CHIMIMPORT AD
Annual Separate Financial Statements
31 December 2025
Contents
Page
Separate statement of financial position
1
Separate statement of profit or loss and other comprehensive
income
3
Separate statement of changes in equity
4
Separate statement of cash flows
6
Notes to the separate financial statements
7
Annual separate activity report
-
Report on the implementation of the remuneration policy
-
Information regarding the implementation of the
recommendations of the National Corporate Governance Code
-
Declaration under Art. 100n from POSA by the compiler and
the representatives of the company
-
Independent auditor’s report
-
Declaration in accordance to Article 100n, from the POSA by
the audit firm
-
Chimimport AD
Separate Financial Statements
31 December 2025
1
The accompanying notes from 6 to 54 form an integral part of the separate financial statements.
Separate statement of financial position
Note
31 December
2024
BGN ‘000
Assets
Non-current assets
Property, plant and equipment
5
1 545
Investment property
6
30 122
Investments in subsidiaries
7
787 866
Long-term financial assets
8
54 458
Long-term related party receivables
28
160 065
Non-current assets
1 034 056
Current assets
Short-term financial assets
10
242 669
Trade and other financial receivables
11
6 180
Related party receivables
28
28 506
Prepayments and other assets
23
Cash and cash equivalents
12
69 530
Current assets
346 908
Total assets
1 380 964
The separate financial statements are approved for issue by decision of the Managing Board on 31
March 2026.
Prepared by: ____________________
Executive director: _________________
/A. Kerezov/
/M. Ivanov/
Auditor’s report issued on:
PhD Mariana Mihaylova
Manager
RSM BG OOD
Auditing company, registration number 173
PhD Mariana Mihaylova
Registered auditor, responsible for the audit
Aleksandar
Dimitrov
Kerezov
Digitally signed by
Aleksandar
Dimitrov Kerezov
Date: 2026.03.31
19:34:10 +03'00'
Mirolyub
Panchev
Ivanov
Digitally signed by
Mirolyub Panchev
Ivanov
Date: 2026.03.31
19:35:51 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:06:51 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by Mariana
Petrova Mihaylova
Date: 2026.03.31 20:11:54
+03'00'
Chimimport AD
Separate Financial Statements
31 December 2025
2
The accompanying notes from 6 to 54 form an integral part of the separate financial statements.
Separate statement of financial position (continued)
Equity and liabilities
Note
31 December
31 December
2025
2024
BGN ‘000
BGN ‘000
Equity
Share capital
13.1
239 646
239 646
Share premium
13.1
260 615
260 615
Remeasurement of defined benefit liability
102
89
Other reserves
13.1
50 954
52 626
Retained earnings from prior years
609 181
590 363
Net profit for the year
19 227
18 818
Total equity
1 179 725
1 162 157
Liabilities
Non-current liabilities
Bank and other borrowings – non-current
15
3 086
7 358
Long-term related party payables
28
58 203
17 008
Pension and other employee obligations
14.2
31
40
Provisions for liabilities
16
157
409
Deferred tax liabilities
9
7 962
6 087
Non-current liabilities
69 439
30 902
Current liabilities
Bank and other borrowings – current
15
4 333
-
Trade and other payables
17
4 201
3 283
Short-term related party payables
28
172 008
184 251
Pension and other employee obligations
14.2
147
142
Tax Liabilities
-
229
Current liabilities
180 689
187 905
Total liabilities
250 128
218 807
Total equity and liabilities
1 429 853
1 380 964
The separate financial statements are approved for issue by decision of the Managing Board on 31
March 2026.
Prepared by: ____________________
Executive director: _________________
/A. Kerezov/
/M. Ivanov/
Auditor’s report issued on:
PhD Mariana Mihaylova
Manager
RSM BG OOD
Auditing company, registration number 173
PhD Mariana Mihaylova
Registered auditor, responsible for the audit
Aleksandar
Dimitrov Kerezov
Digitally signed by Aleksandar
Dimitrov Kerezov
Date: 2026.03.31 19:34:32
+03'00'
Mirolyub
Panchev
Ivanov
Digitally signed by
Mirolyub Panchev
Ivanov
Date: 2026.03.31
19:36:08 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31 20:07:11
+03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:12:13 +03'00'
Chimimport AD
Separate Financial Statements
31 December 2025
3
The accompanying notes from 6 to 54 form an integral part of the separate financial statements.
Separate statement of profit or loss and other
comprehensive income for the year ended 31
December
Note
2025
2024
BGN ’000
BGN ’000
Gain from financial instruments(net)
18
18 490
16 106
Change in the fair value of investment property
6
(14)
-
Net result from change in fair value
18 476
16 106
Interest income
19
7 266
6 942
Interest expense
20
(3 781)
(3 296)
Net interest income
3 485
3 646
Other financial cost
21
(618)
(89)
Dividend income
22
2 314
2 257
Revenue from non-financial activities
23
2 737
2 262
Non-financial expenses
24
(5 107)
(3 524)
Profit before tax
21 287
20 658
Income tax expense
25
(2 060)
(1 840)
Profit for the year
19 227
18 818
Other comprehensive (loss)/income:
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit liability
14.2
13
2
Revaluation of equity instruments
8.2.1
(1 672)
(1 011)
Other comprehensive (loss) for the year, net of tax
(1 659)
(1 009)
Total comprehensive income
17 568
17 809
Earnings per share in BGN:
26
0.08
0.08
The separate financial statements are approved for issue by decision of the Managing Board on 31
March 2026 .
Prepared by: ____________________
Executive director: _________________
/A. Kerezov/
/M. Ivanov/
Auditor’s report issued on:
PhD Mariana Mihaylova
Manager
RSM BG OOD
Auditing company, registration number 173
PhD Mariana Mihaylova
Registered auditor, responsible for the audit
Aleksandar
Dimitrov
Kerezov
Digitally signed by
Aleksandar Dimitrov
Kerezov
Date: 2026.03.31
19:34:46 +03'00'
Mirolyub
Panchev
Ivanov
Digitally signed
by Mirolyub
Panchev Ivanov
Date: 2026.03.31
19:36:23 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31 20:07:34
+03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:12:34 +03'00'
Chimimport AD
Separate Financial Statements
31 December 2025
4
The accompanying notes from 6 to 54 form an integral part of the separate financial statements.
Separate statement of changes in equity for the year
ended 31 December
All amounts are
presented in BGN
‘000
Share capital
Share
premium
Remeasurement
of defined benefit
liability
Other
reserves
Retained
earnings
Total
equity
Balance at 1 January
2025
239 646 260 615 89 52 626 609 181 1 162 157
Net profit for the period
-
-
-
-
19 227
19 227
Other comprehensive
loss
- - 13 (1 672) - (1 659)
Total comprehensive
income
- - 13 (1 672) 19 227 17 568
Balance at 31
December 2025
239 646 260 615 102 50 954 628 408 1 179 725
All amounts are
presented in BGN
‘000
Share capital
Share
premium
Remeasurement
of defined benefit
liability
Other
reserves
Retained
earnings
Total
equity
Balance at 1 January
2024
239 646 260 615 87 53 637 590 363 1 144 348
Net profit for the period
-
-
-
-
18 818
18 818
Other comprehensive
loss
- - 2 (1 011) - (1 009)
Total comprehensive
income
- - 2 (1 011) 18 818 17 809
Balance at 31
December 2024
239 646 260 615 89 52 626 609 181 1 162 157
The separate financial statements are approved for issue by decision of the Managing Board on 31
March 2026.
Prepared by: ____________________
Executive director: _________________
/A. Kerezov/
/M. Ivanov/
Auditor’s report issued on:
PhD Mariana Mihaylova
Manager
RSM BG OOD
Auditing company, registration number 173
PhD Mariana Mihaylova
Registered auditor, responsible for the audit
Aleksandar
Dimitrov
Kerezov
Digitally signed by
Aleksandar
Dimitrov Kerezov
Date: 2026.03.31
19:35:00 +03'00'
Mirolyub
Panchev
Ivanov
Digitally signed
by Mirolyub
Panchev Ivanov
Date: 2026.03.31
19:36:36 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:07:54 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:12:52 +03'00'
Chimimport AD
Separate Financial Statements
31 December 2025
5
The accompanying notes from 6 to 54 form an integral part of the separate financial statements.
Separate statement of cash flows for the year ended
31 December
Note
31.12.2025
31.12.2024
BGN ‘000
BGN ‘000
Operating activities
Proceeds from short-term loans
7 383
32 777
Payments for short-term loans
(8 910)
(33 147)
Cash receipts from customers
4 314
4 047
Cash paid to suppliers
(3 173)
(2 367)
Interest payments received
2 881
13 471
Payments on interest, commission and other
(1 696)
(2 675)
Payments to employees and social security
institutions
(992)
(981)
Taxes paid
(195)
(1 017)
Corporate tax
(229)
-
Other payment/ proceeds
(127)
4 967
Net cash flow from operating activities
(744)
15 075
Investing activities
Advance payment for the increase of investments in
subsidiaries and associates
-
(13 929)
Dividend proceeds
-
157
Net cash flow from investing activities
-
(13 772)
Financing activities
Payments on received bank and other loans
29
-
(218)
Interest payments
29
(198)
(129)
Net cash flow from financing activities
(198)
(347)
Net change in cash and cash equivalents
(942)
956
Cash and cash equivalents, beginning of year
69 530
68 580
Exchange loss on cash and cash equivalents
(17)
(6)
Cash and cash equivalents, end of year
12
68 571
69 530
The separate financial statements are approved for issue by decision of the Managing Board on 31
March 2026.
Prepared by: ____________________
Executive director: _________________
/A. Kerezov/
/M. Ivanov/
Auditor’s report issued on:
PhD Mariana Mihaylova
Manager
RSM BG OOD
Auditing company, registration number 173
PhD Mariana Mihaylova
Registered auditor, responsible for the audit
Aleksandar
Dimitrov
Kerezov
Digitally signed by
Aleksandar Dimitrov
Kerezov
Date: 2026.03.31
19:35:15 +03'00'
Mirolyub
Panchev
Ivanov
Digitally signed
by Mirolyub
Panchev Ivanov
Date: 2026.03.31
19:36:50 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:08:12 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by
Mariana Petrova
Mihaylova
Date: 2026.03.31
20:13:13 +03'00'
Chimimport AD
Separate Financial Statements
31 December 2025
6
Notes to the separate financial statements
1. Nature of operations
Chimimport AD was registered as a joint-stock company at Sofia city court on 24 January
1990 with UIC 000627519. The address of the Company’s registered office is 2 St. Karadja
Str., Sofia, Bulgaria.
The Company is listed on the Bulgarian Stock Exchange AD on 30 October 2006 with stock
exchange code CHIM for safe shares of the Company. LEI code of the Company is
549300GB265U3RQEQC54.
The operations of the Company comprise the following activities:
• The acquisition, management and sale of shares in Bulgarian and foreign companies;
• Financing of companies in which the Company participates;
• Banking services, Finance, Non-life insurance, Life insurance and Pensions;
• Production of oil and gas;
• Building capacity in the oil industry, production of biodiesel and production of rubber
products;
• Production and marketing of petroleum, chemical products and natural gas;
• Production of vegetable oil, purchasing, processing and marketing of cereals;
• Aviation transport and ground activities on servicing and repair of aircraft and aircraft
engines;
• Inland waterways and maritime transport and port infrastructure;
• Commercial agency and brokerage;
• Commission, forwarding and warehouse activity.
The Company’s management system is two-tier management system comprising Supervisory
and Managing Boards.
Members of the Supervisory Board of the Company are:
Invest Capital AD - represented by Bistra Marinkova and Miroljub Ivanov
CCB Group EAD – represented by Tihomir Atanasov
Mariana Bazhdarova
Members of the Managing Board of the Company are:
Aleksander Kerezov
Ivo Georgiev
Marin Mitev
Nikola Mishev
Mirolyub Ivanov
Tsvetan Botev
The Company is represented by the chief executive director Mirolyub Ivanov.
The number of employees as at 31 December 2025 is 37.
Chimimport AD
Separate Financial Statements
31 December 2025
7
2. Statement of compliance with IFRS, and going concern assumption
2.1. Statement of compliance with IFRS, as adopted by the EU
The separate financial statement of the Company has been prepared in accordance with
“IFRS Accounting Standards as adopted by the European Union” (“IFRS Accounting
Standards as adopted by the EU”). The reporting framework “IFRS Accounting Standards as
adopted by the EU” is essentially the designated national accounting basis International
Accounting Standards (IAS) as adopted by the EU, regulated by the Accounting Act and
defined in item 8 of its additional provisions
The financial statements are prepared in Bulgarian leva, which is the functional currency of
the Company. All amounts are presented in thousands of leva (BGN thousand) (including
comparative information for 2024), unless otherwise stated.
Management is responsible for the preparation and fair presentation of the information in these
financial statements.
These financial statements are separate financial statements. The Company also prepares
consolidated financial statements in accordance with International Financial Reporting
Standards (IFRS) developed and published by the International Accounting Standards Board
(IASB) and approved by EU. Investments in subsidiaries are accounted for and disclosed in
accordance with IFRS 10 “Consolidated Financial Statements”.
2.2. Going concern principle
As of the date of preparation of these separate financial statements, management has
assessed the Company's ability to continue as a going concern for the foreseeable future
based on available information. Based on the studies conducted, management has a
reasonable expectation that the Company has sufficient resources to continue as a going
concern in the coming years. Accordingly, it continues to apply the going concern basis of
accounting in preparing the annual separate financial statements. The external factors
monitored by management for the purpose of analysing and determining the risks faced by
the Company and the Group are primarily related to the military conflicts in Ukraine and the
Middle East, as well as the unstable macroeconomic environment in the country and the world,
mainly as a result of geopolitical uncertainties.
Geopolitical Events
The conflict between Russia and Ukraine:
The geopolitical uncertainty resulting from the war in Ukraine, the imposed bans on the entry
of aircraft from Russia and the suspension of travel to and from Russia have had a direct
impact on the activities of some of the subsidiaries and associates, as part of their revenues
were generated from flights, passengers, and passenger services arriving and departing
from/to the Russian Federation. All of these factors still have an impact on the growth rate of
aviation revenues and the related cash flows.
The Middle East Conflict
Since the end of February ‘26, tensions related to the conflict in Iran have escalated,
contributing to increased geopolitical uncertainty in the region and globally. The potential
consequences of these events include increased volatility in energy markets, additional
fluctuations in the macroeconomic environment and increased uncertainty about future
Chimimport AD
Separate Financial Statements
31 December 2025
8
economic conditions. Specifically, the effects for the Company will be in relation to investments
in subsidiaries whose aviation activities are directly affected by the closure of airspace and
flight restrictions in the Middle East region.
Management is monitoring the development of the situation and has taken into account the
available information in preparing the accounting estimates and assumptions. At present, no
need for adjustments to the financial statements has been identified, beyond the disclosures
made.
Macroeconomic uncertainties
The going concern assessment takes into account the current macroeconomic forecasts for
the Republic of Bulgaria for 2026, published by the Bulgarian National Bank (BNB) and the
Ministry of Finance, including:
• Expected economic growth of GDP of 3.1% in 2026.
• Inflation of 3.5%, with a tendency to slow down compared to 2025.
• Low unemployment, stable consumption and moderate wage growth.
• Expected absorption of EU funds under the National Recovery and Resilience Plan.
• Transition to the euro from 01.01.2026, which is expected to improve monetary transmission
and strengthen confidence in the economic environment.
The forecasts are characterized by a high degree of uncertainty, also arising from the external
environment. The main sources of uncertainty are related to potential changes in the US trade
policy towards Europe and other countries and the responses of its main trading partners.
These factors may have a significant negative impact on economic activity in Bulgaria.
In 2025, the US announced new trade tariffs on goods from the EU and China, which led to
tensions in the global trading system. According to the European Central Bank and the
International Monetary Fund, such measures could lead to:
• Slowing down economic growth in the EU by up to 1.2% of GDP by the end of 2026.
• Reducing exports in key sectors such as automotive, pharmaceuticals and electronics.
• Increased uncertainty in trade relations, which may affect investment activity and exchange
rates.
Management believes that although these factors pose a risk, they do not directly threaten the
Company's operations.
3. New or revised standards or interpretations
3.1. New standards, amendments and interpretations to existing standards as
at 1 January 2025
The Company has adopted the following new standards, amendments and interpretations to
IFRS issued by the International Accounting Standards Board, which are relevant to and
effective for the Company's separate financial statements for the annual period beginning 1
January 2025:
Amendments to IAS 21 “The effects of changes in foreign exchange rates: Lack of
exchangeability”, effective from 1 January 2025, adopted by the EU
Lack of Exchangeability amends IAS 21 to:
• specify when a currency is exchangeable into another currency and when it is not —
a currency is exchangeable when an entity is able to exchange that currency for the
Chimimport AD
Separate Financial Statements
31 December 2025
9
other currency through markets or exchange mechanisms that create enforceable
rights and obligations without undue delay at the measurement date and for a specified
purpose; a currency is not exchangeable into the other currency if an entity can only
obtain an insignificant amount of the other currency.
• specify how an entity determines the exchange rate to apply when a currency is not
exchangeable — when a currency is not exchangeable at the measurement date, an
entity estimates the spot exchange rate as the rate that would have applied to an
orderly transaction between market participants at the measurement date and that
would faithfully reflect the economic conditions prevailing.
• require the disclosure of additional information when a currency is not exchangeable
— when a currency is not exchangeable an entity discloses information that would
enable users of its financial statements to evaluate how a currency’s lack of
exchangeability affects, or is expected to affect, its financial performance, financial
position and cash flows.
3.2. Standards, amendments and interpretations to existing standards that
are not yet effective and have not been adopted early by the Company
As of the date of approval of these financial statements, new standards, amendments and
interpretations to existing standards have been published, but have not entered into force or
have not been adopted by the EU for the financial year beginning on or after 1 January 2025,
and have not been applied from an earlier date by the Company. Management expects that
all standards and amendments will be adopted in the Company's accounting policy in the first
period beginning after the date of their entry into force. Information about these standards and
amendments is presented below:
Annual Improvements Volume 11, effective from 1 January 2026, adopted by the EU
Annual Improvements Volume 11 cover wide area of topics in the following standards:
• IFRS 1 First-time Adoption of International Financial Reporting Standards
Hedge accounting by a first-time adopter. The amendment addresses a potential confusion
arising from an inconsistency in wording between paragraph B6 of IFRS 1 and requirements
for hedge accounting in IFRS 9 Financial Instruments.
• IFRS 7 Financial Instruments: Disclosures
- Gain or loss on derecognition. The amendment addresses a potential confusion in
paragraph B38 of IFRS 7 arising from an obsolete reference to a paragraph that was
deleted from the standard when IFRS 13 Fair Value Measurement was issued.
- Disclosure of deferred difference between fair value and transaction price. The
amendment addresses an inconsistency between paragraph 28 of IFRS 7 and its
accompanying implementation guidance that arose when a consequential amendment
resulting from the issuance of IFRS 13 was made to paragraph 28, but not to the
corresponding paragraph in the implementation guidance.
- Introduction and credit risk disclosures. The amendment addresses a potential
confusion by clarifying in paragraph IG1 that the guidance does not necessarily
illustrate all the requirements in the referenced paragraphs of IFRS 7 and by simplifying
some explanations.
• IFRS 9 Financial Instruments
- Lessee derecognition of lease liabilities. The amendment addresses a potential lack of
clarity in the application of the requirements in IFRS 9 to account for an extinguishment
of a lessee’s lease liability that arises because paragraph 2.1(b)(ii) of IFRS 9 includes
a cross-reference to paragraph 3.3.1, but not also to paragraph 3.3.3 of IFRS 9.
- Transaction price. The amendment addresses a potential confusion arising from a
reference in Appendix A to IFRS 9 to the definition of ‘transaction price’ in IFRS 15
Revenue from Contracts with Customers while term ‘transaction price’ is used in
Chimimport AD
Separate Financial Statements
31 December 2025
10
particular paragraphs of IFRS 9 with a meaning that is not necessarily consistent with
the definition of that term in IFRS 15.
• IFRS 10 Consolidated Financial Statements
- Determination of a ‘de facto agent’. The amendment addresses a potential confusion
arising from an inconsistency between paragraphs B73 and B74 of IFRS 10 related to
an investor determining whether another party is acting on its behalf by aligning the
language in both paragraphs.
• IAS 7 Statement of Cash Flows
- Cost method. The amendment addresses a potential confusion in applying paragraph
37 of IAS 7 that arises from the use of the term ‘cost method’ that is no longer defined
in IFRS Accounting Standards.
Amendments to the Classification and Measurement of Financial Instruments
(Amendments to IFRS 9 and IFRS 7), effective from 1 January 2026, adopted by the EU
The amendments in Amendments to the Classification and Measurement of Financial
Instruments (Amendments to IFRS 9 and IFRS 7) are:
• Derecognition of a financial liability settled through electronic transfer. The
amendments to the application guidance of IFRS 9 permit an entity to deem a financial
liability (or part of it) that will be settled in cash using an electronic payment system to
be discharged before the settlement date if specified criteria are met. An entity that
elects to apply the derecognition option would be required to apply it to all settlements
made through the same electronic payment system.
• Classification of financial assets
- Contractual terms that are consistent with a basic lending arrangement. The
amendments to the application guidance of IFRS 9 provide guidance on how
an entity can assess whether contractual cash flows of a financial asset are
consistent with a basic lending arrangement. To illustrate the changes to the
application guidance, the amendments add examples of financial assets that
have, or do not have, contractual cash flows that are solely payments of
principal and interest on the principal amount outstanding.
- Assets with non-recourse features. The amendments enhance the description
of the term ‘non-recourse’. Under the amendments, a financial asset has non-
recourse features if an entity’s ultimate right to receive cash flows is
contractually limited to the cash flows generated by specified assets.
- Contractually linked instruments. The amendments clarify the characteristics of
contractually linked instruments that distinguish them from other transactions.
The amendments also note that not all transactions with multiple debt
instruments meet the criteria of transactions with multiple contractually linked
instruments and provide an example. In addition, the amendments clarify that
the reference to instruments in the underlying pool can include financial
instruments that are not within the scope of the classification requirements.
• Disclosures
- Investments in equity instruments designated at fair value through other
comprehensive income. The requirements in IFRS 7 are amended for
disclosures that an entity provides in respect of these investments. In particular,
an entity would be required to disclose the fair value gain or loss presented in
other comprehensive income during the period, showing separately the fair
value gain or loss that relates to investments derecognised in the period and
the fair value gain or loss that relates to investments held at the end of the
period.
- Contractual terms that could change the timing or amount of contractual cash
flows. The amendments require the disclosure of contractual terms that could
change the timing or amount of contractual cash flows on the occurrence (or
Chimimport AD
Separate Financial Statements
31 December 2025
11
non-occurrence) of a contingent event that does not relate directly to changes
in a basic lending risks and costs. The requirements apply to each class of
financial asset measured at amortised cost or fair value through other
comprehensive income and each class of financial liability measured at
amortised cost.
IFRS 18 Presentation and Disclosure in Financial Statements effective from 1 January
2027, adopted by the EU
IFRS 18 aims to improve how companies communicate in their financial statements, with a
focus on information about financial performance in the statement of profit or loss. IFRS 18 is
accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows.
IFRS 18 is effective from 1 January 2027. Companies are permitted to apply IFRS 18 before
that date. IFRS 18 replaces IAS 1 Presentation of Financial Statements. Requirements in IAS
1 that are unchanged have been transferred to IFRS 18 and other Standards. IFRS 18 will
affect all companies in all industries. Although IFRS 18 will not affect how companies measure
financial performance, it will affect how companies present and disclose financial
performance. IFRS 18 aims to improve financial reporting by:
• requiring additional defined subtotals in the statement of profit or loss. Adding defined
subtotals to the statement of profit or loss makes companies’ financial performance
easier to compare and provides a consistent starting point for investors’ analysis.
• requiring disclosures about management-defined performance measures. Requiring
companies to disclose information about management-defined performance measures
increases discipline over their use and transparency about their calculation.
• adding new principles for grouping (aggregation and disaggregation) of information.
Setting out requirements on whether information should be in the primary financial
statements or the notes and providing principles on the level of detail needed improves
effective communication of information.
IFRS 19 Subsidiaries without Public Accountability: Disclosures, effective from 1
January 2027, not yet adopted by the EU
The objective of IFRS 19 is to specify the disclosure requirements an entity is permitted to
apply instead of the disclosure requirements in other IFRS Accounting Standards. An entity
may elect to apply this Standard in its consolidated, separate or individual financial statements
if, and only if, at the end of the reporting period it is a subsidiary, it does not have public
accountability; and it has an ultimate or intermediate parent that produces consolidated
financial statements available for public use that comply with IFRS Accounting Standards.
IFRS 19 set out the detailed disclosures that an entity applying IFRS 19 is required to make.
These disclosure requirements are a reduced version of those set out in other IFRS
Accounting Standards. Of the 34 IFRS Accounting Standards that include disclosure
requirements, IFRS 19 provides reduced disclosure requirements for 30 of them. The
disclosure requirements for 3 standards have to be applied in full (IFRS 8, IFRS 17 and IAS
33). Entities applying IAS 26 Accounting and Reporting by Retirement Benefit Plans do not
meet the ‘not have public accountability’ criterion and are therefore not eligible to apply IFRS
19.
Amendments to IFRS 19 Subsidiaries without Public Accountability: Disclosures,
effective from 1 January 2027, not yet adopted by the EU
The amendments include reduced disclosure requirements, excluding objectives and
guidance on areas such as supplier finance arrangements, Pillar Two rules, and financial
instruments, and replacing management-defined performance measures with a cross-
reference to IFRS 18.
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Separate Financial Statements
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Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates, effective
from 1 January 2027, not yet adopted by the EU
The amendments address a specific scenario where a parent entity (whose presentation
currency is hyperinflationary) consolidates a foreign operation (whose functional currency is
non-hyperinflationary). The comparative figures for foreign operations with non-
hyperinflationary functional currencies must be restated using the general price index (as per
IAS 29) when presented in the hyperinflationary presentation currency.
4. Significant accounting policies
4.1. Overall considerations
The significant accounting policies that have been used in the preparation of these Separate
financial statements are summarized below.
The financial statements have been prepared using the measurement bases specified by IFRS
for each type of asset, liability, income and expense. The measurement bases are more fully
described in the accounting policies below.
It should be noted that accounting estimates and assumptions are used for the preparation of
the Separate financial statements. Although these estimates are based on management's best
knowledge of current events and actions, actual results may ultimately differ from those
estimates.
4.2. Presentation of the separate financial statements
The financial statements have been presented in accordance with IAS 1 “Presentation of
Financial Statements”. The Company has elected to present the statement of profit or loss
and other comprehensive income as a single statement.
Two comparative periods are presented for the statement of financial position when the
Company:
a) applies an accounting policy retrospectively;
b) makes a retrospective restatement of items in its financial statements; or
c) reclassifies items in the financial statements and this has a material impact on the statement
of financial position at the beginning of the preceding period.
In 2025 the Company presents one comparative period.
4.3. Climate-related matters
Climate change is currently a major focus for legislators, regulators and users of non-financial
information. The EU has adopted the European Green Deal for a transition to a more
sustainable economic and financial system, and in the coming years detailed requirements for
climate change reporting will become applicable as part of the European sustainability
reporting standards under the upcoming Directive on corporate sustainability reporting.
In 2024, amendments to the Accounting Act were adopted in the country, requiring public
interest entities with more than 500 employees to prepare a sustainability report as part of the
activity report. In March 2025, the amendments were postponed by 1 year, i.e. they will enter
into force for financial statements for 2025.
With issue 115 of the State Gazette, dated 30.12.2025, the Law on Amendments and
Supplements to the Value Added Tax Act was published, which amended paragraph 3 of the
Transitional and Final Provisions of the Accountancy Act. With the published amendment,
sustainability reporting is shifted by another year: the first reporting period for which
Chimimport AD should include a sustainability report is 2027.
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A number of different changes are expected in 2027, including an increase in reporting
thresholds, a change in the definition of net income, and a significant change in the ESO.
sustainability, is 2027
Risks induced by climate changes may have future adverse effects on the Company’s
business activities. These risks include transition risks (e.g., regulatory changes and
reputational risks) and physical risks. How the subsidiaries and associated companies of the
Group operate their businesses may be affected by new regulatory constraints on the CO2
emissions it generates. Some of the subsidiaries and associated companies are engaged in
purchasing emission allowances according to Directive 2003/87/EC, ETS Directive - last
amended by Directive (EU) 2018/410, thereby making a significant contribution to reducing
the risks of carbon displacement emissions and are stimulating decarbonisation, through the
inclusion of benchmarks for free allocation of emissions based on the performance of the best
performing enterprises in a given sector. This aims to encourage efficient operators to improve
their performance while rewarding those who achieve good results.
The company on an individual level is not directly affected by climate risks, mainly due to the
fact that it operates as a holding company and the main activity is aimed at qualitative and
quantitative increase in the volume of projects in all sectors in which the companies of its
Group operate, development of modern, management strategies and their immediate
implementation through its subsidiaries. Concrete reflections of climate change could
materialize in the amount of dividend income received by subsidiaries and associated
companies that operate in the highly affected sectors from the point of view of sustainable
development and its three main pillars. At the moment, most companies in the group of the
most vulnerable segments have established and detailed measures to overcome changes of
a climatic nature, as well as ways to reach the NetZero level of carbon emissions.
