CCH Integrated Report 2015
CCH Integrated Report 2015
CCH Integrated Report 2015
business
2015 Integrated Annual Report
About us Contents
2015 has been an important year for us. We are Strategic Report
pleased to have achieved strong results, with 1
2
2015 Highlights
Coca-Cola HBC at a glance
volume growth and a significant improvement 3 Our investment case
in margins. We have proven that we are 4 Chairman’s Statement
6 Market review
resilient when operating in difficult markets 8 Business model
and demonstrated good progress across all 10 Chief Executive Officer’s review
12 Play to Win strategic framework
our operations. We launched a number of 14 Our strategy and KPIs
initiatives and adapted the way we operate to 16 Managing our material issues
24
create a leaner and a more efficient business. 28
Established markets
Developing markets
32 Emerging markets
Please read our 2015 Integrated Annual Report 36 People
and see how we refreshed our business across 39 Community trust
different markets and returned to growth while 43
45
Consumer relevance
Customer preference
maintaining our commitment to sustainability 47 Cost leadership
throughout our activities. 51
55
Financial review
Risk management
Corporate Governance
62 Board of directors
66 Corporate governance report
86 Directors’ Remuneration Report
104 Statement of Directors’ Responsibilities
Refreshing business
2015 was a year of strong results and achievements. Everyone at Coca-Cola HBC
has contributed to refreshing the business and bringing the Company back to growth.
2,055
2014: 2,003
6,346
2014: 6,510
3.09
2014: 3.08
418
2014: 361
473
2014: 425
280
2014: 295
314
2014: 277
0.864
2014: 0.761
Volume growth was strong in the year with Comparable EPS increased by 13.5% to The Board of Directors proposes a €0.40
the Established markets segment growing €0.864, even though reported EPS declined dividend per share, an 11.1% uplift on the
for the first time in five years, growth in all by 4.7% to €0.771 due to the inclusion of 2014 dividend
countries in the Developing segment and a one-off gain from a disposal in the prior
Nigeria, Romania and Ukraine supporting year’s profits
growth in the Emerging segment
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Coca-Cola HBC – 2015 Integrated Annual Report
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
60 yrs
global financial crisis. execution is critical; having the right
product placement and display at the
point of sale is the focus of every market
Continents Countries developer every day.
3 28 Delivers demand
Coca-Cola HBC
Bottling
Sales and distribution
Customer management
Population reached
In-outlet execution
594m
Investment in production and facilities
See more about how this adds value on page 46. See how this relationship works on page 8.
59 289
3 2. Low- and no-calorie
sparkling beverages: amongst beverage companies in the Dow
7% Jones World and Europe Sustainability
3. Water: 19%
Indices (DJSI).
4. Juice: 7%
2 5. RTD tea: 4% Warehouses and
6. Energy drinks: 1%
distribution centres
Chairman’s statement
“Operationally
and strategically
well-placed
to deliver
continued
growth”
George A. David
Retiring Chairman
Key highlights
––Company delivered the highest operating
margins since the beginning of the crisis
––We stepped up our sustainability efforts,
adopting ambitious long-term targets
––After 35 years, I am retiring from
the Board; our former Vice-Chairman,
Anastassis G. David has been appointed
as Chairman
––The Board focused on the execution of
our strategy, alignment with The Coca-
Cola Company, talent development,
effectiveness of the Board and risk
management
––We appointed two new members
to the Board
––The Board is proposing a full-year
dividend of 0.40 Euros per share
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Dear Stakeholder markets, Nigeria and Greece, and first-hand experience of running
Reporting on the year in an integrated manner has never international businesses. Their appointment adds to the diversity
been more appropriate than it is for 2015. Our operational and of our Board and we welcome their contributions and expertise.
financial management, sustainability initiatives and governance Having been deeply involved in the development of the
practices all worked dynamically together. I genuinely believe Company and its predecessors for what have been 35 incredible
that it is this holistic approach that gave us the energy and years, I decided in January 2016 to step down as Chairman of the
power we needed to make 2015 a successful year despite Board, making way for a new generation of leaders. Leaving the
the challenges we faced throughout. Board at the close of the June 2016 AGM, I am proud of all we have
achieved as a Company over these years, from our commitment to
2015 highlights excellence and sustainable growth, to contributing to the lives of
On the operational front, we started the year with the determination communities wherever we operate and our ethics and values
to see the business grow. This was a challenge in a year where one that ensure we are welcome in every home in our territory.
of our key growth markets, Russia, was experiencing significant
economic contraction and a weak currency. The targeted initiatives The Board has appointed the Company’s former Vice-Chairman,
we implemented in all of our markets delivered well, resulting in Anastassis G. David, as Chairman for the period until the 2016
strong volume performance. Our discipline, combined with the AGM, at which time Anastassis will be proposed for election by
systems we have put in place to control costs and reduce working shareholders. This follows a thorough review process for the
capital over recent years, is a great asset, one that continued to appointment, overseen by the Nomination Committee, resulting
deliver results in 2015. Improved volumes, effective cost control in a unanimous recommendation to appoint Anastassis G. David.
and mitigation of significant currency headwinds allowed us to The appointment was approved by the Board of Directors on
achieve our highest operating margins since the beginning of 27 January 2016, when I stood down as Chairman.
the global financial crisis. The Board of Directors has striven to ensure that this change in
the leadership of the Company be effected in a manner that
Sustainability emphasises continuity and balance. We were mindful of the
Earning and maintaining the trust of consumers and the corporate governance and independence implications of
communities we operate in is at the heart of all of our activities. Anastassis’s appointment as Chairman, having originally
As consumers have become increasingly focused on healthy, active been nominated to the Board by Kar-Tess Holding, a significant
lifestyles, we have significantly broadened our product portfolio, shareholder of the Company. We have explained our rationale
offering consumers a wider range of products and more information for the appointment in the Corporate Governance section of this
to make informed choices. We have also continued to promote Integrated Annual Report and we consulted with major shareholders
health and wellness, spending €4.0 million in 2015 on programmes before proceeding. The Board of Directors firmly believes that
to support active lifestyles. Minimising our environmental impact, Anastassis embodies the Company’s spirit – our core values,
particularly water usage, has always been a priority. The progress heritage and culture – and that these attributes, combined with
we have achieved in managing our environmental impact gave us his strong identification with the Company and its shareholders’
the impetus to step up our efforts in 2015, adopting ambitious interests as well as with his profound knowledge, understanding and
long-term targets. experience of the Coca-Cola System, will enable him to continue to
promote appropriately balanced leadership of the Company.
Our efforts in the area of sustainability are being recognised
internationally and I am particularly proud of Coca-Cola HBC being
named industry leader amongst beverage companies in the Dow Closing
Jones World and Europe Sustainability Indices (DJSI) for the second On behalf of the Board, I would like to thank our employees for
consecutive year in 2015. their hard work and resilience in the face of recent challenges.
Their talents, skills and dedication have helped us succeed
I encourage you to read about our efforts to be a more responsible, despite volatile market conditions.
sustainable business throughout this report.
We have a proven track record of steering the business through
some very rough waters, and I am confident that we are operationally
Governance and strategically well-placed to deliver continued growth over the
During the year, the Board focused on the execution of our medium term. In light of our Company’s 2015 performance and our
strategy, our strategic alignment with The Coca-Cola Company, the confidence in management’s ability to continue to grow the business,
development of our talent but also on our Board’s own effectiveness the Board is proposing a full-year dividend of 0.40 Euros per share.
and the management of risk including the risks arising from currency This represents an 11% increase compared to the dividend paid
volatility, geopolitical instability and weak economic activity. out from 2014 profits.
A Board effectiveness evaluation was conducted in the second I look forward to seeing you at the Annual General Meeting.
half of the year, and the results underline that our Board is well-
balanced and diverse, with the right mix of international business
skills, experience and independence. Reflecting on the changes to
the Board this year, I want to wholeheartedly thank Susan Kilsby and
Christos Ioannou, who stepped down in June, for their commitment
and their valuable contribution during their time on the Board.
A warm welcome also to our new Board members, Sola David-Borha
and Alexandra Papalexopoulou, who joined the Board during the George A. David
year. They bring extensive knowledge of two of our important Retiring Chairman
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Coca-Cola HBC – 2015 Integrated Annual Report
Market review
2.8
3.3 3.2 21% 79%
2.4 2.5 2.6
1.8 Source: GFK-Europanel, AFB 12m MAT Q3 2015, CSE
2
1
…and organised trade growth
0 Channel dynamics in many countries are shifting towards
-1 organised trade, such as discounters and supermarkets.
2003 2008 2012 2013 2014e 2015f 2016f 2017f Sales in these outlets are growing faster than in traditional
-2007 -2011
(avg) (avg)
trade, such as convenience stores. At the same time the
organised trade channel is experiencing further consolidation.
World
High income countries
Euro area countries Increasing focus on healthy choices
Developing countries Health and wellness trends have been gaining ground as well
as focus from governments. Improving health through calorie
reduction and better food choices is increasing in importance for
individual well-being and as a means to reduce public expenditure
Source: Global Economic Prospects, January 2014 & June 2015 and on medical care.
World Bank Development Prospects Group updates, World Bank
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
40.3
39.9 Offering choice
39.2 We have one of the most diverse product portfolios amongst
38.9
Coke bottlers, and we have consistently increased sales of low-
and no-calorie sparkling beverages.
We have also expanded our product portfolio to include water
and juice brands to offer consumers options to support active,
2012 2013 2014 2015 healthy lifestyles. Still drinks have increased from 10% of our
volume in 2001 to 31% of our volume in 2015.
We also support programmes that foster active, healthy
lifestyles (see the Community Trust section on page 39
for more information).
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Coca-Cola HBC – 2015 Integrated Annual Report
Business model
Manufactured
We carefully manage the stock of manufactured Working with partners and suppliers
capital, including equipment and buildings, available Our partnership with The Coca-Cola Company gives us
to produce and distribute our products. exclusive rights to manufacture and sell their branded products in
our territory. The Coca-Cola Company develops and owns brands
which account for 97% of our volume sold. They also produce and
See our operating performance indicators on page 14. supply our Company with the concentrate, or syrup, that is the main
ingredient for our beverages. We rely on our supply chain for many
Human types of inputs to our business, including equipment and machinery
We continually work to develop the competencies, and consultancy services and software. Partnering with responsible,
capabilities and talent of our people, a critically dependable, efficient suppliers allows our Company to focus on
important asset. what we do best – producing and distributing beverages that
bring smiles to consumers.
Natural
Water, energy, and other natural resources are
important inputs to our value creation processes,
and we seek to use them efficiently.
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Serving consumers
€280m Shareholders
Through the process of managing all inputs to
our business well, we create profits which
Reduction in plants benefit shareholders through dividend
and communities payments and share value.
11%
We offer a range of beverages
to satisfy evolving consumer
preferences and active, healthy Suppliers
lifestyles. By providing products that As we create value, we support businesses
meet consumer needs and operating Direct employment throughout our value chain, and support
33,311
a responsible, sustainable business, job creation beyond our business.
we create value for the communities
where we operate.
Employees
Reduction in water consumption Developing, recognising and rewarding
our people secures a skilled and
Customers
Water replenishment rate of Our efforts to produce products efficiently
164%
and responsibly builds value for our
customers’ businesses.
Total taxes
Communities
When our business is profitable, sustainable
Serving customers effectively
We manage customer relationships as
well as promotions and displays at the
€271m and responsible, the communities where
we operate benefit through job creation,
tax payments to governments, useful
products and services, and minimisation of
point of sale. Our customers rely on us Volunteer hours
to have a full range of quality products environmental impact. We also consistently
on the shelves every day, so that they
can satisfy consumers’ refreshment
needs. In order to give our customers
the best possible service, we segment
6,000 invest 2% to 2.5% of our pre-tax profits in
programmes to support communities
in our territory.
Spend on community
each market and serve each customer
programmes
based on size and need, taking into
account prevalent market conditions.
€8.2m
Find out more about how we share value
with our stakeholders in the following pages
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Coca-Cola HBC – 2015 Integrated Annual Report
Dear Stakeholder
We achieved strong volume growth in 2015 for the first
time in several years, as well as improvement in nearly
all of our key performance indicators. Our comparable
net profit was €314 million, up from €277 million the
prior year, and our comparable earnings per share
rose 13.5% to 0.864 Euros.
Our performance for the year is the culmination of our
long-term effort to refresh our business by expanding
our product portfolio to increase the choices we offer
consumers, continually improving our ability to serve
customers well, attracting and retaining talented people,
and dramatically improving the efficiency of our operations.
All of these initiatives align with our Play to Win strategic
framework, and are underpinned by our commitment
to manage our business responsibly and sustainably.
All of our business segments achieved volume growth
for the year, despite currency depreciation and economic
weakness in some of our largest markets, including
Russia and Nigeria. We reversed a five-year-long decline
in volume sold in our Established markets and increased the
momentum of growth in our Developing markets. Volume
growth in the majority of countries in our Emerging markets
segment more than offset weak sales in Russia. Overall,
sales volume for the Group increased by 2.6% compared
with the prior year.
