.1 million in the
prior year. Consolidated adjusted earnings before interest, tax, depreciation and amortization (a-EBIDTA) reached
Euro 271.2 million for 2022 compared to Euro 166.8 million the respective prior year, increased by 62.6% as a result
of the improved conversion prices. Finally, consolidated profit after tax and minority interests amounted to Euro
159.3 million and Euro 0.4245 per share versus Euro 111.7 million and Euro 0,2976 per share in prior year.
On a standalone Company basis, turnover amounted to Euro 2.616 million compared to Euro 1.970 million for 2021,
and marked an increase by 32.8%. Gross profit recorded an increase by 54.6% to Euro 230.7 million compared to
Euro 149.1 million for year 2021, while earnings before interest and tax, depreciation and amortization, (EBIDTA)
amounted to Euro 220.7 million versus Euro 145.0 million in the respective prior year, with metal result amounting
to Euro 45.6 million compared to Euro 36.8 million in prior year, therefore increased by Euro 8.8 million. The
increased conversion prices and sales volume led to a remarkable increase of adjusted earnings before tax, interest,
depreciation and amortization (a-EBTIDA), which reflect the operational profitability of the Company, which
amounted to Euro 180.0 million compared to Euro 113.8 million for 2021, an increase by 58.2%. Finally, profit
before tax amounted to Euro 130 million compared with Euro 100.5 million in the prior year, improved by dividend
income received by subsidiaries. It should be mentioned that profit before tax was increased despite the fact that
impairment losses of investments affected it negatively, as a consequence of the revised assumptions for the
market conditions, and even surpassed the extraordinary gain of Euro 32,6 million from the distribution of dividend
in kind of the share of Cenergy Holdings that was recorded in the result of 2021.
In the fiscal year 2022, ELVALHALCOR Group carried out investments amounting in total to Euro 172.0 million, out
of which the amount of Euro 147.8 million was related with the upgrading of production facilities of the parent
Company in Oinofyta, allocated to Euro 139.8 million for the Aluminium Rolling Division of the Company, mainly for
the expansion of its production capacity (new cold rolling mill and lacquering line) and Euro 8.0 million for the
Copper and Alloys extrusion division of the Company, most of these related to the revamping of the extrusion press
of the tubes mill. Regarding the lacquering line, the machinery is in the commissioning stage while it is expected to
be fully operational in 2023. Finally, the subsidiaries of the copper segment invested Euro 4.1 million while the
Annual Financial Report of 31st December 2022
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subsidiaries of the Aluminium segment invested Euro 20.2 million with the aim to increase their production capacity
as well as the production of high value-added products.
As a consequence of the continuation of the investment plan on the production facilities of the parent Company
located in Oinofyta and the significant increased metal prices in the global markets, net debt of the Group and the
Company amounted to Euro 955.6 million and Euro 787 million respectively.
During the first semester of the fiscal year the Company completed successfully and pursuant to the prospectus of
the Public Offering, the disposal of the funds from the issuance of a Common Bond Loan amounting to Euro
250,000,000, listed on the Athens stock exchange in 17.11.2021.
On 08.04.2022, ELVALHALCOR signed a loan agreement with the “European investment Bank” for Euro 75.0 million
with a term sheet of 10 years. The funds will be used for the financing of the current investment plan for the
production facilities of the Aluminium Rolling division of ELVALHALCOR located in Oinofyta.
On 02.03.2022, ELVALHALCOR signed a loan agreement with “Erste Group Bank AG” for Euro 18.550.000 with a 8.5
years tenure. The aim of the loan is to finance the existing investment program of Aluminium Rolling Division of
ELVALHALCOR in the production facilities in Oinofyta.
On 01.06.2022 the Company issued common bond loans amounting to Euro 15.0 million and Euro 20.0 million with
two and five years tenure respectively. On 05.12.2022 the Company signed the issue of a common bond loan
amounting in total to Euro 5.0 million with a tenure of 5 years, while on 22.12.2022 the Company singed a common
bond loan of Euro 20.0 million with a 7 years tenure.
It is worth to be noted that during the first half of 2022 the Company started hedging, by using interest rate swaps
for variable rate loans, to offset the effects of the uptrend in interest rates and smooth the finance cost.
On 27.12.2022 the final documents were signed in order to implement the Strategic Partnership Agreement,
between “ETEM Commercial and Industrial Light Metals Societe Anonyme” and “COSMOS ALUMINUM S.A”. The
“Corporate Transformation” or the “Merger” will take place, in accordance with the provisions of Law 4601/2019,
of Law 4548/2018, article 54 of Law 4172/2013 and article 61 of Law 4438/2016. As a result of the Corporate
Transformation, ELVALHALCOR will hold a minority stake of 15% in the share capital of COSMOS ALUMINUM, while
the current shareholders of COSMOS ALUMINUM will hold, in total, a stake of 85% in the share capital of COSMOS
ALUMINUM. The Merger will create a strong company in the field of aluminium extrusion, with the aim of
maximizing the benefits of the shareholders, the staff, customers and partners of the merging companies, with a
direct consequence of creating synergies at many levels, as well as economies of scale among them.
On 03.06.2022 the Company distributed a dividend of Euro 11.2 million for the profits of fiscal year 2021, or Euro
0.03 per share.
For the fiscal year 2022, the Board of Directors will propose to the General Assembly a dividend distribution of Euro
0.06 per share.
2. Financial Standing
ELVALHALCOR’s Management has adopted to focus on measures and reports internally and externally Ratios and
Alternative Performance Measures. These ratios provide a comparative outlook of the performance of the
Company and the Group and constitute the framework of undertaking decisions for the Management.
Liquidity: This is the measure of coverage of the current liabilities by the current assets and can be calculated by
the ratio of the current assets to current liabilities. The figures are derived from the Statement of Financial Position.
For the Group and the Company for the current fiscal year and the comparative prior year are as follows:
Annual Financial Report of 31st December 2022
7
GROUP €'000
31.12.2021
Liquidity =
Current Assets
1,312,383
1.97
1,106,941
1.71
Current Liabilities
666,937
648,591
COMPANY €'000
31.12.2022
31.12.2021
Liquidity =
Current Assets
903,219
1.88
765,522
1.70
Current Liabilities
481,668
450,655
Leverage: This is an indication of the leverage and can be calculated by the ratio of Equity to Debt. The amounts
are used as presented in the Statement of Financial Position. For 2022 and 2021 the index is as follows:
GROUP €'000
31.12.2021
Leverage =
Equity
978,372
0.99
808,316
0.92
Loans & Borrowings
990,753
878,198
COMPANY €'000
Leverage =
Equity
852,233
1.01
725,428
1.02
Loans & Borrowings
845,916
713,946
Return on Invested Capital: It is the performance rate of the returns of the equity and the loans invested and is
measured by the ratio of operating result before interest and tax to equity plus loans and borrowings. The amounts
are used as presented in the Statement of Profit and Loss and the Statement of Financial Position. For the fiscal
year 2022 and the prior year, the ratios for the Group and the Company are as follows:
GROUP €'000
31.12.2022
31.12.2021
Return on
Invested Capital =
Operating profit / (loss)
256,456
13.01%
146,909
8.71%
Equity + Loans & Borrowings
1,969,044
1,686,514
COMPANY €'000
Return on
Invested Capital =
Operating profit / (loss)
174,607
10.28%
98,554
6.85%
Equity + Loans & Borrowings
1,698,149
1,439,374
Return on Equity: It is a measure of return on equity of the entity and is measured by the net profit / (loss) after
tax to the total equity. The amounts are used as presented in the Statement of Profit and Loss and the Statement
of Financial Position. For the years 2022 and 2021, the ratio is as follows:
GROUP €'000
31.12.2022
31.12.2021
Return on Equity =
Net Profit / (Loss)
161,889
16.55%
113,915
14.09%
Total Equity
978,372
808,316
COMPANY €'000
Return on Equity =
Net Profit / (Loss)
111,495
13.08%
88,245
12.16%
Total Equity
852,475
725,428
Annual Financial Report of 31st December 2022
8
Pursuant to the 8.11.2021 issuance of the Common Bond Loan of EUR 250 million tradeable in the Athens Stock
Exchange in the Bonds Category/Main Market with ISIN: GRC281121BD8, the Group undertook the
commitment of reporting the following ratios at consolidated level. For purposes of transparency and uniformity
the ratios are presented at company level as well.
Net Debt to a-EBITDA ratio: Is the measure which shows the number of years that it takes to repay the Net Debt in
case that the Net Debt and the a-EBITDA remain constant. Net Debt is the sum of “Loans and Borrowings” and
“Lease Liabilities” as reported in the Current liabilities and Non Current liabilities, minus the caption of “Cash and
cash equivalents” as calculated and reported in the Financial Statements. For the fiscal year 2022 and 2021 the ratio
is as follows:
GROUP €'000
31.12.2022
31.12.2021
Net Debt / a-EBITDA
Net Debt
955,559
3.52
787,054
4.72
a-EBITDA
271,217
166,835
COMPANY €'000
31.12.2022
31.12.2021
Net Debt / a-EBITDA
Net Debt
828,241
4.60
656,703
5.77
a-EBITDA
180,034
113,814
Where Net Debt:
GROUP €'000
31.12.2022
31.12.2021
Net Debt
Non-Current Liabilities
Plus: Loans and Borrowings
778,250
662,111
Plus: Lease Liabilities
5,442
10,392
Current Liabilities
Plus: Loans and Borrowings
202,704
200,910
Plus: Lease Liabilities
4,357
4,785
(Less): Cash and cash equivalents
(35,195)
(91,144)
=
955,559
787,054
COMPANY €'000
31.12.2022
31.12.2021
Net Debt
Non-Current Liabilities
Plus: Loans and Borrowings
712,604
599,191
Plus: Lease Liabilities
3,611
6,543
Current Liabilities
Plus: Loans and Borrowings
126,195
104,801
Plus: Lease Liabilities
3,506
3,412
(Less): Cash and cash equivalents
(17,675)
(57,242)
=
828,241
656,703
Total Liabilities to Equity ratio: Is the measure of leverage of an entity. For the fiscal year 2022 and 2021 stands as
follows:
Annual Financial Report of 31st December 2022
9
GROUP €'000
31.12.2022
31.12.2021
Total Debt / Total Equity
Total Debt
1,555,434
1.59
1,422,425
1.76
Total Equity
978,290
808,316
COMPANY €'000
31.12.2022
31.12.2021
Total Debt / Total Equity
Total Debt
1,273,440
1.49
1,137,342
1.57
Total Equity
852,233
725,428
a-ΕΒΙΤDΑ to Net Finance Expenses: Is the measure of the financial expenses’ coverage. More specifically, Net
Finance Expenses is calculated by “Finance Costs” minus “Finance Income”, as reported in the Financial Statements.
For the fiscal year 2022 and 2021 stands as follows:
GROUP €'000
31.12.2022
31.12.2021
a-EBITDA /
Net Finance Expenses
a-EBITDA
271,217
6.51
166,835
5.38
Net Finance
Expenses
41,675
30,987
COMPANY €'000
31.12.2022
31.12.2021
a-EBITDA /
Net Finance Expenses
a-EBITDA
180,034
5.39
113,814
4.74
Net Finance
Expenses
33,391
23,987
Net Finance expenses:
GROUP €'000
31.12.2022
31.12.2021
Net finance expenses
Finance Costs
42.210
31.266
(Less): Finance Income
(535)
(279)
=
41.675
30.987
COMPANY €'000
31.12.2022
31.12.2021
Net finance expenses
Finance Costs
34.036
24.434
(Less): Finance Income
(646)
(446)
=
33.391
23.987
EBITDA: It is the measure of profitability of the entity before taxes, financial, depreciation and amortization. It is
calculated by adjusting the depreciation and amortization to the operating profit, as this is reported in the
Statement of Profit and Loss. For the period including the results of the absorbed after the transaction date for the
prior year comparatives, it was calculated as follows:
Annual Financial Report of 31st December 2022
10
Amounts in EUR thousand
GROUP
COMPANY
2022
2021
2022
2021
Operating profit / (loss)
256,250
146,909
174,607
98,554
Adjustments for:
+ Depreciation of tangible assets
66,348
65,667
43,257
44,086
+ Depreciation of right of use assets
3,325
3,003
1,732
1,686
+ Amortization
1,371
1,226
685
649
+ Depreciation of investment property
543
100
1,692
1,215
- Amortization of Grants
(1,673)
(1,593)
(1,254)
(1,202)
EBITDA
326,163
215,312
220,719
144,988
a – EBITDA: adjusted EBITDA is a measure of the profitability of the entity after adjustments for:
• Metal result
• Restructuring Costs
• Special Idle costs
• Impairment of fixed assets
• Impairment of Investments
• Profit / (Loss) of sales of fixed assets, investments if included in the operational results
• Other impairment
For the fiscal year:
Amounts in EUR thousand
GROUP
COMPANY
2022
2021
2022
2021
EBITDA
326,163
215,312
220,719
144,988
Adjustments for:
+ Loss / - Profit from Metal Lag
(61,517)
(56,135)
(45,568)
(36,819)
+ Losses from Fixed assets write-offs
or impairments
8,674
2,941
6,813
2,797
- Profit / + Loss from sale of Assets
(2,104)
558
(1,930)
74
+ Expenses for Covid-19 pandemic*
4,159
2,774
a - EBITDA
271,217
166,835
180,034
113,814
*Incremental coronavirus costs adjusted in 2021, concern all incremental costs incurred due to the coronavirus outbreak. Such costs are
directly attributable to the coronavirus outbreak and are incremental to costs incurred prior to the outbreak and not expecte d to recur once
the crisis has subsided and operations return to normal, while they are clearly separable from normal operations. I n 2022, as these costs have
been incorporated in the operating costs of subsidiaries, they do not meet the definition of non -recurring and therefore they are not considered
as adjusting items.
Annual Financial Report of 31st December 2022
11
Metal result stems from:
1. The time period that runs between the invoicing of the purchase, holding time and metal processing versus
the invoicing of sales.
2. The effect of the opening balance of inventory (which in turn is affected by the metal prices of prior periods)
on the amount reported as Cost of Sales, due to the the valuation method used which is the weighted
average.
3. Specific customer contracts containing fixed forward price commitments which result in exposure to
changes in metal prices for the period of time between when our sales price fixes and the sale actually
occurs
ELVALHALCOR and its subsidiaries use derivatives to reduce the effect of the fluctuation of metal prices. However,
there will always be a positive or negative effect in the result due to the safety stock that is held. The calculation of
the metal price lag as derived from the financial statements can be analyzed as follows:
GROUP
COMPANY
31.12.2022
31.12.2021
31.12.2022
31.12.2021
(Α) Value of Metal in Sales
2,734,956
2,225,743
1,782,857
1,385,188
(B) Value of Metal in Cost of Sales
(2,693,176)
(2,176,246)
(1,752,719)
(1,361,423)
(C) Result of Hedging Instrunments
19,736
6,638
15,430
13,054
(A+B+C) Metal Result in Gross Profit
61,517
56,135
45,568
36,819
3. Main risks and uncertainties
The Group is exposed to the following risks due to the use of its financial instruments:
Credit risk
The Group and the Company’s exposure to credit risk are primarily affected by the features of each customer. The
demographic data of the Group’s clientele, including payment default risk that determines the specific market and
the country in which customers are active, affect credit risk to a lesser extent since no geographical concentration
of credit risk is noticed. No client exceeds 10% of total sales (for the Group or Company), and, consequently, the
commercial risk is spread over a large number of clients. More specific, it should be noted that INTERNATIONAL
TRADE S.A trades products of the Group ELVALHALCOR to various foreign countries, with the delivery provided
directly from the production facilities of the Group to the end use customers, none of which exceeds 10% of total
sales. ELVALHALCOR’s transactions with INTERNATIONAL TRADE are approved by the Board of Directors and are
published to the Business Registry (GEMH), pursuant to art. 99-101 of the Law L4548/2018.
The Board of Directors has adopted a credit policy, which assesses each new customer separately for
creditworthiness before normal payment terms are proposed. The creditworthiness control implied by the Group
and the Company includes the examination of bank sources. Credit limits are set for each customer, which are
reviewed in accordance with the current conditions and the terms of sales and collections are revised, if it is
required. In principle, the credit limits of customers are set on the basis of the insurance limits received for them
from insurance companies and, subsequently, receivables are insured according to such limits.
During the monitoring of customers’ credit risk, customers are grouped according to their credit characteristics, the
maturity characteristics of their receivables and any past difficulties of collectability they have shown. Trade and
other receivables include mainly wholesale customers of the Group and the Company. Customers that are
characterized as being of “high risk” are included in a special list of customers for further monitoring and future
sales should be collected in advance. Depending on the background of the customer and his properties, the Group
and the Company demands as collateral securities or other security (e.g. letters of guarantee) in order to secure its
receivables, if possible.
Annual Financial Report of 31st December 2022
12
Bearing in mind that there is no official definition of default, ElvalHalcor considers as default the occurrence of one
or both of the following events: i) The Company assumes that the counterparty is unlikely to fully recover its
obligation to the Company, unless the Company obtain measures, such as the liquidation of any collateral provided
in favour of the insurance company. ii) The counterparty is overdue for payment / fulfilment of its obligation to the
Company for a period of more than 30 days (provided that the terms of the credit have not been changed by
agreement of the Company). Any write-off is carried out following the completion of the legal actions.
The Group and the Company record impairment allowances that reflect its assessment of losses and expected credit
losses from customers, other receivables, and investments in securities. This allowance mainly consists of
impairment losses of specific receivables that are estimated based on given circumstances that they will be
materialized though they have not been finalized yet, as well as an allowance for expected credit losses according
to the Group’s analysis which was formulated for the implementation of IFRS 9.
Investments
These items are classified by the Group pursuant to the purpose for which they were acquired. The Management
decides on the proper classification of the investment at the time of the acquisition and reviews classification on
each presentation date.
The Management estimates that there will be no payment default for such investments.
Guarantees
Group’s and the Company’s policy consists of not providing any financial guarantees unless the Board of Directors
decides so on an exceptional basis, and as considered in article 99-101 of law 4548/2018; The guarantees provided
by the Group do not pose a significant risk.
Liquidity risk
Liquidity risk is the inability of the Group to discharge its financial obligations when they mature. The approach
adopted by the Group to manage liquidity is to ensure, by holding the necessary cash and having adequate credit
limits from cooperating banks, that it will always have adequate liquidity in order to cover its obligations when they
mature, under normal or more difficult conditions, without there being unacceptable losses or its reputation being
jeopardized. It is noted that the Group held cash and cash equivalents on 31 December 2022, which amounted to
Euro 35.2 million and the Company Euro 17.7 million as well as approved but not utilized lines of credit to cover
current and medium-term liabilities. As far as investments are concerned, the Group and the Company take new
loans according to their needs (see note 22). Moreover, the Group communicates with the banks to secure proper
refinancing of loans that expire.
In order to avoid liquidity risk, the Group and the Company examine a cash flow projection for one year while
preparing the annual budget as well as a monthly rolling projection for three months to ensure that it has adequate
cash to cover its operating needs, including the fulfilment of its financial obligations. This policy does not take into
account any impact of extreme conditions which cannot be foreseen.
Market risk
Market risk is the risk related to fluctuations in raw material prices, exchange rates and interest rates, which affect
the Group’s results or the value of its financial instruments. The purpose of risk management in respect of market
conditions is to control Group exposure to such risks in the context of acceptable parameters while at the same
time improving performance.
The Group enters into transactions that include derivative financial instruments so as to hedge a part of the risks
arising from market conditions.
Annual Financial Report of 31st December 2022
13
Risk from the fluctuation of metal prices (aluminium, copper, zinc, other metals, gas)
The Group and the Company base both their purchases and sales on stock market prices/ indexes for the price of
copper and other metals used and incorporated in its products. In addition, the Company is exposed to risk from
the fluctuation of gas prices, as part of its production cost. The risk from metal prices and gas fluctuation is covered
by hedging instruments futures on (London Metal Exchange-LME) and Commodity Forward Start Swaps (Title
Transfer Facility - TTF) respectively. The Group, however, does not hedge the entire working stock of its operation
and, as a result, any drop-in metal prices may have a negative effect on its results through the impairment of
inventories. Respectively, the Group does not hedge all of its future needs for gas, as a result any increase in gas
prices may adversely affect its costs.
Exchange rate risk
The Group is exposed to foreign exchange risk in relation to the sales and purchases carried out and the loans issued
in a currency other than the functional currency of Group companies, which is mainly the Euro. The currencies in
which these transactions are held are mainly the Euro, the USD, the GBP and other currencies of S/E Europe.
Over time, the Group and the Company hedge part of their estimated exposure to foreign currencies in relation to
the anticipated sales and purchases and the greatest part of receivables and liabilities in foreign currency. The
Group enters mainly into currency forward contracts with external counterparties so as to deal with the risk of the
exchange rates variation, which mainly expire within less than a year from the balance sheet date. When deemed
necessary, these contracts are renewed upon expiry. As the case may be, foreign exchange risk may be hedged by
taking out loans in the respective currencies.
Loan interest is denominated in the same currency with that of cash flows, which arises from the Group’s operating
activities and is mostly the Euro.
The investments of the Group in other subsidiaries are not hedged because these exchange positions are considered
to be long-term.
Interest rate risk
The Group finances its investments and its needs in working capital through bank and bond loans, thus interest
charges burden its results. Rising interest rates have a negative impact on results since borrowing costs for the
Group rise.
The Group and the Company may undertake loans issued at fixed rates for the reduction of the Interest rate risk
when it is deemed necessary.
Capital management
The Groups’ policy is to maintain a strong capital base to ensure investors’, creditors’ and market’s trust in the
Group and to allow Group activities to expand in the future. The Board of Directors monitors the return on capital
which is defined by the Group as net results divided by total equity save non-convertible preferential shares and
minority interests. The Board of Directors also monitors the level of dividends distributed to holders of common
shares.
The Board of Directors tries to maintain equilibrium between higher returns that would be feasible through higher
borrowing levels and the advantages and security offered by a strong and robust capital structure.
The Group does not have a specific plan for own shares purchase.
There were no changes in the approach adopted by the Group in how capital was managed during the financial
year.
Annual Financial Report of 31st December 2022
14
Cash Flow Hedging
The Group and the Company base both their purchases and sales on metals exchange prices for the price of copper,
aluminium and other metals used and contained in their products and may invoice customers distinctly, but also to
proceed to purchases from suppliers, regarding the quantities of metal required for their operation. Consequently,
for each sale of a product or other inventory item that contains metal, at the point of time the LME price is agreed
with the customer, a long position is opened on the LME for the corresponding quantity contained using derivatives,
and for each order of raw materials from suppliers, at the point of time the LME price is agreed with the suppliers,
a short position is taken on the LME for the corresponding quantity using derivatives, where and if these daily
purchases and sales cannot be offset by each other (back-to-back). Thus, the Group and the Company cover
purchases and sales with cash-flow hedging operations, ensuring that the fluctuation of the price of metals in the
international markets will not affect the operating cash flows and consequently the regular, sustainable and optimal
operation of the Group and the Company.
More specific, for cash flows hedges related to natural gas, the Group and the Company conduct Commodity
Forward Start Swaps to hedge the risk of fluctuations in natural gas prices, that is embedded in future gas purchases.
Also, the Company, from its operations, is exposed to fluctuations in gas prices as a component of production costs.
The risk of natural gas price fluctuations is covered by cash flow hedging using Commodity Forward Start Swaps
derivative contracts traded on the Title Transfer Facility (TTF). In particular, the Company assumes a long position
for predetermined quantities of natural gas that will be consumed in its future production. Upon the
commencement of the hedging transaction, the Group and the Company shall document the hedging relationship
between the hedged item and the hedging instrument in relation to risk management and the strategy for future
gas transactions. The Group and the Company document the assessment of the effectiveness of the hedging
relationships in terms of offsetting changes in the fair value of cash flows of the hedged items, both at the inception
of the hedging relationship and on an ongoing basis.
Finally, the Group and the Company use derivative financial instruments in order to hedge their cash flows from
the risk of changes in reference interest rates, as part of the risk management strategy. More specifically, the Group
and the Company proceed with interest rate swaps floating to fixed rate, for a portion of their long-term
borrowings. Interest rate swaps designated as cash flow hedges involve receiving floating rate amounts from a
counterparty in exchange for the Company and the Group making fixed rate payments during the term of these
agreements without exchanging the underlying amount of their financial obligations. This results in any change in
the hedged item causing an equal but opposite change in the cash flows of the hedging instrument. The Group
documents the existence of an economic relationship between the hedged item and the hedging instrument based
on reference interest rates, time periods, maturity dates and nominal values.
Inflation pressures
Inflationary pressures in the market appear to be persisting, resulting in an upward trend in the production costs
stemming mainly from rising energy, raw material and transportation prices. The price environment for natural gas
and in general energy in the Eurozone is inextricably linked to the geopolitical conflicts between Russia and Ukraine.
In order to mitigate the risk of natural gas price increases, the Group and the Company, carry out transactions on
derivative financial instruments (Commodity Forward Start Swaps) in order to compensate for the risk of natural
gas price increases. Commodity Forward Start Swaps derivative contracts are traded through the Title Transfer
Facility (TTF) stock Index.
Annual Financial Report of 31st December 2022
15
Macro-economic environment
Financial impact of Russia’s invasion of Ukraine
The geopolitical uncertainty in Eastern Europe intensified on February 24, 2022, with Russia's invasion of Ukraine.
The war between the two countries continues to evolve, affecting economic and global financial markets while
simultaneously worsening the economic conditions in markets through the increased inflation, energy costs and
supply chain disruptions. Under these difficult circumstances the Group achieved not to be significantly affected.
In particular, consolidated sales directed to Russia and Ukraine represents 4% of the total sales of the Group for the
fiscal year. In addition, the Group has already implemented measures in order to moderate the risk of any possible
disruptions in the supply chain, examined the option to shift suppliers of raw materials, which today are provided
by Russian suppliers, from other different markets. Regarding financing, the companies have no exposure to Russian
banks.
Regarding the exposure of the Group to inflationary pressures related to energy costs, the Group hedges its
exposure with the aim to reduce the risk of increased gas prices.
In respect of the exposure of the Group to these markets, the subsidiary ETEM SYSTEMS LLC based in Ukraine is a
trading company with total assets of Euro 168,9 thousand, turnover of Euro 180.9 thousand euros and net profit
after taxes of Euro 30 thousand for the closing year 2022. Therefore, and taking into account the size of the
consolidated entity, it is reasonably estimated that they may not affect the size of the Group or the Company.
Finally, the updated management evaluations related to the impairments of financial assets of the Group and the
Company are captured in note 13 of the attached financial statements.
4. Outlook and targets for 2023
The first signs of 2023 present a slowing growth of the global economy, although a gradual de-escalation of inflation
is expected. The measures to curtail inflation, through the increase of interest rates of Central banks will be
continued, affecting the cost of debt for most companies while there is no visible end of the war in Ukraine. On the
other hand, gas prices are dropping, as Europe responded well to the supply shortages with the use of alternative
sources, assisted by a relatively warm winter. However there can be no certainty that prices will stabilise in these
low levels for the remainder of the year. The Group and the Company follow up developments closely and are ready
to address any temporary fluctuations in demand. The fluctuations in energy prices and the increased interest rates
from Central Banks may affect the global economy for 2023. It is worth to be noted that in the most segments that
Company operates, a pass-through model exists for metal prices, while the Group uses cash flow hedge strategies
in order to respond to any variations in prices between sales and purchases. In addition, the Company uses hedging
in order to mitigate the risk of gas prices increase for a portion of its long-term sales contracts. Any possible increase
in metal prices may increase the working capital needs, although the Company and its subsidiaries have available
all the approved credit lines in order to respond to the increased needs for working capital. In parallel, The Group
will utilize its strategic advantages, as the customer-centric philosophy, the investments, the production capacity,
and high flexibility which provide the ability to exploit any future opportunity.
Annual Financial Report of 31st December 2022
16
In particular, the Aluminium segment utilizing the megatrends and the increased demand for its products, is going
to complete its investment plan of Euro 150 million, with the integration in its production process of the new cold
rolling mill and the completion of expansion of its existing infrastructure of lacquering and pre-lubricating lines at
the Company's facilities in Oinofyta with the a new fully automated lacquering line. These investments are a
confirmation of the commitment of the aluminium segment for sustainable, innovative solutions for the packing
for food and beverages industries and fortify the Company’s position and the Group among the leading aluminium
rolling industries in the world with significant contribution in the value chain of aluminium as part of the cyclical
economy.
With regards to the Copper segment, demand for 2023 is expected to fluctuate in satisfactory levels, especially
when the trends of the economy stabilize. The subsidiary in Bulgaria, Sofia Med, faces high demand for its products
and is making steps in order to utilize its production capacity, with targeted investments and optimisation of
production processes in order to surpass production bottlenecks. Moreover, the copper tubes division is expected
to operate near its full capacity, confirming its leading position among the top producers of copper tubes in Europe.
Finally, the Group and the Company retain their long term expansion strategy through the increase of exports in
Europe and in other markets outside Europe, as well as the production capacity and the market shares in products
with dynamic prospects for development in the context of circular economy and sustainable development.
5. Transactions with related parties
Transactions with affiliated parties mainly concern purchases, sales and processing of copper and zinc products
(finished and semi-finished). Through such transactions, the companies take advantage of the Group's size and
attain economies of scale.
Transactions between affiliated parties within the meaning of IAS 24 are broken down as follows:
Transactions of the parent company with subsidiaries (amounts in thousands Euro)
Company
Sales of Goods,
Services and
Assets
Purchases of
Goods, Services
and Assets
Receivables
Payables
SYMETAL S.A
197,409
23,862
2,695
18
SOFIA MED AD
66,337
20,834
21,068
257
ELVAL COLOUR S.A
39,125
974
15,058
-
VIOMAL S.A
13,211
78
2,859
-
ETEM COMMERICAL S.A
9,977
8,337
28,353
-
EPIRUS METALWORKS S.A
9,379
-
4,122
199
ETEM SCG DOO
567
3
84
-
ANOXAL S.A
225
19,396
12,317
1
ETEM BG SA
219
141
-
-
CABLEL WIRES S.A
179
1,284
56
33
ETEM ALBANIA SA
-
-
25
-
ELVIOK S.A
-
-
2
-
ETEM SYSTEMS SRL
-
45
-
-
TECHOR S.A
-
102
-
38
VEPAL S.A
-
37,933
-
14,393
TOTAL
336,629
112,991
86,639
14,940
Annual Financial Report of 31st December 2022
17
Sofia Med SA purchases from ELVALHALCOR raw materials and semi-finished products of copper and copper alloys,
depending on its needs, as well as finished products which distributes to the Bulgarian market. In addition,
ELVALHALCOR provides technical, administrative and commercial support services to Sofia Med. Respectively,
ELVALHALCOR buys from Sofia Med raw materials, semi-finished products according to its needs, as well as finished
products which distributes to the Greek market.
ELVALHALCOR sells semi-finished products that Symetal uses as raw materials and purchases aluminium scrap from
the production process of Symetal, which is re-used as raw material (re-casting). ELVALHALCOR, occasionally, sells
spare parts and other materials to Symetal and provides other supportive services.
ELVALHALCOR S.A. sells final aluminium products to Viomal, which constitute raw material for the latter and Viomal
sells back to ELVALHALCOR the returns from its production process.
Elval Colour S.A. buys final products from ELVALHALCOR, which are used as raw material by the latter and
ELVALHALCOR processes Elval Colour’s materials.
Vepal S.A. processes ELVALHALCOR’s products and delivers semi-finished products. ELVALHALCOR sells raw
materials to Vepal and also provides supporting administrative services to the latter.
Anoxal S.A., also, processes ELVALHALCOR’s raw materials and ELVALHALCOR provides administrative support to
Anoxal. Furthermore, Anoxal purchases from ELVALHALCOR other materials (spare parts and other consumables)
for its production process.
Epirus Metalworks purchases raw materials from ELVALHALCOR, proceed with the process and then sales finished
products to ELVALHALCOR. ELVALHALCOR provides administrative services to Epirus Metalworks.
ETEM COMMERCIAL SA rents industrial facilities from ELVALHALCOR, purchases aluminium billets and sells in its
turn aluminium scrap from its production process to ELVALHALCOR.
Annual Financial Report of 31st December 2022
18
Transactions of the parent company with other affiliated companies (amounts in thousands of Euro)
Company
Sales of
Goods,
Services and
Assets
Purchases
of Goods,
Services
and Assets
Receivables
Payables
INTERNATIONAL TRADE
611,664
-
17,741
-
TEPROMKC GMBH
101,841
2,155
8,051
427
METAL AGENCIES LTD
88,132
191
2,883
64
ETEM ALUMINIUM EXTRUSIONS SA
76,346
20,157
24,029
1,330
REYNOLDS CUIVRE SA
68,410
696
11,116
214
UEHEM
66,563
192
5,488
35
BRIDGNORTH LTD
64,404
9,490
31,621
-
STEELMET ROMANIA SA
14,628
331
201
76
SOVEL SA
7,331
22
674
-
NEDZINK B.V.
6,561
-
9,391
-
GENECOS SA
6,366
504
1,298
64
CENERGY GROUP
333
26,635
84
1,594
TEKA ENGINEERING
18
12,315
10
6,208
STEELMET S.A.
-
9,793
282
1,593
TEKA SYSTEMS S.A.
-
8,052
-
588
VIENER S.A.
35
5,177
748
-
VIEXAL S.A
1
4,722
-
259
ERGOSTEEL S.A
15
2,683
1
1,152
ETEM Automotive Bulgaria SA
-
2,323
-
104
SIDENOR INDUSTRIAL S.A.
350
79
1,215
1
VIOHALCO SA
-
130
-
4,099
ELKEME S.A.
212
1,801
26
575
BASE METAL TICARET VE SANAYI A.S.
-
1,082
-
441
OTHER
2,058
7,241
1,683
880
TOTAL
1,115,268
115,769
116,544
19,702
Cenergy Group purchases raw materials from ELVALHALCOR according to their needs. In its turn, it sells copper
scrap to ELVALHALCOR from the products returned during its production process.
Steelmet Group provides ELVALHALCOR with administration and organization services.
INTERNATIONAL TRADE S.A trades products of the Group to various foreign countries, with the delivery provided
directly from the production facilities of the Group to customers, the majority of them does not represent 10% of
total sales. ElvalHalcor’s transactions with INTERNATIONAL TRADE are approved by the Board of Directors and are
published to G.E.MI. (ΓΕΜΗ), pursuant to art. 99-101 of the Law L4548/2018.
Metal Agencies LTD acts as a merchant - central distributor of ELVALHALCOR Group in Great Britain.
TEPROMKC Gmbh trades ELVALHALCOR’s products in the German market.
Steelmet Romania trades ELVALHALCOR’s products in the Romanian market.
Teka Systems S.A. provides consulting services in IT issues and SAP support and upgrade.
TEKA ENGINEERING carry out various industrial constructions for ELVALHALCOR.
Anamet S.A. provides ELVALHALCOR with considerable quantities of copper and brass scrap.
Viexal SA provides ELVALHALCOR with travelling services.
Annual Financial Report of 31st December 2022
19
Tepro Metall AG trades (through its subsidiary MKC) ELVALHALCOR products and represents the latter in the
German market.
Genecos, as well as its subsidiary Reynolds Cuivre sell ELVALHALCOR’s products and represent ELVALHALCOR in the
French market.
ETEM Gestamp Aluminium Extrusions purchases from ELVALHALCOR aluminium billets and sells in its turn
aluminium scrap from its production process to ELVALHALCOR.
Η GESTAMP Etem Automotive Bulgaria sells aluminium scrap from ELVALHALCOR’s production process.
UACJ ELVAL HEAT EXCHANGER MATERIALS purchases from ELVALHALCOR finished aluminium products and
distributes them to international markets.
Transactions of ELVALHALCOR’s Group with other affiliated companies (amounts in thousands of Euro)
Company
Sales of Goods,
Services and
Assets
Purchases of
Goods, Services
and Assets
Receivables
Payables
INTERNATIONAL TRADE
794,273
-
23,517
72
TEPROMKC GMBH
172,973
4,497
17,764
1,951
METAL AGENCIES LTD
137,633
268
5,100
70
ETEM ALUMINIUM EXTRUSIONS SA
74,699
23,777
24,057
1,454
BRIDGNORTH LTD
64,404
18,724
31,621
-
REYNOLDS CUIVRE SA
95,884
859
15,268
206
UEHEM
66,563
192
5,488
35
VIENER S.A.
129
31,284
1,412
1,711
STEELMET ROMANIA SA
22,720
571
758
156
TEKA ENGINEERING
18
12,324
13
6,208
STEELMET GROUP
53
18,905
369
3,710
NEDZINK B.V.
6,649
18
9,426
-
CENERGY GROUP
6,183
67,433
1,237
2,341
TEKA SYSTEMS SA
-
10,506
419
1,003
GENECOS SA
6,576
782
1,298
278
SOVEL SA
7,333
22
677
-
VIEXAL S.A.
1
5,609
12
391
VIOHALCO SA
-
130
1
4,314
ΑΝΑΜΕΤ S.A.
1,896
646
773
124
ELKEME S.A.
226
2,235
39
720
ALURAME SPA
-
2,463
52
455
SIDMA S.A.
436
2,129
53
200
ETEM Automotive Bulgaria SA
245
2,323
48
104
BASE METAL TICARET VE SANAYI A.S.
124
1,393
-
528
SIDENOR INDUSTRILA S.A.
352
89
1,221
5
DIA.VI.PE.THI.V S.A.
-
565
753
303
OTHER
2,285
6,181
830
812
TOTAL
1,461,655
213,925
142,207
27,151
Annual Financial Report of 31st December 2022
20
Fees of Executives and Board members (amounts in thousands Euro)
The table below sets out the fees paid to executives and members of the Board of Directors:
Amounts in EUR thousand
Group
Company
Total Board of Directors
2,577
1,206
Total executive fees
10,003
3,488
The company considers as management executives the General Manager of each division and subsidiary and all
others that report directly to them.
6. Subsequent events
There are no subsequent events to December 31, 2022, that significantly affect these financial statements and
should either be disclosed or amend the figures of the financial statements at the year end.
Annual Financial Report of 31st December 2022
21
ELVALHALCOR NON-FINANCIAL REPORTING
Business model
The ELVALHALCOR Hellenic Copper and Aluminium Industry S.A. (ElvalHalcor) business model aims to create value
for all stakeholders (shareholders, customers, employees, suppliers, etc.) and society as a whole.
ElvalHalcor operates in the aluminium and copper segments, boasting experience and know-how exceeding 80
years and offering innovative solutions of high added value perfectly suited to the modern requirements of its
international customers. ElvalHalcor's success is derived from its commercial export orientation, customer-focused
philosophy and continuous innovation with a strong focus on research and technology. Following its continuous
strategic investments in research and development of new technologies, the Company operates state-of-the-art
production facilities and is capable of creating new and innovative products and solutions, thus accomplishing its
goal for continuous innovation at both domestic and international level.
ElvalHalcor produces products and sustainable solutions that strengthen both the value chain and the economy. It
constantly focuses and invests in infrastructure and technologies, successfully responding to the demand for energy
efficient solutions in line with sustainability trends and energy transition needs. The strategic role of our aluminium
products in terms of the circular economy and its vital role in achieving the goals of the Green Deal, as well as
copper’s crucial role in the energy transition and the development of green technologies, are pillars of ElvalHalcor’s
ongoing strategy of climate neutrality.
Annual Financial Report of 31st December 2022
22
Material issues (Materiality assessment)
ElvalHalcor's material issues evaluation process is based on the GRI global standards for sustainability reporting.
During the materiality assessment (conducted in 2022), in the content of the preparation of the Sustainability
Report, the Company took into account and integrated new sectoral and global emerging trends and scaled and
grouped the material issues in terms of their double materiality. ElvalHalcor evaluated its material issues and how
they impact the economy, the environment and society, as well as their impact on the Company's business value
and operation (dual materiality), while incorporating the evaluation data and information that it received from its
stakeholders.
ElvalHalcor's "most important material issues" are presented in the table below and by ESG thematic pillar (E -
Environment, S - Social, G - Governance).
ElvalHalcor’s material issues
Relevant SDG's
Relevant target
(SDG's target)
E
Climate change
9.4
Circular economy - Promote aluminium
and copper recycling
9.4, 12.5
Waste and wastewater management
12.5
Energy efficiency
7.2
Water use
9.4, 9.4.1
Water management
6.4, 6.3
S
Occupational Health and Safety
8.8
Employee training and development
-
-
Supply chain responsibility
9.3, 12.1
Human and equal rights, diversity and inclusion
4.3, 8.5
Supporting local communities
9.3
G
Corporate Governance and Business Ethics
16.5
Risk and crisis management
-
-
Information security & personal data privacy
-
-
Creating shared value
-
-
Supporting local communities
9.3
Research, development, and innovation
9.5
Sustainability enabling products
-
-
Digitalisation
-
-
Annual Financial Report of 31st December 2022
23
SDG's: The 17 Global Sustainable Development Goals adopted in September 2015 by the 193 UN Member States (2030 Agenda) on achieving a sustainable
future for all: https://sdgs.un.org/goals
The table above shows how ElvalHalcor's important material issues correlate with the global goals of sustainable development that are directly related to the
activities and practices of the Company that contribute to the achievement of the goals.
In ElvalHalcor's 2021 Sustainability Report, an extensive presentation of the important issues, their key
performance indicators and their relevance to the U.N. Sustainable Development Goals (agenda 2030) are included.
ElvalHalcor's 2022 Sustainability Report will be available (end of May 2023) on the corporate website:
https://www.elvalhalcor.com/el/sustainability/reporting/overview/.
Management of Sustainability matters
The Company has put in place mechanisms and procedures to highlight and manage sustainability issues focusing
on occupational safety, respect for the environment and society as well as its financial and economically viable
operations. Management commitment and the management framework of responsible operation matters are
reflected on the Sustainability Policy established and implemented by ElvalHalcor. Seeking to ensure its continuous
improvement in relevant matters, the Company sets specific goals and monitors their progress on an annual basis,
based on the relevant key performance indicators it has developed. To attain these KPI's and goals, the Company
prepares and implements adequate plans and actions of responsible operation.
Policies and Systems
Wishing to reinforce its sound operation driven by Sustainable Development, ElvalHalcor has established specific
policies and puts into practice adequate management systems and procedures that uphold responsible operation
and define the way in which the Company's goals are achieved. More specifically, the Company has established and
implements, among others, the following policies and codes:
• Internal Rules of Operation
• Sustainability Policy
• Occupational Health and Safety Policy
• Environmental, Energy and Climate Change Policy
• Labour and Human Rights Policy
• Business Code of Conduct
• Supplier Code of Conduct.
Integrated management of ElvalHalcor's important matters is ensured through the Management Systems
implemented by the Company. More specifically, ElvalHalcor implements the following certified systems:
• Environmental Management System (ISO 14001:2015).
• Energy Management System (ISO 50001:2018).
• Occupational Health and Safety Management System (ISO 45001:2018).
All production facilities of the Company have put in place the above certified Management Systems.
Annual Financial Report of 31st December 2022
24
Certifications - ASI Performance Standard and ASI Chain of Custody Standard (CoC)
The Aluminium Rolling Division of ElvalHalcor was the first company in Greece that in 2019 joined forces with the
Aluminium Stewardship Initiative - ASI (https://aluminium-stewardship.org/), together with other leading
aluminium production and processing companies, organisations and social bodies that are also ASI members.
Today ElvalHalcor has been double certified according to both the ASI
Performance Standard as well as, according to the Chain of Custody (COC)
standard.
The first certification confirms the Company's excellent performance in the whole range
that governs the responsible production of aluminium and specifically in the three ESG
pillars:
Certification pillars
Certification performance in ESG issues
E
Environmental protection
and biodiversity
• Greenhouse gas emissions and other atmospheric emissions
• Water emissions and waste management
• Responsible water usage
• Protection of biodiversity and prevention of the introduction and spread
of invasive species
S
Social responsibility
• Protecting human and workers' rights
• Supporting local communities and taking responsible action towards the
community
• Promoting safety and health at work (employees, co-workers and
visitors) and making a commitment to continuous improvement
G
Good corporate
governance
• Implementing policies aimed at good, fair, lawful and ethical governance
towards employees, partners and society
• Application of responsible procurement and aluminium production
methods
The ASI CoC certification allows ElvalHalcor to offer its customers ASI-certified aluminium products, manufactured
from material sourced and processed within the responsible supply chains that are certified by the Aluminium
Stewardship Initiative. This certification confirms ElvalHalcor's commitment to sustainable development and
strengthens its ability to offer aluminium products, ensuring that they originate from material that has been
sourced and processed responsibly, in conformance with the criteria set out by the ASI standards, in every stage of
their manufacturing process.
