ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY
ANNUAL SEPARATE FINANCIAL STATEMENTS
DECEMBER 31, 2022
(Unofficial translation of the original in Bulgarian)
ANNUAL SEPARATE REPORT ON THE ACTIVITY
ANNUAL SEPARATE FINANCIAL STATEMENTS
DECEMBER 31, 2022
(Unofficial translation of the original in Bulgarian)
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
ANNUAL SEPARATE REPORT ON THE ACTIVITY
ALLTERCO AD
FOR 2022
(Unofficial translation of the original in Bulgarian)
THIS REPORT ON THE ACTIVITY HAS BEEN PREPARED IN ACCORDANCE WITH THE PROVISIONS
OF ART. 39 AND THE FOLLOWING OF THE ACCOUNTANCY ACT, ART. 100N, PARA 7 OF THE PUBLIC
OFFERING OF SECURITIES ACT AND APPENDICES No. 2 AND No. 3 OF ORDINANCE No 2 of 9.11.2021
ON INITIAL AND SUBSEQUENT DISCLOSURE OF INFORMATION IN CASE OF PUBLIC OFFERING OF
SECURITIES AND ADMISSION OF SECURITIES TO TRADING ON A REGULATED MARKET
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
ANNUAL SEPARATE REPORT ON THE ACTIVITY
ALLTERCO AD
FOR 2022
(Unofficial translation of the original in Bulgarian)
THIS REPORT ON THE ACTIVITY HAS BEEN PREPARED IN ACCORDANCE WITH THE PROVISIONS
OF ART. 39 AND THE FOLLOWING OF THE ACCOUNTANCY ACT, ART. 100N, PARA 7 OF THE PUBLIC
OFFERING OF SECURITIES ACT AND APPENDICES No. 2 AND No. 3 OF ORDINANCE No 2 of 9.11.2021
ON INITIAL AND SUBSEQUENT DISCLOSURE OF INFORMATION IN CASE OF PUBLIC OFFERING OF
SECURITIES AND ADMISSION OF SECURITIES TO TRADING ON A REGULATED MARKET
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 2
DEAR SHAREHOLDERS,
We, the members of the Board of Directors of ALLTERCO AD / ” the Company ” / , committed to manage the
company in the best interest of the shareholders, as well as following the requirements of the provisions of Art.
39 and the following of the Accountancy Act (effective since 01.01.2021), Art. 100n, Para 7 of the Public
Offering of Securities Act and Appendix No. 2 and No. 3 of Ordinance No. 2 of 9 November on initial and
subsequent disclosure of information in case of public offering of securities and admission of securities to
trading on a regulated market, have prepared this report on the activity (hereinafter "The Report"). The Report
provides comments and analysis of the separate financial statements and other material information regarding
the financial position and the financial performance of the company. The report contains an objective review
that presents fairly the development and performance of ALLTERCO AD, as well as its position, including a
description of the main risks it faces.
The circumstances that occurred in 2022, which the Company's management believes may be of significance
to the investors in deciding to acquire, sell or continue to hold publicly offered securities, have been disclosed
within the time limits provided for in the Public Offering of Securities Act and by the Financial Supervision
Commission, investors and the regulated securities market.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 2
DEAR SHAREHOLDERS,
We, the members of the Board of Directors of ALLTERCO AD / ” the Company ” / , committed to manage the
company in the best interest of the shareholders, as well as following the requirements of the provisions of Art.
39 and the following of the Accountancy Act (effective since 01.01.2021), Art. 100n, Para 7 of the Public
Offering of Securities Act and Appendix No. 2 and No. 3 of Ordinance No. 2 of 9 November on initial and
subsequent disclosure of information in case of public offering of securities and admission of securities to
trading on a regulated market, have prepared this report on the activity (hereinafter "The Report"). The Report
provides comments and analysis of the separate financial statements and other material information regarding
the financial position and the financial performance of the company. The report contains an objective review
that presents fairly the development and performance of ALLTERCO AD, as well as its position, including a
description of the main risks it faces.
The circumstances that occurred in 2022, which the Company's management believes may be of significance
to the investors in deciding to acquire, sell or continue to hold publicly offered securities, have been disclosed
within the time limits provided for in the Public Offering of Securities Act and by the Financial Supervision
Commission, investors and the regulated securities market.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 3
This Report on the activity of Allterco AD (“the Company”/ “the Issuer”) presents information about the Company on
an separate basis as of December 31, 2022 and covers the period 01.01.2022- 31.12.2022 (“the reporting period”).
1. GENERAL INFORMATION ABOUT THE COMPANY
Allterco AD is a public joint-stock company, established in 2010 in the city of Sofia and entered into the Commercial
Register with the Registry Agency on 11.02.2010 under UIC (unified identification code): 201047670 and LEI code
(identification code of the legal entity) 8945007IDGKD0KZ4HD95 for unlimited period of time. The name in Latin shall
be written as follows: ALLTERCO AD.
The Company’s seat and management address is: 103, Cherni Vrah Blvd., 1407 Sofia, Capital Municipality, Republic of
Bulgaria. The correspondence address is the same; tel.: +359 2 957 12 47. The Company’s website is www.allterco.com.
As of 22.11.2021, the shares of Allterco AD are traded on two EU regulated markets - the Bulgarian Stock Exchange and
the Frankfurt Stock Exchange.
The Company operates in accordance with Bulgarian legislation.
The Issuer is part of an economic group that consists of the parent company Allterco AD and its subsidiaries which as of
December 31, 2022 are as follows:
- Allterco Robotics EOOD, Bulgaria;
- Allterco Properties EOOD, Bulgaria;
- Allterco Trading EOOD, Bulgaria;
- Allterco Robotics US, САЩ ( previously Global Teracomm Inc.);
- Allterco Europe GmbH, Germany.
As of the end of the reporting period, the issued, subscribed, paid up and registered capital of the Company amounts to
BGN 17 999 999 (seventeen million nine hundred and ninety-nine thousand nine hundred and ninety-nine leva), divided
into17 999 999 (seventeen million nine hundred and ninety-nine thousand nine hundred and ninety-nine) dematerialized
ordinary registered voting shares with par value of 1 (one) BGN each.
The share capital was fully paid in by five contributions:
• Contribution in kind representing 100% of the shares of Teravoice EAD, with a monetary valuation of
BGN 50 000 (fifty thousand leva);
• Contribution in kind representing 69.60% of the shares of Tera Communications AD, with a monetary valuation
of BGN 5 438 000 (five million four hundred and thirty-eight thousand leva);
• A combination of contributions in kind and monetary contributions amounting to BGN 8 012 000 (eight million
and twelve thousand leva).
• Cash contributions at the total amount of BGN 1 500 000 (one million and five hundred thousand leva) against
subscribed and paid 1 500 000 (one million and five hundred thousand) dematerialized ordinary registered voting
shares with a par value of 1 BGN as a result of a procedure for initial public offering of a new issue of shares.
• Cash contributions at the total amount of BGN 2 999 999 (two million nine hundred and ninety-nine thousand
nine hundred and ninety-nine leva) against subscribed and paid 2,999,999 (two million nine hundred and ninety-
nine thousand nine hundred and ninety-nine) dematerialized ordinary registered voting shares with a par value
of 1 BGN as a result of a procedure for initial public offering of a new issue of shares. The public offering of
shares from the capital increase of Allterco AD was held in the period 28.09.2020 – 30.10.2020 on the basis of
a Prospectus together with its supplements as affirmed by the Financial Supervision Commission with
Ordinance No 148- Е of 18.02.2020, Decision No 405 - Е of 11.06.2020, Decision No 601 - Е of 13.08.2020 and
Decision No 791- Е of 29.10.2020.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 3
This Report on the activity of Allterco AD (“the Company”/ “the Issuer”) presents information about the Company on
an separate basis as of December 31, 2022 and covers the period 01.01.2022- 31.12.2022 (“the reporting period”).
1. GENERAL INFORMATION ABOUT THE COMPANY
Allterco AD is a public joint-stock company, established in 2010 in the city of Sofia and entered into the Commercial
Register with the Registry Agency on 11.02.2010 under UIC (unified identification code): 201047670 and LEI code
(identification code of the legal entity) 8945007IDGKD0KZ4HD95 for unlimited period of time. The name in Latin shall
be written as follows: ALLTERCO AD.
The Company’s seat and management address is: 103, Cherni Vrah Blvd., 1407 Sofia, Capital Municipality, Republic of
Bulgaria. The correspondence address is the same; tel.: +359 2 957 12 47. The Company’s website is www.allterco.com.
As of 22.11.2021, the shares of Allterco AD are traded on two EU regulated markets - the Bulgarian Stock Exchange and
the Frankfurt Stock Exchange.
The Company operates in accordance with Bulgarian legislation.
The Issuer is part of an economic group that consists of the parent company Allterco AD and its subsidiaries which as of
December 31, 2022 are as follows:
- Allterco Robotics EOOD, Bulgaria;
- Allterco Properties EOOD, Bulgaria;
- Allterco Trading EOOD, Bulgaria;
- Allterco Robotics US, САЩ ( previously Global Teracomm Inc.);
- Allterco Europe GmbH, Germany.
As of the end of the reporting period, the issued, subscribed, paid up and registered capital of the Company amounts to
BGN 17 999 999 (seventeen million nine hundred and ninety-nine thousand nine hundred and ninety-nine leva), divided
into17 999 999 (seventeen million nine hundred and ninety-nine thousand nine hundred and ninety-nine) dematerialized
ordinary registered voting shares with par value of 1 (one) BGN each.
The share capital was fully paid in by five contributions:
• Contribution in kind representing 100% of the shares of Teravoice EAD, with a monetary valuation of
BGN 50 000 (fifty thousand leva);
• Contribution in kind representing 69.60% of the shares of Tera Communications AD, with a monetary valuation
of BGN 5 438 000 (five million four hundred and thirty-eight thousand leva);
• A combination of contributions in kind and monetary contributions amounting to BGN 8 012 000 (eight million
and twelve thousand leva).
• Cash contributions at the total amount of BGN 1 500 000 (one million and five hundred thousand leva) against
subscribed and paid 1 500 000 (one million and five hundred thousand) dematerialized ordinary registered voting
shares with a par value of 1 BGN as a result of a procedure for initial public offering of a new issue of shares.
• Cash contributions at the total amount of BGN 2 999 999 (two million nine hundred and ninety-nine thousand
nine hundred and ninety-nine leva) against subscribed and paid 2,999,999 (two million nine hundred and ninety-
nine thousand nine hundred and ninety-nine) dematerialized ordinary registered voting shares with a par value
of 1 BGN as a result of a procedure for initial public offering of a new issue of shares. The public offering of
shares from the capital increase of Allterco AD was held in the period 28.09.2020 – 30.10.2020 on the basis of
a Prospectus together with its supplements as affirmed by the Financial Supervision Commission with
Ordinance No 148- Е of 18.02.2020, Decision No 405 - Е of 11.06.2020, Decision No 601 - Е of 13.08.2020 and
Decision No 791- Е of 29.10.2020.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 4
As of December 31, 2022, the capital structure of ALLTERCO AD is as follows:
SHAREHOLDER PERCENTAGE OF
THE CAPITAL
Svetlin Todorov 32,48 %
Dimitar Dimitrov 32,48 %
Other individuals and legal entities 35,04 %
As of December 31, 2022, the Company has 40,000 own shares, representing 0.22% of its capital.
1.1. In-kind contributions made in the last three financial years
In the last three financial years, no in-kind contributions were made to the Company's share capital.
1.2. Information about the management system
As of 31.12.2022, ALLTERCO AD has a one-tier management system - 5-member Board of Directors (BD).
During the reporting period, changes were made in the composition of the Company's Board of Directors. By decision of
an extraordinary General Meeting of Shareholders, held on 08.04.2022, the number and members of the Board of
Directors were changed from three to five members, joining Mr. Wolfgang Kirsch and Mr. Gregor Bieler to the current
BD members.
Pursuant to the decision of the General Meeting of Shareholders at its first meeting, held on 08.04.2022, the Board of
Directors elects among its members executive members, chairman and deputy chairman, as follows:
• Gregor Bieler – Chairman;
• Nikolay Martinov – Deputy Chairman;
• Dimitar Dimitrov – Executive Director and representative;
• Wolfgang Kirsch – Executive Director and representative;
• Svetlin Todorov – BD Member and representative;
The representative members of the Board of Directors represent the Company jointly or separately.
2. REVIEW OF THE COMPANY’S BUSINESS ACTIVITY AND STATUS
As of 31.12.2022 Allterco AD reports investments in the following companies:
- 100% of the capital of Allterco Robotics EOOD, Bulgaria;
- 100% of the capital of Allterco Properties EOOD;
- 100% of the capital of Allterco Trading EOOD
- 100 % of the capital of Allterco Robotics US, USA (previously Global Teracomm Inc.);
- 100 % of the capital of Allterco Europe GmbH, Germany.
Allterco AD has an associate company in China, Allterco Asia Ltd. 91440300MA5GMK2T5B, with seat and management
address: number 716, Building A, XingHe Shiji, Cai Tian road 3069, Gangxia, Futian, Shenzhen, China. The share capital
of the new company is CNY 100 000, and the share of Allterco AD is 30% with an option to acquire additional up to 50%
and reach a controlling stake of up to 80% at the discretion of Allterco AD if the project develops successfully.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 4
As of December 31, 2022, the capital structure of ALLTERCO AD is as follows:
SHAREHOLDER PERCENTAGE OF
THE CAPITAL
Svetlin Todorov 32,48 %
Dimitar Dimitrov 32,48 %
Other individuals and legal entities 35,04 %
As of December 31, 2022, the Company has 40,000 own shares, representing 0.22% of its capital.
1.1. In-kind contributions made in the last three financial years
In the last three financial years, no in-kind contributions were made to the Company's share capital.
1.2. Information about the management system
As of 31.12.2022, ALLTERCO AD has a one-tier management system - 5-member Board of Directors (BD).
During the reporting period, changes were made in the composition of the Company's Board of Directors. By decision of
an extraordinary General Meeting of Shareholders, held on 08.04.2022, the number and members of the Board of
Directors were changed from three to five members, joining Mr. Wolfgang Kirsch and Mr. Gregor Bieler to the current
BD members.
Pursuant to the decision of the General Meeting of Shareholders at its first meeting, held on 08.04.2022, the Board of
Directors elects among its members executive members, chairman and deputy chairman, as follows:
• Gregor Bieler – Chairman;
• Nikolay Martinov – Deputy Chairman;
• Dimitar Dimitrov – Executive Director and representative;
• Wolfgang Kirsch – Executive Director and representative;
• Svetlin Todorov – BD Member and representative;
The representative members of the Board of Directors represent the Company jointly or separately.
2. REVIEW OF THE COMPANY’S BUSINESS ACTIVITY AND STATUS
As of 31.12.2022 Allterco AD reports investments in the following companies:
- 100% of the capital of Allterco Robotics EOOD, Bulgaria;
- 100% of the capital of Allterco Properties EOOD;
- 100% of the capital of Allterco Trading EOOD
- 100 % of the capital of Allterco Robotics US, USA (previously Global Teracomm Inc.);
- 100 % of the capital of Allterco Europe GmbH, Germany.
Allterco AD has an associate company in China, Allterco Asia Ltd. 91440300MA5GMK2T5B, with seat and management
address: number 716, Building A, XingHe Shiji, Cai Tian road 3069, Gangxia, Futian, Shenzhen, China. The share capital
of the new company is CNY 100 000, and the share of Allterco AD is 30% with an option to acquire additional up to 50%
and reach a controlling stake of up to 80% at the discretion of Allterco AD if the project develops successfully.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 5
The structure of the economic group at the date of issue of this Report includes the following companies:
* During the reporting period, there was no change in the economic group of Allterco AD, but a change occurred after the end of the
reporting period, as in January 2023, the Company completed the phase I of the acquisition of the Slovenian IoT supplier Računalniški
inženiring in avtomatizacija procesov d.o.o. Nova Gorica, ("GOAP" or the "Acquiree") representing the acquisition of 60% of
Acquiree’s equity. The transaction is subject to share purchase agreements ("SPA"), which have been signed with all four GOAP
shareholders. The total transaction price for phase I amounts to EUR 2 million.
The remaining 40% of the Acquiree’s equity, owned by three owners – individuals, are subject to an options contract, which was signed
along with the SPAs. Under the options contract Allterco AD has an unconditional option to purchase (call option), whereas the sellers
– conditional option to sell (put option) two packages of company shares (the exercise of any of the sellers’ options is subject to
achieving in the period 2023-2025 of specific minimum criteria for KPI, EBITDA and revenue). One of the options is for the acquisition
of 16%, whereas the other is for the acquisition of 24% of the equity of GOAP. The total price for the shares upon exercise of the
options depends on the extent of realization of the conditions for this and may vary between EUR 699 999.70 (BGN 1 369 080.41) and
EUR 3 449 998.60 (BGN 6 747 610.76).
**During the reporting period, the subsidiary Allterco Robotics EOOD established a branch in Ireland, registered in the Trade Register
of Ireland (Companies Registration Office ) with reg. number 909893 and address 38 Upper Mount Street, Dublin, D02 PR89, Ireland.
3. RESULTS FROM OPERATIONS
3.1. Revenue and results from operations
At the end of the reporting period, Allterco AD reports on a separate basis a profit at the amount of BGN 1 058 thousand,
which represents a decrease in profit by 66.9% compared to the same reporting period of the prior year. The main reasons
for the decrease in profit include an increase in remuneration costs, following the increase in the number of BD members,
an increase in operating costs related to the Frankfurt listing, written-off receivables, as well as lower dividend income
compared to the prior year.
At the end of the reporting period, ALLTERCO AD does not report on a separate basis revenue from sales of goods or
services. The Company recognizes income from dividends.
In 2022, the Company reports a loss from operations with financial assets at the amount of BGN 119 thousand, related to
the sale of shares of Link Mobility Group.
In 2021, the Company reports gains from operations with financial instruments, which includes:
- BGN 49 thousand from the sale of shares of Link Mobility Group;
- BGN 201 thousand from the sale of shares in 3 subsidiary companies.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 5
The structure of the economic group at the date of issue of this Report includes the following companies:
* During the reporting period, there was no change in the economic group of Allterco AD, but a change occurred after the end of the
reporting period, as in January 2023, the Company completed the phase I of the acquisition of the Slovenian IoT supplier Računalniški
inženiring in avtomatizacija procesov d.o.o. Nova Gorica, ("GOAP" or the "Acquiree") representing the acquisition of 60% of
Acquiree’s equity. The transaction is subject to share purchase agreements ("SPA"), which have been signed with all four GOAP
shareholders. The total transaction price for phase I amounts to EUR 2 million.
The remaining 40% of the Acquiree’s equity, owned by three owners – individuals, are subject to an options contract, which was signed
along with the SPAs. Under the options contract Allterco AD has an unconditional option to purchase (call option), whereas the sellers
– conditional option to sell (put option) two packages of company shares (the exercise of any of the sellers’ options is subject to
achieving in the period 2023-2025 of specific minimum criteria for KPI, EBITDA and revenue). One of the options is for the acquisition
of 16%, whereas the other is for the acquisition of 24% of the equity of GOAP. The total price for the shares upon exercise of the
options depends on the extent of realization of the conditions for this and may vary between EUR 699 999.70 (BGN 1 369 080.41) and
EUR 3 449 998.60 (BGN 6 747 610.76).
**During the reporting period, the subsidiary Allterco Robotics EOOD established a branch in Ireland, registered in the Trade Register
of Ireland (Companies Registration Office ) with reg. number 909893 and address 38 Upper Mount Street, Dublin, D02 PR89, Ireland.
3. RESULTS FROM OPERATIONS
3.1. Revenue and results from operations
At the end of the reporting period, Allterco AD reports on a separate basis a profit at the amount of BGN 1 058 thousand,
which represents a decrease in profit by 66.9% compared to the same reporting period of the prior year. The main reasons
for the decrease in profit include an increase in remuneration costs, following the increase in the number of BD members,
an increase in operating costs related to the Frankfurt listing, written-off receivables, as well as lower dividend income
compared to the prior year.
At the end of the reporting period, ALLTERCO AD does not report on a separate basis revenue from sales of goods or
services. The Company recognizes income from dividends.
In 2022, the Company reports a loss from operations with financial assets at the amount of BGN 119 thousand, related to
the sale of shares of Link Mobility Group.
In 2021, the Company reports gains from operations with financial instruments, which includes:
- BGN 49 thousand from the sale of shares of Link Mobility Group;
- BGN 201 thousand from the sale of shares in 3 subsidiary companies.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 6
In 2020, the Company reports gains from operations with financial assets at the amount of BGN 3,466 thousand, related
to the sale of shares of Link Mobility Group.
REVENUE 2020 change 2021 change 2022
BGN’000 % BGN’000 % BGN’000
Dividend income - - 5 000 -20,0% 4 001
Other income 186 -88.2% 22 -100,0% -
Total operating revenue 186 2 600% 5 022 -20,3% 4 001
Gains (losses) on operations with financial
assets 3 466 93% 250 -148% -119
Total 3 466 93% 250 -148% -119
3.2. Operating expenses
At the end of the reporting period, the total operating expenses of ALLTERCO AD increased by 77,4% compared to the
same reporting period of the prior year. This increase was largely due to an increase in salary expenses, which grew by
206.6%, and receivables written off and impairments charged, which rose by 221,3%.
The remuneration and insurance expenses (40.1%) represent the largest share in reported expenses for the period, followed
by expenses for hired services with a share of 42,7% and written-off receivables and impairments with a share of 26,5%.
Remuneration expenses include the remuneration of the BD members, elected by the General Meeting of Shareholders,
as well as of 5 employees under labour contracts signed with the Company.
EXPENSES 2020 change 2021 change 2022
BGN’000 % BGN’000 % BGN’000
Expenses for materials 1 100.0% 2 50.0% 3
Hired services expenses 319 158.9% 923 -7,8% 851
Depreciation/ amortization expenses 2 50.0% 3 533,3% 19
Salaries 338 15.1% 389 206.6% 1 193
Social insurance and health insurance
contributions 40 0.0% 40 20,0% 48
Other expenses 525 -97.7% 13 -84,6% 2
Total administrative expenses 1 225 3.8% 1 370 54,5% 2 116
Receivables/impairment written off - - 239 221,3% 768
Other operating expenses 13 92.3% 25 -24.0% 19
Sales expenses 7 -71.4% 2 -100.0% -
Total operating expenses 1 245 23.6% 1 636 77,4% 2 903
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 6
In 2020, the Company reports gains from operations with financial assets at the amount of BGN 3,466 thousand, related
to the sale of shares of Link Mobility Group.
REVENUE 2020 change 2021 change 2022
BGN’000 % BGN’000 % BGN’000
Dividend income - - 5 000 -20,0% 4 001
Other income 186 -88.2% 22 -100,0% -
Total operating revenue 186 2 600% 5 022 -20,3% 4 001
Gains (losses) on operations with financial
assets 3 466 93% 250 -148% -119
Total 3 466 93% 250 -148% -119
3.2. Operating expenses
At the end of the reporting period, the total operating expenses of ALLTERCO AD increased by 77,4% compared to the
same reporting period of the prior year. This increase was largely due to an increase in salary expenses, which grew by
206.6%, and receivables written off and impairments charged, which rose by 221,3%.
The remuneration and insurance expenses (40.1%) represent the largest share in reported expenses for the period, followed
by expenses for hired services with a share of 42,7% and written-off receivables and impairments with a share of 26,5%.
Remuneration expenses include the remuneration of the BD members, elected by the General Meeting of Shareholders,
as well as of 5 employees under labour contracts signed with the Company.
EXPENSES 2020 change 2021 change 2022
BGN’000 % BGN’000 % BGN’000
Expenses for materials 1 100.0% 2 50.0% 3
Hired services expenses 319 158.9% 923 -7,8% 851
Depreciation/ amortization expenses 2 50.0% 3 533,3% 19
Salaries 338 15.1% 389 206.6% 1 193
Social insurance and health insurance
contributions 40 0.0% 40 20,0% 48
Other expenses 525 -97.7% 13 -84,6% 2
Total administrative expenses 1 225 3.8% 1 370 54,5% 2 116
Receivables/impairment written off - - 239 221,3% 768
Other operating expenses 13 92.3% 25 -24.0% 19
Sales expenses 7 -71.4% 2 -100.0% -
Total operating expenses 1 245 23.6% 1 636 77,4% 2 903
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 7
3.3. Financial indicators
Liquidity
LIQUIDITY RATIOS 2020 2021 2022
Current ratio 24.61 17.70 13.80
Quick ratio 24.61 17.70 13.80
Absolute liquidity ratio 14.80 13.47 7.07
Cash ratio 18.76 17.65 13.57
The current liquidity ratio at the end of the reporting period decreased due to the following: the current assets
decreased by 32,3% compared to the end of 2021, while the current liabilities decreased by 13,1%.
The quick liquidity ratio at the end of the reporting period decreased due to the following: the current assets
decreased by 32,3% compared to the end of 2021, while the current liabilities decreased by 13,1%.
The absolute liquidity ratio at the end of the reporting period decreased due to the following: the current liabilities
decreased by 13,1% compared to the end of 2021, while cash decreased by 54,4% mainly due to financing granted to the
subsidiary Allterco Robotics USA and distributed dividend.
The cash ratio at the end of the reporting period decreased due to the following: The current liabilities decreased by
13,1% compared to the end of 2021, while cash decreased by 54,4% and the trade receivables (including receivables from
related companies) increased by 35,4%.
0.00
5.00
10.00
15.00
20.00
25.00
30.00
Current ratio Quick ratio Absolute liquidity
ratio
Cash ratio
31/12/2020 31/12/2021 31/12/2022
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 7
3.3. Financial indicators
Liquidity
LIQUIDITY RATIOS 2020 2021 2022
Current ratio 24.61 17.70 13.80
Quick ratio 24.61 17.70 13.80
Absolute liquidity ratio 14.80 13.47 7.07
Cash ratio 18.76 17.65 13.57
The current liquidity ratio at the end of the reporting period decreased due to the following: the current assets
decreased by 32,3% compared to the end of 2021, while the current liabilities decreased by 13,1%.
The quick liquidity ratio at the end of the reporting period decreased due to the following: the current assets
decreased by 32,3% compared to the end of 2021, while the current liabilities decreased by 13,1%.
The absolute liquidity ratio at the end of the reporting period decreased due to the following: the current liabilities
decreased by 13,1% compared to the end of 2021, while cash decreased by 54,4% mainly due to financing granted to the
subsidiary Allterco Robotics USA and distributed dividend.
The cash ratio at the end of the reporting period decreased due to the following: The current liabilities decreased by
13,1% compared to the end of 2021, while cash decreased by 54,4% and the trade receivables (including receivables from
related companies) increased by 35,4%.
0.00
5.00
10.00
15.00
20.00
25.00
30.00
Current ratio Quick ratio Absolute liquidity
ratio
Cash ratio
31/12/2020 31/12/2021 31/12/2022
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 8
Capital leverage ratios
FINANCIAL LEVERAGE RATIOS 2020 2021 2022
Debt / Equity 0.08 0.09 0.09
Debt/ Assets 0.08 0.08 0.08
Equity/ Debt 12.25 11.08 11.66
The change in the debt/equity ratio at the end of the reporting period is due to the following: the Company’s total
liabilities decreased by 13,8 % compared to the end of 2021, and equity decreased by 9,3%.
The change in the debt/assets ratio at the end of the reporting period is due to the following: the Company’s total
assets decreased by 9,6% compared to the end of 2021, while the Company’s total liabilities decreased by 13,8%.
The change in the equity/debt ratio at the end of the reporting period is due to the following: the total liabilities of
the Company decreased by 13,8% compared to the end of 2021, and the equity has decreased by 9,3%.
3.4. Key indicators
Summary information on the financial performance of ALLTERCO AD for the last three financial periods is presented
in the following charts and tables:
Table 6
2020 2021 2022
EBITDA 2,389 3,732 1,117
EBIT 2,387 3,729 1,098
The calculation of the above indicators includes the revenues from dividends and the gains on the sale of financial
assets (realized in 2020 and 2021), which are ordinary operating revenues for a holding company.
0.00
2.00
4.00
6.00
8.00
10.00
12.00
14.00
Debt / Equity Debt / Assets Equity/ Debt
31/12/2020 31/12/2021 31/12/2022
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 8
Capital leverage ratios
FINANCIAL LEVERAGE RATIOS 2020 2021 2022
Debt / Equity 0.08 0.09 0.09
Debt/ Assets 0.08 0.08 0.08
Equity/ Debt 12.25 11.08 11.66
The change in the debt/equity ratio at the end of the reporting period is due to the following: the Company’s total
liabilities decreased by 13,8 % compared to the end of 2021, and equity decreased by 9,3%.
The change in the debt/assets ratio at the end of the reporting period is due to the following: the Company’s total
assets decreased by 9,6% compared to the end of 2021, while the Company’s total liabilities decreased by 13,8%.
The change in the equity/debt ratio at the end of the reporting period is due to the following: the total liabilities of
the Company decreased by 13,8% compared to the end of 2021, and the equity has decreased by 9,3%.
3.4. Key indicators
Summary information on the financial performance of ALLTERCO AD for the last three financial periods is presented
in the following charts and tables:
Table 6
2020 2021 2022
EBITDA 2,389 3,732 1,117
EBIT 2,387 3,729 1,098
The calculation of the above indicators includes the revenues from dividends and the gains on the sale of financial
assets (realized in 2020 and 2021), which are ordinary operating revenues for a holding company.
0.00
2.00
4.00
6.00
8.00
10.00
12.00
14.00
Debt / Equity Debt / Assets Equity/ Debt
31/12/2020 31/12/2021 31/12/2022
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 9
Table 7
INDICATORS
2020
BGN’000
2021
BGN’000
2022
BGN’000
Dividend income - 5,000 4,001
Equity 35,374 31,401 28,496
Non-current liabilities 1,900 1,615 1,383
Current liabilities 987 1,220 1,060
Non-current assets 13,969 12,645 16 312
Current assets 24,292 21,591 14,627
Working capital 23,305 20,371 13,567
Cash 14,612 16,434 7,490
Total debt 14,956 13,865 17,372
Interest expense 103 61 53
Current receivables 5,426 5,094 6,895
Expenses for ordinary activities 1,245 1,636 2,903
Materials expenses 1 2 3
3.5. Profitability ratio
Table 8
PROFITABILITY RATIO 2020 2021 2022
Return on registered capital 0.129 0.178 0.059
ROE 0.066 0.102 0.037
ROA 0.061 0.093 0.034
Return on equity (ROE)
As of the end of the reporting period, the Return on equity ratio decrease to 0,037 compared to the same period of the
prior financial year. It is due to the decrease by 66,9% in the net profit of the Company. In 2022 compared to 2021, the
Company's equity decreased by 9,3%, which is mainly due to the lower profit and dividend paid during the year.
0.000
0.020
0.040
0.060
0.080
0.100
0.120
0.140
0.160
0.180
0.200
Return on registered
capital
ROE ROA
2020 2021 2022
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 9
Table 7
INDICATORS
2020
BGN’000
2021
BGN’000
2022
BGN’000
Dividend income - 5,000 4,001
Equity 35,374 31,401 28,496
Non-current liabilities 1,900 1,615 1,383
Current liabilities 987 1,220 1,060
Non-current assets 13,969 12,645 16 312
Current assets 24,292 21,591 14,627
Working capital 23,305 20,371 13,567
Cash 14,612 16,434 7,490
Total debt 14,956 13,865 17,372
Interest expense 103 61 53
Current receivables 5,426 5,094 6,895
Expenses for ordinary activities 1,245 1,636 2,903
Materials expenses 1 2 3
3.5. Profitability ratio
Table 8
PROFITABILITY RATIO 2020 2021 2022
Return on registered capital 0.129 0.178 0.059
ROE 0.066 0.102 0.037
ROA 0.061 0.093 0.034
Return on equity (ROE)
As of the end of the reporting period, the Return on equity ratio decrease to 0,037 compared to the same period of the
prior financial year. It is due to the decrease by 66,9% in the net profit of the Company. In 2022 compared to 2021, the
Company's equity decreased by 9,3%, which is mainly due to the lower profit and dividend paid during the year.
0.000
0.020
0.040
0.060
0.080
0.100
0.120
0.140
0.160
0.180
0.200
Return on registered
capital
ROE ROA
2020 2021 2022
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 10
Return on assets (ROA)
The value of ROA ratio as of the end of the reporting period is 0,034 and decreases compared to the prior financial year.
For 2022, ALLTERCO AD reports a decrease of the net profit, whereas the Company's assets decrease by 9,6%.
Return on registered capital
As of the end of the reporting period, the Return on registered capital is 0,059, which is a decrease compared to 2021. In
2022 compared to 2021, the Company's net profit decrease, whereas the Company equity remains unchanged.
4. HUMAN RESOURCES
As of the end of the reporting period, the average number of employees in ALLTERCO is 7 people, including key
management of 4 related to the group operations.
The relationships with workers and employees are regulated under separate labour contracts.
The Company's management strives to improve the standard of living of its employees beyond the working hours during
which they are directly focused on their business commitments. The expenses for salaries and social security for 2022
amount to BGN 1,241 thousand (2021: BGN 429 thousand).
5. ENVIRONMENTAL PROTECTION POLICY
The Company does not carry out activities that have negative impact on the environment. Nevertheless, the Company
strives to limit the use of materials produced from non-renewable energy sources and implements an energy safety
program.
6. NON-FINANCIAL REPORTING
In accordance with the requirements of Directive 2014/95/EU of the European Parliament on non-financial reporting and
the provisions of the Accountancy Act, for a number of companies arises an obligation to publish non-financial
information separately or as part of the annual reports on the activity.
The obligation arises for large public-interest entities which, as at 31 December of the reporting period, exceed the
criterion for an average number of employees in the financial year of 500 people. Public interest entities are: public
entities and other issuers of securities; credit institutions; financial institutions; insurers and reinsurers, pension insurance
companies and funds managed by them; investment intermediaries; trading companies that produce, distribute and sell
electricity and heat; commercial companies that import, transport, distribute and transit natural gas; commercial
companies providing water, sewer and telecommunications services; Bulgarian State Railways EAD and its subsidiaries.
Large enterprises are defined as those with net sales revenues - BGN 76 million or the carrying amount of the assets -
BGN 38 million.
Given the criteria set out in the Accountancy Act, it can be concluded that Allterco AD, on a separate basis, is not obliged
to report non-financial information separately or as part of the report of the Board of Directors.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 10
Return on assets (ROA)
The value of ROA ratio as of the end of the reporting period is 0,034 and decreases compared to the prior financial year.
For 2022, ALLTERCO AD reports a decrease of the net profit, whereas the Company's assets decrease by 9,6%.
Return on registered capital
As of the end of the reporting period, the Return on registered capital is 0,059, which is a decrease compared to 2021. In
2022 compared to 2021, the Company's net profit decrease, whereas the Company equity remains unchanged.
4. HUMAN RESOURCES
As of the end of the reporting period, the average number of employees in ALLTERCO is 7 people, including key
management of 4 related to the group operations.
The relationships with workers and employees are regulated under separate labour contracts.
The Company's management strives to improve the standard of living of its employees beyond the working hours during
which they are directly focused on their business commitments. The expenses for salaries and social security for 2022
amount to BGN 1,241 thousand (2021: BGN 429 thousand).
5. ENVIRONMENTAL PROTECTION POLICY
The Company does not carry out activities that have negative impact on the environment. Nevertheless, the Company
strives to limit the use of materials produced from non-renewable energy sources and implements an energy safety
program.
6. NON-FINANCIAL REPORTING
In accordance with the requirements of Directive 2014/95/EU of the European Parliament on non-financial reporting and
the provisions of the Accountancy Act, for a number of companies arises an obligation to publish non-financial
information separately or as part of the annual reports on the activity.
The obligation arises for large public-interest entities which, as at 31 December of the reporting period, exceed the
criterion for an average number of employees in the financial year of 500 people. Public interest entities are: public
entities and other issuers of securities; credit institutions; financial institutions; insurers and reinsurers, pension insurance
companies and funds managed by them; investment intermediaries; trading companies that produce, distribute and sell
electricity and heat; commercial companies that import, transport, distribute and transit natural gas; commercial
companies providing water, sewer and telecommunications services; Bulgarian State Railways EAD and its subsidiaries.
Large enterprises are defined as those with net sales revenues - BGN 76 million or the carrying amount of the assets -
BGN 38 million.
Given the criteria set out in the Accountancy Act, it can be concluded that Allterco AD, on a separate basis, is not obliged
to report non-financial information separately or as part of the report of the Board of Directors.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 11
7. MAIN RISKS FOR THE COMPANY
The risks related to the business operation of the Company can be generally divided into systematic (overall) and
non-systematic (related specifically to its activity and the industry where it operates). The Company is also associated
with the similar risk categories inherent in its activity and the industry where its subsidiaries operate insofar as they are
the main source of the Company's revenue. In addition, the investors in financial instruments of the Company are exposed
to risks related to investments in securities (derivative and underlying).
7.1. SYSTEMATIC RISKS
Systematic risks are related to the market and the macro environment in which the Company operates, which is why they
cannot be managed and controlled by the company's management team. Systematic risks are the following: political risk,
macroeconomic risk, inflation risk, currency risk, interest rate risk, tax risk and unemployment risk.
Type of risk Description
POLITICAL RISK Political risk is the likelihood of a change of Government, or of a sudden change in its policy, of
occurrence of internal political upheavals and unfavourable changes in European and/or national
legislation, which would have an adverse impact on the environment in which local businesses
operate, and investors would incur losses. In November 2021, the country held for the second time
early parliamentary elections for the Ordinary National Assembly, as a result of which for the
political party ruling in last 12 years lost its position in the state governance. After voting in June
2022, a motion of censure to the coalition government formed at the end of 2021, early parliamentary
elections were held in September 2022. Due to the impossibility of forming a regular government as
of the date of this report, a procedure for new elections on April 2, 2023 is in process.
Political risks for Bulgaria internationally are related to the commitments undertaken to implement
serious structural reforms in the country in its capacity as an equal member of the EU, increasing
social stability, limiting inefficient spending, on the one hand, as well as to the strong destabilization
of the Middle East countries, the military interventions and conflicts in the region of the former
Soviet Union, the refugee waves generated by these factors, and the potential instability of other key
countries in the immediate vicinity of the Balkans.
Other factors that also affect this risk are the possible legislative changes and in particular, those
concerning the economic and investment climate in the country.
GENERAL
MACRO-
ECONOMIC
RISK
According to the National Statistical Institute, in December 2022 the total business climate
indicator increased by 1.0 percentage points compared to November. An increase in the indicator
was observed in industry and retail trade, the construction sector maintains its level, and in the
services sector a decrease was noted. 1
Business climate - total
Source: NSI
1 Business Conjuncture, December 2022 | National statistical institute (nsi.bg)
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 11
7. MAIN RISKS FOR THE COMPANY
The risks related to the business operation of the Company can be generally divided into systematic (overall) and
non-systematic (related specifically to its activity and the industry where it operates). The Company is also associated
with the similar risk categories inherent in its activity and the industry where its subsidiaries operate insofar as they are
the main source of the Company's revenue. In addition, the investors in financial instruments of the Company are exposed
to risks related to investments in securities (derivative and underlying).
7.1. SYSTEMATIC RISKS
Systematic risks are related to the market and the macro environment in which the Company operates, which is why they
cannot be managed and controlled by the company's management team. Systematic risks are the following: political risk,
macroeconomic risk, inflation risk, currency risk, interest rate risk, tax risk and unemployment risk.
Type of risk Description
POLITICAL RISK Political risk is the likelihood of a change of Government, or of a sudden change in its policy, of
occurrence of internal political upheavals and unfavourable changes in European and/or national
legislation, which would have an adverse impact on the environment in which local businesses
operate, and investors would incur losses. In November 2021, the country held for the second time
early parliamentary elections for the Ordinary National Assembly, as a result of which for the
political party ruling in last 12 years lost its position in the state governance. After voting in June
2022, a motion of censure to the coalition government formed at the end of 2021, early parliamentary
elections were held in September 2022. Due to the impossibility of forming a regular government as
of the date of this report, a procedure for new elections on April 2, 2023 is in process.
Political risks for Bulgaria internationally are related to the commitments undertaken to implement
serious structural reforms in the country in its capacity as an equal member of the EU, increasing
social stability, limiting inefficient spending, on the one hand, as well as to the strong destabilization
of the Middle East countries, the military interventions and conflicts in the region of the former
Soviet Union, the refugee waves generated by these factors, and the potential instability of other key
countries in the immediate vicinity of the Balkans.
Other factors that also affect this risk are the possible legislative changes and in particular, those
concerning the economic and investment climate in the country.
GENERAL
MACRO-
ECONOMIC
RISK
According to the National Statistical Institute, in December 2022 the total business climate
indicator increased by 1.0 percentage points compared to November. An increase in the indicator
was observed in industry and retail trade, the construction sector maintains its level, and in the
services sector a decrease was noted. 1
Business climate - total
Source: NSI
1 Business Conjuncture, December 2022 | National statistical institute (nsi.bg)
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 12
According to ECB forecasts from December 2022, global real GDP growth (excluding the euro area)
is expected to slow down to 2.6% in 2023 - below the long-term average, before recovering gradually
to 3 .1% and 3.3% in 2024 and 2025, respectively. This outlook is below he forecasted one in
September 2022. Average annual real GDP growth is expected to slow down significantly, from
3.4% in 2022 to 0.5% in 2023, after which to accelerate to 1.9% in 2024 and to 1.8% in 2025. 2
INTEREST RATE
RISK
The interest rate risk is related to possible, eventual, adverse changes in the interest rates established
by the financial institutions of the Republic of Bulgaria.
At its December meeting, the ECB's Governing Council decided to raise the three main interest rates
by 50 basis points and, given the substantially upwardly revised inflation outlook, it is expected to
raise them further. According to this decision, the interest rate on the main refinancing operations
and the interest rates on the marginal credit facility and on the deposit facility were increased to
2.50%, 2.75% and 2.00%, respectively, effective as of December 21, 2022. The ECB's Governing
Council estimated that interest rates would need to rise significantly at a steady pace to reach
sufficiently restrictive levels to ensure a timely return of inflation to the medium-term target of 2%.
Keeping interest rates at restrictive levels will reduce inflation over time, dampening demand, and
also guard against the risk of a sustained upward shift in inflation expectations. Future decisions of
the ECB Governing Council on key interest rates will continue to be data-dependent and will be
taken separately at each meeting. 3
01.01.2022 0.00
01.02.2022 0.00
01.03.2022 0.00
01.04.2022 0.00
01.05.2022 0.00
01.06.2022 0.00
01.07.2022 0.00
01.08.2022 0.00
01.09.2022 0.00
01.10.2022 0.49
01.11.2022 0.59
01.12.2022 1.30
*Source: BNB 4
INFLATION
RISK Inflation risk is a general rise in prices in which money depreciates and there exists a probability of
loss to households and firms.
The consumer price index (CPI) is an official measure of inflation in the Republic of Bulgaria. It
estimates the total relative change in the prices of goods and services used by households for personal
(non-production) consumption and the index is calculated by applying the structure of the final cash
consumer expenditure of Bulgarian households.
According to the NSI in December 2022 the monthly inflation, measured by the consumer price
index (CPI), is 0.9% compared to the previous month, whereas the annual inflation for December
2022 compared to December 2021 is 16.9%. The average annual inflation for the period January -
December 2022 compared to the period January - December 2021 is 15.3%. 5
2 https://www.ecb.europa.eu/pub/economic-bulletin/html/eb202208.bg.html
3 https://www.ecb.europa.eu/pub/economic-bulletin/html/eb202208.bg.html
4 Bulgarian National Bank (bnb.bg)
5 Inflation and consumer price indices in December 2022 | National statistical institute (nsi.bg)
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 12
According to ECB forecasts from December 2022, global real GDP growth (excluding the euro area)
is expected to slow down to 2.6% in 2023 - below the long-term average, before recovering gradually
to 3 .1% and 3.3% in 2024 and 2025, respectively. This outlook is below he forecasted one in
September 2022. Average annual real GDP growth is expected to slow down significantly, from
3.4% in 2022 to 0.5% in 2023, after which to accelerate to 1.9% in 2024 and to 1.8% in 2025. 2
INTEREST RATE
RISK
The interest rate risk is related to possible, eventual, adverse changes in the interest rates established
by the financial institutions of the Republic of Bulgaria.
At its December meeting, the ECB's Governing Council decided to raise the three main interest rates
by 50 basis points and, given the substantially upwardly revised inflation outlook, it is expected to
raise them further. According to this decision, the interest rate on the main refinancing operations
and the interest rates on the marginal credit facility and on the deposit facility were increased to
2.50%, 2.75% and 2.00%, respectively, effective as of December 21, 2022. The ECB's Governing
Council estimated that interest rates would need to rise significantly at a steady pace to reach
sufficiently restrictive levels to ensure a timely return of inflation to the medium-term target of 2%.
Keeping interest rates at restrictive levels will reduce inflation over time, dampening demand, and
also guard against the risk of a sustained upward shift in inflation expectations. Future decisions of
the ECB Governing Council on key interest rates will continue to be data-dependent and will be
taken separately at each meeting. 3
01.01.2022 0.00
01.02.2022 0.00
01.03.2022 0.00
01.04.2022 0.00
01.05.2022 0.00
01.06.2022 0.00
01.07.2022 0.00
01.08.2022 0.00
01.09.2022 0.00
01.10.2022 0.49
01.11.2022 0.59
01.12.2022 1.30
*Source: BNB 4
INFLATION
RISK Inflation risk is a general rise in prices in which money depreciates and there exists a probability of
loss to households and firms.
The consumer price index (CPI) is an official measure of inflation in the Republic of Bulgaria. It
estimates the total relative change in the prices of goods and services used by households for personal
(non-production) consumption and the index is calculated by applying the structure of the final cash
consumer expenditure of Bulgarian households.
According to the NSI in December 2022 the monthly inflation, measured by the consumer price
index (CPI), is 0.9% compared to the previous month, whereas the annual inflation for December
2022 compared to December 2021 is 16.9%. The average annual inflation for the period January -
December 2022 compared to the period January - December 2021 is 15.3%. 5
2 https://www.ecb.europa.eu/pub/economic-bulletin/html/eb202208.bg.html
3 https://www.ecb.europa.eu/pub/economic-bulletin/html/eb202208.bg.html
4 Bulgarian National Bank (bnb.bg)
5 Inflation and consumer price indices in December 2022 | National statistical institute (nsi.bg)
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 13
* Inflation, measured by the CPI, by months, Source: NSI
According to the harmonized index of consumer prices (HICP) in December 2022 the monthly
inflation is 0.8% compared to the previous month, whereas the annual inflation for December 2022
compared to December 2021 is 14.3%.
The average annual inflation for the period January - December 2022 compared to the period January
- December 2021 is 13.0%. 6
Headline inflation in the euro area, as measured by the Harmonised Index of Consumer Prices
(HICP), fell in January 2023, for the third consecutive month, driven by lower energy price
inflation. The further decline from 9.2% in December 2022 to 8.5% in January 2023 reflected a
sizeable drop in energy inflation from 25.5% to 17.2%. At the same time, food inflation rose further
from 13.8% in December to 14.1% in January, and HICP excluding energy and food (HICPX)
inflation was unchanged from December, standing at 5.2%. This suggests that the lagged effects of
the surge in energy and other input costs, supply bottlenecks and pent-up demand continued to
sustain inflationary pressures. While NEIG inflation increased further to a new record level of 6.9%,
services inflation declined from 4.4% in December to 4.2% in January. 7
CURRENCY
RISK
Currency risk will have an impact on companies with market shares, the payments of which are made
in a currency other than BGN and EUR. Since, according to the current legislation in the country the
Bulgarian lev is fixed to the euro in the ratio EUR 1 = BGN 1.95583, and the Bulgarian National
Bank is obliged to maintain a level of Bulgarian levs in circulation equal to the bank’s foreign
exchange reserves, the risk of devaluation of the BGN compared to the European currency is minimal
and consists in the eventual early abolition of the currency board in the country. At this stage, this
seems unlikely, as the currency board is expected to be abolished upon the adoption of the EUR in
Bulgaria as an official unit of payment.
Theoretically, currency risk could increase when Bulgaria joins the second stage of the European
Exchange Rate Mechanism (ERM II). This is a regime in which the country must maintain the
exchange rate compared to the EUR within +/- 15% against the central parity. In practice, all
countries currently in this mechanism (Denmark, Estonia, Cyprus, Lithuania, Latvia, Malta) are
witnessing fluctuations that are significantly less than the allowed ones of ± 15%.
On July 10, 2020, Bulgaria joined the ERM II exchange rate mechanism, known as the ‘euro area’s
waiting room’. The central rate of the Bulgarian lev is fixed at EUR 1 = BGN 1.95583. Around this
central exchange rate of the BGN, the standard range of plus or minus 15 percent will be maintained
Bulgaria joins the exchange rate mechanism with its existing currency board regime, as a unilateral
commitment and without additional requirements to the ECB 8 . At the same time, our country must
enter into close cooperation with the unified banking supervision. The fixed exchange rate of the
BGN to the EUR does not eliminate for the Bulgarian currency the risk of unfavorable movements
of the euro exchange rate against other major currencies (US dollar, British pound, Swiss franc) on
the international financial markets, but at present the Company does not consider that such a risk
would be material to its business. The Company may be affected by currency risk depending on the
6 Inflation and consumer price indices in December 2022 | National statistical institute (nsi.bg)
7 https://www.ecb.europa.eu/pub/economic-bulletin/html/eb202208.bg.html
8 https://www.ecb.europa.eu/press/pr/date/2020/html/ecb.pr200710~4aa5e3565a.en.html
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 13
* Inflation, measured by the CPI, by months, Source: NSI
According to the harmonized index of consumer prices (HICP) in December 2022 the monthly
inflation is 0.8% compared to the previous month, whereas the annual inflation for December 2022
compared to December 2021 is 14.3%.
The average annual inflation for the period January - December 2022 compared to the period January
- December 2021 is 13.0%. 6
Headline inflation in the euro area, as measured by the Harmonised Index of Consumer Prices
(HICP), fell in January 2023, for the third consecutive month, driven by lower energy price
inflation. The further decline from 9.2% in December 2022 to 8.5% in January 2023 reflected a
sizeable drop in energy inflation from 25.5% to 17.2%. At the same time, food inflation rose further
from 13.8% in December to 14.1% in January, and HICP excluding energy and food (HICPX)
inflation was unchanged from December, standing at 5.2%. This suggests that the lagged effects of
the surge in energy and other input costs, supply bottlenecks and pent-up demand continued to
sustain inflationary pressures. While NEIG inflation increased further to a new record level of 6.9%,
services inflation declined from 4.4% in December to 4.2% in January. 7
CURRENCY
RISK
Currency risk will have an impact on companies with market shares, the payments of which are made
in a currency other than BGN and EUR. Since, according to the current legislation in the country the
Bulgarian lev is fixed to the euro in the ratio EUR 1 = BGN 1.95583, and the Bulgarian National
Bank is obliged to maintain a level of Bulgarian levs in circulation equal to the bank’s foreign
exchange reserves, the risk of devaluation of the BGN compared to the European currency is minimal
and consists in the eventual early abolition of the currency board in the country. At this stage, this
seems unlikely, as the currency board is expected to be abolished upon the adoption of the EUR in
Bulgaria as an official unit of payment.
Theoretically, currency risk could increase when Bulgaria joins the second stage of the European
Exchange Rate Mechanism (ERM II). This is a regime in which the country must maintain the
exchange rate compared to the EUR within +/- 15% against the central parity. In practice, all
countries currently in this mechanism (Denmark, Estonia, Cyprus, Lithuania, Latvia, Malta) are
witnessing fluctuations that are significantly less than the allowed ones of ± 15%.
On July 10, 2020, Bulgaria joined the ERM II exchange rate mechanism, known as the ‘euro area’s
waiting room’. The central rate of the Bulgarian lev is fixed at EUR 1 = BGN 1.95583. Around this
central exchange rate of the BGN, the standard range of plus or minus 15 percent will be maintained
Bulgaria joins the exchange rate mechanism with its existing currency board regime, as a unilateral
commitment and without additional requirements to the ECB 8 . At the same time, our country must
enter into close cooperation with the unified banking supervision. The fixed exchange rate of the
BGN to the EUR does not eliminate for the Bulgarian currency the risk of unfavorable movements
of the euro exchange rate against other major currencies (US dollar, British pound, Swiss franc) on
the international financial markets, but at present the Company does not consider that such a risk
would be material to its business. The Company may be affected by currency risk depending on the
6 Inflation and consumer price indices in December 2022 | National statistical institute (nsi.bg)
7 https://www.ecb.europa.eu/pub/economic-bulletin/html/eb202208.bg.html
8 https://www.ecb.europa.eu/press/pr/date/2020/html/ecb.pr200710~4aa5e3565a.en.html
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 14
type of cash flow currency and the type of currency of the C ompany’s potential loans.
The Allterco AD Group companies operate in Bulgaria as well as in EU countries and other countries,
mainly in the USA and the Asia- Pacific region. At present, the main revenues from the Group’s IoT
business are in BGN or EUR, and the costs of delivery of goods in this segment are mainly in US
dollars and are largely tied to the Chinese yuan, which is why the appreciation of the US dollar or
Chinese yuan would have an adverse effect on the business performance. In terms of US dollar
exposure, the Group companies are expected to have significant US dollar sales revenue in the US
and other non- EU markets in the future, which to some extent balances the Group’s net exposure to
this major currency.
To limit the effects of the currency risk, the companies of the Group have introduced a system for
planning the deliveries from countries inside and outside the EU, as well as procedures for ongoing
monitoring of the movements in the exchange rates of the foreign currencies and control over the
forthcoming payments. Currently, the Group companies do not use derivative instruments for
hedging the currency risk but, if necessary, the management is ready to enter into such transactions.
Credit risk of the
state
Credit risk represents the probability of deterioration of Bulgaria's international credit ratings, caused
by the inability of the state to regularly repay its liabilities. Low credit ratings of the state may lead
to higher interest rates, more difficult financing conditions for both state and individual entities,
including the Issuer. Credit ratings are prepared by specialized credit rating agencies and serve to
determine and measure a state's credit risk. Bulgaria's credit rating is presented in the table below:
Table 1: Credit risk of Bulgaria
Credit agency Date of last modification Long-term rating Outlook
Standard & Poor‘s 26.11.2022 9 BBB/A-2 Stable
Fitch 17.06.2022 10 BBB Positive
Source: Ministry of Finance
The international rating agency S&P Global Ratings confirmed the long-term and short-term credit
rating of Bulgaria in foreign and local currency 'BBB/A-2'. The outlook for the rating remains stable.
The stable outlook balances the weaker expectations for Bulgaria's economic growth in the short
term and increased domestic political uncertainty on the one hand, and the country's low net public
debt and low interest costs, on the other hand. According to S&P Global Ratings, this development
gives Bulgaria policy space and makes its public finances less sensitive to rapidly rising interest rates
globally. Bulgaria is currently experiencing high inflation, which according to S&P Global Ratings
could pose a challenge to its membership of the Eurozone from 2024. ( note Allterco А D : On
February 17, 2023 Rositsa Velkova, acting as Minister of Finance announced that the adoption of
the euro is postponed to July 1, 2024, the reasons being high inflation and incompatible Bulgarian
legislation with that of the ECB).
S&P Global Ratings expect Bulgaria's GDP growth to weaken significantly in the coming months.
Although in 2022 the economy remained more resilient to the consequences of the Russia-Ukraine
conflict than the rating agency initially expected, several challenges still lie ahead. Expectations are
that external demand from Bulgaria's main trading partners in the EU and consumption will decrease,
since continued high inflation, estimated at nearly 10% on average in 2023, will weigh on actual
wages. EU financed projects are considered to have a positive effect on the economy as they are
supporting it. S&P Global Ratings forecast less than 1% growth in 2023 which is a significant
slowdown compared to the 3% in 2022.
Bulgaria's successful accession to the Eurozone will eliminate the residual currency risk for the Euro
in the economy, it will improve the country's access to European capital markets and allow local
commercial banks direct access to the ECB's resources. As at the moment, however, Bulgaria’s
inflation is high (nearly 15%), which, according to the rating agency, may complicate the task of
9 Ministry of Finance :: News (minfin.bg)
10 Ministry of Finance :: News (minfin.bg)
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 14
type of cash flow currency and the type of currency of the C ompany’s potential loans.
The Allterco AD Group companies operate in Bulgaria as well as in EU countries and other countries,
mainly in the USA and the Asia- Pacific region. At present, the main revenues from the Group’s IoT
business are in BGN or EUR, and the costs of delivery of goods in this segment are mainly in US
dollars and are largely tied to the Chinese yuan, which is why the appreciation of the US dollar or
Chinese yuan would have an adverse effect on the business performance. In terms of US dollar
exposure, the Group companies are expected to have significant US dollar sales revenue in the US
and other non- EU markets in the future, which to some extent balances the Group’s net exposure to
this major currency.
To limit the effects of the currency risk, the companies of the Group have introduced a system for
planning the deliveries from countries inside and outside the EU, as well as procedures for ongoing
monitoring of the movements in the exchange rates of the foreign currencies and control over the
forthcoming payments. Currently, the Group companies do not use derivative instruments for
hedging the currency risk but, if necessary, the management is ready to enter into such transactions.
Credit risk of the
state
Credit risk represents the probability of deterioration of Bulgaria's international credit ratings, caused
by the inability of the state to regularly repay its liabilities. Low credit ratings of the state may lead
to higher interest rates, more difficult financing conditions for both state and individual entities,
including the Issuer. Credit ratings are prepared by specialized credit rating agencies and serve to
determine and measure a state's credit risk. Bulgaria's credit rating is presented in the table below:
Table 1: Credit risk of Bulgaria
Credit agency Date of last modification Long-term rating Outlook
Standard & Poor‘s 26.11.2022 9 BBB/A-2 Stable
Fitch 17.06.2022 10 BBB Positive
Source: Ministry of Finance
The international rating agency S&P Global Ratings confirmed the long-term and short-term credit
rating of Bulgaria in foreign and local currency 'BBB/A-2'. The outlook for the rating remains stable.
The stable outlook balances the weaker expectations for Bulgaria's economic growth in the short
term and increased domestic political uncertainty on the one hand, and the country's low net public
debt and low interest costs, on the other hand. According to S&P Global Ratings, this development
gives Bulgaria policy space and makes its public finances less sensitive to rapidly rising interest rates
globally. Bulgaria is currently experiencing high inflation, which according to S&P Global Ratings
could pose a challenge to its membership of the Eurozone from 2024. ( note Allterco А D : On
February 17, 2023 Rositsa Velkova, acting as Minister of Finance announced that the adoption of
the euro is postponed to July 1, 2024, the reasons being high inflation and incompatible Bulgarian
legislation with that of the ECB).
S&P Global Ratings expect Bulgaria's GDP growth to weaken significantly in the coming months.
Although in 2022 the economy remained more resilient to the consequences of the Russia-Ukraine
conflict than the rating agency initially expected, several challenges still lie ahead. Expectations are
that external demand from Bulgaria's main trading partners in the EU and consumption will decrease,
since continued high inflation, estimated at nearly 10% on average in 2023, will weigh on actual
wages. EU financed projects are considered to have a positive effect on the economy as they are
supporting it. S&P Global Ratings forecast less than 1% growth in 2023 which is a significant
slowdown compared to the 3% in 2022.
Bulgaria's successful accession to the Eurozone will eliminate the residual currency risk for the Euro
in the economy, it will improve the country's access to European capital markets and allow local
commercial banks direct access to the ECB's resources. As at the moment, however, Bulgaria’s
inflation is high (nearly 15%), which, according to the rating agency, may complicate the task of
9 Ministry of Finance :: News (minfin.bg)
10 Ministry of Finance :: News (minfin.bg)
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 15
meeting the convergence criteria next year with this indicator. Domestic political uncertainty also
continues with a caretaker government in place after the last election in October 2022, complicating
the process of preparing to join the Eurozone.
The rating agency would raise the credit rating upon the country's accession to the Eurozone, as well
as upon significant improvement of Bulgaria's external position. S&P noted that they would
downgrade the rating if Bulgaria's economic outlook worsened significantly from their current
expectations, which could happen, for example, due to more significant indirect effects from a
slowdown in global growth, a significant deterioration in the regional security situation, or a
disruption in imports of energy from Russia, threatening the availability of a sufficient energy
supplies for the Bulgarian economy.11
Fitch Ratings continue to expect a moderate increase in growth in 2023 (to 3.8%), largely due to
stronger investments related to EU funds. Political uncertainty remains an important downside risk.
The re-emerging prospect of new elections could delay the uptake of the Recovery and Resilience
Plan, which was finally approved in April 2022. However, the risks of a more substantial delay
appear limited at present, underscoring the resilience of the economy over the past few years as to
internal as well as external shocks.
Fitch Ratings expect the deficit to narrow to 2.9% of GDP in 2023, as spending pressures ease.
Despite larger deficits, Bulgaria's public debt level will remain very low compared to EU countries
and those with a BBB rating.
The main factors that could lead to an increase in the rating are progress towards joining the
Eurozone, including greater confidence in Bulgaria meeting the membership criteria and improving
the growth potential of the economy. Factors that could lead to a downgrade include a significant
delay in joining the Eurozone or a major adverse macroeconomic shock that would significantly
reduce medium-term growth prospects compared to the rating agency's current expectations. 12
Risk of
unemployment
As a major factor affecting consumer purchasing power, an increase in unemployment would reduce
the demand for IoT products. On the other hand, the demand for personnel from the business
continues to be extremely active and such risk seems insignificant within the next year.
Eurostat estimates that in January 2023, the euro area seasonally-adjusted unemployment rate was
6.7 %, stable compared with December 2022 and down from 6.9 % in January 2022. The EU
unemployment rate was 6.1 % in January 2023, also stable compared with December 2022 and down
from 6.3 % in January 2022. 13
The 4.7% unemployment reported by the National Employment Agency's administrative statistics
for the last month of 2022 registered the lowest value of the indicator for December and continues
to mark a decline in terms of annual dynamics - in this case by 0.1 percentage points. 14
Legal Risk Although Bulgaria has introduced a number of significant legislative changes since joining the EU
and most of the Bulgarian legislation has been harmonied with EU legislation, the legal system in
the country is still in the process of reform. Judicial and administrative practices remain problematic
and it is difficult to effectively resolve property disputes, breaches of laws and contracts, etc.
Deficiencies in the legal infrastructure can result in uncertainty arising from the implementation of
corporate actions, supervision and other issues.
Tax Risk It is essential for the financial performance of the companies to maintain the current tax regime.
There is no guarantee that the tax legislation, which is directly relevant to the core business of the
Company, will not be changed in a direction that would lead to significant unforeseen expenses and,
accordingly, would adversely affect its profit. The taxation system in Bulgaria is still developing, as
a result of which a contradictory tax practice may arise.
11 Ministry of Finance :: News (minfin.bg)
12 Ministry of Finance :: News (minfin.bg)
13 https://ec.europa.eu/eurostat/statistics-
explained/index.php?title=Unemployment_statistics#Unemployment_in_the_EU_and_the_euro_area
14 https://www.az.government.bg/bg/news/view/2022-g-zavyrshva-s-naj-niskoto-registrirano-ravnishte-na-
bezrabotica-za-dekemvri-3939/
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 15
meeting the convergence criteria next year with this indicator. Domestic political uncertainty also
continues with a caretaker government in place after the last election in October 2022, complicating
the process of preparing to join the Eurozone.
The rating agency would raise the credit rating upon the country's accession to the Eurozone, as well
as upon significant improvement of Bulgaria's external position. S&P noted that they would
downgrade the rating if Bulgaria's economic outlook worsened significantly from their current
expectations, which could happen, for example, due to more significant indirect effects from a
slowdown in global growth, a significant deterioration in the regional security situation, or a
disruption in imports of energy from Russia, threatening the availability of a sufficient energy
supplies for the Bulgarian economy.11
Fitch Ratings continue to expect a moderate increase in growth in 2023 (to 3.8%), largely due to
stronger investments related to EU funds. Political uncertainty remains an important downside risk.
The re-emerging prospect of new elections could delay the uptake of the Recovery and Resilience
Plan, which was finally approved in April 2022. However, the risks of a more substantial delay
appear limited at present, underscoring the resilience of the economy over the past few years as to
internal as well as external shocks.
Fitch Ratings expect the deficit to narrow to 2.9% of GDP in 2023, as spending pressures ease.
Despite larger deficits, Bulgaria's public debt level will remain very low compared to EU countries
and those with a BBB rating.
The main factors that could lead to an increase in the rating are progress towards joining the
Eurozone, including greater confidence in Bulgaria meeting the membership criteria and improving
the growth potential of the economy. Factors that could lead to a downgrade include a significant
delay in joining the Eurozone or a major adverse macroeconomic shock that would significantly
reduce medium-term growth prospects compared to the rating agency's current expectations. 12
Risk of
unemployment
As a major factor affecting consumer purchasing power, an increase in unemployment would reduce
the demand for IoT products. On the other hand, the demand for personnel from the business
continues to be extremely active and such risk seems insignificant within the next year.
Eurostat estimates that in January 2023, the euro area seasonally-adjusted unemployment rate was
6.7 %, stable compared with December 2022 and down from 6.9 % in January 2022. The EU
unemployment rate was 6.1 % in January 2023, also stable compared with December 2022 and down
from 6.3 % in January 2022. 13
The 4.7% unemployment reported by the National Employment Agency's administrative statistics
for the last month of 2022 registered the lowest value of the indicator for December and continues
to mark a decline in terms of annual dynamics - in this case by 0.1 percentage points. 14
Legal Risk Although Bulgaria has introduced a number of significant legislative changes since joining the EU
and most of the Bulgarian legislation has been harmonied with EU legislation, the legal system in
the country is still in the process of reform. Judicial and administrative practices remain problematic
and it is difficult to effectively resolve property disputes, breaches of laws and contracts, etc.
Deficiencies in the legal infrastructure can result in uncertainty arising from the implementation of
corporate actions, supervision and other issues.
Tax Risk It is essential for the financial performance of the companies to maintain the current tax regime.
There is no guarantee that the tax legislation, which is directly relevant to the core business of the
Company, will not be changed in a direction that would lead to significant unforeseen expenses and,
accordingly, would adversely affect its profit. The taxation system in Bulgaria is still developing, as
a result of which a contradictory tax practice may arise.