The activity of Chimimport AD is in accordance with the minimum limits under Art. 18 of
Regulation/EU/2020/852 of the EP and of the Council and respects the principle "of not
causing significant damage".
The effects of climate change can be in the context of two perspectives - the impact that a
business can have through its activity on the climate, and the impact that climate change can
have on its economic activity.
The activity of Chimimport AD has no direct impact on the environment. Regarding the second
perspective, the effect would be indirect through the impact on the activities of subsidiaries
and associated enterprises and respectively the income from dividends and administrative
management services of the Company.
In the event of climate change actions in the future directly affecting the business, Chimimport
AD undertakes to analyse the impact on the climate and reduce its carbon emissions, if any,
by 50% by 2030 and to be carbon neutral no later than 2050.
Consistent with the prior year, as at 31 December 2024, the Company has not identified
significant risks induced by climate changes that could negatively and materially affect the
Company’s financial statements. Management continuously assesses the impact of climate-
related matters.
Assumptions could change in the future in response to forthcoming environmental regulations,
new commitments taken and changing consumer demand. These changes, if not anticipated,
could have an impact on the Company’s future cash flows, financial performance and financial
position.
4.4.
Investments in subsidiaries
Subsidiaries are firms under the control of the Company. The Company controls an investee
when it is exposed, or has rights, to variable returns from its involvement with the investee and
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Separate Financial Statements
31 December 2025
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has the ability to affect those returns through its power over the investee. In the separate
financial statements of the Company investment in subsidiaries is accounted at cost of the
investment.
The Company recognises a dividend from a subsidiary in profit or loss in its separate financial
statements when its right to receive the dividend is established
4.5. Foreign currency translation
Foreign currency transactions are translated into the functional currency, using the exchange
rates prevailing at the dates of the transactions (spot exchange rate as published by the
Bulgarian National Bank). Foreign exchange gains and losses resulting from the settlement of
such transactions and from the re-measurement of monetary items at year-end exchange
rates are recognised in profit or loss.
Non-monetary items measured at historical cost are translated using the exchange rates at
the date of the transaction (not retranslated). Non-monetary items measured at fair value are
translated using the exchange rates at the date when fair value was determined.
Bulgarian leva is pegged to the euro at an exchange rate of EUR 1 = BGN 1.95583.
4.6. Segment reporting
Management defines operating segments based on the types of activities the Company
performs. The company's activity is carried out in one segment on a non-consolidated basis -
financial sector.
There have been no changes from prior periods in the measurement methods used to
determine reported segment profit or loss.
4.7. Revenue
Revenue includes revenue from services. Revenue from services is presented in note 23.
To determine whether to recognise revenue, the Company follows a 5-step process:
1 Identifying the contract with a customer
2 Identifying the performance obligations
3 Determining the transaction price
4 Allocating the transaction price to the performance obligations
5 Recognising revenue when/as performance obligation(s) are satisfied.
Revenue is recognised either at a point in time or over time, when (or as) the Company
satisfies performance obligations by transferring the promised goods or services to its
customers.
4.7.1. Revenue recognised over time
4.7.1.1. Rendering of services
Revenue from services is recognized when the services are provided in accordance with the
degree of completion of the contract at the date of the separate financial statements.
4.8. Interest and dividend income
Interest income is recognized on an ongoing basis using the effective interest method.
Dividend income is recognised at the time the right to receive payment is established.
4.9. Operating expenses
Operating costs are recognized in profit or loss when the services are used or on the date they
are incurred.
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31 December 2025
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The Company reports two types of costs related to the performance of service delivery
contracts and customer contracts: contract conclusion/accomplishment costs and contract
performance costs. When the costs do not meet the conditions for deferral according to the
requirements of IFRS 15, they are recognized as current at the time of their occurrence, for
example, they are not expected to be reimbursed or the period of their deferral is up to one
year.
The following operating expenses are always reflected as a current expense at the time of
their occurrence:
– General and administrative expenses (unless they are at the customer's expense);
– Costs for the goods retired from use;
– Costs related to the fulfillment of the obligation;
– Costs for which the company cannot determine whether they are related to a satisfied or
unsatisfied performance obligation.
4.10. Interest expenses and borrowing costs
Interest expenses are reported on an accrual basis using the effective interest method.
Borrowing costs primarily comprise interest on the Company's borrowings. Borrowing costs
directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized during the period of time that is necessary to complete and prepare the asset for
its intended use or sale. Other borrowing costs are expensed in the period in which they are
incurred and reported in 'Finance costs'.
4.11. Property, plant and equipment
Property, plant and equipment are initially measured at cost, which comprises its purchase
price and any directly attributable costs of bringing the asset to working condition for its
intended use.
After initial recognition, property, plant and equipment is carried at its cost less any subsequent
accumulated depreciation and any subsequent accumulated impairment losses. Impairment
losses are recognised in the statement of profit or loss and other comprehensive income for
the respective period.
Subsequent expenditure relating to an item of property, plant and equipment is added to the
carrying amount of the asset when it is probable that this expenditure will enable the asset to
generate future economic benefits in excess of its originally assessed standard of
performance. All other subsequent expenditure is recognised as incurred.
The residual value and useful lives of property, plant and equipment are assessed by
management at each reporting date.
Depreciation is calculated using the straight-line method over the estimated useful life of
individual assets as follows:
• Buildings 25 years
• Machines and equipment 3-5 years
• Computers 2 years
• Others 6.67 years
Depreciation and amortisation expense is included in the separate statement of profit or loss
and other comprehensive income in the line "Operating expenses".
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Separate Financial Statements
31 December 2025
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The gain or loss on the sale of property, plant and equipment is determined as the difference
between the sale proceeds and the carrying amount of the asset and is recognized in the
separate statement of profit or loss and other comprehensive income.
The recognition threshold adopted by the Company for property, plant and equipment amounts
to BGN 700.
4.12. Leases
The Company as a lessor
The Company's accounting policy under IFRS 16 has not changed compared to the
comparative period. As a lessor, the Company classifies its leases as operating or finance
leases. A lease is classified as a finance lease if it transfers substantially all the risks and
rewards of ownership of the underlying asset, and as an operating lease if it does not transfer
substantially all the risks and rewards of ownership of the underlying asset.
Assets leased under operating leases are reflected in the Company's statement of financial
position. The Company earns rental income under operating leases on its investment
properties (see note 23). Rental income is recognized on a straight-line basis over the term of
the lease.
4.13. Impairment testing of intangible assets, property, plant and equipment and
investments in subsidiaries
For the purposes of assessing impairment, assets are grouped at the lowest levels for which
there are largely independent cash inflows (cash-generating units). As a result, some assets
are tested individually for impairment, and some are tested at cash-generating unit level.
All assets and cash-generating units are tested for impairment at least annually. All other
individual assets or cash-generating units are tested for impairment whenever events or
changes in circumstances indicate that the carrying amount may not be recoverable.
An impairment loss is recognised for the amount by which the asset's or cash-generating unit's
carrying amount exceeds its recoverable amount, which is the higher of fair value less costs
to sell and value-in-use. To determine the value-in-use, management estimates expected
future cash flows from each cash-generating unit and determines a suitable interest rate in
order to calculate the present value of those cash flows. The data used for impairment testing
procedures are directly linked to the Company's latest approved budget, adjusted as
necessary to exclude the effects of future reorganisations and asset enhancements. Discount
factors are determined individually for each cash-generating unit and reflect their respective
risk profiles as assessed by management.
Impairment losses for cash-generating units reduce the carrying amount of the assets
allocated to that cash-generating unit. All assets are subsequently reassessed for indications
that an impairment loss previously recognised may no longer exist. An impairment charge is
reversed if the cash-generating unit’s recoverable amount exceeds its carrying amount.
4.14. Investment property
The Company reports as investment property buildings that are held to receive rental income
and/or for capital appreciation, using the fair value model.
The investment property is initially measured at cost, which comprises the purchase price and
any directly attributable expenses, e. g. legal fees, property transfer taxes and other
transaction costs.
Investment properties are revalued on an annual basis and are included in the individual
statement of financial position at their market values. They are determined by independent
Chimimport AD
Separate Financial Statements
31 December 2025
17
valuers with professional qualifications and significant professional experience depending on
the nature and location of the investment properties, based on evidence of market conditions.
Any gain or loss resulting from either a change in the fair value or the sale of an investment
property is immediately recognised in profit or loss within „Revenue from non-financial
activities”.
Subsequent expenditure relating to investment property, which is already recognised in the
Company’s financial statements, is added to the carrying amount of the investment property
when it is probable that this expenditure will enable the existing investment property to
generate future economic benefits in excess of its originally assessed value. All other
subsequent expenditure is recognised as incurred.
The investment property is derecognised upon its sale or permanent withdrawal from use in
case that no future economic benefits are expected from its disposal. Gains or losses arising
from the disposal of investment properties are determined as the difference between the net
disposal proceeds and the carrying amount of the asset and are recognised in profit or loss.
Rental income and operating expenses from investment property are reported in the separate
statement of profit or loss and other comprehensive income within „Revenue from non-
financial activities ” and „Non-financial expenses”, respectively and are recognised as
described in note 4.7 and note 4.9.
4.15. Financial instruments
4.15.1. Recognition and derecognition
Financial assets and financial liabilities are recognised when the Company becomes a party
to the contractual provisions of the financial instrument.
Financial assets are derecognised when the contractual rights to the cash flows from the
financial asset expire, or when the financial asset and substantially all the risks and rewards
are transferred.
A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
4.15.2. Classification and initial measurement of financial assets
Financial assets are initially measured at fair value, adjusted for transaction costs, except for
financial assets at fair value through profit or loss and trade receivables that do not contain a
significant financial component. The initial measurement of financial assets at fair value
through profit or loss is not adjusted with transaction costs that are reported as current
expenses. The initial measurement of trade receivables that do not contain a significant
financial component represents the transaction price in accordance with IFRS 15.
Depending on the method of subsequent measurement, financial assets are classified into the
following categories:
• Debt instruments at amortised cost;
• Financial assets at fair value through profit or loss (FVTPL);
• Financial assets at fair value through other comprehensive income (FVOCI) with or
without reclassification in profit or loss, depending on whether they are debt or equity
instruments.
The classification is determined by both:
• the entity’s business model for managing the financial asset;
• the contractual cash flow characteristics of the financial asset.
All income and expenses related to financial assets that are recognized in profit and loss are
included in positive and negative differences with financial instruments in the separate
statement of profit or loss and other comprehensive income.
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Separate Financial Statements
31 December 2025
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4.15.3. Subsequent measurement of financial assets
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions
and are not designated as FVTPL:
• they are held within a business model whose objective is to hold the financial assets
and collect its contractual cash flows;
• the contractual terms of the financial assets give rise to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
This category includes non-derivative financial assets like loans and receivables with fixed or
determinable payments that are not quoted in an active market. After initial recognition, these
are measured at amortised cost using the effective interest method. Discounting is omitted
where the effect of discounting is immaterial. The Company’s cash and cash equivalents, trade
and other financial receivables, and listed bonds fall into this category of financial instruments.
Trade receivables
Trade receivables are amounts due from customers for goods or services sold in the ordinary
course of business. Typically, they are due to be settled within a short timeframe and are
therefore classified as current. Trade receivables are initially recognised at amortized cost
unless they contain significant financial components. The Company holds trade receivables
for the purpose of collecting the contractual cash flows and therefore measures them at
amortized cost using the effective interest method. Discounting is omitted where the effect of
discounting is immaterial.
Financial assets at fair value through profit or loss (FVTPL)
Financial assets that are held within a different business model than “hold to collect” or “hold
to collect and sell”, and financial assets whose contractual cash flows are not solely payments
of principal and interest are accounted for at FVTPL.
Assets in this category are measured at fair value with gains or losses recognised in profit or
loss. The fair values of financial assets in this category are determined by reference to active
market transactions or using a valuation technique where no active market exists.
Financial assets at fair value through other comprehensive income (FVOCI)
The Company accounts for financial assets at FVOCI if the assets meet the following
conditions:
• they are held under a business model whose objective it is “hold to collect” the
associated cash flows and sell; and
• the contractual terms of the financial assets give rise to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
The financial assets at FVOCI include:
• Equity securities that are not held for trading and which at initial recognition the
company irrevocably has chosen to recognise in this category.
• Debt securities where the contractual cash flows are solely payments of principal and
interest, and the purpose of the company's business model is achieved both by
collecting contractual cash flows and by selling the financial assets.
On disposal of equity instruments of this category, any amount recognised in the revaluation
reserve is reclassified to retained earnings.
On disposal of debt instruments of this category, any amount recognised in the revaluation
reserve is reclassified to profit or loss for the period.
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Separate Financial Statements
31 December 2025
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4.15.4. Impairment of financial assets
IFRS 9’s impairment requirements use forward-looking information to recognise expected
credit losses – the “expected credit loss” (ECL) model.
Instruments within the scope of the new requirements included loans and other debt-type
financial assets measured at amortised cost/ FVOCI, trade receivables, and loan
commitments and some financial guarantee contracts (for the issuer) that are not measured
at fair value through profit or loss.
Recognition of credit losses is no longer dependent on the Company first identifying a credit
loss event. Instead, the Company considers a broader range of information when assessing
credit risk and measuring expected credit losses, including past events, current conditions,
reasonable and supportable forecasts that affect the expected collectability of the future cash
flows of the instrument.
In applying this forward-looking approach, a distinction is made between:
• financial instruments that have not deteriorated significantly in credit quality since initial
recognition or that have low credit risk (Stage 1) and
• financial instruments that have deteriorated significantly in credit quality since initial
recognition and whose credit risk is not low (Stage 2)
• Stage 3 would cover financial assets that have objective evidence of impairment at the
reporting date.
“12-month expected credit losses” are recognised for the first category while “lifetime expected
credit losses” are recognised for the second category. Expected credit losses are determined
as the difference between all contractual cash flows attributable to the Company and the cash
flows it is actually expected to receive (“cash shortfall”). This difference is discounted at the
original effective interest rate (or credit adjusted effective interest rate).
The new accounting policy regarding financial assets was implemented in 2022 and includes
a supplemented model for the formation of expected credit losses of the company, based on
accepted collateral, reported cash flows and an amended supplemented definition of default.
To determine the risk of default and to change its accounting policy, the Company uses the
guidelines of Regulation (EU) No. 575/2013 and Guidelines EBA/GL/2016/07 on the
application of the definition of default according to Article 178 of Regulation (EU) No. 575
/2013, applies a definition of non-performing is in accordance with the definition of the
European Banking Authority (EBA) for non-performing exposure. The accounting definition of
default is consistent with that used for credit risk management and internal reporting purposes.
A financial asset is considered credit impaired when one or more events have occurred that
have a negative impact on the expected future cash flows of this exposure:
• The borrower experiences significant financial difficulties and is unable to pay his
obligations without realizing the collateral, regardless of the presence of overdue
amounts and days in arrears
• There is a breach of contract, with the exposure categorized as "in default"
• The company, for economic or contractual reasons related to the counterparty's
deteriorating financial condition, has provided discounts that it would not have made
under other circumstances
• There is a possibility that the borrower will become insolvent.
The review of the indicators and the evaluation of the exposures is carried out on a quarterly
basis, and the relevant decisions are taken by the management of the Company.
The impairment of financial assets in Phase 1 is calculated on the basis of "expected credit
losses for 12 months", and for financial assets in Phase 2 and Phase 3 - on the basis of
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Separate Financial Statements
31 December 2025
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"expected credit losses for the entire term of the financial asset". Financial assets in Phase 3
are considered assets with objective evidence of impairment.
For the purposes of determining the impairment of financial assets, the Company applies
models for calculating expected credit losses on an individual basis. Impairment models of
individually valued financial assets are applied to debt financial assets that represent loans
granted with unique characteristics, regardless of their size.
The impairment models of the individually assessed exposures are based on the discounted
cash flows and reflect the expectations for the realized cash flows, including the available
reasonable and reasoned information, accessible without incurring excessive costs or efforts,
which concerns future events /including macroeconomic forecasts/.
The financial asset impairment model is based on determining probability of default (PD) and
loss given default (LGD) values for each collectively assessed asset, applying amortization at
the effective interest rate (EIR) in calculating the exposure at default (EAD).
The Company recognizes in profit or loss - as an impairment gain or loss - the amount of
expected credit losses (or reversals) incurred during the period, measured by the difference
between the credit loss allowance at the review date and the previous review date. The
provision for expected credit losses is presented as a reduction of the carrying amount of the
financial asset in the statement of financial position.
Measurement of the expected credit losses is determined by a probability-weighted estimate
of credit losses over the expected life of the financial instrument.
Trade and other receivables
The Company uses a simplified approach in determining expected credit losses on trade and
other receivables and recognizes an impairment loss as expected credit losses over the life of
the receivables. Losses represent the expected shortfall in contractual cash flows, given the
possibility of default at any point during the term of the financial instrument. The Company
uses its accumulated experience, external indicators and long-term information to calculate
expected credit losses by analysing the term structure of receivables.
4.15.5. Classification and measurement of financial liabilities
The Company’s financial liabilities include borrowings and trade and other financial liabilities.
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for
transaction costs unless the Company designated a financial liability at fair value through profit
or loss.
Subsequently, financial liabilities are measured at amortised cost using the effective interest
method except for derivatives and financial liabilities designated at FVTPL.
All interest-related charges and, if applicable, changes in an instrument’s fair value that are
reported in profit or loss are included within finance costs or finance income.
4.15.6. Financial liabilities
The Company's financial liabilities include bank borrowings, overdrafts, trade and other
liabilities.
Financial liabilities are recognized when the Company becomes a party to the contractual
agreements for payment of cash amounts or another financial asset to another company or
contractual liability for exchange of financial instruments with another company under
unfavourable terms. All interest-related charges and, if applicable, changes in an instrument's
fair value that are reported in profit or loss are included within “Losses from transactions with
financial instruments” or “Gains from transactions with securities and investments”, “Interest
income” and “ Interest expence”.
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Separate Financial Statements
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Financial liabilities are measured subsequently at amortized cost using the effective interest
method, except for financial liabilities held for trading or designated at fair value through profit
or loss, that are carried subsequently at fair value with gains or losses recognized in profit or
loss.
Bank loans are raised for support of long-term funding of the Company’s operations. They are
recognized in the separate statement of financial position of the Company, net of any costs.
Finance charges, including premiums payable on settlement or redemption and direct issue
costs, are charged to the separate statement of profit or loss and other comprehensive income
on an accrual basis using the effective interest method and are added to the carrying amount
of the financial liability to the extent that they are not settled in the period in which they arise.
Trade payables are recognized initially at their nominal value and subsequently measured at
amortized cost less settlement payments.
Dividends payable to shareholders are recognized when the dividends are approved at the
general meeting of the shareholders.
4.16. Income taxes
Tax expense recognised in profit or loss comprises the sum of deferred tax and current tax
not recognised in other comprehensive income or directly in equity.
Current income tax assets and/or liabilities comprise those obligations to, or claims from, fiscal
authorities relating to the current or prior reporting periods, that are unpaid at the reporting
date. Current tax is payable on taxable profit, which differs from profit or loss in the financial
statements. Calculation of current tax is based on tax rates and tax laws that have been
enacted or substantively enacted by the end of the reporting period.
Deferred income taxes are calculated using the liability method on temporary differences
between the carrying amounts of assets and liabilities and their tax bases. However, deferred
tax is not provided on the initial recognition of an asset or liability unless the related transaction
affects tax or accounting profit.
Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are
expected to apply to their respective period of realization, provided they are enacted or
substantively enacted by the end of the reporting period.
Deferred tax liabilities are always provided for in full.
Deferred tax assets are recognised to the extent that it is probable that they will be able to be
utilized against future taxable income. For management’s assessment of the probability of
future taxable income to utilize against deferred tax assets, see note 4.21.
Deferred tax assets and liabilities are offset only when the Company has a right and intention
to set off current tax assets and liabilities from the same taxation authority.
Changes in deferred tax assets or liabilities are recognised as a component of tax income or
expense in profit or loss, except where they relate to items that are recognised in other
comprehensive income or directly in equity, in which case the related deferred tax is also
recognised in other comprehensive income or equity, respectively.
4.17. Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, current bank accounts and demand
deposits.
4.18. Equity, reserves and dividend payments
Share capital represents the nominal value of shares that have been issued.
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Separate Financial Statements
31 December 2025
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Share premium includes any premiums received on issue of share capital. Any transaction
costs associated with the issuing of shares are deducted from share premium, net of any
related income tax benefits.
The other reserves are formed based on the requirements of the Commercial Act for the
formation of legal reserves.
Retained earnings include all current and prior period retained profits and uncovered losses.
All transactions with owners of the Company are recorded separately within the separate
statements of changes in equity.
4.19. Post-employment benefits and short-term employee benefits
The Company reports short-term payables relating to unutilized paid leaves, which shall be
compensated in case it is expected the leaves to occur within 12 months after the end of the
accounting period during which the employees have performed the work related to those
leaves. The short-term payables to personnel include wages, salaries and related social
security payments.
In accordance with Labour Code requirements, in case of retirement, after the employee has
gained the legal right of pension due to years of services and age, the Company is obliged to
pay him/her compensation at the amount of up to six gross wages.
The liability recognized in the separate statement of financial position for defined benefit plans
represents the present value of the defined benefit obligation at the end of the reporting period,
including adjustments for unrecognized actuarial gains or losses and service costs.
Management estimates the defined benefit obligation annually with the assistance of
independent actuaries. The estimate of its post-retirement benefit obligations is based on
standard rates of inflation, salary growth rate and mortality. Discount factors are determined
close to each year-end by reference to high quality corporate bonds
Actuarial gains and losses are recognised in the other comprehensive income.
Interest expenses related to pension obligations are included in “Interest expenses” in the
separate statement of profit or loss and comprehensive income. All other post-employment
benefit expenses are included in “Non-financial expenses”.
Short-term employee benefits, including holiday entitlement, are current liabilities included in
“Pension and other employee obligations”, measured at the undiscounted amount that the
Company expects to pay as a result of the unused entitlement.
4.20. Provision, contingent liabilities and contingent assets
Provisions are recognized when present obligations as a result of a past event will probably
lead to an outflow of economic resources from the Company and amounts can be estimated
reliably. Timing or amount of the outflow may still be uncertain. A present obligation arises
from the presence of a legal or constructive commitment that has resulted from past events.
Restructuring provisions are recognized only if a detailed formal plan for the restructuring has
been developed and implemented, or management has at least announced the plan’s main
features to those affected by it. Provisions are not recognized for future operating losses.
Provisions are measured at the estimated expenditure required to settle the present obligation,
based on the most reliable evidence available at the reporting date, including the risks and
uncertainties associated with the present obligation. Where there are a number of similar
obligations, the likelihood that an outflow will be required in settlement is determined by
considering the class of obligations as a whole. Provisions are discounted to their present
values, where the time value of money is material.
Chimimport AD
Separate Financial Statements
31 December 2025
23
Any reimbursement that the Company can be virtually certain to collect from a third party with
respect to the obligation is recognized as a separate asset. However, this asset may not
exceed the amount of the related provision.
All provisions are reviewed at each reporting date and adjusted to reflect the current best
estimate.
In those cases, where the possible outflow of economic resources as a result of present
obligations is considered improbable or remote, no liability is recognized. Contingent liabilities
are subsequently measured at the higher of the above-described comparable provision and
initially recognized value, less accumulated amortization.
Possible inflows of economic benefits to the Company that do not yet meet the recognition
criteria of an asset are considered contingent assets.
4.21. Significant management judgement in applying accounting policies
The following are significant management judgements in applying the accounting policies of
the Company that have the most significant effect on the financial statements. Critical
estimation uncertainties are described in note 4.22.
Management bases its judgments, estimates and assumptions on historical experience and
various other factors, including expectations of future events that management believes are
reasonable under the circumstances. The resulting accounting estimates and estimates will
rarely be the same as the related actual results. The estimates, estimates and assumptions
that have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the next financial year are discussed below.
4.21.1. Deferred tax assets
The assessment of the probability of future taxable income in which deferred tax assets can
be utilized is based on the Company’s latest approved budget forecast, which is adjusted for
significant non-taxable income and expenses and specific limits to the use of any unused tax
loss or credit. If a positive forecast of taxable income indicates the probable use of a deferred
tax asset, especially when it can be utilized without a time limit, that deferred tax asset is
usually recognised in full. The recognition of deferred tax assets that are subject to certain
legal or economic limits or uncertainties is assessed individually by management based on
the specific facts and circumstances.
4.21.2. Debt instruments measures at amortised value
The management’s analysis and intentions are confirmed by the business model of holding
debt instruments that meet the requirements for receiving solely payments of principal and
interest and holding assets only until the collection of the agreed cash flows of the bonds that
are classified as debt instruments carried at amortized cost. This solution is in line with the
current liquidity and capital of the Company.
4.21.3. Control over the subsidiaries
Note 7 describes that Central Cooperative Bank AD, Armeec Insurance Joint Stock Company
and Oil and Gas Exploration and Production Plc are subsidiaries of the Company, although it
directly owns less than 50% of the voting rights in each of them, but indirectly the control in
each of the mentioned is more than 50%. According to a transfer of control agreement, the
Company exercises 86.27% control over JSC Investment Cooperative Bank in the amount of
86.27%.
Chimimport AD
Separate Financial Statements
31 December 2025
24
4.22. Estimation uncertainty
When preparing the financial statements management undertakes a number of judgements,
estimates and assumptions about recognition and measurement of assets, liabilities, income
and expenses.
The actual results may differ from the judgements, estimates and assumptions made by
management, and will seldom equal the estimated results.
In preparing the presented separate financial statements, the significant judgments of
management in applying the Company's accounting policies and the main sources of
uncertainty of accounting estimates do not differ from those disclosed in the Company's
annual financial statements as of 31 December 2024.
Information about significant judgements, estimates and assumptions that have the most
significant effect on recognition and measurement of assets, liabilities, income and expenses
are discussed below.
4.22.1. Impairment of investments in subsidiaries
An impairment loss is recognized for the amount by which the asset’s or cash-generating unit's
carrying amount exceeds its recoverable amount, which is the higher of fair value less costs
to sell and value-in-use. To determine the value-in-use, management estimates expected
future cash flows from each cash-generating unit and determines a suitable interest rate in
order to calculate the present value of those cash flows (see note 4.13).
In calculating expected future cash flows, management makes assumptions about future
gross profits. These assumptions relate to future events and circumstances, some of which
are beyond the entity's control. Actual results may differ and require significant adjustments to
the Company's assets in the next reporting year.
Towards the end of the reporting period, the Company performed the annual test to determine
whether the book value of the investments does not exceed their recoverable value,
considering factors that affect the economic environment in which the subsidiaries operate.
As at the end of 2025, these factors are mostly related to still unrecovered sales rates
(compared to pre-pandemic periods), inflationary pressures during the beginning of the year,
increased interest rates compared to previous periods, forecasts of a slowdown in economic
growth and even a recession.
The specifics of the activity of each company, the plans and forecasts for their development
and the potential effects of the existing macroeconomic situation, which could be significantly
influenced by the current geopolitical tension, are also considered. The investments are in
companies in the aviation industry, which was one of the hardest hits by the covid pandemic
and is currently also heavily affected by military conflicts.
Despite the gradual recovery, as well as the improved performance of airlines, air traffic levels
in 2022 are still below those before the start of the pandemic In addition to this, the geopolitical
uncertainty arising from the war in Ukraine, the imposed bans on the entry of aircraft from
Russia and the suspension of travel to and from Russia had a direct impact on the operations
of subsidiaries and associates, as part of their revenues were realized from flights,
passengers, service of such arriving and departing from/to the Russian Federation.
All these factors still have an impact on the growth rate of aviation revenue and related cash
flows. The management's assessment also considered the effects of the measures taken by
the management, as well as the continued support from the sole owner of the Group.
Management has also used valuation methods based on the net asset value of subsidiaries.
The results of the performed tests show that the book value of the investments does not
exceed their recoverable amount and therefore no impairment losses were recognized during
Chimimport AD
Separate Financial Statements
31 December 2025
25
the reporting period. In determining the applicable discount factor, an adjustment has been
made in relation to market risk, the uncertain business environment and risk factors that are
specific to individual enterprises - units generating cash flows. Management's conclusions are
further supported by valuations of an independent external valuer based on a combination of
investment methods, for which it was deemed necessary to apply different valuation methods.
4.22.2. Measuring the expected credit losses
Credit losses are the difference between all contractual cash flows due to the Company and
all cash flows that the Company expects to receive. Expected credit losses are a probability-
weighted estimate of credit losses that require the Company’s judgment. Expected credit
losses are discounted at the original effective interest rate (or the credit-adjusted effective
interest rate for purchased or initially created financial assets with credit impairment).
4.22.3. Useful lives of depreciable assets
Management reviews the useful lives of depreciable assets at each reporting date. At 31
December 2025 management assesses that the useful lives represent the expected utility of
the assets to the Company. The carrying amounts are analysed in note 5. Actual results,
however, may vary due to technical obsolescence.
4.22.4. Defined benefit liability
Management estimates the defined benefit liability annually with the assistance of
independent actuaries; however, the actual outcome may vary due to estimation uncertainties.
