equensWorldline SE Germany

equensWorldline SE Germany

Frankfurt am Main

Befreiender Jahresabschluss zum Geschäftsjahr vom 01.01.2023 bis zum 31.12.2023

equensWorldline SE

Utrecht/Niederlande

Annual Report 2023

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Board equensWorldline SE

Report of the Board of Directors

The strategic aim of the Company is to design, deliver and operate leading digital payment and transactional solutions for financial institutions, communities of banks and non-bank payment service providers in an everchanging payments landscape.

Introduction

equensWorldline SE's (hereinafter referred to as equensWorldline or the Company) mission is to provide world-class digital payment and transactional solutions for its clients in an ever-changing payments landscape.

Within the Worldline Group, the Company is active in the Global Business Line Financial Services and focuses on the provision of modern digital payment solutions that help its clients to meet their customers' needs.

Various group companies, notably within the global business line Merchant Services, are important customers for the Company. Financial- and Credit institutions, communities of banks, payment institutions, e-money institutions and non-bank payment service providers trust their services to equensWorldline. Key clients of equensWorldline include major financial institutions such as ING, OP Bank, BNP Paribas, Commerzbank, Credit Agricole and UniCredit.

equensWorldline offers core payment processing services for account payments, issuing and acquiring processing and alternative payment methods. In addition, the Company provides many value-added services like identification & authentication services, fraud detection and prevention services, digital engagement services, digital payments solutions as well as certain software licenses and market infrastructure solutions. The Company has a pan-European reach with local offices in numerous European countries, including Finland, France, Germany, Benelux and Italy.

The payments industry is experiencing significant transformation, mainly driven by emerging technologies, fast-changing customer expectations and behaviours, regulation and a competitive landscape characterized by a continuous influx of new payment service providers with innovative business models. Digital is now the preferred touchpoint for most payers and payees as they want to be able to immediately initiate and receive payments in any context and through any channel at any time. As a result, the payment mix is moving away from cash and checks towards digital payment solutions including (virtual) cards, instant payments and digital currencies. At the same time, the European Union is encouraging the harmonization of payment transactions across fragmented European domestic markets and creating a regulatory level playing field while ensuring consumer protection. Market players are repositioning themselves by transforming their business and operating models, to grab revenue opportunities and to mitigate risks and fraud threats.

The year 2023 became once again a super challenging year for the world. The invasion in Ukraine, trade wars, supply chain disruptions and climate change challenges led to increasing geopolitical tension. Consumer pessimism intensified in the face of the energy crisis and in many regions of the world inflation reached levels not seen for decades. Many payments companies have been greatly affected by changes in these macroeconomic conditions and investor expectations.

Although the economic headwinds put pressure on the financials of the Company, the Board of Directors considers 2023 as yet another successful year for equensWorldline. The company delivered a sustainable business and financial performance in terms of growth, profitability and quality of services.

The Company will continue to invest intensively in new and innovative solutions that will provide clients with services, products and solutions to make and receive payments seamlessly, securely and efficiently. By leveraging its modular digital payments portfolio, European reach & presence and unrivalled scale, the Company is fully geared towards building an agile, tech & product-led digital payment factory, preferred by customers and talents.

More information concerning the Company, such as financial information, AMF regulated information, corporate governance or corporate responsibility & sustainability, is available on the website of Worldline worldline.com.

Governance

The Company is owned by Worldline SA (59,00%), Worldline N.V./SA (23,03%), Worldline Luxembourg SA (0,14%) and Worldline Germany GmbH (17,82%) and as such, the Company applies to all relevant Worldline group policies and applicable internal controls. In 2023 the share of Worldline Germany Gmbh increased due to the asset purchase transaction of Worldline Germany Gmbh, see note 32.

The Board of Directors of the Company consisted in 2023 of three members of Worldline Financial Services Management Board (M. Steinbach, A. Baroni, R. Fourel). As per 21 February 2023 Mr Steinbach stepped down as CEO of the Company. Mr Baroni has replaced him since. As per 4 May 2023 Mr Brand joined the BoD as CBDO.

Compliance

Compliance with laws, rules and regulations and international standards has become extremely important in today's business world. equensWorldline SE regards compliance as an integral part of the corporate culture and expects that all equensWorldline's employees take responsibility and commit to the compliance principles. Based on the role as critical infrastructure, equensWorldline SE is supervised by national and European oversight authorities. In Belgium equensWorldline SE is supervised by the National Bank of Belgium (NBB) because equensWorldline is an important processor of payment transactions. The supervision is done in accordance with the Act on Processors. The equensWorldline Clearing and Settlement Mechanism (CSM) is also under oversight by the Euro system, which comprises the European Central Bank and the national central banks of the member states whose currency is the euro. The supervision (formally via equensWorldline N.V.) is performed by the Dutch National Bank on behalf of the Euro system.

equensWorldline has policies in place regarding corruption, bribery and human rights. The main policy is the code of ethics. Several items are addressed in this document, such as business integrity and Individual integrity. We conduct our activities in a socially responsible manner. In this respect, we observe the laws of the countries in which we operate; we respect the International Declaration of Human Rights in line with the legitimate role of business and give proper regard to health and safety of our employees and our community. We will be resolute in upholding human rights in everything we do and will not tolerate discrimination in others. Ignorance and inaction do not constitute excuses for discrimination. We will make every endeavour to be fully aware of human rights issues and foster respect and equality for all. Further, we have focussed on equal rights for women and executed several checks to investigate the remuneration of woman in equensWorldline. Overall, the outcome was in general positive.

We realise to be a link in a chain. For this reason, we ask our suppliers to act according to the International Declaration of Human rights, labour rights, health and safety of their own employees and communities. The key elements to improve our ecological footprint are:

Diversity and Dutch Gender Balance Act

Worldline recognizes the importance and added value of diverse composition in every area of the company. Within Worldline the Gender Equity Policy for Recruitment is applicable. This policy provides an internal guidance on how Worldline aims to integrate men and women equally in its sourcing and talent acquisition processes.

The Gender Equity Policy contains our mission to recognize and respond effectively to the diversity of staff members; communicate the value of women in leadership roles; promote equality in internal mobility; actively seek input on the needs of women staff members and develop and coordinate specific programs to give effect to the Gender Equity Policy. The Gender Equity Policy contains among others the principle to have at least one female in each shortlist, to work with gender neutral and transparent recruitment and selection procedures, and to carefully monitor internal and external hiring progress for equal opportunities for males and females. The Gender Equity Policy and Worldline TRUST 2025 program have set a female hiring target of 35% for 2025.

Worldline has implemented the Dutch Gender Balance Act which entered into force on the 1st of January 2022. During 2023 Worldline applied the Gender Equity Policy. In 2023 there have been insufficient vacancies and/or suitable female candidates to already achieve the 35% target for all Board of Directors (BoD), Supervisory Board (SB) and Senior Management.

On the 31st of December 2023 within equensWorldline SE all of the three BoD members were male. There is no SB. Senior Management (FSMB) consisted of 8 members, 3 out of 8 members are female (37,5%). The first step for the BoD is to strive to appoint a woman when there is a vacancy in this board. Therefore the Company will apply the Gender Equity Policy and strive to the identification and nomination of a female candidate for this position. In 2023 the CEO left the company and was succeeded by the Deputy CEO. They are both male. Furthermore a new male CBDO was appointed to the BoD. He was already a member of the FSMB as CBDO. Based on his knowledge and experience he was the most suitable candidate for this BoD position. FSMB still meets the target of 35% women. In case of vacancies, the Company will continue to apply the Gender Equity Policy to maintain the percentage of 37,5% female, or to give women equal opportunities in the event of the departure of a man, as a result of which the percentage of women can increase further.

Risk management

Risk Management Framework

The Risk Management Framework of equensWorldline SE is based on ISO 31000 and COSO ERM. The Risk Management Framework of equensWorldline is aligned with that of Worldline. With respect all services provided by equensWorldline SE to equensWorldline N.V. and her customers the risk management framework of equensWorldline N.V. is respected.

As an innovative and competitive Company striving to enhance customer value in a dynamic environment, equensWorldline SE faces many risks. In order to reach our ambition to be the enabler for flawless and efficient payments, we manage risks as well as opportunities potentially impacting the achievement of our objectives in a professional way.

equensWorldline SE attaches great importance to enterprise risk management as an effective management instrument. Risk management enables decision makers to proactively anticipate on opportunities and threats caused by current and future uncertainties. Better understanding risk is the first step in protecting equensWorldline SE against the occurrence and impact of risks, minimizing losses of incidents and optimally benefiting from opportunities.

Well-functioning information security, risk management, business continuity and compliance are for equensWorldline important critical success factors.

Risk profile

equensWorldline SE's risk profile is clearly tilted towards operational risks, commensurate to the nature of activities of equensWorldline SE. Risks that threaten the safety, stability and efficiency in payment systems are not acceptable to equensWorldline SE. equensWorldline SE's risk appetite is expressed in a heat map, risk appetite statements and risk tolerances.

equensWorldline SE uses impact and likelihood scales as expressed in the risk appetite to analyze risks. All analyzed risks are evaluated against the heat map and acted upon accordingly. Risk metrics are defined for each risk category in the risk appetite. Risk metrics are measured and reported on a quarterly basis.

Top risks

equensWorldline SE is in a world of constant change. These developments need a constant attention on how these changes may affect the achievement of equensWorldline SE strategic objectives. Frequently, potential threats are identified and analyzed taking the equensWorldline SE risk appetite into account.

The identified top risks are related to:

Risk domains

equensWorldline SE uses the risk categorization of Worldline. There are five risk categories whereby for each risk category principal risks have been defined.

Though risks are always registered in one risk register with single risk ownership, the transversal nature of risks is made visible by labeling individual risks. The risk register risk fields ensure risks are analyzed from multiple perspectives as they provide information about the impacted (e.g.) entity, process name, phase of the contract life cycle, impact types etc. These risk labels make it possible to analyze the multidimensional aspects of risks.

Information Security and Cyber Resilience

Within the Company's Quality, Security, Risk and Compliance function, a specialized team Information Security is dedicated to prevent, monitor and combat cyber hazards. To ensure the selection, implementation and functioning of security controls to protect information assets, equensWorldline adopts and is certified according to the standard ISO 27001 in the Netherlands, Germany, Finland, Italy and France.

The Payment Card Industry Data Security Standard (PCI DSS) strives to ensure the security of credit and debit card transactions and to protect cardholders against misuse of their personal card information. PCI DSS provides a baseline of technical and operational requirements designed to protect account data. The requirements address the topics of policies, user authentication, firewalls, antivirus, protection of cardholder data during storage and transmission e.g., by using encryption, physical access to cardholder data, secure programming, patch management and vulnerability testing. equensWorldline is PCI DSS certified for its acquiring, issuing and hosting activities.

Worldline's Cyber Resilience Strategy is based on the "Guidance on cyber resilience for financial market infrastructures" (Bank for International Settlements, BIS-International Organization of Security Commissions, IOSCO) and the "Framework for Improving Critical Infrastructure Cyber Security" of the National Institute of Standards and Technology (NIST). Utilizing these frameworks assures equensWorldline is continuously improving its resilience against cyber-attacks.

