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Insider management

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The Etteplan Oyj Board of Directors has approved insider regulations for the Company. The regulations are based on the Finnish Securities Markets Act as well as from the beginning of July 2016 the Market Abuse Regulation (EU N:o 596/2104, MAR), and they comply with the standards of Financial Supervision and the Guidelines issued by the Nasdaq Helsinki Ltd.

In accordance with the Market Abuse regulation Etteplan is no longer under the obligation to maintain a public insider register. However, Etteplan maintains a register of its managers and publishes stock exchange releases on the transactions the managers report to the stock exchange and the Company in compliance with the time limits and obligations defined by MAR. Due to the nature of their position, the members of the Board of Directors, the CEO, and the members of the Management Group are entered into said register of managers.

In addition, the Company maintains a permanent company specific insider register in accordance with the decision of the Board of Directors. The company specific insider register includes frontline managers for business operations, financial administration personnel, and those working for the Company on the basis of an employment or other contract who receive insider information.

A project-specific insider register is created by the decision of the Board of Directors, the CEO, or the Management Group.

The Company’s insider guidelines direct insiders to restrict their trading in the Company’s shares to times when the markets have as precise information as possible on the factors influencing the value of shares in the Company. Consequently, persons included in Etteplan’s insider registers are always prohibited from trading with Company securities during 30 days before the publication of interim and half year financial reports and financial statement release, including the day of publication (the closed window). During other times i.e. as of the day following the publication of interim and half year financial reports and financial statement release there is an open window during which insiders are allowed to trade. Even then it is provided that they do not possess insider information.

The Chief Financial Officer is responsible for the maintenance of the afore mentioned registers of Etteplan Oyj. The CFO is also responsible for compliance with insider regulations and fulfilment of duties to report. The afore mentioned registers are maintained by the Company’s Vantaa office, which updates the information that, as required by law, is entered in the registers for Euroclear Finland Ltd pertaining to insiders with the duty to declare.

 

Related party transactions

 

Etteplan Group's related parties include such persons that have control, joint control or significant influence over the Group. Also, the Group's key management personnel is included in the related parties. Key management personnel refers to persons having authority and responsibility for planning, directing, and controlling the activities of the Group, directly or indirectly, including any director (whether executive or otherwise) of the Group. Spouses, wards, and companies in control or joint control of the beforementioned persons are considered as other related parties. The ultimate controlling party, Ingman Group Oy Ab, and its group companies are also included in related parties. Related party transactions are priced according to the Group's normal pricing basis and sales conditions, which are equivalent to those that prevail in arm's lenght transactions.

In 2018, Etteplan’s service purchases and sales from and to other related party companies were related to administrative cooperation between the companies as well as business with companies considered to be related parties through key management personnel of the Company.

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Key financial data

5 year history

Back to Key financial data EUR 1,000, Financial period Jan 1 – Dec 31 2018 IFRS 2017 IFRS 2016 IFRS 2015 IFRS 2014 IFRS Revenue 236,477 214,768 183,938 141,143 131,916 Change in revenue, % 10.1 16.8 30.3 7.0 -1.9 Operating profit (EBITA) 22,555 17,387 12,070 9,540 8,933 % of revenue 9.5 8.1 6.6 6.8 6.8 Operating profit (EBIT) 20,184 15,484 10,131 8,594 7,856 % of revenue 8.5 7.2 5.5 6.1 6.0 Profit before taxes and non-controlling interest 19,396 14,745 9,441 7,933 7,168 % of revenue 8.2 6.9 5.1 5.6 5.4 Profit for the financial year 15,280 11,586 7,604 6,189 6,147 Return on equity, % 24.4 20.9 17.4 19.5 22.7 ROCE, % 21.3 17.8 14.8 17.4 17.8 Equity ratio, % 42.9 40.7 40.0 37.8 39.5 Gross investments 16,527 7,589 30,186 9,867 3,565 % of revenue 7.0 3.5 16.4 7.0 2.7 Net gearing, % 29.8 43.0 55.9 41.6 56.5 Personnel, average 2,995 2,711 2,407 1,948 1,813 Personnel at year end 3,055 2,802 2,545 2,074 1,859 Wages and salaries 156,183 144,965 129,172 101,452 94,367   Back to Key financial data Läs mer

