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ENEA S.A. SEPARATE FINANCIAL STATEMENTS for the financial year ended 31 December 2022 in compliance with EU IFRS
THIS DOCUMENT IS NOT THE OFFICIAL VERSION THE OFFICIAL VERSION IN ESEF FORMAT IS AVAILABLE AT WWW.IR.ENEA.PL (in the event of any doubt or discrepancy the ESEF format prevails)
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
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TABLE OF CONTENTS
SEPARATE STATEMENT OF COMPREHENSIVE INCOME ............................... ............................... . 5
SEPARATE STATEMENT OF FINANCIAL POSITION ............................... ............................... ........... 6
SEPARATE STATEMENT OF CHANGES IN EQUITY ............................... ............................... ............ 8
SEPARATE STATEMENT OF CASH FLOWS ............................... ............................... ......................... 9
ADDITIONAL INFORMATION AND EXPLANATIONS ............................... ............................... .......... 10
General information ............................... ............................... ............................... ............................... .. 10
1. General information on ENEA S.A. .......................................................................................... 10
2. Group composition ................................................................................................................... 11
3. Management Board and Supervisory Board composition ....................................................... 14
4. Basis for preparing financial statements .................................................................................. 16
5. Accounting rules (policy) and significant estimates and assumptions ..................................... 16
6. Impact of new standards and interpretations, changes in accounting rules and data
presentation ............................................................................................................................. 17
7. Functional currency and transactions in foreign currencies ..................................................... 18
Explanatory notes to the separate statement of comprehensive income ............................... ...... 19
8. Revenue from sales ................................................................................................................. 19
9. Operating costs ........................................................................................................................ 20
10. Other operating revenue and costs .......................................................................................... 21
11. Finance income and finance costs ........................................................................................... 21
12. Tax ........................................................................................................................................... 22
13. Profit/(loss) per share ............................................................................................................... 25
Explanatory notes to the separate statement of financial position ............................... ................ 26
14. Property, plant and equipment ................................................................................................. 26
15. Intangible assets ...................................................................................................................... 29
16. Right-of-use assets .................................................................................................................. 30
17. Investment properties .............................................................................................................. 32
18. Investments in subsidiaries, associates and jointly controlled entities .................................... 33
19. Inventories ............................................................................................................................... 40
20. Trade and other receivables .................................................................................................... 42
21. Company as finance or operating lessor / sublessor ............................................................... 43
21.1. Company as finance lessor / sublessor .......................................................................... 43
21.2. Company as operating lessor / sublessor ....................................................................... 44
22. Assets and liabilities arising from contracts with customers .................................................... 44
23. Cash and cash equivalents ...................................................................................................... 45
24. Equity ....................................................................................................................................... 46
25. Dividend/distribution of earnings .............................................................................................. 49
26. Capital management policy ...................................................................................................... 49
27. Debt-related liabilities ............................................................................................................... 49
28. Trade and other payables ........................................................................................................ 53
29. Employee benefit liabilities ....................................................................................................... 53
30. Provisions ................................................................................................................................ 58
Financial instruments and financial risk management ............................... ............................... ...... 61
31. Financial instruments and fair value ........................................................................................ 61
32. Debt financial assets at amortised cost ................................................................................... 67
33. Hedge accounting .................................................................................................................... 70
34. Financial risk management ...................................................................................................... 71
34.1. Credit risk ........................................................................................................................ 72
34.2. Financial liquidity risk ...................................................................................................... 75
34.3. Commodity risk ............................................................................................................... 77
34.4. Currency risk ................................................................................................................... 77
34.5. Interest rate risk .............................................................................................................. 78
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
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Regulatory report ............................... ............................... ............................... ............................... ...... 81
35. Disclosures under art. 44 of the Energy Law concerning specific types of activity .................. 81
Other explanatory notes ............................... ............................... ............................... ......................... 87
36. Related-party transactions ....................................................................................................... 87
37. Explanatory notes to the separate statement of cash flows .................................................... 89
38. Concession agreements for provision of public services ......................................................... 89
39. Employment ............................................................................................................................. 90
40. Conditional liabilities, court proceedings and cases on-going before public administration
organs ...................................................................................................................................... 90
40.1. Sureties and guarantees ................................................................................................. 91
40.2. On-going proceedings in courts of general competence ................................................ 92
40.3. Risk associated with legal status of properties used by ENEA S.A. ............................... 92
40.4. Cases concerning 2012 non-balancing .......................................................................... 93
40.5. Dispute concerning prices for origin certificates for energy from renewable sources
and terminated agreements for the purchase of property rights arising under origin
certificates for energy from renewable sources .............................................................. 93
41. Tax group ................................................................................................................................. 96
42. Letter of intent regarding Lubelski Węgiel BOGDANKA S.A. .................................................. 96
43. Sale of shares in Polska Grupa Górnicza S.A. ........................................................................ 96
44. Political and economic situation in Ukraine .............................................................................. 96
45. Events after the reporting period .............................................................................................. 97
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
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These separate financial statements are prepared in accordance with International Financial Reporting Standards, as endorsed by the European Union, and are approved by the Management Board of ENEA S.A.
Members of the Management Board
President of the Management Board
Paweł Majewski
Member of the Management Board
Rafał Mucha
Member of the Management Board
Marcin Pawlicki
Member of the Management Board
Dariusz Szymczak
Member of the Management Board
Lech Żak
ENEA Centrum Sp. z o.o.
Entity responsible for maintaining accounting
books and preparing financial statements Ewa Nowaczyk
ENEA Centrum Sp. z o.o. Pl. Władysława Andersa 7, 61-894 Poznań
KRS 0000477231, NIP 777-00-02-843, REGON 630770227
Poznań, 22 March 2023
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The separate statement of comprehensive income should by analysed in conjunction with the additional information and explanations, which constitute an integral part of these separate financial statements.
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SEPARATE STATEMENT OF COMPREHENSIVE INCOME
Year ended
Note
31 December 2022
31 December 2021
Revenue from sales
12 447 511
7 479 914
Excise duty
(51 805)
(73 197)
Net revenue from sales
8
12 395 706
7 406 717
Compensations
8
28 588
-
Lease income
236
243
Revenue from sales and other income
12 424 530
7 406 960
Other operating revenue
10
19 008
13 992
Change in provision for onerous contracts
30
(414 715)
(199 282)
Depreciation/amortisation
9
(6 217)
(6 786)
Employee benefit costs
9
(94 849)
(81 869)
Use of materials and raw materials and value of goods sold
9
(4 446)
(2 854)
Purchase of electricity and gas for sales purposes
9
(11 537 798)
(7 091 350)
Transmission and distribution services
9
(79 634)
(40 518)
Other third-party services
9
(265 796)
(229 931)
Taxes and fees
9
(4 388)
(4 178)
Other operating costs
10
(103 153)
(61 240)
Operating loss
(67 458)
(297 056)
Finance costs
11
(286 239)
(179 495)
Finance income
11
540 219
174 344
Dividend income
995 713
545 357
Change in impairment of interests in subsidiaries, associates and jointly controlled entities
18
1 066 793
175 707
Change in impairment of financial assets at amortised cost
32
27 274
(15 825)
Profit before tax
2 276 302
403 032
Income tax
12
171 722
57 377
Net profit for the reporting period
2 448 024
460 409
Other comprehensive income
Subject to reclassification to profit or loss:
- measurement of hedging instruments
31
94 812
265 199
- income tax
(18 014)
(50 388)
Not subject to reclassification to profit or loss:
- restatement of defined benefit plan
(2 447)
2 860
- other
-
(1 264)
- income tax
465
(543)
Net other comprehensive income
74 816
215 864
Comprehensive income for the reporting period
2 522 840
676 273
Net profit/(loss) attributable to the Company's shareholders
2 448 024
460 409
Weighted average number of ordinary shares
501 430 391
441 442 578
Net profit per share (in PLN per share)
13
4.88
1.04
Diluted profit per share (in PLN per share)
4.88
1.04
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The separate statement of financial position should by analysed in conjunction with the additional information and explanations, which constitute an integral part of these separate financial statements.
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SEPARATE STATEMENT OF FINANCIAL POSITION
As at
Note
31 December 2022
31 December 2021
ASSETS
Non-current assets
Property, plant and equipment
14
25 330
24 096
Right-of-use assets
16
35 800
40 660
Intangible assets
15
2 457
3 385
Investment properties
17
12 106
12 656
Investments in subsidiaries, associates and jointly controlled entities
18
10 603 939
9 531 789
Deferred income tax assets
12
161 272
106 989
Financial assets measured at fair value
31
156 482
164 917
Debt financial assets at amortised cost
32
6 247 346
5 390 289
Finance lease and sublease receivables
1 071
284
Costs related to the conclusion of agreements
8 970
11 180
Total non-current assets
17 254 773
15 286 245
Current assets
Inventories
19
67 428
135 777
Trade and other receivables
20
2 658 515
2 009 453
Costs related to the conclusion of agreements
11 006
11 652
Assets arising from contracts with customers
22
447 424
300 206
Finance lease and sublease receivables
1 225
723
Current income tax receivables
12
251 412
-
Financial assets measured at fair value
31
154 314
28 194
Debt financial assets at amortised cost
32
314 124
1 660 454
Cash and cash equivalents
23
388 730
1 005 481
Total current assets
4 294 178
5 151 940
TOTAL ASSETS
21 548 951
20 438 185
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The separate statement of financial position should by analysed in conjunction with the additional information and explanations, which constitute an integral part of these separate financial statements.
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SEPARATE STATEMENT OF FINANCIAL POSITION
As at
Note
31 December 2022
31 December 2021
EQUITY AND LIABILITIES
Equity
Share capital
676 306
588 018
Share premium
4 343 879
3 687 993
Revaluation reserve - measurement of hedging instruments
186 075
109 277
Reserve capital
6 416 141
5 974 031
Retained earnings
2 448 358
444 426
Total equity
24
14 070 759
10 803 745
LIABILITIES
Non-current liabilities
Credit facilities, loans and debt securities
27
4 062 292
4 420 974
Lease liabilities
27
32 860
37 512
Employee benefit liabilities
29
55 096
54 042
Provisions for other liabilities and other charges
30
296 523
228 582
Total non-current liabilities
4 446 771
4 741 110
Current liabilities
Credit facilities, loans and debt securities
27
737 383
2 164 492
Trade and other payables
28
1 567 031
828 009
Liabilities arising from contracts with customers
22
46 330
46 108
Lease liabilities
27
2 710
2 576
Current income tax liabilities
-
61 535
Employee benefit liabilities
29
32 364
28 351
Liabilities concerning the equivalent for rights to free purchase of shares
281
281
Other financial liabilities
31
-
1 105 251
Provisions for other liabilities and other charges
30
645 322
656 727
Total current liabilities
3 031 421
4 893 330
Total liabilities
7 478 192
9 634 440
TOTAL EQUITY AND LIABILITIES
21 548 951
20 438 185
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The separate statement of changes in equity should by analysed in conjunction with the additional information and explanations, which constitute an integral part of these separate financial statements.
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SEPARATE STATEMENT OF CHANGES IN EQUITY
Share capital (nominal amount)
Reserve for revaluation and merger accounting
Total share capital
Share premium
Revaluation reserve - measurement of financial instruments
Revaluation reserve - measurement of hedging instruments
Reserve capital
Retained earnings/accum ulated losses
Total equity
As at 1 January 2021
441 443
146 575
588 018
4 627 673
(17 036)
(105 534)
5 974 031
(939 680)
10 127 472
Net profit for the reporting period
-
-
-
-
-
-
-
460 409
460 409
Net other comprehensive income
-
-
-
-
17 036
214 811
-
(15 983)
215 864
Net comprehensive income recognised in the period
-
-
-
-
17 036
214 811
-
444 426
676 273
Coverage of net loss - transfer
-
-
-
(939 680)
-
-
-
939 680
-
As at 31 December 2021
441 443
146 575
588 018
3 687 993
-
109 277
5 974 031
444 426
10 803 745
Net profit for the reporting period
-
-
-
-
-
-
-
2 448 024
2 448 024
Net other comprehensive income
-
-
-
-
-
76 798
-
(1 982)
74 816
Net comprehensive income recognised in the period
-
-
-
-
-
76 798
-
2 446 042
2 522 840
Allocation of net profit - transfer
-
-
-
-
-
-
442 110
(442 110)
-
Issue of ordinary shares
88 288
-
88 288
662 164
-
-
-
750 452
Cost of issue of ordinary shares
-
-
-
(6 278)
-
-
-
-
(6 278)
As at 31 December 2022
529 731
146 575
676 306
4 343 879
-
186 075
6 416 141
2 448 358
14 070 759
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The separate statement of cash flows should by analysed in conjunction with the additional information and explanations, which constitute an integral part of the separate financial statements.
