Annual report 2013
Option Trading Company N.V.
Brussel
Table of contents
Page
4
1.
Report of the Board
2.
Financial overview and company information
2.1
Core figures
5
2.2
Balance headlines
5
2.3
Profit & Loss headlines
6
2.4
Other
7
3.
Annual accounts
3.1
Balance sheet at 31 December 2013
10
3.2
Statement of income and expenses for the year 2013
11
3.3
Notes to the financial statements
12
3.4
Notes to the balance sheet
15
3.5
Notes to the statement of income and expenses
17
4.
Other information
3.1
Audit statement
19
3.2
Statutory provision regarding appropriation of Proposal
19
3.3
Proposal result
19
2
1. Report of the Board
3
1.1 Report of the Board
Business
Developments during the year
The year 2013 was in several ways a quiet year for OTC. For the whole year there has been one
trader active and the results have been encouraging given the quiet market circumstances. The
financial markets have stabilized further during the year and in general this is not beneficial for our
trading revenues. Our business consists of keeping prices from different products in line with each
other and this is more difficult in volatile markets.
Eventually the net result for 2013 is 48,576 euro positive. Given the market circumstances we are
happy with this result.
On the general shareholders meeting we propose to add the results to the general reserves and plan
not to pay out a dividend.
At this point we are convinced that we have a nice small stable basis for the business of OTC and
are happy with the current situation. Especially if we look from where we came. That was a situation
where there was nothing. We had no traders and no strategies in the office. In fact it was an empty
shelf.
Outlook
On the macro front the most important threat still comes from the introduction of the "Financial
Transaction Tax" (FTT). Although it looks like that the political atmosphere is getting less hostile
towards financial markets and participants. A lot of research has shown that imposing a FTT will be
very harmful for the economy and that the estimated revenues are extremely overestimated.
So we hope that realism will prevail and that the ghost of the FTT disappears. At least for the coming
year we don’t expect any threat from this area.
On the company side we mentioned last year that we were looking for a second trader to create a
more redundant and sustainable situation. This is a very delicate process given the experience we
had and the importance of the job. In the ideal world the new trader should know the existing trader
and should have a proven track record as well.
At this moment it looks like we have found this person. The new trader is supposed to start working
with OTC in the second half of 2014.
To further optimize our cost structure we decided to share the Clearing agreement, we and our sister
company have, with our General Clearing Member. In practice this means that OTC as from January
2014 can trade with lower fees and less administrative systems.
On the operational front the first three months of 2014 have been reasonable. Especially given the
very quiet markets at this moment.
In line with our policy we don’t give any outlook for the whole year but expect the markets to remain
stable and quiet.
I want to conclude the report by thanking our one and only trader for the excellent work done and
hope to continue our relationship for a long time.
4
Maurizio Scrocca
Chairman of the Board
Option Trading Company N.V.
5
2.
Financial overview and company information
2.1 Core figures
Option Trading Company N.V.
Comparative figures
INCOME in 000's Euro
31.12.2013
31.12.2012
31.12.2011
Company result
49
1
272
(268)
(193)
Result from ordinary activities before tax
49
1
272
(238)
407
Result for the period before taxes
49
1
272
(238)
407
Result of the year
49
1
272
(238)
407
0.02
0.00
0.088
(0.077)
0.132
EPS
31.12.2010 31.12.2009
2.2 Balance headlines
Option Trading Company N.V.
Comparative balance sheet figures
ASSETS in EUR 000's
31.12.2013
31.12.2012
31.12.2011
31.12.2010
31.12.2009
2
7
15
55
FIXED ASSETS
-
ACQUISITION EXPENSES
-
TANGIBLE ASSETS
-
FINANCIAL ASSETS
-
-
-
10,163
9,622
466
-
-
7
4
4
8,269
4,105
1,308
571
516
3,997
4
9,696
9,051
7,696
91
104
CASH
-
-
57
17
1,200
ACCRUALS
-
-
10,163
9,624
8,276
4,120
1,363
RECEIVABLES DUE WITHIN ONE YEAR
INVESTMENTS
TOTAL ASSETS
7
44
12
CURRENT ASSETS
2
-
6
Option Trading Company N.V.