The estimate of its defined benefit liability BGN 31 thousand (2024: BGN 40 thousand) is
based on standard rates of inflation, medical cost trends and mortality. It also takes into
account the Company’s specific anticipation of future salary increases. Discount factors are
determined at the end of each year taking into account the yields on government bonds.
4.22.5. Fair value measurement
Management uses techniques to estimate the fair value of financial instruments in the absence
of quoted prices in an active market. Details of the assumptions used are presented in the
notes to financial assets and liabilities. In applying valuation techniques, management uses to
the maximum extent market data and assumptions that market participants would adopt in
valuing a given financial instrument. When applicable market data is lacking, management
uses its best estimate of assumptions that market participants would make. These estimates
may differ from the actual prices that would have been determined in a fair market transaction
between informed and willing parties at the end of the reporting period and may be affected
by economic uncertainty related to the military conflict between Russia and Ukraine and
conflict in Middle East.
When estimating the fair value of non-financial assets, the Company's management applies
valuation techniques referring to the maximum extent to market data and assumptions that
market participants would adopt when valuing the asset. The Company's investment
properties, assessed at fair value, amount to TBGN 30 108 as of 31.12.2025they are classified
in level 3 of the fair value hierarchy. These estimates may differ from the actual prices that
would have been determined in a fair market transaction between informed and willing parties
at the end of the reporting period.
When an asset or liability, financial or non-financial, is measured at fair value for recognition
or disclosure purposes, the fair value is based on the price that would be received to sell an
asset or paid to transfer a liability in a transaction between market participants to the date of
measurement; and assumes that the transaction will take place either: on the main market; or
in the absence of a primary market, the most profitable market.
Chimimport AD
Separate Financial Statements
31 December 2025
26
Fair value is measured using the assumptions that market participants would use in
determining the price of the asset or liability, assuming that they were acting in their economic
interest. For non-financial assets, the fair value measurement is based on its highest and best
use. Valuation techniques are used that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximizing the use of relevant observable
inputs and minimizing the use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels using a fair value
hierarchy that reflects the significance of the inputs used in making the measurements.
Classifications are reviewed at each reporting date and transfers between levels are
determined based on a reassessment of the lowest level of inputs relevant to the fair value
measurement.
For periodic and non-recurring fair value measurements, external appraisers may be used
when internal expertise is either not available or when the estimate is considered significant.
External evaluators are selected based on market knowledge and reputation. When there is a
significant change in the fair value of an asset or liability from one period to another, an
analysis is performed that includes a review of the key inputs used in the most recent valuation
and a comparison, where applicable, with external data sources
4.22.6. Macroeconomic framework and the military conflict in Ukraine and Middle East
In 2025, the Company’s financial statements reflect adjustments aligned with a
macroeconomic environment characterized by moderate real GDP growth in Bulgaria of
approximately 2.8% to 3.2%, alongside a deceleration of annual inflation to 3.3% by early
2026. While the European Central Bank maintained key interest rates unchanged at the end
of Q1 2026, 2025 forecasts anticipated average inflation in the eurozone of 2.1%, maintaining
stable yet elevated financing costs. Geopolitical tensions in Ukraine and the Middle East
continued to exert indirect pressure through volatility in producer prices, which rose by 5.9%
in January 2026, reflecting increased production costs in the extractive sector.
In this complex context, the Company’s management performed a comprehensive risk
assessment, which confirmed that no additional corrective measures were required for the
current reporting period. Due to the conservative policy adopted and the significant
impairments recognized in 2022, the Company’s assets are valued at levels that do not require
new provisions in 2025 related to the identified geopolitical factors. The substantial
adjustments made three years ago provided a sufficient financial buffer, enabling the holding
to mitigate the impact of prevailing uncertainties without adversely affecting the final financial
results. Accordingly, the 2025 reporting demonstrates financial resilience grounded in realistic
valuations and strategic risk planning under condition of global economic fragmentation..
Chimimport AD
Separate Financial Statements
31 December 2025
27
5. Property, plant and equipment
Property, plant and equipment of the Company include buildings, machinery and equipment,
vehicles, acquisition costs and others. The carrying amount at 31 December 2025 can be
analysed as follows:
Buildings
Machines and
equipment
Vehicles
Other
Total
BGN ‘000
BGN ‘000
BGN ‘000
BGN
‘000
BGN
‘000
Gross carrying amount
Balance at 1 January 2025
28
261
113
3 776
4 178
Balance at 31 December
2025
28 261 113 3 776 4 178
Depreciation
Balance at 1 January 2025
(28)
(256)
(113)
(2 236)
(2 633)
Depreciation
-
-
-
(234)
(234)
Balance at 31 December
2025
(28) (256) (113) (2 470) (2 867)
Carrying amount at
31 December 2025
- 5 - 1 306 1 311
The carrying amount as at 31 December 2024 can be analysed as follows:
Buildings
Machines and
equipment
Vehicles
Other
Total
BGN ‘000
BGN ‘000
BGN ‘000
BGN
‘000
BGN
‘000
Gross carrying amount
Balance at 1 January 2024
28
261
113
3 774
4 176
Additions
-
-
-
2
2
Balance at 31 December
2024
28 261 113 3 776 4 178
Depreciation
Balance at 1 January 2024
(24)
(256)
(113)
(1 884)
(2 277)
Depreciation
(4)
-
-
(352)
(356)
Balance at 31 December
2024
(28) (256) (113) (2 236) (2 633)
Carrying amount at
31 December 2024
- 5 - 1 540 1 545
All depreciation expenses are included in the separate statement of profit or loss and other
comprehensive income in the line item “Operating expenses”.
The Company has not pledged any property, plant and equipment as collateral for its liabilities.
The Company has no contractual obligation to purchase any assets.
Chimimport AD
Separate Financial Statements
31 December 2025
28
6. Investment property
Investment property includes land and buildings, which are located at 1 Battenberg Str., Sofia,
Bulgaria and which are owned for capital appreciation. The fair value of the investment
properties was determined by the Company based on the weighted values from the income
approach, , the comparative market approach and the residual value method as of 31
December 2025.
Changes to the carrying amounts can be summarized as follows:
Investment property
BGN ‘000
Carrying amount at 1 January 2024
30 122
Carrying amount at 31 December 2024
30 122
Loss of impairment
(14)
Carrying amount at 31 December 2025
30 108
No improvements were made to the investment properties in 2025 and 2024. For 2025, the
Company has realized rental income in the amount of TBGN 484 thousand (2024 – TBGN
450 thousand) included within ‘Revenue from non-financial activities’ in the separate
statement of profit or loss and other comprehensive income note 23. They include variable
lease payments that do not depend on an index or variable interest rates.
The contracts with tenants are concluded for a period of 1 year and are renegotiated at the
end of each year, in case of agreement by both parties, for a period of another year.
Investment properties are not pledged as collateral for loans.
Investment properties are leased under operating lease agreements.
The decrease in the value of investment properties reported in 2025 in amount of TBGN - 14
is mainly due to a change in expectations regarding future cash flows from renting out the
building. For information on determining the fair value of investment properties, see note 35.2.
The terms of the lease agreements are negotiated separately for each contract and therefore
each contract should be considered on its own merits. The lease agreements do not contain
the requirement to comply with specific financial indicators or other requirements, other than
the lessor’s ownership right
Chimimport AD
Separate Financial Statements
31 December 2025
29
7. Investments in subsidiaries
As at 31 December 2025, the Company has the following investments in direct subsidiaries:
Name of the subsidiary
Country of
incorporation
Main
activities
31.12.2025
BGN’000
Share
%
31.12.2024
BGN’000
Share
%
CCB Group JSC
Bulgaria
Financial
services
248 148 100.00% 248 148 100.00%
Zyrneni Hrani Bulgaria AD
Bulgaria
Manufacturing
and trade
165 363 63.65% 165 363 63.65%
Bulgarian Airways Group
EAD
Bulgaria
Aviation
Services
209 611 100.00% 209 611 100.00%
Bulgarian Shipping Company
EAD
Bulgaria
Sea and river
transport
44 393 100.00% 44 393 100.00%
Central Cooperative Bank
AD
Bulgaria
Financial
services
32 152 8.24% 32 152 8.24%
Sporten Kompleks Varna AD
Bulgaria
Real estate
78 190
65.00%
22 474
65.00%
Oil and Gas Exploration and
Production Plc.
Bulgaria
Manufacturing
and trade
16 928 13.84% 16 928 13.84%
Port Lesport AD
Bulgaria
Sea and river
transport
16 380 99.00% 16 380 99.00%
Armeec Insurance Joint
Stock Company
Bulgaria
Financial
services
20 419 9.74% 20 419 9.74%
Bulchimex GmbH
Germany
Manufacturing
and trade
2 500 100.00% 2 500 100.00%
Energoproekt AD
Bulgaria
Engineering
sector
2 168 98.64% 2 168 98.64%
Trans Intercar EАD
Bulgaria
Transport
4 855
100.00%
4 855
100.00%
National Commodity
Exchange AD
Bulgaria
Manufacturing
and trade
1 879 67.00% 1 879 67.00%
Human Management AD
Bulgaria
Manufacturing
and trade
- 87.67% 480 87.67%
Accounting House "HGH
Consult" Ltd.
Bulgaria
Services
112 59.34% 112 59.34%
Prime Lega Consult ЕOOD
Bulgaria
Services
4
100.00%
4
100.00%
843 102
787 866
The subsidiaries are recognized in the separate financial statements of the Company using
the cost method.
During the period, the Company received BGN 2 000 thousand in dividends from investments
in subsidiaries and are disclosed in note 22. During the previous period, the Company did not
receive dividends from subsidiaries.
The company has contingent liabilities or other commitments related to investments in
subsidiaries in its capacity as guarantor, joint debtor and guarantor under contracts for bank
loans granted to related parties. (see note 32).
Chimimport AD
Separate Financial Statements
31 December 2025
30
8. Long-term financial assets
Note
2025
2024
BGN‘000
BGN‘000
Debt instruments as amortised cost:
Loans granted and deposits
8.1
17 910
28 845
17 910
28 845
Equity instruments at fair value through other
comprehensive income:
Unquoted equity instruments
8.2
4 197
6 055
4 197
6 055
Financial assets at fair value through profit or
loss:
Unquoted financial instruments
8.3
19 029
19 558
19 029
19 558
Total long-term financial assets
41 136
54 458
8.1. Debt instruments as amortised cost
Financial assets at amortized cost include principals and interest on loans granted. They
mature after the end of 2025. The carrying amounts of financial assets measured at amortised
cost are as follows:
2025
2024
Carrying amount (amortized cost):
BGN‘000
BGN‘000
Loans granted
17 910
105 473
Allowance for expected credit loss
-
(76 628)
Carrying amount
17 910
28 845
Long-term loans are provided at annual market interest rates and are classified depending on
the maturity of the loan. As of 31.12.2025, collateral was received for the loans from shares of
a public company with a total value of the collateral of BGN 20 168 thousand.
The change in expected credit losses for the respective period is disclosed in Note 18, 'Gains
from financial instruments (net),' in the separate statement of profit or loss and other
comprehensive income for the year ended 31 December.
Debt instruments at amortized cost held by the company are not pledged as collateral.
For more information on the credit risk related to long-term financial assets to which the
Company is exposed, see note 34.2.
8.2 Equity instruments at fair value through other comprehensive income
2025
2024
BGN‘000
BGN‘000
Unquoted equity instruments
4 197
6 055
Carrying amount
4 197
6 055
In determining the fair value of the Company's unquoted equity instruments through other
comprehensive income, was used the fair value of the equity instruments from reports of
independent appraisers. (Note 35.1)
Chimimport AD
Separate Financial Statements
31 December 2025
31
8.2.1. Amounts recognized in other comprehensive income
During the year, the following losses were recognized in other comprehensive income in
respect of equity instruments at fair value through other comprehensive income:
2025
2024
BGN‘000
BGN‘000
(Losses) from change in fair value of unquoted equity
instruments at fair value through other comprehensive
income, net of tax
(1 672) (1 011)
8.3. Financial assets at fair value through profit or loss
Financial assets measured at fair value through profit or
loss
2025
2024
BGN‘000
BGN‘000
Unquoted instruments – convertible subordinated deposit
19 029
19 558
Chimimport AD has granted to a related party under common control (JSC IK Bank), under
common control, a convertible subordinated deposit in the amount of EUR 10 million, at an
interest rate of 1.8%. (Note 35.1)
Chimimport AD
Separate Financial Statements
31 December 2025
32
9. Deferred tax assets and liabilities
Deferred taxes arising from temporary differences can be summarized as follows:
Deferred tax liabilities/(assets)
1.1.2025
Recognized in
other
comprehensive
income
Transfer
between
positions
Recognized in
profit and loss
31.12.2025
BGN’000
BGN’000
BGN’000
BGN’000
BGN’000
Non-current assets
Long-term financial assets
(8 629)
(186)
7 663
-
(1 152)
Long-term related party receivables
(4 254)
-
(426)
(120)
(4 800)
Investment property
2 618
-
-
-
2 618
Current assets
Short-term financial assets
18 843
-
(7 663)
2 170
13 350
Related party receivables
(1 741)
-
426
22
(1 293)
Trade and other financial receivables
(692)
-
-
(37)
(729)
Cash and cash equivalents
(7)
-
-
-
(7)
Non-current liabilities
Pension and other employee obligations
(6)
1
-
(5)
Provisions
(42)
-
25
(17)
Current liabilities
-
-
-
Pension and other employee obligations
(3)
-
-
-
(3)
6 087
(185)
-
2 060
7 962
Recognized as:
Deferred tax assets
(17 211)
(15 735)
Deferred tax liabilities
23 298
23 697
Net deferred tax liabilities
6 087
7 962
Chimimport AD
Separate Financial Statements
31 December 2025
33
The deferred taxes for the comparative reporting period in 2024 are summarized as follows:
Deferred tax
liabilities/(assets)
1.1.2024
Recognized in other
comprehensive
income
Transfer
between
positions
Recognized in
profit and loss
31.12.2024
BGN’000
BGN’000
BGN’000
BGN’000
BGN’000
Non-current assets
Long-term financial assets
(1 261)
(112)
(8 319)
1 063
(8 629)
Long-term related party
receivables
(4 627)
-
373
-
(4 254)
Investment property
2 618
-
-
-
2 618
Current assets
Short-term financial assets
9 972
-
8 310
561
18 843
Related party receivables
(1 960)
-
196
23
(1 741)
Trade and other financial
receivables
(68)
-
(560)
(64)
(692)
Cash and cash equivalents
(7)
-
-
-
(7)
Non-current liabilities
Pension and other
employee obligations
(6)
-
-
-
(6)
Provisions
(70)
-
28
(42)
Current liabilities
Pension and other
employee obligations
(3)
-
-
-
(3)
Unused tax losses
-
-
-
-
-
4 588
(112)
-
1 611
6 087
Recognized as:
Deferred tax assets
(8 002)
(17 211)
Deferred tax liabilities
12 590
23 298
Net deferred tax liabilities
4 588
6 087
All deferred tax assets and liabilities have been recognised in the separate statement of financial position.
Chimimport AD
Separate Financial Statements
31 December 2025
34
10. Short-term financial assets
Short-term financial assets during the reported reporting periods are classified into the
following categories:
Note
2025
2024
BGN‘000
BGN‘000
Debt instruments at amortized cost
Loans granted
10.1
11 895
289
11 895
289
Financial assets at fair value through profit or
loss
Unquoted financial instruments
10.2
246 358
242 375
246 358
242 375
Equity instruments at fair value through other
comprehensive income
Unquoted equity instruments
10.3
5
5
5
5
258 258
242 669
As at 31.12.2025, the Company has not pledged any of its short-term financial assets.
Short-term financial assets are valued at fair value, determined based on stock market
quotations at the date of the financial statement, or by an independent appraisal, or by a model
developed by the Company.
Gains and losses are recognized in the individual statement of profit or loss and other
comprehensive income in the line "Gain from operations with financial instruments" and the
line "Loss from operations with financial instruments".
The change in expected credit losses for the respective period is disclosed in Note 18, 'Gains
from financial instruments (net),' in the separate statement of profit or loss and other
comprehensive income for the year ended 31 December.
10.1. Debt instruments at amortized cost
2025
2024
BGN‘000
BGN‘000
Carrying amount (amortized cost):
Loans granted
89 176
18 661
Allowance for expected credit loss
(77 281)
(18 372)
Carrying amount
11 895
289
The short-term loans are provided at annual market interest rates and are subject to the term
of the loan. The repayment period of the short-term loans provided is until 31 December 2026.
Short-term loans are provided at annual market interest rates and are classified depending on
the maturity of the loan. As of 31.12.2025, collateral was received for part of the loans from
shares of a public company with a total collateral value of BGN 11 786 thousand.
10.2 Financial assets at fair value through profit or loss
As of 31.12.2025, short-term financial assets amounting to BGN 246 358 thousand (2024:
BGN 242 375 thousand) are classified as financial instruments measured at fair value through
profit or loss. As of 31.12.2025, financial assets are presented at fair value, determined based
on market valuations prepared by independent appraisers. (Note 35.1). During the current
Chimimport AD
Separate Financial Statements
31 December 2025
35
period, a gain from a change in fair value was recognized in financial result. During the current
period, the Company realized dividend income in the amount of BGN 3 983 thousand.
10.3 Equity instruments at fair value through other comprehensive income:
As of 31.12.2025, equity instruments at fair value through other comprehensive income are
presented at fair value, which is close to their book value. (Note 35.1)
2025
2024
BGN‘000
BGN‘000
Unquoted equity instruments
5
5
11. Trade and other financial receivables
2025
2024
BGN‘000
BGN‘000
Trade receivables, gross amount before impairment
6 578
6 412
Expected credit losses and impairment losses on trade
receivables
(6 225)
(6 284)
Trade receivables
353
128
Deposits
6 508
6 525
Other financial receivables
439
166
Expected credit losses and impairment losses on other
financial receivables
(1 074)
(639)
Other financial receivables
5 873
6 052
Trade and other financial receivables
6 226
6 180
As of 31 December 2025, the Company has blocked deposits in the amount of BGN 6,508
thousand (2024: BGN 6,525 thousand), representing collateral under a bank loan agreement
disclosed in Note 15.1.
All trade and other financial receivables are short-term. The net carrying amount of trade and
other receivables is considered a reasonable approximation of their fair value.
For all trade and other financial receivables, the Company has performed an analysis and
assessment of expected credit losses. When an impairment is accrued, it is recognized in the
separate statement of profit or loss and other comprehensive income under the line “Operating
expenses”.
The change in expected credit losses for the respective period is disclosed in Note 18, 'Gains
from financial instruments (net),' in the separate statement of profit or loss and other
comprehensive income for the year ended 31 December.
12. Cash and cash equivalents
Cash and cash equivalents include the following components:
2025
2024
BGN‘000
BGN‘000
Cash at bank and in hand:
- BGN
208
1 167
- EUR
68 441
68 441
Cash and cash equivalents, gross
68 649
69 608
Allowance for expected credit loss and impairment
(78)
(78)
Cash and cash equivalents
68 571
69 530
Chimimport AD
Separate Financial Statements
31 December 2025
36
As of December 31, 2025, the Company has blocked funds of BGN 68,454 thousand blocked
amounts on securities transactions (2024: 68,455 thousand blocked amounts on securities
transactions).
The Company has allocated expected credit losses in the amount of BGN 78 thousand in
relation to cash and cash equivalents. Expected credit losses are recognized as a result of the
risk to which the Company is exposed to financial institutions.
13. Equity
13.1. Share capital
The share capital of the Company as at 31 December 2025 consists of 239 646 267 ordinary
shares with a nominal value of BGN 1. Company's shares are dematerialized, registered and
freely transferable and are entitled to a single vote and liquidation share.
2025
2024
Number of
shares
Number of
shares
Ordinary shares
239 646 267
239 646 267
Shares issued and fully paid at the end of the period
239 646 267
239 646 267
The list of main shareholders holding ordinary shares of the Company is as follows:
2025
2025
2024
2024
Number
ordinary shares
%
Number ordinary
shares
%
Invest Capital AD
173 487 247
72.39%
173 487 247
72.39%
Other legal entities
46 209 857
19.28%
46 995 905
19.61%
Individuals and global
trustees
19 949 163
8.33%
19 163 115
8.00%
239 646 267
100.00%
239 646 267
100.00%
13.2 Share premium
As of 31 December 2025, the Company's premium reserve amounted to BGN 260,615
thousand (2024: BGN 260,615 thousand). The premium reserve is formed by the following
issues::
• premium reserve of BGN 28,271 thousand from the issue of preferred shares in 2009.
The share premium is reduced by the part of the costs of the issue belonging to the
equity, in the amount of BGN 2,033 thousand.
• premium reserve of BGN 199,419 thousand from the secondary public offering of
shares of the company in 2007. The share premium is reduced by the costs of the
share issues in the amount of BGN 581 thousand.
• premium reserve of BGN 32,925 thousand from the initial public offering of shares of
the Company from 07.09.2006 to 20.09.2006. The share premium is reduced by the
costs of the share issues in the amount of BGN 327 thousand.
13.3 Other reserves
As of 31 December 2025, the Company's other reserves amounted to BGN 50 954 thousand
(2024: BGN 52 626 thousand) and were formed based on the requirements of the Commercial
Chimimport AD
Separate Financial Statements
31 December 2025
37
Act for the formation of legal reserves in previous periods and other reserves. The decrease
in the amount of BGN 1 672 thousand in 2025 is due to recognized revaluations of financial
assets measured at fair value through other comprehensive income.
14. Employee remuneration
14.1. Employee benefits expense
Expenses recognized for employee benefits include:
2025
2024
BGN ‘000
BGN ‘000
Wages, salaries
(928)
(932)
Social security costs
(145)
(144)
Employee benefits expense
(1 073)
(1 076)
14.2 Pension and other employee obligations
The liabilities for pension and other employee obligations recognized in the separate
statement of financial position consist of the following amounts:
2025
2024
BGN ‘000
BGN ‘000
Non-current:
Defined benefit plans
31
40
Non-current pension and other employee obligations
31
40
Current:
Payables to employees
58
54
Payables to social security institutions
44
43
Liabilities on unused leave
45
45
Current pension and other employee obligations
147
142
The current portion of these liabilities represents the Company's obligations to its current
employees that are expected to be settled during 2026. Other short-term employee obligations
arise mainly from accrued holiday entitlement at the reporting date and current remunerations.
The defined benefit payables to the employees at the end of the reporting periods presented
are as follows:
2025
2024
BGN ‘000
BGN ‘000
Defined benefit obligation at 1 January
40
37
Current service cost
4
-
Interests cost
1
-
Remeasurement - actuarial gains from changes in
demographic assumptions
(14)
3
Defined benefit obligation at 31 December
31
40
The following actuarial assumptions were used in determining the pension obligations:
2025
2024
Discount rate
3,93%
3,95%
Expected rate of salary increase
1%
1%
Average life expectancy:
Average retirement age - men
65
65
Average retirement age - women
62
62
Chimimport AD
Separate Financial Statements
31 December 2025
38
A mortality table prepared by the National Institute of Statistics was used.
The management of the Company has made these assumptions with the help of an
independent valuer - an actuary. These assumptions were used in determining the amount of
obligations for defined benefit for the reporting periods and are considered as the best
estimate of management.
15. Bank and other borrowings
Bank and other borrowings include the following financial liabilities measured at amortized
cost:
Note
Current
Non-current
2025
2024
2025
2024
BGN ‘000
BGN ‘000
BGN ‘000
BGN ‘000
Financial liabilities measured at
amortized cost:
Bank borrowings
15.1
4 333
-
-
4 337
Cessions and other borrowings
15.2
-
-
3 086
3 021
Total carrying amount
4 333
-
3 086
7 358
15.1. Bank borrowings
Current
Non-current
2025
2024
2025
2024
BGN ‘000
BGN ‘000
BGN ‘000
BGN ‘000
Bank loan 1
4 333
-
-
4 337
Bank loan 2
-
-
-
-
Total bank borrowings
4 333
-
-
4 337
Bank loan 1
The overdraft loan agreement was concluded on 31.01.2018 for an amount of EUR 2,240
thousand (BGN 4,381 thousand) for a repayment period until 31.01.2026. The loan is secured
by bank deposits, disclosed in note 12. The annual interest rate on the loan is formed on the
basis of the BLP plus 0.8%.
15.2 Cessions and other borrowings
Current
Non-current
2025
2024
2025
2024
BGN ‘000
BGN ‘000
BGN ‘000
BGN ‘000
Long-term borrowings
-
-
3 086
3 021
-
-
3 086
3 021
The long-term loans in the amount of BGN 3 021 thousand represent liabilities under a loan
agreement maturing on 22 August 2027 (2024: BGN 3 021 thousand) at an interest rate of
2.7%..
16. Provisions for liabilities
Provisions for liabilities related to recognized expected credit losses on off-balance sheet
exposures – guarantees, as of December 31, 2025, were set at BGN 157 thousand (2024:
BGN 409 thousand).
Chimimport AD
Separate Financial Statements
31 December 2025
39
17. Trade and other payables
Trade and other payables reported in the separate statement of financial position include:
2025
2024
BGN ‘000
BGN ‘000
Trade payables
662
169
Other financial liabilities
147
148
Total trade and other financial payables
809
317
Tax on personal income
-
14
VAT payables
63
70
Withholding tax payables
4
2
Other payables
3 325
2 880
Total non-financial liabilities
3 392
2 966
Total trade and other payables
4 201
3 283
The net book value of current trade and other liabilities is assumed to be a reasonable
approximation of their fair value.
18. Gain from financial instruments(net)
Gain from transactions with financial instruments f and subsequent valuations of securities
and investments or the reporting periods presented can be analysed as follows:
2025
2024
BGN ‘000
BGN ‘000
Positive differences from transactions and subsequent
valuations of securities and investments
27 544 22 674
Negative differences from securities transactions and
subsequent valuations of securities and investments
(9 054) (6 568)
18 490
16 106
19. Interest income
Interest income for the reporting periods presented include:
2025
2024
BGN ‘000
BGN ‘000
Interest income from:
- Loans granted
6 941
6 661
- Financial assets at fair value through profit or loss
325
281
7 266
6 942
20. Interest expense
Interest expenses for the reporting periods presented include:
2025
2024
BGN ‘000
BGN ‘000
Interest expense on:
- Other borrowings
(3 586)
(3 086)
- Bank borrowings
(195)
(210)
(3 781)
(3 296)
Chimimport AD
Separate Financial Statements
31 December 2025
40
21. Other finance costs
Other financial income and expense for the reporting periods presented can be summarized
as follows:
Other financial income and costs
2025
2024
BGN ‘000
BGN ‘000
Gains from exchange rate fluctuations
7
18
Losses from exchange rate fluctuations
(554)
(24)
Bank fees and commissions
(71)
(83)
(618)
(89)
22. Dividend income
2025
2024
BGN ‘000
BGN ‘000
Dividend income from investments in subsidiaries
2 000
-
Dividend income from other investments
314
2 257
2 314
2 257
23. Revenue from non-financial activities
Revenues from sales of the Company can be analysed as follows:
2025
2024
BGN ‘000
BGN ‘000
Revenue from services
2 253
1 805
Rental income (note 6)
484
450
Other operating income
-
7
2 737
2 262
Revenues that are within the scope of IFRS 15 are recognized as follows:
2025
2024
BGN ‘000
BGN ‘000
At a certain point
813
373
Over time
1 440
1 440
2 253
1 813
24. Non-financial expenses
The operating expenses of the Company can be analysed as follows:
Note
2025
2024
BGN ‘000
BGN ‘000
Hires services expense
(3 541)
(1 737)
Employee benefits expense
(1 073)
(1 076)
Depreciation expense
(234)
(356)
Cost of materials
(47)
(31)
Other operating expense
(212)
(324)
(5 107)
(3 524)
Chimimport AD
Separate Financial Statements
31 December 2025
41
The remuneration for the independent financial audit for 2025 is BGN 342 thousand. No tax
consultations or other services unrelated to the audit were provided during the year. This
disclosure is in compliance with the requirements of Art. 30 of the Accountancy Act.
25. Income tax expense
The expected tax expense based on the applicable tax rate of 10% and the actual tax expense
recognized in profit or loss can be reconciled as follows:
2025
2024
BGN ‘000
BGN ‘000
Profit before tax
21 287
20 658
Tax rate
10%
10%
Expected income tax expense
(2 129)
(2 065)
Adjustments for tax-exempt income
3 009
2 530
Adjustments for non-deductible expenses
(768)
(694)
Current tax expense
-
(229)
Deferred tax expense as a result from:
- origination and reversal of temporary differences
(2 060)
(1 611)
Income tax expense
(2 060)
(1 840)
Deferred tax income recognized directly in other
comprehensive income
(185)
112
Note 9 provides information on deferred tax assets and liabilities, including the amounts
recognized directly in other comprehensive income or retained earnings and as an accounting
policy adjustment.
26. Earnings per share
Basic earnings per share are calculated using the net profitable amount attributable to holders
of ordinary shares as the numerator.
The weighted average number of ordinary shares used for the calculation of basic earnings
per share as well as the net profit less the dividend expense to be distributed are as follows:
2025
2024
Profit attributable to the shareholders (TBGN)
19 227
18 818
Weighted average number of outstanding shares
239 646 267
239 646 267
Basic earnings per share (BGN per share)
0.08
0.08
27. Related party transactions
The Company's related parties include the owners, subsidiaries and associates, other related
parties under common control and key management personnel.