About main production subsidiaries
This Non-Financial Reporting includes a respective update on the main production subsidiaries that are
consolidated. Specifically with respect to the production subsidiaries of the aluminium segment: Symetal S.A., Vepal
S.A., Elval Colour S.A., Anoxal S.A., Viomal S.A., and the copper segment: Sofia Med SA, Cablel Wires S.A. and Epirus
Metalworks SA. Subsidiaries are also presented in the Sustainability Report in compliance with the Sustainability
Reporting Guidelines of Global Reporting Initiative (GRI-Standards).
Annual Financial Report of 31st December 2022
25
ElvalHalcor's subsidiaries have established and apply respective policies which strictly abide by the principles of the
Company's policies, with the Management of each subsidiary being responsible for their implementation.
Meanwhile, ElvalHalcor's subsidiaries have their own internal controls, procedures and management systems with
respect to sustainable development matters and monitor their respective performance through the relevant
indicators, the results of which are presented in this report. The entirety (100%) of ElvalHalcor production
companies under the scope of this report are certified with the environmental Management System ISO
14001:2015 and the Occupational Health and Safety Management System ISO 45001:2018, while 50% of the
companies under the scope are certified with the Energy Management System 50001:2015.
The following sections present the results of the policies and procedures implemented by ElvalHalcor and cite the
relevant reports on performance in risk management in the relevant issues (presentation of relevant non-financial
indicators) of both the Company and its main production subsidiaries. It is noted that due to the disparate
production activity, the different geographical location of the companies, as well as the different degree of material
issues that each company may face, it was deemed as necessary to present the important issues that are common
to ElvalHalcor and its main production subsidiaries.
EU Taxonomy
The EU Taxonomy is a classification system that establishes a list of economic activities considered environmentally
sustainable and serves as a foundation for the Action Plan on Financing Sustainable Growth, which supports the
European Green Deal. By creating a common language for sustainable activities, the EU Taxonomy establishes the
first uniform and credible standard that allows economic actors to align with the transition to a low-carbon, resilient
and sustainable future.
The EU Taxonomy Regulation requests that companies subject to an obligation to publish non-financial information
shall disclose in their NFD the proportion of their turnover, capital expenditure and operating expenditure related to
“Taxonomy-eligible and Taxonomy-aligned activities”. The assessment methodology followed by ElvalHalcor this
year has been refined, considering the updated legislation and interpretation issued by the Taxonomy Platform
within 2022.
ElvalHalcor has evaluated the business activities against the EU Taxonomy eligibility criteria for climate mitigation
and climate adaptation and has identified eligible activities as shown below (cf. Disclosures Delegated Act EU
2021/2178):
Eligible economic activity
Description of operating activity
NACE-Code
Climate change
mitigation
Climate change
adaptation
3.5
Manufacture of energy
efficiency equipment for
buildings
Manufacture of façade and roofing,
heating and domestic hot water
systems and cooling, ventilation
systems and heat pumps key
components
3.8 Manufacture of aluminium
Secondary aluminium production
C24.42
Annual Financial Report of 31st December 2022
26
Aluminium segment
The façade and roofing activities have been included under the Manufacture of energy efficiency equipment for
buildings (3.5). ElvalHalcor aluminium segment also engages in secondary aluminium production (3.8), through the
different aluminium companies. However, since there is no distinct category regarding downstream aluminium
production and the products are intermediate and further processed internally (and therefore non-revenue
generating), the eligible turnover KPI of the secondary aluminium production will not be disclosed.
Aluminium facades manufacturing has been included in Taxonomy reporting under the category 3.5 Manufacture
of energy efficiency equipment for buildings.
Copper Segment
For the copper segment, key components for space heating and domestic hot water systems, as well as for cooling,
ventilation systems and heat pumps, (i.e. copper tubes manufacturing) have been included under the Manufacture
of energy efficiency equipment for buildings (3.5).
ELIGIBILITY REPORTING TABLES
Proportion of ElvalHalcor companies’ turnover 2022 from products or services associated with Taxonomy-eligible
economic activities.
More information on Taxonomy disclosures can be found in the Annex I.
Environmental matters
Environmental protection is at the top of the Company's list of priorities. ElvalHalcor cultivates environmental
responsibility as an integral part of its corporate philosophy, having integrated in its strategy the responsible
management of all environmental matters associated with its activities.
Management's strong commitment in this field is reflected in the Environmental Policy (www.elvalhalcor.com,
section «Sustainable Development/Environment). Management takes steps to implement good practices aiming at
environmental protection and management of any environmental impacts arising from the Company's operation.
The Company operates in accordance with the applicable environmental laws (applicable National and European
laws). Wishing to reduce its environmental footprint on an ongoing basis with concrete actions, ElvalHalcor:
• implements an Environmental Management System (ISO 14001:2015) in all its production facilities aiming at
the integrated;
• management of its environmental matters;
• implements targeted environmental management plans (e.g. energy-saving plans, actions and initiatives to
reduce air emissions, etc.);
• seeks the rational use of natural resources and operates in accordance with the principles of circular
economy, when possible;
• implements an integrated waste management system (which focuses primarily on waste management
according to the appropriate hierarchy and on the adoption of good practices aiming to prevent their
generation);
• makes continuous investments in environmental protection infrastructure;
• focuses on continuous training and awareness-raising of its employees and partners in environmental
matters.
Annual Financial Report of 31st December 2022
27
Climate change and air emissions management
Climate change is a global environmental challenge, the effects of which affect many sectors. Therefore, ElvalHalcor
aims to continuously reduce carbon emissions through implementing specific procedures and initiatives.
The Company's carbon footprint is due to a greater extent to indirect emissions (generated from the electricity
supplier) and to a lesser extent to direct emissions (from the combustion of hydrocarbons). During 2022, ElvalHalcor
and its subsidiaries have improved their carbon footprint through a combination of energy efficiency and energy-
saving measures.
ElvalHalcor (consolidated date)
Year
2020
2021
2022
Total Carbon Emissions
(tn CO
2
/tn products)
(1)
0.603
0.572
0.541
(1) Based on the "location based" method according to the GHG Protocol Directive. Total C0
2
emissions are equal to the sum of direct and indirect CO
2
emissions (tn CO
2
/tn of products).
Note: For the calculation of the direct CO
2
emissions for the years 2020, 2021 the coefficients of the year 2020 have been used by the European Residual Mixes
2021, AIB. As the numbers of the above indices may change according to changes in the reference indices, the final emission indicators for 2022 will be published
in ElvalHalcor's Sustainable Development Report.
Energy consumption and saving
With respect to energy consumption, its main pursuit is to reduce its energy footprint, whenever possible, and
ensure its increasingly efficient use. Concurrently, through the certified Energy Management System (ISO
50001:2018), the Company aims at the integrated management of energy matters and seeks to develop a
continuous improvement culture.
ElvalHalcor, with the aim of continuously improving the energy performance of all its activities, invests in high-tech
equipment, in energy saving projects, while at the same time pursuing the rational use of fuel and the improvement
of energy efficiency.
ElvalHalcor and its subsidiaries purchase electricity from the main energy suppliers in the countries in which they
operate as none of the companies has its own power generation.
Water and wastewater management
The two critical issues regarding water management are the issues of adequate treatment of wastewater and the
water intensity, especially in water stressed areas. The Company takes all necessary steps to ensure its efficient use
and limit its consumption in compliance with its environmental policy. At the same time, whenever possible, reuse
practices are applied.
As part of the long-term environmental footprint improvement regarding both ElvalHalcor and its subsidiaries,
continuous efforts are being made to reduce water consumption. The increase of the total production in both
segments contributed to the improvement of the water consumption intensity for 2022.
Annual Financial Report of 31st December 2022
28
ElvalHalcor (consolidated data)
Year
2020
2021
2022
Water consumption intensity
(m
3
/tn products)
2.32
2.28
2.12
With regards to ElvalHalcor's and its subsidiaries' water waste treatment, in 2022, all wastewater fell within the
established limits of being discharged to specific water body recipients or sewerage networks, resulting in a 100%
compliance rate.
Waste management and circular economy
Europe’s transition to a circular economy represents a key European Commission strategy involving many
organizations through important internal programs (LIFE, Horizon 2020, etc.). One of the most important axes of
this strategy is “Closing the loop ”, i.e. converting waste into a raw material that can return to the value chain. This
reduces the environmental impact of a product in addition to removing the need for new raw materials in the
production process as they have been ‘recovered’ in the above waste conversion process.
ElvalHalcor implements an integrated waste management process (from the production stage to the disposal
stage), the aim of which is to reduce the volume of waste generated. Our approach to waste management focuses
on techniques for waste volume reduction and reuse, either within the plant or in licensed external partners.
ElvalHalcor applies Best Available Waste Management Techniques and, as a consequence, most of the waste
generated is led to recycling and energy recovery. To manage all types of waste, ElvalHalcor works with specialized
waste collection, transportation and management companies. The materials that are collected are recycled and
recovered in various ways.
The aluminium rolling division’s facilities operates a state-of-the-art wastewater treatment plant, which treats all
industrial wastewater produced by ElvalHalcor and its subsidiary Symetal.
Although waste generation intensity varies significantly depending on the production process, the waste intensity
per company has remained at similar levels in the past three years with fluctuations due to the product mix and
shipments of waste accumulated over time. However, the portion of the generated waste that is sent for recycling
or recovery is steadily increasing in the majority of the companies supporting the transformation to a circular
economy. In 2022, almost 97.8% of ElvalHalcor waste was recycled and reused.
ElvalHalcor (consolidated data)
Year
2020
2021
2022
Waste generation (tn/tn product)
0.15
0.14
0.15
Waste recovered and recycled (%)
(1)
91.2%
94%
95.8%
(1)
Waste recovered and recycled measured versus total waste generated.
Using scrap and promoting aluminium and copper recycling
The Company's primary raw materials are aluminium and copper. As the benefits (reduction in energy consumption,
greenhouse gas emissions and water use) of scrap use are significant (in relation to the use of primary metals), we
focus on practices that maximise the efficient use of raw materials and scrap.
Annual Financial Report of 31st December 2022
29
ElvalHalcor promotes and actively implements the principles of the circular economy, constantly increasing in the
production of new products the use of aluminium and copper that comes from collecting products at the end of
their life cycle.
Labour and social issues
This section presents all the issues that the Company recognises as being important and concerns its human
resources and the interaction with the local community in which ElvalHalcor and its main subsidiaries operate.
ElvalHalcor recognises the determined contribution of their people in Company's successful business performance
and future growth. In recognition of this, the Company invests materially and systematically in its people.
ElvalHalcor's management places particular emphasis on human resources development and strives to maintain a
working environment based on equal opportunities that respects each employee and rewards hard work.
ElvalHalcor's human resources practices and policies focuses on empowering employees, strengthening leadership
skills and promoting talent. Steadily oriented to human values, the Company strives to implement responsible
management practices with regard to human resources. The Company focus on material issues such as:
• ensuring its employees and associates' health and safety;
• creating a rewarding work environment, respecting human rights and diversity;
• providing equal opportunities for all employees;
• applying objective evaluation systems;
• highlighting and exploiting all employees' skills;
• training and developing employees on an ongoing basis.
In 2022, ElvalHalcor's human resources amounted to 4,080 employees (data 31/12). The ratio between male and
female workers is approximately 88% to 12% respectively. The percentage of female employees appears small
because female professionals are not traditionally attracted to industry. As a result, the percentage of women in
positions of responsibility (Managers and senior executives) is low, amounting to about 12% (percentage of the
total number of the Company's executive staff). The participation rate of women in human resources varies, based
on the geographical location of the companies. Specifically in the copper segment subsidiaries, the index is higher,
due to the subsidiary Sofia Med which is located in Bulgaria (attributed to the cultural acceptance of women in
positions related to industry).
Labour KPI's (ElvalHalcor consolidated data)
Year
2020
2021
2022
Employee turnover
(1)
6.8%
15.4%
14.9%
% of women in total workforce
11.2%
11.3%
12.3%
% of women in management
11.7%
13.9%
11.7%
(1)
Τurnover rate: Percentage of employees who left the company (due to resignation, dismissal, retirement or death) in total company's workforce (31/12 data).
Continuously training its human resources is a prerequisite for any company that aspires and envisions becoming a
leading force in its industry. We are therefore constantly committed to maintaining a culture that encourages
development and makes the most of the knowledge and skills of our people. Essentially, we focus on the ongoing
training of our human resources, implementing integrated high value-added training programs. The training plan is
designed and shaped to meet the requirements of each level within our organization and is also in line with the
Company’s priorities. In 2022, 66,768 hours of training were carried out.
Annual Financial Report of 31st December 2022
30
ElvalHalcor consolidated data
Year
2020
2021
2022
Total training hours per employee
(2)
5.71
8.85
16.4
(2)
Total training hours implemented (and concerning Company employees) during the year for the total number of Company employees (data 31/12).
Remuneration and benefits policy and systems have been developed with a view to recruiting, employing and
retaining experienced personnel with the necessary capabilities and skills which lead to optimisation of individual
and, by extension, overall performance. The remuneration of each employee reflects the educational background,
experience, responsibility as well as the value/importance of the post in the labour market. In addition, as part of
its employee reward and satisfaction system, the Company provides a number of additional benefits.
Occupational Health and Safety
Ensuring the Health and Safety (H&S) of our employees, our partners and third parties is a firm priority and
commitment of ElvalHalcor. This view is highlighted through the H&S Policy established and implemented by the
Company, thus clearly reflecting Management commitment in this field.
Company Management is instantly notified of any issue relating to H&S and takes steps to ensure seamless
implementation of the policy. This policy is defined by Management, is based on cooperation and involvement of
all personnel and is binding on each employee and partner. The Company fully complies with the relevant laws and
regulations with respect to working conditions and occupational H&S and focuses on the implementation of
preventive measures and actions to avoid any incidents at work.
The goal of «zero accidents» remains the Company's top priority. For this reason, the Company makes substantial
and systematic investments in measures aiming at the continuous improvement of working conditions, and
focusing on prevention and infrastructures reinforcing occupational safety. The Company's approach to the
management of occupational H&S matters includes:
• Implementation of a H&S Management System (ISO 45001:2018) in all its premises with the involvement of all
employees and administration.
• Continuous investments in infrastructure projects to reinforce safety at work (zero access).
• Behavioural audits in order to create a «safety climate».
• In-depth investigation and recording of all incidents, as well as near misses by implementing improvement
measures aiming to reduce accidents.
• Employee targeted training and awareness raising so as to create a safety culture.
ElvalHalcor and its main production subsidiaries in an effort to improve their risk capacity realisation, develop
detailed risk assessments by conducting a systematic hazard identification associated risks evaluation, facilitating
subsequently the implementation of reasonable control measures. Emphasis is also given in performing accurate
incidents analysis to ensure there is a robust framework in place which provides for a systematic approach to
incident reporting, management and investigation, thereby enabling effective corrective and preventive actions to
be set.
ElvalHalcor and its main production subsidiaries implement internationally applicable and measurable indicators to
monitor and evaluate performance in the field of Occupational Health and Safety.
We recognize that there is room for improvement and that much remains to be done in order to create a safer work
environment. We strive to implement targeted programs related to health and safety at work and continue to work
methodically in this area in order to achieve our goal of "zero accidents".
Annual Financial Report of 31st December 2022
31
In its desire to further develop and improve its Health and Safety based corporate culture and work environment,
ElvalHalcor partnered with the internationally renowned Health and Safety Consulting firm DuPont Sustainable
Solutions. The purpose of the cooperation was to assess the current situation, explore opportunities and proposals
for improvement and cooperate in the implementation of the proposed actions. 2022 was the first year that this
action plan is implemented.
Health and safety KPI's
ElvalHalcor consolidated data
Year
2020
2021
2022
Lost time incident rate (LTIR)
(1)
5.91
5.96
8.36
Severity rate (SR)
(2)
167
139
179
# fatalities
0
0
0
(1)
LTIR: Lost time incident rate (number of LTI incidents per million working hours)
(2)
S.R.: Severity rate (number of lost workdays per million working hours)
Supporting local communities
ElvalHalcor's (and its subsidiaries) growth and operation is inextricably linked to its local communities. The Company
wishes to have its business activities interact in a positive and constructive manner with the communities in which
it operates, contribute to the overall economic development of Greece and benefit local communities by creating
jobs and offering business opportunities. It is worth mentioning that more than 50% of ElvalHalcor total workforce
originates from local communities (broader region of Viotia and Evia, as well as the regions of the North Attica:
Avlona, Malakasa, Oropos, Chalkoutsi). In addition, the Company (and its subsidiaries) has a long tradition of
fostering local entrepreneurship as it seeks to cooperate, when possible, with local suppliers.
As a Company operating responsibly, ElvalHalcor provides its support on an annual basis to a number of bodies,
organisations and associations through various sponsorships while also supporting and promoting the voluntary
activities of its employees.
Through its operations, ElvalHalcor and its subsidiaries generate multiple benefits for the society. In addition to the
payment of salaries and other benefits to its employees, the Company pays the State the corresponding taxes and
levies and makes continuous investments and payments to the collaborating suppliers of materials and services.
Thus, the overall positive impact of the Company on both local and broader communities is important.
Responsible supply chain management
ElvalHalcor selects and treats its suppliers in a responsible manner. Having built long-standing partnerships and
trust in its relationships with its customers and partners, the Company seeks to collaborate with suppliers showing
respect for the environment and implementing responsible practices. Seeking to promote the principles of
sustainable development across the supply chain, ElvalHalcor prepared a «Supplier Code of Conduct». ElvalHalcor
communicates this Code to its suppliers and contractors (existing and new ones), who should be aware of and adopt
the responsible practices applied by the Company in the context of Sustainable Development.
Annual Financial Report of 31st December 2022
32
The Code describes the Company's expectations from its supply chain (suppliers and partners) in terms of
responsible operation (environmental protection, occupational health and safety, labour practices, ethics and
integrity, respect for competitiveness, merit-based advancement, equal opportunities, safeguard of human rights,
etc.). The last revision of the Code took place in 2022.
Therefore, the ESG Roadmap as approved by ElvalHalcor’s Board of Directors in 2021, contains the strategic
directions concerning developing due diligence in the supply chain. The evaluation process for the most important
(in terms of turnover and criticality of raw materials) suppliers on the EcoVadis platform is currently underway.
EcoVadis is an internationally recognized platform that offers a holistic assessment of companies around a wide
range of ESG criteria, through a detailed self-assessment and evidence-based submission process.
ElvalHalcor’s procurement policy, as well as the supplier evaluation and selection process, follows our strategic
direction concerning strengthening the local economy and positively takes locality criterion into account.
The Company's procurement policy applies a strategy aiming to boost the local economy, offering business
opportunities and employment to local suppliers. When evaluating and selecting suppliers, local origin is a criterion
factored in.
Human rights
With respect to human rights and acting responsibly toward its people, the Company implements a human
resources management policy based on equal opportunities without any discrimination on the basis of gender,
nationality, religious belief, age or educational background. ElvalHalcor opposes child labour and condemns all
forms of forced and compulsory labour. In addition, the Company condemns and does not tolerate any behaviours
that could lead to discrimination, unequal treatment, bullying or moral harassment, gestures and verbal or physical
threats.
By applying the corporate Business Code of Conduct in practice and our Labour and Human Rights Policy as well,
we cultivate a working environment based on dignity and mutual respect that accepts and incorporates diversity.
It is noted that all employees who have just been hired, regardless of the position that they assume, are informed
about the Company’s vision, values, policies, procedures, principles along with its Code of Conduct and Business
Ethics.
As a result of the control policies, procedures and mechanisms put in place, during 2022, like also in previous years,
no incident of child or forced labour was identified, and no incident related to violation of human rights has taken
place.
Respect for human rights is one of the key pillars of responsible entrepreneurship. As part of the ESG strategy
adopted in 2021, ElvalHalcor implements a Human Rights Policy. In the context of the implementation of this policy,
the Company has proceeded with the design of a large training program for employees in matters related to human
rights, equality, diversity and inclusion, harassment and its prevention in the workplace. This training program, due
to its size (two years duration), will start in 2022 and the relevant indicators (KPIs) for monitoring and performance
will be presented in the 2022 Sustainability Report.
Annual Financial Report of 31st December 2022
33
Anti-corruption and bribery-related issues
With the belief that responsible internal operation is crucial for our business success and resilience, we follow the
applicable laws and regulations and adopt practices so that Our Company can operate optimally. As a listed
company on the Athens Stock Exchange, ElvalHalcor, guided by transparency and responsible business operation,
follows and complies with the principles of Corporate Governance as they are defined by the current institutional
framework, as well as the respective standards.
ElvalHalcor implements an integrated framework of corporate governance (relevant details are given in the section
«Corporate Governance Declaration» of this report), which aims to ensure transparent, proper and effective
management of the Company, which leads to business and economic development in the long run.
In addition, ElvalHalcor's Business Code of Conduct and, Supplier Code of Conduct and Anti-Corruption Policy reflect
the Company's commitment and views on transparency, anti-corruption and anti-bribery issues. Exposure to the
risk of corruption is systematically monitored. The Company is fully opposed to any type of corruption and is
committed to operating in an ethical and responsible manner. The Company takes all necessary preventive
measures and implements procedures and controls in order to ensure the combating of corruption cases. The
whistleblowing mechanism has been designed (and commissioned in 2022) to prevent and mitigate such risks (in
the context of the Company’s ESG strategy).
This mechanism ensures the appropriate communication channels for any interested party, who remains
anonymous, inside or outside ElvalHalcor seeking to report any breaches related to ElvalHalcor’s Code of
Ethics/Business Ethics or any misconduct related to work practices/legal issues. In order to increase employee
awareness and emphasize the importance of compliance with the Company’s Code of Ethics/Business Ethics, during
2022, specialized training programmes and information based initiatives have been planned and implemented.
ElvalHalcor opposes child labour and condemns all forms of forced and compulsory labour. In addition, the
Company condemns and does not tolerate any behaviours that could lead to discrimination, unequal treatment,
bullying or moral harassment, gestures and verbal or physical threats. As a result of the Company's practices and
policies, during 2022 (as in previous years), no incident of corruption or bribery was recorded or reported. In
addition, there were no fines paid due to settlements for unethical business practices or corruption matters.
Information security & personal data privacy
ElvalHalcor respects the personal data protection and undertakes the appropriate measures according to the
provisions of the General Data Protection Regulation 679/2016 of the European Union and the national
implementation law 4624/2019. We are committed to protecting the personal data of our employees, customers,
suppliers and partners.
Our goal is to harmonize how we operate with international standards and best practices so as to minimize related
risks. To achieve this goal, we have adopted and implemented a Data Protection Privacy Policy, setting specific
roles, procedures and mechanisms for the full range of our activities. Moreover, the provision of “by design and by
default” technological means, the formation of procedures, business activities and information systems, but also
fostering a data protection culture is our primary concern and a continuous improvement goal. During 2021, there
were no incidents of data privacy breaches.
Annual Financial Report of 31st December 2022
34
Key non-financial risks
The Company operates in an economic and social environment characterised by various risks, financial and others
(all financial risks are laid down in the section «Risks and Uncertainties» of this report). Within this framework, the
Company has established procedures to control and manage non-financial risks. The main categories of non-
financial risks facing the Company are environmental risks and risks related to occupational H&S. Managing these
risks is considered as very important by the Management of the Company since they have the risk of directly or
indirectly affecting the smooth operation of the Company.
Managing the non-financial risks is considered to be a very critical task by the companies' management as these
risks have the potential to create a direct or indirect impact on the companies' continuous operation as well as to
create future liabilities. The companies have their own skilled personnel and consultants managing these matters,
and they implement certified management systems ISO 14001:2015, ISO 45001:2018, as well as the energy
management system ISO 50001:2018, thus providing an additional management tool for all related risks. The
management systems are the pillars for taking the proper preventive steps, specific plans, and actions, and provide
the continuous improvement culture necessary to ensure improving performance and risk management. The risks
associated with the non-financial matters reported above are described below.
Environment
The major risks related to environmental issues are climate change and water supply and management. These risks
are also critical to the supply chain of companies (ElvalHalcor and its subsidiaries) as the raw materials used by the
companies carry more than 80% of the environmental footprint of the final products, while in certain cases, the
footprint is close to 90% (aluminium rolled and extruded products).
Climate change
The companies (ElvalHalcor and its subsidiaries) consider that climate is an area with a material impact not only in
respect of financial materiality (negative impact on Business segments Aluminium) but also from an environmental
and social perspective (negative impact to climate, hence to the environment and society).
The financial materiality stems from the fact that the companies have transition as well as physical risks. Transition
risks relate to risks arising from the transition to a low carbon economy such as policies that:
• require demanding energy efficiency measures,
• impose carbon pricing mechanisms that intend to increase carbon price, thus, increase cost of electricity
• impose carbon border adjustments that can disrupt supply chains as well as cause retributions from other
countries where customers are currently located.
Physical risks relate to risks associated with long chronic effects such as rising sea levels and reduced freshwater
availability.
The risk mitigation measures taken by the companies are, among others, the following:
• early policy trend identification;
• close cooperation with national and European federations for proper representation of the matters faced
by ElvalHalcor and the subsidiaries;
• development of action plans and long term targets for investments in energy-efficient equipment and
carbon abatement measures;
• procurement of electricity from producers of clean, renewable energy;
• increase of capacity for utilisation of secondary raw materials instead of primary; and
Annual Financial Report of 31st December 2022
35
• proper budget management practices that incorporate projected carbon costs.
From an environmental and social perspective, the companies (ElvalHalcor and its subsidiaries) directly emit
greenhouse gases in the atmosphere due to their routine production operations and indirectly through the
consumption of electricity. ElvalHalcor and its subsidiary Sofia Med are currently in the European Trading Scheme,
and these companies have made a series of investments in the past 15 years for carbon emissions reduction.
Upstream activities include raw materials extraction, such as aluminium and copper amount to significant emissions
to the environment. Selection of raw materials suppliers is critical to identify areas of improvement and is
considered the highest contributor to the overall emissions of the subsidiaries' products. As mentioned earlier, the
carbon footprint attributed to upstream activities amount to over 80% in most cases. ElvalHalcor is in the process
of identifying and evaluating different suppliers and their potential exposure to higher carbon costs as the
increasing cost of carbon will eventually affect their competitiveness.
Water management
Water management-related risks include the availability of freshwater for production purposes and the quality of
wastewater discharged to water receptors. Certain companies are relatively water-intensive as shown in the
performance and KPIs section. These companies treat the water supply risk as a business continuity issue that can
ultimately have a financial materiality (negative impact on the company). The risk is mainly mitigated through
continuous efforts to improve the water footprint of the companies and have multiple sources of water, so there
are alternative sources of supply. As for the quality of wastewater discharge, companies have made the appropriate
investments in modern equipment in order to have the ability to meet and comply with very strict discharge limits.
Social and labour issues
The major risks related to social and labour matters are the occupational health and safety of the labour force and
employee matters. With regards to occupational health and safety risks, ElvalHalcor and its subsidiaries have
management systems in place following a comprehensive approach for improvement, which is translated into
equipment upgrading, implementation of management principles (safety audits, guidelines, work instructions, etc.),
the establishment of a targeted safety training program and the direct involvement of management. The
companies' management have a clear understanding of the importance of providing a safe working environment
to the labour force and how vital it is to continuously strive for improvement, as this is fundamental for good labour
relations and business performance. Employee related risks entail potential violations of equal treatment and
statutory working hours as social action by personnel that may lead to operation interruption risks. These risks are
mitigated by the companies through a comprehensive employee Code of Conduct and Business Ethics, personnel
evaluation and training, and regular internal audits.
Human rights
The major risks related to human rights are related to the supply chain of the companies provided that many
suppliers are not located in Europe or North America. ElvalHalcor and its subsidiaries are in the process of
developing a proper and comprehensive supplier evaluation management system in order to ascertain that all
major suppliers meet certain sustainability standards such as standards in minimum environmental performance
and compliance, worker safety, labour conditions, human rights and business ethics.
Annual Financial Report of 31st December 2022
36
Anti-bribery and corruption
The risks related to anti-bribery and corruption lies in the failure to conduct business/operations ethically and
comply with the laws and regulations in the jurisdictions in which ElvalHalcor and its subsidiaries operate. To
prevent and mitigate these risks, ElvalHalcor ensures that the Sustainability Policy is properly implemented and that
its employees are aware of ElvalHalcor's corporate values and related anti-corruption practices. The internal audit
function is responsible for monitoring and reporting timely and properly any related deviation or misconduct.
Simultaneously, subsidiaries separately organise training courses and communication actions in order to increase
awareness and encourage compliance.
NOTE:
The non-financial KPI's for 2022 which are presented in this report are compliant with the Sustainability Reporting Guidelines
of Global Reporting Initiative (GRI-Standards). These KPI's were chosen strictly on the basis of their relevance to the Company's
business (according to the materiality analysis conducted by the Company). Details on the performance in terms of sustainable
development, and the actions of the Company's responsible operation will be set forth in the 2022 Sustainability Report of
ElvalHalcor (May 2023). The Sustainable Development Report is an important tool as it reflects the way in which the Company
responds to major issues and to the expectations of all its stakeholders. All the ElvalHalcor's Sustainability Reports (according
to the GRI Guidelines) are available on the Company's website http://www.elvalhalcor.com/sustainability.
Annual Financial Report of 31st December 2022
37
A N N EX I
Allocation of turnover, Capex and Opex to the environmental objective of climate change mitigation
ElvalHalcor is particularly concerned by the objective of climate change mitigation. It was determined that activities
3.5 & 3.8 should be allocated to climate change mitigation, as this objective is more pertinent to ElvalHalcor activities,
and the Taxonomy does not allow double counting using other objectives.
Relevant judgement on the Taxonomy-eligibility of our activities:
Manufacture of facades, copper tubes for heating and cooling applications
Activity 3.5 - Manufacture of energy efficiency equipment for buildings
In the specific activity the description includes numerous NACE codes and additional insight within the Technical
Screening Criteria related to the activity was used for this definition.
More specifically:
The economic activity manufactures one or more of the following products and their key components:
a. windows with U-value lower or equal to 1,0 W/m2K;
b. doors with U-value lower or equal to 1,2 W/m2K;
c. external wall systems with U-value lower or equal to 0,5 W/m2K;
d. roofing systems with U-value lower or equal to 0,3 W/m2K;
e. insulating products with a lambda value lower or equal to 0,06 W/mK;
f. household appliances falling into the highest two populated classes of energy efficiency in accordance with
Regulation (EU) 2017/1369 of the European Parliament and of the Council95 and delegated acts adopted
under that Regulation;
g. light sources rated in the highest two populated classes of energy efficiency in accordance with Regulation
(EU) 2017/1369 and delegated acts adopted under that Regulation;
h. space heating and domestic hot water systems rated in the highest two populated classes of energy
efficiency in accordance with Regulation (EU) 2017/1369 and delegated acts adopted under that Regulation;
i. cooling and ventilation systems rated in the highest two populated classes of energy efficiency in accordance
with Regulation (EU) 2017/1369 and delegated acts adopted under that Regulation;
j. presence and daylight controls for lighting systems;
k. heat pumps compliant with the technical screening criteria set out in Section 4.16 of this Annex;
l. façade and roofing elements with a solar shading or solar control function, including those that support the
growing of vegetation;
m. energy-efficient building automation and control systems for residential and nonresidential buildings;
n. zoned thermostats and devices for the smart monitoring of the main electricity loads or heat loads for
buildings, and sensoring equipment;
o. products for heat metering and thermostatic controls for individual homes connected to district heating
systems, for individual flats connected to central heating systems serving a whole building, and for central
heating systems;
p. district heating exchangers and substations compliant with the district heating/cooling distribution activity
set out in Section 4.15 of this Annex;
q. products for smart monitoring and regulating of heating system, and sensoring equipment.
Annual Financial Report of 31st December 2022
38
Based on ElvalHalcor companies’ product lines, it was concluded that eligible turnover is associated with:
• Façade elements (l)
• space heating and domestic hot water systems key components (h)
• cooling and ventilation systems key components (i)
• heat pumps key components (k)
Aluminium Production
Activity 3.8 - Secondary aluminium production
The description of activity 3.8 in Annex I to the Climate Delegated Act does not contain a clear definition of the term
"secondary aluminium" and is thus open to interpretation.
The aluminium producing companies of ElvalHalcor manufacture aluminium slabs through a remelting process of the
casthouse, using as raw materials primary aluminium, as well as pre-consumer and post- consumer scrap. None of
our activities include primary aluminium production.
As stated above, the products of the aluminium casthouse, based on the description of the operating activity, are
considered intermediate and do not generate revenue.
Taxonomy-non-eligible economic activities
The activities that have not been identified as Taxonomy eligible, and which therefore comprise the Taxonomy non-
eligible %, are currently not included among the sectors and activities included in the EU Taxonomy; however, they
could be included in the activities envisaged in the additional four environmental objectives identified in the
Regulation that are currently being standardized.
Taxonomy-eligible Capex and Opex and individually Taxonomy eligible Capex and Opex
With regards to Capex and Opex related to our Taxonomy-eligible economic activities and Capex/Opex related to
purchases and measures that we consider as individually Taxonomy-eligible, explanations are provided in the
sections “Capex KPI” and “Opex KPI” in the description of our accounting policies.
KPIs and accounting policies
Reporting requirements include the eligibility percentage of the Turnover, CAPEX and OPEX for the companies that
are already included in the Sustainable Finance E.U. law. Article 10(1) of the Disclosures Delegated Act explicitly
requires that in the first year of implementation, non-financial undertakings should disclose "the proportion of
Taxonomy-eligible and Taxonomy non-eligible economic activities in their total turnover, capital and operating
expenditure".
Annual Financial Report of 31st December 2022
39
Turnover KPI
Definition
The proportion of Taxonomy-eligible economic activities has been calculated as the part of turnover derived from
the economic activities presented below (numerator):
• 3.5 Manufacture of energy efficiency equipment for buildings
For further details on our turnover accounting policy please refer to page 97 of our Annual Report 2022.
Reconciliation
Turnover of ElvalHalcor can be reconciled to our consolidated financial statements, in “Operating segments”
section, on page 108 of our Annual Report 2022.
Capex KPI
Definition
The Capex KPI is defined as Taxonomy-eligible Capex (numerator) divided by ElvalHalcor total Capex (denominator).
The numerator consists of Taxonomy-eligible Capex related to assets or processes that are associated with the
economic activities presented below (numerator):
• 3.5 Manufacture of energy efficiency equipment for buildings
• 3.8 Manufacture of Aluminium
We consider that assets and processes are associated with Taxonomy eligible economic activities when they are
essential components necessary to execute an economic activity. Consequently, all Capex invested into machinery
or equipment for the above-mentioned activities have been included in the numerator of the Capex KPI.
In particular, secondary aluminium Capex includes Capex related to the production of aluminium from secondary
raw materials (including scrap and metal-bearing materials) and the remelting and alloying processes.
The denominator consists of ElvalHalcor companies additions to tangible and intangible fixed assets during financial
year 2022, before depreciation, amortisation and any re-measurements, including those resulting from revaluations
and impairments. It includes acquisitions of tangible fixed assets (IAS 16), intangible fixed assets (IAS 38) and
investment properties (IAS 40). Additions resulting from business combinations are also included. Goodwill is not
included in Capex, as it is not defined as an intangible asset in accordance with IAS 38. For further details on
our accounting policies regarding Capex please refer to page 100 of our Annual Report 2022.
Reconciliation
Capex of ElvalHalcor can be reconciled to our consolidated financial statements, in “Operating segments”
section, on page 109 of our Annual Report 2022.
Annual Financial Report of 31st December 2022
40
Opex KPI
Definition
The Opex KPI is defined as Taxonomy-eligible Opex (numerator) divided by total ElvalHalcor total Opex
(denominator).
The numerator consists of Taxonomy-eligible Opex related to assets or processes that are associated with the
economic activities presented below (numerator):
• 3.5 Manufacture of energy efficiency equipment for buildings
• 3.8 Manufacture of Aluminium
Total Opex (denominator) consists of direct non-capitalized costs that relate to research and development, building
renovation measures, short-term lease, maintenance and repair, and any other direct expenditures relating to the
day-to-day servicing of assets of property, plant and equipment. This includes:
• Research and development expenditure recognized as an expense during the reporting period. Τhis
includes all noncapitalized expenditure that is directly attributable to research or development
activities.
• The volume of non-capitalized leases was determined in accordance with IFRS 16 and includes
expenses for short-term leases and low-value leases.
• Maintenance and repair and other direct expenditures relating to the day-to-day servicing of assets of
property, plant and equipment were determined based on the maintenance and repair costs
allocated to our internal cost centers. The related cost items constitute a portion of total operating
expenses in the income statement. This also includes building renovation measures. In general, this
includes staff costs, costs for services, and material costs for daily servicing as well as for regular and
unplanned maintenance and repair measures. These costs are directly allocated to our PP&E including
an appropriate allocation of overhead costs. This does not include expenditures relating to the day-
to-day operation of PP&E such as raw materials, cost of employees operating the machine, electricity
or fluids that are necessary to operate PP&E. Direct costs for training and other human resources
adaptation needs are excluded from the denominator and the numerator. This is because Annex I to
Art. 8 Delegated Act lists these costs only for the numerator which does not allow a mathematically
meaningful calculation of the Opex KPI.
Taxonomy alignment KPIs
Based on the Company’s evaluation of the TSC relevant to the eligible activities of the Climate change mitigation
annex, it was concluded that:
• 3.5 Manufacture of energy efficiency equipment for buildings
Has a 0% alignment rate for the year of 2022.
Annual Financial Report of 31st December 2022
41
ELVALHALCOR
ENVIRONMENTALLY
SUSTAINABLE - ELIGIBLE
ACTIVITIES
SEGMENT
ABSOLUTE
TURNOVER
ABSOLUTE CAPEX
ABSOLUTE OPEX
%
%
%
3.5
Manufacture of energy
efficiency equipment for
buildings
Copper
173.238
4,66%
1.837
1,0%
5.175
10,70%
3.5
Manufacture of energy
efficiency equipment for
buildings
Aluminium
26.511
0,71%
558
0,3%
641
1,33%
3.8
Manufacture of aluminium
Aluminium
17.106
8,9%
11.649
24,10%
Turnover of taxonomy
eligible activities (A)
199.750
5,38%
19.502
10,1%
17.465
36,13%
Turnover of taxonomy non-
eligible activities (B)
3.515.004
94,62%
173.416
89,9%
30.880
63,87%
Total Consolidated (A+B)
3.714.015
100,00%
192.620
100,0%
48.345
100,00%
Check
3.714.015
192.620
48.345
Annual Financial Report of 31st December 2022
42
BOARD OF DIRECTORS EXPLANATORY REPORT
(Article 4(7) and (8) of Law 3556/2007)
1. Structure of share capital
The Company’s share capital following the 22.11.2017 decision of the General Meetings and the 131569/30-11-
2017 decision of the Ministry of Economy and Development, amounts to Euro 146,344,218.54 divided in
375,241,586 common, dematerialized, bearer shares with nominal value of Euro 0.39 each. All the shares are listed
in the Athens Stock Exchange, included in the “Basic Resources” sector and the “Metal Fabricating” Subsector.
Pursuant to the decisions of the General Meetings of 30.09.2019 and the 106722/21.10.2019 decision of the
Ministry of Development and Investments (ΑΔΑ: 97ΔΔ465ΧΙ8-9Υ0), the Company’s shares converted to
dematerialized, registered with voting rights, in compliance with articles 40 and 184 of the L.4548/2018, as in force.
According to the Company’s Articles of Associations, the rights and obligations of shareholders are as follows:
• Right to obtain a dividend from the Company's annual profits. The dividend to which each share is entitled shall
be paid to the shareholder within two (2) months from the date of approval by the General Meeting of the
financial statements. The right to collect a divided shall be deleted after the elapse of five (5) years from the end
of the year in which the General Meeting approved distribution.
• Pre-emptive right in any share capital increase, which is not carried out by contribution in kind and in any case
of issuance of bonds convertible into shares.
• Right to participate and vote in the General Meeting of Shareholders.
• Subject to the provisions on the community, pledge and usufruct, securities are only issued and transferred
accompanied by the total of the rights they include and any separate disposal of rights is prohibited.
Exceptionally, the profit sharing, interest or capital payments, as well as other independent rights generated by
securities, are freely transferred, upon condition that the relevant securities terms of issuance do not provide
for otherwise.
• Shareholder liability is limited to the nominal value of each share they hold.
2. Restrictions on the transfer of shares of the Company
The transfer of the shares of the Company is made as provided by Law and there exist no restrictions in the transfer
pursuant to its Articles of Association.
3. Major direct or indirect holdings within the meaning of Articles 9 to 11 of Law 3556/2007
The major holdings (over 5%) known on 31 December 2021 were as follows:
• VIOHALCO SA/NV: 84,78% of voting rights.
4. Shares granting special rights of control.
There are no shares in the Company granting to their holders special rights of control.
5. Restrictions on voting rights
The Company’s Articles of Association contain no restrictions on voting rights deriving from its shares.
6. Agreements between Company’s shareholders
The Company is not aware of the existence of agreements between its shareholders which entail restrictions on
the transfer of its shares or the exercise of voting rights deriving from its shares.
Annual Financial Report of 31st December 2022
43
7. Rules on the appointment and replacement of Board members and amendment of the Articles of
Association
The rules contained in the Company’s Articles of Association on appointment and replacement of members of the
Board of Directors and amendment of the provisions of the latter are not different from those contained in L.
4548/2018.
8. Powers of the Board of Directors to issue new shares or purchase own shares
• Article 6 § 1 of the Company’s Articles of Association states that for the capital increase of the Company’s
capital the General Shareholders Meeting is required with an increased quorum and majority of the shareholders,
according to the provisions of article 27 § 1 and 2 of the Company’s Articles of Association (regular increase), unless
the increase takes place according to article 24 of the L.4548/2018 as in force, under the provisions of paragraph 2
of article 6 of the Company’s Articles of Association. In any case of increase the decision of the competent body is
subject to publicity.
• According to paragraph 2 of Article 6 of the Company’s Articles of Association: a) for a period of no longer
that five years of the incorporation of the Company, the Board of Directors has the right, with its decision, taken by
a 2/3 majority quorum to increase the share capital in part or in total with the issuance of new shares, for an amount
that may not exceed three-times the initial capital. b) The aforementioned power can be granted to the Board of
Directors with decision of the Shareholders’ General Meeting, for time period no longer than five years. In this case,
the capital can be increased by an amount no greater than three times the amount of the capital, which exists at
the date when the power to capital increase was granted to the Board of Directors. c) The said power of the Board
of Directors can be renewed with decision of the Shareholders’ General Meeting for a period no longer than five
years for every renewal granted. Each renewal applies from the expiry of the term of the previous. The decisions of
the General Meeting for the grant or renewal of the capital increase power to the Board of Directors are subject to
publicity. d) For a time period not exceeding five years from the incorporation of the company, the General Meeting
may, by its decision, adopted by simple quorum and majority, increase the capital, wholly or partially, by the issue
of new shares, in total up to eight-times the initial capital.
• The Board of Directors may acquire own shares in implementation of a decision of the General Meeting taken
under Article 49 of L. 4548/2018, as in force.
9. Major agreements which take effect have been amended or expire in the case of change in control
The bank loans of both the Company and ELVALHALCOR Group, taken out fully by Banks and set out in Note 22 of
the Annual Financial Report include clauses of change in control granting lenders the right to early terminate them.
Furthermore, the Company (pursuant to the decision of its Board of Directors of 05.11.2021, by authorization and
in execution of the resolution of the extraordinary General Meeting of its shareholders of 05.11.2021) has issues
an ordinary bond loan of a total principal amount of €250.000.000, divided into 250.000 dematerialised, ordinary
bonds of nominal value of €1.000 each, listed for negotiation in the category of Fixed Income Titles of the Regulated
Market of the Athens Exchange, offered by a public offer and the negotiation of which started on 17.11.2021 (“Bond
Loan”). According to the Program (clause 9.4) of the Bond Loan, in case of, among others, occurrence of Notification
of Change of Control (as defined in the said Program, i.e. notification of the Company to the investor community,
on the basis of the provisions of Law 3556/2007, in relation with (a) failure to keep the direct or indirect
participation of Viohalco in the Company by a percentage higher than fifty percent (50%) of the shares and voting
rights, or (b) loss by Viohalco of the control of the Company), each Bondholder shall have, under the other relevant
terms and conditions provided in the above Program of the Bond Loan, the right to demand from the Company the
early repayment of all or part of the Bonds held by them (Put Option).
Annual Financial Report of 31st December 2022
44
There are no other significant agreements which take effect, have been amended or expire in the case of change in
control of the Company.
10. Agreements with Board of Directors members or Company’s staff
There are no agreements between the Company and members of the Board of Directors or staff which provide for
the payment of remuneration specifically in the case of resignation or dismissal without just cause or termination
of service or employment.
