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<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> <strong>and</strong> <strong>KD</strong> <strong>Group</strong> d.d.<br />

Annual Report 2009


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Kazalo<br />

1. INTRODUCTION ............................................................................................................................................ 3<br />

Company profile .................................................................................................................................................... 3<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong> corporate structure ...................................................................................................................... 5<br />

Activities of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> ........................................................................................................................ 7<br />

2. BUSINESS REPORT ..................................................................................................................................... 8<br />

Report of the chief executive officer of <strong>KD</strong> <strong>Group</strong> d. d. ....................................................................................... 8<br />

Report of the management board of <strong>KD</strong> <strong>Group</strong> on the review of the annual report of <strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> the<br />

<strong>KD</strong> <strong>Group</strong> for 2009 ............................................................................................................................................ 10<br />

Events that characterised 2009 ......................................................................................................................... 13<br />

Strategic orientations of the <strong>KD</strong> <strong>Group</strong> .............................................................................................................. 17<br />

Shares, dividends <strong>and</strong> ownership structure ...................................................................................................... 19<br />

Analysis of operations ....................................................................................................................................... 31<br />

Capital markets in 2009 ............................................................................................................................... 31<br />

Operations of the <strong>KD</strong> <strong>Group</strong> in 2009 ............................................................................................................. 33<br />

Business operations of <strong>KD</strong> <strong>Group</strong> d.d. in 2009 ............................................................................................. 40<br />

Internal audit ................................................................................................................................................. 45<br />

Human resources <strong>and</strong> development ............................................................................................................. 45<br />

Research <strong>and</strong> development .............................................................................................................................. 49<br />

Corporate social responsibility of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> .................................................................................... 51<br />

3. OPERATIONS OF <strong>KD</strong> GROUP COMPANIES ............................................................................................. 54<br />

Banking <strong>and</strong> investment fund management ...................................................................................................... 54<br />

Banking ......................................................................................................................................................... 54<br />

Investment fund management ...................................................................................................................... 56<br />

Insurance .......................................................................................................................................................... 60<br />

Real estate ........................................................................................................................................................ 67<br />

4. FINANCIAL REPORT ............................................................................................................................... 69<br />

2


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

1. INTRODUCTION<br />

Company profile<br />

Parent company: <strong>KD</strong> <strong>Group</strong>, finančna družba, d. d. 1<br />

Abbreviated company name: <strong>KD</strong> <strong>Group</strong> d. d. 4<br />

Registered Office: 206 Celovška cesta, Ljubljana 1000, Slovenia<br />

Telephone: +386 1 582 67 00<br />

Fax: +386 1 518 41 00<br />

E-mail: info@kd-group.com<br />

Website: www.kd-group.com<br />

Activity: 64.200 – Activity of holdings<br />

Legal status: Public limited company<br />

Company registration number: 1585126000<br />

Tax number: 66296374<br />

VAT identification number: SI66296374<br />

Entry in the Company Register: District Court of Ljubljana, no. 2000/15252 dated 3 January 2001, reg. no.<br />

1/34049/00<br />

Share capital: EUR 98,215,756.97<br />

Number of no-par value shares issued: 2,942,053<br />

Number of ordinary registered shares of <strong>KD</strong>HR: 2,675,640<br />

Number of participating preference shares of <strong>KD</strong>HP: 266,413<br />

Date of incorporation: 3 January 2001<br />

Financial highlights<br />

Unit <strong>KD</strong> <strong>Group</strong> d. d. <strong>The</strong> <strong>KD</strong> <strong>Group</strong><br />

Operating revenue in EUR thous<strong>and</strong> 501 367,869<br />

Net profit or loss in EUR thous<strong>and</strong> (52,827) (44,223)<br />

Assets in EUR thous<strong>and</strong> 336,356 847,785<br />

Equity capital in EUR thous<strong>and</strong> 162,305 151,605<br />

Return on equity % (28.3) (25.6)<br />

Share book value EUR 57.38 52.70<br />

Net earnings per share EUR (20.4) (17.1)<br />

1 Initially, <strong>and</strong> when their full or abbreviated name is used, names of the companies or enterprises in the Annual Report include designation of their<br />

organisational status such as d.d.; afterwards, these designations are omitted for more fluent reading.<br />

3


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Management Board of <strong>KD</strong> <strong>Group</strong> d. d. 2<br />

• Matjaž Gantar, President of the Management Board<br />

• Aleks<strong>and</strong>er Sekavčnik, Deputy President of the Management Board<br />

• Tomaž Butina, Member of the Management Board<br />

• Sergej Racman, Member of the Management Board<br />

• Dr. Draško Veselinovič, Member of the Management Board, CEO<br />

• Peter Grašek, Member of the Management Board, Deputy CEO<br />

2 Following registration in the court register as of 16 November 2009, a one-tier management system was implemented in <strong>KD</strong> <strong>Group</strong>, d.d..<br />

4


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong> corporate structure<br />

Organisational chart at 31 December 2009<br />

<strong>KD</strong> Fund Advisors LLC, Delaware 90,00%<br />

<strong>KD</strong> Skladi d.o.o., Ljubljana 100,00% <strong>KD</strong> Finančna točka d.o.o., Ljubljana 50,00%<br />

<strong>KD</strong> Investments d.o.o., Zagreb 100,00% <strong>KD</strong> Fondovi AD, Skopje 85,00%<br />

<strong>KD</strong> Investments a.d., Beograd 100,00%<br />

SAI <strong>KD</strong> Investments s.a., Bucharest 100,00%<br />

<strong>KD</strong> Investments EAD, Sofia 100,00% 100,00%<br />

<strong>KD</strong> Banka d.d., Ljubljana 100,00%<br />

<strong>KD</strong> <strong>Group</strong> d.d.<br />

<strong>KD</strong> Upravljanje imovinom d.o.o., Zagreb 100,00%<br />

<strong>KD</strong> Capital Management s.a., Bucharest 100,00%<br />

<strong>KD</strong> Securities EAD, Sofia 100,00%<br />

<strong>KD</strong> Mark d.o.o., Ljubljana 100,00%<br />

<strong>KD</strong> Asset Management b.v., Amsterdam 100,00%<br />

<strong>KD</strong> Finančna točka d.o.o., Zagreb 100,00%<br />

80,10%<br />

<strong>KD</strong> Životno osiguranje d.d., Zagreb 100,00% <strong>KD</strong> Financial point, s.r.o., Bratislava 100,00%<br />

<strong>KD</strong> Life CJSC, Kiev 100,00% 19,90%<br />

<strong>KD</strong> Finančna točka d.o.o., Ljubljana 50,00% <strong>KD</strong> Financial point, s.r.l., Bucharest 100,00%<br />

<strong>KD</strong> Življenje d.d., Ljubljana 100,00%<br />

ZAP d.o.o., Murska Sobota 100,00% <strong>KD</strong> Financial point EOOD, Bulgaria 100,00%<br />

<strong>KD</strong> Life Asigurari s.a., Bucharest 100,00%<br />

Vitavizia d.o.o., Ljubljana 100,00%<br />

<strong>KD</strong> Život a.d., Sofia 100,00%<br />

SC <strong>KD</strong> Fond de Pensii s.a., Bucharest 99,00%<br />

<strong>KD</strong> Kvart d.o.o., Ljubljana 100,00%<br />

Adriatic Slovenica d.d., Koper 100,00% 90,82% AS Neživotno osiguranje a.d.o., Beograd 99,82%<br />

9,00%<br />

20,00%<br />

FM-NET d.o.o., Ljubljana 100,00% Radio Kranj d.o.o., Kranj 52,68%<br />

9,96%<br />

85,76% ABDS d.d., Sarajevo 95,72%<br />

Gama Holdings b.v., Amsterdam 100,00%<br />

ČZD Kmečki Glas d.o.o., Ljubljana 100,00%<br />

<strong>KD</strong> Kapital d.o.o., Ljubljana 100,00% Vrtnarstvo Celje d.o.o., Celje 50,46%<br />

VIB a.d., Banja Luka 51,00%<br />

<strong>KD</strong> Private Equity, Beograd 100,00%<br />

R.E. Invest d.o.o.- in liquidation, Ljubljana 100,00%<br />

Coloseum Multiplex Holdings b.v., Amsterdam 100,00%<br />

Firsthouse Investments ltd., Limassol 100,00% Manta Marine Ventures ltd, BVI 100,00%<br />

Fontes <strong>Group</strong> DOO, Beograd 100,00%<br />

GEA College d.d., Ljubljana 66,57% GEA College PIC d.o.o., Ljubljana 100,00% GEA College CVŠ d.o.o., Ljubljana 100,00%<br />

World Life <strong>Group</strong> ltd., Limassol 100,00%<br />

OOO Sarbon Invest, Tašken 100,00% OOO Kredo <strong>Group</strong>, Tašken 99,97%<br />

Ownership shares in companies in the <strong>KD</strong> <strong>Group</strong> represent interests held by enterprises in the <strong>KD</strong> <strong>Group</strong>.<br />

Associates<br />

Company Ownership stake (in %)<br />

Concorde PS, d. o. o., Šenčur 50.00<br />

Deželna banka Slovenije d. d., Ljubljana 35.62<br />

<strong>KD</strong> ID d. d., Ljubljana 22.06 3<br />

<strong>KD</strong> Private Equity Fund b. v., Amsterdam – in<br />

liquidation 48.21<br />

Nama d. d., Ljubljana 48.46<br />

Seaway <strong>Group</strong> d. o. o., Bled 45.00<br />

Seaway Skupina d.o.o., Ljubljana 48.65<br />

Seaway Technologies s.r.l., Monfalcone 48.65<br />

Semenarna Ljubljana d. d., Ljubljana 29.90<br />

Zellner Holdings Limited, Limassol 48.65<br />

Žicnice Vogel Bohinj d.d., Bohinjsko jezero 21.76<br />

3 Jointly with the parent company, <strong>KD</strong> d. d.<br />

5


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

• <strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> corporate structure<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong><br />

Property<br />

insurance<br />

Life insurance<br />

Health insurance<br />

Financial services<br />

Banking<br />

Capital investments<br />

<strong>and</strong> real estater<br />

Adriatic Slovenica,<br />

Koper<br />

- property insurance<br />

AS N eživ otno osiguranje,<br />

Beograd<br />

<strong>KD</strong> Življenje, Ljubljana<br />

<strong>KD</strong> Živ otno osiguranje,<br />

Zagreb<br />

<strong>KD</strong> Life, Sofia<br />

<strong>KD</strong> Life Asigurari,<br />

Bucharest<br />

<strong>KD</strong> Life, Kiev<br />

Adriatic Slovenica,<br />

Koper<br />

– life insurance<br />

SC <strong>KD</strong> Fond de Pensii,<br />

Bucharest<br />

ZAP, Murska Sobota<br />

World Life <strong>Group</strong>,<br />

Limassol<br />

Vitav izia, Ljubljana<br />

<strong>KD</strong> Finančna točka,<br />

Ljubljana<br />

<strong>KD</strong> Finančna točka,<br />

Bucharest<br />

<strong>KD</strong> Finančna točka,<br />

Bratislava<br />

<strong>KD</strong> Finančna točka,<br />

Zagreb<br />

<strong>KD</strong> Finančna točka, Sofia<br />

<strong>KD</strong> Mark, Ljubljana<br />

Adriatic Slovenica,<br />

Koper<br />

- Health insurance<br />

<strong>KD</strong> <strong>Group</strong>, Ljubljana<br />

<strong>KD</strong> Skladi, Ljubljana<br />

<strong>KD</strong> Inv estments, Zagreb<br />

<strong>KD</strong> Investments, Beograd<br />

<strong>KD</strong> Fondov i, Skopje<br />

<strong>KD</strong> Investments, Sofia<br />

SAI <strong>KD</strong> Investments,<br />

Bucharest<br />

<strong>KD</strong> Fund Adv isors,<br />

Delaware<br />

ABDS, Sarajevo<br />

Coloseum Multiplex<br />

Holdings, Amsterdam<br />

Firsthouse Inv estments,<br />

Limassol<br />

Gama Holdings, Amsterdam<br />

<strong>KD</strong> Asset management,<br />

Amsterdam<br />

<strong>KD</strong> Priv ate Equity , Beograd<br />

Kredo <strong>Group</strong>, Taškent<br />

Manta Marine Ventures, BVI<br />

VIB, Banja Luka<br />

Sarbon Inv est, Taškent<br />

<strong>KD</strong> Banka, Ljubljana*<br />

<strong>KD</strong> C apital management,<br />

Bucharest<br />

<strong>KD</strong> Securities, Sofia<br />

<strong>KD</strong> U prav ljanje<br />

imov inom, Zagreb<br />

<strong>KD</strong> Kapital, Ljubljana<br />

<strong>KD</strong> Kvart, Ljubljana<br />

Skupina Gea College,<br />

Ljubljana<br />

ČZD Kmečki Glas,<br />

Ljubljana<br />

FM-N ET, Ljubljana<br />

Fontes <strong>Group</strong>, Beograd<br />

Radio Kranj, Kranj<br />

R.E. Invest – in<br />

liquidation, Ljubljana<br />

Vrtnarstvo Celje, Celje<br />

* <strong>KD</strong> Banka began operating on 2 March 2009 following the transformation <strong>and</strong> expansion of operations of the stockbrokerage company <strong>KD</strong> BPD, borznosposredniška družba,<br />

d.o.o.<br />

6


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Activities of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong><br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>, which celebrated its 15th anniversary in 2009, is one of the largest business groups in Slovenia. <strong>The</strong><br />

<strong>Group</strong>'s principal activities are:<br />

• insurance;<br />

• investment fund management;<br />

• banking <strong>and</strong>;<br />

• capital investments <strong>and</strong> real estate.<br />

<strong>The</strong> principal business activity of the parent company <strong>KD</strong> <strong>Group</strong> d. d. is the management of listed <strong>and</strong> non-listed investments<br />

<strong>and</strong> the generation of financial returns in accordance with the structure of its portfolio. <strong>The</strong> parent company makes decisions<br />

regarding all the <strong>KD</strong> <strong>Group</strong>’s major strategic investments.<br />

Insurance<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong>'s insurance business comprises life, property <strong>and</strong> health insurance. It has two public limited companies in<br />

Slovenia: <strong>KD</strong> Življenje, a life insurer, <strong>and</strong> Adriatic Slovenica, a universal insurance company that markets life insurance <strong>and</strong><br />

property insurance, including health insurance. In accordance with the strategy of exp<strong>and</strong>ing the <strong>KD</strong> <strong>Group</strong> activities to<br />

foreign markets, in the previous year insurance companies within the <strong>Group</strong> operated on the following foreign markets:<br />

Ukraine, Croatia, Romania <strong>and</strong> Bulgaria, as well as in Slovakia through a branch office. <strong>The</strong> <strong>Group</strong> is marketing property<br />

insurance in Serbia through property insurance company AS neživotno osiguranje a.d.o. Beograd, Serbia.<br />

<strong>The</strong> key strategic orientations of the <strong>KD</strong> <strong>Group</strong> in the field of insurance are based primarily on operating growth on the local<br />

<strong>and</strong> foreign markets <strong>and</strong> on a comprehensive range of financial services provided through a variety of sales networks.<br />

In Slovenia, we further reinforced <strong>and</strong> consolidated existing sales channels.<br />

Investment fund management<br />

Five investment management companies within the <strong>KD</strong> <strong>Group</strong> manage a total of 27 mutual funds <strong>and</strong> two investment<br />

companies in the South-eastern region of Europe. <strong>KD</strong> Skladi, Ljubljana, currently the largest management company in<br />

Slovenia, is the leading investment fund management company in the <strong>Group</strong>. <strong>The</strong> company manages the umbrella fund “<strong>KD</strong><br />

Krovni sklad” with 17 sub funds <strong>and</strong> <strong>KD</strong> ID, delniška investicijska družba, d. d. as well as assets of the well-informed<br />

investors. Currently, four management companies operate outside the Slovenian borders who jointly manage eleven<br />

investment funds: four mutual funds in Croatia, two in Romania, two mutual funds <strong>and</strong> one investment company in Bulgaria<br />

<strong>and</strong> two mutual funds in Macedonia.<br />

Banking<br />

In 2009, the <strong>KD</strong> <strong>Group</strong> began operating on the banking market following a transformation of <strong>KD</strong> BPD from a limited liability<br />

company into a public limited company on 2 March 2009 <strong>and</strong> assuming a new name of <strong>KD</strong> Banka.<br />

Initially, <strong>KD</strong> Banka concentrated on private, personal <strong>and</strong> investment banking services, including stockbrokerage, individual<br />

asset management <strong>and</strong> corporate finance services. However, in order to adjust to the changed economic conditions, <strong>KD</strong><br />

Banka decided for early implementation of the basic corporate banking services, while at the same time it was developing<br />

services for the mass market, which began to be marketed through the sales network of branch offices by <strong>KD</strong> Finančna točka<br />

in February 2010.<br />

In a<strong>dd</strong>ition to <strong>KD</strong> Banka operating in Slovenia, other companies also operated in the banking division in 2009 namely in<br />

Croatia, Bulgaria <strong>and</strong> Romania.<br />

Capital investments <strong>and</strong> real estate<br />

<strong>The</strong> <strong>Group</strong>’s capital investments are managed by the <strong>KD</strong> Kapital. This division includes real estate services, publishing, <strong>and</strong><br />

managing of closed investment funds in South Eastern Europe (Bosnia <strong>and</strong> Herzegovina <strong>and</strong> Republika Srpska).<br />

In the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>, real estate services are provided by <strong>KD</strong> Kvart, a young, dynamic <strong>and</strong> ambitious company, whose<br />

core activity is investment engineering in the field of real estate. <strong>The</strong> strategy of the real estate division is to search for new<br />

opportunities for the development of real estate projects, real estate sale, <strong>and</strong> management of real estate owned by the<br />

<strong>Group</strong> <strong>KD</strong> <strong>Group</strong>.<br />

7


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

2. BUSINESS REPORT<br />

REPORT OF THE CHIEF EXECUTIVE OFFICER OF <strong>KD</strong> GROUP D. D.<br />

Global financial crisis provided an incentive for reorganisation of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> <strong>and</strong> implementation of measures for<br />

business rationalisation. <strong>The</strong>se activities began in 2009 <strong>and</strong> will continue 2010. <strong>The</strong> loss of EUR 44 million incurred by the<br />

<strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in 2009 is to a large extent the consequence of poor performances of companies operating abroad <strong>and</strong><br />

also a result of global financial crisis. <strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> has already adopted strategic decisions concerning companies<br />

operating abroad in terms of which markets should be pursued further <strong>and</strong> from which to withdraw. <strong>The</strong> relevant measures<br />

have already been implemented. <strong>The</strong> poorest results were recorded by companies operating in South-eastern Europe<br />

(Romania, Bulgaria, Ukraine, <strong>and</strong> Serbia), the region where the financial crisis impact on financial institutions was worst <strong>and</strong><br />

where the consequences were the largest. <strong>The</strong> major share of the loss incurred by the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> is due to the<br />

<strong>Group</strong>'s withdrawal from the South-eastern European markets in which the <strong>Group</strong> did not have the controlling interest <strong>and</strong><br />

where no profits were expected in the long-term. <strong>The</strong> proceeds will be used to realise the adopted strategy. Companies<br />

operating in Slovenia are performing well <strong>and</strong> in 2009 exceeded the planned results.<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong>'s performance in 2009 was better than in 2008, resulting in a loss of EUR 44 million. Operating revenue in<br />

2009 reached EUR 368 million, a decrease of 6 percent compared with 2008. Decrease in the revenue is due to the disposal<br />

of enterprises in the cinematographic division in 2008. Revenue from insurance premiums, which account for the majority of<br />

revenue, rose by 3 percent compared with 2008. At the end of the year, total assets amounted to EUR 848 million, an<br />

increase of 7 percent compared to 2008, whereas total capital was reduced by EUR 41 million or 21 percent compared with<br />

2008. At the end of 2009, the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> reported EUR 152 million of capital <strong>and</strong> EUR 182 million of financial liabilities.<br />

<strong>The</strong> majority (almost EUR 100 million) represents long-term financial liabilities maturing in 2015. I wish to stress that the<br />

<strong>Group</strong> <strong>KD</strong> <strong>Group</strong> regularly meets its obligations concerning interest <strong>and</strong> principal repayments. We have established good<br />

relationships with all commercial banks. In 2010, the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> is expected to generate profit of EUR 4 million, rising<br />

to as much as EUR 11 million in 2011. <strong>The</strong> results of the first few months of 2010 confirm these trends.<br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> believes that the adopted strategic decisions provide solid basis for continued development of the<br />

Company <strong>and</strong> the entire <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>. Majority of the <strong>KD</strong> <strong>Group</strong>'s revenue comes from the third largest insurance in<br />

Slovenia, Adriatic Slovenica, the largest investment management company in Slovenia - <strong>KD</strong> Skladi, fast growing life<br />

insurance company<strong>KD</strong> Življenje, <strong>and</strong> <strong>KD</strong> Banka, a private bank, rounding up a comprehensive palette of financial services<br />

provided by the <strong>Group</strong>.<br />

Insurance<br />

Insurance companies within the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> were in 2009 involved in intense expansion <strong>and</strong> improvement of their range<br />

of products <strong>and</strong> services as well as development of new, specialised insurance products aimed at individual target groups.<br />

Market share of 12.56 percent recorded in 2009, makes Adriatic Slovenica the third largest insurance company in Slovenia.<br />

In terms of property insurance, the insurance company held a 17.01 percent share in 2009, 23.9 percent share in health<br />

insurance places the company in the second place on the health insurance market, while the company holds the leading<br />

position on the market of above-st<strong>and</strong>ard health insurance. Due to its consolidated market network <strong>and</strong> modern insurance<br />

products supplemented by first-class assistance services, the insurance company has set even more ambitious goals for the<br />

next financial year.<br />

Life insurance company <strong>KD</strong> Življenje is the second largest life insurance providers in Slovenia <strong>and</strong> in spite of unstable<br />

economic conditions at the end of 2009 it increased its market share to 14.1 percent. Slovenian life insurance market was in<br />

2009 marked primarily by the financial crisis reflected in an average 3.8 percent decline which was preceded by several<br />

years of continuous growth of the life insurance sectors.<br />

<strong>The</strong> goals for 2010 include life insurance premiums of over EUR 84 million, over 256 million premiums for property insurance<br />

(including health insurance premiums) which translates into 3.6 percent increase in property insurance premiums <strong>and</strong> 5<br />

percent growth in the health insurance market.<br />

In accordance with the adopted strategic decisions, the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> will withdraw from those markets where the results<br />

are below the expectations <strong>and</strong> will instead, concentrate on the Slovenian market.<br />

8


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Investment fund management<br />

<strong>KD</strong> Skladi maintained its leading position among the Slovenian management companies in terms of assets <strong>and</strong> range of<br />

funds <strong>and</strong> at the end of 2009 it managed over EUR 421 million of assets in 17 sub funds of <strong>KD</strong> Krovni sklad <strong>and</strong> <strong>KD</strong> ID,<br />

delniška investicijska družba.<br />

Five management companies operate within the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> which jointly manage 27 mutual funds <strong>and</strong> two investment<br />

companies.<br />

By the mid 2009 conditions on the capital markets were slowly stabilizing <strong>and</strong> from March onwards we have seen increase in<br />

share prices indices which improved the general level of investors’ optimism. Funds within the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> performed<br />

well in terms of their return (majority recorded positive returns) <strong>and</strong> in terms of new investors. In terms of return, they<br />

successfully competed with local <strong>and</strong> foreign competition with some of them being the leaders in individual categories. <strong>The</strong><br />

increased trend in the number of accession forms continued <strong>and</strong> funds recorded positive inflows. At the end of 2009 total<br />

value of managed assets of all asset management companies in the <strong>KD</strong> <strong>Group</strong> reached EUR 449.1 million, compared to<br />

EUR 360.6 million recorded at the end of 2008.<br />

In 2010 we will continue with our efforts to confirm our excellence in asset management <strong>and</strong> justify investors' trust. We will<br />

intensify our efforts for improved recognition of <strong>KD</strong> funds in order to preserve the leading position in Slovenia <strong>and</strong> consolidate<br />

our market shares in South-eastern Europe.<br />

Banking<br />

2009 marked the entry of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in the banking sector. On 2 March 2009, following a resolution of the Bank of<br />

Slovenia to grant licence to <strong>KD</strong> BPD for the performance of banking <strong>and</strong> financial services <strong>and</strong> resolution of the Securities<br />

Market Agency to grant permission to <strong>KD</strong> BPD for statutory conversion from a limited liability company into a public limited<br />

company, the company became a public limited company <strong>and</strong> assumed a new name of <strong>KD</strong> Banka. Initially, <strong>KD</strong> Banka<br />

concentrated on private, personal <strong>and</strong> investment banking services, including stockbrokerage, individual asset management<br />

<strong>and</strong> corporate finance services. However, in order to adjust to the changed economic conditions, <strong>KD</strong> Banka decided for early<br />

implementation of the basic corporate banking services, while at the same time it was developing services for the mass<br />

market, which began to be marketed through the sales network of branch offices by <strong>KD</strong> Finančna točka in February 2010.<br />

At the end of 2009 <strong>KD</strong> Banka had more than 3,200 clients, while total value of assets held by private clients <strong>and</strong> assets in<br />

individual management stood at EUR 51 million, <strong>and</strong> 336 million of brokerage assets.<br />

In 2010 we intend to improve our range of banking services with new services including investment consultation, a range of<br />

credits <strong>and</strong> savings, as well as other financial instruments. <strong>The</strong> range of services adjusted to the needs <strong>and</strong> wishes of clients<br />

will be available through a variety of marketing channels.<br />

2010<br />

<strong>The</strong> basic orientation of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> is to consolidate its position on the financial services market. In 2010 we will<br />

continue the process of business consolidation, preserve the existing strategy concerning strategic investments, <strong>and</strong><br />

continue with well-thought disposal of investments which are not of strategic importance. In a<strong>dd</strong>ition we will focus on<br />

successful companies <strong>and</strong> support their further development.<br />

Our mission is a satisfied customer able to choose between a comprehensive <strong>and</strong> complete range of financial services. We<br />

are gaining new, satisfied <strong>and</strong> loyal clients who are able to find solutions to their financial issues <strong>and</strong> realise their wishes at a<br />

single location – in the companies within the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>.<br />

Draško Veselinovič, PhD<br />

CEO<br />

9


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

REPORT OF THE MANAGEMENT BOARD OF <strong>KD</strong> GROUP ON THE REVIEW OF THE ANNUAL REPORT OF <strong>KD</strong> GROUP<br />

D.D. AND THE <strong>KD</strong> GROUP FOR 2009<br />

Dear Shareholders,<br />

Based on authorisations <strong>and</strong> competences, laid down in the Articles of Association, the managing process <strong>and</strong> operations of<br />

<strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>, were supervised <strong>and</strong> monitored by the Supervisory Board until 15 November 2009<br />

<strong>and</strong> since 16 November 2009, by the Management Board in accordance with the legislation <strong>and</strong> Rules of procedures of the<br />

Supervisory Board <strong>and</strong> the Management Board.<br />

On 16 November 2009, members of the Supervisory Board who were again appointed at the 12 th General Meeting of<br />

Shareholders held on 6 March 2009, operated in unchanged composition as follows: Aleš Vahčič, PhD - President, Alojz<br />

Penko – Deputy president <strong>and</strong> Bojan Sekavčnik – member.<br />

A one-tier management system was implemented at the 14 th General Meeting of Shareholders, with appointment of the first<br />

Management Board of the Company in the following composition: Matjaž Gantar – President, Aleks<strong>and</strong>er Sekavčnik –<br />

Deputy president, Sergej Racman – member, Tomaž Butina- member, Draško Veselinovič, PhD – member <strong>and</strong> CEO, <strong>and</strong><br />

Peter Grašek, appointed as member of the Management Board <strong>and</strong> deputy CEO. <strong>The</strong> Management Board in its function of<br />

the supervisory <strong>and</strong> management body began its m<strong>and</strong>ate on 16 November 2009.<br />

<strong>The</strong> Report of the Management Board's operations includes <strong>and</strong> describes also operations of the Supervisory Board until the<br />

expiration of its m<strong>and</strong>ate. <strong>The</strong> term »management of the Company« comprises operations of the Management Board until<br />

the implementation of a one-tier management system, as well as operations of the executive members of the Management<br />

Board.<br />

Operations of the Supervisory Board <strong>and</strong> the Management Board<br />

<strong>The</strong> Supervisory Board <strong>and</strong> the Management Board performed their roles in the corporate governance system in accordance<br />

with the legal competences <strong>and</strong> responsibilities by regular monitoring of daily operations, by learning about the operations of<br />

the management <strong>and</strong> its decisions <strong>and</strong> by reviewing proposals for changes <strong>and</strong> amendments. Through discussion <strong>and</strong><br />

proposed initiatives <strong>and</strong> opinions, the Management Board as the Supervisory Board before it, operated not only in their<br />

supervisory role, but were also involved in developing of business strategies. <strong>The</strong> Supervisory Board <strong>and</strong> the Management<br />

Board performed their tasks consistently <strong>and</strong> responsibly.<br />

In accordance with their legal <strong>and</strong> statutory competences, the Supervisory Board <strong>and</strong> the Management Board in 2009<br />

regularly monitored <strong>and</strong> supervised the Company’s operations throughout their m<strong>and</strong>ates. <strong>The</strong>y discussed the management<br />

reports on daily operations <strong>and</strong> activities of the Company, learnt about important business events, monitored the work of the<br />

management <strong>and</strong> followed implementation of the adopted resolutions. <strong>The</strong>y primarily focused on professional supervision of<br />

the operations <strong>and</strong> realisation of the strategy of the Company <strong>and</strong> the <strong>KD</strong> <strong>Group</strong>. <strong>The</strong>y regularly monitored performance of<br />

the Company <strong>and</strong> <strong>Group</strong> companies located abroad. By regular monitoring of the Company's performance, reviewing<br />

proposals for changes <strong>and</strong> developing initiatives <strong>and</strong> opinions, their role was not only that of an active supervisor but also of<br />

someone actively involved in the development of business strategies jointly with the Company's management.<br />

In 2009 the Supervisory Board of <strong>KD</strong> <strong>Group</strong> held one constitutive meeting, eleven regular sessions <strong>and</strong> four correspondence<br />

sessions <strong>and</strong> adopted a total 69 resolutions.<br />

<strong>The</strong> Management Board of <strong>KD</strong> <strong>Group</strong> held a constitutive meeting in 2009, two regular meetings <strong>and</strong> adopted a total of 25<br />

resolutions.<br />

Through written materials <strong>and</strong> explanations provided by the management at meeting <strong>and</strong> through close cooperation with the<br />

management, the Management Board <strong>and</strong> the Supervisory Board regularly monitored performance of the Company. <strong>The</strong><br />

quorum was always present at the meetings of the Management Board <strong>and</strong> the Supervisory Board <strong>and</strong> all members actively<br />

participated in the discussions. <strong>The</strong> Company's management supplied all the relevant information to the Supervisory <strong>and</strong> the<br />

Management Boards which were necessary for the performance of their supervisory <strong>and</strong> managerial roles. <strong>The</strong> Management<br />

Board therefore assesses the co-operation of the Company's management as good.<br />

At their meetings, the Management Board <strong>and</strong> the Supervisory Board discussed the following more important business<br />

events <strong>and</strong> adopted the following more important resolutions:<br />

10


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

• At the correspondence meeting on 2 February 2009 the Supervisory Board appointed a four-member Management<br />

Board whose m<strong>and</strong>ate commenced on 3 February 2009 <strong>and</strong> determined competences of the President <strong>and</strong> members<br />

of the Board;<br />

• At its 4 th meeting held on 28 May 2009 the Supervisory Board discussed the audited Annual Report of <strong>KD</strong> <strong>Group</strong> d.d.<br />

<strong>and</strong> the audited Annual Report of the <strong>KD</strong> <strong>Group</strong> for 2008 <strong>and</strong> was informed of the auditor's opinions <strong>and</strong> proposal for<br />

the distribution of the profit; further it adopted annual report of the Supervisory Board on the review of the annual<br />

reports thus giving its approval to the Annual Reports of <strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>. <strong>The</strong> Supervisory<br />

Board adopted the Constitution of the Audit Committee of <strong>KD</strong> <strong>Group</strong> d.d., appointed Audit Committee of the<br />

Supervisory Board, <strong>and</strong> discussed <strong>and</strong> approved <strong>KD</strong> <strong>Group</strong>'s plan for 2009 <strong>and</strong> internal audit plan of <strong>KD</strong> <strong>Group</strong> for<br />

2009;<br />

• At its 5 th meeting held on 14 July 2009 the Supervisory Board discussed current business of the <strong>KD</strong> <strong>Group</strong> <strong>and</strong><br />

business report for the period January – May 2009;<br />

• At its 7 th meeting on 15 September 2009 the Management Board appointed Draško Veselinovič member of the<br />

Management Board with his m<strong>and</strong>ate commencing on 1 October 2009 <strong>and</strong> again allocated individual business areas to<br />

members of the Management Board;<br />

• At its 3 rd conference meeting on 7 October 2009 the Supervisory Board was informed of the proposed Agenda for the<br />

14 th General Meeting of Shareholders, proposals for decisions <strong>and</strong> their justification, <strong>and</strong> with regards to the<br />

implementation of a one-tier management system of the Company, gave its proposals for appointment of members of<br />

the Management Board of <strong>KD</strong> <strong>Group</strong>;<br />

• At its 10 th regular meeting on 30 October 2009 the Supervisory Board discussed the non-audited business report of <strong>KD</strong><br />

<strong>Group</strong> d.d. <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> for the first six months of 2009 <strong>and</strong> the report on current business of <strong>KD</strong> <strong>Group</strong><br />

from January to September 2009;<br />

• At the constitutive meeting on 9 November 2009 the Management Board appointed Matjaž Gantar, member, President<br />

of the Management Board, Aleks<strong>and</strong>er Sekavčnik Deputy president, <strong>and</strong> Draško Veselinovič the CEO <strong>and</strong> Peter Graško<br />

Deputy CEO.<br />

• At its 1 st regular meeting held on 23 November 2009 the Management Board discussed current business <strong>and</strong> appointed<br />

Audit Committee of the Management Board.<br />

<strong>The</strong> Company ensured business transparency through periodical <strong>and</strong> a<strong>dd</strong>itional regular informing of the Shareholders <strong>and</strong><br />

other public via simultaneous publications on the Ljubljana Stock Exchange website SEOnet http://seonet.ljse.si <strong>and</strong> the<br />

Company's website www.kd-group.com.<br />

Based on the above, the Management Board has concluded that it was informed of all more important business events in<br />

2009 that affected the performance of the Company <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>. In view of the method of information provision<br />

<strong>and</strong> cooperation between the management <strong>and</strong> the Management Board during the year it was not necessary for the<br />

Management Board or its individual members to ask for a<strong>dd</strong>itional information or to verify documentation on which the<br />

information, important for the decision-making, was based.<br />

Management Board's report on relations with the controlling entity<br />

<strong>The</strong> Management Board also discussed the management’s report about relations with the controlling entity <strong>KD</strong> d.d. <strong>and</strong><br />

transactions with related parties in 2009, <strong>and</strong> has concluded that in the conclusion of legal transactions <strong>and</strong> other legal acts<br />

between the controlling entity <strong>and</strong> its related parties, <strong>KD</strong> <strong>Group</strong> d.d. suffered no damage or deprivation.<br />

Annual Report 2009 – View of the auditor's report, review <strong>and</strong> the Annual Report's approval<br />

<strong>The</strong> audit of the Annual Reports of <strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> for the year 2009 (hereafter: Annual reports for<br />

2009) was performed by the auditing firm Ernst & Young d.o.o., Ljubljana, who issued an unqualified opinion on the two<br />

Annual Reports on 14 April 2009.<br />

<strong>The</strong> audited Annual reports for 2009 were discussed by the Management Board on 22 April 2010.<br />

<strong>The</strong> Management Board considered the two Annual reports <strong>and</strong> auditor's opinions for 2009 <strong>and</strong> has concluded the following:<br />

• <strong>The</strong> 2009 Annual reports have been compiled in accordance with the Companies Act, Articles of Association <strong>and</strong> the<br />

current accounting <strong>and</strong> reporting requirements;<br />

11


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

• <strong>The</strong> reports are comprised of all statutory formal <strong>and</strong> substantive elements of a commercial company's annual report<br />

as required under the law <strong>and</strong> subsequently all the key data necessary for making decisions concerning their<br />

approval;<br />

• <strong>The</strong> 2009 Annual reports are inclusive of the auditor's opinion on the financial statement audit. It is clear from the<br />

auditor's report that the financial statements are true <strong>and</strong> fair presentation of the financial position, operating result<br />

<strong>and</strong> cash flows of <strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>. <strong>The</strong> certified auditor issued un unqualified opinion on<br />

both sets of the financial statements.<br />

Based on the above the Management Board issues the following observations:<br />

Following its review of the auditor's opinions in accordance with paragraph 2, Article 282 of ZGD-1, the Management Board<br />

hereby confirms that it has no comments on the opinions <strong>and</strong> agrees with the reports’ findings.<br />

In accordance with paragraph 2, Article 282 of ZGD-1C the Management Board hereby confirms that it has no comments on<br />

the Annual reports for the year 2009 <strong>and</strong> gives its approval to the Annual report 2009 of <strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> to the Annual<br />

Report 2009 of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>.<br />

Proposal for the net profit distribution<br />

As part of the Annual reports 2009 review, the Management Board has found that in accordance with the resolution of the<br />

management, the net loss of 2009 of EUR 52,827,433.37 was, as at 31 December 2009, settled as follows:<br />

- EUR 8,152,469.82 was debited to the remaining portion of the retained earnings after the formation of treasury<br />

reserves.<br />

- EUR 44,674,963.55 was debited to capital surplus.<br />

<strong>KD</strong> <strong>Group</strong> as at 31.12.2009 does not have profit for appropriation, therefore the Mangement Board did not create a<br />

resolution regarding the use of the profit for the assembly.<br />

Based on the review of operations of <strong>KD</strong> <strong>Group</strong> d.d. <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in 2009 as well as the audited Annual reports<br />

of the Company <strong>and</strong> the <strong>Group</strong>, the Management Board proposes to the General Meeting to grant dismissal to members of<br />

the management <strong>and</strong> supervisory bodies for the year 2009.<br />

Ljubljana, 22 April 2010<br />

Matjaž Gantar<br />

President of the Management Board of <strong>KD</strong> <strong>Group</strong><br />

12


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

EVENTS THAT CHARACTERISED 2009<br />

Changes in the composition of the <strong>KD</strong> <strong>Group</strong><br />

16 January<br />

- <strong>KD</strong> Finančna Točka d.o.o., Ljubljana acquires <strong>KD</strong> Financial Point in Bulgaria.<br />

10 June<br />

- <strong>KD</strong> Finančna Točka d.o.o. acquires Vitavizia d.o.o.<br />

3 July<br />

- <strong>KD</strong> <strong>Group</strong> d.d. acquires Sarbon Invest d.o.o., Uzbekistan.<br />

27 July<br />

- <strong>KD</strong> Kapital acquires FM-NET d.o.o.<br />

29 October<br />

- <strong>KD</strong> Kapital d.o.o., Ljubljana disposes of its stake in <strong>KD</strong> Mont a.d., Monte negro.<br />

6 December<br />

- <strong>KD</strong> <strong>Group</strong> d.d. disposes of <strong>KD</strong> Investments Bratislava<br />

13


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Other key events in 2009<br />

January<br />

– As one of the first in Slovenia, <strong>KD</strong> Skladi, Ljubljana, establishes <strong>KD</strong> Krovni sklad whereby all of its 17 mutual funds<br />

are transformed into its sub funds.<br />

– <strong>KD</strong> Skladi, Ljubljana, in cooperation with Concorde Premoženjsko svetovanje d. o. o. begins marketing new<br />

savings plan VIP plus 100.<br />

– At the now traditional, fifth presentation of awards to the best mutual fund managers by the magazine Kapital, the<br />

<strong>KD</strong> MM money market fund receives a "Gold V" award in the category of one-year money market funds.<br />

February<br />

– On 3 February 2009, the Supervisory Board of <strong>KD</strong> <strong>Group</strong> d. d. adopts a decision on the appointment of a fourmember<br />

Management Board, comprising Matjaž Gantar, President, <strong>and</strong> Peter Grašek, Matija Šenk <strong>and</strong> Aljoša<br />

Tomaž, members.<br />

– <strong>KD</strong> Življenje organises an all-day family event at Postojna Caves to mark the Slovenian Cultural Holiday – the 3 rd<br />

Day of Culture <strong>and</strong> Attractions, where a palaeontology exhibition of cretaceous fossils <strong>and</strong> replicas of dinosaur<br />

skeletons are on display.<br />

– AS neživotno osiguranje, Beograd, opens a branch office in Niš.<br />

March<br />

- At the 12 th General Meeting of Shareholders on 6 March, the members of <strong>KD</strong> <strong>Group</strong> d. d.'s Supervisory Board,<br />

Aleš Vahčič, PhD, Alojz Penko <strong>and</strong> Bojan Sekavčnik are reappointed. <strong>The</strong> term of Supervisory Board members<br />

begins on 9 March.<br />

- <strong>KD</strong> Banka, specialising in private <strong>and</strong> personal banking services, begins operations.<br />

- <strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> celebrates 15 years of operations: on 11 March 1994, Kmečka družba, the legal predecessor<br />

of <strong>KD</strong> Skladi, was entered in the Company Register.<br />

- <strong>KD</strong> Življenje begins marketing Fondpolica Maks Garant Plus, a unique whole of life insurance product with<br />

instalment or one-time premium payment <strong>and</strong> a payout of a minimum sum of net premium payments when the<br />

insurance term expires.<br />

– Peter Groznik, PhD assumes the function of President of the Management Board of <strong>KD</strong> Skladi.<br />

April<br />

– Matej Marošek becomes President of the Management Board of <strong>KD</strong> Finančna točka.<br />

– <strong>The</strong> concert event of the year, Volkswagner, takes place: the musical project, initiated by <strong>KD</strong> <strong>Group</strong> d. d., combines<br />

the talents of the legendary group Laibach, the RTV Slovenija symphony orchestra <strong>and</strong> conductor Izidor Leitinger.<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong> uses the concert as a platform for the gr<strong>and</strong> celebration of its 15 th anniversary of operations.<br />

May<br />

– Matej Tomažin becomes president of the Management board of <strong>KD</strong> Investments d.o.o., Zagreb.<br />

– <strong>The</strong> <strong>KD</strong> Victoria fund, managed by <strong>KD</strong> Investments, Zagreb celebrates its 10 th anniversary of operations.<br />

– <strong>KD</strong> Življenje again sponsors the 3 rd Festival of families organised in front of the entrance to the Postojna Caves.<br />

– Adriatic Slovenica, insurance company, introduces a novelty – My first car policy – a new insurance cover available<br />

to drivers with less than three years of driving experience.<br />

June<br />

– <strong>The</strong> General Meeting of <strong>KD</strong> Finančna točka appoints Katja Kraškovic member of the Management Board to<br />

continue the work of Darja Gabrovšek Polajnar.<br />

– <strong>The</strong> Management Board of <strong>KD</strong> Življenje appoints Gregor Šušmelj Director of the branch office <strong>KD</strong> Life in Slovakia,<br />

thus replacing Pavol Norulak, the former CEO.<br />

– Radovan Pušnar assumes the role of a member of the Management Board <strong>and</strong> CEO of <strong>KD</strong> Life AD, Bulgaria.<br />

July<br />

– <strong>KD</strong> Življenje launches new life insurance product on the market called ŽIVLJENSKI KASKO (HULL LIFE<br />

INSURANCE) – life assurance policy where the sum insured is paid over the duration of the insurance policy..<br />

– <strong>KD</strong> Kapital d. o. o. <strong>and</strong> ABDS d. d., Sarajevo are joint sponsors of summer holidays at Debeli rtič for children from<br />

Bosnia <strong>and</strong> Herzegovina, organised for the fifth consecutive year by the institution »Krog« as part of their<br />

humanitarian <strong>and</strong> development project »Give a Smile«.<br />

14


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

August<br />

– <strong>KD</strong> Skladi becomes the largest trust company in Slovenia in terms of the volume of assets under management.<br />

– At the ‘Trusted Br<strong>and</strong>'' award ceremony, <strong>KD</strong> Skladi is awarded first place in Slovenia in the category »Investment<br />

companies <strong>and</strong> Mutual funds«.<br />

September<br />

– From September <strong>KD</strong> Življenje offers a Guaranteed package, a stable <strong>and</strong> safe investment guaranteeing annual<br />

return of a minimum 2.75%. If the return exceeds the guaranteed level, life insurances with the Guaranteed<br />

package are eligible for the attribution of the annual surplus.<br />

– <strong>KD</strong> Skladi launches a new savings plan VIP 100 Premium, which provides long-term return <strong>and</strong> allows investors<br />

savings for a variety of purposes such as acquisition of a real estate, to supplement your pension, to provide<br />

schooling for your children or gr<strong>and</strong>children <strong>and</strong> other purposes, all with minimum regular payments into <strong>KD</strong> Krovni<br />

sub funds.<br />

– <strong>KD</strong> Privilege organises a lecture by Paul Krugman, a Nobel prize winner for economy <strong>and</strong> a lecturer at the<br />

University of Princeton.<br />

– <strong>KD</strong> Življenje opens a new branch office in Koper.<br />

October<br />

– <strong>The</strong> Management Board of Adriatic Slovenica Zavarovalna družba d. d. becomes a three-member Board following<br />

retirement of Milena Georgievski, a long-term member <strong>and</strong> Deputy Chairperson of the Management Board. Other<br />

functions of the insurance company's Management remain unchanged.<br />

– Celebration of arrival of three Saimiri Monkeys to the Ljubljana ZOO after <strong>KD</strong> Življenje sponsored construction of a<br />

new animal habitat.<br />

– AS osiguranje in Serbia opens new offices of its business unit in Čačak.<br />

– <strong>KD</strong> Banka integrates its first ATM into a network of ATMs linked to a Bankart processing centre.<br />

– Special achievements awards in the field of PR are awarded at a formal evening of the 13 th Slovene PR<br />

conference - Prizma 2009. One of the awarded communications projects is also project developed by <strong>KD</strong> Življenje<br />

»Dignitaries arriving to Ljubljana«, the first joint project marking a long-term partnership between <strong>KD</strong> Življenje <strong>and</strong><br />

Ljubljana ZOO.<br />

– <strong>KD</strong> Fondovi, Macedonia celebrates the first anniversary of its two funds: “<strong>KD</strong> Brik” <strong>and</strong> “<strong>KD</strong> Južen Balkan”.<br />

November<br />

– <strong>The</strong> first magazine is issued under the <strong>KD</strong> Privilege trademark, intended for all potential <strong>and</strong> existing private<br />

banking clients.<br />

– <strong>The</strong> one-tier management system is implemented in <strong>KD</strong> <strong>Group</strong> following its registration in the court register.<br />

– <strong>KD</strong> Življenje <strong>and</strong> Turizem Kras in cooperation with partners successfully bring to an end the Dinosaurs exhibition in<br />

the Postojna Caves. In more than 10 months, the skeleton of the Mamenchisaurus was probably seen by over<br />

472,000 visitors to the caves. <strong>The</strong> exhibition was seen by over 14,000 Slovene visitors who could purchase the<br />

ticket for the caves at a 50% family discount.<br />

December<br />

– <strong>The</strong> first anniversary of the publication of the “Financial consultant when&how” magazine issued by <strong>KD</strong> Skladi <strong>and</strong><br />

<strong>KD</strong> Življenje.<br />

– In order to optimize operations of <strong>KD</strong> <strong>Group</strong> as the only stakeholder in <strong>KD</strong> Investments, for the purpose of adapting<br />

the operations of the <strong>KD</strong> <strong>Group</strong> to market conditions, <strong>and</strong> following the resolution of the KHoV – Serbian Securities<br />

Market Agency (Komisija za Hartije od Vrednosti RS), consensus was given for the transfer of “<strong>KD</strong> Ekskluziv” fund<br />

to Citadel Asset Management.<br />

15


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Important events following the end of the 2009 financial year<br />

January<br />

– <strong>KD</strong> Galileo, the first Slovene investment fund became off age in 2010, celebrating its 18 th birthday. As a pioneer in<br />

this particular field it is of great importance for the development of Slovene capital market as it has contributed to<br />

the development of today's highly competitive mutual funds sector. Since its establishment, over 50,000 investors<br />

have entrusted their assets to the fund which is today, with over EUR 150 million of assets under management, the<br />

largest Slovene fund (excluding funds established on transformation of investment companies).<br />

– www.financna-tocka.si website presents its new image, structure <strong>and</strong> comprehensive range of products <strong>and</strong><br />

services provided by <strong>KD</strong>. For the first time a uniform <strong>and</strong> exp<strong>and</strong>ed presentation of financial, banking <strong>and</strong><br />

insurance products <strong>and</strong> services of the <strong>KD</strong> <strong>Group</strong> is available on one location.<br />

– <strong>KD</strong> Življenje life insurance company launches a new product on the market “Fondpolica Solist” life insurance tied to<br />

the value of a unit of the assets of a long-term business fund “Aktivni naložbeni paket”.<br />

February<br />

– As from 15 February 2010, <strong>KD</strong> Banka’s personal accounts, cards, online banking, savings account <strong>and</strong> deposits<br />

are available to the wider public in all branches of <strong>KD</strong> Finančna točka in Slovenia. Thus <strong>KD</strong> Banka, which has<br />

initially provided private, personal <strong>and</strong> investment banking services, upgraded its range of products <strong>and</strong> services<br />

with a wide palette of commercial banking services.<br />

– By opening a classical personal account, clients will be issued BA Maestro card which will allow them to draw cash<br />

at all ATMs in Slovenia <strong>and</strong> the EMU countries.<br />

– Mastercard allows clients to defer payments (interest-free), thus saving time <strong>and</strong> money whilst having also a free<br />

accident insurance in the event of death or permanent disability.<br />

– Advantages of savings account which is administered by <strong>KD</strong> Banka free-of-charge include instant liquidity of<br />

money, as cash can be transferred from personal account to the savings account <strong>and</strong> vice versa at any time.<br />

Savings account pays interest at highly competitive rates (currently one of the best rates of interest compared to<br />

other Slovene banks) <strong>and</strong> money can be withdrawn at any time as it is not deposited for a specified term.<br />

– Online bank, one of the first in Slovenia, combines commercial <strong>and</strong> investment banking services, allows for a<br />

comprehensive overview of services provided by <strong>KD</strong> Banka <strong>and</strong> domestic, overseas <strong>and</strong> international payment<br />

processing. Online banking clients are able to order purchase or sale of securities on domestic (LJSE) <strong>and</strong> foreign<br />

markets (currently XETA). In a<strong>dd</strong>ition, transfer from trading to a personal account is free. Through online banking<br />

clients may transfer funds between accounts freely <strong>and</strong> at any time.<br />

– <strong>KD</strong> Banka also offers short-term <strong>and</strong> long-term deposits as a means of a safe <strong>and</strong> reliable investment.<br />

– <strong>KD</strong> Življenje insurance company has for the fourth consecutive time organised now traditional gathering of families<br />

called Day of Culture <strong>and</strong> Attractions.<br />

March<br />

– <strong>KD</strong> Skladi sponsored the project Clean Slovenia in One day by becoming the project’s Golden sponsor.<br />

– <strong>KD</strong> Banka is integrated into the Bankarta centre which allows online payment using the special money order form.<br />

– <strong>KD</strong> banka organises roundtable “Where does exit strategy lead to <strong>and</strong> what it means for financial markets? on 3<br />

March in the Gr<strong>and</strong> Hotel Union where experts from the field of economy, finance <strong>and</strong> business exchanged their<br />

views <strong>and</strong> opinions.<br />

– <strong>KD</strong> Življenje life insurance company launches new life insurance product Fondpolica EKSKLUZIV, developed in<br />

cooperation with a renowned banking group BNP Paribas. This is a whole of life insurance policy where premiums<br />

are paid in instalments <strong>and</strong> which offers a number of exclusive benefits including the best entry in the investment<br />

<strong>and</strong> a<strong>dd</strong>itionally integrated safeguards which provides a unique opportunity for a safe <strong>and</strong> profitable investment.<br />

April<br />

– <strong>KD</strong> banka introduces new service for retail users allowing them to make long-term deposits via online banking or in<br />

any of the <strong>KD</strong> Finančna točka branches.<br />

16


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

STRATEGIC ORIENTATIONS OF THE <strong>KD</strong> GROUP<br />

MISSION, VISION, VALUES<br />

Mission: responsible partnership between users, employees <strong>and</strong> owners<br />

<strong>The</strong> <strong>Group</strong> manages financial assets of its users in a responsible, efficient <strong>and</strong> safe manner to ensure return. Employees<br />

have the best working conditions, many possibilities for education, promotion <strong>and</strong> are granted incentives for job well done.<br />

<strong>The</strong> <strong>Group</strong> ensures expected growth <strong>and</strong> profit for the owners <strong>and</strong> creates socially responsible partnerships between<br />

mutually equal agents.<br />

Vision: development growth <strong>and</strong> response expansion<br />

We are a respected, dynamic <strong>and</strong> socially responsible financial group. Trustworthy experts fulfil the expectations of<br />

customers with services that are a step ahead of the times. Accessible in one location, we shape the trends of financial<br />

services in Southern <strong>and</strong> Eastern Europe.<br />

Values: growth, respect, trust, excellence <strong>and</strong> support.<br />

Growth<br />

- professional approach <strong>and</strong> innovation are the corner stone of our growth.<br />

- we are flexible <strong>and</strong> responsive.<br />

- through sharing of knowledge <strong>and</strong> ideas we disseminate good practices<br />

- my personal growth is our success<br />

Respect<br />

- in interactions with others we are kind, positive <strong>and</strong> honest<br />

- we are open to opinions of others – we know how to listen <strong>and</strong> hear<br />

- we appreciate everyone’s contribution, his/her uniqueness <strong>and</strong> diversity<br />

Trust<br />

- we have confidence in ourselves <strong>and</strong> our capabilities: we know how <strong>and</strong> we can<br />

- through prudent <strong>and</strong> responsible actions we create a circle of trust<br />

- we are genuine <strong>and</strong> keep to our agreements<br />

Excellence<br />

- through commitment <strong>and</strong> perseverance we realise our high objectives<br />

- we are a step in front<br />

- we work to the best of our abilities <strong>and</strong> together we recognise our successes<br />

- we act in concert<br />

Support<br />

- we generate safe <strong>and</strong> positive working environment<br />

- through collegiality we find the right way to ensure results<br />

- we promote healthy balance between personal, family <strong>and</strong> business life<br />

- we cooperate <strong>and</strong> help each other<br />

REALISATION OF STRATEGIC OBJECTIVES AND ORIENTATIONS<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong>'s strategic objectives <strong>and</strong> orientations were realised again in 2009 by seeking the best solutions <strong>and</strong> taking<br />

advantage of opportunities for the growth <strong>and</strong> development of all companies in the <strong>Group</strong>.<br />

17


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Key operating highlights of division-based activities<br />

– At the end of 2009 <strong>KD</strong> Banka had over 3,200 clients, while total value of assets held by private clients <strong>and</strong> assets<br />

under individual management stood at EUR 51 million, <strong>and</strong> EUR 336 million of brokerage assets. <strong>The</strong> operations of<br />

the banking division were marked by financial crisis to which we have responded efficiently. Much attention was<br />

devoted to communications with our clients as we believe that direct communication is of vital importance as it<br />

enables development of an individual relationship between a bank clerk <strong>and</strong> the client. <strong>The</strong>refore we adjusted our<br />

communications with clients to the time that was most suitable for them. In 2009 <strong>KD</strong> Banka focused on private <strong>and</strong><br />

investment banking. We have developed a range of products for corporate entities inclusive of transaction accounts,<br />

deposits <strong>and</strong> a variety of credit facilities as well as online bank “Halcom”. For retail clients <strong>KD</strong> Banka developed<br />

variety o personal accounts, payment cards, savings accounts, deposit accounts with various maturities, Lombard<br />

loans <strong>and</strong> online banking.<br />

– By mid 2009 conditions on capital markets have slowly stabilised <strong>and</strong> from March onwards the growth on capital<br />

markets helped to boost investor confidence. In terms of return <strong>and</strong> also in terms of gaining new investors, the funds<br />

within the <strong>Group</strong> performed well. In terms of return our funds successfully competed against local <strong>and</strong> foreign<br />

competition <strong>and</strong> some were best performed funds in their individual categories. <strong>The</strong> trend of increasing number of<br />

accession forms has continued resulting in positive cash flows of the funds managed by the <strong>Group</strong>. At the end of the<br />

year total assets managed by all asset management companies in the <strong>Group</strong> stood at EUR 449.1 million, compared<br />

to EUR 360.6 million at the end of 2008.<br />

– Insurance sector could not avoid the impact of global economic crisis which was demonstrated in limited growth in<br />

property insurances <strong>and</strong> negative growth of gross life insurance premiums. In 2009 the <strong>KD</strong> <strong>Group</strong> gained a 17%<br />

share on Slovene insurance market with a total of EUR 329.3 million of insurance premiums ( Adriatic Slovenica<br />

EUR 260.6 million <strong>and</strong> <strong>KD</strong> Življenje EUR 68.7million). <strong>KD</strong> Življenje life insurance company is the second largest life<br />

insurance company in Slovenia <strong>and</strong> in spite of difficult market conditions, at the end of 2009 it increased its market<br />

share to solid 14.1 percent. In 2009 Adriatic Slovenica recorded a 12.56% market share, making it the third largest<br />

insurance company in Slovene insurance market. In property insurance division the insurance company recorded a<br />

17.01 percent share of the market <strong>and</strong> in health insurance divisions, a 23.9 percent % market share.<br />

– At the end of 2009 <strong>KD</strong> Finančna točka's range of insurance products comprised life insurance provided by <strong>KD</strong><br />

Življenje, information, consultancy <strong>and</strong> accession to 17 sub funds of <strong>KD</strong> Krovni sklad <strong>and</strong> VIP 100 Premium savings<br />

plan offered by <strong>KD</strong> Skladi, health <strong>and</strong> property insurance offered by Adriatic Slovenica, stockbrokerage services,<br />

individual asset management services provided by <strong>KD</strong> Banka <strong>and</strong> voluntary health insurance abroad inclusive of<br />

assistance, offered by Assistance CORIS. <strong>The</strong> range of services of <strong>KD</strong> Finančna točka will be further increased in the<br />

beginning of 2010 with banking services provided by <strong>KD</strong> Banka. At the end of 2009 <strong>KD</strong> Finančna točka registered<br />

851 new investors <strong>and</strong> over EUR 18 million of direct payments into the mutual funds of <strong>KD</strong> Skladi, <strong>and</strong> together with<br />

transfers, we recorded a total of EUR 32 million of payments. <strong>KD</strong> Finančna točka agreed over 9,000 new insurance<br />

policies <strong>and</strong> 2,000 insurance policies were agreed with the existing insurants. Total new annual premium stood at<br />

over EUR 5,300,000 <strong>and</strong> single premium over EUR 4,700,000. Our website www.financna-tocka.si had over 250,000<br />

visitors in 2009, <strong>and</strong> our <strong>KD</strong> Plus Club had over 72,000 members at the end of 2009.<br />

Looking ahead to 2010<br />

– In the previous year we focused on expansion of our range of services with banking products <strong>and</strong> services. Through<br />

a comprehensive range of financial <strong>and</strong> insurance services we have realised one of our key strategic objectives of the<br />

<strong>KD</strong> <strong>Group</strong>. In 2010 we will devote our attention to making our products <strong>and</strong> services available to the wider public by<br />

developing sales channels which will enable individuals to arrange all their financial matters in one place.<br />

– Comprehensive range of products <strong>and</strong> services <strong>and</strong> complementarities between the <strong>Group</strong> companies allow us to<br />

efficiently utilise internal synergies. In 2010 we shall strive to organise our operations in a manner that will ensure<br />

efficiency whilst at the same time preserving or even improving high quality st<strong>and</strong>ards of our services.<br />

– Due to stringent conditions on markets <strong>and</strong> sectors where the <strong>Group</strong> operates, we will have to focus primarily on the<br />

most promising markets <strong>and</strong> activities.<br />

18


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

SHARES, DIVIDENDS AND OWNERSHIP STRUCTURE<br />

Basic information on shares, dividends <strong>and</strong> equity<br />

<strong>KD</strong> <strong>Group</strong>'s share capital totalled EUR 98,215,756.97 as at 31 December 2009 <strong>and</strong> was represented by 2,942,053 no-parvalue<br />

shares (of which 2,675,640 were ordinary shares of <strong>KD</strong>HR, while 266,413 were preference participating shares of<br />

<strong>KD</strong>HP).<br />

Ordinary shares of <strong>KD</strong> <strong>Group</strong> (<strong>KD</strong>HR) have been listed on the entry market of the Ljubljana Stock Exchange since 5<br />

February 2001. At incorporation, all issued shares were defined as ordinary registered shares with voting rights <strong>and</strong> a<br />

nominal value of EUR 33.38 each. <strong>The</strong> first General Meeting of Shareholders held in May 2001 passed a resolution<br />

converting a maximum of 595,691 ordinary registered shares into cumulative preference shares with no voting rights.<br />

Preference shares (<strong>KD</strong>HP) have been listed on the entry of the Ljubljana Stock Exchange since 12 July 2001. <strong>The</strong> rights of<br />

holders of these shares include:<br />

– the right of priority in payment of dividends before holders of ordinary shares in the amount of EUR<br />

1.67, for a cumulative period of five years;<br />

– in the event of a dividend payout to holders of ordinary shares, the right to the payment of a<strong>dd</strong>itional<br />

dividends of at least EUR 1.67, bringing the total dividend to a maximum of EUR 3.34;<br />

– during the liquidation of the company, priority in the payment of residual assets before holders of<br />

ordinary shares in the amount of EUR 33.38.<br />

Authorised capital totalled EUR 49,107,878 as at 31 December 2009. Pursuant to the resolution passed at the 8 th General<br />

Meeting of Shareholders on 13 October 2005, the Management Board is authorised to increase the company’s share capital<br />

by a maximum of EUR 49,107,878 by issuing new shares for cash or contributions-in-kind within five years following the<br />

entry of the amendment to the Articles of Association in the Company Register (16 November 2005). <strong>The</strong> Management<br />

Board has not yet used the authorised capital.<br />

<strong>The</strong> book value of the <strong>KD</strong>HR <strong>and</strong> <strong>KD</strong>HP shares was EUR 57.38 as at 31 December 2009, a decrease of 23% from the<br />

previous year, when it stood at EUR 74.57. <strong>The</strong> book value of a share is calculated as the book value of the equity of<br />

majority shareholders as at the end of the accounting period under the IFRS, divided by the number of all shares, excluding<br />

treasury shares, as at the end of the accounting period.<br />

Net earnings per share amounted to EUR -20.35 in 2009, compared to EUR -2.55 in 2008. Net earnings per share was<br />

calculated as the net profit pertaining to majority shareholders less dividends paid on preference shares (excluding treasury<br />

shares) for the accounting period divided by the average number of all issued ordinary shares, excluding treasury shares, in<br />

the accounting period.<br />

Share price movement<br />

Ordinary shares of <strong>KD</strong>HR in 2009<br />

Transactions made on the Ljubljana Stock Exchange in 2009 in ordinary shares of <strong>KD</strong>HR totalled EUR 2,676,049.41. <strong>The</strong><br />

share price stood at EUR 54.50 at the beginning of the year. <strong>The</strong> lowest share price in 2009 was EUR 48.40, while the<br />

highest price was EUR 61.46.<br />

Basic indicators for ordinary shares of <strong>KD</strong>HR:<br />

Share details As at 31 st December 2008<br />

As at 31 st December 2009<br />

(EUR) Index 09/08 (in %)<br />

Number of shares 2,675,640 2,675,640 0<br />

Market price (in EUR) 54.10 50.57 -6.52<br />

Market capitalisation (in million EUR) 144.75 135.31 -6.52<br />

Sources: Ljubljana Stock Exchange, GVIN <strong>and</strong> own calculations of <strong>KD</strong> <strong>Group</strong><br />

19


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Comparison of changes in SBITOP (in points) <strong>and</strong> the share price of <strong>KD</strong>HR (in EUR) from 1 January 2009 to 31 December<br />

2009:<br />

Source: Ljubljana Stock Exchange<br />

Preference shares of <strong>KD</strong>HP in 2009<br />

Transactions made on the Ljubljana Stock Exchange in 2009 in preference shares of <strong>KD</strong>HP reached EUR 738,359.30. <strong>The</strong><br />

share price of <strong>KD</strong>HP began the year at EUR 25.29. <strong>The</strong> share price fell to its lowest value on the one but last trading day (29<br />

December 2009), when it was worth EUR 18.21. <strong>The</strong>re were considerably fewer transactions made in preference shares of<br />

<strong>KD</strong> <strong>Group</strong> in 2009 than in ordinary shares, the difference being as much as 72.41 percent.<br />

Basic indicators for preference shares of <strong>KD</strong>HP:<br />

Share details As at 31st December 2008<br />

As at 31st December 2009<br />

(EUR) Index 09/08 (in %)<br />

Number of shares 266,413 266,413 0<br />

Market price (in EUR) 25.29 18.28 -27.72<br />

Market capitalisation (in million<br />

EUR) 6.74 4.87 -27.72<br />

Sources: Ljubljana Stock Exchange, Bloomberg, own calculations of <strong>KD</strong> <strong>Group</strong><br />

Comparison of changes in SBITOP (in points) <strong>and</strong> the share price of <strong>KD</strong>HP (in EUR) from 1 January 2009 to 31 December<br />

2009:<br />

Source: Ljubljana Stock Exchange<br />

20


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Ownership structure<br />

<strong>The</strong> largest shareholder of <strong>KD</strong> <strong>Group</strong> is the company <strong>KD</strong>, finančna družba, d. d., owning 1,859,312 registered ordinary<br />

shares of <strong>KD</strong>HR, or 69.49 % of all such shares, <strong>and</strong> 63.20 % of all shares issued. In all transactions with the parent company<br />

<strong>KD</strong> in 2009, <strong>KD</strong> <strong>Group</strong> d. d. received the appropriate payments <strong>and</strong> compensation <strong>and</strong> did not suffer any losses as the result<br />

of these transactions.<br />

Ownership structure of <strong>KD</strong> <strong>Group</strong> d. d. as at 31 December 2009:<br />

Number of<br />

shareholders Number of shares Share (in %)<br />

<strong>KD</strong>HR – registered ordinary shares<br />

Domestic entities 26,075 2,548,470 86.62<br />

Legal entities 112 2,276,685 77.38<br />

Individuals 25,963 271,785 9.24<br />

Foreign entities 282 127,170 4.32<br />

Legal entities 57 124,623 4.24<br />

Individuals 225 2,547 0.09<br />

Total <strong>KD</strong>HR 26,357 2,675,640 90.94<br />

<strong>KD</strong>HP – registered participating preference<br />

shares<br />

Domestic entities 10,961 225,945 7.68<br />

Legal entities 30 114,656 3.90<br />

Individuals 10,931 111,289 3.78<br />

Foreign entities 56 40,468 1.38<br />

Legal entities 13 40,036 1.36<br />

Individuals 43 432 0.01<br />

Total <strong>KD</strong>HP 11,017 266,413 9.06<br />

Total 37,374 2,942,053 100.00<br />

Ten largest holders of ordinary shares (<strong>KD</strong>HR) as at 31 December 2009:<br />

Shareholder<br />

Location<br />

Number of<br />

<strong>KD</strong>HR shares<br />

Proportion of all<br />

<strong>KD</strong>HR shares<br />

(in %)<br />

1 <strong>KD</strong> d. d. Ljubljana 1,859,312 69.49<br />

2 <strong>KD</strong>H Naložbe d. o. o. Ljubljana 111,095 4.15<br />

3 Caranthania Investments Luxembourg 102,457 3.83<br />

4 Auctor d. o. o. Ljubljana 99,168 3.71<br />

5 Avra d. o. o. Ljubljana 91,281 3.41<br />

6 Adriatic Slovenica d. d. Koper 46,000 1.72<br />

7 Onisac d. o. o. Ljubljana 20,862 0.78<br />

8 Zveza bank reg. z. zo. j. bank und revisions Celovec 17,897 0.67<br />

9 <strong>KD</strong> <strong>Group</strong> d. d. Ljubljana 16,201 0.61<br />

10 Šifrer Peter Medvode 7,982 0.30<br />

Total of the top ten holders of <strong>KD</strong>HR shares 2,372,255 88.66<br />

Others 303,385 11.34<br />

Total <strong>KD</strong>HR shares 2,675,640 100<br />

21


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Ten largest holders of preference shares (<strong>KD</strong>HP) as at 31 December 2009:<br />

Shareholder<br />

Location<br />

N umber of<br />

<strong>KD</strong>HP shares<br />

Proportion of all<br />

<strong>KD</strong>HP shares<br />

(in %)<br />

1 Adriatic Slovenica d. d. Koper 51,306 19.26<br />

2 Cercia Holding Limited Limassol 38,892 14.60<br />

3 Marles d. d. Limbuš 21,291 7.99<br />

4 <strong>KD</strong>H Naložbe, d. o. o. Ljubljana 13,070 4.91<br />

5 Krona Senior d. d. Ljubljana 10,000 3.75<br />

6 Vovk Boštjan Ljubljana 7,665 2.88<br />

7 Niton d. o. o. Ljubljana 7,441 2.79<br />

8 PM & A d. o. o. Ljubljana 6,040 2.27<br />

9 Tomažin Matej Ljubljana 2,050 0.77<br />

10 Gostinstvo Žalec, d. o. o. Žalec 2,019 0.76<br />

Total of the top ten holders of <strong>KD</strong>HP shares 159,774 59.98<br />

Others 106,639 40.02<br />

Total <strong>KD</strong>HP shares 266,413 100<br />

Ten largest holders of regular (<strong>KD</strong>HR) <strong>and</strong> preference shares (<strong>KD</strong>HP) jointly as at 31 December 2009:<br />