11 Ministry of Finance :: News (minfin.bg)
12 Ministry of Finance :: News (minfin.bg)
13 https://ec.europa.eu/eurostat/statistics-
explained/index.php?title=Unemployment_statistics#Unemployment_in_the_EU_and_the_euro_area
14 https://www.az.government.bg/bg/news/view/2022-g-zavyrshva-s-naj-niskoto-registrirano-ravnishte-na-
bezrabotica-za-dekemvri-3939/
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 16
7.2. UNSYSTEMATIC RISKS
Risks related to the industry in which the Group operates
Such risks are the Risk Of Key Personnel Shortage, Competitive Risk, Personal Data Security and Cyber Attacks Risk,
Risk Of Changing Technologies.
Risk of key personnel shortage
One of the biggest challenges facing technology companies such as the Group companies, as well as considering the
specific scope of their activity in the field of telecommunications and engineering and software development, is the
shortage of qualified personnel. The insufficient availability of suitable personnel in the subsidiaries could adversely
affect the future development of the Group, due to delays in the development of new products/services or the maintenance
of existing ones. On the other hand, the high competition for attracting personnel in this sector raises the price of labor.
As a result, the financial position and market share of the Group’s companies would suffer.
Competitive Risk
Following the sale of the Group's telecommunications business, the Group's companies operate primarily on the Internet
of Things (IoT) segment. This segment is one of the most modern and promising sectors of the industry, which attracts
the interest of many technological giants and start-ups. The loss or inability to capture market share and declines in final
product prices due to increased competition could have a negative effect on revenues, earnings and profit margins.
Maintaining a competitive position requires investment in creating new useful devices, improving existing solutions and
expanding market share, and it cannot be taken for granted that new developments will prevail among competitors on the
market.
Personal Data Security and Cyber Attacks Risk
The technology industry is characterized by the digital transfer of information that could be strictly confidential,
containing personal data of product users, financial information of companies, information about new products, etc. The
protection of such information is a critically important factor for the normal functioning of companies in the industry,
including the companies of the Group. The sales of the devices and the use by customers of the accompanying mobile
applications and cloud services provided by the Group are related to the exchange and storage of personal data. A potential
breach in information security may lead to:
i) Loss of customers and/or partners and their migration to competitive companies; ii) Imposing sanctions and lawsuits
with regard to violations of applicable data protection and privacy laws; iii) Lost or delayed orders and sales; iv) Adverse
effect on reputation, business, financial position, profit and cash flows.
Regulatory and specific technical requirements Risk
The offering of IoT devices is subject to a regulation for the certification of the products for sale in the respective country.
In the European Union, products must be marked ‘CE’, thus indicating that the product has been evaluated and meets
safety, health and environmental requirements. The US equivalent is UL Certification. For the purposes of certification,
accredited laboratories are assigned the compliance tests, which is associated with significant costs. In addition, specifics
in the requirements of local regulators and counterparties (especially mobile operators) may require the performance of
additional tests and certification, which increases the cost of entering a certain market or a certain distribution channel.
The sales of the products of the Group’s compa nies cover more and more markets, which often have local regulation
regarding the certification of similar products in the respective country. Compliance with local regulatory requirements
is time and resource intensive and may delay the Company's entry into new markets or impose additional costs to meet
different standards.
The change in regulatory requirements for devices may involve additional costs to bring them into compliance with the
new requirements, including costs of recalling products from the market to bring them into compliance with those
requirements. The companies of the Group and their local partners monitor for planned legislative changes on a regular
basis in order to take measures to ensure product compliance.
Any changes in the regulations of telecommunications services may also have some impact on the Group's operations, as
mobile operators are one of the main sales channels for the existing Myki series products. A large part of the IoT devices
developed and sold by the companies in the Group use Internet-based technology and can work with the services of any
Internet provider. In this respect, the Group is already less dependent on regulations in the field of telecommunications,
insofar as the companies in its structure are not telecommunication service providers and mobile operators are only one
of the channels for trading and distribution of IoT devices.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 16
7.2. UNSYSTEMATIC RISKS
Risks related to the industry in which the Group operates
Such risks are the Risk Of Key Personnel Shortage, Competitive Risk, Personal Data Security and Cyber Attacks Risk,
Risk Of Changing Technologies.
Risk of key personnel shortage
One of the biggest challenges facing technology companies such as the Group companies, as well as considering the
specific scope of their activity in the field of telecommunications and engineering and software development, is the
shortage of qualified personnel. The insufficient availability of suitable personnel in the subsidiaries could adversely
affect the future development of the Group, due to delays in the development of new products/services or the maintenance
of existing ones. On the other hand, the high competition for attracting personnel in this sector raises the price of labor.
As a result, the financial position and market share of the Group’s companies would suffer.
Competitive Risk
Following the sale of the Group's telecommunications business, the Group's companies operate primarily on the Internet
of Things (IoT) segment. This segment is one of the most modern and promising sectors of the industry, which attracts
the interest of many technological giants and start-ups. The loss or inability to capture market share and declines in final
product prices due to increased competition could have a negative effect on revenues, earnings and profit margins.
Maintaining a competitive position requires investment in creating new useful devices, improving existing solutions and
expanding market share, and it cannot be taken for granted that new developments will prevail among competitors on the
market.
Personal Data Security and Cyber Attacks Risk
The technology industry is characterized by the digital transfer of information that could be strictly confidential,
containing personal data of product users, financial information of companies, information about new products, etc. The
protection of such information is a critically important factor for the normal functioning of companies in the industry,
including the companies of the Group. The sales of the devices and the use by customers of the accompanying mobile
applications and cloud services provided by the Group are related to the exchange and storage of personal data. A potential
breach in information security may lead to:
i) Loss of customers and/or partners and their migration to competitive companies; ii) Imposing sanctions and lawsuits
with regard to violations of applicable data protection and privacy laws; iii) Lost or delayed orders and sales; iv) Adverse
effect on reputation, business, financial position, profit and cash flows.
Regulatory and specific technical requirements Risk
The offering of IoT devices is subject to a regulation for the certification of the products for sale in the respective country.
In the European Union, products must be marked ‘CE’, thus indicating that the product has been evaluated and meets
safety, health and environmental requirements. The US equivalent is UL Certification. For the purposes of certification,
accredited laboratories are assigned the compliance tests, which is associated with significant costs. In addition, specifics
in the requirements of local regulators and counterparties (especially mobile operators) may require the performance of
additional tests and certification, which increases the cost of entering a certain market or a certain distribution channel.
The sales of the products of the Group’s compa nies cover more and more markets, which often have local regulation
regarding the certification of similar products in the respective country. Compliance with local regulatory requirements
is time and resource intensive and may delay the Company's entry into new markets or impose additional costs to meet
different standards.
The change in regulatory requirements for devices may involve additional costs to bring them into compliance with the
new requirements, including costs of recalling products from the market to bring them into compliance with those
requirements. The companies of the Group and their local partners monitor for planned legislative changes on a regular
basis in order to take measures to ensure product compliance.
Any changes in the regulations of telecommunications services may also have some impact on the Group's operations, as
mobile operators are one of the main sales channels for the existing Myki series products. A large part of the IoT devices
developed and sold by the companies in the Group use Internet-based technology and can work with the services of any
Internet provider. In this respect, the Group is already less dependent on regulations in the field of telecommunications,
insofar as the companies in its structure are not telecommunication service providers and mobile operators are only one
of the channels for trading and distribution of IoT devices.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 17
Risk of change in technology
The Issuer and its subsidiaries operate in a highly dynamic segment where technology has a significant impact and is a
source of competitive advantage. As a result, there is a risk of delayed adaptation to new technologies, due to lack of
knowledge, experience or sufficient funding, which may have a negative effect on the Issuer. Slow adaptation to new
realities may lead to loss of competitive positions and market shares, which in turn will lead to deterioration of the Group's
results.
Risks related to the Group's activities
Such risks are: operational risk, risk related to business partners, risks arising from new projects and liquidity risk.
Operational risk
Operational risk can be defined as the risk of losses caused by flawed or failed internal processes related to management.
Such risks may arise as a result of:
• Wrong operational decisions related to current project made by the management;
• Shortage of qualified personnel necessary for the development and implementation of new projects;
• Resigning key personnel impossible to replace;
• Risk of an excessive increase in management and administrative costs, leading to a decrease in the overall profitability
of the Issuer;
• Technical failures leading to long interruptions is providing services may lead to the termination of contracts with
customers.
The effects of such circumstances may reduce the Issuer's revenues and deteriorate the results of its activity.
Risk related to business partners
Manufacturing activity in the IoT segment has been outsourced, primarily to China, and is concentrated in a few
manufacturers. Potential risks associated with key subcontractors are related to accurate and timely delivery or termination
of business relationships. Although, management believes there is a wide range of alternative suppliers, the possible
transfer of production to new partners and diversification of subcontractors may give rise to delays in deliveries and
additional costs, which may affect the ability of the companies in the Group to fulfill agreed orders from customers and
adversely affect the reputation and financial results of the Group.
Risks arising from new projects
The main activity of Allterco AD is investments in subsidiaries. There is a risk that some of the subsidiaries may not be
able to meet their objectives, resulting in a lower or negative return on investment.
The development of new products and services by Allterco AD’s subsidiaries is related to the investment in human
resources, software, hardware, materials, goods and services. In case the new products and services fail to be realised on
the market, such investments would be unjustified. This, in turn, would have a negative impact on the Company's expenses
and assets, as well as on the results of its operations. In order to manage the risk arising from new projects, the companies
of the Group make market and financial analyses with different scenarios, and in some cases discuss the concept of the
new service / product with potential customers.
Liquidity risk
With regard to the Group the manifestation of liquidity risk is associated with the possibility of a lack of timely and/or
sufficient available funds to meet all current obligations. This risk can occur both in case of a significant delay in payments
by the Company's debtors, and in case of insufficiently effective management of cash flows from the Company's activities.
Some of the companies in the Group use bank funding such as investment loans, overdrafts or revolving credit lines,
which can be used in case of liquidity problems.
The company implements a conservative liquidity management policy, through which it constantly maintains an optimal
liquid cash reserve and a good ability to finance its business activity. In order to control the risk, the Company is trying
to pay its liabilities within the agreed deadlines. The Company monitors and controls the actual and estimated cash flows
for future periods and maintains a balance between the maturity limits of the Company's assets and liabilities.
8. SIGNIFICANT EVENTS AFTER THE DATE OF PREPARATION OF THE ANNUAL FINANCIAL
STATEMENTS
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 17
Risk of change in technology
The Issuer and its subsidiaries operate in a highly dynamic segment where technology has a significant impact and is a
source of competitive advantage. As a result, there is a risk of delayed adaptation to new technologies, due to lack of
knowledge, experience or sufficient funding, which may have a negative effect on the Issuer. Slow adaptation to new
realities may lead to loss of competitive positions and market shares, which in turn will lead to deterioration of the Group's
results.
Risks related to the Group's activities
Such risks are: operational risk, risk related to business partners, risks arising from new projects and liquidity risk.
Operational risk
Operational risk can be defined as the risk of losses caused by flawed or failed internal processes related to management.
Such risks may arise as a result of:
• Wrong operational decisions related to current project made by the management;
• Shortage of qualified personnel necessary for the development and implementation of new projects;
• Resigning key personnel impossible to replace;
• Risk of an excessive increase in management and administrative costs, leading to a decrease in the overall profitability
of the Issuer;
• Technical failures leading to long interruptions is providing services may lead to the termination of contracts with
customers.
The effects of such circumstances may reduce the Issuer's revenues and deteriorate the results of its activity.
Risk related to business partners
Manufacturing activity in the IoT segment has been outsourced, primarily to China, and is concentrated in a few
manufacturers. Potential risks associated with key subcontractors are related to accurate and timely delivery or termination
of business relationships. Although, management believes there is a wide range of alternative suppliers, the possible
transfer of production to new partners and diversification of subcontractors may give rise to delays in deliveries and
additional costs, which may affect the ability of the companies in the Group to fulfill agreed orders from customers and
adversely affect the reputation and financial results of the Group.
Risks arising from new projects
The main activity of Allterco AD is investments in subsidiaries. There is a risk that some of the subsidiaries may not be
able to meet their objectives, resulting in a lower or negative return on investment.
The development of new products and services by Allterco AD’s subsidiaries is related to the investment in human
resources, software, hardware, materials, goods and services. In case the new products and services fail to be realised on
the market, such investments would be unjustified. This, in turn, would have a negative impact on the Company's expenses
and assets, as well as on the results of its operations. In order to manage the risk arising from new projects, the companies
of the Group make market and financial analyses with different scenarios, and in some cases discuss the concept of the
new service / product with potential customers.
Liquidity risk
With regard to the Group the manifestation of liquidity risk is associated with the possibility of a lack of timely and/or
sufficient available funds to meet all current obligations. This risk can occur both in case of a significant delay in payments
by the Company's debtors, and in case of insufficiently effective management of cash flows from the Company's activities.
Some of the companies in the Group use bank funding such as investment loans, overdrafts or revolving credit lines,
which can be used in case of liquidity problems.
The company implements a conservative liquidity management policy, through which it constantly maintains an optimal
liquid cash reserve and a good ability to finance its business activity. In order to control the risk, the Company is trying
to pay its liabilities within the agreed deadlines. The Company monitors and controls the actual and estimated cash flows
for future periods and maintains a balance between the maturity limits of the Company's assets and liabilities.
8. SIGNIFICANT EVENTS AFTER THE DATE OF PREPARATION OF THE ANNUAL FINANCIAL
STATEMENTS
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 18
The events after the reporting date are disclosed in Note 11 to the 2022 separate financial statements.
9. CURRENT TRENDS AND POSSIBLE FUTURE DEVELOPMENT OF THE COMPANY
Allterco AD does not carry out direct production activities. The production activity is carried out by the subsidiaries.
In 2023, Allterco AD will continue to operate in the following main areas:
1. Observation, control and decision-making on important issues affecting subsidiaries as sole proprietor or majority
owner through:
• applying the principles of good corporate governance;
• providing efficient and transparent work conditions;
• improving the quality of services/products offered;
• operational reorganization and optimization.
2. Transactions with assets of the Company and its subsidiaries
3. Management structure establishment
4. Funding the investments and the working capital of subsidiaries
5. Establish a unified financial reporting and accounting policy.
10. RESEARCH AND DEVELOPMENT ACTIVITIES
The Company has not carried out any research and development activities and is not planning such activities in the
foreseeable future. The Allterco Robotics EOOD subsidiary carried out such activity in 2022.
11. INFORMATION ON ACQUISITION OF OWN SHARES REQUIRED UNDER ART. 187D OF THE
COMMERCE ACT
11.1. Number and nominal value of own shares acquired and transferred during the year, their capital
share, as well as acquisition or the transfer price
Allterco AD purchased own shares during the reporting period. As of December 31, 2022, the Company owns 40,000
own shares, representing 0.22% of its capital.
11.2. Number and nominal value of own shares and their capital share
As of the end of the reporting period, the Company’s own shares are as specified in item 11.1. above.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 18
The events after the reporting date are disclosed in Note 11 to the 2022 separate financial statements.
9. CURRENT TRENDS AND POSSIBLE FUTURE DEVELOPMENT OF THE COMPANY
Allterco AD does not carry out direct production activities. The production activity is carried out by the subsidiaries.
In 2023, Allterco AD will continue to operate in the following main areas:
1. Observation, control and decision-making on important issues affecting subsidiaries as sole proprietor or majority
owner through:
• applying the principles of good corporate governance;
• providing efficient and transparent work conditions;
• improving the quality of services/products offered;
• operational reorganization and optimization.
2. Transactions with assets of the Company and its subsidiaries
3. Management structure establishment
4. Funding the investments and the working capital of subsidiaries
5. Establish a unified financial reporting and accounting policy.
10. RESEARCH AND DEVELOPMENT ACTIVITIES
The Company has not carried out any research and development activities and is not planning such activities in the
foreseeable future. The Allterco Robotics EOOD subsidiary carried out such activity in 2022.
11. INFORMATION ON ACQUISITION OF OWN SHARES REQUIRED UNDER ART. 187D OF THE
COMMERCE ACT
11.1. Number and nominal value of own shares acquired and transferred during the year, their capital
share, as well as acquisition or the transfer price
Allterco AD purchased own shares during the reporting period. As of December 31, 2022, the Company owns 40,000
own shares, representing 0.22% of its capital.
11.2. Number and nominal value of own shares and their capital share
As of the end of the reporting period, the Company’s own shares are as specified in item 11.1. above.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 19
12. INFORMATION REQUIRED UNDER ART. 247 OF THE COMMERCE ACT
12.1. Total remuneration received by the members of the Board of Directors during the year
The following remunerations were appointed to the members of the Board of Directors of Allterco AD in 2022.
Table 10
Full name Position Gross/thousand BGN
Gregor Bieler Chairman of the Board of Directors 166
Dimitar Stoyanov Dimitrov Executive Director 60
Wolfgang Kirsch Executive Director 404
Svetlin Iliev Todorov Member of the Board of Directors 60
Nikolay Angelov Martinov Independent member 60
As oft the end of the reporting period, the remunerations appointed to the members of the Board of Directors have been paid.
There are no provisions in the Company's Articles of Association regarding special rights or any privileges of the members of the
Board of Directors.
During the reporting year, some of the members of the Board of Directors received remuneration from the subsidiaries
for performing other functions, subject of the Report on the implementation of the Remuneration Policy.
12.2. Company’s s hares and bonds acquired, owned and transferred by the members of the Board of
Directors during the year
As of the end of the reporting period, the shares owned by members of the Board of Directors of Allterco AD are:
Table 11
Name PERCENT OF THE CAPITAL
Svetlin Todorov 32,48%
Dimitar Dimitrov 32,48%
Nikolay Martinov* 0%
Wolfgang Kirsch 0%
Gregor Bieler 0%
* Nikolay Martinov has no direct interest in the capital of the Issuer. The companies Unicom Consult EOOD, where he
is sole owner of the capital and Managing Director, Impetus Capital EOOD and Impetus Partners EOOD, where he is a
Manager and a partner holding 50% and 43.75% of the capital, respectively, as well as Imventure I KDA and Imventure
II KDA, where he is a representative of the legal entity Impetus Capital OOD, own respectively: Unicom Consult EOOD
- 84,750 shares (0.47%), Impetus Capital OOD 162 000 shares (0.9%), Impetus Partners OOD 405,000 shares (2.25%),
Imventure I KDA 123,288 shares (0.68%), Imventure II KDA - 68,493 shares (0.38%) in the Issuer's capital and a total
of 843,531 shares (4.686%) of voting rights in its General Meeting.
12.3. Rights of the members of the Board of Directors to acquire shares and bonds of the Company
The members of the Company's Board of Directors may freely acquire shares from the capital of the Company on a
regulated securities market in compliance with the provisions of the Law on Measures against Market Abuse with
Financial Instruments, Regulation (EU) No. 596/2014 of the European Parliament and of the Council of April 16, 2014
on market abuse (Market Abuse Regulation) and the Public Offering of Securities Act.
In accordance with the provision of Art. 19 of the Market Abuse Regulation, the members of the Company's Board of
Directors, other individuals with managerial functions in the Issuer, and individuals closely related to them, shall notify
the Company and the Financial Supervision Commission (FSC) in writing of any transaction carried by them with
Allterco AD’s shares within 3 working days after the transaction. The notification obligation does not apply when the
total amount of transactions made by an individual with managerial functions in the Issuer, or a closely individual does
not exceed EUR 5,000 within a calendar year.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 19
12. INFORMATION REQUIRED UNDER ART. 247 OF THE COMMERCE ACT
12.1. Total remuneration received by the members of the Board of Directors during the year
The following remunerations were appointed to the members of the Board of Directors of Allterco AD in 2022.
Table 10
Full name Position Gross/thousand BGN
Gregor Bieler Chairman of the Board of Directors 166
Dimitar Stoyanov Dimitrov Executive Director 60
Wolfgang Kirsch Executive Director 404
Svetlin Iliev Todorov Member of the Board of Directors 60
Nikolay Angelov Martinov Independent member 60
As oft the end of the reporting period, the remunerations appointed to the members of the Board of Directors have been paid.
There are no provisions in the Company's Articles of Association regarding special rights or any privileges of the members of the
Board of Directors.
During the reporting year, some of the members of the Board of Directors received remuneration from the subsidiaries
for performing other functions, subject of the Report on the implementation of the Remuneration Policy.
12.2. Company’s s hares and bonds acquired, owned and transferred by the members of the Board of
Directors during the year
As of the end of the reporting period, the shares owned by members of the Board of Directors of Allterco AD are:
Table 11
Name PERCENT OF THE CAPITAL
Svetlin Todorov 32,48%
Dimitar Dimitrov 32,48%
Nikolay Martinov* 0%
Wolfgang Kirsch 0%
Gregor Bieler 0%
* Nikolay Martinov has no direct interest in the capital of the Issuer. The companies Unicom Consult EOOD, where he
is sole owner of the capital and Managing Director, Impetus Capital EOOD and Impetus Partners EOOD, where he is a
Manager and a partner holding 50% and 43.75% of the capital, respectively, as well as Imventure I KDA and Imventure
II KDA, where he is a representative of the legal entity Impetus Capital OOD, own respectively: Unicom Consult EOOD
- 84,750 shares (0.47%), Impetus Capital OOD 162 000 shares (0.9%), Impetus Partners OOD 405,000 shares (2.25%),
Imventure I KDA 123,288 shares (0.68%), Imventure II KDA - 68,493 shares (0.38%) in the Issuer's capital and a total
of 843,531 shares (4.686%) of voting rights in its General Meeting.
12.3. Rights of the members of the Board of Directors to acquire shares and bonds of the Company
The members of the Company's Board of Directors may freely acquire shares from the capital of the Company on a
regulated securities market in compliance with the provisions of the Law on Measures against Market Abuse with
Financial Instruments, Regulation (EU) No. 596/2014 of the European Parliament and of the Council of April 16, 2014
on market abuse (Market Abuse Regulation) and the Public Offering of Securities Act.
In accordance with the provision of Art. 19 of the Market Abuse Regulation, the members of the Company's Board of
Directors, other individuals with managerial functions in the Issuer, and individuals closely related to them, shall notify
the Company and the Financial Supervision Commission (FSC) in writing of any transaction carried by them with
Allterco AD’s shares within 3 working days after the transaction. The notification obligation does not apply when the
total amount of transactions made by an individual with managerial functions in the Issuer, or a closely individual does
not exceed EUR 5,000 within a calendar year.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 20
12.4. Participation of the members of the Board of Directors in companies as unlimited partners, holding
more than 25 percent of the capital, as well as their participation in the management of other companies or
cooperatives as procurators, managers or board members as of the end of the reporting period
Table 12
Dimitar Dimitrov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
DVR Review EOOD entered in the
Commercial Register at the Registry
Agency under Unified Identification
Code (UIC): 130554234, having its
registered seat and headquarters address
in the town of Samokov, 1, Zhitna
Charshiya Street, Floor 1
DVR Review EOOD entered in the
Commercial Register at the Registry
Agency under Unified Identification
Code (UIC): 130554234, having its
registered seat and headquarters address
in the town of Samokov, 1, Zhitna
Charshiya Street, Floor 1 - direct
DVR Review EOOD entered in the
Commercial Register at the Registry
Agency under Unified Identification Code
(UIC): 130554234, having its registered
seat and headquarters address in the town
of Samokov, 1, Zhitna Charshiya Street,
Floor 1 - direct
Auto Lex Consult EOOD entered in the
Commercial Register at the Registry
Agency under UIC 201113818, with
registered office in the city of Sofia,
Vitosha municipal district, 5A, Nikola
Petkov Blvd., Floor 4
(as of the date of this Report this
circumstance has ceased to exist)
Auto Lex Consult EOOD entered in the
Commercial Register at the Registry
Agency under UIC 201113818, with
registered office in the city of Sofia,
Vitosha municipal district, 5A, Nikola
Petkov Blvd., Floor 4- direct; ( as of the
date of this Report this circumstance has
ceased to exist)
Auto Lex Consult EOOD entered in the
Commercial Register at the Registry
Agency under UIC 201113818, with
registered office in the city of Sofia,
Vitosha municipal district, 5A, Nikola
Petkov Blvd., Floor 4– direct (as of the
date of this Report this circumstance has
ceased to exist)
Allterco Robotics US (former name
Global Teracomm Ltd.), USA, having its
registered seat and headquarters address
in 5851 W. Charleston Blvd, Las Vegas,
NV 89146, USA - indirect
Teracomm OOD, UIC 131267949 having
its registered seat and headquarters
address in city of Sofia, Mladost district,
113A, Tsarigradsko Shose Blvd - direct
Allterco Robotics EOOD, UIC
202320104, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Sat Health AD, entered in the
Commercial Register at the Registry
Agency under UIC 204705650, having its
registered seat and headquarters address
in the city of Sofia, Vitosha district,
Malinova dolina area, 4-6, Racho Petkov
Kazandzhiata Street, office 2
Web Engine OOD, UIC 200303120,
having its registered seat and
headquarters address in the city of Sofia,
Vitosha district 5A, Nikola Petkov Blvd.-
direct
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Allterco Properties EOOD, UIC
204639442, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 20
12.4. Participation of the members of the Board of Directors in companies as unlimited partners, holding
more than 25 percent of the capital, as well as their participation in the management of other companies or
cooperatives as procurators, managers or board members as of the end of the reporting period
Table 12
Dimitar Dimitrov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
DVR Review EOOD entered in the
Commercial Register at the Registry
Agency under Unified Identification
Code (UIC): 130554234, having its
registered seat and headquarters address
in the town of Samokov, 1, Zhitna
Charshiya Street, Floor 1
DVR Review EOOD entered in the
Commercial Register at the Registry
Agency under Unified Identification
Code (UIC): 130554234, having its
registered seat and headquarters address
in the town of Samokov, 1, Zhitna
Charshiya Street, Floor 1 - direct
DVR Review EOOD entered in the
Commercial Register at the Registry
Agency under Unified Identification Code
(UIC): 130554234, having its registered
seat and headquarters address in the town
of Samokov, 1, Zhitna Charshiya Street,
Floor 1 - direct
Auto Lex Consult EOOD entered in the
Commercial Register at the Registry
Agency under UIC 201113818, with
registered office in the city of Sofia,
Vitosha municipal district, 5A, Nikola
Petkov Blvd., Floor 4
(as of the date of this Report this
circumstance has ceased to exist)
Auto Lex Consult EOOD entered in the
Commercial Register at the Registry
Agency under UIC 201113818, with
registered office in the city of Sofia,
Vitosha municipal district, 5A, Nikola
Petkov Blvd., Floor 4- direct; ( as of the
date of this Report this circumstance has
ceased to exist)
Auto Lex Consult EOOD entered in the
Commercial Register at the Registry
Agency under UIC 201113818, with
registered office in the city of Sofia,
Vitosha municipal district, 5A, Nikola
Petkov Blvd., Floor 4– direct (as of the
date of this Report this circumstance has
ceased to exist)
Allterco Robotics US (former name
Global Teracomm Ltd.), USA, having its
registered seat and headquarters address
in 5851 W. Charleston Blvd, Las Vegas,
NV 89146, USA - indirect
Teracomm OOD, UIC 131267949 having
its registered seat and headquarters
address in city of Sofia, Mladost district,
113A, Tsarigradsko Shose Blvd - direct
Allterco Robotics EOOD, UIC
202320104, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Sat Health AD, entered in the
Commercial Register at the Registry
Agency under UIC 204705650, having its
registered seat and headquarters address
in the city of Sofia, Vitosha district,
Malinova dolina area, 4-6, Racho Petkov
Kazandzhiata Street, office 2
Web Engine OOD, UIC 200303120,
having its registered seat and
headquarters address in the city of Sofia,
Vitosha district 5A, Nikola Petkov Blvd.-
direct
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Allterco Properties EOOD, UIC
204639442, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 21
Dimitar Dimitrov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Allterco Asia Ltd. registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji,
Cai Tian road 3069, Gangxia, Futian,
Shenzhen, China – indirect through
Allterco AD
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat
and headquarters address: Lothstr. 5,
80335 München, Federal Republic of
Germany - indirect through Allterco AD
Svetlin Todorov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Teracomm OOD, UIC 131267949 having
its registered seat and headquarters
address in city of Sofia, 113A,
Tsarigradsko Shose Blvd.
FF Film Haus OOD, UIC 130627604,
having its registered seat and
headquarters address in the city of
Sofia, 60, Osogovo Street - direct
Allterco Robotics EOOD, UIC 202320104,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni Vrah
Blvd. – indirect through Allterco AD
FF Film Haus OOD, UIC 130627604,
having its registered seat and
headquarters address in the city of Sofia,
60, Osogovo Street
Teracomm OOD, UIC 131267949
having its registered seat and
headquarters address in city of Sofia,
113A, Tsarigradsko Shose Blvd. -
20% - direct
Allterco Properties EOOD, UIC 204639442,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni Vrah
Blvd. – indirect through Allterco AD
Allterco Robotics US (former name
Global Teracomm Ltd.), USA, having its
registered seat and headquarters address
in 5851 W. Charleston Blvd, Las Vegas,
NV 89146, USA
Web Engine OOD, UIC 200303120,
having its registered seat and
headquarters address in the city of
Sofia, 5A, Nikola Petkov Blvd. - 20
% - direct
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni Vrah
Blvd. – indirect through Allterco AD
Allterco Robotics US (former name Global
Teracomm Ltd.), USA, having its registered
seat and headquarters address in 5851 W.
Charleston Blvd, Las Vegas, NV 89146, USA
FF Film Haus OOD, UIC 130627604, having
its registered seat and headquarters address in
the city of Sofia, 60, Osogovo Street - direct
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 21
Dimitar Dimitrov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Allterco Asia Ltd. registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji,
Cai Tian road 3069, Gangxia, Futian,
Shenzhen, China – indirect through
Allterco AD
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat
and headquarters address: Lothstr. 5,
80335 München, Federal Republic of
Germany - indirect through Allterco AD
Svetlin Todorov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Teracomm OOD, UIC 131267949 having
its registered seat and headquarters
address in city of Sofia, 113A,
Tsarigradsko Shose Blvd.
FF Film Haus OOD, UIC 130627604,
having its registered seat and
headquarters address in the city of
Sofia, 60, Osogovo Street - direct
Allterco Robotics EOOD, UIC 202320104,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni Vrah
Blvd. – indirect through Allterco AD
FF Film Haus OOD, UIC 130627604,
having its registered seat and
headquarters address in the city of Sofia,
60, Osogovo Street
Teracomm OOD, UIC 131267949
having its registered seat and
headquarters address in city of Sofia,
113A, Tsarigradsko Shose Blvd. -
20% - direct
Allterco Properties EOOD, UIC 204639442,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni Vrah
Blvd. – indirect through Allterco AD
Allterco Robotics US (former name
Global Teracomm Ltd.), USA, having its
registered seat and headquarters address
in 5851 W. Charleston Blvd, Las Vegas,
NV 89146, USA
Web Engine OOD, UIC 200303120,
having its registered seat and
headquarters address in the city of
Sofia, 5A, Nikola Petkov Blvd. - 20
% - direct
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni Vrah
Blvd. – indirect through Allterco AD
Allterco Robotics US (former name Global
Teracomm Ltd.), USA, having its registered
seat and headquarters address in 5851 W.
Charleston Blvd, Las Vegas, NV 89146, USA
FF Film Haus OOD, UIC 130627604, having
its registered seat and headquarters address in
the city of Sofia, 60, Osogovo Street - direct
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 22
Svetlin Todorov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat and
headquarters address: Lothstr. 5, 80335
München, Federal Republic of Germany -
indirect through Allterco AD
Allterco Asia Ltd. registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji, Cai
Tian road 3069, Gangxia, Futian, Shenzhen,
China – indirect through Allterco AD
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Unicom Consult EOOD, UIC
121082655, having its registered seat
and headquarters address in the city of
Sofia 1619, Vitosha municipal district,
271, Tsar Boris III Blvd., Floor 5, Apt. 9
Unicom Consult EOOD, UIC
121082655, having its registered seat
and headquarters address in the city of
Sofia 1619, Vitosha municipal district,
271, Tsar Boris III Blvd., Floor 5, Apt. 9
- direct
Allterco Robotics EOOD, UIC 202320104,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Online Media OOD, UIC:117004285,
having its registered seat and
headquarters address in the city of Sofia
1415, 11, Nevena Kokanova Street, fl. 5
Online Media OOD, UIC:117004285,
having its registered seat and
headquarters address in the city of Sofia
1415, 11, Nevena Kokanova Street, floor
5– direct and indirect through е Unicom
Consult EOOD, UIC 121082655
Allterco Properties EOOD, UIC 204639442,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Inbro OOD, UIC 121003506, having its
registered seat and headquarters address
in the city of Sofia 1619, Vitosha
District, 271, Tsar Boris III Blvd., fl. 5
United Commercial Outlets AD, UIC:
205329927, having its registered seat
and headquarters address in the city of
Sofia 1618, Ovcha Kupel municipal
district, Ovcha Kupel 1 residential
district, Block 48, Entrance B, Apt. 47 -
indirect through ImVenture I KDA, UIC:
204870431 and ImVenture II KDA, UIC
205737996
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 22
Svetlin Todorov as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat and
headquarters address: Lothstr. 5, 80335
München, Federal Republic of Germany -
indirect through Allterco AD
Allterco Asia Ltd. registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji, Cai
Tian road 3069, Gangxia, Futian, Shenzhen,
China – indirect through Allterco AD
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Unicom Consult EOOD, UIC
121082655, having its registered seat
and headquarters address in the city of
Sofia 1619, Vitosha municipal district,
271, Tsar Boris III Blvd., Floor 5, Apt. 9
Unicom Consult EOOD, UIC
121082655, having its registered seat
and headquarters address in the city of
Sofia 1619, Vitosha municipal district,
271, Tsar Boris III Blvd., Floor 5, Apt. 9
- direct
Allterco Robotics EOOD, UIC 202320104,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Online Media OOD, UIC:117004285,
having its registered seat and
headquarters address in the city of Sofia
1415, 11, Nevena Kokanova Street, fl. 5
Online Media OOD, UIC:117004285,
having its registered seat and
headquarters address in the city of Sofia
1415, 11, Nevena Kokanova Street, floor
5– direct and indirect through е Unicom
Consult EOOD, UIC 121082655
Allterco Properties EOOD, UIC 204639442,
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Inbro OOD, UIC 121003506, having its
registered seat and headquarters address
in the city of Sofia 1619, Vitosha
District, 271, Tsar Boris III Blvd., fl. 5
United Commercial Outlets AD, UIC:
205329927, having its registered seat
and headquarters address in the city of
Sofia 1618, Ovcha Kupel municipal
district, Ovcha Kupel 1 residential
district, Block 48, Entrance B, Apt. 47 -
indirect through ImVenture I KDA, UIC:
204870431 and ImVenture II KDA, UIC
205737996
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 23
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Bioseek AD, UIC 204790412, having its
seat address and management address in
the city of Sofia 1505 Oborishte
municipal district, 42, Ilarion
Dragostinov Street, Apt. 37
Inbro OOD, UIC 121003506, having its
registered seat and headquarters address
in the city of Sofia 1619, Vitosha
municipal district, 271, Tsar Boris III
Blvd., fl. 5 - direct and indirect through
Unicom Consult EOOD, UIC
121082655
Allterco Robotics US (former name Global
Teracomm Ltd., USA, having its registered
seat and headquarters address at 5851
W.Charleston Blvd. Las Vegas, NV 89146,
USA - indirect through Allterco AD
Biodit AD, UIC 203854303, having its
seat address and management address in
the city of Sofia 1756, Studentski
municipal district, 125, Kliment Ohridski
Blvd. - through Impetus Capital OOD,
UIC: 203592737
Impetus Capital OOD, UIC 203592737,
having its seat address and management
address in the city of Sofia 1784,
Mladost district, Mladost 1 residential
district, bl. 29А, entrance А, floor 8 -
direct
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat and
headquarters address: Lothstr. 5, 80335
München, Federal Republic of Germany -
indirect through Allterco AD
ImVenture I KDA, UIC 204870431,
having its seat address and management
address in city of Sofia 1784, Mladost
municipal district, Mladost 1 residential
district, Block 29А, Entrance А, Floor 8,
Apt. 38 - as a representative representing
legal entity - Impetus Capital OOD, UIC
203592737
Impetus Partners OOD, UIC
205679429, having its registered seat
and headquarters address in the city of
Sofia 1784, Mladost municipal district,
Mladost 1 residential district, Block of
flats 29А, Entrance А, Floor 8 – indirect
through Unicom Consult EOOD, UIC
121082655 - direct
Allterco Asia Ltd. registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji, Cai
Tian road 3069, Gangxia, Futian, Shenzhen,
China – indirect through Allterco AD
ImVenture II KDA, UIC 205737996
Sofia 1784, Mladost municipal district,
Mladost 1 residential district, Block
29А, Entrance А, Floor 8, Apt. 38 - as a
representative representing legal entity -
Impetus Capital OOD, UIC: 203592737
Housmeister AD, UIC 203037803,
having its registered seat and
headquarters address in Sofia region,
Stolichna Municipality, Sofia 1404,
Bulgaria Blvd, No 53, floor 3 - direct
Unicom Consult EOOD, UIC 121082655,
having its registered seat and headquarters
address in the city of Sofia 1619, Vitosha
municipal district, 271, Tsar Boris III Blvd.,
Floor 5, Apt. 9 - direct
Impuls I AD, UIC 206421264, Sofia
1784, district Mladost, Mladost 1, block
29А, entrance А, floor 8, apt. 38 – as
representative of Impetus Capital OOD,
UIC: 203592737
Bioseek AD, UIC 204790412, having its
seat address and management address in
the city of Sofia 1505 Oborishte
municipal district, 42, Ilarion
Dragostinov Street, Apt. 37 - indirect
through Imventure I KDA, UIC:
204870431 and Imventure II KDA, UIC
205737996 and Impetus Capital OOD,
UIC 203592737
Online Media OOD, UIC:117004285,
having its registered seat and headquarters
address in the city of Sofia 1415, 11,
Nevena Kokanova Street, floor 5 - direct
United Commercial Outlets AD, UIC
205329927, having its registered seat
and headquarters address in the city of
Sofia 1618, Ovcha Kupel municipal
district, Ovcha Kupel 1 residential
district, Block 48, Entrance B, Apt. 47
Inbro OOD, UIC 121003506, having its
registered seat and headquarters address in
the city of Sofia 1619, Vitosha municipal
district, 271, Tsar Boris III Blvd., fl. 5 -
direct
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 23
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Bioseek AD, UIC 204790412, having its
seat address and management address in
the city of Sofia 1505 Oborishte
municipal district, 42, Ilarion
Dragostinov Street, Apt. 37
Inbro OOD, UIC 121003506, having its
registered seat and headquarters address
in the city of Sofia 1619, Vitosha
municipal district, 271, Tsar Boris III
Blvd., fl. 5 - direct and indirect through
Unicom Consult EOOD, UIC
121082655
Allterco Robotics US (former name Global
Teracomm Ltd., USA, having its registered
seat and headquarters address at 5851
W.Charleston Blvd. Las Vegas, NV 89146,
USA - indirect through Allterco AD
Biodit AD, UIC 203854303, having its
seat address and management address in
the city of Sofia 1756, Studentski
municipal district, 125, Kliment Ohridski
Blvd. - through Impetus Capital OOD,
UIC: 203592737
Impetus Capital OOD, UIC 203592737,
having its seat address and management
address in the city of Sofia 1784,
Mladost district, Mladost 1 residential
district, bl. 29А, entrance А, floor 8 -
direct
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat and
headquarters address: Lothstr. 5, 80335
München, Federal Republic of Germany -
indirect through Allterco AD
ImVenture I KDA, UIC 204870431,
having its seat address and management
address in city of Sofia 1784, Mladost
municipal district, Mladost 1 residential
district, Block 29А, Entrance А, Floor 8,
Apt. 38 - as a representative representing
legal entity - Impetus Capital OOD, UIC
203592737
Impetus Partners OOD, UIC
205679429, having its registered seat
and headquarters address in the city of
Sofia 1784, Mladost municipal district,
Mladost 1 residential district, Block of
flats 29А, Entrance А, Floor 8 – indirect
through Unicom Consult EOOD, UIC
121082655 - direct
Allterco Asia Ltd. registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji, Cai
Tian road 3069, Gangxia, Futian, Shenzhen,
China – indirect through Allterco AD
ImVenture II KDA, UIC 205737996
Sofia 1784, Mladost municipal district,
Mladost 1 residential district, Block
29А, Entrance А, Floor 8, Apt. 38 - as a
representative representing legal entity -
Impetus Capital OOD, UIC: 203592737
Housmeister AD, UIC 203037803,
having its registered seat and
headquarters address in Sofia region,
Stolichna Municipality, Sofia 1404,
Bulgaria Blvd, No 53, floor 3 - direct
Unicom Consult EOOD, UIC 121082655,
having its registered seat and headquarters
address in the city of Sofia 1619, Vitosha
municipal district, 271, Tsar Boris III Blvd.,
Floor 5, Apt. 9 - direct
Impuls I AD, UIC 206421264, Sofia
1784, district Mladost, Mladost 1, block
29А, entrance А, floor 8, apt. 38 – as
representative of Impetus Capital OOD,
UIC: 203592737
Bioseek AD, UIC 204790412, having its
seat address and management address in
the city of Sofia 1505 Oborishte
municipal district, 42, Ilarion
Dragostinov Street, Apt. 37 - indirect
through Imventure I KDA, UIC:
204870431 and Imventure II KDA, UIC
205737996 and Impetus Capital OOD,
UIC 203592737
Online Media OOD, UIC:117004285,
having its registered seat and headquarters
address in the city of Sofia 1415, 11,
Nevena Kokanova Street, floor 5 - direct
United Commercial Outlets AD, UIC
205329927, having its registered seat
and headquarters address in the city of
Sofia 1618, Ovcha Kupel municipal
district, Ovcha Kupel 1 residential
district, Block 48, Entrance B, Apt. 47
Inbro OOD, UIC 121003506, having its
registered seat and headquarters address in
the city of Sofia 1619, Vitosha municipal
district, 271, Tsar Boris III Blvd., fl. 5 -
direct
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 24
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Impetus Capital OOD, UIC 203592737,
having its seat address and management
address in the city of Sofia 1784,
Mladost district, Mladost 1 residential
district, bl. 29А, entrance А, floor 8, apt.
38
Impetus Capital OOD, UIC 203592737,
having its seat address and management
address at city of Sofia 1784, Mladost
district, Mladost 1 residential district, bl.
29А, entrance А, floor 8, apt 38 - direct
Impetus Partners OOD, UIC 205679429,
having its registered seat and
headquarters address in the city of Sofia
1784, Mladost municipal district,
Mladost 1 residential district, Block
29А, entrance А, floor 8
Impetus Partners OOD, UIC 205679429,
having its registered seat and headquarters
address in the city of Sofia 1784, Mladost
municipal district, Mladost 1 residential
district, Block 29А, entrance А, floor 8 –
indirect through Unicom Consult EOOD,
UIC 121082655
Storied Data Inc., having its registered
seat and headquarters address at: State of
Delaware, 251 Little Falls Drive, city of
Wilmington, Delaware 19808, Country of
New Castle, USA
Biodit AD, UIC 203854303, having its seat
address and management address in the city
of Sofia 1756, Studentski municipal district,
125, Kliment Ohridski Blvd – indirect
through Impetus Capital OOD, UIC
203592737
Bioseek AD, UIC 204790412, having its
seat address and management address in the
city of Sofia 1505 Oborishte municipal
district, 42, Ilarion Dragostinov Street, Apt.
37 -indirect through Imventure I KDA, UIC
204870431
ImVenture I KDA, UIC 204870431, Sofia
1784, Mladost municipal district, Mladost 1
residential district, Block 29А, Entrance А,
Floor 8, Apt. 38 – indirect through Impetus
Capital OOD, UIC 203592737
ImVenture II KDA, UIC 205737996 Sofia
1784, Mladost municipal district, Mladost 1
residential district, Block 29А, Entrance А,
Floor 8, Apt. 38 – indirect through Impetus
Capital OOD, UIC 203592737
ImPuls I AD, UIC 206421264, Sofia 1784,
district Mladost, Mladost 1, block 29А,
entrance А, floor 8, ap. 38 – indirect through
Impetus Capital OOD, UIC 203592737
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 24
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
Impetus Capital OOD, UIC 203592737,
having its seat address and management
address in the city of Sofia 1784,
Mladost district, Mladost 1 residential
district, bl. 29А, entrance А, floor 8, apt.
38
Impetus Capital OOD, UIC 203592737,
having its seat address and management
address at city of Sofia 1784, Mladost
district, Mladost 1 residential district, bl.
29А, entrance А, floor 8, apt 38 - direct
Impetus Partners OOD, UIC 205679429,
having its registered seat and
headquarters address in the city of Sofia
1784, Mladost municipal district,
Mladost 1 residential district, Block
29А, entrance А, floor 8
Impetus Partners OOD, UIC 205679429,
having its registered seat and headquarters
address in the city of Sofia 1784, Mladost
municipal district, Mladost 1 residential
district, Block 29А, entrance А, floor 8 –
indirect through Unicom Consult EOOD,
UIC 121082655
Storied Data Inc., having its registered
seat and headquarters address at: State of
Delaware, 251 Little Falls Drive, city of
Wilmington, Delaware 19808, Country of
New Castle, USA
Biodit AD, UIC 203854303, having its seat
address and management address in the city
of Sofia 1756, Studentski municipal district,
125, Kliment Ohridski Blvd – indirect
through Impetus Capital OOD, UIC
203592737
Bioseek AD, UIC 204790412, having its
seat address and management address in the
city of Sofia 1505 Oborishte municipal
district, 42, Ilarion Dragostinov Street, Apt.
37 -indirect through Imventure I KDA, UIC
204870431
ImVenture I KDA, UIC 204870431, Sofia
1784, Mladost municipal district, Mladost 1
residential district, Block 29А, Entrance А,
Floor 8, Apt. 38 – indirect through Impetus
Capital OOD, UIC 203592737
ImVenture II KDA, UIC 205737996 Sofia
1784, Mladost municipal district, Mladost 1
residential district, Block 29А, Entrance А,
Floor 8, Apt. 38 – indirect through Impetus
Capital OOD, UIC 203592737
ImPuls I AD, UIC 206421264, Sofia 1784,
district Mladost, Mladost 1, block 29А,
entrance А, floor 8, ap. 38 – indirect through
Impetus Capital OOD, UIC 203592737
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 25
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
United Commercial Outlets AD, UIC
205329927, having its registered seat and
headquarters address in the city of Sofia
1618, Ovcha Kupel municipal district,
Ovcha Kupel 1 residential district, Block 48,
Entrance B, Apt. 47 – indirect through
ImVenture I KDA, UIC 20487043 and
ImVenture II KDA, UIC 205737996
А4Е OOD, UIC 203608928, having its
registered seat and headquarters address in
the city of Sofia 1618, Ovcha Kupel district,
56, Buket Street, floor 15, аpt. 59 – indirect
through Impetus Capital OOD, UIC
203592737, ImVenture I KDA, UIC
204870431 and ImVenture II KDA, UIC
205737996
Wolfgang Kirsh as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Allterco Europe GmbH, registration
number HRB 271205, registered office:
Lothstr. 5, 80335 München, Germany - –
indirect through Allterco AD
Vitaboni AD, registration number HRB
226533 at the Munich Registry Office,
having its registered seat and
headquarters address: Schellingstr. 48,
80799 München
Allterco Robotics EOOD, UIC
202320104, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Vitaboni AD, registration number HRB
226533 at the Munich Registry Office,
having its registered seat and
headquarters address: Schellingstr. 48,
80799 München (as of the date of this
Report this circumstance has ceased to
exist)
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Allterco Properties EOOD, UIC
204639442, having its registered seat and
headquarters address in the city of Sofia
103, Cherni Vrah Blvd. – indirect through
Allterco AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 25
Nikolay Martinov - as of 31.12.2022
Participation in the governing and
supervisory bodies of other
companies, their participation as
procurators and unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person exercises
control
United Commercial Outlets AD, UIC
205329927, having its registered seat and
headquarters address in the city of Sofia
1618, Ovcha Kupel municipal district,
Ovcha Kupel 1 residential district, Block 48,
Entrance B, Apt. 47 – indirect through
ImVenture I KDA, UIC 20487043 and
ImVenture II KDA, UIC 205737996
А4Е OOD, UIC 203608928, having its
registered seat and headquarters address in
the city of Sofia 1618, Ovcha Kupel district,
56, Buket Street, floor 15, аpt. 59 – indirect
through Impetus Capital OOD, UIC
203592737, ImVenture I KDA, UIC
204870431 and ImVenture II KDA, UIC
205737996
Wolfgang Kirsh as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Allterco Europe GmbH, registration
number HRB 271205, registered office:
Lothstr. 5, 80335 München, Germany - –
indirect through Allterco AD
Vitaboni AD, registration number HRB
226533 at the Munich Registry Office,
having its registered seat and
headquarters address: Schellingstr. 48,
80799 München
Allterco Robotics EOOD, UIC
202320104, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Vitaboni AD, registration number HRB
226533 at the Munich Registry Office,
having its registered seat and
headquarters address: Schellingstr. 48,
80799 München (as of the date of this
Report this circumstance has ceased to
exist)
Allterco Trading EOOD, UIC 203348672
having its registered seat and headquarters
address in the city of Sofia, 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Allterco Properties EOOD, UIC
204639442, having its registered seat and
headquarters address in the city of Sofia
103, Cherni Vrah Blvd. – indirect through
Allterco AD
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 26
Wolfgang Kirsh as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Allterco Asia Ltd., registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji,
Cai Tian road 3069, Gangxia, Futian,
Shenzhen, China – indirect through
Allterco AD
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat
and headquarters address: Lothstr. 5,
80335 München, Federal Republic of
Germany - indirect through Allterco AD
Vitaboni AD, registration number HRB
226533 at the Munich Registry Office
having its registered seat and headquarters
address: Schellingstr. 48, 80799 München
(as of the date of this Report this
circumstance has ceased to exist)
Gregor Beiler as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Digital OOD, having its registered seat
and headquarters address at 49,
Reuterweg Street, 60323 Frankfurt,
Federal Republic of Germany
ICapital Partners AD having its
registered seat and headquarters address
at Bundesstrace 3, Switzerland – 63.2,
Zug
Allterco Robotics EOOD, UIC
202320104, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Dustin Group AB
Augustendalsvägen 7
131 52, Nacka Strand, Stockholm,
Sweden (as of the date of this Report this
circumstance has ceased to exist)
Padres Consulting OOD having its
registered seat and headquarters address,
25, Bayerbrunnerstrasse, Federal
Republic of Germany – 81479, München
Allterco Trading EOOD, UIC 203348672,
having its registered seat and headquarters
address in the city of Sofia 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Allterco Properties EOOD, UIC
204639442, having its registered seat and
headquarters address in the city of Sofia
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Allterco Asia Ltd., registered number
номер 91440300MA5GMK2T5B, having
its registered seat and headquarters address
at number 716, Building A, XingHe Shiji,
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 26
Wolfgang Kirsh as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Allterco Asia Ltd., registered number
91440300MA5GMK2T5B, having its
registered seat and headquarters address at
number 716, Building A, XingHe Shiji,
Cai Tian road 3069, Gangxia, Futian,
Shenzhen, China – indirect through
Allterco AD
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat
and headquarters address: Lothstr. 5,
80335 München, Federal Republic of
Germany - indirect through Allterco AD
Vitaboni AD, registration number HRB
226533 at the Munich Registry Office
having its registered seat and headquarters
address: Schellingstr. 48, 80799 München
(as of the date of this Report this
circumstance has ceased to exist)
Gregor Beiler as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Digital OOD, having its registered seat
and headquarters address at 49,
Reuterweg Street, 60323 Frankfurt,
Federal Republic of Germany
ICapital Partners AD having its
registered seat and headquarters address
at Bundesstrace 3, Switzerland – 63.2,
Zug
Allterco Robotics EOOD, UIC
202320104, having its registered seat and
headquarters address in the city of Sofia,
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Dustin Group AB
Augustendalsvägen 7
131 52, Nacka Strand, Stockholm,
Sweden (as of the date of this Report this
circumstance has ceased to exist)
Padres Consulting OOD having its
registered seat and headquarters address,
25, Bayerbrunnerstrasse, Federal
Republic of Germany – 81479, München
Allterco Trading EOOD, UIC 203348672,
having its registered seat and headquarters
address in the city of Sofia 103, Cherni
Vrah Blvd. – indirect through Allterco AD
Allterco Properties EOOD, UIC
204639442, having its registered seat and
headquarters address in the city of Sofia
103, Cherni Vrah Blvd. – indirect through
Allterco AD
Allterco Asia Ltd., registered number
номер 91440300MA5GMK2T5B, having
its registered seat and headquarters address
at number 716, Building A, XingHe Shiji,
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 27
Gregor Beiler as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Cai Tian road 3069, Gangxia, Futian,
Shenzhen, China – indirect through
Allterco AD
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat
and headquarters address: Lothstr. 5,
80335 München, Federal Republic of
Germany - indirect through Allterco AD
12.5. Agreements signed in the reporting period with the members of the Board of Directors or related
to them parties that fall outside of the usual scope of business activity of the Company or deviate significantly
from the market conditions
In 2022, no contracts were concluded with the members of the Board of Directors of the Company or with person related
to them, that go beyond the ordinary activities of the Company or significantly deviate from market conditions.
12.6. The planned economic policy in the next year, incl. expected investments and staff development,
expected income from investments and development of the Company, as well as forthcoming transactions of
material importance for the Company’s activity
Changes in the economic policy of the Company in 2023 are not foreseen. The revenues of the Company will continue to
be generated mainly from dividends.
It is expected that in 2023 the number of employees in the subsidiaries will increase significantly due to:
1. the expanding of the market presence
2. increase of the R/D capacity of the subsidiaries
13. AVAILABLE BRANCHES OF THE COMPANY
The Company has no registered branches.
One of the subsidiaries – Allterco Robotics EOOD has a registered branch in Ireland in 2022.
14. FINANCIAL INSTRUMENTS USED BY THE COMPANY
Allterco AD has not used financial instruments in 2022 to hedge risks from changes in foreign currency exchange rates,
interest rates or uncertainty of cash flows. During the reporting year, the Company has not performed currency risk
hedging transactions.
The Company has long-term financial instruments and during the reporting period it sold part of them (see note 9 to the
separate financial statements).
The Company could have exposure to liquidity, market, interest rate, currency and operational risks arising from the use
of financial instruments.
15. ADDITIONAL INFORMATION UNDER APPENDIX No 2 OF ORDINANCE No 2 OF FSC
15.1. Information about the value and quantity on the main categories of goods, products and/or
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 27
Gregor Beiler as of 31.12.2022
Participation in the governing and
supervisory bodies of other companies,
their participation as procurators and
unlimited partners
Participation in the capital of other
companies outside the Group of
Allterco AD
Companies in which the person
exercises control
Cai Tian road 3069, Gangxia, Futian,
Shenzhen, China – indirect through
Allterco AD
Allterco Europe GmbH, registered number
HRB 271205, having its registered seat
and headquarters address: Lothstr. 5,
80335 München, Federal Republic of
Germany - indirect through Allterco AD
12.5. Agreements signed in the reporting period with the members of the Board of Directors or related
to them parties that fall outside of the usual scope of business activity of the Company or deviate significantly
from the market conditions
In 2022, no contracts were concluded with the members of the Board of Directors of the Company or with person related
to them, that go beyond the ordinary activities of the Company or significantly deviate from market conditions.
12.6. The planned economic policy in the next year, incl. expected investments and staff development,
expected income from investments and development of the Company, as well as forthcoming transactions of
material importance for the Company’s activity
Changes in the economic policy of the Company in 2023 are not foreseen. The revenues of the Company will continue to
be generated mainly from dividends.
It is expected that in 2023 the number of employees in the subsidiaries will increase significantly due to:
1. the expanding of the market presence
2. increase of the R/D capacity of the subsidiaries
13. AVAILABLE BRANCHES OF THE COMPANY
The Company has no registered branches.
One of the subsidiaries – Allterco Robotics EOOD has a registered branch in Ireland in 2022.
14. FINANCIAL INSTRUMENTS USED BY THE COMPANY
Allterco AD has not used financial instruments in 2022 to hedge risks from changes in foreign currency exchange rates,
interest rates or uncertainty of cash flows. During the reporting year, the Company has not performed currency risk
hedging transactions.
The Company has long-term financial instruments and during the reporting period it sold part of them (see note 9 to the
separate financial statements).
The Company could have exposure to liquidity, market, interest rate, currency and operational risks arising from the use
of financial instruments.
15. ADDITIONAL INFORMATION UNDER APPENDIX No 2 OF ORDINANCE No 2 OF FSC
15.1. Information about the value and quantity on the main categories of goods, products and/or
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 28
services provided, indicating their share in the issuer's sales revenue as a whole and the changes occurring
during the accounting financial year
Allterco AD does not carry out direct pro duction activities. The production activity is carried out by the issuer’s
subsidiaries.
15.2. Information on revenues broken down by category of activity, internal and external markets as
well as information on the sources of supply of materials necessary for the production of goods or the provision
of services reflecting the degree of dependence on each individual seller or buyer/user, in case the relative
share of any of them exceeds 10 per cent of the costs or revenues from sales, information is provided for each
person separately, about their share in the sales or purchases and their relations with the issuer
Information on revenue, broken down by main category of activities is presented in p. 3.1. of this Report.
15.3. Information about concluded significant deals
During the reporting period Allterco AD has concluded transactions within the ordinary scope of business, which
might be considered significant due to their specifics:
• In the first quarter of of 2022 Allterco AD has increased the capital of its subsidiary Allterco Robotics EOOD.
The registered capital of Allterco Robotics EOOD was increased from BGN 1 500 000 (EUR 766 937.82) with BGN
5 500 000 (EUR 2 812 105.34) to BGN 7 000 000 (EUR 3 579 043.16), by subscribing 5 500 000 company shares with
nominal value of BGN 1 each;
• In the second quarter of 2022 Allterco AD has approved financing of the activities of the subsidiary Allterco
Robotics Inc., USA with the following parameters: (1) providing additional cash contribution in the amount of
USD 1 million, for a one- year term at annual interest rate of 1% and (2) increase of the capital in the amount of
USD 500 000. At the end of the reporting period the financing was provided fully to the subsidiary.
• In the second quarter of 2022 the Company has acquired 40 000 own shares, representing 0,22% of the capital of
Allterco AD through over-the-counter transactions (OTC transactions) at a price of BGN 19,50 for share. At the end
of the reporting period the Company continues to hold these shares.
• Long-term investments have been made after the end of the reporting period , in January 2023 the Company
completed phase I of the acquisition of the Slovenian IoT provider GOAP Računalniški inženiring in avtomatizacija
procesov d.o.o. Nova Gorica, („GOAP” or “Acquiree”) representing the acquisition of 60% of acquiree’s equity.
The transaction is subject to share purchase agreements ("SPA"), which have been signed with all four GOAP
shareholders. The total transaction price for phase I amounts to EUR 2 million.
The remaining 40% of the equity of Acquiree, owned by the three owners – individuals, are subject to an options contract,
which was signed along with the acquisition agreements. Under the options contract Allterco AD has an unconditional
option to purchase (call option), whereas the sellers – conditional option to sell (put option) two packages of company
shares (the exercise of any of the sellers’ options is subject to achieving in the period 2023 -2025 of specific minimum
criteria for KPI, EBITDA and revenue). One of the options is for the acquisition of 16%, whereas the other is for the
acquisition of 24% of the equity of GOAP. The total price for the shares upon exercise of the options depends on the
extent of realization of the conditions for this and may vary between EUR 699 999.70 (BGN 1 369 080.41) and EUR 3
449 998.60 (BGN 6 747 610.76).
15.4. Information on transactions concluded between the issuer and related parties during the
reporting period, proposals for such transactions as well as transactions that are outside its ordinary activity
or materially deviate from the market conditions, where the issuer or its subsidiary is a party with indication
of the value of the transactions, the nature of the relationship and any information necessary to assess the
impact on the issuer's financial position
During the reporting period the Company has not entered into any transactions with interested parties within the meaning
of POSA.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 28
services provided, indicating their share in the issuer's sales revenue as a whole and the changes occurring
during the accounting financial year
Allterco AD does not carry out direct pro duction activities. The production activity is carried out by the issuer’s
subsidiaries.
15.2. Information on revenues broken down by category of activity, internal and external markets as
well as information on the sources of supply of materials necessary for the production of goods or the provision
of services reflecting the degree of dependence on each individual seller or buyer/user, in case the relative
share of any of them exceeds 10 per cent of the costs or revenues from sales, information is provided for each
person separately, about their share in the sales or purchases and their relations with the issuer
Information on revenue, broken down by main category of activities is presented in p. 3.1. of this Report.
15.3. Information about concluded significant deals
During the reporting period Allterco AD has concluded transactions within the ordinary scope of business, which
might be considered significant due to their specifics:
• In the first quarter of of 2022 Allterco AD has increased the capital of its subsidiary Allterco Robotics EOOD.
The registered capital of Allterco Robotics EOOD was increased from BGN 1 500 000 (EUR 766 937.82) with BGN
5 500 000 (EUR 2 812 105.34) to BGN 7 000 000 (EUR 3 579 043.16), by subscribing 5 500 000 company shares with
nominal value of BGN 1 each;
• In the second quarter of 2022 Allterco AD has approved financing of the activities of the subsidiary Allterco
Robotics Inc., USA with the following parameters: (1) providing additional cash contribution in the amount of
USD 1 million, for a one- year term at annual interest rate of 1% and (2) increase of the capital in the amount of
USD 500 000. At the end of the reporting period the financing was provided fully to the subsidiary.
• In the second quarter of 2022 the Company has acquired 40 000 own shares, representing 0,22% of the capital of
Allterco AD through over-the-counter transactions (OTC transactions) at a price of BGN 19,50 for share. At the end
of the reporting period the Company continues to hold these shares.
• Long-term investments have been made after the end of the reporting period , in January 2023 the Company
completed phase I of the acquisition of the Slovenian IoT provider GOAP Računalniški inženiring in avtomatizacija
procesov d.o.o. Nova Gorica, („GOAP” or “Acquiree”) representing the acquisition of 60% of acquiree’s equity.
The transaction is subject to share purchase agreements ("SPA"), which have been signed with all four GOAP
shareholders. The total transaction price for phase I amounts to EUR 2 million.
The remaining 40% of the equity of Acquiree, owned by the three owners – individuals, are subject to an options contract,
which was signed along with the acquisition agreements. Under the options contract Allterco AD has an unconditional
option to purchase (call option), whereas the sellers – conditional option to sell (put option) two packages of company
shares (the exercise of any of the sellers’ options is subject to achieving in the period 2023 -2025 of specific minimum
criteria for KPI, EBITDA and revenue). One of the options is for the acquisition of 16%, whereas the other is for the
acquisition of 24% of the equity of GOAP. The total price for the shares upon exercise of the options depends on the
extent of realization of the conditions for this and may vary between EUR 699 999.70 (BGN 1 369 080.41) and EUR 3
449 998.60 (BGN 6 747 610.76).
15.4. Information on transactions concluded between the issuer and related parties during the
reporting period, proposals for such transactions as well as transactions that are outside its ordinary activity
or materially deviate from the market conditions, where the issuer or its subsidiary is a party with indication
of the value of the transactions, the nature of the relationship and any information necessary to assess the
impact on the issuer's financial position
During the reporting period the Company has not entered into any transactions with interested parties within the meaning
of POSA.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 29
The Company has not entered into transactions with its subsidiaries and associated companies that are outside of its usual
business or significantly deviate from market conditions. Transactions in the ordinary course of business with subsidiaries
include:
• The Company uses cars rented from subsidiary at the total amount of BGN 17 thousand (reported as
expenses for depreciation of right-of-use assets in compliance with IFRS 16; the gross book value of the
liability is BGN 34 thousand and the current portion of the liability is BGN 17 thousand).
• Allterco AD has granted an additional cash contribution to its subsidiary Allterco Trading EOOD in the
amount of EUR 900 000 and the term was extended with one more year. The interest income for the period
amounts to BGN 5 thousand. The additional cash contribution was repaid fully in the beginning of а 2022.
• Allterco AD has increased the capital of its subsidiary Allterco Robotics EOOD with BGN 5 500 000 (EUR
2 812 105.34) to BGN 7 000 000 (EUR 3 579 043.16), by subscribing 5 500 000 company shares with
nominal value of BGN 1 each.
• The Board of Directors of Allterco AD has approved financing of the activities of the subsidiary Allterco
Robotics Inc., USA with the following parameters: (1) providing additional cash contribution in the amount
of USD 1 million, for a one- year term at annual interest rate of 1% and (2) increase of the capital in the
amount of USD 500 000. At the end of the reporting period the financing was provided fully to the
subsidiary.
• At the end of 2022 Allterco AD has recognized income from dividend amounting to BGN 4 001 thousand
from its subsidiary Allterco Trading.
For further information on transactions with companies in the Group, see Note 6 of the financial statements as of
December 31, 2022.
15.5. Information about events and indicators of unusual for the i ssuer nature that have a significant
impact on its activities and its realized revenues and expenses; assessment of their impact on results in the
current year
During the reporting period there were no events or indicators of unusual nature for Allterco AD. Allterco AD is a joint
stock company - holding, whose scope of business includes acquisition, management, assessment and sale of
participations in Bulgarian and foreign companies. Within the scope of activities during the reporting period the Company
has carried out transactions as indicated in p. 15.3 of this Report.
15.6. Information about off-balance-sheet transactions - nature and business purpose, indication of the
financial impact of transactions on the business if the risk and benefits of those transactions are material to
the issuer and disclosure of such information is material to the issuer's financial condition
During the reporting period the Company has not entered into transactions that were conducted off-balance sheet.
15.7. Information on shareholdings of the issuer, 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 companies within the meaning of the Accountancy Act and the sources/ways of financing
As of the end of the reporting period Allterco AD owns shares of subsidiaries as indicated in p. 2 of this Report.