On the other hand, deflation in our Established and
Developing markets and affordability concerns in specific
markets limited our pricing flexibility. These factors,
combined with exchange rate headwinds, led to a
2.5% decline in net sales revenue.
Continuing our efforts to improve margins, we reduced
our operating expenses by nearly €50 million and our
“Execution
infrastructure optimisation programmes delivered excellent
operational leverage. We benefited from declines in the cost
of raw materials we use, particularly sugar and PET resin for
plastic bottles, although these cost reductions were more
focus drives than offset by the €174 million adverse impact exchange
rates had on our profits.
The 100 basis point improvement we achieved in our
strong volume
comparable operating margins is an important step toward
recapturing the superior margins our Company delivered
before the global financial crisis.
growth and
margin
expansion”
Dimitris Lois
Chief Executive Officer
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
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Coca-Cola HBC – 2015 Integrated Annual Report
Looking ahead
The outlook for 2016 is characterised by increased volatility. Our vision is to be the
In the Euro area, growth prospects are revised upwards, reflecting the
expected benefits from the oil and commodity price developments undisputed beverage
and the accommodating monetary conditions. However, in contrast,
growth estimates are revised downwards in the countries exporting leader in every market
these commodities.
in which we compete.
In our territory, we face mixed prospects. On the one hand, we
In collaboration with The Coca-Cola Company, we have
expect a reversal from deflation to inflation, and improvements
evolved our portfolio to create a balance of sparkling and
in unemployment levels and private consumption in many of our
still beverages, giving us a powerful commercial platform
markets benefiting from the low oil prices. On the other hand,
and enabling us to be a strong partner for our customers.
oil exporting countries such as Russia and Nigeria continue to
We want to be the partner of choice for our customers,
face ongoing challenges in an otherwise buoyant emerging
working with them to grow their business and ours.
markets landscape.
Business efficiency is an ongoing priority and it is
The commercial initiatives that we put in place in 2015 proved to be vital that we continue to optimise our manufacturing
effective, leading to good volume growth in all three segments. We cost base and logistics footprint with ongoing careful
are determined to build on this success and maintain volume growth management of operating expenses. In doing all of this
in all three market segments. Two key areas of focus in 2016 are we will continue to strive for leadership and build on
revenue growth management and gaining further efficiencies in our our reputation as a responsible business focused on
cost base. We expect substantial improvement in currency-neutral minimising our environmental impact in water use,
net sales revenue per case in the full year for all three segments as energy and packaging.
well as a significant reduction in operating expenses as a percentage
We live by our values: authenticity, excellence,
of net sales revenue. The two challenges we face are currencies in
learning, caring for our people, performing as one
emerging markets such as Russia and Nigeria and rising input costs,
and winning with customers. We think these values
particularly sugar.
make for a culture where people have a strong sense of
Overall, our focus for 2016 is to build on this year’s good ownership and make decisions with purpose, confidence
performance with a year of volume and revenue growth along with and speed. A values approach to business also makes
margin expansion. We have strong plans and our track record gives good commercial sense as it creates a company
us confidence that we can take appropriate action in countries where customers want to work with.
we face challenging market conditions. Our efficiency programmes
have, over several years, created a strong platform. As many of
our European markets slowly improve, we expect to capitalise Strategic pillars: How we report
on this platform. We focus on our four strategic pillars – Community Trust,
Consumer Relevance, Customer Preference and Cost
Finally, I wholeheartedly thank all of our people for their passion, Leadership – that encompass the key areas of
dedication and hard work. Our success this year would not have been our business.
possible without their contributions. I also thank our shareholders for
their support. We will endeavour to maintain your trust, working to
create sustainable, long-term business growth and shared value Strategic targets: How we measure
for all of our stakeholders. our performance
We have four strategic targets that we work towards:
Win in the marketplace, Grow value ahead of volume,
Focus on cost and Generate free cash flow.
Please see the table on the next page to learn about the
initiatives that we put in place for each of the strategic
pillars in order to achieve our strategic targets.
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Community Engage with our communities and earn their trust through initiatives that help them thrive
trust
Promote active, healthy living
Drive the water and Focus on the right Offer choice and
juice categories with brand, price, pack and focus on smaller
Consumer innovation supported channel for the right sizes
relevance by acquisitions of occasion (OBPPC),
locally relevant brands thereby improving
the value we get from
every case we sell
Our people
Our most important enablers are our people: unparalleled talent and a high-performance mindset are what we strive for. Our people
make our Company what it is and create value by growing our business responsibly and sustainably. Strengthening the capabilities of our
people as well as engaging them and rewarding them appropriately are priorities at every level of our Company, enabling us to continue
to attract and retain the best talent.
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Coca-Cola HBC – 2015 Integrated Annual Report
How we measure Volume is measured in million cases sold, where one Net sales revenue (NSR) comprises revenues from
our performance unit case represents 5.678 litres. Coca-Cola HBC’s primary activities.
(KPI) Category share is calculated by dividing our volume Net sales revenue generated per case sold is calculated
or revenue by the total volume or revenue of the on an FX-neutral basis.
respective beverage category. We report the
number of countries where we maintain or
improve our sparkling beverages volume share.
What happened We achieved volume growth in all segments. While Despite volume growth, net sales revenue declined due
in the year the Emerging markets segment slowed down due to adverse currency movements. FX-neutral net sales
to the challenges in Russia, a return to growth in our revenue per case increased for the fifth consecutive
Established markets supported this outcome. As a year but at merely 0.3%, constrained by the deflationary
result, we improved our sparkling volume share in environment and affordability measures in a number
17 out of 24 measured markets. of our markets.
KPIs Volume (million unit cases) Net sales revenue FX neutral NSR/case
The way in which our KPIs (€m) improvement (%)
relate to remuneration is
set out on pages 96-97.
2000 8000 3
2,061 2,003 2,055
1500 6000 6,874
6,510 6,346 2 2.5
1000 4000
1
500 2000 1.1 0.3
0 0
0 0 0
2013 2014 2015 2013 2014 2015 2013 2014 2015
Our plans for 2016 We have plans to build on the growth achieved in 2015 Revenue growth management initiatives are integral
in all segments. This view is supported by signs of to our commercial strategy and a significant focal point in
recovery in certain European markets and our our plans. We expect to increase prices in countries with
marketing programmes coupled with Euro 2016. currency depreciation as well as continue our initiatives to
improve package, channel and category mix to get more
value out of every case we sell.
100 40
80 30
32 33
60 78 79 30
72 20
40
10
20
0 0
2013 2014 2015 2013 2014 2015
Comparable indicators exclude the impact of restructuring, the unrealised impact from the mark-to-market valuation of commodity hedges and specific non-recurring items.
For a reconciliation of comparable financial indicators to the respective GAAP financial indicators, please see page 54.
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
OpEx (Operating expenses) as percentage Free cash flow is defined as the cash generated
of net sales revenue is calculated by dividing by operating activities after payments for/
comparable operating expenses by total net proceeds from and purchases/sales of property,
sales revenue. plant and equipment, and principal repayments
of finance lease obligations.
Comparable EBIT refers to profit before tax
excluding finance income or cost and share ROIC is net operating profit after tax divided by
of results of equity method investments, capital employed in the business.
adjusted for certain non-recurring items.
Our actions resulted in an absolute reduction We generated excellent free cash flow in the
in OpEx, although as a percentage of net sales year. The benefit from additional reductions
revenue, the ratio was stable. Input costs were in working capital, which reached triple-digit
favourable, although these were more than negative level (in million Euros) at year end,
offset by adverse currency movements. The coupled with higher profitability contributed
strong improvement in comparable EBIT margin to this outcome. These factors also supported
was effectively the result of the volume growth the growth in ROIC.
and the operational leverage it brings.
Focus on cost and efficiency is a firm discipline Going forward, while the benefit we can expect
in our business and we expect to be able to from working capital reductions is diminishing,
further improve operating expenses as a further improvements in our profitability and
percentage of net sales revenue. We expect disciplined capital expenditure management
our profitability to also benefit from operational should ensure good free cash flow generation.
leverage as volumes grow, and our focus on
pricing of our products in 2016.
Act responsibly
We measure direct and indirect greenhouse gas emissions from our operations
(scopes 1, 2 and 3 as defined by the Greenhouse Gas protocol).
Our operational carbon emissions (from production and transport) amounted to 634,910 tonnes
in 2015, an 11.7% decrease vs. 2014. The global carbon footprint of our products, including indirect
emissions in the supply chain and for cooling, amounted to 4.175 million tonnes of CO2, a reduction
of 3.6% in the year.
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Coca-Cola HBC – 2015 Integrated Annual Report
Environmental dimension
Carbon and energy x x x
Sustainable packaging recycling and waste
management x x x
Sustainable sourcing x x
Water stewardship x x x
Social dimension
Community investment and engagement x
Employee well-being and engagement x x x x
Human rights and diversity x x
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Why this is material How it relates to stakeholder concerns How we are addressing the issue
Economic dimension
Corporate Conducting all business activities with Investors and other stakeholders We address corporate governance
governance, integrity and with respect for society is realise that managing non-financial holistically, maintaining a zero
business ethics of primary importance for Coca-Cola performance, including environmental tolerance culture related to breaches
and anti- HBC. Being a good corporate citizen and social impacts, is integral of our Code of Business Conduct
corruption means having a strong foundation in to maintaining good financial and anti-bribery policies, while making
business ethics and maintaining performance over the long term. sure all of our people are trained on
well-established processes and For companies to operate successfully these policies every two years. Our
systems for managing financial and sustain growth, boards must Board and its committees assume
and non-financial dimensions incorporate all aspects of performance responsibility at the highest level for
of performance, which in turn management into core decision- environmental, social and governance
builds the trust and reputation making processes. issues related to the business.
of Coca-Cola HBC.
Direct and As a business operating in 28 Many of our stakeholders are direct or We employ more than 33,000
indirect countries in Europe, Africa and Asia indirect beneficiaries of our business employees. Within the European
economic we contribute to local economies in activity. They therefore have an Union, the Coca-Cola System
impacts our countries of operation through interest in the value added by supports more than 600,000 direct
our core business activities. These our business. and indirect jobs in our value chain.
activities generate income for We source ingredients, raw materials,
employees, revenue for suppliers equipment and services from
and contractors, improve our approximately 43,000 suppliers.
customers’ profitability and support In 2015, our direct procurement
public well-being and infrastructure spend was €1.3 billion. Further, in 2015
through tax payments, dues and we paid €271 million in taxes across
fees. We also contribute to the public our territory.
good by investing in community
programmes to address
environmental and social issues.
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Coca-Cola HBC – 2015 Integrated Annual Report
Why this is material How it relates to stakeholder concerns How we are addressing the issue
Responsible Our advertising and promotions Stakeholders expect us to provide We comply with The Coca-Cola
marketing reach millions of our consumers clear information about the ingredients Company’s Global Responsible
and this is a responsibility we take very and benefits of our products and Marketing policy and together with
seriously. Our approach to responsible to help raise awareness about the other members of our industry we
marketing, the way we engage in direct importance of energy balance, which are also signatories of the European
commercial activity and the way we is calories in versus calories out. Soft Drinks Industry Association
advertise and promote impact our (UNESDA) commitments, which
corporate reputation. include:
–– encouraging active, healthy lifestyles
and investing into mass sports,
GRI aspects: product responsibility committed to move 6.7 million
people by 2020
–– offering choice from mineral waters,
through sparkling soft drinks to 100%
juices, and offering no- and
low-calorie beverages in all of our
markets
–– providing GDA nutrition information
on our labels wherever possible
–– encouraging portion control by
marketing of smaller pack sizes
–– not engaging in direct commercial
activity in primary schools and not
advertising to children
Product quality Our products are designed to Over the past years, the food supply Product integrity to the Group
and integrity refresh our consumers and satisfy has changed significantly in most means offering the highest quality
customer needs. We strive to ensure countries. Stakeholders are interested beverages that satisfy consumers’
that our consumers have the utmost in how food safety and quality is and customers’ expectations in every
confidence in our products by ensuring ensured throughout supply chains. aspect. Part of our response to more
consistent product safety and quality. Products with high quality and integrity demanding food and safety standards
We depend on product quality and help us to be competitive beyond is to raise the bar by applying
integrity for market leadership, sales performance and price, making us a end-to-end food and safety standards,
volumes and revenues. This is also partner of choice for our customers. on top of maintaining strong focus
the basis of the reputation and trust on developing a world class mind-set
we strive to earn in our communities. on food and safety throughout the
value chain. In addition to product
functionality, quality, safety, taste
GRI aspects: product responsibility and design, integrity also includes
intangibles such as brand equity of
the best known beverage brands
in the world.