Consolidated statement of comprehensive income

Back to Key financial data   EUR 1,000 Note Jan 1 – Dec 31, 2018   Jan 1 – Dec 31, 2017   Revenue 7 236,477   214,768   Other operating income 8 1,172   446   Materials and services 10 -21,822   -20,429   Staff costs 11 -156,183   -144,965   Other operating expenses 12 -33,667   -29,021   Depreciation and amortization 19,20 -5,792   -5,315   Operating profit (EBIT)   20,184 8.5% 15,484 7.2% Financial income 14 791   538   Financial expenses 15 -1,580   -1,277   Profit before taxes   19,396   14,745   Income taxes 17 -4,116   -3,160   Profit for the financial year   15,280   11,586   Other comprehensive income, that may be reclassified to profit or loss           Currency translation differences   -1,200   -727   Other comprehensive income, that will not be reclassified to profit or loss           Change in fair value of investments available-for-sale   0   9   Change in fair value of equity investments at fair value through other comprehensive income   3   0   Other comprehensive income for the year, net of tax 17 -1,197   -718   Total comprehensive income for the year   14,083   10,868               Profit for the financial year attributable to           Equity holders of the parent company   15,280   11,470   Non-controlling interest   0   115       15,280   11,586   Total comprehensive income attributable to           Equity holders of the parent company   14,083   10,759   Non-controlling interest   0   108       14,083   10,868   Earnings per share calculated from the profit attributable to equity holders of the parent company           Basic earnings per share, EUR 18 0.62   0.47   Diluted earnings per share, EUR 18 0.62   0.47     The notes are an integral part of the financial statements.   Back to Key financial data Läs mer

Consolidated statement of financial position

Back to Key financial data   EUR 1,000  Note Dec 31, 2018 Dec 31, 2017 ASSETS       Non-current assets       Goodwill 22 65,165 59,014 Other intangible assets 19 20,856 17,875 Tangible assets 20 4,065 3,524 Investments available-for-sale 21 0 691 Investments at fair value through other comprehensive income 21 695 0 Other non-current receivables   54 88 Deferred tax assets 31 161 79 Non-current assets, total   90,995 81,270         Current assets       Inventory 23 362 250 Work in progress 7 20,503 19,246 Trade and other receivables 24 32,367 33,260 Current tax assets   223 326 Cash and cash equivalents   16,115 10,074 Current assets, total   69,569 63,157 TOTAL ASSETS   160,564 144,427         EQUITY AND LIABILITIES       Equity       Share capital 25 5,000 5,000 Share premium account 25 6,701 6,701 Unrestricted equity fund 25 20,101 18,524 Own shares 25 -452 -80 Cumulative translation adjustment 25 -3,901 -2,701 Other reserves 25 231 228 Retained earnings 25 24,567 18,780 Profit for the financial year 25 15,280 11,470 Equity, total   67,527 57,923         Non-current liabilities       Deferred tax liabilities 31 4,518 3,442 Interest-bearing liabilities 27 24,105 19,634 Other non-current liabilities 29 2,036 700 Non-current liabilities, total   30,659 23,776         Current liabilities       Interest-bearing liabilities 27 12,147 15,329 Advances received 7 3,064 2,057 Trade and other payables 30 45,386 43,667 Current income tax liabilities   1,782 1,675 Current liabilities, total   62,378 62,728 Liabilities, total   93,037 86,504 TOTAL EQUITY AND LIABILITIES   160,564 144,427   The notes are an integral part of the financial statements.   Back to Key financial data Läs mer

Consolidated statement of cash flows

Back to Key financial data   EUR 1,000 Note Jan 1 - Dec 31, 2018 Jan 1 - Dec 31, 2017 OPERATING CASH FLOW       Cash receipts from customers   239,983 211,280 Operating expenses paid   -212,081 -189,949 Operating cash flow before financial items and taxes   27,903 21,331         Interest and payment paid for financial expenses 15 -956 -773 Interest received 14 59 55 Income taxes paid 17 -3,950 -2,359 Operating cash flow (A)   23,055 18,254         INVESTING CASH FLOW       Purchase of tangible and intangible assets 19, 20 -1,752 -2,105 Acquisition of subsidiaries, net of cash acquired 5 -8,262 -3,108 Proceeds from sale of tangible and intangible assets 8 21 26 Proceeds from sale of investments   1 0 Investing cash flow (B)   -9,992 -5,187         Cash flow after investments (A+B)   13,063 13,067         FINANCING CASH FLOW       Purchase of own shares 25 -516 -262 Expenses paid for directed share issue   -7 0 Acquisition of non-controlling interest   0 -1,696 Issue of new current loans 27 3,559 607 Repayments of current loans 27 -24,743 -5,855 Issue of new non-current loans 27 22,102 5,000 Payment of finance lease liabilities 27, 28 -1,765 -1,642 Dividend paid 25 -5,684 -3,930 Financing cash flow (C)   -7,054 -7,777         Variation in cash (A+B+C) increase (+) / decrease (-)   6,009 5,290         Assets at the beginning of the financial period   10,074 4,750 Exchange gains or losses on cash and cash equivalents   32 35 Assets at the end of the financial period   16,115 10,074   The notes are an integral part of the financial statements.   Back to Key financial data Läs mer

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