Annual Financial Report of 31st December 2022
45
CORPORATE GOVERNANCE STATEMENT
1. Rules of Operation – Corporate Governance Code
The Company has updated Rules of Operation, according to article 14 of Law 4706/2020, as in force. The said Rules
of Operation include, in particular, the organizational structure of the Company, its Units and Committees, their
object, the policies and procedures applied by the Company, the characteristics of the Company's Internal Control
System etc., while a summary of the Regulation of Operation has been published on the Company’s website
https://www.elvalhalcor.com/investor-relations/corporate-governance/rules-of-operation, in accordance with the
provisions of article 14 par. 2 point b) of Law 4706/2020.
Also, the Company, pursuant to the decision of its Board of Directors of 12.07.2021, has adopted and implements
the Hellenic Corporate Governance Code issued in June 2021 by the Hellenic Corporate Governance Council (HGCC),
as recognized by the Board of Directors of the Committee Capital Market during its 916
th
/7.6.2021 meeting (see
press release of the Capital Market Commission of 07.06.2021), as a National Authority of Recognized Validity for
the issuance of a Corporate Governance Code, according to the provisions of law 4706/20120 and nr.
2/905/3.3.2021 Decision of the Board of Directors of the Hellenic Capital Market Commission (hereinafter the
“Code”), which is available on the internet at the following link:
https://www.esed.org.gr/documents/20121/62611/Hellenic+Corporate+Governance+Code+2021.pdf/f1a35fbf-
1126-ca0e-160c-dbdc55c7198a?t=1626350753153.
The Company complies with the Code, with deviations (according to the relevant decisions of its Board of Directors
of the Company of 12.07.2021, 15.03.2022 and 17.02.2023) from certain paragraphs thereof, which, according to
the Code, relate to “Special Practices” governed by the “comply or explain” principle. According to the decision of
the Board of Directors dated 07.03.2022, these deviations are justified (article 152 par. 1 per. B) Law 4548/2018
and Part E of the Code) and are explained as follows:
− Special Practices of par. 1.14, 2.3.4, 3.1.5, 3.3.4, 3.3.8 and 3.3.12 of the Code: These Special Practices refer to
the Managing Director. The Articles of Association (article 13 par. 1) of the Company, as in force, provide for the
possibility of electing one or more Managing Directors by the Board of Directors of the Company was provided,
defining at the same time their responsibilities. The current Board of Directors of the Company elected by the
Ordinary General Meeting of Shareholders of the Company of 24.05.2022, has not appointed a Managing Director
(whose appointment is not mandatory under law), and has assigned specific powers of management and
representation of the Company to one or more persons, members of the Board of Directors (authorized Directors)
or not, reserving otherwise to the Board of Directors itself the management and representation of the Company
collectively. Therefore, the corresponding deviations from the above Special Practices (pursuant to the decision of
its Board of Directors of 12.07.2021) exist, as long as the Board of Directors has not elected a Managing Director.
According to the current, updated with Law 4706/2020, Rules of Operation of the Company, in the absence of a
Managing Director, the responsibilities provided for by the Managing Director according to Law 4706/2020 (e.g. a
person, to whom administratively reports the Head of the Internal Audit Unit) are exercised by the Vice President
of the Board of Directors of the Company who is an executive member. It is therefore considered that there is no
risk from this deviation.
− Special Practice of par. 2.2.15 of the Code (diversity criteria for senior executives): This deviation was originally
foreseen by virtue of the decision of the Board of Directors of the Company of 12.07.2021. Following the decision
of its Board of Directors dated 15.03.2022 and in accordance with what is set forth in the Corporate Governance
Statement included in the Management Report of the Board of Directors which forms part of the Company’s Annual
Financial Report of 31.12.2021, the Company, by virtue of the decision of its Board of Directors of 07.02.2023,
Annual Financial Report of 31st December 2022
46
following the relevant recommendation of the Company’s Remuneration and Nomination Committee of
03.02.2023, has adopted a diversity policy for the members of the Board of Directors and the top and senior
executives of the Company. The diversity policy aims to promote an appropriate level of diversity and a diverse
group of members in the Board of Directors and in the Company’s senior and top management. The Company
undertakes that absolutely no exclusion or discrimination based on sex, race, colour, ethnic or social origin or
descent, religion, political beliefs, property, birth, disability, age, sexual orientation, genetic characteristics or family
status, both in the Board of Directors and its Committees, as well as in the other executives of the Company, will
take place or be tolerated. The above apply both to the selection of the above persons, and to their further
development, as the case may be, which should be carried out, not with the above criteria, but mainly based on
value, skills, ethics and experience of the persons in question. Equal treatment and the provision of equal
opportunities between the sexes are promoted and encouraged in the Board of Directors and among the senior
and top executives of the Company, during their selection, advancement and training. Sufficient representation by
gender on the Board of Directors is sought, and to this end the selection criteria for the members of the Board of
Directors (in accordance with the suitability policy of the Company of article 3 of Law 4706/2020 – “Suitability
Policy”) include at least sufficient representation by gender at a rate not less than twenty-five percent (25%) of all
the members of the Board of Directors. In the case of a fraction, this percentage is rounded to the immediately
preceding (smaller) integral number. Similarly, although the main object of the Company’s business activity is in the
heavy industry sector, the Company seeks adequate representation by gender in its top and senior management
positions and the widest participation of young people in work, as far as possible, in accordance with the
requirements and the potential of each sector of its activity. The Company’s diversity policy is included in the
framework of the Company’s approved Suitability Policy in order to ensure that it has been taken into account when
appointing new members of the Board of Directors, as well as senior and top executives of the Company. By
adopting the diversity policy as stated above, the Company complies with the said Special Practice and there is no
deviation from it.
− Regarding the Special Practice of par. 2.2.21 - 2.2.23 of the Code (on the election of the Chairman of the Board
of Directors from among the independent non-executive members, otherwise the appointment of one of the
independent non-executive members, either as vice chairman (Senior Independent Director), in case the President
is elected by the non-executive members): This deviation was originally foreseen by virtue of the decision of the
Board of Directors of the Company of 12.07.2021. Following the decision of its Board of Directors dated 15.03.2022
and in accordance with what is set forth in the Corporate Governance Statement included in the Management
Report of the Board of Directors which forms part of the Company’s Annual Financial Report of 31.12.2021, the
Board of Directors of the Company, pursuant to its decision on its formation into body dated 24.05.2022 (following
its election by the Ordinary General Meeting of the shareholders of the Company of 24.05.2022) and 18.08.2022
and 20.01.2023 (following the election of a new member of the Board of Directors in replacement of a deceased
member, respectively), taking into account the long professional audit experience of the independent non-
executive member of the Board of Directors of the Company, Mr. Vassilios Loumiotis of Ioannis, his high scientific
foundation and his teaching experience in the field of auditing and accounting and his managerial skills from his
participation, as a member, in boards of directors of companies and from his tenure so far, as a member and
Chairman, in committees of listed companies, including the Company, has decided unanimously and appointed him
as a Senior Independent Director, within the meaning of the aforementioned Special Practice with the following
competencies provided in the above-mentioned provisions of the Code: to support the Chair of the Board of
Directors, to act as a liaison between the Chair and the members of the Board of Directors, to coordinate the
independent non-executive members and lead the evaluation of the Chair. With the appointment of the said Senior
Annual Financial Report of 31st December 2022
47
Independent Director as stated above, the Company fully complies with the above Special Practice and there is no
longer any deviation from it.
− Regarding the Special Practice of par. 2.3.1 - 2.3.3 of the Code (regarding a framework for filling positions and
succession of the members of the Board of Directors): This deviation was originally foreseen by virtue of the
decision of the Board of Directors of the Company of 12.07.2021. Following the decision of its Board of Directors
dated 15.03.2022 and in accordance with what is set forth in the Corporate Governance Statement included in the
Management Report of the Board of Directors which forms part of the Company’s Annual Financial Report of
31.12.2021, the Company, by virtue of the decision of its Board of Directors dated 17.02.2023, following the
relevant recommendation of the Company’s Remuneration and Nomination Committee dated 02.03.2023, adopted
a framework / procedure for filling positions and the succession of the members of its Board of Directors, with the
aim of timely identification of the needs to fill the positions of members of the Board of Directors of the Company
or to replace them and to ensure at all times the smooth continuity of the administration and the decision-making
process, the succession of the members of the Board of Directors, as well as the achievement of the purpose of the
Company, in order to achieve the required changes in the composition or skills and to maximize the effectiveness
and collective suitability of the Board of Directors. Therefore, the Company fully complies with the above Special
Practice and there is no longer any deviation from it.
− Regarding the Special Practice of par. 2.4.7 of the Code (regarding the fact that the member of the
remuneration committee who will be appointed as its Chairman, must have served in the committee as a member
for at least one year): This deviation was originally foreseen by virtue of the decision of the Board of Directors of
the Company of 12.07.2021, given that according to the decision of its Board of Directors dated 15.03.2022 and as
stated in the Corporate Governance Statement included in the Management Report of the Board of Directors which
forms part of the Company’s Annual Financial Report of 31.12.2021, the Chairman of the (appointed by the Board
of Directors of the Company on 26.05.2021 and formed in a body on 28.05.2021, after the election of the existing
Board of Directors of the Company by the Ordinary General Meeting of its shareholders on 24.05.2021)
Remuneration and Nomination Committee of the Company, Mr. Ploutarchos Sakellaris, was an independent non-
executive member of the Board of Directors, elected for the first time as a member of the Board of Directors of the
Company. Therefore, he had not served in the Remuneration and Nomination Committee of the Company as a
member for at least one year before his appointment as Chairman. The same applied to all existing independent
non-executive members of the Board of Directors, none of whom had served in the Remuneration and Nomination
Committee of the Company as a member thereof for at least one year. Therefore, based on the then existing
composition of the Board of Directors, it was not possible to comply with the above Special Practice. Subsequently,
the same independent non-executive member of the Company’s Board of Directors, Mr. Ploutarchos Sakellaris, at
the time of his re-election as its President of the (appointed by the Company’s Board of Directors on 24.05.2022
after the election of the existing Board of Directors of the Company from the Ordinary General Meeting of its
shareholders on 24.05.2022) Remuneration and Nomination Committee of the Company, at the time of its
formation into body on 24.05.2022, had completed at least one year of service as a member (and especially as
Chairman) of the Remuneration and Nomination Committee, before his re-election as its President. Therefore, the
Company fully complies with the above Special Practice and there is no longer any deviation from it.
− Regarding the Special Practice of par. 3.3.3, 3.3.4, 3.3.5 and 3.3.8 of the Code (regarding the annual evaluation
of the Board of Directors), it is noted that the planned evaluation of the Board of Directors on an annual basis mainly
concerns Boards of Directors with a term of office longer than one year. In the case of the Company, the relevant
discrepancy does not exist in principle, but may occur, for practical reasons, due to the fact that the term of the
Board of Directors of the Company, according to article 11 par. 1 of its articles of association, is annual (extended
automatically until the expiration of the deadline within which the next Ordinary General Meeting must convene
Annual Financial Report of 31st December 2022
48
and until the relevant decision is taken, not exceeding two years). Therefore, with the lapse of one year from the
election of the Board of Directors of the Company, when it is foreseen that its evaluation take place according to
the above Special Practice, as a rule, its term expires, and in any case if a new Board of Directors is elected. In this
case, that assessment becomes, in principle, devoid of purpose. It is estimated that in this case there is no risk of
this deviation, as a new Board of Directors will be elected, following the evaluation process of the candidates to be
elected members from the beginning, in accordance with the Company Suitability Policy. If in any way the term of
the Board of Directors of the Company is extended beyond one year, the Company will arrange for the annual
evaluation of the Board of Directors, in accordance with the above Special Practice. In the present case, from the
election of the existing Board of Directors by the Ordinary General Meeting of its shareholders on 24.05.2022 until
the date of the present, less than one year has lapsed. Therefore, upon the completion of one year from the election
of the current Board of Directors and depending on whether his term of office will expire or be extended as
mentioned above, the Company will consider whether it is appropriate for such an evaluation to take place.
− Regarding the Special Practice of par. 8.4, 8.5 of the Code (regarding the use of a communication platform to
ensure a constructive dialogue between the Company and its shareholders): This deviation was originally foreseen
by virtue of the decision of the Board of Directors of the Company of 12.07.2021. The Company, under the
responsibility of the Shareholder Service Unit and Corporate Announcements, uses basically the corporate website
to provide shareholders with adequate and equal access to information and generally to communicate with them
on a regular basis. The Company is constantly searching for the best possible technical solution to upgrade the
environment of its website, possibly by enriching it with a communication platform, with the aim of strengthening
the constructive dialogue between the Company and its shareholders. It is estimated that this deviation is of minor
importance and there is no risk from it.
The Company will examine periodically on whether the above deviations continue to serve the corporate interest
and will proceed to the necessary adjustments.
2. Main features of the Internal Audit System in relation to the Process of Preparation of Financial Statements
and financial reports
2.1 Description of the main features and components of the Internal Audit System (internal audit, risk
management, regulatory compliance)
The Company has an adequate and effective Internal Audit System, which consists of all the internal control
mechanisms and procedures, including risk management, internal control and regulatory compliance, and covers on
a continuous basis every activity of the Company and contributes to the safe and effective its operation. The
Company's Internal Audit System aims at the following objectives, in particular:
a) Consistent implementation of the business strategy, with the effective use of available resources.
b) The efficient operation of the Internal Audit Unit, whose organization, operation and responsibilities are defined
in the law and its Rules of Operation.
c) In the effective risk management, through the recognition and management of the essential risks related to the
business activity and operation of the Company.
d) Ensuring the completeness and reliability of the data and information required for the accurate and timely
determination of the financial situation of the Company and the preparation of reliable financial statements, as well
as its non-financial statement, in accordance with article 151 of Law 4548 / 2018.
e) The effective compliance of the Company with the regulatory and legislative framework, as well as the internal
regulations governing the operation of the Company (regulatory compliance).
Annual Financial Report of 31st December 2022
49
The Board of Directors ensures that the functions that make up the Internal Audit System are independent of the
business sectors they control, and that they have the appropriate financial and human resources, as well as the
powers to operate them effectively, as required by their role. The reporting lines and the division of responsibilities
are clear, enforceable and duly documented.
The Internal Audit Unit of the Company controls the correct implementation of each process and internal control
system regardless of their accounting or non-accounting content and evaluates the company through a review of its
activities, acting as a service to the Management. Its main mission is to monitor and improve the operations and
policies of the Company and its subsidiaries (hereinafter the "Group") and to provide advisory support by submitting
relevant proposals to the Board of Directors regarding the Internal Audit System. The Internal Audit Unit also aims to
provide reasonable confirmation to shareholders to achieve the goals and objectives of the Group. The Head of the
Internal Audit Unit meets all the formal and substantive selection criteria provided by law.
The Internal Audit System aims, among other things, at ensuring the completeness and reliability of the data and
information required for the accurate and timely determination of the Company's financial situation and the
production of reliable financial statements.
Regarding the preparation of financial statements, the Company reports that the financial reporting system of the
Issuer uses an accounting system that is adequate for reporting to Management and external users. The financial
statements and other analyses reported to Management on a quarterly basis are prepared on an individual and
consolidated basis in compliance with the International Financial Reporting Standards, as adopted by the European
Union for reporting purposes to Management, as well as for publication purposes in line with the applicable
regulations and on a quarterly basis. Both administrative information and financial reports to be published include
all the necessary details about an updated internal control system including analyses of revenue, cost/expenses and
operating profits as well as other data and indexes. All reports towards the Management include the data of the
current period compared to the respective data of the budget, as the latter has been approved by the Board of
Directors, along with the data of the respective period of the previous year.
All published interim and annual financial statements include all necessary information and disclosures about the
financial statements, in compliance with the International Financial Reporting Standards, as adopted by the European
Union, are reviewed by the Audit Committee and respectively approved in their entirety by the Board of Directors.
Audit controls are implemented with respect to: a) risk identification and evaluation as for the reliability of financial
statements; b) administrative planning and monitoring of financial figures; c) fraud prevention and disclosure; d)
roles and responsibilities of executives; e) year-end closing procedure including consolidation (e.g. recorded
procedures, access, approvals, agreements, etc.) and f) safeguarding the data provided by information systems.
The preparation of the internal reports towards the Management and the reports required under L. 4548/2018 and
by the supervisory authorities is conducted by the Financial Services Division, which is staffed with adequate and
experienced executives for this purpose. Management takes steps to ensure that these executives are adequately
updated about any changes in accounting and tax issues concerning both the Company and the Group.
The Company has established separate procedures regarding the collection of the necessary data from its
subsidiaries, and ensures the reconciliation of individual transactions and the implementation of the same accounting
principles by the companies of the Group.
The Risk Management Unit of the Company aims, through appropriate and effective policies, procedures and tools,
to assist the Board of Directors in identifying, evaluating and managing the substantial risks associated with the
business and operation of the Company and the Group, with adequate and effectiveness.
Annual Financial Report of 31st December 2022
50
The Company’s Regulatory Compliance Unit aims to assist the Board of Directors in the full and continuous
compliance of the Company with the current legal and regulatory framework and the internal Regulations and
Policies that govern its operation, providing at all times a complete picture of the degree of achievement of this
purpose.
2.2 Evaluation of corporate strategy, main business risks and Internal Audit System
The Company’s Board of Directors states that it has examined the main business risks that the Group faces as well
as the Internal Audit System. On an annual basis, the Board of Directors reviews the corporate strategy, main
business risks and Internal Control System, on the basis of a relevant proposal by the Audit Committee.
According to article 14 par. 3 case j of Law 4706/2020 and nr. 1/891/ 30.9.2020 decision of the Board of Directors
of the Hellenic Capital Market Commission, as amended by nr. 2/917/17.6.2021 decision of the Board of Directors
of the Hellenic Capital Market Commission and in force, a periodic evaluation of the Internal Audit System of the
Company took place, in particular as to the adequacy and effectiveness of the financial information, on an individual
and consolidated basis, in terms of risk management and regulatory compliance, in accordance with recognized
standards of evaluation and internal control, as well as the implementation of the provisions on corporate
governance of Law 4706/2020. This evaluation was carried out by an independent evaluator who meets the
provisions of the above provision of Law 4706/2020 and the above decision of the Board of Directors of the Hellenic
Capital Market Commission, in accordance with the relevant policy / procedure for the periodic evaluation the
Company’s Internal Control System and in specific the auditing company PRICEWATERHOUSECOOPERS Auditing
Company SA which was appointed pursuant to the decision of the Board of Directors of the Company of 23.05.2022
(which also determined the significant subsidiaries included in the scope of the evaluation, i.e. SYMETAL
ALUMINIUM FOIL INDUSTRY SINGLE MEMBER S.A., trade name “SYMETAL S.A.”, G.C.R. nr. 008524301000, and
SOFIA MED AD, established under the laws of Bulgaria with commercial register nr. 130144438), following the
relevant proposal of the Audit Committee of the Company to the Board of Directors of 19.05.2022. According to
the “Internal Audit System Sufficiency and Effectiveness Assessment Report” dated 24.02.2023 of the
aforementioned auditing company which was notified to the Company after the completion of the evaluation of
the Company’s Internal Audit System, based on the evaluation work carried out, as well as the evidence obtained,
regarding the assessment of the adequacy and effectiveness of the Internal Audit System of the Company and its
significant subsidiaries, with a reference date of December 31, 2022, nothing that could be considered a material
weakness of the Internal Audit System of the Company and its significant subsidiaries has come to the attention of
the aforementioned auditing company, in accordance with the Regulatory Framework (article 14 par. 3 par. j' and
par. 4 of Law 4706/2020, Decision of the Board of Directors of the Capital Market Commission nr. 1/891/30.9.2020,
as amended by the decision of the Board of Directors of the Capital Market Commission nr. 2/917/17.6.2021 and
in force).
Therefore, due to the absence of material findings, the provisions ii c of the Decision of the Board of Directors of
the Capital Market Commission nr. 1/891/30.9.2020, as amended by the decision of the Board of Directors of the
Capital Market Commission nr. 2/917/17.6.2021 and in force, and of par. Α of the letter of the LISTED COMPANIES
DIVISION, Listed Companies Supervision Department of the Capital Market Commission with protocol number
425/21.02.2022 with title: “Highlights, clarifications and recommendations regarding the actions of listed
companies in view of the publication of the Annual Financial Reports and the implementation of Law 4706/2020
"Corporate governance of joint-stock companies, modern capital market, incorporation into Greek legislation of
Directive (EU) 2017/828 of European Parliament and of the Council, measures to implement Regulation (EU)
2017/1131 and other provisions", in order to comply with the provisions thereof” which provide that the corporate
governance statement must include a response by the Company’s Management to the significant findings, including
Annual Financial Report of 31st December 2022
51
a brief reference to the action plans to deal with them and the relevant timetables, as well as a brief reference to
the actions taken by the Company during the reporting year to deal with the findings in question, based on the
aforementioned action plan, do not apply.
2.3 Provision of non-audit services to the Company by its statutory auditors and evaluation of the effect that
this fact may have on the objectivity and effectiveness of mandatory audit, taking also into consideration
the provisions of Law 4449/2017
The statutory auditors of the Company for the financial year 2022, “PriceWaterHouseCoopers Auditing Company
SA” (AM SOEL 113) (268 Kifisias Av. PC:15232, Chalandri, tel: 2106874400) have been elected by the Ordinary
General Meeting of the Company’s Shareholders on 24.05.2022.
Regarding financial year 2022, the fees of the above auditors in respect of audit of the financial statements of the
Company amounted to 238.075 Euros plus VAT (2021: Euros 213.000), for tax audit to 47.040 Euros plus VAT (2021:
44.800 Euros) and fees for other services to 71.280 Euros plus VAT (2021: 15.500 Euros). At a Group level they
amounted to 377.050 Euros (2021: 342.400 Euros), for tax audit 71.715 Euros (2021: 68.300 Euros) and fees for
other services to 84.585 Euros (2021: 27.000 Euros).
2.4 Head of Internal Audit Unit
The Company has appointed Mr. Epameinondas Batalas as Head of the Internal Audit Unit of the Company. Mr.
Batalas holds a bachelor’s degree in Economics and a postgraduate degree in Applied Economics and Finance from
Athens University of Economics and Business (AUEB). Moreover, holds the Diploma in IFRS from the Association of
Chartered Certified Accountants (ACCA).
2.5 Head of Risk Management Unit
The Company has appointed Mr. Konstantinos Mougios as Head of the Risk Management Unit of the Company. Mr.
Konstantinos Mougios holds a bachelor’s degree in economics and a master’s degree in risk management and has
experience in risk management in the sector of financial and audit services.
2.6 Head of Regulatory Compliance Unit
The Company has appointed Mrs. Sevasti Amanatidou as Head of the Regulatory Compliance Unit of the Company.
Mrs. Sevasti Amanatidou is an Attorney at Law, LLD, and has experience in regulatory compliance of enterprises.
3. Public Takeover Offers – Information
− There are no binding takeover bids and/or rules of mandatory assignment and mandatory takeover of the
Company's shares or any statutory provision on takeover.
− There are no third-party public offers to take over the Company’s share capital during the last and current year.
− In case the Company takes part in such a procedure, this will take place in accordance to applicable laws
(European and Greek legislation).
4. General Meeting of the Shareholders and rights of shareholders
The General Meeting of the shareholders of the Company is, according to the Law, the supreme body of the
Company and is entitled to resolve on any affair that involves the Company. It is convened and operates in
compliance with the provisions of the Articles of Association and the relevant provisions of Law 4548/2018, as
amended and in force today. The Company makes the necessary publications and generally takes all steps required
Annual Financial Report of 31st December 2022
52
for the timely and thorough information of shareholders in regard to the exercise of their rights. The latter is
ensured by publishing the invitations to General Meetings and uploading them on the Company’s website, the text
of which contains a detailed description of shareholders rights and how these can be exercised.
5. Composition and operation of the Board of Directors, the Supervisory Bodies and the Committees of the
Company
5.1 Board of Directors
5.1.1 Roles and responsibilities of the Board of Directors
The Company’s Board of Directors manages the Company and is responsible for the long-term strategy and
operational goals of the Company and generally for the control and decision-making within the framework of the
provisions of Law 4548/2018 and the Articles of Association, and for compliance with corporate governance
principles.
The Board of Directors convenes at the necessary intervals so as to perform its duties effectively.
More specifically and indicatively, the Board of Directors has the following responsibilities:
▪ Defines the long-term strategy and operational goals of the Company.
▪ Has the responsibility of controlling and making decisions within the framework of the provisions of the current
legislation and the Articles of Association, as well as the observance of the principles of corporate governance.
▪ Defines the corporate governance system of articles 1 to 24 of law 4706/2020, supervises its implementation
and monitors and evaluates periodically, every three (3) financial years, its implementation and effectiveness.
▪ Ensures the adequate and efficient operation of the Company's Internal Control System, which aims at the
following objectives, in particular:
(a) the consistent implementation of the operational strategy, making effective use of the resources available;
(b) the identification and management of substantial risks associated with its business and operation;
(c) the efficient operation of the Internal Audit Unit,
(d) to ensure the completeness and reliability of the data and information required for the accurate and timely
determination of the financial situation of the Company and the preparation of reliable financial
statements, as well as the non-financial situation of the Company, according to article 151 of law 4548 /
2018,
(e) the compliance with the regulatory and legislative framework, as well as the internal regulations governing
the operation of the Company.
5.1.2 Composition – Term of Office of the Board of Directors
The existing Board of Directors of the Company was elected by the Ordinary General Meeting of the Company held
on 24.5.2022, with an annual term (according to article 11 par. 1 of its articles of association) until 24.5.2023, which
is extended, according to article 85, par. 1, par. c of Law 4548/2018, as in force, and article 11 par. 2 of the
Company’s Articles of Association, until the expiration of the deadline, within which the next Ordinary General
Meeting must be convened in 2023 and until the receipt of the relevant decision, not exceeding two years. The
above elected Board of Directors was formed in a body during its meeting on 24.05.2022, when the representation
of the Company was determined.
Subsequently, following the death, on 11.08.2022, of the non-executive member of the Company’s Board of
Directors, Nikolaos Koudounis of Konstantinos, the Company’s Board of Directors, during its meeting on 18.08.2022,
unanimously decided to continue the management and representation of the Company by the remaining fourteen
Annual Financial Report of 31st December 2022
53
(14) existing members of the Board of Directors, without the election of a new member to replace the
aforementioned deceased member of the Board of Directors.
Afterwards, following the death, on 13.01.2023, of the executive member of the Company’s Board of Directors,
Lambros Varouchas of Dimitrios, the Company’s Board of Directors, during its meeting on 20.01.2023, unanimously
decided to elect Mr. Nikolaos Karabateas of Efstratios, as an executive member of the Company’s Board of
Directors, in replacement of the aforementioned deceased executive member of the Company’s Board of Directors
and for the remainder of his (annual, in accordance with article 11 par. 1 of the Company’s Articles of Association)
term of office, i.e. until 24.05.2023, which is extended, according to article 85 par. 1 sec. c of Law 4548/2018, as
applicable, and article 11 par. 2 of the Company’s Articles of Association, until the end of the deadline, within which
the next Ordinary General Meeting of the Company’s Shareholders must be convened in 2023 and until the taking
of the relevant decision, not being able to exceed two years.
The current Board of Directors of the Company (elected by the Ordinary General Meeting of the Company’s
shareholders of 24.05.2022, following the above decisions of the Board of Directors of the Company, of 18.08.2022,
on the continuation of the management and representation of the Company by the remaining members of the
Board of Directors, without the election of a new member to replace the deceased member, and 20.01.2023, on
the election of a new member of the Board of Directors in replacement of a deceased member, consists of fourteen
(14) members, of which:
▪ four (4) are executive members (Vice President & 3 members),
▪ five (5) are non-executive members (Chairman and 4 Members).
▪ five (5) are independent non-executive members.
Eleven (11) of the members of the Board of Directors are men and three (3) are women.
The composition of the current Board of Directors is as follows:
(1) Michael N. Stassinopoulos, Chairman, Non-Executive Member.
(2) Dimitrios Kyriakopoulos, Vice-chairman, Executive Member.
(3) Nikolaos Karabateas, Aluminium Segment General Manager, Executive Member.
(4) Panagiotis Lolos, Copper Segment General Manager, Executive Member.
(5) Konstantinos Katsaros, Executive Member.
(6) Christos-Alexis Komninos, Non-executive Member.
(7) Elias Stassinopoulos, Non-Executive Member.
(8) Aikaterini-Nafsika Kantzia, Non-Executive Member.
(9) Athanasia Kleniati Papaioannou, Non-Executive Member.
(10) Vasileios Loumiotis, Senior Independent Non-Executive Member.
(11) Ploutarchos Sakellaris, Independent Non-Executive Member.
(12) Ourania Ekaterinari, Independent, Non-Executive Member.
(13) Thomas George Sofis, Independent, Non-Executive Member.
(14) Georgios Lakkotrypis, Ιndependent Non-Executive Member.
The Board of Directors meets whenever the law, the articles of association or the needs of the Company require it.
Annual Financial Report of 31st December 2022
54
5.1.3 Suitability Policy
The current Suitability Policy of members of the Board of Directors of the Company (according to article 3 of Law
4706/2020, hereinafter "Suitability Policy") was approved by the Ordinary General Meeting of its shareholders from
24.05.2021. The Suitability Policy is an essential part of the Company's Corporate Governance System. Aims to
ensure the quality staffing, efficient operation and fulfillment of the role of the Board of Directors based on the
overall strategy and medium-term business aspirations of the Company in order to promote the corporate interest.
Through its implementation, the acquisition and retention of persons with skills, knowledge, skills, experience, crisis
independence, guarantees of morality and good reputation that ensure the exercise of good and effective
management for the benefit of the Company, shareholders and all stakeholders. The Suitability Policy, as well as
any substantial modification, is proposed to the Board of Directors of the Company by the Remuneration and
Promotion Committee of the Company, in collaboration with the Internal Audit Unit and the Legal Service of the
Company, then approved by the Board of Directors and is submitted for approval to the General Meeting of the
Company. The Company has and implements a diversity policy in order to promote an appropriate level of
differentiation in the Board of Directors and a diverse group of members. Through the accumulation of a wide range
of qualifications and skills in the selection of the members of the Board of Directors, the variety of views and
experiences is ensured in order to make the right decisions. The Eligibility Policy is included / referred to in the
diversity policy, to ensure that it has been taken into account when appointing new members of the Board.
Adequate gender representation of 25% of all members of the Board of Directors is explicitly provided, and based
on the current fifteen-member Board of Directors, the minimum number of women or men is three (3) and no
exclusion is applied due to gender, race, color, ethnic or social origin, religion or belief, property, birth, disability,
age or sexual orientation. The Suitability Policy is available on the Company's website at the following link:
https://www.elvalhalcor.com/investor-relations/corporate-governance/board-of-directors/suitability-policy-bod.
The composition of the existing Board of Directors of the Company (from its election by the Ordinary General
Meeting of the Company's shareholders from 24.05.2022 and the above decisions of the Board of Directors of the
Company, of 18.08.2022, on the continuation of the management and representation of the Company by the
remaining members of the Board of Directors, without the election of a new member to replace the deceased
member, and 20.01.2023, on the election of a new member of the Board of Directors in replacement of a deceased
member) meets the requirements and the criteria of suitability (individual and collective) and diversity, as provided
in Law 4706/2020 and the Suitability Policy, as determined by the Remuneration and Promotion Committee of the
Company at the level of candidate members, before the election of the Board of Directors and each member to
replace a missing person, as well as by the Board of Directors, during the respective election.
Also, the Board of Directors during its meeting of 07.03.2022, following a relevant proposal of the Remuneration
and Nomination Committee of the Company, reviewed and found the fulfillment of the conditions of independence
of article 9 par. 1 and 2 of Law 4706/2020 of the existing independent non-executive members of the Board of
Directors.
5.1.4 Company related parties transactions procedure
The Company has established and implements a Procedure for the transaction with parties related to the Company,
which is part of the Company’s Rules of Operation, and aims at the Company’s compliance with the obligations
arising from articles 99 to 101 of Law 4548/2018, regarding the transactions with related parties, in accordance
with point f) of paragraph 3 of article 14 of Law 4706/2020. By implementing this procedure, it is ensured that the
Board of Directors has sufficient information when making its relevant decisions regarding transactions between
related parties.
Annual Financial Report of 31st December 2022
55
5.1.5 Participation of members of the Board of Directors in its meetings
In 2022, a total of 35 meetings of the Board of Directors were held. The frequency of participation of the members
of the Board of Directors in its meetings in 2022 is as follows:
DIRECTOR
DIRECTOR’S TERM OF
OFFICE
NR. OF
MEETINGS
DURING
DIRECTORSHIP
TOTAL
PRESENCES
PRESENCE
PERCENTAGE
FROM
UNTIL
CHAIRMAN – NON-
EXECUTIVE
Stassinopoulos Michael
1/1/2022
31/12/2022
35
35
100,00%
VICE-CHAIRMAN –
EXECUTIVE
Kyriakopoulos Dimitrios
1/1/2022
31/12/2022
35
35
100,00%
EXECUTIVE MEMBERS
Varouchas Lambros
1/1/2022
31/12/2022
35
28
80,00%
Katsaros Konstantinos
1/1/2022
31/12/2022
35
35
100,00%
Lolos Panagiotis
1/1/2022
31/12/2022
35
35
100,00%
NON-EXECUTIVE MEBERS
Koudounis Nikolaos
1/1/2022
11/8/2022
18
17
94,44%
Stassinopoulos Elias
1/1/2022
31/12/2022
35
29
82,86%
Komninos Christos - Elias
1/1/2022
31/12/2022
35
34
97,14%
Aikaterini-Nafsika Kantzia
1/1/2022
31/12/2022
35
35
100,00%
Kleniati Papaioannou
Athanasia
1/1/2022
31/12/2022
35
35
100,00%
INDEPENDENT NON-
EXECUTIVE
Loumiotis Vasileios
1/1/2022
31/12/2022
35
35
100,00%
Sofis Thomas George
1/1/2022
31/12/2022
35
34
97,14%
Ekaterinari Ourania
1/1/2022
31/12/2022
35
35
100,00%
Sakellaris Ploutarchos
1/1/2022
31/12/2022
35
34
97,14%
Lakkotrypis Georgios
1/1/2022
31/12/2022
35
35
100,00%
5.1.6 CVs of the members of the Board of Directors
The CVs of the members of the Board of Directors of the Company (from which it appears that the composition of
the Board of Directors reflects the knowledge, skills and experience required to exercise its responsibilities, in
accordance with the Suitability Policy and the professional model and Company strategy) are set out below.
5.2 Audit Committee
5.2.1 Description of the composition, operation, work, responsibilities and of the issues discussed during the
Audit Committee meetings
The Audit Committee, according to its current Rules of Operation, which consists of at least three (3) members, can
be a) a committee of the Board of Directors, consisting of non-executive members, or b) an independent
committee, which consists of non-executive members of the Board of Directors and third parties, or c) an
independent committee, which consists only of third parties. Third party means any person who is not a member
Annual Financial Report of 31st December 2022
56
of the Board of Directors. The type of the Audit Committee, the term of office, the number and the qualities of its
members are decided by the general meeting of the Company's shareholders. The term of office of the members
of the Audit Committee is the same as the term of office of the members of the Board of Directors. The re-election
of the members of the Audit Committee is possible. The members of the Audit Committee are appointed by the
Board of Directors, when it is a committee, or by the general meeting of shareholders of the Company, when it is
an independent committee, and are in their majority independent of the Company, in accordance with applicable
provisions ( article 9 of Law 4706/2020). The Chairman of the Audit Committee is appointed by its members, at its
meeting, to form it in a body, and is independent of the Company.
The members of the Audit Committee as a whole have sufficient knowledge in the field in which the Company
operates. At least one (1) member of the Audit Committee, who is independent of the Company, with sufficient
knowledge and experience in auditing or accounting, is required to attend the meetings of the Audit Committee
regarding the approval of the annual corporate and consolidated financial statements.
Following the decision of the Ordinary General Meeting of the Company's shareholders dated 24.05.2022, which
decided the appointment of the Company’s Audit Committee, as a committee of the Board of Directors, consisting
of non-executive members of the Company’s Board of Directors, in accordance with article 44 of Law 4449/2017,
as in force, the Board of Directors of the Company, during its meeting of 24.05.2022, ascertaining the fulfillment of
all the criteria and conditions of par. 1 of article 44 of Law 4449/2017, as in force after its amendment by article 74
of Law 4706/2020, appointed as members of the Company’s Audit Committee Messrs. Vassilios Loumiotis,
independent non-executive member of the Board of Directors, Plutarch Sakellaris, independent non-executive
member of the Board of Directors, and Nikolaos Koudounis, independent non-executive member of the Board of
Directors. All members of the Audit Committee have proven sufficient knowledge and experience of the sector in
which the Company operates. The Audit Committee during its meeting of 24.05.2022 was formed in a body and
appointed as its Chairman Mr. Vassilios Loumiotis, an independent non-executive member of the Board of
Directors, who has sufficient knowledge and experience in auditing and accounting.
Subsequently, following the death, on 11.08.2022, of the non-executive member of the Company’s Board of
Directors, Nikolaos Koudounis of Konstantinos, the Company’s Board of Directors, during its meeting of 18.08.2022,
in accordance with par. 1 per f) of article 44 of Law 4449/2017, as applicable, appointed from the existing members
of the Company’s Board of Directors, Mrs. Aikaterini Nausika Kanzia of Adamantios, non-executive member of the
Board of Directors, after having first ascertained that she fulfills the conditions of article 44 of Law 4449/2017, as
in force, and the relevant suitability criteria and conditions, as new member of the Audit Committee of the
Company, in replacement of the above deceased member of the Audit Committee and non-executive member of
the Board of Directors of the Company, for the remaining of the term of office of the members of the Audit
Committee, which equals the term of office of the current Board of Directors of the Company, which, according to
article 11 par. 1 of the Company’s Articles of Association, is annual, i.e. until 24.05.2023, which is extended,
according to the provisions of article 85 para. 1 sec c) of Law 4548/2018, as in force, and article 11 par. 2 of the
Company’s Articles of Association, up to the lapse of the deadline, within which the Company’s Shareholders
Ordinary General Meeting is to be convened in 2023 and up to the taking of the relevant decision, and may not
exceed two years.
Afterwards, the Company’s Audit Committee, during its meeting on 18.08.2022, according to the Letter of the
Capital Market Commission with protocol nr. 1149/17.05.2021 to companies with securities listed on the Athens
Stock Exchange and the document of the Hellenic Capital Market Commission with prot. Nr. 427/21.02.2022
“Questions and answers regarding the provisions of article 44 of Law 4449/2017 on the Audit Committee (AC)” and
in particular according to point nr. 21 of such document of the Hellenic Capital Market Commission, proceeded to
Annual Financial Report of 31st December 2022
57
the formation of the Audit Committee into body, appointing the Chairman thereof, and in specific, in accordance
with article 44 par. 1 (e) of law 4449/2017, as in force, after having first ascertained that Mr. Vassilios Loumiotis of
Ioannis is independent of the Company (examined entity), within the meaning of article 9 par. 1 and 2 of law
4706/2020, as in force, appointed, as Chairman of the Company’s Audit Committee, Mr. Vasileios Loumiotis of
Ioannis and the Audit Committee of the Company was formed into body as follows:
1) Vasileios Loumiotis of Ioannis, Chairman of the Audit Committee, Independent Non-Executive Member of the
Board of Directors of the Company, Senior Independent Director.
2) Ploutarchos Sakellaris of Konstantinos, Member of the Audit Committee, Independent Non-Executive Member
of the Board of Directors of the Company.
3) Aikaterini-Nafsika Kantzia of Adamantios, Member of the Audit Committee, Non-Executive Member of the Board
of Directors of the Company.
The main mission of the Audit Committee is to assist the Board of Directors in the execution of its duties, supervising
the financial reporting procedures, the completeness and correctness of the annual corporate and consolidated
financial statements, the policies and the internal control system of the Company (Article 2 of Law 4706/2020) and
evaluating the adequacy, efficiency and effectiveness of the internal control systems (article 44 par. 3 par. c L.4449
/ 2017), the audit function of the internal audit work and the external auditors, in order to ensure the independence
of the quality, formal qualifications and performance of the auditors.
The Audit Committee receives from the Internal Audit Unit the following reports for the audit activity:
− Ad-hoc reports.
− Ordinary audit reports (submitted quarterly).
− Memos (submitted quarterly).
− Corporate Governance Reports.
− Inventory reports.
− Ressources Efficiency reports.
− Audit Opinion.
The Audit Committee examines and ensures the independence of the Company’s external auditors and takes
consideration of their findings and the Audit Reports on the annual or interim financial statements of the Company.
At the same time, it recommends corrective actions and procedures so as to deal with any findings or failures in
areas of financial reports or other important functions of the Company.
The Audit Committee meets at the Company’s headquarters or where its Articles of Association provide, in
accordance with article 90 of Law 4548/2018, as in force. The Audit Committee meets regularly and, however, at
least as many times in each year, to consider and take decisions on all matters within its competence.
5.2.2 Number of meetings of the Audit Committee and frequency of participation of each member in the meetings
The Audit Committee met twenty (20) times in 2022. The frequency of participation of the members of the Audit
Committee in its meetings in the year 2022 is as follows:
Annual Financial Report of 31st December 2022
58
AUDIT COMMITTEE
MEMBER
MEMBER’S TERM OF
OFFICE
NR. OF
MEETINGS
DURING TERM
OF OFFICE
TOTAL
PRESENCES
PRESENCE
PERCENTAGE
FROM
UNTIL
Loumiotis Vasileios
1/1/2022
31/12/2022
20
20
100,00%
Sakellaris Ploutarchos
1/1/2022
31/12/2022
20
19
95,00%
Koudounis Nikolaos
1/1/2022
11/8/2022
10
10
100,00%
Aikaterini-Nafsika
Kantzia
18/8/2022
31/12/2022
10
10
100,00%
5.2.3 Work of the Audit Committee
Regarding the activities of the Audit Committee, please refer to the annual Report of the Acts of the Audit
Committee to the Ordinary General Meeting of the Company’s shareholders (article 44 par. 1 per. i. of Law
4449/2017) to be convened in 2023, as approved at the meeting of the Audit Committee of 06.03.2023 and included
here below, which includes all issues on the which the Audit Committee consulted and resolved during the financial
year 2022.
5.3 Remuneration and Nomination Committee
5.3.1 Description of the composition, operation, work, competences
According to its current Rules of Operation, the Remuneration and Nomination Committee (hereinafter “RNC”)
exercises, as a single committee, the responsibilities of both the remuneration committee (article 11 of law
4706/2020) and the candidacy committee (of article 12 of law 4706/2020), which have been assigned to the RNC,
according to par. 2 of article 10 of law 4706/2020, based on a relevant decision of the Board of Directors of the
Company. The RNC has three members and consists entirely of non-executive members of the Board of Directors
of the Company, at least two (2) of which must be independent. The term of office of the Committee is equal to the
term of office of the Board of Directors.
With its decision of 24.05.2022, the Board of Directors appointed Mr. Plutarchos Sakellaris, an independent non-
executive member of the Board of Directors of the Company, Mrs. Ourania Aikaterinari, independent non-executive
member of the Board of Directors, and Mrs. Ekaterini - Nafsika Kantzia, non-executive member of the Board of
Directors, as members of the RNC. During its meeting of 24.05.2022, the RNC was formed into a body and appointed
Mr. Ploutarchos Sakellaris, independent non-executive member of the Board of Directors, as its Chairman. The
members of the RNC have in their entirety sufficient knowledge in the field in which the Company operates.
The main responsibilities of the RNC are the following:
▪ In terms of remunerations:
− Formulates proposals to the Board of Directors regarding the remuneration policy of the Company (article
110 of law 4545/2018, hereinafter "Remuneration Policy") which is submitted for approval to the General
Meeting (according to article 110 par. 2 law 4548/2018), and the remuneration of the persons that fall
within the scope of the Remuneration Policy, according to article 110 of law 4548/2018, the remuneration
of the Company’s executives and the remuneration of the Head of the Internal Audit Unit, according to the
existing provisions (article 11 par. b L.4706/2020).
− Evaluates, on a periodic basis, the need to update the company’s Remuneration Policy taking into account
the legislative developments, best practices, as well as the relevant findings / reports / reports of the
Internal Audit Unit.
Annual Financial Report of 31st December 2022
59
− Reviews, on a periodic basis, the level of benefits of the Company based on the best practices and the levels
of remuneration of the respective branch, proposing, if necessary, the necessary changes in the level of
benefits and the Remuneration Policy.
− Examines the information included in the final draft of the annual remuneration report of the Company
(article 112 of law 4548/2018, hereinafter “Remuneration Report”) and issues an opinion to the Board of
Directors on it, before submitting the Remuneration Report to the General Meeting (according to article
112 of law 4548/2018).
▪ Regarding the nomination of candidates:
− Monitors the effectiveness and reviews the design and implementation of the Company Suitability Policy
and conducts its periodic evaluation, at regular intervals, or when significant events or changes take place.