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Why this is material How it relates to stakeholder concerns How we are addressing the issue
Environmental dimension
Carbon Energy is an input to our production Affordable, clean energy and taking We make investments in
and energy and logistics processes. Climate climate action are two of the 17 energy efficiency and low-carbon
change is a material issue for our Sustainable Development Goals technologies to reduce our exposure
business also because consumption adopted by the United Nations, and to climate change risks and improve
of cold, single serve beverages can be member nations, in September 2015. our cost leadership and production
impacted by weather. This issue also Failure to adapt to climate change is efficiency. To this end, we have
affects our suppliers, customers and listed as a principal risk in the World introduced internal water and carbon
the communities which we serve. Economic Forum 2015 Global prices, while we have clear targets
Risk Report. for carbon emissions and water use
reduction by 2020. As a result, we are
GRI aspects: energy; emissions; one of the first 12 companies in the
transport; products and services world with science-based carbon
(environmental); environmental reduction targets for both direct
investments operations and our value chain.
These targets were created with
and have been approved by the
World Resources Institute.
Sustainable Coca-Cola HBC sells more than Achieving a circular economy, one Our ultimate goal is to close the
packaging, 2 billion unit cases of products annually, that is restorative and regenerative, is recycling loop, converting used
recycling and packaging plays a vital role in high on the political and media agenda. packaging into new. We minimise
and waste keeping our products fresh and safe. Sustainable sourcing of packaging the environmental impacts of the
management Sustainable packaging and waste materials and post-consumer waste packaging we use at every stage of
management are important to management pose environmental the lifecycle, working on designing
our business, given the amount of challenges, particularly in Emerging packaging that is lighter and minimises
packaging we use and the need to markets. In response to environmental waste. We support 19 packaging waste
recover and recycle post-consumer concerns, some governments seek to management schemes that recover
packaging. A significant part of our tighten regulation or impose taxes to and recycle post-consumer packaging,
sales comes from Developing and finance waste management schemes. and recovered and recycled 69% of
Emerging markets, where waste packaging material in 2015. We work
management infrastructure still with governments, other industry
needs to develop to avoid landfilling. members, community organisations,
Through extended producer consumers and others to fulfil our
responsibility policies, producers commitments related to sustainable
such as Coca-Cola HBC can be packaging. Through recovery
held responsible for financing organisations, we also invest in
waste management schemes. consumer education regarding
recovery of packaging waste.
Sustainable The beverage industry is a substantial There is increasing pressure on We are committed to working with
sourcing purchaser of agricultural raw materials. natural resources, and climate The Coca-Cola Company and our
The sourcing of our raw materials change, poverty and social inequality suppliers to ensure that we sustainably
accounts for a large portion of are affecting crops and water supply source our key agricultural ingredients.
our economic, operational and globally. To protect food and water We work with our suppliers to ensure
environmental footprint. The supplies, crops must be grown and compliance with the Sustainable
performance of our suppliers sourced in a sustainable manner. Agriculture Guiding Principles by
directly affects our performance 2020, and we have a clear roadmap
in a wide range of economic, in place to achieve this goal. All our
environmental and social issues. suppliers are required to adhere to
our Supplier Guiding Principles, and
we are members of SEDEX (Supplier
GRI aspects: procurement practices; Ethical Data Exchange), a not for profit
supplier engagement and assessment; membership organisation dedicated
human rights; child and forced labour to driving improvements in ethical
and responsible business practices
in global supply chains.
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Coca-Cola HBC – 2015 Integrated Annual Report
Why this is material How it relates to stakeholder concerns How we are addressing the issue
Social dimension
Community The success of our business depends Good health and well-being, quality Our three priority areas for community
investment and on the strength and well-being of the education and decent work are global programmes are: active, healthy living,
engagement communities in which we operate. Sustainable Development Goals, and environmental and water stewardship
Having a clear direction and focus businesses are expected to contribute and youth development. In 2015
for guiding community investment to addressing these challenges. we have partnered with more than
and engagement in our countries of Publicly reporting on efforts, and 230 NGOs and invested €8.2 million
operation enables our communities results, related to these challenges or 2.3% of our reported pre-tax
and our business to grow. is a stakeholder expectation. profit, in communities across the 28
countries where we operate. Cash
contributions accounted for 86% of
GRI aspects: Local communities the total investment, complemented
by in-kind giving and volunteerism.
For more information please see
the Community trust section of
this report.
Employee The success of our business There is growing recognition of the Our sustainable engagement
well-being and depends on our ability to attract and importance of individual well-being score across the Company in 2015
engagement retain talented, healthy, happy and inside and outside the workplace. was 87%, which is higher than other
engaged people. Training, developing, Improvement in well-being results companies in the Willis Towers Watson
motivating and engaging employees in improved workplace performance benchmarking pool of high performing
and providing access to employee including financial performance, labour companies. To achieve this, we
well-being programmes and a safe productivity and the quality of outputs. focus on winning together, enjoying
working environment are at the core Sustainable engagement scores are ownership of our work and removing
of our corporate culture. strongly and positively linked with organisational barriers to success. Our
workplace performance. employee well-being strategy is based
on four pillars: physical, emotional,
GRI aspects: Labour practices and social and financial well-being. In 2015,
decent work we achieved a lost-time accident rate
of 0.43, a 12% improvement on 2014,
and the seventh consecutive year of
double-digit improvement. We provide
various programmes in all countries
including regular health checks, training
related to work and non-work related
stress, access to sports and physical
activity, child/elderly care support,
return to work support for parents
and flexible work arrangements
where appropriate.
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Why this is material How it relates to stakeholder concerns How we are addressing the issue
9.5
Water
stewardship
9 Corporate governance,
Packaging recycling & business ethics & Product quality
Human rights & waste management and integrity
diversity anti-corruption
8.5
Sustainable Health &
sourcing Carbon & energy Employee
Responsible nutrition well-being &
8 marketing engagement
Community Direct
investment & & indirect
engagement economic
7.5
impacts
7
7 7.2 7.4 7.6 7.8 8.0 8.2 8.4 8.6 8.8 9.0 9.2 9.4 9.6 9.8 10
POTENTIAL ECONOMIC, SOCIAL AND ENVIRONMENTAL IMPACT ON OUR BUSINESS
By combining the importance of material issues for external other organisations, such as NGOs, who represent the
stakeholders, with their potential impact on our business, interests of our stakeholders. Once a year, we invite a group of
we derive Coca-Cola HBC’s material issues matrix. stakeholders to a forum to discuss material issues in depth. The
outcome of these fora are summarised and made available on
Value creation and our material issues our website (www.coca-colahellenic.com ) every year. In 2015,
By effectively managing the financial, operating, social, we held our first joint Annual Stakeholder Engagement Forum
environmental and governance issues, which are most material with The Coca-Cola Company at the Coca-Cola Pavilion at
for our business, we ensure that we meet our obligations to EXPO Milan. The material issues focused on at that event
shareholders while also continuing to create value for a wide included water stewardship, sustainable packaging, and direct
range of other important stakeholders. As we explain in our and indirect economic impacts. Through regular interactions
business model on pages 8-9, through the process of producing with our stakeholders we continuously learn and gain a more
and distributing beverages that offer consumers refreshment dynamic understanding of the issues that are most relevant
and joy, we create value for all of our stakeholders. to our value creation processes, and how we may improve
our management of them. Along the way, we also hope to
Engaging our stakeholders demonstrate transparency and accountability, earning
Proactively engaging with our key stakeholders is an important our stakeholders’ trust. For more information about our
part of identifying our material issues. For this, we rely on approach to ongoing stakeholder engagement see page 166
stakeholder input, and we collaborate and partner with (GRI Index section) and go online, www.coca-colahellenic.com.
stakeholders to fully understand their perspective. We define
stakeholders as people or entities that are directly or indirectly
impacted by our operations, and who in turn also affect our ability
to grow our business sustainably. Our stakeholders include our
employees, shareholders and analysts, customers, consumers,
suppliers, governments and regulatory bodies and communities
in the 28 countries where we do business. We also engage with
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Coca-Cola HBC – 2015 Integrated Annual Report
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Relevance
Our consumers decide what
is relevant; our job is to satisfy
their beverage needs. In 2015, our
revenue growth outperformed the
market in key beverage categories,
demonstrating our success in
offering products that match
consumer preferences.
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Coca-Cola HBC – 2015 Integrated Annual Report
Established markets
Q&A
You are responsible for several of the countries in the In addition to an improvement in consumer spending, what are
Established markets segment. Looking at the current the levers you can pull to increase volumes in Italy, your second
health and wellness trends, should one expect volumes biggest market by volume?
in this segment to decline in the medium term?
Let me start by reminding you that volumes in Italy are down 20%
For the most part, our consumers are prosperous in our from their peak, so there is a lot to go for. In the sparkling beverages
Established markets. This, combined with increasing health category, we have several initiatives. Coke with Food continues to
concerns, leads our consumers to seek choice in hydration. In these drive the occasions of meals at home and on the go. The glass
markets, we focus on innovation, such as Coke Zero and Coke Life, contour bottle and mixing with premium spirits support the
initiatives to retain adults as well as further development of our still socialising occasion in the immediate consumption channel.
beverages portfolio. In addition, our consumers in Italy and Greece Furthermore, we are increasing spending on better and more
have reduced their consumption of sparkling drinks considerably relevant marketing, which will be driven by the new ‘Taste the
because of lower disposable income in recent years. We believe feeling’ campaign. In the water category, we are focusing on
we will recover a large part of this volume loss as the economies two brands, Lilia and Sveva, which is proving to be very effective.
in these markets recover.
or more information
F
www.coca-colahellenic.com
Benefiting from a return to growth Comparable operating profit for the segment improved by 35.5%
to €199 million in the year. Our efforts to win in the marketplace
Macroeconomic conditions and consumer spending improved by addressing affordability, offering premium quality products at
slightly in our Established markets segment, and this supported promotional prices, hindered profitability in the segment. This
product sales growth. was more than offset by favourable input costs, benefits from our
For the full year in 2015, overall unit case volume in our Established optimisation and restructuring initiatives, lower operating expenses,
markets improved by 1.0%, following five consecutive years of favourable movements in currencies, mainly the Swiss Franc, and
decline. Growth in the water category, combined with volume growth in sales volumes.
increases in Italy and Greece, more than offset volume declines
in Ireland. Italy
Our sales volume in Italy returned to growth after five years of
Net sales revenue grew by 1.5% in the year, compared with a
decline, increasing by 2%. There were signs of improvement in
decline of 3.6% in the prior year. Increased sales volume and the
disposable income, although unemployment remained high. In these
positive impact of exchange rates, mainly from the Swiss Franc, more
conditions, we achieved growth in most key categories by focusing
than offset negative category and channel mix. Deflation persisted
on executing our commercial strategy, offering the right product
despite a return to tepid economic growth, and this contributed to
and package size at the right price for every occasion. Sales of our
price mix deterioration. Currency-neutral revenue per case declined
sparkling beverages grew by 2%, driven by Trademark Coke, with
by 2.4% in the year.
Fanta and Sprite also registering positive performances. The still
beverage category also grew, led by water, which posted a 4%
increase. Single-serve package sales increased in the year, driven
by our initiatives related to the sparkling beverages category in
the immediate consumption channel.
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Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
2. The US$ appreciated in 2015 with the average US$/Euro rate moving from 1.33 in 2014 to 1.11 in 2015.
Source: The World Economic Outlook Database, International Monetary Fund, October 2015.
Northern Ireland data: NISRA (Northern Ireland Statistics and Research Agency), PWC economics consulting,
Office for National Statistics, United Kingdom.
Italian data: Sicilian population excluded based on data from ISTAT (Italian National Institute of Statistics).
Percentage changes are calculated on precise numbers.
Greece Ireland
We are particularly pleased with our performance in Greece, With the exception of water and energy drinks, sales
where our volume grew for the second consecutive year, with a 1% volume declined in all key categories in Ireland, creating a 2%
increase. Performance was driven by strong sales in the water and reduction in overall volume. Sparkling beverages declined in a
juice categories. Coke Zero sales increased 7% in Greece, while our very competitive market, despite 6% sales growth for Coke Zero.
energy category continued to build its base, growing by 24%. The Our package mix improved during the year by 1.8 percentage
trading environment remains challenging, with economic growth points, with good performance in single-serve packs of
slowing again late in 2015. sparkling beverages.
Switzerland
Overall, our sales volume was stable in Switzerland for 2015.
Our water category grew by 6%, helped by increased distribution.
This, combined with Trademark Coke’s positive performance,
offset declines in other categories.
Celebrating the iconic contour bottle in Italy Packaging optimisation cuts plastic use
As we celebrated 100 years of the iconic Coca-Cola contour bottle, In Italy, we have used both plastic film and paper trays
our challenge was to promote contour bottle sales while maintaining in secondary packaging for 500 ml cans. In 2015, we
sales of other single-serve packs. In Italy, we promoted contour glass introduced new packaging without plastic film. As a
bottles with promotions showing celebrities being “kissed by” the result of this change, we save 10 tonnes of plastic
Coca‑Cola bottle, an experience shared across generations for material and 26,000 KWh of energy for every 1 million
the last 100 years. The promotions showed the perfect way to unit cases produced.
serve a bottle, with a glass with ice. Through strong trade support
to wholesale and retailers and perfect point-of-sale servings in retail
outlets, we achieved a 70% increase in contour glass bottle sales
while increasing sales of other single-serve packs by 1.2%. Overall,
26,000 KWh
we achieved 4% growth in single-serve packs in one of our most energy saved
established markets.