Shareholder<br />

Location<br />

Number of<br />

<strong>KD</strong>HR <strong>and</strong><br />

<strong>KD</strong>HP shares<br />

Proportion of share<br />

capital<br />

<strong>KD</strong>HR <strong>and</strong> <strong>KD</strong>HP<br />

(in %)<br />

1 <strong>KD</strong> d. d. Ljubljana 1,859,312 63.20<br />

2 <strong>KD</strong>H Naložbe, d. o. o. Ljubljana 124,165 4.22<br />

3 Caranthania investments Luxembourg 102,457 3.48<br />

4 Auctor d. o. o. Ljubljana 99,168 3.37<br />

5 Avra, d. o. o. Ljubljana 91,281 3.10<br />

6 Adriatic Slovenica d. d. Koper 97,306 3.31<br />

7 Cercia Holding Limited Limassol 38,892 1.32<br />

8 Marles d. d. Limuš 21,291 0.72<br />

9 Onisac d. o. o. Ljubljana 20,862 0.71<br />

10 Zveza bank reg. z. zo. j. bank und revisions Celovec 18,882 0.64<br />

Total of the top ten holders of <strong>KD</strong>HP <strong>and</strong> <strong>KD</strong>HR shares 2,473,616 84.08<br />

Others 468,437 15.92<br />

Total <strong>KD</strong>HP <strong>and</strong> <strong>KD</strong>HR shares 2,942,053 100<br />

Treasury shares<br />

<strong>KD</strong> <strong>Group</strong> d. d. held 16,201 ordinary <strong>KD</strong>HR shares representing 0.55% of the company's share capital as at 31 December<br />

2009<br />

22


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

CORPORATE GOVERNANCE STATEMENT<br />

Responsible corporate governance is the basis for all the <strong>KD</strong> <strong>Group</strong>’s activities. This mission is followed by the management<br />

<strong>and</strong> supervisory bodies of the parent company <strong>KD</strong> <strong>Group</strong>, where a one-tier management system has been implemented<br />

since 16 November 2009. <strong>KD</strong> <strong>Group</strong> d. d. provides the Corporate Governance Statement in accordance with the provision<br />

from the fifth paragraph of Article 70 of the Companies Act. Explanations relating to the sixth paragraph of Article 70 of the<br />

Companies Act are given in the section Shares, Dividends <strong>and</strong> Ownership Structure <strong>and</strong> on the company's website at<br />

www.kd-group.com.<br />

Management system of <strong>KD</strong> <strong>Group</strong><br />

In 2009, <strong>KD</strong> <strong>Group</strong> d.d. changed from a two-tier management system where competences are divided between the General<br />

Meeting, Supervisory Board <strong>and</strong> the Management Board, to a one-tier management system where management process is<br />

exercised with cooperation between the General Meeting <strong>and</strong> the Management Board. Below we present operations of the<br />

General Meeting in 2009, whose competences in both systems are comparable, followed by a description of operations of<br />

the two-tier management system which was exercised in the Company from its establishment <strong>and</strong> until 15 November 2009.<br />

Further we provide description of the roles <strong>and</strong> position of the Management Board members, CEOs <strong>and</strong> audit committee in<br />

relation to the General Meeting, as assumed by them on 16 November 2009.<br />

1. General Meeting of Shareholders of <strong>KD</strong> <strong>Group</strong><br />

<strong>The</strong> General Meeting of Shareholders of <strong>KD</strong> <strong>Group</strong> d. d. adopts the basic decisions leading to the realisation of the central<br />

economic objective: creating value for shareholders.<br />

In 2009 the General Meeting held 12 th , 13 th <strong>and</strong> 14 th General Meeting of Shareholders, with an average 84.13 percent<br />

representation of all ordinary <strong>KD</strong>HR shares with voting rights. At the 13 th General Meeting where, according to the agenda,<br />

holders of the preference shares also had a right to vote, 20.68 percent of all preference <strong>KD</strong>HP shares were represented.<br />

At the 12 th General Meeting of Shareholders on 6 March 2009, the m<strong>and</strong>ate of the Supervisory Board members was<br />

extended.<br />

At the 13 th General Meeting of Shareholders on 28 August 2009, the Shareholders adopted a resolution not to appropriate<br />

the balance sheet profit of EUR 8,903,201.33 as at 31 December 2009 <strong>and</strong> to defer the decision on its appropriation until the<br />

next year. <strong>The</strong> Shareholders issued a discharge to the Management Board <strong>and</strong> the Supervisory Board, thus confirming <strong>and</strong><br />

approving the work of their members in 2008, further they adopted a resolution on determination of compensation to<br />

members of the Supervisory Board <strong>and</strong> its Committee members, <strong>and</strong> appointed auditing firm Ernst & Young, d. o. o.,<br />

Ljubljana, as the auditors for the financial year 2009.<br />

At the 14th General Meeting of Shareholders on 9 November 2009, the Shareholders adopted amendments to the Articles of<br />

Association of the Company related to the implementation of a one-tier management system, supplementation of the<br />

Company's activity, <strong>and</strong> harmonisation of the provisions of the General Meeting of Shareholders with the Companies Act<br />

ZGD-1C. Due to a transfer to a one-tier management system, the Shareholders decided that as of the day of registration of<br />

the amendments to the Article of Association in the court register, the m<strong>and</strong>ate of members of the Management <strong>and</strong><br />

Supervisory Board expires, <strong>and</strong> they appointed members of the first Management Board of <strong>KD</strong> <strong>Group</strong> for the first four-year<br />

m<strong>and</strong>ate.<br />

Resolutions passed at the 12 th , 13 th <strong>and</strong> 14 th General Meeting of Shareholders were published <strong>and</strong> are accessible on the<br />

SEOnet website <strong>and</strong> at the Company's website at (http://www.kd-group.com/?subpage=741).<br />

23


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

2. Management bodies at <strong>KD</strong> <strong>Group</strong> d. d. – tasks <strong>and</strong> responsibilities in a two-tier management system<br />

2.1. Supervisory Board<br />

<strong>The</strong> operations of the parent company <strong>KD</strong> <strong>Group</strong> was until <strong>and</strong> including 15 November 2009, supervised by a threemember<br />

Supervisory Board. Its powers <strong>and</strong> responsibilities were set out in its own Rules of Procedure, the company’s<br />

Articles of Association <strong>and</strong> the applicable legislation. Due to a transfer to a one-tier management system, the m<strong>and</strong>ate of<br />

all members of the Supervisory Board expired whereby at the last day of their m<strong>and</strong>ate, on 15 November 2009, the<br />

composition of the Supervisory Board was as follows:<br />

• Aleš Vahčič, PhD (Chairman), doctorate in economics<br />

• Alojz Penko (Deputy Chairman), agronomic engineer<br />

• Bojan Sekavčnik (Member), university graduate in economics<br />

2.1.1. Work of the Supervisory Board<br />

<strong>KD</strong> <strong>Group</strong> d. d.’s Supervisory Board held one constitutive session, eleven regular sessions <strong>and</strong> four correspondence<br />

sessions in 2009. At its sessions, the Supervisory Board regularly monitored the Company's operations <strong>and</strong> that of the <strong>KD</strong><br />

<strong>Group</strong> <strong>and</strong> monitored the implementation of the adopted business plan. <strong>The</strong> Supervisory Board provided details regarding its<br />

work in the Report of the Supervisory Board to Shareholders on Verification of the Annual Report. This report is submitted to<br />

shareholders as part of the materials for the General Meeting of Shareholders, which decides on the appropriation of the<br />

balance sheet profit.<br />

24


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

2.2. Management Board<br />

Until 16 November 2009, <strong>KD</strong> <strong>Group</strong> was managed by the Management Board, appointed by the Supervisory Board for a<br />

four-year m<strong>and</strong>ate. <strong>The</strong> number of the Management Board members was stipulated in the Articles of Association, while the<br />

scope of work <strong>and</strong> authorisations of individual members were after its expansion from a single to a four-member<br />

Management Board allocated by the Supervisory Board. Until 3 February 2009 the Management Board represented a single<br />

member - Matjaž Gantar. As of 3 February 2009, the Supervisory Board appointed a four-member Management Board with<br />

a four-year m<strong>and</strong>ate in the following composition:<br />

• Matjaž Gantar (<strong>The</strong> President of the Management Board), university economics graduate,<br />

• Peter Grašek (Member), bachelor of laws,<br />

• Aljoša Tomaž (Member), university graduate in economics,<br />

• Matija Šenk (Member), university graduate, mathematical engineer.<br />

On 11 November 2009, the Supervisory Board relieved Aljoša Tomaž from his office as member of the Management Board<br />

<strong>and</strong> appointed Draško Veselinovič, PhD. a new member as of 1 October 2009. Following the implementation of a one-tier<br />

management system, the Management Board consisting of Gantar Matjaž, President, Peter Grašek, Draško Veselinovič<br />

<strong>and</strong> Matija Šenk as members, ceased to operate <strong>and</strong> as from 16 November 2009, the majority of its competences for<br />

managing the business (as explained in section 3 of this chapter) were transferred to Draško Veselinovič, PhD, CEO <strong>and</strong> its<br />

Deputy, Peter Graško who were appointed by the Management Board members as CEOs.<br />

2.2.1. Members of the Management Board hold the following offices on management <strong>and</strong> supervisory<br />

bodies of other companies<br />

2.2.1. 1. Matjaž Gantar<br />

Company<br />

<strong>KD</strong> d. d., Ljubljana<br />

Adriatic Slovenica, d. d., Koper<br />

<strong>KD</strong> Banka d.d.<br />

Seaway <strong>Group</strong>, d. o. o., Bled<br />

DRI Naložbe, d. o. o., Ljubljana<br />

Vila Zahod, d. o. o., Ljubljana<br />

<strong>KD</strong>H Naložbe d. o. o., Ljubljana<br />

<strong>KD</strong>G Naložbe d. o. o., Ljubljana<br />

Vila Nova d.o.o., Ljubljana<br />

Function (as at 31.12.2009)<br />

Member of the Management Board<br />

Member of the Supervisory Board<br />

President of the Management Board<br />

Member of the Supervisory Board<br />

General Manager<br />

General Manager<br />

General Manager<br />

General Manager<br />

General Manager<br />

2.2.1.2. Peter Grašek<br />

As at 31 December 2009, Peter Grašek was not member of management or supervisory bodies of other entities.<br />

2.2.1.3. Aljoša Tomaž<br />

Company<br />

<strong>KD</strong> Banka d.d.<br />

Terme Maribor d.d., Maribor<br />

<strong>KD</strong> Upravljanje imovinom, d.o.o.,<br />

Zagreb<br />

<strong>KD</strong> Capital Management, Bucharest<br />

Function<br />

(as at 11.8.2009, the last day of the office of a member of the<br />

management of <strong>KD</strong> <strong>Group</strong>)<br />

CEO<br />

Deput y chairman of the Supervisory Board<br />

Member of the Supervisory Board<br />

Member of the Management Board<br />

2.2.1.4. Matija Šenk<br />

Company<br />

<strong>KD</strong> Življenje d.d.<br />

<strong>KD</strong> Life Asigurari s.a., Bucharest<br />

<strong>KD</strong> Life a.d, Sofia<br />

<strong>KD</strong> Životno osiguranje d.d., Zagreb<br />

<strong>KD</strong> Fond de Pensii s.a., Bucharest<br />

<strong>KD</strong> Banka d.d.<br />

Function<br />

(as at 15.11.2009, the last day of the office of a member of the<br />

management of <strong>KD</strong> <strong>Group</strong>)<br />

President of the Management Board<br />

President of the Management Board<br />

President of the Management Board<br />

Member of the Supervisory Board<br />

President of the Management Board<br />

Member of the Management Board<br />

25


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

2.2.1.5. Dr. Draško Veselinovič<br />

Company<br />

Krka d.d., Novo mesto<br />

Function (as at 31.12.2009)<br />

Member of the Supervisory Board<br />

3. Management bodies of <strong>KD</strong> <strong>Group</strong> –tasks <strong>and</strong> competencies in a one-tier management system<br />

GENERAL MEETING OF<br />

SHAREHOLDERS<br />

Appointing <strong>and</strong> recalling Management Board members<br />

Awarding discharge to Management Board members<br />

Deliberating on Management Board members‘ remuneration<br />

Adoption of other resolutions in accordance with the law<br />

Authorisation to convene the General Meeting<br />

Formation of proposals for resolutions (appointing/recalling<br />

Management Board members, appropriation of undistributed profits,<br />

changes to the share capital, appointing the auditor <strong>and</strong> similar)<br />

tasks, report on the verification <strong>and</strong> approval of the annual report<br />

<strong>and</strong> opinion regarding the auditor’s report,<br />

Implementing the adopted resolutions<br />

Other reporting <strong>and</strong> notifying of the General Meeting<br />

Reporting <strong>and</strong> notifying regarding<br />

business conduct<br />

Preparation of the annual report<br />

MANAGEMENT<br />

BOARD<br />

NON-EXECUTIVE MEMBERS<br />

+<br />

CHIEF EXECUTIVE OFFICER<br />

Appointing/recalling chief executive<br />

officer (from within Management<br />

Board members)<br />

Appointing audit committee from<br />

within Management Board members<br />

<strong>and</strong> external experts)<br />

Signing contracts with chief executive<br />

officer, stipulating his /her<br />

remuneration, approval of loans to<br />

chief executive officer<br />

Supervising chief executive officer’s<br />

business conduct<br />

AUDIT COMMITTEE<br />

3.1. Management Board<br />

3.1.1. Operations of the Management Board<br />

<strong>The</strong> Management Board is comprised of members, appointed by the General Meeting of Shareholders. <strong>The</strong> Management<br />

Board manages <strong>and</strong> supervises the managing of the Company <strong>and</strong> represents Company in all matters that are outside the<br />

competencies of the Chief Executive Officers. <strong>The</strong> Management Board must meet at least on a quarterly basis.<br />

<strong>The</strong> Management Board from among its members appoints chief executive officers who present <strong>and</strong> represent the Company.<br />

<strong>The</strong> Management Board's competences are applicable to all its members, with some of them being transferred to the two<br />

CEOs. <strong>The</strong>refore, in accordance with the Articles of association, the two chief executive officers present <strong>and</strong> represent the<br />

Company, they manage daily business, they report entries <strong>and</strong> submit documents for entry in the register, they are in charge<br />

of keeping books of account <strong>and</strong> of the annual report preparation. <strong>The</strong> two CEOs manage the business by complying with<br />

instructions <strong>and</strong> limitations laid down by the Articles of Association, the Management Board, the General Meeting of<br />

Shareholders <strong>and</strong> the Rules of procedure of the CEOs. <strong>The</strong> Management Board may at any time recall a Chief executive<br />

officer.<br />

26


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

As from 16 November 2009, <strong>KD</strong> <strong>Group</strong> is managed <strong>and</strong> supervised by the Management Board (MB) in the following<br />

composition:<br />

• Matjaž Gantar (President MB), university graduate in economics,<br />

• Aleks<strong>and</strong>er Sekavčnik (Deputy president MB), university graduate in economics,<br />

• Tomaž Butina (member MB, President of the Audit Committee), university graduate, computer engineer,<br />

• Sergej Racman (member MB, Deputy President of the Audit Committee), engineer of physics <strong>and</strong> mathematics,<br />

• Draško Veselinovič (member MB, CEO), doctorate in economic science,<br />

• Peter Grašek (member MB, deputy CEO), bachelor of laws.<br />

<strong>The</strong><br />

Management Board held a constitutive session <strong>and</strong> one regular session in 2009. <strong>The</strong> Management Board provided<br />

details regarding its work in the Report of the Management Board to Shareholders on Verification of the Annual Report. This<br />

report is submitted to shareholders as part of the materials for the General Meeting of Shareholders, which decides on the<br />

appropriation of the balance sheet profit <strong>and</strong> is also published on the Company's website.<br />

3.1.2. Members of the Management Board hold the following offices on management <strong>and</strong> supervisory<br />

bodies of other companies<br />

With regards to Matjaž Gantar, President of the Management Board, Draško Veselinovič, PhD <strong>and</strong> Peter Graško,<br />

membersthe presentation is given in section 2.2.1. of this Chapter.<br />

3.1.2.1. Aleks<strong>and</strong>er Sekavčnik<br />

Company<br />

<strong>KD</strong> d.d., Ljubljana<br />

<strong>KD</strong> Življenje d.d., Ljubljana<br />

<strong>KD</strong> Investments A.D., Beograd<br />

<strong>KD</strong> Banka d.d., Ljubljana<br />

P.C.I. d.o.o., Ljubljana<br />

Sekavčnik in družbenik d.n.o., Ljubljana<br />

PM & A FA d.d., Ljubljana<br />

Function (as at 31.12.2009)<br />

Member of the Management Board<br />

President of the Supervisory Board<br />

Member of the Management Board<br />

Member of the Management Board<br />

General Manager<br />

General Manager<br />

Member of the Supervisory Board<br />

3.1.2.2. Tomaž Butina<br />

Company<br />

<strong>KD</strong> d.d., Ljubljana<br />

<strong>KD</strong> Banka d.d., Ljubljana<br />

AVRA d.o.o., Ljubljana<br />

Dermatologija Bartenjev-Rogl d.o.o.<br />

Function (as at 31.12.2009)<br />

Member of the Management Board<br />

Member of the Management Board<br />

General Manager<br />

General Manager<br />

27


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

3.1.2.3. Sergej Racman<br />

Company Function (as at day 31.12.2009)<br />

<strong>KD</strong> d.d., Ljubljana<br />

Member of the Management Board<br />

Kolosej kinematografi d.o.o., Ljubljana<br />

President of the Management Board<br />

Kolosej Maribor d.o.o., Maribor<br />

General Manager<br />

Kolosej zabavni centri d.o.o., Ljubljana<br />

General Manager<br />

Adriatic Invest d.o.o., Ljubljana<br />

General Manager<br />

Priori d.o.o., Ljubljana<br />

General Manager<br />

XpanD d.o.o., Ljubljana<br />

General Manager<br />

Zabavna znanost d.d., Ljubljana<br />

General Manager<br />

<strong>KD</strong> Življenje d.d., Ljubljana<br />

Deputy President of the Supervisory Board<br />

<strong>KD</strong> Banka d.d., Ljubljana<br />

Member of the Management Board<br />

PM & A FA d.d., Ljubljana<br />

President of the Management Board<br />

PM & A IP d.o.o., Ljubljana<br />

General Manager<br />

PM & A MT d.o.o.<br />

General Manager<br />

Adriatic Invest LLC., Wilmington<br />

General Manager<br />

European Funds Inc, Wilmington<br />

General Manager<br />

Sidbury Enterprises Ltd., Limassol<br />

General Manager<br />

Auctor d.o.o., Ljubljana<br />

General Manager<br />

3.1.3. Equity stakes of the Management Board<br />

As at 31 December 2009, members of the Management Board held the following direct stakes in the Company:<br />

• Matjaž Gantar held 2,643 of ordinary registered shares <strong>KD</strong>HR;<br />

• Tomaž Butina held 16 ordinary registered shares <strong>KD</strong>HR;<br />

• Aleks<strong>and</strong>er Sekavčnik held 3 ordinary registered shares <strong>KD</strong>HR;<br />

• Sergej Racman, Draško Veselinovič, PhD <strong>and</strong> Peter Grašek held no direct ordinary shares of the Company as at 31<br />

December 2009.<br />

<strong>The</strong> members of the Management Board currently hold no stock options in <strong>KD</strong> <strong>Group</strong> d. d.<br />

3.1.4. Management Board's Committees<br />

On 23 November 2009, in accordance with its competences, the Management Board appointed Audit Committee comprised<br />

of president <strong>and</strong> three members. <strong>The</strong> Audit Committee is the Management Board's body that supports the management<br />

Board in the fulfilment of its comprehensive responsibility for the supervision of the activities of the Company <strong>and</strong> its<br />

subsidiaries including the accounting reporting system, internal control system, audit processes <strong>and</strong> processes used to<br />

ensure compliance with the laws, regulations <strong>and</strong> internal rules as well as ethical guidelines or code of practice. <strong>The</strong> purpose<br />

of the Audit Committee's activity is to allow the Management Board to exercise more reliable, efficient <strong>and</strong> successful<br />

operations in realising the vision, mission <strong>and</strong> strategic goals of the Company <strong>and</strong> the <strong>Group</strong>. <strong>The</strong> Audit Committee is a<br />

professional working core of the Management Board for the fields for which it is responsible, who submits its professional<br />

proposals to the Management Board, reports its findings <strong>and</strong> is responsible for its actions to the Management Board.<br />

28


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

4. Overview of remuneration paid to members of the management <strong>and</strong> supervisory bodies in 2009<br />

NAME AND SURNAME<br />

Meeting fees <strong>and</strong><br />

payments for<br />

Fixed<br />

Variable<br />

membership in the<br />

Reimburs Insurance<br />

earnings earnings Holiday<br />

Profit<br />

Option<br />

SB/MB/Audit<br />

ement of premiums- Commission<br />

allowance participation plan<br />

Committee, other<br />

costs PDPZ<br />

a<strong>dd</strong>itional payments<br />

(copyrights, benefits<br />

<strong>and</strong> similar)<br />

Matjaž Gantar 4 63,780.77 / 1,124.42 / / 1,166.19 248.40 / 7,859.84<br />

Peter Grašek 5 135,050.66 / 2,248.84 / / 956.80 248.40 / 5,064.00<br />

Aljoša Tomaž 6 140,869.99 115,676.16 2,248.84 / / 1,598.31 62.10 / 8,168.93<br />

Matija Šenk 7 126,641.75 / 2,248.84 / / 1,455.67 2,170.50 / /<br />

Draško Veselinovič<br />

/ / / /<br />

/ 1,976.44<br />

PhD 8<br />

21,131.00<br />

204.56 41.40<br />

Aleš Vahčič PhD 9 / / / / / / / / 150,102.06<br />

Alojz Penko 10 / / / / / / / / 6,551.00<br />

Bojan Sekavčnik 11 / / / / / / / / 6,025.86<br />

Sergej Racman 12 / / / / / / / / 5,437.93<br />

Aleks<strong>and</strong>er Sekavčnik<br />

/ / / / / / / / 46,858.92<br />

13<br />

Tomaž Butina 14 / / / / / / / / 3,514.30<br />

*Gross amounts in euros. <strong>The</strong>se remunerations are based on the performance of tasks <strong>and</strong> functions in the management <strong>and</strong> supervisory bodies of the <strong>KD</strong><br />

<strong>Group</strong> as well as the tasks <strong>and</strong> functions in the management <strong>and</strong> supervisory bodies of the following subsidiaries: Adriatic Slovenica d.d.; <strong>KD</strong> Skladi d.o.o.;<br />

<strong>KD</strong> Življenje d.d.; <strong>KD</strong> Banka d.d.; <strong>KD</strong> Životno Osiguranje d.d., Croatia; <strong>KD</strong> Life, Bulgaria; <strong>KD</strong> Life, Romania; <strong>KD</strong> Life Ukraine <strong>and</strong> SC <strong>KD</strong> Fond de Pensii,<br />

Romania.<br />

5. Auditing <strong>and</strong> the internal control system<br />

<strong>The</strong> financial statements of <strong>KD</strong> <strong>Group</strong> d. d. <strong>and</strong> the <strong>KD</strong> <strong>Group</strong> for 2009 were audited by the independent auditing firm Ernst &<br />

Young d.o.o., Ljubljana. <strong>The</strong> certified auditor issued an unqualified opinion on the annual reports of <strong>KD</strong> <strong>Group</strong> d. d. <strong>and</strong> the<br />

<strong>Group</strong> <strong>KD</strong> <strong>Group</strong> for 2009. More about risk management can be found in the section on Risk Management in this Annual<br />

Report.<br />

6. Transparency of the Company's operations<br />

Transparency of operations is provided primarily by keeping shareholders <strong>and</strong> the general public informed, namely by<br />

providing regular bulletins <strong>and</strong> information about particular events. Information regarding operations, business plans <strong>and</strong><br />

other important activities is published on the company’s website at www.kd-group.si, <strong>and</strong> on the Ljubljana Stock Exchange’s<br />

SEOnet website at http://seonet.ljse.si.<br />

7. Management of related parties<br />

Related companies are actively managed through representatives of the controlling entity in the management <strong>and</strong><br />

supervisory bodies of these companies <strong>and</strong> by participation at the General Meetings.<br />

4 Matjaž Gantar: Company Director until 3 February 2009; President of the Management Board from 3 February until 15 November 2009; (non-executive)<br />

member of the MB since 16 November 2009.<br />

5 Peter Grašek: General Manager until 3 February 2009; member of the MB from 3 February to 15November 2009, Member of the MB <strong>and</strong> CEO since 16<br />

November 2009.<br />

6 Aljoša Tomaž: Assistant director until 3 February 2009, member of the MB from 3 February to 11 August 2009.<br />

7 Matija Šenk: head of projects until 3 February 2009 ; from 3 February to 15 November 2009, Member of the MB.<br />

8 Draško Veselinovič, PhD, Member of the MB from 1 October to 15 November .2009 , Member of the MB <strong>and</strong> CEO since 16 November 2009.<br />

9 Aleš Vahčič, PhD: Member of the SB until 15 November 2009.<br />

10 Alojz Penko: Member od the SB until 15 November 2009.<br />

11 Bojan Sekavčnik: Member od the SB until 15 November 2009<br />

12 Sergej Racman: Member od the MB since 16 November 2009<br />

13 Aleks<strong>and</strong>er Sekavčnik: non-executive member of the MB since 16 November 2009.<br />

14 Tomaž Butina: non-executive member of the MB since 16 November 2009.<br />

29


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Statement of the Management Board of <strong>KD</strong> <strong>Group</strong> d. d. about compliance with the Corporate<br />

Code for Public Limited Companies<br />

<strong>The</strong> Management Board of <strong>KD</strong> <strong>Group</strong> d.d., finančna družba, Celovška 206, 1000 Ljubljana (<strong>KD</strong> <strong>Group</strong> or the Company)<br />

hereby declare that in the process of managing <strong>KD</strong> <strong>Group</strong> it follows provisions of the Corporate Code for Public Limited<br />

Companies ( Official Gazette of the RS No. 118/05 as amended on 5 February 2007, as published on the official website of<br />

the Ljubljana Stock Exchange d.d. http://www.ljse.si in the Slovene <strong>and</strong> English languages (the Code), whereas deviations<br />

from provisions of individual chapters of the Code as determined during the drawing up of this statement, are disclosed <strong>and</strong><br />

explained below:<br />

1. RELATIONSHIP BETWEEN THE COMPANY, SHAREHOLDERS AND OTHER STAKEHOLDERS<br />

• Items 1.2.6. <strong>and</strong> 1.3.12:<br />

In the past General Meetings of <strong>KD</strong> <strong>Group</strong> did not directly or through financial or other organisations <strong>and</strong> agents organise the<br />

collection of proxy statements. Further, it did not indicate on its website that members of the management or supervisory<br />

bodies were receiving proxy forms for voting at the General Meeting. If in future the Management of the Company assesses<br />

that there is sufficient interest to organise such collection, it will ensure that the data is indicated <strong>and</strong> available on the<br />

Company's official website.<br />

2. MANAGEMET BOARD<br />

• Items 2.3.2. <strong>and</strong> 2.3.3.:<br />

Policy relating to compensation, remuneration <strong>and</strong> other benefits has not been determined in advance.<br />

3. SUPERVISORY BOARD<br />

• Items 3.1.7. , 3.1.10., 3.1.11. <strong>and</strong> 3.7.:<br />

<strong>The</strong> Management Board is operating as a collective body <strong>and</strong> as a rule, meets in full composition, by participation of all<br />

members, who at all times strive for quality work <strong>and</strong> professional decision-making process. Until this statement was<br />

formulated, the Management Board did not implement assessment of work of individual members.<br />

8. DISCLOSURES<br />

• Item 8.2.:<br />

In view of the existing Shareholder structure, costs, <strong>and</strong> as the majority of the Company's business partners are located in<br />

the Republic of Slovenia <strong>and</strong> certain neighbouring countries, the Management Board believes that at the time of drafting this<br />

declaration updated publication of its reports also in the English language is not necessary. All the key basic information<br />

about the Company for English speaking business environment are included in the publication of the English language<br />

Annual Report.<br />

• Item 8.6.:<br />

Financial calendar for the next financial year is not published on the Company's official website. Both, periodical <strong>and</strong> »ad<br />

hoc« publications of all important business events are provided within the shortest possible deadlines as the Company is<br />

striving to ensure quality information to all of its investors.<br />

• Item 8.7.2.:<br />

<strong>The</strong> Company does not directly monitor or publicise any potential conflicts of interest with other companies (ownership of a<br />

significant share of voting rights in another company who also holds a significant share of voting rights of <strong>KD</strong> <strong>Group</strong>). All<br />

received notifications of changes in the ownership of significant share of voting rights in <strong>KD</strong> <strong>Group</strong> are disclosed in a<br />

transparent manner; in a<strong>dd</strong>ition, the Company notifies other public limited companies of any potential changes in significant<br />

share of voting rights of the latter in accordance with the current regulations.<br />

In Ljubljana, 22 April 2010<br />

President of the Management Board<br />

Matjaž Gantar<br />

30


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

ANALYSIS OF OPERATIONS<br />

Capital markets in 2009<br />

<strong>The</strong> US <strong>and</strong> Europe in 2009<br />

In the latter months of 2008, the financial crisis of 2007, with its epicentre in the USA who account for almost one quarter of<br />

the world’s GBD <strong>and</strong> over 16 percent of global dem<strong>and</strong>, shifted from financial markets to the real market, spreading to the<br />

whole world. In the first quarter of 2009 there was no single safe investment as all sectors were in the red. In the beginning of<br />

March, the US S&P 500 index fell through the 700 barrier <strong>and</strong> continued its fall, reaching its lowest point in the past thirteen<br />

years on 9 March with 666 points. <strong>The</strong>re was much talk about the possible repeat of the depression from the 1930s, about<br />

the volatility of the financial system, potential nationalisation of some of the largest US banks, <strong>and</strong> similar scenarios. When<br />

the probability of such scenarios occurring reduced <strong>and</strong> several sectors succeeded to regain the position before the failure of<br />

the US investment bank Lehman Brothers, the conditions were right for the beginning of the strong growth of global stock<br />

markets. <strong>The</strong> winner of the first half of the year was the technology sector which in the first six months of 2009 gained 24.08<br />

percent, followed by the energy <strong>and</strong> raw materials sector with 12.28 percent growth <strong>and</strong> the sector of durable consumer<br />

goods which in that same period gained 7.52 percent, whereas the financial <strong>and</strong> industrial sector remained in negative<br />

figures in the first half of 2009 recording a 4.76 percent <strong>and</strong> 7.68 percent decline respectively. In the second half of 2009, the<br />

market needed proof that the economy had reached the bottom <strong>and</strong> was eagerly awaiting the first information of the actual<br />

outset of economical revival in the developed world. <strong>The</strong> next condition for higher exchange quotations was the publication of<br />

profits achieved in the second quarter of 2009 which, in the case of US S&P 500 index, surpassed all analysts’ expectations<br />

in over 70 percent of announced results. In a<strong>dd</strong>ition to these, the zero interest rates <strong>and</strong> support in the increased liquidity of<br />

central banks which a<strong>dd</strong>itionally contributed to high gains on stock markets, should not be overlooked. After the credit crunch<br />

in the second half of 2008 <strong>and</strong> the first few months of 2009, central banks were forced to, with increased liquidity, support the<br />

financial sector, make available credit lines <strong>and</strong> support the remaining economy in the developed world. <strong>The</strong> US S&P 500<br />

index recorded a nearly 26 percent growth at the end of 2009 <strong>and</strong> by the beginning of March, it increased by a total of 68<br />

percent compared to its lowest point. Last year’s growth of the S&P 500 index is the highest since 2003. Revival of the<br />

labour market <strong>and</strong> accessibility to <strong>and</strong> availability of new loans will be of key importance in 2010. <strong>The</strong> question of how stable<br />

is the final consumption which is, as has been demonstrated several times, to a large extent dependent on the repayment of<br />

debt of US consumers, still remains. In the past 20 years, consumers financed increased consumption with ever increasing<br />

indebtedness, a process which is, at least for the time being, locked. Increased consumption on account of higher stock<br />

market prices cannot be expected since real estate prices continue to be under pressure <strong>and</strong> nearly two thirds of an average<br />

American family’s assets are tied in this particular segment. <strong>The</strong> rate of savings is currently stable at around 4 <strong>and</strong> 5 percent<br />

<strong>and</strong> since production capacity utilisation remains at historically low levels, no wage <strong>and</strong> salary increases can be expected at<br />

least in the short-term. <strong>The</strong> main risks that could in 2010 surprise investors include the following:<br />

• Private sector’s inability to compensate for reduced government subsidies.<br />

• Analysts’ expectations during the year may become too optimistic.<br />

• Bank balances are worse than is currently reported.<br />

• Any difficulties in China.<br />

• Problems with government debt (Greece, Spain, Portugal, Irel<strong>and</strong>, Italy <strong>and</strong> other)<br />

• US dollar growth <strong>and</strong> break in the “carry trade” process.<br />

Other global markets<br />

In the developing economies, the beginning of 2009 was marked primarily by a number of crises aimed at stimulating the<br />

national economies. Central banks continued to reduce the base interest rates, while the governments were providing<br />

cashrescue plan, planning increased budget expenditures <strong>and</strong> through changed tax policies, waived future budgetary<br />

revenue. In November the government of the largest Asian economy, China, adopted aid package of nearly US$ 600 billion,<br />

which accounts for nearly 15 percent of its gross domestic product, with a view to primarily increase expenditure for<br />

infrastructure construction <strong>and</strong> modernisation, reduce taxes <strong>and</strong> provide welfare aid to the poorest. <strong>The</strong> global crisis was a<br />

strong signal to China that it will have to change its GDP structure, increase the share of domestic consumption <strong>and</strong> reduce<br />

its dependency on imports. In spite of a widespread scepticism that prevailed at the beginning of 2009, it is clear today that<br />

in 2009, Chinese economy with its 8.7 percent growth in GDP, was the main driving force behind the global economic revival.<br />

Despite low exports, by fiscal <strong>and</strong> monetary measures China succeeded in making domestic dem<strong>and</strong> the principal driver<br />

behind economic growth. With almost no exceptions, in 2009 central banks in developing economies reduced interest rates<br />

<strong>and</strong> some also reduced obligatory reserves which commercial banks have to ensure.<br />

31


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

In India, successful parliamentary elections contributed to growth of the stock market index. At these elections, which lasted<br />

for a month (from mid April to mid May), the leading Congress party were the conclusive winners with 206 seats out of a<br />

total of 543, which is the best election result of any party since 1991. A day after the election results were announced, Indian<br />

stock market, after a few interruptions in trading, recorded an incredible 17 percent growth. With a slight delay, positive news<br />

began to trickle also from the Russian economy which was, due to its high dependency on exports of oil <strong>and</strong> some other raw<br />

materials, during the economic crisis most affected among the developing economies. <strong>The</strong> Russian central bank at the end<br />

of September again reduced the key interest rate to give a<strong>dd</strong>itional boost to the domestic economy. Currently the key interest<br />

rate st<strong>and</strong>s at 8.75 percent.<br />

One of the more piercing measures taken by the Brazilian government in 2009 was without a doubt expansion of its welfare<br />

aid for the poor which is currently provided to over a million of the poorest households. Extensive aid <strong>and</strong> social reforms are<br />

the reason why countries were able to more or less avoid otherwise expected social unrest <strong>and</strong> political crisis. <strong>The</strong> Brazilian<br />

Bovespa index recorded a 121 percent growth in 2009. Towards the end of 2009, capital markets were shocked by the news<br />

of impending bankruptcy of Dubai, but thanks to the intervention of Abu Dhabi, the news was short-lived.<br />

Slovenia <strong>and</strong> the Balkan markets<br />

Less liquid or marginal markets did not perform well in 2009 in terms of return. Almost all lagged behind the stock market<br />

indices of developed countries <strong>and</strong> large developing countries. <strong>The</strong> main reason why these markets are rightly described as<br />

marginal markets is certainly inefficiency of information technology <strong>and</strong> uncharacteristic deviation from foreign market trends.<br />

On the other h<strong>and</strong>, these markets are relatively new <strong>and</strong> investors were more or less restricted to the local or regional areas.<br />

All of the Balkan markets, including the Slovene market, reached their peaks as an example of a stock market boom fuelled<br />

by speculations of takeovers <strong>and</strong> in terms of its size, it can be compared to that experienced by the technological market in<br />

2009. An important element of fuelling these markets were high global tendencies to taking risks <strong>and</strong> low interest rates. <strong>The</strong><br />

Slovene SBI 20 index rose by 10 percent, Serbian Belex gained 15, Croatian Crobex 16 percent, <strong>and</strong> Macedonian MBI-10<br />

recorded a 31 percent increase, whereas Bosnian SASX-10 closed at a loss of 15 percent. <strong>The</strong> region successfully<br />

maintained stability in the most difficult period of the first half of 2009 primarily thanks to support provided by the IMF <strong>and</strong> the<br />

EU as well as the commitment of all major European banks not to significantly lower their lending facilities. In terms of<br />

currency, the highest depreciation was recorded by the Serbian dinar which lost 10 percent, <strong>and</strong> which affected positively on<br />

higher cover of imports with exports, stimulated domestic exporters <strong>and</strong> due to underdevelopment of the economy, there was<br />

a slight effect of imported inflation due to the general deflationary climate in importing partners. Slovenia recorded a<br />

considerable increase in unemployment rate following a fall of some of the giants such as Mura, <strong>and</strong> there was a<br />

considerable amount of uncertainty with regards to the fall of the domestic real estate market, which did not result in any<br />

significant decline in real estate prices. Based on quarterly results of Slonep the price of one m2 of an apartment in Ljubljana<br />

fell by an average of 3-6 percent, whereas December payout was by 6 percent higher than in the same period of 2008. In<br />

terms of the average annual salary increase in Slovenia, housing prices in Slovenia are slightly higher compared to the<br />

developed Western markets, whereas compared to the real estate prices in East <strong>and</strong> Central Europe, they are considerably<br />

lower. Based on an average salary, an average Slovene can acquire 4.5 m2 of real estate compared to nearly 10m2 that can<br />

be purchased by an average German house hunter or only 2m2 afforded by the Slovak or Bulgarian citizen. <strong>The</strong> past year<br />

lead to disintegration of a number of large systems such as: Istrabenz, the Pivovarna Laško <strong>Group</strong> (whose negative results<br />

burden the Slovene banking system), as well as Petrol. Foreign investments of some of Slovene companies such as<br />

Zavarovalnica Triglav <strong>and</strong> Intereuropa proved to be less profitable which resulted in limited amount of inexpensive sources of<br />

funds. In spite of low Euribor rate (0.7 percent) bank margins are high due to uncertain faith of the domestic construction<br />

industry, numerous new provisions <strong>and</strong> continued difficulties in securing external funding.<br />

32


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Operations of the <strong>KD</strong> <strong>Group</strong> in 2009<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong> incurred a loss of EUR 44.2 million in 2009. During the year economic crisis at home <strong>and</strong> abroad deepened<br />

which resulted in an a<strong>dd</strong>itional write-off of investments in the <strong>Group</strong>.<br />

Important operating indicators of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>:<br />

– Operating revenue of EUR 367.9 million presents a decline of 6 percent compared to the previous<br />

year. In terms of the revenue structure, net revenue from insurance premiums of EUR 330.1 million<br />

account for 90 percent of total revenue,<br />

– At the end of 2009 the value of total assets stood at EUR 847,8 million, an increase of 7 percent<br />

compared to 2008,<br />

– As at 31 December 2009, the <strong>Group</strong>'s capital of EUR 151.6 million presents a 22 percent reduction<br />

compared to 2008.<br />

Important indicators<br />

Indicator 2009 2008<br />

Index<br />

2009/2008<br />

Return on equity (in %) (25.6) (28.8) 89<br />

Equity financing (capital / total assets) (in %) 17.9 24.4 73<br />

Earnings per share attributed to majority shareholders (in EUR) 15 (17.1) (29.7) 58<br />

Share book value (in EUR) 16 52.70 66.86 79<br />

Market capitalisation / capital book value 17 0.91 0.78 118<br />

15<br />

Earnings per share attributed to majority shareholders:<br />

Net profit of majority shareholders – dividend payout on preference shares (excluding treasury preference shares)<br />

16<br />

Share book value:<br />

<strong>The</strong> average number of total issued shares excluding treasury shares<br />

Capital book value of majority shareholders (as at 31 December 2009)<br />

<strong>The</strong> number of total issued shares excluding treasury shares (as at 31 December 2009)<br />

17<br />

Market capitalisation / capital book value<br />

Market capitalisation of both share classes (excluding treasury shares) (as at 31 December 2009)<br />

Capital book value of majority shareholders (as at 31 December 2009)<br />

Diluted earnings per share also take into account any granted options, convertible bonds or other similar financial instruments. As the<br />

company issued no such financial instruments this indicator is identical to earnings per share attributed to majority shareholders.<br />

33


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Highlights from the income statement<br />

INCOME STATEMENT (in EUR thous<strong>and</strong>) 2009 2008<br />

Index<br />

2009 / 2008<br />

Operating revenue 367,869 391,619 94<br />

Net revenue from insurance premiums 330,130 321,283 103<br />

Net revenue from sales of goods <strong>and</strong> services 11,621 23,623 49<br />

Commission income 10,849 14,411 75<br />

Other operating revenue 15,268 32,303 47<br />

Net finance income* 45,098 (87,267) -<br />

Operating expenses (431,399) (354,212) 122<br />

Cost of services (68,690) (75,690) 91<br />

Labour costs (57,577) (64,406) 89<br />

Net benefits <strong>and</strong> claims paid (271,476) (156,842) 170<br />

Other operating expenses (37,762) (57,274) 66<br />

Operating profit or loss (18,432) (49,859) 37<br />

Finance costs (9,564) (8,023) 119<br />

Share of profit/loss of associate (23,427) (27,407) 85<br />

Income tax 7,200 8,286 87<br />

Net profit or loss for the year ** (44,223) (77,004) 57<br />

* <strong>The</strong> share of profits of associates is not included. Commission income is shown in a separate line.<br />

** Includes the portion of net profit for the financial year attributed to minority owners.<br />

Highlights from the balance sheet<br />

BALANCE SHEET (in EUR thous<strong>and</strong>) 31.12.2009<br />

31.12.2008<br />

adjusted<br />

Index<br />

31.12.2009 /<br />

31.12.2008<br />

Assets 847,785 795,464 107<br />

Intangible <strong>and</strong> tangible fixed assets 106,451 104,532 102<br />

Investment property 29,814 28,708 104<br />

Financial assets <strong>and</strong> investments 374,256 393,268 95<br />

Receivables, inventories <strong>and</strong> other 131,048 141,681 92<br />

Unit-linked investments of policyholders <strong>and</strong> reinsurance contracts 165,486 95,970 172<br />

Cash <strong>and</strong> cash equivalents 40,730 31,305 130<br />

Equity <strong>and</strong> liabilities 847,785 795,464 107<br />

Equity * 151,605 192,247 79<br />

Liabilities arising from insurance contracts 296,098 279,766 106<br />

Unit-linked liabilities to policyholders 140,109 79,309 177<br />

Investment contracts 17,703 16,394 108<br />

Financial liabilities 196,132 181,909 108<br />

Operating <strong>and</strong> other liabilities 46,137 45,838 101<br />

* Also includes minority interest.<br />

34


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Operating revenue<br />

Structure of operating revenue<br />

Operating revenue amounted to EUR 367.9 million in 2009, down 6percent compared to 2008. Net revenue from insurance<br />

premiums, which represents the largest share of total operating revenues (90%), was up 3 percent from 2008 to EUR 330.1<br />

million. Net revenue from sales of goods <strong>and</strong> services was down 51 percent in 2009 to EUR 11.6 million. <strong>The</strong> main reason<br />

lies in the sale of the cinematography activity in September 2008, whose relevant amount of revenue was included in the<br />

consolidated revenue. A sharp drop was also recorded in revenue from fees <strong>and</strong> commissions primarily due to the tightening<br />

of financing conditions. Revenue from fees <strong>and</strong> commissions was down 25 percent compared to 2008 <strong>and</strong> stood at EUR<br />

10.8 million. Other operating revenue accounts for 4 percent of total operating revenue.<br />

Operating revenue <strong>and</strong> changes in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

Operating income ( in EUR thous<strong>and</strong> )<br />

450.000<br />

400.000<br />

350.000<br />

300.000<br />

250.000<br />

200.000<br />

150.000<br />

100.000<br />

50.000<br />

0<br />

391.619<br />

367.869<br />

15.268<br />

32.303<br />

10.849 14.411<br />

11.621<br />

23.623<br />

330.130 321.283<br />

2009 2008<br />

Other operating<br />

revenue<br />

Commission revenue<br />

Net revenue from<br />

sales of goods <strong>and</strong><br />

services<br />

Net revenue from<br />

insurance premiums<br />

Sales revenue<br />

Sales revenue 18 amounted to EUR 352.6 million in 2009. <strong>The</strong> majority of revenue was earned by insurance activity (figure<br />

below total property, life <strong>and</strong> health insurances), accounting for 95 percent of total revenue of the <strong>Group</strong>.<br />

Structure of sales revenue by business segment in 2009 (in %):<br />

Financial services<br />

3%<br />

Banking<br />

0%<br />

Other<br />

2%<br />

Health insurance<br />

28%<br />

Property insurance<br />

41%<br />

Life insurance<br />

26%<br />

18 Sales revenue: Net revenue from sales of goods <strong>and</strong> services + net revenue from insurance premiums + revenue from fees <strong>and</strong> commissions<br />

35


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Sales revenue by business segment in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

Sales revenue in EUR thous<strong>and</strong>)<br />

160.000<br />

140.000<br />

120.000<br />

100.000<br />

80.000<br />

60.000<br />

40.000<br />

20.000<br />

0<br />

142.736<br />

137.832<br />

100.150<br />

95.961<br />

90.075 89.509<br />

16.094<br />

11.381<br />

12.128<br />

686<br />

7.571 7.793<br />

0<br />

0<br />

Property insurance Life insurance H ealth insurance Financial serv ices Banking C inematography Other<br />

2009 2008<br />

In terms of sales, property insurance leads with EUR 142.7 million followed by health insurance (EUR 100.2 million) <strong>and</strong> life<br />

insurance with EUR 90.1 million. <strong>The</strong> first two recorded 4 percent growth, while life insurance recorded 1 percent increase<br />

compared to 2008. Revenue earned by financial services fell on account of lower commissions, whereas cinematographic<br />

sector will probably be sold.<br />

Net finance income from investments<br />

Net finance income from investments reached EUR 45.1 million in 2009. <strong>The</strong> reason for the higher net inflow was the revival<br />

of stock markets which resulted in an increase of financial assets (financial assets measured at fair value through profit or<br />

loss).<br />

Net finance income from investments by business segment in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

60.000<br />

Net finance income ( in EUR thous<strong>and</strong>)<br />

40.000<br />

20.000<br />

0<br />

(20.000)<br />

(40.000)<br />

(60.000)<br />

(80.000)<br />

45.098<br />

(87.267)<br />

(100.000)<br />

2009 2008<br />

36


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Operating expenses<br />

In 2009 operating expenses 19 totalled EUR 431.4 million, up 22 percent compared to 2008. In the operating expenses<br />

structure, the majority, 63 percent represents net expenditure for insurance entitlements <strong>and</strong> claims, which recorded a 73<br />

percent increase in 2009, primarily due to increase in liabilities to the unit-linked investments (stock prices growth in 2009<br />

compared to 2008) <strong>and</strong> thus the increase in long-term insurance provisions. Compared to the previous year, costs of<br />

services which account for 16 percent of total operating expenses, are down by 9 percent, as are labour costs which account<br />

for 13 percent of total costs <strong>and</strong> which recorded an 11 percent decline. This reduction is due to the disposal of<br />

cinematographic activities <strong>and</strong> rationalisation of the costs in the <strong>Group</strong>. Majority of other expenses present revaluation<br />

operating expenses due to impairment of receivables, loans <strong>and</strong> goodwill.<br />

Structure of operating expenses <strong>and</strong> changes in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

2009 2008<br />

Operating expenses ( in EUR thous<strong>and</strong> )<br />

0<br />

(50.000)<br />

(100.000)<br />

(150.000)<br />

(200.000)<br />

(250.000)<br />

(300.000)<br />

(350.000)<br />

(400.000)<br />

(450.000)<br />

(500.000)<br />

(68.690) (75.690)<br />

(57.577) (64.406)<br />

(156.842)<br />

(271.476)<br />

(57.274)<br />

(33.657)<br />

(431.399)<br />

(354.212)<br />

Other expenses<br />

Net expenses for<br />

claims<br />

Labour costs<br />

Cost of services<br />

Net profit or loss<br />

<strong>The</strong> <strong>Group</strong> recorded a net loss in the amount of EUR 44.2 million in 2009.<br />

<strong>The</strong> tightened financing conditions resulted in the impairment <strong>and</strong> write-down of some of financial investments. Profits were<br />

generated in 2009 by the health insurance (EUR 3.8 million) <strong>and</strong> property insurance (EUR 2.2 million). <strong>The</strong> largest loss was<br />

recorded by financial services (EUR 35 million), followed by life insurance (EUR 10.4 million) <strong>and</strong> banking sector which<br />

incurred a loss of EUR 3.4 million.<br />

Net profit or loss of the <strong>Group</strong> in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

0<br />

2009 2008<br />

Net profit or loss ( in EUR thous<strong>and</strong>)<br />

(10.000)<br />

(20.000)<br />

(30.000)<br />

(40.000)<br />

(50.000)<br />

(60.000)<br />

(70.000)<br />

(80.000)<br />

(90.000)<br />

(44.223)<br />

(77.004)<br />

19 Expenses <strong>and</strong> costs are shown with a negative sign so that the tables in the analysis of operations are in line with the tables in the financial section of the<br />

Annual Report.<br />

37


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Net profit or loss by business segment in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

Net profit or loss ( in EUR thous<strong>and</strong>)<br />

Property insurance Life insurance Health insurance Financial serv ices Banking Cinematography Other<br />

10.000<br />

0<br />

2.180<br />

3.808<br />

1.668<br />

-10.000<br />

-3.418<br />

-10.429<br />

-20.000<br />

-13.715<br />

-20.961<br />

-30.000<br />

-40.000<br />

-34.996<br />

-50.000<br />

-43.396<br />

2009 2008<br />

0 0 -110<br />

-490<br />

-1.368<br />

Assets<br />

Total assets of the <strong>Group</strong> stood at EUR 847,8million at the end of 2009, an increase of 7 percent compared to total assets of<br />

EUR 795,5 million at the end of 2008.<br />

<strong>The</strong> highest growth was recorded by investments of the insured <strong>and</strong> reinsurance contracts (72 percent) which is tied to the<br />

growth in stock market prices in 2009. Cash <strong>and</strong> cash equivalents increased by 30 percent compared to 2008, pointing to an<br />

improved liquidity of the <strong>Group</strong> when compared to the end of 2008. In terms of their structure, financial assets <strong>and</strong><br />

investments which declined by 5 percent in 2009 primarily due to write-offs <strong>and</strong> impairments, account for 44 percent of total<br />

assets.<br />

Assets <strong>and</strong> changes in 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

Assets ( in EUR thous<strong>and</strong>)<br />

900.000<br />

800.000<br />

700.000<br />

600.000<br />

500.000<br />

400.000<br />

300.000<br />

200.000<br />

100.000<br />

0<br />

847.785<br />

795.464<br />

40.730<br />

31.305<br />

165.486 95.970<br />

131.048<br />

141.681<br />

374.256 393.268<br />

29.814 28.708<br />

106.451 104.532<br />

31.12.2009 31.12.2008 restatement<br />

Cash <strong>and</strong> cash<br />

equivalents<br />

Unit-linked investments<br />

of policyholders <strong>and</strong><br />

reinsurance contracts<br />

Receivables,<br />

inventories <strong>and</strong> other<br />

Financial assets <strong>and</strong><br />

investments<br />

Investment property<br />

Intangible <strong>and</strong> tangible<br />

fixed assets<br />

38


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

In terms of the structure of assets by business segment, the major share is taken by the insurance segment with 68 percent,<br />

<strong>and</strong> financial services (25 percent), whereas banking segment accounts for only 5 percent of total assets. All segments<br />

recorded an increase in assets with exception of banking services where due to impairment <strong>and</strong> write-offs, the assets<br />

declined by 26 percent compared to 2008. <strong>The</strong> highest growth in assets (34 percent ) was recorded by the life insurance<br />

segment.<br />

Structure of assets by business segment as at 31 December 2009 (in %):<br />

Banking<br />

6%<br />

Other<br />

2%<br />

Financial services<br />

25%<br />

Property insurance<br />

29%<br />

Health insurance<br />

5%<br />

Life insurance<br />

33%<br />

Assets by business segment as at 31 December 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

350.000<br />

300.000<br />

292.170<br />

282.420<br />

Assets ( in EUR thous<strong>and</strong>)<br />

250.000<br />

200.000<br />

150.000<br />

100.000<br />

50.000<br />

0<br />

243.796 239.434<br />

218.568<br />

209.467<br />

39.974 38.227<br />

46.752<br />

15.625 16.363<br />

0<br />

Property insurance Life insurance H ealth insurance Financial serv ices Banking Other<br />

2009 2008<br />

Equity <strong>and</strong> liabilities<br />

Equity was reduced by 22 percent to EUR 151.6 million at the end of 2009, primarily due to a reduction in capital surplus.<br />

Liabilities to the unit-linked investments rose to EUR 140 million <strong>and</strong> there was also an increase in liabilities from insurance<br />

contracts which at the end of 2009 stood at EUR 296.1 million. Financial liabilities of EUR 196.1 million represent an 8<br />

percent increase, slightly more than the 7 percent increase of total equity <strong>and</strong> liabilities.<br />

39


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

<strong>The</strong> equity independence ratio indicating the share of equity in total liabilities (shown in the introductory overview of ratios)<br />

dropped to 17.9 percent as a result of a decrease in equity. It should be noted that the ratio is low primarily due to the<br />

specific characteristics of the insurance balance sheets which include liabilities arising from insurance contracts within items<br />

of equity <strong>and</strong> liabilities.<br />

Equity <strong>and</strong> liabilities <strong>and</strong> changes as at 31 December 2009 <strong>and</strong> 2008 (in EUR thous<strong>and</strong>):<br />

Equity <strong>and</strong> liabilities ( in EUR thousnad)<br />

900.000<br />

800.000<br />

700.000<br />

600.000<br />

500.000<br />

400.000<br />

300.000<br />

200.000<br />

100.000<br />

0<br />

847.785<br />

46.137<br />

795.464<br />

45.838<br />

196.132<br />

181.909<br />

17.703<br />

16.394<br />

140.109 79.309<br />

279.766<br />

296.098<br />

151.605<br />

192.247<br />

31.12.2009 31.12.2008 restatement<br />

Operating <strong>and</strong> other<br />

liabilities<br />

Financial liabilities<br />

Investment contracts<br />

Unit-linked liabilities to<br />

policyholders<br />

Liabilities arising from<br />

insurance contracts<br />

Equity *<br />

Business operations of <strong>KD</strong> <strong>Group</strong> d.d. in 2009<br />

Significant operating indicators of <strong>KD</strong> <strong>Group</strong> d.d.:<br />

– <strong>KD</strong> <strong>Group</strong> d.d. ended the year 2009 with a loss of EUR 52.8 million,<br />

– Operating expenses in 2009 reached EUR 7.3 million, a drop of 51 percent compared to the previous<br />

year. <strong>The</strong> effects of rationalisation were reflected primarily in the reduction of costs of goods, materials<br />

<strong>and</strong> services (56 percent reduction) <strong>and</strong> labour costs (26 percent reduction),<br />

– Financial revenue of EUR 8.3 million represents a drop of 84 percent compared to 2008 mainly on<br />

account of lower financial revenue from shares <strong>and</strong> interests,<br />

– Compared to 2008, financial expenses increased by 24 percent. Deepened economic crisis at home <strong>and</strong><br />

abroad resulted in a<strong>dd</strong>itional impairment <strong>and</strong> write-off of investments which totalled EUR 54.8 million,<br />

– At the end of 2009, total value of assets reached EUR 336.4 million, a drop of 11 percent compared to<br />

2008,<br />

– As at 31 December 2009, equity of EUR 162.3 million presents a 23 percent reduction compared to<br />

2008,<br />

– Compared to 2008, financial liabilities rose by 6 percent to EUR 168.3 million, accounting for 50 percent<br />

of total equity <strong>and</strong> liabilities. In terms of financial liabilities, there was a reduction in long-term financial<br />

liabilities to banks, <strong>and</strong> an increase in short-term financial liabilities to the <strong>Group</strong> companies.<br />

40


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Highlights from the income statement<br />

INCOME STATEMENT (in EUR thous<strong>and</strong>) 2009 2008<br />

Index<br />

2009 / 2008<br />

Gross operating income 501 659 76<br />

Operating expenses (7,252) (12,378) 59<br />

Costs of goods, materials <strong>and</strong> services (3,025) (6,828) 44<br />

Labour costs (3,636) (4,903) 74<br />

Amortisation <strong>and</strong> depreciation (536) (453) 118<br />

Other operating expenses (54) (195) 28<br />

Operating profit or loss (6,751) (11,719) 58<br />

Finance revenues 8,262 53,003 16<br />

Finance revenue from shares <strong>and</strong> interests 6,222 49,240 13<br />

Finance revenue from loans 2,016 3,714 54<br />

Finance revenue from operating receivables 23 49 47<br />

Finance expenses (62,818) (50,675) 124<br />

Finance expenses due to investment impairment <strong>and</strong> write-off (54,784) (42,088) 130<br />

Finance expenses from financial liabilities (7,805) (8,565) 91<br />

Finance expenses from operating liabilities (228) (22) 1.040<br />

Other revenue 197 7 2.829<br />

Other expenses (0) (295) 0<br />

Deferred tax <strong>and</strong> income tax 8,283 3,380 245<br />

Net profit or loss for the year (52,827) (6,299) 839<br />

Highlights from the balance sheet<br />

BALANCE SHEET (in EUR thous<strong>and</strong>) 31.12.2009 31.12.2008<br />

Index<br />

31.12.2009 /<br />

31.12.2008<br />

Assets 336.356 379.611 89<br />

Long-term assets 291.368 323.904 90<br />

Long-term financial assets 271.104 301.716 90<br />

Long-term operating assets 20.264 22.188 91<br />

Current assets 44.988 55.707 81<br />

Short-term financial assets 33.732 47.495 71<br />

Short-term operating assets 11.257 8.212 137<br />

Equity <strong>and</strong> liabilities 336.356 379.611 89<br />

Equity 162.305 210.917 77<br />

Provisions 21 32 65<br />

Financial <strong>and</strong> operating liabilities 174.030 168.662 103<br />

Financial liabilities 168.258 158.241 106<br />

Operating <strong>and</strong> other liabilities 5.772 10.421 55<br />

41


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Risk management<br />

In times of deepened financial <strong>and</strong> economic crisis, the Management Board of <strong>KD</strong> <strong>Group</strong> is regularly adopting measures that<br />

will to the largest possible extent impact risk management <strong>and</strong> contribute to the achievement of set goals.<br />

Conditions in the internal <strong>and</strong> international business environment deteriorated significantly in 2009. Thus the deepening of<br />

the financial turmoil has already been felt in the real sector of the economy. In this situation, risk management at the<br />

company <strong>and</strong> the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> was immediately adapted to new conditions. Since the situation does not permit us to<br />

exert excessive influence on the revenue side, we are focused on the more efficient h<strong>and</strong>ling of resources, increasing<br />

effectiveness <strong>and</strong> searching for a<strong>dd</strong>itional opportunities to exploit synergies.<br />

Strategic risks<br />

<strong>KD</strong> Banka, which designed the overall risk management strategy, began operating in 2009. It defines, forecasts <strong>and</strong><br />

summaries for each individual type of risks the strategies applicable to risk assumption <strong>and</strong> management, as well as policies<br />

relating to risk assumption <strong>and</strong> management in conjunction with the internal control system organisation that ensures the<br />

implementation of the strategies. This lays down clearly <strong>and</strong> transparently the responsibilities, competences, systems <strong>and</strong><br />

processes from the Management Board, executive officers up to the senior management <strong>and</strong> all those involved in the risk<br />

management system.<br />

Strategic risks that affect the long-term development of the <strong>Group</strong> include the risk of a loss due to incorrect <strong>and</strong>/or untimely<br />

business decisions made by the <strong>Group</strong> companies, inappropriate implementation of the adopted decisions, <strong>and</strong> insufficient<br />

response of the <strong>Group</strong> companies to changes in the business environment. This is of exceptional importance particularly in<br />

such major changes in business environment as has been witnessed recently by the majority of global economy. In these<br />

conditions risks should be managed by implementing <strong>and</strong> regular monitoring of the appropriateness of the <strong>Group</strong>'s<br />

strategies, their implementation <strong>and</strong> timely response to changed business circumstances.<br />

Due to highly diversified activities of the companies owned by <strong>KD</strong> <strong>Group</strong>, investment decisions taken in individual segments<br />

continue to be of key importance. <strong>The</strong>refore, the managing <strong>and</strong> governing system is continually adjusting to the external<br />

changes <strong>and</strong> the development of individual segments, as well as to the achievement of target returns.<br />

General business risk<br />

Our activities <strong>and</strong> decisions have no impact of the wider economic environment or relevant legislation. Thus risks are more<br />

difficult to measure <strong>and</strong> model. We manage these risks by regularly monitoring legislation, capital markets <strong>and</strong><br />

macroeconomic parameters. Amendments to legal regulations that significantly affect our business environment are quite<br />

frequent <strong>and</strong> complex. A series of legislative changes have occurred in Slovenia <strong>and</strong> the countries of South Eastern Europe<br />

in the past year that have affected our key areas of operations <strong>and</strong> required numerous activities to adapt them.<br />

Financial risk<br />

<strong>The</strong> primary purpose of financial risk management is to achieve stable operations <strong>and</strong> reduce exposure to specific risks to an<br />

acceptable level. <strong>The</strong> <strong>Group</strong> is highly exposed to financial risks through its financial assets <strong>and</strong> liabilities, reinsurance<br />

receivables <strong>and</strong> insurance liabilities. <strong>The</strong> possibility that inflows from financial investments will not be sufficient to cover<br />

outflows from insurance contracts represents the main risk, as well as the risk that, at a given moment, other companies will<br />

not have sufficient funds to settle their current liabilities or to maintain current operations. Given that most companies in the<br />

<strong>Group</strong> are involved in regulated activities, this area is already controlled to a large extent by observing legislative provisions.<br />

<strong>The</strong> most significant components of financial risk are changing interest rates <strong>and</strong> securities prices, <strong>and</strong> currency <strong>and</strong> credit<br />

risk. It became clear in the most recent period that financial risk <strong>and</strong> its management are of key importance for the<br />

achievement of set objectives. <strong>The</strong>refore, we continuously plan <strong>and</strong> monitor cash flows <strong>and</strong> attempt to proactively ensure the<br />

stability of our operations.<br />

<strong>The</strong> risks related to market risk management are managed independently by <strong>Group</strong> companies using methods linked<br />

primarily to the legal aspects of specific industries <strong>and</strong> may vary significantly by individual divisions. <strong>Group</strong> companies<br />

monitor <strong>and</strong> manage market risks from investments in financial instruments by carefully selecting the sector <strong>and</strong><br />

geographical composition of investments. In the segment of asset management, market risks are monitored, assessed, <strong>and</strong><br />

42


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

managed by using quantitative methods of risk assessment compared to the selected returns criteria. In accordance with the<br />

Insurance Act, insurance companies are obliged to match long-term business fund investments with their liabilities arising<br />

from insurance contracts, the amount of which depends on changes in exchange rates, interest rates <strong>and</strong> securities prices.<br />

<strong>The</strong> method of managing these risks <strong>and</strong> exposure thereto are presented in detail in the financial section of the consolidated<br />

Annual Report.<br />

Operational risk<br />

Operational risk (including legal risk) is the risk of loss arising primarily due to inadequate or incorrect implementation of<br />

internal controls, other inappropriate conduct by personnel involved in the company's internal operations, inadequate or<br />

incorrect functioning of systems that relate to the company's internal operations, <strong>and</strong> external events or acts. Operational risk<br />

also includes IT risk, which is the risk of data loss resulting from inadequate information technology <strong>and</strong> processing,<br />

particularly in terms of manageability, access, integrity, supervision <strong>and</strong> continuity. Operational risk is managed by<br />

companies by identifying opportunities <strong>and</strong> threats in their respective areas <strong>and</strong> by managing business processes. <strong>The</strong><br />

management of these risks is subordinate to the strategic <strong>and</strong> business objectives of individual segments <strong>and</strong> companies.<br />

In all larger <strong>KD</strong> <strong>Group</strong> companies, we manage operational risk by introducing ISO st<strong>and</strong>ards (at companies where this<br />

makes sense due to the complexity of processes) <strong>and</strong> using st<strong>and</strong>ard software for accounting <strong>and</strong> investments. Risks are<br />

also mitigated by a st<strong>and</strong>ardised system of annual planning <strong>and</strong> monthly reporting that provide the parent company with<br />

information about the operations of subsidiaries in a timely manner. In this regard, the new planning model facilitates flexible<br />

planning <strong>and</strong> contributes to the monitoring of established objectives <strong>and</strong> the timely adoption of measure in the context of a<br />

change in assumptions.<br />

<strong>The</strong> internal audit department has been particularly diligent with regard to signs of fraud in all previously performed internal<br />

audits. In this respect, the internal audit department assesses the probability of fraud arising. Any deviations are reported in<br />

the scope of individual internal audit reports. Risks of improper conduct of people, in the context of increased pressures on<br />

employees as a "by-product" of the current turmoil, may also be seen as the increased risk of fraud, common in the<br />

international environment. <strong>The</strong>refore, time has been reserved in the proposed plans of the internal audit department for<br />

2010 to raise the awareness of our employees. Plans include training on the subject of recognising indicators or signs of<br />

fraud.<br />

Insurance risks<br />

Within the framework of insurance risk, the operations of insurance companies are exposed to underwriting process risk,<br />

product design risk, pricing risk, economic environment risk, policyholder behaviour risk, reserving risk <strong>and</strong> claims risk.<br />

In view of the above, <strong>and</strong> the nature of insurance contracts, where insurance risks are r<strong>and</strong>om <strong>and</strong> unpredictable, insurance<br />

companies in the <strong>Group</strong> have developed their own policies for concluding insurance contracts in order to diversify the<br />

assumed risks. Measures taken in order to manage insurance risks are as follows:<br />

– risks that exceed a predetermined amount are transferred to a reinsurance company;<br />

– diversification of assumed risks <strong>and</strong> achieving sufficient number of risks in individual categories to reduce<br />

variability of anticipated results (diversification <strong>and</strong> portfolio increase),<br />

– parameters defining the insurance premium are assessed adequately when new insurance products are<br />

developed;<br />

– effective implementation of internal controls,<br />

– creation of appropriate amount of provisions,<br />

– monitoring <strong>and</strong> analysing changes to ensure timely <strong>and</strong> proactive measures.<br />

Details regarding the distribution of maximum loss (maximum insured sum) by the sectors in which policyholders operate <strong>and</strong><br />

the diversification of the insurance portfolio (exposure to the largest policyholders) are disclosed in the financial section of the<br />

Annual Report.<br />

43


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Human resource risk<br />

<strong>The</strong> risks in this area are carefully managed at the <strong>Group</strong> level <strong>and</strong> directly through individual companies in the <strong>Group</strong>, as<br />

employees are the key to our success. To mitigate the risk of excessive employee turnover, we educate <strong>and</strong> train our<br />

employees, attend to the working environment <strong>and</strong> general employee satisfaction, organise meetings of all employees,<br />

stimulate affiliation with the <strong>Group</strong>, strengthen the social security of employees with a<strong>dd</strong>itional insurance, <strong>and</strong> by<br />

implementation of modern human resource policies <strong>and</strong> practices in line with the adopted human resource vision <strong>and</strong><br />

strategy.<br />

More information about employees is included in chapter Human resources <strong>and</strong> their development.<br />

Reputation risk<br />

A potential loss due to a negative corporate or <strong>Group</strong> image is difficult to measure <strong>and</strong> even more difficult to correct. We<br />

maintain <strong>and</strong> augment the <strong>Group</strong>'s reputation <strong>and</strong> boost the value of our br<strong>and</strong>s in the eyes of our customers, business<br />

partners, owners, investors <strong>and</strong> regulators through good performance <strong>and</strong> by managing all other risks. We constantly<br />

communicate with the community <strong>and</strong> financially support numerous cultural <strong>and</strong> sporting events, <strong>and</strong> humanitarian<br />

campaigns.<br />

IT-related risk<br />

We constantly introduce new information support for work process at all companies in the <strong>Group</strong>. We manage this process<br />

through an appropriate organisational structure, the inclusion of specialist departments, internal auditing, diligent testing <strong>and</strong><br />

project management. In 2009, the information systems of <strong>Group</strong> companies functioned well, without major interruptions that<br />

would have a significant impact on the company's operations.<br />

Legal risk<br />

Legal risks form an integral part of operational risks. We define these risks as a behaviour, the consequence of which is the<br />

legally justified intervention of a third party in the company's operations that causes it material or moral damage. This could<br />

arise as a result of violations of regulations, internal instructions, professional recommendations, contracts, good practices or<br />

ethical st<strong>and</strong>ards. <strong>The</strong>se risks are managed through the adoption of internal rules of operation aimed at reducing the<br />

probability of harmful consequences <strong>and</strong> preventing actions caused by such circumstances. <strong>The</strong> legal function is integrated<br />

into the adoption of business decisions, providing for the timely detection of legal risks.<br />

Incidental risk<br />

Incidental events are quite rare but may have severe consequences for operations. <strong>The</strong> company protects itself against<br />

incidental risk through insurance or reinsurance contracts.<br />

Risk related to securities issued by <strong>KD</strong> <strong>Group</strong> d. d.<br />

<strong>The</strong> holders of securities issued by <strong>KD</strong> <strong>Group</strong> d. d. are exposed to the following risks:<br />

- Market risk: shares <strong>and</strong> bonds are sensitive to changes which the issuer cannot influence such as changes in the<br />

economy or legislation, crises, <strong>and</strong> natural <strong>and</strong> ecological disasters.<br />

- Liquidity risk: the risk of a security holder not being able to sell a security or only being able to sell it at a lower price<br />

owing to insufficient dem<strong>and</strong>.<br />

- Credit risk: the risk of the bond issuer failing to pay interest <strong>and</strong> principal.<br />

<strong>KD</strong> <strong>Group</strong> d. d. can only influence the exposure to credit risk by managing other risks <strong>and</strong> thus influencing the stability <strong>and</strong><br />

long-term growth of the <strong>Group</strong>.<br />

44


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Internal audit<br />

In 2009, the internal audit department, as an active member of the internal control system, helped the company <strong>and</strong> the <strong>KD</strong><br />