− Locates and proposes to the Board of Directors persons suitable for the acquisition of the status of member
of the Board of Directors, the Company Audit Committee (article 44 of law 4449/2017) and any other
committees of the Board of Directors, taking into account the factors and criteria of individual and collective
suitability determined by the Company, in accordance with the Suitability Policy it adopts and based on the
relevant procedure provided in its Rules of Operation.
− Evaluates the performance of the members of the Board of Directors and the committees of the Company,
evaluating the skills, knowledge and experience of the members of the Board of Directors and the
committees of the Company and informs the Board of Directors accordingly.
− Evaluates the structure, composition and size of the Board of Directors of the Company and submits
proposals for appropriate changes.
− Monitors on an ongoing basis the suitability of the members of the Board of Directors, in particular to
identify, in the light of any relevant new event, cases in which it is deemed necessary to re-evaluate their
suitability, in accordance with the relevant definitions of the Suitability Policy.
− Examines the independence of the independent non-executive members of the Board of Directors,
periodically, at least once a year, as well as in case of election of a new Board of Directors or election of a
member to replace a deceased independent member, and exceptionally, when required and submits
proposals to the Board as to the appropriate actions and/or changes in its composition.
− Examines the selection policy of the senior executives (key management personnel, within the meaning of
article 2 per. 13 of Law 4706/2020) of the Company.
The RNC meets at the Company’s registered office or where it provides for its Articles of Association, as in force, in
accordance with article 90 of Law 4548/2018, as in force, at regular intervals and extraordinarily, whenever deemed
necessary by the President or any of its members.
5.3.2 Number of meetings of the RNC and frequency of participation of each member in the meetings – activities
The RNC met ten (10) times in 2022 with a full quorum (all its members participated in all the meetings). The main
issues addressed by the RNC at its meetings are as follows:
− Establishment of the RNC in a body and election of its Chairman.
− Examination of the periodically submitted statements of independence of the independent members of the
Board of Directors.
Annual Financial Report of 31st December 2022
60
− Determination of remuneration and benefits in accordance with the approved Remuneration Policy of the
Company. Determination of remuneration of the members of the Board of Directors of the Company for the
year 2021 – advance payment of remuneration of the members of the Board of Directors of the Company for
the financial year 2022 and the period until the following Ordinary General Meeting (article 109 par. 4 Law
4548/2018 as in force).
− Submission of opinion - suggestion to the Board of Directors of the Company on the draft Remuneration Report
of the corporate year 2021 regarding its approval and submission by the Board of Directors to the Ordinary
General Meeting of Shareholders for discussion and approval by advisory vote, according to articles 117 par. 1
par. c and 112 par. 3 of Law 4548/2018.
− Evaluation of the members of the Board of Directors and the Audit Committee of the Company for the year
2021.
− Recommendation to the Board of Directors of the Company for the election (re-election or not) of members of
the Board of Directors from the next Ordinary General Meeting of the Company’s shareholders.
− Recommendation to the Board of Directors of the Company regarding the type of Audit Committee, the term of
office, the number and the qualities of its members, according to article 44 of Law 4449/2017, as in force.
− Recommendation to the Board of Directors of the Company for the appointment (re-election or not) of members
of the Audit Committee, the Remuneration and Nomination Committee of Candidates and any other committees
of the Board of Directors, from the members of the Board of Directors proposed for election (and if elected) )
from the next Ordinary General Meeting of the Company’s shareholders.
− Recommendation to the Board of Directors of the Company for the election of a new non-executive member of
the Board of Directors to replace a deceased non-executive member, or the continuation of the management
and representation of the Company by the remaining existing members of the Board of Directors without
replacing the deceased.
− Recommendation to the Board of Directors of the Company for the election of a new executive member of the
Board of Directors to replace a deceased executive member, or the continuation of the management and
representation of the Company by the remaining existing members of the Board of Directors without replacing
the deceased.
− Defining and approving agenda items and schedule of meetings of the RNC during the remainder of its term.
− Evaluation of candidates to fill the position of Head of the Company’s Risk Management Unit and submission of
a relevant proposal to the Audit Committee and a recommendation regarding his remuneration to the
Company’s Board of Directors.
− Evaluation of a candidate for the position of Head of the Company’s Regulatory Compliance Unit and submission
of a relevant proposal to the Audit Committee and a recommendation regarding his remuneration to the
Company’s Board of Directors.
6. Sustainable Development Policy (ESG)
The Company has established and implements a Sustainable Development Policy, which is part of the Company’s Rules
of Operation, in accordance with point l) of paragraph 3 of article 14 of Law 4706/2020. Aiming to promote the
Company’s corporate interest and competitiveness, the main areas - pillars of the Company’s sustainable development
in ESG matters consist of caring for the health and safety of employees, respecting and protecting the environment, as
well as being responsible for society and the harmonious coexistence with the local communities in which the Company
Annual Financial Report of 31st December 2022
61
operates. The Company considers that the above axes are a necessary condition for its long-term development and are
in line with its corporate values, such as, in particular, responsibility, integrity, transparency, efficiency and innovation.
In the context of the above Policy, the essential non-financial issues concerning the long-term sustainability of the
Company are in particular the relations of the Company with its participants / stakeholders (shareholders, employees,
customers and suppliers), corporate governance, human resources and health and safety at work, the environment
(environmental management based on the principle of prevention, the minimization of the Company’s environmental
footprint, the principles of the circular economy, the promotion of recycling and the optimal management of natural
resources) and the support of the local community. For the disclosure of non-financial information the Company uses
the following standards:
▪ AA1000 Accountability Principles (2018).
▪ Global Reporting Initiative (GRI) Sustainability Reporting Guidelines (GRI Standards – Core option for the financial
year 2022).
▪ Greek Sustainability Code.
7. CVs of Members of the Board of Directors and Key Executives of the Company
7.1Members of the Board of Directors
(1) Michael N. Stassinopoulos, Chairman, Non-Executive Member
Mr. Michael Stassinopoulos was born in Athens in 1967. He graduated from Athens College (1985) and holds a
Bachelor’s Degree in Management Sciences from London School of Economics (1989). He also holds a postgraduate
diploma (MSc) in Shipping, Trade and Finance from City University Business School UK. Mr. Stassinopoulos is a
member of the Board of Directors of Viohalco SA. since 2013, member of the Board of Directors of EL.Κ.Ε.ΜΕ.
Hellenic Metal Research Center S.A. and of the non-profit company HELLENIC PRODUCTION – INDUSTRY
ROUNDTABLE FOR GROWTH.
(2) Dimitrios Kyriakopoulos, Vice-chairman, Executive Member
Mr. Kyriakopoulos studied Business Administration at AUEB and holds a Diploma in Business Studies from the City
of London College and Marketing from the British Institute of Marketing. He works for Viohalco since 2006, and
since holds various managerial positions, among them financial officer of Viohalco and vice-chairman of the non-
ferrous metals. Prior to Viohalco, he had a long standing carreer in Pfizer/Warner/Lambert holding the position of
Regional Director of Europe / Middle East / Africa of ADAMS (Confectionery Division of Pfizer), chairman of the
consumer products of Warner Lambert for Italy/ France/ Germany, and President and CEo of Warner Lambert in
Greece. He was also appointed Deputy Managing Director of Duty Free SA. He is Vice-chairman (executive member)
of the Board of Directors of Cenergy Holdings S.A., Chairman of the Board of Directors of ANOXAL S.A., of TECHOR
S.A. and ELVIOK S.A. and member of the Board of Directors of TEKA SYSTEMS S.A. and SYMETAL ALUMINIUM FOIL
INDUSTRY S.A..
(3) Nikolaos Karabateas, Executive Member, Aluminium Segment General Manager
Mr. Nikolaos Karabateas holds a degree in Mechanical Engineering from the National Technical University of Athens
(1988 – 1993) and a PhD in Mechanical Engineering from Imperial College London (1993 – 1997). He has been
working in the Aluminium Rolling Division of the Company (formerly ELVAL) since 1999 in a series of positions of
responsibility with increasing demands. In 2012, he assumed the position of Commercial Director, having in his
responsibilities the strategy of sales, marketing and development of international markets, contributing to the
formation of the conditions for the successive investment programs of the Company. In 2021 he assumed the
position of Deputy General Manager of the Aluminum Branch and in January 2023 the position of General Manager
of the Aluminum Branch of the Company.
Annual Financial Report of 31st December 2022
62
(4) Panos Lolos, Executive Member, Copper Segment General Manager
Mr. Panos Lolos was born in 1972. He holds a B.A. in Political Science & International Studies from Panteion
University, an M.A. in International Economics from North Carolina State University and an MBA from the University
of Piraeus.
From 2000 until 2001 he worked in AV VASSILOPOULOS S.A., a subsidiary of the Belgian food retailer DELHAIZE.
Since 2001, he joined the heavy industry, having an experience in the domestic and exports sales of former
“HALCOR S.A.” and now “ELVALHALCOR HELLENIC COPPER AND ALUMINIUM INDUSTRY S.A.” (Copper Segment /
Copper & Alloys Extrusion Division – “HALCOR”). He undertook the position of the General Manager of the Copper
& Alloys Extrusion Division of ELVALHALCOR S.A. in 2020, whereas today he also holds the position of the General
Manager of the Copper Segment of the same company. Mr. Lolos is the Chairman of the ASSOCIATION OF
INDUSTRIES OF CENTRAL GREECE, member of the BoD of SOFIA MED A.D., ΕANEP-Ο.Α. S.A., ΕDEP-Ο.Α. S.A., the
HELLENIC FEDERATION OF ENTERPRISES (SEV), in which he holds the position of the Chairman of the International
Trade Committee, the HELLENIC PRODUCTION – Industry Roundtable for Growth, and registered member of the
ECONOMIC CHAMBER OF GREECE. He has a strong interest in technology, competition, pricing techniques,
regulation, market analysis and marketing strategies in the heavy industry. Apart from industry-related topics, his
pubic presence and his published articles in Greek and English are related to the economy and the regulation
policies.
(5) Konstantinos Katsaros, Executive Member
Mr. Katsaros is a Mechanical and Electrical Engineer of the National Technical University of Athens. He is an
Aeronautical Engineer of the Ecole Nationale Superieure d’ Aeronautique (Paris) and a Ph.D. Engineer of the
University of Paris. He has been working in the aluminium rolling division of ElvalHalcor (former Elval) since 1974
and he is mainly engaged in the international development of the division. Previously he worked in Pechiney in
France for 6 years. He is a Vice Chairman of the Hellenic Aluminium Association, member of the Executive
Committee of the European Union of Aluminium, Vice Chairman of the Board of Directors of BRIDGNORTH
ALUMINIUM LTD, Chairman of the Board of Directors of EL.K.E.ME. Hellenic Metal Research Centre S.A. and
ALURAME S.r.l., member of the Board of Directors of VIOMAL S.A., METAL AGENCIES LTD, GENECOS S.A.,
DIA.VI.PE.THI.V. S.A., της BASE METAL TICARET VE SANAYI ANONIM SIRKETI and HELLENIC RECOVERY RECYCLING
CORPORATION S.A. (HERRCO).
(6) Christos-Alexis Komninos, Non-executive Member
Mr. Christos Komninos is a Graduate (MSc) of the Department of Chemical Engineering of the Technical University
of Istanbul (1971). During his career he has worked in many firms, like COCA-COLA 3E (1972-1987), where he
assumed a leading position, as CEO of Coca-Cola Bottlers Ireland (a subsidiary of COCA COLA 3E) in 1987-1990 and
later as CEO of the above said COCA COLA 3E until 2000, as Chairman and CEO, of PAPASTRATOS SA (2000-2004),
as Executive Vice Chairman of SHELMAN SA, ELMAR S.A., (2005-2010) and as Chairman of the BoD of Hellenic
Petroleum SA (2011-2014).
In addition to the above, Mr. Komninos has been Vice Chairman of the BoD and member of the Executive
Committee of the Hellenic Federation of Enterprises (SEV) and he has been a member of the BoD of FINANSBANK
(Turkey), of the BoD of ANADOLU EFES (Turkey) and of the BoD of HALCOR SA (currently ELVALHALCOR SA) while
today he is Vice Chairman of the BoD of TRACE PLASTICS CO S.A. and member of the Board of Directors of BASE
METAL TICARET VE SANAYI ANONIM SIRKETI. During his career, Mr. Komninos has taken on important
administrative duties and has gained experience in managing companies with international activities. He is fluent
in English, French, Italian and Turkish.
Annual Financial Report of 31st December 2022
63
(7) Elias Stassinopoulos, Non-executive member
Mr. Elias Stasinopoulos holds a Ph.D. from the Technical University of Clausthal-Zellerfeld in Germany and has been
working in the LHoist Group since 1994 in leading positions of responsibility. He speaks in addition to Greek, English,
French, German. He is member of the Board of Directors of STOMANA INDUSTRY S.A..
(8) Aikaterini-Nafsika Kantzia, Non-executive member
Mrs. Aikaterini-Nafsika Kantzia holds a Degree in Law from National and Kapodistrian University of Athens; Upper
Second-Class Honours. As far as her professional experience, she practiced law from 1974-1993 at The Hellenic
Chemical Products and Fertilizers Company S.A., Chemical Industries of the BODOSSAKI Group, and at the Greek
Wine and Spirits Company S.A. and Larco S.A., belonging to the same group of companies. Within 1993-1996 she
only worked for the Greek Wine and Spirits Company S.A. and Larco S.A., due to the fact that The Hellenic Chemical
Products and Fertilizers Company S.A., of the BODOSSAKI Group was put into liquidation. In 1988, she began
collaborating with VIOHALCO group of companies and offered her services as a freelancer to various subsidiary
companies namely SIDENOR S.A., HELLENIC CABLES S.A., METEM S.A., VET S.A., VIOTIA CABLES S.A., ALUMINIUM
OF ATHENS S.A., ELLINIKI XALIVDEMPORIKI S.A., ERLIKON S.A., VECTOR S.A., DEPAL S.A., SIDEP S.A, VIEM S.A.,
TELECABLES S.A., and STEELMETAL S.A. From 1995 until today she stipulates services as an in - house attorney to
the companies SIDENOR S.A. and STEELMET S.A. Furthermore, Mrs. Kantzia has language diplomas in both German
(Grosses Sprachdiplom) and French (Sorbonne II). She attains intermediate knowledge of the English language. She
is member of the Board of Directors of THE S.A.N.D. COLLECTION-VILLAS AND LUXURY APARTMENTS S.A..
(9) Athanasia Kleniati Papaionnou, Non-executive member
Ms. Athanasia Kleniati Papaioannou is a graduate of the School of Economics of the University of the Rhine
"Frederick - William" in Bonn. The subject of her thesis was the comparison of regional productivity by industry in
Greece and the conducting of economic policy conclusions. As a professional, she has participated in companies
active in the retail and wholesale trade. She was a research associate at the University of Piraeus (Department of
Economics) between 1980 and 1998 and in this setting she participated in the University's research programs and
taught macroeconomic and microeconomic theory courses. Moreover, she has been involved for two years in
conducting and compiling studies in various industries under her role as a research associate of the ICAP Group.
She has knowledge of German and English.
(10) Vasileios Loumiotis, Senior Independent Non-executive member
Mr. Vasileios Loumiotis is a graduate of the Department of Business Administration and Management (1973) of the
Athens University of Business and Economics (formerly ASOEE) and holds a Master’s Degree in Business
Administration (M.B.A.) from Roosevelt University in Chicago (1979). He was an auditor since 1980 and especially
as a member of the Institute of Chartered Accountants of Greece (ΣΟΛ) from 1980 until 1992 and the Institute of
Certified Public Accountants of Greece (ΣΟΕΛ) since 1993 until 31.03.2021. From 1993, under his capacity of the
Certified Public Accountant, Mr. Loumiotis participates in “Associated Certified Public Accountants S.A.” (“SOL S.A.”)
a partner. During his career as a Certified Public Accountant, he was elected, as auditor, by a significant number of
companies to perform audits of annual financial statements. During his tenure as an auditor, he completed projects,
as special audits for the initial public offering of companies in the Athens Exchange, corporate valuations,
application of International Financial Reporting Standards, for a substantial number of companies. In addition, he
served as a member of the technical desk of “SOL S.A.” from 2006 until March of 2009. In the past he has audited
enterprises of the raw materials – metallurgy sector, indicatively, TITAN S.A., EXALCO S.A., etc.. In regards to his
teaching experience, he is serves as a professor for the Training Institute of Certified Public Accountants of Greece
(Ι.Ε.Σ.Ο.Ε.Λ.) since 1997, a professor for National and Kapodistrian University of Athens, for the post-graduate
course “Master in Applied Auditing”, from 2006 until today and a professor for the University of Macedonia for the
Annual Financial Report of 31st December 2022
64
post-graduate course “Master in Applied Accounting and Auditing” since 2011 to date. In addition to the above, he
serves as a professor of “SOL S.A.” for the subjects of International Financial Reporting Standards, International
Auditing Standards and Consolidated Financial Statements. He is also an Independent Non-executive Member of
the Board of Directors and Chairman of the Audit Committee of AYTOMATIC ANALYSERS - DIAGNOSTIC REAGENTS
AND PRIVATE DIAGNOSTIC LABORATORIES MEDICON HELLAS S.A..
(11) Ploutarchos Sakellaris, Independent Non-executive member
Mr. Ploutarchos Sakellaris is Professor of Economics and Finance at Athens University of Economics and Business,
focusing his research and teaching on macroeconomics, finance and banking. He holds a Ph.D. in economics and a
M.A., a M. Phil. from Yale University, as well as a B.A. degree in economics and computer science from Brandeis
University. Mr. Sakellaris has served as Vice-President and Member of the Management Committee of the European
Investment Bank (2008-2012), where he was responsible for risk management and financing in the energy sector.
During the period 2004-2008, he was Chairman of the Council of Economic Advisers at the Ministry of Finance,
Deputy to the Minister of Finance in the European Union Councils of Eurogroup and ECOFIN, and a member of the
EU Economic and Financial Committee (EFC) and the Eurozone Working Group (EWG). He has served as member of
the Board of Directors and the Audit Committee of the TITAN Group (2013-2019), a member of the Board of
Directors of CreditM (2013-2018), a member of the Board of Directors, the Audit Committee and the Corporate
Governance and Nominations Committee of the National Bank of Greece (2004-2008), member of the Board of
Directors of the Public Debt Management Agency (2004-2008), as well as Deputy Governor for Greece at the World
Bank (2004-2008). His professional career includes the positions of economist at the US Federal Reserve Board
(1998-2000), visiting expert at the European Central Bank (2001-2003) and professor at the University of Maryland
(1991-2004). He is also member of the Board of Directors and Chairman of the Audit Committee of CEPAL HELLAS
FINANCIAL SERVICES SINGLE MEMBER S.A. – SERVICING OF RECEIVABLES FROM LOANS AND CREDITS and member
of the Board of Directors of the Foundation for Economic & Industrial Research (IOBE).
(12) Ourania Ekaterinari, Independent Non-executive member
Ourania Ekaterinari holds a degree in electrical engineering from Aristotle University and an MBA from City
University Business School. She has over 25 years of professional experience. She was CEO and executive member
of the Board of the Hellenic Corporation of Assets and Participations S.A.. Before that, Rania was a Partner in Ernst
& Young (EY) in Financial Advisory Services and EY energy sector leader for Southeast Europe. During 2010-2015,
she served as Deputy CEO and executive member of the Board of Public Power Corporation S.A.. During the period
2000-2010 she worked as senior banker in London and in Greece in both corporate and investment banking in large
financial institutions like BNP Paribas, Deutsche Bank and Eurobank. She began her career in London working for
Texaco in business development in the oil and gas industry in the Caspian region. She is a member of the advisory
board of diaNEOsis, member of the Leadership Committee of the Greek American Chamber of Commerce and
member of the US based WomenCorporateDirectors. Previously she was member of the Hellenic Corporate
Governance Council (HCGC) and member of the Council of Competitiveness in Greece. She has also held the position
of member and, in certain cases, Chairman, in various Board of Directors’ committees (Nomination Committee,
Remuneration Committee, Audit Committee and Sustainable Development Committee). She also is Independent
Non-executive Member of the Board of Directors and Chairman of the Remuneration and Nomination Committee
of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A., Independent Non-executive Member of the Board of Directors
and Chairman of the Remuneration and Nomination Committee and Member of the Audit Committee of CORAL
Α.Ε. OIL AND CHEMICALS COMPANY, Non-executive Member of the Board of Directors of HELLENIC ELECTRICITY
DISTRIBUTION NETWORK OPERATOR S.A. and administrator of EKATI CONSULTING SINGLE MEMBER LTD.
Annual Financial Report of 31st December 2022
65
(13) Thomas George Sofis, Independent Non-executive member
Mr. Thomas George Sofis is graduate of the West Point military academy in the USA, and started his career as a
pilot of the US Air Force. After that, he assumed various administrative positions in the procurement department
of ACF Industries and Westinghouse Corporation. During his long-standing professional career assumed managerial
positions in Reynolds Metal Co., Findal SRL and served as sales representative of ELVAL’s products in Italy.
(14) Georgios Lakkotrypis, Independent Νon-executive member
Mr. Georgios Lakkotrypis holds a BSc. degree in Computer Science and Mathematics from the University of Keele
in the United Kingdom (1988-1991) and an MBA in Business Administration, from the University of Colorado in the
United States (1993-1995). Between 1991 and 1993 he served as IT Systems Administrator for J & P, one of the top
construction companies in the world, where he overlooked the company’s IT systems in Benghazi, Libya.
Subsequently, he became part of the IBM team in Nicosia, Cyprus (1996-2002) where he worked in sales, and
customer and partner relationships. He then worked for eleven years at Microsoft Corporation, as Cyprus & Malta
Business Development Manager (2002-2004), Cyprus Country Manager (2004-2008), Cyprus & Malta Regional
Country Manager (2008-2011) and CEE Multi-Country Public Sector Director (2011-2013). During this time, he also
served as a non-executive member of the Board of Directors of the then newly established University of Nicosia
Research Foundation (2008-2013), the first Board of Directors of the Cyprus Investment Promotion Agency (2007-
2011) and the first Board of Directors of the Natural Gas Public Company (2009-2013). In March 2013, Mr.
Lakkotrypis was appointed as Minister of Energy, Commerce, Industry and Tourism of the Republic of Cyprus, a
position in which he was reappointed in March 2018. He concluded his term in office in July 2020. Currently, through
his private firm, LMA Advisory Ltd, Mr. Lakkotrypis is providing consultancy services in areas such as digital
transformation and energy transition, while he serves on the board of directors of Ronin Europe Ltd as a non-
executive member.
8. Key Executives other than Members of the Board of Directors
(1) Spyridon Kokkolis, Group CFO
Mr. Kokkolis is an economist, graduate of Athens University of Economics. Mr. Kokkolis has worked for the internal
auditing department of Viohalco Group since 1993. His professional career includes the positions of Head of
Financial Planning and reporting (2001-2003) and Group CFO (2004-2017) of HALCOR S.A., where he was
responsible for M&A activities and projects, including the merger with FITCO in 2006 and subsequent spin-off in
2010, the acquisition of 50% of NEDZINK in 2017 and the merger with ELVAL within the same year. He currently
holds the position of Group CFO of ELVALHALCOR S.A. since the merger with ELVAL and his responsibilities include,
among others, the supervision of the Supply Chain Department of the Copper Tubes Division, the Preparation for
Bond Issuance and Risk and Inventory management of metals exposure. He also served as BoD member of
ELVALHALCOR S.A. during the period 2017-2021.
(2) Stavros Voloudakis, Aluminum Segment Subsidiaries Coordinator
Mr. Stavros Voloudakis is a graduate Production & Management Engineer from the Technical University of Crete
(1989), holder of a postgraduate degree M.Sc. in Artificial Intelligence (AI) from UGA University USA (1992) as well
as postgraduate programs for senior executives from IMD (2007). Between 1996-2001 he was the coordinator of
central procurement agreements for Intracom Telecom SA. From 1994-2004 he was a professor (Part Time) at the
American College of Greece (Deree College) while from 2001 he took over the General Management of TOP
ELECTRONIC COMPONENTS SA. Since September 2003 he has been a member of the VIOHALCO Group and has
been the Director of Central Procurement of the Group. Then, from 2015 and for the next 16 years, he was the
Deputy General Manager, initially of ELVAL SA. and then ELVALHALCOR SA while at the same time from 2015 until
May 2021 he was an Executive Member of the Board of Directors of these companies. Since the beginning of 2021,
Annual Financial Report of 31st December 2022
66
he has taken over as Coordination Director of the Aluminum Subsidiaries of ELVALHALCOR as well as General
Manager of the Subsidiary ANOXAL SA. At the same time, Mr. Voloudakis is the Executive Chairman of the subsidiary
VIOMAL SA as well as the Executive Board Member of the subsidiaries SYMETAL SA, VEPAL SA, ANOXAL SA, ELVAL
COLOR SA and ELVIOK SA.
9. Number of shares of the Company held by members of the Board of Directors and Key Executives as of the
date hereof
(Article 18 par. 3 Ν. 4706/2020 and protocol nr. 425/21.02.2022 letter of the Hellenic Capital Market
Commission to the listed companies)
On the date hereof, the number of shares held by each member of the Board of Directors and each key executive
officer of the Company is as follows:
FULL NAME
CAPACITY
NR. OF SHARES
Michael N. Stassinopoulos
Chairman, Non-executive Director
1,294,771
Spyridon Kokkolis
Group CFO
75,000
Stavros Voloudakis
Aluminum Segment Subsidiaries
Coordinator
15,000
Vice-Chairman of the
BoD
Copper Segment
General Manager &
BoD Member
Group Chief
Financial Officer
DIMITRIOS
KYRIAKOPOULOS
PANAGIOTIS LOLOS
SPYRIDON
KOKKOLIS
Annual Financial Report of 31st December 2022
67
AUDIT COMMITTEE OF ELVALHALCOR S.A.
Vasileios Loumiots, President
Ploutarchos Sakellaris, Member
Aikaterini-Nafsika Kantzia, Member
Athens, March 6
th
, 2023
To: The Shareholders of the Ordinary General Meeting of the company ELVALHALCOR S.A. of 2023
Activity Report of the Audit Committee on the audited financial year 2022.
Dear Shareholders,
In our capacity as Members of the Audit Committee of the Company under the name "ELVALHALCOR
HELLENIC COPPER AND ALUMINUM INDUSTRY SOCIETE ANONYME" (hereinafter referred to as the
“Company”), and in accordance with article 44 of L. 4449/2017 (the "Law") on the one hand, and as
referred to in detail in reference numbers 1302/28-4-2017 and 1508/17.7.2020 Announcements of the
Directorate of Listed Companies / Department of Supervision of Listed Companies of the Hellenic Capital
Market Commission (hereinafter the "Announcements") on the other hand, we state our Report below
and we bring to your attention, within the responsibilities of the Audit Committee, findings regarding the
objects regulated by the Law and the aforementioned announcements. Specifically:
A) In relation to the mandatory external audit (article 44, par. 3, case a of the Law)
In specific:
a) Regarding the performance of the statutory audit (external audit) of the corporate and
consolidated financial statements of the Company for the year ended December 31, 2022, we did not find
significant deviations in the recognition, valuation and classification of assets and liabilities and we
consider that the Management's assumptions and estimates are reasonable. We have found that the
relevant disclosures in the notes to the financial statements are adequate.
b) During the mandatory inspection, we performed the following matters:
1. Review of health, safety and environmental issues.
2. Review of production procedures.
3. Visit and briefing at the premises of two of the Company’s subsidiaries, VIOMAL S.A. in Artaki, Evia
and VEPAL S.A., in Thiva.
Annual Financial Report of 31st December 2022
68
4. Internal Audit Unit Reports.
5. Report of the group of External Auditors.
6. Examination of pending litigation risks.
In the exercise of our responsibilities, we have not identified any significant weaknesses that need
improvement.
It is noted that the Audit Committee always takes into account the content of any additional reports
submitted to it by the chartered accountant of the auditing company hired by the Company, which
contains the results of the statutory audit performed and meets at least the specific requirements in
accordance with Article 11 of Regulation (EU) No 537/2014 of the European Parliament and of the Council
of 16 April 2014.
c) Within the framework of our responsibilities, we were informed about the procedure and the
schedule of preparation of the financial information by the management of the Company, as well as we
were informed by the chartered accountant on the statutory audit program for the year 2022 before its
implementation. We evaluated it and made sure that this program covered the most important areas of
control, taking into account the key areas of business and financial risk of the Company. We also held
meetings with the Company’s management / responsible executives and the chartered accountant, during
the preparation of the financial statements, during the planning stage of the audit, its execution and
during the stage of preparation of the audit reports, respectively.
d) We have taken into account and examined the most important issues and risks that may have an
impact on the Company's financial statements, as well as the significant judgments and estimates of
management during their preparation. Specifically, we examined and evaluated in detail the following
issues with reference to specific actions on these issues:
d1) Regarding the important judgments, assumptions and estimates in the preparation of the financial
statements, we found that they are reasonable (reasonable).
d2) Regarding the disclosures on the above issues required by IAS / IFRS, we found that the disclosures
included in the financial statements are sufficient.
d3) Regarding the transactions with related parties, as shown in the Annual Financial Report for the year
2022, we did not find any significant unusual transactions.
e) Finally, we had timely and substantial communication with the chartered accountant in view of
the preparation of the audit report and its supplementary report to the Audit Committee, while we point
out that we reviewed the financial reports before their approval by the Company’s Board of Directors and
consider that is complete and consistent in relation to the information that was brought to our attention,
as well as to the accounting principles applied by the Company.
B) In relation to the financial information process (article 44, par. 3, case b of the Law)
In particular:
Annual Financial Report of 31st December 2022
69
In relation to the process of preparing the financial information, the Audit Committee monitored,
examined and evaluated:
(a) the mechanisms and systems of production, flow and dissemination of financial information produced
by the involved organizational units of the Company and
(b) other disclosed information in any way (e.g. stock market announcements, press releases) in
relation to financial information.
In the exercise of our responsibilities, we did not find any weaknesses in the process of compiling the
financial information that need to be improved.
C) In relation to the procedures of internal control and risk management systems and the internal
control unit (article 44, par. 3, case c of the Law)
In particular:
In connection with the monitoring, examination and evaluation of the adequacy and effectiveness of all
the policies, procedures and safety controls of the Company regarding the internal control system and
the assessment and management of risks, in relation to the financial information, the Audit Committee
proceeded to actions below:
(a) Evaluation of the proper functioning of the Internal Audit Unit according to the professional
standards as well as the current legal and regulatory framework and evaluation of the work it
performs, its adequacy and effectiveness, without however affecting its independence,
(b) Overview of the disclosed information regarding the internal audit and the main risks and
uncertainties of the Company in relation to the financial information,
(c) Evaluation of the staffing and organizational structure of the Internal Audit Unit and its weaknesses,
i.e. if it does not have the necessary means, if it is insufficiently staffed with insufficient knowledge,
experience and training,
(d) Assessing the existence or non-existence of restrictions on the work of the Internal Audit Unit, as
well as the independence that it must have, in order to perform its work unobstructed,
(e) Evaluation of the annual control program of the Internal Audit Unit before its implementation,
taking into account the main areas of business financial risk as well as the results of previous audits,
(f) Considering that the annual audit program, in conjunction with any corresponding medium-term
programs, covers the most important areas of control and financial information systems,
(g) Organizing regular meetings with the Head of the Internal Audit Unit on matters within its
competence and gaining knowledge of its work and its regular and extraordinary reports,
(h) Monitoring the effectiveness of internal control systems through the work of the Internal Audit Unit
and the work of the chartered accountant;
(i) Overview of the management of the main risks and uncertainties of the Company and their periodic
review, evaluating the methods used by the Company to identify and monitor the risks, the
Annual Financial Report of 31st December 2022
70
treatment of the main ones through the internal audit system and the Internal Audit Unit as well as
their disclosure to the disclosed financial information in a proper manner.
The Audit Committee was informed and has evaluated the reports of the audit program for the current
year, while it was also informed and evaluated the audit program of the coming year. The following is
what the Audit Committee has learned and evaluated:
• 2022 Audit Program Review.
• Summary of the Annual Audit Program of 2023.
• Human Resources of Internal Audit.
• Resource Allocation Guides.
• Risk Assessment.
During the internal audit process, the Audit Committee became aware of the following actions of the
Internal Audit Unit:
• Audit of financial information and corporate governance.
• Financial management audit (Copper Division).
• Audit of sales and finance.
• Inventory audit.
• Industrial Production Control.
• Audit of warehousing & costing procedures.
• Audit of the efficiency of production resources.
• Night surveillance audit.
• Premises security audit.
The Audit Committee, having taken into account the effects and risks of the pandemic due to coronavirus
COVID-19, was informed of the following main risks for the year 2023:
1. Commercial Risk - Distribution Risk, associated with:
• Additional quantities of final products to be available for sale in the year 2023, due to increased
production capacity (Aluminum Sector).
• Maintaining high stocks - Slow moving products (Copper & Aluminum Sector).
• Additional costs after the completion of the production process, transportation and handling
costs, etc. (Aluminum Sector).
• Logistics for sales abroad (Aluminum Sector).
2. Information Systems Risk, related to:
• Data Security (Cyber Security) (Copper & Aluminum Segment).
Annual Financial Report of 31st December 2022
71
• Multiple Information Programs (Copper & Aluminum Segment).
• Information System Users Access / Authorization (Copper & Aluminum Segment).
3. Foreign Exchange Risk, related to the risk of exchange rate fluctuations, British Pound and US Dollar
(Copper & Aluminum).
4. Compliance risk, related to:
• Environmental Risk (Possible non-compliance with environmental legislation). (Copper &
Aluminum Segment).
• Health & Safety Risk (Possible non-compliance with Health & Safety rules). (Copper & Aluminum
Segment).
• Risk of application of GDPR provisions (Copper & Aluminum Segment).
• Risk of an increase in contractor’s staff due to new investments (Copper & Aluminum Segment).
5. Legal risk, related to the risk of:
• Pending legal claims against third parties.
• Legal claims of third parties.
In the exercise of our responsibilities on the above-mentioned issues, we have not identified any
weaknesses that need to be improved.
D) Sustainable development policy followed by the Company
In accordance with the provisions of article 44 par. 1 of Law 4449/2017, as replaced by the provisions of
article 74 par. 4 case 9 of L.4706/2020, the Audit Committee is obliged to include in the annual report of
the proceedings to the Ordinary General Meeting also a description of the sustainable development policy
followed by the Company.
Large modern companies implement a Sustainable Development Policy, in accordance with the
international best practice. This policy empowers companies, gives them a social dimension and
perspective for the future and makes them real cells of the national economy.
The Company and consequently the ELVALHALCOR Group, following the policy of the broader VIOHALCO
group, implements a Sustainable Development Policy and seeks, over time, to create value for its
participants, i.e. shareholders, customers, employees and society in general.
To achieve this goal, the Group places particular emphasis on, among others, the training and
development of human resources, health and safety at work, as well as respect for the environment,
following the principles of sustainable operation and development.
The Sustainable Development Policy of the Company reflects the approach and commitment of the
Management to the issues of sustainable development and responsible operation. Responsible operation
is a continuous commitment to action of substance, in order to generate value for all stakeholders that
meet the modern needs of society and contribute in general to its prosperity. The Company has a specific
Annual Financial Report of 31st December 2022
72
strategy, which focuses on the important issues related to its activity and seeks its continuous responsible
development, focusing on the critical pillars of business responsibility: Economy, Society, Environment.
Sustainable development policy is an integral part of the Company's business practice model and culture.
In the context of the implementation of Sustainable Development policy, the Company develops activities,
among others, in the following areas:
a) Staff health and safety
The Company has set as an unnegotiable priority and primary concern the protection of the health and
safety of its staff. In the context of the implementation of this policy, the Company has established every
best international practice that contributes to the reinforcement and improvement of the safety culture
and the achievement of the goal of "zero accidents" and at the same time organizes training programs,
both for the knowledge of the risks in the production process and for the cultivation of a common
consciousness and safety behaviour among employees.
Promoting the protection of health as a maximum good, the Company treats the current situation,
regarding the COVID-19 pandemic, with due seriousness, aiming at the health and safety of the
employees.
b) Training and development of human resources
The Company recognizes the decisive contribution of the staff in its successful business path so far. The
great experience, the high specialization, the know-how and the creativity of the staff support the course
of the Company for a stable, dynamic and continuous development. The Company attaches great
importance to the objective evaluation of the staff, to the detection and development of talent, as well
as to the continuous training, designing and implementing training programs of high added value. The
Company encourages professional development and makes the most of the knowledge and skills of the
staff. The Academy of the Company, which has been operating for five years, aims to effectively develop
the skills, knowledge and know-how of employees, through educational programs, which are based on
structured methodology, selected subjects and educational material that meet specific needs and cover
a wide range of knowledge fields. Within the Academy, in the year 2022, educational programs were
implemented giving the opportunity to participants to take part and reap the benefits of learning provided
by highly qualified instructors. Some of these programs were implemented on a recurring basis.
c) Responsibility for society
The Company seeks the sustainability of the local community and therefore maintains a bilateral,
continuous cooperation with it. The Company draws from the local community that operates a significant
part of its needs in human resources and suppliers. Of the total workforce, a significant part concerns
workers from local communities, thus contributing to the local and national economy.
Regarding the Company’s social contribution initiatives, notable are the support of vulnerable groups, the
strengthening of local health centers and hospitals with the provision of appropriate equipment, the
response to emergencies (e.g. natural disasters), the voluntary blood donations in the facilities are noted,
Annual Financial Report of 31st December 2022
73
donations to charities, support to schools, sports and cultural organizations and other initiatives that
promote common values for progress, development and social contribution.
d) Environmental protection
For the Company, the protection of the environment is a key element of its Sustainable Development
Policy and is a key pillar of its business strategy, which is adjusted to the ever changing international
business environment. Environmental awareness is expressed through targeted, environmental
protection investments and systematic and daily practices, which combine responsible environmental
management with the effort to constantly reduce the environmental footprint. In the context of
environmental protection, the Company implements the current legislation and in particular:
• Implements targeted environmental management programs (e.g. energy saving programs, actions
and initiatives to reduce air emissions, etc.).
• It seeks the rational use of raw materials and natural resources (e.g. rainwater, etc.) and promotes
the recycling of aluminium and copper.
• Implements an integrated waste management system (with emphasis on prevention to avoid their
production).
• Monitors technology developments and regularly upgrades environmental protection
infrastructure.
• Provides for the continuous training and awareness of employees on environmental issues.
• Ensures that there is an appropriate risk analysis and incident response organization.
The Company has adopted an environmental management policy to protect the environment from its
operation.
e) Protection of personal data
We found that the Company respects the protection of personal data not only as an obligation of legal compliance
with the General Regulation of Personal Data Protection but also takes appropriate measures in accordance with
the provisions of the General Regulation of Personal Data Protection (EU) 679/2016 and the implementing internal
law 4624/2019. In order to harmonize with international standards and best practices, the Company has
adopted a Personal Data Protection Policy of employees, customers, suppliers and partners by setting
specific roles, procedures and mechanisms for the full range of activities. At the same time, ensuring the
appropriate technological means, planning its processes with a view to protecting from the outset and
planning of business activities and information systems, but also the formation of a similar culture is a
primary concern and goal of continuous improvement but also for added value and the competitive
advantage it offers to the Company. The protection of personal data is a commitment.
f) Corporate governance
The Company, recognizing the importance of corporate governance principles but also the advantages
deriving from their adoption, follows international best practices and international standards that apply
Annual Financial Report of 31st December 2022
74
in its areas of activity, in order to maximize the benefit for its shareholders and the production of value in
general for all participants and for society as a whole.
As a listed company on the Athens Stock Exchange, it implements the current corporate governance
legislation. In order to enhance corporate transparency and control mechanisms, effective management
and optimal operational efficiency, the Company implements an Internal Operating Regulation and has
adopted the Hellenic Corporate Governance Code issued by the Hellenic Corporate Governance Council
(HCGC) of June 2021. In addition, the Code of Ethics and Business Ethics, the Code of Conduct for Suppliers
/ Partners of the Company and the Business Ethics and Anti-Corruption Policy reflect its commitment and
position on the issues of transparency, anti-corruption and gift. The Company's exposure to the risk of
corruption is systematically monitored.
It is pointed out that in order to achieve the above mentioned objectives of the Sustainable Development
policy, the Company has established and operates the following Directorates, which are fully staffed with
sufficient and appropriate staff:
• Directorate of Health and Safety.
• Environment Department.
• Directorate of Sustainable Development.
• Human Resources Department.
• Directorate of Quality Assurance and Environment.
We remain at your disposal for any additional information or clarification.
With kind regards,
THE CHAIRMAN
THE MEMBERS
_______________
Vasileios Loumiotis
_________________
Ploutarchos Sakellaris
____________________
Aikaterini-Nafsika Kantzia
PricewaterhouseCoopers SA, T: +30 210 6874400, www.pwc.gr
Athens: 260 Kifissias Avenue, 15232 Halandri, Greece | T:+30 210 6874400
270 Kifissias Avenue, 15232 Halandri, Greece | T:+30 210 6874400
Thessaloniki: 16 Agias Anastasias & Laertou, 55535 Pylaia, Greece | Τ: +30 2310 488880
Ioannina: 2 Plateia Pargis (or 23 Pyrsinella), 1st floor, 45332
Patra: 2A 28is Oktovriou & Othonos Amalias, 26223
[Translation for the original text in Greek]
Independent auditor’s report
To the Shareholders of “Elvalhalcor Hellenic Coppers and Aluminium Industry SA”
Report on the audit of the separate and consolidated financial statements
Our opinion
We have audited the accompanying separate and consolidated financial statements of Elvalhalcor
Hellenic Coppers and Aluminium Industry SA (Company and Group) which comprise the separate and
consolidated statement of financial position as of 31 December 2022, the separate and consolidated
income statement and statement of comprehensive income, statement of changes in equity and cash
flow statements for the year then ended, and notes to the separate and consolidated financial
statements, including a summary of significant accounting policies.
In our opinion, the consolidated financial statements present fairly, in all material respects the separate
and consolidated financial position of the Company and the Group as at 31
st
December 2022, their
separate and consolidated financial performance and their separate and consolidated cash flows for
the year then ended in accordance with International Financial Reporting Standards, as adopted by
the European Union and comply with the statutory requirements of Law 4548/2018.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs), as they have
been transposed into Greek Law. Our responsibilities under those standards are further described in
the Auditor’s responsibilities for the audit of the separate and consolidated financial statements section
of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
During our audit we remained independent of the Company and the Group in accordance with the
International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants
(IESBA Code) that has been transposed into Greek Law, and the ethical requirements of Law
4449/2017 and of Regulation (EU) No 537/2014, that are relevant to the audit of the separate and
consolidated financial statements in Greece. We have fulfilled our other ethical responsibilities in
accordance with Law 4449/2017, Regulation (EU) No 537/2014 and the requirements of the IESBA
Code.
2 of 7
We declare that the non-audit services that we have provided to the Company and its subsidiaries are
in accordance with the aforementioned provisions of the applicable law and regulation and that we
have not provided non-audit services that are prohibited under Article 5(1) of Regulation (EU) No
537/2014.
The non-audit services that we have provided to the Company and its subsidiaries, in the period from
1
st
January 2022 to 31
st
December 2022 during the year ended as at 31 December 2022, are
disclosed in the note 32 to the separate and consolidated financial statements.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the separate and consolidated financial statements of the current period. These matters
were addressed in the context of our audit of the separate and consolidated financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters
Key audit matter
How our audit addressed the key audit matter
Loan Liabilities
(Separate and Consolidated financial
statements)
As disclosed in Note 22 of the attached financial
statements, as at 31
st
December 2022 the
Group had loan liabilities amounting to Euro 991
million, of which amount Euro 127,9 million
related to instalments of long-
term and
syndicated loans and finance lease liabilities,
expiring in the short-
term as at the balance
sheet date.
The contracts of the long-term syndicated loans
co
ntain financial covenants and other terms,
such as change of control clauses.
As disclosed in Note 22 of the attached financial
statements, in 2022 the Group has obtained
new loan contracts of Euro 153,6 million.
For the evaluation of refinancing and the
available future cash flows of the Group,
management applied assumptions and
estimates. The risk of non-
compliance to the
terms of the loan agreements was considered a
significant audit risk. For these reasons, we
consider this area to be a key audit matter.
We performed the following audit procedures:
• We obtained the agreements of the long term and
syndicated loans and gained understanding of the
terms of the agreements.
• We recomputed financial loan covenants ratios and
confirmed the assessment of the management in
relation to compliance with those covenant ratios.
• We examined the accounting classification of the
new and amended contract relating to the main
loans.
• We tested the key assumptions used by the Group
in the future cash flows. We utilised our internal
valuation experts to assess the reasonableness of
the assumptions used by management.
•
We assessed the reliability of management’s
forecast by reviewing actual performance against
previous forecasts.