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SEPARATE STATEMENT OF CASH FLOWS
Year ended
Note
31 December 2022
31 December 2021
Cash flows from operating activities
Net profit for the reporting period
2 448 024
460 409
Adjustments:
Income tax in profit or loss
12
(171 722)
(57 377)
Depreciation/amortisation
9
6 217
6 786
Gain on sale of financial assets
(20 785)
(9 790)
Interest income
(385 931)
(144 534)
Dividend income
(995 713)
(545 357)
Interest costs
206 671
164 458
Impairment of interests
(1 066 793)
(175 707)
Impairment of financial assets at amortised cost
(27 274)
15 825
Other adjustments
350
-
Total adjustments
(2 454 980)
(745 696)
Paid income tax
(307 950)
(426 106)
Flows resulting from settlements within tax group
397 911
434 849
Changes in working capital:
Inventories
68 349
(70 077)
Trade and other receivables
37
(795 209)
(694 822)
Trade and other payables
37
436 119
385 142
Employee benefit liabilities
37
2 619
(2 530)
Provisions for other liabilities and other charges
37
103 029
417 613
Total changes in working capital
(185 093)
35 326
Net cash flows from operating activities
(102 088)
(241 218)
Cash flows from investing activities
Purchase of tangible and intangible assets
(2 661)
(1 070)
Proceeds from sale of tangible and intangible assets
237
-
Purchase of financial assets
37
(1 078 327)
(965 064)
Proceeds from sale of financial assets
37
1 658 650
1 453 549
Purchase of subsidiaries
(51 577)
(4 813)
Purchase of associates and jointly controlled entities
(1 009)
(707)
Sale of associates and jointly controlled entities
1 000
982
Received dividends
995 713
545 357
Received interest
326 666
106 047
Other expenses
-
(533)
Net cash flows from investing activities
1 848 692
1 133 748
Cash flows from financing activities
Proceeds from share issue
24
750 452
-
Expenses related to share issue
(6 278)
-
Credit and loans received
37
336 845
-
Repayment of credit and loans
37
(203 413)
(203 413)
Bond buy-back
37
(1 955 111)
(997 110)
Expenditures concerning lease payments
(3 081)
(6 198)
Interest paid
(177 518)
(163 673)
Net cash flows from financing activities
(1 258 104)
(1 370 394)
Total net cash flows
488 500
(477 864)
Cash at the beginning of reporting period
23
(99 770)
378 094
Cash at the end of reporting period
23
388 730
(99 770)
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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ADDITIONAL INFORMATION AND EXPLANATIONS
General information
1. General information on ENEA S.A.
Name:
ENEA Spółka Akcyjna
Legal form:
spółka akcyjna (joint-stock company)
Country of registered office:
Poland
Registered office:
Poznań
Address:
ul. Pastelowa 8, 60-198 Poznań
KRS:
0000012483
Telephone number:
(+48 61) 884 55 44
Fax number:
(+48 61) 884 59 59
E-mail:
enea@enea.pl
Website:
www.enea.pl
REGON number:
630139960
NIP number:
777-00-20-640
ENEA S.A. ("ENEA," "Company"), back then operating as Energetyka Poznańska S.A., was entered into the National Court Register at the District Court in Poznań on 21 May 2001, under KRS number 0000012483.
As at 31 December 2022, ENEA S.A.'s shareholding structure was as follows:
Poland's State Treasury
Other shareholders
Total
As at 31 December 2022
52.29%
47.71%
100.00%
As at 31 December 2022, the Parent's highest-level controlling entity was the State Treasury.
As at 31 December 2022, ENEA S.A.'s statutory share capital amounted to PLN 529 731 thousand (PLN 676 306 thousand after restatement to EU IFRS, taking into account hyperinflation and other adjustments) and was divided into 529 731 093 shares.
The Company's duration is indefinite. Its activities are conducted on the basis of relevant concessions issued for the Company.
The Company's separate financial statements cover the year ended on 31 December 2022 and contain comparative data for the year ended on 31 December 2021.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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2. Group composition
As at 31 December 2022, ENEA Group consisted of the parent - ENEA S.A., 30 subsidiaries, including 9 indirect subsidiaries, 1 jointly controlled entity and 4 associates.
The main business activity of ENEA S.A. is trade of electricity.
Accounting rules
Subsidiaries
A subsidiary is a company under the control of another company. The definition of control in IFRS 10 states that an investor controls a company in which it has invested if and only if the investor has all of the following elements:
1) power over the investee,
2) exposure, or rights, to variable returns from its involvement with the investee,
3) the ability to use its power over the investee to affect the amount of the investor's returns.
Subsidiaries are fully consolidated from the date on which control over them is obtained by ENEA S.A. They are deconsolidated on the date control ceases.
Associates and jointly controlled entities
Associates are all entities in respect of which the Company exerts a significant influence but does not have control, which typically means holding 20-50% of voting rights.
Jointly controlled entities are all entities in respect of which the Company exercises, through contractual arrangements, control jointly with other entities.
Investments in subsidiaries and associates are measured at purchase price less impairment. Impairment of investments is recognised in finance costs and is not treated as tax deductible. If the reasons for which an impairment loss had been recognised cease, all or part of the previously recognised impairment loss increase the investment's value and is classified into finance income (not taxable).
Mergers and acquisitions
Mergers and acquisitions of entities that are not under joint control are accounted for using the equity method.
Purchase of associates and jointly controlled entities
Based on agreements concerning a given investment, the Company judges whether there is joint control or significant influence.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Company name
Activity
Registered office
ENEA S.A.'s stake in total number of voting rights
as at 31 December 2022
ENEA S.A.'s stake in total number of voting rights as at
31 December 2021
SUBSIDIARIES
1.
ENEA Operator Sp. z o.o.
distribution
Poznań
100%
100%
2.
ENEA Wytwarzanie Sp. z o.o.
generation
Świerże Górne
100%
100%
3.
ENEA Elektrownia Połaniec S.A.
generation
Połaniec
100%
100%
4.
ENEA Oświetlenie Sp. z o.o.
other activity
Szczecin
100%
100%
5.
ENEA Trading Sp. z o.o.
trade
Świerże Górne
100%
100%
6.
ENEA Serwis Sp. z o.o.
distribution
Lipno
100%
100%
7.
ENEA Centrum Sp. z o.o.
other activity
Poznań
100%
100%
8.
ENEA Pomiary Sp. z o.o.
distribution
Poznań
100%
100%
9.
ENERGO-TOUR Sp. z o.o. w likwidacji
other activity
Poznań
100% 5
100% 5
10.
ENEA Innowacje Sp. z o.o.
other activity
Warsaw
100% 6,18
100%
11.
Lubelski Węgiel
BOGDANKA S.A.
mining
Bogdanka
64.57% 11
65.99%
12.
ENEA Ciepło Sp. z o.o.
generation
Białystok
99.94% 13
99.94%
13.
ENEA Ciepło Serwis Sp. z o.o.
generation
Białystok
- 13
100%
14.
Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
generation
Oborniki
99.93%
99.93%
15.
Miejska Energetyka Cieplna Piła Sp. z o.o.
generation
Piła
71.11%
71.11%
16.
ENEA Nowa Energia Sp. z o.o.
generation
Radom
100%
100%
17.
ENEA ELKOGAZ Sp. z o.o.
generation
Warsaw
100% 8
-
18.
ENEA Power&Gas Trading Sp. z o.o.
trade
Warsaw
100% 9,17
-
19.
EN102 Sp. z o.o.
generation
Poznań
100% 19
-
20.
EN103 Sp. z o.o.
generation
Poznań
100% 19
-
21.
EN201 Sp. z o.o.
generation
Poznań
100% 19
-
22.
EN203 Sp. z o.o.
generation
Poznań
100% 19
-
INDIRECT SUBSIDIARIES
23.
ENEA Logistyka Sp. z o.o.
distribution
Poznań
100% 3
100% 3
24.
ENEA Bioenergia Sp. z o.o.
generation
Połaniec
100% 1
100% 1
25.
ENEA Połaniec Serwis Sp. z o.o.
generation
Połaniec
100% 1
100% 1
26.
EkoTRANS Bogdanka Sp. z o.o.
mining
Bogdanka
64.57% 2
65.99% 2
27.
RG Bogdanka Sp. z o.o.
mining
Bogdanka
64.57% 2
65.99% 2
28.
MR Bogdanka Sp. z o.o.
mining
Bogdanka
64.57% 2
65.99% 2
29.
Łęczyńska Energetyka Sp. z o.o.
mining
Bogdanka
57.27% 2
58.53% 2
30.
SUN ENERGY 7 Sp. z o.o.
generation
Główczyce
- 10
100% 4
31.
GPK energia Sp. z o.o.
generation
Krzęcin
- 10
100% 4
32.
ENEBIOGAZ 1 Sp. z o.o.
generation
Radom
100% 4,15
-
33.
ENEBIOGAZ 2 Sp. z o.o.
generation
Radom
100% 4,16
-
JOINTLY CONTROLLED ENTITIES
34.
Polska Grupa Górnicza S.A.
-
Katowice
- 14
7.66%
35.
Elektrownia Ostrołęka Sp. z o.o.
-
Ostrołęka
50%
50%
ASSOCIATES
36.
Polimex – Mostostal S.A.
-
Warsaw
16.26% 7
16.4%
37.
Elektrownia Wiatrowa Baltica-4 Sp. z o.o.
-
Warsaw
33.81% 12
-
38.
Elektrownia Wiatrowa Baltica-5 Sp. z o.o.
-
Warsaw
33.81% 12
-
39.
Elektrownia Wiatrowa Baltica-6 Sp. z o.o.
-
Warsaw
33.76% 12
-
1 – indirect subsidiary through stake in ENEA Elektrownia Połaniec S.A.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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2 – indirect subsidiary through stake in Lubelski Węgiel BOGDANKA S.A.
3 – indirect subsidiary through stake in ENEA Operator Sp. z o.o.
4 – indirect subsidiary through stake in ENEA Nowa Energia Sp. z o.o.
5 – on 30 March 2015 the company's extraordinary general meeting adopted a resolution on the dissolution of the company following a liquidation proceeding; the resolution entered into force on 1 April 2015. An application for the company to be removed from the National Court Register was filed on 5 November 2015. At the date on which these separate financial statements were prepared, procedural activities connected with removing the entity from the National Court Register were in progress.
6 – on 28 February 2022 an Extraordinary General Meeting of ENEA Innowacje Sp. z o.o. adopted a resolution regarding an increase of the company's share capital by PLN 5 000 thousand, i.e. from PLN 30 860 thousand to PLN 35 860 thousand, by issuing 50 000 new shares with a nominal value of PLN 100.00 each. All of the new-issue shares were acquired by ENEA S.A. and were paid for with a cash contribution. The share capital increase was registered at the National Court Register on 8 August 2022.
7 – on 30 March 2022 ENEA S.A. submitted a demand to exercise a call option and made a transfer for 187 500 shares of Polimex Mostostal S.A. The increase of Polimex Mostostal S.A.'s share capital by PLN 1 500 thousand, i.e. from PLN 475 738 thousand to PLN 477 238 thousand, by admitting 750 000 ordinary bearer shares series S with a nominal value of PLN 2 each, was registered on 1 April 2022. In June 2022 the sale of 195 118 Polimex – Mostostal S.A. shares previously held by ENEA S.A. was finalised, thus decreasing ENEA S.A.'s stake in that company's share capital from 16.48% to 16.39%. In July 2022 the Company sold 117 382 Polimex – Mostostal S.A. shares that it had previously held, thus decreasing its stake in that company's share capital to 16.31%. The increase of Polimex Mostostal S.A.'s share capital by PLN 1 000 thousand, i.e. from PLN 477 238 thousand to PLN 478 238 thousand, by admitting 500 000 ordinary bearer shares series S with a nominal value of PLN 2 each, was registered on 14 July 2022. On 21 October 2022, 750 000 Series S ordinary bearer shares with a nominal value of PLN 2 each were registered with the NDS and admitted to trading by the WSE, and the company's share capital was increased by PLN 1 500 thousand, i.e. from PLN 478 238 thousand to PLN 479 738 thousand. As of the date on which these separate financial statements were prepared, ENEA S.A. holds a 16.26% stake in that company's share capital.
8 – on 16 March 2022 ENEA S.A. formed ENEA ELKOGAZ Sp. z o.o., based in Warsaw. The company's share capital amounts to PLN 19 000 thousand and is divided into 190 000 shares with a nominal value of PLN 100.00 each. ENEA S.A. took up 100% of the company's shares.
9 – on 30 March 2022 ENEA S.A. formed ENEA Power&Gas Trading Sp. z o.o., based in Warsaw. The company's share capital amounts to PLN 3 200 thousand and is divided into 32 000 shares with a nominal value of PLN 100.00 each. ENEA S.A. took up 100% of the company's shares.
10 - on 14 December 2021 ENEA Nowa Energia Sp. z o.o. signed an agreement to purchase 100 shares in SUN ENERGY 7 Sp. z o.o., with a nominal value of PLN 50.00 each and total nominal value of PLN 5 thousand, constituting 100% of its share capital, for a total of PLN 2 921 thousand. On 14 December 2021 ENEA Nowa Energia Sp. z o.o. signed an agreement to purchase 100 shares in GPK energia Sp. z o.o., with a nominal value of PLN 50.00 each and total nominal value of PLN 5 thousand, constituting 100% of its share capital, for a total of PLN 487 thousand. On 3 March 2022, a plan was published in Monitor Sądowy i Gospodarczy for the merger of ENEA Nowa Energia Sp. z o.o. (acquiring company) with special-purpose vehicles SUN ENERGY 7 Sp. z o.o. and GPK energia Sp. z o.o. (acquired companies). The merger of SUN ENERGY 7 Sp. z o.o. and GPK energia Sp. z o.o. with ENEA Nowa Energia Sp. z o.o. was registered at the National Court Register on 20 May 2022.
11 - in the period from 27 April 2022 to 7 June 2022 ENEA Wytwarzanie Sp. z o.o. sold, via the Warsaw Stock Exchange, a total of 486 645 shares of Lubelski Węgiel "Bogdanka" S.A., based in Bogdanka, i.e. all of this company's shares held by ENEA Wytwarzanie Sp. z o.o.
12 – on 3 August 2022 ENEA S.A. and PGE Polska Grupa Energetyczna S.A. executed an agreement pursuant to which ENEA S.A. acquired a 33.8% stake in SPVs (Elektrownia Wiatrowa Baltica-4 Sp. z o.o., Elektrownia Wiatrowa Baltica-5 Sp. z o.o., Elektrownia Wiatrowa Baltica-6 Sp. z o.o.) that are intended to build and develop offshore wind farms at three locations in the Baltic Sea.
13 - on 25 August 2022, an Extraordinary General Meeting of ENEA Ciepło Sp. z o.o. and ENEA Ciepło Serwis Sp. z o.o. regarding the companies' merger was held, with ENEA Ciepło Sp. z o.o. being the acquiring company. The merger was registered at the National Court Register on 3 October 2022.
14 – on 25 October 2022 ENEA S.A. sold to the State Treasury all of its shares in Polska Grupa Górnicza S.A., i.e. 3 000 000 ordinary registered shares of PGG S.A., constituting 7.66% of its share capital.
15 – on 17 November 2022 ENEA Nowa Energia Sp. z o.o. and ENEA Innowacje Sp. z o.o. formed ENEBIOGAZ 1 Sp. z o.o., having its registered office in Radom. The company's share capital amounts to PLN 5 thousand and is divided into 100 shares with a nominal value of PLN 50.00 each. ENEA Nowa Energia Sp. z o.o. took up 99 shares in the company, while ENEA Innowacje Sp. z o.o. took up 1 share.