<strong>Group</strong> achieve established objectives by stimulating a prudent <strong>and</strong> regulated method of evaluating <strong>and</strong> improving the<br />

effectiveness of procedures for controlling <strong>and</strong> managing risks <strong>and</strong> thus contributed to the generation of a<strong>dd</strong>ed value by<br />

providing independent <strong>and</strong> impartial findings <strong>and</strong> serving in an advisory role. In 2009, it also directly verified whether the<br />

internal control system is established, if it functions <strong>and</strong> whether it is effective in its objective to continue ensuring the legality,<br />

security, effectiveness <strong>and</strong> efficiency of operations <strong>and</strong> the protection of assets. Furthermore, the internal audit department<br />

was responsible for improving risk management <strong>and</strong> the recognition of the internal audit department within the <strong>Group</strong> by<br />

carrying out individual audits, through its advisory function <strong>and</strong> by organising training for all <strong>Group</strong> employees.<br />

Based on the internal audit department's strategy adopted in 2007 <strong>and</strong> uniform rules on internal audit planning <strong>and</strong> reporting,<br />

the internal audit department amended <strong>and</strong> exp<strong>and</strong>ed general internal audit rules in 2009 with the aim of achieving<br />

st<strong>and</strong>ardised actions, greater efficiency <strong>and</strong> the success of the internal audit function at the <strong>Group</strong> level. This led to adoption<br />

of a revised Document on the internal audit function. <strong>The</strong> revised document was drafted as a result of substantial<br />

amendments to the binding internal audit st<strong>and</strong>ards <strong>and</strong> changes in the management of <strong>KD</strong> <strong>Group</strong> d.d. (one-tier system) <strong>and</strong><br />

represents the minimum st<strong>and</strong>ard applicable to the <strong>Group</strong>. Furthermore in 2009 we adopted the Policy of cooperation <strong>and</strong><br />

development of the internal audit function of the <strong>KD</strong> <strong>Group</strong> with a view of utilising synergies, harmonisation, <strong>and</strong> with an aim<br />

of sharing the knowledge <strong>and</strong> best practices among internal audit services which are, in terms of their status <strong>and</strong><br />

organisation, part of an independent <strong>and</strong> decentralised system.<br />

At the <strong>Group</strong> level, internal audit function is uniform to the extent that ensures that internal audit of the <strong>KD</strong> <strong>Group</strong> in individual<br />

subsidiary is involved in the selection of internal auditors, in annual preparation of plan of work, <strong>and</strong> in monitoring the<br />

implementation of recommendations <strong>and</strong> reporting in a manner that, in accordance with the professional recommendations, it<br />

acts as a coordination unit, <strong>and</strong> is charged with the development of st<strong>and</strong>ard internal audit methodology <strong>and</strong> general<br />

development of the internal audit function within the <strong>Group</strong>. <strong>The</strong> professional qualification of internal audit department<br />

employees is appropriate. Two internal auditors employed at <strong>KD</strong> <strong>Group</strong> d. d. are experienced in the areas of external <strong>and</strong><br />

internal auditing <strong>and</strong> hold the relevant titles as bestowed by the Slovenian Institute of Auditors (certified internal auditor <strong>and</strong><br />

certified accountant), as well as internationally recognised (CIA) <strong>and</strong> other titles (state internal auditor <strong>and</strong> state auditor).<br />

In 2009 we continued to carry out surveys of the audit subjects after completion of the internal audit (i.e. following a<br />

consolidated <strong>and</strong> final audit report). Based on the survey we drafted a plan of activities aimed at a<strong>dd</strong>itional increase in the<br />

satisfaction of audit subjects <strong>and</strong> at raising internal audit's a<strong>dd</strong>ed value.<br />

Human resources <strong>and</strong> development<br />

At the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> we are aware that our employees are our important asset <strong>and</strong> investment for the future. With this in<br />

mind we devoted much effort into development, education <strong>and</strong> primarily promotion of innovative potential of our employees<br />

in all segments <strong>and</strong> at all levels of the <strong>Group</strong>. <strong>The</strong>refore, we have specified what human resource management means <strong>and</strong><br />

also redefined new roles of HR leaders as the key holders of the HRM function. Moreover, the Management devotes much<br />

attention to monitoring, measuring efficiency <strong>and</strong> particularly improving <strong>and</strong> upgrading the manner of work. We should also<br />

highlight the even more important role of internal communication <strong>and</strong> to this aim the most senior management of the <strong>Group</strong><br />

was introduced <strong>and</strong> maintained dialog with all the employees.<br />

Within the framework of human resource strategy, we designed the concept of centralised HRM. Furthermore we redesigned<br />

<strong>and</strong> underlined the human resource management vision <strong>and</strong> mission <strong>and</strong> established its strategic goals.<br />

Key strategic goals of human resource management of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> remain unchanged from one year to the other<br />

as these are of key importance for implementation of our vision. <strong>The</strong>se goals include efficient HR organisation, interaction<br />

<strong>and</strong> orientation towards common goals, activities that are consistent with values, inter-cultural cooperation <strong>and</strong> employee<br />

mobility, excellent system of employee remuneration <strong>and</strong> motivation, as well as recognition in terms of professional<br />

competence <strong>and</strong> innovation of employees.<br />

45


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Number of employees<br />

AS division<br />

Company 31.12.2008<br />

31.12.2008<br />

(share in %)<br />

31.12.2009<br />

Index<br />

2008/2009<br />

31.12.2009<br />

(share in %)<br />

Average<br />

number of<br />

employees<br />

in 2009<br />

Adriatic Slovenica d. d., Koper 1,033 53.00% 1,006 103 56.52% 1,020<br />

AS Neživotno osiguranje, Beograd 15 0.77% 49 31 2.75% 55<br />

Life insurance division<br />

<strong>KD</strong> Življenje, zavarovalnica, d. d. 156 8.00% 181 86 10.17% 176<br />

<strong>KD</strong> Životno osiguranje d. d., Zagreb 17 0.87% 42 40 2.36% 31<br />

<strong>KD</strong> Life AD, Sofia 49 2.51% 32 153 1.80% 36<br />

<strong>KD</strong> Life Asigurari, S.A., Bucharest 37 1.90% 43 86 2.42% 43<br />

<strong>KD</strong> Life d. d., Kiev 51 2.62% 15 340 0.84% 37<br />

SC <strong>KD</strong> Fond De Fond SA Bucharest 8 0.41% 7 114 0.39% 8<br />

ZAP d. o. o., Murska Sobota 0 0.00% 0 - 0.00% 0<br />

World Life <strong>Group</strong>, Limassol - - 0 - 0.00% 0<br />

Vitavizia, Vipava - - 0 - 0.00% 0<br />

<strong>KD</strong> Finančna točka d. o. o., Ljubljana 155 7.95% 60 258 3.37% 96<br />

<strong>KD</strong> Finančna točka d.o.o., Bucharest 3 0.15% 0 - 0.00% 2<br />

<strong>KD</strong> Financial point, s.r.o., Bratislava 2 0.10% 0 - 0.00% 0<br />

<strong>KD</strong> Finančna točka d. o. o., Zagreb 0 0.00% 0 - 0.00% 0<br />

<strong>KD</strong> Finančna točka d.o.o., Bulgaria - - 3 - 0.17% 0<br />

<strong>KD</strong> Mark, d. o. o., Ljubljana 2 0.10% 2 100 0.11% 2<br />

Financial operations division<br />

<strong>KD</strong> <strong>Group</strong> d. d., Ljubljana 77 3.95% 48 160 2.70% 50<br />

<strong>KD</strong> Skladi d. o. o., Ljubljana 59 3.03% 43 137 2.42% 43<br />

<strong>KD</strong> Investments d. o. o., Zagreb 34 1.74% 12 283 0.67% 17<br />

<strong>KD</strong> Investments a.d., Beograd 12 0.62% 3 400 0.17% 7<br />

<strong>KD</strong> Fondovi ad Skopje 4 0.21% 7 57 0.39% 7<br />

<strong>KD</strong> Investments EAD, Sofia 11 0.41% 8 138 0.45% 9<br />

SAI <strong>KD</strong> Investments, Bucharest 8 0.56% 8 100 0.45% 8<br />

<strong>KD</strong> Fund Advisors, LLC 0 0.00% 0 - 0.00% 0<br />

ABDS d. d., Sarajevo 7 0.36% 7 100 0.39% 7<br />

Coloseum Multiplex Holdings b.v., Amsterdam 0 0.00% 0 - 0.00% 0<br />

Gama Holdings b.v. Amsterdam 1 0.05% 1 100 0.06% 1<br />

<strong>KD</strong> Asset Management b. v. Amsterdam 0 0.00% 0 - 0.00% 0<br />

Manta Marine 0 0.00% 0 - 0.00% 0<br />

VIB a.d., Banja Luka 3 0.15% 3 100 0.17% 3<br />

<strong>KD</strong> Private Equity d. o. o., Beograd 1 0.05% 1 100 0.06% 1<br />

Firsthouse Investments Itd., Cyprus 0 0.00% 0 - 0.00% 0<br />

Kredo <strong>Group</strong>, Taškent - - 2 - 0.11% 0<br />

Sarbon Invest, Taškent - - 2 - 0.11% 0<br />

Banking division<br />

<strong>KD</strong> Banka d. d. , Ljubljana 35 1.80% 52 67 2.92% 50<br />

<strong>KD</strong> Capital Management S. A., Bucharest 14 0.72% 6 233 0.34% 8<br />

<strong>KD</strong> Securities EAD, Sofia 13 0.67% 2 650 0.11% 5<br />

<strong>KD</strong> Upravljanje imovinom d. o. o., Zagreb 8 0.41% 8 100 0.45% 8<br />

Capital investments <strong>and</strong> real estate division<br />

<strong>KD</strong> Kapital d. o. o., Ljubljana 8 0.41% 7 114 0.39% 7<br />

<strong>KD</strong> Kvart d. o. o., Ljubljana 7 0.36% 8 88 0.45% 7<br />

Gea College CVŠ d. o. o., Ljubljana 4 0.21% 4 100 0.20% 4<br />

Gea College d. d., Ljubljana 6 0.31% 5 120 0.26% 5<br />

Gea College PIC d. o. o., Ljubljana 5 0.26% 4 125 0.21% 4<br />

ČZD Kmečki Glas d. o. o., Ljubljana 34 1.74% 30 113 1.69% 32<br />

Fontes <strong>Group</strong> d. o. o., Beograd 0 0.00% 0 - 0.00% 0<br />

FM-NET , Ljubljana - - 0 - 0.00% 0<br />

Radio Kranj, Kranj - - 9 - 0.52% 9<br />

R.E. Invest d. o. o., Ljubljana 1 0.05% 1 100 0.06% 1<br />

Vrtnarstvo Celje d. o. o., Celje 69 3.54% 60 115 3.37% 68<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong> 1,949 100.00% 1,780 100.00% 1,860<br />

46


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

<strong>The</strong> <strong>Group</strong> had a total of 1,780 employees at the end of 2009, a decrease of 8.7 percent compared with 2008 (1,949<br />

employees). Reduction in employment is primarily due to optimisation of operations in <strong>KD</strong> Finančna točka, to certain extent<br />

in <strong>KD</strong> Skladi <strong>and</strong> in companies located abroad. In accordance with the project for establishment of <strong>KD</strong> Banka, a number of<br />

employees were transferred from <strong>KD</strong> <strong>Group</strong> d.d. into the newly established <strong>KD</strong> Banka. No other more significant changes in<br />

human resources occurred in the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in 2009.<br />

Employee age structure in the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong><br />

Employee age structure in the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> as at 31 December 2009<br />

compared to 2008<br />

Age category<br />

over 56 years<br />

51-55<br />

46-50<br />

41-45<br />

36-40<br />

31-35<br />

26-30<br />

21-25<br />

under 20 years<br />

0<br />

0,33<br />

3,46<br />

3,81<br />

4,20<br />

8,39<br />

5,93<br />

7,77<br />

10,37<br />

12,78<br />

11,36<br />

13,78<br />

17,53<br />

15,31<br />

18,74<br />

20,74<br />

19,07<br />

26,67<br />

2009<br />

2008<br />

0 5 10 15 20 25 30<br />

Percentage of employees<br />

In 2009, the majority of the <strong>Group</strong>'s employees were young, perspective <strong>and</strong>, above all, educated personnel. <strong>The</strong> largest<br />

group of employees (26.67%) were those between 31 <strong>and</strong> 35 years of age.<br />

Educational structure of employees in the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong><br />

Educational structure of employees in the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> as at 31<br />

December 2009 compared to 2008<br />

PhD<br />

0,49<br />

1<br />

Educational category<br />

Master's degree<br />

College or university<br />

Higer education<br />

Secondary school<br />

5,19<br />

8,54<br />

9,88<br />

12,21<br />

31,76<br />

35,8<br />

39,48<br />

46,67<br />

2009<br />

2008<br />

Primary or vocational school<br />

4,69<br />

7,01<br />

0 10 20 30 40 50<br />

Percentage of employees<br />

In 2009, the <strong>Group</strong> primarily employed persons with a higher educational level. <strong>The</strong> share of employees with a higher<br />

educational level was 46.67 percent, whereas employees with secondary school level accounted for 35.8 percent of total<br />

staff.<br />

47


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Training <strong>and</strong> employee development<br />

We look upon investment in the knowledge of our employees as investment in the future of the <strong>KD</strong> <strong>Group</strong>. <strong>The</strong>refore we<br />

systematically invest in increased professional competence, general work competences <strong>and</strong> innovation of our employees. In<br />

2009 this was achieved through education, training <strong>and</strong> particularly through internal transfer of knowledge.<br />

Supporting formal education <strong>and</strong> training<br />

At the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>, we provide support <strong>and</strong> encourage our employees to continue education to achieve a higher level of<br />

formal education. To this aim we fund education <strong>and</strong> provide a<strong>dd</strong>itional study leave for all employees who decide to pursue<br />

further education. We are aware that through formal education <strong>and</strong> increased level of education, we will ensure new<br />

knowledge, modern practices <strong>and</strong> latest information flowing to the <strong>Group</strong>.<br />

Internal transfer of knowledge<br />

In 2009 we strived to further establish the concept of internal education <strong>and</strong> to include all potential internal tutors in the<br />

process of continual education in individual professional areas as well as in general. We ensured uninterrupted transfer of<br />

knowledge between employees with the help of modern technology, <strong>and</strong> particularly through audio <strong>and</strong> video technology <strong>and</strong><br />

we have begun establishing our internal knowledge base. <strong>The</strong> knowledge transfer was based primarily on the working<br />

system of learning using the Dschool method, <strong>and</strong> involved all employees in the workshops according to their competences<br />

in individual work areas.<br />

A<strong>dd</strong>itionally we strived to build up our internal library to promote knowledge transfer <strong>and</strong> self-learning process of employees.<br />

Monitoring job optimising <strong>and</strong> employee remuneration<br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> is aware that efficient system of success recognition <strong>and</strong> remuneration is an extremely important<br />

element of human resource management towards their satisfaction <strong>and</strong> commitment.<br />

Employee remuneration<br />

Currently we are upgrading the complete system of employee remuneration at the <strong>Group</strong> level to promote success,<br />

entrepreneurial spirit <strong>and</strong> innovation of our employees. As we are also aware of the power <strong>and</strong> importance of non-financial<br />

remuneration, we have deliberately supported recognition of achievements of individuals with suitable commendation<br />

whenever appropriate.<br />

Care for our employees<br />

As the <strong>Group</strong> is active in the services sector, we are well aware of our strong dependency on satisfied, committed <strong>and</strong><br />

motivated employees as it is only through them that we can satisfy the needs <strong>and</strong> aspirations of our stakeholders – business<br />

partners, customers <strong>and</strong> owners. .<br />

Attention to our employees<br />

In 2009 we again surprised our employees with small tokens of appreciation at their job positions such as gifts <strong>and</strong> greetings<br />

cards on major celebrations <strong>and</strong> events, Christmas gifts for children <strong>and</strong> organisation of “<strong>The</strong> First Day of School” We also<br />

made it possible for our employees to participate at a variety of cultural events, concerts <strong>and</strong> other events. Special attention<br />

was devoted in 2009 to all those who have been with the <strong>Group</strong> for a number of years to show our appreciation for their<br />

commitment <strong>and</strong> loyalty.<br />

Developing a close-knit working group<br />

Our employees actively participated <strong>and</strong> socialised in the “Kaj Dogaja” sports club <strong>and</strong> organised the fifth, now traditional <strong>KD</strong><br />

Bowling Challenge. In a<strong>dd</strong>ition we organised a number of teambuilding events where in a<strong>dd</strong>ition to gaining new knowledge,<br />

employees were able to get to know each other better <strong>and</strong> socialise at a number of internally organised workshops <strong>and</strong><br />

meetings organised with the most senior management.<br />

Charity <strong>and</strong> solidarity<br />

We would like to point out that the employees of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in 2009 again regularly attended blood donor<br />

campaigns <strong>and</strong> by donating little something of our own we contributed to the wider social community. We also assisted in<br />

education <strong>and</strong> promotion of charity work with the younger generation.<br />

Health <strong>and</strong> safety at work<br />

At the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> we strive to ensure optimum <strong>and</strong> pleasant working environment for all employees. In 2009 we again<br />

provided safe <strong>and</strong> appropriate working conditions <strong>and</strong> pleasant working environment. We regularly monitored <strong>and</strong> continually<br />

improved the quality of food served in our <strong>KD</strong> restaurant. At request of our employees we included vegetarian dishes on the<br />

menu <strong>and</strong> continually improved selection of dishes as we support <strong>and</strong> encourage our employees to pursue healthy life styles.<br />

48


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

In the autumn of 2009 we organised vaccination against seasonal <strong>and</strong> p<strong>and</strong>emic flu <strong>and</strong> carefully followed health<br />

organisations' guidelines concerning preventive health measures.<br />

Optimisation of operations<br />

<strong>The</strong> <strong>Group</strong> felt the impact of international economic <strong>and</strong> financial crisis <strong>and</strong> its consequences. Much of our energy <strong>and</strong><br />

knowledge was directed to specifying the role, organisation <strong>and</strong> holders of HR function of the <strong>Group</strong>. With a view of<br />

optimisation of operations we began the project of centralisation of the human resource division <strong>and</strong> introduced our own<br />

concept of HRM administrators. We continued with the introduction of a contemporary HR information system based on the<br />

»know-how« <strong>and</strong> which we will use to increase the transparency of HR processes, optimise them <strong>and</strong> provide IT support. In<br />

a<strong>dd</strong>ition this will give us an overall view of the human resource statistics of the <strong>Group</strong>.<br />

Recognition on the labour market<br />

In 2009 we strongly encouraged internal communication at the <strong>Group</strong> level, while we exercised more restraint in<br />

communication with the wider public <strong>and</strong> the labour market. Our aim was to strengthen our internal resources, optimise our<br />

strengths <strong>and</strong> grow so that in future years we can again actively take our position in public <strong>and</strong> on the markets. <strong>The</strong> HR<br />

vision remains unchanged as the <strong>KD</strong> <strong>Group</strong> strives to become the best employer for all our employees <strong>and</strong> to be recognised<br />

as such also by the labour market.<br />

RESEARCH AND DEVELOPMENT<br />

In the insurance segment, the <strong>Group</strong> has been active in the development <strong>and</strong> modernisation of our range of insurance<br />

products <strong>and</strong> assistance services, expansion of our sales network, development of modern information technology solutions<br />

<strong>and</strong> safe <strong>and</strong> high quality services in all business segments. In <strong>KD</strong> Življenje insurance company we introduced two new life<br />

insurance products in 2009: “Fondpolica Maks Garant Plus” <strong>and</strong> whole life insurance “Življenjski kasko”, <strong>and</strong> improved life<br />

insurance policy »Fondpilica« by offering a<strong>dd</strong>itional investment possibilities as well as the option of a wide selection of<br />

a<strong>dd</strong>itional insurance products. By doing this we can ensure that we remain innovative <strong>and</strong> closely follow the needs of our<br />

target groups. In a<strong>dd</strong>ition to product development, we actively pursued the development <strong>and</strong> adjustment of products for the<br />

dem<strong>and</strong>s of foreign markets. In 2009, <strong>KD</strong> Življenje continued processing its portfolio of existing insurance clients in order to<br />

improve <strong>and</strong> supplement existing insurance contracts. <strong>The</strong> process began in the last quarter of 2008 at the beginning of the<br />

global financial crisis. As part of the upgrading of the information system supporting life insurance products, in 2009 <strong>KD</strong><br />

Življenje successfully implemented new information system Amarta.<br />

Adriatic Slovenica insurance company in 2009 actively pursued development of property <strong>and</strong> health insurance products. As<br />

the leading Slovene health insurance provider, Adriatic Slovenica improved its wide range of products while in terms of life<br />

insurance products, efforts were devoted primarily to the establishment of sales <strong>and</strong> after-sales services. In a<strong>dd</strong>ition it<br />

launched a completely new property insurance “Dom AS”, which allows for insurance of all the property under one insurance<br />

policy, has a comprehensive range of extensive assistance services , <strong>and</strong> represents an important new development <strong>and</strong> a<br />

sales winner on the Slovene market. In the field of motor insurance Adriatic Slovenica designed new motor third-party<br />

liability insurance for the young drivers with fewer than three years of driving experience. This is a novelty on the Slovene<br />

market as is the new cover – option to surrender the first damage when underwriting motor liability insurance. Another new<br />

development is a long-term accident insurance of pre-school children <strong>and</strong> school children <strong>and</strong> liability insurance for members<br />

of management bodies where individuals can insure personal liability. Renewed “above” st<strong>and</strong>ard health insurance offers<br />

extensive existing cover in a<strong>dd</strong>ition to a completely new coverage – medical procedures which are part of a one day<br />

treatment, endoscopy <strong>and</strong> tissue <strong>and</strong> cell tests. Alongside these developments, the company focused its efforts on the<br />

development <strong>and</strong> adaptation of property <strong>and</strong> health insurance to fit the Serbian market where a new subsidiary »AS<br />

neživotno osiguranje« began operating in September <strong>and</strong> who, in its first year of operations, gained almost 1 percent of total<br />

Serbian insurance market, <strong>and</strong> at the end of the year, 2.5 percent share of motor third-party liability. Adriatic Slovenica<br />

pursued development of its own market network through new representative offices <strong>and</strong> a<strong>dd</strong>itional marketing channels, whilst<br />

at the same time exp<strong>and</strong>ing marketing network in Serbia with establishment of a new business unit <strong>and</strong> two representative<br />

offices in 2009. Today AS neživotno osiguranje operates in four branches <strong>and</strong> two offices. Adriatic Slovenica succeeded in<br />

preserving, strengthening <strong>and</strong> continually improving the quality of its insurance products <strong>and</strong> services thus increasing<br />

operating safety. <strong>The</strong> company successfully concluded the first stage of an extensive project of developing ASBI data<br />

warehouse, which allows its users (at various levels) fast access to uniform <strong>and</strong> quality information for decision-making<br />

process. <strong>The</strong> company is quickly transferring to a system of paperless, electronic data storage.<br />

Changed business conditions on the market as a result of financial <strong>and</strong> economic crisis required from companies in the<br />

segment of Investment fund management to continue with the process of business rationalisation <strong>and</strong> optimisation, while<br />

at the same time focusing on improving quality of existing services <strong>and</strong> developing new products, increasing business safety,<br />

improving quality of management services <strong>and</strong> ensuring simplified operations for the investor.<br />

49


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

<strong>KD</strong> Skladi, Ljubljana <strong>and</strong> <strong>KD</strong> Investments, Zagreb, have launched new websites. <strong>KD</strong> Skladi upgraded its website with new<br />

user tools (investment computer, investor profile) <strong>and</strong>, as the first Asset management company in Slovenia, introduced video<br />

comments.<br />

<strong>The</strong> companies in this division were active in the development of risk management <strong>and</strong> information technology,<br />

methodologies <strong>and</strong> organisation as a response to amended relevant legislation <strong>and</strong> pursued development of sales<br />

techniques <strong>and</strong> new sales channels.<br />

In the beginning of 2009, <strong>KD</strong> Skladi introduced new Internet service for its investors - web-based office <strong>KD</strong> Skladi.net, where<br />

investors have free <strong>and</strong> safe access to their accounts in the selected <strong>KD</strong> Skladi funds. We continue development of<br />

information support to our operations <strong>and</strong> modern services for our investors to provide online access to individual funds.<br />

<strong>KD</strong> Skladi was among the first asset management companies in Slovenia to transform all of its 17 mutual funds into sub<br />

funds of the <strong>KD</strong> Krovni sklad.<br />

In cooperation with Concorde Premoženjsko svetovanje, <strong>KD</strong> Skladi develops new savings plan VIP plus 100 <strong>and</strong> VIP 100<br />

Premium.<br />

Investors (natural persons) in <strong>KD</strong> Skladi are able to make monthly payments through direct debit system.<br />

With a view of facilitating operations of investors, reducing investor documentation <strong>and</strong> making it easier to complete<br />

accession forms for several sub funds simultaneously, a new project »single accession form« was launched.<br />

<strong>KD</strong> Skladi began implementation of the Charles River order management IT system, support system that will allow for more<br />

efficient management (improved supervision, improved transaction implementation, introduction of derivative securities <strong>and</strong><br />

better underst<strong>and</strong>ing of a<strong>dd</strong>ed value), <strong>and</strong> most of all, reduce operating risks.<br />

Year 2010<br />

In future we will continue to direct our activities in the development of products in accordance with industry trends <strong>and</strong> sales<br />

network initiative ( development of savings accounts <strong>and</strong> baskets of funds), whilst at the same time endeavour to upgrade<br />

<strong>and</strong> improve the existing products <strong>and</strong> services.<br />

We continue to develop friendlier <strong>and</strong> simpler modern business methods using the Internet. Our web-based office <strong>KD</strong><br />

Skladi.net will be improved to allow investors not only to check the balance <strong>and</strong> monitor transactions, but also to gain access<br />

to funds <strong>and</strong> online services.<br />

Websites of the companies in the division will be upgraded with new contents <strong>and</strong> tools.<br />

In 2010 we intend to continue with activities related to the launch of a new distribution channel – newly established <strong>KD</strong><br />

Banka, primarily by utilising product <strong>and</strong> sales synergies.<br />

Our aim for 2010 is also to complete the implementation of the Charles River IT system.<br />

In the Banking division, 2009 was marked by the development of banking infrastructure, products <strong>and</strong> sales channels,<br />

based on identified needs of (potential) clients, development opportunities, activities of our competitors, development trends<br />

<strong>and</strong> amendments to legislation. Much effort was devoted to setting up the basic banking applications <strong>and</strong> integrating the<br />

bank in interbanking connections, developing commercial banking products <strong>and</strong> electronic banking, which provides a<br />

number of novelties <strong>and</strong> advantages. Online banking which <strong>KD</strong> Banka introduced for its first users in November 2009, was<br />

one of the first in Slovenia to combine services of commercial <strong>and</strong> investment banking. Particular attention was devoted to<br />

the online banking safety in the information environment of <strong>KD</strong> Banka. In 2009, we developed a number of banking products<br />

for retail <strong>and</strong> corporate clients. Priority was given to solutions that directly impact either profitability of a client, product or<br />

sales channels, or customer satisfaction. Existing products offered by private <strong>and</strong> investment banking was supplemented by<br />

above-st<strong>and</strong>ard products for the mass market. <strong>The</strong> bank offers a variety of deposits, savings accounts, transaction accounts<br />

for corporate clients, personal accounts, credit card transactions, credits <strong>and</strong> other banking products <strong>and</strong> services that<br />

supplement the existing products <strong>and</strong> services of <strong>KD</strong> Banka. Within the framework of asset management <strong>and</strong> financial<br />

analyses we continued training <strong>and</strong> educational courses to obtain CFA certificate, all analysts <strong>and</strong> fund managers are<br />

involved. As high-class banking professionals are one of the prerequisites for successful operations, in 2009 we continued<br />

with strengthening professional knowledge in the area of private banking. Private <strong>and</strong> personal banking clerks attended an<br />

intense seminar on asset management of clients with above-average high net value <strong>and</strong> obtained DC Gardner Training<br />

certificate for private banking. DC Gardner Training is one of the world's leading companies involved in specialised<br />

education <strong>and</strong> training of private financial advisors. In the second half of 2009, <strong>KD</strong> Banka organised a number of training<br />

courses in banking services for financial advisors of <strong>KD</strong> Finančna točka.<br />

50


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

CORPORATE SOCIAL RESPONSIBILITY OF THE GROUP <strong>KD</strong> GROUP<br />

<strong>The</strong> <strong>KD</strong> <strong>Group</strong> is an active partner that encourages, is involved <strong>and</strong> strives to improve environment in which we work <strong>and</strong><br />

live. We encourage or clients to assume responsibility for their own financial safety <strong>and</strong> independence. We create safe,<br />

pleasant <strong>and</strong> stimulating working environment for our employees <strong>and</strong> encourage mutual cooperation <strong>and</strong> interaction.<br />

Through national <strong>and</strong> local sponsorship <strong>and</strong> humanitarian projects we are actively involved in social environment as we<br />

believe that this allows us to contribute to the implementation of values in which we firmly believe.<br />

EMPLOYEES<br />

<strong>The</strong> <strong>Group</strong> is aware that our employees are our key assets <strong>and</strong> investment in the future. To this aim we invested much<br />

energy <strong>and</strong> efforts into the development, education <strong>and</strong> particularly encouragement of innovative potential of employees in<br />

all areas <strong>and</strong> at all levels of the <strong>Group</strong>. <strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> stimulates <strong>and</strong> encourages employees to pursue a higher level<br />

of formal education <strong>and</strong> we made special efforts to promote the concept of internal training <strong>and</strong> included all potential internal<br />

instructors in the process of continued education on individual specialised areas as well as at the general level. In 2009, we<br />

again delighted our employees with expressions of gratitude <strong>and</strong> giving gifts at major celebrations <strong>and</strong> events, Christmas<br />

gifts for children, organisation of the “First day of School” <strong>and</strong> supported our employees' participation at a variety of cultural<br />

events <strong>and</strong> visits to concerts <strong>and</strong> events. We organised the fifth, now traditional <strong>KD</strong> Bowling Challenge, a number of<br />

teambuilding events <strong>and</strong> meetings <strong>and</strong> took part in blood drives. More detailed information regarding employees <strong>and</strong><br />

employee care is provided in the section Human Resources <strong>and</strong> Development.<br />

NATURAL ENVIRONMENT<br />

<strong>The</strong> principle activities of <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> companies are not directly linked to environmental impacts. However, in our<br />

everyday activities we act responsibly by saving electricity <strong>and</strong> separating waste. We also consider the environmental aspect<br />

in our investments. Thus in 2006, <strong>KD</strong> Skladi, Ljubljana established <strong>KD</strong> Nova energija (<strong>KD</strong> New Energy), an equity mutual<br />

fund that primarily invests in companies in the renewable energy sector.<br />

SOCIAL ENVIRONMENT<br />

We are actively involved in the local community through sponsorship activities <strong>and</strong> donations, which communicate a clear<br />

link to our corporate values of trust, growth, respect, excellence <strong>and</strong> support.<br />

CULTURE AND EDUCATION<br />

<strong>The</strong> <strong>Group</strong> has cultivated long-term partnerships with cultural institutions <strong>and</strong> with individuals <strong>and</strong> has invested in a number<br />

of educational projects. In 2009, we continued our work with the RTV Slovenija Symphony Orchestra. <strong>The</strong> guiding principle<br />

of this sponsorship activity is "the harmony of cooperation". We were again involved as sponsor in the P.A.R.A.S.I.T.E.<br />

Institute competition for the OHO <strong>Group</strong> prize for the young visual artist <strong>and</strong> supported the Cerkno Jazz Festival <strong>and</strong> the<br />

Comedy Days at Celje Public <strong>The</strong>atre.<br />

<strong>KD</strong> Življenje continued its partnership with the Ljubljana Puppet <strong>The</strong>atre, which began back in 2005. On the occasion of<br />

<strong>The</strong>atre's 60 th anniversary, in cooperation with the Anna's Fund which has for a decade supported large families to improve<br />

their quality of life, families with more than six children were given free tickets to see the puppets show. In cooperation with<br />

the Zveza prijateljev mladine (Association of Friends of Youth) they provided free entry to puppets shows for large number of<br />

under-privileged children from around Slovenia to try to reduce their distress <strong>and</strong> bring a smile to their faces.<br />

In 2009, <strong>KD</strong> Življenje continued its partnership with the Ljubljana Zoo. <strong>The</strong>y supported the »Bear Day« to raise awareness of<br />

endangered wild animals in Slovenia <strong>and</strong> Europe <strong>and</strong> which was organised by all zoos, members of the European<br />

Association of Zoos <strong>and</strong> Aquaria (EAZA). In the scope of long-term cooperation, we supported the project »Arrival of<br />

Mischievous Friends to the Zoo« which provided new, larger <strong>and</strong> more modern habitat for four Saimiri Monkeys who arrived<br />

from the Gaia park in the Netherl<strong>and</strong>s. <strong>The</strong>ir arrival of the Samiri Monkeys was celebrated by a family event organised in<br />

celebration of the World Animal Day.<br />

In 2009, <strong>KD</strong> Življenje again organised a major family event at Postojna Cave called Day of Culture <strong>and</strong> Attractions. We also<br />

cooperated with Iskreni.net as co-organiser during the Festival of Families at Postojna Caves.<br />

51


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Upon its entry on the market <strong>and</strong> under the private banking trademark <strong>KD</strong> Privilege, on 16 September 2009 <strong>KD</strong> Banka<br />

organised a professional event with a foreign speaker – then current Nobel prize winner for economy - Professor Paul<br />

Krugman. <strong>The</strong> event attracted over 600 of prominent guests from economy, politics, academic life, professional public <strong>and</strong><br />

media, <strong>and</strong> received a wide response in Slovenia. As a sponsor, <strong>KD</strong> Banka participated at a charity event “Easter Yacht Ball”<br />

in hotel Kempinski in Portorož <strong>and</strong> at a charity Rotary-Lions golf tournament.<br />

Adriatic Slovenica insurance company continually recognises <strong>and</strong> responds to the needs of environment <strong>and</strong> is striving for<br />

sustainable development of local <strong>and</strong> wider social environment. In 2009, it was again actively involved in numerous activities<br />

<strong>and</strong> events organised by a variety of organisations, institutions, associations <strong>and</strong> societies, thus contributing to the<br />

implementation of initiatives <strong>and</strong> ideas. At this level the company participates on projects where, in line with the business<br />

policy, it participates as a sponsor or donator. Traditionally, the company supports projects from the field of health,<br />

education, culture, sport <strong>and</strong> traffic accident prevention. In the field of culture, education <strong>and</strong> nature preservation, Adriatic<br />

Slovenica's most important cooperation include those with Stud Farm Lipica, Auditorium Portorož, Koper <strong>The</strong>atre (who is<br />

celebrating its first centenary in 2010 <strong>and</strong> which Adriatic Slovenia has supported since its establishment), <strong>and</strong> Ljubljana<br />

Festival.<br />

Sport<br />

Our support for a variety of sporting activities is aimed at spreading the idea of the active <strong>and</strong> sociable enjoyment of free<br />

time. <strong>The</strong> <strong>Group</strong> has supported the Slovenian Chess Federation for several years in an effort to promote professional <strong>and</strong><br />

amateur chess in Slovenia. In 2009, <strong>KD</strong> <strong>Group</strong> supported the Slovenian Gymnastics Association on the occasion of the 42 nd<br />

Šalamun Memorial – World Cup in Men’s <strong>and</strong> Women’s Artistic Gymnastics, <strong>and</strong> the event organised at the 50 th anniversary<br />

of establishment of the Sorica Hunting Club.<br />

Both, <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> <strong>and</strong> <strong>KD</strong> Življenje were sponsors of International bridge tournament organised by the Bridge club<br />

Tivoli. <strong>KD</strong> Življenje also sponsored Sports Club Twist Nova Gorica, Ski Association Bohinj <strong>and</strong> Sports Club Poskokec. In<br />

a<strong>dd</strong>ition to the insurance company <strong>KD</strong> Življenje, <strong>KD</strong> Finančna točka also participated as sponsor of various sports projects.<br />

Both companies sponsored <strong>KD</strong> Finančna točka Cycling Club Radenska, Marathon Franja <strong>and</strong> the Franja mini-marathon,<br />

Family marathon <strong>and</strong> many other cycling events. <strong>KD</strong> Finančna točka also sponsored Olimpija Swimming Club.<br />

In October 2009, <strong>KD</strong> Skladi participated as one of the sponsors at the 14 th Ljubljana Marathon <strong>and</strong> gave special awards to<br />

the most senior participants in the marathon <strong>and</strong> half-marathon.<br />

Adriatic Slovenica's support to sports is diverse however the majority of support has been give since 1993 to top athletes <strong>and</strong><br />

Olympic representatives, in cooperation with the Slovenian Olympic Committee. One of recipients of its support is Vasilij<br />

Žbogar, a sailor from Izola who won a gold medal at the Athens Olympic games. In 2009, Adriatic Slovenica supported the<br />

promising swimmer Matjaž Markič who won a gold medal at the European Championships. For the ninth consecutive year<br />

Adriatic Slovenia is the proud sponsor <strong>and</strong> official insurance agency of the Slovenian Football Association. A variety of<br />

sports, societies, clubs <strong>and</strong> events are sponsored by Adriatic Slovenica. Among higher profile events, we also supported the<br />

Slovenia Open women's tennis tournament.<br />

Humanitarian activities<br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> supports the volunteer efforts of its employees. We therefore include them in various humanitarian<br />

activities via <strong>KD</strong> Fundacija. We also organise blood drives in which an increasing number of employees participate.<br />

In 2009, <strong>KD</strong> Skladi again, for the second time participated in the humanitarian campaign “So lahko otroci boljši od borznih<br />

gurujev? “ (Can kids be better than stock exchange gurus?), organised by the magazine Moje finance. <strong>The</strong> aim of the<br />

campaign was to help children from poorer families.<br />

<strong>The</strong> main focus at Adriatic Slovenica remains the support of healthcare. In the field of health insurance we closely cooperate<br />

with the providers of healthcare <strong>and</strong> support education <strong>and</strong> initiatives that contribute to the development <strong>and</strong> reputation of<br />

medical profession. As the principal sponsor, we again supported the national My Doctor campaign, supported the two<br />

Health centres in Piran <strong>and</strong> Koper, the Izola General hospital, <strong>and</strong> assisted in organisation of International Congress of<br />

Medical Experts. We also assisted Park Škocjanske jame in the purchase of new automated defibrillator for visitors in the<br />

event of su<strong>dd</strong>en nausea or cardiac arrest. We continued UNICEF Slovenia's Safe Points project in 2009, thus contributing to<br />

greater safety for children <strong>and</strong> adolescents in major urban areas. All the offices of Adriatic Slovenica are safe points for<br />

children <strong>and</strong> the projects has spread to 204 safe points around Slovenia. In cooperation with the Association of Friends of<br />

52


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Youth we donated funds to organise holidays for children from socially deprived families as part of the project »Wink at the<br />

Sun«.<br />

<strong>KD</strong> Fundacija<br />

<strong>The</strong> <strong>Group</strong> established the AJDA Foundation back in 1995. Its primary purpose is to fund the education of children <strong>and</strong><br />

investors in <strong>KD</strong> funds <strong>and</strong> those with above-average results <strong>and</strong> , but an under-privileged social background. Over time, the<br />

<strong>Group</strong> <strong>KD</strong> <strong>Group</strong> determined that the Foundation's original purpose had become too narrow. With the renaming of the AJDA<br />

Foundation to the <strong>KD</strong> Fundacija Foundation at the end of 2008, we exp<strong>and</strong>ed its objectives <strong>and</strong> purpose. In accordance with<br />

its purpose, in 2009 the Foundation encouraged <strong>and</strong> supported education <strong>and</strong> development of children <strong>and</strong> donated assets<br />

for humanitarian aid. As part of the exclusive musical event Volkswagner, organised on the occasion of the 15 th anniversary<br />

of its establishment, the <strong>KD</strong> <strong>Group</strong> donated some of the proceeds from each ticket sold to the <strong>KD</strong> Fundacija. With the funds<br />

collected, <strong>KD</strong> Fundacija in cooperation with the Association of Friends of Youth supported the Young <strong>and</strong> Europe project <strong>and</strong><br />

made it possible for forty senior school pupils to take part in an educational trip around Europe. <strong>The</strong> Fundacija supported<br />

participation at International Children's Games in Athens.<br />

53


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

3. OPERATIONS OF <strong>KD</strong> GROUP COMPANIES<br />

BANKING AND INVESTMENT FUND MANAGEMENT<br />

Banking<br />

2009 marked the entry of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in the banking sector. On 2 March 2009, following a resolution of the Bank of<br />

Slovenia to grant licence to <strong>KD</strong> BPD for the performance of banking <strong>and</strong> financial services <strong>and</strong> resolution of the Securities<br />

Market Agency to grant permission to <strong>KD</strong> BPD for statutory conversion from a limited liability company into a public limited<br />

company, the company became a public limited company <strong>and</strong> assumed a new name of <strong>KD</strong> Banka. Initially, <strong>KD</strong> Banka<br />

concentrated on private, personal <strong>and</strong> investment banking services, including stockbrokerage, individual asset management<br />

<strong>and</strong> corporate finance services. However, in order to adjust to the changed economic conditions, <strong>KD</strong> Banka decided for early<br />

implementation of the basic corporate banking services, while at the same time it was developing services for the mass<br />

market, which began to be marketed through the sales network of <strong>KD</strong> Finančna točka branches in February 2010.<br />

In a<strong>dd</strong>ition to <strong>KD</strong> Banka in Slovenia, in 2009 the following companies within the banking segment operated on foreign<br />

markets: <strong>KD</strong> Securities in Bulgaria, SSIF <strong>KD</strong> Capital Management S. A. in Romania, <strong>and</strong> <strong>KD</strong> Upravljanje imovinom d. o. o.,<br />

Zagreb, in Croatia. With the aim of adapting to the market circumstances <strong>and</strong> business optimisation of the stockbrokerage<br />

segment, in 2009 we began the process of the closure of <strong>KD</strong> Securities in Bulgaria.<br />

<strong>KD</strong> Bank's main projects in 2009 included successful start-up of the banking operations, development of the bank's<br />

infrastructure <strong>and</strong> services, <strong>and</strong> implementation of the private <strong>and</strong> personal banking concepts based on a wide palette of<br />

banking <strong>and</strong> non-banking services <strong>and</strong> top quality relationship with clients, <strong>and</strong> recruitment of new clients. Initially <strong>KD</strong> Banka<br />

entered the market of wealthy clients under the <strong>KD</strong> Privilege trademark intended primarily for increasing wealth <strong>and</strong> as such<br />

is designed to meet requirements of the most dem<strong>and</strong>ing individuals. As part of positioning <strong>and</strong> consolidating the reputation<br />

of <strong>KD</strong> Banka in the field of private banking <strong>and</strong> in order to gain new clients <strong>and</strong> strengthen relationships with other<br />

professional <strong>and</strong> influential public, in September 2009 <strong>KD</strong> Banka invited the then Nobel prize winner for economy, professor<br />

Paul Krugman, one of the most admired <strong>and</strong> influential world economists to be a speaker at the professional event <strong>KD</strong><br />

Privelege. Professor Paul Krugman, professor of economy at the University of Princeton, talked about the current financial<br />

crisis, its origin, development <strong>and</strong> future measures of the financial sector <strong>and</strong> global economy. In the organisation of the<br />

event, <strong>KD</strong> Banka set up excellent cooperation with the Faculty of Economy in Ljubljana as the partner of the event <strong>and</strong> longterm<br />

relationships with other influential associations.<br />

In 2009, <strong>KD</strong> Bank focused on private <strong>and</strong> investment banking. We have developed a range of products for corporate entities<br />

inclusive of transaction accounts, deposits <strong>and</strong> a variety of credit facilities as well as online bank »Halcom«. For retail clients<br />

<strong>KD</strong> Banka developed variety o personal accounts, payment cards, savings accounts, deposit accounts with various<br />

maturities, Lombard loans <strong>and</strong> online banking. At the beginning of 2010, <strong>KD</strong> Banka entered the mass market with<br />

st<strong>and</strong>ardised products where the key sales channels include online banking <strong>and</strong> the network of <strong>KD</strong> Finančna točka branches<br />

all over Slovenia.<br />

At the end of 2009, <strong>KD</strong> Banka had over 3,200 clients, while total value of assets held by private clients <strong>and</strong> assets under<br />

individual management stood at EUR 51 million, <strong>and</strong> EUR 336 million of brokerage assets. <strong>The</strong> operations of the banking<br />

division were marked by financial crisis to which we have responded efficiently. Much attention was devoted to<br />

communications with our clients as we believe that direct communication is of vital importance as it enables development of<br />

an individual relationship between a bank clerk <strong>and</strong> the client. <strong>The</strong>refore we adjusted our communications with clients to the<br />

time that was most suitable for them. In terms of corporate communications our efforts were devoted to the positioning <strong>and</strong><br />

consolidating the recognition of the bank <strong>and</strong> its trademark <strong>KD</strong> Privilege. Improved client communications, further<br />

development of <strong>KD</strong> Banka products <strong>and</strong> services, <strong>and</strong> successful marketing of our products that allow for a number of<br />

options to increase wealth, are the vital elements for realising the set goals.<br />

54


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Challenges in 2010:<br />

In the first quarter of 2010 we intend to successfully penetrate the mass market <strong>and</strong> offer wider population comprehensive<br />

range of banking products <strong>and</strong> services through a network of <strong>KD</strong> Finančna točka branches.<br />

In 2010 we will a<strong>dd</strong> new services to our range of banking products <strong>and</strong> services such as investment consultancy services, a<br />

number of different credit facilities, savings <strong>and</strong> other financial instruments. <strong>The</strong> range of products <strong>and</strong> services will reflect<br />

the needs <strong>and</strong> wishes of our clients <strong>and</strong> will be available through a number of marketing channels.<br />

<strong>KD</strong> Banka will continue to develop a<strong>dd</strong>itional services of commercial <strong>and</strong> investment banking <strong>and</strong> will strive to meet the<br />

needs <strong>and</strong> wishes of both, individual clients <strong>and</strong> small <strong>and</strong> medium-size companies. Thus the bank will pursue its basic<br />

strategy - for <strong>KD</strong> Banka to become recognised medium-sized bank focused on private banking <strong>and</strong> the best provider of a<br />

comprehensive palette of investment banking services <strong>and</strong> asset management in Slovenia.<br />

In 2010 the development of sales channels will pursue three key goals: to enable <strong>and</strong> support introduction of new products<br />

<strong>and</strong> services through all key sales channels; ensure comprehensive overview of a client's transactions with the <strong>KD</strong> <strong>Group</strong> in<br />

one place for unification of user experience <strong>and</strong> improvement of the available functions, as well as development of new ones<br />

that are adjusted to the needs of clients.<br />

Companies within the division:<br />

Slovenia<br />

<strong>KD</strong> Banka d.d.<br />

Neubergerjeva 30, Ljubljana, Slovenia<br />

Telephone: + 386 59 22 00 00<br />

Fax: + 386 59 22 00 45<br />

E-mail:info@kdb.si<br />

Website: www.kdb.si<br />

www.kd-privilege.si (<strong>KD</strong> Privilege private banking website)<br />

Croatia<br />

<strong>KD</strong> Upravljanje imovinom d. o. o., Zagreb<br />

Radnička cesta 39, Zagreb, Croatia<br />

Telephone: + 385 1 627 44 44<br />

Fax: + 385 1 627 44 08<br />

E-mail: kdam@kd-group.hr<br />

Website: www.kd-group.hr<br />

Romania<br />

SSIF <strong>KD</strong> Capital Management S. A., Bucharest<br />

Gheorghe Manu 5, Bucharest, Romania<br />

Telephone: + 40 21 650 04 47<br />

Fax: + 40 21 650 04 48<br />

Website: www.kd-capital.ro, www.kd-group.ro<br />

E-mail: office@kd-capital.ro<br />

Bulgaria<br />

<strong>KD</strong> Securities EAD, Sofia<br />

Frityof Nansen Blvd. 9, Sofia, Bulgaria<br />

Telephone: + 359 2 810 26 95<br />

Fax: +359 2 981 01 08<br />

E-mail: kds.office@kd-group.bg<br />

Website: www.kd-group.bg<br />

55


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Investment fund management<br />

Five asset management companies operating within the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> manage a total of 27 mutual funds <strong>and</strong> two<br />

investment companies in the South Eastern European region. <strong>The</strong> leading investment management company, <strong>KD</strong> Skladi,<br />

Ljubljana, is currently the largest asset management company in Slovenia. It manages <strong>KD</strong> Krovni sklad with 17 sub funds<br />

<strong>and</strong> <strong>KD</strong> ID, delniška investicijska družba, d. d.. In a<strong>dd</strong>ition, it manages assets of well-informed investors. Currently there are<br />

four asset management companies operating outside Slovenia who jointly manage eleven investment funds: four mutual<br />

funds in Croatia, two in Romania, two mutual funds <strong>and</strong> one investment company in Bulgaria <strong>and</strong> two mutual funds in<br />

Macedonia.<br />

<strong>The</strong> core activity in this division is management of investment funds <strong>and</strong> assets of well informed investors. Our core strategy<br />

is to offer investors, primarily those from South Eastern Europe, the widest possible selection of investment opportunities,<br />

while also providing a comprehensive range of investment services in the region to investors from around the world. <strong>The</strong> goal<br />

of <strong>KD</strong> Skladi is to become within a period of five years a recognised central asset management company in Central Europe<br />

who, with top class professionals <strong>and</strong> excellent business processes manage assets of both Slovene investors <strong>and</strong> that of<br />

investors from neighbouring countries as well as money of global institutional investors. Our aim is to within five years gain a<br />

25 percent share of the Slovene market. In all other countries our goal is to establish profitable asset management<br />

companies with increasing market shares.<br />

By the mid 2009 conditions on the capital markets were slowly stabilizing <strong>and</strong> from March onwards we have seen increase in<br />

share prices indices which improved the general level of optimism of investors. Funds within the <strong>KD</strong> <strong>Group</strong> performed well in<br />

terms of their return (majority recorded positive returns) <strong>and</strong> in terms of investors. In terms of return, they successfully<br />

competed with local <strong>and</strong> foreign competition with some of them being the leaders in individual categories. <strong>The</strong> increased<br />

trend in the number of accession forms continued <strong>and</strong> funds recorded positive inflows. At the end of 2009 total value of<br />

managed assets of all asset management companies in the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> reached EUR 449.1 million, compared to EUR<br />

360.6 million recorded at the end of 2008.<br />

Changed business conditions on the market as a result of financial <strong>and</strong> economic crisis required from companies in the<br />

segment of Investment fund management to continue with the process of business rationalisation <strong>and</strong> optimisation, while at<br />

the same time focusing on the core activity of fund management <strong>and</strong> looking for synergies within the <strong>Group</strong> to improve<br />

quality of services <strong>and</strong> achieve professionalism <strong>and</strong> excellence in all business areas including corporate governance <strong>and</strong><br />

responsibility of supervisory bodies. Asset management companies in the <strong>Group</strong> took advantage of the increased prices in<br />

capital markets to intensify sales efforts <strong>and</strong> market new savings plans <strong>and</strong> regain investors' trust.<br />

Main activities <strong>and</strong> achievements in 2009:<br />

- <strong>KD</strong> Skladi retained the leading position among Slovene asset management companies in terms of the volume of assets<br />

under management <strong>and</strong> selection of funds <strong>and</strong> at the end of 2009 it managed over EUR 421 million of assets in 17 sub<br />

funds of the <strong>KD</strong> Krovni sklad <strong>and</strong> <strong>KD</strong> ID, delniška investicijska družba, d. d.<br />

- <strong>KD</strong> Skladi was among the first in Slovenia to transform all of its 17 mutual funds into sub funds of <strong>KD</strong> Krovni sklad,<br />

making transfer between individual sub funds more beneficial for investors (in terms of tax).<br />

- <strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> funds were among the most successful Slovene <strong>and</strong> foreign funds in their categories.<br />

- <strong>KD</strong> BRIK equity fund was the most profitable fund in Macedonia.<br />

- For the second consecutive year <strong>KD</strong> Skladi were awarded Trusted Br<strong>and</strong> prize by the Reader's Digest readers as the<br />

trademark that is most trusted by Slovene consumers.<br />

- In cooperation with Concorde Premoženjsko svetovanje, <strong>KD</strong> Skladi began marketing new savings plan VIP plus 100<br />

<strong>and</strong> VIP 100 Premium.<br />

- At the fifth, now traditional awards ceremony for the best mutual funds managers, <strong>KD</strong> MM monetary fund received "Zlati<br />

V" (Golden V) in the category of one-year monetary funds.<br />

- <strong>KD</strong> Skladi introduced new modern service, web-based office <strong>KD</strong> Skladi.net, where investors can freely <strong>and</strong> safely check<br />

their balances in the selected funds.<br />

- <strong>KD</strong> Skladi introduced the option of monthly payments for its investors (natural persons) through direct debit facilities.<br />

- Asset management companies devoted much attention to communications with investors <strong>and</strong> organisation of seminars.<br />

<strong>KD</strong> Skladi, Ljubljana, <strong>and</strong> <strong>KD</strong> Investments, Zagreb, redesigned their websites; <strong>KD</strong> Skladi were first to introduce in<br />

Slovenia video commentary; jointly with <strong>KD</strong> Življenje, <strong>KD</strong> Skladi began publishing a magazine for investors ”Kdaj in<br />

kako” (When <strong>and</strong> How).<br />

- For more efficient operations, Slovak asset management companies <strong>KD</strong> Investments, Bratislava <strong>and</strong> laD Investments<br />

merged <strong>and</strong> transferred mutual funds to <strong>KD</strong> Prosperita <strong>and</strong> <strong>KD</strong> Russia, who were until then managed by <strong>KD</strong><br />

Investments, Bratislava, to the successor company laD Investments.<br />

- To optimise operations of <strong>KD</strong> <strong>Group</strong> as the only partner in <strong>KD</strong> Investments, Beograd, <strong>and</strong> to adapt the <strong>KD</strong> <strong>Group</strong><br />

operations to market conditions, Serbian fund <strong>KD</strong> Ekskluziv was transferred to the asset management company Citadel<br />

Asset Management, Društvo za upravljanje investicionim fondovima.<br />

56


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Challenges in 2010:<br />

• We will continue to confirm excellence in management to justify investors' trust.<br />

• We shall intensify our efforts for improved recognition of <strong>KD</strong> funds in order to retain the leading position in Slovenia<br />

<strong>and</strong> consolidate market shares in South Eastern Europe.<br />

• We will continue to improve our portfolio of products in line with the current industry trends <strong>and</strong> market needs, while<br />

preserving the main drivers of innovation <strong>and</strong> focussing on the investor. Most of all, we will market existing<br />

products in even more attractive packages.<br />

• In realisation of increased recognition <strong>and</strong> development of new products <strong>and</strong> services with the existing companies<br />

in the <strong>Group</strong>, we will endeavour to utilise the newly established <strong>KD</strong> Banka as a<strong>dd</strong>itional sales channel thus utilising<br />

product <strong>and</strong> sales synergies.<br />

• We shall develop friendlier <strong>and</strong> simpler transactions for investors by using Internet to access funds <strong>and</strong> online<br />

services.<br />

• By registration of Slovene funds for local sale <strong>and</strong> in accordance with the legislation, we will exp<strong>and</strong> the range of<br />

funds available in Romania <strong>and</strong> Bulgaria where we are already present.<br />

• In accordance with new regulatory guidelines <strong>and</strong> possibilities of adapting the operations of asset management<br />

companies, investment funds <strong>and</strong> relationships with clients, we shall continue to strive to achieve the highest<br />

possible satisfaction of existing <strong>and</strong> future investors.<br />

• By 2011, <strong>KD</strong> Skladi will transform <strong>KD</strong> ID, delniška investicijska družba, d. d., into a mutual fund.<br />

Data concerning investment funds of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> as at 31 December 2009<br />

Geographical /<br />

segmental orientation<br />

Unit price<br />

(in EUR)<br />

Net value of<br />

the fund (in<br />

EUR)<br />

Number of units<br />

in circulation<br />

Number of<br />

investors<br />

Fund<br />

Type of fund<br />

Slovenia<br />

Flexible asset<br />

<strong>KD</strong> Galileo<br />

structure Europe 8.81 150,009,865 17,031,696.8525 28,931<br />

<strong>KD</strong> Rastko Equity Europe 20.25 65,892,677 3,253,889.7709 16,243<br />

<strong>KD</strong> Bond Bond Europe 13.15 9,732,800 740,245.6894 3,377<br />

Fund of equity<br />

<strong>KD</strong> Prvi izbor<br />

funds Global 4.89 27,412,226 5,604,736.3695 4,105<br />

Money market<br />

<strong>KD</strong> MM<br />

fund Global 49.49 12,566,957 253,944.8251 1,315<br />

<strong>KD</strong> Balkan Equity South Eastern Europe 2.60 24,090,779 9,266,134.5347 8,236<br />

<strong>KD</strong> Novi trgi Equity Emerging markets 4.90 23,340,083 4,767,896.3165 4,518<br />

<strong>KD</strong> Severna Amerika Equity North America 3.11 795,390 255,904.4944 216<br />

<strong>KD</strong> Surovine in<br />

energija Equity Raw materials, energy 4.15 4,910,865 1,183,497.5666 1,447<br />

<strong>KD</strong> Tehnologija Equity Technology 4.50 1,603,774 356,566.9320 455<br />

<strong>KD</strong> Nova energija Equity<br />

Renewable sources of<br />

energy 0.81 11,719,368 14,450,885.7290 3,397<br />

<strong>KD</strong> Vitalnost<br />

Equity<br />

Healthcare consumer<br />

goods, etc. 0.96 869,143 901,815.9833 392<br />

<strong>KD</strong> Indija-Kitajska Equity India <strong>and</strong> China 1.30 13,332,283 10,225,863.0084 1,264<br />

<strong>KD</strong> EM Infrastruktura<br />

in gradbeništvo Equity<br />

Infrastructure-related<br />

activities 1.13 425,592 375,996.9139 190<br />

<strong>KD</strong> Finance Equity Finance 0.79 656,408 826,358.7687 185<br />

<strong>KD</strong> Latinska Amerika Equity Latin America 1.38 6,719,799 4,871,549.5889 546<br />

<strong>KD</strong> Vzhodna Evropa Equity Eastern Europe 1.14 1,644,889 1,443,321.2576 421<br />

Share<br />

<strong>KD</strong> ID (<strong>KD</strong>IR)<br />

Geographical /<br />

segmental orientation<br />

Share<br />

market<br />

price (in<br />

EUR)<br />

Net value of<br />

the fund (in<br />

EUR)<br />

Number of<br />

investors<br />

Name<br />

Number of shares<br />

<strong>KD</strong> ID, delniška<br />

investicijska<br />

družba, d. d. Europe 5.30 66,050,676.74 9,181,542 33,799<br />

Euro<br />

exchange<br />

rate<br />

31. 12. 2008<br />

Euro<br />

exchange<br />

rate<br />

31. 12. 2008<br />

57


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Croatia<br />

Share<br />

<strong>KD</strong> Victoria<br />

<strong>KD</strong> Prvi izbor<br />

<strong>KD</strong> Balanced<br />

<strong>KD</strong> Nova Europa<br />

Romania<br />

<strong>KD</strong> Maximus<br />

<strong>KD</strong> Optimus<br />

Bulgaria<br />

<strong>KD</strong> Equity Bulgaria<br />

<strong>KD</strong> Bond Bulgaria<br />

Share<br />

<strong>KD</strong> Pelikan<br />

Fund<br />

Macedonia<br />

<strong>KD</strong> BRIK<br />

Name<br />

Geographical /<br />

segmental orientation<br />

Share<br />

market<br />

price (in<br />

EUR)<br />

Net value of<br />

the fund (in<br />

EUR)<br />

Number of shares<br />

Number of<br />

investors<br />

Equity Europe 2.0848 9,182,451,46 4,404,400.0591 3,399<br />

Fund of funds Europe 1.5764 675,797.33 428,683.6965 26<br />

Flexible asset<br />

structure Europe 1.1296 1,763,679.45 1,561,323.2471 305<br />

Equity Europe 0.8634 2,572,631.79 2,979,560.1522 1,010<br />

Equity Romania 2.9321 9,117,818 3,109,692.31 849<br />

Balanced Romania 2.1390 220,237 102,961.15 17<br />

Equity<br />

Debt<br />

Name<br />

<strong>KD</strong> Pelikan<br />

Type of fund<br />

Central <strong>and</strong> Eastern<br />

Europe 0.38 993,660.34 2,645,484.3191 359<br />

Central <strong>and</strong> Eastern<br />

Europe 64.40 393,645.72 6,112.5259 17<br />

Geographical / segmental Share market Net value of the<br />

Number of<br />

orientation<br />

price (in EUR) fund (in EUR) Number of shares investors<br />

Central <strong>and</strong> Eastern<br />

Europe 7.62 2,204,266.15 289,349.0000 175<br />

Geographical / segmental<br />

orientation<br />

Unit price (in<br />

EUR)<br />

Net value of the<br />

fund (in EUR)<br />

Number of units in<br />

circulation<br />

Number<br />

investors<br />

Equity Global 2.2931 201,174.65 87,729.1838 400<br />

<strong>KD</strong> Južen Balkan Equity Balkans 2.1893 79,328.18 36,233.5095 181<br />

of<br />

Euro<br />

exchange<br />

rate<br />

31. 12. 2008<br />

1 EUR =<br />

7.31 HRK<br />

1 EUR =<br />

7.31 HRK<br />

1 EUR =<br />

7.31 HRK<br />

1 EUR =<br />

7.31 HRK<br />

1 EUR =<br />

4.23 RON<br />

1 EUR =<br />

4.23 RON<br />

1 EUR =<br />

1.96 BGN<br />

1 EUR =<br />

1.96 BGN<br />

Euro<br />

exchange<br />

rate<br />

31. 12. 2008<br />

1 EUR =<br />

1.96 BGN<br />

Euro<br />

exchange<br />

rate<br />

31. 12. 2008<br />

1 EUR =<br />

61.17 M<strong>KD</strong><br />

1 EUR =<br />

61.17 M<strong>KD</strong><br />

Companies in the division:<br />

Slovenia<br />

<strong>KD</strong> Skladi, družba za upravljanje, d. o. o.<br />

Celovška cesta 206, Ljubljana, Slovenia<br />

Telephone: + 386 1 582 67 80<br />

Fax: + 386 1 518 40 88<br />

E-mail: kd-skladi@kd-group.si<br />

Website: www.kd-skladi.si<br />

Management Board (31 December 2009):<br />

Peter Groznik, PhD, President of the Management Board<br />

Roman Androjna, Member of the Management Board<br />

Louise Chatwood, MBA, Member of the Management Board<br />

Croatia<br />

<strong>KD</strong> Investments, društvo za upravljanje investicijskim fondovima, d. o. o., Zagreb<br />

Radnička cesta 39, Zagreb, Croatia<br />

(25 January 2010)<br />

Miramarska 105, Zagreb, Croatia<br />

Telephone: + 385 1 627 45 55<br />

Fax: + 385 1 627 45 10<br />

E-mail: info@kd-group.hr<br />

Website: www.kd-group.hr<br />

Management Board (31 December 2009):<br />

Matej Tomažin, President of the Management Board<br />

Branko Gladović, Member of the Management Board<br />

58


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Romania<br />

SAI <strong>KD</strong> Investments S. A., Bucharest<br />

Calea Giulesti 8D, 3rd floor, Bucharest, Romania<br />

Telephone: + 402 1 650 04 44<br />

Fax: + 402 1 650 04 42<br />

E-mail: info@kd-group.ro<br />

Website: www.kd-group.ro<br />

Management Board (31 December 2009):<br />

Gerrit Alberts, President of the Management Board<br />

Peter Groznik, PhD, Member of the Management Board<br />

Katja Kraškovic, MSc., Member of the Management Board<br />

Bulgaria<br />

<strong>KD</strong> Investments EAD, Sofia<br />

58 Bolgarija Blvd., fl. 7, offise 24, Sofia, Bulgaria<br />

Telephone: + 359 2 810 26 51<br />

Fax: + 359 2 981 21 65<br />

E-mail: info@kd-group.bg<br />

Website: www.kd-group.bg<br />

Management Board (31 December 2009):<br />

Georgi Biserinski, President of the Management Board<br />

Nelly Petrova, Member of the Management Board<br />

Luka Flere, MSc., Member of the Management Board<br />

Louise Chatwood, MBA, Member of the Management Board<br />

Katja Kraškovic, MSc., Member of the Management Board<br />

Macedonia<br />

<strong>KD</strong> Fondovi A. D. Skopje<br />

Ul. Vodnjanska nr. 7/1, Skopje, Macedonia<br />

Telephone: + 389 2 3105 930<br />

Fax: + 389 2 3105 939<br />

E-mail: kdfondovi@kd-group.com<br />

Website: www.kd-fondovi.mk<br />

Management Board (31 December 2009):<br />

Peter Groznik, PhD, President of the Management Board<br />

Laze Kamčev, Member of the Management Board<br />

Marijan Nikolovski, Member of the Management Board<br />

Grega Meden, Member of the Management Board<br />

Žiga Hieng, MSc., Member of the Management Board<br />

59


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

INSURANCE<br />

<strong>The</strong> insurance-related activities of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> include life <strong>and</strong> property insurance (including health insurance. Two<br />

life insurance companies operate in Slovenia: <strong>KD</strong> Življenje, a life insurer, <strong>and</strong> Adriatic Slovenica, a universal insurer that<br />

markets life insurance <strong>and</strong> property insurance, including health insurance. In accordance with the <strong>Group</strong>'s strategy of<br />

expansion to foreign markets, in 2009 insurance companies within the <strong>Group</strong> operated in the following foreign markets:<br />

Ukraine, Croatia, Romania, Bulgaria <strong>and</strong> Slovakia through subsidiaries. Property insurance is marketed by property<br />

insurance company AS neživotno osiguranje a.d.o. Beograd in Serbia.<br />

Features of the Slovenian insurance market in 2009<br />

In the history of business, 2009 was marked by the biggest global economic crisis which affected also the field of insurance.<br />

This is evident in a moderate growth of property insurance premium <strong>and</strong> negative growth of gross life insurance premium.<br />

Experts assume that the latter is a consequence of a lower interest among the population to invest free assets in investments<br />

funds which have accelerated the growth of life insurances in the past years. At the same time the market is becoming more<br />

<strong>and</strong> more competitive since foreign insurance companies are entering the market of the already fierce domestic competition.<br />

By the end of December 2009, there were 23 insurance entities engaged in the insurance activities <strong>and</strong> based in the<br />

Republic of Slovenia. Among them, 11 insurance companies sell life insurances, 2 reinsurance companies <strong>and</strong> 3 affiliates of<br />

foreign insurance companies. <strong>The</strong> competitiveness in the insurance sector has become stronger in all segments, especially<br />

in the field of life <strong>and</strong> health insurance.<br />

In terms of the insurance market development, Slovenia ranks among semi-developed countries. Regarding the share of the<br />

total life insurance premium in the gross domestic product in 2008, Slovenia reached the seventeenth place among the EU<br />

countries, according to the latest available data. It was thus placed before the Czech Republic, Luxembourg, Slovakia,<br />

Bulgaria, Estonia, Latvia, Lithuania, Greece <strong>and</strong> Romania. Regarding the height of the premium income per capita it holds<br />

the eighteenth place.<br />

Unlike the comparable EU countries, Slovenia still reaches a significantly lower share of life insurances in the total insurance<br />

premium. <strong>The</strong> share has been constantly growing. From 2000 to 2009 it increased by 11 percentage points, from 19.4<br />

percent to 30.4 percent (including pension insurance). <strong>The</strong> reasons for such a low share of life insurance are considerable<br />

share of social insurances, insufficient knowledge about life insurance products <strong>and</strong> lack of awareness of the importance of<br />

such insurances.<br />

In comparison to 2008, the extent of transactions in property insurance companies grew on the average by 5 percent. In<br />

2009, property insurance companies (not considering the Pension Fund Management <strong>and</strong> the Fund for Craftsmen <strong>and</strong><br />

Entrepreneurs) gained EUR 1,445.2 million with property insurance premiums. While a 3.8 percent decrease has been noted<br />

on the life insurance market during the period under review, the ordinary insurance companies (excluding the Pension Fund<br />

Management <strong>and</strong> the Fund for Craftsmen <strong>and</strong> Entrepreneurs) gained EUR 486.8 million of life insurance premiums.<br />

Insurance at the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong><br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>'s key strategic orientations in the insurance division are based primarily on growth in domestic <strong>and</strong><br />

foreign operations <strong>and</strong> the provision of a comprehensive range of financial services through various sales networks.<br />

Thus the <strong>Group</strong> consolidated <strong>and</strong> strengthened existing sales channels in Slovenia.<br />

In 2009, <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> insurance companies comprehensively exp<strong>and</strong>ed <strong>and</strong> enriched their portfolios <strong>and</strong> developed<br />

new, specialised products for individual target groups. In Slovenia, <strong>KD</strong> Življenje continued in its role as the leader in new<br />

product development <strong>and</strong> developed two new products in 2009: Fondpolica Maks Garant Plus, Fondpolica Maks Garant with<br />

a<strong>dd</strong>itional safety features that allow for fast <strong>and</strong> high return in spite of fluctuating financial markets <strong>and</strong> Whole life insurance –<br />

life insurance for the event of death with a constant <strong>and</strong> downward insurance premium <strong>and</strong> defined insurance term. <strong>The</strong><br />

insurance company improved life insurance policies Fondpolica <strong>and</strong> <strong>KD</strong> Družina <strong>and</strong> <strong>KD</strong> Pokojnine by inclusion of the<br />

Zajamčeni paket (Guaranteed package) a new investment package which makes these insurance products even more<br />

adaptable. With the introduction of the Active investment package the insurance company has upgraded the best selling of<br />

its all investment packages in the Fondpolica investment-linked life insurance packages namely, Dynamic investment<br />

package.<br />

In the field of property insurance Adriatic Slovenica once again developed a range of new products in 2009. It offered Dom<br />

AS, a new, comprehensive immovable <strong>and</strong> movable property insurance enabling the insurance holders to insure their entire<br />

property (their house, apartment <strong>and</strong> its equipment, agricultural machines, pets <strong>and</strong> many more subject matters) with one<br />

policy. In the field of car insurance they exp<strong>and</strong>ed their quality offer <strong>and</strong> launched a new package of car insurance offering<br />

special advantages to the insurance holders upon taking out the car liability insurance (AO) <strong>and</strong> car liability insurance plus<br />

(AO plus) package. <strong>The</strong>y were the first in Slovenia to introduce something completely new for young drivers - the insurance<br />