• We tested the mathematical accuracy of the cash
flow models and agreed relevant data to approved
financial budgets.
• We assessed management’s estimate as regards
the adequacy of future cash flows relating to the
repayment of loan obligations of the Group.
3 of 7
• As a result of our work, we did not identify
exceptions as regards, recognition, measurement
and classification of the loan liabilities and
considered that the assumptions and estimates of
management are within reasonable range. We
found that the related disclosures included in the
financial statements were adequate.
Other Information
The members of the Board of Directors are responsible for the Other Information. The Other
Information, which is included in the Annual Report in accordance with Law 3556/2007, is the
Explanatory Report of the Board of Directors, the Corporate Governance Report, the Non-financial
statements, the Statement of Members of the Board of Directors and the Report of the Board of
Directors (but does not include the financial statements and our auditor’s report thereon), which we
obtained prior to the date of this auditor’s report.
Our opinion on the separate and consolidated financial statements does not cover the Other
Information and except to the extent otherwise explicitly stated in this section of our Report, we do not
express an audit opinion or other form of assurance thereon.
In connection with our audit of the separate and consolidated financial statements, our responsibility is
to read the Other Information identified above and, in doing so, consider whether the Other Information
is materially inconsistent with the separate and consolidated financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated.
We considered whether the Board of Directors Report includes the disclosures required by Law
4548/2018 and the Corporate Governance Statement required by article 152 of Law 4548/2018 has
been prepared.
Based on the work undertaken in the course of our audit, in our opinion:
● The information given in the the Board of Directors’ Report for the year ended at 31
st
December
2022 is consistent with the separate and consolidated financial statements,
● The Board of Directors’ Report has been prepared in accordance with the legal requirements of
articles 150,151,153 and 154 of Law 4548/2018,
● The Corporate Governance Statement provides the information referred to items c and d of
paragraph 1 of article 152 of Law 4548/2018.
In addition, in light of the knowledge and understanding of the Company and Group and their
environment obtained in the course of the audit, we are required to report if we have identified material
misstatements in the Board of Directors’ Report and Other Information that we obtained prior to the
date of this auditor’s report. We have nothing to report in this respect.
Responsibilities of Board of Directors and those charged with governance for the separate and
consolidated financial statements
The Board of Directors is responsible for the preparation and fair presentation of the separate and
consolidated financial statements in accordance with International Financial Reporting Standards, as
adopted by the European Union and comply with the requirements of Law 4548/2018, and for such
4 of 7
internal control as the Board of Directors determines is necessary to enable the preparation of
separate and consolidated financial statements that are free from material misstatement, whether due
to fraud or error.
In preparing the separate and consolidated financial statements, the Board of Directors is responsible
for assessing the Company’s and Group’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of accounting unless
Board of Directors either intends to liquidate the Company and Group or to cease operations, or has
no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s and Group’s financial
reporting process.
Auditor’s responsibilities for the audit of the separate and consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the separate and consolidated
financial statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these separate and consolidated financial
statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
● Identify and assess the risks of material misstatement of the separate and consolidated financial
statements, whether due to fraud or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
● Obtain an understanding of internal control relevant to the audit 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 Company’s and Group’s internal control.
● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Board of Directors.
● Conclude on the appropriateness of Board of Directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company’s and Group’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related disclosures in the separate and
consolidated financial statements or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and Group to cease to continue
as a going concern.
● Evaluate the overall presentation, structure and content of the separate and consolidated
financial statements, including the disclosures, and whether the separate and consolidated
5 of 7
financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
● Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the Company
and Group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the separate and consolidated financial statements of the
current period and are therefore the key audit matters. We describe these matters in our auditor’s
report.
Report on other legal and regulatory requirements
1. Additional Report to the Audit Committee
Our opinion on the accompanying separate and consolidated financial statements is consistent with
our Additional Report to the Audit Committee of the Company.
2. Appointment
We were first appointed as auditors of the Company by the decision of the annual general meeting of
shareholders on 26/5/2017. Our appointment has been renewed annually by the decision of the
annual general meeting of shareholders for a total uninterrupted period of appointment of 5 years.
3. Operating Regulation
"The Company has an Operating Regulation in accordance with the content provided by the provisions
of article 14 of Law 4706/2020".
Assurance Report on the European Single Electronic Format
We have examined the digital files of ABC (hereinafter referred to as the “Company and / or Group”),
which were compiled in accordance with the European Single Electronic Format (ESEF) defined by
the Commission Delegated Regulation (EU) 2019/815, as amended by Regulation (EU) 2020/1989
(hereinafter “ESEF Regulation”), and which include the separate and consolidated financial statements
of the Company and the Group for the year ended December 31, 2022, in XHTML format
«213800EYWS2GY56AWP42-2022-12-31-el.xhtml», as well as the provided XBRL file
«213800EYWS2GY56AWP42-2022-12-31-el.zip» with the appropriate marking up, on the
aforementioned consolidated financial statements, including the other explanatory information (Notes
to the financial statements).
6 of 7
Regulatory framework
The digital files of the European Unified Electronic Format (ESEF) are compiled in accordance with
ESEF Regulation and 2020 / C 379/01 Interpretative Communication of the European Commission of
10 November 2020, as provided by Law 3556/2007 and the relevant announcements of the Hellenic
Capital Market Commission and the Athens Stock Exchange (hereinafter “ESEF Regulatory
Framework”).
In summary, this Framework includes the following requirements:
• All annual financial reports should be prepared in XHTML format.
• For consolidated financial statements in accordance with International Financial Reporting
Standards, the financial information stated in the Statement of Comprehensive Income, the
Statement of Financial Position, the Statement of Changes in Equity and the Statement of Cash
Flows, as well as the financial information included in the other explanatory information, should be
marked-up with XBRL 'tags', and 'block tag', according to the ESEF Taxonomy, as in force. The
technical specifications for ESEF, including the relevant classification, are set out in the ESEF
Regulatory Technical Standards.
The requirements set out in the current ESEF Regulatory Framework are suitable criteria for
formulating a reasonable assurance conclusion.
Responsibilities of the management and those charged with governance
The management is responsible for the preparation and submission of the separate and consolidated
financial statements of the Company and the Group, for the year ended December 31, 2022, in
accordance with the requirements set by the ESEF Regulatory Framework, as well as for those
internal controls that management identifies as necessary, to enable the compilation of digital files free
of material error due to either fraud or error.
Auditor’s responsibilities
Our responsibility is to plan and carry out this assurance work, in accordance with no. 214/4 /
11.02.2022 Decision of the Board of Directors of the Hellenic Accounting and Auditing Standards
Oversight Board (HAASOB) and the "Guidelines in relation to the work and the assurance report of the
Certified Public Accountants on the European Single Electronic Format (ESEF) of issuers with
securities listed on a regulated market in Greece" as issued by the Board of Certified Auditors on
14/02/2022 (hereinafter "ESEF Guidelines"), providing reasonable assurance that the separate and
consolidated financial statements of the Company and the Group prepared by the management in
accordance with ESEF comply in all material respects with the applicable ESEF Regulatory
Framework.
Our work was carried out in accordance with the Code of Ethics for Professional Accountants of the
International Ethics Standard Board for Accountants (IESBA Code), which has been transposed into
Greek Law and in addition we have fulfilled the ethical responsibilities of independence, according to
Law 4449/2017 and the Regulation (EU) 537/2014.
7 of 7
The assurance work we conducted is limited to the procedures provided by the ESEF Guidelines and
was carried out in accordance with International Standard on Assurance Engagements 3000,
“Assurance Engagements other than Audits or Reviews of Historical Financial Information''.
Reasonable assurance is a high level of assurance, but it is not a guarantee that this work will always
detect a material misstatement regarding non-compliance with the requirements of the ESEF
Regulation.
Conclusion
Based on the procedures performed and the evidence obtained, we conclude that the separate and
consolidated financial statements of the Company and the Group for the year ended December 31,
2022, in XHTML file format «213800EYWS2GY56AWP42-2022-12-31-el.xhtml», as well as the
provided XBRL file «213800EYWS2GY56AWP42-2022-12-31-el.zip» with the appropriate marking up,
on the aforementioned consolidated financial statements, including the other explanatory information,
have been prepared in all material respects, in accordance with the requirements of the ESEF
Regulatory Framework.
Athens, 7 March 2023
The Certified Auditor Accountant
PricewaterhouseCoopers S.A.
Certified Auditors – Accountants
260, Kifissias Avenue
152 32 Halandri Socrates Leptos-Bourgi
SOEL Reg. 113 SOEL Reg. No 41541
Annual Financial Report of 31st December 2022
82
ANNUAL FINANCIAL STATEMENTS (GROUP AND COMPANY) AS AT 31
DECEMBER 2022 ACCORDING TO INTERNATIONAL FINANCIAL REPORTING
STANDARDS
THE VICE-CHAIRMAN OF
THE BOARD OF DIRECTORS
THE GENERAL MANAGER OF
THE ALUMINIUM SEGMENT
AND MEMBER OF THE BOD
THE GENERAL MANAGER OF
THE COPPER SEGMENT AND
MEMBER OF THE BOD
THE GROUP CHIEF
FINANCIAL OFFICER
DIMITRIOS KYRIAKOPOULOS
ID Card No. AK 695653
NIKOLAOS KARAMBATEAS
ID Card No. AK 121870
PANAGIOTIS LOLOS
ID Card No. ΑΗ 131173
SPYRIDON KOKΚOLIS
ID Card No. AN 659640
Reg.Nr. A’ Class 20872
ELVALHALCOR SA
G.C.Registry.: 303401000
SA Registry No: 2836/06/B/86/48
SEAT: Athens Tower, Building B, 2-4Mesogeion Avenue
Annual Financial Report of 31st December 2022
83
I. Statement of Financial Position
GROUP
COMPANY
Amounts in EUR thousand
Note:
2022
2021
2022
2021
ASSETS
Non-current assets
Property, plant and equipment
10
1,031,678
967,684
769,171
685,581
Right of Use of Assets
33
18,627
22,021
15,930
16,989
Intangible assets and goodwill
11
77,428
89,929
70,130
70,329
Investment property
12
20,840
3,244
33,946
17,499
Investment in Subsidiaries
13
-
-
244,131
269,353
Investments in Equity - accounted investees
13
23,057
29,964
12,417
30,417
Other investments
14
5,261
4,231
4,994
4,189
Deferred tax assets
15
-
1,679
-
-
Derivatives
18
29,557
-
29,557
-
Trade and other receivables
17
15,203
5,048
42,487
2,890
1,221,651
1,123,801
1,222,764
1,097,248
Current assets
Inventories
16
861,922
697,605
578,627
436,739
Trade and other receivables
17
316,489
298,321
258,260
251,758
Loan Receivables
34
4,500
5,746
7,500
8,746
Derivatives
18
16,205
14,125
14,522
11,037
Cash and cash equivalents
19
35,195
91,144
17,675
57,242
Assets held for sale
36
77,867
-
26,634
-
1,312,177
1,106,941
903,219
765,522
Total assets
2,533,828
2,230,742
2,125,984
1,862,770
EQUITY
Share capital
20
146,344
146,344
146,344
146,344
Share premium
20
65,030
65,030
65,030
65,030
Reserves
20
322,838
291,419
316,952
287,424
Retained earnings/(losses)
429,894
286,426
324,149
226,629
Equity attributable to owners of the Company
964,107
789,219
852,475
725,428
Non-controlling interests
14,264
19,098
-
-
Total equity
978,372
808,316
852,475
725,428
LIABILITIES
Non-current liabilities
Loans and borrowings
22
778,250
662,111
712,604
599,191
Lease Liabilities
22
5,442
10,392
3,611
6,543
Derivatives
18
1,249
3,205
1,249
3,205
Deferred tax liabilities
15
61,957
57,006
42,609
46,963
Employee benefits
23
11,795
12,585
7,844
8,836
Grants
24
14,210
15,233
8,440
9,044
Provisions
25
1,590
1,608
1,411
1,411
Trade and other payables
26
14,073
11,695
14,073
11,495
888,565
773,835
791,840
686,687
Current liabilities
Trade and other payables
26
384,495
412,266
312,772
319,647
Contract liabilities
8,386
9,267
1,727
4,562
Current tax liabilities
15
39,025
18,093
30,839
15,685
Loans and borrowings
22
202,704
200,910
126,195
104,801
Lease Liabilities
22
4,357
4,785
3,506
3,412
Derivatives
18
6,650
3,108
6,520
2,439
Provisions
25
162
162
110
110
Liabilities direclty associated with the assets held for sale
36
21,113
-
-
-
666,892
648,591
481,668
450,655
Total liabilities
1,555,457
1,422,425
1,273,509
1,137,342
Total equity and liabilities
2,533,828
2,230,742
2,125,984
1,862,770
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
84
II. Income Statement
GROUP
COMPANY
Amounts in EUR thousand
Note:
2022
2021
2022
2021
Revenue
6
3,714,015
2,883,042
2,616,208
1,969,822
Cost of sales
8
(3,361,692)
(2,648,216)
(2,385,552)
(1,820,663)
Gross profit
352,323
234,826
230,655
149,159
Other Income
7
34,956
15,636
22,418
12,869
Selling and Distribution expenses
8
(34,441)
(28,455)
(13,679)
(11,370)
Administrative expenses
8
(65,496)
(61,761)
(39,241)
(43,420)
Impairment loss on receivables
17
(1,626)
(489)
(5,271)
(131)
Other Expenses
7
(29,467)
(12,846)
(20,275)
(8,554)
Operating profit / (loss)
256,250
146,909
174,607
98,554
Finance Income
9
535
279
646
446
Finance Costs
9
(42,210)
(31,266)
(34,036)
(24,434)
Dividends
138
113
22,721
2,822
Net Finance income / (cost)
(41,537)
(30,873)
(10,669)
(21,166)
Share of profit/ (loss) of equity-accounted
investees, net of tax
13
(2,704)
89
-
-
Impairment in participations and Goodwill
13
(12,186)
(5,865)
(33,958)
(9,535)
Profit/ (loss) for distribution in kind
-
22,157
-
32,603
Profit/(Loss) before income tax
199,823
132,417
129,980
100,456
Income tax expense
15
(37,934)
(18,502)
(18,485)
(12,211)
Profit/(Loss) for the year
161,889
113,915
111,495
88,245
Attributable to:
Owners of the Company
159,286
111,689
111,495
88,245
Non-controlling Interests
2,603
2,226
-
-
161,889
113,915
111,495
88,245
Earnings per share
0,42449
0,29765
0,29713
0,23517
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
85
III. Statement of Other Comprehensive Income
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Profit/Loss (-) from continuing operations
161,889
113,915
111,495
88,245
Items that will never be reclassified to profit or loss
Remeasurements of defined benefit liability
1,457
(343)
1,378
(335)
Equity investments in FVOCI - net change in fair value
310
2
310
-
Other movements
(8)
-
-
-
Related tax
(383)
102
(371)
74
Total
1,376
(239)
1,316
(262)
Items that are or may be reclassified to profit or loss
Foreign currency translation differences
(112)
(132)
-
-
Cash flow hedges – effective portion of changes in fair value
35,138
3,300
40,096
4,144
Cash flow hedges – reclassified to profit or loss
(3,977)
(433)
(7,412)
(2,033)
Share of other comprehensive income of equity-accounted investees
(35)
49
-
-
Related tax
(7,164)
(476)
(7,190)
(422)
Total
23,851
2,309
25,493
1,689
Total comprehensive income / (expense) after tax
25,227
2,069
26,809
1,427
Total comprehensive income
187,116
115,984
138,304
89,672
Total comprehensive income attributable to:
Owners of the Company
184,753
113,654
138,304
89,672
Non-controlling interests
2,363
2,330
-
-
187,116
115,984
138,304
89,672
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
86
IV. Statement of Changes in Equity
GROUP
Amounts in EUR thousand
Share capital
Share
premium
Acquisition
Reserve
Other
reserves
Retained
earnings
Translation
Reserves
Total
Non-
Controlling
Interest
Total
Equity
Balance as at 1 January 2022
146,344
65,030
46,144
246,847
286,426
(1,572)
789,219
19,098
808,316
Total comprehensive income
Profit for the period
-
-
-
-
159,286
-
159,286
2,603
161,889
Other comprehensive income
-
-
-
24,239
1,340
(112)
25,467
(240)
25,227
Total comprehensive income
-
-
-
24,239
160,626
(112)
184,753
2,363
187,116
Transactions with owners of the
company
Acquisition of NCI
-
-
-
-
1,413
(21)
1,393
(6,404)
(5,012)
Transfer of reserves
-
-
-
7,313
(7,313)
-
-
-
-
Dividend
-
-
-
-
(11,257)
-
(11,257)
(792)
(12,049)
Total transactions with owners of the
Company
-
-
-
7,313
(17,157)
(21)
(9,865)
(7,196)
(17,061)
Balance as at 31 December 2022
146,344
65,030
46,144
278,399
429,894
(1,705)
964,107
14,264
978,372
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
87
Amounts in EUR thousand
Share capital
Share premium
Acquisition
Reserve
Other
reserves
Retained
earnings
Tranlsation
Reserves
Total
Non-
Controlling
Interest
Total Equity
Balance as at 1 January 2021
146,344
65,030
69,588
242,643
248,019
(1,440)
770,183
14,352
784,535
Total comprehensive income
Profit for the period
-
-
-
-
111,689
-
111,689
2,226
113,915
Other comprehensive income
-
-
-
2,392
(295)
(132)
1,965
104
2,069
Total comprehensive income
-
-
-
2,392
111,394
(132)
113,654
2,330
115,984
Transactions with the shareholder's
directly in equity
Transfer of reserves
-
-
(23,444)
1,809
21,634
-
-
-
-
Dividend
-
-
-
-
(94,620)
-
(94,620)
-
(94,620)
Change in ownership interests
-
-
-
3
(2)
-
1
2,416
2,417
Total transactions with owners of the
Company
-
-
(23,444)
1,812
(72,987)
-
(94,619)
2,416
(92,203)
Balance as at 31 December 2021
146,344
65,030
46,144
246,847
286,426
(1,572)
789,219
19,098
808,316
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
88
COMPANY
Amounts in EUR thousand
Share capital
Share premium
Acquisition Reserve
Other reserves
Retained earnings
Total
Balance as at 1 January 2022
146,344
65,030
49,843
237,581
226,630
725,428
Total comprehensive income
Profit for the period
-
-
-
-
111,495
111,495
Other comprehensive income
-
-
-
25,493
1,316
26,809
Total comprehensive income
-
-
-
25,493
112,811
138,304
Transactions with owners of the company
Transfer of reserves
-
-
-
4,034
(4,034)
-
Dividend
-
-
-
-
(11,257)
(11,257)
Change in ownership interests
-
-
-
-
-
-
Total transactions with owners of the Company
-
-
-
4,034
(15,292)
(11,257)
Balance as at 31 December 2022
146,344
65,030
49,843
267,109
324,149
852,475
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
89
Amounts in EUR thousand
Share capital
Share premium
Acquisition Reserve
Other reserves
Retained earnings
Total
Balance as at 1 January 2021
146,344
65,030
83,153
235,892
208,478
738,898
Total comprehensive income
Profit for the period
-
-
-
-
88,245
88,245
Other comprehensive income
-
-
-
1,689
(262)
1,427
Total comprehensive income
-
-
-
1,689
87,984
89,672
Transactions with owners of the company
Transfer of reserves
-
-
(22,826)
-
22,826
-
Dividend
-
-
-
-
(94,620)
(94,620)
Change in ownership interests
-
-
(10,484)
-
1,961
(8,522)
Total transactions with owners of the
Company
-
-
(33,310)
-
(69,833)
(103,142)
Balance as at 31 December 2021
146,344
65,030
49,843
237,581
226,630
725,428
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
90
V. Cash flow statement
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Cash flows from operating activities
Gains of the period after tax
161,889
113,915
111,495
88,245
Adjustments for:
- Income tax
37,934
18,502
18,485
12,211
- Depreciation
70,215
68,770
46,681
46,987
- Amortization
1,371
1,226
685
649
- Amortization of grants
(1,673)
(1,593)
(1,254)
(1,202)
- Net finance costs
41,675
30,987
33,391
23,987
- Dividends income
(138)
(113)
(22,721)
(2,822)
- Share of profit of equity-accounted investees, net of tax
2,704
(89)
-
-
- Reversal of dividend in kind
-
(22,157)
-
(32,603)
- (Gain) / loss from sale of property, plant & equipment
(2,104)
558
(1,930)
(1,009)
- Loss from write-offs of property, plant & equipment
1,881
884
456
740
- (Reversal of) / Impairment of property, plant & equipment
6,794
2,057
6,357
2,057
- (Reversal of) / Impairment of intangibles and goodwill
5,070
5,865
-
-
- Unrealised (Gain) / Loss from valuation of derivatives
(376)
-
-
-
- (Reversal of) / Impairment loss on receivables and contract assets
1,626
696
5,271
131
- (Reversal of) / Impairment of inventories
6,103
(513)
3,143
-
- (Reversal of) / Impairment of investments
7,116
-
33,958
9,535
340,087
218,994
234,016
146,907
Changes in:
- Inventories
(170,420)
(193,319)
(145,031)
(127,923)
- Trade and other receivables
(27,119)
(43,148)
(55,378)
(29,620)
- Trade and other payables
(70,119)
68,425
(26,012)
52,502
- Contract liabilities
(881)
1,409
386
(1,865)
- Employee benefits
667
441
2,835
934
Cash generated from operating activities
72,214
52,803
10,816
40,935
Interest charges & related expenses paid
(37,488)
(27,277)
(29,926)
(21,371)
Income tax paid
(5,833)
(3,232)
(1,005)
(355)
Net Cash from / (used in) operating activities
28,892
22,294
(20,115)
19,209
Cash flows from investing activities
Purchase of property, plant and equipment
(153,955)
(145,519)
(129,614)
(106,794)
Purchase of intangible assets
(1,986)
(798)
(131)
(182)
Purchase of investment property
(18,139)
(18,139)
Proceeds from sale of property, plant & equipment
1,349
2,091
2,880
1,877
Dividends received
138
113
22,439
2,822
Interest received
483
253
646
446
Acquisition of financial assets and share capital increase in subsidiaries, associates
and joint-ventures
(4,970)
(5,255)
(9,825)
(37,456)
Cash transferred to held for sale
(3,434)
-
-
-
Acquisition of subsidiary, net of cash acquired
-
(20,223)
-
1,677
Net Cash flows used in investing activities
(180,514)
(169,337)
(131,743)
(137,610)
Cash flows from financing activities
Dividends paid
(11,257)
(9,381)
(11,257)
(9,381)
Dividends paid to minority
(792)
-
-
-
Proceeds from new borrowings
229,399
537,131
200,540
477,978
Repayment of borrowings
(113,049)
(320,289)
(70,099)
(303,383)
Payment of lease liabilities
(5,264)
(4,340)
(3,523)
(3,417)
Acquisition of non-controlling interests
(4,020)
-
(4,020)
-
Grant proceeds
656
1,227
650
1,219
Net cash flows from financing activities
95,672
204,349
112,291
163,016
Net (decrease)/ increase in cash and cash equivalents
(55,949)
57,305
(39,567)
44,616
Cash and cash equivalents at 1 January
91,144
33,838
57,242
12,627
Cash and cash equivalents at 31 December
35,195
91,144
17,675
57,242
The notes on pages 91 to 168 constitute an integral part of these Financial Statements.
Annual Financial Report of 31st December 2022
91
VI. Notes to the financial statements at 31.12.2022
1. Incorporation and Group Activities
ELVALHALCOR HELLENIC COPPER AND ALUMINIUM INDUSTRY S.A was created by the merger by absorption of
“ELVAL HELLENIC ALUMINIUM INDUSTRY S.A.” (hereinafter “ELVAL”) by the listed “HALCOR METAL WORKS S.A.”
(hereinafter “HALCOR”) with the 131569/30-11-2017 of the Ministry of Economy and Development.
The duration of the company has been set until 31.12.2200. It is listed on Athens Stock Exchange and is a subsidiary
of VIOHALCO S.A. The Company is registered at the Companies registry (Μ.Α.Ε.) with number 2836/06/B/86/48 and
at the General Electronic Commercial Registry (G.E.M.I) with registration number 303401000, and LEI:
213800EYWS2GY56AWP42.
These Financial Statements (the "Financial Statements") of the Company for the year ended on 31 December 2022
include the individual Financial Statements of ELVALHALCOR and the consolidated financial statements of
ELVALHALCOR (together the "Group"). The names of subsidiaries and affiliated companies are presented in Note
30 of the Financial Statements.
The Financial Statements of ELVALHALCOR Group are included in the consolidated Financial Statements of
VIOHALCO S.A/NV that is traded on the EURONEXT stock exchange in Belgium as well as in the Athens Exchange.
The principal activities of the Group lie in the processing of metals, and more specifically in the production,
manufacturing and trade and agency of products made of copper, copper alloys, aluminium, aluminium alloys and
zinc as well as from other metals or alloys, and any type of their products. The Group operates in Greece, in Bulgaria
and in Turkey.
The Company is located in Greece, 2-4 Mesogeion Ave., Athens Tower, Building B, 11525, Athens. The central offices
of the Company and its contact address are located at the 61 - 62
nd
km of "Athens-Lamia National Highway, Inofyta
(Pref. of Viotia), GR-32011. The company's website is www.elvalhalcor.com.
2. Basis of preparation of the Financial Statements
a) Compliance note
The Financial Statements have been prepared in accordance with the International Financial Reporting Standards
(IFRS), as adopted by the European Union.
The Financial Statements ended as at 31 December 2022 were approved for publication by the Company’s Board
of Directors on 7th of March, 2023 and remain under the approval of the General Assembly of Shareholders.
b) Measurement basis
The Financial Statements have been prepared in accordance with the historical cost principle except the following
assets and liabilities that are measured at fair value.
• Derivative financial instruments held for hedging purposes (fair value);
• Equity investments at FVOCI (fair value);
• Net defined benefit liability (present value of the obligation).
c) Functional currency and presentation currency
The functional and presentation currency of the Company is the euro. All amounts in the Financial Statements are
rounded to the nearest thousand, unless otherwise indicated. As such, due to rounding, figures shown as totals in
certain tables may not be arithmetic aggregations of the figures that precede them.
Annual Financial Report of 31st December 2022
92
d) Use of estimates and judgements
The preparation of financial statements is in line with I.F.R.S and requires from Management to make make
judgements, estimates and assumptions that affect the application of Group’s accounting policies and the reported
amounts of assets, liabilities, income and expenses. The actual results may differ from these estimates.
Management’s estimates and judgements are reviewed on an ongoing basis. Revisions to estimates are recognised
prospectively.
The following notes give information about judgements, assumptions and estimation uncertainties that have
significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next
financial year:
• Note 23 – Measurement of defined benefit obligations: key actuarial assumptions.
• Note 15 – Recognition of deferred tax assets, availability of future taxable profits against which carry forward
tax losses can be used.
• Note 11 & 13 – Impairment test: key assumptions underlying recoverable amounts.
• Note 27 (a) – Measurement of expected credit losses on trade receivables and contract assets: key
assumptions in the determination of expected loss rates
3. New Standards
New standards, amendments to standards and interpretations: Certain new standards, amendments to standards
and interpretations have been issued that are mandatory for periods beginning on or after 1 January 2022. The
Group’s evaluation of the effect of these new standards, amendments to standards and interpretations is as follows:
Standards and Interpretations effective for the current financial year
IFRS 16 (Amendment) ‘Covid-19-Related Rent Concessions’
The amendment extends the application period of the practical expedient in relation to rent concessions by one
year to cover rental concessions that reduce leases due only on or before 30 June 2022.
IAS 16 (Amendment) ‘Property, Plant and Equipment – Proceeds before Intended Use
The amendment prohibits an entity from deducting from the cost of an item of PP&E any proceeds received from
selling items produced while the entity is preparing the asset for its intended use. It also requires entities to
separately disclose the amounts of proceeds and costs relating to such items produced that are not an output of
the entity’s ordinary activities.
IAS 37 (Amendment) ‘Onerous Contracts – Cost of Fulfilling a Contract’
The amendment clarifies that ‘costs to fulfil a contract’ comprise the incremental costs of fulfilling that contract
and an allocation of other costs that relate directly to fulfilling contracts. The amendment also clarifies that, before
a separate provision for an onerous contract is established, an entity recognises any impairment loss that has
occurred on assets used in fulfilling the contract, rather than on assets dedicated to that contract.
Annual Financial Report of 31st December 2022
93
IFRS 3 (Amendment) ‘Reference to the Conceptual Framework’
The amendment updated the standard to refer to the 2018 Conceptual Framework for Financial Reporting, in order
to determine what constitutes an asset or a liability in a business combination. In addition, an exception was added
for some types of liabilities and contingent liabilities acquired in a business combination. Finally, it is clarified that
the acquirer should not recognise contingent assets, as defined in IAS 37, at the acquisition date.
Annual Improvements to IFRS Standards 2018–2020
IFRS 9 ‘Financial instruments’
The amendment addresses which fees should be included in the 10% test for derecognition of financial liabilities.
Costs or fees could be paid to either third parties or the lender. Under the amendment, costs or fees paid to
third parties will not be included in the 10% test.
IFRS 16 ‘Leases’
The amendment removed the illustration of payments from the lessor relating to leasehold improvements in
Illustrative Example 13 of the standard in order to remove any potential confusion about the treatment of lease
incentives.
IAS 41 ‘Agriculture’
The amendment has removed the requirement for entities to exclude cash flows for taxation when measuring
fair value under IAS 41.
Standards and Interpretations effective for subsequent periods
IFRS 17 ‘Insurance contracts’ and Amendments to IFRS 17 (effective for annual periods beginning on or after 1
January 2023)
IFRS 17 has been issued in May 2017 and, along with the Amendments to IFRS 17 issued in June 2020, supersedes
IFRS 4. IFRS 17 establishes principles for the recognition, measurement, presentation and disclosure of insurance
contracts within the scope of the Standard and its objective is to ensure that an entity provides relevant information
that faithfully represents those contracts. The new standard solves the comparison problems created by IFRS 4 by
requiring all insurance contracts to be accounted for in a consistent manner. Insurance obligations will be accounted
for using current values instead of historical cost.
IAS 1 (Amendments) ‘Presentation of Financial Statements’ and IFRS Practice Statement 2 ‘Disclosure of
Accounting policies’ (effective for annual periods beginning on or after 1 January 2023)
The amendments require companies to disclose their material accounting policy information and provide guidance
on how to apply the concept of materiality to accounting policy disclosures.
IAS 8 (Amendments) ‘Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting
Estimates’ (effective for annual periods beginning on or after 1 January 2023)
The amendments clarify how companies should distinguish changes in accounting policies from changes in
accounting estimates.
Annual Financial Report of 31st December 2022
94
IΑS 12 (Amendments) ‘Deferred tax related to Assets and Liabilities arising from a Single Transaction’ (effective
for annual periods beginning on or after 1 January 2023)
The amendments require companies to recognise deferred tax on transactions that, on initial recognition, give rise
to equal amounts of taxable and deductible temporary differences. This will typically apply to transactions such as
leases for the lessee and decommissioning obligations.
IFRS 17 (Amendment) ‘Initial Application of IFRS 17 and IFRS 9 – Comparative Information’ (effective for annual
periods beginning on or after 1 January 2023)
The amendment is a transition option relating to comparative information about financial assets presented on initial
application of IFRS 17. The amendment is aimed at helping entities to avoid temporary accounting mismatches
between financial assets and insurance contract liabilities, and therefore improve the usefulness of comparative
information for users of financial statements.
IAS 1 ‘Presentation of Financial Statements’ (Amendments) (effective for annual periods beginning on or after 1
January 2024)
● 2020 Amendment ‘Classification of liabilities as current or non-current’
The amendment clarifies that liabilities are classified as either current or non-current depending on the
rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the
entity or events after the reporting date. The amendment also clarifies what IAS 1 means when it refers to
the ‘settlement’ of a liability. The amendment has not yet been endorsed by the EU.
● 2022 Amendments ‘Non-current liabilities with covenants’
The new amendments clarify that if the right to defer settlement is subject to the entity complying with
specified conditions (covenants), this amendment will only apply to conditions that exist when compliance
is measured on or before the reporting date. Additionally, the amendments aim to improve the information
an entity provides when its right to defer settlement of a liability is subject to compliance with covenants
within twelve months after the reporting period.
The 2022 amendments changed the effective date of the 2020 amendments. As a result, the 2020 and
2022 amendments are effective for annual reporting periods beginning on or after 1 January 2024 and
should be applied retrospectively in accordance with IAS 8. As a result of aligning the effective dates, the
2022 amendments override the 2020 amendments when they both become effective in 2024. The
amendments have not yet been endorsed by the EU.
IFRS 16 (Amendment) ‘Lease Liability in a Sale and Leaseback’ (effective for annual periods beginning on
or after 1 January 2024)
The amendment clarifies how an entity accounts for a sale and leaseback after the date of the transaction. Sale and
leaseback transactions where some or all the lease payments are variable lease payments that do not depend on
an index or rate are most likely to be impacted. An entity applies the requirements retrospectively back to sale and
leaseback transactions that were entered into after the date when the entity initially applied IFRS 16. The
amendment has not yet been endorsed by the EU.
Annual Financial Report of 31st December 2022
95
4. Significant accounting policies
4.1 Basis of Consolidation
a. Business combination
The acquisitions of subsidiaries accounted under the purchase method on the date of acquisition, the date on which
control is transferred to the Group. Control power is the power of operating and financial policies of an enterprise
so as to benefit from the activity. In assessing control, the Group takes account of potential voting rights that
presently may be exercisable.
The goodwill arises from the acquisition of subsidiaries and constitutes the exceeding amount between the sum of
purchase price and the amount of the non-controlling participation to the acquired entity at the date of acquisition
and the fair value of the net assets acquired. If the sum of the total price paid, the non-controlling participation
recognized and the prior participation in the company is less than the fair value of the net assets then the difference
of a bargain purchase is recognized in the profit and loss.
Any expenses related to the acquisition are posted directly on the profit and loss. Any consideration transferred is
recognized at fair value at the acquisition date.
b. Subsidiaries
Subsidiaries are entities that the Group, directly or indirectly, controls their financial and operating policies.
Subsidiary companies are fully consolidated from the day control over them is acquired and cease to be
consolidated from the day this control is no longer exist. y. The financial statements of the subsidiaries are included
in the Consolidated Financial Statements from the date on which control commences until the date on which
control ceases.
In its financial statements, the Company measures holdings in subsidiaries at their acquisition cost less any
impairment of their value.
c. Accounting for transactions with non-controlling interest
Transactions with non-controlling interest that do not result in loss of control are accounted as transactions
between owners and their percentages and as a result no goodwill is recognized in these transations. Any difference
between the consideration paid and the carrying amount of the equity interests is accounted within equity. Any
gains or losses arising from the sale of equity interest to non-controlling interest are accounted directly to equity.
d. Non controlling interests
Non-controlling interests (NCI) are measured at fair value or at their proportionate share of the acquiree’s
identifiable net assets at the date of acquisition. This measurement is done on an acquisition by acquisition basis.
Changes in Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity
transactions.
e. Loss of control
Upon the loss of control, the Group derecognises the assets and liabilities of the subsidiary, any non-controlling
interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of
control is recognised in profit or loss. If the Group retains any interest in the previous subsidiary, then such interest
is measured at fair value at the date that control is lost. Subsequently it is accounted for as an investment in an
associate or as an available-for-sale financial asset depending on the level of influence retained.
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96
f. Investments in associates and joint ventures
Associated companies are companies over which the Group exercises significant influence, but not control, which,
in general, applies when the holding percentage in the voting rights ranges between 20% and 50%. A joint venture
is an arrangement in which ELVALHALCOR has joint control, whereby ELVALHALCOR has rights to the net assets of
the arrangement, rather than rights to its assets and obligations for its liabilities.
Investments in associates and joint ventures are accounted for using the equity method and recognized initially at
their acquisition cost. The Group’s investments in associates include goodwill identified on acquisition, net of any
accumulated impairment losses. In the consolidated financial statements, the Group represents the ratio of the
results and the total income after any changes in accounting principles to be comparable to those of the Group
from the date of obtaining significant influence until the date we lose it.
When the Group’s share of losses exceeds its interest in an investment in associate or joint venture the carrying
amount of that interest is reduced to zero and no recognition of further losses are recognized except to the extent
that the Group has an obligation or has made payments on behalf of the associate.
In the Company’s financial statements, investments in associates and joint ventures are recorded at cost minus any
impairment that may occur.
Ellimination of intercompany transactions
Inter-company transactions, balances and
96
ulfilment profits from transactions between Group companies are
eliminated in preparing the consolidated financial statements. Unrealised gains on transactions between associates
or joint ventures are eliminated against the Group’s stake in the affiliated company. The same applies to non-
realised losses, unless there are indications that the value of the assets that was transferred have been impaired.
Business combinations under common control
IFRS 3 “Business Combinations” does not apply to mergers of companies under common control and no guidance
from IFRS applies for such transactions. According to paragraphs 10 to 12 of IAS 8 “Accounting Policies, Changes in
Accounting Estimates and Errors” the Group selects to apply the method of acquisition as described in IFRS 3 for
such transactions, as stated above.
4.2 Foreign currency
a. Transactions in foreign currency
Transactions in foreign currencies are translated into the respective functional currencies of Group’s companies at
the exchange rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies are translated into functional currency at the
exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign
currency are translated into the functional currency at the exchange rate, when the fair value was determined.
Foreign currency gains and losses are recognized and classified in the Consolidated Statement of Profit or Loss
based on the nature of the related item of the Consolidated Statement of Financial Position.
Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange
rate at the date of the transaction.
Foreign currency differences arising from the translation of qualifying cash flow hedges to the extent that the
hedges are effective and investments in equity securities designated as at FVOCI are
96
ulfilment as Other
Comprehensive Income (OCI).
Annual Financial Report of 31st December 2022
97
Gains and losses from foreign exchange differences that arise from the settlement of such transactions are recorded
in the profit and loss statement and follow the respective income/ expense of such transaction.
b. Translation of financial statements of Group companies with different functional currency
The financial statements of Group companies (none of which has the currency of a hyperinflationary economy) that
have a functional currency different from the Group’s presentation currency are translated as follows:
• Assets and liabilities of foreign activities including goodwill and fair value adjustments arising during consolidation
are converted into Euro based on the official exchange rate for the foreign currency that is in effect on the balance
sheet date.
• Income and expenses are converted into Euro on the basis of the average rate of the foreign currency during the
year which approaches the exchange rate in effect on the date of transactions.
• Any foreign exchange difference that may arise is recorded in an equity reserve named “Foreign exchange
differences due to consolidation” through OCI and transferred to profit and loss when these companies are sold.
• When the Group disposes of only part of its investment in a subsidiary while retaining significant influence, the
relevant proportion of the cumulative amount is reclassified to non-controlling interest. When the Group disposes
of only part of an associate or joint venture while retaining significant influence or joint control, the relevant
proportion of the cumulative amount is reclassified to profit and loss.
4.3 Revenue
The Group and the Company recognize revenue from the following major sources:
• Sale of products;
• Rendering of services.
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 and the Company recognize revenue when it transfers control of a
product or service to a customer.
a) Sales of goods for Copper and Aluminium products
Income from sales of goods is
97
ulfilment when the control is transferred to the buyer. Indicatively, income from
sales of goods is recognized when the significant risks and rewards of ownership have been transferred to the buyer,
no performance obligations exist which could affect the acceptance of the goods by the buyer, the collection of the
price is reasonably secured, the relevant expenses and eventual returns of goods can be reliably measured, and no
continuous involvement in goods management applies. Any returns or turnover-related discounts are deducted
from the income from sales of goods. The terms defined on the contracts with customers are according to
Incoterms.
b) Rendering of services
Rendering of services is
97
ulfilment in the period in which the services are rendered, on the basis of the stage in
the completion of the actual service to the services as a whole.
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98
4.4 Employee benefits
A. Short-term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is
98
ulfilment for the
amount expected to be paid if Group and its companies have a present legal or constructive obligation to pay this
amount, as a result of past service provided by the employee and the obligation can be estimated reliably.
B. Defined contribution plans
Defined-contribution plans are plans for the period after the employee has ceased to work during which Group
pays a defined amount to a third legal entity without any other obligation. The accrued cost of definedcontribution
programs is recorded as an expense in the period that the related service is provided.
C. Defined benefit plans
Group’s and Company’s net obligation in respect of defined benefit plans is calculated separately for each plan by
estimating the amount of future benefit that employees have earned in the current and prior periods, discounting
that amount and deducting the fair value of any plan assets. The discount rate is based on high-quality corporate
bonds that are denominated in the currency in which the benefits will be paid. The calculation of defined benefit
obligations is performed annually by a qualified actuary using the projected unit credit method, while benefits are
attributed over the last 16 years before retirement of each employee. Remeasurements of the net defined benefit
liability, which comprise actuarial gains and losses, are
98
ulfilment immediately in OCI. The Group and the Company
determine the net interest expense on the net defined benefit liability for the period by applying the discount rate
used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined
benefit liability, taking into account any changes in the net defined benefit liability during the period as a result of
contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans are
98
ulfilment in profit or loss. When the benefits of a plan are changed or when a plan is curtailed, the resulting
change in benefit that relates to past service or the gain or loss on curtailment is
98
ulfilment immediately in profit
or loss. The Group and the Company
98
ulfilmen gains and losses on the settlement of a defined benefit plan when
the settlement occurs.
D. Termination benefits
Termination benefits are expensed at the earlier of when Group can no longer withdraw the offer of those benefits
and when the Group recognizes costs for a restructuring. If benefits are not expected to be settled wholly within
12 months of the reporting date, then they are discounted.
4.5 Government Grants
Grants from the government are recognized at their fair value where there is a reasonable assurance that the grant
will be received, and Group will comply with all attached conditions. Government grants relating to the purchase
of property, plant and equipment are included in non-current liabilities as deferred government grants and are
credited to the Consolidated Statement of Profit or Loss (line “Other income”) on a straight-line basis over the
expected useful lives of the related assets.
Government grants relating to costs are deferred and recognized in the statement of profit or loss over the period
necessary to match them with the costs that they are intended to compensate, except in case that the Group will
comply with all the attached conditions following the recognition of expense. In this case these grants are
recognized when they collected.
Annual Financial Report of 31st December 2022
99
4.6 Finance income and finance costs
Group finance income and finance costs mainly include:
• interest income;
• interest expense;
• dividend income;
• foreign currency gains and losses from loans and deposits.
Dividend income is
99
ulfilment in profit or loss on the date on which the right to receive payment is established.
Interest income or expense is
99
ulfilment using the effective interest method.
The “effective interest rate” is the rate that exactly discounts estimated future cash payments or receipts through
the expected life of the financial instrument to:
• the gross carrying amount of the financial asset; or
• the amortised cost of the financial liability.
In calculating interest income and expense, the effective interest rate is applied to the gross carrying amount of the
asset or to the amortised cost of the financial liability.
4.7 Income tax
Income tax expense comprises current and deferred tax. It is recognized in profit or loss except to the extent that
it relates to a business combination, or items recognized directly in equity or in OCI.
A. Current tax
Current tax comprised the expected tax payable or receivable on the taxable income or loss for the year and any
adjustment to the tax payable or receivable in respect of previous years. It is measured using tax rates enacted or
substantively enacted at the reporting date. Current tax also includes any tax arising from dividends.
Current tax assets and liabilities are offset only if certain criteria are met.
B. Deferred tax
Deferred tax is
99
ulfilment in respect of temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is determined
using the tax rates that are expected to apply to the period in which the asset will be liquidated, or the liability will
be settled. The determination of future tax rates is based on laws passed on the date the financial statements are
prepared.
Deferred tax is not
99
ulfilment for:
• Temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss;
• Temporary differences related to investments in subsidiaries, associates and joint arrangements to the
extent that Group is able to control the timing of the reversal of the temporary differences and it is probable
that they will not reverse in the foreseeable future; and
• Taxable temporary differences arising on the initial recognition of goodwill.
Deferred tax assets are
99
ulfilment for unused tax losses, unused tax credits and deductible temporary differences
to the extent that is probable that future taxable profits will be available against which they can be used. Deferred
Annual Financial Report of 31st December 2022
100
tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the
related tax benefit will be
100
ulfilme; such reductions are reversed when the probability of future taxable profits
improves.
Unrecognised deferred tax assets are reassessed at each reporting date and
100
ulfilment to the extent that is has
become probable that future taxable profits will be available against which they can be used. Deferred tax is
measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax
rates enacted or substantively enacted at the reporting date.
The measurement of deferred tax reflects the tax consequences that would follow from the manner in which Group
expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax
assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority.
