However, in the reasonable expectation that the group's Indonesian bankers, PT Bank Mandiri Persero ("Mandiri") would
be receptive to a renegotiation of bank facilities and/or waivers of covenant breaches, and with the group's operations
continuing to perform satisfactorily, the directors maintained the view that they had a reasonable expectation that
REAH and the Company would continue in operational existence for the ensuing 12 months and to remain viable to for the
period to 31 December 2022.
Notwithstanding the setback of weak CPO prices in the first half of 2020, Covid-19 has had only a limited impact on the
REAH group including the parent company. During 2020, significant progress was made in improving the group's overall
financial position, with the combination of cost reductions and a recovery in CPO prices in the second half producing
an operating profit in 2020 compared with an operating loss in 2019. Whilst two Indonesian group subsidiaries were in
breach of certain loan covenants at 31 December 2020, these breaches were waived subsequent to the year-end by Mandiri.
With better CPO prices now prevailing allowing significantly higher revenues to be generated, these companies are
expected to meet their loan covenants in 2021.
In addition, proposals are currently under discussion between the group and Mandiri to replace the existing loans to
Indonesian subsidiaries with new loans that would provide additional funding of longer tenor, materially improving
group cash flows for the period to 31 December 2023.
The group's agricultural operations continue to perform satisfactorily, and the group is benefiting from considerably
improved prices for CPO and CPKO which seem set to continue for the immediate future, with a currently favourable
balance of supply and demand. In addition, the group has received a recent repayment of an advance made to the stone
and coal concession companies that are provided with loan funding by the group and can reasonably anticipate further
Management has made a considered assessment of going concern of the Company, including in-depth reviews of group
projections and detailed cashflow forecasts. Consideration of possible on-going impacts of Covid-19 on the Company
have also been taken into account. In making this
1.1 Management board report (continued)
assessment, management has considered the period up to 12 months after the end of the reporting period, as well as the
period up to 12 months after the date of these accounts.
Management is of the view that uncertainties associated with Covid-19 do not currently trigger uncertainties as
respects going concern and that no events or conditions have been identified that might cast significant doubt on the
Company's ability to continue as a going concern.
Having regard to the foregoing, management expects that, based on the Company's projections and cash flow forecasts and
having regard to the group's cash position and available borrowings, the Company should be able to operate for at least
12 months from the date of approval of the financial statements.
Financial risk management objectives
In carrying out its financing activities, it is the policy of the Company to minimise exposure to interest and exchange
rate fluctuations by ensuring that loans are denominated in the same currency as the financing sources from which such
loans are funded and that interest receivable on such loans is based on a formula from which the Company derives a
fixed margin over the cost of funding. In addition, the Company relies on the arrangements described under "Risks and
uncertainties" above to limit its exposure to loss.
The Company does not enter into or trade other financial instruments for any purpose.
The Company's overheads are denominated mostly in euro and pounds sterling. The fixed margin referred to above, which
is derived in pounds sterling, is formulated to cover all the overheads and to leave a residual margin as compensation
for assuming the limited risk under the LRA. The Company does not seek to hedge the minimal foreign currency risk
implicit in these arrangements.
Deposits of surplus cash resources are only made with banks with high credit ratings.
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its
financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to
managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Company's financial results. The payment of interest income by REAH to the Company is always agreed and
timed to be several days in advance of the date the interest on the sterling notes is due. The Company can also request
additional funds from REAH if required.
Liquidity is monitored by the preparation of projections incorporating cash flow forecasts which cover the period in
which the liabilities will fall due at group level and at Company level (see also Credit risk). Consideration of
possible on-going impacts of Covid-19 on the Company is taken into account by regular communications with REAH.
Cash flow risk relates to the risk that cash flows are unable to cover payments as they fall due. Month by month cash
flow projections are prepared by the Company for a minimum period of 12 months and include interest receipts and
Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange
rates. Currency risk arises when future commercial transactions and recognised assets and liabilities are denominated
in a currency that is not the Company's measurement currency.
1.1 Management board report (continued)
As the Company's financial instruments and significant transactions are in pounds sterling, the currency risk is low,
exchange differences arise on the EUR and USD balances which are significantly smaller than the pounds sterling
balances. The exchange result for 2020 was a GBP20,560 loss and a there was a GBP5,510 gain in 2019.
Interest rate risk
The Company's interest rate risk is the risk which relates to the interest percentages used for the sterling notes and
loan to the parent company. The interest receivable on the loan is based on a formula from which the Company derives a
fixed margin over the cost of funding. This margin was determined by an independent adviser by applying the CAPM method
to determine the remuneration for the Company's equity at risk. The TNMM cost plus method determined the profit
remuneration on the financial services performed by the Company. The economic analysis showed that a gross financing
margin of 25.7 basis points could be considered in line with market conditions for the Company's financing activities.
Since the interest rate on the notes as well as the loan is fixed and the Company earns a margin on the loan, the
interest rate risk is considered to be limited.
Governance and internal control
In August 2008 the Dutch Act on the Supervision of Accounting Firms (Wet Toezicht Accountantsorganisaties) ("ASAF") was
amended. This resulted in a wider definition of a public interest entity (organisatie van openbaar belang) ("PIE"). All
Dutch entities which have issued listed debt are now considered to be PIEs. In addition, on 8 August 2008, an
implementing regulation (algemene maatregel van bestuur) ("IR") came into force in the Netherlands, enacting Article 41
of European Directive no. 2006/43/EG (the "ED"), regarding legislative supervision of annual reports and consolidated
financial statements. This IR obliges all PIEs to establish an audit committee ("AC").
The AC is formed by non-executive members of REAH's board of directors. Because the Company falls within the
definition of a PIE, it is in principle obliged to establish an AC. However, the ED provides certain exemptions for
establishing an AC, including if the parent company has an AC that applies Directive 2006/43 / EC and Regulation 537/
2014. This AC must also supervise the Company in terms of the elements referred to in article 2 paragraph of the
Besluit instelling auditcommissie. The Company applies such exemption and REAH's AC supervises the Company pursuant to
its terms of reference in accordance with the ED. Management considers, therefore, that it is not in the best
interests of the Company to establish an AC at the level of the Company nor has it taken steps to do so.
The AC supervises the internal audit function for the REAH group and its subsidiaries, which forms a key component of
the control systems, and keeps the systems of financial, operational and compliance controls generally under review.
Any deficiencies identified are drawn to the attention of the REAH board. The AC is satisfied that the group's systems
are effective and sufficient for their purpose.
The United Kingdom left the European Union ("EU") on 31 January 2020 with the transition period ending on 31 December
2020, during which period all EU regulations continued to apply as previously. The European Union (Withdrawal) Act 2018
(as amended 2020) ends the supremacy of EU law in the United Kingdom and converts most EU law into UK legislation with
effect from 1 January 2021. Therefore, no changes are expected to the AC regulations above.
1.1 Management board report (continued)
The management board and the AC have deemed the Company to be an Organisatie van Openbaar Belang ("OOB") entity up to
and including the year ended 31 December 2020.
The total management remuneration for the year 2020 (included within Administrative costs) amounts to GBP2,643 (EUR
3,025). Apex received no management remuneration during 2019 as another service company was engaged, Alter Domus/Corfas
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