The Company owns 593 536 shares of the capital of Link Mobility Group Holding ASA, “Link Holding”. The indicated
number of shares represents the remaining part of a total of 1 345 180 shares, received as part of (20%) of the price in
accordance with Share Purchase Agreement (SPA) dated 29.06.2019 for the sale of telecommunications business of
Allterco AD in Europe, concluded with Link Mobility Group AS.
15.8. Information about loan agreements concluded by the issuer or its subsidiary or parent company,
in their capacity of borrowers, with specification of their terms, including deadlines for repayment, as well as
information on guarantees and commitments
Allterco AD is a borrower under a Mortgage (investment) loan agreement dated 25.08.2017, concluded with KBC Bank,
secured by a guarantee of the subsidiary Allterco Properties EOOD.
The Company has assumed joint liability and a guarantee obligation for securing the following bank financing agreements
concluded by its subsidiary Allterco Robotics EOOD with KBC Bank. For further information see Note 7 of the separate
financial statements of the Company as of December 31, 2022.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 29
The Company has not entered into transactions with its subsidiaries and associated companies that are outside of its usual
business or significantly deviate from market conditions. Transactions in the ordinary course of business with subsidiaries
include:
• The Company uses cars rented from subsidiary at the total amount of BGN 17 thousand (reported as
expenses for depreciation of right-of-use assets in compliance with IFRS 16; the gross book value of the
liability is BGN 34 thousand and the current portion of the liability is BGN 17 thousand).
• Allterco AD has granted an additional cash contribution to its subsidiary Allterco Trading EOOD in the
amount of EUR 900 000 and the term was extended with one more year. The interest income for the period
amounts to BGN 5 thousand. The additional cash contribution was repaid fully in the beginning of а 2022.
• Allterco AD has increased the capital of its subsidiary Allterco Robotics EOOD with BGN 5 500 000 (EUR
2 812 105.34) to BGN 7 000 000 (EUR 3 579 043.16), by subscribing 5 500 000 company shares with
nominal value of BGN 1 each.
• The Board of Directors of Allterco AD has approved financing of the activities of the subsidiary Allterco
Robotics Inc., USA with the following parameters: (1) providing additional cash contribution in the amount
of USD 1 million, for a one- year term at annual interest rate of 1% and (2) increase of the capital in the
amount of USD 500 000. At the end of the reporting period the financing was provided fully to the
subsidiary.
• At the end of 2022 Allterco AD has recognized income from dividend amounting to BGN 4 001 thousand
from its subsidiary Allterco Trading.
For further information on transactions with companies in the Group, see Note 6 of the financial statements as of
December 31, 2022.
15.5. Information about events and indicators of unusual for the i ssuer nature that have a significant
impact on its activities and its realized revenues and expenses; assessment of their impact on results in the
current year
During the reporting period there were no events or indicators of unusual nature for Allterco AD. Allterco AD is a joint
stock company - holding, whose scope of business includes acquisition, management, assessment and sale of
participations in Bulgarian and foreign companies. Within the scope of activities during the reporting period the Company
has carried out transactions as indicated in p. 15.3 of this Report.
15.6. Information about off-balance-sheet transactions - nature and business purpose, indication of the
financial impact of transactions on the business if the risk and benefits of those transactions are material to
the issuer and disclosure of such information is material to the issuer's financial condition
During the reporting period the Company has not entered into transactions that were conducted off-balance sheet.
15.7. Information on shareholdings of the issuer, 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 companies within the meaning of the Accountancy Act and the sources/ways of financing
As of the end of the reporting period Allterco AD owns shares of subsidiaries as indicated in p. 2 of this Report.
The Company owns 593 536 shares of the capital of Link Mobility Group Holding ASA, “Link Holding”. The indicated
number of shares represents the remaining part of a total of 1 345 180 shares, received as part of (20%) of the price in
accordance with Share Purchase Agreement (SPA) dated 29.06.2019 for the sale of telecommunications business of
Allterco AD in Europe, concluded with Link Mobility Group AS.
15.8. Information about loan agreements concluded by the issuer or its subsidiary or parent company,
in their capacity of borrowers, with specification of their terms, including deadlines for repayment, as well as
information on guarantees and commitments
Allterco AD is a borrower under a Mortgage (investment) loan agreement dated 25.08.2017, concluded with KBC Bank,
secured by a guarantee of the subsidiary Allterco Properties EOOD.
The Company has assumed joint liability and a guarantee obligation for securing the following bank financing agreements
concluded by its subsidiary Allterco Robotics EOOD with KBC Bank. For further information see Note 7 of the separate
financial statements of the Company as of December 31, 2022.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 30
15.9. Information on loan agreements concluded by the issuer, its subsidiary or parent company, in
their capacity as lenders, including the provision of guarantees of any kind, including to related parties, with
specification of their special terms, including the final payment deadlines, and the purpose for which they were
granted
The Board of Directors of Allterco AD has approved financing of the activities of the subsidiary Allterco Robotics Inc.,
USA with the following parameters: (1) providing additional cash contribution in the amount of USD 1 million, for a one-
year term at annual interest rate of 1% and (2) increase of the capital in the amount of USD 500 000. At the end of the
reporting period the financing was provided fully to the subsidiary.
Allterco AD has not concluded other loan agreements in its capacity of a lender.
The subsidiaries have provided guarantees in the form of joint liability under bank financing agreements, as indicated in
Note 7 of the separate financial statements of the Company.
15.10. Information on the use of funds from new issue of securities during the reporting period
In 2020, the Company issued new securities as a result of a successful capital increase through an initial public offering.
In the course of the offer were subscribed and paid 2 999 999 (two million nine hundred and ninety-nine thousand nine
hundred and ninety-nine) dematerialized ordinary registered voting shares with a nominal value of one lev.
As of the end of the reporting period, the Company has spent part of the funds from the new issue of shares, as follows:
• Expansion and building of the distribution network: participation in local and international exhibitions and
registration of a subsidiary in Germany which will build on the distribution network and develop new sales
channels in Western Europe;
• Working capital: increase of inventories of production of the subsidiaries and of critical electronic
components for the manufacturing process.
• R&D development: increase of IT and engineering staff; expenses for device certification.
15.11. Analysis of the relationship between the achieved financial results reflected in the financial
statements for the financial year and previously published forecasts of these results
Allterco AD has not published forecasts for the current financial year on an individual basis. The Company has published
forecasts for 2022 only on a consolidated basis as part of the Prospectus for public offering of shares from the capital
increase of Allterco AD, together with the amendments thereto.
15.12. Analysis and evaluation of the policy on financial resources management, specifying the
capabilities for servicing the obligations, possible threats and measures that the issuer has undertaken or is
about to undertake to eliminate the risks
ALLTERCO AD carries out its operational activities in a way that the management of the financial resources is
exclusively subordinated to the maintaining of such a capital structure that will allow to combine the lower risk of using
only own funds with the higher efficiency and flexibility of cash flow under conditions of debt financing so that the
Company is able at any time to switch from one type of financing to another, depending on its specific needs.
Impact of COVID 19 on the business activity:
In 2022, the management continued to successfully implement certain stabilization measures to limit potential negative
impact on the Company's personnel and/or financial position. As a result of these measures (introduction of a hybrid work
option for the Group’s employees; timely resourcing of key production components), the Group is reporting a positive
trend in its business development and expects this trend to continue in next financial year.
15.13. Assessment of the possibilities for realization of investment intentions, indicating the amount of
the available funds and stating the possible changes in the structure of financing this activity
The Company plans to continue investing in 2023 in the development of Internet of Things through its subsidiaries.
The investment program will be funded with the Company’s own cash and raised funds, if necessary.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 30
15.9. Information on loan agreements concluded by the issuer, its subsidiary or parent company, in
their capacity as lenders, including the provision of guarantees of any kind, including to related parties, with
specification of their special terms, including the final payment deadlines, and the purpose for which they were
granted
The Board of Directors of Allterco AD has approved financing of the activities of the subsidiary Allterco Robotics Inc.,
USA with the following parameters: (1) providing additional cash contribution in the amount of USD 1 million, for a one-
year term at annual interest rate of 1% and (2) increase of the capital in the amount of USD 500 000. At the end of the
reporting period the financing was provided fully to the subsidiary.
Allterco AD has not concluded other loan agreements in its capacity of a lender.
The subsidiaries have provided guarantees in the form of joint liability under bank financing agreements, as indicated in
Note 7 of the separate financial statements of the Company.
15.10. Information on the use of funds from new issue of securities during the reporting period
In 2020, the Company issued new securities as a result of a successful capital increase through an initial public offering.
In the course of the offer were subscribed and paid 2 999 999 (two million nine hundred and ninety-nine thousand nine
hundred and ninety-nine) dematerialized ordinary registered voting shares with a nominal value of one lev.
As of the end of the reporting period, the Company has spent part of the funds from the new issue of shares, as follows:
• Expansion and building of the distribution network: participation in local and international exhibitions and
registration of a subsidiary in Germany which will build on the distribution network and develop new sales
channels in Western Europe;
• Working capital: increase of inventories of production of the subsidiaries and of critical electronic
components for the manufacturing process.
• R&D development: increase of IT and engineering staff; expenses for device certification.
15.11. Analysis of the relationship between the achieved financial results reflected in the financial
statements for the financial year and previously published forecasts of these results
Allterco AD has not published forecasts for the current financial year on an individual basis. The Company has published
forecasts for 2022 only on a consolidated basis as part of the Prospectus for public offering of shares from the capital
increase of Allterco AD, together with the amendments thereto.
15.12. Analysis and evaluation of the policy on financial resources management, specifying the
capabilities for servicing the obligations, possible threats and measures that the issuer has undertaken or is
about to undertake to eliminate the risks
ALLTERCO AD carries out its operational activities in a way that the management of the financial resources is
exclusively subordinated to the maintaining of such a capital structure that will allow to combine the lower risk of using
only own funds with the higher efficiency and flexibility of cash flow under conditions of debt financing so that the
Company is able at any time to switch from one type of financing to another, depending on its specific needs.
Impact of COVID 19 on the business activity:
In 2022, the management continued to successfully implement certain stabilization measures to limit potential negative
impact on the Company's personnel and/or financial position. As a result of these measures (introduction of a hybrid work
option for the Group’s employees; timely resourcing of key production components), the Group is reporting a positive
trend in its business development and expects this trend to continue in next financial year.
15.13. Assessment of the possibilities for realization of investment intentions, indicating the amount of
the available funds and stating the possible changes in the structure of financing this activity
The Company plans to continue investing in 2023 in the development of Internet of Things through its subsidiaries.
The investment program will be funded with the Company’s own cash and raised funds, if necessary.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 31
15.14. Information on changes that occurred during the reporting period in the key management
principles of the issuer and its Group of companies within the meaning of the Accountancy Act
During the reporting period, there were no changes in the basic principles for managing the Company and its Group of
companies.
15.15. Information on the main features of the internal control and the risk management system applied
by the issuer in the financial reporting process
A general description of the internal control and risk management system
The Company has a system of internal control and risk management ("the system") that guarantees the effective
functioning of the reporting and disclosure systems as well as an Audit committee. The system is built and functioning in
order to identify the risks associated with the Company's activities and their effective management. The Board of Directors
has the primary responsibility and role in establishing the internal control and risk management system. It performs both
managing and guiding function as well as ongoing monitoring.
The ongoing monitoring by the management consists of assessing whether the system is still appropriate for the Company
in a changed environment, whether it operates as expected and whether it adapts successfully to the changed conditions.
The evaluation of selected areas is in line with the Company's priorities. The evaluation is also commensurate with the
specifics of the Company and the impact of the identified risks.
The Board of Directors monitors the main features and characteristics of the system, including identified incidents and
the respective applied corrective actions.
The Audit Committee assists the Board of Directors in the execution of their control functions and powers with regard to
the financial reporting process, the internal control system, the audit process and monitoring on compliance of the
activities of Allterco AD with the provisions of applicable national and European legislation, as well as the Company's
internal policies. The Audit Committee holds regular meetings, fulfilling the functions assigned to it by law and the
General Meeting of Shareholders in accordance with the adopted Statutes.
Control environment
The control environment includes the functions of general management, as well as the attitude, awareness and actions of
the corporate management pertaining to internal control.
• Commitment for competence. The Board of Directors of the Company, as well as those involved in the internal
control and risk management process, have the relevant knowledge and skills necessary to perform the tasks.
The executive members of the Board of Directors of the Company monitor the levels of competence required
for the specific jobs and the ways in which those competences become required skills and knowledge.
• Participation of those charged with governance. The awareness of control in the Company is greatly
influenced by those charged with governance, namely the Board of Directors. The responsibilities of the
members of the Board of Directors are stated in the Statutes of the Company and the management contracts. In
addition, the Executive Members of the Board of Directors are also responsible for the supervision of the
effective functioning of the early warning procedures and of improving the Company's internal control.
• Philosophy and operational style of the management. The philosophy and operational style of the
management cover a wide range of characteristics. The attitudes of the members of the Board of Directors and
their actions in relation to financial reporting are manifested through the choice of more conservative accounting
principles.
• Organizational structure. Establishing an appropriate organizational structure includes determining the main
areas of authority and responsibility and the appropriate hierarchical levels of accountability and reporting. The
Board of Directors assesses the appropriateness of the organizational structure of the Company, taking into
consideration the size and nature of the activities performed.
• Assignment of powers and responsibilities . When assigning powers and responsibilities of the employees in
the Company, the management shall take into account the business practices applicable to the sector, knowledge
and experience of employees and available resources available in the Company.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 31
15.14. Information on changes that occurred during the reporting period in the key management
principles of the issuer and its Group of companies within the meaning of the Accountancy Act
During the reporting period, there were no changes in the basic principles for managing the Company and its Group of
companies.
15.15. Information on the main features of the internal control and the risk management system applied
by the issuer in the financial reporting process
A general description of the internal control and risk management system
The Company has a system of internal control and risk management ("the system") that guarantees the effective
functioning of the reporting and disclosure systems as well as an Audit committee. The system is built and functioning in
order to identify the risks associated with the Company's activities and their effective management. The Board of Directors
has the primary responsibility and role in establishing the internal control and risk management system. It performs both
managing and guiding function as well as ongoing monitoring.
The ongoing monitoring by the management consists of assessing whether the system is still appropriate for the Company
in a changed environment, whether it operates as expected and whether it adapts successfully to the changed conditions.
The evaluation of selected areas is in line with the Company's priorities. The evaluation is also commensurate with the
specifics of the Company and the impact of the identified risks.
The Board of Directors monitors the main features and characteristics of the system, including identified incidents and
the respective applied corrective actions.
The Audit Committee assists the Board of Directors in the execution of their control functions and powers with regard to
the financial reporting process, the internal control system, the audit process and monitoring on compliance of the
activities of Allterco AD with the provisions of applicable national and European legislation, as well as the Company's
internal policies. The Audit Committee holds regular meetings, fulfilling the functions assigned to it by law and the
General Meeting of Shareholders in accordance with the adopted Statutes.
Control environment
The control environment includes the functions of general management, as well as the attitude, awareness and actions of
the corporate management pertaining to internal control.
• Commitment for competence. The Board of Directors of the Company, as well as those involved in the internal
control and risk management process, have the relevant knowledge and skills necessary to perform the tasks.
The executive members of the Board of Directors of the Company monitor the levels of competence required
for the specific jobs and the ways in which those competences become required skills and knowledge.
• Participation of those charged with governance. The awareness of control in the Company is greatly
influenced by those charged with governance, namely the Board of Directors. The responsibilities of the
members of the Board of Directors are stated in the Statutes of the Company and the management contracts. In
addition, the Executive Members of the Board of Directors are also responsible for the supervision of the
effective functioning of the early warning procedures and of improving the Company's internal control.
• Philosophy and operational style of the management. The philosophy and operational style of the
management cover a wide range of characteristics. The attitudes of the members of the Board of Directors and
their actions in relation to financial reporting are manifested through the choice of more conservative accounting
principles.
• Organizational structure. Establishing an appropriate organizational structure includes determining the main
areas of authority and responsibility and the appropriate hierarchical levels of accountability and reporting. The
Board of Directors assesses the appropriateness of the organizational structure of the Company, taking into
consideration the size and nature of the activities performed.
• Assignment of powers and responsibilities . When assigning powers and responsibilities of the employees in
the Company, the management shall take into account the business practices applicable to the sector, knowledge
and experience of employees and available resources available in the Company.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 32
• Policies and practices related to human resource. When recruiting staff, the executive members of Board of
Directors focus on qualifications, previous professional experience, past accomplishments, and evidence of
integrity and ethical conduct. The purpose of corporate management is to hire competent and reliable employees.
Risk assessment process for the Company
The process of risk assessment is the basis on which the Board of Directors of the Company determines the risks to be
managed.
The Board of Directors of the Company identifies the following types of risk that affect the Company and its activities:
general (systematic) and specific (non-systematic) risks.
Systematic risks are related to the macro environment in which the Company operates, which is why in most cases they
cannot be controlled by the management team.
Non-systematic risks are directly related to the activities of the Company and depend mainly on corporate governance.
To minimize them, we rely on increasing the efficiency of internal company planning and forecasting, which provides
opportunities to overcome possible negative consequences of a risky event.
Each of the risks related to the country - political, economic, credit, inflation, foreign exchange, has its own significance,
but the interaction between them forms a comprehensive picture of the main economic indicators, market and competitive
conditions in the country in which the Company operates.
A detailed description of the risks typical for the activity of Allterco AD is presented in the section VII. MAIN RISKS,
WHICH THE COMPANY FACES in this Report.
15.16. Information about the changes in the Board of Directors of the Company
During the reporting period, changes were made to the composition of the Board of Directors of the Company. With a
decision of the extraordinary General Meeting of Shareholders held on 08.04.2022 the number and composition of the
Board of Directors was changed from three to five members and the current members were joined by Mr. Wolfgang
Kirsch and Mr. Gregor Beiler.
Pursuant to the decision of the General Meeting of Shareholders at its first meeting, held on 08.04.2022, the Board of
Directors elected from among its members - executive members, chairman and deputy chairman, as follows:
• Gregor Beiler – Chairman;
• Nikolay Martinov – Deputy Chairman;
• Dimitar Dimitrov – Executive Director and representative;
• Wolfgang Kirsch – Executive Director and representative;
• Svetlin Todorov – Member of the Board of Directors and representative;
The members of the Board of Directors representing the Company represent the Company jointly or severally.
15.17. Information on the amount of remuneration, rewards and/or additional benefits of each member
of the Board of Directors for the reporting financial year paid by the issuer and its subsidiaries, regardless of
whether they were included in the issuer's expenses or are attributable to distribution of profits, including:
А) received amounts and non-monetary remunerations
During the reporting period, the members of the Board of Directors received from Allterco AD cash /gross/ in the total
amount of BGN 750 thousand in accordance with the effective Remuneration Policy.
• Dimitar Stoyanov Dimitrov – BGN 60 thousand.
• Svetlin Iliev Todorov – BGN 60 thousand.
• Nikolay Angelov Martinov – BGN 60 thousand.
• Wolfgang Kirsch – BGN 404 thousand.
• Gregor Beiler – BGN 166 thousand.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 32
• Policies and practices related to human resource. When recruiting staff, the executive members of Board of
Directors focus on qualifications, previous professional experience, past accomplishments, and evidence of
integrity and ethical conduct. The purpose of corporate management is to hire competent and reliable employees.
Risk assessment process for the Company
The process of risk assessment is the basis on which the Board of Directors of the Company determines the risks to be
managed.
The Board of Directors of the Company identifies the following types of risk that affect the Company and its activities:
general (systematic) and specific (non-systematic) risks.
Systematic risks are related to the macro environment in which the Company operates, which is why in most cases they
cannot be controlled by the management team.
Non-systematic risks are directly related to the activities of the Company and depend mainly on corporate governance.
To minimize them, we rely on increasing the efficiency of internal company planning and forecasting, which provides
opportunities to overcome possible negative consequences of a risky event.
Each of the risks related to the country - political, economic, credit, inflation, foreign exchange, has its own significance,
but the interaction between them forms a comprehensive picture of the main economic indicators, market and competitive
conditions in the country in which the Company operates.
A detailed description of the risks typical for the activity of Allterco AD is presented in the section VII. MAIN RISKS,
WHICH THE COMPANY FACES in this Report.
15.16. Information about the changes in the Board of Directors of the Company
During the reporting period, changes were made to the composition of the Board of Directors of the Company. With a
decision of the extraordinary General Meeting of Shareholders held on 08.04.2022 the number and composition of the
Board of Directors was changed from three to five members and the current members were joined by Mr. Wolfgang
Kirsch and Mr. Gregor Beiler.
Pursuant to the decision of the General Meeting of Shareholders at its first meeting, held on 08.04.2022, the Board of
Directors elected from among its members - executive members, chairman and deputy chairman, as follows:
• Gregor Beiler – Chairman;
• Nikolay Martinov – Deputy Chairman;
• Dimitar Dimitrov – Executive Director and representative;
• Wolfgang Kirsch – Executive Director and representative;
• Svetlin Todorov – Member of the Board of Directors and representative;
The members of the Board of Directors representing the Company represent the Company jointly or severally.
15.17. Information on the amount of remuneration, rewards and/or additional benefits of each member
of the Board of Directors for the reporting financial year paid by the issuer and its subsidiaries, regardless of
whether they were included in the issuer's expenses or are attributable to distribution of profits, including:
А) received amounts and non-monetary remunerations
During the reporting period, the members of the Board of Directors received from Allterco AD cash /gross/ in the total
amount of BGN 750 thousand in accordance with the effective Remuneration Policy.
• Dimitar Stoyanov Dimitrov – BGN 60 thousand.
• Svetlin Iliev Todorov – BGN 60 thousand.
• Nikolay Angelov Martinov – BGN 60 thousand.
• Wolfgang Kirsch – BGN 404 thousand.
• Gregor Beiler – BGN 166 thousand.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 33
During the reporting period the following members of the Board of Directors received cash remuneration /gross/ from
subsidiaries:
• Dimitar Stoyanov Dimitrov – BGN 596 thousand.
• Svetlin Iliev Todorov – BGN 578 thousand.
• Wolfgang Kirsch – BGN 217 thousand.
The members of the Board of Directors have not received any non-cash remuneration during the reporting period.
B) contingent or deferred remuneration arising during the year, even if the remuneration is due at a later date
At the General Meeting of Shareholders held on December 13, 2022, a decision was adopted to amend the Remuneration
policy of the members of the Board of Directors (“Policy”), as well as Scheme for granting variable remuneration in
shares of the Company to the executive members of the Board of Directors for the period 2022 – 2025 (“Scheme”).
Based on the adopted decisions on December 13, 2022, at the General Meeting of the Shareholders a decision was taken
to grant variable remuneration in shares to the executive members of the Board of Directors of Allterco AD in the form
of options, according to the Scheme, namely:
(1) to the director Mr. Dimitar Dimitrov for the Period of execution of the Scheme is granted a package of conditional
options, the conditions and order for exercising are in accordance with the Scheme and Policy, and the remuneration may
reach maximum number of 296 750 shares of the capital of Allterco AD, as follows:
The basic options, each for the specified number of shares, the conditions of exercise of which include the achievement
of the specified Quarterly Average Share Price ("QASP") on one of the alternatively specified reference dates and other
conditions under the Scheme are as follows:
(i) 59 350 shares at QASP of at least ЕUR 11.16 ("Basic option 11.16 DD");
(ii) 44 512 shares at QASP of at least ЕUR 18.00 ("Basic option 18 DD");
(iii) 44 513 shares at QASP of at least ЕUR 27.00 ("Basic option 27 DD");
(iv) 44 512 shares at QASP of at least ЕUR 38.00 ("Basic option 38 DD");
(v) 44 513 shares at QASP of at least ЕUR 46.00 ("Basic option 46 DD");
(vi) 59 350 shares at QASP of at least ЕUR 55.00 ("Basic option 55 DD").
Reserve options, each for the indicated number of shares, whose conditions for exercise for the specified reference period
are determined according to the Scheme, as follows:
(i) 29 513 shares upon meeting conditions provided for in the Scheme for reference year 2022. ("Reserve option
2022 DD");
(ii) 34 675 shares upon meeting conditions provided for in the Scheme for reference year 2023. ("Reserve option
2023 DD");
(iii) 39 675 shares upon meeting conditions provided for in the Scheme for reference year 2024. ("Reserve option
2024 DD");
(iv) 44 512 shares upon meeting conditions provided for in the Scheme for reference year 2025. ("Reserve option
2025 DD").
(2) to the director Wolfgang Kirsch for the Period of execution of the Scheme is granted a package of conditional options,
the conditions and order for exercising are in accordance with the Scheme and Policy, and the remuneration may reach
maximum number of 593 500 shares of the capital of Allterco AD, as follows:
(i) 118 700 shares at QASP of at least ЕUR 11.16 ("Basic option 11.16 WK");
(ii) 89 025 shares at QASP of at least ЕUR 18.00 ("Basic option 18 WK");
(iii) 89 025 shares at QASP of at least ЕUR 27.00 ("Basic option 27 WK");
(iv) 89 025 shares at QASP of at least ЕUR 38.00 ("Basic option 38 WK");
(v) 89 025 shares at QASP of at least ЕUR 46.00 ("Basic option 46 WK");
(vi) 118 700 shares at QASP of at least ЕUR 55.00 ("Basic option 5 5 WK").
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 33
During the reporting period the following members of the Board of Directors received cash remuneration /gross/ from
subsidiaries:
• Dimitar Stoyanov Dimitrov – BGN 596 thousand.
• Svetlin Iliev Todorov – BGN 578 thousand.
• Wolfgang Kirsch – BGN 217 thousand.
The members of the Board of Directors have not received any non-cash remuneration during the reporting period.
B) contingent or deferred remuneration arising during the year, even if the remuneration is due at a later date
At the General Meeting of Shareholders held on December 13, 2022, a decision was adopted to amend the Remuneration
policy of the members of the Board of Directors (“Policy”), as well as Scheme for granting variable remuneration in
shares of the Company to the executive members of the Board of Directors for the period 2022 – 2025 (“Scheme”).
Based on the adopted decisions on December 13, 2022, at the General Meeting of the Shareholders a decision was taken
to grant variable remuneration in shares to the executive members of the Board of Directors of Allterco AD in the form
of options, according to the Scheme, namely:
(1) to the director Mr. Dimitar Dimitrov for the Period of execution of the Scheme is granted a package of conditional
options, the conditions and order for exercising are in accordance with the Scheme and Policy, and the remuneration may
reach maximum number of 296 750 shares of the capital of Allterco AD, as follows:
The basic options, each for the specified number of shares, the conditions of exercise of which include the achievement
of the specified Quarterly Average Share Price ("QASP") on one of the alternatively specified reference dates and other
conditions under the Scheme are as follows:
(i) 59 350 shares at QASP of at least ЕUR 11.16 ("Basic option 11.16 DD");
(ii) 44 512 shares at QASP of at least ЕUR 18.00 ("Basic option 18 DD");
(iii) 44 513 shares at QASP of at least ЕUR 27.00 ("Basic option 27 DD");
(iv) 44 512 shares at QASP of at least ЕUR 38.00 ("Basic option 38 DD");
(v) 44 513 shares at QASP of at least ЕUR 46.00 ("Basic option 46 DD");
(vi) 59 350 shares at QASP of at least ЕUR 55.00 ("Basic option 55 DD").
Reserve options, each for the indicated number of shares, whose conditions for exercise for the specified reference period
are determined according to the Scheme, as follows:
(i) 29 513 shares upon meeting conditions provided for in the Scheme for reference year 2022. ("Reserve option
2022 DD");
(ii) 34 675 shares upon meeting conditions provided for in the Scheme for reference year 2023. ("Reserve option
2023 DD");
(iii) 39 675 shares upon meeting conditions provided for in the Scheme for reference year 2024. ("Reserve option
2024 DD");
(iv) 44 512 shares upon meeting conditions provided for in the Scheme for reference year 2025. ("Reserve option
2025 DD").
(2) to the director Wolfgang Kirsch for the Period of execution of the Scheme is granted a package of conditional options,
the conditions and order for exercising are in accordance with the Scheme and Policy, and the remuneration may reach
maximum number of 593 500 shares of the capital of Allterco AD, as follows:
(i) 118 700 shares at QASP of at least ЕUR 11.16 ("Basic option 11.16 WK");
(ii) 89 025 shares at QASP of at least ЕUR 18.00 ("Basic option 18 WK");
(iii) 89 025 shares at QASP of at least ЕUR 27.00 ("Basic option 27 WK");
(iv) 89 025 shares at QASP of at least ЕUR 38.00 ("Basic option 38 WK");
(v) 89 025 shares at QASP of at least ЕUR 46.00 ("Basic option 46 WK");
(vi) 118 700 shares at QASP of at least ЕUR 55.00 ("Basic option 5 5 WK").
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 34
Reserve options, each for the indicated number of shares, whose conditions for exercise for the specified reference period
are determined according to the Scheme, are as follows:
(i) 59 025 shares upon meeting conditions provided for in the Scheme for reference year 2022. ("Reserve option
2022 WK");
(ii) 69 350 shares upon meeting conditions provided for in the Scheme for reference year 2023. ("Reserve option
2023 WK");
(iii) 79 350 shares upon meeting conditions provided for in the Scheme for reference year 2024. ("Reserve option
2024 WK");
(iv) 89 025 shares upon meeting conditions provided for in the Scheme for reference year 2025. ("Reserve option
2025 WK").
The occurrence of the conditions for exercising the options granted by this decision is subject to assessment by the General
Meeting of Shareholders of Allterco AD after the expiration of the Period of execution according to the Scheme and with
the decision of the general meeting, which determines the number of shares that the directors of the Company are entitled
to receive upon exercising the respective options, the manner in which Allterco AD will secure the shares that it should
provide to the directors upon exercising the options granted to them is also determined.
The choice of the method of securing the shares to fulfil the obligations under the granted options should be oriented,
when other conditions are equal, to achieving the most favourable financial conditions possible for the Company and its
shareholders, such as analysis and justification of costs when applying different scenarios, together with the non-financial
advantages and disadvantages of the respective scenarios, should be presented in the motives for the proposal.
C) an amount owed by the issuer or its subsidiaries for the payment of pensions, retirement benefits or other
similar benefits
The Company has prepared an actuarial evaluation of the retirement benefits of the staff as of December 31, 2022. As a
result of the evaluation long-term retirement obligations to employees are reported in the statement of financial position
amounting to BGN 61 thousand.
15.18. Information about shares of the issuer owned by members of the Board of Directors, procurators
and senior management, including the shares held by each of them as a percentage of the shares of each class,
as well as options provided by it on securities- the type and amount of the securities on which the options are
issued, the exercise price, the purchase price, if any, and the term of the options.
As of the end of the reporting period, the shares held by members of the Board of Directors of Allterco AD are:
Table 14
Name PERCENTAGE OF THE CAPITAL
Svetlin Todorov 32,48 %
Dimitar Dimitrov 32,48 %
Nikolay Angelov Martinov * 0 %
Wolfgang Kirsch 0 %
Gregor Beiler 0 %
* Nikolay Martinov has no direct interest in the capital of the issuer. The companies Unicom Consult EOOD, in which he is the sole
owner of the capital and manager, Impetus Capital OOD and Impetus Partners OOD, in which he is a partner respectively with 50%
and 43,75 % of the capital and manager, as well as ImVenture I KDA and ImVenture II KDA, in which he is a representative of the
legal entity - Impetus Capital OOD, have respectively: Unicom Consult EOOD – 84,750 shares (0.47%), Impetus Capital OOD 162,000
shares (0.9%), Impetus Partners OOD 405,000 shares (2.25%) ImVenture I KDA 123,288 shares (0.68%), ImVenture II KDA - 68,493.
shares (0.38%) in the capital of the issuer and a total 843 531 number of shares (4.686%) of the voting rights in its General Meeting.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 34
Reserve options, each for the indicated number of shares, whose conditions for exercise for the specified reference period
are determined according to the Scheme, are as follows:
(i) 59 025 shares upon meeting conditions provided for in the Scheme for reference year 2022. ("Reserve option
2022 WK");
(ii) 69 350 shares upon meeting conditions provided for in the Scheme for reference year 2023. ("Reserve option
2023 WK");
(iii) 79 350 shares upon meeting conditions provided for in the Scheme for reference year 2024. ("Reserve option
2024 WK");
(iv) 89 025 shares upon meeting conditions provided for in the Scheme for reference year 2025. ("Reserve option
2025 WK").
The occurrence of the conditions for exercising the options granted by this decision is subject to assessment by the General
Meeting of Shareholders of Allterco AD after the expiration of the Period of execution according to the Scheme and with
the decision of the general meeting, which determines the number of shares that the directors of the Company are entitled
to receive upon exercising the respective options, the manner in which Allterco AD will secure the shares that it should
provide to the directors upon exercising the options granted to them is also determined.
The choice of the method of securing the shares to fulfil the obligations under the granted options should be oriented,
when other conditions are equal, to achieving the most favourable financial conditions possible for the Company and its
shareholders, such as analysis and justification of costs when applying different scenarios, together with the non-financial
advantages and disadvantages of the respective scenarios, should be presented in the motives for the proposal.
C) an amount owed by the issuer or its subsidiaries for the payment of pensions, retirement benefits or other
similar benefits
The Company has prepared an actuarial evaluation of the retirement benefits of the staff as of December 31, 2022. As a
result of the evaluation long-term retirement obligations to employees are reported in the statement of financial position
amounting to BGN 61 thousand.
15.18. Information about shares of the issuer owned by members of the Board of Directors, procurators
and senior management, including the shares held by each of them as a percentage of the shares of each class,
as well as options provided by it on securities- the type and amount of the securities on which the options are
issued, the exercise price, the purchase price, if any, and the term of the options.
As of the end of the reporting period, the shares held by members of the Board of Directors of Allterco AD are:
Table 14
Name PERCENTAGE OF THE CAPITAL
Svetlin Todorov 32,48 %
Dimitar Dimitrov 32,48 %
Nikolay Angelov Martinov * 0 %
Wolfgang Kirsch 0 %
Gregor Beiler 0 %
* Nikolay Martinov has no direct interest in the capital of the issuer. The companies Unicom Consult EOOD, in which he is the sole
owner of the capital and manager, Impetus Capital OOD and Impetus Partners OOD, in which he is a partner respectively with 50%
and 43,75 % of the capital and manager, as well as ImVenture I KDA and ImVenture II KDA, in which he is a representative of the
legal entity - Impetus Capital OOD, have respectively: Unicom Consult EOOD – 84,750 shares (0.47%), Impetus Capital OOD 162,000
shares (0.9%), Impetus Partners OOD 405,000 shares (2.25%) ImVenture I KDA 123,288 shares (0.68%), ImVenture II KDA - 68,493.
shares (0.38%) in the capital of the issuer and a total 843 531 number of shares (4.686%) of the voting rights in its General Meeting.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 35
15.19. Information for the commitments known to the Company (including after the end of the financial
year), which in the future may result in changes in the relative portion of shares or bonds held by present
shareholders or bondholders
The Company is not aware of any commitments that may in the future result in a change in the number of shares or
bonds held by current shareholders.
In October 2020, the majority shareholders and members of the Board of Directors - Svetlin Iliev Todorov and Dimitar
Stoyanov Dimitrov concluded an Agreement for blocking the currently owned by them a total of 11 552 240 shares of
the Company's capital for a period of 3 years, as of the date of entry of the capital increase in the Commercial Register.
According to the terms of the agreement, the 6-months lock-up period expired as at the end of the reporting period and
the majority shareholders are currently entitled to trade up to 7% of their shareholdings. Svetlin Iliev Todorov and
Dimitar Stoyanov Dimitrov have agreed between themselves and in favour of the public listed company. The agreement
is still in force during the reporting period.
Another factor as a result of which changes might occur in the relative portion of shares owned by the current shareholders
is the decision taken on December 13, 2022 at the General Meeting of the Shareholders for granting variable remuneration
in shares to the members of the Board of Directors of Allterco AD in the form of options, according to the Remuneration
policy for the members of the Board of Directors and Scheme for granting variable remuneration in shares of the Company
to the members of the Board of Directors in the period 2022 – 2025, as described in p. 15.17, letter „b“ of this Report.
15.20. Information on pending litigation, administrative or arbitration proceedings concerning
payables or receivables of the issuer amounting to at least 10 percent of its equity
At the end of the reporting period the Company has no pending litigation, administrative or arbitration proceedings
concerning payables and receivables of the issuer amounting to at least 10 percent of its equity.
In connection with the Share Purchase Agreement (SPA) concluded in 2019 between Allterco AD and Link Mobility
Group, Norway for the acquisition of its European telecommunications business, during the reporting period an out-of-
court agreement was reached for payment of the overdue last contribution, for which arbitration proceedings were initiated
before the International Arbitration in Vienna. As a result of the agreement, Link Mobility Group paid BGN 2,151
thousand of the amount due and the remaining part of BGN 920 thousand was written-off.
15.21. Information on the Investor Relations Director, including telephone and correspondence address
For Bulgaria
Denitsa Stefanova
tel. +359 2 9571247 e-mail: investors@allterco.com
For Germany
CROSS ALLIANCE communication GmbH, Sven Pauly
Tel: +49 89 125 09 0331, E-Mail: sp@crossalliance.de
www.crossalliance.de
15.22. Non-financial declaration under Article 41 of the Accounting Act - for financial statements on
an individual basis, respectively under Article 51 of the Accounting Act - for financial statements on a
consolidated basis, where applicable
The Company has no obligation for non-financial reporting.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 35
15.19. Information for the commitments known to the Company (including after the end of the financial
year), which in the future may result in changes in the relative portion of shares or bonds held by present
shareholders or bondholders
The Company is not aware of any commitments that may in the future result in a change in the number of shares or
bonds held by current shareholders.
In October 2020, the majority shareholders and members of the Board of Directors - Svetlin Iliev Todorov and Dimitar
Stoyanov Dimitrov concluded an Agreement for blocking the currently owned by them a total of 11 552 240 shares of
the Company's capital for a period of 3 years, as of the date of entry of the capital increase in the Commercial Register.
According to the terms of the agreement, the 6-months lock-up period expired as at the end of the reporting period and
the majority shareholders are currently entitled to trade up to 7% of their shareholdings. Svetlin Iliev Todorov and
Dimitar Stoyanov Dimitrov have agreed between themselves and in favour of the public listed company. The agreement
is still in force during the reporting period.
Another factor as a result of which changes might occur in the relative portion of shares owned by the current shareholders
is the decision taken on December 13, 2022 at the General Meeting of the Shareholders for granting variable remuneration
in shares to the members of the Board of Directors of Allterco AD in the form of options, according to the Remuneration
policy for the members of the Board of Directors and Scheme for granting variable remuneration in shares of the Company
to the members of the Board of Directors in the period 2022 – 2025, as described in p. 15.17, letter „b“ of this Report.
15.20. Information on pending litigation, administrative or arbitration proceedings concerning
payables or receivables of the issuer amounting to at least 10 percent of its equity
At the end of the reporting period the Company has no pending litigation, administrative or arbitration proceedings
concerning payables and receivables of the issuer amounting to at least 10 percent of its equity.
In connection with the Share Purchase Agreement (SPA) concluded in 2019 between Allterco AD and Link Mobility
Group, Norway for the acquisition of its European telecommunications business, during the reporting period an out-of-
court agreement was reached for payment of the overdue last contribution, for which arbitration proceedings were initiated
before the International Arbitration in Vienna. As a result of the agreement, Link Mobility Group paid BGN 2,151
thousand of the amount due and the remaining part of BGN 920 thousand was written-off.
15.21. Information on the Investor Relations Director, including telephone and correspondence address
For Bulgaria
Denitsa Stefanova
tel. +359 2 9571247 e-mail: investors@allterco.com
For Germany
CROSS ALLIANCE communication GmbH, Sven Pauly
Tel: +49 89 125 09 0331, E-Mail: sp@crossalliance.de
www.crossalliance.de
15.22. Non-financial declaration under Article 41 of the Accounting Act - for financial statements on
an individual basis, respectively under Article 51 of the Accounting Act - for financial statements on a
consolidated basis, where applicable
The Company has no obligation for non-financial reporting.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 36
15.23. Other information at the discretion of the Company
Other circumstances which the Company considers may be relevant to the investors in deciding whether to buy, sell or
continue to hold shares are disclosed publicly, including in the Company's Report on the Activity and the Notes to the
separate financial statements.
16. CHANGES IN THE PRICE OF THE SHARES ON THE BSE
Date Volume Turnover Highest value Lowest value Opening value Closing value
18.01.2023 16 146 346 222.10 22,200 20,200 20,600 21,300
30.12.2022 65 128 1 333 161.95 20,900 19,900 19,950 20,600
30.11.2022 54 880 1 064 068.65 20,900 18,050 18,650 19,900
31.10.2022 51 521 872 052.30 18,650 15,800 16,500 18,650
30.09.2022 25 488 451 478.40 18,850 16,250 18,800 16,700
31.08.2022 95 508 1 772 671.75 20,500 17,800 17,900 18,800
29.07.2022 43 301 775 046.00 18,550 17,500 18,300 17,950
30.06.2022 34 228 633 077.35 19,000 17,600 18,500 18,750
31.05.2022 27 401 499 185.55 19,750 17,050 19,750 18,000
29.04.2022 51 828 1 042 375.50 21,300 18,750 19,000 19,800
31.03.2022 123 107 2 105 993.00 19,500 14,000 18,800 19,000
28.02.2022 55 488 1 081 219.70 21,400 16,700 20,000 19,000
31.01.2022 81 865 1 574 830.20 22,000 17,500 21,800 19,800
Source: Investor.bg
Information on the trading in the shares of Allterco AD during the reporting period on the Frankfurt Stock Exchange is
available at https://www.boerse-frankfurt.de/equity/allterco-jsco/price-history/historical-prices-and-volumes
17. INFORMATION ABOUT THE PUBLIC COMPANY UNDER APPENDIX 3 TO ORDINANCE No 2 OF
THE FINANCIAL SUPERVISION COMMISSION
17.1. Information on securities not admitted to trading on a regulated market in the Republic of Bulgaria
or another Member State
As of the end of the reporting period, the capital of Allterco AD amounts to BGN 17 999 999 (seventeen million nine
hundred and ninety-nine thousand nine hundred and ninety-nine) divided into 17 999 999 (seventeen million nine
hundred and ninety-nine thousand nine hundred and ninety-ninety) ordinary registered, dematerialized voting shares
with a nominal value of BGN 1 each. All shares of the Company are of one class and each share gives the right to one
vote in the General Meeting of Shareholders, the right to dividend and liquidation share, proportional to the nominal
value of the share.
The Company has not issued any shares that are not admitted to trading on a regulated market in the Republic of Bulgaria
or another Member State. As at the end of the reporting period, the Company's entire share issue was listed for trading on
the Bulgarian Stock Exchange and the Frankfurt Stock Exchange.
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 36
15.23. Other information at the discretion of the Company
Other circumstances which the Company considers may be relevant to the investors in deciding whether to buy, sell or
continue to hold shares are disclosed publicly, including in the Company's Report on the Activity and the Notes to the
separate financial statements.
16. CHANGES IN THE PRICE OF THE SHARES ON THE BSE
Date Volume Turnover Highest value Lowest value Opening value Closing value
18.01.2023 16 146 346 222.10 22,200 20,200 20,600 21,300
30.12.2022 65 128 1 333 161.95 20,900 19,900 19,950 20,600
30.11.2022 54 880 1 064 068.65 20,900 18,050 18,650 19,900
31.10.2022 51 521 872 052.30 18,650 15,800 16,500 18,650
30.09.2022 25 488 451 478.40 18,850 16,250 18,800 16,700
31.08.2022 95 508 1 772 671.75 20,500 17,800 17,900 18,800
29.07.2022 43 301 775 046.00 18,550 17,500 18,300 17,950
30.06.2022 34 228 633 077.35 19,000 17,600 18,500 18,750
31.05.2022 27 401 499 185.55 19,750 17,050 19,750 18,000
29.04.2022 51 828 1 042 375.50 21,300 18,750 19,000 19,800
31.03.2022 123 107 2 105 993.00 19,500 14,000 18,800 19,000
28.02.2022 55 488 1 081 219.70 21,400 16,700 20,000 19,000
31.01.2022 81 865 1 574 830.20 22,000 17,500 21,800 19,800
Source: Investor.bg
Information on the trading in the shares of Allterco AD during the reporting period on the Frankfurt Stock Exchange is
available at https://www.boerse-frankfurt.de/equity/allterco-jsco/price-history/historical-prices-and-volumes
17. INFORMATION ABOUT THE PUBLIC COMPANY UNDER APPENDIX 3 TO ORDINANCE No 2 OF
THE FINANCIAL SUPERVISION COMMISSION
17.1. Information on securities not admitted to trading on a regulated market in the Republic of Bulgaria
or another Member State
As of the end of the reporting period, the capital of Allterco AD amounts to BGN 17 999 999 (seventeen million nine
hundred and ninety-nine thousand nine hundred and ninety-nine) divided into 17 999 999 (seventeen million nine
hundred and ninety-nine thousand nine hundred and ninety-ninety) ordinary registered, dematerialized voting shares
with a nominal value of BGN 1 each. All shares of the Company are of one class and each share gives the right to one
vote in the General Meeting of Shareholders, the right to dividend and liquidation share, proportional to the nominal
value of the share.
The Company has not issued any shares that are not admitted to trading on a regulated market in the Republic of Bulgaria
or another Member State. As at the end of the reporting period, the Company's entire share issue was listed for trading on
the Bulgarian Stock Exchange and the Frankfurt Stock Exchange.
ALLTERCO AD
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 37
17.2. Information on the direct and indirect ownership of 5 per cent or more of the voting rights in the
general meeting of the company, including details of the shareholders, the amount of their shareholding and
the manner in which the shares are held
As of the end of the reporting period, the capital structure of Allterco AD is as follows:
Table 15
SHAREHOLDER PERCENTAGE OF THE CAPITAL
Svetlin Todorov 32,48%
Dimitar Dimitrov 32,48%
Other individuals and legal entities 35,04%
17.3. Details of shareholders with special control rights and description of these rights
Allterco AD has no shareholders with special controlling rights.
17.4. Agreements between the shareholders which are known to the Company and which may result in
restrictions on the transfer of shares or voting rights
The Company is not aware of any other shareholders' agreements in force at the date of this document which may result
in restrictions on the transfer of shares or voting rights other than those referred to in p 15.19 above.
17.5. Substantial contracts of the Company that are effective, altered or terminated due to a change in the
Company control in the course of a mandatory tender offer and the consequences thereof, unless the disclosure
of such information could cause serious damage to the Company; exception under the preceding sentence shall
not apply in cases where the Company is obliged to disclose the information under the law
The Company has not entered substantial contracts that are effective, amended or terminated due to change in the
Company control in the course of a mandatory tender offer.
18. INFORMATION PURSUANT TO ART. 10, ITEM 4 OF REGULATION NO. 2 OF THE FINANCIAL
SUPERVISION COMMISSION REGARDING THE PUBLISHED INSIDE INFORMATION UNDER ART.
7 OF REGULATION (EC) NO 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL
OF 16 APRIL 2014 ON MARKET ABUSE (MARKET ABUSE REGULATION) AND THE NEWS AGENCY
OR OTHER MEDIA CHOSEN BY THE ISSUER THROUGH WHICH THE COMPANY MAKES THE
INSIDE INFORMATION PUBLIC
Detailed information on significant events that occurred during the reporting period for Allterco AD, including inside
information within the meaning of Article 7 of Regulation (EU) No 596/2014 of the European Parliament and of the
Council of 16 April 2014 on Market Abuse (Market Abuse Regulation), as well as other information that could be relevant
for investors is regularly disclosed by the Company in accordance with regulatory requirements (“regulated information”).
The Company is disclosing the regulated information to the public through a selected information medium. All
information provided to the media in full unedited text is available at: http://www.x3news.com/ The required information
is submitted to the FSC - through the unified electronic information submission system established and maintained by the
FSC - e-Register. The information is also available on the Company's website at: https://allterco.com and inside
information for the reporting year is available in the dedicated section “for investors” on the website.
Date: 31.03.2023
Executive Director
/Dimitar Dimitrov/
ANNUAL SEPARATE REPORT ON THE ACTIVITY UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 37
17.2. Information on the direct and indirect ownership of 5 per cent or more of the voting rights in the
general meeting of the company, including details of the shareholders, the amount of their shareholding and
the manner in which the shares are held
As of the end of the reporting period, the capital structure of Allterco AD is as follows:
Table 15
SHAREHOLDER PERCENTAGE OF THE CAPITAL
Svetlin Todorov 32,48%
Dimitar Dimitrov 32,48%
Other individuals and legal entities 35,04%
17.3. Details of shareholders with special control rights and description of these rights
Allterco AD has no shareholders with special controlling rights.
17.4. Agreements between the shareholders which are known to the Company and which may result in
restrictions on the transfer of shares or voting rights
The Company is not aware of any other shareholders' agreements in force at the date of this document which may result
in restrictions on the transfer of shares or voting rights other than those referred to in p 15.19 above.
17.5. Substantial contracts of the Company that are effective, altered or terminated due to a change in the
Company control in the course of a mandatory tender offer and the consequences thereof, unless the disclosure
of such information could cause serious damage to the Company; exception under the preceding sentence shall
not apply in cases where the Company is obliged to disclose the information under the law
The Company has not entered substantial contracts that are effective, amended or terminated due to change in the
Company control in the course of a mandatory tender offer.
18. INFORMATION PURSUANT TO ART. 10, ITEM 4 OF REGULATION NO. 2 OF THE FINANCIAL
SUPERVISION COMMISSION REGARDING THE PUBLISHED INSIDE INFORMATION UNDER ART.
7 OF REGULATION (EC) NO 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL
OF 16 APRIL 2014 ON MARKET ABUSE (MARKET ABUSE REGULATION) AND THE NEWS AGENCY
OR OTHER MEDIA CHOSEN BY THE ISSUER THROUGH WHICH THE COMPANY MAKES THE
INSIDE INFORMATION PUBLIC
Detailed information on significant events that occurred during the reporting period for Allterco AD, including inside
information within the meaning of Article 7 of Regulation (EU) No 596/2014 of the European Parliament and of the
Council of 16 April 2014 on Market Abuse (Market Abuse Regulation), as well as other information that could be relevant
for investors is regularly disclosed by the Company in accordance with regulatory requirements (“regulated information”).
The Company is disclosing the regulated information to the public through a selected information medium. All
information provided to the media in full unedited text is available at: http://www.x3news.com/ The required information
is submitted to the FSC - through the unified electronic information submission system established and maintained by the
FSC - e-Register. The information is also available on the Company's website at: https://allterco.com and inside
information for the reporting year is available in the dedicated section “for investors” on the website.
Date: 31.03.2023
Executive Director
/Dimitar Dimitrov/
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 38
REPORT
ON THE IMPLEMENTATION OF THE REMUNERATION POLICY
FOR THE MEMBERS OF THE BOARD OF DIRECTORS OF THE COMPANY
REPORTING PERIOD
01.01.2022 – 31.12.2022
This report has been prepared by the Board of Directors of ALLTERCO AD in compliance with the provisions
of art. 13 in connection with art. 12, par. 1 of ORDINANCE No. 48 of the Financial Supervision Commission of
March 20, 2013 on the requirements for remuneration, amended SG, issue 64 from August 3, 2021; this is a separate
document which is part of the annual financial statements of the Company as of December 31, 2022. The report
contains a review of the method of implementation of the remuneration policy in 2022 (the reporting year) and
information on the implementation of the remuneration policy for the next financial year is attached.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 38
REPORT
ON THE IMPLEMENTATION OF THE REMUNERATION POLICY
FOR THE MEMBERS OF THE BOARD OF DIRECTORS OF THE COMPANY
REPORTING PERIOD
01.01.2022 – 31.12.2022
This report has been prepared by the Board of Directors of ALLTERCO AD in compliance with the provisions
of art. 13 in connection with art. 12, par. 1 of ORDINANCE No. 48 of the Financial Supervision Commission of
March 20, 2013 on the requirements for remuneration, amended SG, issue 64 from August 3, 2021; this is a separate
document which is part of the annual financial statements of the Company as of December 31, 2022. The report
contains a review of the method of implementation of the remuneration policy in 2022 (the reporting year) and
information on the implementation of the remuneration policy for the next financial year is attached.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail.
39
1. Information on the decision-making procedure on remuneration policy, including, if applicable,
information on the mandate and members of the remuneration committee, names of external consultants
whose services are used when defining remuneration policy
The remuneration policy for the members of the Board of Directors of ALLTERCO AD the Company), as well as any
amendments and supplements thereto are prepared by the Board of Directors of the Company and approved by the General
Meeting of Shareholders.
The current Policy was prepared by the Board of Directors of the Company in compliance with regulatory requirements.
The policy was adopted by the annual regular General Meeting of Shareholders held on June 28, 2021. The applicable
Remuneration policy is in force as of June 28, 2021, as last amended and supplemented on December 13, 2022 (the
Policy).
Pursuant to the effective remuneration policy for the members of the Board of Directors of ALLTERCO AD, the Company
has no remuneration committee. The Board of Directors has hired external consultants in the process of defining the
Policy.
The Remuneration policy for the members of the Board of Directors of Allterco AD, as well as any amendments and / or
supplements or revisions, shall be developed by the Board of Directors of the Company and adopted by the Company
based on a decision of the General Meeting of Shareholders, by including a separate item on the agenda announced in the
convocation of the General meeting. A description and clarification of the significant changes and the way in which the
results of the General Meeting votes were taken into account, the opinions of the shareholders and the minutes of the
General Meetings at which the Remuneration policy was discussed and voted are reflected in Appendix 1 thereto.
The Company shall disclose the Remuneration Policy of the members of the Board of Directors and any subsequent
changes 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. The adopted Remuneration Policy,
including its adoption date and effective date and the results of the voting at the General Meeting is published on the
Company's website and is available free of charge.
The Remuneration Policy shall be reviewed, amended and / or supplemented at least once every 4 years as well as when
it requires substantial changes and/or additions or it is necessary to achieve the objectives set out therein.
During the reporting financial year ALLTERCO AD applied the Remuneration policy for the members of the Board of
Directors in compliance with regulatory requirements for public entities, the Company’s objectives, long-term interests
and strategy for future development as well as its financial and economic position in the context of national and European
economic environment.
2. Information on the relative weight of the variable and permanent remuneration of the members of the
management and supervisory bodies
Pursuant to the valid Remuneration Policy for the members of the Board of Directors of ALLTERCO AD, during the
reporting financial year the Company paid the members of the Board of Directors permanent remuneration which amount
was approved by the General Meeting of Shareholders, considering the following:
• the obligations, the degree of workload, commitment and loyalty of the members of the Board of Directors
related to the management of the Company;
• the possibility for selection and retention of qualified and loyal members of the Board of Directors, including
those with proven previous professional experience at the international level;
• compliance with the interests of the members of the Board of Directors and the long-term interests of the
Company.
• the market levels of remuneration for the relevant position in similar companies on the domestic and international
labour market, taking into account the place of activity of the relevant member of the Board of Directors,
• the expected contribution of each member of the Board of Directors to the development of the Company
internationally, based on their qualifications, professional experience and field of activity ;
1. Information on the decision-making procedure on remuneration policy, including, if applicable,
information on the mandate and members of the remuneration committee, names of external consultants
whose services are used when defining remuneration policy
The remuneration policy for the members of the Board of Directors of ALLTERCO AD the Company), as well as any
amendments and supplements thereto are prepared by the Board of Directors of the Company and approved by the General
Meeting of Shareholders.
The current Policy was prepared by the Board of Directors of the Company in compliance with regulatory requirements.
The policy was adopted by the annual regular General Meeting of Shareholders held on June 28, 2021. The applicable
Remuneration policy is in force as of June 28, 2021, as last amended and supplemented on December 13, 2022 (the
Policy).
Pursuant to the effective remuneration policy for the members of the Board of Directors of ALLTERCO AD, the Company
has no remuneration committee. The Board of Directors has hired external consultants in the process of defining the
Policy.
The Remuneration policy for the members of the Board of Directors of Allterco AD, as well as any amendments and / or
supplements or revisions, shall be developed by the Board of Directors of the Company and adopted by the Company
based on a decision of the General Meeting of Shareholders, by including a separate item on the agenda announced in the
convocation of the General meeting. A description and clarification of the significant changes and the way in which the
results of the General Meeting votes were taken into account, the opinions of the shareholders and the minutes of the
General Meetings at which the Remuneration policy was discussed and voted are reflected in Appendix 1 thereto.
The Company shall disclose the Remuneration Policy of the members of the Board of Directors and any subsequent
changes 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. The adopted Remuneration Policy,
including its adoption date and effective date and the results of the voting at the General Meeting is published on the
Company's website and is available free of charge.
The Remuneration Policy shall be reviewed, amended and / or supplemented at least once every 4 years as well as when
it requires substantial changes and/or additions or it is necessary to achieve the objectives set out therein.
During the reporting financial year ALLTERCO AD applied the Remuneration policy for the members of the Board of
Directors in compliance with regulatory requirements for public entities, the Company’s objectives, long-term interests
and strategy for future development as well as its financial and economic position in the context of national and European
economic environment.
2. Information on the relative weight of the variable and permanent remuneration of the members of the
management and supervisory bodies
Pursuant to the valid Remuneration Policy for the members of the Board of Directors of ALLTERCO AD, during the
reporting financial year the Company paid the members of the Board of Directors permanent remuneration which amount
was approved by the General Meeting of Shareholders, considering the following:
• the obligations, the degree of workload, commitment and loyalty of the members of the Board of Directors
related to the management of the Company;
• the possibility for selection and retention of qualified and loyal members of the Board of Directors, including
those with proven previous professional experience at the international level;
• compliance with the interests of the members of the Board of Directors and the long-term interests of the
Company.
• the market levels of remuneration for the relevant position in similar companies on the domestic and international
labour market, taking into account the place of activity of the relevant member of the Board of Directors,
• the expected contribution of each member of the Board of Directors to the development of the Company
internationally, based on their qualifications, professional experience and field of activity ;
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 40
The permanent remuneration (salary) is not related to the achievement of certain results.
The permanent remuneration is in accordance with
i. the main Company’s activity and related revenue, taking into account that as a holding pursuant to art. 277 and
art. 278 of the Commerce Act the Company performs no production or commercial activities but generates its revenue
mainly from dividends and management fees from its subsidiaries.
ii. the Company's development strategy aimed at sustainable development by introducing international business practices
and attracting foreign investors to strengthen the Company's shares on the German capital market. In view of the financial
and economic position of the Company, as well as considering the specific commitment of each BoD member, until a
new decision is adopted by the General Meeting of the Shareholders, the following maximum permissible permanent
remuneration is determined :
- Executive BoD member
• the total gross monthly remuneration shall not exceed the amount of EUR 25 000 (BGN 48 895.75);
- Non-executive BoD member:
• the total gross monthly remuneration shall not exceed the amount of EUR 10 000 (BGN 19 558.3)
• the permanent gross additional remuneration for participation in a regular meeting of the Board of Directors
shall not exceed the amount of EUR 2 000 per month (BGN 3 911.66).
The specific amount of remuneration for each BoD member is determined individually by the General Meeting of
Shareholders within the framework defined in this Remuneration Policy.
The permanent remuneration thus determined represents a sufficiently large portion of the total remuneration of each BoD
member, which allows the implementation of a flexible policy by the Company regarding the variable remuneration,
including the possibility no remuneration to be paid when the criteria for achieved results are not met, as well as in case
there is a significant deterioration in the Company’s financial position.
In the reporting period the General Meeting of the Shareholders has approved a Share-based Remuneration Scheme for
the period 2022 - 2025. According to the Scheme, the executive members of the Board of Directors are granted packages
of conditional options, as indicated in item 15.17., letter "b" of the Report on the activity. The occurrence of the conditions
for exercising the granted options is subject to assessment by the General Meeting of Shareholders of ALLTERCO AD
after the expiration of the Implementation Period according to the Scheme.
The Board of Directors proposes for approval by the General Meeting of Shareholders a Remuneration Scheme, which
determines the amount of the variable remunerations, the criteria for their provision and the criteria for exercising the
rights under the remuneration options granted, including by specifying their exact amounts (for quantitative measurable
criteria).
The Board of Directors proposes for voting by the General Meeting the provision of share-based remuneration for a
reporting period, according to the Share-based Remuneration Scheme as approved by the General Meeting.
The decision to grant the executive BoD members a share-based remuneration is taken by the General Meeting of
Shareholders, where a specific share-based remuneration scheme shall be approved.
According to the Scheme effective at the end of the reporting period, the variable remuneration is in the form of packages
of conditional Basic and Reserve Options. In view of the Company's development strategy and in particular the growth
of the share price and the increase in the value of the Company for its investors, this Scheme prioritises the Basic Options
over the Reserve Options.
The General Meeting of Shareholders decides to which directors the Company provides a package of options as provided
in the adopted Scheme, by which decision the specific parameters of each option included in the package of options
provided to the respective director are determined.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 40
The permanent remuneration (salary) is not related to the achievement of certain results.
The permanent remuneration is in accordance with
i. the main Company’s activity and related revenue, taking into account that as a holding pursuant to art. 277 and
art. 278 of the Commerce Act the Company performs no production or commercial activities but generates its revenue
mainly from dividends and management fees from its subsidiaries.
ii. the Company's development strategy aimed at sustainable development by introducing international business practices
and attracting foreign investors to strengthen the Company's shares on the German capital market. In view of the financial
and economic position of the Company, as well as considering the specific commitment of each BoD member, until a
new decision is adopted by the General Meeting of the Shareholders, the following maximum permissible permanent
remuneration is determined :
- Executive BoD member
• the total gross monthly remuneration shall not exceed the amount of EUR 25 000 (BGN 48 895.75);
- Non-executive BoD member:
• the total gross monthly remuneration shall not exceed the amount of EUR 10 000 (BGN 19 558.3)
• the permanent gross additional remuneration for participation in a regular meeting of the Board of Directors
shall not exceed the amount of EUR 2 000 per month (BGN 3 911.66).
The specific amount of remuneration for each BoD member is determined individually by the General Meeting of
Shareholders within the framework defined in this Remuneration Policy.
The permanent remuneration thus determined represents a sufficiently large portion of the total remuneration of each BoD
member, which allows the implementation of a flexible policy by the Company regarding the variable remuneration,
including the possibility no remuneration to be paid when the criteria for achieved results are not met, as well as in case
there is a significant deterioration in the Company’s financial position.
In the reporting period the General Meeting of the Shareholders has approved a Share-based Remuneration Scheme for
the period 2022 - 2025. According to the Scheme, the executive members of the Board of Directors are granted packages
of conditional options, as indicated in item 15.17., letter "b" of the Report on the activity. The occurrence of the conditions
for exercising the granted options is subject to assessment by the General Meeting of Shareholders of ALLTERCO AD
after the expiration of the Implementation Period according to the Scheme.
The Board of Directors proposes for approval by the General Meeting of Shareholders a Remuneration Scheme, which
determines the amount of the variable remunerations, the criteria for their provision and the criteria for exercising the
rights under the remuneration options granted, including by specifying their exact amounts (for quantitative measurable
criteria).
The Board of Directors proposes for voting by the General Meeting the provision of share-based remuneration for a
reporting period, according to the Share-based Remuneration Scheme as approved by the General Meeting.
The decision to grant the executive BoD members a share-based remuneration is taken by the General Meeting of
Shareholders, where a specific share-based remuneration scheme shall be approved.
According to the Scheme effective at the end of the reporting period, the variable remuneration is in the form of packages
of conditional Basic and Reserve Options. In view of the Company's development strategy and in particular the growth
of the share price and the increase in the value of the Company for its investors, this Scheme prioritises the Basic Options
over the Reserve Options.
The General Meeting of Shareholders decides to which directors the Company provides a package of options as provided
in the adopted Scheme, by which decision the specific parameters of each option included in the package of options
provided to the respective director are determined.
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 41
3. Information on the criteria for achieved results that are the grounds for receiving share options, shares of the
company or other type of variable remuneration and explanation of the way the criteria in art. 14, par. 2 and 3 of
Ordinance 48 contribute to long-term company interests.
According to the Remuneration Policy the variable remuneration in shares is dependent on performance of objective and
measurable financial and non-financial criteria for the results achieved by the executive directors of the Board of
Directors, which promote the stability of the Company and its development in the long-term.
The assessment regarding the performance of the financial indicators for results achieved, is performed according to the
adopted scheme for payment of variable remuneration by the General Meeting of the Shareholders on the basis of the
Company’s annual consolidated financial statements for the respective periods certified by registered auditor and
approved by the General Meeting of the Shareholders and data on the share price / capitalization of the Company for a
certain period, according to the statistics of the Bulgarian Stock Exchange and/or another regulated market on which the
shares of the Company are admitted to trading. The assessment regarding the performance of the non-financial indicators
for results achieved, is performed according to the adopted scheme for payment of variable remuneration by the General
Meeting of the Shareholders on the basis of the consolidated annual report on activities of the Company and appendices
thereto, as well as on other publicly available relevant information.
The adopted at the General Meeting of Shareholders on December 13, 2022 Scheme sets complex criteria for assessment
of the results of the activities of the Directors and the performance incentives set are directed towards sustainable and
long-term value creation.
When determining the remuneration and conditions for their granting, the external environment in which the Company
operates, and the competitive market are taken into consideration. The combination of criteria when the rights for
exercising the granted options arise in accordance with the adopted Scheme aims to ensure an optimum balance between
the long-term and short-term objectives of the Company, which is in the interest of the Company, its shareholders and
interested parties.
The granting of variable remuneration in shares in the form of packages of conditional options according to the Scheme
is dependent on the performance of objective and measurable financial and non-financial criteria for results achieved,
which promote the stability of the Company and the development of its activity in the long-term. When achieving the set
criteria for performance the director will have the right to exercise the respective option in accordance with the conditions
stipulated in it and in compliance with the rules in the Scheme. The mandatory condition for the occurrence of rights for
the exercising of each granted option under the Scheme is the fulfilment of at least one non-financial indicator.
The performance criteria are set in view of the development strategy of the Company and are the same for all directors
taking into consideration their functions, their interrelation and achieved total result of the Company and the companies
in its Group. Nevertheless, in view of their different internal organizational functions, which contribute in a different way
to the performance of the criteria set and their different geographical place, it is admissible to set different remunerations
in shares within the framework set in the Scheme.
The performance criteria, including the specific values of the indicators set in the Scheme, on which the respective criteria
are based, are subject to change only by motivated decision of the General Meeting of the Shareholders when there is a
significant change in the economic environment, market conditions, expectations for development of the Company and
other important reasons, which necessitate such amendment.
