2020
This publication includes the Board of Directors’ Report including a report on non-financial
information, the Financial Statements including Notes to the Financial Statements,
the Auditors Report and the Corporate Governance Statement.
Board of Directors
Report and Financial
Statements
Content
Board of Directors’ Report 2020
BOARD OF DIRECTORS’ REPORT 2020 ………………………………………………………………………………………………… 4
Financial Statements
FINANCIAL STATEMENTS …………………………………………………………………………………………………………………………… 25
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME …………………………………………………… 25
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ……………………………………………………………… 27
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ………………………………………………………………… 28
CONSOLIDATED STATEMENT OF CASH FLOWS ……………………………………………………………………………… 30
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ……………………………………………………………31
1 General information ………………………………………………………………………………………………………………………………31
2 Summary of significant accounting policies ……………………………………………………………………………… 31
2.1 Basis of preparation ………………………………………………………………………………………………………………………31
2.1.1 New Standards and Interpretations Adopted in 2020 ……………………………………… 32
2.1.2 New standards and interpretations not yet adopted ……………………………………… 32
2.2 Consolidation ……………………………………………………………………………………………………………………………… 32
2.3 Segment reporting …………………………………………………………………………………………………………………… 32
2.4 Goodwill and intangible assets …………………………………………………………………………………………… 32
2.5 Property, plant and equipment …………………………………………………………………………………………… 34
2.6 Financial assets …………………………………………………………………………………………………………………………… 34
2.7 Accounts receivable ………………………………………………………………………………………………………………… 35
2.8 Cash and cash equivalents …………………………………………………………………………………………………… 35
2.9 Financial liabilities ……………………………………………………………………………………………………………………… 35
2.10 Accounts payable …………………………………………………………………………………………………………………… 36
2.11 Foreign currency translation and net investment hedge ………………………………………… 36
2.12 Interest income …………………………………………………………………………………………………………………………… 36
2.13 Share capital ……………………………………………………………………………………………………………………………… 36
2.14 Current and deferred income tax ……………………………………………………………………………………… 36
2.15 Employee benefits …………………………………………………………………………………………………………………… 37
2.16 Provisions ……………………………………………………………………………………………………………………………………… 38
2.17 Share-based payments ………………………………………………………………………………………………………… 38
2.18 Revenue recognition ………………………………………………………………………………………………………………… 39
2.19 Lease agreements ………………………………………………………………………………………………………………………41
2.20 Government grants ………………………………………………………………………………………………………………… 43
2.21 Operating profit (EBIT) …………………………………………………………………………………………………………… 43
3 Critical accounting estimates and judgements …………………………………………………………………… 43
3.1 Defining cash-generating units, allocating goodwill and assumptions
used in goodwill impairment testing ………………………………………………………………………………………… 44
3.2 Business combinations ……………………………………………………………………………………………………………… 44
3.3 Accounting for the shareholder agreement …………………………………………………………………… 44
3.4 Capitalised development expenses…………………………………………………………………………………… 44
3.5 Recoverability of deferred tax assets ………………………………………………………………………………… 44
3.6 Defined benefit pension obligations ………………………………………………………………………………… 45
4 Financial risk management …………………………………………………………………………………………………………… 45
4.1 Financial risk factors …………………………………………………………………………………………………………………… 45
4.1.1 Market risk ……………………………………………………………………………………………………………………………… 45
4.1.2 Credit risk ……………………………………………………………………………………………………………………………… 46
4.1.3 Liquidity risk ………………………………………………………………………………………………………………………… 48
4.2 Capital management ……………………………………………………………………………………………………………… 48
5 Acquisitions …………………………………………………………………………………………………………………………………………… 49
6 Net sales ………………………………………………………………………………………………………………………………………………… 50
7 Other operating income …………………………………………………………………………………………………………………… 50
8 Materials and services ……………………………………………………………………………………………………………………… 50
9 Personnel expenses …………………………………………………………………………………………………………………………… 50
10 Other operating expenses ………………………………………………………………………………………………………………51
11 Depreciation and amortisation ……………………………………………………………………………………………………… 51
12 Finance income and expenses …………………………………………………………………………………………………… 52
13 Income tax expenses ……………………………………………………………………………………………………………………… 52
14 Earnings per share …………………………………………………………………………………………………………………………… 53
15 Intangible assets ……………………………………………………………………………………………………………………………… 54
16 Property, plant and equipment ………………………………………………………………………………………………… 56
17 Financial instruments ……………………………………………………………………………………………………………………… 57
18 Accounts receivable and other receivables ………………………………………………………………………… 58
19 Assets and liabilities based on contracts with customers ……………………………………………… 58
20 Cash and cash equivalents ………………………………………………………………………………………………………… 59
21 Equity ……………………………………………………………………………………………………………………………………………………… 59
22 Post-employment obligations …………………………………………………………………………………………………… 60
23 Financial liabilities …………………………………………………………………………………………………………………………… 62
24 Deferred tax assets and liabilities …………………………………………………………………………………………… 62
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FINANCIAL STATEMENTS
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FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
25 Other current liabilities …………………………………………………………………………………………………………………… 64
26 Contingent liabilities ……………………………………………………………………………………………………………………… 64
27 Related parties ………………………………………………………………………………………………………………………………… 64
28 Group companies …………………………………………………………………………………………………………………………… 68
29 Events after the reporting date ………………………………………………………………………………………………… 69
PARENT COMPANY INCOME STATEMENT (FAS) ………………………………………………………………………………… 70
PARENT COMPANY BALANCE SHEET (FAS) …………………………………………………………………………………………… 71
PARENT COMPANY STATEMENT OF CASH FLOWS (FAS) ……………………………………………………………… 73
NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS …………………………………………………… 74
1 Accounting principles ………………………………………………………………………………………………………………………… 74
1.1 Valuation principles …………………………………………………………………………………………………………………… 74
1.2 Items denominated in foreign currencies ………………………………………………………………………… 74
1.3 Cash pooling arrangement …………………………………………………………………………………………………… 74
2 Net sales ………………………………………………………………………………………………………………………………………………… 74
3 Personnel expenses …………………………………………………………………………………………………………………………… 74
4 Other operating expenses …………………………………………………………………………………………………………… 75
5 Finance income and expenses …………………………………………………………………………………………………… 75
6 Appropriations …………………………………………………………………………………………………………………………………… 75
7 Income tax expenses ………………………………………………………………………………………………………………………… 76
8 Investments …………………………………………………………………………………………………………………………………………… 76
9 Long-term receivables …………………………………………………………………………………………………………………… 76
10 Short-term receivables ………………………………………………………………………………………………………………… 76
11 Equity ……………………………………………………………………………………………………………………………………………………… 77
12 Current liabilities ………………………………………………………………………………………………………………………………… 77
BOARD’S PROPOSAL FOR THE DISTRIBUTION OF FUNDS …………………………………………………………… 78
SIGNATURES TO THE FINANCIAL STATEMENTS ………………………………………………………………………………… 79
AUDITOR’S NOTE…………………………………………………………………………………………………………………………………………… 79
AUDITOR’S REPORT ……………………………………………………………………………………………………………………………………… 80
Governance
CORPORATE GOVERNANCE STATEMENT 2020 ……………………………………………………………………………… 85
BOARD OF DIRECTORS ……………………………………………………………………………………………………………………………… 96
EXECUTIVE MANAGEMENT TEAM …………………………………………………………………………………………………………… 98
Shares and Shareholders
SHARES AND SHAREHOLDERS………………………………………………………………………………………………………………… 101
INFORMATION FOR SHAREHOLDERS ……………………………………………………………………………………………………104
ENENTO AS AN INVESTMENT ……………………………………………………………………………………………………………………105
2020 Enento Group FINANCIAL REVIEW | 3
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FINANCIAL STATEMENTS
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FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Board of Directors’ report 2020
Business Overview
Enento Group Plc (“the Company”) is a Finnish public limited liability company and
the parent company to Enento Group (“Enento Group” or “the Group”). On the
financial statements date, the Group consisted of the parent company Enento
Group Plc, Suomen Asiakastieto Oy, Emaileri Oy, Proff AS, Proff ApS and UC AB and
its subsidiaries UC Affärsinformation AB and Proff AB.
The Annual General Meeting of 12 June 2020 resolved to amend the Compa-
ny’s Articles of Association regarding the trade name. The Annual General Meet-
ing resolved to amend the trade name of the company to be Enento Group Plc.
Enento Group did not make any acquisitions during the financial year 1 Jan-
uary–31 December 2020. Enento Group acquired the shares of the business in-
formation service Proff in Norway, Sweden and Denmark under an agreement
signed on 20 May 2019. The transaction was completed on 1 July 2019. The Proff
companies’ balance sheets and income statements have been included in
Enento Group Plcs consolidated balance sheet and income statement starting
from 1 July 2019.
Enento Group is one of the leading Nordic providers of business and con-
sumer information services. The Group operates in the business and consum-
er information services, collateral valuation, real estate information, sales and
marketing information as well as consumer credit information markets in Finland,
Sweden, Norway and Denmark. The Groups products and services are primarily
used for risk management, finance and administration, decision-making, sales
and marketing, automation, compliance, real estate transactions and real es-
tate financing as well as personal financial management. The Groups largest
clients include financial institutions and other financial service providers, ex-
pert service companies, insurance companies as well as wholesale and retail
companies. The Groups customer base includes corporations as well as private
individuals.
Enento Group has comprehensive databases consisting of information gath-
ered from the authorities and other public sources as well as privately acquired
information. The databases are the basis for the Groups product and service
offering and the development of new products and services. The Group has a
strong track record of developing and launching new products and services.
Enento Group has an extensive product and service offering that is based on
the Groups own databases, data links to public sources, data provided by the
Groups clients and other companies as well as data gathered from the Internet.
The Groups product and service offering ranges from simple information concern-
ing corporations and private individuals to advanced risk management services,
analyses as well as sales and marketing services. The Group delivers its products
and services to clients; for example, by integrating its services into the client’s
business processes, through a contractual client’s user interfaces and open online
services that do not require separate subscription agreements. The Group also
offers printed products and credit rating certificates.
Enento Groups organisation consists of two types of units: business areas and
functional units. The business areas are responsible for the Groups service offering
and the functional units for the production, maintenance and active development of
the operations in their own focus area and business processes. The functional units
are Sales Units, Marketing and Communications, IT and Technology, HR, and Finance.
The Groups business areas are:
Risk Decisions: Companies engaging in corporate and consumer business use de-
cision services and solutions for general risk management, credit risk management,
financial management, customer acquisition, decision-making, fraud and credit
loss prevention as well as for gaining knowledge of and identifying their customers.
Customer Data Management: Customer management services help sales and
marketing professionals to improve the efficiency of their work and to boost cus-
tomer management by providing target group tools, services for surveying po-
tential customers, register updates and maintenance, as well as various target
group extractions.
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BOARD OF DIRECTOR’S REPORT
Digital Processes: Services in this business area include, among others, real estate
and apartment information, information about buildings and their valuation as
well as solutions that help customers to automate their collateral management
processes and digitalise the administration of housing purchases. The services of
the business area are also used for compliance purposes; for instance, to identify
companies’ beneficial owners and politically exposed persons.
SME and Consumers: Digital services for small and micro companies with easy-to-
use applications and user interfaces for the evaluation of risks and sales potential,
acquisition of other relevant information on customers and business partners and
proof of own creditworthiness. Services for consumers help consumers to under-
stand and better manage their finances, while simultaneously protecting them
from identity theft and fraud.
Financial Results
Net Sales
Enento Groups net sales in the financial year 2020 amounted to EUR 151,3 million
(EUR 146,0 million) and increased by 3,7 % compared with corresponding period of
the previous year. Net sales from new products and services were EUR 8,5 million
(EUR 5,9 million), which was 5,6 % (4,0 %) of the total net sales for the financial year.
Net sales growth was mainly attributable to the strong development of the SME
and Consumers business area, driven by the Proff acquisition and online consumer
services in Sweden, and the rapid growth of the Digital Processes business area
in both markets. The negative development of the demand for consumer-related
risk management services in the Risk Decisions business area due to effects re-
lated to the COVID-19 pandemic in both Finland and Sweden had a substantial
negative impact on the development of net sales for the Group as a whole.
Financial Results
Enento Groups operating profit (EBIT) for the financial year 2020 amounted to EUR
27,8 million (EUR 27,8 million). Operating profit included items affecting compara-
bility of EUR 4,9 million (EUR 3,3 million), mainly arising from an arbitration institute
decision regarding an additional payment related to the Proff acquisition, costs
associated with the arbitration process and other M&A related expenses as well
as amortisation from fair value adjustments related to acquisitions of EUR 12,3
million (EUR 11,6 million).
The adjusted EBIT margin for the financial year 2020 increased year-on-year.
The development of profitability during the financial year was significantly sup-
ported by cost synergies as well as the implementation of the fixed cost adjust-
ment programme planned for the financial year and announced by the Group in
March. The growth of profitability was tempered by the acquired Proff business
having a diluting effect on the EBIT margin, the marketing investments made in
growing the sales of continuous subscription services and the Groups brand re-
newal. The development of adjusted EBIT margin was also affected by invest-
ments in IT systems and growth of depreciation and amortisation related to cap-
italised product development costs.
The Groups depreciation and amortisation for the financial year 2020 amount-
ed to EUR 21,3 million (EUR 20,5 million). Of the depreciation and amortisation, EUR
12,3 million (EUR 11,6 million) resulted from amortisation from fair value adjustments
related to the acquisitions.
Net financial expenses for the financial year 2020 were EUR 2,7 million
(EUR 2,9 million).
The tax amount booked by the Group as expense for the financial year 2020
was EUR -5,6 million (EUR -5,2 million)
The Groups profit for the financial year 2020 was EUR 19,4 million (EUR 19,7
million).
Cash Flow
Cash flow from operating activities in the financial year 2020 amounted to EUR
40,9 million (EUR 41,9 million). The effect of the change in the Groups working cap-
ital on cash flow was EUR 0,4 million (EUR 1,6 million). The impact of items affect-
ing comparability on operating cash flow was EUR -4,4 million (EUR -2,7 million).
Withholding taxes related to the cash components of rewards paid under the
long-term incentive plan for the management had an impact on operating cash
flow of EUR -0,5 million (EUR -1,1 million) during the review period.
The Group paid EUR 5,7 million (EUR 4,9 million) in taxes in the financial year
2020.
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FINANCIAL STATEMENTS
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BOARD OF DIRECTOR’S REPORT
Cash flow from investing activities for the review period amounted to EUR -10,3
million (EUR -19,4 million). The cash flow from investing activities consisted of ac-
quisitions of intangible assets and property, plant and equipment.
Cash flow from financing activities for the financial year 2020 amounted to
EUR -24,9 million (EUR -35,0 million). The cash flow from financing activities for the
review period consisted of capital repayment and repayments of lease liabilities
(IFRS 16).
Statement of financial position
On 31 December 2020, the Groups total assets were EUR 552,5 million (EUR 543,3
million), total equity amounted to EUR 315,1 million (EUR 310,7 million) and total lia-
bilities to EUR 237,5 million (232,6 million). Of the total liabilities, EUR 167,0 million (EUR
166,2 million) were non-current interest-bearing liabilities, EUR 23,2 million (EUR 24,1)
deferred tax liabilities, EUR 8,5 million (EUR 7,9) non-current pension liabilities, EUR
2,2 million (EUR 2,3 million) current interest-bearing lease liabilities and EUR 36,6
million (EUR 32,1 million) current, non-interest-bearing liabilities. Goodwill amount-
ed to EUR 358,2 million (EUR 351,4 million) at the end of the financial year.
Enento Groups cash and cash equivalents at the end of the financial year
2020 were EUR 26,2 million (EUR 20,4 million), and net debt was EUR 143,0 million
(EUR 148,1 million).
Capital expenditure
The majority of Enento Groups capital expenditure is related to the development
of products and services as well as investments in IT infrastructure. Other capital
expenditure mainly comprises purchases of company cars and office equipment.
The Groups capital expenditure in 2020 totalled EUR 12,0 million (EUR 12,4 mil
-
lion). Capital expenditure on intangible assets in 2020 was EUR 11,1 million (EUR
11,6 million) and capital expenditure on tangible assets was EUR 0,9 million (EUR
0,8 million).
Research and Development
The product development activities of Enento Group involve development of the
product and service offering. In 2020, the capitalised development and software
costs of the Group amounted to EUR 11,1 million (EUR 11,6 million). Capitalised de-
velopment and software costs consist of costs related to the Groups product and
service offering as well as intangible IT infrastructure. The Group had no material
research activities in 2020.
Personnel
At the end of the financial year, Enento Group had a total of 425 (422) employees,
of whom 173 (172) were employed by the Group companies in Finland, 205 (210) by
the Swedish subsidiary, 45 (39) by the Norwegian subsidiary and 2 (1) by the Danish
subsidiary. Of the Groups personnel, 3 (6) worked in management, 170 (115) in busi-
ness areas, 120 (167) in Sales Units and Marketing and Communications, 94 (95) in IT
and Technology and 38 (39) in Finance and HR. The table below presents Enento
Groups number of employees as well as wages and salaries for 2018–2020.
Key figures describing the Groups personnel
Personnel
2020 2019 2018
Average number of personnel 430 428 315
Full time 417 417 305
Part time and temporary 13 11 10
Geographical distribution
Finland 176 162 162
Sweden 207 246 153
Norway 45 19 -
Denmark 2 1 -
Wages and salaries for the financial year (EUR million) 2 7, 4 28,5 20,2
The Groups personnel expenses for the financial year 2020 amounted to EUR 36,8
million (EUR 38,6 million). This figure includes an accrued cost of EUR 0,7 million (EUR
0,9 million) from the management’s long-term incentive plan. More information on
the management’s long-term incentive plan is provided in note 27 Related parties
in the notes to the consolidated financial statements.
In June 2018, 344 employees were transferred to the Group as a result of the
UC acquisition and in July 2019, approximately 60 employees as a result of the
acquisition of the Proff companies.
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Enento Group Plc and UC Affärsfakta AB signed an agreement regarding the
outsourcing of Affärsfakta’s telesales operations on 14 May 2019. Enento Group
transferred its Swedish telesales operations to Affärsfakta i Sverige AB, a company
established by the management of UC Affärsfakta AB, effective from 1 September
2019. As a result of the outsourcing move, approximately 100 employees from the
Swedish telesales unit were transferred to Affärsfakta i Sverige AB with their cur-
rent benefits and obligations.
Shares and shareholders
Enento Group Plc has one share class. Each share carries one vote at the Gen-
eral Meeting of Shareholders and each share confers equal right to dividends
and net assets of the Company. The shares have no nominal value. The shares
of the Company are entered in the book-entry securities system maintained by
Euroclear Finland Ltd.
A total of 13 769 new shares were subscribed for in Enento Group Plcs share
issue directed to the company key personnel without payment. The shares were
registered in the Trade Register on 26 February 2020. After the registration, the
company’s shares totalled 24 007 061. The new shares produce the right to div-
idends and other distribution of assets as well as other shareholder rights as of
the registration date 26 February 2020. Trading in the new shares commenced on
27 February 2020.
At the end of financial year, the Company’s share capital amounted to EUR
80 thousand (EUR 80 thousand) and the total number of shares was 24 007 061
(23 993 292).
The Company did not hold any of its own shares at the end of the financial
year. The Annual General Meeting of Shareholders on 12 June 2020 authorised the
Board of Directors to decide on the repurchase of a maximum of 1 500 000 own
shares of the Company. The authorisation replaced the corresponding author-
isation issued to the Board of Directors by the Annual General Meeting held on
28 March 2019. The maximum amount corresponds to approximately 6,2 % of the
Company’s shares and voting rights. The authorisation is effective for 18 months
from the date of the resolution. Further information on the authorisation is provid-
ed under “Authorisations of the Board of Directors”.
Share price and volume
During the financial year, a total of 6 757 380 (2 509 597) shares were traded, and
the total value of the exchanged shares was EUR 215,1 million (EUR 66,6 million). The
highest share price during the financial year was EUR 40,30 (EUR 34,70), the lowest
price was EUR 24,20 (EUR 22,00), the average price was EUR 31,83 (EUR 26,56) and
the closing price was EUR 33,60 (EUR 31,50). Market capitalisation measured at the
closing price of the financial year was EUR 806,6 million (EUR 755,8 million).
Shareholders
According to the book-entry securities system, the Company had 3 070 (2 726)
shareholders, including 8 (8) nominee-registered shareholders, on 31 December
2020. A list of the largest shareholders is available on the Company’s investor
pages at enento.com/investors.
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BOARD OF DIRECTOR’S REPORT
Significant shareholders on 31 December 2020
Shareholder Number of shares % of shares
1 Skandinaviska Enskilda Banken AB (Publ) Helsinki Branch
1
6 931 368 28,87
2 Sampo Plc 2 920 000 12,16
3 Skandinaviska Enskilda Banken AB (Publ) 2 441 920 10,17
4 Nordea Bank ABP 2 303 315 9, 59
5 Nordea Bank ABP
1
2 096 317 8,73
6 Fjarde AP-Fonden 678 132 2,82
7 Mutual Pension Insurance Company Ilmarinen 655 000 2,73
8 SR Danske Invest Finland Equity 546 624 2,28
9 Mutual Pension Insurance Company Elo 461 455 1,92
10 Mutual Fund Nordea Nordic Small Cap 404 561 1,69
11 Mutual Pension Insurance Company Kaleva 370 907 1,54
12 Mutual Pension Insurance Company Elo 345 000 1,44
13 Mutual Fund Evli Finnish Small Cap 248 500 1,04
14 Clearstream Banking S.A.
1
212 659 0,89
15 Church Pension Fund 199 308 0,83
16 Föreningen Konstsamfundet r.f. 190 000 0,79
17 Danske Bank A/S Finnish branch
1
165 044 0,69
18 SEB Finland Small Cap 156 848 0,65
19 OP-Finland Mutual Fund 154 842 0,64
20 Mutual Fund Säästöpankki Kotimaa 143 262 0,60
20 largest shareholders total 21 625 062 90,08
All shares
24 007 061 100,00
1
Nominee-registered.
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BOARD OF DIRECTOR’S REPORT
Shareholder structure by sector, 31 December 2020
Sector
Number of shareholders % of shareholders Number of shares % of shares
Finance and insurance institutions 38 1,24 % 8 659 466 36,07 %
Foreign shareholders 11 0,36 % 11 867 109 49,43 %
General government 9 0,29 % 1 569 445 6,54 %
Households 2 639 85,96 % 952 195 3,97 %
Companies and housing companies 282 9,19 % 661 733 2,76 %
Non-profit organisations 91 2,96 % 297 113 1,24 %
Total 3 070 100 % 24 007 061 100 %
The information is based on the list of the Company’s shareholders maintained by Euroclear Finland Ltd. Each nominee-registered shareholder is registered as one
shareholder. It is possible to manage several shareholders’ portfolios through one nominee-registered shareholder.
Management’s share ownership on 31 December 2020
Board of Directors
Number of shares
Lapveteläinen Patrick, Chairman of the Board 10 000
Related party’s ownership 8 000
Carpén Petri 0
Related party’s ownership 0
Johansson Martin 0
Related party’s ownership 0
Kuusisto Tiina 0
Related party’s ownership 0
Månsson Carl-Magnus 0
Related party’s ownership 0
Parhiala Minna 0
Related party’s ownership 0
Total 18 000
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BOARD OF DIRECTOR’S REPORT
Management
Number of shares
Ruuska Jukka, CEO 82 356
Related party’s ownership 0
Hane Siri 2 095
Related party’s ownership 0
Karemo Mikko 10 590
Related party’s ownership 0
Koivula Heikki 16 029
Related party’s ownership 0
Olofsson Jörgen 1 144
Related party’s ownership 0
Preger Victoria 2 145
Related party’s ownership 0
Stråhlman Elina 2 250
Related party’s ownership 0
Werner Karl-Johan 2 145
Related party’s ownership 0
Ylipekkala Heikki 4 250
Related party’s ownership 0
Öhlander Eleonor 2 145
Related party’s ownership 0
Total 125 149
Auditor
Number of shares
Grandell Martin, auditor in charge 0
Related party’s ownership 0
Total 0
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Management
Board of Directors
The Company’s Board of Directors consists of a minimum of four and maximum
of eight members. The Annual General Meeting elects the Board members and
decides on their remuneration. The Board of Directors elects the Chairman of
the Board and also, if necessary, the Vice Chairman of the Board from among its
members. The term of office of the Board members ends at the conclusion of the
first Annual General Meeting following their election. There are no limitations to
the number of terms a person can be a Board member.
Enento Group Plcs Annual General Meeting held on 12 June 2020 confirmed
the financial statements and discharged the Board members and CEO from lia-
bility for the financial year ended 31 December 2019. The Annual General Meet
-
ing resolved that the Chairperson of the Board of Directors be remunerated EUR
51 000 annually and that the members of the Board of Directors be remunerat-
ed EUR 36 000 annually. In addition, an attendance fee of EUR 500 is paid for
attending a Board meeting. For attending the Board Committee meetings, the
Chairpersons of the Committees will be remunerated EUR 500 per meeting and
the Committee members will be remunerated EUR 400 per meeting.
In accordance with the proposal of the Shareholders’ Nomination Board, the An-
nual General Meeting of 12 June 2020 re-elected Petri Carpén, Patrick Lapveteläin-
en, Carl-Magnus Månsson, Martin Johansson and Tiina Kuusisto as members of the
Board of Directors. Minna Parhiala was elected as a new member of the Board of
Directors. Following these elections, the Board of Directors consisted of six members.
In its organisational meeting held on 12 June 2020, the Board of Directors elected
Patrick Lapveteläinen as the Chairman of the Board. The Board of Directors met 10
times in 2020. In addition, on three occasions, pursuant to Chapter 6, Section 3 of the
Companies Act, the Board of Directors made a decision without holding a meeting.
Board Committees
The Board of Directors appoints two committees from among its members: i) the
Audit Committee and ii) the Nomination and Remuneration Committee. The Board
of Directors may also appoint other committees, if deemed appropriate. The
committees assist the Board of Directors by preparing and drawing up proposals
and recommendations for the Board of Directors consideration.
On 12 June 2020, the Board of Directors re-nominated Petri Carpén, Carl-
Magnus Månsson and Martin Johansson as members of the Audit Committee.
Petri Carpén continued as the Chairman of the Audit Committee.
The Nomination and Remuneration Committee consists of at least three mem-
bers. On 12 June 2020, the Board of Directors decided not to appoint the Nomi-
nation and Remuneration Committee.
Authorisations of the Board of Directors
Share issue authorisation 12 June 2020
The Annual General Meeting of Shareholders held on 12 June 2020 authorised
the Company’s Board of Directors to decide on one or more share issues, in
-
cluding the right to issue new shares or transfer shares held by the Company.
The maximum number of shares covered by the authorisation is 1 500 000. The
Board of Directors was also authorised to decide on a directed share issue. The
authorisation can be used for material arrangements from the Company’s point
of view, such as financing or implementing business arrangements or investments
or for other purposes determined by the Board of Directors, in which case there
would be a significant financial reason for issuing shares, potentially in the form
of a directed share issue.
Company’s Board of Directors was authorised to decide on all other share is-
sue conditions, including payment term, specification grounds for subscription of
shares and subscription price or issue shares without payment or that subscription
price can be paid by cash, but also fully or partially by other property.
The authorisation is effective for 18 months from the close of the Annual Gener-
al Meeting, until 12 December 2021. The authorisation replaced the corresponding
authorisation issued to the Board of Directors by the Annual General Meeting held
on 28 March 2019.
Enento Group Plcs Board of Directors decided on 10 February 2020 on a di-
rected share issue related to the reward payment from the performance peri-
od 2018–2019 of the Matching Share Plan 2018. In the share issue, approximately
13 769 new Enento Group Plc shares will be issued without consideration to the key
employees participating in the Matching Share Plan 2018 in accordance with the
terms and conditions of the plan. The decision on a directed issue of shares was
based on the authorisation given to the Board of Directors by the Annual General
Meeting on 28 March 2019.
2020 Enento Group FINANCIAL REVIEW | 11
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GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Enento Group Plcs Board of Directors decided on 12 February 2021 on a di-
rected share issue related to the reward payment from the performance period
2018–2020 of the Matching Share Plan 2018. In the share issue, approximately
28 000 new Enento Group Plc shares will be issued without consideration to the
key employees participating in the Matching Share Plan 2018 in accordance with
the terms and conditions of the plan. The decision on a directed issue of shares
was based on the authorisation given to the Board of Directors by the Annual
General Meeting on 12 June 2020.
Authorisation for repurchasing own shares 12 June 2020
The Annual General Meeting authorised the Board of Directors to decide on the re-
purchase of maximum of 1 500 000 company’s own shares, in one or several instal-
ments. The shares will be repurchased with the Company’s unrestricted sharehold-
ers’ equity, and the repurchases will reduce funds available for the distribution of
profits. The shares can be repurchased for example to develop the company’s cap-
ital structure, carry out or finance potential corporate acquisitions or other business
arrangements, to be used as a part of the company’s incentive programme or to
be otherwise conveyed further, retained as treasury shares, or cancelled.
In accordance with the resolution of the Board of Directors, shares may be
repurchased also in a proportion other than that in which shares are owned
by the shareholders (directed acquisition) at the market price of the shares at
marketplaces on which the company shares are traded or a price otherwise
established on the market at the time of the repurchase. The Board of Directors
decides how shares are repurchased. Among other means, derivatives may be
used in acquiring the shares. According to the authorisation, the Board of Direc-
tors decides on any other matters related to the repurchase of shares.
The authorisation is effective for 18 months from the close of the Annual Gen
-
eral Meeting, until 12 December 2021. The authorisation replaced the corre
-
sponding share repurchase authorisation issued to the Board of Directors by the
Annual General Meeting held on 28 March 2019. The authorisation has not been
used as of 12 February 2021.
The Company publishes a separate Corporate Governance Statement.
CEO and Executive Team
Jukka Ruuska served as the Chief Executive Officer (CEO) of the Company in
2020. At the end of the financial year 2020, the other members of the Execu
-
tive Team were Heikki Koivula (Risk Decisions), Siri Hane (SME and Consumers),
Karl-Johan Werner (Customer Data Management), Heikki Ylipekkala (Digital
Processes), Mikko Karemo (Sales Units), Victoria Preger (Marketing and Commu-
nications), Jörgen Olofsson (IT and Technology), Elina Stråhlman (Finance) and
Eleonor Öhlander (HR).
Auditor
Authorised Public Accountants PricewaterhouseCoopers Oy served as the Com-
pany’s auditor in 2020. The auditor in charge was Martin Grandell, Authorised
Public Accountant.
Loans, Liabilities and Commitments to Third Parties
Enento Group Plc has a loan agreement on a total of EUR 180 million of financing
with Danske Bank A/S, OP Corporate Bank Plc and Nordea Bank Plc. The agree-
ment consists of a term loan of EUR 160 million and a revolving credit facility of EUR
20 million. The Company took out the term loan partly in EUR and partly in SEK
in accordance with the terms of the loan agreement. At the end of the financial
year, the Company had used EUR 0 (EUR 0 million) of its credit facility. The loans
will mature in one instalment in October 2023.