Business Continuity Management

As a systematic and regulated service provider in multiple jurisdictions, clients depend on Worldline to ensure its operational excellence and resiliency for its services.

The equensWorldline Business Continuity Management System (BCMS) is therefore an integral part of the Worldline company-wide risk management policy. The BCMS is a framework for building organizational resilience with the capability for an effective response to incidents or disruptions.

In practice, the process involves managing the recovery or continuation of business activities in the event of a disruption via the implementation of risk mitigating measures and procedures for the prevention of (as well as timely resolution of) disruptions. For service level agreements between equensWorldline and its clients, this entails ensuring Recovery Time Objectives and Recovery Point Objectives (loss of service and loss of data)

The BCMS is designed to comply with national regulatory frameworks and conforms to the ISO 22301 standard. The BCMS is also subject to regular internal audits, external audits and an annual ISO 22301 certification encompassing the governing policies, business continuity policies, business continuity plans, procedures and testing. These controls ensure the continuous adequacy, suitability and effectiveness of the equensWorldline BCMS.

Three lines

equensWorldline follows the three line model. The first line is responsible for implementing, monitoring and reporting on risk, compliance, internal controls, security and business continuity. The second line supports the Business and provides management assurance. Key activities are developing the policies, monitor and report about the implementation and raise awareness on these topics. The third line provides independent assurance on the effectiveness of the first and second line.

Risk Management supports the organization in performing activities of the risk management process (e.g., facilitating risk identification and analysis), monitoring and reporting and provides risk intelligence. To assure risk assessment results meet the requirements, Corporate Risk Managers provide mandatory quality assurance review on the risk analysis. Further, they inform the BoD and Division Managers about risk information and challenge, support and advise management.

Internal Audit provides audit opinions on the effectiveness of the 1st and 2nd line. The effectiveness is assessed by reviewing risk control activities performed by the 1st and 2nd line and performing autonomous and independent audit and review assignments on operational processes, systems and infrastructure as well as (strategic) programs and changes.

For further disclosures of equensWorldline's financial risk management, we refer to note 29(b) of the company financial statements.

Financial

General

The equensWorldline business combination, effected in 2016, is classified as a reverse acquisition. The company financial statements represent the view of Equens legally acquiring the FPL business of Worldline.

equensWorldline has applied the intermediate holding exemption (under IFRS and Dutch company law) for preparing consolidated accounts in its statutory annual report and only includes company financial statements, no consolidated financial statements.

The de-merger of equensWorldline N.V. as per 1 January 2021 has impacted the company statement of financial position and the company statement of profit and loss since then. Assets and liabilities were transferred from the Company to equensWorldline N.V. as per 1 January 2021 for an amount of EUR 13.0 million, for which an investment in subsidiary was recognized, valued at cost price. All external revenues in the Netherlands are recognized in the subsidiary. equensWorldline SE re-invoiced in 2023 an amount of EUR 78.7 million (2022: EUR 87.9 million) for providing outsourced services for equensWorldline N.V., recognized as other services in the revenue.

On a consolidated level of Worldline SA and equensWorldline SE the de-merger has no financial impact. However, due to the application of the intermediate holding exemption for preparing consolidated accounts, this annual report only includes company financial statements, no consolidated financial statements.

The Company financial statements for 2022 and 2023 comprise the following entities:

The net cash position including bank overdrafts at year end 2023, adjusted for third party cash in transit, amounted to EUR 247 million (2022: EUR 304 million). An amount of EUR 35 million (2022: EUR 35 million) of the cash and cash equivalents is considered as cash in transit, as a result of the credit card operations in Germany (since there is a direct, short-term liability to pay out these amounts to the card schemes). The cash in transit is not freely available for equensWorldline SE.

The capital structure is strong with high liquidity, very limited structural external debt and equity averaging at 66% (2022: 67%) of our statement of financial position totals adjusted for the third party related assets and liabilities.

Commercial activity remained stable in 2023. The Company achieved a contribution margin of EUR 709 million (2022: EUR 718 million), a decrease of 1.3%. The operating margin of the Company amounted to EUR 83 million (2022: EUR 108 million) and the operating income amounted to EUR 27 million (2022: EUR 55 million).

The increase in the total personnel expenses of EUR 53 million to an amount of EUR 365 million is mainly due to high inflation in the Euro zone in the year 2023 resulting in salary increases. The number of internal personnel decreased to a total of 3,290 internal FTEs as per 31 December 2023 (-205 FTEs).

The non-personnel operating expenses in 2023 decreased by EUR 38 million compared to 2022 to an amount of EUR 261 million, mainly due to substantial lower subcontracting costs (EUR - 21 million), lower outsourced services (EUR - 27 million), higher internally capitalized development costs (EUR - 7 million) and professional fees (EUR - 3 million), offset by, amongst others, higher depreciation and amortization costs (EUR + 12 million) and higher other cost (EUR + 10 million).

The number of external personnel decreased to a total of 868 external FTEs as per 31 December 2023 (-238 FTEs), mainly linked to reduction of external personnel in Belgium and France.

Just like 2022 the result was impacted by material other operating income and expenses. They represent a net expense of EUR 56 million in 2023 (2022: EUR 53 million). These expenses relate mainly to integration expenses with Worldline Group (including related asset amortization), restructuring expenses and expenses for share-based compensations.

Integration and acquisition costs reached EUR 20 million (2022: EUR 12 million) and corresponded mainly to integration costs as a result from the asset deal between equensworldline Belgium and Ingenico Belgium BV for the acquisition of the Adyton business, as well as synergy projects resulting from the acquisition of Six Payment Services (SPS) by Worldline Group in 2018 and new organization optimization implemented following the various integrations. In 2022 as well as in 2023 the consolidation costs accelerated due to the nature of the current projects phase (realisation).

The 2023 customer relationships amortization expense of EUR 17 million (2022: EUR 21 million) corresponds to the portion of the acquisition price allocated to the value of the customer relationship brought by Worldline entities in the business combination of 2016 as well as to earlier business combinations.

Staff lay-offs and associated non-recurring severance costs amounted to EUR 12 million in 2023 (2022: EUR 7 million). A number of staff became redundant and are entitled to receive severance payments according to the social plans which are in place. The personnel restructuring expenses have been estimated per staff member, based on applicable arrangements.

No impairments were recognized during the years 2022 and 2023.

EUR 3.8 million expenses for equity-based compensation are related to 2020-2023 free share and stock option plans (2022: EUR 3.9 million). These plans promise shares in Worldline SA, who has granted rights to its equity instruments for a limited group of employees of equensWorldline.

The total income tax rate in the year 2023 is approximately 78% (2022: appr. 16%) of the results from continuing operations before taxation, which is substantially higher than the Company's domestic tax rate. Negative result from the asset purchase transaction of Worldline Germany Gmbh and the acquisition of the Adyton business from Ingenico in Belgium and recognition of tax losses in Germany related to prior years caused the deviation from the nominal income tax percentage in the Netherlands in 2023.

Financial risks

The Company's activities are exposed to a range of potential risks. The Company's risk management policies and organisational structure are designed to ensure that these risks are continuously identified, analysed, measured, monitored and managed. equensWorldline uses standardised risk taxonomy to classify the main types of risks into operational risk, credit risk, liquidity risk and market risk. Several procedures and processes are in place to minimise any identified risks. E.g., in order to reduce exposure to credit risk, the Company evaluates the financial conditions of its customers and has appropriate payment terms and credit limits in place. Besides this, the exposure to credit risk is monitored on a frequent basis and normal credit management procedures are in place like dunning cycles and escalation procedures.

Regarding investments in cash and cash equivalents the Company focuses on managing the concentration of financial counterparty risks. The Company applies with the group treasury policy as set out by Worldline.

Also, the Company is covered for a range of different kinds of losses by insurance policies in the areas of property damage, business interruption, general and product liability, transport, fraud and directors' and officers' liability. For most policies deductibles are in place.

Outlook

In the coming year, we anticipate that geopolitical and macro-economic uncertainties will continue to play an important role in the financial world. These unpredictable times can have a significant impact on people, organizations, economies and societies. In 2023 inflation and interest rates increased significantly and concerns emerged related to the availability of energy. This also caused concerns about the overall state of the economy. It is very uncertain how the current macro-economic situation will evolve and we will continue to closely monitor and evaluate the potential impact on our solvency, liquidity and business operations.

The overall profitability of the Company remained stable throughout 2023 and this is to a large extent the result of an underlying stable financial model. Taking into account the strong cash position, the limited exposure and our ability to implement adequate mitigation measures, we are more than confident that equensWorldline's financial business continuity is ensured.

From a business point of view, the Board of Directors of equensWorldline expects the coming years to remain challenging for the financial industry and the payments industry in particular. Obviously, the mentioned macro-economic and geopolitical uncertainties will have an impact. In addition, changes in the industry will continue to be driven by changes in consumer behaviour, acceleration of new technologies and innovation, new regulations as well as increasing competition and the emergence of new business models. These market trends create both opportunities and threats for companies in the payments industry.

The service portfolio we offer to clients will continue to cover the full payments and cards value chains, including both the traditional as well as new and innovative payment services. The competitive strength of the Company will be based on, among other things, the ability to deliver new and innovative services to the market at a compelling price and time to market. In order to maintain and utilize this ability, the Global Business Line Financial Services of Worldline Group plans to substantially invest again in research and development projects.

The continuity and stability of processing existing and future payment/card transactions on a day-to-day basis will continue to have the highest priority. It is a precondition to achieve the above-described strategic aim of equensWorldline ("our license to operate"). In addition, we will ensure an ongoing focus on revenues, costs and margins to further improve the performance of the Company.

In closing

Dutch company law requires that the Company's financial statements give a true and fair view per the reporting date. Responsibility for the financial information lies with the Board of Directors of the Company. We as Board of Directors are confident that we have implemented an adequate financial reporting system inclusive of adequate processes and internal controls that have achieved the aforementioned objectives. The Company has established and maintains a comprehensive system of internal control measures designed to ensure transactions are executed as authorised and financial reporting is accurate and reliable.

We would like to thank our staff for all their efforts and dedication. A great deal is expected of them regarding the continued expansion and internationalisation of equensWorldline Company. Our confidence in the future is strongly based on their efforts and qualities. We also would like to thank the members of the works councils for their constructive dialogue in this important time for the organisation. Furthermore, we would like to thank our shareholder for challenging and supporting equensWorldline on its path to stay the leading European payments processor.

equensWorldline SE

Company financial statements

31 December 2023

Company statement of financial position
For the year ended

The notes to the company financial statements are an integral part of these company financial statements.

Company statement of profit or loss and other comprehensive income
For the period

The notes to the company financial statements are an integral part of these company financial statements.

The total comprehensive result for 2023 as well as for 2022 is entirely attributable to the holders of ordinary shares in the Company.

Company statement of changes in equity

The notes to the company financial statements are an integral part of these company financial statements.

Company statement of changes in equity (continued)

The notes to the company financial statements are an integral part of these company financial statements.

Company statement of cash flows
For the year ended 31 December

The notes to the company financial statements are an integral part of these company financial statements.