The financial criteria include:
i. Quarterly average share price ("QASP"), which represents the average arithmetical value of the price of shares
to the determined reference date calculated in the following manner:
QASP = sum of weighted − average price for each day of the period
number of days during the period
Where,
"period" – means three months, immediately preceding the date on which the QASP was determined;
"WAP" – means weighted-average price (in the foreign currency of trading) on daily basis as per the information, provided
by the Bulgarian Stock Exchange and the Frankfurt Stock Exchange. For the purpose of clarity, the weighted-average
daily price is a historical value that is not adjusted by dividend, emission of rights, split or other changes in capital. QASP
is determined in accordance with the information provided by Bulgarian Stock Exchange or by the Frankfurt Stock
Exchange, which of the two leads to higher QASP, however the information provided by the two stock exchanges cannot
be used in combination;
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 41
3. Information on the criteria for achieved results that are the grounds for receiving share options, shares of the
company or other type of variable remuneration and explanation of the way the criteria in art. 14, par. 2 and 3 of
Ordinance 48 contribute to long-term company interests.
According to the Remuneration Policy the variable remuneration in shares is dependent on performance of objective and
measurable financial and non-financial criteria for the results achieved by the executive directors of the Board of
Directors, which promote the stability of the Company and its development in the long-term.
The assessment regarding the performance of the financial indicators for results achieved, is performed according to the
adopted scheme for payment of variable remuneration by the General Meeting of the Shareholders on the basis of the
Company’s annual consolidated financial statements for the respective periods certified by registered auditor and
approved by the General Meeting of the Shareholders and data on the share price / capitalization of the Company for a
certain period, according to the statistics of the Bulgarian Stock Exchange and/or another regulated market on which the
shares of the Company are admitted to trading. The assessment regarding the performance of the non-financial indicators
for results achieved, is performed according to the adopted scheme for payment of variable remuneration by the General
Meeting of the Shareholders on the basis of the consolidated annual report on activities of the Company and appendices
thereto, as well as on other publicly available relevant information.
The adopted at the General Meeting of Shareholders on December 13, 2022 Scheme sets complex criteria for assessment
of the results of the activities of the Directors and the performance incentives set are directed towards sustainable and
long-term value creation.
When determining the remuneration and conditions for their granting, the external environment in which the Company
operates, and the competitive market are taken into consideration. The combination of criteria when the rights for
exercising the granted options arise in accordance with the adopted Scheme aims to ensure an optimum balance between
the long-term and short-term objectives of the Company, which is in the interest of the Company, its shareholders and
interested parties.
The granting of variable remuneration in shares in the form of packages of conditional options according to the Scheme
is dependent on the performance of objective and measurable financial and non-financial criteria for results achieved,
which promote the stability of the Company and the development of its activity in the long-term. When achieving the set
criteria for performance the director will have the right to exercise the respective option in accordance with the conditions
stipulated in it and in compliance with the rules in the Scheme. The mandatory condition for the occurrence of rights for
the exercising of each granted option under the Scheme is the fulfilment of at least one non-financial indicator.
The performance criteria are set in view of the development strategy of the Company and are the same for all directors
taking into consideration their functions, their interrelation and achieved total result of the Company and the companies
in its Group. Nevertheless, in view of their different internal organizational functions, which contribute in a different way
to the performance of the criteria set and their different geographical place, it is admissible to set different remunerations
in shares within the framework set in the Scheme.
The performance criteria, including the specific values of the indicators set in the Scheme, on which the respective criteria
are based, are subject to change only by motivated decision of the General Meeting of the Shareholders when there is a
significant change in the economic environment, market conditions, expectations for development of the Company and
other important reasons, which necessitate such amendment.
The financial criteria include:
i. Quarterly average share price ("QASP"), which represents the average arithmetical value of the price of shares
to the determined reference date calculated in the following manner:
QASP = sum of weighted − average price for each day of the period
number of days during the period
Where,
"period" – means three months, immediately preceding the date on which the QASP was determined;
"WAP" – means weighted-average price (in the foreign currency of trading) on daily basis as per the information, provided
by the Bulgarian Stock Exchange and the Frankfurt Stock Exchange. For the purpose of clarity, the weighted-average
daily price is a historical value that is not adjusted by dividend, emission of rights, split or other changes in capital. QASP
is determined in accordance with the information provided by Bulgarian Stock Exchange or by the Frankfurt Stock
Exchange, which of the two leads to higher QASP, however the information provided by the two stock exchanges cannot
be used in combination;
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 42
"day" – means a date from the period, for which WAP is provided in accordance with the information, provided by the
respective stock exchange;
ii. Annual turnover of the Company, which is assessed on consolidated basis in accordance with the annual
consolidated financial statements which have been audited and adopted at the General Meeting of the
Shareholders for each year of the Period of performance.
Non-financial criteria include activities and projects with long-term and strategic significance for the development of the
business of the Company and the Group managed by it, therefore the fulfilment of at least one of these criteria is a
condition for the occurrence of rights for exercising the options granted according to the adopted Scheme.
Non-financial criteria according to the Scheme include:
(i) Realization of strategic projects of the Company, including, but not only:
a) transactions on sale and acquisition of participations in other companies;
b) Ensuring external financing for specific projects, including by fundraising of capital or ensuring a strategic
partner or investor;
c) Reorganization and restructuring of business or separate units of it;
As well as other projects, apart from the those listed, which could have significance for the development of the
business of the Company;
1. Development of the production and logistics, including, but not only:
a. Expansion of portfolio of products, introduction of new or optimization of existing productions practices;
b. Expansion and/or reorganization of production;
c. Reorganization and optimization of logistics;
d. Opening new commercial offices, logistic centers;
As well as other activities, apart from those mentioned, which might be significant for optimization, expansion
and/or improvement in another manner of the production and/or logistics;
2. Development of commercial and distribution channels, including, but not only:
a. Re-organization or optimization of existing commercial and distribution channels;
b. Establishing strategic trade partnerships;
As well as other activities, apart from those listed, which might be significant for the trade and distribution of the
goods and services offered by the companies in the group of the Company;
3. Improvement of client servicing, including, but not only:
a. expansion, re- organization and/or optimization of contact centers and channels for clients’ servicing in view of
providing higher efficiency of processe s related to receiving clients’ feedback regarding the products and services
provided by the companies within the group of the Company;
b. improvement of processes for measurement and analysis of customer satisfaction;
c. improvement of products and/or services provided by the Company compared to the results from the analysis of
customer satisfaction;
d. establishing training centers of working groups for servicing and assembly of devices, by the companies within
the group of the Company;
as well as other activities, apart from those listed, related to improvement of servicing of clients;
4. conducting procedures for the issuance by the Company of financial instruments on the basis of or related to
shares, regardless of the regulated market on which they have been issued;
5. promotion of the Company among potential investors and retaining a good investor image by, but not only:
a. holding regular meetings with investors and analysts;
b. participation in investor forums and conferences;
c. ensuring transparency regarding the activities of the Company and its management and adhering to the laws and
regulations and good investor and business practices.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 42
"day" – means a date from the period, for which WAP is provided in accordance with the information, provided by the
respective stock exchange;
ii. Annual turnover of the Company, which is assessed on consolidated basis in accordance with the annual
consolidated financial statements which have been audited and adopted at the General Meeting of the
Shareholders for each year of the Period of performance.
Non-financial criteria include activities and projects with long-term and strategic significance for the development of the
business of the Company and the Group managed by it, therefore the fulfilment of at least one of these criteria is a
condition for the occurrence of rights for exercising the options granted according to the adopted Scheme.
Non-financial criteria according to the Scheme include:
(i) Realization of strategic projects of the Company, including, but not only:
a) transactions on sale and acquisition of participations in other companies;
b) Ensuring external financing for specific projects, including by fundraising of capital or ensuring a strategic
partner or investor;
c) Reorganization and restructuring of business or separate units of it;
As well as other projects, apart from the those listed, which could have significance for the development of the
business of the Company;
1. Development of the production and logistics, including, but not only:
a. Expansion of portfolio of products, introduction of new or optimization of existing productions practices;
b. Expansion and/or reorganization of production;
c. Reorganization and optimization of logistics;
d. Opening new commercial offices, logistic centers;
As well as other activities, apart from those mentioned, which might be significant for optimization, expansion
and/or improvement in another manner of the production and/or logistics;
2. Development of commercial and distribution channels, including, but not only:
a. Re-organization or optimization of existing commercial and distribution channels;
b. Establishing strategic trade partnerships;
As well as other activities, apart from those listed, which might be significant for the trade and distribution of the
goods and services offered by the companies in the group of the Company;
3. Improvement of client servicing, including, but not only:
a. expansion, re- organization and/or optimization of contact centers and channels for clients’ servicing in view of
providing higher efficiency of processe s related to receiving clients’ feedback regarding the products and services
provided by the companies within the group of the Company;
b. improvement of processes for measurement and analysis of customer satisfaction;
c. improvement of products and/or services provided by the Company compared to the results from the analysis of
customer satisfaction;
d. establishing training centers of working groups for servicing and assembly of devices, by the companies within
the group of the Company;
as well as other activities, apart from those listed, related to improvement of servicing of clients;
4. conducting procedures for the issuance by the Company of financial instruments on the basis of or related to
shares, regardless of the regulated market on which they have been issued;
5. promotion of the Company among potential investors and retaining a good investor image by, but not only:
a. holding regular meetings with investors and analysts;
b. participation in investor forums and conferences;
c. ensuring transparency regarding the activities of the Company and its management and adhering to the laws and
regulations and good investor and business practices.
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 43
4. Explanation of methods applied for the assessment of performance criteria
Basic options
1. Target values (Basic targets) by financial indicator Quarterly average share price.
Reference dates (1) QASP (2) Number of shares (3)
31.12.2022,
31.12.2023,
31.12.2024 and
31.12.2025
EUR 11,16 178 050
EUR 18,00 133 537
EUR 27,00 133 538
EUR 38,00 133 537
EUR 46,00 133 538
EUR 55,00 178 050
Total shares: 890 250
1 Alternatively determined reference date as of which the QASP is calculated and an assessment is made
regarding the performance of each of the Basic targets, with the exception of already achieved Basic
targets.
2 Quarterly average share price.
3 Maximum eligible number of shares for all directors, who may be granted Basic options, whose exercise is
dependent on the performance of the respective Basic target (the value of QASP, indicated on the same
line).
Reserve options
2. Target values (Reserve targets) by financial indicator Annual turnover
Reference year(1) Annual turnover (2)
(in million EUR)
Number of shares (3)
2022 43.5 88 538
2023 62.5 104 025
2024 89 119 025
2025 125 133 537
Total shares: 445 125
1 Reporting year to which the audited and approved at the Annual General Meeting of the Shareholders
annual consolidated financial statements refer to.
2 Minimum value of Annual turnover, realized during the year indicated on the same line.
3 Maximum eligible number of shares for all directors, who may be granted Reserve options, whose exercise
is dependent on the performance of the respective Reserve target (value of the Annual turnover, indicated in
the same line).
The circle of alternative determined reference dates on which the assessment is made for the performance of the Basic
targets consists of the last calendar days of each of the years, included in the Period of performance.
Each Basic target may be achieved only once when this criterion is considered to be fulfilled. After a Basic target is
achieved at one of the alternatively set reference dates for calculation, its fulfilment at the next reference dates (if any) is
not assessed.
Also, at a given reference date two or more Basic targets may be achieved simultaneously.
5. Explanation of the relation between remuneration and achieved results
According to the Remuneration Policy, the permanent remuneration is not linked to the performance.
Such a link exists in respect of the variable remuneration in shares as described in the preceding p. 4, here above.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 43
4. Explanation of methods applied for the assessment of performance criteria
Basic options
1. Target values (Basic targets) by financial indicator Quarterly average share price.
Reference dates (1) QASP (2) Number of shares (3)
31.12.2022,
31.12.2023,
31.12.2024 and
31.12.2025
EUR 11,16 178 050
EUR 18,00 133 537
EUR 27,00 133 538
EUR 38,00 133 537
EUR 46,00 133 538
EUR 55,00 178 050
Total shares: 890 250
1 Alternatively determined reference date as of which the QASP is calculated and an assessment is made
regarding the performance of each of the Basic targets, with the exception of already achieved Basic
targets.
2 Quarterly average share price.
3 Maximum eligible number of shares for all directors, who may be granted Basic options, whose exercise is
dependent on the performance of the respective Basic target (the value of QASP, indicated on the same
line).
Reserve options
2. Target values (Reserve targets) by financial indicator Annual turnover
Reference year(1) Annual turnover (2)
(in million EUR)
Number of shares (3)
2022 43.5 88 538
2023 62.5 104 025
2024 89 119 025
2025 125 133 537
Total shares: 445 125
1 Reporting year to which the audited and approved at the Annual General Meeting of the Shareholders
annual consolidated financial statements refer to.
2 Minimum value of Annual turnover, realized during the year indicated on the same line.
3 Maximum eligible number of shares for all directors, who may be granted Reserve options, whose exercise
is dependent on the performance of the respective Reserve target (value of the Annual turnover, indicated in
the same line).
The circle of alternative determined reference dates on which the assessment is made for the performance of the Basic
targets consists of the last calendar days of each of the years, included in the Period of performance.
Each Basic target may be achieved only once when this criterion is considered to be fulfilled. After a Basic target is
achieved at one of the alternatively set reference dates for calculation, its fulfilment at the next reference dates (if any) is
not assessed.
Also, at a given reference date two or more Basic targets may be achieved simultaneously.
5. Explanation of the relation between remuneration and achieved results
According to the Remuneration Policy, the permanent remuneration is not linked to the performance.
Such a link exists in respect of the variable remuneration in shares as described in the preceding p. 4, here above.
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 44
6. Basic payments and justification of the annual scheme of payment of bonuses and/or other non-monetary
additional remuneration
The amount of basic payments is fixed in the Remuneration Policy. A possibility is provided for payment of additional
variable remuneration in shares to the executive members of the Board of Directors, according to the Scheme adopted
by the General Meeting of Shareholders.
The Scheme adopted by the General Meeting of Shareholders determines the maximum number of shares for which Basic
options may be granted in total for all directors for the entire period of its validity.
The maximum number of shares for which Basic options may be granted to one director may not exceed ¾ (three-quarters)
of the maximum number of shares applicable to all directors.
The total number of shares for which Reserve options are granted to one director may not exceed ½ (one-half) of the total
number of shares for which Basic options are granted to the same director.
The total number of shares that a director may eventually receive as a result of exercising the options (Basic and Reserve)
granted to him under the adopted Scheme in no case may it exceed the total number of shares for which it has been granted
Basic options.
7. Description of the basic characteristics of the additional voluntary pension insurance scheme and information
on contributions paid and/or due by the company in favour of the director for the relevant financial year, as
applicable.
The Company has no obligation for paying additional voluntary pension insurance for the members of the Board of
Directors of Allterco AD and the Company is not obliged to make contributions in favor of the directors for the reported
financial year.
8. Information on periods of delay of payment of variable remuneration
The period of execution of the Scheme is 2022, 2023, 2024 and 2025. The granting of variable remuneration in shares in
the form of conditional options under the adopted Scheme is subject to the fulfilment of objective and measurable financial
and non-financial criteria for achieved results. The fulfilment of the conditions for exercising the options is assessed by
the General Meeting of Shareholders at the end of the Performance Period, after or simultaneously with the adoption of
the Annual Consolidated Report of the Company for the last year of this period. The General Meeting of Shareholders
assesses with respect to each director who has been granted a package of options in accordance with the adopted Scheme,
for which of the granted options the conditions for their exercise have been met in accordance with the results achieved
by the Company and for the relevant director during the Period of execution.
Options granted which have become exercisable by the relevant director (as set out above) are exercisable in full (for all
options for which the conditions for their exercise are met, for all shares for which the relevant options can to be exercised)
or partially (for part of the options for which the conditions for their exercise are met and/or for part of the shares for
which the corresponding options can be exercised) once with a notification addressed to the Company, within a period of
one year which starts from the later date between:
• the third year of the date of the decision of the General Meeting of Shareholders to grant it; and
• the date of the decision of the General Meeting of Shareholders regarding the fulfilment of the conditions set out for
exercising the relevant options;
Options are considered void if not exercised within the specified period. The granting of shares under an option validly
exercised by the director occurs within a period of up to one year from the date of exercise of the option. In the presence
of extraordinary circumstances, this term can be extended by a decision of the General Meeting of Shareholders for no
more than one year.
9. Information on the compensation policy in case of contract termination
Upon termination of the contract with a member of the Company's Board of Directors, due to expiration and non-renewal
of the mandate for which he was elected, the Company does not owe compensation.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 44
6. Basic payments and justification of the annual scheme of payment of bonuses and/or other non-monetary
additional remuneration
The amount of basic payments is fixed in the Remuneration Policy. A possibility is provided for payment of additional
variable remuneration in shares to the executive members of the Board of Directors, according to the Scheme adopted
by the General Meeting of Shareholders.
The Scheme adopted by the General Meeting of Shareholders determines the maximum number of shares for which Basic
options may be granted in total for all directors for the entire period of its validity.
The maximum number of shares for which Basic options may be granted to one director may not exceed ¾ (three-quarters)
of the maximum number of shares applicable to all directors.
The total number of shares for which Reserve options are granted to one director may not exceed ½ (one-half) of the total
number of shares for which Basic options are granted to the same director.
The total number of shares that a director may eventually receive as a result of exercising the options (Basic and Reserve)
granted to him under the adopted Scheme in no case may it exceed the total number of shares for which it has been granted
Basic options.
7. Description of the basic characteristics of the additional voluntary pension insurance scheme and information
on contributions paid and/or due by the company in favour of the director for the relevant financial year, as
applicable.
The Company has no obligation for paying additional voluntary pension insurance for the members of the Board of
Directors of Allterco AD and the Company is not obliged to make contributions in favor of the directors for the reported
financial year.
8. Information on periods of delay of payment of variable remuneration
The period of execution of the Scheme is 2022, 2023, 2024 and 2025. The granting of variable remuneration in shares in
the form of conditional options under the adopted Scheme is subject to the fulfilment of objective and measurable financial
and non-financial criteria for achieved results. The fulfilment of the conditions for exercising the options is assessed by
the General Meeting of Shareholders at the end of the Performance Period, after or simultaneously with the adoption of
the Annual Consolidated Report of the Company for the last year of this period. The General Meeting of Shareholders
assesses with respect to each director who has been granted a package of options in accordance with the adopted Scheme,
for which of the granted options the conditions for their exercise have been met in accordance with the results achieved
by the Company and for the relevant director during the Period of execution.
Options granted which have become exercisable by the relevant director (as set out above) are exercisable in full (for all
options for which the conditions for their exercise are met, for all shares for which the relevant options can to be exercised)
or partially (for part of the options for which the conditions for their exercise are met and/or for part of the shares for
which the corresponding options can be exercised) once with a notification addressed to the Company, within a period of
one year which starts from the later date between:
• the third year of the date of the decision of the General Meeting of Shareholders to grant it; and
• the date of the decision of the General Meeting of Shareholders regarding the fulfilment of the conditions set out for
exercising the relevant options;
Options are considered void if not exercised within the specified period. The granting of shares under an option validly
exercised by the director occurs within a period of up to one year from the date of exercise of the option. In the presence
of extraordinary circumstances, this term can be extended by a decision of the General Meeting of Shareholders for no
more than one year.
9. Information on the compensation policy in case of contract termination
Upon termination of the contract with a member of the Company's Board of Directors, due to expiration and non-renewal
of the mandate for which he was elected, the Company does not owe compensation.
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 45
In the event of early termination of the contract with a member of the Board of Directors by the Company without giving
a reason, the amount of compensation payable by the Company, in addition to the compensation due by law (when
applicable), is agreed in the contract or in an agreement between the parties, as the maximum total amount of all
compensation payable by the Company cannot exceed:
1. the total amount of gross monthly remunerations paid to him up to the time of termination, and in all cases this
amount cannot exceed the sum of 12 permanent gross monthly remunerations - for an executive member of the
Board of Directors;
2. three gross monthly remunerations – for a non-executive member of the Board of Directors;
3. part of the permanent gross monthly remuneration, proportional to the missed notice period by the Company,
applying the maximum values specified in items 1 and 2.
Compensation is not due in case the termination of the contract is due to unsatisfactory results and/or culpable behaviour
of the relevant director.
10. Information on the period when shares may not be transferred and share options may not be exercised, in case
of variable remuneration based on shares
The current Share-based Remuneration Scheme of the Board of Directors, which is in force from December 13, 2023,
does not provide for a lock-up period after the actual transfer of the shares.
11. Information on the policy of retaining a certain number of shares until the end of the mandate of the members
of the managing and supervisory bodies after expiry of the period in p. 10
The Remuneration Policy and the Share-based Remuneration Scheme of the executive members of the Board of Directors,
which is in force as of December 13, 2023, does not provide for retaining a certain number of shares until the end of the
mandate. It should be taken into consideration that the period of execution of the Scheme, which concludes on
December 31, 2025 covers almost the full mandate of the Board of Directors, which ends on January 5, 2026.
12. Information on the contracts of the members of the managing and supervisory bodies, including the term of
each contract, period of notice on termination and details on compensations and/or other payments due in case of
early termination
The executive members of the Board of Directors perform their functions on the grounds of contracts, which are in force
as of the date of their election until January 5, 2026, and a one-month termination notice for Mr. Wolfgang Kirsch and
two-month termination notice for Mr. Dimitar Dimitrov. The obligations of the independent members of the Board of
Directors start with their entry in the Trade Register. All members of the Board of Directors are appointed by the General
Meeting of Shareholders with mandate until January 5, 2026, and without limit to their re-election.
Details on compensations and/or other payments due in case of early termination are set in the Remuneration Policy of
the Board of Directors.
13. Full amount of remuneration and other incentives for the members of the Board of Director for the relevant
financial year
The members of the Board of Directors of Allterco AD have received the following remuneration for 2022:
Table No 18
Name Position Gross/BGN’000
Dimitar Dimitrov Executive Director 60
Svetlin Todorov Member of the Board of Directors 60
Wolfgang Kirsch Executive Director 404
Gregor Bieler
Independent member and
Chairman of the Board of
Directors 166
Nikolay Martinov
Independent member and Deputy-
chairman of the Board of Directors 60
During the reporting period the members of the Board of Directors of the Company have not received other incentives in
this capacity.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 45
In the event of early termination of the contract with a member of the Board of Directors by the Company without giving
a reason, the amount of compensation payable by the Company, in addition to the compensation due by law (when
applicable), is agreed in the contract or in an agreement between the parties, as the maximum total amount of all
compensation payable by the Company cannot exceed:
1. the total amount of gross monthly remunerations paid to him up to the time of termination, and in all cases this
amount cannot exceed the sum of 12 permanent gross monthly remunerations - for an executive member of the
Board of Directors;
2. three gross monthly remunerations – for a non-executive member of the Board of Directors;
3. part of the permanent gross monthly remuneration, proportional to the missed notice period by the Company,
applying the maximum values specified in items 1 and 2.
Compensation is not due in case the termination of the contract is due to unsatisfactory results and/or culpable behaviour
of the relevant director.
10. Information on the period when shares may not be transferred and share options may not be exercised, in case
of variable remuneration based on shares
The current Share-based Remuneration Scheme of the Board of Directors, which is in force from December 13, 2023,
does not provide for a lock-up period after the actual transfer of the shares.
11. Information on the policy of retaining a certain number of shares until the end of the mandate of the members
of the managing and supervisory bodies after expiry of the period in p. 10
The Remuneration Policy and the Share-based Remuneration Scheme of the executive members of the Board of Directors,
which is in force as of December 13, 2023, does not provide for retaining a certain number of shares until the end of the
mandate. It should be taken into consideration that the period of execution of the Scheme, which concludes on
December 31, 2025 covers almost the full mandate of the Board of Directors, which ends on January 5, 2026.
12. Information on the contracts of the members of the managing and supervisory bodies, including the term of
each contract, period of notice on termination and details on compensations and/or other payments due in case of
early termination
The executive members of the Board of Directors perform their functions on the grounds of contracts, which are in force
as of the date of their election until January 5, 2026, and a one-month termination notice for Mr. Wolfgang Kirsch and
two-month termination notice for Mr. Dimitar Dimitrov. The obligations of the independent members of the Board of
Directors start with their entry in the Trade Register. All members of the Board of Directors are appointed by the General
Meeting of Shareholders with mandate until January 5, 2026, and without limit to their re-election.
Details on compensations and/or other payments due in case of early termination are set in the Remuneration Policy of
the Board of Directors.
13. Full amount of remuneration and other incentives for the members of the Board of Director for the relevant
financial year
The members of the Board of Directors of Allterco AD have received the following remuneration for 2022:
Table No 18
Name Position Gross/BGN’000
Dimitar Dimitrov Executive Director 60
Svetlin Todorov Member of the Board of Directors 60
Wolfgang Kirsch Executive Director 404
Gregor Bieler
Independent member and
Chairman of the Board of
Directors 166
Nikolay Martinov
Independent member and Deputy-
chairman of the Board of Directors 60
During the reporting period the members of the Board of Directors of the Company have not received other incentives in
this capacity.
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 46
Based on the approved by the General Meeting Share-based Remuneration Scheme for the executive members of the
Board of Directors for the period 2022 – 2025, the executive members Mr. Dimitar Dimitrov and Mr. Wolfgang Kirsch
have been granted remuneration in shares in the form of package of conditional options, as indicated in p. 15.17, of letter
“b” of the Report on activities.
During the reported financial year, part of the members of the Board of Directors received remuneration from subsidiaries
for other functions performed in these companies under employment or other employment relations, as follows:
Table No 19
Full name Gross/BGN’000
Dimitar Stoyanov Dimitrov 596
Svetlin Iliev Todorov 578
Wolfgang Kirsch 217
14. Information on the remuneration of persons who have been members of a management or supervisory body of
a public company for a specified period during the reported financial year:
а) the full amount of the person's remuneration paid and/or accrued for the reported financial year
The members of the Board of Directors of Allterco AD have received in their capacity remuneration under employment contracts
and other employment relations in 2022, paid by Allterco AD, as indicated in p. 13, Table 18 above.
During the reporting period the members of the Board of Directors of the Company have not received non-cash
remuneration. As of December 31, 2022, Allterco AD has no amounts due for pensions and compensation upon retirement
to the members of the Board of Directors.
During the reported period the members of the Board of Directors of the Company received remuneration for their
positions in subsidiaries.
b) remuneration and other cash and non-cash incentives received by the person from other companies in the group:
During the reported financial year part of the members of the Board of Directors received from subsidiaries remuneration
for other functions performed in these companies under employment contracts or other employment relations, as indicated
in p. 13, Table 19 above.
c) remuneration received by the person in the form of profit distribution and/ or bonuses and grounds for their
payment
In the reported period, none of the members of the Board of Directors of Allterco AD received remuneration from the
Company in the form of profit distribution, except the conditional remuneration in shares, as indicated in p. 15.17, letter
“b” in the Report on activities.
d) All additional payments for services provided by the person outside his usual functions, where such payments
are eligible under his contract
The contracts with the members of the Board of Directors of Allterco AD provide for no additional payments for services
provided by them outside their usual functions.
e) compensation paid and/ or accrued on termination of his functions during the last financial year
During the reported period, no compensation was paid for the dismissal of members of the Board of Directors.
f) overall assessment of all non-cash benefits equivalent to remuneration other than those referred to in clauses
“a” - “e”
In the reported period none of the members of the Board of Directors of Allterco AD received non-cash remuneration in
addition to those specified in clauses (a) to (e).
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 46
Based on the approved by the General Meeting Share-based Remuneration Scheme for the executive members of the
Board of Directors for the period 2022 – 2025, the executive members Mr. Dimitar Dimitrov and Mr. Wolfgang Kirsch
have been granted remuneration in shares in the form of package of conditional options, as indicated in p. 15.17, of letter
“b” of the Report on activities.
During the reported financial year, part of the members of the Board of Directors received remuneration from subsidiaries
for other functions performed in these companies under employment or other employment relations, as follows:
Table No 19
Full name Gross/BGN’000
Dimitar Stoyanov Dimitrov 596
Svetlin Iliev Todorov 578
Wolfgang Kirsch 217
14. Information on the remuneration of persons who have been members of a management or supervisory body of
a public company for a specified period during the reported financial year:
а) the full amount of the person's remuneration paid and/or accrued for the reported financial year
The members of the Board of Directors of Allterco AD have received in their capacity remuneration under employment contracts
and other employment relations in 2022, paid by Allterco AD, as indicated in p. 13, Table 18 above.
During the reporting period the members of the Board of Directors of the Company have not received non-cash
remuneration. As of December 31, 2022, Allterco AD has no amounts due for pensions and compensation upon retirement
to the members of the Board of Directors.
During the reported period the members of the Board of Directors of the Company received remuneration for their
positions in subsidiaries.
b) remuneration and other cash and non-cash incentives received by the person from other companies in the group:
During the reported financial year part of the members of the Board of Directors received from subsidiaries remuneration
for other functions performed in these companies under employment contracts or other employment relations, as indicated
in p. 13, Table 19 above.
c) remuneration received by the person in the form of profit distribution and/ or bonuses and grounds for their
payment
In the reported period, none of the members of the Board of Directors of Allterco AD received remuneration from the
Company in the form of profit distribution, except the conditional remuneration in shares, as indicated in p. 15.17, letter
“b” in the Report on activities.
d) All additional payments for services provided by the person outside his usual functions, where such payments
are eligible under his contract
The contracts with the members of the Board of Directors of Allterco AD provide for no additional payments for services
provided by them outside their usual functions.
e) compensation paid and/ or accrued on termination of his functions during the last financial year
During the reported period, no compensation was paid for the dismissal of members of the Board of Directors.
f) overall assessment of all non-cash benefits equivalent to remuneration other than those referred to in clauses
“a” - “e”
In the reported period none of the members of the Board of Directors of Allterco AD received non-cash remuneration in
addition to those specified in clauses (a) to (e).
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 47
g) information on all loans granted, payments for social and household expenses and guarantees from the
Company or its subsidiaries or other companies that are subject to consolidation in its annual financial statements,
including data on the outstanding balance and interest
In the reported period, there are no loans, payments for social and household expenses and guarantees provided by the
Company or its subsidiaries or other companies to any of the members of the Board of Directors of Allterco AD, that are
subject to consolidation in its annual financial statements.
Remuneration paid by subsidiaries to the executive director Wolfgang Kirsch (table 17) is in the amount of BGN 217
thousand.
15. Information regarding shares and/or share options and/or other share-based incentive schemes:
By decision of the General Meeting of Shareholders dated January13, 2022 the executive directors Mr. Dimitar Dimitrov
and Mr. Wolfgang Kirsch have been granted remuneration in shares in the form of package of conditional options as
indicated in p. 15.17, letter “b” of the Report on activities.
The variable remuneration in shares refers to ordinary registered dematerialized shares of the capital of Allterco AD,
(stock exchange code A4L, ISIN BG1100003166), with voting rights, with nominal value of BGN 1 each. After their
transfer no privileges or limitations are provided for the rights incorporated therein. The shares are traded simultaneously
on the Bulgarian Stock Exchange and the Frankfurt Stock Exchange.
16. Annual change in the remuneration, the results of the company and the average amount of remuneration on
the basis of full-time work of company employees, who are not directors, during at least five previous financial
years is as follows:
Annual change in the remuneration, Company results and the average amount of remuneration based on full-time work
of Company employees who are not directors, during at least five previous financial years, is as follows:
Table No 20
2016 2017 2018 2019 2020 2021 2022
Change in the remuneration
Number of employees, excluding BoD
members 4 4 4 4 4 4 5
Salary expense, incl. social security
contributions, BGN 208 092 224 015 230 507 374 100 245 627 298 929 372 484
annual % change 7.7% 2.9% 62.3% -34.3% 21.70% 24.61%
Average annual remuneration/employee,
BGN 52 023 56 004 57 627 93 525 61 407 74 732 74 497
Company results
Total revenue (incl. financial), BGN’000 1 472 1,666 1 598 9 598 3 632 5 365 4 177
Net profit on individual basis, BGN’000 74 549 713 4 483 2 330 3 200 1 058
Salary Expense as % of the revenue 14% 13% 14% 4% 7% 6% 9%
In 2022 there is an increase of expenses for salaries of employees as a per cent of the revenue. The expenses for salaries
have increased on average by 10.2% on annual basis in the period 2016 – 2022, except in 2019, when the growth was
higher due to the bonuses paid in relation to the successful completion of the sale of 5 subsidiaries.
17. Information on exercising the possibility to demand a refund of paid variable remuneration
According to the current Remuneration Policy, there is no provision for refund of payment of variable remuneration.
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 47
g) information on all loans granted, payments for social and household expenses and guarantees from the
Company or its subsidiaries or other companies that are subject to consolidation in its annual financial statements,
including data on the outstanding balance and interest
In the reported period, there are no loans, payments for social and household expenses and guarantees provided by the
Company or its subsidiaries or other companies to any of the members of the Board of Directors of Allterco AD, that are
subject to consolidation in its annual financial statements.
Remuneration paid by subsidiaries to the executive director Wolfgang Kirsch (table 17) is in the amount of BGN 217
thousand.
15. Information regarding shares and/or share options and/or other share-based incentive schemes:
By decision of the General Meeting of Shareholders dated January13, 2022 the executive directors Mr. Dimitar Dimitrov
and Mr. Wolfgang Kirsch have been granted remuneration in shares in the form of package of conditional options as
indicated in p. 15.17, letter “b” of the Report on activities.
The variable remuneration in shares refers to ordinary registered dematerialized shares of the capital of Allterco AD,
(stock exchange code A4L, ISIN BG1100003166), with voting rights, with nominal value of BGN 1 each. After their
transfer no privileges or limitations are provided for the rights incorporated therein. The shares are traded simultaneously
on the Bulgarian Stock Exchange and the Frankfurt Stock Exchange.
16. Annual change in the remuneration, the results of the company and the average amount of remuneration on
the basis of full-time work of company employees, who are not directors, during at least five previous financial
years is as follows:
Annual change in the remuneration, Company results and the average amount of remuneration based on full-time work
of Company employees who are not directors, during at least five previous financial years, is as follows:
Table No 20
2016 2017 2018 2019 2020 2021 2022
Change in the remuneration
Number of employees, excluding BoD
members 4 4 4 4 4 4 5
Salary expense, incl. social security
contributions, BGN 208 092 224 015 230 507 374 100 245 627 298 929 372 484
annual % change 7.7% 2.9% 62.3% -34.3% 21.70% 24.61%
Average annual remuneration/employee,
BGN 52 023 56 004 57 627 93 525 61 407 74 732 74 497
Company results
Total revenue (incl. financial), BGN’000 1 472 1,666 1 598 9 598 3 632 5 365 4 177
Net profit on individual basis, BGN’000 74 549 713 4 483 2 330 3 200 1 058
Salary Expense as % of the revenue 14% 13% 14% 4% 7% 6% 9%
In 2022 there is an increase of expenses for salaries of employees as a per cent of the revenue. The expenses for salaries
have increased on average by 10.2% on annual basis in the period 2016 – 2022, except in 2019, when the growth was
higher due to the bonuses paid in relation to the successful completion of the sale of 5 subsidiaries.
17. Information on exercising the possibility to demand a refund of paid variable remuneration
According to the current Remuneration Policy, there is no provision for refund of payment of variable remuneration.
ALLTERCO AD
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 48
18. Information on all deviations from the procedure for the implementation of the Remuneration Policy in
connection with extraordinary circumstances under Art.11, para.13, including an explanation of the nature of the
extraordinary circumstances and identification of the specific components that have not been implemented.
In the reported period there were no extraordinary circumstances where the Company temporarily suspended the
implementation of the Remuneration Policy.
19. Information on the implementation of the Remuneration Policy for the members of the Board of Directors of
Allterco AD for the next financial year
If necessary, the Board of Directors may propose a change and/or addition to the Remuneration Policy in force.
For Allterco AD:
...............................................
Dimitar Dimitrov
/Executive Member of the Board of Directors/
UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 48
18. Information on all deviations from the procedure for the implementation of the Remuneration Policy in
connection with extraordinary circumstances under Art.11, para.13, including an explanation of the nature of the
extraordinary circumstances and identification of the specific components that have not been implemented.
In the reported period there were no extraordinary circumstances where the Company temporarily suspended the
implementation of the Remuneration Policy.
19. Information on the implementation of the Remuneration Policy for the members of the Board of Directors of
Allterco AD for the next financial year
If necessary, the Board of Directors may propose a change and/or addition to the Remuneration Policy in force.
For Allterco AD:
...............................................
Dimitar Dimitrov
/Executive Member of the Board of Directors/
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 49
CORPORATE GOVERNANCE DECLARATION
OF ALLTERCO AD
in accordance with the provisions of
art. 100n, para. 8 of the Public Offering of Securities Act
for the period from 01.01.2022 to 31.12.2022
This Corporate Governance Declaration of Allterco AD (the “Company”) has been prepared in accordance with the
requirements of art. 100n, para. 8 of the Public Offering of Securities Act (POSA) and applies to the period 01.01.2022 -
31.12.2022 (“reporting period”)
1. Information whether ALLTERCO AD complies, as appropriate, with the Corporate Governance Code,
approved by the Deputy Chairman, or another corporate governance code
ALLTERCO AD and its management comply, as appropriate, with the National Corporate Governance Code. Some of
the recommendations of the National Code are not yet fully implemented by the corporate management of the Company,
but the Board of Directors is committed to continue to bring the activities of ALLTERCO AD in line with them in 2023.
ALLTERCO AD does not implement other corporate governance practices in addition to the National Corporate
Governance Code
2. Explanation by ALLTERCO AD which parts of the National Corporate Governance Code are not observed and
what are the reasons for this are
During the reporting period, the activities of the Board of Directors of ALLTERCO AD were carried out in full
compliance with the regulatory requirements set out in the Public Offering of Securities Act and the acts on its
implementation, and the Statutes of the Company. The corporate management of ALLTERCO AD considers that there
are still parts of the National Corporate Governance Code that the Company does not comply with, but in the following
reporting period the management will continue to perform all necessary legal and factual actions to bring the activities in
line with the principles and recommendations of the Code, as well as best practices in the field of corporate governance.
The Code is applied on the basis of the “observe or explain” principle . This means that the Company complies with the
Code, and in case of deviation, its management clarifies the reasons.
І. Chapter One – Corporate management
ALLTERCO AD is a Company with a one-tier management system and is managed by a Board of Directors.
Functions and obligations
The Board of Directors steers and controls independently and responsibly the activities of the Company in accordance
with the established vision, goals, strategies of the Company and the interests of shareholders and stakeholders. It is
recommended that the vision, goals and strategies be established in accordance with the economic, social and
environmental priorities of the Company.
The Board of Directors monitors the results of the Company’s activities on a quarterly and annual basis and, if necessary,
initiates change in the management of the activities.
The Board of Directors treats all shareholders equally, acts in their interest and with due diligence.
The members of the Board of Directors are guided in their activities by the generally accepted principles of integrity and
managerial and professional competence. The Board of Directors has not adopted a Code of Ethics.
In performing its functions, the Board of Directors strives to follow the economic, social and environmental priorities of
the Company.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 49
CORPORATE GOVERNANCE DECLARATION
OF ALLTERCO AD
in accordance with the provisions of
art. 100n, para. 8 of the Public Offering of Securities Act
for the period from 01.01.2022 to 31.12.2022
This Corporate Governance Declaration of Allterco AD (the “Company”) has been prepared in accordance with the
requirements of art. 100n, para. 8 of the Public Offering of Securities Act (POSA) and applies to the period 01.01.2022 -
31.12.2022 (“reporting period”)
1. Information whether ALLTERCO AD complies, as appropriate, with the Corporate Governance Code,
approved by the Deputy Chairman, or another corporate governance code
ALLTERCO AD and its management comply, as appropriate, with the National Corporate Governance Code. Some of
the recommendations of the National Code are not yet fully implemented by the corporate management of the Company,
but the Board of Directors is committed to continue to bring the activities of ALLTERCO AD in line with them in 2023.
ALLTERCO AD does not implement other corporate governance practices in addition to the National Corporate
Governance Code
2. Explanation by ALLTERCO AD which parts of the National Corporate Governance Code are not observed and
what are the reasons for this are
During the reporting period, the activities of the Board of Directors of ALLTERCO AD were carried out in full
compliance with the regulatory requirements set out in the Public Offering of Securities Act and the acts on its
implementation, and the Statutes of the Company. The corporate management of ALLTERCO AD considers that there
are still parts of the National Corporate Governance Code that the Company does not comply with, but in the following
reporting period the management will continue to perform all necessary legal and factual actions to bring the activities in
line with the principles and recommendations of the Code, as well as best practices in the field of corporate governance.
The Code is applied on the basis of the “observe or explain” principle . This means that the Company complies with the
Code, and in case of deviation, its management clarifies the reasons.
І. Chapter One – Corporate management
ALLTERCO AD is a Company with a one-tier management system and is managed by a Board of Directors.
Functions and obligations
The Board of Directors steers and controls independently and responsibly the activities of the Company in accordance
with the established vision, goals, strategies of the Company and the interests of shareholders and stakeholders. It is
recommended that the vision, goals and strategies be established in accordance with the economic, social and
environmental priorities of the Company.
The Board of Directors monitors the results of the Company’s activities on a quarterly and annual basis and, if necessary,
initiates change in the management of the activities.
The Board of Directors treats all shareholders equally, acts in their interest and with due diligence.
The members of the Board of Directors are guided in their activities by the generally accepted principles of integrity and
managerial and professional competence. The Board of Directors has not adopted a Code of Ethics.
In performing its functions, the Board of Directors strives to follow the economic, social and environmental priorities of
the Company.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 50
The Board of Directors has built and ensured the functioning of a risk management system, including for internal control
and internal audit.
The Board of Directors has ensured and controls the integrated operation of the accounting and financial reporting
systems.
The Board of Directors promotes the implementation and observes the compliance by the subsidiaries of the adopted
principles for sustainable development at the group level, thereby contributing to the establishment of a culture of
sustainable development.
The Board of Directors has ensured and controls the integrated operation of the accounting and financial reporting
systems.
The Board of Directors provides guidelines, approves and controls the implementation of the Company’s business plan,
substantial transactions, as well as other activities stipulated in its statutes.
In accordance with the requirements of the Public Offering of Securities Act, the Board of Directors monitors all
substantial transactions and approves them. If there are transactions, which individually or collectively exceed the
thresholds specified in Art. 114, para. 1 of the Public Offering of Securities Act, the Board of Directors prepares a
motivated report and adopts a decision to convene a General Meeting of Shareholders, at which the shareholders authorize
it to carry out these transactions.
The Board of Directors reports on its activities to the General Meeting of Shareholders, submitting the annual activity
report and the Report on the Implementation of the Remuneration Policy for approval by the shareholders.
Election and dismissal of members of the Board of Directors
The General Meeting of Shareholders elects and dismisses the members of the Board of Directors in accordance with the
law and the Statutes of the Company, as well as in accordance with the principles of continuity and sustainability of the
work of the Board of Directors.
In case of proposals for election of new members of the Board of Directors, the principles of compliance of the candidates’
competence with the nature of the National Corporate Governance Code in the activity of the Company are observed.
All members of the Board of Directors meet the legal requirements for holding office. The functions and obligations of
the corporate management, as well as its structure and competence are in accordance with the requirements of the Code.
The contracts for assignment of the management, concluded with the members of the Board of Directors, define their
obligations and tasks, the criteria for the amount of their remuneration, their obligations for loyalty to the Company and
the grounds for dismissal.
During the reporting financial year, ALLTERCO AD implemented the Remuneration Policy of the members of the Board
of Directors, adopted by the Annual General Meeting of Shareholders, last modified through decision dated 13.12.2022.
The remuneration of the members of the Board of Directors and information on its amount is duly disclosed in the activity
report of the Board of Directors, as well as in the Report on the Implementation of the Remuneration Policy of the
members of the Board of Directors, which are an integral part of the annual financial statements of the Company.
Structure and competence
The number of members and the structure of the Board of Directors are determined in the Statutes of the Company.
The composition of the Board of Directors is structured in a way that guarantees professionalism, impartiality and
independence of its decisions in relation to the Company’s management. The functions and obligations of the corporate
management, as well as its structure and competence are in compliance with the requirements of the Code.
The Board of Directors ensures the proper allocation of tasks and responsibilities among its members.
The independent members of the Board of Directors of ALLTERCO AD control the actions of the executive management
and participate effectively in the Company’s operations in accordance with the interests and rights of the shareholders.
The Chairperson of the Board of Directors is an independent director.
The competencies, rights and obligations of the members of the Board of Directors follow the requirements of the law,
the statutes and the standards of good professional and managerial practice.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 50
The Board of Directors has built and ensured the functioning of a risk management system, including for internal control
and internal audit.
The Board of Directors has ensured and controls the integrated operation of the accounting and financial reporting
systems.
The Board of Directors promotes the implementation and observes the compliance by the subsidiaries of the adopted
principles for sustainable development at the group level, thereby contributing to the establishment of a culture of
sustainable development.
The Board of Directors has ensured and controls the integrated operation of the accounting and financial reporting
systems.
The Board of Directors provides guidelines, approves and controls the implementation of the Company’s business plan,
substantial transactions, as well as other activities stipulated in its statutes.
In accordance with the requirements of the Public Offering of Securities Act, the Board of Directors monitors all
substantial transactions and approves them. If there are transactions, which individually or collectively exceed the
thresholds specified in Art. 114, para. 1 of the Public Offering of Securities Act, the Board of Directors prepares a
motivated report and adopts a decision to convene a General Meeting of Shareholders, at which the shareholders authorize
it to carry out these transactions.
The Board of Directors reports on its activities to the General Meeting of Shareholders, submitting the annual activity
report and the Report on the Implementation of the Remuneration Policy for approval by the shareholders.
Election and dismissal of members of the Board of Directors
The General Meeting of Shareholders elects and dismisses the members of the Board of Directors in accordance with the
law and the Statutes of the Company, as well as in accordance with the principles of continuity and sustainability of the
work of the Board of Directors.
In case of proposals for election of new members of the Board of Directors, the principles of compliance of the candidates’
competence with the nature of the National Corporate Governance Code in the activity of the Company are observed.
All members of the Board of Directors meet the legal requirements for holding office. The functions and obligations of
the corporate management, as well as its structure and competence are in accordance with the requirements of the Code.
The contracts for assignment of the management, concluded with the members of the Board of Directors, define their
obligations and tasks, the criteria for the amount of their remuneration, their obligations for loyalty to the Company and
the grounds for dismissal.
During the reporting financial year, ALLTERCO AD implemented the Remuneration Policy of the members of the Board
of Directors, adopted by the Annual General Meeting of Shareholders, last modified through decision dated 13.12.2022.
The remuneration of the members of the Board of Directors and information on its amount is duly disclosed in the activity
report of the Board of Directors, as well as in the Report on the Implementation of the Remuneration Policy of the
members of the Board of Directors, which are an integral part of the annual financial statements of the Company.
Structure and competence
The number of members and the structure of the Board of Directors are determined in the Statutes of the Company.
The composition of the Board of Directors is structured in a way that guarantees professionalism, impartiality and
independence of its decisions in relation to the Company’s management. The functions and obligations of the corporate
management, as well as its structure and competence are in compliance with the requirements of the Code.
The Board of Directors ensures the proper allocation of tasks and responsibilities among its members.
The independent members of the Board of Directors of ALLTERCO AD control the actions of the executive management
and participate effectively in the Company’s operations in accordance with the interests and rights of the shareholders.
The Chairperson of the Board of Directors is an independent director.
The competencies, rights and obligations of the members of the Board of Directors follow the requirements of the law,
the statutes and the standards of good professional and managerial practice.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
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The members of the Board of Directors have the appropriate knowledge and experience required by the position they
hold. Information about their professional qualification and experience is disclosed during the election of the members of
the Board of Directors with the materials for the General Meeting of the Shareholders.
After the election of new members of the Board of Directors, they get acquainted with the main legal and financial issues
related to the Company's activities.
Improving the qualifications of the members of the Board of Directors is their constant commitment.
The members of the Board of Directors have the necessary time to perform their tasks and duties, even though the statutes
of the Company do not determine the number of companies in which the members of the Board of Directors may hold
managerial positions. This circumstance is taken into account in the proposals and election of new members of the Board
of Directors.
The election of the members of the Board of Directors of the Company is performed by means of a transparent procedure,
which provides, among other things, timely and sufficient information about the personal and professional qualities of
the candidates for members. As part of the materials for the General Meeting, at which the election of a new member of
the Board of Directors is proposed, all declarations required by POSA and the Commercial Act, a criminal record
certificate and a professional biography of the candidate for elected position are to be submitted. When electing members
of the Board of Directors, the candidates confirm with a declaration or in person to the shareholders the accuracy of the
submitted data and information. The election procedure is conducted by show of hands and counting the votes “For”,
“Against” and “Abstentions”. The voting results are announced through the minutes of the General Meeting of
Shareholders. The number of consecutive mandates of the members of the Board of Directors ensures efficient operation
of the Company and compliance with the legal requirements. The statutes of the Company do not provide for a limit on
the number of consecutive mandates of the independent members, but this circumstance is observed in the proposal for
election of independent members.
Remuneration
The Board of Directors has developed a clear and specific policy for the remuneration of the members of the Board of
Directors, which was approved by the Annual General Meeting of Shareholders of ALLTERCO AD and sets the
principles for forming the amount and structure of the remuneration.
The remuneration of the Executive Member of the Board of Directors consists of a basic remuneration and additional
incentives. The additional incentives are subject to clear and specific criteria and indicators regarding the Company's
results and/or the achievement of targets set in the Share-Based Remuneration Scheme for executive members of the
Board of Directors
In accordance with the legal requirements and the good practice of corporate governance, the amount and structure of the
remuneration, according to the Remuneration Policy adopted by the General Meeting of Shareholders, take into account:
− The duties and contribution of each member of the Board of Directors in the Company’s activities and results;
− The ability to select and retain qualified and loyal members of the Board of Directors;
− The need to match the interests of the members of the Board of Directors and the long-term interests of the
Company, as well as its sustainable development.
Pursuant to the Remuneration Policy adopted by the General Meeting of Shareholders, the Company may pay executive
members of the Board of Directors variable share-based remuneration in order to directly engage management in the
achievement of long-term corporate objectives. Variable share-based remuneration is not provided for non-executive
members of the Board of Directors. The share-based remuneration of the Company, the criteria for granting and the
amounts are determined on the basis of the Share-based Remuneration Scheme, as approved by the General Meeting of
Shareholders and adopted with decision dated 13.12.2021, which is in force as of the date hereof.
The independent members of the Board of Directors receive remuneration in accordance with the principles for forming
the amount and the structure of remuneration, set out in the Remuneration Policy adopted by the General Meeting of
Shareholders.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 51
The members of the Board of Directors have the appropriate knowledge and experience required by the position they
hold. Information about their professional qualification and experience is disclosed during the election of the members of
the Board of Directors with the materials for the General Meeting of the Shareholders.
After the election of new members of the Board of Directors, they get acquainted with the main legal and financial issues
related to the Company's activities.
Improving the qualifications of the members of the Board of Directors is their constant commitment.
The members of the Board of Directors have the necessary time to perform their tasks and duties, even though the statutes
of the Company do not determine the number of companies in which the members of the Board of Directors may hold
managerial positions. This circumstance is taken into account in the proposals and election of new members of the Board
of Directors.
The election of the members of the Board of Directors of the Company is performed by means of a transparent procedure,
which provides, among other things, timely and sufficient information about the personal and professional qualities of
the candidates for members. As part of the materials for the General Meeting, at which the election of a new member of
the Board of Directors is proposed, all declarations required by POSA and the Commercial Act, a criminal record
certificate and a professional biography of the candidate for elected position are to be submitted. When electing members
of the Board of Directors, the candidates confirm with a declaration or in person to the shareholders the accuracy of the
submitted data and information. The election procedure is conducted by show of hands and counting the votes “For”,
“Against” and “Abstentions”. The voting results are announced through the minutes of the General Meeting of
Shareholders. The number of consecutive mandates of the members of the Board of Directors ensures efficient operation
of the Company and compliance with the legal requirements. The statutes of the Company do not provide for a limit on
the number of consecutive mandates of the independent members, but this circumstance is observed in the proposal for
election of independent members.
Remuneration
The Board of Directors has developed a clear and specific policy for the remuneration of the members of the Board of
Directors, which was approved by the Annual General Meeting of Shareholders of ALLTERCO AD and sets the
principles for forming the amount and structure of the remuneration.
The remuneration of the Executive Member of the Board of Directors consists of a basic remuneration and additional
incentives. The additional incentives are subject to clear and specific criteria and indicators regarding the Company's
results and/or the achievement of targets set in the Share-Based Remuneration Scheme for executive members of the
Board of Directors
In accordance with the legal requirements and the good practice of corporate governance, the amount and structure of the
remuneration, according to the Remuneration Policy adopted by the General Meeting of Shareholders, take into account:
− The duties and contribution of each member of the Board of Directors in the Company’s activities and results;
− The ability to select and retain qualified and loyal members of the Board of Directors;
− The need to match the interests of the members of the Board of Directors and the long-term interests of the
Company, as well as its sustainable development.
Pursuant to the Remuneration Policy adopted by the General Meeting of Shareholders, the Company may pay executive
members of the Board of Directors variable share-based remuneration in order to directly engage management in the
achievement of long-term corporate objectives. Variable share-based remuneration is not provided for non-executive
members of the Board of Directors. The share-based remuneration of the Company, the criteria for granting and the
amounts are determined on the basis of the Share-based Remuneration Scheme, as approved by the General Meeting of
Shareholders and adopted with decision dated 13.12.2021, which is in force as of the date hereof.
The independent members of the Board of Directors receive remuneration in accordance with the principles for forming
the amount and the structure of remuneration, set out in the Remuneration Policy adopted by the General Meeting of
Shareholders.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 52
As mentioned above, the disclosure of information on the remuneration of the Board of Directors members is done in
accordance with the legal norms and the statutes of the Company - by disclosing in the Annual Report on the Activity
and the Report on the Implementation of the Remuneration Policy for the members of the Board of Directors. The
Remuneration Policy is published on the Company’s website. In this way, the shareholders have easy access to the policy
observed by the Company regarding the basic and additional remuneration for the members of the Board of Directors.
Conflict of interests
The members of the Board of Directors avoid and do not allow real or potential conflicts of interest. During the reporting
period, no transactions have been concluded between the Company and members of the Board of Directors or persons
related to them.
The members of the Board of Directors immediately disclose conflicts of interest and provide the shareholders with access
to information on transactions between the Company and members of the Board of Directors or persons related to them
by presenting the declaration under Art. 114b of the Public Offering of Securities Act.
The Board of Directors has not established a specific procedure for avoiding conflicts of interest in transactions with
interested parties and disclosing information in the event of such, but controls the conclusion of significant transactions
through voting and approval of such transactions.
Committees
Board of Directors’ work is supported by committees and the Board of Directors determines the need for their
establishment according to the specifics of the Company.
In compliance with the requirements of the effective legislation and based on the criteria it determines, the Board of
Directors annually proposes to the General Meeting of Shareholders to appoint an audit committee with a composition
that meets the specific needs of the Company.
The Audit Committee carries out its activities in accordance with the legal requirements.
The Articles of Association of the Company also provide for the possibility of establishing an Advisory Board by decision
of the Board of Directors.
ІІ. Chapter Two – Audit and internal control
The Board of Directors is assisted by an Audit Committee.
The Board of Directors and the Audit Committee ensure compliance with the applicable law regarding the independent
financial audit. The rotation principle is applied regarding proposals and appointment of external auditors.
The Audit Committee monitors the overall relationship with the external auditor, including the nature of non-audit
services provided by the Company's auditor, if any.
The Company has established and operates an internal control system, which includes identifying the risks associated
with the Company's activities and supporting their effective management. It also ensures the effective functioning of the
accountability and information disclosure systems.
ІІІ. Chapter Three – Protection of shareholders’ rights
The Board of Directors ensures equal treatment of all shareholders, including minority and foreign shareholders, protects
their rights and facilitates exercising them within the scope permitted by the applicable law and in accordance with the
provisions of the Company's statutes.
In the reporting period, the Company held one regular and two extraordinary General Meetings of Shareholders,
complying with all the requirements of Art. 115 et seq. of the POSA, announcing the decision for its convention and
publishing the invitation together with the materials thereto in the manner specified by the law. The shareholders were
guaranteed the opportunity to add new items to the agenda under Art. 223a of the Commercial Act. The Statutes of the
Company provide for the invitation to the General Meeting to contain the information required under the Commercial
Act and POSA, as well as additional information on exercising the right to vote and the possibility to add new items to
the agenda under Art. 223a of the CA.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 52
As mentioned above, the disclosure of information on the remuneration of the Board of Directors members is done in
accordance with the legal norms and the statutes of the Company - by disclosing in the Annual Report on the Activity
and the Report on the Implementation of the Remuneration Policy for the members of the Board of Directors. The
Remuneration Policy is published on the Company’s website. In this way, the shareholders have easy access to the policy
observed by the Company regarding the basic and additional remuneration for the members of the Board of Directors.
Conflict of interests
The members of the Board of Directors avoid and do not allow real or potential conflicts of interest. During the reporting
period, no transactions have been concluded between the Company and members of the Board of Directors or persons
related to them.
The members of the Board of Directors immediately disclose conflicts of interest and provide the shareholders with access
to information on transactions between the Company and members of the Board of Directors or persons related to them
by presenting the declaration under Art. 114b of the Public Offering of Securities Act.
The Board of Directors has not established a specific procedure for avoiding conflicts of interest in transactions with
interested parties and disclosing information in the event of such, but controls the conclusion of significant transactions
through voting and approval of such transactions.
Committees
Board of Directors’ work is supported by committees and the Board of Directors determines the need for their
establishment according to the specifics of the Company.
In compliance with the requirements of the effective legislation and based on the criteria it determines, the Board of
Directors annually proposes to the General Meeting of Shareholders to appoint an audit committee with a composition
that meets the specific needs of the Company.
The Audit Committee carries out its activities in accordance with the legal requirements.
The Articles of Association of the Company also provide for the possibility of establishing an Advisory Board by decision
of the Board of Directors.
ІІ. Chapter Two – Audit and internal control
The Board of Directors is assisted by an Audit Committee.
The Board of Directors and the Audit Committee ensure compliance with the applicable law regarding the independent
financial audit. The rotation principle is applied regarding proposals and appointment of external auditors.
The Audit Committee monitors the overall relationship with the external auditor, including the nature of non-audit
services provided by the Company's auditor, if any.
The Company has established and operates an internal control system, which includes identifying the risks associated
with the Company's activities and supporting their effective management. It also ensures the effective functioning of the
accountability and information disclosure systems.
ІІІ. Chapter Three – Protection of shareholders’ rights
The Board of Directors ensures equal treatment of all shareholders, including minority and foreign shareholders, protects
their rights and facilitates exercising them within the scope permitted by the applicable law and in accordance with the
provisions of the Company's statutes.
In the reporting period, the Company held one regular and two extraordinary General Meetings of Shareholders,
complying with all the requirements of Art. 115 et seq. of the POSA, announcing the decision for its convention and
publishing the invitation together with the materials thereto in the manner specified by the law. The shareholders were
guaranteed the opportunity to add new items to the agenda under Art. 223a of the Commercial Act. The Statutes of the
Company provide for the invitation to the General Meeting to contain the information required under the Commercial
Act and POSA, as well as additional information on exercising the right to vote and the possibility to add new items to
the agenda under Art. 223a of the CA.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 53
The corporate management ensures that all shareholders are informed about their rights through the information
publishing system and the Company's website, the announced Statutes of the Company and invitations for each General
Meeting of Shareholders together with the materials to it.
General Meeting of Shareholders
All shareholders are informed about the rules according to which General Meetings of Shareholders are convened and
held, including the voting procedures, through the Statute of the Company and invitations for each General Meeting of
Shareholders.
The Board of Directors provides sufficient and timely information on the date and place of the General Meeting, as well
as complete information on the issues to be discussed and resolved at the Meeting.
The invitation and materials for the General Meeting of Shareholders are announced to the public through the selected
media agencies, the Financial Supervision Commission and the regulated securities market. After presenting the invitation
and the materials for the General Meeting of Shareholders, they are also made available on the Company's website.
The Company’s management maintains a database with co ntact information of its shareholders owning 5% or more of
the Company’s capital, allowing direct messages to be sent to them or to a person designated by them, when necessary.
The Company's corporate management ensures that all shareholders are able to express their opinion and ask questions
during the General Meeting.
Shareholders with voting rights have the opportunity to exercise their voting rights at the General Meeting of the Company
in person or through representatives and voting by correspondence might be allowed for a specific General Meeting of
the Shareholders.
As part of the materials for the General Meeting of Shareholders, the Board of Directors provides a sample power of
attorney. The Company indicates the Rules for voting by proxy and the Rules for voting by correspondence (when
applicable) in the content of the invitation or as a separate document - part of the materials to it.
The Board of Directors has undertaken all necessary actions to bring the Company’s activities in line with the
recommendations of the Code.
The Statutes of the Company allow exercising the right to vote by electronic means and/or by correspondence by decision
and rules determined by the Board of Directors in the invitation to convene a General Meeting.
The Board of Directors exercises effective control by creating the necessary organization for the voting of the authorized
persons in accordance with the instructions of the shareholders and in the ways permitted by law. The Board of Directors
appoints a mandate commission, which registers the shareholders for each General Meeting and proposes to the General
Meeting to appoint a Chairperson, Secretary and Vote Tellers. The management of the General Meeting strictly monitors
the lawful conduct of the General Meeting, including the manner of voting of the authorized persons. When differences
are noticed in the will of the principal and the vote of the authorized person, this circumstance is entered in the minutes
and the will of the principal is taken into account accordingly.
The Board of Directors has not prepared and adopted a specific policy for the organization and holding of ordinary and
extraordinary General Meetings of Shareholders, but at the same time monitors compliance with the principles of equal
treatment of all shareholders and the right of each shareholder to express their opinion on the items on the agenda of the
General Meeting. The Board of Directors prepares Rules for voting by proxy and Rules for voting by correspondence
(when applicable) to the materials for convening General Meetings.
The Board of Directors organizes the procedures and order for holding the General Meeting of Shareholders in a way that
does not complicate or increase the cost of voting unnecessarily.
The Board of Directors encourages the participation of shareholders in the General Meeting of Shareholders but has not
provided the opportunity for remote presence through technical means (including the Internet), due to the lack of
economic grounds for such a method of participation in the General Meeting.
Insofar as the members of the Company's Board of Directors spend most of their time outside the country, it is not always
possible to ensure the presence of all of them at the General Meetings of Shareholders, but some of them, including at
least one executive director, are present at the General Meetings of the Company's shareholders.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 53
The corporate management ensures that all shareholders are informed about their rights through the information
publishing system and the Company's website, the announced Statutes of the Company and invitations for each General
Meeting of Shareholders together with the materials to it.
General Meeting of Shareholders
All shareholders are informed about the rules according to which General Meetings of Shareholders are convened and
held, including the voting procedures, through the Statute of the Company and invitations for each General Meeting of
Shareholders.
The Board of Directors provides sufficient and timely information on the date and place of the General Meeting, as well
as complete information on the issues to be discussed and resolved at the Meeting.
The invitation and materials for the General Meeting of Shareholders are announced to the public through the selected
media agencies, the Financial Supervision Commission and the regulated securities market. After presenting the invitation
and the materials for the General Meeting of Shareholders, they are also made available on the Company's website.
The Company’s management maintains a database with co ntact information of its shareholders owning 5% or more of
the Company’s capital, allowing direct messages to be sent to them or to a person designated by them, when necessary.
The Company's corporate management ensures that all shareholders are able to express their opinion and ask questions
during the General Meeting.
Shareholders with voting rights have the opportunity to exercise their voting rights at the General Meeting of the Company
in person or through representatives and voting by correspondence might be allowed for a specific General Meeting of
the Shareholders.
As part of the materials for the General Meeting of Shareholders, the Board of Directors provides a sample power of
attorney. The Company indicates the Rules for voting by proxy and the Rules for voting by correspondence (when
applicable) in the content of the invitation or as a separate document - part of the materials to it.
The Board of Directors has undertaken all necessary actions to bring the Company’s activities in line with the
recommendations of the Code.
The Statutes of the Company allow exercising the right to vote by electronic means and/or by correspondence by decision
and rules determined by the Board of Directors in the invitation to convene a General Meeting.
The Board of Directors exercises effective control by creating the necessary organization for the voting of the authorized
persons in accordance with the instructions of the shareholders and in the ways permitted by law. The Board of Directors
appoints a mandate commission, which registers the shareholders for each General Meeting and proposes to the General
Meeting to appoint a Chairperson, Secretary and Vote Tellers. The management of the General Meeting strictly monitors
the lawful conduct of the General Meeting, including the manner of voting of the authorized persons. When differences
are noticed in the will of the principal and the vote of the authorized person, this circumstance is entered in the minutes
and the will of the principal is taken into account accordingly.
The Board of Directors has not prepared and adopted a specific policy for the organization and holding of ordinary and
extraordinary General Meetings of Shareholders, but at the same time monitors compliance with the principles of equal
treatment of all shareholders and the right of each shareholder to express their opinion on the items on the agenda of the
General Meeting. The Board of Directors prepares Rules for voting by proxy and Rules for voting by correspondence
(when applicable) to the materials for convening General Meetings.
The Board of Directors organizes the procedures and order for holding the General Meeting of Shareholders in a way that
does not complicate or increase the cost of voting unnecessarily.
The Board of Directors encourages the participation of shareholders in the General Meeting of Shareholders but has not
provided the opportunity for remote presence through technical means (including the Internet), due to the lack of
economic grounds for such a method of participation in the General Meeting.
Insofar as the members of the Company's Board of Directors spend most of their time outside the country, it is not always
possible to ensure the presence of all of them at the General Meetings of Shareholders, but some of them, including at
least one executive director, are present at the General Meetings of the Company's shareholders.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 54
Materials for the General Meeting of Shareholders
The texts in the written materials related to the agenda of the General Meeting are specific and clear and do not mislead
the shareholders. All proposals regarding major corporate events are presented as separate items on the agenda of the
General Meeting, incl. the profit distribution proposal.