To facilitate efficient cash management in the Group, a multi-currency cash
pool arrangement has been implemented with Danske Bank A/S. An overdraft of
EUR 15,0 million is included in the cash pool arrangement. The overdraft had not
been utilised on 31 December 2020.
Enento Groups cash and cash equivalents on 31 December 2020 amounted to
EUR 26,2 million (EUR 20,4 million).
Further information on loans, liabilities and commitments to related parties is
provided in note 23 Financial liabilities, note 26 Contingent liabilities and note 27
Related parties in the consolidated financial statements.
Group Structure and Organisation
At the end of the financial year, Enento Group consisted of Enento Group Plc, its
wholly-owned subsidiaries Suomen Asiakastieto Oy, Emaileri Oy, Proff AS and Proff
ApS as well as UC AB and its wholly-owned subsidiaries UC Affärsinformation AB
and Proff AB.
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GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Enento Group acquired the shares of the business information service Proff
in Norway, Sweden and Denmark under an agreement signed on 20 May 2019.
The transaction was completed on 1 July 2019. More detailed information on the
acquisition is presented under Note 5 Corporate Acquisitions in the notes to the
consolidated financial statements.
Enento Groups organisation consists of two types of units: business areas and
functional units. The business areas are responsible for the Groups service offering
and the functional units for the production, maintenance and active development of
the operations in their own focus area and business processes. The functional units
are Sales Units, Marketing and Communications, IT and Technology, HR, and Finance.
Legal proceedings
Disputes arise from time-to-time in the course of day-to-day operations of Enen-
to Group. On 16 August 2019, Enento Group Plc announced it had received a claim
for additional compensation from Eniro AB in relation to Enentos acquisition of
Proff companies from Eniros subsidiaries Eniro Sverige AB, Eniro Holding AS and
Eniro Danmark A/S. Eniro presented in its claim that the purchase price set out in
the agreement and upon which the transaction was consummated was incorrect
due to a “clerical error” on Eniros side. The transaction was announced on 20 May
2019 and it entered into effect on 1 July 2019. Enento Group deemed the claim to
be without any merit.
The dispute was settled by the Arbitration Institute of the Stockholm Chamber
of Commerce. The arbitration award was given on 1 October 2020 and, accord-
ing to the award, Enento Group paid Eniro SEK 23,713,421 and interest until the
payment date and costs relating to the arbitration for EUR 131,874. Enento Group
presented the awarded payment in items affecting comparability in the fourth
quarter of 2020.
Enento Group was not party to any other material litigation or administrative
proceeding in 2020 that may have a material effect on its financial position or
profitability. The Company is not aware of any material such proceedings being
pending or threatened.
Events after the reporting date
On 14 January 2021, Enento Group Plc announced its plan of changing the busi-
ness area structure and creating a new Data and Analytics unit. The change in
the organisational structure is aimed at enabling faster and smoother strategy
implementation and highlighting the importance of data and analytics.
Enento Group currently has four business areas: Risk Decisions, Customer Data
Management, SME & Consumers and Digital Processes. The new organisational
structure consists of three business areas: Business Insight, Consumer Insight and
Digital Processes. These new business areas replace the current ones (Risk De-
cisions, Customer Data Management and SME and Consumers), with the Digital
Processes business area remaining unchanged.
Heikki Koivula, the Director of the current Risk Decisions business area, will be
in charge of the new Business Insight business area. Siri Hane, the Director of the
current SME and Consumers business area, will be in charge of the new Consum-
er Insight business area. During Siri Hanes parental leave, Gabriella Göransson
(Head of Risk Decisions Sweden) will deputise for Siri Hane during the period 1 April
– 1 October 2021. During this period, Gabriella Göransson will also be a member
of Enento Groups Executive Team. Heikki Ylipekkala will remain in charge of the
Digital Processes business area.
The new Consumer Insight business area will focus on customer-driven con-
sumer information services, while the new Business Insight business area will focus
on business information services.
The new Data and Analytics functional unit will be led by Chief Data & Ana-
lytics Officer Karl-Johan Werner. The current Customer Data Management busi-
ness area led by Karl-Johan Werner will be included in the new business areas.
Karl-Johan Werner will continue as a member of Enento Groups Executive Team.
The organisational change does not include any plans for personnel redun-
dancies, but it does require statutory cooperation negotiations in Finland and
Sweden. The negotiations will begin immediately. The new organisational struc-
ture will enter into effect on 1 April 2021.
Report on non-financial information
Enento Groups Board of Directors and management are responsible for the man-
agement of corporate responsibility. Enento Group complies with laws and reg-
ulations of its operating countries, the Articles of Association, rules and guideline
of Nasdaq Helsinki and Corporate Governance Code for listed companies in its
administration. In practical work, responsibility issues are guided by the Groups
Code of Ethics. Furthermore, operations are governed by policies and operating
2020 Enento Group FINANCIAL REVIEW | 13
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CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
practices approved by the Board of Directors and Executive Team. All the part-
ners must also conform to the laws and agreements. The Code of Ethics, along
with key Group-level policies and guidelines, is published online on the Company’s
investor pages.
Enento Groups business model and governance
Enento Groups mission is to maintain and build trust in the markets: in trading and
the concluding of agreements between companies as well as between compa-
nies and private parties. Trust is created through the provision of services that
help companies verify the reliability of their contractual counterparties. The foun-
dation for these services consists of Enento Groups Nordic databases of up-to-
date information on companies and consumers. The digital services refined from
this data improve the efficiency of customers’ operations, increase responsibility
and reduce the Groups carbon footprint.
The Groups operations are guided by
The strategy approved by the Board of Directors
The Groups annual budget and action plan
The Groups management and governance model
The quality management system of Suomen Asiakastieto Oy, a subsidiary of Enento
Group Plc, has been certified since 2015 and the certificate has been subsequently
renewed in 2018 and January 2021. In the certification audit, the system was found
to be compliant with the 9001:2015 standard and the certificate is valid for three
years. The key processes defined in the system are related to the customer-driv-
en development and management of products and services. The performance
indicators of the quality management system are the results of the audits, which
monitor, for example, development measures, best practices, quality deviations
and quality accidents. There were eight implemented development measures and
six identified best practices in 2020. There were 11 quality deviations and seven
quality accidents observed in the audits. Corrective measures and their follow-up
measures have been prepared to remedy the above-mentioned defects.
Enento Groups strategy 2020–2023 and sustainability
Enento Groups Board of Directors approved the Groups new strategy for 2020–
2023 on 8 May 2020. The Group aims for growth and increased profitability by
strengthening its current position and seizing new opportunities within credit in-
formation, business information and the digitalisation of data-related processes.
Focusing on innovation, building a future-fit innovative organisation and devel-
oping a Nordic IT platform will enable Enento to achieve these goals.
Enento has three main goals for the strategy period: to retain and strengthen
its leading position in the credit information business, to become the number-one
choice in data-driven business processes as a service, and to become the leader
in business information.
Sustainability is at the core of Enentos business. The Group contributes to sus-
tainability in society by, for example, preventing over-indebtedness and help-
ing customers make responsible and sustainable decisions. The aim is to create
a broad Nordic offering of sustainability services to support customers’ deci-
sion-making. Enento has set a group-level target of zero net emissions by 2023.
Environmental issues
The Groups emission target is ambitious, and it can only be achieved by com-
prehensively specifying and calculating the Groups total carbon footprint. The
carbon footprint calculation provides an understanding of the Groups emission
sources and amounts. Based on the calculation, practical measures will be se-
lected to achieve the net zero emission target and monitor progress. The speci-
fication and calculation effort has begun in partnership with the Sweden-based
consulting company GoClimate. Enento Group will publish a separate sustaina-
bility report on 2020 by the end of the second quarter of 2021.
The carbon footprint of Enento Groups own operations is low. The Groups
overall impact on society is very positive. Prior to the COVID-19 pandemic, the
most significant environmental impacts arose from business travel, the energy
consumption of offices and IT service production. There are no significant risks
associated with the Groups environmental aspects.
Enento Groups largest offices are located in Helsinki (headquarters) and Stock-
holm. Both of the Groups offices are in locations with good public transport con-
nections. They are modern activity-based offices in which fewer heated square
metres per employee are needed. The lessors of both of the premises monitor elec-
tricity consumption, the use of warm and cold water, district heating, district cool-
ing and waste management on a monthly basis. More detailed figures comparing
2019 and 2020 will be published in Enento Groups separate sustainability report.
2020 Enento Group FINANCIAL REVIEW | 14
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SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Due to the nature of Enento Groups digital service production, data process-
ing accounts for part of the Groups overall emissions. The equipment in the data
centre environment in Finland are mainly virtualised and placed in a large data
centre complex, which makes it possible to minimise the overall energy consump-
tion. The data centre complex in Finland switched to renewable energy at the
beginning of 2021. All three of the Groups data centres in Sweden also use re
-
newable energy, which means that their carbon dioxide (CO2) emissions are zero.
More detailed annual comparison figures will be published in Enento Groups sep-
arate sustainability report.
Social and employee-related issues
In 2020, the number of people employed by Enento Group was 425, of whom 173
worked in the Finnish companies, 205 in the Swedish companies, 45 in the Norwe
-
gian company and two in the Danish company.
Enento Group emphasises competence development, community spirit as well
as the development of leadership and management in its approach to social re-
sponsibility. The Groups goal is to be an attractive employer that offers interesting
jobs for people representing various competence backgrounds. Enento Group
offers opportunities for employees to develop their expertise or management skills
and seek new roles inside the Group within its Nordic offices. Recruitment is a
separate process supported by a separate recruitment system.
The Group ensures the fulfilment of its social responsibility through fair work-
ing conditions, remuneration and practices that are based on, among other
things, the Groups Code of Ethics, Recruitment Policy, Remuneration Policy,
Working Environment Policy, Remote Work Policy and Diversity and Equality
Policy.
The quality of management, experience in the work community, clear work
objectives and competence are the key factors influencing the employees’ com-
mitment to work and well-being at work. In 2020, the Group established Learning
Organisation guidelines with the aim of establishing a Nordic work community in
which each employee receives encouragement and support to help them achieve
professional growth and success together with their colleagues. In 2020, the HR
team also worked on a Nordic competence and development model that will help
the Group perform even better with respect to the recruitment of new talent as
well as the development of employee competence.
The Group continued to implement the Nordic Supervisor Training Programme,
which supports supervisors with regard to change management, self-aware
-
ness, a coaching style of management and team leadership. This programme
has also played a significant role in building a unified team of supervisors. The
Grow Talk discussion process is part of the supervisor training programme. Grow
Talk discussions start with an annual personal target-setting discussion held in
the first quarter of the year. The target-setting discussion is followed by monthly
follow-up discussions with the supervisor and evaluation discussions held twice
a year. The purpose of the discussions is to create commitment and build an
understanding of how each employee contributes to the achievement of the
shared goals. Another purpose of the discussions is to ensure each employees
well-being and ability to develop in their work.
The Nordic Activity Group established to support a strong sense of community
within Enento Group continued to operate in 2020. The Nordic Activity Group
consists of active employees who plan and implement activities that promote
team spirit and well-being at work throughout the year.
The most recent Trust Index survey results showed that being a friend-
ly workplace is one of Enento Groups biggest strengths. Furthermore, 86% of
the employees felt that working at Enento has a positive impact on society.
Suomen Asiakastieto Oy and UC AB are now Great Place to Work certified
companies.
Ensuring information security and privacy protection
Respecting privacy and ensuring information security are at the very core of
Enento Groups operations and services. The Group processes data with care
and in full compliance with the law, and privacy protection is ensured in the
processing of personal data. Information security, privacy and confidentiality are
addressed in the Groups Code of Ethics, Information Security Policy and Safety
Policy. Furthermore, the confidentiality obligation is included in the employment
agreement.
Respect for human rights
Enento Group operates in the Nordic countries, where respect for human rights
and equal treatment of people are generally at a very high level. At Enento Group,
the requirement that human rights and equality must be respected applies to
2020 Enento Group FINANCIAL REVIEW | 15
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SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
personnel and partners alike. The Code of Ethics includes practices and proce-
dures for dealing with issues related to respect for human rights. There were no
suspected violations of human rights or violations related to discrimination or
other unfair treatment of employees observed in 2020.
The Group has a whistleblowing channel to enable employees to report sus-
pected violations anonymously.
Anti-corruption and bribery
Enento Groups internal guidelines prohibit corruption and bribery. The Groups
practices and procedures reduce opportunities for taking action that would be
contrary to the rules. The Code of Ethics includes practices and procedures for
dealing with issues related to corruption and bribery. No corruption or bribery cas-
es or other violations related to unethical business practices were reported in 2020.
Risks and uncertainties
Enento Group is exposed to a number of risks and uncertainties that are related,
for instance, to the market conditions and the Groups industry, strategy, business
and financing. The realisation of such risks could have a considerable adverse
effect on Enento Groups business, financial situation, performance and future
outlook.
Market and strategic risks
The demand for the Groups products and services depends on the activity of the
business operations of its customers. Slow economic growth or a declining econ-
omy may result in a weakening demand for the services of Enento Group. In addi-
tion, regulatory changes that reduce the lending ability of the Groups customers
may have a negative effect on the demand for the Groups services and products.
Due to the COVID-19 pandemic, severe and extensive restrictions have been
placed at the state level in the Nordic countries. These restrictions have significant
impacts on economic activity. The Group has assessed the risks and uncertain-
ties arising from the restrictive measures. Due to the extraordinary situation, the
Groups ability to predict the potential effects on the demand for its services has
been reduced. The potential business impacts of the pandemic-related risks that
affect demand factors are managed by proactive cost adaptation measures and
contingency plans.
Enento Group operates in a number of product and service markets in which
competition is continuously becoming tougher and customers’ needs keep chang-
ing. Information services are available more easily than before. This is primarily at-
tributable to better availability of public information, increase of digital information
and new service providers, who may increase competition in the markets. Better
availability of information may also provide the Groups customers with better op-
portunities for in-house development of services, such as analysis services.
Tendering carried out by customers and general cost-awareness may put
some pressure for lower prices on the Groups markets. In addition, price pressures
caused by Enento Groups competitors may have a negative effect on the Groups
margins and result and hamper its opportunities to acquire new customers on the
current terms and conditions.
No customer of the Group accounted for more than ten per cent of the Groups
total invoicing in 2020. Even though the Groups customer base is diverse, the loss
of one or more major customers or a significant decrease in sales to one or more
such customers for any reason could have a very harmful effect on the Groups
business, financial position, business result and future outlook.
The gathering, storage and use of information is subject to strict regulations,
and in Sweden a licence is required for certain operations of the Group, such
as credit register-related operations. In addition, according to UC’s shareholder
agreement, UC’s minority shareholders may veto certain decisions concerning
UC’s credit register and the control of credit register data. This may restrict Enen-
to Groups possibilities to materially change business operations related thereto.
The Group and its employees must also comply with numerous other laws and
regulations. Changes to the regulatory framework may require Enento Group to
adapt its service offering or strategy. Any actions in breach of regulations con-
cerning operations subject to a licence may lead to changing of Enento Groups
operations, imposing additional conditions to the licence or cancellation of the
licence. The above may also lead to higher costs, force the Group to stop provid-
ing some products or services, or prevent or delay development of its operations,
or the Group may end up in legal proceedings or become subject to legal claims.
In order to achieve synergies, Enento Group must carry out extensive and cor-
rectly timed integration work on acquired businesses, particularly UC. Failure of
integration, unexpected costs or delays in schedule may lead to partial or total
non-achievement or the synergies and advantages expected of the acquisitions.
2020 Enento Group FINANCIAL REVIEW | 16
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SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
In the future, the Group may also seek growth through M&A transactions or pro-
vide more services also outside its current countries of operation. M&A transac-
tions and geographical expansion involve many risks that may have an effect on
the Groups future business.
Enento Group has a lot of goodwill recognised on acquisitions. Impairment of
goodwill and other assets could have a material effect on the Groups reported
result.
Operational risks
In its business, Enento Group relies on information from external sources, such as
government offices and other public sources, customers and other sources. If one
or more of them stopped providing information for any reason or considerably in
-
creased the price of the information provided, this could have a harmful effect on
Enento Groups ability to offer its products and services to its customers.
Enento Group believes that its continued success will be influenced by its ability
to meet customers’ needs through the development of products and services that
are easy to use and that seek to increase customers’ business process efficiency,
offer cost savings, and facilitate better business decisions. The Groups financial
result may suffer if the development of new products or services or improvements to
existing products are delayed for reasons related to possible technical challenges,
problems related to external IT development resources, information acquisition or
regulatory requirements.
Enento Group has invested and will continue to invest in its technical infrastruc
-
ture, including equipment and software. If Enento Group fails in its technological in-
vestments, its income may not develop as expected and its expenses may increase.
In addition, the Group may end up in an unfavourable competitive position in the
market if it cannot, for example, offer certain new products and services or gather
certain type of new information.
Safe and uninterrupted functioning of Enento Groups IT network and systems
is critical for the company’s business. Unauthorised access to or disclosure of in-
formation as well as loss or abuse of information may lead to a breach of data
protection and other applicable laws by Enento Group, harm to reputation, loss
of income, claims or measures taken by the authorities.
Despite testing and information quality control, products and services devel-
oped and supplied by Enento Group as well as the operating systems and soft-
ware it uses may contain errors or faults. Material defects or errors in the Groups
information, products or services as well as delays in providing products and ser-
vices may harm its reputation or lead to loss of income, increased costs, regulato-
ry measures or legal claims. Enento Groups IT network and infrastructure may be
exposed to damage and problems resulting from many reasons. Such damage or
problem may lead to a failure of Enento Groups IT infrastructure, which in turn may
complicate the company’s work and lead, for instance, to breaches of contract.
The Groups brands and reputation are important competitive advantages.
The company’s success is also based on its own technologies, processes, methods
and information. The company protects its intellectual rights with trademarks and
domain names, for instance, and by relying on business secrets and the develop-
ment of products and technology. Failure to protect intellectual rights, damage to
reputation or negative views of the company in the market may have a negative
effect on the company.
Enento Groups success also depends on its management and other profes-
sional personnel as well as its ability to recruit competent personnel and develop,
train and retain them. The Groups inability to retain or recruit new employees may
have a material harmful effect on the Group.
Successful implementation of Enento Groups strategy depends on a number of
factors, some of which are completely or partially beyond the company’s control.
Costs related to the implementation of the strategy or failure to implement it may
have a harmful effect on the Groups business.
The Groups tax burden depends on applicable laws and decrees as well as
their application and interpretation. Amendments to tax laws and decrees or their
interpretation may increase the Groups tax burden, which in turn may affect the
Groups financial result.
Enento Group has taken out insurances to cover various risks or loss events. The
Groups insurance coverage may be insufficient or the Group may not be able to
maintain its current insurance coverage, in which case the company may suffer
losses not covered by its insurances.
Enento Group is exposed to various financial risks, including currency exposure,
interest rate risk and solvency risk. The Groups financing risks and their manage-
ment are described in note 4 in Notes to the consolidated financial statements.
2020 Enento Group FINANCIAL REVIEW | 17
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CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Financial targets, Dividends and Outlook
Financial targets
The Board of Directors of Enento Group has adopted long-term financial targets
and dividend policy for the Group. The long-term financial targets are:
Growth: 5 to 10 per cent annual average net sales growth
Profitability: Adjusted EBITDA growth rate exceeding net sales growth rate
Balance sheet structure: Net debt to Adjusted EBITDA below 3x while
maintaining an efficient capital structure
Dividend Policy
The Company’s dividend policy is to distribute as dividends at least 70 per cent of
the Company’s net profit, whilst, taking into consideration the business develop-
ment and investment needs of the Group. Any dividends to be paid in future years,
their amount and the time of payment will depend on Enento Groups future earn
-
ings, financial condition, cash flows, investment needs, solvency and other factors.
Enento Group distributed funds to its shareholders totalling EUR 22 807 thou-
sand for the financial year 2019 and EUR 22 794 for the financial year 2018. The
dividend and capital repayment was EUR 0,95 per share for both the financial
year 2019 and the financial year 2018.
Pursuant to the Companies Act, the Annual General Meeting of Shareholders
resolves on the distribution dividend based on the Board of Directors’ proposal.
Dividends are typically distributed once per financial year, and dividends can only
be distributed once the Annual General Meeting of Shareholders has approved
the financial statements. If dividends are distributed, all shares confer equal rights
to dividends.
Proposal for the Distribution of Funds
At the end of the financial year 2020, the distributable funds of the Groups parent
company amounted to EUR 390 594 628,13, of which the profit for the financial
year was EUR 23 332 702,86. The Board of Directors proposes to the Annual Gen-
eral Meeting convening on 29 March 2021 that funds amounting to EUR 0,95 per
share, total EUR 22 806 707,95, based on the Company’s registered total number of
shares at the time of the proposal, be distributed for the financial year that ended
on 31 December 2020 as follows:
EUR / share EUR
From the invested unrestricted equity reserve as a
repayment of capital 0,95 22 806 707,95
To be retained in unrestricted equity 367 787 920,18
Total 390 594 628,13
The equity repayment from the reserve for invested unrestricted shareholders’ eq-
uity will be paid to a shareholder registered in the Company’s shareholders’ reg-
ister held by Euroclear Finland Ltd on the payment record date of 31 March 2021.
The Board of Directors proposes that the funds be paid on 12 April 2021.
The remunerations to be paid on the basis of the Company’s management’s
long-term incentive plan 2018–2020 are further expected to result in the issuance
of approximately 28 000 new shares in Enento Group Plc, entitling to the distri-
bution of funds from the financial year 2020. Thus, the proposed total amount of
distributed funds would increase by approximately EUR 27 000.
Future outlook
Net Sales: Enento Group expects its net sales growth in 2021 to be in the
long-term target range (5-10%) but somewhat lower than the mid-point of the
target range.
EBITDA: Enento Group expects its adjusted EBITDA margin to improve
somewhat in 2021 compared to previous year.
Capital Expenditure: Enento Group expects its capitalised product
development and software expenses in 2021 to exceed the previous years level.
The outlook is based on the assumption that exchange rates remain at the cur-
rent level.
The future outlook is subject to risks related to, among other factors, the eco-
nomic development of Enento Groups countries of operation and the devel
-
opment of the Groups business operations. The most significant risks related to
business operations include, for example, risks related to the success of product
and service development activities, launches of new products and services and
risks related to competitive tenders and to losing significant customer accounts.
2020 Enento Group FINANCIAL REVIEW | 18
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Key income statement and cash flow figures and ratios
EUR million (unless otherwise mentioned)
2020 2019 2018
Net sales 151,3 146,0 98,1
EBITDA 4 9, 1 48,3 26,7
EBITDA margin, % 32,5 33,1 2 7, 2
Adjusted EBITDA 54,0 51,5 36,1
Adjusted EBITDA margin, % 35,7 35,3 36,8
Operating profit (EBIT) 2 7, 8 2 7, 8 16,7
Operating profit (EBIT) margin, % 18,4 1 9,0 1 7,0
Adjusted EBIT
1
45,0 42,6 32,0
Adjusted EBIT margin, %
1
29,7 29,2 32,7
Free cash flow
3
32,6 32,1 15,9
Cash conversion, %
4
66,3 66,4 5 9, 6
Net sales from new products and services
2
8,5 5,9 8,6
New products and services of net sales, %
2
5,6 4,0 8,8
Key balance sheet ratios
EUR million (unless otherwise mentioned)
2020 2019 2018
Balance sheet total 552,5 543,3 545,9
Net debt 143,0 148,1 137,0
Net debt to adjusted EBITDA, x4 2,6 2,9 n/a
Return on equity, % 6,2 6,2 5,4
Return on capital employed, % 5,8 5,8 5,2
Equity ratio, % 58,3 58,3 5 9, 6
Gearing, % 45,4 4 7, 7 42,6
Gross investments 12,0 12,4 5,6
Key financial information for the Group
1
The method used for calculating the adjusted operating profit (EBIT) has been changed from 1 January 2018 so that also amortisation from fair value adjustments related to the acquisitions and external expenses
arising from significant regulatory changes are taken into account as items to be adjusted.
2
The method for calculating the share of new products and services has been changed from 1 January 2018 so that the total sales of products launched during the past 24 months are included in the shares. Previously,
the share was calculated as the net sales for products and services launched during the past 12 months added by the change in net sales for products and services launched during the preceding 12 months.
3
The method for calculating free cash flow has been changed from 1 January 2018 so that the impact of paid taxes is no longer added to the cash flow of business operations.
4
Resulting from the eect of the UC acquisition on the Groups net debt, the relation of net debt for the financial year 2018 to adjusted EBITDA is not presented because it is not considered to be comparable.
2020 Enento Group FINANCIAL REVIEW | 19
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Share-related key figures
EUR (unless otherwise stated)
2020 2019 2018
Earnings per share, basic 0,81 0,82 0,56
Earnings per share, diluted 0,81 0,82 0,56
Earnings per share, comparable
5
1,21 1,20 0,78
Equity per share 13,12 12,95 16,39
Dividend per share 0,95 0,95 0,95
Dividend per earnings, % 117,3 115,9 170,6
Effective dividend yield, % 2,8 3,0 3,9
Price per earnings 41,5 38,4 44,2
Share price development
Average price 31,83 26,56 2 7, 8 2
Highest price 40,30 34,70 32,60
Lowest price 24,20 22,00 21,10
Closing price 33,60 31,50 24,60
Market capitalisation, EUR million 806,6 755,8 589,3
Trading volume, pcs 6 757 380 2 509 597 3 533 838
Trading volume, % 28,15 10,5 18,0
Adjusted number of shares
Weighted average during financial year 24 004 917 23 986 073 19 603 022
At the end of the financial year 24 007 061 23 993 292 23 953 964
Number of shares adjusted for share issue, diluted
Weighted average during financial year 24 029 391 24 013 292 19 649 487
At the end of the financial year 24 031 536 24 020 511 24 000 429
5
The comparable earnings per share do not contain amortisation from fair value adjustments related to the acquisitions or their tax impact.
2020 Enento Group FINANCIAL REVIEW | 20
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Alternative performance measures used in financial reporting
Enento Group Plc discloses a summary on the use of alternative performance
measures used by the Group, definitions of the performance measures used and
their matching with the IFRS financial statements figures in accordance with the
ESMA (European Securities and Markets Authority) Guidelines on Alternative Per-
formance Measures
1
.
Enento Group Plc presents alternative performance measures as additional in-
formation for key performance measures in the consolidated statements of income,
financial position and cash flows prepared according to IFRS to reflect the financial
development of its business operations and to enhance comparability from period
to period. According to the management’s view, alternative performance measures
provide substantial supplemental information on the result of the Groups opera-
tions, financial position and cash flows to the management and investors, securities
analysts and other parties. Alternative performance measures are not, as such,
included in the consolidated financial statements prepared according to IFRS, but
they are derived from the IFRS consolidated financial statements by adjusting items
in the consolidated statements of income, financial position and cash flows and/or
by proportioning them to each other. Alternative performance measures should not
be considered as a substitute for measures in accordance with IFRS. Not all com-
panies calculate alternative performance measures in a uniform way, and thus the
alternative performance measures of the Company are not necessarily comparable
with similarly named performance measures of other companies.
Certain non-operational or non-cash valuation transactions with significant
income statement impact are adjusted as items affecting comparability, if they
arise from:
M&A and integration-related expenses as one-off transactions
negotiated redundancy payments omitted from the operative cost structure
external expenses arising from significant regulatory changes as one-off
transactions
compensation for damages as one-off transactions
legal actions as one-off transactions
1
Alternative Performance Measure refers to a financial measure other than financial measure defined or
specified in IFRS norms.
Alternative performance measures are defined as follows:
EBITDA
EBITDA is the profit (loss) for the financial year before (i) income taxes, (ii) finan-
cial income and expenditure and (iii) depreciation and amortisation.
Adjusted EBITDA
Adjusted EBITDA is defined as EBITDA excluding items affecting comparability.
Adjusted EBIT
Adjusted EBIT is defined as EBIT excluding items affecting comparability. The
method used for calculating the adjusted operating profit (EBIT) was changed
effective from 1 January 2018 due to the UC acquisition so that amortisation
from fair value adjustments related to acquisitions are also taken into account
as items to be adjusted. This redefinition of adjusted operating profit (EBIT) has
not had a material effect on the previously reported adjusted operating profit
(EBIT) figures.
Net sales from new products and services
Net sales of new products and services include the total sales of products
launched during the past 24 months. New products and services are a signifi-
cant driver of growth in the company and consumer data market. The impact
of new products and services is especially important in times of poor economy,
because they dilute the impact of the poor economic situation on the demand
for current products and services. New products and services replace or update
old products and services. They are often more advanced than old products
and services, or they respond to potential market demand. In addition to cus-
tomer needs, the development of new products and services is also guided
by opportunities recognised by service providers. According to the Company’s
view, company and consumer data markets in its countries of operation are
somewhat immature compared to many European countries, and there is
potential for new products and services in the market.
Free cash flow
Free cash flow consists of the cash flow from operating activities before (i) paid
interests and other financing expenses, (ii) received interests and other financing
income deducted by (iii) acquisitions of tangible and intangible assets. The
method used for calculating the free cash flow was changed effective from
1 January 2018 so that the impact of paid taxes is no longer added to the cash
flow of business operations.
2020 Enento Group FINANCIAL REVIEW | 21
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Cash conversion
Cash conversion is calculated by dividing free cash flow by EBITDA.
Net debt
Net debt is calculated as difference of interest-bearing liabilities and cash
and cash equivalents. Interest-bearing liabilities include loans from financial
institutions (short- and long-term loans), and cash and cash equivalents include
short-term deposits, cash assets and bank accounts.
Net debt to adjusted EBITDA
Net debt to adjusted EBITDA is calculated by dividing net debt by adjusted
EBITDA.
Return on equity
Return on equity is calculated by dividing (i) profit (loss) for the financial year by
(ii) total equity (average for the financial year).
Return on capital employed
Return on capital employed is calculated (i) by adding financial expenses to the
profit (loss) before taxes and (ii) by dividing the sum by the average of the differ-
ence of the balance sheet total and non-interest bearing debts of the opening
and closing balance sheet.
Gearing
Gearing is calculated by dividing net debt by total equity.
Equity ratio
Equity ratio is calculated by dividing (i) total equity by (ii) balance sheet total,
deducted by advances received.
Gross investments
Gross investments are fixed asset acquisitions with long-term effect, from which
no sales of property or renunciation of business have been deducted. As a gen-
eral rule, fixed assets comprise property, plant and equipment and intangible
assets.
Purpose of use of alternative performance measures
EBITDA, adjusted EBITDA and adjusted EBIT are presented as alternative perfor-
mance measures, as they, according to the Company’s view, enhance the under-
standing of the Groups results of operations and are frequently used by analysts,
investors and other parties.
Net sales from new products and services is presented as alternative perfor-
mance measures, as it, according to the Company’s view, describes the develop-
ment and structure of the Company’s net sales.
Free cash flow, cash conversion and gross investments are presented as alter-
native performance measures, as they provide, according to the Company’s view,
a good insight into the needs relating to the Groups business cash flow and are
frequently used by analysts, investors and other parties.
Net debt, net debt to adjusted EBITDA, return on equity and return on capital
employed are presented as alternative performance measures, as they are, ac-
cording to the Company’s view, useful measures of the Groups ability to obtain
financing and pay its debts, and they are frequently used by analysts, investors
and other parties.