Chimimport AD
Separate Financial Statements
31 December 2025
42
27.1. Transactions with owners
2025
2024
Purchases
BGN ‘000
BGN ‘000
Purchase of services, goods and interest expense
– owner
(573)
(599)
Sale
Sale of services
– owner
1
-
Loans received from:
- owner
3 594
1 738
Loans repaid to:
- owner
(2 166)
(8 000)
Other transactions with:
- owner
(14 22)
-
27.2 Transactions with subsidiaries and other related parties
2025
2024
BGN ‘000
BGN ‘000
Sales
sales of services and interest income
- subsidiaries
6 654
6 603
- associated
51
48
- other related parties under common control
1 342
471
Dividend income
- subsidiaries
2 000
-
Purchases
purchase of services, goods and interest expense
- subsidiaries
(2 925)
(3 384)
Advance for capital gain
- subsidiaries
-
(13 929)
Loans granted to:
- subsidiaries
(5 466)
(10 948)
- other related parties under common control
-
(15 000)
Repaid loans from:
- subsidiaries
6 241
28 937
-other related parties
48
46
Loans received from:
- subsidiaries
-
19 823
Repaid loans to:
- subsidiaries
(2 382)
(1 654)
Other transactions with:
Chimimport AD
Separate Financial Statements
31 December 2025
43
2025
2024
BGN ‘000
BGN ‘000
- subsidiaries
-
379
- other related parties under common control
-
Off settings:
- subsidiaries
2 136
-
27.3 Transactions with key management personnel
The key management personnel of the Company include the members of the Managing Board
and the Supervisory Board. Compensation of key management personnel consists of current
salaries and remunerations as follows:
2025
2024
BGN ‘000
BGN ‘000
Short-term employee benefits:
Salaries including bonuses
(168)
(168)
Social security costs
(16)
(16)
Total remunerations
(184)
(184)
28. Related party balances at year-end
2025
2024
BGN ‘000
BGN ‘000
Non-current receivables from:
- subsidiaries
129 077
161 049
- other related parties under common control
41 553
41 558
Expected credit losses and impairment losses
(48 003)
(42 542)
Total non-current receivables from related parties:
122 627
160 065
2025
2024
BGN ‘000
BGN ‘000
Current receivables from:
- owners
3 835
-
- subsidiaries
46 061
21 807
- other related parties under common control
21 529
24 112
Expected credit losses and impairment losses
(12 936)
(17 413)
Total non-current receivables from related parties:
58 489
28 506
A significant part of the loans provided to related parties are secured by guarantees under
contracts for the pledge of investments in subsidiaries and associated companies.
The amount of the change in expected credit losses for the respective period is disclosed in
Note 18 'Gains from financial instruments' (net) from the separate statement of profit or loss
and other comprehensive income for the year ended 31 December.
2025
2024
BGN ‘000
BGN ‘000
Non-current payables to:
- subsidiaries
58 203
17 008
Total non-current payables to related parties
58 203
17 008
Chimimport AD
Separate Financial Statements
31 December 2025
44
2025
2024
BGN ‘000
BGN ‘000
Current payables to:
- owners
-
12 922
- subsidiaries
172 008
171 329
Total current payables to related parties
172 008
184 251
In 2024, the Company made additional contributions in the amount of BGN 13 930 thousand
to the capital of Sporten Kompleks Varna AD, in accordance with a decision of the General
Meeting of Shareholders to increase the capital, which represent 25% of the total liability. The
remaining 75% or an amount of BGN 41 786 thousand. The Company is obliged to pay within
two years. The capital increase in the amount of BGN 78 190 thousand. was recorded on 2
January 2025 in the Commercial Register
29. Reconciliation of liabilities arising from financing activities
The changes in the Company’s liabilities arising from financing activities can be classified as
follows:
Long-term
borrowings
Short-term
borrowings
Total bank and
other
borrowings
BGN ‘000
BGN ‘000
BGN ‘000
1 January 2025
7 358
-
7 358
Cash flows:
Interest payment
(3)
(195)
(198)
Non-cash transactions:
-
Borrowings reclassification
(4 333)
4 333
-
Accrued interest
64
195
259
31 December 2025
3 086
4 333
7 419
Long-term
borrowings
Short-term
borrowings
Total bank and
other
borrowings
BGN ‘000
BGN ‘000
BGN ‘000
1 January 2024
2 957
5 091
8 048
Cash flows:
Principle repayments
-
(218)
(218)
Interest payment
-
(129)
(129)
Non-cash transactions:
-
Borrowings reclassification
4 336
(4 336)
-
Off-settings
-
(537)
(537)
Accrued interest
65
129
194
31 December 2024
7 358
-
7 358
30. Non-cash transactions
During the presented reporting periods the Company has performed the following transactions
in which no cash or cash equivalents have been used and which are not reflected in the
separate statement of cash flows from investing and financing activities:
Chimimport AD
Separate Financial Statements
31 December 2025
45
• In 2025, the Company made offsets of counter receivables and payables with related
parties in the amount of BGN 14 922 thousand – owner and BGN 2 136 thousand –
subsidiaries (2024: BGN 36 thousand) with unrelated parties in the amount of BGN 0
thousand (2024: BGN 0 thousand).
31. Dividends
In 2025 and 2024, no dividends were distributed in favour of shareholders holding ordinary
shares.
The tax on dividends for individuals and foreign legal entities from countries other than EU
and EEA countries is 5% for 2025 and 2024, with the tax being withheld from the gross amount
of the dividends.
32. Contingent liabilities
The company has provided guarantees under Art. 240 of the Commercial Act as a member of
the management and supervisory bodies of the companies: Bulgarian River Shipping AD,
Chimiul EOOD and Exploration and Production of Oil and Gas AD.
The company is a guarantor of the following contracts:
- Bank loan agreement No. 739/21.06.2013, concluded between a Bulgarian
commercial bank and Slanchevi lachi Provadia AD in the amount of – BGN 3 679
thousand with a repayment plan with a deadline of 20.12.2029. The fair value of the
assets pledged as collateral, owned by the borrower, is in the amount of BGN 43,994
thousand
- a guarantee agreement with a commercial bank to a loan agreement maturing on
20.12.2029, concluded with Zarneni Hrani Grain EOOD with a total balance at the end
of the period of BGN 6 002 thousand. The fair value of the assets pledged as collateral,
owned by the borrower, is BGN 8 721 thousand.
- loan agreements between a commercial bank and Bulgaria Air Maintenance EAD
dated 23.12.2015 with a present value of the obligation of BGN 11,959 thousand and
maturity date 31.12.2025; The fair value of the assets pledged as collateral, owned by
the borrower, is BGN 63,466 thousand
- loan agreements between a commercial bank and Bulgaria Air Maintenance EAD
dated 1.11.2016 with a present value of the obligation of BGN 3 496 thousand and
maturity date 30.09.2028; The fair value of the assets pledged as collateral, owned by
the borrower, is BGN 21 056 thousand
- loan agreements between a commercial bank and M Car Club OOD dated
31.10.2015 with a present value of the obligation of BGN 1 435 thousand and
maturity date 02.11.2029; The fair value of the assets pledged as collateral, owned
by the borrower, is BGN 1 399 thousand
- loan agreements between a commercial bank and M Leasing EAD dated 09.08.2019
with a present value of the obligation of BGN 25 645 thousand and maturity date
30.05.2031; The collateral provided by the borrower is a pledge of all receivables under
leasing contracts and a pledge of cash receivables on all accounts
- loan agreements between a commercial bank and Finance Info Assistance EOOD
dated 28.08.2025 with a present value of the obligation of TEUR 6 799 and maturity
date 28.08.2035. The fair value of the assets /receivables/ pledged as collateral,
owned by the borrower, is TEUR 7 310.
- loan agreements between a commercial bank and Energoproekt AD dated 11.08.2017
and 14.12.2021 and with first disbursement on 28.12.2020, under the first and with a
present value of the obligation of BGN 6 301 thousand and a present value of the
obligation of the second BGN 5 244 thousand and with maturities on 30.12.2028 and
31.01.2029 respectively. Total loan amount BGN 16,625 thousand and BGN 9,534
Chimimport AD
Separate Financial Statements
31 December 2025
46
thousand. The collateral for the two loans is: mortgage on a building located in the city
of Sofia; pledge of shares and all receivables; pledge of cash receivables on all
accounts of the borrower.
The Company has concluded an agreement for issuing bank guarantees to companies in the
group with a limit of 1 million BGN with maturity in September 2026. The Company is a co-
debtor or guarantor of its subsidiaries under loans granted by commercial bank CCB AD for a
total amount of 88 305 thousand BGN.
The Company has pledged 17,655 shares of the capital of ZAD Armeec, in favor of CCB AD,
in order to secure bank loan obligations of its subsidiaries.
33. Categories of financial assets and liabilities
The carrying amounts relate to the following categories of assets and liabilities:
Financial assets
Note
2025
2024
BGN’000
BGN’000
Debt instruments measured at amortized cost
Loans granted and deposits
8.1,10.1
29 805
29 134
Trade and other financial receivables
11
6 226
6 180
Related party receivables
28
181 116
188 571
Cash and cash equivalents
12
68 571
69 530
Equity instruments at fair value through other
comprehensive income
Unquoted equity instruments
8.2, 10.3
4 202
6 060
Financial assets at fair value through profit or loss
Unquoted financial instruments
8.3, 10.2
265 387
261 933
555 307
561 408
Financial liabilities
Note
2025
2024
BGN’000
BGN’000
Financial liabilities measured at amortized cost
Borrowings
15
7 419
7 358
Trade and other payables
17
809
317
Related party payables
28
230 211
201 259
238 439
208 934
See note 4.15 about information related to the accounting policy for each category financial
instruments. Description of the risk management objectives and policies of the Company
related to the financial instruments is presented in note 34.
34. Financial instrument risks
Risk management objectives and policies
The Company is exposed to various risks in relation to financial instruments. The Company's
financial assets and liabilities by category are summarized in note 33. The main types of risks
are market risk, credit risk and liquidity risk.
The Company's risk management is coordinated at its headquarters, in close co-operation
with the managing board and focuses on actively securing the Company's short to medium-
term cash flows by minimizing the exposure to financial markets. Long-term financial
investments are managed to generate lasting returns.
Chimimport AD
Separate Financial Statements
31 December 2025
47
34.1. Market risk analysis
As a result of the use of financial instruments, the Company is exposed to market risk and in
particular to the risk of changes in the exchange rate, interest rate risk and risk of changes in
specific prices due to the operating and investing activities of the Company.
34.1.1 Foreign currency risk
Most of the Company’s transactions are carried out in Bulgarian leva (BGN). Exposures to
currency exchange rates arise from the Company's foreign sales and purchases, denominated
in Euro and US-Dollars.
To mitigate the Company's exposure to foreign currency risk, non-BGN cash flows are
monitored, and forward exchange contracts are entered into in accordance with Company’s
risk management policies. Generally, Company’s risk management procedures distinguish
short-term foreign currency cash flows (due within 6 months) from longer-term cash flows.
Where the amounts to be paid and received in a specific currency are expected to largely
offset one another, no further hedging activity is undertaken.
Foreign currency denominated financial assets and liabilities which expose the Company to
currency risk are disclosed below. The amounts shown are those reported to key management
translated into Bulgarian leva at the closing rate:
Short-term exposure
Long-term exposure
USD
RUB
EUR
USD
RUB
EUR
BGN‘000
BGN’000
BGN‘000
BGN‘000
BGN’000
BGN‘000
31
December
2025
Financial
assets
127
-
71 126
-
19 029
-
Financial
liabilities
-
-
(4 333)
-
-
(3 196)
Total
exposure
127
-
66 793
-
19 029
(3 196)
Short-term exposure
Long-term exposure
USD
EUR
USD
EUR
BGN‘000
BGN‘000
BGN‘000
BGN‘000
31 December 2024
Financial assets
144
72 715
-
-
Financial liabilities
-
(38)
-
(7 520)
Total exposure
144
72 677
-
(7 520)
The table below shows the sensitivity of the net financial result for the period after tax and the
other components of equity in relation to the Company's financial assets and liabilities to the
exchange rate of the US dollar and the Bulgarian lev, other things being equal.
The table assumes that the percentage change as of December 31, 2025, in the exchange
rate of the Bulgarian lev against the US dollar is as follows
+/- 7,7% (2024: 2,6%). These percentages are determined based on the volatility of the
average exchange rates for the last 12 months. The sensitivity analysis is based on the
receivables and payables of the Company held as of the date of the separate financial
statements. If the exchange rate of the Bulgarian lev against the US dollar
increases/decreases by +/-7,7% (2024: +/- 2,6%), the change will be reflected as follows
Chimimport AD
Separate Financial Statements
31 December 2025
48
Net financial result after
tax for the year
Net financial result after
tax for the year
Increase
Decrease
BGN‘000
BGN‘000
31 December 2024
3
(3)
31 December 2025
9
(9)
Exposure to the risk of changes in exchange rates varies throughout the year depending on
the volume of international transactions performed. However, the analysis presented above is
considered to represent the extent of the Company's exposure to currency risk.
The table assumes that the percentage change as of December 31, 2025 in the exchange
rate of the Bulgarian lev against the Russian ruble is as follows:
+/- 0.1%. These percentages are determined based on the volatility of the average exchange
rates for the last 12 months. The sensitivity analysis is based on the receivables and payables
of the Company held as of the date of the separate financial statements. If the exchange rate
of the Bulgarian lev against the Russian ruble increases/decreases by +/-0.1%, the change
will be reflected as follows
The exposure to risk from changes in exchange rates varies during the year depending on the
volume of international transactions. However, it is considered that the analysis presented
above represents the extent of the Company's exposure to currency risk.
34.1.2 Interest risk
The Company's policy is to minimize interest rate cash flow risk exposures on long-term
financing. Therefore, long-term debt is usually with fixed interest rates. As at 31 December
2024, the bank's variable-rate bank borrowings do not expose the Company to material
interest rate risk. All other financial assets and liabilities of the Company are at fixed interest
rates.
34.1.3Other price risk
The Company is exposed to other price risk in respect of the following direct investments in
subsidiaries, the shares of which are listed on the Bulgarian Stock Exchange AD:
• Central Cooperative Bank AD – subsidiary;
• Oil and Gas Exploration and Production Plc. – subsidiary;
• Zyrneni Hrani Bulgaria AD – subsidiary
Investments in shares of subsidiaries traded on the Bulgarian Stock Exchange are held as
long-term and short-term strategic investments. In accordance with the Company's policy, no
specific hedging activities were carried out in connection with these investments. The
performance of these companies is monitored on a regular basis and control or significant
influence over these companies is used to maintain the value of investments in these
companies.
34.2 Credit risk analysis
Credit risk is the risk that a counterparty fails to discharge an obligation to the Company. The
Company is exposed to this risk for various financial instruments, for example by granting
loans and receivables to customers, placing deposits, etc. The Company's maximum
exposure to credit risk is limited to the carrying amount of financial assets recognized at the
reporting date, as summarized below:
Chimimport AD
Separate Financial Statements
31 December 2025
49
2025
2024
BGN‘000
BGN‘000
Classes of financial assets – carrying amounts:
Securities / financial assets /
269 589
267 993
Loans granted
29 805
29 134
Related party receivables
181 116
188 571
Trade and other financial receivables
6 226
6 180
Cash and cash equivalents
68 571
69 530
Carrying amount
555 307
561 408
The Company continuously monitors defaults of customers and other counterparties, identified
either individually or by group, and incorporates this information into its credit risk controls.
The Company's policy is to deal only with creditworthy counterparties. The Company's
management considers that all the above financial assets that are not impaired or past due
for each of the reporting dates under review are of good credit quality. None of the Company’s
financial assets are pledged as collateral on other transactions.
In respect of trade and other receivables, the Company is not exposed to any significant credit
risk exposure to a single counterparty or any group of counterparties having similar
characteristics. Trade receivables consist of large number of customers in various industries
and geographical areas. Based on historical information about customer default rates
management consider the credit quality of trade receivables that are not past due or impaired
to be good.
The credit risk for cash and cash equivalents, money market funds, debentures and derivate
financial instruments is considered negligible since the counterparties are reputable banks
with high quality external credit ratings. The carrying amounts disclosed above are the
Company’s maximum possible risk exposure in relation to these financial instruments.
34.3 Liquidity risk analysis
Liquidity risk is the risk arising from the Company not being able to meet its obligations. The
Company manages its liquidity needs by monitoring scheduled debt servicing payments for
long-term financial liabilities as well as forecast cash inflows and outflows due in day-to-day
business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-
week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs
for a 180-day and a 360-day lookout period are identified monthly. Net cash requirements are
compared to available borrowing facilities in order to determine headroom or any shortfalls.
This analysis shows that available borrowing facilities are expected to be sufficient over the
lookout period.
The Company maintains cash to meet its liquidity requirements for 30-day periods at a
minimum. Funding for long-term liquidity needs is additionally secured by an adequate amount
of committed credit facilities and the ability to sell long-term financial assets.
As at 31 December 2025 the Company's liabilities have contractual maturities (including
interest payments where applicable) as summarized below:
Chimimport AD
Separate Financial Statements
31 December 2025
50
31 December 2025
Short-term
Long-term
Within 6
months
Within 12
months
2 to 5 years
BGN‘000
BGN‘000
BGN‘000
Bank and other borrowings
4 333
-
2 394
Bank and other borrowings interests
48
33
41
Related party payables
69 752
86 550
58 203
Related party payables interests
891
598
1 431
Trade and other payables
809
-
-
Total
75 833
87 181
62 069
As at 31 December 2024 the Company's liabilities have contractual maturities (including
interest payments where applicable) as summarized below:
31 December 2024
Short-term
Long-term
Within 6
months
Within 12
months
2 to 5 years
BGN‘000
BGN‘000
BGN‘000
Bank and other borrowings
-
-
6 730
Bank and other borrowings interests
128
128
693
Related party payables
88 207
83 599
15 311
Related party payables interests
1 459
13 904
3 460
Trade and other payables
317
-
-
Total
90 111
97 631
26 194
The amount disclosed in this analysis of liability maturities represent the undiscounted cash
flows of the contracts, which may differ from the carrying amounts of the liabilities at the
reporting date.
Financial assets used for managing liquidity risk
The Company considers expected cash flows from financial assets in assessing and
managing liquidity risk, in particular its cash resources and trade receivables. The Company's
existing cash resources and trade receivables significantly exceed the current cash outflow
requirements. Cash flows from trade and other receivables are all contractually due within 1
year.
Chimimport AD
Separate Financial Statements
31 December 2025
51
35. Fair value measurement
35.1. Fair value measurement of financial instruments
The fair value of financial instruments is presented in comparison with their carrying value at
the end of the reporting periods in the table below:
Financial assets
As at 31 December 2025
As at 31 December 2024
Fair value
Carrying
amount
Fair value
Carrying
amount
BGN‘000
BGN‘000
BGN‘000
BGN‘000
Financial assets at fair value
through profit or loss (note 0
and 10.2)
265 387
265 387 261 933
261 933
Financial assets at fair value
through other comprehensive
income (note 8.2 and 0)
4 202
4 202 6 060
6 060
269 589
269 589
267 993
267 993
The following table presents financial assets and liabilities measured at fair value in the
separate statement of financial position in accordance with the fair value hierarchy. This
hierarchy groups financial assets and liabilities into three levels based on the significance of
inputs used in measuring the fair value of the financial assets and liabilities. The fair value
hierarchy has the following levels:
- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
- Level 2: inputs other than quoted prices included within Level 1 that are observable
for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from
prices); and
- Level 3: inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
The level within which the financial asset is classified is determined based on the lowest level
of significant input to the fair value measurement.
The financial assets and liabilities measured at fair value in the separate statement of financial
position are grouped into the fair value hierarchy as follows:
31 December 2025
Level 3
BGN‘000
Assets
Unquoted equity and debt instruments
269 589
Total
269 589
31 December 2024
Level 3
BGN‘000
Assets
Unquoted equity and debt instruments
267 993
Total
267 993
There were no transfers between different levels during the reporting periods.
Measurement of fair value
The methods and valuation techniques used for the purpose of measuring fair value are
unchanged compared to the previous reporting period and are as follows.
Unquoted equity and debt instruments:
Chimimport AD
Separate Financial Statements
31 December 2025
52
When determining the fair value of financial instruments at Level 3, the Company uses
independent appraisers and financial analysts. The approaches used to determine the fair
value are the income approach and/or the market approach.
The following methods were used in determining fair value:
• Market approach
• Discounted Cash Flow (DCF) method
The unobservable sources of information for determining the fair value are coefficients for
comparative evaluation of the estimated profit based on the ratio of economic value to
operating profit, expected future cash flows generated by the instrument, determination of an
adjusted discount rate constructed on the basis of similar issuers, adjusted by additional risk
premium, taking into account the specifics of the issuer and other unobserved market data.
Debt instruments are valued at fair value, based on information classified in level 3 of the fair
value hierarchy. The valuation technique used is the discounted cash flow method. Here, the
discount rate is formed by the yield of similar government securities, adjusted by a risk
premium reflecting the risk of the respective issuer. The specified total risk premium is formed
by the premium upgrade method (yield to maturity on an analogue issue having similar
characteristics, adjusted by an additional default premium reflecting the risk of the respective
issuer).
The following table presents the relationship between key unobservable inputs and fair values
for different valuation techniques.
Valuation technique
Significant unobservable
inputs
Relationship between key unobservable inputs
and fair value
Discounted Cash Flows
Risk-adjusted discount rate
over risk-free premium
A significant increase above the risk-free interest rate
will lead to a lower fair value
Discounted Cash Flows
Weighted average cost of
capital
An increase in the weighted average cost of capital
will lead to a lower fair value
Market Analogue Method Market Multipliers
An increase in the applicable multiplier results in a
higher fair value
Market Analogue Method Illiquidity Discount
A higher illiquidity discount results in a lower fair
value
35.2.Fair value measurement of non-financial assets
The following table presents the levels in the hierarchy of non-financial assets as at 31
December 2025, measured periodically at fair value:
31 December 2025
Level 3
BGN‘000
Investment property
- land and buildings
30 108
31 December 2024
Level 3
BGN‘000
Investment property
- land and buildings
30 122
Land and buildings (Level 3)
A combination of methods was used in the valuation of investment properties – method of
comparative sales, fair value and income method due to the specificity of the properties and
the availability of observed prices of recent transactions. Investment properties are revalued
as of 31 December 2025.
Chimimport AD
Separate Financial Statements
31 December 2025
53
Material unobserved data are related to the correction for factors specific to the Company's
land and buildings as well as assumptions about expected cash flows, discount rate and
others. The degree and direction of this correction depends on the number and characteristics
of observed market transactions with similar properties that were used for the purposes of the
assessment. If the market prices of the properties used for the comparison rise, as well as
with an increase in cash flows and a decrease in the discount rate, the value of the properties
will increase.
36. Capital management policies and procedures
The Company's capital management objectives are:
• to ensure the Company's ability to continue as a going concern; and
• to provide an adequate return to the shareholder by pricing products and services
commensurately with the level of risk.
The Company monitors capital on the basis of the correlation between capital and net debt.
The Company determines the capital based on the carrying amount of equity included in the
separate statement of financial position. Net debt comprises of total liabilities less the carrying
amount of cash and cash equivalents.
The objective of the Company is to maintain a ratio of capital to net debt at levels which would
ensure relevant and conservative ratio of financing.
The Company manages the capital structure and adjusts according to changes in the
economic conditions and the risk characteristics of the underlying assets. To maintain or adjust
the capital structure, the Company may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.
The amount of the correlation for the presented accounting periods is summarized as follows:
2025
2024
BGN‘000
BGN‘000
Equity
1 179 725
1 162 157
Capital
1 179 725
1 162 157
+Total Liabilities
250 128
218 807
- Cash and cash equivalents
(68 571)
(69 530)
Net debt
181 557
149 277
Capital to net debt
1:0.15
1:0.13
The Company has complied with the terms of its contractual obligations.
37. Post-reporting date events
No other significant adjusting and other non-adjusting events have occurred between the date
of the separate financial statements and the date of their approval by management on 31
March 2026 for publication.
According to the Law on the Introduction of the Euro in the Republic of Bulgaria, as of 01
January 2026, the official currency and legal tender in the Republic of Bulgaria is the euro.
The fixed exchange rate is 1.95583 leva for 1 euro. The introduction of the euro as the official
currency in the Republic of Bulgaria represents a change in the functional currency, which will
be accounted for prospectively and does not constitute an adjusting event after the date of the
financial statements.
Chimimport AD
Separate Financial Statements
31 December 2025
54
Since the end of February, there has been an escalation of tensions related to the conflict in
Iran, which contributes to increased geopolitical uncertainty in the region and at a global level.
The potential consequences of these events include increased volatility in energy markets,
additional fluctuations in the macroeconomic environment and increased uncertainty about
future economic conditions. Management is monitoring the development of the situation and
has taken into account the available information in preparing the accounting estimates and
assumptions; at present, no need for adjustments to the financial statements has been
identified, beyond the disclosures made.
38. Authorization of the separate financial statements
The separate financial statements as of 31 December 2025 (including comparative
information) were approved for publication by the Board of Directors on 31 March 2026.
1
2025
ANNUAL SEPARATE
ACTIVITY REPORT
CONTENT
GENERAL INFORMATION
INFORMATION ON COMPANY’S OPERATIONS
INFORMATION ACCORDING TO REGULATIONS
INFORMATION according to Annex 2 from Regulation
2/09.11.2021
INFORMATION according to Annex 3 from Regulation
2/09.11.2021
GENERAL RISKS AND UNCERTAINTIES
DECLARATION OF CORPORATE MANAGEMENT
www.chimimport.bg
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
1
INTRODUCTION
For more than 70 years, Chimimport AD is one of the most successful Bulgarian enterprises. It
started as a foreign trade company specializing in the marketing of chemical products, today
“Chimimport” AD is an established holding company, uniting more than 70 successful companies.
They hold leading positions in the different economic sectors in which they carry out their activities:
banking, insurance and pension insurance; aviation, river and maritime transport; production,
extraction and trading of petroleum products and natural gas; production, processing and
marketing of cereals, vegetable oils and biofuels.
Each of the nearly 5 000 employees in Chimimport's structure contributes to the successful
integration of the Bulgarian business in compliance with the European standards. Recent years
have strengthened the company as a leader of the “Bulgarian Stock Exchange” AD which is the
result of the proper planning of the investments and the professional actions and the efforts of the
management.
The company's activity as a public company is the creation and validation of effectively functioning
models of corporate management, guaranteeing equal treatment and protection of the rights of all
shareholders. Practice is the transparently and correct disclosure of information needed by current
shareholders, stakeholders and potential investors.
The goals of Chimimport AD for the following years remain unchanged - increasing the growth
rate of the company; consolidating the positions of the investment portfolio companies as leading
in their market sectors not only on the Bulgarian market but also on the international market;
increasing the efficiency of manufacturing enterprises through the continuous introduction of new
technologies and products; raising the reputation and assets of the company.
MIROLYUB IVANOV
CEO/Chief Executive Officer/
Mirolyub
Panchev
Ivanov
Digitally signed by
Mirolyub Panchev
Ivanov
Date: 2026.03.31
19:37:11 +03'00'
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
2
THE COMPANY TODAY
Share capital
BGN 239 646 thousand
Equity
BGN 1 179 725 thousand
Assets
BGN 1 429 853 thousand
Net Profit
BGN 19 227 thousand
Executive director
Mirolyub Ivanov
Majority Shareholder
„Invest Capital“ AD – 72.39%
Main minority shareholders of
Chimimport AD are respected
international companies and
institutions
EATON VANCE STRUCTURED EMERGING
MARKETSF
Raiffeisen Bank International – Austria
BNP Paribas SA – Франция
UNICREDIT BANK AUSTRIA AG
Approximately 160 legal entities and over 2 800
individuals and global trustees.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
3
MANAGING BODIES
The Company is managed by
a two – tier management
system.
Boards are:
General meeting of
shareholders
Supervisory board
Management Board
CHIMIMPORT AD
Is represented by its
executive director
Mirolyub Ivanov
Members of Supervisory Board
Invest Capital AD – Chairmen of Supervisory Board
CCB Group EAD – Member of Supervisory Board
Mariana Bazhdarova – Member of Supervisory Board
Members of Management Board
Tsvetan Botev – Chairman of the Managemend Board
Alexander Kerezov – Deputy chairman of the Managemend
Board
Ivo Georgiev – Member of the Managemend Board
Marin Mitev – Member of the Managemend Board
Nikola Mishev – Member of the Managemend Board
Mirolyub Ivanov – Executive Director and Member of the
Managemend Board
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
4
Аdditional information about the governing bodies according to art. 247, para 2, item 4 of the
CA.
Information on the participation of the members of the Supervisory and Management Board in
commercial companies as unlimited partners, the ownership of more than 25 percent of the capital
of another company, as well as their participation in the management of other companies or
cooperatives such as procurators, managers or board members according to art. 247 of the CA.