Company statement of cash flows (continued)
For the year ended 31 December

The notes to the company financial statements are an integral part of these company financial statements.

Notes to the company financial statements

1. Reporting entity

equensWorldline SE (the 'Company') is a company domiciled in the Netherlands. The address of the Company's registered office is Eendrachtlaan 315, Utrecht, the Netherlands (registration number Chamber of Commerce 3022.0519). The Company is primarily involved in providing payments and cards services in the market for payments and cards processing.

By notarial deed of 30 September 2016, Worldline SA and some of its subsidiaries contributed their European Financial Processing activities (FP) into Equens SE. In return, Equens SE issued shares to the new shareholder Worldline SA. As per 30 September 2016 the new combination changed its name into equensWorldline SE.

Worldline SA has acquired in September 2019 (by exercising a call option) the 36.4% remaining minority stakes in equensWorldline, constituting the final step of the Equens acquisition initiated in 2016. Worldline is the sole owner of equensWorldline as of that date.

The wholly owned subsidiaries disclosed in note 31 held by the Company are taken up within the consolidated financial statements of Worldline SA, a public limited company under French law whose registered office is located at Tour Voltaire, 1 place des degrés, CS 81162, 92059 Paris la Défense Cedex, France. Under the exemption provided by paragraph 4 (a) of IFRS 10, as well as by article 408 of Book 2 of the Netherlands Civil Code, equensWorldline SE does not prepare consolidated financial statements and, in lieu thereof, files with the Registry of Commerce and Companies of Pontoise under the reference '378 901 946 RCS Pontoise' the audited annual group financial statements of Worldline SA.

2. Basis of accounting

These company financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union (EU) and with the statutory provisions of Part 9, Book 2 of the Netherlands Civil Code. They were authorised for issue by the Board of Directors on 18 June 2024.

Changes in significant accounting policies

Except for new standards and amendments effective for the periods beginning as of 1 January 2023, the accounting policies applied in these company financial statements are the same as those applied in the company financial statements as per and for the year ended 31 December 2022.

As of 1 January 2023, the Company applied the following standards, interpretations and amendments that had no material impact on the company financial statements:

The Company has not early adopted new or amended standards in preparing these company financial statements that are effective for annual periods beginning after 1 January 2023 and earlier application is permitted.

Management is more than confident that equensWorldline's financial business continuity is ensured. The financial statements are therefore prepared using the going concern basis of accounting.

Details of the Company's accounting policies, including changes during the year, are included in note 39.

3. Functional and presentation currency

These company financial statements are presented in euro, which is the Company's functional currency. All financial information presented in euro has been rounded to the nearest thousand, unless otherwise indicated.

4. Use of judgements and estimates

In preparing these company financial statements in conformity with IFRS, management has made judgements, estimates and assumptions that affect the application of the Company's accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an on-going basis. Revisions to estimates are recognized prospectively.

Judgements, assumptions and estimation uncertainties

Information about judgements in applying accounting policies and information about assumptions and estimation uncertainties that have the most significant impact on the amounts recognized in the company financial statements are included in the following notes:

(i) Measurement of fair values

A number of the Company's accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. Significant valuation issues are reported to the management of the Worldline Group.

When measuring the fair value of an asset or a liability, the Company uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Fair values have been determined for measurement and/or disclosure purposes based on the following methods. Where applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

Equity-based compensation

Equity-based compensations (stocks options) are measured at fair value at the grant date using the binomial option-pricing model. Changes in the fair value of options - taking into account assumptions such as personnel turnover and fulfilment of performance conditions - after the grant date have no impact on the initial valuation.

Property, plant and equipment

The fair value of property, plant and equipment recognized as a result of a business combination is the estimated amount for which property could be exchanged on the acquisition date between a willing buyer and a willing seller in an arm's length transaction after proper marketing wherein the parties had each acted knowledgeably. The fair value of items of plant, equipment, fixtures and fittings is based on the market approach and cost approaches using quoted market prices for similar items when available and depreciated replacement cost when appropriate. Depreciated replacement cost reflects adjustments for physical deterioration as well as functional and economic obsolescence.

Intangible assets and goodwill

The value in use of customer contracts, customer relations and brands acquired in business combinations is based on the discounted cash flows expected to be derived from the use of these intangible assets.

Fair value, for determining the fair value less cost to sell for impairment testing, is the price that would be received if the CGU would be sold in an orderly transaction in the principal (or most advantageous) market at measurement date under current market conditions regardless of whether that price is directly observable or estimated using another estimation technique. A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use. Highest and best use takes into account the use that is physically possible, legally permissible and financially feasible.

Equity and debt securities

The fair value of financial assets at fair value through profit or loss and available-for-sale financial assets is determined by reference to their quoted closing bid price at the reporting date.

Trade and other receivables

The fair values of trade and other receivables, excluding development work in progress, are estimated at the present value of future cash flows, discounted at the market rate of interest at the measurement date. Shortterm receivables with no stated interest rate are measured at the original invoice amount if the effect of discounting is immaterial. Fair value is determined at initial recognition and, for disclosure purposes, at each annual reporting date.

Non-derivative financial liabilities

Non-derivative financial liabilities are measured at fair value, at initial recognition and for disclosure purposes, at each annual reporting date. Fair value is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the measurement date.

For finance leases the market rate of interest is determined with reference to similar lease agreements.

5. Revenue / contribution margin
See accounting policies in notes 39(d) and (n)

Total revenue decreased in 2023 by EUR 7.2 million compared to 2022, a decrease of 1.0%.

The Company has realised approximately 14% of its revenues in 2023 with related parties, see note 35 (2022: 18%).

The revenues in 2023 amounting to EUR 745.6 million are related to the following business lines:

Since the de-merger of EquensWorldline N.V. as per 1 January 2021, all external revenues in the Netherlands are recognized in the subsidiary. The other services consist of the revenues regarding the providing of outsourced services for the subsidiary equensWorldline N.V. An amount of EUR 77.9 million (2022: EUR 87.9 million) has been re-invoiced from equensWorldline SE to equensWorldline N.V. during 2023, recognized as revenues - other services. The calculation of the reinvoicing is based on the revenue of the subsidiary plus an additional charge for operational functions like Risk and Compliancy, Finance etc.

We refer to the annual report 2023 of equensWorldline N.V. for insight in the revenue in the Netherlands which are transferred to the subsidiary.

Main performance obligations and their satisfaction

equensWorldline contracts with its financial industry customers tend to be highly customized. At contract conception, the distinct performance obligations are determined and assessed. The most common performance obligation and their satisfaction can be summarized as shown in the below table.

6. Non-personnel operating expenses

The non-personnel operating expenses in 2023 decreased by EUR 38.6 million compared to 2022, mainly due to substantial lower subcontracting costs (EUR - 21.2 million), lower outsourced services (EUR -27.7 million) and higher internally capitalized development costs (EUR - 6.7 million), offset by, amongst others, higher depreciation and amortization costs (EUR + 12.0 million) and higher other costs (EUR + 10.3 million).

The operating expenses include expenses made for development projects and software development. Next to other investments in tangible and intangible assets, equensWorldline has substantially invested in 2023 in its target platforms in order to on-board new customers for the wide range of its product and service portfolio, optimize internal processes and to develop new innovative services.

The total research and development expenditure, mainly consisting of internal and external personnel, IT consultancy and system integrator expenses, are partly capitalized (EUR 37.2 million in 2023, 2022: EUR 30.6 million, see note 14) to the extent that they meet the IAS 38 criteria, or charged to clients. The development expenses net of capitalization and charges to the clients are recognized as operating expenses (personnel as well as non-personnel operating expenses) in the statement of profit or loss.

7. Other operating income and expenses

Other operating income and expenses relate mainly to rationalization and integration expenses with Worldline (including related asset amortization), restructuring expenses and expenses for share-based compensations.

They represent a net expense of EUR 56.0 million in 2023 (2022: EUR 53.0 million).

The following table presents this amount by nature:

The expenses of staff lay-offs and associated non-recurring severance costs amounted to EUR 12.1 million in 2023 (2022: EUR 7.4 million). The personnel restructuring expenses have been estimated per staff member, based on applicable arrangements.

Integration and acquisition costs reached EUR 19.5 million in 2023 (2022: EUR 11.7 million) and corresponded mainly to the acquisition of the Adyton business from Ingenico Belgium, as well as synergy projects resulting from the acquisition of SPS by Worldline Group in 2018 and new organization optimization implemented following the various integrations. In the years 2022 and 2023 the consolidation costs accelerated due to the nature of the current projects phase (realisation).

The 2023 customer relationships amortization expense of EUR 16.6 million corresponds to the portion of the acquisition price allocated to the value of the customer relationship brought by the Worldline FPL entities in the business combination of 2016.

No impairments were recognized during the years 2023 and 2022.

(a) Equity-based compensation

The EUR 3.8 million expenses recorded within "other operating income and expenses" for equity-based compensation is related to the free share plans over the years 2020 - 2023. Since 2017, just after the 2016 Worldline - Equens business combination, Worldline SA, the Company's parent, has granted rights to its equity instruments for a limited group of employees of equensWorldline. These plans promise shares in Worldline SA and vest after 3 years.

Performance share plans

Rules governing the free share plans are as follows:

For all ongoing significant free share plans, financial performance criteria are representing 80% of performance criteria conditioning the total vesting. The remaining 20% relate to Corporate Social Responsibility criteria.

The vesting period varies according to the plans rules but never exceeds 3.5 years.

The number of shares to be vested is subject to the achievement of internal performance conditions, based on the elasticity curves defined for each performance criterion. In any case, the average acquisition rate is limited to 100%.

For these plans, there is no lock-up period once the free shares are definitively vested.

All performance shares plans give the right to Worldline shares delivery.

Worldline has implemented two new performance shares plans on June 8, 2023, and July 25, 2023.

The plans impacting the 2023 charge for EUR 3.8 million (2022: EUR 3.8 million) are detailed as follows:

Stock option plans

Rules governing the stock options plans are as follows:

For all ongoing stock-option plans, financial performance criteria are representing 80% of performance criteria conditioning the total vesting. The remaining 20% of the performance criteria conditioning the total vesting are relating to Corporate Social Responsibility.

The vesting period varies according to the plans rules but never exceeds 3.5 years.

The number of options to be vested is subject to the achievement of internal and external performance conditions, based on the elasticity curves defined for each criterion. In any case, the average acquisition rate is limited to 100%.

The option expiration date never exceeds 10 years after the grant date.

The exercise of the option is equity-settled.

The Company recognized a total expense of EUR 6 thousand on stock options during 2023, detailed as follows:

8. Net finance result

See accounting policies in notes 39(b), (i) and (q)

Net financial result, amounting to EUR 0.5 million (2022: EUR - 3.0 million) is mainly impacted by the cost of a parental guarantee in Germany, charged by Worldline SA, for an amount of EUR 1.5 million (2022: EUR 1.5 million), recognized in the other financial expenses. Furthermore, non-operational pension financial costs of EUR 2.7 million were recognized. The pension financial costs represent the difference between interest costs on defined benefit obligations and the interest income on plan assets for plans which are funded.