Gearing and equity ratio are presented as alternative performance measures,
as they, according to the Company’s view, reflect the level of risk related to financ-
ing and help to monitor the level of capital employed in the Groups business.
Comparable earnings per share is presented as an alternative performance
measure, as it, according to the Company’s view, helps to reflect the profit attrib-
utable to the owners.
2020 Enento Group FINANCIAL REVIEW | 22
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Matching of alternative performance measures to the closest IFRS performance measure
Adjusted EBIT
EUR thousand
2020 2019 2018
Operating profit 27 816 27 782 16 704
Amortisation from fair value adjustments related to acquisitions 12 252 11 572 5 915
Items affecting comparability
M&A and integration related expenses 1 984 1 961 7 266
Redundancy payments 161 1 202 1 935
Additional payment for acquisition, arbitration institute decision 2 264 - -
External expenses arising from significant regulatory changes - - 142
Compensation paid for damages - - 80
Legal actions 481 99 -
Total items affecting comparability 4 890 3 263 9 424
Adjusted operating profit 44 958 42 616 32 042
EBITDA and adjusted EBITDA
EUR thousand
2020 2019 2018
Operating profit 27 816 27 782 16 704
Depreciation and amortisation 21 311 20 503 9 995
EBITDA 49 127 48 284 26 699
Items affecting comparability
M&A and integration related expenses 1 984 1 961 7 266
Redundancy payments 161 1 202 1 935
Additional payment for acquisition, arbitration institute decision 2 264 - -
External expenses arising from significant regulatory changes - - 142
Compensation paid for damages - - 80
Legal actions 481 99 -
Total items affecting comparability 4 890 3 263 9 424
Adjusted EBITDA 54 017 51 547 36 122
Free cash flow
EUR thousand
2020 2019 2018
Cash flow from operating activities 40 912 41 920 19 527
Paid interest and other financing expenses 2 593 2 755 2 092
Received interest and other financing income -50 -201 -7
Acquisition of tangible assets and intangible assets -10 875 -12 417 -5 691
Free cash flow 32 579 32 057 15 921
2020 Enento Group FINANCIAL REVIEW | 23
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
Formulas for key figures
EBITDA Operating profit + depreciation and amortisation.
Items affecting comparability Material items outside the ordinary course of business that concern i) M&A and integration-related expenses, ii) redundancy payments, iii) external expenses
arising from significant regulatory changes, iv) compensation paid for damages and (v) legal actions.
Adjusted EBITDA Operating margin + items affecting comparability.
Adjusted operating profit (EBIT) Operating profit excluding amortisation from fair value adjustments related to acquisitions + items affecting comparability.
Net sales from new products and services Net sales of new products and services is calculated as net sales of those products and services introduced within the past 24 months.
Free cash flow Cash flow from operating activities added by paid interests and other financing expenses, deducted by received interests and other financing income and
deducted by acquisition of tangible and intangible assets.
Cash conversion, %
Free cash flow x 100
EBITDA
Net debt Interest-bearing liabilities – cash and cash equivalents.
Net debt to adjusted EBITDA, x
Net debt
Adjusted EBITDA
Return on equity, %
Profit (loss) for the financial year
x 100
Total equity (average for the financial year)
Return on capital employed, %
Profit (loss) before taxes + financial expenses
x 100
Total assets - non-interest-bearing liabilities (average for the financial year)
Gearing, %
Interest-bearing liabilities – cash and cash equivalents
x 100
Total equity
Equity ratio, %
Profit for the period attributable to the owners of the parent company divided by weighted average number of shares in issue taken into consideration the
possible impact of the Groups managements long-term incentive plan
x 100
Total assets – advances received
Dividend / earnings, %
Dividend per share
x 100
Earnings per share
Effective dividend yield, %
Dividend per share
x 100
Market value per share on the last day of the financial year
Price / Earnings
Market value per share on the last day of the financial year
Earnings per share
Earnings per share, basic Profit for the period attributable to the owners of the parent company divided by the weighted average number of shares in issue.
Earnings per share, diluted Profit for the period attributable to the owners of the parent company divided by the weighted average number of shares in issue, taking into consideration the
possible impact of the Groups managements long-term incentive plan.
Earnings per share, comparable Profit for the period attributable to the owners of the parent company excluding amortisation from fair value adjustments related to acquisitions and their tax
impact, divided by the weighted average number of shares in issue.
Gross investments Gross investments are fixed asset acquisitions with long-term effect, from which no sales of property or disposal of business have been deducted. As a general
rule, fixed assets comprise property, plant and equipment and intangible assets.
2020 Enento Group FINANCIAL REVIEW | 24
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
EUR thousand
Note 1.1.–31.12.2020 1.1.–31.12.2019
Net sales 6 151 317 145 957
Other operating income 7 649 293
Materials and services 8 -25 442 -24 499
Personnel expenses 9 -36 815 -38 574
Work performed by the entity and capitalised 2 732 2 218
Total personnel expenses -34 083 -36 356
Other operating expenses 10 -43 314 -37 111
Depreciation and amortisation 11 -21 311 -20 503
Operating profit 27 816 27 782
Finance income 12 271 154
Finance expenses 12 -2 998 -3 029
Finance income and expenses -2 728 -2 875
Profit before income tax 25 088 24 906
Income tax expense 13 -5 640 -5 197
Profit for the financial year 19 448 19 710
Consolidated Statement of Comprehensive Income
Financial Statements
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 25
Note 1.1.–31.12.2020 1.1.–31.12.2019
Items that may be reclassified to profit or loss:
Translation differences on foreign units 9 878 -5 305
Hedging of net investments made in foreign units -2 603 1 186
Income tax relating to these items 521 -237
7 795 -4 357
Items that will not be reclassified to profit or loss
Remeasurements of post-employment benefit obligations 22 -292 -3 634
Income tax relating to these items 60 749
-232 -2 885
Other comprehensive income for the financial year, net of tax 7 564 -7 242
Total comprehensive income for the financial year 27 012 12 467
Profit attributable to:
Owners of the parent company 19 448 19 710
Total comprehensive income attributable to:
Owners of the parent company 27 012 12 467
Earnings per share attributable to the owners of the parent during the financial year:
Basic, EUR 14 0,81 0,82
Diluted, EUR 14 0,81 0,82
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 26
Consolidated Statement of Financial Position
EUR thousand
Note 31.12.2020 31.12.2019
ASSETS
Non-current assets
Goodwill 15 358 233 351 368
Other intangible assets 15 132 972 135 460
Property, plant and equipment 16 2 084 2 356
Right-of-use assets 16 7 489 9 591
Deferred tax assets 24 486 740
Financial assets and other receivables 17 76 86
Total non-current assets 501 339 499 601
Current assets
Account and other receivables 18 25 030 23 328
Cash and cash equivalents 20 26 164 20 361
Total current assets 51 194 43 688
Total assets 552 533 543 289
EUR thousand
Note 31.12.2020 31.12.2019
EQUITY AND LIABILITIES
Equity attributable to owners of the parent
Share capital 21 80 80
Invested unrestricted equity reserve 21 317 367 340 173
Translation differences 8 202 407
Accumulated losses 21 -10 575 -29 985
Equity attributable to owners of the parent 315 073 310 675
Share of equity held by non-controlling interest 0 0
Total equity 315 073 310 675
Liabilities
Non-current liabilities
Financial liabilities 23 166 960 166 225
Pension liabilities 22 8 465 7 915
Deferred tax liabilities 24 23 213 24 137
Total non-current liabilities 198 638 198 277
Current liabilities
Financial liabilities 2 458 2 276
Advances received 25 12 075 10 247
Account and other payables 25 24 289 21 814
Total current liabilities 38 822 34 337
Total liabilities 237 459 232 614
Total equity and liabilities 552 533 543 289
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 27
Consolidated Statement of Changes in Equity
Attributable to owners of the parent
EUR thousand
Share
capital
Invested
unrestricted
equity reserve
Translation
differences
Accumulated
losses Total
Share of equity held
by non-controlling
interests
Total
equity
Equity at 1.1.2020 80 340 173 407 -29 985 310 675 0 310 675
Profit for the period - - - 19 448 19 448 - 19 448
Other comprehensive income for the period
Hedging of net investments - - -2 082 - -2 082 - -2 082
Defined benefit plans - - - -232 -232 - -232
Translation differences - - 9 878 - 9 878 - 9 878
Total comprehensive income for the period - - 7 795 19 216 27 012 - 27 012
Transactions with owners
Distribution of funds - -22 807 - - -22 807 - -22 807
Management’s incentive plan - - - 193 193 - 193
Equity at 31.12.2020 80 317 367 8 202 -10 575 315 073 0 315 073
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 28
Attributable to owners of the parent
EUR thousand
Share
capital
Invested
unrestricted
equity reserve
Translation
differences
Accumulated
losses Total
Share of equity held
by non-controlling
interests
Total
equity
Equity at 1.1.2019 80 351 690 4 592 -35 071 321 290 0 321 290
Profit for the period - - - 19 710 19 710 - 19 710
Other comprehensive income for the period
Hedging of net investments - - 1 120 -172 948 - 948
Defined benefit plans - - - -2 885 -2 885 - -2 885
Translation differences - - -5 305 - -5 305 - -5 305
Total comprehensive income for the period - - -4 185 16 653 12 467 - 12 467
Transactions with owners
Distribution of funds - -11 517 - -11 277 -22 794 - -22 794
Management’s incentive plan - - - -289 -289 - -289
Equity at 31.12.2019 80 340 173 407 -29 985 310 675 0 310 675
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 29
Consolidated Statement of Cash Flows
EUR thousand
Note 1.1.–31.12.2020 1.1.–31.12.2019
Cash flow from operating activities
Profit before income tax 25 088 24 906
Adjustments:
Depreciation and amortisation 11 21 311 20 503
Finance income and expenses 12 2 728 2 875
Profit (-) / loss (+) on disposal of property,
plant and equipment
-149 -66
Management’s incentive plan 27 -29 -289
Other adjustments -206 -177
Cash flows before change in working capital 48 743 47 752
Change in working capital:
Increase (-) / decrease (+) in account and
other receivables
-1 108 -618
Increase (+) / decrease (-) in account and
other payables
1 544 2 191
Change in working capital 436 1 573
Interest expenses paid 12 -2 593 -2 755
Interest income received 12 50 201
Income taxes paid 13 -5 725 -4 852
Cash flow from operating activities 40 912 41 920
EUR thousand
Note 1.1.–31.12.2020 1.1.–31.12.2019
Cash flows from investing activities
Purchases of property, plant and equipment 16 -948 -779
Purchases of intangible assets 15 -9 928 -11 638
Purchases of subsidiaries, net of
cash acquired
5
- -7 327
Proceeds from sale of property, plant and
equipment
621 370
Cash flows from investing activities -10 254 -19 374
Cash flows from financing activities
Proceeds from interest-bearing liabilities 23 - -
Repayments of interest-bearing liabilities 23 -2 127 -12 216
Dividends paid and other profit distribution 21 -22 807 -22 794
Cash flows from financing activities -24 934 -35 010
Net increase/decrease in cash and cash
equivalents
5 724 -12 464
Cash and cash equivalents at beginning of
the financial year
20 361 33 215
Net change in cash and cash equivalents 5 724 -12 464
Translation differences of cash and cash
equivalents
79 -390
Cash and cash equivalents at end of the
financial year
26 164 20 361
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 30
Notes to the Consolidated Financial Statements
1 General information
Enento Group Plc (“the Company”) is a Finnish public limited liability company
and the parent company to Enento Group (“Enento Group” or “the Group”). The
registered address of Enento Group Plc is Hermannin rantatie 6, PO BOX 16, 00581
Helsinki, Finland.
Enento Group is one of the leading Nordic providers of business and con-
sumer information services. The Group operates in the business and consum-
er information services, collateral valuation, real estate information, sales and
marketing information as well as consumer credit information markets in Fin-
land, Sweden, Norway and Denmark. The Groups products and services are
primarily used for risk management, finance and administration, decision-mak-
ing, sales and marketing, automation, compliance, real estate transactions and
real estate financing as well as personal financial management. The Groups
largest clients include financial institutions and other financial service provid-
ers, expert service companies, insurance companies as well as wholesale and
retail companies. The Groups customer base includes corporations as well as
private individuals.
Enento Group has a scalable business model that makes it possible to in-
crease net sales at minor additional cost. A large proportion of the Groups in-
come is based on automated processes and the automatic sharing of informa-
tion from the Groups own databases. The Group can use and relay the same
data multiple times and include it in a number of services provided for different
customers. The Group also earns income from advertising, particularly in Sweden.
Enento Group has comprehensive databases consisting of information
gathered from the authorities and other public sources as well as privately
acquired information. The databases are the basis for the Groups product and
service offering and the development of new products and services.
Copies of the consolidated financial statements are available at the Com
-
pany’s head office at Hermannin rantatie 6, 00580 Helsinki and on the Groups
website www.enento.com.
The Board of Directors of Enento Group Plc has approved these consolidat-
ed financial statements for publication on 12 February 2021. Under the Finnish
Limited Liability Companies Act, shareholders can approve or reject the con-
solidated financial statements in the Annual General Meeting held after the
release. The Annual General Meeting is also entitled to amend the consolidated
financial statements.
2 Summary of significant accounting policies
2.1 Basis of preparation
The consolidated financial statements of Enento Group have been prepared in
accordance with International Financial Reporting Standards (IFRS) as adopted
by the European Union, conforming with the IAS standards and IFRS standards as
well as SIC and IFRIC interpretations applicable as per 31 December 2020. IFRS
refer to the standards and interpretations applicable by corporations set out by
the Finnish accounting ordinance and other guidance set out on the basis of this
ordinance enforced for application in accordance with the procedure stipulat-
ed in the regulation (EC) No 1606/2002 of the European Parliament and of the
Council. The notes to the consolidated financial statements also comply with the
Finnish accounting and corporate legislation complementing the IFRS standards.
The consolidated financial statements have been prepared primarily under
the historical cost convention unless otherwise indicated. The preparation of
financial statements in conformity with IFRS requires the use of certain critical
accounting estimates. It also requires management to exercise its judgement
in the process of applying the Groups accounting policies. The areas involving
a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the consolidated financial statements are disclosed
in note 3.
Items included in the financial statements of each of the Groups entities are
measured using the currency of the primary economic environment in which the
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 31
entity operates. The consolidated financial statements are presented in euros,
which is Enento Groups functional and presentation currency.
The amounts are presented in thousands of euros unless otherwise stated.
Amounts presented in the consolidated financial statements are rounded, so
the sum of individual figures may differ from the sum reported.
2.1.1 New Standards and Interpretations Adopted in 2020
Enento Group did not adopt any new standards during the financial year 1 Jan-
uary–31 December 2020. The Group has assessed the amended standards and
interpretations that entered into effect in 2020. The amended standards and
interpretations did not have a material impact on the financial statements.
2.1.2 New standards and interpretations not yet adopted
Enento Group has not yet applied the following new and amended standard that
has already been published. The Group will adopt it on the effective date or, if
the date is other than the first day of the financial year, from the beginning of the
subsequent financial year.
The objective of IFRS 17 Insurance Contracts is to improve the quality of the
reporting of financial position and profitability of insurance companies and
harmonise the valuation and reporting of insurance contracts falling under the
standard. The new standard replaces IFRS 4 standard published in 2004. The
standard’s entry into effect was postponed by two years and it will be applied in
financial years starting on or after 1 January 2023. The application of the stand-
ard will not have an impact on the Groups future financial statements.
Enento Group estimates that the IFRIC interpretations that have already been
published but are not yet in effect will not have a material impact on the Group.
2.2 Consolidation
Subsidiaries
Subsidiaries are all such entities over which Enento Group has control. Enento
Group controls an entity when it is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those returns
through its power over the entity. Subsidiaries are fully consolidated from the date
on which the control is transferred to Enento Group. They are deconsolidated from
the date that the control ceases.
Inter-company transactions, receivables and liabilities as well as unrealised
gains and losses on transactions between group companies are eliminated.
When needed, the financial statements by subsidiaries have been adjusted to
conform to the Groups accounting policies.
Acquired businesses
Acquired subsidiaries have been consolidated into the Groups accounts from the
date which the Group has acquired the control and correspondingly the divest-
ed functions are included until the termination of control. The mutual owning of
shares of the group companies is eliminated by acquisition method. The surren-
dered consideration, including the conditional acquisition price and the identifia-
ble assets and liabilities are valued to the fair value at the moment of acquisition.
Purchase related expenses are recognised as an expense.
Further information for business combinations of Enento Group is disclosed
under 2.4 Goodwill and intangible assets and 5 Acquired businesses.
2.3 Segment reporting
The Group constitutes a single operating segment, which is consistent with the
way internal reporting is provided to the chief operating decision-maker and the
way chief operating decision-maker determines allocation of resources and as-
sessment of performance.
The CEO has been determined as the chief operating decision-maker. The
CEO is responsible for resource allocation, evaluating the Groups result as well
as strategic and operational decision-making.
2.4 Goodwill and intangible assets
Intangible assets comprise goodwill and other intangible assets. Other intan
-
gible assets consist primarily of capitalised development costs related to new
products and services as well as IT systems, off the shelf software and intangi-
ble assets recognised separately from goodwill in connection with the company
acquisitions.
Goodwill
Goodwill recorded at the consolidated financial statements of the Group arose
from the acquisition of Asiakastieto Group business by the Group in 2008, pur-
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2020 Enento Group FINANCIAL REVIEW | 32
The assets’ residual values and useful lives and amortisation method are reviewed
at minimum at the end of each reporting period and adjusted, if appropriate, to
reflect changes in the expected economic benefits. The amortisation of intangible
assets is commenced when the asset is ready for its intended use.
Assets that are subject to amortisation are reviewed for impairment whenev-
er events or changes in circumstances indicate that the carrying amount may
not be recoverable. An impairment loss is recognised for the amount by which
the asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of an asset’s fair value less costs of disposal and value in
use. For the purpose of impairment testing, assets are allocated to the Groups
cash-generating units. Prior impairments of tangible and intangible assets (other
than goodwill) are reviewed for possible reversal at each reporting date.
Capitalised development and software costs
Costs associated with maintaining current products and services are recognised
as an expense as incurred. Development costs of new products and services that
are directly attributable to building and testing of new products and services
controlled by Enento Group are recognised as intangible assets when the follow-
ing criteria are met:
it is technically feasible to complete the new product and service so that it will
be available for use;
the management intends to complete the new product and service and use
or sell it;
there is an ability to use or sell the new product and service;
it can be demonstrated how the new product and service will generate
probable future economic benefits;
adequate technical, financial and other resources to complete the
development and to use or sell the new product and service are available; and
the expenditure attributable to the new product and service during its
development can be reliably measured.
Directly attributable costs that are capitalised as part of the product include the
software development employee costs and an appropriate portion of relevant
overheads. The capitalised costs are presented in the consolidated income state-
ment under “Work performed by the entity and capitalised”. Other development
chase of share capital of Intellia Oy in 2016, the purchase of share capital of Email-
eri Oy in 2017, the purchase of share capital of UC AB in 2018 and the purchase
of share capital of the Proff companies and the Solidinfo.SE business in 2019. For
internal monitoring and impairment testing purposes, goodwill is monitored at
the Groups cash-generating unit level. The Group has three cash-generating
units: Finland, Sweden, and Norway and Denmark. This also reflects the way the
acquirer expected to realise the benefits of the acquisition.
Goodwill impairment test is undertaken annually or more frequently if events
or changes in circumstances indicate a potential impairment. The carrying val-
ue of the cash generating unit is compared to the recoverable amount, which
is the higher of the value in use and the fair value less costs of disposal of the
related cash generating unit.
Other intangible assets
Other intangible assets are initially recognised on the balance sheet at historical
cost if the cost can be measured reliably and it is probable that future economic
benefits associated with the asset will flow to Enento Group.
Other intangible assets acquired in connection with company acquisitions
are recognised separate from goodwill if they meet a definition of intangible
asset and are separable or are based on agreements or legal rights. Intangi-
ble assets recognised in connection with acquisitions consist of, among other
things, the value of customer agreements and related customer relations, the
value of acquired IT systems, databases and technology as well as the value
of trademarks. The value of customer agreements and customer relations is
defined by the assumed length of customer relationship and on the basis of
cash flows assessed.
Amortisations are calculated along straight-line method over their useful
economic lives. The applied useful economic lives are:
Capitalised development costs ................................................................................ 5–10 years
Off the shelf software ........................................................................................................3–5 years
Customer and contract database .......................................................................... 3–20 years
IT systems, databases and technology ................................................................. 3–12 years
Trademarks ........................................................................................................................... 5–15 years
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PARENT COMPANY
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2020 Enento Group FINANCIAL REVIEW | 33
expenditures that do not meet these criteria are recognised as an expense as
incurred. Development costs previously recognised as an expense are not rec-
ognised as an asset in a subsequent period. New service development costs rec-
ognised as assets are amortised over their estimated useful lives, which does not
exceed 10 years.
2.5 Property, plant and equipment
Tangible right-of-use assets
Property, plant and equipment comprise machinery and equipment, other tangi-
ble assets and advances paid.
Machinery and equipment comprise mainly IT, office machines and equip-
ment as well as company cars. Machinery and equipment is stated at historical
cost less accumulated depreciation. Historical cost includes expenditure that is
directly attributable to the acquisition of the items.
Other tangible assets comprise mainly capitalised modernisation and reno-
vation expenses of office premises. Other tangible assets are stated at histor-
ical cost less depreciation. Historical cost includes expenditure that is directly
attributable to the acquisition of the items.
Depreciation on tangible assets is calculated using the straight-line meth
-
od to allocate their cost amounts to their residual values over their estimated
useful lives, as follows:
Machinery and equipment ...........................................................................................3–10 years
Capitalised modernisation and renovation expenses of office premises ... 10 years
The assets’ residual values and useful lives are reviewed, and adjusted if appropri-
ate, at the end of each reporting period. An asset’s carrying amount is written down
immediately to its recoverable amount if the asset’s carrying amount is greater than
its estimated recoverable amount. Gains and losses on disposals are determined
by comparing the proceeds with the carrying amount and are recognised within
Other operating income” or ”Other operating expenses” in the income statement.
2.6 Financial assets
According to IFRS 9 standard financial assets have been classified either to fi-
nancial assets measured at amortised cost or financial assets measured at fair
value through profit or loss. The classification of financial assets is driven by the
contractual cash flow characteristics and by the entity’s business model used for
managing the financial assets.
Financial assets at amortised cost
The Group classifies its financial assets as measured at amortised cost only if both
of the following criteria are met:
the asset is held within a business model the objective of which is to collect
the contractual cash flows, and
the contractual terms give rise to cash flows that are solely payments of
principal and interest.
This group includes Enento Groups accounts receivable, other financial assets
and cash and cash equivalents. These financial assets are included in current
assets, expect for maturities greater than 12 months after the end of the reporting
period, in which case they are classified as non-current assets.
Expected credit losses related to financial assets measured at amortised
cost are calculated on the basis of the expected credit loss model pursuant to
IFRS 9. The Groups credit losses may originate mainly from accounts receivable
and contract assets. Accounting policies concerning these impairments is de-
scribed in section 2.7 Accounts receivable.
Financial assets measured at fair value through profit or loss
In this category, the Group recognises derivatives not designated for hedge ac-
counting and investments in unlisted securities.
Changes in the fair value of derivatives are recognised in other operating
income, other operating expenses, financial income or financial expenses de-
pending on the purpose of the derivatives. As Enento Groups currency deriv-
ative in effect on the reporting date hedges a probable monetary item, the
change in the fair value of the related derivative is recognised in financial in-
come or expenses.
Derivatives measured at fair value through profit or loss are presented as cur-
rent assets if they mature within 12 months from the end of the reporting period.
Derivatives with a maturity exceeding 12 months are included in non-current
assets.
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2020 Enento Group FINANCIAL REVIEW | 34
Investments in unlisted securities are included in non-current assets unless
they mature, or the management intends to dispose of them, within 12 months
from the end of the reporting period, in which case they are classified as cur
-
rent assets.
2.7 Accounts receivable
Accounts receivable are amounts due from customers for goods sold or services
performed in the ordinary course of business. These receivables are usually due
within 14 to 30 days. If collection is expected in one year or less, they are classi-
fied as current assets. If not, they are presented as non-current assets. Accounts
receivable are recognised initially at the amount of consideration that is uncon-
ditional unless they contain significant financing components, in which case they
are recognised at fair value.
The Group applies the simplified impairment model for accounts receivable
and contract assets, according to which the Group recognises expected credit
losses since the initial recognition of the receivable for the whole amount of ex
-
pected credit losses during the receivables’ lifetime. To measure the expected
credit losses, account receivables and contract assets have been grouped on
the basis of shared credit risk characteristics and the days past due. The con-
tract assets relate to unbilled work in progress and have substantially the same
risk characteristics as the accounts receivable for the same types of contracts.
The Group has therefore concluded that the expected loss rates for trade receiv-
ables are a reasonable approximation of the loss rates for the contract assets.
The expected loss rates are based on the payment profiles of sales over
a period of 24 months before 31 December 2019 and 1 January 2019 and the
corresponding historical credit losses experienced within this period. The histor-
ical loss rates are adjusted to reflect current and forward-looking information
on macroeconomic factors affecting the ability of the customers to settle the
receivables. The amount of the loss-related deductible is presented in note 4
Credit risk management.
Account receivables and contract assets are derecognised when there is
no reasonable expectation of recovery. Indicators that there is no reasonable
expectation of recovery include, amongst others, potential bankruptcy of the
debtor or inability to prepare a payment plan with the Group and delay of the
contractual payments for more than a year.
2.8 Cash and cash equivalents
In the consolidated statement of cash flows and the consolidated statement
of financial position, cash and cash equivalents include cash in hand and bank
accounts with banks.
2.9 Financial liabilities
Financial liabilities at amortised cost
Financial liabilities at amortised cost are recognised initially at fair value, net of
transaction costs incurred. The liabilities are subsequently carried at amortised
cost. Any difference between the proceeds (net of transaction costs) and the re-
demption value is recognised in the income statement over the loan period using
the effective interest rate method. The Group also has unused credit facilities
and recognises the related fees in the income statement on a straight-line basis.
The Group has both non-current and current financial liabilities. Financial
liabilities can be interest-bearing or non-interest-bearing. Current financial li-
abilities include liabilities falling due within 12 months or less.
A financial liability is derecognised when the Group either discharges the
liability (or part of it) by paying the creditor or is legally released from primary
responsibility for the liability (or part of it) either by process of law or by the
creditor, in which case the difference between the financial liability’s balance
sheet value and payment is recognised in the income statement.
Financial liabilities at fair value through profit or loss
In this category, the Group recognises derivatives not designated for hedge ac-
counting.
Changes in the fair value of derivatives are recognised in other operating
income, other operating expenses, financial income or financial expenses de-
pending on the purpose of the derivatives. As Enento Groups currency deriv-
ative in effect on the reporting date hedges a probable monetary amount,
the change in the fair value of the related derivative is recognised in financial
income or expenses.
Derivatives measured at fair value through profit or loss are presented as
current liabilities if they mature within 12 months from the end of the report
-
ing period. Derivatives with a maturity exceeding 12 months are included in
non-current liabilities.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
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BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 35
2.10 Accounts payable
Accounts payable are obligations to pay for goods or services that have been
acquired in the ordinary course of business from suppliers. Accounts payable are
classified as current liabilities if payment is due within one year or less. If not, they
are presented as non-current liabilities. Account payables are recognised initially
at fair value and subsequently measured at amortised cost.
2.11 Foreign currency translation and net investment hedge
The consolidated financial statements are presented in euros, which is the func-
tional currency of the parent company. The foreign subsidiaries’ income state-
ments and cash flows have been converted into euro on a monthly basis using
the monthly average exchange rate issued by the European Central Bank, and
the balance sheet has been converted using the exchange rate issued by the
European Central Bank on the end date of the financial year. Conversion of the
profit for the financial year using different exchange rates for the income state-
ment and balance sheet causes a translation difference in the balance sheet
recognised in equity.
Foreign currency transactions are translated into the functional currency
using the exchange rates at the dates of the transactions. Foreign exchange
gains and losses resulting from the settlement of such transactions and from
the translation of monetary assets and liabilities denominated in foreign cur-
rencies at year-end exchange rates are generally recognised in profit or loss
unless they are not allocated as net investment hedge. In such a case, the
exchange rate differences are recognised in other comprehensive income and
accumulated into translation differences in equity.
Foreign exchange gains and losses related to cash and cash equivalents,
borrowings and interests related to borrowings are presented under finance
income and finance cost in the statement of profit or loss. All other foreign ex-
change gains and losses are presented in the statement of profit or loss on a
net basis within other operating income or operating expenses.
The results and financial position of foreign operations that have a func-
tional currency different from the presentation currency are translated into the
presentation currency as follows:
assets and liabilities for each balance sheet presented are translated at the
closing rate at the date of that balance sheet;
income and expenses for each statement of profit or loss and statement of
comprehensive income are translated at average exchange rates (unless
this is not a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income and expenses are
translated at the dates of the transactions); and
all resulting exchange differences are recognised in other comprehensive
income.
On consolidation, exchange differences arising from the translation of any net
investment in foreign entities, and of borrowings designated as hedges of such
investments, are recognised in other comprehensive income. When a foreign op-
eration is disposed of, the associated exchange differences, including the effec-
tive portion of the hedge, are reclassified to profit or loss as part of the gain or
loss on sale. Goodwill and fair value adjustments arising from the acquisition of a
foreign operation are treated as assets and liabilities of the foreign operation and
translated at the closing rate.
At the inception of a hedge relationship, the Group documents the eco-
nomic relationship between hedging instruments and hedged items including
whether changes in the cash flows of the hedging instruments are expected to
offset changes in the cash flows of the hedged items. The Group documents
its risk management objective and strategy for undertaking its hedge trans-
actions. For more information related to the hedging of the net investment, see
note 4 Currency risk management.
2.12 Interest income
The Group earns interest mainly from overdue interest from account receivables.
Interest income is recognised when they occur.
2.13 Share capital
Ordinary shares are classified as equity.
2.14 Current and deferred income tax
The tax expense for the period comprises current and deferred tax. Tax is recog-
nised in the income statement.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 36
The current income tax charge is calculated on the basis of the tax laws of the
Groups operating countries that have been enacted or substantively enacted at
the balance sheet date. The management periodically evaluates positions taken
in tax returns with respect to situations in which applicable tax regulation is sub-
ject to interpretation. It establishes provisions where appropriate on the basis of
amounts expected to be paid to the tax authorities and assets when expected
to receive tax returns.
Deferred income tax is recognised on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the consol-
idated financial statements. Deferred income tax is determined using tax rates
(and laws) that have been enacted or substantively enacted by the balance
sheet date and are expected to apply when the related deferred income tax
asset is realised or the deferred income tax liability is settled.
Deferred income tax liabilities are recognised in full for all taxable tempo-
rary differences, except for deferred income tax liability, where the timing of
the reversal of the temporary difference is controlled by Enento Group and it is
probable that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised only to the extent that it is probable
that future taxable profit will be available against which the temporary differ-
ences can be utilised and up to the amount of the deferred tax liabilities.
Deferred tax assets arising from past losses above the amount of deferred
tax liabilities are recognised if convincing evidence exists that the Group will be
able utilise the tax losses carried forward.