16 – on 17 November 2022 ENEA Nowa Energia Sp. z o.o. and ENEA Innowacje Sp. z o.o. formed ENEBIOGAZ 2 Sp. z o.o., having its registered office in Radom. The company's share capital amounts to PLN 5 thousand and is divided into 100 shares with a nominal value of PLN 50.00 each. ENEA Nowa Energia Sp. z o.o. took up 99 shares in the company, while ENEA Innowacje Sp. z o.o. took up 1 share.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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17 – on 30 November 2022 an Extraordinary General Meeting of ENEA Power&Gas Trading Sp. z o.o. adopted a resolution concerning the sole shareholder's obligation to make a contribution to the company's capital amounting to PLN 213.75 per share, for a total of PLN 6 840 thousand.
18 – on 30 November 2022 an Extraordinary General Meeting of ENEA Innowacje Sp. z o.o. adopted a resolution regarding an increase of the company's share capital by PLN 2 850 thousand, i.e. from PLN 35 860 thousand to PLN 38 710 thousand, by issuing 28 500 new shares with a nominal value of PLN 100.00 each. All of the new-issue shares were acquired by ENEA S.A. and were paid for with a cash contribution. The share capital increase was registered at the National Court Register on 10 January 2023.
19 – EN102 Sp. z o.o., EN 103 Sp. z o.o., EN201 Sp. z o.o. and EN203 Sp. z o.o. were established in December 2022. As of 31 December 2022, the companies' capital was not paid up.
3. Management Board and Supervisory Board composition
Management Board
As at
As at
31 December 2022
Appointment
31 December 2021
End of
term/
resignation
President of the Management Board
Paweł Majewski
25 April 2022
Paweł Szczeszek
10 April 2022
Member of the Management Board, responsible for finance
Rafał Mucha
Rafał Mucha
Member of the Management Board, responsible for sales
-
Tomasz Siwak
19 December 2022
Member of the Management Board, responsible for corporate affairs
Dariusz Szymczak
25 June 2022
Tomasz Szczegielniak
24 June 2022
Member of the Management Board, responsible for operations
Marcin Pawlicki
Marcin Pawlicki
Member of the Management Board, responsible for strategy and development
Lech Żak
Lech Żak
Mr. Paweł Szczeszek's resignation as President of the Management Board, ENEA S.A., effective from 10 April 2022, was received on 8 April 2022.
On 8 April 2022, the Company's Supervisory Board decided to entrust the performance of the duties of the President of the Company's Management Board to Mr. Rafał Mucha - Member of the Management Board in charge of finance, starting from 11 April 2022, until the appointment of President of the Management Board, however not longer than for the term that commenced on the date of the Company's Ordinary General Meeting approving the 2018 financial statements, while performing the current duties of the Member of the Management Board in charge of finance.
On 20 April 2022, the Supervisory Board of ENEA S.A. adopted a resolution to appoint, as of 25 April 2022, Mr. Paweł Majewski as President of the Management Board, ENEA S.A., for a joint term that began on the date of the Company's Ordinary General Meeting approving the 2018 financial statements.
On 14 June 2022 the Company's Supervisory Board adopted resolutions concerning the appointment for a new joint term, effective from the day following the day of the Company's Ordinary General Meeting approving its financial statements for 2021, i.e. from 25 June 2022, of the following Management Board members:
- Mr. Paweł Majewski as President of the Management Board of ENEA S.A.,
- Mr. Tomasz Siwak as Member of ENEA S.A.'s Management Board in charge of sales,
- Mr. Rafał Mucha as Member of ENEA S.A.'s Management Board in charge of finance,
- Mr. Dariusz Szymczak as Member of ENEA S.A.'s Management Board in charge of corporate affairs
- Mr. Marcin Pawlicki as Member of ENEA S.A.'s Management Board in charge of operations
- Mr. Lech Żak as Member of ENEA S.A.'s Management Board in charge of strategy and development.
On 19 December 2022, the Supervisory Board of ENEA S.A. adopted a resolution to dismiss Mr. Tomasz Siwak, Member of ENEA S.A.'s Management Board in charge of commerce, from the Company's Management Board, effective from the same date.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Supervisory Board
As at
As at
31 December 2022
Appointment
31 December 2021
End of term / resignation
Chairperson of the Supervisory Board
Rafał Włodarski
Rafał Włodarski
Deputy Chairperson of the Supervisory Board
Roman Stryjski
Roman Stryjski
Secretary of the Supervisory Board
Mariusz Pliszka
Michał Jaciubek
24 June 2022
Member of the Supervisory Board
Łukasz Ciołko
16 September 2022
Dorota Szymanek
11 July 2022
Member of the Supervisory Board
Mariusz Damasiewicz
25 June 2022
Maciej Mazur
24 June 2022
Member of the Supervisory Board
Mariusz Romańczuk
25 June 2022
Piotr Mirkowski
24 June 2022
Member of the Supervisory Board
Tomasz Lis
Paweł Koroblowski
18 November 2022
Member of the Supervisory Board
Paweł Łącki
18 November 2022
Tomasz Lis
Member of the Supervisory Board
Aneta Kordowska
18 November 2022
Mariusz Pliszka
Member of the Supervisory Board
Piotr Zborowski
18 November 2022
On 10 March 2022 the Company's Extraordinary General Meeting adopted a resolution appointing Mr. Radosław Kwaśnicki as member of ENEA S.A.'s Supervisory Board, 10th term, effective from the same date.
On 24 June 2022 the Company's Ordinary General Meeting adopted resolutions to appoint the following persons for the 11th joint term of ENEA S.A.'s Supervisory Board, effective from 25 June 2022:
- Mr. Mariusz Damasiewicz,
- Mr. Mariusz Pliszka,
- Mr. Mariusz Romańczuk,
- Mr. Rafał Włodarski, who was also appointed as Chairperson of the Supervisory Board,
- Mr. Paweł Koroblowski,
- Mr. Tomasz Lis,
- Mr. Radosław Kwaśnicki,
- Mrs. Dorota Szymanek,
- Mr. Roman Stryjski.
On 6 July 2022 the Company's Supervisory Board appointed Mr. Roman Stryjski as Deputy Chairperson of ENEA S.A.'s Supervisory Board, 11th joint term.
On 6 July 2022 the Company's Supervisory Board appointed Mr. Mariusz Pliszka as Secretary of ENEA S.A.'s Supervisory Board, 11th joint term.
On 11 July 2022 the Company received Mrs. Dorota Szymanek's resignation from ENEA S.A.'s Supervisory Board, effective from 11 July 2022.
On 5 August 2022, the Company received Mr. Radosław Kwaśnicki's resignation as Member of ENEA S.A.'s Supervisory Board, effective from 31 August 2022.
On 16 September 2022, the Company received a statement from the Minster of State Assets regarding use by the Minister of State Assets of an authorisation to appoint, pursuant to § 24 sec. 1 of the Company's Articles of Association, a member of the Supervisory Board of ENEA S.A. Under the aforementioned authorisation, Mr. Łukasz Ciołko was appointed to the Company's Supervisory Board as of 16 September 2022.
On 18 November 2022 the Company's Extraordinary General Meeting adopted a resolution dismissing Mr. Paweł Koroblowski as member of ENEA S.A.'s Supervisory Board, 11th term, effective from the same date.
On 18 November 2022 the Company's Extraordinary General Meeting adopted a resolution appointing Mrs. Aneta Kordowska, Mr. Paweł Łącki and Mr. Piotr Zborowski as members of ENEA S.A.'s Supervisory Board, 11th term, effective from the same date.
On 4 January 2023, the Company received Mr. Rafał Włodarski's resignation as member of ENEA S.A.'s Supervisory Board, including as Chairperson of the Company's Supervisory Board, effective from 4 January 2023.
On 13 March 2023, the Company's Extraordinary General Meeting adopted a resolution appointing Mrs. Aleksandra Agatowska to ENEA S.A.'s Supervisory Board, 11th term, from the same date.
On March 13 2023, ENEA S.A.'s Extraordinary General Meeting selected Mr. Łukasz Ciołko as Chaiperson of ENEA S.A.'s Supervisory Board.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
16
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The following table contains the composition of ENEA S.A.'s Supervisory Board as of the date on which these separate financial statements:
As at
22 March 2023
Chairperson of the Supervisory Board
Łukasz Ciołko
Deputy Chairperson of the Supervisory Board
Roman Stryjski
Secretary of the Supervisory Board
Mariusz Pliszka
Member of the Supervisory Board
Aleksandra Agatowska
Member of the Supervisory Board
Aneta Kordowska
Member of the Supervisory Board
Mariusz Damasiewicz
Member of the Supervisory Board
Tomasz Lis
Member of the Supervisory Board
Paweł Łącki
Member of the Supervisory Board
Mariusz Romańczuk
Member of the Supervisory Board
Piotr Zborowski
4. Basis for preparing financial statements
These separate financial statements are prepared in accordance with International Financial Reporting Standards, as endorsed by the European Union ("EU IFRS"), and are approved by the Management Board of ENEA S.A.
EU IFRS cover standards and interpretations approved by the International Accounting Standards Board ("IASB") and the IFRS Interpretations Committee.
The Company's Management Board used its best knowledge as to the application of standards and interpretations as well as methods and rules for the measurement of items in ENEA S.A.'s separate financial statements in accordance with EU IFRS as at 31 December 2022. The presented tables and explanations are prepared with due diligence. The accounting rules are applied consistently across all of the presented periods, except as indicated in note
6
.
These separate financial statements are prepared on a going concern basis for the foreseeable future. There are no circumstances such as would indicate a threat to the Company's going concern.
These separate financial statements are prepared on an historic cost basis, except for financial instruments measured at fair value.
The Company prepares ENEA Group's consolidated financial statements in compliance with EU IFRS. In the consolidated financial statements, entities in which the Company directly or indirectly holds a stake and at least half of voting rights or exerts control in another manner are subject to full consolidation. ENEA Group's consolidated financial statements were approved by the Management Board of ENEA S.A. on the same date as the separate financial statements.
ENEA S.A.'s separate financial statements should be read in conjunction with ENEA Group's consolidated financial statements for the period from 1 January to 31 December 2022 in order to obtain full information on the Group's financial situation and results.
These separate financial statements contain the financial information referred to in art. 44 sec. 2 of the Act of 10 April 1997 - Energy Law, presented in note
35
("regulatory financial information").
5. Accounting rules (policy) and significant estimates and assumptions
The key accounting rules applied in preparing these separate financial statements are presented as an element of specific explanatory notes to these separate financial statements. These rules were applied in all of the presented periods continuously, except for the application of the changes to Standards and Interpretations described in note
6
.
Preparing separate financial statements in accordance with EU IFRS requires the Management Board to adopt certain assumptions and make estimates that have an impact on the adopted accounting rules and the amounts shown in separate financial statements and notes to financial statements. Assumptions and estimates are based on the Management Board's best knowledge regarding current and future events and activities. However, actual results may differ from forecasts. The key areas where the Management Board's estimates have considerable impact on separate financial statements are presented in the following explanatory notes:
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
17
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Notes describing significant estimates and assumptions
Notes describing significant estimates and assumptions
Note
Impairment of interests in subsidiaries, jointly controlled entities and associates
18
Tax
12
Property, plant and equipment
14
Intangible assets
15
Right-of-use assets
16
Investment properties
17
Inventories
19
Energy origin certificates
19
Trade and other receivables
20
Assets and liabilities arising from contracts with customers
22
Cash and cash equivalents
23
Employee benefit liabilities
29
Provisions
30
Financial instruments and fair value
31
6. Impact of new standards and interpretations, changes in accounting rules and data presentation
New Standards, amendments to Standards and Interpretations awaiting approval by the European Union:
Standard
Entry into force
IFRS 16 Leases - amendments to IFRS 16
1 January 2024
IAS 1 Presentation of Financial Statements
1 January 2024
IFRS 14 Regulatory Deferral Accounts
-
IFRS 10 Consolidated Financial Statements - amendments concerning the sale or contribution
of assets between an investor and its associates or joint ventures
-
IAS 28 Investments in Associates and Joint Ventures - amendments concerning the sale or contribution of assets between an investor and its associates or joint ventures
-
The Company intends to apply them for the periods for which they will be in force for the first time. ENEA S.A. is currently analysing the impact of the New Standards, amendments of Standards and Interpretations on its financial statements. No significant changes have yet been identified in connection with the new standards being implemented.
New Standards, amendments to Standards and Interpretations approved by the European Union but not yet in effect:
Standard
Entry into force
IFRS 17 Insurance Contracts and amendments to IFRS 17
1 January 2023
IAS 1 Presentation of Financial Statements
1 January 2023
IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors
1 January 2023
IAS 12 Income Tax
1 January 2023
ENEA S.A. is currently analysing the impact of the New Standards, amendments of Standards and Interpretations on its financial statements. No significant changes have yet been identified in connection with the new standards being implemented.
Changes in applied accounting rules
The accounting rules (policy) applied in preparing these separate financial statements are consistent with those applied in preparing the Company's annual separate financial statements for the year ended 31 December 2021, except for the application of new standards, amendments to standards and interpretations as described below:
• IFRS 3 Business Combinations - updating a reference to the Conceptual Framework, without any major change to its requirements;
• IAS 16 Property, Plant and Equipment - the amendments prohibit the deduction from the cost of property, plant and equipment of amounts received from the sale of items produced in preparation of the asset for use. Instead, revenue from sales and related expenses are recognised in the statement of comprehensive income;
• IAS 37 Provisions, Contingent Liabilities and Contingent Assets - the changes introduced specify which costs should be taken into account when assessing whether a contract will be loss-making - whether the contract is an onerous contract;
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
18
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• Annual Improvements Cycle 2018-2020 - the improvements contain explanations and clarify guidelines for the standards concerning recognition and measurement: IFRS 1 First-time Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture and the illustrative examples to IFRS 16 Leases.
ENEA S.A. has identified no impact on its financial statements from implementing the aforementioned amendments to Standards and Interpretations.