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Coca-Cola HBC – 2015 Integrated Annual Report
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Efficiency
Effective cost management is an
essential part of our long-term
strategy for market leadership
and sustainable growth. Our
aim is to make the business
more efficient and leaner.
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Coca-Cola HBC – 2015 Integrated Annual Report
Developing markets
Q&A
Operating margins have improved from 3.8% to 9.0% in the Tell us about the dynamics in the retail landscape in Poland and
last two years. To what do you attribute the turnaround in how that is impacting your business.
the segment?
Poland, one of the countries in the region I am responsible for,
There are three important contributors. Firstly, we have made has seen a very fast-paced development in the discounters
significant changes to optimise our production footprint in this channel in the last six years or so. The discounters currently
segment, which is helping our profitability. Secondly, we rationalised account for 25% of retail value and this is expected to grow further,
our offering, mainly in the organised trade, eliminating sales that albeit at a slower pace. This led to a shift in our volumes towards
didn’t meet the required return. This took place throughout 2014. large packs for future consumption at the expense of the smaller
Finally, although our markets in the Developing segment were packs that are typically sold in the fragmented trade. As large
not in the Eurozone crisis, their economies were impacted packs, or multi-serves, are typically sold at lower price per litre,
nevertheless. We are seeing these economies recover and this shift impacted our business negatively. It ultimately led
the consumer become more confident. to the rationalisation I mentioned in my answer to your
previous question.
or more information
F
www.coca-colahellenic.com
Achieving sustainable growth by Comparable operating profits for the segment increased by 70.3%
to €99 million in the year. Profitability was helped by lower input costs
improving sales volumes and profitability and higher sales volumes, which more than offset the impact of
Macroeconomic growth improved, particularly in Poland and adverse channel mix and higher marketing and promotional costs.
the Czech Republic, supporting improvements in sales volumes Comparable operating margin for the segment also improved,
and revenues. increasing by 350 basis points.
Overall, unit case volume grew by 5.7% in our Developing market
segment in 2015. All of our countries experienced growth and Poland
the sparkling beverages category was the main growth driver. In Poland, our sales volume increased by 7% in 2015, following
a decline of the same magnitude in 2014. Growth was driven by
Net sales revenue, up 3.6% in the period, benefited from improved increases in sparkling beverage sales, with particularly good results
volume and category mix and positive currency impact. These in the organised trade. Our still beverage category sales volume
factors more than offset unfavourable channel and price mix in increased, largely due to healthy growth in both plain and flavoured
the segment. On a currency-neutral basis, net sales revenue water. The strong performance of sparkling multi-serve packages in
per unit case declined by 2.4% in the year. the discounters channel led to a slight deterioration in package mix.
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Coca-Cola HBC – 2015 Integrated Annual Report
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Financial Statements
Supplementary Info & Swiss Statutory Reporting
Hungary
Our sales volume in Hungary increased by 8% during the year, with
A first in water stewardship
growth in all key product categories. Volumes for sparkling beverages
In 2015 our plant in Prague was the first in the Czech Republic
increased by 8%, with positive performance across the board and
to achieve the Gold certification in European Water Stewardship
a notable 30% increase in sales of Coca-Cola Zero. Marketing
Standard. The standard recognises excellence at every stage of
activations in the fragmented trade supported strong growth in
water management, from the protection of water sources to the
the water category, and our sales in the energy category increased
quality of wastewater released into the environment, while requiring
by more than a third as a result of new product and flavour launches.
engagement with all water users and stakeholders in the community.
Juice volumes increased modestly compared with 2014. Our focus
Our Prague plant also reduced its water usage ratio by 13%
on increasing single-serve package sales delivered results, with
compared to the prior year.
package mix improving by 1.7 percentage points.
Czech Republic
In the Czech Republic, our sales volume grew 4% as a result of
our focus on value-accretive volume and healthy growth. Still
beverages were the main driver of sales growth, with juice sales up
14% compared with 2014. Sparkling beverage sales increased by
2%, helped by the strong performance of Fanta in the organised
trade. Good growth of single-serve packages in the sparkling
category led to a slight improvement in our package mix.
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Coca-Cola HBC – 2015 Integrated Annual Report
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Preference
As the retail landscape evolves
in many of our markets, we strive
to be the partner of choice for our
customers with flawless execution
and joint value creation initiatives.
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Coca-Cola HBC – 2015 Integrated Annual Report
Emerging markets
Zoran Bogdanovic
Region Director
Q&A
Emerging markets can have very volatile currencies. Tell us about the opportunity you see in production
How do you ensure profitability in such an environment? optimisation in the Emerging markets.
I will start by saying that we have been operating in Nigeria since Our optimisation efforts have largely been focused on the
1951 and in other emerging markets for decades. This gives Established and Developing market segments. In those two
us the experience and systems to be effective in such volatile segments, we consolidated the number of plants from 38 to 23,
environments. We need to be flexible and agile in these markets, while increasing the number of filling lines per plant from 3.5 to 5.0
and how we cope with volatile currencies depends on the situation, since 2008.
but the following are the common elements. We have a rolling
In the last year or two, we started work on the Emerging
hedging policy in order to limit the transactional impact of the
markets segment, where I am responsible for a number of
differences between our local currency revenues and hard currency
countries. Here we still have 36 plants as well as 215 distribution
costs, which incidentally account for up to 40% of our cost of goods
centres and warehouses. We believe there is considerable scope
sold. We also look for ways to mitigate the adverse impact with
to consolidate this production and logistics network to achieve
price increases and cost savings.
cost efficiencies, while improving service to our customers.
or more information
F
www.coca-colahellenic.com
Building our business while For the full year, our Emerging markets segment posted a 20.1%
decline in comparable operating profit to €175.8 million, leading to a
navigating volatility and adversity 90 basis point deterioration in the segment’s comparable operating
We achieved robust volume growth for the segment in 2015 margin to 6.4%. Significant currency headwinds and higher operating
despite significant ongoing challenges in a number of markets, and overhead costs outweighed the positive effects of currency-
particularly exchange rate headwinds. driven pricing, revenue growth management initiatives, improved
sales volumes and favourable input costs.
Strong performance across all key categories in Nigeria, Romania
and Ukraine more than offset weakness in Russia during 2015.
As a result, our unit case volume grew by 2.5% in our Emerging Russia
markets segment despite challenging macroeconomic conditions. As anticipated, unit case volume in Russia declined by 6%. Within
the context of a double-digit decline in the market, our launch of
While volume increased, net sales revenue declined by 7.9%. Coke Zero and increased promotional activity in the organised trade
The benefits of positive pricing initiatives and improvements held the decline of Trademark Coca-Cola products to 2%. Juice grew
in volume and category mix only partly compensated for the by 14%, partly supported by the inclusion of the Moya Semya brand in
substantial negative impact of exchange rates and channel mix our portfolio. This was insufficient to offset declines in the flavoured
deterioration. Currency-neutral net sales revenue per case grew brands of our sparkling beverage portfolio and, to a lesser extent,
4.0% as we implemented pricing initiatives in countries facing the water category.
currency headwinds.
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Supplementary Info & Swiss Statutory Reporting
Nigeria rationalisation process for water products, and the Cappy Pulpy
With good performance across all product categories, our sales brand continued to drive good results in juice. Our package mix also
volume in Nigeria grew by 10% following modest growth in the prior improved in Romania, a result of healthy growth in single-serve
year. Growth was supported by successful trade activation initiatives packages of both sparkling and water products.
such as the Share a Coke campaign, additional production capacity
and the use of SAP capabilities to improve product availability. Our Ukraine
juice category grew by 19% in Nigeria during the year, demonstrating We achieved 14% growth in sales volume in Ukraine,
the success of our pulpy juice innovation in the country. compared with a modest decline during 2014. The trading
environment remains volatile, with currency fluctuations and high
Romania inflation impacting disposable income and consumer confidence.
Our unit case volume in Romania increased by 11% in 2015, following Against this backdrop, we have maintained our focus on expanding
a 6% decline in 2014. Good performance in the sparkling category our promotional initiatives in the organised trade channel with
was driven by Trademark Coca-Cola and Fanta, and supported by campaigns such as Coke with Food. This enabled us to achieve
our new 1.25 L sparkling pack for the organised trade. Water sales double-digit growth in nearly all key categories.
increased by 7% following the completion of the package
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Trust
Our operations build trust through
responsible, sustainable business
practices. We seek to meet or exceed
stakeholders’ expectations regarding
key issues for our business and our
communities, including consumer
health and wellness and development
of youth employment opportunities.
35
Coca-Cola HBC – 2015 Integrated Annual Report
People
CCH Index
Data for FTSE 100 companies and High Performing Companies represents
those companies participating in WillisTowers Watson benchmarking.
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
33,311 79%
At the end of 2015, 33% of managerial roles in our Company were
held by women, up from 32% for the prior year. To build a diverse
talent pipeline, 44% of the 245 management trainees we hired in
2014: 36,362 2014: 78% 2015 were women.
To increase understanding and engagement, we encourage
Strengthening capabilities cross-cultural and cross-country exchanges within our talent
We have identified and prioritised the organisational capabilities that pool. We have a formal Inclusion and Diversity policy, and we
are the most important for us globally and for each of our markets always appoint the best person for each position.
locally to execute their strategies. We are building these prioritised
In 2015, in Northern Ireland, we ran a programme for high-potential
capabilities, e.g. revenue growth management, key account
women focused on developing their business knowledge, confidence
management, under a systematic methodology improving not
and leadership skills. The programme, called Elevating Women in
just the skills of our people but also our processes, structures
Management, provides personal development planning and
and measurement system.
coaching support and has been given positive reviews by
participating women associates.
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Coca-Cola HBC – 2015 Integrated Annual Report
People continued
Lost time accidents Fleet accidents per million Absenteeism days per
kilometres travelled full-time employee
133
25% reduction vs. 2014
4.96
8% reduction vs. 2014
3.96
6% reduction vs. 2014
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Community trust
2.3%
of our pre-tax profit
€2m
Trust is the foundation of our relationships with shareholders,
customers, consumers, employees, institutions and business
partners, and we build trust through responsible, sustainable
management of our business. For more than a decade, we
have worked to embed sustainability into all of our business
processes and decisions. We identified the issues that are
material to our business, consulted with key stakeholders
and developed robust strategies and commitments to
create value for all.
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Coca-Cola HBC – 2015 Integrated Annual Report
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Coca-Cola HBC – 2015 Integrated Annual Report
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Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
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Coca-Cola HBC – 2015 Integrated Annual Report
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Consumer relevance
No 1
branded supplier
No 2
branded supplier
10%
reduction in complaints
in sparkling drinks and RTD tea in juice and juice drinks vs. 2014
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Coca-Cola HBC – 2015 Integrated Annual Report
Juice
The juice part of our beverage portfolio provides consumers with a
nutritional and delicious refreshment proposition, which contributes
to our revenue growth. While juice sales were flat overall for the
industry in 2015, sales in our juice portfolio increased 7.9%. With a
series of great brands we are now the second largest juice company
in our territory. Our success in juice has been supported by our focus
on consumers’ breakfast occasion, harmonising our portfolio and
brand approaches, and developing the scale and profitability of
Cappy Pulpy, which has now been launched in 14 European
countries and in Russia and Nigeria.
39.9
20
5
43.1
2015
0 40.3 0
Volume Volume growth 2012 2013 2014 2015
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Customer preference
97.6%
delivery in full and on time
58.4%
of our customers say we exceed
and accurately invoiced (DIFOTAI) their expectations
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Coca-Cola HBC – 2015 Integrated Annual Report
Developing knowledge
We have advanced knowledge sharing systems and, during 2015,
we established a dedicated SharePoint platform to further support
best practice sharing, strategic initiatives and capability building.
Joint business plans developed with our customers allow us to
create sustainable value and we have multi-functional teams
involved. This includes implant managers in many countries who
work inside our customers’ premises to optimise service levels
and manage inventories.
80 98
90
81.9
79.6
78.9
78.5
97.6
89
97.0
87 60 96 96.6
66.2
85
63.4
84 96.1
60.9
58.5
80
CCH Commercial dept.
