Aerodrom Ljubljana, d.d. ANNUAL REPORT 2014 February 2015 Annual Report 2014 CONTENTS DECLARATION BY THE MANAGEMENT BOARD............................................................................................................. 3 BUSINESS REPORT .......................................................................................................................................................... 4 1 2 INTRODUCTION ........................................................................................................................................................ 4 1.1 HIGHLIGHTS OF OPERATIONS....................................................................................................................... 4 1.2 SIGNIFICANT EVENTS ..................................................................................................................................... 5 1.3 LETTER FROM THE MANAGEMENT BOARD ................................................................................................. 7 1.4 SUPERVISORY BOARD REPORT ................................................................................................................... 9 1.5 PRESENTATION OF AERODROM LJUBLJANA, D.D. ................................................................................... 13 CORPORATE GOVERNANCE STATEMENT .......................................................................................................... 16 2.1 STATEMENT OF COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE ..................................... 16 2.2 CORPORATE GOVERNANCE CODE FOR CAPITAL ASSETS OF THE REPUBLIC OF SLOVENIA ........... 17 2.3 RECOMMENDATIONS OF THE MANAGER OF INDIRECT AND DIRECT STATE CAPITAL INVESTMENTS18 2.4 MAIN FEATURES OF THE INTERNAL CONTROL SYSTEM AND OF RISK MANAGEMENT IN RELATION TO THE FINANCIAL REPORTING PROCEDURE ....................................................................................................... 19 3 2.5 INFORMATION PROVIDED UNDER THE SIXTH PARAGRAPH OF ARTICLE 70 OF THE ZGD-1 .............. 20 2.6 GENERAL MEETING OF SHAREHOLDERS .................................................................................................. 23 2.7 COMPOSITION AND FUNCTIONING OF MANAGEMENT AND SUPERVISORY BODIES........................... 24 COMPANY OPERATIONS IN 2014 AND PLANS FOR 2015 ................................................................................... 26 3.1 ECONOMIC CONDITIONS .............................................................................................................................. 26 3.2 MARKET POSITION AND MARKETING ACTIVITIES..................................................................................... 27 3.3 TRANSPORT ................................................................................................................................................... 29 3.4 ANALYSIS OF PERFORMANCE..................................................................................................................... 35 3.5 EMPLOYEES ................................................................................................................................................... 46 3.6 INVESTMENTS IN INFRASTRUCTURE AND EQUIPMENT .......................................................................... 49 4 AELG SHARES AND OWNERSHIP OF THE COMPANY ........................................................................................ 51 5 RISK MANAGEMENT ............................................................................................................................................... 54 6 SUSTAINABLE DEVELOPMENT ............................................................................................................................. 57 6.1 RESPONSIBILITY TO AIRPORT USERS AND THE GENERAL PUBLIC....................................................... 57 6.2 RESPONSIBILITY TO EMPLOYEES .............................................................................................................. 60 6.3 RESPONSIBILITY TO THE SOCIAL ENVIRONMENT .................................................................................... 62 6.4 RESPONSIBILITY TO THE NATURAL ENVIRONMENT ................................................................................ 62 6.5 RESPONSIBILITY FOR SAFETY .................................................................................................................... 68 1 Annual Report 2014 6.6 RESPONSIBILITY FOR QUALITY ASSURANCE ........................................................................................... 71 FINANCIAL REPORT ........................................................................................................................................................ 74 1 DECLARATION BY THE MANAGEMENT BOARD .................................................................................................. 74 2 INDEPENDENT AUDITOR'S REPORT .................................................................................................................... 75 3 FINANCIAL STATEMENTS ...................................................................................................................................... 77 4 5 3.1 BALANCE SHEET ........................................................................................................................................... 77 3.2 INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME ............................................... 78 3.3 CASH FLOW STATEMENT ............................................................................................................................. 79 3.4 STATEMENT OF CHANGES IN EQUITY ........................................................................................................ 80 SIGNIFICANT ACCOUNTING POLICIES ................................................................................................................. 81 4.1 REPORTING COMPANY................................................................................................................................. 81 4.2 BASIS FOR COMPILING FINANCIAL STATEMENTS .................................................................................... 81 4.3 SIGNIFICANT ACCOUNTING POLICIES ........................................................................................................ 82 NOTES TO THE FINANCIAL STATEMENTS ........................................................................................................... 92 5.1 NOTES TO THE BALANCE SHEET ................................................................................................................ 92 5.2 NOTES TO THE INCOME STATEMENT ...................................................................................................... 110 5.3 NOTES ON THE CASH FLOW STATEMENT ............................................................................................... 116 5.4 FINANCIAL RISKS ........................................................................................................................................ 116 5.5 OTHER EXPLANATORY NOTES.................................................................................................................. 118 2 Annual Report 2014 DECLARATION BY THE MANAGEMENT BOARD The members of the Management Board of Aerodrom Ljubljana d.d., namely Zmago Skobir (president of the Management Board), Bernarda Trebušak and Dr Iztok Podbregar, hereby guarantee that the company’s annual report, including the corporate governance statement, is compiled and published in accordance with the Companies Act, the Financial Instruments Market Act and the International Accounting Standards. In this regard, the company conducts itself in accordance with the competences, due diligence and responsibilities set out in the Companies Act for a public limited company. In accordance with Article 110 of the Financial Instruments Market Act, the president and members of the Management Board hereby declare that, to the best of our knowledge: the financial report of Aerodrom Ljubljana, d.d. for 2014 was compiled in accordance with the International Financial Reporting Standards and that it provides a true and fair picture of the assets, liabilities, financial position, operating results and total comprehensive income of Aerodrom Ljubljana, d.d., and the business report includes a fair presentation of the development and performance of the company’s business and its financial position, including a description of the principal types of risks to which Aerodrom Ljubljana, d.d. is exposed. As the Management Board we affirm our responsibility for properly administering accounting, for taking appropriate measures to secure property and other assets, and for maintaining the value of assets and preventing and detecting fraud and other irregularities. The Management Board also confirms that the financial statements of Aerodrom Ljubljana, d.d. were compiled on a going-concern basis, that the relevant accounting policies were consistently applied, and that accounting estimates were made according to the principle of prudence and the diligence of a good manager. Given that no transactions were concluded with the controlling company Fraport AG or companies in the Fraport Group in 2014, Aerodrom Ljubljana, d.d. suffered no curtailment in this respect. Neither was any act committed or omitted whereby Aerodrom Ljubljana, d.d. would incur any damage that would be the result of the influence of the controlling company Fraport AG over Aerodrom Ljubljana, d.d. The president and other members of the Management Board of Aerodrom Ljubljana, d.d. declare that we have been briefed on all substantive components of the annual report, we approve them, and we confirm this with our signatures. Bernarda Trebušak Zmago Skobir Member of the Management Board President of the Management Board Dr Iztok Podbregar Member of the Management Board Zg. Brnik, 23 February 2015 3 Annual Report 2014 BUSINESS REPORT 1 INTRODUCTION 1.1 HIGHLIGHTS OF OPERATIONS TRAFFIC Number of passengers Aircraft movements Cargo (in tonnes) ANALYSIS OF PERFORMANCE Operating revenues - in thousand euros Net sales revenue - in thousand euros Operating expenses - in thousand euros EBITDA - operating profit before interest, taxes and depreciation/amortization - in thousand euros EBIT - operating profit - in thousand euros Net finance income/expenses - in thousand euros Pre-tax profit - in thousand euros Net profit - in thousand euros Total comprehensive income for the period - in thousand euros Value added - in thousand euros (operating revenues - costs of materials and services - other operating expenses excluding revaluation operating expenses and provisions) BALANCE SHEET Assets as at 31.12.2014/31.12.2013 - in thousand euros Shareholder equity as at 31.12.2014/31.12.2013 - in thousand euros EMPLOYEES No. of employees as at 31 December Average no. of employees based on hours worked INVESTMENTS Investments in infrastructure and equipment - in thousand euros INDICATORS EBITDA margin EBIT margin Value added per employee - in euros (value added/average no. of employees based on hours worked) 1.-12./14 1.-12./13 Index 14/13 1,338,619 31,405 18,983 1,321,100 33,111 17,777 101.3 94.8 106.8 32,049 31,828 25,353 31,265 30,987 25,133 102.5 102.7 100.9 11,184 6,695 -1,716 4,979 3,594 2,969 10,651 6,132 -65 6,067 5,194 2,940 105.0 109.2 / 82.1 69.2 101.0 23,441 22,630 103.6 106,075 92,781 131,027 124,785 81.0 74.4 402 395.9 402 391.5 100.0 101.1 3,200 8,955 35.7 0.35 0.21 0.34 0.20 102.4 106.5 59,208 57,804 102.4 9,078 13,268 68.4 3.36% 4.26% 78.9 3.03% 3.99% 76.1 0.95 59.04 1.37 27.60 69.2 213.9 24.44 2.42 32.87 0.84 74.4 287.7 Net profit per employee - in euros (net profit/average no. of employees based on hours worked) Net ROE - in % (net profit/average shareholder equity excluding net profit for the period) Net ROA - in % (net profit/average assets) SHARE Diluted earnings per share - in euros (net profit/average number of all shares) Closing share price as at 31 December - in euros Book value of a share as at 31 December - in euros (shareholder equity/total number of shares issued) Closing share price to book value of a share (P/B) 4 Annual Report 2014 1.2 SIGNIFICANT EVENTS 1.2.1 SIGNIFICANT EVENTS IN 2014 In February the Supervisory Board approved the company’s strategic business plan for the 2014 to 2020 period, and the business plan for 2014 as revised to comply with the strategy. Having been appointed the consultants in the sale of the company by the majority shareholders of Aerodrom Ljubljana, d.d., on 20 March 2014 KPMG published a call for declarations of interest in the purchase of a majority holding of shares. This formally opened the first phase of the company’s sale, in which non-binding offers to purchase 75.5% of the shares in Aerodrom Ljubljana were collected. A general agreement on mutual relations and the establishment of superficies with regard to the use of specific land at the airport was signed on 28 March, based on which the airport acquired superficies on 248 hectares of land. The superficies was established for a period of 40 years beginning 1 January 2014. Under the summer timetable (30 March to 25 October), eight airlines operated scheduled flights to a total of 24 destinations. The domestic airline Adria Airways launched scheduled services to Warsaw (three times a week) and Prague (four times a week), and Finnair resumed its service between Ljubljana and Helsinki (four times a week) on 16 April. The annual general meeting held on 13 May discussed the Supervisory Board’s report on the review of the annual report for 2013, conferred official approval on the Management Board and the Supervisory Board for their work in the previous year, appointed the official auditor, and discussed the use of the distributable profit. In its proposal for the use of the distributable profit the Management Board took account of the general meeting resolution (September 2013) abandoning the project to construct a new passenger terminal, and of the basic guidelines (expectations) of the company’s shareholders with regard to higher dividend payments. In light of the company’s performance, the available liquid assets and the risk assessment, the payment of dividends in the total amount of EUR 34,972,825.72 was proposed and approved by vote (the payment was made on 22 July). Iran Air made refuelling stops at the airport in 2014, except for the period between June and November. On 9 July the European Commission announced its decision that the recapitalisation of Adria Airways d.d. between 2007 and 2011 constituted allowable state aid for the domestic airline. The decision in favour of the domestic airline, our largest business partner, is positive news for Aerodrom Ljubljana, d.d. The sale of Adria Airways Tehnika d.d. is in progress. In light of the progress of the sale process and the state of negotiations, there is a chance that the selling price for the interest, which is being sold in its entirety, will not meet the valuation of Adria Airways Tehnika d.d. as at 31 December 2014 based on which the investment in the aforementioned company was valued in Aerodrom Ljubljana, d.d.’s books of account as at 31 December 2014 (an additional impairment was charged against the investment as at 31 December 2014, which is explained in detail in point 5.1.6 of the Financial Report - Available-for-sale assets). For the purpose of providing current liquidity, the company concluded two revolving loan agreements in the total amount of EUR 15 million in June and July, for the period until 2017. A resolution was passed by Slovenski državni holding, d.d. calling for an audit of the half-yearly financial statements of Aerodrom Ljubljana, d.d. as at 30 June 2014 (by Deloitte revizija d.o.o.) in accordance with the International Financial Reporting Standards. The audit was conducted in August. On 10 October Slovenski državni holding, d.d. informed the company about the successful sale of a 75.5% participating interest in Aerodrom Ljubljana, d.d. The consideration was transferred and the relevant shares rebooked on the same day, officially making Fraport AG the majority owner of Aerodrom Ljubljana, d.d. 5 Annual Report 2014 Fraport AG announced its takeover intent on 14 October. The takeover bid to purchase all shares of Aerodrom Ljubljana not held by Fraport AG (at a price of EUR 61.75 per share) was announced on 24 October 2014. The outcome of the takeover bid was announced on 24 November. Under the takeover Fraport AG acquired 1,860,298 preference no-par-value shares (ticker symbol AELP) and 1,859,872 ordinary no-par-value shares (ticker symbol AELG), equivalent to 97.99% of Aerodrom Ljubljana, d.d.’s share capital. Air Serbia, the Serbian flag carrier, marked its first anniversary of services from Ljubljana by doubling its flight frequency. It has operated two flights a day between Ljubljana and Belgrade since 12 December. 1.2.2 SIGNIFICANT EVENTS AFTER THE END OF 2014 Significant events after the end of 2014 are given in point 5.5.1 of the Financial Report. 6 Annual Report 2014 1.3 LETTER FROM THE MANAGEMENT BOARD Aerodrom Ljubljana performed well last year and enjoyed a resurgence in traffic. Another major theme was the sale of the company, and all the procedures involved in the sale. The interest expressed by potential buyers and the higherthan-expected price for the shares are confirmation of the stability, quality and sound management at Aerodrom Ljubljana last year and the previous years. Aerodrom Ljubljana performed well in 2014, and recorded an increase in traffic. Developments were favourable compared with 2013, in particular the figures for passenger numbers and cargo tonnage. Total passenger numbers were up 1.3%, primarily as a result of a rise of 3.1% in passenger numbers in public transport as domestic and foreign airlines recorded a rise in passenger numbers. The number of aircraft movements was down 5.2% on the previous year, although the shift in aircraft use towards larger (and heavier) aircraft meant that this decline did not have an adverse impact on operating revenues. Cargo tonnage was up 6.8% on 2013. According to anna.aero figures, of the other airports in the region only Zagreb recorded a larger increase in traffic; growth was lower at all the other airports, including Venice Marco Polo. Nine airlines operated scheduled services from the airport in 2014, serving a total of 25 scheduled destinations (up from 24 in 2013). The rise in passenger numbers in 2014 was primarily based on a rise in passenger numbers at the domestic airline, which launched two new routes during the year (Prague and Warsaw). In addition to the domestic airline, significant rises in passenger numbers were also recorded by Air Serbia and Turkish Airlines. Both airlines also increased their number of flights from Ljubljana Jože Pučnik Airport. The situation in the Middle East had an adverse impact on traffic at the airport, as passenger numbers from Israel declined significantly in the summer of 2014. Another unexpected loss was the suspension of Iran Air’s services, which operates technical flights to Ljubljana for refuelling. Operating revenues were up 2.5% on the previous year at EUR 32,049 thousand. Operating expenses were up minimally on the previous year, but were down 4.1% on the forecast. EBIT was up 12.5% on the forecast in the annual plan at EUR 6,695 thousand, and up 9.2% on 2013. Net finance income was less favourable in 2014, as a result of an impairment of the investment in Adria Airways Tehnika d.d. in the amount of EUR 2,736 thousand, which was not forecast in the annual plan. The company is trying to sell Adria Airways Tehnika. The plan is to complete this process in 2015. Despite the good performance and the increase in finance income, Aerodrom Ljubljana was unable to fully offset the negative impact of the impairment on the operating result: pre-tax profit in the accounting period amounted to EUR 4,979 thousand and net profit to EUR 3,594 thousand, down on the 2013 results and down on the forecasts in the annual plan. Without the impairment of the investment in Adria Airways Tehnika d.d., pre-tax profit would have been up 27.2% on the 2013 result and up 9.3% on the forecast. Net profit would have been up 17.4% on the 2013 result and up 1.2% on the forecast. The sale of the company was a major factor in the work of the staff in 2014. We participated in the procedures within the extent of our powers, and ensured that they were carried out transparently and with the requisite expertise. Even at the very outset of the sale process, it was emphasised that Aerodrom Ljubljana would suit a strategic owner that is a large airport operator with the power, ambition and drive to develop passenger and cargo transport, commercial activities and the pertaining infrastructure. The new owner, Fraport AG, is certainly this. We feel that in the coming years our cooperation will allow Ljubljana Airport to develop along the lines of the previously outlined development plan, or even to surpass it. We believe that under the new owner the airport will continue to modernise, thereby increasing the competitiveness, connectivity and mobility of the local population. It will thus reinforce its role in the region, and will promote economic development. Certain organisational changes lie in wait for Aerodrom Ljubljana in the coming year, when traffic will continue to increase. Air Serbia added a second daily flight to Belgrade in December 2014. Swiss International Airlines will begin a daily service to Zurich in March 2015, when Turkish Airlines will increase the number of its weekly flights to Istanbul from seven to ten. New routes to Stockholm and Berlin will be launched by Adria Airways in the summer timetable. 7 Annual Report 2014 The increase in traffic will have to be matched by infrastructural modernisation at the airport. The bottleneck in the outmoded and insufficiently large passenger terminal remains a major problem whose solution can no longer be deferred. Groups of experts including representatives of both Fraport AG and Aerodrom Ljubljana are studying potential solutions to this problem. The optimal solution is expected to be presented soon, together with a timetable. Bernarda Trebušak Zmago Skobir Member of the Management Board President of the Management Board Dr Iztok Podbregar Member of the Management Board 8 Annual Report 2014 1.4 SUPERVISORY BOARD REPORT Operations of the Supervisory Board The work of the Supervisory Board in 2014 was heavily influenced by facts and circumstances that required extra engagement and diligence from its members and a focus on Aerodrom Ljubljana’s future performance. Alongside the ordinary standing supervision of the company’s operations, notable developments were the change in the company’s majority ownership and the conclusion of a general agreement on mutual relations and the establishment of superficies with the government. The make-up of the Supervisory Board was as follows in 2014: Milan Perović, president of the Supervisory Board; Peter Grašek, member of the Supervisory Board; Nina Mauhler, member of the Supervisory Board; Peter Marn, member of the Supervisory Board; Tadeja Strupi, member of the Supervisory Board (workers’ representative); Drago Čotar, deputy-president of the Supervisory Board (workers’ representative). The Supervisory Board convened 13 regular sessions and six correspondence sessions. Members of the Supervisory Board acted independently when making their decisions. They were sufficiently prepared for the topics discussed at sessions, offered constructive suggestions and comments, and adopted decisions within the scope of their authority. Supervisory Board members acted under the rules on the protection of trade secrets and the rules of conduct in cases of conflicts of interest. The company’s operations were monitored in accordance with the mandate and competences defined by the Companies Act (ZGD-1) and outlined in the company’s Articles of Association and the Rules of Procedure of the Supervisory Board. In discharging their duties the members of the Supervisory Board followed the recommendations of the Corporate Governance Code, the recommendations of the new Corporate Governance Code for Capital Assets of the Republic of Slovenia, the recommendations of the Slovenian Directors’ Association and the recommendations of Slovenska odškodninska družba to the greatest possible extent. They introduced and implemented best supervisory practices at the company. The Management Board and Supervisory Board speak of the fulfilment of the recommendations in the Corporate Governance Statement. In the company’s ordinary operations and in the work of the Supervisory Board focusing on supervising the management of operations, the members of the Supervisory Board focused most heavily on the following: the company’s ordinary operations, and in particular the current monitoring of performance and financial reporting; the monitoring of marketing activities; the monitoring of investment activities; the monitoring of risks; the monitoring of the performance of companies in which Aerodrom Ljubljana has invested; the monitoring of the negotiations on and the conclusion of the agreement on mutual relations and the establishment of superficies; the monitoring of activities during the change in the company’s majority ownership with particular diligence devoted to the current and long-term performance of the main public airport in the country and a concern for its staff; 9 Annual Report 2014 close supervision of contracts for which the approval of the Supervisory Board is required under statutory provisions; improvements to the internal auditing system and adaptation to standards. Within the framework of the aforementioned areas of work, particular note should be taken of the following: In accordance with the Companies Act (ZGD-1) the Supervisory Board discussed and approved the company’s audited annual report for 2013, the report on the review of the Annual Report for 2013, and the statement of compliance with the Corporate Governance Code and the Corporate Governance Code for Companies with State Capital Investments. It also approved the Management Board’s proposal for the use of the distributable profit. On the basis of a proposal by the audit committee it proposed Deloitte revizija d.o.o. as the auditor for 2014. The Supervisory Board approved the company’s strategic business plan for the 2014 to 2020 period. In accordance with the Remuneration of Corporate Managers Act (ZPPOGD) and on the basis of the Act on the Criteria for Payments of Variable Remuneration to the Management Board, the Supervisory Board assessed the work of the Management Board in 2013, taking account of qualitative and quantitative criteria, and approved the payment of the variable remuneration to the Management Board members. The Supervisory Board enforced the implementation of the recommendations of the Corporate Governance Code and also the recommendations of the Corporate Governance Code for Capital Assets of the Republic of Slovenia. The Supervisory Board put forward a proposal for the development of the internal audit function to a higher level, was briefed on the internal auditor’s report on internal audits conducted in 2013, the plan of internal audits in 2014 and a report on the work undertaken in the first half of 2014, and approved the internal audit action plan for 2015. The Supervisory Board considered the audit committee’s recommendations with regard to risk management and the creation of a risk register, and ensured their implementation. The Supervisory Board appointed an investment committee to regularly monitor the creation and implementation of the investment plan. The Supervisory Board regularly monitored the company’s performance and discussed the quarterly reports on its interim performance. Based on the report on the company’s performance in the first quarter, the unaudited interim financial statements for the first two quarters and the report on the company’s performance in the first three quarters, the Supervisory Board monitored the achievement of objectives for 2014. It focused particular attention on cost optimisation and supported the Management Board’s efforts in this direction. It also supported and encouraged the Management Board in their activities aimed at attracting new airlines. The Supervisory Board actively monitored the performance of Adria Airways Tehnika, d.d., in which Aerodrom Ljubljana, d.d. holds a participating interest of 47.67%, and Aerodrom Portorož, d.o.o., in which it holds a participating interest of 30.46%. The Supervisory Board conducted a self-assessment of its work in accordance with good corporate practice. The company’s Supervisory Board is composed so that it has all the necessary professional competences and skills for effectively supervising the company’s operations. The Supervisory Board is made up of people with years of experience in aviation, finance and financial consulting, management and legal affairs. The Supervisory Board has both theoretical and practical competences in the different fields. The contribution of workers’ representatives is also very valuable, as their experience and knowledge of the industry and the company enables them to contribute to the effective monitoring of operations. 10 Annual Report 2014 The Supervisory Board finds that in the given circumstances the Management Board’s reaction and response to the economic situation and to the shareholders’ expressed intentions was fit and proper, and that it managed the company successfully. Cooperation with the Management Board The Supervisory Board worked actively and constructively with the Management Board throughout the year. Members of the Supervisory Board received professionally drafted materials for sessions on time. All requested and necessary reports, information, and data were made available to members and were further explained by the Management Board where necessary at Supervisory Board sessions, enabling the members of the Supervisory Board to monitor and supervise the company’s operations in a responsible manner and to make informed decisions. In its reports, the Management Board presented the most important economic categories in great detail, and ensured that they were sufficiently clear and comparable with previous periods. This enabled the Supervisory Board to continually monitor the company’s performance and to successfully perform its supervisory function. The Supervisory Board assessed the work of the Management Board as successful. Supervisory Board committees Three committees operated under the aegis of the Supervisory Board in 2014: The appointments and HR committee met once, and had three members: Milan Perović (chair), Peter Marn (member) and Tadeja Strupi (member). It reviewed the realisation of the Management Board’s work plans, and put forward a proposal for the performance-related remuneration for 2013. The audit committee met five times, and had four members (three Supervisory Board members in Peter Grašek [chair], Nina Mauhler and Drago Čotar, and one external member, Barbara Nose). It reviewed the audited annual report for 2013, and proposed the appointment of the external auditor for the 2014 financial year on the basis of a selection procedure. It was briefed on the company’s interim report for the first three quarters of 2014, and the performance estimation for the remainder of 2014. It regularly monitored the functioning of internal auditing, and was briefed on the internal audit work plan for the 2014 to 2016 period and the report on internal audit work in the second half of 2013 and in 2014. It was also briefed on changes to the internal audit charter, its own rules of procedure, and the rules of procedure of the Supervisory Board. It reviewed the report on risk management at the company. It also monitored the operations and the sale of Adria Airways Tehnika d.d., and was briefed on the management of Aerodrom Ljubljana’s financial assets. The investment committee met three times, and had three members: Peter Marn (chair), Peter Grašek and Nina Mauhler. The committee approved a revised plan of investments in infrastructure and equipment for 2014, and monitored the investments in progress. It was briefed on an internal audit report on the implementation of the procedure to purchase a fire-fighting vehicle, a report on the implementation of the procedure to purchase Hangar 2, the workshops in Hangar 1 and the apron in front of Hangar 2 from Adria Airways, and the public contract for the renovation of the airport apron and the construction of the second phase of the airport perimeter road. The Supervisory Board’s position on the 2014 audit report The Supervisory Board session where members discussed the company’s annual report was also attended by an auditor from Deloitte revizija d.o.o., which audited the company’s 2014 financial statements. The Supervisory Board was briefed on the independent auditor’s report and found that an unqualified opinion was expressed. The Supervisory Board finds 11 Annual Report 2014 that the auditor performed the audit in accordance with the law and auditing rules. The Supervisory Board did not have any dissenting comments on the independent auditor’s report. Approval of the 2014 annual report and proposal on the use of distributable profit The Management Board submitted the company’s annual report with the audit report to the Supervisory Board for review within the legally prescribed deadline. The Supervisory Board’s audit committee reviewed the annual report and the audit report in detail, and gave its opinions and positions. On the basis of the continuous monitoring of the company’s operations and the detailed review of the annual report, the Supervisory Board finds that the 2014 report was compiled in a clear and transparent manner, and that it presents a true and fair picture of the company’s assets, liabilities, financial position, profit and loss, and comprehensive income. The business report includes a fair presentation of the development and performance of the company’s business and its financial position, including a description of the principal types of risks to which Aerodrom Ljubljana, d.d. is exposed. The annual report was prepared in line with provisions of the Companies Act and the applicable international accounting standards. Following the review of the company’s 2014 annual report, the Supervisory Board had no dissenting comments on the annual report and adopted it unanimously at its 22th regular session held on 3 March 2015. The Supervisory Board approved the Management Board’s proposal that the distributable profit in the amount of EUR 8,621,085 remain undistributed. Proposal to the general meeting to confer official approval upon the Management Board and the Supervisory Board Taking into account the above and pursuant to Article 294 of the Companies Act, the Supervisory Board proposes that the general meeting confer official approval upon the Management Board and the Supervisory Board for their work in 2014. Milan Perović President of the Supervisory Board Zg. Brnik, 3 March 2015 12 Annual Report 2014 1.5 PRESENTATION OF AERODROM LJUBLJANA, D.D. 1.5.1 SIGNIFICANT INFORMATION Firm: Aerodrom Ljubljana, d.d. Zg. Brnik 130a, 4210 Brnik-aerodrom, Slovenia Registered office: Phone: +386 (0)4 206 10 00, Fax: +386 (0)4 202 12 20 email: [email protected], http://www.lju-airport.si Activity code: 52.230 – other auxiliary activities in air transport Size: large company according to the Companies Act President of the Management Board: Zmago Skobir Members of the Management Board: Bernarda Trebušak, Dr Iztok Podbregar President of the Supervisory Board: Milan Perović Number and date of entry of conversion into a public limited company in the Companies 96/01184, 28 January 1997 Register: Registration number: 5142768000 VAT ID no.: SI12574856 Share capital as at 31 December 2014: EUR 15,842,626 Total number of shares as at 31 December 2014: 3,796,527 no-par value shares, of which 1,936,229 shares are ordinary freely transferable no-par value shares and 1,860,298 shares are participating preference no-par value shares with limited voting rights Quotation of ordinary no-par value shares: Ljubljana Stock Exchange, standard market (since 8 October 1997) Designation of ordinary no-par value shares: AELG Transaction accounts: Financial year: Abanka d.d. 05100-8013262220 Nova Ljubljanska banka, d.d. 02921-0014174945 calendar year Number of employees as at 31 December 402 2014: 13 Annual Report 2014 1.5.2 ACTIVITIES OF THE COMPANY Our basic lines of business comprise: management and operation of the airport; providing ground handling services for aircraft, passengers and cargo; commercial services. 1.5.3 MISSION, VISION AND STRATEGIC ORIENTATION Mission statement Our mission is to ensure efficient and safe operation of Slovenia’s gateway, provide competitive and high-quality services to our users, customer care, and to foster a beneficial and pleasant business environment for our partners and all stakeholders. Vision Our vision is to become a competitive point of entry to the Alpe-Adria region and the first choice for passengers, airlines and other users in the region, as well as to contribute to the sustainable development and progress of the company, the state and its inhabitants. Strategic objectives of the company To accomplish its mission and vision, Aerodrom Ljubljana d.d. has set the following strategic objectives for the 2014 to 2020 period: increasing traffic in terms of passengers, aircraft movements and cargo; increasing revenue, particularly from commercial services; developing human resources and encouraging innovation; ensuring the requisite investment in critical and other infrastructure and equipment to allow for further development in traffic. 1.5.4 ORGANISATION The company is led by a three-member Management Board. Performance of the company’s core activity is organised within five sectors: ground handling and operations, aero-engineering, a financial accounting division, a commercial division and a general division. Sectors are managed by directors, while certain sectors are divided further into operational departments. In addition to the advisors and other professionals assembled in the office of the Management Board, the Management Board is supported in its activities by the internal auditor and the security and safety department. 14 Annual Report 2014 1.5.5 DATA ON COMPANIES UNDER THE MAJORITY OWNERSHIP OF AERODROM LJUBLJANA, D.D. Company Aerodrom Portorož, d.o.o. Adria Airways Tehnika, d.d. Address Sečovlje 19, Sečovlje Zg. Brnik 130 h, Brnik-aerodrom Ownership interest in % 30.46 47.67 Book value of the investment in thousand euros 31.12.2014 31.12.2013 0 0 411 3,147 * Investment stood at EUR 1,251,878 in nominal terms, and an adjustment for the entire amount was created in 2009. ** Investment stood at EUR 6,994,154 in nominal terms. The investment was impaired in the amount of EUR 1,654 thousand in 2010, EUR 2,193 thousand in 2011 and EUR 2,736 thousand in 2014. For more about investments in the aforementioned companies, see points 4.3, 5.1.3 and 5.5.2 of the Financial Report. 