Comparative balance sheet figures
LIABILITIES in EUR 000's
31.12.2013
31.12.2012
31.12.2011
31.12.2010
31.12.2009
EQUITY
1,477
1,383
1,382
1,109
1,347
CAPITAL
Issued shares
1,906
1,906
1,906
1,906
1,906
1,906
1,906
1,906
1,906
1,906
SHARE PREMIUM
RESERVES
legal reserve
RESULT
383
383
383
383
383
129
129
129
129
129
129
129
129
129
129
(895)
(1,035)
(1,036)
(1,309)
(1,071)
LIABILITIES
8,686
8,241
6,894
3,011
16
AMOUNTS PAYABLE WITHIN ONE YEAR
8,732
8,241
6,895
3,001
16
-
-
-
10,163
9,624
8,276
4,120
1,363
31.12.2012
31.12.2011
31.12.2010
31.12.2009
ACCRUALS
TOTAL LIABILITIES
10
2.3 Profit & Loss headlines
Option Trading Company N.V.
Comparative income statement figures
Statement of income and expenses in 000's Euro
31.12.2013
Operating income and expeses
Gross margin
Remuneration, social security costs and pensions
207
(62)
(47)
(47)
(108)
(123)
(174)
(248)
(165)
(17)
Depreciation and amounts written off acquisition
expenses, intangible and tangible fixed assets
Other operating expenses
(2)
(5)
(5)
(53)
(67)
(55)
(2)
(3)
(3)
(1)
Operating Income
27
(243)
(303)
(268)
(193)
Financial income
Financial expenses
21
593
790
205
718
(1)
349
215
175
118
Result from ordinary activities before tax
49
1
272
(238)
407
Result for the period before taxes
49
1
272
(238)
407
Result of the year
49
1
272
(238)
407
Profit for the year
49
1
272
(238)
407
7
2.4 Other
Share information
ISIN
BE0003834513
Mnemo
OTCB
Introduction
24 May 2006
Market
Euronext Brussel – Vrije Markt
No. issued shares
3.088.091
Free float on 31/12/2013
380.000 shares
Closing
0.70 €
High
0.70 €
Market capitalization
2.161.664 €
Shareholders’ and company address
Scrocca Trading Group B.V. holds 91% of the shares; 9% of the shares are traded on the Brusselse
Vrije Markt.
Option Trading Company N.V. has its offices at Regentschapstraat 43, 1000 Brussel. We can be
contacted on phone no. +32.2.503.45.54
Option Trading Company N.V has no branch offices in Belgium or any other country.
8
Trade information
Further information can be found on the website of NYSE Euronext:
https://www.euronext.com/nl/products/equities/BE0003834513-MLXB/quotes
9
3. Annual accounts
10
3.1
Balance sheet
Company balance sheet as of December 31, 2013
(after appropriation of result)
12.31.2013
EUR
12.31.2012
EUR
Assets
Fixed assets
Tangible fixed assets
Computers
1
0
1,863
-
1,863
Current assets
Receivables group companies
Other accounts receivable
2
3
380,578
75,622
494,797
1,368,293
456,200
1,863,090
Securities
4
9,696,527
7,735,431
Cash at bank and in hand
5
9,840
23,625
10,162,567
9,624,009
12.31.2013
EUR
12.31.2012
EUR
Liabilities
Shareholders' equity
Issued share capital
Share premium
Other reserves
Retained earnings reserves
6
1,905,572
382,929
128,850
-986,794
1,905,572
382,929
128,850
-1,035,370
1,430,557
Short-term-liabilities
Amounts owed to credit institutions
Wage tax & social securities
Other payables
7
8,668,652
5,341
58,017
1,381,981
8,223,973
2,015
16,040
8,732,010
8,242,028
10,162,567
9,624,009
11
3.2 Statement of income and expenses for the year 2013
Statement of income and expenses for the year 2013
2013
EUR
Trading income
Personnel expenses
Depreciaton of tangible fixed assets
Other operating expenses
Total operating expenses
207,338
8
9
10
122,844
1,863
55,186
Result from operational activities before taxation
Taxation
Net result after taxation
304,448
171,484
4,877
134,521
179,893
Operating result
Other income and similar income
Other expenses and similar costs
Financial income and expense
2012
EUR
11
-
310,882
27,445
-
6,434
21,150
19
21,131
-
8,118
399
7,719
48,576
1,285
-
-
48,576
1,285
12
3.3 Notes to the financial statements
General
The activities of Option Trading Company N.V. having its legal seat in Brussel, primarly consist of
executing and processing trades in securities, futures and options on electronic exchanges and
trading venues.
Changes in accounting policies
Compared with previous year, there have been no changes in the accounting policies applied.
Translation of foreign currency
Receivables, liabilities and obligations denominated in foreign currency are translated at the
exchange rates prevailing at balance sheet date.
Transactions in foreign currency during the financial year are recognised in the financial
statements at the exchange rates prevailing at transaction date. The exchange differences
resulting from the translation as of balance sheet date, taking into account possible hedge
transactions, are recorded in the profit and loss account.