81
80
40 94
Coke Bottlers Index
Coke System Index
FTSE 100 Index
70
FMCG Norm
20 92
CCH Index
60 0 90
2015 2015 2015 2015 2015 2015 2012 2013 2014 2015 2012 2013 2014 2015
Data for FTSE 100 companies and High Performing HQ of key accounts DIFOTAI is a measure of delivery in full, on time and
Companies represents those companies accurately invoiced.
participating in WillisTowers Watson benchmarking. Traditional outlets
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Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Cost leadership
-26%
since 2008 or -39% in the Established and Developing markets
-160 basis points
as % of NSR, since 2008
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Coca-Cola HBC – 2015 Integrated Annual Report
Our comparable gross margin improved by 100 basis points in Over the years, we have significantly diversified our product
2015, and our comparable operating margin expanded by the portfolio, leveraging our scale in sparkling beverages and offering
same amount. While lower input costs and adverse foreign a full non-alcoholic ready-to-drink portfolio to our customers and
exchange movements had the biggest impact on our profits, consumers. As our product offerings evolve, reflecting the changing
these moved in opposite directions, largely offsetting each needs and preferences of consumers in our markets, we are
other. We know we have little control over these drivers. leveraging technology to offer innovative products. One good
Therefore, our focus remained on the areas that we can example is our first hot-fill line in Nigeria for producing juice in
influence: optimisation of our production and logistics plastic (PET) bottles. The line, installed during 2015, also has
base, our operating costs and cash conversion. the capability to produce juice with pulp.
Maintaining cost leadership involves carefully managing all With regard to our logistics network, we continued with our efforts
inputs to our business, including natural resources. In 2015, we to move from a fixed-cost model to one with greater flexibility and
developed a new methodology to improve our assessment of capital continued to invest in new warehousing technology. The electric,
expenditures to reduce water and energy consumption. We invested laser-guided, automated forklifts we now use in Belfast operate
a total of €10 million in water and energy saving initiatives during the without drivers.
year, and we estimate that these investments will be recouped
through lower energy and water costs by 2018. Business standardisation
In all 28 countries we operate in, we use a common SAP
Infrastructure optimisation integrated data management platform. The SAP platform brings
Our manufacturing footprint spans 23 of the 28 countries in our greater business process standardisation and automation, resulting
operating region, and the efficiency and effectiveness of this network in better customer service, as well as providing effective tools to
is critical to our business. We have a continuous drive to optimise measure our performance in critical business functions such as
our infrastructure, transforming existing plants into cost-efficient sales, procurement, manufacturing, planning and human resources
mega-plants that can effectively serve a country or an entire region. and finance. Business process standardisation has helped us achieve
positive benefits in working capital and operating expenses in recent
Plant optimisation takes into consideration the Group supply chain
years, and we continue to seek further integration using the
as a whole, in an integrated manner, from the number of plants and
SAP platform.
the number and nature of filling lines to the number of distribution
centres and warehouses. Since 2008, we have gone from having 80 In 2015 we further enhanced our SAP platform with functionality to
plants to 59, a 26% decrease. During the same period, we have also support our strategy in the area of Integrated Competitive Supply
reduced our warehouses and distribution centres by 20%. In the Chain. Now the system supports our supply chain services by
process, we increased the average number of filling lines per plant enabling cross-country execution of planning, procurement,
from 3.6 to 4.9 lines. This means that we are creating bigger, more manufacturing and logistics.
efficient and flexible facilities rather than reducing capacity. In the
earlier stages of optimisation, these initiatives were mostly focused
in Established and Developing markets. Currently, we are also
ramping up our efforts in Emerging markets.
3,000 tonnes
reduction in carbon emissions
48
Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
The SAP platform allowed us to launch a shared Business We have a medium-term target for capital expenditure which
Services Organisation (BSO) in 2011, to centralise and standardise ranges from 5.5% to 6.5% of net sales revenue. The majority of this
the management of general accounting, procurement and invoicing, is invested in revenue-generating assets such as state-of-the-art
data analysis and human resource processes. The centre provides filling lines and cold drink equipment. Our expenditure this year
support services to 17,000 employees in 23 countries including five amounted to €328 million, in line with depreciation and equivalent to
corporate offices, and also supports 43,000 suppliers and 2.1 million 5.2% of net sales revenue. Given our integrated capital expenditure
active customers. Annually, the centre processes more than 500,000 decisions, and our disciplined approach to capital expenditure, we
purchasing invoices, 5,500 balance sheet reconciliations and as many continue to believe our medium-term target range is appropriate
as two million changes to customer, sales or employee data. for nurturing our future growth.
2015 was another year of continuous growth and improvement for Given adverse currency movements in 2014, we revised our
the BSO. Customer satisfaction increased to 77% from 73% in 2014. 2013-2015 free cash flow target range to €1.1-1.2 billion. Despite
Other achievements include a reduction in the number of days to the continued weakness in currencies, we generated €412 million
close period-end accounts and a 7 percentage point reduction in in free cash flow in 2015, reaching our three-year target despite
the error rate for country level data. extremely volatile conditions during the period.
We began the transfer of four more processes from country
operations to the shared service centre: cash collection, dispute Integrating sustainability in business processes
management, purchasing administration and payment-related data We began requiring all of our markets to include water conservation
management. Moving these transactional activities to the centre and carbon reduction initiatives in their business plans in 2015. To
not only improves efficiencies, but also allows our country teams to support this effort, we made fundamental changes in our financial
focus on our core business as a sales and execution organisation. evaluations of capital projects, using the ‘true cost’ of water, water
scarcity multipliers (per river basin level) and internal carbon prices.
As we complete the migration of our back office services for our We track water conservation and carbon reduction initiatives in our
largest markets, including Nigeria, to the centre, we took the decision markets on a quarterly basis, and progress is reported to the Social
that in Russia, it would be more effective to set up a stand-alone Responsibility Committee of the Board.
shared services facility. Due to the country’s sheer size as well as
its largely Russian-speaking business practices, we established a To assess our impact on society and the environment in our
Shared Services Centre in Nizhny Novgorod, Russia, which opened evaluation of capital expenditures, we developed a new assessment
in late 2015. process. The Accounting for Sustainability methodology includes
quantitative assessments of the direct impact of water and carbon
In 2015, the BSO also established itself as a talent pool for the use, and qualitative assessments of indirect impacts including:
Group, with over 90 employees promoted to country operations jobs created, taxes paid, health and safety outcomes, capability
and corporate service centre roles. In this dynamic environment, building, environmental externalities, cultural heritage and
the BSO expanded to 430 employees and achieved an employee stakeholder perception.
engagement score of 82%.
Reducing water and energy use
Cash generation We invested more than €4.8 million in water reduction initiatives in
Since 2008, we have reduced our year-end working capital balance by our plants during 2015, reducing water consumption by 1 million
€600 million. Our initial efforts focused on changing the culture and cubic metres and improving our water use ratio by 5.5% compared
implementing discipline in all parts of the business. Once the BSO with the prior year. Important water initiatives included: optimising
was established, our efforts gathered momentum. The efficient, cleaning processes and equipment use in Armenia, Bulgaria, Czech
standardised systems we put in place, and sharing of best practice, Republic, Greece, Northern Ireland, Poland and Russia; reusing
helped reduce inventory and receivables. Recently, we have also backwash water in Bosnia & Herzegovina, Italy, Nigeria and Romania;
been working with our suppliers to further improve payment days. upgrading waste water plants in Russia; and optimising bottle
washing in Hungary and Nigeria.
Since we reached a negative working capital year-end balance
in 2013, reductions have continued, but at a diminishing rate. We also invested €5.3 million which helped us to reduce energy
Despite slowing improvement, for 2015 our working capital consumption by 375 million MJ. As a result, our energy use ratio
year-end balance reached triple-digit negative level (in million improved by 7.2% compared with 2014. We continued to require
Euros), earlier than anticipated. implementation of our Top 10 Water and Top 18 Energy saving
initiatives at all sites, which contributed to improvements in
resource consumption. Implementation of mandatory water
initiatives has been completed at 68.2% of sites, and we have
achieved a 59.4% implementation rate for energy initiatives.
49
Coca-Cola HBC – 2015 Integrated Annual Report
Packaging recycling and waste management science-based emissions reduction target for our carbon footprint;
In 2015 we continued with our initiatives to reduce packaging and put a price on carbon; engage responsibly to advance climate policy;
make our PET bottles lighter. As a result, we avoided 1,597 tonnes and report climate change information in our corporate reporting as
of PET material (incremental volume) which led to 4,000 tonnes of a fiduciary duty.
CO2 avoidance. At the same time, our total usage of recycled PET
In 2015, we reset our targets for minimising water and energy
material was increased by 19.4% vs. 2014 which saved 31,200
consumption and reducing carbon footprint. Having reached 30%
tonnes of CO2. The Plantbottle™ quantity (recyclable packaging
water use ratio reduction vs. our baseline year of 2004, we set a new
partially made from plants) was increased by 254% and now we
commitment to further reduce water use ratio by 2020 vs. 2010 by
use it in 10 of our countries. Currently four of our production sites
30%. In energy use, we reached our 2020 energy reduction goal of
(Vals and Dietlikon (Switzerland), Knockmore Hill (Northern Ireland)
40% reduction of energy use ratio vs. our baseline year of 2004 and
and Edelstal (Austria)) send 0 waste to landfill.
we set a new commitment to further reduce energy use ratio by 47%
by 2020 vs. 2010. We overachieved our 2020 CO2 ratio goal from
New commitments operations, reaching 43.6% reduction vs. our baseline year of 2004.
Prior to the United Nations Climate Change Conference meeting This is 3.6pp higher than the initial commitment. We have now set
in Paris in late 2015, we joined We Mean Business, a coalition of a new commitment to further reduce the carbon ratio from direct
organisations that believe that transitioning to a low carbon economy operations by 50% by 2020 vs. 2010. We also are working for
is the only way to secure sustainable economic growth and prosperity new commitments in renewable energy and landfill waste.
for all. Along with other coalition members, we committed to: adopt a
Water use ratio in plants Operational water footprint Energy use ratio in plants
(litre/litre of produced beverage) (billion litres) (MJ/litre of produced beverage)
3.0 60 0.6
-30% -75% -47%
2.5 vs. 2010 50 vs. 2004 0.5 0.57 vs. 2010
51.7 0.50
2.0 2.30 40 0.4 0.47
2.20 2.11 0.44 0.43
2.00 1.92
1.5 30 0.3
1.61
0.30
1.0 20 0.2
19.6 18.4 18.4 18.2
0.5 10 0.1
12.9
0.0 0 0.0
2010 2013 2014 2015 2016 2020 2004 2013 2014 2015 2016 2020 2010 2013 2014 2015 2016 2020
Target New Target Goal Target New
goal goal
CO2 ratio (scopes 1 and 2) CO2 ratio (scopes 1, 2 and 3) Landfill waste ratio
(gCO2/litre of produced beverage) (gCO2/litre of produced beverage) (g/litre of produced beverage)
90 600 6
-50% -25% -90%
vs. 2010 vs. 2010 5 vs. 2004
75 500
78.3
5.0
60 400 441 4
64.0 62.6 401
378
45 53.7 300 353 339 3
50.0 331
30 39.1 200 2
15 100 1
0.92 0.76 0.76
0 0 0 0.72
0.50
2010 2013 2014 2015 2016 2020 2010 2013 2014 2015 2016 2020 2004 2013 2014 2015 2016 2020
Target New Target Goal Target Goal
goal
Scope 2 number in 2015 is calculated by using the market-based approach. All previous years’ numbers have been used as a proxy since a true market-based result
cannot be calculated.
50
Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Financial review
“Improved financial
performance
reflects disciplined
focus on managing
costs and risks”
Michalis Imellos
Chief Financial Officer
Figures are rounded. Comparable net profit of €314 million and comparable earnings
per share of €0.864 increased by 13.3% and 13.5%, respectively,
compared with the prior year. Reported net profit and reported
Income statement basic earnings per share were €280 million and €0.771, respectively,
We achieved a 2.6% increase in volume during the year, following in the year.
a 2.8% decline in the prior year. Volume growth was evident in
all market segments and all categories, with the exception of Dividend
ready-to-drink tea. In line with the Group’s progressive dividend policy and the Board’s
Due to the effect of currency headwinds, net sales revenue assessment of progress against the Group’s strategy, the Board of
decreased by 2.5% in 2015, compared to the prior year. The Directors has proposed a dividend of 0.40 Euros per share. This is
decrease was in spite of strong volume performance in all an 11.1% increase from 0.36 Euros per share for 2014. The dividend
three segments and the positive result from our revenue growth payment will be subject to shareholder approval at the 2016 Annual
management initiatives. On a reported basis, net sales revenue General Meeting.
per unit case declined by 4.9%. In contrast, on a currency-neutral
basis, net sales revenue per unit case improved by 0.3%. Balance sheet
Total non-current assets decreased this year by €152 million
Cost of goods sold decreased by 4.1% and comparable cost of
due to the impact of foreign currency translation. Net current
goods sold decreased by 4.0% for 2015 compared to the prior year.
assets decreased by €489 million due to the use of own funds for the
Input costs, particularly prices for EU sugar and PET resin for plastic
repayment of the US$400 million bond which matured in September
bottles, continued to be favourable. We achieved an increase in gross
2015 and the improved working capital position. The Group’s total
profit of 0.4%, with profits increasing slightly from €2,318 million in
non-current liabilities also decreased, by €674 million, largely as a
2014 to €2,327 million in 2015. Comparable gross profit margin
result of the reclassification of the outstanding bonds of €600 million
increased from 35.7% in 2014 to 36.7% in 2015, mainly due to
maturing in November 2016 from non-current to current liabilities.
favourable input costs and operating leverage on our fixed
production base. 2015 2014
€ million € million
Operating expenses decreased by 2.4% in 2015 compared to 2014. Assets
Our restructuring efforts in recent years and tight cost management Total non-current assets 4,665 4,817
have optimised our cost base, better positioning the business for
Total current assets 1,868 2,062
operating leverage. Stable performance in operating expenses as
a percentage of net sales revenue was the result of higher currency Total assets 6,533 6,879
management costs in a very volatile year, coupled with the sharply Liabilities
adverse currency impact on revenue, offsetting the improvements Total current liabilities 2,491 2,196
from our cost management initiatives. Total non-current liabilities 1,218 1,892
Comparable operating profit (EBIT) was €473 million, leading to Total liabilities 3,709 4,088
a 100 basis point expansion in comparable EBIT margin to 7.5%. Equity
Favourable input costs, increased volume and the benefits from Owners of the parent 2,820 2,787
our revenue growth management initiatives more than offset the Non controlling interests 4 4
adverse impact of foreign exchange rates. On a reported basis,
Total equity 2,824 2,791
we delivered €418 million of EBIT in 2015. This was a €57 million
Total equity and liabilities 6,533 6,879
improvement compared to 2014.