1.5.6 INTERNATIONAL ACTIVITIES In 2014 the company continued its activities as a member of various expert groups operating under the aegis of ACI Europe. The president of the company’s Management Board was still active on the association’s board, which has an influence on the creation of European aviation policy. The advisor to the Management Board is a member of the Advisory Group within the framework of the Policy Committee, whose role is drawing up strategic guidelines for the senior management of ACI Europe, and coordinating and liaising between other committees and working groups. We remain members of the Aviation Security Committee, which deals with the issue of airport security and proposes new solutions in this area. We continued our membership in the Regional Airports Forum, an interest group that draws up proposals for small and medium-sized airports, and in the ACI Communication Group, which brings together communications experts at European airports. We are also a member of the Leadership and Human Resources Forum, the Digital Communications Forum and the Digital Communications Group at ACI Europe. 15 Annual Report 2014 2 CORPORATE GOVERNANCE STATEMENT Pursuant to the provisions of the fifth paragraph of Article 70 of the Companies Act (ZGD-1), the Management Board and Supervisory Board of Aerodrom Ljubljana, d.d. hereby provide the following Corporate Governance Statement for the period from 1 January 2014 to 31 December 2014. 2.1 STATEMENT OF COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE By upholding the principles of recommended business practices in management and governance, Aerodrom Ljubljana, d.d. strives to improve the level of the company's management and governance, the Corporate Governance Code serving as an important guideline. Aerodrom Ljubljana, d.d. hereby issues its Statement of Compliance with the Corporate Governance Code, amendments to which were adopted on 8 December 2009 and entered into force on 1 January 2010. The Code is available in the Slovenian and English languages on the website of the Ljubljana Stock Exchange at www.ljse.si. The Statement of Compliance with the Corporate Governance Code is an integral part of the Annual Report for 2014 and is available on the company’s website at www.lju-airport.si for a period of five years following publication. In this statement of compliance with the Corporate Governance Code, the company indicates the intended changes to its future operations. The Management Board and Supervisory Board of Aerodrom Ljubljana, d.d. hereby declare that the company abides by the Corporate Governance Code for Public Limited Companies (hereinafter: the Code) in its work and operations, with the exception of the derogations stated below. Corporate governance framework Code provision 1: The key goal of a joint-stock company engaged in a revenue-generating business is to maximise the company’s value. This, as well as the company’s other objectives pursued in the course of its business, such as the long-term creation of value for shareholders and the social and environmental aspects ensuring a sustainable development of its business, is stated in the company’s articles of association. The company does not state the aforementioned objectives specifically in its Articles of Association, but pursues them in practice throughout its activities, and defines them in detail in the Corporate Governance Policy, which is a published document. Relations with shareholders Code provision 5.7: If the general meeting is to decide on the management remuneration policy, it should adopt it at the proposal of the Supervisory Board and align it substantively with the current market situation and the situation at the company. The management remuneration policy should substantively follow the provisions of the Code and should define: the amount of non-variable remuneration to members of the Management Board, the possibility of variable remuneration for members of the Management Board, criteria used for determining types of variable remuneration, any potential restrictions with respect to variable remuneration, the annual dynamics of setting criteria for variable remuneration, 16 Annual Report 2014 specification of remuneration given as shares, stock options and other types of financial instruments along with any restrictions of such remuneration, the annual assessment of the criteria being fulfilled and of the Supervisory Board’s activities in this area. The remuneration policy for the Management Board is not decided on by the shareholders, but by the Supervisory Board, in keeping with its powers, which takes account of the aforementioned code in determining the criteria for the remuneration policy, and also upholds the valid legislation in this area (the Act Governing the Remuneration of Managers of Companies with Majority Ownership held by the Republic of Slovenia or Self-Governing Local Communities; hereinafter: the ZPPOGD). On the basis of the ZPPOGD the Supervisory Board adopted the Rules Defining the Rights of Members of the Management Board, which were presented to the 15th general meeting. In addition, each year the Supervisory Board approves qualitative and quantitative criteria for determining the variable portion of the Management Board’s remuneration. All the explanations required by law are provided to the shareholders at the annual general meeting when the official approval for the Management Board’s work during the previous financial year is being voted on, in accordance with the Companies Act (ZGD-1). On 10 October 2014 a change in the ownership of the majority of the shares in Aerodrom Ljubljana, d.d. was registered: the shares previously held by the Republic of Slovenia and other companies under government ownership were transferred to the new owner, Fraport AG Frankfurt Airport Services Worldwide. Under Securities Market Agency ruling no. 40201-9/2014-10 of 24 November 2014, it was announced on 26 November that the takeover of the company by Fraport AG Frankfurt Airport Services Worldwide had been successful, and that it had acquired an interest of 97.99% in the company. In light of the above, the company is no longer bound by the Act Governing the Remuneration of Managers of Companies with Majority Ownership held by the Republic of Slovenia or Self-Governing Local Communities (the ZPPOGD). Transparency of operations Code provision 20.3: The company lays down rules on trading restrictions, temporal restrictions for trading (closed trading windows) and ordering members of the company’s bodies as well as related natural persons, legal entities and other persons with access to inside information to disclose their transactions in the company’s shares and in the shares of related companies. Reporting by the members of the Management Board and Supervisory Board regarding trading in the company’s shares is governed by the Regulation on Information about Major Holdings in accordance with the Financial Instruments Market Act. The company has no internal act restricting trading in its shares. The company has a list of persons to whom internal information is accessible. 2.2 CORPORATE GOVERNANCE CODE FOR CAPITAL ASSETS OF THE REPUBLIC OF SLOVENIA As a public limited company whose majority shareholder was the Republic of Slovenia, in addition to observing the Corporate Governance Code for public limited companies, Aerodrom Ljubljana, d.d. was obliged to observe the new Corporate Governance Code for Capital Assets of the Republic of Slovenia in 2014 until the takeover. Because Aerodrom Ljubljana, d.d. manages the infrastructure at the main airport in the country, in addition to its basic duty of acting in the interests of the shareholders it has also observed the recommendations of the aforementioned code, which in an orderly and transparent manner is raising the level of the actions of public limited companies in which the Republic of Slovenia (the state) is a shareholder. 17 Annual Report 2014 Aerodrom Ljubljana d.d. is hereby issuing its statement of compliance with the Corporate Governance Code for Capital Assets of the Republic of Slovenia, which was adopted by the Management Board and Supervisory Board of Slovenska odškodninska družba d.d. on 15 May 2013. The second section of the code (Recommendations 51 to 93) sets out the expectations of the companies in which the Republic of Slovenia is a shareholder or partner. The code is published on Slovenska odškodninska družba’s website. The statement of compliance with the Corporate Governance Code for Capital Assets of the Republic of Slovenia is a constituent part of the Annual Report for 2014, and will be available on its website (www.lju-airport.si) for five years after its first publication. The Management Board and the Supervisory Board hereby declare that in its work and operations Aerodrom Ljubljana, d.d. observes the Corporate Governance Code for Capital Assets of the Republic of Slovenia in the section relating to public limited companies. In areas regulated differently by the Corporate Governance Code for public limited companies and the Corporate Governance Code for Capital Assets of the Republic of Slovenia, Aerodrom Ljubljana, d.d. gives precedence to the former, in order to ensure equality for all shareholders (private shareholders on the one hand, and the state on the other), given its status as a public limited company whose shares are listed on the stock market. Any deviations from Corporate Governance Code for Capital Assets of the Republic of Slovenia are cited and explained below: Recommendations 63, 64, 65 and 66: Transparency of operations and reporting In relation to reporting, the company observes the provisions of the Companies Act (ZGD-1; in particular the first paragraph of Article 130) and the Corporate Governance Code. Recommendations 74 to 79: Selection of candidates for members of supervisory bodies and formulation of proposals for a general meeting The company does not observe the recommendations in full, because the nomination procedure for members of the Supervisory Board is regulated by its articles of association, but it took the recommendations of the Corporate Governance Code into account in the general meeting’s preparations for 2014 with regard to the nomination of candidates for the Supervisory Board. The procedure is substantively identical to that recommended in the code, with a deviation in that the procedure is not conducted by a nomination committee, but instead by the appointments and HR committee, with the support of an external advisor. Recommendation 87: Remuneration of members of a Management Board The company does not observe the recommendations because it is bound by the restrictions of the ZPPOGD. On 10 October 2014 a change in the ownership of the majority of the shares in Aerodrom Ljubljana, d.d. was registered: the shares previously held by the Republic of Slovenia and other companies under government ownership were transferred to the new owner, Fraport AG Frankfurt Airport Services Worldwide. Under Securities Market Agency ruling no. 40201-9/2014-10 of 24 November 2014, it was announced on 26 November that the takeover of the company by Fraport AG Frankfurt Airport Services Worldwide had been successful, and that it had acquired an interest of 97.99% in the company. In light of the above, the company is no longer bound by the Corporate Governance Code for Capital Assets of the Republic of Slovenia. 2.3 RECOMMENDATIONS OF THE MANAGER OF INDIRECT AND DIRECT STATE CAPITAL INVESTMENTS The company observed the recommendations of Slovenska odškodninska družba adopted on 12 April 2013 and published on the aforementioned company’s website. Any deviations from the recommendations of Slovenska odškodninska družba are cited and explained below: 18 Annual Report 2014 Recommendation 5: Three-year business planning by a company The recommendation has been partly taken into account. The company regularly draws up medium-term business plans, which are also discussed by the Supervisory Board in accordance with the company’s bylaws. Because the company is a public limited company listed on the stock market, it reports on its operations in accordance with the provisions of the Companies Act (ZGD-1) concerning public limited companies listed on the stock market, in accordance with the ZTFI and in accordance with the Corporate Governance Code. Recommendation 6: Quarterly reporting on the performance of a company Because the company is a public limited company listed on the stock market, it reports on its operations in accordance with the provisions of the Companies Act (ZGD-1) concerning public limited companies listed on the stock market, in accordance with the ZTFI and the provisions of the Corporate Governance Code, the company publishes quarterly, halfyearly and annual reports. Recommendation 7: Transparency of procedures of making business deals involving company expenditure The recommendation has been partly taken into account. The company substantively observes the recommendation, although in accordance with the company’s interests and the provisions of the Companies Act (ZGD-1) concerning the safeguarding of trade secrets it does not publish details of contracts except where so required from the point of view of the public procurement system. Recommendation 11: Achieving quality and excellence in the operations of a company/group The recommendation has been partly taken into account. The company meets all the requirements of the ISO 9001 standard, and has obtained its quality management certificate. By monitoring user satisfaction, managing the business processes and managing its documentation, the company is striving to improve its performance in the area of quality, and is simultaneously reaffirming its commitment to high quality of service, ceaseless improvement and efficiency. The quality management system is being upgraded by the introduction of the EFQM business excellence model. In the first phase we conducted a self-assessment of leadership and the staff, and drew up an action plan. Recommendation 12: General meetings The recommendation has been partly taken into account. As a public limited company Aerodrom Ljubljana operates in accordance with the requirements of the Companies Act (ZGD-1) and the ZTFI, for which reason it does not observe Recommendations 12.7 and 12.10. Recommendation 13: The recommendation is not binding for Aerodrom Ljubljana, d.d. On 10 October 2014 a change in the ownership of the majority of the shares in Aerodrom Ljubljana, d.d. was registered: the shares previously held by the Republic of Slovenia and other companies under government ownership were transferred to the new owner, Fraport AG Frankfurt Airport Services Worldwide. Under Securities Market Agency ruling no. 40201-9/2014-10 of 24 November 2014, it was announced on 26 November that the takeover of the company by Fraport AG Frankfurt Airport Services Worldwide had been successful, and that it had acquired an interest of 97.99% in the company. In light of the above, the company is no longer bound by the recommendations of the manager of direct and indirect capital assets of the Republic of Slovenia. 2.4 MAIN FEATURES OF THE INTERNAL CONTROL SYSTEM AND OF RISK MANAGEMENT IN RELATION TO THE FINANCIAL REPORTING PROCEDURE Aerodrom Ljubljana, d.d. has within its operations an extensive mechanism of internal control and risk management in relation to the financial reporting procedure. The objective of this system of internal controls are alignment with 19 Annual Report 2014 applicable laws and regulations, the accuracy, completeness and reliability of financial reporting, a reduction in the risks relating to the company’s operations, achievement of the company’s strategic objectives, and realisation of the company’s overall strategy. Internal controls comprise defined objectives by individual area of the operations, and the risks and the method used to control them are identified. Risk management is set out in greater detail in point 5 of the Business Report. Appropriate control procedures for the functioning of internal controls, financial reporting and compliance with the rules have been set up. Financial reporting is based on a system of recording business events that has built-in internal financial controls, whose effectiveness is monitored on a continuous basis. A system of reporting on identified risks and procedures has been designed, and supervision of internal control procedures is carried out. Internal auditing In organisational terms, the internal audit department reports directly to the Management Board, and is separate from other organisational units. Internal auditing has been conducted at the company since 2000. The basic area of operation comprises the internal control of all business and other risks to which the company is exposed. When assessing whether internal controls are appropriate and fit for their intended purpose, the permanence and reliability of their functioning are also examined. Internal auditing audits specific business processes and procedures that impact the achievement of operating objectives. Internal auditing proposes improvements to business processes, thus making a significant contribution to increasing the effectiveness of business operations, the transparency and reliability of information. The internal auditor reports on its work to the company’s Management and Supervisory Boards. External auditing On the basis of a resolution passed at the 19th general meeting on 13 May 2014, the company’s financial statements for 2014 were audited by Deloitte revizija d.o.o., Ljubljana (for the eighth consecutive year). 2.5 INFORMATION PROVIDED UNDER THE SIXTH PARAGRAPH OF ARTICLE 70 OF THE ZGD-1 As a company obliged to comply with the act governing mergers and acquisitions, Aerodrom Ljubljana, d.d. provides the information required under the sixth paragraph of Article 70 of the Companies Act (ZGD-1) to reflect the situation as at the last day of the financial year, along with all required explanatory notes: Structure of share capital and restrictions on transfer of shares The company’s share capital is divided into 3,796,527 no-par-value shares issued in dematerialised form and paid up in full; 49% of them (1,860,298 shares) are preference participating no-par-value shares with restricted voting rights, and 51% (1,936,299 shares) are ordinary freely transferable no-par-value registered shares traded on the Ljubljana Stock Exchange’s regulated market since 1997 (ticker symbol: AELG). Under the Articles of Association, the preference participating shares have full voting rights when decisions are being made on the following: amendments to the Articles of Association, an increase or decrease in the share capital, 20 Annual Report 2014 the appointment and dismissal of members of the Supervisory Board, the winding-up of the company or a change in its legal status, the appointment of an auditor, conversion of the preference participating shares with restricted voting rights into ordinary registered no-parvalue shares. A dividend comprising a fixed portion and variable portion pertains to the preference participating no-par-value shares with restricted voting rights. Significant direct and indirect holdings of the company’s securities in terms of achieving a qualifying holding as defined by the Mergers and Acquisitions Act (ZPre-1) Until 9 October 2014 inclusive, qualifying holdings were held by the following shareholders in the company: Republic of Slovenia (1,923,853 no-par-value shares, a 50.67% holding in the issuer’s capital, of which 49% or 1,860,298 of the shares are participating preference no-par-value shares with limited voting rights that are not listed on the stock exchange), Kapitalska družba, d.d. (279,561 no-par value shares, a 7.36% holding in the issuer’s capital), and Slovenska odškodninska družba, d.d. (258,958 no-par value shares, a 6.82% holding in the issuer’s capital). On 10 October 2014 a change in the ownership of the majority of the shares in Aerodrom Ljubljana, d.d. was registered: the shares previously held by the Republic of Slovenia and other companies (a total of 75.5% of all shares) were transferred to the new owner, Fraport AG Frankfurt Airport Services Worldwide. Under Securities Market Agency ruling no. 40201-9/2014-10 of 24 November 2014, it was announced on 26 November that the takeover of the company by Fraport AG Frankfurt Airport Services Worldwide had been successful, and that it had acquired an interest of 97.99% in the company. Holders of securities ensuring special controlling rights The company does not have securities that would provide special controlling rights. Restrictions of voting rights under Articles of Association Preference participating no-par value shares with restricted voting rights have full voting rights in instances stipulated by law and by the Articles of Association. Pursuant to the Articles of Association, preference participating no-par value shares have full voting rights when decisions are being made on the following: amendments to the Articles of Association, an increase or reduction in the company’s share capital, the appointment and dismissal of members of the Supervisory Board, the winding up of the company and a change in its status, the appointment of an auditor, and the conversion of preference participating no-par value shares with restricted voting rights into registered ordinary no-par value shares. Restrictions of voting rights in accordance with Securities Market Agency ruling of 13 December 2012 Pursuant to a ruling by the Securities Market Agency, the following have been prohibited from exercising their voting rights at Aerodrom Ljubljana, d.d. for reason of their concerted action and the acquisition and surpassing of the takeover threshold in the target company Aerodrom Ljubljana, d.d.: 21 Annual Report 2014 Zavarovalnica Triglav d.d., of Miklošičeva cesta 19, Ljubljana, with 161,909 shares with the AELG ticker symbol (151,085 AELG shares are held directly by Zavarovalnica Triglav, and 10,824 are held by Zavarovalnica Triglav – kritni sklad ž.z.), an overall holding of 4.2647% in Aerodrom Ljubljana, d.d., Slovenska odškodninska družba d.d., of Mala ulica 5, Ljubljana, with 258,958 AELG shares, an overall holding of 6.8209% in Aerodrom Ljubljana, d.d., Kapitalska družba pokojninskega in invalidskega zavarovanja d.d., of Dunajska cesta 119, Ljubljana, with 279,561 AELG shares, an overall holding of 7.3636% in Aerodrom Ljubljana, d.d., the Republic of Slovenia, of Gregorčičeva ulica 20, Ljubljana, with 63,555 AELG shares and 1,860,298 shares with the AELP ticker symbol, an overall holding of 50.6740% in Aerodrom Ljubljana, d.d. On 10 October 2014 a change in the ownership of the majority of the shares in Aerodrom Ljubljana, d.d. was registered: the shares previously held by the Republic of Slovenia and other companies under government ownership were transferred to the new owner, Fraport AG Frankfurt Airport Services Worldwide. Under the transfer of shares the new owner obtained all the voting rights attached to the aforementioned shares in accordance with legislation and the company’s Articles of Association. Rules of the company on the appointment and replacement of members of management or supervisory bodies, and on amendments to the Articles of Association The company’s rules on the appointment and replacement of members of the management and supervisory bodies and on changes of status are defined in the Articles of Association. The company's Management Board comprises a maximum of three members: the president of the Management Board (director) and two members, serving as deputy directors responsible for specific areas. The members and president of the Management Board are appointed by the Supervisory Board for a term of five years, with the possibility of reappointment. The Supervisory Board may dismiss the president and other members of the Management Board if they commit a serious breach of their duties, if they no longer have capacity to contract, if they receive a vote of no confidence from the general meeting (unless the vote of no confidence is clearly unsubstantiated), or on any other economic/commercial grounds (significant changes in shareholdings, reorganisation, launch of new services, major changes in lines of business, etc.) At least two-thirds of the members of the Supervisory Board must be in attendance for it to be quorate when appointing or dismissing the president or other members of the Management Board. The Supervisory Board comprises six members. Four members are elected by shareholders, while two members are appointed by the works council pursuant to the Worker Participation in Management Act. In conjunction with the appointments and HR committee, the Supervisory Board is conducting a procedure to select candidates for joining the Supervisory Board, and is formulating and then applying the criteria that the candidates must meet. Shareholder representatives, who are elected for a term of four years by the general meeting of shareholders with an ordinary majority of votes, are proposed by the Republic of Slovenia (two members), Kapitalska družba, d.d. and Slovenska odškodninska družba, d.d. (together one member) and other shareholders (one member). The members of the Supervisory Board elect a president and deputy-president from among themselves. Members of the Supervisory Board may be dismissed before their term of office ends by a three-quarters majority of votes cast at the general meeting of shareholders. A resolution by the general meeting of shareholders is required for any amendment to the Articles of Association. Proposed amendments to the Articles of Association must be published. Should the proposal not be published, the place where the wording of the proposed amendments is available must be announced publicly. Unless the law stipulates otherwise, a majority of the represented share capital is required for a general meeting of shareholders resolution on an 22 Annual Report 2014 amendment to the Articles of Association to be valid, when at least half the share capital is represented when the resolution is voted upon. Powers of members of management, in particular powers to issue or buy treasury shares The powers of members of management are laid down in the company’s Articles of Association, where no special rules to issue or buy treasury shares are specified. The Management Board does not have the explicit power to increase the authorised capital or the power to acquire treasury shares. 2.6 GENERAL MEETING OF SHAREHOLDERS Shareholders of the company exercise their rights deriving from ownership of the company at the general meeting of shareholders. The general meeting of shareholders is the highest body within the company and operates in accordance with the provisions of the Articles of Association and the Companies Act. The Articles of Association are published on the company’s website at www.lju-airport.si. The general meeting is convened by the Management Board, as set out by the law and by the Articles of Association, when it is in the company’s benefit to do so. The general meeting of shareholders can also be convened by the company's Management Board in the instances set out in legislation and the Articles of Association, and whenever it benefits the company. It can also be convened by the Supervisory Board. The general meeting is convened at the written request of shareholders together representing at least one-twentieth of the company’s share capital. An agenda, and a proposed resolution for each proposed item of the agenda to be decided upon by the general meeting or an explanation of the agenda item if the general meeting is not to decide on the item in question must be enclosed in the request in written form by the shareholder requesting the convening of the general meeting. The announcement to convene the general meeting with the content required by regulations must be published at least 30 days before the general meeting first convenes on the company’s website, on SEOnet, the electronic information system of Ljubljana Stock Exchange, and on Info hramba, the central controlled information storage system. The provision of the previous sentence notwithstanding, the general meeting may be convened with the content required by law by means of a registered letter to all shareholders, provided that their names and addresses can be determined from the valid register of shareholders. In this instance the day that the letter is sent is deemed the day of the announcement to convene the general meeting. After the announcement to convene the general meeting, shareholders whose holdings together represent at least onetwentieth of the share capital may request in writing that an additional item be included on the agenda. The written request must include the proposed resolution to be decided upon by the general meeting or an explanation of the agenda item if the general meeting is not to decide on the item in question. The shareholders must lodge the request with the company no more than seven days after the announcement to convene the general meeting, and the Management Board must publish it without delay. An additional item on the agenda may only be discussed at the general meeting if it was published at least 14 days prior to the general meeting; otherwise it is discussed at the next general meeting. The Management Board must notify financial institutions, shareholder associations, other entities set out by law, and shareholders whose holding in the company’s total share capital is at least 5% of the convening of the general meeting, amendments to the agenda, and shareholder proposals regarding items on the agenda or voting proposals, together with justifications and other information related to the proposals, in writing (by registered post, with a receipt) at least 14 days 23 Annual Report 2014 before the general meeting first convenes. Where the company has published this information on its website, the written notification may merely cite the web page on which the information is available. General meetings may be attended and voting rights exercised only by shareholders who have registered their attendance with the company by the end of the fourth day before the general meeting, and are entered as shareholders in the central register of book-entry securities at the end of the fourth day before the general meeting first convenes. Shareholder proxies may exercise the right to attend and voting rights on the basis of a written proxy agreement, which must be submitted to the Management Board by shareholders no later than the day of the general meeting and remains in safekeeping at the company. The company actively encourages shareholders to exercise their rights by organising the collection of proxies, on the basis of which shareholders can also exercise their right to vote without attending the general meeting in person, although no member of the Management Board or Supervisory Board may act as a proxy. Shareholders may use electronic means to nominate their proxies at the general meeting. The form for a voting proxy agreement is available on the company’s website. The proxy agreement may be emailed to the company at an address designated by the company each time that a general meeting is convened, in scanned form as an attachment, and must contain the handwritten signature of any private individual using the agreement. The company has the right to verify the identity of a shareholder or proxy submitting the proxy agreement by email, and the authenticity of the signature. Shareholders may also submit a request for an additional item on the agenda and proposals for resolutions relating to items on the agenda, including voting proposals, in the same manner and form. The company has the right to verify the identity of a shareholder or proxy submitting a request or proposal by email, and the authenticity of the signature. In accordance with the company’s Articles of Association, holders of ordinary no-par value shares vote on the use of distributable profit and the conferral of official approval on the Management Board and Supervisory Board. Holders of preference participating and ordinary no-par value shares vote on the appointment of the auditor and on amendments to the Articles of Association. Each no-par value share entitles its holder to one vote. A simple majority of the shareholder votes cast is required to pass general meeting resolutions, unless a larger majority or other requirements are set out by law. At the 19th general meeting of shareholders held on 13 May 2014: shareholders were briefed on the Supervisory Board's report on the verification of the annual report for the 2013 financial year, voted to confer official approval on the Management Board and Supervisory Board for their work in the previous financial year, decided on the use of the distributable profit for the 2013 financial year and appointed an auditor for the auditing of the company’s operations and financial statements for the 2014 financial year. 2.7 COMPOSITION AND FUNCTIONING OF MANAGEMENT AND SUPERVISORY BODIES The management and governance of Aerodrom Ljubljana, d.d. is based on legal provisions, the provisions of the company’s Articles of Association and the corporate governance policy. It proceeds according to a two-tier system, where the company is managed by the Management Board and its operations are supervised by the Supervisory Board. 2.7.1 SUPERVISORY BOARD The competences of the Supervisory Board are laid down in the Articles of Association. The Supervisory Board’s method of work is regulated by the Rules of Procedure of the Supervisory Board, which are published on the company’s website. The activities and method of operation of the Supervisory Board in 2014 are detailed in the Report on the Work of the Supervisory Board (point 1.4 of the Business Report). 24 Annual Report 2014 Composition of the Supervisory Board The six-person Supervisory Board (whose four-year term of office began on 9 July 2013) comprises: Milan Perović, president of the Supervisory Board; Peter Grašek, member of the Supervisory Board; Nina Mauhler, member of the Supervisory Board; Peter Marn, member of the Supervisory Board; Tadeja Strupi, member of the Supervisory Board (workers’ representative); Drago Čotar, deputy-president of the Supervisory Board (workers’ representative). Supervisory Board committees Three committees operated under the aegis of the Supervisory Board in 2014 (the appointments and HR committee, the audit committee and the investment committee). Their make-up and work are presented in point 1.4 of the Business Report. 2.7.2 MANAGEMENT BOARD In accordance with the Articles of Association, the Management Board comprises a maximum of three members, one of which is the president of the Management Board. Members of the Management Board are appointed by the Supervisory Board for a period of five years with the possibility of reappointment. The current Management Board comprises three members. The president of the Management Board, Zmago Skobir, began a five-year term of office on 5 July 2007. The other members of the Management Board, Bernarda Trebušak and Dr Iztok Podbregar, began their terms on 1 September 2010 and 1 August 2013 respectively. On 24 August 2011 Mr Skobir was awarded a new five-year term as president of the Management Board, which began on 5 July 2012. The Management Board manages Aerodrom Ljubljana for the company’s benefit, and is independent and liable for its actions, except in the cases set out in the Articles of Association that require the Supervisory Board’s approval. The president of the Management Board represents the company in legal and public matters, together with the other member of the Management Board. The other member of the Management Board represents the company only in conjunction with the president of the Management Board. The Management Board is free to conclude transactions up to EUR 1 million in value; for larger transactions it requires prior approval from the Supervisory Board. In 2014 the Management Board discharged its responsibilities in accordance with the Rules of Procedure of the Management Board, reported regularly to the Supervisory Board in accordance with the Articles of Association and the Rules of Procedure of the Supervisory Board, and discharged its obligations to shareholders as defined in the Companies Act. The Management Board also worked closely with the works council and the company’s representative trade union in accordance with legal provisions. 