Annual Financial Report
for the year
January 1 - December 31, 2023
The information contained in this Annual Financial Report has been translated from the original
Annual Financial Report that has been prepared in the Greek language. In the event that
differences exist between this translation and the original Greek language Annual Financial
Report, the Greek language Annual Financial Report will prevail over this document.
TABLE OF CONTENTS
I. Board of Directors’ Annual Report including the Corporate Governance
II. Independent Auditor’s Report
III. Financial Statements for the year January 1 - December 31, 2023
IV. Report on use of funds raised
V. Agreed upon procedures report on the report of use of funds raised
I. Board of Directors’ Annual Report including the Corporate Governance
Statement
BOARD OF DIRECTORS’ ANNUAL REPORT
FOR THE PERIOD ENDED
31 December 2023
STATEMENT OF THE MEMBERS OF THE BOARD OF DIRECTORS IN ACORDANCE WITH ARTICLE 4 PAR. 2 OF
LAW 3556/2007
- It is confirmed and stated that, to the best of our knowledge:
- The annual financial statements of the ‘Optima Bank S.A.’ and its Group for the financial year
ended 31 December 2023 were prepared in accordance with the applicable accounting
standards and give a true view of the assets and liabilities, the equity and profit and loss of
the Bank and the companies included in the consolidation taken as a whole.
- The annual report of the Board of Directors shall give a true view of the evolution,
performance and position of the Bank, as well as of the companies included in the
consolidation taken as a whole, including a description of the main risks and uncertainties
they face.
Athens, April 09, 2024
Non-Executive Chairman
Managing Director
Executive Board Member
Executive Board Member
Georgios I. Taniskidis
Dimitrios A. Kyparissis
Angelos N. Sapranidis
I. BOARD OF DIRECTORS’ ANNUAL REPORT INCLUDING THE COORPORATE GOVERNANCE
STATEMENT
BOARD OF DIRECTORS’ ANNUAL REPORT
FOR THE PERIOD ENDED
31 December 2023
Dear shareholders,
We submit the annual financial report of the Board of Directors to you for the period from 1/1/2023 to
31/12/2023. This report briefly describes information about the group (the ‘Group’) and the Optima bank
S.A. (the ‘Bank’), financial data that aim to provide shareholders with general information on the financial
situation and results, the overall course and changes that have taken place during the financial year
(1/1/2023 to 31/12/2023), as well as significant events that have taken place and their impact on the financial
statements. It also describes the significant risks and uncertainties that the Group and the Bank may face in
the future and includes the most important transactions concluded between the Bank and its affiliates.
International environment
Despite the crises that the global economy faces (pandemic, energy, war between Russia and Ukraine and
cost of living), it is remarkably resilient. The rate of change in world GDP slowed down, but remained positive
in 2023, while there was a significant divergence of developments and prospects between major economies.
In particular, the rate of change of world GDP, from 3.5% in 2022, was estimated by the International
Monetary Fund (IMF) to slow down to 3.0% in 2023 and 2.9% in 2024
1
. Growth rate in 2023 in the US, Japan
and China is expected to accelerate, while in the Eurozone it will slow down significantly as it is the one which
mostly affected by the energy crisis. Short-term economic indicators show that the tightening of monetary
conditions to avoid inflationary expectations, as well as the effects of the unprecedented rise in international
energy prices of the previous year, have a significant impact on the weakening of the growth rate of economic
activity. The growth rate of real GDP of developed economies is expected, according to the IMF, to slow down
from 2.6% in 2022, to 1.5% in 2023 and 1.4% in 2024, while for emerging and developing economies a
marginal decline is projected from 4.1% in 2022 to 4.0% in 2023 and 2024
1.
.
Global inflation, although continuing to decline due to to the normalization of energy prices and the decisive
response from central banks, remains high and secondary effects seem to be gradually integrated into its
1
Source: Mid-term report on monetary policy (December 2023), Bank of Greece
core. The risks associated with the economic growth and inflation forecasts remain significant. According to
the IMF, global inflation will fall from 8.7% in 2022, to 6.9% in 2023 and to 5,8% in 2024, helped by tightening
monetary policy and falling international commodity prices, with the de-escalation being faster in developed
economies than in emerging and developing economies.
In the US, GDP accelerated by 2.2% in the first quarter of 2023 and by 2.1% in the second quarter, and by
5.2% in the third quarter of 2023 (on an annual basis)
2
. This improvement has been driven by the
acceleration of all components of domestic demand, mainly private consumption, and also by the recovery
of residential investments after many quarters of decline. Annual inflation based on the consumer price index
(CPI) fell to 3.1% in November from 3.2% in October
2.
. In 2023, there was a significant increase in GDP growth
to 2.1%, combined with increased economic activity in the 2
nd
and 3
rd
quarter and consumer resilience,
partly supported by expansionary fiscal policy, while for 2024 a slowdown of 1.5%
2
is expected.
In China, the economic slowdown has more structural characteristics and the possibility of worsening the
crisis in the real estate market (which represents 1/5 of the total economic activity) poses risks to global
economic activity. Low investments, the ongoing real estate market crisis and weak international trade
contribute to a deceleration to 4.7% in 2024
2.
In the Eurozone countries, the recovery of the economy slowed down significantly in 2023. GDP fell by 0.1%
in the third quarter of 2023, compared to the previous quarter, due to the negative contribution of
inventories while domestic demand contributed positively
2.
According to the baseline scenario of the Eurosystem experts (December 2023), GDP is estimated to
increase by 0.6% in 2023, compared to 3.4% in 2022, mainly due to the deterioration of financial conditions
and low consumer confidence. For 2024, GDP is projected to recover partially by 0.8%, due to the
strengthening of real incomes and the gradual recovery of external demand
2
. On the contrary, the previous
tightening of monetary policy and the lifting of budgetary support measures will limit growth potential. The
different degree of transmission of the ECB's monetary policy and the heterogeneous effects of recent
2
Source: Mid-term report on monetary policy (December 2023), Bank of Greece
economic disturbances on euro area economies are reflected in the divergence of growth rates between
member states in the short term.
Greek economy | 2023
The Greek economy has continued to grow with a satisfactory but slowing pace, much stronger than in the
euro area during 2023.Inflation has slowed down significantly, mainly due to the continued decrease in
energy commodity prices. However, upward pressure on the prices of certain groups of goods and services
has kept the core of inflation high. The upgrading of the Greek government's credit rating to the investment
category amid accumulated international uncertainty due to geopolitical developments and increased
financial risks is undoubtedly a milestone on the path of the Greek economy. Nevertheless, it should not
function as complacency, as the credit rating of the Greek Government falls significantly short of the average
credit rating of the Eurozone countries.
The Greek economy should continue with commitment to a fiscal path under European rules and to further
strengthen fiscal sustainability in the long term. At the same time, reforms should be pursued and the use of
resources of the European Recovery Fund NextGenerationEU (NGEU) should be accelerated in order to boost
the productivity and growth rates of the Greek economy.
In particular, GDP grew by 2.2% in the first nine months of 2023 compared to the corresponding period of
2022, with private consumption, exports of goods and services and gross fixed capital formation contributing
positively. Private consumption increased by 1.3%, contributing positively to GDP growth (+0.9 in terms of
GDP), supported by an increase in household disposable income, due to wage increases and a disinflation of
real disposable income, while public consumption increased marginally by 0.,4% after the decrease in the
previous year
3
. On the basis of the provisional figures from the Greek Statistical
Authority (ELSTAT) for December 2023, GDP in 2023 increased by 2.0% compared to December 2022.
Consumer spending remained strong in 2023 as reflected in the annual increase in retail trade volume of
7.3% in 2023 compared to the December 2022 index
4
.
3
Source: Mid-term report on monetary policy (December 2023), Bank of Greece
4
Source: ELSTAT Retail Turnover Index, December 2023
Key indicators of the business sector have also improved significantly. In particular, gross fixed capital
formation increased by 7.4% in the nine months of 2023 as a result of a significant increase of 40.2% in
“Residential” investments, and by 5.5% in “Other construction”. By contrast, the fixed equipment category
has declined -10.2% was “IT and communication equipment”, while the “transport equipment” category
increased by 21.8% and the “equipment-weapon systems” category by 2.5%
3.
Net exports increased and their contribution to GDP growth was 0.1 percentage point in the half of 2023,
due to higher growth of exports than imports. More specifically, exports increased by 3.5%, reflecting
increased exports of both goods and services while imports increased by 2.8%, due to increased demand for
consumer products and for investments in transport equipment
5
.
The labor market in the first nine months of 2023 has improved further but at a more moderate pace. In
particular, total employment increased by 1.3% compared to the nine months of 2022, while the
unemployment rate fell to 11.3% from 12.6% in the corresponding period of 2022. Both male and female
unemployment fell, although the female unemployment rate (14.8%) remained significantly higher than that
of men (8.4%). At the same time, the unemployment rate for young people aged 20-29 and the long-term
unemployment rate decreased to 21.1% and 6.5% respectively. However, the labor market continues to be
tighter than in the recent past, as companies find it difficult to recruit staff according to their needs, despite
a significant increase in wages in 2023
6
.
According to data from the information system “ERGANI”, the balance of full-time employment in the 10-
month period of 2023 was positive due to the increase in recruitment, and was significantly higher than in
the corresponding period of 2022. The figures show more than 280,798 new jobs created compared to
237,225 in 2022
6.
Employment, rose in the first nine months of 2023, with the number of employees recording an annual rate
of change of 1.3%. The observed positive change came both from 0.6% wage labor and from the number of
other employees who increased by 2.9%, mainly reflecting the increase in self-employed without staff and
assistants in the family business, while the self-employed with staff registered a decrease. At sectoral level,
5
Source: Financial Stability Report (November 2023), Bank of Greece
6
Source: Mid-term report on monetary policy (December 2023), Bank of Greece
employment growth in the first nine months of 2023 was mainly driven by an increase in the number of
persons employed in agriculture (4.3%), human health and social care activities (7.3%), transport and storage
(8.6%), construction (9.4%) and wholesale and retail trade (8.1%), while the highest increase in the number
of employees was recorded in financial and insurance-related activities (11.8%). On the other hand, a large
decline in the workforce was observed in the wholesale and retail trade, reversing the positive picture that
had been shown in the nine months of 2022 and, at the same time, contributing to the decline in the sector's
share of total employment
6.
In 2023, the economic climate index was developed at the highest level in the last 15 years, reflecting the
positive impact that the implementation of the National Recovery and Resilience Plan is expected to have, as
well as the estimated good tourist season. The index according to the latest data of the Institute for Economic
& Industrial Research (IOBE) decreased marginally in December to 105,8 units, while on an annual basis it
averaged 108 units out of 105,5 in 2022.
2023 is another year in which the Greek economy is maintaining growth, even though at a significantly lower
rate. According to the Greek Statistical Authority in 2023, the annual growth rate of GDP was 2.0%, While
according to the Bank of Greece's projections for the Greek economy, annual GDP growth is set to accelerate
marginally in 2024 and 2025 to 2.5% and to decline to 2.3% in 2026. The main drivers of the economy in the
coming years will continue to be private consumption, investment and exports, while the contribution of the
external sector will be marginally negative. Monetary policy is expected to maintain interest rates at high
levels, operating restrictively, while investments will contribute to growth through the RRF resources
7.
Greek economy | developments and prospects 2024
Greece's real GDP is estimated to have increased by 2.0% in 2023
8
. After a strong recovery in 2022,
consumption growth decreased significantly, but remained one of the main drivers of last year’s growth.
Despite the tightening of funding conditions, investments significantly contributed due to strong construction
activity and implementation of the Recovery and Resilience Plan (RRP). The slower than expected recovery
of Greece's main commercial companies in the European Union has affected export growth, but net exports
have made a positive contribution to growth.
7
source: Mid-term report on monetary policy (December 2023), Bank of Greece
8
source: ELSTAT, quarterly national accounts – 4 rth quarter of 2023/4 rth quarter of 2022
Economic growth is expected to remain broadly stable at 2.5% in 2024 and 2025
7
. Actual consumption is
expected to expand at similar rates as in 2023, resulting in a slightly lower contribution to real GDP growth.
Investment is expected to increase significantly as RRP implementation accelerates and as financing
conditions are facilitated. The composition of gross fixed capital formation is projected to shift from
construction to more productive investment such as equipment and machinery. The recovery of domestic
investment will lead to an increase in imports of investment goods, while no further reduction in the fuel
balance deficit is expected in 2024, as international prices of energy goods are not expected to fall further.
Annual inflation on the basis of the consumer price index was moderate to 3.5% in 2023
9
. Inflation excluding
energy and food prices was significantly higher, at 5.3% on average in 2023, but fell below the inflation level
based on the consumer price index by December 2023
10
. This reflects a gradual suppression of the pressures
on the demand for basic prices and lower than the expected shift of previous pressures to energy and food
prices. The tightening of the labor market, together with the recently announced increase in the minimum
wage (since April 2024), is expected to exert some upward pressure on prices, which would partly offset the
effect of lower energy prices on inflation. Overall, inflation based on the consumer price index is expected
to decrease more gradually in 2024 and 2025, to 2.7% and 2% respectively
11.
Unemployment stood at 10.4% in 2023 according to the ELSTAT Labor force Survey, and is expected to
gradually decline to 8.2% by 2026. This reflects the continued economic recovery. As regards labor costs, the
Bank of Greece estimates that in the coming years, for the economy as a whole, nominal wages per employee
will increase at around 5% per year as a result of the tightness in the labor market. On the contrary, labor
productivity for the economy as a whole is estimated to grow at a lower rate. These trends will put increasing
pressure on labor costs and decreasing on company profit margins
12.
Greek Banking System
The main factor that shaped and positively influenced the prospects of Greek banks is the upgrade of
Greece's sovereign credit rating to the investment category (“upgrade”). In particular, the upgrade has led to
9
source: ELSTAT, Consumer price Index: December 2023
10
source: European Commission: Winter 2024
11
source: European Commission: Winter 2024
12
source: Mid-term report on monetary policy (December 2023), Bank of Greece
further upgrades of the credit rating of the Greek banks, and has contributed to the containment of the
increase in interest costs associated with the rise in the cost of borrowing from international capital markets
due to the tightening of international monetary and financial conditions. In addition, some of the immediate
benefits of the upgrade are (a) the improvement of the quality of the bank’s securities portfolio, as part of it
consists of Greek bonds, (b) the increase in available liquidity and (c) the reduction of the banks’ market risk.
In more detail, in 2023 the Greek banks recorded profits after tax and interruptible activities in the first three
quarters of EUR 3.0 billion in 2023 compared with EUR 2.9 billion in the corresponding period of 2022,
showing a rise in profitability and profitability of equity on an annual basis
10
.
As shown in the table below, the operating revenues of Greek banks increased by 8.7% compared to the
previous year's equivalent. Net interest income increased significantly by 58.9%, mainly due to an increase
in interest income. Interest income shows a 96.5% increase of EUR 10.4 billion due to rising interest rates
and credit expansion. Interest payment costs increased to EUR 4.1 billion compared to EUR 1.3 billion in the
corresponding period in 2022, a change of 211%
10.
An increase of 7.1% is seen in net commission income, while financial income shows a sharp decrease
of 90.5% due to unrepeated profits in the previous year
11.
In terms of operating costs, they increased by 3.6%, due to an increase in staff costs by 2.4%, administrative
costs by 4.0% and depreciation, which increased by 6.1%. In the nine months of 2023, credit risk costs were
scaled down to a lesser extent than last year. In particular, credit risk forecasts totaling EUR 1.2 billion
were produced, compared with EUR 1.3 billion in the nine months of 2022
13.
In view of all this, the profitability of the banks improved in the nine months of 2023, reflecting the significant
increase in net interest income due to the rise in the main interest rates of the European Central Bank
(ECB) and the reduction in the cost of credit risk, factors that more than compensated for the fall in financial
revenues due to non-recurring profits in the previous year. The significant development of Greece's
upgrading of its sovereign credit rating to the investment class combined with the resilient Greek economy
and the exploitation of the European Recovery Facility NextGenerationEU are factors in strengthening the
13
source: Mid-term report on monetary policy (December 2023), Bank of Greece
prospects of the Greek banks. On the other hand, an environment of higher interest rates over a longer
period contributes to increased bank financing costs on deposits and international capital markets; while a
deterioration in economic activity and the ability of businesses and households to cope with higher borrowing
costs may put upward pressure on non-performing loans.
The Greek bank's use results table is shown below:
Profit and loss account for the Greek banking
sector
2023
2022
Change
8,194
7,539
8.7%
6,335
3,988
58.9%
10,411
5,297
96.5%
-4,076
-1,309
211.3%
1,858
3,551
-47.7%
1,338
1,249
7.1%
154
1,621
-90.5%
366
681
-46.2%
-2,917
-2,816
3.6%
-1,374
-1,341
2.4%
-1,077
-1,036
4.0%
-439
-466
6.1%
Net income (operating income - operating
expenses)
5.276
4,723
11,7%
-1,180
-1,328
-11.1%
-170
-213
-20.3%
-15
189
-107.8%
3,912
-3,371
16%
-875
-792
10.4%
-28
298
-
3,009
2,877
4.6%
Source: Data from the interim Monetary Policy Report (December 2023) of the Band of Greece using financial
statements for the 4 Significant Institutions (SIs) and supervisory data for the Least Significant Institutions
(LSIs)
1
impairment of securities and tangible and intangible assets
In terms of liquidity, the conditions for the Greek banking system in the first half of 2023 showed a similar
view as in 2022. Customer deposits continued to grow reflecting strong economic growth, despite the
negative impact of high inflation. The increase in deposits has contributed significantly to the high level of
liquidity of Greek credit institutions, despite the repayment of the amounts raised through TLTRO III
operations.
More specifically, the balance of private sector deposits (households and businesses) amounted to
EUR 199.4 billion in September 2023 (new high 12 years), of which EUR 144 billion were household deposits,
EUR 44.3 billion were deposits from non-financial corporations, EUR 7.7 billion was deposits from the general
government and EUR 3.4 billion were deposits from financial institutions. Overall, in 2023, the net inflows of
private sector deposits into the domestic banking system were EUR 2.64 billion, mainly due to the growth
rate of the economy and the confidence of depositors. The slowdown in the rate of growth of deposits in
2022 and the nine months of 2023 is due, among other things, strong inflationary pressures, which have
reduced household disposable income and have led companies
14
to higher operating costs.
Total private sector financing (households and businesses) in the Greek banking system amounted to EUR
147.6 billion in June 2023, of which EUR 110.7 billion was provided to businesses, constituting approximately
75% of total private sector funding from Greek credit institutions. The largest concentration concerns euro-
financial enterprises of EUR 26.6 billion, accounting for 24% of total funding to enterprises
15
.
The annual rate of change in household financing remained negative in 2022 and throughout 2023 and in
September 2023 was -2.3%. In more detail, the annual rate of change in mortgage loans remained negative
and stood at -3.7% in September 2023, while since March 2022 the annual rate of change for consumer loans
became positive and reached 2.6% in September 2023. The financing of non-financial corporations (NFCs) by
domestic monetary financial institutions (MFIs) accounts for 56% of the total financing of the domestic
private sector. The annual rate of change in the financing of non-financial enterprises by MFIs for the nine
14
source: Financial Stability Report (November 2023), Bank of Greece
months of 2023 remained positive at 4.7%, although lower than at the end of 2022, 11.8%
7
. The slowdown
in Banking financing to the MPCs is linked to the rise in loan interest rates over the period covered, but also
to the slowdown in GDP growth. In particular, in the 10 months, January-October of 2023 the average
monthly net flow of banking financing to NFCs was EUR 79 million, compared to EUR 450 million in the same
period in 2022. This flow has continued to be affected downwards by significant loan repayments, in
particular by large enterprises. In the course of the nine months of 2023, the Greek banks, taking into account
the change in funding conditions under TLTRO III operations, repaid a significant part of the liquidity they had
drawn from these transactions (December 2022: EUR 35.4 billion, March 2023: EUR 28.3 billion, June 2023:
EUR 20.3 billion, September 2023: EUR 16.8 billion)
15.
The issue of loans from banks to enterprises continued to be supported in 2023 by the programs of the
European Investment Bank (EIB) Group, the Hellenic Development Bank (HDB) and the Recovery and
resilience Facility (RRF). The disbursement of business loans linked to EIB and HDB programs amounted to
EUR 1,6 billion in January-October, compared with EUR 4.2 billion in 2022, equivalent to 11% of new loans of
a fixed duration to NFCs for that period (2022: 18%). In addition, disbursements of business loans linked to
the recovery and resilience mechanism amounted to around EUR 1.1 billion in the ten months of the current
year and EUR 1.4 billion in total since July 2022, when the first loan disbursements were occured.
15
The deleveraging of the Greek banks’ loan portfolio, observed in 2021, has been halted during the nine
months of 2022. In September 2023, the ratio of loans to non-financial corporations and households to
deposits from non-financial corporations and households was 60% below the European average of Single
Supervisory Mechanism banks 105.8%
8
, due to the rate of change in deposits, against allocations
16
.
In 2023, the quality of the loan portfolio of Greek banks was further improved. The decline in non-performing
loans (NPLs) continued, resulting in the first half of 2023 (Jan.-Jun 2023) the ratio of non-performing loans to
total loans to be 8.6% (compared with 8.7% at the end of 2022) And the total stock of non-performing loans
should amounted to EUR 12.7 billion less EUR 501 million compared to the end of 2022 where non-
performing loans in Greece amounted to EUR 13.2 billion (approximately 3.8% reduction). It should be noted
15
source: Financial Stability Report (November 2023), Bank of Greece
16
source: Financial Stability Report (November 2023), Bank of Greece
that, compared with the highest point of non-performing loans in March 2016, a reduction of EUR 94.5
billion (approximately 88.1% reduction) has taken place
16
.
The factors that led to the decrease in non-performing loans are mainly due to direct loans sale agreements
in the secondary market, as well as direct loan agreements in the secondary market, while to a lesser extent
due to write-offs. However, the acceleration of the net inflow of new NPLs in the first half of 2023, part of
which is due to a reclassification of a large common obligor in the business portfolio, should be reported. At
the same time, the reduction of NPLs from liquidation of collaterals has remained negligible. It should be
noted that some of the securitization transactions are still subject to the granting of guarantees by the Greek
State to senior securities. These loan amounts have already been transferred to the assets classified as held
for sale.
The transfer of NPLs out of the banking sector does not automatically mean the definitive elimination of debt
from the economy. Debt remains, with its management to be performed by Debt and Credit Claims
Management Companies (DCCMC). The proper functioning of this market to achieve the final settlement of
private debt is important and the use of all available tools and options is a prerequisite. The examination of
the possibilities of reintegration of borrowers to performing status, who have viable investment projects that
can be financed, should be included and highlighted as an option which will make a decisive contribution to
the final settlement of private debt and the development of the real economy.
The Greek banks’ capital adequacy ratio in 2023, according to the Bank of Greece’s Financial Stability
Report
16
, declined slightly in the first half of 2023 as compared to December 2022, mainly due to the increase
in risk-weighted assets. In particular, the Common Equity Tier 1 ratio (CET1 ratio) on a consolidated basis fell
to 14.2% in June 2023 from 14.5% in December 2022 and the Total Capital Ratio (TCR) to 17.3% from 17.5%
respectively. These indexes fall below the EU average ratios (CET1 indicators: 16.0% and TCR: 20% in June
2023). In particular, in June 2023 the supervisory capital of the Greek banks remained virtually unchanged
(0,3% reduction compared to December 2022) at EUR 26.3 billion, as the recording of profit after tax and
discontinued activities and the strengthening of capital through bond issues accounted for in equity, largely
offset the negative impact of applying the transitional provisions of IFRS 9 and the amortization of permanent
and deferred tax assets (Deferred tax credits – DTCs). In addition, the quality of the supervisory equity of
Greek banks remained low as in June 2023 the permanent and liquidated deferred tax assets (DTC: Deferred
tax Credits) amounted to EUR 13.4 billion representing 51% of total supervisory capital from 52% in
December 2022. In addition, EUR 2.4 billion of deferred tax assets (DTAs) are included in the supervisory
capital of banking groups, accounting for approximately 9% of their total supervisory own funds
17
.
The Bank of Greece's interim Monetary Policy Report 2023 provides more recent information on the capital
adequacy of Greek Banks, and specifically states that the Common Equity Tier 1 ratio (CET 1 ratio) of Common
Equity Tier 1 (Common Tier 1 ratio) on a consolidated basis it increased slightly to 15.7% in June 2023 (from
15.4% in December 2022), and the Total Capital Ratio − TCR respectively to 19.8% in June 2023 (from 19.4%
in December 2022) remaining lower than the corresponding averages at the euro area level. Incorporating
the full effect of IFRS 9 (fully loaded capital ratios), the Common Equity Tier 1 (CET 1) Index decreased to
14.3% in September 2023 from 14.5% in December 2022 and the Total Capital Ratio (TCR) to 17.6% from
17.5%
18.
Important developments expected to have a significant impact on the banks' priorities in Greece in 2024 are
as follows:
(a) the possibility of internal capital creation through profitability in an environment of increased uncertainty
(b) the implementation of capital-enhancing corporate actions (e.g. synthetic securitizations, equity
increases for less significant banks)
(c) the issuance of capital instruments (Additional Tier 1, Tier 2) to cover supervisory requirements, including
minimum requirement for own funds and eligible liabilities (MREL)
(d) the quality of the portfolio and its consequent impact on the risk-weighted assets
(e) the development of new disbursements of loans to non-financial corporations and households.
Developments concerning the Optima Bank S.A. Group
Convertible bond
In 2022, Optima bank, following its strategic planning and following a General Assembly decision, completed
the issue of a convertible bond loan (CBL) from which the Bank raised the amount of EUR 60 million. The CBL
issue ended on Monday 31 October 2022 with a strong interest of the investment community, who was
strongly reflected in total demand, which exceeded the initial target of EURO 60 million.
17
source: Financial Stability Report (November 2023), Bank of Greece
18
source: Mid-term report on monetary policy (December 2023), Bank of Greece
The issue of the convertible bond was part of the funding plan actions to strengthen the capital adequacy
ratio, beyond and above the supervisory targets for 2022 for minimum own funds requirements. Further
strengthening and development of the bank would enable it to support, through funding, businesses and
sustainable investment projects, for the benefit of the economy and the country as a whole.
The BoD's decision of 21/4/2023, following the extraordinary GA’s decision of 22.3.2023, the Bank's share
capital increased in 2023 because of the conversion of the CBL and issued 14,084,435 new common
nominal shares with voting rights. The conversion of the CBL was triggered by the decision to list the Bank's
shares for trading on a regulated market.
Announcement of the distribution of stock awards in OPTIMA BANK S.A.
On 07.06.2023, the ordinary General Assembly of the Bank's shareholders decided to make available free of
charge, shares through capitalization of part of the profits of the financial year 2022, amounted EUR
3,399,999.15, with an equal increase in equity divided by the amount of the increase, to 985,507 new
nominal, common shares with voting rights, the nominal value of each share amounted EURO 3.45 in order
to make them available for free, in accordance with the provisions of Law 4548/2018, to the President and
to the Executive Board members (excluding independent non-executive members), to senior management
of the Bank (members of the Executive Board) and to the regular staff of the Bank, In accordance with the
provisions of Article 114 of Law No 4548/2018, as applicable, by authorizing the BoD of the Bank to determine
the specific terms for free distribution. Subsequently, by its decision on 27.07.2023, the Board of Directors
distributed the above new shares by category of beneficiaries, in accordance with the terms of the decision
of the regular General Assembly of 07.06.2023 and further authorized the Chief Executive Officer, to assess
any process issues.
Parallel distribution of shares to a limited number of persons in the context of the Optima bank’s equity
increase through a public offering.
The Bank, in the context of the share capital increase, with the possibility of partial coverage, in accordance
with Article 28 of Law No 4548/2018, by paying cash and excluding (abolition) the right of preference of the
Bank's existing shareholders, by issuing up to 21,000,000 new, common, nominal shares of the Bank with
voting rights, with a nominal value of €3.45 each, following the 26.09.2023 announcement and the
completion of the process of parallel distribution to a limited number of persons of up to 1,050,000 new
shares, in accordance with the Hellenic Capital Market Commission Decision No 4/379/18.04.2006/EC and
the decisions of the Bank's Board of Directors of 30.08.2023 and 15.09.2023, it informed the investment
community that a total of 500,027 new shares were allocated to beneficiaries of the parallel distribution to
a limited number of persons. The beneficiaries of the parallel release to a limited number of persons were:
(i) the members of the Bank's Board of Directors, (ii) the senior management of the Bank (members of the
Executive Board), the staff of the Bank, The staff of its subsidiaries and the members of those boards of
directors and (ii) less than 100 associates of the Bank, i.e. customers and suppliers and general persons with
whom the Bank and/or its subsidiaries maintain a contractual relationship with which the Bank's Board of
Directors considers significant. As a result, 549,973 unallocated new shares have emerged, which
increased the number of new shares to be disposed through the public offer. As a result, the total number
of new shares disposed of through the public offer was (up to) 20,499,973 new shares.
Optima bank’s equity increase through a public offer
On Friday 29 September 2023, the share capital increase of Optima bank through a public bid (27, 28 and 29
September) for the listing of its shares on the Athens stock Exchange was completed. Demand reached EUR
548,6 million exceeding the total new shares by 3.7 times. The final distribution price was EUR 7.2 per share
and the total amount of capital raised was EUR 150.9 million.
21,000,000 new nominal common shares of the Bank were distributed. Excluding the shares corresponding
to the demand of the main shareholder Ireon investments Ltd, and the Cornerstone investors (7,083,612
shares), the 13,916,388 new shares to be disposed were oversubscribed 5.1 times.
Wednesday 4 October 2023 was the first day the Optima bank's share was traded on the Athens stock
Exchange, following a successful capital increase. The bank's listing in the Athens stock Exchange, the first
after 17 years, enables it to continue the expansion of its loan portfolio without hindrance, financing healthy
companies for their investment projects, further strengthening the Greek economy and the country's
development prospects. The successful initial public offering of Optima bank was the largest so far in terms
of the amount raised since 2010, but also the largest oversubscription.
Business activity
Optima bank is active in the market for retail and business financing in Greece. The Bank, which is the parent
company of the group, through its customer service network as well as through its cooperation with the
other companies of the group, offers from the second quarter of 2019 a wide range of products and services
covering the following areas:
• Retail banking
The Bank includes all natural persons, including self-employed and individual enterprises, into the activities
of retail banking, focusing mainly on highly income-driven customers, who hold significant funds under
management. Both Affluent and Private customers are served by relationship managers, and enjoy privileged
pricing across a variety of products and services. In addition, Affluent and Private customers have the
possibility to receive only investment analyses and strategies issued by specialized departments, with the
aim of providing them with more complete information and portfolio formation. The basic banking
relationship is initiated either by physical presence on the Bank's network of branches or by the digital on
boarding process and includes the issue of a deposit account, debit card and access to online banking services
offered by the Bank. The Bank offers retail clients deposit accounts, debit/credit cards and debt products,
payment services and investment and stock exchange services.
• Corporate Banking
The Bank includes legal entities of any kind, Greek or foreign, in the corporate banking activities, focusing
mainly on companies with annual revenue of more than €2.5 million. At the center, in terms of corporate
banking, are: (a) small enterprises (Business Banking), with a turnover of more than €2.5 million up to €7.5
million, (b) small and medium-sized enterprises (SMEs) with a turnover of €7.5 million up to €50 million, and
(c) large corporations with a revenue of at least €50 million.
They include companies with an export character and with significant profitability characteristics that are
active in different sectors of the economy. To corporate banking customers, the Bank offers a set of products
and services designed to serve the company's full business, and to meet its loan needs, of any kind and form.
Small businesses are allocated to a business relationship manager in the branch network who has sole
responsibility for serving relevant customers, while small and medium-sized enterprises and large enterprises
with specific needs for more complex financial solutions/products are allocated to a relationship manager of
the company's unit. The Bank shall make available to its customers who are legal entities, products and
services which meet the needs of a modern enterprise, such as funding of working capital and investments
(short- and long-term), in the form of loan agreements and credit agreements with refinancing accounts,
credit guarantees, issue of letters of all kinds, as well as bond loans and factoring services, etc., as well as
other banking services, including investment and stock exchange services. These forms of financing are often
accompanied by collateral provided by the Bank’s borrower/counterparty, such as the assignment of
receivables, the pledge of securities as collateral, the assignment of invoices, the personal or corporate
guarantee and the pledge of deposits.
• Other services
Digital Banking: The Bank enables its clients to trade and receive online services, through digital platforms
such as Optima e-banking and Optima mobile app. The features of e-banking include:
• Carry out transfers within Optima bank and other banks in Greece and abroad
• Payments to public and private institutions
• Updating personal information of retail customers through the “eGov KYC”
• Notifications (push notifications) for the secure approval of e-banking transactions and online purchases
• Make transactions with the digital wallets "Google Pay" and "Apple Pay"
• Online term Deposit issue (e-forward)
• Digital card facilities such as card activation, lost and reissued card, issue of PIN, temporary lock / unlock
• Easy access to the digital copies (e-statements) of the products
• “Live chat” for real-time communication with a bank representative
Regular reporting: The Bank provides free quarterly information to all its customers on balances and
movements of deposits, investment and loan accounts through e-banking services. Customers without
access, receive the quarterly statement via physical or electronic mail.
Call Center: Phone agents are available to inform customers about the use of the Bank's services and
products and how to utilize upgraded digital services.
ATMs: Each Bank Network branch has an external ATM machine to assist customers wishing to carry out their
debit/credit cards or account balance update.
• Capital Management and Business Receivables Agency Services
The Group manages mutual funds belonging to the bond, equity, mixed and fund of funds categories. It has
its products under Optima brand name primarily through the Optima bank's branch network and retail
banking. It particular emphasizes on the design and development of investment products according to
expected performance, time horizon and the risk that each customer is willing to take. In addition to the
Optima range mutual funds, it has developed two private label (“white label”) mutual funds for two
investment services firms operating in the Greek market. Capital management services are provided through
the 99.44% subsidiary Optima asset management licensed by the Securities and Exchange Commission to
offer its clients advisory and discretionary portfolio management services.
Business Claims Agency Services: The Group provides a set of services in the field of factoring, developing
synergies with the credit divisions of the Optima bank Group with the aim of meeting client needs in a
universal way. Business agency services are provided through the 100% subsidiary Optima factors.
Extension of Optima bank's branch network
In 2023, Optima bank continued to expand its network by opening a new bank branch in the region.
In particular, Optima bank management launched on Thursday, 23 November 2023 its first outlet
in Patras (its 2nd branch in Peloponnese), and specifically on St. Andrew's Street 42, as part of its growth
strategy in the region, substantially expanding its presence in Greece's largest cities. With the new Patras
branch, Optima bank has a total network of 28 branches, 7 of which are located in cities outside Athens.
Evolution of Optima bank SA Group sizes and results in 2023
During the financial year from 01/01/2023 – 31/12/2023, the group's key figures and results and their change
were as follows:
Balance sheet
As of 31.12.2023 , the total assets of the Optima bank Group amounted to EUR 3,868.3 million from
EUR 2,607.2 million plus EUR 1,261.1 million compared to 31.12.2022. This change is further explained due
to the increase in client loans as a result of the increase in deposit funding and the increase in Optima bank’s
investment portfolio.
The total of loans and advances to customers before accumulated impairments amounted in 31.12.2023 to
EUR 2,458.5 million (including credit payments for purchase of margin shares), increased by EUR
765.1 million compared to EUR 1,693.4 million in 31.12.2022. The accumulated impairments appear to be
increased by EUR 8.7 million compared to 31.12.2022 and amounted to EUR 27.6 million for the financial
year 2023 from EUR 18.9 million in 2022, mainly due to the growth of the Bank's loan portfolio.
On the liabilities side, as of 31.12.2023 total customer liabilities amounted to EUR 3,191.8 million (recording
an increase of EUR 1,014.6 million compared to 2022).
The ratio of loans after provisions to deposits in 31.12.2023 was 0.76 (compared with 0.77 in 31.12.2022).
The total equity reached EUR 510.1 million at the end of the 2023 financial year compared to
EUR 253.0 million in 2022, increased by EUR 257.1 million The increase was mainly due to the share capital
increase of Optima bank through a public offer for the listing of its shares to the Athens stock Exchange
amounted EUR 150.9 million and completed in 2023 and the (consolidated) profits of EUR 103.0 million after
tax and other comprehensive income.
Results of use
Regarding the profit and loss account of the group:
The net interest income of the Optima bank group amounted to EUR 142.2 million from EUR 60.8 million, an
increase of 133.9% compared to 2022 mainly due to the increase in interest-income from lending activities
(loan increase).
Net commission revenues amounted to EUR 32.1 million from EUR 22.2 million, representing an increase of
44.5% mainly due to the increase in net commissions linked to the issuing/renewal of loans and letters of
guarantee.
The Optima bank group's total operating costs amounted to EUR 56.9 million from EUR 41.8 million in 2022,
an increase of 36.2%. Part of the increase in operating costs was, in principle, the increase in salaries and
staff costs (+34.8%) due to the increase of bank’s personnel (the number of employees gradually increased
from 445 at the end of 2022 to 500 at the end of 2023 at group level) was necessary to meet the Bank's
operational needs and to increase the overall operating costs (+44.6%) resulting from the expansion of the
branch network (28 branches at the end of 2023 from 27 branches at the end of 2022) and the overall
increase in operating costs due to the implementation of the business plan. However, the large part of the
increase in staff costs and consequently in total operating costs is due to the distribution of stock awards to
staff and bonus and achievement fees (bonus) based on Note 11. Annual depreciation was also increased in
2023 compared to 2022 and amounted to EUR 7.3 million from EUR 6.0 million, mainly due to the expansion
of the branch network and investments in technology. The new investments (additions) in fixed assets
amounted to EUR 1.5 million at the end of 2023 compared to EUR 1.7 million at the end of 2022 at
consolidation level. Accordingly, the amount of new investment (additions) in intangible assets amounted to
EUR 3.0 million in 2023, compared with EUR 3.4 million in 2022, at consolidation level
9
.
As a result of this, the results before provisions, impairment and taxes for the year 2023 amounted to
EUR 136.0 million compared to EUR 54.4 million in 2022. Taking into account the credit risk provisions, the
results before tax for the year ended 31.12.2023 amounted to EUR 125.9 million, compared to the pre-tax
profit for the year 2022, which amounted to EUR 48.1 million The net profit after tax for 2023 of the Optima
bank Group amounted to EUR 103.0 million, compared to EUR 42.4 million in 2022.
Regulatory ratios
At the end of December 2023, the Bank's total supervisory capital amounted to EURO 463.4 million (EURO
474.5 million for the group) while the risk-weighted assets (RWAs) amounted to EURO 2,599.5 million
(EURO 2,685.8 million for the Group), resulting to Optima bank's total capital Ratio of Category 1 (17.67 %
for the group) was 17.82 %, affected by Optima bank's share capital increase of EUR 150.9 million through a
public offer that was completed in 2023, the expansion of the Bank's loan and investment portfolio and the
overall results of that financial year.
At Bank level, the LCR was 237.33% (against the minimum allowed threshold: 100%) and the NSFR
was 127.90% (against the minimum threshold: 100%) in 31.12.2023.
The regulatory ratios for both the Bank and the Group are summarized in the table below for both the year
ended 31.12.2023 and the previous year (ended 31.12.2022):
Bank
Group
31.12.2023*
31.12.2022
31.12.2023*
31.12.2022
CET-1 (%)
17.82%
10.18%
17.67%
10.49%
TCR (%)
17.82%
13.50%
17.67%
13.77%
LCR (%)
237.33%
179.16%
243.87%
191.11%
NSFR (%)
127.90%
121.66%
131.73%
122.36%
9
The heading ‘other intangible’ includes the recognition of intangible assets attributable to customer relationships and trademarks
by the acquisitions of the Optima factors subsidiaries and Optima asset management (AEAK) subsidiaries.
Source: Optima bank / department of finance
* The funds have been calculated by including the profits of the period by incorporating a dividend distribution
provision, which is under the approval of the regular General Assembly.
Conclusion on Going Concern
The Board of Directors of the Bank after taking into consideration the main business risks related to Optima
bank, which they come mainly from the macroeconomic environment in which the Optima bank operates
and develops in combination with its strategy, liquidity and capital position, it concluded that the going
concern business principle applies to the Bank and the Optima bank Group.
In addition, to ensure the implementation of its business plan, the management of the Bank and its
shareholders shall consider the most appropriate options for strengthening its capital base in the short and
long term; to ensure that its supervisory capital and supervisory indexes go beyond the requirements set by
supervisory authorities.
Personnel
Employees are particularly important for the Optima bank's progress. The Bank shall continue to ensure that
it is staffed with the appropriate personnel so that it has the critical mass to achieve its operational objectives
and to create with them long-term and mutually beneficial cooperation relationships.
The number of employees of Optima bank on 31/12/2023 was 478 (500 for the group), compared with
445 for the group and 426 for the Bank on 31/12/2022.
Of this, 49% concern women and 87% training for employees is for higher and post-graduate education.
Network of branches / Central Services
As of 31.12.2023 the Bank operated 28 branches. In more detail, of the 28 branches, 21 operate in
Athens, 3 in Salonica, 1 in Corinth, 1 in Larissa, 1 in Patras and 1 in Heraklion Crete.
For the central services in 2023, there was no need to lease new premises. The central services remain in the
building of Aigialias Street 32 and on the 4th floor of the Paradise building, both in the Amarousion Attiki
area and whose most important renovations and improvements were completed in 2021.
Share Capital
The share capital as at 31/12/2023 is €254,245 thousand divided into 73,694,142 common voting shares with
a nominal value of €3.45. The Bank held 23,298 own shares as at 31/12/2023.
Number of shares
Bank
Group
Issued shares
Own shares
Net number of
shares
Balance 1 January 2022
7,524,840
7,524,840
Balance 31 December 2022
7,524,840
7,524,840
Balance 1 January 2023
7,524,840
7,524,840
Reduction of share capital by offsetting losses
(7,524,840)
(7,524,840)
Reduction in the nominal value of a share with
a simultaneous increase in the number of
shares
(1 old to 5 new)
37,624,200
37,624,200
Share capital increase with bond conversion
14,084,435
14,084,435
Capitalization of profits
985,507
985,507
Share capital increase
21,000,000
21.000.000
Acquisition of own shares
(107,972)
(107,972)
Sales of own shares
84,674
84,674
Balance 31 December 2023
73,694,142
(23,298)
73,670844
The share capital as at 31/12/2022 was EUR 160.279 thousand divided into 7,524,840 common shares with
voting rights with a nominal value of EUR 21.30 per share. In March 2023, by an extraordinary General
Assembly decision, a share capital reduction was made by offsetting losses in previous years
amounted EURO 30,476 thousand and reduction of share’s nominal value from EURO 21.30 to EUR 17.25.
After netting, the share capital was EUR 129,803 th. divided into 7,524,840 shares. The same decision of the
extraordinary General Assembly decision made a reduction in the share’s nominal value (share split)
from EUR 17.25 to EUR 3.45, while increasing the number of shares (1 old to 5 new). As a result, the share
capital amounted to EUR 129,803 thousand divided into 37,624,200 shares after voting rights with a nominal
value of EUR 3.45 per share.
In addition, it was decided to convert the convertible bond loan into share capital amounted EURO 48,591
thousand divided into 14,084,435 shares with a nominal value of EURO 3.45 and a capital reserve of
EUR 11,409 thousand.
By the decision of the ordinary General Assembly held on 07/6/2023, share capital increase was performed
on 26/7/2023 to the Bank, through capitalization of part of 2022 profits, amounting to
EUR 3,399,999.15 with the issuance of 985,507 new common, nominal shares with voting rights.
On Friday 29/9/2023, the Optima bank's share capital increase was completed with absolute success through
a public offer for the listing of its shares to the Athens stock Exchange. The final offer price was EUR 7.20 per
share and the total amount of share capital raised was EURO 150.9 million. A total of 21,000,000 new
common nominal shares of the Bank were available.
Important events after 31.12.2023
There are no important subsequent events after 31.12.2023.
Related party transactions
In accordance with the relevant regulatory framework, this report should include the most important
transactions with related parties. All related party transactions are carried out in the ordinary course of
business, are carried out on market terms and conditions, approved by the competent bodies and beyond
the details set out below (note 40 of the financial statements) are not considered relevant for the group's
size and results.
Non-financial information
Optima bank aims to promote environmental accountability in its corporate culture.
Its involvement in the services sector means that it is not considered to place a particular burden on the
environment, while at the same time takes continuous steps to further reduce its environmental footprint.
In detail:
SUSTAINABLE BANKING OPERATIONS
Assessing the risks of climate change is a key priority for Optima bank. The Bank shall assess the
environmental policies, legal requirements and climate-related guidelines with a view to effectively reflect
and manage any transitional risks.
Optima bank aims to reduce the environmental footprint of its operations and infrastructure. During year
2023, the following actions have already been taken:
• recycling of paper, toner and printing machinery, lamps, electrical and electronic devices
• use of biological detergents
• replacement of simple lamps with energy saving lamps.
In order to further develop social and environmental responsibility, the Bank's management has taken the
following initiatives:
• Identify the no-paper policy in many of the Bank's activities as possible and its relations with
its clients
• Step up the implementation of electronic copies of accounts, contracts (where possible)
• Use of recycled materials in printed forms, cards, etc.
• In the context of no paper policy, there are no advertisement printout, brochures etc.
• Battery waste management with buckets ΑΦΗΣ
• Regular inspection and evaluation of mechanical equipment in central services and shops to control
and reduce energy consumption without affecting the quality of service to consumers
• Reduce energy consumption by using led lamps and photocells in specific areas and control the
operating time of lighting, air conditioning and other machines
• Use of hybrid and electric company cars
and it is planned to further strengthen these initiatives, while it is planned to start the education, where
necessary, on the role of financial institutions in relation to climate change. The adoption of international
standards such as Corporate Social responsibility ISO 26000, environmental Management System
ISO 14001 and Business continuity ISO 22301 etc. it is also another initiative to be scheduled and start
immediately.
Financing for green and sustainable development
The Bank aims to gain market share in the renewable energy sector, which has played an important
role during the last decade. In this context, until 31.12.2023 the Bank had about 13% of its loan portfolio
in companies, which are active in the energy and renewable energy sectors. Additionally, a significant
part of the Bank’s portfolio in letters of guarantee is related to specific sectors of the economy, which
are necessary in order to implement renewable energy sector projects.
CORPORATE SOCIAL RESPONSIBILITY
Optima bank complies with decisions requiring not to cooperate with countries, individuals, businesses
that support terrorism or violate human rights. At the same time, it avoids the support of parties and
political organizations.
In the context of initiatives on issues that contribute to employees and to community as a whole, it has
organized the following actions:
• Creating of a blood bank
• Introducing green changes that make a difference to the staff's lives. In cooperation with a
related company, green recycling bins have already been installed in the sites of the Bank and its
subsidiaries, with the aim of organic waste and converting it into fertilizer, avoiding carbon
dioxide emissions into the environment and emissions (through the collection of papers for
recycling).
Optima bank recognizes its responsibility to society and demonstrates sensitivity to corporate social
responsibility matters. Optima Bank aims to enrich its actions so that benefits of its actions increase over
time.
HUMAN RESOURCES
For the year ended 31.12.2023, the Group employed a total of 500 people, while the Bank had 478.
The gender distribution of staff reflects the equal opportunities represented by the Optima bank, as the
percentage of women is 49% of the total workforce.
In relation to the age distribution of the workers' population, the average age for men is 41 years,
for women is 44 years and for the whole population is 42 years.
Optima bank recognizes the importance of the role of human resources in providing its objectives and
the key parameter in its business planning is the optimal utilization as well as to highlight human capital
potentials to reach its objectives as an organization.
Remuneration and benefits
Recognizing the dedication and contribution of human resources, Optima bank implements modern
systems of remuneration. In particular, a remuneration policy has been established, which is in line with
the overall group’s policy of operation, which is part of corporate governance.
This policy shall be reviewed annually with the aim of both attracting and retaining human resources, as
well as complying with any legislative and supervisory restrictions.
In the context of providing an attractive remuneration package, Optima bank indicatively offers:
• Life and hospital care insurance for its staff through a group insurance contract
• Staff loan up to five (5) gross monthly salaries to cover personal needs, and
• Cash prizes for the children of employees for excess performance at school
• Granting discounts for products and services offered by third-party companies to employees
of the Optima bank.
Equal Opportunities
Optima bank, taking into account guidelines from organizations such as the Organization for Economic
Cooperation and Development for Enterprise and the International Labor Organization, supports and
defends human rights and is committed to their protection through the Code of Ethical Conduct and
Ethics.
Optima bank is promoting in practice equal opportunities, equal treatment, and the recognition of
freedom of expression among its people. It recognizes that diversity is a key component of a responsible
business strategy and excludes all forms of discrimination, whether harassment or unprofessional
behavior at work, while prohibiting any form of forced labor.
Respect for human rights is a fundamental element in the sustainable development of both Optima bank
and the societies where it operates. Identifying the risk of human rights violations, Optima bank
encourages their reporting by establishing a safe communication channel for which all members of its
staff has been informed, where all reports are evaluated and investigated by the Internal Audit Division.
Furthermore, recognizing the risk of human rights violation by a third party, Optima bank fully complies
with decisions prohibiting cooperation with countries, companies or persons that support violence and
terrorism.
Recognized risks for human rights for Optima bank include:
• Human rights violation. Absence or inefficient operation of mechanisms for examining and
resolving complaints related to human rights issues
• Discrimination against clients.
Health and safety
Optima bank, applying the current legislative framework, provides all its employees with occupational
health and safety services to protect their health and safety. Periodically, building evacuation drills are
carried out in the event of fire, earthquake etc. for the purpose of which relevant regulations and
procedures have been issued. Regular visits are also carried out by a safety technician and the
occupational physician in accordance with the current legislation.
Training
Training concerns all employees; it is regular and based on the needs that arise for each employee. Its
implementation is determined by the framework set by the corresponding training and development
policy of the Bank, which refers to all the options, actions and instruments used by the Bank to invest in
the development of its staff.
For 2023, the educational activity was mainly carried out through e-learning with the average man-hours
of training per employee be at 14.80 hours. The modules covered were mainly fraud, regulatory
compliance, IT security, etc.
Optima bank in order to ensure sustainable development, is committed to operate accordingly, taking
into account its social, economic and environmental operating parameters. In this context, it will consult
with the entities operating business functions and their respective policies related to or affected by
climate and environmental risks in order to identify gaps and ensure that all aspects of the climate and
ESG issues are incorporated. Optima bank is committed to continuous improvement of its processes and
strength the available data and estimates to enable it to continue to the publication requirements to a
greater extent.
Risk management
The Group recognizes that its risk management in its activities is a strategic tool of business tactics and
philosophy that distinguishes its operation. Therefore, its management has established a Risk Appetite
Framework (RAF) and ensures that risk management is carried out within it, understood by all units. In this
context, early recognition of risk, measurement and management methods, are compatible with the group’s
strategic choices and go back to day-to-day business decisions.
By monitoring with particular care, the dynamic nature of the economic and institutional environment in
which it operates, the Group shall adapt and evolve risk management mechanisms, at organizational, policy,
procedural and technology level, so that such mechanisms remain effective at day-to-day banking
operations, in line with the principle of independence and operational for internal and institutional regulatory
purposes.
Governance
The Risk Management Committee (RMC) supports the BoD in defining a risk management strategy, based on
the current Business Plan and the risk appetite policy. The responsibilities, authorities and tasks of the risk
Management Committee, as well as the specific issues relating to its composition and operation, are listed in
its Regulation of Operation, which shall be approved by the Committee and the Board of Directors and is
available on the Bank’s website.
The RMC proposes to the Board of Directors on the present and future risk-taking strategy of the institution,
defines the principles to be applied to risk management in relation to their recognition, forecasts,
measurement, monitoring, control, and treatment; based on the current business strategy and the adequacy
of available resources.
The RMC shall also instruct the Risk Management Division (hereinafter also the RMD) in the implementation
of the risk appetite strategy, including compliance with the relevant capital adequacy supervisory regulations,
and shall monitor the independence, efficiency and effectiveness of the operation of the Division.
The RMC shall ensure that the Board of Directors of the Bank is adequately informed of all matters relating
to its taking-up strategy, level of appropriate risk appetite in the performance of its strategic and supervisory
tasks.
Risk appetite policy
The process of adapting to the evolving institutional environment and ensuring that functions determining
the level of risk management (policies, systems, etc.) are upgraded require the investment of significant
resources, which the Group utilize through transparent evaluation procedures; in order to ensure that the
result produced corresponds to the intended result and that the expenditure involved is within the budget.
All risks are defined by the Bank's risk appetite policy, which (as is the case with all policies) has been
approved by the Board of Directors. The risk appetite framework makes clear the acceptable levels of
maximum risk exposure, the desired degree of risk and its actual level, by directing and coordinating the work
of the individual units so that this can converge toward the strategic choices of the Management. To this end,
the risk appetite policy provides specific price levels, for a large number of indicators, reflecting the structural
image of all high interest areas, both for the Bank and for regulatory supervisors (capital adequacy, liquidity,
loan portfolio quality, profitability, etc.). This policy shall be updated on an annual basis and in exceptional
cases when appropriate.
Credit risk
Credit risk is defined as the potential risk of losses that may arise from the default of a counterparty to the
Bank and the Group. In addition to the credit risk arising from any form of facility, the Group shall, in the
context of the management of total credit risk, recognize that the following risks are additionally managed:
• Concentration risk
• Counterparty risk.
At the facility level, the Bank shall assess the credit risk in question, by establishing the credit standing of its
clients, both by applying one of the most reliable independent credit rating models, and by using a range of
techniques and criteria, compatible with the current institutional framework. These tools are described and
implemented in the context of the credit risk Management Policy, credit Policy and the credit risk
Management Policy of institutional counterparties. In this context, it is also clearly defined, both the
authorization procedure and the approval levels, which make the role of the Credit committees distinct.
Operational risk
The operational risk (OR) is defined as the loss risk due to:
• the inadequacy or failure of internal procedures;
• to a human factor,
• on IT systems, and
• in external events.
It also includes legal risk as well as credit or market risk events with operational reasons. The Bank has
established appropriate policies and procedures for managing operational risk and applies the Risk and
Control Self Assessment (RCSA) annually. In addition, Key Risk Indicators (KRIs) have been set in critical
business units. The Risk Management Division (RMD) through monitoring indexes', particularly in cases of
abrupt fluctuations, checks the reasons for the change and, if it identifies operational risks, puts in place
measures to mitigate risks. Finally, the Operational Loss Database application is regularly updated.
Market Risk
The Market Risk is defined as the potential loss that may be incurred in the Bank’s portfolio by unexpected
market value fluctuations in i areas of Market portfolios. The portfolios that face this risk are those that are
exposed to interest rate and/or monetary and/or price risk.
The Bank’s activity in financial products is at market risk, which may result in capital losses due to changes in
interest rates, equity/bond prices, equity ratios and exchange rates. Therefore, it seeks to effectively control
the market risks arising from all its activities through a risk management framework consisting of policies,
procedures and methodologies for assessment, measurement, monitoring and risk management as well as
the limits approved by the management.
In order to manage market risk effectively, the RMD calculates on a daily basis the maximum potential Loss
(MPL), value at risk (VAR) using the variance-covariance (Variance) method at a 99% confidence level and
one day holding period and informs the relevant units and the management of the Bank accordingly. The
Bank’s exposure to market risk has been identified by the risk Management Committee, through a well-
defined framework of limits in the Risk Appetite Framework (RAF), as well as by the Asset-Liability
Management Committee (ALCO) with limits to the function of the Treasury & Capital Markets Division.
Liquidity risk
The liquidity risk is defined as the risk that a bank, although solvent, does not have sufficient financial
resources to meet its liabilities when they become due, or to be able to secure them only through high
borrowing costs.
The Treasury & capital markets Division shall manage liquidity in the Bank through the monitoring and
management of core accounts, loan capital and capital market investment in accordance with the desired
level of risk appetite framework as established by the risk Management Committee, The Asset-Liability
Management Committee (ALCO) and the Board of Directors of the Bank. The RMD controls the liquidity of
the Bank in relation to the established limits.
Other risks
Periodically, as determined in the context of risk appetite framework, the Bank shall calculate and monitor
the risk appetite indexes based on the financial results and shall confirm that it operates in accordance with
the risk appetite levels provided by the Board. Where a breach of one of the index is observed, the activity
that burdens the index is identified and appropriate measures are applied to bring the risk back to acceptable
levels.
The relevant regulatory reports shall summarize and systematize the framework of the risk appetite, in all
its dimensions. Financial risk management is described in detail in note 4 of the financial statements and
consolidated financial statements for the financial year ending 31 December 2023.
Prospects 2024
The world economy slowed down in 2023. However, it is proving to be more resilient compared to
estimations at the beginning of the year in the triple crisis (pandemic, energy and cost of living), while the
risk of stagflation has fallen since key economic policy interventions. However, there is a considerable
disparity in economic developments. Global GDP growth is estimated by the IMF to slow from 3,5% in 2022
to 3,0% in 2023 and to 2,9% in 2024, amid significant differences between large economies. The completion
of the post-pandemic service recovery cycle, the tightening of monetary conditions to avoid inflationary
expectations, as well as the effects of the unprecedented rise in international energy prices last year, have a
significant impact on global economic activity. Economic activity is weakening in developed economies,
especially in the euro area, while developing and emerging economies are only declining marginally. In more
detail, the rate of real GDP growth of developed economies is expected, according to the IMF, to slow down
from 2,6% in 2022, to 1,5% in 2023 and 1,4% in 2024, while emerging and developing economies are
projected to decline marginally from 4,1% in 2022 to 4,0% in 2023 and 2024
17
.