52
Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Cash flow The Group is exposed to market risk arising from changing interest
As a result of increased operating profitability and improvement rates, primarily in the Euro zone. We periodically evaluate the desired
in working capital, we achieved a 7.7% increase in net cash from mixture of fixed and floating rate liabilities and modify the interest
operating activities in 2015 compared to 2014. payments based on the desired mixture of debt. We also use
interest rate swaps to manage interest rate costs.
Capital expenditures, net of receipts from the disposal of assets
and including principal repayments of finance lease obligations, Fluctuations in the prices of key raw materials expose the Group to
decreased by 7.4% in the year. In 2015, our total capital expenditures market risk. For a number of raw materials, where there are available
were €328 million, of which 55% was investments in production tools to actively manage price risks, the relevant provisions are
equipment and facilities and 24% was for the acquisition of included in our treasury policy. Our treasury and procurement
marketing equipment. This compares to capital expenditures departments are jointly responsible for applying the relevant
of €354 million in 2014, of which 51% was investments in policies. In accordance with our treasury policy, commodity
production equipment and facilities and 25% was for the hedging activities are conducted for a 36-rolling-month period.
acquisition of marketing equipment. The policy dictates minimum and maximum coverage levels per
time period, with a layered approach applied to gradually lower
Free cash flow grew by €79 million to €412 million in 2015, reflecting hedge percentages. Different minimum and maximum hedge
increased cash from operating activities, primarily operating profits, levels are applicable for each underlying commodity. Hedging
reduction in working capital and lower capital expenditure. Both the activities are conducted through financial derivatives where
balance sheet working capital position and the working capital days available, or through relevant provisions in supply contracts.
improved in the year.
Our counterparty risk is managed by establishing approved
2015 2014
€ million € million counterparty limits, and detailing the maximum exposure that we
are prepared to accept with respect to individual counterparties.
Cash flow from operating
activities 739 686 The limits are reviewed and monitored on a regular basis.
Payments for purchases of Our general policy is to retain a minimum amount of liquidity
property, plant and equipment (332) (363) reserves in the form of cash on our balance sheet while maintaining
Proceeds from sales of property, the balance of our liquidity reserves in the form of unused committed
plant and equipment 18 23 facilities. This helps us ensure that we have cost-effective access
Principal repayments of finance to sufficient financial resources to meet our funding requirements.
lease obligations (14) (14) These include the day-to-day funding of our operations as well as
Free cash flow 412 333 the financing of our capital expenditure programme. In order to
mitigate the possibility of liquidity constraints, we endeavour to
Figures are rounded.
maintain a minimum of €250 million of financial headroom1.
Financial risk management
Our Group activities create exposure to a variety of financial Borrowings
risks. These include currency risk, interest rate risk, commodity Our strategy is to maintain a ratio of net debt to comparable EBITDA
risk, counterparty risk and liquidity risk. Given the recent volatility in the range of 1.5 to 2.0. We achieved this in 2015, ending the year
in currency and commodity markets, proactively managing these with a ratio of 1.5. Given the extreme volatility in our markets in the
risks has never been more critical. near term, we believe it is prudent to maintain this ratio.
Our overall risk management programme focuses on the The Group’s funding strategy in the debt capital markets
unpredictability of financial markets and seeks to minimise involves raising financing through our wholly-owned Dutch
potential adverse effects on our financial performance. While financing subsidiary, Coca-Cola HBC Finance B.V., except in the
we regularly use derivative products like forwards, options and case of subsidiaries with joint control, or countries where certain
futures, these are solely used for the purpose of hedging underlying legal or tax restrictions apply. In such cases, financing at lower
exposures to foreign currency exchange rate risk, interest rate levels in the organisation may be considered. We use our €3 billion
risk and commodities’ pricing volatility. None of these financial European Medium Term Note programme and our €1 billion Global
instruments are leveraged, used for trading purposes or taken Commercial Paper programme as the main basis for our financing.
as speculative positions. We endeavour to maintain our presence and profile in the
Given the Group’s operating activities, we are exposed to a international capital markets and, where possible, to broaden our
significant amount of foreign currency risk. Our foreign currency investor base. We also seek to maintain a well-balanced redemption
exposures arise from adverse changes in exchange rates between profile. Since the year end, we successfully issued a €600 million
the Euro, the US Dollar and the currencies of our non-Euro countries. bond, repayable in November 2024, at a fixed rate of 1.875%, to
Transaction exposures arise mainly from raw materials purchased in be utilised in the refinancing of the €600 million bonds maturing
currencies such as the US Dollar or Euro, which can lead to higher in November 2016.
cost of sales in local currencies throughout our territory. Translation Borrowing structure
exposures arise as many of our operations use currencies other (€ million)
than the Euro, and any change in these currencies against the Euro
impacts our consolidated income statement and balance sheet
when results are translated into Euros. Our treasury policy requires
the hedging of rolling 12-month forecasted transaction exposures Bonds issued: 1,395
within defined minimum and maximum coverage levels, a range Commercial paper: 174
of 25% to 80%, and 100% of balance sheet exposures in each Finance leases: 105
major foreign currency with an active market for hedging and Other: 31
without significant currency control. Where available, we use
derivative financial instruments to reduce our net exposure
to currency fluctuations.
1. Financial headroom refers to the sum of committed but unused financing available, cash and cash equivalents less outstanding commercial paper and current
portion of long-term debt, after considering cash flows from operating activities, dividends, interest expense, tax expense, and capital expenditure requirements.
53
Coca-Cola HBC – 2015 Integrated Annual Report
Looking ahead Furthermore, in Nigeria, the depressed oil price, tight capital
In 2016, our business faces two considerable challenges. Significant controls and the risk of a Nigerian Naira devaluation add to the
foreign currency headwinds will remain, and input costs, which were challenges. Management continuously monitors and assesses the
favourable in 2015, are expected to rise in 2016. It is critical that we conditions in these markets in order to ensure that timely actions
continue pursuing volume growth and cost efficiencies in 2016, as and initiatives are undertaken to minimise potential adverse
well as continue improving the value we get from every case we sell impact on our performance.
through revenue growth management initiatives including pricing.
Our success in mitigating the impact of similar challenges in
The ongoing instability in Ukraine and Russia has adversely impacted 2015, and the recovery we are witnessing in our Established and
the economies of these countries, and among other things, resulted Developing markets segments, gives us confidence in our ability to
in increased volatility in their currencies. The macroeconomic and continue to achieve profitable growth. As always, our priorities are
financial environment in Greece remains fragile and may further controlling what we are able to manage, maintaining our strength
impact consumers’ disposable incomes. and positioning our Company for top and bottom line growth.
2014
€ million
Adjusted
Group financial results COGS1 Gross profit2 EBIT3 EBITDA4 Tax5 Net profit6 EPS7(€)
Reported (4,193) 2,318 361 742 (58) 295 0.809
Restructuring costs8 – – 55 34 (11) 50 0.138
Commodity hedging9 8 8 8 8 (3) 6 0.015
Other tax items10 – – – – (13) (13) (0.037)
Non-recurring items11 – – – – – (60) (0.164)
Comparable (4,184) 2,326 425 785 (85) 277 0.761
54
Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Risk management
Business Resilience: Managing our risks and opportunities
55
Coca-Cola HBC – 2015 Integrated Annual Report
Operating Committee
Sponsor: General Counsel
Stakeholder Roles
Country Level Region Level Group Risk Forum Operating Committee Board
–– Management identifies –– Quarterly submissions –– Convenes bi-annually as an –– Operating Committee has –– Establishes our
and evaluates risks and are aggregated bi-annually independent review forum the overall responsibility risk appetite.
mitigation plan. by Region, reviewed by and strategic ‘think tank’. for Enterprise Risk –– Oversees risk
–– Monthly monitoring routine the Regional Directors, Reviews the aggregated Management. management systems,
as part of management Regional CFOs, Regional risks against broader Group –– Assigns risks against strategies and culture to
meeting. Supply Chain Directors objectives and ensures our strategic pillars. ensure principal risks and
–– Quarterly submission & CRO. effective risk mitigation –– Assigns accountable opportunities are identified
to Business Resilience –– Ensures independent strategies are in place. risk owners against and managed.
Function for review. assessment of country –– Bi-annual strategic risk/ the Company’s –– Audit & Risk Committee
–– Risks evaluated and aligned risks and mitigation plans. opportunity summary is Risk Universe. receives quarterly
to strategy as part of the –– Note: Function Heads prepared for the Operating updates on strategic
Business Plan process. and major project Committee and the Audit & and emergent risks and
Leaders also review Risk Committee, and reviews the Enterprise Risk
their risks bi-annually. formulates principal risks. Management framework
on an on-going basis.
A robust framework
Within our ongoing management programme, the aggregated Our enterprise risk
risks and opportunities are reviewed by the Group Risk Forum,
the Operating Committee and, ultimately, the Board, with management programme
feedback provided to the business units and support functions.
solidifies our competitive
The Group Risk Forum plays a pivotal role in the process, serving
as an independent review mechanism and our internal think tank advantage.
on strategic risk. Chaired by the CRO, the Forum includes senior
business leaders from all functions and draws on their experience
and insight to provide additional evaluation of the Group’s risks and
opportunities. In particular, they examine the risks within the context
of our strategic priorities of customer preference, consumer
relevance, cost leadership and community trust. They also provide
guidance and input on the principal risks, which are subsequently
reviewed by the Operating Committee and the Board.
The Group Risk Forum, the Operating Committee and the Board
also view risks in the context of our assessment of the most
material issues for our Company. (See page 16 for more on how we
assess materiality.) By considering business risks in the context
of materiality, we fine-tune our prioritisation and ensure that
we take into account the perspectives of key stakeholders.
56
Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
A process-oriented approach to risk management –– Risk management integration into Business Planning processes.
The Board is ultimately responsible for the Group’s risk management –– A continuous process for the identification and evaluation of
and internal control systems, and for reviewing their effectiveness. significant risks to the achievement of business objectives.
The Board defines the Group’s risk appetite and monitors risk –– Implementation of management processes to mitigate
exposure to ensure that the nature and extent of the principal risks significant risks to an acceptable level.
facing the Company are managed in alignment with our goals and
–– Implementation of a cultural change programme to embed
objectives. While responsibilities for overseeing these important
risk management into the fabric of the business.
ongoing processes rest with the Audit and Risk Committee, the
Board as a whole is informed of the outcomes and all significant –– Focus on enhancing risk management capabilities of all line
issues and evaluates the risks on a quarterly basis. managers across all operations and functions.
–– Adoption of risk management software, which streamlines both
The detailed process of risk identification, review and escalation information collection and risk aggregation.
includes the following steps:
–– Continual monitoring of our internal and external environment
–– Regular risk assessments are conducted within markets and for factors that may change our risk profile.
corporate office support functions to assess progress with –– Annual evaluation of both the type and amount of external
risk mitigation. insurance purchased, with reference to the availability of cover
–– Significant operational risks and associated management and cost, measured against the likelihood and magnitude of the
actions are escalated to the Region Directors and the identified risks.
Business Resilience Function.