25 Annual Report 2014 3 COMPANY OPERATIONS IN 2014 AND PLANS FOR 2015 3.1 ECONOMIC CONDITIONS In line with the European Commission’s winter forecasts, there was a weak economic recovery in 2014: GDP increased by 0.8% in the euro area, and by 1.3% across the EU. In line with the aforementioned forecast, 2015 is expected to see renewed economic growth in all EU countries for the first time since 2007 (1.7% across the EU, 1.3% in the euro area), although economic performance will continue to vary inside the EU. The positive factors in economic growth are the fall in oil prices, the fall in the euro, the increase in money supply announced by the ECB and the European Commission’s investment plan for Europe. The factors acting to slow economic growth are the slowdown in activity in certain key trading partners of the euro area, the weak investment environment and high unemployment. The negative risks to growth remain geopolitical tensions, renewed volatility on the financial markets in the context of contrasting monetary policy in major economies, and the incomplete execution of structural reforms. Inflation in 2014 stood at 0.6% in the EU and 0.4% in the euro area. It is expected to remain low in 2015, primarily as a result of low commodity prices (0.2% in the EU, -0.1% in the euro area). The unemployment rate is forecast to fall to 9.8% in the EU and to 11.2% in the euro area. General government deficits will continue to narrow (to 2.6% in the EU and 2.2% in the euro area), while the ratio of debt to GDP will also fall (to 88.3% in the EU and 94.4% in the euro area). There was an economic recovery in Slovenia in 2014 (according to the IMAD forecasts, GDP is expected to have risen by 2.5%, and to rise by 2% in 2015). The European Commission forecast for Slovenia is slightly different: growth is forecast at 2.6% in 2014 and 1.8% in 2015. The main factors in the GDP growth in 2014 were exports and a rise in public investment in connection with the increased disbursement of EU funds. Exports remain the main engine of economic growth in 2015, when growth in foreign demand is expected to strengthen slightly. The forecasts for the terms of trade (the ratio of import prices to export prices) have also improved, in light of the fall in average oil prices and commodity prices. Government consumption is expected to have declined in 2014 (by 1%), and to decline again in 2015 (by 0.6%). Private consumption increased slightly in 2014 (by 0.7%), and the trend is expected to continue in 2015 (growth of 1.1%) in line with the forecast increase in disposable income. Inflation in 2014 stood at 0.2%. The largest contribution to headline inflation came from rises in prices of health insurance, package holidays, tobacco products, sewerage charges and sports equipment. By contrast, the largest factors in reducing headline inflation were falls in energy prices, food prices and prices of consumer durables. Inflation is forecast at zero in 2015, primarily as a result of falls in oil prices and partly as a result of other commodity prices. The registered unemployment rate stood at 13.1% in 2014 according to the IMAD estimate, the same as the previous year. Unemployment will fall only slightly in 2015 (to 12.6%) as employment rises, partly as a result of a decline in the funding available for active employment policy measures. Bank lending activity has continued to decline, with contractions in lending to corporates, non-monetary financial institutions and households, although lending to the government sector is increasing. Corporates and non-monetary financial institutions are continuing to deleverage, while the trend of deleveraging slowed slightly in the household sector. According to ACI Europe figures, passenger numbers at European airports increased by 5.4% overall in 2014. The 4.9% increase at airports in the EU was less than that at airports outside the EU (Serbia, Iceland, Macedonia, Georgia and Turkey), where the figure reached 7.3%. Cargo tonnage at European airports increased by 3.6% (by 3.6% at EU airports, and by 3.3% at airports outside the EU). The increase of 2.6% in the number of aircraft movements is an indicator of the increase in airline capacity, particularly at airports outside the EU (where the increase was 5.6%, compared with 1.5% at EU airports). Passenger transport in the EU strongly exceeded economic performance in 2014, which is a reflection of the robustness of demand for air transport and the reliance of households and firms on air connectivity. Geopolitical tensions, which 26 Annual Report 2014 were reflected in a decline in traffic in Ukraine and Russia, also had a major impact on passenger transport. There was also a notable continuation of the changes in the structure of the aviation market. The majority of traffic growth came from low-cost airlines, which increased their market share. Airlines operating at airports outside the EU were also a factor in the increase in capacity, which included purchases of European airlines. 3.2 MARKET POSITION AND MARKETING ACTIVITIES Market position Our national airport is classed as small in terms of traffic, and covers Slovenia, the southern part of Austria, the northeastern part of Italy and part of Croatia, with approximately four million inhabitants in the aforementioned region. This region is the company’s target market, and covers a 250 km radius from the airport. Passengers travelling on business, for leisure or personal reasons all choose Ljubljana Airport and the airlines at the airport. Airports’ marketing activities are important, but they are not the only factor in growing passenger numbers, airline presence and cargo tonnage. In light of the above, and given the small size of the Slovenian market and individual market segments and the diverse travel needs of passengers, we focus on all passenger segments. Marketing activities in 2014 The improvement in the economic situation and the discernible positive developments in air transport created an economic environment in which we succeeded in increasing passenger numbers relative to 2013, and carrying increased cargo tonnage at the airport. It is positive that the rise in passenger numbers was based on growth at the domestic airline and at the foreign airlines. A major factor in the rise in passenger numbers at the domestic airline was the launch of two new routes: Adria Airways operated services to Warsaw and Prague in the summer timetable. The two routes met expectations with good load factors. The rise in passenger numbers on the foreign market was largely based on the launch of services by Air Serbia, which significantly increased its passenger numbers between Ljubljana and Belgrade in 2014 as load factors remained good. A further boost to the good results on this route came in December with an extra daily flight and a significant increase in available capacity. Alongside the activities aimed at airlines, we also focused on strengthening our market position among airports in the region and on making our competitive advantages known. Several advertising campaigns were conducted to this end in conjunction with airlines in the cross-border markets of Italy and Austria. Our advertising used digital media in particular, and all the company’s own resources and channels were utilised (its website, Facebook page, online news). These advertising campaigns raised awareness of the accessibility of Ljubljana Airport and its good travel opportunities. We expanded our cooperation with road transport providers, who play a vital role in linking the airport with foreign markets in the region. In the Slovenian market our marketing activities also utilised established communication channels such as direct mail, a personal approach to partners, and advertising in the media and in tour operators’ brochures, and online advertising. We also address target customers via the media communications that we manage ourselves. The airport website offers passengers and visitors a reliable user experience, good transparency, handy content, and a modern image. We also offer content tailored to users of smart devices and mobiles, who constitute an increasing share of business and leisure passengers. In 2014 we created a strong online community on the company’s Facebook page, which allows it to connect with users on a more personal level and to draw them into the airport’s services. On this platform we aim to establish ourselves above all as a user-friendly airport that provides high-quality services to passengers and achieves a level of service comparable to its competitors. 27 Annual Report 2014 The flyljubljana loyalty programme provided price-sensitive passengers with added value that encourages them to return to Ljubljana Jože Pučnik Airport more often. The benefits enjoyed by members of the loyalty programme included advantages in parking and airport shopping, special treatment by airlines providing connections between Ljubljana Airport and the rest of the world, special offers by external partners with a good lifestyle match, and unforgettable experiences at the airport. A significant amount of our activity in 2014 was focused on commercial services, which are an increasingly important element of revenue generation and the safeguarding of the airport’s future development. Our rent pricing policy remained the same, tailored to the location, and ensured good occupancy of our commercial premises. In conjunction with the tenants of our retail and catering premises, we continue to tailor our services to the needs of the passengers, which has been positively reflected in an increase in rental income for retail and catering premises. We also carried out several promotions in conjunction with our partners, which improved the shopping experience and presented the airport as an interesting shopping destination in its own right. The economic growth seen in Slovenia in 2014 has not yet been reflected in a reversal in the trend and an increase in expenditure on advertising. In 2014 we successfully compensated for the loss of long-term contracts with short-term campaigns. In so doing we surpassed the previous year’s results and also the targets. The increase in cargo tonnage was positively reflected in commercial revenue from warehousing, where our active marketing policy for warehousing services showed off our competitive advantages, allowing us to surpass previous results. Success on the market was secured thanks to our incentivising pricing policy, the quality of our warehousing services and our good partnership with freight forwarding companies. Plans for 2015 We remain committed to meeting the following targets in the field of marketing: to increase traffic; to increase the market share of foreign airlines at the airport; to develop the regional hub; to increase the number of passengers from neighbouring countries and reduce the outflow of local passengers to neighbouring airports; to increase cargo tonnage. In line with these targets we will continue our marketing activities to increase traffic at the airport in 2015. By working together on marketing we aim to encourage airlines in launching new routes and increasing passenger numbers at the airport. In 2015 we will continue developing the airport as a regional hub for transfer traffic. We will focus marketing activities on raising our profile and strengthening our competitive position in the region. In conjunction with airlines we will design marketing activities for the domestic market and the markets of neighbouring countries (Italy, Austria and Croatia). We intend to maintain the scope of our market communications via local media and the internet, and will make greater use of the innovative marketing channels that the company operates (online social networks). Much of the marketing of our services will still be undertaken via direct contacts with existing and potential business partners. We will also continue our marketing activities focusing on foreign airlines, with whom we are aiming to increase the number of flights and passengers in 2015. We are planning to bring Swiss International Air Lines to the airport in 2015, who will upgrade the services between Ljubljana and Zurich to daily flights, connecting to a wide network of intercontinental services. A rise in the number of flights is also planned at Turkish Airlines, which will fly between Ljubljana and Istanbul ten times a week (previously seven times a week). The launch of a Berlin service is planned for 28 Annual Report 2014 the summer timetable. The German capital Berlin will be served three times a week by Adria Airways. We will also work with tour operators to support holiday travel, and by advertising in their brochures we will strengthen the synergies to raise the profile of Ljubljana Airport. We will also continue our marketing activities aimed at increasing cargo tonnage at the airport and developing a local hub for express mail. With regard to commercial services we will continue our existing sales strategy and pricing policy, tailored to the location and the services that we provide. With the improvement in the economic situation in the environment where the company operates, and a proactive approach, we will continue meeting our objectives and our development targets. 3.3 TRANSPORT Total passenger numbers (1,338,619 passengers) were up 1.3% on figures for 2013, primarily due to a rise in the number of passengers using public transport (3.1%). A growth in the number of passengers using public transport was recorded by both domestic as well as foreign carriers. The total number of aircraft movements (31,405 aircraft movements) was 5.2% lower than in 2013. There was significant growth in the cargo segment, which was up 6.8% on figures for 2013 (at 18,983 tonnes). The growth in passenger numbers in 2014 was mainly a result of the increased number of passengers using the domestic carrier, which expanded to two new destinations in 2014 (Prague and Warsaw). There was also a large rise in passenger numbers at Air Serbia and Turkish Airlines, both airlines having increased their number of flights at the airport. Realisation Plan P14 Index R14/R13 Proportion (in %) 1.-12./14 1.-12./13 R14/P14 1.-12./14 1.-12./13 P14 1,338,619 1,307,379 906,966 400,413 3,200 28,040 1,321,100 1,267,479 884,330 383,149 3,280 50,341 1,377,143 1,327,702 905,240 422,462 2,996 46,445 101.3 103.1 102.6 104.5 97.6 55.7 97.2 98.5 100.2 94.8 106.8 60.4 100.0 97.7 67.8 29.9 0.2 2.1 100.0 95.9 66.9 29.0 0.2 3.8 100.0 96.4 65.7 30.7 0.2 3.4 1 1.1 1.1.1 1.1.2 1.2 1.3 NO OF PASSENGERS PUBLIC TRANSPORT Domestic carriers Foreign carriers GENERAL AVIATION OTHER 2 2.1 2.1.1 2.1.2 2.2 2.3 AIRCRAFT MOVEMENTS PUBLIC TRANSPORT Domestic carriers Foreign carriers GENERAL AVIATION OTHER 31,405 22,361 16,687 5,674 7,789 1,255 33,111 23,162 17,535 5,627 8,245 1,704 32,556 22,824 16,448 6,376 8,107 1,625 94.8 96.5 95.2 100.8 94.5 73.7 96.5 98.0 101.5 89.0 96.1 77.2 100.0 71.2 53.1 18.1 24.8 4.0 100.0 70.0 53.0 17.0 24.9 5.1 100.0 70.1 50.5 19.6 24.9 5.0 3 3.1 3.2 3.3 3.4 CARGO TRANSPORT (in tonnes) Aircraft Truck Mail Other 18,983 8,774 8,936 1,046 227 17,777 8,352 8,179 911 335 17,697 8,238 8,231 891 337 106.8 105.1 109.3 114.8 67.8 107.3 106.5 108.6 117.3 67.4 100.0 46.2 47.1 5.5 1.2 100.0 47.0 46.0 5.1 1.9 100.0 46.5 46.5 5.0 1.9 However, passenger numbers were down 2.8% on the forecast in the annual plan, mostly as a result of the temporary suspension of flights by Iran Air (for refuelling) in the period between June and November, and the fact that, in the plan for 2014, we had already provided for an additional daily Air Serbia flight in the 2014 summer flight timetable, but this actually only took effect in December. In addition, the political situation in the Middle East during the summer months brought a significant decline in the number of flights made by Israeli airlines, and a corresponding decline in passenger 29 Annual Report 2014 numbers. The same reasons also explain why the volume of aircraft movements was 3.5% below the annual plan. In terms of cargo tonnage, we exceeded the plan by 7.3%. PUBLIC TRANSPORT Public transport accounts for the majority of traffic at the airport. Passenger numbers in this segment were up 3.1% on 2013, as the domestic airline’s passenger numbers rose by 2.6% and the foreign airlines’ passenger numbers by 4.5%. Passenger numbers were down 1.5% on the forecast in the annual plan, as the domestic airline exceeded its forecast by 0.2%, while foreign airlines fell 5.2% short of their forecast. The domestic airline recorded a rise in passenger numbers on the previous year, having added two new destinations to its network in 2014 (Warsaw and Prague). Air Serbia, which operates a daily service between Ljubljana and Belgrade, was a significant factor in the rise in passenger numbers at the airport. Turkish Airlines, which operates a daily service between Ljubljana and Istanbul, was also a factor in the rise. The number of aircraft movements by Air France declined, but this was not reflected in passenger numbers, thanks to the use of larger aircraft since the beginning of the 2014 summer timetable and good load factors. The low-cost airlines Wizz Air and easyJet also recorded good load factors. Finnair saw a slight fall in passenger numbers compared with the previous year, having resumed its services later in 2014. However, it operated larger aircraft on the Ljubljana-Helsinki route, with good load factors. The situation in the Middle East had an adverse impact on traffic at the airport, as the 2014 summer timetable saw a significant decline in charter passenger numbers from Israel. The shortfall relative to the forecast in terms of the number of aircraft movements was lower than that recorded for passenger numbers (the number of aircraft movements was down 2% on the forecast in the annual plan), which was a reflection of the aforementioned shortfall of 11% in the number of aircraft movements recorded by foreign airlines, while the domestic airline’s number of aircraft movements was up 1.5% on the forecast. The number of aircraft movements in public transport was also down on 2013 (by 3.5%), the domestic airline recording a fall of 4.8% while foreign airlines recorded an increase of 0.8%. Airlines used larger and heavier aircraft overall, which had a positive impact on operating revenues. Seasonal component Public passenger traffic, which accounts for 97.7% of all passenger numbers at the airport, is highly seasonal with a peak in the summer months, while cargo traffic is mostly evenly distributed across the year. Monthly breakdown of public passenger transport and cargo tonnage 4,000 150,000 Passengers 3,000 120,000 90,000 2,000 60,000 1,000 30,000 - jan feb mar apr may Public transport passengers jun jul aug sep Public transport movements 30 oct Cargo nov dec Aircraft movements, cargo (in tonnes) 180,000 Annual Report 2014 Public passenger transport: scheduled and charter services Nine airlines provided scheduled flights from the airport in 2014, the same number as in the previous year. A total of 1,156,083 passengers were handled, up 4.9% on the previous year. The remaining 151,296 passengers were handled on charter flights; the figure was down 8.3% on the previous year. Passengers on scheduled flights accounted for 88.4% of all public transport passengers, 1.4 percentage points more than in the previous year. Public transport passengers: scheduled and charter flights scheduled charter 0 200,000 400,000 600,000 800,000 1,000,000 1,200,000 thousand passengers 2014 2013 Transfer passengers in public transport Transfer passengers accounted for 15.4% of public transport passengers in 2014. They totalled 200,934, down 0.2% on 2013. Public transport passengers: transfer and other transfer other 0 200,000 400,000 600,000 2014 800,000 1,000,000 1,200,000 thousand passengers 2013 Low-cost airlines’ public transport passengers An important category within public transport is low-cost airlines (easyJet, Wizz Air), who accounted for 12% of public transport passengers, down 0.5 percentage points on the previous year. They handled 157,152 passengers, down 1.3% on the previous year. Public transport passengers: low-cost and other low-cost other 0 200,000 400,000 600,000 2014 800,000 2013 1,000,000 1,200,000 thousand passengers 31 Annual Report 2014 Breakdown by airline and destination The domestic airline accounted for the largest proportion of traffic in public transport and, to a greater extent than the foreign airlines, displayed a declining trend in the number of aircraft movements while using larger aircraft (in line with its strategy Adria Airways withdrew the smaller 50-seat Canadair 200s from service and replaced them with the larger 86seat Canadair 900s). The domestic airline carried 69.4% of public transport passengers. Its passenger numbers of 906,966 were up 2.6% on 2013. The rise in the domestic airline’s passenger numbers was the result of a rise in passenger numbers on scheduled flights1 and a rise in passenger numbers on charter flights. While the domestic airlines’ number of aircraft movements was down 4.8% on the same period last year,2 the main domestic airline used larger, heavier aircraft to a significantly greater extent. Foreign airlines carried the remaining 30.6% of passengers in public transport. Their passenger numbers were up 4.5% on 2013 (but down 5.2% on forecast in the annual plan), while the number of aircraft movements was up 0.8% (but down 11% on the forecast). A major factor in the rise in passenger numbers was Air Serbia, which has operated a service between Ljubljana and Belgrade with increasing load factors since last December. Of the foreign airlines operating scheduled flights, there was a significant increase in traffic at Turkish Airlines:3 its passenger numbers were up 6.6%, while the number of aircraft movements was up 8%. Air France recorded a fall of 2.7% in passenger numbers in 2014 (and a fall of 16.6% in the number of aircraft movements4). The passenger numbers and the number of aircraft movements of the low-cost airlines Wizz Air and easyJet were down slightly on the previous year. Breakdown of public passenger transport by carrriers Adria Airways easyJet Turkish Airlines Wizz Air Air France Air Serbia Finnair Montenegro Airlines Israir Other* 0 200 400 2014 600 2013 800 1,000 thousand passengers * Other comprises charter airlines. In the 2014 summer timetable, which came into effect on 30 March, scheduled services were launched to Prague (four times a week), Warsaw (three times a week) and London (twice a week). In its winter timetable Adria Airways discontinued flights to London and maintained a thrice-weekly service to Prague and Warsaw. 1 The number of aircraft movements recorded by the domestic airline Adria Airways was down 7%, while the scheduled cargo airline Solinair launched a service to Belgrade last November, and thus recorded a significant rise in the number of flights (915 in 2014, compared with 573 in 2013), resulting in an overall fall of 4.8% in the number of aircraft movements recorded by domestic airlines in public transport. 2 It has operated a daily Istanbul service since the introduction of the 2013 summer timetable (in April 2013), while it operated just five flights a week in the first quarter of 2013. 3 With the introduction of the 2013 summer timetable (in April 2013), it reduced the number of flights on its Paris service while using a larger aircraft (daily flights with a 72-seat or 76-seat aircraft, having previously flown 12 times a week with a 50-seat aircraft). 4 32 Annual Report 2014 In 2014 public transport passengers were able to choose between 25 scheduled destinations (compared with 24 in 2013), services to Frankfurt, London, Istanbul, Zurich, Munich, Paris and Brussels accounting for just over half of all passengers. Breakdown of public passenger transport by destinations Frankfurt London Istanbul Zurich Munich Paris Brussels Vienna Moscow Tirana Skopje Pristina Belgrade Helsinki Charleroi Podgorica Antalya Tel Aviv Copenhagen Sarajevo Amsterdam Hurgada Praga Rodos Warsaw Monastir Zakynthos Cyprus Kos Samos Preveza Kefalonia Karpathos Crete Djerba Mytilene Manchester Malta Sharm El Sheikh Santorini Other* 0 20 40 60 2014 80 2013 * The item “other” comprises destinations with fewer than three thousand passengers in 2014. 33 100 120 thousand passengers 140 Annual Report 2014 GENERAL AVIATION In the general aviation segment, which is of marginal importance to the company in revenue terms, the number of aircraft movements in 2014 amounted to 7,789 (down 5.5% on the previous year and down 3.9% on the forecast in the annual plan). General aviation passenger numbers amounted to 3,200 (down 2.4% on the previous year, but up 6.8% on the forecast). OTHER In the segment of other services, the majority of aircraft movements relate to technical flights. This segment also includes training flights for public transport cockpit crew. Transit passengers5 on technical flights by Iran Air, which suspended its operations at Ljubljana Jože Pučnik Airport between June and November, account for the passengers in this segment, which is why the figure was down on the previous year and the forecast in the annual plan. CARGO TRANSPORT The cargo segment also recorded favourable developments in 2014: cargo tonnage was up 6.8% on 2013, and up 7.3% on the forecast in the annual plan. Air cargo tonnage was up 5.1% on the previous year (and up 6.5% on the forecast in the annual plan), while truck cargo tonnage was up 9.3% on the previous year (and up 8.6% on the forecast). Mail tonnage was up 17.3% on the forecast in the annual plan, and up 14.8% on the previous year. In 2014 scheduled truck cargo services were provided by Air France and Lufthansa, and there were occasional services by Korean Air, Cargolux, CSA Czech Airlines, Adria Airways and others. Alongside DHL, the other major express package operators with a presence at the airport are UPS and TNT, who use Ljubljana as a hub for south-eastern Europe. Plans for 2015 The traffic plan for 2015 has been drawn up in light of the airlines’ 2014/15 winter timetables and 2015 summer timetables. For airlines whose flights for the summer season have not yet been announced, we used the figures for their flights in previous years or their unofficial forecasts. The plan also takes account of economic trends and aviation trends and forecasts for 2015. The number of passengers is forecast to increase compared to 2014, primarily attributable to a rise of number of passengers in public transport. The number of aircraft movements is also forecast to increase (however, this growth will lag behind the increase in the number of passengers), primarily on the foreign market. The main factors in the increase will be a new airline, Swiss International Air Lines (daily flights), Air Serbia (an extra daily flight) and Turkish Airlines (an extra three flights a week). The domestic airline is planning to launch new services to Berlin and to Stockholm. A slight increase compared to 2014 is also planned in the cargo segment. 5 Passengers who fly on under the same flight number and as a rule do not disembark the aircraft. 34 Annual Report 2014 3.4 ANALYSIS OF PERFORMANCE 3.4.1 OPERATING PROFIT 1.-12./14 in euros 1.-12./13 P2014 Index Proportion R14/R13 R14/P14 1.-12./14 1.-12./13 P2014 Operating revenues 32,048,626 31,265,191 32,384,076 102.5 99.0 100.0 Net sales revenue Other operating revenues 31,827,518 30,986,744 221,108 278,447 32,228,564 155,512 102.7 79.4 98.8 142.2 99.3 0.7 99.1 0.9 99.5 0.5 Operating expenses Costs of materials and services 25,353,142 25,133,164 8,390,284 8,387,304 26,432,339 8,804,108 100.9 100.0 95.9 95.3 79.1 26.2 80.4 26.8 81.6 27.2 1,746,090 6,641,214 1,862,475 6,941,633 90.1 102.6 84.5 98.2 4.9 21.3 5.6 21.2 5.8 21.4 12,185,024 11,641,568 4,488,359 4,519,326 289,475 584,966 12,057,000 4,861,731 709,500 104.7 99.3 49.5 101.1 92.3 40.8 38.0 14.0 0.9 37.2 14.5 1.9 37.2 15.0 2.2 11,183,843 10,651,353 10,813,468 105.0 103.4 34.9 34.1 33.4 20.9 19.6 18.4 Costs of materials Costs of services Labour costs Depreciation/amortisation Other operating expenses Operating profit before interest, taxes and depreciation/amortization - EBITDA Operating profit (EBIT) 1,573,616 6,816,668 6,695,484 6,132,027 5,951,737 109.2 112.5 Net finance income/expenses Finance income Finance expenses -1,716,044 1,524,834 3,240,878 -65,127 1,265,495 1,330,622 1,104,569 1,475,486 370,917 2,634.9 120.5 243.6 -155.4 103.3 873.7 Pre-tax profit 4,979,440 6,066,900 7,056,306 82.1 70.6 Income tax expense Deferred tax 1,187,554 197,975 957,339 -84,823 1,081,868 -52,185 124.0 -233.4 109.8 -379.4 Net profit 3,593,911 5,194,384 6,026,623 69.2 59.6 100.0 100.0 The company’s performance in 2014 was good. Operating revenues were up 2.5% (EUR 783 thousand) on the figure realised in 2013 at EUR 32,049 thousand, down 1% (EUR 335 thousand) on the annual plan. Operating expenses were up 0.9% (EUR 220 thousand) on the figure realised in 2013 at EUR 25,353 thousand, but were nevertheless down 4.1% (EUR 1,079 thousand) on the annual plan. EBIT amounted to EUR 6,695 thousand, up 12.5% (EUR 744 thousand) on the annual plan and up 9.2% (EUR 563 thousand) on the figure realised in 2013. The net financial result in the reporting period was less favourable. As a result of the sale of financial assets under asset management contracts, finance income was up on 2013 (at EUR 1,525 thousand, up 20.5% on the figure realised in 2013 and also up 3.3% on the annual plan), while an impairment of the investment in Adria Airways Tehnika d.d. in the amount of EUR 2,736 thousand (this impairment was not forecast) meant that finance expenses were also up (at EUR 3,241 thousand). Despite the good performance and the increase in finance income, the company failed to fully compensate for the negative impact of the impairment on its operating result: pre-tax profit in the reporting period amounted to EUR 4,979 35 Annual Report 2014 thousand, while net profit amounted to EUR 3,594 thousand, down on the figure realised in 2013 and down on the annual plan.6 Operating revenues Operating revenues amounted to EUR 32,049 thousand in 2014, up 2.5% or EUR 783 thousand on the figure realised in 2013, but down 1% or EUR 335 thousand on the annual plan. The main factors in the increase in operating revenues relative to 2013 were the rise in passenger numbers and cargo tonnage, the shifts in the use of aircraft7 in public transport, and an increase in revenues from commercial services. The vast majority of operating revenues (99.3%) comprised sales revenue, which amounted to EUR 31,828 thousand. Services on the domestic market accounted for 69.8% of the total, at EUR 22,221 thousand, up 3.3% on 2013, but down 0.3% on the forecast in the annual plan. Revenues generated on foreign markets (EUR 9,607 thousand or 30.2% of sales revenue) were up 1.3 percent on the previous year, but were down 3.5% on the forecast in the annual plan. Operating revenues by market 22,221 Domestic market 21,504 22,278 9,607 Foreign market 9,483 9,951 0 5,000 10,000 1.‒12./14 15,000 1.‒12./13 P1.-12/14 20,000 25,000 in thousand euros Revenue from airport services and ground handling services on the domestic market amounted to EUR 13,099 thousand, up 3.4% on the previous year and up 1.6% on the forecast in the annual plan, while operating revenues on the foreign market were down slightly (by 1.1%) on the previous year at EUR 8,822 thousand, and were down 6.7% on the forecast. The main reason for the decline in revenues on the foreign market was the suspension of Iran Air’s refuelling stops8 at our airport. Another factor was the withdrawal of Israeli airlines, which reduced their flights in the summer months of 2014 because of the crisis situation in the Middle East. In connection with commercial services, the company continued its intensive marketing activities and its pursuit of targets, which was reflected positively in the result. Revenue from commercial services amounted to EUR 9,267 thousand, up 6.3% (EUR 550 thousand) on the previous year, and up 0.9% (EUR 82 thousand) on the forecast in the annual plan. Rental income, which accounted for over a third of total revenue from commercial services, amounted to EUR 3,390 thousand, up 11.7% on the previous year and down 3.3% on the forecast, primarily as a result of additional hangar space. The increase in cargo tonnage was reflected in an increase in revenue from warehousing services, which at EUR 2,030 thousand was up 5.3% on the previous year, but was down 1.2% on the forecast. Despite the adverse economic situation the company also succeeded in recording an increase in revenue from advertising, which at EUR 738 thousand was up 11.1% on the previous year and up 24.5% on the forecast. Revenue from parking fees was up 2.5% on the previous year at EUR 2,251 thousand and up 0.7% on the forecast. Without the impairment of the investment in Adria Airways Tehnika d.d. the pre-tax profit would have amounted to EUR 7,715 thousand (up 27.2% on 2013 and up 9.3% on the annual plan), and the net profit to EUR 6,097 thousand (up 17.4% on 2013 and 1.2% on the annual plan). 6 Airlines used larger and thus heavier aircraft overall, which had a positive impact on operating revenues, given that a significant proportion of the company’s revenues are tied to aircraft weight. 7 8 Iran Air did not fly to Ljubljana Airport between 9 June and 24 November 2014. 36 Annual Report 2014 Other revenues, which at EUR 860 thousand accounted for 2.7% of operating revenues, primarily comprise revenue from refunds of costs charged to tenants (electricity, water, telephone, heating and similar) in the amount of EUR 623 thousand, and other operating revenues in the amount of EUR 221 thousand. These notably included revenue from the sale of non-current assets in the amount of EUR 89 thousand and revenue in the amount of EUR 87 thousand from the reversal of provisions for covering depreciation costs for infrastructure and equipment for which the company received grants from the Slovenian state budget in 1993 and 1994. Operating revenues 13,099 12,671 12,894 Airport services and ground handling services - domestic market 8,822 8,922 9,456 Airport services and ground handling services - foreign market 9,267 8,717 9,185 Commercial services 860 956 849 Other 0 2,000 4,000 1.‒12./14 6,000 1.‒12./13 8,000 10,000 P1.-12/14 12,000 14,000 in thousand euros In the breakdown of operating revenues, revenue from airport services accounted for 50.4% of the total, revenue from ground handling services for 18% and revenue from commercial services for 28.9%. The proportion accounted for by ground handling services was down 1.3 percentage points on last year as a result of the greater use of aircraft deicing services in 2013, while the proportions accounted for by commercial services and by airport services increased by 1 percentage points and 0.6 percentage points respectively. The proportion accounted for by other revenues declined by 0.4 percentage points. Breakdown of operating revenues Airport services 50.4% Ground handling services 18.0% Other 2.7% 37 Commercial services 28.9% Annual Report 2014 Operating expenses Operating expenses amounted to EUR 25,353 thousand in 2014, up 0.9% (EUR 220 thousand) on 2013, but down 4.1% (EUR 1,079 thousand) on the annual plan. Costs of services were up on 2013 (but not on the forecast in the annual plan), as were labour costs (which were up a fraction on the forecast in the annual plan). By contrast, amortisation and depreciation costs were down on the previous year and on the forecast, as were costs of materials and other operating expenses. Operating expenses by type 1,574 1,746 1,681 Costs of materials 6,817 6,641 6,451 Costs of services 12,185 11,642 10,958 Labour costs 4,488 4,519 4,415 Depreciation/amortisation 289 585 573 Other operating expenses 0 2,000 4,000 1.-12./14 6,000 1.-12./13 8,000 10,000 P1.-12./14 12,000 14,000 in thousand euros There were no significant changes in the breakdown of operating expenses compared with the previous year, and compared with the forecast in the annual plan. The largest proportion comprises labour costs, which accounted for 48.1% of the total, up 1.8 percentage points on 2013, and up 2.5 percentage points on the forecast in the annual plan. Costs of services accounted for 26.9% of the total, up 0.5 percentage points on the previous year and up 0.6 percentage points on the forecast. The proportion accounted for by amortisation and depreciation costs was down 0.3 percentage points on 2013 at 17.7%, and down 0.7% on the forecast in the annual plan, while the proportion accounted for by costs of materials was down 0.7 percentage points on 2013 at 6.2% (and down 0.8 percentage points on the forecast). Breakdown of operating expenses Costs of services 26.9% Depreciation/amortisation 17.7% Costs of materials 6.2% Other operating expenses 1.1% Labour costs 48.1% Costs of materials amounted to EUR 1,574 thousand, down 9.9% (EUR 172 thousand) on 2013, and down 15.5% (EUR 289 thousand) on the forecast in the annual plan. Costs of materials are disclosed in the table in point 5.2.3 of the Financial Report, but a substantive explanation of the major items is given below. 38 Annual Report 2014 Energy costs accounted for just over a half of all costs of materials (EUR 872 thousand). The largest item was electricity costs, which amounted to EUR 511 thousand. There were savings in consumption of electricity compared with the previous year and the forecast in the annual plan, which were partly related to continual measures to reduce electricity consumption, and were partly a reflection of the weather conditions in the summer (low temperatures meant that there was less demand for cooling in buildings). Heating costs were also reduced, in connection with the changeover to gasfired heating, and the milder winter in the first quarter of 2014. Heating oil costs amounted to EUR 159 thousand, down 45.6% on the previous year and down 47.9% on the forecast in the annual plan. Energy costs also include motor fuel costs of EUR 203 thousand, which were down approximately 12% on the previous year and the forecast. Costs of nondurables amounted to EUR 241 thousand, down 8.3% on the previous year and down 15.6% on the forecast in the annual plan (a significant proportion comprises gritting and deicing materials, consumption of which was down in the first quarter of 2014 as a result of the milder winter). Other material costs relate primarily to costs of materials for current maintenance (EUR 178 thousand), costs for cleaning materials (EUR 58 thousand) and small inventory costs (EUR 154 thousand; the increase relative to 2013 is related to the procurement of uniforms). By contrast, costs of services (EUR 6,817 thousand) were up 2.6% on the previous year (as a result of increases in various types of service costs compared with the previous year), but were down 1.8% on the forecast in the annual plan. Costs of services are disclosed in the table in point 5.2.4 of the Financial Report, but a substantive explanation of the major items is given below. Security costs (EUR 1,622 thousand) accounted for just under a quarter of total costs of services, and were up 3.1% on the previous year and down 0.5% on the forecast. Maintenance costs amounted to EUR 957 thousand, down 2.7% on the previous year and down 2.1% on the forecast. The majority comprise maintenance costs for infrastructure and equipment (assets) in the amount of EUR 630 thousand, which were down approximately 5% on the previous year and on the forecast in the annual plan. Maintenance costs also include cleaning costs (EUR 206 thousand), which did not differ significantly from the previous year or the forecast. Costs of marketing services amounted to EUR 866 thousand, down 0.5% on the previous year and down 5.7% on the forecast. Of costs of services related to the core line of business (EUR 852 thousand, up 1.8% on the previous year but down 3.6% on the forecast), just under half (EUR 373 thousand) comprised costs of the services of the Civil Aviation Agency, which were up 4.1% on the previous year as a result of a legally prescribed increase in the point value, but down 2.6% on the forecast. Another important component of this item is costs of DCS automated check-in (EUR 244 thousand), which were down 0.8% on the previous year and on the forecast. Costs of traffic coordination on the apron were also significant at EUR 101 thousand, at the level of the previous year and the forecast. Costs of intellectual property services amounted to EUR 397 thousand, up 10% on the previous year, primarily as a result of the procedure to sell the company, but down 2.4% on the forecast in the annual plan. Costs of student work amounted to EUR 377 thousand, up 8.8% on the previous year, as a result of a fall in the full-time headcount in ground handling services and the consequent increased demand for temporary labour (absences for firefighting training), and down 2.5% on the forecast. Labour costs amounted to EUR 12,185 thousand in 2014, up 4.7% (EUR 543 thousand) on the figure realised in 2013, and up 1.1% (EUR 128 thousand) on the annual plan. The increase compared with last year was primarily attributable to the rise of 5% in basic wages on 1 January 2014 (wages have not been aligned with inflation since 2008). Amortisation and depreciation costs amounted to EUR 4,488 thousand, down 0.7% (EUR 31 thousand) on 2013, and down 7.7% (EUR 373 thousand) on the forecast, as a result of the failure to implement certain planned investments in 39 Annual Report 2014 the infrastructure and equipment for this year, and due to delays in the implementation of certain investments relative to the plan. Other operating expenses amounted to EUR 289 thousand. The most notable item was the fee for the use of building land (EUR 111 thousand). EBIT The operating profit (EBIT) generated as the surplus of operating revenues over operating expenses in 2014 was EUR 6,695 thousand, up 9.2% (EUR 563 thousand) on the figure realised in 2013, but up 12.5% (EUR 744 thousand) on the forecast. Similarly, EBITDA was up 5% (EUR 532 thousand) on 2013 at EUR 11,184 thousand and up 3.4% (EUR 370 thousand) on the forecast. Net finance income/expenses Finance income was up compared with 2013 on account of the sale of financial assets under asset management contracts. It amounted to EUR 1,525 thousand, up 20.5% or EUR 259 thousand compared with the previous year, and up 3.3% or EUR 49 thousand on the forecast. An impairment of the investment in Adria Airways Tehnika d.d. in the amount of EUR 2,736 thousand at the end of the second quarter (this impairment was not forecast in the plan) meant that finance expenses were also up (at EUR 3,241 thousand). Another major item of finance expenses was interest expenses under the agreement on general superficies, which amounted to EUR 322 thousand (these expenses were forecast in the plan). Pre-tax profit, net profit Pre-tax profit amounted to EUR 4,979 thousand in 2014, down 17.9% or EUR 1,087 thousand on 2013 and down 29.4% or EUR 2,077 thousand on the annual plan, primarily as a result of the impairment of the investment in Adria Airways Tehnika d.d. Similarly, net profit was down 30.8% (EUR 1,600 thousand) on the figure realised in 2013 and down 40.4% on the forecast (EUR 2,433 thousand) at EUR 3,594 thousand. 