The Company maintains a special section on its website regarding the rights of shareholders and their participation in the
General Meeting of Shareholders.
The Board of Directors assists the shareholders entitled under the current legislation to include additional items and to
propose resolutions for items already included on the agenda of the General Meeting, by performing all necessary legal
and factual actions to announce the additional items added to the agenda of the already convened General Meeting.
The Board of Directors ensures the right of the shareholders to be informed about the decisions taken by the General
Meeting of Shareholders by announcing the Minutes of the General Meeting of Shareholders through the selected media
agencies.
Equal treatment of shareholders of the same class
According to the Company’s Statute and internal acts, all shareholders of the same class are treated equally, and all shares
within one class give equal rights to shareholders of the same class.
The Board of Directors ensures that sufficient information is provided to investors regarding the rights granted by all
shares of each class prior to their acquisition through the information published on the Company’s website, as well as
through interviews and personal meetings with the management and/or the Director of Investor Relations
Consultations between shareholders regarding their basic shareholder rights
The Board of Directors does not prevent shareholders, including institutional ones, from consulting each other on matters
relating to their basic shareholder rights in a manner that prevents abuse.
Transactions of shareholders with controlling rights and abusive transactions
The Board of Directors does not allow transactions with shareholders with controlling rights, which violate the rights
and/or legitimate interests of other shareholders, including under the conditions of agreement with themselves.
Conducting this type of transactions requires an explicit decision of the Board of Directors and the interested parties are
excluded from the voting. In case of indications for crossing the statutory thresholds under Art. 114, para. 1 of POSA, the
Board of Directors prepares a motivated report and initiates the convening and holding of a General Meeting of
Shareholders, at which the transactions are put to a vote.
ІV. Chapter Four – Disclosure of financial and non-financial information
The Board of Directors has adopted a policy for disclosure of information (financial and non-financial) in accordance
with the legal requirements and the Statutes of the Company. In accordance with the adopted policy, the corporate
management has created and maintains a system for disclosure of information.
The information disclosure system ensures equality of the addressees of information (shareholders, stakeholders,
investment community) and does not allow misuse of inside information.
The information disclosure system ensures complete, timely, accurate and understandable information, enabling taking
objective and informed decisions and assessments.
The inside information is disclosed in the legally established forms, order and terms through the selected media agencies.
The Company uses a single point to disclose information by electronic means, thus the information reaches the public,
FSC and the regulated securities market in unmodified form. Information in unmodified form and volume is also
published on the Company’s website. In this way, the Company’s executive management ensures that the information
disclosure system provides complete, timely, accurate and understandable information, allowing taking objective and
informed decisions and assessments.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 54
Materials for the General Meeting of Shareholders
The texts in the written materials related to the agenda of the General Meeting are specific and clear and do not mislead
the shareholders. All proposals regarding major corporate events are presented as separate items on the agenda of the
General Meeting, incl. the profit distribution proposal.
The Company maintains a special section on its website regarding the rights of shareholders and their participation in the
General Meeting of Shareholders.
The Board of Directors assists the shareholders entitled under the current legislation to include additional items and to
propose resolutions for items already included on the agenda of the General Meeting, by performing all necessary legal
and factual actions to announce the additional items added to the agenda of the already convened General Meeting.
The Board of Directors ensures the right of the shareholders to be informed about the decisions taken by the General
Meeting of Shareholders by announcing the Minutes of the General Meeting of Shareholders through the selected media
agencies.
Equal treatment of shareholders of the same class
According to the Company’s Statute and internal acts, all shareholders of the same class are treated equally, and all shares
within one class give equal rights to shareholders of the same class.
The Board of Directors ensures that sufficient information is provided to investors regarding the rights granted by all
shares of each class prior to their acquisition through the information published on the Company’s website, as well as
through interviews and personal meetings with the management and/or the Director of Investor Relations
Consultations between shareholders regarding their basic shareholder rights
The Board of Directors does not prevent shareholders, including institutional ones, from consulting each other on matters
relating to their basic shareholder rights in a manner that prevents abuse.
Transactions of shareholders with controlling rights and abusive transactions
The Board of Directors does not allow transactions with shareholders with controlling rights, which violate the rights
and/or legitimate interests of other shareholders, including under the conditions of agreement with themselves.
Conducting this type of transactions requires an explicit decision of the Board of Directors and the interested parties are
excluded from the voting. In case of indications for crossing the statutory thresholds under Art. 114, para. 1 of POSA, the
Board of Directors prepares a motivated report and initiates the convening and holding of a General Meeting of
Shareholders, at which the transactions are put to a vote.
ІV. Chapter Four – Disclosure of financial and non-financial information
The Board of Directors has adopted a policy for disclosure of information (financial and non-financial) in accordance
with the legal requirements and the Statutes of the Company. In accordance with the adopted policy, the corporate
management has created and maintains a system for disclosure of information.
The information disclosure system ensures equality of the addressees of information (shareholders, stakeholders,
investment community) and does not allow misuse of inside information.
The information disclosure system ensures complete, timely, accurate and understandable information, enabling taking
objective and informed decisions and assessments.
The inside information is disclosed in the legally established forms, order and terms through the selected media agencies.
The Company uses a single point to disclose information by electronic means, thus the information reaches the public,
FSC and the regulated securities market in unmodified form. Information in unmodified form and volume is also
published on the Company’s website. In this way, the Company’s executive management ensures that the information
disclosure system provides complete, timely, accurate and understandable information, allowing taking objective and
informed decisions and assessments.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 55
The Executive Management and the Board of Directors promptly disclose the Company’s capital structure and agreements
that lead to exercising control in accordance with its disclosure rules. Disclosure is made through the provisions of the
Public Offering of Securities Act and the acts for its implementation, as well as the applicable European regulation.
The Board of Directors ensures, by exercising control over the implementation of the disclosure policy, that the rules and
procedures according to which the acquisition of corporate control and extraordinary transactions such as mergers and
sale of significant parts of assets are clearly and timely disclosed.
The Board of Directors approves and together with the independent auditor controls internal rules for the preparation of
the annual and interim reports and the procedure for disclosure of information.
The Company maintains a website - www.allterco.com with approved content, scope and frequency of the information
disclosed through it. The content of the Company's website fully covers the recommendations of the National Corporate
Governance Code.
The Company also maintains an English language version of the corporate website with the same content.
The Company periodically discloses information about the corporate governance.
The Company’s Board of Directors believes that its activities in the reporting period created prerequisites for sufficient
transparency in its relations with investors, financial media and capital market analysts.
In the reporting period, the Company disclosed all regulated information within the deadlines and in accordance with the
procedure provided for in the Public Offering of Securities Act and the acts on its implementation.
Insofar as the Company has no obligation for non-financial reporting, the corporate management has not adopted rules to
ensure disclosure on an annual basis of non-financial information in accordance with the national legislation and
applicable European law.
As part of the information disclosure system, the Company has developed and maintains a corporate website with
approved content, scope and frequency of information disclosure, which includes the recommended minimum required
information according to the National Corporate Governance Code. The Company also maintains an English version of
the website.
The Company periodically discloses information on corporate governance by annually updating this Corporate
Governance Statement as part of the annual financial statements.
Corporate management ensures the disclosure of any significant periodic and ad-hoc information about the Company
through channels that provide equal and timely access to relevant information to users.
V. Chapter Five – Stakeholders. Sustainable development.
The corporate management is committed to establishing specific actions and policies regarding the sustainable
development of the Company, but at present, given the lack of a legal requirement for this, it does not disclose information
related to the climate and social aspects of the Company's activities.
The corporate management ensures effective interaction with stakeholders. This category includes certain groups of
persons who are directly affected by the Company and who in turn can influence its activities.
The Company identifies as stakeholders in relation to its activities based on their degree and spheres of influence, role
and relation to its sustainable development.
The Company, through its subsidiaries, regularly communicates with the various groups of stakeholders non-financial
information in connection with corporate socially responsible practices established at the Company.
In its policy regarding stakeholders, the Company complies with the legal requirements based on the principles of
transparency, accountability and business ethics.
The corporate management ensures that all stakeholders are sufficiently informed of their statutory rights. As at the end
of the reporting period, the corporate management has not developed specific policies to address stakeholder interests,
but is committed to taking appropriate action to comply with this requirement in 2023.
The corporate management is committed to establishing specific actions and policies regarding the sustainability of the
Company.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 55
The Executive Management and the Board of Directors promptly disclose the Company’s capital structure and agreements
that lead to exercising control in accordance with its disclosure rules. Disclosure is made through the provisions of the
Public Offering of Securities Act and the acts for its implementation, as well as the applicable European regulation.
The Board of Directors ensures, by exercising control over the implementation of the disclosure policy, that the rules and
procedures according to which the acquisition of corporate control and extraordinary transactions such as mergers and
sale of significant parts of assets are clearly and timely disclosed.
The Board of Directors approves and together with the independent auditor controls internal rules for the preparation of
the annual and interim reports and the procedure for disclosure of information.
The Company maintains a website - www.allterco.com with approved content, scope and frequency of the information
disclosed through it. The content of the Company's website fully covers the recommendations of the National Corporate
Governance Code.
The Company also maintains an English language version of the corporate website with the same content.
The Company periodically discloses information about the corporate governance.
The Company’s Board of Directors believes that its activities in the reporting period created prerequisites for sufficient
transparency in its relations with investors, financial media and capital market analysts.
In the reporting period, the Company disclosed all regulated information within the deadlines and in accordance with the
procedure provided for in the Public Offering of Securities Act and the acts on its implementation.
Insofar as the Company has no obligation for non-financial reporting, the corporate management has not adopted rules to
ensure disclosure on an annual basis of non-financial information in accordance with the national legislation and
applicable European law.
As part of the information disclosure system, the Company has developed and maintains a corporate website with
approved content, scope and frequency of information disclosure, which includes the recommended minimum required
information according to the National Corporate Governance Code. The Company also maintains an English version of
the website.
The Company periodically discloses information on corporate governance by annually updating this Corporate
Governance Statement as part of the annual financial statements.
Corporate management ensures the disclosure of any significant periodic and ad-hoc information about the Company
through channels that provide equal and timely access to relevant information to users.
V. Chapter Five – Stakeholders. Sustainable development.
The corporate management is committed to establishing specific actions and policies regarding the sustainable
development of the Company, but at present, given the lack of a legal requirement for this, it does not disclose information
related to the climate and social aspects of the Company's activities.
The corporate management ensures effective interaction with stakeholders. This category includes certain groups of
persons who are directly affected by the Company and who in turn can influence its activities.
The Company identifies as stakeholders in relation to its activities based on their degree and spheres of influence, role
and relation to its sustainable development.
The Company, through its subsidiaries, regularly communicates with the various groups of stakeholders non-financial
information in connection with corporate socially responsible practices established at the Company.
In its policy regarding stakeholders, the Company complies with the legal requirements based on the principles of
transparency, accountability and business ethics.
The corporate management ensures that all stakeholders are sufficiently informed of their statutory rights. As at the end
of the reporting period, the corporate management has not developed specific policies to address stakeholder interests,
but is committed to taking appropriate action to comply with this requirement in 2023.
The corporate management is committed to establishing specific actions and policies regarding the sustainability of the
Company.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 56
The corporate management maintains effective relations with stakeholders and is prepared to disclose, when necessary in
compliance with legal standards and good international practices, non-financial information on economic, social and
environmental issues of concern to stakeholders, such as: anti-corruption; dealing with employees, suppliers and
customers; the Company's social responsibility; environmental protection and human rights violations.
The corporate management ensures the right to timely and regular access to relevant, sufficient and reliable information
about the Company when stakeholders are involved in the corporate governance process.
3. Description of the main characteristics of the internal control and risk management systems of
ALLTERCO AD with regard to the financial reporting process
When describing the main characteristics of the internal control and risk management systems, the fact that neither POSA
nor the National Code for Corporate Governance define an internal control framework for public companies in Bulgaria
to follow shall be taken into account. Therefore, for the purposes of fulfilling the Company’s obligations under Art. 100n,
para. 8, item 4 of the POSA, in the description of the main characteristics of the system, the framework of the International
Auditing Standard 315 was used. General description of the internal control and risk management system, the control
environment, the Company's risk assessment process, the information system and related business processes essential for
financial reporting and communication, as well as the ongoing monitoring of controls are listed in item 15.15 of the Report
on the Activity.
4. Information under Article 10, para. 1, letters "c", "d", "f", "h" and "i" of Directive 2004/25/EC of the European
Parliament and of the Council of April 21, 2004 on takeover bids
4.1. Information under Article 10, para. 1, letters "c" of Directive 2004/25/ЕC of the European Parliament and of
the Council of April 21, 2004. on takeover bids - significant direct and indirect shareholdings (including indirect
shareholdings through pyramid structures and cross-shareholdings) within the meaning of Article 85 of Directive
2001/34/EC
As at the end of the reporting period, the shareholders holding 5 percent or more of the capital, as well as voting rights in
the Company's General Meeting, are:
Table No21
NAME OF SHAREHOLDER PERCENT OF THE
CAPITAL
Svetlin Todorov 32.48%
Dimitar Dimitrov 32.48%
Other individuals and legal entities 35.04%
The Company has no other shareholders who directly or indirectly own 5 percent or more of the voting rights in the
General Meeting.
4.2. Information under Article 10, paragraph 1, letters "d" of Directive 2004/25/ЕC of the European Parliament
and of the Council of 21 April 2004 on takeover bids - the holders of all securities with special control rights and a
description of these rights
ALLTERCO AD has no shareholders with special control rights.
4.3. Information under Article 10, para. 1, letters "f" of Directive 2004/25/ЕC of the European Parliament and of
the Council of 21 April 2004 on takeover bids - any restrictions on voting rights, such as restricting 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 the voting rights of the shareholders of ALLTERCO AD.
To participate in the General Meeting, shareholders must be identified with the documents provided for in the law, the
Articles of Association and the invitation to the General Meeting, certifying their identity and representative authority,
and be registered by a mandate commission in the list of attending shareholders prior to the starting time of the General
Meeting.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 56
The corporate management maintains effective relations with stakeholders and is prepared to disclose, when necessary in
compliance with legal standards and good international practices, non-financial information on economic, social and
environmental issues of concern to stakeholders, such as: anti-corruption; dealing with employees, suppliers and
customers; the Company's social responsibility; environmental protection and human rights violations.
The corporate management ensures the right to timely and regular access to relevant, sufficient and reliable information
about the Company when stakeholders are involved in the corporate governance process.
3. Description of the main characteristics of the internal control and risk management systems of
ALLTERCO AD with regard to the financial reporting process
When describing the main characteristics of the internal control and risk management systems, the fact that neither POSA
nor the National Code for Corporate Governance define an internal control framework for public companies in Bulgaria
to follow shall be taken into account. Therefore, for the purposes of fulfilling the Company’s obligations under Art. 100n,
para. 8, item 4 of the POSA, in the description of the main characteristics of the system, the framework of the International
Auditing Standard 315 was used. General description of the internal control and risk management system, the control
environment, the Company's risk assessment process, the information system and related business processes essential for
financial reporting and communication, as well as the ongoing monitoring of controls are listed in item 15.15 of the Report
on the Activity.
4. Information under Article 10, para. 1, letters "c", "d", "f", "h" and "i" of Directive 2004/25/EC of the European
Parliament and of the Council of April 21, 2004 on takeover bids
4.1. Information under Article 10, para. 1, letters "c" of Directive 2004/25/ЕC of the European Parliament and of
the Council of April 21, 2004. on takeover bids - significant direct and indirect shareholdings (including indirect
shareholdings through pyramid structures and cross-shareholdings) within the meaning of Article 85 of Directive
2001/34/EC
As at the end of the reporting period, the shareholders holding 5 percent or more of the capital, as well as voting rights in
the Company's General Meeting, are:
Table No21
NAME OF SHAREHOLDER PERCENT OF THE
CAPITAL
Svetlin Todorov 32.48%
Dimitar Dimitrov 32.48%
Other individuals and legal entities 35.04%
The Company has no other shareholders who directly or indirectly own 5 percent or more of the voting rights in the
General Meeting.
4.2. Information under Article 10, paragraph 1, letters "d" of Directive 2004/25/ЕC of the European Parliament
and of the Council of 21 April 2004 on takeover bids - the holders of all securities with special control rights and a
description of these rights
ALLTERCO AD has no shareholders with special control rights.
4.3. Information under Article 10, para. 1, letters "f" of Directive 2004/25/ЕC of the European Parliament and of
the Council of 21 April 2004 on takeover bids - any restrictions on voting rights, such as restricting 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 the voting rights of the shareholders of ALLTERCO AD.
To participate in the General Meeting, shareholders must be identified with the documents provided for in the law, the
Articles of Association and the invitation to the General Meeting, certifying their identity and representative authority,
and be registered by a mandate commission in the list of attending shareholders prior to the starting time of the General
Meeting.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 57
4.4. Information under Article 10, para. 1, letters "h" of Directive 2004/25/ЕC of the European Parliament and of
the Council of 21 April 2004 on takeover bids - the rules governing the appointment and replacement of the
members of the Board of Directors and the amendments of the Articles of Association
Pursuant to the provisions of the Company's Articles of Association, the General Meeting of Shareholders determines the
number, elects and dismisses the members of the Board of Directors and determines their remuneration.
Pursuant to Art. 25, para. 1 of the Company's Articles of Association, the Board of Directors’ mandate is determined by
the General Assembly, but it cannot be longer than 5 years.
The General Meeting of Shareholders may at any time decide to make changes in the number and composition of the
Board of Directors, and the members of the Board may be re-elected without limitation. A member of the Board of
Directors can be any individual or legal entity that meets the requirements of the law and has the necessary professional
qualifications related to the Company's activities.
4.5. Information under Article 10(1)(i) of Directive 2004/25/EC of the European Parliament and of the Council of
21 April 2004 on takeover bids - powers of the members of the Board of Directors, and the right to issue or
repurchase shares in particular
The Board of Directors of ALLTERCO AD has the following powers:
Discusses and resolves all issues, except those that are within the exclusive competence of the General Meeting of
Shareholders, explicitly related, but not limited to:
(i) plans and programs for the Company's activities;
(ii) organizational structure of the Company;
(iii) participation in tenders and competitions;
(iv) adopts the rules for the Board of Directors’ activities, as well as changes to these rules;
(v) election and dismissal of its Executive Members;
(vi) acquisition by the Company of interests in other companies;
(vii) opening and closing branches of the Company in the country and abroad;
(viii) acquisition and disposal of real estate and limited real estate rights owned by the Company;
(ix) establish a mortgage on Company’s rea l estate or a pledge on fixed tangible assets of the Company;
(x) granting loans to non-related third parties, providing guarantees, taking out guarantees and providing collaterals
for obligations of non-related third parties, signing bank credit agreements for amounts (excluding interest and
expenses) exceeding 3% ( three percent) the amount of the Company’s consolidated revenues reported in the last
audited annual financial statements of the Company;
(xi) operating or finance lease contracts for amounts exceeding BGN 250,000 (excluding interest and expenses due)
sighed by the Company;
(xii) disposal of intellectual property rights, including the acquisition, sale and assignment of licenses to use patents,
know-how and other intellectual property rights (except for intellectual property rights granted to third parties
with regard to the provision of products and services of end users, within the Company's scope of activity);
(xiii) determining the conditions for the appointment and acceptance of financial incentive programs on an annual
basis for key management personnel of the Company's subsidiaries, namely executive directors, procurators and
managers of the Company's subsidiaries;
(xiv) to constitute and reconstitute the Advisory Board, to make decisions on all issues concerning the Advisory Board,
except those previously determined by these Articles of Association or by a decision of the General Meeting of
Shareholders, including, but not limited to: determining the numerical and personal composition of the Advisory
Board with the right to appoint and dismiss its members at its discretion, the term of its existence, the
remuneration and tenure of its members, to adopt, amend, revoke and monitor the implementation of all and any
documents relating to the Advisory Council, including Rules of the Advisory Council’s functions.
The Board of Directors makes decisions for and authorises the individuals who manage and/or represent the Company in
making transactions with interested parties under Art. 114, para. 2 of the POSA, for which no prior authorisation by the
General Meeting of Shareholders is required.
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 57
4.4. Information under Article 10, para. 1, letters "h" of Directive 2004/25/ЕC of the European Parliament and of
the Council of 21 April 2004 on takeover bids - the rules governing the appointment and replacement of the
members of the Board of Directors and the amendments of the Articles of Association
Pursuant to the provisions of the Company's Articles of Association, the General Meeting of Shareholders determines the
number, elects and dismisses the members of the Board of Directors and determines their remuneration.
Pursuant to Art. 25, para. 1 of the Company's Articles of Association, the Board of Directors’ mandate is determined by
the General Assembly, but it cannot be longer than 5 years.
The General Meeting of Shareholders may at any time decide to make changes in the number and composition of the
Board of Directors, and the members of the Board may be re-elected without limitation. A member of the Board of
Directors can be any individual or legal entity that meets the requirements of the law and has the necessary professional
qualifications related to the Company's activities.
4.5. Information under Article 10(1)(i) of Directive 2004/25/EC of the European Parliament and of the Council of
21 April 2004 on takeover bids - powers of the members of the Board of Directors, and the right to issue or
repurchase shares in particular
The Board of Directors of ALLTERCO AD has the following powers:
Discusses and resolves all issues, except those that are within the exclusive competence of the General Meeting of
Shareholders, explicitly related, but not limited to:
(i) plans and programs for the Company's activities;
(ii) organizational structure of the Company;
(iii) participation in tenders and competitions;
(iv) adopts the rules for the Board of Directors’ activities, as well as changes to these rules;
(v) election and dismissal of its Executive Members;
(vi) acquisition by the Company of interests in other companies;
(vii) opening and closing branches of the Company in the country and abroad;
(viii) acquisition and disposal of real estate and limited real estate rights owned by the Company;
(ix) establish a mortgage on Company’s rea l estate or a pledge on fixed tangible assets of the Company;
(x) granting loans to non-related third parties, providing guarantees, taking out guarantees and providing collaterals
for obligations of non-related third parties, signing bank credit agreements for amounts (excluding interest and
expenses) exceeding 3% ( three percent) the amount of the Company’s consolidated revenues reported in the last
audited annual financial statements of the Company;
(xi) operating or finance lease contracts for amounts exceeding BGN 250,000 (excluding interest and expenses due)
sighed by the Company;
(xii) disposal of intellectual property rights, including the acquisition, sale and assignment of licenses to use patents,
know-how and other intellectual property rights (except for intellectual property rights granted to third parties
with regard to the provision of products and services of end users, within the Company's scope of activity);
(xiii) determining the conditions for the appointment and acceptance of financial incentive programs on an annual
basis for key management personnel of the Company's subsidiaries, namely executive directors, procurators and
managers of the Company's subsidiaries;
(xiv) to constitute and reconstitute the Advisory Board, to make decisions on all issues concerning the Advisory Board,
except those previously determined by these Articles of Association or by a decision of the General Meeting of
Shareholders, including, but not limited to: determining the numerical and personal composition of the Advisory
Board with the right to appoint and dismiss its members at its discretion, the term of its existence, the
remuneration and tenure of its members, to adopt, amend, revoke and monitor the implementation of all and any
documents relating to the Advisory Council, including Rules of the Advisory Council’s functions.
The Board of Directors makes decisions for and authorises the individuals who manage and/or represent the Company in
making transactions with interested parties under Art. 114, para. 2 of the POSA, for which no prior authorisation by the
General Meeting of Shareholders is required.
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 58
By Decision of the General Meeting of Shareholders dated October 15, 2021, the Board of Directors is authorised for a
period of up to five years from June 27, 2019. The Board of Directors has the right to make decisions to increase the
Company's capital using any of the provided in para. 1 methods, with the exception of converting part of the profit into
capital until reaching a total nominal amount of BGN 25 million (twenty-five million Bulgarian leva) through the issuance
and public offering of up to 10,000,000 (ten million) new dematerialized, ordinary, registered voting shares with a
nominal value of BGN 1 (one) each and an issue value for one share determined by an explicit decision of the Company's
Board of Directors. The restrictions set out above are generally applied regardless of which of the methods provided for
in para. 1 above , was used to increase the capital.
The Company can repurchase own shares without making a tender offer when acquiring in one calendar year no more
than 3 percent of own voting shares by decision of the General Meeting of Shareholders for a period not longer than
eighteen months from the date of the decision of the relevant body of the Company. The Company may repurchase own
shares by decision of the General Meeting of Shareholders for the purposes of implementing incentive bonus programs
for employees within its economic group with shares from the capital and schemes for providing variable remuneration
to the executive members of the Board of Directors in shares, in accordance with the remuneration policy for the members
of the Company’s Board of Directors.
5. Members and functions of the administrative, management and supervisory bodies of ALLTERCO AD and
their committees
ALLTERCO AD has a one-tier management system. The Company is managed and represented by a Board of Directors,
which, as of the date of preparation of this Declaration, has the following members, according to a decision of the General
Meeting of Shareholders held on April 8, 2022:
• Dimitar Stoyanov Dimitrov
• Svetlin Iliev Todorov
• Nikolay Angelov Martinov
• Wolfgang Kirsch
• Gregor Bieler
The Board of Directors of ALLTERCO AD elects the Chairperson and a Deputy Chairperson from its members. The
Board of Directors holds regular meetings at least once every three months to discuss the position and development of
the Company. Each member of the Board of Directors may request the Chairperson to call a meeting to discuss specific
issues.
Decisions of the Board of Directors are made by a majority of more than half of all members of the Board of Directors.
A quorum at the meetings of the Board of Directors is present if the number of members present at the meeting is sufficient
to make decisions on the issues of the agenda. In the event that a quorum is not available for any of the issues requiring a
qualified majority, the lack of quorum is noted in the minutes and this issue is not considered at the meeting.
The Board of Directors can make decisions in absentia.
Committees:
The Company has an audit committee elected by the Annual General Meeting of Shareholders consisting of: Anelia
Petkova Angelova - Tumbeva, Marian Nikolov, Albena Benkova Beneva. The Audit Committee performs its functions
in accordance with the Articles of Association adopted by the Annual General Meeting of Shareholders and the
requirements of the Independent Financial Audit Act. The members of the Audit Committee, Marian Nikolov and Albena
Beneva, have applied for their release from the Audit Committee for personal reasons, and in compliance with the legal
requirements, new replacement applicants will be reviewed at the next General Meeting of Shareholders.
The Company's Articles of Association provide for the possibility of establishing an Advisory Board by decision of the
Board of Directors. The Advisory Board is a collective advisory body that assists the members of the Board of Directors
and the senior management of the Company, based on the expertise of each of its members and according to the goals set
by the Board of Directors during its constitution, to prepare and provide strategic guidelines and programs for
development of the Company:
(i) to monitor the activity and results of the Company's activity, prepare reports and make suggestions for
improvement of some aspects of its activity;
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 58
By Decision of the General Meeting of Shareholders dated October 15, 2021, the Board of Directors is authorised for a
period of up to five years from June 27, 2019. The Board of Directors has the right to make decisions to increase the
Company's capital using any of the provided in para. 1 methods, with the exception of converting part of the profit into
capital until reaching a total nominal amount of BGN 25 million (twenty-five million Bulgarian leva) through the issuance
and public offering of up to 10,000,000 (ten million) new dematerialized, ordinary, registered voting shares with a
nominal value of BGN 1 (one) each and an issue value for one share determined by an explicit decision of the Company's
Board of Directors. The restrictions set out above are generally applied regardless of which of the methods provided for
in para. 1 above , was used to increase the capital.
The Company can repurchase own shares without making a tender offer when acquiring in one calendar year no more
than 3 percent of own voting shares by decision of the General Meeting of Shareholders for a period not longer than
eighteen months from the date of the decision of the relevant body of the Company. The Company may repurchase own
shares by decision of the General Meeting of Shareholders for the purposes of implementing incentive bonus programs
for employees within its economic group with shares from the capital and schemes for providing variable remuneration
to the executive members of the Board of Directors in shares, in accordance with the remuneration policy for the members
of the Company’s Board of Directors.
5. Members and functions of the administrative, management and supervisory bodies of ALLTERCO AD and
their committees
ALLTERCO AD has a one-tier management system. The Company is managed and represented by a Board of Directors,
which, as of the date of preparation of this Declaration, has the following members, according to a decision of the General
Meeting of Shareholders held on April 8, 2022:
• Dimitar Stoyanov Dimitrov
• Svetlin Iliev Todorov
• Nikolay Angelov Martinov
• Wolfgang Kirsch
• Gregor Bieler
The Board of Directors of ALLTERCO AD elects the Chairperson and a Deputy Chairperson from its members. The
Board of Directors holds regular meetings at least once every three months to discuss the position and development of
the Company. Each member of the Board of Directors may request the Chairperson to call a meeting to discuss specific
issues.
Decisions of the Board of Directors are made by a majority of more than half of all members of the Board of Directors.
A quorum at the meetings of the Board of Directors is present if the number of members present at the meeting is sufficient
to make decisions on the issues of the agenda. In the event that a quorum is not available for any of the issues requiring a
qualified majority, the lack of quorum is noted in the minutes and this issue is not considered at the meeting.
The Board of Directors can make decisions in absentia.
Committees:
The Company has an audit committee elected by the Annual General Meeting of Shareholders consisting of: Anelia
Petkova Angelova - Tumbeva, Marian Nikolov, Albena Benkova Beneva. The Audit Committee performs its functions
in accordance with the Articles of Association adopted by the Annual General Meeting of Shareholders and the
requirements of the Independent Financial Audit Act. The members of the Audit Committee, Marian Nikolov and Albena
Beneva, have applied for their release from the Audit Committee for personal reasons, and in compliance with the legal
requirements, new replacement applicants will be reviewed at the next General Meeting of Shareholders.
The Company's Articles of Association provide for the possibility of establishing an Advisory Board by decision of the
Board of Directors. The Advisory Board is a collective advisory body that assists the members of the Board of Directors
and the senior management of the Company, based on the expertise of each of its members and according to the goals set
by the Board of Directors during its constitution, to prepare and provide strategic guidelines and programs for
development of the Company:
(i) to monitor the activity and results of the Company's activity, prepare reports and make suggestions for
improvement of some aspects of its activity;
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 59
(ii) to provide information regarding current developments and trends in the business sector in which the Company
operates;
(iii) to provide information on innovative practices, as well as to recommend and develop programs for the
implementation of such practices in the Company's activities;
(iv) to propose improvements regarding the products and/or services offered by the Company, as well as development
of new ones;
(v) to propose strategies to improve the Company's positions on the current markets in which it operates, to explore
opportunities to access new markets, as well as to implement new market mechanisms ;
(vi) to perform any other activity assigned to him by the Board of Directors, which is in the interest of the Company’s
development.
The Advisory Board explicitly will not and cannot be assigned any management, supervisory or control functions. The
members of the Advisory Board have the right to access information belonging to the Company in a volume determined
by the Board of Directors and subject to compliance with the requirements for handling such information no less
restrictive than the requirements applicable to the members of the Board of Directors.
In accordance with the latest amendments to the Articles of Association, adopted on October 15, 2021, the Board of
Directors decided to form an Advisory Board and appointed Mr. Gregor Bieler as its chairman. Due to the subsequent
election of Mr. Gregor Bieler as an independent member of the Board of Directors, an incompatibility with his function
as Chairman of the Advisory Board has arisen and he has announced his withdrawal from this position. Due to the lack
of members for more than 6 months, the Board of Directors has decided to suspend the Advisory Board and there is no
such body operating in the Company as at the end of the reporting period.
6. Description of the diversity policy applied to the administrative, management and supervisory bodies of
ALLTERCO AD with regard to aspects such as age, gender or education and professional experience, the
objectives of this diversity policy, the application approach and the results from the reporting period; where no
such policy applies, the declaration shall contain an explanation as to why.
The Company has not developed a special diversity policy regarding the administrative, management and supervisory
bodies of the Company related to aspects such as age, gender or education and professional experience, as it falls under
the exceptions of Art. 100n, para. 12 of the Public offering of securities Act (POSA).
However, there are long-established practices that can be classified as diversity policy relating to the management bodies
with regard to aspects such as age, gender or education and professional experience.
In essence, these practices form the Company's diversity policy of the management bodies in relation to aspects such as
age, gender or education and professional experience.
Adopted practices require that the Company implements a balanced policy for nominating members of the corporate
management who have education and qualifications that correspond to the nature of the Company's activity, its long-term
goals and business plan.
The practices adopted by the Company encourage the pursuit for gender balance at all management levels.
The Company does not discriminate against members of corporate management based on age.
...................................................................
Dimitar Dimitrov
Executive Director of ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 59
(ii) to provide information regarding current developments and trends in the business sector in which the Company
operates;
(iii) to provide information on innovative practices, as well as to recommend and develop programs for the
implementation of such practices in the Company's activities;
(iv) to propose improvements regarding the products and/or services offered by the Company, as well as development
of new ones;
(v) to propose strategies to improve the Company's positions on the current markets in which it operates, to explore
opportunities to access new markets, as well as to implement new market mechanisms ;
(vi) to perform any other activity assigned to him by the Board of Directors, which is in the interest of the Company’s
development.
The Advisory Board explicitly will not and cannot be assigned any management, supervisory or control functions. The
members of the Advisory Board have the right to access information belonging to the Company in a volume determined
by the Board of Directors and subject to compliance with the requirements for handling such information no less
restrictive than the requirements applicable to the members of the Board of Directors.
In accordance with the latest amendments to the Articles of Association, adopted on October 15, 2021, the Board of
Directors decided to form an Advisory Board and appointed Mr. Gregor Bieler as its chairman. Due to the subsequent
election of Mr. Gregor Bieler as an independent member of the Board of Directors, an incompatibility with his function
as Chairman of the Advisory Board has arisen and he has announced his withdrawal from this position. Due to the lack
of members for more than 6 months, the Board of Directors has decided to suspend the Advisory Board and there is no
such body operating in the Company as at the end of the reporting period.
6. Description of the diversity policy applied to the administrative, management and supervisory bodies of
ALLTERCO AD with regard to aspects such as age, gender or education and professional experience, the
objectives of this diversity policy, the application approach and the results from the reporting period; where no
such policy applies, the declaration shall contain an explanation as to why.
The Company has not developed a special diversity policy regarding the administrative, management and supervisory
bodies of the Company related to aspects such as age, gender or education and professional experience, as it falls under
the exceptions of Art. 100n, para. 12 of the Public offering of securities Act (POSA).
However, there are long-established practices that can be classified as diversity policy relating to the management bodies
with regard to aspects such as age, gender or education and professional experience.
In essence, these practices form the Company's diversity policy of the management bodies in relation to aspects such as
age, gender or education and professional experience.
Adopted practices require that the Company implements a balanced policy for nominating members of the corporate
management who have education and qualifications that correspond to the nature of the Company's activity, its long-term
goals and business plan.
The practices adopted by the Company encourage the pursuit for gender balance at all management levels.
The Company does not discriminate against members of corporate management based on age.
...................................................................
Dimitar Dimitrov
Executive Director of ALLTERCO AD
ALLTERCO AD
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 60
DECLARATION
under to Art. 100n, para. 4, item 4 of the Public Offering of Securities Act
We, the undersigned,
DIMITAR STOYANOV DIMITROV, in my capacity as Executive Director of ALLTERCO AD
and
SVETOZAR GOSPODINOV ILIEV, in my capacity as Chief Financial Officer of ALLTERCO AD
Hereby DECLARE that to the best of our knowledge:
1. The separate annual financial statements of ALLTERCO AD for 2022, prepared in accordance with
the applicable accounting standards, present correctly and fairly the information about the assets and
liabilities, financial standing and profit or loss of ALLTERCO AD;
2. The 2022 report on the activities contains a truthful overview of the development and results of the
activities of ALLTERCO AD, as well as the position of ALLTERCO AD, together with a description
of the main risks and uncertainties it faces.
Declarants:
......................................
Dimitar Dimitrov
Executive Director
......................................
Svetozar Iliev
Chief Financial Officer
CORPORATE GOVERNANCE STATEMENT UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. 60
DECLARATION
under to Art. 100n, para. 4, item 4 of the Public Offering of Securities Act
We, the undersigned,
DIMITAR STOYANOV DIMITROV, in my capacity as Executive Director of ALLTERCO AD
and
SVETOZAR GOSPODINOV ILIEV, in my capacity as Chief Financial Officer of ALLTERCO AD
Hereby DECLARE that to the best of our knowledge:
1. The separate annual financial statements of ALLTERCO AD for 2022, prepared in accordance with
the applicable accounting standards, present correctly and fairly the information about the assets and
liabilities, financial standing and profit or loss of ALLTERCO AD;
2. The 2022 report on the activities contains a truthful overview of the development and results of the
activities of ALLTERCO AD, as well as the position of ALLTERCO AD, together with a description
of the main risks and uncertainties it faces.
Declarants:
......................................
Dimitar Dimitrov
Executive Director
......................................
Svetozar Iliev
Chief Financial Officer
ALLTERCO AD
SEPARATE FINANCIAL STATEMENTS
DECEMBER 31, 2022
(Unofficial translation of the original in Bulgarian)
SEPARATE FINANCIAL STATEMENTS
DECEMBER 31, 2022
(Unofficial translation of the original in Bulgarian)
ALLTERCO AD
SEPARATE STATEMENT OF FINANCIAL POSITION UIC 201047670
AS OF DECEMBER 31, 2022
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of financial position shall be read together with the accompanying notes on pages 7-59. The
notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 2 of 59
Note December 31,
2022
December 31,
2021
(restated)
ASSETS
Non-current assets
Right-of-use assets 4.01 17 -
Intangible assets 3 5
Investments in subsidiaries 4.02 14 357 7 936
Investments in associates 4.03 8 8
Other equity investments 4.04 830 2 624
Trade receivables 4.05 1 027 2 054
Deferred tax assets 4.06 70 18
Total non-current assets 16 312 12 645
Current assets
Receivables from related parties 4.07 5 849 1 769
Trade receivables 4.08 1 046 3 325
Other receivables 4.09 21 38
Short-term financial assets 4.10 175 -
Cash and cash equivalents 4.11 7 490 16 434
Prepaid expenses 4.12 46 25
Total current assets 14 627 21 591
TOTAL ASSETS 30 939 34 236
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
SEPARATE STATEMENT OF FINANCIAL POSITION UIC 201047670
AS OF DECEMBER 31, 2022
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of financial position shall be read together with the accompanying notes on pages 7-59. The
notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 2 of 59
Note December 31,
2022
December 31,
2021
(restated)
ASSETS
Non-current assets
Right-of-use assets 4.01 17 -
Intangible assets 3 5
Investments in subsidiaries 4.02 14 357 7 936
Investments in associates 4.03 8 8
Other equity investments 4.04 830 2 624
Trade receivables 4.05 1 027 2 054
Deferred tax assets 4.06 70 18
Total non-current assets 16 312 12 645
Current assets
Receivables from related parties 4.07 5 849 1 769
Trade receivables 4.08 1 046 3 325
Other receivables 4.09 21 38
Short-term financial assets 4.10 175 -
Cash and cash equivalents 4.11 7 490 16 434
Prepaid expenses 4.12 46 25
Total current assets 14 627 21 591
TOTAL ASSETS 30 939 34 236
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
ALLTERCO AD
SEPARATE STATEMENT OF FINANCIAL POSITION (CONTINUED) UIC 201047670
AS OF DECEMBER 31, 2022
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of financial position shall be read together with the accompanying notes on pages 7-59. The
notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 3 of 59
Note December 31,
2022
December 31,
2021
(restated)
LIABILITIES
Non-current liabilities
Bank loans 4.13 1 322 1 615
Retirement benefit obligations 4.14 61 -
Total non-current liabilities 1 383 1 615
Current liabilities
Bank loans 4.13 293 285
Lease liabilities 4.15 17 -
Trade payables 4.16 158 244
Payables to employees and social security
obligations 4.17 42 22
Tax payables 4.18 15 4
Other liabilities 4.19 535 665
Total current liabilities 1 060 1 220
TOTAL LIABILITIES 2 443 2 835
EQUITY
Share capital 4.20 18 000 18 000
Purchased own shares (780) -
Retained earnings 4.21 4 580 5 162
Legal reserves 4.22 1 800 1 800
Premium reserve 4.23 5 403 5 403
Revaluation reserve 4.24 (507) 1 036
TOTAL EQUITY 28 496 31 401
TOTAL EQUITY AND LIABILITIES 30 939 34 236
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
SEPARATE STATEMENT OF FINANCIAL POSITION (CONTINUED) UIC 201047670
AS OF DECEMBER 31, 2022
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of financial position shall be read together with the accompanying notes on pages 7-59. The
notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 3 of 59
Note December 31,
2022
December 31,
2021
(restated)
LIABILITIES
Non-current liabilities
Bank loans 4.13 1 322 1 615
Retirement benefit obligations 4.14 61 -
Total non-current liabilities 1 383 1 615
Current liabilities
Bank loans 4.13 293 285
Lease liabilities 4.15 17 -
Trade payables 4.16 158 244
Payables to employees and social security
obligations 4.17 42 22
Tax payables 4.18 15 4
Other liabilities 4.19 535 665
Total current liabilities 1 060 1 220
TOTAL LIABILITIES 2 443 2 835
EQUITY
Share capital 4.20 18 000 18 000
Purchased own shares (780) -
Retained earnings 4.21 4 580 5 162
Legal reserves 4.22 1 800 1 800
Premium reserve 4.23 5 403 5 403
Revaluation reserve 4.24 (507) 1 036
TOTAL EQUITY 28 496 31 401
TOTAL EQUITY AND LIABILITIES 30 939 34 236
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
SEPARATE STATEMENT OF COMPREHENSIVE INCOME
ALLTERCO AD
FOR THE YEAR ENDED DECEMBER 31, 2022 UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of comprehensive income shall be read together with the accompanying notes on pages 7-59.
The notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 4 of 59
Note
Year ended
December 31,
2022
Year ended
December 31,
2021
(restated)
Dividend income 5.01 4 001 5 000
Other income - 22
Sales expenses - (2)
Administrative expenses 5.02 (2 116) (1 370)
Impairment losses 5.03 (768) (239)
Other expenses 5.04 (19) (25)
Profit from operating activity 1 098 3 386
Finance income 5.05 176 343
Finance expense 5.06 (212) (108)
Profit before tax 1 062 3 621
Income tax expense 5.07 (4) (421)
Net profit 1 058 3 200
Items that will not be subsequently
reclassified to profit or loss:
Other long-term capital instruments (1 383) (3 573)
Other comprehensive income for the period,
net of tax (1 383) (3 573)
TOTAL COMPREHENSIVE INCOME FOR
THE PERIOD (325) (373)
Earnings per share in BGN 5.08 0.06 0.18
Weighted average number of shares 17 979 835 17 999 999
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
FOR THE YEAR ENDED DECEMBER 31, 2022 UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of comprehensive income shall be read together with the accompanying notes on pages 7-59.
The notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 4 of 59
Note
Year ended
December 31,
2022
Year ended
December 31,
2021
(restated)
Dividend income 5.01 4 001 5 000
Other income - 22
Sales expenses - (2)
Administrative expenses 5.02 (2 116) (1 370)
Impairment losses 5.03 (768) (239)
Other expenses 5.04 (19) (25)
Profit from operating activity 1 098 3 386
Finance income 5.05 176 343
Finance expense 5.06 (212) (108)
Profit before tax 1 062 3 621
Income tax expense 5.07 (4) (421)
Net profit 1 058 3 200
Items that will not be subsequently
reclassified to profit or loss:
Other long-term capital instruments (1 383) (3 573)
Other comprehensive income for the period,
net of tax (1 383) (3 573)
TOTAL COMPREHENSIVE INCOME FOR
THE PERIOD (325) (373)
Earnings per share in BGN 5.08 0.06 0.18
Weighted average number of shares 17 979 835 17 999 999
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
SEPARATE STATEMENT OF CHANGES IN EQUITY
ALLTERCO AD
FOR THE YEAR ENDED DECEMBER 31, 2022 UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of changes in equity shall be read together with the accompanying notes on pages 7-59. The
notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 5 of 59
Note Share
capital
Repurchased
own shared
Retained
earnings
Premium
reserve
Legal
reserves
Revaluation
reserve Total
Balance at January 1, 2021 18 000 - 5 322 5 703 1 500 4 849 35 374
Legal reserves replenishment - - - (300) 300 - -
Total comprehensive income
for the period, incl.: - - 3 200 - - (3 573) (372)
Profit for the period - - 3 200 - - - 3 200
Other comprehensive income
for the period - - - - - (3 573) (3 573)
Dividends distribution - - (3 600) - - - (3 600)
Other adjustments - - 240 - - (240) -
Balance at December 31, 2021
(restated)
4.20; 4.21,
4.22;4.23;
4.24
18 000 - 5 162 5 403 1 800 1 036 31 401
Balance at January 1, 2022 18 000 - 5 162 5 403 1 800 1 036 31 401
Total comprehensive income
for the period, incl.: - - 1 058 - - (1 383) (325)
Profit for the period - - 1 058 - - - 1 058
Other comprehensive
income for the period before
tax
-
-
- - - (1 439) (1 439)
Deferred tax - - - - - 56 56
Dividends distribution (BGN 0.1
per share) - - (1 800) - - - (1 800)
Repurchased own shares (40 000
shares) - (780) - - - - (780)
Other adjustments - - 160 - - (160) -
Balance at December 31, 2022
4.20; 4.21,
4.22;4.23;
4.24
18 000 (780) 4 580 5 403 1 800 (507) 28 496
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
FOR THE YEAR ENDED DECEMBER 31, 2022 UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of changes in equity shall be read together with the accompanying notes on pages 7-59. The
notes are an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 5 of 59
Note Share
capital
Repurchased
own shared
Retained
earnings
Premium
reserve
Legal
reserves
Revaluation
reserve Total
Balance at January 1, 2021 18 000 - 5 322 5 703 1 500 4 849 35 374
Legal reserves replenishment - - - (300) 300 - -
Total comprehensive income
for the period, incl.: - - 3 200 - - (3 573) (372)
Profit for the period - - 3 200 - - - 3 200
Other comprehensive income
for the period - - - - - (3 573) (3 573)
Dividends distribution - - (3 600) - - - (3 600)
Other adjustments - - 240 - - (240) -
Balance at December 31, 2021
(restated)
4.20; 4.21,
4.22;4.23;
4.24
18 000 - 5 162 5 403 1 800 1 036 31 401
Balance at January 1, 2022 18 000 - 5 162 5 403 1 800 1 036 31 401
Total comprehensive income
for the period, incl.: - - 1 058 - - (1 383) (325)
Profit for the period - - 1 058 - - - 1 058
Other comprehensive
income for the period before
tax
-
-
- - - (1 439) (1 439)
Deferred tax - - - - - 56 56
Dividends distribution (BGN 0.1
per share) - - (1 800) - - - (1 800)
Repurchased own shares (40 000
shares) - (780) - - - - (780)
Other adjustments - - 160 - - (160) -
Balance at December 31, 2022
4.20; 4.21,
4.22;4.23;
4.24
18 000 (780) 4 580 5 403 1 800 (507) 28 496
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
SEPARATE STATEMENT OF CASH FLOWS
ALLTERCO AD
FOR THE YEAR ENDED DECEMBER 31, 2022 UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of cash flows shall be read together with the accompanying notes on pages 7-59. The notes are
an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 6 of 59
Year ended
December 31, 2022
Year ended
December 31, 2021
Cash flows from operating activities
Proceeds from customers - 19
Payments to suppliers (1 204) (783)
Taxes (Paid)/Reimbursed 93 127
Payments to employees and social security institutions (1 171) (445)
Corporate income tax reimbursed - 279
Exchange rate differences 166 62
Other (19) (25)
Net cash flows used in operating activities (2 135) (766)
Cash flows from investing activities
Cash flows related to non-current tangible and intangible assets - (4)
Investment payments (6 550) (996)
Dividends received - 5 500
Proceeds from the sale of investments 2 798 2 053
Other proceeds/(payments) from investment activity, net (94) -
Net cash flows (used in)/from investing activities (3 846) 6 553
Cash flows from financing activities
Repurchased own shares (780) -
Dividends paid (1 800) (3 600)
Lease payments (17) -
Loans and credits paid (285) (276)
Cash flows related to interest, commissions, etc. (50) (58)
Other payments, net (31) (31)
Net cash flows used in financing activities (2 963) (3 965)
Net increase/(decrease) in cash and cash equivalents for the
period January 1 – December 31 (8 944) 1 822
Cash and cash equivalents at the beginning of the year 16 434 14 612
Cash and cash equivalents at the end of the year 7 490 16 434
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
FOR THE YEAR ENDED DECEMBER 31, 2022 UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
The separate statement of cash flows shall be read together with the accompanying notes on pages 7-59. The notes are
an integral part of these separate financial statements.
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 6 of 59
Year ended
December 31, 2022
Year ended
December 31, 2021
Cash flows from operating activities
Proceeds from customers - 19
Payments to suppliers (1 204) (783)
Taxes (Paid)/Reimbursed 93 127
Payments to employees and social security institutions (1 171) (445)
Corporate income tax reimbursed - 279
Exchange rate differences 166 62
Other (19) (25)
Net cash flows used in operating activities (2 135) (766)
Cash flows from investing activities
Cash flows related to non-current tangible and intangible assets - (4)
Investment payments (6 550) (996)
Dividends received - 5 500
Proceeds from the sale of investments 2 798 2 053
Other proceeds/(payments) from investment activity, net (94) -
Net cash flows (used in)/from investing activities (3 846) 6 553
Cash flows from financing activities
Repurchased own shares (780) -
Dividends paid (1 800) (3 600)
Lease payments (17) -
Loans and credits paid (285) (276)
Cash flows related to interest, commissions, etc. (50) (58)
Other payments, net (31) (31)
Net cash flows used in financing activities (2 963) (3 965)
Net increase/(decrease) in cash and cash equivalents for the
period January 1 – December 31 (8 944) 1 822
Cash and cash equivalents at the beginning of the year 16 434 14 612
Cash and cash equivalents at the end of the year 7 490 16 434
Date: March 31,2023
Preparer: Executive Director
/Sylvia Ivanova Tomova/ /Dimitar Stoyanov Dimitrov/
Desislava Dinkova
Registered auditor in charge of the audit
Statutory Manager at Deloitte Audit OOD
Registration number 033 in the Register under Art. 20 of IFAA
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 7 of 59
C O N T E N T S
1. Legal status and general information .............................................................................................................. 9
2. Basis for preparation and accounting principles.............................................................................................. 9
2.1. Basis for preparation ....................................................................................................................................... 9
2.2. Initial application of new and amended IFRSs effective for the current reporting period ............................ 10
2.3. Accounting principles ................................................................................................................................... 12
2.4. Subsidiaries. Consolidation. .......................................................................................................................... 12
2.5. Functional and presentation currency ............................................................................................................ 12
2.6. Foreign currency ............................................................................................................................................ 13
2.7. Accounting estimates and judgements .......................................................................................................... 13
2.8. Comparative data .......................................................................................................................................... 13
3. Definition and assessment of the financial statements’ items ....................................................................... 14
3.01. Investments in subsidiaries and associates .................................................................................................... 14
3.02. Other long-term capital investments ............................................................................................................. 14
3.03. Financial instruments .................................................................................................................................... 14
3.04. Authorized share capital ................................................................................................................................ 21
3.05. Reserves ........................................................................................................................................................ 21
3.06. Lease ............................................................................................................................................................. 21
3.07. Payables to employees .................................................................................................................................. 23
3.08. Recognition of income and expenses ............................................................................................................ 24
3.09. Income tax expense ....................................................................................................................................... 24
3.10. Significant judgements in applying the Company’s accounting policy. Key estimates and assumptions with
high uncertainty. ......................................................................................................................................................... 25
3.10.1 Impairment of investments in subsidiaries and associates ............................................................................ 25
3.10.2 Employee retirement benefits ........................................................................................................................ 26
3.10.3 Useful life of property, plant and equipment and intangible assets ............................................................... 26
3.10.4 Impairment of receivables ............................................................................................................................. 26
3.10.5 Lease ............................................................................................................................................................. 26
3.11. Determination of fair values .......................................................................................................................... 26
3.12. Earnings per share ......................................................................................................................................... 27
4. Notes to the Statement of financial position.................................................................................................. 28
4.01. Right-of-use assets ........................................................................................................................................ 28
4.02. Investments in subsidiaries............................................................................................................................ 29
4.03. Investments in associates .............................................................................................................................. 29
4.04. Other long-term capital investments ............................................................................................................. 29
4.06. Deferred tax assets ........................................................................................................................................ 30
4.07. Dividend and other receivables from related companies ............................................................................... 30
4.08. Trade receivables .......................................................................................................................................... 30
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 7 of 59
C O N T E N T S
1. Legal status and general information .............................................................................................................. 9
2. Basis for preparation and accounting principles.............................................................................................. 9
2.1. Basis for preparation ....................................................................................................................................... 9
2.2. Initial application of new and amended IFRSs effective for the current reporting period ............................ 10
2.3. Accounting principles ................................................................................................................................... 12
2.4. Subsidiaries. Consolidation. .......................................................................................................................... 12
2.5. Functional and presentation currency ............................................................................................................ 12
2.6. Foreign currency ............................................................................................................................................ 13
2.7. Accounting estimates and judgements .......................................................................................................... 13
2.8. Comparative data .......................................................................................................................................... 13
3. Definition and assessment of the financial statements’ items ....................................................................... 14
3.01. Investments in subsidiaries and associates .................................................................................................... 14
3.02. Other long-term capital investments ............................................................................................................. 14
3.03. Financial instruments .................................................................................................................................... 14
3.04. Authorized share capital ................................................................................................................................ 21
3.05. Reserves ........................................................................................................................................................ 21
3.06. Lease ............................................................................................................................................................. 21
3.07. Payables to employees .................................................................................................................................. 23
3.08. Recognition of income and expenses ............................................................................................................ 24
3.09. Income tax expense ....................................................................................................................................... 24
3.10. Significant judgements in applying the Company’s accounting policy. Key estimates and assumptions with
high uncertainty. ......................................................................................................................................................... 25
3.10.1 Impairment of investments in subsidiaries and associates ............................................................................ 25
3.10.2 Employee retirement benefits ........................................................................................................................ 26
3.10.3 Useful life of property, plant and equipment and intangible assets ............................................................... 26
3.10.4 Impairment of receivables ............................................................................................................................. 26
3.10.5 Lease ............................................................................................................................................................. 26
3.11. Determination of fair values .......................................................................................................................... 26
3.12. Earnings per share ......................................................................................................................................... 27
4. Notes to the Statement of financial position.................................................................................................. 28
4.01. Right-of-use assets ........................................................................................................................................ 28
4.02. Investments in subsidiaries............................................................................................................................ 29
4.03. Investments in associates .............................................................................................................................. 29
4.04. Other long-term capital investments ............................................................................................................. 29
4.06. Deferred tax assets ........................................................................................................................................ 30
4.07. Dividend and other receivables from related companies ............................................................................... 30
4.08. Trade receivables .......................................................................................................................................... 30
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 8 of 59
4.09. Other receivables ........................................................................................................................................... 31
4.10. Short-term financial assets ............................................................................................................................ 32
4.11. Cash and cash equivalents ............................................................................................................................. 32
4.12. Prepaid expenses ........................................................................................................................................... 32
4.13. Bank loans ..................................................................................................................................................... 33
4.14. Retirement benefits obligation ...................................................................................................................... 33
4.15. Lease liabilities.............................................................................................................................................. 34
4.16. Trade payables .............................................................................................................................................. 34
4.17. Payables to employees and social security obligations ................................................................................. 34
4.18. Tax liabilities ................................................................................................................................................. 34
4.19. Other liabilities .............................................................................................................................................. 35
4.20. Registered capital .......................................................................................................................................... 35
4.21. Retained earnings .......................................................................................................................................... 36
4.22. Legal reserves................................................................................................................................................ 36
4.23. Premium reserve............................................................................................................................................ 36
4.24. Revaluation reserve ....................................................................................................................................... 37
5. Notes to the Statement of comprehensive income......................................................................................... 37
5.01. Dividend income ........................................................................................................................................... 37
5.02. Administrative expenses ............................................................................................................................... 37
5.03. Derecognised receivables/Impairment of receivables/assets ......................................................................... 38
5.04. Other expenses .............................................................................................................................................. 38
5.05. Financial income ........................................................................................................................................... 38
5.06. Financial expenses ........................................................................................................................................ 38
5.07. Tax expense ................................................................................................................................................... 39
5.08. Basic earnings per share in BGN .................................................................................................................. 40
6. Transactions and balances with related parties.............................................................................................. 40
7. Contingent liabilities and commitments ........................................................................................................ 43
8. Financial instruments by categories .............................................................................................................. 45
9. Financial risk management............................................................................................................................ 46
10. Fair values ..................................................................................................................................................... 54
11. Correction of errors and restatements............................................................................................................ 56
12. Events after the end of the reporting period .................................................................................................. 57
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 8 of 59
4.09. Other receivables ........................................................................................................................................... 31
4.10. Short-term financial assets ............................................................................................................................ 32
4.11. Cash and cash equivalents ............................................................................................................................. 32
4.12. Prepaid expenses ........................................................................................................................................... 32
4.13. Bank loans ..................................................................................................................................................... 33
4.14. Retirement benefits obligation ...................................................................................................................... 33
4.15. Lease liabilities.............................................................................................................................................. 34
4.16. Trade payables .............................................................................................................................................. 34
4.17. Payables to employees and social security obligations ................................................................................. 34
4.18. Tax liabilities ................................................................................................................................................. 34
4.19. Other liabilities .............................................................................................................................................. 35
4.20. Registered capital .......................................................................................................................................... 35
4.21. Retained earnings .......................................................................................................................................... 36
4.22. Legal reserves................................................................................................................................................ 36
4.23. Premium reserve............................................................................................................................................ 36
4.24. Revaluation reserve ....................................................................................................................................... 37
5. Notes to the Statement of comprehensive income......................................................................................... 37
5.01. Dividend income ........................................................................................................................................... 37
5.02. Administrative expenses ............................................................................................................................... 37
5.03. Derecognised receivables/Impairment of receivables/assets ......................................................................... 38
5.04. Other expenses .............................................................................................................................................. 38
5.05. Financial income ........................................................................................................................................... 38
5.06. Financial expenses ........................................................................................................................................ 38
5.07. Tax expense ................................................................................................................................................... 39
5.08. Basic earnings per share in BGN .................................................................................................................. 40
6. Transactions and balances with related parties.............................................................................................. 40
7. Contingent liabilities and commitments ........................................................................................................ 43
8. Financial instruments by categories .............................................................................................................. 45
9. Financial risk management............................................................................................................................ 46
10. Fair values ..................................................................................................................................................... 54
11. Correction of errors and restatements............................................................................................................ 56
12. Events after the end of the reporting period .................................................................................................. 57
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 9 of 59
1. Legal status and general information
Allterco AD (the Company) is entered into the Commercial Register with the Registry Agency under
UIC 201047670. The Company’s seat and management address is 103, Cherni vrah Blvd.,
1407 Sofia, Bulgaria.
Allterco AD’s shares have been traded on the Bulgarian Stock Exchange since December 2016 and on the
Frankfurt Stock Exchange since November 22, 2021.
The main activity of Allterco AD is acquisition, management, evaluation and sale of interests in Bulgarian and
foreign companies; acquisition, management and sale of bonds; acquisition, evaluation and sale of patents,
assignment of licenses for the use of patents to entities in which the Company participates; financing of
companies in which the Company participates.
The company is managed by a Board of Directors and is represented by Svetlin Todorov and Dimitar Dimitrov.
2. Basis for preparation and accounting principles
2.1. Basis for preparation
The Company keeps its current accounting and prepares its financial statements in accordance with the
requirements of the Bulgarian commercial and accounting legislation.
These separate financial statements have been prepared in accordance with the requirements of the
International Accounting Standards (IAS), published by the International Accounting Standards Board (IASB)
and adopted by the European Union. As of December 31, 2022, IASs consist of: International Financial
Reporting Standards (IFRS) and International Financial Reporting Interpretations Committee (IFRIC),
approved by the International Accounting Standards Board (IASB), and the International Accounting
Standards and Interpretations of the Standing Interpretations Committee (SIC), approved by the International
Accounting Standards Committee (IASC), effective from January 1, 2022, and adopted by the European Union
(EU).
IASB annually issues the standards and their explanations, which, after formal approval by the European
Union, are effective for the year for which they were issued. However, many of these standards are not
applicable to the Company's activities due to the specifics set in them.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 9 of 59
1. Legal status and general information
Allterco AD (the Company) is entered into the Commercial Register with the Registry Agency under
UIC 201047670. The Company’s seat and management address is 103, Cherni vrah Blvd.,
1407 Sofia, Bulgaria.
Allterco AD’s shares have been traded on the Bulgarian Stock Exchange since December 2016 and on the
Frankfurt Stock Exchange since November 22, 2021.
The main activity of Allterco AD is acquisition, management, evaluation and sale of interests in Bulgarian and
foreign companies; acquisition, management and sale of bonds; acquisition, evaluation and sale of patents,
assignment of licenses for the use of patents to entities in which the Company participates; financing of
companies in which the Company participates.
The company is managed by a Board of Directors and is represented by Svetlin Todorov and Dimitar Dimitrov.
2. Basis for preparation and accounting principles
2.1. Basis for preparation
The Company keeps its current accounting and prepares its financial statements in accordance with the
requirements of the Bulgarian commercial and accounting legislation.
These separate financial statements have been prepared in accordance with the requirements of the
International Accounting Standards (IAS), published by the International Accounting Standards Board (IASB)
and adopted by the European Union. As of December 31, 2022, IASs consist of: International Financial
Reporting Standards (IFRS) and International Financial Reporting Interpretations Committee (IFRIC),
approved by the International Accounting Standards Board (IASB), and the International Accounting
Standards and Interpretations of the Standing Interpretations Committee (SIC), approved by the International
Accounting Standards Committee (IASC), effective from January 1, 2022, and adopted by the European Union
(EU).
IASB annually issues the standards and their explanations, which, after formal approval by the European
Union, are effective for the year for which they were issued. However, many of these standards are not
applicable to the Company's activities due to the specifics set in them.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 10 of 59
2.2. Initial application of new and amended IFRSs effective for the current reporting period
2.2.1. Standards effective for the current reporting period
The Company's management has complied with all standards and interpretations that are applicable to its
activity and have been officially adopted by the EU as of the date of preparation of these separate financial
statements.
The following amendments to the existing standards issued by the International Accounting Standards Board
(IASB) and adopted by the EU are effective for the current reporting period:
• Amendments to IAS 16 Property, Plant and Equipment - Proceeds before Intended Use adopted by
the EU on June 28, 2021 (effective for annual periods beginning on or after January 1, 2022);
• Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets - Onerous
Contracts - Cost of Fulfilling a Contract adopted by the EU on June 28, 2021 (effective for annual periods
beginning on or after January 1, 2022);
• Amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework with
amendments to IFRS 3 adopted by the EU on 28 June 2021 (effective for annual periods beginning on or
after January 1, 2022);
• Amendments to various standards due to Improvements to IFRSs (cycle 2018 -2020) resulting from
the annual improvement project of IFRS (IFRS 1, IFRS 9, IFRS 16 and IAS 41) primarily with a view to
removing inconsistencies and clarifying wording - adopted by the EU on June 28, 2021 (The amendments
to IFRS 1, IFRS 9 and IAS 41 are effective for annual periods beginning on or after January 1, 2022. The
amendment to IFRS 16 only regards an illustrative example, so no effective date is stated.);
The management has reviewed the changes in the existing accounting standards effective from
January 1, 2022 and believes that they do not require changes in terms of the accounting policy applied in the
current year.
2.2.2. Standards and amendments to the existing standards issued by IASB and adopted by the EU but
not yet effective
At the date of authorisation of these financial statements, the following amendments to the existing standards
were issued by IASB and adopted by the EU and which are not yet effective:
• IFRS 17 Insurance Contracts including amendments to IFRS 17 adopted by the EU on November 19,
2021 (effective for annual periods beginning on or after January 1, 2023);
• Amendments to IFRS 17 Insurance contracts - Initial Application of IFRS 17 and IFRS 9 –
Comparative Information (effective for annual periods beginning on or after January 1, 2023);
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 10 of 59
2.2. Initial application of new and amended IFRSs effective for the current reporting period
2.2.1. Standards effective for the current reporting period
The Company's management has complied with all standards and interpretations that are applicable to its
activity and have been officially adopted by the EU as of the date of preparation of these separate financial
statements.
The following amendments to the existing standards issued by the International Accounting Standards Board
(IASB) and adopted by the EU are effective for the current reporting period:
• Amendments to IAS 16 Property, Plant and Equipment - Proceeds before Intended Use adopted by
the EU on June 28, 2021 (effective for annual periods beginning on or after January 1, 2022);
• Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets - Onerous
Contracts - Cost of Fulfilling a Contract adopted by the EU on June 28, 2021 (effective for annual periods
beginning on or after January 1, 2022);
• Amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework with
amendments to IFRS 3 adopted by the EU on 28 June 2021 (effective for annual periods beginning on or
after January 1, 2022);
• Amendments to various standards due to Improvements to IFRSs (cycle 2018 -2020) resulting from
the annual improvement project of IFRS (IFRS 1, IFRS 9, IFRS 16 and IAS 41) primarily with a view to
removing inconsistencies and clarifying wording - adopted by the EU on June 28, 2021 (The amendments
to IFRS 1, IFRS 9 and IAS 41 are effective for annual periods beginning on or after January 1, 2022. The
amendment to IFRS 16 only regards an illustrative example, so no effective date is stated.);
The management has reviewed the changes in the existing accounting standards effective from
January 1, 2022 and believes that they do not require changes in terms of the accounting policy applied in the
current year.
2.2.2. Standards and amendments to the existing standards issued by IASB and adopted by the EU but
not yet effective
At the date of authorisation of these financial statements, the following amendments to the existing standards
were issued by IASB and adopted by the EU and which are not yet effective:
• IFRS 17 Insurance Contracts including amendments to IFRS 17 adopted by the EU on November 19,
2021 (effective for annual periods beginning on or after January 1, 2023);
• Amendments to IFRS 17 Insurance contracts - Initial Application of IFRS 17 and IFRS 9 –
Comparative Information (effective for annual periods beginning on or after January 1, 2023);
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 11 of 59
• Amendments to IAS 1 Presentation of Financial Statements: Disclosure of Accounting policies
adopted by the EU on March 2, 2022 (effective for annual periods beginning on or after
January 1, 2023);
• Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition
of Accounting Estimates adopted by the EU on March 2, 2022 (effective for annual periods beginning on
or after January 1, 2023);
• Amendments to IAS 12 Income Taxes - Deferred Tax related to Assets and Liabilities arising from a
Single Transaction adopted by the EU on 11 August 2022 (effective for annual periods beginning on or
after January 1, 2023).