–– The Company’s Group Risk Forum reviews the identified Defining our principal risks
risks and presents issues relating to critical exposure to Our strategic priorities provide the context for guiding us in the
the Operating Committee. management of the risks faced by our business. The most important
–– The Operating Committee reviews critical risk exposures and risk categories are macroeconomic and operational. Macroeconomic
subsequently reports material changes and mitigating actions risks relate to the external environment and the markets in which
to the Audit and Risk Committee. we operate. We have less control over these risks than we do over
operational risks, such as product quality. The overview of our most
Functional collaboration is central to the success of the important risks does not include all the risks that may ultimately
programme and strong partnerships have been established with affect our Company. Some risks not yet known to us, or currently
the Sustainability, Health and Safety, and Internal Audit functions. believed to be immaterial, could ultimately have an impact on our
Continuous process improvement occurs by sharing best practice business or financial performance. We remain constantly vigilant to
throughout our Company and across the Coca-Cola System changes to our economic and regulatory operating environments, to
through regular meetings. ensure we proactively identify and evaluate new risks. Our enhanced
Key features of our enterprise-wide risk management system are: ability to aggregate and analyse risk, together with the enhanced
role of the Group Risk Forum which now functions as a strategic
–– Group statements on strategic direction, ethics and values. “think-tank”, coupled with detailed discussions with the Operating
–– Clear business objectives and business principles. Committee and the Board, led us to identify four existing business
–– A formalised risk management policy. risks, for elevation to principal risks in 2015. These build on our
2014 principal risks and in summary they address the areas
–– Clearly defined risk universe aligned to our strategic priorities:
of sustainability, cyber security, business transformation
Community Trust, Consumer Relevance, Customer Preference
and legal and regulatory compliance.
and Cost Leadership.
57
Coca-Cola HBC – 2015 Integrated Annual Report
Principal Risks Risk Impact Key Mitigations Risk Universe Strategy Risk Status
Breach of laws Inadvertent –– Damage to –– Annual ‘tone from the top’ Legal and Community New
or regulations non-compliance with our corporate messaging Regulatory Trust
the wide-ranging reputation –– Code of business conduct
local laws and –– Significant training and awareness
regulations that exist financial –– Anti-bribery policy and
across our diverse penalties compliance training
mix of markets. –– Management –– Internal control assurance
time diverted programme with local
to resolving management accountability
legal issues –– Risk-based internal control
framework (2015)
–– Speak Up hotline implemented
(2015)
–– Legal function in constant
dialogue with regulators
Change Failure to –– Under-delivery –– Project plans and change Business Customer New
management effectively execute of expected management strategies in place Transformation Preference
major business transformation –– Board and Operating Committee
transformations, results conduct regular tracking of actual
or performance –– Disengaged performance against the
issues with employees business case
third-party providers –– Reduction in
that we deploy as profitability
part of our business
–– Market
transformation.
confidence
in our ability
to deliver on
strategy is
weakened
–– Corporate
reputation
is adversely
affected
Climate, Failure to meet –– Long-term –– Water stewardship programmes Sustainability Community New
carbon and our stakeholders’ damage to that are reducing our water Trust
water expectations in our corporate consumption
making a positive reputation –– Carbon and energy management
contribution to the –– Less influence programmes
sustainability agenda, in shaping the –– Packaging waste management
particularly relating citizenship and programmes
to climate change, sustainability –– Partnering with NGOs and
carbon emissions agenda INGOs on common issues such
and water usage.
as nature conservation
–– Partnering with local
communities to minimise
environmental impact
–– Focus on sustainable
procurement
Cyber attacks Dependence on –– Financial loss –– Monitoring, identification Cyber Security Customer New
and system IT systems and –– Operational and addressing cyber threats Preference
availability infrastructure in our disruption and suspicious internal
interaction with our –– Damage to computer activity
customers, suppliers corporate –– Training on information
and consumers reputation management and the
together with protection of information
–– Non-
the protection of the –– Disaster recovery testing and
compliance
data we have created, building resilience into our
with statutory
or that has been cyber risk programme
data protection
provided to us.
legislation
58
Coca-Cola HBC – 2015 Integrated Annual Report
Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Principal Risks Risk Impact Key Mitigations Risk Universe Strategy Risk Status
Channel mix A continued increase –– Reduced –– Continued to increase our Commercial Customer
in the concentration profitability presence in the discounter and Preference
of retailers and channel during 2015 Competition
independent –– Collaboration with customers
wholesalers on to identify opportunities for
whom we depend to joint value creation
distribute our products. –– Right Execution Daily (RED)
The immediate strategy continues to support
consumption channel our commitment to operational
remains under excellence
pressure as consumers
switch to at-home
consumption.
Declining Challenging –– Eroded –– Seek to offer the right brand, Political & Customer
consumer and volatile consumer at the right price, in the right Security Preference
demand macroeconomic confidence package, through the right Stability
conditions can affect affecting channel
consumer demand. spending –– Robust security practices and
This includes political –– Inflationary procedures to protect people
and security pressures and assets
instability in Russia, –– Social unrest –– Crisis response and business
Ukraine and Nigeria. continuity strategies
–– Safety of people
–– Asset security
Foreign Foreign exchange –– Negative EBIT –– Treasury policy requires Tax & Treasury Cost
exchange exposure arising from impact hedging of 25% to 80% of Leadership
changes in exchange rolling 12 month forecasted
rates between the transactional exposure
Euro, US Dollar, and –– Hedging beyond 12 months
other currencies in if forecast transactions are
the markets we highly probable
serve. –– Derivative financial instruments
are used, where available
and/or appropriate, to reduce net
exposure to currency fluctuations
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Coca-Cola HBC – 2015 Integrated Annual Report
Principal Risks Risk Impact Key Mitigations Risk Universe Strategy Risk Status
People and Inability to attract –– Failure to –– Focus on developing Employee Community
talent and retain sufficient achieve our leadership talent Engagement & Trust
numbers of qualified growth plans –– Right people in the right positions Retention
and experienced across the business
employees in –– Focus on employee engagement
competitive talent ensuring support for our values
markets and inability
–– Promote operational excellence
to ensure their
ongoing engagement –– Create shared value with the
and commitment. communities in which we work
to ensure we are seen as an
attractive employer
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Viability statement
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Coca-Cola HBC – 2015 Integrated Annual Report
Board of Directors
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Coca-Cola HBC – 2015 Integrated Annual Report
Mr. Anastassis David was appointed Chairman of the Board of Mrs. Olusola (Sola) David-Borha is the Chief Executive of Stanbic IBTC
Directors of Coca-Cola HBC on 27 January 2016. He joined the Holdings plc, a full service financial services group with subsidiaries in
Board of Coca-Cola HBC as a non-executive director in 2006 and was Commercial Banking, Investment Banking, Pension and Non-Pension
appointed Vice Chairman in 2014. Mr. David brings to his role more than Asset Management and Stockbroking. Stanbic IBTC Holdings is
20 years’ experience as an investor and non-executive director in the listed on the Nigerian Stock Exchange. Prior to this appointment, Mrs.
beverage industry. Mr. David is active in the international community David-Borha served as Chief Executive of Stanbic IBTC Bank from May
and serves on the International Board of Advisors of Tufts University 2011 to November 2012. She also served as Deputy Chief Executive
and on the Advisory Board of the Fares Center at Fletcher School. of the Bank and Head of Investment Banking Coverage Africa
He serves as a member on the board of directors of Aegean Airlines (excluding South Africa). Stanbic IBTC Holdings is a member of the
S.A. and AXA Insurance S.A. He is a member of the Board of Trustees Standard Bank group which in 2007 acquired a leading Investment Bank
of College Year in Athens and is a member of the Executive Committee in Nigeria, IBTC Chartered Bank plc, where Mrs. David-Borha worked as
of the Cyprus Union of Shipowners. Mr. David is also a former Chairman an Executive Director prior to the merger. Between 1984 and 1989,
of Navios Corporation. He holds a BA in History from Tufts University. Mrs. David-Borha worked in the Credit and Marketing department
of NAL Merchant Bank PLC. Mrs. David-Borha holds a first degree in
Economics, and obtained an MBA degree from Manchester Business
2. Dimitris Lois School, United Kingdom. Her executive education experience includes
Chief Executive Officer the Advanced Management Programme of the Harvard Business
School. She is an Honorary Fellow of the Chartered Institute
Mr. Dimitris Lois began his career in 1988 at Grecian Magnesite S.A., of Bankers of Nigeria (CIBN), and serves as non-executive director on
where he held various managerial positions including that of business the Board of CR Services Credit Bureau plc and the University of Ibadan
development manager. He joined Frigoglass S.A.I.C. in 1997 and after Business School, amongst others. She is also the Vice Chairman of the
serving in various international positions, he was appointed managing board of the Nigerian Economic Summit Group. Mrs. David-Borha is a
director in August 2003. Mr. Lois joined the Group as Region Director member of the Company’s Audit and Risk Committee.
in 2007. He was appointed Chief Operating Officer in 2009 and Chief
Executive Officer in 2011. He holds a Master of Science in Chemical
Engineering from Northeastern University and a Bachelor of Science 6. Irial Finan
in Chemical Engineering from Illinois Institute of Technology. Non-Executive Director
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Mr. Christo Leventis worked as an Investment Analyst with Credit Mr. José Octavio Reyes is the former Vice Chairman of The Coca-Cola
Suisse Asset Management from 1994 to 1999. In 2001, he joined J.P. Export Corporation, a position in which he served from January 2013
Morgan Securities as an Equity Research Analyst focusing on European until his retirement in March 2014. He was president of the Latin
beverage companies. In 2003, Mr. Leventis started the private equity America Group of The Coca-Cola Company from December 2002
investment arm of Alpheus, a private asset management company, and to December 2012. Following various managerial positions in Mexico,
also serves as a member of its investment advisory committee. From Brazil and in The Coca-Cola Company headquarters in Atlanta, Mr.
2003 until March 2014, Mr. Leventis was a member of the board of Reyes was named President of the North Latin America Division of
directors of Frigoglass S.A.I.C., a leading global manufacturer of Coca-Cola in 2002. Prior to joining Coca-Cola, Mr. Reyes spent five
commercial refrigeration products for the beverage industry. Mr. years with Grupo IRSA, a Monsanto Company joint venture. Mr. Reyes
Leventis holds a B.A. in Classics from University College London has been a member of the board of directors of MasterCard WorldWide
and an MBA from the Kellogg School of Management in Chicago. since January 2008 and is a member of the board of directors of
Papalote Children’s Museum in Mexico City and Fundación UNAM.
Mr. Reyes holds a BS in Chemical Engineering from the Universidad
9. Sir Michael Llewellyn-Smith, KCVO, CMG Nacional Autónoma de México and an MBA from the Instituto
Senior independent non-Executive Director Tecnológico de Estudios Superiores de Monterrey. Mr Reyes is
a member of the Company’s Social Responsibility Committee.
Sir Michael Llewellyn-Smith had a distinguished career in the British
diplomatic service including postings to Moscow, Paris and Athens,
culminating in positions as British Ambassador to Poland (1991-1996) 13. John P. Sechi
and British Ambassador to Greece (1996-1999). He is currently Independent non-Executive Director
vice-president of the British School at Athens, Honorary Fellow
of St. Antony’s College, Oxford, visiting Professor at King’s College Mr. Sechi started his career as a financial analyst and audit manager.
London and member of the council of the Anglo-Hellenic League. He In 1985, he joined The Coca-Cola Company as an internal auditor.
is also a historian and author of a number of books about Greece. Sir In 1987, Mr. Sechi became the Finance Director for Coca-Cola Great
Michael is senior independent director and chairman of the Company’s Britain Limited based in London. The following year, he was appointed
Nomination, Remuneration and Social Responsibility Committees. General Manager of the European Supply Point Group and in 1990
he moved to Madrid to join the Iberian Division as Chief Financial
Officer. In 1993, Mr. Sechi was promoted to President of the Central
10. Nigel Macdonald Mediterranean Division of The Coca-Cola Company, based in Milan,
Independent non-Executive Director where he was responsible for operations in Greece, Cyprus, Malta,
Bulgaria, Former Yugoslavia (Croatia, Serbia, Bosnia, Montenegro,
Mr. Nigel Macdonald was formerly a senior partner in Ernst & Young’s Kosovo and FYROM), Albania and Italy. In 1998, he was promoted to
UK practice, having been a partner for 27 years, during which he served President of the German Division, based in Dusseldorf. Mr. Sechi was
as vice-chairman of the Accounting and Auditing Committees of its Chairman of Globalpraxis, a commercial consulting firm, from 2001 to
worldwide practice. Mr. Macdonald is a member of the Institute of 2008. From 2007 until 2013, he was the President, Greater Europe of
Chartered Accountants of Scotland, of which he was the president The Campbell Soup Company, and from 2006 to 2011, a non-executive
between 1993 and 1994. He is chairman of the Royal Museums Board member and Chairman of the Audit Committee of Coca-Cola
Greenwich Foundation; formerly he was the senior trustee of the Içecek. Mr. Sechi has a BA in Business Management from Ryerson
United Kingdom’s National Maritime Museum and chairman of both University in Toronto and is a Chartered Accountant (Canada).
its remuneration committee and audit committee. Mr. Macdonald was Mr. Sechi is a member of the Company’s Audit and Risk Committee.
a member of the UK’s Cadbury Committee which developed a set of
guidelines for effective Corporate Governance in the UK that has
served as a model for several international corporate governance
codes. Mr. Macdonald is chairman of the Company’s Audit and
Risk Committee.