40 Annual Report 2014 3.4.2 BALANCE SHEET in euros 31.12.2014 ASSETS 31.12.2013 106,075,424 131,027,281 Index Proportion Proportion 14 13 14/13 81.0 100.0 100.0 Non-current assets Intangible assets Property, plant and equipment Investments in associates Non-current financial assets Non-current operating receivables Deferred tax assets 92,228,198 8,885,111 78,950,711 0 3,431,189 59,873 901,314 91,930,837 2,126,258 79,512,848 3,147,369 6,072,657 59,873 1,011,832 100.3 417.9 99.3 0.0 56.5 100.0 89.1 86.9 8.4 74.4 0.0 3.2 0.1 0.8 70.2 1.6 60.7 2.4 4.6 0.0 0.8 Current assets (total) Current assets excluding prepayments and accrued income Available-for-sale assets (disposal groups) Inventories Current financial assets Current operating receivables Cash and cash equivalents Current prepayments and accrued income 13,847,226 13,800,477 411,392 339,501 8,842,985 4,143,603 62,996 46,749 39,096,444 38,939,133 0 363,678 33,981,640 4,212,034 381,781 157,311 35.4 35.4 / 93.4 26.0 98.4 16.5 29.7 13.1 13.0 0.4 0.3 8.3 3.9 0.1 0.0 29.8 29.7 0.0 0.3 25.9 3.2 0.3 0.1 106,075,424 131,027,281 81.0 100.0 100.0 92,781,304 124,785,005 15,842,626 15,842,626 24,287,659 24,287,659 43,933,874 78,729,212 96,059 720,846 8,621,086 5,204,662 74.4 100.0 100.0 55.8 13.3 165.6 87.5 14.9 22.9 41.4 0.1 8.1 95.2 12.1 18.5 60.1 0.6 4.0 EQUITY AND LIABILITIES Shareholder equity Issued capital Share premium Profit reserves Revaluation surplus Retained earnings Non-current liabilities (total) Provisions and non-current accruals and deferred income Provisions for jubilee benefits and termination benefits Non-current accruals and deferred income Non-current liabilities Non-current operating liabilities 8,580,209 1,359,847 1,244,604 115,243 7,220,362 7,220,362 1,935,748 1,134,542 932,070 202,472 801,206 801,206 443.3 119.9 133.5 56.9 901.2 901.2 8.1 1.3 1.2 0.1 6.8 6.8 1.5 0.9 0.7 0.2 0.6 0.6 Current liabilities (total) Current liabilities Current operating liabilities Current accruals and deferred income 4,713,911 4,538,217 4,538,217 175,694 4,306,528 4,165,046 4,165,046 141,482 109.5 109.0 109.0 124.2 4.4 4.3 4.3 0.2 3.3 3.2 3.2 0.1 Total assets amounted to EUR 106,075 thousand as at 31 December 2014, down EUR 24,952 thousand on the balance as at 31 December 2013, as the result of the payment of dividends for 2013 in the amount of EUR 34,973 thousand under the General Meeting’s resolution implemented in July 2014. Compared with the balance as at 31 December 2013, the mentioned payment of dividends was reflected in a decline in current and non-current financial assets and other profit reserves. 41 Annual Report 2014 Assets and equity and liabilities by maturity (in thousand euros) 126,721 101,362 92,228 91,931 39,096 13,847 Non-current assets 4,714 Current assets Non-current liabilities 31.12.2014 4,307 Current liabilities 31.12.2013 In the breakdown of assets, non-current assets (EUR 92,228 thousand) accounted for 86.9% of the total. The stock was up 0.3% on 31 December 2013. With respect to the acquisition of general superficies, intangible assets increased (EUR 8,885 thousand), while the value of property, plant and equipment (EUR 78,951 thousand) declined as a result of a surplus in amortisation/depreciation costs over the value of these assets during the accounting period. The value of noncurrent financial assets (EUR 3,431 thousand) declined due to the sale of financial assets under asset management contracts. In connection with the sale of Adria Airways Tehnika d.d., the investment in this associate was disclosed under current assets as at 31 December 2014 as an available-for-sale asset with a carrying amount of EUR 411 thousand, taking into account that the investment was impaired at the end of the second quarter of the year (the same investment was disclosed among non-current assets in the amount of EUR 3,147 thousand as at 31 December 2013). Current assets amounted to EUR 13,847 thousand as at 31 December 2014 (accounting for 13.1% of total assets), down 64.6% on 31 December 2013. The value of current financial assets (EUR 8,843 thousand) was down due to the payment of dividends (on 22 July 2014) in the amount of EUR 34,973 thousand in accordance with the General Meeting resolution. Current operating receivables (EUR 4,144 thousand) declined slightly in comparison with the situation as at 31 December 2013. in thousand euros Assets 100,000 87,836 81,639 80,000 60,000 40,000 33,982 20,000 0 0 3,147 Intangible assets, Investments in property, plant associates and equipment 8,843 3,431 6,073 411 0 4,1444,212 Non-current Available-for-sale Current financial Current operating financial assets assets assets receivables 31.12.2014 1,4101,974 Other assets 31.12.2013 Non-current liabilities (EUR 101,362 thousand) account for 95.6% of total equity and liabilities, and are used to finance all of the company’s non-current assets and a significant proportion of its current assets. Shareholder equity accounted 42 Annual Report 2014 for the majority of non-current liabilities (EUR 92,781 thousand or 87.5% of total equity and liabilities as at 31 December 2014, down 7.8 percentage points on the balance as at 31 December 2013), while the remainder (8.1% of total equity and liabilities) primarily comprised other non-current liabilities (EUR 8,580 thousand). The most important item is noncurrent operating liabilities (EUR 7,220 thousand), which accounted for 6.8% of total equity and liabilities, and were up EUR 6.4 million on 31 December 2013. The increase was the result of the conclusion of a general agreement on superficies. The liabilities under this agreement will be settled in instalments in the 40 years since acquisition (the period for which the superficies were obtained). Current liabilities accounted for 4.4% of total equity and liabilities (EUR 4,714 thousand), and primarily comprised current operating liabilities (EUR 4,538 thousand or 4.3% of total equity and liabilities). Of this amount, current trade payables amounted to EUR 2 million (EUR 0.4 million lower than at 31 December 2013), other current operating liabilities of EUR 2.2 million (EUR 0.6 million higher than at 31 December 2013 of which the majority related to the current portion of liabilities for the payment of general construction rights which had been acquired in early 2014), and tax on profits amounted to EUR 0.3 million. The company had no financial liabilities as at 31 December 2014. in thousand euros Equity and liabilities 140,000 124,785 120,000 100,000 92,781 80,000 60,000 40,000 20,000 8,580 4,714 4,307 1,936 0 Shareholder equity Other non-current liabilities 31.12.2014 31.12.2013 Current operating liabilities, accruals and deferred income For more about individual balance sheet items, see points 5.1 of the Financial Report. 3.4.3 FINANCIAL MANAGEMENT The company’s liquidity remained high in 2014, as a result of the regular payments made by customers and in keeping with proper financial policy in any case. We settled our liabilities as they fell due. Current financial assets were reduced by dividend payments, and amounted to EUR 8,843 thousand as at 31 December 2014. They primarily comprise bank deposits. When investing spare cash, we pursue a combination of diversification, security, return and maturity of individual placements. The company is primarily financed via equity. The investments made in 2014 and in previous years were financed in full by internal resources, and the company has no financial liabilities. Non-current operating liabilities disclosed as at 31 December 2014 primarily relate to liabilities for the general superficies fee. Given its asset position and the existing breakdown of its liabilities, the company is assessed as having favourable possibilities of obtaining external financing (loans), despite the current adverse situation on the financial markets. The cash that we have invested at banks in the form of deposits represents a high-quality liquidity reserve. 43 Annual Report 2014 For the purpose of providing current liquidity, primarily in connection with the existing risks associated with payments by our largest airline, the company concluded two revolving loan agreements in the total amount of EUR 15 million for the period to 2017. 3.4.4 CASH FLOWS Opening balance of cash Cash flows from operating activities Cash flows from investment activities Cash flows from financing activities Effect of foreign exchange differences on cash and cash Closing balance of cash 2014 381,781 9,079,978 25,567,841 -34,969,127 2,523 62,996 in euros 2013 225,290 11,161,991 -8,425,550 -2,584,829 4,879 381,781 The cash flow from operating activities generated in 2014 amounted to EUR 9,080 thousand. The company primarily used them for dividend payments (cash flow from financing activities) and for investment. The company mainly placed the remaining surplus generated by operating activities after payments to owners (dividends) and the cash from returns and releases of existing financial assets in current financial assets. 3.4.5 PERFORMANCE INDICATORS The ratio of EBITDA to operating revenues and the ratio of EBIT to operating revenues rose as the increase in operating revenues outpaced the increase in operating expenses. 2014 0.349 0.209 EBITDA margin* EBIT margin** 2013 0.341 0.196 * (operating profit or loss + depreciation/amortisation)/operating revenues ** operating profit or loss/operating revenues The outpacing of the increase in operating expenses by the increase in operating revenues was also reflected in a rise in the operating efficiency ratio, while the decline in finance income and increase in finance expenses brought a decline in the overall efficiency ratio relative to the previous year. 2014 1.264 1.174 Operating efficiency ratio* Overall efficiency ratio** 2013 1.244 1.229 * operating revenues/operating expenses ** total revenues/total expenses Net profit in 2014 was down on that generated in 2013, which despite a slight decline in assets and equity was reflected in a decline in ROE and ROA. 44 Annual Report 2014 2014 0.034 0.030 Net ROE* Net ROA** 2013 0.043 0.040 * net profit/average capital and reserves excluding net profit for the year ** (net profit + interest obtained)/average assets In the breakdown of equity and liabilities, the dividend payments reduced shareholder equity in 2014, although it still accounts for 87.5% of the total, and the company is free of debt and financially stable. Equity suffices for the financing of all non-current assets and a portion of the current assets. 2014 1.006 0.875 Equity to non-current assets ratio* Self-financing ratio** 2013 1.357 0.952 * capital and reserves/non-current assets ** capital and reserves/equity and liabilities 3.4.6 PLANS FOR 2015 The company’s business plan for 2015 takes account of the forecast for traffic, the forecast breakdown of services and the anticipated level of pricing, and the regularity of payments by our customers, the largest business partner in particular. It does not envisage expenses for impairments of financial assets or the creation of impairments of receivables. The forecast increase in traffic volume in 2015 will be tracked by an increase in operating revenues. The continued pursuit of the cost control policy will ensure that costs are outpaced by growth in revenues, which will be reflected in an increase in EBITDA and EBIT. 45 Annual Report 2014 3.5 EMPLOYEES The company had a headcount of 402 at the end of the year, of whom 390 were permanent and 12 were temporary employees. The gender breakdown was 27.4% women (110 in all), 72.6% men (292 in all). The headcount was unchanged from 2013. The company continued to use flexible forms of employment in 2014, by means of which we adjust the headcount to the seasonal nature of business activities (student work, cooperation with employers whose demand for labour is higher in the winter, in contrast to ours). Average number of employees calculated from total hours worked (total employees and students work) 432 424 Total 396 391 Full-time employment 36 33 Student work 0 100 200 300 2014 400 500 2013 Full-time hours worked in 2014 were up 1.1% on the previous year, while hours of student work were up 8.8%. The average headcount calculated from total hours worked (including student work) stood at 432 in 2014, up seven (or 1.7%) on 2013 (passenger numbers in public transport having increased by 3.1% over the same period). Age structure of employees The average age of the workforce was 41.7 at the end of 2014. Some 296 employees are aged between 31 and 50 (73.6% of the total), 43 are aged between 21 and 30 (10.7%), and 63 are older than 51 (15.7%). over 61 51 to 60 41 to 50 31 to 40 21 to 30 0% 5% 10% 15% 20% 2014 25% 2013 46 30% 35% 40% 45% Annual Report 2014 Education structure The ongoing work to raise the average level of qualifications is evident in the change in the qualifications breakdown over the year: as at 31 December 2014 there were seven more employees with higher qualifications (one with universitylevel qualifications, and four with two-year tertiary qualifications). master’s degree, doctorate four-year tertiary, university two-year tertiary secondary, additional programme other 0% 5% 10% 15% 20% 25% 30% 31.12.2014 31.12.2013 35% 40% 45% External training courses There were 120 training courses provided for employees outside the company in 2014. As in the previous year, the majority comprised professional training courses (skills and further professional training in the areas of work that the employees pursue), followed by occupational health and safety training, foreign languages, IT training and management skills. There were 344 enrolees in outside education and training, who received a total of 7,163 hours of instruction, an average of 21 hours each. We earmarked EUR 116 thousand for outside education and training, up 26% on the previous year, and equivalent to EUR 293 per employee. professional education information technology and computers occupational health and safety management skills language courses 0% 10% 20% 30% 40% 50% 60% 70% 80% In-house training A total of 5,338 hours of in-house training was provided to full-time employees at the company at the Training Centre and the Flight School, with a total of 1,324 participants. Each employee participated in an average of 13.5 hours of inhouse training, 0.8 hours more than in the previous year’s figure of 12.7 hours. The majority consisted of in-house courses, fire protection training, training in the handling of dangerous substances, and training for renewing licences for trained airport personnel. 47 Annual Report 2014 internal lectures* fire safety handling with dangerous materials occupational health and safety licences safety and quality at work airport driving permit order and security at the airport 0% 10% 20% 30% 40% 50% * In-house courses: aircraft deicing and anti-icing, training for winter services, training for aircraft accidents, etc. Cooperation with education institutions, work experience Practical training was provided for five students and four school students in 2014, who received a total of 2,789 hours of instruction. In conjunction with providers of secondary and university-level education, we participated in a public tender to co-finance employer incentives for practical on-the-job training (co-financed by the European Social Fund and the Ministry of Education, Science and Sport). The funding awarded was used to cover the costs of prizes for students and mentors. For the first time since we have been participating in the public tender procedure, the company was subject to an audit of the implementation of the project and the purpose-specific use of funding. The evaluation was satisfactorily completed, and there were no anomalies. Because the need to replace car mechanics will arise in the future, students of this discipline were given practical training at the company. Communicating directly with young people and providing them with practical work experience allows us to monitor their professional development even during schooling, and thus to attract the best people. We are planning to work with schools providing education in professions that are difficult to obtain on the market. Plans for 2015 Next year we will continue acting in accordance with the requirements of national and international legislation and the requirements of airlines. We will effectively provide for an education and training system, an appropriate level of qualification for employees, a rapid response to changes in the external environment and its influences, and the ongoing upgrading and introduction of new technologies in the training process. A major innovation in training is the introduction of an online education system, which will allow for even more effective and higher-quality transmission of skills to employees and to external clients of the training centre. In 2015 we will continue to develop the company’s most promising employees, helping them to achieve their career objectives; we will identify their abilities, their skills and their interest in receiving further education, training and help in career development. Alongside our established HR activities such as annual interviews, in 2015 we are planning to expand on them with additional projects in the area of HR development, such as the introduction of a succession system for key positions at the company, the reintroduction of the systematic measurement of employee satisfaction across the company, the introduction of multi-department training and an update to the job description system. In parallel with the overhaul of the HR system, in 2014 we began introducing a new training module that will make record-keeping and analysis of completed training easier and more transparent. We will set up a remote learning system 48 Annual Report 2014 for in-house training of employees and external participants. We will continue marketing the Flight School services to domestic and foreign participants. 3.6 INVESTMENTS IN INFRASTRUCTURE AND EQUIPMENT 3.6.1 2014 Investments in infrastructure and equipment followed the strategic business plan for the 2014 to 2020 period adopted in February 2014 and the business plan for 2014. In 2014 a total of EUR 3,200 thousand was invested in infrastructure and equipment, of which EUR 1,934 thousand was for infrastructure, while the remainder was spent on airport equipment (EUR 1,004 thousand) and computer equipment (EUR 262 thousand). This was equivalent to the realisation of 55.3% of the forecast investment. The investments were financed entirely with internal resources. in thousand euros Plan 2014 Realisation 2014 2,958 1,934 1,028 262 1,803 1,004 5,789 3,200 Infrastructure, land Computer equipment (hardware and software) Airport equipment Total Index R14/Pl14 65.4 25.5 55.7 55.3 Comparison of investments in infrastructure and equipment and the calculation of amortisation/depreciation for the period 2010-2014 9.0 9 8 in million euros 7 6 6.7 6.6 5.8 5.3 4.5 5 4.5 4 3.2 2.4 3 2.2 2 1 0 2010 2011 amortization/depreciation 2012 2013 investments in infrastructure and equipment 2014 Construction of infrastructure The majority of investments in infrastructure relate to the utilities fee for connection to the public sewerage system (EUR 510 thousand). The sewage collector linking the airport zone to the public sewerage system of the municipality of Cerklje na Gorenjskem was also completed (EUR 236 thousand). The first phase of the renovation of the TWY E main airport apron was carried out (EUR 276 thousand), and the second phase will be completed in the spring of 2015. Construction of the second phase of the airport perimeter road was begun, 35% of which was due to be carried out by the end of 2014 (EUR 150 thousand). It will be completed by the spring of 2015. Sensors for the system for measuring temperature and 49 Annual Report 2014 for forecasting the state of the runway surface in winter were built into the runway (EUR 229 thousand), which will increase air traffic safety. A total of EUR 152 thousand was earmarked for the refurbishment of building 24A (an extension to the winter services garage). Energy efficiency improvements on the old office building included the replacement of the oil-fired boiler with a gas boiler, and the installation of a heat pump (EUR 73 thousand). All the oil traps in the precipitated water removal system were readjusted in accordance with new regulations (EUR 103 thousand), and construction was begun on a third truck ramp at the cargo warehouse, which will be completed by early 2015 (EUR 31 thousand). As part of the project to upgrade existing technical security systems, a thermal vision camera was fitted on transformer station 6, a surveillance camera to control the eastern side of the main airport apron was installed at security control point 1, and a project of works that will be completed in the spring of 2015 was drawn up (EUR 102 thousand). Computer equipment We earmarked EUR 262 thousand for computer equipment in 2014, of which EUR 131 thousand was earmarked for hardware and EUR 131 thousand for software. The overhaul of server infrastructure and the data backup system at the primary and secondary locations increased the security, reliability and availability of the company’s information system. We continued to upgrade the user infrastructure. The electronic exchange of outgoing invoices was introduced, and the ACAD software was upgraded. We continued the upgrade of the support software for HR processes, and the introduction of a GIS module for the electricity system. The two program packages are in the final phase of implementation. Airport equipment A total of EUR 1,004 thousand was earmarked for airport equipment. EUR 479 thousand of this relates to the second payment for the purchase of a fire-fighting vehicle (total value EUR 889 thousand, an advance of EUR 410 thousand having already been paid in 2013), and EUR 163 thousand related to the second part of the payment for a conveyor belt comprising an elevator with an extendible roller transporter (total value EUR 242 thousand, an advance of EUR 79 thousand having already been paid in 2013). EUR 110 thousand was earmarked for the purchase of two machines for screening liquids. In the first quarter of 2014 general superficies valued at EUR 8.2 million was obtained for a period of 40 years (beginning 1 January 2014) for 248 hectares of land. The fee will be repaid in annual instalments over the period for which superficies has been obtained. 3.6.2 PLANS FOR 2015 The amount of investment in infrastructure and equipment will be known after the development plans have been coordinated with the new owner. 50 Annual Report 2014 4 AELG SHARES AND OWNERSHIP OF THE COMPANY Under the takeover bid announced on 14 October 2014, Fraport AG acquired a total of 1,860,298 preference no-parvalue shares (ticker symbol AELP) and 1,859,872 ordinary no-par-value shares (ticker symbol AELG), equivalent to 97.99% of Aerodrom Ljubljana, d.d.’s share capital. The resolution for the transfer of the remaining AELG shares held by minority shareholders to the principal shareholder was passed at the company’s 20th general meeting (19 January 2015). The consideration paid to minority shareholders for the transfer of the shares was EUR 61.75 per share, the same as the price offered in the takeover bid. As at 31 December 2014, the company had 1,289 shareholders, a 81.7% drop on 31 December 2013. Fraport AG Frankfurt Airport Services Worldwide Private individuals Other legal entities 0% 20% 40% 31.12.2014 60% 80% 31.12.2013 100% Ten largest company owners as at 31 December 2014 1 2 3 4 5 6 7 8 9 10 No. of shares 3,720,170 8,197 2,979 2,685 2,000 770 640 640 500 500 3,739,081 Fraport AG Frankfurt Airport Services Worldwide Polunin Discovery Funds Vlasak Tjašo Miklič Mirko Bogomir Vreček Zofija Lovše Janez Koprivec Marko Povšin Marija Ana Ambrožič Tadej Petkovšek Danijela TOTAL Holding (in %) 97.99 0.22 0.08 0.07 0.05 0.02 0.02 0.02 0.01 0.01 98.49 The company’s ten largest shareholders held 3,739,081 shares (a 98.49% holding in the capital of the company). Foreign shareholders held 3,729,845 shares (a 98.2% holding in the capital of the company). No members of the Management Board or Supervisory Board owned shares in the company as at 31 December 2014. 51 Annual Report 2014 Slovenian capital market and AELG share in 2014 850 65 800 55 SBITOP 750 45 AELG 700 35 650 25 SBITOP AELG The AELG share price rose by 113.9% in 2014. The share price stood at EUR 59.04 at the close of trading on 31 December 2014, while the average closing price during the year was EUR 11.37 less. The SBI TOP rose by 19.6% over the reporting period. The AELG share price reached its high on 28 November (EUR 61.75 at close of trading), while the largest volume was recorded on 5 August (EUR 1,645 thousand). The total volume of trading in 2014 amounted to EUR 24.1 million, equivalent to 3.5% of total volume on the Ljubljana Stock Exchange. Market capitalisation amounted to EUR 114.3 million as at 31 December 2014, up 113.9% on 31 December 2013 (0.5% of total market capitalisation on the Ljubljana Stock Exchange). Significant data on AELG shares Market capitalisation as at 31 December* - in thousand euros Turnover - in thousand euros Lowest closing share price - in thousand euros Highest closing share price - in thousand euros Average closing share price - in thousand euros Closing share price as at 31 December - in euros Book value of a share as at 31 December - in euros (shareholder equity/total number of shares issued) Closing share price to book value of a share as at 31 December Basic earnings per share - in euros (net profit (or loss) of ordinary shareholders/average number of ordinary no-par value shares) 1-12.2014 114,315 24,102 29.00 61.75 47.67 59.04 1-12.2013 53,440 2,895 11.99 29.36 18.85 27.60 Index 14/13 213.9 832.5 241.9 210.3 252.9 213.9 24.44 2.42 32.87 0.84 74.4 287.7 1.86 1.32 140.9 0.95 1,289 3,796,527 1,860,298 1,936,229 1.37 7,062 3,796,527 1,860,298 1,936,229 69.2 18.3 100.0 100.0 100.0 Diluted earnings per share - in euros (net profit/average number of all shares)** Total number of shareholders as at 31 December Total number of shares issued - participating preference no-par value shares - ordinaray no-par value shares, listed on stock exchange * Ordinary no-par value shares, listed on stock exchange used in calculation. ** All shares used in calculation. 52 Annual Report 2014 Dividend policy One of the most important objectives adopted by Aerodrom Ljubljana, d.d. as part of its development strategy is its capital policy, which is based on maximising the company’s returns and, consequently, the share returns in the long term. Review of dividends in the period 2002-2014 Ordinary no-par value shares 0.87 0.93 1.00 1.11 1.10 1.10 0.43 0.63 0.43 0.64 0.63 9.16 / Year 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 53 in euros Preference participating nopar value shares 1.23 1.41 1.00 1.11 1.10 1.10 0.43 0.74 0.54 0.75 0.74 9.27 / Annual Report 2014 5 RISK MANAGEMENT The company sets out its risk control and management in two documents: the Rulebook for risk management and the establishment of internal controls, and the Overall strategy of risk management and system of internal controls. The two documents were adopted by the Management Board in 2012, and represent a major step forward in risk management at the company, in accordance with the best practices of corporate governance, while formulating all the pre-existing measures and internal controls. Risks are defined in a risk register in accordance with the two documents. After several half-yearly and annual risk management reports, the Supervisory Board’s audit committee, the Management Board and individual risk managers found the risk register to be too extensive and not conducive to a rapid insight into risk management. It encompasses more than 150 different risks, many of which are repeated or given too much emphasis. In light of the above, the audit committee passed a resolution at its 7th ordinary session of 4 April 2014 calling for the disclosure of risk management to be optimised in the form of a summarised and cleaned-up register. A slightly modified risk matrix has been prepared for the new risk register. The probabilities of individual risks arising were placed in timeframes for easier definition. The classes of risk consequences as the second element of risk assessment were also modified. A new classification of risk categories was drawn up in accordance with international standards and practices. In the new register risks are divided into strategic risks, operational risks, incidental risks (risks of hazard), financial risks and reputation risks. Strategic risks are those that have an impact on the company meeting and realising its vision, its mission statement and its strategic objectives. The management of these risks is undertaken at the highest level in the company. Ineffective management of strategic risks can seriously jeopardise the company’s performance and viability. Operational risks are risks of a loss incurred by inadequate or failed internal processes, people and IT systems, or by external events. This definition includes legal risk, and excludes strategic risk and reputation risk (Basel II, 2006). Incidental risks are risks that arise because of certain developments outside the company (the natural environment, suppliers, customers) or at the company (loss of assets, employees’ actions, etc.). Financial risks are risks arising in the company’s financial performance and developments in financial market categories. Reputation risk is the risk to the company’s revenues or equity as a result of a negative perception of the company by passengers, business partners, employees or other stakeholders. In the definitions we aimed as far as possible to associate the risks with the corresponding business processes in which they arise. Alongside the name of the risks, the risk register also cites the business process in which the risks can be realised or within the framework of which the risks can be managed. The register includes an appendix entitled Risk factor management methodology: existing controls and list of corresponding documents. The appendix cites bylaws, guidelines and other documents for each risk that are to be applied in the management of the risk in question, and the location where the documents are stored and may be accessed. Aerodrom Ljubljana became a member of SI.RISK (the Slovenian Association of Risk Management and Insurance) in 2014, thereby becoming a member of FERMA (the Federation of European Risk Management Associations). These measures brought the company closer to the comprehensive risk management concept, while taking account of the specifics of the risk environment in terms of the size and the attributes of the airport and the risks to the company’s operations. We can coordinate comprehensive risk management with our strategic objectives and business processes, 54 Annual Report 2014 developing effective and efficient risk avoidance strategies and integrating them into all of the company’s structures. Given the link between risk and return (higher returns entail greater risks), risks can also be treated as an opportunity to increase revenue. In addition to the register, risk management also makes use of other documents that deal with measures to prevent harmful developments and the realisation of risks, and that define the methods and measures to rectify the consequences. These documents are permanent in nature (the incident management rulebook, the business continuity plan, etc.), and may be tied to a particular project, strategy or similar. The multi-layered approach is evidence that the company places great emphasis on risk management. The airport business is subject to numerous regulations whose primary purpose is to increase the safety and security of civil aviation. The risk management officers reported regularly on risks in their areas of responsibility (for the first and second halves of the year). There was nothing of particular note, other than a few minor changes related to the overall economic policy situation and the change in the company’s ownership. The risk monitoring methods at the company allow for an early warning of changes in risks, and rapid action in the interim periods between the regular reports. The following are examples of changes in risks identified in 2014 under each risk category: Strategic risks: The European Commission decision in favour of Adria Airways reduced the risk of a significant decline in traffic (the risk of Adria Airways ceasing to operate as a going concern). We nevertheless regularly monitor Adria Airways’ performance, and undertake marketing activities to retain existing traffic and attract new traffic. Operational risks: The area of IT risks was notable for the introduction of a new disc system, new units for making security backups and a new server at the reserve location, which increased the overall reliability of the information system. In the area of legal risks, all changes in domestic and European legislation that could have an impact on the company’s operations were monitored, and were appropriately responded to in the form of proposed changes (e.g. the draft Real Estate Tax Act). Incidental risks: During the Ebola outbreak we worked with the National Institute of Public Health to take immediate measures. We also conducted analysis of the transmission of the disease. Financial risks: We monitored customer payments to ensure that there was no disruption to the inflow, and reacted promptly to arrears at all levels, from the operational level to board level. Assessment of the Management Board: risks at the company are well-managed, and the risk management system allows for the current monitoring of risks and an early warning of new or increased risks. Incident management The incident management rulebook sets out the rules and procedures for recording and managing incidents for the purpose of upgrading risk management and internal controls. An incident entails the realisation of a risk, i.e. an event that results in material or non-material damage or loss. Incident management at the company is undertaken by means of the following processes: gathering information on incidents and guaranteeing anonymity; processing the gathered information on incidents; informing the relevant responsible persons of the occurrence of incidents; determining the causes of incidents; 55 Annual Report 2014 mitigating the adverse effects of incidents when they occur; preventing or reducing the recurrence of incidents (taking measures); classifying incidents with regard to the most common causes; classifying incidents with regard to the company’s risk register and the place of occurrence; reviewing the effectiveness and sufficiency of the measures taken; reporting on incidents to the company’s management and supervisory bodies and to others; making staff aware of the importance of reporting information on incidents. Two types of incident are distinguished: external incidents, which entail developments over which the company has no influence, and that consequently have an impact on the occurrence of risks at the company; internal incidents, which entail developments that happen despite the company’s preventive activities. Several methods for gathering information on incidents have been put in place, and the company also ensures the anonymity of reporting for staff, partners and others. Assessment of the Management Board: incidents are managed effectively. Preventive and corrective measures are being carried out, appropriate records are being kept, and analysis of incidents is being conducted. Incident report The incident report for the second half of 2014 is the implementing act of the Overall strategy of risk management and system of internal controls. The following were recorded in the second half of 2014: six internal incidents that had an impact on employee risk, one of which also had an impact on security risk; 14 external incidents that had an impact on the risk of spills, health risks, IT risks, risks on the manoeuvring areas and aprons, and the risk of an aviation accident at the airport or in its vicinity. A total 53 birdstrikes were recorded, which had an impact on the risk of the threat presented by the presence of birds and wildlife. A safety investigation was ordered when each incident occurred. The reasons for the incidents were sought, and corrective and preventive measures were drawn up to prevent incidents in the future. Incidents that have an impact on aircraft safety are processed and recorded in a special operational documentary system. The corrective measures taken related to the immediate elimination of the reasons for the occurrence of the incidents. We also carried out preventive measures (incident management in refresher courses for operational personnel, unannounced in-house assessments/controls of ground handling) to prevent such incidents or similar incidents from occurring in the future. All incidents were addressed and successfully concluded. All the measures taken are reasonable. 