9. Dividend received from subsidiaries

In 2023 the Company received dividends from its subsidiaries equensWorldline N.V. of EUR 1.8 million and DZ Service GmbH of EUR 1.1 million (2022: EUR 1.8 million from equensWorldline N.V., EUR 1.5 million from DZ Service GmbH and Mantis SAS of EUR 0.4 million).

10. Other employee benefits

See accounting policies in notes 39(g)

(a) Defined benefit obligations

The defined benefit obligation relates to different pension schemes in several countries. The net total liability amount recognized in the equensWorldline statement of financial position in respect of these pension plans and other long-term benefits plans amounts to EUR 87.1 million at 31 December 2023 (2022: EUR 68.0 million). This net total liability is the difference of a total defined benefit obligation of EUR 153.3 million and a total fair value of plan assets of EUR 66.2 million. The increase in the total net liability is mainly due to changes in used actuarial assumptions and the asset purchase transaction in Germany.

In the Netherlands the collectively defined contribution scheme is for some groups of former employees extended with a supplementary health insurance premium contribution which has been classified as a defined benefit commitment.

In Germany, the majority of obligations flow from two defined benefit pension plans, applicable for a limited group of employees, which are closed to new entrants. The plans are subject to the German regulatory framework and include compulsory insolvency insurance (PSV). One plan is partially funded via an insurance company for which the investment strategy is set by the insurance company. The other plan is funded in a CTA (a dedicated trust fund for equensWorldline) for which the investment strategy is set by the Company and executed by a third-party investment manager. Additionally, some individual pension agreements exist and a restructuring provision and provision for pension in Germany are reclassed from other liabilities (EUR 4.8 million). As a result of the asset purchase transaction a new plan is added in 2023.

The Company's permanent establishment in Italy recognises an obligation for employee severance pay (TFR), concerning a severance indemnity as provided for by the Italian civil code. Furthermore, an early retirement plan, agreed with the Unions in Italy, is recognised.

In Belgium, the majority of obligations flow from a defined benefit pension plan which is closed to new entrants. The plan is subject to the Belgian regulatory framework where funding requirements are based on a 6% discount rate and prescribed mortality statistics. In case of underfunding, a deficit must be supplemented immediately. The plan is insured with a professional insurance company. The investment strategy is set by the insurance company.

In France, the obligations flow from a defined benefit retirement indemnity plan. There is no funding requirement; benefits are paid directly by the employer.

These defined benefit plans expose the Company to actuarial risks, such as longevity risk, currency risk, interest rate risk and market (investment) risk.

equensWorldline recognized all actuarial gains and losses and asset ceiling effects generated in the period in other comprehensive income.

Actuarial assumptions

equensWorldline obligations are valued by independent actuaries, based on assumptions that are periodically updated. These assumptions are set out in the table below:

The inflation assumption is used for estimating the impact of indexation of pensions in payment or salary inflation based on the various rules of each plan.

Assumptions regarding future mortality are based on published statistics and mortality tables.

(b) Plan assets

The plan assets comprise:

Valuations of the insurance contracts are based on the information provided by the investment managers. The bonds, equity and securities are valued at market value.

(c) Movement in net defined benefit (assets) liability

The following table shows the reconciliation from the opening balances to the closing balances for the defined benefit liability (assets) and its components.

The weighted average duration of the liability as per 31 December 2023, amounting to EUR 149.6 million, is 13.7 years.

The Company expects to pay EUR 4.9 million in contributions to its defined benefit plans in 2023. New additional plans related to future business acquisitions are not taken into account.

Sensitivity analysis

Reasonable possible changes at the reporting date to the discount rate assumptions, holding other assumptions constant, would have affected the total amount of the defined benefit obligations as follows:

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

(d) Other long-term employee benefits

The other long-term liabilities amounting to EUR 3.7 million relate mainly to provisions for jubilee gratuities, containing the net present value of the gratuities that will be paid out for long-lasting employment. The other employee benefits are regarded as long-term provisions.

11. Personnel expenses

The increase in the total personnel expenses of EUR 53.3 million is mainly due to high inflation in the Euro zone in the year 2023 resulting in salary increases.

The following table shows the FTEs at per the end of the year 2023 and 2022 by region:

On 31 December 2023 the Company employed a total of 4,158 FTEs (2022: 4,601 FTEs) including both internal and external employees, a decrease of 443 FTEs (internal - 205 FTEs, external - 238 FTEs). The decrease in internal employees was mainly in the Netherlands and France. The decrease in numbers of employed external personnel is mainly linked to a change in reporting where in 2022 interims and offshore were reported as external FTE, while in 2023 it only relates to onshore and nearshore FTE.

As of 4 May 2023 the Board consisted of three members (2022: three members). For a further explanation on the compensation of key personnel we refer to note 35.

12. Income taxes

See accounting policy in note 39(j)

(a) Amounts recognized in profit or loss

(b) Unrecognized deferred tax assets

As per year end the deferred tax assets have been fully recognized in respect of any deductible temporary differences and carry forward losses. Management has determined that future taxable profits would be sufficient available against which these temporary differences can be used and therefore these deferred tax assets are fully recognized as per 31 December 2023. The future use of these recognized tax assets is indefinite.

(c) Amounts recognized directly in equity

There is no tax directly recognized in equity (2021: nil).

(d) Amounts recognized in other comprehensive income

(e) Reconciliation of effective tax rate

The effective tax rate for the Company in the year 2023 is 77.5% (2022: 16.2%) of the results from continuing operations before taxation, which is substantially higher than the Company's domestic tax rate. Negative result from the asset purchase transaction of Worldline Germany Gmbh and the acquisition of the Adyton business from Ingenico in Belgium and recognition of tax losses in Germany related to prior years caused the deviation from the nominal income tax percentage in the Netherlands in 2023.

equensWorldline SE in the Netherlands constitutes a tax group for income tax with its Dutch wholly owned subsidiary equensWorldline N.V. as per 1 January 2021. The standard conditions prescribe that all companies of the tax group are jointly liable for the income tax payable.

(f) Movement in deferred tax balances

^(*) Capitalized development expenditure is, depending on the tax jurisdiction, partially or fully deductible in the year of expenditure.

13. Goodwill

See accounting policies in notes 39(m) and (s) (ii)

(a) Reconciliation of carrying amount

As of 31 December 2023, goodwill corresponds to:

(b) Impairment testing for cash-generating units containing goodwill

Subsequent to initial recognition, goodwill with an indefinite useful live is measured at cost less accumulated impairment charges. Goodwill is not amortized, but instead subject to impairment testing at least annually. The fair value measurement was categorised as a Level 3 fair value based on the inputs in the valuation technique used, see note 4.

For the purpose of impairment testing, goodwill is allocated to the Company's cash generating units (CGUs) which represent the lowest level within the company at which the goodwill is monitored for internal management purposes. Since the merger in 2016, DZ service GmbH as well as equensWorldline SE have been allocated to the Worldline Group CGU 'Financial Processing' (FP). Within equensWorldline Company we only identify one CGU: 'Financial Processing'.

The following table shows the basis on which the recoverable amounts were determined and the carrying amounts including goodwill for the purpose of impairment testing per CGU:

Right-of-use assets and lease liabilities are part of the CGU net book value.

The recoverable amount of the CGU Financial Services is based on the following assumptions:

Based on impairment tests carried at year end, no loss of value has been identified as at 31 December 2023. A varying plus or minus 50 basis points of the key parameters (discount rate and perpetual growth rate) did not reveal the existence of any risk on the Company's CGU.

14. Other intangible assets

See accounting policies in notes 39(m) and (s) (ii)

(a) Reconciliation of carrying amount

(b) Amortization and impairment loss

The amortization and impairment charge is allocated to the corresponding line item in the statement of profit or loss and other comprehensive income.

(c) Customer contracts and customer relations

The capitalized customer contracts and customer relations relate to relations of the Company which have been acquired in the business combination with Worldline SA in 2016 and relations which have been identified in earlier transactions. The value of the customer relations as at 31 December 2023 amounts to EUR 211.1 million (2022: EUR 227.7 million) and is amortized on a straight-line basis over their expected useful life (1020 years), resulting in an amortization in 2023 of EUR 16.6 million (2022: EUR 20.9 million).

As the cash inflows of the various customer relations were considered dependent on other assets, the impairment test was performed at CGU level. No impairment was required.

(d) Licenses

Licenses relate to granted licenses for services as well as capitalized extensions to functionalities and rights to the ZVSTM software and other application systems. Licenses are amortized over the estimated useful life (3-15 years), resulting in an amortization in 2023 of EUR 18.7 million (2022: EUR 15.2 million). Investments were made in 2023 for externally purchased licenses amounting to EUR 7.5 million (2022: EUR 29.3 million).

The Company tested certain capitalized licenses for impairment, based on their value in use. The estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. No impairment has been recognized in respect of capitalized licenses in the reporting years.

(e) Development cost/in process development cost

The additions to these capitalized costs, amounting to EUR 37.3 million in 2023 (2022: EUR 30.6 million), relate to internally developed software which has been developed with internal staff as well as external partners. The Company has substantially invested in its target platforms in order to on-board new customers for the wide range of its product and service portfolio, optimize internal processes and to develop new innovative services. Development costs are amortized between five and twelve years, resulting in an amortization in 2023 of EUR 20.6 million (2022: EUR 20.1 million).

Following its accounting manual, equensWorldline yearly assesses for all material assets whether they are still controlled by the Company and whether impairment triggers exist. Furthermore, specific external events or management decisions may induce impairment testing. Following IFRS 3-18 and 3-45, the Company has measured the fair value of its assets. Assets for which this fair value is lower than book value, must be impaired to this fair value.

Some previously capitalized assets have been tested for impairment, based on their value in use. The estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. The values assigned to the key assumptions represent management's assessment of future trends in the payment processing industry and are based on both external sources and internal sources (historical data). No impairment has been recognized in respect of capitalized development cost in the reporting years.

15. Property, plant and equipment

See accounting policies in notes 39(l) and (s) (ii)

(a) Reconciliation of carrying amount

(b) (Net) investments

Investments in Property, plant and equipment amounted to EUR 10.4 million (2022: EUR 9.1 million), mainly investments in hardware. Disposals involved a carrying value of EUR 31 thousand (2022: EUR 63 thousand), see note 6.

(c) Depreciation and impairment

The depreciation charge and impairment charge are allocated to the corresponding line item in the statement of profit or loss and other comprehensive income.

During 2023, for consolidated reporting purposes, following IFRS 3-18 and 3-45, the Company has measured the fair value of its assets. Assets, for which this fair value was lower than book value, have been impaired to this fair value. Furthermore, some assets have been tested for impairment, based on their value in use. If the recoverable amount was estimated to be lower than the carrying amount, impairment has been applied. No impairment has been recognized in respect of property, plant and equipment in the reporting years.

16. Right-of-use assets

See accounting policies in notes 39(o)

(a) Reconciliation of carrying amount

Right-of-use assets breakdown is as follows, by type of underlying assets:

Significant new lease contracts and/or renewals during the year 2023 occurred, mainly rental contracts of offices in Germany and IT contracts in Belgium.