Deferred income tax assets and liabilities are offset when there is a legal-
ly enforceable right to offset current tax assets against current tax liabilities
and when the deferred income tax assets and liabilities relate to income taxes
levied by the same taxation authority on either the same taxable entity or
different taxable entities where there is an intention to settle the balances on
a net basis.
2.15 Employee benefits
Short-term employee benefit obligations
Short-term employee benefits consist of salaries including fringe benefits and
vacation pay payable within 12 months. Short-term employee benefits are rec-
ognised as other liabilities in respect of employee service up to the reporting
date and measured at the amounts expected to be paid when the liabilities are
settled. A liability is recognised for the amount expected to be paid under the
short-term bonus plan if the criteria for paying such bonuses are met.
Post-employment obligations
The Group operates both defined benefit and defined contribution pension plans.
For defined contribution plans, the Group pays contributions to publicly or
privately administered pension insurance plans on a mandatory, contractual
or voluntary basis. Enento Group has no further payment obligations once the
contributions have been paid. The contributions are recognised as employee
benefit expense when they are due. Prepaid contributions are recognised as
an asset to the extent that a cash refund or a reduction in the future payments
is available.
The Group has a partially funded defined benefit plan in Sweden (BTP 2)
that is administered by SPP Konsult AB. The liability or asset recognised on the
balance sheet in respect of defined benefit pension plans is the present value
of the defined benefit obligation at the end of the reporting period less the fair
value of plan assets. The defined benefit obligation is calculated annually by
independent actuaries using the projected unit credit method.
The present value of the defined benefit obligation is determined by dis-
counting the estimated future cash outflows using interest rates of high-quality
corporate bonds that are denominated in the currency in which the benefits will
be paid, and that have terms approximating the terms of the related obliga-
tion. The Group has derived its interest rate from the Swedish market of covered
mortgage bonds, with an extrapolated duration corresponding to the Groups
post-employment obligations. The fair value of any plan assets is remeasured
on the reporting date.
Service cost is recognised as part of personnel expenses and net interest
expenses are presented as part of finance costs. The net interest cost is calcu-
lated by applying the discount rate to the net balance of the defined benefit
obligation and the fair value of plan assets.
Remeasurement gains and losses arising from experience-based adjustments
and changes in actuarial assumptions are recognised in the period in which
they occur, directly in other comprehensive income. They are included in retained
earnings in the statement of changes in equity and on the balance sheet.
CORPORATE
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CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
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BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 37
Changes in the present value of the defined benefit obligation resulting from
plan amendments, curtailments and the fulfilment of obligations are recog-
nised immediately in profit or loss as past service costs.
The Swedish special salary taxes on pension costs (SLP) constitute part of
the actuarial assumptions and are therefore recognised as part of the net pen-
sion defined benefit liability.
Swedish tax on returns from pension funds is recognised on an ongoing ba
-
sis in profit or loss for the period to which the tax relates and is therefore not
included in the calculation of post-employment obligations. The tax relates to
a hypothetical return on plan assets determined for tax purposes only and is
recognised in other comprehensive income. In the case of unfunded or partially
unfunded plans, the tax is included in the profit or loss for the year.
Termination benefits
Termination benefits are payable when employment is terminated by the Group
before the normal retirement date or when an employee accepts voluntary re-
dundancy in exchange for these benefits. The Group recognises termination
benefits at the earlier of the following dates: (a) when the Group can no longer
withdraw the offer of those benefits; and (b) when the Group recognises costs for
restructuring that is within the scope of IAS 37 and involves the payment of termi-
nation benefits. In the case of an offer made to encourage voluntary redundancy,
the termination benefits are measured on the basis of the number of employees
expected to accept the offer. Benefits falling due more than 12 months after the
end of the reporting period are discounted to present value.
2.16 Provisions
Provisions for restructuring expenses and legal claims are recognised when the
Group has a present legal or constructive obligation as a result of past events, it
is probable that an outflow of resources will be required to settle the obligation
and the amount has been reliably estimated. Restructuring provisions include
termination benefits related to personnel. Provisions are not recognised for future
operating losses.
Where there are a number of similar obligations, the likelihood that an out-
flow will be required in settlement is determined by considering the class of
obligations as a whole. A provision is recognised even if the likelihood of an
outflow with respect to any one item included in the same class of obligations
may be small.
Provisions are measured at the present value of the management’s best
estimate of the expenditure required to settle the present obligation at the end
of the reporting period. The discount rate used to determine the present value
is a pre-tax rate that reflects current market assessments of the time value of
money and the risks specific to the liability. The increase in provisions due to the
passage of time is recognised as an interest expense.
2.17 Share-based payments
The Group has share-based incentive plans which include incentives paid as
shares as well as cash components related to the withholding tax obligations
associated with the share incentives. The benefits granted in accordance with the
incentive plan are measured at fair value on the grant date and expensed on a
straight-line basis over the vesting period.
The fair value of the equity-settled incentives is the market value on the
grant date. The share-based payments settled with equity instruments are not
remeasured subsequently, and cost from these arrangements is recognised as
an increase in equity. Compensation costs are recognised for such payments
based on the entire scheme being an equity-settled payment. Compensation
costs are recognised on the basis of the number of gross shares awarded, in
spite of the employee ultimately only receiving the net shares and the Group
paying the portion required to meet the withholding obligations to the tax
authority in cash. The withholding tax paid by the Group to the tax authority
is recognised directly from equity. The cash-settled share-based incentives
are measured at fair value at the end of each financial reporting period until
the settlement date and recognised as a liability. The expensed amount of
the benefits is based on the Groups estimate of the amount of benefits to
be paid at the end of the vesting period. Market conditions and non-vesting
conditions are considered in determining the fair value of the benefit. Instead,
the non-market criteria, such as profitability or increase in sales, are not con
-
sidered in measuring the fair value of the benefit but taken into account when
estimating the final amount of benefits. The Group updates the estimate of the
final amount of the benefits at every financial reporting date and recognises
changes in estimates through the statement of profit or loss.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 38
the service package, if any, are separate performance obligations. If a customer
orders additional reports or information, the promises in additional orders are dis-
tinct performance obligations with stand-alone selling prices and are recognised
as revenue as separate contracts.
Enento Group also provides customer-specific projects. The scope of work is
defined on a contract-by-contract basis. These contracts may include several
deliverables such as different types of formulas to calculate the credit rating of
private customers for consumer credit or mortgage loans. Each of the deliver-
ables is a distinct performance obligation. Contracts for customer projects are
analysed separately to conclude whether revenue is recognised over time or
at a point in time due to customised contract terms. Projects may include sub-
sequent services linked to the formula, such as input data for the formulas or
support services. Revenue from services provided after the customer project –
i.e. support and maintenance services for the formulas created in the customer
project – is recognised over time.
The Groups management has exercised judgement with regard to online ser-
vices contracts that include a fixed access fee that do not transfer a promised
good or service to the customer. These fixed access fees are advance payments
for online services (transactions) and should be recognised on the basis of the sat-
isfaction of the underlying performance obligation, i.e. allocated to each piece of
delivered information. Instead, these fixed fees have been recognised as revenue
in a linear fashion over the term of the contract for the sake of clarity. As the volume
of delivered online services (transactions) under these contracts does not vary sig-
nificantly during the year, the recognition of revenue over time has been judged to
be reasonable by the management.
Customer Data Management:
Customer management services help sales and marketing professionals improve
the efficiency of their work and boost customer management by providing tar
-
get group tools, services for surveying potential customers, register updates and
maintenance, as well as various target group extractions.
Performance obligations related to Customer Data Management services are
each of the services provided, e.g. a service for receiving alerts about changed
information concerning selected entities or a service that enables the customer
to perform searches of entities based on selected criteria, such as location or line
2.18 Revenue recognition
Enento Group provides information services. The majority of revenue is transac-
tion-based, generated from the delivery of individual pieces or bundles of credit,
business and market information. The information is collected by the Group from
several data sources, e.g. its customers, trade registers, population registers and
real estate registers, processed or refined by the Group and made available to
the customers mainly through online services.
The major sales transactions are derived from the following business areas
and performance obligations:
Risk Decisions:
Companies engaging in corporate and consumer business use decision services
and solutions for general risk management, credit risk management, financial
management, customer acquisition, decision-making, fraud and credit loss pre-
vention as well as for gaining knowledge of and identifying their customers. The
Risk Decisions revenue stream includes three main types of performance obliga-
tions: online services (transactions), customised service packages for online ser-
vices and customer projects.
Online services (transactions) are information services typically delivered as
reports, bundles of information or individual pieces of information when, and if, the
customer places an order. Order and delivery are usually performed simultane-
ously. Regardless of the physical form of a report that Enento Group delivers to a
customer, Enento Group considers that the nature of its performance is a service
as a report consists of information that is valid only at the time it is extracted/is-
sued. Revenue is recognised at the point in time when the performance obligation
is satisfied by the delivery of information.
Customised service packages include, in practice, an unlimited number of
transactions of predetermined information services for the contract period deliv-
ered to the customer whenever needed. The services in the customised packages
are substantially the same and have the same pattern of transfer to the customer.
The agreements include fixed charges, i.e. minimum charges irrespective of the
customers actual use of the enquiry-based services. Enento Group has conclud-
ed that it provides a series of distinct services (i.e. stand ready to deliver). There-
fore, a customised service package contract includes one performance obligation
that is recognised as revenue over time on a straight-line basis. Orders outside
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of business. Revenue from these services is recognised over time on a straight-line
basis. If a customer orders additional reports or information, the commitments
associated with the additional orders are distinct performance obligations with
stand-alone selling prices and are recognised as Customer Data Management
revenue as separate contracts.
Digital Processes:
Services in this business area include, among others, real estate and apartment
information, information about buildings and their valuation as well as solutions
that help customers automate their collateral management processes and dig-
italise the administration of housing purchases. The services of the business area
are also used for compliance purposes, such as to identify companies’ beneficial
owners and politically exposed persons. The Digital Processes revenue stream
includes two main types of performance obligations, which are online services
(transactions) and service packages.
Online services (transactions) are information services typically delivered as
reports, bundles of information or individual pieces of information when, and if, the
customer places an order. Order and delivery are usually performed simultane-
ously. Regardless of the physical form of the report that Enento Group delivers to a
customer, Enento Group considers that the nature of its performance is a service,
as a report consists of information that is valid only at the time it is extracted/is-
sued. Revenue is recognised at the point in time when the performance obligation
is satisfied by the delivery of information.
For service packages, each of the services provided is a performance obliga-
tion, e.g. a drafting service, property valuation service or digitalised residential sale
process, which are available to customers on a when-and-if-needed basis. The
drafting service provides tools for using the public authorities’ e-services effectively,
such as contract templates. The digitalised residential sale process enables banks
and realtors to communicate through a portal and collect all the information that
is exchanged between banks and realtors throughout the purchase and sale pro-
cess. Revenue from these services is recognised over time on a straight-line basis.
SME and Consumers:
This area consists of digital services for small and micro companies with easy-to-
use applications and user interfaces for the evaluation of risks and sales potential,
acquisition of other relevant information on customers and business partners and
proof of own creditworthiness. Services for consumers help consumers understand
and better manage their finances while simultaneously protecting them from
identity theft and fraud. The revenue streams of SME and Consumers consist of
two main types of performance obligations.
The performance obligation is the deliverable provided, e.g. analysis of an en-
tity’s credit rating or a certificate of an entity’s payment behaviour, each of which
is a distinct performance obligation. Revenue is recognised when control transfers
to the customer at the point in time when the ordered certificate or analysis is
delivered to the customer.
Standardised service packages for online services include an unlimited num-
ber of predetermined information services provided whenever needed during the
contract period. The services in the standardised packages are substantially the
same and have the same pattern of transfer to the customer. Enento Group has
determined that it provides a series of distinct services (i.e. stand ready to deliver)
which are accounted for as one performance obligation. Revenue from stand-
ardised service packages is recognised over time on a straight-line-basis. Orders
outside the service package, if any, are separate performance obligations and
recognised as revenue at the point in time when the service is performed and
delivered to the customer.
Private services include primarily ID security and blocking services that notify
customers immediately if their credit information is queried or changed. These
services are delivered continuously over time and recognised as revenue over
time on a straight-line basis.
Enento Group provides advertising services by providing advertisement space
on its websites. The performance obligation is to publish the advertisement on the
Groups webpages during the contract period and the revenue is recognised over
time on a straight-line basis during the advertisement period.
Enento Group sells corporate and governmental reports with market industry
information and regional reports published for periods of three or four months.
The revenue is invoiced and recognised at the point in time of publication and
delivery of each report.
Enento Group recognises as revenue the transaction price to which Enento
Group expects to be entitled in exchange for transferring goods and services
to the customer. Amounts collected on behalf of third parties, e.g. value added
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taxes, are excluded. Some of the Groups contracts include service level agree-
ments (SLA) that include penalties to be paid if the provided services are not in
accordance with the agreed service level. As penalties have not been realised
in the past, the management has concluded that even though the contracts
include a variable consideration, it is highly unlikely that a significant reversal
of revenue will occur in the future. Therefore, penalties have not been deducted
from the transaction price. Telephone sales to small and micro companies have
resulted in reversals of revenue in the past. The time between the issue of in-
voice and the issue of credit note is on average two months. Based on historical
data, and in the absence of indicators that future reversal rate should change,
the Group has adjusted transaction prices for the last two months’ telephone
sales. The accrued effect on revenue in the financial statements for the year
2020 is EUR -46 thousand (EUR 30 thousand).
Private customers and entities ordering one-off analyses and certificates
through the Groups online services are typically charged directly through the
customers’ credit cards on the website when the order is placed. The corre
-
sponding service is provided immediately or within days of the payment. The
majority of corporate customers are invoiced as services have been transferred
to the customer or on a monthly basis. Typical payment terms are 14–30 days.
The Group also provides some continuous services with a fee invoiced yearly,
twice a year, quarterly or monthly, which indicate that the transaction price in-
cludes financing component. As the Group applies the practical expedient for
significant financing components, the Group does not adjust transaction prices
for the effects of the time value of money when it expects that the period be-
tween transferring the promised good or service to a customer and the customer
paying for that good or service will be one year or less. Customer-specific pro-
jects have milestone payments but the timing differences between payments
and revenue recognition do not typically exceed one year. Due to annual fees
and milestone payments related to projects, the recognition of contract assets
or liabilities depends on the timing of invoicing. The annual fees and milestone
payments are invoiced either in advance, during the contract period or after
providing the service. A contract asset is recognised if a fee is not invoiced as
the services are provided. Contract assets are transferred to accounts receiv-
able when the underlying services have been invoiced. Contract liabilities, i.e.
advances received, are recognised if payment is received prior to providing the
underlying services. Contract liabilities are recognised as revenue when the un-
derlying services have been provided.
Principal or agent
Enento Groups revenue is generated from the sale of credit, business and mar-
ket information that is collected by the Group from several data sources, e.g. its
customers, the trade register, the population register and the real estate regis-
ter. Most of the information is processed or refined by the Group and stored in
the Groups databases. The management has analysed whether Enento Group
acts as a principal or as an agent related to the information sold. For the ma-
jority of the information sold to customers, the Group takes control over the
information collected, has discretion in establishing selling prices and has the
primary responsibility for the information provided. Therefore, the management
has concluded that the Group acts as a principal in most of its information
services. However, within online services in the Digital Processes business, the
Group also provides its customers with official reports derived from registers
maintained by the authorities at the customers request. The official reports are
forwarded as is to customers as PDF files with no data input or modification by
Enento Group and pricing is set by the authority in question. Enento Group has
concluded that it does not have control over the official reports and acts as
an agent in the arrangement and recognises revenue from the official reports
as net amounts.
Contract costs
Enento Group pays sales commissions to external and internal salespersons when
obtaining a contract. Sales commissions are capitalised as assets and amortised
on a straight line basis that is consistent with the pattern of the transfer of the
services to the client.
2.19 Lease agreements
The Group recognises an asset (a right-of-use asset for the object of the lease)
and a financial liability relating to payment of lease rents on the balance sheet
for all lease agreements in the Group unless the lease agreement duration is 12
months or less or the leased item is of low value. Starting from 1 January 2019,
right-of-use asset depreciation and interest expense relating to lease liabilities
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are recognised in the income statement instead of lease expenses. Lease ex-
penses are divided into interest expense and repayment of the lease liability
.
Enento Group leases office premises, IT equipment and cars. Lease agree-
ments are usually made for fixed time period ranging from one year to nine
years. Some lease agreements include options to extend the lease agreement.
These options are described further below. The lease term is the time period
during which the agreement is non-cancellable, also considering any exten
-
sion and termination options if it is reasonably certain that such options will be
exercised.
Lease agreements can include both lease components and non-lease com-
ponents. The Group allocates the consideration in the contract to the lease
and non-lease components based on their relevant stand-alone prices. Lease
terms are negotiated on an individual basis and contain normal and usual
terms and conditions. The lease agreements do not impose any covenants
other than the security interests in the leased assets that are held by the lessor.
Assets and liabilities arising from a lease are initially measured on a present
value basis. Right-of-use assets are measured at acquisition cost, which includes:
the initial lease liability
lease payments before the beginning of the agreement less any lease
incentives received
any initial direct cost, and
restoration costs.
The net book values of right-of-use assets at the end of the reporting period
divided into asset classes are presented in the table below:
Right-of-use assets
EUR thousand
31.12.2020 1.1.2020
Premises 7 254 9 318
Machinery and equipment 234 273
Total 7 489 9 591
Right-of-use assets recognised on lease agreements are subject to impairment
testing. The assets’ residual values and useful lives are reviewed, and adjusted if
appropriate, at the end of each reporting period. An asset’s carrying amount is
written down immediately to its recoverable amount if the asset’s carrying amount
is greater than its estimated recoverable amount.
Lease liabilities include the net present value of the following lease payments:
fixed payments (including in-substance fixed payments) less any lease
incentives received
variable lease components that are based on an index or a rate, initially
measured using the index or rate on the commencement date
amounts expected to be payable by the Group under residual value
guarantees
the exercise price of a purchase option if the Group is reasonably certain to
exercise that option, and
penalty payments for terminating the lease, if the lease term reflects the
Group exercising that option.
Lease payments to be made under reasonably certain extension options are in-
cluded in the measurement of the liability. Value added tax is not included in the
lease liability.
Lease payments are discounted using the lessees incremental borrowing
rate, being the rate that the lessee would have to pay to borrow the funds nec-
essary to obtain an asset of similar value to the right-of-use asset in a similar
economic environment with similar time period, terms, security and conditions.
To determine the incremental borrowing rate, the Group:
where possible, uses recent third-party financing received by the lessee as a
starting point, adjusted to reflect changes in financing conditions since third-
party financing was received
uses a build-up approach that starts with a risk-free rate adjusted for credit
risk for leases held by the Group, and
makes adjustments specific to the lease, e.g. term, country, currency and
security.
Lease payments are allocated between principal and finance cost. Finance
cost is charged to profit or loss over the lease period so as to produce a con-
stant periodic rate of interest on the remaining balance of the liability for each
period.
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Right-of-use assets are generally depreciated over the shorter of the asset’s
useful life and the lease term on a straight-line basis. If the Group is reasonably
certain to exercise a purchase option, the right-of-use asset is depreciated
over the underlying assets useful life. While the Group revalues its buildings that
are presented within fixed assets, it has chosen not to do so for the right-of-use
buildings held by the Group.
The difference between the acquisition cost and carrying amount of right-
of-use assets is recognised on a straight-line basis over the lease term as
depreciation as follows:
Premises .....................................................................................................................................1–9 years
Machinery and equipment ..............................................................................................1–5 years
Payments associated with short-term leases and all leases of low-value assets,
less incentives received from lessor, are recognised as expenses on a straight-
line basis over the lease term in profit or loss. Short-term leases are leases with
a lease term of 12 months or less. Low-value assets comprise IT equipment and
office furniture. Expenses recognised in profit or loss relating to short-term leases
were EUR 73 thousand (EUR 227 thousand) and expenses recognised in profit or
loss relating to low-value assets were EUR 447 thousand (EUR 748 thousand) in
the financial year 2020.
Extension and termination options are included in a number of lease agree-
ments for right-of-use assets. These are used to maximise operational flexibility
in terms of managing the assets used in the Groups operations. The majority of
the extension and termination options held are exercisable only by the Group
and not by the respective lessor.
In determining the lease term, management considers all facts and circum
-
stances that create an economic incentive to exercise an extension option or not
exercise the termination option. Extension options (or periods after termination
options) are only included in the lease term if the lease is reasonably certain to
be extended (or not terminated). Most extension options in offices and machinery
and equipment leases have not been included in the lease liability because the
Group could replace the assets without significant cost or business disruption.
2.20 Government grants
Grants from the government are recognised at their fair value where there is a
reasonable assurance that the grant will be received and the Group will comply
with all attached conditions.
Government grants relating to costs are deferred and recognised in the in-
come statement over the period necessary to match them with the costs that
they are intended to compensate.
The Group has received EUR 80 thousand (EUR 0) in public subsidies to mit
-
igate the negative impacts of the COVID-19 epidemic. The subsidies consist of
reductions in employer contributions. The received subsidies have been rec-
ognised as deductions of personnel expenses in the income statement for the
months in which the personnel expenses were incurred.
2.21 Operating profit (EBIT)
IAS Standard 1 Presentation of Financial Statements does not define operating
profit. The Group has defined the concept as follows: operating profit is the net
total which is formed when other operating income is added to net sales and
the following items are detracted: the cost of materials and services, personnel
expenses, other operating expenses, the cost adjustment of work performed by
the entity and capitalised, depreciation, amortisation and potential impairment
loss. All other items of the income statement are presented below the operating
profit line.
3 Critical accounting estimates and judgements
The management of Enento Group makes estimates and assumptions concerning
the future as well as exercises judgement in applying the accounting principles
when preparing financial statements. Estimates and judgements are continually
evaluated, and they are based on historical experience and other factors, includ-
ing expectations of future events that are believed to be reasonable under the
circumstances. The resulting accounting estimates will, by definition, seldom equal
the related actual results. The estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying amounts of assets and lia-
bilities within the next financial year are addressed below.
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3.1 Defining cash-generating units, allocating goodwill and assumptions used in
goodwill impairment testing
The management of Enento Group has exercised judgement in defining the
cash-generating units and the allocation of goodwill to those units. Based on
the judgement, the Groups management has determined that goodwill is allo-
cated for goodwill impairment testing purposes to the following cash-generating
units: Finland, Sweden, and Norway and Denmark. The recoverable amounts of
the Groups cash-generating units have been determined on the basis of value-
in-use calculations which require the use of estimates including projected future
cash flows, estimates of discount rate and the economic development of the
Groups operating countries. On 31 December 2020, the Groups goodwill amount-
ed to EUR 358,2 million (EUR 351,4 million). Enento Group tests the carrying value
of goodwill annually or more frequently if events or changes in circumstances
indicate that such carrying value may not be recoverable. Also see note 15 In
-
tangible assets.
3.2 Business combinations
Net assets acquired in business combinations are measured at fair value. The
measurement of the fair value of the acquired net assets is based on market
values of similar assets or estimates of expected cash flows (e.g. intangible as-
sets such as customer relationships, technology, marketing and trademarks). The
management of Enento Group has exercised judgement and made assumptions
in determining the fair values of the acquired intangible assets that are based
on assumptions and estimates on expected long-term development of net sales
and profitability, useful lives of the assets and discount rates. The management
believes that the estimates and assumptions used are sufficiently reliable for de-
termining fair values.
3.3 Accounting for the shareholder agreement
Enento Group Plc is party to a shareholder agreement concerning the control of
UC’s credit register and credit register information, as the company owned jointly
by the sellers of UC shares received, as part of the transaction, a small number
of UC’s B shares, granting their holders certain administrative rights. The B shares
do not entitle their holders to dividends or UC’s result or balance sheet. Further-
more, according to UC’s Articles of Association, among others, certain resolutions
concerning the credit register and credit register information require a unanimous
decision of the Board of Directors and the requirement for the making of such a
decision at UC’s General Meeting is that the minority shareholders vote in favour
of the decision. These requirements are applied to changes containing a risk that
UC is, from time to time, not able to fulfil its legal obligations and/or contractual
obligations concerning, among others, the use, availability or processing of the
credit register or credit register information, secured distribution of credit register
information and the interface used for the delivery of credit information. Enento
Group Plc has further undertaken not to transfer UCs shares to any other party,
unless such a party is in possession of sufficient capacities and unless the party
does not commit to the same restrictions as Enento Group in relation to the credit
register and credit register information. The purpose of these arrangements has
been to ensure the maintenance of the credit register and the control of credit
register information provided by the sellers. The management of Enento Group
has exercised judgement in reporting the B shares with a value of SEK 1 000 as a
non-controlling interest in equity.
3.4 Capitalised development expenses
Costs incurred in the development phase of an internal project are capitalised
as intangible assets if a number of criteria are met. The management has made
judgements and assumptions when assessing whether a project meets these cri-
teria, and on measuring the costs and the economic life as well as the future cash
inflows generated by the development projects. Expected returns from capitalised
development projects involve estimates and judgement from the management
about the future net sales and related costs. These estimates involve risks and
uncertainties and it is possible that, following changes in circumstances, expected
returns from capitalised development projects change.
Enento Group assesses indications of impairment for capitalised development
projects. The value for capitalised development projects may decrease, if the
expected returns from new services change. Also see note 15 Intangible assets.
3.5 Recoverability of deferred tax assets
Judgement is required in assessing whether deferred tax assets and certain de-
ferred tax liabilities are recognised on the balance sheet. Deferred tax assets
are recognised only where it is considered more likely than not that they will be
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recovered, which is dependent on the generation of sufficient future taxable
profits. Assumptions about the generation of future taxable profits depend on
the management’s estimates of future cash flows. Estimates of these future cash
flows are dependent on the management’s estimates that relate among others
to the amount of future net sales, operating costs and finance costs. The Groups
ability to generate taxable income depends also on factors related to general
economy, finance, competitiveness and regulations beyond the Groups control.
These estimates and assumptions are subject to risk and uncertainty; hence it is
possible that changes in circumstances will alter expectations. This may impact
the amount of deferred tax assets and deferred tax liabilities recognised on the
balance sheet and the amount of temporary differences. Deferred tax receivables
amounted to EUR 486 thousand (EUR 740 thousand) and deferred tax liabilities
amounted to EUR 23 213 thousand (EUR 24 137 thousand) after netting the de-
ferred taxes on 31 December 2020. Deferred tax assets relate to non-deductible
net interest expenses that can be deducted from the following years’ taxable
income and deferred tax liabilities relate to intangible assets recognised in con-
nection with business combinations. See also note 24 Deferred tax assets and
liabilities.
3.6 Defined benefit pension obligations
The recognition of defined benefit pension obligations and plan assets are based
on actuarial calculations. The actuarial calculations require assumptions regard-
ing the discount rate used, future inflation rate, mortality and salary increases.
The actual outcome may deviate from the assumptions used, which may result in
changes in the carrying values of defined benefit pension items. See also note 22
Post-employment obligations.
4 Financial risk management
4.1 Financial risk factors
Enento Groups activities expose it to a variety of financial risks: market risk (in-
cluding cash flow interest rate risk and currency rate risk), credit risk and liquidity
risk. The Groups overall risk management programme focuses on the unpredict-
ability of financial markets and seeks to minimise potential adverse effects on the
Groups financial position and performance.
Risk management is carried out by the Groups finance function under pol-
icies approved by the Board of Directors. The Board provides principles for
overall risk management, as well as policies covering specific areas, such as,
interest rate risk, use of derivative financial instruments, and investment of ex-
cess liquidity.
4.1.1 Market risk
Cash flow and fair value interest rate risk
Enento Groups interest rate risk arises from non-current financial liabilities
amounting to EUR 167,0 million (EUR 166,2 million) on 31 December 2020 and all of
which were issued with variable rates. Financial liabilities issued at variable interest
rates expose the Groups cash flow to interest rate risk. The rise in interest rates
may affect the cost of available financing and the Groups current financing costs.
Loans are denominated in EUR and SEK. The Group does not hedge against cash
flow interest rate risk. See also note 23 Financial liabilities.
On 31 December 2020, if interest rates on interest-bearing liabilities had
been 50 basis points higher with all other variables held constant, profit before
tax for the year would have been EUR 765 thousand (EUR 516 thousand) lower
as a result of higher interest expense on variable interest rate interest-bearing
liabilities. Interest rate sensitivity has been calculated by increasing the inter-
est curve by 50 basis points (due to low market interest environment the lower
scenario has not been presented). The interest position includes all external
variable interest rate interest-bearing liabilities.
Currency risk
The Group operates in Finland, Sweden, Norway and Denmark. A significant pro-
portion of the Groups sales and expenses are incurred in currencies other than
the euro. The objective of currency risk management is to reduce the uncertainty
arising from the potential impact of fluctuating exchange rates on the value of the
future cash flows, receivables, liabilities and other balance sheet items. The Group
is exposed to currency fluctuations, especially in relation to the Swedish krona.
Transaction risk arises from the foreign currency cash flows related to busi-
ness operations and financing when transactions are carried out in a currency
other than the functional currency of each Group company. Sales and pur-
chases are mainly generated in the operating currency of each Group com-
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pany. As a result, the Group is not exposed to significant transaction risk. The
Group protects itself from transaction risks mainly by operational means. Cur-
rency derivatives (forward contracts) may be used if necessary to reduce or
eliminate uncertainty arising from fluctuations in exchange rates.
For derivatives not designated for hedge accounting, changes in the fair
values are recognised in other operating income, other operating expenses,
financial income or financial expenses depending on the purpose of the de-
rivatives.
The fair values of currency forward contracts are measured on the financial
statements date using generally applied measurement methods. The counter-
party bank also sends the Group a valuation report.
On the reporting date, 31 December 2020, the Group had one open curren
-
cy forward contract, which is recognised at fair value through profit or loss in
accordance with IFRS 9.
The Groups operating result is particularly exposed to a translation risk
related to foreign exchange rates arising from the translation of the income
statements and balance sheets of foreign subsidiaries into the presentation
currency of the Groups financial statements, which is the euro. The euro is also
the functional currency of Enento Group Plc. The Group mainly uses opera-
tional means to minimise the negative impacts of exchange rate fluctuations.
The Group aims to finance its Swedish operations in Swedish krona in order to
cover the changes in operating profit due to exchange rate fluctuations partly
in changes in finance costs.
Under normal circumstances, the Group does not use foreign currency de
-
rivative instruments to hedge against translation risks, but the Group applies
hedge accounting of net investment in a foreign operation for a loan. In Oc-
tober 2018, Enento Group Plc took out a bank loan of EUR 63,6 million, which is
denominated in Swedish kronas (SEK) and has a maturity date of 18 October
2023. The loan was drawn to finance an equity investment to be made in the
Swedish subsidiary and its spot rate has been designated as a hedge of the
net investment in this subsidiary. No ineffectiveness was recognised from net
investments in foreign entity hedges.