2.2.3. New standards and amendments to the existing standards issued by IASB but not yet adopted by
the EU
At present, IFRS as adopted by the EU do not significantly differ from regulations adopted by the International
Accounting Standards Board (IASB) except for the following new standards and amendments to the existing
standards, which were not endorsed for use in EU as at the date of publication of these financial statements
(the effective dates stated below is for IFRS as issued by IASB):
• Amendments to IAS 1 Presentation of Financial Statements : Classification of Liabilities as Current or
Non-current (effective for annual periods beginning on or after January 1, 2023);
• IFRS 14 Regulatory Deferral Accounts (effective for annual periods beginning on or after January 1,
2016) - the European Commission has decided not to launch the endorsement process of this interim
standard and to wait for the final standard;
• Amendments to IAS 1 Presentation of Financial Statements - Non-current Liabilities with Covenants
(effective for annual periods beginning on or after 1 January 2024);
• Amendments to IFRS 16 Leases - Lease Liability in a Sale and Leaseback (effective for annual periods
beginning on or after 1 January 2024);
• IFRS 14 Regulatory Deferral Accounts (effective for annual periods beginning on or after 1 January
2016) - the European Commission has decided not to launch the endorsement process of this interim
standard and to wait for the final standard;
• Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates
and Joint Ventures - Sale or Contribution of Assets between an Investor and its Associate or Joint
Venture and further amendments (effective date deferred indefinitely until the research project on the
equity method has been concluded).
The Company anticipates that the adoption of these new standards and amendments to the existing standards
will have no material impact on the financial statements of the Company in the period of initial application.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 11 of 59
• Amendments to IAS 1 Presentation of Financial Statements: Disclosure of Accounting policies
adopted by the EU on March 2, 2022 (effective for annual periods beginning on or after
January 1, 2023);
• Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition
of Accounting Estimates adopted by the EU on March 2, 2022 (effective for annual periods beginning on
or after January 1, 2023);
• Amendments to IAS 12 Income Taxes - Deferred Tax related to Assets and Liabilities arising from a
Single Transaction adopted by the EU on 11 August 2022 (effective for annual periods beginning on or
after January 1, 2023).
2.2.3. New standards and amendments to the existing standards issued by IASB but not yet adopted by
the EU
At present, IFRS as adopted by the EU do not significantly differ from regulations adopted by the International
Accounting Standards Board (IASB) except for the following new standards and amendments to the existing
standards, which were not endorsed for use in EU as at the date of publication of these financial statements
(the effective dates stated below is for IFRS as issued by IASB):
• Amendments to IAS 1 Presentation of Financial Statements : Classification of Liabilities as Current or
Non-current (effective for annual periods beginning on or after January 1, 2023);
• IFRS 14 Regulatory Deferral Accounts (effective for annual periods beginning on or after January 1,
2016) - the European Commission has decided not to launch the endorsement process of this interim
standard and to wait for the final standard;
• Amendments to IAS 1 Presentation of Financial Statements - Non-current Liabilities with Covenants
(effective for annual periods beginning on or after 1 January 2024);
• Amendments to IFRS 16 Leases - Lease Liability in a Sale and Leaseback (effective for annual periods
beginning on or after 1 January 2024);
• IFRS 14 Regulatory Deferral Accounts (effective for annual periods beginning on or after 1 January
2016) - the European Commission has decided not to launch the endorsement process of this interim
standard and to wait for the final standard;
• Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates
and Joint Ventures - Sale or Contribution of Assets between an Investor and its Associate or Joint
Venture and further amendments (effective date deferred indefinitely until the research project on the
equity method has been concluded).
The Company anticipates that the adoption of these new standards and amendments to the existing standards
will have no material impact on the financial statements of the Company in the period of initial application.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 12 of 59
Hedge accounting for a portfolio of financial assets and liabilities whose principles have not been adopted by
the EU remains unregulated.
According to the Company’s estimates, the application of hedge accounting to a portfolio of financial assets
or liabilities pursuant to IAS 39 Financial Instruments - Recognition and Measurement would not significantly
impact the financial statements, if applied as at the reporting date.
2.3. Accounting principles
The separate financial statement of the Company have been prepared on the going concern principle, as it is
expected that the Company shall continue its operating activity in near future.
The military conflict between Russia and Ukraine began in February 2022, but since the Company does not
have transactions and accounts with customers from these two countries, management believes that this event
is not expected to directly or indirectly affect the Company's results and financial position in the future.
Management has no plans or intentions to sell the business or cease operations, which could materially change
the carrying amount or classification of assets and liabilities reported in the separate financial statements.
The assessment of assets and liabilities and the measurement of income and expenses is made in compliance
with the historical cost principle. This principle is modified in specific cases by the revaluation of certain assets
and/or liabilities to their fair value as of December 31 of the current year and December 31 of the previous
year, as indicated in the relevant notes below.
2.4. Subsidiaries. Consolidation.
A subsidiary is an entity controlled by a parent company. The investor controls the investee when it is exposed
to or has rights to the variable returns from its interest in the investee and has the ability to influence those
returns through its power in the investee. As of December 31, 2022, the Company owns three subsidiaries
registered in the country, two subsidiaries abroad and one associated company abroad. In these separate
financial statements, investments in subsidiaries are presented at acquisition cost and these statements do not
constitute a consolidated financial statements within the meaning of IFRS 10 Consolidated Financial
Statements.
In order to gain a full understanding of the financial position, results of the activity and changes in the financial
position of the group as a whole, readers of these separate financial statements should read them together with
the Company’s consolidated financial statements for the year ended December 31, 2022, which shall be
prepared and published within the deadline requirements of the Bulgarian legislation.
2.5. Functional and presentation currency
A functional currency is the currency of the primary economic environment in which a company operates and
in which cash is primarily generated and spent. It reflects the main transactions, events and conditions
significant for the Company.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 12 of 59
Hedge accounting for a portfolio of financial assets and liabilities whose principles have not been adopted by
the EU remains unregulated.
According to the Company’s estimates, the application of hedge accounting to a portfolio of financial assets
or liabilities pursuant to IAS 39 Financial Instruments - Recognition and Measurement would not significantly
impact the financial statements, if applied as at the reporting date.
2.3. Accounting principles
The separate financial statement of the Company have been prepared on the going concern principle, as it is
expected that the Company shall continue its operating activity in near future.
The military conflict between Russia and Ukraine began in February 2022, but since the Company does not
have transactions and accounts with customers from these two countries, management believes that this event
is not expected to directly or indirectly affect the Company's results and financial position in the future.
Management has no plans or intentions to sell the business or cease operations, which could materially change
the carrying amount or classification of assets and liabilities reported in the separate financial statements.
The assessment of assets and liabilities and the measurement of income and expenses is made in compliance
with the historical cost principle. This principle is modified in specific cases by the revaluation of certain assets
and/or liabilities to their fair value as of December 31 of the current year and December 31 of the previous
year, as indicated in the relevant notes below.
2.4. Subsidiaries. Consolidation.
A subsidiary is an entity controlled by a parent company. The investor controls the investee when it is exposed
to or has rights to the variable returns from its interest in the investee and has the ability to influence those
returns through its power in the investee. As of December 31, 2022, the Company owns three subsidiaries
registered in the country, two subsidiaries abroad and one associated company abroad. In these separate
financial statements, investments in subsidiaries are presented at acquisition cost and these statements do not
constitute a consolidated financial statements within the meaning of IFRS 10 Consolidated Financial
Statements.
In order to gain a full understanding of the financial position, results of the activity and changes in the financial
position of the group as a whole, readers of these separate financial statements should read them together with
the Company’s consolidated financial statements for the year ended December 31, 2022, which shall be
prepared and published within the deadline requirements of the Bulgarian legislation.
2.5. Functional and presentation currency
A functional currency is the currency of the primary economic environment in which a company operates and
in which cash is primarily generated and spent. It reflects the main transactions, events and conditions
significant for the Company.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 13 of 59
The Company keeps its current accounting and prepares its financial statements in the national currency of the
Republic of Bulgaria - the Bulgarian lev, adopted by the Company as the functional currency and as the
currency of presentation of the financial statements.
These separate financial statements have been prepared in thousands of BGN, unless otherwise stated. Earnings
per share are presented in BGN.
2.6. Foreign currency
Foreign currency transactions are initially reported at the exchange rate of the Bulgarian National Bank (BNB)
on the date of the transaction. Exchange rate differences arising from the settlement of foreign currency
monetary items or from the reporting of these monetary items at rates other than the ones at which they were
originally recognised are reported in the statement of comprehensive income for the relevant period. Monetary
items in foreign currency as of December 31, 2021 and December 31, 2022 are reported in these financial
statements at the closing exchange rate of the BNB, respectively, as of December 31, 2021 - BGN 1.72685 for
USD 1; BGN 1.95802 for NOK 10 and BGN 1.95583 for EUR 1 and as of December 31, 2022 - BGN 1.83371
for USD 1; BGN 1.86025 for NOK 10 and BGN 1.95583 for EUR 1.
2.7. Accounting estimates and judgements
The application of the IAS requires the Company's management to apply certain accounting assumptions and
judgments when preparing the annual separate financial statement and when determining the value of some of
the assets, liabilities, income, expenses and contingent assets and liabilities.
All assessments are based on the management’s best judgment as of the date of preparation of these financial
statements. Actual results could differ from those presented in this financial statements.
In preparing these financial statements, the management used judgments related to the following items:
• Right-of-use assets – period of use of the assets and discount factor (Note 4.01)
• Investments in subsidiaries – need for impairment (Note 4.02)
• Current and non-current receivables – need for impairment (Notes 4.07, 4.08 and 5.03)
• Retirement benefits obligations (Note 4.14)
2.8. Comparative data
According to Bulgarian accounting legislation, the financial year ends on December 31 and companies should
submit annual financial statements as of this date, including comparative data as of the same date for the
previous year. If necessary, the data presented for the previous year is adjusted to obtain a better comparability
with the data for the current period.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 13 of 59
The Company keeps its current accounting and prepares its financial statements in the national currency of the
Republic of Bulgaria - the Bulgarian lev, adopted by the Company as the functional currency and as the
currency of presentation of the financial statements.
These separate financial statements have been prepared in thousands of BGN, unless otherwise stated. Earnings
per share are presented in BGN.
2.6. Foreign currency
Foreign currency transactions are initially reported at the exchange rate of the Bulgarian National Bank (BNB)
on the date of the transaction. Exchange rate differences arising from the settlement of foreign currency
monetary items or from the reporting of these monetary items at rates other than the ones at which they were
originally recognised are reported in the statement of comprehensive income for the relevant period. Monetary
items in foreign currency as of December 31, 2021 and December 31, 2022 are reported in these financial
statements at the closing exchange rate of the BNB, respectively, as of December 31, 2021 - BGN 1.72685 for
USD 1; BGN 1.95802 for NOK 10 and BGN 1.95583 for EUR 1 and as of December 31, 2022 - BGN 1.83371
for USD 1; BGN 1.86025 for NOK 10 and BGN 1.95583 for EUR 1.
2.7. Accounting estimates and judgements
The application of the IAS requires the Company's management to apply certain accounting assumptions and
judgments when preparing the annual separate financial statement and when determining the value of some of
the assets, liabilities, income, expenses and contingent assets and liabilities.
All assessments are based on the management’s best judgment as of the date of preparation of these financial
statements. Actual results could differ from those presented in this financial statements.
In preparing these financial statements, the management used judgments related to the following items:
• Right-of-use assets – period of use of the assets and discount factor (Note 4.01)
• Investments in subsidiaries – need for impairment (Note 4.02)
• Current and non-current receivables – need for impairment (Notes 4.07, 4.08 and 5.03)
• Retirement benefits obligations (Note 4.14)
2.8. Comparative data
According to Bulgarian accounting legislation, the financial year ends on December 31 and companies should
submit annual financial statements as of this date, including comparative data as of the same date for the
previous year. If necessary, the data presented for the previous year is adjusted to obtain a better comparability
with the data for the current period.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 14 of 59
3. Definition and assessment of the financial statements’ items
3.01. Investments in subsidiaries and associates
Long-term investments, such as shares and interests in subsidiaries and associates, are presented in the separate
statement of financial position at acquisition cost (cost), which represents the fair value of the consideration
that was paid, including the direct costs of acquiring the investment less accumulated depreciation.
The Company’s investments in subsidiaries and associates are subject to an annual impairment review. When
impairment indications are established, the impairment is recognised in the statement of comprehensive
income. When buying and selling investments in subsidiaries and associates, the ‘ date of the transaction ’ is
applied.
Investments are written off when the rights arising from them are transferred to other parties when legally
possible and thus control over the economic benefits of the relevant specific type of investment is lost. The
profit/(loss) from their sale is presented under ‘ finance income ’ or ‘ finance expense ’, respectively, in the
separate statement of comprehensive income.
3.02. Other long-term capital investments
The other long-term capital investments are non-derivative financial assets, such as shares and shares of other
companies (minority participation), held with a long-term perspective.
Initial measurement
Capital investments are initially recognised at acquisition cost, which represents the fair value of the
consideration that was paid, including the direct costs of acquiring the investment (financial asset). All capital
investments’ purchases and sales are recognised on the ‘date of the transaction’.
Subsequent measurement
The Company’s capital investments are subsequently measured at fair value. The effects of the subsequent
measurement to fair value are presented in the separate statement of comprehensive income (in other items of
comprehensive income) and, respectively, in a reserve related to financial assets at fair value through other
comprehensive income. These effects are transferred to retained earnings upon disposal (sale) of the respective
investment.
3.03. Financial instruments
A financial instrument is any contract that simultaneously gives rise to both a financial asset in one entity and
a financial liability or equity instrument in another entity. Financial assets and liabilities are recognised in the
separate statement of financial position when the Company becomes a party to the contractual terms of the
relevant financial instrument that gave rise to this asset or liability.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 14 of 59
3. Definition and assessment of the financial statements’ items
3.01. Investments in subsidiaries and associates
Long-term investments, such as shares and interests in subsidiaries and associates, are presented in the separate
statement of financial position at acquisition cost (cost), which represents the fair value of the consideration
that was paid, including the direct costs of acquiring the investment less accumulated depreciation.
The Company’s investments in subsidiaries and associates are subject to an annual impairment review. When
impairment indications are established, the impairment is recognised in the statement of comprehensive
income. When buying and selling investments in subsidiaries and associates, the ‘ date of the transaction ’ is
applied.
Investments are written off when the rights arising from them are transferred to other parties when legally
possible and thus control over the economic benefits of the relevant specific type of investment is lost. The
profit/(loss) from their sale is presented under ‘ finance income ’ or ‘ finance expense ’, respectively, in the
separate statement of comprehensive income.
3.02. Other long-term capital investments
The other long-term capital investments are non-derivative financial assets, such as shares and shares of other
companies (minority participation), held with a long-term perspective.
Initial measurement
Capital investments are initially recognised at acquisition cost, which represents the fair value of the
consideration that was paid, including the direct costs of acquiring the investment (financial asset). All capital
investments’ purchases and sales are recognised on the ‘date of the transaction’.
Subsequent measurement
The Company’s capital investments are subsequently measured at fair value. The effects of the subsequent
measurement to fair value are presented in the separate statement of comprehensive income (in other items of
comprehensive income) and, respectively, in a reserve related to financial assets at fair value through other
comprehensive income. These effects are transferred to retained earnings upon disposal (sale) of the respective
investment.
3.03. Financial instruments
A financial instrument is any contract that simultaneously gives rise to both a financial asset in one entity and
a financial liability or equity instrument in another entity. Financial assets and liabilities are recognised in the
separate statement of financial position when the Company becomes a party to the contractual terms of the
relevant financial instrument that gave rise to this asset or liability.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 15 of 59
а) Financial assets
Initial recognition and measurement
Upon initial recognition, financial assets are classified as financial assets that are subsequently measured at
amortized cost, at fair value in other comprehensive income (OCI) and as financial assets at fair value in profit
or loss.
Financial assets are classified upon their initial acquisition according to the characteristics of the contractual
cash flows of the financial asset and the Company's business management model. The Company initially
measures the financial asset at fair value plus transaction costs, in the case of financial assets that are not
measured at fair value through profit or loss. Trade receivables that do not have a significant financing
component, and for which the Company has applied a practically expedient measure, are stated at the
transaction price determined according to IFRS 15. The Company reclassifies financial assets only when its
business model changes.
In order to be classified and measured at amortized cost or at fair value in OCI, the financial asset should
generate cash flows that represent " solely payments of principal and interest" (SPPI) on the outstanding
principal amount. This measurement is called the "SPPI test” and is performed at the relevant instrument level.
The Company's business model for managing financial assets refers to how the Company manages its financial
assets to generate cash flows. The business model determines whether cash flows will arise from the collection
of contractual cash flows, the sale of financial assets, or both.
Purchases or sales of financial assets, the terms of which require the delivery of the assets within a certain
period of time, usually established by a regulatory provision or current practice in the relevant market (regular
purchases), are recognized on the date of trading (transaction), i.e. on the date on which the Company has
committed to buy or sell the asset.
Subsequent measurement
For the purposes of subsequent measurement, financial assets are classified into four categories:
• Financial assets at amortized cost (debt instruments);
• Financial assets at fair value in other comprehensive income with "recycling" of cumulative profit or
loss (debt instruments);
• Financial assets designated as financial assets at fair value in other comprehensive income with no
"recycling" of cumulative profit or loss at their derecognition (equity instruments);
• Financial assets at fair value through profit or loss.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 15 of 59
а) Financial assets
Initial recognition and measurement
Upon initial recognition, financial assets are classified as financial assets that are subsequently measured at
amortized cost, at fair value in other comprehensive income (OCI) and as financial assets at fair value in profit
or loss.
Financial assets are classified upon their initial acquisition according to the characteristics of the contractual
cash flows of the financial asset and the Company's business management model. The Company initially
measures the financial asset at fair value plus transaction costs, in the case of financial assets that are not
measured at fair value through profit or loss. Trade receivables that do not have a significant financing
component, and for which the Company has applied a practically expedient measure, are stated at the
transaction price determined according to IFRS 15. The Company reclassifies financial assets only when its
business model changes.
In order to be classified and measured at amortized cost or at fair value in OCI, the financial asset should
generate cash flows that represent " solely payments of principal and interest" (SPPI) on the outstanding
principal amount. This measurement is called the "SPPI test” and is performed at the relevant instrument level.
The Company's business model for managing financial assets refers to how the Company manages its financial
assets to generate cash flows. The business model determines whether cash flows will arise from the collection
of contractual cash flows, the sale of financial assets, or both.
Purchases or sales of financial assets, the terms of which require the delivery of the assets within a certain
period of time, usually established by a regulatory provision or current practice in the relevant market (regular
purchases), are recognized on the date of trading (transaction), i.e. on the date on which the Company has
committed to buy or sell the asset.
Subsequent measurement
For the purposes of subsequent measurement, financial assets are classified into four categories:
• Financial assets at amortized cost (debt instruments);
• Financial assets at fair value in other comprehensive income with "recycling" of cumulative profit or
loss (debt instruments);
• Financial assets designated as financial assets at fair value in other comprehensive income with no
"recycling" of cumulative profit or loss at their derecognition (equity instruments);
• Financial assets at fair value through profit or loss.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 16 of 59
Financial assets at amortized cost (debt instruments)
The Company measures financial assets at amortized cost if both of the following conditions are met:
• The financial asset is held within a business model aimed at obtaining the contractual cash flows, and
• The terms of the contract for the financial asset give rise to cash flows on specific dates that represent
solely payments of principal and interest on the outstanding principal amount. Financial assets at
amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject
to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized,
modified or impaired.
The Company's financial assets at amortized cost include trade and other receivables, term deposits and cash
at bank accounts.
Financial assets at fair value in other comprehensive income (debt instruments)
The Company measures its debt instruments at fair value in other comprehensive income if both of the
following conditions are met:
• The financial asset is held within a business model aimed at obtaining the contractual cash flows, and its
disposal as well; and
• On the specified dates, the contractual terms of the financial asset give rise to cash flows that represent
solely payments of principal and interest on the outstanding principal amount.
In respect of debt instruments at fair value in other comprehensive income, interest income, currency
revaluation and impairment losses or their reversal are recognized in profit or loss and calculated in the same
way as those for financial assets measured at amortized cost. Other changes in fair value are recognized in
other comprehensive income. Upon derecognition, the cumulative change in fair value recognized in other
comprehensive income is stated in profit or loss.
Financial assets designated as financial assets at fair value in other comprehensive income (equity
instruments)
Upon initial recognition, the Company may elect to classify irrevocably as equity instruments designated as
measured at fair value in other comprehensive income when they meet the equity requirements under IAS 32
Financial Instruments: Presentation and when they are not held for trading. The classification is determined on
an individual instrument basis. These investments in equity instruments are held for medium to long-term
purpose and accordingly, the Company elected to designate them as equity instruments at fair value through
other comprehensive income as it believes that recognising short-term fluctuations in these investments fair
value in profit or loss would not be consistent with the Company’s strategy of holding these investments for
long term purposes.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 16 of 59
Financial assets at amortized cost (debt instruments)
The Company measures financial assets at amortized cost if both of the following conditions are met:
• The financial asset is held within a business model aimed at obtaining the contractual cash flows, and
• The terms of the contract for the financial asset give rise to cash flows on specific dates that represent
solely payments of principal and interest on the outstanding principal amount. Financial assets at
amortized cost are subsequently measured using the effective interest rate (EIR) method and are subject
to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized,
modified or impaired.
The Company's financial assets at amortized cost include trade and other receivables, term deposits and cash
at bank accounts.
Financial assets at fair value in other comprehensive income (debt instruments)
The Company measures its debt instruments at fair value in other comprehensive income if both of the
following conditions are met:
• The financial asset is held within a business model aimed at obtaining the contractual cash flows, and its
disposal as well; and
• On the specified dates, the contractual terms of the financial asset give rise to cash flows that represent
solely payments of principal and interest on the outstanding principal amount.
In respect of debt instruments at fair value in other comprehensive income, interest income, currency
revaluation and impairment losses or their reversal are recognized in profit or loss and calculated in the same
way as those for financial assets measured at amortized cost. Other changes in fair value are recognized in
other comprehensive income. Upon derecognition, the cumulative change in fair value recognized in other
comprehensive income is stated in profit or loss.
Financial assets designated as financial assets at fair value in other comprehensive income (equity
instruments)
Upon initial recognition, the Company may elect to classify irrevocably as equity instruments designated as
measured at fair value in other comprehensive income when they meet the equity requirements under IAS 32
Financial Instruments: Presentation and when they are not held for trading. The classification is determined on
an individual instrument basis. These investments in equity instruments are held for medium to long-term
purpose and accordingly, the Company elected to designate them as equity instruments at fair value through
other comprehensive income as it believes that recognising short-term fluctuations in these investments fair
value in profit or loss would not be consistent with the Company’s strategy of holding these investments for
long term purposes.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 17 of 59
Gains and losses on these financial assets are never "recycled" in profit or loss. Dividends are recognized as
income in the statement of comprehensive income when the right to payment is established, except when the
Company derives benefits from these receipts as a refund of part of the acquisition price of the financial asset,
in which case the gains are reported in other comprehensive income. Equity instruments designated as
measured at fair value in other comprehensive income are not subject to an impairment test.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets that do not qualify for classification
at amortized cost or at fair value through other comprehensive income and financial assets designated at initial
recognition as measured at fair value through profit or loss, or financial assets that are required to be measured
at fair value. Derivatives, including separated embedded derivatives, are classified as held for trading unless
designated as effective hedging instruments. Financial assets with cash flows that are not solely payments of
principal and interest are classified and measured at fair value in profit or loss, regardless of the business
model.
Notwithstanding the criteria for debt instruments to be classified at amortized cost or at fair value in other
comprehensive income as described above, debt instruments may be designated as measured at fair value in
profit or loss upon initial recognition, if thus eliminates or substantially reduces the accounting mismatch.
Financial assets at fair value through profit or loss are reflected in the statement of financial position at fair
value, and the net changes in fair value are recognized in the statement of comprehensive income.
Derecognition
A financial asset (or, where applicable, part of a financial asset or part of a group of similar financial assets) is
derecognised (i.e. removed from the Company's statement of financial position) when:
• the rights to receive cash flows from the asset have expired; or
• the rights to receive cash flows from the asset have been transferred or the Company has assumed the
obligation to pay the received cash flows in full, without significant delay, to a third party through a
transfer agreement; where either (a) the Company has transferred substantially all the risks and rewards
of ownership of the asset; or (b) the Company has neither transferred nor retained substantially all the
risks and rewards of ownership of the asset but has not retained control.
When the Company has transferred its rights to receive cash flows from the asset or entered into a transfer
agreement, it evaluates whether and to what extent it has retained the risks and rewards of ownership. When it
has neither transferred nor retained substantially all the risks and rewards of ownership of the financial asset,
nor has it transferred control over it, it still recognizes the transferred asset to the extent of its continuing
involvement in it.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 17 of 59
Gains and losses on these financial assets are never "recycled" in profit or loss. Dividends are recognized as
income in the statement of comprehensive income when the right to payment is established, except when the
Company derives benefits from these receipts as a refund of part of the acquisition price of the financial asset,
in which case the gains are reported in other comprehensive income. Equity instruments designated as
measured at fair value in other comprehensive income are not subject to an impairment test.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets that do not qualify for classification
at amortized cost or at fair value through other comprehensive income and financial assets designated at initial
recognition as measured at fair value through profit or loss, or financial assets that are required to be measured
at fair value. Derivatives, including separated embedded derivatives, are classified as held for trading unless
designated as effective hedging instruments. Financial assets with cash flows that are not solely payments of
principal and interest are classified and measured at fair value in profit or loss, regardless of the business
model.
Notwithstanding the criteria for debt instruments to be classified at amortized cost or at fair value in other
comprehensive income as described above, debt instruments may be designated as measured at fair value in
profit or loss upon initial recognition, if thus eliminates or substantially reduces the accounting mismatch.
Financial assets at fair value through profit or loss are reflected in the statement of financial position at fair
value, and the net changes in fair value are recognized in the statement of comprehensive income.
Derecognition
A financial asset (or, where applicable, part of a financial asset or part of a group of similar financial assets) is
derecognised (i.e. removed from the Company's statement of financial position) when:
• the rights to receive cash flows from the asset have expired; or
• the rights to receive cash flows from the asset have been transferred or the Company has assumed the
obligation to pay the received cash flows in full, without significant delay, to a third party through a
transfer agreement; where either (a) the Company has transferred substantially all the risks and rewards
of ownership of the asset; or (b) the Company has neither transferred nor retained substantially all the
risks and rewards of ownership of the asset but has not retained control.
When the Company has transferred its rights to receive cash flows from the asset or entered into a transfer
agreement, it evaluates whether and to what extent it has retained the risks and rewards of ownership. When it
has neither transferred nor retained substantially all the risks and rewards of ownership of the financial asset,
nor has it transferred control over it, it still recognizes the transferred asset to the extent of its continuing
involvement in it.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 18 of 59
In this case, the Company also recognizes the related obligation. The transferred asset and related liability are
valued on a basis that reflects the rights and obligations that the Company has retained. A continuing
involvement being a security of the transferred asset is valued at the lower of the original book value of the
asset and the maximum amount of consideration that the Company may be required to pay. The Company
applies the same derecognition policies for impaired financial assets.
Impairment of financial assets
Additional disclosures related to impairment of financial assets, are included in the following notes as well:
• Significant judgements in applying the Company’s accounting policy. Key estimates and assumptions
with high uncertainty. (Note 3.10);
• Dividend and other receivables from related parties (Note 4.07)
• Trade and other receivables (Notes 4.08 and 5.03).
The Company recognizes an allowance for expected credit losses (ECL) for all debt instruments that are not
measured at fair value through profit or loss. ECL are based on the difference between the contractual cash
flows due under the terms of the contract and any cash flows the Company expects to receive, discounted at
an approximation of the original effective interest rate. Expected cash flows include cash flows from the sale
of collateral held or other credit enhancements that are an integral part of the terms of the contract.
ECL are recognized in three stages. For exposures for which there has been no significant increase in credit
risk since initial recognition. Allowances for ECL are recognized for credit losses that arise as a result of
default events that are possible occur within the next 12 months (12-month ECL). For exposures for which
there has been a significant increase in credit risk since initial recognition, an allowance for expected credit
loss is required in respect of credit losses expected over the remaining term of the exposure, regardless of when
the default occurs (ECL over the lifetime of the instrument). A significant increase in credit risk is observed
in the case of material financial difficulties of the debtor, probability of declaring bankruptcy and liquidation,
financial restructuring or inability to repay the debt (overdue for more than 30 days) are taken as an indicator
for impairment of the asset.
Regarding cash and cash equivalents, the Company applies the credit ratings of the banks and publicly
available information on default rates for banks for in order to prepare an impairment assessment. The
Company uses historical experience in order to determined loss given default. As significant increase in credit
risk has not been identified, the Company applies 12-month ECL.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 18 of 59
In this case, the Company also recognizes the related obligation. The transferred asset and related liability are
valued on a basis that reflects the rights and obligations that the Company has retained. A continuing
involvement being a security of the transferred asset is valued at the lower of the original book value of the
asset and the maximum amount of consideration that the Company may be required to pay. The Company
applies the same derecognition policies for impaired financial assets.
Impairment of financial assets
Additional disclosures related to impairment of financial assets, are included in the following notes as well:
• Significant judgements in applying the Company’s accounting policy. Key estimates and assumptions
with high uncertainty. (Note 3.10);
• Dividend and other receivables from related parties (Note 4.07)
• Trade and other receivables (Notes 4.08 and 5.03).
The Company recognizes an allowance for expected credit losses (ECL) for all debt instruments that are not
measured at fair value through profit or loss. ECL are based on the difference between the contractual cash
flows due under the terms of the contract and any cash flows the Company expects to receive, discounted at
an approximation of the original effective interest rate. Expected cash flows include cash flows from the sale
of collateral held or other credit enhancements that are an integral part of the terms of the contract.
ECL are recognized in three stages. For exposures for which there has been no significant increase in credit
risk since initial recognition. Allowances for ECL are recognized for credit losses that arise as a result of
default events that are possible occur within the next 12 months (12-month ECL). For exposures for which
there has been a significant increase in credit risk since initial recognition, an allowance for expected credit
loss is required in respect of credit losses expected over the remaining term of the exposure, regardless of when
the default occurs (ECL over the lifetime of the instrument). A significant increase in credit risk is observed
in the case of material financial difficulties of the debtor, probability of declaring bankruptcy and liquidation,
financial restructuring or inability to repay the debt (overdue for more than 30 days) are taken as an indicator
for impairment of the asset.
Regarding cash and cash equivalents, the Company applies the credit ratings of the banks and publicly
available information on default rates for banks for in order to prepare an impairment assessment. The
Company uses historical experience in order to determined loss given default. As significant increase in credit
risk has not been identified, the Company applies 12-month ECL.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 19 of 59
The Company considers a financial instrument in default when contractual payments are overdue for 90 days.
However, in certain cases, it may consider a financial asset to be in default when internal or external
information provides an indication that it is unlikely that the Company will receive the outstanding contractual
amounts in full before taking into account any credit improvements. All financial assets measured at amortized
cost are subject to collective impairment, except for those in default (phase 3).
Financial liabilities
Initial recognition and measurement
Upon initial recognition, financial liabilities are classified as financial liabilities at fair value through profit or
loss, incl. derivatives or as financial liabilities at amortized value, incl. loans and other borrowings and trade
and other payable as appropriate. Initially, all financial liabilities are recognized at fair value, and in the case
of loans and borrowed funds and liabilities, net of direct transaction costs.
The Company's financial liabilities include trade and other payables, bank loans and lease liabilities.
Subsequent measurement
Financial liabilities are measured according to their classification as specified below:
Financial liabilities measured at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities designated upon initial recognition as such at fair value through profit or loss. Financial liabilities
are classified as held for trading if they are acquired for repurchase in the near future. Gains or losses on
liabilities held for trading are recognized in the statement of comprehensive income. Financial liabilities
designated upon initial recognition as financial liabilities at fair value through profit or loss are designated as
such at the date of initial recognition only if the criteria of IFRS 9 are met. The Company has not designated
any financial liabilities at fair value through profit or loss.
Financial liabilities at amortized cost
The Company's financial liabilities at amortized cost are reported at amortized cost after applying the effective
interest method.
Derecognition
A financial liability is derecognized when the obligation is discharged, cancelled or expires. When an existing
financial liability is exchanged with another from the same creditor under substantially different terms, or the
terms of an existing liability are substantially changed, this exchange or modification is treated as
extinguishment of the original financial liability and recognition of a new financial liability. The difference in
the respective carrying amounts is recognized in the statement of comprehensive income.
The Company's activity does not imply various financial instruments. The main financial instruments included
in the separate statement of financial position of the Company are presented below.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 19 of 59
The Company considers a financial instrument in default when contractual payments are overdue for 90 days.
However, in certain cases, it may consider a financial asset to be in default when internal or external
information provides an indication that it is unlikely that the Company will receive the outstanding contractual
amounts in full before taking into account any credit improvements. All financial assets measured at amortized
cost are subject to collective impairment, except for those in default (phase 3).
Financial liabilities
Initial recognition and measurement
Upon initial recognition, financial liabilities are classified as financial liabilities at fair value through profit or
loss, incl. derivatives or as financial liabilities at amortized value, incl. loans and other borrowings and trade
and other payable as appropriate. Initially, all financial liabilities are recognized at fair value, and in the case
of loans and borrowed funds and liabilities, net of direct transaction costs.
The Company's financial liabilities include trade and other payables, bank loans and lease liabilities.
Subsequent measurement
Financial liabilities are measured according to their classification as specified below:
Financial liabilities measured at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities designated upon initial recognition as such at fair value through profit or loss. Financial liabilities
are classified as held for trading if they are acquired for repurchase in the near future. Gains or losses on
liabilities held for trading are recognized in the statement of comprehensive income. Financial liabilities
designated upon initial recognition as financial liabilities at fair value through profit or loss are designated as
such at the date of initial recognition only if the criteria of IFRS 9 are met. The Company has not designated
any financial liabilities at fair value through profit or loss.
Financial liabilities at amortized cost
The Company's financial liabilities at amortized cost are reported at amortized cost after applying the effective
interest method.
Derecognition
A financial liability is derecognized when the obligation is discharged, cancelled or expires. When an existing
financial liability is exchanged with another from the same creditor under substantially different terms, or the
terms of an existing liability are substantially changed, this exchange or modification is treated as
extinguishment of the original financial liability and recognition of a new financial liability. The difference in
the respective carrying amounts is recognized in the statement of comprehensive income.
The Company's activity does not imply various financial instruments. The main financial instruments included
in the separate statement of financial position of the Company are presented below.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 20 of 59
Trade and other receivables
Trade receivables are amounts owed by customers for goods sold and services performed in the ordinary course
of business. They are usually due for short-term settlement and are therefore classified as current. Trade
receivables are initially recognized at the amount of the unconditional consideration due, unless they contain
significant financing components.
The Company holds trade receivables for the purpose of collecting contractual cash flows and therefore
measures them at amortized cost using the effective interest method. No discounting is applied when the effect
is immaterial.
Future cash flows determined for a group of financial assets that are collectively measured for impairment are
determined on the basis of historical information regarding financial assets with credit risk characteristics
similar to the characteristics of the group of financial assets.
Assets that are subject to individual impairment are not included in an impairment group.
The Company applies a simplified approach in recognizing impairment of trade and other receivables and
recognizes loss allowance for lifetime expected credit losses. In estimating expected credit losses on trade
receivables, the company uses a provision matrix.
When estimating expected credit losses on trade receivables, the Company uses its experience gained in the
field of credit losses on trade receivables to estimate the expected credit losses for the entire life of the financial
assets. The substantial part of contracts with customers and additional cash contributions are with entities that
are related parties, as a result of which the Management believes the possibility of occurrence of credit losses
is minimal.
Cash and cash equivalents
Cash and cash equivalents in BGN are stated at their nominal value, and cash in foreign currency - at the
closing BNB exchange rate at the end of each reporting period.
Cash for the purposes of preparing the statement of cash flows include the cash on hand and at bank accounts.
Borrowings
Borrowings are recognized initially at fair value, which is formed by the cash proceeds received, less the
inherent transaction costs. After their initial recognition, interest-bearing loans are measured at amortized cost,
where any difference between the initial cost and the maturity value is recognized in profit or loss over the
period of the loan by applying the effective interest method.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 20 of 59
Trade and other receivables
Trade receivables are amounts owed by customers for goods sold and services performed in the ordinary course
of business. They are usually due for short-term settlement and are therefore classified as current. Trade
receivables are initially recognized at the amount of the unconditional consideration due, unless they contain
significant financing components.
The Company holds trade receivables for the purpose of collecting contractual cash flows and therefore
measures them at amortized cost using the effective interest method. No discounting is applied when the effect
is immaterial.
Future cash flows determined for a group of financial assets that are collectively measured for impairment are
determined on the basis of historical information regarding financial assets with credit risk characteristics
similar to the characteristics of the group of financial assets.
Assets that are subject to individual impairment are not included in an impairment group.
The Company applies a simplified approach in recognizing impairment of trade and other receivables and
recognizes loss allowance for lifetime expected credit losses. In estimating expected credit losses on trade
receivables, the company uses a provision matrix.
When estimating expected credit losses on trade receivables, the Company uses its experience gained in the
field of credit losses on trade receivables to estimate the expected credit losses for the entire life of the financial
assets. The substantial part of contracts with customers and additional cash contributions are with entities that
are related parties, as a result of which the Management believes the possibility of occurrence of credit losses
is minimal.
Cash and cash equivalents
Cash and cash equivalents in BGN are stated at their nominal value, and cash in foreign currency - at the
closing BNB exchange rate at the end of each reporting period.
Cash for the purposes of preparing the statement of cash flows include the cash on hand and at bank accounts.
Borrowings
Borrowings are recognized initially at fair value, which is formed by the cash proceeds received, less the
inherent transaction costs. After their initial recognition, interest-bearing loans are measured at amortized cost,
where any difference between the initial cost and the maturity value is recognized in profit or loss over the
period of the loan by applying the effective interest method.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 21 of 59
Finance costs, including direct borrowing costs, are included in profit or loss using the effective interest
method, except for transaction costs on bank overdrafts, which are recognized in profit or loss on a straight-
line basis for the period, for which the overdraft was agreed upon.
Loans are classified as current when they are to be settled within twelve months from the end of the reporting
period.
Payables to suppliers, other current liabilities and advances received
Trade and other payables arise as a result of goods or services received. Current liabilities are not amortized.
Trade payables are recognized initially at fair value and subsequently at amortized cost using the effective
interest method.
3.04. Authorized share capital
The Company's authorized share capital is stated at par value of the Company's issued shares and corresponds
to its current court registration.
The repurchased shares are presented in the statement of financial position at cost (acquisition cost), and the
Company's equity is reduced by their gross purchase value.
3.05. Reserves
The accumulated financial results from prior years, premium reserves related to the issuance of shares, reserves
from investments measured at fair value through other comprehensive income, as well as legal reserves
required under the provisions of the Commerce Act and the Company’s Statute are presented in the separate
financial statements as reserves. The Company's shareholders may dispose of the capital reserves following a
decision of the General Meeting.
3.06. Lease
On the effective date of the contract, the Company assesses whether the contract is or contains a lease. In
particular, whether the contract transfers the right to control the use of the identified asset for a certain period
of time.
The company as a lessee
The Company applies a unified approach to the recognition and assessment of all leases, except for short-term
leases (i.e., leases with a lease term of up to 12 months) and leases of low-value assets. The Company
recognises lease liabilities for the payment of lease instalments and right-of-use assets, representing the right
to use the assets.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 21 of 59
Finance costs, including direct borrowing costs, are included in profit or loss using the effective interest
method, except for transaction costs on bank overdrafts, which are recognized in profit or loss on a straight-
line basis for the period, for which the overdraft was agreed upon.
Loans are classified as current when they are to be settled within twelve months from the end of the reporting
period.
Payables to suppliers, other current liabilities and advances received
Trade and other payables arise as a result of goods or services received. Current liabilities are not amortized.
Trade payables are recognized initially at fair value and subsequently at amortized cost using the effective
interest method.
3.04. Authorized share capital
The Company's authorized share capital is stated at par value of the Company's issued shares and corresponds
to its current court registration.
The repurchased shares are presented in the statement of financial position at cost (acquisition cost), and the
Company's equity is reduced by their gross purchase value.
3.05. Reserves
The accumulated financial results from prior years, premium reserves related to the issuance of shares, reserves
from investments measured at fair value through other comprehensive income, as well as legal reserves
required under the provisions of the Commerce Act and the Company’s Statute are presented in the separate
financial statements as reserves. The Company's shareholders may dispose of the capital reserves following a
decision of the General Meeting.
3.06. Lease
On the effective date of the contract, the Company assesses whether the contract is or contains a lease. In
particular, whether the contract transfers the right to control the use of the identified asset for a certain period
of time.
The company as a lessee
The Company applies a unified approach to the recognition and assessment of all leases, except for short-term
leases (i.e., leases with a lease term of up to 12 months) and leases of low-value assets. The Company
recognises lease liabilities for the payment of lease instalments and right-of-use assets, representing the right
to use the assets.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 22 of 59
Right-of-use assets
The Company recognizes right-of-use assets from the inception date of the lease (i.e. the date on which the
underlying asset is available for use). Right-of-use assets are measured at acquisition cost less accumulated
depreciation and impairment losses and adjusted for any revaluation of lease liabilities.
The acquisition cost of right-of-use assets includes the amount of recognized lease liabilities, the initial direct
costs incurred and the lease payments made on or before the inception date of the lease, an estimate of the
costs to be incurred by the lessee in dismantling and relocating the asset, the restoration of the site on which it
is located or the restoration of the asset to the condition required under the terms of the lease, less any incentives
received under the lease. The right-of-use assets are depreciated on a straight-line basis over the lease term.
If at the end of the lease term the ownership of the leased asset is transferred to the Company, or the acquisition
cost reflects the exercise of a purchase option, depreciation is calculated using the expected useful life of the
asset.
Lease liabilities
From the inception date of the lease, the Company recognises lease liabilities measured at the present value of
the lease payments to be made during the lease term. Lease payments include fixed payments (including in-
substance fixed payments) less any eligible lease incentives, variable lease payments depending on an index
or an interest rate, and amounts that are expected to be paid under guarantees for residual value.
Lease payments also include the exercise price of a purchase option if the Company is reasonably certain to
exercise that option, as well as penalties for terminating the lease, if the lease term reflects the Company's
exercising an option to terminate the lease.
Variable lease payments, not depending on an index or an interest rate, are recognised as expense in the period
in which the event or condition triggering the payment occurs.
In calculating the present value of lease payments, the Company uses an intrinsic interest rate at the inception
date of the lease because the interest rate implicit in the lease cannot be determined reliably. After the inception
date, the amount of lease liabilities is increased by the interest and reduced by the lease payments made. In
addition, the carrying amount of lease liabilities is revalued, if there is a modification, a change in the lease
term, a change in lease payments (for example, changes in future payments resulting from a change in the
index or interest rate used to determine those lease payments) or a change in the measurement of the option to
purchase the underlying asset.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 22 of 59
Right-of-use assets
The Company recognizes right-of-use assets from the inception date of the lease (i.e. the date on which the
underlying asset is available for use). Right-of-use assets are measured at acquisition cost less accumulated
depreciation and impairment losses and adjusted for any revaluation of lease liabilities.
The acquisition cost of right-of-use assets includes the amount of recognized lease liabilities, the initial direct
costs incurred and the lease payments made on or before the inception date of the lease, an estimate of the
costs to be incurred by the lessee in dismantling and relocating the asset, the restoration of the site on which it
is located or the restoration of the asset to the condition required under the terms of the lease, less any incentives
received under the lease. The right-of-use assets are depreciated on a straight-line basis over the lease term.
If at the end of the lease term the ownership of the leased asset is transferred to the Company, or the acquisition
cost reflects the exercise of a purchase option, depreciation is calculated using the expected useful life of the
asset.
Lease liabilities
From the inception date of the lease, the Company recognises lease liabilities measured at the present value of
the lease payments to be made during the lease term. Lease payments include fixed payments (including in-
substance fixed payments) less any eligible lease incentives, variable lease payments depending on an index
or an interest rate, and amounts that are expected to be paid under guarantees for residual value.
Lease payments also include the exercise price of a purchase option if the Company is reasonably certain to
exercise that option, as well as penalties for terminating the lease, if the lease term reflects the Company's
exercising an option to terminate the lease.
Variable lease payments, not depending on an index or an interest rate, are recognised as expense in the period
in which the event or condition triggering the payment occurs.
In calculating the present value of lease payments, the Company uses an intrinsic interest rate at the inception
date of the lease because the interest rate implicit in the lease cannot be determined reliably. After the inception
date, the amount of lease liabilities is increased by the interest and reduced by the lease payments made. In
addition, the carrying amount of lease liabilities is revalued, if there is a modification, a change in the lease
term, a change in lease payments (for example, changes in future payments resulting from a change in the
index or interest rate used to determine those lease payments) or a change in the measurement of the option to
purchase the underlying asset.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 23 of 59
Short-term leases and low-value assets leases
The Company applies recognition exemption for short-term leases to its short-term building leases (for
example, leases with lease term of 12 months or less from the inception date and not containing a purchase
option). The Company also applies the recognition exemption of low-value assets leases to leases of office
equipment which is considered low-value. Lease payments on short-term leases and low-value assets leases
are carried as an expense on the straight-line basis over the lease term.
3.07. Payables to employees
Defined benefit plans
The Government of the Republic of Bulgaria is responsible for providing pensions under defined benefit plans.
The liabilities under the Company’s commitment to transfer accrued amounts to defined benefit plans are
recognised in the separate statement of comprehensive income when they are incurred.
Paid annual leave
The Company recognises as a liability the undiscounted amount of the estimated costs of paid annual leave, in
accordance with the Labor Code and its internal rules, expected to be paid to employees in exchange for their
labor for the past reporting period.
Retirement benefit plans
In accordance with the requirements of the Labor Code, upon termination of the employment contract of an
employee who has acquired the right to a pension, the Company pays the employee a compensation in the
amount of two gross salaries, if the accumulated service at the Company is less than ten years, or six gross
salaries, in case of accumulated service time at the Company of over ten consecutive years.
Based on their characteristics, these schemes are retirement benefit plans.
The measurement of long-term employee benefits is carried out using the projected unit credit method and the
estimate at the date of the individual statement of financial position is made by licensed actuaries. The amount
recognised in the separate statement of financial position is the present value of the liabilities. The revaluations
of the retirement benefit plan liability (actuarial gain or loss), arising from experience and changes in actuarial
financial and demographic assumptions, are recognised in equity through other comprehensive income as a
reserve for retirement liabilities. The amounts released from this reserve are transferred through other
comprehensive income into retained earnings.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 23 of 59
Short-term leases and low-value assets leases
The Company applies recognition exemption for short-term leases to its short-term building leases (for
example, leases with lease term of 12 months or less from the inception date and not containing a purchase
option). The Company also applies the recognition exemption of low-value assets leases to leases of office
equipment which is considered low-value. Lease payments on short-term leases and low-value assets leases
are carried as an expense on the straight-line basis over the lease term.
3.07. Payables to employees
Defined benefit plans
The Government of the Republic of Bulgaria is responsible for providing pensions under defined benefit plans.
The liabilities under the Company’s commitment to transfer accrued amounts to defined benefit plans are
recognised in the separate statement of comprehensive income when they are incurred.
Paid annual leave
The Company recognises as a liability the undiscounted amount of the estimated costs of paid annual leave, in
accordance with the Labor Code and its internal rules, expected to be paid to employees in exchange for their
labor for the past reporting period.
Retirement benefit plans
In accordance with the requirements of the Labor Code, upon termination of the employment contract of an
employee who has acquired the right to a pension, the Company pays the employee a compensation in the
amount of two gross salaries, if the accumulated service at the Company is less than ten years, or six gross
salaries, in case of accumulated service time at the Company of over ten consecutive years.
Based on their characteristics, these schemes are retirement benefit plans.
The measurement of long-term employee benefits is carried out using the projected unit credit method and the
estimate at the date of the individual statement of financial position is made by licensed actuaries. The amount
recognised in the separate statement of financial position is the present value of the liabilities. The revaluations
of the retirement benefit plan liability (actuarial gain or loss), arising from experience and changes in actuarial
financial and demographic assumptions, are recognised in equity through other comprehensive income as a
reserve for retirement liabilities. The amounts released from this reserve are transferred through other
comprehensive income into retained earnings.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 24 of 59
3.08. Recognition of income and expenses
Revenue
Dividend revenue
Dividend revenue is recognised in the period when the right to receive it is established in the separate statement
for the comprehensive income.
Finance income and expenses
Finance income and expenses are recognised in profit or loss for all instruments measured at amortised cost
using the effective interest method.
The effective interest rate method is a method for calculating the amortised cost of a financial asset or liability
and allocating interest income or expense over the relevant period. An effective interest rate is one at which
the estimated future cash payments or receipts during the life of the financial instrument or, in certain cases,
for a shorter period, are accurately discounted to the net carrying amount of the financial asset or liability. In
calculating the effective interest rate, the Company measures cash flows taking into account all the contractual
terms of the financial instrument, but excluding potential future credit impairment losses. The calculation
includes fees, transaction costs, premiums or discounts paid or received between the parties to the contract,
which are an integral part of the effective interest rate.
Expenses
Expenses at the Company are recognised when incurred. Expenses are recognised when there is a decrease in
future economic benefits associated with a decrease in an asset or an increase in a liability that can be measured
reliably. Recognition of expenses for the current period is made when the corresponding income is accrued.
An expense is recognised immediately in the separate statement of comprehensive income, when the expense
does not generate a future economic benefit or when, and to the extent that, future economic benefit does not
qualify or no longer qualifies for recognition of an asset in the separate statement of financial position.
Expenses are accounted for on the accrual basis and comparability with reported income. They are measured
at the fair value of the liability paid or to be paid.
3.09. Income tax expense
Income tax expense is the sum of the current income tax and the tax effect on temporary tax differences. The
current income tax is determined on the basis of the taxable profit for the year, applying the tax rate according
to the tax legislation as at the date of the separate financial statements. Deferred tax assets and/or liabilities are
the amounts of recoverable and deferred income taxes due in respect of deductible and taxable temporary tax
differences. Temporary tax differences are identified by comparing the carrying amount of an asset or liability
in the separate statement of financial position and its tax base obtained by applying the tax rules.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 24 of 59
3.08. Recognition of income and expenses
Revenue
Dividend revenue
Dividend revenue is recognised in the period when the right to receive it is established in the separate statement
for the comprehensive income.
Finance income and expenses
Finance income and expenses are recognised in profit or loss for all instruments measured at amortised cost
using the effective interest method.
The effective interest rate method is a method for calculating the amortised cost of a financial asset or liability
and allocating interest income or expense over the relevant period. An effective interest rate is one at which
the estimated future cash payments or receipts during the life of the financial instrument or, in certain cases,
for a shorter period, are accurately discounted to the net carrying amount of the financial asset or liability. In
calculating the effective interest rate, the Company measures cash flows taking into account all the contractual
terms of the financial instrument, but excluding potential future credit impairment losses. The calculation
includes fees, transaction costs, premiums or discounts paid or received between the parties to the contract,
which are an integral part of the effective interest rate.
Expenses
Expenses at the Company are recognised when incurred. Expenses are recognised when there is a decrease in
future economic benefits associated with a decrease in an asset or an increase in a liability that can be measured
reliably. Recognition of expenses for the current period is made when the corresponding income is accrued.
An expense is recognised immediately in the separate statement of comprehensive income, when the expense
does not generate a future economic benefit or when, and to the extent that, future economic benefit does not
qualify or no longer qualifies for recognition of an asset in the separate statement of financial position.
Expenses are accounted for on the accrual basis and comparability with reported income. They are measured
at the fair value of the liability paid or to be paid.
3.09. Income tax expense
Income tax expense is the sum of the current income tax and the tax effect on temporary tax differences. The
current income tax is determined on the basis of the taxable profit for the year, applying the tax rate according
to the tax legislation as at the date of the separate financial statements. Deferred tax assets and/or liabilities are
the amounts of recoverable and deferred income taxes due in respect of deductible and taxable temporary tax
differences. Temporary tax differences are identified by comparing the carrying amount of an asset or liability
in the separate statement of financial position and its tax base obtained by applying the tax rules.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 25 of 59
Deferred income tax is calculated applying the balance sheet liabilities method. Deferred tax liabilities are
calculated and recognised for all taxable temporary differences, while deferred tax assets are recognised only
if their reversal is probable and provided the Company will be able to generate sufficient profit in the future
from which they can be deducted.
The effect of recognising deferred tax assets and/or liabilities is reflected where the effect of the event giving
rise to them is presented.
For events that affect profit or loss and other comprehensive income, the effect of deferred tax assets and
liabilities is recognised in the separate statement of comprehensive income.
For events initially recognised in equity (revaluation reserve), deferred tax assets and liabilities are recognised
at the expense of equity.
In the separate statement of financial position, deferred tax assets and/or liabilities are recognized through
offsetting because they are subject to a uniform taxation regime.
According to the Bulgarian tax legislation, the Company owes corporate tax at the amount of 10% of the
taxable profit for the accounting year. The tax rate for 2023 remains 10%.
3.10. Significant judgements in applying the Company’s accounting policy. Key estimates and
assumptions with high uncertainty.
When applying the accounting policy, the Company's management makes certain estimates that have a
significant effect on these separate financial statements. These estimates may differ from actual results.
Given their nature, these estimates are subject to ongoing review and updating and summarize historical
experience and other factors, including expectations of future events that management believes are reasonable
under current circumstances.
Estimates and assumptions that carry a significant risk of resulting in a material adjustment to the carrying
amounts of assets and liabilities in the next financial year are set out below.
3.10.1 Impairment of investments in subsidiaries and associates
Management analyses and assesses if any indications for impairment of its investments in subsidiaries exist.
The main indicators of impairment are as follows: a significant reduction in the volume or discontinuation of
the activity of the invested company; accounting for losses over a longer period of time, as well as reporting
negative net assets or assets below registered share capital.
Management performs tests and makes judgments for impairment of investments based on its plans and
intentions regarding the future economic benefits expected to be received by the subsidiaries, incl. commercial
and production experience, securing positions in foreign markets, expected future sales, etc.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 25 of 59
Deferred income tax is calculated applying the balance sheet liabilities method. Deferred tax liabilities are
calculated and recognised for all taxable temporary differences, while deferred tax assets are recognised only
if their reversal is probable and provided the Company will be able to generate sufficient profit in the future
from which they can be deducted.
The effect of recognising deferred tax assets and/or liabilities is reflected where the effect of the event giving
rise to them is presented.
For events that affect profit or loss and other comprehensive income, the effect of deferred tax assets and
liabilities is recognised in the separate statement of comprehensive income.
For events initially recognised in equity (revaluation reserve), deferred tax assets and liabilities are recognised
at the expense of equity.
In the separate statement of financial position, deferred tax assets and/or liabilities are recognized through
offsetting because they are subject to a uniform taxation regime.
According to the Bulgarian tax legislation, the Company owes corporate tax at the amount of 10% of the
taxable profit for the accounting year. The tax rate for 2023 remains 10%.
3.10. Significant judgements in applying the Company’s accounting policy. Key estimates and
assumptions with high uncertainty.
When applying the accounting policy, the Company's management makes certain estimates that have a
significant effect on these separate financial statements. These estimates may differ from actual results.
Given their nature, these estimates are subject to ongoing review and updating and summarize historical
experience and other factors, including expectations of future events that management believes are reasonable
under current circumstances.
Estimates and assumptions that carry a significant risk of resulting in a material adjustment to the carrying
amounts of assets and liabilities in the next financial year are set out below.
3.10.1 Impairment of investments in subsidiaries and associates
Management analyses and assesses if any indications for impairment of its investments in subsidiaries exist.
The main indicators of impairment are as follows: a significant reduction in the volume or discontinuation of
the activity of the invested company; accounting for losses over a longer period of time, as well as reporting
negative net assets or assets below registered share capital.
Management performs tests and makes judgments for impairment of investments based on its plans and
intentions regarding the future economic benefits expected to be received by the subsidiaries, incl. commercial
and production experience, securing positions in foreign markets, expected future sales, etc.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 26 of 59
For this purpose, a number of forecasts are performed, taking into account various assumptions about risks,
uncertainty and probabilities for future realization of cash flows and income from these investments. Each
option is carefully analysed by the management and the results are weighted when calculating the recoverable
amount of the respective investment.
3.10.2 Employee retirement benefits
The employee retirement benefit obligation is determined by actuarial valuation. The valuation requires
assumptions to be made about the discount rate, future wage growth, staff turnover and mortality rates. Due to
the long-term nature of employee retirement benefits, these assumptions are subject to significant uncertainty.
The Company has prepared an actuarial valuation of the retirement obligations and has reflected them in the
separate financial statements as of 2022 (Note 4.14).
3.10.3 Useful life of property, plant and equipment and intangible assets
Accounting for property, plant and equipment and intangible assets involves the use of estimates of their
expected useful lives and carrying amounts, which are based on judgments by the Company's management.
3.10.4 Impairment of receivables
Management estimates the amount and timing of expected future cash flows related to receivables based on
experience versus current circumstances. Due to the inherent uncertainty of this estimate, actual results may
differ from those anticipated. The Company's management reviews prior year estimates and compares them
with actual results from previous years.
The Company applies a simplified approach in accounting for trade and other receivables and recognizes an
impairment loss as expected credit losses over their lifetime. They represent the expected shortfall in
contractual cash flows, given the possibility of default at any point in the lifetime of the financial instrument.
The Company uses its accumulated experience, external indicators and long-term information to calculate
expected credit losses. Impairments recognized for the reporting period are disclosed in Note 5.03.
3.10.5 Lease
Determining the term of the lease for contracts with renewal and termination options - Company as lessee
The Company defines the term of the lease as the irrevocable term of the lease, together with any periods
covered by an option to extend it if it is reasonably certain that the option will be exercised, or any periods
covered by an option to the termination of the lease if it is reasonably certain that the option will not be
exercised (Note 4.15).
3.11. Determination of fair values
Some of the Company's accounting policies and disclosures require a fair value measurement of financial and
non-financial assets and liabilities.
When measuring the fair value of an asset or liability, the Company uses observable data as far as possible.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 26 of 59
For this purpose, a number of forecasts are performed, taking into account various assumptions about risks,
uncertainty and probabilities for future realization of cash flows and income from these investments. Each
option is carefully analysed by the management and the results are weighted when calculating the recoverable
amount of the respective investment.
3.10.2 Employee retirement benefits
The employee retirement benefit obligation is determined by actuarial valuation. The valuation requires
assumptions to be made about the discount rate, future wage growth, staff turnover and mortality rates. Due to
the long-term nature of employee retirement benefits, these assumptions are subject to significant uncertainty.
The Company has prepared an actuarial valuation of the retirement obligations and has reflected them in the
separate financial statements as of 2022 (Note 4.14).
3.10.3 Useful life of property, plant and equipment and intangible assets
Accounting for property, plant and equipment and intangible assets involves the use of estimates of their
expected useful lives and carrying amounts, which are based on judgments by the Company's management.
3.10.4 Impairment of receivables
Management estimates the amount and timing of expected future cash flows related to receivables based on
experience versus current circumstances. Due to the inherent uncertainty of this estimate, actual results may
differ from those anticipated. The Company's management reviews prior year estimates and compares them
with actual results from previous years.
The Company applies a simplified approach in accounting for trade and other receivables and recognizes an
impairment loss as expected credit losses over their lifetime. They represent the expected shortfall in
contractual cash flows, given the possibility of default at any point in the lifetime of the financial instrument.
The Company uses its accumulated experience, external indicators and long-term information to calculate
expected credit losses. Impairments recognized for the reporting period are disclosed in Note 5.03.
3.10.5 Lease
Determining the term of the lease for contracts with renewal and termination options - Company as lessee
The Company defines the term of the lease as the irrevocable term of the lease, together with any periods
covered by an option to extend it if it is reasonably certain that the option will be exercised, or any periods
covered by an option to the termination of the lease if it is reasonably certain that the option will not be
exercised (Note 4.15).
3.11. Determination of fair values
Some of the Company's accounting policies and disclosures require a fair value measurement of financial and
non-financial assets and liabilities.
When measuring the fair value of an asset or liability, the Company uses observable data as far as possible.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 27 of 59
Fair values are categorized at different levels in the fair value hierarchy based on the inputs to the valuation
techniques as follows:
• Level 1: quoted prices (unadjusted) in active markets for similar assets or liabilities.
• Level 2: inputs other than quoted prices included in Level 1 that, directly (i.e., as prices) or indirectly
(i.e., derived from prices), are available for observation for the asset or liability.
• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable
input data).
If the inputs used to measure the fair value of an asset or liability can be categorized at different levels of the
fair value hierarchy, then the fair value measurement is categorized in its entirety at that level of the fair value
hierarchy whose input information is relevant to the overall assessment.
The Company recognizes transfers between levels of the fair value hierarchy at the end of the reporting period
in which the change occurs. In 2022 and 2021 there have been no transfers between the levels of the fair value
hierarchy.
More information on the assumptions made in measuring fair values is included in the relevant notes.
3.12. Earnings per share
Basic earnings incomes per share are calculated by dividing the net profit or loss for the period to be distributed
among the shareholders holding ordinary shares by the weighted average number of ordinary shares held for
the period.
The weighted average number of shares represents the number of ordinary shares held at the beginning of the
period, adjusted by the number of repurchased ordinary shares and the number of newly issued shares during
the period multiplied by the average time factor. This factor expresses the number of days during which the
specific shares were held, compared to the total number of days during the period.
Earnings of diluted shares are not calculated because there are no diluted shares issued.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 27 of 59
Fair values are categorized at different levels in the fair value hierarchy based on the inputs to the valuation
techniques as follows:
• Level 1: quoted prices (unadjusted) in active markets for similar assets or liabilities.
• Level 2: inputs other than quoted prices included in Level 1 that, directly (i.e., as prices) or indirectly
(i.e., derived from prices), are available for observation for the asset or liability.
• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable
input data).
If the inputs used to measure the fair value of an asset or liability can be categorized at different levels of the
fair value hierarchy, then the fair value measurement is categorized in its entirety at that level of the fair value
hierarchy whose input information is relevant to the overall assessment.
The Company recognizes transfers between levels of the fair value hierarchy at the end of the reporting period
in which the change occurs. In 2022 and 2021 there have been no transfers between the levels of the fair value
hierarchy.
More information on the assumptions made in measuring fair values is included in the relevant notes.
3.12. Earnings per share
Basic earnings incomes per share are calculated by dividing the net profit or loss for the period to be distributed
among the shareholders holding ordinary shares by the weighted average number of ordinary shares held for
the period.
The weighted average number of shares represents the number of ordinary shares held at the beginning of the
period, adjusted by the number of repurchased ordinary shares and the number of newly issued shares during
the period multiplied by the average time factor. This factor expresses the number of days during which the
specific shares were held, compared to the total number of days during the period.
Earnings of diluted shares are not calculated because there are no diluted shares issued.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 28 of 59
4. Notes to the Statement of financial position
4.01.Right-of-use assets
Vehicles
1.1.2021
Cost -
Depreciation -
Book value -
Additions for the period -
Depreciation for the period -
Book value at end -
31.12.2021
Cost -
Depreciation -
Book value -
01.01.2022
Cost -
Depreciation -
Book value -
Additions for the period 34
Depreciation for the period (17)
Book value at end 17
31.12.2022
Cost 34
Depreciation (17)
Book value 17
At the end of the reporting period, the Company is a party to lease agreements for vehicles for which it has
recognised in the separate statement of financial position right-of-use assets with a gross book value of
BGN 34 thousand. The present value of the recognised as of December 31, 2022, lease liability under these
agreements amounts to BGN 17 thousand, including only a current portion of BGN 17 thousand.
Leases for vehicles have an average term of 2 years. The discount rate used by the Company for the described
leases is on average – 1.35%.
In 2022, the interest expense related to the lease liability amounts to BGN 359.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 28 of 59
4. Notes to the Statement of financial position
4.01.Right-of-use assets
Vehicles
1.1.2021
Cost -
Depreciation -
Book value -
Additions for the period -
Depreciation for the period -
Book value at end -
31.12.2021
Cost -
Depreciation -
Book value -
01.01.2022
Cost -
Depreciation -
Book value -
Additions for the period 34
Depreciation for the period (17)
Book value at end 17
31.12.2022
Cost 34
Depreciation (17)
Book value 17
At the end of the reporting period, the Company is a party to lease agreements for vehicles for which it has
recognised in the separate statement of financial position right-of-use assets with a gross book value of
BGN 34 thousand. The present value of the recognised as of December 31, 2022, lease liability under these
agreements amounts to BGN 17 thousand, including only a current portion of BGN 17 thousand.
Leases for vehicles have an average term of 2 years. The discount rate used by the Company for the described
leases is on average – 1.35%.
In 2022, the interest expense related to the lease liability amounts to BGN 359.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 29 of 59
4.02. Investments in subsidiaries
Company
Share in
capital
%
December 31,
2022
Share in
capital
%
December 31,
2021
Allterco Trading EOOD 100 1 100 1
Allterco Robotics EOOD 100 7 000 100 1 500
Allterco Properties EOOD 100 5 405 100 5 405
Allterco Robotics Inc., USA 100 973 100 52
Allterco Europe GMBH, Germany 100 978 100 978
Total 14 357 7 936
In 2022, Allterco AD increased its participation in its subsidiary Allterco Robotics EOOD through an increase
in the company's capital to BGN 7 000 thousand. The investment was made entirely with own funds. Also, at
the end of the fourth quarter of 2022, the Company increased its capital in the foreign subsidiary
Allterco Robotics Inc., USA to BGN 973 thousand.