17. Investments in subsidiaries

See accounting policy in note 39(a)

The Company's investments in subsidiaries are stated at cost less any impairment losses. No impairment losses have been recognized in respect of items presented under this heading.

An overview of the Company's significant subsidiaries can be found in note 31.

Worldline Payments International Philippines, Inc.

In September 2022 a new 100% subsidiary was founded by equensWorldline in the Philippines, 'Worldline Payments International Philippines, Inc.'. An initial amount of EUR 203 thousand was paid in order to establish the new company.

18. Other financial assets

See accounting policies in notes 39(q) and (s) (i)

The other financial assets as per 31 December 2023, amounting to EUR 0.9 million (2022: EUR 1.0 million) include mainly receivables regarding pre-financed lease contracts for leased cars in the Netherlands, amounting to EUR 0.8 million (2022: EUR 0.8 million).

The Company's exposure to credit and interest rate risks related to other investments is disclosed in note 29.

19. Trade receivables

See accounting policies in notes 39(n), (q)(i), (ii) and (s)(i)

The outstanding amount of the trade receivables as per 31 December 2023 increased by EUR 4.1 million (+2%) compared to end of 2022. The net accounts receivable represents 23.9% of total revenue as per 31 December 2023 (23.2% as per 31 December 2022).

The trade receivables include receivables due from related parties amounting to EUR 18.7 million (2022: EUR 26.6 million), see note 35.

Unbilled revenues

Under IFRS 15, revenue is based on allocated transaction prices for goods and services delivered to the customer, which in the companies' industry may deviate from the billing trigger. As a result work in progress and contract assets arise. An amount of EUR 82.8 million of unbilled revenue has been recognized as per 31 December 2023 for such services (31 December 2022: EUR 81.7 million).

The Company's exposure to credit and currency risks, and impairment losses related to the trade receivables is disclosed in note 29.

20. Other current assets

See accounting policies in notes (q) (i), (ii) and (s) (i)

The amount of the other current assets as per 31 December 2023 amounting to EUR 26.3 increased by EUR 4.1 million compared to 31 December 2022. Prepaid expenses are mostly related to software licenses, rental expenses, support contracts and long-term maintenance.

The other receivables & current assets include inventory of hardware amounting to EUR 2.4 million (2022: nil).

The Company's exposure to credit and currency risks, and impairment losses related to the other current assets is disclosed in note 29.

21. Cash and cash equivalents

See accounting policy in note (q) (i), (ii) and (s) (i)

An amount of EUR 34.7 million (2022: EUR 34.7 million) of the cash and cash equivalents is considered as cash in transit, as a result of the credit card operations in Germany (since there is a direct, short-term liability to pay out these amounts to the card schemes). The cash in transit is not freely available for equensWorldline SE or its subsidiaries.

The cash and cash equivalents are held with bank and financial institutions counterparties, majority of which are rated BB+ to AA- (long term Standard & Poor's credit ratings). The Company's exposure to interest rate risk and a sensitivity analysis for financial assets and liabilities are disclosed in note 29.

22. Capital and reserves

See accounting policy in note 39(r)

(a) Equity, attributable to owners of the Company

(b) Ordinary shares

The authorised ordinary share capital as per 31 December 2023 comprises 399,999,991 ordinary shares with a nominal value of EUR 1 amounting to EUR 399,999,991. The issued and paid-up share capital consists of 369,611,301 shares with a nominal value of EUR 1 amounting to EUR 369,611,301, an increase of EUR 3,336,980 compared to 2022 due to the asset purchase transaction of Worldline Germany Gmbh, see note 32. All shares rank equally regarding the Company's residual assets. The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to vote per share at meetings of the Company.

(c) Share premium

The share premium account reflects the balance of paid-in or contributed-in amounts above par value at issuance of new shares less the amount charged for share dividends. No dividends were distributed at the expense of the share premium during 2023 (2022: nil).

(d) Development cost reserve

The development cost reserve reflects the value of the capitalized development cost. This legal reserve is recognized according to Dutch legislation.

(e) Unappropriated results

Unappropriated results on ordinary shares of equensWorldline SE consist of the result of 2023 for the account of the shareholders of the ordinary shares.

(f) Priority shares

As at 31 December 2023, the authorised, issued and paid-up priority share capital comprised 9 priority shares with a par value of EUR 1.00 amounting to EUR 9.00. The Company has issued priority shares to ensure that the shareholders of priority shares can exercise their rights on the appointment, suspension and dismissal of a number of Supervisory Directors.

(g) Dividends

Dividends amounting to EUR 64,991 thousand were declared and paid by the Company to its current shareholders (2022: EUR 92,277 thousand), distributed at the expense of the retained earnings.

(h) OCI accumulated in reserves, net of tax

23. Capital management

The Board's policy is to maintain a strong capital base to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors monitors the financial performance of the Company based on, amongst others, earnings before interest and tax (EBIT) and cash flow.

The Board of Directors also monitors the level of dividends to shareholders. The Company is subject to legal restrictions on the amount of dividends it can pay to its shareholders in accordance with Book 2, Part 9 of the Netherlands Civil Code and in accordance with the Articles of Association.

There were no changes in the Company's approach to capital management during the year.

The Company is almost fully funded by equity. The lease liabilities are merely the result of policies to prefer use of certain assets on service basis instead of owning them.

24. Provisions

See accounting policy in note 39(t)

Movement in provisions

The restructuring provision principally relates to costs in respect of severance payments. A number of staff became redundant and are entitled to receive severance payments according to the social plans which are in place. These costs are recognized as other operating income and expenses in the statement of profit or loss.

The provision for onerous contracts concerns the liabilities based on contracts with the expectation of lower future benefits than the inevitable costs. The provision meets the liabilities in consideration of these contracts.

As a result of the business activities, the Company received claims from counterparties such as suppliers and customers. The provision for litigations and contingencies is based on the best estimation of the claim amount that might have to be paid for compensation.

No tax risk provision recognized in 2023 (2022: EUR 1.3 million reversal of provision), see note 12(e).

25. Loans and borrowings

See accounting policies in notes 39(q) (i) and (iii)

This note provides information about the contractual terms of the Company's interest-bearing loans and borrowings. Current accounts with a short-term maturity (less than one month) have no remuneration. For more information about the Company's exposure to interest rate and liquidity risk, see note 29.

Bank overdrafts are recorded in the current portion of loans and borrowings. Bank overdrafts of EUR 0.9 million are largely a result of money flows being routed over multiple bank accounts with no material economical effect due to an interest compensation structure which is in place.

26. Lease liabilities

See accounting policies in note (o)

The breakdown of the lease liabilities, by type of underlying asset, is as follows:

Significant new lease contracts and/or renewals during the year 2023 occurred, mainly rental contracts of offices in Germany and IT contracts in Belgium.

27. Trade payables

See accounting policies in notes 39(q) (iii) and (iv)

The outstanding amount of the trade payables as per 31 December 2023 increased by EUR 16.4 million compared to 31 December 2022. The trade payables are expected to be paid within one year.

The trade payables include payables due to related parties amounting to EUR 26.3 million (2022: EUR 11.7 million), see note 35.

The Company's exposure to currency and liquidity risk related to trade and other payables is disclosed in note 29.

28. Other liabilities

See accounting policies in notes 39(g) (i), 39(q) (iii) and (iv)

The amount of the other liabilities has decreased by EUR 45.5 million to an amount of EUR 152 million as per 31 December 2023.

Substantial contractual prepayments have been agreed with large customers, notably in the context of contract prolongation.

The cash in transit related liabilities of EUR 34.7 million (2022: EUR 34.7 million) are directly related to third party fund flows as a result of the credit card operations in Germany, since there is a direct, short-term liability to pay out these amounts to the card schemes.

The decrease in social security and other employee welfare liabilities is mainly related to a reclass of restructuring provision and provision for pension in Germany of EUR 4.8 million.

The other liabilities include payables due to related parties amounting to EUR 1.1 million (2022: EUR 1.5 million), see note 35.

The other liabilities are generally expected to be settled within one year, except for some non-current amounts that are released over the particular arrangement of the corresponding contracts. The employee related liabilities mainly consist of performance-related allowances, bonuses and vacation accruals and are regarded as short-term liabilities.

The Company's exposure to currency and liquidity risk related to other current liabilities is disclosed in note 29.

29. Financial instruments - Fair values and risk management

Certain comparative amounts in this note have been adjusted and reclassified to conform to current year's presentation with no material impact.

(a) Accounting classifications and fair values

The following table shows the carrying amounts of the financial assets and financial liabilities. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

The fair values of the financial assets and liabilities do not materially deviate from the carrying amounts.

The basis for determining fair values is disclosed in note 4.

(b) Financial risk management

The Company's activities are exposed to a range of potential risks. The Company's risk management policies and organisational structure are designed to ensure that these risks are continuously identified, analysed, measured, monitored and managed. equensWorldline uses standardised risk taxonomy to classify the main types of risks into operational risk (see note 30), credit risk, liquidity risk and market risk. Several procedures and processes are in place to minimise any identified risks. E.g. in order to reduce exposure to credit risk, the Company evaluates the financial conditions of its customers and has appropriate payment terms and credit limits in place. Besides this the exposure to credit risk is monitored on a frequent basis and normal credit management procedures are in place like dunning cycles and escalation procedures.

Regarding investments in cash and cash equivalents the Company focuses on managing the concentration of financial counterparty risks. The Company applies with the group treasury policy as set out by Worldline.

Also, the Company is covered for a range of different kinds of losses by insurance policies in the areas of property damage, business interruption, general and product liability, transport, fraud and directors' and officers' liability. For most policies deductibles are in place.

(c) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company's bank balances and deposits and its receivables from customers. As equensWorldline's main customers are well rated financial institutions, significant over dues do hardly occur. Defaults are extremely rare.

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

Credit risks are controlled by monitoring the credit quality of counterparties, principally licensed commercial banks with long term Standard & Poor's credit ratings between BB and AA- regarding bank balances and deposits. The credit rating of banks is monitored periodically.

Furthermore, the credit management process regarding customers includes:

For financial assets due within one year the nominal value is considered to reflect the fair value. The average duration of the trade and other receivables and the bank balances and deposits is one month, which makes the carrying amount equal to the fair value.

The maximum exposure to credit risk for trade and other receivables at the reporting date originates mainly from euro-zone countries.

The maximum exposure to credit risk for trade receivables at the reporting date by type of customer was:

The aging of trade receivables at the reporting date was:

The movement in the allowance for impairment in respect of trade and other receivables during the year was as follows:

(d) Liquidity risk

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 objective of the Company's liquidity management activities is to ensure the availability of sufficient funds to meet all financial commitments. Given the importance of the related parties as a potential source of financing, the liquidity risk is closely related to the Company's solvency and to the confidence that creditors have in the Company to meet its financial commitments. The liquidity risk management objective is to ensure that the Company can meet repayment commitments and capital requirements even at unfavourable market conditions.

The contractual maturities and cash flows of the (non-derivative) financial liabilities, like the loans and borrowings, trade payables and current tax liabilities are within one year and recognized as current liabilities, if not disclosed differently in the relevant notes.