The impacts of the foreign currency denominated loan designated as a net
investment hedge to the Groups financial position and profit for the period
were as follows:
31.12.2020
EUR thousand (unless otherwise stated)
31.12.2020 31.12.2019
Net investment in foreign operation
Carrying amount (bank loan) 65 923 63 320
SEK carrying amount (thousand) 661 491 661 491
Hedge ratio 1:1 1:1
Change in carrying amount of bank loan
as a result of foreign currency movements
(recognised in OCI)
-2 603 1 186
Change in value of hedged item used to
determine hedge effectiveness
2 603 -1 186
Weighted average hedged rate for the
year (EUR/SEK)
10,4848 10,5891
4.1.2 Credit risk
The Group is exposed to credit and counterparty risks through outstanding re-
ceivables from customers and cash balances. Credit and counterparty risks occur
when counterparties are unable or unwilling to fulfil their obligations.
Credit risk is managed in the Groups finance function, which is responsi-
ble for preparing the credit policy complied with in Enento Group. The Group
assesses the creditworthiness of a new customer, taking into account mainly
its financial position and past experience with the customer. When the credit
risk is assessed to be high, a guarantee payment is requested. The amount of
guarantee payments received was immaterial for the periods presented. The
Groups client base is widespread hence there are no large concentrations of
credit risk. Majority of the clients are companies and the amount of consumers
is in minority.
The Group holds excess cash (bank accounts and short-term deposits) with
financial institutions whose credit rating is minimum ‘A’. The Groups outstanding
receivables are not exposed to significant credit risk and its credit losses have
been minor. See also note 2.7 Accounts receivable and note 18 Account and
other receivables.
Accounts receivable and contract assets are derecognised when there is
no reasonable expectation of recovery. Indicators that there is no reasonable
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expectation of recovery include, amongst others, potential bankruptcy of the
debtor or inability to prepare a payment plan with the Group and delay of the
contractual payments for more than a year.
In accordance with the accounting policies, the Group applies a simpli-
fied approach to the recognition of expected credit losses, according to which
31.12.2020
EUR thousand
Not due
Due
1–30
days
Due
31–60
days
Due
61–90
days
Due
91–180
days
Due
181–360
days
Due
over 360
days
Total
Expected loss rate 0,03 % 0,1 % 3,6 % 8,8 % 17,6 % 50,0 % 100,0 %
Gross carrying amount – accounts receivable 15 217 1 895 458 150 335 445 472 18 972
Loss allowance 5 2 17 13 59 222 481 800
31.12.2019
EUR thousand
Not due
Due
1–30
days
Due
31–60
days
Due
61–90
days
Due
91–180
days
Due
181–360
days
Due
over 360
days Total
Expected loss rate 0,1 % 0,7 % 3,1 % 11,7 % 16,7 % 57,5 % 100,0 %
Gross carrying amount – accounts receivable 14 859 1 386 451 73 352 177 91 17 389
Loss allowance 9 9 14 9 59 102 154 355
Reconciliation of the closing loss allowances for accounts receivable on 31 December 2020 with the opening loss allowances:
EUR thousand
31.12.2020 31.12.2019
1.1. 355 126
Increase in accounts receivable loss allowance recognised in connection with business combinations - 71
Increase in accounts receivable loss allowance recognised in profit or loss during the year 566 296
Receivables written off during the year as uncollectible -160 -153
Reversal of unused allowance 41 17
Translation differences -1 -2
31.12. 800 355
expected credit losses on any trade receivables and contract assets are
recognised for the entire validity period according to the delay of payment
and different types of trade receivables. The loss-related deductible item on
31 December 2020 and 31 December 2019 was specified as follows for accounts
receivable and contract assets:
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 47
4.1.3 Liquidity risk
The Groups ability to finance its operations depends mainly on the amount of
cash flows from operations and the sources of financing available.
Cash flow forecasting is performed on a Group basis, taking the Groups net
debt position into account. The Group finance function monitors Enento Groups
liquidity requirements to ensure it has sufficient cash to meet operational needs
while maintaining sufficient headroom on its undrawn committed loan facilities at all
times so that the Group does not breach loan limits or covenants. On 31 December
2020, the Group had undrawn interest-bearing credit facilities amounting to EUR
20 million (EUR 20 million).
Enento Group has a term loan and revolving credit facility agreement with Dan-
ske Bank A/S, OP Corporate Bank Plc and Nordea Bank Plc for a total value of EUR
180,0 million, consisting of a term loan of EUR 160,0 million and a revolving credit
facility of EUR 20,0 million. In accordance with the terms of the loan agreement, the
Company took out the term loan partly in EUR and partly in SEK. The loans mature
in October 2023. More information is provided in note 23 Financial liabilities.
The loan from a financial institution includes a financial covenant that is net debt
to EBITDA, calculated as defined under the terms of the financing agreement. The
covenants are monitored on a quarterly basis. The ratio of the Groups net debt to
EBITDA adjusted according to the terms of the financing agreement was 2,6 (2,8)
on 31 December 2020. The covenant limit in accordance with the financing agree-
ment was 3,5 (4,0) on 31 December 2020. The Group met all of the covenants in the
months under review.
To facilitate efficient cash management in the Group, a multi-currency cash pool
arrangement has been implemented with Danske Bank A/S. An overdraft of EUR
15,0 million is included in the cash pool arrangement. The overdraft had not been
utilised on 31 December 2020.
Surplus cash is invested in bank accounts or short-term deposits with appropri-
ate maturities providing sufficient liquidity. The Group has not made investments in
short-term deposits in 2020 or 2019.
The table below shows future repayments, interest expenses and capitalised
interest expenses of the Group´s financial liabilities divided into maturity group
-
ings based on the remaining contractual maturity at the balance sheet date. The
amounts disclosed in the table are the contractual undiscounted cash flows.
31.12.2020
EUR thousand
Under 1 year 1–2 years 2–5 years
Over 5 years
Total
Loans from financial
institutions
2 048
2 048
163 971
-
168 067
Lease liabilities 2 284 2 037 2 062 1 837 8 219
Accounts payable 7 906 - - - 7 906
Total 12 238 4 085 166 033 1 837 184 192
31.12.2019
EUR thousand
Under 1 year 1–2 years 2–5 years
Over 5 years
Total
Loans from financial
institutions
2 036
2 030
164 567
-
168 635
Lease liabilities 2 389 2 131 3 508 2 025 10 053
Accounts payable 6 572 - - - 6 572
Total 10 998 4 162 168 076 2 025 185 260
4.2 Capital management
The Groups objectives when managing capital are to safeguard the Groups abil-
ity to continue as a going concern in order to provide returns and increase in
value of invested capital for shareholders.
The Group defines capital as including equity and loans from financial institu-
tions. The capital ratios monitored by the Group are the equity ratio and net debt,
with the latter being the most important ratio monitored by the Group. Net debt is
calculated as loans from financial institutions (included in ‘current and non-current
interest-bearing liabilities’) less short-term deposits and cash in hand and at banks.
The management does not have a target level for net debt but follows it regularly.
The table below shows the net debt position at reporting date.
EUR thousand
31.12.2020 31.12.2019
Loans from financial institutions 161 535 158 797
Lease liabilities 7 666 9 704
Cash in hand and banks 26 164 20 361
Net debt 143 037 148 140
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 48
The reconciliation of net debt, showing changes in cash flows and other changes, is presented below:
EUR thousand
Cash
Finance leases
under 1 year
Finance leases
over 1 year
Loans
over 1 year
Total
Net debt 1.1.2019 33 215 -130 -264 -169 849 -137 028
Cash flow -16 786 2 216 - 10 000 -4 569
Acquired through business combinations 4 322 -243 -127 - 3 952
Exchange rate adjustments -390 - - 1 186 795
Other changes - -4 119 -7 037 -133 -11 290
Net debt 31.12.2019 20 361 -2 276 -7 428 -158 797 -148 140
Cash flow 5 724 -2 127 0 0 3 597
Exchange rate adjustments 79 0 0 -2 603 -2 524
Other changes 0 2 162 2 003 -135 4 030
Net debt 31.12.2020 26 164 -2 241 -5 425 -161 535 -143 037
5 Acquisitions
Enento Group did not acquire any new businesses during the financial year
1 January–31 December 2020.
Proff acquisition
Enento Group acquired the shares of the business information service Proff in
Norway, Sweden and Denmark from its previous owner Eniro under an agreement
signed on 20 May 2019. The transaction was completed on 1 July 2019. The pur-
chase consideration for the acquisition was SEK 120,0 million, which was paid in
cash in one instalment. Interest of 5 per cent per annum, calculated for the period
between 1 January–1 July 2019, was added to the purchase consideration. The
interest payable at completion was SEK 3,0 million.
The Group has made an allocation of the consideration for intangible assets
identified and recognised in the acquisition. In the allocation of the purchase
consideration, EUR 3,0 million was allocated to customer relations, which will be
amortised in 3–5 years, EUR 0,6 million to trademarks, which will be amortised in
5 years, and EUR 1,9 million to technology, which will be amortised in 3–5 years. The
fair value of the acquired accounts receivable was EUR 0,8 million, which corre-
sponded to their book value at the time of acquisition. The accounts receivable
are expected to be collectable in their entirety. Goodwill in the amount of EUR 5,8
million was recognised in connection with the acquisition.
The figures from the Proff companies’ balance sheet and income statement
have been included in Enento Groups consolidated balance sheet and income
statement starting from 1 July 2019. At the moment of acquisition, there were no ma-
terial mutual business operations between the Group and the acquired companies
that should have been taken into account in the combination of business activities.
The consolidated income statement includes EUR 4,9 million in the Proff com-
panies’ post-acquisition net sales and EUR 0,5 million in profit. The full-year net
sales of the Group created by the acquisition would have amounted to EUR 150,7
million and profit for the period EUR 20,2 million if the business combination had
taken effect at the beginning of the financial year 2019.
Acquisition of the business of Solidinfo.SE
On 12 February 2019, UC Affärsinformation AB, part of Enento Group, signed an
agreement to buy the business operations of Solidinfo.SE from Social Media Sup-
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 49
port Sverige AB. Through the acquisition of these business operations, Enento
Group strengthened its business information service offering in Sweden. The core
of the Solidinfo.SE service consists of a free-of-charge business and financial in-
formation search service, similar to the business information service on Swedish
companies provided by UC Affärsinformation AB. The transaction was closed on
28 February 2019 and it had no material effect on Enento Groups cash flow or
financial position. The acquisition price was not disclosed.
6 Net sales
Net sales by market area
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Finland 60 239 58 424
Sweden 77 461 74 661
Norway 10 612 7 463
Denmark 536 400
Other EU countries 1 483 2 367
Other countries 986 2 641
Total 151 317 145 957
Net sales by products and services
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Risk Decisions 93 542 95 486
SME and Consumers 38 798 33 931
Customer Data Management 8 067 8 127
Digital Processes 10 910 8 413
Total 151 317 145 957
Enento Groups organisation consists of two types of units: business areas and
functional units.
Net sales growth is mainly attributable to the inclusion of the Proff companies
figures in the consolidated financial statements for the full financial year as well
as the strong development of the Digital Processes product area.
Net sales for the financial year 2020 included EUR 162 thousand (EUR 172 thou-
sand) in revenue from long-term customer projects which is recognised under the
percentage-of-completion method.
Assets and liabilities based on contracts with customers are presented in note 19.
7 Other operating income
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Capital gains from the sale of property, plant and
equipment
149 66
Rental income 421 159
Other items 80 68
Total 649 293
8 Materials and services
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Purchases during the financial year -23 231 -22 562
External services -2 211 -1 936
Total -25 442 -24 499
9 Personnel expenses
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Salaries and benefits
1
-27 422 -28 453
Pension costs - defined contribution plans -4 279 -4 452
Pension costs - defined benefit plans
2
-447 -472
Social security costs -4 667 -5 196
Total -36 815 -38 574
1
For the financial year 2020, the personnel expenses include an accrued cost of EUR 660 thousand from
the management’s long-term incentive plan and, for the financial year 2019, EUR 850 thousand.
2
More information on pension costs is presented in note 22 Pension obligations.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 50
10 Other operating expenses
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Other employment expenses -929 -1 561
Expenses related to premises -698 -1 320
Marketing expenses -3 597 -3 241
Paid commissions on sales -9 624 -4 606
Office expenses -2 017 -1 497
IT expenses -16 117 -15 195
Purchased services -5 583 -6 576
Additional payment for acquisition, arbitration institute
decision
-2 264 -
Other expenses -2 484 -3 115
Total -43 314 -37 111
Auditors fees
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
PricewaterhouseCoopers
Statutory fees -243 -302
Tax advisory -3 -13
Other services -26 -43
Total -272 -358
11 Depreciation and amortisation
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Amortisation on intangible assets -17 940 -17 134
Depreciation of property, plant and equipment -3 372 -3 369
Total -21 311 -20 503
Salaries and benefits of the management
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Salaries and benefits -2 523 -3 733
Pension costs – defined contribution plans -9 -9
Total -2 532 -3 741
The management’s salaries and benefits are itemised in more detail in note 27
Related parties.
Number of personnel on average
Employees
1.1.–31.12.2020 1.1.–31.12.2019
Full time 417 417
Part time and temporary 13 11
Total 430 428
In July 2019, approximately 60 employees were transferred to the Group as a result
of the acquisition of the Proff companies.
Enento Group Plc and UC Affärsfakta AB signed an agreement regarding the
outsourcing of Affärsfakta’s telesales operations on 14 May 2019. Enento Group
transferred its Swedish telesales operations to Affärsfakta i Sverige AB, a company
established by the management of UC Affärsfakta AB, effective from 1 September
2019. As a result of the outsourcing move, approximately 100 employees from the
Swedish telesales unit were transferred to Affärsfakta i Sverige AB with their cur-
rent benefits and obligations.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 51
12 Finance income and expenses
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Finance income
Interest income from loan and other receivables 24 35
Exchange rate gains 247 119
Total finance income 271 154
Finance expenses
Impairment of financial liabilities at fair value through
profit or loss
- -100
Interest expenses from financial liabilities at amortised
cost
-2 118 -2 436
Net interest expenses relating to defined benefit pension
plans
-117 -92
Interest expenses for lease liabilities -153 -185
Other interest expenses -8 -25
Exchange rate losses -488 -106
Other finance expenses -114 -86
Total finance expenses -2 998 -3 029
Total -2 728 -2 875
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Exchange rate gains and losses in profit or loss
Exchange rate gains and losses in net sales 10 -1
Exchange rate gains and losses in purchases 16 3
Exchange rate gains in financial income 247 119
Exchange rate losses in financial expenses -488 -106
Total -215 15
13 Income tax expenses
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Current tax on profits for the financial year -6 564 -6 355
Change in deferred taxes 923 1 158
Total -5 640 -5 197
Income taxes recognised in consolidated income statement differ from the income taxes calcu-
lated using the Finnish tax rate as follows:
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Result before income tax 25 088 24 906
Tax calculated at Finnish tax rate -5 018 -4 981
Different tax rates of foreign subsidiaries -128 -88
Other:
Income not subject to tax 19 167
Non-deductible expenses -515 -238
Tax losses for which deferred income tax asset
was not recognised
- -
Other items 1 -55
Total -5 640 -5 197
Finland introduced interest deduction limitation rules starting from 1 January 2014
limiting the deductibility of intra-group net interests. Interests from the Parent
Company’s loans were subject to these interest deductibility limitation rules. EUR
22 268 thousand of the Parent Company’s net interest expenses for the financial
year 2014 was non-deductible for tax purposes. As a result, the Parent Company
generated taxable income against which previously unrecognised tax losses were
utilised. This non-deductible net interest from the financial year 2014 is carried for-
ward and can be deducted from the following years’ taxable income. Net interest
expense carryforwards do not expire.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 52
14 Earnings per share
Basic earnings per share is calculated by dividing the profit attributable to owners
of the parent company by the weighted average number of ordinary shares in
issue during the year. Diluted earnings per share reflect the possible impact of the
Groups management’s long-term incentive plan.
1.1.–31.12.2020 1.1.–31.12.2019
Profit attributable to the owners of the Parent Company
(EUR)
19 447 836 19 709 667
Weighted average number of shares (number of shares) 24 004 917 23 986 073
Basic earnings per share 0,81 0,82
Management’s incentive plan (pcs) 24 475 27 219
Number of shares, weighted average, diluted 24 029 391 24 013 292
Diluted earnings per share 0,81 0,82
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 53
15 Intangible assets
EUR thousand
Goodwill Trademarks Customers Technology
Product development
and software costs
Work in progress and
advances paid Total
Cost at 1.1.2020 351 368 31 666 25 737 68 738 24 134 13 032 514 675
Additions - 1 - - 331 11 383 11 715
Disposals - - - - -1 933 - -1 933
Reclassifications - - - - 11 383 -11 383 -
Translation differences 6 864 1 254 773 2 583 316 102 11 893
Cost at 31.12.2020 358 233 32 922 26 509 71 321 34 231 13 133 536 350
Accumulated amortisation
at 1.1.2020
- -3 195 -3 601 -11 268 -9 782 - -27 846
Disposals - - - - 1 933 - 1 933
Amortisation for the financial
year
- -2 180 -2 557 -7 515 -5 688 - -17 940
Translation differences - -337 -248 -633 -73 - -1 291
Accumulated amortisation
at 31.12.2020
- -5 712 -6 405 -19 417 -13 610 - -45 144
Net book value at 1.1.2020 351 368 28 471 22 136 57 470 14 352 13 032 486 828
Net book value at 31.12.2020 358 233 27 210 20 104 51 904 20 621 13 133 491 205
EUR thousand
Goodwill Trademarks Customers Technology
Product development
and software costs
Work in progress and
advances paid Total
Cost at 1.1.2019 348 654 31 609 23 087 68 059 17 524 10 676 499 609
Additions 5 891 639 3 030 1 943 549 11 532 23 582
Disposals - 0 - -39 -2 399 -458 -2 896
Reclassifications - - - - 8 542 -8 542 -
Translation differences -3 176 -581 -380 -1 225 -82 -176 -5 620
Cost at 31.12.2019 351 368 31 666 25 737 68 738 24 134 13 032 514 675
Accumulated amortisation
at 1.1.2019
- -1 079 -1 339 -3 986 -6 674
-
-13 078
Disposals - 0 - 39 2 399 - 2 438
Amortisation for the financial
year
- -2 108 -2 253 -7 294 -5 474
-
-17 129
Translation differences - -8 -9 -27 -33 - -78
Accumulated amortisation
at 31.12.2019
- -3 195 -3 601 -11 268 -9 782 - -27 846
Net book value at 1.1.2019 348 654 30 530 21 749 64 073 10 850 10 676 486 531
Net book value at 31.12.2019 351 368 28 471 22 136 57 470 14 352 13 032 486 828
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 54
Impairment test for goodwill
The management monitors business performance at Group level. The Group has
three cash-generating units – Finland, Sweden, and Norway and Denmark. The
Group monitors goodwill at these levels. Goodwill has been recognised in the
Groups cash-generating units as follows: Finland EUR 175,8 million, Sweden EUR
179,0 million, Norway and Denmark EUR 3,4 million. The recoverable amounts of the
company’s cash generating units are based on value in use calculations. These
calculations use cash flow forecasts for five years, based on forecasts approved
by the management and determined before tax.
Key parameters affecting the forecasts are the development of net sales and
the most important expense items. The forecasts take into account the Groups
market position in its market areas, the general economic environment and the
realised development of the Groups cash generating units in the most important
parameters affecting the forecasts. The average annual growths included in the
forecasts do not exceed the Groups long-term goals in the forecast period. Cash
flows beyond the five-year period are extrapolated using the estimated long-
term growth rates presented below.
The key assumptions used for value-in-use calculations are as follows:
31.12.2020 31.12.2019
Finland
Long-term growth rate 1,5 % 1,5 %
Discount rate 6,2 % 6,8 %
Sweden
Long-term growth rate 1,5 % 1,5 %
Discount rate 5,6 % 7, 0 %
Norway and Denmark
Long-term growth rate 1,5 % 1,5 %
Discount rate 12,7 % 16,0 %
The discount rates used are pre-tax and reflect specific risks relating to the CGU.
As part of the performance review the management has performed a sensitivity
analysis around the key parameters. The results suggest that a situation in which
the carrying value of goodwill and other assets under impairment testing would
exceed the recoverable value is unlikely.
Changed parameters used in the sensitivity analysis were:
Finland:
10 %-point (10 %-point) decrease in annual net sales growth rate
7,5 %-point (5 %-point) decrease in annual EBITDA margin
Pre-tax discount rate of 10,1 % (10,6 %)
Sweden:
7,5 %-point (5 %-point) decrease in annual net sales growth rate
5 %-point (2 %-point) decrease in annual EBITDA margin
Pre-tax discount rate of 7,7 % (8,3 %)
Norway and Denmark:
10 %-point (10 %-point) decrease in annual net sales growth rate
8,5 %-point (7,5 %-point) decrease in annual EBITDA margin
Pre-tax discount rate of 16,7 % (18,8 %)
The sensitivity analysis did not indicate impairment, when the parameters above
were changed one at a time, while others remained constant. If all the parameters
above would be changed at the same time, the recoverable amount would equal
the carrying value for the tested assets.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 55
16 Property, plant and equipment
EUR thousand
Machinery and
equipment
Right-of-use,
machinery and
equipment
Right-of-use,
premises
Leased
machinery and
equipment
Other tangible
assets
Total
Cost at 1.1.2020 9 337 361 11 498 - 157 21 353
Additions 815 129 126 - 104 1 175
Disposals -516 -102 -54 - - -672
Translation differences 41 11 200 - 8 259
Cost at 31.12.2020 9 676 399 11 770 - 269 22 114
Accumulated amortisation at 1.1.2020 -7 099 -88 -2 180 - -38 -9 406
Disposals 368 24 11 - - 403
Amortisation for the financial year -1 000 -96 -2 233 - -42 -3 371
Translation differences -46 -5 -114 - -3 -168
Accumulated amortisation at 31.12.2020 -7 778 -165 -4 516 - -84 -12 542
Net book value at 1.1.2020 2 238 273 9 318 - 118 11 947
Net book value at 31.12.2020 1 899 234 7 254 - 185 9 572
EUR thousand
Machinery and
equipment
Right-of-use,
machinery and
equipment
Right-of-use,
premises
Leased
machinery and
equipment
Other
tangible assets
Total
Cost at 1.1.2019 9 206 - - 462 148 9 815
Adoption of IFRS 16 - 502 11 760 -462 - 11 800
Adjusted acquisition cost 1.1.2019 9 206 502 11 760 - 148 21 616
Additions 722 62 496 - 11 1 290
Disposals -574 -197 -648 - - -1 418
Translation differences -17 -6 -110 - -2 -135
Cost at 31.12.2019 9 337 361 11 498 - 157 21 353
Accumulated depreciation at 1.1.2019 -6 449 - - -68 -13 -6 530
Adoption of IFRS 16 - -68 - 68 - -
Adjusted accumulated depreciation at
1.1.2019
-6 449 -68 - - -13 -6 530
Disposals 423 83 11 - - 517
Depreciation for the financial year -1 073 -103 -2 173 - -25 -3 374
Translation differences -1 0 -19 - 0 -19
Accumulated depreciation at 31.12.2019 -7 099 -88 -2 180 - -39 -9 406
Net book value at 1.1.2019 2 757 434 11 760 - 134 15 085
Net book value at 31.12.2019 2 238 273 9 318 - 118 11 947
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 56
Financial instruments by category
31.12.2020
EUR thousand
Financial assets
at amortised cost
Financial assets at
fair value through
profit or loss Total
Assets as per balance sheet
Financial assets and other receivables 76 0 76
Account and other receivables 18 172 - 18 172
Cash and cash equivalents 26 164 - 26 164
Total 44 412 0 44 412
31.12.2020
EUR thousand
Financial liabilities
at amortised cost
Financial liabilities
at fair value through
profit or loss
Total
Liabilities as per balance sheet
Financial liabilities 169 201 - 169 201
Accounts payable and other payables 8 162 - 8 162
Derivatives – non-hedge accounting - 217 217
Total 177 363 217 177 581
31.12.2019
EUR thousand
Financial assets
at amortised cost
Financial assets at
fair value through
profit or loss Total
Assets as per balance sheet
Financial assets and other receivables 85 0 86
Account and other receivables 17 033 - 17 033
Cash and cash equivalents 20 361 - 20 361
Total 37 480 0 37 480
31.12.2019
EUR thousand
Financial liabilities
at amortised cost
Financial liabilities
at fair value through
profit or loss Total
Liabilities as per balance sheet
Financial liabilities 168 501 - 168 501
Accounts payable and other payables 6 977 - 6 977
Derivatives – non-hedge accounting - - -
Total 175 478 - 175 478
17 Financial instruments
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 57
18 Accounts receivable and other receivables
EUR thousand
31.12.2020 31.12.2019
Accounts receivable 18 972 17389
Credit loss allowance -800 -355
Net carrying value 18 172 17 033
Prepaid expenses and accrued income 6 638 5 860
Accrued income from long-term customer projects 114 120
Other receivables 105 314
Total 25 030 23 328
The fair values of account and other receivables equal their carrying amount. The
maximum exposure to credit risk is the carrying value of each receivable.
On 31 December 2020, the Group had due accounts receivable amounting to
EUR 3 755 thousand (EUR 2 530 thousand). These relate to a number of individual
customers.
The aging analysis of account receivables is as follows:
EUR thousand
31.12.2020 31.12.2019
Not due 15 217 14 859
Overdue by
Less than 1 month 1 895 1 386
1–3 months 608 524
3 months or more 1 252 620
Total 18 972 17 389
Credit loss allowance -800 -355
Total 18 172 17 033
Amount recognised as actual credit los 160 153
During the financial year, accounts receivable of EUR 160 thousand (EUR 153 thou-
sand) were recognised as actual credit losses due to non-collection of the ac-
counts receivable in question. The individually impaired receivables relate to sales
receivables of a number of independent customers.
On 31 December 2020, the carrying amounts of the Groups account and other
receivables were denominated in EUR, SEK, NOK and DKK.
19 Assets and liabilities based on contracts with customers
EUR thousand
31.12.2020 31.12.2019
Assets based on contracts 831 833
Assets recognised on expenses based on contracts 114 120
Total 946 953
Advances received from contracts with customers -12 075 -10 247
Total -12 075 -10 247
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 58
Changes in contract assets and liabilities
EUR thousand
Assets
2020
Liabilities
2020
Assets
2019
Liabilities
2019
Opening balance 1 January 953 -10 247 1 162 -6 375
Acquired through business
combinations
- - - -3 415
Reclassifications from contract
assets to trade receivables
-5 849 - -2 800 -
Reclassifications from assets
based on settlements to expenses
- - - -
Advances for expenses recognised
for the financial year relating to
performance obligations
-6 - -41 -
Recognised sales proceeds from
contract liabilities during the
financial year
- 26 448 - 14 034
Sales proceeds not yet invoiced
recognised for the period
5 817 - 2 623 -
Advances received during the
period relating to unfulfilled per-
formance obligations
- -28 139 - -14 583
Translation differences 30 -136 10 92
Total net changes -7 -1 828 -209 -3 872
Closing balance 31 December 946 -12 075 953 -10 247
Of the opening balance for contract liabilities, EUR 10 247 thousand (EUR 6 375
thousand) has been recognised as revenue during the financial year 2020.
Transaction price allocated to remaining performance obligations
EUR thousand
31.12.2020 31.12.2019
Transaction price allocated to remaining performance
obligations
17 152 6 714
The Group has applied the practical expedient allowed by IFRS 15 and presented
the transaction price allocated to remaining performance obligations, which is
based on fixed monthly charges, only for customer contracts continuing for more
than 12 months. Of the transaction price allocated to remaining performance
obligations, EUR 6 263 thousand will be recognised as revenue in 2021 and EUR 10
888 thousand in 2022 and 2023.
20 Cash and cash equivalents
EUR thousand
31.12.2020 31.12.2019
Cash at bank and in hand 26 164 20 361
Cash and cash equivalents 26 164 20 361
21 Equity
The total shareholders’ equity consists of the share capital, the invested unre-
stricted equity reserve, translation differences and accumulated losses.
Shares and share capital
The parent company has one share class, and each share has equal right to
dividend. Each share carries one vote at the general meeting. All shares issued by
the parent company are fully paid. The shares have no nominal value.
The total number of shares was 24 007 061 on 31 December 2020 and 23 993 292
on 31 December 2019. In the financial year 2020 and 2019, the share capital of the
Company amounted to EUR 80 000.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 59
Invested unrestricted equity reserve
EUR thousand
1.1.2019 351 690
Return of capital -11 517
31.12.2019 340 173
Return of capital -22 807
31.12.2020 317 367
On 25 June 2020, the Company paid EUR 14 644 thousand from the invested un-
restricted equity reserve as a capital return based on the resolution of the Annual
General Meeting held on 12 June 2020. On 26 November 2020, the Company
paid EUR 8 162 thousand from the invested unrestricted equity reserve based on
a decision by the Board of Directors pursuant to an authorisation granted by the
Annual General Meeting held on 12 June 2020.
Accumulated losses
EUR thousand
1.1.2019 -35 071
Distribution of dividend -11 277
Management’s incentive plan -289
Profit for the financial year 19 710
Other comprehensive income for the period -2 885
Restatement of translation differences -172
31.12.2019 -29 985
Management’s incentive plan 193
Profit for the financial year 19 448
Other comprehensive income for the period -232
31.12.2020 -10 575
Long-term incentive plans for the management are described in note 27
Related parties. An accrued expense of EUR 660 thousand (EUR 850 thousand)
for the financial year 2020 has been recognised as an increase in equity. In
addition, equity has been adjusted with the amount of awards paid, EUR 466
thousand (EUR 1 139 thousand), previously recognised as expense.
22 Post-employment obligations
As a result of defined benefit pension plans, the Group is exposed to plan asset
volatility risk, life expectancy risk and inflation risk materialising in the rate of salary
increases. Post-employment obligations are described in the accounting policies
of the consolidated financial statements under item 2.15 Employee benefits.
Liabilities related to defined benefit obligations
EUR thousand
31.12.2020 31.12.2019
Current value of defined benefit obligations 30 250 28 073
Fair value of plan assets -21 785 -20 158
Net amount of current value of obligations and fair value of
assets
8 465 7 915
Effect of minimum funding requirement / asset item - -
Recognised net obligation 8 465 7 915
Change in current value of defined benefit obli-
gations
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Current value of defined benefit obligations on 1 January 28 073 24 969
Acquired through business combinations - -
Benefits paid -691 -565
Current service cost 294 269
Interest expenses recognised in profit or loss 416 527
Actuarial gains (-) and losses (+):
Changes in financial assumptions 1 565 3 937
Experience adjustments -605 -653
Translation differences 1 198 -412
Current value of defined benefit obligations on 31 December 30 250 28 073
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 60
Change in fair value of plan assets
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Fair value of plan assets on 1 January 20 158 20 524
Acquired through business combinations - 0
Employer contributions 479 455
Interest income recognised in profit or loss 299 434
Income on plan assets excluding items included in interest
income
677 -314
Benefits paid -691 -565
Translation differences 863 -377
Fair value of plan assets on 31 December 21 785 20 158
Plan assets consist of the following items:
31.12.2020 31.12.2019
Shares 13,0 % 11,0 %
Debt investments
Government bonds 22,0 % 25,0 %
Mortgage loans 9,0 % 12,0 %
Corporate bonds 2 7, 0 % 26,0 %
Real estate 17,0 % 12,0 %
Other investments 12,0 % 14,0 %
Total 100,0 % 100,0 %
Items recognised in profit or loss
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Current service cost -294 -269
Interest expenses/income -117 -92
Net expense recognised in profit or loss -411 -362
Items recognised in other comprehensive income
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Remeasurements
Actuarial gains (-) and losses (+) 960 3 317
Income on plan assets excluding items included in interest
income
-677 317
Net amount recognised in other comprehensive income 283 3 634
Actuarial assumptions and sensitivity analysis
2020 2019
Discount rate 1,2 % 1,5 %
Salary increase rate 2,0 % 2,0 %
Inflation 2,0 % 2,0 %
Lifetime DUS 14 DUS 14
Sensitivity analysis of the effect of changes
EUR thousand
2020 2019
Discount rate, +1,0 % -6 153 -5 671
Discount rate, -1,0 % 8 195 7 555
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 61
23 Financial liabilities
EUR thousand
31.12.2020 31.12.2019
Non-current
Loans from financial institutions 161 535 158 797
Lease liabilities 5 425 7 428
Total non-current financial liabilities 166 960 166 225
Current
Lease liabilities 2 241 2 276
Total current financial liabilities 2 241 2 276
Total financial liabilities 169 201 168 501
Of the loans from financial institutions, EUR 95,6 million (EUR 95,5 million) were
EUR-denominated and EUR 65,9 million (EUR 63.3 million) were SEK-denominated
on 31 December 2020.