7. Functional currency and transactions in foreign currencies
Accounting rules
Functional currency and presentation currency
Items in the Company's financial statements are measured in the currency of the main economic environment in which the Company operates (functional currency). Financial statements are presented in Polish zloty (PLN), which is the functional currency and presentation currency. Items in financial statements are rounded to full thousands of zlotys (PLN 000s), unless otherwise stated.
Transactions and balances
Transactions expressed in foreign currencies are translated at initial recognition into the functional currency at the exchange rate valid on the transaction date.
At the balance sheet date, foreign currency cash items are translated using the closing exchange rate (closing rate is the average exchange rate published by the National Bank of Poland for the measurement day).
Gains and losses on exchange differences arising from settlement of transactions in foreign currencies and balance sheet measurement of foreign currency cash assets and liabilities are recognised in the gain or loss for the period, while gains and losses on exchange differences concerning tangible assets under construction are recognised as expenditures on tangible assets under construction.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
19
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Explanatory notes to the separate statement of comprehensive income
8. Revenue from sales
Accounting rules
Revenue recognition
The Company recognises revenue when an obligation to provide a consideration by providing a promised good or service (i.e. asset) to the customer is performed (or is being performed), thus obtaining the right to remuneration and legal title to the asset. The asset is transferred when the customer obtains control over it.
The transfer of control may be gradual if the obligation to provide a consideration is satisfied or over time, i.e. when:
− the customer simultaneously receives and consumes all of the benefits provided by the Company as the Company performs,
− the Company's performance creates or enhances an asset that the customer controls as the asset is created or enhanced (production in progress, for example), or control over that asset - as it is created or enhanced - is exercised by the client; or
− the Company's performance does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance completed to date.
The performance-based method and overlay approach are used to determine the level of completion, taking into account the nature of the good or service being transferred.
In the item revenue from core activities, the Company recognises revenue from the sale of the following product and service groups:
− services provided in a continuous manner - the level of revenue depends on consumption (including supply of electricity, natural gas). Revenue is recognised when the Company transfers control over a part of the service being provided. The Company recognises revenue in the amount of remuneration from a customer to which it has a right and which corresponds directly to the value to the customer of the obligation performed so far - this value constitutes the amount that the Company has the right to invoice for;
− provision of goods/services at a point in time (including the sale of property rights). Revenue is recognised when control over the product/service is transferred. Control is transferred when the customer receives the goods or when service is rendered,
Revenue from sales is recognised in the net amount of remuneration when the Company acts as agent, i.e. its performance obligation is subject to the delivery of goods or services by another entity. Such revenue is recognised in the form of fee or commission to which - according to the Company's expectations - the Company will be entitled in exchange for the provision of goods or services by another entity. The fee or commission due for the Company may be a net amount that the Company retains after payment to another entity of consideration in exchange for goods or services provided by this entity.
The Company recognises as revenue the Financial compensations from Zarządca Rozliczeń S.A.; this revenue does not constitute public aid.
Costs related to the conclusion of agreements
Costs related to the conclusion of agreements are costs incurred by the Company in order to conclude an agreement with a customer that would not have been incurred by the Company had the agreement not been concluded (including the costs of commissions for partners for concluding electricity sale agreements). Costs that would have been incurred regardless of agreement conclusion are recognised in results for the period in which they are incurred.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
20
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Net revenue from sales
Year ended
31 December 2022
31 December 2021
Revenue from the sale of electricity
12 030 802
7 203 950
Revenue from the sale of gas
311 484
183 432
Revenue from the sale of other services
52 913
19 335
Revenue from the sale of goods and materials
507
-
Total net revenue from sales
12 395 706
7 406 717
The Company recognises revenue at the end of each billing period that arises from sales contracts, according to the amount of electricity delivered to the customer during the billing period. The Company recognises revenue over a period of time and uses the simplification of revenue recognition under invoicing as it reflects the degree of performance obligation at the reporting date.
The key groups of contracts include electricity sale contracts (including framework contracts) for retail, business, key and strategic customers. Under these contracts, service is provided in a continuous manner and the level of revenue depends on usage.
The standard payment deadline for invoices for the sale of electricity is 14 days from VAT invoice date. In the case of business, key and strategic customers, payment deadlines may be negotiated.
Presented below is revenue from sales, divided into categories that reflect how economic factors influence the amount, payment deadline and the uncertainty of revenue and cash flows.
Year ended
31 December 2022
31 December 2021
Revenue from continuous services
12 342 286
7 387 382
Revenue from services provided at specified time
53 420
19 335
Total
12 395 706
7 406 717
Compensations
According to the provisions of the act of 27 October 2022 on emergency measures to limit the level of electricity prices and support certain consumers in 2023. The Company has applied to Zarządca Rozliczeń S.A. for compensation for the application of the maximum price for the month of December 2022 for the amount of PLN 27 993 thousand. The Financial compensations constitute the Company's revenue and are recognised under the line Compensations. In accordance with art. 9 of the aforementioned act, ENEA S.A. filed applications for advance payments for December 2022 and January 2023. The advance payments were made in December 2022 for PLN 230 192 thousand (presented as of 31 December 2022 as trade and other payables in note 28) and in January 2023 for PLN 307 846 thousand.
9. Operating costs
Accounting rules
The Company presents costs using the comparative approach (costs by nature).
Costs have an impact on financial result to the extent that they apply to a given reporting period, thus ensuring that they are commensurate to revenue or other economic benefits.
Costs by nature
Year ended
31 December 2022
31 December 2021
Depreciation/amortisation
(6 217)
(6 786)
Employee benefit costs
(94 849)
(81 869)
- remuneration
(77 076)
(69 020)
- social insurance and other benefits
(17 773)
(12 849)
Use of materials and raw materials and value of goods and materials sold
(4 446)
(2 854)
Third-party services
(345 430)
(270 449)
- transmission and distribution services
(79 634)
(40 518)
- other third-party services
(265 796)
(229 931)
Taxes and fees
(4 388)
(4 178)
Value of purchased electricity and gas
(11 537 798)
(7 091 350)
Total
(11 993 128)
(7 457 486)
Other services primarily include the costs of services being provided to ENEA S.A. by shared services centres.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Employee benefit costs
Year ended
31 December 2022
31 December 2021
Wage costs
(77 076)
(69 020)
- present wages
(77 298)
(67 803)
- longevity bonuses
(17)
(1 425)
- retirement and disability severance payments
239
208
Cost of social insurance and other benefits
(17 773)
(12 849)
- social security contributions (ZUS)
(12 030)
(7 440)
- contributions to Company Social Benefit Fund (ZFŚS)
(1 788)
(1 716)
- other social benefits
(3 955)
(3 693)
Total
(94 849)
(81 869)
The costs of longevity awards and retirement/disability severance payments as presented in the above note are actual costs .
10. Other operating revenue and costs
Other operating revenue
Year ended
31 December 2022
31 December 2021
Compensation, penalties, fines
2 909
2 678
Reversal of unused impairment losses on receivables
6 866
-
Other operating revenue
9 233
11 314
Total
19 008
13 992
Other operating costs
Year ended
31 December 2022
31 December 2021
Recognition of other provisions
(21 077)
(32 503)
Impairment of receivables
-
(5 358)
Write-off of impaired receivables
(15 254)
(7 732)
Costs of court proceedings (including court settlements)
(49 114)
(3 106)
Trade union costs
(82)
(82)
Other operating costs
(17 626)
(12 459)
Total
(103 153)
(61 240)
11. Finance income and finance costs
Accounting rules
Interest income is recognised on an accrual basis using the effective interest rate approach, provided that this income is not in doubt.
Finance income
Year ended
31 December 2022
31 December 2021
Interest income
531 110
153 549
- bank accounts and deposits
98 883
1 275
- bonds
98 136
66 183
- other loans and receivables
333 652
85 319
- financial leases and sub-leases
439
772
Changes in fair value of financial instruments
6 628
20 206
Other finance income
2 481
589
Total
540 219
174 344
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
22
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Finance costs
Year ended
31 December 2022
31 December 2021
Interest costs
(298 051)
(167 302)
- on bank credit
(83 581)
(26 448)
- on bonds
(208 761)
(74 034)
- on leases
(846)
(751)
- from IFRS Swap
76 881
(64 563)
- other interest
(81 744)
(1 506)
Cost of discount concerning employee benefit
(2 000)
(902)
Changes in fair value of financial instruments
13 812
(6 093)
Other finance costs
-
(5 198)
Total
(286 239)
(179 495)
12. Tax
Accounting rules
Income tax (including deferred income tax)
Income tax recognised in profit or loss for the period covers actual the actual tax burden for the given reporting period, calculated in accordance with the applicable provisions of the act on corporate income tax and potential adjustments of tax returns for previous years.
Deferred tax is the tax effect of events in a given period recognised using the accrual principle in accounting books for the period but is performed in the future. It arises when the tax effect of revenue and costs is the same as the balance sheet effect but takes place in different periods.
Deferred income tax arises in respect of all temporary differences, except for cases where deferred income tax results from:
a) initial recognition of goodwill; or
b) initial recognition of an asset or liability from a transaction that:
− is not a merger of economic entities; and
− has no impact at the transaction date on gross financial result or taxable income (tax loss);
c) investment in subsidiaries, branches, associates and interests in joint ventures.
In reference to all negative temporary differences, a deferred income tax asset is recognised up to an amount of likely taxable income to be generated that will offset the negative temporary differences.
The amount of deferred tax is set using income tax rates in effect for the year in which the tax obligation arises.
Significant judgements and estimates
Recoverability of deferred income tax assets
Deferred income tax assets are measured using tax rates in effect when the asset is performed. The Company recognises a deferred income tax asset with the assumption that it will generate a tax profit in the future to use it.
The likelihood of using deferred income tax assets against future tax profits is based on the Company's budget.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
23
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Income tax
Year ended
31 December 2022
31 December 2021
Current tax
99 890
940
Deferred tax
71 832
56 437
Total
171 722
57 377
Income tax on the Company's gross profit before tax differs from the theoretical amount that would be received by using the applicable nominal tax rate as follows:
Year ended
31 December 2022
31 December 2021
Profit before tax
2 276 302
403 032
Tax calculated using the 19% rate
(432 497)
(76 576)
Non-deductible costs (permanent differences) at 19%
205 088
(3 049)
Benefit from tax group
201 112
-
Reversal of impairment loss - Elektrownia Ostrołęka
8 834
33 384
Dividends received at 19%
189 185
103 618
Increase/(decrease) of financial result due to income tax
171 722
57 377
As of 31 December 2022, income tax receivables were equal to the value of advances paid for income tax in 2022 and amounted to PLN 251 412 thousand. As at 31 December 2022, the Company had no liabilities concerning income tax because the tax group incurred a tax loss for 2022.
Deferred income tax
Changes in deferred income tax provision (after offsetting assets and provision) are as follows:
As at
31 December 2022
31 December 2021
Deferred income tax assets
306 187
208 918
Offset of deferred income tax assets and provision
(144 915)
(101 929)
Deferred income tax assets after offset
161 272
106 989
Deferred income tax provision
144 915
101 929
Offset of deferred income tax assets and provision
(144 915)
(101 929)
Deferred income tax provision after offset
-
-
Deferred income tax assets as at 31 December 2022 to be realised within 12 months amounted to PLN 235 731 thousand, while those over 12 months PLN 70 456 thousand.
Deferred income tax provision as at 31 December 2022 to be realised within 12 months amounted to PLN 137 771 thousand, while those over 12 months PLN 7 144 thousand.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
24
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Change in deferred income tax assets and liabilities during the year (before offset):
Deferred income tax assets:
Impairment of receivables
Employee benefit liabilities
Provision for the cost of energy origin certificates
Leases
Measurement of interests
Provision for disputed claims
Provision for onerous contracts
Other
Total
As at 31 December 2020 using the 19% rate
2 280
11 467
31 922
5 950
-
38 450
9 656
44 324
144 049
(Increase)/decrease of financial result due to change in temporary differences
1 064
(555)
35 308
1 667
933
6 176
37 864
7 710
90 167
Change recognised in other comprehensive income
-
(543)
-
-
-
-
-
(24 755)
(25 298)
As at 31 December 2021, using the 19% rate
3 344
10 369
67 230
7 617
933
44 626
47 520
27 279
208 918
(Increase)/decrease of financial result due to change in temporary differences
(1 719)
213
(30 016)
(858)
-
(29 205)
78 795
79 594
96 804
Change recognised in other comprehensive income
-
465
-
-
-
-
-
-
465
As at 31 December 2022, using the 19% rate
1 625
11 047
37 214
6 759
933
15 421
126 315
106 873 *
306 187
* the figure of PLN 106 873 thousand consists primarily of a deferred tax asset of: PLN 43 850 thousand (on received advances for Compensations) and PLN 41 109 thousand (on liabilities arising from court settlements)
As at 31 December 2022, tax losses to be settled in future periods amounted to PLN 17 304 thousand.
Deferred income tax provision:
Taxable income after end of settlement period
Recorded, uninvoiced sales
Differences between balance sheet value and tax value of tangible assets
Leases
IRS valuation
Other
Total
As at 31 December 2020 using the 19% rate
11 079
27 033
4 918
817
-
(1 281)
42 566
(Increase)/decrease of financial result due to change in temporary differences
9 536
6 876
2 168
(572)
-
15 722
33 730
Change recognised in other comprehensive income
-
-
-
-
25 633
-
25 633
As at 31 December 2021, using the 19% rate
20 615
33 909
7 086
245
25 633
14 441
101 929
(Increase)/decrease of financial result due to change in temporary differences
13 661
23 767
(52)
369
-
(12 773)
24 972
Change recognised in other comprehensive income
-
-
-
-
18 014
-
18 014
As at 31 December 2022, using the 19% rate
34 276
57 676
7 034
614
43 647
1 668
144 915
The Company does not have unrecognised deferred tax assets and provisions.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
25
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13. Profit/(loss) per share
Accounting rules
Net profit (loss) per share for each period is calculated by dividing the net profit (loss) attributable to the Company's shareholders for the period by the weighted average number of shares in that reporting period.