56 Annual Report 2014 6 SUSTAINABLE DEVELOPMENT The company’s operations and development are planned and executed in a way that supports the development of its immediate and wider environment and does not result in damaging effects. Prudent and planned attention is given to nature and the wider environment. We endeavour to maintain a considerate attitude to our staff, to protect the immediate environment from noise and pollution, and to manage energy resources carefully. We feel a sense of responsibility for cultivating a social and cultural environment, for which reason we support social activities, arts and culture, sport, health awareness, knowledge and education. Code of ethics The company’s code of ethics sets out the core principles and rules by which employees, members of the Supervisory Board, and other persons working at Aerodrom Ljubljana, d.d. are bound to act. Code of ethics comprises the rules and principles observed at the company to protect employees and the company itself from the risks of breaches, nonperformance or non-observance of contractual principles and other obligations relating to employment, and to protect the reputation of the company and each member of staff. The company’s objective is good long-term performance, which in addition to profitability includes a sense of responsibility to the community and to the environment. We endeavour to meet the highest standards of quality and satisfaction on the part of employees, users and shareholders. The purpose of the code of ethics is to provide guidance for acting ethically and morally in relations with internal and external stakeholders, and to uphold corporate sensibilities. An ethics committee was established to oversee the implementation of the code of ethics, and its duties encompass the collection, processing and analysis of written and verbal reports of breaches of ethical conduct or other irregularities at the company. The ethics committee did not receive any reports of breaches of the code of ethics in 2014. Improvements committee The company established an improvements committee in 2014. Its purpose is to organise the introduction of improvements in the company’s business. It comprises employees from various departments, who can help to create diversity in the proposals, and thus in the improvements introduced. The committee dealt with over 20 proposals for improvement. Certain improvements have already been undertaken, and the remainder will follow in 2015. 6.1 RESPONSIBILITY TO AIRPORT USERS AND THE GENERAL PUBLIC Providing the proper information Aerodrom Ljubljana ensures that internal and external communication is undertaken in a well-planned, systematic manner. In communicating with the public, we uphold the principles of proactive, fair, transparent and non-discriminatory communication, and prompt responsiveness. We support the company’s business objectives through communication, 57 Annual Report 2014 tailoring them to each group of stakeholders. The primary focus was on passengers and other airport users, the media, customers, suppliers, investors, staff and the local community. Through the aforementioned method of communication, we pursue the following objectives: reinforcing the company’s reputation and credibility; raising awareness of the company’s identity and competitive advantages; building trust in the company; establishing a direct relationship with users, based on dialogue; emphasising our strengths, positioning the company as a progressive, orderly and development-focused organisation that intensively monitors trends in aviation, attending to the needs and desires of users, and providing a comprehensive user experience. The company drew up and adopted an updated communications strategy in 2014. Communication with external audiences We attended to the company’s outward communications in a planned and systematic fashion throughout the year. In so doing, we upheld the principles of proactive, fair, transparent and non-discriminatory communication, and prompt responsiveness. Messages and information of relevance were passed to the media, published on the company’s website, published on SEOnet and Info hramba in accordance with legal requirements, and sent to news subscribers in newsletter form. A total of 49 such bulletins were drawn up in 2014 (compared with 44 in 2013). We also made regular announcements on social media platforms, where we averaged one announcement every two days. We were always prompt and honest in answering questions from media representatives and interested parties. We were proactive in reporting on all significant developments at the company that were worthy of any attention from the press, and in responding to questions and requests for statements, comments and interviews. Six meetings and events were organised for media representatives and other representatives of the public. The privatisation was the most important theme of communications in 2014. Regular updates were provided to the public throughout the privatisation period within the framework of the powers and requirements imposed by law. Restricted information was handled with due care, and we tried to prevent any false rumours from spreading. The airport celebrated its 50th anniversary in 2014. To open the celebrations passengers were treated to a surprise performance by the wonderful vocal talents of Perpetuum Jazzile, and an engaging dance show. The slogan for the celebrations was “50 years at the heart of events”. Passengers were able to take part in prize games, and were given lucky dip sweets that revealed interesting facts about the airport. Two other notable events in 2014 were the gala meeting of business partners and friends of Aerodrom Ljubljana, where the honorary address was made by President Borut Pahor, and the open day of the Fun Airport Festival. The series of events and celebrations marking the 50 th anniversary concluded with a photography exhibition entitled Fly’s Eye. In 2014 the company focused sharply on digital communications, which were strengthened and accorded an equal role alongside other forms of communication. We also strengthened our profile and activities on Facebook, while maintaining a presence on LinkedIn, and strengthening our presence on YouTube and Foursquare. Better services through passenger and partner feedback Our mission is to provide high-quality services to our users, to attend to passengers, and to promote a beneficial and pleasant business environment for our partners and all stakeholders, for which reason user satisfaction is one of the 58 Annual Report 2014 company’s most important objectives. Only by monitoring the needs and wishes of the users of our services can we determine our own strengths and weaknesses and improve performance and customer satisfaction, as the best indicator of their satisfaction is the revenue generated. Through surveys and complaints management the company strives to understand users’ current and future needs, while it aims not only to meet their requirements, but to exceed their expectations. In 2014 we handled 116 complaints and 24 instances of positive feedback in line with our official user satisfaction regulations, which set out the procedures for handling feedback from passengers, visitors to the airport, airlines and other partners. All the complaints and instances of positive feedback were handled with due seriousness and officially recorded, the deficiencies and irregularities were rectified by means of corrective measures, and a response was sent to all complainants. The handling of complaints and positive feedback contributes over the long term to a constant improvement in our quality of our service. In addition to the systematic monitoring of complaints and positive feedback, two other methods are used to support the determination of user satisfaction. Mystery shopping was used to check the quality of service from the catering establishments at the airport. The results were good, and even excellent at certain establishments. Another method for determining passenger opinion of the quality of service at the airport was the fun, user-friendly Sophie device. By pressing a button corresponding to one of four different levels of satisfaction, customers are able to express their opinion about the quality of a service or facility in a quick and easy manner. Customer satisfaction with the check-in procedure was reviewed between January and March, and then between March and August, when passenger numbers peak at the airport, passenger satisfaction in passing through security was put under the microscope. The focus in September was passenger satisfaction with advice given in the Duty Free & Travel Value shop, and during Slovenian month passenger satisfaction with the promotion of Slovenia and Slovenian products was monitored. The device will also be used in the future to determine the satisfaction of service users in other areas, and with other partners at the airport. With the help of this new method of obtaining passenger feedback, the company hopes to measure customer satisfaction even more effectively. The findings will be useful when it comes to planning new services and facilities or improving existing ones, ensuring the highest level of quality and an even richer experience for passengers using the airport. Our doors are open to visitors A total of 150 airport tours were conducted in 2014, 30 more than in the previous year. The largest number (59) comprised tours designed for groups of pre-school and school-age children, whom we try to show the workings of the airport in short programmes. Fourteen longer professional tours, with more in-depth explanations and a more detailed presentation of the airport, were organised for secondary schools and universities (the same as in the previous year). We are continuing the practice of good cooperation with educational institutions for which we conducted educational tours in connection with airport activities. We also hosted 49 volunteer fire services who were given tours of our rescue and fire fighting department and its equipment. We also organised two free tours for disabled students from special schools and the Kamnik Municipal Disabled Society. 59 Annual Report 2014 In light of good cooperation, we conducted professional tours for companies with which we work, namely two longer tours for the families of employees of Kompas, and for educational purposes for employees at Intereuropa, SiQ and the employees of Terme Krka. The company organised a prize game for its Facebook users entitled Discover the Secrets of the Airport, in which lucky entrants were able to take part in one of three guided tours organised in conjunction with other departments operating in the airport zone. Fans of virtual aviation were invited to a tour in the autumn, and given the opportunity to enjoy the airport experience. The response to the prize tours was overwhelmingly positive. Our guides earned numerous commendations and thanks for an interesting presentation of the airport that was unforgettable to many. 6.2 RESPONSIBILITY TO EMPLOYEES Internal communications Regular communications and briefings of all current information are provided to employees via the intranet, and a workers’ assembly was also organised on the central theme of the privatisation of the company. The Management Board met regularly with the works council, usually once a month, with regular news briefings, and responded promptly to its initiatives. A personal meeting with Dr Stefan Schulte, CEO of Fraport, was organised for all employees in November. Employees were included in the celebrations of Aerodrom Ljubljana’s 50th anniversary, and were informed of all activities being conducted throughout the year in connection with the anniversary, and with certain celebratory activities designed specifically for them. To this end we organised the Fun Airport Festival, a family day visited by more than 600 friends of the airport (employees, retired company employees, and others working at the airport). The concept of the festival was a fair with social and educational aspects, with the following objectives: celebrating the 50th anniversary within the company; reinforcing the loyalty and allegiance of employees; upholding the commitments of the family-friendly company programme. The festival, at which 18 short tours were conducted, gave a behind-the-scenes view of the airport, various departments and some of the company’s sponsors. The Fun Airport Festival was given an excellent reception by employees and also by the wider public. Visitors enjoyed the socialising, and got their nearest and dearest thoroughly involved in the airport’s affairs. We will endeavour to make a tradition of the event. To mark the anniversary employees were given a badge in the shape of the Aerodrom Ljubljana logo, and a special certificate. Employees all received a letter thanking them for their contribution to the company’s performance and development. A short video was made using the impressions and anecdotes of Aerodrom Ljubljana employees and colleagues. Social events were organised for employees and colleagues, as in every year. The company demonstrated its concern for female colleagues with a show for International Women’s Day. This year’s new year party gave prominence to the 50th anniversary and its slogan (At the heart of events), for which reason it was held at the airport’s passenger terminal. A show was organised for children of employees in one of the hangars in December, with a chance to meet Grandfather Frost. Two sports events were organised in conjunction with the works council. The company financed employees’ registration fees in two marathons as part of its health drive. 60 Annual Report 2014 A family-friendly company The company continued its 12 family-friendly company measures in 2014 (newborn gift, holidays for schoolchildren, life balance team for coordinating professional and family life, employee surveys of work/family balance, managerial training in work/family balance, individual career development plans, communication with employees, communication with outsiders, work according to special schedules, reduced work hours for family obligations and work hours matched to phase of life, children’s time bonus, open doors day) to make it as easy as possible for employees to switch between their professional lives and their private lives. We are aware that these investments in human capital are vital to the company’s competitiveness. Safety at work We comply with all legislation and act with moral values and the diligence of a good manager in safeguarding occupational health and safety. Staff use advanced personal protective equipment of the prescribed standard in their work, which is upgraded as appropriate with regard to changes in the situation and the associated risks. Equipment must provide effective protection for staff, and should be comfortable at the same time. The opinions of the staff are vital, whether expressed via works council representatives, via their managers or directly. Last year’s Ebola outbreak was another warning of the importance of a fast, effective response to an emergency. Planning, the procurement of adequate additional protective equipment and staff training are the key activities in occupational health and safety. We are continually modernising our airport equipment to ease the work of the staff. In 2014 we upgraded the vehicle fleet of the fire and rescue department with a new fire-fighting vehicle, which will make the fire-fighters more effective, while improving the safety, mobility and comfort of users. The conveyor belt supplied in the first half of the year also showed excellent results: its use sharply reduces the workload of staff in lifting baggage and cargo from a crouching or bending position in low, tight aircraft baggage compartments. The workload for staff at the cargo warehouse who pack cargo consignments was eased by a hydraulic device on a forklift and a roller transporter. The end of the year saw work start on the construction of an additional level ramp at the cargo warehouse that will allow for the safer but quicker loading and unloading of freight vehicles. The inspection and testing of equipment are carried out according to the regulations in this area. More than 250 equipment inspections by certified external organisations and 250 equipment inspections by the company’s own staff were conducted in 2014. The company gives great credence to drawing up proper instructions, training staff and testing their knowledge, and conducting on-the-job controls. The company’s focus in promoting good health is in the organisation of various recreational events and activities. A variety of sporting activities and sports days were organised, and the company sponsored a number of staff teams in football, volleyball, etc. At the end of the year we embarked on the process of establishing a sports society to bring added value to the healthy and effective work team. We are also working on a way of involving and encouraging staff in corporate volunteer work and solidarity, as the company is aware of the importance of its role for the environment in which we operate, while this will also foster staff commitment. Good diet is in any case a major factor in good health, and to this end healthy meals are provided for employees at the airport restaurant. 61 Annual Report 2014 6.3 RESPONSIBILITY TO THE SOCIAL ENVIRONMENT We pursue a set sponsorship and donations policy Our sponsorship and donation policy followed the substantive and financial guidelines of previous year. No new organisations were included in the sponsorship programme, but we did maintain the basic guidelines. Aerodrom Ljubljana’s sponsorship and donation activities are built on three pillars: sport, art and culture, and humanitarian activities. We strive to link the activity of the projects and individuals it supports with our own business activities and the local environment in which we operate, while searching for communication effects therein. We are continuing to sponsor Slovenia’s Nordic skiing team and the Olympic team. Lesser amounts were earmarked to support certain other sporting events, local sporting associations and talented individuals. We primarily expressed our commitment to art and culture through projects exhibited in the passenger terminal, whose images and ideas provided both pleasure and food for thought for passengers. We are one of the sponsors of the main summer event in the capital, the Ljubljana Festival. We also made donations to humanitarian, cultural and healthcare institutions, and to associations in neighbouring communities. 6.4 RESPONSIBILITY TO THE NATURAL ENVIRONMENT By pursuing our environmental policy we make a contribution to the sustainable development of the local region and society as a whole; in so doing we uphold the basic commitments and fundamental principles of environmentally responsible behaviour and undertake to use natural resources responsibly and to protect the environment for the benefit and good of present and future generations. In accordance with the basic commitments, the fundamental principles and the requirements of laws and regulations, we have drawn up strategic environmental targets, which are now part of the company’s sustainability strategy. The main strategic targets in the key environmental areas in the period to 2020 are: An environmental management system The establishment of a documented environmental management system (ISO 14001), Noise protection The management of noise at a level that gives local residents better quality of life. The changeover to a low-carbon society Carbon neutrality (Airport Carbon Accreditation scheme), Waste management 100% separation of recyclable materials from waste. Wastewater management Connection of the sewage system to the public network (to the central treatment plant in Domžale). Energy efficiency Reducing the use of energy products that harm the environment (heating oil, petrol, diesel, thermal electricity) and replacing them with more environmentally acceptable forms of energy (natural gas, renewables). Renewables An increase in the relative use of renewable energy: hydro, geothermal, solar, wind, biomass, biogas. 62 Annual Report 2014 Environmental management system At the company we are endeavouring to permanently reduce the harmful impact of our activities on the environment. To this end we have introduced and maintained an environmental management system that attends to the main environmental aspects and impacts, and allows for appropriate environmental targets and programmes to be formulated. The environmental management system, which is set out by the company’s official environmental management rules, encompasses the requirements of the ISO 14001 standard, including the most important, namely the principle of continual improvement in the environmental effect. Here it is emphasised that each and every employee at the company is responsible for protecting and preserving the environment. We can also state that our business partners have been informed of the aforementioned policy, and encourage the principles of good environmental practice. The company has stepped up its continuous efforts to reduce the harmful effects of its activities on the environment by implementing measures aimed at creating a green office, as a result of which it was awarded a European Green Office certificate in 2013 (which was renewed in 2014) and a special award for the best green office management system. The company’s environmental policy has been enriched through the introduction of green practices in the field of office work. In parallel with the European Green Office project, the company first measured its carbon footprint in 2013 (for 2012) and successfully completed the first level of ACA (Airport Carbon Accreditation) certification (which was renewed in 2014), within the framework of an initiative from ACI Europe for the reduction of greenhouse gases in aviation. The ACI Europe certification is the only institutionally recognised standard for certification in the field of managing the carbon footprint of airports. Breakdown of emissions by source Transport to work, 9.3% Work-related travel, 0.4% Heating, 18.1% Generators, 0.1% In-house vehicle fleet, 10.1% Electricity, 62.0% The company’s calculated footprint (for 2013) revealed its electricity consumption to be the largest individual source of emissions (62% of the total), followed by heating (18.1%), the in-house vehicle fleet (10.1%), transport to work (9.3%), work-related travel (0.4%) and generators (0.1%). Noise protection Our systematic approach to monitoring and measuring noise, with continual noise measurements in the immediate vicinity of the airport, was put in place in December 2008. We have thus joined a number of European airports in applying similar forms of noise control. 63 Annual Report 2014 Measurements, in line with EU directives and binding international regulations, were carried out at four of the most exposed points (settlements) below the flights paths. The results obtained in this manner indicate that air traffic noise, as an average monthly indicator, fluctuated below the prescribed environmental noise pollution limits. Just one of the measurement points saw the noise limits reached, primarily in the evening (in summer), when traffic is heaviest. The nocturnal noise indicators were not transgressed, as a result of an agreement with the local authorities to restrict night flights over residential areas. In 2014 the noise measurement system was moved from Lahovče to Kranj, as the results were constantly below the noise limits. The move will allow the company to monitor noise in the Kranj area, which is overflown by a certain number of flights under the new take-off procedure that entered into use in 2013. An environmental permit for noise emissions caused by the operation of Ljubljana Jože Pučnik Airport was received on 11 November 2010 (and is valid for five years). We also aim to inform the local residents as much as possible about noise measurements and in addition to publishing quarterly reports we have an interactive application on website through which average indicators of the noise produced by aircraft flying over residential areas during takeoff and landing can be monitored. In conjunction with the local authority of Šenčur we are planning to erect natural anti-noise barriers to further reduce the noise load on local residents. An assessment of the noise load on the environment under observation that is the result of the operation of Ljubljana Jože Pučnik Airport is collated in the graphs and map below (source: ZVD d.o.o.). Average day-evening-night noise indicators at measurement sites NOISE INDICATOR Lden FOR 2014 60 55 50 45 40 Šenčur Beleharjeva cesta Lokarje Lahovče Šenčur Rožna ulica Lden - noise limits 35 Jan Feb Mar Apr May Jun Jul 64 Aug Sep Oct Nov Dec Annual Report 2014 Average night noise indicators at measurement sites NOISE INDICATOR Lnight FOR 2014 50 45 40 35 30 Šenčur Beleharjeva cesta Lokarje Lahovče Šenčur Rožna ulica Lnight - noise limits 25 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Noise map: night and day-evening-night noise indicator for 24 hours Air protection To reduce energy consumption and harmful emissions, in the final quarter of 2013 we succeeded in switching over to natural gas (for all buildings other than the ground handling hangars and building 38), thus replacing the more environmentally damaging heating oil. The company used 231,977 m3 of natural gas, 3,080 m3 of LPG and 2,657 litres of heating oil in 2014. 65 Annual Report 2014 The centralised control system provides for optimal heating, and thus directly reduces atmospheric emissions. We are also reducing harmful atmospheric emissions by gradually replacing old cooling appliances with new appliances using environment-friendly freons. Another one of our strategic objectives is to gradually become a low-carbon company. We will maintain our commitment to calculating our carbon footprint every year, including all direct and indirect greenhouse gas emissions. In order to make it easier to achieve the aforementioned objective, we will continue reducing our use of energy products that harm the environment (heating oil, petrol, diesel, electricity from thermal power stations), replacing them with more environmentally acceptable forms of energy (natural gas, LPG, electricity from hydro stations) and using more renewables (hydro, geothermal, solar, wind, biomass, biogas, co-generation). Waste management The company has adopted a Waste management plan for the 2012 to 2015 period, which sets out our methods of waste management. A particular focus is the strict separation of all types of waste, as we aim to meet the following targets: to reduce the quantity of mixed municipal waste; to increase the quantity of separated waste collected and processed; to prevent hazardous wastes being mixed with non-hazardous wastes; to keep our environment clean for future generations. The main objective that we want to achieve is to significantly reduce the quantity of mixed municipal waste, and so we collect waste separately in different fractions: paper and cardboard, packaging, glass, metals, biodegradable waste, bulbs, oil, cartridges, dead batteries, reject electrical and electronic appliances, scrap tyres, sewage treatment sludge, etc. To ensure separated waste collection we positioned a central eco-island, and other smaller collection points. The waste management system at the company works by leaving the separated waste for collection by various waste managers, or by delivering it to them. All the waste managers hold the requisite environmental permits and/or certification of registration with the Slovenian Environment Agency. We also keep the requisite records for all types of waste, and report annually to the aforementioned agency on the quantities of waste generated. Particular attention is devoted to construction waste generated during reconstruction or new build. It is delivered to a construction waste collector or a construction waste processor. The quantities of this type of waste are also reported regularly to the Slovenian Environment Agency. A total of 280.7 tonnes of construction waste was generated by construction and refurbishment work in 2014. 66 Annual Report 2014 Quantities and types of waste Municipal waste Septic tank sludge Packaging Mixed metals Scrap tyres Waste oils and lubricants Lead batteries 0% 10% 20% 30% 2014 40% 2013 2012 50% 2011 2010 60% 70% 80% Proportion of waste in % Water protection Particular attention is devoted to ensuring that the small municipal treatment plant (SMTP) operates without disruption, thereby ensuring that the quality of the water discharged from the airport complex into the groundwater is acceptable. To this end we keep appropriate records of daily inspections and observations, and any interventions made. The SMTP’s environmental operating permit is valid until 21 October 2019. Work was also completed in 2014 on the construction of the sewage collector to Spodnji Brnik, which will meet the condition of connecting to the Domžale central treatment plant as planned in conjunction with the Municipality of Cerklje in 2015. The SMTP treats all faecal sewage, both from the airport itself and from aircraft. Special machines are used to pump sewage from aircraft, which is then deposited in a special collector at the treatment plant, where biodegradation processes begin. Waste fluids generated during aircraft deicing, which contains deicing fluid, are also collected and treated at the SMTP. The procedure is carried out on the main apron, and the waste fluids flow into an underground reservoir below the apron, from where they are conveyed in a controlled manner to the SMTP. The deicing fluid is based on biodegradable glycols. The procedures at the SMTP generate approximately 40 to 60 tonnes of sludge annually, which is collected and further processed by a local waste management provider. Approximately 110 tonnes of sludge were generated in 2014 in periodic deep treatment at the SMTP. Wastewater quality at the SMTP is also monitored by an external contractor, which takes samples of wastewater from the SMTP and samples of water from the oil and fat traps once a year for biological and chemical analysis. On this basis the contractor draws up a report of operational monitoring for the year as a whole, which is submitted to the Slovenian Environment Agency. The measurements made in 2014 show our wastewater treatment results to be above-average. Oil and fat traps installed on and alongside the asphalt surfaces prevent oil and fats from leaching into the groundwater during any spills, and they are inspected, cleaned and maintained regularly. Logs are kept of the inspections to ensure the traceability of the work performed. The replacement of 34 existing oil traps was also completed in 2014 and their conversion to the SIST EN 858-2 standard through the installation of coalescing filters. 67 Annual Report 2014 Light pollution We ensure that our lighting complies with regulations on light pollution. Each year we replace non-compliant lighting with newer models that do not emit light upwards and use more advanced technologies (e.g. LEDs). Land management Another part of our activities involves the integral management of the land in the airport complex. Grass areas are regularly cut, we maintain well-kept lawns and flower beds, and we have very good cooperation with an external contractor under whose guidance we carry out clearance and repair work in forest areas and ensure that forest pests are controlled. 6.5 RESPONSIBILITY FOR SAFETY Security Civil aviation security is the duty of every employee or user of the airport, and we again provided regular training in this area in 2014. The largest number of courses (16, of which one was at Portorož Airport) were in Security Awareness Training, which were attended by 251 participants. We also provided a 28-hour training course for airport security officers, which was attended by 13 officers who took practical and theory examinations. The first training programmes for persons with general responsibility (heads of security) and persons implementing security controls (supervisors) were provided in 2014, in accordance with the special training programme approved by the Civil Aviation Agency. Four training programmes were provided, and were attended by 26 participants. We also provided four training programmes for persons who conduct security controls of cargo and mail or who have access to specific types of air cargo, and persons who conduct security control of inventories of in-flight supplies and inventories of airport supplies, which were attended by 95 participants. Four training programmes were also provided for persons who conduct security inspections of inventories of airport supplies and inventories of in-flight supplies, which were attended by 50 participants. In light of the numerous new regulations passed in the last three years, and the resulting changes in civil aviation security, a new Aviation Security Programme for Ljubljana Jože Pučnik Airport was drawn up in 2014. The programme was submitted to the Civil Aviation Agency for approval, which was duly received. A new Decree on defence planning (Official Gazette of the Republic of Slovenia, No. 51/13) was adopted in the area of civil defence, which for the institutions responsible for defence planning sets out the scope and content of defence planning for the functioning of the defence system during a state of emergency, war or crisis. Because Aerodrom Ljubljana is defined by a Slovenian government resolution as a company of vital importance to the defence of the realm, a new defence plan was drawn up in accordance with the guidelines received from the Ministry of Infrastructure and Spatial Planning. Aerodrom Ljubljana awarded three service companies known supplier status in late 2014, while two companies had this status revoked for reason of non-supply. Nine companies currently have known supplier status at the airport. As part of our quality assurance in civil aviation security, we conducted internal controls to check how individual civil aviation security measures are being implemented. A total of nine internal controls were conducted, while the Civil Aviation Agency conducted 15 controls. In September its representatives conducted a comprehensive assessment of compliance with legislation in civil aviation security. Because several airport departments (companies) were included in the assessment, all those where instances of non-compliance were identified were called on to rectify them at the earliest opportunity. Follow-up controls were conducted in all instances to confirm that the measures comply with regulations. 68 Annual Report 2014 In late January 2014 the entry into force of Regulation (EU) No 236/2013 of 19 March 2013 implemented a partial overturn of the ban on bringing liquids onto aircraft that had been in place since 2006. New equipment for screening liquids, aerosols and gels was procured to this end, and two x-ray machines were also upgraded. In practice, given the relatively low number of cases (the partial overturn applies solely to transfer passengers carrying liquids purchased in the departure airport), there has not been a reduction in speed of flow. Operators at the security operations centre received, processed and forwarded 3,280 notices in 2014, up 7% on the previous year’s figure of 3,065. As part of the upgrades to the technical security system, the projects to install video surveillance in the area of transformer station 6 and to install a thermal imaging camera to monitor people and vehicles crossing from the Adria Airways apron to the main airport apron were completed. In conjunction with the aeroengineering department and an outside contractor, a snapshot was taken of the state of the entire technical security system, which will form the basis for further projects and investments in this area. The replacement of switches and recorders for IP cameras from the first phase of the new passenger terminal (installed in 2007) was scheduled for 2014, but the investment was postponed until 2015. A test radar rig was installed on the western edge of the main airport apron in November and December to monitor the movement of people and vehicles in the area. The installation worked properly in all weather conditions, giving the operators good surveillance of the movement of people and vehicles in the area. Student traffic officers assisted operators in regulating traffic in front of the terminal. This resulted in a total of 5,700 hours of student work in 2014, up just over 3% on the previous year’s figure of 5,520 hours. The rise in the number of hours was also related to the additional work obligations assumed by traffic officers, namely the tidying of baggage trolleys inside and in front of the passenger terminal and in the parking zones. A failure to follow traffic officers’ instructions is a notable feature of traffic regulation. It is felt that traffic immediately in front of the passenger terminal needs a thorough change, and needs to be addressed at company level. Safety A total of 54 safety investigations were processed in 2014 in the SMS Galiot operational documentation system, of which 36 had been completed by the end of the year. Three safety bulletins, 14 safety notices and 14 safety alerts were issued as part of our safety communications. A revision (version 4.0) to the guidelines for the functioning of operational departments in conditions of reduced visibility at the airport was made in conjunction with the traffic-technical division. In the implementation of the safety management system (SMS), the second phase of the introduction of the SMS was completed and the third phase begun, several workshops were organised for representatives of various operational departments at the airport (preparation of a safety list and the associated individual risks according to the description of the airport system). We participated in the formulation of an assessment of Aerodrom Ljubljana’s compliance risk in respect of the requirements of Regulation (EU) No 73/2010 (ADQ). UK-based Mileridge was the contractor. Under a Civil Aviation Agency resolution of 12 September 2014, the Aerodrom Ljubljana safety representative (the deputy-head of the ADQ implementation project) was included alongside the aircraft technology representative in the CAA working group for the implementation of Regulation (EU) No 73/2010 (ADQ) in Slovenia. We actively participated in the project for the partial renovation of the main airport apron (first phase: renovation of the TWY E1, continuation of first phase: service road). Four ordinary meetings of the aviation safety advisory group (ASAG) at Ljubljana Jože Pučnik Airport were organised. The ASAG also covers the requirements under the local safety group for the RWY Local Safety Team. There were no incidents of damage to aircraft during ground handling or of unauthorised runway incursion in 2014. Four instances of damage to ground handling assets and vehicles occurred. 