SUPERVISORY BOARD
Mariana Bazhdarova – Member of the Supervisory Board:
Company
UIC
Interest
Chimimport AD
000627519
Member of the Supervisory
Board
MB CONSULT COMMERCE (in liquidation)
203868694
Partner– over 25%
Does not participate in the management of other companies or cooperatives as procurator,
manager or member of boards according to art. 247 of the CA;
MANAGEMENT BOARD
Tzvetan Botev Chairman of the Management Board of Chimimport AD:
Company
UIC
Interest
Chimimport AD
000627519
Chair of the Managing board
Central Cooperative Bank AD
831447150
Chair of the Managing board
Bulchimtrade OOD
200477808
Manager
PHARMA GBS DZZD
176397025
Manager
Chimimport-Biopharm Engineering
Consortium DZZD
131071224
Manager
Does not own more than 25 percent of the capital of other commercial companies.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
5
Ivo Georgiev - Representative of a legal entity in the Supervisory Board and member of the
Management Board and the Management Board of Chimimport AD:
Company
UIC
Interest
Chimimport AD
000627519
Member of the Management Board
CCB Group JSC
121749139
Member of the Board
Central Cooperative Bank AD
831447150
Member of the Supervisory Board
Armeec Insurance JSC
121076907
Procurator
Invest Capital Management OOD
103045368
Partner - over 25%
Varna consulting company OOD
103060548
Partner - over 25%
National Martial Arts Association
176868502
Representative and manager
EAD GEORGIEV
177523879
Owner and manager
Marin Mitev - Member of the Supervisory Board and the Management Board of Chimimport AD:
Company
UIC
Interest
Chimimport AD
000627519
Member of the Management Board
Golf Shabla AD
124712625
Member of the Board of Directors
and Executive Director
Varna plod AD
103106697
Member of the Board of Directors
CCB Group JSC
121749139
Member of the Supervisory Board
Association Sports Club TIM
103014351
Chairman of the Management
Board and manager
Martial Arts Sports Club Association TIM
103606634
Chairman of the Management
Board and manager
Bulgarian Karate Kyokushin Federation
103570622
Chairman of the Management
Board and manager
Association - Aerobics Club "TIM - Class"
103556156
Member of the Management
Board
Association of Black Sea Sports Clubs
000090542
Member of the Management Board
National Tourism Board Association
175090938
Member of the Management
Board
ET Marin Mitev Project Management
103326073
Owner
Varna Consulting Company OOD
103060548
Owner of more than 25% of the
shares
Invest Capital Management OOD
103045368
Owner of more than 25% of the
shares
ANNUAL SEPARATE ACTIVITY REPORT
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GENERAL INFORMATION
6
Aleksandar Kerezov - Deputy. Chairman and member of the Management Board of Chimimport AD:
Company
UIC
Interest
Chimimport AD
000627519
Member of the Board
Central Cooperative Bank AD
831447150
Member of the Board
Bulgarian Airways Group EAD
131085074
Member of the Board of Directors
CCB Group JSC
121749139
Member of the Board
Zyrneni Hrani Bulgaria AD
175410085
Member of the Board and
representative
Armeec Insurance JSC
121076907
Member of the Board
Parahodstvo Balgarsko Rechno Plavane AD
827183719
Member of the Board
POAD CCB Sila AD
825240908
Member of the Supervisory Board
Asenova Krepost AD
115012041
Member of the Board
Accounting House "HGH Consult" Ltd.
130452457
Manager
Protect ART OOD
203844348
Manager and Partner - over 25%
Association SAGLASIE 066
176941060
Chairman of the Management
Board and representative
Foundation SAGLASIE Sofia
205004556
Chairman of the Management
Board and representative
ALEX AS EOOD
131105146
Manager and Owner
Zyrneni Hrani Plovdiv EOOD
130574490
Manager
Nickola Mishev - Member of the Management Board of Chimimport AD:
Company
UIC
Interest
Chimimport AD
000627519
Member of the Board
Zyrneni Hrani Bulgaria AD
175410085
Member of the Board
Asenova Krepost AD
115012041
Member of the Board and
representative
Energoproekt AD
831367237
Member of the Supervisory Board
Expert snab OOD
131388356
Manager
Bulchimtrade OOD
200477808
Manager
Rubber Trade OOD
130430425
Manager
Chimceltex EOOD
130434434
Manager
Does not own more than 25 percent of the capital of other commercial companies.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
7
Mirolyub Ivanov - Member of the Management Board of Chimimport AD:
Company
UIC
Interest
Invest Capital AD
831541734
Executive Director and
Member of the Board of
Directors
Chimimport AD
000627519
Representative and
Member of the Board
Armeec Insurance JSC
121076907
Representative and
Member of the Board
National Commodity Exchange AD
115223519
Member of the Board of
Directors
Bulgarian Shipping Company EAD
175389730
Member of the Board of
Directors
Oil and Gas Exploration and Production AD
824033568
Member of the Board
Capital Invest EAD
121878333
Procurator
Invest Capital Asset Management EAD
200775128
Procurator
Omega Finance OOD
181385114
Manager
Prime Lega Consult EOOD
130993620
Manager
Human Management AD
121483350
Executive Director and
Member of the Board of
Directors
Zyrneni hrani Bulgaria AD
175410085
Member of the Board
Project Company 1 AD
205105587
Executive Director and
Member of the Board of
Directors
Mutual Fund "Invest Capital-High-yield "
175860666
Manager
ENERGOMAT EOOD
131095780
Manager
Energoproekt AD
831367237
Member of the
Supervisory Board
TECHNOCAPITAL DZZD
176018753
Manager
CENTRAL VACUUM SYSTEMS EOOD
200631195
Manager
KRONE BULGARIA AD
130517595
Executive Director and
Member of the Board of
Directors
CCB Group EAD
121749139
Member of the Board
Does not own more than 25 percent of the capital of other commercial companies.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
8
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL INFORMATION
9
ANNUAL SEPARATE ACTIVITY REPORT
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GENERAL INFORMATION
10
ANNUAL SEPARATE ACTIVITY REPORT
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GENERAL INFORMATION
11
ANNUAL SEPARATE ACTIVITY REPORT
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GENERAL INFORMATION
12
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GENERAL INFORMATION
13
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION ON COMPANY’S OPERATIONS
OVERVIEW OF THE COMPANY’S OPERATIONS
Analysis of financial and non-financial key performance indicators relevant to the
business, including information on environmental issues and staff
The financial result for the reporting year 2025 is a profit before taxes in the amount of BGN 21
287 thousand, and after taxation BGN 19 227 thousand. The reported increase in the amount of
2.17% or BGN 409 thousand for the gross result is due to the sustainability in the management of
the company's resources.
For the reporting year 2025 the Company has the following financial indicators
:
Main Financial Indicators
31.12.2025
BGN’000
31.12.2024
BGN’000
Percentage
change
2025/2024
Non-current assets
1 038 284
1 034 056
0,41%
Non-current liabilities
69 439
30 902
124,71%
Cash and cash equivalents
68 571
69 530
-1,38%
Current assets
391 569
346 908
12,87%
Current liabilities
180 689
187 905
-3,84%
Working capital
210 880
159 003
32,63%
Equity
1 179 725
1 162 157
1,51%
Fixed capital
1 249 164
1 193 059
4,70%
Financial indebtedness ratio
0,21
0,19
10,53%
Solvency ratio
4,716
5,311
-11,19%
Liquidity ratio
2,17
1,85
17,30%
Absolute liquidity
0,38
0,37
2,706%
ROE
0,08
0,08
-%
ROA
0,01
0,01
-%
In the current globalized and highly competitive environment, one of the pillars of the Company's
strategic management is the focus on the financial dimension of the value associated with
intangible resources.
In order to create sustainable long-term advantages, we analyze the key issues related to the
management of intangible resources by applying practices for their identification and
measurement.
• Investments in subsidiaries – here the emphasis is on rationalization of activities at an
individual level, through their permanent financing, with the aim of investing in
modernization, technology and other
These resources can be autonomously measured and transferred:
• Internal resources – the focus is on the distinctive and professional skills of employees,
the characteristic knowledge concerning the Company, as well as their willingness to
engage in the processes to achieve the defined long-term goals of the Company.
• External - company resources – the focus is on creating, maintaining and improving long-
term relationships with partners in the form of customers, suppliers and contractors, in
order to exchange experience, ideas, improve the quality and sustainability of the supply
of services, goods, as well as any potential benefits for the parties involved
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION ON COMPANY’S OPERATIONS
15
These resources cannot be autonomously measured and transferred, but they contribute to
promoting and integrating value.
Chimimport AD has focused its efforts on the management of its subsidiaries and associates. The
Company, as well as the main subsidiaries of the group, apply additional incentives and benefits
to its employees, which are above the legally required, respectively non-financial key performance
indicators, as well as a non-financial statement will be included in the consolidated non-financial
statement in the consolidated activity report. Direct expenses in the field of research and
development were not incurred by the Company in 2025, but on a consolidated basis some of the
Companies in the group have engagement in these areas. Within the period of 2025, the Company
did not trade its own shares and holds 11 own shares, representing 0.000005%, acquired in an
initial public offering. The Company does not have branches.
In 2026, the Company will continue to manage and direct its investments towards achieving even
better levels of quality in the services and products offered by all sectors of the group, despite the
challenges posed by the new European situation, in the context of the war in Ukraine and the
subsequent economic repercussions and forecasts. The Company's management analyzes,
based on hypotheses, the possible effects on the financial position of the Company. At the time of
preparation of this report, the Company's management has identified areas of business related to
Russia and Ukraine, but at this stage, no direct effects have been identified during the
assessment, requiring additional measures and costs other than current measures to be taken.
The company at this stage should not prepare a sustainability report according to the EFRAG
standards and the additionally adopted changes within the fourth quarter of 2025, as it meets only
one of the three criteria set, namely a balance sheet figure of over 20 million euros, and the first
reporting period for which Chimimport AD should include a sustainability report is 2027.
Given Bulgaria's commitments to the EU to comply with the Paris Agreement and other regulatory
acts related to these aspects of economic development, the Company's Management intends to
implement a continuous review, assessment and analysis of corporate sustainability and finance,
oriented towards environmental, social and governance issues, in order to provide transparency
to investors regarding the impact of the Company's activities on these issues, in accordance with
the Corporate Sustainability Reporting Directive (CSRD), the EU Sustainable Finance Disclosure
Regulation (SFDR) and the Unfair Commercial Practices Directive (UCPD).
Already in 2024, for outlined directions of focus observations on the determining factors for
sustainable development. Emphasis is placed on the following categories:
Climatic indicators:
• Greenhouse gases - emissions
• Consumption and production from/of non-renewable energy sources
• Activity in the sector of coal mining and other fossil fuels
• Activity in areas vulnerable to biological diversity
• Generation of hazardous waste and tons of emissions into the waters
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION ON COMPANY’S OPERATIONS
16
Social indicators:
• Policies on UN Principles and Global Compact issues
• Gender pay disparity
• Good health and well-being of employees
• Decent work and economic growth
Other indicators related to responsible consumption, production and provision of services.
On the above-outlined highlights, no serious discrepancies were found, and on many of the groups
of indicators it is assumed that the company is either not affected or fulfills them according to the
standards outlined in the normative acts.
All 12 national goals for sustainable development 2030 were also examined, and the company
works and contributes to all the goals affecting it.
During the current period, the Company's contribution was primarily aimed at Goal - Quality
education, by providing the opportunity for all its employees to upgrade or acquire academic
degrees in leading Bulgarian universities, and 10% of them have benefited.
Legislators, regulators and users of non-financial information are currently paying a lot of attention
to climate change. The EU has adopted the European Green Deal to transition to a more
sustainable economic and financial system, and in the coming years detailed climate change
reporting requirements will become applicable as part of European sustainability reporting
standards under the upcoming Corporate Reporting Directive.
Risks induced by climate changes may have future adverse effects on the Company’s business
activities. These risks include transition risks (e.g., regulatory changes and reputational risks) and
physical risks. How the subsidiaries and associated companies of the Group operate their
businesses may be affected by new regulatory constraints on the CO2 emissions it generates.
Some of the subsidiaries and associated companies are engaged in purchasing emission
allowances according to Directive 2003/87/EC, ETS Directive - last amended by Directive (EU)
2018/410, thereby making a significant contribution to reducing the risks of carbon displacement
emissions and are stimulating decarbonisation, through the inclusion of benchmarks for free
allocation of emissions based on the performance of the best performing enterprises in a given
sector. This aims to encourage efficient operators to improve their performance while rewarding
those who achieve good results.
The company on an individual level is not directly affected by climate risks, mainly due to the fact
that it operates as a holding company and the main activity is aimed at qualitative and quantitative
increase in the volume of projects in all sectors in which the companies of its Group operate,
development of modern, management strategies and their immediate implementation through its
subsidiaries. Concrete reflections of climate change could materialize in the amount of dividend
income received by subsidiaries and associated companies that operate in the highly affected
sectors from the point of view of sustainable development and its three main pillars. At the
moment, most companies in the group of the most vulnerable segments have established and
detailed measures to overcome changes of a climatic nature, as well as ways to reach the NetZero
level of carbon emissions.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION ON COMPANY’S OPERATIONS
17
The activity of Chimimport AD is in accordance with the minimum limits under Art. 18 of
Regulation/EU/2020/852 of the EP and of the Council and respects the principle "of not causing
significant damage".
The effects of climate change can be in the context of two perspectives - the impact that a business
can have through its activity on the climate, and the impact that climate change can have on its
economic activity.
The activity of Chimimport AD has no direct impact on the environment. Regarding the second
perspective, the effect would be indirect through the impact on the activities of subsidiaries and
associated enterprises and respectively the income from dividends and administrative
management services of the Company.
In the event of climate change actions in the future directly affecting the business, Chimimport AD
undertakes to analyse the impact on the climate and reduce its carbon emissions, if any, by 50%
by 2030 and to be carbon neutral no later than 2050.
Consistent with the prior year, as at 31 December 2025, the Company has not identified significant
risks induced by climate changes that could negatively and materially affect the Company’s
financial statements. Management continuously assesses the impact of climate-related matters.
Assumptions could change in the future in response to forthcoming environmental regulations,
new commitments taken and changing consumer demand. These changes, if not anticipated,
could have an impact on the Company’s future cash flows, financial performance and financial
position.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION ON COMPANY’S OPERATIONS
18
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021.
• Information, given in value and quantity, regarding the main categories of goods,
products and / or services provided, indicating their share in the revenues from sales of
the issuer, respectively the person under § 1e of the additional provisions of POSA, as a
whole and the changes during the reporting financial year.
The main activities include:
• investment activity
• operations with financial instruments
• sale of non-current assets
• lending
• operation of investment properties
In reference to its core business, the Company realized the following types of income:
• profits from transactions with financial instruments
• revenues from the sale of non-current assets
• interest income, foreign exchange differences and other
• rental income, services and investment property
• dividend income
Presentation
The company ended 2025 with a total operating income of BGN 30 814 thousand. There is a
increase of 11.71 % compared to the comparable ones for 2024 or by BGN 3,2 million more. The
reported decrease is mainly due to the decrease in income from financial operations and income
from services provided.
2025
BGN'000
2024
BGN'000
Gains from transactions with financial instruments
18 490 16 106
Dividend income
2 314
2 257
Interest income
7 266
6 942
Gains from foreign exchange
7
18
Revenue from the provision of services
2 737
2 262
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021.
20
The following table presents the structure of revenues and the percentage increase (decrease)
compared to the comparative period:
• Information on revenues distributed by different categories of activities, internal and
external markets, as well as information on the sources of supply of materials needed for
the production of goods or provision of services, reflecting the degree of dependence on
each individual seller or buyer / consumer , in case the relative share of any of them
exceeds 10 percent of the costs or revenues from sales, information shall be provided for
each person separately, for his share in sales or purchases and his relations with the
issuer, respectively the person under § 1e of the additional provisions of the POSA
Presentation of revenue on domestic and foreign markets:
0% 20% 40% 60% 80% 100%
Gains from transactions with financial instruments
Dividend income
Interest income
Gains from foreign exchange
Revenue from the provision of services
Structure of revenue
2025 TBGN 2024 TBGN
Revenue by markets
Bbulgaria
EU
Third contries
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
21
The following table presents the percentage of revenue by type of activity compared to the total
size of the respective years.
In 2025, the key customers for the provided service are the following legal entities
%
Type of relations
Bulgarian Shipping Company EAD
11%
Subsidiary
CCB Group EAD
14%
Subsidiary
Bulgaria Airways Group EAD
18%
Subsidiary
M Car Sofia EOOD
24%
Company under common control
Operating expenses for the year amounted to BGN 9 527 thousand or BGN 2 600 thousand more
than in the base period, which represents a increase of 38%. The largest share is occupied by the
increase in operating expenses and the change in the fair value of investment properties.
The following table presents the percentage ratio of expenses by type to their total amount for the
respective years
18 490
16 106
2314
2257
7 266
6 942
7
18
2 737
2 262
Revenue TBGN
Gains from transactions with financial instruments
Dividend income
Interest income
Gains from foreign exchange
Revenue from the provision of services
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
22
− Information on concluded large transactions.
In 2025, no major and significant transactions were concluded.
− Information on the transactions concluded between the issuer, respectively the
person under § 1e of the additional provisions of POSA, and related parties, during the
reporting period, proposals for such transactions, as well as transactions that are outside
its normal activities or significantly deviate from the market conditions under which the
issuer, respectively the person under § 1e of the additional provisions of POSA or its
subsidiary, is a party indicating the value of transactions, the nature of connectivity and
any information necessary to assess the impact on the financial condition of the issuer,
respectively the person under § 1e of the additional provisions of POSA
The Company has made a number of transactions with related parties, all transactions being
concluded under normal commercial conditions in the course of the Company's activities and do
not differ from market conditions.
- The Companies related parties include owners, subsidiaries, key management personnel, and
others described below.
14
0
5107
3524
3 781
3 296
554
24
71
83
Expences TBGN
Change in fair value of investment property
operating expences
Interests
Losses from exchange rate fluctuations
Other financial expences
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
23
2025
BGN ‘000
2024
BGN ‘000
Purchases
- Owner
(573)
(599)
- Subsidiaries
(2 815)
(3 384)
Advance for capital increase
- Subsidiaries
-
(13 929)
Sales
- Owner
1
-
- Subsidiaries
6 654
6 603
- Associated
51
48
- Other related parties under common
control
1 342 471
Loans received from:
- Owner
3 594
1 738
- Subsidiaries
-
19 823
Loans repaid to:
- Owner
(2 166)
(8 000)
- Subsidiaries
(2 382)
(1 654)
Dividend income:
- Subsidiaries
2 000
-
- Other related parties under common
control
-
-
Loans granted to:
- Subsidiaries
(5 466)
(10 948)
- Other related parties under common
control
- (15 000)
Repaid loans from:
- Subsidiaries
6 241
28 937
- Other related parties under common
control
48 46
Other transactions with:
- Owner – off settings
(14 922)
-
- Subsidiaries
2 136
379
- Other related parties under common
control
-
-
Transactions with key management personnel
Short-term employee benefits:
- Salaries including bonuses
(168)
(168)
- Social security costs
(16)
(16)
- Total employee benefits
(184)
(184)
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
24
− Information on events and indicators of an unusual nature for the issuer,
respectively the person under § 1e of the additional provisions of the Law on Public
Offering of Securities, having a significant impact on its activities, and the revenues and
expenses incurred by it, assessment of their impact on the results in the current year.
In 2025, there are no events of an unusual nature for the issuer, which have a significant impact
on the activities of the issuer.
• Information on off-balance sheet transactions - nature and business purpose,
indication of the financial impact of the transactions on the activity, if the risk and benefits
of these transactions are significant for the issuer, respectively the person under § 1e of
the additional provisions of POSA, and if the disclosure of this information is essential for
assessing the financial condition of the issuer under § 1e of the additional provisions of
POSA
The company has provided guarantees under Art. 240 of the Commercial Act as a member of the
management and supervisory bodies of the companies: Bulgarian River Shipping AD, Chimoil BG
EOOD and Exploration and Production of Oil and Gas AD.
The company is a guarantor of the following contracts:
- Bank loan agreement No. 739/21.06.2013, concluded between a Bulgarian commercial
bank and Slanchevi lachi Provadia AD in the amount of – BGN 3 679 thousand with a
repayment plan with a deadline of 20.12.2029. The fair value of the assets pledged as
collateral, owned by the borrower, is in the amount of BGN 43,994 thousand
- a guarantee agreement with a commercial bank to a loan agreement maturing on
20.12.2029, concluded with Zarneni Hrani Grain EOOD with a total balance at the end of
the period of BGN 6 002 thousand. The fair value of the assets pledged as collateral,
owned by the borrower, is BGN 8 721 thousand.
- loan agreements between a commercial bank and Bulgaria Air Maintenance EAD dated
23.12.2015 with a present value of the obligation of BGN 11,959 thousand and maturity
date 31.12.2025; The fair value of the assets pledged as collateral, owned by the borrower,
is BGN 63,466 thousand
- loan agreements between a commercial bank and Bulgaria Air Maintenance EAD dated
1.11.2016 with a present value of the obligation of BGN 3 496 thousand and maturity date
30.09.2028; The fair value of the assets pledged as collateral, owned by the borrower, is
BGN 21 056 thousand
- loan agreements between a commercial bank and M Car Club OOD dated 31.10.2015
with a present value of the obligation of BGN 1 435 thousand and maturity date
02.11.2029; The fair value of the assets pledged as collateral, owned by the borrower, is
BGN 1 399 thousand
- loan agreements between a commercial bank and M Leasing EAD dated 09.08.2019 with
a present value of the obligation of BGN 25 645 thousand and maturity date 30.05.2031;
The collateral provided by the borrower is a pledge of all receivables under leasing
contracts and a pledge of cash receivables on all accounts
- loan agreements between a commercial bank and Finance Info Assistance EOOD dated
28.08.2025 with a present value of the obligation of TEUR 6 799 and maturity date
28.08.2035. The fair value of the assets /receivables/ pledged as collateral, owned by the
borrower, is TEUR 7 310.
- loan agreements between a commercial bank and Energoproekt AD dated 11.08.2017 and
14.12.2021 and with first disbursement on 28.12.2020, under the first and with a present
value of the obligation of BGN 6 301 thousand and a present value of the obligation of the
second BGN 5 244 thousand and with maturities on 30.12.2028 and 31.01.2029
respectively. Total loan amount BGN 16,625 thousand and BGN 9,534 thousand. The
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
25
collateral for the two loans is: mortgage on a building located in the city of Sofia; pledge of
shares and all receivables; pledge of cash receivables on all accounts of the borrower.
The Company has concluded an agreement for issuing bank guarantees to companies in the
group with a limit of 1 million BGN with maturity in September 2026. The Company is a co-debtor
or guarantor of its subsidiaries under loans granted by commercial bank CCB AD for a total
amount of 88 305 thousand BGN.
The Company has pledged 17,655 shares of the capital of ZAD Armeec, in favor of CCB AD, in
order to secure bank loan obligations of its subsidiaries.
• Information on share participations of the issuer, respectively the person under §
1e of the additional provisions of POSA, for its main investments in the country and abroad
(in securities, financial instruments, intangible assets and real estate), as well as
investments in equity securities outside its group of enterprises within the meaning of the
Accounting Act and the sources / methods of financing
Investments in subsidiaries are reflected in the separate financial statements of the Company at
cost.
The company has the following direct investments in subsidiaries:
Name of the subsidiary
Country of
incorporation
Main activities
31.12.2025
BGN’000
Share
%
31.12.2024
BGN’000
Share
%
CCB Group JSC
Bulgaria
Financial
services
248 148 100.00% 248 148 100.00%
Zyrneni Hrani Bulgaria
AD
Bulgaria
Manufacturing
and trade
165 363 63.65% 165 363 63.65%
Bulgarian Airways Group
EAD
Bulgaria
Aviation
Services
209 611 100.00% 209 611 100.00%
Bulgarian Shipping
Company EAD
Bulgaria
Sea and river
transport
44 393 100.00% 44 393 100.00%
Central Cooperative
Bank AD
Bulgaria
Financial
services
32 152 8.24% 32 152 8.24%
Sporten Kompleks Varna
AD
Bulgaria
Real estate
78 190 65.00% 22 474 65.00%
Oil and Gas Exploration
and Production Plc.
Bulgaria
Manufacturing
and trade
16 928 13.84% 16 928 13.84%
Port Lesport AD
Bulgaria
Sea and river
transport
16 380 99.00% 16 380 99.00%
Armeec Insurance Joint
Stock Company
Bulgaria
Financial
services
20 419 9.74% 20 419 9.74%
Bulchimex GmbH
Bulgaria
Manufacturing
and trade
2 500 100.00% 2 500 100.00%
Energoproekt AD
Bulgaria
Engineering
sector
2 168 98.64% 2 168 98.64%
Trans Intercar EАD
Bulgaria
Transport
4 855
100.00%
4 855
100.00%
National Commodity
Exchange AD
Bulgaria
Manufacturing
and trade
1 879 67.00% 1 879 67.00%
Human Management AD
Bulgaria
Manufacturing
and trade
- 87.67% 480 87.67%
Accounting House "HGH
Consult" Ltd.
Bulgaria
Services
112 59.34% 112 59.34%
Prime Lega Consult
ЕOOD
Bulgaria
Services
4 100.00% 4 100.00%
Total
843 102
787 866
The company has significant investments in the air transport sector through Bulgarian Airways
Group EAD. This sector was severely affected by the economic uncertainty caused by the ongoing
war in Ukraine and conflict in the Middle east.
The company also owns the following investments, other than participations in subsidiaries:
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
26
Investments in long - term financial assets
2025
2024
BGN‘000
BGN‘000
Debt instruments as amortised cost:
17 910
28 845
Loans granted and deposits
17 910
28 845
Equity instruments at fair value through other
comprehensive income:
4 197
6 055
Unquoted equity instruments
4 197
6 055
Financial assets at fair value through profit or loss:
19 029
19 558
Unquoted financial instruments
19 029
19 558
41 136
54 458
In determining the fair value of the Company's equity investments in unlisted equity instruments,
it has been determined that cost is a reliable approximation of the fair value of the equity
instruments.
Chimimport AD has provided a related party under common control with a convertible
subordinated deposit in the amount of EUR 10 million, with an interest rate of 1.8%.
Investments in short - term financial assets
The short-term financial assets during the presented reporting periods are classified in the
following categories:
2025
2024
BGN‘000
BGN‘000
Debt instruments at amortized cost
11 895
289
Loans granted
11 895
289
Financial assets at fair value through profit or loss:
246 358
242 375
Unquoted equity instruments
246 358
242 375
Equity instruments at fair value through other
comprehensive income:
5
5
Unquoted equity instruments
5
5
258 258
242 669
Short-term financial assets amounting to BGN 246 358 thousand (2024: BGN 242 375 thousand)
are classified as financial instruments measured at fair value through profit or loss. As of
31.12.2025, financial assets are presented at fair value, determined based on market valuations
prepared by certified appraisers. During the current period, a gain from a change in fair value was
recognized in the financial result. During the current period, the Company realized dividend
income from short-term financial asset in the amount of BGN 314 thousand.
− Information on the loan agreements concluded by the issuer, respectively the
person under § 1e of the additional provisions of the POSA, by its subsidiary, in their
capacity as borrowers, indicating the terms and conditions, including payment deadlines,
as well as information on provided guarantees and commitments
- The company has received loans from companies within and outside the group at interest rates
of 2.8 - 4.5%. Liabilities for loans received outside the group as of 31.12.2025 amount to BGN 7
358 thousand and are due for repayment after 31.12.2026. Loans received from related parties
amount to BGN 154 639 thousand, of which principal amounts to BGN 138 934 thousand and
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
27
interest amounts to BGN 15 705 thousand. The short-term part of the aforementioned liabilities as
of 31.12.2025 amounts to BGN 96 436 thousand.
The parent company and the issuer's subsidiaries obtain loans in the ordinary course of business
in accordance with market conditions.
− Information on the loans granted by the issuer, respectively by an entity under § 1e
of the additional provisions of the POSA, or by their subsidiaries, providing guarantees or
assuming obligations to one entity or his subsidiary, including related parties names or
title and UIC of the entity, the nature of the relationship between the issuer, respectively
the entity under § 1e of the additional provisions of the POSA, or their subsidiaries and the
borrower, the amount of outstanding principal, interest rate, contract date, deadline
repayment, amount of the commitment, specific conditions other than those specified in
this provision, as well as the purpose for which they were granted, in case they are
concluded as targeted.
- The company has provided loans to companies within and outside the group at interest rates of
2.2-5.4%. The loans provided outside the group as of 31.12.2025 totaled BGN 107 086 thousand,
of which BGN 17 910 thousand were long-term. The accumulated impairment amounted to BGN
77 281 thousand. The loans provided to related parties as of 31.12.2025 totaled BGN 172 359
thousand, of which BGN 17 910 thousand were long-term, the total accrued interest on the loans
provided amounted to BGN 5 487 thousand, and the total accumulated impairment amounted to
BGN 60 920 thousand.
The parent company and the issuer's subsidiaries provide loans in the ordinary course of business
in accordance with market conditions.
− Information regarding the use of the funds, received from new emission of shares
during the reporting period.
- No new issue of shares during the reporting period.
− Analysis of the relationship between the financial result in the financial statements
and the previously was published forecasted results.
- The Company has not published any forecasts of the financial result for 2025. All publicly
announced targets and objectives were accomplished.
− Analysis and valuation of the financial resources management policy, including the
ability to meet debt payments, possible threats and precautions that have been taken or
are to be taken by the issuer for their avoidance
- The Company successfully manages its financial resources and regularly pays its liabilities.
− Valuation of the opportunity of realization of investment objectives, indicating the
available amounts and possible changes in the financing structure of the activity.