Diluted profit per share is calculated by dividing the period's net profit attributable to common shareholders (after deduction of interest on redeemable preference shares convertible into ordinary shares) by the weighted average number of outstanding ordinary shares during the period (adjusted by the impact of dilutive options and dilutive redeemable preference shares convertible into ordinary shares).
Profit per share
Year ended
31 December 2022
31 December 2021
Net profit attributable to the Company's shareholders
2 448 024
460 409
Weighted average number of ordinary shares
501 430 391
441 442 578
Net profit per share (in PLN per share)
4.88
1.04
Diluted profit per share (in PLN per share)
4.88
1.04
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
26
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Explanatory notes to the separate statement of financial position
14. Property, plant and equipment
Accounting rules
Property, plant and equipment items are measured at purchase price or cost to manufacture, less accumulated depreciation and impairment.
Subsequent expenditures are included in the book value of a given tangible asset or are recognised as a separate asset (wherever appropriate) only if it is likely that this item will bring economic benefits to the Company and the item's cost can be reliably measured. All other expenses on repairs and maintenance are recognised as profit or loss in the reporting period in which they are incurred.
Land is not subject to depreciation. For other tangible assets, depreciation is calculated on a straight-line basis throughout the estimated period of use. The base for calculating depreciation constitutes the initial value less final value, if significant. Each significant part of a property, plant and equipment item with a different period of use is depreciated separately. Use periods for property, plant and equipment are as follows:
− buildings and structures 20 – 70 years
− technical equipment and machinery 2 – 40 years
− means of transport 3 – 20 years
− other property, plant and equipment 5 – 15 years
Depreciation begins when an asset is available for use. Depreciation ends when an asset is designated as available for sale in accordance with IFRS 5 or when it is removed from the statement of financial position, depending on which occurs earlier.
External financing costs
Costs of external financing that can be directly attributed to an asset purchase, build or manufacture are capitalised as part of the purchase price or cost to manufacture such an asset. Other external financing costs are recognised as a cost in the period in which they are incurred.
The capitalisation of external financing costs begins at the later of the two dates: commencement of investment or commencement of financing. The Company ceases to capitalise external financing costs when the asset is handed over for use. The Company suspends capitalising external financing costs over a longer time period in which it suspended works focused on adapting the asset.
Significant judgements and estimates
Economic life and residual value
The amount of depreciation/amortisation changes is determined on the basis of expected period of use for tangible assets. The verification conducted this year resulted in changes to depreciation/amortisation periods. Their impact on the amount of depreciation/amortisation is negligible.
The residual values and economic life of property, plant and equipment are verified at least once a year. Each change of depreciation period requires agreement and necessitates an adjustment to the depreciation charges in subsequent financial years.
At each balance sheet date ending a financial year, impairment assessments are carried out in compliance with IAS 36. If indications of impairment are identified, an impairment test is carried out in accordance with IAS 36 (section in these financial statements concerning impairment of non-financial assets).
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
27
[IMAGE]
Property, plant and equipment
For the financial year ended 31 December 2022:
Land
Buildings and structures
Technical equipment and machinery
Means of transport
Other tangible assets
Total
Gross value
As at 1 January 2022
843
37 737
20 275
3 995
5 126
67 976
Transfers
-
-
-
-
90
90
Purchase
-
1 277
207
1 108
34
2 626
Liquidation
-
-
-
(382)
(556)
(938)
Other
106
-
-
(1)
392
497
As at 31 December 2022
949
39 014
20 482
4 720
5 086
70 251
Accumulated amortisation/depreciation
As at 1 January 2022
-
(16 937)
(19 949)
(2 151)
(4 843)
(43 880)
Depreciation/amortisation
-
(655)
(91)
(541)
(454)
(1 741)
Liquidation
-
-
-
144
556
700
As at 31 December 2022
-
(17 592)
(20 040)
(2 548)
(4 741)
(44 921)
Net value at 1 January 2022
843
20 800
326
1 844
283
24 096
Net value at 31 December 2022
949
21 422
442
2 172
345
25 330
No collateral was established on property, plant and equipment.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
28
[IMAGE]
For the financial year ended 31 December 2021 :
Land
Buildings and structures
Technical equipment and machinery
Means of transport
Other tangible assets
Total
Gross value
As at 1 January 2021
843
37 746
20 275
2 852
4 650
66 366
Purchase
-
-
-
1 195
-
1 195
Liquidation
-
(9)
-
(52)
-
(61)
Other
-
-
-
-
476
476
As at 31 December 2021
843
37 737
20 275
3 995
5 126
67 976
Accumulated amortisation/depreciation
As at 1 January 2021
-
(16 291)
(19 856)
(2 014)
(4 295)
(42 456)
Depreciation/amortisation
-
(655)
(93)
(189)
(548)
(1 485)
Liquidation
-
9
-
52
-
61
As at 31 December 2021
-
(16 937)
(19 949)
(2 151)
(4 843)
(43 880)
Net value at 1 January 2021
843
21 455
419
838
355
23 910
Net value at 31 December 2021
843
20 800
326
1 844
283
24 096
No collateral was established on property, plant and equipment assets.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
29
[IMAGE]
As at 31 December 2022, the Company had no future contract liabilities related to the purchase of property, plant and equipment incurred as at the reporting date but not yet recognised in the statement of financial position (as at 31 December 2021: PLN 210 thousand).
15. Intangible assets
Accounting rules
Intangible assets
Intangible assets include: computer software, licences and other intangible assets. Intangible assets are measured at purchase price or cost to manufacture, less accumulated amortisation and accumulated impairment.
Amortisation is calculated on a straight-line basis, using the following estimated period of use:
− for server licences and software 2 – 10 years,
− for work station licences and software and anti-virus software 2 – 10 years,
− for other intangible assets 2 – 10 years.
Costs of R&D work
The costs of research works are recognised in profit or loss in the period in which they are incurred.
The costs of development works that meet the capitalisation criteria described below, like intangible assets, are measured at purchase price or cost to manufacture, less accumulated amortisation and accumulated impairment. Amortisation is calculated on a straight-line basis, using estimated period of use between 2 and 7 years.
Capitalisation criteria:
− the technical capability to complete the intangible asset so that it is fit for use or sale,
− intention to complete the intangible asset and use or sell it,
− ability to use or sell the intangible asset,
− the way in which this intangible asset will produce future economic benefits. The economic entity should provide the existence of a market for products that are created using the intangible asset or for the intangible asset itself or - if the asset is to be used by the entity - the usefulness of this intangible asset,
− the availability of appropriate technical, financial and other means intended to complete the development works and use or sell the intangible asset,
− the ability to reliably determine expenditures on development works that can be attributed to the intangible asset.
Significant judgements and estimates
Economic life and residual value
The amount of amortisation changes is determined on the basis of expected period of use for intangible assets. Periods of economic life are verified at least once every financial year. The verification conducted this year resulted in changes to amortisation periods.
Each year, the Company verifies the correctness of periods of use for intangible assets. Each change of depreciation period requires agreement and necessitates an adjustment to the depreciation charges in subsequent financial years.
At each balance sheet date ending a financial year, impairment assessments are carried out for intangible assets in accordance with IAS 36. If grounds for impairment are identified, impairment tests are carried out in compliance with IAS 36.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
30
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Intangible assets
For the financial year ended 31 December 2022:
Computer software, licences, concessions, patents
Gross value
As at 1 January 2022
11 813
Transfers
(90)
Purchase
35
As at 31 December 2022
11 758
Accumulated amortisation/depreciation
As at 1 January 2022
(8 428)
Depreciation/amortisation
(873)
As at 31 December 2022
(9 301)
Net value at 1 January 2022
3 385
Net value at 31 December 2022
2 457
No collateral is established on intangible assets. No intangible assets were produced internally in 2022.
For the financial year ended 31 December 2021:
Computer software, licences, concessions, patents
Gross value
As at 1 January 2021
11 723
Purchase
90
As at 31 December 2021
11 813
Accumulated amortisation/depreciation
As at 1 January 2021
(7 543)
Depreciation/amortisation
(885)
As at 31 December 2021
(8 428)
Net value at 1 January 2021
4 180
Net value at 31 December 2021
3 385
No collateral has been established on intangible assets.
16. Right-of-use assets
Accounting rules
A contract contains a lease if:
a) it concerns an identified asset that is explicitly specified in the contract (e.g. using an inventory number or indication of a specific floor of a building) or indirectly specified when it is made available to the customer; and
b) the lessee receives essential all of the economic benefits from such assets during the period of use, i.e. both basic benefits and the benefits derived from it; and
c) the lessee has the right to specify the method in which it uses the identified asset.
As lessee, the Company recognises leases in its financial statements as:
a) right-of-use assets at purchase price;
− covering the value of the lease liability plus payments made on or before the contract date, initial direct costs, an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are incurred to produce inventories,
− less any lease incentives received.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
31
[IMAGE]
b) lease liabilities constituting the sum of the present value of lease payments and the present value of payments expected at the end of the lease term.
Subsequent to initial recognition, the Company measures the right-of-use assets at purchase price less depreciation and impairment. The depreciation period is set as:
a) if the lease transfers ownership of the underlying asset to the lessee or if the lessee is certain that it will exercise a purchase option, the depreciation period is from the commencement date to the end of the useful life of the underlying asset, or
b) the depreciation period starts from the commencement date to the earlier of:
− the end of the useful life of the right-of-use asset, or
− the end of the lease term.
The present value of future lease payments is calculated using a discount rate. The Company applies a residual interest rate, i.e. a rate that ENEA S.A. would be required to pay based on a similar lease contract or, if not possible to determine, an interest rate at the commencement date that ENEA S.A. would have to use to make a loan necessary to purchase the given asset for a similar period and with similar collateral. ENEA S.A. uses an interest rate equal to 6-month WIBOR from the last day of the year preceding the financial year, plus margin. The discount rate will be updated once a year, at the end of the year, and will apply in the following period for new leases entered into.
The Company sets the lease term, i.e. irrevocable lease term, together with:
a) term for an option to extend the lease if the Company is sufficiently certain that it will exercise this right; and
b) term for an option to terminate the lease if it is sufficiently certain that the Company will not exercise that right.
In most of its leases, the Company uses a lease period in accordance with the contractual period. For leases executed for an indefinite period, the Company determines the minimum contractual period for both of the parties. If the Company is unable to determine how long it intends to use the asset and such an estimate could be treated as a lease term in the case of contracts with an undefined period, the Company assumes that the irrevocable contractual period will be the termination period for that contract.
In the case of rights to perpetual usufruct of land, the lease term is the same as the term for the right to perpetual usufruct.
In subsequent periods, the lease liability is measured taking into account:
a) interest charged (unwind of discount),
b) lease payments made,
c) reflection of the re-evaluation of contract, changes in the contract or changes in the nature of variable payments that are fixed in substance.
The liability in a given period will constitute the difference between the present value of lease payments and the sum of lease payments for the given period. The interest part of a lease payment is directly recognised in the statement of profit and loss.
For multi-element contracts, the Company recognises lease components separately from non-lease components. The Company allocates contractual remuneration to all components, using individual sales prices in the case of lease components and aggregated individual sales prices in the case of non-lease components.
The Company applies a practical expedient and does not apply the lease model in reference to:
a) short-term leases (contracts with a term of up to 12 months and without the right to purchase the asset),
b) the leasing of low-value assets, the initial value of which does not exceed PLN 10 thousand (even if the value of such assets is significant after aggregation) and assets that are not largely depended on or tied to other assets specified in the contract.
This exemption does not apply in situations where the Company transfers the asset under a sub-lease or expects to transfers it. If the Company decides to use this expedient, it recognises lease payments as cost on a straight-line basis throughout the lease term.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
32
[IMAGE]
Right-of-use assets
For the financial year ended 31 December 2022:
Right to perpetual usufruct of land
Buildings
Means of transport
Other
Total
Gross value
As at 1 January 2022
27 613
15 766
896
16
44 291
Purchase*
1 073
101
-
13
1 187
Transferred under a finance sub-lease
-
(259)
-
-
(259)
Liquidation
(15)
(165)
(896)
(16)
(1 092)
Other
104
(2 514)
-
-
(2 410)
As at 31 December 2022
28 775
12 929
-
13
41 717
Accumulated amortisation/depreciation
As at 1 January 2022
(1 327)
(1 395)
(896)
(13)
(3 631)
Depreciation/amortisation
(388)
(2 978)
(44)
(13)
(3 423)
Liquidation
1
156
940
16
1 113
Other
-
23
-
1
24
As at 31 December 2022
(1 714)
(4 194)
-
(9)
(5 917)
Net value at 1 January 2022
26 286
14 371
-
3
40 660
Net value at 31 December 2022
27 061
8 735
-
4
35 800
* conclusion of new agreements
For the financial year ended 31 December 2021:
Right to perpetual usufruct of land
Buildings
Means of transport
Other
Total
Gross value
As at 1 January 2021
27 417
8 693
2 143
-
38 253
Purchase*
17
14 117
68
16
14 218
Liquidation
(24)
(7 616)
(1 315)
-
(8 955)
Other
203
572
-
-
775
As at 31 December 2021
27 613
15 766
896
16
44 291
Accumulated amortisation/depreciation
As at 1 January 2021
(943)
(5 465)
(1 867)
-
(8 275)
Depreciation/amortisation
(387)
(3 547)
(292)
(13)
(4 239)
Liquidation
1
7 616
1 263
-
8 880
Other
2
1
-
-
3
As at 31 December 2021
(1 327)
(1 395)
(896)
(13)
(3 631)
Net value at 1 January 2021
26 474
3 228
276
-
29 978
Net value at 31 December 2021
26 286
14 371
-
3
40 660
* conclusion of new agreements
The Company uses finance sub-leases to transfer assets - office space. These contracts are executed with Group companies, and ENEA S.A. recognises interest income in the present period's result.
17. Investment properties
Accounting rules
Investment properties are maintained in order to generate income from rent, growth in value or both. The Company selected the purchase price model at initial recognition.
Investments in properties are amortised on a straight-line basis. Amortisation begins in the month following the month in which the investment in property is accepted for use.