69 Annual Report 2014 Airport and aircraft fire safety Accident statistics show that aviation is one of the safest forms of transport. The risk of an aviation accident at the airport is ever-present, even if the likelihood of an accident is small. The Aviation Act therefore makes it mandatory for the airport to operate a fire rescue service. The main objective of the fire rescue service is to save human lives in the event of an aviation accident or incident. The department again focused all its activities on achieving this objective in 2014. The legal requirements in this area focus on the regular maintenance of vehicles and fire and rescue equipment, and on the training of personnel, and the company met these requirements. Eight fire-fighters passed a three-day aviation fire-fighting course abroad (the TCA training centre at Leipzig Airport), while four employees successfully completed their professional fire-fighting training at the Training Centre for Civil Protection and Disaster Relief in Ig. We also strengthened our cooperation with local fire services, the Ministry of Defence and the Kranj Fire Department. The purpose of this cooperation is to exchange practical and theoretical knowledge of fire-fighting and rescue and to coordinate actions in the event of an emergency at the airport. In-house training in fire safety was organised for all Aerodrom Ljubljana staff and for employees of other companies at the airport. We also participated in several conferences on fire safety. As part of employees’ preparations for examinations to obtain or renew the licence for fire safety work on aircraft and at the airport, we organised several fire-fighting and rescue drills to test the readiness, responsiveness and capabilities of staff and equipment in acting quickly and effectively in emergencies in the event of an aviation accident. In addition to the constant readiness for fire-fighting and rescue in aviation incidents, our fire safety programme also covers a variety of fire safety measures to protect buildings at the airport. We conducted regular fire patrols of the buildings and staffed the automated fire alarm system 24 hours a day, 365 days a year, and responded to all fire alarms. In conjunction with official inspectors, we examined our active fire safety systems, such as the automatic fire alert system, safety lighting, flammable gas detection and alert equipment, and fire traps, and received certification that they were functioning faultlessly. We regularly reviewed the airport’s primary and secondary hydrant networks to ensure their faultless functioning, inspected over 300 hydrants and made service inspections of around a thousand handheld and portable extinguishers. We provided fire watches to take preventive measures during any work on infrastructure at the airport that could constitute a fire hazard. In such work we have a standard procedure for briefing those carrying out the work with the requirements of safe work and cooperation with the airport fire-fighting unit. Reducing the danger presented by birds In 2014 the security and safety department was included in the operational work of the nascent airport management and control department, within which the manoeuvring area controller (MAC) operates. The latter obtained a permit from the CAA for the use of a handheld laser for driving off birds, which is an additional birdstrike prevention method in certain natural conditions. In the asset acquisition plan for 2015 the security and safety department proposed the purchase of three portable remote-controlled gas cannons for the work of the MAC as an additional active measure for driving off birds from the runway. A plan to acquire two cannons was approved, and will be carried out in 2015. The security and safety department also put forward suggestions in the management of grass areas in the airport zone, with the aim of reducing bird presence at the airport. The company purchased a special mower for cutting grass to a specific height, and a separate roller for rolling and deep-spiking turf. Unfortunately this cutting did not bring the anticipated effects (cover from birds of prey in the air and on the ground). 70 Annual Report 2014 There was a rise in the number of birdstrikes on the risk assessment red list (unacceptable) in 2014 (the annual risk assessment is conducted by the security and safety department for the current five-year period). The number of buzzard strikes rose from eight in 2013 to 20, while the number of kestrel strikes was unchanged at 24. The number of barn swallow and house martin strikes also rose, as they are nesting more frequently in airport buildings. We succeeded in removing the grey heron from the risk assessment red list in 2014. 6.6 RESPONSIBILITY FOR QUALITY ASSURANCE Ensuring a high level of safety and quality in the provision of services is vital to the company’s long-term success, since the security and safety of passengers and aircraft movements are of key importance to retaining current business partners and attracting new ones. Quality standards in the implementation of services and security measures As an infrastructural facility, the airport is subject to ICAO (International Civil Aviation Organisation) standards and recommendations, which establish the foundations for infrastructure, work organisation, operations and oversight. Annex 14 (Aerodromes) lays down in detail the planning, construction and maintenance of the entire airport infrastructure, Annex 9 (Facilitation) defines the capacities and procedures for the carriage of passengers, baggage and cargo by air, Annex 16 (Environmental) sets out the environmental protection requirements, while Annex 17 (Security) sets out vital security requirements. Airport safety standards are also set out by the European Civil Aviation Conference (ECAC), of which the Joint Aviation Authorities (JAA) is an associated body. The JAA issues Joint Aviation Requirements (JAR), while air carriers are responsible for their consistent implementation. Ground handling services standards are laid down by the International Air Transport Association (IATA), which publishes an updated version of the Airport Handling Manual (AHM) every year. This document contains the basic guidelines for overall ground handling services supplied to aircraft. External oversight of airport safety and the quality of service, with reference to observance of the abovementioned standards, is carried out by the organisations that set standards for airports, ground handling services and safety, and by air carriers themselves. The latter monitor the quality of ground handling services for aircraft, passengers and cargo with reference to the standards adopted by their umbrella organisation the IATA, through the Civil Aviation Directorate and via the Civil Aviation Agency. We also conduct regular in-house professional supervision. Quality management system Our quality management system encompasses the optimisation of business processes, improvements to quality of service, and increases in user satisfaction. The company has ISO 9001:2008 certification, proof that it meets the quality management requirements of the ISO. Receipt of the aforementioned certificate is confirmation of the achievement of a high level of quality in the company’s services, constant improvement and the efficient operations of the company. The certificate covers the management of the airport, ground handling for passengers, aircraft and cargo, and the marketing and sale of airport services, ground handling services and commercial services. For the retention of the certificate we uphold quality principles, for which reason: we have adopted a quality policy and a quality management manual; 71 Annual Report 2014 we have organised the company’s documentation, and also manage its external documentation; we systematically measure user satisfaction (management of complaints and positive feedback, surveys, mystery shopping, Sophie measurements), thereby raising our quality of service; we manage the company’s business processes; we conduct internal assessments and controls of ground handling to ensure compliance; we take corrective measures to rectify non-compliance and measures to prevent non-compliances and errors from arising. The certified quality management system has raised the company’s reputation in the broader sense, has ensured improved market competitiveness on the grounds of higher quality of service, and has consequently increased user satisfaction. We will work ceaselessly to improve the entire company’s operations to retain our certification. EFQM business excellence We have upgraded the quality management system by applying the principles of the EFQM (European Foundation for Quality Management) business excellence model and the PRSPO (Slovenian business excellence award) to our business. The purpose of introducing this model is to carry out processes of ceaseless improvement in all the company’s key areas, thereby achieving an improvement in results and developing sustained excellence. In the first phase of the introduction of the excellence model we conducted a self-assessment of leadership and the staff, and drew up an action plan. We will subsequently draw up a self-assessment and action plans for other divisions of the company. Management of business processes We manage more than 70 business processes in various positions in the company’s process scheme. Each business process has a specific owner or custodian, and persons responsible for carrying out individual activities within the process. Contacts between different processes were also identified and defined. Each business process also includes reference documentation as the basis for its implementation. The management of business processes will next see the definition of a matrix of responsibilities, efficiency and performance indicators, and methods for controlling and measuring efficiency. This will allow us to monitor actions, to determine the stability of the processes and to analyse the possibilities of improving the processes. The proper management of business processes will allow the company to increase its efficiency. The business processes at Aerodrom Ljubljana are divided into three areas: management processes (management of the company, management of divisions, departments and projects, management of the environmental management system and energy management system, occupational health and safety, internal auditing and risk management); core processes (airport management processes, ground handling processes, marketing and sales processes), support processes (procurement, HR, training, development, finance and accounting, IT, PR and legal support). 72 Annual Report 2014 Business continuity Business continuity is the strategic and tactical ability to plan and to respond to incidents and interruptions to business. Its purpose is to continue the business processes at a predetermined acceptable level. It is an integral process that tries to identify the consequences of numerous different undesirable interruptions and risks affecting the company’s operation. The purpose of the process is to reduce the consequences if the entire company or the work of the company is interrupted. The Aerodrom Ljubljana, d.d. Business Continuity Plan is a documented collection of procedures and information that has been formulated and compiled and is always available during unexpected events so that the company is able to continue its key services. The definition of the scope of business continuity took account of the business continuity requirements, the company’s objectives and commitments, the acceptable level of risk, the legal and contractual obligations and the interests of key groups (users and stakeholders). If a major risk is realised, the operation of the airport infrastructure can be temporarily interrupted. Each airline has its own selection of alternative airports. In light of the resolution defining the system of public airports and current practice in similar situations, the company can offer its staff and ground operations equipment to one of the neighbouring airports, which can take over the traffic until the airport reopens. Standing preventive measures ensure the management of risks that entail a threat to business continuity. The company’s business continuity plan consists of measures to respond to an emergency, measures for employees and individual functions critical to business, and descriptions of alternative procedures to resume operations in normal circumstances. The appendix to the plan describes the systems for releasing information in the event of an interruption of business or the realisation of a specific risk. They are available to all the company’s employees via the intranet, and are also available in print form in the operational departments. 73 Annual Report 2014 FINANCIAL REPORT 1 DECLARATION BY THE MANAGEMENT BOARD The declaration by the Management Board may be found in the introduction to the Business Report on page 3. 74 Annual Report 2014 2 INDEPENDENT AUDITOR'S REPORT 75 Annual Report 2014 76 Annual Report 2014 3 FINANCIAL STATEMENTS 3.1 BALANCE SHEET Balance sheet ASSETS Notes Non-current assets Intangible assets, non-current prepayments and accrued income Property, plant and equipment Investments in associates Non-current financial assets Non-current operating receivables Deferred tax assets Current assets (total) Current assets excluding prepayments and accrued income Available-for-sale assets (disposal groups) Inventories Current financial assets Current operating receivables Cash and cash equivalents Currrent prepayments and accrued income 5.1.1 5.1.2 5.1.3 5.1.4 5.1.5 5.1.6 5.1.7 5.1.8 EQUITY AND LIABILITIES Shareholder equity Issued capital Share premium Profit reserves Revaluation surplus Retained earnings 5.1.9 Non-current liabilities (total) Provisions and non-current accruals and deferred income Provisions for jubilee benefits and termination benefits Non-current accruals and deferred income Non-current liabilities Non-current operating liabilities Current liabilities (total) Current liabilities Current operating liabilities Current accruals and deferred income 31.12.2014 106,075,424 in euros 31.12.2013 131,027,281 92,228,198 8,885,111 78,950,711 0 3,431,189 59,873 901,314 91,930,837 2,126,258 79,512,848 3,147,369 6,072,657 59,873 1,011,832 13,847,226 13,800,477 411,392 339,501 8,842,985 4,143,603 62,996 46,749 39,096,444 38,939,133 0 363,678 33,981,640 4,212,034 381,781 157,311 106,075,424 131,027,281 92,781,304 15,842,626 24,287,659 43,933,874 96,059 8,621,086 124,785,005 15,842,626 24,287,659 78,729,212 720,845 5,204,663 8,580,209 1,359,847 1,244,604 115,243 7,220,362 7,220,362 1,935,748 1,134,542 932,070 202,472 801,206 801,206 4,713,911 4,538,217 4,538,217 175,694 4,306,528 4,165,046 4,165,046 141,482 5.1.10 5.1.11 5.1.12 The notes are integral part of the financial statements, and the financial statements should be read in conjunction with them. 77 Annual Report 2014 3.2 INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME 5.2.1 5.2.2 1-12.2014 32,048,626 31,827,518 221,108 in euros 1-12.2013 31,265,191 30,986,744 278,447 5.2.3 5.2.4 5.2.5 5.2.6 5.2.7 -25,353,142 -8,390,284 -1,573,616 -6,816,668 -12,185,024 -4,488,359 -289,475 -25,133,164 -8,387,304 -1,746,090 -6,641,214 -11,641,568 -4,519,326 -584,966 Operating profit (EBIT) 6,695,484 6,132,027 Net finance income/expenses Finance income Finance expenses -1,716,044 1,524,834 -3,240,878 -65,127 1,265,495 -1,330,622 4,979,440 6,066,900 -1,187,554 -197,975 -957,339 84,823 3,593,911 5,194,384 1-12.2014 3,593,911 in euros 1-12.2013 5,194,384 -426,992 -2,254,005 -514,449 -2,630,511 561,251 -2,750,646 -1,075,700 120,135 Income statement Operating revenues Net sales revenue Other operating revenues Notes Operating expenses Costs of materials and services Costs of materials Costs of services Labour costs Depreciation/amortisation Other operating expenses 5.2.8 5.2.8 Pre-tax profit Income tax expense Deferred tax 5.2.9 5.2.9 Net profit for the period The notes are integral part of the financial statements, and the financial statements should be read in conjunction with them. Statement of comprehensive income Net profit for the period Notes Items that could subsequently be reclassified to profit or loss Net gain/(loss) recognised as revaluation surplus in connection with available-for-sale financial assets - gain/(loss) recognised as revaluation surplus - transfer of gain/(loss) from revaluation surplus to profit or loss Corporate income tax in connection with items that could subsequently be reclassified to profit or loss 87,457 376,506 - in connection with gain/(loss) recognised as revaluation surplus -95,412 396,930 - in connection with transfer of gain/(loss) from revaluation surplus to profit or loss 182,869 -20,424 Items that subsequently will not be reclassified to profit or loss -197,794 0 -197,794 0 -624,786 -2,254,005 2,969,125 2,940,379 Unrealised actuarial profit/loss from post-employment benefits Total other comprehensive income for the period 5.2.10 Total comprehensive income for the period The notes are integral part of the financial statements, and the financial statements should be read in conjunction with them. 78 Annual Report 2014 3.3 CASH FLOW STATEMENT 2014 in euros 2013 CASH FLOWS FROM OPERATING ACTIVITIES Net profit corrected for deferred tax Adjustment for: 3,791,886 6,127,506 5,109,561 5,036,376 - income tax expense recognised in the income statement 1,187,554 957,339 - amortisation/depreciation of intangible assets and property, plant and equipment 4,488,359 4,519,326 -71,765 190,087 - gain/loss on disposal/elimination of intangible assets and property, plant and equipment - impairment of inventories 30,023 229 - impairment of receivables 25,222 88,382 - creation/reversal of provisions 56,388 -40,155 -293,289 71,987 -1,512,961 -1,209,214 3,192,843 1,320,268 -974,868 -861,873 9,919,392 -3,261,862 75,552 -5,846 2,306,010 46,732 9,079,978 10,145,937 -682,451 -1,344 -79,617 2,010,012 -230,546 11,161,991 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from investing activities Proceeds from interest and profit participation from investing Proceeds from disposal of property, plant and equipment Proceeds from disposal of non-current financial assets Proceeds from disposal of current financial assets Outflows from investing activities Payments for intangible assets Payments for property, plant and equipment Payments for non-current financial assets Payments for current financial assets Net cash flow from investing activities 104,106,855 526,053 33,077 3,178,233 100,369,492 -78,539,014 -534,237 -2,598,330 -20,865 -75,385,582 25,567,841 63,180,664 1,020,884 103,749 345,848 61,710,183 -71,606,214 -95,432 -8,404,990 -250,000 -62,855,792 -8,425,550 CASH FLOWS FROM FINANCING ACTIVITIES Outflows from financing activities Payments for short-term financial liabilities Dividend payments Net cash flow from financing activities -34,969,127 -28,611 -34,940,516 -34,969,127 -2,584,829 0 -2,584,829 -2,584,829 -321,308 381,781 2,523 62,996 151,612 225,290 4,879 381,781 - other non-cash transactions - finance income - finance expenses - income tax expense paid Cash flow from operating activities, excluding working capital Change in operating receivables Change in prepayments and accrued income Change in inventories Change in operating liabilities Change in accruals and deferred income Net cash flow from operating activities Net increase in cash and cash equivalents Opening balance of cash and cash equivalents Effect of foreign exchange differences on cash and cash equivalents Cash and cash equivalents at the end of the period The notes are integral part of the financial statements, and the financial statements should be read in conjunction with them. 79 Annual Report 2014 3.4 STATEMENT OF CHANGES IN EQUITY in euros Statement of changes in equity 1.1.2013 Net profit from the previous year Net profit for the period Other comprehensive income for the period Payment of dividends 31.12.2013 1.1.2014 Net profit from the previous year Net profit for the period Other comprehensive income for the period Payment of dividends 31.12.2014 Share capital Share premium Legal reserves 15,842,626 24,287,659 4,013,029 0 0 0 0 0 0 0 0 0 0 0 0 15,842,626 24,287,659 4,013,029 15,842,626 0 0 0 0 15,842,626 24,287,659 0 0 0 0 24,287,659 4,013,029 0 0 0 0 4,013,029 The notes are integral part of the financial statements, and the financial statements should be read in conjunction with them. 80 Reserves under Articles of Association 12,039,085 0 0 0 0 12,039,085 Other profit reserves 62,677,098 0 0 0 0 62,677,098 Revaluation surplus 2,974,850 0 0 -2,254,005 0 720,845 12,039,085 0 0 0 0 12,039,085 62,677,098 0 0 0 -34,795,338 27,881,760 720,845 0 0 -624,786 0 96,059 Retained earnings 2,205 2,596,524 0 0 -2,588,450 10,279 Net profit for the financial year 2,596,524 -2,596,524 5,194,384 0 0 5,194,384 Total equity 124,433,076 0 5,194,384 -2,254,005 -2,588,450 124,785,005 10,279 5,194,384 0 0 -177,488 5,027,175 5,194,384 -5,194,384 3,593,911 0 0 3,593,911 124,785,005 0 3,593,911 -624,786 -34,972,826 92,781,304 Annual Report 2014 4 SIGNIFICANT ACCOUNTING POLICIES 4.1 REPORTING COMPANY Aerodrom Ljubljana, d.d. (hereinafter: the company) is registered as a legal person domiciled in Slovenia; its registered address is Zgornji Brnik 130a, 4210 Brnik-Aerodrom. At its 9th general meeting of shareholders on 30 June 2005 a resolution was passed stating that from 1 January 2006, the company would compile the financial statements and reports required pursuant to the first paragraph of Article 60 of the Companies Act (ZGD-1) in accordance with the International Financial Reporting Standards (hereinafter: the IFRS). The company’s Management Board confirmed the financial statements on 23 February 2015. 4.2 BASIS FOR COMPILING FINANCIAL STATEMENTS Statement of compliance The financial statements for 2014 and 2013 were compiled in accordance with the IFRS, as adopted by the European Union. The accounting and reporting requirements of the IFRS have been applied, as well as the requirements of the Companies Act and the company’s internal rules. Basis of measurement The financial statements have been compiled on an historical cost basis, whereby available-for-sale assets and available-for-sale financial assets are valued at fair value. The methods used to measure fair value are described below by category. Functional and reporting currency The financial statements and all accounting information have been compiled in euros, the company’s functional currency. Use of estimates and judgments In compiling financial statements, the management must make estimates, judgments and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and expenses. The actual results may differ from these estimates. The estimates and assumptions must be reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, and all future years affected by the revision. Data on significant estimates of uncertainties and critical assumptions prepared by the management in the implementation of the accounting policies, and which have the greatest impact on the figures in the financial statements, is described under individual disclosures of policy, the notes below and in the following points: Point 5 of the Business Report (Financial risks; quantitative data is given in point 5.4 of the Financial Report). Point 4.3 of the Financial Report in the part setting out the provisions and point 5.1.10 of the Financial Report (Provisions and non-current accruals and deferred income). 81 Annual Report 2014 Point 5.1.4 of the Financial Report in the part describing non-current financial assets. Point 5.1.6 of the Financial Report in the part describing available-for-sale assets. 4.3 SIGNIFICANT ACCOUNTING POLICIES The accounting policies applied, and the nature and degree of importance are defined in the company’s internal acts. For all material amounts presented in the financial statements, we also disclosed comparative information from the preceding period, which is stated in the numerical and descriptive information. The accounting policies set out below were applied consistently in all periods presented in the attached financial statements. Investment in associates Aerodrom Portorož, d.o.o. Aerodrom Ljubljana, d.d. owns 30.46% of Aerodrom Portorož, d.o.o. There are no significant transactions between the two companies, nor is there any exchange of managerial staff or the mutual provision of professional information and knowledge. The influence of Aerodrom Ljubljana, d.d. on Aerodrom Portorož, d.o.o. is defined in the provisions of the memorandum of association and is in proportion to the ownership share that the former company has in the latter. In light of this, Aerodrom Ljubljana, d.d. does not have a dominant or significant influence on Aerodrom Portorož, d.o.o. Therefore, the investment was valued at historical cost, less any impairment. Adria Airways Tehnika, d.d. Aerodrom Ljubljana, d.d. owns 4,570,881 preference shares and 2,423,273 ordinary shares in Adria Airways Tehnika, d.d., which represents a holding of 47.67% in the company’s equity, is disclosed under investments in associates. The investment is valued at historical cost, less any impairment. Aerodrom Ljubljana, d.d.’s influence over Adria Airways Tehnika, d.d. is defined by the articles of association, whereby Aerodrom Ljubljana, d.d. has a representative on the latter’s board of directors. Because Adria Airways Tehnika d.d. is in the process of being sold, the investment was disclosed under available-forsale current assets as at 31 December 2014 (see note for point 5.1.6 of the Financial Report). Foreign currency Transactions expressed in foreign currency are converted at the European Central Bank (ECB) reference exchange rate on the day the transaction took place. Cash and cash equivalents and liabilities denominated in foreign currencies on the balance sheet date are converted to euros according to then valid reference rate of the ECB. Foreign exchange differences are recognised in the income statement. Non-cash items and liabilities measured according to historical cost in a foreign currency are converted using the exchange rate on the day of the transaction. 82 Annual Report 2014 Financial instruments Non-derivative financial instruments Non-derivative financial instruments include investments in shareholder equity (shares and participating interests), debt instruments, trade and other receivables, cash and cash equivalents, loans issued and granted, and trade and other liabilities. Non-derivate financial instruments are initially recognised at their fair value, increased by costs directly relating to the purchase or issuing of the financial instrument or liability. After initial recognition, non-derivative financial instruments are measured using the method defined below. Financial instruments are derecognised when the company’s contractual rights to cash flows expire, or if the company transfers the financial asset to another party, including control or all risks and rewards of the asset. Purchases and sales made in a regular or normal manner are charged on the transaction date, i.e. the date the company undertakes to sell or purchase the asset. Financial liabilities are derecognised, when the company’s contractual obligation expires, ceases or is terminated. Cash and cash equivalents include cash on hand and in sight deposits. The accounting of finance income and finance expenses is described in the point Finance income and finance expenses. a) Available-for-sale financial assets The company’s investments in equity (shares and participating interests) and in debt securities are classified as available-for-sale financial assets. After initial recognition these assets are valued as follows: according to fair value, or according to the historical value in the event that a reliable fair value of the investment cannot be measured. Changes to the fair value of financial assets pursuant to the first indent are recognised directly in shareholder equity. Upon derecognition (sale or redemption), the associated gain or loss is transferred to the income statement (in finance income or expenses). Losses due to impairment (see “Impairment”), and positive and negative exchange differences in available-for-sale financial assets (see “Foreign currency”) are recognised in the income statement. b) Loans issued and granted Loans issued and granted are initially recognised according to fair value, reduced by related transaction costs. After initial recognition, the loans are disclosed at amortised cost, where any differences between the historical and amortised cost are disclosed in the income statement in the period of loan repayment, using the effective interest rate method. c) Others Other non-derivate financial instruments are measured at amortised cost using the effective interest rate method, reduced by losses due to impairment. 83 Annual Report 2014 Derivative financial instruments The company does not use derivative financial instruments to hedge against risk. It also does not retain or issue derivative financial instruments for trading purposes. Property, plant and equipment Recognition and measurement Property, plant and equipment are disclosed at historical cost, reduced by the value adjustment for depreciation and any cumulative loss due to impairment. The historical cost includes costs directly related to purchase of the asset. Items of property, plant and equipment with different useful lives are treated as components. In accordance with IFRS 40, we assessed whether any of the company’s property could be considered investment property. It was established that no property meets the conditions for being classed as investment property. Subsequent costs Costs arising subsequently in relation to property, plant and equipment are disclosed as increases in the historical cost of assets, if their value is increased by future economic benefits. Replacement of individual parts is recognised as increases in the historical cost of an item of property, plant and equipment, if recognition criteria are met. The carrying amount of significant replaced parts is derecognised. All other costs in connection with property, plant and equipment (maintenance costs, servicing costs and similar) are recognised in the income statement as they arise. Depreciation Deprecation is calculated using the straight-line method of depreciation, taking into account the useful life of property, plant and equipment individually. Land is not subject to depreciation. Property, plant and equipment becomes subject to depreciation when the asset is available and fit for use. The estimated useful life falls within the following ranges: Infrastructure (with components) Computer equipment Motor vehicles Other plant and equipment 16.67-40 years 2-10 years 4-12 years 5-20 years The depreciable amount of assets is determined after deducting the residual value from the historical cost. It is assessed that the residual value of property, plant and equipment after the end of the useful life does not represent a significant proportion of the asset, and residual value is therefore not recognised. The estimated useful lives of assets and residual values are reviewed at the end of each year, and if expectations differ from previous assessments, the change is treated as a change in accounting estimate. Intangible assets Recognition and measurement Intangible assets are disclosed at their historical cost, reduced by the value adjustment for amortisation and any cumulative loss due to impairment. 84 Annual Report 2014 Subsequent costs Subsequent costs in connection with intangible assets are only capitalised when they increase the future economic benefits of the asset to which the costs relate. All other costs are recognised in the income statement as they arise. Amortisation Amortisation is calculated using the straight-line method of amortisation, taking into account the useful life of intangible assets (unless the useful life is not defined; in this case it is necessary to test for impairment on the balance sheet date at least). The amortisation of intangible assets commences when the asset is available for use. The estimated useful life for licences and software is between 3 and 10 years. The estimated useful life for superficies is the same as the period for which superficies has been assigned. The estimated useful lives of assets and residual values are reviewed at the end of each year, and if expectations differ from previous assessments, the change is treated as a change in accounting estimates. Available-for-sale assets Non-current assets for which it can reasonably be expected that their carrying amount will be settled primarily via sale in the next 12 months are classified in this category. The period for completion of a sale may be extended to more than 12 months if this delay is caused by events and circumstances that are beyond the control of the company and there is sufficient evidence that the company is consistently pursuing its plans to dispose of the asset. Upon reclassification as available-for-sale assets (or a disposal group), assets are recognised at either the carrying amount or at the fair value less selling costs, whichever is the lower. Should an available-for-sale asset (or disposal group) be impaired, the impairment is recognised in profit or loss. Inventories Inventories include inventories of maintenance materials and inventories of material used for services. Inventories are initially recognised at historical cost, which comprises the purchase price plus import duties and nonrefundable purchase taxes, and the direct costs of acquisition, minus any discounts received. The method of weighted average prices is used for the valuation of inventories consumed. Impairment If a decrease in the fair value of an available-for-sale financial asset has been recognised directly in shareholder equity and there is objective evidence that the asset is impaired, the cumulative loss previously recognised in shareholder equity is removed from shareholder equity and recognised in the income statement. The amount of cumulative loss removed from shareholder equity and recognised in the income statement is the difference between the historical cost and the current fair value, reduced by the impairment loss on that financial asset previously recognised in the income statement. On the reporting date the company tests the carrying amount of assets, and assesses whether there is any indication of impairment. If such indications exist, the recoverable amount of the asset must be estimated. 85 Annual Report 2014 An impairment loss is recognised when the carrying amount of an asset or cash-generating unit exceeds its recoverable amount. The impairment is disclosed in the income statement. There are no grounds for impairment if the company is operating at a profit in line with its business plans and there are no other indications of impairment. Receivables are revalued for reason of impairment if their carrying amount exceeds their fair value (i.e. the recoverable amount). Receivables that it may be presumed will not be settled by the standard deadline or settled in full are deemed doubtful, or disputed if judicial proceedings have been initiated over them. The recoverability of each receivable is assessed when the adjustment is made. Operating expenses are recognised according to their impairment. Inventories are impaired if their carrying amount exceeds their market value. Market value means the recoverable amount, unless this is higher than the net realisable value (in which case the net realisable value is deemed the market value). Operating expenses are recognised as reductions in inventory value due to impairment. Calculating the recoverable amount The recoverable amount of financial assets held-to-maturity and receivables disclosed at amortised cost is calculated as the present value of estimated future cash flows, discounted at the original effective interest rate (i.e. the effective interest rate, computed at the initial recognition of these assets). Current receivables are not discounted. The recoverable amount of other assets is the greater of their net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risk specific to the asset. For assets that do not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Reversal of impairment An impairment loss in respect of a held-to-maturity security or receivable disclosed at amortised cost is reversed if the subsequent increase in the recoverable amount can be related objectively to an event occurring after the impairment loss was recognised. An impairment loss in respect of a financial asset in a shareholder equity instrument is not reversed via profit or loss. If the fair value of a debt instrument classified as available-for-sale increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in the income statement, the impairment is reversed and the amount of the reversal recognised in the income statement. In respect of other assets, an impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is only reversed to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised in previous years. Shareholder equity The company’s total shareholder equity is its liabilities to the owners, which mature for payment, if the company ceases to be a going concern. It comprises the share capital, share premium, profit reserves, retained net profit or loss brought forward, and the revaluation surplus. The company’s share capital is divided into ordinary freely transferable registered no-par value shares and participating preference no-par value shares. 