- The Company has not declared and at the time of preparation of this report there is no planned
investment intentions.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
28
− Information on changes occurred during the reporting period in the basic principles
of management of the issuer, respectively the entity under § 1e of the additional provisions
of the POSA and its group of enterprises within the meaning of the Accounting Act.
- In 2025, there were no changes in the basic principles of management of the issuer.
− Information on the main characteristics of the system of internal control and risk
management system applied by the issuer, respectively the entity under § 1e of the
additional provisions of POSA, in the process of preparation of the financial statements.
- The main features of the internal control system and the risk management system are described
in detail in item 2 of the Corporate Governance Statement to this report.
− Information regarding changes in the Managing and the Supervisory boards during
the accounting period.
- During the accounting period, there are no changes in the members and number of managing
personnel in the Managing and the Supervisory Boards of the Company.
• Information about the amount of remuneration, rewards and / or benefits of each of the
members of the management and control bodies for the financial year, by the issuer and
its subsidiaries, regardless of whether they have been included in the expenses of the
issuer or arise from the distribution profits, including:
Name
By Issuer
BGN‘000
By Subsidiaries
BGN‘000
Supervisory Board
Mariana Bazhdarova
24
-
Management Board
Ivo Georgiev
24
279
Nickola Mishev
24
66
Tzvetan Botev
24
273
Mirolyub Ivanov
24
170
Marin Mitev
24
-
Aleksandar Kerezov
24
423
− Information on the shares of the issuer held by the members of the management
and control bodies and the procurators, including the shares held by each of them
separately and as a percentage of the shares of each class, as well as options provided by
the issuer on its securities - type and the amount of the securities on which the options are
based, the exercise price of the options, the purchase price, if any, and the term of the
options
Shareholder structure as of 31.12.2025
According to a reference from the Central Depository issued as at 31 December 2025, the
members of the Managing and Supervisory Board own the following number of shares:
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
29
Members of the Managing Board:
IVO GEORGIEV
495 880 shares
0.21%
ALEKSANDAR KEREZOV
160 000 shares
0.07%
MIROLYUB IVANOV
89 066 shares
0.04%
NICKOLA MISHEV
36 790 shares
0.02%
MARIN MITEV
26 533 shares
0.01%
Members of the Supervisory Board:
INVEST CAPITAL AD
173 487 247 shares
72.39%
CCB GROUP EAD
1 296 605 shares
0.54%
MARIANA BAZHDAROVA
199 shares
0.00%
No shares or bonds of the company were transferred by members of the boards during the year.
There are no restrictions on the right of members of the boards to acquire shares or bonds of the
company.
− Information on pending court, administrative or arbitration proceedings concerning
liabilities or receivables of the issuer in the amount of at least 10 percent of its equity; if
the total value of the issuer's liabilities or receivables in all initiated proceedings exceeds
10 per cent of its own capital, information on each proceeding shall be provided separately.
- The Company has no pending litigation, administrative or arbitration cases, receivables or
liabilities that together or separately amount to at least 10% of its equity.
− Information on the arrangements known to the company (including after the end of
the financial year), as a result of which changes in the relative share of shares or bonds
held by current shareholders or bondholders may occur in the future.
- The Company is not aware of any agreements as a result of which changes in the relative share
of the shares held by the current shareholders may occur in the future.
− Information about the director of investor relations, including telephone, e-mail and
correspondence address
- Dina Paskova
-+359(2)981 05 69
- d.paskova@chimimport.bg
− Other information at the company's discretion
Significant events that occurred after the date on which the annual financial statements
were prepared
No other significant adjusting and other non-adjusting events have occurred between the date of
the separate financial statements and the date of their approval by management on March 31,
2026 for publication
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 2 of Ordinance 2 / 09.11.2021
30
According to the Law on the Introduction of the Euro in the Republic of Bulgaria, as of 01 January
2026, the official currency and legal tender in the Republic of Bulgaria is the euro. The fixed
exchange rate is 1.95583 leva for 1 euro. The introduction of the euro as the official currency in
the Republic of Bulgaria represents a change in the functional currency, which will be accounted
for prospectively and does not constitute an adjusting event after the date of the financial
statements.
Since the end of February, there has been an escalation of tensions related to the conflict in Iran,
which contributes to increased geopolitical uncertainty in the region and at a global level. The
potential consequences of these events include increased volatility in energy markets, additional
fluctuations in the macroeconomic environment and increased uncertainty about future economic
conditions. Management is monitoring the development of the situation and has taken into account
the available information in preparing the accounting estimates and assumptions; at present, no
need for adjustments to the financial statements has been identified, beyond the disclosures
made.
.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 3 from Regulation 2/09.11.2021
31
Information on the public company, in accordance with Annex 3 to Article 10, point 2.
•
Information on securities that are not admitted to trading on a regulated market of
the Republic of Bulgaria or another Member State.
- The registered share capital of Chimimport AD as of 31 December 2025 consists of 239 646
267 ordinary shares with a nominal value of BGN 1 per share, including 13 182 738 ordinary
shares acquired by companies in the Group of Chimimport. The ordinary shares of the Company
are dematerialized, registered and freely transferable and give the right to 1 (one) vote and
liquidation share. There are no shares of the company that are not admitted to trading on the
regulated market of the Republic of Bulgaria or another Member State.
•
Information on the direct and indirect holding of 5 per cent or more of the voting
rights at the general meeting of the company, including data on the
shareholders, the amount of their shareholding and the manner in which the
shares are held.
- As of 31 December 2025, the shareholders who directly own 5% and more of the capital of
the Company are the following: Invest Capital AD, which as of 31.12.2025 holds a 72.39% of
the shares of the Company. The other shareholders (legal entities and individuals) hold shares
less than 5% of the Company's capital.
•
Details of shareholders with special control rights and a description of these
rights.
- The company has no shareholders with special control rights.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
INFORMATION according to Annex 3 from Regulation 2/09.11.2021
32
•
Agreements between shareholders that are known to the company and that may
lead to restrictions on the transfer of shares or voting rights.
- The Company is not aware of any agreements between the shareholders that may lead to
restrictions on the transfer of shares or the right to vote.
•
Significant contracts of the company, which give rise to, change or terminate due
to a change in the control of the company in the implementation of mandatory
bidding, and their consequences, except in cases where disclosure of this
information may cause serious harm to the company; the exception under the
previous sentence shall not apply in the cases when the company is obliged to
disclose the information by virtue of the law.
- The company has no concluded contracts that give effect, are amended or terminated due to
a change in control of the Company.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
FINANCIAL INSTRUMENT RISKS
The Company is exposed to various risks in relation to financial instruments. The main types
of risks are market risk, credit risk and liquidity risk. The Company's risk management is
coordinated at its headquarters, in close co-operation with the managing board and focuses
on actively securing the Company's short to medium-term cash flows by minimizing the
exposure to financial markets. Long-term financial investments are managed to generate
lasting returns.
As a result of the use of financial instruments, the Company is exposed to market risk and in
particular to the risk of changes in the exchange rate, interest rate risk and risk of changes in
specific prices due to the operating and investing activities of the Company.
MARKET RISK ANALYSIS
• Foreign currency risk
Most of the Company’s transactions are carried out in Bulgarian leva (BGN). Exposures to
currency exchange rates arise from the Company's foreign sales and purchases, denominated
in Euro and US-Dollars. To mitigate the Company's exposure to foreign currency risk, non-
BGN cash flows are monitored, and forward exchange contracts are entered into in accordance
with Company’s risk management policies. Generally, Company’s risk management
procedures distinguish short-term foreign currency cash flows (due within 6 months) from
longer-term cash flows. Where the amounts to be paid and received in a specific currency are
expected to largely offset one another, no further hedging activity is undertaken.
Foreign currency denominated financial assets and liabilities which expose the Company to
currency risk are disclosed below:
Short-term
exposure
Long-term exposure
USD
Russian
Ruble
EUR USD
Russian
Ruble
EUR
BGN‘000
BGN‘000
BGN‘000
BGN‘000
BGN‘000
BGN‘000
31 December
2025
Financial assets
127
-
71 126
-
19 029
-
Financial
liabilities
-
-
(4 333) -
-
(3 196)
Total exposure
127
-
66 793
-
19 029
(3 196)
Short-term exposure Long-term exposure
USD
EUR
USD
EUR
BGN‘000
BGN‘000
BGN‘000
BGN‘000
31 December 2024
Financial assets
144
72 715
-
-
Financial liabilities
(38)
-
(7 520)
Total exposure
144
72 677
-
(7 520)
The following tables illustrate the sensitivity of post-tax financial result for the year and equity
in regard to exchange rate differences between the Bulgarian Lev (BGN) and the US Dollars
(USD) all other things being equal.
In the table, it is assumed that the percentage change as of 31 December 2025 of the
exchange rate of the Bulgarian lev against the US dollar is as follows:
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
34
+/- 7.7 % (2024: 2.6%). These percentages have been determined based on the average
market volatility in exchange rates in the previous 12 months. The sensitivity analysis is based
on the Company's foreign currency financial instruments held at each reporting date.
If the exchange rate of the Bulgarian lev against the US dollar increases/decreases
respectively by +/-7.7% (2024: +/-2.6%), the change will be reflected as follows:
Net financial result after
tax for the year
Net financial result after
tax for the year
Increase
BGN‘000
Decrease
BGN‘000
31 December 2025
9
(9)
31 December 2024
3
(3)
Exposure to the risk of changes in exchange rates varies throughout the year depending on
the volume of international transactions performed. However, the analysis presented above is
considered to represent the extent of the Company's exposure to currency risk.
• Interest risk
The Company's policy is to minimize interest rate cash flow risk exposures on long-term
financing. Therefore, long-term debt is usually with fixed interest rates. As at 31 December
2025, the bank's variable-rate bank borrowings do not expose the Company to material interest
rate risk. All other financial assets and liabilities of the Company are at fixed interest rates.
• Other price risk
The Company is exposed to other price risk in respect of the following direct investments in
subsidiaries, the shares of which are listed on the Bulgarian Stock Exchange AD:
• Central Cooperative Bank AD – subsidiary;
• Oil and Gas Exploration and Production Plc. – subsidiary;
• Zyrneni Hrani Bulgaria AD – subsidiary
Investments in shares of subsidiaries traded on the Bulgarian Stock Exchange are held as
long-term and short-term strategic investments. In accordance with the Company's policy, no
specific hedging activities were carried out in connection with these investments. The
performance of these companies is monitored on a regular basis and control or significant
influence over these companies is used to maintain the value of investments in these
companies.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
CREDIT RISK ANALYSIS
Credit risk is the risk that a counterparty fails to discharge an obligation to the Company. The
Company is exposed to this risk for various financial instruments, for example by granting loans
and receivables to customers, placing deposits, etc. The Company's maximum exposure to
credit risk is limited to the carrying amount of financial assets recognized at the reporting date,
as summarized below:
2025
BGN’000
2024
BGN’000
Classes of financial assets – carrying
amounts:
Securities / financial assets /
269 589
267 993
Loans granted
29 805
29 134
Related party receivables
181 116
188 571
Trade and other financial receivables
6 226
6 180
Cash and cash equivalents
68 571
69 530
Carrying amount
555 307
561 408
The Company continuously monitors defaults of customers and other counterparties, identified
either individually or by group, and incorporates this information into its credit risk controls. The
Company's policy is to deal only with creditworthy counterparties. The Company's
management considers that all the above financial assets that are not impaired or past due for
each of the reporting dates under review are of good credit quality. None of the Company’s
financial assets are pledged as collateral on other transactions.
In respect of trade and other receivables, the Company is not exposed to any significant credit
risk exposure to a single counterparty or any group of counterparties having similar
characteristics. Trade receivables consist of large number of customers in various industries
and geographical areas. Based on historical information about customer default rates
management consider the credit quality of trade receivables that are not past due or impaired
to be good.
The credit risk for cash and cash equivalents, money market funds, debentures and derivate
financial instruments is considered negligible since the counterparties are reputable banks with
high quality external credit ratings. The carrying amounts disclosed above are the Company’s
maximum possible risk exposure in relation to these financial instruments.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
LIQUIDITY RISK ANALYSIS
Liquidity risk is the risk arising from the Company not being able to meet its obligations. The
Company manages its liquidity needs by monitoring scheduled debt servicing payments for
long-term financial liabilities as well as forecast cash inflows and outflows due in day-to-day
business.
Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis,
as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day
and a 360-day lookout period are identified monthly. Net cash requirements are compared to
available borrowing facilities in order to determine headroom or any shortfalls. This analysis
shows that available borrowing facilities are expected to be sufficient over the lookout period.
The Company maintains cash to meet its liquidity requirements for 30-day periods at a
minimum. Funding for long-term liquidity needs is additionally secured by an adequate amount
of committed credit facilities and the ability to sell long-term financial assets.
As at 31 December 2025 the Company's liabilities have contractual maturities (including
interest payments where applicable) as summarized below:
31 December 2025
Short-term
Long-term
Within 6 months
BGN‘000
Within 12
months
BGN‘000
2 to 5 years
BGN‘000
Bank and other borrowings
4 333
-
2 394
Bank and other borrowings interests
48
33
41
Related party payables
69 752
86 550
58 203
Related party payables interests
891
598
1 431
Trade and other payables
809
-
-
Total
75 833
87 181
62 069
31 December 2024
Short-term
Long-term
Within 6 months
BGN‘000
Within 12
months
BGN‘000
2 to 5 years
BGN‘000
Bank and other borrowings
-
-
6 730
Bank and other borrowings interests
128
128
693
Related party payables
88 207
83 599
15 311
Related party payables interests
1 459
13 904
3 460
Trade and other payables
317
-
-
Total
90 111
97 631
26 194
The amount disclosed in this analysis of liability maturities represent the undiscounted cash
flows of the contracts, which may differ from the carrying amounts of the liabilities at the
reporting date.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
FINANCIAL ASSETS USED FOR MANAGING LIQUIDITY RISK
The Company considers expected cash flows from financial assets in assessing and managing
liquidity risk, in particular its cash resources and trade receivables. The Company's existing cash
resources and trade receivables significantly exceed the current cash outflow requirements. Cash
flows from trade and other receivables are all contractually due within 1 year.
FAIR VALUE MEASUREMENT
Financial assets as a means of managing liquidity risk
In assessing and managing liquidity risk, the Company takes into account the expected cash flows
from financial instruments, in particular available cash and trade receivables. Available cash
resources and trade and other receivables significantly exceed current cash outflow needs.
According to the concluded contracts, all cash flows from trade and other receivables are due
within 1 year.
Fair Value Measurement
Fair Value Measurement of Financial Instruments
The fair value of financial instruments is presented in comparison with their carrying value at the
end of the reporting periods in the table below:
Financial assets
As at 31 December 2025
As at 31 December 2024
Fair value
Carrying
amount
Fair Value
Carrying
amount
BGN‘000
BGN‘000
BGN‘000
BGN‘000
Financial assets at fair value
through profit or loss
265 387 265 387
261 933
261 933
Financial assets at fair value
through other comprehensive
income:
4 202 4 202
6 060
6 060
269 589
269 589
267 993
267 993
The following table presents financial assets and liabilities measured at fair value in the separate
statement of financial position in accordance with the fair value hierarchy.
This hierarchy groups financial assets and liabilities into three levels based on the significance of
inputs used in measuring the fair value of the financial assets and liabilities. The fair value
hierarchy has the following levels:
- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
- Level 2: inputs other than quoted prices included within Level 1 that are observable for
the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices);
and
- Level 3: inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
38
The level within which the financial asset is classified is determined based on the lowest level of
significant input to the fair value measurement.
The financial assets and liabilities measured at fair value in the separate statement of financial
position are grouped into the fair value hierarchy as follows:
31 December 2025
Level 3
BGN‘000
Assets
Unquoted equity and debt instruments
269 589
Total
269 589
31 December 2024
Level 3
BGN‘000
Assets
Unquoted equity and debt instruments
267 993
Total
267 993
There were no transfers between levels 1 and 2 during the reporting periods..
Measurement of fair value
The methods and valuation techniques used for the purpose of measuring fair value are
unchanged compared to the previous reporting period and are as follows.
Unquoted equity and debt instruments:
When determining the fair value of financial instruments at Level 3, the Company uses
independent appraisers and financial analysts. The approaches used to determine the fair value
are the income approach and/or the market approach.
The following methods were used in determining fair value:
• Market approach
• Discounted Cash Flow (DCF) method
•
The unobservable sources of information for determining the fair value are coefficients for
comparative evaluation of the estimated profit based on the ratio of economic value to operating
profit, expected future cash flows generated by the instrument, determination of an adjusted
discount rate constructed on the basis of similar issuers, adjusted by additional risk premium,
taking into account the specifics of the issuer and other unobserved market data.
Debt instruments are valued at fair value, based on information classified in level 3 of the fair value
hierarchy. The valuation technique used is the discounted cash flow method. Here, the discount
rate is formed by the yield of similar government securities, adjusted by a risk premium reflecting
the risk of the respective issuer. The specified total risk premium is formed by the premium
upgrade method (yield to maturity on an analogue issue having similar characteristics, adjusted
by an additional default premium reflecting the risk of the respective issuer).
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
39
The following table presents the relationship between key unobservable inputs and fair values for
different valuation techniques.
Valuation Technique Significant unobservable inputs
Relationship between key unobservable inputs and
fair value
Discounted Cash Flows
Risk-adjusted discount rate
over risk-free premium
A significant increase above the risk-free interest rate
will result in a lower fair value
Discounted Cash Flows
Weighted average cost of
capital
An increase in the weighted average cost of capital
will result in a lower fair value
Market Analogue Method Market Multipliers
An increase in the applicable multiplier results in a
higher fair value
Market Analogue Method Illiquidity Discount
A higher illiquidity discount results in a lower fair
value
The following table presents the levels in the hierarchy of non-financial assets as at 31 December
2025, measured periodically at fair value:
31 December 2025
Level 3
BGN‘000
Investment property:
- land and buildings
30 108
31 December 2024
Level 3
BGN‘000
Investment property:
- land and buildings
30 122
Land and buildings (Level 3)
A combination of methods was used in the valuation of investment properties – comparative sales
method, real value and income method due to the specificity of the properties and the availability
of observed prices of recent transactions. Investment properties were revalued as of 31 December
2025
Significant unobserved inputs are related to the adjustment for factors specific to the Company's
land and buildings as well as assumptions about expected cash flows, discount rate, etc. The
extent and direction of this adjustment depends on the number and characteristics of observed
market transactions with similar properties that are used for the purposes of the valuation. If the
market prices of the properties used for comparison increase, as well as if cash flows increase
and the discount rate decreases, the value of the properties will increase.
Capital management policies and procedures
The Company's capital management objectives are:
• to ensure the Company's ability to continue as a going concern; and
• to provide an adequate return to the shareholder by pricing products and services
commensurately with the level of risk.
The Company monitors capital on the basis of the correlation between capital and net debt.
The Company determines the capital based on the carrying amount of equity included in the
separate statement of financial position.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
GENERAL RISKS AND UNCERTAINTIES
40
Net debt comprises of total liabilities less the carrying amount of cash and cash equivalents.
The objective of the Company is to maintain a ratio of capital to net debt at levels which would
ensure relevant and conservative ratio of financing.
The Company manages the capital structure and adjusts according to changes in the economic
conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital
structure, the Company may adjust the amount of dividends paid to shareholders, return capital
to shareholders, issue new shares or sell assets to reduce debt.
The amount of the correlation for the presented accounting periods is summarized as follows:
2025
2024
BGN‘000
BGN‘000
Equity
1 179 725
1 162 157
Capital
1 179 725
1 162 157
+Total Liabilities
250 128
218 807
- Cash and cash equivalents
(68 571)
(69 530)
Net debt
181 557
149 277
Capital to net debt
1:0.15
1:0.13
The Company has complied with the terms of its contractual obligations.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
The declaration of corporate management of Chimimport AD is prepared pursuant the
Bulgarian legislation requirements and principles of good corporate management, set out
in the National Corporate Governance Code, the Commercial Act (CA), the Public Offering
of Securities Act (POSA), the Accountancy Act (AA), the Independent Financial Audit Act
(IFAA) and other laws and regulations and internationally recognized standards. The
declaration of corporate management is prepared in accordance with the requirements of
Article 39 of the Accountancy Act and Article 100m of POSA.
1. Information under Article 100m, paragraph 8, subparagraphs 1 and 2 of POSA
Implementation, enforcement and compliance, as appropriate, by Chimimport AD of the principles
of the National Corporate Governance Code.
As at 18 January 2008, Chimimport AD embraced the National Corporate Governance Code and
conducts its activity in accordance with the set principles and provisions.
In its activities Chimimport AD is governed by the national corporate governance principles
recommended for application by the National Committee on Corporate Governance, reflecting the
international standards of good corporate governance and best practices. The management of
Chimimport AD aims at strengthening the principles of good corporate governance, enhancing the
confidence of shareholders, investors and other stakeholders interested in the management and
operations of the Company. The management of Chimimport AD considers that the effective
application of the good corporate management practices, contribute to sustainable growth and
reaching the long-term goals of the Company, and to establish transparent and honest
relationships with all stakeholders.
Information on corporate governance practices applied by the issuer in addition to the
corporate governance code approved by the Deputy Chairperson or any other corporate
governance code.
Chimimport AD does not apply other corporate management practices in addition of the National
Corporate Governance Code.
Explanation by the issuer as to which parts of the corporate management code, approved
by the Deputy Chairperson or any other corporate governance code the issuer does not
comply with and to what was the ground for the non-compliance when the issuer opted not
to refer to any of the rules of the corporate management code.
The basic principle of the National Corporate Governance Code is the principle of “comply or
explain”. The Company aims to comply with the recommendations of the Code and in case of
deviation, the management provides explanations on the reasons for the non-compliance.
Chimimport AD presents the current information regarding compliance with the Code, and the
same will be published on the website of the company.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
42
INFORMATION REGARDING CORPORATE MANAGEMENT
Chimimport AD is a listed company with two-tier management system. All members of the
Managing Board and the Supervisory Board comply with the legal requirements for their
appointment.
The managing bodies of the Company comprise: General meeting of the shareholders,
Supervisory Board and Managing Board.
Members of the Supervisory Board:
1. Invest Capital AD;- represented by Bistra Marinkova and Mirolyub Ivanov
2. CCB Group EAD; - represented from Tihomir Atanasov
3. Mariana Bazhdarova.
Members of the Managing Board:
1. Aleksandar Kerezov
2. Ivo Georgiev
3. Marin Mitev
4. Mirolyub Ivanov
5. Nickola Mishev
6. Tzvetan Botev
Key functions, responsibilities, structure and competence
The Supervisory Board of Chimimport AD consists of three members. It conducts regular control
over the Managing Board, concerning the management of the Company by ensuring that the
actions of the MB increase the interest of shareholders and facilitate the application of good
corporate governance principles within the Company. The Supervisory Board, if necessary, may
take the necessary steps to facilitate their duties through consultations with experts. The
Supervisory Board shall appoint and dismiss members of the Managing Board delimiting the
powers delegated to them, the application of their powers and the frequency with which they are
to report to the SB. The Supervisory Board assesses the overall performance of the Company,
paying special attention to the information received by the Managing Board and periodically
reconciles and analyses the difference between the achievements and goals. The Supervisory
Board monitors and controls the process of disclosing information by the Company.
The Supervisory Board has included restrictions in its internal rules on the maximum number of
companies in which members of the Managing and the Supervisory Board of Chimimport AD can
sit on the managing and supervisory bodies, participation in which is considered acceptable in
view of the requirement for effective implementation of obligations as a member of the boards of
the Company. The Supervisory Board has set criteria that distinguish participations in other
companies, depending on the position held and the time that each of the positions requires for the
relevant obligations.
Following the requirements of the POSA and the Statute of the Company, the Supervisory Board,
if necessary, reassesses the structure of the Managing Board, the division of duties, powers and
the remuneration of each member of the MB.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
43
In carrying out its activities, the Supervisory Board members are obliged to perform their duties
with due diligence in a manner that reasonably believed is in the interest of all shareholders and
by using only information that they reasonably believe is reliable and complete, and show loyalty
to the Company under POSA.
The Supervisory Board of the Company is supported by the Audit Committee. The structure and
functions of the Committee are set out in the Internal rules of operation of the Audit Committee of
Chimimport AD.
The Managing Board of Chimimport AD consists of six members. The competence, rights and
obligations of the Managing Board are conducted in accordance with the legal requirements, the
requirements of the current Company's Statute and the rules for its operation as approved by the
Supervisory Board. The Managing Board reports, on its activities, to the Supervisory Board at
least quarterly. The Managing Board shall immediately notify the chairman of the Supervisory
Board of any circumstances that are essential for the Company.
The Managing Board provides to the Supervisory Board the Annual Financial Statements, the
Annual Activity Report and the Independent Auditor's Report, together with proposal for profit
distribution, which will be brought to the General Meeting of Shareholders. The Managing Board
governs in accordance with the established vision, goals and strategy of Chimimport AD. The
Board members are guided in their activities by the generally accepted principles of integrity and
management and professional competence.
Appointment and dismissal of board members
Members of the Supervisory Board are appointed and dismissed by the General Meeting of the
Shareholders, in accordance with the Company's Statute.
Members of the Managing Board are appointed by the Supervisory Board, which also
determines their remuneration and can dismiss them at any point in time.
Remunerations of the Managing and Supervisory Boards
The General Meeting of the Shareholders has affirmed the remuneration policy of the Managing
and Supervisory Boards of the Company, developed by the Supervisory Board.
The remuneration paid to the members of the Managing and Supervisory Boards of the Company,
may be permanent (fixed) or variable in the form of premiums, bonuses, retirement benefits and
other incentives, based on assessment criteria of the conducted activities. The proportion of the
fixed remuneration in the total amount of the remuneration shall allow the implementation of
flexible policy by the Company on the variable remuneration of the members of the Managing and
Supervisory Boards of the Company.
The remuneration policy observes the following principles and criteria:
- Consistency of the remunerations with the business goals and development strategy of the
Company, the protection of the interests and promotion of the values of Chimimport AD;
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
44
- Providing remuneration that allows attraction, retention and motivation of board members with
the necessary skills for successful management and development of the Company.
- Excluding discrimination, conflict of interest and unequal treatment of members of the
Supervisory Board of the Company in setting and negotiating remunerations;
- Appreciation of the duties and input of each member of the Managing Board in the performance
and results of the Company.
The Management discloses the remunerations of the Managing Board in accordance with the legal
requirements and Company's policies regularly within the quarterly financial statements.
Shareholders are provided easy access to information on remunerations.
Conflict of interest
The members of the Supervisory and Managing Boards avoid any real or potential conflict of
interest.
Procedures for preventing and detecting conflicts of interest are regulated by the statutes of the
Company.
Committees
The Company has set Audit Committee in accordance with the requirements of the Independent
Financial Audit Act of public interest companies.
At the General Meeting of Shareholders held on 30 November 2023, under the proposal of the
Managing Board, the shareholders of Chimimport AD elected the following Audit Committee
members: Prof. Evgeni Evgeniev- Chair, Phd. James Jolovski and Magdalena Ilkova – pursuant
to Art. 107 of Independent Financial Audit Act (promulgated SG, issue 95 of 29.11.2016).
INFORMATION REGARDING CONDUCT OF AUDIT AND INTERNAL CONTROL
Chimimport AD has developed and implemented internal control system, that ensures the proper
identification of risks associated with the Company's operations and supports their effective
management, and adequate operation of the reporting systems and disclosure of information.
The Audit Committee shall apply the requirements of the Code of Ethics for Professional
Accountants regarding the rotation of registered auditors in preparing proposals and
recommendations on the appointment of external auditors.
The registered auditor, elected on 30.09.2025 by the general meeting of shareholders of
Chimimport AD to perform an independent financial audit of the company's annual financial
statements for 2025, is the auditing company RSM BG OOD, registered under number 173 in the
special register with the Bulgarian Chamber of Auditors.
To ensure the effectiveness of the external auditors of Chimimport AD, the Managing Board
implements measures to ensure effective implementation of the obligations of auditors of the
Company based on the requirements of the Independent Financial Audit Act.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
45
INFORMATION ON PROTECTION OF THE RIGHTS OF SHAREHOLDERS
The management of Chimimport AD guarantees equal treatment of all shareholders of the
Company, including minority and international.
The Company applies established rules of the organization and conduct of regular and
extraordinary General Meetings of Shareholders.
The protection of shareholders' rights is ensured through:
- facilitation of the shareholders' effective participation in the work of the General Meetings of
shareholders through timely disclosure of all materials for the GMS, on the following websites:
www.x3news.com, www.investor.bg and www.chimimport.bg
- transparent procedures regarding organization and conduct of regular and extraordinary General
Meetings of Shareholders;
- established procedures on representation of shareholders at the GMS, including templates of
letter of attorney both in Bulgarian and English;
- providing opportunity for participation in the profit distributions to the Company, if the General
Meeting of Shareholders adopts a specific resolution for dividend distribution;
- implementing a policy to assist shareholders in exercising their rights.
INFORMATION ON PROCEDURES FOR DISCLOSURE OF INFORMATION
The Company has adopted rules for internal personnel and internal information, that regulate the
obligations, order and responsibility for the public disclosure of inside information for Chimimport
AD, prohibit insider trading and market manipulation of financial instruments. The public
information regarding the activities of Chimimport AD is presented to the Financial Supervisory
Commission, the Bulgarian Stock Exchange AD and the investing community, distributed through
the information agency X3 NEWS - www.x3news.com.