60


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

policy called “My first car policy” intended for the young with less than three years of driving experience. This policy<br />

substitutes a 25 percent a<strong>dd</strong>itional payment in the car liability insurance for a car driven by a less experienced driver. In<br />

a<strong>dd</strong>ition, the insurance covers a driver <strong>and</strong> not an individual vehicle. Those who chose the car liability insurance package in<br />

June were offered also the possibility of redemption of the first loss which prevents them from losing points on a rating scale<br />

after the first loss event. <strong>The</strong> company actively began to market unique credit insurances in case of accidental death,<br />

permanent disability <strong>and</strong> unemployment due to non-fault-based grounds. It introduced an exclusive offer of liability insurance<br />

for the members of the Slovenian Directors’ Association performing management or supervisory functions, with which one<br />

can insure personal liability for damages for the performance of the function of a member of management <strong>and</strong> supervisory<br />

boards. In a<strong>dd</strong>ition, Adriatic Slovenica broadened its offer of accident insurance for school children. In September they<br />

offered a possibility of long-term accident insurance policies for preschool children <strong>and</strong> primary <strong>and</strong> secondary school<br />

students. This offered fixed premiums <strong>and</strong> insurance sums during the entire educational process, health insurance with<br />

assistance CORIS during every summer holiday <strong>and</strong> numerous other advantages <strong>and</strong> benefits. Adriatic Slovenica also<br />

remained the leading Slovenian insurance company offering above st<strong>and</strong>ard health insurances in 2009. In June it launched a<br />

renewed above st<strong>and</strong>ard health insurance for the above st<strong>and</strong>ard services in specialist outpatient clinics, offering exp<strong>and</strong>ed<br />

existing coverage <strong>and</strong> also medical procedures which are part of a one day treatment, endoscopic <strong>and</strong> cell <strong>and</strong> tissue tests.<br />

We have exp<strong>and</strong>ed our offer abroad as well. At the beginning of 2009 we introduced a new type of life insurance called<br />

Debut in Ukraine <strong>and</strong> in the mi<strong>dd</strong>le of the year we presented a new type of accidental death insurance in Bulgaria. On other<br />

markets we continued to sell life insurances which we had offered on the market already in the previous years. <strong>The</strong> Serbian<br />

AS neživotno osiguranje a.d.o. Beograd markets besides property insurance also accident <strong>and</strong> voluntary health insurances<br />

(in packages together with car insurances) <strong>and</strong> assistance insurances through Coris. AS neživotno osiguranje a.d.o. Beograd<br />

started operating in September 2008. In 2009 it was already well established on the Serbian insurance market.. By the end<br />

of 2009 the company held a 3.5 percent market share in the field of third party car insurance.<br />

In 2009, the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> achieved a 17.0 percent share of the Slovenian insurance market, with total premiums<br />

collected of EUR 329.3 million (AS 260.6 + <strong>KD</strong>Ž 68.7).<br />

On foreign markets, the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> collected total life insurance premiums of EUR 6.8 million <strong>and</strong> total property<br />

insurance premiums of EUR 5.1 million EUR (restated at the effective mean rate of the National Bank of Serbia as at 31<br />

December 2009).<br />

Life insurance company <strong>KD</strong> Življenje is the second largest life insurance providers in Slovenia <strong>and</strong> in spite of unstable<br />

economic conditions, at the end of 2009 it increased its market share to 14.1 percent. Slovenian life insurance market was in<br />

2009 marked primarily by the financial crisis reflected in an average 3.8 percent decline which was preceded by several<br />

years of continuous growth in the number of life insurances.<br />

Life insurance companies experienced a large number of cancellations or withdrawals from insurances in comparison to the<br />

previous years. <strong>The</strong>refore in the future life insurance offers shall include current life insurances covering the risk of death, or<br />

st<strong>and</strong>ard life insurances under which the insured person receives the agreed sum after a set period of time. <strong>The</strong> investment<br />

insurances will include interesting products with a guarantee, <strong>and</strong> in not so distant future, also annuity insurances. Regarding<br />

the situation on the financial markets we expect a moderate increase in the number of life insurances in the medium term.<br />

12.56 percent market share of Adriatic Slovenica in 2009 makes it the third largest insurance company in Slovenia. In terms<br />

of property insurance, the insurance company held a 17.01 percent share, in terms of health insurance its share in 2009 of<br />

23.9 percent places the company in the second place on the health insurance market, while it holds the leading position on<br />

the market of above-st<strong>and</strong>ard health insurance. Due to its consolidated market network <strong>and</strong> modern insurance products<br />

supplemented by first-class assistance services, the insurance company has set even more ambitious goals for the next<br />

financial year. Regarding the situation on the Slovenian market, the offer <strong>and</strong> the possibility to take out the widest range of<br />

insurances (property, health, life <strong>and</strong> pension insurances) bring an a<strong>dd</strong>itional advantage on the market. In times of limited<br />

access to other financial sources, comprehensive <strong>and</strong> quality insurance <strong>and</strong> financial services give our insurance holders a<br />

bigger financial <strong>and</strong> personal security.<br />

In Slovenia, the largest share of sales of <strong>KD</strong> Življenje life insurance was achieved through <strong>KD</strong> Finančna točka, which last<br />

year had 14 regional branches, while the mobile network employs more than 250 active contractual partners <strong>and</strong> employed<br />

marketing professionals. In terms of their number, contractual agencies of the insurance company took the second place<br />

after the marketers, followed by our own network of representatives <strong>KD</strong> Življenje.<br />

Adriatic Slovenica is increasing property insurance sales through an extensive marketing network <strong>and</strong>, at the end of the last<br />

year, provided insurance services at nine business units in all of Slovenia’s main regional centres, three branches, 46<br />

representative offices <strong>and</strong> in the contracted marketing network of insurance agents with 96 underwriting locations <strong>and</strong> 114<br />

points of sale via complementary sales channels, for a total of 268 sales outlets. <strong>The</strong> marketing network was equipped with<br />

61


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

a<strong>dd</strong>itional points of sales <strong>and</strong> improved after-sales services developed to improve market coverage. <strong>The</strong> insurance company<br />

also developed complementary market channels.<br />

In foreign countries life insurances were marketed through the network of our own representatives, <strong>KD</strong> Finančna točka <strong>and</strong><br />

EU Life sales channels, contractual agencies <strong>and</strong> representative insurance agencies. <strong>The</strong> marketing of property insurance<br />

was carried out through the subsidiary company AS neživotno osiguranje a.d.o. Beograd <strong>and</strong> through its operating units <strong>and</strong><br />

offices <strong>and</strong> points of contract conclusions. In 2009 the marketing network exp<strong>and</strong>ed. In a<strong>dd</strong>ition to the business units in<br />

Belgrade, Novi Sad <strong>and</strong> Čačak which was transferred to a new location because of the increased scope of business<br />

transactions, a new business unit was opened in Niš. Two new offices started to operate in June in Kruševac <strong>and</strong> Šabac.<br />

Challenges in 2010<br />

- To generate over EUR 84 million of life insurance premiums, over EUR 256 million of property insurance premiums<br />

(including health insurance premiums) which translates to 3.6 percent increase in property insurance <strong>and</strong> 5 percent<br />

increase in health insurance.<br />

- To increase returns on investments <strong>and</strong> boost short <strong>and</strong> long-term liquidity.<br />

- To follow the strategy of stabilisation <strong>and</strong> costs efficiency with the aim of reaching the level of profitability required by the<br />

owner.<br />

- To grow <strong>and</strong> consolidate the market positions of <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> insurance companies <strong>and</strong> maintain the leading role in<br />

the development of new insurance products.<br />

- To upgrade existing insurance products, particularly through the development of cross-sales of insurance, thus offering<br />

policyholders a<strong>dd</strong>itional services; to develop insurance products adapted to the needs of the market <strong>and</strong> individual<br />

customers; to develop innovative life insurance products; to update existing property insurance products, in particular by<br />

developing new st<strong>and</strong>ardised <strong>and</strong> supplementary insurance packages; to develop a<strong>dd</strong>itional <strong>and</strong> enhanced assistance<br />

services <strong>and</strong>, to develop new after-sales activities.<br />

- To develop <strong>and</strong> upgrade the existing sales network.<br />

- To exploit the synergy effects of the various sales channels of both insurance companies; To maintain <strong>KD</strong> Finančna<br />

točka as the primary sales channel for <strong>KD</strong> Življenje; To maintain <strong>and</strong> develop existing sales channels at Adriatic<br />

Slovenica, to strengthen the company's own network of agents <strong>and</strong> to continue developing sales of insurance via<br />

complementary sales channels, including an Internet-based sales channel<br />

- To ensure the growth of operations at <strong>KD</strong> Življenje <strong>and</strong> Adriatic Slovenica outpaces growth on the domestic <strong>and</strong> foreign<br />

markets.<br />

Insurance companies<br />

Slovenia<br />

Adriatic Slovenica, Zavarovalna družba, d. d., Koper<br />

Ljubljanska cesta 3a, Koper, Slovenia<br />

Telephone: + 386 5 664 31 00<br />

Fax: + 386 5 664 31 09<br />

E-mail: info@adriatic-slovenica.si<br />

Website: www.adriatic-slovenica.si<br />

Management Board (31 December 2009):<br />

Gabrijel Škof, President of the Management Board<br />

Matej Cergolj, Member of the Management Board<br />

Marko Rems, Member of the Management Board<br />

Management Board (1 October 2009): Gabrijel Škof, President of the Management Board<br />

Milena Georgievski, Deputy President of the Management Board**<br />

Matej Cergolj, Member of the Management Board<br />

Marko Rems, Member of the Management Board<br />

* On 28 February 2009, Marko Rems’ tenure as member of the Management Board came to an end<br />

** As from 1 October 2009, the m<strong>and</strong>ate of Milena Georgievska, Deputy President of the Management Board expired <strong>and</strong><br />

she retired.<br />

<strong>KD</strong> Življenje, zavarovalnica, d. d., Ljubljana<br />

Celovška cesta 206, Ljubljana, Slovenija<br />

Telephone: +386 1 58 26 550<br />

Fax: +386 1 518 18 95<br />

E-mail: info@kd-zivljenje.si<br />

Website: www.kd-zivljenje.si<br />

62


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Management Board (31 December 2009):<br />

Matija Šenk, President of the Management Board<br />

Mateja Keržič, Member of the Management Board<br />

Ingrid Kuk, MSc., Member of the Management Board<br />

Croatia<br />

<strong>KD</strong> životno osiguranje d. d., Zagreb<br />

Radnička cesta 39, Zagreb, Croatia<br />

Telephone: + 385 1 6285 101<br />

Fax: + 385 1 6197 456<br />

E-mail: info@kd-life.hr<br />

Website: www.kd-life.hr<br />

Management Board (31 December 2009):<br />

Neven Tišma, President of the Management Board<br />

Andreja Radič, Member of the Management Board<br />

Slovakia<br />

Branch<br />

<strong>KD</strong> Life, Insurance Company, plc, Ljubljana<br />

Astrova 2/A, Bratislava, Slovakia<br />

Telephone: +421907948244<br />

E-mail: info@kd-life.sk<br />

Website: www.kd-life.sk<br />

Management (31 December 2009): Gregor Šušmelj, Branch Director<br />

Czech Republic<br />

Cross-border operations<br />

E-mail: pojistovna@kd-life.cz<br />

Website: www.kd-life.cz<br />

Romania<br />

<strong>KD</strong> Life Asigurari S.A.<br />

8D Calea Giulesti 3rd floor, Bucharest, Romania<br />

Telephone: +40 21 650 55 06<br />

Fax: +40 21 650 55 04<br />

E-mail: office@kd-life.ro<br />

Website: www.kd-group.ro<br />

Management Board (31 December 2009): Matija Šenk, President of the Management Board until 12 December 2009<br />

Ian Harrocks, CEO<br />

Zefir Castris, Member of the Management Board<br />

Bulgaria<br />

<strong>KD</strong> ZHIVOT AD<br />

Al. Dondukov blvd. 79-81, 4th floor, Sofia, Bolgarija<br />

Telephone: +357 2 933 79 11<br />

Fax: +357 2 933 79 19<br />

E-mail: office@kd-life.bg<br />

Website: www.kd-life.bg<br />

Management Board (31 December 2009):<br />

Matija Senk, President of the Management Board<br />

Radovan Pusnar, Member of the Management Board<br />

Ivan Janakiev, Member of the Management Board<br />

63


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Ukraine<br />

<strong>KD</strong> Life CJSC<br />

Lineynaya str., 17 Building A, Kiev, Ukraine<br />

Telephone: +380 44 499 5999<br />

Fax: +380 44 499 5990<br />

E-mail: office@kd-life.com.ua<br />

Website: www.kd-life.com.ua<br />

Management Board (31 December 2009):<br />

Vitaly Kovalenko, President of the Management Board<br />

Alyona Stepanova, Member of the Management Board<br />

Neda Thaler, Member of the Management Board<br />

Serbia<br />

AS neživotno osiguranje a.d.o. Beograd<br />

Bulevar Mihajla Pupina 165E, 11070 Novi Beograd, Serbia<br />

Telephone: +381 11 260 8676<br />

Fax: +381 11 260 8684<br />

E-mail: info@as-osiguranje.rs<br />

Board of Directors (31 December 2009):<br />

Prof. Jova Miloradić, PhD, General Manager <strong>and</strong> President of the Board of Directors<br />

Grah, Procurator<br />

Gabrijel Škof, President of the Assembly<br />

Metod<br />

Board of Directors (until 7 August 2009):<br />

Metod Grah, General Manager<br />

Prof. Jova Miloradić, PhD, Deputy General Manager<br />

Gabrijel Škof, President of the Assembly<br />

Metod Grah, President of the Board of Directors<br />

Selling activities of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong><br />

During the global crises it is crucial to take care of the buyer, therefore the sale is our most important activity. By reorganising<br />

the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> we raised the sale to a strategic level where <strong>KD</strong> Finančna točka plays the key role. Namely, it is the<br />

<strong>Group</strong>’s main selling channel <strong>and</strong> at the same time the only channel which joins <strong>and</strong> combines all products of the companies<br />

within the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> - investment in mutual funds, life, property <strong>and</strong> health insurances, securities brokerages <strong>and</strong> also<br />

banking services. Our vision is to provide the widest range of products <strong>and</strong> services at one place <strong>and</strong> remain the leading<br />

company selling financial products of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> in Slovenia with the best st<strong>and</strong>ard of services. Apart from a wide<br />

range of products <strong>and</strong> expert advisory service, the main advantage of <strong>KD</strong> Finančna točka is its accessibility, which can only<br />

be reached with our strong network of regional branch offices all over Slovenia <strong>and</strong> mobile networks of marketing advisers.<br />

A<strong>dd</strong>itional support is provided through our web portal www.financna-tocka.si <strong>and</strong> a call centre. <strong>The</strong> mission of <strong>KD</strong> Finančna<br />

točka is thus to increase the satisfaction of our clients with our offer of innovative, excellent <strong>and</strong> competitive financial<br />

products at one place with the help of a chosen personal adviser. By doing this we meet <strong>and</strong> importantly supplement the<br />

goals of the <strong>Group</strong>.<br />

<strong>The</strong> <strong>KD</strong> plus club functions within the framework of the company <strong>KD</strong> Mark. Its main goal is to strengthen the trust of the<br />

already existing clients of the <strong>Group</strong>. <strong>The</strong> <strong>KD</strong> plus club offers its clients numerous advantages related to the <strong>Group</strong>’s financial<br />

services <strong>and</strong> benefits from other various fields offered by external partners. In a<strong>dd</strong>ition, the Club connects the services of the<br />

companies within the <strong>Group</strong>, <strong>and</strong> strengthens <strong>and</strong> establishes synergy effects among the companies.<br />

In 2009, <strong>KD</strong> Finančna točka had 14 regional branch offices. <strong>The</strong> mobile network was composed of 250 active contractual<br />

partners <strong>and</strong> employed marketing professionals. A call centre with 24 associates, 4 of which are permanently employed, <strong>and</strong><br />

of course our website www.financna-tocka.si provide a<strong>dd</strong>itional support to personal sales <strong>and</strong> an a<strong>dd</strong>itional communication<br />

channel for clients. In 2010, the website will get a new image <strong>and</strong> structure as well as an integrated <strong>and</strong> enhanced the offer<br />

of the <strong>Group</strong>’s products. <strong>The</strong> website www.financna-tocka.si will thus enable quick, transparent <strong>and</strong> simple obtaining of<br />

information in carrying out the <strong>Group</strong>’s financial services anyplace <strong>and</strong> anytime.<br />

64


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

At the end of 2009, the offer of <strong>KD</strong> Finančna točka comprised life insurances of the insurance company <strong>KD</strong> Življenje,<br />

information, advisory services <strong>and</strong> an access to 17 sub-funds of the <strong>KD</strong> Krovni sklad <strong>and</strong> the savings plan VIP 100 Premium<br />

of the asset management company <strong>KD</strong> Skladi, health <strong>and</strong> property insurances of Adriatic Slovenica, securities brokerage,<br />

individual assets management services of <strong>KD</strong> Banka <strong>and</strong> the possibility of voluntary health insurance abroad with the<br />

Assistance CORIS. <strong>The</strong> offer of <strong>KD</strong> Finančna točka will be supplemented with banking services of <strong>KD</strong> Banka from the<br />

beginning of 2010 on.<br />

Since the very beginning, the plans of <strong>KD</strong> Finančna točka have been focused on the penetration to different Central <strong>and</strong><br />

Eastern European markets, where other companies within the <strong>Group</strong> were also present. But with regard to the existing global<br />

economic crisis, the Company has decided to withdraw from Slovakia, Romania <strong>and</strong> Croatia. <strong>The</strong> subsidiary company in<br />

Bulgaria has remained active.<br />

At the end of 2009, 851 new investors <strong>and</strong> over EUR 18 million of indirect payments into <strong>KD</strong> Skladi investment funds, <strong>and</strong><br />

over EUR 32 million of payments (including transfers) , were recorded at the branch offices of <strong>KD</strong> Finančna točka. Over<br />

9,000 new insurances were taken out at <strong>KD</strong> Finančna točka, <strong>and</strong> 2,000 from the “existing insurance holders” offer. <strong>The</strong> total<br />

new written annual premium amounted to over EUR 5,300,000, <strong>and</strong> a single premium to over EUR 4,700,000. In 2009, the<br />

website www.financna-tocka.si was visited by more than 250,000 users, <strong>and</strong> at the end of 2009 the <strong>KD</strong> plus club had more<br />

than 72,000 members.<br />

Challenges in 2010:<br />

• to sell more than 10,000 life insurance policies in Slovenia <strong>and</strong> to contribute more than EUR 30 million of direct<br />

inflows to mutual funds of <strong>KD</strong> Skladi (total transfers <strong>and</strong> <strong>KD</strong> MM), to gain over 4,000 clients for <strong>KD</strong> Banka<br />

• to set up a model <strong>KD</strong> Finančna točka branch that will offer a comprehensive range of services of all financial pillars<br />

the so called »all-finance« service, <strong>and</strong> combine knowledge, products <strong>and</strong> services at one place<br />

• to continue active marketing of banking products of <strong>KD</strong> Banka for the whole market<br />

• to exp<strong>and</strong> the (mobile) sales network<br />

• to achieve a high st<strong>and</strong>ard of sales accompanied by a high level of professionalism of financial advisors to be<br />

achieved through constant training.<br />

Companies in the sales of financial services division<br />

<strong>KD</strong> Finančna točka, premoženjsko svetovanje, d.o.o., Ljubljana<br />

A<strong>dd</strong>ress: Celovška cesta 206, Ljubljana, Slovenia<br />

Telephone: + 386 1 582 67 51<br />

Fee number: 080 12 08<br />

Fax: + 386 1 582 66 52<br />

E-mail: info@kd-financnatocka.si<br />

Website: www.financna-tocka.si<br />

Management Board (31 December 2009): Matej Marošek, President of the Management Board<br />

Katja Kraškovic, MSc., Member of the Management Board<br />

<strong>KD</strong> Mark, storitveno podjetje, d.o.o., Ljubljana<br />

A<strong>dd</strong>ress: Celovška cesta 206, Ljubljana, Slovenia<br />

Telephone: + 386 1 582 67 12 <strong>and</strong> +386 1 582 68 25<br />

Fax: + 386 1 582 66 52<br />

E-mail: info@kdplus.si<br />

Website: www.kdplus.si<br />

Management Board (31 December 2009): Špela Klun, Director<br />

65


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Capital investments<br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>’s capital investment division is managed by <strong>KD</strong> Kapital, Ljubljana. With the establishment of the<br />

company, the <strong>Group</strong> separated the management of non-listed investments <strong>and</strong> significant listed investments from strategic<br />

<strong>and</strong> listed portfolio investments. <strong>The</strong> capital investments division also includes real estate.<br />

<strong>KD</strong> Kapital's activities include: management of non-listed investments <strong>and</strong> specific significant listed investments;<br />

management of management companies <strong>and</strong> investment funds that succeeded privatisation funds in Bosnia <strong>and</strong><br />

Herzegovina <strong>and</strong> the Republic of Srpska.<br />

Management of non-listed investments <strong>and</strong> specific significant listed investments<br />

In 2009, <strong>KD</strong> Kapital disposed off <strong>and</strong> pledged a portion of existing investments <strong>and</strong> used the proceeds to extend a loan to the<br />

parent company. <strong>The</strong> sole source of funding of <strong>KD</strong> Kapital is the equity capital. <strong>The</strong> company preserved flat organisation with<br />

a small team of key staff, reasonable out sourcing <strong>and</strong> efficient application of management leverages through asset<br />

management companies in the investment funds. <strong>KD</strong> Kapital is the direct holder of 32 investments. <strong>The</strong> ten largest<br />

investments include investment in: Elektro Ljubljana d. d., Nama d. d., Žito d. d., Kmečki glas d. o.o., Savske elektrarne d. o.<br />

o., Semenarna Ljubljana d. d., Žičnice Vogel d. d., Ljubljanske mlekarne d. d., Mlekarna Celeia d.o.o., Cimos d.d. <strong>and</strong><br />

Vrtnarstvo Celje d. o. o.<br />

Significant capital investments held indirectly or directly by <strong>KD</strong> <strong>Group</strong> d. d. include Gea College d. d., Deželna banka<br />

Slovenije d. d. <strong>and</strong> Seaway <strong>Group</strong> d. o. o.<br />

Closed-end investment funds in South Eastern Europe<br />

At the end of the year, <strong>KD</strong> Kapital owned two subsidiaries among management companies established in the privatisation<br />

process in the Federation of Bosnia <strong>and</strong> Herzegovina <strong>and</strong> the Republika Srpska:<br />

- a stake of 95.71 percent in ABDS d. d., Sarajevo, which manages the investment fund BIG;<br />

- a stake of 51.0 percent in VIB a. d., Banja Luka, which manages the investment fund VIB.<br />

<strong>KD</strong> Kapital holds a direct investment of 3.73 percent in MIG, investment fund in Monte negro.<br />

Investments in <strong>KD</strong> Mont, asset management company, BIG <strong>and</strong> a portion of MIG (both funds) were disposed of.<br />

<strong>The</strong> total value of the three investment funds in which <strong>KD</strong> Kapital holds either direct or indirect stake, stood at EUR 40<br />

million as at 31 December 2009. Based on the management companies' reports, the net value of the funds was EUR 115<br />

million as at 31 December 2009.<br />

In 2009 liquidation process was instigated for <strong>KD</strong> Private Equity Fund B. V. (venture capital fund).<br />

Investment fund MIG AD, Podgorica, Montenegro Data as at 31 December 2009<br />

Net share price (in EUR) 0.26<br />

Number of shares 109,685,100<br />

Net value of the fund (in EUR million) 28.3<br />

Market price per share (in EUR) 0.065<br />

Closed-end investment fund VIB a. d., Banja Luka, Republic of Srpska Data as at 31 December 2009<br />

Net share price (in EUR) 3.62<br />

Number of shares 1,987,956<br />

Net value of the fund (in EUR million) 7.2<br />

Market price per share (in EUR) 1.28<br />

Local currency: Convertible Mark (EUR–BAM exchange rate as at 31 December 2009)<br />

1 EUR = 1.96 BAM<br />

Closed-end investment fund BIG d. d., Sarajevo, Federation of Bosnia <strong>and</strong> Data as at 31 December 2009<br />

Herzegovina<br />

Net share price (in EUR) 6.76<br />

Number of shares 10,654,406<br />

Net value of the fund (in EUR million) 71.98<br />

Market price per share (in EUR) 2.81<br />

Local currency: Convertible Mark (EUR–BAM exchange rate as at 31 December 2009)<br />

1 EUR = 1.96 BAM<br />

66


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Company profile:<br />

<strong>KD</strong> Kapital, finančna družba, d. o. o., Ljubljana<br />

Celovška cesta 206, Ljubljana, Slovenia<br />

Telephone: + 386 1 582 67 96<br />

Fax: + 386 1 582 68 23<br />

E-mail: info@kd-group.com<br />

Website: www.kd-group.com<br />

Management Board: Janez Bojc, President<br />

REAL ESTATE<br />

<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>'s real estate division is managed by <strong>KD</strong> Kvart, a young, dynamic <strong>and</strong> ambitious company. <strong>The</strong><br />

company's core activity is real estate investment engineering. <strong>The</strong> purpose of the real estate division is to search for<br />

opportunities for the development of real estate projects, trade in real estate <strong>and</strong> the management of the <strong>Group</strong> <strong>KD</strong> <strong>Group</strong>'s<br />

real estate.<br />

Business operation in 2009:<br />

<strong>The</strong> Šumi project<br />

<strong>The</strong> main project of the company is Šumi, a business <strong>and</strong> residential complex. During the last year, we focused chiefly on the<br />

following activities:<br />

Representing the interests of the <strong>KD</strong> Kvart (<strong>Group</strong>) in the settlement of dispute with a complainant regarding the issued<br />

building permit – the legal validity has been obtained,<br />

Preparing project documentation (in several alternative solutions) for a change of the building permit for the Šumi project,<br />

Seeking financial resources to finance the construction of the Šumi project.<br />

Engineering <strong>and</strong> project management<br />

<strong>KD</strong> Kvart provided technical support <strong>and</strong> drew up the project documentation in the network expansion or the renovation of<br />

the <strong>KD</strong> Finančna točka in Slovenia, where coordination of implementation was realised. We carried out project management<br />

<strong>and</strong> supervision in the arrangement of the <strong>KD</strong> Banka premises, carried out professional advising on the “<strong>KD</strong> joint sale”<br />

project, <strong>and</strong> supervised the AS projects– arrangement of new branch offices.<br />

Real estate marketing<br />

In 2009, the following activities in the field of real estate marketing were carried out by <strong>KD</strong> Kvart, d.o.o.:<br />

Marketing of own real estate:<br />

Slovenska cesta 12: in 2009 we hired out 3 apartments for a profit rent for an indefinite duration of the rent.<br />

Soteska 6: in 2009 we hired out a business premise for a profit rent for an indefinite duration of the rent.<br />

Kino Vič: in 2009 we launched marketing activities (lease, sale) of the Vič cinema facility.<br />

Real estate brokerage in the <strong>KD</strong> <strong>Group</strong>:<br />

<strong>KD</strong> Finančna točka: brokerage at hiring a business premise at Prešernov trg<br />

Bežigrad cinema: realisation of h<strong>and</strong>over <strong>and</strong> acceptance of facility under trust<br />

Bežigrad cinema: in 2009 we launched marketing activities (lease, sale) of the Bežigrad cinema facility<br />

AS, facility-Celovška 206, <strong>KD</strong> Banka, Bežigrad cinema: real estate advising <strong>and</strong> brokerage; reviewing, arranging <strong>and</strong><br />

obtaining the missing documentation.<br />

Real estate management<br />

In accordance with the real estate division development strategy <strong>and</strong> the cost management synergy, <strong>KD</strong> Kvart took over the<br />

management <strong>and</strong> maintenance of the <strong>KD</strong> facilities in 2009, which also resulted in the transfer of the <strong>KD</strong> <strong>Group</strong> maintenance<br />

staff to <strong>KD</strong> Kvart. In relation to this, new leases of <strong>KD</strong> companies were signed with the AS insurance company as the owner<br />

of the premises at Celovška 206 <strong>and</strong> a multi-party agreement on real estate management with <strong>KD</strong> Kvart. A special<br />

agreement on real estate management was signed also with the AS insurance company. In the field of operating expenses,<br />

negotiations on lowering the prices were carried out in cooperation with the <strong>KD</strong> <strong>Group</strong>’s Purchase Department, which were<br />

successfully completed in most cases.<br />

R & R<br />

Planning alternative solutions for the following facilities: Soseska 6, Vič cinema, Bežigrad cinema<br />

67


<strong>The</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Challenges in 2010:<br />

To obtain an internal decision on the final selection of the architectural solution for the Šumi building.<br />

To manage procedures for drawing up the project documentation to obtain a modified Building permit.<br />

To manage the marketing procedures of the Šumi business <strong>and</strong> residential premises:<br />

To search for new investment opportunities in Slovenia <strong>and</strong> abroad;<br />

To design <strong>and</strong> launch a new website to present the Šumi project to potential customers;<br />

To obtain funding for the Šumi project.<br />

To implement tangible <strong>and</strong> competitive engineering in the realisation of the projects for the <strong>KD</strong> <strong>Group</strong>.<br />

To successfully complete sales or hire of unnecessary property in terms of business of <strong>KD</strong> (the Bežigrad cinema, Travessini<br />

palace, Vič cinema).<br />

To introduce a quality <strong>and</strong> efficient maintenance system for the <strong>KD</strong> <strong>Group</strong>.<br />

Company:<br />

<strong>KD</strong> Kvart, nepremičninska in holdinška dejavnost, d.o.o.<br />

A<strong>dd</strong>ress: Levstikova 14, 1000 Ljubljana<br />

Telephone: + 386 1 24 45 050<br />

Fax: + 386 1 24 45 055<br />

E-mail: kdkvart@kd-group.si<br />

Website: www.kd-group.si<br />

Management Board (31 December 2009): Miha Gostiša, Director<br />

68


Consolidated Financial Statements<br />

of the <strong>KD</strong> <strong>Group</strong><br />

for the year ended 31 December 2009<br />

69


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

CONTENTS<br />

Consolidated income statement ............................................................................................................................ 73<br />

Consolidated statement of comprehensive income ............................................................................................... 74<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements............................................................ 74<br />

Consolidated balance sheet .................................................................................................................................. 75<br />

Consolidated statement of changes in equity ....................................................................................................... 76<br />

Consolidated cash flow statement ........................................................................................................................ 78<br />

Notes to the consolidated financial statements ..................................................................................................... 80<br />

1. General information ...................................................................................................................................... 80<br />

2. Summary of significant accounting policies .................................................................................................. 80<br />

3. Significant accounting judgements, estimates <strong>and</strong> assumptions ................................................................ 105<br />

4. Comparatives .............................................................................................................................................. 109<br />

5. Risk management ....................................................................................................................................... 110<br />

6. Segment reporting ...................................................................................................................................... 139<br />

7. Property, plant <strong>and</strong> equipment .................................................................................................................... 143<br />

8. Investment property .................................................................................................................................... 144<br />

9. Intangible assets ......................................................................................................................................... 145<br />

10. Investments in associates ........................................................................................................................... 147<br />

11. Financial assets .......................................................................................................................................... 149<br />

12. Receivables ................................................................................................................................................ 153<br />

13. Inventories .................................................................................................................................................. 154<br />

14. Cash <strong>and</strong> cash equivalents ......................................................................................................................... 154<br />

15. Equity .......................................................................................................................................................... 155<br />

16. Other reserves <strong>and</strong> retained earnings ......................................................................................................... 156<br />

17. Borrowings .................................................................................................................................................. 157<br />

18. Insurance contracts liabilities ...................................................................................................................... 158<br />

19. Derivative financial instruments .................................................................................................................. 161<br />

20. Trade <strong>and</strong> other payables ........................................................................................................................... 161<br />

21. Deferred tax ................................................................................................................................................ 161<br />

22. Revenue ...................................................................................................................................................... 163<br />

23. Expenses .................................................................................................................................................... 164<br />

24. Investment income ...................................................................................................................................... 166<br />

25. Net realised gains on financial assets available for sale ............................................................................. 166<br />

26. Net fair value gains on assets at fair value through profit or loss ................................................................ 167<br />

27. Operating loss before interests, tax, exchange differences <strong>and</strong> influence of associates ............................ 167<br />

28. Finance costs .............................................................................................................................................. 167<br />

29. Income tax expense .................................................................................................................................... 167<br />

30. Earnings per share .................................................................................................................................... 168<br />

31. Dividends per share .................................................................................................................................... 168<br />

32. Acquisitions <strong>and</strong> disposals of subsidiaries .................................................................................................. 168<br />

33. Related-party transactions .......................................................................................................................... 170<br />

34. Events after the balance sheet date ............................................................................................................ 172<br />

70


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Statement of management's responsibilities<br />

Pursuant to Article 60 of the Companies Act, the members of Board of Directors of the <strong>KD</strong> <strong>Group</strong> affirm that the annual report<br />

of the <strong>KD</strong> <strong>Group</strong> for 2009, including the statement on management, is compiled <strong>and</strong> published in accordance with the<br />

Companies Act, the Financial Instruments Market Act <strong>and</strong> the International Financial Reporting St<strong>and</strong>ards. Board of directors<br />

of <strong>KD</strong> <strong>Group</strong> d. d. confirmed financial statements on April 14, 2010.<br />

<strong>The</strong> Company's Board of Directors hereby:<br />

- approves the financial statements of the <strong>KD</strong> <strong>Group</strong>, as well as the applied accounting policies <strong>and</strong> notes to the<br />

financial statements;<br />

- affirms, that the annual report of the <strong>KD</strong> <strong>Group</strong> for 2009, with all constituent parts, is compiled in accordance with<br />

valid legislation <strong>and</strong> the International Financial Reporting St<strong>and</strong>ards;<br />

- confirms that the financial statements of the <strong>KD</strong> <strong>Group</strong> is a true <strong>and</strong> fair presentation of the Company's financial<br />

position <strong>and</strong> the results of its operations for 2009;<br />

- declares that the financial statements of the <strong>KD</strong> <strong>Group</strong> are compiled under the assumption of a going concern, that<br />

the selected accounting policies have been applied consistently <strong>and</strong> that any changes have been disclosed;<br />

- states that it is responsible for the adoption of measures to prevent <strong>and</strong> detect fraud <strong>and</strong> misstatements, <strong>and</strong> for<br />

preserving the value of the assets of the <strong>KD</strong> <strong>Group</strong>.<br />

Pursuant to Article 110 of the Financial Instruments Market Act, the members of Board of Directors of the <strong>KD</strong> <strong>Group</strong> declare:<br />

- that the financial report of the <strong>KD</strong> <strong>Group</strong> for 2009 is compiled in accordance with the International Financial<br />

Reporting St<strong>and</strong>ards, <strong>and</strong> that it is a true <strong>and</strong> fair presentation of the assets <strong>and</strong> liabilities, the financial position <strong>and</strong><br />

operating results of the <strong>KD</strong> <strong>Group</strong>;<br />

- that the business report of the <strong>KD</strong> <strong>Group</strong> for 2009 includes a fair review of the development <strong>and</strong> operating results of<br />

the Company, including a description of the principle risks to which the <strong>KD</strong> <strong>Group</strong> is exposed.<br />

Ljubljana, April 22, 2010<br />

Matjaž Gantar<br />

President of Board of Directors<br />

Aleks<strong>and</strong>er Sekavčnik<br />

Deputy President of Board of Directors<br />

Dr. Draško Veselinovič<br />

Member of Board of Directors, CEO<br />

Peter Grašek<br />

Member of Board of Directors, Deputy CEO<br />

Tomaž Butina<br />

Member of Board of Directors<br />

Sergej Racman<br />

Member of Board of Directors<br />

72


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Consolidated income statement<br />

(in EUR) Note 2009 2008<br />

Gross premium 342,116,815 332,537,765<br />

Premiums ceded to reinsurers (11,986,438) (11,255,070)<br />

Net premiums 22 330,130,377 321,282,695<br />

Fees <strong>and</strong> commissions income 22 10,849,086 14,410,812<br />

Investment income 24 16,569,959 22,694,921<br />

Net gains on available-for-sale financial assets 25 4,421,911 9,997,641<br />

Impairment of available-for-sale financial assets 25 (2,926,357) (24,846,254)<br />

Net gains / (losses) on assets at fair value through profit or loss 26 27,354,774 (101,432,513)<br />

Net gains / (losses) – derivative financial instruments 26 (322,132) 6,319,371<br />

Net finance income 55,947,241 (72,856,022)<br />

Sales of goods <strong>and</strong> services 22 11,621,037 23,623,244<br />

Other operating income 22 15,268,189 32,302,659<br />

Other income 26,889,226 55,925,903<br />

Gross benefits <strong>and</strong> claims paid 23 (283,528,827) (169,014,533)<br />

Claims ceded to reinsurers 23 12,053,097 12,172,911<br />

Net insurance contracts benefits <strong>and</strong> claims (271,475,730) (156,841,622)<br />

Costs of services (68,689,724) (75,690,259)<br />

Labour costs 23 (57,576,822) (64,405,668)<br />

Other expenses 23 (33,657,053) (57,274,415)<br />

Other expenses 23 (159.923.599) (197,370,342)<br />

Operating profit 27 (18,432,485) (49,859,388)<br />

Finance costs 28 (9,563,914) (8,023,466)<br />

Share of profit of associates 10 (23,426,946) (27,407,028)<br />

(32,990,860) (35,430,494)<br />

Profit before tax (51,423,345) (85,289,882)<br />

Income tax expense 29 7,199,907 8,285,899<br />

Net profit or loss for the year (44,223,438) (77,003,983)<br />

Attributable to:<br />

Equity holders of the parent (43,887,570) (77,217,976)<br />

Minority interests (335,868) 213,993<br />

(44,223,438) (77,003,983)<br />

Earnings per share for profit attributable to the equity holders<br />

of the Company during the year (expressed in EUR per share)<br />

- basic <strong>and</strong> diluted 30 (16,93) (29.41)<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements.<br />

73


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Consolidated statement of comprehensive income<br />

(in EUR) 1. 1. - 30. 12. 2009 1. 1. - 31. 12. 2008<br />

Profit for the year (44,223,438) (77,003,983)<br />

Other comprehensive income<br />

Net (loss)/gain on available for sale financial assets 7,572,878 (68,011,703)<br />

Changes of revaluation reserves - associates 559,924 (288,334)<br />

Income tax effect (1,655,662) 12,046,306<br />

6,477,140 (56,253,731)<br />

Net movement of cash flow hedges 70,715 (317,425)<br />

Income tax (14,140) 70,139<br />

56,575 (247,286)<br />

Exchange differences on translation of foreign operations (74,229) (2,919,677)<br />

Other comprehensive income for the year, net of tax 6,459,486 (59,420,694)<br />

Total comprehensive income for the year, net of tax (37,763,952) (136,424,677)<br />

Total comprehensive income for the year, net of tax attributable to:<br />

- equity holders of the parent (38,000,854) (136,397,326)<br />

- non-controlling interests 236,902 (27,351)<br />

Total (37,763,952) (136,424,677)<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements.<br />

74


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Consolidated balance sheet<br />

(in EUR) Note 31.12.2009<br />

31.12.2008<br />

restated<br />

31.12.2007<br />

restated<br />

ASSETS<br />

Property, plant <strong>and</strong> equipment 7 35,125,412 36,303,670 83,867,010<br />

Investment property 8 29,813,540 28,707,587 20,601,521<br />

Intangible assets 9 71,325,802 68,228,028 87,896,641<br />

Investments in associates 10 52,308,751 81,077,285 71,687,821<br />

Financial assets:<br />

- loans <strong>and</strong> other receivables 11 90,335,200 96,742,037 56,598,625<br />

- credits to banks 4,896,696 - -<br />

- credits to non-banking clients 14,110,082 - -<br />

- other loans <strong>and</strong> receivables 71,328,422 96,742,037 56,598,625<br />

- at fair value through profit or loss 11 36,695,860 33,692,752 59,425,329<br />

- held to maturity 11 16,461,698 7,844,709 7,590,164<br />

- available for sale 11 177,308,048 173,911,332 305,845,228<br />

Derivative financial instruments 1.146.675 - -<br />

321,947,481 312,190,830 429,459,346<br />

Unit-linked investments of policyholders 146,036,822 78,607,121 115,158,176<br />

Reinsurance assets 18 19,449,008 17,362,703 11,004,824<br />

Investment contracts 17,648,068 16,425,104 15,669,491<br />

Deferred tax asset 21 29,682,588 20,427,164 -<br />

Income tax receivable 490,870 7,260,081 3,102,335<br />

Inventories 13 13,443,059 13,932,808 12,200,210<br />

Insurance receivables <strong>and</strong> other receivables 12 57,881,610 69,848,127 67,615,294<br />

Deferred acquisition costs 12 8,103,645 11,566,010 8,248,809<br />

Deferred expenses <strong>and</strong> accrued revenues 12 3,798,016 2,221,991 2,075,776<br />

Cash <strong>and</strong> cash equivalents 14 40,730,072 31,305,192 27,692,313<br />

Total assets 847,784,744 795,463,701 956,279,567<br />

EQUITY<br />

Capital <strong>and</strong> reserves attributable to equity holders of the company<br />

Share capital 15 98,215,757 98,215,757 98,215,757<br />

Capital reserves 15 60,471,037 104,395,312 104,395,312<br />

Profit reserves 16 4,048,103 4,048,103 17,850,609<br />

Treasury shares 15 (3,852,955) (3,852,955) (3,852,955)<br />

Revaluation reserve 16 785,639 (5,101,077) 54,078,273<br />

Retained earnings 16 (10,591,492) (10,295,314) 56,867,744<br />

149,076,089 187,409,826 327,554,740<br />

Minority interest 2,528,930 4,837,468 11,011,536<br />

Total equity 151,605,019 192,247,294 338,566,276<br />

LIABILITIES<br />

Insurance contract liabilities 18 296,097,984 279,766,288 258,028,873<br />

Investment contract liabilities 18 17,703,254 16,394,308 15,668,418<br />

Unit-linked liabilities of policyholders 18 140,108,844 79,308,743 112,978,279<br />

Financial liabilities 17 194,705,529 181,557,903 164,250,682<br />

- time deposit 15,530,894 - -<br />

- other financial liabilities 179,174,635 181,557,903 164,250,682<br />

Derivative financial instruments 19 1,426,656 350,696 6,312,734<br />

Other provisions <strong>and</strong> long-term accruals 20 2,607,327 2,862,590 4,582,141<br />

Income tax liability 1,528,147 350,717 7,296,627<br />

Deferred tax liability 21 1,418,370 - 2,308,659<br />

Dividends Payable 20 686,098 1,435,220 360,202<br />

Insurance payables <strong>and</strong> other payables 20 31,510,435 33,627,541 38,705,893<br />

Accrued expenses <strong>and</strong> deferred income 20 8,387,081 7,562,401 7,220,783<br />

Total liabilities 696,179,725 603,216,407 617,713,291<br />

Total equity <strong>and</strong> liabilities 847,784,744 795,463,701 956,279,567<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements.<br />

75


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Consolidated statement of changes in equity<br />

Attributable to equity holders of the parent<br />

Share<br />

capital<br />

Capital<br />

reserves<br />

Profit<br />

reserves<br />

Treasury<br />

shares<br />

Revaluation<br />

reserves<br />

Retained<br />

earnings<br />

Minority<br />

interests<br />

Total equity<br />

(in EUR)<br />

Balance at 1 January<br />

2009 98,215,757 104,395,312 4,048,103 (3,852,955) (5,101,077) (10,295,314) 4,837,468 192,247,294<br />

Profit for the year - - - - - (43,887,570) (335,868) (44,223,438)<br />

Other comprehensive<br />

income - - - - 5,886,716 - 572,770 6,459,486<br />

Total recognised<br />

income of equity<br />

holders - - - - 5,886,716 (43,887,570) 236,902 (37,763,952)<br />

Issue of share capital to<br />

minority shareholders - - - - - - - -<br />

Dividends relating to<br />

2008 - - - - - (166,630) (214,581) (381,211)<br />

Minority interest arising<br />

on business<br />

combinations - - - - - - 339,520 339,520<br />

Other changes - - - - - (166,253) (54,552) (220,805)<br />

Reserves - (43,924,275) - - - 43,924,275 - -<br />

Increase in equity share<br />

of associates - - - - - - - -<br />

Increase in equity share<br />

of subsidiaries - - - - - - (1,392,970) (1,392,970)<br />

Disposal of a stake in a<br />

company - - - - - - (1,222,857) (1,222,857)<br />

Total - (43,924,275) - - - 43,591,392 (2,545,440) (2,878,323)<br />

Balance at 31<br />

December 2009 98,215,757 60,471,037 4,048,103 (3,852,955) 785,639 (10,591,492) 2,528,930 151,605,019<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements.<br />

76


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Consolidated statement of changes in equity<br />

Attributable to equity holders of the parent<br />

Share<br />

capital<br />

Capital<br />

reserves<br />

Profit<br />

reserves<br />

Treasury<br />

shares<br />

Revaluation<br />

reserves<br />

Retained<br />

earnings<br />

Minority<br />

interests<br />

Total equity<br />

(in EUR)<br />

Balance at 1 January<br />

2008 98,215,757 104,395,312 17,850,609 (3,852,955) 54,078,273 58,565,835 11,011,536 340,264,367<br />

Restatement of<br />

opening balance - - - - - (1,698,091) - (1,698,091)<br />

Balance at 1 January<br />

2008 98,215,757 104,395,312 17,850,609 (3,852,955) 54,078,273 56,867,744 11,011,536 338,566,276<br />

Profit for the year - - - - - (77,217,976) 213,993 (77,003,983)<br />

Other comprehensive<br />

income - - - - (59,179,350) - (241,344) (59,420,694)<br />

Total recognised<br />

income of equity<br />

holders - - - - (59,179,350) (77,217,976) (27,351) (136,424,677)<br />

Issue of share capital to<br />

minority shareholders - - - - - - 32,301 32,301<br />

Dividends relating to<br />

2007 - - - - - (19,744,507) (257,031) (20,001,538)<br />

Minority interest arising<br />

on business<br />

combinations - - - - - - - -<br />

Other changes - - - - - 1,667,879 - 1,667,879<br />

Reserves - - (13,802,506) - - 13,802,506 - -<br />

Increase in equity share<br />

of associates - - - - - 14,329,040 - 14,329,040<br />

Increase in equity share<br />

of subsidiaries - - - - - - (5,879,337) (5,879,337)<br />

Disposal of a stake in a<br />

company - - - - - - (42,650) (42,650)<br />

Total - - (13,802,506) - - 10,054,918 (6,146,717) (9,894,305)<br />

Balance at 31<br />

December 2008 98,215,757 104,395,312 4,048,103 (3,852,955) (5,101,077) (10,295,314) 4,837,468 192,247,294<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements.<br />

77


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Consolidated cash flow statement<br />

(in EUR) Note 2009 2008<br />

CASH FLOWS FROM OPERATING ACTIVITIES<br />

Profit before tax (51,423,345) (85,289,882)<br />

Adjustments for:<br />

- Depreciation of PPE 7 3,562,971 5,771,708<br />

- Depreciation of investments property 8 558,933 642,637<br />

- Amortisation/depreciation 9 1,936,761 1,509,026<br />

- (Gain)/loss on sale of PPE 110,028 (991,548)<br />

- (Gain)/loss on sale of intangible assets 1,355 21,193<br />

- (Gain)/loss on sale of investment property - -<br />

- Impairment of goodwill 9 5,904,886 25,722,775<br />

- Net movements in provisions for liabilities <strong>and</strong> charges 18.1 18,417,035 (18,290,000)<br />

- Net movements in investment contracts 1,373,090 722,890<br />

- Net movements in employee benefits 20 (255,263) 654,941<br />

- Excess on acquisition of subsidiary 22.2 620,680 (8,994,904)<br />

- Gain from increase in the share capital of a subsidiary 22.2 - -<br />

- Gain from acquisition of associates 10 - (5,130,921)<br />

- Investment income 24 (16,569,959) (22,694,921)<br />

- Net fair value gains on available-for-sale securities 25 (4,421,911) (9,997,641)<br />

- Impairment of AFS 25 (2,927,247) 24,846,254<br />

- Net fair value gains on assets at fair value through profit or loss 26 4,837,568 95,113,142<br />

- Impairment of trade receivables <strong>and</strong> loans 9,355,631 2,722,944<br />

- Finance cost 28 9,563,914 8,023,466<br />

- Share of profit of associates 10 23,426,946 27,407,029<br />

Changes in working capital<br />

- Inventories 13 (489,749) (1,732,598)<br />

- Trade <strong>and</strong> other receivables (578,717) (14,374,533)<br />

- Trade <strong>and</strong> other payables (114,996) 23,681,074<br />

Net (purchase)/proceeds of operating assets 11<br />

- Available-for-sale financial assets (5,499,681) 45,407,191<br />

- Financial assets at fair value through profit or loss 873,866 (17,038,870)<br />

- Investments held to maturity 9,676,810 (254,545)<br />

- Increases of borrowings (<strong>KD</strong> Banka) 9,961,240 -<br />

Dividends received 2,318,229 7,870,526<br />

Cash generated from operations 20,219,075 85,326,433<br />

Interest paid (7,847,731) (9,665,671)<br />

Income tax paid (2,051,617) (12,638,848)<br />

NET CASH FLOWS FROM OPERATING ACTIVITIES 10,319,727 63,021,914<br />

78


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(in EUR) Note 2009 2008<br />

CASH FLOWS FROM INVESTING ACTIVITIES<br />

Acquisition of subsidiary, net of cash acquired 32 (2,647,049) 12,192,046<br />

Increase in equity share of subsidiaries (1,822,573) (10,409,684)<br />

Acquisition of associates 10 (4,018,887) (14,571,598)<br />

Disposals of associates 10 9,808,855 2,962,628<br />

Purchases of property, plant <strong>and</strong> equipment 7 (4,644,503) (17,653,619)<br />

Proceeds from sale of property, plant <strong>and</strong> equipment 2,791,852 7,626,628<br />

Purchases of intangible assets 9 (10,091,412) (5,353,929)<br />

Proceeds from sale of intangible assets 5,260,956 26,908<br />

Purchases of investment property 8 (1,555,931) (1,649,333)<br />

Proceeds from sale of investment property 68,567 536,071<br />

Loans granted to related parties 33 (6,782,642) (14,712,870)<br />

Loan repayments received from related parties 33 8,511,098 11,533,545<br />

Loans <strong>and</strong> deposits granted (311,816,857) (302,830,052)<br />

Loan <strong>and</strong> deposit payments received 328,473,157 249,166,606<br />

Interest received 2,306,550 2,096,420<br />

Dividends received from associates 10 61,473 5,874,425<br />

NET CASH FLOWS USED IN INVESTING ACTIVITIES 13,902,654 (75,165,808)<br />

CASH FLOWS FROM FINANCING ACTIVITIES<br />

Proceeds from issuance of ordinary shares – minority interest - 32,301<br />

Purchase of treasury shares - -<br />

Disposal of treasury shares - -<br />

Proceeds from borrowings 65,162,870 86,357,994<br />

Repayment of borrowings (79,959,157) (51,281,218)<br />

Dividends paid to Company's shareholders 16 - (19,744,507)<br />

Dividends paid to minority interest - (48,289)<br />

NET CASH FLOWS USED IN FINANCING ACTIVITIES (14,796,287) 15,316,281<br />

NET INCREASE IN CASH AND CASH EQUIVALENTS 9,426,094 3,172,387<br />

CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR 31,305,192 27,692,313<br />

Foreign exchange gains on cash <strong>and</strong> cash equivalents (1,214) 440,492<br />

CASH AND CASH EQUIVALENTS AT END OF THE YEAR 40,730,072 31,305,192<br />

<strong>The</strong> notes are an integral part of these consolidated financial statements.<br />

79


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Notes to the consolidated financial statements<br />

1. General information<br />

<strong>The</strong> principal activities of <strong>KD</strong> <strong>Group</strong> d. d. (“the Company”) <strong>and</strong> its subsidiaries (“the <strong>Group</strong>”) are quite diversified, namely, from<br />

insurance to asset management financial services, banking <strong>and</strong> many others (real estate/immoveable property, publishing,<br />

etc.).<br />

<strong>KD</strong> <strong>Group</strong> d. d. is a public limited company with its registered office in Ljubljana, Celovška 206, Slovenia. Its shares are listed<br />

on the OTC market of the Ljubljana Stock Exchange. <strong>The</strong> Company’s ultimate parent entity is <strong>KD</strong> d. d., with its registered<br />

office in Ljubljana, Celovška 206, Slovenia.<br />

<strong>The</strong>se consolidated financial statements have been approved for issue by the Board of Directors on 22 April 2010 <strong>and</strong> can be<br />

obtained from the Company’s registered office in Ljubljana, Celovška 206, Slovenia.<br />

2. Summary of significant accounting policies<br />

2.1 Basis for the preparation of financial statements<br />

<strong>The</strong> accounting policies used are consistent with those applied in the previous year, except for the newly adopted<br />

st<strong>and</strong>ards <strong>and</strong> interpretations as presented below.<br />

IAS 1 Revised Presentation of Financial Statements<br />

<strong>The</strong> revised St<strong>and</strong>ard separates owner <strong>and</strong> non-owner changes in equity. <strong>The</strong> statement of changes in equity includes only<br />

details of transactions with owners, with non-owner changes in equity presented as a single line. In a<strong>dd</strong>ition, the St<strong>and</strong>ard<br />

introduces the statement of comprehensive income; it presents all items of recognised income <strong>and</strong> expense, either in one<br />

single statement, or in two linked statements. <strong>The</strong><strong>Group</strong> has elected to present two statements.<br />

IAS 23 Borrowing Costs (Revised)<br />

<strong>The</strong> definition of borrowing costs is revised to consolidate the two types of items that are considered components of ‘borrowing<br />

costs’ into one - the interest expense calculated using the effective interest rate method in accordance with IAS 39. <strong>The</strong> <strong>KD</strong><br />

<strong>Group</strong> has amended its accounting policy accordingly. This amendment did not have any impact on the <strong>Group</strong>’s financial<br />

statements<br />

IFRS 2 Share-based Payment - Vesting Conditions <strong>and</strong> Cancellations<br />

<strong>The</strong> St<strong>and</strong>ard has been amended to clarify the definition of vesting conditions <strong>and</strong> to prescribe the accounting treatment of an<br />

award that is effectively cancelled because a non-vesting condition is not satisfied. <strong>The</strong> adoption of this amendment did not<br />

have any impact on the financial position or performance of the <strong>Group</strong>.<br />

IFRS 7 Financial Instruments: Disclosures<br />

<strong>The</strong> amended st<strong>and</strong>ard requires a<strong>dd</strong>itional disclosure about fair value measurement <strong>and</strong> liquidity risk. Fair value<br />

measurements are to be disclosed by source of inputs using a three level hierarchy for each class of financial instrument. In<br />

a<strong>dd</strong>ition, reconciliation between the beginning <strong>and</strong> ending balance for Level 3 fair value measurements is now required, as<br />

well significant transfers between Level 1 <strong>and</strong> Level 2 fair value measurements. <strong>The</strong> amendments also clarify the<br />

requirements for liquidity risk disclosures. <strong>The</strong> fair value measurement disclosures <strong>and</strong> the liquidity risk disclosures are<br />

impacted by the amendments (Note 5.6.)<br />

IFRS 8 Operating Segments<br />

<strong>The</strong> new St<strong>and</strong>ard requires an entity to adopt “management approach” to reporting on the financial performance of its operating<br />

segments. As such it replaces the requirement for determining <strong>and</strong> reporting by business <strong>and</strong> regional segments. If the<br />

numbers used by management for internal performance measurement of operating segments are different to the numbers<br />

reported in the financial statements, this requires a reconciliation of numbers used by management to the financial statements.<br />

IAS 32 Financial Instruments: Presentation <strong>and</strong> IAS 1 Puttable Financial Instruments <strong>and</strong> Obligations Arising on Liquidation<br />

<strong>The</strong> St<strong>and</strong>ards have been amended to allow a limited scope exception for puttable financial instruments to be classified as<br />

equity if they fulfil a number of specified criteria. <strong>The</strong> adoption of this amendment did not have any impact on the financial<br />

position or performance of the <strong>Group</strong>.<br />

80


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

IFRIC 9 Reassessment of Embe<strong>dd</strong>ed Derivatives <strong>and</strong> IAS 39 Financial Instruments: Recognition <strong>and</strong> Measurement<br />

<strong>The</strong>se amendments to IFRIC 9 require an entity to assess whether an embe<strong>dd</strong>ed derivative must be separated from a host<br />

contract when the entity reclassifies a hybrid financial asset out of the fair value through profit or loss category. This<br />

assessment is to be made based on circumstances that existed on the later of the date the entity first became a party to the<br />

contract <strong>and</strong> the date of any contract amendments that significantly change the cash flows of the contract. IAS 39 now states<br />

that if an embe<strong>dd</strong>ed derivative cannot be reliably measured, the entire hybrid instrument must remain classified as at fair<br />

value through profit or loss. <strong>The</strong> adoption of this amendment did not have any impact on the financial position or performance<br />

of the <strong>Group</strong>.<br />

IFRIC 12 Service Concession Agreement<br />

This interpretation outlines the approach to account for contractual arrangements arising from entities providing public<br />

services. It provides that the operator should not account for infrastructure as property, plant <strong>and</strong> equipment, but rather<br />

recognize a financial asset <strong>and</strong>/or intangible asset. <strong>The</strong> adoption of this amendment did not have any impact on the financial<br />

position or performance of the <strong>Group</strong>.<br />

IFRIC 13 Customer Loyalty Programmes<br />

This interpretation requires customer loyalty credits to be accounted for as a separate component of the sales transaction in<br />

which they are granted. A portion of the fair value of the consideration received is allocated to the award credits <strong>and</strong> deferred.<br />

This is then recognised as revenue over the period that the award credits are redeemed. <strong>The</strong> adoption of this amendment did<br />

not have any impact on the financial position or performance of the <strong>Group</strong>.<br />

IFRIC 15 Agreement for the Construction of Real Estate<br />

<strong>The</strong> interpretation is to be applied retrospectively. It clarifies when <strong>and</strong> how revenue <strong>and</strong> related expenses from the sale of a<br />

real estate unit should be recognised if an agreement between a developer <strong>and</strong> a buyer is reached before the construction of<br />

the real estate is completed. Furthermore, the interpretation provides guidance on how to determine whether an agreement is<br />

within the scope of IAS 11 or IAS 18. <strong>The</strong> adoption of this amendment did not have any impact on the financial position or<br />

performance of the <strong>Group</strong>.<br />

IFRIC 16 Hedges of a Net Investment in a Foreign Operation<br />

<strong>The</strong> interpretation is to be applied prospectively. IFRIC 16 provides guidance on the accounting for a hedge of a net<br />

investment. As such it provides guidance on identifying the foreign currency risks that qualify for hedge accounting in the<br />

hedge of a net investment, where within the group the hedging instruments can be held in the hedge of a net investment <strong>and</strong><br />

how an entity should determine the amount of foreign currency gain or loss, relating to both the net investment <strong>and</strong> the<br />

hedging instrument, to be recycled on disposal of the net investment. <strong>The</strong> adoption of this amendment did not have any<br />

impact on the financial position or performance of the <strong>Group</strong>.<br />

81


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Improvements to IFRSs<br />

In May 2008 the Board issued its first omnibus of amendments to its st<strong>and</strong>ards, primarily with a view to removing<br />

inconsistencies <strong>and</strong> clarifying wording. <strong>The</strong>re are separate transitional provisions for each st<strong>and</strong>ard.<br />

IAS 1 Presentation of Financial Statements<br />

Assets <strong>and</strong> liabilities classified as held for trading in accordance with IAS 39 Financial Instruments: Recognition <strong>and</strong><br />

Measurement are not automatically classified as current in the statement of financial position. <strong>The</strong> <strong>Group</strong> amended its<br />

accounting policy accordingly <strong>and</strong> analysed whether Management’s expectation of the period of realisation of financial assets<br />

<strong>and</strong> liabilities differed from the classification of the instrument. This did not result in any re-classification of financial<br />

instruments between current <strong>and</strong> non-current in the statement of financial position. Improvement does not have any impact on<br />

the <strong>Group</strong>s financial statements.<br />

IAS 8 Accounting Policies, Changes in Accounting Estimates <strong>and</strong> Errors<br />

Clarifies that only implementation guidance that is an integral part of an IFRS is m<strong>and</strong>atory when selecting accounting<br />

policies. Improvement does not have any impact on the <strong>Group</strong>s financial statements.<br />

IAS 10 Events after the Reporting Period<br />

Clarifies that dividends declared after the end of the reporting period are not obligations. Improvement does not have any<br />

impact on the <strong>Group</strong>s financial statements.<br />

IAS 16 - Property, Plant <strong>and</strong> Equipment<br />

Replaces the term “net selling price” with “fair value less costs to sell” to be consistent with IFRS 5 <strong>and</strong> IAS 36. <strong>The</strong><br />

Company/<strong>Group</strong> amended its accounting policy accordingly, which did not result in any change in its financial position.<br />

Items of property, plant <strong>and</strong> equipment held for rental that are routinely sold in the ordinary course of business after rental, are<br />

transferred to inventory when rental ceases <strong>and</strong> they are held for sale. Proceeds of such sales are subsequently shown as<br />

revenue. Cash payments on initial recognition of such items <strong>and</strong> the cash receipts from rents <strong>and</strong> subsequent sales are all<br />

shown as cash flows from operating activities.<br />

IAS 18 Revenue<br />

Replaces the term ‘direct costs’ with ‘transaction costs’ as defined in IAS 39.<br />

IAS 19 Employee Benefits<br />

Curtailments <strong>and</strong> negative past service costs<br />

Revises the definition of ‘past service costs’ to include reductions in benefits related to past services (‘negative past service<br />

costs’) <strong>and</strong> to exclude reductions in benefits related to future services that arise from plan amendments. Amendments to<br />

plans that result in a reduction in benefits related to future services are accounted for as a curtailment.<br />

Plan administration costs<br />

Revises the definition of ‘return on plan assets’ to exclude plan administration costs if they have already been included in the<br />

actuarial assumptions used to measure the defined benefit obligation.<br />

Replacement of term ‘fall due’<br />

Revises the definition of ‘short-term’ <strong>and</strong> ‘other long-term’ employee benefits to focus on the point in time at which the liability<br />

is due to be settled.<br />

Guidance on contingent liabilities<br />

Deletes the reference to the recognition of contingent liabilities to ensure consistency with IAS 37 Provisions, Contingent<br />

Liabilities <strong>and</strong> Contingent Assets.<br />

Improvement does not have any impact on the <strong>Group</strong>s financial statements.<br />

IAS 20 Accounting for Government Grants <strong>and</strong> Disclosures of Government Assistance<br />

Government loans with no interest or a below-market interest rate<br />

Loans granted with no or low interest rates will not be exempt from the requirement to impute interest. <strong>The</strong> difference between<br />

the amount received <strong>and</strong> the discounted amount is accounted for as a government grant. Improvement does not have any<br />

impact on the <strong>Group</strong>s financial statements.<br />

82


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

IAS 23 – Borrowing Costs<br />

<strong>The</strong> definition of borrowing costs is revised to consolidate the two types of items that are considered components of<br />

‘borrowing costs’ into one - the interest expense calculated using the effective interest rate method calculated in accordance<br />

with IAS 39. <strong>The</strong> <strong>Group</strong> has amended its accounting policy accordingly. Improvement does not have any impact on the<br />

<strong>Group</strong>s financial statements.<br />

IAS 27 – Consolidated <strong>and</strong> Separate Financial Statements<br />

Measurement of a subsidiary held for sale in separate financial statements<br />

When a parent entity accounts for a subsidiary at fair value in its separate financial statements, this treatment continues when<br />

the subsidiary is subsequently classified as held for sale. Improvement does not have any impact on the <strong>Group</strong>s financial<br />

statements.<br />

IAS 28 - Investments in Associates<br />

Required disclosures when investments in associates are accounted for at fair value through profit or loss<br />

If an associate is accounted for at fair value through profit or loss, only the requirement of IAS 28 to disclose the nature <strong>and</strong><br />

extent of any significant restrictions on the ability of the associate to transfer funds to the entity in the form of cash or<br />

repayment of loans applies.<br />

Impairment of investment in an associate<br />

An investment in an associate is a single asset for the purpose of conducting the impairment test - including any reversal of<br />

impairment. <strong>The</strong>refore, any impairment is not separately allocated to the goodwill included in the investment balance.<br />

Improvement does not have any impact on the <strong>Group</strong>s financial statements.<br />

IAS 29 – Financial Reporting in Hyperinflationary Economies<br />

Description of measurement basis in financial statements<br />

Revises the reference to the exception that assets <strong>and</strong> liabilities should be measured at historical cost, such that it notes<br />

property, plant <strong>and</strong> equipment as being an example, rather than implying that it is a definitive list. Improvement does not have<br />

any impact on the <strong>Group</strong>s financial statements.<br />

IAS 31 - Interests in Joint Ventures<br />

Required disclosures when investments in jointly controlled entities are accounted for at fair value through profit or loss<br />

If a joint venture is accounted for at fair value, the only disclosure requirements of IAS 31 are those relating to the<br />

commitments of the venturer <strong>and</strong> the joint venture, as well as summary financial information about the assets, liabilities,<br />

income <strong>and</strong> expenses. Improvement does not have any impact on the <strong>Group</strong>s financial statements.<br />

IAS 34 – Interim Financial Reporting<br />

Clarifies that earnings per share is disclosed in interim financial reports if an entity is within the scope of IAS 33. Improvement<br />

does not have any impact on the <strong>Group</strong>s financial statements.<br />

IAS 36 Impairment of Assets<br />

Disclosure of estimates used to determine recoverable amount<br />

When discounted cash flows are used to estimate ‘fair value less costs to sell’, the same disclosures are required as when<br />

discounted cash flows are used to estimate ‘value in use’. Improvement does not have any impact on the <strong>Group</strong>s financial<br />

statements.<br />

IAS 38 – Intangible Assets<br />

Unit of production method of amortisation<br />

<strong>The</strong> improvement deletes references to there being rarely, if ever, persuasive evidence to support an amortisation method for<br />

finite life intangible assets that results in a lower amount of accumulated amortisation than under the straight-line method,<br />

thereby effectively allowing the use of the unit of production method. <strong>The</strong> <strong>Group</strong> reassessed the useful lives of intangible<br />

assets <strong>and</strong> found the straight-line method still applicable.<br />

Advertising <strong>and</strong> promotional activities<br />

Expenditure on advertising <strong>and</strong> promotional activities is recognised as an expense when the entity either has the right to<br />

access the goods or has received the services. Advertising <strong>and</strong> promotional activities now specifically include mail order<br />

catalogues. This amendment has no impact on the <strong>Group</strong>s financial statements.<br />

83


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

IAS 39 Financial instruments: Recognition <strong>and</strong> Measurement<br />

Reclassification of derivatives into or out of the classification of at fair value through profit or loss<br />

Changes in circumstances relating to derivatives - specifically derivatives designated or de-designated as hedging<br />

instruments after initial recognition - are not reclassifications.<br />

When financial assets are reclassified as a result of an insurance company changing its accounting policy in accordance with<br />

paragraph 45 of IFRS 4 Insurance Contracts, this is a change in circumstance, not a reclassification.<br />

Designation <strong>and</strong> documentation of hedges at the segment level<br />

Removes the reference to a ‘segment’ when determining whether an instrument qualifies as a hedge.<br />

Applicable effective interest rate on cessation of fair value hedge accounting<br />

Requires use of the revised effective interest rate (rather than the original effective interest rate) when re-measuring a debt<br />

instrument on the cessation of fair value hedge accounting. Improvement does not have any impact on the <strong>Group</strong>s financial<br />

statements.<br />

IAS 40 – Investment property<br />

Property under construction or development for future use as investment property<br />

Revises the scope (<strong>and</strong> the scope of IAS 16 Property, Plant <strong>and</strong> Equipment) to include property that is being constructed or<br />

developed for future use as an investment property. Where an entity is unable to determine the fair value of an investment<br />

property under construction, but expects to be able to determine its fair value on completion, the investment under<br />

construction will be measured at cost until fair value can be determined or construction is complete.<br />

Revises the conditions for a voluntary change in accounting policy to be consistent with IAS 8. Clarifies that the carrying<br />

amount of investment property held under lease is the valuation obtained increased by any recognised liability.<br />

Improvement does not have any impact on the <strong>Group</strong>s financial statements.<br />

IAS 41 Agriculture<br />

A<strong>dd</strong>itional biological transformations<br />

Removes the prohibition to take into account cash flows resulting from any a<strong>dd</strong>itional transformations when estimating fair<br />

value. Instead, cash flows that are expected to be generated in the ‘most relevant market’ are taken into account.<br />

Discount rate for fair value calculations<br />

Removes the reference to the use of a pre-tax discount rate to determine fair value, thereby allowing use of either a pre-tax or<br />

a post-tax discount rate depending on the valuation methodology used. Improvement does not have any impact on the<br />

<strong>Group</strong>s financial statements.<br />

IFRS 5 Non-current Assets Held for Sale <strong>and</strong> Discontinued Operations<br />

Plan to sell the controlling interest in a subsidiary When a subsidiary is held for sale, all of its assets <strong>and</strong> liabilities will be<br />

classified as held for sale under IFRS 5, even when the entity retains a non-controlling interest in the subsidiary after the sale.<br />

This amendment is effective for periods commencing 1 July 2009. Improvement does not have any impact on the <strong>Group</strong>s<br />

financial statements.<br />

IFRS 7 Financial Instruments Disclosures<br />

Removes the reference to ‘total interest income’ as a component of finance costs. Improvement does not have any impact on<br />

the <strong>Group</strong>s financial statements.<br />

84


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Early application of IFRS <strong>and</strong> IFRIC's interpretations not yet effective<br />

<strong>Group</strong> has not early adopted any st<strong>and</strong>ards or interpretations issued <strong>and</strong> not yet effective.<br />

<strong>The</strong> following new <strong>and</strong> amended IFRIC will be adopted in future periods as required by International Financial<br />

Reporting St<strong>and</strong>ards:<br />

IFRIC 17 Distribution of Non-Cash Assets to Owners<br />

IFRIC 17 becomes effective for annual periods beginning on 1 July 2009. <strong>The</strong> interpretation provides guidance on how to<br />

account for non-cash distribution of assets to owners. <strong>The</strong> interpretation clarifies when an entity should recognize the liability,<br />

how it should be measured, <strong>and</strong> how to recognize <strong>and</strong> measure the related assets, as well as when such assets <strong>and</strong> liabilities<br />

should be derecognised in books of accounts.<br />

IFRIC 18 Transfers of Assets from Customers<br />

IFRIC 18 applies to transfers of assets from customers on or after 1 July 2009.<br />