Tightening monetary policy, the gradual withdrawal of budgetary support, persistently high inflation,
although declining, high debt and the impact of the war in Ukraine; Geo-economic fragmentation and
increased uncertainty since October due to geopolitical tensions in the Middle East have a negative impact
on economic activity and expectations. Global inflation, while continuing to decline as a result of the
17
source: Mid-term report on monetary policy (December 2023), Bank of Greece
increased interest rates through monetary policy and the fall in international commodity prices, remains
high and secondary effects appear to be gradually integrated into its core.
The risks for growth in the global and European economy remain significant and may continue to have a
negative impact on the economic activity in 2024. In particular, the increased geopolitical uncertainty in the
Middle East and Ukraine, the increased volatility in international commodity prices and the further decrease
in international trade will strengthen the two issues of low growth and high inflation; by reinforcing the risk
of increased inflationary expectations and keeping the basic interest rates higher over a longer period of
time.
The slowdown in the Chinese economy is becoming more structural and the potential for a worsening of the
real estate market is a threat to global economic activity.
Further deterioration of international financial conditions will have an impact on global demand, public
finances, and financial stability. Fiscal buffers in many economies has been exhausted for dealing with crises
and public debt and its increased service costs make it necessary to exercise restrictive pursue a restrictive
fiscal policy to avoid the risk of loss of confidence.
At the same time, in a macroeconomic environment where inflation remains high, higher than expected
nominal wage increases and less squeeze for businesses profit margins can lead to more persistent inflation,
a stronger monetary policy response and lower growth.
As far as the Greek economy is concerned, the risks for growth are mainly lower. In particular, risks to the
prospects of the Greek economy as projected by the Bank of Greece are: (a) a deterioration in the geopolitical
crisis in Ukraine and the Middle East and the consequent impact on the international economic environment;
(b) the lower than expected rate of absorption and utilization of the funds of the Recovery and resilience
Mechanism; (c) the delay in implementing reforms, which would slow down the process of boosting the
productivity of the economy and the competitiveness of enterprises; and (d) extreme weather events (floods
and fires, as was the case in 2023). The Greek economy will be positively affected if the recovery of the
investment grade in the Greek State’s credit rating results in stronger beneficial effects than expected or if
tourism revenues surpass expectations again.
For 2024, Optima bank aims to continue the successful 2023 course, guided by the prospects of the market
in which it operates but mainly its business plan for the period 2024-2026. The main strategic objectives of
Optima bank continue to be to increase the volume of activities, increase market share, increase revenues
through the use of all alternative client channels, find new sources of revenue, strict control of operating
costs with a view to further enhancing profitability and increasing the value to its shareholders.
The Optima bank management continuously assesses the macroeconomic environment in which it operates
in order to achieve its long-term objectives.
Marousi, 09 April 2024
For the Board of Directors
The Chairman
of the Board of Directors
The Managing Director
Georgios Taniskidis
Dimitrios Kyparissis
ALTERNATIVE PERFORMANCE MEASUREMENT INDICATORS (‘APMs’) AT GROUP LEVEL
In conjunction with the financial information reported under IFRSs, this Board of Directors Report also
includes financial indicators that are alternative performance measurement indicators that seek to follow
the orientations of the APMs issued by the European Securities and markets Authority (‘ESMA’). In
accordance with the definition of ESMA, a non-IFRS size is a measure for the calculation of historical or future
financial performance, financial position or financial flows that excludes or incorporates amounts that would
not have the corresponding adjustments to the comparative IFRS.
The following AIMA shall include or exclude amounts non defined by IFRSs, with the aim of a consistent basis
for comparison between economic periods or uses and the provision of information on events of non
recurring nature.
However, performance measurement indicators not defined in IFRSs are not a substitute for IFRSs.
Amounts in EUR 000
Name
Description
2023
2022
Loans and receivables
from pre-provisions
customers
Loans and receivables from clients measured at amortized cost before provisions for impairment of
loans and other receivables from clients - Calculation: Loans and receivables from customers +
Provisions for impairment of loans and other receivables from customers
2,458,509
1,693,430
Provisions for write-
downs of loans and
other claims by clients
Provisions for write-downs of loans and other claims by clients
27,595
18,907
Obligations to
customers
Customer deposits and checks payable -
Calculation: Demand Deposits + Savings Deposits + Term Deposits + Restricted Deposits + Other
Deposits + Checks Payable
3,191,804
2,177,209
Index of loans after
provisions to deposits
(LDR)
Carrying amount of loans and receivables from clients measured at amortized cost after provisions to
customer deposits and checks payable - Calculation: Loans and receivables from customers / (Cash
deposits + Savings deposits + Term deposits + Restricted deposits + Other deposits + checks payable)
76.16%
76.91%
Total operating costs
Total operating costs
56,939
41,807
Profit or loss before
tax
Total results before provisions and taxes
136,018
54,444
Risk weighted assets
(RWAs)
Assets and off-balance sheet items, determined on a risk-weighted basis, in accordance with
Regulation (EU) 575/2013
2,685,788
1,831,581
Common Equity Tier 1
capital ratio (CET 1)
Common equity Tier 1 capital, under Regulation (EU) 575/2013, including the profit in the period and
the supervisory transitional arrangements for the effect of IFRS 9 on risk-weighted assets.*
17.67%
10.49%
Total capital adequacy
ratio (TRCR)
Total supervisory capital, applying the provisions of Regulation (EU) 575/2013 and the supervisory
transitional arrangements for the effect of IFRS 9, in respect of risk-weighted assets, integrating period
profits.*
17.67%
13.77%
Liquidity coverage
Ratio (LCR)
The liquidity coverage ratio as defined by Directive (EU) No 2015/61 (amended by Directive (EU) No
2018/1620) is the amount of the pool of unencumbered high-quality liquid assets held by a credit
institution, toward the projected net cash outflows, in order for a bank to survive a one-month stress
test scenario.
243.87%
191.11%
Net stable funding
ratio (NSFR)
The net stable funding ratio is defined as the amount of available stable funding in relation to the
amount of fixed funding required.
131.73%
122.36%
* The funds have been calculated by including the profits of the period by incorporating a dividend distribution
provision, which is under the approval of the regular General Assembly.
STATEMENT OF CORPORATE GOVERNANCE
1. INTRODUCTION
In accordance with Articles 152 par. 1 and 153 par. of Law 4548/2018, Law 4706/2020 and the Greek
Corporate Governance Code, the Annual Management Report of the Board of Directors of the banking
société anonyme “Optima bank S.A.” (hereinafter ‘the Bank’) includes the corporate governance statement
on corporate use 01.01.2023-31.12.2023. The reference date of the present Statement shall be 31 December
2023 (hereinafter the "Reference Date").
This consolidated Corporate Governance Statement concerns the Bank and the companies in which the Bank
participates directly or indirectly, and which are included in its consolidated financial statements as defined
in IFRS 10 ‘Consolidated Financial statements’ and includes the Bank itself (hereinafter the ‘Group’).
The information required in cases c), d), f), h) and i) of par. 1 of article 10 of Directive 2004/25/EC, as they
have been integrated with items c), d), e), g) and h), respectively, of par. 7 of article 4 of Law 3556/2007, are
recorded in detail in the Annual Management Report of the Board of Directors.
2. OVERVIEW 2023
In the course of 2023, among other things, the following events have taken place concerning corporate
governance:
❖ The establishment of a suitability policy of the members of the Board of Directors in accordance with
Article 3 of l. 4706/2020
❖ The election of a new Board of Directors of the Bank and the appointment of independent non-
executive members of the Bank’s Board of Directors.
❖ The appointment of the Bank’s audit committee type, the term of office, the number, and the
qualifications of its members.
❖ The appointment of the members of the Audit Committee and the Risk Management Committee.
❖ The establishment of a single committee on remuneration and nominations and the appointment of
its members.
❖ The adoption of a remuneration policy for the members of the Bank's Board of Directors in
accordance with Articles 110-111 of l. 4548/2018.
❖ The appointment of a company secretary.
❖ The adoption, and implementation of regulations of the Bank's corporate governance system, in
particular:
✓ The Rules of Procedure of the Board of Directors,
✓ The Rules of Procedure of the remuneration and nominations Committee,
✓ The updated Rules of Procedure of the Audit Committee,
✓ The updated Rules of Procedure of the Internal Audit Division,
✓ The updated Rules of Procedure of the Provision Committee and
✓ The updated Rules of Procedure of delays Committee.
❖ Compliance by the Bank with the corporate governance framework of the provisions of Articles 1 –
24 of Law 4706/2020 through:
➢ the adoption and implementation of:
o The new Hellenic Corporate governance Code (HCGC),
o The updated Rules of Procedure the Bank
o The updated Rules of Procedure of the Executive Committee and
o The updated Rules of Procedure of the Asset-Liability Management Committee (ALCO)
➢ The appointment of a head – responsible for the shareholders' and corporate
communications department; and
➢ The Bank's ‘significant subsidiaries’ criteria were defined.
❖ The dematerialization of the shares and the cancellation of the share titles of the Bank due to the
listing of its shares on the Regulated Market (Main Market) of the Athens stock Exchange.
❖ The listing of the Bank’s common shares in the regulated market (main market) of the Athens stock
Exchange, following an increase in the Bank’s share capital through the issuance of new common
nominal shares made available to investors through a public offer in Greece and a parallel distribution
to a limited number of persons, in accordance with the provisions of the applicable legislation and
the relevant decisions of its corporate bodies.
❖ The successive amendments of the Bank’s Articles of Association in line with the provisions of Law
4548/2018 on companies listed on a regulated market, the existing provisions of stock exchange law,
and corporate governance legislation, as well as the following corporate actions:
-The reduction in the Bank's share capital by reducing the nominal value of each share, by offsetting
past accounting losses of the same amount;
-The reduction in the nominal value of each of the Bank’s share, while increasing simultaneously the
total number of shares held by the Bank (split),
-The ascertainment of the increase in the Bank's share capital as a result of the conversion of the
convertible bonds issued by the Bank by virtue of 23.09.2022 convertible bond loan into Bank's
ordinary nominal shares,
-The increase in the Bank's share capital by capitalization of part of the profits of the 2022 financial
year and the free of charge distribution of the new shares issued (stock awards) to the Chairman
and executive members of the Board of Directors (excluding independent non-executive members),
to senior executives of the Bank (Members of the Executive Committee Board) and to the regular
staff of the Bank, in accordance with the provisions of Article 114 of Law 4548/2018 and
- The increase of the Bank's share capital by payment of cash, with the exclusion of the pre-emptive
right of the existing shareholders and with the possibility of partial coverage of the capital, by virtue
of the authority granted to the Board of Directors of the Bank by the Extraordinary General Meeting
of the Bank's Shareholders dated 22.03.2023.
❖ The adoption of an Action Plan (ESG Roadmap) to gradually integrate the first four of the thirteen
expectations contained in a guiding text of the SSM for effective risk management of ESG, that credit
institutions are required to implement in order to meet the objectives set out in the Paris Agreement
with the United Nations Framework Convention on Climate change.
3. GENERAL MEETING OF SHAREHOLDERS
In accordance with Article 116 of Law 4548/2018, and Article 22 of the Bank’s Articles of Association, as in
force following its last amendment by the Bank's Board of Directors decision dated 30.08.2023, which is
published on the Bank's website (https://www.optimabank.gr/media/vqxlrj1v/optima-
bank_articles_of_association_bod_300823en.pdf). The supreme body of the Bank is the General Assembly
of its shareholders.
The General Assembly shall only be competent to decide on the following matters:
(a) to amend its Articles of Association, including an increase or decrease in share capital;
(b) for the election of the members of the Board of Directors and of the auditors;
(c) the approval of the overall management in accordance with the applicable legislation and discharge of
auditors;
(d) the approval of the Bank's annual and any consolidated financial statements;
(e) the distribution of annual profits;
(f) the approval of the remuneration or advance payments as referred to in Article 109 of Law 4548/2018
and the approval of the remuneration policy as referred to in Articles 110 et seq. of Law 4548/2018;
(g) to merge, split, convert, revive, extend the duration or dissolve the Bank;
(h) appointment of liquidators; and
(i) for any other matter provided for by law or by the Articles of Association.
The procedures and rules for convergence, participation and decision-making by the General Assembly, its
powers and the rights of shareholders at the General meetings of the Bank are regulated in detail by the
provisions of the Bank’s Article of Association, as applicable and Law 4548/2018.
General meetings 2023
During 2023, the General Assembly met at the following two meetings:
I. At an extraordinary meeting on 22 March 2023, attended either in person or through a
representative shareholders representing 84,3% of the Bank's share capital with the following
agenda items on which the following decisions were taken unanimously on all matters:
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
1
A reduction in the Bank’s
share capital through a
reduction in the nominal
value of each share, with
The General Assembly adopted:
(A) the reduction in the Bank's share capital by
€30,475,602, reducing the nominal value of each
common share from €21.30 to €17.25, without
ΙΝ FAVOR: 100% of
the present at the
meeting share
capital
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
offsetting past
accounting losses of the
same amount.
Corresponding
amendment to Article 5
of the Bank’s Articles of
Association
changing the total number of the Bank's ordinary
share capital, by offsetting past-year equivalent
accounting losses from the profit and loss account;
and
(B) the amendment of Article 5 (amendment of
paragraph 1 and addition of paragraph 1.8) of the
Articles of Association of the Bank as a result of the
above reduction in share capital.
AGAINST: -
ABSTENTION: -
2
A reduction in the
nominal value of each of
the Bank's shares, while
increasing the total
number of Bank shares
(split). Corresponding
amendment to Article 5
of the Bank’s Article of
Association.
The General Assembly adopted:
(A) the split of the five ordinary shares of the Bank
with a ratio of five (5) new to one (1) old by a
reduction in the nominal value of each share from
€17.25 to €3.45, while increasing the total number of
shares in the Bank from 7,524,840 ordinary
registered shares to 37,624,200 ordinary registered
shares; and
(B) the amendment of Article 5 (amendment of
paragraph 1 and addition of paragraph 1.9) of the
Articles of Association of the Bank as a result of the
above reduction in share capital.
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
3
To give power to the
Board of Directors to
increase the share capital
of the Bank and to limit or
exclude pre-emptive
right of its shareholders,
pursuant to Articles 24
par. 1(b) and 27 par. 4- of
Law 4548/2018.
The General Assembly granted the Board of Directors
the following powers, which can be exercised within
five (5) years:
(A) to decide, in accordance with Article 24 par. 1(b)
of Law 4548/2018, by the quorum and majority
provided for in the law; The increase in the capital of
the Bank by an amount which may not exceed three
times the amount of its paid-up share capital that
exists at the date of the granting of those powers to
the Board of Directors, by the adoption of new
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
common voting shares; And specify the specific
conditions and timing of the share capital increase in
its decision in accordance with the applicable
provisions of Law 4548/2018, including, but not
limited to, the structure of the increase, the way in
which the new shares are distributed of (through a
public offer and/or private placement; Distribution to
a limited number of persons in accordance with the
terms of Hellenic Capital Market Commission
Decision 4/379/18.4.2006), the distribution price of
new shares, the criteria for allocation between
different categories of investors, the conclusion of
necessary contracts or agreements with
intermediaries, organizers, Coordinating or
managing banks and/or other investment service
providers, and, generally, undertaking any necessary
or appropriate act, contract & transaction to
implement the increase and determine the manner
and other arrangements for the distribution of the
new shares, including the relevant amendment to
the Bank’s Article of Association; and
(B) to limit or exclude the pre-emptive right of
existing shareholders, in accordance with the
provisions of Article 27 par. 4 of Law 4548/2018 in
the context of the increase decided by the Board of
Directors in accordance with (A) above authorization.
In this context, the Board of Directors will be able - at
its discretion - to make new shares of the Bank
available to existing shareholders of the Bank which
the Board of Directors shall determine, although the
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
pre-emptive right of shareholders shall have been
excluded.
4
Listing of the total of
Bank’s common shares
on the Regulated Market
(main market) of the
Athens stock Exchange, in
accordance with the
provisions of Law
3371/2005, as applicable.
The General Assembly: (A) decided the listing of the
total of the Bank's common, nominal shares to
trading on the Regulated Market (the main market)
of the Athens Stock Exchange, in accordance with the
provisions of Law 3371/2005, and
(B) authorized the Board of Directors to represent
the Bank before the Athens Stock Exchange, Hellenic
Central Securities Depository SA and the Hellenic
Capital Market Commission and before any
competent authority or third party regarding the
listing to trading of all the Bank's shares on the
regulated market of the Athens Stock Exchange (the
“Listing”) and, in general, to take all necessary
actions and proceed to all declarations on behalf of
the Bank, and to regulate the details of any matter
concerning the Listing (but not limited to the
preparation, signature and submission of the
application for the Listing to the Athens stock
Exchange, drafting and submitting for approval of the
prospectus to the Hellenic Capital Market
Commission) with the right to authorize any of the
members of the Board of Directors or to employees
of the Bank. In addition, the General Assembly has
unreservedly approved all the actions of the Board of
Directors which were carried out before this Decision
for the purposes of the Listing.
(C) approved the appointment of "ALPHA BANK" as
Issuance Advisor and "ALPHA BANK" and "NATIONAL
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
BANK OF GREECE" as Lead Underwriters
Coordinators.
5
Amendment of the
Bank’s Articles of
Association to comply
with the provisions of
Law 4548/2018 on
companies listed on a
regulated market, the
existing provisions of
stock exchange
legislation and corporate
governance legislation.
The General Assembly decided that the following
Articles of the Bank's Article of Association should be
amended: Article 5, Article 6, Article 7, Article 9,
Article 12, article 13, article 17, article 19, article 20,
article 21, article 23, article 24, article 25, article 26,
article 27, article 30, article 31, article 33, article 34,
article 35, and article 39.
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
6
Approval of the suitability
policy of the members of
the Board of Directors in
accordance with Article 3
of L. 4706/2020.
The General Assembly approved the suitability policy
of the members of the Board of Directors of the Bank.
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
7
Election of the Board of
Directors and
appointment of
independent non-
executive members as
referred to in Article 5§2
of Law 4706/2020.
The General Assembly has elected the following
members of the Board of Directors of the Bank, with
a four-year term automatically extended to the first
ordinary General Assembly after the end of their
term of office, which may not exceed five years:
1. Georgios Taniskidis,
2. Petros Tzannetakis,
3. Dimitrios Kyparissis,
4. Angelos Sapranidis,
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
5. Theofanis Voutsaras,
6. Theodoros Efthys,
7. Pavlos Kanellopoulos,
8. Georgios Kyriakos,
9. Kleio Lymperis and
10. Georgia Kontogianni.
Of these Members, Mr. Theodoros Efthys, Pavlos
Kanellopoulos, Georgios Kyriakos, Kleio Lymperis and
Georgia Kontogianni were elected as independent
non-executive members of the Bank's Board of
Directors, in accordance with Article 5 of Law
4706/2020.
8
Definition of the type of
Audit committee of the
Bank, the terms of office,
the number and the
qualities of its members,
as referred to in Article 44
of Law 4449/2017, as
amended and in force.
The General Assembly: (A) decided that the Audit
Committee of the Bank will be a committee of the
Board of Directors, composed of three non-executive
members of the Board of Directors, of which the
majority are independent, within the meaning of
Article 9 of Law 4706/2020. In addition, the term of
office of the Audit Committee will coincide with that
of the Board of Directors of the Bank, i.e. it will be
four years, automatically extended until the first
ordinary General Assembly after the end of their
term of office, but not longer than five years, and
(B) it authorized the Board of Directors to appoint
from its members the members of the Audit
Committee, in accordance with the above and as laid
down in Article 44 of Law 4449/2017, as applicable.
IN FAVOR: 100% of
the present at the
meeting share
capital
AGAINST: -
ABSTENTION: -
9
Adoption of
remuneration policy for
the members of the
The General Assembly approved the remuneration
policy of the Bank's Board of Directors, which will be
valid for four years.
IN FAVOR: 100% of
the present at the
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF
VOTING
Bank's Board of Directors
in accordance with
Articles 110-111 of L.
4548/2018.
meeting share
capital
AGAINST: -
ABSTENTION: -
10
Other issues -
Miscellaneous
There were no other issues or announcements.
NOT FOR VOTE
II. At a regular meeting on 7 June 2023, at which 73.43% of the Bank's share capital was represented
either in person or through representative shareholders, with the following agenda items on which
the following decisions were taken:
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
1
Submission and
approval of the
individual and
consolidated annual
financial statements of
the 2022 financial year
and the relevant reports
of the Board of Directors
and the Certified
Auditors – Approval of
profits distribution.
The General Assembly decided to approve, on the
one hand, the annual financial statements of the
Bank, both individual and consolidated, for the
year ended 31.12.2022 and, on the other hand,
the Management Report of the Board of Directors
and the Audit Report of the Certified auditor. Since
the Bank as a credit institution is exempted in
accordance with Article 149A of Law 4261/2014
from the obligation to distribute a minimum
dividend set out in Articles 160 and 161 of Law
4548/2018, it has been decided to distribute the
net profits for the 2022 financial year in
accordance with Articles 158 and 159 of Law
4548/2018, and Article 36 of the Bank’s Articles of
Association as follows:
IN FAVOR: 100% of the
present at the meeting
share capital
AGAINST: -
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
(a) the amounts of the balance sheet credit lines,
which are not realized profits, of EUR
14,980,942.87, shall be deducted;
(b) a deduction of EUR 382,860.47 in order to form
a regular reserve;
(c) an amount of EUR 554,645.22 relating to losses
in previous years and a reclassification of an
actuarial profit reserve for previous years
transferred from profit or loss to reserves shall be
deducted;
(d) EUR 6,727,409.78 debit amount relating to the
valuation of financial assets at fair value through
the statement of other income shall be deducted
And it was decided to capitalize the balance of net
profits up to EUR 3,400,000.00 in order to dispose
free of charge shares to members of the Board of
Directors (excluding independent non-executive
directors), senior executives of the Bank
(Members of the Executive Committee) and
regular staff of the Bank (5th item of the agenda).
2
Approval of the overall
management carried
out in the financial year
01.01.2022 –
31.12.2022, in
accordance with Article
108 of Law No
4548/2018 and
discharge of auditors
Accountants for the
same financial year, in
the General Assembly decided to approve the
overall management carried out by the Board of
Directors during the 2022 fiscal year and to
discharge the Bank's Certified Auditors
Accountants from any responsibility for the
actions of the said fiscal year.
IN FAVOR: 100% of the
present at the meeting
share capital
AGAINST: -
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
accordance with Article
117 of Law 4548/2018.
3
Election of auditors of
accountants to audit the
financial statements of
the 2023 financial year.
The General Assembly decided to entrust regular
review of the Bank's annual financial statements
for the 2023 financial year, the tax audit for the
same financial year, as well as the preparation of
the pre-agreed procedures reports for the Deposit
and Investment Guarantee Fund and the
Guarantee Fund, in the company of Certified
Auditors “Deloitte Certified Public Accountants
S.A.”, for a total fee of € 330,000,00 plus VAT,
analyzed as follows:
➢ amount of EUR 250 thousand for the
regular audit of the financial year 2023;
➢ amount of EUR 70 thousand for tax
control for the period to 01.01.2023 to
31.12.2023 and
➢ amount EUR 10 thousand for reports on
pre-agreed procedures for the Deposit
and Investment Guarantee Fund and the
Guarantee fund.
IN FAVOR: 100% of the
present at the meeting
share capital
AGAINST: -
ABSTENTION: -
4
Approval of
remuneration for the
members of the Board
of Directors for the 2022
financial year and
definition of the amount
of such remuneration by
way of participation in
the profits of financial
year 2023 until the
The General Assembly decided:
A. the approval of the total remuneration, regular
and exceptional expenses and all kinds of
allowances paid for the period 01.01.2022 to
31.12.2022 to the non-executive members of the
Board of Directors, by virtue of their status as
members of the Board and to the executive
members for services they provide to the Bank, on
the basis of a special relationship (contract of
employment).
IN FAVOR: 93.19% of
the present at the
meeting share capital
AGAINST: 6.81 % of the
present at the meeting
share capital
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
ordinary General
Assembly for the year
2024, in accordance
with the provisions of
Article 109 of Law
4548/2018.
B. To define the level of remuneration and all
benefits which members of the Bank's Board of
Directors are entitled to receive, in accordance
with Law, the Remuneration Policy in force and
the Articles of Association, for the 2023 financial
year and until the ordinary General Assembly for
the year 2024, in accordance with the provisions
of Article 109 of Law 4548/2018.
In particular, it was decided to pre-approve
remuneration for non-executive members, taking
into account the widening of the number of non-
executive members of the Board of Directors, by
adding a new Member; as well as, to pre-approve
remuneration for executive members.
As regards the determination of the remuneration
of non-executive members of the Bank's Board of
Directors until the ordinary General Assembly for
2024, the following were decided, in accordance
with the Bank's Remuneration Policy:
i) Any remuneration and allowances of
non-executive members of the Board
of Directors (including fees for
participation in Board of Directors
committees), with the exception of
the Chairman of the Board οf
Directors, with effect from 1 July
2023;
ii) The remuneration paid to the
Chairman of the Board of Directors for
the services provided to the Bank by
virtue of its status (organizational
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
relationship), on the basis of a
contract approved by decisions of
previous General Assemblies, has
been adjusted as of 01.07.2023.
The remuneration paid to non-executive members
of the Board of Directors, the amount of which for
the 2023 financial year and until the ordinary
General Assembly of the year 2024 shall consist of
a participation in the profits of the financial year
(Article 109 par. 2 of Law 4548/2018 and Article 20
par. 2 of the Articles of Association) provided that
profits will be achieved in the 2023 financial year
which may be distributed, otherwise such
remuneration shall be charged to the
administrative costs of the Bank by way of
advance payment of that remuneration, at the the
discretion of the non-executive members of the
Board of Directors.
5
Free disposal of shares
to members of the
Board of Directors and
staff, in accordance with
Article 114 of Law
4548/2018, by means of
capitalization of profits
off the 2022 financial
year.
The General Assembly: (A) decided to increase the
share capital of the Bank, by capitalization of part
of the profits of 2022 financial year, by the amount
of EUR €3,399,999.15) divided as to the amount of
the increase, into 985,507 new nominal, common,
voting, shares, with a nominal value of each share
of € 3.45 (the ‘New Shares’), In order to dispose
the New Shares free of charge, subject to the
conditions of the law and without a mandatory
retention period, to the Chairman and executive
members of the Board of Directors (excluding the
independent non-executive members), to senior
executives of the Bank (members of the Executive
IN FAVOR: 93.19% of
the present at the
meeting share capital
AGAINST: 6.81 % of the
present at the meeting
share capital
ABSTENTION: -
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
Committee), and to the regular staff of the Bank
(Beneficiaries), in accordance with the provisions
of Article 114 of Law 4548/2018, as applicable and
subject to the receipt of relevant approvals by the
competent supervisory authorities.
As a result, due to the share capital increase by
capitalization of profits, for the purpose free
disposal of shares pursuant to Article 114 of Law
4548/2018, it was decided to amend Article 5 on
share capital (amendment of paragraph 1 and
addition of paragraph 1.11) of the Bank’s Articles
of Association).
(B) authorized and instructed the Board of
Directors of the Bank to take all necessary steps to
define the more specific conditions by further
authorizing the CEO to deal with the procedural
issues relating to the free distribution of shares to
the Beneficiaries; as specified in Article 114 of Law
No 4548/2018 and in the applicable Remuneration
Policies of the Bank's Board of Directors members
and staff, respectively.
6
Distribution of part of
the profits of the 2022
financial year, as a one-
off bonus due to the
achievement of
objectives, to members
of the Board of Directors
and staff of the Bank –
granting of
authorizations.
It was not introduced for discussion and therefore
no decision was taken.
NOT FOR VOTE
N/A
AGENDA ITEMS
DECISIONS
RESULTS OF VOTING
7
Other issues -
Miscellaneous
There were no other issues or announcements.
NOT FOR VOTE
4. SHAREHOLDERS
The Bank’s shareholding (for descriptive, non-regulatory purposes) was as follows on the last working day of
2023, i.e. 29.12.2023:
5. ADMINISTRATIVE, MANAGEMENT AND SUPERVISORY BODIES AND SENIOR MANAGEMENT
EXECUTIVES
In accordance with Article 9 of the Articles of Association of the Bank and Article 77 par. 1 of Law 4548/2018,
the Bank shall be governed by the Board of Directors.
The administrative, management and supervisory bodies of the Bank shall be the Board of Directors and its
committees (i.e. the Remuneration and Nomination Committee, the Audit Committee and the Risk
Management Committee), the Executive Committee and the Head of the Internal Audit Division Mrs.
Aphrodite Samara.
Investors 61,5%
Institutional investors
19,7%
Ireon Investments LTD
9,0%
Canelo Holdings Limited and
Baynoun (Cyprus & Gibraltar)
9,8%
Shareholding Structure 29.12.2023
In addition, senior management executives of the Bank are all members of the Executive Committee.
Implementation of corporate governance institutional framework
The Bank has adopted and complies with legal framework regarding corporate governance of listed
companies as well as regarding credit institutions pursuant to Law 4261/2014, Law 4706/2020 and Article 44
of Law 4449/2017 for the Audit Committee, and the delegated acts and decisions of the competent
authorities. In this context, the Bank, by its Board of Directors Decision dated 16.05.2023, adopted the
Hellenic Corporate Governance Code for listed companies established by the Hellenic Corporate governance
Council (HCGC) as published in June 2021, which meets the requirements of the current regulatory
framework as the HCGC has been recognized as a prestigious body under Article 17 of the Law 4706/2020
and Decision 2/905/3.3.2021 of the Board of Directors of the Ηellenic Capital Market Commission. The
aforesaid Corporate Governance Code is available on the Bank's website
(http://www.optimabank.gr/media/0ehjz5zv/esed_kodikas_etairikis_diakybernisis_2021.pdf).
In addition, the Bank, by virtue of Decision of its Board of Directors dated 16.05.2023, adopted its Rules of
Procedure, in accordance with the provisions of Article 14 of Law 4706/2020. A summary of the Bank’s Rules
of Procedure is available on the Bank’s website (https://www.optimabank.gr/about-us/corporate-
governance/principles). The Rules of Procedure of the Bank shall include, in accordance with paragraph 3 of
the same article, the organizational structure, the objects of the units and committees operating at the Bank,
as well as the functions of their heads and their reference lines, an indication of the main features of the
internal control system, Including the functioning of the Internal Audit Division, the Risk Management
Division and the Regulatory Compliance Division, as well as all the policies and procedures referred to in
Article 14 par. 3 of Law 4706/2020, with the exception of Sustainable Development Policy, as the Bank is not
obliged under the current legislation to adopt such a policy. In addition, the Rules of Procedure include the
Policy and Procedure regarding the adequate and effective mechanisms for communicating with
shareholders, with a view to facilitating the exercise of their rights and active shareholder engagement,
drafted in accordance with Article 13 par. 1(b) of Law 4706/2020; As well as the evaluation process of the
Bank's corporate governance system drawn up in accordance with Article 4 of Law 4706/2020. It is noted
that by virtue of the Decision of the Board of Directors dated 16.05.2023, the Bank has ascertained that no
subsidiary is considered to be a significant subsidiary, as defined in Article 2 of Law 4706/2020.
The Bank operates an Internal Audit Division led by Mrs Aphrodite Samara, appointed by the Bank's Board of
Directors decision dated 11.04.2013, Regulatory Compliance Division, led by Mr Alexandros Diolis
designated under the Bank's Board of Directors decision dated 10.08.2023, as well as Risk Management
Division, headed by the Sotirios Papakonstantinou, as designated by the Bank's Board of Directors decision
of 30.06.2022. At the same time, the Bank also operates a shareholders' and corporate communications
department, and appointed as Head Mr Konstantinos Vatousis pursuant to the Decision of the Bank's Board
of Directors dated 16.05.2023, also appointing him as the person responsible for communicating with
shareholders and investors, whole details are available on the Bank's website
(http://www.optimabank.gr/en/about-us/investor-relations).
Finally, the Bank, by virtue of its extraordinary General Assembly of shareholders Decision of 22.03.2023, has
approved and since then implements a remuneration policy and a suitability policy for the members of the
Board of Directors. Suitability Policy of the members of the Board of Directors, has been drawn up in
accordance with: (a) the provisions of Article 3 of Law 4706/2020 and the Hellenic Capital Market Commission
guidelines (Circular No 60/18.9.2020), (b) the Act of the Executive Committee of the Bank of Greece
142/11.6.2018 on the procedure: (i) for the granting of license of establishment and operation of credit
institutions in Greece; (ii) To acquire or increase a holding in credit institutions; and (iii) to take on a position
as Member of the Board of Directors and head of critical functions of credit institutions; and (c) The common
guidelines of the European Banking Authority and the European Securities and Markets Authority on the
assessment of the suitability of members of the management body and key function holders in accordance
with Directive 2013/36/EU and Directive 2014/65/EU (EBA/GL/2021/06), Law 4261/2014. The policies are
published on the Bank's website (http://www.optimabank.gr/about-us/corporate-governance/principles).
The Bank shall keep the following documents, in accordance with the provisions of Law No 4706/2020,
available on the website (https://www.optimabank.gr/about-us/corporate-governance/principles): Its
current Articles of Association, Remuneration Policy and Suitability Policy of the members of the Board of
Directors, the Rules of Procedure of its committees, a summary of its Rules of Procedure, The Board of
Directors's CVs, as well as the contact details of the Head of the shareholder and Corporate Communications
department to communicate with the Bank's shareholders and investors.
Neither the Board of Directors of the Bank nor its shareholders have taken any decision regarding future
changes in the composition membership of the Board of Directors of the Bank and the Committees, which
could have an impact on its corporate governance.
Board of Directors
Composition of the Board of Directors and mode of operation
In accordance with the Articles of Association of the Bank (Article 9), it is governed by a Board of Directors
consisting of three (3) to fifteen (15) members. The Board of Directors shall consist of executive, non-
executive, independent non-executive members, in accordance with Law 4706/2020 on corporate
governance, as applicable. The title of the Board of Directors as executive or non-executive members shall
be defined by the Board of Directors. The independent non-executive members shall be elected by the
General Meeting of shareholders of the Bank or appointed by the Board of Directors in accordance with
Article 9 par. 4 of Law No 4706/2020, as applicable and, shall not be less than one-third (1/3) of the total
number of members of the Board of Directors; and in any case, it may not be less than two (2). If a fraction
occurs, it shall be rounded to the nearest whole number.
The members of the Board shall be elected for a term of office of four years, starting from their election and
expiring with the election of a new Board of Directors by the ordinary General Assembly which shall meet
within the year in which the expiry of their term of office occurs. The term of office may not be extended
beyond five (5) years.
The current Board of Directors was elected by the extraordinary General Assembly's decision dated
22.03.2023, with a four-year-term of office, ending with the election of a new Board of Directors by the
ordinary General Assembly within the year of expiry of their term of office (i.e. until 10.09.2027) it was
formulated into a body by its decision dated 23.03.2023 and consists of ten (10) members, namely eight (8)
non-executive members, five (5) of which are independent non-executive members, and two (2) executive
members. In particular, the current Board of Directors consists of the following members:
Name
Position in the Board of
Directors
Title
Georgios Taniskidis of Ioannis
Chairman
Non-executive Member
Petros Tzannetakis of
Tzannimpeis
Vice-Chairman
Non-executive Member
Dimitrios Kyparissis of Apostolos
Chief Executive Officer
Executive Member
Angelos Sapranidis of Nikolaos
Member
Executive Member
Theofanis Voutsaras of
Christos
Member
Non-executive Member
Theodoros Efthys of Elias
Member
Independent non-executive
Member
Pavlos Kanellopoulos of
Dimitrios
Member
Independent non-executive
Member
Georgia Kontogianni of
Vassilios
Member
Independent non-executive
Member
Georgios Kyriakos of
Konstantinos
Member
Independent non-executive
Member
Kleio Lymperi of Konstantinos
Member
Independent non-executive
Member
In accordance with Article 13 par. 2 of the Article of Association of the Bank, the Chairman who is absent or
impended shall be replaced by the Vice-Chairman and, in the event of election of more than one Vice-
Chairmen, one of them, in accordance with a decision of the Board of Directors. In case of absence or
impediment of the Vice-Chairmen, the Chairman shall be replaced by another member of the Board of
Directors appointed by it.
The independent non-executive members of the Board, elected by the decision of the extraordinary General
Assembly of shareholders' dated 22.03.2023, met on the date of their election and continue to fulfill the
independence requirements of Article 9 of Law 4706/2020. Two (2) women participate in the composition of
the Board of Directors of the Bank, representing 25% of all members, rounded up in accordance with Article
3 par. 1(b) of Law 4706/2020.
In addition, it is noted that the above composition of the Board of Directors is in line with the Policy of
Suitability of the members of the Board of Directors which was established in accordance with the provisions
of Article 3 of Law 4706/2020, approved by the Decision of the Board of Directors dated 14.03.2023 (Pursuant
to Article 3 par 1 of Law No 4706/2020) and the extraordinary General Assembly decision dated 22.03.2023
(pursuant to Article 3 par. 3 of Law 4706/2020) and which Policy is available on the Bank's website
(http://www.optimabank.gr/media/troekoet/parartima_b_politiki_katallilotitas.pdf). The suitability of the
members of the Board of Directors was also ascertained by the Board of Directors of the Bank at its meeting
dated 14.03.2023. In addition, the CVs of the members of the Board of Directors are available on the Bank’s
website (http://www.optimabank.gr/en/about-us/corporate-governance/board-of-directors).
The Board of Directors shall exercise its powers in accordance with the Articles of Association of the Bank,
the provisions of Law No 4548/2018, Law 4261/2014 and Law 4706/2020 and national law, the Rules of
Procedure of the Bank and the Rules of Procedure of the Board of Directors, who was approved by the
decision of the Board of Directors dated 02.05.2023.
The CVs of the members of the Board of Directors are as follows:
Georgios Taniskidis, Chairman of the Board of Directors, Non-Executive Member:
Having 30 years of experience in the Banking Sector, Mr. George Taniskidis holds the position of Optima
bank’s Chairman, since July 2019.He commenced his career as an associate attorney with the law firm of
Rogers & Wells in New York. Upon his return to Greece, he joined Motor Oil Hellas. His banking career
commenced in 1990, in Xiosbank, as Head of the Consumer Business Group and Branch Network. Upon
Xiosbank’s acquisition (late 1998) by Piraeus Bank, Mr. Taniskidis was named General Manager and served
on the Strategic Planning Committee. From 2002 until June 2010, as Chairman and Managing Director of
Millennium Bank Greece, Mr. Taniskidis led the Bank from concept to fruition. It has to be stated that
Millennium Bank achieved its goals three years earlier than expected. In the same period, he led the
acquisition of a banking institution in Turkey which was then renamed to Millennium Bank Turkey. He
subsequently served as a Member of its Board of Directors. He later served as the interim Managing Director
of Proton Bank during the transition period from late July until October 2011, when he successfully
maintained the bank’s liquidity and access to markets during the tumultuous period prior to its split into
“good bank” and “bad bank” entities. From 2003 to 2005, he was a Member of the Board of Directors of Visa
International Europe. For many years he has served as a Member of the Board of Directors of the Hellenic
Banks Association. He currently participates in the Boards of Directors in a variety of companies in the trading,
manufacturing, and shipping sectors (such as Loulis Food Ingredients – listed on ATHEX, EuroDry Ltd – listed
on NASDAQ, Euroseas Ltd – listed on NASDAQ).
Furthermore, Mr. Taniskidis since June 2002, is a very active member of the YPO global leadership
community. He has served on the Regional Board Europe for eight consecutive years and was the Chairman
of the Executive Committee of the European Regional Conference held in Athens, Greece in 2016.He played
a pivotal role in the acquisition of Marfin Bank Romania (currently VISTA BANK). He also envisaged the
opportunity to create a bank without legacies in Greece. He pursued this goal fervently and finally, he
acquired Investment Bank of Greece (currently Optima bank). Optima bank within three years has managed
to produce outstanding results and has become a reference bank in the Greek banking system. In 2022
Optima bank more than tripled its recurrent results of 2021. Mr. Taniskidis holds a Law degree from the
University of Athens Law School, having graduated first in his class, and a Master of Laws (LL.M.) from the
University of Pennsylvania Law School.
Petros Tzannetakis, Vice-Chairman, Non-Executive Member:
Having over 34 years of experience in the private sector, Mr. Petros Tzannetakis holds the positions of Deputy
Managing Director and CFO in Motor Oil Group of Companies. His career commenced in 1986, in Motor Oil,
as Senior Financial Analyst. In 1991 he assumed the position of Chief Financial Officer and in 2005 of Deputy
Managing Director of Motor Oil Group of Companies. He is Member of the Board of Directors and the
Executive Management Committee of the Group. He leads all Corporate, Financial, Treasury, Banking and
Investor Relations functions and participates in all corporate decisions beyond finance. Milestones include
the IPO of Motor Oil (Hellas) during the years 1999 – 2001, the introduction of the Group to the Greek,
European and US Investment community, the Placement of Motor Oil (Hellas) shares, doubling the Free Float
of the company, attracting foreign institutional investors in September 2005 when Saudi Aramco sold its
holding. He is a Member of the Board of Directors of all the Motor Oil (Hellas) Corinth Refineries S.A.
subsidiaries (Avin Oil Industrial Commercial & Maritime Oil Company S.A., Motor Oil Holdings LTD, Coral SA
(former Shell Hellas SA), Coral Gas S.A., LPC S.A., Petroventure Holdings Limited). He is also Chairman of the
Board of Directors Korn Ferry International S.A. (Greece). He served as Member of the Board of Directors of
M.J. Maillis Group S.A. (packaging company), Incadea Group GmBH (Automotive retail solutions) and Olympic
DDB Holding S.A. (Advertising Company). Mr. Tzannetakis holds a BA degree in Economics from the University
of Surrey (UK) and an MA Degree in European Union Economics from the University of Sussex (UK).
Dimitrios Kyparissis, Chief Executive Officer, Executive Member:
Having over 25 years of experience in the banking sector, Mr Dimitris Kyparissis holds the position of the
Bank’s CEO. His career commenced in 1993, in Xiosbank, where he created the car financing department
before assuming responsibility for all the retail credit. In 2000 Mr. Kyparissis was among the founding
members of the greenfield Novabank, in charge of setting up the credit departments of the bank. 2002 found
him in Turkey were he launched Novabank’s greenfield subsidiary, BankEuropa. Upon his return in 2004, he
assumed various positions in Millennium Bank, where he became a board member responsible for credit and
operations. In 2010 he was appointed as a General Manager of Hellenic Postbank, responsible for the retail
business of the bank. Between 2016 and 2018, he was the head of retail branch network of Eurobank. Since
January 2019 he has been involved in the acquisition of Investment Bank of Greece where he undertook the
challenging task of transforming it to a commercial bank, Optima bank, from the position of Chief Executive
Officer. Mr. Kyparissis holds a B.Sc. degree in Accounting & Finance from the American College of Greece and
an MBA in Financial Services Management from the University of Sheffield, UK.
Angelos Sapranidis, Executive Member :
Having over 35 years of experience in the Banking Sector, Angelos Sapranidis currently holds the position of
Optima bank’s Chief Financial Officer. He commenced his career in 1981, in the Accounting Division of
Makedonia Thrace Bank S.A. and left the organization in 1991 as Deputy Director of the Financial &
Accounting Division. In 1991 he participated in the founding team of Egnatia Bank as Chief of the Financial &
Accounting Division. He was then promoted to Deputy General Director and assumed the responsibility of
the Administrative & Operations Department. In 2007 he became Group CFO of the Marfin Egnatia Bank. In
2013 he moved to the Financial Management of the Piraeus Bank Group and was assigned the responsibility
of liquidating the assets of the Greek activities transferred from the Cyprus Popular Bank and Bank of Cyprus
to Piraeus Bank. In 2018 he became Deputy Chief Executive Officer in Investment Bank of Greece (currently
Optima bank). Mr. Sapranidis holds a degree in Economics from the Law and Economics School of Aristotle
University, Thessaloniki.
Georgios Kyriakos, independent Νon-executive Member:
Having over 30 years of experience in senior management positions in Greek and multinational corporations,
as well as in the banking sector, Mr. Kyriakos currently holds the position of Optima bank’s Board member.
He has served as Secretary of the Ministry of Finance responsible for State-owned Enterprises and
privatizations. Mr. George Kyriakos holds a bachelor’s degree from the University of Denver and master's
degree in Business Administration from Boston University. He has attended a series of Executive Trainings at
INSEAD in Business Administration.
Pavlos Kanellopoulos, independent Non-Executive Member:
Having over 24 years of experience in accounting and finance, mostly at a senior level, Mr. Kanellopoulos
holds the position of Optima bank’s Board member since March 2020. He began his career in 1996 at the
International Banking Division of the Bank of Tokyo-Mitsubishi in London. Since 2003 Mr. Kanellopoulos has
served as CFO at various corporates, listed on the Athens Stock Exchange and NYSE operating in diverse
sectors such as manufacturing, shipping and TMT. In 2017 he was appointed as CFO of Stoiximan, a Greece
based online betting operator, ranked as one of Europe’s top e-gaming platforms and subsidiary Company of
OPAP SA. Mr. Kanellopoulos holds a B.Sc. in Economics from the Athens University of Economics, an MSc
from the University of Warwick and a MSc in Behavioural Science from the London School of Economics.
Theodoros Efthys, independent Non-Executive Member:
Having over 30 years of experience in the banking sector, Theodoros Efthys holds positions of Optima bank's
non-executive Board member and Risk Management Committee member. His career commenced in 1990 in
Merrill Lynch International Bank, London, as a Financial Advisor where he stayed for 13 years and left with
the title of Vice President. He then moved to Geneva, Switzerland, where he worked for 2 years in EFG
International Bank as First Vice President responsible for Portfolio Management. 2005 found him in Greece
working as an independent advisor. In 2008 he joined the Hellenic Post Bank where he worked as Deputy
Treasurer & Bond trader and following HPB’s merger with Eurobank he worked for its Asset Management &
Depository divisions. Since 2019 Mr. Efthys has been non-executive Board member at VISTA Bank Romania,
member of the Bank’s Nomination Committee & Chairman of its Internal Audit & Risk management
Committee. Mr. Efthys holds a B.Sc. degree, in Economics from Queen Mary College, University of London.
He is also a holder of FSA (UK Capital Markets), Series 3 & 7 (NASD USA), level C certification (Bank of Greece)
& Romanian National Bank BoD confirmation.
Kleio Lymperi, independent Non-Executive Member:
Kleio Lymperis has held the position of Group Treasurer in PPC S.A. since September 2020. Mrs. Lymperis
has built a diverse level of experience in the corporate credit sector in Greece for almost 20 years, having
worked in Corporate Finance at Citigroup and then HSBC, where she originated and executed various debut
high yield bond issues over the years 2013-14. Later, she joined Pillarstone, a KKR-Special Situations backed
distressed private equity firm based in Greece, which aimed at supporting banks with their non-performing
loans by investing in distressed corporates. Prior to joining PPC S.A., she worked as Investor Relations Director
at Mytilineos SA. Before moving to Greece permanently in 2001, she had been working in the investment
banking division at Deutsche Bank Alex. Brown in New York. Mrs. Lymperis is a graduate of Columbia
University (USA), having obtained both Bachelors’ and Masters’ degrees in Mechanical and Financial
Engineering, respectively.
Theofanis Voutsaras, Non-Executive Member:
Born in 1963. He is a Boston College (USA) graduate and holder of a MSc in Industrial Relations & Personnel
Management from London School of Economics (UK).He has a 30year experience at managerial posts in
various sectors (banking, constructions, Professional Football Club). He has been working for Motor Oil since
2010.
Georgia Kontogianni, independent Non-Executive Member:
Having over 10 years of experience in the banking and investment field, Mrs. Georgia Kontogianni currently
holds the positions of Optima bank's non-executive Board member and Risk Management Committee
member. Her career commenced in 2008 in the Capital Markets Division of Alpha Bank where she was
responsible for covering key corporate and institutional clients in the Fixed Income and FX Markets and
continued in the Capital Markets Divisions of Marfin Egnatia Bank in Greece and England. In 2013 she moved
to Zurich where she joined the Tallon Trading group as Director of Global Markets, specializing in the Oil and
EUAs financial markets. Since 2018, she has been in London, continuing her successful career, at Tallon
Commodities, as a Director of Trading, in charge of derivative transactions and structuring in energy
commodities and risk management of corporate clients. Mrs. Kontogianni holds a master's degree from the
London School of Economics and Political Sciences (LSE). She also holds an Investment Management level C
certification from the Chartered Institute of Securities & Investment (CISI), approved by the Financial Conduct
Authority (FCA) in the United Kingdom, and a Portfolio Manager level C certification from the Bank of Greece
& Hellenic Capital Market Commission.
Meetings of the Board of Directors for 2023
In 2023 the Board of Directors met twenty-two (22) times. The average participation rate of the members of
the Board of Directors in the meetings was 98%.
Suitability Policy of the Members of the Board of Directors
By virtue of the Decision of the extraordinary General Assembly of shareholders dated 22.03.2023, the Bank
approved and has since implemented a suitability policy of the members of the Board of Directors,
established in accordance with the applicable legislative and regulatory framework and published on the
Bank’s website (http://www.optimabank.gr/about-us/corporate-governance/principles).
Policy objectives
The objectives of the Policy are:
i. To define the principles and rules governing the selection or replacement of the members of the
Board of Directors and the renewal of the term of office of existing members.
ii. To assist the remuneration and nominations Committee in the performance of its duties as
regards the selection, control and formulation of nominations for members of the Board of
Directors of the Bank for election by the General Assembly (or the Board of Directors), in
accordance with the Articles of Association of the Bank and Law; As well as the replacement of
the members of the Board of Directors by establishing a transparent, efficient and timely
procedure for the suitability and nomination of candidates.
iii. Establish transparent and effective criteria for the selection and assessment of eligibility for
nominations and the internal assessment procedure for suitability.
iv. Ensure that the composition of the Board of Directors of the Bank meets high standards of
suitability(both individual and collective), reputation and competence.
v. Define the diversity criteria for the selection of Board members.
Individual and collective suitability
The Bank seeks the staffing of the Board of Directors. with people who have a guarantee of ethics, reputation
and increased reliability and this is the responsibility of the Board of Directors (BoD). and especially the
Remuneration and Nominations Committee. The BoD Members shall have a good reputation and sufficient
knowledge, skills and experience to be able to understand the Bank's activities, while at the same time they
dedicate the required time so as to perform their duties.
The composition of the Board as a whole shall cover a sufficiently broad range of knowledge and experience
by subject matter, so that the Board can collectively understand the activities of the Bank, including the main
risks to which it is or may be exposed. The principles underlying the policy are the compliance with the
legislative and regulatory framework, transparency, diversity, and meritocracy. In particular:
Individual suitability
The individual suitability of the members of the Board shall be assessed in particular on the basis of the extent
to which a person is considered to have:
i. adequate knowledge, skills, experience,
ii. reputation, honesty, integrity and good repute,
iii. independence of judgment;
iv. no conflict of interest in the performance of its duties, and
v. sufficient time to carry out its duties with the Bank.
Collective suitability
The suitability of the board members as a whole consists the collective suitability. The Board shall be
appropriate for the exercise of its duties and its composition shall ensure the effective management of the
Bank and a balanced decision-making. The Board members collectively should be able to take appropriate
decisions considering the business model, the risk-taking appetite, the strategy and the markets sentiment
in which the Bank operates, in order to effectively monitor and judge the decisions of the senior management
executives.
Succession Plan
In the context of ensuring suitability, the Board shall ensure for the Bank an appropriate succession plan for
the smooth continuity of the management of its affairs and decision-making, following withdrawal of
members of the BoD. In particular, the remuneration and nominations Committee always keeps in a state of
readiness a succession plan of the BoD, which ensures the smooth succession of the members of the BoD by
gradually replacing them. As regards the succession plan of the independent (mainly) members of the BoD
and the members of the Committees, the remuneration and nominations Committee shall have available a
reliable basis with persons identified and assessed as suitable nominees for BoD members in the event of a
replacement of existing members of the BoD is needed.
Diversity and gender-independent representation
The Bank gives priority to diversity in the Board of Directors and generally at all levels, in accordance with
the applicable legislative and regulatory framework, with a view to promoting independent views and sound
decision-making in the Board of Directors.
In particular, measures are taken to ensure that there is no exclusion on grounds of sex, race, color, ethnic
or social origin, religion or belief, wealth, birth, disability, age, sexual orientation, or any other non-
employment related parameter. The sole selection role shall have the individual suitability criteria identified
by the Suitability policy. The achievement of substantial and not only formal diversity within the Boards is an
important guarantee of the overall effectiveness of the Board.
The Bank is committed to promoting equality and diversity within the Board, and to promoting a culture that
values and respects diversity and recognizes that people from different backgrounds and experiences could
make a valuable contribution to the tasks of the Board. The Bank’s wider objective is to be an inclusive
organization, providing equal opportunities across the whole range of employment in it, including the
recruitment, training and development of its members of the Board of Directors and its employees.
In this context, adequate gender representation is also identified, at least as defined in the relevant
legislation, in percentage of the tota number of the members of the Board. In particular, each gender shall
be adequately represented in the Board, at least at the percentage of 25 per cent . If this number is a fraction,
then it shall be rounded to the nearest lower whole number. The Committee shallpropose targets to achieve
the diversification of the Board of Directors and recommend their adoption by the Board, which shall ensure
that one or more elements of diversification are improved and shallassess the progress made. In general,
tThe diversity criteria apply beyond Board members to senior management executives too. In fact, the
remuneration and nominations Committee , in cooperation with the Human resources Division, also
proposes that the Board adopts specific gender representation targets and timesclaes for achieving them
regarding said executives of the Bank.
Approval – Policy review – implementation at group level
The policy shall be adopted by the Board and submitted for approval to the General Assembly of the Bank.
Amendments to the policy shall be adopted by the Board and, if material, submitted to the General Assembly
for approval in accordance with Article 3 par. 3 of Law 4706/2020. The policy and any substantial modification
thereof shall apply as from its adoption by the General Assembly.
The policy that is applicable at any time is published on the Bank's website.
The policy shall be in line with the general corporate governance framework, corporate culture and risk-
taking appetite set by the Bank.
The policy is adopted at the Bank's group level, i.e. adopted and implemented to the extent possible (in terms
of size, internal organization, scale and complexity of their operations) by the Bank’s subsidiaries appearing
in the Bank's consolidated financial statements.
Implementation of the Policy of Suitability
The composition of the BoD as a whole covers a wide range of knowledge and experience by subject matter
and ensures effective management of the Bank and balanced decision-making. For the individual and
collective suitability of the members of the BoD, account has been taken of:
- their detailed curricula vitae, which record their knowledge, skills, experience and other
qualifications;
- other professional obligations and commitments;
- their cooperation and function as a whole in the performance of their duties,
- in general, the assessment of their individual and collective competences; and
- the provisions of the current legislative and regulatory framework, the Bank's approved
SuitabilityPolicy and the Hellenic Corporate governance Code.
It was further ascertained that within 2023:
- Each gender has been adequately represented at the Board, at least 25 per cent (25%), with the
female sex represented by two (2) women in the Board (10 members X 25 per cent = 2,5 rounded up
to the next lowest whole number, in accordance with Article 3 par. 1b of Law 4706/2020),
- The number of the independent non-executive members of the BoD has been higher than the
number set by the current legislation, which ensures a high level of independence of the Board of
Directors and its committees (5 out of 10 members of the Board are independent, i.e. 50%) and
- The eligibility criteria defined in the applicable legal and regulatory framework and in the Bank’s
suitability policy have been met and remain fully met.
Committees
Committees of the Board of Directors
Audit Committee
The Audit Committee has been set up on the basis of both the Act of the Governor of the Bank of Greece
2577/2006 and Article 44 of Law 4449/2017, as amended by Law 4706/2020. The type of audit committee,
its term of office, the number and the capacities of its members shall be defined by the General Assembly.
The extraordinary General Assembly of shareholders of the Bank decided on 22.03.2023 that the audit
committee of the Bank will be a committee of the Board of Directors, composed of three non-executive
members of the Board of Directors, independent in their majority, within the meaning of Article 9 of Law
4706/2020 and its term of office shall coincide with the term of office of the Board of Directors of the Bank,
i.e. it shall be four years, automatically extended until the first ordinary General Assembly after the expiry of
their term of office, but not exceeding five years.
The current composition of the Audit Committee, the members of which were appointed by the Decision of
the Board of Directors dated 23.03.2023 and the Committee was formed into a body by its Decision dated
30.03.2023, is as follows:
• Pavlos Kanellopoulos of Dimitrios, Independent non-executive Member of the BoD, Chairman of the
Audit Committee,
• Kleio Lymperis of Konstantinos, Independent non-executive Member of the BoD, Member of the
Audit Committee and
• Petros Tzannetakis of Tzannibeis, non-executive member of the BoD, Member of the Audit
Committee.
The above members are all non-executive, and two of the three, namely, Kleio Lymperis and Pavlos
Kanellopoulos are independent. These members of the Audit Committee have sufficient knowledge of the
sector in which the Bank operates, i.e. in the banking sector, because of their professional status and
experience, as can be seen from the above CVs, see section 'Board of Directors'/'composition of the Board of
Directors and Mode of Operation).
In addition, the Chairman of the Audit Committee, Mr. Pavlos Kanellopoulos has sufficient knowledge and
experience in auditing and accounting, as shown by his CV.
The composition of the Audit Committee therefore complies with the requirements of Article 44 of Law
4449/2017, as amended and applicable.
The Rules of Procedure of the Audit Committee were initially approved by the Board of Directors’ decision
dated 23.07.2015 and following amendments, they are currently in force as amended by the Decision of the
Audit Committee dated 30.03.2023 and the Decision of the Bank's Board of Directors dated 02.05.2023 and
published on the
Bank's website http://www.optimabank.gr/media/tpbmqtoy/c3_kanonismos_leitourgias_epitropis_elegxo
u.pdf.