Income from renting investment properties is recognised in profit or loss on a straight-line basis throughout the contract term.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
33
[IMAGE]
Significant judgements and estimates
Key assumptions regarding verifying the economic life of investment properties are described in an explanatory note concerning property, plant and equipment
14
, and key assumptions concerning impairment are described in a note in the section of these financial statements relating to the impairment of non-financial assets.
Investment properties
As at
31 December 2022
31 December 2021
Gross value
As at 1 January
19 322
19 322
As at 31 December
19 322
19 322
Accumulated amortisation/depreciation
As at 1 January
(6 666)
(6 116)
Depreciation/amortisation
(550)
(550)
As at 31 December
(7 216)
(6 666)
Net value
As at 1 January
12 656
13 206
As at 31 December
12 106
12 656
No collateral was established on investment properties.
Presented below are revenue and costs related to investment properties:
Year ended
31 December 2022
31 December 2021
Income from investment properties
1 063
1 151
Operating costs related to income-generating investment properties
(1 089)
(883)
The Company classified an office building and other premises as investment properties. The office building constitutes a major investment property. The Company currently manages the building on its own.
The ENEA S.A. headquarters was the most valuable investment property recognised in the Company's books at PLN 7 165 thousand. The Company estimates that the fair value is close to the value recognised in the books.
18. Investments in subsidiaries, associates and jointly controlled entities
Accounting rules
Accounting rules concerning investments in subsidiaries, associates and jointly controlled entities are presented in note entitled Group composition (note
2
).
Impairment of non-financial assets
The Company's assets are analysed in terms of impairment whenever indications of possible impairment are identified.
An impairment loss is recognised in the amount by which the asset's balance sheet value exceeds its recoverable value. The recoverable value is determined as the higher of the following two amounts: fair value less cost to sell or usable value (i.e. estimated present value of future cash flows that are expected to be obtained from further use of the asset or cash generating unit). For impairment analysis purposes, assets are grouped at the lowest level where it is possible to identify separate cash flows (cash generating units).
All impairment losses are recognised in profit or loss. Impairment losses may be reversed in subsequent periods if events occur that justify a lack of or change in impairment.
Significant judgements and estimates
Impairment tests are conducted based on a number of assumptions, some of which are beyond ENEA S.A.'s control. The key assumptions mainly concern price trajectories for electricity, energy origin certificates, the capacity market and
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
34
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discount rates. Significant changes in these assumptions have an impact on impairment test results and, in consequence, on the Company's financial position and financial results.
Change in investments in subsidiaries, associates and jointly controlled entities
Year ended
31 December 2022
31 December 2021
As at 1 January
9 531 789
9 512 925
Purchase of investments
52 857
36 757
Sale of investments
(302 761)
(393)
Change in impairment
1 368 897
175 707
Other changes
(46 843)
(193 207)
As at 31 December
10 603 939
9 531 789
The purchase mainly includes shares in the following companies: ENEA ELKOGAZ Sp. z o.o., ENEA Innowacje Sp. z o.o. and ENEA Power&Gas Trading Sp. z o.o.
Polimex – Mostostal S.A.
16 February 2022
June 2022
July 2022
The Company submitted a demand to exercise its call option and made a bank transfer for 187 500 Polimex - Mostostal S.A. shares.
ENEA S.A. sold 195 118 Polimex – Mostostal S.A. shares that it had previously held, thus decreasing its stake in that company's share capital from 16.48% to 16.39%.
ENEA S.A. sold 117 382 Polimex – Mostostal S.A. shares that it had previously held, thus decreasing its stake in that company's share capital to 16.31%.
-
ENEA Innowacje Sp. z o.o.
28 February 2022
30 November 2022
Resolution increasing share capital by PLN 5 000 thousand, from PLN 30 860 thousand to PLN 35 860 thousand, by issuing 50 000 new shares with a nominal value of PLN 100.00 each.
Resolution increasing share capital by PLN 2 850 thousand, from PLN 35 860 thousand to PLN 38 710 thousand, by issuing 28 500 new shares with a nominal value of PLN 100.00 each.
Extraordinary General Meeting
Extraordinary General Meeting
ENEA ELKOGAZ Sp. z o.o.
16 March 2022
ENEA S.A. formed ENEA ELKOGAZ Sp. z o.o., based in Warsaw. The company's share capital amounts to PLN 19 000 thousand and is divided into 190 000 shares with a nominal value of PLN 100.00 each. ENEA S.A. took up 100% of the company's shares.
-
ENEA Power&Gas Trading Sp. z o.o.
On 30 March 2022
30 November 2022
ENEA S.A. formed ENEA Power&Gas Trading Sp. z o.o., based in Warsaw. The company's share capital amounts to PLN 3 200 thousand and is divided into 32 000 shares with a nominal value of PLN 100.00 each. ENEA S.A. took up 100% of the company's shares.
Resolution on the obligation of ENEA S.A., as the sole Shareholder, to make an additional contribution to the company's capital in the amount of PLN 213.75 per share, totalling PLN 6 840 thousand.
-
Extraordinary General Meeting
Elektrownia Wiatrowa Baltica-4 Sp. z o.o.
On 3 August 2022
ENEA S.A. purchased from PGE Polska Grupa Energetyczna S.A. 95 shares with a nominal value of PLN 95 thousand in Elektrownia Wiatrowa Baltica-4 Sp. z o.o., representing 33.81% of that company's share capital.
-
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
35
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Elektrownia Wiatrowa Baltica-5 Sp. z o.o.
On 3 August 2022
ENEA S.A. purchased from PGE Polska Grupa Energetyczna S.A. 95 shares with a nominal value of PLN 95 thousand in Elektrownia Wiatrowa Baltica-5 Sp. z o.o., representing 33.81% of that company's share capital.
-
Elektrownia Wiatrowa Baltica-6 Sp. z o.o.
On 3 August 2022
ENEA S.A. purchased from PGE Polska Grupa Energetyczna S.A. 422 shares with a nominal value of PLN 422 thousand in Elektrownia Wiatrowa Baltica-5 Sp. z o.o., representing 33.76% of that company's share capital.
-
Polska Grupa Górnicza S.A.
On 25 October 2022
ENEA S.A. sold to the State Treasury all of its shares in Polska Grupa Górnicza S.A., i.e. 3 000 000 ordinary registered shares of PGG S.A., constituting 7.66% of its share capital.
-
Impairment of investments
As at
31 December 2022
31 December 2021
As at 1 January
4 793 772
4 969 479
Created
-
-
Used
(302 104)
-
Reversed
(1 066 793)
(175 707)
As at 31 December
3 424 875
4 793 772
Impairment test of stakes in ENEA Wytwarzanie Sp. z o.o., ENEA Ciepło Sp. z o.o., Miejska Energetyka Cieplna Piła Sp. z o.o., Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o. and ENEA Elektrownia Połaniec S.A.
As at 31 December 2022, in connection with the information and analyses in its possession concerning, inter alia, the change in market prices of CO 2 emission allowances, electricity, certificates of origin of energy and forecasts of macroeconomic indicators, the Company carried out impairment tests of shares of ENEA Wytwarzanie Sp. z o.o, ENEA Ciepło Sp. z o.o., Miejska Energetyka Cieplna Piła Sp. z o.o., Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o. and ENEA Elektrownia Połaniec S.A.
The calculation of the recoverable amount of the shares results from the sum of the value in use of the individual cash- generating units (CGUs) included in the above companies less the financial liabilities incurred. CGUs' useful values were specified using the discounted cash flows method for periods longer than five years. The projection's time frame results from a combination of economic lifetime of each CGU and the long-term impact of new and announced legal regulations. For generating units with expected economic lifetime exceeding the projection period, a residual value was specified.
The recoverable value of equity, calculated as above, is as follows:
− ENEA Wytwarzanie Sp. z o.o. PLN 1 959 742 thousand (book value: PLN 939 442 thousand),
− ENEA Ciepło Sp. z o.o. PLN 645 191 thousand (book value PLN 647 323 thousand),
− Miejska Energetyka Cieplna Piła Sp. z o.o. PLN 237 370 thousand (book value PLN 28 644 thousand),
− Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o. PLN 10 396 thousand (book value PLN 2 329 thousand),
− ENEA Elektrownia Połaniec S.A. PLN 2 469 711 thousand (book value: PLN 1 268 087 thousand).
Taking into account the increase in the recoverable value of shares in ENEA Wytwarzanie Sp. z o.o. in relation to their book value covered by impairment losses, it was found necessary to reverse impairment losses made in previous years by the amount of PLN 1 020 300 thousand. The key assumptions used in the tests are the result of the best knowledge and experience of the Company and its subsidiaries as regar ds the generation of electricity from various sources, taking into account the specific nature of each CGU's products and events that had taken place or are expected to take place in the future at ENEA Group.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
36
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Presented below are the key assumptions used in impairment tests:
− assets were tested in six CGUs (i.e. CGU Elektrownie Systemowe Kozienice, CGU Elektrownie Systemowe Połaniec, CGU Zielony Blok and CGU Białystok, CGU Oborniki and CGU Piła),
− the main price paths, based on forecasts prepared by ENEA Trading Sp. z o.o. (a company operating as ENEA Group's competence centre for wholesale trade of electricity, emission allowances and fuels), taking into account the specific nature of products and knowledge about existing contracts:
− wholesale "base" prices for electricity: for 2023-2047: prices are expected to decline from 821.25 PLN/MWh in 2023 to 592.19 PLN/MWh in 2031, followed by a gradual decline at an average of 0.5% in the period 2032- 2047 [fixed prices 2022],
− CO 2 emission allowances: the forecast expects an increase in the prices of CO 2 allowances by an average of 4.6%, from 72.5 EUR/t in 2022 to 2027. Between 2028 and 2036, prices are expected to grow further, by approx. 1.5%. From 2037, further growth at approx. 1% [fixed prices 2022],
− coal: the prices of coal are expected to decline by an average of 9.2%, from 41.88 PLN/GJ in 2023 to 2031. A gradual decline of 0.3% is expected from 2032 [fixed prices 2022],
− biomass: decline in the average price of biomass is expected at the Group, from 95 PLN/GJ in 2023 to 45.55 PLN/GJ in 2031. A 0.7% increase is forecast from 2032 to 2045, followed by 0.7% [fixed prices 2022],
− heat prices: three CGUs (Białystok, Piła and Oborniki) expect an average price growth to reach approx. 12% by 2025, from the average price level of 111.61 PLN/GJ in 2023 In subsequent years, prices are expected to fall by an average of 2.3% until 2031. From 2032 there is an average price increase of 1.6% [fixed prices 2022],
− natural gas: prices are expected to sharply decline from 2023, from 870 PLN/MWh, by approx. 27% to 2027, followed by further annual average decrease by 2.7% until 2040. The price is expected to stabilise from 2041 forward, at 174.39 PLN/MWh until 2045 [fixed prices 2022],
− quantity of CO 2 emission allowances received for free for 2021-2025 in accordance with a derogation application (pursuant to art. 10c sec. 5 Directive 2003/87/EC of the European Parliament and of the Council),
− revenue related to maintaining generation capacities from 2021 pursuant to the Act on the Capacity Market, based on previously won auctions,
− inflation, taking into account the inflation target, at a maximum level of 2.5%,
− nominal discount rate - 9.83% [discount rate before tax is 11.20%]. The Company applied a company-specific risk premium for the following CGUs:
1. CGU Zielony Blok - 0.5%. Discount rate taking into account company-specific risk premium was 10.03% [discount rate taking into account company-specific risk premium before tax is 11.40%],
2. CGU Elektrownie Systemowe Kozienice and Elektrownie Systemowe Połaniec - 2%. Discount rate taking into account company-specific risk premium was 10.63% [discount rate taking into account company-specific risk premium before tax is 12.00%],
3. CGUs Białystok, Piła and Oborniki - 1%. Discount rate taking into account company-specific risk premium was 10.23% [discount rate taking into account company-specific risk premium before tax is 11.60%],
− growth rate in residual period - 0%.
The sensitivity analysis shows that significant factors having impact on the estimated recoverable values of CGUs include: discount rates, inflation, electricity prices and CO 2 emission allowance prices, and hard coal prices. Future financial results and thus the recoverable amounts of CGUs will also be driven by the prices of energy origin certificates, heat and biomass prices.
Below is a summary of the valuable impact of changes in selected factors on the total recoverable value (initial value) of shares of ENEA Wytwarzanie Sp. z o.o., ENEA Ciepło Sp. z o.o., Miejska Energetyka Cieplna Piła Sp. z o.o., Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o. and ENEA Elektrownia Połaniec S.A:
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
37
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Impact of change in discount rate (starting point depending on CGU)
Change in assumptions
-0.5pp
Output value
+0.5pp
Change in recoverable value
133 333
5 322 410
(124 438)
- ENEA Wytwarzanie Sp. z o.o.
(7 094)
1 959 742
1 503
- ENEA Ciepło Sp. z o.o.
116 244
645 191
(101 934)
- Miejska Energetyka Cieplna Piła Sp. z o.o.
13 505
237 370
(12 215)
- Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
241
10 396
(231)
- ENEA Elektrownia Połaniec S.A.
10 437
2 469 711
(11 561)
Impact of changes in inflation from 2024 (starting point 7.75% for 2024, 3.1% in 2025 and 2.5% in subsequent years)
Change in assumptions
-0.5pp
Output value
+0.5pp
Change in recoverable value
(139 072)
5 322 410
141 393
- ENEA Wytwarzanie Sp. z o.o.
14 043
1 959 742
(20 350)
- ENEA Ciepło Sp. z o.o.
(90 642)
645 191
99 108
- Miejska Energetyka Cieplna Piła Sp. z o.o.
(7 321)
237 370
6 374
- Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
(545)
10 396
586
- ENEA Elektrownia Połaniec S.A.
(54 607)
2 469 711
55 675
Impact of changes in electricity prices from 2024
Change in assumptions
-1,0%
Output value
+1,0%
Change in recoverable value
(1 071 694)
5 322 410
1 059 656
- ENEA Wytwarzanie Sp. z o.o.
(629 499)
1 959 742
622 185
- ENEA Ciepło Sp. z o.o.
(28 295)
645 191
28 296
- Miejska Energetyka Cieplna Piła Sp. z o.o.