<strong>The</strong> interpretation provides guidance on how to account for property, plant <strong>and</strong> equipment transferred from customers or cash<br />

received for acquisition or construction of certain assets. This guidance applies only to assets used by an entity to connect the<br />

customer to a network or to provide the customer with an ongoing access to a supply of goods, services or, in some cases, to<br />

do both. <strong>The</strong> entity must identify the service or services rendered <strong>and</strong> allocate the received payment (the fair value of assets)<br />

to each identifiable service. Revenue should be recognised on delivery or performance of each individual service by the entity.<br />

<strong>The</strong> following new <strong>and</strong> amended IFRIC’s will be adopted in future periods as required by International Financial<br />

Reporting St<strong>and</strong>ards <strong>and</strong> if adopted by the EU.<br />

IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments<br />

<strong>The</strong> interpretation becomes effective on 1 July 2010 <strong>and</strong> provides guidance on how to account for the extinguishment of a<br />

financial liability by the issue of equity instruments (a debt for equity swaps). <strong>The</strong> interpretation clarifies how to measure <strong>and</strong><br />

recognise such swaps.<br />

<strong>The</strong> following new st<strong>and</strong>ards will be adopted in future periods as required by International Financial Reporting<br />

St<strong>and</strong>ards <strong>and</strong> the EU.<br />

IFRS 3R – Business Combinations <strong>and</strong> IAS 27R – Consolidated <strong>and</strong> Separate Financial Statements.<br />

<strong>The</strong> revised st<strong>and</strong>ards were issued in January 2008 <strong>and</strong> become effective for financial years beginning on 1 July 2009. IFRS<br />

3R introduces a number of changes in the accounting for business combinations that will impact the amount of goodwill<br />

recognised, the reported results in the period that an acquisition occurs, <strong>and</strong> future reported results. IAS 27R requires that a<br />

change in the ownership interest of a subsidiary is accounted for as an equity transaction. <strong>The</strong>refore, such a change will have<br />

no impact on goodwill, nor will it give raise to a gain or loss. Furthermore, the amended st<strong>and</strong>ard changes the accounting for<br />

losses incurred by the subsidiary as well as the loss of control of a subsidiary. <strong>The</strong> changes introduced by IFRS 3R <strong>and</strong> IAS<br />

27R must be applied prospectively <strong>and</strong> will affect future acquisitions <strong>and</strong> transactions with minority interests.<br />

IAS 39 – Financial Instruments: Recognition <strong>and</strong> Measurement – Eligible Hedged Items<br />

<strong>The</strong>se amendments to IAS 39 were issued in August 2008 <strong>and</strong> become effective for financial years beginning on or after 1<br />

July 2009. <strong>The</strong> amendment a<strong>dd</strong>resses the designation of a one-sided risk in a hedged item, <strong>and</strong> the designation of inflation as<br />

a hedged risk or portion in particular situations. It clarifies that an entity is permitted to designate a portion of the fair value<br />

changes or cash flow variability of a financial instrument as a hedged item.<br />

<strong>The</strong> following new <strong>and</strong> amended st<strong>and</strong>ards will be adopted in future periods as required by International Financial<br />

Reporting St<strong>and</strong>ards, if endorsed by the EU.<br />

IFRS 2 – Cash-Settled Share-Based Payment Transactions in the <strong>Group</strong><br />

Applicable for periods beginning on or after 1 January 2009.<br />

Amendments to IFRS 2 comprise three basic amendments: revised definition of share-based transactions <strong>and</strong> agreements,<br />

the scope of IFRS2, <strong>and</strong> a<strong>dd</strong>itional clarification of how to account for cash-settled share-based payment transactions in the<br />

group.<br />

IAS 32 Financial Instruments: Presentation, Classification of the Option to Purchase Shares Denominated in a Foreign<br />

Currency<br />

85


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Applicable for periods beginning on or after 1 February 2010.<br />

<strong>The</strong> amended St<strong>and</strong>ard allows an entity issuing puttable financial instruments denominated in foreign currency not to account<br />

for these rights as derivatives but rather to recognize the effects in the profit or loss. <strong>The</strong>se rights are classified as equity if<br />

they fulfil a number of specified criteria.<br />

IAS 24 – Related Party Disclosures<br />

Applicable for periods beginning after 1 January 2011<br />

Amendments to IAS 24 define in more detail <strong>and</strong> simplify definition of a related party. Furthermore the amended st<strong>and</strong>ard<br />

reduces the scope of disclosures of transactions of a government owned entity with the government <strong>and</strong> other government<br />

owned entities.<br />

IFRS 9 – Financial Instruments<br />

<strong>The</strong> St<strong>and</strong>ard replaces IAS 39 <strong>and</strong> is applicable for periods beginning on 1 January 2013. <strong>The</strong> first part of the st<strong>and</strong>ard<br />

introduces new requirements for classifying <strong>and</strong> measuring financial assets.<br />

Improvements to IFRSs<br />

In April 2009 the Board issued its second omnibus of amendments to its st<strong>and</strong>ards, primarily with a view to removing<br />

inconsistencies <strong>and</strong> clarifying wording. <strong>The</strong>re are separate transitional provisions for each st<strong>and</strong>ard. So far these<br />

amendments have not been endorsed by the EU.<br />

IFRS 2- Share-Based Payments – specification when to apply IFRS 2 <strong>and</strong> IFRS 3<br />

IFRS 5 – Non-current Assets Held for Sale – Disclosure<br />

IFRS 8- Operating Segments – Disclosure of Segments' assets<br />

IAS 1 –Presentation of Financial Statements – current/non-current liabilities for swap instruments<br />

IAS 7 – Statement of Cash Flows – classifying expenditure for unrecognized assets<br />

IAS 17 – Leases – classifying l<strong>and</strong> <strong>and</strong> buildings<br />

IAS 18 - Revenue – designation whether an entity acts as a principal or an agent<br />

IAS 36 – Impairment of Assets – the maximum unit to which goodwill may be attributed<br />

IAS 38 – Intangible Assets – amendments as a result of new IFRS 3 St<strong>and</strong>ard <strong>and</strong> amendments in relation to determining<br />

fair value<br />

IAS 39 – Financial Instruments – assessment of liquidating damages for prepayment of a credit as a derivative, cash flow<br />

hedges<br />

IFRIC 9 – Reassessment of Embe<strong>dd</strong>ed Derivatives – impact of IFRS 3 <strong>and</strong> IFRIC 9<br />

IFRIC 16 – Hedges of a Net Investment in a Foreign Operation– amendment of restriction to an entity allowed to have a<br />

hedge<br />

86


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.2 Consolidated financial statements<br />

2.2.1 Assets <strong>and</strong> liabilities according to expected maturity<br />

(in EUR) 31.12.2009 31.12.2008<br />

Non current assets<br />

Financial assets 196,487,576 173,221,477<br />

Reinsurance contracts 4,603,946 5,085,554<br />

Insurance receivables <strong>and</strong> other receivables 10,207,953 19,036,827<br />

Other non current assets 188,573,505 214,316,570<br />

399,872,980 411,660,428<br />

Current assets<br />

Financial assets 143,107,973 155,394,457<br />

Reinsurance contracts 14,845,062 12,277,149<br />

Insurance receivables <strong>and</strong> other receivables 47,673,657 50,811,300<br />

Other current assets 96,248,250 86,261,854<br />

301,874,942 304,744,760<br />

Unit-linked investments of policyholders 146,036,822 78,607,121<br />

Total assets 847,784,744 795,012,309<br />

(in EUR) 31.12.2009 31.12.2008<br />

Non current liabilities<br />

Insurance contracts 150,387,932 136,122,771<br />

Investment contracts 17,654,644 16,272,396<br />

Financial liabilities 112,433,921 109,225,022<br />

Insurance liabilities <strong>and</strong> other liabilities 712,890 623,677<br />

281,189,387 262,243,866<br />

Current liabilities<br />

Insurance contracts 145,710,052 141,558,178<br />

Investment contracts 48,610 57,768<br />

Financial liabilities 82,271,608 72,332,881<br />

Insurance liabilities <strong>and</strong> other liabilities 30,797,545 33,003,864<br />

Other current liabilities 16,053,679 12,561,624<br />

274,881,494 259,514,315<br />

Unit-linked liabilities of policyholders 140,108,844 79,308,743<br />

Total liabilities 696,179,725 601,066,924<br />

2.2.2 Subsidiaries<br />

Subsidiaries are those companies for which the Company <strong>and</strong> its subsidiaries hold, directly or indirectly, more than one half of<br />

voting rights. Subsidiaries are fully consolidated from the date on which control is transferred to the <strong>Group</strong>. <strong>The</strong>y are deconsolidated<br />

from the date on which control of the Company ceases.<br />

<strong>The</strong> cost method of accounting is used to account for the acquisition of subsidiaries by measuring the acquisition value of the<br />

investment first. <strong>The</strong> cost of an acquisition is measured as the fair value of the assets given, equity instruments issued <strong>and</strong><br />

liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition.<br />

87


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Identifiable assets acquired <strong>and</strong> liabilities <strong>and</strong> contingent liabilities assumed in a business combination are measured initially<br />

at fair value at the acquisition date. <strong>The</strong> excess of the cost of acquisition over the fair value of the <strong>Group</strong>’s share of the<br />

identifiable assets, liabilities <strong>and</strong> contingent liabilities is recorded as goodwill. If the cost of acquisition is less than the fair<br />

value of the <strong>Group</strong>’s share of net assets acquired, the difference is recognised directly in the income statement.<br />

Inter-company transactions, balances <strong>and</strong> unrealised gains on transactions as well as income, expenses <strong>and</strong> dividends<br />

between <strong>Group</strong> companies have been eliminated. Subsidiaries’ accounting policies have been changed or adequately<br />

restated where necessary to ensure consistency with the policies adopted by the <strong>Group</strong>. All Members of the <strong>Group</strong> have the<br />

same balance sheet date.<br />

2.2.3 Transactions <strong>and</strong> minority interests<br />

<strong>The</strong> <strong>Group</strong> applies a policy of treating transactions with minority interests as transactions with parties external to the <strong>Group</strong>.<br />

Purchases from minority interests result in goodwill (excess), being the difference between any consideration paid <strong>and</strong> the<br />

relevant share acquired of the carrying value of net assets of the subsidiary. Disposals of minority interests result in gains <strong>and</strong><br />

losses for the <strong>Group</strong> that are recorded in the income statement. Minority interests are disclosed as a separate item of the<br />

<strong>Group</strong>’s equity. Net profit or loss is divided into net profit (loss) of the majority owner <strong>and</strong> net profit (loss) of the minority<br />

owner.<br />

2.2.4 Associates<br />

Associates are all entities over which the <strong>Group</strong> has a significant influence but not control, generally accompanying a direct or<br />

indirect shareholding of between 20% <strong>and</strong> 50% of the voting rights. Investments in associates are accounted for under the<br />

equity method of accounting according to which such investments are initially recognised at cost <strong>and</strong> are subsequently<br />

increased or decreased by the <strong>Group</strong>’s share of the associate’s profit or loss. Dividends received from an associate reduce<br />

the carrying amount of the investment.<br />

<strong>The</strong> <strong>Group</strong>’s share of its associates’ post-acquisition profits or losses is recognised in the income statement. <strong>The</strong> <strong>Group</strong>’s<br />

share of post-acquisition movements in associates’ reserves is recognised as a movement in the <strong>Group</strong>’s reserves.<br />

If the <strong>Group</strong>’s share of losses of an associate equals or exceeds its interest in the associate, including unsecured receivables<br />

to the associate, the <strong>Group</strong> discontinues recognising its share of further losses unless the <strong>Group</strong> has any legal or other<br />

liabilities assumed on behalf of the associate. If the associate subsequently reports profits, the <strong>Group</strong> resumes recognising its<br />

share of those profits only after its share of the profits equals the share of losses not recognised.<br />

Unrealised gains on transactions between the <strong>Group</strong> <strong>and</strong> its associates are eliminated to the extent of the <strong>Group</strong>’s interest in<br />

the associates. Accounting policies of associates have been changed where necessary to ensure consistency with the<br />

policies adopted by the <strong>Group</strong>.<br />

<strong>The</strong> <strong>Group</strong>’s investments in the internally managed mutual funds where the <strong>Group</strong> has a significant influence are treated as<br />

investments in associated companies <strong>and</strong> are accounted for using the equity method. <strong>The</strong> unit-linked insurance funds are<br />

categorised as financial assets designated at fair value through profit or loss at inception as permitted by IAS 28, Investments<br />

in Associates (see Note 10).<br />

In the case of a gradual purchase of affiliated companies, the <strong>Group</strong> recognises goodwill or negative goodwill resulting from<br />

individual transactions. Negative goodwill is recognised in the profit or loss of the year during which the company became<br />

associated (the part that refers to purchases made in that year). Negative goodwill in connection with purchases made in the<br />

previous period however, is recognized directly in the retained earnings.<br />

88


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.2.5 Subsidiaries<br />

Registered office<br />

Percentage of ownership<br />

Members of the <strong>Group</strong> – direct:<br />

<strong>KD</strong> Skladi d. o. o. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Investments d. o. o. Zagreb Croatia 100.00%<br />

<strong>KD</strong> Investments a. d. Belgrade Serbia 100.00%<br />

SAI <strong>KD</strong> Investments s. a. Bucharest Romania 100.00%<br />

<strong>KD</strong> Investments plc Sofia Bulgaria 100.00%<br />

<strong>KD</strong> Investments Bratislava Slovakia 100.00%<br />

<strong>KD</strong> Banka d. d. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Upravljanje imovinom d. o. o. Zagreb Croatia 100.00%<br />

<strong>KD</strong> Capital Management s. a. Bucharest Romania 100.00%<br />

<strong>KD</strong> Securities EAD, Sofia Bulgaria 100.00%<br />

<strong>KD</strong> Asset Management b. v. Amsterdam Netherl<strong>and</strong>s 100.00%<br />

<strong>KD</strong> Life d. d. Kiev Ukraine 100.00%<br />

<strong>KD</strong> Življenje d. d. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Life Asigurari s. a., Bucharest Romania 100.00%<br />

<strong>KD</strong> Life a. d., Sofia Bulgaria 100.00%<br />

SC <strong>KD</strong> Fond De Pensii s. a. Bucharest Romania 99.00%<br />

Adriatic Slovenica d. d. Koper Slovenia 100.00%<br />

<strong>KD</strong> Kapital d. o. o. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Private Equity d. o. o., Belgrade Serbia 100.00%<br />

R.E. Invest d. o. o. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Kvart d. o. o. Ljubljana Slovenia 100.00%<br />

Coloseum Multiplex Holdings b. v., Amsterdam Netherl<strong>and</strong>s 100.00%<br />

Firsthouse Investments Ltd., Limassol Cyprus 100.00%<br />

Fontes <strong>Group</strong> d. o. o., Belgrade Serbia 100.00%<br />

Gea College d. d. Ljubljana Slovenia 66.57%<br />

World Life <strong>Group</strong> ltd., Limassol Cyprus 100,00%<br />

OOO Sarbon Invest, Taškent Uzbekistan 100,00%<br />

Members of the <strong>Group</strong> through subsidiaries<br />

ABDS d. d. Sarajevo Bosnia <strong>and</strong> Herzegovina 95.72%<br />

<strong>KD</strong> Finančna točka d. o. o. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Fund Advisors LLC, Delaware United States 90.00%<br />

<strong>KD</strong> Financial point s. r. l. Bucharest Romania 100.00%<br />

ZAP d. o. o. Murska Sobota Slovenia 100.00%<br />

ČZD Kmečki Glas d. o. o. Ljubljana Slovenia 100.00%<br />

Vrtnarstvo Celje d. o. o. Celje Slovenia 50.46%<br />

VIB a. d. Banja Luka Bosnia <strong>and</strong> Herzegovina 51.00%<br />

Gea College PIC d. o. o. Ljubljana Slovenia 100.00%<br />

Gea College CVŠ d. o. o. Ljubljana Slovenia 100.00%<br />

<strong>KD</strong> Fondovi a. d. Skopje Bosnia <strong>and</strong> Herzegovina 85.00%<br />

<strong>KD</strong> Životno osiguranje d. d. Zagreb Croatia 100.00%<br />

AS Neživotno osiguranje a. d. o. Beograd Serbia 99.82%<br />

Manta Marine Ventures Ltd United States 100,00%<br />

<strong>KD</strong> Financijska točka d. o. o. Zagreb Croatia 100,00%<br />

<strong>KD</strong> Financial point, s. r. o. Bratislava Slovakia 100,00%<br />

<strong>KD</strong> Mark d. o. o. Ljubljana Slovenia 100,00%<br />

<strong>KD</strong> Financial point EOOD, Sofia Bulgaria 100,00%<br />

Vitavizia d. o. o., Ljubljana Slovenia 100,00%<br />

FM-NET d. o. o., Ljubljana Slovenia 100,00%<br />

Gama Holdings b. v., Amsterdam Netherl<strong>and</strong>s 100,00%<br />

OOO Kredo <strong>Group</strong>, Taškent Uzbekistan 99,97%<br />

Radio Kranj d. o. o., Kranj Slovenia 52,68%<br />

89


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.3 Segment reporting<br />

Business <strong>and</strong> geographical segments are parts of the <strong>Group</strong>’s operations that are subject to different rates of profitability,<br />

opportunities for growth, future prospects <strong>and</strong> risks. A business segment is a distinguishable component of the <strong>Group</strong> that is<br />

engaged in providing a group of related products or services <strong>and</strong> that is subject to risks <strong>and</strong> returns that are different from<br />

those of other business segments. A geographical segment is a distinguishable component of the <strong>Group</strong> that is engaged in<br />

providing products or services within a particular economic environment <strong>and</strong> that is subject to risks <strong>and</strong> returns that are<br />

different from those of segments operating in other economic environments.<br />

2.4 Foreign currency translation<br />

Functional <strong>and</strong> presentation currency<br />

Items included in the financial statements of each of the <strong>Group</strong>’s entities are measured using the currency of the primary<br />

economic environment in which the entity operates (the "functional currency"). <strong>The</strong> consolidated financial statements are<br />

presented in euros, which is the <strong>Group</strong>’s presentation currency.<br />

Transactions <strong>and</strong> balances<br />

Foreign currency transactions <strong>and</strong> balances are translated into the functional currency using the exchange rates prevailing at<br />

the dates of the transactions. Foreign exchange gains <strong>and</strong> losses resulting from the settlement of such transactions <strong>and</strong> from<br />

the translation at year-end exchange rates of monetary assets <strong>and</strong> liabilities denominated in foreign currencies are recognised<br />

in the income statement.<br />

If the transaction is recognised directly in equity, exchange differences from the conversion to the functional currency are also<br />

recognised directly in equity. Exchange differences arising in respect of investments of the parent company in the capital of<br />

subsidiaries abroad are recognised directly in other comprehensive income, <strong>and</strong> recognised in the income statement only on<br />

disposal of the investments.<br />

Foreign currency monetary items are translated on the balance sheet date using the reference rate of ECB or Bank of<br />

Slovenia exchange rates (for currencies for which the ECB does not publish reference rates) on the last day of the year. Nonmonetary<br />

items that are measured in terms of historical cost in a foreign currency are translated using the mean exchange<br />

rate of the Bank of Slovenia applicable at the date of transaction, while non-monetary items that are measured at fair value in<br />

a foreign currency are translated using the reference rate of the ECB applicable at the date when the fair value was<br />

determined.<br />

In the context of changes in the fair value of monetary securities denominated in foreign currency classified as available for<br />

sale, translation differences resulting from changes in the amortised cost of the security <strong>and</strong> other changes in the carrying<br />

amount of the security are accounted for separately.. Translation differences related to changes in the amortised cost are<br />

recognised in profit or loss, whereas other changes in the carrying amount are recognised in other comprehensive income.<br />

Translation differences on non-monetary financial assets <strong>and</strong> liabilities are reported as part of the fair value gain or loss.<br />

Translation differences on non-monetary financial assets <strong>and</strong> liabilities, such as equities held at fair value through profit or<br />

loss, are recognised in profit or loss as part of the fair value gain or loss. Translation differences on non-monetary financial<br />

assets, classified as available for sale, are included in other comprehensive income.<br />

90


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>Group</strong> companies<br />

<strong>The</strong> financial statements of all <strong>Group</strong> entities (none of which has the currency of a hyperinflationary economy) that have a<br />

functional currency different from the presentation currency of the <strong>Group</strong> are translated into the presentation currency as<br />

follows:<br />

- assets <strong>and</strong> liabilities for each balance sheet presented are translated at the reference rate of ECB or Bank of<br />

Slovenia exchange rates on the date of the balance sheet;<br />

- income <strong>and</strong> expenses for each income statement are translated at the average annual reference rate of ECB or<br />

Bank of Slovenia exchange rates;<br />

- all resulting exchange differences are recognised as a separate component of equity (reserves).<br />

Upon consolidation, exchange differences arising from the translation of the net investment in foreign entities are transferred<br />

to other comprehensive income. When a foreign operation is sold, such exchange differences are recognised in the income<br />

statement as part of the gain or loss on sale.<br />

2.5 Property, plant <strong>and</strong> equipment<br />

Property, plant <strong>and</strong> equipment are l<strong>and</strong>, buildings <strong>and</strong> equipment used by the <strong>Group</strong> for the performance of its activities.<br />

After initial recognition, property <strong>and</strong> equipment are carried at historical cost less accumulated depreciation <strong>and</strong> accumulated<br />

impairment losses, if any (cost model). Historical cost includes expenditure that is directly attributable to the acquisition of the<br />

items. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only<br />

when it is probable that future economic benefits associated with the item will flow to the <strong>Group</strong> <strong>and</strong> the cost of the item can<br />

be measured reliably. All other repairs <strong>and</strong> maintenance are charged to the income statement during the financial period in<br />

which they are incurred. If the cost of an item of property, plant <strong>and</strong> equipment is significant, it is allocated to its individual<br />

parts. If the parts are significant in relation to the total cost, <strong>and</strong> have different useful lives, each individual part of the asset is<br />

accounted for separately.<br />

An item of property <strong>and</strong> equipment is derecognised upon disposal or when no further economic benefits are expected from<br />

the asset. <strong>The</strong> gain or loss arising from derecognition of an item of property or equipment is determined as the difference<br />

between the disposal proceeds <strong>and</strong> the carrying amount of the item, <strong>and</strong> is recognised in other operating income or<br />

expenses.<br />

Depreciation<br />

<strong>The</strong> <strong>Group</strong> systematically allocates to profit or loss the cost less residual value (depreciable amount) over the useful life of<br />

each individual item of property, plant <strong>and</strong> equipment. <strong>The</strong> <strong>Group</strong> uses the straight-line depreciation method. L<strong>and</strong> is not<br />

depreciated.<br />

Depreciation is calculated individually.<br />

<strong>The</strong> useful lives are as follows:<br />

Property, plant <strong>and</strong> equipment<br />

Buildings<br />

Vehicles <strong>and</strong> machinery<br />

Furniture, fittings <strong>and</strong> equipment<br />

20 to 59 years<br />

3 to 10 years<br />

2 to 7 years<br />

<strong>The</strong> assets’ residual values <strong>and</strong> useful lives are reviewed at least once a year on the balance sheet date <strong>and</strong> restated if<br />

appropriate. If the asset’s recoverable amount is lower than its book value the asset is written down immediately to its<br />

recoverable amount <strong>and</strong> the impairment loss is recognised in the income statement. <strong>The</strong> recoverable amount is the higher of<br />

an asset's value in use <strong>and</strong> fair value less costs to sell (see Note 2.1.10).<br />

91


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.6 Investment property<br />

Investment property is property (l<strong>and</strong> or a building, or part of a building, or both) held to earn rentals <strong>and</strong>/or for capital<br />

appreciation or both, rather than for administrative purposes or sale in the ordinary course of business. Investment property is<br />

initially measured at cost. After initial recognition, investment property of the <strong>Group</strong> is carried at its cost less accumulated<br />

depreciation <strong>and</strong> accumulated impairment losses, if any (cost model), i.e. the same as property, plant <strong>and</strong> equipment. <strong>The</strong><br />

<strong>Group</strong> reviews once a year the proportion of investment property obtained by other companies in the <strong>Group</strong> under lease<br />

agreements; in the consolidated balance sheet, the value of investmet property is recognised within the items of property,<br />

plant <strong>and</strong> equipment.<br />

<strong>The</strong> recognition <strong>and</strong> derecognition policies <strong>and</strong> methods of accounting for depreciation <strong>and</strong> impairment are defined under<br />

property, plant <strong>and</strong> equipment. <strong>The</strong> costs of day-to-day servicing of the investment property (repairs <strong>and</strong> maintenance) are<br />

expensed when incurred.<br />

2.7 Intangible assets<br />

After initial recognition, an intangible asset is carried at its cost less any accumulated amortisation <strong>and</strong> any accumulated<br />

impairment losses (cost model). An entity assesses whether the useful life of an intangible asset is finite or indefinite. If finite,<br />

it is amortised over its useful life. An intangible asset with an indefinite useful life is not amortised.<br />

Goodwill<br />

Goodwill represents the excess of the cost of acquisition over the fair value of the <strong>Group</strong>’s share of the net identifiable assets,<br />

liabilities <strong>and</strong> contingent liabilities of the acquired subsidiary, <strong>and</strong> is disclosed under intangible assets with an indefinite useful<br />

life.<br />

Goodwill on acquisition of subsidiaries is included in intangible assets <strong>and</strong> carried at cost less accumulated impairment<br />

losses. Goodwill on acquisitions of associates is included in investments in associates. Separately recognised goodwill is<br />

tested annually, <strong>and</strong> any impairment is recognised in the income statement. Impairment losses on goodwill are not reversed.<br />

Gains <strong>and</strong> losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Once a year<br />

the adequacy of the goodwill is reviewed <strong>and</strong> any impairment loss is recognised in the profit <strong>and</strong> loss account. <strong>The</strong> reversal of<br />

impairment of goodwill is not allowed. Gains <strong>and</strong> losses on disposal of subsidiaries also include the value of goodwill, which<br />

refers to the disposed subsidiary.<br />

Excess of fair value of the acquired identifiable assets, liabilities <strong>and</strong> contingent liabilities above the cost of their acquisition is<br />

reassessed, <strong>and</strong> any excess remaining after the reassessment is recognised as income in the income statement.<br />

Goodwill is allocated to cash-generating units for the purpose of impairment testing. Goodwill is allocated to the <strong>Group</strong>’s cashgenerating<br />

units that are expected to benefit from the synergies of the combination.<br />

Other intangible assets<br />

<strong>The</strong> <strong>Group</strong>’s intangible assets with a finite useful life include computer software <strong>and</strong> licences. <strong>The</strong> cost of acquired software<br />

comprises the costs of acquisition <strong>and</strong> preparation of the asset for its intended use, <strong>and</strong> for licences it is the cost of<br />

acquisition. Throughout the useful life of an individual item of an intangible asset the <strong>Group</strong> consistently allocates the amount<br />

of its amortisation to individual accounting periods as amortisation at that time. Amortisation is calculated using the straightline<br />

method.<br />

Amortisation is charged individually. <strong>The</strong> periods of amortisation of intangible assets with a finite useful life are the following:<br />

Intangible assets:<br />

Licences<br />

Computer software<br />

3 to 5 years<br />

3 to 5 years<br />

92


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.8 Financial assets<br />

<strong>The</strong> <strong>Group</strong> classifies its financial assets in the following categories: financial assets at fair value through profit or loss; loans<br />

<strong>and</strong> receivables; held-to-maturity investments; <strong>and</strong> available-for-sale financial assets. Management determines the<br />

classification of its investments at initial recognition.<br />

2.8.1 Financial assets at fair value through profit or loss<br />

This category has two sub-categories: financial assets held for trading, <strong>and</strong> those designated at fair value through profit or<br />

loss at inception.<br />

A financial asset is classified as held for trading if it is acquired or incurred principally for the purpose of selling or<br />

repurchasing in the near term or if it is part of a portfolio of identified financial instruments that are managed together <strong>and</strong> for<br />

which there is evidence of a recent actual pattern of short-term profit-taking.<br />

Financial assets <strong>and</strong> financial liabilities are designated at fair value through profit or loss when:<br />

- doing so significantly reduces measurement inconsistencies that would arise if the related derivatives were treated<br />

as held for trading <strong>and</strong> the underlying financial instruments were carried at amortised cost for loans <strong>and</strong> advances to<br />

customers or banks <strong>and</strong> debt securities in issue; <strong>and</strong><br />

- certain investments, such as equity investments, are managed <strong>and</strong> evaluated on a fair value basis in accordance<br />

with a documented risk management or investment strategy <strong>and</strong> reported to key management personnel on that<br />

basis, <strong>and</strong> are designated at fair value through profit or loss.<br />

2.8.2 Held-to-maturity financial assets<br />

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments <strong>and</strong> fixed maturities that<br />

the <strong>Group</strong>’s management has the positive intention <strong>and</strong> ability to hold to maturity. If the <strong>Group</strong> were to sell other than an<br />

insignificant amount of held-to-maturity assets, the entire category would be reclassified as available for sale.<br />

2.8.3 Loans <strong>and</strong> receivables<br />

Loans <strong>and</strong> receivables are non-derivative financial assets with fixed or determinable payments that are not quoted on an<br />

active market, other than: (a) those that the entity intends to sell immediately or in the short term, which are classified as held<br />

for trading, <strong>and</strong> those that the entity upon initial recognition designates as at fair value through profit or loss; (b) those that the<br />

entity upon initial recognition designates as available for sale; or (c) those for which the holder may not recover substantially<br />

all of its initial investment, other than for reason of credit deterioration. If the loan is irrecoverable, it is written-off <strong>and</strong><br />

recognised in revaluation expenses - impairment of loans. Loans are considered to be irrecoverable when all the necessary<br />

procedures of recovery have been performed <strong>and</strong> the amount of loss can be determined. <strong>The</strong> subsequent repayments of<br />

debts written off reduce the impairment loss recognised in the income statement, providing the repayments are received in the<br />

current year; if not, they increase the revenue.<br />

2.8.4 Available-for-sale financial assets<br />

Available-for-sale investments are those intended to be held for an indefinite period of time, <strong>and</strong> which may be sold in<br />

response to needs for liquidity or changes in interest rates, exchange rates or equity prices.<br />

2.8.4.1. Recognition of financial assets<br />

Regular purchases <strong>and</strong> sales of financial assets at fair value through profit or loss, held to maturity <strong>and</strong> available for sale are<br />

recognised at the trade-date – the date on which the <strong>Group</strong> commits to purchase or sell the asset.<br />

Financial assets are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value<br />

through profit or loss. Financial assets carried at fair value through profit or loss are initially recognised at fair value, <strong>and</strong><br />

transaction costs are expensed in the income statement. Financial assets are derecognised when the rights to receive cash<br />

flows from the financial assets have expired or where the <strong>Group</strong> has transferred substantially all risks <strong>and</strong> rewards of<br />

ownership. Financial liabilities are derecognised when they are extinguished − that is, when the obligation is discharged,<br />

cancelled or expires.<br />

93


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.8.4.2. Measurement of financial assets<br />

Available-for-sale financial assets <strong>and</strong> financial assets at fair value through profit or loss are subsequently carried at fair value.<br />

Loans <strong>and</strong> receivables <strong>and</strong> held-to-maturity investments are carried at amortised cost using the effective interest method.<br />

Gains <strong>and</strong> losses arising from changes in the fair value of the "financial assets at fair value through profit or loss" category are<br />

included in the income statement in the period in which they arise. Gains <strong>and</strong> losses arising from changes in the fair value of<br />

available-for-sale financial assets are recognised directly inother comprehensive income, until the financial asset is<br />

derecognised or impaired. At this time, the cumulative gain or loss previously recognised in equity is recognised in profit or<br />

loss. However, interest calculated using the effective interest method <strong>and</strong> foreign currency gains <strong>and</strong> losses on monetary<br />

assets classified as available for sale are recognised in the income statement. Dividends on available-for-sale equity<br />

instruments are recognised in the income statement when the entity’s right to receive payment is established.<br />

<strong>The</strong> fair values of investments listed on active markets are based on current bid prices. If there is no active market for a<br />

financial asset, the <strong>Group</strong> establishes fair value using valuation techniques. <strong>The</strong>se include the use of recent arm’s length<br />

transactions, discounted cash flow analysis <strong>and</strong> other valuation techniques commonly used by market participants.<br />

2.9 Impairment of assets<br />

2.9.1 Impairment of financial assets<br />

(a) Financial assets carried at amortised cost<br />

<strong>The</strong> <strong>Group</strong> assesses at balance sheet date whether there is objective evidence that a financial asset or group of financial<br />

assets is impaired. A financial asset or a group of financial assets is impaired <strong>and</strong> impairment losses are incurred if, <strong>and</strong> only<br />

if, there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the<br />

asset (a "loss event") <strong>and</strong> that a loss event (or events) has an impact on the estimated future cash flows of the financial asset<br />

or group of financial assets that can be reliably estimated. Objective evidence that a financial asset or group of assets is<br />

impaired includes observable data that comes to the attention of the <strong>Group</strong> about the following loss events:<br />

• significant financial difficulty of the issuer;<br />

• a breach of contract, such as a default or delayed payement of interest or principal amount;<br />

• the <strong>Group</strong> granting to the borrower, for economic or legal reasons relating to the borrower’s financial difficulty, a<br />

concession that the lender would not otherwise consider;<br />

• it is becoming probable that the borrower will enter bankruptcy or other financial reorganisation;<br />

• the disappearance of an active market for that financial asset because of financial difficulties; or<br />

• observable data indicating that there has been a measurable decrease in the estimated future cash flows from a<br />

group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified<br />

with the individual financial assets in the <strong>Group</strong>, including:<br />

- adverse changes in the payment status of borrowers in the <strong>Group</strong>; or<br />

- national or local economic conditions that correlate with defaults on the assets in the <strong>Group</strong>.<br />

<strong>The</strong> <strong>Group</strong> first assesses whether objective evidence of impairment exists individually for financial assets that are individually<br />

significant. If the <strong>Group</strong> determines that no objective evidence of impairment exists for an individually assessed financial<br />

asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics <strong>and</strong><br />

collectively assesses them for impairment. Assets that are individually assessed for impairment <strong>and</strong> for which an impairment<br />

loss is or continues to be recognised are not included in a collective assessment of impairment.<br />

If there is objective evidence that an impairment loss on loans <strong>and</strong> receivables or held-to-maturity investments carried at<br />

amortised cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount<br />

<strong>and</strong> the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at<br />

the financial asset’s original effective interest rate. <strong>The</strong> carrying amount of the asset is reduced through the use of an<br />

allowance account <strong>and</strong> the amount of the loss is recognised in the income statement. If a loan or held-to-maturity investment<br />

has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate<br />

determined under the contract. As a practical expedient, the <strong>Group</strong> may measure impairment on the basis of an instrument’s<br />

fair value using an observable market price. <strong>The</strong> calculation of the present value of the estimated future cash flows of a<br />

collateralised financial asset reflects the cash flows that may result from foreclosure less costs for obtaining <strong>and</strong> selling the<br />

collateral, whether or not foreclosure is probable.<br />

94


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk<br />

characteristics (using the valuation model of the <strong>Group</strong>, which takes into account the type of assets, industry, geographical<br />

location, type of investment, maturity <strong>and</strong> other relevant characteristics).<br />

Those characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the<br />

debtors’ ability to pay all amounts due according to the contractual terms of the assets being evaluated.<br />

Future cash flows in a group of financial assets that are collectively assessed for impairment are estimated on the basis of the<br />

contractual cash flows of the assets in the <strong>Group</strong> <strong>and</strong> historical loss experience, namely on the basis of similar credit risk<br />

exposure in the past. Historical loss experience is restated on the basis of current observable data to reflect the effects of<br />

current conditions that did not affect the period on which the historical loss experience is based <strong>and</strong> to remove the effects of<br />

conditions in the historical period that do not exist currently.<br />

Estimates of changes in future cash flows for groups of assets should reflect <strong>and</strong> be directly consistent with changes in<br />

related observable data from period to period (for example, changes in unemployment rates, property prices, payment status,<br />

or other factors indicative of changes in the probability of losses in the group <strong>and</strong> directly consistent with their magnitude). <strong>The</strong><br />

methodology <strong>and</strong> assumptions used for estimating future cash flows are reviewed regularly by the <strong>Group</strong> to reduce any<br />

differences between loss estimates <strong>and</strong> the actual loss .<br />

If, in a subsequent period, the amount of the impairment loss decreases <strong>and</strong> the decrease can be related objectively to an<br />

event occurring after the impairment was recognised (such as an improvement in the debtor’s credit rating), the previously<br />

recognised impairment loss is reversed by adjusting the allowance account. <strong>The</strong> amount of the reversal is recognised in the<br />

income statement.<br />

When an asset is uncollectible, it is written off against the allowance account for the asset. Such assets are written off after all<br />

the necessary procedures have been completed <strong>and</strong> the amount of the loss has been determined. Subsequent recoveries of<br />

amounts previously written off decrease the amount of the impairment charge in the income statement.<br />

(b) Financial assets classified as available for sale<br />

<strong>The</strong> <strong>Group</strong> assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of<br />

financial assets is impaired. In the case of equity investments classified as available for sale, a significant or prolonged<br />

decline in the fair value below their cost, a maximum period of 9 months from the date when the fair value of equity<br />

instruments first fell below the purchase price <strong>and</strong> has remained below the total period of 9 months is taken into account,<br />

while in determination of a significant decrease in the assessment of fair value, the management takes into account at least<br />

40% reduction in the fair value.<br />

If any such evidence exists, the cumulative loss – measured as the difference between the acquisition cost <strong>and</strong> the current<br />

fair value, less any impairment loss on the financial asset previously recognised in profit or loss – is removed from equity <strong>and</strong><br />

recognised in the income statement. If, in a subsequent period, the fair value of a debt instrument classified as available for<br />

sale increases <strong>and</strong> the increase can be objectively related to an event occurring after the impairment loss was recognised in<br />

profit or loss, the impairment loss is reversed through the income statement.<br />

2.9.2 Impairment of non-financial assets<br />

Intangible assets which are not subject to amortisation are tested annually for impairment. Assets that are subject to<br />

amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount<br />

may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its<br />

recoverable amount. <strong>The</strong> recoverable amount is determined for an individual asset, unless the asset does not generate cash<br />

inflows that are largely independent of those from other assets or groups of assets. In such case, the recoverable amount is<br />

established for a cash-generating unit i.e. the smallest identifiable group of assets that generates cash inflows that are largely<br />

independent of the cash inflows from other assets or groups of assets. <strong>The</strong> criterion for determining the cash-generating units<br />

is the individual business area of the <strong>Group</strong>. <strong>The</strong> recoverable amount of an asset or a cash-generating unit is the higher of its<br />

fair value less costs to sell <strong>and</strong> its value in use.<br />

2.10 Inventories<br />

Inventories are stated at the lower of cost <strong>and</strong> net realisable value. Cost is determined using the weighted average cost<br />

method. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable selling<br />

expenses.<br />

95


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.11 Offsetting financial instruments<br />

Financial assets <strong>and</strong> liabilities are offset <strong>and</strong> the net amount reported in the balance sheet only when there is a legally<br />

enforceable right to offset the recognised amounts <strong>and</strong> there is an intention to settle on a net basis, or to realise the asset <strong>and</strong><br />

settle the liability simultaneously.<br />

2.12 Cash <strong>and</strong> cash equivalents<br />

Cash <strong>and</strong> cash equivalents include cash in h<strong>and</strong> <strong>and</strong> dem<strong>and</strong> deposits held with banks. <strong>The</strong> <strong>Group</strong> reports cash flows from<br />

operating activities using the indirect method, whereby profit or loss is restated for the effects of transactions of a non-cash<br />

nature, any deferrals or accruals of past or future operating cash receipts or payments, <strong>and</strong> items of income or expense<br />

associated with investing or financing cash flows.<br />

2.13 Share capital <strong>and</strong> dividend distribution<br />

Ordinary <strong>and</strong> preference shares are equity. Incremental costs directly attributable to the issue of new shares or options or to<br />

the acquisition of a business are shown in equity as a deduction, net of tax, from the proceeds.<br />

Where the Company or another member of the <strong>Group</strong> purchases the Company's equity share capital, the consideration paid<br />

is deducted from total shareholders’ equity. Where such shares are subsequently sold or reissued, any consideration received<br />

is included in the shareholders’ equity.<br />

Dividends on ordinary <strong>and</strong> preference shares are recognised as a liability in the period in which they are approved by the<br />

Company's shareholders. Dividends for the year that are declared after the balance sheet date <strong>and</strong> before the financial<br />

statements are authorised for issue are disclosed in the subsequent events note (see Note 30).<br />

2.14 Insurance <strong>and</strong> investment contracts<br />

<strong>The</strong> <strong>Group</strong> issues contracts that transfer insurance risk or financial risk, or both. Insurance contracts are those contracts that<br />

transfer significant insurance risk. Such contracts may also transfer financial risk. As a general guideline, the <strong>Group</strong> defines<br />

as significant insurance risk the possibility of having to pay benefits on the occurrence of an insured event that are at least<br />

10% above the benefits payable if the insured event did not occur.<br />

Investment contracts are those contracts that transfer financial risk with no significant insurance risk.<br />

Traditional life insurance contracts <strong>and</strong> investment contracts include the possibility of discretionary participation in the positive<br />

result realised through management of assets from said contracts (hereinafter: DPF). <strong>The</strong> possibility of discretionary<br />

participation is a contractual right to a<strong>dd</strong>itional benefits supplementary to guaranteed benefits, namely:<br />

- benefits which are likely to represent a significant share of the total contract benefits;<br />

- benefits whose amount or time frame is specified by the insurer; <strong>and</strong><br />

- benefits which are contractually based on:<br />

• the success of a given category of contracts or certain types of contracts;<br />

• realised <strong>and</strong>/or unrealised investment returns on a specific pool of assets held by the issuer; or<br />

• the profit of the company, cover of assurance or other entity that issues the contract.<br />

Traditional life insurance contracts with DPF <strong>and</strong> investment contracts with DPF contain an agreed insurance sum or annuity<br />

(calculated under the premise of achieving a certain rate of return on accumulated assets) <strong>and</strong> an a<strong>dd</strong>itional possibility of the<br />

insured’s participation in the <strong>Group</strong>’s realised profits in the segments of life insurance <strong>and</strong> annuity insurance at the end of the<br />

financial period <strong>and</strong>/or with regard to the profitability of assets if higher than the pre-calculated amounts. <strong>The</strong> basis for<br />

determining the amounts of discretionary participation of the insured <strong>and</strong> the percentage vary between individual insurance<br />

products <strong>and</strong> are defined in the insurance terms.<br />

Insurance <strong>and</strong> financial life insurance contracts are defined as contracts with DPF because the interest rate used at the time<br />

of preparing the product <strong>and</strong> calculating the agreed insurance sum or annuity was lower than the expectations at the time with<br />

regard to commercial interest rates. A<strong>dd</strong>itional benefits for the policyholder were expected at the stage of preparing the<br />

insurance product, which represents a discretionary right to a<strong>dd</strong>itional benefits.<br />

96


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.14.1 Insurance contracts<br />

2.14.1.1 Recognition <strong>and</strong> measurement<br />

<strong>The</strong> <strong>Group</strong> offers four main categories of insurance contracts, depending on the duration of risk <strong>and</strong> whether or not the terms<br />

<strong>and</strong> conditions are fixed:<br />

• Property insurance contracts<br />

• Health insurance contracts<br />

• Life insurance contracts with DPF<br />

• Unit-linked life insurance contracts<br />

2.14.1.2 Property insurance contracts<br />

This category includes accident insurance, insurance of l<strong>and</strong> vehicles, fire <strong>and</strong> other damage insurance, liability insurance,<br />

financial loss insurance, transport insurance, credit <strong>and</strong> suretyship insurance, <strong>and</strong> insurance of assistance <strong>and</strong> costs of<br />

procedures. This mainly involves short-term insurance contracts, with the exception of credit insurance.<br />

In accident insurance, in a<strong>dd</strong>ition to the basic insured risks such as disability <strong>and</strong> death, policyholders mainly opt for a<strong>dd</strong>itional<br />

insurance coverage such as daily accident insurance, daily insurance in the event of hospital treatment due to an accident,<br />

<strong>and</strong> daily insurance in the event of prolonged treatment in a medical facility due to an accident. In a<strong>dd</strong>ition to the<br />

aforementioned risks, an insurance policy may also be taken out for the event of death in a traffic accident, reimbursement of<br />

medical expenses, funeral costs in the event of the insured’s death, <strong>and</strong> reimbursement of accommodation costs for adult<br />

supervisors in the case of insuring schoolchildren.<br />

L<strong>and</strong> motor vehicle insurance covers material damage (partial or total loss of the vehicle’s value) which might result from<br />

traffic accidents, natural disasters, theft, fire, malicious acts <strong>and</strong> other insured risks.<br />

Car insurance falls under the category of m<strong>and</strong>atory traffic insurance <strong>and</strong> must be ensured by every owner of a motor vehicle<br />

prior to beginning to use the vehicle in traffic. This applies to all types of motor vehicles which require registration. <strong>The</strong> <strong>Group</strong><br />

reimburses the injured party for damages incurred as a result of the use or possession of the vehicle causing the damage.<br />

<strong>The</strong> insurance also provides coverage of property (destruction, accidental damage) as well as non-property damage (bodily<br />

injury, health conditions or death), providing the insured with total property security. <strong>The</strong> amount of indemnification is limited in<br />

both cases by the legally defined minimum insurance sum.<br />

Fire insurance covers real <strong>and</strong> moveable property from the risk of fire, lightning, explosion, hailstorm, windstorm, crash of the<br />

insured’s motor vehicle <strong>and</strong> work machinery, airplane crash <strong>and</strong> public manifestations <strong>and</strong> demonstrations. By special<br />

agreement <strong>and</strong> subject to an a<strong>dd</strong>itional premium, it is also possible to include insurance coverage in the event of flooding,<br />

water spill, l<strong>and</strong>slide, avalanche, spill of fluids or gases, self-combustion of inventories <strong>and</strong> spill of glowing mass in industrial<br />

environments. A<strong>dd</strong>itionally, insurance coverage can extend to earthquake <strong>and</strong> torrential flooding. Insurance can be taken out<br />

on new or actual value.<br />

In the context of the insurance category "Other indemnity insurance", the following subcategories are of significance<br />

according to the amount of the premium: home insurance for insuring domestic non-fixed assets, machinery malfunction to<br />

insure machinery <strong>and</strong> its parts, burglary insurance to insure moveable property from burglary <strong>and</strong> theft, building insurance,<br />

insurance of computers <strong>and</strong> glass.<br />

General liability insurance covers damages from indemnification claims enforced by third parties against the insured due to a<br />

su<strong>dd</strong>en event which resulted in damage to persons or things. <strong>The</strong> key element of this insurance category is insurance of<br />

general liability, including employer liability. Other important subcategories include: forwarding, manufacturer, project<br />

engineering, medical <strong>and</strong> accounting liability. To a smaller degree, other forms of professional liability insurance are traded:<br />

professional liability of attorneys, insurance agents, real estate agents, surveyors, members of management boards <strong>and</strong><br />

supervisory boards, liability of auditing firms <strong>and</strong> other legally prescribed professional liability insurance types.<br />

<strong>The</strong> category of financial loss insurance includes insurance for the event of halting the working process due to fire or machine<br />

breakage, <strong>and</strong> insurance of public events. <strong>The</strong> former are taken as a<strong>dd</strong>itional insurances against fire <strong>and</strong> machine breakage<br />

insurance, <strong>and</strong> events are insured independently. Insurance of halted production processes involves insurance of fixed costs<br />

which the insured was unable to cover due to the fire or machine breakage. By special agreement, insurance may also<br />

97


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

include profits which the policyholder was unable to realise during the halt in production. Insurance of events covers damages<br />

incurred by the organiser in the event of cancellation of an event due to weather, <strong>and</strong> by special agreement also if the<br />

cancellation occurs as a result of natural or administrative force majeure, or due to fire or explosion.<br />

Transport insurance includes coverage of goods in domestic <strong>and</strong> international transport, comprehensive insurance of boats<br />

<strong>and</strong> airplanes, liability insurance of the owner or authorised user of the boat or airplane, insurance of the transporter’s liability<br />

in road traffic, insurance of the forwarding agent’s liability <strong>and</strong> insurance of maritime agents. <strong>The</strong> quote is also customised to<br />

fit the needs of the policyholder in the field of liability insurance, or in case of damage to goods under the FIATA bill of lading,<br />

<strong>and</strong> we also design <strong>and</strong> provide more specific insurance policies such as liability coverage for repairers of boats, marina <strong>and</strong><br />

harbour managers, <strong>and</strong> insurance of risk borne by constructors of boats <strong>and</strong> shipyards.<br />

Credit insurance marketed by the <strong>Group</strong> covers failure to pay contractual obligations for whatever reason <strong>and</strong> comprises<br />

insurance of commercial loans, insurance of loans for investment in real property, bank overdraft limits, etc. In the segment of<br />

suretyship insurance, the policyholder is provided with a guarantee for earnest deposits, good performance of works, repair of<br />

malfunctions during the warranty period, payment of customs duties, for the event of insolvency of tourist organisations, for<br />

ensuring the payment of goods <strong>and</strong> services acquired through use of a credit card, guarantees for TIR carnets, etc.<br />

Insurance of assistance costs provides the policyholder with emergency assistance either in relation to vehicles in the event of<br />

malfunction or traffic accident, or in relation to an apartment or house when normal residence is impossible due to the su<strong>dd</strong>en<br />

emergence of events, or when emergency assistance is needed when travelling abroad. In insuring the costs of procedures,<br />

the most important feature is the insurance of legal aid, which provides the policyholder with coverage of attorney fees.<br />

In all of the above contracts, premiums accrue when they become payable by the policyholder. Premiums contain all costs in<br />

a<strong>dd</strong>ition to premiums, including the agency fee, except taxes. <strong>The</strong> part of the premiums from valid insurance contracts which<br />

refers to unexpired insurance coverage on the balance sheet date is presented as unearned premium reserve <strong>and</strong> represents<br />

a liability of the <strong>Group</strong>. Accrued premiums less changes in unearned premium reserves are recognised as revenue.<br />

<strong>The</strong> amounts of damage <strong>and</strong> appraisal costs are recognised as liabilities at the time the claim was incurred. Claims incurred<br />

but not fully resolved as at the balance sheet date are recognised as provisions for claims. Liabilities for claims incurred <strong>and</strong><br />

reported as at the balance sheet date are formed on the basis of individual appraisal of claims. Liabilities for claims incurred<br />

but not reported as at the balance sheet date are assessed through statistical analysis. Liabilities for claims are further<br />

increased by the estimated costs of resolving such claims. Accrued indemnifications/insurance amounts, including costs of<br />

appraisal <strong>and</strong> resolution of cliams, increased by the difference of provisions for claims, are recognised as an expense.<br />

2.14.1.3 Health insurance contracts<br />

<strong>The</strong> <strong>Group</strong> offers three of the four types of optional health insurance as set forth by the Health Care <strong>and</strong> Health Insurance Act<br />

(ZZVZZ), namely supplementary health insurance, extra health insurance <strong>and</strong> parallel health insurance.<br />

Supplementary health insurance covers the difference between the health care costs under Art. 23 of ZZVZZ <strong>and</strong> the share of<br />

these costs which is covered under m<strong>and</strong>atory health insurance or part of this difference where the extra payable amount<br />

relates to the right to medical products included on the list of interchangeable medical products, medical aids <strong>and</strong> technical<br />

accessories.<br />

Extra health insurance covers the costs of health services <strong>and</strong> related services <strong>and</strong> supply of medical products <strong>and</strong> medical<br />

aids <strong>and</strong> technical accessories, <strong>and</strong> the costs involved in cash payouts which are not part of m<strong>and</strong>atory health insurance <strong>and</strong><br />

are not covered under supplementary or substitute health insurance.<br />

Parallel health insurance covers the costs of health services <strong>and</strong> related services, <strong>and</strong> supply of medical products <strong>and</strong><br />

medical aids <strong>and</strong> technical accessories which, although they constitute entitlement under m<strong>and</strong>atory health insurance, are<br />

pursued by the insured under alternative procedures <strong>and</strong> under different conditions than those regulated under m<strong>and</strong>atory<br />

health insurance.<br />

<strong>The</strong> <strong>Group</strong> concludes long-term insurance contracts on the basis of monthly or annual premiums.<br />

In a<strong>dd</strong>ition to the above, the <strong>Group</strong> also offers travel insurance abroad with assistance from CORIS, which covers the costs of<br />

medical treatment <strong>and</strong> emergency transport. <strong>The</strong>se insurance policies are short term in nature.<br />

<strong>The</strong> premium is recognised as revenue when the policyholder’s obligation to pay falls due. Premiums contain all costs in<br />

a<strong>dd</strong>ition to premiums, including the agency fee, except taxes. <strong>The</strong> part of the premiums from valid insurance contracts which<br />

98


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

refers to unexpired insurance coverage on the balance sheet date is presented as unearned premium reserve. Accrued<br />

premiums less changes in unearned premium reserves are recognised as revenue.<br />

<strong>The</strong> amounts of claims <strong>and</strong> appraisal costs are recognised as an appraised liability at the time the claim was incurred. Claims<br />

incurred but not fully resolved as at the balance sheet date are recognised as provisions for claims. Provisions for claims<br />

incurred <strong>and</strong> reported as at the balance sheet date are formed on the basis of individual appraisal of claims. Provisions for<br />

claims incurred but not reported as at the balance sheet date are assessed through statistical analysis. Provisions for claims<br />

are further increased by the estimated costs of resolving such claims. Accrued indemnifications/insurance amounts, including<br />

costs of appraisal <strong>and</strong> resolution of claims, increased by the difference of provisions for claims, are recognised as an<br />

expense.<br />

Insurance companies offering supplementary health insurance are included in compensatory schemes under ZZVZZ, which<br />

offset the differences in the medical costs between different structures of insured with individual insurance companies with<br />

regard to gender <strong>and</strong> age. As a compensatory scheme payer, the <strong>Group</strong> recognises these expenses as damage expenses.<br />

2.14.1.4 Long-term insurance contracts with included guarantees <strong>and</strong> DPF<br />

<strong>The</strong>se contracts include contracts insuring events related to the insured’s life (e.g. death, maturity) over a longer period of<br />

time. <strong>The</strong> premium is recognised as revenue when the policyholder’s obligation to pay falls due. Premiums are disclosed<br />

before deduction of expenses.<br />

Liabilities stemming from the insurance contract are recorded as expenses as they are incurred.<br />

Liabilities for anticipated future contract entitlements are recorded at the recognition of premiums. For long-term life insurance<br />

contracts with included guarantees, the liabilities on the valuation date are formed in the amount of current values of the<br />

<strong>Group</strong>’s anticipated future liabilities less the current estimate of future premiums to be paid in on the basis of concluded<br />

insurance policies (prospective method). <strong>The</strong> <strong>Group</strong> uses reduction in insurance liabilities in terms of the Zillmer method. <strong>The</strong><br />

Zillmer method is an actuarial method used in traditional life insurance business for deferral of acquisition costs (reduction in<br />

mathematical provisions). <strong>The</strong> Zillmer amount for an individual contract does not exceed 3.5% of the insured sum. Negative<br />

mathematical provisions are set to 0.<br />

<strong>The</strong> assumptions used in the assessment of iabilities also take into account the risk adjustment.<br />

Liabilities also include liabilities connected with the distribution of a surplus to holders of life insurance policies. In accordance<br />

with the insurance terms, only a valid contract of mixed insurance <strong>and</strong> insurance in annuities which has been in place for at<br />

least 24 months at the end of the financial period is included in the distribution of a surplus.<br />

<strong>The</strong> surplus in endowment life insurances is a<strong>dd</strong>ed at the end of each year as an a<strong>dd</strong>itional premium, <strong>and</strong> consequently the<br />

sum insured is increased. An a<strong>dd</strong>itional insured sum is paid out in the event of death or maturity. For annuity insurance, the<br />

a<strong>dd</strong>ition of the surplus during the time of postponement of pension increases the agreed sum of the annuity. <strong>The</strong> surplus can<br />

be distributed due to higher yield of investments, under-mortality (over-mortality for annuities) or lower expenses than<br />

anticipated <strong>and</strong> provided for.<br />

In accordance with insurance terms, the distribution of profits attributable to life insurance is within the discretion of the<br />

management, which passes a resolution each year setting the amount of participation in the surplus. This amount is not<br />

specified in the internal regulations.<br />

In the case of insurance contracts with a single payment of the premium, or when the period of premium payments is shorter<br />

than the period during which the entitlements from the insurance contract are created, the surplus of premiums which have<br />

fallen due is deferred <strong>and</strong> recognised as revenue as <strong>and</strong> when entitlements from the insurance contract fall due, i.e. in<br />

accordance with anticipated future entitlements. Deferred revenue on the balance sheet date is recognised as a liability. For<br />

life insurance (with the exception of extra accident insurance policies), this part is recognised under liabilities from insurance<br />

contracts. For extra accident insurance policies, this part is disclosed as a liability for the unearned premium. <strong>The</strong> liability is<br />

formed using the pro-rata method for all insurance contracts which do not involve monthly payments <strong>and</strong> is calculated for<br />

each insurance contract individually.<br />

In the context of the remaining obligations under insurance contracts, the <strong>Group</strong> recognised liabilities for unexpired risks for<br />

insurance products of supplementary accident insurance, for which a sufficient amount of the premium was charged to cover<br />

the risk <strong>and</strong> cost.<br />

99


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

As the <strong>Group</strong> has no reinsurance to partially cover its liabilities from such contracts, the reinsurance part of liabilities is zero<br />

as at 31 December 2009.<br />

Liabilities are calculated on the balance sheet date on the basis of the assumptions applicable at the time of concluding such<br />

contracts, or in certain cases on the assumptions which the <strong>Group</strong> adopted during the insurance term. <strong>The</strong> assumptions<br />

a<strong>dd</strong>itionally take into account an adjustment for unanticipated deviations.<br />

Liabilities from claims incurred <strong>and</strong> reported <strong>and</strong> from claims incurred but not reported represent estimated amounts for:<br />

• claims settled, but not paid out as of the balance sheet date;<br />

• incurred but not reported claims as of the balance sheet date (IBNR);<br />

• incurred but not fully reported claims as of the balance sheet date (IBNFR);<br />

• estimated expenses related to claims h<strong>and</strong>ling.<br />

Liabilities for reported but not yet resolved claims are recognised based on the estimated amount <strong>and</strong> are regularly reviewed.<br />

Accident insurance liabilities related to incurred but not reported claims are determined for accident insurance based on the<br />

statistical method, <strong>and</strong> for other life insurances based on the trend method.<br />

<strong>The</strong> liabilities also include expenses related to claims h<strong>and</strong>ling in the lump sum amount of 2.5% of total liabilities. Claims<br />

liabilities are not discounted. In accordance with the reinsurance contract, the <strong>Group</strong> discloses the reinsurance part of its<br />

liabilities attributable to claims as reinsurance assets.<br />

2.14.1.5 Long-term unit-linked insurance contracts<br />

Unit-linked insurance contracts cover insurance events referring to the life of the policyholder (in the event of death <strong>and</strong><br />

maturity) for a longer term. A unit-linked insurance contract is a contract where the contractual payments are invested in units<br />

of an internal or external investment fund selected by the policyholder. In accordance with accounting st<strong>and</strong>ards, the financial<br />

<strong>and</strong> insurance parts of the contract do not need to be separated, <strong>and</strong> their accounting does not need to be conducted<br />

separately. Liabilities arising from those contracts are recognised at fair value to income.<br />

<strong>The</strong> premium is recognised as revenue when the policyholder’s obligation to pay falls due. <strong>The</strong> <strong>Group</strong> discloses its liabilities to<br />

its policyholders under liabilities related to unit-linked insurance contracts, in accordance with the relevant individual insurance<br />

contract <strong>and</strong> product.<br />

Liabilities are increased by premiums <strong>and</strong> decreased by costs. Furthermore, the amount of liabilities takes into account<br />

changes in the value of fund unit prices <strong>and</strong> is reduced by the management fees <strong>and</strong> risk premium. In the event of<br />

redemption, the liabilities are reduced <strong>and</strong> the redemption value equals the <strong>Group</strong>’s liabilities less exit fees charged in the<br />

event of redemption or upon termination of insurance.<br />

It is assumed that the risk premiums charged in an individual time period for the expected population mortality are adequate to<br />

cover the insurance claims from entitlements in the event of death which exceed the value of units on individual personal<br />

accounts of the policyholders. A<strong>dd</strong>itional liabilities in regard of such claims are therefore not disclosed. <strong>The</strong> risk premium for<br />

an individual insurance contract is calculated on a monthly basis according to the asset value.<br />

For an individual long-term unit-linked life insurance contract, the balance of liabilities as at the balance sheet date equals the<br />

sum of the value of units on the balance sheet date, not evaluated net premiums paid, the revised claims <strong>and</strong> a<strong>dd</strong>itional<br />

liability. <strong>The</strong> balance also includes the revised claims, as the financial statements are prepared on the basis of the invoiced<br />

premium.<br />

<strong>The</strong> <strong>Group</strong> defers costs with regards to those relating to paid commission - that is, when the dynamics of the<br />

payment of fees is different from the dynamics of calculated acquisition costs. Commission costs are deferred only with<br />

regards to life insurance for which the Zillmer method is not applied in the calculation of liabilities. Nor is the Zillmer method<br />

applied where the dynamics of the payment of fees is consistent with the dynamics of accrued acquisition costs.<br />

2.14.1.6 Deferred policy acquisition costs (DAC)<br />

Commissions <strong>and</strong> other acquisition costs for unit-linked insurance contracts that vary with <strong>and</strong> are related to securing new<br />

contracts <strong>and</strong> renewing existing contracts are deferred <strong>and</strong> charged to the income statement in proportion to <strong>and</strong> over the<br />

100


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

period when premium allocations to the unit-linked insurance liability are reduced for upfront charges. For property insurance<br />

contracts a proportional share of acquisition costs is deducted from the unearned premium reserves. For life insurance<br />

contracts with DPF <strong>and</strong> investment contracts with DPF, acquisition costs are deducted from mathematical provisions.<br />

.<br />

2.14.1.7 Liability adequacy test<br />

On each balance sheet date, contract liability adequacy tests are carried out. <strong>The</strong> <strong>Group</strong> assesses at each reporting date<br />

whether its recognised insurance liabilities are adequate, using current estimates of future cash flows under its insurance<br />

contracts, appraisal costs <strong>and</strong> administration costs, as well as financial income from the investments to cover these liabilities.<br />

If this estimate shows that the carrying amount of insurance liabilities is not appropriate in terms of estimated future cash<br />

flows, the entire amount of the deficit is recognised in the profit or loss.<br />

<strong>The</strong> liability adequacy test is done on the basis of recognised gross liabilities. <strong>The</strong> relevant insurance assets are considered<br />

separately. In carrying out the liability adequacy test, the insurance considers only liabilities which stem from contracts listed<br />

under the insurance contract category according to the st<strong>and</strong>ard. <strong>The</strong>se liabilities include liabilities for unearned premiums,<br />

liabilities from insurance contracts, deferred agency fee costs, claims liabilities <strong>and</strong> other liabilities.<br />

If the liability adequacy test indicates inadequate liabilities, the calculation of liabilities from such insurance contracts in future<br />

periods is done on the basis of the assumption of the test which showed inadequate disclosure of liabilities.<br />

2.14.1.8 Reinsurance contracts<br />

Contracts entered into by the <strong>Group</strong> with reinsurers under which the <strong>Group</strong> is compensated for losses on one or more<br />

contracts issued by the <strong>Group</strong> <strong>and</strong> that meet the classification requirements for insurance contracts are classified as<br />

reinsurance contracts held.<br />

<strong>The</strong> benefits to which the <strong>Group</strong> is entitled under its reinsurance contracts held are recognised as reinsurance assets. <strong>The</strong>se<br />

assets consist of short-term balances due from reinsurers, as well as long-term receivables that are dependent on the<br />

expected claims <strong>and</strong> benefits arising under the related reinsured insurance contracts. Amounts recoverable from or due to<br />

reinsurers are measured consistently with the amounts associated with the reinsured insurance contracts <strong>and</strong> in accordance<br />

with the terms of each reinsurance contract. Reinsurance liabilities are primarily premiums payable for reinsurance contracts<br />

<strong>and</strong> are recognised as an expense when due.<br />

<strong>The</strong> <strong>Group</strong> assesses its reinsurance assets for impairment on a regular basis. If there is objective evidence that the<br />

reinsurance asset is impaired, the <strong>Group</strong> reduces the carrying amount of the reinsurance asset to its recoverable amount <strong>and</strong><br />

recognises the impairment loss in the income statement.<br />

2.14.1.9 Receivables <strong>and</strong> payables related to insurance contracts<br />

Receivables <strong>and</strong> payables are recognised when due. <strong>The</strong>se include amounts due to <strong>and</strong> from agents, brokers <strong>and</strong> insurance<br />

contract holders. If there is objective evidence that the insurance receivable is impaired, the <strong>Group</strong> reduces the carrying<br />

amount of the insurance receivable accordingly <strong>and</strong> recognises that impairment loss in the income statement.<br />

2.14.1.10 Salvage <strong>and</strong> subrogation reimbursements<br />

Some insurance contracts permit the <strong>Group</strong> to sell (usually damaged) property acquired in settling a claim (i.e. salvage). <strong>The</strong><br />

<strong>Group</strong> may also have the right to pursue third parties for payment of some or all costs (i.e. subrogation).<br />

Estimates of salvage recoveries are included as an allowance in the measurement of the insurance liability for claims, <strong>and</strong><br />

salvage property is recognised in other assets when the liability is settled. <strong>The</strong> allowance is the amount that can reasonably<br />

be recovered from the disposal of the property.<br />

Subrogation reimbursements are also considered as an allowance in the measurement of the insurance liability for claims <strong>and</strong><br />

are recognised in other assets when the liability is settled. <strong>The</strong> allowance is the assessment of the amount that can be<br />

recovered from action against the liable third party.<br />

101


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.14.2 Investment contracts<br />

Investment contracts are contracts which involve financial risk without significant insurance risk.<br />

All of the <strong>Group</strong>’s investment contracts include the option of discretionary participation, giving policyholders the right to<br />

participate in the generated surplus over the guaranteed returns through management of assets which relate to such<br />

investment contracts. <strong>The</strong> attribution of the generated surplus is the discretionary right of the management.<br />

In this category the <strong>Group</strong> includes voluntary supplementary pension insurance under the PN-A01 pension plan, <strong>and</strong> annuity<br />

contracts with specific periods of pay-ins <strong>and</strong> payouts with a fixed (technical) interest rate.<br />

Voluntary supplementary pension insurance is based on the Pension <strong>and</strong> Disability Insurance Act. It provides extra pension<br />

savings <strong>and</strong> ensures receiving pension benefits until death. <strong>The</strong> pension basis is a collective pension plan which a company<br />

subscribing to the collective insurance contract, wishing to take care of its employees, may join with a minimum of 51% of all<br />

employees. Through this type of insurance, employees of the company subscribing to the insurance contract invest in assets<br />

held in special personal pension accounts. <strong>The</strong> paid-in assets accrue interest with a guaranteed return which is at least 60%<br />

of the interest rate on long-term government securities with a maturity of more than one year. Based on accumulated assets,<br />

an a<strong>dd</strong>itional pension will be calculated when the insured retires. Each policy is entitled to the distribution of a surplus from<br />

higher returns than the guaranteed return, which is generated through the long-term business fund. <strong>The</strong> profit generated is<br />

distributed among the insured in the form of regular <strong>and</strong> final bonuses, as per the insurance conditions. <strong>The</strong> amount of the<br />

regular bonus is set each year by the management depending on the market value of assets held in the long-term business<br />

fund.<br />

Limited-time annuity insurance is a new form of savings which represents a source of income for a specific period, <strong>and</strong> the<br />

insured chooses the term of savings <strong>and</strong> the term of annuity payouts. <strong>The</strong> <strong>Group</strong> guarantees the payout of agreed annuities,<br />

which can be increased during the term of the contract at the expense of the insured’s participation in the profits realised<br />

within the insurance category.<br />

Premiums attributable to investment contracts with DPF are recognised in the same way as with life insurance contracts with<br />

DPF.<br />

At the end of the business year, the <strong>Group</strong> determines the DPF distribution based on the realised result/returns on the pool of<br />

assets relating to the investment contracts (DPF portion). This amount is a<strong>dd</strong>ed to the liabilities from investment contracts with<br />

DPF, <strong>and</strong> no unallocated DPF portion remains as of the end of the year.<br />

Obligations <strong>and</strong> revenue from financial contracts are calculated <strong>and</strong> recognised in the accounts in the same way as with the<br />

mixed life insurance component of the DPF.<br />

Where the resulting liability is lower than the sum of the amortised cost of the guaranteed element of the contract <strong>and</strong> the<br />

intrinsic value of the surrender option embe<strong>dd</strong>ed in the contract, it is restated <strong>and</strong> any shortfall is recognised immediately in<br />

the income statement.<br />

Unearned premium <strong>and</strong> claim reserves are calculated in the same manner as in the case of life insurance contracts with DPF.<br />

Mathematical reserves for annuities contracts for a limited time are calculated based on the prospective net Zillmer method.<br />

Its value is calculated as the current value of future payments of agreed annuities, including payment commissions, restated<br />

for the current value of future technical premiums that will be paid based on those annuity contracts.<br />

Mathemtical reserves from long-term pension insurance contracts are computed as the mathematical product of the value per<br />

unit of the long-term business fund <strong>and</strong> the number of units held on the reporting date. <strong>The</strong> calculation is made for each<br />

policy. This covers the liability to the policyholder. In a<strong>dd</strong>ition, the <strong>Group</strong> forms an a<strong>dd</strong>itional liability for surplus returns over<br />

the guaranteed returns (for attribution of regular <strong>and</strong> final bonuses).<br />

102


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.15 Borrowings<br />

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at<br />

amortised cost; any difference between the amount at initial recognition <strong>and</strong> the redemption value is recognised in the income<br />

statement over the period of the borrowings using the effective interest method.<br />