4.8 Inventories
Inventories are valued at acquisition cost or net
100
ulfilment value, whichever is lower. Acquisition cost is
determined by applying the annual average weighted cost method and includes the cost to buy, produce or
manufacture and other expenses so as to acquire its current condition and location and the ratio of production
expenses. The cost may include any transfer from the cash flow hedging reserve. Net
100
ulfilment value is assessed
based on current sale prices of inventories in the course of ordinary activities, less any termination and sales
expenses that apply to the case.
The write-down of inventories to net
100
ulfilment value and any reversals are recognized in “Cost of sales” in the
period in which the write-downs occur.
4.9 Property, plant and equipment
A. Recognition and measurement
Non-current assets include Land, Buildings, Machinery, Transportation equipment, Furniture and other equipment.
Property, plant and equipment are presented at their acquisition cost less accumulated depreciation and
impairment. The acquisition cost includes all expenses that are directly associated with the asset’s acquisition or
self-construction. The cost of self-constructed fixed assets includes the cost of direct labour, materials and any
other cost that is required for the fixed asset to be ready for use as well as any borrowing costs. Cost may also
include transfers from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchases of
property, plant and equipment.
Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the
expenditure will flow to the Group. Repair and maintenance costs are recorded in the Consolidated Statement of
Profit or Loss when these are incurred.
The book value of a tangible asset is recorded down to its net
100
ulfilment value when its book value exceeds its
recoverable amount.
On the sale of property, plant and equipment, any difference that may arise between the price that is received and
the carrying value thereof is recorded through profit or loss in the category “Other income (expenses)”.
B. Depreciation
Plots – lots (Land) and assets under construction are not depreciated. Depreciation of other tangible assets is
calculated using the straight-line method during the estimated useful life of fixed assets and their segments if they
have a different useful life. The estimated useful life of these categories is as follows:
Annual Financial Report of 31st December 2022
101
- Buildings 20-50 years
- Machinery & equipment 1-40 years
- Transportation equipment 4-15 years
- Furniture and fixtures 1-8 years
Residual value and the useful life of tangible assets are subject to re-examination on each balance sheet date, if
deemed necessary.
C. Reclassification to investment property
When the use of a property changes from owner-occupied to investment property, the property is reclassified
accordingly. The item is reclassified at its net book value at the date of reclassification which becomes its deemed
cost for subsequent accounting purposes.
D. Reclassification to assets held for sale
Non-current assets and disposal group of assets are reclassified as held for sale if their carrying amount will be
recovered principally through a sale transaction rather than continuing use.
4.10 Intangible assets
A. Recognition and measurement and amortization
Intangible assets acquired separately are recognized at acquisition cost while any intangible assets acquired
through the purchase of entities are recognized at their fair value on acquisition date. After acquisition they are
valued at that amount less accumulated depreciation and any accumulated impairment losses. The useful life of
intangible assets may be finite or indefinite. The cost of intangible assets with a definite useful life is
depreciated over the estimated useful life using the straight-line method. Intangible assets are depreciated from
the date they become available for use.
Intangible assets with indefinite useful life are not depreciated but are subject periodically (at least annually) to an
estimate of any impairment based on the provisions of IAS 36 “Impairment of Assets”. Residual values are not
recognized. The useful life of intangible assets is evaluated on an annual basis. Intangible assets are tested for
impairment at least annually individually or at cash-generating unit level.
Goodwill do not amortized although measured to its carrying amount less any impairment losses.
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific
asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands,
is 101ulfilment in profit or loss as incurred.
4.11 Investment property
Investment property includes properties held by the Group to earn long term rentals and cannot be own used.
Investment property is initially measured at cost less any accumulated despeciation. If the net book value of the
investment property exceeds its recoverable amount, the difference is posted as an impairment in the Statement
of Profit and Loss.
The land-plots included in the investment property are not depreciated. The depreciation of the buildings are
calculated on a straight-line method based on their useful life varies from 20 to 50 years.
Any gain or loss on disposal of investment property (calculated as the difference between the net proceeds from
disposal and the carrying amount of the item) is recognized in the profit or loss as incurs.
Annual Financial Report of 31st December 2022
102
Rental income from investment property is recognized as other revenue on a straight line basis over the term of
the lease.
4.12 Assets Held for sale
Assets, or disposal groups comprising assets and liabilities, are classified as held-for-sale if it is highly probable that
they will be recovered primarily through sale rather than through continuing use. Such assets, or disposal groups,
are generally measured at the lower of carrying amount and fair value minus costs to sell. Impairment losses on
initial classification as held-for-sale and subsequent gains and losses on remeasurement are
102
ulfilment in profit
or loss.
Once classified as held-for-sale, intangible assets and property, plant and equipment are no longer amortised or
depreciated, and any equity-accounted investee is no longer equity accounted.
4.13 Financial instruments
A. Recognition and initial measurement
Trade receivables are initially recognized when they are originated. All other financial assets and financial liabilities
are initially recognized when the Group and the Company becomes a party to the contractual provisions of the
instrument.
A financial asset (unless it is a trade receivable without a significant financing component that is initially measured
at the transaction price) is initially measured at fair value plus, for an item not at FVTPL, transaction costs that are
directly attributable to its acquisition. A trade receivable without a significant financing component is initially
measured at the transaction price.
B. Classification and subsequent measurement
Financial assets
On initial recognition, a financial asset is classified as measured at:
• amortized cost; FVOCI
• debt investment; FVOCI
• equity investment
• or FVTPL.
Financial assets are not reclassified subsequent to their initial recognition, unless the Group and the Company
changes its business model for managing financial assets, in which case all affected financial assets are reclassified
on the first day of the first reporting period following the change in the business model.
A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as
at FVTPL:
• it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
• its contractual terms give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
On initial recognition of an equity investment that is not held for trading, the Group and the Company may
irrevocably elect to present subsequent changes in the investment’s fair value in OCI. This election is made on an
investment-by investment basis.
Annual Financial Report of 31st December 2022
103
All financial assets (except derivatives held for hedging purposes) not classified as measured at amortised cost or
FVOCI as described above are measured at FVTPL. On initial recognition, the Group and the Company may
irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or
at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise
arise.
Financial assets – Subsequent measurement and gains and losses:
Financial assets at FVTPL
These assets are subsequently measured at fair value.
Net gains and losses, including any interest or dividend
income, are 103ulfilment in profit or loss.
Financial assets at amortised cost
These assets are subsequently measured at amortised
cost using the effective interest method. The amortised
cost is reduced by impairment losses. Interest income,
foreign exchange gains and losses and impairment are
103ulfilment in profit or loss. Any gain or loss on
derecognition is 103ulfilment in profit or loss.
Debt investments at FVOCI
These assets are subsequently measured at fair value.
Interest income calculated using the effective interest
method, foreign exchange gains and losses and
impairment are 103ulfilment in profit or loss. Other net
gains and losses are 103ulfilment in OCI. On
derecognition, gains and losses accumulated in OCI are
reclassified to profit or loss.
Equity investments at FVOCI
These assets are subsequently measured at fair value.
Dividends are 103ulfilment as income in profit or loss
unless the dividend clearly represents a recovery of
part of the cost of the investment. Other net gains and
losses are 103ulfilment in OCI and are never
reclassified to profit or loss.
Financial liabilities
Financial liabilities are classified as measured at amortised cost. All financial liabilities (except derivatives held for
hedging purposes) are subsequently measured at amortised cost using the effective interest method. Interest
expense and foreign exchange gains and losses are
103
ulfilment in profit or loss. Any gain or loss on derecognition
is also
103
ulfilment in profit or loss.
C. Derecognition
Financial assets
The Group and the Company derecognize a financial asset when:
• the contractual rights to the cash flows from the financial asset expire; or
• it transfers the rights to receive the contractual cash flows in a transaction:
Annual Financial Report of 31st December 2022
104
- in which substantially all of the risks and rewards of ownership of the financial asset are transferred; or
- in which the Group and the Company neither transfers nor retains substantially all of the risks and rewards
of ownership and it does not retain control of the financial asset.
Financial liabilities
The Group and the Company
104
ulfilment
104
a financial liability when its contractual obligations are discharged or
cancelled, or expire. Also,
104
ulfilment
104
a financial liability when its terms are modified and the cash flows of
the modified liability are substantially different, in which case a new financial liability based on the modified terms
is
104
ulfilment at fair value.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the
consideration paid (including any non-cash assets transferred or liabilities assumed) is
104
ulfilment in profit or loss.
D. Offsetting
Financial assets and financial liabilities are offset and the net amount presented in the Consolidated Statement of
Financial Position when, and only when, the Group and the Company currently have a legally enforceable right to
set off the amounts and they intend either to settle them on a net basis or to realise the asset and settle the liability
simultaneously.
E. Derivatives and hedge accounting
The Group and the Company hold derivative financial instruments in order to cover risks arising from changes in
prices of metals, fluctuations of foreign exchange rates, changes in interest rates on borrowings and gas. Derivatives
are initially measured at fair value; any directly attributable transaction costs are
104
ulfilment in profit or loss as
incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally
104
ulfilment in profit or loss, unless the instrument qualifies for cash flow hedge accounting.
i. Fair value hedge
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognized in the
Consolidated Statement of Profit or Loss, along with any changes in the fair value of the hedged asset or liability
that are attributable to the hedged risk.
ii. Cash flow hedge
The effective portion of changes in the fair value of derivatives designated as cash flow hedges is recognized in the
“Hedging reserve”. Any ineffective proportion is recognized immediately in profit or loss. The amounts recognized
in the “Hedging reserve” are reclassified to the Consolidated Statement of Profit or Loss when the hedged items
affect profit or loss. When a hedge item matures or is sold or when the hedge no longer meets the hedge accounting
criteria, hedge accounting is discontinued prospectively, amounts recorded in “Hedging reserve” the profits and
losses accrued to “Equity” remain as a reserve and are reclassified to profit or loss when the hedged asset affects
profit or loss. In the case of a hedge on a forecast future transaction which is no longer expected to occur, amounts
recorded in “Hedging reserve” are reclassified to profit and loss.
When hedge accounting for cash flows hedges is discontinued, the amount that has been accumulated in the
hedging reserve remains in equity until, for a hedge of a transaction resulting in the recognition of a non-financial
item, it is reclassified to profit and loss in the same period or periods as the hedged expected future cash flows.
If the hedged future cash flows are no longer expected to occur, then the amounts that have been accumulated in
the hedging reserve and the cost of hedging reserve are immediately reclassified to profit and loss.
Annual Financial Report of 31st December 2022
105
4.14 Share capital
Shareholder’s equity is composed of ordinary shares. Incremental costs directly attributable to the issue of
ordinary shares are ulfilment as a deduction from equity. Income tax relating to transaction costs of an equity
transaction is accounted in equity.
4.15 Provisions
Provisions are recognized when the Group has a present legal or constructive obligation which will probably
demand an outflow of resources for its settlement. In addition, the amount of this obligation should be reliably
measurable. Provisions are re-examined on each balance sheet date and, if it is likely that there will no longer be
an outflow of resources to settle the obligations, the provisions are reversed. Provisions are used only for the
purpose for which they were originally created. No provisions are recognized for future losses. Contingent assets
and contingent liabilities are not recognized in the financial statements.
When time value of money is significant, provisions are measured at their present value of the costs expected to
be incurred in order to settle the liability, using a pre-tax interest rate as a discount rate, reflecting current market
estimates for time value of money and other associated risks. The increase of provision-liability over time is
recognized as a financial expense.
4.16 Impairment
A. Non-derivative financial assets
The Group and the Company 105ulfilmen loss allowances for expected credit losses (ECLs) on:
• financial assets measured at amortised cost; and
• trade recevables
Loss allowances for trade receivables and contract assets are always measured at an amount equal to lifetime ECLs.
Lifetime ECLs are the ECLs that result from all possible default events over the expected life of trade receivables
and contract assets.
Group considers a financial asset to be in default when the borrower is unlikely to pay its credit obligations in full,
without recourse by Group’s companies to actions such as 105ulfilmen security (if any is held).
The maximum period considered when estimating ECLs is the maximum contractual period over which the Group’s
companies are exposed to credit risk.
Measurement of ECLs
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash
shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash
flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.
Presentation of allowance for ECL in the statement of financial position
Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of
the assets. Impairment losses related to trade and other receivables, including contract assets, are presented
separately in the statement of profit or loss and OCI.
Write-off
The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations of
recovering a financial asset in its entirety or a portion thereof. Group’s subsidiaries make an assessment on an
individual basis with respect to the timing and amount of write-off based on whether there is a reasonable
expectation of recovery. The Group and the Company expect no significant recovery from the amount written off.
Annual Financial Report of 31st December 2022
106
However, financial assets that are written off could still be subject to enforcement activities in order to comply with
the Group’s procedures for recovery of amounts due.
B. Non-financial assets
At each reporting date, the Group and the Company review the carrying amounts of their non-financial assets
(other than inventories and deferred tax assets) to determine whether there is any indication of impairment. If any
such indication exists, then the asset’s recoverable amount is estimated. Goodwill and intangible assets with
indefinite useful life is tested annually for impairment.
For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows
from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from
104 a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies
of the combination.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value
in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.
An impairment loss is
106
ulfilment if the carrying amount of an asset or CGU exceeds its recoverable amount.
Impairment losses are
106
ulfilment in profit or loss under “Other expenses”. They are allocated first to reduce the
carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets
in the CGU on a pro rata basis. An impairment loss in respect of goodwill is not reversed.
For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed
the carrying amount that would have been determined, net of depreciation or
106
ulfilment
106106
, if no
impairment loss had been
106
ulfilment.
4.17 Leases
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains,
a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group
uses the definition of a lease in IFRS 16.
The Group and the Company as a lessee
The Group and the Company
106
ulfilment a right-of-use asset and a lease liability at the lease commencement
date. The rightof-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred
and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the
site on which it is located, less any lease incentives received.
Subsequently they are measured at cost less any accumulated depreciation and impairment losses, and adjusted
for certain remeasurements of the lease liability. The right-of-use asset is depreciated using the straight-line
method from the commencement date to the end of the lease term, unless the lease transfers ownership of the
underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the
Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of
the underlying asset, which is determined on the same basis as those of property and equipment.
Annual Financial Report of 31st December 2022
107
The lease liability Is initially measured at the present value of the following lease payments:
• fixed payments (including in-substance fixed payments), less any lease incentives receivable ;
• variable lease payment that are based on an index or a rate ;
• amounts expected to be payable by the lessee under residual value guarantees ;
• the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
• payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease
payment made. It is remeasured if there is a modification that is not accounted for as a separate lease; when there
is a change in future lease payments arising from a change in an index or rate; a change in the estimate of the
amount expected to be payable under a residual value guarantee; and changes in the assessment of whether a
purchase or extension option is reasonably certain to be exercised or a termination option is reasonably certain not
to be exercised.
Lease liabilities and right-of-use assets are presented separately in the statement of financial position.
The Group and the Company have elected to present interest paid related to lease liabilities in the Consolidated
Statement of Cash Flows, within the line “Interest charges & related expenses paid” in operating activities.
The Group and the Company as a lessor
Leasing contracts in which the Group is a lessor are classified as financial or operating. The lease contracts of the
Group related exclusively to operating leases. Income from operating leases is recognized in the statement of profit
and loss on a straight line during the lease agreement.
4.18 Earnings per share
The Group presents both basic and diluted earnings per share for its common shares. The basic earnings per share
are calculated by dividing the profits or loss attributable to holders of common shares by the weighted average
number of outstanding common shares during the period.
Diluted earnings per share are determined by adjusting the profit or loss attributable to holders of common shares
and the weighted average number of outstanding common shares by the effect of all diluted eventual common
shares consisting of convertible notes and shares with options granted to the staff.
4.19 Fair value measurement
“Fair value” is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date in the principal or, in its absence, the most advantageous
market to which the Group has access at that date. The fair value of a liability reflects its non-performance risk.
A number of Group’s accounting policies and disclosures require the measurement of fair values, for both financial
and non-financial assets and liabilities.
When one is available, the Group measures the fair value of an instrument using the quoted price in an active
market for that instrument. A market is regarded as “active” if transactions for the asset or liability take place with
sufficient frequency and volume to provide pricing information on an ongoing basis.
If there is no quoted price in an active market, then the Group uses valuation techniques that maximise the use of
relevant observable inputs and
107
ulfilme the use of unobservable inputs. The chosen valuation technique
incorporates all of the factors that market participants would take into account in pricing a transaction.
Annual Financial Report of 31st December 2022
108
If an asset or a liability measured at fair value has a bid price and an ask price, then the Group measures assets and
long positions at a bid price and liabilities and short positions at an ask price. The best evidence of the fair value of
a financial instrument on initial recognition is normally the transaction price – i.e. the fair value of the consideration
given or received. If the Group determines that the fair value on initial recognition differs from the transaction price
and the fair value is evidenced neither by a quoted price in an active market for an identical asset or liability nor
based on a valuation technique for which any unobservable inputs are judged to be insignificant in relation to the
measurement, then the financial instrument is initially measured at fair value, adjusted to defer the difference
between the fair value on initial recognition and the transaction price. Subsequently, that difference is
108
ulfilment
in profit or loss on an appropriate basis over the life of the instrument but no later than when the valuation is wholly
supported by observable market data or the transaction is closed out.
5. Operating segments
An operating segment is based on the structure of the information to the Group’s management and internal
reporting system. The Group is organized into business centres and business units based on the production of
copper and aluminium products. In particular, it has two reportable operating segments. The operating segments
of the Group are as follows:
• Copper products: this segment produces and sells copper and copper alloys rolled and extruded products.
• Aluminium products: the aluminium segment produces and sell a wide range of aluminium products and
their alloys.
The segment analysis for the fiscal year 2022 considered as follows:
2022
Reportable segments
Amounts in EUR thousand
Aluminium
Copper
Total
Segment revenue
1,927,467
1,786,697
3,714,164
Inter-segment revenue
(15)
(135)
(149)
Total Revenue
1,927,453
1,786,562
3,714,015
Cost of Sales
(1,670,592)
(1,691,100)
(3,361,692)
Gross profit
256,861
95,462
352,323
Other Income
21,918
13,038
34,956
Selling and Distribution expenses
(24,095)
(10,346)
(34,441)
Administrative expenses
(39,575)
(25,921)
(65,496)
Impairment loss on receivables and contract assets
(729)
(897)
(1,626)
Other Expenses
(14,713)
(14,754)
(29,467)
Operating profit / (loss)
199,667
56,583
256,250
Finance Income
289
245
535
Finance Costs
(27,010)
(15,199)
(42,210)
Dividends
(45)
183
138
Net Finance income / (cost)
(26,766)
(14,772)
(41,537)
Share of profit/(loss) of equity accounted investees, net of tax
1,345
(4,049)
(2,704)
Impairment in participations and Goodwill
(2,367)
(9,819)
(12,186)
Profit / (Loss) before taxes
171,879
27,944
199,823
Income tax and deferred tax expense
(35,645)
(2,289)
(37,934)
Profit/Loss (-) from continuing operations
136,235
25,655
161,889
Depreciation and amortization
(49,211)
(22,376)
(71,587)
Annual Financial Report of 31st December 2022
109
Total assets
1,665,672
868,156
2,533,828
Total liabilities
1,013,746
541,711
1,555,457
Capital expenditure
178,380
14,240
192,620
2021
Reportable segments
Amounts in EUR thousand
Copper
Total
Copper
Segment revenue
1,340,639
1,543,153
2,883,793
Inter-segment revenue
(333)
(418)
(751)
Total Revenue
1,340,307
1,542,735
2,883,042
Cost of Sales
(1,207,717)
(1,440,499)
(2,648,216)
Gross profit
132,590
102,236
234,826
Other Income
6,989
8,647
15,636
Selling and Distribution expenses
(18,754)
(9,701)
(28,455)
Administrative expenses
(37,114)
(24,648)
(61,761)
Impairment loss on receivables and contract assets
(321)
(168)
(489)
Other Expenses
(4,600)
(8,246)
(12,846)
Operating profit / (loss)
78,790
68,120
146,909
Finance Income
(164)
443
279
Finance Costs
(17,601)
(13,664)
(31,266)
Dividends
-
113
113
Net Finance income / (cost)
(17,765)
(13,108)
(30,873)
Share of profit/(loss) of equity accounted investees, net of tax
738
(648)
89
Impairment in participations and Goodwill
(5,524)
(341)
(5,865)
Dividend in kind
-
22,157
22,157
Profit / (Loss) before taxes
56,238
76,179
132,417
Income tax and deferred tax expense
(10,119)
(8,384)
(18,502)
Profit/Loss (-) from continuing operations
46,119
67,795
113,915
Depreciation and amortization
(46,921)
(23,075)
(69,996)
Total assets
1,365,790
864,951
2,230,742
Total liabilities
870,564
551,862
1,422,425
Capital expenditure
152,704
14,814
167,518
The operating segments are mostly managed centrally, but the greater part of sales are overseas. Sales and non-
current assets of the Group based on the geographical allocation are presented as follows:
Annual Financial Report of 31st December 2022
110
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Revenue
Greece
281,607
239,267
454,066
392,427
Other European Union countries
2,296,064
1,763,571
1,419,974
1,075,852
UK
248,789
239,267
194,754
111,692
Other European countries
335,204
200,473
228,866
165,638
Asia
177,483
164,384
91,797
67,626
Americas
310,820
206,435
193,945
125,939
Αfrica
50,395
56,646
23,989
21,720
Oceania
13,652
12,999
8,816
8,927
Total
3,714,015
2,883,042
2,616,208
1,969,822
Amounts in EUR thousand
GROUP
COMPANY
Property, Plant & Equipment
2022
2021
2022
2021
Greece
900,329
823,420
769,171
685,581
International
131,349
144,264
-
-
Total
1,031,678
967,684
769,171
685,581
Right of use assets
Greece
17,409
21,032
15,930
16,989
International
1,218
990
-
-
Total
18,627
22,021
15,930
16,989
Intangible assets and goodwill
Greece
75,090
87,403
70,130
70,329
International
2,338
2,526
-
-
Total
77,428
89,929
70,130
70,329
Investment property
Greece
20,840
3,244
33,946
17,499
Total
20,840
3,244
33,946
17,499
Investments in Property, Plant &
Equipment
2022
2021
2022
2021
Greece
192,165
163,058
167,130
130,523
International
3,474
6,535
-
-
Total
195,638
169,593
167,130
130,523
Annual Financial Report of 31st December 2022
111
6. Sales
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Sale of goods
974,285
652,111
830,523
579,841
Metal Sales
2,734,956
2,225,743
1,782,857
1,385,188
Rendering of services
4,774
5,187
2,827
4,793
Total
3,714,015
2,883,042
2,616,208
1,969,822
7. Other income and expenses
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Grants
391
33
263
8
Rental income
359
350
306
277
Income from fees, 111ulfilment111
3,800
749
543
42
Income from costs recharged
1,081
1,557
2,933
3,808
Indemnities and income from claims
171
329
153
232
Gain from disposal of property, plant & equipment
2,127
344
1,930
297
Amortization of grants
1,673
1,593
1,254
1,202
Foreign Exchange Gains
19,219
4,866
10,216
1,959
Other
6,135
5,813
4,819
5,043
Other Income
34,956
15,636
22,418
12,869
Amounts in EUR thousand
2022
2021
2022
2021
Loss from disposal of Property, plant & equipment
23
902
-
159
Loss from write-offs of Property, plant & equipment
1,881
884
456
740
Impairment of Fixed assets
6,794
2,057
6,357
2,057
Expenses recharged
-
522
-
1,881
Other penalties, Indemnities and claims
258
23
27
3
Depreciation and amortisation
543
1,938
2,006
1,344
Foreign Exchange Losses
17,356
5,503
9,408
1,247
Other
2,614
1,018
2,020
1,122
Other expense
29,467
12,846
20,275
8,554
Annual Financial Report of 31st December 2022
112
8. Expenses by nature
The breakdown of expenses by nature was as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Cost of inventories recognized as an expense
127,972
49,984
243,345
155,136
Metal Cost
2,693,176
2,176,246
1,752,719
1,361,423
Employee benefits
168,148
145,101
98,841
86,556
Energy
112,436
67,066
57,182
41,109
Depreciation and amortisation
71,044
68,059
45,360
46,292
Taxes – duties
18,046
11,293
13,811
7,707
Insurance expenses
11,565
8,760
7,561
5,383
Rental fees
3,501
3,735
1,901
1,862
Transportation costs for goods and materials
93,670
64,946
64,004
42,290
Promotion & advertising
4,841
2,654
2,235
1,378
Third party fees and benefits
79,293
71,280
112,202
95,176
(Gains)/losses from derivatives
(12,864)
(6,532)
(10,973)
(12,691)
Production tools
11,685
10,013
4,473
4,064
Maintenance expenses
32,954
26,079
22,699
18,327
Travel expenses
6,281
5,592
4,444
3,539
Storage and packing
6,989
5,242
1,647
1,477
Commissions
17,282
16,027
10,389
9,877
Foreign exchange differences
-
(552)
-
432
BOD Fees
2,586
1,808
740
585
Shared utility expenses
563
397
1
1
Royalties
654
598
550
587
Other expenses
11,807
10,639
5,341
4,943
Total
3,461,628
2,738,433
2,438,472
1,875,452
The analysis of the above expenses as presented in the statement of profit and loss is as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Cost of sales
3,361,692
2,648,216
2,385,552
1,820,663
Selling and Distribution expenses
34,441
28,455
13,679
11,370
Administrative expenses
65,496
61,761
39,241
43,420
Total
3,461,628
2,738,433
2,438,472
1,875,452
Annual Financial Report of 31st December 2022
113
For R&D expenses disbursed the amounts are below:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Aluminium
6,577
3,939
5,154
3,505
Copper
3,620
2,756
3,620
2,756
Total
10,197
6,695
8,773
6,261
The cost of employees’ benefits can be broken down as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Employee remuneration & expenses
123,878
106,649
71,098
61,798
Social security expenses
26,261
22,791
15,090
13,207
Defined benefit plan expenses
2,290
2,960
1,480
2,072
Other
15,775
12,956
11,173
9,478
Total
168,204
145,356
98,841
86,556
In the above employee benefits are included capitalized employee benefits in projects under construction.
The number of employees of the the Company at the end of the current year was: 1,850 (2021: 1,672) and as for
the Group: 3,707 (2021: 3,494).
9. Finance income and cost
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Finance income
Interest income
535
279
646
446
535
279
646
446
Finance cost
Interest expenses
(37,765)
(26,410)
(34,036)
(24,434)
Other Finance Expense
(4,445)
(4,856)
-
-
(42,210)
(31,266)
(34,036)
(24,434)
Net finance income – cost
(41,675)
(30,987)
(33,391)
(23,987)
Annual Financial Report of 31st December 2022
114
10. Property, plant and equipment
GROUP
Amounts in EUR thousand
Fields –
Plots
Buildings
Machinery
Transportation
equipment
Furniture & other
equipment
Fixed assets
under
construction
Total
Cost
Balance as at 1 January 2021
103,845
241,247
1,074,678
21,140
25,883
71,995
1,538,789
Effect of movement in exchange rates
-
(1)
-
-
-
(10)
(11)
Additions
14,539
14,168
7,689
971
1,686
128,120
167,174
Disposals
(208)
(1,649)
(1,904)
(341)
(71)
(452)
(4,625)
Mergers and absorptions
208
8,573
12,358
253
1,440
4,153
26,986
Reclassification from Investment Property
-
3,518
-
-
-
-
3,518
Write offs
-
-
(923)
(34)
(41)
(87)
(1,086)
Impairment loss
(1,645)
(411)
-
-
-
-
(2,057)
Other reclassifications
-
5,946
44,230
249
499
(51,656)
(732)
Balance as at 31 December 2021
116,739
271,391
1,136,129
22,239
29,396
152,062
1,727,956
Accumulated depreciation
Balance as at 1 January 2021
-
(106,949)
(541,196)
(16,096)
(22,332)
(274)
(686,847)
Effect of movement in exchange rates
-
1
-
-
-
-
1
Depreciation of the period
-
(12,812)
(49,865)
(1,056)
(1,933)
-
(65,667)
Disposals
-
821
969
131
54
-
1,976
Mergers and absorptions
-
(3,691)
(4,474)
(171)
(1,005)
-
(9,340)
Reclassification from Investment Property
-
(596)
-
-
-
-
(596)
Write offs
-
-
159
34
9
-
202
Other reclassifications
-
-
4
(4)
-
-
-
Balance as at 31 December 2021
-
(123,225)
(594,404)
(17,160)
(25,207)
(274)
(760,271)
Annual Financial Report of 31st December 2022
115
Amounts in EUR thousand
Fields –
Plots
Buildings
Machinery
Transportation
equipment
Furniture & other
equipment
Fixed assets
under
construction
Total
Cost
Balance at 1 January 2022
116,739
271,391
1,136,129
22,239
29,396
152,062
1,727,956
Effect of movement in exchange rates
-
-
(2)
-
-
-
(2)
Additions
18,298
1,095
9,402
1,709
1,870
140,432
172,806
Disposals
-
(1,148)
(1,683)
(103)
(326)
(13,980)
(17,238)
Write offs
-
(536)
(3,242)
(47)
(525)
(554)
(4,904)
Other Reclassifications
-
35,216
155,039
51
682
(191,645)
(656)
Reclassifications to Assets held for sale
-
(5,861)
(18,368)
(342)
(1,550)
(2,924)
(29,045)
Balance at 31 December 2022
135,036
300,157
1,277,276
23,509
29,548
83,391
1,848,916
Accumulated depreciation and
impairment losses
Balance at 1 January 2022
-
(123,225)
(594,404)
(17,160)
(25,207)
(274)
(760,271)
Effect of movement in exchange rates
-
-
2
-
-
-
2
Depreciation
-
(12,755)
(50,575)
(1,180)
(1,838)
-
(66,348)
Disposals
-
517
1,137
46
312
-
2,012
Write offs
-
-
2,455
47
522
-
3,023
Impairment loss
(2,507)
(925)
(3,362)
-
-
-
(6,794)
Reclassifications to Assets held for sale
-
2,723
7,285
169
961
-
11,137
Balance at 31 December 2022
(2,507)
(133,664)
(637,463)
(18,080)
(25,250)
(274)
(817,238)
Carrying amounts
At 1 January 2021
103,845
134,299
533,482
5,045
3,551
71,720
851,942
At 31 December 2021
116,739
148,166
541,725
5,078
4,189
151,787
967,685
At 31 December 2022
132,529
166,493
639,812
5,429
4,298
83,117
1,031,678
Annual Financial Report of 31st December 2022
116
COMPANY
Amounts in EUR thousand
Fields –
Plots
Buildings
Machinery
Transportation
equipment
Furniture & other
equipment
Fixed assets
under
construction
Total
Cost
Balance at 1 January 2021
56,246
171,975
798,294
17,279
15,780
47,990
1,107,565
Additions
8,210
12,998
5,396
335
1,273
101,275
129,486
Disposals
-
-
(2,989)
(250)
(39)
(452)
(3,729)
Mergers and absorptions
2,493
7,185
14,688
245
910
1,012
26,533
Write offs
(1,645)
(411)
(671)
-
(32)
(37)
(2,798)
Other Reclassifications
-
2,112
13,251
221
282
(15,946)
(80)
Balance at 31 December 2021
65,303
193,859
827,969
17,831
18,173
133,842
1,256,976
Accumulated depreciation and
impairment losses
Balance at 1 January 2021
-
(72,164)
(424,830)
(13,433)
(14,183)
-
(524,609)
Depreciation
-
(8,235)
(33,758)
(833)
(1,260)
-
(44,086)
Disposals
-
-
2,156
40
22
-
2,218
Mergers and absorptions
-
(3,163)
(638)
(235)
(882)
-
(4,918)
Write offs
-
-
1
-
-
-
1
Balance at 31 December 2021
-
(83,562)
(457,069)
(14,461)
(16,304)
-
(571,395)
Annual Financial Report of 31st December 2022
117
Amounts in EUR thousand
Fields –
Plots
Buildings
Machinery
Transportation
equipment
Furniture &
other equipment
Fixed assets
under
construction
Total
Cost
Balance at 1 January 2022
65,303
193,859
827,969
17,831
18,173
133,842
1,256,976
Additions
12,545
496
4,561
1,256
1,041
128,317
148,216
Disposals
-
-
(288)
(21)
(49)
(13,919)
(14,277)
Write offs
-
-
-
-
-
(447)
(447)
Other Reclassifications
-
33,619
136,664
23
220
(170,881)
(355)
Balance at 31 December 2022
77,849
227,974
968,905
19,089
19,385
76,912
1,390,114
Accumulated depreciation and
impairment losses
Balance at 1 January 2022
-
(83,562)
(457,069)
(14,461)
(16,304)
-
(571,395)
Depreciation
-
(8,231)
(33,037)
(895)
(1,095)
-
(43,257)
Disposals
-
-
41
-
36
-
77
Impairment loss
(2,507)
(925)
(2,934)
-
(1)
-
(6,366)
Balance at 31 December 2022
(2,507)
(92,717)
(492,999)
(15,355)
(17,364)
-
(620,942)
Carrying amounts
At 1 January 2021
56,246
99,811
373,465
3,847
1,597
47,990
582,955
At 31 December 2021
65,303
110,297
370,900
3,370
1,869
133,842
685,581
At 31 December 2022
75,342
135,257
475,906
3,734
2,021
76,912
769,171
Annual Financial Report of 31st December 2022
118
(a) Pledges on Fixed Assets
There are pledges upon fixed assets related to the security of loans received the Group and the Company (see note 22).
(b) Assets under Construction
The caption “Assets under construction” includes machinery the installation of which has not been completed as at December 31,
2022.
(c) Capitalization of Borrowing costs
For the fixed asset of the Group as well as the company Euro € 255 thousands was capitalized in 2022 (2021: € 180 thousands),
which stands for the borrowing cost of loans which were drawn for the funding of those assets.
(d) Other reclassifications
Net amount of reclassifications is related to intangible assets under construction that were reclassified during the
year to intangible assets and the reclassifications to the right of use assets.
(e) Reclassifications to Assets held for sale
Reclassifications to assets held for sale are tangible assets related to the Strategic Partnership Agreement of the
subsidiary ETEM. Pursuant to the provision of IFRS 5 these assets are reclassified to “Assets held for sale”. For more
information refer to note 36.
(f) Disposals
The caption “Disposals” includes the disposal of approximately Euro 14.0 million, related to an extrusion press of
Parent Company sold to the related company ETEM Gestamp Aluminium Extrusions S.A. The transaction was
approved by the Board of Directors and has already taken all the appropriate approvals and publication by the
General Electronic Commercial Registry (GEMI) pursuant to the provisions of art. 99-101 L. 4548/2018.
(g) Additions
The caption “Additions” includes mainly investments to tangible assets related to the investment program of
Aluminium segment.
Annual Financial Report of 31st December 2022
119
11. Intangible assets
GROUP
Amounts in EUR thousand
Goodwill
Development
costs
Trademarks
and licenses
Software
Other
Total
Cost
Balance as at 1 January 2021
27.158
42
50.475
20.681
117
98.473
Effect of movement in exchange rates
-
(1)
-
-
-
(1)
Additions
-
-
-
250
94
344
Mergers and absorption
14.652
398
1.305
612
-
16.967
Disposals
-
-
-
(5)
-
(5)
Reclassifications
-
421
32
279
-
732
Balance at 31 December 2021
41.811
860
51.812
21.818
211
116.512
Accumulated amortisation and
impairment losses
Balance at 1 January 2021
-
(42)
(271)
(18.606)
(81)
(19.000)
Effect of movement in exchange rates
-
1
-
-
-
1
Amortisation
-
(46)
(93)
(1.083)
(4)
(1.226)
Mergers and absorption
-
(82)
(257)
(499)
-
(838)
Disposals
-
-
-
5
-
5
Impairment loss
(5.524)
-
-
-
-
(5.524)
Balance at 31 December 2021
(5.524)
(169)
(621)
(20.183)
(86)
(26.583)
Amounts in EUR thousand
Goodwill
Development
costs
Trademarks
and licenses
Software
Other
Total
Balance as at 1 January 2022
41.811
860
51.812
21.818
211
116.512
Additions
-
-
-
1.675
-
1.675
Disposals
-
-
-
(67)
-
(67)
Write-offs
-
-
-
(12)
-
(12)
Reclassifications
103
-
487
127
718
Reclassifications to Assets held for sale
(14.652)
(884)
(1.337)
(789)
-
(17.662)
Balance at 31 December 2022
27.158
80
50.475
23.114
338
101.164
Accumulated amortisation and
impairment losses
Balance as at January 1 2022
(5.524)
(169)
(621)
(20.183)
(86)
(26.583)
Amortisation
-
(96)
(297)
(955)
(23)
(1.371)
Disposals
-
-
-
67
-
67
Write-offs
-
-
-
12
-
12
Impairment loss
(5.070)
-
-
-
-
(5.070)
Reclassifications to Assets held for sale
7.891
217
509
591
-
9.209
Balance as at 31 December 2022
(2.703)
(48)
(408)
(20.469)
(109)
(23.737)
Carrying amounts
At 1 January 2021
27.158
-
50.205
2.075
35
79.474
At 31 December 2021
36.286
691
51.192
1.635
125
89.929
At 31 December 2022
24.456
32
50.067
2.645
228
77.428
Annual Financial Report of 31st December 2022
120
In respect of the goodwill of €27.2 million as well as the trade name and client relationships of Euro 46.7 million,
an impairment test was performed to test for any indication of impairment of the CGU of the copper segment using
the value in use method based on a five-year business plan, the results of which indicated no need for impairment.
The basic assumptions of the test were as follows:
• Risk-free rate: 2,09%
• Market risk premium: 6,21%
• Expected income tax rate: 22%
• Unlevered beta: 0,89
• WACC 9,47%
• Growth rate (g): 1,57%.
The expected fair value will be increased (decreased) by approximately €15 million, if the expected growth of the
market increases (decreases) by 0.5%. In addition, it should be noted that the expected fair value will be increased
(decreased) by €2.8 million if the expected cash flows increase (decrease) by 1%.
An increase in WACC caused by the aforementioned factors by 0.5% basis units does change the discounted cash flows
and, as a consequence, the fair value by €23,5 and not significantly enough to cause an impairment.
Intangible assets, as trade name and client relationships amounted to Euro 46.7 million, do not have a legal or similar
maturity as to the creation of cash flows. As a result, the useful life is indefinite.
During the completion of the allocation of the purchase price for ETEM Group, ELVALHALCOR, recognized intangible
assets of €1.030 thousands for royalties owned by ΕΤΕΜ COMMERCIAL S.A.. The useful life of the aforementioned
intangible assets considered to five (5) years equal to the minimum term of the contract. Finally, should be noted that
for the above assets have been recognised deferred tax.
COMPANY
Amounts in EUR thousand
Goodwill
Trademarks
and licenses
Software
Total
Cost
Balance as at 1 January 2021
22,118
47,370
15,880
85,368
Additions
-
-
182
182
Disposals
-
-
359
359
Other reclassifications
-
-
80
80
Balance at 31 December 2021
22,118
47,370
16,501
85,989
Accumulated amortisation
Balance at 1 January 2021
-
(201)
(14,540)
(14,741)
Amortisation
-
(67)
(582)
(649)
Mergers and absorption
-
-
(270)
(270)
Balance at 31 December 2021
-
(268)
(15,392)
(15,660)
Annual Financial Report of 31st December 2022
121
Amounts in EUR thousand
Goodwill
Trademarks
and licenses
Software
Total
Cost
Balance as at 1 January 2022
22,118
47,370
16,501
85,989
Additions
-
-
131
131
Disposals
-
-
(67)
(67)
Other reclassifications
-
-
355
355
Balance at 31 December 2022
22,118
47,370
16,920
86,408
Accumulated amortisation
Balance at 1 January 2022
-
(268)
(15,392)
(15,660)
Amortisation
-
(67)
(618)
(685)
Write offs
-
-
67
67
Balance at 31 December 2022
-
(335)
(15,943)
(16,278)
Carrying amounts
At 1 January 2021
22,118
47,169
1,340
70,627
At 31 December 2021
22,118
47,102
1,109
70,329
At 31 December 2022
22,118
47,035
977
70,130
ElvalHalcor performed a Goodwill impairment test. As a result of the impairment loss recognized in the investment of
ETEM BG by the subsidiary ETEM COMMERCIAL S.A., ElvalHalcor remeasured the Group of ETEM, included the new data,
whereupon there was a need for impairment loss at Group level by €2.4 million. According to the paragraph 104 of IAS
36, the Group impaired the recorded Goodwill of the CGU of ETEM BG Group by €2.4 million. In particular it used risk
free rate: 2,0%, Market risk premium: 6,2% Expected income tax rate: 10%, Unlevered beta: 0,8%, WACC 11%, Growth
rate (g): 2,0%. In addition, ElvalHalcor remeasured its investment in subsidiary CABLEL WIRES. The Goodwill Impairment
test resulted to an impairment loss of Euro 2.7 million. For more information regarding the impairment refer to note 13.
The aforementioned amounts have been included in the caption Impairment losses and have affected the statement of
profit and loss.
12. Investment property
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Balance at 1 January
3,244
6,267
17,499
18,714
Additions
18,139
-
18,139
-
Reclassifications to PPE
-
(2,922)
-
-
Depreciation
(543)
(100)
(1,692)
(1,215)
Balance at 31 December
20,840
3,244
33,946
17,499
During the fiscal year 2022, the Company and the Group acquired the ownership, county and possession of plots of
land in Oinofyta for an amount of approximately Euro 30.2 million, out of which 18.1 million related to buildings
and plots, which are leased by the Group and the Company to third parties. The fair value of above properties has
been measured by an independent qualified valuator, with the appropriate expertise in the location and category
of the property of the Group being valued.
Annual Financial Report of 31st December 2022
122
Investment property includes buildings and land that the Group and the Company intend to lease or sell to third
parties in the near future, provided circumstances allow it. The investment property of the company is rented to
Group Companies and at the consolidated financial statements are presented at Fixed Assets as PPE.
Fair value of the investment property which are included in the reporting line “Investment Property” was as follows:
Property category
Fair Value
€ ‘000
Industrial Buildings
14,200
Land and Land Plots
7,820
Other property
333
Total
22,353
The valuation of the investment property of the Group for the year ending 31
st
December 2021 was carried out by
external, independent property valuators. The independent valuators are members of qualified associations and
recent experience and appropriate knowledge in the location and category of the property of the Group being
valued. The valuation method was used for the measurement of the fair value of the investment properties of the
Group reflect the efficient and best use of these properties, as determined by the management of the Group. For
the measurement of the fair value of the property used the Comparative Method of property valuations. These
observable data adjusted to affect the relevant characteristics of each property. Investment property considered
as level 3. The Group and the Company are not obligated to carry out a valuation of the fair value of the investment
property on a regular basis.
On Company’s level are presented, additionally to the above properties, investment properties that are leased to
consolidated entities, which are reclassified Property, Plant and Equipment on consolidated level. The Company is
not obliged to carry out a valuation annually.
13. Investments
Investment in Subsidiaries:
COMPANY
Amounts in EUR thousand
2022
2021
Balance at 1 January
269,353
271,359
Additions
13,120
28,406
Reclassifications to PPE
-
(25,792)
Depreciation
(11,708)
(4,619)
Balance at 31 December
(26,634)
-
Total
244,131
269,353
Following the decision of the Extraordinary General Meeting of the subsidiary “ETEM S.A.” dated on 15.06.2022,
decided the acquisition of one hundred (100,000) common shares of the subsidiary ETEM BG S.A., which represent
8% of its share capital, from the related company ETEM BG S.A, amounted to Euro 992,080.00. As a result of the
above the ownership interests of ETEM S.A to ETEM BG S.A is up to 100%. The result of this transaction and any
changes in ownership interests, are presented in the consolidated statement of changes in equity in the caption
Acquisition of NCI.
Annual Financial Report of 31st December 2022
123
On 9
th
December 2022, the Board of Directors of the Company decided to provide a special permission, according
to the article 100 para. 1 of L. 4548/2018, as applicable, in order to conduct the contract of purchase and sale of
17,500 common shares of the subsidiary ETEM S.A that represent 20% of its share capital by the parent company
VIOHALCO S.A amounted to Euro 4.02 million. Regarding the special permission for the aforementioned
transaction, the Board of Directors of ELVALHALCOR S.A. pursuant to art. 101 of L. 4548/2018, take into account
the
123
ulfilmes opinion report issued by the audit firm GRANT THORNTON S.A. In addition, the aforementioned
decision was abided all the requirements of publicity according to 4548/2018 law. The result of the transaction as
any changes in ownership interests are presented in the consolidated statement of changed in equity in the caption
of acquisition of NCI.
Following the decision of the Extraordinary Shareholders meeting dated on 21
st
December 2022 of the fully owned
subsidiary EPIRUS METALWORKS, the share capital of the subsidiary was increased by Euro 1.5 million, paid in cash
with issuance of 150,000 shares, with nominal value of Euro 10.00 each.