Audit Committee meetings for the year 2023
In 2023, the Audit Committee met fourteen (14) times. The average participation rate of the Commission’s
members in the meetings held was 100%. Under its Rules of Procedure, the Audit Committee shall meet six
(6) times a year or exceptionally, if circumstances require so.
Activity related to the meetings of the Audit Committee for the year 2023
During 2023, the Audit Committee met fourteen (14) times and all three of its members participated in all
meetings, all of its decisions were taken unanimously, on the basis of a thorough examination of the
supporting material and further explanations of the meetings provided by the Chief Financial Officer, the
Chief Compliance Officer, the competent managers, the regular auditors and other external auditors. The
Audit Committee reviewed and submitted to the Board of Directors for approval the updated conditions
governing its operating, audit and regulatory compliance regulations.
It reviewed the interim quarterly, interim half-yearly and annual financial statements before their
publication. It reviewed and proposed to the Board of Directors the remuneration of Deloitte for audit and
non-audit work for the year ending 31 December 2023, was informed about the audit plan and audit
procedures of Deloitte.
It monitored the implementation of the annual Internal Audit Program for the year 2023. It took note of the
analysis of the annual Internal Audit Program for the year 2024. It has pre-approved its implementation and
submitted it for further approval to the Board of Directors of the Bank.
It was informed of important audit findings (from regular and specific audits) and the managers’ responses
in relation to the timing and findings resolution actions. It monitored the implementation of the annual
regulatory compliance program for the year 2023.
It reviewed and approved the 2022 annual report of the Officer appointed the fight against money laundering
and terrorist financing submitted to the Bank of Greece.
The Remuneration and Nominations Committee
The Bank's Remuneration and Nominations Committee shall consist of at least three (3) members appointed
by the Board of Directors. These members shall all be non-executive members of the Board of Directors and
the majority of them, shall be independent within the meaning of Article 9 of L. 4706/2020. An independent
non-executive Member of the Board of Directors shall be appointed as Chairman of the Committee. By the
decision of the Board of Directors dated 23.03.2023, a single Remuneration and Nominations Committee on
was set up, in accordance with Article 10 par. 2 of Law 4706/2020 and its members were appointed, and then
by the decision of the Remuneration and Nominations Committee dated 31.03.2023 it was formed into a
body as follows:
• Georgios Kyriakos of Konstantinos, Independent non-executive Member of the Board of Directors,
Chairman of the Remuneration and Nominations Committee,
• Theofanis Voutsaras of Christos, Non-Executive Member of the BoD, Member of the Remuneration
and Nominations Committee,
• Pavlos Kanellopoulos of Dimitrios, Independent non-executive Member of the BoD, Member of the
Remuneration and Nominations Committee, and
• Kleio Lymperis of Konstantinos, Independent non-executive Member of the BoD, Member of the
Remuneration and Nominations Committee.
The above members are all non-executive, and three of the four members are independent. The composition
of the Remuneration and Nominations Committee is therefore in accordance with Article 10 of Law
4706/2020. The term of office of the members of the Remuneration and Nominations Committee shall
coincide with the term of office of the Board of Directors of the Bank, namely it shall be four years,
automatically extended until the first ordinary General Assembly after the expiry of their term of office, but
not exceeding five years.
The current Rules of Procedure of the Remuneration and Nominations Committee were adopted by the
decision of the Remuneration and Nomination Committee dated 21.04.2023 and by the decision of the Bank's
Board of Directors dated 02.05.2023 and published on the
Bank's website http://www.optimabank.gr/media/cuslmnfi/kanonismos_leitourgias_epitropis_apodoxon_y
popsifiotiton.pdf.
Meetings of the Remuneration and Nominations Committee for the year 2023
During 2023, the Remuneration and Nominations Committee met eight (8) times. The average participation
rate of the Commission’s members in the meetings was 100%.
Activity related to the meetings of the Remuneration and Nominations Committee for the year 2023
First of all, the Single Remuneration and Nominations Committee was formed into a body during 2023 and
its Rules of Procedure were adopted.
The Committee then made suggestions to the competent corporate bodies on the following issues:
− The adjustment of the fixed remuneration of members of the Bank's Management and
Senior Managers (Executive Committee);
− The adoption of a remuneration policy for the members of the Bank’s Board of Directors
− The capitalization of part of the profits of the 2022 financial year and the distribution without
charge of corresponding shares to members of the Board of Directors and staff (stock
awards);
− The remuneration adjustment for the President and non-executive Member of the Board of
Directors of the Bank & for the CEO and executive member of the Bank’s BoD and the
granting of an exceptional benefit to the President and a non-executive Member of the
Board of Directors of the Bank
− The payment of variable remuneration for the award of economic results (profits/loss) for
the year 2022
− The identification of the beneficiaries and the definition of more specific terms for the
distribution without charge of stock awards, following profit capitalization, to members of
the BoD and staff, pursuant to the Decision of the ordinary General Assembly of shareholders
dated 07.06.2023 and
− The terms for the distribution of new shares of the Bank in the context of the parallel
distribution to a limited group of persons, for the members of the BoD and the Bank’s staff.
Finally, the Committee was informed of the suggestion made by the Bank of Greece regarding the
participation in the Board of Directors of a member with experience and academic background in IT sector
(IT expert).
Risk Management Committee
The Risk Management Committee of the Bank shall be composed of at least three (3) non-executive members
of the Board of Directors, appointed by a decision of the Board of Directors. Members of the Risk
Management Committee shall have appropriate knowledge, skills and expertise to understand and monitor
the risk-taking strategy of the institution. The Chairman of the Committee shall be appointed by the Board of
Directors. The Board of Directors's decision dated 10.08.2023 amended the composition of the Risk
Management Committee, as originally appointed by virtue of the Decision of the Board of Directors dated
23.03.2023, renewed the term of office of its members and appointed its President, while at its meeting of
05.09.2023, The Risk Management Committee was re-formed into a body as follows:
• Kleio Lymperis of Konstantinos, Independent Non-Executive Member of the Board of Directors,
Chairman of the Risk Management Committee,
• Theodoros Efthys of Elias, Independent Non-Executive Member of the Board of Directors, Member
of the Risk Management Committee,
• Pavlos Kanellopoulos of Dimitris, Independent Non-Executive Member of the Board of Directors,
Member of the Risk Management Committee and
• Georgia Kontogianni of Vasilios, Independent Non-Executive Member of the Board of Directors,
Member of the Risk Management Committee.
The term of office of the members of the Risk Management Committee shall be annual and may be renewable
without limitation.
The Bank's Board of Directors Decision dated 23.07.2020 adopted the Rules of Procedure of the Risk
Management Committee, which was amended by the Bank's Board of Directors Decision dated 10.08.2023
and has been uploaded on the Bank's
website https://www.optimabank.gr/media/nzhfmpzq/c5_epitropi_diaxeirisis_kindinon.pdf .
Risk Management Committee meetings 2023
During 2023 the Risk Management Committee met eleven (11) times. The average participation rate of the
Committee’s members in meetings was 98%.
Executive Committee
The Executive Committee shall be composed of the Bank's executives with the following capacities and its
current composition shall be as follows, following the 09.03.2020 decision of the Board of Directors:
Name
Board Member
of the Board /
non-member
Position onin the TableBank
Dimitrios Kyparissis of Apostolos
Board Member
of the Board
Managing DirectorChief Executive
Officer (CEO), Executive Board
Member of the BoD
Angelos Sapranidis of Nikolaos
Board Member
of the BoD
Executive Board Member, Head of
the BoD, Chief Financial Officer
(Finance)
Theodoros Georgakopoulos of Nikolaos
Not a Member
of a Boardthe
BoD
Head of Credit and Recoveries
Ioannis Parnis of DimitriosDimitris
Not a Member
of a Boardthe
BoD
Head of Human Resources
Konstantinos Vatousis of
CharalamposCharalambos
Not a Member
of a Boardthe
BoD
Head of Strategy and Investor
Relations
Alexandros Vlagoulis of Panagiotis
Not a Member
of a Boardthe
BoD
Head of Marketing & Products
Pashalis Giouchas of Pelopidas
Not a Member
of a Boardthe
BoD
Head of Technology and
Operations
Paris Economou of Polikarpos
Not a Member
of a Boardthe
BoD
Head of Wholesale Banking
Dimitrios Papageorgopoulos of Georgios
Not a Member
of a Boardthe
BoD
Head of Retail Networks
Anastasia PetsinarisPetsinari of
Theocharis
Not a Member
of a Boardthe
BoD
Head of Legal & Corporate
Governance (General Counsel)
Antonios Mouzas of Athanassios
Not a Member
of a Boardthe
BoD
Head of Brokerage
The Executive Committee has adopted Rules of Procedure, which were adopted by the Bank's Board of
Directors decision dated 12.12.2019 and updated by the Bank's Board of Directors decision dated 16.05.2023.
In accordance with the Rules of Procedure of the Executive Committee:
• The Executive Committee meets regularly every fifteen days and in exceptional circumstances
whenever the needs of the Bank so require, upon invitation of its President. A quorum requires more
than 50 per cent (50 %) of the members of the Committee to participate in person or by means of
tele-conference. In the absence of the President, he is replaced with regard to his role as President
of the Executive Committee by a Member of the Committee appointed by a decision of the
President.
• Its decisions shall be taken by an absolute majority of the participating members. In the event of a
tie, the vote of the President of the Committee supersedes.
• Upon authorization by the Bank's Board of Directors, the Executive Committee shall have (i)
administrative planning responsibilities, i.e., but not limited to: Monitoring the implementation of
the Bank's Business Plan and taking the necessary decisions to achieve the objectives set out therein;
Pre-approval of the budget guidelines and recommendation of the budget to the Board of Directors;
and (ii) authorization powers (within the limits of its powers and within the limits of its approval),
namely: Approval of the marketing strategy, the operating regulations of the departments/units, the
Bank's main policies, in accordance with the current institutional and regulatory framework
(including, but not limited to: Records management policy, customer complaint management policy,
customer asset custody policy, procurement policy, outsourcing policy, etc.), expenditure,
investment, Liquidation and business participations of a strategic or non-strategic nature
(acquisition, change, exit) within a budget of EUR 300,000 to EUR 1,000,000, excluding expenditure
and investment in IT systems or matters, which fall within the competence of another committee.
The above powers may be assigned or delegated by the Executive Committee to administrative
Committees, to members of the Committee or to officers of the Bank.
The CVs of the members of the Executive Committee (except for the members of the Executive Committee
who are also members of the Board of Directors for whom see the heading "Board of Directors"/ composition
of the Board of Directors and mode of operation") are as follows:
- Theodoros Georgakopoulos, Head of Credit & Recoveries: Having over 25 years of experience in
the Banking Sector and especially in Corporate & Retail Credit Risk Management, Mr. Theodoros
Georgakopoulos holds the position of Optima bank’s Head of Credit & Recoveries. His career
commenced in 1994, in Ergasias Bank, where he worked in the Business Banking Sector as a SMEs
and SBLs Senior Credit Analyst. In 2001 he joined the Novabank team where he managed the design
and creation of the Bank’s Credit Division. Between 2005 – 2008, he was the Head of Millennium
Bank’s Business Banking Credit Division. Then he was promoted to Deputy Chief Credit Officer of the
Bank where he remained until 2012. In 2012 he created the greenfield Millennium Bank’s Corporate
Recovery & Collections Unit. After Millennium Bank’s merger with Piraeus Bank in 2013, he became
Director of Piraeus Group’s Mortgage Credit Division. In 2018 he moved to Romania where he
became Deputy CEO of Marfin Bank Romania (currently Vista Bank) after the acquisition of the Bank
by Vardinogiannis Group. As of May 2019, he was involved in the acquisition of Investment Bank of
Greece, which is currently Optima bank. Mr. Georgakopoulos holds a bachelor’s degree in Economics
from the National and Kapodistrian University of Athens.
- Ioannis Parnis, Head of Human Resources: Having over 35 years of experience in the Banking Sector,
Mr. Yiannis Parnis holds the position of Optima bank’s Head of Human Resources. His career
commenced in 1984, in Barclays PLC Shipping Branch, where he held various positions in the
Customer Service Area. In 1991 he joined Xiosbank as a Branch Manager and in 1996 he moved to
the Personal Banking Department where he remained until 2000. 2000 found him working for a short
period in Telesis Investment Bank as a Private and Personal Banking Network Manager. Then, later
in 2001, Mr. Parnis joined Millennium bank where he remained for almost 13 years holding initially
the position of Retail Network Area Manager. Later he moved to the Human Resources area and
became Head of the HR Department, assisting the Bank to receive the 3rd “Great Place to Work”
Award (2009) by stimulating an organizational structure of transparency and meritocracy, along with
a pleasant daily environment. In late 2013 when Millennium bank merged with Piraeus Bank, he
assumed the position of Senior Director – Group Human Resources & Organizational Health. As of
April 2019 he was involved in the transformation of Investment Bank of Greece to Optima bank S.A.,
being responsible for all the matters related to Human Resources. Mr. Parnis holds a B.Sc. in Surveyor
Engineering from the University of West Attica.
- Konstantinos Vatousis, Head of Strategy and Investor Relations: Having over 20 years of experience
in the financial sector (Investment Banking), Mr. Konstantinos Vatousis holds the position of Optima
bank’s Head of Strategy & IR. His career commenced in 2000, in KPMG Advisors, where he served as
a corporate finance professional in the Corporate Finance department, focusing on M&As,
valuations, due diligence and debt restructuring services. In 2007 he undertook the role of the head
of the Investment Banking division of Millennium bank, executing various deals in mergers and
acquisitions, valuations and capital markets and equity sectors. In 2011 he joined an independent
financial advisory boutique Core Capital Partners as a Senior Investment Banker, specializing in
originating, structuring and executing several high profile transactions including, including the
acquisition of the Investment Bank of Greece (now Optima bank) under an international tender
process. In 2019 Mr. Vatousis joined Optima’s bank (former IBG) executive team as the Head of
Strategy & IR, playing a leadership role in the development of the long-term strategic plan of the
bank and the transformation of IBG from a brokerage house to a fully-fledged commercial bank
(Optima bank) as well as the relationship with the bank’s investors/ shareholders. Mr. Vatousis holds
bachelor’s degree in Economics from the University of Macedonia, Thessaloniki, and a postgraduate
degree in Money, Banking and Finance from the University of Sheffield.
- Alexandros Vlagkoulis, Head of Products & Marketing: Having a 20-year experience in the areas of
Wealth Management and Retail in the Banking Sector, Mr. Alexandros Vlagkoulis is currently Optima
bank’s Head of Products and Marketing. His career commenced in 2000, in Citibank International Plc,
as a Citigold Executive and assumed various roles within Citibank Greece over the following years. In
2005 he was appointed member of the Wealth Management Committee. In 2008 he became Vice
President and Head of Citigold. In 2014 he joined Eurobank Ergasias S.A. as Head of the Personal
Banking Business Development. In 2016 he was appointed Head of the Personal Banking and in 2018
he became Head of the Affluent Segment and Analysis with the mandate, among others, to design
and implement the Affluent Segment Strategy. As of February 2019, he was involved in the
transformation of the Investment Bank of Greece into a commercial bank. Mr. Vlagkoulis holds a
bachelor’s degree in Business Economics from the University of East London and a master’s degree
in Management from the University of Surrey.
- Paschalis Giouchas, Head of Technology & Operations: Having 20 years of experience in the Banking
Sector, Mr. Akis Giouchas currently holds the position of Chief Operating Officer in Optima bank S.A.
He commenced his career in 1995 at Accenture (Germany), where he was involved in large
transformation and re-engineering programs in major German banks and credit card processors. In
2001 he joined the founding team of the greenfield Proton Bank (Greece) as CIO, setting up the
bank’s information technology systems and expanding its (investment) services and branch network.
In 2013 he returned to Accenture (Greece), where he was in charge of Technology Consulting within
Accenture Financial Services and as such, he executed several IT Strategy projects. He later became
Head of Infrastructure, Operations and Security across all industries. In June 2019 he joined Optima
bank’s executive team with a mandate to transform IT and operations into a digital powerhouse. Mr.
Giouchas holds a master’s degree in Computer Science from the Technical University of Berlin.
- Paris Economou, Head of Wholesale Banking: With more than 15 years of experience in the Financial
Sector, Mr. Paris Economou is currently Optima bank’s Head of Wholesale Banking. He joined Cyprus
Popular Bank in 2004 as an analyst in the Large Corporate Banking department. In 2006 he undertook
the position of Relationship Manager in the Corporate & Investment Banking department of
Millennium Bank where he served until 2013 holding different positions. In 2013 and following the
merger of Millennium Bank with Piraeus Bank, he was a member of the Large Corporate Department
holding the position of Head. He participated in a number of high-profile Transactions and
Restructurings in different sectors. In 2017 he joined Ernst & Young as an Associate Partner of the
Transaction Advisory Department where he run a number of Restructuring and Advisory projects. He
joined Optima bank’s management team in March 2019, being responsible for the Wholesale
Banking sector. Mr. Economou holds an MA in Economics from the University of Aberdeen and an
MSc in Economics and Finance from Warwick University.
- Dimitrios Papageorgopoulos, Head of Retail Networks: Having over 30 years of experience in the
Banking Sector, Mr. Dimitris Papageorgopoulos currently holds the position of Head of Retail
Networks in Optima bank. His banking career commenced in 1989, in the National Mortgage Bank of
Greece. From 1990 to 2006, he was employed in Xiosbank and Piraeus Bank, where he held the
position of Branch Manager in the last 10 years. In 2006 he joined Millennium Bank becoming Head
of Mortgage Banking and Head of Network South Greece until 2011. In 2011 he undertook the
position of Deputy General Manager in Hellenic Postbank, where he was responsible for the retail
business of the Bank. Between 2013 and 2018, he was head of Network in Hellenic Postbank and
Sector Head of Eurobank’s Network in Athens and West Greece. From February 2019 until July 2019,
he was involved in the acquisition process of Investment Bank of Greece. Mr. Dimitris
Papageorgopoulos holds an Advanced Diploma in Business Administration from London City College.
- Anastasia Petsinari, Head of Legal & Corporate Governance: Having over 20 years of substantial
professional experience in banking sector, Mrs Anastasia Petsinari is the Head of Legal & Corporate
Governance, as well as Corporate Secretary at Optima bank. Since the start of her career in 1997 she
was involved with financial law, providing legal at various domestic and foreign financial institutions.
As of 2003 she worked as legal counsel holding important roles in various financial institutions,
including, Head of legal department at Omega Bank (2003-2006), Head of legal department at Proton
Bank (2006-2011) and Director of Legal Division at New Proton Bank (2011-2013). In 2013 she joined
Eurobank as a Deputy Legal Director of Legal Services Division and then in 2014 she was recruited at
Alpha Bank, where she remained until 2019, undertaking the duties at first as a Deputy Director and
then as a Legal Director of Legal Services Senior Division, being responsible for the legal support in
all aspects of banking business of Alpha Bank. In the past, she has also provided legal services as Of
Counsel mainly in investments, large scale construction projects and claims management, while she
also specializes in information and communication technologies. She is highly experienced in
formulating organizational and business level strategies in alignment with corporate governance
principles and she has in-depth knowledge of the Greek and European banking legislation, first-hand
experience of Greek banks operations and understanding of both the legal and business banking
particularities. Mrs Anastasia Petsinari obtained her law degree and an LL.M in banking, finance and
securities from the Faculty of Law, Economic and Political Sciences of Aristotle University of
Thessaloniki as well as an LL.M in International Law & Practice in Commerce and Foreign Investments
from Athens Panteion University of Social & Political Sciences. She also holds an MBA from the
National Technical University of Athens and Athens University of Economic & Business and, finally, a
Master of Science (MSc) in Management in Science & Technology from the Athens University of
Economic & Business. She is trained and certified in Negotiations and Dispute Resolution, at Harvard
Law School, Program on Negotiations and she is also Accredited Mediator of the Hellenic Ministry of
Justice.
- Antonios Mouzas, Head of Brokerage Services: Having long experience in senior management in
banks and multinational organizations, as well as Board positions in Greek and foreign banks, Mr.
Mouzas currently holds the position of Head of Brokerage Business in Optima bank. His career in the
Banking Sector started in 1994 in XiosBank Consumer Credit Division and then moved to Toyota
Hellas Group. In 2000 he joined Millennium Bank as Credit Product Manager, Head of Mortgage
Banking and as General Manager of Corporate and Investment banking after his return to Greece in
2013. Being abroad, between 2006 and 2013, Mr. Mouzas worked as General Manager and Board
member in Millennium bank Turkey and Romania, undertaking various responsibilities and
supporting different functions including Corporate & SME financing, Credit, Operations, IT,
Recoveries and Branch Network. Between 2014 and 2017, he was active in investment banking (Core
Capital Partners & Fedra Capital), undertaking mainly the restructuring of syndicated loans and
companies acquisitions in Greece, Turkey and Romania, with a total transaction value of more than
1 billion euros. In 2017 he joined the Vardinogiannis team which acquired Romania Marfin Bank (later
Vista Bank), where he worked as CEO until 2020. Mr. Mouzas has a degree in Economics from the
School of Law and Economics of the Aristotle University of Thessaloniki, an MBA from ALBA Business
School and a post graduate degree from INSEAD.
Professional obligations & number of shares of members of Board of Directors, management and
supervisory bodies, senior management
For the members of the Board of Directors of the Bank, the members of the Audit Committee, the Head of
the Internal Audit Division, Ms Aphrodite Samara, the members of the Remuneration
and Nominations Committee and the Risk Management Committee, which are the Bank's administrative,
management and supervisory bodies, as well as the Bank's senior management, as outlined above in section
“Administrative, Management and Supervisory Bodies and Senior Management”, the following apple on the
Reference Date:
1. Apart from their activities related to their status and position in the Bank, and those activities related to
participations in administrative, management and supervisory bodies referred to in point 2 of this
Section, they are not invlolved in other professional activities, apart from the Bank and its subsidiaries,
which are important to the Bank, with the following exceptions:
- Mr. Petros Tzannetakis, Vice President, Non-Executive Member of the Board and Member of the
Audit Committee, holds the position of Deputy CEO of Motor Oil.
- Mr. Theofanis Voutsaras, Non-Executive Member of the Board of Directors and Member of the
Remuneration & Nominations Committee, holds the position of General Manager of Human
resources of the Motor Oil Group (MOH Group).
2. On the Reference Date they were members of administrative, management and supervisory bodies in
another company or legal entity, excluding subsidiaries of the Bank, as indicated in the following table:
NAME
N/A
NAME OF LEGAL PERSON
POSITION
Georgios Taniskidis of
Ioannis
1
CORE CAPITAL PARTERS S.A.E.
Chairman of the
BoardBoD
2
LOULIS FOOD INGREDIENTS S.A.E.
Independent Non-
Executive Boardnon-
executive Member of the
BoD
3
EUROSEAS LTD
Director
4
EURODRY LTD
Director
Petros Tzannetakis of
TzannimpeisTzannibei
1
MOTOR OIL (GREECEHELLAS) CORINTH
REFINERIES S.A.
Executive Board Member
of the BoD
NAME
N/A
NAME OF LEGAL PERSON
POSITION
2
MOTOR OIL INVESTMENTS LIMITED
(CYPRUS)
Director
3
MOTOR OIL HOLDINGS LTD (CYPRUS)
Director
4
PETROVENTURE HOLDINGS LIMITED
(CYPRUS)
Director
5
AVINOIL SOLE SHAREHOLDERSINGLE
MEMBER COMPANY AVENEP
Non-Executive Board
Member of the BoD
6
CORAL S.A.E.
Non-Executive Board
Member of the BoD
7
CORAL GAS SOLE REPRESENTATIVE SSINGLE
MEMBER.A.E.V.E.Y.
Non-Executive Board
Member of the BoD
8
LPC SOLE SHAREHOLDERSINGLE MEMBER
COMPANY SA
Non-Executive Board
Member of the BoD
9
MOTOR OIL RENEWABLE ENERGY (MORE)
SOLE SHAREHOLDERSINGLE MEMBER
COMPANY SA
Executive Board Member
of the BoD
10
ANEMOS RES SOLE SHAREHOLDERSINGLE
MEMBER COMPANY SA
Chairman of the
BoardBoD Executive
11
MOTOR OIL MIDDLE EAST DMCC (HAE)
Director
12
MOTOR OIL FINANCE PLC (UK)
Director
13
MEDPROFILE LIMITED (CYPRUS)
Director
14
KORN FERRY INTERNATIONAL S.A.SA
Chairman of the
BoardBoD Non-
Executiveexecutive
15
NRG SUPPLY & TRADING S.A.
Non-Executive Board
Member of the BoD
16
CORINTHIAN OIL LIMITED (UK)
Director
17
TALLON COMMODITIES LTD (UK)
Director
18
VERNT MONOPROSOPI ANONYMI ETAIRIA
AEIFORON PROIONTON KAI
YPIRESIONVERNT SINGLE MEMBER SOCIETE
ANOYNME SUSTAINABLE PRODUCTS AND
SERVICES
Board Member of the BoD
Dimitrios Kyparissis
of Apostolos
1
BANK HELLENIC BANK ASSOCIATION
Board Member of the BoD
Georgios Kyriakos of
Konstantinos
1
NOTOS COM SYMMETOCHES ANONYMI
EMPORIKI KAI VIOMICHANIKI
ETAIREIAHOLDINGS AEVE
Board Member of the BoD
2
OTROPAY PAYMENT INSTITUTION FOR
SINGLE MEMBER SA
Non-Executive Chairman
RSof the BoD
3
FAROS ADVISOR (IKE)
UniqueSole partner and
AdministratorManager
4
HELLENIC WINERIES SA
Board Member of the BoD
5
GAMING SUPERVISION AND CONTROL
COMMITTEE (E.E.E.P.)
Member
Pavlos Kanellopoulos
of Dimitrios
1
KAIZEN DIGITAL SERVICES S.A.E.
ExecutiveSenior Manager
NAME
N/A
NAME OF LEGAL PERSON
POSITION
2
KAIZEN GAMING LTD
ExecutiveSenior Manager
Theodoros Efthys of
Elias
1
VISTA BANK (ROMANIA) SA
Independent non-
executive board Member
of the BoD & Chairman of
Common Audit & riskRisk
Committee
Theofanis Voutsaras
of Christos
1
AVINOIL VIOMICHANIKI EMPORIKI KAI
NAUTILIAKI ETAIREIA PETRELAION
MONOPROSOPI ANONYMI ETAIREIAAVINOIL
SINGLE MEMBER AVENEP
Board Member of the BoD
2
MOTOR OIL RENEWABLE ENERGY (MORE)
SINGLE ENTITYMEMBER SA
Board Member of the BoD
3
KORAKIA S.A.
Vice-President
4
LPC SINGLE ENTITYMEMBER S.A.
Board Member of the BoD
5
KTIMA S.A.E.
Board Member of the BoD
6
CORAL GAS MONOPROSOPISINGLE MEMBER
A.E.B.E.Y.
Board Member of the BoD
Theodoros
Georgakopoulos of
Nikolaos
1
TEIRESIAS SA
Board Member of the BoD
Antonios Mouzas of
Athanasios
1
ELTON INTERNATIONAL TRADE SA
Independent Member of
the BoardBoD
3. On the last working day of 2023, i.e. on 29.12.2023, they held the following number of shares in the
Bank:
NAME
POSITION
NUMBER OF SHARES
Georgios Taniskidis of Ioannis
Chairman, non-executive Member
550,000
Petros Tzannetakis of
TzannimpeisTzannibeis
Vice-President, Non-Executive Board
Member of the BoD
80,052
Dimitrios Kyparissis of the Apostolos
Executive Board Member, Managing
Director of the BoD, CEO
117,707
Angelos Sapranidis of Nikolaos
Executive Board Member, Head of the
BoD, Chief Financial ServicesOfficer
22,000
Theofanis Voutsaras of Christos
Non-Executive Board Member of the BoD
44,828
Theodoros Efthys of Elias
Independent non-executive board
Member of the BoD
7,000
Pavlos Kanellopoulos of Dimitrios
Independent non-executive board
Member of the BoD
7,000
Georgia Kontogianni of the Vassilios
Independent non-executive board
Member of the BoD
5,480
Georgios Kyriakos of Konstantinos
Independent non-executive board
Member of the BoD
7,000
Konstantinos Vatousis of Charalampos
Head of Strategy and Investor Relations
22,205
Alexandros Vlagkoulis of Panagiotis
Head of Products & Marketing
26,008
Theodoros Georgakopoulos of Nikolaos
Head of Credit and Recoveries
19,268
Pashalis Giouchas of Pelopidas
Head of Technology and Operations
39,303
Antonios Mouzas of Athanasios
Head of Brokerage
34,241
Dimitrios Papageorgopoulos of Georgios
Head of General Retail Networks
51,152
Ioannis Parnis of Dimitrios
Head of Human Resources
29,600
Anastasia Petsinari of Theocharis
Head of legalLegal Services
25,522
Aphrodite SamarasSamara of Vassilios
Head of Internal Audit
290
Paris Economou of Polikarpos
Head of Corporate Banking
49,917
6. GROUP INTERNAL CONTROL SYSTEM
The functioning of an adequate and effective Internal Audit System shall be ensured by the Audit Committee
and the Board of Directors of the Bank.
The Internal Audit System (IAS) in accordance with the Act of the Governor of the Bank of Greece
2577/9.3.2006 is a set of audit mechanisms and procedures covering on an ongoing basis all the activities of
the Bank and contributing to its efficient and safe operation. The IAS is adopted and applies to the extent
possible (in the light of their size, internal organization, scale and complexity of their operation) also by
the subsidiaries appearing in the Bank’s consolidated financial statements.
In particular, it aims to ensure the following objectives in particular:
• The effective functioning of the Internal Audit Division.
• The consistent implementation of the operational strategy using the available resources efficiently.
• The recognition and management of all risks undertaken, including operational risk.
• Ensuring the completeness and reliability of the data and information required to identify accurately
and timely the financial situation of the Bank and the production of reliable financial statements.
• Compliance with the institutional framework governing its operation, including internal regulations
and rules of conduct.
• The prevention and avoidance of incorrect actions and irregularities which could jeopardize the
reputation and interests of the Bank, its shareholders and its contracting partners.
In order to ensure the IAS, the Bank has delegated powers to independent units (risk management, internal
audit and regulatory compliance) and to the Committees of the Board of Directors. For the purposes of
implementing the IAS, the Bank shall apply the “Three Lines Model”.
First line of defense: It concerns the operational and functionally responsible units which manage risks in
their daily operations. They are also responsible for developing procedures and control points to effectively
manage risks and to implement corrective actions in cases of recognized deficiencies in procedures and
control points.
Second line of defense: It concerns the operational functions defined and staffed by the Management for
risk supervision, with a view to supporting further strengthening and/or monitoring of processes and control
points developed by the first line defense. Such functions are the Divisions: Risk Management and Regulatory
Compliance.
The Bank's Risk Management Division shall approach the risks associated with its activity in a methodical
manner, with a view to contributing to the continuation of its activities and to its sustainable development.
The Risk Management Division shall dispose of respective Rules of Procedure and operating procedures. The
purpose of the procedures of the Risk Management Division is to assess and identify all risks that may affect
the orderly functioning and viability of the Bank, to identify and clearly allocate roles and limits of liability in
risk management, to effectively manage risks and take immediate eradication measures where appropriate,
to timely submit reporting and consultation to the Management or the Supervisor on critical issues, as well
as to continuously provide communication and information on new potential risks.
At the same time, the Bank has a Regulatory Compliance Division which reports to the Board of Directors of
the Bank. Regulatory compliance concerns compliance with the letter and in particular the spirit of laws,
institutional and regulatory rules and principles, codes of conduct, market best practices, with a view to
minimizing the risk of non-compliance, economical loss or damage to the reputation the Bank may suffer as
a result of its failure to comply with a rule.
Third line of defense: The Division of Internal Audit, disposing a high degree of independence, provides an
objective assurance on the effectiveness of the internal audit system, including how the first and second lines
of defense achieve their purpose.
The Internal Audit Division shall operate in the manner set out in the Code of Conduct and the International
Framework for the professional implementation of Internal Audit (IPPF) of the Institute of Internal Auditors,
L. 4706/2020 and the relevant Capital Market Commission decisions and disposes of Internal Audit Division
Rules of Procedure.
Division of Internal Audit
The Internal Audit Division is an objective, independent organizational unit with purpose to monitor and
improve the Bank's functions and policies regarding the Internal Audit System. It is subject functionally to the
Bank’s Audit Committee and administratively to the CEO.
The Division disposes of Rules of Procedure which is adopted by the Audit Committee and the Board of
Directors. The Rules of Procedure of the Internal Audit Division are annexed to the Rules of Procedure of the
Bank and form an integral part thereof, and any amendment thereto does not entail an amendment to the
Bank's Rules of Procedure.
Responsibilities
The Division has indicatively the following key responsibilities:
• monitoring, control and evaluation of implementation of:
a) The Bank’s Rules of Procedure and
b) the adequacy and effectiveness of the Internal Audit System of the Bank and the Group’s
subsidiaries,
c) the quality assurance mechanisms and
d) Corporate governance mechanisms and compliance with the commitments contained in the Bank's
prospectuses and business plans relating to the use of funds raised by the regulated market and
submission of reporting to the Audit Committee at least every three (3) months on the most
important issues and its proposals with regard to the above;
• drafting of reports addressed to the controlled units containing any findings, and the risks associated
with them and suggestions for improvement, if any.
• Adoption and establishment of a single audit methodology of the Internal Audit Division.
• Conducting of any kind of control to all units, activities and providers of substantial activities of the
Bank’s Group.
• Notification to the Board of Directors, through the Audit Committee and the Management, on the
progress and results of the controls.
• Provision of information on the results of the controls carried out by the regular auditors for the
annual fiscal year, the statutory auditors carrying out every three years the assessment of the
adequacy of the internal audit system, as well as other annual reports submitted to the supervisory
authorities.
• Submission of suggestion to the Audit Committee on the selection of external auditors to carry out
the three-yearly assessment of the adequacy of the internal audit system for the Bank and the Group
and notification to the Bank of Greece of the extent of the audit.
• Carrying out audits/controls as defined by the Capital Market Commission.
Head of Internal Audit Division
The Head of the Internal Audit Division shall be appointed by the Board of Directors of the Bank, upon
proposal of the Audit Committee, shall be a full-time and exclusive employee, personally and functionally
independent and objective in the performance of his duties and shall have appropriate knowledge and
relevant professional experience. It shall be administratively subject to the CEO and functionally to the Audit
Committee. As Head of the Internal Audit Division, he may not be a Member of the Board of Directors or a
Member with voting rights in permanent committees of the Bank and have close links with anyone holding
one of the above capacities in the Bank or in a Group company.
Its main responsibilities are described in the Rules of Procedure of the Division.
At its meeting dated 11.04.2013, the Board of Directors of the Bank, acting upon a proposal from the
members of the Audit Committee, appointed Mrs. Afroditi Samara of Georgios as Head of the Internal Audit
Division, in accordance with the applicable legal framework. Mrs. Afroditi Samaras is a full-time and exclusive
employee of the Bank, who is personally and functionally independent and objective in the performance of
her duties, has the appropriate knowledge and relevant professional experience and has no close links with
any Member of the Bank’s Board of Directors, as well as any company of the Group, or a member with voting
rights in permanent committees.
Mrs. Aphrodite Samara has had years of professional experience in financial and investment services and has
been the internal auditor of the Bank since 2004. She is registered in the Economic Chamber in the Register
of Private sector Internal Auditors of L.4849/21, under Reg. No 604. She began her career in 1991 at Exelixis
Investment, where she worked in the securities sector and then joined ABN AMRO Bank N.V.’s in 1995, where
she undrtook positions of responsibility up to and including the year 1999. During the period 2000 – 2004
she worked as operations Manager at ARTION ΑΧΕΠΕΥ, while in 2004 she was appointed as head of Internal
Audit at the Investment Bank of Greece S.A. (currently Optima bank), a position she has held so far. Mrs.
Samara holds a significant qualification and certification of professional training in auditing methods, best
international auditing practices and in matters of mortgage banking, and has been assessed for her
competence and suitability as Ηead of the Bank’s Internal Audit by the Bank’s supervisory authority (Bank of
Greece).
Regulatory Compliance Division
The Division of Regulatory Compliance shall be administratively independent in order to ensure that conflicts
of interest are prevented in the exercise of its powers and shall have the possibility of unrestricted access to
all data and information necessary for the performance of its tasks.
The Division of Regulatory Compliance shall consist of the following departments:
• Preventing and combating money laundering & terrorist financing and reporting
(AML/CFT & authorities investments) and
• Regulatory Compliance.
Each department is led by a head.
The Regulatory Compliance Division is functionally subject to the Bank's Board of Directors through the Audit
Committee, while for administrative matters it is subject to the CEO.
The Division disposes of Rules of Procedure, which is approved by the Board of Directors upon proposal of
the Audit Committee. The Rules of Procedure of the Regulatory Compliance Division are annexed to the Rules
of Procedure of the Bank and form an integral part thereof, and any amendment thereto does not entail an
amendment to the Rules of Procedure of the Bank.
Responsibilities
The Regulatory Compliance Division (RC) shall ensure that the Bank and its subsidiaries comply with the
applicable institutional, legal and regulatory framework, codes of conduct and standards of good practice in
the provision of banking and investment services for which they have been licensed. In addition, the
Regulatory Compliance Division recognizes, assesses and monitors the risks that the Bank and its subsidiaries
may face in the event of non-compliance and assists, supports and advises the Management, the operational
units, as well as the compliance officers of subsidiaries in fulfilling the obligations arising from the above
framework. The main responsibilities of the Division shall be:
• To ensure that the Bank complies with the legal and regulatory framework related to the prevention
and repression of money laundering and terrorist financing.
• To aid and provide appropriate guidance to the Divisions in dealing with matters within its
competence.
• To establish and implement of appropriate procedures and the preparation of an annual program in
order to achieve full and ongoing compliance of the Bank with the applicable regulatory framework
and internal regulations in a timely manner and to provide a full picture at all times of the extent to
which this objective has been achieved.
• To make recommendations to the Management on issues related to the formulation and
implementation of the Bank’s policies and procedures, taking into consideration the regulatory
framework for the supervision of the financial system.
• To ensure that staff is kept informed regarding developments in the respective regulatory framework
and to provide suitable guidance for the relevant adaptation of regulations and internal procedures
applied by the Bank's Divisions and subsidiaries, in the event of changes occurred to the current
regulatory framework.
• To express opinion on conflicts of interest matters.
• To monitor compliance with the deadlines for fulfilling the obligations laid down in the above
regulatory framework.
• To monitor and control the Divisions’ compliance with the applicable regulatory framework, codes
and policies of the Bank, relating to the provision of the services for which is the Bank licensed.
• To inform the Bank's Management and Board of Directors of any significant breach of the regulatory
framework or any significant deficiencies.
• To participate (at least) on an advisory basis in planning of new processes in relation to business
decision-making along with the other Divisions of the Internal Audit System.
• To receive information from the relevant Divisions on deviations from the regulatory framework
identified during audits by supervisory authorities, internal and external auditors, and monitor the
implementation of the required corrective actions.
• To communicate and maintain good relations with the supervisory authorities. The Regulatory
Compliance Division has been designated by the Bank’s Management as the central point of contact
with the supervisory bodies.
Head of compliance
The head of the Regulatory Compliance Division is a selected professional with sufficient knowledge of
banking and investment activities, whose appointment and replacement is carried out by the Board of
Directors of the Bank and is notified to the Bank of Greece (hereinafter referred to as the ‘BoG’), together
with his/her contact details.
The head of the Regulatory Compliance Division has also been appointed as competent Officer of the Bank
within the meaning of Article 38 of Law 457/2018, on ‘Prevention and repression of money laundering and
terrorist financing’. The competent Officer, as well as his/her deputy, shall be appointed by the Board of
Directors of the Bank based on ethics, integrity, authority, scientific competency, experience in relevant tasks
and knowledge of its activity.
The competent Officer responsible, as well as his/her deputy, shall not hold any other position in the Bank
which conflicts with the obligations arising from his/her position.
The Head of the Division thus has the following responsibilities:
(A) as Head of the Regulatory Compliance Division, inter alia, he/she shall:
• Exercise supervision and control and be responsible for the proper performance of the duties of
compliance officers and for the proper functioning of the Division.
• Make recommendations in order to meet identified needs in terms of material and human
resources.
• Supervise, monitor compliance with the regulatory framework concerning banking and investment
services for which the Bank and its subsidiaries have been licensed. Inform the Management of any significant
breach of the regulatory framework or significant deficiencies in its compliance.
• Draw up an annual program to ensure that the Bank complies fully and continuously with its current
regulatory framework and internal regulations in a timely manner.
• Act as a contact with the regulatory authorities.
• Draw up an annual regulatory compliance action and control program, which shall be approved by
the Board of Directors upon prior information and evaluation by the Audit Committee.
(B) As the competent Officer he/she shall:
• Assess the effectiveness of the arrangements in place with regard to ‘Prevention and repression of
money laundering and terrorist financing’ and submit to the Board of Directors of the Bank, through the Audit
Committee, an annual report on the fight against money laundering and terrorist financing. This report, after
being evaluated by the members of the Audit Committee, shall be sent to the BoG.
• Supervise, coordinate, monitor and manage the effective management of money laundering risks
deriving from money laundering and terrorist financing.
• Assess the findings of the Internal Audit Division, external auditors and supervisory authorities and
make recommendations on corrective actions to be taken in the field of ‘Prevention and repression of money
laundering and terrorist financing’. Submit reports on suspect/unusual transactions to the Anti-money
laundering Authority referred to in Article 47 of Law4557/2018.
• Maintain direct contact with the Anti-money laundering Authority referred to in Article 47 of Law
4557/2018.
• Assess the adequacy of knowledge on ‘Prevention and repression of money laundering and terrorist
financing’ issues of the Bank's prospective tied agents.
• Conduct research regarding the training needs of staff in the field of ‘Prevention and repression of
money laundering and terrorist financing’ and cooperate with the relevant Division in preparing and
implementing an appropriate annual training program.
• Supervise the organization of appropriate training workshops or seminars on ‘Prevention and
repression of money laundering’.
The duties of the Head of the Regulatory Compliance Division are thoroughly described in the Rules of
Procedure of the Division.
The Board of Directors of the Bank, at its meeting dated 10.08.2023, appointed Mr. Alexandros Diolis of
Vasilios as Head of the Regulatory Compliance Division, in accordance with the applicable legal framework,
who had been appointed as competent officer within the meaning of article 38 of Law No 4557/2018 and as
Co-ordinator of article 38 par. 2 of Law No 4557/2018 of the competent Officers of the Group at the meeting
of the Board of Directors dated 23.03.2023. He has been assessed for his adequacy and appropriateness by
the regulatory supervisory authority (Bank of Greece).
Risk Management Division
The Risk Management Division comprises the following departments, the operation and responsibilities of
which are specified in its Rules of Procedure:
• Credit risk
• Market & Liquidity risk
• Operational risk
• Capital Adequacy Management.
• Section Validation Unit
The Risk Management Division is directly subject to the Risk Management Committee and through it to the
Board of Directors of the Bank. The Risk Management Division is administratively subject to the Credit &
Recoveries Sector of the Bank.
The Division disposes of Rules of Procedure, which are approved by the Board of Directors of the Bank upon
recommendation of the risk Management Committee. The Rules of Procedure of the Risk Management
Division are annexed to the Rules of Procedure of the Bank and form an integral part thereof, and any
amendment thereto shall not entail any amendment to the Rules of Procedure of the Bank.
Responsibilities
The Risk Management Division is responsible for the planning, specification and implementation of the policy
with regard to risk management and capital adequacy matters, in accordance with the Directions of the Board
of Directors. In particular, the Division indicatively:
• Uses the appropriate methods to manage the risks that the Bank generally assumes or to which it may be
exposed, including the use of models to predict, identify, measure, monitor, hedge, reduce and report them.
• Specifies (with the cooperation of the competent divisions/departments) the Bank's risk-taking limits by
identifying/defining the individual parameters by type of risk and by category of counterparty, sector,
country, currency, type of credit, form of financial securities, shares, derivatives, operational space, function,
activity, product, system, etc. and monitors their compliance, establishing the appropriate procedures.
• Defines criteria for early detection of risks (early warning system) in individual and overall portfolios and
recommends appropriate procedures and measures for increased monitoring, continuously, or periodically,
depending on the nature of the risks.
• Recommends to the Risk Management Committee the appropriate techniques for adjusting risks to
acceptable levels.
• Periodically assesses the adequacy of risk identification, measurement and monitoring methods and
systems and proposes corrective measures if deemed appropriate.
• Conducts annual (with year-end or half-year data) stress tests with scenarios adapted to the nature of the
Bank's activities and/or following instructions from the Bank of Greece for all forms of risk, especially credit,
market , interest rates and liquidity, analyzes their results, recommends the appropriate policies and submits
the relevant results to the Bank of Greece (Division of Credit System Supervision) as defined from time to
time.
• Prepares the reports required for the adequate information of the Management and the Board of Directors
on matters of its competence, at least quarterly. It determines the capital requirements and in general the
development of their assessment methodologies to cover all the risks to which the Bank is exposed and
recommends their management policies.
Head of Risk Management
The head of the Division shall be appointed by the Board of Directors (upon a recommendation made by the
Risk Management Committee) and his appointment as well as any replacement thereof shall be notified to
the Bank of Greece.
Regarding Head of Risk Management responsibilities, indicatively he:
• Participates in the decision-making process to determine the conditions of funding which are not
subject to predetermined or general parameters.
• Submits reports annually to the BoD, through the Risk Management Committee, on matters falling
within the competence of the Division.
• Participates in formulating recommendations and proposals directly to the Management and
through the Risk Management Committee to BoD with regard to changes in the composition of the
Bank’s portfolios for the restructuring/arrangement of existing loans and diversification of the policy
of provisions.
• Participates in the process of assessment by supervisory authorities of the adequacy of financial and
regulatory capital.
• Supervises and coordinates the activities of the risk management departments in the group
companies.
• Contributes to the prevention of incidents and general failures and malfunctions, which are risk-
related.
• Contributes to the development of quantitative and qualitative metrics for identification, analysis,
control, and management to monitor all forms of risk.
Its detailed responsibilities are described in the Rules of Procedure of the Division.
The Board of Directors of the Bank, at its meeting dated 30.06.2022, upon the recommendation of the
members of the Risk Management Committee, appointed Mr. Sotirios Papakonstantinou of Elias as Head of
the Risk Management Division, in accordance with the applicable legal framework. Mr. Papakonstantinou
has been assessed for his competency and suitability by the supervisory authority. (Bank of Greece).
Assessment of the Internal Audit System
The Bank has established a Policy and procedure for the periodic evaluation of the Internal Audit System
(IAS), which is included in its Rules of Procedure, in accordance with the relevant legislative framework
(Article 14 par.3 l. 4706/2020), which describes how the adequacy of the IAS can be assessed. The policy and
procedure shall include a description of the items of control, the periodicity of the evaluation of the IAS, the
scope of the evaluation, as well as the delegation and monitoring of its results.
The latest Assessment Report on the adequacy of the Group's Internal Audit System concerned the three-
year period 2018-2020 and was carried out in accordance with the provisions of Act 2577/2006 of the
Governor of the Bank of Greece, in June 2021 by the company Grant Thornton S.A. Certified Auditors
Accountants – Business Consultants, was submitted to the Bank's Board of Directors through the Audit
Committee and then to the Bank of Greece.
In September 2023, a re-audit was carried out and a gap analysis report (Gap Analysis) was drawn up by a
consultancy company, in order to assess the degree of implementation of the corrective actions taken by the
Bank to further strengthen the Internal Audit System, as these were included in Grant Thornton's IAS
Adequacy Assessment Report. The said gap analysis report confirmed full implementation of the corrective
actions and the settlement of all findings recorded in the previous Grant Thornton assessment report.
7. REMUNERATION POLICY
The Bank has adopted a Remuneration Policy for the members of its Board of Directors in accordance with
the provisions of Articles 109-112 of Law 4548/2018, as applicable, which has been approved by the
extraordinary General Assembly of 22.03.2023 and is fully compliant with the provisions of Law
4548/2018. The Remuneration Policy applies to the payment of remunerations from the fiscal year 2023
onwards with a term of validity of three years and is uploaded on the Bank’s
website https://www.optimabank.gr/media/bzkpmf0r/p43_politiki_apodoxon_melon_ds.pdf . The
Remuneration Policy is gender-neutral, pursuant to Article 3 par. 1 of Law 4261/2014.
8. ENVIRONMENT, SOCIAL AND GOVERNANCE (ESG)
By the Decision of the Board of Directors dated 29.12.2023, the Bank adopted an Action Plan (ESG Roadmap)
to gradually incorporate the first four of the thirteen expectations set out in Annex 1 of the Single Supervisory
Mechanism (SSM) guidance document on the effective management of the ESG risks that credit institutions
are required to meet in the coming years for the fulfillment of the objectives set out in Paris Agreement by
virtue of the United Nations Framework Convention on Climate change. This action plan was submitted to
the Bank of Greece.
In this context, the Bank is in the process of recording the impact of ESG risks (and in particular climate change
risk) on its business environment, with a view to their integration into its strategy, the corporate governance
principles it implements (both at the level of the Board of Directors, as well as of the internal audit and risk
management mechanisms) and to its Risk Appetite Framework and publications.
9. TRANSACTIONS WITH RELATED PARTIES
The Bank has established and implemented policies and procedures relating to transactions with Related
Parties in order to identify, assess, approve and disclose properly its transactions with Related
Parties. Detailed information is included in note 40 of the financial statements.
II Independent Auditor’s Report
True Translation of the original in the Greek language
INDEPENDENT AUDITOR’S REPORT
To the Shareholders of the banking entity “Optima bank S.A.”
Report on the Audit of the Separate and Consolidated Financial Statements
Opinion
We have audited the separate and consolidated financial statements of the banking entity “Optima bank S.A.” (the
Bank), which comprise the separate and consolidated statement of financial position as at 31 December 2023, and
the separate and consolidated statements of profit or loss and other comprehensive income, separate and
consolidated statements of changes in equity and separate and consolidated statements of cash flows for the year
then ended and notes to the financial statements, including material accounting policy information.
In our opinion, the accompanying separate and consolidated financial statements present fairly, in all material
respects, the separate and consolidated financial position of Optima bank S.A. and its subsidiaries (the Group) as at
31 December 2023 and its separate and consolidated financial performance and its separate and consolidated cash
flows for the year then ended in accordance with International Financial Reporting Standards (IFRSs), as endorsed by
the European Union.
Basis for Οpinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) as they have been
incorporated into the Greek legislation. Our responsibilities under those standards are further described in the
“Auditor’s Responsibilities for the Audit of the Separate and Consolidated Financial Statements” section of our
report. We have been independent of the Bank and the Group during the whole period of our appointment, in
accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional
Accountants (IESBA Code), as incorporated into the Greek legislation and the ethical requirements in Greece,
relevant to the audit of the separate and consolidated financial statements. We have fulfilled our ethical
requirements in accordance with the applicable legislation and the abovementioned Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Αudit Μatters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the separate and consolidated financial statements of the current year. These matters and the assessed risks of
material misstatements were addressed in the context of our audit of the separate and consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
Deloitte Certified Public
Accountants S.A.
3a Fragkokklisias & Granikou str.
Marousi Athens GR 151-25
Greece
Tel: +30 210 6781 100
www.deloitte.gr
Key audit matters
How our audit addressed the Key audit matters
Allowance for expected credit losses (ECL) for loans and advances to customers at amortised cost
Loans and advances to customers at amortised cost of the Bank
and the Group amounted to € 2,443,532 thousand and €
2,458,509 thousand respectively as at 31 December 2023 (€
1,676,445 thousand and € 1,693,430 thousand respectively as at
31 December 2022) and allowance for expected credit losses of
the Bank and the Group amounted to € 27,460 thousand and €
27,595 thousand respectively as at 31 December 2023 (€ 18,974
thousand and € 18,907 thousand respectively as at 31 December
2022).
Measurement of expected credit losses on loans and advances to
customers at amortised cost is considered a key audit matter as
the determination of assumptions used involves critical
Management judgments and accounting estimates with inherent
risk, high level of subjectivity, and complexity.
The most significant Management judgements and accounting
estimates, relate to:
• The determination of credit risk parameters, such as Loss Given
Default (LGD), Probability of Default (PD) and the Exposure at
Default (EAD) which were used in the models to estimate the
expected credit losses.
• The criteria used for the staging allocation of loans and at
amortised cost (Significant Increase in Credit Risk – SICR and
Unlikeness to Pay – UTP)
• The forecast of each significant forward-looking information
used by Management in the models for calculation of expected
credit losses and the probability weightings used to estimate the
impact of multiple economic scenarios.
• The identification and measurement of the adjustments
(Management Overlays) made by Management to the estimation
of the expected credit losses models. These adjustments include
inherent uncertainty and significant degree of Management’s
judgment.
Management has provided further information about principles
and accounting policies for determining the ECL on loans and
advances to customers at amortised cost and management of
credit risk in Notes 2.4, 2.11, 3.A, 4.1 and 20 to the separate and
consolidated financial statements.
Based on our risk assessment and following a risk-based
approach, we have evaluated the impairment
methodologies applied and assumptions made by
Management in relation to this key audit matter, and we
performed, inter alia, the following audit procedures:
• With the support of our financial risk modelling
specialists where appropriate, we assessed the design
and implementation of relevant internal controls over
the ECL estimate including the controls around:
- the significant assumptions used in the ECL models
- model monitoring and model validation
- governance and review of the adjustments
(Management Overlays) made by Management to
the results of the ECL models
- the staging allocation
- the selection of macro-economic scenarios and
probability weightings
• With the support of our financial risk modelling
specialists we:
- assessed the appropriateness of the Bank’s and the
Group’s IFRS9 impairment methodologies,
- assessed the appropriateness of the criteria used to
allocate loans to stages in accordance with IFRS9. Our
work included the evaluation of the criteria set by
Management regarding the identification of
significant increase in credit risk or unlikeliness to
pay. On a sample basis we tested the timely
identification of exposures with significant increase in
credit risk, unlikeliness to pay or other criteria use for
staging
- we evaluated the appropriateness of the significant
parameters (Loss Given Default – LGD, Probability of
Default – PD and Exposure at Default – EAD) used in
models to estimate the expected credit losses and
we verified on a sample basis the accuracy of the
model calculations for estimating the expected credit
losses. In this context, we examined on a sample
basis the accuracy of the data used in the models,
including the collaterals used in to determine the
Loss Given Default (LGD).
- we examined on a sample basis whether the criteria
used for the timely identification of exposures with a
significant increase in credit risk and the timely
identification of credit impaired exposures have been
properly applied in accordance with the Bank’s
impairment policy of loans and advances to
customers
- we assessed the reasonableness and appropriateness
of the significant forward-looking information used in
the models by comparing them to those included in
external sources
Key audit matters
How our audit addressed the Key audit matters
Allowance for expected credit losses (ECL) for loans and advances to customers at amortised cost
- we evaluated the appropriateness of the
adjustments made by Management (Management
Overlays) on the measurement of the expected
credit losses, in order to incorporate the effect of
factors not captured in the models to estimate the
expected credit losses.
Given the complexity and granularity of the related
disclosures, we further assessed their completeness and
accuracy in accordance with the provisions of the
relevant accounting standards.
Key audit matters
How our audit addressed the Key audit matters
Information Technology General Controls and controls over financial reporting
The Bank’s and the Group’s financial reporting processes are
highly dependent on Information Technology (“IT”) systems of
the Bank and the Group supporting automated accounting and
reconciliation procedures, thus leading to a complex IT
environment, pervasive in nature and in which a significant
number of transactions are processed daily, across numerous
locations.
This is a key audit matter since it is important that controls over
general information systems related to access security,
protection against internal and external cyber security threats,
change management to information systems and management of
information technology daily operations, are designed and
operate effectively to ensure complete and accurate financial
records and information.
Based on our risk assessment, we have assessed the
design and implementation of General Information
Technology Controls (GITCs) relevant for financial
reporting. Our assessment included the evaluation of
user access over applications, operating systems and
databases, the process followed over changes made to
information systems, as well as the evaluation of the
management of IT daily operations.
In summary, our key audit activities included, among
others, testing of:
• User access provisioning and de-provisioning
process.
• Privileged access to applications, operating systems
and databases.
• Periodic review of user access rights.
• Change management process over applications,
operating systems and databases (i.e. user request,
user acceptance testing and final approval for
promotion to production).
• Management of IT daily operations.
Other Information
Management is responsible for the other information. The other information, included in the Annual Financial Report
prepared in accordance with Law 3556/2007, comprises the Board of Directors’ Annual Report, referred to in the section
“Report on Other Legal and Regulatory Requirements”, the Statement by the Members of the Board of Directors, the
Explanatory Report and the Corporate Governance Statement but does not include the separate and consolidated financial
statements and our auditor’s report thereon.
Our opinion on the separate and consolidated financial statements does not cover the other information and we will not
express any form of assurance conclusion thereon.
In connection with our audit of the separate and consolidated financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the separate and
consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement in this other information, we
are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the separate and consolidated financial
statements
Management is responsible for the preparation and fair presentation of the separate and consolidated financial statements
in accordance with IFRSs, as endorsed by the European Union, and for such internal control as Management determines is
necessary to enable the preparation of separate and consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the separate and consolidated financial statements, Management is responsible for assessing the Bank’s and
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless Management either intends to liquidate the Bank and the Group or to cease
operations, or has no realistic alternative but to do so.
The Audit Committee (article 44 of Law 4449/2017) of the Bank is responsible for overseeing the Bank’s and Group’s
financial reporting process.