(e) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Company's income or net equity. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

(i) Currency risk

The Company is exposed to currency risk on sales and purchases that are denominated in a currency other than the euro. The majority, however, of the Company's revenue, expenses and obligations are dominated in euro. There are some risks regarding trade and other receivables and payables and bank balances in foreign currencies. The credit rating of banks is monitored periodically.

Sensitivity analysis

The exposure to foreign currency risk is considered very limited. Given the limited foreign currency exposure there are no financial instruments in place to mitigate foreign currency risks.

(ii) Interest rate risk

equensWorldline objective in managing the interest rate risk is to ensure effective management of the interest rate exposure within the limits decided. The Company's positions in loans at fixed interest rates are exposed to the risk of changes in fair value due to changes in the interest rate. Positions at floating interest rates are exposed to the risk of changes in cash flows due to changes in the interest rate. The exposure to interest rate risk is considered limited.

At the reporting date the interest rate profile of the Company's interest-bearing financial instruments was:

Fair value sensitivity analysis for fixed rate instruments

The Company does not account for any fixed rate financial assets and liabilities at fair value through profit or loss, and the Company does not designate derivatives (interest rate swaps) as hedging instruments under a fair value hedge accounting model. Therefore a change in interest rates at the reporting date would not affect profit or loss directly.

Cash flow sensitivity analysis for variable rate instruments

With the banking institutions a system of balance and interest netting is agreed, with a variable interest rate.

A change of 100 basis points in interest rates at the reporting date would have increased (decreased) profit or loss by EUR 2.8 million (2022: EUR 3.4 million). This analysis assumes that all other variables, in particular foreign currency rates, remain constant. This analysis is performed on the same basis for 2022.

(f) Price risk

Given the nature and the activities of the Company there is a price risk regarding sales prices which are concluded for longer periods (1 year - 5 years). If a contract becomes onerous, provisions will be made.

30. Operational risk

For the purposes of reporting and monitoring, the operational risk is split into event risk and business risk. Event risk is the risk of losses due to non-recurring events such as system failure, error, fraud, crime, legal proceedings or damage to property. Business risk includes the risk of losses due to events that could damage a business franchise or its operating economics such as shifts in the competitive environment or legislative or tax changes.

In line with industry practice, equensWorldline holds insurance policies issued by third party insurers providing coverage against, amongst others, professional indemnity and loss of profits, general liability and a directors and officers' liability insurance. These policies are subject to certain specific deductibles, maximum coverage and conditions as specified in the individual insurance policies. The insurances of equensWorldline are part of the Worldline insurance portfolio.

In 2023, as in 2022, the Company did not experience any material operational loss.

31. List of subsidiaries and branches

¹ Established as per 7 September 2022, see note 17.

Besides the subsidiaries mentioned above, the Company has permanent establishments in:

32. Asset purchase transaction

Following the decision to acquire the going concern business of Worldline Germany GmbH with an effective date of 1 January 2023, most assets and liabilities have been acquired by the Company in exchange for newly issued shares of the Company.

The Worldline Germany GmbH assets and liabilities constitute a business. The following valuations are applied:

As the transaction does not result in a change of the reporting entity, the Company begins reporting the net asset value in its company financial statements as from 1 January 2023 and does not retrospectively adjust its financial statements presented for prior years.

The table below represents the impact on the separate line items of the balance sheet of the Company.

33. Off-balance sheet commitments

Contractual commitments

The table below illustrates the minimum future payments for firm obligations and commitments over the coming years. Amounts indicated under the finance leases caption are recorded in the company statement of financial position.

Operating leases relate to license agreements, rental contracts for office automation, data centres, office space and car leases, which have not been restated under IFRS 16 as per 1 January 2019.

During the year ended 31 December 2023, EUR 4.3 million was recognized as an expense in the statement of profit or loss and other comprehensive income in respect of operating leases (2022: EUR 6.4 million).

As at 31 December 2023 the Company did not entered into capital expenditure commitments (2022: nil).

34. Contingencies

Contingencies are mostly maintenance contracts and contracts to supply professional services of which the rights and obligations have equal value.

For various large long-term contracts, Worldline Group have granted several parental guarantees on behalf of equensWorldline SE for which the Company could be obliged to pay to clients for issues on performance for a total maximum amount of EUR 106.8 million as per 31 December 2023 (2022: EUR 387.0 million).

EquensWorldline SE has granted parental guarantees on behalf of its fully owned subsidiary equensWorldline N.V. towards the major clients in the Netherlands of this company.

Several bank guarantees are issued to landlords for building lease contracts in Italy and Germany.

equensWorldline SE in the Netherlands constitutes a tax group for income tax purposes with its Dutch wholly owned subsidiary equensWorldline N.V. The standard conditions prescribe that all companies of the tax group are jointly liable for the income tax payable.

equensWorldline SE in the Netherlands constitutes a tax group with equensWorldline N.V., Global Collect Services B.V. and the Dutch branch of Worldline N.V. for value added tax (VAT) purposes. The standard conditions prescribe that all companies of the tax group are jointly liable for the value added taxes payable.

Furthermore, the permanent establishment of equensWorldline SE in Germany constitutes a tax group with its subsidiary DZ Service GmbH for value added tax purposes. equensWorldline SE concluded a domination agreement ("Beherrschungsvertrag") with its German subsidiary DZ Service GmbH. As a result, equensWorldline SE is also liable for losses of this subsidiary.

35. Related parties

General

Related parties to equensWorldline SE include subsidiaries, associates, the major shareholders (Worldline SA and its subsidiaries), Worldline's reference shareholders and the Board of Directors of equensWorldline SE. As part of its business operations, equensWorldline SE frequently enters into transactions with related parties. These transactions are carried out on commercial terms and at arm's length.

Board

During the year 2023 the Board of Directors consisted of three members (2022: three members).

Key management personnel compensation

The members of the Board of Directors of equensWorldline SE are considered as key management personnel of equensWorldline SE

Other related party transactions

All transactions with these related parties are priced on an arm's-length basis and are to be settled in cash within two months of the reporting date.

36. Services provided by the external auditor

According to article 2:382a of the Dutch Civil Code, equensWorldline is required to disclose the fees charged by its auditor, unless this is done in the financial statements of the parent. For an overview of the fees charged by the auditor we refer to the financial statements of Worldline SA.

37. Subsequent events

(a) Power24 plan

Considering market trends and the deteriorating macroeconomic environment, Worldline has decided to undergo significant transformation to preserve its competitiveness and investment capacity to support its future growth. To achieve this, Worldline announced in October 2023 the future launch of the Power24 plan, which would be based on four main pillars:

Power24 will allow Worldline to be more agile, efficient, competitive, and productive. It will lead Worldline to fully adapt its organization to its environment and enhance its competitive positioning and support long-term development for the Company and its people.

In early February 2024, Worldline presented its Power24 plan to the European Work Council.

The Group will implement the plan through its Global Business Lines (GBLs) and their target operating model. The implementation costs are expected to reach €250 million in total, mainly in 2024 and 2025. In 2023, the Group incurred costs for €6.0 million, to define and structure the plan.

38. Basis of measurement

The company financial statements have been prepared on the historical cost basis except for the following material items, which are measured on an alternative basis on each reporting date:

The methods used to measure fair values are discussed further in note 4.

39. Significant accounting policies

The Company has consistently applied the following accounting policies to all periods presented in these company financial statements, except if mentioned otherwise (see also note 2 Basis of accounting).

Certain comparative amounts in the financial statements have been restated or re-presented to conform to current year's presentation or as a result of a correction of a prior-period error.

Set out below is an index of the significant accounting policies, the details of which are available on the pages that follow.

(a) Investments in subsidiaries

(i) Business combinations

The Company accounts for business combinations using the acquisition method when control is transferred to the Company, see (a)(ii). The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired. Any goodwill that arises is tested annually for impairment, see (s)(ii). Any gain on a bargain purchase is recognized in profit or loss immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities, see (q).

The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts are generally recognized in profit or loss.

Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the definition of a financial instrument is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, other contingent consideration is remeasured at fair value at each reporting date and subsequent changes in the fair value of the contingent consideration are recognized in profit or loss.

(ii) Subsidiaries

Subsidiaries are entities controlled by the Company. The Company controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the company financial statements from the date on which control commences until the date on which control ceases.

The investments in subsidiaries and investees acquired are valued at cost, less provision, if appropriate, for any impairment in value.

(iii) Loss of control

When the Company loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related non-controlling interests (NCI) and other components of equity. Any resulting gain or loss is recognized in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost.

(b) Foreign currency

(i) Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of Company entities at exchange rates at the dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction. Foreign currency differences are generally recognized in profit or loss.

However, foreign currency differences arising from the translation of the following items are recognized in other comprehensive income:

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into euro at exchange rates at the reporting date. The income and expenses of foreign operations are translated into euro at exchange rates at the dates of the transactions.

Foreign currency differences are recognized in other comprehensive income, and accumulated in the translation reserve, except to the extent that the translation difference is allocated to the non-controlling interest (NCI).

When a foreign operation is disposed of in its entirety or partially such that control, significant influence or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as a part of the gain or loss on disposal. If the Company disposes of part of its interest in a subsidiary but retains control, then the relevant proportion of the cumulative amount is reattributed to NCI. When the Company disposes of only part of an associate or joint venture while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

(c) Discontinued operation

A discontinued operation is a component of the Company's business, the operations and cash flow of which can be clearly distinguished from the rest of the Company and which:

Classification as a discontinued operation occurs at the earlier of disposal or when the operation meets the criteria to be classified as held-for-sale.

When an operation is classified as a discontinued operation, the comparative statement of profit or loss and OCI is represented as if the operation had been discontinued from the start of the comparative year.

(d) Revenue

(i) Rendering of services

Revenue from rendering of services is recognized in profit or loss in the same period as services are provided. The Company recognises revenue from rendering of services in proportion to the stage of completion of the transaction at the reporting date. The stage of completion is assessed on surveys of work performed.

If it is probable that discounts will be granted and the amount can be measured reliably, then the discount is recognized as a reduction of revenue as the sales are recognized.

(ii) Development revenue

Development revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments, to the extent that it is probable that they will result in revenue and can be measured reliably.

If the outcome of a development contract can be estimated reliably, development revenue is recognized in profit or loss in proportion to the stage of completion of the contract. The stage of completion is assessed with reference to surveys of work performed. Otherwise, development revenue is recognized only to the extent of contract costs incurred that are likely to be recoverable.

Contract expenses are recognized as incurred unless they create an asset related to future contract activity, see (n). An expected loss on a contract is recognized immediately in profit or loss.

(iii) Sale of goods

Revenue is recognized when the significant risks and rewards of ownership have been transferred to the customer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods, and the amount of revenue can be measured reliably. Revenue is measured net of returns, trade discounts and volume rebates.

(iv) Allocating transaction prices to performance obligations

For contracts with multiple performance obligations, the transaction price is allocated to the performance obligations on a relative stand-alone selling price basis. In the (common) situation that stand-alone selling prices for commodity type of general IT and IT development services are not observable, the Company applies the expected IFRS 15.79-b cost + margin approach. For intellectual property licensing, the Company applies the adjusted market assessment approach following IFRS 15.79-c.