Chimimport AD regularly updates its corporate website www.chimimport.bg both in Bulgarian and
English, consistent in structure and volume with the information provided with the
recommendations of the National Code and established good practices on systems of disclosure
of information.
The website provides general information about the Company and the segments of operations of
all companies within the economic group, current data on the financial and economic situation of
the Company, including interim and annual financial statements of Chimimport AD on an individual
and consolidated basis, as well as information on the Group structure, corporate governance and
management of the company, corporate documents prepared and approved by the Managing
Board of the Company and the securities issued.
All shareholders, investors and interested parties can obtain information about upcoming and
already held important corporate events, meetings of the General Meeting of Shareholders and
the planned investment policy of the Company.
INFORMATION ABOUT STAKEHOLDERS AND RECOGNITION OF THEIR RIGHTS AND
INTERESTS
The Company has developed its own rules on accounting for the interests of stakeholders, but for
all matters that directly or indirectly affect them, coordination procedures are carried out.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
46
Chimimport AD identifies as stakeholders with respect to its activities all persons who are not
shareholders and who have an interest in the economic prosperity of the Company:
- bondholders,
- employees,
- clients,
- suppliers,
- bank - creditors;
- the public, in general.
Within its policy towards stakeholders, the Company complies with the legal requirements and
principles of transparency, accountability and business ethics. The Stakeholders are provided with
the necessary information about the company's current data of the financial situation and
everything that would help correct their orientation and make an informed and reasoned decision.
2. Information under Article 100m, paragraph 8, subparagraph 3 of the POSA
Characteristics of the internal control and risk management systems
Internal control and risk management
The Managing Board is responsible for the internal control and risk management systems and
monitors their effectiveness. These systems are created to manage but cannot fully eliminate the
risk from falling behind the set business objectives. They can only provide reasonable, but not
absolute assurance on the lack of any substantial inaccuracies or errors. The Managing Board
has established an ongoing process for identifying, evaluating and managing significant risks for
the Company.
Internal control
Every year, the Company reviews and confirms the degree of compliance with the policies of the
National Corporate Governance Code. All major plans and programs of the Company require
approval by the Managing Board. There are limits to the authority to ensure that the appropriate
approvals are obtained, if the Board is not required to verify the segregation of duties. Financial
policies, controls and procedures are enforced within the Company and are reviewed and updated
regularly.
The main activities comprised within the system of internal control of the Company are:
- Control over the functioning of the current reporting and documentation of the Company;
- Maintaining the high competence of personnel with financial and reporting functions;
- Control over the content, accuracy and timeliness of financial statements;
- Completeness of the range and reliability of the financial information system;
- Lawful implementation of tax and social security obligations;
- Protection and preservation of assets;
- Control over disposal of assets and resources.
А system of internal control and risk management operates to ensure the effective functioning of
the reporting and disclosure of information. The internal control system is built and functions to
identify inherent risks of the company and support their effective management.
The code of conduct of employees of Chimimport AD, determining the required levels of ethics
and conduct, is communicated to all employees and any amendments to it are included in the
employee training.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
47
Management has overall responsibility of ensuring proper maintenance of accounting data and
processes to ensure that financial information is relevant, reliable, consistent with applicable law
and the financial statements and management reports are prepared and published by the
Company in due course. The Company's management reviews and approves the financial
statements to ensure that the financial position and results of the Company are presented fairly
and correctly.
The financial information, published by the Company is subject for approval by the Supervisory
Board.
Annual review of the internal control environment is carried out by the Managing Board, with the
assistance of the Audit Committee.
Analysis and risk management
The Managing Board determines the main risks of the Company regularly and monitors throughout
the year the measures to address those risks, including through internal control and monitoring.
The risk analysis includes business and operational risks, health and safety of employees,
financial, market and operational risks, reputation risks, which may affect the Company, as well
as specific areas identified in the business plan and the budget process.
All significant plans relating to the acquisition of assets or realization of operating income include
consideration of relevant risks and appropriate action plans.
Inherently the risk management is a set of processes to identify, assess and control the risks that
ensure that the objectives of the Group of Chimimport AD are met and effective management is
achieved. Risk management is systematic, structured and in due time and thus facilitates
continuous improvement of the organization.
The risk management system comprises the following activities:
- identification of the different groups of risks (indicated in the reports on the activities of the group)
- evaluation and risk analysis (indicated in the reports on the activities of the group)
- monitoring and procedures that will be applied to prevent or reduce the effects of onset risks.
Risk management is part of the internal control system. The goal of management is to detect risks
that cast doubt on the functioning of the company, to assess and reduce critical risks. Well-
managed risk-taking is a prerequisite for sustainable improvement of the organization. The
Company management seeks to develop an active risk management by introducing a risk
management system and directing efforts to improve it in line with international best practices.
The risk management system defines the duties and responsibilities in the structural divisions of
the Company, organization, and procedure for interaction in risk management, analysis, and
evaluation of information related to risks, preparing periodic reporting on risk management.
The internal control system and the risk management system are continuously improved following
the legislative requirements and best practices. Their goals may be summarized as follows:
compliance with the strategies, plans, internal regulations and procedures for the implementation
of the activities to ensure effective and efficient operations, reliable financial reporting, storage
and protection of assets. Risk management in Chimimport AD is performed by employees at all
levels of management and is an integral part of operations and the corporate governance of the
Company.
Statement by the directors on the Annual Activity Report and the Financial Statements
Pursuant to the requirements of the Code, the directors confirm their responsibility for preparing
the annual activity report and the annual financial statements and consider the Annual Activity
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
48
Report is transparent, balanced and understandable and provides the necessary information to
shareholders, to assess the Company's position and operations, its business model and strategy.
Responsibilities and interaction between the Supervisory Board, the Audit Committee and the
external auditor of the Company
As a public company, according to the Independent Financial Audit Act and the National Corporate
Governance Code, Chimimport AD has established an Audit Committee, which is responsible for
monitoring of the financial reporting and the independent financial audit as well as the
effectiveness of the internal audit function and control and risk management systems of the
Company.
At the General Meeting of Shareholders held on 30 November 2023, under the proposal of the
Managing Board, the shareholders of Chimimport AD elected the following Audit Committee
members: Prof. Evgeni Evgeniev- Chair, Phd. James Jolovski and Magdalena Ilkova – pursuant
to Art. 107 of Independent Financial Audit Act (promulgated SG, issue 95 of 29.11.2016).
The Committee recommends the registered auditor to conduct an independent financial audit of
the company and monitor its independence in accordance with the law and the International Code
of Ethics for Professional Accountants.
The mandate and the number of members of the Audit Committee shall be determined by the
General Meeting of Shareholders. The functions and responsibilities of the Audit Committee are
regulated by the Rules of the Audit Committee.
Committee members have unlimited access to the members of the Supervisory Board, the
Managing Board and the senior management personnel directly responsible for the activities
falling within the scope of the delegated competence of the Committee.
The Audit Committee reports its activity to the General Meeting of Shareholders annually.
The main functions of the Audit Committee include:
- to monitor the financial reporting processes;
- to monitor the effectiveness of internal control systems;
- to monitor the effectiveness of risk management systems;
- to monitor the independent financial audit on the Company;
- to oversee the independence of the registered auditor of the Company in accordance with the
IFAA and monitor the provision of ancillary services by the auditor
3. Information in accordance with Article 10, paragraph 1, items “c”, “d”, “f”, “h”, and “i”
of Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004
3.1 Information in accordance with Article 10, paragraph 1, item “c” of Directive 2004/25/EC on
takeover bids regarding significant direct and indirect shareholdings (including indirect
shareholdings through pyramidic structures and cross-shareholdings) within the meaning of Article
85 of Directive 2001/34/EC.
In 2025, no changes have been made relating to the acquisition or sale of shares of the Company
that reach, exceed or fall below one of the thresholds of 10%, 20%, 1/3, 50% and 2/3 of the voting
rights of the Company for the period as defined in Article 85 of Directive 2001/34 / EC.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
49
The share capital of the Company as of 31 December 2025 consists of 239 646 267 ordinary
shares with par value of BGN 1 per share. The ordinary shares of the Company are
dematerialized, registered and freely transferable and entitle to one (1) vote and liquidation share.
The list of major shareholders holding more than 5% of the shares of the Company is as follows:
Ordinary shares as at
31.12.2025
Ordinary shares as at
31.12.2025
%
Invest Capital AD
173 487 247
72.39%
Other legal entities not exceeding 5%
46 209 857
19.28%
Natural persons and global trustees not
exceeding 5%
19 949 163 8.33%
TOTAL
239 646 267
100.00%
3.2 Information in accordance with Article 10, paragraph 1, item “d” of Directive 2004/25/EC on
takeover bids regarding the holders of any securities with special control rights and a description
of those right
Chimimport AD has no shareholders with special control rights.
3.3 Information in accordance with Article 10, paragraph 1, item “f” of Directive 2004/25/EC on
takeover bids regarding any restrictions on voting rights, such as limitations of the voting rights of
holders of a given percentage or number of votes, deadlines for exercising voting rights, or
systems whereby, with the company's cooperation, the financial rights attaching to securities are
separated from the holding of securities;
There are no restrictions on voting rights, such as limitations of the voting rights of holders of a
given percentage or number of votes, deadlines for exercising voting rights, or systems whereby,
with the company's cooperation, the financial rights attaching to securities are separated from the
holding of securities.
3.4 Information in accordance with Article 10, paragraph 1, item “h” of Directive 2004/25/EC on
takeover bids regarding the rules governing the appointment and replacement of board members
and the amendment of the articles of association;
The management bodies of the Company are:
- General Meeting of the Shareholders;
- Supervisory Board;
- Managing Board.
The General Meeting of the Shareholders elects and dismisses members of the Supervisory Board
and determines their compensation and bonuses. The members of the Managing board are
appointed by the Supervisory Board, which can replace them at any time. One individual cannot
be both a member of the Managing and Supervisory Board. Members of the Managing Board may
be re-elected without limitation.
Members of the Managing Board of “Chimimport” AD are elected only if they meet the following
legal requirements:
- be either individuals or legal persons;
- at the moment of election have not been convicted of crimes against property, economy or
against the fiscal, tax and insurance authorities of the Republic of Bulgaria or abroad, unless
rehabilitated;
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
50
- are not members of the managing or supervisory body of a company terminated due to
bankruptcy in the past two years preceding the date of the declaration of insolvency, if any
unsatisfied creditors remain;
Amendments to the Articles of Association of the Company are approved by General Meeting of
the Shareholders.
3.5 Information in accordance with Article 10, paragraph 1, item “i” of Directive 2004/25/EC on
takeover bids regarding the powers of board members, and in particular the power to issue or buy
back shares;
The amount of capital may be amended in the manner provided by the law and the Statutes of the
Company. The decision to amend shall contain all the details required by law.
The decision to increase the capital is taken by the General Meeting of the Shareholders or the
Managing Board, within the mandate under Article 17 of the Statute of the Company.
If new shares are sold at a price higher than nominal, their issue price is determined with the
decision to increase the capital.
Each shareholder is entitled to acquire part of the new shares, which corresponds to its share
capital before the increase, unless that right is limited by law (Article 113, paragraph 2,
subparagraph 2 of the Public Offering of Securities Act).
In the event of a capital increase through the capitalization of retained earnings and other assets
by issuing new shares, the latter shall be acquired by the shareholders in proportion to shares
already owned.
In its decision for capital increase under Article 17, the Managing Board sets the amount and
purpose of the increase; the number and type of the new shares, their rights and privileges,
deadline and conditions of transfer of rights under § 1, p. 3 of POSA issued against existing shares;
the deadline and conditions for subscription of new shares; the amount of the issue price and
terms and conditions for its payment; the investment intermediary entrusted with the
implementation of the subscription; as well as determines any other terms and conditions provided
for in the regulations or necessary to make the corresponding increase in equity.
Capital decrease
The capital reduction is carried out by decision of the General Meeting of Shareholders by
decreasing the nominal value of shares or through cancellation of shares.
Cancellation of shares shall be allowed only through the purchase of company's own shares under
the conditions and according to the Commercial Act.
4. Composition and functions of the administrative, management and supervisory bodies
The Supervisory Board of Chimimport consists of 3 members who are elected by the General
Meeting of the Shareholders for a term of five years.
The Supervisory Board performs its activities in conformity with the Statute of Chimimport AD and
the Internal rules of the Supervisory Board.
The Managing Board of Chimimport AD consists of six members who are elected by the
Supervisory Board for a term of five years.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
DECLARATION OF CORPORATE MANAGEMENT
51
The Managing Board performs its activities in conformity with the Statute of Chimimport AD and
the Internal rules of the Managing Board.
In carrying out their duties and responsibilities the members of the Managing and Supervisory
Boards are governed by the legal requirements, by-laws of the Company and the standards of
integrity and competence.
The Managing Board:
• governs and represents Chimimport AD;
• manages the operating activities of the Company;
• approves plans and programs for the Company's activities;
• approves the organizational and managerial structure of the Company;
• approves decisions that are not in the express competence of the General Meeting of the
Shareholders and the Supervisory Board;
• decides on capital increase or decrease under the Articles of Association;
The Managing Board, with the approval of the Supervisory Board:
• approves and proposes for approval to the General Meeting of Shareholders the annual financial
statements and the activity report of the Company;
• based on the financial performance of the Company at the end of the reporting year, makes a
proposal on the appropriation of the profit
Members of the Managing Board are guided in their activities by the generally accepted principles
of integrity and management and professional competence.
Members of the Supervisory and Managing Board apply the principle of avoidance and prevention
of actual or potential conflict of interest. Any conflict of interest should be disclosed to the
Supervisory Board.
Members of the Managing Board should inform the Supervisory Board about whether directly,
indirectly or on behalf of third parties have a significant interest in any transactions or matters that
have a direct impact on the Company.
5. Description of the diversity policy
Chimimport AD, appoints and recommends for election by the Supervisory Board, candidates for
members of the Management Board, taking into account the balance of professional knowledge
and skills, the various qualifications and professional experience of the members of the board,
necessary for the management of the Company.
ANNUAL SEPARATE ACTIVITY REPORT
31 DECEMBER 2025
CONTACT US
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
1
REPORT
on the implementation of the remuneration policy of the
members of the Supervisory and Management Board of
CHIMIMPORT AD, developed in accordance with
Ordinance № 48 of the FSC of 20
th
March 2013 and
adopted at the regular annual general meeting of
shareholders held on 1
st
July 2013. (amended on 24
th
August 2020)
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
2
1. Information on the decision-making process in determining remuneration
policy, including, if applicable, information on the mandate and composition of
the remuneration committee, the names of the external consultants whose
services have been used in determining remuneration policy
The annual general meeting of the shareholders of CHIMIMPORT AD, held on
01.07.2013, approved the remuneration policy of the members of the Managing Board
of CHIMIMPORT AD, adopted by the Supervisory Board on 29 April 2013 and
approved by General Meeting of Shareholders on 01 July 2013. In 2020, amendments
to it were adopted by a decision of the General Meeting of Shareholders. The adopted
policy is in compliance with the normatively established requirements. All changes,
amendments, and additions are developed by the Supervisory Board and the active
participation of the independent member of the Supervisory Board, functionally
independent and competent experts from the Company, for the purpose of
independent assessment of expediency, and are approved by the General Meeting.
The approved policy establishes objective criteria for defining the remuneration of the
company's corporate management, in order to attract and retain qualified and loyal
board members and motivate them to work in the interests of the company and
shareholders while avoiding potential and real conflicts of interest.
During the reporting financial year CHIMIMPORT AD has applied the Remuneration
Policy of the members of the Management Board in accordance with the regulatory
requirements for public companies, goals, long-term interests and strategy for future
development of the company and its financial and economic situation in the context of
national and European economic conjuncture.
CHIMIMPORT AD discloses its remuneration policy and any subsequent changes in it
in a clear and accessible manner, without disclosing sensitive commercial information
or other information constituting a secret protected by law, by publishing it on the
company's website. This report will also be made public through its publication on the
company's website.
2. Information on the relative weight of the variable and permanent
remuneration of the members of the management and supervisory bodies
The remuneration structure is built on two main components: - permanent salary and
variable remuneration - annual bonuses and other incentives. Each of them has a
relatively equal weight in determining the amount of remuneration.
a. The permanent salary is a fixed remuneration and represents an annual
amount divided into twelve monthly instalments.
b. The variable remuneration aims to bind the short-term and long-term
achievements of the managing authorities and is fully compliant with the
requirements adopted in the Remuneration Policy of Chimimport AD.
→ The annual bonuses are directly related to the achieved results
and analysis and evaluation of the implementation of the activity.
→ Other material incentives are tied to the assumption of specific
costs of the members of the boards helping to achieve the set
tasks.
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
3
3. Information regarding the criteria for achieved results, on the basis of
which options on shares, shares of the company or other type of variable
remuneration are provided and an explanation of how the criteria under Art. 14,
para. 2 and 3 of Ordinance 48 contribute to the long-term interests of the
Company
According to the current Remuneration Policy of the members of the Supervisory Board
and the Management Board of CHIMIMPORT AD, there is a possibility for providing
variable remuneration in accordance with the policy adopted by the Company and the
amendments and supplements thereto.
From the moment of adoption of the cited policy until the present moment, there is no
compensation of the corporate management through shares or options or other type
of variable remuneration.
Variable remuneration is an additional payment by decision of the General Meeting of
Shareholders to members of the Supervisory Board in the form of premiums, bonuses,
retirement benefits and other material incentives, which are given on the basis of
performance criteria if the General Meeting of shareholders decided to introduce the
payment of variable remuneration.
The payment of variable remuneration is made only if it does not jeopardize the
financial stability of the company and in accordance with objective and measurable
criteria for performance and non-financial indicators, which aim to promote the stability
of the company in the long run and are relevant for the long term activity of the
company.
4. Clarification of the applied methods for assessing whether the criteria for
the achieved results are met
According to the current Remuneration Policy of the members of the control
bodies of Chimimport AD, the company applies the following criteria for all eligible
forms of remuneration of the management bodies, namely:
• implementation of technological renewal and development in the field of offered
services;
• increasing the productivity and quality of work in the company;
• profit and development of the company;
• improving the business environment;
• imposing high standards of corporate governance;
• integration of corporate social responsibility in the daily management practice
of the company;
• stable and sustainable development of the company in economic, social and
environmental aspects;
• increasing the benefit for the shareholders;
• adequacy of the administrative, organizational and reporting structures of the
company and ensuring the maximum efficiency of the company's activity;
• compliance with applicable rules and procedures;
• encouraging cooperation with stakeholders;
• compliance with obligations - work in the interest of the company and loyalty;
observing the due care of a good trader.
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
4
Through the built-in internal control systems, the eligible persons can at any time get
acquainted with the fulfilment of the specified criteria and it is obligatory to organize
meetings in the month following the month of each quarter. This established practice
guarantees the objective implementation of the set principles.
5. Clarification of the relationship between remuneration and results
achieved
The current Remuneration Policy of the members of the Supervisory and Management
Boards of Chimimport AD establishes a relationship between the remuneration
received by the members of the corporate management and the achieved results. It is
based on the following basic principles:
• Compliance of the remunerations with the realization of the business
goals and the strategy for development of the company, protection of the
interests and affirmation of the values of Chimimport AD;
• Providing remuneration that will allow attracting, retaining and motivating
board members with the necessary qualities for successful management
and development of the company;
• Non-discrimination, conflict of interest and unequal treatment of the
members of the Supervisory and Management Board of the company in
determining and negotiating remuneration;
• Reporting on the obligations and contributions of each of the members
of the Management Board in the activities and results of the company.
6. Basic payments and justification of the annual scheme for payment of
bonuses and / or all other non-monetary additional remunerations
The basic principles and criteria for the payment of variable remuneration are
presented in the preceding paragraphs.
7. Description of the main features of the supplementary voluntary pension
scheme and information on the contributions paid and / or due by the company
to the relevant member of the management or supervisory body for the relevant
financial year, where applicable;
Regarding the members of the Supervisory and Management Board of CHIMIMPORT
AD there is no information about additional voluntary pension insurance.
8. Information on the periods of deferral of payment of variable remuneration
In order to achieve stable financial results, the payment of the variable remuneration
is rescheduled for a certain period, as the rescheduled part of the variable
remuneration is paid proportionally or by gradual increase, each year during the
rescheduling period. Variable remuneration may not be paid when the performance
criteria are not met, as well as when there is a significant deterioration in the financial
condition of the company.
9. Information on the compensation policy in case of termination of the
contracts
In accordance with the requirement of Art. 16, para. 2 of Ordinance 48, in section III of
the current Remuneration Policy of the members of the Supervisory and Management
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
5
Boards of CHIMIMPORT AD are provided the following conditions and compensations
upon termination of a contract:
The conditions and the maximum amount of compensations upon termination of a
contract with a member of the Management Board of the company, respectively with
the executive directors, in connection with early termination of the contract, as well as
payments related to the notice period or provided in the clause prohibiting competition,
are settled by the remuneration policy of Chimimport AD. At present Chimimport AD
has not provided for payments of indemnities upon early termination of a contract with
a member of the Management Board of the company, respectively with the executive
directors of the company, as well as payments in connection with a notice period or
payments in connection with clauses prohibiting the performance of competitive
activity.
The total amount of the compensations according to art. 10 para (1) of the Policy
should not exceed the amount of the paid annual permanent remunerations to the
person for 2 years.
Compensation according to art. 10 para. (1) of the Policy is not due in case the
termination of the contract is due to unsatisfactory results and / or culpable behaviour
of the member of the Management Board of the company, respectively of the executive
directors.
During the reporting financial year, no contract with an executive member of the
Supervisory or Management Board of the company was terminated.
10. Information about the period in which the shares cannot be transferred
and the options on shares cannot be exercised, in case of variable remuneration
based on shares
The current Remuneration Policy of the members of the Supervisory and Management
Boards of CHIMIMPORT AD provides the possibility of providing remuneration to the
members of the corporate management in the form of share options. From the moment
of adoption of the cited policy until the present moment, there is no compensation of
the corporate management through shares or options.
11. Information on the policy for keeping a certain number of shares until the
end of the term of office of the members of the management and control bodies
after the expiration of the period under item 10.
The current Remuneration Policy of the members of the Supervisory and Management
Boards of CHIMIMPORT AD provides the possibility of providing remuneration to the
members of the corporate management in the form of share options. From the moment
of adoption of the cited policy until the present moment, there is no compensation of
the corporate management through shares or options.
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
6
12. Information on the contracts of the members of the management and
supervisory bodies, including the duration of each contract, the period of notice
of termination and details of benefits and / or other payments due in the event
of early termination
Details regarding the contracts of the members of the control bodies and the provided
compensations and / or other due payments in case of early termination are presented
in item 9 of this report.
13. The full amount of the remuneration and other material incentives of the
members of the management and supervisory bodies for the respective financial
year
Name
Paid by the
Company
BGN‘000
Paid by subsidiaries
BGN‘000
Supervisory Board
Mariana Bazhdarova
24
-
Managing Board
Ivo Georgiev
24
279
Nikola Mishev
24
66
Tzvetan Botev
24
273
Miroljub Ivanov
24
170
Marin Mitev
24
-
Alexandar Kerezov
24
423
14. Information on the remuneration of any person who was a member of a
management or control body in a public company for a certain period during the
relevant financial year:
During the period of 2025, no individuals were appointed or dismissed as members
of the control bodies, other than those presented in Art. 13 for a certain period during
the current financial year.
15. Information regarding shares and / or stock options and / or other share-
based incentive schemes:
a) number of options offered on shares or shares granted by the company during the
respective financial year and the conditions under which they were offered,
respectively granted;
b) number of options exercised on shares during the respective financial year and for
each of them, number of shares and the exercise price of the option or the value of
interest under the share-based incentive scheme at the end of the financial year;
c) number of unused options on shares at the end of the financial year, including data
on their price and date of exercise and essential conditions for exercising the rights;
d) any changes in the terms and conditions of existing stock options accepted during
the financial year.
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
7
According to the current Remuneration Policy of the members of the Supervisory Board
and the Management Board of CHIMIMPORT AD, there is a possibility to provide
options on shares, shares of the company or other incentive schemes based on shares
of the members of the corporate management. From the moment of adoption of the
cited policy until the present moment, there is no compensation of the corporate
management through shares or options.
16. Information on the annual change in remuneration, the company's results
and the average full-time remuneration of non-directors of the company's
employees during the previous at least five financial years, presented together
in a way that allows comparison;
The change in the average annual remuneration of the Supervisory Board and the
Management Board, full-time employees and the net results of the company is
presented as Y / Y-1, expressed as a percentage.
2020/2021
2021/2022
2022/2023
2023/2024
2024/2025
Average annual
remuneration of full-
time employees
-10,06%
16,67%
16,44%
3,44%
4,69%
Average annual
remuneration of the
Supervisory Board and
the Managing Board
-90,56%
0,00%
0,00%
0,00%
0,00%
Net financial result
2,46%
5,99%
-17,59%
1,06%
2,17%
17. Information on exercising the possibility to demand a refund of the
variable remuneration
According to the current Remuneration Policy of the members of the Supervisory Board
of CHIMIMPORT AD, there is a possibility for providing variable remuneration only
upon decision of the General Meeting of Shareholders.
During the reporting financial year there were no circumstances for decision-making
according to Art. 7 para 2 of the Remuneration Policy of CHIMIMPORT AD.
18. Information about all deviations from the procedure for the application of
the remuneration policy in connection with extraordinary circumstances under
Art. 11, para. 13, including an explanation of the nature of the exceptional
circumstances and an indication of the specific components not implemented
According to the remuneration policy, extraordinary circumstances may be indicated
in which the company may temporarily not apply part of the policy. Exceptional
circumstances are classified as those that lead to a risk to the financial stability and
interests of the company. The extraordinary circumstances under the first sentence are
circumstances in which the non-application of part of the policy is necessary and
related to the long-term interests and sustainability of the public company or its viability.
During the reporting year no deviations were made in the implementation procedures.
19. Information regarding the application of the remuneration policy of the
members of the Supervisory and Management Boards of Chimimport AD for the
next financial year
As of the date of preparation of this report, the Supervisory Board of Chimimport AD
has not identified the need to adopt changes in the adopted and approved by the GMS
Chimimport AD
Report on the implementation of remuneration policy
31 December 2025
8
of the company Remuneration Policy of members of the corporate management and
agrees to follow the adopted remuneration policy of members of the Management
Board. and Supervisory Boards of Chimimport AD regarding the payment of
remuneration for a longer period - until the end of the term. The criteria set out in the
policy for determining remuneration are currently effective, in view of the financial
results achieved during the reporting period. The members of the boards agree that in
case of a sharp change in the financial and economic indicators, regardless of whether
they are in an upward or downward direction, the Remuneration Program will be
revised, and the changes reflected in it will be duly adopted by the General Meeting of
Shareholders, for which the public will be informed in accordance with the provisions
of the POSA.
At the Company’s GMS held on 30.09.2025, no recommendations were made
regarding the 2025 Report.
This report has been prepared by the Supervisory Board of CHIMIMPORT AD in
accordance with the provision of Art. 12, para. 1 of ORDINANCE № 48 of the FSC
dated 20 March 2013 on the requirements for remuneration and is a separate
document to the annual financial statements of the company as of 31 December
2025.
The report provides an overview of how the remuneration policy has been
implemented during the year and is accompanied by information on the
implementation of the remuneration policy for the next financial year.
31 March 2026 Chief Executive Director:
/M.Ivanov/
Mirolyub
Panchev
Ivanov
Digitally signed by
Mirolyub Panchev
Ivanov
Date: 2026.03.31
19:37:50 +03'00'
Chimimport AD
Information on implementation of the
recommendations of the National Corporate
Governance Code
31 December 2025
1
INFORMATION ON IMPLEMENTATION BY THE CORPORATE MANUALS OF
“CHIMIMPORT” AD OF THE RECOMMENDATIONS OF THE NATIONAL
CORPORATE GOVERNANCE CODE
On 18 January 2008 Chimimport AD joined the National Corporate Governance
Code. The corporate governance program of Chimimport AD is subject to the
principle “IMPLEMENTATION OR EXPLANATION”, according to which the corporate
manual of the company should provide information on the extent to which the
company applies the principles of conduct according to the Code and provide an
explanation of how problematic situations will be resolved when one or another
principle is not applicable to Chimimport AD.
From the date of accession to the National Code, the company has operated in full
compliance with its principles and regulations.
In 2026 Chimimport AD will aim to to comply with the National Corporate Governance
Code as appropriate.
CORPORATE MANUAL – MANAGEMENT BOARD
Chimimport AD is a public company with a two-tier management system.
All members of both the Management Board and the Supervisory Board meet the
legal requirements for holding office. The functions and obligations of the corporate
management, as well as their structure and competence are in accordance with the
requirements of the Code.
The Management Board manages according to the established vision, goals
and strategy of Chimimport AD.
Членовете на Управителния съвет се ръководят в своята дейност от
общоприетите принципи за почтеност и управленска и професионална
компетентност.
In the report on the implementation of the remuneration policy for the members of the
Supervisory and Management Board of the Company the remunerations of the
members of the Management Board are disclosed in accordance with the legal
norms and by-laws of the company.
Shareholders have easy access to remuneration information.