Auditor’s Responsibilities for the audit of the separate and consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the separate and consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with ISAs, as these have been incorporated into Greek legislation, will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these separate and
consolidated financial statements.
As part of an audit in accordance with ISAs, as these have been incorporated into Greek legislation, we exercise
professional judgment and maintain professional scepticism throughout the audit.
We also:
• Identify and assess the risks of material misstatement of the separate and consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Bank’s and Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by Management.
• Conclude on the appropriateness of Management’s use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Bank’s and Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
separate and consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Bank and the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the separate and consolidated financial statements,
including the disclosures, and whether the separate and consolidated financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the separate and consolidated financial statements. We are
responsible for the direction, supervision and performance of the Bank and the Group audit. We remain solely
responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our
audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and communicate with them all relationships and other matters that may
reasonably be thought to impair our independence, and where applicable, related safeguards applied.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the separate and consolidated financial statements of the current year and are therefore the key
audit matters.
Report on Other Legal and Regulatory Requirements
1) Board of Directors’ Annual Report
Taking into consideration that Management is responsible for the preparation of the Board of Directors’ Annual
report which also includes the Corporate Governance Statement, according to the provisions of paragraph 5 of
article 2 of Law 4336/2015 (part B) we note the following:
a) The Board of Directors’ report includes the Corporate Governance Statement which provides the
information required by article 152 of Law 4548/2018.
b) In our opinion, the Board of Directors’ report has been prepared in accordance with the applicable legal
requirements of articles 150 and 153 and paragraph 1 (cases c and d) of article 152 of Law 4548/2018
and its content is consistent with the accompanying separate and consolidated financial statements for
the year ended 31 December 2023.
c) Based on the knowledge we obtained during our audit of the Bank and the Group and its environment,
we have not identified any material inconsistencies in the Board of Directors’ Annual Report.
2) Additional Report to the Audit Committee
Our audit opinion on the separate and consolidated financial statements is consistent with the additional report to
the Audit Committee of the Bank referred to in Article 11 of the European Union (EU) Regulation 537/2014.
3) Non-audit Services
We have not provided to the Bank and the Group any prohibited non-audit services referred to in Article 5 of EU
Regulation 537/2014.
The allowed non-audit services provided to the Bank and the Group during the year ended 31 December 2023
have been disclosed in Note 41 to the separate and consolidated financial statements.
4) Appointment
We were appointed as statutory auditors for the first time by the Annual General Assembly of shareholders of the
Bank on 21 July 2021. The year ended 31.12.2023 is the third consecutive year that we serve as statutory auditors,
based on the relevant Annual General Assembly.
5) Internal Regulation
The Bank retains an Internal Regulation according to the provisions of article 14 of Law 4706/2020.
6) Assurance Report on European Single Electronic Format reporting
We have examined the digital file of “Optima bank S.A.” (hereinafter the Bank or/and the Group), prepared in
accordance with the European Single Electronic Format (ESEF), defined by the Commission Delegated EU
Regulation 2019/815 as amended by EU Regulation 2020/1989 (“ESEF Regulation”), which include the separate
and consolidated financial statements of the Bank and the Group for the year ended 31 December 2023 in XHTML
format as well as the XBRL file (2138008NSD1X1XFUK750-2023-12-31-el.zip) with the appropriate tagging on
these consolidated financial statements, including the notes to the financial statements.
Regulatory Framework
The ESEF digital files are prepared in accordance with the ESEF Regulation, and the Interpretation Announcement
2020/C 379/01 of the European Commission dated 10 November 2020, as provided by L.3556/2007 and the
relevant announcements of the Hellenic Capital Market Commission and the Athens Stock Exchange (the “ESEF
Regulatory Framework”). In summary this Regulatory Framework includes, inter alia, the following requirements:
- Annual financial statements shall be prepared in XHTML format
- In regards to the consolidated financial statements prepared in accordance with International Financial
Reporting Standards, financial information included in the consolidated Statement of Financial Position,
consolidated statement of income and comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows as well as financial information included in the notes to these financial
statements shall be tagged with XBRL mark-up (“XBRL tags” and “block tag”) in accordance with ESEF Taxonomy,
as currently in force. The technical specifications of ESEF, including the related taxonomy, are included in ESEF
Regulatory Technical Standards.
Regulatory requirements included in ESEF Regulatory Framework consist of an appropriate basis for the purpose
of expressing a conclusion that provides reasonable assurance.
Responsibilities of Management and Those Charged with Governance
Management is responsible for the preparation and submission of these separate and consolidated financial
statements of the Bank and the Group for the year ended 31 December 2023, in accordance with the
requirements set by the ESEF Regulatory Framework and for such internal controls that Management determines
are necessary to enable the preparation of the digital files that are free from material misstatement, whether due
to fraud or error.
Auditor’s responsibilities
Our responsibility is to design and perform this assurance procedure in accordance with the decision 214/4/11-02-
2022 of the board of Hellenic Accounting and Auditing Oversight Board (HAASOB) and the “Guidelines in
connection with the procedures and the assurance report of the certified auditors on the ESEF reported of Issuers
with listed shares in the Hellenic capital market” dated 14/02/2022 as issued by the Institute of Certified Public
Accountants (the “ESEF Guidelines”) in order to obtain reasonable assurance about whether the separate and
consolidated financial statements of the Bank and the Group, prepared by Management in accordance with ESEF,
comply in all material respects with the ESEF Regulatory Framework, as currently in force.
In conducting this work, we have complied with the International Ethics Standards Board for Accountants’ Code of
Ethics for Professional Accountants (IESBA Code), as incorporated into the Greek legislation and additionally we
have we have complied with ethical requirements regarding independence, in accordance with Law 4449/2017
and EU Regulation No 537/2014.
The assurance work performed, is limited to the items included in the ESΕF Guidelines and has been performed in
accordance with the International Standard on Assurance Engagements 3000 “Assurance engagements other than
audits or review of historical financial information”. Reasonable assurance is a high level of assurance but is not a
guarantee that this work will always detect a material misstatement when it exists relating to the compliance with
the requirements of ESEF Regulatory Framework.
Conclusion
Based on the procedures performed and the evidence obtained, we conclude that the separate and the
consolidated financial statements of the Bank and the Group for the year ended 31 December 2023 prepared in
XHTML format as well as the XBRL file (2138008NSD1X1XFUK750-2023-12-31-el.zip) with the appropriate
tagging on these consolidated financial statements, including the notes, are prepared in all material respects in
accordance with the requirements of ESEF Regulatory Framework.
Athens, 09 April 2024
The Certified Public Accountant
Konstantinos S. Kakoliris
SOEL Reg. No. 42931
Deloitte Certified Public Accountants S.A.
Fragoklisias 3a & Granikou Str.
GR 151 25 Marousi
Reg. No. SOEL: E120
III Financial Statements for the year January 1 - December 31, 2023
Financial Statements
for the year
January 1 - December 31, 2023
In accordance with the International Financial Reporting Standards (IFRS)
1
TABLE OF CONTENTS
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ......................... 3
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME .................................................. 4
CONSOLIDATED STATEMENT OF FINANCIAL POSITION .............................................................................. 5
STATEMENT OF FINANCIAL POSITION ....................................................................................................... 6
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ............................................................................... 7
STATEMENT OF CHANGES IN EQUITY ........................................................................................................ 8
CONSOLIDATED CASH FLOW STATEMENT ................................................................................................. 9
CASH FLOW STATEMENT ........................................................................................................................ 10
NOTES TO THE FINANCIAL STATEMENTS as of 31 DECEMBER 2023 .......................................................... 11
1. General Information ..................................................................................................................... 11
2. Material accounting policies .......................................................................................................... 13
2.1. Basis of preparation ..................................................................................................................... 13
2.1.1. Going concern ............................................................................................................................. 13
2.1.2. Restatement of amounts .............................................................................................................. 14
2.1.3. New standards, amendments to standards and interpretations ....................................................... 14
2.2. Principles of Consolidation and Equity Method................................................................................ 15
2.3. Foreign currency translations ........................................................................................................ 17
2.4. Financial assets and liabilities ........................................................................................................ 18
2.4.1 Financial assets ............................................................................................................................ 19
2.4.2 Financial liabilities ........................................................................................................................ 22
2.5. Repurchase agreements and securities lending .............................................................................. 23
2.6. Own-used property and equipment ............................................................................................... 23
2.7. Intangible assets .......................................................................................................................... 24
2.8. Impairment of non-financial assets................................................................................................ 24
2.9. Carbon emission rights ................................................................................................................. 25
2.10. Cash and cash equivalents ............................................................................................................ 25
2.11. Impairment of financial assets ...................................................................................................... 25
2.12. Financial guarantees .................................................................................................................... 34
2.13. Staff benefits ............................................................................................................................... 34
2.14. Provisions .................................................................................................................................... 35
2.15. Offsetting financial instruments ..................................................................................................... 35
2.16. Leases ......................................................................................................................................... 36
2.17. Interest income and expense ........................................................................................................ 37
2.18. Fee and commission income ......................................................................................................... 37
2.19. Gains/(losses) from financial transactions ...................................................................................... 38
2.20. Dividend income .......................................................................................................................... 38
2.21. Income tax and deferred tax......................................................................................................... 38
2.22. Share capital ................................................................................................................................ 39
2.23. Distribution of dividend ................................................................................................................ 39
2.24. Related parties ............................................................................................................................. 39
2.25. Earnings per share ....................................................................................................................... 40
2.26. Non-current assets held for sale and discontinued operations ......................................................... 40
2.27. Derivative financial instruments .................................................................................................... 40
2.28. Rounding ..................................................................................................................................... 41
3. Critical accounting estimates and assumptions for the implementation of the accounting principles ... 41
4. Financial Risk Management ........................................................................................................... 42
4.1. Credit risk .................................................................................................................................... 44
4.2. Market risk .................................................................................................................................. 81
4.3. Liquidity risk ................................................................................................................................ 91
4.4. Capital adequacy.......................................................................................................................... 94
5. Fair value of financial assets and liabilities ..................................................................................... 96
5.1. Financial assets and liabilities not carried at fair value .................................................................... 96
5.2. Fair Value Hierarchy ..................................................................................................................... 97
6. Net interest income .................................................................................................................... 102
7. Net fee and commission income .................................................................................................. 103
8. Gains/ (losses) from financial transactions ................................................................................... 104
2
9. Other operating income .............................................................................................................. 105
10. Staff costs ................................................................................................................................. 106
11. Other operating expenses ........................................................................................................... 107
12. Provision for expected credit losses ............................................................................................. 107
13. Other provisions ......................................................................................................................... 108
14. Income Tax ............................................................................................................................... 109
15. Earnings per share ..................................................................................................................... 110
16. Cash and balances with the central bank ..................................................................................... 111
17. Due from Banks ......................................................................................................................... 112
18. Financial assets at fair value through profit and loss ..................................................................... 113
19. Derivative financial instruments .................................................................................................. 114
20. Loans and advances to customers ............................................................................................... 115
21. Financial assets at fair value through other comprehensive income ............................................... 116
22. Debt instruments at amortised cost ............................................................................................. 118
23. Investments in subsidiaries and associates .................................................................................. 120
24. Property, plant and equipment .................................................................................................... 122
25. Intangible assets ........................................................................................................................ 124
26. Right-of-use assets .................................................................................................................... 125
27. Deferred tax assets .................................................................................................................... 127
28. Other assets .............................................................................................................................. 130
29. Due to central bank .................................................................................................................... 131
30. Due to banks ............................................................................................................................. 131
31. Due to customers ....................................................................................................................... 132
32. Retirement benefit obligations .................................................................................................... 132
33. Other liabilities ........................................................................................................................... 134
34. Provisions .................................................................................................................................. 135
35. Share capital .............................................................................................................................. 136
36. Other reserves ........................................................................................................................... 136
37. Balance sheet items broken down by expected due date .............................................................. 137
38. Share based payments ............................................................................................................... 140
39. Commitments, contingent liabilities and assets............................................................................. 141
40. Related party transactions .......................................................................................................... 143
41. Independent auditors fee ........................................................................................................... 147
42. Segment Reporting .................................................................................................................... 147
43. Reclassifications ......................................................................................................................... 148
44. Irrevocable payment commitments to the Single Resolution Board (SRB) ...................................... 151
45. Distribution of dividend .............................................................................................................. 151
46. Disclosures of Law 4261/5.5.2014 ............................................................................................... 151
47. Notifications of Law 4151/2013 ................................................................................................... 152
48. Events after the reporting period date ......................................................................................... 152
3
GROUP
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Amounts in Eur '000
Note
1/1/2023 -
31/12/2023
1/1/2022 -
31/12/2022
Interest and similar income
6
173,097
65,057
Interest expense and similar charges
6
(30,885)
(4,264)
Net interest income
142,212
60,793
Fee and commission income
7
38,580
26,255
Fee and commission expense
7
(6,461)
(4,024)
Net fee and commission income
32,119
22,231
Dividend income
245
151
Gains/(losses) from financial transactions
8
16,557
12,901
Gains/(losses) from derecognition of financial assets measured at amortised cost
812
0
Other operating income
9
1,012
175
18,626
13,228
Total operating income
192,957
96,251
Staff costs
10
(30,383)
(22,537)
Other operating expenses
11
(19,244)
(13,313)
Depreciation
(7,312)
(5,956)
Total operating expenses
(56,939)
(41,807)
Profit/(loss) before provisions and taxes
136,018
54,444
Provisions for expected credit losses
12
(9,913)
(6,739)
Other provisions
13
29
(39)
Total provisions
(9,884)
(6,777)
Gain from acquiring ownership in associates
0
438
Share of profit/(loss) of associates
(190)
0
Profit before tax
125,944
48,105
Income tax
14
(22,921)
(5,678)
Profit after tax (a)
103,023
42,427
Profits attributable to:
Shareholders of the parent company
103,021
42,425
Non-controlling interests
2
2
103,023
42,427
Other comprenhesive income
Items that may be reclassified subsequently to the Income Statement
Reserve of debt instruments measured at fair value through other
comprehensive income ("FVTOCI")
5,025
(7,110)
Deferred tax on reserve from valuation of debt instruments measured at fair value
through other comprehensive income ("FVTOCI")
(1,106)
1,689
Provision for expected credit losses for instruments measured at fair value through
other comprehensive income ("FVTOCI")
(127)
(361)
Total items that may be reclassified subsequently to the Income Statement
3,792
(5,781)
Items that will not be reclassified to the Income Statement
Actuarial gain/(losses) of defined benefit obligations
32
(12)
5
Deferred tax on actuarial gains / (losses)
3
(1)
Total items that will not be reclassified to the Income Statement
(9)
4
Other comprehensive income after tax (b)
3,783
(5,777)
Total comprehensive income after tax (a)+(b)
106,806
36,649
Total comprehensive income attributable to:
Shareholders of the parent company
106,804
36,648
Non-controlling interests
2
2
106,806
36,649
Earnings after tax per share - basic (in €)
15
1.93
1.13
Earnings after tax per share - adjusted (in €)
15
1.93
1.07
The notes on pages 11 to 152 form an integral part of these annual financial statements.
4
BANK
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Amounts in Eur '000
Note
1/1/2023 -
31/12/2023
1/1/2022 -
31/12/2022
Interest and similar income
6
170,814
63,968
Interest expense and similar charges
6
(30,633)
(4,174)
Net interest income
140,181
59,794
Fee and commission income
7
34,986
23,763
Fee and commission expense
7
(6,455)
(3,964)
Net fee and commission income
28,531
19,798
Dividend income
245
126
Gains/(losses) from financial transactions
8
16,735
12,642
Gains/(losses) from derecognition of financial assets measured at amortised cost
863
0
Other operating income
9
1,154
313
18,997
13,081
Total operating income
187,709
92,674
Staff costs
10
(29,361)
(21,593)
Other operating expenses
11
(18,576)
(12,715)
Depreciation
(6,907)
(5,573)
Total operating expenses
(54,844)
(39,880)
Profit/(loss) before provisions and taxes
132,865
52,793
Provisions for expected credit losses
12
(9,711)
(7,003)
Other provisions
13
0
(39)
Total provisions
(9,711)
(7,042)
Profit before tax
123,154
45,752
Current tax
14
(22,434)
(5,409)
Profit after tax (a)
100,720
40,343
Other comprenhesive income
Items that may be reclassified subsequently to the Income Statement
Reserve of debt instruments measured at fair value through other
comprehensive income ("FVTOCI")
5,025
(7,110)
Deferred tax on reserve from valuation of debt instruments measured at fair value
through other comprehensive income ("FVTOCI")
(1,106)
1,689
Provision for expected credit losses for instruments measured at fair value through
other comprehensive income ("FVTOCI")
(127)
(361)
Total items that may be reclassified subsequently to the Income Statement
3,792
(5,781)
Items that will not be reclassified to the Income Statement
Actuarial gain/(losses) of defined benefit obligations
32
(12)
7
Deferred tax on actuarial gains / (losses)
3
(1)
Total items that will not be reclassified to the Income Statement
(9)
7
Other comprehensive income after tax (b)
3,783
(5,775)
Total comprehensive income after tax (a)+(b)
104,503
34,568
Earnings after tax per share - basic (in €)
15
1.89
1.07
Earnings after tax per share - adjusted (in €)
15
1.89
1.01
The notes on pages 11 to 152 form an integral part of these annual financial statements.
5
GROUP
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Amounts in Eur '000
Note
31/12/2023
31/12/2022
(As reclassified)
ASSETS
Cash and balances with central bank
16
479,323
215,240
Due from banks
17
126,090
91,937
Financial assets measured at fair value through profit or loss
18
337,628
211,653
Derivative financial instruments
19
1,033
8,084
Loans and advances to customers
20
2,430,914
1,674,523
Financial assets measured at fair value through other comprehensive
income
21
86,488
93,256
Debt securities at amortised cost
22
251,388
174,464
Investments in associates
23
260
448
Property, plant and equipment
24
10,903
11,841
Intangible assets
25
10,805
10,324
Right of use assets
26
19,508
19,436
Deferred tax assets
27
8,079
6,353
Other assets
28
105,850
89,613
Total assets
3,868,269
2,607,172
EQUITY AND LIABILITIES
Due to Central Bank
29
0
64,284
Due to banks
30
81,079
26,829
Due to customers
31
3,191,804
2,177,209
Derivative financial instruments
19
8,497
6,393
Lease Liabilities
26
20,861
20,259
Retirement benefit obligations
32
692
550
Income tax liabilities
12,226
4,064
Other liabilities
33
40,667
51,907
Provisions
34
2,366
2,724
Total liabilities
3,358,192
2,354,219
Shareholders equity
Share capital
35
254,245
160,279
Share premium
84,114
0
Convertible bond loan
0
60,000
Fair value through other comprehensive income reserve
(2,935)
(6,727)
Less: Treasury shares
(164)
0
Other reserves
36
30,146
19,810
Retained earnings/(losses)
144,651
19,573
Total equity attributable to the Company's shareholders
510,057
252,935
Non-controlling interests
20
18
Total equity
510,077
252,953
Total liabilities and equity
3,868,269
2,607,172
The notes on pages 11 to 152 form an integral part of these annual financial statements.
6
BANK
STATEMENT OF FINANCIAL POSITION
Amounts in Eur '000
Note
31/12/2023
31/12/2022
(As reclassified)
ASSETS
Cash and balances with central bank
16
479,322
215,239
Due from banks
17
123,625
88,806
Financial assets measured at fair value through profit or loss
18
336,994
210,114
Derivative financial instruments
19
1,033
8,084
Loans and advances to customers
20
2,416,072
1,657,471
Financial assets measured at fair value through other comprehensive
income
21
86,488
93,256
Debt securities at amortised cost
22
251,388
174,464
Investment in subsidiaries and associates
23
9,134
9,133
Property, plant and equipment
24
10,738
11,664
Intangible assets
25
7,421
6,733
Right of use assets
26
19,478
19,411
Deferred tax assets
27
8,938
7,410
Other assets
28
104,575
88,650
Total assets
3,855,206
2,590,434
EQUITY AND LIABILITIES
Due to central bank
29
0
64,284
Due to banks
30
79,055
21,793
Due to customers
31
3,196,911
2,179,580
Derivative financial instruments
19
8,497
6,393
Lease liabilities
26
20,834
20,233
Retirement benefit obligations
32
650
514
Income tax liabilities
11,491
3,830
Other liabilities
33
39,082
49,632
Provisions
34
2,356
2,666
Total liabilities
3,358,876
2,348,926
Shareholders equity
Share capital
35
254,245
160,279
Share premium
84,114
0
Convertible bond loan
0
60,000
Fair value through other comprehensive income reserve
(2,935)
(6,727)
Less: Treasury shares
(164)
0
Other reserves
36
29,249
19,027
Retained earnings/(losses)
131,821
8,930
Total equity
496,330
241,508
Total liabilities and equity
3,855,206
2,590,434
The notes on pages 11 to 152 form an integral part of these annual financial statements.
7
GROUP
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Amounts in Eur '000
Note
Share
capital
Share
Premium
Fair value
through other
comprehensive
income
reserve
Treasury
shares
Other
reserves
Retained
earnings
Convertible
bond loan
Total
Non-
controlling
interest
Total
Balance as at 1 January 2022
160,279
0
(946)
0
18,859
(21,889)
0
156,304
0
156,304
Profit for the year, after income tax
0
0
0
0
0
42,425
0
42,425
2
42,427
Other comprehensive income
Gain/(loss) from valuation of financial assets measured at fair value
through other comprehensive income recognised directly in equity
0
0
(7,110)
0
0
0
0
(7,110)
0
(7,110)
Gain/(loss) transferred directly to equity
0
0
(361)
0
0
0
0
(361)
0
(361)
Minus: related income tax
0
0
1,689
0
0
0
0
1,689
0
1,689
Net actuarial gain recognized directly in equity
0
0
0
0
4
0
0
4
(0)
4
Total comprehensive income (after taxes)
0
0
(5,781)
0
4
42,425
0
36,648
2
36,649
Convertible bond issue
0
0
0
0
0
0
60,000
60,000
0
60,000
Statutory reserve
0
0
0
0
418
(418)
0
0
0
0
Reclassifications
0
0
0
0
530
(546)
0
(16)
16
0
Total transactions with equity shareholders
0
0
0
0
947
(963)
60,000
59,984
16
60,000
Equity balances as at 31 December 2022
160,279
0
(6,727)
0
19,810
19,573
60,000
252,935
18
252,953
Balance as at 1 January 2023
160,279
0
(6,727)
0
19,810
19,573
60,000
252,935
18
252,953
Profit for the year, after income tax
0
0
0
0
0
103,021
0
103,021
2
103,023
Other comprehensive income
Gain/(loss) from valuation of financial assets measured at fair value
through other comprehensive income recognised directly in equity
0
0
5,025
0
0
0
0
5,025
0
5,025
Gain/(loss) transferred directly to equity
0
0
(127)
0
0
0
0
(127)
0
(127)
Minus: related income tax
0
0
(1,106)
0
0
0
0
(1,106)
0
(1,106)
Net actuarial gain recognized directly in equity
0
0
0
0
(9)
0
0
(9)
0
(9)
Total comprehensive income (after taxes)
0
0
3,792
0
(9)
103,021
0
106,804
2
106,806
Share capital increase
72,450
78,410
0
0
0
0
0
150,861
0
150,861
Share capital decrease with net off of losses carried forward
(30,476)
0
0
0
0
30,476
0
0
0
0
Expenses for share capital increase
0
(7,314)
0
0
0
0
0
(7,314)
0
(7,314)
Proportional tax on share capital increase expenses
0
1,609
0
0
0
0
0
1,609
0
1,609
Conversion of bond loan to share capital and share premium
48,592
11,409
0
0
0
0
(60,000)
0
0
0
Retained earnings capitalization
3,400
0
0
0
0
(3,400)
0
0
0
0
Statutory reserve
0
0
0
0
5,019
(5,019)
0
0
0
0
(Purchases)/sales of treasury shares
0
0
0
(164)
0
0
0
(164)
0
(164)
Stock awards to personnel
0
0
0
0
5,326
0
0
5,326
0
5,326
Total transactions with equity shareholders
93,966
84,114
0
(164)
10,345
22,057
(60,000)
150,318
0
150,318
Equity balances as at 31 December 2023
254,245
84,114
(2,935)
(164)
30,146
144,651
0
510,057
20
510,077
The notes on pages 11 to 152 form an integral part of these annual financial statements
8
BANK
STATEMENT OF CHANGES IN EQUITY
Amounts in Eur '000
Note
Share
capital
Share
Premium
Fair value
through other
comprehensive
income reserve
Treasury
shares
Other
reserves
Retained
earnings
Convertible
bond loan
Total
Balance as at 1 January 2022
160,279
0
(946)
0
18,177
(30,568)
0
146,941
Profit for the year, after income tax
0
0
0
0
0
40,343
0
40,343
Other comprehensive income
Gain/(loss) from valuation of financial assets measured at fair value through other comprehensive
income recognised directly in equity
0
0
(7,110)
0
0
0
0
(7,110)
Gain/(loss) transferred directly to equity
0
0
(361)
0
0
0
0
(361)
Minus: related income tax
0
0
1,689
0
0
0
0
1,689
Net actuarial gain recognized directly in equity
0
0
0
0
5
0
0
5
Total comprehensive income (after taxes)
0
0
(5,781)
0
5
40,343
0
34,567
Convertible bond issue
0
0
0
0
0
0
60,000
60,000
Statutory reserve
0
0
0
0
383
(383)
0
0
Transfers
0
0
0
0
462
(462)
0
0
Total transactions with owners
0
0
0
0
845
(845)
60,000
60,000
Equity balances as at 31 December 2022
160,279
0
(6,727)
0
19,027
8,930
60,000
241,508
Balance at 1 January 2023
160,279
0
(6,727)
0
19,027
8,930
60,000
241,508
Profit for the year, after income tax
0
0
0
0
0
100,720
0
100,720
Other comprehensive income
Gain/(loss) from valuation of financial assets measured at fair value through other comprehensive
income recognised directly in equity
0
0
5,025
0
0
0
0
5,025
Gain/(loss) transferred directly to equity
0
0
(127)
0
0
0
0
(127)
Minus: related income tax
0
0
(1,106)
0
0
0
0
(1,106)
Net actuarial gain recognized directly in equity
0
0
0
0
(9)
0
0
(9)
Total comprehensive income (after taxes)
0
0
3,792
0
(9)
100,720
0
104,503
Share capital increase
72,450
78,410
0
0
0
0
0
150,860
Share capital decrease with net off of losses carried forward
(30,476)
0
0
0
0
30,476
0
0
Expenses for share capital increase
0
(7,314)
0
0
0
0
0
(7,314)
Proportional tax on share capital increase expenses
0
1,609
0
0
0
0
0
1,609
Conversion of bond loan to share capital and share premium
48,592
11,409
0
0
0
0
(60,000)
0
Retained earnings capitalization
3,400
0
0
0
0
(3,400)
0
0
Stock awards to personnel
0
0
0
0
5,326
0
0
5,326
Statutory reserve
0
0
0
0
4,905
(4,905)
0
0
(Purchases)/sales treasury shares
0
0
0
(164)
0
0
0
(164)
Total transactions with owners
93,966
84,114
0
(164)
10,231
22,171
(60,000)
150,318
Equity balances as at 31 December 2023
254,245
84,114
(2,935)
(164)
29,249
131,821
0
496,330
The notes on pages 11 to 152 form an integral part
of these annual financial statement
9
GROUP
CONSOLIDATED CASH FLOW STATEMENT
Amounts in Eur '000
Note
1/1/2023 -
31/12/2023
1/1/2022 -
31/12/2022
(As reclassified)
Cash flows from operating activities
Profit/ (loss) before tax
125,944
48,105
Adjustments for:
Depreciation
7,312
5,956
Losses from financial assets measured at fair value
(8,548)
1,080
Interest and non-cash expenses
751
1,006
Dividend income
(245)
(151)
(Gain)/ loss from branch operation
0
2
(Gain)/ loss from derivatives valuation
8,835
(8,136)
(Gain)/ loss from acquisition of associate
23
0
(438)
Share of profit/(loss) of equity method associates
190
0
Provision for retirement benefit obligations
32
225
390
Employee benefits & other staff provisions
5,326
0
Provision for expected credit losses
12
9,913
6,739
Other provisions
13
0
39
(Gain)/loss from sale of other assets
(574)
0
(Gain)/loss from carbon emission inventory at fair value
(5,290)
3,701
Income from provisions
13
(29)
0
Foreign exchange differences
3
13
(Gain)/loss from sale of financial assets measured at fair value
(35)
17
143,778
58,322
Changes in operating assets and liabilities
Trading financial instruments
(116,793)
(159,333)
Loans and advances to customers
(766,317)
(664,730)
Due from banks
(5,791)
(7,626)
Other assets
(16,740)
(4,057)
Due to banks
(7,022)
(1,995)
Due to customers
1,014,596
830,482
Other liabilities
(11,655)
37,273
Staff compensation paid
32
(96)
(294)
Interest paid
(371)
(2)
Net cash flows from operating activities before income tax
233,589
88,040
Income tax paid
(8,653)
(932)
Net cash flows from operating activities
224,936
87,108
Investing activities
Acquisition of associates, joint ventures and other investments
23
(1)
(10)
Purchase of investment securities
(105,411)
(667,379)
Disposal/maturity of investment securities
31,300
671,955
Interest received from investment securities
8,001
6,319
Dividends received
245
151
Proceed from PPE Sales
1,000
0
Purchase of PPE
24
(1,486)
(1,706)
Purchase of intangible assets
25
(3,001)
(3,410)
Net cash flow from investing activities
(69,353)
5,921
Financing activities
Share capital increase
150,861
0
Share capital increase issue costs
(7,314)
0
Purchase of treasury shares
(164)
0
Convertible bond loan issue
0
60,000
Proceed/(repayments)from loans issued/undertaken
(3,013)
5,036
Repayments of lease liabilities (capital and interest)
(3,319)
(2,916)
Net cash flow from financing activities
137,051
62,120
Effect of exchange rate changes on cash and cash equivalents
(67)
(18)
Net increase/(decrease) in cash and cash equivalents
292,567
155,131
Cash and cash equivalents at the beginning of year
16
285,046
129,915
Cash and cash equivalents at the end of year
577,613
285,046
The notes on pages 11 to 152 form an integral part of these annual financial statements.
10
BANK
CASH FLOW STATEMENT
Amounts in Eur '000
Note
1/1/2023 -
31/12/2023
1/1/2022 -
31/12/2022
(As reclassified)
Cash flows from operating activities
Profit/ (loss) before tax
123,154
45,752
Adjustments for:
Depreciation
6,907
5,573
Losses from financial assets measured at fair value
(10,087)
1,118
Interest and non-cash expenses
749
1,003
Dividend income
(245)
(126)
(Gain)/ loss from derivatives valuationf
8,835
(8,136)
Provision for retirement benefit obligations
32
207
280
Employee benefits & other staff provisions
5,326
0
Provision for expected credit losses
12
9,711
7,003
Other provisions
13
0
39
(Gain)/loss from sale of other assets
(575)
0
(Loss)/gain from carbon emission inventory at fair value
(5,290)
3,701
Foreign exchange differences
0
18
138,692
56,225
Changes in operating assets and liabilities
Trading financial instruments
(116,793)
(159,333)
Loans and advances to customers
(768,325)
(659,433)
Due from banks
(5,791)
(7,626)
Other assets
(16,754)
(3,710)
Due to banks
(7,022)
(1,995)
Due to customers
1,017,331
825,646
Other liabilities
(10,875)
36,792
Staff compensation paid
32
(84)
(173)
Interest paid
(366)
0
Net cash flows from operating activities before income tax
230,013
86,393
Income tax paid
(8,204)
0
Net cash flows from operating activities
221,809
86,393
Investing activities
Acquisition of associates, joint ventures and other investments
23
(1)
(10)
Purchase of investment securities
(104,761)
(667,379)
Disposal/maturity of investment securities
31,249
671,178
Interest received from investment securities
8,001
6,319
Share capital return from subsidiaries
23
0
4,470
Dividends received
245
126
Proceed from PPE Sales
1,000
0
Purchase of PPE
24
(1,478)
(1,702)
Purchase of intangible assets
25
(2,832)
(3,332)
Net cash flow from investing activities
(68,577)
9,671
Financing activities
Share capital increase
150,861
0
Share capital increase issue costs
(7,314)
0
Convertible bond loan issuance
0
60,000
Purchase of treasury shares
(164)
0
Repayments of lease liabilities (capital and interest)
(3,315)
(2,908)
Net cash flow from financing activities
140,068
57,092
Effect of exchange rate changes on cash and cash equivalents
(67)
(18)
Net increase/(decrease) in cash and cash equivalents
293,233
153,137
Cash and cash equivalents at the beginning of year
16
281,914
128,777
Cash and cash equivalents at the end of year
575,147
281,914
The notes on pages 11 to 152 form an integral part of these annual financial statements.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
11
NOTES TO THE FINANCIAL STATEMENTS as of 31 DECEMBER 2023
1. General Information
Optima Bank S.A. arose from the renaming of INVESTMENT BANK OF GREECE S.A.
The Bank provides a wide range of banking and brokerage services as well as investment banking services. It
operates in accordance with the provisions of Law 4261/2014 and Law 4548/2014, as in force, under the
supervision of the Bank of Greece, while being a member of the Athens Exchange and the Cyprus Stock
Exchange. As of 31/12/2023 it employed 478 persons in total, while its registered office is located in the
Municipality of Maroussi, Attica (32 Aigialeias St.)
The Investment Bank of Greece was established in 2020 and since 2012 its majority shareholder was Cyprus
Popular Bank, the remaining assets of which have been passed to the National Resolution Authority (NRA) of
Cyprus and was under special management.
In 2013, within the context of the plan to rescue the banks of Cyprus, all banking operations of Cyprus Popular
Bank in Greece were transferred to Piraeus Bank, while the Investment Bank of Greece was excluded and
remained an independent banking, investment and financial institution which continued its operation as a Greek
financial institution holding a banking license.
In March 2018, Cyprus Popular Bank hired an advisor and started the procedure to sell the Investment Bank of
Greece by conducting an international tender, such procedure was completed in October 2018 with the
signature of the SPA between the seller (Cyprus Popular Bank) and the buyer (Ireon Investments, a 100%
subsidiary of Motor Oil Hellas Group). The transfer procedure was completed in July 2019, following the receipt
of the relevant approvals of the regulatory authorities. The participation percentage of Ireon Investments
amounted to 97.08%.
Following its acquisition by Ireon Investments, Investment Bank of Greece SA was renamed to Optima Bank
S.A., in August 2019.
On March 26, 2020, the Board of Directors of Motor Oil (Hellas) SA granted a special permission to its subsidiary
IREON INVESTMENTS LTD so that the latter could proceed with a partial disinvestment by selling shares of
“Optima Bank SA”. From September to December 2020, IREON INVESTMENTS LTD transferred in total
2,546,006 shares issued by OPTIMA BANK S.A. to parties related to MOTOR OIL (HELLAS) and third parties.
Following the above transactions and combined with the share capital increase conducted by Optima Bank S.A.,
in accordance with the resolution dated 25.11.2020 of the Extraordinary General Assembly of its Shareholders,
the participation percentage of IREON INVESTMENTS LTD in Optima Bank amounted to 15.77% on 31/12/2020.
On 13/01/2021, MOTOR OIL (HELLAS) S.A. announced that its subsidiary IREON INVESTMENTS LTD transferred
another 61,500 shares issued by Optima Bank SA to individuals related to the company and 25,000 shares to
third parties.
On 15/01/2021, the Bank’s Board of Directors certified the share capital increase by cash of EUR 80,139,546,
which was decided by the extraordinary meeting of the shareholders on 25.11.2020. IREON INVESTMENTS LTD
did not participate in the aforementioned share capital increase.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
12
As a result of the above corporate actions, the participation of IREON INVESTMENTS LTD in Optima Bank was
formed to less than 15%.
In October 2022, the issuance of a convertible bond loan of EUR 60,000,000 was successfully completed.
On 22/03/2023, by decision of the Extraordinary General Assembly, it was decided to list all of the Bank's
common shares on the Regulated Market (Main Market) of the Athens Stock Exchange, in accordance with the
provisions of Law 3371/2005. Furthermore, the decision to list the Bank's shares on the Athens Stock Exchange
constituted an activation event for the conversion of the Convertible Bond Loan issued in October 2022, in
accordance with its terms.
On 4/10/2023, the listing of all the Bank's shares on the Main Market of the Athens Stock Exchange was
completed.
The duration of the Bank is ninety-nine (99) years and its purpose, according to its Articles of Association, is
the performance of all banking services permitted by Law for its own or third parties’ account.
Branches operating in Greece:
Α/Α BRANCH ADDRESS 1 PSYCHIKO Olympionikon & 1 El. Venizelou St. - 15451 2 ILIOUPOLI A. Papandreou & 1 Gladstonos St. – 163 45 3 AGHIA PAARASKEVI D. Gounari & 6 Chalandriou St.- 153 43 4 MAROUSSI 46 Thisseos & 2 D.Rali St. - 151 24 5 AMPELOKIPOI 124 Vas. Sofias Ave. - 115 26 6 NEA SMIRNI 55 El. Venizelou St. - 171 23 7 PALAIO FALIRO 4 Ag. Alexandrou St. - 175 61 8 ΚALITHEA 2 Fornezi & El. Venizelou St. - 176 75 9 KALAMARIA – THESSALONIKI 51 Ethnikis Antistasseos St. - 551 34 10 PANEPISTIMOU – ATHENS 15 El.Venizelou St. - 105 64 11 CHALANDRI 1 Kosta Varnali St. - 152 33 12 NIKAIA 232 Petrou Rali St. - 184 53 13 KORINTHOS 21 Ethnikis Antistasseos St. - 201 00 14 ANO PATISSIA 376 Patission St. - 111 41 15 GLYFADA 8-10 Andrea Papandreou - 166 75 16 TSIMISKI-THESSALONIKI 17 I. Tsimiski St. - 546 24 242 Kifissias Ave. & 1 Panagitsas St. - 145 17 KIFISSIA 62 18 PIRAEUS 11 Vas. Georgiou - 185 32 19 MAROUSSI-ANAVRYTA 221 Kifissias Ave.- 151 24 20 NEA IONIA 346 Irakliou Ave - 142 31 21 EVOSMOS - THESSALONIKI 31 28th Oktovriou St. - 562 24 22 PERISTERI 16-20 Panagi Tsaldari St. - 121 34 23 EGALEO 259 Iera Odos & 25th Martiou St. - 122 44 24 PAGRATI 34 – 36 Eftichidou - 116 34 25 KOLONAKI 7 Patriarchou Ioakim & Herodotou - 106 74 26 HRAKLION CRETE 46 25th August - 712 02 27 LARISSA 78 Kyprou & Filellinon - 412 22 28 PATRA 42 Agiou Andreou - 262 21
Notes to the Financial Statements dated December 31, 2023
Group and Bank
13
The operation of the new branch in Patra started in November 2023.
The consolidated and standalone financial statements as of 31/12/2023 were approved by the BoD on
09.04.2024 and are subject to the final approval of the General Assembly of the Shareholders, the annual
financial report in accordance with the European Single Electronic Format (“ESEF”) is available on the Group’s
website (www.optimabank.gr).
2. Material accounting policies
2.1. Basis of preparation
The Group’s consolidated financial statements are prepared in accordance with the International Financial
Reporting Standards (IFRS) and the interpretations of the International Financial Reporting Interpretations
Committee (IFRIC), as adopted by the European Union.
The financial statements have been prepared in accordance with the historical cost basis, except the of the
financial assets and liabilities (including the derivative financial instruments and the carbon emission inventories)
that are measured at fair value and under the going concern principle.
The preparation of the financial statements in accordance with the IFRS requires the use of some important
accounting estimates and the judgment of the Management for the implementation of the accounting principles.
The points that pertain to complex transactions and are highly subjective or the affairs and estimates that are
particularly important for the financial statements are presented in Note 3.
2.1.1. Going concern
The present financial statements have been prepared under the going concern basis.
The Board of Directors reached this conclusion taking into consideration the following:
The economic growth of the Greek economy in 2023, despite the unstable international environment, the
inflationary pressures, the natural disasters and the forecast of a positive growth rate of the Gross National
Product in 2024 which is expected to be above the Eurozone average.
The recovery of the state's creditworthiness regarding the investment grade and the restructuring of the banking
sector which are important evolutions which will lead to the inflow of foreign investments and the upgrades of
the credit rating of the banks, with positive effects on their borrowing costs.
The Group’s effective liquidity risk management, as evident by the Liquidity Coverage Ratio (“LCR”) and the Net
Stable Funding Ratio (“NSFR”) as at 31/12/2023, which amounted to 242.8% and 131.7% respectively
significantly higher than the supervisory limits that have been imposed (100%).
The particularly successful increase of the share capital and equity in general and the listing of the shares on
the Main Market of the Athens Stock Exchange on 04/10/2023, which resulted in the Group's capital adequacy
ratios exceeding the supervisory limits, providing the possibility of implementing the business plans of the
Group.
The maintenance of a high-quality structure of the Statement of financial position, as reflected by the Non-
Performing Loans (NPL) ratio, which amounts to 0.45%, as well as the increase in profits after taxes of 143%.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
14
Based on the aforementioned, the Board of Directors considers that there are no doubts about the ability of the
Group to continue its activities for the period of 12 months from the date of approval of the annual financial
statements and therefore the conditions for the application of the going concern principle are met of the
business activity for the preparation of the financial statements.
2.1.2. Restatement of amounts
Changes in accounting principles and methods (policies) are accounted for by retrospectively restating the
financial statements of all periods presented with the current period's financial statements so that the amounts
presented to be comparable. In the closing financial year 2023, such need arose to reclassify the Statement of
financial position of the Group and the Bank (Note 43).
2.1.3. New standards, amendments to standards and interpretations
The amendments to standards applicable as of 1/1/2023 are listed below:
‣ International Financial Reporting Standard 17 “Insurance Contracts” and Amendment to the
International Financial Reporting Standard 17 “Insurance Contracts” (Regulation
2021/2036/19.11.2021).
Effective for annual periods beginning on or after 1/1/2023.
The above standard and its amendments are not applicable to the financial statements of the Group.
‣ Amendment to International Financial reporting Standard 17: “Insurance Contracts”: Initial
Application of IFRS 17 and IFRS 9 – Comparative information
Effective for annual periods beginning on or after 1/1/2023.
The above amendment are not applicable on the financial statements of the Group.
‣ Amendment to the International Accounting Standard 1 “Presentation of Financial Statements”:
Disclosure of accounting policies (Regulation 2022/357/2.3.2022)
Effective for annual periods beginning on or after 1/1/2023.
The above amendment had no impact on the financial statements of the Group.
‣ Amendment to the International Accounting Standard 8 “Accounting Policies, Changes in Accounting
Estimates and Errors”: Definition of accounting estimates (Regulation 2022/357/2.3.2022)
Effective for annual periods beginning on or after 1/1/2023.
The above amendment had no impact on the financial statements of the Group.
‣ Amendment to International Accounting Standard 12 “Income Taxes”: Deferred tax related to assets
and liabilities arising from a single transaction.
Effective for annual periods beginning on or after 1/1/2023.
The above amendment had no impact on the financial statements of the Group.
‣ Amendment to International Accounting Standard 12 “Income Taxes”: International Tax Reform –
Pillar Two Model Rules”
Effective for annual periods beginning on or after 1/1/2023.
The above amendment had no impact on the financial statements of the Group.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
15
Moreover, the International Accounting Standards Board issued the following standards and amendments to
standards which have not yet been adopted by the European Union and which have not been early applied by
the Group.
‣ Amendment to International Financial Reporting Standard 10 “Consolidated Financial Statements”
and to International Accounting Standard 28 “Investments in Associates and Joint Ventures”: Sale or
contribution of assets between an investor and its associate or joint venture.
Effective date: to be determined.
The above amendment is expected to have no impact on the financial statements of the Group and the Bank.
‣ Amendment to the International Accounting Standard 1 “Presentation of Financial Statements”:
Classification of liabilities as current or non-current.
Effective for annual periods beginning on or after 1/1/2024.
The above amendment is expected to have no impact on the financial statements of the Group and the Bank.
‣ Amendment to International Financial Reporting Standard 16: “Leases”: Lease Liability in a Sale
and Leaseback.
Effective for annual periods beginning on or after 1/1/2024.
The above amendment is expected to have no impact on the financial statements of the Group and the Bank.
‣ Amendment to International Accounting Standard 21: “Lack of exchangeability”: The effects of
changes in foreign exchange rates
Effective for annual periods beginning on or after 1/1/2025.
The above amendment is expected to have no impact on the financial statements of the Group and the Bank.
‣ Amendment to International Accounting Standard 7: “Statement of cash flow” and to the
International Financial Reporting Standards 7 “Financial Instruments: Disclosures”: Supplier
finance arrangements
Effective for annual periods beginning on or after 1/1/2024.
The above amendment is expected to have no impact on the financial statements of the Group and the Bank.
2.2. Principles of Consolidation and Equity Method
(i)
Subsidiaries
Subsidiaries are all entities that are controlled by the Bank (parent company of the Group). The Bank controls
an entity when it is exposed or has rights to variable income from its participation in the entity and has the
ability to affect such income through its ability to influence the entity's operations. Subsidiaries are fully
consolidated from the date on which the Bank acquires control over them. The consolidation ceases from the
date on which control ceases.
The Group uses the acquisition method to account for all business combinations, regardless of whether equity
instruments or other assets are acquired. The consideration for the acquisition of a subsidiary consists of:
• The fair value of the assets that are transferred
Notes to the Financial Statements dated December 31, 2023
Group and Bank
16
• The liabilities undertaken by the acquirer from the previous owners
• The equity interest issued by the Group
• The fair value of the assets or liabilities that arise from agreements with contingent consideration, and
• The fair value of any interests in the subsidiary that existed before the take-over.
The acquired identifiable assets and liabilities and any contingent liabilities assumed in a business combination
are initially recognized, with a few exceptions, at their fair value on the date of acquisition. Depending on the
acquisition, the Group recognizes any non-controlling interest in a subsidiary either at fair value or at the value
of the share of the non-controlling interest in the acquired subsidiary's equity. Following the gain of control, the
measurement of the carrying amount of minority interests is the amount of such interests on initial recognition
and the proportion of minority interests over changes in equity subsequently.
The expenses related to the acquisition are recognized in the profit or loss.
The excess amount between the aggregate of
• The consideration paid,
• The amount recognized as non-controlling interests, and
• The fair value of any previously held equity interests of the Group acquirer's in the subsidiary, and
the fair value of the equity of the acquired subsidiary is recognized as goodwill. If these amounts are lower than
the fair value of the equity of the acquired subsidiary, the difference is directly recognized in the profit or loss
as gain on a bargain purchase.
Intercompany transactions, balances and unrealized profits from transactions between the companies of the
Group are eliminated. Unrealized losses are also eliminated unless the transaction provides any evidence of
impairment of the transferred asset.
(ii)
Associates
Associates are entities over which the Group has significant influence but not control either individually or jointly.
This generally applies when the Group holds more than 20% of the voting rights. Investments in associates are
accounted for using the equity method and are initially recognized at acquisition cost.
(iii)
Equity method
According to the equity method, the interests in an entity are initially recognized at the acquisition cost and are
then increased or decreased to recognize in the profit or loss the share of the Group in post -acquisition profits
or losses, as well as to recognize in the other comprehensive income the share of the Group in the changes of
the other comprehensive income of the entity. Dividends received or receivable from associates and joint
ventures are recognized as a reduction in the carrying amount of the investment.
In the event that the Group's share on the losses of an investment accounted for using the equity method
equals or exceeds the value of the investment in the entity, including any other unsecured long-term receivables,
Notes to the Financial Statements dated December 31, 2023
Group and Bank
17
the Group does not recognize any additional losses, unless payments have been made or additional liabilities
have been incurred on behalf of the investment.
Unrealized profits from transactions between the Group and associates are eliminated proportionally to the
Group’s investments percentage in these associates. Unrealized losses are also eliminated unless the transaction
provides evidence of impairment of the transferred asset. The accounting principles governing the investments
accounted for using the equity method have been modified, where it may deem necessary, to be in line with
the policies adopted by the Group.
The carrying amount of the investment accounted for using the equity method is assessed for impairment in
accordance with the policy described in note 2.8 below.
(iv)
Changes in the investments
The Group handles transactions with the non-controlling interests in the same way as it handles transactions
with the principal shareholders of the Group. Changes in the proportionate interests entails adjustment of the
carrying amount of the controlling and non-controlling interests in order to reflect the correlation of the interests
in the subsidiary. Any difference between the adjusted amount of the non-controlling interests and any
consideration paid or collected is recognized in a separate reserve account within the equity attributable to the
owners of the Group.
The Group ceases to consolidate subsidiary when it loses control over it either individually or jointly. Any
remaining interest is revalued at its fair value, while any resulting differences are recognized in the results. The
asset is recognized as associate if the Group exercises significant influence, as a joint venture if there is a joint
agreement according to which the parties who exercise joint control over the agreement also have rights over
the net assets of the agreement or as a financial asset in fair value. In addition, relevant amounts previously
recognized in other comprehensive income are accounted for in the same way as they would be accounted for
if the aforementioned assets and liabilities were sold. This means that amounts previously recognized in the
other comprehensive income may be reclassified in the profit or loss.
In the event of a reduction in the proportionate investment in an associate where the Group continues to
exercise significant influence or joint control, only the proportion of the amounts previously recorded in other
comprehensive income will be reclassified to the results.
The Bank records the investments in subsidiaries and associates in the individual financial statements at
acquisition cost less any impairment.
2.3. Foreign currency translations
(i)
Functional and presentation currency
The Group’s items on the financial statements are measured with the currency of the primary economic
environment in which the Group operates (“functional currency”). The financial statements are presented in
Euro, which is the functional currency.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
18
(ii)
Transactions and balances
Transactions in foreign currencies are translated to the functional currency at the exchange rate valid on the
dates these transactions were made. Monetary assets and liabilities denominated in foreign currencies are
translated to Euro in accordance with the exchange rate valid on the date the financial statements were
prepared. The arising exchange differences are recognized in the profit or loss. The profits and losses from
exchange differences are recognized on a net basis in the profit or loss, on the line of the gains/(losses) from
financial transactions (Note 8).
The non-monetary assets measured at their fair value in foreign currencies are converted in accordance with
the exchange rates valid on the date the fair value is defined. The exchange differences from assets and
liabilities measured at fair value are recognized as part of the fair value profit or loss.
2.4. Financial assets and liabilities
Methods of measurement
The financial assets measured at amortised cost are:
• Debt securities at amortised cost
• Cash and balances with central banks
• Due from banks
• Loans and advances to customers
• Other receivables included in “Other assets”.
The financial liabilities measured at amortised cost are:
• Due to credit institutions
• Due to central bank
• Due to customers
• Due to customers – brokerage accounts
• Other liabilities included in “Other Liabilities”.
Amortised cost and effective interest rate
The amortised cost is the amount that measures the financial asset or liability at its initial recognition less the
repayments of principal, plus or minus the accumulated depreciation using the effective interest rate method
for, any differences between the said initial amount and the amount at the end and, in the event of financial
assets, readjusted with any provision for impairment losses.
Effective interest rate is the rate that accurately discounts future payments or receipts throughout the expected
life of the financial asset or financial liability at the book value before impairment of a financial asset or at the
amortised cost of a financial liability. To calculate the effective interest rate, the expected credit losses
Notes to the Financial Statements dated December 31, 2023
Group and Bank
19
(excluding the “Purchased or Originated Credit-Impaired loans and advances to customers”) are not taken into
account, while all fees paid or received between the contracting parties and forming integral part of the effective
interest rate, the transactions cost and any increase or discount on the nominal value of the financial asset are
taken into consideration.
When the Group revises the estimates for the payments and receipts, the book value of the relevant financial
assets and liabilities is readjusted in order to reflect the actual and revised estimated contractual cash flows,
using as discount rate the initial effective rate for the financial instrument. The adjustment is recognized in the
profit or loss as income or expense.
Initial recognition
An entity recognizes a financial asset or financial liability in its statement of financial position if, and only if, the
entity becomes a contracting party in the financial instrument. Any usual purchases and sales of investments
are recognized on the date the transaction is made, which is the date when the Group undertakes to buy or sell
the asset. Loans and advances to customers are recognized at the time of their disbursement.
At the initial recognition, the Group measures a financial asset at fair value plus, in the event of a financial asset
not measured at fair value through profit or loss, the cost of the transactions directly attributed to the acquisition
of the financial asset. The transaction costs for the financial assets measured at fair value through profit or loss
are recognized directly in the profit or loss.
Where the fair value of the financial assets and liabilities is different than the transaction price, the Group
recognizes the difference as follows:
a) if the said fair value is proven by an official market price in an active market for a similar asset or liability
(i.e. a 1st level input) or according to a technical assessment using only data from observable market prices,
the difference is recognized as profit or loss;
b) in all other cases, the difference is transferred and recognized as profit or loss only to the extent that it arises
from the variation of a factor (including time) that the participants in the market would have taken into account
to assess the asset or liability.
2.4.1 Financial assets
(i)
Classification and subsequent measurement
The classification of financial assets and their subsequent measurement depend on:
(i) The business model of the Group for their management, and
(ii) The features of their contractual cash flows.
According to the above factors, the Group classifies its financial assets in one of the following three
measurement categories:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
20
• Amortised cost: The financial assets are measured at their amortised cost, if they are held as part of a
business model aiming at holding the financial assets to collect their contractual cash flows and such
contractual cash flows concern solely payments of principal and interest (SPPI), and if they have not
been irrevocably defined, at their initial recognition as measured at fair value through profit or loss.
The interest income, the realized profits and losses due to the derecognition and the changes in the
expected credit losses from assets classified at the amortised cost, are included in the profit or loss
statement.
• Fair value through other comprehensive income: The financial assets are measured at fair value through
other comprehensive income if they are held as part of a business model aiming at both collecting the
contractual cash flows and at selling financial assets and such contractual cash flows concern solely
payments of principal and interest. After the initial recognition, they are measured at their fair value
through the other comprehensive income, except from their respective interest income, relevant profits
or losses from foreign exchange differences and the expected credit losses, which are recognized in the
profit or loss statement. The accumulated profits or losses previously recognized in the other
comprehensive income are transferred to the profit or loss statement, when the financial instrument is
derecognized.
• Fair value through profit or loss: The financial assets that do not meet the classification criteria as
measured at the amortised cost or at fair value through other comprehensive income are measured at
fair value through profit and loss. Moreover, the Group may, at the initial recognition, designate a
financial asset as measured at fair value through profit and loss if this asset would eliminate or
significantly reduce an accounting mismatch. After the initial recognition, any profits or losses that arise
due to variations to the fair value are recorded on the profit and loss statement.
According to IFRS 9, the separation of an embedded derivative from its main contract does not apply when this
main contract is a financial asset subject to the scope of the Standard. Instead, the evaluation regarding the
classification of the hybrid financial instrument shall be performed on the entire instrument.
The Group reclassifies the financial assets if, and only if, it changes the business model it applies to manage
the said financial assets. The reclassification takes place prospectively from first reporting period that follows
the change in the business model. Such changes in the business model are expected to be rare.
The above categories include investments in debt instruments that fall within the scope of the definition of the
financial liability on the side of the issuer, such as loans, sovereign and corporate bonds.
Investments in equity instruments
Investments in equity securities refer to securities that fall within the definition of participation on the part of
the issuer, i.e. do not contain any contractual obligation to pay and demonstrate a right to the remaining balance
if, from the assets of the issuer, its liabilities are subtracted.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
21
The Group recognises all equity securities at fair value upon initial recognition. When the Group irrevocably
chooses upon initial recognition to recognize changes in the fair value of equity securities in other
comprehensive income, any gains/losses from the fair value measurement of equity securities in other
comprehensive income are not reclassified to the income statement after derecognition of the investment.
Dividends from investments in shares are recognized in the income statement under other income when the
Group establishes the right to receive them.
Changes in the fair value of financial assets measured at fair value through profit or loss are recognized in the
income statement in the Gains/(losses) from financial transactions.
Note 5 provides information on the fair value of financial assets.
(ii)
Impairment
The Group measures the expected credit losses relevant to the financial assets measured at the amortised
costs, to the investments in debt instruments measured at fair value through comprehensive income, the
financial guarantee contracts and the loan commitments, as well as the irrevocable unutilized credit limits taking
into consideration the forecasts for the future economic conditions. The Group recognizes a loss allowance for
expected credit losses at each reporting date. The calculation of the expected credit losses reflects:
• An impartially defined and probability-weighted amount determined through the evaluation of a series
of possible outcomes;
• The time value of money, and
• Reasonable and sound information available on the reporting date at no unreasonable cost or effort,
pertaining to past events, current conditions and forecasts for the future economic conditions.
The accounting policy of the Group regarding the financial assets impairment is disclosed in detail in Note 2.11.
(iii) Loan modifications
The Group may modify the loans’ contractual cashflows either by granting more favorable terms to a customer
who faces or is to face economic problems or due to various other factors such as modification of the market
conditions, competition or for retaining the customers.
In the above cases, the Group evaluates whether the new terms are substantially different from those of the
initial contract. The new terms in the contractual loan flows are considered to be substantially different in the
following cases:change in the borrower, change in the denomination currency, introduction or cancellation of
convertibility rights or profit-sharing mechanisms.
When the modification of a financial asset results in the derecognition of an existing financial asset and entails
the subsequent recognition of the modified financial asset, the modified financial asset is considered to be a
“new” financial asset and is recognized at fair value by recalculating its effective interest rate, while the
difference between the carrying amount of the old financial asset and the fair value of the new one is recognized
in the profit & loss statement as profit or loss from derecognition of financial assets. Respectively, the date of
Notes to the Financial Statements dated December 31, 2023
Group and Bank
22
modification is dealt with as the date of the initial recognition of the specific financial asset to apply the
calculation of the expected credit losses requirements on the modified financial asset. The new financial asset
is recognized in Stage 1 or it may be recognized as POCI (Purchased or Originated Credit-Impaired Assets)
when considered to be impaired on its initial recognition.