Borrowings are classified as current liabilities unless the <strong>Group</strong> has an unconditional right to defer settlement of the liability for<br />

at least 12 months after the balance sheet date.<br />

If the <strong>Group</strong> purchases its own debt, it is removed from the balance sheet <strong>and</strong> the difference between the carrying amount of<br />

the liability <strong>and</strong> the consideration paid is included in investment income.<br />

2.16 Derivative financial instruments <strong>and</strong> accounting point of hedging<br />

Derivative financial instruments including futures <strong>and</strong> forwards, swaps <strong>and</strong> options are initially recognised at fair value on the<br />

balance sheet date. Fair values are obtained from quoted market prices on active markets, including recent market<br />

transactions, <strong>and</strong> valuation techniques, including discounted cash flow models <strong>and</strong> options pricing models, as appropriate. All<br />

derivatives are carried as assets when fair value is positive <strong>and</strong> as liabilities when fair value is negative.<br />

<strong>The</strong> method of recognising the resulting fair value gain or loss depends on whether the derivative is designated as a hedging<br />

instrument, <strong>and</strong> if so, the nature of the item being hedged. <strong>The</strong> <strong>Group</strong> uses derivative financial instruments for hedging future<br />

cash flows which are attributable to assets, liabilities <strong>and</strong> future business.<br />

From an accounting point of view, hedging is used only under specific conditions.<br />

<strong>The</strong> <strong>Group</strong> documents at the inception of the transaction the relationship between hedging instruments <strong>and</strong> hedged items, as<br />

well as its risk management objective <strong>and</strong> strategy for undertaking various hedging transactions. <strong>The</strong> <strong>Group</strong> also documents<br />

its assessment, both at hedge inception <strong>and</strong> on an ongoing basis, of whether the derivatives that are used in hedging<br />

transactions are expected to be <strong>and</strong> have been highly effective in offsetting changes in fair values or cash flows of hedged<br />

items. <strong>The</strong> <strong>Group</strong> assesses the success of hedging at the time of transaction <strong>and</strong> for the duration of hedging.<br />

Cash flow hedges<br />

<strong>The</strong> effective portion of changes in the fair value of derivatives that are designated <strong>and</strong> qualify as cash flow hedges is<br />

recognised in other comprehensive income. <strong>The</strong> gain or loss relating to any ineffective portion is recognised immediately in<br />

the income statement within net fair value gains on financial assets at fair value through profit or loss.<br />

Amounts recognised directly in other comprehensive income are recycled into the income statement in the periods in which<br />

the hedged item affects profit or loss.<br />

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any<br />

cumulative gain or loss existing in equity at that time remains in other comprehensive income <strong>and</strong> is recognised when the<br />

forecast transaction is ultimately recognised in the income statement. However, when a forecast transaction is no longer<br />

expected to occur, the cumulative gain or loss that was reported in other comprehensive income is immediately transferred to<br />

the income statement.<br />

2.17 Trade payables<br />

Trade payables are recognised initially at fair value <strong>and</strong> subsequently measured at amortised cost using the effective interest<br />

rate method.<br />

2.18 Income tax<br />

2.18.1 Current tax<br />

<strong>The</strong> <strong>Group</strong> charges taxes in accordance with the provisions of the legislation applicable in individual countries in which the<br />

<strong>Group</strong>’s subsidiaries are located. In Slovenia, the corporate income tax rate for the year 2009 is 21%. In the year 2010 the tax<br />

rate will be 20%.<br />

103


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2.18.2 Deferred tax<br />

Deferred tax is provided in full, using the balance sheet liability method, on temporary differences arising between the tax<br />

bases of assets <strong>and</strong> liabilities <strong>and</strong> their carrying amounts in the consolidated financial statements. In accordance with the initial<br />

recognition exemption, deferred taxes are not recorded for temporary differences on initial recognition of an asset or a liability in<br />

a transaction other than a business combination if the transaction, when initially recorded, affects neither accounting nor taxable<br />

profit. Deferred income tax is determined using tax rates (<strong>and</strong> laws) that have been enacted or substantively enacted by the<br />

balance sheet date <strong>and</strong> are expected to apply when the related deferred tax asset is realised or the deferred tax liability is<br />

settled.<br />

Deferred tax assets are the amounts of taxable profits, which will be available in future periods for deductible temporary<br />

differences, unused tax losses <strong>and</strong> unused tax credits carried forward to the next period. Deferred tax liabilities are the<br />

amounts of tax to be paid in future periods depending on the taxable temporary differences. Deferred tax liabilities are<br />

recognised in full. Deferred tax assets <strong>and</strong> liabilities are not discounted <strong>and</strong> are offset if they relate to tax expense in the same<br />

tax authority <strong>and</strong> the companies of the <strong>Group</strong> have legally enforceable right to offset the assessed tax assets <strong>and</strong> tax<br />

liabilities.<br />

Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the<br />

temporary differences can be utilised.<br />

<strong>The</strong> effects of recognising deferred tax assets <strong>and</strong> liabilities are recognised as income or expense in the <strong>Group</strong>’s income<br />

statement unless the tax arises from a transaction that has been recognised directly other comprehensive incomeor a<br />

business combination.<br />

Deferred tax is provided on temporary differences arising from investments in subsidiaries <strong>and</strong> associates, except where the<br />

<strong>Group</strong> controls the timing of the reversal of the temporary difference <strong>and</strong> it is probable that the temporary difference will not be<br />

reversd in the foreseeable future.<br />

2.19 Provisions for jubilees <strong>and</strong> post-employment benefits<br />

<strong>The</strong> <strong>Group</strong> provides benefits to employees as a legal obligation – jubilees <strong>and</strong> retirement benefit bonuses. According to<br />

Slovenian legislation, employees retire after 40 years of working life, at which time, if fulfilling certain conditions, they are<br />

entitled to benefits paid in a lump sum t. Employees are also entitled to jubilees for every 10 years of employment with the<br />

<strong>Group</strong>.<br />

<strong>The</strong> <strong>Group</strong> recognises all actuarial gains <strong>and</strong> losses immediately in the income statement.<br />

<strong>The</strong> future liabilities are calculated by an independent certified actuary. Key assumptions included in the calculation of<br />

provisions for jubilees <strong>and</strong> post-employment benefits are:<br />

- discount rate of 4.5%,<br />

- expected wage growth in the company <strong>and</strong> the expected wage growth due to promotions – 4.5%,<br />

- the estimated fluctuation rate according to historical data – the average rate of 4%.<br />

2.20 Revenue recognition<br />

Revenue comprises the fair value of the consideration received or receivable for the sale of goods <strong>and</strong> services, in the<br />

ordinary course of the <strong>Group</strong>’s activities. Revenue is shown net of value-a<strong>dd</strong>ed tax, returns, rebates <strong>and</strong> discounts <strong>and</strong> after<br />

elimination of sales within the <strong>Group</strong>. <strong>The</strong> <strong>Group</strong> recognises revenue when the amount of revenue can be reliably measured,<br />

it is probable that future economic benefits will flow to the entity <strong>and</strong> specific criteria have been met for each of the <strong>Group</strong>’s<br />

activities as described below. <strong>The</strong> amount of revenue is not considered to be reliably measurable until all contingencies<br />

relating to the sale have been resolved. <strong>The</strong> <strong>Group</strong> bases its estimates on historical results, taking into consideration the type<br />

of customer, the type of transaction <strong>and</strong> the specifics of each arrangement.<br />

Revenues are recognised as follows:<br />

(a) Sales of goods<br />

Sales of goods are recognised when a <strong>Group</strong> entity has delivered products to the customer <strong>and</strong> the customer has accepted<br />

the products. Revenue is recognised when it is probable that the economic benefits associated with the transaction will flow to<br />

the <strong>Group</strong> entity <strong>and</strong> the <strong>Group</strong> entity has transferred to the buyer the significant risks <strong>and</strong> rewards of ownership of the goods.<br />

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<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(b) Sales of services<br />

Sales of services are recognised in the accounting period in which the services are rendered, by reference to completion of<br />

the specific transaction assessed on the basis of the actual service provided as a proportion of the total services to be<br />

provided.<br />

(c) Interest income <strong>and</strong> expenses<br />

Interest income <strong>and</strong> expense for all interest-bearing financial instruments, except for those classified as held for trading or<br />

designated at fair value through profit or loss, are recognised within interest income <strong>and</strong> interest expense in the income<br />

statement using the effective interest method.<br />

<strong>The</strong> effective interest method is a method of calculating the amortised cost of a financial asset or a financial liability <strong>and</strong> of<br />

allocating the interest income or interest expense over the relevant period. <strong>The</strong> effective interest rate is the rate that exactly<br />

discounts estimated future cash payments or receipts over the expected life of the financial instrument or, when appropriate, a<br />

shorter period to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate,<br />

the <strong>Group</strong> estimates cash flows considering all contractual terms of the financial instrument (for example, prepayment<br />

options) but does not consider future credit losses. <strong>The</strong> calculation includes all fees <strong>and</strong> points paid or received between<br />

parties to the contract that are an integral part of the effective interest rate, transaction costs <strong>and</strong> all other premiums or<br />

discounts.<br />

Once a financial asset or a group of similar financial assets has been written down as a result of an impairment loss, interest<br />

income is recognised using the rate of interest used to discount the future cash flows for the purpose of measuring the<br />

impairment loss.<br />

(d) Dividend income<br />

Dividend income is recognised when the right to receive payment is established.<br />

(e) Premium income<br />

Income from insurance premiums includes net income from insurance premiums, calculated on the basis of gross written<br />

premiums accrued in the accounting period, less the share of gross written premiums ceded to the reinsurer <strong>and</strong> restated for<br />

changes in net unearned premium reserves.<br />

Income from insurance contracts is recognised as premium income in the following way:<br />

- Income arising from a single premium is recognised when the insurance policy is incepted <strong>and</strong> bills charged;<br />

- Income arising from long-term insurance contracts in which the premium is paid in instalments (monthly, quarterly,<br />

annually) is recognised upon the recognition of premium receivables.<br />

<strong>The</strong> premium charged by the <strong>Group</strong> covers transaction costs (the fees of concluding the contract, management <strong>and</strong><br />

collection) <strong>and</strong> represents income in the period of settlement. If a period of more than one year is concerned, a portion of the<br />

premium is deferred as a liability <strong>and</strong> transferred to income over the life of the contract.<br />

3. Significant accounting judgements, estimates <strong>and</strong> assumptions<br />

3.1 Significant accounting judgements, estimates <strong>and</strong> assumptions in applying accounting policies<br />

<strong>The</strong> <strong>Group</strong> makes estimates <strong>and</strong> assumptions that affect the reported amounts of assets <strong>and</strong> liabilities within the next<br />

financial year. Estimates <strong>and</strong> assumptions are continually evaluated <strong>and</strong> based on historical experience <strong>and</strong> other factors,<br />

including expectations of future events that are believed to be reasonable under the circumstances.<br />

3.1.1 Estimated impairment of goodwill<br />

<strong>The</strong> <strong>Group</strong> annually tests goodwill for potential impairment in accordance with the accounting policy stated in Note 2.7. <strong>The</strong><br />

recoverable amounts of cash-generating units have been determined based on value-in-use calculations. <strong>The</strong>se calculations<br />

require the use of estimates.<br />

3.1.2 Ultimate liability arising from claims made under insurance contracts<br />

<strong>The</strong> estimation of the ultimate liability arising from claims made under insurance contracts is the <strong>Group</strong>’s most critical<br />

accounting estimate. <strong>The</strong>re are several sources of uncertainty that need to be considered in the estimate of the liability that<br />

105


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

the <strong>Group</strong> will ultimately pay for such claims. At each balance sheet date, liability adequacy tests are performed to ensure the<br />

adequacy of liabilities. In performing these tests, current best estimates of future contractual cash flows <strong>and</strong> claims h<strong>and</strong>ling<br />

<strong>and</strong> administration expenses, as well as investment income from the assets backing such liabilities, are used. Any deficiency<br />

is charged to profit or loss by establishing a provision for losses arising from liability adequacy tests.<br />

<strong>The</strong> <strong>Group</strong> performs the adequacy test of the obligations from insurance contracts on the balance sheet day.Through this test<br />

the <strong>Group</strong> revisits the adequacy of the insurance liabilities recognised. <strong>The</strong> test of provisions considers all the liabilities arising<br />

form insurance contracts <strong>and</strong> deferred acquisition costs. In the test the current estimates of the future cash flows form<br />

insurance contracts are applied.<br />

If the liability adequacy test shows deficit of the provisions recognised, the deficit is recognised as <strong>and</strong> increase of provision<br />

through the income statement.<br />

<strong>The</strong> liability adequacy test is performed separately for life <strong>and</strong> non-life insurances.<br />

Liability adequacy test for life insurance<br />

<strong>The</strong> test is carried out for each contract which was valid on the balance sheet date, <strong>and</strong> the outcome is summarised <strong>and</strong><br />

presented by insurance contract category.<br />

Expected cash flows are generated for:<br />

• premiums (life insurance contracts <strong>and</strong> extra accident insurance);<br />

• payout of damages (death, maturity, annuities, redemptions, accident loss);<br />

• costs (remaining commission fees, administrative fees, costs of claims);<br />

• revenue from investments.<br />

For individual future cash flows, the following items are taken into consideration:<br />

• provisions of individual insurance policies (amount of the premium, premium payment dynamics, amount of the<br />

insured sum in the event of death <strong>and</strong> maturity, amount of annuities);<br />

• technical bases of the relevant products (mortality tables, interest rate, initial fee costs, other administrative costs);<br />

• assumptions (the realised mortality rates for life insurance policies, mortality in annuity insurances, rates of<br />

redemption, future profitability, level of realised administrative costs, future inflation, damage outcome from accident<br />

insurance policies, profitability, etc.). Assumptions are individually explained.<br />

<strong>The</strong> cash flows for individual years (development up to 80 years) are discounted on the balance sheet date.<br />

Economic <strong>and</strong> operative assumptions<br />

1. Risk discount rate<br />

To calculate the present value of expected cash flows, the discount rate, shown by the curve of AAA-rated euro area central<br />

government bonds as at 4 January 2010 are taken into account.<br />

2. <strong>The</strong> rate of return on investments<br />

While peforming the LAT test for life <strong>and</strong> annuity insurance, the return on investment ranging from 4 to 5% for the first ten<br />

years <strong>and</strong> 5% for subsequent years was taken into account. <strong>The</strong> same dynamics of the return on investments, increased by<br />

1% was considered for insurance products with investment risk.<br />

3. Inflation<br />

<strong>The</strong> expected inflation rates (2%) are considered in the estimate of expected costs.<br />

4. Costs<br />

Costs of operations (administration, costs of payout of damages, etc.) are calculated on the basis of estimates contained in<br />

the technical bases of the product, multiplied by a factor which represents the estimate of expected realised costs compared<br />

to those calculated into the products, under the assumption that one half of the costs is not subject to inflation. Other costs are<br />

increased at the inflation rates.<br />

5. Mortality<br />

35% mortality tables werer considered for life insurance which was used as technical base of product (based on the <strong>Group</strong>´s<br />

10 years of experience). Based on this assumption, a small number of deaths <strong>and</strong> a small amount of payments in case of<br />

death is assumed compared with mortality based on technical grounds.<br />

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<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

For annuities contracts, the <strong>Group</strong> used Austrian annuity tables from 1996 (this is a cautious estimation, which provides a<br />

lower mortality <strong>and</strong> longer life expectancy, which is also observed in the Slovenian population).<br />

6. Redemption rates<br />

Based on an analysis of redemptions of life insurance policies <strong>and</strong> investment risk insurance policies, the following rates of<br />

redemption are used:<br />

Year after<br />

Rate of buy-out<br />

agreement Life insurance<br />

Unitlinked<br />

0 17.00% 10.00%<br />

1 6.00% 5.00%<br />

≥2 3.00% 3.00%<br />

7. Claims from extra accident insurance contracts<br />

Based on historical data, the future claims from a<strong>dd</strong>itional accident insurance is estimated at 40% of the a<strong>dd</strong>itional accident<br />

insurance premium.<br />

Result of the adequacy test for 2008<br />

<strong>The</strong> LAT test has shown that the provisions formed as at 31 December 2008 are adequate for all long-term business funds.<br />

<strong>The</strong> liabilities calculated under the LAT test based on the best estimate as at 31 December 2008 are lower than the liabilities<br />

calculated by the Company using the aforementioned methodology <strong>and</strong> recognised in its financial statements.<br />

Life insurance<br />

With regard to life insurance with guarantee <strong>and</strong> DPF, liabilities do not increase enough at any upper sensitivity to lead to<br />

overstated liabilities as at 31 December 2009.<br />

For unit-linked life insurance, the adequacy test has shown that future liabilities will be covered from overstated liabilities <strong>and</strong><br />

future costs <strong>and</strong> premiums. This means that supplementary liabilities beside overstated liabilities are not disclosed. <strong>The</strong> same<br />

applies to all sensitivity tests which were carried out.<br />

Property <strong>and</strong> health insurance<br />

<strong>The</strong> <strong>Group</strong> has tested the adequacy of the provisioning for unearned premiums for property <strong>and</strong> health insurance contracts.<br />

<strong>The</strong> provisions for losses <strong>and</strong> provisions for bonuses, discounts <strong>and</strong> cancellations are calculated on the basis of the estimates<br />

made at the time of the calculation; hence it is deemed that the provisions formed for these liabilities have been made in the<br />

adequate amount.<br />

<strong>The</strong> liability adequacy test is therefore limited to the unexpired portion of active (in-force) contracts. It is performed by<br />

examining the difference between the expected amount of claims for losses <strong>and</strong> the expenses attributable to the unexpired<br />

portion of policies still in force at the balance sheet date <strong>and</strong> the amount of provisions formed for unearned premiums.<br />

For those classes of insurance where an inadequate amount of unearned premium provisions in relation to the expected loss<br />

event is determined, the <strong>Group</strong> forms a<strong>dd</strong>itional provisions for unexpired risk <strong>and</strong> recognises them in the financial statements<br />

as liabilities in the scope of other insurance technical provisions.<br />

Result of the adequacy test for 2009<br />

LAT test results have not shown any deficit in the amount of the obligations created under the unearned premiums, provisions<br />

for claims, reserves <strong>and</strong> provisions for bonuses <strong>and</strong> discounts for property <strong>and</strong> health insurance as at 31 December 2009.<br />

107


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

3.1.3 Estimate of future benefit payments <strong>and</strong> premiums arising from long-term insurance contracts<br />

<strong>The</strong> determination of the liabilities under long-term insurance contracts is dependent on estimates made by the <strong>Group</strong>.<br />

Estimates are made as to the expected number of deaths for each of the years in which the <strong>Group</strong> is exposed to risk. <strong>The</strong><br />

<strong>Group</strong> bases these estimates on st<strong>and</strong>ard industry <strong>and</strong> national mortality tables that reflect recent historical mortality<br />

experience, restated where appropriate to reflect the <strong>Group</strong>’s own experience. For contracts that insure the risk of longevity,<br />

appropriate but not excessively prudent allowance is made for expected mortality improvements. <strong>The</strong> estimated number of<br />

deaths determines the value of the benefit payments <strong>and</strong> the value of the valuation premiums. <strong>The</strong> main source of uncertainty<br />

is that epidemics such as AIDS, SARS <strong>and</strong> wide-ranging lifestyle changes, such as in diet, smoking <strong>and</strong> exercise habits,<br />

could result in future mortality being significantly worse than in the past for the age groups in which the <strong>Group</strong> has significant<br />

exposure to mortality risk. However, continuing improvements in medical care <strong>and</strong> social conditions could result in<br />

improvements in longevity in excess of those allowed for in the estimates used to determine the liability for contracts where<br />

the <strong>Group</strong> is exposed to longevity risk.<br />

For long-term insurance contracts with fixed <strong>and</strong> guaranteed terms, estimates are made in two stages. Estimates of future<br />

deaths, voluntary terminations, investment returns <strong>and</strong> administration expenses are made at the inception of the contract <strong>and</strong><br />

form the assumptions used for calculating the liabilities during the life of the contract. A margin for risk <strong>and</strong> uncertainty is<br />

a<strong>dd</strong>ed to these assumptions. <strong>The</strong>se assumptions are "locked in" for the duration of the contract. New estimates are made<br />

each subsequent year in order to determine whether the previous liabilities are adequate in light of these latest estimates. If<br />

the liabilities are considered adequate, the assumptions are not altered. If they are not adequate, the assumptions are altered<br />

("unlocked") to reflect the best estimate assumptions. A key feature of the adequacy testing for these contracts is that the<br />

effects of changes in the assumptions on the measurement of the liabilities <strong>and</strong> related assets are not symmetrical. Any<br />

improvements in estimates have no impact on the value of the liabilities <strong>and</strong> related assets until the liabilities are<br />

derecognised, while significant enough deterioration in estimates is immediately recognised to make the liabilities adequate.<br />

3.1.4 Impairment of available-for-sale equity financial assets<br />

<strong>The</strong> <strong>Group</strong> determines that available-for-sale equity financial assets are impaired when there has been a significant or<br />

prolonged decline in the fair value below its cost. This determination of what is significant or prolonged requires judgement. In<br />

making this judgement the <strong>Group</strong> evaluates among other factors, the normal volatility in share price, the financial health of the<br />

investee, industry <strong>and</strong> sector performance, changes in technology <strong>and</strong> operational <strong>and</strong> financing cash flows. Impairment may<br />

be appropriate when there is evidence of deterioration in the financial health of the investee, industry <strong>and</strong> sector performance,<br />

changes in technology, <strong>and</strong> financing <strong>and</strong> operational cash flows.<br />

3.1.5 Impairment losses on loans <strong>and</strong> receivables<br />

In determining whether an impairment loss should be recorded in the income statement, the <strong>Group</strong> makes judgments as to<br />

whether there is any observable data indicating that there is a measurable decrease in estimated future cash flows. This<br />

evidence may include observable data indicating that there has been an adverse change in the payment status of borrowers<br />

in a group, or national or local economic conditions that correlate with defaults on assets in the group. Management uses<br />

estimates based on historical loss experience for assets with credit risk characteristics <strong>and</strong> objective evidence of impairment<br />

similar to that in the portfolio when scheduling its future cash flows. <strong>The</strong> methodology <strong>and</strong> assumptions used for estimating<br />

both the amount <strong>and</strong> timing of future cash flows are reviewed regularly to reduce any differences between loss estimates <strong>and</strong><br />

actual loss experience.<br />

3.1.6 Held-to-maturity investments<br />

<strong>The</strong> <strong>Group</strong> follows the guidance of IAS 39 when classifying non-derivative financial assets with fixed or determinable<br />

payments <strong>and</strong> fixed maturity as held to maturity. This classification requires significant judgement. In making this judgement,<br />

the <strong>Group</strong> evaluates its intention <strong>and</strong> ability to hold such investments to maturity. If the <strong>Group</strong> fails to keep these investments<br />

to maturity other than for specific circumstances – for example, selling an insignificant amount close to maturity – it will be<br />

required to reclassify the entire class as available for sale. <strong>The</strong> investments would therefore be measured at fair value <strong>and</strong> not<br />

at amortised cost.<br />

3.1.7 Employee benefits<br />

<strong>The</strong> employee benefits obligations (loyalty bonuses <strong>and</strong> retirement benefit bonuses) are measured using actuarial valuations;<br />

therefore, some actuarial estimates <strong>and</strong> assumptions are needed, such as rates of employee turnover, early retirement,<br />

discount rate <strong>and</strong> future salary levels.<br />

108


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

3.1.8 Income taxes<br />

<strong>The</strong> <strong>Group</strong> is subject to income taxes in different jurisdictions. Some estimates are required in determining the amount of<br />

provisions for income taxes. <strong>The</strong>re are many transactions <strong>and</strong> calculations for which the ultimate tax determination is<br />

uncertain during the ordinary course of business. Due to changes in the future income tax rate, some estimates regarding the<br />

disposal of the available-for-sale portfolio have to be made by the management when calculating the deferred tax liability.<br />

A<strong>dd</strong>itionally, the management’s best estimates of future taxable profits are used for calculating the deferred tax assets<br />

regarding carry-forward tax losses.<br />

4. Comparatives<br />

During the review of the insurance company operating within the <strong>Group</strong>, which was performed by the Insurance Supervision<br />

Agency, it was found that some types of life insurance contracts <strong>and</strong> investment contracts were not kept in accordance with<br />

the policy’s terms <strong>and</strong> conditions regarding the participation of policyholders in the profits. <strong>The</strong> insurance company of the<br />

<strong>Group</strong> complied with the order <strong>and</strong> changed the methodology used for attributing profits, <strong>and</strong> restated all the amounts under<br />

the new methodology. A<strong>dd</strong>itional mathematical provisions were made for the attribution of profits for groups of contracts<br />

where the calculations under the new methodology were higher. <strong>The</strong> amount of these provisions as at 1 January 2009 stood<br />

at 1,824,016 euros. In 2009, the insurance company for the first time formed provisions resulting from guaranteed premium<br />

factors used to calculate the supplementary retirement pension. As at 1 January 2009, mathematical provisions for the<br />

entitlement total 261,323 euros.<br />

<strong>The</strong> insurance company made a<strong>dd</strong>itional provisions for investment contracts relating to attributed profits for groups of<br />

contracts where the calculations under the new methodology were higher. <strong>The</strong> amount of these provisions as at 1 January<br />

2009 amounted to 64,144 euros.<br />

In its financial statements, the <strong>KD</strong> <strong>Group</strong> eliminated the error by restating each individual category in the 2008 financial<br />

statements. Adjustments to the 2008 financial statements refer entirely to the reporting of life insurance segment, namely<br />

st<strong>and</strong>ard life insurances <strong>and</strong> investment insurances. In the process of eliminating the error, the amount of insurance technical<br />

provisions (mathematical provisions) <strong>and</strong> investment contracts for 2008 increased. <strong>The</strong> increase in mathematical provisions<br />

consequently resulted in reduction of retained earnings of 824,710 euros on the liabilities side, <strong>and</strong> increase of deferred tax<br />

assets of 219,227 euros on the assets side. <strong>The</strong> increase in investment contracts resulted in reduction of retained earnings of<br />

873,381 euros <strong>and</strong> increase in deferred tax assets of 232,165 euros.<br />

Given that the life insurance business at the end of 2008 showed a loss, this adjustment had no impact on the 2008 income<br />

statement, <strong>and</strong> the audited income statement for 2008 was not restated. However, the adjustment of the investment contracts<br />

for the past years did affect the 2008 income statement.<br />

Balance sheet<br />

2008 2008<br />

reported restatements- restated<br />

correction of<br />

(in EUR)<br />

past years<br />

Total assets 795,012,309 451,392 795,463,701<br />

Deferred income tax assets 20,207,937 219,227 20,427,164<br />

Income tax receivables 7,027,916 232,165 7,260,081<br />

Equity 193,945,385 (1,698,091) 192,247,294<br />

Retained earnings (8,597,223) (1,698,091) (10,295,314)<br />

Liabilities 294,044,113 2,149,483 296,193,596<br />

Insurance contracts 277,680,949 2,085,339 279,766,288<br />

Gross non-current insurance contracts with DPF 66,935,728 2,085,339 69,021,067<br />

Gross non current insurance contracts with DPF-math.prov.-guaranteed<br />

element 66,898,431 261,323 67,159,754<br />

Gross non-current insurance contracts with DPF-math.prov.-DPF element 37,297 1,824,016 1,861,313<br />

Investment contracts 16,330,164 64,144 16,394,308<br />

Investment contract with DPF 16,272,396 64,144 16,336,540<br />

Investment contracts with DPF-non-current-DPF element 11,857 64,144 76,001<br />

Total equity <strong>and</strong> liabilites 487,989,498 451,392 488,440,890<br />

109


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2007 2007<br />

reported restatement- restated<br />

correction of<br />

(in EUR)<br />

past years<br />

Total assets 956,047,402 232,165 956,279,567<br />

Income tax receivables 2,870,170 232,165 3,102,335<br />

Equity 340,264,367 (1,698,091) 338,566,276<br />

Retained earnings 58,565,835 (1,698,091) 56,867,744<br />

Liabilites 615,783,035 1,930,256 617,713,291<br />

Insurance contracts 255,943,534 2,085,339 258,028,873<br />

Gross non-current insurance contracts with DPF 62,547,906 2,085,339 64,633,245<br />

Gross non current insurance contracts with DPF-math.prov.-guaranteed<br />

element 61,340,938 261,323 61,602,261<br />

Gross non-current insurance contracts with DPF-math.prov.-DPF element 1,206,968 1,824,016 3,030,984<br />

Investment contracts 15,604,274 64,144 15,668,418<br />

Investment contract with DPF 15,512,160 64,144 15,576,304<br />

Investment contracts with DPF-non-current-DPF element 614,823 64,144 678,967<br />

Deferred tax 2,527,886 (219,227) 2,308,659<br />

Total equity <strong>and</strong> liabilities 487,989,498 232,165 488,221,663<br />

5. Risk management<br />

<strong>The</strong> <strong>Group</strong>’s activities expose it to a variety of risks: strategic risks, insurance <strong>and</strong> financial risks, operating risks <strong>and</strong> general<br />

business risks. Since the insurance represents a substantial part of the <strong>Group</strong>'s activities, the management of insurance<br />

risks is crucial for the <strong>Group</strong>.<br />

Strategic risks refer to the <strong>Group</strong>’s long-term development as much as to each of its subsidiaries. <strong>The</strong> management of the<br />

<strong>Group</strong> manages these risks, defining its vision <strong>and</strong> strategy <strong>and</strong> monitoring their appropriateness on a regular basis.<br />

According to the diversity of the <strong>Group</strong>’s activities, appropriate long-term investment decisions are the key factor when<br />

managing strategic risks. <strong>The</strong> corporate governance of the <strong>Group</strong> helps it to pursue long-term business development <strong>and</strong><br />

growth to achieve the required rate of return.<br />

<strong>The</strong> <strong>Group</strong> is exposed to financial risks through its financial assets <strong>and</strong> liabilities, reinsurance receivables <strong>and</strong> insurance<br />

liabilities. <strong>The</strong> principal financial risk is the possibility that the inflows from financial investments will not be sufficient to cover<br />

the outflows arising from insurance contracts. <strong>The</strong> most significant components of this risk are the risk of changes in interest<br />

rates <strong>and</strong> the prices of securities, currency risk <strong>and</strong> credit risk.<br />

<strong>The</strong> primary purpose of the financial risk management process is to maintain the stability of operations <strong>and</strong> reduce the<br />

exposure to individual risks to an acceptable level. Because of its highly diversified activities, the <strong>Group</strong> is mainly faced with<br />

insurance <strong>and</strong> financial risks.<br />

Risk management is a continuous cyclical process, which can be divided into three stages. In the first stage, potential risks<br />

are identified. In the second stage, individual risks are modelled <strong>and</strong> measured. <strong>The</strong>se models serve as a basis for measuring<br />

the level of exposure of individual companies in the <strong>Group</strong> <strong>and</strong> the <strong>Group</strong> itself to individual risks. On the basis of identification<br />

<strong>and</strong> measurement of risks in the <strong>Group</strong>, the management adopts adequate measures for reducing or controlling these risks<br />

(stage three). Measures used by the management vary <strong>and</strong> depend on the level of exposure <strong>and</strong> the type of risk.<br />

<strong>The</strong> management of the <strong>Group</strong> manages risks present in individual companies in the <strong>Group</strong> <strong>and</strong> at the level of the entire<br />

<strong>Group</strong>. It thereby sets guidelines concerning the balance between the risks, returns <strong>and</strong> capital, performs periodic controls,<br />

<strong>and</strong> sets guidelines for implementation of business policies <strong>and</strong> strategy for individual companies in the <strong>Group</strong>.<br />

Individual companies in the <strong>Group</strong> have established a system of reporting for the needs of the management that enables<br />

regular monitoring of risks to which they are exposed. <strong>The</strong> insurance companies in the <strong>Group</strong> have set up investment <strong>and</strong><br />

liquidity committees, which take care of the ALM function.<br />

110


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Types of risks<br />

5.1 Insurance risk<br />

Risk related to the insurance policy represents the possibility that the event insured against actually occurs <strong>and</strong> uncertainty in<br />

relation to the amount of the sum insured or indemnity. It is the nature of insurance contracts that insurance risks are<br />

incidental <strong>and</strong> unpredictable; however, the main risk for the insurer is the possibility that claims <strong>and</strong> benefits exceed the<br />

amount of insurance liabilities (technical provisions) created for a portfolio of insurance contracts using statistical methods.<br />

This may happen because of a change in the frequency of claims or their amount, which can be higher than expected.<br />

Insured events are incidental, which means that their number <strong>and</strong> amount vary in individual years <strong>and</strong> in relation to<br />

statistically established averages. Experience shows that the larger the portfolio of similar insurance contracts, the smaller the<br />

relative variability of the expected outcome will be. In a<strong>dd</strong>ition, a more diversified portfolio is less likely to be affected by a<br />

change in any subset of the portfolio.<br />

Insurance companies in the <strong>Group</strong> have developed their own policy of concluding insurance contracts with the aim of<br />

spreading the assumed risks <strong>and</strong> achieve, within each individual category, a sufficient amount of risk population to reduce the<br />

variability of expected results. <strong>The</strong> principal means for reducing insurance risks is reinsurance, i.e. the transfer of risks that<br />

exceed a predetermined amount to a reinsurance company.<br />

When developing a new insurance product, it is very important that the parameters defining the insurance premium are<br />

assessed adequately. <strong>The</strong> risk accepted by the <strong>Group</strong> at the inception of an insurance contract is reflected in the price, i.e.<br />

the insurance premium. If the parameters defining the insurance premium are not assessed adequately when developing a<br />

new insurance product, this is a risk for the <strong>Group</strong> to which it is exposed during the entire life cycle of the insurance product.<br />

In the context of insurance risk, the <strong>Group</strong> is exposed to underwriting process risk, product design risk, pricing risk, economic<br />

environment risk, policyholder behaviour risk, reserve risk <strong>and</strong> claims risk. Insurance risks are also managed with reinsurance<br />

protection.<br />

5.1.1 Description of risks<br />

Insurance activities are based on managing insurance risks. Insurance risks apply to risks accepted by the insurer from the<br />

policyholder. Insurance risks are r<strong>and</strong>om <strong>and</strong> unpredictable. At the signing of an insurance contract, the insurer accepts the<br />

risk to repay the insured the agreed contractual amount if an insured event occurs or if the contract expires, whereas when<br />

the insured event will occur is uncertain.<br />

Insurance cases are r<strong>and</strong>om; their number <strong>and</strong> amounts vary from year to year <strong>and</strong> deviate from statistical averages. <strong>The</strong><br />

<strong>Group</strong> is therefore engaged in diversifying <strong>and</strong> increasing its portfolio. This allows it to disperse the risk <strong>and</strong> lower the<br />

variability of expected events. An important instrument to lower insurance risks is reinsurance, i.e. the transfer of risks which<br />

exceed a predetermined amount to a reinsurer. <strong>The</strong> <strong>Group</strong> further manages insurance risks through the effective performance<br />

of internal controls, internal audits <strong>and</strong> forming appropriate insurance technical provisions to cover potential future liabilities<br />

stemming from existing insurance contracts.<br />

In the management’s opinion, the important risks faced by the <strong>Group</strong> in its operations are the following:<br />

- Underwriting process risk, the danger of misevaluation of accepted risk. This risk involves mistaken decisions to<br />

underwrite a risk regardless of the risk exposure of the insured, insurance on the basis of inaccurate <strong>and</strong> incomplete<br />

information on the insured, incorrect information about the amount of maximum potential claims, or potential inappropriate<br />

acquisition of reinsurance coverage by the reinsurer.<br />

<strong>The</strong> <strong>Group</strong> manages the aforementioned risk through providing guidelines for accepting insurance risks, using software for<br />

accepting insurance risks, <strong>and</strong> strict criteria <strong>and</strong> procedures for accepting insurance risks, especially for large insured sums<br />

<strong>and</strong> coverage. Also, the <strong>Group</strong> has concluded an obligatory reinsurance contract with its reinsurer, by which the reinsured<br />

risks over a certain contractually agreed insured sum are automatically reinsured. <strong>The</strong> <strong>Group</strong> also monitors claims outcome<br />

<strong>and</strong> analyses any worsening thereof.<br />

- <strong>The</strong> risk of inadequate assessment of liabilities stemming from insurance contracts (reserve risk) is the risk that these<br />

reserves will not be adequate to cover the liabilities stemming from accepted risks, or the risk that future claims payments will<br />

exceed the evaluated amount of liabilities.<br />

111


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> <strong>Group</strong> regularly checks the adequacy of liability calculations <strong>and</strong> the adequacy of assumptions used in the calculation of<br />

higher liabilities stemming from insurance contracts. <strong>The</strong> <strong>Group</strong> also carries out liability adequacy tests. If the liability<br />

adequacy test indicates that the liabilities are understated, they are increased.<br />

In the case of property insurance, an accurate estimate of the obligations of the reported <strong>and</strong> unreported claims is the most<br />

important factor, i.e. the assessment of liabilities assumed for any claims that are already registered, <strong>and</strong> obligations under<br />

insurance contracts for incurred but not reported claims (IBNR). Inaccurately estimated liabilities for reported claims also<br />

affect the calculation of IBNR. Contingencies may occur in the <strong>Group</strong> for which the obligations for claims were not designed<br />

(eg, in the past, asbestosis), or liability insurances, where there is a gap of a number of years between the conclusion of the<br />

insurance contract <strong>and</strong> the time when the claim is reported.<br />

For insurance contracts with DPF component <strong>and</strong> unit-linked insurance contracts, assumptions on future mortality, interest<br />

rates, contract terminations <strong>and</strong> administrative costs are applied. <strong>The</strong>se assumptions are used to determine liabilities<br />

stemming from the insurance contract. <strong>The</strong> assumptions also include a risk adjustment.<br />

For estimations on the mortality rate, mortality tables are used, as in the past the portfolio of insurance contracts has been too<br />

small for it to be able to rely on its own experience. Thus, for insurances for the event of death <strong>and</strong> insurances for the event of<br />

death <strong>and</strong> maturity, the <strong>Group</strong> uses Slovenian mortality tables made in 1990–1992, <strong>and</strong> for annuity insurance it uses Austrian<br />

annuity tables from the year 1996. In comparison with 2008, the <strong>Group</strong> has not changed its assumptions regarding population<br />

mortality. In the context of managing insurance risk, actuarial services are constantly checking the applied assumptions<br />

against the actual damage result, by individual insurance product.<br />

It is the management’s assessment that Slovenian mortality tables adequately reflect expectations with regard to the maturity<br />

<strong>and</strong> mortality rate of the Slovenian population.<br />

In its long-term insurance products, the <strong>Group</strong> uses interest rates spanning from 2.75% (new insurance products) to 4% (older<br />

products). <strong>The</strong> adequacy of returns on investments of insured liabilities in the future is checked on a regular basis.<br />

On each reporting date the assumptions are reset to reflect current assumptions <strong>and</strong> are used to check whether the liabilities<br />

have been adequately evaluated. If the liabilities are inadequate, the assumptions are changed to reflect the current state.<br />

Current assumptions do not contain a risk adjustment.<br />

<strong>The</strong> assumption on mortality is determined using the statistical mortality rate <strong>and</strong> analyses of actual mortality of the insurance<br />

portfolio in the past <strong>and</strong> current year. Also, in cases of disability, statistical tables <strong>and</strong> the insurer’s own experience are used.<br />

<strong>The</strong> <strong>Group</strong> also regularly analyses the duration of insurance contracts <strong>and</strong> monitors the movements of such durations over<br />

the period by main product <strong>and</strong>, as necessary, by sales channel if more significant deviations occur. <strong>The</strong>se analyses are used<br />

when estimating the duration of insurance contracts with a view to providing the best possible assessment of the insured’s<br />

behaviour.<br />

<strong>The</strong> return on investment affects the amount of future payouts from insurance contracts. When determining returns, the <strong>Group</strong><br />

considers government bonds as risk-free securities, <strong>and</strong> for other securities risk adjustments are applied. Considering this <strong>and</strong><br />

considering the structure of investments for covering liabilities, the expected returns of the investment portfolio are calculated.<br />

Future costs are determined on the basis of current costs. A<strong>dd</strong>itionally, the assumption of future inflation is also used, which is<br />

based on the EU’s long-term projections for the euro currency.<br />

- Pricing risk applies to the risk that the amount of the insurance premium is not adequate for covering the insurance<br />

liabilities stemming from claims <strong>and</strong> operating costs. <strong>The</strong> reasons can vary, e.g. unsuitable statistical data, inadequate<br />

assessment of claims events, low premium due to competition, unsuitable premium for new products, unsuitable mortality,<br />

annuity, morbidity tables, inadequate amount of expenses calculated into the price of the product. Furthermore, we can speak<br />

about the adequacy of the probability tables used, which further expose the <strong>Group</strong> to risks of natural death, longevity, critical<br />

illness <strong>and</strong> accident.<br />

Already in the new product planning stage, the <strong>Group</strong> diligently checks <strong>and</strong> acquires the necessary statistics to confirm the<br />

suitability of the assumptions used. In the case of high-risk products such as a<strong>dd</strong>itional coverage for critical illness, the<br />

<strong>Group</strong>’s general terms <strong>and</strong> conditions allow the possibility of subsequent changes in the amount of the insurance premium if<br />

new statistics or claims events indicate that the premium is too low. Similarly, the <strong>Group</strong> diligently monitors the amount of<br />

actual costs <strong>and</strong>, after analysing these costs, calculates the amount of costs to include in the price of individual products,<br />

112


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

which depends on the type of product, special costs involved in the product, amount of commission to insurance agents <strong>and</strong><br />

other potential costs. <strong>The</strong> <strong>Group</strong> also measures <strong>and</strong> monitors the profitability of individual products.<br />

- Product design risk is the risk that, when calculating the insurance premium, the <strong>Group</strong> will be exposed to the danger of<br />

non-consideration of the potential for the occurrence of new diseases <strong>and</strong> accidents which could significantly affect the<br />

movement of future claims cases. This risk is important for life insurance.<br />

As previously mentioned in under-pricing risk, in certain higher-risk insurance products the <strong>Group</strong> does not guarantee the<br />

amount of the insurance premium during the insurance coverage period. In a<strong>dd</strong>ition to that, certain increases are used in the<br />

mortality <strong>and</strong> morbidity tables. <strong>The</strong> <strong>Group</strong> also follows mortality <strong>and</strong> morbidity trends. Certain modern illnesses are excluded<br />

from the insurance terms <strong>and</strong> conditions. In this context the <strong>Group</strong> has established cooperation with a reinsurer, which<br />

transfers certain knowledge <strong>and</strong> findings to the <strong>Group</strong>.<br />

- Cost risk is the risk for potential losses which could occur as the result of a misevaluation of costs when setting prices or a<br />

misevaluation of changed circumstances in the macroeconomic environment, which could cause excess growth in the<br />

<strong>Group</strong>’s operating costs.<br />

<strong>The</strong> procedures for managing risk related to unsuitable cost assessment are based on an established system of recording<br />

<strong>and</strong> allocating costs to cost centres <strong>and</strong> cost units, on constant monitoring of the movement of costs, <strong>and</strong> on adopting<br />

appropriate measures in case of unfavourable developments.<br />

- <strong>The</strong> risk that social circumstances will change so as to have an adverse effect on the <strong>Group</strong> can be classified under<br />

economic environment risk. Increase in the unemployment rate <strong>and</strong> reduction of purchasing power can cause more claims<br />

in credit insurance, fewer insurance contracts concluded, <strong>and</strong> more cancellations of life <strong>and</strong> pension insurance contracts. This<br />

group may also include the risk of changes in case law when adjudicating claims.<br />

- Policyholder behaviour risk – insurance fraud.<br />

- Claims risk involves the risk that claims will be higher than expected in number <strong>and</strong>/or amount, <strong>and</strong> the risk of an excessive<br />

portion of self-coverage due to inadequate reinsurance coverage, especially in cases of disasters.<br />

In life insurance contracts with coverage for the event of death, the number <strong>and</strong> amount of damages is most affected by<br />

epidemics <strong>and</strong> changes in lifestyle, such as a change in dietary habits, physical exercise or smoking. For life insurance<br />

contracts where the insured event is maturity, <strong>and</strong> for health insurance contracts, the greatest risk factor is the advancement<br />

of medicine <strong>and</strong> improvement of the population’s social status, increasing longevity.<br />

In property insurance a significant risk factor is climate change, which increases the frequency of extreme weather events<br />

(flooding, hail, etc.). For liability insurance characterised by lengthy procedures which can take several years for claims cases<br />

to be resolved, a significant risk factor is the increase of legal actions, especially involving non-material claims (coverage <strong>and</strong><br />

amount).<br />

In the interest of managing insurance risk, the <strong>Group</strong> has concluded reinsurance contracts whereby it transfers a portion of<br />

this risk to the reinsurer. Each financial year the management adopts a planned reinsurance programme, which includes<br />

calculations of all maximum own insurance shares by insurance category, as well as the maximum coverage table <strong>and</strong> certain<br />

procedures, bases <strong>and</strong> criteria for determining the maximum possible claims. <strong>The</strong> reinsurance programme consists of<br />

traditional proportional <strong>and</strong> non-proportional forms of reinsurance coverage, <strong>and</strong> it also includes a contract for the event of<br />

natural disasters.<br />

5.1.2. Frequency <strong>and</strong> amount of claims<br />

Concentration of insurance risk can stem from a single insurance contract or from a smaller number of contracts covering low<br />

probability events with high claims potential, such as insurance for earthquakes <strong>and</strong> other natural disasters.<br />

In insurance for the event of death, the greatest effects which can increase the frequency of claims are epidemics <strong>and</strong> lifestyle<br />

changes (e.g. changed dietary habits, exercise <strong>and</strong> smoking) which could lead to premature claims or greater claims than<br />

anticipated. For insurance contracts where the insured event is survival, the greatest risk factor is the advancement of<br />

medicine <strong>and</strong> improvement of the population’s social st<strong>and</strong>ard, increasing longevity.<br />

<strong>The</strong> insurance contract portfolio contains insurance contracts where the <strong>Group</strong> accepts the risk of coverage in the event of<br />

death. In cases of insurance coverage for the event of death, the <strong>Group</strong> guarantees coverage up to the insured sum during<br />

113


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

the insurance coverage period. During the coverage period under a mixed life insurance contract, the <strong>Group</strong> guarantees the<br />

payment of the insured sum in the event of death or maturity.<br />

With a view towards managing the <strong>Group</strong>’s exposure to insurance risk, the management has concluded a reinsurance<br />

contract, transferring a part of the insurance risk onto the reinsurer.<br />

<strong>The</strong> following table represents the dispersal of the insurance portfolio <strong>and</strong> exposure to large insurers.<br />

Share of the largest insured in the joint insurance portfolio:<br />

(in EUR) 2009<br />

Total premium<br />

of the largest 10<br />

clients<br />

Share in total<br />

premium<br />

Total premium of<br />

the largest 100<br />

clients<br />

Share in total<br />

premium<br />

Life insurance 41,192 0.20% 211,265 1.02%<br />

Unit-linked insurance 630,256 0.61% 2,317,908 3.30%<br />

Property <strong>and</strong> health insurance 17,967,054 7.57% 31,457,854 13.26%<br />

Total 18,438,502 33,987,027<br />

(in EUR) 2008<br />

Total premium<br />

of the largest 10<br />

clients<br />

Share in total<br />

premium<br />

Total premium of<br />

the largest 100<br />

clients<br />

Share in total<br />

premium<br />

Life insurance 36,664 0.46% 194,245 2.44%<br />

Unit-linked insurance 343,860 0.56% 1,623,822 2.62%<br />

Property <strong>and</strong> health insurance 18,544,000 7.71% 32,118,000 13.36%<br />

Total 18,924,524 33,936,067<br />

Considering the fact that their share is relatively small in comparison with the overall portfolio, we can deduce that the <strong>Group</strong>’s<br />

portfolio is sufficiently diversified <strong>and</strong> that it is not overly exposed to a few large clients.<br />

In the property insurance segment, the risks to which the <strong>Group</strong> is exposed vary depending on the industry in which the<br />

insured is active. <strong>The</strong> table below shows the concentration of liabilities from property insurance by industry in which the<br />

insured is active. <strong>The</strong> maximum loss (maximum sum insured) shown is categorised by size into three categories.<br />

Concentration of the obligations arising from property insurance by industry at 31 December 2009<br />

2009 up to EUR 300,000 EUR 300,000 to EUR 1,000,000 more than EUR 1,000,000<br />

Without With Without With Without With<br />

reinsurance reinsurance reinsurance reinsurance reinsurance reinsurance<br />

Building risks 31,300,309 29,034,541 40,225,365 10,108,332 451,777,613 295,789,880<br />

Industrial risks 493,425,127 430,258,967 574,454,403 495,735,619 3,018,146,248 1,200,326,028<br />

Commercial risk 3,062,329,653 2,651,300,416 1,701,254,664 1,500,276,352 6,004,855,327 2,686,270,666<br />

Residential risks 5,881,968,324 5,383,250,336 459,985,246 411,253,262 2,657,343 1,080,000<br />

Total 9,469,023,413 8,493,844,259 2,775,919,677 2,417,373,563 9,477,436,531 4,183,466,574<br />

Concentration of the obligations arising from property insurance by industry at 31 December 2008<br />

2008 up to EUR 300,000 EUR 300,000 to EUR 1,000,000 more than EUR 1,000,000<br />

Without With Without With Without With<br />

reinsurance reinsurance reinsurance reinsurance reinsurance reinsurance<br />

Building risks 32,833 29,550 36,975 9,705 447,091 301,087<br />

Industrial risks 493,395 444,056 574,454 495,736 2,969,253 1,165,326<br />

Commercial risk 2,956,592 2,660,932 1,710,413 1,511,119 6,121,183 2,688,271<br />

Residential risks 5,930,560 5,337,504 455,885 406,375 2,657 1,080<br />

Total 9,413,380 8,472,042 2,777,728 2,422,934 9,540,185 4,155,764<br />

114


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

In the life insurance segment, a potential concentration of insurance risk can be seen in contracts with extremely high sums<br />

insured.<br />

<strong>The</strong> table below indicates the concentration of insurance risk for life insurance, with the total sum insured risk categorised into<br />

four categories, depending on the amount of the insured sum involved in the individual insurance contract.<br />

Total sum insured risk of all contracts as at 31<br />

December 2009<br />

Without reinsurance With reinsurance<br />

EUR 0 – 9,999 424,310,970 417,283,571<br />

EUR 10,000 – 19,999 753,916,669 744,668,747<br />

EUR 20,000 – 29,000 520,037,388 508,974,241<br />

More than EUR 30,000 553,649,260 388,275,561<br />

Total 2,251,914,287 2,059,202,120<br />

Total sum insured risk of all contracts as at 31<br />

December 2008<br />

Without reinsurance With reinsurance<br />

EUR 0 – 9,999 507,089,621 501,727,298<br />

EUR 10,000 – 19,999 768,685,463 760,309,941<br />

EUR 20,000 – 29,000 477,139,967 467,031,052<br />

More than EUR 30,000 529,108,845 363,798,354<br />

Total 2,282,023,896 2,092,866,645<br />

For annuity insurance, we present risk concentration with total annual annuities classified into five categories, depending on<br />

the amount of the annual annuity per individual insured. As the annual annuity we consider the amount which the insured<br />

would receive if the contract was already due for payout.<br />

Structure of the amount of annual annuities<br />

(in EUR)<br />

Annual annuity per insured TOTAL ANNUAL ANNUITIES 2009 TOTAL ANNUAL ANNUITIES 2008<br />

on the final date of the year<br />

amount % amount %<br />

EUR 0 – 999<br />

810,094 14.66 794,917 14.71<br />

EUR 1,000 –1,999<br />

1,974,058 35.72 1,935,082 35.81<br />

EUR 2,000 – 2,999<br />

1,132,179 20.48 1,112,859 20.59<br />

EUR 3,000 – 3,999<br />

675,106 12.21 656,121 12.14<br />

More than EUR 4,000 935,550 16.93 904,941 16.75<br />

Total 5,526,987 100.00 5,403,920 100.00<br />

5.1.3 Property <strong>and</strong> health insurance contracts - assumptions <strong>and</strong> changes in assumptions<br />

a.) <strong>The</strong> process of determining assumptions<br />

<strong>The</strong> main assumptions which affect disclosure of liabilities stemming from property insurance contracts relate to establishing<br />

liabilities for claims. <strong>The</strong> overall calculation of reserves is based on estimates <strong>and</strong> assumptions by completing the<br />

development of incurred claims.<br />

115


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> calculation of provisions for claims is divided into two parts, considering the nature of individual claims:<br />

• Claims reported but not yet paid as at the balance sheet date<br />

On the basis of a review of all claims reported but not yet paid out as at the balance sheet date, an assessment is made on<br />

expected liabilities stemming from future payouts of individual claims. Larger cases of material claimsare appraised by inhouse<br />

appraisers, <strong>and</strong> non-material clams (e.g. liability claims) <strong>and</strong> claims in legal proceedings are assessed by in-house<br />

legal experts (lawyers). Liabilities from claims which are paid out in the form of annuities are assessed by the <strong>Group</strong> as the<br />

present value of future payouts, where a 2.6% discount factor is applied.<br />

• Claims incurred but not reported as at the balance sheet date (IBNR)<br />

IBNR liabilities are established on the level of insurance category using the triangle (chain la<strong>dd</strong>er) method or statistical<br />

method.<br />

<strong>The</strong> chain la<strong>dd</strong>er method can be based on recognised or accrued claims with monthly or annual development factors,<br />

depending on the characteristics of the incidence of loss <strong>and</strong> procedures for resolving claims. <strong>The</strong> claims are arranged in a<br />

triangle, where the rows represent the year the claims were incurred, <strong>and</strong> the columns represent the number of years from the<br />

time the clams were incurred to recognising or accrual of the claims. Prediction of final claims is based on the calculation of<br />

average annual development factors.<br />

<strong>The</strong> statistical method is based on reviewing past claims. <strong>The</strong> IBNR calculation is made on the level of individual insurance<br />

category as the mathematical product of the estimated number of IBNR damages <strong>and</strong> the estimated value of IBNR claims.<br />

<strong>The</strong> estimated number of IBNR claims reported after 1 January 2009 is calculated by multiplying the number of reported<br />

claims in 2008 by the average factor of claims reported later in relation to all reported claims over the past ten years. <strong>The</strong><br />

estimated value of IBNR claims equals the average value of IBNR claims in the past year or the average value of claims paid<br />

in the past year if there was a relatively small number of claims.<br />

b) Changes in assumptions<br />

<strong>The</strong>re were no changes in assumptions for insurance contracts in 2009 compared to 2008.<br />

c.) Development of claims<br />

<strong>The</strong> tables below show claims development for property insurance <strong>and</strong> extra accident insurance as part of life insurance<br />

policies.<br />

Property insurance (excluding voluntary health insurance) in EUR thous<strong>and</strong> for the year 2009<br />

Year in<br />

which<br />

claims<br />

were<br />

incurred<br />

Cumulative claim payments in relation to the number of years passed<br />

between the reporting date <strong>and</strong> date of payment<br />

0 1 2 3 4 5 6 7 8 9 10<br />

1999 29,121 41,968 45,344 47,052 48,042 48,690 49,363 49,705 50,006 50,185 50,472<br />

2000 30,890 45,437 48,806 50,788 51,569 52,024 52,538 52,897 53,220 53,509<br />

2001 33,180 50,050 54,080 56,386 57,373 57,930 58,636 59,178 59,606<br />

2002 33,403 51,210 54,992 57,189 57,811 58,524 59,181 59,509<br />

2003 38,141 58,733 64,094 66,976 68,168 69,026 69,902<br />

2004 47,218 69,325 73,273 75,673 77,070 77,991<br />

2005 47,541 69,220 74,561 77,632 79,124<br />

2006 46,268 73,223 78,161 81,129<br />

2007 61,395 86,894 93,231<br />

2008 66,077 98,471<br />

2009 62,421<br />

116


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Property insurance (excluding voluntary health insurance) in EUR thous<strong>and</strong> for the year 2008<br />

Year in<br />

which<br />

claims<br />

were<br />

incurred<br />

Cumulative claim payments in relation to the number of years passed between<br />

the reporting date <strong>and</strong> date of payment<br />

0 1 2 3 4 5 6 7 8 9<br />

1999 29,121 41,968 45,344 47,052 48,042 48,690 49,363 49,705 50,006 50,185<br />

2000 30,890 45,437 48,806 50,788 51,569 52,024 52,538 52,897 53,220<br />

2001 33,180 50,050 54,080 56,386 57,373 57,930 58,636 59,178<br />

2002 33,403 51,210 54,992 57,189 57,811 58,524 59,181<br />

2003 38,141 58,733 64,094 66,976 68,168 69,026<br />

2004 47,218 69,325 73,273 75,673 77,070<br />

2005 47,541 69,220 74,561 77,632<br />

2006 46,268 73,223 78,161<br />

2007 61,395 86,894<br />

2008 66,077<br />

Life insurance - extra accident insurance in EUR thous<strong>and</strong> for the year 2009<br />

Year in<br />

which<br />

claims<br />

were<br />

incurred<br />

Cumulative claim payments in relation to the number of years passed<br />

between the reporting date <strong>and</strong> date of payment<br />

0 1 2 3 4 5 6 7 8 9 10<br />

1999 294 516 556 598 624 625 625 625 626 626 626<br />

2000 284 473 540 558 558 558 568 568 568 568<br />

2001 242 477 552 602 610 615 619 619 619<br />

2002 233 432 492 520 531 538 538 538<br />

2003 151 246 300 319 324 325 325<br />

2004 182 293 319 330 331 332<br />

2005 196 396 462 483 517<br />

2006 278 552 636 675<br />

2007 302 534 655<br />

2008 336 673<br />

2009 294<br />

Life insurance - extra accident insurance in EUR thous<strong>and</strong> for the year 2008<br />

Year in<br />

which<br />

claims<br />

were<br />

incurred<br />

Cumulative claim payments in relation to the number of years passed between<br />

the reporting date <strong>and</strong> date of payment<br />

0 1 2 3 4 5 6 7 8 9<br />

1999 294 516 556 598 624 625 625 625 626 626<br />

2000 284 473 540 558 558 558 568 568 568<br />

2001 242 477 552 602 610 615 619 619<br />

2002 233 432 492 520 531 538 538<br />

2003 151 246 300 319 324 325<br />

2004 182 293 319 330 331<br />

2005 196 396 462 483<br />

2006 278 552 636<br />

2007 302 534<br />

2008 336<br />

117


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.1.4. Long-term life insurance – assumptions, changes in assumptions <strong>and</strong> sensitivity<br />

a.) Procedure of establishing assumptions<br />

Liabilities from life insurance contracts with DPF were calculated using assumptions on future mortality from statistical tables.<br />

<strong>The</strong> portfolio of insurance contracts was too small in the past, so for the purpose of estimating mortality the following statistical<br />

tables are used:<br />

- for life insurance contracts with DPF, Slovenian morality tables from 1992 were used;<br />

- for annuity products, German mortality tables from 1987 were used<br />

- cancellations,<br />

- returns on investments (rate 2.6%-4%).<br />

<strong>The</strong>se assumptions are set at the time of concluding the contract <strong>and</strong> remain the same throughout the term of insurance, or<br />

safer assumptions are used in the calculation of liability to provide for the possibility of unfavourable deviation from<br />

expectations. An a<strong>dd</strong>itional adjustment is applied to these assumptions to account for risk <strong>and</strong> uncertainty.<br />

New estimates are made for each subsequent financial year for the purpose of checking the adequacy of liabilities determined<br />

in this manner. If it is determined that the established liabilities are adequate, assumptions remain unchanged. If the<br />

established liabilities prove to be inadequate, assumptions are revised to reflect new expectations. Consequently, the<br />

provisions are measured according to appropriate level.<br />

<strong>The</strong> assumptions used for insurance contracts described hereunder are as follows:<br />

• mortality<br />

Depending on the type of contract, the appropriate mortality table is chosen <strong>and</strong> adjusted to reflect actual mortality<br />

of the insurance portfolio in past years <strong>and</strong> the current period.<br />

• cancellations<br />

An analysis of the <strong>Group</strong>’s experience of the past three years is carried out by application of statistical methods, <strong>and</strong><br />

the appropriate cancellation percentage is determined. Cancellation percentages vary by type of product <strong>and</strong> term<br />

of the insurance period. <strong>The</strong> analysis is carried out in order to determine the best estimate of the policyholders’<br />

behaviour.<br />

• returns on investments<br />

<strong>The</strong> <strong>Group</strong> established assumptions for returns on investments by taking into account present returns on<br />

government-issued securities <strong>and</strong> other financial instruments on the market. In a<strong>dd</strong>ition to this, the structure of<br />

assets which are used to cover liabilities stemming from life insurance contracts (long-term business fund) is taken<br />

into consideration by determining weighted average returns.<br />

• costs<br />

Future costs are determined on the basis of current costs. <strong>The</strong> future inflation assumption was also applied.<br />

b.) Changes in assumptions<br />

In 2009 the <strong>Group</strong> made no changes in the assumptions used in the calculation of insurance contracts.<br />

118


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.1.5. Sensitivity analysis<br />

<strong>The</strong> <strong>Group</strong> made a sensitivity analysis of net profits before taxes on the last day of the financial year, with consideration to<br />

various parameters.<br />

Sensitivity test – parameters<br />

Sensitivity factor<br />

Factor description<br />

Technical interest rate (insurance contracts only) Effect of a change of the technical interest rate by ±1%<br />

Effect on the increase/decrease of all costs except the costs of<br />

Costs <strong>and</strong> expenses<br />

acquisition by ±5%<br />

Mortality (life insurance only)<br />

Effect of a 5% increase in mortality<br />

Mortality in annuity insurance (pension <strong>and</strong> annuity<br />

insurance)<br />

Effect of a 5% decrease in mortality<br />

Claims ratio (property <strong>and</strong> health insurance only)<br />

Effect of a 5% increase in the claims ratio<br />

<strong>The</strong> above factors were used in actuarial <strong>and</strong> statistical models for calculating the changes of net profits of the <strong>Group</strong>. <strong>The</strong><br />

table below shows the effect of changes of key factors on the net earnings of the <strong>Group</strong> before taxes.<br />

Effect on the <strong>Group</strong>’s net profit before tax for 2009<br />

(in EUR)<br />

Life<br />

insurance<br />

policies<br />

with DPF<br />

Unit-linked<br />

life<br />

insurance<br />

policies<br />

Property<br />

insurance<br />

excluding<br />

health<br />

insurance<br />

policies<br />

Health<br />

insurance<br />

policies<br />

Financial<br />

contracts<br />

with DPF<br />

Factor<br />

Costs +5% (116,964) (58,598) (2,237,029) (820,820) (10,290) (3,243,701)<br />

Costs -5% 116,964 58,598 2,237,029 820,820 10,290 3,243,701<br />

Technical interest rate +1% 6,829,864 - - - 1,114,120 7,943,984<br />

Technical interest rate -1% (8,421,135) - - - (1,394,990) (9,816,125)<br />

Mortality +5% (198,153) - - - - (198,153)<br />

Mortality in annuity insurance -<br />

5% (166,036) - - - - (166,036)<br />

Claims ratio +5% (344,948) (315,484) (6,935,286) (5,006,688) (79,898) (12,682,304)<br />

Claims ratio -5% 344,948 315,484 6,935,286 5,006,688 79,898 12,682,304<br />

Effect on the <strong>Group</strong>’s net profit before tax for 2008<br />

(in EUR)<br />

Life<br />

insurance<br />

policies<br />

with DPF<br />

Unit-linked<br />

life<br />

insurance<br />

policies<br />

Property<br />

insurance<br />

excluding<br />

health<br />

insurance<br />

policies<br />

Health<br />

insurance<br />

policies<br />

Financial<br />

contracts<br />

with DPF<br />

Factor<br />

Costs +5% (131,030) (76,000) (2,156,000) (778,000) (10,000) (3,151,030)<br />

Costs -5% 131,030 76,000 2,156,000 778,000 10,000 3,151,030<br />

Technical interest rate +1% 7,712,010 - - - 1,213,000 8,925,010<br />

Technical interest rate -1% (9,439,010) - - - (1,528,000) (10,967,010)<br />

Mortality +5% (216,395) - - - - (216,395)<br />

Mortality in annuity insurance -<br />

5% 158,711 - - - - 158,711<br />

Claims ratio +5% (357,408) (357,000) (6,851,000) (4,755,000) (87,000) (12,407,408)<br />

Claims ratio -5% 357,408 357,000 6,851,000 4,755,000 87,000 12,407,408<br />

Total<br />

Total<br />

119


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.1.6. Risk management in the area of reinsurance protection<br />

General description of the purpose <strong>and</strong> goals of reinsurance protection<br />

Reinsurance enables the <strong>Group</strong> to underwrite also insurance contracts that exceed <strong>Group</strong>'s own capacities, i.e. to take over<br />

risks above the <strong>Group</strong>s own retention <strong>and</strong> provide for solvency <strong>and</strong> liquidity of operations. Thus it represents a key element of<br />

risk management in insurance industry / business.<br />

<strong>The</strong> <strong>Group</strong> pursues the objective to achieve the optimum protection both against individual large claims <strong>and</strong> against the<br />

aggregate exposure of the <strong>Group</strong>'s insurance portfolio to natural <strong>and</strong> other insurance hazards.<br />

<strong>The</strong> <strong>Group</strong> decides on the form <strong>and</strong> structure of the reinsurance based on the level of retention of the insurer <strong>and</strong> the profiles<br />

of insurance portfolio.<br />

Contractual reinsurance ensures automatic cover of the vast majority of underwritten risks, even in the event of potential risk<br />

assessment errors.<br />

For exceptional risks which exceed the contractual reinsurance protection by scale or content of the cover provisions, the<br />

<strong>Group</strong> ensures a<strong>dd</strong>itional special facultative reinsurance protection. <strong>The</strong> program of planed reinsurance is composed of<br />

traditional proportional <strong>and</strong> non-proportional types of reinsurance protection, <strong>and</strong> is by structure <strong>and</strong> by extent of covers<br />

practically the same as in business year 2008. Through operational risks management the <strong>Group</strong> carefully monitors the<br />

frequency <strong>and</strong> the scale of the risks reinsured either under ordinary contractual provisions or under special facultative<br />

reinsurance provisions.<br />

Basic assumptions used in sensitivity tests<br />

We assume two types of reinsurance protection risks. <strong>The</strong> first risk is whether the structure <strong>and</strong> scale of protection have been<br />

adequately chosen, which can be checked by simulation of whether decreasing reinsurance protection would significantly<br />

decrease net profit or loss, which would consequently jeopardise the <strong>Group</strong>’s capital adequacy. <strong>The</strong> second risk is whether<br />

the profit or loss would worsen significantly if an above-average number of large-scale <strong>and</strong> mass losses (which would also<br />

involve above-average amounts) occurred in a given period.<br />

Two income sensitivity tests have been designed to assess reinsurance protection risk: first, the test of sensitivity to a<br />

decrease in reinsurance protection, <strong>and</strong> second, the test of sensitivity to above-average incidence of loss (for large-scale <strong>and</strong><br />

mass losses).<br />

Analysis of the group portfolio from the aspect of reinsurance risk<br />

In the largest group of other property insurance contracts, we analysed the sensitivity of individual portfolios of insurance<br />

categories/groups of insurance categories to large-scale <strong>and</strong> mass losses, with the aim of focusing the reinsurance risk<br />

management analysis on the most exposed insurance categories. This analysis showed that the reinsurance risk is most<br />

significantly affected, both in terms of the amount <strong>and</strong> number of potentially large-scale <strong>and</strong> mass losses, by the portfolio of<br />

auto liability insurance <strong>and</strong> the portfolio of fire <strong>and</strong> other damage insurance. <strong>The</strong>se portfolios also significantly affect the profit<br />

or loss; therefore the sensitivity analysis was made on the basis of these reinsurance contracts.<br />

120


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Concentration of reinsurance<br />

for 2009<br />

Contract year 2009<br />

Type of reinsurance<br />

Own share/<br />

priority in<br />

EUR<br />

Reinsurance<br />

premium<br />

Structure of<br />

the<br />

reinsurance<br />

premium<br />

Reinsurance<br />

commission<br />

Accrued<br />

reins.<br />

losses<br />

Reserved<br />

reins.<br />

losses<br />

(in EUR thous<strong>and</strong>)<br />

Effect of<br />

the reins.<br />

outcome<br />

on the<br />

profit<br />

Surplus reinsurance of fires 1,000,000 2,068 18.97% 310 2,045 5,104 5,391<br />

Quota share reinsurance of fires 900,000 833 7.64% 167 202 198 (266)<br />

Surplus reinsurance of technical<br />

reserves 400,000 643 5.90% 96 176 28 (343)<br />

Quota share reinsurance of<br />

technical reserves 360,000 713 6.54% 143 250 168 (152)<br />

Quota share reinsurance of<br />

earthquakes - 1,430 13.11% 357 - 1 (1,072)<br />

Risk XL reinsurance of fires 600,000 128 1.17% - - - (128)<br />

Risk XL technical reinsurance 120,000 63 0.58% - - - (63)<br />

Cat XL property reinsurance excl.<br />

vehicle insurance 1,000,000 845 7.75% - 318 48 (479)<br />

Cat XL reinsurance annual<br />

aggregate excl. vehicle insurance 2,000,000 149 1.37% - - 325 176<br />

Total fire <strong>and</strong> technical insurance 6,872 63.02% 1,073 2,991 5,872 3,064<br />

XL reinsurance of auto liability <strong>and</strong><br />

green card 300,000 926 8.49% - - 769 (157)<br />

XL reinsurance of comprehensive<br />

auto insurance 150,000 52 0.48% - - - (52)<br />

Cat XL property reinsurance -<br />

vehicle insurance 1,000,000 930 8.53% - 331 431 (168)<br />

Cat XL property reinsurance excl.<br />

vehicle insurance 2,000,000 358 3.28% - - 338 (20)<br />

Total auto insurance 2,266 20.78% - 331 1,538 (397)<br />

Other property insurance 1,085 9.95% 49 - - (1,036)<br />

Health insurance policies - 0,00% - - - -<br />

Life insurance 681 6.25% 103 186 54 (338)<br />

TOTAL CONTRACT YEAR 2009 10,904 100,00% 1,225 3,508 7,464 1,293<br />

121


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Concentration of reinsurance for 2008<br />