4.03. Investments in associates
During 2021 Allterco AD has participated in the establishment of an associated company in China named
Allterco Asia Ltd., Guangdong province with a seat and management address at Shenzhen. The registered
capital of the company is CNY 100 000 and the participation of Allterco AD is 30% (BGN 8 thousand), with
an option to acquire additionally up to 50% and reach a controlling package of up to 80%, at the discretion of
Allterco AD. As of December 31, 2022 and as of the date of issuance of the separate financial statements
management considers this project to be high-risk and therefore has no plans to exercise the option at this time.
4.04. Other long-term capital investments
December 31,
2022
December 31,
2021
Ordinary registered shares - Link Mobility Group Holding
ASA, in the beginning of the period 2 624 6 566
Decrease
Financial instruments sold (355) (369)
Effect from subsequent revaluation of financial assets (1 439) (3 573)
Ordinary registered shares - Link Mobility Group Holding
ASA, at the end of the period 830 2 624
4.05. Long-term trade receivables
In September 2021 the Company sold its investments in ALLTERCO PTE, Singapore,
ALLTERCO SDN Malaysia and ALLTERCO CO. LTD Thailand. As part of the clauses of the sales contract,
the payment of part of the value of the transaction is deferred. BGN 1 027 thousand are due after the end of
2023, which is why in these separate financial statements they are presented as a long-term receivable.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 29 of 59
4.02. Investments in subsidiaries
Company
Share in
capital
%
December 31,
2022
Share in
capital
%
December 31,
2021
Allterco Trading EOOD 100 1 100 1
Allterco Robotics EOOD 100 7 000 100 1 500
Allterco Properties EOOD 100 5 405 100 5 405
Allterco Robotics Inc., USA 100 973 100 52
Allterco Europe GMBH, Germany 100 978 100 978
Total 14 357 7 936
In 2022, Allterco AD increased its participation in its subsidiary Allterco Robotics EOOD through an increase
in the company's capital to BGN 7 000 thousand. The investment was made entirely with own funds. Also, at
the end of the fourth quarter of 2022, the Company increased its capital in the foreign subsidiary
Allterco Robotics Inc., USA to BGN 973 thousand.
4.03. Investments in associates
During 2021 Allterco AD has participated in the establishment of an associated company in China named
Allterco Asia Ltd., Guangdong province with a seat and management address at Shenzhen. The registered
capital of the company is CNY 100 000 and the participation of Allterco AD is 30% (BGN 8 thousand), with
an option to acquire additionally up to 50% and reach a controlling package of up to 80%, at the discretion of
Allterco AD. As of December 31, 2022 and as of the date of issuance of the separate financial statements
management considers this project to be high-risk and therefore has no plans to exercise the option at this time.
4.04. Other long-term capital investments
December 31,
2022
December 31,
2021
Ordinary registered shares - Link Mobility Group Holding
ASA, in the beginning of the period 2 624 6 566
Decrease
Financial instruments sold (355) (369)
Effect from subsequent revaluation of financial assets (1 439) (3 573)
Ordinary registered shares - Link Mobility Group Holding
ASA, at the end of the period 830 2 624
4.05. Long-term trade receivables
In September 2021 the Company sold its investments in ALLTERCO PTE, Singapore,
ALLTERCO SDN Malaysia and ALLTERCO CO. LTD Thailand. As part of the clauses of the sales contract,
the payment of part of the value of the transaction is deferred. BGN 1 027 thousand are due after the end of
2023, which is why in these separate financial statements they are presented as a long-term receivable.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 30 of 59
4.06. Deferred tax assets
December 31,
2022
December 31,
2021
Deferred tax on revaluation reserve 56 -
Tax effect from impairment of receivables - 16
Tax effect of current employee benefits 4 2
Tax effect of revised costs 4 -
Tax effect of long-term employee benefits 6 -
Total: 70 18
4.07. Dividend and other receivables from related companies
December 31,
2022
December 31,
2021
Allterco Properties EOOD 5 5
Allterco Trading, including: 4 001 1 764
- Additional cash contributions granted - 1 764
- Dividends 4 001 -
Allterco Robotics US, including: 1 843 -
- Interest on additional cash contributions 9 -
- Additional cash contributions granted 1 834 -
Total: 5 849 1 769
In the second quarter of 2022, the Board of Directors of Allterco AD took a decision to provide additional
financing to the American subsidiary Allterco Robotics U.S. amounting to USD 1.5 million, of which USD
0.5 million in the form of a capital increase and USD 1 million in the form of an additional cash contribution.
At the end of June 2022, Allterco AD has made an additional cash contribution of USD 1 million (BGN 1 834
thousand) to its subsidiary, which was provided for a period of one year at an annual interest rate of 1.0%. In
December 2022, the capital of Allterco Robotics U.S. was increased by USD 0.5 million (BGN 921 thousand).
All receivables from related companies have been assessed and no impairment had been recognized.
The receivables from related parties are in the following currencies:
December 31,
2022
December 31,
2021
By types of currency
In BGN 4 006 5
In EUR - 1 764
In USD 1 843 -
Total: 5 849 1 769
4.08. Trade receivables
December 31,
2022
December 31,
2021
Receivables from clients 1 046 3 477
Impairment of receivables - (152)
Total 1 046 3 325
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 30 of 59
4.06. Deferred tax assets
December 31,
2022
December 31,
2021
Deferred tax on revaluation reserve 56 -
Tax effect from impairment of receivables - 16
Tax effect of current employee benefits 4 2
Tax effect of revised costs 4 -
Tax effect of long-term employee benefits 6 -
Total: 70 18
4.07. Dividend and other receivables from related companies
December 31,
2022
December 31,
2021
Allterco Properties EOOD 5 5
Allterco Trading, including: 4 001 1 764
- Additional cash contributions granted - 1 764
- Dividends 4 001 -
Allterco Robotics US, including: 1 843 -
- Interest on additional cash contributions 9 -
- Additional cash contributions granted 1 834 -
Total: 5 849 1 769
In the second quarter of 2022, the Board of Directors of Allterco AD took a decision to provide additional
financing to the American subsidiary Allterco Robotics U.S. amounting to USD 1.5 million, of which USD
0.5 million in the form of a capital increase and USD 1 million in the form of an additional cash contribution.
At the end of June 2022, Allterco AD has made an additional cash contribution of USD 1 million (BGN 1 834
thousand) to its subsidiary, which was provided for a period of one year at an annual interest rate of 1.0%. In
December 2022, the capital of Allterco Robotics U.S. was increased by USD 0.5 million (BGN 921 thousand).
All receivables from related companies have been assessed and no impairment had been recognized.
The receivables from related parties are in the following currencies:
December 31,
2022
December 31,
2021
By types of currency
In BGN 4 006 5
In EUR - 1 764
In USD 1 843 -
Total: 5 849 1 769
4.08. Trade receivables
December 31,
2022
December 31,
2021
Receivables from clients 1 046 3 477
Impairment of receivables - (152)
Total 1 046 3 325
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 31 of 59
Trade receivables as of December 31, 2022, include a receivable amounting to BGN 1 036 thousand,
representing a partial instalment on the deal for the sale of Allterco's Asian telecom business, which matures
at the end of March 2023, as well as BGN 10 thousand from suppliers on advances.
In June 2022, an agreement was reached with Link Mobility Group, Norway, to pay the overdue last
contribution in connection with the sale of the European telecommunications business of Allterco AD, for
which arbitration proceedings were initiated before the International Arbitration in Vienna. As a result of the
agreement, Link Mobility Group paid BGN 2,151 thousand of the amount due and the remaining part of BGN
903 thousand was written-off (see note 5.03).
December 31,
2022
December 31,
2021
By types of currency
in NOK 9 423
in EUR 1 037 2 902
Total: 1 046 3 325
The movement of the impairment of trade receivables during the year is as follows:
December 31,
2022
December 31,
2021
Impairment at the beginning of the period 152 -
Reversed and written-off impairment (152) -
Impairment charged for the period - 152
Impairment at the end of the period - 152
The indicated movement of the impairment above is entirely related to the receivable from Link Mobility
Group before the conclusion of the agreement in June 2022.
An ageing analysis of the gross amount of the trade receivables is presented in the table below:
December 31,
2022
December 31,
2021
Current 1 046 423
Overdue up to 30 days - -
Overdue up to 60 days - -
Overdue up to 90 days - -
Overdue over 90 days - 3 054
1 046 3 477
4.09. Other receivables
December 31,
2022
December 31,
2021
VAT receivable 21 35
Other - 3
Total: 21 38
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 31 of 59
Trade receivables as of December 31, 2022, include a receivable amounting to BGN 1 036 thousand,
representing a partial instalment on the deal for the sale of Allterco's Asian telecom business, which matures
at the end of March 2023, as well as BGN 10 thousand from suppliers on advances.
In June 2022, an agreement was reached with Link Mobility Group, Norway, to pay the overdue last
contribution in connection with the sale of the European telecommunications business of Allterco AD, for
which arbitration proceedings were initiated before the International Arbitration in Vienna. As a result of the
agreement, Link Mobility Group paid BGN 2,151 thousand of the amount due and the remaining part of BGN
903 thousand was written-off (see note 5.03).
December 31,
2022
December 31,
2021
By types of currency
in NOK 9 423
in EUR 1 037 2 902
Total: 1 046 3 325
The movement of the impairment of trade receivables during the year is as follows:
December 31,
2022
December 31,
2021
Impairment at the beginning of the period 152 -
Reversed and written-off impairment (152) -
Impairment charged for the period - 152
Impairment at the end of the period - 152
The indicated movement of the impairment above is entirely related to the receivable from Link Mobility
Group before the conclusion of the agreement in June 2022.
An ageing analysis of the gross amount of the trade receivables is presented in the table below:
December 31,
2022
December 31,
2021
Current 1 046 423
Overdue up to 30 days - -
Overdue up to 60 days - -
Overdue up to 90 days - -
Overdue over 90 days - 3 054
1 046 3 477
4.09. Other receivables
December 31,
2022
December 31,
2021
VAT receivable 21 35
Other - 3
Total: 21 38
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 32 of 59
4.10. Short-term financial assets
At the end of 2022, the Company reported current financial assets amounting to BGN 175 thousand
(31.12.2021: nil), which include costs of legal and advisory services related to the acquisition of the Slovenian
company GOAP. Upon successful completion of the transaction, these costs will be added to the value of the
investment.
4.11. Cash and cash equivalents
December 31,
2022
December 31,
2021
CASH, including 7 6
Cash in BGN 7 1
Cash in foreign currency - 5
CASH IN CURRENT BANK ACCOUNTS, including 3 572 16 428
Current bank account in BGN 2 038 11 228
Current bank account in foreign currency 1 524 5 200
Cash equivalents 10 -
Other cash 3 911 -
Total: 7 490 16 434
Other cash are funds intended for the acquisition of the Slovenian company GOAP, which are transferred to a
notary's account in Slovenia (escrow account).
By currency December 31,
2022
December 31,
2021
In BGN 2 053 11 229
In USD 493 3 055
In EUR 4 341 2 150
Other 603 -
Total: 7 490 16 434
The Company's cash is in bank accounts with trade banks with a stable long-term rating. The Management has
assessed the expected credit losses on Cash and cash equivalents.
The estimated credit losses are insignificant compared to the gross value of the cash deposited with financial
institutions, therefore they are considered insignificant and are not recognized in the separate financial
statements of the Company as of December 31, 2022. 45% of cash in bank accounts is held in KBC Bank.
4.12. Prepaid expenses
The prepaid expenses disclosed in the separate statement of financial position as of December 31, 2022 are
related to a subscription to information channels used for the disclosure of information though Frankfurt Stock
Exchange in the amount of BGN 26 thousand, as well as BGN 20 thousand for insurance. The prepaid expenses
disclosed in the separate statement of financial position as of December 31, 2021 are entirely related to a
subscription to information channels used for the disclosure of information though Frankfurt Stock Exchange.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 32 of 59
4.10. Short-term financial assets
At the end of 2022, the Company reported current financial assets amounting to BGN 175 thousand
(31.12.2021: nil), which include costs of legal and advisory services related to the acquisition of the Slovenian
company GOAP. Upon successful completion of the transaction, these costs will be added to the value of the
investment.
4.11. Cash and cash equivalents
December 31,
2022
December 31,
2021
CASH, including 7 6
Cash in BGN 7 1
Cash in foreign currency - 5
CASH IN CURRENT BANK ACCOUNTS, including 3 572 16 428
Current bank account in BGN 2 038 11 228
Current bank account in foreign currency 1 524 5 200
Cash equivalents 10 -
Other cash 3 911 -
Total: 7 490 16 434
Other cash are funds intended for the acquisition of the Slovenian company GOAP, which are transferred to a
notary's account in Slovenia (escrow account).
By currency December 31,
2022
December 31,
2021
In BGN 2 053 11 229
In USD 493 3 055
In EUR 4 341 2 150
Other 603 -
Total: 7 490 16 434
The Company's cash is in bank accounts with trade banks with a stable long-term rating. The Management has
assessed the expected credit losses on Cash and cash equivalents.
The estimated credit losses are insignificant compared to the gross value of the cash deposited with financial
institutions, therefore they are considered insignificant and are not recognized in the separate financial
statements of the Company as of December 31, 2022. 45% of cash in bank accounts is held in KBC Bank.
4.12. Prepaid expenses
The prepaid expenses disclosed in the separate statement of financial position as of December 31, 2022 are
related to a subscription to information channels used for the disclosure of information though Frankfurt Stock
Exchange in the amount of BGN 26 thousand, as well as BGN 20 thousand for insurance. The prepaid expenses
disclosed in the separate statement of financial position as of December 31, 2021 are entirely related to a
subscription to information channels used for the disclosure of information though Frankfurt Stock Exchange.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 33 of 59
4.13. Bank loans
December 31,
2022
December 31,
2021
KBC, including:
− up to one year 293 285
− over one year 1 322 1 615
Total bank loans – non-current portion: 1 322 1 615
Total bank loans – current portion: 293 285
The depreciable part of the bank loan is obtained under the following conditions:
Bank KBC Bank AD
Date of the contract: August 25, 2017
Contracted credit amount: 1 620 000
Original currency EUR
Purpose
Financing of up to 90% (VAT exclusive) of the final price of all
company shares, representing 100% of the capital of the Joint Debtor
Allterco Properties EOOD, defined in an Agreement concluded
between the Borrower and JFC Developments OOD for transfer of the
company shares in the Final Agreement.
Repayment deadline February 10, 2028
Collateral:
Mortgage of real estate, owned by Allterco Properties EOOD, joint
debtor - Allterco Properties EOOD, pledge of receivables from bank
accounts of the company. Pledge under the Financial Collateral
Contracts Act (FCCA).
4.14. Retirement benefits obligation
As of December 31, 2022, the Company has obligations for a defined benefit plan upon retirement of BGN 61
thousand. The amount of the obligation is determined on the basis of an actuarial assessment based on
assumptions about mortality, disability, probability of leaving, salary growth, etc.
The movements of the present value of the defined benefits plan upon retirement:
December 31,
2022
December 31,
2021
Liabilities at the beginning of the period - -
Liabilities paid during the period - -
Expenses recognized in profit or loss
Current service expense 60 -
Financial costs on future liabilities 1 -
Actuarial loss, recognized in other comprehensive income - -
Liabilities at the end of the period 61 -
In the case of early retirement due to disability, the staff shall be entitled to a benefit of up to two months'
salaries, increased by 100% for a minimum period of five years and provided that no such benefits have been
received during the last five years of service.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 33 of 59
4.13. Bank loans
December 31,
2022
December 31,
2021
KBC, including:
− up to one year 293 285
− over one year 1 322 1 615
Total bank loans – non-current portion: 1 322 1 615
Total bank loans – current portion: 293 285
The depreciable part of the bank loan is obtained under the following conditions:
Bank KBC Bank AD
Date of the contract: August 25, 2017
Contracted credit amount: 1 620 000
Original currency EUR
Purpose
Financing of up to 90% (VAT exclusive) of the final price of all
company shares, representing 100% of the capital of the Joint Debtor
Allterco Properties EOOD, defined in an Agreement concluded
between the Borrower and JFC Developments OOD for transfer of the
company shares in the Final Agreement.
Repayment deadline February 10, 2028
Collateral:
Mortgage of real estate, owned by Allterco Properties EOOD, joint
debtor - Allterco Properties EOOD, pledge of receivables from bank
accounts of the company. Pledge under the Financial Collateral
Contracts Act (FCCA).
4.14. Retirement benefits obligation
As of December 31, 2022, the Company has obligations for a defined benefit plan upon retirement of BGN 61
thousand. The amount of the obligation is determined on the basis of an actuarial assessment based on
assumptions about mortality, disability, probability of leaving, salary growth, etc.
The movements of the present value of the defined benefits plan upon retirement:
December 31,
2022
December 31,
2021
Liabilities at the beginning of the period - -
Liabilities paid during the period - -
Expenses recognized in profit or loss
Current service expense 60 -
Financial costs on future liabilities 1 -
Actuarial loss, recognized in other comprehensive income - -
Liabilities at the end of the period 61 -
In the case of early retirement due to disability, the staff shall be entitled to a benefit of up to two months'
salaries, increased by 100% for a minimum period of five years and provided that no such benefits have been
received during the last five years of service.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 34 of 59
The demographic statistical assumptions used are based on the following:
- turnover rate of the Company's staff over the past few years;
- mortality of the population of Bulgaria in the period 2019 – 2021 according to the data of the National
Statistical Institute;
- statistics of the National Center for Health Information on disability of the population and premature
retirement.
4.15. Lease liabilities
December 31,
2022
December 31,
2021
Allterco Properties EOOD including: 17 -
− up to one year 17 -
− over one year - -
Total lease – non-current portion: - -
Total lease– current portion: 17 -
As of the reporting period, the Company is a party to lease agreements for vehicles with its subsidiary, for
which it has recognised in the separate statement of financial position right-of-use assets with a carrying
amount of BGN 34 thousand.
The present value of the lease liabilities recognised as of December 31, 2022 under these contracts amounts to
BGN 17 thousand, it is a fully current portion.
4.16. Trade payables
December 31,
2022
December 31,
2021
(restated)
Suppliers 158 244
By currency December 31,
2022
December 31,
2021
in BGN 74 47
in EUR 84 197
Total: 158 244
4.17. Payables to employees and social security obligations
December 31,
2022
December 31,
2021
Liabilities for non-used leaves 33 15
Social security and health contributions 7 5
Social security contributions on non-used leaves 2 2
Total: 42 22
4.18. Tax liabilities
December 31,
2022
December 31,
2021
Personal income tax 15 3
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 34 of 59
The demographic statistical assumptions used are based on the following:
- turnover rate of the Company's staff over the past few years;
- mortality of the population of Bulgaria in the period 2019 – 2021 according to the data of the National
Statistical Institute;
- statistics of the National Center for Health Information on disability of the population and premature
retirement.
4.15. Lease liabilities
December 31,
2022
December 31,
2021
Allterco Properties EOOD including: 17 -
− up to one year 17 -
− over one year - -
Total lease – non-current portion: - -
Total lease– current portion: 17 -
As of the reporting period, the Company is a party to lease agreements for vehicles with its subsidiary, for
which it has recognised in the separate statement of financial position right-of-use assets with a carrying
amount of BGN 34 thousand.
The present value of the lease liabilities recognised as of December 31, 2022 under these contracts amounts to
BGN 17 thousand, it is a fully current portion.
4.16. Trade payables
December 31,
2022
December 31,
2021
(restated)
Suppliers 158 244
By currency December 31,
2022
December 31,
2021
in BGN 74 47
in EUR 84 197
Total: 158 244
4.17. Payables to employees and social security obligations
December 31,
2022
December 31,
2021
Liabilities for non-used leaves 33 15
Social security and health contributions 7 5
Social security contributions on non-used leaves 2 2
Total: 42 22
4.18. Tax liabilities
December 31,
2022
December 31,
2021
Personal income tax 15 3
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 35 of 59
Other taxes - 1
Total: 15 4
4.19. Other liabilities
December 31,
2022
December 31,
2021
Liabilities for participations to physical persons, including;
- up to one year 535 665
Total 535 665
4.20. Registered capital
Allterco AD was registered in 2010. The registered capital of the Company as of December 31, 2022, amounts
to BGN 17,999,999 (seventeen million nine hundred ninety-nine thousand nine hundred ninety-nine) and is
distributed in 17,999,999 (seventeen million nine hundred ninety-nine thousand nine hundred ninety-nine)
ordinary registered shares with par value of BGN 1 each. The registered capital is fully paid in four instalments:
The first issue was made upon the establishment of the Company in the form of a non-monetary contribution
in the amount of BGN 50,000 by Dimitar Stoyanov Dimitrov and Svetlin Iliev Todorov.
In 2010 a second non-monetary contribution was made in the amount of BGN 5,438,000 by Dimitar Stoyanov
Dimitrov and Svetlin Iliev Todorov. The subject of the non-monetary contribution was shares from the capital
of Tera Communications AD.
At the end of 2015, a new issue of 8,012,000 (eight million and twelve thousand) ordinary registered voting
shares was issued, with a nominal value of BGN 1 (one) each.
At the end of 2016 the capital of ALLTERCO AD was increased with a new issue in the amount of 1,500,000
(one million and five hundred thousand) shares on the basis of a successful initial public offering, according
to the Prospectus for public offering of shares, approved by the Financial Supervision Commission with
Decision No 487 – Е of 08.07.2016 entered in the Commercial Register under No.20161108100414 of
08.11.2016.
In 2020 the capital of the Company was increased by cash contributions in the total amount of 2,999,999 (two
million nine hundred ninety-nine thousand nine hundred and ninety-nine) against 2,999,999 (two million nine
hundred ninety-nine thousand nine hundred and ninety-nine) subscribed and paid dematerialized ordinary
registered voting shares with a nominal value of BGN 1 as a result of a procedure for Public Offering of a new
issue of shares. The public offering of shares from the capital increase of Allterco AD was carried out in the
period September 28, 2020 – October 30, 2020 on the basis of a Prospectus, together with the supplements to
it, confirmed by the Financial Supervision Commission with Decision No 148 -F of February 18, 2020, Decision
No 405 - E of June 11, 2020, Decision No 601 - E of August 13, 2020 and Decision No 791 -E of October 29, 2020.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 35 of 59
Other taxes - 1
Total: 15 4
4.19. Other liabilities
December 31,
2022
December 31,
2021
Liabilities for participations to physical persons, including;
- up to one year 535 665
Total 535 665
4.20. Registered capital
Allterco AD was registered in 2010. The registered capital of the Company as of December 31, 2022, amounts
to BGN 17,999,999 (seventeen million nine hundred ninety-nine thousand nine hundred ninety-nine) and is
distributed in 17,999,999 (seventeen million nine hundred ninety-nine thousand nine hundred ninety-nine)
ordinary registered shares with par value of BGN 1 each. The registered capital is fully paid in four instalments:
The first issue was made upon the establishment of the Company in the form of a non-monetary contribution
in the amount of BGN 50,000 by Dimitar Stoyanov Dimitrov and Svetlin Iliev Todorov.
In 2010 a second non-monetary contribution was made in the amount of BGN 5,438,000 by Dimitar Stoyanov
Dimitrov and Svetlin Iliev Todorov. The subject of the non-monetary contribution was shares from the capital
of Tera Communications AD.
At the end of 2015, a new issue of 8,012,000 (eight million and twelve thousand) ordinary registered voting
shares was issued, with a nominal value of BGN 1 (one) each.
At the end of 2016 the capital of ALLTERCO AD was increased with a new issue in the amount of 1,500,000
(one million and five hundred thousand) shares on the basis of a successful initial public offering, according
to the Prospectus for public offering of shares, approved by the Financial Supervision Commission with
Decision No 487 – Е of 08.07.2016 entered in the Commercial Register under No.20161108100414 of
08.11.2016.
In 2020 the capital of the Company was increased by cash contributions in the total amount of 2,999,999 (two
million nine hundred ninety-nine thousand nine hundred and ninety-nine) against 2,999,999 (two million nine
hundred ninety-nine thousand nine hundred and ninety-nine) subscribed and paid dematerialized ordinary
registered voting shares with a nominal value of BGN 1 as a result of a procedure for Public Offering of a new
issue of shares. The public offering of shares from the capital increase of Allterco AD was carried out in the
period September 28, 2020 – October 30, 2020 on the basis of a Prospectus, together with the supplements to
it, confirmed by the Financial Supervision Commission with Decision No 148 -F of February 18, 2020, Decision
No 405 - E of June 11, 2020, Decision No 601 - E of August 13, 2020 and Decision No 791 -E of October 29, 2020.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 36 of 59
As of December 31, 2022, the shareholders in the Company are:
Name/business name Number of shares: % in the capital
Svetlin Todorov 5 847 120 32.48%
Dimitar Dimitrov 5 847 120 32.48%
Individuals, holding less than 5 % of the capital
Other physical persons and legal entities 6 305 759 35.04%
Total 17 999 999 100.00%
On June 30, 2022, the Company acquired 40,000 own shares at a price of BGN 19.50 per share, (total for BGN
780 thousand) representing 0.22% of the registered capital through over-the-counter transactions (OTC
transactions) from two independent shareholders. The shares are intended to provide payment of part of the
acquisition price of the Slovenian IoT company GOAP d.o.o. Nova Gorica ("GOAP").
4.21. Retained earnings
Year ended
December 31, 2022
Year ended
December 31, 2021
(restated)
Retained earnings as of January 1 5 162 5 322
Profit for the reporting period 1 058 3 200
Reclassified other comprehensive income 160 240
Distribution of dividends (1 800) (3 600)
Retained earnings at the end of the period 4 580 5 162
On July 21, 2022, was set the starting date for payment of the voted dividend at the regular annual General
Meeting of the Shareholders held in June 2022.
As of December 31, 2022, the Company has paid fully the voted dividend.
4.22. Legal reserves
Year ended
December 31, 2022
Year ended
December 31, 2021
Legal reserves as of January 1 1 800 1 500
Transfer of reserves from emission of shares - 300
Legal reserves at the end of the period 1 800 1 800
4.23. Premium reserve
As of December 31, 2022, the reserves from issue of shares of the Company amount to BGN 5 403 thousand.
They are formed by the excess of the proceeds from new shares issued in 2020 above their nominal value,
amounting to BGN 6 000 thousand, reduced by the costs related to the capital increase, amounting to BGN
297 thousand and by BGN 300 thousand that were transferred to Legal reserves by a decision of General
Meeting of Shareholders held on June 28, 2021.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 36 of 59
As of December 31, 2022, the shareholders in the Company are:
Name/business name Number of shares: % in the capital
Svetlin Todorov 5 847 120 32.48%
Dimitar Dimitrov 5 847 120 32.48%
Individuals, holding less than 5 % of the capital
Other physical persons and legal entities 6 305 759 35.04%
Total 17 999 999 100.00%
On June 30, 2022, the Company acquired 40,000 own shares at a price of BGN 19.50 per share, (total for BGN
780 thousand) representing 0.22% of the registered capital through over-the-counter transactions (OTC
transactions) from two independent shareholders. The shares are intended to provide payment of part of the
acquisition price of the Slovenian IoT company GOAP d.o.o. Nova Gorica ("GOAP").
4.21. Retained earnings
Year ended
December 31, 2022
Year ended
December 31, 2021
(restated)
Retained earnings as of January 1 5 162 5 322
Profit for the reporting period 1 058 3 200
Reclassified other comprehensive income 160 240
Distribution of dividends (1 800) (3 600)
Retained earnings at the end of the period 4 580 5 162
On July 21, 2022, was set the starting date for payment of the voted dividend at the regular annual General
Meeting of the Shareholders held in June 2022.
As of December 31, 2022, the Company has paid fully the voted dividend.
4.22. Legal reserves
Year ended
December 31, 2022
Year ended
December 31, 2021
Legal reserves as of January 1 1 800 1 500
Transfer of reserves from emission of shares - 300
Legal reserves at the end of the period 1 800 1 800
4.23. Premium reserve
As of December 31, 2022, the reserves from issue of shares of the Company amount to BGN 5 403 thousand.
They are formed by the excess of the proceeds from new shares issued in 2020 above their nominal value,
amounting to BGN 6 000 thousand, reduced by the costs related to the capital increase, amounting to BGN
297 thousand and by BGN 300 thousand that were transferred to Legal reserves by a decision of General
Meeting of Shareholders held on June 28, 2021.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 37 of 59
4.24. Revaluation reserve
Year ended
December 31,
2022
Year ended
December 31,
2021
Balance at the beginning of the period 1 036 4 849
Reserve transferred to retained earnings (160) (240)
Reserve relating to long-term equity instruments at fair
value through other comprehensive income (1 439) (3 573)
Deferred tax 56 -
Balance at the end of period (507) 1 036
The reserve related to long-term equity instruments was reduced by a total of BGN 1 543 thousand during the
current period as a result of the sale of financial instruments and a fair value measurement of other long-term
equity instruments.
5. Notes to the Statement of comprehensive income
5.01. Dividend income
Year ended
December 31,
2022
Year ended
December 31,
2021
Income from participations - dividends 4 001 5 000
Total: 4 001 5 000
5.02. Administrative expenses
Year ended
December 31, 2022
Year ended
December 31,
2021
(restated)
Expenses for materials, including: 3 2
Office materials, machinery and consumables 3 -
Hired services, including: 851 923
Advisory, legal, accounting and auditing services 590 739
Membership fee, Communications Regulation Commission,
Competition Protection Commission, Consumer Protection
Commission, Financial Supervision Commission, etc.
75 91
Civil contracts 40 33
Internet infrastructure 71 30
Expenses for rent and maintenance of assets 1 18
Advertising 61 8
Other expenses for hired services 13 4
Depreciation expenses 19 3
Remuneration expenses 1 193 389
Social security expenses 48 40
Other expenses 2 13
Total: 2 116 1 370
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 37 of 59
4.24. Revaluation reserve
Year ended
December 31,
2022
Year ended
December 31,
2021
Balance at the beginning of the period 1 036 4 849
Reserve transferred to retained earnings (160) (240)
Reserve relating to long-term equity instruments at fair
value through other comprehensive income (1 439) (3 573)
Deferred tax 56 -
Balance at the end of period (507) 1 036
The reserve related to long-term equity instruments was reduced by a total of BGN 1 543 thousand during the
current period as a result of the sale of financial instruments and a fair value measurement of other long-term
equity instruments.
5. Notes to the Statement of comprehensive income
5.01. Dividend income
Year ended
December 31,
2022
Year ended
December 31,
2021
Income from participations - dividends 4 001 5 000
Total: 4 001 5 000
5.02. Administrative expenses
Year ended
December 31, 2022
Year ended
December 31,
2021
(restated)
Expenses for materials, including: 3 2
Office materials, machinery and consumables 3 -
Hired services, including: 851 923
Advisory, legal, accounting and auditing services 590 739
Membership fee, Communications Regulation Commission,
Competition Protection Commission, Consumer Protection
Commission, Financial Supervision Commission, etc.
75 91
Civil contracts 40 33
Internet infrastructure 71 30
Expenses for rent and maintenance of assets 1 18
Advertising 61 8
Other expenses for hired services 13 4
Depreciation expenses 19 3
Remuneration expenses 1 193 389
Social security expenses 48 40
Other expenses 2 13
Total: 2 116 1 370
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 38 of 59
5.03. Derecognised receivables/Impairment of receivables/assets
Year ended
December 31, 2022
Year ended
December 31, 2021
Derecognised receivables (920) (87)
Reversed/(expenses for) impairment of receivables 152 (152)
Total: (768) (239)
At the end of 2021, the Company recognised an impairment of its receivable from Link Mobility related to the
sale of subsidiaries amounting to BGN 152 thousand. After reaching an out-of-court settlement in 2022, the
Company wrote off BGN 903 thousand from its receivable from Link Mobility which is part of the total amount
of receivables written off for the year.
5.04. Other expenses
Year ended
December 31, 2022
Year ended
December 31, 2021
Bank fees 19 25
5.05. Financial income
Year ended
December 31, 2022
Year ended
December 31, 2021
Earnings on foreign exchange operations, net 161 67
Interest income 15 26
Positive differences from the sale of financial assets, incl.:
- Sale of shares
- Book value of assets sold
-
-
250
4 526
(4 276)
Total: 176 343
5.06. Financial expenses
Year ended
December 31, 2022
Year ended
December 31, 2021
Bank fees on cash balances (40) (45)
Interest expense on bank loans (53) (61)
Foreign exchange costs - (2)
Loss on operations in financial assets: (119) -
Income from sale of financial assets 236 -
Book value of assets sold (355) -
Total financial expenses (212) (108)
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 38 of 59
5.03. Derecognised receivables/Impairment of receivables/assets
Year ended
December 31, 2022
Year ended
December 31, 2021
Derecognised receivables (920) (87)
Reversed/(expenses for) impairment of receivables 152 (152)
Total: (768) (239)
At the end of 2021, the Company recognised an impairment of its receivable from Link Mobility related to the
sale of subsidiaries amounting to BGN 152 thousand. After reaching an out-of-court settlement in 2022, the
Company wrote off BGN 903 thousand from its receivable from Link Mobility which is part of the total amount
of receivables written off for the year.
5.04. Other expenses
Year ended
December 31, 2022
Year ended
December 31, 2021
Bank fees 19 25
5.05. Financial income
Year ended
December 31, 2022
Year ended
December 31, 2021
Earnings on foreign exchange operations, net 161 67
Interest income 15 26
Positive differences from the sale of financial assets, incl.:
- Sale of shares
- Book value of assets sold
-
-
250
4 526
(4 276)
Total: 176 343
5.06. Financial expenses
Year ended
December 31, 2022
Year ended
December 31, 2021
Bank fees on cash balances (40) (45)
Interest expense on bank loans (53) (61)
Foreign exchange costs - (2)
Loss on operations in financial assets: (119) -
Income from sale of financial assets 236 -
Book value of assets sold (355) -
Total financial expenses (212) (108)
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 39 of 59
5.07. Tax expense
Year ended
December 31, 2022
Year ended
December 31, 2021
Current tax expense 10% (2021: 10%) - -
Tax effect from temporary differences (4) (421)
Tax expense (4) (421)
Reconciliation of income tax expenses for the years ended December 31, 2022 and December 31, 2021 is as
follows:
Year ended
December 31,
2022
Year ended
December 31,
2021
Accounting profit before tax 1 062 3 621
Income tax expense at applicable tax rate (106) (362)
Tax effect of permanent differences, incl.: 309 507
Tax effect of non-taxable income 413 507
Tax effect of unrecognized expenses for tax purposes (104) -
Tax effect of unrecognized tax assets (207) (566)
Income tax expense (4) (421)
The Company realized tax losses as follows:
Tax period
Period for tax loss
deduction
Tax loss
Unrecognized
deferred tax
asset
2018 from 2019 to 2023 (461) 46
2019 from 2020 to 2024 - -
2020 from 2021 to 2025 - -
2021 from 2022 to 2026 (5 660) 566
2022 from 2023 to 2027 (2 065) 207
Applicable tax rate 10%
Total (8 186) 819
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 39 of 59
5.07. Tax expense
Year ended
December 31, 2022
Year ended
December 31, 2021
Current tax expense 10% (2021: 10%) - -
Tax effect from temporary differences (4) (421)
Tax expense (4) (421)
Reconciliation of income tax expenses for the years ended December 31, 2022 and December 31, 2021 is as
follows:
Year ended
December 31,
2022
Year ended
December 31,
2021
Accounting profit before tax 1 062 3 621
Income tax expense at applicable tax rate (106) (362)
Tax effect of permanent differences, incl.: 309 507
Tax effect of non-taxable income 413 507
Tax effect of unrecognized expenses for tax purposes (104) -
Tax effect of unrecognized tax assets (207) (566)
Income tax expense (4) (421)
The Company realized tax losses as follows:
Tax period
Period for tax loss
deduction
Tax loss
Unrecognized
deferred tax
asset
2018 from 2019 to 2023 (461) 46
2019 from 2020 to 2024 - -
2020 from 2021 to 2025 - -
2021 from 2022 to 2026 (5 660) 566
2022 from 2023 to 2027 (2 065) 207
Applicable tax rate 10%
Total (8 186) 819
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 40 of 59
Deferred taxes as of December 31, 2022 and December 31, 2021:
Year ended
December 31, 2022
Year ended
December 31, 2021
Deferred tax assets
Compensated leave 2 -
Impairment of receivables - 15
Pension expenses 6 -
Audit expenses 4 -
Other - 1
Deferred tax liabilities
Impairment of receivables (15) -
Impairment of investments - (437)
Other (1) -
Deferred tax expense (4) (421)
5.08. Basic earnings per share in BGN
Year ended
December 31,
2022
Year ended
December 31,
2021
(restated)
Net profit for the reporting period in BGN’000 1 058 3 200
Weighted average number of shares during the reporting
period 17 979 835 17 999 999
Basic earnings per share in BGN 0.06 0.18
As of December 31, 2022, the Company owns 40 000 own shares which are reported when calculating the
weighted average number of shares for 2022.
Basic earnings per share amount to BGN 0.06 without taking into account the repurchased shares.
6. Transactions and balances with related parties
As of the end of the reporting period the related parties are as follows:
Company Relationship
Allterco Trading EOOD Subsidiary
Allterco Properties EOOD Subsidiary
Allterco Robotics EOOD Subsidiary
Allterco Robotics US Inc. Subsidiary
Allterco Europe Ltd. Subsidiary
Allterco Asia Ltd Associate
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 40 of 59
Deferred taxes as of December 31, 2022 and December 31, 2021:
Year ended
December 31, 2022
Year ended
December 31, 2021
Deferred tax assets
Compensated leave 2 -
Impairment of receivables - 15
Pension expenses 6 -
Audit expenses 4 -
Other - 1
Deferred tax liabilities
Impairment of receivables (15) -
Impairment of investments - (437)
Other (1) -
Deferred tax expense (4) (421)
5.08. Basic earnings per share in BGN
Year ended
December 31,
2022
Year ended
December 31,
2021
(restated)
Net profit for the reporting period in BGN’000 1 058 3 200
Weighted average number of shares during the reporting
period 17 979 835 17 999 999
Basic earnings per share in BGN 0.06 0.18
As of December 31, 2022, the Company owns 40 000 own shares which are reported when calculating the
weighted average number of shares for 2022.
Basic earnings per share amount to BGN 0.06 without taking into account the repurchased shares.
6. Transactions and balances with related parties
As of the end of the reporting period the related parties are as follows:
Company Relationship
Allterco Trading EOOD Subsidiary
Allterco Properties EOOD Subsidiary
Allterco Robotics EOOD Subsidiary
Allterco Robotics US Inc. Subsidiary
Allterco Europe Ltd. Subsidiary
Allterco Asia Ltd Associate
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 41 of 59
During the year the Company has carried out transactions with the following related parties:
Company Relationship
Allterco Trading EOOD Subsidiary
Allterco Properties EOOD Subsidiary
Allterco Robotics US Subsidiary
The Company has carried out transactions with related parties, the data for which are presented below:
Receivables from related companies, including:
December 31,
2022
December 31,
2021
Deliveries of services from:
Allterco Properties EOOD 5 5
Participation-dividends:
Allterco Trading EOOD 4 001 -
Additional cash contribution provided:
Allterco Trading EOOD - 1 764
Allterco Robotics US - principal 1 834 -
Allterco Robotics US – interest 9 -
Total: 5 849 1 769
The balances on the additional cash contribution provided as of the date of these financial statements are
disclosed in note 4.07.
Transactions with related parties, including:
For the year
ended December
31, 2022
For the year
ended December
31, 2021
Interest on additional cash contribution from Allterco
Trading EOOD 5 13
Accrued interest on additional cash contribution of Allterco
Robotics US 10 -
Total 15 13
In the first quarter of 2022 the subsidiary Allterco Trading EOOD has repaid the additional cash contribution
granted.
The payables to related parties during the period are related to the lease agreements concluded with Allterco
Properties EOOD for vehicles, for which the Company has recognised in the separate statement of financial
position right-of-use assets with gross book value of BGN 34 thousand. As of December 31, 2022, the present
value of the lease liability recognised under these agreements amounts to BGN 17 thousand, which is only
current portion. As of December 31, 2022, the depreciation charged amounts to BGN 17 thousand.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 41 of 59
During the year the Company has carried out transactions with the following related parties:
Company Relationship
Allterco Trading EOOD Subsidiary
Allterco Properties EOOD Subsidiary
Allterco Robotics US Subsidiary
The Company has carried out transactions with related parties, the data for which are presented below:
Receivables from related companies, including:
December 31,
2022
December 31,
2021
Deliveries of services from:
Allterco Properties EOOD 5 5
Participation-dividends:
Allterco Trading EOOD 4 001 -
Additional cash contribution provided:
Allterco Trading EOOD - 1 764
Allterco Robotics US - principal 1 834 -
Allterco Robotics US – interest 9 -
Total: 5 849 1 769
The balances on the additional cash contribution provided as of the date of these financial statements are
disclosed in note 4.07.
Transactions with related parties, including:
For the year
ended December
31, 2022
For the year
ended December
31, 2021
Interest on additional cash contribution from Allterco
Trading EOOD 5 13
Accrued interest on additional cash contribution of Allterco
Robotics US 10 -
Total 15 13
In the first quarter of 2022 the subsidiary Allterco Trading EOOD has repaid the additional cash contribution
granted.
The payables to related parties during the period are related to the lease agreements concluded with Allterco
Properties EOOD for vehicles, for which the Company has recognised in the separate statement of financial
position right-of-use assets with gross book value of BGN 34 thousand. As of December 31, 2022, the present
value of the lease liability recognised under these agreements amounts to BGN 17 thousand, which is only
current portion. As of December 31, 2022, the depreciation charged amounts to BGN 17 thousand.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 42 of 59
Allterco AD has increased the capital of its subsidiary Allterco Robotics EOOD. The registered capital of
Allterco Robotics EOOD was increased from BGN 1 500 000 (EUR 766 937.82) with BGN 5 500 000 (EUR
2 812 105.34) to BGN 7 000 000 (EUR 3 579 043.16), by subscribing 5 500 000 company shares with nominal
value of BGN 1.00 each.
During the second quarter of 2022 the Board of Directors of Allterco AD took a decision for the provision of
additional financing to the American subsidiary Allterco Robotics U.S. in the amount of USD 1.5 million, of
which USD 0.5 million in the form of capital increase and USD 1 million in the form of additional cash
contribution.
At the end of June 2022 Allterco AD has made the additional cash contribution in the amount of USD 1 million
(BGN 1 834 thousand) to its subsidiary, which was granted for a period of one year with annual interest rate
of 1.0%. The interest income accrued for the period amounts to BGN 10 thousand.
In December 2022 the capital of Allterco Robotics U.S. was increased by USD 0.5 million (BGN 921
thousand).
At the end of 2022 Allterco AD has recognized income from dividends amounting to BGN 4 001 thousand
from its subsidiary Allterco Trading.
Key management staff
During the reporting period the members of the Board of Directors received gross renumeration totalling BGN
750 thousand (2021: BGN 130 thousand.). The remuneration paid was in accordance with the disclosed
Remuneration policy and the changes made in the number and composition of the members of the Board of
Directors, were adopted at the extraordinary General Meeting held on April 8, 2022.
At the General Meeting of Shareholders held on December 13, 2022, a decision was adopted to amend the
Remuneration policy, as well as schemes were approved to provide members of the Board of Directors with
variable remuneration in shares of the Company for the period 2022 - 2025. At the end of the reporting period
the Company has no obligations to its key management staff.
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 42 of 59
Allterco AD has increased the capital of its subsidiary Allterco Robotics EOOD. The registered capital of
Allterco Robotics EOOD was increased from BGN 1 500 000 (EUR 766 937.82) with BGN 5 500 000 (EUR
2 812 105.34) to BGN 7 000 000 (EUR 3 579 043.16), by subscribing 5 500 000 company shares with nominal
value of BGN 1.00 each.
During the second quarter of 2022 the Board of Directors of Allterco AD took a decision for the provision of
additional financing to the American subsidiary Allterco Robotics U.S. in the amount of USD 1.5 million, of
which USD 0.5 million in the form of capital increase and USD 1 million in the form of additional cash
contribution.
At the end of June 2022 Allterco AD has made the additional cash contribution in the amount of USD 1 million
(BGN 1 834 thousand) to its subsidiary, which was granted for a period of one year with annual interest rate
of 1.0%. The interest income accrued for the period amounts to BGN 10 thousand.
In December 2022 the capital of Allterco Robotics U.S. was increased by USD 0.5 million (BGN 921
thousand).
At the end of 2022 Allterco AD has recognized income from dividends amounting to BGN 4 001 thousand
from its subsidiary Allterco Trading.
Key management staff
During the reporting period the members of the Board of Directors received gross renumeration totalling BGN
750 thousand (2021: BGN 130 thousand.). The remuneration paid was in accordance with the disclosed
Remuneration policy and the changes made in the number and composition of the members of the Board of
Directors, were adopted at the extraordinary General Meeting held on April 8, 2022.
At the General Meeting of Shareholders held on December 13, 2022, a decision was adopted to amend the
Remuneration policy, as well as schemes were approved to provide members of the Board of Directors with
variable remuneration in shares of the Company for the period 2022 - 2025. At the end of the reporting period
the Company has no obligations to its key management staff.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 43 of 59
7. Contingent liabilities and commitments
The contingent liabilities at the end of the reporting period include:
Contract Annex Creditor Debtor Joint debtor /
Guarantor
Amount
/ Limit
Financial
conditions Maturity
Collateral
provided by the
borrower
Investment loan
August 25, 2017
Annexes
No. 1/
October 31,
2018
KBC Bank Allterco
AD Allterco Properties
EOOD – joint debtor
BGN
3 168
thousand.
(EUR
1 620 tho
usand)
Fixed interest
rate for the
whole period 3%
per year;
Management fee
February
10, 2028
Mortgage on real
estate owned by
Allterco
Properties EOOD;
Pledge of
receivables on
bank accounts of
the company in
the bank.
Pledge under the
Financial
Collateral
Contracts Act;
Overdraft
September 30,
2019 –
Annexes
No 1/ August
28, 2020
KBC Bank
Allterco
Robotics
EOOD
Allterco AD –
guarantor
BGN
1 955
thousand
(EUR 1
million)
One-month
EURIBOR,
increased by 2.5
percentage
points, but not
less than 2.5%;
management fee;
commitment fee;
commission for
issuing
guarantees
September
29, 2023
Pledge of
receivables on
accounts of the
Company in bank
The Board of Directors of Allterco AD approved on June 15, 2022 financing of the activities of the subsidiary
Allterco Robotics Inc, USA with the following parameters: (1) providing additional cash contribution in the
amount of BGN 1 843 thousand (USD 1 million), for a one year term, at annual interest rate of 1% or (2)
increase of capital in the amount of BGN 921 thousand (USD 500 000). As of the date of these financial
statements, the subsidiary has received fully the approved financing.
On July 29, 2022, Allterco AD concluded with the four owners of the capital of GOAP d.o.o. (“GOAP”) (one
legal entity and three individuals) a binding preliminary agreement (Term Sheet) regarding the main conditions
and terms for the acquisition of the Slovenian IoT provider. The transaction was finalized on January 4, 2023
(for further information see note 11).
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 43 of 59
7. Contingent liabilities and commitments
The contingent liabilities at the end of the reporting period include:
Contract Annex Creditor Debtor Joint debtor /
Guarantor
Amount
/ Limit
Financial
conditions Maturity
Collateral
provided by the
borrower
Investment loan
August 25, 2017
Annexes
No. 1/
October 31,
2018
KBC Bank Allterco
AD Allterco Properties
EOOD – joint debtor
BGN
3 168
thousand.
(EUR
1 620 tho
usand)
Fixed interest
rate for the
whole period 3%
per year;
Management fee
February
10, 2028
Mortgage on real
estate owned by
Allterco
Properties EOOD;
Pledge of
receivables on
bank accounts of
the company in
the bank.
Pledge under the
Financial
Collateral
Contracts Act;
Overdraft
September 30,
2019 –
Annexes
No 1/ August
28, 2020
KBC Bank
Allterco
Robotics
EOOD
Allterco AD –
guarantor
BGN
1 955
thousand
(EUR 1
million)
One-month
EURIBOR,
increased by 2.5
percentage
points, but not
less than 2.5%;
management fee;
commitment fee;
commission for
issuing
guarantees
September
29, 2023
Pledge of
receivables on
accounts of the
Company in bank
The Board of Directors of Allterco AD approved on June 15, 2022 financing of the activities of the subsidiary
Allterco Robotics Inc, USA with the following parameters: (1) providing additional cash contribution in the
amount of BGN 1 843 thousand (USD 1 million), for a one year term, at annual interest rate of 1% or (2)
increase of capital in the amount of BGN 921 thousand (USD 500 000). As of the date of these financial
statements, the subsidiary has received fully the approved financing.
On July 29, 2022, Allterco AD concluded with the four owners of the capital of GOAP d.o.o. (“GOAP”) (one
legal entity and three individuals) a binding preliminary agreement (Term Sheet) regarding the main conditions
and terms for the acquisition of the Slovenian IoT provider. The transaction was finalized on January 4, 2023
(for further information see note 11).
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 44 of 59
The contingent liabilities as of December 31, 2021 include:
Contract Annex Creditor Debtor Joint debtor /
Guarantor
Amount
/ Limit
Financial
conditions Maturity
Collateral
provided by the
borrower
Investment loan
August 25, 2017
Annexes
No. 1/
October 31,
2018
Raiffeisenb
ank
Bulgaria
ЕАD
Allterco
AD Allterco Properties
EOOD – joint debtor
BGN
3 168
thousand.
(EUR
1 620 tho
usand)
Fixed interest rate
for the whole
period 3% per
year;
Management fee
February
10, 2028
Mortgage on real
estate owned by
Allterco Properties
EOOD;
Pledge of
receivables on
bank accounts of
the company in the
bank.
Pledge under the
Financial
Collateral
Contracts Act;
Overdraft
September 30,
2019 –
Annexes
No 1/ August
28, 2020
Raiffeisenb
ank
Bulgaria
ЕАD
Allterco
Robotics
EOOD
Allterco AD –
guarantor
BGN
1 955
thousand
(EUR 1
million)
One-month
EURIBOR,
increased by 2.5
percentage points,
but not less than
2.5%; management
fee; commitment
fee; commission
for issuing
guarantees
September
29, 2023
Pledge of
receivables on
accounts of the
company in bank
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
All amounts are in thousand Bulgarian leva unless otherwise stated
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 44 of 59
The contingent liabilities as of December 31, 2021 include:
Contract Annex Creditor Debtor Joint debtor /
Guarantor
Amount
/ Limit
Financial
conditions Maturity
Collateral
provided by the
borrower
Investment loan
August 25, 2017
Annexes
No. 1/
October 31,
2018
Raiffeisenb
ank
Bulgaria
ЕАD
Allterco
AD Allterco Properties
EOOD – joint debtor
BGN
3 168
thousand.
(EUR
1 620 tho
usand)
Fixed interest rate
for the whole
period 3% per
year;
Management fee
February
10, 2028
Mortgage on real
estate owned by
Allterco Properties
EOOD;
Pledge of
receivables on
bank accounts of
the company in the
bank.
Pledge under the
Financial
Collateral
Contracts Act;
Overdraft
September 30,
2019 –
Annexes
No 1/ August
28, 2020
Raiffeisenb
ank
Bulgaria
ЕАD
Allterco
Robotics
EOOD
Allterco AD –
guarantor
BGN
1 955
thousand
(EUR 1
million)
One-month
EURIBOR,
increased by 2.5
percentage points,
but not less than
2.5%; management
fee; commitment
fee; commission
for issuing
guarantees
September
29, 2023
Pledge of
receivables on
accounts of the
company in bank
ALLTERCO AD
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 45 of 59
8. Financial instruments by categories
The structure of the financial assets and liabilities as of December 31, 2022 and December 31, 2021 by categories is as follows:
December 31, 2022 December 31, 2021
Financial assets at
amortized cost - Cash
Financial assets at
amortized cost
Financial assets at
fair value through
other comprehensive
income
Financial assets at
fair value through
profit or loss
Total Financial assets at
amortized cost - Cash
Financial assets
at amortized cost
Financial assets at
fair value through
other comprehensive
income
Financial assets at
fair value through
profit or loss
Total
Financial assets according to the Statement of financial position
Cash and cash equivalents 7 490 - - - 7 490 16 434 - - - 16 434
Long term trade
receivables - 1 027 - - 1 027 - 2 054 - - 2 054
Other long - term capital
investments - - 830 - 830 - - 2 624 - 2 624
Receivables from related
companies - 5 849 - - 5 849 - 1 769 - - 1 769
Short-term financial assets - 175 - - 175 - - - - -
Trade receivables - 1 046 - - 1 046 - 3 325 - - 3 325
TOTAL FINANCIAL
ASSETS 7 490 8 097 830 - 16 417 16 434 7 148 2 624 - 26 206
December 31, 2022 December 31, 2021
Financial liabilities at
amortized cost
Financial liabilities at
fair value through
profit or loss
Total Financial liabilities at
amortized cost
Financial liabilities at
fair value through
profit or loss
Total
Financial liabilities according to the Statement of financial position
Bank loans 1 615 - 1 615 1 900 - 1 900
Lease liabilities 17 - 17 - - -
Trade liabilities 158 - 158 244 - 244
Other liabilities 535 - 535 665 - 665
TOTAL FINANCIAL LIABILITIES 2 325 - 2 325 2 809 - 2 809
NOTES TO THE SEPARATE FINANCIAL STATEMENTS UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 45 of 59
8. Financial instruments by categories
The structure of the financial assets and liabilities as of December 31, 2022 and December 31, 2021 by categories is as follows:
December 31, 2022 December 31, 2021
Financial assets at
amortized cost - Cash
Financial assets at
amortized cost
Financial assets at
fair value through
other comprehensive
income
Financial assets at
fair value through
profit or loss
Total Financial assets at
amortized cost - Cash
Financial assets
at amortized cost
Financial assets at
fair value through
other comprehensive
income
Financial assets at
fair value through
profit or loss
Total
Financial assets according to the Statement of financial position
Cash and cash equivalents 7 490 - - - 7 490 16 434 - - - 16 434
Long term trade
receivables - 1 027 - - 1 027 - 2 054 - - 2 054
Other long - term capital
investments - - 830 - 830 - - 2 624 - 2 624
Receivables from related
companies - 5 849 - - 5 849 - 1 769 - - 1 769
Short-term financial assets - 175 - - 175 - - - - -
Trade receivables - 1 046 - - 1 046 - 3 325 - - 3 325
TOTAL FINANCIAL
ASSETS 7 490 8 097 830 - 16 417 16 434 7 148 2 624 - 26 206
December 31, 2022 December 31, 2021
Financial liabilities at
amortized cost
Financial liabilities at
fair value through
profit or loss
Total Financial liabilities at
amortized cost
Financial liabilities at
fair value through
profit or loss
Total
Financial liabilities according to the Statement of financial position
Bank loans 1 615 - 1 615 1 900 - 1 900
Lease liabilities 17 - 17 - - -
Trade liabilities 158 - 158 244 - 244
Other liabilities 535 - 535 665 - 665
TOTAL FINANCIAL LIABILITIES 2 325 - 2 325 2 809 - 2 809
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 46 of 59
The fair value of the bank loan that the Company is using, is determined based on market interest rate
applicable for similar instruments with similar term.
The Company has no practice of working with derivative instruments.
9. Financial risk management
The Company’s activities are exposed to a number of risks related to objective conditions such as market
unpredictability, general economic trends, changes in exchange rates.
To minimize the potential negative effects, the Company has adopted policies for overall risk management and
assessment and establishing procedures for addressing the identified risks. The overall risk management is
focused on forecasting the results of certain areas of the markets where the Company operates in order to
minimize the potential negative effects that could affect the financial results. Financial risks are currently
identified, measured and monitored using various control mechanisms to adequately assess market conditions
and their effects on Company’s investments and to maintain sufficient liquid funds to avoid unjustified
concentration of any specific risk.
Risk management is carried out on an ongoing basis under the direct supervision of the Executive Director and
the Company's financial experts in accordance with the policy set by the Board of Directors.
The risk management strategy is regularly reviewed in order to update the policies to the dynamics in the
market and economic conditions. The Company aims to develop discipline and a constructive control
environment in which all employees understand their responsibilities through periodic training and application
of established standards.
The following describes the different types of risks to which the Company is exposed in carrying out its
business operations, as well as the approach taken in managing these risks.
Market risk
Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate due to
changes in market prices .
A. Currency risk
The Company carries out its transactions mainly on the domestic market and in the European Union. It is not
exposed to significant currency risk because almost all its operations and transactions are denominated in
Bulgarian levs and euros, and the latter has a fixed exchange rate against the lev by law.
During the last financial year, the Company transferred part of its cash in USD in order to optimize its expenses
related to keeping available cash at current accounts.
The Company makes its main deliveries in BGN.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 46 of 59
The fair value of the bank loan that the Company is using, is determined based on market interest rate
applicable for similar instruments with similar term.
The Company has no practice of working with derivative instruments.
9. Financial risk management
The Company’s activities are exposed to a number of risks related to objective conditions such as market
unpredictability, general economic trends, changes in exchange rates.
To minimize the potential negative effects, the Company has adopted policies for overall risk management and
assessment and establishing procedures for addressing the identified risks. The overall risk management is
focused on forecasting the results of certain areas of the markets where the Company operates in order to
minimize the potential negative effects that could affect the financial results. Financial risks are currently
identified, measured and monitored using various control mechanisms to adequately assess market conditions
and their effects on Company’s investments and to maintain sufficient liquid funds to avoid unjustified
concentration of any specific risk.
Risk management is carried out on an ongoing basis under the direct supervision of the Executive Director and
the Company's financial experts in accordance with the policy set by the Board of Directors.
The risk management strategy is regularly reviewed in order to update the policies to the dynamics in the
market and economic conditions. The Company aims to develop discipline and a constructive control
environment in which all employees understand their responsibilities through periodic training and application
of established standards.
The following describes the different types of risks to which the Company is exposed in carrying out its
business operations, as well as the approach taken in managing these risks.
Market risk
Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate due to
changes in market prices .
A. Currency risk
The Company carries out its transactions mainly on the domestic market and in the European Union. It is not
exposed to significant currency risk because almost all its operations and transactions are denominated in
Bulgarian levs and euros, and the latter has a fixed exchange rate against the lev by law.
During the last financial year, the Company transferred part of its cash in USD in order to optimize its expenses
related to keeping available cash at current accounts.
The Company makes its main deliveries in BGN.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 47 of 59
During the reporting period Allterco AD has provided an additional cash contribution to its subsidiary in USD.
The tables below summarize the exchange rate exposure:
December 31, 2022 In
EUR
In
USD
In other
foreign
currency
In
BGN Total
Cash and cash equivalents 4 341 493 603 2 053 7 490
Long-term trade receivables 1 027 - - - 1 027
Other long-term equity instruments - - 830 - 830
Receivables from related parties - 1 843 - 4 006 5 849
Short-term financial assets 173 - - 2 175
Trade receivables 1 037 - 9 - 1 046
TOTAL ASSETS 6 578 2 336 1 442 6 061 16 417
Bank loans 1 615 - - - 1 615
Lease liabilities - - - 17 17
Trade payables 84 - - 74 158
Other liabilities - - - 535 535
TOTAL LIABILITIES 1 699 - - 626 2 325
December 31, 2021 In EUR In
USD
In other
foreign
currency
In
BGN Total
Cash and cash equivalents 2 150 3 055 - 11 229 16 434
Long-term trade receivables 2 054 - - - 2 054
Other long-term equity instruments - - 2 624 - 2 624
Receivables from related parties 1 764 - - 5 1 769
Trade receivables 2 902 - 423 - 3 325
TOTAL ASSETS 8 870 3 055 3 047 11 234 26 206
Bank loans 1 900 - - - 1 900
Trade payables 197 - - 47 244
Other liabilities - - - 665 665
TOTAL LIABILITIES 2 097 - - 712 2 809
Currency sensitivity analysis
The Company is not exposed to currency risk with respect to its euro exposures, since the Bulgarian lev has a
fixed exchange rate against the euro. With respect to its positions in US dollars, it carries a risk, but since they
amount to less than 16% of all currency exposures of the Company, and a large part of them are to related
companies, the management considers this risk to be insignificant, at least at this stage.
In the table below, a sensitivity analysis is presented to the possible changes in the exchange rate BGN/USD
and BGN/NOK (Norwegian krone) and the profit before taxes (through changes in the book values of monetary
assets and liabilities), provided that all other variables are assumed to be constant.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 47 of 59
During the reporting period Allterco AD has provided an additional cash contribution to its subsidiary in USD.
The tables below summarize the exchange rate exposure:
December 31, 2022 In
EUR
In
USD
In other
foreign
currency
In
BGN Total
Cash and cash equivalents 4 341 493 603 2 053 7 490
Long-term trade receivables 1 027 - - - 1 027
Other long-term equity instruments - - 830 - 830
Receivables from related parties - 1 843 - 4 006 5 849
Short-term financial assets 173 - - 2 175
Trade receivables 1 037 - 9 - 1 046
TOTAL ASSETS 6 578 2 336 1 442 6 061 16 417
Bank loans 1 615 - - - 1 615
Lease liabilities - - - 17 17
Trade payables 84 - - 74 158
Other liabilities - - - 535 535
TOTAL LIABILITIES 1 699 - - 626 2 325
December 31, 2021 In EUR In
USD
In other
foreign
currency
In
BGN Total
Cash and cash equivalents 2 150 3 055 - 11 229 16 434
Long-term trade receivables 2 054 - - - 2 054
Other long-term equity instruments - - 2 624 - 2 624
Receivables from related parties 1 764 - - 5 1 769
Trade receivables 2 902 - 423 - 3 325
TOTAL ASSETS 8 870 3 055 3 047 11 234 26 206
Bank loans 1 900 - - - 1 900
Trade payables 197 - - 47 244
Other liabilities - - - 665 665
TOTAL LIABILITIES 2 097 - - 712 2 809
Currency sensitivity analysis
The Company is not exposed to currency risk with respect to its euro exposures, since the Bulgarian lev has a
fixed exchange rate against the euro. With respect to its positions in US dollars, it carries a risk, but since they
amount to less than 16% of all currency exposures of the Company, and a large part of them are to related
companies, the management considers this risk to be insignificant, at least at this stage.
In the table below, a sensitivity analysis is presented to the possible changes in the exchange rate BGN/USD
and BGN/NOK (Norwegian krone) and the profit before taxes (through changes in the book values of monetary
assets and liabilities), provided that all other variables are assumed to be constant.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 48 of 59
Increase/ Decrease
in exchange rate
BGN/ USD
Effect on the
profit before
tax
Increase/
Decrease in
exchange rate
BGN/ NOK
Effect on profit before
tax
% %
2022 +/-1.00% 23 +/-1.00% 14
2021 +/-1.00% 31 +/-1.00% 30
The change in the exchange rate of the Norwegian krone also has an effect on other components of equity.
With a 1% change in the exchange rate, the effect on other capital components, provided that all other variables
are assumed to be constant, would be BGN 8 thousand.
B. Price risk
The Company owns shares that are subject to trading on a regulated market, and during 2021 and 2022 the
Company sold part of its shares. For the remainder of the shares, the Company is exposed to risks of negative
changes on the regulated market in Norway.
As of December 31, 2022, the Company owns 593 536 shares of the capital of Link Mobility Group, which
are traded on regulated market. The value of one share at market close as of 30.12.2022 is NOK 7.52 or the
total value of the owned securities amounts to NOK 4 057 311 (BGN 830 thousand). If the quote changes by
1% the value of the shares will change by NOK 40 573 (BGN 7 thousand).
C. Risk of the interest-bearing cash flows
The Company does not have a significant concentration of interest-bearing assets, except for free cash on
current accounts with banks, therefore the revenues and inflows of operating cash flows are not largely
dependent on changes in market interest rates.
At the same time, the outgoing cash flows of Allterco AD are not exposed to interest rate risk from utilizing a
bank loan and lease, as they are agreed with a fixed interest rate.
Cash on current accounts with banks bear interest at interest rates according to the tariffs of the respective
banks.
The management of the Company currently monitors and analyzes its exposure to changes in market interest
rates. Different refinancing scenarios, renewal of existing interest-bearing positions and alternative financing
are simulated. Calculations are made for significant interest-bearing positions.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 48 of 59
Increase/ Decrease
in exchange rate
BGN/ USD
Effect on the
profit before
tax
Increase/
Decrease in
exchange rate
BGN/ NOK
Effect on profit before
tax
% %
2022 +/-1.00% 23 +/-1.00% 14
2021 +/-1.00% 31 +/-1.00% 30
The change in the exchange rate of the Norwegian krone also has an effect on other components of equity.
With a 1% change in the exchange rate, the effect on other capital components, provided that all other variables
are assumed to be constant, would be BGN 8 thousand.
B. Price risk
The Company owns shares that are subject to trading on a regulated market, and during 2021 and 2022 the
Company sold part of its shares. For the remainder of the shares, the Company is exposed to risks of negative
changes on the regulated market in Norway.
As of December 31, 2022, the Company owns 593 536 shares of the capital of Link Mobility Group, which
are traded on regulated market. The value of one share at market close as of 30.12.2022 is NOK 7.52 or the
total value of the owned securities amounts to NOK 4 057 311 (BGN 830 thousand). If the quote changes by
1% the value of the shares will change by NOK 40 573 (BGN 7 thousand).
C. Risk of the interest-bearing cash flows
The Company does not have a significant concentration of interest-bearing assets, except for free cash on
current accounts with banks, therefore the revenues and inflows of operating cash flows are not largely
dependent on changes in market interest rates.
At the same time, the outgoing cash flows of Allterco AD are not exposed to interest rate risk from utilizing a
bank loan and lease, as they are agreed with a fixed interest rate.
Cash on current accounts with banks bear interest at interest rates according to the tariffs of the respective
banks.