Where the contractual cash flows are not materially modified, the renegotiation or modification does not result
in the derecognition of the said financial asset and the Group calculates the carrying amount before amortization
in accordance with the new cashflows, recognizing a modification gain or loss in the statement of profit or loss
and relevantly adapting the carrying amount before amortization after the modification. The new carrying
amount before amortization is calculated by discounting the modified cash flows at the initial effective interest
rate of the financial asset (or the effective interest rate adjusted to the credit risk, in the event of credit-impaired
financial assets that have been bought or created).
(iv)
Derecognition, except the recognition arising from a modification
The Group shall derecognize a financial asset when, and only when:
a) the contractual rights to the cash flows from the financial asset expire, or
b) transfers the financial asset and such transfer qualifies for derecognition.
When the Group retains the contractual rights to receive the cash flows of a financial asset (the “original asset”),
but assumes a contractual obligation to pay those cash flows to one or more entities (the “eventual recipients”),
the Group handles the transaction as a transfer of a financial asset if, and only if, all of the following three
conditions are met:
a) the Group has no obligation to pay amounts to the eventual recipients unless it collects equivalent amounts
from the original asset;
b) the Group is prohibited by the terms of the transfer contract from selling or pledging the original asset;
c) the Group has an obligation to remit any cash flows it collects on behalf of the eventual recipients without
material delay.
(v)
Write offs
The Group writes off financial assets, in whole or in part, when it has exhausted all recovery efforts and
concluded that there is no reasonable expectation of recovery. Write-offs and partial write-offs represent
derecognition or partial derecognition events. The write-off reduces the carrying amount of the claim and the
respective allowance losses. Balances that were written off and recovered at a later stage reduce the amount
of the impairment loss in the income statement.
2.4.2 Financial liabilities
(i)
Classification and subsequent measurement
Notes to the Financial Statements dated December 31, 2023
Group and Bank
23
The financial liabilities of the Group pertain mainly to due to credit institutions and due to customers. The Group
classifies all financial liabilities as subsequently measured at amortised cost, with the exception of:
• Derivatives (Note 2.27);
• Financial guarantee contracts (see Note 2.12).
(ii)
Derecognition
A financial liability is derecognised when it is settled, canceled or expires.
2.5. Repurchase agreements and securities lending
The Group enters into agreements to purchase (sell) securities and resell (repurchase) substantially the same
securities on a certain date in the future, and at a fixed price. The purchased securities subject to a commitment
to resell them in future dates (reverse repos) are not recognized as investments. The amounts paid for such
purchase are recognized in receivables. The receivables are presented in the statement of financial position as
collateralized by the underlying security. Investments sold under repurchase agreements (repos) continue to
be recognized in the statement of financial position, given that the Group essentially continues to undertake all
their risks and benefits, and are measured depending on their classification. The proceeds from the sale of
these investments are reported as liabilities to banks or customers.
The difference between the sale and repurchase price is recognized as interest during the term of the repurchase
or resale agreement, using the effective interest rate method.
Securities transferred to counterparties by the Group remain in the statement of financial position and the
income resulting from the lending is recognized in the results of the respective reporting period.
2.6. Own-used property and equipment
Tangible assets are recognised at acquisition cost less the accumulated amortization and any impairments. The
acquisition cost includes all expenses directly attributable to the acquisition of the assets.
Land is not depreciated.
The amortization of other categories of tangible assets is calculated in accordance with the straight-line method
to allocate their cost less their residual values during their useful life. The useful life has been defined as follows:
- Buildings and plants: 30-50 years- Machinery and equipment: 4-7 years- Vehicles: 9-10 years
Improvements leased fixed assets are depreciated over the shorter of the useful life of the improvement and
the lease term of the lease.
The residual value and the useful life of a tangible asset shall be reviewed and adjusted, if necessary, at the
end of each reference period.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
24
The book value of an asset is written-down to its recoverable amount when its book value exceeds its estimated
recoverable amount (Note 2.8).
Profits and losses on disposals are defined by comparing the proceeds with the book value and are presented
in the profit or loss.
2.7. Intangible assets
Software
Intangible assets include software and are recognized at acquisition cost less the accumulated amortizations
and any impairments. They are amortised using the straight-line method throughout their useful life ranging
from 1 to 5 years.
Goodwill
The goodwill represents the difference between the total consideration paid plus the value of any non-controlling
interest and the fair value of the assets and liabilities of the acquired companies, as at the acquisition date.
Positive goodwill, resulting from acquisitions of companies, is recorded in the Balance Sheet account "Goodwill
and other intangible fixed assets", when it comes to the acquisition of a company that constitutes a subsidiary,
and is examined for any impairment of their value at each reporting date. When it comes to investment in
associates or joint ventures, goodwill is recognized in the Balance Sheet account "Investments in associates
and joint ventures".
Negative goodwill is recognized as income in the profit or loss.
Other intangible assets
Intangible assets arising from the allocation of the purchase price (consideration) on the acquisition of
companies or which are individually acquired.
Such intangible assets are amortised over their useful lives when there is a defined useful life (e.g. a customer
base), which is set between 10 and 15 years.
When intangible assets do not have a defined useful life (e.g. a trademark), such assets are not subject to
amortisation.
All intangible assets are tested for impairment whenever there is an indication of impairment.
The Group does not calculate residual value for intangible assets. If an intangible asset is sold, it is derecognized,
while when no economic benefits are expected to flow to the Group, the asset is fully impaired. On disposal of
an intangible asset, the difference between the selling price and its carrying amount is recognized in profit or
loss.
2.8. Impairment of non-financial assets
Amortised fixed assets are assessed for impairment when events or changes in conditions suggest that their
book value may not be recoverable. Where the book value of an asset exceeds its recoverable amount, its
relevant impairment loss is recognized on profit or loss. Recoverable amount is the higher of the fair value less
the selling expenses and its value in use. To define the impairment, the assets are classified to the lowest level
Notes to the Financial Statements dated December 31, 2023
Group and Bank
25
where the cash flows may be individually defined (cash generating units). Impairments recognized in previous
periods as non-financial assets are examined at each reporting date for any reversal.
2.9. Carbon emission rights
The Group acts as a broker – dealer with regards to carbon emission rights and as such these rights are
accounted for as inventories under IAS 2.
Carbon emission rights are classified in “Other assets” in the statement of financial position. The Group initially
recognizes such rights at fair value and subsequently measures them at fair value less cost to sell. Any changes
in fair value less cost to sell are charged in the statement of profit or loss during the financial period that the
changes occur.
Carbon emission rights are derecognized from the statement of financial position upon disposal.
2.10. Cash and cash equivalents
Cash and cash equivalents include monetary assets with a maturity shorter than three months from the
acquisition date, such as cash balances, non-restricted balances held at the Central Bank and amounts due from
credit institutions (banks), that are readily convertible to known amounts of cash and which are subject to an
insignificant risk of changes in value. Cash and cash equivalents are recognized at amortised cost.
2.11. Impairment of financial assets
Expected credit losses are recognized using a three-stage approach based on the extent of credit impairment
relative to the initial recognition of the financial asset and summarized as follows:
• A non credit-impaired financial asset which at the initial recognition is classified at “Stage 1”,
• A financial asset that was purchased impaired or was already credit-impaired on its initial recognition is
classified in the “POCI – purchased or originated credit-impaired stage” and the expected credit losses
are measured throughout life the lifetime of the asset.
• If the credit risk significantly increases after the initial recognition of the financial asset, but it is not
considered to be in a state of default, then the financial asset is transferred to “Stage 2”;
• If the financial asset is credit-impaired, then it is transferred to “Stage 3”;
• For the “Stage 1” financial assets, the expected credit losses are measured throughout the lifetime of
the assets, which losses arise from default events that may occur during the next 12 months after the
reporting date.
• For the “Stage 2” financial assets, the expected credit losses are measured throughout the lifetime of
the assets, which losses arise from default events that may occur throughout the lifetime of the assets.
• For the “Stage 3” financial assets, the expected credit losses are measured throughout the lifetime of
the assets.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
26
• The fundamental principle for calculating the expected credit losses in accordance with IFRS 9 is the
measurement taking into consideration information about reasonable and valid forecasts for future
events and macroeconomic conditions.
The basic estimates adopted by the Group regarding the implementation of the Standard’s requirements are
presented below:
A) Significant increase in credit risk
Loans and advances to customers
A key element in the classification of a financial exposure at “Stage 1” is the assessment of whether there has
been a significant increase in credit risk (SICR) since its initial recognition under IFRS. 9. In the event of a
significant increase in risk, the Group classifies the financial exposure in “Stage 2” in order to recognize expected
credit losses for its entire lifetime (Lifetime ECL).
Specifically, the objective of impairment requirements is to recognize expected credit losses throughout the life
of financial exposures in which there has been a significant increase in credit risk since initial recognition. This
is considered regardless of whether the assessment is carried out on an individual or collective basis, always
considering all available and supporting information, including information on future economic developments.
The determination of the SICR is based on qualitative and quantitative criteria depending on the availability and
quality of information.
In order to classify the financial exposures into stages, the Group assesses the increase in credit risk (SICR) as
defined by the change in the probability of default of the financial exposures and the deterioration of their credit
rating (rating) on the reporting date compared to the date of initial recognition.
Cases that indicate the existence of SICR for the Group are the following:
• Financial exposures in which amounts are more than 30 days past due.
• Exposures are considered forborne exposures when concessions are granted to a borrower who faces
or is about to face difficulties in fulfilling his contractual obligations. These concessions are characterized
as a significant increase in credit risk, and since the financial exposure is classified as Forborne
Performing Exposure (FPE) it is allocated to “Stage 2”.
• The significant deterioration of a creditor in the Group’s financial exposure assessment model is used
as an indication of a significant increase in credit risk. In order to determine whether an exposure
presents SICR, the Bank considers whether this assessment implies a real deterioration in the credit
quality of the exposure. It is not used for retail banking loans because its volume is assessed as
insignificant in relation to the Group’s total loan portfolio.
• Special case of assessment in the business portfolio: For customers whose total exposure (on and off
balance sheet) exceeds €1 million, the Bank may individually review their transactional behavior and
their latest available financial data for these exposures. If the Bank determines that, according to their
Notes to the Financial Statements dated December 31, 2023
Group and Bank
27
latest available financial data, they deviate significantly (positive or negative) from their current credit
rating and the customers appear as non-delinquent in the bank’s systems (pre-delinquency stage 0-30
days, no indication of adjustment – Forborne), then the Bank may assess the existence or not of SICR
without taking into account the risk level of the loan according to the applicable rating scale (ICAP).
The decision following the recommendation of the competent business unit is approved by the
corresponding credit scale/committee of the Bank.
Securities
A key element in the classification of a security at a stage is the assessment of whether there has been a
Significant Increase in Credit Risk (SICR) compared to its initial recognition. At each reporting date the Group
assesses whether there has been a significant increase in credit risk since the initial recognition of a security,
taking into account reasonable and reliable information concerning past events, current conditions and forecasts
of future economic conditions.
In assessing the credit risk of securities, the Group relies on the credit rating scale of the credit rating
agencies/institutions or on the internal credit rating of the issuer/counterparty if the securities are corporate
debt securities of companies for which the Group has granted loans. In addition, at each reporting period the
Group uses the same external credit rating agencies to ensure that the securities are rated using the same
criteria as they were rated at initial recognition.
The credit rating scales of the External Credit Assessment Institutions (hereinafter "ECAI"), namely Fitch,
Moody's, S&P and ICAP used are listed in the Table below.
Moody’s S&P Global Fitch ICAP Investment type Aaa – Baa3 AAA – BBB- AAA – BBB- AA – B (1 – 3) Investment Grade Ba1 – Caa3 BB+ – CCC- BB+ – CCC- C – G (4 – 6) Non - Investment Grade Ca, C CC – D CC – D H (6) Default
Table: Investment grade rating of the securities according to External Credit Assessment Institutions
There are cases of securities that are unrated instruments by an ECAI. If there is no credit rating for a corporate
security, the Group assigns to it the credit rating of the issuing company or the industry to which the issuing
company belongs or the country where the issuing company is domiciled and operates (if available). In the case
of sovereign debt securities, the country’s rating shall also be assigned to the security. The Group makes use
of these ratings in the following order of priority:
Notes to the Financial Statements dated December 31, 2023
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28
• Credit rating of the security (if available);
• Credit rating of the issuer (if available), and
• Credit rating of the financial sector of activity or the country of origin of the issuer.
If the corporate securities are not rated by an ECAI, but the issuer is a borrower of the Group, then the securities
will be classified at the same level as the issuer's loan products.
If none of the above conditions is met, in which case the securities are considered to be unrated, the Group
shall is based on the internal rating of the securities. In particular, the Group compares the characteristics of
the unrated securities (e.g. coupon rate, yield to maturity) with similar rated securities held by the Group to
determine its credit quality.
Therefore, the information that the Group assesses to determine whether the credit risk has significantly
increased is presented in the following non-exhaustive list:
• The downgrade of the credit rating of the issuer/counterparty or the security at the reporting date
compared to the credit rating at the date of initial recognition;
• the increase in the probability of default of the issuer/counterparty at the reporting date compared to the
relevant probability of default at the time of initial recognition;
• the change in the credit spread of the security at the reporting date compared to the date of initial
recognition.
More specifically, the Group recognizes a significant increase in credit risk (SICR), and classifies the security at
Stage 2 (Lifetime ECL), in the following circumstances:
• Debt securities for which their assessment on the reporting date has been downgraded by two notches
(or more) in relation to their initial assessment according to the ECAI credit rating and do not fall under
the following case.
Regarding the securities that maintain a high credit rating (remain in investment grade / Investment Grade in
the table above) or their probability of default remains low (less than or equal to 3%), the Group considers that
there is no significant increase in credit risk.
• Securities for which the Probability of Default (PD) on the reporting date has a percentage increase of at
least 50% in relation to the Probability of Default at initial recognition.
• Securities for which the credit spread has increased by more than 5% in absolute value on the reference
date compared to the date of initial recognition.
B) Definition of default and perimeter of credit-impaired financial assets
Loans and advances to customers
Notes to the Financial Statements dated December 31, 2023
Group and Bank
29
According to the Credit Policy, the Bank's Provision Policy and the New Definition of Default Policy of the Loan
Portfolio, a loan is considered impaired and classified at "Stage", when it is characterized as non-performing–-
in a state of default (Non Performing Exposure - NPE).
Definition of Default
A debtor or a financial exposure is in 'default' if at least one of the following conditions applies:
➢ The debtor or a financial exposure is more than 90 days in material arrears in the payment of any material
obligation to the Group.
➢ The Group considers that the debtor or a financial exposure meets the Unlikely to Pay (UtP) and that it is
unlikely to meet its obligation to the Group in full, without the Group resorting to actions such as the
enforcement of collateral.
➢ The Group has classified the debtor's loan as Forborne Non-Performing Exposure.
The Group's basic principle regarding the application of the definition of default is to apply at the debtor level
(one obligor) for Corporate Banking products, while for Retail Banking products the definition of default is
applied at loan product level.
Materiality thresholds
The materiality thresholds determine whether a financial exposure in arrears will be considered to be a default
or not. Materiality thresholds apply at the financial exposure level for retail banking customers and at the debtor
level for corporate banking customers.
The materiality thresholds for retail portfolio are presented in the table below:
Absolute criterion Relative criterion The total on-balance sheet balance in default of the The absolute amount in default must exceed EUR Account must exceed 1% of the total on-balance 100. sheet balance.
The materiality thresholds for the corporate portfolio are presented in the following table:
Absolute criterion Relative criterion The total on-balance sheet balance in default of the The absolute amount in default must exceed EUR Debtor must exceed 1% of the total on-balance sheet 500. balance.
In this case, when the above relative and absolute criteria are simultaneously met, all on- and off-balance sheet
financial exposures to the corporate banking debtor are considered in default.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
30
In addition, where the Group has on-balance sheet financial exposures in default to a retail customer whose
gross carrying amount represents more than 20% of the gross carrying amount of all on-balance sheet financial
exposures to that customer, all on- and off-balance sheet financial exposures to that customer are considered
to be in default. This means that if the above threshold is met, then default status is extended to the debtor
level for all financial exposures to the retail debtor.
Securities
A security is considered to be in 'default' if at least one of the following conditions applies:
• Payments on the security are more than 14 days overdue (relates to Best Practices) against the Group.
• The Group considers that the creditor or the security meets the Unlikely To Pay (UTP) criteria and it is
unlikely to fully preform its credit obligation to the Group unless the Group resorts to measures such as
liquidation of the collateral.
• The rating of the quality of the security by a certified External Credit Rating Institution, if available,
corresponds to a non-investment grade default according to the table below of Note 2.11(A). Note that
if an external rating is not available, the internal rating is used, based on the Bank's internal data.
C) Reclassification of stages
Loans and advances to customers
The stage reclassification is applied when the criteria of the initial classification of the loan no longer exist, and
the relevant probation period has successfully passed. The probation period is defined as the period in which
the loan is not overdue for more than 30 days.
In case the credit risk of an exposure improves then it can be moved from “Stage 2” to “Stage 1”. Movements
from “Stage 3” to “Stage 2” are rare and strong documentation needed, as the (below) expectation of successful
completion of the monitoring period is not fully met. Both cases have positive effects on the Group's overall
forecasts.
According to the IFRS 9, we have the following criteria for the reclassification of stages:
• For the transition from “Stage 2” to “Stage 1”, of credit exposures which are characterized as "Forborne
Performing Exposures (FPEs)”, the successful completion of a twenty-four (24) month probation period
is required.
• For the transition from “Stage 3” to “Stage 2”, of credit exposures which are characterized as Non
Performing Exposures (NPEs), the successful completion (with no delinquency) of a three (3) month
probation period is required.
• For the transition from “Stage 3” to “Stage 2”, of credit exposures which are characterized as Forborne
Non Performing Exposures (FNPEs), the successful completion (with no delinquency) of a twelve (12)
month probation period is required.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
31
Securities
The stage reclassification is applied when the criteria of the initial classification of the security no longer exist.
Stage reclassification in the case of securities depends on the downgrade or upgrade based on its rating, by
the ECAIs.
In cases where the credit quality of a bond deteriorates significantly (SICR) then the bond is reclassified to a
stage of lower creditworthiness, negatively affecting all of the Group's provisions. Therefore, a security can be
downgraded from “Stage 1” to “Stage 2” when it is downgraded by two notches, or from “Stage 2” to “Stage
3” if it is rated as default. Both cases have negative effects and increase the Group's overall provisions.
In case the credit risk of a security improves then it can move from “Stage 2” to “Stage 1”. Movements from
“Stage 3” to “Stage 2” or “Stage 1” are rare.
D) Measurement of the expected credit losses
The expected credit losses are measured either based on the likelihood that the default event will occur within
the next 12 months, or throughout the lifetime of the financial asset, depending on whether a significant
increase of the credit risk has occurred and on whether the items are considered as credit-impaired. The
expected credit losses are defined as the discounted product of the probability of default (PD), the exposure at
default (EAD) and the loss given default (LGD).
• Probability of Default (“PD”) represents the probability of default (as defined above) of the obligor's
obligation estimated based on prevailing economic conditions at the reporting date, adjusted to the
estimates of future economic conditions that may affect the risk of default, in a given time horizon.
• Exposure at default (“EAD”) is an estimate of exposure at a future date of default, taking into account
expected changes in the exposure after the reference date, including repayments of principal and
interest and expected disbursements of loan commitments. Exposure at default (“EAD”) includes both
on- and off-balance sheet exposures. The on-balance sheet report corresponds to the total amount
committed and payable, which includes the principal owed, accrued interest and past due amounts.
Off-balance sheet exposure represents credit available for drawdown in addition to on-balance sheet
exposure.
• The loss given default (“LGD”) expresses the extent of the loss that the Group expects for exposures
that are in default and is defined as the difference between the contractual cash flows and those that
the Group expects to collect including amounts from the liquidation of collateral. LGD, which is usually
expressed as a percentage of Exposure at default (“EAD”), varies according to the type of counterparty,
the type and priority of the claim, the existence of collateral and other credit enhancements.
The Bank, in accordance with the Provision Policy and the methodology for calculating the expected loss based
on IFRS 9, evaluates and calculates the expected loss individually per credit exposure.
E) Determination of macroeconomic variables, scenarios and probability-weights (forward looking
information)
Notes to the Financial Statements dated December 31, 2023
Group and Bank
32
Analysis of elements in the expected credit loss model under multiple economic scenarios
The Bank uses the data provided by Moody's Analytics as a source for the evolution of macroeconomic variables,
such as GDP, the main market index of the Athens Stock Exchange (ASE), and unemployment that will affect
the amount of expected credit losses (ECL) of the loan portfolios under multiple economic scenarios. The
Management, when calculating the expected credit losses (ECL), calculates three (3) different scenarios
(Favorable – Base –Unfavorable), each of which is associated with different probabilities of default (PDs) and
different losses in case of default (LGDs). Management has assigned the following weightings to each scenario:
Base 40%, Favorable 30% and Unfavorable 30%.
The key parameter is the change per quarter of GDP and per annual scenario for the next 3 years presented in
the table below.
Base scenario Favorable scenario Unfavorable scenario % average annual change 102023 1.34% 1.34% 1.34%2024 1.92% 3.70% -2.24% 2025 2.50% 2.97% 0.01% 2026 2.20% 1.94% 4.23%
Multiple economic scenarios for calculating expected credit losses
Management assessed the sensitivity of the Group's impairment forecast for loans and advances to customers
at amortized cost to reasonably possible changes in the growth rate of Greece's GDP, compared to the forward-
looking scenarios used in the measurement of expected credit losses at 31 December 2023. The sensitivity
analysis was performed using alternative scenarios in the business portfolio which mainly affect the probability
of default (PD) parameter.
The following table includes the impact of expected credit losses as of 31 December 2023, for each alternative
hypothetical scenario. The impact per scenario is a comparison of the result of the Group's expected credit
losses against a calculation by replacing the base scenario with the alternative base in the calculation of the
weighted amount used by the Group while maintaining the same factors (40% -alternative base, 30% -
favorable / unfavorable to existing calculations).
GDP deviation from the Impact on ECL base scenario, % Stage 1 Stage 2 Stage 3 Α) Alternative Favorable scenario as base +1.1% -3.59% -3.48% -0.01% Β) Alternative Unfavorable scenario as base -1.7% 4.89% 1.66% 0.04%
10
The time series are based on historical data of the Greek Economy and the forecast scenarios of Moody's Analytics start
from the first quarter of 2024, which is why there is no difference in the calculation basis of the three scenarios.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
33
The effect of the above scenarios on the expected credit losses by replacing the corresponding scenarios from
the alternatives in the basic calculations is for (A) – EUR 669 thousand and for (B) + EUR 430 thousand.
Effect of LGD on expected credit loss calculation
Scenarios of a change in the LGD parameter by +/- 5% were performed in all the Bank's portfolios. The results
are:
LGD change LGD change Change in ECL Total ECL Change in ECL Total ECL by +5% by -5% Retail banking +17.79% 109 2,529 -12.32% -76 2,344 Corporate banking +4.37% 972 26,147 -14.93% -3,323 21,852
F) Criteria for grouping exposures based on common credit risk characteristics
For assessing impairment on a collective basis, loans are grouped according to similar credit risk characteristics
in sub-portfolios which have the greatest possible homogeneity and uniformity. The main parameters used in
the process of segmenting the portfolio and inclusion in the individual sub-portfolios are the following:
• the loan product (Retail banking)
• the service status of the loan
• loan classification as forborne
In order to determine the impairment forecast for each sub-portfolio, not only its particular elements, but also
the effect on their final formation, of the main macroeconomic parameters are quantified. The recognized
impairment provision or reversal of provision is recorded in the profit or loss.
G) Management overlays
Adjustment of the results of the credit risk models used by the Group to measure expected credit losses (Post
Model Adjustments - PMA).
The Group's approach to estimating the expected credit loss measurement of Loans and advances to customers
for 2023 included qualitative and quantitative adjustments to the result produced by the credit risk models. The
Group implements an internal governance and framework for early recognition of any required adjustments as
well as supporting the implementation of these adjustments and the related calculation. The Group's governance
framework requires that such adjustments be adequately documented and approved by the Provisions
Committee.
As of 31 December 2023, the Group carried out an assessment for the existence of a significant increase in
credit risk on the business portfolio for customers whose businesses were affected by the natural disasters in
the Thessaly region in September 2023. In addition, for these customers, the Group proceeded to assessment
Notes to the Financial Statements dated December 31, 2023
Group and Bank
34
of Loss Given Default (LGD) making the corresponding adjustments. The above adjustments led to the
movement of exposures amounting to EUR 5.5 million to “Stage 2” and increased impairment provisions by EUR
1,070 thousand. For retail customers in the Thessaly region, from the respective assessment performed the
Group did not identify a corresponding increase in credit risk. For the fiscal year 2022, the management overlays
led to a reduction of impairment provisions by EUR 512 thousand and related to the reclassification of exposures
from “Stage 2” to “Stage 1” amounting to EUR 7,186 thousand.
2.12. Financial guarantees
Financial guarantees are contracts under which the issuer undertakes to compensate the holder of the contract
for a loss that he suffers, in the event that a specific debtor fails to fulfill his obligations in accordance with the
terms of a debt instrument.
Financial guarantees are recognized as financial liabilities initially at fair value. After the initial recognition, the
financial guarantees are measured at the highest value between:
(i) The amount of the provision for impairment according to the model of the expected credit losses
of IFRS 9, and
(ii) The value initially recognized less the accumulated amount of the commission recognized as income
according to IFRS 15, if any.
The liabilities arising from financial guarantee contracts are presented in the item “Other liabilities”.
2.13. Staff benefits
(i) Short-term staff benefits
Liabilities for wages and salaries that are to be fully settled within 12 months from the end of the period when
the employees provide the relevant service are recognized for the services of the employees until the end of
the reporting period and are measured at the amounts that are expected to be paid during the settlement of
the liabilities. The liabilities are presented in “other liabilities” of the statement of financial position.
(ii) Post-employment liabilities
The Group’s liabilities for post-employment pertain to both defined contribution plans and defined benefit plans.
The liability recognized in the statement of financial position for defined benefit plans is the present value of
the liability for the defined benefit on the reporting date. The defined benefit liability is calculated annually by
an independent actuary using the projected unit credit method.
The present value of the defined benefit liability is calculated by discounting the estimated future cash outflows
using as discount rate interest rates of high ranking corporate bonds in the same currency and with the same
term to maturity as those of the liability.
The financial cost is calculated by applying the discount rate on the balance of the defined benefits liability. This
cost is included in the employee benefits of the profit and loss statement.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
35
Gains or losses arising from empirical adjustments and changes in actuarial assumptions are recognized over
the period in which they arise, directly to the other comprehensive income. Are included in the other reserves
of the statement of changes in equity and the statement of financial position.
The changes in the present value of the defined benefit liability that arise from modifications or cuts of the plan
are recognized right away in the profit or loss, as past service cost.
Regarding defined contribution plans, the Group pays contributions to public or private pension insurance plans
on a mandatory, contractual or optional basis. Apart from the payment of contributions, the Group has no
further obligations. Contributions are recognized as staff costs when they become payable. Contributions that
are paid in advance are recognized as an asset if there is a possibility of returning the money or offsetting it
with future payments.
(iii) Employment termination benefits
The employment termination benefits become payable when the Group terminates employment before the
regular retirement date or when the employee accepts the voluntary termination of service against such
benefits. The Group recognizes these benefits on the earlier of the following dates: a) when the Group cannot
recall the offer of the benefits anymore, and b) when the Group recognizes a restructuring cost falling within
the scope of application of IAS 37 and includes the payment of the employment termination benefits. In the
event of an offer made to boost voluntary termination of service, the termination benefits are calculated on the
basis of the number of employees who are expected to accept the said offer. Any employment termination
benefits that will become payable 12 months after the end of the reporting period are discounted at their
present value.
(iv) Benefits in equity securities
Group employees may receive compensation in the form of equity securities through the provision of stock
awards or stock options. The total cost of these benefits is recognized as personnel expense in the reporting
period from the grant date to the maturity date of the relevant rights with a simultaneous increase in equity
and specifically in other reserves.
2.14. Provisions
Provisions are recognized when a present legal or constructive obligation exists as a result of past events, an
outflow of resources to settle the obligation is probable and the amount can be reliably estimated.
2.15. Offsetting financial instruments
Financial assets and financial liabilities are set off and the net amount is reported in the statement of financial
position only when there is a legal right to set off the recognized amounts and there is an intention to either
settle the net amount arising from the offset or to simultaneously settle the total amount of both the financial
asset and the liability.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
36
2.16. Leases
The Group as Lessee
The agreements of the Group pertain to building and offices rentals, as well as to long-term leasing of vehicles
and machinery.
The assets and liabilities that arise from the lease are initially recognized at present value. The lease liabilities
include the net present value of the following rents:
• Fixed rents (including the “essentially” fixed payments);
• Variable rents that depend on a ratio or interest rate, which are initially measured using the ratio
or the interest rate on the commencement date of the lease term;
• Amounts expected to be paid on the basis of guaranteed residual values;
• Price at which the right to buy is exercised, if it is rather certain that the Group will exercise such
right, and
• Payment of a penalty for termination of the lease, if the term of the lease reflects the exercise of
the Group’s right to terminate the lease.
The measurement of the lease liability includes also the payment of rents during the lease extension period, if
it is rather certain that the Group will exercise the right to extend.
Rent payments are discounted at the deemed interest rate of the rental or in the event that such interest rate
cannot be defined in the contract, at the lessee’s incremental borrowing rate, i.e. the rate the lessee would
have paid to borrow the necessary funds in order to acquire a asset of similar value with that of the leased
asset over a similar period of time, with similar collaterals and in a similar economic environment.
The Group is exposed to possible future increase of the variable rents which depend on a ratio or interest rate,
which are only included in the lease liability when accrued. When the above changes occur, the lease liability is
redefined and adjusted by relevantly adjusting the right to use the asset.
Any rent payment is allocated between the lease liability and the financial cost. The interests on the liability
arising from the lease for each lease period equal the amount that arises from the application of a fixed, periodic
interest rate on the outstanding balance of the lease liability.
After their initial measurement, the lease liabilities are increased by the financial cost and decreased by the
payment of rents. The lease liability is remeasured to reflect any reassessments or modifications of the lease.
The cost of the asset with right to use consists of:
• The amount of the initial measurement of the lease liability
• Any rents paid on the lease period commencement date or before it, less any lease incentives
already collected, and
Notes to the Financial Statements dated December 31, 2023
Group and Bank
37
• Any initial direct costs suffered by the Group as lessee.
The rights to use assets are measured at cost and amortised by the straight-line method during the shorter
period of time between the useful lifetime of the asset and the term of the lease.
The Group chose to use the recognition exceptions provided for in the Standard for the short-term leases, i.e.
leases with a term shorter than 12 months without any right of redemption, as well as for leases where the
subject asset presents a low value. For the above leases, the Group recognizes the rents as expenses in the
profit or loss statement using the straight-line method throughout the term of the lease.
2.17. Interest income and expense
Interest income and expense include coupon payments from the securities of the investment and trading
portfolios, the interests on loans and placements.
Interest income and expense are recognized in the profit or loss for all interest bearing instruments on an
accruals basis, using effective interest rate method or the relevant floating interest rate. The effective interest
method is a method to calculate the amortised cost of a financial asset or liability and to allocate the interest
income or expense over the reference period. Effective interest rate is the rate that discounts just the estimated
future payments or receipts throughout the expected life of the financial instrument, or during a shorter period,
when necessary, so that the discounted value would equal its book value, at the initial recognition including any
transaction costs.
In particular, as regards the financial assets, to calculate the effective interest rate, the Group calculates the
cash flows taking into consideration all contractual terms for the financial asset, excluding the expected credit
risk losses (except the “Purchased or Originated Credit-Impaired loans and advances to customers” where the
expected credit losses are taken into consideration).
2.18. Fee and commission income
Fee and commission income mainly include commissions on loans, letters of guarantee and brokerage
transactions, as well as commissions on investment banking and other transactions.
The Group applies the following five-step model to all contracts with customers other than leases and financial
instruments:
Identification of the contract with the customer;
Identification of the obligations arising from the contracts;
Definition of the transaction price;
Allocation of the transaction price to the obligations arising from the contracts, and
Recognition of income as the entity fulfils its obligations.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
38
Therefore, the Group recognizes income when the performance obligation is fulfilled, i.e. when control of the
services or goods is transferred to the customer.
Fee and commission income is recognized in the income statement throughout the period in which the relevant
services were provided, unless they influence the effective interest rate.
2.19. Gains/(losses) from financial transactions
The gains/(losses) from financial transactions includes the gains and losses that arise from liquidations and
changes in the fair value of the trading financial assets and liabilities.
2.20. Dividend income
Dividend income is recognized in the profit & loss statement on the date the right to collect dividends is
established.
2.21. Income tax and deferred tax
The income tax of the fiscal period is the tax calculated on the taxable income of the current period based on
the tax rate applicable in each country, adjusted to any changes in the deferred tax assets and liabilities due to
provisional differences and unutilized tax losses. The fiscal year tax includes any tax audit differences pertaining
to additional income taxes and additional charges attributed by the tax authorities due to the redefinition of the
Group’s taxable income within the framework of an ordinary or extraordinary tax audit.
The liability arising from the current income tax is calculated according to the legislation in force or the legislation
that in fact applies at the end of the closing year in the countries where the Bank, and the subsidiaries and
associates of the Group have activities and produce taxable income. The Management periodically assesses the
positions in the tax returns in the event that the tax legislation is subject to any interpretation. Moreover, it
forms provisions, where necessary, for the amounts that are expected to be paid to the tax authorities.
The deferred income tax is defined using the liability method; such liability is defined by the temporary
differences between the tax assessment base and the carrying amount of the assets and liabilities presented
on the consolidated financial statements. However, the deferred tax liabilities are not recognized if they arise
at the initial recognition of goodwill. Moreover, the deferred income tax is not accounted for if it arises from the
initial recognition of an asset or liability in a transaction other than a business combination that at the time of
the transaction did not affect either the accounting or the taxable profit or loss. Deferred tax is measured at
the tax rates expected to apply on the financial year when the liability will be settled, considering the tax rates
(and tax laws) that have been enacted or are substantively in force at the end of the closing year.
Deferred income tax assets are recognized to the extent that there will be a future taxable profit in order to
utilize the temporary difference generated by the deferred income tax asset.
Deferred tax receivables and liabilities are not recognized for any temporary differences between the carrying
amount and the tax base of investments in businesses abroad where the Bank controls the reversal of temporary
differenced and it is likely that the temporary differences will not be reversed in the foreseeable future.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
39
Deferred tax receivables and liabilities are offset when there is an applicable legal right to offset the current tax
receivables and liabilities and when the deferred income taxes involve the same tax authority. The current tax
receivables and liabilities are offset when there is an applicable legal right to offset and an intention to settle
on a net basis or to acquire the asset and to settle the liabilities at the same time.
The current and deferred taxes are recognized in the profit or loss, unless they pertain to assets that are
recognized in the other comprehensive income or directly in equity. In such a case, the tax is also recognized
in the other comprehensive income or directly in equity, respectively.
2.22. Share capital
The share capital includes the Bank’s ordinary shares. The ordinary shares are presented under equity.
Additional expenses required for the issue of shares appear upon deduction of the relevant income tax, to the
reduction of the issue proceeds.
The cost of acquisition of treasury shares, including any attributable incremental transaction costs, is presented
as a reduction in equity according to the provisions of IAS 32, until the treasury shares are cancelled or disposed
of. The gains or losses from the sale of treasury shares (net of expenses) are included directly in the retained
earnings (equity).
The number of treasury shares held by the Group does not reduce the number of shares issued. Treasury shares
held by the Bank are not eligible to receive cash dividends.
2.23. Distribution of dividend
The distribution of dividend to the Company’s shareholders is recognized as liability in the financial statements
of the Group over the period during which the distribution is approved by the General Assembly of the
Shareholders.
2.24. Related parties
In accordance with IAS 24, a related party is a person or an entity that is related to the Group.
More specifically for the Group, related parties are the following:
(a) Subsidiaries;
(b) entities that control the Bank and entities that are controlled, jointly controlled or significantly influenced by
that entities, as well as the key management personnel of that entities and their close relatives;
(c) the key management personnel, their close relatives, and the entities controlled or jointly controlled by
them,
(d) the Bank's associates and joint ventures.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
40
2.25. Earnings per share
The Earnings per share ratio (EPS) arises by dividing the profit or loss corresponding to the common
shareholders of the Group’s parent company by the weighted number of outstanding ordinary shares during
the reporting period.
Diluted earnings per share are calculated using the same method as the basic earnings per share ratio, however
earnings and number of shares are adjusted accordingly to reflect any potential reduction in earnings per share
that could result from the conversion of any convertible bonds or the exercise of stock options or other related
contracts into ordinary shares.
2.26. Non-current assets held for sale and discontinued operations
The Group classifies a non-current asset or a group of assets and liabilities as items held for sale if their value
is expected to be recovered mainly due to the sale of the said items and not through their use, while their sale
is considered very likely. They are measured at the lowest value between their book and fair value decreased
by the direct costs of sale, except from assets such as deferred tax liabilities and financial assets that are
explicitly excluded from the measurement requirements of the Standard.
The arising impairment losses are recognized in the profit or loss. Any possible increase of the fair value at a
subsequent remeasurement is recognized in the profit or loss but not for an amount higher than the initially
recognized impairment loss. Any profits or losses not recognized on the date of sale of the non-current asset
(or the group of assets) are recognized on the date of the derecognition.
As of the date when a non-current (amortised) asset (or the non-current assets that are included in a group of
assets and liabilities) is classified as held for sale, no amortizations are calculated on the said non-current assets.
The non-current assets and groups of assets classified as held for sale are presented separately in the statement
of financial position. The liabilities relevant to the groups of assets classified as held for sale are presented
separately from the other liabilities in the statement of financial position.
2.27. Derivative financial instruments
The derivative financial instruments mainly include futures, options, FΧ Swaps and Interest Rate Swaps (IRS-
IRCAP).
The derivatives are initially recognized in the statement of financial position at fair value on the date of entering
the contract and then are measured at their fair value. When the fair value is positive, the derivatives are
included in the assets, while when the fair value is negative they are included in the liabilities.
The fair value of the derivative financial instruments is defined on the basis of the market price, taking into
consideration recent transactions on the market or using other appropriate measurement techniques (see Note
5).
The Group does not apply any hedge accounting. Consequently, all derivatives held serve trading purposes and
are recognized and measured at their fair value through profit or loss.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
41
2.28. Rounding
Any differences that arise between the amounts reported in the financial statements and the relevant amounts
in the Notes are due to rounding.
3. Critical accounting estimates and assumptions for the implementation of the accounting
principles
To apply the accounting principles of the Group and the Bank, the Management makes estimates and
assumptions that may affect the amounts of the assets and liabilities reported on the consolidated and
standalone financial statements. The estimates and assumptions are reviewed at each financial statements’
reporting date and are based on historic data and other factors, including estimates about future events, which
assumptions are considered reasonable under the current circumstances. The estimates and assumptions for
the implementation of the accounting principles pertain mainly to the following fields:
A. Impairment provisions for credit risks from loans and advances to customers
At each reporting date the Group and the Bank recognizes an allowance for the expected credit risk losses from
loans and advances to customers.
The Group, when testing loans and advances to customers for impairment, makes estimates of the amount and
the time that future cash flows will be collected. Considering that these estimates are affected by a number of
factors such as the financial condition of the debtor, the net realizable value of any collateral, historical loss
ratios per portfolio, actual results may differ from estimates. Similar judgments are involved in assessing
whether impairment losses exist for securities classified as financial assets at fair value through other
comprehensive income or financial assets at amortised cost.
The measuring of the expected credit losses is based on the assumptions of the Management regarding the
recoverability of the exposure and the guarantees received. The Management makes assumptions on the
financial position of the counterparty, its credit risk, the recoverability of any collaterals and guarantees.
In the context of evaluating the credit risk increase, the Group also rates its borrowers based on the evidence
of financial difficulties and the possibility of a default, in accordance with its policy in force.
Additional information on the impairment provisions for credit risks from loans and advances to customers is
included in Notes 2.4, 2.11, 4.1 and 20.
B. Recoverability of deferred tax assets
The Group recognizes deferred tax assets to the extent that it assumes that it will have sufficient future taxable
profits available.
The recognition of the above deferred tax assets requires estimates regarding the future financial performance
of the Group’s companies to which the deferred tax assets have been recognized. In particular, the definition
Notes to the Financial Statements dated December 31, 2023
Group and Bank
42
of the deferred tax assets that may be recognized requires making significant estimates about the timing and
the amount of the future taxable profits.
Further information about the deferred tax assets of the Group can be found in Note 27.
C. Fair Value of financial assets
The fair value of the financial assets for which there are no observable prices in an active market is defined
using valuation models. The valuation methodology used includes discounted cash flow methods mainly based
on observable elements, wherever available. The fair value of the investments in closed-end mutual funds (CMF)
and in the Bond from loan securitization depends on major assumptions including future income and cashflows,
operating expenses and discount rates. The closed-end mutual funds (CMF) investing in renewable energy
sources (wind and photovoltaic parks) as well as the Bond from loan securitization, whose fair value is estimated
using significant non-observable information are classified at Level 3. The methodology for the valuation of the
CMF securities is based on par. 18 of Art. 7 of Law 2992/2002 as amended by Law 4141/2013 and as presented
in the Mutual Funds Management Reports.
Further information about the fair value of financial assets can be found in Notes 5, 18, 19, 20 and 21.
D. Subsidiaries impairment
The Bank examines for impairment the value of its investments in subsidiaries by comparing the recoverable
amount of each investment (the higher value between the value for use and the fair value less the disposal
cost) with its carrying amount.
4. Financial Risk Management
The Group, as any credit institution, is exposed to risks. Such risks are constantly monitored in different ways
to avoid the excessive accumulation of risks. The nature of these risks as well as their management are
explained below. Moreover, further financial information is given to describe the extent and the nature of the
financial risks faced by the Group, with relevant comparative information on the previous financial year.
The strategy for undertaking and managing all types of risks is aligned with best international practices,
applicable legislation and the supervisory framework, while it is constantly evolving through the development
of a single risk management concept for the entire Group.
The Risk Undertaking Framework is reviewed annually and on an ad hoc basis whenever specific circumstances
require, in relation to internal events, the wider financial environment or the supervisory framework in line with
best practices and in any case within the regulatory framework in force. The said review is carried out in
cooperation with the Risk Management Division and the Units that undertake the various risks, the Risk
Management Committee, the Executive Committee and the Board of Directors.
The Risk Management Committee (RMC) and the Board of Directors (BoD) are responsible for approving and
periodically reviewing the risk profile undertaken by the Group (RUF).
The Risk Management Division operates in accordance with the provisions of the Governor’s Act ref. ΠΔ/ΤΕ
Notes to the Financial Statements dated December 31, 2023
Group and Bank
43
2577/06 and its amendments. The Division in terms of organization, is accountable to the Risk Management
Committee. The Risk Management Division Manager is appointed by the Board of Directors, on the
recommendation of the Risk Management Committee, and his/her appointment, as well as any replacement, is
notified to the Bank of Greece.
The objective of the Unit and consequently of the Risk Management Division is to identify, analyze and develop
effective systems for measuring, managing and controlling all forms of risk inherent in every task undertaken
by the Bank and, on a consolidated basis, by the Group.
The Unit consists of six (6) departments:
(i) Credit Risk: its main responsibility is to propose, implement and ensure compliance to the
framework of policies and procedures for the management of the Bank's credit risk arising from the
application of the credit process and the measurement and monitoring of tolerance limits.
(ii) Market Risks & Liquidity Department: is responsible for the formation of the uniform framework of
Policy and Procedures for the management of market, interest rate and liquidity risks at Group
level, for ensuring its compliance, as well as for monitoring and controlling the limits subject to its
responsibility.
(iii) Operational Risk Department: its main responsibility is to recommend, implement and ensure
compliance to the framework of policies and procedures for the management of operational risks
(hereinafter "OR") of the Bank and the Group and to monitor compliance with the risk tolerance
limits that have been set.
(iv) The Capital Adequacy Management Department has as its main responsibility the recommendation,
implementation and compliance of the framework of policies and procedures for the calculation and
effective management of the Bank's capital adequacy.
(v) Supervisory Relations Department: Its objectives are the coordination, execution and monitoring of
the tasks: a) of the supervisory obligations regarding the Group's Risk Management (supervisory
reports, Pillars I / II and III of the framework, etc.), b) the collection, analysis and processing of
the necessary data for the execution of the tasks of the departments of the Risk Management
Division.
(vi) Model Department: Its purpose is to coordinate and monitor the work of external partners regarding
the certification of existing models, the flow of procedures and the correct execution, today, of the
ECL methodology, as well as the other systems that will be implemented in the future in the area
of Risk Management. Validation Reports, including findings and recommendations, are submitted
to the Risk Management Committee.
Environmental, Social and Governance (ESG) Risks
The Bank updates and evaluates any forthcoming environmental policies, legal and regulatory requirements
and guidelines related to the climate and the environment, in order to effectively identify and manage any risks
Notes to the Financial Statements dated December 31, 2023
Group and Bank
44
relevant to its activities. In this context, the Bank prepared and submitted an action plan for the gradual
integration of the initial requirements published by the Single Supervisory Mechanism (SSM) on the effective
management of ESG risks and is working on the planning and implementation of the remaining requirements.
In addition, the Bank participates in the initiatives undertaken on this issue and considers strengthening its
business model so that modern ESG trends are taken into account throughout the range of its activities.
War in Ukraine / Middle East
The Group's activity does not include activities or businesses that are directly or indirectly affected by the effects
of wars. There is no effect on the development of the Bank's financial figures, so there is no direct or indirect
risk concerning the Bank's activity.
Natural disasters 2023
The Group's activity includes activities or businesses that may be directly or indirectly affected by the effects of
bad weather Daniel in Thessaly. The cases as well as the rehabilitation actions of the Group's creditors are
regularly monitored by the competent units. The Bank has taken the appropriate measures and has adopted
the creation of an appropriate reserve of provisions so that there is no direct or indirect risk related to the
Bank's activity.
4.1. Credit risk
Credit risk is the risk of loss due to possible failure or unwillingness of the counterparty to fulfill its contractual
obligations, thus resulting in the loss of capital and profit. Credit risk management focuses on ensuring
discipline, transparency, and reasonable risk undertaking based on internationally recognized practices.
Credit risk management methodologies are adjusted to reflect the each time economic environment. Various
methods are used which are annually reviewed, or whenever necessary, and are adjusted depending on the
Group’s strategy and its short- and long-term goals.
The various analyses of sectors and sub-sectors of the economy, in association with the financial forecasts offer
guidance to define the credit policy.
Credit limits per borrower are defined taking into consideration the minimization of the credit risk, the credit
rating of the borrower, collaterals and guarantees provided that reduce the Group’s exposure to credit risk, the
type and the term of the facility. The creditworthiness analysis for each borrower is conducted by taking into
account the country risk as well as the business sector in which such borrower operates, as well as qualitative
and quantitative characteristics.
At the same time, credit approval limits have been established, while tasks during the financing procedure have
been set to ensure objectivity, independence and control of new and existing credit facilities.
During the approval process, the overall credit risk for each counterparty or group of counterparties is examined,
and all risks are then related to each another, while the credit limits approved by various companies of the
Group are added up.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
45
The creditworthiness of the counterparties as well as their credit exposure are systematically monitored, in
association with the relevant approved limits. At the same time, any concentration is continuously analyzed and
monitored in view of limiting any possible large exposures and risky concentrations. Credit risk concentration
may arise per economy sector, counterparty or group of counterparties, country, currency and type of
collaterals.
Balancing the profit-risk relationship is vital to the ongoing profitability of the Group. This relationship is analyzed
at customer and product levels through profitability measurement analysis and pricing definition, in order to
combine the undertaken risk with the expected profits.
In addition, the Bank uses various techniques to limit its exposure to credit risk, such as taking collateral and
guarantees. Tangible collaterals provide the Bank with a right over the assets (movable or immovable assets)
owned by the debtor in order to obtain priority in the satisfaction from the liquidation proceeds of the property.
Tangible collaterals are divided into mortgages and mortgages prenotations on immovable property, as well as
pledges registered on movable property (e.g. merchandise, checks) or on receivables. Similarly, guarantees
refer to contractual agreements whereby a person or an entity undertakes the responsibility for the repayment
of debt of another person or entity.
The main types of collateral accepted by the Group in accordance with the Credit Policy Manual are broken
down into the following categories:
• Mortgages on urban/non-urban real estate property, both in and outside the town plan, at a rate proportionate
to the security margin set by the Bank;
• Pledging of cash, checks, bills of landing, receivables, goods with securities, etc.;
• Guarantees provided by the Greek State, banks, the Hellenic Development Bank and by companies with high
credit-rating.
In addition, within the framework of the credit risk management policy, the effect of extreme but feasible
scenarios on the quality of the loan portfolio and on the available funds is evaluated by conducting stress tests.
Internal rating systems
The methods to evaluate the creditworthiness are classified in the following categories, depending on the type
of the counterparty: central governments (for purchase and holding of bonds), financial institutions, large and
small & medium-sized entities (SMEs) and individuals.
As regards the rating of governments and financial institutions, there is detailed analysis in the sections
“Counterparty bank risk” and “Country risk”.
Individuals are rated following research conducted in the TIRESSIAS bank information system presenting the
background of the transaction activity of the customer and income criteria. Especially for the issuance of credit
card or the grant of mortgage loans, customers’ creditworthiness is evaluated using the scoring/rating system
based both on demographic factors and objective financial information (e.g. income, assets).
Notes to the Financial Statements dated December 31, 2023
Group and Bank
46
For the rating of large and SME businesses, a risk classification system is used. The system has been developed
by ICAP-CRIF SA and the internal rating ranges from 1 (low credit risk) to 10 (high credit risk).
The first aspect concerns the classification of the borrower’s creditworthiness to a ten-scaled rating system
based on qualitative and quantitative criteria, thus defining the probability of default. The weighting for the
individual criteria varies depending on the nature and the size of the borrower’s activity.
IRP Debtor Mapping to Moody’s Impairment Risk Classification Score Studio© 1 Aa2 Low credit risk 2 A2 Low credit risk 3 Baa2 Low credit risk 4 Ba1 Low credit risk 5 Ba3 Average credit risk 6 B2 Average credit risk 7 B3 Average credit risk 8 Caa2 High credit risk 9 Caa3 High credit risk 10 Ca High credit risk
The second aspect of assessing the risk of the transaction is the evaluation of the quality and sufficiency of
collaterals, thus defining the expected loss in case of default.
The customer’s degree of creditworthiness is used in conjunction with the sufficiency of the collaterals (i.e. the
unsecured risk) during the credit approval process and the setting of the relevant limits. In particular, the credit
rating of the business portfolio is systematically monitored in order to internally calculate the probability of
default and to timely detect any adverse drifting to the various portfolio quality/risk stages, in view of developing
the appropriate strategies to compensate the risks undertaken.
Macroeconomic models
In order to calculate the future probability of default (forward – looking lifetime pd) on the corporate portfolio,
a suitable macroeconomic model of Moody's Analytics™ is used. The model combines idiosyncratic exposure
characteristics with forecasts of specific macroeconomic variables, appropriately adjusting the probability of
default (Probability of Default - PD) of the debtor / exposure taking into account future conditions. Industry
sensitivity is also incorporated into the model in order to generate complementary information. For the final
selection of the scenarios, the assessment of the company's scenarios are evaluated in accordance with those
published by the European Central Bank (ECB), the European Commission (EC) and the Greek Government in
terms of their relevance.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
47
Collateral Valuation
The type of collateral and the percentage of coverage required depends on the financial situation, dynamics
and prospects of the borrower, the form and amount of the credit facility and the credit risk of each
counterparty.
The valuation of collateral is carried out by the Bank and the Group, systematically and with frequency
depending on the type of collateral, as defined in the Credit Policy Manual and special experts are used, where
required, such as real estate. For the valuation of the collateral, parameters related to the time and cost of
liquidation are taken into account.
Real estate
•
Prenotated property values – property appraisals and revaluations
The value of the prenotated properties is estimated by the Bank's engineering appraisers in accordance
with international appraisal standards. With regard to the assessment and reassessment of the value
of the properties that are listed, the following apply:
o
New Financing:
When a request for new financing secured by a property prenotation is being considered, the
assessment is carried out with a physical inspection/on-site visit by an independent authorized
appraiser.
o
Existing Financing:
For existing financing that has as collateral a real estate prenotation and if it relates to a
residential house and other residential properties (e.g. plots of land, parcels of land), the value
of the property is monitored regularly, at least every 3 years, with a desktop assessment
(without a visit or physical inspection) or the statistical adjustment if market conditions have
not changed significantly.
For commercial property, the value of the property is monitored at least once a year with a
desktop valuation (without an on-site visit) and every 3 years with a physical inspection.
Negotiable securities where there is a valuation in the market
Their value is adjusted daily within the Bank's systems and are taken into account in the ECL calculations.
Other Collateral
To calculate their value, appropriate impairment factors (haircuts) are applied in accordance with best practices.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
48
Maximum exposure to credit risk before collateral held or other credit enhancements
The following table presents the maximum exposure to credit risk arising from financial instruments presented in the statement of financial position of the Group
and the Bank, without taking into consideration any collaterals held or other credit enhancements. As far as the financial instruments presented in the statement
of financial position are concerned, the exposure to credit risk equals their book value.
Group
Maximum exposure Amounts in Eur ΄000 31/12/2023 31/12/2022 Exposure to credit risk from items on the SOFP: Deposits with central bank 467,679 204,876 Due from banks 126,090 91,937 Financial assets at fair value through profit and loss 337,628 211,653 Derivative financial intruments 1,033 8,084 Loans and advances to customers 2,430,914 1,674,523 Financial assets at fair value through other comprehensive income 86,488 93,256 Debt instruments at amortised cost 251,388 174,464 Other financial assets 39,878 64,741 3,741,098 2,523,533 Total on balance sheet credit exposures Total off balance sheet credit exposures Letter of guarantee and undrawn credit commitments 625,311 441,706 4,366,409 2,965,238 Total
Notes to the Financial Statements dated December 31, 2023
Group and Bank
49
Bank
31/12/2023 31/12/2022 Exposure to credit risk from items on the SOFP: Deposits with central bank 467,679 204,876 Due from banks 123,625 88,806 Financial assets at fair value through profit and loss 336,994 210,114 Derivative financial intruments 1,033 8,084 Loans and advances to customers 2,416,072 1,657,471 Financial assets at fair value through other comprehensive income 86,488 93,256 Debt instruments at amortised cost 251,388 174,464 Other financial assets 32,396 64,845 Total on balance sheet credit exposures 3,715,675 2,501,915 Total off balance sheet credit exposures Letter of guarantee and undrawn credit commitments 623,532 439,737 Total 4,339,207 2,941,652
Notes to the Financial Statements dated December 31, 2023
Group and Bank
50
Loans and advances to customers
The following table presents the quality of the loans and advances to customers of the Group and the Bank.