Following the decision of the Ordinary Shareholders meeting dated on 27
th
October 2022 of the fully owned
subsidiary ELVIOK S.A, the share capital of the subsidiary was increased by Euro 1.1 million, paid in cash with
issuance of 110,000 shares, with nominal value of Euro 10.00 each.
On 27.12.2022, the General Assembly of ETEM S.A. decided to increase its share capital by Euro 6.500.030.
Furthermore, the final documents were signed on 27.12.2022 in order to implement the Strategic Partnership
Agreement, the merger through absorption between ETEM S.A and COSMOS ALUMINUM. The Merger will create
a strong company in the field of aluminum extrusion, with the aim of maximizing the benefits for the shareholders,
staff, customers and partners of the merging companies, with a direct consequence of creating synergies at many
levels, as well as economies of scale among them. As a result of the Corporate Transformation, ELVALHALCOR, upon
completion of the Merger, will hold a minority stake of 15% in the share capital of COSMOS ALUMINUM, while the
current shareholders of COSMOS ALUMINUM will hold, in total, a stake of 85% in the share capital of COSMOS
ALUMINUM. According to the valuation report of the independent auditor, net assets of the absorbed company
ETEM S.A. amounted to Euro 26,631,689.00. In this way and according to the provisions of IFRS 5, the Group and
the Company reclassified assets and liabilities of the subsidiary ETEM S.A. to the caption “Assets held for sale”. For
more information refer to note 36.
On 31.12.2022, the Group and the Company performed an impairment loss test, based on the revised assessment
of its business plan, as these present the revised cash flows in accordance with the Management estimates. The
valuation model calculates the present value of net cash flows which are produced by each CGU. In particular, the
assessment for the subsidiary CABLEL WIRES revised for the worse, taking into account the inability of growth as a
consequence of the increased energy costs and prolonged persistence of negative impacts in the financial climate.
As a result, an impairment loss was recorded by Euro 8 million. At Group level, taking into account the revised
assessment an impairment loss has been recognized amounted to Euro 2.7 million. The impairment assessment
conducted based on risk free rate: 2.09%, Market risk premium 6.21%, expected income tax rate 22%, levered beta
:1.16, WACC: 9.34%, Growth rate (g): 1,74%.
Regarding the investment in the subsidiary ETEM S.A, taking into account the aforementioned valuation report
performed by the audit firm GRANT THORNTON, an impairment has been recognized amounted to Euro 3,7 million.
The above assertions negatively affected the statement of profit and loss for the Company and presented in the
account Impairment of investments and Goodwill.
Annual Financial Report of 31st December 2022
124
Information of subsidiaries with significant non-controlling interest presented in the table below:
Amounts in EUR thousand
2022
VIOMAL S.A
SOFIA MED
S.A.
Other
Total
Percentage of Non-Controlling Interest
25.00%
10.44%
Non-Current Assets
3,176
133,272
Current Assets
8,005
236,429
Non-current Liabilities
441
59,274
Current Liabilities
5,180
135,786
Net Assets
5,560
174,642
Attributable to NCI
1,390
18,233
(5,358)
14,264
Revenue
23,208
873,352
Profit / (Loss)
1,280
26,542
Other Comprehensive Income
8
(2,319)
Total Comprehensive Income
1,288
24,223
Total OCI of NCI
322
2,529
(488)
2,363
Cash-Flows from Operating Activities
494
26,865
Cash-Flows from Investing Activities
(632)
(4,799)
Cash-Flows from Financing Activities
(604)
(17,429)
Effect on Cash and Cash equivalents
(742)
4,638
Amounts in EUR thousand
2021
VIOMAL S.A
SOFIA MED
S.A.
ETEM S.A
Other
Total
Percentage of Non-Controlling Interest
25,00%
10,44%
20,00%
Non-Current Assets
2,812
138,817
26,508
-
-
Current Assets
7,483
209,899
45,704
-
-
Non-current Liabilities
447
54,483
2,691
-
-
Current Liabilities
4,495
138,814
55,357
-
-
Net Assets
5,352
155,419
14,164
-
-
Attributable to NCI
1,338
16,226
2,833
(1,299)
19,097
Revenue
18,577
712,681
65,137
-
-
Profit / (Loss)
900
27,106
(4,060)
-
-
Other Comprehensive Income
(10)
1,052
(15)
-
-
Total Comprehensive Income
890
28,158
(4,075)
-
-
Total OCI of NCI
223
2,940
(815)
(17)
2,330
Cash-Flows from Operating Activities
(78)
(21,049)
8,985
-
-
Cash-Flows from Investing Activities
(451)
(6,374)
(1,376)
-
-
Cash-Flows from Financing Activities
(16)
25,106
425
-
-
Effect on Cash and Cash equivalents
(545)
(2,317)
8,034
-
-
The movement in the caption of “Investments in Equity – accounted investees” is as follows:
GROUP
COMPANY
Annual Financial Report of 31st December 2022
125
Amounts in EUR thousand
2022
2021
2022
2021
Balance at 1 January
29,964
91,745
30,417
84,965
Additions
4,250
3,000
4,250
3,000
Share in profit / (loss) after taxes
(2,704)
89
-
-
Share from OCI after taxes
(35)
(791)
-
-
Dividends received (-)
(1,107)
(967)
-
-
Foreign exchange differences
(196)
(34)
-
-
Impairment losses
(7,116)
-
(22,250)
(4,916)
Dividend Distribution
-
(63,074)
-
(52,628)
Reclassifications
-
(3)
-
(3)
Balance at 31 December
23,057
29,964
12,417
30,417
Within 2022, capital increases were implemented in the associated company NedZink B.V., where ELVALHALCOR
participated in a total amount of 4.25 million euros, maintaining its share to 50%. However, delays in the full
operation of the equipment, resulted in losses of production and sales, while the difficult economic environment
with the increased interest rates, energy costs, affected the 2022 results more than initially expected. This resulted
to an impairment loss of the investment, as a consequence of the impairment test assessment conducted according
to its business plan, which ELVALHALCOR incorporate the revised negative assessments for future results for
NedZink B.V., following the conservatism principle. As a consequence of the revised assessment an impairment loss
had to be recorded if Euro 22,25 million, due to the fact that the recoverable amount of the investment was lower
than the carrying amount of the investment at Company level. At Group level, an impairment loss of Euro 7.1 million
was recorded. The assumptions used was Risk-free rate: 1,9%, Market risk premium: 5,9%, Expected income tax
rate: 25,8%, Levered beta: 0,83, WACC 7,8%, Growth rate (g): 1,7%.
The main financial assets of these associated companies can be broken down as follows:
Company
Country
Business
Consolidation
method
% investment
2022
2021
UACJ ELVAL HEAT EXCHANGER
MATERIALS GmbH
Germany
Commercial
Equity method
49.00%
49.00%
International Trade S.A.
Belgium
Commercial
Equity method
27.97%
27.97%
STEELMET S.A.
Greece
Services
Equity method
29.56%
29.56%
ELKEME S.A
Greece
Metallurgical
Research
Equity method
92.50%
92.50%
VIENER S.A
Greece
Energy
Equity method
41.32%
41.32%
VIEXAL S.A
Greece
Services
Equity method
26.67%
26.67%
HC ISITMA A.S.
Turkey
Industrial
Equity method
50.00%
50.00%
NEDZINK B.V.
Netherlands
Industrial
Equity method
50.00%
50.00%
Annual Financial Report of 31st December 2022
126
Current
Non current
Short term
Long term
Assets
Assets
Liabilities
Liabilities
2022
2021
2022
2021
2022
2021
2022
2021
14,896
9,317
20
26
13,216
7834
-
-
149,577
187,131
8,247
7,681
103,172
145,803
5,968
7,082
13,191
7,847
5,388
3,561
13,373
7,937
2,619
1,652
1,873
1,460
946
1047
525
289
123
30
10,386
10,294
1,247
1698
4,859
6934
2,093
307
2,814
2,000
78
10
1,983
1259
22
66
449
338
79
146
97
92
53
41
39,419
31,325
46,970
49,598
43,777
28,940
38,693
29,255
Amounts in EUR
thousand
Sales
Net Result after
tax
Other
comprehensive
income after
tax
Dividends
2022
2021
2022
2021
2022
2021
2022
2021
UACJ ELVAL HEAT
EXCHANGER
MATERIALS GmbH
69,383
53,775
1,235
1,074
-
-
1,535
964
International Trade
S.A.
1,724,169
1,438,330
6,665
5,816
(429)
(196)
-
704
STEELMET S.A.
39
39,478
1,861
825
(82)
(112)
954
620
ELKEME S.A
3,198
2,786
93
127
5
(1)
-
-
VIENER S.A
79,803
33,428
2,645
724
(179)
179
217
53
VIEXAL S.A
13,905
9,705
658
668
1
(1)
504
457
HC ISITMA A.S.
1,417
518
134
49
(3)
(1)
-
-
NEDZINK B.V.
100,161
86,636
(13,762)
(8,930)
-
-
-
-
The Group does not control Elkeme S.A. as the management is being appointed directly by Viohalco. Elkeme is being
consolidated in full by Viohalco S.A.
Annual Financial Report of 31st December 2022
127
14. Other investments
The movement of other investments in non-current assets was as follows:
GROUP
Amounts in EUR thousand
2022
2021
2022
2021
Balance as at 1 January
4,231
4,302
4,189
2,185
Additions
720
5
495
5
Change in fair value through equity
310
-
310
-
Disposals
-
(79)
-
-
Mergers and absorptions
-
-
-
1,995
Reclassifications
-
3
-
3
Balance as at 31 December
5,261
4,231
4,994
4,189
Other investments related to domestic and foreign equity instruments for which neither the Group nor the
Company has the power or significant influence.
Other investments include the following:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Unlisted shares:
-Greek equity instruments
4,364
3,333
4,096
3,291
-International equity instruments
895
895
895
895
5,258
4,228
4,991
4,186
Listed Securities
-International Equity instruments
3
3
3
3
3
3
3
3
The investments for which the fair value cannot be estimated were valued at cost. For the calculation of the fair
value please see note 28. The fair value is being recorded through OCI statement (FVTOCI).
Annual Financial Report of 31st December 2022
128
15. Income tax
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Income tax expense
(41,727)
(20,201)
(30,401)
(16,203)
Deferred tax
3,793
1,699
11,916
3,992
Income tax
(37,934)
(18,502)
(18,485)
(12,211)
Amounts in EUR thousand
2022
2021
2022
2021
Profit before income tax
199,823
132,417
129,980
100,456
At statutory income tax rate of 22%
(43,961)
(29,132)
(28,596)
(22,100)
Non-deductible expenses for tax purposes
(7,595)
(3,565)
(2,549)
(1,098)
Tax-exempt income
9,574
138
8,565
621
Recognition of previously unrecognised tax losses, tax
credit or temporary differences of a prior period
724
-
-
-
Effect of tax rates in foreign jurisdictions
3,465
3,592
-
-
Current-year losses for which no deferred tax asset is
recognised
(88)
(72)
-
-
Tax-exempt reserves recognition
1,732
-
1,667
-
Change in tax rate or composition of new tax
-
4,524
-
3,712
Permanent Differences
(2,269)
6,394
1,989
7,173
Other taxes
(5)
(10)
-
-
Adjustment for prior year income tax
488
(372)
438
(518)
Income tax expense reported in the statement of
profit or loss
(37,934)
(18,502)
(18,485)
(12,211)
Effective tax rate
-19%
-14%
-14%
-12%
The deferred tax assets that arise from the losses carried forward are recognized only if it is possible that they will be recovered with
future profits according to the Groups business plan. There were no losses carried forward for the Group and the Company.
Pursuant to Law.4799/2021 tax rate reduced to 22% for income of legal entities for the tax year 2021 and onwards. The effect of
the change in tax rate amounted to Euro 4.5 million and 3.7 million for the Group and the Company respectively.
The provisions of article 49 and paragraph 9 of article 72 of Law 4172/2013, as amended with the L.4607/2019, regarding thin
capitalization, were applicable according to which the limit of the additional interest expense is set to 30% of the EBITDA, subject to
paragraph 3, where interest expenses are not recognized as deductible tax expenses, to the extent that the excess interest expenses
exceed thirty percent (30%) of the taxable earnings before interest, taxes, depreciation and amortization (EBITDA). These interest
expense that are not deducted can be settled with future tax profits with no time limitations.
For the fiscal year 2022, the Company and its subsidiaries are under the audit of the Certified Public Accountants, according to the
provisions of article 65A of Law 4174/2013. This audit is on-going, and the relative report of tax compliance is expected to be issued
after the publication of the financial statements for the year ended on 31
st
December 2022. The result of the audit is not expected
to significantly affect the financial statements.
The unaudited years of the Group can be found in Note 30.
Annual Financial Report of 31st December 2022
129
The movement in deferred tax assets and liabilities can be presented as follows:
Balance at 31 December
2022
Net balance at 1
January
Recognised in
profit or loss
Recognised in
OCI
Reclassification
to Liabilities
129ulfilme
associated with
the assets held
for sale
Net
Deferred tax
assets
Deferred tax
liabilities
Amounts in EUR thousand
Property, plant & equipment
(51.254)
2.379
-
(442)
(49.317)
-
(49.317)
Right of use asset
432
(167)
-
(45)
220
220
Intangible assets
(10.419)
12
-
177
(10.231)
-
(10.231)
Investment property
(312)
12
-
-
(300)
-
(300)
Other investments
956
(736)
(68)
(2.117)
(1.965)
-
(1.965)
Derivatives
(1.404)
298
(7.164)
-
(8.271)
-
(8.271)
Inventories
(1.796)
2.587
-
(56)
735
735
-
Loans and borrowings
2
162
-
-
164
164
-
Employee benefits
2.406
114
(314)
(31)
2.175
2.175
-
Provisions/ Accruals
2.070
1.668
-
(295)
3.444
3.444
-
Deferred income
(59)
(30)
-
-
(89)
-
(89)
Other items
4.051
(2.505)
-
(67)
1.478
1.478
-
Tax assets/liabilities (-) before set-off
(55.327)
3.793
(7.547)
(2.876)
(61.957)
8.216
(70.173)
Set-off tax
-
-
-
-
-
(8.216)
8.216
Net tax assets/liabilities (-)
(55.327)
3.793
(7.547)
(2.876)
(61.957)
-
(61.957)
Annual Financial Report of 31st December 2022
130
GROUP
Balance at 31 December
2021
Net
balance at
1 January
Recognised
in profit or
loss
Recognise
d in OCI
Mergers and
absorptions
Change in
tax rate
recognised
in profit or
loss
Change in
tax rate
recognised
in OCI
Other
Net
Deferred
tax
assets
Deferred
tax
liabilities
Amounts in EUR thousand
Property, plant & equipment
(51.013)
(4.590)
-
327
4.022
-
-
(51.254)
-
(51.254)
Right of use asset
469
33
-
(9)
(61)
-
-
432
432
-
Intangible assets
(11.412)
77
-
4
912
-
-
(10.419)
-
(10.419)
Investment property
(372)
12
-
-
48
-
-
(312)
-
(312)
Other investments
(43)
995
-
-
4
-
-
956
956
---
Derivatives
(893)
(30)
(473)
-
(6)
(3)
-
(1.404)
-
(1.404)
Inventories
(1.368)
(676)
-
126
122
-
-
(1.796)
-
(1.796)
Loans and borrowings
96
(85)
-
-
(9)
-
-
2
2
-
Employee benefits
2.271
558
101
37
(562)
1
-
2.406
2.406
-
Provisions/ Accruals
1.950
256
-
34
(170)
-
-
2.070
2.070
-
Deferred income
(152)
55
-
-
38
-
-
(59)
(59)
Other items
3.218
569
-
75
187
-
1
4.050
4.050
-
Tax assets/liabilities (-)
before set-off
(57.249)
(2.826)
(372)
595
4.524
(2)
1
(55.328)
9.917
(65.245)
Set-off tax
(8.239)
8.239
Net tax assets/liabilities (-)
(57.249)
(2.826)
(372)
595
4.524
(2)
1
(55.328)
1.678
(57.006)
Annual Financial Report of 31st December 2022
131
COMPANY
Balance at 31 December
2022
Net balance at
1 January
Recognised in
profit or loss
Recognised
in OCI
Net
Deferred tax
assets
Deferred tax
liabilities
Amounts in EUR thousand
Property, plant & equipment
(42.825)
4.755
-
(38.070)
-
(38.070)
Right of use asset
617
(147)
-
470
470
-
Intangible assets
(10.430)
(41)
-
(10.471)
-
(10.471)
Investment property
(514)
12
-
(501)
-
(501)
Other investments
(39)
5.770
(68)
5.662
5.662
-
Derivatives
(1.138)
340
(7.190)
(7.988)
-
(7.988)
Inventories
(1.835)
2.218
-
383
383
-
Loans and borrowings
(10)
167
-
157
157
-
Employee benefits
1.655
53
(303)
1.404
1.404
-
Provisions/ Accruals
2.085
1.306
-
3.391
3.391
-
Deferred income
(162)
39
-
(124)
-
(124)
Other items
5.633
(2.555)
-
3.079
3.079
Tax assets/liabilities (-) before set-off
(46.963)
11.916
(7.562)
(42.609)
14.546
(57.155)
Set-off tax
-
-
-
-
(14.546)
14.546
Net tax assets/liabilities (-)
(46.963)
11.916
(7.562)
(42.609)
-
(42.609)
Annual Financial Report of 31st December 2022
132
2021
Net balance
at 1 January
Recognised
in profit or
loss
Recognised
in OCI
Mergers and
absorptions
Change in tax
rate recognised
in profit or loss
Change in tax
rate
recognised in
OCI
Net
Deferred
tax assets
Deferred
tax
liabilities
Amounts in EUR thousand
Property, plant &
equipment
(39,750)
(2,371)
-
(3,856)
3,152
-
(42,825)
-
(42,825)
Right of use asset
660
11
-
-
(55)
-
617
617
-
Intangible assets
(11,034)
(319)
-
9
913
-
(10,430)
-
(10,430)
Investment property
(573)
12
-
-
48
-
(514)
-
(514)
Other investments
-
-
-
(39)
-
-
(39)
-
(39)
Derivatives
(506)
(319)
(422)
114
(6)
-
(1,138)
-
(1,138)
Inventories
(1,340)
(599)
-
(7)
111
-
(1,835)
-
(1,835)
Loans and borrowings
138
(107)
-
(30)
(12)
-
(10)
-
(10)
Employee benefits
1,540
492
72
88
(538)
2
1,655
1,655
-
Provisions/ Acrruals
1,401
412
-
390
(118)
-
2,085
2,085
-
Deferred income
(128)
-
-
(35)
-
-
(162)
-
(162)
Other items
2,070
3,066
-
280
217
-
5,633
5,633
-
Tax assets/liabilities (-)
before set-off
(47,521)
280
(351)
(3,085)
3,712
2
(46,963)
9,990
(56,953)
Set-off tax
-
-
-
-
-
-
-
(9,990)
9,990
Net tax assets/liabilities (-)
(47,521)
280
(351)
(3,085)
3,712
2
(46,963)
-
(46,963)
Annual Financial Report of 31st December 2022
133
The movement of deferred tax in Other Comprehensive Income was as follows:
GROUP
2022
2021
Amounts recognized in the OCI
(Amounts in EUR thousand)
Before Tax
Tax (expense) /
Benefit
Net of Tax
Before Tax
Tax (expense) /
Benefit
Net of Tax
Remeasurements of defined benefit
liability
1,457
(314)
1,143
(343)
102
(241)
Equity investments in FVOCI – net
change in fair value
310
(68)
242
-
-
Foreign currency translation differences
(8)
-
(8)
2
-
2
Gain / (Loss) of changes in fair value of
cash flow hedging – effective portion
(112)
-
(112)
(132)
-
(132)
Gain / (Loss) of changes in fair value of
cash flow hedging – reclassified to
profit or loss
35,138
(8,401)
26,737
3,300
(725)
2,575
Remeasurements of defined benefit
liability
(3,977)
1,237
(2,740)
(432)
249
(183)
Share of other comprehensive
income of equity-accounted
investees
(35)
-
(35)
49
-
49
Total
32,774
(7,547)
25,227
2,442
(374)
2,069
COMPANY
2022
2021
Amounts recognized in the OCI
(Amounts in EUR thousand)
Before Tax
Tax (expense)
/ Benefit
Net of Tax
Before Tax
Tax (expense) /
Benefit
Net of Tax
Remeasurements of defined
benefit liability
1,378
(303)
1,075
(335)
74
(262)
Equity investments in FVOCI
– net change in fair value
310
(68)
242
-
-
-
Other movements that will
never be reclassified to
profit or loss
-
-
-
-
-
-
Foreign currency translation
differences
-
-
-
-
-
-
Gain / (Loss) of changes in
fair value of cash flow
hedging – effective portion
40,096
(8,821)
31,275
4,144
(912)
3,232
Gain / (Loss) of changes in
fair value of cash flow
hedging – reclassified to
profit or loss
(7,412)
1,631
(5,782)
(2,033)
489
(1,544)
Total
34,371
(7,562)
26,809
1,776
(349)
1,427
Annual Financial Report of 31st December 2022
134
16. Inventories
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Merchandise
4,086
11,161
2,386
1,835
Finished goods
214,239
176,994
145,071
113,208
Semi-finished goods
264,045
184,890
184,222
135,609
By-products & scrap
94,586
59,498
57,824
35,530
Work in progress
13,892
14,527
2,145
3,480
Raw and auxiliary materials
163,038
155,858
101,493
73,197
Consumables
14,494
10,720
8,660
5,929
Packaging materials
5,722
2,453
4,228
825
Spare parts
87,820
81,504
72,599
67,126
Total
861,922
697,605
578,627
436,739
Inventories are recognized in the net realizable value which reflects the estimated value of sale less costs to sale.
During the year, an impairment loss to the net realizable value of Euro 6.1 million was recognized for the Group and
Euro 1.9 million for the Company, which charged to the results of the year and were included in the caption of “Cost
of Sales” of the Group’s and Company’s statement of profit and loss respectively.
17. Trade and other receivables
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Current Assets
Trade receivables
148,589
141,509
81,033
66,475
Less: Impairment losses
(7,780)
(8,520)
(7,025)
(6,175)
Receivables from related entities
124,654
117,724
155,165
162,543
Net trade receivables
265,464
250,713
229,172
222,842
Other down payments
4,099
3,521
966
551
Tax assets
36,983
29,289
27,230
21,977
Other debtors
10,234
11,535
6,060
4,475
Other receivables
4,420
3,397
2,543
2,123
Less: Impairment losses
(211)
(211)
(211)
(211)
Total short term trade and other receivables
55,526
47,530
36,588
28,915
320,989
298,243
265,760
251,757
Non-current assets
Non-current receivables from other related parties
13,053
2,700
44,939
1,091
Other non-current receivables
2,150
2,347
1,969
1,799
Less: Impairment loss
-
-
(4,421)
-
Non-current trade & other receivables
15,203
5,048
42,487
2,890
Total trade and other receivables
336,192
303,291
308,247
254,647
Annual Financial Report of 31st December 2022
135
Impairment losses for doubtful customers is recognised for the outstanding balances for which the Management
of the Group considers as impaired less the expected remuneration from the insurance companies.
In the caption of “Long trade and other receivables” of the Company an allowance of Euro 4.4 million is included
related to a long term receivable of the Company from ETEM S.A. The specific receivable will be settled in a long
term according to the strategic partnership agreement and draft merger agreement between ETEM S.A and
COSMOS ALUMINIUM.
18. Derivatives
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Non-current assets
Interest rate swap contracts
11,501
-
11,501
-
Commodity Forward Start Swaps
18,056
-
18,056
-
Current assets
29,557
-
29,557
-
Interest rates swaps
3,162
-
3,162
-
Forward foreign exchange contracts
1,270
214
94
139
Future contracts
1,080
13,912
574
3,050
Commodity Forward Start Swaps
10,692
-
10,692
7,847
Total
16,205
14,125
14,522
11,037
Non-current liabilities
Forward foreign exchange contracts
4
-
4
-
Future contracts
-
3,205
-
-
Commodity Forward Start Swaps
1,245
-
1,245
3,205
Current liabilities
1,249
3,205
1,249
3,205
Forward foreign exchange contracts
115
1,055
96
386
Future contracts
2,863
2,053
2,751
2,053
Commodity Forward Start Swaps
3,672
-
3,672
-
Total
6,650
3,108
6,520
2,439
For the Group and the Company, the results from settled financial risk management operations through derivatives,
upon metal price, exchange rates and natural gas, were recorded in the Income Statement during years 2022 and
2021 are included in the caption of Cost of Goods Sold.
The amount of Gains / (Losses) from the valuation of derivatives as cash flow hedge reclassified to statement of
profit and loss of the Group for the fiscal year 2022 was gains of Euro 35.1 million (2021: Loss 6.5 million) and at
Company level was Euro 33.9 million (2021: gains 12.7 million). Total impact of the derivatives reclassified to profit
and loss during the fiscal year as well as the prior year was as follows:
Annual Financial Report of 31st December 2022
136
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Gains/(Losses) from derivatives
35,072
(6,532)
33,849
12,691
The movement of derivatives in Equity was as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Gain / (Loss) of changes in fair value of cash
flow hedging – effective portion
35,138
3,300
40,096
4,144
Gain / (Loss) of changes in fair value of cash
flow hedging – reclassified to profit or loss
(3,977)
(432)
(7,412)
(2,033)
Related Tax
(7,164)
(476)
(7,190)
(422)
Total
23,997
2,392
25,493
1,689
19. Cash and cash equivalents
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Cash in hand and cash in bank
17
17
5
6
Short-term bank deposits
35,178
91,127
17,670
57,237
Total
35,195
91,144
17,675
57,242
Bank deposits are set at variable interest rates according to the applicable rates of interbank market. Short term bank
deposits are assigned to bank institutions with Moody’s ratings, from A2 to Caa2.
In Note 27.c that is referred to currency risk of the Group, an analysis of cash per foreign currency is presented.
20. Share capital and reserves
a) Share capital and premium
Following the completion of the Merger by absorption of “ELVAL HELLENIC ALUMINIUM INDUSTRY S.A.” by “HALCOR
METAL WORKS S.A.”, the share capital of the Company amounts to Euro 146,344,218 (2021: Euro 146,344,218)
divided to 375,241,586 (2021: 375,241,586) common anonymous shares of a nominal value of € 0.39 (2021: Euro
0.39) each traded at the Athens Stock Exchange.
The share premium of Euro 65,030,285 is considered to be a part of the share capital that rose from the issuance of
shares for cash in a value higher than the nominal.
ElvaHalcor’s share capital was created as follows:
Annual Financial Report of 31st December 2022
137
The share capital of Halcor amounted to Euro 38,486,258.26 divided to 101,279,627 common shares with voting rights,
of a nominal value of € 0.38 each. The share capital of Elval amounted to € 105,750,180.62 divided to 27,046,082
anonymous shares of nominal value € 3.91 each.
The Merger had, as a result, the increase of Halcor’s capital by:
• Amount of € 105,750,180.62, which corresponds to Elval share capital,
• Amount of € 2,107,779.66 which corresponds to the capitalization of share premium for rounding of the share price
of the merged company.
As a result, the present share capital of “ELVALHALCOR HELLENIC COPPER AND ALUMINIUM INDUSTRY S.A.” increased
from € 38,486,258.26 to €146,344,218.54 with the issuance of 273,961,959 new shares in favour of Elval’s
shareholders, and the total number of shares amounted to 375,241,586 shares with a nominal value of € 0.39.
b) Reserves
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Statutory Reserves
17,716
12,138
10,355
7,987
Hedging reserves
30,251
6,012
28,133
2,640
Special Reserves
44,899
44,899
43,376
43,376
Tax exempt reserves
178,196
176,463
178,425
176,759
Extraordinary Reserves
6,713
6,713
6,738
6,738
Other reserves
622
622
622
622
Merger reserves
46,144
46,144
49,302
49,302
Foreign exchange difference
(1,704)
(1,572)
-
-
Total
322,838
291,419
316,952
287,424
Statutory Reserve
According to article 158 of L.4548/2018, the companies are obligated, from the profit of the year, to create a statutory
reserve for an amount at least equal to 1/20 of the net earnings. The creation of statutory reserve seizes to be
compulsory when this reaches 1/3 of the capital. The statutory reserve is used exclusively for the offsetting of losses.
Pursuant to the decisions of the General Assemblies, the Group and the Company created reserves amounted to EUR
5.6 million and EUR 2.4 million, respectively. For the fiscal year 2022 the Board of Directors will propose to General
Assembly a dividend of Euro 0.06 per share.
Untaxed and special reserves
Untaxed and special reserves concern non-distributed profits that are exempt from taxation pursuant to special
provisions of incentive laws (under the condition that companies have sufficient profits to form these reserves).
Reserves from income exempt from taxation and reserves taxed pursuant to special laws concern income from interest
for which a tax has been withheld at the source. In addition to any prepaid taxes, these reserves are subject to taxation
in case they are distributed. No deferred taxes have been accounted for as regards the above untaxed reserves in case
they are distributed.
Annual Financial Report of 31st December 2022
138
Exchange rate differences on consolidation
Exchange rate differences on consolidation arise from translating the financial statements of subsidiaries which are
denominated in foreign currency, to the currency of the Parent Company which is in Euro.
Hedging reserves
Hedging reserves contain the effective portion of the changes in the fair value of the derivatives that had been
considered under the hedge accounting. These reserves are transferred thereafter to the statement of profit and loss,
when the hedging item will affect the statement of profit and loss.
Reserve of merger/absorption
The reserve of the absorption includes the difference between the acquisition price and the nominal value of the
shares issued.
21. Earnings per share
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Profit/Loss (-) attributable to the owners of
the Company
159,286
111,689
111,495
88,245
Number of shares
2022
2021
2022
2021
Number of shares at the date
375,241,586
375,241,586
375,241,586
375,241,586
In EUR per share
2022
2021
2022
2021
Basic and diluted
0.42449
0.29765
0.29713
0.23517
Basic earnings per share are calculated by dividing the net profits (losses) attributable to the parent company’s
shareholders by the weighted average number of common shares, save the average number of common shares
acquired by the Group and held as own shares.
Annual Financial Report of 31st December 2022
139
22. Loans and obligations from financial leasing
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Non-current liabilities
Secured bank loans
104,940
51,715
52,907
2,670
Unsecured bank loans
62,490
59,819
62,490
59,819
Secured bond issues
208,528
332,891
208,528
332,891
Unsecured bond issues
402,291
217,687
388,678
203,812
Finance lease liabilities
5,442
10,392
3,611
6,543
Total
783,692
672,504
716,216
605,734
Current liabilities
Secured bank loans
39,014
55,641
-
-
Unsecured bank loans
40,186
36,623
23,128
10,328
Current portion of secured bond issues
29,985
30,633
29,985
30,633
Current portion of unsecured bond issues
56,656
22,512
51,231
18,829
Current portion of secured bank loans
26,448
46,275
11,436
35,785
Current portion of unsecured bank loans
10,415
9,227
10,415
9,227
Current portion of finance lease liabilities
4,357
4,785
3,506
3,412
Total
207,061
205,694
129,700
108,212
Total loans and borrowings
990,753
878,198
845,916
713,946
On 08.04.2022, ElvalHalcor signed a loan agreement with the “European Investment Bank” amounted to 75 million
euros with a duration of up to ten (10) years. The loan funds will be used to finance the current investment program
of the Aluminum Rolling Sector of ELVALHALCOR at its production facilities in Oinofyta.
On 02.03.2022, ElvalHalcor signed a loan agreement with the “Erste Group Bank AG “ amounted to Euro 18,550,000
with a duration of up 8,5 years. The loan funds will be used to finance the current investment program of the
Aluminum Rolling Sector of ELVALHALCOR at its production facilities in Oinofyta.
During the first semester of 2022, ElvalHalcor signed two bond loans. The first is in total amount of fifteen million
euros (€15,000,000) and a duration of two years with “Eurobank”, with the aim to finance working capital needs,
capital investment needs and refinancing of existing debt. The second one is in total amount of twenty million euros
(€20,000,000) and a duration of five years with the “PIRAEUS BANK “with the aim to finance working capital needs,
capital investment needs and refinancing of existing debt. Both loans were issued under Law 4548/2018.
On 5.10.2022, ElvalHalcor signed a bond loan with the “ATTICA BANK” for Euro 5,000,000 with the aim to refinance
existing loans. The tenure of the loan is five years and issued pursuant to Law 4548/2018.
On 28.12.2022, ElvalHalcor signed a common bond loan with the “National Bank of Greece” for Euro 20,00,000 with
the aim to cover working capital needs. The tenure of the loan is seven years and issued pursuant to law 4548/2018.
No events of default exist at the year end.
The Group and the Company have pledged assets of a total amount of Euro 693 million and Euro 434 million,
respectively.
The fair value of the loans is approximately equal with their book value.
Annual Financial Report of 31st December 2022
140
The actual weighted average interest rates (both short and long term) at the balance sheet date were:
GROUP
COMPANY
2022
2021
2022
2021
Bond loans
3.6%
2.62%
3.6%
2.61%
Bank loans in EUR
4.2%
2.30%
3.9%
1.61%
Bank loans in GBP
6.8%
3.57%
6.8%
3.57%
For the bank loans of the Group and the Company that have been assumed from banks, there are clauses of change
of control that provide the lenders with an early redemption clause. The Group secures the consent of the lenders in
case of non-compliance with the said clauses when it is necessary.
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Between 1 and 2 years
138,424
103,512
115,377
84,610
Between 2 and 5 years
273,806
257,398
233,492
211,261
Over 5 years
371,462
311,594
367,347
309,862
Total
783,692
672,504
716,216
605,734
23. Liabilities for employee’s retirement benefits
The Group has fulfilled its obligations for pension plans set out by law. According to the Greek labour law, employees
are entitled to compensation in case of dismissal or retirement, the amount of which varies depending on salary,
years of service and the manner of termination (dismissal or retirement). Employees who resign are not entitled to
compensation. The compensation payable in case of retirement equals 40 % of the compensation, which would be
payable in case of unjustified dismissal. The Group believes this is a defined benefit, and it charges the accrued
benefits in each period with a corresponding increase in the pension liability. Any payments made to retirees each
year are charged against this liability. The displayed personal benefit obligation of the Company and the Group as at
31 December 2022 and 2021 is as follows:
Annual Financial Report of 31st December 2022
141
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Net defined benefit liability
11,795
12,585
7,844
8,836
Liability for social security contributions
6,327
6,137
4,004
3,715
Total employee benefit liabilities
18,121
18,721
11,847
12,551
Amounts in EUR thousand
2022
2021
2022
2021
Balance at 1 January
12,585
11,176
8,836
7,902
Included in profit or loss
Current service cost
1,122
937
704
574
Past service cost
115
383
224
Settlement/curtailment/termination loss
1,027
1,612
761
1,254
Interest cost
26
28
15
20
Total P&L Charge
2,290
2,960
1,480
2,072
Amounts recognized in OCI
Remeasurement loss/gain (-):
-Actuarial loss/gain (-) arising from:
- Demographic assumptions
217
(64)
-
-
- Financial assumptions
(1,609)
342
(857)
340
- Experience adjustements
(65)
66
(521)
(4)
(1,457)
343
(1,378)
335
Other
Benefits paid
(1,448)
-
(1,095)
-
Mergers and absorptions
-
194
-
199
Reclassify to Assets held for sale
(175)
(2,088)
-
(1,672)
Balance at 31 December
11,795
12,585
7,844
8,836
The assumptions on which the actuarial study was based for the calculation of provision are the following:
Principal actuarial assumptions
GROUP
COMPANY
2022
2021
2022
2021
Discount rate
3,69%
0,24%
3,69%
0,24%
Inflation
2,78%
2,10%
2,80%
2,10%
Future salary growth
3,21%
2,61%
3,04%
2,61%
Plan duration
4,25
4,93
3,71
4,93
The aforementioned results depend on assumptions (financial and demographic) of the actuarial study. Therefore, if a
discount rate less by 50 basis points had been used then the liability would be higher by 1.60% for the Company and
1.97% for the Group approximately, although with a discount rate increased by 50 basis points, the liability would have
been dropped by 1,67% for the Company and by 2,07% for the Group. If an assumption of a future salary increases by
50 basis points annually had been used, then the liability would be higher by 1.49% for the Company and 1.85% for
the Group, and if a future salary decreased by 50 basis points, then the liability would have been less by 1.45% for the
Company and by 1.38% for the Group.
Annual Financial Report of 31st December 2022
142
24. Grants
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Balance at January 1
15,233
15,607
9,044
8,590
Collection of grants
656
1,227
650
1,219
Transfer of grants to results
(5)
(8)
-
-
Transfer of grants to receivables
-
(427)
-
-
Amortisation of grants
(1,673)
(1,593)
(1,254)
(1,202)
Mergers and absorptions
-
427
-
437
Balance at December 31
14,210
15,233
8,440
9,044
Amortisation of grants corresponding to fixed assets depreciation is posted in the caption “Other income” of the
Income Statement.
Grants have been granted for the purchase of tangible assets.
25. Provisions
No movement has occurred for the Provisions during the fiscal year. Amount of EUR 1.4 mil. For the Group and EUR
1.2 mil. For the Company related to provisions for tax unaudited fiscal years.
26. Trade and other payables
Trade payables and other liabilities balance according to their current or non-current classification is as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Suppliers
258,551
299,145
190,661
217,177
Notes payable
51,204
41,962
51,053
41,962
Social Security funds
6,327
6,137
4,004
3,715
Amounts due to related parties
21,522
20,215
34,642
20,548
Dividends payable
20
14
20
14
Sundry creditors
7,361
6,819
3,338
3,493
Accrued expenses
51,241
43,806
43,126
40,542
Other Taxes
2,343
5,861
-
3,689
Total
398,568
423,961
326,845
331,142
Current balance of trade and other
payables
384,495
412,266
312,772
319,647
Non-current balance of trade and other
payables
14,073
11,695
14,073
11,495
Balance at 31 December
398,568
423,961
326,845
331,142
Annual Financial Report of 31st December 2022
143
27. Financial assets and risk management
The Board of Directors of the Group in conjunction with the parent Group has set rules and procedures for measuring
the following risks:
▪ Credit risk
▪ Liquidity risk
▪ Exchange rate risk
▪ Interest rate risk
Credit risk
The Group and the Company’s exposure to credit risk are primarily affected by the features of each customer. The
demographic data of the Group’s clientele, including payment default risk that determines the specific market and
the country in which customers are active, affect credit risk to a lesser extent since no geographical concentration
of credit risk is noticed. No client exceeds 10% of total sales (for the Group or Company), and, consequently, the
commercial risk is spread over a large number of clients. More specific, it should be noted that INTERNATIONAL
TRADE S.A trades products of the Group ELVALHALCOR to various foreign countries, with the delivery provided
directly from the production facilities of the Group to the end use customers, the majority of them does not exceed
the 10% of total sales. ELVALHALCOR’s transactions with WhichNTERNATIONAL TRADE are approved by the Board
of Directors and are published to the Business Registry (GEMH)), pursuant to art. 99-101 of the Law L4548/2018.
The Board of Directors has adopted a credit policy, which assesses each new customer separately for
creditworthiness before normal payment terms are proposed. The creditworthiness control implied by the Group
and the Company includes the examination of bank sources. Credit limits are set for each customer, which are
reviewed in accordance with the current conditions and the terms of sales and collections are revised , if it is
required. In principle, the credit limits of customers are set on the basis of the insurance limits received for them
from insurance companies and, subsequently, receivables are insured according to such limits.
Taking into consideration the monitoring customers’ credit risk, customers are grouped according to their credit
characteristics, the maturity characteristics of their receivables and any past difficulties of collectability they have
shown. Trade and other receivables include mainly wholesale customers of the Group and the Company. Customers
that are characterized as being of “high risk” are included in a special list of customers for further montoring and
future sales should be collected in advance. Depending on the background of the customer and his properties, the
Group and the Company demands collateral demand collateral securities or other security (e.g. letters of guarantee)
in order to secure its receivables, if possible.
Bearing in mind that there is no official definition of default, ElvalHalcor considers as default the occurrence of one
or both of the following events: i) The Company assumes that the counterparty is unlikely to fully recover its
obligation to the Company, unless the Company obtain measures, such as the liquidation of any collateral provided
in favor of the insurance company. Ii) The counterparty is overdue for payment /
143
ulfilment of its obligation to
the Company for a period of more than 30 days (provided that the terms of the credit have not been changed by
agreement of the Company). Any write-off is carried out following the completion of the legal actions.
The Group and the Company record impairment allowances that reflect its assessment of losses and expected credit
losses from customers, other receivables, and investments in securities. This allowance mainly consists of
impairment losses of specific receivables that are estimated based on given circumstances that they will be
materialized though they have not been finalized yet, as well as an allowance for expected credit losses according
to the Group’s analysis which was formulated for the implementation of IFRS 9.
Annual Financial Report of 31st December 2022
144
Liquidity risk
Liquidity risk is the inability of the Group to discharge its financial obligations when they mature. The approach
adopted by the Group to manage liquidity is to ensure, by holding the necessary cash and having adequate credit
limits from cooperating banks, that it will always have adequate liquidity in order to cover its obligations when they
mature, under normal or more difficult conditions, without there being unacceptable losses or its reputation being
jeopardized. It is noted that the Group held cash and cash equivalents on 31 December 2022, which amounted to
Euro 35.2 million and the Company Euro 17.7 million as well as approved but not utilized lines of credit to cover
current and medium-term liabilities. As far as investments are concerned, the Group and the Company take new
loans according to their needs (see note 22). Moreover, the Group communicates with the banks to secure proper
refinancing of loans that expire.
In order to avoid liquidity risk, the Group and the Company examine a cash flow projection for one year while
preparing the annual budget as well as a monthly rolling projection for three months to ensure that it has adequate
cash to cover its operating needs, including the fulfilment of its financial obligations. This policy does not take into
account any impact of extreme conditions which cannot be foreseen.
Exchange rate risk
The Group is exposed to foreign exchange risk in relation to the sales and purchases carried out and the loans issued
in a currency other than the functional currency of Group companies, which is mainly the Euro. The currencies in
which these transactions are held are mainly the Euro, the USD, the GBP and other currencies of S/E Europe.
Over time, the Group and the Company hedge part of their estimated exposure to foreign currencies in relation to
the anticipated sales and purchases and the greatest part of receivables and liabilities in foreign currency. The
Group enters mainly into currency forward contracts with external counterparties so as to deal with the risk of the
exchange rates variation, which mainly expire within less than a year from the balance sheet date. When deemed
necessary, these contracts are renewed upon expiry. As the case may be, foreign exchange risk may be hedged by
taking out loans in the respective currencies.
Loan interest is denominated in the same currency with that of cash flows, which arises from the Group’s operating
activities and is mostly the Euro.
The investments of the Group in other subsidiaries are not hedged because these exchange positions are considered
to be long-term.
Interest rate risk
The Group finances its investments and its needs in working capital through bank and bond loans, thus interest
charges burden its results. Rising interest rates have a negative impact on results since borrowing costs for the
Group rise.
The Group and the Company may undertake loans issued at fixed rates for the reduction of the Interest rate risk
when it is deemed necessary.
Risk from the fluctuation of metal prices (aluminium, copper, zinc, other metals, gas)
The Group and the Company base both their purchases and sales on stock market prices/ indexes for the price of
copper and other metals used and incorporated in its products. In addition, the Company is exposed to risk from
the fluctuation of gas prices, as part of its production cost. The risk from metal prices and gas fluctuation is covered
by hedging instruments futures on (London Metal Exchange-LME) and Commodity Forward Start Swaps (Title
Transfer Facility – TTF) respectively. The Group, however, does not hedge the entire working stock of its operation
and, as a result, any drop-in metal prices may have a negative effect on its results through the impairment of
inventories. Respectively, the Group does not hedge all of its future needs for gas, as a result any increase in gas
prices may adversely affect its costs.
Annual Financial Report of 31st December 2022
145
Cash Flow Hedging
The Group and the Company base both their purchases and sales on metals exchange prices for the price of copper,
aluminium and other metals used and contained in their products and may invoice customers distinctly, but also to
proceed to purchases from suppliers, regarding the quantities of metal required for their operation. Consequently,
for each sale of a product or other inventory item that contains metal, at the point of time the LME price is agreed
with the customer, a long position is opened on the LME for the corresponding quantity contained using derivatives,
and for each order of raw materials from suppliers, at the point of time the LME price is agreed with the suppliers,
a short position whichs taken on the LME for the corresponding quantity using derivatives, where and if these daily
purchases and sales cannot be offset by each other (back-to-back). Thus, the Group and the Company cover
purchases and sales with cash-flow hedging operations, ensuring that the fluctuation of the price of metals in the
international markets will not affect the operating cash flows and consequently the regular, sustainable and optimal
operation of the Group and the Company.
More specific, for cash flows hedges related to natural gas, the Group and the Company conduct Commodity
Forward Start Swaps to hedge the risk of fluctuations in natural gas prices, that is embedded in future gas purchases.