Contract year 2008<br />

Own share/<br />

priority in<br />

EUR<br />

Reinsurance<br />

premium<br />

Structure of<br />

the<br />

reinsurance<br />

premium<br />

Reinsurance<br />

commission<br />

Accrued<br />

reins.<br />

losses<br />

(in EUR thous<strong>and</strong>)<br />

Reserved<br />

reins.<br />

losses<br />

Effect of<br />

the reins.<br />

outcome<br />

on the<br />

profit<br />

Type of reinsurance<br />

Surplus reinsurance of fires 1,000,000 1,183 11.89% 260 809 467 353<br />

Quota share reinsurance of fires 900,000 763 7.67% 259 700 152 349<br />

Surplus reinsurance of technical<br />

reserves 400,000 418 4.20% 88 196 119 (15)<br />

Quota share reinsurance of technical<br />

reserves 360,000 646 6.49% 161 204 188 (92)<br />

Quota share reinsurance of<br />

earthquakes 10% 1,278 12.84% 320 - 5 (954)<br />

Risk XL reinsurance of fires 600,000 98 0.98% - - - (98)<br />

Risk XL technical reinsurance 120,000 117 1.18% - - - (117)<br />

Cat XL property reinsurance excl.<br />

vehicle insurance 600,000 1,098 11.04% - 4,619 2,057 5,579<br />

Total fire <strong>and</strong> technical insurance 5,601 56.29% 1,088 6,528 2,988 5,004<br />

XL reinsurance of auto liability <strong>and</strong><br />

green card 300,000 1,104 11.10% - - 678 (426)<br />

XL reinsurance of comprehensive<br />

auto insurance 150,000 50 0.50% - - - (50)<br />

Cat XL property reinsurance - vehicle<br />

insurance 600,000 1,156 11.62% - 2,141 3,717 (4,702)<br />

Total auto insurance 2,309 23.21% - 2,141 4,395 4,227<br />

Other property insurance 1,426 14.33% 25 - 881 (520)<br />

Health insurance policies - 0.0% - - - -<br />

Life insurance 614 6.17% 129 185 5 (295)<br />

TOTAL CONTRACT YEAR 2008 9,950 100.00% 1,242 8,854 8,269 8,416<br />

122


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Quantitative analysis of sensitivity test results<br />

In order to assess the consequences of lowering the reinsurance protection, two sensitivity tests were carried out, measuring<br />

the quantitative impact on the net profit or loss. In the sensitivity tests we used the most important reinsurance contracts<br />

covering groups of insurance categories which may potentially have the greatest impact on the <strong>Group</strong>’s profit or loss due to<br />

the portfolio size or potential for large-scale or mass losses.<br />

Test of sensitivity of the profit or loss to a decrease in reinsurance protection for 2009<br />

Change Change Change Effect of<br />

(in EUR thous<strong>and</strong>)<br />

Initial own<br />

share<br />

Increased<br />

own share<br />

in net<br />

premium<br />

in net<br />

losses<br />

in net<br />

reserves<br />

change to<br />

profit<br />

Total proportional reinsurance unchanged - - - -<br />

Risk XL reinsurance of fires 600 900 77 - - 600<br />

Risk XL technical reinsurance 120 200 - - - 120<br />

Cat XL property reinsurance excl. vehicle insurance 1,000 1,500 29 415 - 1,000<br />

Total fire <strong>and</strong> technical insurance 106 415 - 1,720<br />

XL reinsurance of auto liability <strong>and</strong> green card 300 400 112 - 154 300<br />

XL reinsurance of comprehensive auto insurance 150 150 - - - 150<br />

Cat XL property reinsurance - vehicle insurance 600 1000 86 585 - 600<br />

Total auto insurance 198 585 154 1,050<br />

TOTAL 304 1,000 154 2,770<br />

Test of sensitivity of the profit or loss to a decrease in reinsurance protection for 2008<br />

Change<br />

in net<br />

premium<br />

Change<br />

in net<br />

losses<br />

Change<br />

in net<br />

reserves<br />

Effect of<br />

change to<br />

profit<br />

(in EUR thous<strong>and</strong>)<br />

Initial own<br />

share<br />

Increased<br />

own share<br />

Total proportional reinsurance unchanged - - - -<br />

Risk XL reinsurance of fires 600 900 68 - - 68<br />

Risk XL technical reinsurance 120 120 - - - -<br />

Cat XL property reinsurance excl. vehicle insurance 600 1000 105 461 129 (485)<br />

Total fire <strong>and</strong> technical insurance 173 461 129 (417)<br />

XL reinsurance of auto liability <strong>and</strong> green card 300 400 301 - 200 101<br />

XL reinsurance of comprehensive auto insurance 150 150 - - - -<br />

Cat XL property reinsurance - vehicle insurance 600 1000 377 339 271 (233)<br />

Total auto insurance 678 339 471 (132)<br />

TOTAL 851 800 600 (549)<br />

We have illustrated in the tables the effect of the increase of the own share (own funding) on profit of the company when loss<br />

events remained largely unchanged in the contract years 2008 <strong>and</strong> 2009. <strong>The</strong> lower volume of the reinsurance protection was<br />

accompanied by the lower written reinsurance premium, as well as the lower volume of the written shares of the reinsurers in<br />

claims, which in turn is reflected on the positive change in the net premium <strong>and</strong> the negative change in the net claim.<br />

Despite the fact that the initial own shares in the contract year 2009 were slightly higher than those in the contract year 2008,<br />

the impact of the lowering of the reinsurance protection on the change in claims <strong>and</strong> in outst<strong>and</strong>ing claims provisions in both<br />

years does not differ much.<br />

<strong>The</strong> profit generated by the <strong>Group</strong> in both years was influenced by the change in net written premium. <strong>The</strong> base reinsurance<br />

premium was in the contract year 2008 slightly higher as a consequence of lower own shares in comparison with 2009; hence<br />

in the case of a decrease in the reinsurance protection in 2008, there would also be an increase in net written premium higher<br />

than the increase in net written premium in the contract year 2009.<br />

As a consequence of the developments described above, a comparable increase in the company’s own shares in both years<br />

would result in a decrease in the company’s profit in the amount of 851 thous<strong>and</strong> euros in the contract year 2008 <strong>and</strong> 850<br />

thous<strong>and</strong> euros in the contract year 2009.<br />

123


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Test of sensitivity of the profit or loss to an above-average number <strong>and</strong> amount of large-scale <strong>and</strong> mass losses for<br />

2008 <strong>and</strong> 2009<br />

Contract year 2009<br />

(in EUR thous<strong>and</strong>)<br />

Sum of simulated<br />

gross claims<br />

Change in<br />

net premium<br />

Change in<br />

net losses<br />

Change<br />

in net<br />

reserves<br />

Effect of change<br />

to profit<br />

Total proportional reinsurance - - 1,080 - (1,080)<br />

Risk XL reinsurance of fires - (31) (120) - 89<br />

Risk XL technical reinsurance - (58) (240) - 182<br />

Cat XL property reinsurance excl.<br />

vehicle insurance - (1,123) 836 - (1,960)<br />

Cat XL reinsurance annual agregate - - (1,000) - 1,000<br />

Total fire <strong>and</strong> technical insurance 15,761 (1,212) 556 - (1,769)<br />

XL reinsurance of auto liability <strong>and</strong><br />

green card - - 925 925 (1,850)<br />

XL reinsurance of comprehensive<br />

auto insurance - - - - -<br />

Cat XL property reinsurance - vehicle<br />

insurance - (221) 164 - (385)<br />

Total auto insurance 21,539 (221) 1,089 925 (2,235)<br />

Total 37,300 (1,433) 1,645 925 (3,995)<br />

Contract year 2008<br />

(in EUR thous<strong>and</strong>)<br />

Sum of simulated<br />

gross claims<br />

Change in<br />

net premium<br />

Change in<br />

net losses<br />

Change in<br />

net<br />

reserves<br />

Effect of change<br />

to profit<br />

Total proportional reinsurance - - 4,534 - (4,534)<br />

Risk XL reinsurance of fires - (27) (120) - 93<br />

Risk XL technical reinsurance - (117) (240) - 124<br />

Cat XL property reinsurance excl.<br />

vehicle insurance<br />

-<br />

(520) (2,959) - 2,439<br />

Total fire <strong>and</strong> technical insurance 11,718 (664) 1,215 - (1,879)<br />

XL reinsurance of auto liability <strong>and</strong><br />

green card<br />

-<br />

- 725 725 (1,450)<br />

XL reinsurance of comprehensive<br />

auto insurance<br />

-<br />

- - - -<br />

Cat XL property reinsurance -<br />

vehicle insurance<br />

-<br />

(111) 105 - (216)<br />

Total auto insurance 21,234 (111) 830 725 (1,666)<br />

Skupaj 32,952 (774) 2,045 725 (3,544)<br />

<strong>The</strong> two tables above show the effect of claims listed bellow, on the profit or loss reported in 2008 <strong>and</strong> 2009 having actual<br />

reinsurance protection in 2008 <strong>and</strong> 2009:<br />

- Fire loss in the amount of EUR 800,000, which was the subject of quota <strong>and</strong> Fire Risk XL reinsurance.<br />

- Installation loss in the amount of EUR 8,000,000, which was the subject of surplus (95.00%), quota <strong>and</strong> technical<br />

Risk XL reinsurance.<br />

- Loss as a result of storms in the amount of EUR 5,652,000 where the smaller portion was reinsured, while the<br />

remaining portion was covered under quota <strong>and</strong> property Cat XL reinsurance serving to provide coverage in case of<br />

catastrophic losses.<br />

- Claims from motor vehicle liability insurance in the amount of EUR 250,000, 750,000, 1,500,000, 3,000,000 <strong>and</strong><br />

15,000,000.<br />

Note: as regards losses under motor vehicle liability, the assumption made is to retain 50% of simulated losses in provisions<br />

for claims, whereas for all other simulated losses we have assumed making payments over the course of the year.<br />

124


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

As already mentioned, in 2009 we increased our own shares for motor insurance <strong>and</strong> insurance against the risk of natural<br />

disasters, which directly affects the reduced volume of reinsurance coverage compared to the contract year 2008. Loss<br />

events in the two years are comparable since in both years we recorded more loss events due to storms <strong>and</strong> an equal<br />

number of major automobile liability claims. In contract year 2008, the above claims would cause decrease in the <strong>Group</strong>’s<br />

profit of EUR 3,679 thous<strong>and</strong>, <strong>and</strong> in 2009, EUR 4,003 thous<strong>and</strong>.<br />

5.2 Financial risks<br />

<strong>The</strong> <strong>Group</strong> is exposed to financial risks through its financial assets <strong>and</strong> liabilities, reinsurance receivables <strong>and</strong> insurance<br />

liabilities. Financial risks are risks that, due to changes in the capital markets <strong>and</strong> ratings of the <strong>Group</strong>’s clients, the inflows will<br />

not be sufficient to cover the outflows. <strong>The</strong> most significant components of this financial risk are liquidity risk, credit risk <strong>and</strong><br />

market risk; the <strong>Group</strong> is exposed to the risks of changes in interest rates, securities market prices <strong>and</strong> currency rates.<br />

Liquidity risk is the risk that the <strong>Group</strong> may be unable to repay all its liabilities, including potential liabilities, without threat to its<br />

normal activities. <strong>The</strong> <strong>Group</strong> maintains capital adequacy with an adequate amount of capital in order to be able to ensure<br />

liquidity at any moment <strong>and</strong> so that it is sustainably able to meet its obligations (solvency).<br />

<strong>The</strong> main source of credit risk for the <strong>Group</strong> stems from the insurance segment <strong>and</strong> involves investments <strong>and</strong> reinsurance<br />

risks. This involves the risk that the counterparty will be unable to pay the amounts due at maturity.<br />

Market risks arise particularly in the investment of assets, where there is the potential that expectations regarding the value of<br />

investments are not met or are not met entirely. <strong>The</strong> risk of unfavourable changes in investment values can be the<br />

consequence of foreign exchange rate changes, as well as changes in interest rates or securities prices.<br />

<strong>The</strong> <strong>Group</strong> manages <strong>and</strong> controls the risks to which it is exposed by constantly monitoring cash flows <strong>and</strong> ensuring that it<br />

always has enough liquid assets at its disposal to settle its liabilities, by investing its assets in a manner which ensures stable<br />

long-term returns which exceed the amount of returns on insurance liabilities, by matching the terms of financial assets<br />

against financial liabilities, <strong>and</strong> by ensuring the adequacy of financial assets.<br />

Currency risk is less important for the <strong>Group</strong> because of ERM2 <strong>and</strong> adoption of the euro in 2007.<br />

125


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Analysis of assets <strong>and</strong> liabilities for financial risk management<br />

Life insurance contracts with<br />

DPF<br />

Short-term Insurance contracts<br />

Life insurance<br />

contracts with<br />

DPF<br />

Financial life<br />

insurance<br />

contracts with<br />

DPF<br />

Property<br />

insurance<br />

contracts excl.<br />

health<br />

insurance<br />

contracts<br />

Health<br />

insurance<br />

contracts<br />

Other assets<br />

<strong>and</strong> liabilities<br />

(in EUR)<br />

Total<br />

ASSETS<br />

31.12.2009<br />

Debt securities 58,784,677 13,598,069 76,702,831 10,856,640 13,705,428 173,647,644<br />

At fair value through profit or loss: 2,893,956 1,011,598 13,643,600 716,489 5,443,843 23,709,486<br />

- listed 2,893,956 982,260 13,376,584 644,981 5,182,406 23,080,187<br />

- non-listed - - - - 261,437 261,437<br />

- government bonds - 29,338 267,016 71,508 - 367,862<br />

Available for sale 43,798,880 10,818,497 63,059,231 9,500,444 4,465,822 131,642,873<br />

- listed 5,444,197 1,162,138 24,124,443 219,436 3,713,867 34,664,081<br />

- non-listed 539,020 - - - - 539,020<br />

- government bonds 37,815,663 9,656,358 38,934,788 9,281,008 751,955 96,439,772<br />

Held to maturity 12,091,841 1,767,974 - 639,707 3,795,763 18,295,285<br />

- listed 5,269,304 262,356 - - 3,748,351 9,280,011<br />

- non-listed 417,720 - - - - 417,720<br />

- government bonds 6,404,817 1,505,618 - 639,707 47,412 8,597,554<br />

Equity securities 7,332,432 1,395,093 30,600,202 2,156,321 38,539,505 80,023,553<br />

At fair value through profit or loss: 2,625,977 340,631 7,535,539 29,766 3,487,232 14,019,145<br />

- listed 2,625,977 340,631 7,535,539 29,766 3,487,232 14,019,145<br />

- non-listed - - - - - -<br />

Available for sale 4,706,455 1,054,462 23,064,663 2,126,555 35,052,273 66,004,408<br />

- listed 3,413,169 711,132 19,198,800 2,029,231 17,318,012 42,670,344<br />

- non-listed 1,293,286 343,330 3,865,863 97,324 17,734,261 23,334,064<br />

Impairment of financial assets (1,135,123) (683) (2,344,019) - (8,245,862) (11,725,687)<br />

Investment in associates - - - - 52,308,751 52,308,751<br />

Loans <strong>and</strong> receivables 14,856,259 2,752,938 47,379,674 19,408,024 73,425,463 157,822,358<br />

Loans <strong>and</strong> deposits 10,484,706 1,651,268 9,540,870 1,829,181 67,055,722 90,561,747<br />

Insurance receivables 595,883 128,585 29,455,047 11,736,545 603,317 42,519,377<br />

Other receivables 3,775,669 973,086 8,383,757 5,842,298 5,766,424 24,741,234<br />

Investment properties 3,915,504 1,081,744 17,411,187 108,567 7,296,538 29,813,540<br />

Reinsurance assets 199,221 18,768 19,231,019 - - 19,449,008<br />

Cash <strong>and</strong> cash equivalents 1,709,807 292,344 12,736,818 831,703 24,732,502 40,303,174<br />

Other assets 366,577 37,933 24,980,961 950,993 123,731,268 150,067,732<br />

Total assets 86,029,354 19,176,205 226,698,673 34,312,248 325,493,593 691,710,073<br />

LIABILITIES<br />

Insurance contracts 8,604,775 - 194,962,683 16,400,337 - 219,967,795<br />

Non-current liabilities 2,231,432 - 71,881,134 145,177 - 74,257,743<br />

Current liabilities 6,373,343 - 123,081,549 16,255,160 - 145,710,052<br />

Insurance contracts with DPF 76,130,189 - - - - 76,130,189<br />

Non-current liabilities 76,130,189 - - - - 76,130,189<br />

Current liabilities - - - - - -<br />

Investment contracts with DPF - 17,703,254 - - - 17,703,254<br />

Non-current liabilities - 17,654,644 - - - 17,654,644<br />

Current liabilities - 48,610 - - - 48,610<br />

Borrowings - - - - 196,132,185 196,132,185<br />

Other liabilities 966,404 232,165 18,367,566 6,402,584 19,857,435 45,826,154<br />

Total liabilities 85,701,368 17,935,419 213,330,249 22,802,921 215,989,620 555,759,577<br />

126


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Life insurance contracts with<br />

DPF<br />

Short-term Insurance contracts<br />

Life insurance<br />

contracts with<br />

DPF<br />

Financial life<br />

insurance<br />

contracts with<br />

DPF<br />

Property<br />

insurance<br />

contracts excl.<br />

health<br />

insurance<br />

contracts<br />

Health<br />

insurance<br />

contracts<br />

Other assets<br />

<strong>and</strong> liabilities<br />

(in EUR)<br />

Total<br />

ASSETS<br />

31 December 2008<br />

Debt securities 47,427,174 13,018,327 79,035,741 6,471,557 2,190,106 148,142,905<br />

At fair value through profit or loss: 3,235,192 947,476 14,383,689 859,092 236,536 19,661,985<br />

- listed 3,235,192 911,209 14,016,581 762,310 - 18,925,292<br />

- non-listed - - - - 236,536 236,536<br />

- government bonds - 36,267 367,108 96,782 - 500,157<br />

Available for sale 37,276,479 12,070,851 64,652,052 5,612,465 1,024,365 120,636,211<br />

- listed 4,542,964 1,976,484 24,888,641 348,589 322,534 32,079,212<br />

- non-listed - - - - - -<br />

- government bonds 32,733,514 10,094,367 39,763,411 5,263,876 701,831 88,556,999<br />

Held to maturity 6,915,504 - - - 929,205 7,844,709<br />

- listed 5,380,629 - - - 889,937 6,270,566<br />

- non-listed 427,282 - - - - 427,282<br />

- government bonds 1,107,593 - - - 39,268 1,146,861<br />

Equity securities 12,423,520 2,778,667 50,604,549 2,545,354 41,966,984 110,319,073<br />

At fair value through profit or loss: 2,645,320 829,200 5,272,758 55,229 7,046,189 15,848,695<br />

- listed 2,645,320 829,200 5,272,758 55,229 7,046,189 15,848,695<br />

- non-listed - - - - - -<br />

Available for sale 9,778,200 1,949,467 45,331,791 2,490,125 34,920,795 94,470,378<br />

- listed 8,960,620 1,796,599 42,083,652 2,490,125 10,002,150 65,333,146<br />

- non-listed 817,580 152,868 3,248,139 - 24,918,645 29,137,232<br />

Impairment of financial assets (4,159,003) (839,478) (15,215,132) (173,525) (7,244,586) (27,631,724)<br />

Investment in associates - - - - 81,077,284 81,077,284<br />

Loans <strong>and</strong> receivables 10,049,123 1,308,200 57,024,063 18,835,288 82,855,467 170,072,141<br />

Loans <strong>and</strong> deposits 9,220,578 1,025,976 16,674,165 5,516,979 64,680,183 97,117,881<br />

Insurance receivables 565,197 135,015 32,567,063 11,497,024 48,430 44,812,729<br />

Other receivables 263,348 147,209 7,782,835 1,821,285 18,126,854 28,141,531<br />

Investment properties 3,818,485 1,281,091 17,474,217 - 6,133,794 28,707,587<br />

Reinsurance assets 152,256 21,726 17,188,721 - - 17,362,703<br />

Cash <strong>and</strong> cash equivalents 1,172,517 76,173 3,976,328 187,382 24,887,904 30,300,304<br />

Other assets 815,338 308,069 25,902,068 5,754,394 112,920,491 145,700,360<br />

Total assets 71,699,410 17,952,775 235,990,554 33,620,450 344,787,444 704,050,634<br />

LIABILITIES<br />

Insurance contracts 7,636,505 384,788 186,817,551 15,906,377 - 210,745,221<br />

Non-current liabilities 2,496,872 70,051 66,450,674 169,446 - 69,187,043<br />

Current liabilities 5,139,633 314,737 120,366,877 15,736,931 - 141,558,178<br />

Insurance contracts with DPF 57,640,231 9,295,497 - - - 66,935,728<br />

Non-current liabilities 57,640,231 9,295,497 - - - 66,935,728<br />

Current liabilities - - - - - -<br />

Investment contracts with DPF 9,295,051 7,035,113 - - - 16,330,164<br />

Non-current liabilities 9,252,317 7,020,079 - - - 16,272,396<br />

Current liabilities 42,735 15,033 - - - 57,768<br />

Borrowings - - 8,000,000 - 173,908,599 181,908,599<br />

Other liabilities 435,138 317,646 14,801,873 7,392,230 21,328,173 44,275,059<br />

Total liabilities 75,006,924 17,033,044 209,619,424 23,298,607 195,236,772 520,194,771<br />

127


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.2.1 Liquidity risk<br />

Liquidity risk is the risk that cash may not be available to pay obligations due at a reasonable cost.<br />

<strong>The</strong> <strong>Group</strong> is exposed to liquidity risk in particular with regards to the insurance liabilities (claims) <strong>and</strong> the contractual<br />

obligations pertaining to the acquisition of financial instruments (notably the acquisitions of companies) <strong>and</strong> the servicing of<br />

current liabilities from financial instruments.<br />

<strong>The</strong> liquidity requirements in the field of financial intermediation are specifically regulated by the law, where the most<br />

important area for the <strong>Group</strong> is insurance where it strives to maintain the volume of liquidity in accordance with the regulatory<br />

requirements.<br />

Exposure to liquidity risk is reflected in the acceptance of insurance risk <strong>and</strong> the <strong>Group</strong>’s ability to meet its contractual<br />

obligations from existing insurance contracts <strong>and</strong> liabilities related to the insurer’s day-to-day operations.<br />

Liquidity risk stems from an imbalance in inflows <strong>and</strong> outflows <strong>and</strong> manifests itself in the potential that the <strong>Group</strong>, despite<br />

having adequate financial assets, would find itself in the position of having to cash in its investments under less favourable<br />

conditions (e.g. lower price, higher transaction costs) in order to meet its contractual obligations, which would result in a lower<br />

return on investments.<br />

<strong>The</strong> <strong>Group</strong> manages its liquidity risk through:<br />

• maintaining a suitable structure of investments;<br />

• diversifying the investment portfolio;<br />

• planning future cash flows, ensuring a suitable volume of cash flows from operating <strong>and</strong> investing activities (payout of<br />

interest <strong>and</strong> principal) to cover future foreseeable liabilities;<br />

• providing an adequate volume of high liquidity investments which are readily convertible without loss in order to cover<br />

future unforeseeable liabilities.<br />

<strong>The</strong> <strong>Group</strong> is exposed to interest rate risk via financial assets <strong>and</strong> liabilities, reinsured receivables <strong>and</strong> insured liabilities. Due<br />

to the nature of its investments <strong>and</strong> liabilities, the <strong>Group</strong> particularly faces the risk of changed interest rates.<br />

<strong>The</strong> overview of liquidity risk management is presented below, showing maturity of assets according to contractual cash flows,<br />

which are compared with the expected cash flows of insurance <strong>and</strong> financial contracts.<br />

Contractual cash flows for debt securities are calculated using the data of the issuers. <strong>The</strong> amortisation schedule <strong>and</strong> coupon<br />

rate at the date of calculation is used. For each time interval, the future cash flows (principal <strong>and</strong> coupon rate) are considered<br />

according to the situation of the debt securities portfolio.<br />

For the purpose of presenting cash flows of life insurance contracts with DPF <strong>and</strong> unit-linked life insurance, all the cash flows<br />

of future payments of claims <strong>and</strong> costs arising from life insurance contracts effective at 31 December 2009 were generated.<br />

For the purpose of presenting cash flows of financial contracts, all the cash flows of future payments of claims <strong>and</strong> costs<br />

arising from financial contracts effective at 31 December 2009 were generated..<br />

Expected cash flows of property insurance <strong>and</strong> health insurance represent an assessment of payments for claims (which<br />

have already been incurred), including costs <strong>and</strong> the release of liability from unearned premiums <strong>and</strong> provisions.<br />

Own assets of the <strong>Group</strong> are not intended for covering liabilities from insurance <strong>and</strong> financial contracts, <strong>and</strong> this is the reason<br />

the mean duration of assets is not presented.<br />

128


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Overview of maturity of insurance liabilities in 2009<br />

Carrying<br />

amount<br />

No stated<br />

maturity<br />

Expected cash flows (undiscounted)<br />

(in EUR) 0-1 year 1 – 5 years 5 - 10 years 10 - 15 years<br />

Liabilities<br />

More than 15<br />

years<br />

Insurance contracts 219,967,795 - 146,060,298 54,871,726 53,269,051 37,558,357 94,793,389<br />

Insurance contracts with DPF 76,130,189 - 6,659,497 30,419,358 40,167,394 31,899,258 68,674,106<br />

Investment contracts with DPF 17,703,254 - 1,542,269 7,157,261 10,365,688 9,489,577 27,521,996<br />

Debt securities (issued) - - - - - - -<br />

Total liabilities 313,801,238 - 154,262,064 92,448,345 103,802,133 78,947,192 190,989,491<br />

Overview of maturity of insurance liabilities in 2008<br />

Expected cash flows (undiscounted)<br />

(in EUR)<br />

Carrying<br />

amount<br />

No stated<br />

maturity 0-1 year 1 – 5 years 5 - 10 years 10 - 15 years<br />

Liabilities<br />

More than 15<br />

years<br />

Insurance contracts 210,745,221 - 137,836,517 49,476,994 18,052,930 5,378,780 -<br />

Insurance contracts with DPF 66,935,728 - 5,288,051 51,946,852 30,255,563 25,831,111 57,406,862<br />

Investment contracts with DPF 16,330,164 - 1,457,040 6,645,794 10,255,146 9,309,026 28,586,415<br />

Debt securities (issued) - - - - - - -<br />

Total liabilities 294,011,113 - 144,581,608 108,069,640 58,563,639 40,518,917 85,993,277<br />

Overview of maturity of liabilities related to own liabilities in 2009<br />

(in EUR)<br />

Liabilities<br />

Carrying<br />

amount<br />

No stated<br />

maturity<br />

Contractual cash flows (undiscounted)<br />

More than 5<br />

0-1 year 1-3 years 3-5 years years<br />

Debt securities (issued) 75,521,481 - 6,734,595 - - 68,856,966<br />

Borrowings 119,184,048 2,637,944 106,903,679 7,176,040 10,550,510 3,528,729<br />

Derivative financial instruments 1,426,656 - 279,981 1,146,675 - -<br />

Trade <strong>and</strong> other payables 19,857,435 2,051,446 16,721,623 572,758 21,287 750,408<br />

Total liabilities 215,989,620 4,689,390 130,639,878 8,895,473 10,571,797 73,136,103<br />

Overview of maturity of liabilities related to own liabilities in 2008<br />

(in EUR)<br />

Liabilities<br />

Carrying<br />

amount<br />

No stated<br />

maturity<br />

Contractual cash flows (undiscounted)<br />

More than 5<br />

0-1 year 1-3 years 3-5 years years<br />

Debt securities (issued) 75,449,991 - 5,353,312 12,362,816 8,240,000 67,331,028<br />

Borrowings 98,107,912 - 65,293,452 16,609,362 21,945,005 657,939<br />

Derivative financial instruments 350,696 - 350,696 - - -<br />

Trade <strong>and</strong> other payables 21,328,173 6,279,526 17,516,072 1,214,985 - 4,745<br />

Total liabilities 195,236,772 6,279,526 88,513,532 30,187,163 30,185,005 67,993,712<br />

129


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.2.2 Credit risk<br />

Credit risk is the consequence of an inability on the part of a contracting party to fully repay its obligations or overdue debts. In<br />

terms of financial instruments included in investments, it is the risk that one party in a contract regulating the financial<br />

instrument will cause the other party to incur financial loss due to a default on obligations as a result of a difference between<br />

actual <strong>and</strong> contractually agreed fulfilment of obligations.<br />

<strong>The</strong> <strong>Group</strong> manages its credit risk exposure by introducing further limits on individual amounts <strong>and</strong> on already specified<br />

amounts of maximum exposure of individual securities. In order to minimise the risk exposure, the <strong>Group</strong> checks analyses<br />

<strong>and</strong> credit rating scores of issuers of securities. It also manages its credit risk exposure through investments in governmentissued<br />

securities, <strong>and</strong> low-risk securities. <strong>The</strong> procedures for checking the credit of foreign issuers of securities are based on<br />

acquiring credit rating information from international firms such as St<strong>and</strong>ard & Poor’s, Fitch-IBCA <strong>and</strong> Moody’s.<br />

Issuers of securities in Slovenia do not have ratings, but the insurance part of the <strong>Group</strong> has the highest concentration of<br />

investments in debt securities, bank <strong>and</strong> government bonds. <strong>The</strong> credit risk of investment coupons <strong>and</strong> equity securities is<br />

controlled by diversification of investments.<br />

Procedures of verifying credit ratings are based on obtaining <strong>and</strong> reviewing publicly accessible data on the current financial<br />

status of the issuer of financial instruments <strong>and</strong> its future solvency. <strong>The</strong> credit rating of domestic issuers of financial<br />

instruments is determined by the <strong>Group</strong> itself. In checking the issuer’s credit using its own sources, the <strong>Group</strong> checks future<br />

solvency <strong>and</strong> in particular the issuer’s adequacy of expected future cash flows from regular activities, offset against the<br />

outflows for settlement of future liabilities.<br />

In terms of of reinsurance, the same as for financial asset investment, credit risk management procedures relate to verifying<br />

the reinsurer’s credit rating. In accordance with the credit risk management strategy , reinsurance-related liabilities are<br />

reinsured by prime-grade reinsurers. This does not, however, discharge the <strong>Group</strong>’s liability as primary insurer. If a reinsurer<br />

fails to pay a claim for any reason, the <strong>Group</strong> remains liable for the payment to the policyholder. <strong>The</strong> creditworthiness of<br />

reinsurers is considered on an annual basis by reviewing their financial strength prior to finalisation of any contract.<br />

<strong>The</strong> <strong>Group</strong> restructures credit risk by establishing limits according to counterparty <strong>and</strong> also according to territory <strong>and</strong> industry.<br />

<strong>The</strong>se risks change regularly.<br />

Maximum credit risk at 31 December 2009 <strong>and</strong> 31 December 2008<br />

(in EUR) AAA-A BBB-B Without rating Total<br />

31.12.2009 31.12.2008 31.12.2009 31.12.2008 31.12.2009 31.12.2008 31.12.2009 31.12.2008<br />

Debt securities 115,475,032 104,386,884 19,168,798 6,556,381 43,083,795 37,199,640 177,727,625 148,142,905<br />

At fair value through profit or<br />

loss 816,754 1,399,763 3,576,692 1,000,419 19,316,040 17,261,803 23,709,486 19,661,985<br />

Available-for-sale 107,886,926 100,486,158 10,611,753 3,990,928 17,224,175 16,159,125 135,722,854 120,636,211<br />

Hel-to-maturity 6,771,352 2,500,963 4,980,353 1,565,034 6,543,580 3,778,712 18,295,285 7,844,709<br />

Loans <strong>and</strong> receivables 3,147,557 - 9,860,032 - 148,794,675 181,421,807 161,802,264 181,421,807<br />

Loans <strong>and</strong> deposits 3,147,557 - 9,860,032 - 79,010,288 97,783,106 92,017,877 97,783,106<br />

Insurance receivables - - - - 33,377,192 35,709,836 33,377,192 35,709,836<br />

Recourse receivables - - - - 10,713,323 11,768,663 10,713,323 11,768,663<br />

Other receivables - - - - 25,693,872 36,160,202 25,693,872 36,160,202<br />

Reinsurance assets - - - - 19,449,008 17,362,703 19,449,008 17,362,703<br />

Cash <strong>and</strong> cash equivalents 491,776 5,745 46,620 70,932 40,191,676 31,228,515 40,730,072 31,305,192<br />

Total assets 119,114,365 104,392,629 29,075,450 6,627,313 251,519,154 267,212,665 399,708,969 378,232,607<br />

130


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Recourse receivables – recourse claims <strong>and</strong> assets acquired in the course of settlement of claims<br />

<strong>The</strong> <strong>Group</strong> may sell items damaged in insurance cases, which it acquires in the course of resolving claims. <strong>The</strong> net<br />

recoverable value of damaged items in claims which the <strong>Group</strong> manages to sell is recognised as revenue on the transaction<br />

date (sale of the damaged item).<br />

With the payment of claims, the rights in relation to those responsible for the damage are also transferred from the<br />

policyholder to the <strong>Group</strong> (subrogation). <strong>The</strong> <strong>Group</strong> exercises that right through a recourse claim of partial or entire payment<br />

of the insurance amount. In the event the insured person of compulsory liability insurance loses his or her rights (intoxication,<br />

etc.) the <strong>Group</strong> dem<strong>and</strong>s recourse from the policyholder or the person responsible for the damage of the entire or partial<br />

amount of the paid claims. Exercised recourse claims are recognised as insurance revenue. Expected recourse amounts are<br />

also included in the calculation of liabilities for claims.<br />

Recourse receivables are recorded separately, as exercised <strong>and</strong> unexercised, whereas the unexercised recourse receivables<br />

are kept in off-balance sheet records <strong>and</strong> no impairment is recognised with regard to them.<br />

Exercised recourse receivables are recorded separately as receivables insured by mortgage <strong>and</strong> other recourse receivables,<br />

which is the basis for impairment calculation. Impairment of exercised recourse receivables <strong>and</strong> receivables on redemption is<br />

based on individual estimation of the financial situation <strong>and</strong> liquidity of the insurance policyholder. Liquidity of debtors <strong>and</strong><br />

other receivables, except deferred tax receivables, are assessed individually; the same is true for impairment calculation.<br />

Loans<br />

<strong>The</strong> <strong>Group</strong> approves loans to its subsidiaries <strong>and</strong> associates in order to take advantage of synergy effects. <strong>The</strong> <strong>Group</strong> can<br />

raise loans under more advantageous conditions than subsidiaries <strong>and</strong> associates because of its financial power <strong>and</strong><br />

intensive cooperation with financial institutions. Loans are approved at the rate of interest prescried for loans to related<br />

parties. Loans are not insured.<br />

In some cases, loans are also approved to companies outside the <strong>Group</strong> if there exists a mutual interest for business<br />

cooperation. <strong>The</strong>se loans are not insured, <strong>and</strong> the interest rate is higher.<br />

131


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Credit risk: Impairment of financial assets<br />

Assets (in EUR)<br />

Neither past<br />

due nor<br />

impaired<br />

Up to 30<br />

days<br />

Past due but not impaired<br />

31-90 days<br />

91-270<br />

days<br />

More than<br />

271 days<br />

Gross<br />

value<br />

Past due <strong>and</strong> impaired<br />

Individually<br />

Collective<br />

Impairment<br />

Gross<br />

value<br />

Impairment<br />

Total<br />

carrying<br />

amount<br />

31 December 2009<br />

Debt securities 177,727,625 - - - - - - - - 177,727,625<br />

Loans 80,337,544 - 463,004 - 11,283 335,222 (147,885) 11,046,488 (27,779) 92,017,877<br />

Receivables 34,824,419 2,953,412 357,452 1,748,162 2,317,194 47,565,866 (35,109,703) 34,636,113 (19,508,528) 69,784,387<br />

- insurance receivables 13,476,583 2,730,548 131,399 1,338,207 2,070,055 5,290,140 (4,312,420) 27,901,144 (15,248,464) 33,377,192<br />

- recourse receivables - - - - - 24,403,068 (15,653,623) 5,302,790 (3,338,912) 10,713,323<br />

- other receivables 21,347,836 222,864 226,053 409,955 247,139 17,872,658 (15,143,660) 1,432,179 (921,152) 25,693,872<br />

Reinsurance assets 19,449,008 - - - - - - - - 19,449,008<br />

TOTAL 312,338,596 2,953,412 820,456 1,748,162 2,328,477 47,901,088 (35,257,588) 45,682,601 (19,536,307) 358,978,897<br />

31 December 2008<br />

Debt securities 148,142,905 - - - - - - - - 148,142,905<br />

Loans 84,695,005 2,992,383 1,029,788 8,911,613 154,317 431,757 (431,757) - - 97,783,106<br />

Receivables 40,591,075 2,222,501 2,339,094 1,825,122 1,159,400 19,381,299 (15,772,647) 64,954,003 (33,061,146) 83,638,701<br />

- insurance receivables 14,987,319 257,165 261,441 585,918 40,848 2,093,044 (1,472,304) 32,614,344 (13,657,939) 35,709,836<br />

- recourse receivables - - - - - - - 29,639,895 (17,871,232) 11,768,663<br />

- other receivables 25,603,756 1,965,336 2,077,653 1,239,204 1,118,552 17,288,255 (14,300,343) 2,699,764 (1,531,975) 36,160,202<br />

Reinsurance assets 17,278,319 - - - - - - - - 17,362,703<br />

TOTAL 290,707,304 5,214,884 3,368,882 10,736,735 1,398,101 19,813,056 (16,204,404) 64,954,003 (33,061,146) 346,927,415<br />

<strong>The</strong> table also includes investments contracts.<br />

132


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.2.3 Sensitivity analysis<br />

Sensitivity analysis – parameters<br />

Methods <strong>and</strong> assumptions used in preparing the sensitivity analysis for the types of market risks, which the <strong>Group</strong> is exposed.<br />

Sensitivity factor<br />

Changes in interest rates<br />

Changes in share prices<br />

Changes in commissions<br />

Description of sensitivity factor applied<br />

<strong>The</strong> impact of a change in market interest rates of ± 50 bp (i.e.: what is the impact<br />

on profit <strong>and</strong> equity if the market interest rate changes by the 50 basis points). A<br />

change of ± 50 bp represents a change of more than 1%, according to the change<br />

in interest rates in the past year.<br />

<strong>The</strong> impact of changes in market prices of financial assets are reflected in a<br />

change in share price, the price of ID-share prices of structured securities <strong>and</strong> the<br />

price of mutual funds at 31 December 2008 of ± 15%.<br />

<strong>The</strong> impact of changes in revenue from commissions from a decrease of<br />

investments of 15%.<br />

<strong>The</strong> table below summarises the results of the sensitivity analysis of a change in interest rates, a change in prices of equity<br />

securities <strong>and</strong> changes in the level of commission for the management of which the impact on equity excludes the impact on<br />

the profit <strong>and</strong> loss account. Because of changes in financial markets in the past year, the <strong>Group</strong> has changed the<br />

assumptions of sensitivity analysis to reflect the changes in market conditions.<br />

2009<br />

(in EUR) Impact on profit before tax Impact on equity<br />

Change in interest rate by +50 bp (513,171) (3,005,506)<br />

Change in interest rate by -50 bp 530,451 3,350,363<br />

+15% change in the price of shares 2,154,583 9,230,139<br />

-15% change in the price of shares (2,154,583) (9,230,139)<br />

Change in commissions (investment +15%) 1,627,363 -<br />

Change in commissions (investment -15%) (1,627,363) -<br />

(in EUR) Impact on profit before tax Impact on equity<br />

Change in interest rate by +50 bp (925,475) (6,071,260)<br />

Change in interest rate by -50 bp 954,195 6,642,070<br />

2008<br />

+15% change in the price of shares 3,962,174 21,546,416<br />

-15% change in the price of shares (3,962,174) (21,546,416)<br />

Change in commissions (investment +15%) 3,602,703 -<br />

Change in commissions (investment -15%) (3,602,703) -<br />

133


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.2.4 Currency risk<br />

<strong>The</strong> <strong>Group</strong>’s currency risk is not considered to be significant due to the fact that Slovenia is in the ERM2 system with fixed<br />

foreign currency rates, <strong>and</strong> the euro was introduced in Slovenia on 1 January 2007.<br />

<strong>The</strong> table below summarises the <strong>Group</strong>’s exposure to foreign currency exchange rate risk at 31 December. Included in the<br />

table are the <strong>Group</strong>’s financial assets <strong>and</strong> financial <strong>and</strong> insurance liabilities at carrying amounts, categorised by currency.<br />

31.12.2009<br />

(in EUR) EUR Other Total<br />

Assets<br />

Financial assets at fair value through profit or loss 35,655,676 2,417,696 38,073,372<br />

- Equity securities 13,118,979 1,244,907 14,363,886<br />

- Debt securities 22,536,697 1,172,789 23,709,486<br />

Available for sale 179,454,315 10,606,908 190,061,223<br />

- Equity securities 44,402,232 9,936,137 54,338,369<br />

- Debt securities 135,052,083 670,771 135,722,854<br />

Held to maturity 17,286,402 1,008,883 18,295,285<br />

- Debt securities 17,286,402 1,008,883 18,295,285<br />

Investment property 29,813,540 - 29,813,540<br />

Loans <strong>and</strong> receivables 153,711,798 8,090,466 161,802,264<br />

Investments in loans <strong>and</strong> other financial receivables 87,312,526 4,706,468 92,018,994<br />

Insurance receivables <strong>and</strong> other receivables 56,292,858 1,588,751 57,881,609<br />

Accruals <strong>and</strong> DAC 10,106,414 1,795,247 11,901,661<br />

Reinsurance assets 19,427,641 21,367 19,449,008<br />

Cash <strong>and</strong> cash equivalents 30,509,894 10,220,178 40,730,072<br />

Total assets 465,859,266 32,365,498 498,224,764<br />

Liabilities<br />

Debt securities (issued) 75,521,481 - 75,521,481<br />

Loans 118,904,123 279,925 119,184,048<br />

Derivative financial instruments 1,426,656 - 1,426,656<br />

Insurance contracts 212,991,566 6,976,229 219,967,795<br />

Insurance contracts with DPF 76,059,996 70,193 76,130,189<br />

Investment contracts with DPF 17,692,461 10,793 17,703,254<br />

Total liabilities 502,596,283 7,337,140 509,933,423<br />

134


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

31.12.2008<br />

(in EUR) EUR Other Total<br />

Assets<br />

Financial assets at fair value through profit or loss 31,509,851 4,000,829 35,510,680<br />

- Equity securities 11,847,866 4,000,829 15,848,695<br />

- Debt securities 19,661,985 - 19,661,985<br />

Available for sale 183,734,682 3,740,183 187,474,865<br />

- Equity securities 64,006,977 2,831,677 66,838,654<br />

- Debt securities 119,727,705 908,506 120,636,211<br />

Held to maturity 6,996,697 848,012 7,844,709<br />

- Debt securities 6,996,697 848,012 7,844,709<br />

Investment property 28,707,587 - 28,707,587<br />

Loans <strong>and</strong> receivables 166,429,798 14,992,009 181,421,807<br />

Investments in loans <strong>and</strong> other financial receivables 86,251,324 11,534,356 97,785,680<br />

Insurance receivables <strong>and</strong> other receivables 66,661,969 3,186,158 69,848,127<br />

Accruals <strong>and</strong> DAC 13,516,505 271,495 13,788,000<br />

Reinsurance assets 17,360,568 2,135 17,362,703<br />

Cash <strong>and</strong> cash equivalents 26,061,591 5,243,601 31,305,192<br />

Total assets 460,800,774 28,826,769 489,627,543<br />

Liabilities<br />

Debt securities (issued) 75,449,991 - 75,449,991<br />

Borrowings 106,027,899 80,013 106,107,912<br />

Derivative financial instruments 350,696 - 350,696<br />

Insurance contracts 207,727,450 3,017,771 210,745,221<br />

Insurance contracts with DPF 66,899,135 36,593 66,935,728<br />

Investment contracts with DPF 16,330,164 - 16,330,164<br />

Total liabilities 472,785,335 3,134,377 475,919,712<br />

5.3 Operational risk<br />

Operational risks are risks related to errors in the functioning of business processes, information technology, organisation <strong>and</strong><br />

similar areas.<br />

<strong>The</strong> operational risks of the <strong>Group</strong> are managed in the subsidiaries by monitoring the weaknesses <strong>and</strong> opportunities of their<br />

businesses <strong>and</strong> by controlling the business processes. <strong>The</strong> operational risk management is based on the <strong>Group</strong>’s strategic<br />

<strong>and</strong> companies’ operational objectives.<br />

<strong>The</strong> <strong>Group</strong> manages operational risks by introducing ISO st<strong>and</strong>ards at the level of the <strong>Group</strong> <strong>and</strong> at its individual members, by<br />

which the <strong>Group</strong> wants to st<strong>and</strong>ardise the business processes. <strong>The</strong> <strong>Group</strong> uses st<strong>and</strong>ardised <strong>and</strong> uniform software in the<br />

area of accounting <strong>and</strong> investments. Operational risks are reduced also with uniform system of annual planning <strong>and</strong> interim<br />

<strong>and</strong> annual reporting.<br />

5.4 General business risk<br />

General business risks are related to the <strong>Group</strong>’s operations in the environment, such as the economic environment,<br />

legislation <strong>and</strong> similar, on which the <strong>Group</strong> has no direct impact.<br />

Such risks are quite difficult to measure or model. In order to manage such risks, the <strong>Group</strong> regularly monitors legislation<br />

through its technical services, as well as developments on the capital market <strong>and</strong> macroeconomic parameters of the markets<br />

in which it is present.<br />

135


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

5.5 Capital management<br />

Board of Directors takes a decision on maintenance of significant (large) capital scope to ensure the confidence of all<br />

participants <strong>and</strong> development of <strong>KD</strong> <strong>Group</strong>. As one of the strategic indicators, the <strong>Group</strong> defines return on equity as the ratio<br />

between net profit for the year of the majority owner <strong>and</strong> the average value of the majority owner’s equity. <strong>The</strong> <strong>Group</strong> seeks to<br />

keep a balance between large returns which can be reached by higher indebtedness, <strong>and</strong> the advantages <strong>and</strong> safety of a<br />

powerful capital structure. Return on equity is one of the strategic indicators of the <strong>Group</strong>'s annual plan, which is adopted on<br />

the basis of monitoring developments in the environment <strong>and</strong> on maintaining an optimal capital structure. Return on equity is<br />

calculated as the ratio between net profit / loss generated <strong>and</strong> the average value of the total equity, less the value of earnings.<br />

Pursuant to the decision of the General Meeting of Shareholders, the parent company <strong>KD</strong> <strong>Group</strong> d. d. has established its own<br />

share fund. On 31 December 2009 there were 62,201 ordinary shares <strong>KD</strong>HR, which accounts for 2.11% of issued capital <strong>and</strong><br />

51,306 preference shares <strong>KD</strong>HP, which represents 1.74% of issued capital.<br />

<strong>The</strong> investment plan, optimal capital structure policy, expectations <strong>and</strong> interests of shareholders are the basis for<br />

development of the dividend policy. <strong>The</strong> entity distributes dividends once a year. <strong>The</strong> Board of Directors of the parent<br />

company takes a decision about the amount of proposed dividends. Dividends are distributed from the retained earnings of<br />

the parent company, which is regulated in compliance with valid regulations in Slovenia; the decision about dividend<br />

distribution is taken by the General Meeting of Shareholders.<br />

<strong>KD</strong> <strong>Group</strong> d. d. has no specific aims about ownership by employees <strong>and</strong> has no share option programme. In the <strong>Group</strong> there<br />

were no changes in the management of capital in 2009.<br />

<strong>The</strong> parent company is not subject to capital requirements which could be set by the regulatory authority.<br />

For an entity that has subsidiaries in the financial <strong>and</strong> insurance segment, capital requirements are provided by the regulatory<br />

authority. <strong>The</strong> management of the entities provides the proper amount of capital (capital adequacy) according to the scope<br />

<strong>and</strong> type of operations which are managed by the management <strong>and</strong> according to the risks to which they are exposed.<br />

5.6 Fair value of financial assets <strong>and</strong> liabilities<br />

Fair value is the amount for which an asset could be exchanged or a liability settled between knowledgeable, willing parties in<br />

an arm’s length transaction.<br />

<strong>The</strong> <strong>Group</strong> establishes the fair value of financial assets in the following way:<br />

- <strong>The</strong> fair value of investments in equity instruments that have a quoted market price on an active market is determined as<br />

the product of the number of units of the instrument <strong>and</strong> its quoted market price.<br />

- If there is no active market for the financial instruments, methods of assessing the fair value of a financial instrument are<br />

used. Valuation techniques include using recent arm’s length market transactions between knowledgeable, willing<br />

parties, if available, reference to the current fair value of another instrument that is substantially the same, <strong>and</strong><br />

discounted cash flow analysis. <strong>The</strong> <strong>Group</strong> has developed a model for assessing the fair value of non-listed equity<br />

instruments; its appropriateness was assessed by an independent qualified expert. Using this model, the fair values of<br />

significant financial investments in non-listed companies are estimated once a year on the basis of data available.<br />

- <strong>The</strong> fair value of loans <strong>and</strong> deposits represents the discounted amount of estimated future cash flows expected to be<br />

received. Expected cash flows are discounted at current market rates to determine fair value.<br />

- <strong>The</strong> estimated fair value of borrowings not quoted on an active market is based on discounted cash flows using current<br />

market rates. <strong>The</strong> aggregate fair value of quoted debt securities is calculated based on quoted market prices.<br />

- For current receivables <strong>and</strong> liabilities, it is assumed their carrying value reflects their fair value.<br />

- For a contract containing a discretionary participation feature, the fair value cannot be measured reliably.<br />

<strong>The</strong> following table summarises the carrying amounts <strong>and</strong> fair values of those financial assets <strong>and</strong> liabilities not presented on<br />

the <strong>Group</strong>’s balance sheet at their fair value. Bid prices are used to estimate fair values of assets, whereas offer prices are<br />

applied to liabilities.<br />

136


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(in EUR) Carrying value Fair value<br />

31. 12. 2009 31. 12. 2008 31. 12. 2009 31. 12. 2008<br />

Financial assets<br />

Investment securities (held to maturity) 18,295,285 7,844,709 18,295,285 7,844,709<br />

Loans <strong>and</strong> bank deposits 92,017,877 97,785,680 92,048,655 97,748,361<br />

110,313,162 105,630,389 110,343,340 105,593,070<br />

Financial liabilities<br />

Borrowings 101,642,448 106,107,912 101,491,404 106,977,118<br />

Bonds issued 75,521,481 75,449,991 72,623,944 74,573,007<br />

177,163,929 181,557,903 174,115,348 181,550,125<br />

Fair value hierarchy<br />

In 2009, the disclosures of financial assets <strong>and</strong> liabilities measured at fair value were amended by disclosures serving to<br />

disclose the financial assets <strong>and</strong> financial liabilities measured at fair value also by the source of valuation by applying a threelevel<br />

hierarchy for each <strong>and</strong> every type of financial instruments. <strong>The</strong> hierarchy is divided into three levels <strong>and</strong> the fair value of<br />

financial assets is shown below:<br />

- Level 1 includes the assets where fair value is determined entirely on the basis of prices quoted on an active market<br />

for similar instruments.<br />

- Level 2 includes the assets where fair value is determined on the basis of the valuation models where the inputs are<br />

obtained from publicly accessible market data (e.g.: market interest rates).<br />

- Level 3 includes the assets where fair value is determined on the basis of the valuation models where inputs that<br />

cannot be based on observable market are taken into account.<br />

Financial assets <strong>and</strong> liabilities by fair value hierarchy in 2009<br />

(in EUR)<br />

Total fair<br />

value Level 1 Level 2 Level 3<br />

Assets measured at fair value<br />

Financial assets at fair value through profit or loss<br />

Equity securities 14,363,886 13,274,974 1,088,912 -<br />

Debt securities 23,709,486 23,709,486 - -<br />

Financial assets, available for sale<br />

Equity securities 50,395,798 42,670,344 4,470,831 3,254,623<br />

Debt securities 135,722,854 134,916,334 806,520 -<br />

Derivative financial instruments<br />

Derivative financial instruments for trading 1,146,675 - 1,146,675 -<br />

Liabilities measured at fair value<br />

Derivative financial instruments<br />

Derivative financial instruments for hedge accounting 1,426,656 - 1,426,656 -<br />

<strong>The</strong> valuation of the investments made in equity securities classified at Level 3 was carried out on the basis of the<br />

assessment made for all equity capital <strong>and</strong> by using the discounted future net cash flows method . <strong>The</strong> method was based on<br />

the key assumptions set forth below:<br />

− <strong>The</strong> estimated free cash flows until 2018,<br />

− <strong>The</strong> leverage rate of the insurance company, <strong>and</strong><br />

− <strong>The</strong> discount for the lack of marketability.<br />

<strong>The</strong> effect of the modified assumptions would not have any material effect on the financial statements.<br />

137


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2008<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2008<br />

Changes in Level 3 Instruments for the year ended 31. 12. 2009<br />

Assets measured at fair value<br />

At 1<br />

January<br />

2009<br />

Total realised<br />

gains / (loss) in<br />

income statement<br />

Total unrealised<br />

gains / (loss) in<br />

income statement<br />

Total gains /<br />

(loss) recorded in<br />

other<br />

comprehensive<br />

income Purchases Sales<br />

Transfers from<br />

level 1 <strong>and</strong><br />

level 2<br />

At 31<br />

December<br />

2009<br />

Total gains or losses<br />

for the period included<br />

in profit or loss for<br />

assets / liabilities held<br />

at 31 December 2009<br />

Financial assets, available for sale<br />

Equity securities 1,324,996 - - (111,446) 2,041,073 - - 3,254,623 (111,446)<br />

Gains or losses (realised <strong>and</strong> unrealised) included in profit or loss for the period are presented in the consolidated income statement as follows:<br />

2009<br />

(in EUR)<br />

Realised gains<br />

Fair values gains <strong>and</strong><br />

losses<br />

Total<br />

Total gains or losses included in profit or loss for the<br />

period - - -<br />

Total gains or losses included in profit <strong>and</strong> loss for the<br />

period for assets held at the end of the reporting period - (111,446) (111,446)<br />

<strong>The</strong>re have been no transfers from Level 2 to Level 1 in 2009.<br />

138


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

6. Segment reporting<br />

<strong>The</strong> <strong>Group</strong>’s main activities, i.e. business segments, are the following:<br />

- Property insurance<br />

- Life insurance<br />

- Health insurance<br />

- Financial operations (asset management <strong>and</strong> other financial operations)<br />

- Banking<br />

- Other (real estate/immoveable property, publishing, etc.)<br />

As at 31 December 2009, the <strong>Group</strong> operated in Slovenia <strong>and</strong> the following other countries: Bosnia <strong>and</strong> Herzegovina,<br />

Bulgaria, Croatia, Cyprus, Netherl<strong>and</strong>s, Slovakia, Romania, Serbia, Ukraine, Uzbekistan <strong>and</strong> United States.<br />

6.1. Primary reporting format – business segments<br />

6.1.1 Performance by business segment<br />

<strong>The</strong> segment results for the year ended 31 December 2009 are as follows:<br />

(in EUR) 2009<br />

Property<br />

insurance Life insurance<br />

Health<br />

insurance<br />

Financial<br />

operations Banking Other <strong>Group</strong><br />

Total gross segment<br />

sales 143,882,060 99,053,668 100,150,423 11,672,110 1,384,704 8,108,462 364,251,427<br />

Inter-segment sales (1,146,097) (8,978,712) - (290,641) (698,467) (537,010) (11,650,927)<br />

Sales 142,735,963 90,074,956 100,150,423 11,381,469 686,237 7,571,452 352,600,500<br />

Interest income 6,061,771 4,518,695 907,032 1,797,346 893,823 73,063 14,251,730<br />

Operating profit/segment<br />

result 3,747,551 (8,363,340) 4,792,700 (13,852,708) (3,678,134) (1,078,554) (18,432,485)<br />

Finance costs – net 10,177 (1,949,083) (1,146) (7,245,351) (275,565) (102,946) (9,563,914)<br />

Share of profit of<br />

associates - - - (23,426,946) - - (23,426,946)<br />

Profit before income tax 3,757,728 (10,312,423) 4,791,554 (44,525,005) (3,953,699) (1,181,500) (51,423,345)<br />

Income tax expense (1,577,759) (116,929) (983,534) 9,528,853 535,654 (186,378) 7,199,907<br />

Profit or loss for the<br />

year 2,179,969 (10,429,352) 3,808,020 (34,996,152) (3,418,045) (1,367,878) (44,223,438)<br />

In Finance costs – net are included also net foreign exchange differences.<br />

139


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> segment results for the year ended 31 December 2008 are as follows:<br />

(in EUR) 2008<br />

Property<br />

insurance Life insurance<br />

Health<br />

insurance<br />

Financial<br />

operations Banking Other <strong>Group</strong><br />

Total gross segment<br />

l<br />

138,623,094 105,493,633 97,661,626 17,949,301 13,351,149 8,302,783 381,381,586<br />

Inter-segment sales (791,412) (15,984,763) (1,700,416) (1,855,199) (1,223,646) (509,399) (22,064,835)<br />

Sales 137,831,682 89,508,870 95,961,210 16,094,102 12,127,503 7,793,384 359,316,751<br />

Interest income 6,593,723 4,749,744 784,529 2,553,466 27,722 115,211 14,824,395<br />

Operating<br />

profit/segment result (14,203,819) (21,231,013) 2,051,933 (17,917,372) 1,590,701 (149,818) (49,859,388)<br />

Finance costs – net (638,797) 549,213 (453) (6,352,067) (1,202,716) (378,646) (8,023,466)<br />

Share of profit of<br />

associates (3,060,764) (1,043,773) - (23,302,843) - 351 (27,407,029)<br />

Profit before income<br />

tax (17,903,380) (21,725,573) 2,051,480 (47,572,281) 387,985 (528,113) (85,289,882)<br />

Income tax expense 4,188,301 764,399 (383,029) 4,176,332 (498,048) 37,944 8,285,899<br />

Profit or loss for the<br />

year (13,715,079) (20,961,174) 1,668,451 (43,395,949) (110,063) (490,169) (77,003,983)<br />

<strong>The</strong> costs are allocated to segments as they originally occur in the operations of each business segment <strong>and</strong> as they are<br />

reported by the subsidiaries which are included in the relevant segment.<br />

Other segment items included in the income statement for the year ended 31 December 2009 are as follows:<br />

(in EUR) 2009<br />

Property<br />

insurance<br />

Life<br />

insurance<br />

Health<br />

insurance<br />

Financial<br />

operations<br />

Banking Other <strong>Group</strong><br />

Depreciation <strong>and</strong> amortisation (1.935.032) (1.379.119) (725.141) (1.334.244) (394.924) (305.027) (6.073.487)<br />

Impairment of trade receivables (3.590.270) (299.753) (578.575) (28.897) - (30.909) (4.528.404)<br />

Other segment items included in the income statement for the year ended 31 December 2008 are as follows:<br />

(in EUR) 2008<br />

Property<br />

insurance<br />

Life<br />

insurance<br />

Health<br />

insurance<br />

Financial<br />

operations<br />

Cinematography<br />

Other<br />

<strong>Group</strong><br />

Depreciation <strong>and</strong> amortisation (1,716,312) (1,222,365) (760,886) (1,221,236) (2,744,043) (258,530) (7,923,372)<br />

Impairment of trade receivables (1,413,107) (542,711) (715,208) (39,165) - (35,652) (2,745,843)<br />

Inter-segment transfers or transactions are entered into under the normal commercial terms <strong>and</strong> conditions that would also be<br />

available to unrelated third parties.<br />

140


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> segment assets <strong>and</strong> liabilities at 31 December 2009 <strong>and</strong> for the year then ended are as follows:<br />

(in EUR) 31.12.2009<br />

Property<br />

insurance<br />

Life insurance<br />

Health insurance<br />

Financial<br />

operations Banking Other <strong>Group</strong><br />

Assets 241,077,576 291,570,746 39,973,724 161,513,881 46,751,286 14,588,780 795,475,993<br />

Associates 2,718,849 599,722 - 47,953,517 342 1,036,321 52,308,751<br />

Total assets 243,796,425 292,170,468 39,973,724 209,467,398 46,751,628 15,625,101 847,784,744<br />

Liabilities 221,693,367 270,013,578 26,550,416 146,556,087 29,209,967 2,156,310 696,179,725<br />

Financial liabilities 4,006,656 12,306,805 - 142,220,619 27,857,428 8,314,021 194,705,529<br />

Capital expenditure 2,131,186 1,830,445 - 4,242,402 2,087,758 1,728,294 12,020,085<br />

<strong>The</strong> segment assets <strong>and</strong> liabilities at 31 December 2008 <strong>and</strong> for the year then ended are as follows:<br />

(in EUR) 31.12.2008<br />

Property<br />

insurance<br />

Life<br />

insurance<br />

Health<br />

insurance<br />

Financial<br />

operations<br />

Cinematography<br />

Other<br />

<strong>Group</strong><br />

Assets 236,687,187 217,968,350 38,227,230 205,654,926 - 15,397,332 713,935,025<br />

Associates 2,746,728 599,722 - 76,765,206 - 965,628 81,077,284<br />

Total assets 239,433,915 218,568,072 38,227,230 282,420,132 - 16,362,960 795,012,309<br />

Liabilities 218,849,191 190,222,994 28,755,316 157,264,233 - 5,975,190 601,066,924<br />

Financial liabilities 12,016,352 9,848,863 - 152,059,632 - 7,633,056 181,557,903<br />

Capital expenditure<br />

2,855,958 3,750,267 69,634 15,709,725 - 618,275 23,003,859<br />

Segment assets consist primarily of property, plant <strong>and</strong> equipment, intangible assets, inventories, financial assets, cash, <strong>and</strong><br />

operating <strong>and</strong> other receivables.<br />

Segment liabilities comprise financial <strong>and</strong> operating liabilities. Internal transactions <strong>and</strong> balances with particular business<br />

segments have been eliminated from the above amounts.<br />

141


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

6.2 Secondary reporting format - geographical segments<br />

6.2.1 Performance by geographical segment<br />

<strong>The</strong> <strong>Group</strong>’s business segments operate in three main geographical areas, even though they are managed on a worldwide<br />

basis. <strong>The</strong> home country of the <strong>Group</strong> is Slovenia. <strong>The</strong> areas of operation are principally property insurance, life insurance,<br />

health insurance, financial services (asset management <strong>and</strong> other financial operations), banking <strong>and</strong> other (real estate,<br />

publishing, etc.).<br />

<strong>The</strong> <strong>Group</strong> particularly operates in Slovenia, in EU countries <strong>and</strong> other countries of South Eastern Europe.<br />

(in EUR) 2009 2008<br />

Sales<br />

Slovenia 339,558,426 351,113,529<br />

Euro area 4,521,620 5,494,951<br />

Other countries 8,520,454 2,708,271<br />

352,600,500 359,316,751<br />

(in EUR) 2009 2008<br />

Total assets<br />

Slovenia 715,832,730 665,026,087<br />

Euro area 97,634,794 72,741,414<br />

Other countries 34,317,220 57,244,808<br />

847,784,744 795,012,309<br />

(in EUR) 2009 2008<br />

Associates<br />

Slovenia 50,407,259 62,552,159<br />

Euro area 1,028,403 2,266,559<br />

Other countries 873,089 16,258,567<br />

52,308,751 81,077,285<br />

(in EUR) 2009 2008<br />

Capital expenditure<br />

Slovenia 11,105,850 13,604,941<br />

Euro area 135,198 520,036<br />

Other countries 779,037 10,531,904<br />

12,020,085 24,656,881<br />

(in EUR) 2009 2008<br />

Analysis of sales by category<br />

Revenue from the sales of goods 3,959,957 4,481,153<br />

Revenue from services 348,640,543 365,725,185<br />

352,600,500 370,206,338<br />

142


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

7. Property, plant <strong>and</strong> equipment<br />

(in EUR)<br />

L<strong>and</strong> &<br />

buildings<br />

Vehicles &<br />

machinery<br />

Furniture,<br />

fittings &<br />

equipment<br />

As at 1 January 2008<br />

Cost 65,186,188 20,032,673 34,571,658 119,790,519<br />

Accumulated depreciation (13,344,007) (11,173,011) (11,406,491) (35,923,509)<br />

Carrying amount 51,842,181 8,859,662 23,165,167 83,867,010<br />

Year 2008<br />

Opening carrying amount 51,842,181 8,859,662 23,165,167 83,867,010<br />

Exchange differences (161,735) 408,345 (39,681) 206,929<br />

Acquisition of subsidiary (Note 32) - 465 - 465<br />

Disposal of subsidiary (Note 32) (10,059,739) (8,829,634) (13,926,064) (32,815,437)<br />

A<strong>dd</strong>itions 1,278,336 14,705,637 1,745,332 17,729,305<br />

Disposals (6,187,361) (109,245) (414,285) (6,710,891)<br />

Depreciation charge (895,166) (2,219,225) (2,657,317) (5,771,708)<br />

Transfer to investment property (20,202,004) (20,202,004)<br />

Closing carrying amount 15,614,512 12,816,005 7,873,152 36,303,669<br />

As at 31 December 2008<br />

Cost 18,956,006 18,959,446 16,088,552 54,004,004<br />

Accumulated depreciation (3,341,494) (6,143,441) (8,215,400) (17,700,335)<br />

Carrying amount 15,614,512 12,816,005 7,873,152 36,303,669<br />

Year 2009<br />

Opening carrying amount 15,614,512 12,816,005 7,873,152 36,303,669<br />

Exchange differences (124,395) (33,525) (351,282) (509,202)<br />

Acquisition of subsidiary (Note 32)<br />

Total<br />

339,521 13,096 45,134 397,751<br />

Disposal of subsidiary (Note 32)<br />

(160,540) (6,867) (55,282) (222,689)<br />

A<strong>dd</strong>itions 2,189,000 1,599,308 856,194 4,644,503<br />

Disposals (820,525) (432,351) (638,442) (1,891,318)<br />

Depreciation charge (221,427) (2,096,253) (1,279,621) (3,597,301)<br />

Transfer to investment property - - - -<br />

Closing carrying amount 16,816,146 11,859,413 6,449,853 35,125,413<br />

As at 31 December 2009<br />

Cost 21,261,685 18,800,467 15,167,259 55,229,411<br />

Accumulated depreciation (4,445,539) (6,941,054) (8,717,406) (20,103,999)<br />

Carrying amount 16,816,146 11,859,413 6,449,853 35,125,412<br />

Bank borrowings are collateralised by l<strong>and</strong> <strong>and</strong> buildings with a carrying amount of EUR 2,073,430 (2008: EUR 2,668,982).<br />

<strong>The</strong> value of property, plant <strong>and</strong> equipment under construction as at 31 December 2009 was EUR 394,145 (2008: EUR<br />

382,037).<br />

143


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

8. Investment property<br />

(in EUR) 31.12.2009 31.12.2008<br />

As at 1 January<br />

Cost 32,693,964 24,058,580<br />

Accumulated depreciation (3,986,377) (3,457,059)<br />

Carrying amount 28,707,587 20,601,521<br />

Year ended 31 December<br />

Opening carrying amount 28,707,587 20,601,521<br />

Acquisition of subsidiary - -<br />

Disposal of subsidiary - (12,566,563)<br />

A<strong>dd</strong>itions 2,688,537 1,649,333<br />

Transfer from property, plan <strong>and</strong> equipment - 20,202,004<br />

Disposals (1,051,007) (536,071)<br />

Depreciation charge (531,577) (642,637)<br />

Closing carrying amount 29,813,540 28,707,587<br />

As at 31 December<br />

Cost 34,292,196 32,693,964<br />

Accumulated depreciation (4,478,656) (3,986,377)<br />

Carrying amount 29,813,540 28,707,587<br />

In 2009 the <strong>Group</strong> increased their share of investment properties owned by the <strong>Group</strong>. Consequently, this resulted in an<br />

increase in the investment property recognised in the consolidated financial statements <strong>and</strong> a reduction in the value of<br />

property, plant <strong>and</strong> equipment.<br />

<strong>The</strong> following amounts have been recognised in the income statement:<br />

(in EUR) 2009 2008<br />

Rental income 3,212,082 1,141,511<br />

Direct operating expenses arising from investment properties that generate rental income 723,642 956,250<br />

<strong>The</strong> <strong>Group</strong> does not have any investment properties that do not generate rental income. Lease agreements are short-term<br />

<strong>and</strong> cancellable.<br />

Investments in l<strong>and</strong> <strong>and</strong> buildings are initially measured at acquisition price, including all costs of the transaction. After initial<br />

recognition, they are disclosed at acquisition price, decreased by the depreciation charge <strong>and</strong> accrued loss attributable to<br />

impairment (cost model) - much like intangible assets.<br />

<strong>The</strong> <strong>Group</strong> assesses the need for impairment of investment property based on valuations of a licensed real estate appraiser,<br />

material changes in real estate prices, <strong>and</strong> under normal market conditions, on a three to five-year basis.<br />

144


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

9. Intangible assets<br />

(in EUR)<br />

As at 1 January 2008<br />

Goodwill<br />

Licences<br />

Computer<br />

software<br />

Cost 84,228,319 2,005,457 12,463,933 98,697,709<br />

Accumulated amortisation <strong>and</strong> impairment (1,569,005) (630,546) (8,601,517) (10,801,068)<br />

Carrying amount 82,659,314 1,374,911 3,862,416 87,896,641<br />

Year 2008<br />

Opening carrying amount 82,659,314 1,374,911 3,862,416 87,896,641<br />

Exchange differences (4,235) (27,406) (31,641)<br />

A<strong>dd</strong>itions 4,530,347 141,112 5,212,817 9,884,276<br />

Acquisition of subsidiary 127,058 - - 127,058<br />

Increase in equity share of subsidiaries - - - -<br />

Disposals - (26,908) - (26,908)<br />

Disposal of subsidiary (1,017,744) (124,702) (1,247,151) (2,389,597)<br />

Amortisation charge (65,347) (1,443,679) (1,509,026)<br />

Impairment charge (25,722,775) - - (25,722,775)<br />

Closing carrying amount 60,576,200 1,294,831 6,356,997 68,228,028<br />

As at 31 December 2008<br />

Cost 87,867,980 1,362,505 15,102,612 104,333,097<br />

Accumulated amortisation <strong>and</strong> impairment (27,291,780) (67,674) (8,745,615) (36,105,069)<br />