The management of the Company currently monitors and analyzes its exposure to changes in market interest
rates. Different refinancing scenarios, renewal of existing interest-bearing positions and alternative financing
are simulated. Calculations are made for significant interest-bearing positions.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 49 of 59
December 31, 2022 Interest-free
With
floating
interest
%
With fixed
interest % Total
Cash and cash equivalents - - 7 490 7 490
Long term trade receivables 1 027 - - 1 027
Receivables from related parties 4 015 - 1 834 5 849
Trade receivables 1 046 - - 1 046
TOTAL ASSETS 6 088 - 9 324 15 412
Bank loans - - 1 615 1 615
Lease liabilities - - 17 17
Trade payables 158 - - 158
Other liabilities 535 - - 535
TOTAL LIABILITIES 693 - 1 632 2 325
December 31, 2021 Interest-
free
With
floating
interest %
With
fixed
interest %
Total
Cash and cash equivalents - - 16 434 16 434
Long term trade receivables 2 054 - - 2 054
Receivables from related parties 9 - 1 760 1 769
Trade receivables 3 325 - - 3 325
TOTAL ASSETS 5 388 - 18 194 23 582
Bank loans - - 1 900 1 900
Trade payables 244 - - 244
Other liabilities 665 - - 665
TOTAL LIABILITIES 909 - 1 900 2 809
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to meet its obligation and thereby cause
a loss to the other party. The financial assets that potentially expose the Company to credit risk are mainly
receivables from sales of investments. The Company is exposed to credit risk in the event that customers fail
to meet their obligations.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 49 of 59
December 31, 2022 Interest-free
With
floating
interest
%
With fixed
interest % Total
Cash and cash equivalents - - 7 490 7 490
Long term trade receivables 1 027 - - 1 027
Receivables from related parties 4 015 - 1 834 5 849
Trade receivables 1 046 - - 1 046
TOTAL ASSETS 6 088 - 9 324 15 412
Bank loans - - 1 615 1 615
Lease liabilities - - 17 17
Trade payables 158 - - 158
Other liabilities 535 - - 535
TOTAL LIABILITIES 693 - 1 632 2 325
December 31, 2021 Interest-
free
With
floating
interest %
With
fixed
interest %
Total
Cash and cash equivalents - - 16 434 16 434
Long term trade receivables 2 054 - - 2 054
Receivables from related parties 9 - 1 760 1 769
Trade receivables 3 325 - - 3 325
TOTAL ASSETS 5 388 - 18 194 23 582
Bank loans - - 1 900 1 900
Trade payables 244 - - 244
Other liabilities 665 - - 665
TOTAL LIABILITIES 909 - 1 900 2 809
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to meet its obligation and thereby cause
a loss to the other party. The financial assets that potentially expose the Company to credit risk are mainly
receivables from sales of investments. The Company is exposed to credit risk in the event that customers fail
to meet their obligations.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 50 of 59
The financial assets of the Company are concentrated in three groups: cash (cash on hand and at bank
accounts), receivables from clients and additional cash contributions provided to a subsidiary.
Over 99% of trade receivables (short-term and long-term) represent receivables related to the sale of long-term
investments in subsidiaries, part of them are secured. 50.5% of all receivables (short-term and long-term)
represent dividend, due from a subsidiary, whereas 25.9% represent receivable related to the sale of
subsidiaries.
The collection and concentration of receivables is monitored on an ongoing basis, according to the established
policy of the Company. For this purpose, the open positions by clients, as well as the received receipts, are
periodically reviewed by the financial and accounting department and the management, and an analysis of the
unpaid amounts is performed.
The Management follows an internal policy for assessing credit losses. For receivables from related parties
and trade receivables the simplified method is applied, as the percentages are determined on the basis of past
experience.
As of December 31, 2022, the Company reports written-off receivables in the amount of BGN 920 thousand
and reversed impairment of receivables at the amount of BGN 152 thousand.
As of December 31, 2021, receivables amounting to BGN 87 thousand are reported as written-off and
BGN 152 thousand are recognised as impairment of receivables. (Note 5.03).
Company’s exposure to credit risk arising from its financial assets as of December 31, 2022 and December 31,
2021 is presented below:
As of December
31, 2022
As of December
31, 2021
Cash and cash equivalents 7 490 16 434
Long-term trade receivables 1 027 2 054
Receivables from related parties 5 849 1 769
Short-term financial assets 175 -
Trade receivables 1 046 3 325
Total 15 587 23 582
The staging of the financial assets of the Company as of December 31, 2022 and December 31, 2021 is
presented in the table below:
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 50 of 59
The financial assets of the Company are concentrated in three groups: cash (cash on hand and at bank
accounts), receivables from clients and additional cash contributions provided to a subsidiary.
Over 99% of trade receivables (short-term and long-term) represent receivables related to the sale of long-term
investments in subsidiaries, part of them are secured. 50.5% of all receivables (short-term and long-term)
represent dividend, due from a subsidiary, whereas 25.9% represent receivable related to the sale of
subsidiaries.
The collection and concentration of receivables is monitored on an ongoing basis, according to the established
policy of the Company. For this purpose, the open positions by clients, as well as the received receipts, are
periodically reviewed by the financial and accounting department and the management, and an analysis of the
unpaid amounts is performed.
The Management follows an internal policy for assessing credit losses. For receivables from related parties
and trade receivables the simplified method is applied, as the percentages are determined on the basis of past
experience.
As of December 31, 2022, the Company reports written-off receivables in the amount of BGN 920 thousand
and reversed impairment of receivables at the amount of BGN 152 thousand.
As of December 31, 2021, receivables amounting to BGN 87 thousand are reported as written-off and
BGN 152 thousand are recognised as impairment of receivables. (Note 5.03).
Company’s exposure to credit risk arising from its financial assets as of December 31, 2022 and December 31,
2021 is presented below:
As of December
31, 2022
As of December
31, 2021
Cash and cash equivalents 7 490 16 434
Long-term trade receivables 1 027 2 054
Receivables from related parties 5 849 1 769
Short-term financial assets 175 -
Trade receivables 1 046 3 325
Total 15 587 23 582
The staging of the financial assets of the Company as of December 31, 2022 and December 31, 2021 is
presented in the table below:
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 51 of 59
31.12.2022
Stage 1 Stage 2 Stage 3 Total
Financial assets
Cash and cash equivalents 7 490 - - 7 490
Long-term trade receivables 1 027 - - 1 027
Receivables from related parties 5 849 - - 5 849
Short-term financial assets 175 - - 175
Trade receivables 1 046 - - 1 046
Total 15 587 - - 15 587
Booked provisions (ECL) for
financial assets - - - -
Financial assets, net of booked
provisions 15 587 - - 15 587
31.12.2021
Stage 1 Stage 2 Stage 3 Total
Financial assets
Cash and cash equivalents 16 434 - - 16 434
Long-term trade receivables 2 054 - - 2 054
Receivables from related parties 1 769 - - 1 769
Trade receivables - - 3 477 3 477
Total 20 257 - 3 477 23 734
Booked provisions (ECL) for
financial assets - - (152) (152)
Financial assets, net of booked
provisions 20 257 - 3 325 23 582
The changes in the gross carrying amount of the financial assets are presented below:
Gross carrying amount of the financial
assets
Stage 1 -
expected
credit loss for
12 months
period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
Gross carrying amount as of December
31, 2021 20 257 - 3 477 23 734
Changes during the period:
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 - - - -
Transfer from Stage 2 to Stage 3 - - - -
New financial assets 15 096 - - 15 096-
Maturity of financial assets (19 766) - (3 477) (23 243)
Gross carrying amount as of December
31, 2022 15 587 - - 15 587
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
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31.12.2022
Stage 1 Stage 2 Stage 3 Total
Financial assets
Cash and cash equivalents 7 490 - - 7 490
Long-term trade receivables 1 027 - - 1 027
Receivables from related parties 5 849 - - 5 849
Short-term financial assets 175 - - 175
Trade receivables 1 046 - - 1 046
Total 15 587 - - 15 587
Booked provisions (ECL) for
financial assets - - - -
Financial assets, net of booked
provisions 15 587 - - 15 587
31.12.2021
Stage 1 Stage 2 Stage 3 Total
Financial assets
Cash and cash equivalents 16 434 - - 16 434
Long-term trade receivables 2 054 - - 2 054
Receivables from related parties 1 769 - - 1 769
Trade receivables - - 3 477 3 477
Total 20 257 - 3 477 23 734
Booked provisions (ECL) for
financial assets - - (152) (152)
Financial assets, net of booked
provisions 20 257 - 3 325 23 582
The changes in the gross carrying amount of the financial assets are presented below:
Gross carrying amount of the financial
assets
Stage 1 -
expected
credit loss for
12 months
period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
Gross carrying amount as of December
31, 2021 20 257 - 3 477 23 734
Changes during the period:
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 - - - -
Transfer from Stage 2 to Stage 3 - - - -
New financial assets 15 096 - - 15 096-
Maturity of financial assets (19 766) - (3 477) (23 243)
Gross carrying amount as of December
31, 2022 15 587 - - 15 587
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
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Gross carrying amount of the financial
assets
Stage 1 -
expected
credit loss for
12 months
period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
Gross carrying amount as of December
31, 2020 23 999 - - 23 999
Changes during the period:
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 (3 477) - 3 477 -
Transfer from Stage 2 to Stage 3 - - - -
New financial assets 21 638 - - 21 638
Maturity of financial assets (21 903) - - (21 903)
Gross carrying amount as of December
31, 2021 20 257 - 3 477 23 734
The changes in booked ECL provision for financial assets in 2022 and 2021 are presented below:
Stage 1 - expected
credit loss for 12
months period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
ECL provision as of December 31, 2021 - - (152) (152)
Changes during the period: - -
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 - - - -
Transfer from Stage 2 to Stage 3 - - - -
New financial assets - - - -
Maturity of financial assets - 152 152
ECL provision as of December 31, 2022 - - - -
Stage 1 - expected
credit loss for 12
months period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
ECL provision as of December 31, 2020 - - - -
Changes during the period: -
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 - - (152) (152)
Transfer from Stage 2 to Stage 3 - - - -
New financial assets - - - -
Maturity of financial assets - - - -
ECL provision as of December 31, 2021 - - (152) (152)
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
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Gross carrying amount of the financial
assets
Stage 1 -
expected
credit loss for
12 months
period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
Gross carrying amount as of December
31, 2020 23 999 - - 23 999
Changes during the period:
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 (3 477) - 3 477 -
Transfer from Stage 2 to Stage 3 - - - -
New financial assets 21 638 - - 21 638
Maturity of financial assets (21 903) - - (21 903)
Gross carrying amount as of December
31, 2021 20 257 - 3 477 23 734
The changes in booked ECL provision for financial assets in 2022 and 2021 are presented below:
Stage 1 - expected
credit loss for 12
months period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
ECL provision as of December 31, 2021 - - (152) (152)
Changes during the period: - -
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 - - - -
Transfer from Stage 2 to Stage 3 - - - -
New financial assets - - - -
Maturity of financial assets - 152 152
ECL provision as of December 31, 2022 - - - -
Stage 1 - expected
credit loss for 12
months period
Stage 2 -
expected
credit loss for
the period of
the financial
asset life
Stage 3 -
expected
credit loss for
the period of
the financial
asset life
TOTAL
ECL provision as of December 31, 2020 - - - -
Changes during the period: -
Transfer from Stage 1 to Stage 2 - - - -
Transfer from Stage 1 to Stage 3 - - (152) (152)
Transfer from Stage 2 to Stage 3 - - - -
New financial assets - - - -
Maturity of financial assets - - - -
ECL provision as of December 31, 2021 - - (152) (152)
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
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Liquidity risk
The liquidity risk is expressed in the negative situation that the Company will not be able to meet
unconditionally all its obligations, according to their maturity.
It pursues a conservative liquidity management policy, through which it constantly maintains an optimal
liquidity reserve of monetary funds and a good ability to finance its business activities.
In order to control the risk, the Company monitors the timely payment of the incurred liabilities.
The Company monitors and controls the actual and projected cash flows for periods ahead and maintains a
balance between the maturity limits of the assets and liabilities of the Company. Currently, the maturity and
timely execution of payments is monitored by the finance and accounting department, maintaining daily
information on available cash and upcoming payments.
December 31, 2021 to 1 m. 1-3 m. 3-6 m. 6-12 m. 1-2 y. 2-5 y. over 5 y. Without
maturity total
Cash and cash
equivalents - - - - - - - 16 434 16 434
Long-term trade
receivables - - - - 1 027 1 027 - - 2 054
Receivables from
related companies - 9 - 1 760 - - - - 1 769
Trade receivables 4 419 - 2 902 - - - - 3 325
TOTAL ASSETS 4 428 - 4 662 1 027 1 027 - 16 434 23 582
Bank loans 23 47 71 143 298 936 382 - 1 900
Trade payables 82 87 25 50 - - - - 244
Other liabilities 10 20 30 605 - - - - 665
TOTAL
LIABILITIES 115 154 126 798 298 936 382 - 2 809
December 31, 2022 to 1 m. 1-3 m. 3-6 m. 6-12 m. 1-2 y. 2-5 y. over 5 y. Without
maturity total
Cash and cash
equivalents - - - - - - - 7 490 7 490
Long-term trade
receivables - - - - 1 027 - - - 1 027
Receivables from
related companies - 5 4 010 1 834 - - - - 5 849
Trade receivables - 19 1 027 - - - - - 1 046
TOTAL ASSETS - 24 5 037 1 834 1 027 - - 7 490 15 412
Bank loans 24 48 73 148 302 961 59 - 1 615
Lease liabilities 1 3 4 9 - - - - 17
Trade payables 119 39 - - - - - - 158
Other liabilities - - - 535 - - - - 535
TOTAL
LIABILITIES 144 90 77 692 302 961 59 0 2 325
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 53 of 59
Liquidity risk
The liquidity risk is expressed in the negative situation that the Company will not be able to meet
unconditionally all its obligations, according to their maturity.
It pursues a conservative liquidity management policy, through which it constantly maintains an optimal
liquidity reserve of monetary funds and a good ability to finance its business activities.
In order to control the risk, the Company monitors the timely payment of the incurred liabilities.
The Company monitors and controls the actual and projected cash flows for periods ahead and maintains a
balance between the maturity limits of the assets and liabilities of the Company. Currently, the maturity and
timely execution of payments is monitored by the finance and accounting department, maintaining daily
information on available cash and upcoming payments.
December 31, 2021 to 1 m. 1-3 m. 3-6 m. 6-12 m. 1-2 y. 2-5 y. over 5 y. Without
maturity total
Cash and cash
equivalents - - - - - - - 16 434 16 434
Long-term trade
receivables - - - - 1 027 1 027 - - 2 054
Receivables from
related companies - 9 - 1 760 - - - - 1 769
Trade receivables 4 419 - 2 902 - - - - 3 325
TOTAL ASSETS 4 428 - 4 662 1 027 1 027 - 16 434 23 582
Bank loans 23 47 71 143 298 936 382 - 1 900
Trade payables 82 87 25 50 - - - - 244
Other liabilities 10 20 30 605 - - - - 665
TOTAL
LIABILITIES 115 154 126 798 298 936 382 - 2 809
December 31, 2022 to 1 m. 1-3 m. 3-6 m. 6-12 m. 1-2 y. 2-5 y. over 5 y. Without
maturity total
Cash and cash
equivalents - - - - - - - 7 490 7 490
Long-term trade
receivables - - - - 1 027 - - - 1 027
Receivables from
related companies - 5 4 010 1 834 - - - - 5 849
Trade receivables - 19 1 027 - - - - - 1 046
TOTAL ASSETS - 24 5 037 1 834 1 027 - - 7 490 15 412
Bank loans 24 48 73 148 302 961 59 - 1 615
Lease liabilities 1 3 4 9 - - - - 17
Trade payables 119 39 - - - - - - 158
Other liabilities - - - 535 - - - - 535
TOTAL
LIABILITIES 144 90 77 692 302 961 59 0 2 325
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 54 of 59
Capital risk management
With the capital management the Company aims to create and maintain opportunities for it to continue to
operate as a going concern and to ensure the appropriate return on investment of shareholders, and to maintain
optimal capital structure, to reduce capital expenses.
The Company currently monitors the security and capital structure based on the debt ratio. This ratio is
calculated between the net debt capital and the total amount of capital. Net debt capital is defined as the
difference between all borrowings (current and non-current) as stated in the statement of financial position and
the cash and cash equivalents. The total amount of capital is equal to the equity and net debt capital.
The table below presents the debt ratios based on the capital structure:
December 31,
2022
December 31,
2021
Total debt capital 2 443 2 835
Less: cash and cash equivalents 7 490 16 434
Net debt capital (5 047) (13 599)
Total equity 28 496 31 401
Total capital 23 449 17 802
Debt ratio 0.00% 0.00%
As the cash is larger than the debt capital, the Company has no indebtedness.
10. Fair values
For the purposes of disclosing fair value, the Company determines different classes of assets and liabilities
depending on their nature, characteristics and risk and the respective level of the fair value hierarchy specified
in item 3.11 from the Notes to the separate financial statements.
The Company's management has determined that the book values of cash and cash equivalents, receivables
from related companies and other trade receivables approximate their fair values due to the short-term nature
of these financial instruments.
The attached table shows the book values and fair values of financial assets and liabilities, including their
levels in the fair value hierarchy. Fair value information is not included if the book value is reasonably close
to the fair value.
The table below presents the hierarchy of the fair value of the Company's assets and liabilities in accordance
with IFRS 13:
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 54 of 59
Capital risk management
With the capital management the Company aims to create and maintain opportunities for it to continue to
operate as a going concern and to ensure the appropriate return on investment of shareholders, and to maintain
optimal capital structure, to reduce capital expenses.
The Company currently monitors the security and capital structure based on the debt ratio. This ratio is
calculated between the net debt capital and the total amount of capital. Net debt capital is defined as the
difference between all borrowings (current and non-current) as stated in the statement of financial position and
the cash and cash equivalents. The total amount of capital is equal to the equity and net debt capital.
The table below presents the debt ratios based on the capital structure:
December 31,
2022
December 31,
2021
Total debt capital 2 443 2 835
Less: cash and cash equivalents 7 490 16 434
Net debt capital (5 047) (13 599)
Total equity 28 496 31 401
Total capital 23 449 17 802
Debt ratio 0.00% 0.00%
As the cash is larger than the debt capital, the Company has no indebtedness.
10. Fair values
For the purposes of disclosing fair value, the Company determines different classes of assets and liabilities
depending on their nature, characteristics and risk and the respective level of the fair value hierarchy specified
in item 3.11 from the Notes to the separate financial statements.
The Company's management has determined that the book values of cash and cash equivalents, receivables
from related companies and other trade receivables approximate their fair values due to the short-term nature
of these financial instruments.
The attached table shows the book values and fair values of financial assets and liabilities, including their
levels in the fair value hierarchy. Fair value information is not included if the book value is reasonably close
to the fair value.
The table below presents the hierarchy of the fair value of the Company's assets and liabilities in accordance
with IFRS 13:
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 55 of 59
December 31, 2022 Book value Level 1 Level 2 Level 3
Financial assets
Long-term trade receivables 1 027 - 988 -
Other long - term capital investments 830 830 - -
Cash and cash equivalents 7 490 - 7 490 -
Receivables from related companies 5 849 - - -
Short-term financial assets 175 - - -
Trade receivables 1 046 - - -
Total 16 417 830 8 478 -
Financial liabilities
Bank loans 1 615 - 1 491 -
Lease liabilities 17 - 17 -
Trade payables 158 - - -
Other liabilities 535 - - -
Total: 2 325 - 1 508 -
December 31, 2021 Book value Level 1 Level 2 Level 3
Financial assets
Long-term trade receivables 2 054 - 1 946 -
Other long - term capital investments 2 624 2 624 - -
Cash and cash equivalents 16 434 - 16 434 -
Receivables from related companies 1 769 - - -
Trade receivables 3 325 - - -
Total 26 206 2 624 18 380 -
Financial liabilities
Bank loans 1 900 - 1 727 -
Trade payables 244 - - -
Other liabilities 665 - - -
Total: 2 809 - 1 727 -
The fair value of the financial liabilities included in Level 2 in the table above was determined in accordance
with the generally accepted valuation model based on discounted cash flows, the interest rate on the loan was
used as a discount factor.
The fair value of receivables from related companies, trade receivables, short-term financial assets, trade
payables and other liabilities approximates their carrying amount as these assets/liabilities are short-term in
nature and there are not subject to effects, that lead to different fair value.
The fair value of financial assets included in Level 1 is determined using the market quotation for the price of
the asset at the reporting date.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 55 of 59
December 31, 2022 Book value Level 1 Level 2 Level 3
Financial assets
Long-term trade receivables 1 027 - 988 -
Other long - term capital investments 830 830 - -
Cash and cash equivalents 7 490 - 7 490 -
Receivables from related companies 5 849 - - -
Short-term financial assets 175 - - -
Trade receivables 1 046 - - -
Total 16 417 830 8 478 -
Financial liabilities
Bank loans 1 615 - 1 491 -
Lease liabilities 17 - 17 -
Trade payables 158 - - -
Other liabilities 535 - - -
Total: 2 325 - 1 508 -
December 31, 2021 Book value Level 1 Level 2 Level 3
Financial assets
Long-term trade receivables 2 054 - 1 946 -
Other long - term capital investments 2 624 2 624 - -
Cash and cash equivalents 16 434 - 16 434 -
Receivables from related companies 1 769 - - -
Trade receivables 3 325 - - -
Total 26 206 2 624 18 380 -
Financial liabilities
Bank loans 1 900 - 1 727 -
Trade payables 244 - - -
Other liabilities 665 - - -
Total: 2 809 - 1 727 -
The fair value of the financial liabilities included in Level 2 in the table above was determined in accordance
with the generally accepted valuation model based on discounted cash flows, the interest rate on the loan was
used as a discount factor.
The fair value of receivables from related companies, trade receivables, short-term financial assets, trade
payables and other liabilities approximates their carrying amount as these assets/liabilities are short-term in
nature and there are not subject to effects, that lead to different fair value.
The fair value of financial assets included in Level 1 is determined using the market quotation for the price of
the asset at the reporting date.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
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11. Correction of errors and restatements
In 2022 the Company identifies short-term payables to suppliers and administrative expenses not recognized
in the correct reporting period. The transactions occurred in 2021 when the expenses and payables have arisen
but they have not been reflected in the separate financial statements for 2021. The errors are corrected by
restating the affected items in the financial statements for prior periods.
The following tables summarize the effects on the Company’s separate financial statements:
December 31,
2021 Restatement
Restated statement
of financial position
December 31, 2021
ASSETS
Non-current assets
Intangible assets 5 - 5
Investments in subsidiaries 7 936 - 7 936
Investments in associates 8 - 8
Other equity investments 2 624 - 2 624
Trade receivables 2 054 - 2 054
Deferred tax assets 18 - 18
Total non-current assets 12 645 - 12 645
Current assets
Receivables from related parties 1 769 - 1 769
Trade receivables 3 325 - 3 325
Other receivables 38 - 38
Cash and cash equivalents 16 434 - 16 434
Prepaid expenses 25 - 25
Total current assets 21 591 - 21 591
TOTAL ASSETS 34 236 - 34 236
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 56 of 59
11. Correction of errors and restatements
In 2022 the Company identifies short-term payables to suppliers and administrative expenses not recognized
in the correct reporting period. The transactions occurred in 2021 when the expenses and payables have arisen
but they have not been reflected in the separate financial statements for 2021. The errors are corrected by
restating the affected items in the financial statements for prior periods.
The following tables summarize the effects on the Company’s separate financial statements:
December 31,
2021 Restatement
Restated statement
of financial position
December 31, 2021
ASSETS
Non-current assets
Intangible assets 5 - 5
Investments in subsidiaries 7 936 - 7 936
Investments in associates 8 - 8
Other equity investments 2 624 - 2 624
Trade receivables 2 054 - 2 054
Deferred tax assets 18 - 18
Total non-current assets 12 645 - 12 645
Current assets
Receivables from related parties 1 769 - 1 769
Trade receivables 3 325 - 3 325
Other receivables 38 - 38
Cash and cash equivalents 16 434 - 16 434
Prepaid expenses 25 - 25
Total current assets 21 591 - 21 591
TOTAL ASSETS 34 236 - 34 236
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 57 of 59
December 31,
2021 Restatement
Restated statement
of financial position
December 31, 2021
LIABILITIES
Non-current liabilities
Bank loans 1 615 - 1 615
Total non-current liabilities 1 615 - 1 615
Current liabilities
Bank loans 285 - 285
Trade payables 174 70 244
Payables to employees and social
security obligations 22 - 22
Tax payables 4 - 4
Other liabilities 665 - 665
Total current liabilities 1 150 - 1 220
TOTAL LIABILITIES 2 765 70 2 835
EQUITY
Share capital 18 000 - 18 000
Retained earnings 5 232 (70) 5 162
Legal reserves 1 800 - 1 800
Premium reserve 5 403 - 5 403
Revaluation reserve 1 036 - 1 036
TOTAL EQUITY 31 471 (70) 31 401
TOTAL EQUITY AND
LIABILITIES 34 236 - 34 236
Before
restatement Restatement Restated
Profit from operating activity 3 456 (70) 3 386
Profit before tax 3 691 (70) 3 621
Net profit 3 270 (70) 3 200
Total comprehensive income for the period (303) (70) (373)
12. Events after the end of the reporting period
On January 4, 2023 Allterco AD announced the completion of phase I of the acquisition of the Slovenian IoT
provider GOAP Računalniški inženiring in avtomatizacija procesov d.o.o. Nova Gorica, („GOAP”)
representing the acquisition of 60% of acquiree’s equity. The transaction is subject to share purchase
agreements ("SPA"), which have been signed with all four GOAP shareholders. The total transaction price for
phase I amounts to EUR 2 million.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 57 of 59
December 31,
2021 Restatement
Restated statement
of financial position
December 31, 2021
LIABILITIES
Non-current liabilities
Bank loans 1 615 - 1 615
Total non-current liabilities 1 615 - 1 615
Current liabilities
Bank loans 285 - 285
Trade payables 174 70 244
Payables to employees and social
security obligations 22 - 22
Tax payables 4 - 4
Other liabilities 665 - 665
Total current liabilities 1 150 - 1 220
TOTAL LIABILITIES 2 765 70 2 835
EQUITY
Share capital 18 000 - 18 000
Retained earnings 5 232 (70) 5 162
Legal reserves 1 800 - 1 800
Premium reserve 5 403 - 5 403
Revaluation reserve 1 036 - 1 036
TOTAL EQUITY 31 471 (70) 31 401
TOTAL EQUITY AND
LIABILITIES 34 236 - 34 236
Before
restatement Restatement Restated
Profit from operating activity 3 456 (70) 3 386
Profit before tax 3 691 (70) 3 621
Net profit 3 270 (70) 3 200
Total comprehensive income for the period (303) (70) (373)
12. Events after the end of the reporting period
On January 4, 2023 Allterco AD announced the completion of phase I of the acquisition of the Slovenian IoT
provider GOAP Računalniški inženiring in avtomatizacija procesov d.o.o. Nova Gorica, („GOAP”)
representing the acquisition of 60% of acquiree’s equity. The transaction is subject to share purchase
agreements ("SPA"), which have been signed with all four GOAP shareholders. The total transaction price for
phase I amounts to EUR 2 million.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 58 of 59
The remaining 40% of the equity of GOAP, owned by the three owners – individuals, are subject to an options
contract, which was signed along with the acquisition agreements. Under the options contract Allterco AD has
an unconditional option to purchase (call option), whereas the sellers – conditional option to sell (put option)
two packages of company shares (the exercise of any of the sellers’ options is subject to achieving in the period
2023-2025 of specific minimum criteria for KPI, EBITDA and revenue). One of the options is for the
acquisition of 16%, whereas the other is for the acquisition of 24% of the equity of GOAP. The total price for
the shares upon exercise of the options depends on the extent of realization of the conditions for this and may
vary between EUR 699 999.70 (BGN 1 369 080.41) and EUR 3 449 998.60 (BGN 6 747 610.76).
The transactions have been concluded in accordance with the decision of the General meeting of the
shareholders of Allterco AD in December 2022. By the acquisition Allterco AD intends to expand its
technological portfolio and thus expand the offering of products both for customers and professional users.
On January 16, 2023 Allterco AD disclosed that based on preliminary data for the financial results on
consolidated basis by the end of the fourth quarter of 2022, Allterco AD reported an annual increase of 56.1%
of the consolidated annual sales revenue of devices (including related services) for 2022, which amounts to
EUR 47.5 million (BGN 92.9 million). Sales revenue of devices for home automation with the Shelly brand
increased by 60.0%, reaching up to EUR 45.2 million (BGN 88.4 million), followed by the revenue from sales
of devices for tracking MyKi, which increased by 20.6% up to EUR 2.2 million (BGN 4.3 million). With this
sales revenue Allterco AD exceeds the forecast for 2022 sales revenue amounting to EUR 45-46 million.
On the grounds of art. 114a, para. 9 of the Public Offering of Securities Act (POSA) on 23.03.2023, Allterco
AD announced that in connection with request for approval received under art. 114, par. 3 POSA, the Board
of Directors of Allterco AD has approved and the public company has granted to the subsidiary GOAP a loan
amounting to EUR 500 000 under the following conditions: repayment period 31.12.2029, interest – according
to the statistical data published by the Bulgarian National Bank on "Interest rates and volumes on loan balances
other than overdrafts, for non- financial corporations sector (in EUR for a period of more than 5 years)”.
The loan provided is a special purpose loan and the funds provided under this loan should be used for: (i)
repayment of amounts due under loans of the company provided by minority shareholders before acquisition,
(ii) remuneration payments to key personnel; (iii) payments to suppliers and financing of working capital for
the normal continuation of commercial activity in accordance with the approved GOAP budget and business
plan; (iv) repayment of the loan granted to GOAP by Bank Nova KBM d.d. before the acquisition or provision
of a guarantee in exchange for the guarantee provided by the GOAP Manager, Mr. Leon Krali.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 58 of 59
The remaining 40% of the equity of GOAP, owned by the three owners – individuals, are subject to an options
contract, which was signed along with the acquisition agreements. Under the options contract Allterco AD has
an unconditional option to purchase (call option), whereas the sellers – conditional option to sell (put option)
two packages of company shares (the exercise of any of the sellers’ options is subject to achieving in the period
2023-2025 of specific minimum criteria for KPI, EBITDA and revenue). One of the options is for the
acquisition of 16%, whereas the other is for the acquisition of 24% of the equity of GOAP. The total price for
the shares upon exercise of the options depends on the extent of realization of the conditions for this and may
vary between EUR 699 999.70 (BGN 1 369 080.41) and EUR 3 449 998.60 (BGN 6 747 610.76).
The transactions have been concluded in accordance with the decision of the General meeting of the
shareholders of Allterco AD in December 2022. By the acquisition Allterco AD intends to expand its
technological portfolio and thus expand the offering of products both for customers and professional users.
On January 16, 2023 Allterco AD disclosed that based on preliminary data for the financial results on
consolidated basis by the end of the fourth quarter of 2022, Allterco AD reported an annual increase of 56.1%
of the consolidated annual sales revenue of devices (including related services) for 2022, which amounts to
EUR 47.5 million (BGN 92.9 million). Sales revenue of devices for home automation with the Shelly brand
increased by 60.0%, reaching up to EUR 45.2 million (BGN 88.4 million), followed by the revenue from sales
of devices for tracking MyKi, which increased by 20.6% up to EUR 2.2 million (BGN 4.3 million). With this
sales revenue Allterco AD exceeds the forecast for 2022 sales revenue amounting to EUR 45-46 million.
On the grounds of art. 114a, para. 9 of the Public Offering of Securities Act (POSA) on 23.03.2023, Allterco
AD announced that in connection with request for approval received under art. 114, par. 3 POSA, the Board
of Directors of Allterco AD has approved and the public company has granted to the subsidiary GOAP a loan
amounting to EUR 500 000 under the following conditions: repayment period 31.12.2029, interest – according
to the statistical data published by the Bulgarian National Bank on "Interest rates and volumes on loan balances
other than overdrafts, for non- financial corporations sector (in EUR for a period of more than 5 years)”.
The loan provided is a special purpose loan and the funds provided under this loan should be used for: (i)
repayment of amounts due under loans of the company provided by minority shareholders before acquisition,
(ii) remuneration payments to key personnel; (iii) payments to suppliers and financing of working capital for
the normal continuation of commercial activity in accordance with the approved GOAP budget and business
plan; (iv) repayment of the loan granted to GOAP by Bank Nova KBM d.d. before the acquisition or provision
of a guarantee in exchange for the guarantee provided by the GOAP Manager, Mr. Leon Krali.
ALLTERCO AD
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 59 of 59
After the end of the reporting period, Allterco AD has entered into a non-binding Term Sheet investment
agreement on the essential parameters of an investment in Ground Solutions Group AD through participation
in the capital increase and subscription of new preferred shares in the capital of its subsidiary Corner Solutions
EOOD (the "Investment"), and namely - 625 new preferred company shares, representing 10% of the capital
of "Corner Solutions" EOOD after the increase, against a price of EUR 100,000. The investment will be carried
out jointly with Vitosha Venture Partners - Fund I KD, UIC: 206223492. Parties to the Term Sheet agreement
are Vitosha Venture Partners - Fund I KD, UIC: 206223492, Ground Solutions Group AD, UIC: 206606897,
Corner Solutions EOOD and three individuals holding 100% of the capital of Ground Solutions Group AD.
The conclusion of an Investment Agreement is subject to further negotiations between the parties. No
interested parties are involved in the transaction.
No other significant events have occurred after the reporting period, which require adjustments or disclosures
in the Company’s separate financial statements for the year ended December 31, 2022.
NOTES TO THE SEPARATE FINANCUAL STATEMENTS (CONTINUED) UIC 201047670
This document is a translation of the original Bulgarian text, in case of divergence the Bulgarian text shall prevail. Page. 59 of 59
After the end of the reporting period, Allterco AD has entered into a non-binding Term Sheet investment
agreement on the essential parameters of an investment in Ground Solutions Group AD through participation
in the capital increase and subscription of new preferred shares in the capital of its subsidiary Corner Solutions
EOOD (the "Investment"), and namely - 625 new preferred company shares, representing 10% of the capital
of "Corner Solutions" EOOD after the increase, against a price of EUR 100,000. The investment will be carried
out jointly with Vitosha Venture Partners - Fund I KD, UIC: 206223492. Parties to the Term Sheet agreement
are Vitosha Venture Partners - Fund I KD, UIC: 206223492, Ground Solutions Group AD, UIC: 206606897,
Corner Solutions EOOD and three individuals holding 100% of the capital of Ground Solutions Group AD.
The conclusion of an Investment Agreement is subject to further negotiations between the parties. No
interested parties are involved in the transaction.
No other significant events have occurred after the reporting period, which require adjustments or disclosures
in the Company’s separate financial statements for the year ended December 31, 2022.
Deloitte Audit OOD
UIC 121145199
103, Al. Stambolijski Blvd.
Sofia 1303
Bulgaria
Tel: +359 (2) 80 23 300
Fax: +359 (2) 80 23 350
www.deloitte.bg
Делойт Одит ООД
ЕИК 121145199
бул.”Ал.Стамболийски” 103
София 1303
България
Tел : +359 (2) 80 23 300
Факс : +359 (2) 80 23 350
www.deloitte.bg
Делойт се отнася към едно или повече дружества - членове на Делойт Туш Томацу Лимитид („ДТТЛ“ ), както и към глобалната мрежа от дружества – членове и
свързаните с тях дружества (заедно наричани „организацията на Делойт). ДТТЛ (наричано също “Делойт Глобъл“) и всяко дружество– член и неговите свързани
дружества са юридически самостоятелни и независими лица, които не могат да поемат задължения или да се обвързват взаимно по отношение на трети страни. ДТТЛ
и всяко дружество член на ДТТЛ и свързаните с него дружества са отговорни единствено и само за своите собствени действия и бездействия, но не и за тези на
останалите. ДТТЛ не предоставя услуги на клиенти. Моля, посетете www.deloitte.com/about, за да научите повече.
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited (“DTTL”), its global network of member firms, and their related entities (collectively, the “Deloitte organization”).
DTTL (also referred to as “Deloitte Global”) and each of its member firms and related entities are legally separate and independent entities, which cannot obligate or bind each
other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of each other. DTTL does not
provide services to clients. Please see www.deloitte.com/about to learn more.
This document is a translation of the original Bulgarian text,
in case of divergence the Bulgarian text shall prevail.
INDEPENDENT AUDITOR’S REPORT
To the shareholders of Allterco AD
REPORT ON THE AUDIT OF THE SEPARATE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying separate financial statements of Allterco AD (the “Company”), which
comprise the separate statement of financial position as at December 31, 2022, and the separate statement of
of 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, including significant accounting
policies and other explanatory information.
In our opinion, the accompanying separate financial statements present fairly, in all material respects, the
separate financial position of the Company as at December 31, 2022, and its separate financial performance
and its separate cash flows for the year then ended in accordance with International Financial Reporting
Standards ("IFRS"), 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)
of the International Ethics Standards Board for Accountants (IESBA Code) together with the ethical
requirements of the Independent Financial Audit Act (IFAA) that are relevant to our audit of the separate
financial statements in Bulgaria, and we have fulfilled our other ethical responsibilities in accordance with
the IESBA Code and the requirements of IFAA. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
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.
We have identified that there are no key audit matters to communicate in our report.
Other matter
The separate financial statements of the Company for the year ended December 31, 2021, were audited by
another auditor who expressed an unmodified opinion on those statements on March 25, 2022.
UIC 121145199
103, Al. Stambolijski Blvd.
Sofia 1303
Bulgaria
Tel: +359 (2) 80 23 300
Fax: +359 (2) 80 23 350
www.deloitte.bg
Делойт Одит ООД
ЕИК 121145199
бул.”Ал.Стамболийски” 103
София 1303
България
Tел : +359 (2) 80 23 300
Факс : +359 (2) 80 23 350
www.deloitte.bg
Делойт се отнася към едно или повече дружества - членове на Делойт Туш Томацу Лимитид („ДТТЛ“ ), както и към глобалната мрежа от дружества – членове и
свързаните с тях дружества (заедно наричани „организацията на Делойт). ДТТЛ (наричано също “Делойт Глобъл“) и всяко дружество– член и неговите свързани
дружества са юридически самостоятелни и независими лица, които не могат да поемат задължения или да се обвързват взаимно по отношение на трети страни. ДТТЛ
и всяко дружество член на ДТТЛ и свързаните с него дружества са отговорни единствено и само за своите собствени действия и бездействия, но не и за тези на
останалите. ДТТЛ не предоставя услуги на клиенти. Моля, посетете www.deloitte.com/about, за да научите повече.
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited (“DTTL”), its global network of member firms, and their related entities (collectively, the “Deloitte organization”).
DTTL (also referred to as “Deloitte Global”) and each of its member firms and related entities are legally separate and independent entities, which cannot obligate or bind each
other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of each other. DTTL does not
provide services to clients. Please see www.deloitte.com/about to learn more.
This document is a translation of the original Bulgarian text,
in case of divergence the Bulgarian text shall prevail.
INDEPENDENT AUDITOR’S REPORT
To the shareholders of Allterco AD
REPORT ON THE AUDIT OF THE SEPARATE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying separate financial statements of Allterco AD (the “Company”), which
comprise the separate statement of financial position as at December 31, 2022, and the separate statement of
of 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, including significant accounting
policies and other explanatory information.
In our opinion, the accompanying separate financial statements present fairly, in all material respects, the
separate financial position of the Company as at December 31, 2022, and its separate financial performance
and its separate cash flows for the year then ended in accordance with International Financial Reporting
Standards ("IFRS"), 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)
of the International Ethics Standards Board for Accountants (IESBA Code) together with the ethical
requirements of the Independent Financial Audit Act (IFAA) that are relevant to our audit of the separate
financial statements in Bulgaria, and we have fulfilled our other ethical responsibilities in accordance with
the IESBA Code and the requirements of IFAA. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
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.
We have identified that there are no key audit matters to communicate in our report.
Other matter
The separate financial statements of the Company for the year ended December 31, 2021, were audited by
another auditor who expressed an unmodified opinion on those statements on March 25, 2022.
2
Information Other than the separate financial statements and Auditor’s Report Thereon
The Board of Directors of the Company (the Management) is responsible for the other information. The other
information comprises the annual report on activities, the corporate governance statement and report on the
implementation of the remuneration policy, prepared by the management in accordance with Chapter Seven
of the Accountancy Act, but does not include the separate financial statements and our auditor’s report
thereon.
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 it is not specifically stated in our auditor’s report and to
the extent it is specifically 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 our knowledge obtained in the audit or otherwise 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 as adopted by the EU, and for such internal control as management determines is
necessary to enable the preparation of separate 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.
The Audit Committee of the Company (Those charged with governance) is responsible for overseeing 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 separate
financial statements.
As part of an 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 resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
Information Other than the separate financial statements and Auditor’s Report Thereon
The Board of Directors of the Company (the Management) is responsible for the other information. The other
information comprises the annual report on activities, the corporate governance statement and report on the
implementation of the remuneration policy, prepared by the management in accordance with Chapter Seven
of the Accountancy Act, but does not include the separate financial statements and our auditor’s report
thereon.
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 it is not specifically stated in our auditor’s report and to
the extent it is specifically 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 our knowledge obtained in the audit or otherwise 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 as adopted by the EU, and for such internal control as management determines is
necessary to enable the preparation of separate 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.
The Audit Committee of the Company (Those charged with governance) is responsible for overseeing 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 separate
financial statements.
As part of an 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 resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
3
• 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
Reporting in relation to the compliance with the electronic format of the separate financial statements,
included in the annual separate financial report on activities under Art. 100m, para 4 of the Public
Offering of Securities Act (POSA) with the requirements of the ESEF Regulation
In addition to our reporting responsibilities according to ISAs described in the section above “Auditor’s
Responsibilities for the Audit of the separate financial statements ”, we performed the procedures in
accordance with the "Guidelines on the issuing of audit opinion with respect to the application of the
European Single Electronic Format (ESEF) to the financial statements of companies which securities are
admitted to trading on a regulated market in the European Union (EU)" by the Professional Organization of
the Registered Auditors in Bulgaria - Institute of Certified Public Accountants (ICPA). These procedures are
related to the verification of the structure and whether the human readable part of this electronic format
corresponds to the audited separate financial statements and issuing an opinion on the compliance of the
electronic format of the separate financial statements of Allterco AD for the year ending on December 31,
2022, attached in the electronic file "8945007IDGKD0KZ4HD95-20221231-EN-SEP.xhtml.zip", with the
requirements of the Commission Delegated Regulation (EU) 2019/815 from 17 December 2018
supplementing Directive 2004/109 / EC of the European Parliament and of the Council by means of
regulatory technical standards to define the European Single Electronic Format for reporting ("ESEF
Regulation"). Based on these requirements, the electronic format of the separate financial statements
included in the annual financial report on activities under Art. 100m, para. 4 of POSA, should be presented
in XHTML format.
• 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
Reporting in relation to the compliance with the electronic format of the separate financial statements,
included in the annual separate financial report on activities under Art. 100m, para 4 of the Public
Offering of Securities Act (POSA) with the requirements of the ESEF Regulation
In addition to our reporting responsibilities according to ISAs described in the section above “Auditor’s
Responsibilities for the Audit of the separate financial statements ”, we performed the procedures in
accordance with the "Guidelines on the issuing of audit opinion with respect to the application of the
European Single Electronic Format (ESEF) to the financial statements of companies which securities are
admitted to trading on a regulated market in the European Union (EU)" by the Professional Organization of
the Registered Auditors in Bulgaria - Institute of Certified Public Accountants (ICPA). These procedures are
related to the verification of the structure and whether the human readable part of this electronic format
corresponds to the audited separate financial statements and issuing an opinion on the compliance of the
electronic format of the separate financial statements of Allterco AD for the year ending on December 31,
2022, attached in the electronic file "8945007IDGKD0KZ4HD95-20221231-EN-SEP.xhtml.zip", with the
requirements of the Commission Delegated Regulation (EU) 2019/815 from 17 December 2018
supplementing Directive 2004/109 / EC of the European Parliament and of the Council by means of
regulatory technical standards to define the European Single Electronic Format for reporting ("ESEF
Regulation"). Based on these requirements, the electronic format of the separate financial statements
included in the annual financial report on activities under Art. 100m, para. 4 of POSA, should be presented
in XHTML format.
4
The Management of the Company is responsible for the application of the requirements of the ESEF
Regulation in preparing the electronic format of the separate financial statements in XHTML.
Our report covers only the electronic format of the separate financial statements, attached in the electronic
file "8945007IDGKD0KZ4HD95-20221231-EN-SEP.xhtml.zip" and does not cover the other information,
included in the annual separate financial report on activities under Art. 100m, para. 4 of the POSA.
Based on the procedures performed in our opinion, the electronic format of the separate financial statements
of the Company for the year ended December 31, 2022, contained in the attached electronic file
"8945007IDGKD0KZ4HD95-20221231-EN-SEP.xhtml.zip", has been prepared in all material respects in
accordance with the requirements of the ESEF Regulation.
Additional matters, required to be reported by the Accountancy Act and Public Offering of Securities
Act
In addition to our reporting responsibilities according to ISAs described in section “Information Other than
the separate financial statements and Auditor’s Report Thereon”, with respect to the annual report on
activities, the corporate governance statement and report on the implementation of the remuneration policy,
we have also performed the procedures, together with the required under ISA, in accordance with the
"Guidelines regarding new extended reports and communication by the auditor" of the Professional
Organization of Registered Auditors in Bulgaria - Institute of Certified Public Accountants (ICPA). These
procedures include tests over the existence, form and content of the other information in order to assist us in
forming an opinion as to whether the other information includes the disclosures and reporting as required by
Chapter Seven of the Accountancy Act and the Public Offering of Securities Act (Art. 100m, paragraph 10
of POSA in relation to Art. 100m, paragraph 8, p. 3 and 4 of POSA, as well as Art. 100m, paragraph 13 of
POSA in relation to Art. 116c, paragraph 1 of POSA), applicable in Bulgaria.
Opinion under Art. 37, paragraph 6 of the Accountancy Act
Based on the procedures performed, in our opinion:
• The information included in the annual report on the activities for the financial year for which the
separate financial statements have been prepared, is consistent with the separate financial statements.
• The annual report on the activities has been prepared in accordance with the requirements of Chapter
Seven of the Accountancy Act and of Art. 100m, paragraph 7 of the Public Offering of Securities
Act.
• The information required by Chapter Seven of the Accountancy Act and Art. 100m, paragraph 8 of
the Public Offering of Securities Act is presented in the corporate governance statement covering
the financial year for which the separate financial statements have been prepared.
• The report on the implementation of the remuneration policy, covering the financial year for which
the separate financial statements have been prepared, has been provided and meets the requirements
defined in the Ordinance referred to in Art. 116c, paragraph 1 of the Public Offering of Securities
Act.
The Management of the Company is responsible for the application of the requirements of the ESEF
Regulation in preparing the electronic format of the separate financial statements in XHTML.
Our report covers only the electronic format of the separate financial statements, attached in the electronic
file "8945007IDGKD0KZ4HD95-20221231-EN-SEP.xhtml.zip" and does not cover the other information,
included in the annual separate financial report on activities under Art. 100m, para. 4 of the POSA.
Based on the procedures performed in our opinion, the electronic format of the separate financial statements
of the Company for the year ended December 31, 2022, contained in the attached electronic file
"8945007IDGKD0KZ4HD95-20221231-EN-SEP.xhtml.zip", has been prepared in all material respects in
accordance with the requirements of the ESEF Regulation.
Additional matters, required to be reported by the Accountancy Act and Public Offering of Securities
Act
In addition to our reporting responsibilities according to ISAs described in section “Information Other than
the separate financial statements and Auditor’s Report Thereon”, with respect to the annual report on
activities, the corporate governance statement and report on the implementation of the remuneration policy,
we have also performed the procedures, together with the required under ISA, in accordance with the
"Guidelines regarding new extended reports and communication by the auditor" of the Professional
Organization of Registered Auditors in Bulgaria - Institute of Certified Public Accountants (ICPA). These
procedures include tests over the existence, form and content of the other information in order to assist us in
forming an opinion as to whether the other information includes the disclosures and reporting as required by
Chapter Seven of the Accountancy Act and the Public Offering of Securities Act (Art. 100m, paragraph 10
of POSA in relation to Art. 100m, paragraph 8, p. 3 and 4 of POSA, as well as Art. 100m, paragraph 13 of
POSA in relation to Art. 116c, paragraph 1 of POSA), applicable in Bulgaria.
Opinion under Art. 37, paragraph 6 of the Accountancy Act
Based on the procedures performed, in our opinion:
• The information included in the annual report on the activities for the financial year for which the
separate financial statements have been prepared, is consistent with the separate financial statements.
• The annual report on the activities has been prepared in accordance with the requirements of Chapter
Seven of the Accountancy Act and of Art. 100m, paragraph 7 of the Public Offering of Securities
Act.
• The information required by Chapter Seven of the Accountancy Act and Art. 100m, paragraph 8 of
the Public Offering of Securities Act is presented in the corporate governance statement covering
the financial year for which the separate financial statements have been prepared.
• The report on the implementation of the remuneration policy, covering the financial year for which
the separate financial statements have been prepared, has been provided and meets the requirements
defined in the Ordinance referred to in Art. 116c, paragraph 1 of the Public Offering of Securities
Act.
5
Opinion under Art. 100m, paragraph 10 in relation to Art. 100m, paragraph 8, p. 3 and 4 of the Public
Offering of Securities Act
Based on the procedures performed and as a result of the acquired knowledge and understanding of the
Company and the environment in which it operates, acquired during our audit, in our opinion, the description
of the main features of the Company’s internal control and risk management systems in relation to the
financial reporting process as part of the annual report on activities (as element of the content of the corporate
governance statement) and the information under Art. 10, paragraph 1, letter "c", "d", "f", "h" and "i" of the
Directive 2004/25/EC of the European Parliament and of the EU Council of April 21, 2004 related to
takeover bids, included in the corporate governance statement do not contain cases of material
misrepresentations.
Additional reporting in relation to the audit of the separate financial statements under Art. 100m,
paragraph 4, p. 3 of the Public Offering of Securities Act
Reporting in relation to Art. 100m, paragraph 4, p. 3, l. "b" of the Public Offering of Securities Act
Information on related party transactions is disclosed in Note 6 to the accompanying separate financial
statements. Based on the procedures performed on related party transactions in the context of our audit of
the separate financial statements as a whole, nothing has come to our attention indicating that the related
party transactions are not disclosed in the accompanying separate financial statements for the year ended
December 31, 2022, in all material respects, in accordance with the requirements of IAS 24 Related Party
Disclosures. We have considered the results of our audit procedures on related party transactions in forming
our opinion on the separate financial statements as a whole and not for the purpose of providing a separate
opinion on the related party transactions.
Reporting in relation to Art. 100m, paragraph 4, p. 3, l. "c" of the Public Offering of Securities Act
Our responsibilities for the audit of the separate financial statements described in section “Auditor’s
Responsibilities for the Audit of the separate financial statements” include evaluating whether the separate
financial statements represent the underlying transactions and events in a manner that achieves fair
presentation. Based on the procedures performed on the material transactions underlying the separate
financial statements for the year ended December 31, 2022, nothing has come to our attention indicating any
instances of material unfair presentation and disclosure under the applicable IFRS as adopted by the
European Union. We have considered the results of our audit procedures on the material transactions
underlying the separate financial statements in forming our opinion on the separate financial statements as a
whole and not for the purpose of providing a separate opinion on these material transactions.
Reporting in accordance with Art. 10 of Regulation (EU) No 537/2014 in connection with the
requirements of Art. 59 of the Independent Financial Audit Act
In accordance with the requirements of the Independent Financial Audit Act in connection with Art. 10 of
Regulation (EU) No 537/2014, we hereby additionally report the information stated below.
• Deloitte Audit OOD was appointed as a statutory auditor of the separate financial statements of the
Company for the year ended 31 December 2022 by the general meeting of shareholders held on June
27, 2022 for a period of one year.
• The audit of the separate financial statements of the Company for the year ended 31 December 2022
represents first total consecutive statutory audit engagement for that entity carried out by us.
Opinion under Art. 100m, paragraph 10 in relation to Art. 100m, paragraph 8, p. 3 and 4 of the Public
Offering of Securities Act
Based on the procedures performed and as a result of the acquired knowledge and understanding of the
Company and the environment in which it operates, acquired during our audit, in our opinion, the description
of the main features of the Company’s internal control and risk management systems in relation to the
financial reporting process as part of the annual report on activities (as element of the content of the corporate
governance statement) and the information under Art. 10, paragraph 1, letter "c", "d", "f", "h" and "i" of the
Directive 2004/25/EC of the European Parliament and of the EU Council of April 21, 2004 related to
takeover bids, included in the corporate governance statement do not contain cases of material
misrepresentations.
Additional reporting in relation to the audit of the separate financial statements under Art. 100m,
paragraph 4, p. 3 of the Public Offering of Securities Act
Reporting in relation to Art. 100m, paragraph 4, p. 3, l. "b" of the Public Offering of Securities Act
Information on related party transactions is disclosed in Note 6 to the accompanying separate financial
statements. Based on the procedures performed on related party transactions in the context of our audit of
the separate financial statements as a whole, nothing has come to our attention indicating that the related
party transactions are not disclosed in the accompanying separate financial statements for the year ended
December 31, 2022, in all material respects, in accordance with the requirements of IAS 24 Related Party
Disclosures. We have considered the results of our audit procedures on related party transactions in forming
our opinion on the separate financial statements as a whole and not for the purpose of providing a separate
opinion on the related party transactions.
Reporting in relation to Art. 100m, paragraph 4, p. 3, l. "c" of the Public Offering of Securities Act
Our responsibilities for the audit of the separate financial statements described in section “Auditor’s
Responsibilities for the Audit of the separate financial statements” include evaluating whether the separate
financial statements represent the underlying transactions and events in a manner that achieves fair
presentation. Based on the procedures performed on the material transactions underlying the separate
financial statements for the year ended December 31, 2022, nothing has come to our attention indicating any
instances of material unfair presentation and disclosure under the applicable IFRS as adopted by the
European Union. We have considered the results of our audit procedures on the material transactions
underlying the separate financial statements in forming our opinion on the separate financial statements as a
whole and not for the purpose of providing a separate opinion on these material transactions.
Reporting in accordance with Art. 10 of Regulation (EU) No 537/2014 in connection with the
requirements of Art. 59 of the Independent Financial Audit Act
In accordance with the requirements of the Independent Financial Audit Act in connection with Art. 10 of
Regulation (EU) No 537/2014, we hereby additionally report the information stated below.
• Deloitte Audit OOD was appointed as a statutory auditor of the separate financial statements of the
Company for the year ended 31 December 2022 by the general meeting of shareholders held on June
27, 2022 for a period of one year.
• The audit of the separate financial statements of the Company for the year ended 31 December 2022
represents first total consecutive statutory audit engagement for that entity carried out by us.
6
• We hereby confirm that the audit opinion expressed by us is consistent with the additional report,
provided to the Company’s Audit Committee on March 31, 2023, in compliance with the
requirements of Art. 60 of the Independent Financial Audit Act.
• We hereby confirm that no prohibited non-audit services referred to in Art. 64 of the Independent
Financial Audit Act were provided.
• We hereby confirm that in conducting the audit we have remained independent of the Company.
• For the period to which our statutory audit refers, we have not provided other services to the
Company in addition to the statutory audit.
Deloitte Audit OOD
Reg. No 033 in the Register of the registered auditors
under Art. 20 Independent Financial Audit Act
Desislava Dinkova
Registered Auditor, in charge of the audit
Statutory Manager
Deloitte Audit OOD
103, Al. Stambolijski Blvd
1303 Sofia, Bulgaria
• We hereby confirm that the audit opinion expressed by us is consistent with the additional report,
provided to the Company’s Audit Committee on March 31, 2023, in compliance with the
requirements of Art. 60 of the Independent Financial Audit Act.
• We hereby confirm that no prohibited non-audit services referred to in Art. 64 of the Independent
Financial Audit Act were provided.
• We hereby confirm that in conducting the audit we have remained independent of the Company.
• For the period to which our statutory audit refers, we have not provided other services to the
Company in addition to the statutory audit.
Deloitte Audit OOD
Reg. No 033 in the Register of the registered auditors
under Art. 20 Independent Financial Audit Act
Desislava Dinkova
Registered Auditor, in charge of the audit
Statutory Manager
Deloitte Audit OOD
103, Al. Stambolijski Blvd
1303 Sofia, Bulgaria
Deloitte Audit OOD
UIC 121145199
103, Al. Stambolijski Blvd.
Sofia 1303
Bulgaria
Tel: +359 (2) 80 23 300
Fax: +359 (2) 80 23 350
www.deloitte.bg
Делойт Одит ООД
ЕИК 121145199
бул.”Ал.Стамболийски” 103
София 1303
България
Tел: +359 (2) 80 23 300
Факс: +359 (2) 80 23 350
www.deloitte.bg
Делойт се отнася към едно или повече дружества - членове на Делойт Туш Томацу Лимитид („ДТТЛ“ ), както и към глобалната мрежа от дружества – членове и
свързаните с тях дружества (заедно наричани „организацията на Делойт). ДТТЛ (наричано също “Делойт Глобъл“) и всяко дружество– член и неговите
свързани дружества са юридически самостоятелни и независими лица, които не могат да поемат задължения или да се обвързват взаимно по отношение на
трети страни. ДТТЛ и всяко дружество член на ДТТЛ и свързаните с него дружества са отговорни единствено и само за своите собствени действия и
бездействия, но не и за тези на останалите. ДТТЛ не предоставя услуги на клиенти. Моля, посетете www.deloitte.com/about, за да научите повече .
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited (“DTTL”), its global network of member firms, and their related entities (collectively, the “Deloitte
organization”). DTTL (also referred to as “Deloitte Global”) and each of its member firms and related entities are legally separate and independent entities, which cannot
obligate or bind each other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of
each other. DTTL does not provide services to clients. Please see www.deloitte.com/about to learn more.
To
The shareholders of
Allterco AD
DECLARATION
Under art. 100m, para 4, p. 3
of the Public Offering of Securities Act
The undersigned:
Desislava Dinkova, in my capacity of:
- Statutory Manager of audit firm Deloitte Audit OOD, with UIC 121145199, with
a seat and management address in Sofia, 103 Al. Stambolijski blvd., floor 6, and correspondence
address in in Sofia, 103 Al. Stambolijski blvd., floor 6, and
- Registered auditor (with reg. No 671 of the register of CPOSA under art. 20 of the
Independent Financial Audit Act), responsible for the audit engagement performed by the audit
firm Deloitte Audit OOD (with reg. No 033 the register of CPOSA under art. 20 of the
Independence Financial Act),
Declare that:
Deloitte Audit OOD was engaged to perform statutory financial audit of the separate
financial statements of Allterco AD for 2022, prepared in accordance with the International
Financial Reporting Standards, as endorsed by EU, generally accepted name of accounting
framework, as defined in art. 8 of the additional provisions of the Accountancy Act with name
“International accounting standards”. As a result of our audit we i ssued audit report dated March
31, 2023.
Hereby I declare that as reported in our auditor’s report regarding the annual
financial statements of Allterco AD for 2022, issued on March 31, 2023 that:
1. Art. 100m, para 4, p. 3, l. “a” Audit opinion: In our opinion, the accompanying
separate financial statements present fairly, in all material respects, the separate
financial position of the Company as at December 31, 2022, and its separate
financial performance and its separate cash flows for the year then ended in
accordance with International Financial Reporting Standards ("IFRS"), as
adopted by the European Union (“EU”) (page 1 of the auditor’s report) ;
UIC 121145199
103, Al. Stambolijski Blvd.
Sofia 1303
Bulgaria
Tel: +359 (2) 80 23 300
Fax: +359 (2) 80 23 350
www.deloitte.bg
Делойт Одит ООД
ЕИК 121145199
бул.”Ал.Стамболийски” 103
София 1303
България
Tел: +359 (2) 80 23 300
Факс: +359 (2) 80 23 350
www.deloitte.bg
Делойт се отнася към едно или повече дружества - членове на Делойт Туш Томацу Лимитид („ДТТЛ“ ), както и към глобалната мрежа от дружества – членове и
свързаните с тях дружества (заедно наричани „организацията на Делойт). ДТТЛ (наричано също “Делойт Глобъл“) и всяко дружество– член и неговите
свързани дружества са юридически самостоятелни и независими лица, които не могат да поемат задължения или да се обвързват взаимно по отношение на
трети страни. ДТТЛ и всяко дружество член на ДТТЛ и свързаните с него дружества са отговорни единствено и само за своите собствени действия и
бездействия, но не и за тези на останалите. ДТТЛ не предоставя услуги на клиенти. Моля, посетете www.deloitte.com/about, за да научите повече .
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited (“DTTL”), its global network of member firms, and their related entities (collectively, the “Deloitte
organization”). DTTL (also referred to as “Deloitte Global”) and each of its member firms and related entities are legally separate and independent entities, which cannot
obligate or bind each other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of
each other. DTTL does not provide services to clients. Please see www.deloitte.com/about to learn more.
To
The shareholders of
Allterco AD
DECLARATION
Under art. 100m, para 4, p. 3
of the Public Offering of Securities Act
The undersigned:
Desislava Dinkova, in my capacity of:
- Statutory Manager of audit firm Deloitte Audit OOD, with UIC 121145199, with
a seat and management address in Sofia, 103 Al. Stambolijski blvd., floor 6, and correspondence
address in in Sofia, 103 Al. Stambolijski blvd., floor 6, and
- Registered auditor (with reg. No 671 of the register of CPOSA under art. 20 of the
Independent Financial Audit Act), responsible for the audit engagement performed by the audit
firm Deloitte Audit OOD (with reg. No 033 the register of CPOSA under art. 20 of the
Independence Financial Act),
Declare that:
Deloitte Audit OOD was engaged to perform statutory financial audit of the separate
financial statements of Allterco AD for 2022, prepared in accordance with the International
Financial Reporting Standards, as endorsed by EU, generally accepted name of accounting
framework, as defined in art. 8 of the additional provisions of the Accountancy Act with name
“International accounting standards”. As a result of our audit we i ssued audit report dated March
31, 2023.
Hereby I declare that as reported in our auditor’s report regarding the annual
financial statements of Allterco AD for 2022, issued on March 31, 2023 that:
1. Art. 100m, para 4, p. 3, l. “a” Audit opinion: In our opinion, the accompanying
separate financial statements present fairly, in all material respects, the separate
financial position of the Company as at December 31, 2022, and its separate
financial performance and its separate cash flows for the year then ended in
accordance with International Financial Reporting Standards ("IFRS"), as
adopted by the European Union (“EU”) (page 1 of the auditor’s report) ;
2.
Art. 100m, para 4, p. 3, l. “b” Information regarding
Allterco AD related party
transactions. Information on related party transactions is disclosed in Note 6 to
the accompanying separate financial statements. Based on the procedures
performed on related party transactions in the context of our audit of the separate
financial statements as a whole, nothing has come to our attention indicating that
the related party transactions are not disclosed in the accompanying separate
financial statements for the year ended December 31, 2022, in all material
respects, in accordance with the requirements of IAS 24 Related Party
Disclosures. We have considered the results of our audit procedures on related
party transactions in forming our opinion on the separate financial statements as
a whole and not for the purpose of providing a separate opinion on the related
party transactions ( page 5 of the auditor’s report ).
3. Art. 100m, para 4, p. 3, l. “c” Information regarding material transactions . Our
responsibilities for the audit of the separate financial statements described in
section “Auditor’s Responsibilities for the Audit of the separate financial
statements” include evaluating whether the separate financial statements
represent the underlying transactions and events in a manner that achieves fair
presentation. Based on the procedures performed on the material transactions
underlying the separate financial statements for the year ended December 31,
2022, nothing has come to our attention indicating any instances of material
unfair presentation and disclosure under the applicable IFRS as adopted by the
European Union. We have considered the results of our audit procedures on the
material transactions underlying the separate financial statements in forming our
opinion on the separate financial statements as a whole and not for the purpose of
providing a separate opinion on these material transactions ( page 5 of the
auditor’s report ).
The declarations made in the current declaration should be considered only in the
context of our auditor’s report regarding the performed independent financial audit of the
annual separate financial statements of Allterco AD for the reporting period ended December
31, 2022, dated March 31, 2023. This declaration is intended only for the above stated
addressee and is prepared solely and only for the purpose of complying with the requirements
of A rt. 100m, para 4, p.3 of the Public Offering of Securities Act (POSA) and should not be
accepted as replacement of our conclusions, included in our auditor’s report, dated March
31, 2023 regarding the matters, as scoped by art. 100m, para 4, p. 3 of POSA.
March 31, 2023 For audit firm Deloitte Audit OOD:
Sofia
Desislava Dinkova
(Statutory Manager and Registered Auditor, in charge of
the audit)
transactions. Information on related party transactions is disclosed in Note 6 to
the accompanying separate financial statements. Based on the procedures
performed on related party transactions in the context of our audit of the separate
financial statements as a whole, nothing has come to our attention indicating that
the related party transactions are not disclosed in the accompanying separate
financial statements for the year ended December 31, 2022, in all material
respects, in accordance with the requirements of IAS 24 Related Party
Disclosures. We have considered the results of our audit procedures on related
party transactions in forming our opinion on the separate financial statements as
a whole and not for the purpose of providing a separate opinion on the related
party transactions ( page 5 of the auditor’s report ).
3. Art. 100m, para 4, p. 3, l. “c” Information regarding material transactions . Our
responsibilities for the audit of the separate financial statements described in
section “Auditor’s Responsibilities for the Audit of the separate financial
statements” include evaluating whether the separate financial statements
represent the underlying transactions and events in a manner that achieves fair
presentation. Based on the procedures performed on the material transactions
underlying the separate financial statements for the year ended December 31,
2022, nothing has come to our attention indicating any instances of material
unfair presentation and disclosure under the applicable IFRS as adopted by the
European Union. We have considered the results of our audit procedures on the
material transactions underlying the separate financial statements in forming our
opinion on the separate financial statements as a whole and not for the purpose of
providing a separate opinion on these material transactions ( page 5 of the
auditor’s report ).
The declarations made in the current declaration should be considered only in the
context of our auditor’s report regarding the performed independent financial audit of the
annual separate financial statements of Allterco AD for the reporting period ended December
31, 2022, dated March 31, 2023. This declaration is intended only for the above stated
addressee and is prepared solely and only for the purpose of complying with the requirements
of A rt. 100m, para 4, p.3 of the Public Offering of Securities Act (POSA) and should not be
accepted as replacement of our conclusions, included in our auditor’s report, dated March
31, 2023 regarding the matters, as scoped by art. 100m, para 4, p. 3 of POSA.
March 31, 2023 For audit firm Deloitte Audit OOD:
Sofia
Desislava Dinkova
(Statutory Manager and Registered Auditor, in charge of
the audit)