Group
Loans and advances to customers and impairment provisions per IFRS 9 Stage Stage 1 Stage 2 Stage 3 POCI Total Loans and Amounts in Eur ΄000advances to Gross loans Gross loans Gross loans Gross loans Gross loans customers and and and and and 31/12/2023 Impairments Impairments Impairments Impairments Impairments net value advances to advances to advances to advances to advances to customers customers customers customers customers Individuals Consumer, personal & other 30,933 244 19 9 1,801 1,801 0 0 32,753 2,054 30,699 Mortgages 98,190 358 0 0 9 8 0 0 98,199 366 97,833 Corporate Large Corporate 1,012,694 6,866 40,182 506 1,980 1,980 0 0 1,054,856 9,352 1,045,504 SMEs 1,175,013 6,248 84,412 3,988 7,338 5,565 5,938 22 1,272,701 15,823 1,256,878 Total 2,316,830 13,716 124,613 4,503 11,128 9,354 5,938 22 2,458,509 27,595 2,430,914 Commitments relevant to credit risk Letters of guarantee 598,202 1,753 18,257 26 0 0 0 0 616,459 1,779 614,680 Loan commitments 8,790 0 62 0 0 0 0 0 8,852 0 8,852 Total 606,992 1,753 18,319 26 0 0 0 0 625,311 1,779 623,532
Notes to the Financial Statements dated December 31, 2023
Group and Bank
51
Loans and advances to customers and impairment provisions per IFRS 9 Stage Amounts in Eur ΄000Stage 1 Stage 2 Stage 3 POCI Total Loans and advances Gross loans Gross loans Gross loans Gross loans Gross loans to and and and and and 31/12/2022 Impairments Impairments Impairments Impairments Impairments customers advances to advances to advances to advances to advances to net value customers customers customers customers customers Individuals Consumer, personal & other 23,550 462 10 3 1,877 305 0 0 25,437 770 24,667 Mortgages 59,311 288 0 0 0 0 0 0 59,311 288 59,023 Corporate Large Corporate 726,251 6,280 40,528 1,124 0 0 0 0 766,779 7,404 759,375 SMEs 791,151 5,644 42,054 1,595 5,758 3,205 2,821 0 841,784 10,444 831,340 Total 1,600,263 12,674 82,593 2,722 7,635 3,510 2,821 0 1,693,312 18,907 1,674,405 Commitments relevant to credit risk Letters of guarantee 399,486 1,631 35,096 338 0 0 0 0 434,582 1,969 432,613 Loan commitments 7,030 0 54 0 40 0 0 0 7,124 0 7,124 Total 406,516 1,631 35,150 338 40 0 0 0 441,706 1,969 439,737
The balances as of 31/12/2022 do not include debit balances of sight deposits amounting to EUR 118 thousand.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
52
Bank
Loans and advances to customers and impairment provisions per IFRS 9 Stage Amounts in Eur ΄000Stage 1 Stage 2 Stage 3 POCI Total Loans and Gross loans advances Gross loans Gross loans Gross loans Gross loans and to and and and and 31/12/2023 advances Impairments Impairments Impairments Impairments Impairments customers advances to advances to advances to advances to to net value customers customers customers customers customers Individuals Consumer, personal & other 30,933 244 19 9 1,801 1,801 0 0 32,753 2,054 30,699 Mortgages 98,190 358 0 0 9 8 0 0 98,199 366 97,833 Corporate Large Corporate 1,074,318 6,856 40,182 506 1,980 1,980 0 0 1,116,480 9,342 1,107,138 SMEs 1,098,412 6,123 84,412 3,988 7,338 5,565 5,938 22 1,196,100 15,698 1,180,402 Total 2,301,853 13,581 124,613 4,503 11,128 9,354 5,938 22 2,443,532 27,460 2,416,072 Commitments relevant to credit risk Letters of guarantee 598,202 1,753 18,257 26 0 0 0 0 616,459 1,779 614,680 Loan commitments 8,790 0 62 0 0 0 0 0 8,852 0 8,852 Total 606,992 1,753 18,319 26 0 0 0 0 625,311 1,779 623,532
Notes to the Financial Statements dated December 31, 2023
Group and Bank
53
Loans and advances to customers and impairment provisions per IFRS 9 Stage Amounts in Eur Stage 1 Stage 2 Stage 3 POCI Total ΄000Loans and Gross loans Gross loans Gross loans Gross loans Gross loans advances to and and and and and customers 31/12/2022 Impairments Impairments Impairments Impairments Impairments advances to advances to advances to advances to advances to net value customers customers customers customers customers Individuals Consumer, personal & other 23,550 462 10 3 1,877 305 0 0 25,437 770 24,667 Mortgages 59,311 288 0 0 0 0 0 0 59,311 288 59,023 Corporate Large Corporate 734,850 6,614 40,528 1,124 0 0 0 0 775,378 7,738 767,640 SMEs 765,568 5,378 42,054 1,595 5,758 3,205 2,821 0 816,201 10,178 806,023 Total 1,583,279 12,742 82,592 2,722 7,635 3,510 2,821 0 1,676,327 18,974 1,657,353 Commitments relevant to credit risk Letters of guarantee 399,486 1,631 35,096 338 0 0 0 0 434,582 1,969 432,613 Loan commitments 7,030 0 54 0 40 0 0 0 7,124 0 7,124 Total 406,516 1,631 35,150 338 40 0 0 0 441,706 1,969 439,737
The balances as of 31/12/2022 do not include debit balances of sight deposits amounting to EUR 118 thousand.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
54
Group
Loans and advances to customers based on their quality (impairments under IFRS 9) Gross loans and advances to Accumulated impairment Amounts in Eur ΄000 Total value Total net value customers provisions Value of before after collaterals Individual Collective impairment Individual Collective impairment 31/12/2023 assesment assesment assesment assesment Individuals Consumer, personal & other 1,745 31,008 32,753 1,745 309 30,699 105,750 Mortgages 0 98,199 98,199 0 366 97,833 122,231 Corporate Large Corporate 1,980 1,052,876 1,054,856 1,980 7,372 1,045,504 871,094 SMEs 6,094 1,266,607 1,272,701 4,872 10,951 1,256,878 1,143,736 Total 9,819 2,448,690 2,458,509 8,597 18,998 2,430,914 2,242,811 Commitments relevant to credit risk Letters of guarantee 0 616,459 616,459 0 1,779 614,680 81,331 Loan commitments 0 8,852 8,852 0 0 8,852 0 Total 0 625,311 625,311 0 1,779 623,532 81,331
Notes to the Financial Statements dated December 31, 2023
Group and Bank
55
Loans and advances to customers based on their quality (impairments under IFRS 9) Gross loans and advances to Accumulated impairment Amounts in Eur ΄000 Total value Total net value customers provisions Value of before after collaterals Individual Collective impairment Individual Collective impairment 31/12/2022 assesment assesment assesment assesment Individuals Consumer, personal & other 1 25,436 25,437 2 768 24,667 75,883 Mortgages 0 59,311 59,311 0 288 59,023 76,662 Corporate Large Corporate 182 766,597 766,779 28 7,376 759,375 543,511 SMEs 3,134 838,649 841,783 2,071 8,373 831,340 761,563 Total 3,317 1,689,992 1,693,312 2,101 16,806 1,674,405 1,457,619 Commitments relevant to credit risk Letters of guarantee 0 434,583 434,582 0 1,969 432,613 54,711 Loan commitments 0 7,124 7,124 0 0 7,124 0 Total 0 441,707 441,706 0 1,969 439,737 54,711
Notes to the Financial Statements dated December 31, 2023
Group and Bank
56
Bank
Loans and advances to customers based on their quality (impairments under IFRS 9) Gross loans and advances to Accumulated impairment Amounts in Eur ΄000 Total value Total net value customers provisions Value of before after collaterals Individual Collective impairment Individual Collective impairment 31/12/2023 assesment assesment assesment assesment Individuals Consumer, personal & other 1,745 31,008 32,753 1,745 309 30,699 105,750 Mortgages 0 98,199 98,199 0 366 97,833 122,231 Corporate Large Corporate 1,980 1,114,500 1,116,480 1,980 7,362 1,107,138 786,563 SMEs 6,095 1,190,005 1,196,100 4,870 10,828 1,180,402 1,041,769 Total 9,820 2,433,712 2,443,532 8,595 18,865 2,416,072 2,056,313 Commitments relevant to credit risk Letters of guarantee 0 616,459 616,459 0 1,779 614,680 81,331 Loan commitments 0 8,852 8,852 0 0 8,852 0 Total 0 625,311 625,311 0 1,779 623,532 81,331
Notes to the Financial Statements dated December 31, 2023
Group and Bank
57
Loans and advances to customers based on their quality (impairments under IFRS 9) Gross loans and advances to Accumulated impairment Amounts in Eur ΄000 Total value Total net value customers provisions Value of before after collaterals Individual Collective impairment Individual Collective impairment 31/12/2022 assesment assesment assesment assesment Individuals Consumer, personal & other 1 25,436 25,437 2 768 24,667 75,883 Mortgages 0 59,311 59,311 0 288 59,023 76,662 Corporate Large Corporate 182 775,197 775,378 30 7,708 767,640 500,969 SMEs 3,134 813,066 816,201 2,071 8,107 806,023 729,942 Total 3,317 1,673,010 1,676,327 2,103 16,871 1,657,353 1,383,456 Commitments relevant to credit risk Letters of guarantee 0 434,583 434,582 0 1,969 432,613 54,711 Loan commitments 0 7,123 7,124 0 0 7,124 0 Total 0 441,706 441,706 0 1,969 439,737 54,711
Notes to the Financial Statements dated December 31, 2023
Group and Bank
58
Group
Loans and advances to customers and impairment provisions per IFRS 9 Stage (per industry and geographical region) Greece Other countries Gross Loans and Gross Loans and loans and advances loans and 31/12/2023 Stage Stage Stage Stage Stage Stage advances to POCI advances Impairments to POCI advances Impairments 1 2 3 1 2 3 customers net to customers to value customers net value customers Individuals 117,988 19 1,810 0 119,817 2,395 117,422 11,135 0 0 0 11,135 25 11,110 Consumer, personal & other 27,649 19 1,801 0 29,469 2,048 27,421 3,284 0 0 0 3,284 6 3,278 Mortgages 90,339 0 9 0 90,348 347 90,001 7,851 0 0 0 7,851 19 7,832 Corporate 1,922,320 118,504 7,690 5,938 2,054,452 22,720 2,031,682 237,771 6,090 1,628 0 245,489 2,321 243,168 Financial institutions and other financial services 31,031 0 0 0 31,031 95 30,936 66,978 0 0 0 66,978 129 66,849 Manufacturing 263,952 22,542 2,975 0 289,469 4,382 284,987 2,372 0 0 0 2,372 11 2,361 Construction 249,073 9,365 0 0 258,438 2,587 255,851 0 0 0 0 0 0 0 Wholesale and retail trade 319,136 32,990 2,529 3,224 357,879 5,355 352,524 4,458 0 0 0 4,458 9 4,449 Accommodation and food service activities 174,290 18,762 592 2,714 196,358 2,628 193,730 0 0 0 0 0 0 0 Information and communication 95,302 4,697 79 0 100,078 1,544 98,534 3,893 0 0 0 3,893 1 3,892 Energy 312,345 10,473 269 0 323,087 2,557 320,530 277 0 0 0 277 1 276 Real estate activities 285,791 5,453 0 0 291,244 1,322 289,922 17,497 0 0 0 17,497 52 17,445 Services and other industries 191,400 14,222 1,246 0 206,868 2,200 204,668 142,296 6,090 1,628 0 150,014 2,118 147,896 Public sector 27,616 0 0 0 27,616 84 27,532 0 0 0 0 0 0 0 Total 2,067,924 118,523 9,500 5,938 2,201,885 25,249 2,176,636 248,906 6,090 1,628 0 256,624 2,346 254,278
Notes to the Financial Statements dated December 31, 2023
Group and Bank
59
Loans and advances to customers and impairment provisions per IFRS 9 Stage (per industry and geographical region) Greece Other countries Gross loans Loans and Gross Loans and and advances loans and Stage Stage Stage Stage Stage Stage advances to POCI advances Impairments to POCI advances Impairments 31/12/2022 1 2 3 1 2 3 customers net to customers to value customers net value customers Individuals 76,473 10 1,877 0 78,360 1,034 77,327 6,388 0 0 0 6,388 25 6,364 Consumer, personal & other 20,242 10 1,877 0 22,129 752 21,377 3,308 0 0 0 3,308 18 3,290 Mortgages 56,231 0 0 0 56,231 282 55,950 3,080 0 0 0 3,080 7 3,074 Corporate 1,313,641 82,582 4,268 2,821 1,403,312 16,707 1,386,605 178,479 0 1,490 0 179,969 948 179,021 Financial institutions and other financial services 28,531 0 0 0 28,531 256 28,275 54,490 0 0 0 54,490 232 54,258 Manufacturing 163,244 14,682 2,294 0 180,220 3,972 176,248 160 0 0 0 160 1 159 Construction 148,320 6,383 0 0 154,703 2,115 152,588 0 0 0 0 0 0 0 Wholesale and retail trade 269,325 29,318 631 0 299,274 3,587 295,687 4,965 0 0 0 4,965 17 4,948 Accommodation and food service activities 61,856 11,790 0 2,821 76,467 504 75,963 0 0 0 0 0 0 0 Information and communication 38,174 11,383 78 0 49,635 1,297 48,338 0 0 0 0 0 0 0 Energy 234,641 1,859 0 0 236,500 1,833 234,667 300 0 0 0 300 0 300 Real estate activities 218,031 790 0 0 218,821 1,120 217,701 4,216 0 0 0 4,216 15 4,201 Services and other industries 151,519 6,377 1,265 0 159,161 2,023 157,138 114,348 0 1,490 0 115,838 683 115,155 Public sector 25,282 0 0 0 25,282 193 25,089 0 0 0 0 0 0 0 Total 1,415,396 82,593 6,145 2,821 1,506,955 17,935 1,489,021 184,867 0 1,490 0 186,357 973 185,385
Notes to the Financial Statements dated December 31, 2023
Group and Bank
60
Bank
Loans and advances to customers and impairment provisions per IFRS 9 Stage (per industry and geographical region) Greece Other countries Gross Gross Loans and Loans and loans and loans and advances Stage Stage Stage advances to Stage Stage Stage 31/12/2023 POCI advances Impairments POCI advances Impairments to 1 2 3 customers 1 2 3 to to customers net value customers customers net value Individuals 117,988 19 1,810 0 119,817 2,395 117,422 11,135 0 0 0 11,135 25 11,110 Consumer, personal & other 27,649 19 1,801 0 29,469 2,048 27,421 3,284 0 0 0 3,284 6 3,278 Mortgages 90,339 0 9 0 90,348 347 90,001 7,851 0 0 0 7,851 19 7,832 Corporate 1,913,954 118,504 7,690 5,938 2,046,086 22,636 2,023,450 231,162 6,090 1,628 0 238,880 2,320 236,560 Financial institutions and other financial services 134,890 0 0 0 134,890 548 134,342 66,979 0 0 0 66,979 129 66,850 Manufacturing 244,272 22,542 2,973 0 269,787 4,475 265,312 2,372 0 0 0 2,372 11 2,361 Construction 229,598 9,365 0 0 238,963 2,272 236,691 0 0 0 0 0 0 0 Wholesale and retail trade 297,336 32,990 2,529 3,225 336,080 5,346 330,734 2,032 0 0 0 2,032 8 2,024 Accommodation and food service activities 174,290 18,762 592 2,713 196,357 2,628 193,729 0 0 0 0 0 0 0 Information and communication 69,067 4,697 79 0 73,843 1,444 72,399 0 0 0 0 0 0 0 Energy 312,345 10,473 269 0 323,087 2,557 320,530 277 0 0 0 277 1 276 Real estate activities 285,791 5,453 0 0 291,244 1,322 289,922 17,497 0 0 0 17,497 52 17,445 Services and other industries 166,365 14,222 1,248 0 181,835 2,044 179,791 142,005 6,090 1,628 0 149,723 2,119 147,604 Public sector 27,614 0 0 0 27,614 84 27,530 0 0 0 0 0 0 0 Total 2,059,556 118,523 9,500 5,938 2,193,517 25,115 2,168,402 242,297 6,090 1,628 0 250,015 2,345 247,670
Notes to the Financial Statements dated December 31, 2023
Group and Bank
61
Loans and advances to customers and impairment provisions per IFRS 9 Stage (per industry and geographical region) Greece Other countries Amounts in Eur ΄000Gross Loans and Gross Loans and loans and advances loans and advances Stage Stage Stage Stage Stage 1 POCI advances Impairments to Stage 1 POCI advances Impairments to 2 3 2 3 31/12/2022 to customers to customers customers net value customers net value Individuals 76,473 10 1,877 0 78,360 1,034 77,326 6,388 0 0 0 6,388 24 6,364 Consumer, personal & other 20,242 10 1,877 0 22,129 752 21,377 3,308 0 0 0 3,308 18 3,290 Mortgages 56,231 0 0 0 56,231 282 55,949 3,080 0 0 0 3,080 6 3,074 Corporate 1,301,384 82,582 4,268 2,821 1,391,055 16,783 1,374,273 173,752 0 1,490 0 175,242 940 174,302 Financial institutions and other financial services 67,475 0 0 0 67,475 645 66,830 54,490 0 0 0 54,490 232 54,257 Manufacturing 153,154 14,681 2,294 0 170,128 3,966 166,164 0 0 0 0 0 0 0 Construction 148,320 6,383 0 0 154,703 2,115 152,588 0 0 0 0 0 0 0 Wholesale and retail trade 260,442 29,319 631 0 290,391 3,564 286,827 1,213 0 0 0 1,213 12 1,201 Accommodation and food service activities 61,856 11,790 0 2,821 76,467 504 75,963 0 0 0 0 0 0 0 Information and communication 20,835 11,383 78 0 32,296 1,056 31,240 0 0 0 0 0 0 0 Energy 234,641 1,859 0 0 236,500 1,833 234,667 300 0 0 0 300 0 300 Real estate activities 218,031 790 0 0 218,822 1,120 217,701 4,216 0 0 0 4,216 15 4,202 Services and other industries 136,630 6,377 1,265 0 144,273 1,980 142,293 113,533 0 1,490 0 115,023 681 114,342 Public sector 25,282 0 0 0 25,282 193 25,088 0 0 0 0 0 0 0 Total 1,403,139 82,592 6,145 2,821 1,494,697 18,010 1,476,687 180,140 0 1,490 0 181,630 964 180,666
Notes to the Financial Statements dated December 31, 2023
Group and Bank
62
Group
Movement in ECL allowance of loans and advances to customers measured at amortized cost 31/12/2023 Individuals Corporate Total Stage Stage Stage Stage Stage Stage Stage Stage Stage POCAmounts in Eur ΄000POCI Total POCI Total Total 1 2 3 1 2 3 1 2 3 I ECL allowance as at 1/1/2023 750 3 305 0 1,058 11,924 2,719 3,205 0 17,848 12,674 2,722 3,510 0 18,907 Transferred from Stage 1 to Stage 2 or Stage 3 (2) 2 0 0 0 (1,185) 1,107 7 71 0 (1,187) 1,109 7 71 0 Transferred from Stage 2 to Stage 1 or Stage 3 3 (4) 1 0 0 1,204 (1,460) 256 0 0 1,207 (1,464) 257 0 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 36 (36) 0 0 2 131 (133) 0 0 2 167 (169) 0 0 Allowances: (149) (28) 1,725 0 1,548 1,169 1,997 4,780 (49) 7.897 1,020 1,969 6,505 (49) 9,444 ECL impairment charge/(release) for the year (P&L) (656) (28) 1,725 0 1,041 (11,685) (765) 4,780 (49) (6,189) (12,341) 737 6,505 (49) (5,148) ECL impairment charge for new financial assets originated or purchased (P&L) 507 0 0 0 507 12,854 1,232 0 0 14,086 13,361 1,232 0 0 14,593 Write-offs 0 0 (186) 0 (186) 0 0 (570) 0 (570) 0 0 (756) 0 (756) ECL allowance as at 31/12/23 602 9 1,809 0 2,420 13,114 4,494 7,545 22 25,175 13,716 4,503 9,354 22 27,595
Notes to the Financial Statements dated December 31, 2023
Group and Bank
63
Movement in ECL allowance of loans and advances to customers measured at amortized cost 31/12/2022 Individuals Corporate Total Stage Stage Stage Stage Stage Stage Stage Stage Stage Amounts in Eur ΄000POCI Total POCI Total POCI Total 1 2 3 1 2 3 1 2 3 ECL allowance as at 1/1/2022 412 2 301 0 715 10,516 198 2,266 17 12,997 10,928 200 2,567 17 13,712 Transferred from Stage 1 to Stage 2 or Stage 3 (108)9711 0 0 (4,475) 2,658 1,817 0 0 (4,583) 2,755 1,828 0 0 Transferred from Stage 2 to Stage 1 or Stage 3 0 0 0 0 0 25 (287)2620 0 25 (287)2620 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 0 0 0 0 0 127 (127)00 0 127 (127) 0 0 Allowances: 446 (96)290 379 5,858 23 (1.013) (17) 4,851 6,304 (73)(984)(17)5,231ECL impairment charge/(release) for the year (P&L) (559)(97)26 0 (630) (2,134) (4)(1,013)(17) (3,168) (2,693) (101)(987)(17)(3,798)ECL impairment charge for new financial assets originated or purchased (P&L) 1,005 1 3 0 1,009 7,992 27 0 0 8,019 8,997 28 3 0 9,028 Write-offs 0 0 (36)0(36) 0 0 0 0 0 0 0 (36) 0 (36) ECL allowance as at 31/12/22 750 3 305 0 1,058 11,924 2,719 3,205 0 17,848 12,674 2,722 3,510 0 18,907
Notes to the Financial Statements dated December 31, 2023
Group and Bank
64
Bank
Movement in ECL allowance of loans and advances to customers measured at amortized cost 31/12/2023 Individuals Corporate Total Stage Stage Stage Stage Stage Stage Stage Stage Stage Amounts in Eur ΄000POCI Total POCI Total POCI Total 1 2 3 1 2 3 1 2 3 ECL allowance as at 1/1/2023 750 3 305 0 1,058 11,992 2,719 3,205 0 17,916 12,742 2,722 3,510 0 18,974 Transferred from Stage 1 to Stage 2 or Stage 3 (2)20 0 0 (1,186) 1,108 7 71 0 (1,188) 1,110 7 71 0 Transferred from Stage 2 to Stage 1 or Stage 3 3 (4)10 0 1,204 (1,460) 256 0 0 1,207 (1,464) 257 0 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 36 (36)0 0 2 131 (133)00 2 167 (169)00 Allowances: (149)(28)1,725 0 1,548 967 1.996 4,780 (49)7,694818 1,968 6,505 (49) 9,242 ECL impairment charge/(release) for the year (P&L) (656)(28)1,725 0 1,041 (11,380) 765 4,780 (49)(5,884)(12,036) 737 6,505 (49) (4,843) ECL impairment charge for new financial assets originated or purchased (P&L) 507 0 0 0 507 12,347 1,231 0 0 13,578 12,854 1,231 0 0 14,085 Write-offs 0 0 (186) 0 (186) 0 0 (570)0(570) 0 0 (756)0(756) ECL allowance as at 31/12/23 602 9 1,809 0 2,420 12,979 4,494 7,545 22 25,040 13,581 4,503 9,354 22 27,460
Notes to the Financial Statements dated December 31, 2023
Group and Bank
65
Movement in ECL allowance of loans and advances to customers measured at amortized cost 31/12/2022 Total Individuals Corporate Stage Stage Stage Stage Stage Stage Stage Stage Stage Amounts in Eur ΄000POCI Total POCI Total POCI Total 1 2 3 1 2 3 1 2 3 ECL allowance as at 1/1/2022 412 2 301 0 715 10,318 198 2,266 17 12,799 10,730 200 2,567 17 13,514 Transferred from Stage 1 to Stage 2 or Stage 3 (108) 97 11 0 0 (4,474) 2,657 1,817 0 0 (4,582) 2,754 1,828 0 0 Transferred from Stage 2 to Stage 1 or Stage 3 0 0 0 0 0 25 (287) 262 0 0 25 (287) 262 0 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 0 0 0 0 0 127 (127) 0 0 0 127 (127) 0 0 Allowances: 446 (96) 29 0 379 6,123 24 (1,013) (17) 5,117 6,569 (72) (984) (17) 5,496 ECL impairment charge/(release) for the year (P&L) (559) (96) 25 0 (630) (3,955) (3) (1,014) (17) (4,989) (4,514) (99) (989) (17) (5,619) ECL impairment charge for new financial assets originated or purchased (P&L) 1,005 1 3 0 1,009 10,079 27 0 0 10,106 11,084 28 3 0 11,115 Write-offs 0 0 (36) 0 (36) 0 0 0 0 0 0 0 (36) 0 (36) ECL allowance as at 31/12/22 750 3 305 0 1,058 11,992 2,719 3,205 0 17,916 12,742 2,722 3,510 0 18,974
Notes to the Financial Statements dated December 31, 2023
Group and Bank
66
Group
Movement in ECL allowance of commitments relevant to credit risk 31/12/2023 Amounts in Eur ΄000Stage 1 Stage 2 Stage 3 POCI Total ECL allowance as at 1/1/2023 1,631 338 0 0 1,969 Transferred from Stage 1 to Stage 2 or Stage 3 (6)60 0 0 Transferred from Stage 2 to Stage 1 or Stage 3 229 (229)00 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 0 00 0 Allowances (100)(90)00 (191) ECL impairment charge/(release) for the year (P&L) (988)(89)00 (1,077) ECL impairment charge for new financial assets originated or purchased (P&L) 887 0 00 887 ECL allowance as at 31/12/23 1,753 25 00 1,779
Movement in ECL allowance of commitments relevant to credit risk 31/12/2022 Amounts in Eur ΄000Stage 1 Stage 2 Stage 3 POCI Total ECL allowance as at 1/1/2022 228 10 0 0 238 Transferred from Stage 1 to Stage 2 or Stage 3 (57)570 0 0 Transferred from Stage 2 to Stage 1 or Stage 3 0 00 0 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 00 0 0 Allowances 1,460 271 0 0 1,731 ECL impairment charge/(release) for the year (P&L) 720 271 0 0 991 ECL impairment charge for new financial assets originated or purchased (P&L) 740 0 0 0 740 ECL allowance as at 31/12/22 1,631 338 0 0 1,969
Notes to the Financial Statements dated December 31, 2023
Group and Bank
67
Bank
Movement in ECL allowance of commitments relevant to credit risk 31/12/2023 Amounts in Eur ΄000Stage 1 Stage 2 Stage 3 POCI Total ECL allowance as at 1/1/2023 1,631 338 0 0 1,969 Transferred from Stage 1 to Stage 2 or Stage 3 (6) 6 0 0 0 Transferred from Stage 2 to Stage 1 or Stage 3 229 (229) 0 0 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 0 0 0 0 Allowances (101) (89) 0 0 (191) ECL impairment charge/(release) for the year (P&L) (988) (89) 0 0 (1,077) ECL impairment charge for new financial assets originated or purchased (P&L) 887 0 0 0 887 ECL allowance as at 31/12/23 1,753 26 0 0 1,779
Movement in ECL allowance of commitments relevant to credit risk 31/12/2022 Amounts in Eur ΄000Stage 1 Stage 2 Stage 3 POCI Total ECL allowance as at 1/1/2022 228 10 0 0 238 Transferred from Stage 1 to Stage 2 or Stage 3 (57) 57 0 0 (0) Transferred from Stage 2 to Stage 1 or Stage 3 0 0 0 0 0 Transferred from Stage 3 & POCI to Stage 1 or Stage 2 0 0 0 0 0 Allowances 1,460 271 0 0 1,731 ECL impairment charge/(release) for the year (P&L) 720 271 0 0 991 ECL impairment charge for new financial assets originated or purchased (P&L) 740 0 0 0 740 ECL allowance as at 31/12/22 1,631 338 0 0 1,969
Notes to the Financial Statements dated December 31, 2023
Group and Bank
68
Group
Credit quality of Loans and advances to customers and value of collaterals Amounts in Eur ΄000Strong credit quality Satisfactory credit quality Watch list Default Not rated Value of collaterals Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage 31/12/2023 POCI 1 2 3 1 2 3 1 2 3 1 2 3 1 2 3 Individuals Consumer, personal & other 5,231 0 0 981 0 0 480 19 0 0 0 1,801 24,241 0 0 0 105,750 Mortgages 27,352 0 0 70,838 0 0 0 0 0 0 0 9 0 0 0 0 122,231 Corporate Large Corporate 578,286 0 0 362,745 0 0 71,663 40,182 0 0 0 1,980 0 0 0 0 871,094 SMEs 445,349 0 0 694,237 0 0 29,777 84,412 0 0 0 7,338 5,650 0 0 5,938 1,143,736 Total 1,056,218 0 0 1,128,801 0 0 101,920 124,613 0 0 0 11,128 29,891 0 0 5,938 2,242,811
Notes to the Financial Statements dated December 31, 2023
Group and Bank
69
Credit quality of Loans and advances to customers and value of collaterals Amounts in Eur ΄000Strong credit quality Satisfactory credit quality Watch list Default Not rated Value of collaterals Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage 31/12/2022 POCI 1 2 3 1 2 3 1 2 3 1 2 3 1 2 3 Individuals Consumer, personal & other 7,543 0 0 1,024 6 0 193 4 0 0 0 1,877 14,790 0 0 0 75,883 Mortgages 59,311 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 76,662 Corporate Large Corporate 335,976 0 0 349,534 11,560 0 40,741 28,968 0 0 0 0 0 0 0 0 543,511 SMEs 300,597 0 0 440,057 19,223 0 49,508 22,831 0 0 0 5,758 989 0 0 2,821 761,563 Total 703,427 0 0 790,615 30,789 0 90,442 51,804 0 0 0 7,635 15,779 0 0 2,821 1,457,619
Bank
Credit quality of Loans and advances to customers and value of collaterals Amounts in Eur ΄000Strong credit quality Satisfactory credit quality Watch list Default Not rated Value of collaterals Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage 31/12/2023 Stage 3 Stage 1 Stage 1 Stage 3 POCI 1 2 1 2 3 2 3 1 2 3 2 Individuals Consumer, personal & other 5,231 0 0 981 0 0 480 19 0 0 0 1,801 24,241 0 0 0 105,750 Mortgages 27,353 0 0 70,837 0 0 0 0 0 0 0 9 0 0 0 0 122,231 Corporate Large Corporate 665,714 0 0 336,942 0 0 71,662 40,182 0 0 0 1,980 0 0 0 0 786,563 SMEs 423,903 0 0 648,248 0 0 20,611 84,412 0 0 0 7,338 5,650 0 0 5,938 1,041,769 Total 1,122,201 0 0 1,057,008 0 0 92,753 119,523 0 0 0 11,128 29,891 0 0 5,938 2,056,313
Notes to the Financial Statements dated December 31, 2023
Group and Bank
70
Credit quality of Loans and advances to customers and value of collaterals Amounts in Eur ΄000Strong credit quality Satisfactory credit quality Watch list Default Not rated Value of collaterals Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage Stage 31/12/2022 POCI 1 2 3 1 2 3 1 2 3 1 2 3 1 2 3 Individuals Consumer, personal & other 7,543 0 0 1,024 6 0 193 4 0 0 0 1,877 14,790 0 0 0 75,883 Mortgages 59,311 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 76,662 Corporate Large Corporate 373,313 0 0 320,796 11,560 0 40,741 28,968 0 0 0 0 0 0 0 0 500,969 SMEs 289,815 0 0 431,099 19,222 0 43,665 22,832 0 0 0 5,758 989 0 0 2,821 729,942 Total 729,982 0 0 752,919 30,788 0 84,599 51,804 0 0 0 7,635 15,779 0 0 2,821 1,383,456
Group
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Individuals Amounts in Eur ΄000 Mortgages Consumer, personal & other 31/12/2023 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 30,745 9 0 0 89,104 0 9 0 From 1 to 30 days 180 3 2 0 9,086 0 0 0 From 31 to 60 days 0 6 0 0 0 0 0 0 From 61 to 90 days 0 1 1 0 0 0 0 0 From 91 to 180 days 0 0 1 0 0 0 0 0 From 181 to 365 days 0 0 1,745 0 0 0 0 0 More than 365 days 0 0 13 0 0 0 0 0 Denounced 0 0 39 0 0 0 0 0 Total 30,925 19 1,801 0 98,190 0 9 0 Impairments 244 9 1,801 0 358 0 8 0 Net value 30,681 10 0 0 97,832 0 1 0 Collaterals 105,750 0 0 0 122,231 0 0 0
Notes to the Financial Statements dated December 31, 2023
Group and Bank
71
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Corporate Amounts in Eur ΄000 Large corporate SMEs 31/12/2023 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 791,849 30,512 0 0 999,431 68,298 845 5,938 From 1 to 30 days 220,845 9,670 1,980 0 175,582 15,057 140 0 From 31 to 60 days 0 0 0 0 0 839 881 0 From 61 to 90 days 0 0 0 0 0 218 155 0 From 91 to 180 days 0 0 0 0 0 0 317 0 From 181 to 365 days 0 0 0 0 0 0 1,628 0 More than 365 days 0 0 0 0 0 0 0 0 Denounced 0 0 0 0 0 0 3,372 0 Total 1,012,694 40,182 1,980 0 1,175,103 84,412 7,338 5,938 Impairments 6,866 506 1,980 0 6,248 3,988 5,565 22 Net value 1,005,828 39,676 0 0 1,168,765 80,424 1,773 5,916 Collaterals 831,832 37,816 1,446 0 1,067,657 63,659 2,806 9,314
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Individuals Amounts in Eur ΄000 Consumer, personal & other Mortgages 31/12/2022 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 23,445 1 1,602 0 58,531 0 0 0 From 1 to 30 days 105 6 5 0 780 0 0 0 From 31 to 60 days 0 3 2 0 0 0 0 0 From 61 to 90 days 0 0 0 0 0 0 0 0 From 91 to 180 days 0 0 1 0 0 0 0 0 From 181 to 365 days 0 0 20 0 0 0 0 0 More than 365 days 0 0 229 0 0 0 0 0 Denounced 0 0 18 0 0 0 0 0 Total 23,550 10 1,877 0 59,311 0 0 0 Impairments 462 3 305 0 288 0 0 0 Net value 23,088 7 1,572 0 59,023 0 0 0 Collaterals 71,736 0 4,147 0 76,662 0 0 0
Notes to the Financial Statements dated December 31, 2023
Group and Bank
72
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Corporate Amounts in Eur ΄000 Large corporate SMEs 31/12/2022 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 684,365 39,433 0 0 776,206 41,202 2,858 2,077 From 1 to 30 days 41,886 1,013 0 0 14,945 450 0 744 From 31 to 60 days 0 0 0 0 0 402 0 0 From 61 to 90 days 0 82 0 0 0 0 0 0 From 91 to 180 days 0 0 0 0 0 0 1,568 0 From 181 to 365 days 0 0 0 0 0 0 198 0 More than 365 days 0 0 0 0 0 0 0 0 Denounced 0 0 0 0 0 0 1,134 0 Total 726,251 40,528 0 0 791,151 42,054 5,758 2,821 Impairments 6,280 1,124 0 0 5,644 1,595 3,205 0 Net value 719,971 39,404 0 0 785,507 40,459 2,553 2,821 Collaterals 509,162 34,349 0 0 726,324 28,479 1,213 5,547
Bank
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Individuals Amounts in Eur ΄000 Consumer, personal & other Mortgages 31/12/2023 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 30,753 8 0 0 89,103 0 9 0 From 1 to 30 days 180 3 2 0 9,087 0 0 0 From 31 to 60 days 0 7 0 0 0 0 0 0 From 61 to 90 days 0 1 1 0 0 0 0 0 From 91 to 180 days 0 0 1 0 0 0 0 0 From 181 to 365 days 0 0 1,745 0 0 0 0 0 More than 365 days 0 0 13 0 0 0 0 0 Denounced 0 0 39 0 0 0 0 0 Total 30,933 19 1,801 0 98,190 0 9 0 Impairments 244 9 1,801 0 358 0 8 0 Net value 30,689 10 0 0 97,832 0 1 0 Collaterals 105,750 0 0 0 122,231 0 0 0
Notes to the Financial Statements dated December 31, 2023
Group and Bank
73
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Corporate Amounts in Eur ΄000 Large corporate SMEs 31/12/2023 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 853,474 30,512 0 0 922,830 68,298 845 5,938 From 1 to 30 days 220,844 9,670 1,980 0 175,582 15,057 140 0 From 31 to 60 days 0 0 0 0 0 839 881 0 From 61 to 90 days 0 0 0 0 0 218 155 0 From 91 to 180 days 0 0 0 0 0 0 317 0 From 181 to 365 days 0 0 0 0 0 0 1,628 0 More than 365 days 0 0 0 0 0 0 0 0 Denounced 0 0 0 0 0 0 3,372 0 Total 1,074,318 40,182 1,980 0 1,098,412 84,412 7,338 5,938 Impairments 6,856 506 1,980 0 6,123 3,988 5,565 22 Net value 1,067,462 39,676 0 0 1,092,289 80,424 1,773 5,916 Collaterals 747,301 37,816 1,446 0 965,990 63,659 2,806 9,314
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Individuals Amounts in Eur ΄000 Consumer, personal & other Mortgages 31/12/2022 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 23,445 1 1,602 0 58,531 0 0 0 From 1 to 30 days 105 6 5 0 780 0 0 0 From 31 to 60 days 0 3 2 0 0 0 0 0 From 61 to 90 days 0 0 0 0 0 0 0 0 From 91 to 180 days 0 0 1 0 0 0 0 0 From 181 to 365 days 0 0 20 0 0 0 0 0 More than 365 days 0 0 229 0 0 0 0 0 Denounced 0 0 18 0 0 0 0 0 Total 23,550 10 1,877 0 59,311 0 0 0 Impairments 462 3 305 0 288 0 0 0 Net value 23,088 7 1,572 0 59,023 0 0 0 Collaterals 71,736 0 4,147 0 76,662 0 0 0
Notes to the Financial Statements dated December 31, 2023
Group and Bank
74
Loans and advances to customers and impairment provisions per IFRS 9 Stage - Corporate Amounts in Eur ΄000 Large corporates SMEs 31/12/2022 Stage 1 Stage 2 Stage 3 POCI Stage 1 Stage 2 Stage 3 POCI Performing 692,964 39,433 0 0 750,623 41,202 2,858 2,077 From 1 to 30 days 41,886 1,013 0 0 14,945 450 0 743 From 31 to 60 days 0 0 0 0 0 402 0 0 From 61 to 90 days 0 82 0 0 0 0 0 0 From 91 to 180 days 0 0 0 0 0 0 1,568 0 From 181 to 365 days 0 0 0 0 0 0 198 0 More than 365 days 0 0 0 0 0 0 0 0 Denounced 0 0 0 0 0 0 1,134 0 Total 734,850 40,528 0 0 765,568 42,054 5,758 2,821 Impairments 6,614 1,124 0 0 5,378 1,595 3,205 0 Net value 728,236 39,404 0 0 760,190 40,459 2,553 2,821 Collaterals 466,620 34,349 0 0 694,703 28,479 1,213 5,547
GROUP
Loan-to-value ratio (LTV) Amounts in Eur ΄00031/12/2023 Mortgages Total loans Impairments < 50% 3,519 1 51% - 70% 8,950 4 71% -90% 79,529 334 91% - 100% 2,894 8 > 100%3,307 19 Total 98,199 366 Simple average of LTV (%) 79%
Notes to the Financial Statements dated December 31, 2023
Group and Bank
75
Loan-to-value ratio (LTV) Amounts in Eur ΄00031/12/2022 Mortgages Total loans Impairments < 50% 6,809 13 51% - 70% 4,977 4 71% -90% 42,341 230 91% - 100% 3,402 6 > 100%1,782 35 Total 59,311 288 Simple average of LTV (%) 77%
BANK
Loan-to-value ratio (LTV) Amounts in Eur ΄00031/12/2023 Mortgages Total loans Impairments < 50% 3,519 1 51% - 70% 8,950 4 71% -90% 79,529 334 91% - 100% 2,894 8 > 100%3,307 19 Total 98,199 366 Simple average of LTV (%) 79%
Notes to the Financial Statements dated December 31, 2023
Group and Bank
76
Loan-to-value ratio (LTV) Amounts in Eur ΄00031/12/2022 Mortgages Total loans Impairments < 50% 6,809 13 51% - 70% 4,977 4 71% -90% 42,341 230 91% - 100% 3,402 6 > 100% 1,782 35 Total 59,311 288 Simple average of LTV (%) 77%
Group
Amounts in Eur ΄000Real estate collaterals Financial collaterals Government guarantees Other collaterals Total collaterals 31/12/2023 Individuals 113,432 107,762 0 8,862 230,056 Corporate 836,794 236,933 41,628 978,731 2,096,086 Total 950,226 344,695 41,628 987,593 2,324,142
Notes to the Financial Statements dated December 31, 2023
Group and Bank
77
Amounts in Eur ΄000Real estate collaterals Financial collaterals Government guarantees Other collaterals Total collaterals 31/12/2022 Individuals 67,949 76,036 0 11,051 155,036 Corporate 605,022 165,445 50,575 536,252 1,357,294 Total 672,971 241,481 50,575 547,303 1,512,330
Collaterals received include letters of guarantee of EUR 81,331 thousand. (31/12/22 EUR 54,711 thousand).
Bank
Amounts in Eur ΄000Real estate collaterals Financial collaterals Government guarantees Other collaterals Total collaterals 31/12/2023 Individuals 113,432 107,762 0 8,862 230,056 Corporate 836,794 236,933 41,628 792,233 1,907,588 Total 950,226 344,695 41,628 801,095 2,137,644
Notes to the Financial Statements dated December 31, 2023
Group and Bank
78
Amounts in Eur ΄000Real estate collaterals Financial collaterals Government guarantees Other collaterals Total collaterals 31/12/2022 Individuals 67,949 76,036 0 11,051 155,036 Corporate 605,022 165,445 50,575 462,089 1,283,131 Total 672,971 241,481 50,575 473,140 1,438,167
Collaterals received include letters of guarantee of EUR 81,331 thousand. (31/12/22 EUR 54,711 thousand).
Write-offs for the Bank and the Group for 2023 amounted to EUR 756 thousand (EUR 36 thousand 2022).
Notes to the Financial Statements dated December 31, 2023
Group and Bank
79
Bonds
Group
31/12/2023 Securities Expected measured at Securities credit Expected Securities fair measured loss at fair credit Debt measured at Total value through at Total value through loss at Securities fair ECL other amortised other amortised value comprehensive cost comprehensive cost income income Α- to ΑΑΑ 4,246 28,143 31,703 64,092 0 6 6 Β- to ΒΒΒ+ 81,972 250,999 215,085 548,056 81 306 387 C- to CCC+0 1,646 4,979 6,625 0 68 68 Not rated 0 46,503 0 46.503 0 0 0 Total 86,218 327.291 251,767 665.276 81 380 461
31/12/2022 Securities Expected measured at Securities credit Expected Securities fair measured loss at fair credit Debt measured at Total value through at Total value through loss at Securities fair ECL other amortised other amortised value comprehensive cost comprehensive cost income income Α- to ΑΑΑ 8,960 20,797 28,822 58,579 55 192 247 Β- to ΒΒΒ+ 84,028 137,152 139,928 361,107 153 325 478 C- to CCC+0 0 0 0 0 0 0 Not rated 0 48,763 6,230 54,993 0 0 0 Total 92,988 206,712 174,981 474,680 208 517 725
All securities in the portfolio measured through other comprehensive income and of the amortised cost portfolio
are classified at “Stage 1”.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
80
BANK
31/12/2023 Securities Expected measured at Securities credit Expected Securities fair measured loss at fair credit Debt measured at Total value through at Total value through loss at Securities fair ECL other amortised other amortised value comprehensive cost comprehensive cost income income Α- to ΑΑΑ 4,246 28,143 31,703 64,092 0 6 6 Β- to ΒΒΒ+ 81,972 250,999 215,085 548,056 81 306 387 C- to CCC+0 1,646 4,979 6,625 0 68 68 Not rated 0 46,503 0 46.503 0 0 0 Total 86,218 327.291 251,767 665.276 81 380 461
31/12/2022 Securities Expected measured at Securities credit Expected Securities fair measured loss at fair credit Debt measured Total value through at Total value through loss at Securities at fair ECL other amortised other amortised value comprehensive cost comprehensive cost income income Α- to ΑΑΑ 8,960 20,797 28,822 58,579 55 192 247 Β- to ΒΒΒ+ 84,028 137,152 139,928 361,107 153 325 478 C- to CCC+0 0 0 0 0 0 0 Not rated 0 48,763 6,230 54,993 0 0 0 Total 92,988 206,712 174,981 474,680 208 517 725
All securities of the total income portfolio and the amortized cost portfolio are classified at “Stage 1”.
Counterparty banks risk
The Group is exposed to the risk of capital losses due to contingent delayed payments of outstanding and
contingent liabilities of counterparty banks. Thanks to its daily activities, the Group transacts with other banks
and financial institutions. By conducting such activities, the Group runs the risk of capital losses due to
contingent delayed payments to the Group of outstanding and contingent liabilities of counterparty banks.
The limits of counterparty banks reflect the admissible risk level and are further divided into Foreign Exchange
and Cash Services or other services that undertake and manage such a risk, depending on their internal and
institutional role. In general, the maximum limits are set by the counterparty banks evaluation models and the
instructions given by the regulatory authorities.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
81
The credit limit granted to each counterparty is divided into sub limits, thus covering placements, investments,
foreign currency acquisitions, as well as the daily settlement limit. The actual positions are compared to the
limits on a daily basis.
Country risk
The Group is exposed to the risk of capital loss due to possible political, economic and other events that occur
in a specific country where the capitals or cash of the Group have been placed or invested through various local
banks and financial institutions.
All countries are assessed with reference to size, economic data and prospects of the country, as well as its
credit rating by international credit rating institutions (Moody’s, Standard & Poor’s). The actual positions per
country are compared to their limits on a daily basis. The limits are reviewed at the discretion of the Group,
while countries with the smaller size and lower solvency ratio are subject to a more thorough and frequent
analysis and evaluation, where considered necessary.
4.2. Market risk
Market risk means the risk of losses that the portfolio of the Bank may run due to unexpected variations to the
market value in different sections of the said portfolio. The portfolios facing this possibility are those exposed
to an interest rate risk and/or currency risk and/or price risk. In many cases, the market risk may not be
separated from other types of risk or arise out of them and of their correlation.
The Group’s Asset Management Liability Committee (ALCO) approves the market risk management procedures
and has set the relevant limits for undertaking such a risk per product and portfolio. The limits in question are
systematically monitored and checked, while they are reviewed at least once a year; they are modified, if
necessary, depending on the Group’s strategy and current market conditions.
The Risk Management Division measures, checks and monitors the Market Risk on a daily basis and conducts
measurements to estimate the said risks for all separate portfolios.
(i)
Market risk of commercial and available-for-sale portfolios (portfolio measured at fair value through profit
and loss)
Measurements are conducted using various methodologies and measurement techniques such as Value At Risk
– VAR. The measurement of the Value At Risk defines the maximum possible portfolio loss with a confidence
level of 99% and a one day of hold period, using the variance - covariance method. The measurements cover
all measured at fair value through profit and loss of the Group’s companies.
The market risk of the Group and the Bank, in terms of VaR, for the aforementioned positions as of December
31, 2023, amounted to EUR 558 thousand and EUR 556 thousand respectively as broken down in the following
table.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
82
Group
Amounts in Eur ΄00031/12/2023 31/12/2022 Foreign exchange risk 42 66 Bond portfolio interest rate risk 536 579 Stock market portfolio market risk 12 21 Commodities 27 18 Decrease due to correlation (61) (100) Subsidiaries price risk (Optima asset Management) 2 0 Total (Net Market Risk) 558 584
Bank
Amounts in Eur ΄00031/12/2023 31/12/2022 Foreign exchange risk 42 66 Bond portfolio interest rate risk 536 579 Stock market portfolio market risk 12 21 Commodities 27 18 Decrease due to correlation (61) (100) Total (Net Market Risk) 556 584
Apart from the above measurements, the portfolios’ market risk is monitored by a series of additional limits
such as the maximum open position limit for every product, and stop-loss limits for every portfolio.
Finally, at regular intervals and in any case by the end of each semester, measurements of various stress test
scenarios are conducted regarding the market risk in order to manage said risk more efficiently and inform the
Management and the supervisory authorities.
(ii)
Interest Rate Risk
The interest rate risk is the risk due to the fluctuations in interest rates which affect the exposure of the bank
portfolio and impacts both the capital and the profits of the Bank. The fluctuations in interest rates result in
changes in the Present Value (PV) and the future cash flows of the assets, the liabilities and the off-balance
sheet exposures of the Bank and consequently in the economic value of its equity (EVE). The fluctuations in
interest rates also affect the profit of the Bank, thus changing the income and expenses which are sensitive to
said fluctuations. Consequently, the net interest income (NII) is affected.
The following tables present the Group’s and the Bank’s exposure to interest rate risk. The tables present the
assets and liabilities of the Group and the Bank at their carrying amounts, classified according to the interest
rate repricing date, for floating interest rates or maturity date, for fixed interest rates.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
83
Group
Non-Up to 1-33-121-22-5Over 5 Amounts in Eur ΄000interest Total 1 month months months yearsyearsyears bearing As at 31st December 2023 Assets Cash and balances with central bank 467,679 0 0 0 0 0 11,644 479,323 Due from banks 117,171 8,919 0 0 0 0 0 126,090 Financial assets at fair value through profit and loss 297,229 0 0 0 0 0 40,399 337,628 Loans and advances to customers 30,558 1,790,989 436,960 11,867 8,075 120,135 32,330 2,430,914 Financial assets at fair value through other comprehensive income 0 0 38,319 3,723 22,482 21,694 270 86,488 Debt instruments at amortised cost 0 0 22,701 12,141 133,122 83,424 0 251,388 Derivative financial instruments 0 0 0 0 0 0 1,033 1,033 Other assets 0 23,719 0 0 0 0 0 23,719 Total assets 912,637 1,823,627 497,980 27,731 163,679 225,253 85,676 3,736,583 Liabilities Due to central bank 0 0 0 0 0 0 0 0 Due to banks 0 78,287 0 0 0 0 2,792 81,079 Due to customers 2,095,316 678,834 303,833 14,224 0 0 99,597 3,191,804 Derivative financial instruments 0 0 0 0 0 0 8,497 8,497 Other liabilities 0 0 0 0 0 0 181 181 Total liabilities 2,095,316 757,121 303,833 14,224 0 0 111,067 3,281,561 Total interest rate gap (1,182,679) 1,066,506 194,147 13,507 163,679 225,253 (25,391) 455,022
Non-Up to 1-33-121-22-5Over 5 Amounts in Eur ΄000interest Total 1 month months months yearsyearsyears bearing As at 31st December 2022 Assets Cash and balances with central bank 204,876 0 0 0 0 0 10,364 215,240 Due from banks 79,756 12,181 0 0 0 0 0 91,937 Financial assets at fair value through profit and loss 170,470 0 0 0 0 0 41,183 211,653 Loans and advances to customers 34,968 1,173,543 403,739 98 62,174 0 0 1,674,523 Financial assets at fair value through other comprehensive income 0 3,676 16,195 38,618 16,530 17,968 269 93,256 Debt instruments at amortised cost 0 19,624 1,690 22,459 74,746 55,945 0 174,464 Derivative financial instruments 7,166 0 0 0 0 0 917 8,084 Other assets 31,534 0 0 0 0 0 (565)30,969Total assets 528,770 1,209,024 421,624 61,175 153,450 73,913 52,168 2,500,125 Liabilities Due to central bank 64,284 0 0 0 0 0 0 64,284 Due to banks 0 25,903 0 0 0 0 926 26,829 Due to customers 1,661,524 364,777 60,202 68 0 0 90,637 2,177,209 Derivative financial instruments 0 0 0 0 0 0 6,393 6,393 Other liabilities 0 0 0 0 0 0 40 40 Total liabilities 1,725,808 390,680 60,202 68 0 0 97,996 2,274,755 Total interest rate gap (1,197,038) 818,344 361,422 61,107 153,450 73,913 (45,827) 225,371
Notes to the Financial Statements dated December 31, 2023
Group and Bank
84
Bank
Non-Up to 1-33-121-22-5Over 5 Amounts in Eur ΄000interest Total 1 month months months yearsyearsyears bearing As at 31st December 2023 Assets Cash and balances with central bank 467,679 0 0 0 0 0 11,643 479,322 Due from banks 114,705 8,920 0 0 0 0 0 123,625 Financial assets at fair value through profit and loss 296,595 0 0 0 0 0 40,399 336,994 Loans and advances to customers 30,558 1,775,609 436,960 11,867 8,075 120,135 32,868 2,416,072 Financial assets at fair value through other comprehensive income 0 0 38,319 3,723 22,482 21,694 270 86,488 Debt instruments at amortised cost 0 0 22,701 12,141 133,122 83,424 0 251,388 Derivative financial instruments 0 0 0 0 0 0 1,033 1,033 Other assets 0 23,719 0 0 0 0 0 23,719 Total assets 909,537 1,808,248 497,980 27,731 163,679 225,253 86,213 3,718,641 Liabilities Due to central bank 0 0 0 0 0 0 0 0 Due to banks 0 78,287 0 0 0 0 768 79,055 Due to customers 2,095,316 678,834 303,833 14,224 0 0 104,704 3,196,911 Derivative financial instruments 0 0 0 0 0 0 8,497 8,497 Other liabilities 0 0 0 0 0 0 181 181 Total liabilities 2,095,316 757,121 303,833 14,224 0 0 114,150 3,284,644 Total interest rate gap (1,185,779) 1,051,127 194,147 13,507 163,679 225,253 (27,937) 433,997
Notes to the Financial Statements dated December 31, 2023
Group and Bank
85
Non-Up to 1-33-121-22-5Over 5 interest Total 1 month months months yearsyearsyears bearing As at 31st December 2022 Assets Cash and balances with central bank 204,876 0 0 0 0 0 10,363 215,239 Due from banks 76,625 12,181 0 0 0 0 0 88,806 Financial assets at fair value through profit and loss 170,470 0 0 0 0 0 39,644 210,114 Loans and advances to customers 34,968 1,156,472 403,739 98 62,194 0 0 1,657,471 Financial assets at fair value through other comprehensive income 0 3,676 16,195 38,618 16,530 17,968 269 93,256 Debt instruments at amortised cost 0 19,624 1,690 22,459 74,746 55,945 0 174,464 Derivative financial instruments 7,166 0 0 0 0 0 917 8,084 Other assets 31,534 0 0 0 0 0 (565)30,969Total assets 525,640 1,191,953 421,624 61,175 153,470 73,913 50,628 2,478,403 Liabilities Due to central bank 64,284 0 0 0 0 0 0 64,284 Due to banks 0 20,866 0 0 0 0 926 21,793 Due to customers 1,663,713 364,777 60,202 68 0 0 90,819 2,179,580 Derivative financial instruments 0 0 0 0 0 0 6,393 6,393 Other liabilities 0 0 0 0 0 0 40 40 Total liabilities 1,727,997 385,644 60,202 68 0 0 98,178 2,272,090 Total interest rate gap (1.202.358) 806.309 361.422 61.107 153.470 73.913 (47.550) 206.313
(iii)
Foreign exchange risk
Foreign exchange risk is the risk of fluctuation of the value of financial instruments and assets and liabilities
due to changes in exchange rates. Foreign exchange transaction risk arises from an open position, positive or
negative, which exposes the Group to exchange rate changes. Such a risk could arise in the event of assets
being carried in one currency while financed by liabilities in another, or from forwards and swaps, as well as
derivatives, including options.
The following tables present the Group’s and the Bank’s exposure to foreign exchange risk. The following tables
present the carrying amount of the assets and liabilities of the Group and the Bank, classified per currency.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
86
Group
Other Amounts to EUR '000 EUR USD GBP CHF JPY Total Currencies As at 31st December 2023 Foreign exchange risk - Assets Cash and balances with central bank 477,887 1,025 158 172 0 81 479,323 Due from banks 45,080 45,932 10,389 24 86 24,579 126,090 Financial assets measured at fair value through profit or loss 337,628 0 0 0 0 0 337,628 Derivative financial instruments 1,029 4 0 0 0 0 1,033 Loans and advances to customers 2,401,649 21,250 8,015 0 0 0 2,430,914 Financial assets measured at fair value through other comprehensive income 86,488 0 0 0 0 0 86,488 Debt securities at amortised cost 251,388 0 0 0 0 0 251,388 Investment in subsidiaries and associates 260 0 0 0 0 0 260 Property, plant and equipment 10,903 0 0 0 0 0 10,903 Intangible assets 10,805 0 0 0 0 0 10,805 Right of use assets 19,508 0 0 0 0 0 19,508 Deferred tax assets 8,079 0 0 0 0 0 8,079 Other assets 99,648 5,283 225 296 57 341 105,850 Total assets 3,750,352 73,494 18,787 492 143 25,001 3,868,269 Foreign exchange risk - Liabilities Due to central bank 0 0 0 0 0 0 0 Due to banks 33,138 42,136 5,799 6 0 0 81,079 Due to customers 2,797,276 355,926 13,164 441 223 24,774 3,191,804 Derivative financial instruments 8,482 15 0 0 0 0 8,497 Lease liability 20,861 0 0 0 0 0 20,861 Retirement benefit obligations 692 0 0 0 0 0 692 Income tax liability 12,316 (90)00 0 0 12,226 Other liabilities 40,057 601 40 0 5 40,667 Provisions 2,366 0 00 0 0 2,366 Total liabilities 2,915,188 398,588 18,967 447 223 24,779 3,358,192 Net on balance sheet position 835,164 (325,094) (180)45 (80)222 510,077
Notes to the Financial Statements dated December 31, 2023
Group and Bank
87
Other Amounts to EUR '000 EUR USD GBP CHF JPY Total Currencies As at 31st December 2022 Foreign exchange risk - Assets Cash and balances with central bank 213,876 1,175 99 38 1 51 215,240 Due from banks 51,881 35,223 2,450 359 462 1,562 91,937 Financial assets measured at fair value through profit or loss 203,626 4,648 3,379 0 0 0 211,653 Derivative financial instruments 8,084 0 0 0 0 0 8,084 Loans and advances to customers 1,624,301 50,222 0 0 0 0 1,674,523 Financial assets measured at fair value through other comprehensive income 86,926 6,330 0 0 0 0 93,256 Debt securities at amortised cost 174,464 0 0 0 0 0 174,464 Investment in subsidiaries and associates 448 0 0 0 0 0 448 Property, plant and equipment 11,841 0 0 0 0 0 11,841 Intangible assets 10,324 0 0 0 0 0 10,324 Right of use assets 19,436 0 0 0 0 0 19,436 Deferred tax assets 6,353 0 0 0 0 0 6,353 Other assets 82,430 6,218 280 302 35 347 89,613 Total assets 2,493,988 103,816 6,209 699 498 1,960 2,607,171 Foreign exchange risk - Liabilities Due to central bank 64,284 0 0 0 0 0 64,284 Due to banks 26,830 (1)0(0)00 26,829 Due to customers 1,872,719 293,377 8,740 508 2061,659 2,177,209 Derivative financial instruments 6,958 (565)00 0 0 6,393 Lease liability 20,259 0 00 0 0 20,259 Retirement benefit obligations 550 0 00 0 0 550 Income tax liability 4,064 0 00 0 0 4,064 Other liabilities 51,732 173 10 0 1 51,907 Provisions 2,724 0 00 0 0 2,724 Total liabilities 2,050,119 292,984 8,741 508 207 1,660 2,354,219 Net on balance sheet position 443,869 (189,167) (2,532) 191 291 300 252,953
Notes to the Financial Statements dated December 31, 2023
Group and Bank
88
Bank
Other Amounts to EUR ‘000 EUR USD GBP CHF JPY Total Currencies As at 31st December 2023 Foreign exchange risk – Assets Cash and balances with central bank 477,886 1,025 158 172 0 81 479,322 Due from banks 42,615 45,932 10,389 24 86 24,579 123,625 Financial assets measured at fair value through profit or loss 336,994 0 0 0 0 0 336,994 Derivative financial instruments 1,029 4 0 0 0 0 1,033 Loans and advances to customers 2,386,266 21,791 8,015 0 0 0 2,416,072 Financial assets measured at fair value through other comprehensive income 86,488 0 0 0 0 0 86,488 Debt securities at amortised cost 251,388 0 0 0 0 0 251,388 Investment in subsidiaries and associates 9,134 0 0 0 0 0 9,134 Property, plant and equipment 10,738 0 0 0 0 0 10,738 Intangible assets 7,421 0 0 0 0 0 7,421 Right of use assets 19,478 0 0 0 0 0 19,478 Deferred tax assets 8,938 0 0 0 0 0 8,938 Other assets 98,373 5,283 225 296 57 341 104,575 Total assets 3,736,748 74,035 18,787 492 143 25,001 3,855,206 Foreign exchange risk – Liabilities Due to central bank 0 0 0 0 0 0 0 Due to banks 30,574 42,676 5,799 6 0 0 79,055 Due to customers 2,802,369 355,940 13,164 441 223 24,774 3,196,911 Derivative financial instruments 8,482 15 0 0 0 0 8,497 Lease liability 20,834 0 0 0 0 0 20,834 Retirement benefit obligations 650 0 0 0 0 0 650 Income tax liability 11,581 (90)00 0 0 11,491 Other liabilities 38,472 601 40 0 5 39,082 Provisions 2,356 0 00 0 0 2,356 Total liabilities 2,915,318 399,142 18,967 447 223 24,779 3,358,876 Net on balance sheet position 821,430 (325,107) (180)45 (80)222 496,330
Notes to the Financial Statements dated December 31, 2023
Group and Bank
89
Other Amounts to EUR '000 EUR USD GBP CHF JPY Total Currencies As at 31st December 2022 Foreign exchange risk - Assets Cash and balances with central bank 213,874 1,175 99 38 1 51 215,239 Due from banks 48,751 35,223 2,450 359 462 1,562 88,806 Financial assets measured at fair value through profit or loss 210,114 0 0 0 0 0 210,114 Derivative financial instruments 8,084 0 0 0 0 0 8,084 Loans and advances to customers 1,607,161 50,310 0 0 0 0 1,657,471 Financial assets measured at fair value through other comprehensive income 86,926 6,330 0 0 0 0 93,256 Debt securities at amortised cost 174,464 0 0 0 0 0 174,464 Investment in subsidiaries and associates 9,133 0 0 0 0 0 9,133 Property, plant and equipment 11,664 0 0 0 0 0 11,664 Intangible assets 6,733 0 0 0 0 0 6,733 Right of use assets 19,411 0 0 0 0 0 19,411 Deferred tax assets 7,410 0 0 0 0 0 7,410 Other assets 81,399 6,286 280 302 35 347 88,650 Total assets 2,485,124 99,324 2,829 699 498 1,960 2,590,434 Foreign exchange risk - Liabilities Due to central bank 64,284 0 0 0 0 0 64,284 Due to banks 21,793 (1) 0 (0) 0 0 21,792 Due to customers 1,874,836 293,631 8,740 508 206 1,659 2,179,580 Derivative financial instruments 6,958 (565) 0 0 0 0 6,393 Lease liability 20,233 0 0 0 0 0 20,233 Retirement benefit obligations 514 0 0 0 0 0 514 Income tax liability 3,830 0 0 0 0 0 3,830 Other liabilities 49,530 101 1 0 0 0 49,632 Provisions 2,666 0 0 0 0 0 2,666 Total liabilities 2,044,646 293,166 8,741 508 206 1,659 2,348,926 Net on balance sheet position 440,478 (193,842) (5,911) 191 292 301 241,508
Notes to the Financial Statements dated December 31, 2023
Group and Bank
90
The crisis simulation examines the negative effect on the Bank’s annual profit or loss using possible scenarios
of the fluctuation of the international exchange rates. The examined scenarios include the following fluctuations
in the key currencies: Eur/Usd +15.6%, Eur/Gbp +25.7%, Eur/Chf -12%, Eur/Jpy +16.10%, Eur/Aud +20.8%,
Eur/Nok +14.2%,Eur/Cad +16.4%, Eur/Sek +14.5%, Eur/Try +48.7%, Eur/Rub +34.3%, Eur/Dkk +20.8%,
Eur/Ron +19.5%, Eur/Hkd +17%, Eur/Czk +15,4%, Eur/Pln +17,5%. With closing balances as of 31/12/2023,
the simulation entails losses of EUR 576,33 thousand.