86 Annual Report 2014 Dividends Dividends are recognised as a liability in the period in which the general meeting of shareholders adopted the resolution on dividend payment. Provisions The company discloses provisions in its balance sheet, if due to a past event it has a current legal or constructive obligation and if it is probable that an outflow of economic benefits will be required to settle the obligation. Where the effect of the time value of money is material, the value of the provision is determined using the estimated future cash flows using a pre-tax discount rate that reflects current market assessments of the time value of the money and the risk specific to the liability. Provisions for termination benefits and jubilee benefits In accordance with legislation, the collective agreement, and internal rules, the company is committed to the payment of jubilee benefits to employees and termination benefits, and provisions are formed for this purpose. The company has no other pension liabilities. Accrued and deferred items Non-current accrued and deferred items Non-current prepayments and accrued income comprise long-term deferred costs that will be charged against profit or loss in a period of more than one year. Long-term deferred income that will be covered by deferred expenses in a period of more than one year is disclosed under non-current accruals and deferred income. This category includes government grants received for the acquisition of non-current assets in 1993 and 1994. They are earmarked for covering the costs of the depreciation of the aforementioned assets. Current accrued and deferred items The company discloses short-term accrued income and short-term deferred expenses under current prepayments and accrued income. The company discloses short-term deferred income and accrued costs for unused employee leave under current accruals and deferred income (the amount is determined on the basis of a calculation for each employee separately). Revenues Version I of the income statement is used, which provides a sequential report. 87 Annual Report 2014 Revenues from services Revenues from the provision of services are recognised in the income statement when the services are rendered. Revenues are recognised when they may be reasonably expected to lead to actual receipts, if these have not already been obtained from the outset, and can be reliably measured. Revenues are not recognised if there is uncertainty regarding payment for the services. State aid State aid is initially recognised in the financial statements as long-term deferred revenues (non-current accruals and deferred income), when there is reasonable assurance that the company will receive the aid, and the related conditions will be fulfilled. State aid received to cover expenses is recognised consistently, and very strictly, as revenues for the period in which the costs they are intended to cover arise. Funds connected to state aid are strictly and consistently recognised in the income statement under other operating revenues during the useful life of the asset. Expenses Expenses are recognised as expenses in the accounting period when they are incurred. They are categorised according to their nature. They are set out and disclosed by natural types. Finance income and expenses Finance income includes interest revenues, dividend income, capital gains from the disposal of available-for-sale financial assets and positive exchange differences recognised in the income statement. Interest revenues on financial assets are recognised as they arise using the effective interest rate method. Revenues from default interest are recognised upon payment. Dividend income is recognised in the income statement on the day the shareholder’s right to payment is exercised, which for stock-exchange listed companies is generally the ex-dividend date. Finance expenses comprise negative exchange rate differences, capital losses from the disposal of available-for-sale financial assets expenses for impairments of financial assets and expenses relating to bank commissions for managing financial assets. The costs of interest are recognised in the income statement using the effective interest method. Income tax expense Income tax expense comprises current taxes and deferred taxes. Income tax expense is disclosed in profit or loss, except for the amount of deferred tax that relates to items disclosed directly in equity, in which case it is disclosed in equity. Levied tax is tax which is expected to be paid on taxable profit from the financial year, using the tax rates in force or substantively in force as at the balance sheet date, and any adjustments to the tax liability in relation to past financial years. Deferred tax is disclosed using the balance sheet liability method, which takes into account temporary differences between the carrying amount of an asset or liability and its value for tax purposes. The value of deferred tax depends on the expected method for recovery or settlement of the carrying amount of an asset or liability using the tax rates in force or substantively in force as at the balance sheet date. 88 Annual Report 2014 Deferred tax receivables are only recognised in the amount for which it is probable that taxable profits will be available, against which the deferred tax receivable can be utilised. A deferred tax receivable is reduced by the amount for which it is no longer possible for a tax relief relating to the asset to be applied. A company must offset deferred tax assets and liabilities when it has a legally enforceable right to offset current tax assets and liabilities because they are disclosed vis-à-vis the same tax authority. Earnings per share (EPS) Basic earnings per share is the ratio of net profit or loss attributable to ordinary shareholders (numerator) to the weighted average number of ordinary no-par value shares outstanding during the accounting period (denominator). Net profit attributable to ordinary shareholders is calculated as net profit for the financial year less the amount of dividends (fixed and variable portions) intended for payment to participating preference no-par value shareholders. Diluted earnings per share is calculated by adjusting the net profit attributable to ordinary shareholders and the weighted average number of outstanding ordinary no-par value shares to take into account the effects of all dilutive (potential) ordinary no-par value shares. This means that the net profit attributable to ordinary shareholders (numerator) is increased by the payment of dividends to holders of potential ordinary no-par value shares, while the denominator is increased by the weighted average number of potential ordinary no-par value shares. A potential ordinary share is a financial instrument or other contract that gives the holder the right to ordinary no-par value shares. Potential ordinary shares are treated as diluted when their exchange for ordinary no-par shares would reduce net earnings per share. Segment reporting The company monitors revenues and expenses by operating segment. Direct operating revenues and expenses and indirect operating expenses are recorded for each operating segment. There is no material difference between the operating segments in terms of the risks described in detail in point 5 of the Business Report. The company reports for each of the following operating segments: airport services, ground handling services and commercial services. The expenses and revenues of an individual segment include items that can be directly attributed to that segment, and those that can be allocated to the segment on a reasonable basis. Revenues and expenses in the item “other” include the revenues and expenses of those activities that account for less than 10% of total revenues. Assets and liabilities itemised by operating segment are not reported to the company’s managerial staff responsible for making business decisions. There is also no financial data available for assets and liabilities itemised by operating segment. For the purposes of disclosure, assets and liabilities are allocated to operating segments in proportion to the operating revenues generated. Standards and interpretations effective in the current period The following standards, amendments to existing standards and interpretations issued by the International Accounting Standards Board (IASB) and approved by the EU are effective in the current period: 89 Annual Report 2014 IFRS 10 Consolidated Financial Statements, approved by the EU on 11 December 2012 (applies to annual periods beginning on or after 1 January 2014); IFRS 11 Joint Arrangements, approved by the EU on 11 December 2012 (applies to annual periods beginning on or after 1 January 2014); IFRS 12 Disclosure of Interests in Other Entities, approved by the EU on 11 December 2012 (applies to annual periods beginning on or after 1 January 2014); IAS 27 Separate Financial Statements (amended 2011), approved by the EU on 11 December 2012 (applies to annual periods beginning on or after 1 January 2014); IAS 28 Investments in Associates and Joint Ventures (amended 2011), approved by the EU on 11 December 2012 (applies to annual periods beginning on or after 1 January 2014); Amendments to IFRS 10 Consolidated Financial Statements, IFRS 11 Joint Arrangements and IFRS 12 Disclosure of Interests in Other Entities (transition guidance), approved by the EU on 4 April 2013 (apply to annual periods beginning on or after 1 January 2014); Amendments to IFRS 10 Consolidated Financial Statements, IFRS 12 Disclosure of Interests in Other Entities and IAS 27 (amended 2011) Separate Financial Statements (investment entities), approved by the EU on 20 November 2013 (apply to annual periods beginning on or after 1 January 2014); Amendments to IAS 32 Financial Instruments: Presentation - Offsetting Financial Assets and Financial Liabilities, approved by the EU on 13 December 2012 (apply to annual periods beginning on or after 1 January 2014); Amendments to IAS 36 Impairment of Assets (recoverable amount disclosures for non-financial assets), approved by the EU on 19 December 2013 (apply to annual periods beginning on or after 1 January 2014); Amendments to IAS 39 Financial Instruments: Recognition and Measurement (novation of derivatives and continuation of hedge accounting), approved by the EU on 19 December 2013 (apply to annual periods beginning on or after 1 January 2014); The adoption of these amendments and revisions to existing standards did not lead to changes in the company’s accounting policies. Standards and interpretations issued by the IASB and approved by the EU but not yet effective On the day that these financial statements were approved, the following standards, revisions and interpretations had been issued by the IASB and approved by the EU, but were not yet effective: Amendments to various standards (Improvements to IFRS, 2010–2012 cycle) proceeding from the project of annual improvements to the IFRS (IFRS 2, IFRS 3, IFRS 8, IFRS 13, IAS 16, IAS 24 and IAS 38), primarily to eliminate discrepancies and to provide interpretations, approved by the EU on 17 December 2014 (apply to annual periods beginning on or after 1 February 2015); Amendments to various standards (Improvements to IFRS, 2011–2013 cycle) proceeding from the project of annual improvements to the IFRS (IFRS 1, IFRS 3, IFRS 13 and IAS 40), primarily to eliminate discrepancies and to provide interpretations, approved by the EU on 18 December 2014 (apply to annual periods beginning on or after 1 January 2015); 90 Annual Report 2014 Amendments to IAS 19 Employee Benefits (defined benefit plans: employee contributions), approved by the EU on 17 December 2014 (apply to annual periods beginning on or after 1 February 2015); IFRIC 21 Levies, approved by the EU on 13 June 2014 (applies to annual periods beginning on or after 17 June 2014); The company expects the adoption of these standards, revisions and interpretations to have no significant impact on its financial statements during initial application. Standards and interpretations issued by the IASB but not yet approved by the EU The IFRS as approved by the EU do not currently differ significantly from the regulations adopted by the IASB, with the exception of the following standards, revisions to existing standards and interpretations, which as at the date of the publication of the financial statements (the effective dates cited below apply to the entire IFRS) had not been approved for application by the EU: IFRS 9 Financial Instruments (applies to annual periods beginning on or after 1 January 2018); IFRS 14 Regulatory Deferral Accounts (applies to annual periods beginning on or after 1 January 2016), IFRS 15 Revenue from Contracts with Customers (applies to annual periods beginning on or after 1 January 2017), Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures (sale or contribution of assets between an investor and its associate or joint venture; apply to annual periods beginning on or after 1 January 2016); Amendments to IFRS 10 Consolidated Financial Statements, IFRS 12 Disclosure of Interests in Other Entities and IAS 28 Investments in Associates and Joint Ventures (investment entities: applying the consolidation exception; apply to annual periods beginning on or after 1 January 2016), Amendment to IFRS 11 Joint Arrangements (accounting for acquisitions of interests in joint operations; applies to annual periods beginning on or after 1 January 2016); Amendment to IAS 1 Presentation of Financial Statements (disclosure initiative; applies to annual periods beginning on or after 1 January 2016); Amendments to IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets (clarification of acceptable methods of depreciation/amortisation; apply to annual periods beginning on or after 1 January 2016); Amendments to IAS 16 Property, Plant and Equipment and IAS 41 Agriculture (agriculture: bearer plants; apply to annual periods beginning on or after 1 January 2016); Amendments to IAS 27 Separate Financial Statements (equity method in separate financial statements; apply to annual periods beginning on or after 1 January 2016); Amendments to various standards (Improvements to IFRS, 2012–2014 cycle) proceeding from the project of annual improvements to the IFRS (IFRS 5, IFRS 7, IFRS 19 and IAS 34), primarily to eliminate discrepancies and to provide interpretations (the amendments apply to annual periods beginning on or after 1 January 2016). The company predicts that the adoption of these standards, revisions to existing standards and interpretations will not have a significant impact on its financial statements during initial adoption. 91 Annual Report 2014 5 NOTES TO THE FINANCIAL STATEMENTS 5.1 NOTES TO THE BALANCE SHEET 5.1.1 INTANGIBLE ASSETS AND NON-CURRENT PREPAYMENTS AND ACCRUED INCOME in euros Licences, software Property rights HISTORICAL COST 31.12.2013 Acquisitions Capitalisations Disposals 31.12.2014 IMPAIRMENT 31.12.2013 Capitalisations Amortisation Disposals 31.12.2014 CARRYING AMOUNT 31.12.2013 31.12.2014 HISTORICAL COST 31.12.2012 Acquisitions Capitalisations Disposals 31.12.2013 IMPAIRMENT 31.12.2012 Capitalisations Amortisation Disposals 31.12.2013 CARRYING AMOUNT 31.12.2012 31.12.2013 Intangible assets in acquisition Non-current prepayments and accrued income Total 1,762,171 0 103,584 0 1,865,755 1,818,387 0 8,264,811 -1,747,848 8,335,350 15,156 8,402,242 -8,368,378 0 49,020 0 37,167 0 0 37,167 3,595,714 8,439,409 17 -1,747,848 10,287,292 1,028,497 0 163,507 0 1,192,004 440,959 17 208,985 -439,784 210,177 0 0 0 0 0 0 0 0 0 0 1,469,456 17 372,492 -439,784 1,402,181 733,674 673,751 1,377,428 8,125,173 15,156 49,020 0 37,167 2,126,258 8,885,111 1,697,591 0 107,411 -42,831 1,762,171 1,747,848 0 70,539 0 1,818,387 27,135 164,992 -176,971 0 15,156 0 0 0 0 0 3,472,574 164,992 979 -42,831 3,595,714 923,511 0 147,817 -42,831 1,028,497 397,110 979 42,870 0 440,959 0 0 0 0 0 0 0 0 0 0 1,320,621 979 190,687 -42,831 1,469,456 774,080 733,674 1,350,738 1,377,428 27,135 15,156 0 0 2,151,953 2,126,258 Intangible assets amounted to EUR 8,885,111 as at 31 December 2014, up EUR 6,758,853 on 31 December 2013. The increase was the result of the general agreement on mutual relations and the establishment of superficies with regard to the use of specific land concluded with the Ministry of Infrastructure and Spatial Planning in March 2014. Under the agreement the company obtained superficies on 248 hectares of land owned by the state that the company uses for its 92 Annual Report 2014 core airport activities, part of which is functional land. Superficies was obtained under the agreement for a period of 40 years from 1 January 2014, is valued at EUR 8,263,575, and will be repaid in instalments over the lifetime of the agreement.9 In parallel with the activation of superficies under the aforementioned agreement, partial superficies obtained in the past were eliminated from the books of account (also under the aforementioned agreement); the fee for certain superficies in previous years was paid in full, while payment was made in instalments under one agreement. The total carrying amount stood at EUR 1,308,064 (a historical cost of EUR 1,747,848 and a revaluation adjustment of EUR 439,784). Under the agreement credit in the amount of EUR 1,039,184 was issued for the superficies paid but not exercised, while non-current operating liabilities in the amount of EUR 327,859 for one of the partial superficies being repaid in instalments expired on 1 January 2014. 5.1.2 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment Land Infrastructure Plant and equipment Property, plant and equipment in acquisition Total 2014 14,976,147 50,868,729 8,310,657 4,795,178 78,950,711 9The in euros 2013 14,869,020 53,047,851 8,036,744 3,559,233 79,512,848 company accordingly disclosed EUR 6,759,260 of non-current operating liabilities and EUR 387,190 of current operating liabilities as at 31 December 2014. 93 Annual Report 2014 in euros Property, Plan and plant and Plant and equipment not equipment in equipment in use acquisition Land Infrastructure HISTORICAL COST 31.12.2013 Acquisitions Capitalisations Transfer Disposals and eliminations 31.12.2014 IMPAIRMENT 31.12.2013 Transfer Capitalisations Depreciation Disposals and eliminations 31.12.2014 CARRYING AMOUNT 31.12.2013 31.12.2014 HISTORICAL COST 31.12.2012 Acquisitions Capitalisations Transfer Disposals and eliminations 31.12.2013 IMPAIRMENT 31.12.2012 Transfer Depreciation Disposals and eliminations 31.12.2013 CARRYING AMOUNT 31.12.2012 31.12.2013 Total 14,869,020 0 109,466 0 -2,339 14,976,147 110,616,476 0 133,241 0 -10,064 110,739,653 45,097,112 0 2,097,353 -350,982 -488,081 46,355,402 57,418 0 0 350,982 -144,494 263,906 3,559,233 3,574,022 -2,338,077 0 0 4,795,178 174,199,259 3,574,022 1,983 0 -644,978 177,130,286 0 0 0 0 0 0 57,568,625 0 0 2,309,962 -7,663 59,870,924 37,060,368 -350,941 1,984 1,805,905 -472,571 38,044,745 57,418 350,941 0 0 -144,453 263,906 0 0 0 0 0 0 94,686,411 0 1,984 4,115,867 -624,687 98,179,575 14,869,020 14,976,147 53,047,851 50,868,729 8,036,744 8,310,657 0 0 3,559,233 4,795,178 79,512,848 78,950,711 14,270,143 0 907,197 0 -308,320 14,869,020 105,448,958 0 5,980,238 0 -812,720 110,616,476 43,953,633 0 1,545,592 -72,650 -329,463 45,097,112 218,625 0 0 72,650 -233,857 57,418 3,526,820 8,713,310 -8,433,027 0 -247,870 3,559,233 167,418,179 8,713,310 0 0 -1,932,230 174,199,259 0 0 0 0 0 55,993,620 0 2,344,265 -769,260 57,568,625 35,478,173 -73,041 1,984,374 -329,138 37,060,368 216,054 73,041 0 -231,677 57,418 0 0 0 0 0 91,687,847 0 4,328,639 -1,330,075 94,686,411 14,270,143 14,869,020 49,455,338 53,047,851 8,475,460 8,036,744 2,571 0 3,526,820 3,559,233 75,730,332 79,512,848 Property, plant and equipment disclosed by the company as at 31 December 2014 are unencumbered. Land As at 31 December 2014 the company owned 34.4 hectares of brownfield and greenfield land in the cadastral municipalities of Grad, Šenčur, Cerklje na Gorenjskem, Velesovo and Zgornji Brnik. Land of 510 hectares in the area of Ljubljana’s Jože Pučnik Airport, where the company pursues its core business activities, became the property of the Republic of Slovenia (the state) during the privatisation of the company and is not disclosed in the company’s books of account. In connection with this land, an agreement on mutual relations and the establishment of general superficies was signed in March 2014 with the Ministry of Infrastructure and Spatial Planning 94 Annual Report 2014 under which the company obtained superficies on 248 hectares of land owned by the state (explained in detail in point 5.1.1 of the Financial Report). A minority of the remaining area is the airport’s functional land, which will partly be assigned to use by other users or operators of other infrastructure (Slovenia Control, the Ministry of Defence, the Ministry of the Interior, Adria Airways, Adria Airways Tehnika, etc.), while the majority of the land will remain under the management of the Ministry of Infrastructure and Spatial Planning as functional land and a secure zone. Infrastructure The increase of EUR 133,421 in infrastructure relates to the refurbishment of commercial and logistics premises intended for letting. Plant and equipment Plant and equipment in the total amount of EUR 2,097,353 was activated in 2014. The majority of this amount comprises: Rosenbauer fire-fighting vehicle with pertaining equipment Conveyor with extendible roller Snow plough and brush in euros 2014 888,600 242,204 211,950 Property, plant and equipment in acquisition As at 31 December 2014 the value of property, plant and equipment in acquisition was EUR 4,795,178. The majority of this amount comprises: in euros 2014 2,161,286 960,893 326,980 293,011 275,771 228,908 149,591 New passenger terminal T2 Sewage collector for biological treatment plant Commercial-logistics zone Car parks Renovation of the main airport apron Temperature sensons on the runway Road along airport perimeter The investment in the new T2 passenger terminal was disclosed in the company’s books of account as at 31 December 2014 in the amount of EUR 2,161,286, unchanged from 31 December 2013. The 18th general meeting of 16 September 2013 rejected the signing of the contract for the construction of T2, and the next general meeting of 13 May 2014 then decided that the company’s financial assets that had been earmarked for the construction of the terminal in the amount of EUR 35 million would be distributed to the shareholders in the form of dividends. The decision on construction was therefore left to the new owner, Fraport AG. Fraport expressed an interest in including the existing project documentation in the planning of future terminal capacity at the airport. In light of the above, and given that all the requisite permits for the construction of T2 have been obtained, the company is maintaining the investment in the new passenger terminal as 95 Annual Report 2014 active, as the project is still attainable. It is thereby maintaining the possibility of an immediate expansion in infrastructure and the strengthening of the airport’s competitive position in the international market. 5.1.3 INVESTMENTS IN ASSOCIATES Aerodrom Portorož, d.o.o. An investment in a 30.46% participating interest in Aerodrom Portorož, d.o.o. is disclosed in investments in associates. The nominal value of the investment is EUR 1,251,878. On the basis of appropriate impairment testing, the company created impairment in the entire amount in 2009. Adria Airways Tehnika, d.d. An investment in Adria Airways Tehnika, d.d., in which Aerodrom Ljubljana, d.d. holds an interest of 47.67%, is as at 31 December 2014 disclosed under current available-for-sale assets (point 5.1.6 of the Financial Report). The two investments in associates are described in detail in point 1.5.5 of the Business Report and point 4.3 and point 5.5.2 of the Financial Report. 5.1.4 NON-CURRENT FINANCIAL ASSETS Non-current financial assets Available-for-sale financial assets Long-term loans Total 2014 3,409,910 21,279 3,431,189 Non-current financial assets Available-for-sale financial assets Long-term loans Total Gross value 3,788,093 21,279 3,809,372 Non-current financial assets Available-for-sale financial assets Long-term loans Total Gross value 6,428,006 19,430 6,447,436 Change in impairment of non-current financial assets Balance as at 1 January Newly created impairments Reversal of impairment Balance as at 31 December 96 in euros 2013 6,053,227 19,430 6,072,657 Impairment 378,183 0 378,183 in euros Net value 2014 3,409,910 21,279 3,431,189 Impairment 374,779 0 374,779 in euros Net value 2013 6,053,227 19,430 6,072,657 2014 374,779 3,404 0 378,183 in euros 2013 386,036 2,861 -14,118 374,779 Annual Report 2014 Available-for-sale financial assets Available-for-sale financial assets Bonds Quoted shares Financial assets managed by banks Mutual funds Unquoted shares and participating interests Total 2014 806,911 276,837 0 1,580,792 745,370 3,409,910 in euros 2013 1,772,992 222,736 1,860,497 1,451,632 745,370 6,053,227 The book value of available-for-sale financial assets is equal to the fair value, or to the historical cost when the fair value cannot be reliably measured. The method for determining fair value for each class of available-for-sale asset is given below. Due to the financial crisis and its effect on the Slovenian capital market, there is a certain level of uncertainty relating to future events; given the current situation, it is virtually impossible to predict these events with any certainty. The fair value of securities quoted on the stock exchange (shares and bonds) is equal to the published average closing share price, while the fair value of investments in mutual funds is calculated on the basis of the published value of the unit price for each mutual fund. An investment in 5,121 shares in Gorenjska banka d.d. in the amount of EUR 629,265 is disclosed under investments in participating interests and shares not quoted on the stock exchange. There are significant uncertainties in connection with the asset, in relation to the bank’s future performance. On the basis of the comprehensive review conducted in 2013 the Bank of Slovenia instructed Gorenjska banka to draw up a capital strengthening plan by the end of January 2014 (the deadline was later extended) that will demonstrate long-term viability, and to draw up measures to cover its capital deficit. Should the bank’s actions (primarily an influx of capital from existing owners, a search for new investors, the sale of receivables and other assets, and other measures to strengthen capital adequacy) prove fruitless, it will be able to request state aid in accordance with European Commission rules. Given that the capital strengthening plan and the envisaged measures, let alone the results of the measures, are not yet known, there is significant uncertainty surrounding the bank’s future as a going concern, while there is also a lack of information about comparable transactions. In light of the above, it is assessed that the fair value of the bank as at 31 December 2014 cannot be estimated with sufficient reliability, for which reason the asset remained valued at the historical cost of EUR 122.88 per share in accordance with IAS 39.46. The historical cost of one share in Gorenjska banka was compared with the book value (the latest figure was for 31 December 2013, and was published in the bank’s audited annual report for 2013) of EUR 554 per share, for which reason the assessment is that no additional impairment of the investment is necessary. Owing to the fact that we do not have information on the basis of which we could assess their fair value, other participating interests and shares not quoted on the stock exchange (shares in Skupna pokojninska družba and a participating interest in IEDC poslovna šola Bled, d.o.o. totalling EUR 116,106) have been assessed at their historical cost. Given the available information on the operations of these companies and the amount of their capital, there is no reason to impair these two investments. 97 Annual Report 2014 Changes in 2014 Bonds Quoted shares Financial assets managed by banks Mutual funds Unquoted shares and participating interests Total 1 Jan 2014 1,772,992 222,736 1,860,497 1,451,632 745,370 6,053,227 Revaluation 298,774 54,101 79,218 129,160 0 561,253 Increase 10,284 0 0 0 0 10,284 Decrease Elimination* 1,252,142 6,880 0 0 1,939,715 0 0 0 0 0 3,191,857 6,880 Impairment 3,404 0 0 0 0 3,404 in euros Transfer from Transfer to current current financial financial assets assets 31 Dec 2014 147,102 159,815 806,911 0 0 276,837 0 0 0 0 0 1,580,792 0 0 745,370 147,102 159,815 3,409,910 * The elimination of bonds in the amount of EUR 6,880 relates to the derecognition of an investment in the subordinated bonds of Banka Celje (BCE12). The derecognition was made on the basis of Bank of Slovenia rulings on extraordinary measures pronounced on 16 December 2014 against the aforementioned bank (the banks’ liabilities from the aforementioned bonds were suspended on the basis of the ruling, which resulted in finance expenses in the amount of EUR 6,880). At the same time the derecognition of receivables for interest on the bonds (EUR 218) previously disclosed under current financial assets was charged to finance expenses. Changes in 2013 Bonds Quoted shares Financial assets managed by banks Mutual funds Unquoted shares and participating interests Total 1 Jan 2013 3,382,284 196,318 1,852,884 1,650,801 2,983,866 10,066,153 Revaluation -353,336 29,280 -23,927 -199,169 -2,238,496 -2,785,648 Increase 0 0 250,000 0 0 250,000 Decrease Elimination 134,390 1,110,883 0 0 218,460 0 0 0 0 0 352,850 1,110,883 Impairment 0 2,862 0 0 0 2,862 in euros Transfer from Transfer to current current financial financial assets assets 31 Dec 2013 136,419 147,102 1,772,992 0 0 222,736 0 0 1,860,497 0 0 1,451,632 0 0 745,370 136,419 147,102 6,053,227 The decline in bonds in the total amount of 1,252,142 relates to the sale of SEDABI 3 bonds in the amount of EUR 355,200 (which realised a capital gain of EUR 25,873) and the sale of FB 11 bonds in the amount of EUR 749,841 (the sale was at a discount of 10%, which was reflected in finance expenses in the amount of EUR 84,935), while the remaining EUR 147,102 relates to the partial redemption of SOS2E bonds (which realised a capital gain of EUR 18,241). The company also sold financial assets under management contracts in the amount of EUR 1,939,715 in 2014 for the purpose of securing the funds for dividend payments, generating a capital gain of EUR 1,119,574 and a capital loss of EUR 3,052 in so doing. in euros One to five years 806,911 0 0 0 806,911 Structure by maturity as at 31 December 2014 Bonds Quoted shares Mutual funds Unquoted shares and participating interests Total Over five years 0 276,837 1,580,792 745,370 2,602,999 Total 806,911 276,837 1,580,792 745,370 3,409,910 in euros One to five years 1,271,157 0 0 0 0 1,271,157 Structure by maturity as at 31 December 2013 Bonds Quoted shares Financial assets managed by banks Mutual funds Unquoted shares and participating interests Total Over five years 501,835 222,736 1,860,497 1,451,632 745,370 4,782,070 Total 1,772,992 222,736 1,860,497 1,451,632 745,370 6,053,227 Long-term loans Funds in the amount of EUR 21,279 deposited at a commercial bank as collateral for customs liabilities were disclosed under long-term loans as at 31 December 2014. 98 Annual Report 2014 Changes in year 1 January Increase Transfer from current financial assets Decrease Transfer to current financial assets 31 December Structure by maturity as at 31 December One to five years Total 2014 19,430 21,279 0 -3,750 -15,680 21,279 in euros 2013 40,295 0 15,000 -15,000 -20,865 19,430 2014 21,279 21,279 in euros 2013 19,430 19,430 Effect of financial assets on equity and profit or loss Effect of financial assets on equity in 2014 (changes in revaluation surplus from financial assets) Bonds Quoted shares Financial assets managed by banks Mutual funds Total Adjustment for deferred tax liabilities Revaluation of surplus from financial assets 1 Jan 2014 -257,580 105,408 1,037,304 -16,644 868,488 147,643 720,845 Transfer to Revaluation finance income 298,774 44,114 54,101 0 79,218 1,119,574 129,160 0 561,253 1,163,688 95,413 197,827 465,840 965,861 in euros Transfer to finance expenses 31 Dec 2014 84,935 82,015 0 159,509 3,052 0 0 112,516 87,987 354,040 14,958 60,187 73,029 293,853 in euros Effect of financial assets on equity in 2013 (changes in revaluation surplus from financial assets) Bonds disclosed under non-current financial assets Bonds disclosed under current financial assets Quoted shares Financial assets managed by banks Mutual funds Unquoted shares and participating interests Total Adjustment for deferred tax liabilities Revaluation of surplus from financial assets 1 Jan 2013 112,420 -35,000 76,128 924,433 182,524 2,238,495 3,499,000 524,150 2,974,850 Transfer to Revaluation finance income -353,335 16,665 35,000 0 29,280 0 -23,927 8,189 -199,168 0 -2,238,495 0 -2,750,645 24,854 -467,610 4,225 -2,283,035 20,629 99 Transfer to finance expenses 0 0 0 144,987 0 0 144,987 24,648 120,339 Effect of change in tax rate 0 0 0 0 0 0 0 70,680 -70,680 31 Dec 2013 -257,580 0 105,408 1,037,304 -16,644 0 868,488 147,643 720,845 Annual Report 2014 Effect of financial assets on profit or loss Dividends and interest on financial assets managed by banks Dividends on quoted shares Dividends on unquoted shares Interest on bonds Capital gains on sale or redemption of bonds Capital gains on sale of financial assets under management at banks Interest on long-term loans Interest on short-term loans Interest on loans to others Total revenues Interest on loans Commission on financial assets managed by banks Exchange rate differences Capital loss on sale of bonds Capital loss on sale of financial assets under management at banks Expenses from elimination of bonds Expenses from impairments of financial assets Total expenses 2014 14,718 19,910 0 63,853 44,114 1,119,574 414 165,956 80,256 1,508,795 in euros 2013 68,565 23,424 7,400 135,934 16,665 8,189 0 869,886 80,177 1,210,240 28,611 14,187 0 84,935 3,052 7,098 3,714 141,597 0 21,750 3,987 0 144,988 1,126,850 2,862 1,300,437 5.1.5 DEFERRED TAX ASSETS Deferred tax assets are the result of the offsetting of deferred tax assets and liabilities. Deferred tax assets and deferred tax liabilities Deferred tax assets Deferred tax liabilities Total 2014 961,501 -60,187 901,314 in euros 2013 1,159,475 -147,643 1,011,832 Deferred tax assets Impairment of the investment in associates (or available-for-sale assets) Impairment of other financial assets Impairment of current operating receivables Provisions for jubilee benefits and termination benefits Total 2014 665,945 64,344 110,154 121,058 961,501 in euros 2013 866,772 63,713 115,380 113,610 1,159,475 2014 60,187 in euros 2013 147,643 Deferred tax liabilities Revaluation of financial assets to fair value 100 Annual Report 2014 5.1.6 AVAILABLE-FOR-SALE ASSETS An investment in Adria Airways Tehnika d.d., in which Aerodrom Ljubljana, d.d. holds an interest of 47.67%, is disclosed under available-for-sale assets. In light of the decision by the existing owners that they are ready and determined to sell the company, and given that the sale procedure is underway and is expected to be completed within a year, the aforementioned investment is disclosed under available-for-sale assets. The nominal value is EUR 6,994,154 and the carrying amount is EUR 411,392. An impairment in the amount of EUR 3,846,785 was created in 2010 and 2011, and an impairment in the amount of EUR 2,735,977 was created in 2014. The impairment in the amount of EUR 2,735,977 was created on 30 June 2014 on the basis of indications of the impairment of the investment. In this connection the investment was impaired to the estimated fair value less selling costs, which was drawn up by the senior management. The fair value of the investment was estimated at end of the financial year, and did not differ from the assessment that formed the basis for the impairment as at 30 June 2014. The procedure to sell Adria Airways Tehnika d.d. is progressing according to plan, and is in the stage of collecting binding bids. The final consideration is not yet known. 5.1.7 CURRENT FINANCIAL ASSETS Current financial assets Short-term loans Current financial assets, excluding loans Total 2014 8,656,657 186,328 8,842,985 Current financial assets Short-term loans Current financial assets, excluding loans Total Current financial assets Short-term loans Current financial assets, excluding loans Total in euros 2013 33,198,496 783,144 33,981,640 Gross value 8,656,657 186,638 8,843,295 Value adjustment 0 310 310 in euros Net value 2014 8,656,657 186,328 8,842,985 Gross value 33,198,496 783,144 33,981,640 Value adjustment 0 0 0 in euros Net value 2013 33,198,496 783,144 33,981,640 Short-term loans in the amount of EUR 8,656,657 primarily relate to short-term deposits at banks measured at amortised cost (EUR 7,022,772), short-term loans to others (EUR 1,625,210), receivables for interest on short-term loans to others (EUR 6,594) and receivables for interest on short-term deposits at banks (EUR 2,081). The average interest rate on the bank deposits is fixed, and stands at 0.4%. The item of short-term loans to others includes a loan to Adria Airways Tehnika d.d. in the amount of EUR 1,627,364, which is secured via a lien on movable property (inventories of aircraft maintenance materials). Other current financial assets in the amount of EUR 186,328 include a portion of the principal of SOS2E bonds in the amount of EUR 159,815 (whose redemption is envisaged in 2015 under the amortisation schedules) and receivables for interest on bonds (EUR 26,513). 