(v) Payment terms

The usual payment term for customers is 30 days from invoicing. Some customers granted a direct debit authorization with a shorter payment term.

(vi) Principal versus Agent considerations

When other parties are involved in providing goods or services to customers, the Company applies judgment when assessing whether it is acting as a principal or as an agent, e.g. by determining whether goods or services supplied by another party were distinct, whether goods were physically controlled by the Company (on a site or in transport) before they were transferred to the customer, whether the Company substantially directs a party to provide a service on the Companies behalf etc.

When the Company acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognized is the net margin made by the Company.

(e) Cost

Costs are recognized in the period which they relate to.

(f) Other operating income and expenses

Other operating income and expenses relate mainly to disposal of tangible assets, restructuring, equity based compensation plans, rationalization and business combinations (including related asset amortization). They are presented below the operating margin.

Classification of charges to (or release from) restructuring and rationalization and associated costs provisions in the income statement depends on the nature of the plan:

If a restructuring plan qualifies for other operating income and expenses, the related real estate rationalization & associated expenses regarding premises and buildings are also presented in other operating income and expenses.

Other operating income and expenses also include the amortization of the assets recognized in a business combination.

(g) Employee benefits

(i) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(ii) Equity-based payment arrangements

Stock options and performance shares are granted to management and certain employees at regular intervals. These equity-based compensations are measured at fair value at the grant date using the Black and Scholes option-pricing model. Changes in the fair value of options, taking into account assumptions such as personnel turnover and fulfilment of performance conditions, after the grant date have no impact on the initial valuation. The fair value of the instrument is recognized in "other operating income and expenses", on a straight-line basis over the period during which those rights vest, using the straight-line method, with the offsetting credit recognized directly in equity.

Employee share purchase plans offer employees the opportunity to invest in Worldline Group's shares at a discounted price. Shares are subject to a lock-up period restriction. Fair values of such plans are measured taking into account:

The fair value of the amount payable to employees in respect of share appreciation rights, which are settled in cash, is recognized as an expense with a corresponding increase in liabilities, over the period during which the employees become unconditionally entitled to the payment. The liability is remeasured at each reporting date and at settlement date based on the fair value of the share appreciation rights. Any changes in the liability are recognized in profit or loss.

(iii) Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution plans are expensed as the related service is provided. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available.

(iv) Defined benefit plans

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan.

The Company's net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The discount rate is the yield at the reporting date on high-quality corporate bonds that the Company interprets as AA (Standard & Poor's), that have maturity dates approximating the terms of the Company's obligations and that are denominated in the currency in which the benefits are expected to be paid.

The calculation of the defined benefit obligation is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in OCI. The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset), taking into account any changes in the net defined benefit liability (asset) during the period as a result of contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

(v) Other long-term employee benefits

The Company's net obligation in respect of long-term employee benefits is the amount of future benefit that employees have earned in return for their service in the current and prior periods. That benefit is discounted to determine its present value. Remeasurements are recognized in profit or loss in the period in which they arise.

(vi) Termination benefits

Termination benefits are expensed at the earlier of when the Company can no longer withdraw the offer of those benefits and when the Company recognises costs for a restructuring. If benefits are not expected to be settled wholly within 12 months of the reporting date, then they are discounted.

(h) Government grants

Government grants are initially recognized as deferred income at fair value if there is reasonable assurance that they will be received and the Company will comply with the conditions associated with the grant; they are then recognized in profit or loss as other income on a systematic basis over the useful life of the asset.

Grants that compensate the Company for expenses incurred are recognized in profit or loss on a systematic basis in the periods in which the expenses are recognized.

(i) Finance income and finance costs

The Company's finance income and finance costs include:

Interest income or expense is recognized using the effective interest method. Dividend income is recognized in profit or loss on the date on which the Company's right to receive payment is established.

Foreign currency gains and losses on financial assets and financial liabilities are reported on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position.

(j) Income tax

Income tax expense comprises current and deferred tax. It is recognized in profit or loss except to the extent that it relates to a business combination, or items recognized directly in equity or in other comprehensive income.

(i) Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date. Current tax also includes any tax arising from dividends.

Current tax assets and liabilities are offset only if certain criteria are met.

(ii) Deferred tax

Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for:

Deferred tax assets are recognized for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Future taxable profits are determined based on business plans for individual subsidiaries in the Company. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions are reversed when the probability of future taxable profits improves.

Unrecognized deferred tax assets are reassessed at each reporting date and recognized to the extent that it has become probable that future taxable profits will be available against which they can be used.

Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

(k) Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first-in first-out principle. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

(l) Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

(iii) Depreciation

Depreciation is calculated to write off the cost of items of property, plant and equipment less their estimated residual values using the straight-line method over the estimated useful lives, and is generally recognized in profit or loss. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(m) Intangible assets and goodwill

(i) Recognition and measurement

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(iii) Amortization

Amortization is calculated to write off the cost of intangible assets less their estimated residual values using the straight-line method over their estimated useful lives, and is generally recognized in profit or loss. Goodwill is not amortized.

The estimated useful lives for current and comparative periods are as follows:

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(n) Development work in progress

Development work in progress represents the gross amount expected to be collected from customers for development work performed to date. It is measured at costs incurred plus profit recognized to date, see note (d)(ii), less progress billings and recognized losses.

In the statement of financial position, construction contracts in progress for which costs incurred plus recognized profits exceed progress billings and recognized losses are presented as trade and other receivables. Contracts for which progress billings and recognized losses exceed costs incurred plus recognized profits are presented as deferred income/revenue. Advances received from customers are presented as deferred income/revenue.

(o) Right-of-use assets & lease liabilities

Right-of-use assets and lease liabilities are classified under three sub categories, land and buildings, IT equipment and other assets.

At inception of any contract, the Company assesses whether the contract is or contains an operating lease. This evaluation may require exercising a judgment to determine the useful life considered in the valuation.

The Company recognizes a right-of-use and a corresponding lease liability at the lease commencement date except for the following cases which are recorded on a straight-line basis in profit or loss over the life of the lease:

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the Company's incremental borrowing rates. Those rates have been determined for all the currencies and geographies of the Company and by maturity. The incremental borrowing rates were calculated by taking for each currency a reference in debt quotation by maturity (bullet rate) and adding up a spread corresponding to the entity's cost of financing.

The lease liability is re-measured when there is a change in the future lease payments arising from a change in an index or rate, a change in estimate of the amount expected to be payable under a residual value guarantee, or changes in the assessment of whether an extension option is reasonably certain to be exercised or a termination option is reasonably certain to be exercised.

According to IFRS Interpretation Committee opinion, the Company didn't identity major deviation between the lease term and the residual useful life of the underlying leasehold.

(p) Assets held for sale

Non-current assets, or disposal groups comprising assets and liabilities, are classified as held-for-sale if it is highly probable that they will be recovered primarily through sale rather than through continuing use. Such assets, or disposal groups, are generally measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group is allocated first to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets, investment property or biological assets, which continue to be measured in accordance with the Company's other accounting policies. Impairment losses on initial classification as held-for-sale or held-for-distribution and subsequent gains and losses on remeasurement are recognized in profit or loss.

Once classified as held-for sale, intangible assets and property, plant and equipment are no longer amortized or depreciated, and any equity-accounted investee is no longer equity accounted.

(q) Financial instruments

(i) Recognition and initial measurement

Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and financial liabilities are initially recognised when the Company becomes a party to the contractual provisions of the instrument.

A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at 'Fair Value through Profit or Loss (FVPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(ii) Classification and subsequent measurement

Financial assets

IFRS 9 Financial Instruments defines three principal classification categories for financial assets:

Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as at FVPL:

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVPL:

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment's fair value in OCI. This election is made on an investment-by-investment basis.

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVPL. This includes all derivative financial assets, see note 29(a). On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management.

Assessment whether contractual cash flows are solely payments of principal and interest

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition.

Financial assets - Subsequent measurement and gains and losses

Financial liabilities - classification, subsequent measurement and gains and losses

The Company classifies financial liabilities into the following categories:

A financial liability is classified as at FVPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVPL are measured at fair value and net gains and losses, including any interest expense, are recognised in profit or loss.

Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in profit or loss.

(iii) Derecognition

Financial assets

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control over the financial asset.

Financial liabilities

The Company derecognises a financial liability when its contractual obligations are discharged, cancelled or expire. The Company also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value.

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss.

(iv) Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Company has a legal right to offset the amounts and intends either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

(v) Derivative financial instruments

Derivatives are initially measured at fair value; any directly attributable transaction costs are recognized in profit or loss as incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally recognized in profit or loss.

(r) Share capital

(i) Ordinary shares

Incremental costs directly attributable to the issue of ordinary shares, net of any tax effects, are recognized as a deduction from equity. Income tax relating to transaction costs of an equity transaction is accounted for in accordance with IAS 12.

(ii) Repurchase of share capital

When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, net of any tax effects, is recognized as a deduction from equity.

(s) Impairment

(i) Non-derivative financial assets

IFRS 9 subscribes a forward-looking "expected loss" impairment model. For trade receivables including contract assets, the Company applies the IFRS 9 simplified approach.

Financial assets not classified as at fair value through profit or loss, including an interest in an equity accounted investee, is assessed at each reporting date to determine whether there is objective evidence of impairment.

Objective evidence that financial assets are impaired includes:

For an investment in an equity security, objective evidence of impairment includes a significant or prolonged decline in its fair value below its cost.

(ii) Non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than biological assets, investment property, inventories and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU. Fair value less costs to sell is the price that would be received if the CGU would be sold in an orderly transaction in the principal (or most advantageous) market at measurement date under current market conditions regardless of whether that price is directly observable or estimated using another estimation technique.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(t) Provisions

Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

(u) Operating income

Operating income is the result generated from the continuing principal revenue producing activities of the Company as well as other income and expenses related to operating activities. Operating income exclude finance costs, dividends received and income taxes.

(y) Fair value measurement

'Fair value' is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or, in its absence, the most advantageous market to which the Company has access at that date. The fair value of a liability reflects its non-performance risk.

A number of the Company's accounting principles and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities, see note 40(i).

When one is available, the Company measures the fair value of an instrument using the quoted price in an active market for that instrument. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.

If there is no quoted price in an active market, then the Company uses valuation techniques that maximise the use of relevant observable inputs and minimise the use of unobservable inputs. The chosen valuation technique incorporates all of the factors that market participants would take into account in pricing a transaction.

If an asset or liability measured at fair value has a bid price and an ask price, then the Company measures assets and long positions at a bid price and liabilities and short positions at an ask price.

The best evidence of the fair value of a financial instrument on initial recognition is normally the transaction price - i.e. the fair value of the consideration given or received. If the Company determines that the fair value on initial recognition differs from the transaction price and the fair value is evidenced neither by a quoted price in an active market for an identical asset or liability nor based on a valuation technique for which any unobservable inputs are judged to be insignificant in relation to the measurement, then the financial instrument is initially measured at fair value, adjusted to defer the difference between the fair value on initial recognition and the transaction price.