(iv)
Risk arising from share and other securities price changes
Group
The risk pertaining to shares and other securities held by the Group arises from possible adverse fluctuations
of the current prices of shares and other securities. The Group invests mainly in shares in the Athens Stock
Exchange (ASE) and Cyprus Stock Exchange (CSE), and depending on the investment goal, they are allocated
to the appropriate portfolio (assessment at fair value through profit or loss or the other comprehensive income).
The Group, as a measure of price risk assessment, calculates the negative impact on its annual results after
taxes from a change in share prices.
Bank
The risk of share prices relates to adverse fluctuations of shares’ prices and derivatives on shares and stock
exchange ratios held by the Bank in the portfolio measured at fair value through profit or loss.
Said risk is monitored through limits set for each share and/or share category as well as through derivatives on
the relevant shares and ratios techniques for mitigating it. Consequently, no significant exposure to said risk
has been observed in 2023 beyond the risk undertaking levels set by the net of levels dully approved on the
basis of the Bank’s strategy.
The following table presents the results of the stress test regarding share price risks conducted on the portfolio
held for trading and on the portfolio available for sale using balances as of 31/12/2023.
The scenarios examined are the following:
Regarding shares price risk (since the exposure of the portfolios focuses on the Greek market), the FTSE/ASE
Large Cap. +/-56% fluctuation scenario was examined, as well as the S&P +/-55% fluctuation scenario.
Risk factors Unfavorable Favorable Markets scenario scenario Amounts in EUR '000 ASE movement of FTSE/Stock Exchange (644) (884) Large Cap. Shares prices Change in S&P (738) (2) Total (1,382) (887)
Notes to the Financial Statements dated December 31, 2023
Group and Bank
91
As at 31/12/2023 the Bank held 3 bond portfolios totaling EUR 634,201 thousand, which include:
- Portfolio measured at fair value through profit or loss 296,595 - Portfolio measured at fair value through other comprehensive income 86,218 - Portfolio measured at amortized cost 251,388
The above amount does not include the "Bond from loan securitization" of EUR 30,696 thousand.
In accordance with the business model followed by the Bank for the management of its securities, these are held
in separate portfolios with the aim of
• exclusive collection of contractual cash flows
• both the collection of contractual cash flows and their sale
• mainly the sale of securities
The positions in the above portfolios consist mainly of Greek and Italian government bonds, interest-bearing Greek
government bills as well as Greek corporate and bank bonds.
The Management of the Bank is informed on a daily basis about the bond transactions, the position and the
valuation of the bonds.
The following table presents the losses and gains that would arise on the bond portfolio measured at fair value
through profit or loss excluding the Bond from loan securitization and on the bond portfolio measured at fair value
through other income, in case of a parallel shift in the bond yield curve by +/- 200 basis points:
Risk factors Scenario Portfolio +200 Bps -200 Bps Amounts in Eur ‘000 Fair Value through P&L Portfolio (4,953) 5,393 (FVTPL) Movement of Bond Futures Portfolio 47 (46) Bond yield curves bonds’ yield Fair Value through other curves comprehensive income Portfolio (4,352) 4,919 (FVTOCI) Totals (9,258) 10,267
In 2023 the Bank was also involved in the trading of carbon emission rights.
As part of the simulation exercise for its positions, the Bank examined the scenario of the change in the ICEDEU3
Index at a rate of -41%, with a time horizon of one day. The test resulted in gains of EUR 81.03 thousand.
4.3. Liquidity risk
Liquidity risk means the risk of failing to raise sufficient cash to cover the direct liabilities of the Group or to do
so the Group shall suffer significant financial cost.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
92
Said risk is controlled through a developed liquidity management structure comprising various types of controls,
procedures and limits. This ensures compliance with the regulations on liquidity ratios set by the competent
supervisory authorities, as well as with internal limits.
Control and management of the liquidity risk are achieved by using and controlling the following ratios:
(a) Liquidity coverage ratio (LCR): defined as the quotient of the high-quality liquid assets to the net 30-day
cash outflows as these are defined in the Regulation EU 575/2013;
(b) Net stable funding ratio (NSFR): defined as the quotient of the available stable funding to the required
stable funding, as these are defined in the Regulation EU 575/2013.
An important part of the assets is financed by customer deposits. Short-term cash requirements are financed
mainly through current and savings deposits. Long-term investments are mainly covered by long-term liabilities
and Equity.
Although these deposits can be withdrawn on demand without prior notice, their highly diversified nature both
in number and in type of deposits, ensures the absence of major fluctuations and, therefore, in their majority,
constitute a stable deposit basis.
The Group conducts liquidity stress tests.
The following liquidity risk tables analyze liabilities to other banks, customer deposits and other liabilities to the
Group’s and the Bank’s customers for the corresponding periods depending on the period from the reporting
date to maturity. Amounts referred below relate to contractual non-discounted cash flows.
Group
Up to 1-3 3-12 Over 5 1-2 years 2-5 years Total Amounts in Eur ‘000 1 month months months years As at 31st December 2023 LIABILITIES Due to central bank 0 0 0 0 0 0 0 Due to banks 81,079 0 0 0 0 0 81,079 Due to customers 2,194,913 678,834 303,833 14,224 0 0 3,191,804 Derivative financial instruments 8,497 0 0 0 0 0 8,497 Lease Liability 282 565 2,548 3,425 9,724 7,301 23,845 Retirement benefit obligations 0 0 0 0 0 692 692 Income tax liability 0 0 12,226 0 0 0 12,226 Other liabilities 0 10,480 30,187 0 0 0 40,667 Provisions 0 0 0 0 0 2,366 2,366 Total liabilities 2,284,771 689,879 348,794 17,649 9,724 10,359 3,361,176
Notes to the Financial Statements dated December 31, 2023
Group and Bank
93
Up to 1-3 3-12 2-5 Amounts in Eur ‘0001-2 years Over 5 years Total 1 month months months years As at 31st December 2022 LIABILITIES Due to central bank 64,284 0 0 0 0 0 64,284 Due to banks 7,729 14,063 0 0 5,036 0 26,829 Due to customers 1,752,161 364,777 60,202 68 0 0 2,177,209 Derivative financial instruments 6,393 0 0 0 0 0 6,393 Lease Liability 0 0 0 0 0 20,259 20,259 Retirement benefit obligations 0 0 0 0 0 550 550 Income tax liability 0 0 4,064 0 0 0 4,064 Other liabilities 0 15,124 36,783 0 0 0 51,907 Provisions 0 0 0 0 0 2,724 2,724 Total liabilities 1,830,567 393,965 101,049 68 5,036 23,533 2,354,219
Bank
Up to 1-3 3-12 1-2 2-5 Over 5 Amounts in Eur ‘000Total 1 month months months years years years As at 31st December 2023 LIABILITIES Due to central bank 0 0 0 0 0 0 0 Due to banks 79,055 0 0 0 0 0 79,055 Due to customers 2,200,020 678,834 303,833 14,224 0 0 3,196,911 Derivative financial instruments 8,497 0 0 0 0 0 8,497 Lease Liability 281 562 2,540 3,410 9,722 7,301 23,816 Retirement benefit obligations 0 0 0 0 0 650 650 Income tax liability 0 0 11,491 0 0 0 11,491 Other liabilities 0 9,816 29,266 0 0 0 39,082 Provisions 0 0 0 0 0 2,356 2,356 Total liabilities 2,287,853 689,212 347,130 17,634 9,722 10,307 3,361,858
Notes to the Financial Statements dated December 31, 2023
Group and Bank
94
Up to 1-3 3-12 1-2 2-5 Over 5 Amounts in Eur ‘000Total 1 month months months years years years As at 31st December 2022 LIABILITIES Due to central bank 64,284 0 0 0 0 0 64,284 Due to banks 7,729 14,063 0 0 0 0 21,793 Due to customers 1,754,532 364,777 60,202 68 0 0 2,179,580 Derivative financial instruments 6,393 0 0 0 0 0 6,393 Lease Liability 0 0 0 0 0 20,233 20,233 Retirement benefit obligations 0 0 0 0 0 514 514 Income tax liability 0 0 3,830 0 0 0 3,830 Other liabilities 0 14,424 35,208 0 0 0 49,632 Provisions 0 0 0 0 0 2,666 2,666 Total liabilities 1,832,939 393,265 99,240 68 0 23,413 2,348,926
4.4. Capital adequacy
The Group is subject to the supervision of Bank of Greece that sets and monitors the capital adequacy
requirements of the Group.
The main objective of the Group is to maintain a strong capital adequacy, above the minimum regulatory
requirements, in order to implement the respective business plan and to ensure the confidence of its customers
and shareholders.
For the calculation of the capital adequacy the Basel III regulatory framework is applied, which was incorporated
into the legislation of the European Union (EU) with the adoption of Regulation (EU) 575/2013 of the European
Parliament and of the Council ("CRR") on prudential requirements for credit institutions and asset management
companies, as amended and in force, as well as Directive 2013/36 (Capital Requirements Directive-CRD IV) and
in Greek legislation by Law 4261/2014, as amended and in force.
According to it (Article 92(1) of Regulation (EU) No 575/2013), the minimum capital adequacy ratios that each
credit institution shall satisfy are the following:
• Common Equity Tier 1-CET1 capital ratio of 4.5%,
• minimum Tier 1 capital ratio of 6%,
• and minimum total capital ratio (TCR) of 8%.
Under Pillar I, the Capital Adequacy Ratio is calculated as the ratio of regulatory capital to total weighted assets
related to credit, operational and market risk and related to on- and off- balance sheet items at an individual
and consolidated level.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
95
By force of the no. 473/3/21.07.2023 decision of the Credit and Insurance Committee of the Bank of Greece
("Determination of supervisory requirements for the credit institution "Optima bank A.E." based on the
Supervisory Examination and Evaluation Procedure (EDEA)" the Bank is obliged to maintain individually and
consolidated basis total capital requirement EDEA (Total SREP Capital Ratio - TSCR) 10.45% and overall capital
requirement (Overall Capital Ratio - OCR) 12.95%.
The same decision provides direction to the Group and the Bank to maintain additional capital of 1%, in addition
to the total capital requirements of EDEA and the capital safety reserves, as Pillar 2 Capital Guidance which will
be covered by capital of common shares of the Tier 1 (CET1). The total capital requirements on an individual
and consolidated basis are detailed in the table below:
Total Capital Total Capital Requirements (%) Minimum Total Capital Ratio 8.00% Additional Pillar II Own Funds Requirements (P2R) 2.45% Total Capital Requirements EDEA (TSCR) 10.45% (Capital Conservation Buffer - CCB) 2.50% Overall Capital Requirements (OCR) 12.95% Pillar 2 Guidance – P2G 1.00% Overall Capital Requirements (OCR) & Pillar 2 Guidance (P2G) – (TRCR) 13.95%
More specifically, compliance with EDEA's overall capital requirements includes:
• The total capital requirements of Pillar I amounting to 8% which should be satisfied at all times in accordance
with article 92 paragraph 1 of Regulation (EU) no. 575/2013
• The additional capital requirements of Pillar II (P2R) amounting to 2.45% in the context of the implementation
of the provisions of article 96A paragraph 1 (a) of Law 4261/2014
• The capital requirement to maintain a capital conservation buffer (CCB) of 2.5% in accordance with article
122 of Law 4261/2014.
• the direction in terms of additional Equity (Pillar 2 Capital Guidance) of maintaining an amount of 1% plus
EDEA's total capital requirements and safety reserves.
The Capital Adequacy ratio of the Group and the Bank on 31/12/2023 and 31/12/2022 was structured as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
96
Group
Amounts in Eur ΄000 31/12/2023* 31/12/2022 Share Capital 254,245 160,279 Share Premium 84,114 0 Less: Treasury Shares (164) 0 Other Reserves 27,211 13,083 Retained Earnings 112,961 19,573 Less: Intangible assets (10,116) (9,568) Total Regulatory adjustments on CET1 Capital 6,222 8,830 Common Equity Tier 1 Capital ( CET1) 474,473 192,197 Additional Tier 1 Instruments (ΑΤ1) 0 60,000 Additional Tier 1 Capital (ΑΤ1) 0 60,000 Tier 1 Capital (TIER1) 474,473 252,197 Total regulatory capital 474,473 252,197 Total risk weighted assets 2,685,788 1,831,581 CET1 Capital Ratio 17.67% 10.49% T1 Capital Ratio 17.67% 13.77% Total Regulatory Capital Ratio (TRCR) 17.67% 13.77%
Bank
Amounts in Eur ΄000 31/12/2023* 31/12/2022 Share Capital 254,245 160,279 Share Premium 84,114 0 Less: Treasury Shares (164) 0 Other Reserves 26,314 12,300 Retained Earnings 100,133 8,930 Less: Intangible assets (7,421) (6,733) Total Regulatory adjustments on CET1 Capital 6,138 8,835 Common Equity Tier 1 Capital ( CET1) 463,358 183,611 Additional Tier 1 Instruments (ΑΤ1) 0 60,000 Additional Tier 1 Capital (ΑΤ1) 0 60,000 Tier 1 Capital ( TIER1) 463,358 243,611 Total regulatory capital 463,358 243,611 Total risk weighted assets 2,599,548 1,803,915 CET1 Capital Ratio 17.82% 10.18% T1 Capital Ratio 17.82% 13.50% Total Regulatory Capital Ratio (TRCR) 17.82% 13.50%
*Items have been calculated including profits of the year and incorporating a provision for dividend distribution, which is subject to the
approval of the Ordinary General Assembly.
5. Fair value of financial assets and liabilities
5.1. Financial assets and liabilities not carried at fair value
The fair value represents the amount for which an asset could be replaced or a liability settled through an
arm’s length transaction on the core or the most advantageous market on the date of the measurement
and under the each time current conditions prevailing on the market (output price). Differences may arise
between the carrying amount and the fair value of financial assets of the statement of financial position
and liabilities. Loans and other advances, securities and financial liabilities measured at amortised cost are
Notes to the Financial Statements dated December 31, 2023
Group and Bank
97
not measured at fair value. The carrying amount of these items, as presented in the financial statements,
does not significantly differ from their fair value. In particular:
(a) Due from banks
Due from other banks include mainly short-term interbank placements as well as other collectibles, such as
loans to Banks.
The vast majority of the placements have an one-month maturity and therefore their fair value is quite similar
to their carrying amount.
(b) Loans and advances to customers
Loans to customers are presented after deduction of the expected provision for impairment. The vast majority
of the above refer to floating interest loans and therefore their carrying amount is quite similar to their fair
value.
(c) Deposits
The fair value of deposits without fixed maturity (saving and current accounts) is the amount that the Group
should pay upon customer demand, which value is equal to their carrying amount.
5.2. Fair Value Hierarchy
IFRS 13 defines the valuation and checking procedures regarding the objectivity of the data used by these
models. The observable data are based on active markets and derived from independent sources, while non-
observable information refers to the Management assumptions and valuation models. These two methods for
retrieving information generate the following hierarchy:
Level 1 - Quoted prices in active markets for identical financial assets or financial liabilities. This level includes
listed shares, debt securities and listed derivatives.
Level 2 - Includes inputs other than the quoted prices included in Level 1. For a similar financial asset or
financial liability, for prices from inactive markets and data which are available in the market and can be used
in calculating the value of the financial claim or financial liability. This level includes the majority of over-the-
counter (OTC) derivative contracts and various debt securities, the value of which is determined by valuation
models, discounted cash flows and similar techniques using data related to the prices of the underlying
securities, their volatility as well as interest rate curves such as Euribor.
Level 3 – Includes inputs that are not based on observable market data (unobservable inputs). The group
adjusts the unobservable inputs according to the best possible information available to it and using in its
assessment assumptions that would be used by market participants for the valuation of the financial claim or
financial liability. This level includes equity investments and loan funds that are not traded in an active market,
and there are no similar products that are traded. The valuation is based on data, observations and assumptions
that require significant judgment from the Management.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
98
Group
Fair value hierarchy as of December 31, 2023:
Financial assets measured at fair value
Amounts in Eur ‘000 31/12/2023 Total Total Level 1 Level 2 Level 3 fair accounting Financial assets at fair value value value Financial assets measured at fair value through profit and loss 306,932 0 30,696 337,628 337,628 Derivative financial instruments 131 902 0 1,033 1,033 Financial assets measured at fair value through other comprehensive income 86,488 0 0 86,488 86,488 Total 393,551 902 30,696 425,149 425,149 Total Total Financial liabilities at fair value Level 1 Level 2 Level 3 fair accounting value value Derivative financial instruments 97 8,400 0 8,497 8,497 Financial liabilities measured at fair value through profit and loss 39 0 0 39 39 Total 136 8,400 0 8,536 8,536
Financial items not carried in the accounting books at fair value
Total Total fair Financial assets Level 1 Level 2 Level 3 accounting value value Loans and advances to customers 0 0 2,621,878 2,621,878 2,458,509 Debt securities at amortised cost 246,881 0 0 246,881 251,768 Total 246,881 0 2,621,878 2,868,759 2,710,277
The following methods and assumptions were used to estimate the fair value of the above financial instruments
on December 31, 2023 and 2022.
Loans and advances to customers at amortized cost: The fair value is calculated using discounted cash
flow models. Discount rates incorporate interest rate curves taking into account market data, expected credit
risk and specific Bank/customer parameters.
Debt securities at amortised cost: Their fair value is calculated with prices traded in the market. The fair
value of debt securities at amortized cost are classified as securities traded in an active market and
derivatives.
Fair value hierarchy as of December 31, 2022:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
99
Financial assets measured at fair value
Amounts in Eur ‘000 31/12/2023 Total Total Financial assets at fair value Level 1 Level 2 Level 3 fair accounting value value Financial assets measured at fair value through profit and loss 173,872 0 37,781 211,653 211,653 Derivative financial instruments 115 7,968 0 8,084 8,084 Financial assets measured at fair value through other comprehensive income 93,256 0 0 93,256 93,256 Total 267,243 7,968 37,781 312,993 312,993 Total Total Financial liabilities at fair value Level 1 Level 2 Level 3 fair accounting value value Derivative financial instruments 42 6,351 0 6,393 6,393 Financial liabilities measured at fair value through profit and loss 235 0 0 235 235 Total 277 6,351 0 6,628 6,628
Financial items not measured at fair value
Total Total fair Financial assets Level 1 Level 2 Level 3 accounting value value Debt securities at amortised cost 158,684 0 0 158,684 174,981 Total 158,684 0 0 158,684 174,981
The financial assets at fair value through profit and loss classified at Level 3 pertain to closed-end mutual funds
(A.K.E.S) and a bond from loan securitization. Within the financial year 2023, the closed-end mutual fund
(A.K.E.S) liquidated its investment in a photovoltaic park worth €1.3 million. The valuation of the bond from
loan securitization amounted to €1.4 million (€1.4 million in the year 2022).
The Group uses prices derived from third parties for which it carries out price verification procedures where this
can be carried out for financial instruments for which there is no active market or no similar transactions or
other observable market data. All these financial instruments are classified in the lowest level of the fair value
hierarchy (Level 3).
Movement of financial instruments at Level 3 Financial instruments measured at fair value through profit or loss Balance as at 1/1/2022 1,501 Gain/ (loss) recognised at profit or loss 2,508 Purchases / initial recognition 37,132 Repayments (3,360) Balance as at 31/12/2022 37,781 Gain/ (loss) recognised at profit or loss (135) Purchases / initial recognition 0 Repayments (6,950) Balance as at 31/12/2023 30,696
Notes to the Financial Statements dated December 31, 2023
Group and Bank
100
Level 3 includes closed end mutual funds (A.K.E.S) which invest in renewable energy sources (wind and
photovoltaic parks) the fair value of which is estimated using significant unobservable data. The valuation of
the shares of AKES is compulsorily done at fair value by the manager of the mutual fund. The fair value of the
shares of AKES held by the group on 31/12/2022 was €1,539 thousand. The shares of AKES do not exist on
31/12/2023.
Level 3 also includes a bond from loan securitization measured at fair value using the discounted cash flow
method. Its valuation depends on unobservable values which include future revenues, operating expenses and
discount rates. The fair value of the loan securitization bond held by the group on 31/12/2023 was €30,696
thousand and on 31/12/2022 €36,242 thousand.
Bank
Fair value hierarchy as of December 31, 2023:
Financial assets measured at fair value
Amounts in Eur ‘000 31/12/2023 Total Total Financial assets measured at fair value Level 1 Level 2 Level 3 fair accounting value value Financial assets measured at fair value through profit and loss 306,298 0 30,696 336,994 336,994 Derivative financial instruments 131 902 0 1,033 1,033 Financial assets measured at fair value through other comprehensive income 86,488 0 0 86,488 86,488 Total 392,917 902 30,696 424,515 424,515 Total Total Financial liabilities measured at fair value Level 1 Level 2 Level 3 fair accounting value value Derivative financial instruments 97 8,400 0 8,497 8,497 Financial liabilities measured at fair value through profit and loss 39 0 0 39 39 Total 136 8,400 0 8,536 8,536
Financial items not meeasured at fair value
Total Total fair Financial assets Level 1 Level 2 Level 3 accounting value value Loans and advances to customers 0 0 2,606,901 2,606,901 2,443,532 Debt securities at amortised cost 246,881 0 0 246,881 251,768 Total 246,881 0 2,606,901 2,853,782 2,695,300
Notes to the Financial Statements dated December 31, 2023
Group and Bank
101
Fair value hierarchy as of December 31, 2022:
Financial assets measured at fair value
Amounts in Eur ‘000 31/12/2022 Total Total fair Financial assets measured at fair value Level 1 Level 2 Level 3 accounting value value Financial assets measured at fair value through profit and loss 173,872 0 36,242 210,114 210,114 Derivative financial instruments 115 7,969 0 8,084 8,084 Financial assets measured at fair value through other comprehensive income 93,256 0 0 93,256 93,256 Total 267,243 7,969 36,242 311,454 311,454 Total Total Financial liabilities measured at fair value Level 1 Level 2 Level 3 fair accounting value value Derivative financial instruments 42 6,351 0 6,393 6,393 Financial liabilities measured at fair value through profit and loss 235 0 0 235 235 Total 277 6,351 0 6,628 6,628
Financial items not measured at fair value
Total Total fair Financial assets Level 1 Level 2 Level 3 accounting value value Debt securities at amortised cost 158,684 0 0 158,684 174,981 Total 158,684 0 0 158,684 174,981
There were no movements to and from level 3 for Group and Bank.
The Bank uses prices derived from third parties for which it carries out price verification procedures where this
can be carried out for financial instruments for which there is no active market or no similar transactions or
other observable market data. All these financial instruments are classified in the lowest level of the fair value
hierarchy (Level 3).
Movement of financial instruments at Level 3 Financial instruments measured at fair value through profit or loss Balance as at 1/1/2022 0 Gain/ (loss) recognised at profit or loss 2,470 Purchases / initial recognition 37,132 Repayments (3,360) Balance as at 31/12/2022 36,242 Gain/ (loss) recognised at profit or loss 1,404 Purchases / initial recognition 0 Repayments (6.950) Balance as at 31/12/2023 30.696
Notes to the Financial Statements dated December 31, 2023
Group and Bank
102
Level 3 includes a bond from loan securitization measured at fair value using the discounted cash flow method.
Its valuation depends on unobservable values which include future revenues, operating expenses and discount
rates. The fair value of the loan securitization bond held by the group as at 31/12/2023 was €30,696 thousand
and €36,242 thousand as at 31/12/2022.
6. Net interest income
The breakdown of net interest income is as follows:
Group
1/1/2023 – 1/1/2022 – Amounts in Eur ‘000 31/12/2023 31/12/2022 Interest and similar income Interest on debt securities at amortised cost 8,476 3,030 Interest on loans at amortised cost 141,533 56,295 Interest on interbank transactions 12,427 1,406 Other interest income 734 278 Interest on debt securities measured at fair value through other comprehensive income 1,330 1,679 Total interest and similar income for financial instrument not measured at FVTPL 164,500 62,688 Debt securities at fair value through profit and loss 8,485 2,336 Interest derivatives 112 33 Total interest and similar income from financial instruments 173,097 65,057
Interest expense and similar charges Interest on deposits (25,756) (2,321) Interbank transactions (3,596) (726) Interest on convertible bond loan (366) (276) Interest on rights of use assets (762) (728) Other interest expenses (301) (186) Total interest expense and similar charges on financial instruments not measured at FVTPL (30,781) (4,236) Interest on derivatives (104) (28) Total interest expense and similar charges (30,885) (4,264)
Net interest income 142,212 60,793
Notes to the Financial Statements dated December 31, 2023
Group and Bank
103
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Interest and similar income Interest on debt securities at amortised cost 8,476 3,030 Interest on loans at amortised cost 139,233 55,206 Interest on interbank transactions 12,427 1,406 Other interest income 751 278 Interest on debt securities measured at fair value through other comprehensive income 1,330 1,679 Total interest and similar income for financial instrument not measured at FVTPL 162,217 61,599 Debt securities at fair value through profit and loss 8,485 2,336 Interest derivatives 112 33 Total interest and similar income from financial instruments 170,814 63,968
Interest expense and similar charges Interest on deposits (25,760) (2,323) Interbank transactions (3,596) (726) Interest on convertible bond loan (366) (276) Interest on rights of use assets (762) (727) Other interest expenses (44) (95) Total interest expense and similar charges on financial instruments not measured at FVTPL (30,528) (4,146) Interest on derivatives (105) (28) Total interest expense and similar charges (30,633) (4,174)
Net interest income 140,181 59,794
The increase in interest from bonds, loans and deposits is due to the evolution of the balances of the respective
portfolios and Euribor.
7. Net fee and commission income
The breakdown of net fee and commission income is as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
104
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Fee and commission income Commercial transactions 3,443 1,990 Loans and letters of guarantee 16,187 11,379 Investment transactions 5,336 3,565 Brokerage transactions 13,614 9,321 Total commission income 38,580 26,255 Fee and commission expense Commercial transactions (665) (694) Brokerage transactions (5,796) (3,330) Total commission expense (6,461) (4,024) Net fee and commission income 32,119 22,231
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Fee and commission income Commercial transactions 3,444 1,995 Loans and letters of guarantee 16,262 11,404 Investment transactions 924 707 Brokerage transactions 14,356 9,655 Total commission income 34,986 23,763 Fee and commission expense Commercial transactions (659) (634) Brokerage transactions (5,796) (3,330) Total commission expense (6,455) (3,964) Net fee and commission income 28,531 19,798
The increase in loans, as well as the general development of banking and stock exchange transactions resulted
in the growth of the corresponding commissions.
8. Gains/ (losses) from financial transactions
The gains/(losses) of financial transactions for the Group and the Bank are analysed as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
105
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Gains/(losses) from foreign exchange differences 8,572 5,582 Gains/(losses) from derivatives held for trading (3,187) 7,766 Gains/(losses) from carbon emission rights 913 282 Gains/(losses) from investments in shares and mutual funds 4,426 64 Gains/(losses) from bonds 5,833 (793) Total 16,557 12,901
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Gains/(losses) from foreign exchange differences 8,575 5,578 Gains/(losses) from derivatives held for trading (3,187) 7,766 Gains/(losses) from carbon emission rights 913 282 Gains/(losses) from investments in shares and mutual funds 4,601 64 Gains/(losses) from bonds 5,833 (1,047) Total 16,735 12,642
The gains/(losses) of financial transactions of the Bank have been mainly affected by the following:
• Gain of EUR 8,575 thousand included in line item “Gains/(losses) from foreign exchange differences”
relates to foreign exchange position management and client transactions on commodities and foreign
exchange derivatives.
• Loss of EUR 3,187 thousand included in line item "Gains/(losses) from derivatives held for trading"
relates to the loss of EUR 3,391 from derivatives on shares and Athens Stock Exchange Index which are
offset with profits included in line “Gains/(losses) from investments in shares and mutual funds”.
• Gain of EUR 913 thousand included in line item “Gains/(losses) from carbon emission rights” includes
the result from purchase and sale of carbon emission rights, the valuation of carbon emission inventory
and carbon emission derivatives.
• Gain of EUR 4,601 thousand included in line item "Gains/(losses) from investments in shares and mutual
funds" relates to management and revaluation of shares position.
• "Gains/(losses) from bonds" includes a gain of EUR 4,429 thousand arising from both liquidations and
the valuation of bonds measured at fair value through profit and loss as well as a gain of EUR 1,404
thousand relating to the valuation of a bond of securitized loans.
9. Other operating income
The other operating income of the Group and the Bank is analysed as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
106
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Rental income 6 2 Other income 1,006 174 Total 1,012 175
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Rental income 38 32 Other income 1,116 281 Total 1,154 313
The increase in other income both in the Bank and in the Group mainly concerns income from the sale of
property (EUR 588 thousand).
10. Staff costs
The total charge on the results of the use of the Group and the Bank for staff costs are analysed as follows:
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 Note 31/12/2023 31/12/2022 Salaries and wages (24,494) (17,302) Social insurance contributions (4,337) (3,670) Pension costs - employee defined benefit plan 32 (225) (390) Other staff related benefits (1,327) (1,176) Total (30,383) (22,537)
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 Note 31/12/2023 31/12/2022 Salaries and wages (23,714) (16,647) Social insurance contributions (4,150) (3,521) Pension costs - employee defined benefit plan 32 (207) (280) Other staff related benefits (1,290) (1,145) Total (29,361) (21,593)
The staff cost increase in fiscal year 2023 is mainly due to employee’s bonus based on performance and
achievements.
The total number of Group staff on 31/12/2023 amounted to 500 people and the Bank to 478 people
(31/12/2022: Group 445 people and Bank 426 people).
Notes to the Financial Statements dated December 31, 2023
Group and Bank
107
11. Other operating expenses
The breakdown of the "Other operating expenses" for the Group and the Bank is as follows:
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 BoD, legal, consulting, audit fees etc. (4,363) (1,549) Computerization cost (3,822) (3,067) Subscription fees (557) (510) Building expenses (1,270) (1,322) Promotion, advertising expenses ana sponsorships (859) (522) Taxes and duties (2,490) (2,024) Office supplies (108) (97) Other expenses (5,775) (4,223) Total (19,244) (13,313)
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 BoD, legal, consulting, audit fees etc. (4,216) (1,397) Computerization cost (3,767) (3,017) Subscription fees (410) (381) Building expenses (1,246) (1,292) Promotion, advertising expenses ana sponsorships (833) (507) Taxes and duties (2,426) (1,966) Office supplies (103) (92) Other expenses (5,575) (4,063) Total (18,576) (12,715)
The increase in other operating expenses is mainly related to share-based payments given to members of the
Board of Directors (Note 38).
12. Provision for expected credit losses
The impairment provisions of the Group and the Bank are broken down as follows:
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Provisions for loan impairment (9,444) (5,231) Provision for letters of guarantee 191 (1,731) Provisions for impairment of debt securities at amortised cost 137 (137) Provisions for impairment of other receivables (141) 0 Provisions for impairment of financial assets at fair value through the statement of other income 127 361 Gain/(loss) from modification of loans contractual terms (783) 0 Total (9,913) (6,739)
Notes to the Financial Statements dated December 31, 2023
Group and Bank
108
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Provisions for loan impairment (9,242) (5,496) Provision for letters of guarantee 191 (1,731) Provisions for impairment of debt securities at amortised cost 137 (137) Provisions for impairment of other receivables (141) (0) Provisions for impairment of financial assets at fair value through the statement of other income 127 361 Gain/(loss) from modification of loans contractual terms (783) 0 Total (9,711) (7,003)
The increase in Group and Bank provisions comes mainly from the corresponding increase in the loan portfolio,
the change in macroeconomic parameters as well as certain Management overlays (Note 2.11)
The following table presents the net carrying amount of the loans of the Group and the Bank, before the
modification of contractual terms.
31/12/2023 31/12/2022 Net carrying amount before the modification 112,640 0 Net gain/(loss) due to the modification (783) 0 Total 111,857 0
For the comparative period, no such result arose from the modification of contractual terms.
13. Other provisions
The breakdown of the Group’s and the Bank’s “Other provisions” is as follows:
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Provision for legal cases 29 (39) Total 29 (39)
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Provision for legal cases 0 (39) Total 0 (39)
Notes to the Financial Statements dated December 31, 2023
Group and Bank
109
14. Income Tax
Income tax for the Group and the Bank is broken down as follows:
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Deferred tax 2,829 1,733 Income tax (25,750) (7,411) Total (22,921) (5,678)
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Profit before tax 125,944 48,105 Tax calculated based on the current tax rate of 22% (2022: 22%) (27,708) (10,583) Adjustments to income tax for: Income not subject to taxation 206 216 Previous year tax (8) 6 Expenses not deductible for tax purposes (462) (177) Temporary differences income tax 10 (1) Tax effect of utilization of deductible temporary differences not previously recognised 594 722 Tax on temporary differences for which no deferred tax is recognised 4,323 2,794 Other tax adjustments 124 122 Tax effect of utilization of tax losses not previously recognised 0 1,223 Income tax expense (22,921) (5,678) Effective tax rate 18.20% 11.80%
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Deferred tax 2,632 1,655 Income tax (25,066) (7,064) Total (22,434) (5,409)
Notes to the Financial Statements dated December 31, 2023
Group and Bank
110
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Profit before tax 123,155 45,752 Tax calculated based on the current tax rate of 22% (2022: 22%) (27,094) (10,065) Adjustments to income tax for: Income not subject to taxation 203 151 Previous year tax (8) 0 Expenses not deductible for tax purposes (452) (219) Tax effect of utilization of deductible temporary differences not previously recognised 594 722 Deductible temporary differences not recognised as deferred tax assets 4,323 2,793 Tax effect of utilization of tax losses not previously recognised 0 1,209 Income tax expense (22,434) (5,409) Effective tax rate 18.22% 11.82%
According to Law 4172/2013, the tax rate applicable in Greece for the reporting periods from 2021 onwards is
22%.
For the unaudited years, refer to Note 39(b).
For the financial year 2023, the audit is in progress and the relevant tax certificate is expected to be issued
after the publication of the financial statements for the year 2023. Upon completion of the tax audit the Group's
Management does not expect any significant tax liabilities beyond those already reported and presented in the
financial statements.
15. Earnings per share
The Group’s and the Bank’s earnings per share are as follows:
Basic earnings per share
Group
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Profits attributable to the owners of the parent company 103,021 42,425 Weighted average number of common shares (in thousands) 53,247 37,624 Earnings after tax per share - basic (in €) 1.93 1.13
Bank
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Profits attributable to the owners of the parent company 100,720 40,343 Weighted average number of common shares (in thousands) 53,247 37,624 Earnings after tax per share - basic (in €) 1.89 1.07
Notes to the Financial Statements dated December 31, 2023
Group and Bank
111
Diluted earnings per share
Group
Earnings after tax per share - diluted 1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Profits attributable to the owners of the parent company 103,021 42,640 Weighted average number of common shares (in thousands) 53,247 39,972 Earnings after tax per share - diluted (in €) 1.93 1.07
Bank
Earnings after tax per share - diluted 1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Profits attributable to the owners of the parent company 100,720 40,558 Weighted average number of common shares (in thousands) 53,247 39,972 Earnings after tax per share – diluted (in €) 1.89 1.01
With the decision of the Extraordinary General Assembly dated 22/3/2023, a share -split took place in the
nominal value of each common share of the bank with a simultaneous increase in the total number of common
registered shares from 7,524,840 common registered shares to 37,624,200 common registered shares.
According to par. 64 of the IAS 33, the weighted average number of common shares has been adjusted for the
period 1/1-30/12/2023 but also for the comparative period with the number of shares after the above decision
of the Extraordinary General Assembly.
With the decision of the Board of Directors dated 21/4/2023 following the decision of the Extraordinary General
Assembly dated 22/3/2023, an increase of the Bank's share capital was carried out due to the conversion of the
bond loan and 14,084,435 new common nominal shares with voting right were issued.
With the decision of the Ordinary General Assembly dated 7/6/2023, an increase of the Bank's share capital
was carried out on 26/7/2023, through the capitalization of part of the profits of the fiscal year 2022, amounting
to €3,399,999.15 with the issuance of 985,507 new registered, ordinary, with voting rights, shares. According
to par. 64 of the IAS 33, the weighted average number of common shares has been retroactively adjusted for
the period 1/1 - 30/9/2023 and also for the comparative period after the above increase in the Bank's share
capital.
On 4/10/2023, the increase of the share capital was completed with the issuance of 21,000,0000 new registered,
ordinary with voting rights shares.
16. Cash and balances with the central bank
Notes to the Financial Statements dated December 31, 2023
Group and Bank
112
The balance of cash and cash equivalents available for use, as well as central bank balances for the Group and
the Bank is broken down as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Cash 11,644 10,364 Deposits with central bank 467,679 204,876 Total 479,323 215,240
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Cash 11,643 10,363 Deposits with central bank 467,679 204,876 Total 479,322 215,239
The fair value of cash and balances with the central bank approximates their book value.
Cash and cash equivalents (as reported in the Cash Flow Statement)
Group
Note 31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Cash and deposits with central bank 479,323 215,240 Due from banks 17 98,290 69,806 Total 577,613 285,046
Bank
Note 31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Cash and deposits with central bank 479,322 215,239 Due from banks 17 95,825 66,675 Total 575,147 281,914
According to requirements from the Bank of Greece and the European Central Bank, the Group and the Bank
should keep deposits with the Bank of Greece with an average balance corresponding to 1.00% of their clients’
total deposits.
As of 31 December 2023, the Group and the Bank maintained a zero balance of mandatory deposits with the
Bank of Greece, as the average balance for the period exceeded the minimum specified requirement.
17. Due from Banks
The loans and advances of the Group and the Bank to credit institutions arising from deposits and transactions
are current ones and are broken down as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
113
Group
31/12/2022 Amounts in Eur ‘000 31/12/2023 ( As reclassified) Due from banks - time deposits 0 23,763 Due from banks - sight deposits 98,290 46,043 Loans to financial institutions 8,919 9,041 Blocked deposits 10,248 9,950 Derivatives margin account 8,633 3,140 Total 126,090 91,937
Bank
31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Due from banks - time deposits 0 23,763 Due from banks - sight deposits 95,825 42,913 Loans to financial institutions 8,919 9,041 Blocked deposits 10,248 9,950 Derivatives margin accounts 8,633 3,140 Total 123,625 88,806
The fair value of due from banks approximates their book value.
18. Financial assets at fair value through profit and loss
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Shares and other variable income securities Equity securities listed in Athens Stock Exchange 9,703 3,402 Mutual funds 634 1,539 Government bonds 229,617 112,048 Corporate bonds 50,335 53,470 Bank bonds 16,643 4,951 Bond from loan securitization 30,696 36,242 Total 337,628 211,653
The "loan securitization bond" refers to the Bank's purchase of a bond (whose income comes from a securitized
mortgage portfolio) with terms of participation in its profits ("Profit Participating Security"), in May 2022.
The key assumptions for the valuation of the financial assets are presented in Note 2.4.
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Shares and other variable income securities Equity securities listed in Athens Stock Exchange 9,703 3,402 Government bonds 229,617 112,048 Corporate bonds 50,335 53,470 Bank bonds 16,643 4,951 Bond from loan securitization 30,696 36,242 Total 336,994 210,114
The movement of financial assets at fair value through profit and loss for the Group and the Bank is broken
down as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
114
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 211,653 54,194 Purchases 3,306,682 1,475,238 Sales /Μaturities/Other movements (3,184,214) (1,317,116) Fair value adjustments 3,507 (663) Balance at the end of year 337,628 211,653
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 210,114 51,899 Purchases 3,306,048 1,475,238 Sales /Μaturities/Other movements (3,184,214) (1,316,322) Fair value adjustments 5,046 (701) Balance at the end of year 336,994 210,114
19. Derivative financial instruments
Group
31st December 2023 Notional Amounts in Eur ‘000 Estimated fair value amount Assets Liabilities Bond / Stock /Index futures 41,481 0 0 Stock /Index οptions 163 41 97 Foreign exchange derivatives 369,656 598 2,913 Commodity derivatives 6,875 340 5,442 Interest rate derivatives (IRS- IRCAP) 9,000 54 45 Total derivative financial instruments 1,033 8,497
31st December 2022 (As reclassified) Nominal Amounts in Eur ‘000 Estimated fair value value Assets Liabilities Bond / Stock / Index futures 4,199 0 0 Stock /Index οptions 47 5 42 Foreign exchange derivatives 99,356 111 6,302 Commodity derivatives 13,265 754 0 Interest rate derivatives (IRS- IRCAP) 43,000 7,214 48 Total derivative financial instruments 8,084 6,393
Notes to the Financial Statements dated December 31, 2023
Group and Bank
115
Bank
31st December 2023 Notional Amounts in Eur ‘000 Estimated fair value amount Assets Liabilities Bond / Stock / Index futures 41,481 0 0 Stock /Index οptions 163 41 97 Foreign exchange derivatives 369,656 598 2,913 Commodity derivatives 6,875 340 5,442 Interest rate derivatives (IRS- IRCAP) 9,000 54 45 Total derivative financial instruments 1,033 8,497
31st December 2022 (As reclassified) Nominal Amounts in Eur ‘000 value Estimated fair value Assets Liabilities Bond / Stock / Index futures 4,199 0 0 Stock /Index οptions 47 5 42 Foreign exchange derivatives 99,356 111 6,302 Commodity derivatives 13,265 754 0 Interest rate derivatives (IRS- IRCAP) 43,000 7,214 48 Total derivative financial instruments 8,084 6,393
The changes in the balances are due to the expiration of contracts.
20. Loans and advances to customers
The Group’s and the Bank’s loans portfolio is broken down as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Loans and advances to customers measured at amortised cost Consumer, personal & other 32,753 25,437 Mortgages 98,199 59,311 Large Corporate 1,054,855 736,532 SMEs 1,272,702 872,149 2,458,509 1,693,430 Less: Provisions for impairment of loans and advances to customers (27,595) (18,907) Book value of loans and advances to customers measured at amortised cost after provisions 2,430,914 1,674,523
Notes to the Financial Statements dated December 31, 2023
Group and Bank
116
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Loans and advances to customers measured at amortised cost Consumer, personal & other 32,753 25,437 Mortgages 98,199 59,311 Large Corporate 1,116,479 775,497 SMEs 1,196,101 816,201 2,443,532 1,676,445 Less: Provisions for impairment of loans and advances to customers (27,460) (18,974) Book value of loans and advances to customers measured at amortised cost after provisions 2,416,072 1,657,471
The movement on the Group’s and the Bank’s expected credit losses are broken down as follows:
Group
Amounts in Eur ‘000 Note 31/12/2023 31/12/2022 Balance at the beginning of the year (18,907) (13,711) Provisions for the year 12 (9,444) (5,231) Loans written-off 756 36 Balance at the end of year (27,595) (18,907)
Bank
Amounts in Eur ‘000 Note 31/12/2023 31/12/2022 Balance at the beginning of the year (18,974) (13,513) Provisions for the year 12 (9,242) (5,496) Loans written-off 756 36 Balance at the end of year (27,460) (18,974)
21. Financial assets at fair value through other comprehensive income
The investment portfolio of the Group and the Bank includes bonds and shares.
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Fixed income securities Government bonds 52,996 71,272 Corporate bonds 6,050 4,783 Bank bonds 27,172 16,933 Total fixed income securities 86,218 92,988 Variable yield securities Equity securities listed in Athens Stock Exhange 264 263 Non-listed securities 6 6 Total equity variable yield securities 270 269 Total 86,488 93,256
Notes to the Financial Statements dated December 31, 2023
Group and Bank
117
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Fixed income securities Government bonds 52,996 71,272 Corporate bonds 6,050 4,783 Bank bonds 27,172 16,933 Total fixed income securities 86,218 92,988 Variable yield securities Equity securities listed in Athens Stock Exhange 264 263 Non-listed securities 6 6 Total equity variable yield securities 270 269 Total 86,488 93,256
The Bank has classified to financial assets at fair value through other comprehensive income shares which are
strategic and operational investments with a long-term horizon.
The movements in the portfolio of securities measured at fair value through other comprehensive income for
the Group and the bank are the following:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 93,256 192,087 Purchases 28,318 577,456 Sales / Maturities / Other movements (40,111) (669,178) Fair value adjustments 5,025 (7,110) Balance at the end of year 86,488 93,256
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 93,256 192,087 Purchases 28,318 577,456 Sales / Maturities / Other movements (40,111) (669,178) Fair value adjustments 5,025 (7,110) Balance at the end of year 86,488 93,256
The movement in the impairment provisions of the securities portfolio measured at fair value through other
comprehensive income for the period 1/1/2022 - 31/12/2023 is the following:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
118
Group
Amounts in Eur ‘000 Balance as at 1st January 2022 (569) Government bonds (99) Corporate bonds 309 Bank bonds 151 Impairment provisions 1/1/2022 - 31/12/2022 361 Balance as at 1st January 2023 (208) Greek Government Bonds 106 Corporate bonds 53 Bank bonds (32) Impairment provisions 1/1/2023 - 31/12/2023 127 Balance as at 31st December 2023 (81)
Bank
Amounts in Eur ‘000 Balance as at 1st January 2022 (569) Government bonds (99) Corporate bonds 309 Bank bonds 151 Impairment provisions 1/1/2022 - 31/12/2022 361 Balance as at 1st January 2023 (208) Government bonds 106 Corporate bonds 53 Bank bonds (32) Impairment provisions 1/1/2023 - 31/12/2023 127 Balance as at 31st December 2023 (81)
22. Debt instruments at amortised cost
The debt instruments at amortised cost of the Group and the Bank are broken down as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Debt securities at amortised cost Government Bonds 93,792 61,147 Corporate bonds 63,252 60,073 Bank bonds 94,724 53,761 Expected credit losses (380) (517) Total 251,388 174,464
Notes to the Financial Statements dated December 31, 2023
Group and Bank
119
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Debt securities at amortised cost Greek Government Bonds 93,792 61,147 Corporate bonds 63,252 60,073 Bank bonds 94,724 53,761 Expected credit losses (380) (517) Total 251,388 174,464
The movement in the portfolio of debt instruments at amortised cost is as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 174,464 92,998 Purchases 76,443 89,922 Sales / maturities / Other movements 861 (8,320) Expected credit losses (380) (137) Balance at the end of year 251,388 174,464
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 174,464 92,998 Purchases 76,443 89,922 Sales / maturities / Other movements 861 (8,320) Expected credit losses (380) (137) Balance at the end of year 251,388 174,464
The movement in the impairment provisions of the securities portfolio measured at amortised cost for the period
1/1/2022 - 31/12/2023 is as follows:
Group
Amounts in Eur ‘000 Balance 1st January 2022 (380) Government Bonds (115) Corporate bonds (82) Bank bonds 60 Expected credit losses 1.1.2022 - 31.12.2022 (137) Balance 1st January 2023 (517) Government Bonds 8 Corporate bonds 223 Bank bonds (94) Expected credit losses 1.1.2023 - 31.12.2023 137 Balance 31st December 2023 (380)
Notes to the Financial Statements dated December 31, 2023
Group and Bank
120
Bank
Amounts in Eur ‘000 Balance 1st January 2022 (380) Government Bonds (115) Corporate bonds (82) Bank bonds 60 Expected credit losses 1.1.2022 - 31.12.2022 (137) Balance 1st January 2023 (517) Government Bonds 8 Corporate bonds 223 Bank bonds (94) Expected credit losses 1.1.2023 - 31.12.2023 137 Balance 31st December 2023 (380)
23. Investments in subsidiaries and associates
Subsidiaries % Direct % Indirect Corporate Name Country Business activity investment investment 31/12/2023 31/12/2023 IBG CAPITAL S.A. Greece Venture capital firm 100.00% 0.00% British Virgin ΙΒG INVESTMENTS S.A. Investment services 81.45% 18.55% Islands OPTIMA FACTORS S.A. Greece Factoring Firm 100.00% 0.00% Asset Management OPTIMA ASSET MANAGEMENT Α.Ε.D.Α.Κ. Greece 99.44% 0.00% Company % Direct % Indirect Corporate Name Country Business activity investment investment 31/12/2022 31/12/2022 IBG CAPITAL S.A. Greece Venture capital firm 100.00% 0.00% British Virgin ΙΒG INVESTMENTS S.A. Investment services 81.45% 18.55% Islands OPTIMA FACTORS S.A. Greece Factoring Firm 100.00% 0.00% Asset Management OPTIMA ASSET MANAGEMENT Α.Ε.D.Α.Κ. Greece 99.44% 0.00% Company Provision of ΙΒG A.E.P.Ε.Υ. Greece 79.31% 0.00% investment services
Notes to the Financial Statements dated December 31, 2023
Group and Bank
121
Associates % % Corporate Name Country Business activity investment investment 31/12/2023 31/12/2022 Commercial representative, exclusive import and trading of cosmetics, personal care NOTOS COM HOLDINGS S.A. Greece 25.00% 25.00% products, clothing and clothing accessories, footwear, leather goods and stationery.
In October 2022, the Bank acquired 25% of NOTOS COM HOLDINGS S.A. as part of its restructuring.
Bank
Companies Financial data 31/12/2023 Profits / (losses) Amounts in Eur ‘000 Assets Liabilities Revenues before tax IBG CAPITAL S.A. 1,182 11 0 (6) ΙΒG INVESTMENTS S.A. 2,390 2 (210) (217) OPTIMA FACTORS S.A. 124,618 109,114 8,792 2,757 OPTIMA ASSET MANAGEMENT Α.Ε.D.Α.Κ. 5,206 1,685 2,155 387 133,395 110,813 10,737 2,920
Companies Financial data 31/12/2022 Profits / (losses) Amounts in Eur ‘000 Assets Liabilities Revenues before tax IBG CAPITAL S.A. 1,190 13 2 (11) ΙΒG INVESTMENTS S.A. 2,606 1 272 266 OPTIMA FACTORS S.A. 60,278 46,930 3,155 940 OPTIMA ASSET MANAGEMENT Α.Ε.D.Α.Κ. 4,814 1,591 1,645 367 ΙΒG A.E.P.Ε.Υ. 120 649 0 (2) 69,008 49,185 5,074 1,561
The above tables present the participations held by the Bank. The Group holds a total participation of 100% in
IBG INVESTMENTS S.A. during both financial years.
In July 2023 the liquidation of “I.B.G. A.E.P.E.Y” was completed.
The “Investments in subsidiaries and associates” of the Group and the Bank item is broken down as follows:
Group - Investments in associates
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 448 0 - New investments 1 448 - Share of profit/(loss) of associates (189) 0 Balance at the end of year 260 448
Notes to the Financial Statements dated December 31, 2023
Group and Bank
122
Bank- Investments in subsidiaries and associates
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance at the beginning of the year 9,133 13,593 - New investments 1 10 - Return of share capital 0 (4,470) Balance at the end of year 9,134 9,133
The cost of investment in the Bank’s subsidiaries is broken down as follows:
Amounts in Eur ‘000 31/12/2023 31/12/2022 Investment Investment Subsidiaries Amount Amount IBG CAPITAL S.A. 778 778 ΙΒG INVESTMENTS S.A. 1,146 1,146 OPTIMA FACTORS 6,307 6,307 OPTIMA ASSET MANAGEMENT AEDΑΚ 892 892 Total Participations 9,123 9,123
Amounts in Eur ‘000 31/12/2023 31/12/2022 Investment Investment Associated Companies Amount Amount NOTOS COM HOLDINGS S.A. 11 10 Total participations in associated companies 11 10
24. Property, plant and equipment
The movement of the tangible assets during the financial years 2023 and 2022 is as follows:
Group
Furniture Amounts in Eur ‘000 Land and Vehicles & and other buildings machinery equipment Total Acquisition cost on 1st January 2023 12,664 2,751 3,916 19,331 Less: Accumulated depreciation on 1st January 2023 (3,686) (2,020) (1,786) (7,492) Net book value at 1 January 2023 8,979 732 2,131 11,841 Additions 798 528 160 1,486 Disposals/write-offs (675) (2) (3) (680) Depreciation for the year (1,120) (356) (290) (1,766) Depreciation of disposals/write offs 19 2 3 24 Acquisition cost at 31 December 2023 12,787 3,277 4,073 20,137 less: Accumulated depreciation at 31 December 2023 (4,787) (2,374) (2,073) (9,234) Net book value at 31 December 2023 8,000 903 2,000 10,903
Notes to the Financial Statements dated December 31, 2023
Group and Bank
123
Furniture Amounts in Eur ‘000 Land and Vehicles & and other buildings machinery equipment Total Acquisition cost on 1st January 2022 11,668 2,589 3,724 17,981 Less: Accumulated depreciation on 1st January 2022 (2,725) (1,716) (1,525) (5,967) Net book value at 1 January 2022 8,943 873 2,199 12,014 Additions 1,335 162 208 1,706 Disposals/write-offs 0 0 (16) (16) Transfers (339) 0 0 (339) Depreciation for the year (1,014) (303) (276) (1,594) Depreciation of assets sold/disposed 0 0 16 16 Depreciation of assets transferred 54 0 0 54 Acquisition cost at 31 December 2022 12,664 2,751 3,916 19,332 less: Accumulated depreciation at 31 December 2022 (3,686) (2,020) (1,786) (7,491) Net book value at 31 December 2022 8,979 732 2,131 11,841
Bank
Furniture Amounts in Eur ‘000 Land and Vehicles & and other buildings equipment equipment Total Acquisition cost on 1st January 2023 12,533 2,751 3,800 19,084 Less: Accumulated depreciation on 1st January 2023 (3,678) (2,020) (1,722) (7,420) Net book value at 1 January 2023 8,855 731 2,078 11,664 Additions 797 528 153 1,478 Disposals/write offs (678) (2) (1) (681) Depreciation for the year (1,114) (356) (276) (1,746) Depreciation of disposals/write offs 19 2 2 23 Acquisition cost at 31 December 2023 12,652 3,277 3,952 19,881 Accumulated depreciation at 31 December 2023 (4,773) (2,374) (1,996) (9,143) Net book value at 31 December 2023 7,879 903 1,956 10,738
Furniture Amounts in Eur ‘000 Land and Vehicles & and other buildings equipment equipment Total Acquisition cost on 1st January 2022 11,536 2,589 3,595 17,721 Less: Accumulated depreciation on 1st January 2022 (2,723) (1,716) (1,460) (5,900) Net book value at 1 January 2022 8,814 873 2,135 11,821 Additions 1,335 162 205 1,702 Transfers to right of use assets (339) 0 0 (339) Depreciation for the year (1,009) (303) (262) (1,574) Depreciation of transfers 54 0 0 54 Acquisition cost at 31 December 2022 12,533 2,751 3,800 19,084 Accumulated depreciation at 31 December 2022 (3,678) (2,020) (1,722) (7,420) Net book value at 31 December 2022 8,854 732 2,078 11,664
Notes to the Financial Statements dated December 31, 2023
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25. Intangible assets
The variation of the intangible assets during the financial year 2023 is the following:
Group
Other Amounts in Eur ‘000 Software Intangible Total Acquisition cost on 1st January 2023 11,848 4,055 15,903 Less: Accumulated depreciation on 1st January 2023 (4,962) (617) (5,579) Net book value at 1 January 2023 6,886 3,438 10,324 Additions 3,001 0 3,001 Depreciation for the year (2,212) (308) (2,520) Acquisition cost at 31 December 2023 14,849 4,055 18,904 Accumulated depreciation at 31 December 2023 (7,174) (925) (8,099) Net book value at 31 December 2023 7,675 3,130 10,805
Other Amounts in Eur ‘000 Software Intangible Total Acquisition cost on 1st January 2022 8,438 4,055 12,493 Less: Accumulated depreciation on 1st January 2022 (3,455) (308) (3,763) Net book value at 1 January 2022 4,984 3,746 8,730 Additions 3,410 0 3,410 Depreciation for the year (1,507) (308) (1,816) Depreciation of disposals/write offs 0 0 0 Acquisition cost at 31 December 2022 11,848 4,055 15,903 Accumulated depreciation at 31 December 2022 (4,962) (617) (5,579) Net book value at 31 December 2022 6,886 3,438 10,324
The line item “Other Intangible” includes intangible assets attributable to customer relationships and trademarks
recognised at the time of acquisition of the Bank’s subsidiaries Optima Factors and Optima Asset Management
AEDAK.