Loans from financial institutions
Enento Group has a loan agreement on a total of EUR 180 million of financing with
Danske Bank A/S, OP Corporate Bank Plc and Nordea Bank Plc.
The unsecured financing agreement consists of a term loan of EUR 160 million
and a revolving credit facility of EUR 20 million. The company drew down the term
loan on 25 October 2018, partially in euro and partially in Swedish krona in accord-
ance with the terms of the loan agreement. The loans mature in October 2023. The
Groups revolving credit facility was unused on 31 December 2020 (EUR 0).
To facilitate efficient cash management in the Group, a multi-currency cash pool
arrangement has been implemented with Danske Bank A/S. An overdraft of EUR
15,0 million is included in the cash pool arrangement. The overdraft had not been
utilised on 31 December 2020.
The Groups management has determined that there is no essential difference
between carrying value and fair value because there have not been significant
changes in interest rates since the issue date of the loans and margins of loans are
considered to reflect different conditions and the subordination of the loans with
reasonable accuracy.
Derivatives – non-hedge accounting
On 31 December 2020, Enento Group had one outstanding forward exchange
contract with a nominal value of EUR 11,7 million and the change in its fair value
was EUR -217 thousand. The remaining maturity of the contract is 3 months and
the change in fair value is presented in current non-interest-bearing financial
liabilities.
24 Deferred tax assets and liabilities
The net changes in deferred income taxes were as follows:
EUR thousand
2020 2019
1.1. -23 397 -24 355
Charged to balance sheet - -1 200
Charged to income statement 1 463 921
Recognised in comprehensive income 58 749
Translation differences -852 488
31.12. -22 727 -23 397
The Groups deferred tax receivables amounted to EUR 486 thousand (EUR 740
thousand) and deferred tax liabilities amounted to EUR 23 213 thousand (EUR
24 137 thousand) at the end of the financial year. The movement in deferred in-
come tax assets and liabilities during the year, without taking into consideration
the offsetting of tax balances, is as follows:
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 62
The Group has recognised deferred tax assets amounting to EUR 650 thousand
(EUR 1 109 thousand) from non-deductible net interest expenses, which amounted
to EUR 3 251 thousand (EUR 5 543 thousand) on 31 December 2020. Non-deduct-
ible net interest expenses can be deducted from the taxable income in future
periods within the limits of interest deduction limitation rules for each year. Net
interest expense carryforwards do not expire.
Deferred tax assets
EUR thousand
Financial
instruments
Defined benefit
pension plans
Revenue
recognition
Non-deductible
net interest
expense
Management’s
incentive
plan Other Total
1.1.2019 140 916 30 1 764 90 0 2 940
Charged to balance sheet - - - - - - -
Charged to income statement -17 -19 160 -655 108 23 -400
Recognised in comprehensive income - 749 - - - - 749
Translation differences - -15 2 - - 0 -12
31.12.2019 124 1 631 192 1 109 198 23 3 276
Charged to balance sheet - - - - - - -
Charged to income statement 56 -14 52 -458 39 12 -313
Recognised in comprehensive income - 58 - - - - 58
Translation differences - 69 -8 - - -2 59
31.12.2020 180 1 744 236 650 237 33 3 080
Deferred tax liabilities
EUR thousand
Financial
instruments
Change in
depreciation
method
Allocation of
acquisitions
Capitalised
development
costs
Depreciation
difference
Other
Total
1.1.2019 131 53 24 047 2 883 179 - 27 295
Charged to balance sheet - - 1 219 - - -19 1 200
Charged to income statement -27 -53 -2 465 1 169 15 40 -1 321
Translation differences - - -464 -37 - 0 -500
31.12.2019 105 - 22 337 4 016 194 21 26 673
Charged to balance sheet - - 0 - - 0 0
Charged to income statement -27 0 -2 610 810 21 30 -1 776
Translation differences 0 0 711 202 0 -3 910
31.12.2020 78 0 20 439 5 027 215 49 25 807
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 63
25 Other current liabilities
EUR thousand
31.12.2020 31.12.2019
Advances received from unrecognised net sales 11 611 10 002
Advances received from long-term customer projects 463 245
Total 12 075 10 247
EUR thousand
31.12.2020 31.12.2019
Accounts payable 7 906 6 572
Other liabilities 3 334 2 692
Accrued expenses 13 048 12 550
Total 24 288 21 814
Accrued liabilities consist mainly of accruals of personnel expenses.
26 Contingent liabilities
Own guarantees
EUR thousand
31.12.2020 31.12.2019
Pledges 116 196
Minimum rent commitments for short-term lease agreements
EUR thousand
31.12.2020 31.12.2019
No later than 1 year 14 223
Total 14 223
The minimum rent commitments for short-term lease agreements are presented
for leases with a term of 12 months or less.
Low value lease agreement commitments
EUR thousand
31.12.2020 31.12.2019
Due within the next financial year 211 694
Due later 126 1 044
Total 338 1 738
The minimum lease payments for the Groups office equipment lease agreements
are presented for the financial year 2020 as low value lease commitments.
27 Related parties
The related parties of the Group consist of group entities and shareholders
exercising significant influence over the Company, as mentioned in note 28. The
shareholders who have had the right to nominate a representative in the Com-
pany’s Board of Directors are considered having significant influence in the Com-
pany. In addition, the key management persons, including the Board of Directors,
CEO and Executive Team, are related parties of the Group, as well as their close
family members and companies, where the above mentioned persons exercise
controlling power.
The following transactions were carried out with related parties:
1.1.–31.12.2020
EUR thousand
Sales of goods
and services
Purchases of
goods and
services
Finance
income and
expenses
Shareholders having a signifi-
cant influence over the Group
11 753 -356 -681
Total 11 753 -356 -681
31.12.2020
EUR thousand
Receivables Liabilities
Shareholders having a signifi-
cant influence over the Group
1 301 54 065
Total 1 301 54 065
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 64
1.1.–31.12.2019
EUR thousand
Sales of goods
and services
Purchases of
goods and
services
Finance
income and
expenses
Shareholders having a signifi-
cant influence over the Group
11 622 - 556 -788
Total 11 622 - 556 -788
31.12.2019
EUR thousand
Receivables
Liabilities
Shareholders having a signifi-
cant influence over the Group
1 188 53 268
Total 1 188 53 268
Liabilities to related parties include a loan on market terms and conditions and
loan-related accrued interest with Nordea Bank Oyj. The loan is on market terms
and is described in more detail in note 23 Loans from financial institutions.
Transactions with related parties have been carried out on an arms length
basis. During the financial year, the Groups related party transactions with key
persons in management and members of the Board of Directors consisted of nor-
mal salaries and fees.
Long-term incentive plans for the management
Long-term incentive plan for the management 2018–2020
The target group of the share-based long-term incentive plan decided on by the
Board of Directors in August 2018 includes approximately 23 key persons of Enento
Group, including the members of the Executive Team. In order to participate in
the plan and receive an award, the participant must purchase Enento Group Plc’s
shares or allocate previously held Enento Group shares to the programme in the
number determined by the Board of Directors.
The possible award for the commitment period depends on the continuation of
employment or service at the time of payment of the award and meeting of the
shareholding requirement. The award for the commitment period will be paid after
the end of the commitment period in 2020. Furthermore, the possible award for
the performance period is based on the total shareholder return (TSR) of Enento
Group Plc’s share and the Groups adjusted EBITDA in 2020.
Awards payable under the plan will not total more than the value of approxi-
mately 300 000 Enento Group Plc shares, including also the amount paid in cash.
Any award shall be paid in net amount of shares after deducting the tax-related
costs. The accrued expense of EUR 401 thousand (EUR 823 thousand) for the fi-
nancial year has been recognised in personnel expenses.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 65
Matching share plan
2018–2019
Performance Based Share Plan
2018—2020 / I 2021
Performance Based Share Plan
2018—2020 / II 2021
Original allocation date 21.9.2018 21.9.2018 21.9.2018
Performance period begins 1.9.2018 1.9.2018 1.9.2018
Performance period ends 31.12.2019 31.12.2020 31.12.2020
Vesting conditions
Shareholding,
employment
until payment
Shareholding, employment
until payment,
EBITDA and TSR
Shareholding, employment
until payment.
EBITDA and TSR
Vesting date 31.5.2020 31.5.2021 30.11.2021
Maximum duration, years 1,7 2,7 3,2
Time to maturity, years 0 0,4 0,9
Persons at the end of the financial year 0 23 23
Implementation method Shares Shares Shares
Changes in the plan during the period
Number
Matching
share plan
2018–2019
Performance-based share plan
2018–2020 / I 2021
Performance-based share plan
2018-2020 / II 2021 Total
1.1.2020
Outstanding at beginning of period 29 000 120 600 120 600 270 200
Changes during period
Granted - - - -
Forfeited - 6 300 6 300 12 600
Shares awarded 29 000 - - 29 000
31.12.2020
Outstanding at end of period - 114 300 114 300 228 600
Long-term incentive plan for the management 2020–2022
In December 2019, the Board of Directors decided on a new share-based long-term
incentive plan for key persons of Enento Group. The target group of the plan in-
cludes approximately 29 key persons, including the members of the Executive Team.
The incentive plan consists of one performance period covering the calendar
years 2020–2022. The potential rewards from the plan will be paid partly in Enen-
to Group Plc shares and partly in cash after the end of the performance period.
The potential rewards are based on the achievement of targets set for the total
shareholder return (TSR) of the Enento Group Plc share and the Groups cumulative
adjusted EBITDA in 2020–2022. The rewards are also dependent on the continua
-
tion of the participants’ employment or service contracts at the time of payment.
Rewards payable under the plan will not total more than the value of approx-
imately 90 000 Enento Group Plc shares, including the amount paid in cash. The
maximum reward is defined as the gross amount of shares before the deduction
of the applicable taxes. The accrued expense of EUR 258 thousand (EUR 0 thou-
sand) for the financial year has been recognised in personnel expenses.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 66
Performance-based share plan
2020—2022
Original allocation date 25.2.2020
Performance period begins 1.1.2020
Performance period ends 31.12.2022
Vesting conditions Shareholding, employment
until payment
Vesting date 31.5.2023
Maximum duration, years 3,4
Time to maturity, years 2,4
Persons at the end of the financial year 29
Implementation method Shares
Changes in the plan during the period
Number
Performance-based share plan
2020–2022
1.1.2020
Outstanding at beginning of period -
Changes during period
Granted 90 000
Forfeited 4 500
31.12.2020
Outstanding at end of period 85 500
Long-term incentive plan for the management 2021–2023
In December 2020, the Board of Directors decided on a new share-based in-
centive plan for key persons. The target group of the plan includes approximate-
ly 40 key persons, including the members of the Executive Team. This perfor-
mance-based share incentive plan is based on the corresponding plan launched
the previous year. The Group intends to launch a new long-term incentive plan
annually, but the start of each individual plan is subject to a separate decision
by the Board of Directors.
The incentive plan consists of one performance period covering the calendar
years 2021–2023. The potential rewards from the plan will be paid partly in Enento
Group shares and partly in cash after the end of the performance period. The
purpose of the cash payment is to cover taxes and tax-like charges incurred by
the participant for the reward. As a rule, no reward will be paid if the employment
or service contract terminates before the payment of the reward.
The plan offers the participants the opportunity to earn rewards if the per-
formance targets set by the Board of Directors are achieved. The performance
targets are based on Enento Groups Total Shareholder Return (TSR) for 2021–2023
and Enento Groups cumulative adjusted EBITDA for 2021–2023. If the performance
targets are met, the rewards will be payable in the first half of 2024.
Rewards payable under the plan will not total more than the value of approx-
imately 110 000 Enento Group Plc shares, including also the amount paid in cash.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 67
The remuneration of Board of Directors
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Patrick Lapveteläinen 56 40
Petri Carpén 43 28
Bo Harald (member until 28 March 2019) - 25
Nicklas Ilebrand (member 29 June 2018–28 March 2019) - 19
Martin Johansson - -
Tiina Kuusisto 41 -
Carl-Magnus Månsson 43 27
Petri Nikkilä (member 28 March 2019–12 June 2020) 40 -
Minna Parhiala (member from 12 June 2020) - -
Anni (Anna-Maria) Ronkainen (member until 28 March
2019)
- 27
Total 222 167
Remuneration of the Executive Team members
(excluding the CEO)
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Salaries and benefits 1 348 1 462
Long-term incentive bonus 412 900
Performance-based incentives paid in cash
1
201 161
Termination benefits - 41
Stay-on bonus - 88
Total 1 960 2 653
Remuneration of the CEO
EUR thousand
1.1.–31.12.2020 1.1.–31.12.2019
Salaries and benefits 264 259
Long-term incentive bonus 134 718
Performance-based incentives paid in cash
1
165 104
Pension costs – defined contribution plans 9 9
Total 572 1 089
1
The incentives have been reported on a payment basis and paid on the basis of the result for the
previous financial year.
The Group has a supplementary voluntary pension plan for the CEO that is clas-
sified as defined contribution plan and has a cost of EUR 8 500 per year. The CEO
will receive additional voluntary old age pension between ages 63 and 73.
The termination period for the CEO’s employment contract is 6 months. In ad-
dition, in case of termination of the employment contract, the CEO is entitled
to one-time payment under certain conditions that corresponds to six months’
salary.
The CEO’s contract of service and the assignment as the CEO of the Company
will expire at the end of the month during which the CEO reaches 63 years of age.
28 Group companies
The following table presents the Groups subsidiaries as at 31 December 2020. The
Group had no shared functions as at 31 December 2020. All group companies are
related parties of the Group.
Parent company
Nature of activities Country of incorporation
Enento Group Plc Headquarter activities Finland
Subsidiaries
Group
ownership
(%)
Voting
rights
(%)
Suomen Asiakastieto Oy Operative company Finland 100,0 100,0
Emaileri Oy Operative company Finland 100,0 100,0
UC AB Operative company Sweden 9 9,9
1
100,0
UC Affärsinformation AB Operative company Sweden 100,0 100,0
Proff AB Operative company Sweden 100,0 100,0
Proff AS Operative company Norway 100,0 100,0
Proff ApS Operative company Denmark 100,0 100,0
1
Enento Group Plc and the sellers of UC shares signed a shareholder agreement concerning the control of
UC’s credit register and credit register information. The company owned jointly by the sellers received, as
part of the transaction, a small number of UC’s B shares, granting their holders certain administrative rights.
The B shares do not entitle to dividends and UC’s result or balance sheet.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 68
29 Events after the reporting date
On 14 January 2021, Enento Group Plc announced its plan of changing the busi-
ness area structure and creating a new Data and Analytics unit. The change in
the organisational structure is aimed at enabling faster and smoother strategy
implementation and highlighting the importance of data and analytics.
Enento Group currently has four business areas: Risk Decisions, Customer Data
Management, SME & Consumers and Digital Processes. The new organisational
structure consists of three business areas: Business Insight, Consumer Insight and
Digital Processes. These new business areas replace the current ones (Risk De-
cisions, Customer Data Management and SME and Consumers), with the Digital
Processes business area remaining unchanged.
Heikki Koivula, the Director of the current Risk Decisions business area, will be
in charge of the new Business Insight business area. Siri Hane, the Director of the
current SME and Consumers business area, will be in charge of the new Consum-
er Insight business area. During Siri Hanes parental leave, Gabriella Göransson
(Head of Risk Decisions Sweden) will deputise for Siri Hane during the period 1 April
– 1 October 2021. During this period, Gabriella Göransson will also be a member
of Enento Groups Executive Team. Heikki Ylipekkala will remain in charge of the
Digital Processes business area.
The new Consumer Insight business area will focus on customer-driven con-
sumer information services, while the new Business Insight business area will focus
on business information services.
The new Data and Analytics functional unit will be led by Chief Data & Ana-
lytics Officer Karl-Johan Werner. The current Customer Data Management busi-
ness area led by Karl-Johan Werner will be included in the new business areas.
Karl-Johan Werner will continue as a member of Enento Groups Executive Team.
The organisational change does not include any plans for personnel redun
-
dancies, but it does require statutory cooperation negotiations in Finland and
Sweden. The negotiations will begin immediately. The new organisational struc-
ture will enter into effect on 1 April 2021.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 69
Parent Company Income Statement (FAS)
EUR
Note 1.1.–31.12.2020 1.1.–31.12.2019
Net sales 2 862 305,31 1 154 457,45
Personnel expenses 3 -1 798 733,28 -2 153 844,98
Other operating expenses 4 -3 121 327,62 -1 510 235,38
Operating loss -4 057 755,59 -2 509 622,91
Finance income and expenses
Income from group undertakings 5 11 035 497,60 12 441 977,60
Other interest and finance income 5 62 173,36 1 293 853,73
Reduction in value of investments held as non-current assets 5 - -101 330,00
Interest expenses and other finance expenses 5 -5 217 488,70 -2 554 313,04
Total finance income and expenses 5 880 182,26 11 080 188,29
Profit (loss) before appropriations and taxes 1 822 426,67 8 570 565,38
Appropriations
Group contributions 6 24 662 075,97 24 566 647,00
Income tax expense 7 -3 151 799,81 -4 137 978,50
Profit for the financial year 23 332 702,86 28 999 233,88
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 70
Parent Company Balance Sheet (FAS)
EUR
Note 31.12.2020 31.12.2019
ASSETS
Non-current assets
Investments 8 544 896 936,41 543 299 197,52
Total non-current assets 544 896 936,41 543 299 197,52
Current assets
Long-term receivables 9 895 542,92 1 490 594,18
Short-term receivables 10 24 866 226,10 25 069 397,44
Cash in hand and at banks 22 076 474,63 11 394 520,44
Total current assets 47 838 243,65 37 954 512,06
Total assets 592 735 180,06 581 253 709,58
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 71
EUR
Note 31.12.2020 31.12.2019
EQUITY AND LIABILITIES
Shareholders’ equity
Share capital 11 80 000,00 80 000,00
Invested unrestricted equity reserve 11 335 063 219,42 357 869 927,37
Retained profit 11 32 198 705,85 3 199 471,97
Profit for the financial year 23 332 702,86 28 999 233,88
Total equity 390 674 628,13 390 148 633,22
Liabilities
Non-current liabilities
Loans from financial institutions 161 923 002,46 159 319 981,67
Total non-current liabilities 161 923 002,46 159 319 981,67
Current liabilities
Accounts payable 12 69 748,46 188 955,62
Payables to Group companies 12 38 585 416,80 30 245 033,40
Other liabilities 12 250 773,62 34 580,72
Accrued expenses 12 1 231 610,59 1 316 524,95
Total current liabilities 40 137 549,47 31 785 094,69
Total liabilities 202 060 551,93 191 105 076,36
Total equity and liabilities 592 735 180,06 581 253 709,58
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 72
Parent Company Statement Of Cash Flows (FAS)
EUR
Note 1.1.–31.12.2020 1.1.–31.12.2019
Cash flow from operating activities
Loss before appropriations and taxes 1 822 426,67 8 570 565,38
Adjustments:
Finance income and expenses 5 -5 880 182,26 -11 080 188,29
Cash flows before change in working capital -4 057 755,59 -2 509 622,91
Change in working capital:
Increase (-) / decrease (+) in account and other receivables 226 534,68 303 480,78
Increase (+) / decrease (-) in account and other payables -180 810,43 88 693,47
Change in working capital 45 724,24 392 174,25
Paid interest and other financing expenses -2 300 889,17 -2 444 581,23
Dividends received 11 035 497,60 12 441 977,60
Interest and other finance income received 26 202,00 13 470,43
Income taxes paid -2 644 908,85 -2 450 262,62
Cash flow from operating activities 2 103 870,23 5 443 155,52
Cash flows from investing activities
Acquisition of subsidiary 8 -1 597 738,89 -8 942 697,82
Cash flows from investing activities -1 597 738,89 -8 942 697,82
Cash flows from financing activities
Proceeds from short-term borrowings 8 415 883,77 14 273 508,25
Proceeds from long-term borrowings - -
Repayment of long-term borrowings - -10 000 000,00
Group contributions received 6 24 566 647,00 23 342 888,00
Dividends paid and other profit distribution 11 -22 806 707,95 -22 793 627,40
Cash flows from financing activities 10 175 822,82 4 822 768,85
Net increase (+) / decrease (-) in cash and cash equivalents 10 681 954,19 1 323 226,55
Cash and cash equivalents at beginning of the financial year 11 394 520,44 10 071 293,89
Cash and cash equivalents at end of the financial year 22 076 474,63 11 394 520,44
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 73
Notes to the Parent Company Financial Statements
1 Accounting principles
Enento Group Plc is a Finnish limited liability company and the parent company of
Enento Group. The Company listed its shares on the main list of Nasdaq Helsinki
Ltd on 31 March 2015.
Enento Group Plcs financial statements have been prepared in accordance
with the accounting principles based on the Finnish accounting legislation (FAS).
1.1 Valuation principles
Financial instruments
The fees paid on draw-down loans and financial instruments hedging the loans
have been entered in accrued income. These will be discharged as financial ex-
penses on the basis of time in equal proportions. At the time of loan amortisation,
the respective share of the remaining fees in the balance sheet will be entered
as expenses.
Deferred tax assets
Deferred tax assets are calculated on the temporary differences between tax-
ation and the financial statement using the tax rates effective for future years
confirmed on the balance sheet date. The balance sheet includes the deferred
tax assets at their estimate realisable amount.
1.2 Items denominated in foreign currencies
Transactions in foreign currencies are entered at the exchange rates prevailing
at the transaction dates. The unsettled balances on foreign currency receivables
and liabilities are converted into euros at the rates of exchange prevailing at the
end of the financial year.
1.3 Cash pooling arrangement
To facilitate efficient cash management in the Group, Enento Group Plc has im-
plemented a multi-currency cash pool arrangement with Danske Bank A/S. The
2 Net sales
Net sales by market area
EUR
1.1.–31.12.2020 1.1.–31.12.2019
Finland 392 243,79 605 478,63
Sweden 432 626,05 521 540,25
Other countries 37 435,47 27 438,57
Total 862 305,31 1 154 457,45
Net sales consist of management fees from Group companies.
3 Personnel expenses
EUR
1.1.–31.12.2020 1.1.–31.12.2019
Salaries and benefits -1 553 136,53 -1 898 376,97
Pension expenses -215 008,05 -233 693,50
Other social security expenses -30 588,70 -21 774,51
Total -1 798 733,28 -2 153 844,98
The pension provision for the personnel is arranged at Elo Mutual Pension Insurance
Company.
subsidiaries’ bank accounts in Danske Bank have been included as member ac-
counts in the arrangement. The positive balances of the subsidiaries’ member
accounts are shown in the balance sheet item “Payables to Group companies”
and negative balances in the balance sheet item “Receivables from Group com-
panies”.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 74
4 Other operating expenses
5 Finance income and expenses
EUR
1.1.–31.12.2020 1.1.–31.12.2019
Other employment expenses -41 710,71 -129 308,01
Expenses related to premises -56 377,29 -73 270,89
Marketing expenses -205 519,41 -80 779,86
Office expenses -682 796,95 -290 331,81
IT expenses -138 344,54 -101 128,76
Purchased services -1 900 959,47 -672 115,60
Other expenses -95 619,25 -163 300,45
Total -3 121 327,62 -1 510 235,38
EUR
1.1.–31.12.2020 1.1.–31.12.2019
Income from group undertakings
Dividends 11 035 497,60 12 441 977,60
Other interest and finance income
Interest income
From Group companies 26 122,16 10 528,78
From parties outside the Group 79,84 2 941,65
Other finance income
From parties outside the Group 35 971,36 1 280 383,30
Total finance income 11 097 670,96 13 735 831,33
Reduction in value of investments held as
non-current assets
Reduction in value of shares and interests - -101 330,00
Interest expenses and other finance expenses
Interest expenses
To Group companies - -12 220,72
to parties outside the Group -2 232 133,96 -2 314 027,23
Other finance expenses
to parties outside the Group -2 985 354,74 -228 065,09
Total finance expenses -5 217 488,70 -2 655 643,04
Total 5 880 182,26 11 080 188,29
6 Appropriations
EUR
1.1.–31.12.2020 1.1.–31.12.2019
Group contributions received 24 662 075,97 24 566 647,00
Total 24 662 075,97 24 566 647,00
Auditors fees
EUR
1.1.–31.12.2020 1.1.–31.12.2019
PricewaterhouseCoopers Oy
Statutory fees -75 000,00 -128 264,50
Tax advisory - -12 556,00
Other services - -30 112,50
Total -75 000,00 -170 933,00
Salaries and benefits of the management
EUR
1.1.–31.12.2020 1.1.–31.12.2019
Board members and CEO -784 836,00 -1 246 885,68
Total -784 836,00 -1 246 885,68
The salaries and benefits paid to the management are itemised in more detail
in the notes to the consolidated financial statements, in note 27 Related parties.
Number of personnel on average
Employees
1.1.–31.12.2020 1.1.–31.12.2019
Full time 11 11
Part time and temporary 1 1
Total 12 12
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 75
9 Long-term receivables
EUR
31.12.2020 31.12.2019
Deferred tax assets
From non-deductible net interest expenses 650 266,06 1 108 636,32
Total deferred tax assets 650 266,06 1 108 636,32
Prepaid expenses and accrued income
Financial expenses periodised 245 276,86 381 957,86
Total prepaid expenses and accrued income 245 276,86 381 957,86
Total 895 542,92 1 490 594,18
8 Investments
EUR
31.12.2020 31.12.2019
Shares in Group companies
Cost at 1.1. 543 299 197,52 534 605 961,14
Additions 1 597 738,89 8 693 236,38
Cost at 31.12. 544 896 936,41 543 299 197,52
Other shares
Cost at 1.1. - 101 330,00
Disposals - -101 330,00
Cost at 31.12. - -
Net book value at 1.1. 543 299 197,52 534 707 291,14
Net book value at 31.12. 544 896 936,41 543 299 197,52
Ownership (%) Ownership (%)
Group companies
Suomen Asiakastieto Oy, Helsinki 100,00 100,00
Emaileri Oy, Turku 100,00 100,00
UC AB, Stockholm 99,99 99,99
UC Affärsinformation AB, Stockholm 100,00 100,00
Proff AB, Stockholm 100,00 100,00
Proff AS, Oslo 100,00 100,00
Proff ApS, Frederiksberg 100,00 100,00
All the group companies have been consolidated to the Parent Company’s con-
solidated financial statements. A specification of the Group companies is included
in note 28 to the consolidated financial statements.
10 Short-term receivables
EUR
31.12.2020 31.12.2019
Receivables from Group companies
Accounts receivable 5 820,84 215 374,47
Prepaid expenses and accrued income
Group contribution 24 662 075,97 24 566 647,00
Total receivables from Group companies 24 667 896,81 24 782 021,47
Other receivables 20 756,49 49 723,68
Prepaid expenses and accrued income
Financial expenses periodised 143 146,76 143 041,65
Other periodised expenses 34 426,04 94 610,64
Total prepaid expenses and accrued income 177 572,80 237 652,29
Total 24 866 226,10 25 069 397,44
7 Income tax expenses
EUR
1.1.–31.12.2020 1.1.–31.12.2019
On business operations -2 693 429,55 -3 483 026,17
Change in deferred tax asset -458 370,26 -654 952,33
Total -3 151 799,81 -4 137 978,50
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 76
11 Equity
EUR
31.12.2020 31.12.2019
Share capital at 1.1. 80 000,00 80 000,00
Share capital at 31.12. 80 000,00 80 000,00
Total restricted shareholders’ equity 80 000,00 80 000,00
Invested unrestricted equity reserve at 1.1. 357 869 927,37 369 386 707,53
Capital repayment -22 806 707,95 -11 516 780,16
Total invested unrestricted equity reserve at 31.12. 335 063 219,42 357 869 927,37
Retained profit at 1.1. 32 198 705,85 14 476 319,21
Distribution of dividend - -11 276 847,24
Total retained profit at 31.12. 32 198 705,85 3 199 471,97
Profit for the financial year 23 332 702,86 28 999 233,88
Total unrestricted shareholders’ equity 390 594 628,13 390 068 633,22
Total equity 390 674 628,13 390 148 633,22
Distributable funds
EUR
31.12.2020 31.12.2019
Invested unrestricted equity reserve 335 063 219,42 357 869 927,37
Retained profit 32 198 705,85 3 199 471,97
Profit for the financial year 23 332 702,86 28 999 233,88
Total 390 594 628,13 390 068 633,22
12 Current liabilities
Payables to Group companies
EUR
31.12.2020 31.12.2019
Accounts payable 133 516,19 209 016,56
Other liabilities 38 451 900,61 30 036 016,84
Accrued expenses - -
Total 38 585 416,80 30 245 033,40
Other current liabilities
EUR
31.12.2020 31.12.2019
Accrued expenses
Holiday pay liabilities 162 802,86 164 389,20
Other accrued personnel expenses 336 435,37 453 667,68
Interest expenses 243 094,33 388 726,54
Taxes 340 578,03 292 057,33
Other 148 700,00 17 684,20
Total accrued expenses 1 231 610,59 1 316 524,95
Other liabilities
Derivatives payable 217 370,74 -
Other 33 402,88 34 580,72
Total other liabilities 250 773,62 34 580,72
Accounts payable 69 748,46 188 955,62
Total other current liabilities 1 552 132,67 1 540 061,29
Total 40 137 549,47 31 785 094,69
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 77
Board’s proposal for the distribution of funds
At the end of the financial year 2020, the distributable funds of the Groups par-
ent company amounted to EUR 390 594 628,13, of which the profit for the finan-
cial year was EUR 23 332 702,86. The Board of Directors proposes to the Annual
General Meeting convening on 29 March 2021 that funds amounting to EUR 0,95
per share, totalling EUR 22 806 707,95 based on the Company’s registered total
number of shares at the time of the proposal, be distributed for the financial year
that ended on 31 December 2020 as follows:
The equity repayment from the reserve for invested unrestricted shareholders
equity will be paid to a shareholder registered in the Company’s shareholders’
register held by Euroclear Finland Ltd on the payment record date of 31 March
2021. The Board of Directors proposes that the funds be paid on 12 April 2021.
The remunerations to be paid on the basis of the Company’s management’s
long-term incentive plan 2018–2020 are further expected to result in the issuance
of approximately 28 000 new shares in Enento Group Plc, entitling to the distri-
bution of funds from the financial year 2020. Thus, the proposed total amount of
distributed funds would increase by approximately EUR 27 000.