(7 171)
237 370
7 171
- Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
50
10 396
(49)
- ENEA Elektrownia Połaniec S.A.
(406 779)
2 469 711
402 053
Impact of change in price of CO 2 emission allowances from 2024
Change in assumptions
-1,0%
Output value
+1,0%
Change in recoverable value
412 977
5 322 410
(417 386)
- ENEA Wytwarzanie Sp. z o.o.
303 551
1 959 742
(307 429)
- ENEA Ciepło Sp. z o.o.
9 422
645 191
(9 409)
- Miejska Energetyka Cieplna Piła Sp. z o.o.
1 728
237 370
(1 728)
- Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
-
10 396
-
- ENEA Elektrownia Połaniec S.A.
98 276
2 469 711
(98 820)
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
38
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Impact of changes in hard coal prices from 2024
Change in assumptions
-1.0%
Output value
+1.0%
Change in recoverable value
279 942
5 322 410
(281 300)
- ENEA Wytwarzanie Sp. z o.o.
204 897
1 959 742
(206 245)
- ENEA Ciepło Sp. z o.o.
4 643
645 191
(4 641)
- Miejska Energetyka Cieplna Piła Sp. z o.o.
(2 763)
237 370
2 744
- Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
18
10 396
(11)
- ENEA Elektrownia Połaniec S.A.
73 147
2 469 711
(73 147)
In connection with identified indications of potential impairment of non-financial non-current assets at LWB S.A., resulting from the fact that the company’s current market capitalisation has long remained at a low level, ENEA S.A. carried out an impairment test. The test was based on a comparison of the book value of LWB S.A.’s shares to the shares’ recoverable value, estimated on the basis of usable value using the discounted cash flows approach and financial projects for 2022- 2051 prepared by LWB Group.
The recoverable amount of shares in Lubelski Węgiel Bogdanka S.A. is PLN 5 994 816 thousand (book value PLN 1 485 716 thousand).
Presented below are the key assumptions used to estimate the usable value of the tested assets:
− all LWB S.A. assets were considered as a single CGU,
− forecast period from 2023 to 2051 - was estimated on the basis of the company's extractable coal resources as of the balance sheet date (available to be mined using the existing infrastructure as of the balance sheet date, mainly concerning shafts). From 2044, the average annual level of extraction declines as a result of the depletion of the Bogdanka deposit and the assumption that only infrastructure that is currently available is to be used);
− average annual volume of coal production and sale in 2023-2030 was set at 9.0mt;
− coal prices in 2023 based on contracts that had been signed as of the date of the analysis; in 2024-2029 it was adopted based on studies carried out for LWB and ENEA Group purposes;
− the entire model is inflation-free (based on real prices);
− real wage growth was assumed for the entire forecast period at a level that reflects the best possible estimate from the Management Board of LWB S.A. as at the test date;
− the discount rate was the real weighted average cost of capital (WACC) of 10.55% throughout the entire forecast period, estimated based on the latest economic data (using a risk-free rate of 6.24% and a beta of 1.39);
− an average annual level of investment expenditures in the entire forecast period of PLN 476 023 thousand, including on average PLN 612 847 thousand in 2023-2035;
− the model used for the impairment test (including the resulting cash flows and value of assets under test) was prepared as at 30 September 2022, following a consistent approach at all levels of consolidation within LWB Group and ENEA Group. LWB S.A.'s management board analysed the last quarter of 2022 in terms of events that could indicate impairment and in terms of material one-off events that would need to be included in the model and could have a material impact on the test results. No one-off events and new indications were identified.
The sensitivity analysis shows that significant factors having impact on the estimated recoverable values of CGUs include: discount rate and prices of thermal coal. Results of the analysis of the model’s sensitivity (change in recoverable value) on changes in key assumptions are presented below.
Impact of changes in coal prices
Change in assumptions
-0.5%
Output value
+0.5%
Change in recoverable value
(104 009)
5 994 816
104 009
Impact of change in financial discount rate (base value 10.55%)
Change in assumptions
-0.5pp
Output value
+0.5pp
Change in recoverable value
102 297
5 994 816
(100 455)
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
39
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Impact of change in real wage growth
Change in assumptions
-0.5%
Output value
+0.5%
Change in recoverable value
209 415
5 994 816
(226 402)
As a result of the test, it was noted that the recoverable value of LWB S.A. shares is higher than the book value recognised in ENEA S.A.’s statement of financial position. Due to the above, there was no need to recognise the test results in ENEA S.A.’s financial statements.
Implementation of project to build Elektrownia Ostrołęka C
At 31 December 2022, ENEA S.A. held 9 124 821 shares of Elektrownia Ostrołęka Sp. z o.o., with a nominal value of PLN 50 each and total nominal value of PLN 456 241 thousand.
Moreover, ENEA S.A. and ENERGA S.A. are in equal parts parties to two loan agreements concluded with Elektrownia Ostrołęka Sp. z o.o. in the amount of up to PLN 340 000 thousand of 23 December 2019 and up to PLN 58 000 thousand of 17 July 2019.
On 29 April 2022, ENEA S.A. and ENERGA S.A. executed annexes to the aforementioned loan agreements with Elektrownia Ostrołęka Sp. z o.o. Pursuant to these annexes, i.e. Annex 5 to the Loan Agreement up to PLN 340 000 thousand of 23 December 2019 and Annex 10 to the Loan Agreement up to PLN 58 000 thousand of 17 July 2019, Elektrownia Ostrołęka Sp. z o.o. undertook to make a one-off loan repayment to ENEA S.A. of PLN 170 million and PLN 29 million, respectively, together with interest, by 30 December 2022.
On 23 December 2022, Annex 6 to the Loan Agreement concluded on 23 December 2019 and Annex 11 to the Loan Agreement concluded on 17 July 2019 were signed. Pursuant to Annex 6, Elektrownia Ostrołęka Sp. z o.o. undertook to repay to ENEA S.A. part of the loan by 11 January 2023, amounting to PLN 8 383 thousand. The repayment date of the remaining loan from 23 December 2019 has been extended to the end of February 2023. At the same time, on the basis of Annex 11, Elektrownia Ostrołęka Sp. z o.o. undertook to repay to ENEA S.A. the entire loan granted by 11 January 2023, i.e. the amount of PLN 29 000 thousand together with interest in the amount of PLN 4 622 thousand. Elektrownia Ostrołęka Sp. z o.o. made repayments of the above receivables to ENEA S.A. within the period resulting from Annexes 6 and 11.
On 28 February 2023, ENEA S.A. and ENERGA S.A. executed with Elektrownia Ostrołęka Sp. z o.o. Annex 7 to loan agreement of up to PLN 340 000 thousand of 23 December 2019 Pursuant to the provisions of Annex 7, the deadline for the one-off repayment by Elektrownia Ostrołęka Sp. z o.o. of the loan along with the interest due was prolonged to 28 April 2023.
As at 31 December 2022, the value of the loans including interest amounted to PLN 240 341 thousand and was subject to a total impairment loss of PLN 198 336 thousand.
On 13 February 2020, ENEA S.A. executed an agreement with ENERGA S.A. suspending financing by ENERGA S.A. and ENEA S.A. for the project to build Elektrownia Ostrołęka C. In the agreement, ENEA S.A. and ENERGA S.A. undertook to carry out analyses, especially concerning the project's technical, technological, economic and organisational parameters and further financing. Conclusions from these analyses did not justify continuing the project in its existing form, i.e. the construction of a power plant generating electricity in a process of hard coal combustion. At the same time, technical analysis confirmed the viability of a variant in which the power plant would use gas (Gas Project) at the current location of the coal-unit being built.
The following documents were signed on 22 December 2020:
• agreement between ENEA S.A., ENERGA S.A. and Elektrownia Ostrołęka Sp. z o.o. regarding cooperation on the division of Elektrownia Ostrołęka Sp. z o.o. (Division Agreement),
• agreement between the Company and ENERGA S.A. regarding cooperation on settling the coal-based project as part of Project Ostrołęka C (Settlement Agreement, Coal Project).
Both of the agreements include a statement by ENEA S.A. on withdrawal from further participation in the Gas Project.
On 25 June 2021, Elektrownia Ostrołęka Sp. z o.o. as vendor and CCGT Ostrołęka Sp. z o.o. as buyer (a wholly-owned subsidiary of ENERGA S.A.) signed a sale agreement and associated agreements regarding an SPV (excluding certain assets) intended (and used as such) to implement economic tasks covering the construction of a gas-fired power generating unit in Ostrołęka and the subsequent operation of this unit (Gas Plant). The business being sold includes generally all of the SPV's asset and non-asset components in use as of the transaction date in connection with preparations to begin an investment process consisting of the construction of the Gas Plant. The transaction is intended to facilitate the implementation of a gas project by CCGT Ostrołęka Sp. z o.o. as a company that will replace Elektrownia Ostrołęka Sp. z o.o. in implementing the investment in Ostrołęka. The sale price for the business being sold (transaction value) is currently estimated at approx. PLN 166 million. The price is set on a preliminary basis as additional considerations will apply in determining the final price.
On 25 June 2021, Elektrownia Ostrołęka Sp. z o.o. and CCGT Ostrołęka Sp. z o.o. on the one hand and GE Power sp. z o.o., based in Warsaw, GE Steam Power Systems S.A.S. (former name: ALSTOM Power Systems S.A.S.), based in Boulogne-Billancourt, France (Coal Project Contractor), and General Electric Global Services, GmbH, based in Baden,
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
40
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Switzerland (together with GE Power sp. z o.o. - Gas Project Contractor) on the other hand signed a Contract Change Document concerning the contract of 21 July 2018 to build unit C at Elektrownia Ostrołęka, with a capacity of 1000 MW, and an Agreement on the settlement of the Coal Project. The Contract Change Document is structured in a way that facilitates implementation of the Gas Project by CCGT Ostrołęka Sp. z o.o. as a company that will replace Elektrownia Ostrołęka Sp. z o.o. in implementing the investment in Ostrołęka, which is related, inter alia, to the fact that ENEA S.A. has confirmed its withdrawal from participating in the Gas Project. The agreement concerning the Coal Project settlement regulates the rights and obligations of Elektrownia Ostrołęka Sp. z o.o. and the Coal Project Contractor mainly in connection with the settlement of construction work completed by the Coal Project Contractor until the contract was suspended, maintenance and security activities during Contract suspension and work related to finishing the work dedicated to implementing the Coal Project. Under this agreement, the Coal Project was supposed to be settled by the end of 2021, and the entire amount that Elektrownia Ostrołęka Sp. z o.o. will be obligate to pay to the Coal Project Contractor, taking into account expenditures incurred thus far, will not exceed PLN 1.35 billion (net).
On 22 December 2021 Elektrownia Ostrołęka Sp. z o.o. executed an annex to this agreement with the Coal Project Contractor. The annex extended the settlement deadline to 25 March 2022 and results from a verified mechanism for settling the Coal Project.
ENEA S.A.'s commitment to provide funding for Elektrownia Ostrołęka Sp. z o.o. resulting from the existing agreements (especially the agreements dated 28 December 2018 and 30 April 2019 and the Settlement Agreement) that is still outstanding amounts to PLN 620 million.
On 31 January 2021 Elektrownia Ostrołęka Sp. z o.o. terminated an agreement implementing the capacity obligation contracted by the company as a result of a capacity market auction for 2023. The agreement was terminated due to the supply source being changed from coal to gas in the project to build and operate a new power plant in Ostrołęka.
On 31 March 2022 Elektrownia Ostrołęka Sp. z o.o. completed the settlement process with the General Contractor in accordance with the Agreement of 25 June 2021 referred to above. The final value of receivables resulting from the settlement amounted to PLN 958 million net and therefore the amount due to the General Contractor resulting from the difference between the above value and the amounts already paid has already been paid in full by Elektrownia Ostrołęka Sp. z o.o. The costs incurred by ENEA S.A. in connection with settlement of the General Contractor's works amounted to 50% of the above amount, i.e. PLN 479 million net (the same amount was paid by ENERGA S.A.).
On 23 September 2022 Elektrownia Ostrołęka Sp. z o.o. sold some properties intended for the construction of a gas unit to CCTG Ostrołęka Sp. z o.o. The value of the land in question and the value of the elements of the immovable part of the supporting infrastructure constituting the price of the plots sold amounted to approx. PLN 84 million.
On 12 October 2022, Elektrownia Ostrołęka Sp. z o.o. conducted the final handover of an investment entitled "Reconstruction of rail infrastructure for handling Elektrownia Ostrołęka C" (the so-called rail siding).
In connection with this, in these separate financial statements a full release of the provision for future investment liabilities towards Elektrownia Ostrołęka Sp. z o.o. was made, amounting to PLN 46 493 thousand. This amount was recognised in the separate statement of comprehensive income in the item Change in impairment of interests in subsidiaries, associates and jointly controlled entities. As of 31 December 2022, the provision amounted to PLN 0.
19. Inventories
Accounting rules
Components of inventory are measured at the purchase price, which includes the purchase price plus costs, especially the cost to transport it to storage or the cost to manufacture, not exceeding the net sales price less impairment of inventory.
Inventory distribution is determined using the weighted average purchase price approach.
The Company's inventory includes energy origin certificates purchased for redemption, for further sale.
Energy origin certificates - these are confirmations that energy is produced from renewable energy sources (energy from wind, water, sun, biomass, etc. - green certificates, energy from agriculture biogas - blue certificates). They are issued by the URE President at the request of an energy enterprise that produces energy from renewable sources and in cogeneration.
Energy efficiency certificates , i.e. white certificates, serve as confirmation for declared energy savings resulting from activities intended to improve energy efficiency in three areas: increase energy savings by end customers, increase energy savings for own purposes and reduce losses of electricity, heat or natural gas in transmission and distribution. The URE President conducts tenders for white certificates in these categories. They are issued by the URE President at the request of the tender winner.
Property rights arising from energy origin certificates and energy efficiency certificates arise when energy origin certificates and energy efficiency certificates are entered into registers maintained by Towarowa Giełda Energii S.A. (TGE S.A.). These rights are disposable and constitute an exchange-traded commodity. These rights are transferred
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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when an appropriate entry is made in the energy origin certificate register or energy efficiency certificate register. Property rights expire when they are redeemed.