101 Annual Report 2014 The effect of current financial assets on the profit is presented as part of non-current financial assets (point 5.1.4 of the Financial Report). Changes in 2014 Short-term loans Current financial assets, excluding loans Total 1 January 2014 33,198,496 783,144 33,981,640 Negative foreign exchange differences 0 45 45 Increase Decrease 85,766,749 110,324,268 103,070 712,027 85,869,819 111,036,295 Transfer from Value non-current adjustment Elimination* financial assets 0 0 15,680 310 217 159,815 310 217 175,495 in euros Transfer to non-current financial assets 31 Dec 2014 0 8,656,657 147,102 186,328 147,102 8,842,985 Transfer from non-current Elimination financial assets 0 20,865 15,967 147,102 15,967 167,967 in euros Transfer to non-current financial assets 31 Dec 2013 15,000 33,198,496 136,419 783,144 151,419 33,981,640 * Note 5.1.4 - Available-for-sale financial assets Changes in 2013 Short-term loans Current financial assets, excluding loans Total 1 January 2013 31,777,687 865,165 32,642,852 Foreign Value exchange adjustment differences 0 3,986 35,000 4 35,000 3,990 Increase 79,166,985 1,539,079 80,706,064 Decrease 77,748,055 1,650,812 79,398,867 in euros Structure by maturity as at 31 December 2014 Short-term loans Current financial assets, excluding loans Total Up to three Three months months to one year 7,010,779 1,645,878 43 186,285 7,010,822 1,832,163 Structure by maturity as at 31 December 2013 Short-term loans Current financial assets, excluding loans Total Up to three Three months months to one year 30,903,496 2,295,000 636,042 147,102 31,539,538 2,442,102 Total 33,198,496 783,144 33,981,640 2014 0 310 310 in euros 2013 0 0 0 Total 8,656,657 186,328 8,842,985 in euros Change in value adjustment to current financial assets Balance as at 1 January Newly created value adjustments Balance as at 31 December 5.1.8 CURRENT OPERATING RECEIVABLES Current operating receivables Current trade receivables Current receivables for advances Current trade receivables from others Total 2014 3,989,311 15,591 138,701 4,143,603 102 in euros 2013 2,945,987 1,020,731 245,316 4,212,034 Annual Report 2014 Current trade receivables Current domestic trade receivables Current trade receivables from rest of world Total 2014 2,944,792 1,044,519 3,989,311 Current trade receivables Current domestic trade receivables Current trade receivables from rest of world Total Gross value 3,338,944 1,304,042 4,642,986 Value adjustment -394,152 -259,523 -653,675 in euros 2013 2,014,955 931,032 2,945,987 in euros Net value 2014 2,944,792 1,044,519 3,989,311 The majority of current domestic trade receivables comprises receivables from Adria Airways d.d., which are secured by means of an agreement on fiduciary cession of 28 January 2014 (a new agreement was signed on 17 February 2015). Changes in impairment of receivables Balance as at 1 January Newly created impairments of receivables Payments received of already impaired receivables Receivables written off Balance as at 31 December Structure of receivables - gross value by maturity Non-past-due receivables Receivables up to 3 months in arrears Receivables 3 months to 1 year in arrears Receivables more than 1 year in arrears Total Structure of receivables - net value by maturity Non-past-due receivables Receivables up to 3 months in arrears Receivables 3 months to 1 year in arrears Receivables more than 1 year in arrears Total Current receivables for advances Advances for working capital Advances for property, plant and equipment Total 103 2014 693,924 25,210 -20,963 -44,496 653,675 in euros 2013 692,009 87,190 -57,479 -27,796 693,924 2014 2,813,704 1,041,851 158,442 628,989 4,642,986 in euros 2013 2,454,566 403,799 148,547 632,999 3,639,911 2014 2,813,074 1,039,789 136,423 25 3,989,311 in euros 2013 2,453,960 395,991 91,167 4,869 2,945,987 2014 15,591 0 15,591 in euros 2013 45,038 975,693 1,020,731 Annual Report 2014 Current operating receivables from others Receivables for input VAT Other current receivables Total 2014 93,762 44,939 138,701 in euros 2013 196,798 48,518 245,316 5.1.9 SHAREHOLDER EQUITY Shareholder equity amounted to EUR 92,781,304 as at 31 December 2014, down 25.6% or EUR 32,003,701 on 31 December 2013. It accounted for 87.5% of total equity and liabilities (compared with 95.2% as at 31 December 2013). The decline was related to the general meeting resolution approving the payment of dividends for 2013 in the amount of EUR 34,972,826 (the dividend payment was made in July 2014). The company did not hold any shares in treasury or any authorised capital as at 31 December 2014, and the general meeting did not pass any resolution to increase the share capital. The changes in equity in 2014 and 2013 are disclosed in the statement of changes in equity (point 3.4 of the Financial Report). Share capital Preference participating no-par value shares Ordinary freely transferable no-par value shares Total Number of shares 1,860,298 1,936,229 3,796,527 Percentage of share Nominal value of share capital capital in euros 49 7,762,887 51 8,079,739 100 15,842,626 The amount of issued share capital was unchanged from 31 December 2013, as were the number and classes of shares. All issued shares are paid up in full and are bearer securities. Ordinary no-par value shares are freely transferable, and have been traded on the Ljubljana Stock Exchange since October 1997. Participating preference no-par value shares have limited voting rights. These shares may be converted to ordinary shares on the holder’s written request. A decision in this regard is made by the company’s general meeting of shareholders pursuant to the procedure set out in Articles 316 and 329 of the Companies Act. The approval of the holders of participating preference no-par value shares is required for a resolution on the restriction or revocation of preference to be valid. A decision in this regard is made at a separate meeting through an extraordinary resolution, requiring a majority of at least three-quarters of shareholder votes. The ownership of the shares and the changes in ownership are described in point 1.2 and point 4 of the Business Report. In accordance with Article 8 of the company’s Articles of Association, participating preference no-par value shares are entitled to a dividend comprising a fixed portion and a variable portion. The fixed portion of the dividend amounts to 1% of the value of share capital pertaining to participating preference no-par value shares plus the general capital revaluation adjustment, while the variable portion is equal to the dividend for ordinary shares. The dividend for participating preference no-par value shares is equal to the dividend for ordinary no-par value shares, if the net profit for the financial year is less than or equal to 1% of the nominal value of share capital plus the general capital revaluation adjustment. The book value of a share as at 31 December 2014 was EUR 24.44, down 25.6% on 31 December 2013 (in connection with the dividend payment for 2013). 104 Annual Report 2014 The company’s shareholders that held a qualifying holding as at 31 December 2014 in accordance with the ZPre-1 are disclosed in point 2.5 of the Business Report (Information provided under the sixth paragraph of Article 70 of the Companies Act (ZGD-1)). Share premium Share premium in the amount of EUR 24,287,659 was formed on the basis of the elimination of the general share shareholder equity revaluation adjustment. Profit reserves Profit reserves Legal reserves Reserves under the Articles of Association Other profit reserves Total 2014 4,013,029 12,039,085 27,881,760 43,933,874 in euros 2013 4,013,029 12,039,085 62,677,098 78,729,212 Other profit reserves were reduced by EUR 34,795,337 in connection with the payment of dividends for 2013 in the amount of EUR 34,972,826. Revaluation surplus The revaluation surplus amounted to EUR 96,059 as at 31 December 2014. EUR 293,853 relates to the revaluation surplus on available-for-sale financial assets (deferred tax liabilities have already been deducted from the aforementioned sum), while EUR 197,794 comprises the unrealised actuarial loss on post-employment benefits (see note in point 5.1.10 of the Financial Report). The changes in the revaluation surplus on available-for-sale financial assets are disclosed in point 5.1.4 of the Financial Report (Effect of financial assets on equity and profit or loss), whereby the decline in the figure relative to 31 December 2013 is primarily the result of the sale of financial assets under management contracts (see note in point 5.1.4 of the Financial Report - Available-for-sale financial assets). Retained earnings Retained earnings in the amount of EUR 8,621,086 comprise part of the distributable profit for 2013 in the amount of EUR 5,027,124 that remained undistributed under the general meeting resolution of 13 May 2014, and net profit from 2014 in the amount of EUR 3,593,911. Net profit and earnings per share The company generated a net profit of EUR 3,593,911 in 2014. 105 Annual Report 2014 Basic earnings per share Net profit for ordinary shareholders (in euros) Average number of ordinary shares Basic earnings per share (in euros)* 2014 1,732,609 1,936,229 0.89 in euros 2013 2,548,851 1,936,229 1.32 * The calculation of basic earnings per share for 2014 and 2013 has been made under the assumption that the entire net profit generated in a given year is earmarked for dividend payments. Diluted earnings per share Net profit (in euros) Average number of all shares* Diluted earnings per share (in euros) 2014 3,593,911 3,796,527 0.95 in euros 2013 5,194,384 3,796,527 1.37 * In order to calculate diluted earnings per share, participating preference no-par value shares that can be exchanged for ordinary no-par value shares were defined as potential ordinary no-par value shares. Because the principle of the exchangeability of participating preference shares for ordinary no-par value shares has not been agreed with the owner of the participating preference shares, i.e. there is no clear exchange ratio, the calculations in the table are for information purposes only, and assume a 1:1 exchange ratio. Distributable profit The company generated its distributable profit in accordance with the Companies Act. The general meeting decides on the use of the distributable profit on the basis of a proposal by the Management Board and the Supervisory Board. Formation of distributable profit Net profit for the period - creation of other profit reserves + release of other profit reserves + retained earnings = distributable profit - to dividends = remaining distributable profit 2014 3,593,911 0 0 5,027,174 8,621,085 in euros 2013 5,194,384 0 34,795,337 10,279 40,000,000 34,972,826 5,027,174 The Management Board will propose to the general meeting of shareholders that the distributable profit for 2014 in the amount of EUR 8,621,085 remain undistributed. The final use of distributable profit will be discussed at the 21th general meeting. 5.1.10 PROVISIONS AND NON-CURRENT ACCRUALS AND DEFERRED INCOME The company disclosed the following items in provisions and non-current accruals and deferred income in the total amount of EUR 1,359,847: 106 Annual Report 2014 provisions for termination benefits and jubilee benefits for employees, the necessary level of which was determined through actuary calculations (EUR 1,244,604), non-current deferred income in the amount of EUR 115,243 for grants received in 1993 and 1994 from the Slovenian state budget for property, plant and equipment; the amount of the reduction is the depreciation charge for these assets in 2014 (the company disclosed other operating revenues in the same amount). Provisions for termination benefits and jubilee benefits were created in the amount of estimated future commitments for termination benefits and jubilee benefits, discounted to the balance sheet date. The calculation was made for each employee, taking into account the costs of termination benefits and the cost of all expected jubilee benefits until retirement. The calculation allows for growth in the amounts of retirement benefits and jubilee benefits set out in the decree on the treatment of the reimbursement of costs and other employment earnings for tax purposes in the amount of 1.3% in 2015, 1.8% in 2016 and 3% annually from 2017 onwards.10 The planned turnover in the workforce at the company and the forecast growth in wages at the company were taken into account. The selected annual discount rate is 2.1%, in accordance with the majority owner’s guidelines with regard to applied discount rates. The calculation was drawn up by a certified actuary using the projected unit method. Balance as at 1.1.2014 321,853 610,217 202,472 1,134,542 Changes in 2014 Provisions for jubilee benefits Provisions for termination benefits Non-current accruals and deferred income (deferred income) Total Utilisation 27,115 0 87,229 114,344 Formation 89,143 52,712 0 141,855 in euros Unrealised actuarial Balance as loss at 31.12.2014 0 383,881 197,794 860,723 0 115,243 197,794 1,359,847 in euros Balance as at 1.1.2013 318,032 561,880 240,405 309,533 1,429,850 Changes in 2013 Provisions for jubilee benefits Provisions for termination benefits Provisions for supplementary pensions insurance of fire-fighters Non-current accruals and deferred income (deferred income) Total Utilisation 25,274 0 229,878 107,061 362,213 Formation 29,095 48,337 0 0 77,432 Balance as Reversal at 31.12.2013 0 321,853 0 610,217 10,527 0 0 202,472 10,527 1,134,542 in euros Structure by maturity as at 31 December 2014 Provisions for jubilee benefits Provisions for termination benefits Non-current accruals and deferred income (deferred income) Total Up to one year 31,263 39,259 35,116 105,638 One to five years 98,908 107,890 30,350 237,148 Over five years 253,710 713,574 49,777 1,017,061 Structure by maturity as at 31 December 2013 Provisions for jubilee benefits Provisions for termination benefits Non-current accruals and deferred income (deferred income) Total Up to one year 26,693 24,874 87,229 138,796 One to five years 98,231 89,472 65,467 253,170 Over five years 196,929 495,871 49,776 742,576 Total 383,881 860,723 115,243 1,359,847 in euros Total 321,853 610,217 202,472 1,134,542 The assumption is that the bases will change in line with the assumed growth in the average wage in Slovenia, as the actual intentions of legislators with regard to the amounts set out in the aforementioned decree are unknown. 10 107 Annual Report 2014 5.1.11 NON-CURRENT OPERATING LIABILITIES Non-current operating liabilities Liabilities under the general agreement on superficies* Municipal charge for North Car Park Liabilities for superficies for aircraft maintenance infrastructure Liabilities for superficies for part of apron* Other non-current operating liabilities Total 2014 6,759,260 345,604 73,812 0 41,686 7,220,362 in euros 2013 0 345,604 69,560 327,859 58,183 801,206 2014 2,053,385 1,124,914 in euros 2013 2,457,878 1,015,227 497,491 387,190 308,009 122,305 44,923 4,538,217 460,554 0 95,466 89,995 45,926 4,165,046 * Note 5.1.1 5.1.12 CURRENT OPERATING LIABILITIES Current operating liabilities Current trade payables Current liabilities to employees Current liabilities for advances received and security deposits received and retained Current portion of liabilities under the general agreement on superficies* Current liabilities for income tax expense Current liabilities for unpaid dividends Other current liabilities Total * Note 5.1.1 Current liabilities for advances received and security deposits received and retained in the total amount of EUR 497,491 include EUR 452,790 for retained security deposits (the contractually agreed retention of payments of trade payables for property, plant and equipment as a performance bond). Current liabilities to employees in the amount of EUR 1,124,914 relate to wages, reimbursements for transport and food expenses and liabilities for employer’s contributions for the month of December 2014 paid in January 2015. Current trade payables Domestic trade payables Trade payables to rest of world Total Current trade payables Trade payables for property, plant and equipment Trade payables for working capital Total 108 2014 1,749,250 304,135 2,053,385 in euros 2013 2,318,419 139,459 2,457,878 2014 809,871 1,243,514 2,053,385 in euros 2013 903,718 1,554,160 2,457,878 Annual Report 2014 The trade payables disclosed as at 31 December 2014 had not yet matured for payment. in euros Structure by maturity as at 31 December 2014 Current trade payables Current liabilities for advances received and security deposits received and retained Current liabilities to employees Current portion of liabilities under the general agreement on superficies* Current liabilities for income tax expense Current liabilities for unpaid dividends Other current liabilities Total Up to three Three months months to one year 2,053,385 0 82,325 1,124,914 387,190 79,858 122,305 44,923 3,894,900 415,166 0 0 228,151 0 0 643,317 Total 2,053,385 497,491 1,124,914 387,190 308,009 122,305 44,923 4,538,217 in euros Structure by maturity as at 31 December 2013 Current trade payables Current liabilities for advances received and security deposits received and retained Current liabilities to employees Current liabilities for income tax expense Current liabilities to the government institutions Current liabilities for unpaid dividends Other current liabilities Total Up to three Three months months to one year 2,231,314 226,564 98,109 1,015,227 78,093 0 89,995 45,926 3,558,664 362,445 0 17,373 0 0 0 606,382 Total 2,457,878 460,554 1,015,227 95,466 0 89,995 45,926 4,165,046 5.1.13 CONTINGENT ASSETS AND LIABILITIES The following are disclosed in off-balance-sheet records: contingent assets in the amount of two undrawn revolving loans in the amount of EUR 15,000,000; contingent assets from received guarantees in the amount of EUR 1,938,788 and received bills of exchange in the amount of EUR 114,472 (these primarily relate to warranty bonds); contingent assets from default interest charged to customers in the amount of EUR 54,875; contingent liabilities for sureties issued in the amount of EUR 15,037,619 (EUR 15,000,000 relates to bills of exchange for securing liabilities from revolving loans raised); contingent liabilities for bank guarantees in the amount of EUR 62,619 (these primarily relate to contractual performance bonds and to collateral for customs liabilities). 109 Annual Report 2014 5.2 NOTES TO THE INCOME STATEMENT 5.2.1 NET SALES REVENUE Net sales revenue Revenues from domestic sales of services Revenues from sales of services to the rest of the world Revenues from domestic sales of materials Total 2014 22,218,357 9,606,561 2,600 31,827,518 in euros 2013 21,502,284 9,483,235 1,225 30,986,744 5.2.2 OTHER OPERATING REVENUES The company discloses the following under other operating revenues in the amount of EUR 221,108: revenues in the amount of EUR 87,229 from a reduction in non-current deferred income (see note in point 5.1.10 of the Financial Report); revenues in the amount of EUR 88,688 relating to gains realised in the sale of property, plant and equipment; revenues in the amount of EUR 20,963 for payments received for receivables for which impairments had been created in previous years; revenues in the amount of EUR 7,808 from fines and compensation received; revenues in the amount of EUR 7,000 from projects co-financed by the EU, miscellaneous operating revenues in the amount of EUR 9,420. 5.2.3 COSTS OF MATERIALS Costs of materials Electricity Non-durables Motor fuel Materials for current maintenance Heating oil Small inventory (work clothes and protective means) Other costs of materials Total 2014 510,757 241,324 202,814 177,930 158,805 154,237 127,749 1,573,616 110 in euros 2013 561,053 263,084 229,102 187,922 291,706 80,473 132,750 1,746,090 Annual Report 2014 5.2.4 COSTS OF SERVICES 2014 1,622,123 956,708 866,493 479,700 396,986 376,728 372,696 279,146 229,196 218,884 178,783 160,555 157,488 108,183 412,999 6,816,668 in euros 2013 1,573,521 982,751 871,009 479,467 360,926 346,111 358,002 272,194 204,997 209,376 166,968 151,220 146,593 101,176 416,903 6,641,214 2014 8,750,706 1,486,174 330,982 120,898 104,806 1,391,458 12,185,024 in euros 2013 8,359,208 1,427,975 308,048 84,329 77,959 1,384,049 11,641,568 Wages Employee wages Wage compensation Total 2014 7,527,391 1,223,315 8,750,706 in euros 2013 7,161,211 1,197,997 8,359,208 Social security costs Compulsory pension and disability insurance Other social security levies Total 2014 847,213 638,961 1,486,174 in euros 2013 818,976 608,999 1,427,975 Cost of services Security costs Maintenance costs Advertising costs Services related to the performance of the company's basic activity Intellectual services Work through students service Services of the Civil Aviation Agency Insurance premiums Rents Healthcare services Reimbursement of work-related costs Supervisory board costs Software maintenance Costs of the business lounge Other services Total 5.2.5 LABOUR COSTS Labour costs Wages Social security costs Supplementary pension insurance Already included costs of unused leave as at 31 December Creation of provisions for termination benefits and jubilee benefits Other employee costs Total 111 Annual Report 2014 Other employee costs Travel expenses Employee meals Annual leave payment Other labour costs Total 2014 443,142 527,842 325,064 95,410 1,391,458 in euros 2013 425,192 514,332 317,970 126,555 1,384,049 2014 372,492 4,115,867 4,488,359 in euros 2013 190,687 4,328,639 4,519,326 2014 110,766 30,928 30,023 25,168 16,805 75,785 289,475 in euros 2013 164,706 27,620 229 87,190 248,042 57,179 584,966 5.2.6 DEPRECIATION AND AMORTISATION Depreciation and amortisation Amortisation of intangible assets Depreciation of property, plant and equipment Total 5.2.7 OTHER OPERATING EXPENSES Other operating expenses Compensation for the use of building right* Donations Value adjustments to inventories Creation of impairments of receivables Losses through disposal of fixed assets Other expenses Total * In addition to the fee for the use of building land in the amount of EUR 106 thousand, tax on high-value real estate in the amount of EUR 59 thousand was also paid in 2013. 5.2.8 FINANCE INCOME AND EXPENSES Finance income Capital gains* Interest on financial assets Dividends Other interest Exchange rate differences and cent roundings Total 2014 1,163,688 319,874 25,233 11,693 4,346 1,524,834 * Note 5.1.4 - Available-for-sale financial assets 112 in euros 2013 24,852 1,115,035 70,350 42,855 12,403 1,265,495 Annual Report 2014 Finance expenses Impairment of the investment in Adria Airways Tehnika, d.d.* Interest on superficies Capital loss on sale of bonds** Interest on provisions Interest on loans Fees and commission paid to banks for financial assets under management Impairment of financial assets Capital loss on sale of financial assets under management at banks** Exchange rate differences and cent roundings Interest on operating liabilities Elimination of bonds** Total 2014 2,735,977 321,882 84,935 38,811 28,611 14,187 3,714 3,052 2,463 148 7,098 3,240,878 in euros 2013 0 20,815 0 0 0 21,750 2,862 144,988 12,260 1,097 1,126,850 1,330,622 2014 1,187,554 197,975 1,385,529 in euros 2013 957,339 -84,823 872,516 2014 5,226 in euros 2013 -325 -7,448 200,197 0 197,975 -2,285 1,631 -83,844 -84,823 * Note 5.1.6 - Available-for-sale assets ** Note 5.1.4 - Available-for-sale financial assets 5.2.9 INCOME TAX EXPENSE AND DEFERRED TAX Income tax expense and deferred tax Income tax expense levied Deferred tax Total Effect of deferred tax on performance Change in deferred tax receivables from impairment of trade receivables Change in deferred tax receivables from provisions for jubilee benefits and employee termination benefits Change in deferred tax receivables from impairment of financial assets Effect of change in tax rate Total 113 Annual Report 2014 Effective income tax expense rate Pre-tax profit Anticipated income tax expense at 17% rate Reduction in revenues Increase/decrease in expenses Tax relief Transition to IFRS Other adjustments Deferred tax Income tax expense Effective tax rate 2014 4,979,440 846,505 -6,948 563,549 -211,111 -4,610 169 197,975 1,385,529 27.8 % in euros 2013 6,066,900 1,031,373 -17,578 94,417 -146,966 -4,297 390 -84,823 872,516 14.4 % 5.2.10 OTHER COMPREHENSIVE INCOME FOR THE PERIOD Changes in financial assets that result in other comprehensive income are explained under non-current financial assets (note in point 5.1.4 - Effect of financial assets on equity and profit or loss). The unrealised actuarial loss from the restatement of liabilities for employee termination benefits in the amount of EUR 197,794 is included in other comprehensive income (note 5.1.10). 5.2.11 SEGMENT REPORTING The company reports for the operating segments of airport services, ground handling services and commercial services. Other services comprise revenues and expenses of those activities that account for less than 10% of total revenues. Direct operating revenues and expenses and indirect operating expenses are recorded for each operating segment. The latter relate to the costs of support activities and administration that can be allocated to an individual operating segment on a reasonable basis. Support activities include the rescue and fire fighting department, maintenance, winter and construction and utilities maintenance services, aero-engineering and certain other less significant support activities. The highest of these costs is the rescue and fire fighting department, the majority of which is charged to airport services. The item “other costs” comprises labour costs comprises labour costs that are indirectly charged to airport services (from ground handling services and commercial services). Administrative costs include the costs of the governance and management of the company, the commercial division, the ground handling and operations, the financial accounting division, and the general division. Assets and liabilities are not monitored by operating segment. For the purposes of segment reporting they are allocated across segments in proportion to the operating revenues generated. 114 Annual report 2014 in euros 2014 Ground handling Commercial services services 5,717,248 9,342,066 Operating revenues TOTAL COMPANY 32,048,626 Airport services 16,466,859 Operating expenses Costs of materials Costs of services Labour costs Depreciation/amortisation Impairments of receivables Other operating expenses 25,353,142 1,573,617 6,816,668 12,185,024 4,488,359 25,168 264,306 6,131,839 280,997 2,606,105 952,408 2,261,943 0 30,386 6,469,445 466,428 982,739 4,682,950 334,612 0 2,716 6,695,484 10,335,020 0 0 0 0 2013 Ground handling Commercial services services 5,974,657 8,855,794 Other 522,453 TOTAL COMPANY 31,265,191 Airport services 15,854,267 2,808,935 284,845 708,834 791,661 1,020,167 0 3,428 9,942,923 541,347 2,518,990 5,758,005 871,637 25,168 227,776 25,133,164 1,746,090 6,641,214 11,641,568 4,519,326 88,382 496,584 6,408,402 296,363 2,582,755 917,372 2,374,156 0 237,756 6,400,931 428,532 941,127 4,512,786 511,600 1,192 5,694 2,615,073 287,979 630,119 786,897 910,078 0 0 9,708,758 733,216 2,487,213 5,424,513 723,492 87,190 253,134 -752,197 6,533,131 -9,420,470 6,132,027 9,445,865 -426,274 6,240,721 -9,128,285 -7,132,703 -2,920,295 -1,496,235 -2,716,173 -449,147 -354,019 1,340,769 -1,435,897 -1,432,610 -475,606 155,466 -1,112,470 9,014,460 3,749,920 0 5,264,540 0 0 0 0 -7,037,892 -3,102,604 -1,465,766 -2,469,522 -391,385 -341,152 1,326,545 -1,376,778 -1,326,337 -489,761 139,221 -975,797 8,755,614 3,933,517 0 4,822,097 6,695,484 3,202,317 -1,201,344 5,100,521 -406,010 6,132,027 2,407,973 -817,659 4,914,384 -372,671 Revenues of the significant partner 12,026,462 8,947,550 2,851,678 170,900 56,334 12,026,462 8,947,550 2,851,678 170,900 56,334 Non-current assets as at 31.12.* Current assets as at 31.12.* Non-current liabilities as at 31.12.* Current liabilities as at 31.12.* 92,288,385 13,847,226 8,580,209 4,713,911 47,418,564 7,114,823 4,408,585 2,422,048 16,463,594 2,470,247 1,530,649 840,928 26,901,752 4,036,419 2,501,102 1,374,089 1,504,475 225,736 139,874 76,846 91,930,837 39,096,444 1,935,748 4,306,528 46,617,212 19,825,417 981,599 2,183,797 17,567,627 7,471,179 369,914 822,961 26,039,200 11,073,979 548,296 1,219,814 1,706,798 725,869 35,939 79,956 Operating profit I. Transfer of costs Support activities Other costs Administrative costs Operating profit II. * In accordance with adopted guidelines (point 4.3 of the Financial Report - Segment reporting) assets and liabilities as at 31 December are allocated to operating segments in proportion to operating revenues. 115 Other 580,473 Annual Report 2014 5.3 NOTES ON THE CASH FLOW STATEMENT The cash flow statement is compiled using the indirect method on the basis of balance sheet items as at 31 December 2014 and 31 December 2013, the income statement for 2014, and additional data necessary for the adjustment of revenue and expenses. Pre-tax profit is adjusted for those revenue and expense items that affect profit or loss but are not part of the cash flow. It is evident from the cash flow statement that the company generated EUR 9,079,978 of cash flow from operating activities, which together with the inflows from investing activities in the amount of EUR 104,106,855 was used to cover the outflows from investing activities (EUR 78,539,014) and outflows from financing activities (EUR 34,969,127; primarily relates to dividend payment in the amount of EUR 34,940,516). Significant increases or decreases in individual items that impacted the company's cash flow are evident from disclosures in the income statement, balance sheet and statement of changes in equity. The company disclosed cash on transaction accounts in cash and cash equivalents. 5.4 FINANCIAL RISKS The management of financial risks is explained in the risk management section in point 5 of the Business Report. Credit risk Company’s exposure to credit risk Non-current financial assets Current financial assets Non-current operating receivables Current operating receivables Cash and cash equivalents Total 2014 3,431,189 8,842,985 59,873 4,143,603 62,996 16,540,646 in euros 2013 6,072,657 33,981,640 59,873 4,212,034 381,781 44,707,985 The largest total exposure to credit risk in the company’s financial assets as at 31 December 2014 stood at EUR 16,540,646. Investments in financial assets in the amount of EUR 12,274,174 constitute the largest element of these assets, of which EUR 3,431,189 is non-current assets and EUR 8,842,985 is current assets. Financial assets (including an age/maturity breakdown and details of impairments created) are explained in points 5.1.4, 5.1.6, 5.1.7 and 5.1.8 of the Financial Report. Liquidity risk Liquidity risk is managed by the continual planning of cash flows, the coordination of the maturity of receivables and liabilities, and a well-considered investment policy. The company is free of debt, and generates stable cash flows from operating activities. Interest rate risk The company’s exposure to changes in market interest rates is low. The company has no interest-bearing liabilities, while its investments in financial assets are adequately diversified. 116 Annual Report 2014 Fair value The financial assets and liabilities disclosed in the table below are, with the exception of available-for-sale financial assets, measured at historical cost or amortised cost, which is assumed to be the same as the fair value of the assets or liabilities. The book value of available-for-sale financial assets is the same as the fair value. These financial assets are allocated into following hierarchies: Level 1: financial assets valued at quoted prices in an active market as at the final day of the accounting period, Level 3: financial assets whose value cannot be obtained from market observables; the majority of this category (EUR 629,265) relates to shares in Gorenjska banka d.d. that in connection with the note in point 5.1.4 of the Financial Report (Available-for-sale financial assets) are valued at historical cost, but the category also includes shares in Skupna pokojninska družba and a participating interest in IEDC Poslovna šola Bled d.o.o., in the total amount of EUR 116,106 (valued at historical cost because there was no information based on which their fair value could be estimated; in light of the available information about the performance of these two companies and the amount of their capital there is no basis for the impairment of the assets). Classification of financial instruments at fair value as at 31 December 2014 Investments in associates Non‒current financial assets ‒ available‒for‒sale financial assets Bonds Quoted shares Mutual funds Unquoted shares and participating interests Non‒current financial assets ‒ long‒term loans Non‒current operating receivables Available‒for‒sale assets Current financial assets ‒ available‒for‒sale financial assets - bonds Other current financial assets Current operating receivables Non‒current operating liabilities Current operating liabilities Classification of financial instruments at fair value as at 31 December 2013 Investments in associates Non‒current financial assets ‒ available‒for‒sale financial assets Bonds Quoted shares Financial assets managed by banks Mutual funds Unquoted shares and participating interests Non‒current operating receivables Current financial assets ‒ available‒for‒sale financial assets - bonds Other current financial assets Current operating receivables Non‒current operating liabilities Current operating liabilities 117 Level 1 0 2,664,540 Level 3 0 745,370 in euros Total 0 3,409,910 806,911 276,837 1,580,792 0 0 0 0 745,370 806,911 276,837 1,580,792 745,370 0 0 0 159,815 0 0 0 0 21,279 59,873 411,392 0 8,683,170 4,143,603 7,220,362 4,538,217 21,279 59,873 411,392 159,815 8,683,170 4,143,603 7,220,362 4,538,217 Level 1 0 5,307,857 Level 3 3,147,369 745,370 in euros Total 3,147,369 6,053,227 1,772,992 222,736 1,860,497 1,451,632 0 0 0 0 1,772,992 222,736 1,860,497 1,451,632 0 745,370 745,370 0 147,102 0 0 0 0 59,873 0 33,834,538 4,212,034 801,206 4,165,046 59,873 147,102 33,834,538 4,212,034 801,206 4,165,046 Annual Report 2014 5.5 OTHER EXPLANATORY NOTES 5.5.1 SIGNIFICANT EVENTS AFTER THE END OF 2014 At the 20th ordinary session of the general meeting (19 January 2015) convened at the request of the majority shareholder Fraport AG Frankfurt Airport Services Worldwide, shareholders voted in favour of the transfer of the remaining AELG shares held by minority shareholders to the principal shareholder. The consideration paid to minority shareholders for the transfer of the shares was EUR 61.75 per share, the same as the price offered in the takeover bid. 5.5.2 RELATED PARTIES Until the change in the ownership of Aerodrom Ljubljana, d.d. in October 2014 (described in detail in point 1.2 of the Business Report), as the company’s majority shareholder the Republic of Slovenia was also a related party in addition to the associates, the members of the Supervisory Board and the members of the Management Board. Transactions with related parties are concluded under market terms. Since the change in ownership, all companies in the Fraport Group have been related parties, although there were no transactions executed with related parties between the change in ownership and the end of the year. Transactions with associates The two associates are Adria Airways Tehnika, d.d. and Aerodrom Portorož, d.o.o. The two investments in associates are described in detail in points 4.3 and 5.1.3 of the Financial Report. Operating receivables and liabilities, operating revenues and expenses Liabilities 31.12.2014 0 0 0 Transactions with associates Aerodrom Portorož, d.o.o. Adria Airways Tehnika, d.d. Total Receivables 31.12.2014 0 214,569 214,569 in euros Expenses Revenues 1.‒12.2014 1.‒12.2014 0 17,637 90 441,686 90 459,323 Receivables for loans granted Receivables from loans in the amount of EUR 4,440 from Aerodrom Portorož, d.o.o. and EUR 1,627,364 from Adria Airways Tehnika, d.d. were disclosed under current financial assets as at 31 December 2014. The loan to Adria Airways Tehnika, d.d. is secured via a lien on movable property (inventories of aircraft maintenance materials). Transactions with the Slovenian government, state bodies and undertakings over which the government exercises control or significant influence Before the change in ownership, the Republic of Slovenia, government authorities and companies in which the government has a controlling or significant influence were related parties of Aerodrom Ljubljana, d.d. during the first nine months of 2014, for which reason we have reported only on revenues and expenses realised with these business partners in the aforementioned period. 118 Annual Report 2014 Transactions with the Slovenian government, state bodies and government-owned undertakings Slovenian government and state bodies Adria Airways, d.d. Total Expenses 1.‒9.2014 527,603 75,874 603,477 in euros Revenues 1.‒9.2014 1,793,205 9,780,609 11,573,814 The receivables from Adria Airways d.d. are secured by means of an agreement on fiduciary cession of 28 January 2014 (a new agreement was signed on 17 February 2015). The company does business with other undertakings, bodies and agencies under the majority or minority ownership of the Republic of Slovenia. All such transactions are concluded under normal market terms, under which transactions with other parties are concluded. The company does not monitor transactions with these business partners in a manner that differs in any way from the monitoring of transactions with other partners, and as a result this information is not disclosed. Ownership of associated individuals as at 31 December 2014 This disclosure is stated in point 4 of the Business Report. Relations with members of the Management Board and Supervisory Board in euros Gross receipts of the Management Board in 2014 Zmago Skobir Bernarda Trebušak Dr Iztok Podbregar Total Fixed earnings 107,922 100,025 99,572 307,519 Variable earnings* 29,692 27,479 6,022 63,193 Benefits** 1,410 1,381 5,932 8,723 Reimbursement of meal allowance 1,261 1,218 1,335 3,814 Annual leave allowance 789 789 789 2,367 Total 141,074 130,892 113,650 385,616 * Includes 50% of the variable earnings for 2011, payment of which was deferred for a period of two years under the Act Governing the Remuneration of Managers and was made in 2014, and 50% of the variable earnings for 2013. ** Includes the use of company vehicles for private purposes (EUR 8,246), accident insurance (EUR 128), liability insurance (EUR 3) and health insurance with medical assistance abroad (EUR 346 evrov). in euros Gross receipts of the Supervisory Board in 2014* Milan Perović Peter Grašek Peter Marn Nina Mauhler Tadeja Strupi Drago Čotar Total Fees for participation at meetings 5,115 6,435 5,775 6,160 5,115 5,500 34,100 * Includes remuneration for work on Supervisory Board Committees. 119 Reimbursement Payment for of travel holding office expenses 19,200 18,614 18,029 16,214 14,400 14,400 100,857 269 1,670 321 1,776 16 0 4,052 Total 24,584 26,719 24,125 24,150 19,531 19,900 139,009 Annual Report 2014 5.5.3 DISCLOSURE IN ACCORDANCE WITH POINTS 12 AND 13 OF ARTICLE 69 OF THE ZGD-1 The company did not have, nor does it have, any business operations that have not been disclosed in the balance sheet and that would, in light of the risks and benefits arising there from, be material for assessing the financial position of the company. The company also did not have, nor does it have, any transactions with associated parties that could be regarded as material and that have not been performed under market conditions. 5.5.4 EARNINGS OF EMPLOYEES IN 2014 ON THE BASIS OF A CONTRACT TO WHICH THE TARIFF PORTION OF THE COLLECTIVE AGREEMENT DOES NOT APPLY in euros 2014 821,042 10,919 11,048 843,009 Wages Benefits* Annual leave allowance Total * Includes the private use of company vehicles (EUR 9,178), accident insurance (EUR 477), liability insurance (EUR 15), benefits for travel expenses (EUR 34), health insurance with medical assistance abroad (EUR 669) and benefits for a gift (EUR 546). The earnings cited in the above table do not include the remuneration of the company’s Management Board. 5.5.5 TOTAL PAYMENTS TO AUDITORS In 2014 the company paid EUR 43,250 for auditing and EUR 10,080 for advisory services. 120
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