The members of the Management Board avoid and do not allow real or potential
conflicts of interest.
CORPORATE MANUALS – SUPERVISORY BOARD
The Supervisory Board carries out regular control over the activity of the
Management Board regarding the management of the company by ensuring that the
actions of the Management Board increase the benefit of the shareholders and assist
in the application of the principles of good corporate governance in the Company.
The board participates in the decision-making on all important issues related to the
company's activities. The Supervisory Board, if necessary, can undertake the
Chimimport AD
Information on implementation of the
recommendations of the National Corporate
Governance Code
31 December 2025
2
necessary studies to support the performance of its duties through consultations with
experts.
The Supervisory Board appoints and dismisses the members of the Management
Board by determining the limits of their delegated powers, the manner of application
of their powers and the frequency with which they report to it.
The Supervisory Board adopts rules regarding the age limit of the persons elected to
the Management Board.
The Supervisory Board evaluates the overall performance of the company, paying
special attention to the information received from the Management Board and
periodically compares the achieved and planned results, as well as analyzes the
reasons for this.
The Supervisory Board monitors and controls the process of disclosing information
about the Company.
The Supervisory Board adopts instructions regarding the maximum number of
companies in which the members of the Management and Supervisory Boards of
Chimimport AD participate in management and control bodies, the participation in
which is considered acceptable, in view of the requirement for effective performance
of duties as a member of the Boards of the company.
The Supervisory Board determines criteria that differentiate the participations in other
companies, depending on the position held in them and the time required by each of
the positions to fulfill the respective duties.
Complying with the requirements of the POSA and the Articles of Association, the
Supervisory Board, if necessary, reviews the structure of the Management Board, the
distribution of responsibilities, powers and remuneration of each member of the
Management Board and, if necessary, takes measures to change them.
In conducting their activities, the members of the Supervisory Board are obliged to
perform their duties with the care of a good trader in a way that they reasonably
believe is in the interest of all shareholders of the company and using only
information that they reasonably believe is dependable and complete, as well as to
show loyalty to the company within the meaning of the POSA.
The Supervisory Board of the company is assisted by an Audit Committee. The
structure and functions of the committee are defined in the Corporate Governance
Program of Chimimport AD.
The members of the Committee shall have unrestricted access to the members of the
Supervisory Board, the Management Board and senior management directly
responsible for the activities falling within the scope of the powers delegated to the
Committee.
The Audit Committee reports its activities to the General Meeting of Shareholders
once a year.
Chimimport AD
Information on implementation of the
recommendations of the National Corporate
Governance Code
31 December 2025
3
Main functions of the Audit Committee include:
- monitoring the financial reporting processes;
- monitoring the effectiveness of internal control systems;
- monitoring the effectiveness of risk management systems;
- monitoring of the independent financial audit of the Company;
- ensure the independence of the registered auditor of the Company in accordance
with the requirements of the Independent Financial Audit Act (IFAA), as well as
monitoring the provision of additional services by the registered auditor.
At the General Meeting of Shareholders held on 30 November 2023, under the
proposal of the Managing Board, the shareholders of Chimimport AD elected the
following Audit Committee members: Prof. Evgeni Evgeniev- Chair, Phd. James
Jolovski and Magdalena Ilkova – pursuant to Art. 107 of Independent Financial Audit
Act (promulgated SG, issue 95 of 29.11.2016).
AUDIT AND INTERNAL CONTROL
"Chimimport" AD has developed and implemented internal control system that
ensures correct identification of risks associated with the company and supports the
efficient management; ensures the adequate functioning of the reporting and
disclosure systems.
The registered auditor elected by the General Meeting of Shareholders of
Chimimport AD for audit of the annual financial statements of the company for 2025
is the specialized audit company RSM BG OOD, entered under number 173 in the
special register at the Institute of Certified Professional accountants.
In order to ensure the efficiency of the work of the external auditors of Chimimport
AD, in 2014 the Management Board developed and adopted Measures to ensure the
effective implementation of the obligations of the company's auditors based on the
requirements of the Independent Financial Audit Act (IFAA).
In accordance with the requirements of IFAA, the Management Board of Chimimport
AD recommended to the audit committee to comply with and continue to apply this
principle to the proposed new auditors of the company.
PROTECTION OF THE RIGHTS OF SHAREHOLDERS
The corporate management of Chimimport AD guarantees equal treatment of all
shareholders of the company, including minority and foreign ones.
The company provides protection of the rights of each of its shareholders by:
• Creating facilities for shareholders to participate effectively in the work
of the General Meetings of the Shareholders by timely disclosure of the materials for
the GMS, on the following sites: www.x3news.com, www.investor.bg as well as on
their personal page www.chimimport.bg
• Implementation of clear procedures regarding the convening and holding of General
Chimimport AD
Information on implementation of the
recommendations of the National Corporate
Governance Code
31 December 2025
4
Shareholders' Meetings - regular and extraordinary meetings
• Prepared rules for representation of a shareholder in the General Meeting,
including presentation of samples of powers of attorney in Bulgarian and English
• Opportunity to participate in the distribution of the company's profit,
in case the General Meeting of Shareholders adopts a specific decision for
distribution of dividend
• Implementation of a policy to support shareholders at the exercise of their rights.
DISCLOSURE OF INFORMATION
"Internal rules regarding disclosure of information" have been adopted, which also
regulate the obligations, order and responsibility for public disclosure of inside
information for "Chimimport" AD, prohibition of inside information trading and
manipulation of the market of financial instruments. The rules are part of the overall
system of Chimimport AD for disclosure of information and reflect the company's
policy aimed at ensuring greater transparency and at the same time guaranteeing
greater security for current and potential investors of the company regarding the
prevention of illegal use and /or distribution of internal company information.
he public information concerning the activity of Chimimport AD is presented to the
attention of the Financial Supervision Commission, the Bulgarian Stock Exchange -
Sofia AD and the investment community, as the information is disseminated to the
public through the information agency X3 NEWS - www.x3news.com.
Chimimport AD constantly updates its corporate website www.chimimport.bg in
Bulgarian and English, in accordance with the structure and volume of the provided
information with the recommendations of the National Code and the established
good practices regarding the information disclosure systems. On the website you
can find general information about the company and the areas of activity of all
companies in the economic group, current data on the financial and economic
condition of the company, including the interim and annual financial statements of
Chimimport AD on an individual and consolidated basis, as well as and information
on the structure of the economic group, the corporate management and governance
of the company, the corporate documents prepared and adopted by the
Management Board of the company and the issued securities. All shareholders,
investors and stakeholders can receive information about the upcoming and already
held important corporate events, meetings of the General Meeting of Shareholders
and the planned investment policy of the company.
Chimimport AD
Information on implementation of the
recommendations of the National Corporate
Governance Code
31 December 2025
5
STAKEHOLDERS
The company has not developed its own rules for taking into account the interests of
the stakeholders, but on all issues that directly or indirectly affect them, the relevant
coordination procedures are conducted in accordance with the Corporate Governance
Code.
Through its stakeholder policy, corporate governance aims at good dialogue, trust and
feedback, building strong stakeholder relationships, an appropriate approach to
engagement and good communication, ensuring not only the good name of the
organization, but also increasing revenue and the profit.
The main principles stated and observed by Chimimport AD are as follows:
• Constantly defending and protecting the interests of stakeholders. Achieving a
balance between the interests of stakeholders and shareholders.
• Stakeholders are an expression of real economic entities. Any employee would be
more motivated if he works for a company that matched their values and morals.
• Active dialogue with all stakeholders, including in a broader sense.
• Marketing approach to stakeholders. Capturing the needs of stakeholders and
meeting their needs and desires.
• Equality between the interests of all stakeholder groups.
• Continuous monitoring and improvement of stakeholder strategies by corporate
management.
• Definite fulfillment of promises to stakeholders.
The company identifies as stakeholders in relation to its activities all persons who are
not shareholders and who have an interest in the economic prosperity of the
company.:
o bondholders, if any,
o employees,
o customers,
o suppliers,
o creditor banks and
o the general public
o the following groups of persons: clients, employees, creditors, suppliers and
other contractors related to the implementation of the Company’s activities.
In its policy towards stakeholders, the Company complies with legal requirements
based on the principles of transparency, accountability and business ethics.
Stakeholders are provided with the necessary information about the company's
activities, up-to-date data on the financial condition and everything that would help
them to properly orient and make a decision.
The Management Board encourages the cooperation between the company and the
Chimimport AD
Information on implementation of the
recommendations of the National Corporate
Governance Code
31 December 2025
6
stakeholders to increase the welfare of the parties, to ensure the stable development
of the Company.
31 March 2026 Executive director:
/M. Ivanov/
Mirolyub
Panchev
Ivanov
Digitally signed
by Mirolyub
Panchev Ivanov
Date: 2026.03.31
19:38:10 +03'00'
DECLARATION
in accordance to
Article 100n, Para. 4, Item 4
from the Public Offering of Securities Act
2025
DECLARATION
in accordance to Article 100n, Para. 4, Item 4 from the
Public Offering of Securities Act
The undersigned:
1. Mirolyub Ivanov – Executive Director and Member of the Management Board
of Chimimport AD
and
2. Alexander Kerezov – Chief accountant of Chimimport AD
We declare, that to our knowledge:
1. The set of financial statements for annual financial statements for the year ending
in 2025 are prepared in accordance with the applicable accounting standards and give
a true and fair statement of assets and liabilities, financial position and profit or loss of
Chimimport AD;
2. The annual activity report contains a reliable overview of the development and
activity of the Company in 2025, as well as a description of the main risks and
uncertainties faced by the issuer.
31 March 2026 Declarants:
Sofia
1. .............................................
/Executive Director and Member of the MB/
2. ...............................
/Chief Accountant/
Aleksandar
Dimitrov Kerezov
Digitally signed by
Aleksandar Dimitrov Kerezov
Date: 2026.03.31 19:35:33
+03'00'
Mirolyub
Panchev Ivanov
Digitally signed by
Mirolyub Panchev Ivanov
Date: 2026.03.31 19:38:24
+03'00'
RSM BG Ltd is a member of the RSM Network and trades as RSM. RSM is the trading name used by the
members of the RSM Network. Each member of the RSM Network is an independent accounting and consulting
firm which practices in its own right. The RSM Network is not itself a separate legal entity in any jurisdiction
RSM BG OOD
Correspondence address:
9, Professor Fridtjof Nansen str.,fl. 7
1142 Sofia, Bulgaria
T: +359 2 987 55 22
T: +359 2 987 55 33
E: office@rsmbg.bg
W: www.rsmbg.bg
INDEPENDENT AUDITOR’S REPORT
To the shareholders of
CHIMIMPORT AD
Sofia
Report on the Audit of the Separate Financial Statements
Opinion
We have audited the financial statements of Chimimport AD (the Company), which comprise the
separate statement of financial position as at 31 December 2025 and the separate statement of profit
or loss and other comprehensive income, the separate statement of changes in equity and the separate
statement of cash flows for the year then ended, and notes to the separate financial statements,
containing material accounting policy information and other explanatory information.
In our opinion, the accompanying separate financial statements give a true and fair view of the financial
position of the Company as at 31 December 2025 and of its financial performance and its cash flows
for the year then ended in accordance with IFRS accounting standards, as adopted by the European
Union (EU).
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the “Auditor’s Responsibilities for the
Audit of the Separate Financial Statements” section of our report. We are independent of the Company
in accordance with the International Code of Ethics for Professional Accountants (including
International Independence Standards) issued by the International Ethics Standards Board for
Accountants (IESBA Code), applicable for audits of financial statements of public interest entities
together with the ethical requirements that are relevant to audits of financial statements of public
interest entities in Bulgaria. We have aslo fulfilled our other ethical responsibilities in accordance with
these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.
INDEPENDENT AUDITOR’S REPORT (continued)
2
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the separate financial statements of the current period. These matters were addressed in
the context of our audit of the separate financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
Investments in subsidiaries
Note 4.21 Significant management judgement in applying accounting policy, 4.22.1 Impairment of
investments in subsidiaries and 7 Investments in subsidiaries from the separate financial statements
Key audit matter
How this audit matter was addressed
during the audit
As of 31.12.2025, the investments in subsidiaries of
Chimimport AD are 843 102 thousand BGN representing
59% of the Company's assets as of 31.12.2025.
An estimate of the recoverable amount of investments in
subsidiaries requires the Company's management to
apply a significant level of judgement.
The assumptions included in the analysis for indications of
impairment of investments in subsidiaries are based on
judgements, estimates and assumptions based on
historical experience and other various factors, including
expectations of future events. The judgements and
assumptions that are included in the analysis may be
influenced by the wide range of potential economic factors
as well as by macroeconomic changes during the period
that may have an effect on the operations of subsidiaries.
The current macroeconomic environment, which results
from the combination of the effects of geopolitical risks,
volatile inflation rates and interest rates, a deteriorating
business climate and uncertainty about future
developments, poses significant challenges in forecasting
expected indicators and parameters used in determining
recoverable amount.
We identified the determination of impairment of the value
of investments in subsidiaries of the Company as a key
audit issue due to the following factors:
-
the significance of the value of investments in
subsidiaries;
- the high degree of uncertainty of accounting estimates
associated with the assumptions applied to the valuation
of investments in subsidiaries.
During our audit, the audit procedures
included, but were not limited to:
-
understanding of the process
applied by the Company's
management in identifying
indications of impairment of the
value of investments in
subsidiaries and the need to
prepare impairment tests;
-
assessments of the
appropriateness of key
assumptions about indications
of impairment, including on the
basis of the current financial
performance of subsidiaries;
-
analysis of the financial
statements, market environment
and other relevant information
about subsidiaries;
-
analysis of the assessments
and analyses made by the
management about the
presence of indications of
impairment;
-
inquiries addressed to the
Company's experts about the
processes related to the
assessment;
-
an assessment of the
completeness, accuracy and
adequacy of the disclosures in
the separate financial
statements in accordance with
the requirements of IFRS
accounting standards, adopted
by the EU.
INDEPENDENT AUDITOR’S REPORT (continued)
3
Information Other than the Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the annual
separate activity report, including Declaration for corporate governance and report for the
implementation of the remuneration policy prepared in accordance with Chapter seven from
Accountancy Act and Public Offering of Securities Act, but does not include the separate financial
statements and our auditor’s report thereon which we received prior to the date of our auditor's report.
Our opinion on the separate financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon unless specifically stated in our report and to the
extent stated.
In connection with our audit of the separate financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
separate financial statements or whether our knowledge obtained in the audit may indicate that there
is a material misstatement or otherwise the other information appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Separate
Financial Statements
Management is responsible for the preparation and fair presentation of the separate financial
statements in accordance with IFRS accounting standards, as adopted by the EU and for such
internal control as management determines is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the separate financial statements, management is responsible for assessing the
Company’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 management either intends to
liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for supervising the Company’s financial reporting
process.
Auditor’s Responsibilities for the Audit of the Separate Financial Statements
Our objectives are to obtain reasonable assurance about whether the separate 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 financial statements.
As part of our audit in accordance with ISAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
- identify and assess the risks of material misstatement of the separate 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
INDEPENDENT AUDITOR’S REPORT (continued)
4
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 internal control;
- evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management;
- conclude on the appropriateness of management’s 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 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 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 to cease to continue as a going concern;
- evaluate the overall presentation, structure and content of the separate financial statements,
including the disclosures, and whether the separate financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
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 financial statements of the current period
and are therefore the key audit matters. We describe these matters in our auditor’s report unless law
or regulation precludes public disclosure about the matter or when, in extremely rare circumstances,
we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of
such communication.
Report on Other Legal and Regulatory Requirements
Additional matters to be reported under Bulgarian Accountancy Act
Additional matters to be reported under Bulgarian Accountancy Act and Bulgarian Public
Offering of Securities Act
In addition to our responsibilities for reporting under ISAs, described above in section “Information
Other than the Separate Financial Statements and Auditor’s Report Thereon”, regarding the
Management Report, the Declaration for Corporate Governance and the Report on the
Implementation of the Remuneration Policy, we have performed the additional procedures contained
in the Guidelines on New and Expanded Auditor`s Reports and Auditor`s Communication of the
professional organization of certified public accountants and registered auditors in Bulgaria - Institute
of Certified Public Accountants (ICPA). The procedures on the existence, form and contents of the
other information have been carried out in order to state whether the other information includes the
elements and disclosures in accordance with Chapter Seven of Accountancy Act and Article 100m,
paragraph (10) in relation to Article 100m, paragraph (8), subparagraphs (3) and (4), Article 100m,
INDEPENDENT AUDITOR’S REPORT (continued)
5
paragraph 15 in relation to Article 116c, paragraph (1) of Bulgarian Public Offering of Securities Act,
applicable in Bulgaria.
Statement Pursuant to Article 37, Paragraph (6) of Bulgarian Accountancy Act
Based on the procedures performed,
our opinion is that:
a) the information in the annual separate activity report for the financial year for which the
separate financial statement have been prepared is consistent with the separate financial
statements;
b) the annual separate activity report is prepared in accordance with Chapter Seven of Bulgarian
Accountancy Act and Article 100m, paragraph (7) of Bulgarian Public Offering of Securities Act
except the following:
- the separate activity report does not include in full the required information regarding the loan
agreements under which Chimimport AD or its subsidiaries are borrowers according to item 8
of Annex № 2 to Ordinance №2 / 9.11.2021 in connection with Art. 100 (m), para (7), item 2 of
POSA.
- the separate activity report does not fully include the required information on loan
agreements granted by Chimimport AD or its subsidiaries and information on provided
guarantees or commitments in accordance with item 9 of Annex № 2 to Ordinance
№2 / 9.11.2021 in connection with Art. 100 (n), para (7), item 2 of POSA;
c) the corporate governance statement for the financial year for which the separate financial
statement have been prepared, contains the required information in accordance with the
applicable legal requirements of Chapter Seven of Bulgarian Accountancy Act and Article
100n, paragraph (8) of Bulgarian Public Offering of Securities Act;
d) the report on implementation of the remuneration policy for the financial year for which the
financial statements have been prepared has been prepared and is in compliance with the
requirements of the ordinance pursuant to Article 116c, paragraph 1 of Bulgarian Public
Offering of Securities Act.
Statement Pursuant to Article 100m, Paragraph (10) in relation to Article 100m, paragraph (8),
subparagraphs (3) and (4) of Bulgarian Public Offering of Securities Act
Based on the procedures performed and our knowledge of the Company and the environment in
which it operates, in our opinion, there is no material misstatement in the description of the main
characteristics of the internal control system and of the risk management system of the Company in
connection with the financial reporting process and also in the information pursuant to Article 10,
paragraph 1, items “c”, “d”, “f”, “h” and “i” of Directive 2004/25/EC of the European Parliament and of
the Council of 21 April 2004 on takeover bids, which are included in the corporate governance
statement, being a component of the annual management report.
Additional reporting concerning the audit of separate financial statements in connection with
Article 100m, paragraph (4), subparagraph (3) of Bulgarian Public Offering of Securities Act
− Statement on Article 100m, paragraph 4, subparagraph (3), item “b” of Public Offering of
Securities Act
Related party transactions are disclosed in note 27 to the separate financial statements. Based on the
performed audit procedures on related party transactions as part of our audit of separate financial
statements as a whole, no facts, circumstances or other information have come to our attention that
caused us to conclude that the related party transactions are not disclosed in the accompanying
financial statements for the year ended on 31 December 2025, in all material respects, in accordance
with the requirements of IAS 24 „Related Party Disclosures“. The results of our audit procedures on
INDEPENDENT AUDITOR’S REPORT (continued)
6
related party transactions were taken into consideration for the purposes of issuing an auditor’s
opinion on the separate financial statements as a whole, not for issuing a separate opinion only on
related party transactions.
− Statement on Article 100m, paragraph (4), subparagraph 3, item “c” of Public Offering of
Securities Act
Our responsibilities for audit of the separate financial statements as a whole, described in our report
in section „Responsibilities of the Auditor for the Audit of Separate Financial Statements“, include
assessment whether the financial statements present fairly the significant transactions and events.
Based on the performed audit procedures on the significant transactions, which are fundamental to
the separate financial statements for the year ended on 31 December 2024, no facts, circumstances
or other information have come to our attention that caused us to conclude that there are instances of
unfair presentation and disclosure in accordance with the requirements of IFRS accounting standards,
as adopted by the European Union. The results of our audit procedures on the significant
transactions and events of the Company, which are material to the separate financial statements,
were taken into consideration for the purposes of issuing an auditor’s opinion on the separate
financial statements as a whole, not for issuing a separate opinion only on the significant transactions.
Reporting on compliance with the electronic format of the financial statements included in the
management report under Art. 100m, paragraph 4 of Bulgarian Public Offering of Securities
Act (POSA) with the requirements of the ESEF Regulation
In addition to our responsibilities and reporting under ISA, described above in the section "Auditor's
Responsibilities for the Audit of the Financial Statements", we have followed the procedures in
accordance with the Guidelines on the Audit Opinion in Implementing the European Single Electronic
Format (ESEF) for the financial statements of companies whose securities are admitted to trading on
a regulated market in the European Union (EU) of the professional organization of registered auditors
in Bulgaria, the Institute of Certified Public Accountants (ICPA). These procedures concern
verification of the format and whether the readable part of this electronic format corresponds to the
audited financial statements and expressing an opinion regarding the compliance of the electronic
format of the financial statements of Chimimport AD for the year ending 31 December 2025 attached
in the electronic file „549300GB265U3RQEQC54-20251231-BG-SEP.xhtml“, as required by
Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 supplementing Directive
2004/109/EC of the European Parliament and of the Council through regulatory technical standards to
define the uniform electronic format for reporting ("ESEF Regulation"). Based on these requirements,
the electronic format of the financial statements included in the management report under Art. 100m,
paragraph 4 of Bulgarian Public Offering of Securities Act, must be submitted in XHTML format.
The management of the Company is responsible for the application of the requirements of the ESEF
Regulation when preparing the electronic format of the financial statement in XHTML.
Our opinion is only regarding the electronic format of the financial statements attached in the
electronic file „549300GB265U3RQEQC54-20251231-BG-SEP.xhtml“ and does not cover the other
information included in the management report under Art. 100m, paragraph 4 of the Bulgarian Public
Offering of Securities Act.
Based on the performed procedures, our opinion is that the electronic format of the financial
statements of the Company for the year ending 31 December 2025, contained in the attached
electronic file „549300GB265U3RQEQC54-20251231-BG-SEP.xhtml“, has been prepared in all
essential aspects in accordance with the requirements of the ESEF Regulation.
INDEPENDENT AUDITOR’S REPORT (continued)
7
Reporting Pursuant to Article 10 of Regulation (ЕС) № 537/2014 in relation to Article 59 of
Bulgarian Independent Financial Audit Act
In accordance with the requirements of Bulgarian Independent Financial Audit Act and in relation with
Article 10 of Regulation (ЕС) № 537/2014, we report additionally the information as follows:
− RSM BG OOD was appointed as statutory auditor of the financial statements of Chimimport AD
for the year ended on 31 December 2025 by the general meeting of shareholders, held on 30
September 2025, for a period of one year.
− The audit of the separate financial statements of the Company for the year ended on 31
December 2025 has been made for third consecutive year of full continuous engagement for
statutory audit of this entity by us.
− We confirm that our audit opinion is consistent with the additional report to the audit committee,
which was provided in accordance with Article 60 of Bulgarian Independent Financial Audit Act.
− We declare that prohibited non-audit services referred to in Article 64 of Bulgarian Independent
Financial Audit Act were not provided.
− We confirm that we remained independent of the Company in conducting the audit.
− For the period covered by the statutory audit performed by us, in addition to the audit, we have
provided other services to entities controlled by the Company, in connection with engagements
for review of interim financial information and engagements to perform agreed-upon procedures
in accordance with the requirements of the International Standard on Related Services (ISRS)
4400 (revised) "Agreed-Upon Procedures Engagements". The services provided under the
agreed-upon procedures engagements are required under the Social Security Code.
Mariana Mihaylova, PhD
Mariana Mihaylova, PhD
Manager
Registered auditor responsible for the audit
RSM BG OOD
Audit firm number 173
31 March 2026
Sofia, 9, Professor Fridtjof Nansen str., fl. 7, Bulgaria
Mariana
Petrova
Mihaylova
Digitally signed
by Mariana
Petrova
Mihaylova
Date: 2026.03.31
20:09:15 +03'00'
Mariana
Petrova
Mihaylova
Digitally signed by Mariana
Petrova Mihaylova
Date: 2026.03.31 20:14:06
+03'00'
1
RSM BG Ltd is a member of the RSM Network and trades as RSM. RSM is the trading name used by the
members of the RSM Network. Each member of the RSM Network is an independent accounting and consulting
firm which practices in its own right. The RSM Network is not itself a separate legal entity in any jurisdiction.
RSM BG OOD
Correspondence address:
9, Professor Fridtjof Nansen str.,fl. 7
1142 Sofia, Bulgaria
T: +359 2 987 55 22
T: +359 2 987 55 33
E: office@rsmbg.bg
W: www.rsmbg.bg
DECLARATION under art. 100n para. 4 pt. 3 of the Public Offering of
Securities Act
To the shareholders of
Chimimport AD
Sofia
The undersigned:
1. Mariana Mihaylova PhD, in the capacity of Manager of Audit Firm RSM BG OOD with UIC
121435206 with registered address, Sofia, Stolichna municipality, city of Sofia, Sredec region, 8 “Han
Omurtag” str., and correspondence address Sofia, Stolichna municipality, city of Sofia, 9, Professor
Fridtjof Nansen street, floor 9th and 7th and
2. Mariana Mihaylova PhD, in the capacity of registered auditor (ID No. 203 of the register under
art. 20 of the Independent Financial Audit Act), responsible for the audit engagement on behalf of Audit
Firm RSM BG OOD (ID No. 173 of the register under art. 20 of the IndependIndependent Financial
Audit Act), hereby declare that:
RSM BG OOD Audit Firm was contracted to carry out the statutory audit of the separate financial
statements of Chimimport AD for 2025, prepared in accordance with International IFRS accounting
standards, as adopted by the EU, generally accepted title of accounting frame, as defined in
subparagraph 8 of the AP of the Accounting Act under “International Accounting Standards”. As result
of our audit, we have issued an audit report, dated 31 March 2026.
We hereby certify that as reported in the issued by us audit report to the annual separate
financial statements of Chimimport AD for 2025, issued on 31 March 2026:
1. Article 100n, paragraph 4, subparagraph (3), item "a" Audit opinion: In our opinion, the
accompanying separate financial statements give a true and fair view of the financial position of
the Company as at 31 December 2025 and of its financial performance and its cash flows for
the year then ended in accordance with International International IFRS accounting standards,
as adopted by the EU (page 1 of the audit report);
2
2. Article 100n, paragraph 4, subparagraph (3), item "b" Information regarding the
transactions of Chimimport AD with related parties. Information regarding the related party
transactions are disclosed in note 27 to the separate financial statements. Based on the
performed audit procedures on related party transactions as part of our audit of the separate
financial statements, no facts, circumstances, or other information have come to our attention
that caused us to conclude that the related party transactions are not disclosed in the
accompanying separate financial statements for the year ended on 31 December
2025, in all
material respects, in accordance with the requirements of IAS 24 „Related Party Disclosures “.
The results of our audit procedures on related party transactions were taken into consideration
for the purposes of issuing an auditor’s opinion on the separate financial statements as a whole,
not for issuing a separate opinion only on related party transactions (page 5 of the audit report).
3. Article 100n, paragraph 4, subparagraph (3), item "c" Information, regarding significant
transactions. Our responsibilities for audit of the separate financial statements, described in
the audit report in section „Responsibilities of the Auditor for the Audit of the Separate Financial
Statements “, include assessment whether the financial statements present fairly the significant
transactions and events. Based on the performed audit procedures on the significant
transactions, which are fundamental to the separate financial statements for the year ended on
31 December 2025, no facts, circumstances, or other information have come to our attention
that caused us to conclude that there are instances of unfair presentation and disclosure in
accordance with the requirements of IFRS accounting standards, as adopted by the European
Union. The results of our audit procedures on the significant transactions and events of the
Company, which are material to the separate financial statements, were taken into consideration
for the purposes of issuing an auditor’s opinion on the separate financial statements as a whole,
not for issuing a separate opinion only on the significant transactions (page 6 of the audit report).
The verifications made with this declaration should be considered solely and only in the
context of the auditor's report issued by us as a result of the independent financial audit of the
annual separate financial report of Chimimport AD for the reporting period ending on 31
December 2025, with audit report dated 31 March 2026. This declaration is intended solely for
the above stated addressee and has been prepared solely to meet the requirements of Article
100n, paragraph 4, subparagraph 3 of the Public Offering of Securities Act (POSA) and should
not be considered as a substitute of the conclusions included in the audit report, issued on 31
March 2026 in respect of matters covered by Article 100n subparagraph 3 of POSA.
Mariana Mihaylova, PhD
Mariana Mihaylova, PhD
Manager
Registered auditor responsible for the audit
RSM BG OOD
Audit firm number 173
31 March 2026
Sofia
Mariana Petrova
Mihaylova
Digitally signed by Mariana
Petrova Mihaylova
Date: 2026.03.31 20:10:08
+03'00'
Mariana Petrova
Mihaylova
Digitally signed by Mariana
Petrova Mihaylova
Date: 2026.03.31 20:14:30 +03'00'