Bank
Amounts in Eur ‘000 Software Total Acquisition cost on 1st January 2023 11,040 11,040 Less: Accumulated depreciation on 1st January 2023 (4,307) (4,307) Net book value at 1 January 2023 6,733 6,733 Additions 2,832 2,832 Depreciation for the year (2,144) (2,144) Acquisition cost at 31 December 2023 13,872 13,872 Less: Accumulated depreciation at 31 December 2023 (6,451) (6,451) Net book value at 31 December 2023 7,421 7,421
Notes to the Financial Statements dated December 31, 2023
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125
Amounts in Eur ‘000 Software Total Acquisition cost on 1st January 2022 7,709 7,709 Less: Accumulated depreciation on 1st January 2022 (2,849) (2,849) Net book value at 1 January 2022 4,860 4,860 Additions 3,332 3,332 Depreciation for the year (1,459) (1,459) Acquisition cost at 31 December 2022 11,040 11,040 Less: Accumulated depreciation at 31 December 2022 (4,307) (4,307) Net book value at 31 December 2022 6,733 6,733
26. Right-of-use assets
Group
(i)Amounts recognised in statement of financial position 1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Rights-of-use assets Buildings 18,546 18,892 Vehicles 962 544 Balance at year end 19,508 19,436 Lease Liabilities Short-term liabilities 2,696 2,297 Long-term liabilities 18,165 17,961 Balance at year end 20,861 20,259
(ii)Amounts recognised in statement of profit or loss 1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Depreciation of rights-of-use on assets Buildings 2,693 2,271 Vehicles 331 276 Total 3,024 2,547 Interest expense 769 728
Notes to the Financial Statements dated December 31, 2023
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126
Amounts in Eur ‘000 Buildings Vehicles Total Acquisition cost on 1st January 2023 25,028 1,244 26,272 Less: Accumulated depreciation on 1st January 2023 (6,136) (700) (6,836) Net book value at 1 January 2023 18,892 544 19,436 Additions 2,347 822 3,169 Disposals (175) (554) (729) Depreciation for the year (2,693) (333) (3,026) Accumulated depreciation of transfers 175 483 658 Acquisition cost at 31 December 2023 27,200 1,512 28,712 Less: Accumulated depreciation at 31 December 2023 (8,654) (550) (9,204) Net book value at 31 December 2023 18,546 962 19,508
Amounts in Eur ‘000 Buildings Vehicles Total Acquisition cost on 1st January 2022 22,464 1,050 23,514 Less: Accumulated depreciation on 1st January 2022 (3,847) (449) (4,296) Net book value at 1 January 2022 18,617 601 19,218 Additions 2,454 242 2,696 Disposals (229) (49) (278) Transfers 339 0 339 Depreciation for the year (2,271) (276) (2,547) Depreciation of disposals/write offs 36 26 62 Depreciation of transfers (54) 0 (54) Acquisition cost at 31 December 2022 25,028 1,244 26,272 Less: Accumulated depreciation at 31 December 2022 (6,136) (700) (6,835) Net book value at 31 December 2022 18,892 544 19,436
Bank
(i)Amounts recognised in statement of financial position Amounts in Eur ‘000 31/12/2023 31/12/2022 Rights-of-use assets Buildings 18,545 18,892 Vehicles 933 519 Balance at year end 19,478 19,411 Lease Liabilities Short-term Liabilities 2,688 2,289 Long-term Liabilities 18,146 17,944 Balance at year end 20,834 20,233
Notes to the Financial Statements dated December 31, 2023
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(ii)Amounts recognised in statement of profit or loss 1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Depreciation of rights-of-use on assets Buildings 2,693 2,271 Vehicles 324 269 Total 3,017 2,539 Interest expense 762 727
Amounts in Eur ‘000 Buildings Vehicles Total Acquisition cost on 1st January 2023 25,028 1,214 26,242 Less: Accumulated depreciation on 1st January 2023 (6,136) (695) (6,831) Net book value at 1 January 2023 18,892 519 19,411 Additions 2,347 807 3,154 Disposals (175) (553) (728) Depreciation for the year (2,693) (324) (3,017) Depreciation of disposals 175 483 658 Acquisition cost at 31 December 2023 27,200 1,468 28,668 Less: Accumulated depreciation at 31 December 2023 (8,654) (536) (9,190) Net book value at 31 December 2023 18,546 932 19,478
Amounts in Eur ‘000 Buildings Vehicles Total Acquisition cost on 1st January 2022 22,235 1,002 23,236 Less: Accumulated depreciation on 1st January 2022 (3,811) (426) (4,237) Net book value at 1 January 2022 18,424 576 18,999 Additions 2,454 213 2,666 Transfers 339 0 339 Depreciation for the year (2,271) (269) (2,539) Depreciation of transfers (54) 0 (54) Acquisition cost at 31 December 2022 25,028 1,214 26,242 Less: Accumulated depreciation at 31 December 2022 (6,136) (695) (6,830) Net book value at 31 December 2022 18,892 519 19,411
27. Deferred tax assets
The change in the deferred tax asset per category of temporary differences in the year 2023 for the Group and
the Bank is analyzed as follows:
Notes to the Financial Statements dated December 31, 2023
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128
Group
Credit / Balance as Balance as at Credit / (debit) to at 31st Amounts in Eur ‘000 (debit) to other 1st January December results comprehensi2023 2023 ve income Property, Plant & Equipment and Intangible assets 97 (43) 0 54 Intangible assets from the acquisition of subsidiaries at fair value (756) 68 0 (688) Provisions for impairment on loans and advances to customers 3,994 1,951 0 5,945 Other provisions 766 (281) 0 485 Retirement benefit obligations 121 29 3 153 Financial assets at fair value through other comprehensive income 1,957 0 (1,106) 851 Financial assets at fair value through profit and loss 163 (1,117) 0 (954) Valuation of carbon emissions 0 (1,164) 0 (1,164) Valuation of derivatives (248) 1,946 0 1,698 Leases 181 117 0 298 Other 78 1,323 0 1,401 Total 6,353 2,829 (1,103) 8,079
Credit / Balance as Balance as at Credit / (debit) to at 31st Amounts in Eur ‘000 (debit) to other 1st January December results comprehensive 2022 2022 income Property, Plant & Equipment and Intangible assets 93 4 0 97 Intangible assets from the acquisition of subsidiaries at fair value (905) 149 0 (756) Provisions for impairment on loans and advances to customers 2,940 1,054 0 3,994 Other provisions 430 337 0 766 Retirement benefit obligations 101 21 (1) 121 Financial assets at fair value through other comprehensive income 267 0 1,689 1,956 Financial assets at fair value through profit and loss 5 158 0 163 Valuation of carbon emissions 0 (0) 0 (0) Valuation of derivatives 0 (248) 0 (248) Leases 0 181 0 181 Other 0 78 0 78 Total 2,932 1,733 1,688 6,353
Notes to the Financial Statements dated December 31, 2023
Group and Bank
129
Bank
Credit / Balance as Balance as Credit / (debit) to at at Amounts in Eur ‘000 (debit) to other 1st January 30st June results comprehensive 2023 2023 income Property, Plant & Equipment and Intangible assets 93 (44) 0 49 Provisions for impairment on loans and advances to customers 4,048 2,030 0 6,078 Other provisions 1,026 (494) 0 532 Retirement benefit obligations 113 27 3 143 Financial assets at fair value through other comprehensive income 1,955 0 (1,106) 849 Financial assets at fair value through profit and loss 163 (1,109) 0 (946) Valuation of carbon emissions 0 (1,164) 0 (1,164) Valuation of derivatives (248) 1,946 0 1,698 Leases 181 117 0 298 Other 78 1,323 0 1,401 Total 7,409 2,632 (1,103) 8,938
Credit / Balance as Balance as Credit / (debit) to at at Amounts in Eur ‘000 (debit) to other 31st 1st January results comprehensive December 2022 income 2022 Property, Plant & Equipment and Intangible assets 89 4 0 93 Provisions for impairment on loans and advances to customers 2,978 1,070 0 4,047 Other provisions 637 389 0 1,026 Retirement benefit obligations 91 24 (1) 113 Financial assets at fair value through other comprehensive income 267 0 1,689 1,956 Financial assets at fair value through profit and loss 4 159 0 163 Valuation of carbon emissions 0 0 0 0 Valuation of derivatives 0 (248) 0 (248) Leases 0 181 0 181 Other 0 78 0 78 Total 4,066 1,655 1,688 7,410
Notes to the Financial Statements dated December 31, 2023
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28. Other assets
The other assets of the Group and the Bank are broken down as follows:
Group
31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Listed derivatives margin account 23,719 25,124 Clearing accounts for securities transactions in Athens Stock Exchange, Greek derivatives market and foreign stock exchanges 5,656 32,786 Hellenic Deposit and Investment Guarantee Fund 1,595 3,144 Guarantee fund 6,397 5,970 Auxiliary fund 4,096 2,131 Energy Stock Exchange 1,250 1,250 Debtors 2,390 1,022 Guarantees 1,140 1,141 Carbon emissions inventory 40,479 57 Advances and other receivables accounts 5,989 10,035 Prepaid expenses and accrued revenue 2,702 1,174 Advance Income Tax 415 176 Other receivables from the Greek State 268 47 Due from brokerage companies 9,856 5,845 105,952 89,903 Less: Impairment Provisions (102) (290) Total 105,850 89,613
Bank
31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Derivatives and securities margin accounts 23,719 25,124 Clearing accounts for securities transactions in Athens Stock Exchange, Greek derivatives market and foreign stock exchanges 5,656 32,786 Hellenic Deposit and Investment Guarantee Fund 1,595 3,144 Guarantee fund 6,147 5,720 Auxiliary fund 4,096 2,131 Energy Stock Exchange 1,250 1,250 Debtors 2,575 1,126 Guarantees 1,140 1,141 Carbon emissions inventory 40,479 57 Advances and other receivables accounts 5,527 9,526 Prepaid expenses and accrued revenue 2,555 1,041 Other receivables from the Greek State 82 47 Due from brokerage companies 9,856 5,845 104,677 88,939 Less: Impairment Provisions (102) (290) Total 104,575 88,650
Notes to the Financial Statements dated December 31, 2023
Group and Bank
131
The changes in the balances are mainly due to the account "Clearing accounts and receivables from customers
from stock exchange transactions in AXA, CFA & foreign stock exchanges" which concerns uncleared purchases
in the normal context of customer stock transactions and the creation of a carbon emissions inventory.
29. Due to central bank
The obligations to the central bank are analyzed as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Due to central bank - time deposits 0 64,284 Total 0 64,284
31/12/2023 31/12/2022 Amounts in Eur ‘000 Due to central bank - time deposits 0 64,284 Total 0 64,284
On 31/12/2023 the Bank had not made use of the Eurosystem credit facilities. On 31/12/2022, the Bank had
utilized Eurosystem facilities (PELTRO and TLTRO III) amounting to a total EUR 64,284 thousand.
The fair value of due to central bank item approximates their book value.
30. Due to banks
The Liabilities to banks are analyzed as follows:
Group
31/12/2022 31/12/2023 Amounts in Eur ‘000 (As reclassified) Due to banks - sight deposits 612 363 Due to banks - time deposits 78,443 14,626 Bond loan 2,024 5,036 Listed derivatives margin account 0 6,803 Total 81,079 26,829
Bank
31/12/2022 31/12/2023 Amounts in Eur ‘000 (As reclassified) Due to banks - sight deposits 612 363 Due to banks - time deposits 78,443 14,626 Derivatives margin account 0 6,803 Total 79,055 21,793
The fair value of liabilities to financial institutions approximates their book value.
Notes to the Financial Statements dated December 31, 2023
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132
31. Due to customers
The deposits and other customers’ accounts are broken down as follows:
Group
31/12/2023 31/12/2022 Amounts in Eur ‘000 Sight deposits 1,337,170 1,214,277 Savings accounts 3,963 6,896 Time deposits 1,579,364 750,169 Blocked deposits 172,614 115,531 Other deposits 85,944 75,325 Cheques payable 12,749 15,010 Total 3,191,804 2,177,209
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Sight deposits 1,342,277 1,216,583 Savings accounts 3,963 6,896 Time deposits 1,579,364 750,235 Blocked deposits 172,614 115,531 Other deposits 85,944 75,325 Cheques payable 12,749 15,010 Total 3,196,911 2,179,580
"Other Deposits" includes the outstanding balances of the Bank's clients' brokerage accounts.
The fair value of “due to customers” approximates their book value.
32. Retirement benefit obligations
Group
The amounts recorded in the statement of financial position are the following:
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance sheet liabilities for: Lump-sum payments upon retirement - Non funded 692 550 692 550
The amounts recorded in the income statement are the following:
Amounts in Eur ‘000 Note 31/12/2023 31/12/2022 Current service cost 137 122 Finance cost 10 3 Settlement cost 78 265 Total included in employee benefits 10 225 390
The movement in the liability recognized in the statement of financial position is as follows:
Notes to the Financial Statements dated December 31, 2023
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133
Amounts in Eur ‘000 31/12/2023 31/12/2022 Net obligation recognised in the balance sheet at the beginning of the year 550 458 Expenditure to be recorded in the income statement 226 390 Employer contributions paid (96) (294) Amount recorded in other comprehensive income 12 (5) Net obligation recognised in the balance sheet at the end of the year 692 550
The amount recorded in other comprehensive income is as follows:
Amounts in Eur ‘000 31/12/2023 31/12/2022 Amount recognised in other comprehensive income 12 (5) Actuarial (gain) / loss on obligation due to: -financial assumptions (36) (10) - experience 48 5 Bank
The amounts recorded on the statement of financial position are the following:
Amounts in Eur ‘000 31/12/2023 31/12/2022 Balance sheet liabilities for: Lump-sum payments upon retirement - Non funded 650 514 650 514
The amounts recorded in the income statement are the following:
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 Note 31/12/2023 31/12/2022 Current service cost 130 116 Finance cost 9 2 Settlement cost 68 162 Total included in employee benefits 10 207 280
The movement in the liability recognized in the statement of financial position is as follows:
Amounts in Eur ‘000 31/12/2023 31/12/2022 Net obligation recognised in the balance sheet at the beginning of the year 514 413 Expenditure to be recorded in the income statement 208 280 Employer contributions paid (84) (173) Amount recorded in other comprehensive income 12 (7) Net obligation recognised in the balance sheet at the end of the year 650 514
The amount recorded in other comprehensive income is as follows:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
134
1/1/2023 - 1/1/2022 - Amounts in Eur ‘000 31/12/2023 31/12/2022 Amount recognised in other comprehensive income 12 (7) Actuarial (gain) / loss on obligation due to: - financial assumptions (34) (10) - experience 46 3
The main actuarial assumptions used for accounting purposes are as follows:
31/12/2023 31/12/2022 Discount rate 3.45% 1.80% Future salary increases 2.10% 1.00% Inflation 2.10% 2.20%
Sensitivity analysis
The sensitivity analysis of the defined employee retirement benefit liability is as follows:
Effect on the defined benefit liability OPTIMA BANK OPTIMA FACTORS OPTIMA AEDAK DecreaIncreasDecreaIncrease Decrease Increase se e se Discount rate (change in assumption by 0.5%) -3% 3% -6% 6% -3% 3% Salary increase (change in assumption by 0.5%) 3% -3% 6% -6% 3% -3%
33. Other liabilities
Other liabilities are broken down as follows:
Group
31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Clearing accounts for securities transactions in Athens Stock Exchange, Greek derivatives market and foreign stock exchanges 6,215 32,608 Taxes and duties payables 2,394 1,178 Accrued interest and other deferred revenue 1,991 1,179 Other payables 28,887 15,996 Social security payable 999 906 Due to brokerage companies 181 40 Total 40,667 51,907
Notes to the Financial Statements dated December 31, 2023
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135
Bank
31/12/2022 Amounts in Eur ‘000 31/12/2023 (As reclassified) Clearing accounts for securities transactions in Athens Stock Exchange, Greek derivatives market and foreign stock exchanges 6,215 32,608 Taxes and duties payables 1,775 973 Accrued interest and other deferred revenue 1,991 1,179 Other payables 27,966 13,963 Social security payable 954 870 Due to brokerage companies 181 40 Total 39,082 49,632
The changes in the balances are mainly due to the line of "Clearing accounts for securities transactions in Athens
Stock Exchange, Greek derivatives market and foreign stock exchanges" which concerns unsettled transactions
and to the line of "Other liabilities" due to a change mainly in transactions through DIAS and which are cleared
within the next few days.
34. Provisions
The provisions are broken down as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Provisions for legal cases 257 376 Provisions for unaudited fiscal years 331 331 Provisions of guarantee letters 1,778 1,969 Other provisions 0 48 Total 2,366 2,724
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Provisions for legal cases 257 376 Provisions for unaudited fiscal years 321 321 Provisions of guarantee letters 1,778 1,969 Total 2,356 2,666
Notes to the Financial Statements dated December 31, 2023
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136
35. Share capital
On 31/12/2023, the share capital amounts to EUR 254,245 thousand EUR 160,279 thousand as of 31/12/2022)
divided into 73,694,142 shares with voting rights and a nominal value of EUR 3.45 per share. The Bank has
23,298 own shares.
Number of Shares Bank Group No. of ordinary Own Total no. of shares shares ordinary shares Balance as at 1st January 2022 7,524,840 7,524,840 Balance as at 31st December 2022 7,524,840 7,524,840 Balance as at 1st January 2023 7,524,840 7,524,840 Share capital decrease with losses net off (7,524,840) (7,524,840) Share capital decrease with split (1 old for 5 new shares) 37,624,200 37,624,200 Share capital increase with bond loan conversion 14,084,435 14,084,435 Capitalization of earnings 985,507 985,507 Share capital increase 21,000,000 21,000,000 Purchases of own shares (107,972) (107,972) Sales of own shares 84,674 84,674 Balance as at 31st December 2023 73,694,142 (23,298) 73,670,844
36. Other reserves
The other reserves are broken down as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Statutory reserve 17,204 12,184 Special reserves 7,183 7,183 Actuarial gain/(loss) reserve 433 443 Reserve for stock awards to personnel 5,326 0 Total 30,146 19,810
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Statutory reserve 17,008 12,102 Special reserves 6,483 6,483 Actuarial gain/(loss) reserve 432 442 Reserve for stock awards to personnel 5,326 0 Total 29,249 19,027
Notes to the Financial Statements dated December 31, 2023
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137
Statutory Reserve
: According to the Greek Trade Law, the Group is required to withhold from its net
accounting profits a minimum of 5% per year as legal reserve. Such withholding ceases to be compulsory when
the total legal reserve exceeds 1/3 of the paid-up share capital. This taxed reserve is non-distributable
throughout the Group’s lifetime and is intended to cover any debit balances of the profit and loss carried forward
item.
Extraordinary Reserves
: The extraordinary reserves have been formed from taxed profits, and therefore no
additional tax liability will be imposed in case of their distribution.
Reserve for share based payments :
The reserve has been formed from share based payments and stock
options to staff.
37. Balance sheet items broken down by expected due date
The classification of balance sheet items by expected due date is analyzed as follows:
Group
Within 1 year After 1 year As at 31st December 2023 ASSETS 479,323 0 Cash and balances with central bank Due from banks 117,171 8,919 306,932 30,696 Financial assets measured at fair value through profit or loss Derivative financial instruments 1,033 0 Loans and advances to customers 1,062,695 1,368,219 50,183 36,305 Financial assets measured at fair value through other comprehensive income Debt securities at amortised cost 22,702 228,686 0 260 Investment in subsidiaries and associates Property, plant and equipment 0 10,903 Intangible assets 0 10,805 Right of use assets 0 19,508 Deferred tax assets 0 8,079 30,603 75,247 Other assets Total assets 2,070,643 1,797,626 LIABILITIES Due to central bank 0 0 Due to banks 81,079 0 Due to customers 3,177,580 14,224 Derivative financial instruments 8,497 0 Lease liabilities 2,696 18,165 Retirement benefit obligations 0 692 Income tax liability 12,226 0 Other liabilities 40,667 0 Provisions 0 2,366 Total liabilities 3,322,745 35,447
Notes to the Financial Statements dated December 31, 2023
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138
Within 1 year After 1 year As at 31st December 2022 ASSETS Cash and balances with central bank 215,240 0 Due from banks 82,896 9,041 Financial assets measured at fair value through profit or loss 175,411 36,242 Derivative financial instruments 8,084 0 Loans and advances to customers 760,022 914,501 Financial assets measured at fair value through other comprehensive income 60,660 32,596 Debt securities at amortised cost 1,690 172,774 Investment in subsidiaries and associates 0 448 Property, plant and equipment 0 11,841 Intangible assets 0 10,324 Right of use assets 0 19,436 Deferred tax assets 0 6,353 Other assets 56,382 33,231 Total assets 1,360,385 1,246,787 LIABILITIES Due to central bank 64,284 0 Due to banks 21,793 5,036 Due to customers 2,177,141 68 Derivative financial instruments 6,393 0 Lease liabilities 2,298 17,961 Retirement benefit obligations 0 550 Income tax liability 4,064 0 Other liabilities 51,907 0 Provisions 0 2,724 Total liabilities 2,327,880 26,339
Notes to the Financial Statements dated December 31, 2023
Group and Bank
139
Bank
Within 1 year After 1 year As at 31st December 2023 ASSETS Cash and balances with central bank 479,322 0 Due from banks 114,706 8,919 Financial assets measured at fair value through profit or loss 306,302 30,692 Derivative financial instruments 1,033 0 Loans and advances to customers 943,986 1,472,086 Financial assets measured at fair value through other comprehensive income 50,183 36,305 Debt securities at amortised cost 22,702 228,686 Investment in subsidiaries and associates 0 9,134 Property, plant and equipment 0 10,738 Intangible assets 0 7,421 Right of use assets 0 19,478 Deferred tax assets 0 8,938 Other assets 30,086 74,489 Total assets 1,948,320 1,906,886 LIABILITIES Due to central bank 0 0 Due to banks 79,055 0 Due to customers 3,182,687 14,224 Derivative financial instruments 8,497 0 Lease liabilities 2,689 18,145 Retirement benefit obligations 0 650 Income tax liability 11,491 0 Other liabilities 39,082 0 Provisions 0 2,356 Total liabilities 3,323,501 35,375
Notes to the Financial Statements dated December 31, 2023
Group and Bank
140
Within 1 year After 1 year As at 31st December 2022 ASSETS Cash and balances with central bank 215,239 0 Due from banks 79,765 9,041 Financial assets measured at fair value through profit or loss 173,872 36,242 Derivative financial instruments 8,084 0 Loans and advances to customers 728,011 929,460 Financial assets measured at fair value through other comprehensive income 60,660 32,596 Debt securities at amortised cost 1,690 172,774 Investment in subsidiaries and associates 0 9,133 Property, plant and equipment 0 11,664 Intangible assets 0 6,733 Right of use assets 0 19,411 Deferred tax assets 0 7,410 Other assets 55,508 33,142 Total assets 1,322,829 1,267,606 LIABILITIES Due to central bank 64,284 0 Due to banks 21,793 0 Due to customers 2,179,512 68 Derivative financial instruments 6,393 0 Lease liabilities 2,289 17,944 Retirement benefit obligations 0 514 Income tax liability 3,830 0 Other liabilities 49,632 0 Provisions 0 2,666 Total liabilities 2,327,733 21,193
38. Share based payments
With the decision of the Ordinary General Assesmbly dated 7/6/2023, an increase of the Bank's share capital
was carried out on 26/7/2023, through the capitalization of part of the profits of the fiscal year 2022, amounting
to €3,399,999.15 with the issuance of 985,507 new registered, common, with voting rights, shares which were
allocated free of charge to members of the Board of Directors and to the staff.
In addition, with the decision of 26/9/2023 of the Bank's Board of Directors, a parallel distribution of 471,327
ordinary, voting shares was made for the members of the Bank's Board of Directors and the staff at a sale price
of €6.48 (reduced by 10% from the final sale price which amounted to €7.20).
The total of the aforementioned benefits amounts to €5,326 thousand for the year 2023, while there were no
corresponding benefits in the comparative year.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
141
39. Commitments, contingent liabilities and assets
a) Contingent liabilities from guarantees
The nominal values of the contingent and undertaken liabilities are broken down as follows:
Group
Amounts in Eur ‘000 31/12/2023 31/12/2022 Contingent liabilities Letters of guarantee issued 616,459 434,582 616,459 434,582
Bank
Amounts in Eur ‘000 31/12/2023 31/12/2022 Contingent liabilities Letters of guarantee issued 616,459 434,582 616,459 434,582
In addition to the above, on December 31, 2023 the credit commitments include approved loan agreements
and credit limits of €910,560 thousand for the Group (December 31, 2022: €532,700 thousand) and €799,927
thousand for the Bank (December 31, 2022: € 474,691 thousand).
Approved undisbursed loan agreements and approved credit lines are revocable commitments as they do not
include amounts that can be unconditionally canceled at any time without notice and require the bank's prior
approval.
b) Contingent tax liabilities
According to Law 4174/2013 (Article 65A as in force and according to article 82 of Law 2238/1994), Greek
companies the financial statements of which are compulsorily audited are bound to get an “Annual Tax
Certificate” up to the financial year 2015, the issuance of which requires the conduct of a tax audit by the
auditors who audit their annual financial statements. For the years starting on 01.01.2016 and henceforth, the
Annual Tax Certificate will be optional, but the Bank continues to get it.
The Group has been audited by the tax authorities up to the financial year 2009. It has not been audited by
the tax authorities for the year 2010 when the Annual Tax Certificate was not compulsory.
The Bank has obtained a tax certificate by the Auditors without qualifications for the years 2011, 2012, 2015,
2016, 2017, 2018, 2019, 2020, 2021 and 2022. For the years 2013 and 2014, it has obtained a tax certificate
from its Auditors without qualifications, but with an emphasis of matter based on the inquiry submitted by the
Bank to the Ministry of Finance regarding the tax handling of the loss from the transfer of assets and liabilities
to Piraeus Bank.
For the financial year 2023, the Bank is currently audited by its Auditors. This audit is in progress and the
relevant tax certificate is expected to be issued after the publication of the financial statements for the year
Notes to the Financial Statements dated December 31, 2023
Group and Bank
142
2023. We consider that until the completion of the tax audit, no additional tax liabilities will arise that will have
a significant impact on the financial statements.
IBG CAPITAL SA has obtained a tax certificate without qualifications from its Auditors for the financial years
2011 to and including 2013, while for the years 2014 to and including 2018 it has not obtained any tax certificate
in accordance with Law 4174/2013, Article 65. For the years 2019 to 2022, the company has obtained a tax
certificate without qualifications, while for the year 2022 the audit to issue a tax certificate is in progress. We
consider that until the completion of the audit, no additional tax liabilities would arise that would have a
significant impact on the financial statements.
OPTIMA FACTORS S.A. has been tax audited for the years until and including 2008 and has closed, in terms of
taxation, the year 2009, in accordance with the provisions of Law 3888/2012. For the year 2010, the provisions
on limitation of Article 72, para. 11 of Law 4174/2013 do apply. For the years 2011, 2012 and 2013 it has been
audited by the Statutory Auditors and has received the annual tax certificate of paragraph 5, Article 82 of the
Income Tax Code (Law 2238/1994), while for the years 2014 to 2022 it has received the annual tax certificate
provided for in Article 65A of Law 4174/2013. For the year 2023, the audit to issue a tax certificate is in progress.
We consider that until the completion of the audit, no additional tax liabilities would arise that would have a
significant impact on the financial statements.
Moreover, OPTIMA MANAGEMENT S.A. has been tax audited for the years 2011 to and including 2013 and the
said tax audit is conducted in accordance with Article 82, para. 5 of Law 2238/1994 and the Decision ref. POL
1159/22.7.2011 of the Minister of Finance. The years 2014 to and including 2022 have been audited in
accordance with Article 65 A of Law 4174/2013. For the year 2023, the tax audit is still pending and is expected
to be completed within the time limits provided for. We consider that until the completion of the audit, no
additional tax liabilities would arise that would have a significant impact on the financial statements.
IBG INVESTMENTS S.A. has no tax liabilities in accordance with the tax framework of its country of
establishment.
According to the Greek tax legislation and the relevant ministerial decisions, the companies for which a tax
certificate without remarks about infringements of the tax legislation is issued are not exempted from the
infliction of additional taxes and fines by the tax authorities within the framework of the legal restrictions (five
years from the end of the financial year in which the relevant tax return shall be submitted). In the light of the
above, generally it is considered that the right of the Greek State to inflict taxes up to the financial year 2016
is exhausted as regards the Group.
c) Contingent legal obligations
There are no pending legal liabilities or obligations that could materially affect the financial position of the Group
on December 31, 2023, except the cases for which a relevant provision has been formed (Note 34).
d) Asset commitments
Due from banks:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
143
• Placements of EUR 18,684 thousand relate to derivative instruments transaction guarantees as of
31/12/2023 (EUR 3.981 thousand as of 31/12/2022).
• An amount of a book value of EUR 10,248 thousand (EUR 9,950 thousand on 31/12/2022) relates
to counter-guarantees to letters of guarantee issued by cooperating banks. These are cases where
we do not have a correspondence relation with the beneficiary’s Bank.
Investment and trading portfolio securities:
• An amount of a book value of EUR 9,816 thousand relates to Italian Government bonds that have
been given to the European Central Bank for funding liquidity purposes as of 31/12/2022.
• An amount with a book value of EUR 24,895 thousand relates to Hellenic Treasury bills given to the
European Central Bank for funding liquidity purposes as of 31/12/2022.
• An amount of book value of €63,882 thousand on 31/12/2023 (€22,010 thousand 31/12/2022)
concerns the lending of securities to cooperating banking institutions in the framework of the
utilization of the bank's assets while earning interest income.
Loans and advances to customers:
A nominal amount of EUR 72,755 thousand for the pledging of Non-Negotiable Assets (Business Loans) as
collateral in the context of the implementation of the Monetary Policy by the Bank of Greece on 31/12/2023.
The above amount is subject to a 61% haircut and is ultimately set to EUR 28,374 thousand. which is the
maximum potential amount of funding from the Eurosystem against the portfolio of loan claims. As of
12/31/2023, the bank had not made use of this particular pledge for the purposes of raising liquidity.
40. Related party transactions
All transactions are objective, are conducted at arm’s length and fall within the scope of the normal activities of
the Group. The volume of transactions per category is shown here below.
40.1 Transactions with subsidiaries and associates of Optima Bank
a) Accounts Receivable
Amounts in Eur '000 GROUP BANK Receivables from subsidiaries 31/12/2023 31/12/2023 Loans net of provisions 0 103,405 Other receivables 0 13 Total 0 103,418 Receivables from associates Loans net of provisions 9,723 9,723 Other receivables 29 29 Total 9,752 9,752
Notes to the Financial Statements dated December 31, 2023
Group and Bank
144
b) Accounts payables
GROUP BANK Amounts in Eur '000 Payables to subsidiaries 31/12/2023 31/12/2023 Deposits 0 6,566 Total 0 6,566
c) Income
GROUP BANK Amounts in Eur '000 1/1/2023 - 1/1/2023 - 31/12/2023 31/12/2023 Income from subsidiaries Interest and similar income 0 4,159 Commission income 0 888 Other income 0 176 Total 0 5,223 Income from associates Interest and similar income 745 745 Commission income 2 2 Total 747 747
d) Expenses
1/1/2023 - 1/1/2023 - 31/12/2023 31/12/2023 Expenses from subsidiaries Interest expense and similar charges 0 (7) Total 0 (7)
a) Accounts Receivable
Amounts in Eur '000 GROUP BANK Receivables from subsidiaries 31/12/2022 31/12/2022 Loans net of provisions 0 38,575 Other receivables 0 109 Total 0 38,683 Receivables from associates Loans net of provisions 9,822 9,822 Total 9,822 9,822
Notes to the Financial Statements dated December 31, 2023
Group and Bank
145
b) Accounts payables
Amounts in Eur '000 GROUP BANK Payables to subsidiaries 31/12/2022 31/12/2022 Deposits 0 3,230 Total 0 3.230 Payables to associates Deposits 8 8 Total 8 8
c) Income
Amounts in Eur '000 GROUP BANK 1/1/2022 - 1/1/2022 - 31/12/2022 31/12/2022 Income from subsidiaries Interest and similar income 0 840 Commission income 0 365 Other income 0 148 Total 0 1,353 Income from associates Interest and similar income 108 108 Total 108 108
d) Expenses 1/1/2022 - 1/1/2022 - 31/12/2022 31/12/2022 Expenses from subsidiaries Interest expense and similar charges 0 (2) Total 0 (2)
It is noted that the above transactions are carried out within the framework of business as usual, based on
the arm’s length principle and the usual commercial terms for corresponding transactions with third parties
(market terms).
40.2 Related party transactions with managers, directors and persons related to them
GROUP BANK Amounts in Eur '000 a) Accounts receivable 31/12/2023 31/12/2023 Loans 5,572 5,572 Total 5,572 5,572
Notes to the Financial Statements dated December 31, 2023
Group and Bank
146
b) Accounts payable Deposits 3,401 3,042 Total 3,401 3,042
1/1/2023 - 1/1/2023 - c) Income 31/12/2023 31/12/2023 Interest and similar income 105 103 Total 105 103
1/1/2023 - 1/1/2023 - d) Expenses 31/12/2023 31/12/2023 Interest expense and similar charges (7) (6) Total (7) (6)
Amounts in Eur '000 GROUP BANK a) Accounts receivable 31/12/2022 31/12/2022 Loans 2,055 2,045 Total 2,055 2,045
b) Accounts payable 31/12/2022 31/12/2022 Deposits 2,029 2,024 Total 2,029 2,024
c) Income 1/1/2022 - 1/1/2022 - Interest and similar income 31/12/2022 31/12/2022 Total 28 28 28 28
1/1/2022 - 1/1/2022 - d) Expenses 31/12/2022 31/12/2022 Interest expense and similar charges (1) (1) Total (1) (1)
It is noted that the above transactions are carried out within the framework of business as usual, based on
the arm’s length principle and the usual commercial terms for corresponding transactions with third parties
(market terms).
Notes to the Financial Statements dated December 31, 2023
Group and Bank
147
40.3 Remuneration of Management and members of the Board of Directors
Amounts in Eur '000 GROUP BANK 1/1/2023 - 1/1/2023 - 31/12/2023 31/12/2023 Salaries, social insurance contributions and other expenses 2,937 2,548 Compensation & other benefits 148 115 Benefits in equity securities 3,698 3,698 Total 6,783 6,361
Amounts in Eur '000 GROUP BANK 1/1/2022 - 1/1/2022 - 31/12/2022 31/12/2022 Salaries, social insurance contributions and other expenses 2,799 2,256 Compensation & other benefits 134 103 Total 2,932 2,359
41. Independent auditors fee
The total fees paid by the Bank to the independent auditor “Deloitte Certified Public Accountants SA” for the
audit and other services they provided are broken down as follows:
Amounts in Eur ‘000 31/12/2023 31/12/2022 Statutory Audit 300 258 Tax Certificate 87 74 Non audit services 280 13 Total 667 345
42. Segment Reporting
The Bank's management monitors returns from banking activities, treasury activities and brokerage activities
on an aggregated basis. The amounts relating to the net revenues of the business segments are derived from
direct net revenues and exclude internal allocations and financing results between the sectors.
As regards the costs, they are reported in aggregate since they are monitored by the Bank's management at
the level of the owner.
At the same time, the Bank's management also monitors the results of the Group's subsidiaries separately.
Notes to the Financial Statements dated December 31, 2023
Group and Bank
148
1/1/2023 - 31/12/2023 Amounts in Eur '000 Total Total Banking Brokerage Treasury Other Bank Subsidiaries Eliminations Group Income from operating activities Net interest income 111,666 1,694 27,949 (1,128) 140,181 2,044 (12) 142,212 Net fee and commission income 21,301 7,187 0 44 28,531 3,518 70 32,119 Gains/losses from financial transactions 0 0 16,439 1,404 17,843 (179) (51) 17,614 Other operating income 0 0 400 754 1,154 39 (182) 1,012 Total operating income 132,967 8,881 44,789 1,074 187,710 5,422 (176) 192,957 Other non allocated amounts (64,555) (2,194) (263) (67,013) Profit before tax 123,155 125,944 Profit after tax 100,721 103,023 Assets 31/12/2023 2,401,273 82,987 1,279,444 91,503 3,855,207 130,266 (117,204) 3,868,269 Liabilities 31/12/2023 3,137,062 57,659 88,169 75,987 3,358,877 110,124 (110,809) 3,358,192 1/1/2022 - 31/12/2022 (As reclassified) Amounts in Eur '000 Total Total Banking Brokerage Treasury Other Bank Subsidiaries Eliminations Group Income from operating activities Net interest income 51,437 1,419 7,942 (1,003) 59,794 994 5 60,793 Net fee and commission income 14,460 5,261 0 77 19,798 2,433 (0) 22,231 Gains/losses from financial transactions 0 0 10,298 2,470 12,768 284 0 13,052 Other operating income 0 0 157 156 313 4 (141) 175 Total operating income 65,897 6,680 18,397 1,700 92,674 3,714 (137) 96,251 Other non allocated amounts (46,922) (1,843) 619 (48,146) Profit before tax 45,752 48,105 Profit after tax 40,343 42,427 Assets 31/12/2022 1,659,215 92,730 743,847 94,643 2,590,434 65,449 (48,711) 2,607,172 Liabilities 31/12/2022 2,122,229 77,849 93,178 55,670 2,348,927 47,779 (42,486) 2,354,220
43. Reclassifications
The reclassifications to the comparative funds in the financial position that have been carried out are intended
to make the information provided comparable to that of the current year and are summarized below:
Notes to the Financial Statements dated December 31, 2023
Group and Bank
149
GROUP
In the statement of financial position, for purposes of comparability of funds between years, the reclassifications
included in the table below were made:
31/12/2022 31/12/2022 Amounts in Eur '000 Published Merged amounts Reclassifications Reclassified ASSETS Cash and balances with central bank 215,240 0 0 215,240 Due from banks 94,642 0 (2,705) 91,937 Financial assets measured at fair value through profit or loss 211,653 0 0 211,653 Derivative financial instruments 8,084 0 0 8,084 Loans and advances to customers 1,674,523 0 0 1,674,523 Financial assets measured at fair value through other comprehensive income 93,256 0 0 93,256 Debt securities at amortised cost 174,464 0 0 174,464 Investment in associates 448 0 0 448 Property, plant and equipment 11,841 0 0 11,841 Intangible assets 10,324 0 0 10,324 Right of use assets 19,436 0 0 19,436 Deferred tax assets 6,353 0 0 6,353 Receivables from margin and brokerage settlement accounts 61,051 (61,051) 0 0 Hellenic Deposit and Investment Guarantee Fund and investment product guarantees 12,495 (12,495) 0 0 Current tax assets 223 (223) 0 0 Other assets 13,704 73,769 2,140 89,613 Total assets 2,607,737 0 (565) 2,607,172 EQUITY AND LIABILITIES Due to central bank 64,284 0 0 64,284 Due to banks 20,066 0 6763 26,829 Due to customers 2,177,209 0 0 2,177,209 Payables from margin and brokerage settlement accounts 39,411 (39,411) 0 0 Derivative financial instruments 6,958 0 (565) 6,393 Lease liability 20,259 0 0 20,259 Retirement benefit obligations 550 0 0 550 Income tax liability 4,064 0 0 4,064 Other liabilities 19,259 39,411 (6,763) 51,907 Provisions 2,724 0 0 2,724 Total liabilities 2,354,784 0 (565) 2,354,219 Shareholders equity Share capital 160,279 0 0 160,279 Share premium 0 0 0 0 Convertible bond loan 60,000 0 0 60,000 Fair value through other comprehensive income reserve (6,727) 0 0 (6,727) Less: Treasury shares 0 0 0 0 Other reserves 19,810 0 0 19,810 Retained earnings/(losses) 19,573 0 0 19,573 Total equity attributable to the Company's shareholders 252,935 0 0 252,935 Non-controlling interests 18 0 0 18 Total equity 252,953 0 0 252,953 Total liabilities and equity 2,607,737 0 (565) 2,607,172
Notes to the Financial Statements dated December 31, 2023
Group and Bank
150
BANK
In the statement of financial position, for purposes of comparability of funds between years, the reclassifications
included in the table below were made:
31/12/2022 Merged 31/12/2022 Amounts in Eur '000 Reclassifications Published amounts Reclassified ASSETS Cash and balances with central bank 215,239 0 0 215,239 Due from banks 91,512 0 (2,706) 88,806 Financial assets measured at fair value through profit or loss 210,114 0 0 210,114 Derivative financial instruments 8,084 0 0 8,084 Loans and advances to customers 1,657,471 0 0 1,657,471 Financial assets measured at fair value through other comprehensive income 93,256 0 0 93,256 Debt securities at amortised cost 174,464 0 0 174,464 Investment in subsidiaries and associates 9,133 0 0 9,133 Property, plant and equipment 11,664 0 0 11,664 Intangible assets 6,733 0 0 6,733 Right of use assets 19,411 0 0 19,411 Deferred tax assets 7,410 0 0 7,410 Receivables from margin and brokerage settlement accounts 61,051 (61,051) 0 0 Hellenic Deposit and Investment Guarantee Fund and investment product guarantees 12,245 (12,245) 0 0 Current tax assets 47 (47) 0 0 Other assets 13,166 73,343 2,141 88,650 Total assets 2,590,999 0 (565) 2,590,434 EQUITY AND LIABILITIES Due to central bank 64,284 0 0 64,284 Due to banks 15,029 0 6,763 21,793 Due to customers 2,179,580 0 0 2,179,580 Payables from margin and brokerage settlement accounts 39,411 (39,411) 0 0 Derivative financial instruments 6,958 0 (565) 6,393 Lease liability 20,233 0 0 20,233 Retirement benefit obligations 514 0 0 514 Income tax liability 3,830 0 0 3,830 Other liabilities 16,984 39,411 (6,763) 49,632 Provisions 2,666 0 2,666 Total liabilities 2,349,489 0 (565) 2,348,925 Shareholders equity Share capital 160,279 0 0 160,279 Share premium 0 0 0 0 Convertible bond loan 60,000 0 0 60,000 Fair value through other comprehensive income reserve (6,727) 0 0 (6,727) Less: Treasury shares 0 0 0 0 Other reserves 19,027 0 0 19,027 Retained earnings/(losses) 8,930 0 0 8,930 Total equity 241,508 0 0 241,509 Total liabilities and equity 2,590,997 0 (565) 2,590,434
Notes to the Financial Statements dated December 31, 2023
Group and Bank
151
44. Irrevocable payment commitments to the Single Resolution Board (SRB)
The Bank does not make use of the irrevocable payment commitments to the Single Resolution Board. The
amount of the levy burdened the results by EUR 737 thousand as of 31/12/2023 (EUR 406 thousand as of
31/12/2022).
45. Distribution of dividend
The Bank's Board of Directors will propose to the ordinary General Assembly of shareholders the approval and
payment of a dividend of EUR 0.44 per share, subject to obtaining the required approvals from the relevant
corporate bodies and supervisory authorities.
46. Disclosures of Law 4261/5.5.2014
In accordance with article 81 of Law 4261/2014, which incorporates into Greek legislation article 89 of Directive
2013/36/EU of the European Parliament and of the Council of June 26, 2013, the obligation for the Group to
notify information on a consolidated basis for each country in which it operates.
The disclosed information includes: the name of the subsidiary company, the nature of activities, the
geographical location, the turnover, the number of employees in equivalent full-time status, the results before
taxes, the taxes on the results, as well as the received public subsidies.
The required information is as follows:
Greece
The turnover amounted on 31/12/2023 to EUR 193,167 thousand, the result before taxes to EUR 126,161
thousand, the tax on the result to EUR 22,921 thousand and the number of personnel to 500 people. The
following companies are active in the country:
Company Activity OPTIMA BANK S.A. Bank IBG CAPITAL S.A. Venture capital firm OPTIMA FACTORS S.A. Factoring Firm OPTIMA ASSET MANAGEMENT Α.Ε.D.Α.Κ. Asset Management Company
British Virgin Islands
The turnover on 31/12/2023 amounted to €210 thousand and the result to €217 thousand. There is no staff
and no tax liability. The company operating in the country is as follows:
Company Activity ΙΒG INVESTMENTS S.A. Bank
Notes to the Financial Statements dated December 31, 2023
Group and Bank
152
The Group aims to divest from the company within 2024 as it is estimated that at the beginning of the year the
last investment of AKES (Business Holdings Mutual Fund), of which IBG Investments is a shareholder, will be
liquidated.
It is noted that neither the Bank nor any of the Group's companies have collected amounts related to public
subsidies.
47. Notifications of Law 4151/2013
According to the provisions of article 8 par. 3 of L. 4151/2013, any active credit institution established in Greece,
must, immediately after the expiry of the twenty-year time limit, remit to the Greek State collectively, by the
end of April of each year, the balances of dormant deposits, plus prorated interest. The Bank has no dormant
balances that have reached the twenty-year time limit.
48. Events after the reporting period date
There are no events subsequent to the financial statements issue.
Maroussi, April 09, 2024
The Chairman of the Board
of Directors
The Chief Executive Officer
Georgios Taniskidis
Dimitrios Kyparissis
The Head of Financial
Affairs
The Head of Accounting and Tax
Services
Angelos Sapranidis
Eleni Peristera
IV. Report on use of funds raised
Optima bank S.A.
General Commercial Reg. No 3664201000
REPORT ON USE OF FUNDS RAISED
USE OF FUNDS FROM OPTIMA BANK’s S.A. SHARE CAPITAL INCREASE THROUGH A PUBLIC OFFERING IN
GREECE OF 19,950,000 NEW ORDINARY REGISTERED SHARES WITH VOTING RIGHTS, WITH NOMINAL
VALUE OF THREE EUROS AND FORTY FIVE CENTS (€ 3.45) EACH SHARE AND THE PARALLEL OFFERING TO
A LIMITED CYCLE OF PERSONS OF 1,050,000 NEW ORDINARY REGISTERED SHARE THROUGH PAYMENT IN
CASH AND DISAPPLICATION OF THE PREEMPTION RIGHTS OF THE EXISTING SHAREHOLDERS
In accordance with article 4.1.2 of the Athens Exchange Regulation and decisions no 25/17.07.2008 and
06.12.2017 of the Board of Directors of the Athens Exchange and No. 8/754/14.04.2016 of the Board of
Directors of the Hellenic Capital Market Commission, it is hereby announced that Optima bank’s SA (herein “the
Bank”) share capital increased by the issuance of 21,000,000 new, ordinary, registered, shares with voting
rights, with nominal value of three euros and forty five cents (€ 3.45) per share and the total funds raised
amounted to € 150,860,644.56 through payment in cash through the process of a public offering in Greece and
the disapplication of the preemption rights of the existing shareholders.
Total expenses due to the share capital increase amounted to € 7,019,489.11 and were fully covered by the
proceeds of the above mentioned share capital increase.
Thus, total funds raised for the enhancement of working capital, net of share capital issue costs, amounted to
€ 143,841,155.45.
The share capital increase payment was certified by the Bank’s Board of Directors on Tuesday October 3
rd
2023.
The Corporate Actions Committee of the Athens Exchange, during its meeting on Monday October 2
nd
2023,
admitted the total 73,694,142 issued common, registered shares of the Bank for trading on the Main Market of
the Athens Exchange.
Shares trading commenced on the Athens Exchange on Wednesday October 4
th
2023.
The total proceeds of the share capital increase of the Bank amounting to € 143,841,155.45 was directed
according to the decision of the meeting of the Bank’s Board of Directors on Wednesday August 30
th
2023, to
the enhancement of the Bank’s working capital. This will allow the Bank to proceed with the implementation of
its business plan following the oversubscription of the Bank’s capital adequacy ratios caused by the increase of
the Bank’s regulatory capital.
TABLE OF USE OF FUNDS RAISED FROM THE SHARE CAPITAL INCREASE THROUGH PAYMENT IN CASH AND
DISAPPLICATION OF THE PREEMPTION RIGHTS OF THE EXISTING SHAREHOLDERS
Use of funds raised
Total funds raised
Amounts in EUR (€)
Use of funds as of
31/12/2023
Amounts in EUR (€)
Remaining funds
for use after
31/12/2023
Amounts in EUR
(€)
Note
1. Enhancement of
Optima bank’s SA
capital
143,578,931.55
143,841,155.45
-
2. Issue costs
7,281,713.01
7,019,489.11
-
1
Total
150,860,644.56
150,860,644.56
-
Note.1: Issue expenses finally amounted to € 7,019,489.11 instead of the initial provision of € 7,281,713.01
while the remaining amount of € 262,223.89 was used for working capital purposes as per relevant provisions
described in the prospectus.
Athens, 09 April 2024
THE CHAIRMAN OF
THE BOARD OF
DIRECTORS
GEORGE
J.TANISKIDIS
ID No X 606444
THE CHIEF
EXECUTIVE
OFFICER
DIMITIRIOS Α.
KYPARISSIS
ID No X 093861
THE HEAD
OF FINANCE
AGGELOS Α.
SAPRANIDIS
ID No AA 273117
HEAD
ACCOUNTING
ELENI PERISTERA
ID No AO 880789
Licence No Class A
0114480
V. Agreed upon procedures report on the report of use of funds raised
This document has been prepared by Deloitte Certified Public Accountants Societe Anonyme.
Deloitte Certified Public Accountants Societe Anonyme, a Greek company, registered in Greece with registered number 0001223601000 and its registered office at
Marousi, Attica, 3a Fragkokklisias & Granikou str., 151 25, is one of the Deloitte Central Mediterranean S.r.l. (“DCM”) countries. DCM, a company limited by guarantee
registered in Italy with registered number 09599600963 and its registered office at Via Tortona no. 25, 20144, Milan, Italy is one of the Deloitte NSE LLP geographies.
Deloitte NSE LLP is a UK limited liability partnership and member firm of DTTL, a UK private company limited by guarantee.
DTTL and each of its member firms are legally separate and independent entities. DTTL, Deloitte NSE LLP and Deloitte Central Mediterranean S.r.l. do not provide
services to clients. Please see www.deloitte.com/about to learn more about our global network of member firms.
Deloitte Certified Public
Accountants S.A.
3a Fragkokklisias & Granikou str.
Marousi Athens GR 151-25
Greece
Tel: +30 210 6781 100
www.deloitte.gr
Tel: +30 210 6781 100
www.deloitte.gr
True Translation
AGREED UPON PROCEDURES REPORT ON THE REPORT OF USE OF FUNDS RAISED
To: The Board of Directors (hereinafter “the Management”) of “Optima bank S.A.”.
.
Purpose of this Agreed Upon Procedures Report and Restriction on Use and Distribution
Our report is intended solely for the purpose of assisting the Bank “Optima bank S.A.” (hereinafter “the Bank”) to
determine, in the context of the regulatory framework requirements of the Athens Stock Exchange as well as the
relevant legislative framework of the Hellenic Capital Market Commission, whether the “Report of Use of Funds Raised”
(hereinafter “the Report”) prepared by the Bank, which pertains to the share capital increase by issuing 21,000,000 new,
common, registered shares of the Bank, with voting rights, with a nominal value of €3.45 each which were disposed of
through a Public Offering in Greece (19,950,000 shares) and through a parallel offering to a limited circle of persons
(1,050,000 shares) with cash payment and exclusion (abolition) of the preemption right of existing shareholders, in
accordance with the decision of the Bank’s Extraordinary General Assembly on 22.03.2023, which was specified with the
decision of the Bank’s Board of Directors at its meeting held on 30.08.2023, is accurate and complete.
Therefore, this report is not suitable for any other purpose.
Responsibilities of the Company’s Management
The Bank’s Management has acknowledged that the Agreed Upon Procedures are appropriate for the purpose of the
engagement.
The Company’s Management is responsible for the preparation of the “Report of Use of Funds” on which the agreed
upon procedures are performed.
Auditor’s Responsibilities
We have conducted the Agreed Upon Procedures engagement in accordance with the International Standard on
Related Services (ISRS) 4400 (Revised), Agreed Upon Procedures Engagements. An Agreed Upon Procedures
engagement involves us performing the procedures that have been agreed with the Bank’s Management, and reporting
the findings, which are the factual results of the Agreed Upon Procedures performed. We make no representation
regarding the appropriateness of the Agreed Upon Procedures.
The Agreed Upon Procedures engagement is not an assurance engagement. As a result, we do not express an audit
opinion or a review conclusion. Had we performed additional procedures, other matters might have come to our
attention that would have been reported.
Professional Ethics and Quality Management
We conduct our engagement in accordance with the International Ethics Standards Board of Accountants “International
Code of Ethics for Professional Accountants (including International Independence Standards)” (IESBA Code), and the
related provisions of L.4449/2017 as amended and currently in force and Regulation (EU) 537/2014.
This document has been prepared by Deloitte Certified Public Accountants Societe Anonyme.
Deloitte Certified Public Accountants Societe Anonyme, a Greek company, registered in Greece with registered number 0001223601000 and its registered office at
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Procedures and Findings
We have performed the procedures described below with respect to the “Report of Use of Funds” which were agreed
upon with the Management of the Bank based on the engagement letter dated 04.04.2024.
#
Procedures
Findings
1
Comparison of the amounts referred to as payments (funds used) in
the “Table of Utilization of Funds Raised from the Share Capital
Increase” in the Report against the corresponding amounts
recorded in the Bank’s books and records, during the period
referred to, and confirmation that the amounts agree.
We confirmed that amounts referred to as payments (funds
used) in the “Table of Utilization of Funds Raised from the Share
Capital Increase” agree with the corresponding amounts
recorded in the Bank’s books and records, during the period
referred to.
2
Confirmation that the content of “Report of Use of Funds Raised”
includes at least the information required for this purpose by the
regulatory framework of the Athens Stock Exchange as well as the
relevant legislative framework of the Hellenic Capital Market
Commission, and in specific the decisions 25/17.07.2008 &
6.12.2017 of the Athens Stock Exchange and 8/754/14.04.2016 of
the Board of Directors of the Capital Market Commission, as well as
that it is consistent with the reference in the Prospectus of
19.09.2023 issued for this purpose for strengthening the Bank's
working capital, securing the continuation and implementation of
its business strategy, as well as the capital adequacy ratio through
the strengthening of the Bank’s capital, as and the relevant
decisions and communications of the governing bodies of the Bank.
We confirmed that the content of “Report of Use of Funds
Raised” includes at least the information required for this
purpose by the regulatory framework of the Athens Stock
Exchange as well as the relevant legislative framework of the
Hellenic Capital Market Commission, and in specific the decisions
25/17.07.2008 & 6.12.2017 of the Athens Stock Exchange and
8/754/14.04.2016 of the Board of Directors of the Capital
Market Commission, as well as that it is consistent with the
reference in the Prospectus of 19.09.2023 issued for this
purpose for strengthening the Bank's working capital, securing
the continuation and implementation of its business strategy, as
well as the capital adequacy ratio through the strengthening of
the Bank’s capital, as and the relevant decisions and
communications of the governing bodies of the Bank.
Athens, 09 April 2024
The Certified Public Accountant
Konstantinos S. Kakoliris
SOEL Reg. No. 42931
GR 151 25 Marousi
Reg. No. SOEL: E120
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