Financial instruments
Financial instruments be both primary financial instruments, such as receivables and
payables, and financial derivatives. For the principles of primary financial instruments,
reference is made to the treatment per balance sheet item.
Financial derivatives are valued at fair value:
Upon first recognition, financial derivatives are recognised at fair value and then revalued at
fair value as at balance sheet date.
Risk management
Option Trading Company N.V. has taken a risk- based approach in monitoring and controlling
market, credit and operational risks. Important risks that are recognised and for which control
measures have been implemented are:
- Market risk
The risk of the value of a financial instrument fluctuating because of changes in market prices
caused by specific factors related to the individual instrument or by general factors related to
all the instruments in a market.
- Credit risk
The risk of an issuer of a financial instrument or counterparty failing to meet its obligations:
credit risk is mainly limited to settlement of over the counter transactions.
- Operational risk
Operational risk is the risk of business operations failing due to human error.
13
Accounting policies in respect of the valuation of assets and liabilities
General
The company financial statements have been prepared according with "koninklijk besluit van
30 januari 2001 tot uitvoering van het Wetboek van vennootschappen". The financial
statements are prepared in euro.
Unless presented otherwise at the relevant principle for the specific balance sheet item,
assets and liabilities are presented at face value.
Tangible fixed assets
Tangible fixed assets are presented at cost less accumulated depreciation and, if applicable,
less impairments in value. Depreciation is based on the estimated useful life and calculated as
a fixed percentage of cost, taking into account any residual value. Depreciation is provided
from the date an asset comes into use. Land is not depreciated.
Accounts receivable
Upon initial recognition the receivables are included at fair value and then valued at amortised
cost. The fair value and amortised cost equal the face value. Any provision for doubtful
accounts deemed necessary is deducted. These provisions are determined by individual
assessment of the receivables.
Securities
The listed shares and bonds are valued at quoted market value at balance sheet date.
Realised and unrealized value changes are directly recognised in the profit and loss account.
Bonds held to maturity are valued at amortised cost.
Provisions
Provisions are formed in respect of concrete or specific risks and liabilities existing on the
balance sheet date, which extent is uncertain, but can reasonably be estimated.
For amounts of taxation payable in the future, due to differences between the valuation
principles in the annual report and the valuation for taxation purposes of the appropriate
balance sheet items, a provision has been formed for the aggregate of these differences
multiplied by the current rate of taxation. These provisions are reduced by amounts of taxation
recoverable in the future in respect of the carry-forward of unused tax losses, to the extent
that it is probable that future tax profits will be available for settlement.
14
Accounting policies in respect of result determination
General
Income and expenses are accounted for on accrual basis. Profit is only included when
realized on the balance sheet date. Losses originating before the end of the financial year are
taken into account if they have become known before preparation of the financial statements.
Depreciation and amortization
The calculation of depreciation on fixed assets is based on the purchase price or cost of
manufacture. Depreciation is calculated on a straight-line basis over the estimated useful lives
of the assets. Realized capital gains and losses on the disposal of fixed assets are included
under depreciation and amortization expenses. Realized capital gains and losses on the
disposal of fixed assets which are not used in the operation are included under extraordinary
income and expense.
Other operating expenses
Expenses are based on the historical cost convention and attributed to the financial year to
which they pertain.
Net financial result
Interest income and expenses is the interest received, respectively paid to third parties.
Taxation
Corporate income tax is calculated at the applicable rate on the result for the financial year,
taking into account permanent differences between profit calculated according to the financial
statements and profit calculated for taxation purposes, and with which deferred tax assets (if
applicable) are only valued insofar as their realisation is likely.
15
3.4 Notes to the balance sheet
Fixed Assets
1. Tangible fixed assets
Originally invested
Accumulated depreciation
Balance as at 31 December 2012
Changes in 2013
Investments
Depreciation
Software
Hardware
EUR
13,442
(13,442)
-
14,632
(12,769)
1,863
28,074
(26,211)
1,863
-
(1,863)
(1,863)
(1,863)
(1,863)
Balance as at 31 December 2013
-
Originally invested
Accumulated depreciation
Balance as at 31 December 2013
13,442
(13,442)
-
Depreciation rates
50%
0
14,632
(14,632)
0
Total
EUR
0
28,074
(28,074)
0
33,33%
16
Current assets
31-12-2013
EUR
31-12-2012
EUR
2. Receivables from group companies
Scrocca Trading Group B.V.
Scrocca Option Trading B.V.