Subsequently, that difference is recognised in profit or loss on an appropriate basis over the life of the instrument but no later than when the valuation is wholly supported by observable market data or the transaction is closed out.

(w) Cash flow statement

The cash flow statement is prepared using the indirect method. The cash flow statement shows the source and application of cash funds. Cash flows are divided into those from operating, investing and financing activities. Cash and cash equivalents comprise the cash in hand and balances withdrawable on demand with banks and other financial instruments with maturities of twelve months or less. Changes resulting from foreign currency translation differences are eliminated, where material.

40. Appropriation of the result of the Company

(a) Provisions of the articles of association concerning the appropriation of result of the Company

The stipulations in the articles of association with respect to the profit appropriation are:

24 Appropriation of profits and losses

(b) Appropriation of the result of equensWorldline SE

The profit of the Company for the year 2022 amounts to EUR 46,369 thousand and has been included in the equity as 'unappropriated results'.

During 2023, a dividend amounting to EUR 64,991 thousand has been distributed to the holders of ordinary shares, being 100% of the net consolidated result of 2022 from continuing operations. Distribution has been done at the expense of the retained earnings of the Company. The unappropriated result of 2022 is added to the retained earnings of the Company.

The following appropriation of the profit of the year 2023 is proposed:

Independent auditor's report

To the Shareholder of equensWorldline SE

Report on the audit of the financial statements 2023 included in the annual report

Our opinion

We have audited the financial statements 2023 of equensWorldline SE, based in Utrecht.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of equensWorldline SE as at 31 December 2023, and of its result and its cash flows for 2023 in accordance with International Financial Reporting Standards as adopted by the European Union (EU-IFRS) and with Part 9 of Book 2 of the Dutch Civil Code. The financial statements comprise:

1. The statement of financial position as at 31 December 2023.

2. The following statements for 2023: profit or loss and other comprehensive income, changes in equity and cash flows

3. The notes comprising a summary of the significant accounting policies and other explanatory information.

Basis for our opinion

We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Our responsibilities under those standards are further described in the 'Our responsibilities for the audit of the financial statements' section of our report.

We are independent of equensWorldline SE in accordance with the Wet toezicht accountantsorganisaties (Wta, Audit firms supervision act), the Verordening inzake de onafhankelijkheid van accountants bij assurance-opdrachten (ViO, Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in The Netherlands. Furthermore, we have complied with the Verordening gedrags- en beroepsregels accountants (VGBA, Dutch Code of Ethics).

We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Information in support of our opinion

We designed our audit procedures in the context of our audit of the financial statements as a whole and in forming our opinion thereon. The following information in support of our opinion was addressed in this context, and we do not provide a separate opinion or conclusion on these matters.

Audit approach fraud risks

We identified and assessed the risks of material misstatements of the financial statements due to fraud. During our audit we obtained an understanding of the entity and its environment and the components of the system of internal control, including the risk assessment process and management's process for responding to the risks of fraud and monitoring the system of internal control and how the management exercises oversight, as well as the outcomes.

We evaluated the design and relevant aspects of the system of internal control and in particular the fraud risk assessment, as well as among others the code of conduct, whistle blower procedures and incident registration. We evaluated the design and the implementation and, where considered appropriate, tested the operating effectiveness, of internal controls designed to mitigate fraud risks.

As part of our process of identifying fraud risks, we evaluated fraud risk factors with respect to financial reporting fraud, misappropriation of assets and bribery and corruption. We evaluated whether these factors indicate that a risk of material misstatement due fraud is present.

Following these procedures and the presumed fraud risk under the prevailing audit standards, we considered management override of controls and revenue recognition as fraud risks during our audit.

Management Override of Controls

Our audit procedures to respond to the management override of controls fraud risk include, amongst others, an evaluation of relevant internal controls and supplementary audit procedures, including journal entry testing. Data analytics, including analyses of high-risk journals, are part of our audit approach to address fraud risks, which could have a material impact on the financial statements. Further, we performed procedures including the following:

We incorporated elements of unpredictability in our audit. We also considered the outcome of our other audit procedures and evaluated whether any findings were indicative of fraud or non-compliance.

We considered available information and made enquiries of relevant executives.

We tested the appropriateness of journal entries recorded in the general ledger and other adjustments made in the preparation of the financial statements.

We evaluated whether the selection and application of accounting policies by the entity, particularly those related to subjective measurements and complex transactions, may be indicative of fraudulent financial reporting.

We evaluated whether the judgments and decisions made by management in making the accounting estimates included in the financial statements indicate a possible bias that may represent a risk of material misstatement due to fraud. Management insights, estimates and assumptions that might have a major impact on the financial statements are disclosed in note 4 of the financial statements. We performed a retrospective review of management judgments and assumptions related to significant accounting estimates reflected in prior year financial statements. Impairment testing of intangible is an important area to our audit as the determination whether these assets are not carried at more than their recoverable amounts is subject to significant management judgment.

For significant transactions such as the recognized license revenue for customer contracts we evaluated whether the business rationale of the transactions suggests that they may have been entered into to engage in fraudulent financial reporting or to conceal misappropriation of assets.

Based on the procedures performed we did not identify indications of fraud or fraud casus resulting in material misstatements for the financial year that ended 31 December 2023.

Revenue recognition

We consider the revenue streams to contain a fraud risk related to revenue recognition in relation with the significant management estimates and judgements included in the recognition of license revenue as required by IFRS 15. As part of our audit, we have performed the following procedures to respond to the revenue recognition fraud risk:

We obtained an understanding of management's control environment and tested the relevant controls pertaining to revenue cycles.

We obtained an understanding of the IT environment relevant revenue recognition process, identified and tested the relevant IT controls.

We evaluated the judgements applied by management in determining the appropriate accounting policies pertaining to the revenue recognition.

We performed test of detail to agree the revenue recognized to underlying agreements, invoices and supporting documentation, as well as performed substantive procedures over revenue transactions.

We evaluated the accounting treatment of any new transactions/contracts, one-off transactions, and significant changes to existing contracts to confirm the timing of when the risk and rewards of the transaction have transferred.

We tested significant journal entries to revenue by verifying the appropriateness and validity of such entries and we tested the disclosures in the notes to the financial statements in accordance with IFRS.

Based on the procedures performed we did not identify indications of fraud or fraud casus resulting in material misstatements for the financial year that ended 31 December 2023.

Audit approach compliance with laws and regulations

We assessed the laws and regulations relevant to the entity through discussion with management, reading minutes and reports of internal audit.

As a result of our risk assessment procedures, and while realizing that the effects from non-compliance could considerably vary, we considered the following laws and regulations: (corporate) tax law, the requirements under the International Financial Reporting Standards as adopted by the European Union (EU-IFRS) and Part 9 of Book 2 of the Dutch Civil Code with a direct effect on the financial statements as an integrated part of our audit procedures, to the extent material for the financial statements.

We obtained sufficient appropriate audit evidence regarding provisions of those laws and regulations generally recognized to have a direct effect on the financial statements.

Apart from these, the equensWorldline SE is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts and/or disclosures in the financial statements, for instance, through imposing fines or litigation.

Given the nature of the equensWorldline SE 's business and the complexity of these other laws and regulations, there is a risk of non-compliance with the requirements of such laws and regulations.

Our procedures are more limited with respect to these laws and regulations that do not have a direct effect on the determination of the amounts and disclosures in the financial statements. Compliance with these laws and regulations may be fundamental to the operating aspects of the business, to the equensWorldline SE 's ability to continue its business, or to avoid material penalties (e.g., compliance with the terms of operating licenses and permits or compliance with environmental regulations) and therefore non-compliance with such laws and regulations may have a material effect on the financial statements. Our responsibility is limited to undertaking specified audit procedures to help identify non-compliance with those laws and regulations that may have a material effect on the financial statements. Our procedures are limited to (i) inquiry of management and others within the entity as to whether the equensWorldline SE is in compliance with such laws and regulations and (ii) inspecting correspondence, if any, with the relevant licensing or regulatory authorities to help identify non-compliance with those laws and regulations that may have a material effect on the financial statements.

Naturally, we remained alert to indications of (suspected) non-compliance throughout the audit.

Finally, we obtained written representations that all known instances of (suspected) fraud or non-compliance with laws and regulations have been disclosed to us.

Audit approach going concern

Our responsibilities as well as the responsibilities of the board of directors, related to going concern under the prevailing standards, are outlined in the "Description of responsibilities regarding the financial statements" section below. In fulfilling our responsibilities, we performed procedures including evaluating the board of directors' assessment of equensWorldline SE ability to continue as a going concern:

Based on these procedures, we did not identify any findings related to the entity's ability to continue as a going concern.

Report on the other information included in the annual report

The annual accounts contain other information, in addition to the financial statements and our auditor's report thereon.

The other information consists of:

Based on the following procedures performed, we conclude that the other information:

We have read the other information. Based on our knowledge and understanding obtained through our audit of the financial statements or otherwise, we have considered whether the other information contains material misstatements.

By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil Code and the Dutch Standard 720. The scope of the procedures performed is substantially less than the scope of those performed in our audit of the financial statements.

Management is responsible for the preparation of the other information, including the management board's Report in accordance with Part 9 of Book 2 of the Dutch Civil Code, and the other information as required by Part 9 of Book 2 of the Dutch Civil Code.

Description of responsibilities regarding the financial statements

Responsibilities of management for the financial statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of Book 2 of the Dutch Civil Code. Furthermore, management is responsible for such internal control as management determines is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

As part of the preparation of the financial statements, management is responsible for assessing the company's ability to continue as a going concern. Based on the financial reporting frameworks mentioned, management should prepare the financial statements using the going concern basis of accounting unless management either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Management should disclose events and circumstances that may cast significant doubt on the company's ability to continue as a going concern in the financial statements.

Our responsibilities for the audit of the financial statements

Our objective is to plan and perform the audit assignment in a manner that allows us to obtain sufficient and appropriate audit evidence for our opinion.

Our audit has been performed with a high, but not absolute, level of assurance, which means we may not detect all material errors and fraud during our audit.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. The materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified misstatements on our opinion.

We have exercised professional judgement and have maintained professional skepticism throughout the audit, in accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit included among others:

Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and performing the group audit. In this respect we have determined the nature and extent of the audit procedures to be carried out for group branches. Decisive were the size and/or the risk profile of the group branches or operations. On this basis, we selected group branches for which an audit or review had to be carried out on the complete set of financial information or specific items.

We communicate with management regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant findings in internal control that we identified during our audit.

Other information

Minutes of the General Meeting of Shareholders of equensWorldline SE, Utrecht

(Excerpt)

The General Meeting of the Shareholders of the equensWorldline SE, Utrecht, took place on 26 June 2024 in Utrecht.

Adoption annual accounts 2023

The General Meeting of Shareholders of equensWorldline SE has decided to adopt the Annual Accounts 2023 of equensWorldline SE.

Determination of profit appropriation

The General Meeting of Shareholders of equensWorldline SE has decided to distribute a dividend of EUR 22,407 thousand.