Purchased origin certificates are measured at the purchase price, less any impairment.
In accordance with the Energy Law and the Act on Energy Efficiency, an energy enterprise involved in trade of energy and sales of energy to end customers is required to:
a) obtain energy origin certificates and energy efficiency certificates and submit them to the URE President for redemption or
b) pay substitute fees.
The Company is required to obtain and present for redemption the following:
a) energy origin certificates corresponding to the quantities specified in the Energy Law, as a percent of total energy sales to end customers,
b) energy efficiency certificates in quantities expressed in tonnes of oil equivalent (toe), no larger than 3% of division of the amount of revenue from electricity sales to end customers in a given year in which this obligation is performed by the unit substitute fee. The amount of revenue from electricity sales to end customers in a given settlement year is decreased by the amounts and costs referred to in art. 12 sec. 4 of the Act on Energy Efficiency. The size of the obligation in specific settlement years is specified in regulations to the Act on Energy Efficiency.
The deadline for performing the obligation to redeem energy origin certificates and energy efficiency certificates or paying substitute fees for each year results from relevant legislation.
The Company submits to the URE President energy origin certificates and energy efficiency certificates for redemption in monthly cycles in order to perform its obligation for the given year. In accounting books, redemptions of energy origin certificates and energy efficiency certificates are recognised as costs based on a decision from the URE President concerning redemption, using the weighted average purchase price method.
If at the balance sheet date there is an insufficient quantity of certificates required to perform the obligations imposed by the Energy Law and the Act on Energy Efficiency, the Company creates provisions for redemption of energy origin certificates and energy efficiency certificates or payment of substitute fees.
Significant judgements and estimates
Determining impairment of inventory requires net realisable values to be estimated based on the most up-to-date sales prices at the time when these estimates are made.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Inventories
As at
31 December 2022
31 December 2021
Energy origin certificates
67 044
135 083
Goods
384
694
Total
67 428
135 777
No collateral is established on inventory.
Energy origin certificates
Year ended
31 December 2022
31 December 2021
Net value at the beginning of period
135 083
65 489
Purchase
747 431
455 705
Depreciation
(815 470)
(386 111)
Net value at the end of period
67 044
135 083
Costs connected with redeeming energy origin certificates are presented in profit or loss in the following item: Purchase of electricity and gas for sales purposes
20. Trade and other receivables
Accounting rules
Trade and other receivables
Trade receivables are initially recognised at the transaction price and subsequently measured at amortised cost using effective interest rates, less impairment. If there is no difference between the initial value and the amount (amounts) at maturity (maturities) (payment), interest charged using the effective rate does not apply.
Impairment of receivables is determined using an expected credit loss model. Expected credit losses take into account the counterparty's previous default events as well as potential estimated credit losses. An impairment loss is recognised as cost in the statement of comprehensive income at the end of each reporting period.
Significant judgements and estimates
Impairment of trade and other receivables
Impairment of receivables is determined on the basis of expected credit losses. Expected credit losses take into account the counterparty's previous default events as well as potential estimated credit losses. Potential credit losses are estimated taking into account the type, age, and stage of recovery, with the following stages used: current receivable, overdue receivable prior to court, receivable in court or enforcement proceeding, receivable in bankruptcy or court arrangement. Receivables are written off as costs based on existing internal regulations, taking into account provisions of the Act on corporate income tax.
Trade and other receivables
As at
31 December 2022
31 December 2021
Current trade and other receivables
Trade receivables
2 087 632
1 604 518
Tax liabilities (excluding income tax)
73 251
65 835
Other receivables
138 827
172 606
Advances
414 667
231 519
Gross current trade and other receivables
2 714 377
2 074 478
Minus: impairment of receivables
(55 862)
(65 025)
Net current trade and other receivables
2 658 515
2 009 453
In the item: Other receivables the most significant value is represented by paid deposits and collateral.
The balance of prepayments primarily represents advances for ENEA Trading Sp. z o.o.'s expenses related to the purchase of electricity on the TGE power exchange with a delivery date in the first decade of January 2023.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Impairment losses are mainly recognised on trade receivables.
21. Company as finance or operating lessor / sublessor
Accounting rules
As lessor, the Company classifies leases as finance leases or operating leases.
ENEA S.A. recognises operating lease revenue on a straight-line basis throughout the lease term.
In a finance lease, the Company (as lessor) ceases to recognise the leased asset as property, plant and equipment and recognises finance lease receivables in an amount equal to the net lease investment. The recognition of finance income reflects a fixed periodic rate of return in the net lease investment by the lessor as part of a finance lease. Lease payments for a given reporting period decrease the gross lease investment, reducing both the principal receivable and the amount of unrealised finance income.
As an indirect lessor, the Company recognises the main lease contract and the sub-lease contract as two separate contracts. The measurement of the head lease, i.e. measurement of the right-of-use assets and the lease liability, is in accordance with the measurement methodology for standard leases. The Company (indirect lessor) classifies a sublease as a finance lease or an operating lease in reference to the right-of-use resulting from the head lease.
Subleases the term of which constitutes a major part of the head lease term are classified as finance leases. Otherwise, the sublease is an operating lease.
Throughout the term of the sublease, the Company (indirect lessor) recognises both interest income from the sublease and interest costs on the head lease, which are presented separately.
The Company (indirect lessor) recognises sublease receivables in an amount equal to the sum of minimum lease payments due to the sublessor resulting from a finance sublease, discounted using the sublease interest rate. Based on the adopted interest rate, the fixed lease payment resulting from the contract is split into principal and interest. The principal portion reduces the amount of sublease receivable, while the interest portion is recognised in profit or loss.
When the Company executes a sublease contract that is an operating lease, the Company (indirect lessor) continues to recognise in the statement of financial position a lease liability and right-of-use assets.
As lessor, the Company does not have the option to use a practical expedient in the form of separating lease and non- lease components. The Company must allocate the total contractual consideration to lease and non-lease components based on the unit sale prices for specific components. Unit sale prices may be derived from price lists based on which the Company prepares its offerings. IFRS 15 Revenue from Contracts with Customers applies to non-lease components.
General information on ENEA S.A. as lessor
ENEA S.A. mainly acts as lessor in ENEA Smart contracts. These contracts are classified as finance leases and the Company recognises interest income on these.
21.1. Company as finance lessor / sublessor
Reconciling undiscounted contract lease payments with net lease investment
As at
31 December 2022
As at
31 December 2021
Undiscounted contract lease payments
3 123
1 677
Unrealised finance income (discount effect)
(821)
(670)
Other
(6)
Discounted contract lease payments (net lease investment)
2 296
1 007
Undiscounted contract payments on finance leases (this division applies to the period left until contract expiry)
As at
31 December 2022
As at
31 December 2021
Under one year
1 661
1 203
From one to five years
1 462
474
Value of undiscounted contract payments on finance leases
3 123
1 677
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Income from finance leases
Year ended
31 December 2022
Year ended
31 December 2021
Interest income from finance leases
439
772
21.2. Company as operating lessor / sublessor
Undiscounted contract payments on operating leases (this division applies to the period left until contract expiry)
As at
31 December 2022
As at
31 December 2021
Under one year
764
175
From one to five years
2 882
131
Value of undiscounted contract payments on operating leases
3 646
306
Income from operating leases
Year ended
31 December 2022
Year ended
31 December 2021
Income from operating leases
236
243
22. Assets and liabilities arising from contracts with customers
Accounting rules
In its statement of financial position, the Company recognises a contract asset that is the Company's right to remuneration in exchange for goods or services that the Company transfers to the customer. An asset is recognised if the Company satisfies its obligation by transferring goods or services to the customer before the customer pays or before the payment deadline.
The Company recognised in its statement of financial position a contract liability consisting of an obligation for the Company to provide goods or services to the customer in exchange for which the Company received remuneration (or is due to receive remuneration) from the customer.
If the customer paid remuneration or the Company has the right to an unconditional amount of remuneration (i.e. a receivable), then prior to the transfer of goods or services to the customer the Company treats the contract as a contract liability when payment is made or becomes due (depending on which is sooner).
Significant judgements and estimates
Uninvoiced revenue from sales at the end of financial period
Unsettled energy sales values are estimated on the basis of estimated electricity consumption in the period from the most recent meter reading to the end of financial year (note
8
).
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Assets and liabilities arising from contracts with customers
Assets arising from contracts with customers
Liabilities arising from contracts with customers
As at 1 January 2021
228 905
32 289
Change in non-invoices receivables
71 302
-
Change in impairment
(1)
-
Adjustments, prepayments
-
13 819
As at 31 December 2021
300 206
46 108
Change in non-invoices receivables
147 309
-
Change in impairment
(91)
-
Adjustments, prepayments
-
222
As at 31 December 2022
447 424
46 330
The balance of assets arising from contracts with customers mainly covers uninvoiced electricity sales, while the balance of liabilities arising from contracts with customers covers liabilities concerning sales adjustments related to the Act on amendment of the act on excise duty and certain other acts, as well as prepayments.
23. Cash and cash equivalents
Accounting rules
Cash and cash equivalents
Cash and cash equivalents include cash in bank accounts, on-demand bank deposits, other highly liquid short-term investments with initial maturity of up to three months.
Cash on hand is measured at nominal value on every balance sheet date. Cash in bank accounts, on-demand bank deposits, other highly liquid short-term investments with initial maturity of up to three months are measured at amortised cost on each balance sheet date (at nominal/initial value plus interest accrued until the balance sheet date, adjusted by expected credit losses).
Restricted cash, including cash serving as collateral for settlements with the clearing-house IRGiT, is included in cash and cash equivalents.
Significant judgements and estimates
In accordance with ENEA S.A.'s credit risk assessment rules and the provisions of IFRS 9 as regards impairment tests for cash and cash equivalents as at 31 December 2022; the Company sees potential impact as negligible.
Presentation of deposits at clearinghouse IRGiT
These are funds constituting collateral for settlements with the clearing-house IRGiT, and they are analysed in terms of the possibility to free them up without incurring a substantial loss.
Cash and cash equivalents
As at
31 December 2022
31 December 2021
Cash at bank account
240 296
539 411
including split payment
11 637
37 901
Other cash
148 434
466 070
- Deposits
-
460 397
- Other
5 660
5 673
- Cash pooling
142 774
-
Total cash and cash equivalents
388 730
1 005 481
cash pooling
-
(1 105 251)
Cash recognised in the statement of cash flows
388 730
(99 770)
Restricted cash related to split payment - VAT as at 31 December 2022 was PLN 11 637 thousand (PLN 37 901 thousand as at 31 December 2021), and deposit at IRGiT as at 31 December 2022 was PLN 1 434 thousand (PLN 500 thousand as at 31 December 2021). No collateral is established on cash.
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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Accounting rules
Share capital
The Company's share capital is presented in the amount specified and entered in the National Court Register, adjusted appropriately to include the effects of hyperinflation and accounting for divisions, mergers and acquisitions. A share capital increase that is paid up as of the end of the reporting period but is awaiting registration at the National Court Register is also presented as share capital.
Equity
As at 31 December 2022
Share series
Number of shares
Nominal value per share
(in PLN)
Book value
Series A
295 987 473
1
295 988
Series B
41 638 955
1
41 639
Series C
103 816 150
1
103 816
Series D
88 288 515
1
88 288
Total number of shares
529 731 093
Total share capital
529 731
Share capital (nominal amount)*
529 731
Capital from settlement of merger
38 810
Share capital from restatement of hyperinflation
107 765
Total share capital
676 306
Share premium
4 343 879
Revaluation reserve - measurement of hedging instruments
186 075
Reserve capital and other capitals
6 416 141
Retained earnings
2 448 358
Total equity
14 070 759
As at 31 December 2021
Share series
Number of shares
Nominal value per share
(in PLN)
Book value
Series A
295 987 473
1
295 988
Series B
41 638 955
1
41 639
Series C
103 816 150
1
103 816
Total number of shares
441 442 578
Total share capital
441 443
Share capital (nominal amount)*
441 443
Capital from settlement of merger
38 810
Share capital from restatement of hyperinflation
107 765
Total share capital
588 018
Share premium
3 687 993
Revaluation reserve - measurement of hedging instruments
109 277
Reserve capital and other capitals
5 974 031
Retained earnings
444 426
Total equity
10 803 745
*Share capital fully paid-up.
On 19 January 2022, The Management Board of ENEA S.A. adopted a resolution to initiate a share capital increase process at the Company through the issue of no fewer than 1 and no more than 88 288 515 ordinary bearer shares series D, with a nominal value of PLN 1.00 each ("Series D Shares"), with the objective being to finance investment projects in ENEA Group's Distribution Area (including the expansion and modernisation of high- and medium-voltage grids, installation of remote meters and grid connections for new customers), being implemented by ENEA Operator Sp. z o.o., with no possibility to finance coal assets. These projects are aligned with ENEA Group's strategy and are intended to ensure energy security as well as continuous and reliable electricity supplies in ENEA Operator Sp. z o.o.'s operating area.
24. Equity
Separate financial statements in compliance with EU IFRS for the financial year ended 31 December 2022 in PLN 000s
The additional information and explanations presented on pages
10
-
97
constitute an integral part of these separate financial statements.
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The issue will be a private subscription pursuant to art. 431 § 2 point 1 of the Polish Commercial Companies Code, conducted by way of a public offering exempt from the obligation to publish a prospectus within the meaning of the relevant legislation or any other information document, and will be addressed to investors meeting the criteria set out in the resolution on the share capital increase by way of the issue of the Series D Shares, with full exclusion of the pre-emptive rights to all Series D Shares for the Company's existing shareholders.
Given the above, on 19 January 2022 the Management Board called an Extraordinary General Meeting for 10 March 2022 that was intended to adopt a resolution on a share capital increase via the Series D Share issue, with pre-emption rights waived entirely.
On 21 January 2022, ENEA S.A. submitted an application to the President of the Council of Ministers for the State Treasury to acquire Series D Shares for a total amount of not less than PLN 899 659 967.85 in exchange for a cash contribution from the re-privatisation fund referred to in art. 56 sec. 1 of the Act of