After the financial year there are no material changes in the Company’s fi-
nancial position. The Company’s liquidity is good and, based on the Board of
Directors’ view, the proposed distribution of profits does not compromise the
Company’s liquidity.
EUR / share EUR
From the invested unrestricted equity reserve as a
repayment of capital
0,95 22 806 707,95
To be retained in unrestricted equity 367 787 920,18
Total 390 594 628,13
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 78
Signatures to the Financial Statements
The report of the audit has been submitted today.
Helsinki, 12 February 2021
PricewaterhouseCoopers Oy
Authorised Public Accountants
Helsinki, 12 February 2021
Patrick Lapveteläinen
Chairman of the Board
Carl-Magnus Månsson
Member of the Board
Petri Carpén
Member of the Board
Minna Parhiala
Member of the Board
Martin Johansson
Member of the Board
Auditors Note
Tiina Kuusisto
Member of the Board
Jukka Ruuska
CEO
Martin Grandell
Authorised Public Accountant
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 79
To the Annual General Meeting of Enento Group Oyj
Report on the Audit of the Financial Statements
Opinion
In our opinion
the consolidated financial statements give a true and fair view of the groups
financial position and financial performance and cash flows in accordance
with International Financial Reporting Standards (IFRS) as adopted by the EU
the financial statements give a true and fair view of the parent company’s
financial performance and financial position in accordance with the laws and
regulations governing the preparation of the financial statements in Finland
and comply with statutory requirements.
Our opinion is consistent with the additional report to the Audit Committee.
What we have audited
We have audited the financial statements of Enento Group Oyj (business identity
code 2194007-7) for the year ended 31 December 2020. The financial statements
comprise:
the consolidated statement of financial position, statement of comprehensive
income, statement of changes in equity, statement of cash flows and notes,
including a summary of significant accounting policies
the parent company’s balance sheet, income statement, statement of cash
flows and notes.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland.
Our responsibilities under good auditing practice are further described in the Audi-
tors Responsibilities for the Audit of the Financial Statements section of our report.
Auditors Report
We believe that the audit evidence we have obtained is sufficient and appro-
priate to provide a basis for our opinion.
Independence
We are independent of the parent company and of the group companies in ac-
cordance with the ethical requirements that are applicable in Finland and are
relevant to our audit, and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
To the best of our knowledge and belief, the non-audit services that we have
provided to the parent company and to the group companies are in accord-
ance with the applicable law and regulations in Finland and we have not provid-
ed non-audit services that are prohibited under Article 5(1) of Regulation (EU) No
537/2014. The non-audit services that we have provided are disclosed in note 10
to the Financial Statements.
Our Audit Approach
Overview
Overall group materiality:
€ 1,2 million, which represents approximately 5% of profit before tax
The group audit scope:
The group audit scope includes all significant legal entities in Finland and
Nordic countries, covering the vast majority of revenues, assets and liabilities
of the group.
Goodwill:
Goodwill in Enento Groups consolidated statement of financial position was
€ 358 233 thousand which is approximately 65% of the total assets of € 552
533 thousand. We have tested the impairment assessment and assessed
the appropriateness of the estimates used by Groups management in their
impairment assessment.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 80
Net sales:
Enento Groups net sales in the financial year 2020 amounted to € 151 317
thousand. There is a risk in revenue recognition that revenue accounted for
in the financial statements are not real or revenue has been recognised in
incorrect amount or in incorrect accounting period, whether caused by fraud
or error. We have tested revenue recognition principles as well as revenue
transactions in order to respond to risks in revenue recognition.
As part of designing our audit, we determined materiality and assessed the risks
of material misstatement in the financial statements. In particular, we considered
where management made subjective judgements; for example, in respect of sig-
nificant accounting estimates that involved making assumptions and considering
future events that are inherently uncertain.
Materiality
The scope of our audit was influenced by our application of materiality. An audit
is designed to obtain reasonable assurance whether the financial statements are
free from material misstatement. Misstatements may arise due to fraud or error.
They are considered material if individually or in aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of
the financial statements.
Based on our professional judgement, we determined certain quantitative
thresholds for materiality, including the overall group materiality for the consol
-
idated financial statements as set out in the table below. These, together with
qualitative considerations, helped us to determine the scope of our audit and the
nature, timing and extent of our audit procedures and to evaluate the effect of
misstatements on the financial statements as a whole.
Overall group materiality
€ 1,2 million (previous year € 1,2 million)
How we determined it
Approximately 5% of profit before taxes
Rationale for the materiality benchmark applied
We chose profit before tax as the benchmark because, in our view, it is the bench-
mark against which the performance of the group is most commonly measured
by users, and is a generally accepted benchmark. We chose 5% which is within
the range of acceptable quantitative materiality thresholds in auditing standards.
How we tailored our group audit scope
We tailored the scope of our audit, taking into account the structure of the group,
the accounting processes and controls, and the industry in which the group op-
erates.
The group audit scope included group parent company and all subsidiaries to
parent company.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of
most significance in our audit of the financial statements of the current period.
These matters were addressed in the context of our audit of the financial state-
ments as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
As in all of our audits, we also addressed the risk of management override of
internal controls, including among other matters consideration of whether there
was evidence of bias that represented a risk of material misstatement due to fraud.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 81
Key audit matter in the audit of the group How our audit addressed the key audit matter
Goodwill Refer to note 15 of the financial statements
The Groups goodwill amounted to € 358 233 thousand as at 31 December 2020 which
is approximately 65% of total assets € 552 533 thousand. Goodwill is material to the
consolidated financial statements. The Groups management uses significant judge-
ment when assessing future estimated cash flows.
For the purpose of impairment testing, the recoverable amount of the Groups three
cash-generating units have been determined based on value-in-use calculations
which require the use of estimates. These calculations use cash flow projections
based on financial estimates approved by the management covering a five-year
period. Cash flows beyond the five-year period are extrapolated using the estimated
growth rates.
Key parameters in the projections are the development of net sales and key cost
items as well as long-term growth rate and discount rate. Management has per-
formed a sensitivity analysis around the key parameters of the goodwill allocated to
each cash generating units in which the combined effect of changes in the param-
eters is tested.
Enento Group provides information services. The majority of revenue is transaction
based generated from the delivery of individual pieces or bundles of credit, business
and market information. The information is processed or refined by the Group and
made available to the customers mainly through online facilities.
Revenue is recognised at the point in time when the performance obligation is sat-
isfied by the delivery of information or over time depending on performance obli-
gation to be satisfied. The Group recognises as revenue transaction price to which
Enento Group expects to be entitled in exchange for transferring goods and services
to customer.
There is a risk in revenue recognition that revenue accounted for in the financial
statements are not real or revenue has been recognised in incorrect amount or in
incorrect accounting period, whether caused by fraud or error. The Company aims to
ensure by its internal processes and controls that revenue recognition in the financial
statements is materially correct.
This matter is a significant risk of material misstatement referred to in Article 10(2c)
of Regulation (EU) No 537/2014.
We tested the cash flow estimates prepared by the Groups management for years
2021-2024 as well as the determination of the discount rate used. We compared the
used cash flow estimates to financial budgets and projections prepared by the man-
agement and approved by the board to verify that cash flow estimates used in the
assessment are not greater than the financial budget. We assessed the reasonabless
and consistency of estimated profitability levels to approved financial budgets and
cash flow estimates. We compared estimated growth rates used in the cash flow
estimates to the Groups historic growth and tested mathematical accuracy of these
cash flow estimates. We assessed appropriateness of the discount rate used in the
calculations and tested the mathematical accuracy of the discount rate calculations.
We tested the sensitivity analysis prepared by management in order to ascertain
the combined effect of changes in key parameters that would lead to impairment.
We tested the mathematical accuracy of the sensitivity analysis related to the good-
will impairment assessment.
We assessed and tested the effectiveness of sales process key controls. We also
tested revenue transactions by using computer assisted audit techniques and by
substantive testing procedures in order to respond to risk of fraud in revenue re-
cognition and to the risk that recognised revenue is not real or has been recognised
incorrectly. We also tested that revenue transactions have been accounted for in the
correct financial period.
We audited journal entries related to revenue. In addition, we have performed
analytical procedures to respond to risk of material misstatement in the financial
statements.
We have no key audit matters to report with respect to our audit of the parent company financial statements.
Net sales Refer to note 6 and to summary of significant accounting policies section 2.18 of the financial statements
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 82
Responsibilities of the Board of Directors and the Managing Director for the
Financial Statements
The Board of Directors and the Managing Director are responsible for the prepa-
ration of consolidated financial statements that give a true and fair view in ac-
cordance with International Financial Reporting Standards (IFRS) as adopted by
the EU, and of financial statements that give a true and fair view in accordance
with the laws and regulations governing the preparation of financial statements
in Finland and comply with statutory requirements. The Board of Directors and the
Managing Director are also responsible for such internal control as they determine
is necessary to enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Managing
Director are responsible for assessing the parent company’s and the groups ability
to continue as a going concern, disclosing, as applicable, matters relating to going
concern and using the going concern basis of accounting. The financial statements
are prepared using the going concern basis of accounting unless there is an inten-
tion to liquidate the parent company or the group or to cease operations, or there
is no realistic alternative but to do so.
Auditors Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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 con-
ducted in accordance with good auditing practice 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
financial statements.
As part of an audit in accordance with good auditing practice, we exercise
professional judgment and maintain professional skepticism throughout the audit.
We also:
Identify and assess the risks of material misstatement of the 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 parent
company’s or the groups 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 the Board of Directors’ and the Managing
Directors 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 parent company’s
or the groups ability to continue as a going concern. If we conclude that
a material uncertainty exists, we are required to draw attention in our
auditors report to the related disclosures in the 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 parent company or the
group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial
statements, including the disclosures, and whether the financial statements
represent the underlying transactions and events so that the financial
statements give a true and fair view.
Obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business activities within the group to express an
opinion on the consolidated financial statements. We are responsible for the
direction, supervision and performance of the group audit. We remain solely
responsible for our audit opinion.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 83
We communicate with those charged with governance regarding, among other
matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during
our audit.
We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and to com
-
municate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we de-
termine those matters that were of most significance in the audit of the financial
statements of the current period and are therefore the key audit matters. We de-
scribe these matters in our auditors report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
Other Reporting Requirements
Appointment
We have been acting as auditors appointed by the annual general meeting since
5.5.2008. Our appointment represents a total period of uninterrupted engage-
ment of 13 years. Authorised Public Accountant (KHT) Martin Grandell has acted
as the responsible auditor since 30.3.2017, which represents a total period of un-
interrupted engagement of 4 years. Enento Group Oyj became a public interest
entity on 31.3.2015 as a result of the initial public offering.
Other Information
The Board of Directors and the Managing Director are responsible for the other
information. The other information comprises the report of the Board of Directors
and the information included in the Annual Report, but does not include the fi-
nancial statements and our auditors report thereon. We have obtained the report
of the Board of Directors prior to the date of this auditor’s report and the Annual
Report is expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to
read the other information identified above and, in doing so, consider whether
the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit, or otherwise appears to be materially misstated.
With respect to the report of the Board of Directors, our responsibility also includes
considering whether the report of the Board of Directors has been prepared in
accordance with the applicable laws and regulations.
In our opinion
the information in the report of the Board of Directors is consistent with the
information in the financial statements
the report of the Board of Directors has been prepared in accordance with
the applicable laws and regulations.
If, based on the work we have performed on the other information that we ob-
tained prior to the date of this auditor’s report, we conclude that there is a mate-
rial misstatement of this other information, we are required to report that fact. We
have nothing to report in this regard.
Helsinki 12 February 2021
PricewaterhouseCoopers Oy
Authorised Public Accountants
Martin Grandell
Authorised Public Accountant (KHT)
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 84
Corporate Governance Statement 2020
Enento Group Plc (the “Company” or “Enento”) is a Finnish public limited liability
company. The parent company of the Group is Enento Group Plc, the domicile
is Helsinki, Finland. The shares of the Company are listed on Nasdaq Helsinki Ltd
starting from 31 March 2015.
The Company’s governance is subject to the Finnish Companies Act, the Finn-
ish Securities Markets Act, the Accounting Act, the rules of Nasdaq Helsinki Ltd as
well as the Company’s Articles of Association. In addition, Enento complies fully
with the Finnish Corporate Governance Code issued by the Securities Market As-
sociation in 2020 (the “CG Code”). The CG Code is available at www.cgfinland.fi.
This Company’s Corporate Governance Statement is published separately
from the Board of Directors’ report.
The Company’s governance is organised through the General Meeting, the
Board of Directors and the Chief Executive Officer. Further, the Company has an
Executive Team led by the Chief Executive Officer.
General Meeting
The General Meeting is Enentos highest decision-making body, which normally
convenes once a year. Its tasks and procedures are defined in the Finnish Com-
panies’ Act and the Company’s Articles of Association. Certain important matters,
such as amending the Articles of Association, approval of the financial state-
ments, approval of the dividend, election of the members of the Board of Direc-
tors and the auditors fall within the sole jurisdiction of the General Meeting.
The General Meeting is convened by the Board of Directors. The Annual Gen-
eral Meeting shall be held within six (6) months of the end of the financial year.
An Extraordinary General Meeting shall be held whenever the Board of Directors
deems necessary, the auditor of the Company or shareholders with at least 10 %
of the shares so demand in writing in order to deal with a given matter, or if this is
otherwise required by law.
The General Meeting handles the matters presented on the agenda by the
Board of Directors. According to the Finnish Companies Act, a shareholder may
also request that his/her proposal be handled at the next General Meeting. Such
a request shall be made in writing to the Company’s Board of Directors at the
latest on the date specified by the Company on its website. This date shall be
published no later than by the end of the financial period preceding the general
meeting. The request is always deemed to be on time, if the Board of Directors
has been notified of the request no later than four (4) weeks before the delivery of
the notice of the General Meeting.
According to the Company’s Articles of Association, notices of the Gener-
al Meetings shall be published on the Company’s website no more than three
months before the record date pursuant to the Limited Liability Companies Act
(eight working days before the General Meeting) and at the latest three weeks
before the General Meeting, however, always at least nine days before the said
record date. In addition, the Board of Directors may decide to publish the notice
in full or in part in an alternative manner as it deems appropriate. The notice shall
contain information on the Member of the Board of Directors, their remuneration,
the matters to be handled at the General Meeting and other information required
under the Companies Act and the CG Code.
The notice of the General Meeting, documents to be submitted to the Gen-
eral Meeting (e.g. financial statements, report by the Board of Directors, auditors
report) and the resolution proposals to the General Meeting are made available
on the Company’s website at least three (3) weeks before the General Meeting.
The minutes of the General Meeting are published on the Company’s website
within two (2) weeks after the General Meeting. In addition, the decisions of the
General Meeting are also published by means of a stock exchange release imme-
diately after the General Meeting. The documents related to the General Meeting
are available on the Company’s website at least for a period of three (3) months
after the General Meeting.
Shareholders may attend a General Meeting either in person or by proxy. No-
tification regarding the attendance to a meeting must be made by the date
mentioned in the notice to the General Meeting.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 85
Only shareholders, who are registered in Enentos shareholders’ register main-
tained by Euroclear Finland Ltd on the record date (i.e. eight (8) working days
before the General Meeting) are entitled to attend a General Meeting. Holders
of nominee registered shares may be registered temporarily in said shareholders’
register and therefore, they are advised to request from their custodian banks
necessary instructions regarding such temporary registration and the issuing of
proxy documents. A proxy representative shall produce a dated proxy docu-
ment or otherwise in a reliable manner demonstrate his/her right to represent
the shareholder.
The Board of Directors may decide that the shareholders may participate in
the General Meeting by post or telecommunications or by other technical means.
Enento has one series of shares. Each share has one vote in all matters dealt
with by a General Meeting. A shareholder shall have the right to vote at the Gen-
eral Meeting, if he/she has registered to participate in the meeting by the date
specified in the notice to the General Meeting, which date shall not be earlier
than ten (10) days before the meeting. A shareholder may at the General Meeting
vote with different shares in a different manner and a shareholder may also vote
with only part of his/her shares. The Articles of Association of Enento include no
redemption clauses or voting limitations.
Most resolutions by the General Meeting require a simple majority of the votes
cast at the meeting. In an election, the person receiving the highest number of
votes shall be deemed elected. The General Meeting may, however, prior to an
election, decide that to be elected, a person shall receive more than half of the
votes cast. However, there are several matters, which according to the Companies
Act require a two-third (2/3) majority of the votes cast and of the shares repre-
sented at the meeting.
All Members of the Board of Directors, the auditor and CEO shall attend the
General Meeting.
The Annual General Meeting was held on 12 June 2020. When arranging the
meeting Enento followed temporary changes in Finnish Company Act made for
COVID-19 pandemic which allowed the meeting to be arranged without share-
holders presence.
Shareholders’ Nomination Board
Based on the proposal by the Board of Directors, the sole shareholder of the
Company resolved on 10 March 2015 to establish a Shareholders’ Nomination
Board for an indefinite period to prepare proposals to the Annual General Meeting
for the election and remuneration of the members of the Board of Directors and
the remuneration of the Board Committees and the Nomination Board. According
to the Charter of the Shareholders’ Nomination Board, it shall comprise repre-
sentatives of the Company’s three largest shareholders who, on 30 September
preceding the next Annual General Meeting, hold the largest number of votes
calculated of all shares in the Company and, in addition, of the Chairperson of the
Board of Directors and a person nominated by the Company’s Board of Directors
as expert members.
The right to nominate the shareholder representatives lies with those three
shareholders whose share of all the voting rights in the Company is on 30 Sep-
tember preceding the next Annual General Meeting the largest on the basis of
the shareholders’ register of the Company held by Euroclear Finland Ltd. However,
holdings by a shareholder who, under the Finnish Securities Market Act, has the
obligation to disclose its shareholdings (flagging obligation) that are divided into
several funds or registers, will be summed up when calculating the share of all the
voting rights, provided that such shareholder presents a written request to that
effect to the Chairperson of the Company’s Board of Directors no later than on
29 September preceding the next Annual General Meeting.
The aforementioned shareholders appoint, in accordance with the Charter
of the Nomination Board, from the request of the Chairperson of the Company’s
Board of Directors their representatives to the Nomination Board after 30 Sep-
tember.
Shareholders’ Nomination Board submits its proposal to the Board of Directors
of the Company at the latest on 31 January preceding the next Annual General
Meeting. Shareholders’ Nomination Board reviews its performance and proce-
dures once a year and gives out a report of its actions annually. The report is
published in the Corporate Governance Statement.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 86
Principles concerning the diversity of the Board of Directors
The Company has defined the principles concerning the diversity of the Board of
Directors in the following way:
In Enento Group Plc, the proposal concerning the composition of the Board of
Directors is prepared and made to the Annual general Meeting by the Sharehold-
ers’ Nomination Board, which consists of the representatives of the Company’s
three largest shareholders and of the chairperson of the Board of Directors and
a representative nominated by the Board of Directors amongst them as expert
members. When making their proposal for the composition of the Board of Direc-
tors, the Shareholders’ Nomination Board applies these diversity principles defined
by the Company or the assessment of diversity.
Diversity of the Board of Directors supports the development of the Company’s
business and the achievement of strategic objectives as well as the promoting of
customer insight. The complementing expertise of the members and experience in
the lines of business essential for the Company (financing, commerce, information
technology) are considered important. From the point of view of diversity, expe-
rience in international operational environment and international representation
are considered essential. The objective is that both genders be represented in the
Board of Directors. Long-term needs and adequate turnover shall be taken into
account when electing the members of the Board of Directors.
Realisation of diversity of the Board of Directors
At the moment (2020), the Company’s Board of Directors consists of six members,
two of whom are foreign nationals. The members are experienced in Board duties
in various types of companies. Of the members of the Board of Directors, one
have acted in the Board of Directors of the Company or its subsidiary already be-
fore the Company’s listing in 2015; two persons became members of the Board of
Directors in connection with the listing or were nominated in the general meeting
in 2016; and one person became members of the Board of Directors in connection
with the completion of the acquisition of UC AB in 2018. One person have been
nominated by the general meeting in 2019 and one in 2020. Both genders are
represented in the Company’s Board of Directors.
These principles and the realisation of diversity are presented as part of the
Company’s corporate governance.
Report of the actions of the Shareholders’ Nomination Board in 2020
General
The Company’s sole shareholder (before the Company’s listing on the stock ex-
change) decided on 10 March 2015 to found the Shareholders’ Nomination Board
to prepare the proposals to the Annual General Meeting for the selection and
remuneration of Board members and the remuneration of the Board committees
and the Nomination Board. The term of the Nomination Board is until next Annual
General Meeting.
The three largest shareholders according to the share register as at 30 Sep-
tember 2020 were Sampo Plc, Skandinaviska Enskilda Banken Ab (publ.) and Nor-
dea Bank Abp.
The companies appointed Petri Niemisvirta (Sampo Plc), Hugo Preutz (Nordea
Bank AB (publ)) and Mats Torstendahl (Skandinaviska Enskilda Banken AB (publ))
as members of the Nomination Board. Patrick Lapveteläinen is a member of the
Nomination Board as the Chairman of the Board of Directors and Petri Carpèn as
a member appointed by the Board of Directors.
Personal details on the Shareholders Nomination Board members are set forth
in the table below:
Name Occupation
Petri Niemisvrta Mandatum Life Insurance, CEO
Hugo Preutz Nordea Bank AB (publ.), Head of Group Mergers & Acquisitions
Mats Torstendahl Skandinaviska Enskilda Banken AB, Head of Corporate & Private Customers
The Board elected Petri Niemisvirta as Chairman. The Board assembled one time
in 2020. All members of the Nomination Board participated to these meeting.
Shareholders’ Nomination Board’s proposal to Annual General Meeting
2021
The Nomination Board proposes that the number of Board members be six (6).
The Board proposes that Petri Carpén, Patrick Lapveteläinen, Martin Johans-
son, Minna Parhiala and Tiina Kuusisto be reelected as members of the Board of
Directors. The Board proposes Erik Forsberg to be elected as a new member.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 87
The Board proposes that the remuneration payable to the Board of Directors
Chairperson be EUR 52 000 per year and to other Board members EUR 36 750
per year. An attendance fee of 500 euros shall be paid per Board of Directors
meeting.
The chairpersons of Board of Directors committees shall be paid an attend
-
ance fee of EUR 500 and the committee members shall be paid an attendance
fee of EUR 400 per committee meeting.
The Board proposes that no remuneration will be paid to the Nomination
Board members.
The Board proposes that reasonable travelling expenses for the attendance
to the meetings shall be paid to members.
The Board proposes that the aforementioned proposed remuneration will be-
come effective immediately after the next Annual General Meeting of the Com-
pany.
The Board proposes that the Charter of the Shareholders’ Nomination Board
(point 2.) to be amended as follows:
The Nomination Board consists of four members, three of which represent the
Company’s three largest shareholders who, on 30 September preceding the next
Annual General Meeting, hold the largest number of votes calculated of all shares
in the Company. The Chairperson of the Board of Directors shall, as expert mem-
ber, be member of the Nomination Board.
Board of Directors
The Board’s role is to manage the Company’s business in the best possible way
and in their work protect the interests of the Company and its shareholders. In
accordance with the Articles of Association of Enento, the Board of Directors
shall consist of a minimum of four (4) and a maximum of eight (8) members
elected by the General Meeting. The members of the Board of Directors shall be
appointed for one year at a time. The Shareholders’ Nomination Board prepares
a proposal on the composition of the Board to the Annual General Meeting for
its decision.
Enentos Board members shall be professionally competent and as a group
have sufficient knowledge of and competence, inter alia, in the Company’s
field of business and markets. A new Member of the Board must have induc-
tion of the activities. The majority of the directors shall be independent of the
Company. In addition, at least two of the directors, representing the afore-
mentioned majority, shall be independent of significant shareholders of the
Company. Independency from the Company is determined based on the fact
whether a person has been employed by any of the Enento Group companies
within the last 5 years. Independency from the major shareholders is deter-
mined for example based on the fact whether a person has either directly or
through controlling interest company owned Enentos shares during the last
year or whether the or person has an employment relationship or service con-
tract with significant shareholder.
The Board has general authority to decide on and act in any matters not re-
served by law or under the provisions of the Articles of Association to any other
governing body of the Company. The Board of Directors is responsible for the
management of the Company and its business operations. Additionally, the Board
is responsible for the appropriate arrangement of the bookkeeping and financial
administration.
The operating principles and main duties of the Board of Directors have been
defined in the Charter for the Board of Directors and include, among other things, to:
establish business objectives and strategy,
appoint, continuously evaluate and, if required, remove the CEO from office,
ensure that there are effective systems in place for monitoring and controlling
the Groups operations and financial position compared to its stated
objectives,
ensure that there is satisfactory control of the Company’s compliance with
laws and other regulations applicable to the Company’s operations, and
ensure that the Company’s external disclosure of information is marked by
openness and is correct, timely, relevant and reliable, by way of, among other
things, adopting a disclosure policy.
By the resolution of Annual General Meeting on 12 June 2020, Petri Carpén, Martin
Johansson, Tiina Kuusisto, Patrick Lapveteläinen, Carl-Magnus Månsson and Min-
na Parhiala, were appointed as members to the Board of Directors.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 88
Name Year of birth Position Education Occupation Positions of trust
Carpén Petri 1958
Board member
(from 22 December 2014)
Masters Degree in Law (LL.M. Director of Nets Oy
Johansson Martin 1962
Board member
(from 29 June 2018)
Masters Degree in Science
(Econ.)
Senior Advisor for CEO,
Skandinaviska Enskilda
Banken AB (publ.)
Chairman of the Board of Directors: Repono Holding AB,
Försäkrings AB Suecia, Försäkringsaktiebolaget Skandinaviska
Enskilda Captive
Member of the Board of Directors of several other companies
belonging to the SEB Group
Kuusisto Tiina 1968
Board member
(from 28 March 2019)
Masters Degree in Science
(Econ.)
Director (Chief Customer
Officer) of Kojamo Plc
Member of the Board of Directors: Auron Oy
Lapveteläinen Patrick 1966
Chairman
(from 1 April 2016)
Masters Degree in Science
(Econ.)
Chief Investment Officer of
Sampo Group
Chairman of the Board of Directors: Mandatum Life Insurance
Company Limited, Leviathan Oy
Member of the Board of Directors: If P&C Insurance Holding Ltd,
If P&C Insurance Ltd (publ.), Saxo Bank A/S
Månsson Carl-Magnus 1966
Board member
(from 1 April 2016)
Masters Degree in Science
(Eng.)
CEO of Iver Group
Chairman of the Board in several companies in Iver Group.
Member of the Board: Kindred Group Plc
Deputy member of the Board: Jarlelyd Consulting AB
Nikkilä Petri 1971
Board member
(from 28 March 2019 until
12 June 2020)
Masters Degree in Science
(Econ.)
During the Board member-
ship: Director (Chief Com-
mercial and Digital Officer)
of Nordea Group
Member of the Board of Directors: Nordea Funds Oy (until 25
February 2020), Automatia Pankkiautomaatit Oy (until 21 April
2020)
Parhiala Minna 1967
Board member
(from 12 June 2020)
Master of Laws
Head of Business Area,
Nordea Personal Banking
Member of the Board of Directors: Limelight Horses Oy,
J&M Parhiala Oy
Personal details of the Board members:
Independence of the Board of Directors
Under the Finnish Corporate Governance Code 2020, the majority of directors
shall be independent of the Company. In addition, at least two directors of this
majority shall be independent of the Company’s major shareholders. The Board
shall evaluate the independence of directors and report which directors it deter-
mines to be independent of the Company and which directors it determines to
be independent of major shareholders.
Based on an evaluation by the Board of Directors pursuant to the Finnish Cor-
porate Governance Code, all members of the Company’s new Board of Directors
are considered to be independent of the Company. In addition, all members of
the Board, except for Patrick Lapveteläinen and Martin Johansson who have em-
ployment relationship with a major shareholder, are independent of the significant
shareholders. Patrick Lapveteläinen and Martin Johansson are not independent
of the company’s significant shareholders as they have employment relationships
with significant shareholders.
The Company is in compliance with recommendation 10 of the Corporate Gov-
ernance Code.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 89
Board meetings 2020
The Board of Directors convened altogether 10 times during year 2020. Nine out
of 10 meetings were held virtually due to COVID-19 situation. Average attendance
2/6 of the Members of the Board are women at the end of year 2020. The age
distribution is 48-62 years. Members present two nationalities and they have
gained experience from various industries.
The performance of the Board is evaluated annually. In 2020 the Board eval-
uated time allocation in meetings, the frequency and length of the meetings,
practicalities of the meetings, the material received by the Board and the mate-
rial distribution, the culture of the Board, the role and actions of the Chairman as
well as gave proposals to make performance more efficient. Most of the Board
meetings were kept virtually. This was considered to have had some effect on the
effectiveness of the meetings.
Meetings of the Board of Directors are convened by its Chairperson. The Board
of Directors constitutes a quorum when more than half of the members appointed
by the General Meeting are present at the meeting. When votes are cast, the ma-
jority opinion will be the Board’s decision and, in the case of a tie, the Chairperson
will have the casting vote.
The Board of Directors is always obliged to act in the Company’s interests and
in such a way that its acts or measures are not likely to produce unjustified benefit
to any shareholder or other third party at the cost of the Company or another
shareholder.
A Board member is disqualified from participating in the handling of a matter
pertaining to a contract or other transaction between the Board member and the
Company or of such matter where the member is to derive an essential benefit
and that benefit may be contrary to the interests of the Company. In principle,
a Board member may not participate in the handling of a matter if the Board
member is involved in the matter under assessment in another capacity.
The Board of Directors shall convene as frequently as necessary to discharge
its responsibilities. The Chief Executive Officer ensures that the Board is provided
with sufficient information to assess the operations and financial situation of the
group.
The secretary of the Board of Directors is Legal Council Juuso Jokela.
was 97 per cent. In addition, the Board made three separate resolution in accord-
ance with Chapter 6, Section 3 of the Finnish Companies Act without convening
a meeting.
Board Committees
The Board annually appoints an Audit Committee and may also appoint other
permanent Committees if considered necessary at its organisation meeting fol-
lowing the Annual General Meeting. The Board did not appoint Nomination and
Remuneration Committee in its organisational meeting 12 June 2020. The Board
has deemed, in particular taking into consideration the size and composition of
the Board, it more efficient to prepare and discuss matters pertaining to amongst
other things the development of remuneration schemes as well as remuneration
principles in its full composition. In addition, the Board has assessed that it ful-
fils the independence requirements set out for a Nomination and Remuneration
Committee. The composition, duties and working procedures of the Committees
shall be defined by the Board in the Charters confirmed for the Committees. The
Committees regularly report on their work to the Board.
Audit Committee
The Audit Committee consists of at least three (3) members, the majority of
which must be independent of the Company. The members shall have the
qualifications necessary to perform the responsibilities of the Committee. At
least one (1) member shall be independent of the significant shareholders and
at least one (1) member shall have expertise specifically in accounting, book
-
keeping or auditing. All members of the Committee shall be versed in financial
matters.