Balance as at December
308,147
72,431
380,578
31-12-2013
EUR
397,347
97,450
494,797
31-12-2012
EUR
3. Other accounts receivables
Amounts receivable from credit institutions
Receivable withholding taxes
Taxes and social security premiums
Other receiveables
Balance as at December
74,577
1,045
75,622
31-12-2013
EUR
1,295,041
73,252
1,368,293
31-12-2012
EUR
4. Securities
Long positions
Balance as at December
Current assets
5. Cash at bank and in hand
2. Receivables from group companies
ABN AMRO Bank
Scrocca
Group B.V.
BalanceTrading
as at December
Scrocca Option Trading B.V.
Balance as at December
9,696,527
9,696,527
31-12-2013
EUR
31-12-2012
EUR
9,840
397,347
9,840
97,450
494,797
7,735,431
7,735,431
31-12-2012
EUR
31-12-2011
EUR
23,625
247,671
23,625
224,031
471,702
17
Balance as at 1 January 2013
Changes:
Issue of ordinary shares
Appropriation of result
Result for the year
Dividend paid
Liabilities
Balance as at 31 December 2013
1,905,572
382,929
128,850
(1,036,656)
1,286
1,905,572
382,929
128,850
(1,035,370)
1,286
(1,286)
48,576
48,576
1,381,981
48,576
1,430,557
Liabilities
6. Shareholder's equity (in EUR)
Share
Issued share premium Legal
capital
reserve
reserve
Balance as at 1 January 2013
Changes:
Issue of ordinary shares
Appropriation of result
Result for the year
Dividend paid
1,905,572
Balance as at 31 December 2013
1,905,572
382,929
128,850
Other
reserves
Retained
earnings
(1,036,656)
1,286
382,929
128,850
(1,035,370)
1,286
(1,286)
48,576
48,576
Total
2013
1,381,981
48,576
1,430,557
Issued share capital
The issued share capital is 3.088.091 shares, of which 380.000 is free float on the ‘Vrije Markt’
Brussel.
Short-term liabilities
31-12-2013
EUR
31-12-2012
EUR
7. Amounts owed to credit institutions
Securities
Clearing Member
Total current liabilities
7,052,820
1,615,955
8,211,747
12,226
8,668,775
8,223,973
Events after balance sheet and off balance sheet commitments and rights
Rental obligations
The company has a contractual obligation for the payment of rent terms for a total amount of
€ 20.800. The term of the contract ends in September 2019.
.
Warranties/ guarantees
As of year end the company is provided an amount of € 7.426 to warranties and guarantees.
There are no evenst after balance sheet with material influence regarding the presented balance
sheet and statement of income and expenses.
18
3.5 Notes to the statement of income and expenses
31-12-2013
EUR
31-12-2012
EUR
106,318
16,526
122,844
141,753
29,731
171,484
1,863
1,863
4,877
4,877
31-12-2013
EUR
31-12-2012
EUR
7,684
26,539
8,113
12,850
55,186
7,583
21,848
26,240
78,850
134,521
31-12-2013
EUR
31-12-2012
EUR
(17,000)
(4,150)
(21,150)
(2,304)
(5,814)
(8,118)
8. Personnel expenses
Wages & Salaries
Social security and other personnel expenses
Average number of employees
In the company the average no. of employees is 1.
9. Depreciation of tangible fixed assets
Depreciation of tangible fixed assets
10. Other operating expenses
Cost of Listing
Housing
Office expenses
General Expenses
11. Interest and similar income
Applied interest Scrocca Trading Group B.V.
Applied interest Scrocca Option Trading B.V.
Brussels, 24 April 2014
M. Scrocca
Chief Executive Officer
19
4. Other information
20
4.1 Audit statement
No audit has been performed in accordance with the statutory size exemption.
4.2 Statutory provision regarding appropriation of Proposal
The company statutory regulations concerning the appropriation of result:
1. The profit shall be at the disposal of the general meeting of shareholders.
2. Distribution of profits takes place after establishment of the annual report that indicates that
distribution is permitted. A loss may only be offset against the reserves which are prescribed by law
to the extent that it is permitted by law.
3. Distribution of profits to shareholders and other entitled persons can only take place as far as
equity exceeds capital paid and called increased by legal reserves.
4. At calculation of distribution of profit, shares that are kept in company's capital are left aside,
unless those shares are charged with usufruct or certificates of those shares have been issued with
cooperation of the company.
4.3 Proposal result
The management of the company proposes to appropriate the profit as follows:
The profit for the year 2013 in the amount of € 48,576 will be attributed in full from the other reserves.
This proposal needs to be approved by the General Shareholders Meeting.
21