Carrying amount 60,576,200 1,294,831 6,356,997 68,228,028<br />

Year 2009<br />

Opening carrying amount 60,576,200 1,294,831 6,356,997 68,228,028<br />

Exchange differences - (2,694) (18,507) (21,201)<br />

A<strong>dd</strong>itions 429,604 223,416 6,722,562 7,375,582<br />

Acquisition of subsidiary 4,814,498 - - 4,814,498<br />

Increase in equity share of subsidiaries - - - -<br />

Disposals - (28,204) (1,045,444) (1,073,648)<br />

Disposal of subsidiary (Pojasnilo 32) - - (147,962) (147,962)<br />

Amortisation charge<br />

- (65,073) (1,879,536) (1,944,609)<br />

Impairment charge<br />

(5,904,886) - - (5,904,886)<br />

Transfer to intangible assets - (1,202,547) 1,202,547 -<br />

Closing carrying amount<br />

59,915,416 219,729 11,190,657 71,325,802<br />

As at 31 December 2009<br />

Cost<br />

Accumulated amortisation <strong>and</strong> impairment<br />

Carrying amount<br />

Total<br />

93,112,082 384,198 20,651,778 114,148,058<br />

(33,196,666) (164,469) (9,461,121) (42,822,256)<br />

59,915,416 219,729 11,190,657 71,325,802<br />

<strong>The</strong> value of intangible assets under construction as at 31 December 2009 was EUR 2,459,922 (2008: EUR 1,977,890).<br />

145


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> segment-level summary of the goodwill allocation is presented below:<br />

(in EUR)<br />

Property<br />

insurance<br />

Financial<br />

Life<br />

operations Banking insurance Other <strong>Group</strong><br />

Slovenia 24,441,425 28,677,000 - 2,855,310 728,690 56,702,425<br />

Euro area - 440,656 - - - 440,656<br />

Other countries - 2,395,201 - - 377,134 2,772,335<br />

Total at 31 December 2009 24,441,425 31,512,857 - 2,855,310 1,105,824 59,915,416<br />

Slovenia 24,441,425 28,677,000 - 2,855,310 299,008 56,272,743<br />

Euro area - 641,376 - 83,382 - 724,757<br />

Other countries - 3,578,705 - - - 3,578,705<br />

Total at 31 December 2008 24,441,425 32,897,081 - 2,938,692 299,008 60,576,204<br />

Goodwill is allocated mainly to the property insurance <strong>and</strong> financial operations segments <strong>and</strong> is assessed annually for<br />

impairment.<br />

<strong>The</strong> impairment charge of goodwill in the financial operations segment in 2009 was EUR 5,904,886 (in 2008 EUR<br />

25,722,755).<br />

Impairment of goodwill is recognised in other expenses (Note 23).<br />

<strong>The</strong> goodwill of the financial operations segment was assessed by an independent qualified expert using the following key<br />

assumptions in 2009:<br />

- present value of future cash-flows without indebtedness;<br />

- estimation was based on analysis of past operations <strong>and</strong> estimation of future business opportunities;<br />

- cash return was discounted with the appropriate weighted arithmetic average of return rate of debt <strong>and</strong> equity<br />

securities;<br />

- the CAMP model was used, modified for each country;<br />

- assumptions: 4% expected rate of return on non-risk investments, 7% premium for capital risk, 1.05% for systematic<br />

risk, 1% premium for particular risk, 20% discount for illiquidity, political risk factor between 1.05 <strong>and</strong> 1.15, 2%<br />

premium of investment in small companies;<br />

- return on equity between 12.6% <strong>and</strong> 16.1%;<br />

- profitability between 22.2% <strong>and</strong> 30% (depending on individual market saturation);<br />

- growth between 3.6% <strong>and</strong> 30% (depending on individual market saturation).<br />

-<br />

<strong>The</strong> goodwill of the financial operations segment was assessed by an independent qualified expert using the following key<br />

assumptions in 2008:<br />

- present value of future cash-flows without indebtedness;<br />

- estimation was based on analysis of past operations <strong>and</strong> estimation of future business opportunities;<br />

- cash return was discounted with the appropriate weighted arithmetic average of return rate of debt <strong>and</strong> equity<br />

securities;<br />

- the CAMP model was used, modified to each country;<br />

- assumptions: 4% expected rate of return on non-risk investments, 7% premium for capital risk, 1.05% for systematic<br />

risk, 1% premium for particular risk, 25% discount for illiquidity;<br />

- return on equity between 12.6% <strong>and</strong> 16.1%.<br />

In 2009, the appraisal of the property insurance segment was verified using an internal method of evaluation.<br />

146


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Key assumptions used in 2009 for the property insurance segment are:<br />

- the income approach (discounted cash flows) <strong>and</strong> market approach methods were used to calculate a range of<br />

values for the property insurance business;<br />

- the best management projections <strong>and</strong> estimates regarding the future premium were used for the period 2009-2014.<br />

For the following years, decreasing growth rates consistent with market growth were used. <strong>The</strong> forecasted growth of<br />

Slovenian general insurance market is approximately 7% annually;<br />

- unearned premium reserve projection is based on the premium earning patterns applied to the gross premium<br />

amount for each calendar year <strong>and</strong> line of business separately;<br />

- ceded premium assumptions range from 0% to 35% of the gross earned premium depending on the line of<br />

business. Ceded claims assumptions range from 0% to 50% of the gross claims incurred depending on the line of<br />

business;<br />

- ultimate loss ratio assumptions for future accident years range from 35% to 110% depending on the line on<br />

business;<br />

- <strong>The</strong> risk discount rate of 12.6% was derived based on CAPM ("Capital Asset Pricing Model").<br />

Based on the results of the valuation, which was performed by an independent qualified expert, the <strong>Group</strong> assessed that the<br />

goodwill related to the property insurance segment does not require impairment. Even if there was a change (within<br />

reasonable limits) in the assumprions, impairment would not be required.<br />

<strong>The</strong> goodwill was assessed using an internal method of evaluation. Goodwill does not require impairment according to this<br />

assessment.<br />

10. Investments in associates<br />

(in EUR) 2009 2008<br />

Balance at 1 January 81,077,285 71,687,821<br />

Acquisitions 4,018,887 14,571,598<br />

Disposals (21,601,237) (3,060,605)<br />

Increase in stake from associate to subsidiary (51,872) -<br />

Increase in stake from AFS investment to associate - 31,288,510<br />

Share of profit <strong>and</strong> revaluation (11,621,213) (27,407,028)<br />

Other revaluation 548,374 (128,586)<br />

Dividends (61,473) (5,874,425)<br />

Exchange differences - -<br />

Impairment - -<br />

Balance at 31 December 52,308,751 81,077,285<br />

In December 2009 the <strong>Group</strong> disposed ofan associated company BIG. <strong>The</strong> largest part of the loss on disposal was realised<br />

by the sale of BIG in the amount EUR 10,634,685, which is recognised in the income statement under financial expenses<br />

from shares in associated companies. Also, the <strong>Group</strong> recognised the largest part of losses attributed to BIG in the amount<br />

EUR 13,539,434.<br />

In July 2009 the <strong>Group</strong> partially disposed of its investment in associate MIG (26.48%), reducing its stake to only 3.73%, which<br />

means that MIG is no longer an associated comapny. <strong>The</strong> <strong>Group</strong> realised EUR 172,003 of gains on dispoal of MIG, which is<br />

recognised in the income statement under financial revenues from shares in associated companies.<br />

<strong>The</strong> <strong>Group</strong> in 2009 recognised profit from its share in <strong>KD</strong> ID in the amount EUR 1,357,457.<br />

In 2009, the <strong>Group</strong> invested EUR 1,625,698 in <strong>KD</strong> <strong>Group</strong> mutual funds, <strong>and</strong> sold EUR 3,187,210 of mutual funds.<br />

<strong>The</strong> <strong>Group</strong> increased the capital of <strong>KD</strong> Private Equity Netherl<strong>and</strong>s in November 2009 in the amount of EUR 481,790 the<br />

<strong>Group</strong>’s equity share in this company has not changed.<br />

147


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Information on associates of the <strong>Group</strong>:<br />

(in EUR) 2009<br />

Share of interest<br />

Associates<br />

Registered<br />

office<br />

Associates<br />

Designated<br />

at fair value<br />

through P/L<br />

Total Assets Liabilities Revenue<br />

Profit (loss) –<br />

pro rata share<br />

Concorde PS d.o.o. Slovenia 50.00% - 50.00% 686,618 151,668 695,460 (68,716)<br />

Seaway <strong>Group</strong> d.o.o. Slovenia 45.00% - 45.00% 37,818,585 25,948,653 30,797,223 438,762<br />

Seaway Skupina d.o.o. Slovenia 48.65% - 48.65% 22,016,584 22,023,416 28,790 (3,056)<br />

Seaway Technologies Italy 48.65% - 48.65% 29,862,847 27,731,419 5,026,335 58,388<br />

Žičnice Vogel Bohinj d.d. Slovenia 21.76% - 21.76% 13,690,318 8,325,251 2,652,322 (37,104)<br />

Deželna banka Slovenije d.d. Slovenia 35.62% - 35.62% 955,005,000 876,562,000 51,233,000 137,502<br />

<strong>KD</strong> ID d.d.* Slovenia 11.34% - 11.34% 67,946,778 1,896,101 19,297,429 1,357,457<br />

Semenarna Ljubljana Slovenia 29.90% - 29.90% 57,741,425 44,241,396 46,653,423 71,525<br />

Nama d.d. Slovenia 48.46% - 48.46% 15,469,752 5,262,199 17,161,869 275,857<br />

<strong>KD</strong> Private Equity b.v. Netherl<strong>and</strong>s 48.21% - 48.21% 221,774 26,986 950 (437,202)<br />

Zellner Holdings Limited, Cyprus Cyprus 48.65% - 48.65% 190,143 901,475 - (25,344)<br />

1,200,649,824 1,013,070,564 173,546,801 1,768,069<br />

*together with the parent company <strong>KD</strong> d. d. over 20%<br />

(in EUR) 2008<br />

Share of interest<br />

Associates Registered office Associates<br />

Designated at<br />

fair value<br />

through P/L<br />

Total Assets Liabilities Revenue<br />

Profit (loss) –<br />

pro rata share<br />

Concorde PS d.o.o. Slovenia 50.00% - 50.00% 842,293 153,972 1,036,703 6,093<br />

Seaway <strong>Group</strong> d.o.o. Slovenia 45.00% - 45.00% 42,852,865 31,956,898 38,243,950 855,363<br />

Seaway Skupina d.o.o. Slovenia 48.65% - 48.65% 79,613,155 68,779,774 37,630,193 (3,170)<br />

Seaway Technologies Italy 48.65% - 48.65% 15,799,527 13,950,072 857,774 (78,792)<br />

Žičnice Vogel Bohinj d.d. Slovenia 21.76% - 21.76% 14,485,722 8,950,126 2,821,861 (57,855)<br />

Radio Kranj d.o.o. Slovenia 20.00% - 20.00% 847,952 133,983 739,042 8,981<br />

Deželna banka Slovenije d.d. Slovenia 35.62% - 35.62% 882,385,000 805,505,000 59,923,000 419,568<br />

<strong>KD</strong> ID d.d.* Slovenia 9.93% - 9.93% 56,042,001 1,964,484 18,877,587 (8,717,081)<br />

Semenarna Ljubljana Slovenia 29.90% - 29.90% 57,435,471 43,951,378 54,227,298 (102,554)<br />

Nama d.d. Slovenia 48.46% - 48.46% 17,042,486 7,598,577 18,600,783 231,104<br />

<strong>KD</strong> Private Equity b.v. Netherl<strong>and</strong>s 48.21% - 48.21% 451,172 347,746 13,864 (390,538)<br />

Zellner Holdings Limited, Cyprus 48.65% - 48.65% 185,657 844,894 - (402,425)<br />

C MIG Montenegro 30.21% - 30.21% 16,284,774 2,459,095 215,497 (7,504,207)<br />

BIG FBIH 21.25% - 21.25% 130,922,407 91,019 1,146,547 (3,729,352)<br />

World Life <strong>Group</strong> LLC Cyprus 35.00% - 35.00% 1,012,317 3,434,723 - (847,842)<br />

EU Life <strong>Group</strong> LLC** Ukraine 35.00% - 35.00% 1,386,106 490,037 5,395,217 112,306<br />

EU Life Services LLC** Ukrajina 35.00% - 35.00% 8,850 1,348 130,085 212<br />

*together with the parent company <strong>KD</strong> d. d. over 20%<br />

**effective part<br />

1,361,001,588 1,026,110,318 283,263,234 (20,200,189)<br />

148


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

11. Financial assets<br />

(in EUR) 31.12.2009 31.12.2008<br />

At fair value through profit or loss<br />

Current<br />

Held for trading 18,301,847 15,387,151<br />

Initially recognised through profit or loss 19,735,404 20,123,529<br />

Non-Current<br />

Held for trading - -<br />

Initially recognised through profit or loss 36,121 -<br />

38,073,372 35,510,680<br />

Held to maturity<br />

Non-current 18,223,586 7,517,833<br />

Current 71,699 326,876<br />

18,295,285 7,844,709<br />

Available for sale<br />

Non-current 165,587,808 157,742,638<br />

Current 24,473,415 29,732,227<br />

190,061,223 187,474,865<br />

Loans <strong>and</strong> receivables<br />

Non-current 11,493,386 7,961,005<br />

Current 80,525,608 89,824,675<br />

92,018,994 97,785,680<br />

Derivative financial instruments 1,146,675 -<br />

Total 339,595,549 328,615,934<br />

<strong>The</strong> value of securities pledged as collateral for liabilities in 2009 amounted to EUR 1,134,280 (2008: EUR 11,407,847).<br />

11.1 Financial assets at fair value through profit or loss – held for trading<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Equity securities<br />

Listed securities 11,058,431 13,265,871<br />

Debt securities<br />

Listed securities:<br />

Fixed interest rate 6,699,642 1,573,405<br />

Variable interest rate 543,774 547,875<br />

7,243,416 2,121,280<br />

Government bonds - -<br />

Total 18,301,847 15,387,151<br />

149


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

11.2 Financial assets at fair value through profit or loss – other assets<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Equity securities<br />

Listed securities 3,305,455 2,582,824<br />

Debt securities<br />

Listed securities<br />

Fixed interest rate 15,836,767 16,804,008<br />

Variable interest rate - -<br />

15,836,767 16,804,008<br />

Non-listed securities<br />

Fixed interest rate 261,437 236,536<br />

Government bonds 367,866 500,161<br />

Total 19,771,525 20,123,529<br />

11.3 Investments held to maturity<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Debt securities<br />

Listed securities<br />

Fixed interest rate 9,070,816 6,061,421<br />

Variable interest rate 209,195 209,145<br />

9,280,011 6,270,566<br />

Non-listed securities<br />

Fixed interest rate 417,720 427,282<br />

Government bonds 8,597,554 1,146,861<br />

Total 18,295,285 7,844,709<br />

11.4 Financial assets available for sale<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Equity securities<br />

Listed securities 42,670,344 65,333,146<br />

Non-listed securities 11,668,025 1,505,508<br />

54,338,369 66,838,654<br />

Debt securities<br />

Listed securities<br />

Fixed interest rate 34,163,236 30,543,147<br />

Variable interest rate 1,478,407 1,536,065<br />

35,641,643 32,079,212<br />

Non-listed securities<br />

Fixed interest rate 539,020 -<br />

Government bonds 99,542,191 88,556,999<br />

Total 190,061,223 187,474,865<br />

150


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

11.5 Investments in loans <strong>and</strong> other financial receivables<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Loans to individuals<br />

Non-current 5,770,983 526,970<br />

Current 1,065,418 3,070,884<br />

Loans to corporate entities<br />

Non-current 3,077,240 4,585,241<br />

Current 21,796,127 29,979,899<br />

Loans to related parties<br />

Non-current - -<br />

Current 14,594,479 14,038,840<br />

Bank deposits<br />

Non-current 5,899,160 2,946,609<br />

Current 26,281,159 42,969,280<br />

Total loans 78,484,566 98,117,723<br />

Dividend receivables<br />

1,117 2,574<br />

Less: allowance for losses on loans <strong>and</strong> advances<br />

Non-current (80,846) (100,933)<br />

Current (5,392,621) (233,684)<br />

(5,473,467) (334,617)<br />

Total other loans <strong>and</strong> receivables 73,012,216 97,785,680<br />

Loans to banks 4,896,696 -<br />

Loans to non-banking clients 14,110,082 -<br />

19,006,778 -<br />

Total 92,018,994 97,785,680<br />

Investments in loans include also investment contracts assets.<br />

Current bank deposits are not accounted for as as cash <strong>and</strong> cash equivalents, as the insurance undertakings in the <strong>Group</strong><br />

recognise these as investments.<br />

Movement in allowance for losses on loans:<br />

(in EUR) 2009 2008<br />

Balance as at 1 January 334,717 1,349,910<br />

Impairment during the year 5,164,971 7,608<br />

Disposal of subsidiaries - (860,052)<br />

Reversal of impairment during the year (26,121) (162,849)<br />

Balance as at 31 December 5,473,467 334,717<br />

151


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> effective interest rates on loans <strong>and</strong> deposits were as follows:<br />

2009 2008<br />

Non-current loans 2.50% – 8.00% 6.57% – 8.00%<br />

Current loans 2.24% – 9.00% 6.00% – 10.00%<br />

Loans to related parties 2.24% – 8.00% 4.92% – 8.00%<br />

Short-term bank deposits 1.40% – 1.80% 2.80% – 4.85%<br />

11.6 Movements in financial assets<br />

(in EUR)<br />

Fair value through<br />

profit or loss –<br />

trading<br />

Fair value through<br />

profit or loss –<br />

other<br />

Available for<br />

sale<br />

Held to<br />

maturity<br />

Total<br />

As at 1 January 2009 15,387,151 20,123,529 187,474,865 7,844,709 230,830,254<br />

Exchange differences on monetary<br />

assets (45,846) (17,705) (133,183) (127,111) (323,845)<br />

A<strong>dd</strong>itions 143,874,647 4,178,281 84,017,582 12,729,475 244,799,985<br />

Acquisition of subsidiaries - - 3,476,199 - 3,476,199<br />

Disposal of subsidiaries (15,803) - (751,996) - (767,799)<br />

Disposals (sale <strong>and</strong> redemption) (141,068,581) (4,273,705) (83,789,308) (2,151,788*) (231,283,382)<br />

Impairment of available-for-sale equity<br />

securities - - (2,927,247) - (2,927,247)<br />

Reversal of impairment - - 183,890 - 183,890<br />

Net fair value gains – excluding net<br />

realised gains 170,279 (238,875) 2,510,421 - 2,441,825<br />

As at 31 December 2009 18,301,847 19,771,525 190,061,223 18,295,285 246,429,880<br />

As at 1 January 2008 42,508,318 20,935,380 317,214,328 7,590,164 388,248,190<br />

Exchange differences on monetary<br />

assets 45,197 (41,106) (70,152) (95,184) (161,245)<br />

A<strong>dd</strong>itions 17,011,892 27,039,659 55,237,993 1,709,961 100,999,505<br />

Acquisition of subsidiaries - - - - -<br />

Disposal of subsidiaries - (20,504,515) (3,164) - (20,507,679)<br />

Disposals (sale <strong>and</strong> redemption) (20,523,380) (6,489,301) (100,645,184) (1,360,232*) (129,018,097)<br />

Impairment of available-for-sale equity<br />

securities - - (24,846,256) -<br />

(24,846,256)<br />

Net fair value gains – excluding net<br />

realised gains (23,654,876) (816,588) (59,412,700) - (83,884,164)<br />

As at 31 December 2008 15,387,151 20,123,529 187,474,865 7,844,709 230,830,254<br />

* only redemption<br />

Investments in loans include also investment contracts assets.<br />

Impairment of available-for-sale non-listed equity securities is recognised either on the basis of external independent<br />

valuations, using the discounted future cash flow method, or on the basis of an internal model whose appropriateness has<br />

been assessed by an independent qualified expert.<br />

152


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

According to valuations performed in 2009, an impairment of EUR 2,927,247(2008: EUR 24,846,256) was recognised. <strong>The</strong><br />

following key assumptions were used in these valuations:<br />

- the method of discounted cash flows was used;<br />

- projections were made for minority shareholders;<br />

- cash flow projections for the period of 5 years were prepared;<br />

- the revenue growth rates range up to 5% per year;<br />

- the growth of employee costs was 3% per year;<br />

- the discount rates range up to 11.6% per year.<br />

<strong>The</strong> effective interest rates on debt securities were as follows:<br />

2009 2008<br />

Debt securities:<br />

– held-to-maturity financial assets 5.07% 5.10%<br />

– available-for-sale financial assets 4.67% - 4.95% 4.36% – 4.96%<br />

12. Receivables<br />

Insurance receivables <strong>and</strong> other receivables<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Trade receivables<br />

Current 15,737,152 23,753,580<br />

Less: provision for impairment of receivables (2,429,575) (2,773,538)<br />

Trade receivables – net 13,307,577 20,980,042<br />

Receivables arising from insurance <strong>and</strong> reinsurance contracts:<br />

Due from contract holders 47,685,958 46,108,340<br />

Less: provision for impairment of receivables from contract holders (20,652,127) (17,092,336)<br />

Due from agents, brokers <strong>and</strong> intermediaries 31,493,129 31,434,550<br />

Less: provision for impairment of receivables from agents, brokers <strong>and</strong><br />

intermediaries (19,078,828) (18,008,367)<br />

Due from reinsurers 4,645,559 5,037,942<br />

Less: provision for impairment of receivables from reinsurers (3,176) (1,630)<br />

Receivables arising from insurance <strong>and</strong> reinsurance contracts – net 44,090,515 47,478,499<br />

Prepayments 483,518 555,200<br />

Receivables from related parties - 834,386<br />

483,518 1,389,586<br />

Total 57,881,610 69,848,127<br />

153


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Deferred acquisition costs (DAC) <strong>and</strong> deferred expenses <strong>and</strong> accrued revenue<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Deferred acquisition costs (DAC) 8,103,645 11,566,010<br />

Deferred expenses <strong>and</strong> accrued revenue 3,798,016 2,221,991<br />

Total 11,901,661 13,788,001<br />

Trade receivables of EUR 3,583,141(2008: EUR 19,036,829) are classified as current assets based on the normal operating<br />

cycle, but are expected to be settled more than 12 months after the balance sheet date.<br />

Movement in allowance for losses on trade <strong>and</strong> other receivables:<br />

(in EUR) 2009 2008<br />

Balance as at 1 January 37,825,871 35,383,057<br />

Provision for receivable impairment 8,270,730 8,360,265<br />

Receivables written off during the year as uncollectible (143,249) 318,020<br />

Acquisition of subsidiary 19,646 -<br />

Exit from the <strong>Group</strong> (63,410) (590,542)<br />

Amounts recovered during the year (3,745,882) (5,644,929)<br />

As at 31 December 42,163,706 37,825,871<br />

13. Inventories<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Property intended for sale in the ordinary course of business 11,845,796 12,653,557<br />

Other 1,597,263 1,279,251<br />

Total 13,443,059 13,932,808<br />

Property intended for sale consists of the commercial-residential building Šumi. Other inventories consist of material <strong>and</strong> raw<br />

material (books <strong>and</strong> publications). Inventories are not pledged as collateral for liabilities.<br />

14. Cash <strong>and</strong> cash equivalents<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Cash at bank <strong>and</strong> in h<strong>and</strong> 13,378,915 9,500,699<br />

Call deposits 27,351,157 21,804,493<br />

Total 40,730,072 31,305,192<br />

<strong>The</strong> effective interest rate on call deposits with banks is 1.6% (2008: between 3.00% <strong>and</strong> 4.10%).<br />

<strong>The</strong> <strong>Group</strong> has open end credit lines in the amount EUR 200,000 <strong>and</strong> overdrafts on accounts at banks in the amount EUR<br />

125,000.<br />

154


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

15. Equity<br />

Share capital<br />

No. of shares Ordinary Preference Share Treasury<br />

(in EUR) Ordinary Preference shares shares premium shares Total<br />

Balance as at 1 January 2008 2,613,439 215,107 89,321,983 8,893,774 104,395,312 (3,852,955) 198,758,114<br />

Purchase of treasury shares - - - - - - -<br />

Disposal of treasury shares - - - - - - -<br />

Balance as at 31 December 2008 2,613,439 215,107 89,321,983 8,893,774 104,395,312 (3,852,955) 198,758,114<br />

Balance as at 1 January 2009 2,613,439 215,107 89,321,983 8,893,774 104,395,312 (3,852,955) 198,758,114<br />

Purchase of treasury shares - - - - - - -<br />

Disposal of treasury shares - - - - - - -<br />

Balance as at 31 December 2009 2,613,439 215,107 89,321,983 8,893,774 104,395,312 (3,852,955) 198,758,114<br />

<strong>The</strong> total number of shares, including treasury shares, is:<br />

- ordinary shares issued 2,675,640 (2008: 2,675,640),<br />

- preference shares issued 266,413 (2008: 266,413).<br />

Share premium in the amount of EUR 104,395,312 includes:<br />

- Share premium in the amount of EUR 45,177,164,<br />

- Revaluation reserves in the amount of EUR 59,218,148.<br />

<strong>The</strong> ordinary shares have been traded on the organised market of the Ljubljana Stock Exchange since 2001 <strong>and</strong> give the<br />

shareholders the voting rights <strong>and</strong> the entitlement to dividends.<br />

Preference shares carry no voting rights but provide their holder with the following rights:<br />

- Preference right to a dividend payment in the amount of EUR 1.67 before dividend payments to ordinary<br />

shareholders; in cumulative period of 5 years.<br />

- In the event of a dividend payout to ordinary shareholders, the right to an a<strong>dd</strong>itional dividend payment in the amount<br />

of EUR 1.67, for a maximum preference dividend payment of EUR 3.34;<br />

- In the event of liquidation of the company, the right of preferential treatment compared to ordinary shareholders,<br />

providing a payout of the remaining assets after liquidation in the amount of EUR 33.38.<br />

At the 9 th General Meeting of Shareholders of <strong>KD</strong> <strong>Group</strong> d. d. held on 30 August 2006, the shareholders adopted a resolution<br />

by which each share carrying a nominal value of SIT 8,000 was replaced by one non-par value share. <strong>The</strong> share capital <strong>and</strong><br />

the number of shares issued remained unchanged.<br />

Treasury shares<br />

(in EUR) 2009 2008<br />

Carrying Purchase Carrying Share (%) Carrying Purchase Carrying Share (%)<br />

value value value in capital value value value in capital<br />

1 Jan 31 Dec 1 Jan 31 Dec<br />

<strong>KD</strong>HR* 2,424,829 - 2,424,829 2.11 2,424,829 - 2,424,829 2.11<br />

<strong>KD</strong>HP** 1,428,126 - 1,428,126 1.74 1,428,126 - 1,428,126 1.74<br />

Total: 3,852,955 - 3,852,955 3.85 3,852,955 - 3,852,955 3.85<br />

* ordinary shares<br />

**preference shares<br />

155


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2009 2008<br />

Number Number Number Number<br />

1 Jan Purchase 31 Dec 1 Jan Disposal 31 Dec<br />

Number of shares<br />

<strong>KD</strong>HR 62,201 - 62,201 62,201 - 62,201<br />

<strong>KD</strong>HP 51,306 - 51,306 51,306 - 51,306<br />

Total 113,507 - 113,507 113,507 - 113,507<br />

Accumulated profit of <strong>KD</strong> <strong>Group</strong> d. d.<br />

In accordance with the decision of the Management Board as at 31 December 2009, the net loss incurred in 2009 of EUR<br />

52,827,433.37 is covered as follows:<br />

- EUR 8,152,469.82 from the remaining retained earnings after creating reserves for treasury shares<br />

- EUR 44,674,963.55 from capital surplus.<br />

16. Other reserves <strong>and</strong> retained earnings<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Consolidation adjustment (4,390,329) (4,320,061)<br />

Revaluation reserve– AFS financial assets 5,470,089 (430,319)<br />

Revaluation of derivative financial instruments (294,121) (350,697)<br />

Retained earnings (6,543,389) (4,549,122)<br />

Total (5,757,750) (9,650,199)<br />

(in EUR)<br />

Revaluation<br />

reserve – AFS<br />

Cash flow<br />

hedge reserve<br />

Foreign<br />

currency<br />

translation<br />

reserve<br />

Retained<br />

earnings<br />

Total<br />

Balance as at 1 January 2008 55,574,797 (33,272) (1,463,252) 76,416,444 130,494,717<br />

Revaluation – gross (59,412,700) - - - (59,412,700)<br />

Revaluation – tax 9,484,742 - - - 9,484,742<br />

Net gains transferred to net profit – gross (33,393,801) - - - (33,393,801)<br />

Net gains transferred to net profit – tax (Note<br />

21) 3,619,691 - - - 3,619,691<br />

Impairment – gross 24,846,254 - - - 24,846,254<br />

Impairment – tax (1,453,605) - - - (1,453,605)<br />

Share increase of associates - - - 14,329,037 14,329,037<br />

Currency translation differences: - - - - -<br />

- <strong>Group</strong> - - (2,856,809) - (2,856,809)<br />

- Associates - - - - -<br />

Revaluation – derivative instrument - (317,425) - - (317,425)<br />

Other increases (Note 4) - - - 1,667,880 1,667,880<br />

Profit for the year - - - (77,217,976) (77,217,976)<br />

Dividends - - - (19,744,507) (19,744,507)<br />

Minority interest 304,303 - - - 304,303<br />

Balance as at 31 December 2008 (430,319) (350,697) (4,320,061) (4,549,122) (9,650,199)<br />

156


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(in EUR)<br />

Revaluation<br />

reserve – AFS<br />

Cash flow<br />

hedge reserve<br />

Foreign<br />

currency<br />

translation<br />

reserve<br />

Retained<br />

earnings<br />

Total<br />

Balance as at 1 January 2009 (430,319) (350,697) (4,320,061) (4,549,122) (9,650,199)<br />

Revaluation – gross 3,381,477 - - - 3,381,477<br />

Revaluation – tax (898,121) - - - (898,121)<br />

Net gains transferred to net profit – gross 556,530 - - - 556,530<br />

Net gains transferred to net profit – tax (Note<br />

21) 81,418 - - - 81,418<br />

Impairment – gross 4,194,794 - - - 4,194,794<br />

Impairment – tax (838,959) - - - (838,959)<br />

Revaluation - associates - - - - -<br />

Revaluation – derivative instrument - gross - 70,716 - - 70,716<br />

Revaluation – derivative instrument - tax - (14,140) - - (14,140)<br />

Currency translation differences: - - - - -<br />

- <strong>Group</strong> - - (74,229) - (74,229)<br />

- Associates - - - - -<br />

Other increases - - - (166,251) (166,251)<br />

Other decreases (Note 4) - - - (1,698,091) (1,698,091)<br />

Profit for the year - - - (43,887,570) (43,887,570)<br />

Dividends - - - (166,630) (166,630)<br />

Decrease of capital reserve - - - 43,924,275 43,924,275<br />

Minority interest (576,731) - 3,961 - (572,770)<br />

Balance as at 31 December 2009 5,470,089 (294,121) (4,390,329) (6,543,389) (5,757,750)<br />

17. Borrowings<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Non-current<br />

Bank borrowings<br />

In Slovenia 11,889,561 41,506,759<br />

Current portion (6,875,318) (6,570,735)<br />

Other borrowings 2,272,404 333,489<br />

Current portion (2,139,339) (122,315)<br />

Bonds issued 75,521,481 75,449,991<br />

Current portion (1,422,394) (1,435,142)<br />

Time deposits<br />

Current portion 15,530,894 -<br />

94,777,289 109,162,047<br />

Current<br />

Bank borrowings<br />

In Slovenia 65,000,952 63,916,996<br />

Other borrowings 24,490,237 350,668<br />

Current portion of non-current borrowings 10,437,051 8,128,192<br />

99,928,240 72,395,856<br />

Total 194,705,529 181,557,903<br />

157


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Total borrowings include borrowings which are collateralised with pledged assets <strong>and</strong> guarantees in the amount of EUR<br />

93,138,121 (2008 EUR 86,673,238). Bank borrowings are collateralised by the pledged property of the <strong>Group</strong> (Note 7).<br />

<strong>The</strong> effective interest rates on borrowings were as follows:<br />

2009 2008<br />

Non-current borrowings 2.33% – 3.77% 5.23% – 5.99%<br />

Current borrowings 2.02% – 7.00% 4.45% –7.63%<br />

18. Insurance contracts liabilities<br />

Insurance liabilities <strong>and</strong> reinsurance assets<br />

(in EUR) 31.12.2009 31.12.2008<br />

Insurance contracts<br />

Property insurance contracts <strong>and</strong> health insurance contracts – gross:<br />

- claims reported <strong>and</strong> loss adjustment expenses 66,135,589 68,641,921<br />

- claims incurred but not reported 75,255,446 61,752,371<br />

- unearned premiums 66,068,628 67,247,245<br />

- provisions for bonuses, rebates <strong>and</strong> lapses 333,937 194,834<br />

- mathematical provisions (for health insurance) 145,177 169,446<br />

- other technical provisions (unexpired risk provisions included) 3,424,248 4,718,116<br />

211,363,025 202,723,933<br />

Life insurance contracts – gross<br />

- claims reported <strong>and</strong> loss adjustment expenses 2,705,468 2,317,863<br />

- claims incurred but not reported 3,482,512 2,829,771<br />

- unearned premiums 875,448 2,722,850<br />

- provisions for bonuses, rebates <strong>and</strong> lapses 126,971 11,100<br />

- mathematical provisions (for life insurance) 1,412,912 132,816<br />

- other technical provisions (unexpired risk provisions included) 1,459 6,888<br />

8,604,770 8,021,288<br />

Long-term insurance contracts<br />

- with DPF 76,130,189 66,935,728<br />

- without fixed terms – unit-linked 140,108,844 79,308,743<br />

216,239,033 146,244,471<br />

Total insurance liabilities, gross 436,206,828 356,989,692<br />

Receivables from reinsurers<br />

Property insurance contracts:<br />

- claims reported <strong>and</strong> loss adjustment expenses 17,251,633 15,320,171<br />

- claims incurred but not reported 1,131,099 803,147<br />

- unearned premiums 847,474 1,064,654<br />

- provisions for bonuses, rebates 813 749<br />

19,231,019 17,188,721<br />

Life insurance contracts<br />

- claims reported <strong>and</strong> loss adjustment expenses 162,746 119,552<br />

- claims incurred but not reported 1,072 256<br />

- unearned premiums 52,961 53,633<br />

216,779 173,441<br />

158


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(in EUR) 31.12.2009 31.12.2008<br />

Long-term insurance contracts<br />

- with DPF 1,210 541<br />

1,210 541<br />

Total reinsurers receivables 19,449,008 17,362,703<br />

Property insurance contracts <strong>and</strong> health insurance contracts – net:<br />

- claims reported <strong>and</strong> loss adjustment expenses 48,883,956 53,321,750<br />

- claims incurred but not reported 74,124,347 60,949,224<br />

- unearned premiums 65,221,154 66,182,591<br />

- provisions for bonuses, rebates 333,124 194,085<br />

- mathematical provision (for health insurance) 145,177 169,446<br />

- other technical provisions (unexpired risk provisions included) 3,424,248 4,718,116<br />

192,132,006 185,535,212<br />

Life insurance contracts–net<br />

- claims reported <strong>and</strong> loss adjustment expenses 2,542,722 2,198,311<br />

- claims incurred but not reported 3,481,440 2,829,515<br />

- unearned premiums 822,487 2,669,217<br />

- provisions for bonuses, rebates 126,971 11,100<br />

- mathematical provision (for life insurance) 1,412,912 132,816<br />

- other technical provisions (unexpired risk provisions included) 1,459 6,888<br />

8,387,991 7,847,847<br />

Long-term insurance contracts<br />

- with DPF 76,128,979 66,935,187<br />

- without fixed terms – unit-linked 140,108,844 79,308,743<br />

216,237,823 146,243,930<br />

Total 416,757,820 339,626,989<br />

Movements in insurance liabilities <strong>and</strong> reinsurance assets<br />

a) Claims <strong>and</strong> loss adjustment expenses<br />

(in EUR) 2009 2008<br />

Gross Reinsurance Net Gross Reinsurance Net<br />

Reported claims 70,959,781 (15,439,722) 55,520,059 61,129,663 (8,975,642) 52,154,021<br />

Incurred but not reported 64,582,146 (803,404) 63,778,742 58,645,436 (912,813) 57,732,623<br />

Total at the beginning of the year 135,541,927 (16,243,126) 119,298,801 119,775,099 (9,888,455) 109,886,644<br />

Cash paid for claims settled in the year (53,423,474) 7,995,283 (45,428,191) (44,238,193) 2,563,134 (41,675,059)<br />

Increase in liabilities<br />

- arising from current year claims 65,846,870 (7,514,522) 58,332,348 62,381,142 (8,336,224) 54,044,918<br />

- arising from prior year claims (379,792) (2,408,184) (2,787,976) (2,376,121) (581,582) (2,957,703)<br />

Total at the end of the year 147,585,531 (18,170,549) 129,414,982 135,541,927 (16,243,127) 119,298,800<br />

Reported claims 68,841,054 (17,414,379) 51,426,675 70,959,784 (15,439,723) 55,520,061<br />

Incurred but not reported 78,737,961 (1,132,171) 77,605,790 64,582,143 (803,404) 63,778,739<br />

Total at the end of the year 147,579,015 (18,546,550) 129,032,465 135,541,927 (16,243,127) 119,298,800<br />

159


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

b) Unearned premiums<br />

(in EUR) 2009 2008<br />

Gross Reinsurance Net Gross Reinsurance Net<br />

Total at the beginning of the<br />

year 69,970,095 (1,118,287) 68,851,808 69,855,397 (1,115,962) 68,739,435<br />

Increase in liabilities 62,980,118 (894,163) 62,085,955 65,217,263 (1,115,190) 64,102,073<br />

Decrease in liabilities (65,751,419) 1,111,783 (64,639,636) (64,765,565) 1,112,439 (63,653,126)<br />

Currency differences – net (254,718) 232 (254,486) (337,000) 426 (336,574)<br />

Total at the end of the year 66,944,076 (900,435) 66,043,641 69,970,095 (1,118,287) 68,851,808<br />

c) Unit-linked contracts<br />

(in EUR) 2009 2008<br />

Gross Reinsurance Net Gross Reinsurance Net<br />

Total at the beginning of the year 79,308,743 - 79,308,743 112,978,279 - 112,978,279<br />

Increase in liabilities 65,140,958 - 65,140,958 1,565,897 - 1,565,897<br />

Decrease in liabilities (4,321,164) - (4,321,164) (35,191,467) - (35,191,467)<br />

Currency differences – net (19,693) - (19,693) (43,966) - (43,966)<br />

Total at the end of the year 140,108,844 - 140,108,844 79,308,743 - 79,308,743<br />

d) Long-term insurance contracts with DPF<br />

(in EUR) 2009 2008<br />

Gross Reinsurance Net Gross Reinsurance Net<br />

Total at the beginning of the year 66,935,728 (541) 66,935,187 62,548,026 - 62,548,026<br />

Increase linked to premium<br />

payments 10,283,906 (696) 10,283,210 7,410,525 (591) 7,409,934<br />

Decrease linked to payouts (1,722,974) - (1,722,974) (3,033,256) - (3,033,256)<br />

Increase by the DPF portion for the<br />

current period 635,343 - 635,343 13,943 - 13,943<br />

Currency differences – net (1,814) 27 (1,787) (3,510) 50 (3,460)<br />

Total at the end of the year 76,130,189 (1,210) 76,128,979 66,935,728 (541) 66,935,187<br />

e) Other insurance contracts<br />

(in EUR) 2009 2008<br />

Gross Reinsurance Net Gross Reinsurance Net<br />

Total at the beginning of the<br />

year<br />

5,233,200 (749) 5,232,451 3,765,012 (407) 3,764,605<br />

Increase in liabilities 4,495,901 (813) 4,495,088 4,027,659 (749) 4,026,910<br />

Decrease in liabilities (4,145,148) 749 (4,144,399) (2,528,470) 407 (2,528,063)<br />

Currency differences – net (139,249) - (139,249) (31,001) - (31,001)<br />

Total at the end of the year 5,444,704 (813) 5,443,891 5,233,200 (749) 5,232,451<br />

160


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

19. Derivative financial instruments<br />

<strong>The</strong> <strong>Group</strong> has an interest swap in the amount of EUR 11,000,000 to reduce the exposure of cash flows for interest on loans<br />

(cash flow hedge) in 2007. <strong>The</strong> fair value of the interest swap on 31 December 2009 was negative in the amount of EUR<br />

279,981. <strong>The</strong> effect of hedge instruments valuation is recognised in comprehensive income.<br />

At the end of 2009 the Company entered into a futures transaction for the purchase <strong>and</strong> sale of securities. <strong>The</strong> fair value of<br />

the receivables <strong>and</strong> liabilities is equal to EUR 1,146,675; the net effect in the income statement equals zero.<br />

20. Trade <strong>and</strong> other payables<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Trade payables 13,597,467 10,570,410<br />

Other provisions <strong>and</strong> long-term accruals 2,607,327 2,862,590<br />

Income tax liabilities 1,528,147 350,717<br />

Deferred income tax liabilities 1,418,370 -<br />

Amounts due to related parties 126,429 97,617<br />

Payables – state (without income tax) 1,436,755 1,289,075<br />

Salaries 3,436,014 4,209,570<br />

Accrued expenses <strong>and</strong> deferred income 8,387,081 7,562,401<br />

Dividends payables 686,098 1,435,220<br />

Other insurance payables 12,913,770 17,460,867<br />

Total 46,137,458 45,838,467<br />

21. Deferred tax<br />

Deferred taxes are the result of accounting for current <strong>and</strong> future tax consequences, namely, the future recovery (settlement) of<br />

the book value of assets (liabilities) recognised in the balance sheet, as well as transactions <strong>and</strong> other events during the<br />

period, which are offset within the same tax jurisdiction <strong>and</strong> recognised in the financial statements of the <strong>Group</strong>.<br />

<strong>The</strong> offset amounts are as follows:<br />

(in EUR) 31.12.2009 31. 12. 2008<br />

Deferred tax assets<br />

– Deferred tax assets to be recovered after more than 12 months 29,682,588 20,315,147<br />

29,682,588 20,315,147<br />

Deferred tax liabilities<br />

– Deferred tax liabilities to be recovered after more than 12 months (1,418,370) (107,210)<br />

(1,418,370) (107,210)<br />

28,264,218 20,207,937<br />

(in EUR) 2009 2008<br />

<strong>The</strong> gross movement in the deferred tax account is as follows<br />

Beginning of the year 20,207,757 (2,527,886)<br />

Exchange differences (30,078) (60,644)<br />

Acquisition of subsidiaries (33,920) -<br />

Disposal of subsidiaries (8,004) (74,532)<br />

Income statement charge (Note 28) 9,795,691 11,219,991<br />

Tax charged/(credited) to equity (Note 17) (1,669,802) 11,650,828<br />

At the end of the year 28,264,218 20,207,757<br />

161


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> movement in deferred tax assets <strong>and</strong> liabilities during the year, without taking into consideration the offsetting of balances<br />

within the same tax jurisdiction, was as follows:<br />

Deferred tax liabilities<br />

(in EUR)<br />

Fair value<br />

gains Other Total<br />

As at 1 January 2008 11,400,456 65,800 11,466,256<br />

Charged/(credited) to the income statement 347,199 (55,991) 291,208<br />

Charged to equity (8,031,137) - (8,031,137)<br />

Charged to equity – transfer to net profit (Note 16) (3,619,691) - (3,619,691)<br />

Acquisition of subsidiaries - - -<br />

Exchange differences 421 153 574<br />

As at 31 December 2008 97,248 9,962 107,210<br />

Charged /(credited) to the income statement (391,248) - (391,248)<br />

Charged to equity – fair value reassessment 1,749,976 1,244 1,751,220<br />

Charged to equity – transfer to net profit (Note 16) (75,305) (6,113) (81,418)<br />

Acquisition of subsidiaries 32,633 - 32,633<br />

Disposal of subsidiaries (27) - (27)<br />

Exchange differences - - -<br />

As at 31 December 2009 1,413,277 5,093 1,418,370<br />

Deferred tax assets<br />

(in EUR)<br />

Employee<br />

benefits<br />

Impairment<br />

losses Tax losses Other Total<br />

As at 1 January 2008 614,959 4,251,798 4,062,197 9,416 8,938,370<br />

Charged/(credited) to the income<br />

statement (195,723) 8,130,829 3,515,832 60,261 11,511,199<br />

Disposal of subsidiaries (7,726) (66,806) - - (74,532)<br />

Exchange differences 1,164 15,868 (77,102) (60,070)<br />

As at 31 December 2008 412,674 12,331,689 7,500,927 69,677 20,314,967<br />

Charged/(credited) to the income<br />

statement (153,072) (1,150,136) 10,735,085 (27,434) 9,404,443<br />

Acquisition of subsidiaries 1,287 - - - 1,287<br />

Disposal of subsidiaries - (8,031) - - (8,031)<br />

Exchange differences - - (30,078) - (30,078)<br />

As at 31 December 2009 260,889 11,173,522 18,205,934 42,243 29,682,588<br />

<strong>The</strong> deferred tax charged to components of other comprehensive income during the year:<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Fair value reserves in shareholders’ equity<br />

– Available-for-sale financial assets (1,655,662) 12,046,306<br />

– Derivative financial instruments (14,140) -<br />

(1,669,802) 12,046,306<br />

162


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Deferred tax assets are recognised for tax loss carry-forwards to the extent that realisation of the related tax benefit through<br />

the future taxable profits is probable. All tax losses can be utilised over an unlimited period of time.<br />

<strong>The</strong> <strong>Group</strong> did not recognise deferred tax assets of EUR 1,729,912 (2008 EUR 278,368) in respect of losses amounting to<br />

EUR 8,649,560 (2008 EUR 1,325,563) that can be carried forward against future taxable income. <strong>The</strong>se losses were<br />

generated by subsidiaries of the <strong>Group</strong> with a history of loss-making.<br />

Unrecognised potential deferred tax assets:<br />

(in EUR) 31. 12. 2009 31. 12. 2008<br />

Deductible temporary differences - -<br />

Unrecognised tax loss carry-forwards 8,649,560 1,325,563<br />

Unrecognised tax credits - 23,584<br />

Total 8,649,560 1,349,147<br />

22. Revenue<br />

22.1. Net earned premiums on insurance contracts<br />

(in EUR) 2009 2008<br />

Long-term insurance contracts with DPF 7,077,204 7,634,679<br />

Long-term insurance contracts without fixed terms – unit-linked 68,029,056 82,719,783<br />

Financial contracts with DPF<br />

- Premium receivables 1,449,422 1,704,633<br />

- Change in unearned premium provisions 9,007 34,497<br />

76,564,689 92,093,592<br />

Property insurance contracts <strong>and</strong> health insurance contracts<br />

- Premium receivables 263,935,937 240,766,222<br />

- Change in unearned premium provisions 1,616,189 (322,049)<br />

265,552,126 240,444,173<br />

Premium income arising from insurance contracts issued 342,116,815 332,537,765<br />

Short-term reinsurance contracts<br />

- Premium payables (11,898,976) (11,420,813)<br />

- Change in unearned premium provisions (218,412) 7,992<br />

Long-term reinsurance contracts 130,950 157,751<br />

Premium revenue ceded to reinsurers on insurance contracts issued (11,986,438) (11,255,070)<br />

Net premiums 330,130,377 321,282,695<br />

163


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

22.2. Revenue <strong>and</strong> other operating income (excluding net earned premiums on insurance contracts)<br />

(in EUR) 2009 2008<br />

Sales of goods 3,959,957 4,481,153<br />

Fees <strong>and</strong> commissions income 10,849,086 14,410,812<br />

Sales of services 7,661,080 19,142,091<br />

22,470,123 38,034,056<br />

Other operating income:<br />

Other insurance income 3,934,975 5,660,327<br />

Other operating income 11,761,118 12,516,507<br />

Excess on acquisition of a subsidiary (Note 32) 192,776 31,536<br />

Excess on acquisition of associates (Note 10) - 5,130,921<br />

Excess on disposal of a subsidiary (Note 32) (620,680) 8,963,368<br />

Gain from increase in the share capital of a subsidiary - -<br />

15,268,189 32,302,659<br />

Total 37,738,312 70,336,715<br />

<strong>The</strong> <strong>Group</strong> disposed of entities from the financial, life insurance <strong>and</strong> health insurance segments <strong>and</strong> recorded a loss of EUR<br />

620,680.<br />

23. Expenses<br />

23.1. Gross benefits <strong>and</strong> claims paid<br />

2009<br />

(in EUR) Gross Reinsurance Net<br />

Long-term insurance contracts with DPF<br />

- death, maturity <strong>and</strong> surrender benefits 3,340,155 73,087 3,413,242<br />

- increase of liabilities - - -<br />

Long-term insurance contracts without fixed terms (unit-linked)<br />

- death, maturity <strong>and</strong> surrender benefits 612,431 - 612,431<br />

- increase of liabilities 66,141,341 - 66,141,341<br />

Net mathematical provisions – insurance contracts with DPF<br />

- death, maturity <strong>and</strong> surrender benefits 1,317,953 - 1,317,953<br />

- increase of liabilities 3,195,917 - 3,195,917<br />

Property insurance <strong>and</strong> health insurance<br />

- claims <strong>and</strong> loss adjustment expenses 199,842,859 (12,126,184) 187,716,675<br />

- increase of liabilities 9,078,171 - 9,078,171<br />

Total cost of policyholder benefits, claims <strong>and</strong> loss 283,528,827 (12,053,097) 271,475,730<br />

164


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

2008<br />

(in EUR) Gross Reinsurance Net<br />

Long-term insurance contracts with DPF<br />

- death, maturity <strong>and</strong> surrender benefits 7,104,737 183,737 7,288,474<br />

- increase of liabilities - - -<br />

Long-term insurance contracts without fixed terms (unit-linked)<br />

- death, maturity <strong>and</strong> surrender benefits 3,547,698 - 3,547,698<br />

- increase of liabilities (33,625,570) - (33,625,570)<br />

Net mathematical provisions – insurance contracts with DPF<br />

- death, maturity <strong>and</strong> surrender benefits 760,388 - 760,388<br />

- increase of liabilities (4,390,624) - (4,390,624)<br />

Property insurance <strong>and</strong> health insurance<br />

- claims <strong>and</strong> loss adjustment expenses 175,157,414 (12,356,648) 162,800,766<br />

- increase of liabilities 20,460,490 - 20,460,490<br />

Total cost of policyholder benefits, claims <strong>and</strong> loss 169,014,533 (12,172,911) 156,841,622<br />

23.2. Expenses by nature (excluding insurance contract benefits [net] <strong>and</strong> claims)<br />

(in EUR) 2009 2008<br />

Cost of services 68,689,724 75,690,259<br />

Labour costs<br />

Wages <strong>and</strong> salaries 43,817,255 48,271,640<br />

Cost of Salaries - pension insurance 4,103,843 4,242,131<br />

Cost of Salaries - social insurance 3,182,529 4,218,087<br />

Other costs of employees 6,259,155 6,960,509<br />

Other long-term <strong>and</strong> post-employment benefits 214,040 713,301<br />

57,576,822 64,405,668<br />

Total 126,266,546 140,095,927<br />

Number of employees 1,860 1,984<br />

Iinsurance acquisition costs of EUR 22,179,325 are included in the costs of services (in 2008: EUR 17,897,626).<br />

23.3. Other expenses<br />

(in EUR) 2009 2008<br />

Raw materials <strong>and</strong> consumables used 4,345,613 6,713,694<br />

Depreciation, amortisation <strong>and</strong> impairment 6,073,487 7,923,372<br />

Other insurance expenses 3,457,514 9,551,654<br />

Other expenses 19,780,439 33,085,695<br />

Total 33,657,053 57,274,415<br />

Impairment of goodwill recognised in 2009 in the amount of EUR 5,904,886 is included in other expenses (in 2008: EUR<br />

25,722,755).<br />

165


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

23.4. Audit fees<br />

(in EUR) 2009 2008<br />

Expenses (VAT included):<br />

- Audit of the financial statements 473,238 546,872<br />

a- Audit services 1,029 11,677<br />

- Tax advisory 9,708 34,734<br />

- Other non-audit services 1,492 -<br />

Total 485,467 593,283<br />

24. Investment income<br />

(in EUR) 2009 2008<br />

Available for sale<br />

dividend income 1,909,599 6,914,290<br />

- interest income, exchange differences 5,761,002 5,244,897<br />

7,670,601 12,159,187<br />

Held to maturity<br />

interest income 766,274 393,763<br />

Financial assets at fair value through profit or loss<br />

dividend income 408,630 956,236<br />

interest income, exchange differences 689,187 1,782,954<br />

1,097,817 2,739,190<br />

Cash <strong>and</strong> cash equivalents, loans, deposits <strong>and</strong> receivables<br />

interest income 7,035,267 7,402,781<br />

Total 16,569,959 22,694,921<br />

25. Net realised gains on financial assets available for sale<br />

(in EUR) 2009 2008<br />

Realised gains on financial assets – available for sale 14,265,857 12,072,649<br />

Realised losses on financial assets – available for sale (9,843,946) (2,075,008)<br />

4,421,911 9,997,641<br />

Impairment of financial assets (2,927,247) (24,846,254)<br />

Reversal od impairment 890 -<br />

Total 1,495,554 (14,848,613)<br />

166


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

26. Net fair value gains on assets at fair value through profit or loss<br />

(in EUR) 2009 2008<br />

Changes in fair value of financial assets<br />

- held for trading 170,279 (24,317,453)<br />

- initial recognition 22,063,796 (77,403,222)<br />

22,234,075 (101,720,675)<br />

Net fair value gains on financial assets at fair value through profit or loss<br />

- held for trading 2,546,383 233,098<br />

- initial recognition 2,574,316 55,064<br />

5,120,699 288,162<br />

Changes in fair value of derivatives (322,132) 6,319,371<br />

Total 27,032,642 (95,113,142)<br />

27. Operating loss before interests, tax, exchange differences <strong>and</strong> influence of associates<br />

<strong>The</strong> <strong>Group</strong> incurred the operating loss of EUR 18,432,485 in 2009 (in 2008, the <strong>Group</strong> incurred the operating loss of EUR<br />

49,859,388).<br />

28. Finance costs<br />

(in EUR) 2009 2008<br />

Interest expense:<br />

Bank borrowings (3,990,195) (5,743,009)<br />

Bonds (3,956,773) (4,124,643)<br />

Other (314,499) (298,067)<br />

Net foreign exchange differences (1,302,447) 2,142,253<br />

Total (9,563,914) (8,023,466)<br />

29. Income tax expense<br />

(in EUR) 2009 2008<br />

Current tax (2,595,784) (2,934,092)<br />

Deferred tax 9,795,691 11,219,991<br />

Total 7,199,907 8,285,899<br />

167


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

<strong>The</strong> actual amount of income tax expense of the <strong>Group</strong> differs from the notional amount that would arise using the weighted<br />

average tax rate applicable to profits of the consolidated companies as follows:<br />

(in EUR) 2009 2008<br />

Profit before tax (43,887,570) (77,217,976)<br />

Tax calculated at domestic tax rates applicable to profits in the respective countries 9,745,306 18,793,634<br />

Income not subject to tax 8,411,643 13,929,188<br />

Non-deductible expenses (13,571,533) (19,987,207)<br />

Utilisation of previously unrecognised tax losses 329,128 (237,893)<br />

Tax losses for which no deferred tax assets were recognised 2,285,363 (4,211,823)<br />

Tax charge 7,199,907 8,285,899<br />

Effective tax rate 16.41% 10.73%<br />

<strong>The</strong> applicable corporate income tax rates in Slovenia for 2009 <strong>and</strong> 2010 are 21% <strong>and</strong> 20%, respectively.<br />

<strong>The</strong> tax authorities may at any time inspect the books <strong>and</strong> records within five years subsequent to the reported tax year, <strong>and</strong><br />

may impose a<strong>dd</strong>itional tax assessments <strong>and</strong> penalties. Some of the subsidiaries have been the subject of tax inspection in<br />

recent years, but the parent company has not been inspected by the tax authorities since its establishemtn in 2001. <strong>The</strong><br />

<strong>Group</strong>’s management is not aware of any circumstances which may give rise to a potential material liability in this respect.<br />

30. Earnings per share<br />

Basic earnings per share attributable to holders of ordinary shares of the controlling entity are calculated by dividing the profit<br />

attributable to equity holders of the <strong>Group</strong>, (net profit of the majiortiy owners adjusted for the amount of preference dividends,<br />

by the weighted average number of ordinary shares in issue during the year.<br />

(in EUR) 2009 2008<br />

Basic<br />

Profit attributable to equity holders of the parent (44,246,799) (76,858,747)<br />

Weighted average number of ordinary shares in issue 2,613,439 2,613,439<br />

Basic <strong>and</strong> diluted earnings per share (EUR per share) (16.93) (29.41)<br />

Earnings per share <strong>and</strong> restated earnings per share are equal.<br />

31. Dividends per share<br />

According to the decision of the General Meeting of Shareholders concerning profit distribution, no dividends were paid either<br />

on preference shares or ordinary shareso. For the year 2009 the Board of Directors proposed no dividend payment.<br />

32. Acquisitions <strong>and</strong> disposals of subsidiaries<br />

32.1. Acquisition<br />

In 2009, the <strong>Group</strong> acquired a more than 50% share in the following companies:<br />

- FM-NET d.o.o., Ljubljana – 31 January 2009<br />

- Radio Kranj d.o.o., Kranj – 31 January 2009<br />

- World Life group Ltd., Limassol – 30 June 2009<br />

- Vitavizia d.o.o., Ljubljana – 30 June 2009<br />

- <strong>KD</strong> Financial point EOOD, Sofia – 1. January 2009<br />

168


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

- OOO Sarbon Invest, Taškent – 30 June 2009<br />

Pursuant to the business combination with FM-NET d.o.o., World Life <strong>Group</strong> ltd., Vitavizia d.o.o., EOOD <strong>KD</strong> Financial point<br />

Bulgaria <strong>and</strong> OOO Sarbon Invest, the <strong>Group</strong> recognised goodwill totalling EUR 4,814,498; in the other business combination<br />

with Radio Kranj d.o.o., the <strong>Group</strong> recognised surplus in the amount of EUR 192,776.<br />

If the above entities were included in the <strong>Group</strong> from 1 January 2009, the <strong>Group</strong>'s revenues would be higher by EUR 188,541<br />

resulting in a total loss of EUR 1,406,321.<br />

Details of net assets acquired <strong>and</strong> excess on the acquisition are as follows:<br />

(in EUR) 2009 2008<br />

Purchase consideration:<br />

– cash paid 4,534,146 37,500<br />

– direct costs relating to the acquisition - -<br />

Total purchase consideration 4,534,146 37,500<br />

Fair value of net assets acquired (87,577) 153,708<br />

Goodwill (Note 9) 4,814,498 127,058<br />

Excess (Note 22.2) (192,776) (31,536)<br />

<strong>The</strong> assets <strong>and</strong> liabilities arising from the acquisition are as follows:<br />

(in EUR)<br />

Fair value<br />

Carrying value<br />

Cash <strong>and</strong> cash equivalents 301.024 301.024<br />

Property, plant <strong>and</strong> equipment 397.751 397.751<br />

Investments in subsidiaries 535.376 535.376<br />

Investments in associates 42.826 42.826<br />

Financial assets 3.476.199 3.476.199<br />

Loans <strong>and</strong> receivables 546.518 546.518<br />

Other assets 3.201 2.994<br />

Financial liabilities (4.826.716) (4.826.716)<br />

Payables (1.559.556) (1.559.556)<br />

Net assets (1.083.377) (1.083.584)<br />

Non-controlling interests 339.520 339.520<br />

Net assets acquired: (1.083.377) (1.083.377)<br />

- in the previous years 278.819 278.819<br />

- in the current year (231.067) (231.067)<br />

Cash <strong>and</strong> cash equivalents in subsidiary acquired<br />

- in previous years - -<br />

- in the current year 4.534.146 4.534.146<br />

Cash <strong>and</strong> cash equivalents in subsidiary acquired (301.024) (301.024)<br />

Cash outflow on acquisition 4.233.122 4.233.122<br />

169


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

32.2. Disposal<br />

In 2009, the <strong>Group</strong> concluded contracts with Assistance Coris d.o.o., <strong>KD</strong> Vifin s.r.o., <strong>KD</strong> Mont a.d., <strong>KD</strong> Life s.r.o. Czech, <strong>and</strong><br />

<strong>KD</strong> Investments a.s. Slovakia for disposal of share capital, realising loss on disposal of EUR 620,680.<br />

<strong>The</strong> <strong>Group</strong> disposed of the share capital of the following companies in 2009:<br />

Assistance Coris d.o.o., Ljubljana<br />

<strong>KD</strong> Vifin s.r.o. Bratisava<br />

<strong>KD</strong> Mont a.d., Podgorica<br />

<strong>KD</strong> Life s.r.o. Prague<br />

<strong>KD</strong> Investments a.s. Bratislava<br />

Assets <strong>and</strong> liabilities at disposal:<br />

(in EUR)<br />

Carrying value<br />

Cash <strong>and</strong> cash equivalents 507,952<br />

Property, plant <strong>and</strong> equipment 222,689<br />

Financial assets 767,799<br />

Loans <strong>and</strong> receivables 3,774,333<br />

Other assets 147,962<br />

Financial liabilities -<br />

Payables (1,483,175)<br />

Net assets 3,937,560<br />

Goodwill -<br />

Non-controlling interests 1,222,855<br />

Cash <strong>and</strong> cash equivalents for disposal of net assets 2,094,025<br />

Cash <strong>and</strong> cash equivalents in disposed companies (507,952)<br />

Cash from company disposal 1,586,073<br />

33. Related-party transactions<br />

<strong>The</strong> <strong>Group</strong> is controlled by <strong>KD</strong> d. d., Ljubljana (incorporated in Slovenia), which owns 63.20% of the <strong>Group</strong>’s shares. <strong>The</strong><br />

remaining 36.80% of the shares are widely held.<br />

<strong>The</strong> following transactions were carried out with related parties:<br />

(in EUR) 2009 2008<br />

Sales of goods <strong>and</strong> services<br />

– Associates 937,532 1,697,212<br />

– <strong>KD</strong> d. d. 45,847 18,018<br />

– Other <strong>KD</strong> d. d. related parties - -<br />

Total: 983,379 1,715,230<br />

Goods <strong>and</strong> services are sold on the basis of the price lists in force for both related <strong>and</strong> unrelated parties.<br />

170


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(in EUR) 2009 2008<br />

Purchases of goods <strong>and</strong> services<br />

– Associates 750,030 784,814<br />

– <strong>KD</strong> d. d. 5,600 18,666<br />

– Other <strong>KD</strong> d. d. related parties 104,317 -<br />

Total: 859,947 803,480<br />

(in EUR) 2009 2008<br />

Year-end balances arising from sales/purchases of goods/services<br />

Receivables from related parties:<br />

– Associates 18,729 832,353<br />

– <strong>KD</strong> d. d. 7,565 2,033<br />

– Other <strong>KD</strong> d. d. related parties - -<br />

Total 26,294 834,384<br />

Payables to related parties:<br />

– Associates 70,790 76,549<br />

– <strong>KD</strong> d. d. 3,517 18,902<br />

– Other <strong>KD</strong> d. d. related parties 52,122 2,166<br />

Total 126,429 97,617<br />

(in EUR) 2009 2008<br />

Key management personnel remuneration<br />

Members of Board of Directors – salaries (gross), bonuses 3,125,144 3,126,288<br />

Supervisory Board – remuneration 200,813 442,632<br />

Salaries for employees with individual employment contracts 8,170,875 10,815,498<br />

Total 11,496,832 14,384,418<br />

<strong>The</strong> <strong>Group</strong> had received guarantees from members of Board of Directors, the Supervisory Board <strong>and</strong> employees with<br />

individual contracts in the amount of EUR 5,333,333 as at 31 December 2009 (in 2008: EUR 16,934,049).<br />

(in EUR) 2009 2008<br />

Loans to members of Board of Directors, the Supervisory Board <strong>and</strong> employees<br />

Loans to the members of Board of Directors - 12,241<br />

Loans to the Supervisory Board - 2,064,713<br />

Loans to employees 70,476 70,474<br />

Total 70,476 2,147,428<br />

(in EUR) 2009 2008<br />

Loans <strong>and</strong> deposits to associates<br />

Beginning of the year 2,143,779 1,141,589<br />

Loans advanced during the year 146,649 5,270,000<br />

Loan repayments received (1,900,104) (4,268,000)<br />

Interest charged 24,828 31,785<br />

Interest received (24,832) (31,595)<br />

Total 390,320 2,143,779<br />

171


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

(in EUR) 2009 2008<br />

Loans to <strong>KD</strong> d. d.<br />

Beginning of the year 14,038,840 10,728,111<br />

Loans advanced during the year 6,978,057 14,712,870<br />

Loan repayments received (6,610,994) (11,533,545)<br />

Interest charged 595,178 491,650<br />

Interest received (380,612) (360,246)<br />

End of the year 14,620,469 14,038,840<br />

(in EUR) 2009 2008<br />

Borrowings <strong>and</strong> deposits from associates - -<br />

Beginning of the year - -<br />

Borrowings received during the year - -<br />

Borrowings repayments - -<br />

Interest charged - -<br />

Interest paid - -<br />

Total - -<br />

For loans approved to associates in 2009 <strong>and</strong> 2008, the <strong>Group</strong> charged no costs associated with the approval process.<br />

(in EUR) 2009 2008<br />

Other related-party transactions<br />

Beginning of the year 34.968.796 10.760.414<br />

Loans advanced during the year 2.848.735 32.699.823<br />

Loan repayments received (13.739.073) (9.514.924)<br />

Impairment (4.468.763) -<br />

Interest accrued 1.416.372 1.023.482<br />

Total 21.026.067 34.968.796<br />

Loans are collateralised by the securities received as collateral <strong>and</strong> establishing usufruct of securities in the amount of EUR<br />

14,125,337 (EUR 2008:12.576.276).<br />

Interest rate for loans range from 3M EURIBOR+ 1.75% to 9%.<br />

34. Events after the balance sheet date<br />

<strong>The</strong> Supervisory Board of <strong>KD</strong> Life Življenje d.d. at its meeting on 1 March 2010, adopted the proposal to convene the General<br />

Meeting of Shareholders <strong>and</strong> replace a member of the Supervisory Board. Mr. Sergej Racman, member <strong>and</strong> Deputy<br />

Chairman of the Supervisory Board, will be replaced by Draško Veselinovič, PhD. At the same meeting the Supervisory<br />

Board also gave its consent to the company´s business plan for the financial year 2010.<br />

Following the review of operations of <strong>KD</strong> Življenje d. d. which by the Insurance Supervision Agency (the Agency) in 2007, an<br />

Order for the elimination of violation No. 40105-381/08-27 dated 14 April 2008 was issued to <strong>KD</strong> Življenje stating that the<br />

company did not set aside insurance technical provisions for minimum guaranteed payments on life insurance with DPF of<br />

Asia Garant <strong>and</strong> Asia Garant plus, which should have been done in accordance with the Insurance Act. Since <strong>KD</strong> Življenje<br />

submitted an incomplete report on<br />

the elimination of violations, the Agency issued another Order No. 40105-789/08-27 of 19 June 2008 for updated report.<br />

172


<strong>The</strong> <strong>Group</strong> <strong>KD</strong> <strong>Group</strong> Annual Report 2009<br />

Notes to Consolidated Financial Statements as at <strong>and</strong> for the year ended 31 December 2009<br />

Following the annulment of the above Order for updated report, the Agency issued a new Order for updated report No..<br />

40105-2559/08-27 of 17 December 2008, which is, based on the legal action brought by the insurance company on 5 January<br />

2010, again under judicial review. <strong>The</strong> lawsuit is currently in progress. Since instituting proceedings against the Order for<br />

updated report <strong>and</strong> the Decision of the Agency No. 40109-221/09-27 of 11 February 2009, by which the Agency decided on<br />

objection to the Order for the updated report does not stay the execution thereof, the insurance company on 26 January 2010<br />

reconciled insurance technical provisions <strong>and</strong> investments in accordance with the Order for updated report <strong>and</strong> the Decision.<br />

As at 31 January 2010 the insurance company formed insurance technical provisions for guaranteed minimum payment of<br />

endowment on the life insurance assets covering mathematical provisions in the amount of EUR 6,127,227. <strong>The</strong> difference to<br />

the full amount of insurance technical provisions arising from the value of units in structured debt securities of Asia Garant<br />

<strong>and</strong> Asia Garant + was recognised within unit-linked assets in the amount of EUR 305,014.<br />

On 20 January 2010 legal action was brought to the court against the Decision of the Ministry of Finance, Directorate for the<br />

System of Tax, Customs <strong>and</strong> Other Public Revenues, Division for Administrative Procedure at II. Degree in Tax <strong>and</strong> Customs<br />

Matters No. DT-499-02-32/2007 of 10 December 2009, rejecting the company's appeal against first instance decision of the<br />

Ministry of Finance, Tax Administration of the Republic of Slovenia, the Special Tax Office, No. DT 0610-11/2007 0203 10 of<br />

19 June 2007. Taxes <strong>and</strong> fees the payment of which was required in the said decision were paid already in 2007.<br />

On 12 January 2010 at the time when the preparation of these financial statements was drawing to its end, the inspectors of<br />

the Tax Administration of the Republic of Slovenia began the examination of the corporate income tax for the year 2008. <strong>The</strong><br />

tax inspection is expected take three months; hence by the time the annual report <strong>and</strong> accounts for 2009 drawn up by the<br />

reporting entity were completed, no decision has been issued by the tax authorities.<br />

On 10 February 2010, the Supervisory Board of Adriatic Slovenica deliberating on the basis of the notice given by Mr. Marko<br />

Rems resigning his position of a member of the Management Board dated 25 November 2009 relieved him of his duty. Until<br />

the appointment of a new member of the Management Board, the insurance company Adriatic Slovenicaa will be run by the<br />

two-memebr Management Board composed of two members.<br />

On 19 March 2010, a report about the measures taken to remedy the infringement specified in the decision issued by the<br />

Insurance Supervision Agency was sent to the Slovenian supervisory authority. By the time of the publication of this Annual<br />

Report for 2009, the insurance company has not received any feedback.<br />

<strong>The</strong> following companies are in the process of winding up:<br />

<strong>KD</strong> Asset Management b.v., the Netherl<strong>and</strong>s<br />

<strong>KD</strong> Investment Belgrade<br />

<strong>KD</strong> Private Equity Belgrade<br />

<strong>KD</strong> Securities EAD Sofia, Bulgaria<br />

R.E.Invest d.o.o., Slovenia<br />

<strong>The</strong> companies SC <strong>KD</strong> Fond de Pensii s.a., Romania <strong>and</strong> <strong>KD</strong> Capital Management, Romania are currently in the process of<br />

being sold.<br />

173

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