Also, the Company, from its operations, is exposed to fluctuations in gas prices as a component of production costs.
The risk of natural gas price fluctuations is covered by cash flow hedging using Commodity Forward Start Swaps
derivative contracts traded on the Title Transfer Facility (TTF). In particular, the Company assumes a long position
for predetermined quantities of natural gas that will be consumed in its future production. Upon the
commencement of the hedging transaction, the Group and the Company shall document the hedging relationship
between the hedged item and the hedging instrument in relation to risk management and the strategy for future
gas transactions. The Group and the Company document the assessment of the effectiveness of the hedging
relationships in terms of offsetting changes in the fair value of cash flows of the hedged items, both at the inception
of the hedging relationship and on an ongoing basis.
Finally, the Group and the Company use derivative financial instruments in order to hedge their cash flows from
the risk of changes in reference interest rates, as part of the risk management strategy. More specifically, the Group
and the Company proceed with interest rate swaps floating to fixed rate, for a portion of their long-term
borrowings. Interest rate swaps designated as cash flow hedges involve receiving floating rate amounts from a
counterparty in exchange for the Company and the Group making fixed rate payments during the term of these
agreements without exchanging the underlying amount of their financial obligations. This results in any change in
the hedged item causing an equal but opposite change in the cash flows of the hedging instrument. The Group
documents the existence of an economic relationship between the hedged item and the hedging instrument based
on reference interest rates, time periods, maturity dates and nominal values.
Macro-economic environment
Financial impact of Russia’s invasion of Ukraine
The geopolitical uncertainty in Eastern Europe intensified on February 24, 2022, with Russia’s invasion of Ukraine.
The war between the two countries continues to evolve, affecting economic and global financial markets while
simultaneously worsening the economic conditions in markets through the increased inflation, energy costs and
supply chain disruptions. Under these difficult circumstances the Group achieved not to be significantly affected.
Annual Financial Report of 31st December 2022
146
In particular, consolidated sales directed to Russia and Ukraine represents 4% of the total sales of the Group for the
fiscal year. In addition, the Group has already implemented measures in order to moderate the risk of any possible
disruptions in the supply chain, examined the option to shift suppliers of raw materials, which today are provided
by Russian suppliers, from other different markets. Regarding financing, the companies have no exposure to Russian
banks.
Regarding the exposure of the Group to inflationary pressures related to energy costs, the Group hedges its
exposure with the aim to reduce the risk of increased gas prices.
In respect of the exposure of the Group to these markets, the subsidiary ETEM SYSTEMS LLC based in Ukraine is a
trading company with total assets of Euro 168,9 thousand, turnover of Euro 180.9 thousand euros and net profit
after taxes of Euro 30 thousand for the closing year 2022. Therefore, and taking into account the size of the
consolidated entity, it is reasonably estimated that they may not affect the size of the Group or the Company.
Finally, the updated management evaluations related to the impairments of financial assets of the Group and the
Company are captured in note 13 of the attached financial statements.
Capital management
The Groups’ policy is to maintain a strong capital base to ensure investors’, creditors’ and market’s trust in the
Group and to allow Group activities to expand in the future. The Board of Directors monitors the return on capital
which is defined by the Group as net results divided by total equity save non-convertible preferential shares and
minority interests. The Board of Directors also monitors the level of dividends distributed to holders of common
shares.
The Board of Directors tries to maintain equilibrium between higher returns that would be feasible through higher
borrowing levels and the advantages and security offered by a strong and robust capital structure.
The Group does not have a specific plan for own shares purchase.
There were no changes in the approach adopted by the Group in how capital was managed during the financial
year.
a) Credit risk
The Financial assets subject to credit risk are as follows:
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Trade & Other receivables – Current
320,989
298,243
265,760
251,757
Trade & Other receivables – Non-current
15,203
5,048
42,487
2,890
Less:
Other downpayments
(4,099)
(3,521)
(966)
(551)
Tax assets
(36,983)
(29,289)
(27,230)
(21,977)
Other receivables
(4,420)
(3,397)
(2,543)
(2,123)
Subtotal
290,690
267,084
277,508
229,996
The balances included in Receivables according to maturity can be classified as follows:
Annual Financial Report of 31st December 2022
147
GROUP
2022
Trade and other
receivables
(Gross)
Impairment loss
Trade and
other
receivables
(Net)
ECL
Amounts in EUR thousand
Neither past due nor impaired
261,627
(1,490)
260,137
0.6%
Overdue
- Up to 6 months
33,607
(4,193)
29,414
12.5%
- Over 6 months
3,446
(2,307)
1,139
67.0%
Total
298,681
(7,991)
290,690
GROUP
2021
Trade and other
receivables
(Gross)
Impairment loss
Trade and
other
receivables
(Net)
ECL
Amounts in EUR thousand
Neither past due nor impaired
251,441
(1,433)
250,008
0.6%
Overdue
- Up to 6 months
17,250
(631)
16,619
3.7%
- Over 6 months
7,124
(6,667)
457
93.6%
Total
275,815
(8,731)
267,084
Annual Financial Report of 31st December 2022
148
COMPANY
2022
Trade and other
receivables
(Gross)
Impairment loss
Trade and
other
receivables
(Net)
ECL
Amounts in EUR thousand
Neither past due nor impaired
265,655
(5,462)
260,193
2.1%
Overdue
- Up to 6 months
20,904
(4,113)
16,791
19.7%
- Over 6 months
2,606
(2,082)
523
79.9%
Total
289,165
(11,657)
277,508
COMPANY
2021
Trade and other
receivables
(Gross)
Impairment loss
Trade and
other
receivables
(Net)
ECL
Amounts in EUR thousand
Neither past due nor impaired
225,469
(1,043)
224,426
0.5%
Overdue
- Up to 6 months
6,098
(9,541)
5,557
2.0%
- Over 6 months
4,815
(4,802)
13
98.0%
Total
236,382
(6,386)
229,996
Annual Financial Report of 31st December 2022
149
The movement in the caption of provision for impairment was as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Balance as at 1 January
8,731
8,642
6,386
5,526
Writte-offs
(92)
(1,692)
-
(1,096)
Impairment loss recognized
2,051
598
5,402
131
Impairment loss reversed
(425)
(109)
(131)
-
Mergers and absorptions
(2,275)
1,294
-
1,824
Foreign exchange differences
1
(2)
-
-
Balance as at 31 December
7,991
8,731
11,657
6,386
The maximum exposure to credit risk for trade and other receivables by geographic region was as follows:
Amounts in EUR thousand
2022
2021
2022
2021
Greece
51,313
19.148
105,973
73,016
Other EU Member States
146,444
165.604
108,691
109,092
Other European countries
56,550
39.572
44,748
26,967
Asia
11,156
14.406
4,319
2,551
America (North & South)
21,340
23.376
12,253
15,536
Africa
3,586
4.510
1,333
2,441
Oceania
301
466
191
394
Total
290,690
267,084
277,508
229,996
The Group insures the greater part of its receivables in order to be secured in case of failure to collect.
b) Liquidity risk
GROUP
31/12/2022
Amounts in EUR thousand
Carrying
Amount
Up to 1
year
1 to 2
years
2 to 5
years
Over 5
years
Total
Bank loans
283,493
121,659
46,075
96,976
46,697
311,408
Lease liabilities
9,800
4,341
2,597
1,991
972
9,902
Bond issues
697,460
106,629
115,457
221,999
336,641
780,726
Derivatives
7,898
6,650
4
1,245
-
7,898
Contract Iiabilities
8,386
8,357
69
-
-
8,427
Trade and other payables
398,568
384,664
4,136
9,768
-
398,568
Total
1,405,606
632,301
168,338
331,979
384,311
1,516,929
Annual Financial Report of 31st December 2022
150
31/12/2021
GROUP
Amounts in EUR thousand
Carrying
Amount
Up to 1
year
1 to 2
years
2 to 5
years
Over 5
years
Total
Bank loans
259,300
125,452
37,623
82,050
21,597
266,721
Lease liabilities
15,177
5,132
6,939
3,109
983
16,162
Bond issues
603,722
64,921
89,492
217,815
331,522
703,749
Derivatives
6,313
3,108
3,205
-
-
6,313
Contract Iiabilities
9,267
9,267
-
-
-
9,267
Trade and other payables
423,961
409,693
3,174
3,174
7,920
423,961
Total
1,317,739
617,572
140,432
306,147
362,021
1,426,173
31/12/2022
COMPANY
Amounts in EUR thousand
Carrying
Amount
Up to 1
year
1 to 2
years
2 to 5
years
Over 5
years
Total
Bank loans
160,376
49,753
28,563
66,455
42,697
187,469
Lease liabilities
7,117
3,479
1,859
1,034
809
7,182
Bond issues
678,423
100,520
110,012
212,225
336,641
759,399
Derivatives
7,769
6,520
4
1,245
-
7,769
Contract Iiabilities
1,727
1,727
-
-
-
1,727
Trade and other payables
326,845
321,790
4,136
9,768
-
335,694
Total
1,182,256
483,789
144,575
290,726
380,147
1,299,238
31/12/2021
COMPANY
Amounts in EUR thousand
Carrying
Amount
Up to 1
year
1 to 2
years
2 to 5
years
Over 5
years
Total
Bank loans
117,828
32,324
24,611
46,017
21,597
124,548
Lease liabilities
9,954
3,496
3,990
1,986
841
10,313
Bond issues
586,163
49,692
73,926
193,093
329,881
646,592
Derivatives
5,644
2,439
3,205
1,245
-
5,644
Contract Iiabilities
4,562
4,562
-
-
-
4,562
Trade and other payables
331,142
316,874
3,174
3,174
7,920
331,142
Total
1,055,294
409,387
108,906
244,270
360,238
1,122,801
Annual Financial Report of 31st December 2022
151
c) Exchange rate risk
31/12/2022
GROUP
Amounts in EUR thousand
EUR
USD
GBP
BGN
RON
ΛΟΙΠΑ
Trade and other
receivables
289,863
31,407
7,837
7,024
16
9
Cash & cash equivalents
22,474
10,872
688
995
167
-
Total Receivables
312,338
42,278
8,524
8,019
182
9
Loans and Borrowings
990,169
-
584
-
-
-
Trade and other payables
336,837
40,643
917
20,104
28
39
Contract liabilities
4,688
3,177
520
-
-
Total Liabilities
1,331,694
43,820
1,502
20,624
28
39
Derivatives for risk
hedging (Nominal Value)
1,016
8,746
321
-
-
-
Total risk
(1,018,341)
7,204
7,344
(12,605)
155
(30)
31/12/2021
GROUP
Amounts in EUR thousand
EUR
USD
GBP
BGN
RON
ΛΟΙΠΑ
Trade and other
receivables
242,584
39,809
11,864
6,190
1,568
1,276
Cash & cash equivalents
73,952
14,840
481
1,478
56
336
Total Receivables
316,536
54,649
12,344
7,668
1,625
1,612
Loans and Borrowings
877,432
-
605
160
-
-
Trade and other payables
356,191
57,737
300
9,208
327
199
Contract liabilities
7,896
466
-
758
110
37
Total Liabilities
1,241,519
58,202
905
10,127
437
236
Derivatives for risk
hedging (Nominal Value)
-
(22,242)
(4,977)
-
-
-
Total risk
(924,984)
(3,553)
11,439
(2,458)
1,188
1,376
Annual Financial Report of 31st December 2022
152
31.12.2022
COMPANY
Amounts in EUR thousand
EUR
USD
GBP
RON
ΛΟΙΠΑ
Trade and other
receivables
288,149
15,555
4,535
-
9
Cash & cash equivalents
10,148
6,982
546
-
-
Total Receivables
298,296
22,537
5,080
9
Loans and Borrowings
845,332
-
584
-
-
Trade and other payables
289,746
36,182
878
-
39
Contract liabilities
1,512
214
-
-
-
Total Liabilities
1,136,590
36,397
1,462
39
Derivatives for risk
hedging (Nominal Value)
1,016
29,381
3,500
-
-
Total risk
(837,277)
15,521
7,118
-
(30)
31/12/2021
COMPANY
Amounts in EUR thousand
EUR
USD
GBP
RON
ΛΟΙΠΑ
Trade and other
receivables
226,121
21,270
7,157
-
101
Cash & cash equivalents
48,270
8,899
73
-
-
Total Receivables
274,391
30,169
7,230
-
101
Loans and Borrowings
520,538
-
1,296
-
-
Trade and other payables
241,028
28,291
206
35
8
Contract liabilities
6,162
264
-
-
-
Total Liabilities
767,728
28,556
1,502
35
8
Derivatives for risk
hedging (Nominal Value)
-
-
-
-
-
Total risk
(493,337)
1,613
5,728
(35)
93
Annual Financial Report of 31st December 2022
153
The FX rates that were used for the foreign exchange translation were:
Average
Spot at the year end
2022
2021
2022
2021
USD
1.0530
1.1827
1.0666
1.1326
GBP
0.8528
0.8596
0.8869
0.8403
ROΝ
4.9313
4.9215
4.9495
4.9490
TRY
17.4088
10.5124
19.9649
15.2335
BGN is pegged with the Euro which is the reporting and operating currency of the Group and the Company with rate
1.9558 and as a result there is no foreign exchange risk.
Sensitivity analysis
A change in the price of Euro against other currencies that the Group trades would have corresponding impact on the
income statement and in equity as follows:
GROUP
Profit or loss
Equity, net of tax
Amounts in EUR thousand
EUR
Strengthening
EUR
Weakening
EUR
Strengthening
EUR
Weakening
2022
USD (10% movement in relation to EUR)
161
(131)
614
(751)
GBP (10% movement in relation to EUR)
720
(880)
753
(920)
RON (10% movement in relation to EUR)
3
(3)
3
(3)
2021
USD (10% movement in relation to EUR)
648
(792)
2.345
(2,866)
GBP (10% movement in relation to EUR)
(61)
75
(587)
718
RON (10% movement in relation to EUR)
(108)
132
(108)
132
Annual Financial Report of 31st December 2022
154
COMPANY
Profit or loss
Equity, net of tax
Amounts in EUR thousand
EUR
Strengthening
EUR
Weakening
EUR
Strengthening
EUR
Weakening
2022
USD (10% movement in relation to EUR)
(1,181)
1,444
1,323
(1,617)
GBP (10% movement in relation to EUR)
(1,421)
1,736
730
(892)
RON (10% movement in relation to EUR)
(255)
311
2021
USD (10% movement in relation to EUR)
1,777
(2,171)
1,777
(2,171)
GBP (10% movement in relation to EUR)
(580)
709
(580)
709
d) Interest rate risk
The following financial liabilities related to loans and borrowings and finance leases:
Amounts in EUR thousand
2022
2021
2022
2021
Fixed-rate instruments
Financial assets
4,500
5,746
4,500
5,746
Financial liabilities
(296,457)
(262,186)
(291,605)
(253,014)
Variable-rate instruments
Financial assets
-
-
3,000
3,000
Financial liabilities
(694,297)
(616,013)
(554,311)
(460,932)
Interest rates swap
182,500
-
182,500
-
Sensitivity analysis
The effects of an increase in the interest rates by 25 basis points both in the Income statement and the Equity is being
depicted as follows:
GROUP
COMPANY
Amounts in EUR thousand
0.25%
increase
0.25%
decrease
0.25%
increase
0.25%
decrease
2022
Financial liabilities
(1,371)
1,371
(1,371)
1,371
2021
Financial liabilities
(1,540)
(1,540)
(1,152)
1,152
Annual Financial Report of 31st December 2022
155
e) Change of Metal prices
The production of aluminium, copper and alloys require significant quantities of raw materials, as a result, the
Group and the Company purchase raw materials of copper, aluminium and zinc for further fabrication. In order to
secure the unhindered operation of the Group and the Company, considering the usual production cycle as well as
the availability of raw materials from parameters that cannot be controlled either by the Group or the Company
(indicatively and not exhaustively, the global balance of supply and demand, implementation of new laws or
regulations related to the production and movement of raw materials etc.), the Group and the Company maintain
a safety stock, the amount of which is set by the Management considering the production process and the overall
market conditions, a practice which is followed by almost all the competitors and market participants and is
embedded in the core characteristics of the operation of the production facilities.
For the usual procurement of raw materials and sales the Group and the Company employ cash flow hedge
accounting to fortify their cash flows from the changes in the prices of metals. According to the set hedging policy,
the Group and the Company close positions in the LME (London Metal Exchange) for each purchase or sale of
physical inventory conducted with suppliers and customers respectively. At the closing of the market position the
result is charged to the statement of profit or loss as well as the completion of the sale or purchase of the physical
inventories of the products or raw materials, while the open positions are being measured in the statement of other
comprehensive income as each reporting period.
In addition, it is noted that the Group and the Company determine the cost of inventory by applying the annual
average weighted cost method and measure the inventory at each reporting period at the lower between
acquisition cost or net realisable value, including the safety stock. The changes from the valuation of safety stock
cause fluctuations in the variable cost, which however are not source of cash flow risk, considering the steady
retention of the said stock. As a result of the above, a sensitivity analysis of the change of metal prices on the safety
stock is not presented.
28. Fair value of financial assets
The different levels have been defined as follows:
− Level 1: consists of exchange traded derivatives and shares which are based on market prices.
− Level 2: consists of OTC derivatives that are based on prices from brokers.
− Level 3: Includes unlisted shares. They come from estimates of the Company as there are no observable market data.
The financial information concerning Level 3 refers to holdings in domestic and foreign companies with a stake of less than 20%.
These holdings which are not quoted and the fair value cannot be reliably measured, they are valued at cost and are subject to
impairment testing (see Note 14).
Annual Financial Report of 31st December 2022
156
2022
GROUP
Amounts in EUR thousand
Level 1
Level 2
Level 3
Total
Other investments
3
-
5,258
5,261
Derivatives Financial Assets
1,080
44,682
-
45,762
1,080
44,682
5,261
51,024
Derivatives Financial Liabilities
(2,863)
(5,036)
-
(7,898)
(1,782)
39,646
5,261
43,126
2021
GROUP
Amounts in EUR thousand
Level 1
Level 2
Level 3
Total
Other investments
3
-
4,228
4,231
Derivatives Financial Assets
6,065
8,060
-
14,125
Derivatives Financial Liabilities
(2,053)
(4,259)
-
(6,313)
2022
COMPANY
Amounts in EUR thousand
Level 1
Level 2
Level 3
Total
Other investments
3
-
4,991
4,994
Derivatives Financial Assets
574
43,506
-
44,080
574
43,506
4,994
49,074
Derivatives Financial Liabilities
(2,751)
(5,017)
-
(7,769)
(2,178)
38,489
4,994
41,305
2021
COMPANY
Amounts in EUR thousand
Level 1
Level 2
Level 3
Total
Other investments
3
-
4,186
4,189
Derivatives Financial Assets
3,050
7,986
-
11,036
Derivatives Financial Liabilities
(2,053)
(3,591)
-
(5,644)
The derivatives of level 1 comprise of futures traded in ‘London Metal Exchange – LME’ for which there is an observable
market price for all prompt dates on which the contract is settled. The mark-to-market valuations of the futures are
based on evening evaluations of LME, as well as the counterparties valuations in contracts, which are LME brokers.
The derivatives of level 2 comprise of forward FX contracts. The valuation stems from the counterparty banks based
on a valuation model.
Annual Financial Report of 31st December 2022
157
(b) Fair Value in Level 3
The movement of investments classified as Level 3 was as follows:
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Balance at 1 January
4,231
4,302
4,189
2,185
Additions
720
5
495
5
Fair value adjustment through OCI
310
-
310
-
Disposals
-
(79)
-
-
Mergers
-
-
-
1,995
Reclassifications
-
3
-
3
Balance as at 31 December
5,261
4,231
4,994
4,189
During the fiscal year, there were no reclassifications of financial assets among levels.
The financial assets classified in Level 3 are valuated with the discounted cash flow method. The valuation model calculates the
present value of the net cash flows that the Cash Generating Unit is creating (CGU) based on assumptions for future profitability,
taking into account the expected growth rate of its operations as well as the discount rate.
The expected cash flows have been discounted using rates as follows:
• Risk-free rate: (1,9)%
• Market risk premium: 5,9%
• Expected income tax rate: 22%
• Unlevered beta: 0.89
• WACC 9,3%
• Growth rate (g): 1,7%.
29. Commitments
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Tangible Assets
6,829
10,128
6,784
9,478
30. Contingent Liabilities
The tax liabilities of the Company and its subsidiaries for certain financial years have not been audited by taxation authorities
and thus are not finalized yet for such years.
The table below presents unaudited tax years of the companies consolidated by ELVALHALCOR SA by applying either full
consolidation or equity method.
Annual Financial Report of 31st December 2022
158
Company
Country
Business
Direct
Indirect
Consolidation method
Unaudited tax year
ELVALHALCOR S.A.
-
GREECE
Industrial
-
-
-
2017 – 2022
SOFIA MED S.A.
(1)
BULGARIA
Industrial
89,56%
0,00%
Consolidation in full
2016 - 2022
EPIRUS METALWORKS
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2019 - 2022
TECHOR S.A.
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2017 - 2022
ELKEME S.A.
(2)
GREECE
Metallurgical
research
92,50%
0,00%
Equity Method
2010-2022
VIEXAL S.A.
(2)
GREECE
Services
26,67%
0,00%
Equity Method
2017 - 2022
VIENER S.A.
(2)
GREECE
Energy
41,32%
0,00%
Equity Method
2012-2022
ΙΝΤΕRΝΑΤΙΟΝΑL TRADE S.A.
(2)
BELGIUM
Commercial
29,97%
0,00%
Equity Method
-
TECHOR PIPE SYSTEMS
(3)
ROMANIA
Industrial
0,00%
100,00%
Consolidation in full
-
HC ISITMA A.S.
-
TURKEY
Industrial
50,00%
0,00%
Equity Method
-
STEELMET S.A.
(2)
GREECE
Services
29,56%
0,00%
Equity Method
2017 - 2022
SYMETAL S.A.
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2017 - 2022
ELVAL COLOUR S.A.
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2017 - 2022
VEPAL S.A.
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2017 - 2022
ANOXAL S.A.
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2017 - 2022
VIOMAL S.A
(1)
GREECE
Industrial
75,00%
0,00%
Consolidation in full
2017 - 2022
ROULOC S.A.
(4)
GREECE
Industrial
0,00%
100,00%
Consolidation in full
2017 - 2022
ELVAL COLOUR IBERICA S.A.
(4)
SPAIN
Commercial
0,00%
100,00%
Consolidation in full
-
UACJ ELVAL HEAT EXCHANGER
MATERIALS GmbH
-
GERMANY
Commercial
50,00%
0,00%
Equity Method
-
NEDZINK B.V.
NETHERLANDS
Industrial
50,00%
0,00%
Equity Method
-
CABLEL WIRES S.A
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2019-2022
ETEM S.A
(1)
GREECE
Industrial
100,00%
0,00%
Consolidation in full
2017-2022
ETEM BG S.A.
(5)
BULGARIA
Commercial
0,00%
100,00%
Consolidation in full
2019-2022
ETEM ALBANIA S.A.
(6)
ALBANIA
Commercial
0,00%
100,00%
Consolidation in full
2011-2022
ETEM SCG DOO
(6)
SERBIA
Commercial
0,00%
100,00%
Consolidation in full
2013-2022
ETEM SYSTEMS LLC
(6)
UKRAINE
Commercial
0,00%
100,00%
Consolidation in full
2005-2022
ETEM SYSTEMS SRL
(6)
ROMANIA
Commercial
0,00%
100,00%
Consolidation in full
2017-2022
ELVIOK S.A
(1)
GREECE
Services
100,00%
0,00%
Consolidation in full
2019-2022
(1) Subsidiary of ELVALHALCOR
(2) Subsidiary of VIOHALCO
(3) Subsidiary of Techor S.A.
(4) Subsidiary of Elval Colour S.A.
(5) Subsidiary of ΕΤΕΜ S.A
(6) Subsidiary of ETEM BG S.A.
31. Related parties
Affiliated parties shall mean all companies and natural persons with whom direct (subsidiaries, associated companies,
joint ventures, collaborating companies, shareholders or management with executive tasks) or indirect relation
(entities controlled by shareholders, employees performing administrative tasks or close relatives of the latter) is
established.
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Sales of Goods
Subsidiaries
-
-
333,521
261,634
Equity-accounted investees
1,296,154
452,087
889,638
700,891
Joint ventures
6,337
77
6,337
1
Other related parties
138,768
730,437
199,651
159,682
1,441,260
1,182,602
1,429,147
1,122,207
Rendering of services
Subsidiaries
1,002
-
3,100
5,727
Equity-accounted investees
312
759
825
810
Joint ventures
2,627
121
224
1
Other related parties
1,002
2,516
2,845
897
Parent
-
-
-
3,941
3,396
6,993
7,433
Annual Financial Report of 31st December 2022
159
Sales of property, plant & equipment
Subsidiaries
-
-
30
943
Equity-accounted investees
-
-
81
-
Joint ventures
-
172
-
172
Other related parties
16,454
169
15,668
96
16,454
341
15,779
1,211
Purchases of goods
Subsidiaries
165
-
53,545
43,809
Equity-accounted investees
-
16,374
333
522
Joint ventures
111,844
35
-
35
Other related parties
-
81,037
57,954
41,011
112,008
97,447
111,833
85,377
Purchases of services
Subsidiaries
-
-
59,196
44,639
Equity-accounted investees
65,834
45,830
26,769
26,251
Joint ventures
715
169
697
150
Other related parties
9,754
8,217
6,922
6,593
Parent
130
130
76,434
54,216
93,715
77,633
Purchase of PPE
Subsidiaries
-
250
356
Equity-accounted investees
3,061
4,659
2,367
3,378
Joint ventures
22,422
23,060
20,596
19,912
25,483
27,719
23,213
23,646
The services, sales and purchases of good from continuing activities with related parties are carried out with the
established price list as with third parties.
End-of-year balances from sale / purchase of goods, services, fixed assets, as follows:
GROUP
COMPANY
Amounts in EUR thousand
31.12.2022
31.12.2021
31.12.2022
31.12.2021
Short term receivables from related parties
Subsidiaries
-
-
86,639
76,568
Equity-accounted investees
71,078
32,771
36,888
53,786
Joint ventures
9,426
5,857
9,391
5,778
Other related parties
61,702
87,541
70,265
36,248
Parent
1
1
-
-
142,207
126,171
203,182
172,380
Annual Financial Report of 31st December 2022
160
Short term liabilities to related parties
Subsidiaries
-
-
14,940
15,323
Equity-accounted investees
10,282
9,066
4,760
8,123
Joint ventures
41
269
41
25
Other related parties
12,514
10,622
10,802
-
Parent
4,314
259
4,099
6,598
27,151
20,215
34,642
30,070
Services towards and from affiliated parties, as well as sales and purchases of goods, are realized in accordance with
the fee schedules, which apply for non-affiliates. The Group and the Company have not recorded any impairment
loss in respect of intercompany balances as there are only minor delays in payment for which interest is invoiced.
The only exception related to the recorded impairment loss amounted to Euro 4.4 million of the Company from ETEM
S.A. For 2022 the amount of interest has been invoiced to related parties by the parent company ELVALHALCOR
amounted to Euro 614 thousand compared to 204 thousand in 2021, while at Group level there were charges for
2022 amounted to Euro 223 thousand compared to Euro 55 thousand in 2021. Concerning loan commitments to
related parties, these are presented in specific line in Statement of Financial Position (refer to note 34 for more
information)
Sofia Med SA buys from ELVALHALCOR raw materials and semi-finished products of copper and copper alloys,
depending on its needs, as well as finished products which distributes to the Bulgarian market. In addition,
ELVALHALCOR provides technical, administrative and commercial support services to Sofia Med. Respectively,
ELVALHALCOR buys from Sofia Med raw materials, semi-finished products according to its needs, as well as finished
products which distributes to the Greek market.
ELVALHALCOR purchases aluminium scrap from the production process of Symetal, which is re-used as raw material
(re-casting). ELVALHALCOR, occasionally, sells spare parts and other materials to Symetal and provides other
supportive services. Finally, ElvalHalcor sells final spare parts and other materials to SYMETAL and provide various
services.
ELVALHALCOR S.A. sells final aluminium products to Viomal, which constitute raw material for the latter and Viomal
sells back to ELVALHALCOR the returns from its production process.
Elval Colour S.A. buys final products from ELVALHALCOR, which are used as raw material by the latter and
ELVALHALCOR processes Elval Colour’s materials.
Vepal S.A. processes ELVALHALCOR’s products and delivers semi-finished products. ELVALHALCOR sells raw
materials to Vepal and also provides supporting administrative services to the latter.
Anoxal S.A., also, processes ELVALHALCOR’s raw materials and ELVALHALCOR provides administrative support to
Anoxal. Furthermore, Anoxal purchases from ELVALHALCOR other materials (spare parts and other consumables)
for its production process.
Epirus Metalworks purchases raw materials from ELVALHALCOR, proceed with the process and then sales finished
products to ELVALHALCOR. ELVALHALCOR provides administrative services to Epirus Metalworks.
Cenergy Group purchases raw materials from ELVALHALCOR according to their needs. In its turn, it sells copper
scrap to ELVALHALCOR from the products returned during its production process.
Annual Financial Report of 31st December 2022
161
Steelmet Group provides ELVALHALCOR with administration and organization services.
International Trade exports ELVALHALCOR’s Group products to various foreign countries with the delivery provided
directly from the production facilities of the Group to many customers, the majority of them does not represent
10% of total sales according to the credit policy of the Group. ElvalHalcor’s transactions with INTERNATIONAL
TRADE are approved by the Board of Directors and are published to G.E.MI. (ΓΕΜΗ), pursuant to art. 99-101 of the
Law L4548/2018.
Metal Agencies LTD acts as a merchant - central distributor of ELVALHALCOR Group in Great Britain.
TEPROMKC Gmbh trades ELVALHALCOR’s products in the German market.
Steelmet Romania trades ELVALHALCOR’s products in the Romanian market.
Teka Systems S.A. undertakes to carry out certain industrial constructions for ELVALHALCOR and provides
consulting services in IT issues and SAP support and upgrade.
Anamet S.A. provides ELVALHALCOR with considerable quantities of copper and brass scrap.
Viexal SA provides ELVALHALCOR with travelling services.
Viohalco S.A. rents buildings and industrial premises to ELVALHALCOR.
Tepro Metall AG trades (through its subsidiary MKC) ELVALHALCOR products and represents the latter in the
German market.
Genecos, as well as its subsidiary Reynolds Cuivre sell ELVALHALCOR’s products and represent ELVALHALCOR in the
French market.
ETEM Gestamp Aluminium Extrusions purchases from ELVALHALCOR aluminium billets and sells in its turn
aluminium scrap from its production process to ELVALHALCOR.
GESTAMP Etem Automotive Bulgaria sells aluminium scrap from its production process to ELVALHALCOR.
ETEM COMMERCIAL SA rents industrial facilities from ELVALHALCOR, purchases aluminium billets and sells in its
turn aluminium scrap from its production process to ELVALHALCOR.
UACJ ELVAL HEAT EXCHANGER MATERIALS purchases from ELVALHALCOR finished aluminium products and
distributes them to international markets.
GROUP
COMPANY
Amounts in EUR thousand
31.12.2022
31.12.2021
31.12.2022
31.12.2021
Compensation to BoD members and executives
12,580
12,442
4,694
5,216
12,580
12,442
4,694
5,216
32. Audit fees
The statutory auditors of the Company for the financial year 2022, “PriceWaterHouseCoopers Auditing Company
SA” (AM SOEL 113) (268 Kifisias Av. PC:15232, Chalandri, tel: 2106874400) have been elected by the Ordinary
General Meeting of the Company’s Shareholders on 24.05.2022.
Regarding financial year 2022, the fees of the above auditors in respect of audit of the financial statements of the
Company amounted to 238.075 Euros plus VAT (2021: Euros 213.000), for tax audit to 47.040 Euros plus VAT (2021:
44.800 Euros) and fees for other services to 71.280 Euros plus VAT (2021: 15.500 Euros). At a Group level they
amounted to 377.050 Euros (2021: 342.400 Euros), for tax audit 71.715 Euros (2021: 68.300 Euros) and fees for
other services to 84.585 Euros (2021: 27.000 Euros).
Annual Financial Report of 31st December 2022
162
33. Right of use of Assets
The movement in the right of use of assets for the fiscal year and the respective previous presented below:
GROUP
Amounts in EUR thousand
Land
Buildings /
Warehouses
Machinery
Transportation
equipment
Total
Cost
Balance as at 1 January 2021
274
1,525
17,470
6,412
25,681
Additions
-
56
-
2,019
2,075
Terminations
-
(47)
-
(764)
(811)
Mergers and absorptions
-
3,824
-
614
4,438
Modifications
-
24
-
-
24
Balance as at 31 December 2021
274
5,383
17,470
8,281
31,408
Accumulated depreciation
Balance as at 1 January 2021
(29)
(151)
(3,202)
(2,565)
(5,947)
Depreciation of the period
(23)
(540)
(828)
(1,613)
(3,003)
Terminations
-
49
-
602
650
Mergers and absorptions
-
(736)
-
(351)
(1,087)
Balance as at 31 December 2021
(51)
(1,378)
(4,030)
(3,927)
(9,386)
Amounts in EUR thousand
Land
Buildings /
Warehouses
Machinery
Transportation
equipment
Total
Cost
Balance as at 1 January 2022
274
5,383
17,470
8,281
31,408
Additions
-
702
-
2,316
3,018
Terminations
-
(128)
-
(1,030)
(1,159)
Modifications
32
27
-
77
136
Reclassifications to Assets held for sale
-
(4,449)
-
(778)
(5,227)
Balance at 31 December 2022
307
1,535
17,470
8,865
28,176
Accumulated depreciation
Balance as at January 1 2022
(51)
(1,378)
(4,030)
(3,927)
(9,386)
Depreciation
(26)
(728)
(828)
(1,743)
(3,325)
Terminations
-
118
-
927
1,046
Reclassifications to Assets held for sale
-
1,751
-
365
2,116
Balance as at 31 December 2022
(77)
(238)
(4,858)
(4,377)
(9,550)
Carrying amounts
At 1 January 2021
246
1,374
14,268
3,846
19,734
At 31 December 2021
223
4,005
13,440
4,354
22,021
At 31 December 2022
230
1,297
12,612
4,488
18,627
Annual Financial Report of 31st December 2022
163
COMPANY
Amounts in EUR thousand
Buildings /
Warehouses
Machinery
Transportation
equipment
Total
Cost
Balance as at 1 January 2021
1,367
17,470
3,606
22,442
Additions
-
-
855
855
Terminations
-
-
(354)
(354)
Mergers and absorption
-
-
150
150
Balance at 31 December 2021
1,367
17,470
4,257
23,093
Accumulated depreciation
Balance at 1 January 2021
(42)
(3,202)
(1,360)
(4,604)
Depreciation
(52)
(828)
(806)
(1,686)
Terminations
-
-
268
268
Mergers and absorption
-
-
(83)
(83)
Balance at 31 December 2021
(94)
(4,030)
(1,981)
(6,105)
Amounts in EUR thousand
Buildings /
Warehouses
Machinery
Transportation
equipment
Total
Balance as at 1 January 2022
1,367
17,470
4,257
23,093
Additions
-
-
645
645
Terminations
-
-
(479)
(479)
Modifications
-
-
32
32
Balance at 31 December 2022
1,367
17,470
4,455
23,291
Accumulated amortisation and impairment losses
Balance as at January 1 2022
(94)
(4,030)
(1,981)
(6,105)
Depreciation
(52)
(828)
(852)
(1,732)
Terminations
-
-
475
475
Balance as at 31 December 2022
(146)
(4,858)
(2,358)
(7,361)
Carrying amounts
At 1 January 2021
1,325
14,268
2,246
17,838
At 31 December 2021
1,273
13,440
2,276
16,989
At 31 December 2022
1,221
12,612
2,097
15,930
Rental fees was recognized in the income statement for fiscal year and the respective prior year presented below:
Annual Financial Report of 31st December 2022
164
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Variable rental fees
64
73
29
36
Low value rental fees
96
80
15
10
Short term rental fees
3,249
3,475
1,841
1,788
(Gain)/loss due to difference between
asset/liability on early termination
(19)
(7)
(18)
()
Other expenses related to leasing contracts
110
114
34
29
3,501
3,735
1,901
1,862
Interest expense related to financial leases amounted for the Group Euro 577,2 thousand (2021: Euro 683,1
thousand) and for the Company Euro 402,8 thousand (2021: Euro 519,1 thousand).
34. Long- and short-term receivables from loans
On 10.09.2020, the Company, granting the necessary approvals based on articles 99-101 of Law 4548/2018 for the
fairness of the transaction, jointly with Koramic Holding N.V, with a percentage corresponding to their participation
of 50 %, provided a loan to the affiliated Nedzink B.V. with a nominal value of 11.5 million euros partially convertible
into equity capital. On 28.02.2022 a portion of the loan amounting to 1.25 million euros was converted into equity
capital. The interest rate of the loan amounts to 3.6% annually. The Company together with Koramic Holding N.V.
is in negotiations for the refinancing of the loan. For this reason, the loan has been classified under short-term loan
receivables and is classified at level 3.
On 21.12.2021, the Company signed a credit facility agreement with its 100% subsidiary EPIRUS METALWORKS S.A.,
under which ELVALHALCOR provides EPIRUS METALWORKS S.A. a credit, exclusively in cash, up to an amount of
€3.0 million. The contract is granted for a period of five (5) years and METALLOURGIKI EPIROU has the right for
partial or full repayment at any time. The interest rate is determined by the six-month EURIBOR plus a margin of
3.6%. Consequently, the corresponding amount has been classified under current assets and classified as level 3.
Annual interest rate is based on 6-month EURIBOR plus margin of 3.6%. As a result, the loan has been classified to
current assets.
GROUP
COMPANY
Amounts in EUR thousand
2022
2021
2022
2021
Balance as at 1 January
5,745
3,975
8,745
3,975
Additions
-
1,750
-
4,750
Converted to share capital
(1,250)
-
(1,250)
-
Interest income
196
173
241
173
Interest income received
(191)
(153)
(236)
(153)
Balance as at 31 January
4,500
5,745
7,500
8,745
Annual Financial Report of 31st December 2022
165
35. EBITDA and a-EBITDA
EBITDA: It is the measure of profitability of the entity before taxes, financial, depreciation and amortization. It is
calculated by adjusting the depreciation and amortization to the operating profit as this is reported in the statement
of profit and loss.
GROUP
COMPANY
2022
2021
2022
2021
Operating profit / (loss)
256,250
146,909
174,607
98,554
Adjustments for:
+ Depreciation of tangible assets
66,348
65,667
43,257
44,086
+ Depreciation of right of use assets
3,325
3,003
1,732
1,686
+ Amortization
1,371
1,226
685
649
+ Depreciation of investment property
543
100
1,692
1,215
- Amortization of Grants
(1,673)
(1,593)
(1,254)
(1,202)
EBITDA
326,163
215,312
220,719
144,988
a – EBITDA: adjusted EBITDA is a measure of the profitability of the entity after adjustments for:
• Metal result
• Restructuring Costs
• Special Idle costs
• Impairment of fixed assets
• Impairment of Investments
• Profit / (Loss) of sales of fixed assets and investments if included in the operational results
• Other impairments
GROUP
COMPANY
2022
2021
2022
2021
EBITDA
326,163
215,312
220,719
144,988
Adjustments for:
+ Loss / - Profit from Metal Lag
(61,517)
(56,135)
(45,568)
(36,819)
+ Losses from Fixed assets write-offs
or impairments
8,674
2,941
6,813
2,797
- Profit / + Loss from sale of Assets
(2,104)
558
(1,930)
74
+ Expenses for Covid-19 pandemic*
4,159
2,774
a - EBITDA
271,217
166,835
180,034
113,814
*Incremental coronavirus costs adjusted in 2021, concern all incremental costs incurred due to the coronavirus outbreak. Such costs are
directly attributable to the coronavirus outbreak and are incremental to costs incurred prior to the outbreak and not expecte d to recur once
the crisis has subsided and operations return to normal, while they are clearly separable from normal operations. In 2022, as these costs have
been incorporated in the operating costs of subsidiaries, they do not meet the definition of non -recurring and therefore they are not considered
as adjusting items.
Annual Financial Report of 31st December 2022
166
GROUP
COMPANY
31.12.2022
31.12.2021
31.12.2022
31.12.2021
(Α) Value of Metal in Sales
2,734,956
2,225,743
1,782,857
1,385,188
(B) Value of Metal in Cost of Sales
(2,693,176)
(2,176,246)
(1,752,719)
(1,361,423)
(C) Result of Hedging Instrunments
19,736
6,638
15,430
13,054
(A+B+C) Metal Result in Gross Profit
61,517
56,135
45,568
36,819
For the current and the respective previous period the figures were as follows:
ALUMINIUM
Amounts in EUR thousand
2022
2021
Operating profit / (loss)
199,667
78,790
Adjustments for:
+ Depreciation
49,211
46,921
- Amortization of Grants
(1,289)
(1,411)
EBITDA
247,589
124,300
EBITDA
247,589
124,300
Adjustments for:
+ Loss / - Profit from Metal Lag
(44,027)
(20,942)
+ Losses from Fixed assets write-offs or impairments
3,467
2,900
- Profit / + Loss from sale of Assets
(2,075)
(114)
+ Expenses for Covid-19 pandemic
-
2,191
a - EBITDA
204,954
108,336
ALUMINIUM
Amounts in EUR thousand
2022
2021
(Α) Value of Metal in Sales
1,141,230
809,726
(B) Value of Metal in Cost of Sales
(1,103,496)
(808,669)
(C) Result of Hedging Instrunments
6,292
19,885
(A+B+C) Metal Result in Gross Profit
44,027
20,942
Annual Financial Report of 31st December 2022
167
COPPER
Amounts in EUR thousand
2022
2021
Operating profit / (loss)
56,583
68,120
Adjustments for:
+ Depreciation
22,376
23,075
- Amortization of Grants
(384)
(183)
EBITDA
78,575
91,012
EBITDA
78,575
91,012
Adjustments for:
+ Loss / - Profit from Metal Lag
(17,490)
(35,193)
+ Losses from Fixed assets write-offs or impairments
5,207
40
- Profit / + Loss from sale of Assets
(29)
672
+ Expenses for Covid-19 pandemic
-
1,968
a - EBITDA
66,262
58,499
COPPER
Amounts in EUR thousand
31.12.2022
31.12.2021
(Α) Value of Metal in Sales
1,593,726
1,416,018
(B) Value of Metal in Cost of Sales
(1,589,680)
(1,367,578)
(C) Result of Hedging Instrunments
13,444
(13,247)
(A+B+C) Metal Result in Gross Profit
17,490
35,193
36. Assets held for sale
On 27.12.2022, the final documents were signed in order to implement the Strategic Partnership Agreement, i.e.
the merger with absorption of ETEM by COSMOS ALUMINUM, which will take place, in accordance with the
provisions of Law 4601/2019, of Law 4548/2018, article 54 of Law 4172/2013 and article 61 of Law 4438/2016
(hereinafter “Merger” or “Corporate Transformation”). As a result of the Corporate Transformation, ELVALHALCOR,
upon completion of the Merger, will hold a minority stake of 15% in the share capital of COSMOS ALUMINUM, while
the current shareholders of COSMOS ALUMINUM will hold, in total, a stake of 85% in the share capital of COSMOS
ALUMINUM. Completion of the Merger process is subject to the granting of the required, in accordance with the
Law, approvals from the General Meetings of the shareholders of ETEM and COSMOS ALUMINUM, as well as subject
to the granting, in accordance with the Law, of the necessary approvals from the competent authorities. Net
amount of the investment was Euro 26.6 million according to the 27.12.2022 valuation report of audit firm GRANT
THORNTON, pursuant to law as in force and classified as level 3. Nevertheless, the Company reclassified the
investment in ETEM S.A. to assets held for sale to the above amount, while in Group level ETEM’s Group assets and
liabilities classified as assets held for sale and liabilities related to assets held for sale respectively. On 31.12.2022
assets and liabilities related to assets held for sale of ETEM’s Group presented at their fair value as follows:
Annual Financial Report of 31st December 2022
168
Amounts in EUR thousand
31.12.2022
Tangible assets
17,907
Intangible assets
9,321
Other non-current assets
7,300
Inventories
26,295
Trade and other receivables
13,609
Cash and cash equivalents
3,434
Assets held for sale
77,867
Long term payables
175
Long term loans and lease liabilities
2,405
Trade and other payables
14,256
Short term loans and lease liabilities
4,277
Liabilities related to assets held for sale
21,113
37. Subsequent events
There are no subsequent events to December 31, 2022, that significantly affect these financial statements and
should either be disclosed or amend the figures of the financial statements at the year end.
Annual Financial Report of 31st December 2022
169
Information under article 10 of Law 3401/2005
No
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