According to its Charter, the Audit Committee assists the Board in fulfilling its
supervisory responsibilities and also prepares certain accounting and auditing
matters to be handled by the Board. In addition, the Audit Committee makes
recommendations for the election and removal of the external auditors and for
their compensation and approves the external auditors’ audit plan based on
the auditors’ proposal. Among its other duties, the Audit Committee reviews and
monitors the financial reporting process, the efficiency of the system of internal
control and risk management, and the audit process.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 90
Chief Executive Officer
The Chief Executive Officer (“CEO”) of Enento is appointed by the Board. The
CEO is in charge of the day-to-day management of the Company. The duties
of the CEO are governed primarily by the Finnish Companies Act. The CEO leads
the operational activities and prepares information and decisions to support the
Board and presents his findings at Board meetings.
In accordance with the Finnish Companies Act, the CEO has a right to decide
himself on certain urgent matters which otherwise would require a Board decision.
Jukka Ruuska is the CEO of the Company.
Jukka Ruuska (born 1961) has been an Executive Team member since 2011 and
was appointed as Enento Group Plcs CEO as of 2012. He currently serves as
Chairman of the Board of Suomen Asiakastieto Oy, Emaileri Oy, UC AB, UC Af
-
färsinformation AB, Proff AS, Proff AB, Proff Aps and Nordic Morning Oyj and as a
member of the board Suomen Kansallisteatterin Osakeyhtiö. He has served as a
member of the Board of Enento Group Plc, Affecto Oyj, B10 Asset Management Oy,
AB Lindex and Destia Oy. His previous positions also include President of Nordic
Exchange Oyj, Deputy CEO of OMX Abp, Senior Partner at CapMan and Head
of Corporate Planning at Elisa Corporation. He holds a LL.M. from University of
Helsinki and MBA degrees from Helsinki University of Technology.
Executive Team
The Company had an Executive Team at the end of year 2020 consisting of Jukka
Ruuska Heikki Koivula, Mikko Karemo, Heikki Ylipekkala, Siri Hane, Victoria Preger,
Eleonor Öhlander, Karl-Johan Werner, Jörgen Olofsson and Elina Stråhlman. The
members of the Executive Team are appointed by the Board based on a proposal
by the CEO. The members of the Executive Team report to the CEO.
The Executive Team members handle the issues that concern managing of the
group in their respective areas and on the basis of the guidance provided by the
Board of Directors. The Executive Team meets one to two times per month, or as
required, and supports the CEO in, for example, the preparation and execution of
strategic matters, operating plans, matters of principle and any other significant
matters. The Executive Team also assists the CEO in ensuring the flow of informa-
tion and sound internal cooperation.
Petri Carpén serves as the Chairperson of the Audit Committee and Carl-Mag-
nus Månsson and Martin Johansson serve as members of the Audit Committee.
Audit Committee convened 6 times during 2020. Average attendance was 100
per cent.
In accordance with its financial calendar, the Audit Committee discussed mat-
ters relating to internal control and auditing and reviewed the audit plan and re-
marks from auditing during the financial year. The Audit Committee also reviewed
financial actual amounts and forecasts for the financial year, budget for the next
financial year and impairment testing.
Attendance to Board and Committee Meetings
Board meeting Audit committee
Carpén Petri 10/10 6/6
Johansson Martin 10/10 6/6
Kuusisto Tiina 10/10
Lapveteläinen Patrick 10/10
Månsson Carl-Magnus 9/10 6/6
Nikkilä Petri 2/3
Parhiala Minna 7/7
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 91
CEO and Executive Team Number of shares
Ruuska Jukka 82 356
CEO
Related party’s ownership 0
Stråhlman Elina 2 250
Related party’s ownership 0
Hane Siri 2 095
Related party’s ownership 0
Karemo Mikko 10 590
Related party’s ownership 0
Koivula Heikki 16 029
Related party’s ownership 0
Olofsson Jörgen 1 144
Related party’s ownership 0
Preger Victoria 2145
Related party’s ownership 0
Werner Karl-Johan 2145
Related party’s ownership 0
Ylipekkala Heikki 4 250
Related party’s ownership 0
Öhlander Eleonor 2 145
Related party’s ownership 0
Total 125 149
Board members Number of shares
Lapveteläinen Patrick 10 000
Chairman of the Board
Related party’s ownership 8 000
Carpén Petri 0
Related party’s ownership 0
Johansson Martin 0
Related party’s ownership 0
Kuusisto Tiina 0
Related party’s ownership 0
Månsson Carl-Magnus 0
Related party’s ownership 0
Nikkilä Petri 0
Related party’s ownership 0
Total 18 000
Board of Directors’ and management’s share ownership 31 December 2020
The following table presents details of the management team members:
Name Birth year Position Appointed
Ruuska Jukka 1961 CEO 2011
Stråhlman Elina 1979 CFO 2019
Hane Siri 1984 Director, SME and Consumers 2018
Karemo Mikko 1971 Director, Sales and Customer Operations 2012
Koivula Heikki 1974 Director, Risk Decisions 2010
Olofsson Jörgen 1965 CIO 2019
Preger Victoria 1976 Director, Marketing and Communications 2018
Werner Karl-Johan 1973 Director, Customer Data Management 2019
Ylipekkala Heikki 1967 Director, Digital Processes 2016
Öhlander Eleonor 1970 Director, HR 2018
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 92
Auditor
The main function of the statutory audit is to verify that the financial statements
provide true, accurate and sufficient information on the Enento Groups perfor-
mance and financial position for the financial year. The Enento Groups financial
year is the calendar year. The auditors responsibility is to audit the correctness of
the Groups accounting in the respective financial year and to provide an auditor’s
report to the General Meeting. In addition, Finnish law requires that the auditor
also monitors the lawfulness of the Company’s administration. The auditor reports
to the Board of Directors at least once a year.
The Audit Committee prepares a proposal on the appointment of Enentos
auditors, which is then presented to the AGM for its decision. The compensation
paid to the auditors is decided by the AGM and assessed annually by the Audit
Committee.
Pursuant to Article 8 of the Company’s Articles of Association, the Company
must have one auditor that is a company of public accountants approved by the
Central Chamber of Commerce of Finland. The term of the Auditor of the Compa-
ny shall end at the close of the Annual Meeting following the election.
The Annual General Meeting 12 June 2020 has appointed Pricewaterhouse-
Coopers Oy, Authorised Public Accountants as its auditor. PricewaterhouseCoop-
ers Oy has appointed Martin Grandell, Authorised Public Accountant, as the prin-
cipal responsible auditor.
In 2020 auditor Company was paid EUR 243 thousand for auditing and for
other services EUR 29 thousand.
Risk management and Internal control
Risk management
Enento is exposed to a number of risks and uncertainties related to, among other
factors, the market conditions, the Company’s industry, the Company’s strategy,
business operations of the Company and financial risks. The materialisation of
any such risks could have a material adverse effect on Enentos business, financial
condition, results of operations and future prospects.
The objective of Risk Management is to secure profitable performance of the
Enento Group and to ensure the continuity of the business by executing risk man-
agement in a cost-effective and systematic manner in the different functions
of the Company. Risk management is part of Enentos strategic and operative
planning, daily decision-making process and internal control.
Main Principles for Organising Risk Management
The Company complies with a policy approved by the Company’s Board of Di-
rectors for the management of risks. Risk Management covers all activities that
are related to the objectives being achievable and consistent with the strategy,
to the identification, measuring, assessment, processing, reporting and control of
risks and to the reaction to risks.
Main Features of Risk Management Process
In conjunction with the strategy process and annual planning, the Company’s
CEO and members of the management group evaluate the business risks which
may prevent or endanger the achieving of the groups strategic and result objec-
tives. The units provide risk assessments of their own operations for the support
of the strategy process. The directors of the units have to provide assessments of
the risks of their own area of responsibility and present action plans for the man-
agement of risks. Changes taking place in the strategic and operative risks are
discussed in the management group.
Enentos CEO reports the identified risks as well as planned and implemented
actions for the risk mitigation to the Audit Committee and the Board of Directors.
In accordance with the recommendation 26 of the Finnish Corporate Govern-
ance Code, the Company shall disclose the major risks and uncertainties that the
Board is aware of and the principles along which risk management is organised.
The Audit Committee shall assure that the Corporate Governance Statement
published by the Company shall contain an appropriate description of the main
features of the internal control and risk management systems in relation to the
financial reporting process.
The report by the Board of Directors contains an evaluation of the major risks
and uncertainties. In addition, the interim reports and financial statements releas-
es shall describe major short-term risks and uncertainties related to the business
operations.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 93
Internal control
The objective of the internal control in Enento Group is to ensure that business
operations are efficient and profitable, financial reporting is reliable, and that ap-
plicable laws and regulations for the Company’s business, as well as Company’s
internal instructions are followed. The specific objective of the internal control over
financial reporting is to ensure that interim reports, financial statement releases
and other financial reporting made available to the public, and financial state-
ments and annual reports are reliable and are prepared in accordance with the
accounting and reporting principles adopted by the Company.
The Audit Committee of Enento is responsible for, according to its working or-
der, the monitoring of the financial statement preparation and financial reporting
processes, and it monitors the effectiveness of the Company’s internal control and
risk management processes.
CEO is operationally responsible for the organisation of the internal control. It
includes that the Company has designed and implemented adequate internal
control mechanisms as stipulated in the operating principles approved by the
Board. CEO, supported by the Management Team, is responsible to ensure that
the Company operates in accordance with the agreed and defined principles,
follows laws and regulations, and reacts towards identified exceptions and takes
adequate corrective actions.
The duty of the CFO is to make sure and control that the bookkeeping and
financial reporting practices of the group are in accordance with the law and that
the financial and management reporting is reliable.
An integral part of the internal control is the document indicating the Com-
pany’s delegation of authority, as defined by the Board (Delegation of Authority
Summary). The guideline defines authorisations of the Board, the CEO and other
management team members. The guideline deals with the situations where au-
thorisations may be required for annual financial accounts, budget, remunera-
tion, investments, acquisitions, financing and one-off transactions. Enento Code
of Ethics is applicable for all the group employees. It has been published in the
Company’s intranet and is also introduced to all new employees.
Enentos minimum internal control requirements are aimed at preventing, detect-
ing and correcting material accounting and disclosure errors and irregularities and
are performed on all company levels. They include a range of activities such as ap-
provals, authorisations, verifications, reconciliations, reviews of operating perfor-
mance, the security of assets and the separation of duties as well as general com
-
puter controls. In Finland, Enento has also adopted the ISO 9001-based quality
system. This describes the Company’s principal processes and related controls, by
means of which the units can control and develop their process risk management.
General Description of Internal Control and Operational Principles
Internal control is carried out by the Board of Directors, management and the
Company’s entire personnel so that it can reasonably be asserted that:
the operations are functioning, efficient and in compliance with the strategy
the financial reporting and information given to the management is reliable,
sufficient, and timely
applicable laws and regulations as well as the Company’s internal
instructions and ethical values are complied with at Enento
Enentos internal control contain the following structural elements:
instructions and principles set by the Board of Directors for internal control,
risk management and administration
the implementation and application of instructions and principles under the
supervision of the management
control of the efficiency and functionality of operations as well as the
reliability of the financial and management reporting by the financial
department
the Company’s risk management process, the purpose of which is to identify,
assess and reduce risks threatening the achievement of objectives
compliance processes, the purpose of which is to ensure that all applicable
laws, regulations, internal instructions and ethical values are complied with
common ethical values and strong internal control culture amongst all
employees
Enento has no specific internal audit organisation. This has been taken into con-
sideration in the content and extent of the annual audit plan. The Audit Com-
mittee of the Board shall, according to its working order, evaluate on a yearly
basis whether such function should be established. The Audit Committee may
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 94
use either internal or external resources to carry out specific internal audit assign-
ments. The Group Finance of the Company monitors adherence of the approval
limits as defined in the Delegation of Authority guidelines.
Focus areas in 2020 for internal control development
Areas of focus for the internal control in 2020 were to finalise the development
action points from 2019 upgrade and benchmarking project of Nordic processes
and to continuously improve controls in the entire group.
Related party transactions
The Company has procedures in place to identify and define its related parties
and assesses and monitors related party transactions to ensure that all conflicts
of interest and the Company’s decision-making process are appropriately taken
into account. The Groups financial management monitors and supervises related
party transactions as part of the Company’s normal reporting and monitoring
procedures and reports to the Board of Directors on regular basis.
The Board of Directors monitors related party transactions on a regular basis.
All the material related party transactions that deviate from the company’s nor-
mal business operations are to be approved by the Board of Directors. Enento has
not conducted related party transactions that are material from the perspective
of the company and where such transactions deviate from the company’s normal
business operations or are not made on market or market equivalent terms.
Compliance with laws and regulation
It is the policy of Enento to comply throughout the organisation with all appli-
cable laws and regulations and to maintain an ethical workplace for its officers
and employees as well as an ethical relationship with its customers, suppliers and
other business partners.
In its insider administration Enento follows the Guidelines for Insiders issued by
Nasdaq Helsinki Ltd complemented by the Company’s own Insider Guidelines ap-
proved by the Board. The Company maintains the list of persons discharging man-
agerial responsibilities and persons closely associated to them in the SIRE system
of Euroclear Finland Ltd. In accordance with MAR regulation persons discharging
managerial responsibilities include the members of the Board (and their deputies,
if any) and in addition, based on a decision made by Enentos Board of Directors,
the CEO, the Deputy CEO and the CFO. Enento has no company-specific perma-
nent insider register. The Company maintains project specific insider registers itself.
According to Enentos Insider Guidelines, persons discharging managerial re-
sponsibilities shall always obtain a prior approval for trading in the Company’s
securities from the Company’s Insider Officer. Persons discharging managerial
responsibilities may not in any event trade in the Company’s securities during the
period of 30 days before the publication of the (quarterly) interim report or an-
nual result (Closed Window). According to the Insider Guidelines approved by the
Board also the persons who participate in the financial reporting of the Company
are concerned by this prohibition to trade during the Closed window.
A project-specific insider register is also maintained when required by law or
regulations. Project specific insiders are prohibited from trading in the Company’s
securities until the termination of the project.
Shareholders’ Agreement and Articles of Association relating to the Credit
Register and the Credit Register Information
The Company and UC ABs former owners Skandinaviska Enskilda Banken AB
(publ), Nordea Bank AB (publ), Svenska Handelsbanken AB (publ), Swedbank AB
(publ), Danske Bank A/S Swedish branch and Länsförsäkringar Bank AB (publ)
(together, the “Sellers”) have entered into a shareholders agreement relating to
the governance of UC AB’s Credit Register and Credit Register Information, as a
company jointly owned by the Sellers received as part of the acquisition of UC
AB a small number of UC ABs Class B shares that grant their holders certain gov
-
ernance related rights. The purpose of these arrangements has been to secure
the maintenance of the Credit Register and the management of Credit Register
Information provided by the Sellers.
The Company is not aware of any other shareholders’ agreements regarding
the shares of the Company.
Board of Directors’ report
Board of Directors published in 5.3.2021 its report for financial year 2020. Board
of Directors report is published at the same time with Corporate Governance
Statement.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 95
Board of Directors
Martin Johansson
b. 1962
Education: M.Sc. (Econ.)
Board member from 29 June 2018
Main duty: Senior Advisor for CEO, Skandinaviska Enskilda
Banken AB (publ.)
Positions of trust: Chairman of the Board of Directors:
Repono Holding AB, Försäkrings AB Suecia,
Försäkringsaktiebolaget Skandinaviska Enskilda Captive
Member of the Board of Directors of several other
companies belonging to the SEB Group
Independent of the company but non-independent of its
significant shareholders.
Shareholding in Enento Group Plc on 31 December 2020:
0 shares, no holdings of interest parties.
Patrick Lapveteläinen
b. 1966
Education:
M.Sc. (Econ.)
Chairman of the Board of Directors from 1 April 2016
Main duty:
Chief Investment Officer of Sampo Group
Positions of trust:
Chairman of the Board of Directors:
Mandatum Life Insurance Company Limited,
Leviathan Oy
Member of the Board of Directors:
If P&C Insurance Ltd, If P&C Insurance Holding Ltd,
Saxo Bank A/S
Independent of the company but non-independent
of its significant shareholders.
Shareholding in
Enento
Group Plc on 31 December
2020: 10 000 shares, holdings of interest parties 8 000
shares.
Petri Carpén
b. 1958
Education: Master of Laws (LL.M.)
Board member from 22 December 2014
Main duty: Director of Nets Oy
Positions of trust: -
Independent of the company and independent of
its significant shareholders.
Shareholding in Enento Group Plc on 31 December
2020: 0 shares, no holdings of interest parties.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 96
Carl-Magnus Månsson
b. 1966
Education: M.Sc. (Eng.)
Board member from 1 April 2016
Main duty: CEO of Iver Group
Positions of trust: Chairman of the Board of
Directors of several companies in Iver Group
Member of the Board of Directors: Kindred Group Plc
Deputy member of the Board: Jarlelyd Consulting AB
Independent of the company and independent of
its significant shareholders.
Shareholding in Enento Group Plcon 31 December
2020: 0 shares, no holdings of interest parties.
Minna Parhiala
b. 1967
Education: Master of Laws (LL.M.)
Board member from 12 June 2020
Main duty: Head of Business Area, Nordea Personal
Banking
Positions of trust: Member of the Board of Directors:
Limelight Horses Oy, J&M Parhiala Oy
Independent of the company and independent of
its significant shareholders.
Shareholding in Enento Group Plc on 31 December
2020: 0 shares, no holdings of interest parties.
Tiina Kuusisto
b. 1968
Education: M.Sc. (Econ.)
Board member from 27 March 2019
Main duty: Director (Chief Customer Officer) of
Kojamo Plc
Positions of trust: Member of the Board of
Directors: Auron Oy
Independent of the company and independent
of its significant shareholders.
Shareholding in Enento Group Plc on
31 December 2020: 0 shares, no holdings of
interest parties.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 97
Mikko Karemo
b. 1971
Director, Sales and Customers
Master of Laws (LL.M.)
Employed by Enento Group and Executive
Management Team Member since 2012.
He has previously acted as Sales and
Marketing Director at Enento Group,
Regional Direc-tor at If P&C Company
and in expert and leading positions in
finance and service sector in Finland,
Sweden and China.
Shareholding in Enento Group Plc
on 31 December 2020: 10 590 shares,
no holdings of interest parties.
Siri Hane
b. 1984
Director, SME and Consumers
M.Sc. (Econ.)
Employed by Enento Group and Executive
Management Team Member since 2018.
She has previously acted as Business
Area Manager Consumer at UC AB, Head
of Consumer at Collector Bank and CEO
at Lendo AS.
Shareholding in Enento Group Plc
on 31 December 2020: 2 095 shares, no
holdings of interest parties.
Elina Stråhlman
b. 1979
CFO
M.Sc. (Econ.)
Employed by Enento Group and Executive
Management Team Member since 2019.
She has previously acted at Finnair
in different management positions in
finances, being responsible for the groups
accounting, taxation, financial reporting
and service centre. Before Finnair, she
worked, among others, at Fortum and
Ernst & Young.
Shareholding in Enento Group Plc
on 31 December 2020: 2 250 shares,
no holdings of interest parties.
Jukka Ruuska
b. 1961
CEO
Master of Laws (LL.M.), MBA
Employed by Enento Group since 2011.
Executive Management Team Member
since 2011 and Enento Groups CEO since
2012. He has previously acted as President
of Nordic Exchange Oyj, Deputy CEO of
OMX Abp, Senior Partner at CapMan Oyj
and Head of Corporate Planning at Elisa
Corporation.
Shareholding in Enento Group Plc
on 31 December 2020: 82 356 shares, no
holdings of interest parties.
Executive Management Team
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 98
Jörgen Olofsson
b. 1965
CIO
Bachelor of Computer Science and
Electronics, KTH
Employed by Enento Group and Executive
Management Team Member since 2019.
He has previously acted as CIO at
Svenska Spel. Prior to his position at
Svenska Spel, he worked as Head of
System Development at the Swedish
Tax Authority.
Shareholding in Enento Group Plc
on 31 December 2020: 1 144 shares,
no holdings of interest parties.
Heikki Koivula
b. 1974
Director, Risk Decisions
eMBA
Employed by Enento Group and Executive
Management Team Member since 2010.
He has previously acted as Deputy CEO,
Head of Business Information, Head of
Consumer Information and Development
Director at Enento Group and Vice
President at OP Group.
Shareholding in Enento Group Plc
on 31 December 2020: 16 029 shares,
no holdings of interest parties.
Karl-Johan Werner
b. 1973
Director, Customer Data Management
M.Sc. (Econ.)
Employed by Enento Group and Executive
Management Team Member since 2019.
He has previously acted as Head of
Customer Insight at Skandia. Alongside
that position he has had several other
responsibilities, such as head of online
financial advisory services, information
content owner of customer data and
GDPR business representative.
Shareholding in Enento Group Plc
on 31 December 2020: 2 145 shares,
no holdings of interest parties.
Victoria Preger
b. 1976
Director, Marketing and Communications
B.Sc. in Economics and in Communica-
tions
Employed by Enento Group and Executive
Management Team Member since 2018.
She has previously acted as Chief
Marketing Officer at UC AB and as Head
of Marketing and Communications at
Swedish IT and Telecom company Dialect.
Shareholding in Enento Group Plc
on 31 December 2020: 2 145 shares,
no holdings of interest parties.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 99
Eleanor Öhlander
b. 1970
Director, HR
B.Sc. in Business Administration and
Economics
Employed by Enento Group and Executive
Management Team Member since 2018.
She has previously acted as Head of HR
at UC Group, Head of HR at Aon Sweden
AB, Head of HR at Acta, HR Manager at
Manpower and Accountant at PwC and
Ernst & Young.
Shareholding in Enento Group Plc
on 31 December 2020: 2 145 shares,
no holdings of interest parties.
Heikki Ylipekkala
b. 1967
Director, Digital Processes
B.Pol.Sc., eMBA
Employed by Enento Group and Executive
Management Team Member since 2016.
He has previously acted as Head of Real
Estate and Collateral Information at
Enento Group and in the executive teams
of the national central securities depos-
itories of Finland and Sweden (Euroclear
Finland and Euroclear Sweden).
Shareholding in Enento Group Plc
on 31 December 2020: 4 250 shares,
no holdings of interest parties.
Siri Hane will be on parental leave
between 18 December 2020 and 30
September 2021. Victoria Preger will
replace Siri Hane between 18 December
2020 and 31 March 2021 and Gabriella
Göransson between 1 April 2021 and 30
September 2021.
Other changes in the Executive
Management Team during the
financial year
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 100
Enento Group Plc has one share class. Each share carries one vote at the General
Meeting of Shareholders and each share confers equal right to dividends and
net assets of the Company. The shares have no nominal value. The shares of the
Company are entered in the book-entry securities system maintained by Euro-
clear Finland Ltd.
A total of 13 769 new shares were subscribed for in Enento Group Plcs share
issue directed to the company key personnel without payment. The shares were
registered in the Trade Register on 26 February 2020. After the registration, the
Company’s shares totalled 24 007 061. The new shares produce the right to div-
idends and other distribution of assets as well as other shareholder rights as of
the registration date 26 February 2020. Trading in the new shares commenced on
27 February 2020.
The Company did not hold any of its own shares at the end of the financial
year. The Annual General Meeting of Shareholders on 12 June 2020 authorised the
Board of Directors to decide on the repurchase of a maximum of 1 500 000 own
shares of the Company. The authorisation replaced the corresponding authori-
sation issued to the Board of Directors by the Annual General Meeting held on
28 March 2019. The maximum amount corresponds to approximately 6,2 % of the
Company’s shares and voting rights. The authorisation is effective for 18 months
from the date of the resolution. Further information on the authorisation is provid-
ed under “Authorisations of the Board of Directors”.
At the end of financial year, the Company’s share capital amounted to EUR
80 thousand (EUR 80 thousand) and the total number of shares was 24 007 061.
Shares and Shareholders
Share price and volume
During the financial year, a total of 6 757 380 shares were traded, and the total
value of the exchanged shares was EUR 215,1 million. The highest share price dur-
ing the financial year was EUR 40,30, the lowest price was EUR 24,20 the average
price was EUR 31,83 and the closing price was EUR 33,60. Market capitalisation
measured at the closing price of the financial year was EUR 806,6 million.
Shareholders
According to the book-entry securities system, the Company had 3 070 share-
holders, including 8 nominee-registered shareholders, on 31 December 2020. A
list of the largest shareholders is available on the Company’s investor pages at
enento.com/investors. The company’s biggest shareholder is the Sampo Group
(Sampo Plc and Mandatum Life), their joint holding being 12,20 %.
The information is based on the list of the company’s shareholders maintained
by Euroclear Finland Ltd.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 101
Significant shareholders on 31.12.2020
Omistaja Number of shares % of share capital Nominee registered
Skandinaviska Enskilda Banken Ab (publ) Helsinki Branch 6 931 368 28,870 x
Sampo Plc 2 920 000 12,160
Skandinaviska Enskilda Banken Ab (publ) 2 441 920 10,170
Nordea Bank Abp 2 303 315 9,590
Nordea Bank Abp 2 096 317 8,730 x
Fjarde AP-Fonden 678 132 2,820
Ilmarinen Mutual Pension Insurance Company 655 000 2,730
Danske Invest Finnish Equity Fund 546 624 2,280
Elo Mutual Pension Insurance Company 461 455 1,920
Nordea Nordic Small Cap Fund 404 561 1,690
Kaleva Mutual Insurance Company 370 907 1,540
Varma Mutual Pension Insurance Company 345 000 1,440
Evli Finnish Small Cap Fund 248 500 1,040
Clearstream Banking S.A. 212 659 0,890 x
Church Pension Fund 199 308 0,830
Föreningen Konstsamfundet r.f. 190 000 0,790
Danske Bank A/S Finnish branch 165 044 0,690 x
SEB Finland Small Cap Fund 156 848 0,650
OP-Finland Mutual Fund 154 842 0,640
Säästöpankki Finland Mutual Fund 143 262 0,600
20 largest shareholders total 21 625 062 90,080
All shares 24 007 061 100,000
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 102
Shareholder structure by sector 31.12.2020
Sector Number of shareholders % of shareholders Number of shares % of share capital
Foreign shareholders 11 0,360 11 867 109 49,430
Finance and insurance institutions 38 1,240 8 659 466 36,070
General government 9 0,290 1 569 445 6,540
Households 2 639 85,960 952 195 3,970
Companies and housing companies 282 9,190 661 733 2,760
Non-profit organisations 91 2,960 297 113 1,240
Total 3 070 100,000 24 007 061 100,000
Ownership distribution by number of shares 31.12.2020
Number of shares Number of shareholders % of shareholders Number of shares % of share capital
1–100 1 376 44,821 72 987 0,304
101500 1 198 39,023 293 939 1,224
501–1 000 258 8,404 199 156 0,830
1 0015 000 167 5,440 340 818 1,420
5 001–10 000 23 0,749 181 745 0,757
10 001–50 000 17 0,554 439 368 1,830
50 001–100 000 9 0,293 639 529 2,664
100 001–500 000 14 0,456 3 266 843 13,608
500 001–999 999 999 999 8 0,261 18 572 676 77,363
Total 3 070 100,000 24 007 061 100,000
Of which nominee registered 8 9 423 721 39,254
The information is based on the list of the company’s shareholders maintained by Euroclear Finland Ltd.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 103
Information for Shareholders
Annual General Meeting
Enento Group Plcs Annual General Meeting will be held on Monday, 29 March
2021, starting at 10:00 a.m. EET at Rantatie Business Park, Tutka & Plotteri Meeting
Room (Hermannin rantatie 8, Main entrance: Verkkosaarenkatu 5, 00580 Helsinki,
Finland). The notice to the Annual General Meeting will be published separately
at a later date on the Company’s website (enento.com/investors) and as a stock
exchange release. Due to the COVID-19 pandemic the participation and exercise
of shareholder rights in the Annual General Meeting will only be possible by voting
in advance and by submitting counterproposals and asking questions in advance
in accordance with the instructions to be given in the notice and otherwise by the
Company. It is not possible to attend the meeting in person.
Board of Directors’ proposal to the Annual General Meeting
The Board of Directors proposes to the Annual General Meeting convening on
29 March 2021 that from the financial year ended 31 December 2020, funds be
distributed amounting to EUR 0,95 per share. If the Annual General Meeting ap-
proves the Board of Directors’ proposal on the distribution of funds, payment shall
be made to shareholders registered in the company’s shareholder register main-
tained by Euroclear Finland Ltd on the payment record date of 31 March 2021. The
Board of Directors proposes that the funds be paid on 12 April 2021.
Changes of address
Shareholders are kindly requested to notify the account manager of the book-en-
try account of any changes of address
Financial information in 2021
Each year, Enento Group Plc publishes a financial statement release, an annual
report, a half year financial report and two interim reports. After they are pub-
lished, the stock exchange releases can be read on the Groups investors site. The
annual report is published as a PDF file only.
Annual Report for 2020 ............................................................................................ week 10 / 2021
Interim Report 1.1.–31.3. (Q1) ............................................................................................. 29.4.2021
Half Year Financial Report 1.1.–30.6. ............................................................................ 21.7.2021
Interim Report 1.1.–30.9. (Q3) ......................................................................................... 29.10.2021
Basic share information
Market ......................................................................................................................................... Nasdaq Helsinki
List ...................................................................................................................................................Mid cap
Sector
......................................................................................................................................................... Financials
Trading code
...............................................................................................................................................ENENTO
Votes / share
................................................................................................................................................................. 1
Number of shares on 31 December 2020
........................................................................24 007 061
Share capital (EUR)
................................................................................................................................... 80 000
Analysts
Information about analysts following the company can be found on the Investor
pages. The list is not necessarily exhaustive, and Enento Group shall not be held
responsible for any estimates presented in analyses.
Investor Relations
The goal of the Groups IR function is to produce accurate up-to-date informa-
tion about the company’s business operations and financial development. Enento
Group publishes all investor information on its Investors site in Finnish and English.
Enento Group Plc observes a 30-day period of silence before the publishing of fi-
nancial reports. During this period, the company does not arrange or partici-pate
in any one-on-one meetings with investors, analysts or the media.
IR contact information
Elina Stråhlman
CFO
Tel.
+358 10 270 7578
E-mail
firstname.lastname@
enento.com
Pia Katila
IR Manager
Tel.
+358 10 270 7506
E-mail
firstname.lastname@
enento.com
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 104
Enento Group as an Investment
Resilience in
economic cycles
Enento Groups services are needed in
both good times and bad.
Dividend yield
Strong cash flow enables good dividend
yield.
Growth
New services and the digitalisation of the
processes create growth.
CORPORATE
GOVERNANCE STATEMENT
SHARES AND SHAREHOLDERS
CONSOLIDATED
FINANCIAL STATEMENTS
PARENT COMPANY
FINANCIAL STATEMENTS
BOARD OF DIRECTOR’S REPORT
2020 Enento Group FINANCIAL REVIEW | 1052020 Enento Group FINANCIAL REVIEW | 105
Enento Group Plc
Tel. 010 270 7200
Hermannin rantatie 6
PO Box 16, FI-00580 Helsinki
Business ID 2194007-7
enento.com/investors
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