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Coca-Cola HBC – 2015 Integrated Annual Report
Dear Shareholder,
On behalf of the Board, I am pleased to introduce the corporate knowledge. Under Swiss law and our Articles of Association, the
governance report for the year ended 31 December 2015. Company’s Board of Directors is subject to re-election by our
shareholders on an annual basis, with members being proposed
Importance of corporate governance for by the Board’s Nomination Committee, which since June 2015
the Company has been composed of independent Directors. We understand the
The Board is committed to meeting the highest standards of importance of the Board’s role in establishing the ‘tone from the top’
corporate governance. Operating in widely differing countries, in of the Company in terms of its culture and values, and our Directors
three continents, in various economic and regulatory environments, lead by example as ambassadors of our values in order to cascade
we have long recognised that strong governance and effective good behaviour throughout the organisation.
leadership are of critical importance to the Group in order to achieve
our strategic goals. Our commitment to best practices in corporate Diversity
governance plays a key role in managing our risks and opportunities The Board is committed to recruiting Directors from different
and maintaining the trust of our stakeholders. Recognising the value backgrounds with diverse skills, personalities and experience.
of effective corporate governance, we have regularly monitored and We have made progress in terms of gender diversity at Board
adopted best practices since the Group was formed. level with the appointments of Sola David-Borha and Alexandra
Papalexopoulou. We also continue to make good progress in
The principal corporate governance rules applying to the Company improving the diversity of the Company’s senior management.
(a Swiss corporation listed on the London Stock Exchange (LSE) I remain confident that our performance on gender diversity will
with a secondary listing on the Athens Exchange) for the year continue its upward trajectory and that selection processes will
ended 31 December 2015, and our compliance with such rules, scrupulously adhere to our nomination policies on diversity while
are described in detail in the section below entitled “Application of evaluating credentials necessary for the continued growth of our
Corporate Governance Codes and the UK City code on takeovers operations within a highly competitive and specialised industry.
and mergers”.
Further details of our approach to governance and our key
Key focus areas of the Board for 2015 achievements this year are described within our corporate
The Board’s principal focus during the year continued to be governance report below.
on the execution of our strategy, our strategic alignment with
The Coca‑Cola Company, the development of our talent, the
composition and effectiveness of the Board and the management
of risks related to the external environment in our markets. This
includes risks associated with currency volatility, geopolitical
instability and negative macroeconomic indicators. We have a Anastassis G. David
comprehensive process for the identification and management Chairman of the Board
of risks, and our strategic priorities are clear and have been
communicated to all levels within the Group.
Board composition
In 2015, we appointed Mrs. Olusola (Sola) David-Borha
and Mrs. Alexandra Papalexopoulou as new independent
non‑Executive Directors following the retirement from the
Board of Mrs. Susan Kilsby and Mr. Christos Ioannou. Between
them, Sola and Alexandra bring a wealth of relevant financial,
operational and international experience to the Board. They also
significantly enhance the diversity of the Board. The Board has
concluded that Sola and Alexandra are independent in character
and judgement and that they meet the independence criteria
for purposes of the UK Corporate Governance Code.
Board evaluation
In line with our commitment to adhere to best corporate governance
practices, a Board effectiveness evaluation was conducted during
the second half of 2015. We have also organised an external Board
evaluation for 2016. Further details are set out in the Nomination
Committee report on page 82.
We will continue to keep the composition and size of the Board under
review. We believe that our Board is well balanced and diverse, with
the right mix of international skills, experience, independence and
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Financial Statements
Supplementary Info & Swiss Statutory Reporting
Broad international exposure and emerging and Our business is truly international with operations in 28 countries, 13
developing markets experience with different stages of development, on three continents.
Extensive knowledge of our business and Our business involves the manufacturing, sales and distribution 7
the fast moving consumer goods industry of the world’s leading non-alcoholic beverage brands.
Manufacturing, route-to-market and
customer relationship experience
Risk oversight and management expertise Our Board’s responsibilities include the understanding and oversight 5
of the key risks we are facing, establishing our risk appetite and
ensuring that appropriate policies and procedures are in place
to effectively manage and mitigate risks.
Expertise in sustainability Building community trust through the responsible and sustainable 6
Community engagement experience management of our business is an indispensable part of our culture.
4
Expertise in corporate governance Our business involves compliance with many different regulatory 6
and/or government relations and corporate governance requirements across a number
of countries as well as relationships with governmental
and local authorities.
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Coca-Cola HBC – 2015 Integrated Annual Report
Operation of the Board Our Board has delegated specific tasks to its committees as
set out in the Organisational Regulations and reports from these
Board governance in the Company committees are set out in this Corporate Governance Report.
The governance process of the Board is set out in our Articles of
Association and the Organisational Regulations. These regulations
Membership of the Board and Board Committees
define the role of the Board and its committees, their respective
On 31 December 2015, our Board comprised 13 Directors: the
responsibilities and authority, processes and relationship with
Chairman, the Vice-Chairman, one Executive Director and 10 non-
management. The Articles and the Organisational Regulations
Executive Directors. The biographies of the Chairman, the Senior
can be found at http://www.coca-colahellenic.com/
Independent Director, the chairmen of the Board Committees and
investorrelations/corporategovernance.
the other members of the Board, the Audit and Risk Committee,
the Nomination Committee, the Remuneration Committee and
Role of the Board the Social Responsibility Committee are set out on pages 64-65.
Our Board has ultimate responsibility for our long-term success Mr. George A. David stepped down as Chairman of the Board on
and for delivering sustainable shareholder value. There is a clear 27 January 2016 and will retire as a Director with effect from the
division of responsibilities between the running of the Board and AGM in June 2016.
the executive responsibility for the running of our business.
There is a clear separation of the roles of the Chairman and the Chief
Key tasks of the Board include: Executive Officer. The Chairman is responsible for the operation of
–– Providing entrepreneurial leadership within the Company’s control the Board and ensuring that all Directors are properly informed and
and risk management framework; consulted on all relevant matters. The Chairman is also actively
–– Determining the long-term business strategy and objectives involved in the work of the Nomination Committee concerning
of the Group and monitoring the implementation of the strategy succession planning and the selection of key people. The Chief
and the achievement of those objectives; Executive Officer, Mr. Dimitris Lois, is responsible for the day-to-
–– Reviewing and approving the annual business plan; day management and performance of the Company and for
–– Setting appropriate risk parameters and monitoring to ensure the implementation of the strategy approved by the Board.
that effective risk management and internal control processes The Operating Committee as further described on page 74
are in place; supports Mr. Lois in his role.
–– Assessing the principal risks facing the Company’s
business model, future performance, solvency and liquidity; The non-Executive Directors, of whom six are determined by the
Board to be independent, are experienced individuals from a range of
–– Assessing the longer-term viability of the Company;
backgrounds, countries and industries. The composition of our Board
–– Reviewing and approving periodic financial reports; complies with the UK Corporate Governance Code recommendation
–– Performing Board and senior management succession planning; that at least half of the Board, excluding the Chairman, comprise
–– Setting the Company’s values and standards and ensuring that independent directors.
its obligations to shareholders are understood and met;
–– Monitoring the Group’s compliance programmes to Board activity
ensure effective corporate governance; and Our Board concentrated on the following main areas during 2015:
–– Supervising management. Strategy
In addition, the Swiss Ordinance against Excessive Compensation The review of initiatives related to our strategic priorities: winning
in Listed Companies imposes certain obligations on the Board, in the marketplace, growing value ahead of volume, reducing cost
including a requirement to prepare a remuneration report pursuant and generating cash. Another important focus area was the
to Swiss law. The remuneration report must be made available for implementation of our Integrated Competitive Supply Chain
inspection, together with the Swiss business report and audit report, programme, aimed at improving supply chain efficiencies
no later than 20 days prior to the ordinary shareholders’ meeting at across the Group. The Board also discussed and reviewed
the offices of the Company. Any shareholder may request a copy specific revenue growth management initiatives.
of these reports when available. Performance
Throughout the year, the Board reviewed the performance of
Board of directors* our business and held in-depth reviews of our largest operations,
including those in Russia, Italy and Nigeria. The Board reviewed and
approved our 2016 Business Plan and discussed our people plans
and employee engagement and values indices. At every Board
meeting in 2015, the Board reviewed our performance against
our targets and key business indicators, including sustainability and
community trust targets, ensuring that all relevant performance
aspects are regularly monitored by the Board.
Independent directors – 6
Non-independent directors – 6
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Our Chairman holds positions on the Boards of Aegean Airlines S.A. Shareholders’ nominees
and AXA Insurance S.A. He is a member of the Advisory Board of the As described in the section entitled “Major Shareholders” on page
Fares Centre at Tufts University, the International Board of Advisors 196, since the main listing of the Company on the Official List of the
at Tufts University and the Advisory Board of the Fares Center at London Stock Exchange in 2013, Kar-Tess Holding, The Coca-Cola
Fletcher School. He is a member of the Board of Trustees of Company and their respective affiliates have no special rights in
College Year in Athens. relation to the appointment or re-election of nominee Directors, and
those Directors of the Company who were nominated at the request
Our Chief Executive Officer does not currently hold any
of The Coca-Cola Company or Kar-Tess Holding will be required to
external appointments.
stand for re-election on an annual basis in the same way as the other
Having considered the scope of the external appointments of the Directors. The Nomination Committee is responsible for identifying
Directors referred to above, our Board is satisfied that they do not and recommending persons for subsequent nomination by the
compromise the effectiveness of the Board. Board for election as Directors by the shareholders on an
annual basis.
Independence
As our Board currently comprises 13 Directors, neither Kar-Tess
Our Board has concluded that Mr. Christos Ioannou, Mrs. Susan
Holding nor The Coca-Cola Company is in a position to control
Kilsby, both of whom retired from the Board on 24 June 2015, Mr.
(positively or negatively) decisions of the Board that are subject
Antonio D’Amato, Sir Michael Llewellyn-Smith, Mr. Nigel Macdonald,
to simple majority approval. However, decisions of the Board that
Mr. John P. Sechi, Mrs. Olusola (Sola) David-Borha and Mrs. Alexandra
are subject to the special quorum provisions and supermajority
Papalexopoulou, who were both appointed to the Board on 24 June
requirements contained in the Articles of Association, in practice,
2015, are independent in accordance with the criteria set out in the
require the support of Directors nominated at the request of at least
UK Corporate Governance Code.
one of either The Coca-Cola Company or Kar-Tess Holding in order
Mr. Antonio D’Amato, Sir Michael Llewellyn-Smith and Mr. Nigel to be approved. In addition, based on their current shareholdings,
Macdonald have served on the Board for more than nine years neither Kar-Tess Holding nor The Coca-Cola Company are in a
from the date of their first election. The Board has specifically position to control a decision of the shareholders (positively or
considered whether their length of service has compromised their negatively), except to block a resolution to wind up or dissolve
independence and has concluded that there are no relationships or the Company or to amend the supermajority voting requirements.
circumstances which are likely to affect, or could appear to affect, The latter requires the approval of 80% of shareholders where
their judgement, and that the independence of character and all shareholders are represented and voting. Depending on the
judgement of each Director concerned is not affected or impaired attendance levels at general meetings of the shareholders, Kar-Tess
by their length of service. Moreover, the Board has considered the or The Coca-Cola Company may also be in a position to control
performance of Mr. Antonio D’Amato, Sir Michael Llewellyn-Smith other matters requiring supermajority shareholder approval.
and Mr. Nigel Macdonald and concluded that they each bring
Mr. George A. David, Mr. Anastassis G. David, Mr. Anastasios I.
unique skills, experience and knowledge to the Board and its
Leventis and Mr. Christo Leventis were all originally appointed at the
committees. The Board is therefore satisfied with the performance
request of Kar-Tess Holding, a shareholder of the Company. Mr. Irial
and continued independence of all three Directors and considers
Finan was originally nominated to the Board prior to the listing on the
it important that our business continues to benefit from their
Official List by certain existing shareholders of the Company that
experience and knowledge.
were affiliates of The Coca-Cola Company. Mr. José-Octavio Reyes
The other non-Executive Directors, Mr. Anastassis G. David has been appointed at the request of The Coca-Cola Company.
(Chairman and son of Mr. George A. David), Mr. George A. David,
Mr. Irial Finan, Mr. Anastasios I. Leventis, Mr. Christo Leventis, and Mr. Conflicts of interest
José Octavio Reyes, were appointed at the request of shareholders In accordance with the Organisational Regulations, Directors are
of the Company: Kar-Tess Holding and The Coca-Cola Company. required to arrange their personal and business affairs so as to
They are therefore not considered to be independent as defined avoid a conflict of interest with the Group.
by the UK Corporate Governance Code.
Each Director must disclose to the Chairman the nature and
Mr. Anastassis G. David was appointed as Chairman on 27 January extent of any conflict of interest arising generally or in relation to any
2016. Mr. Anastassis G. David was not considered independent at matter to be discussed at a Board meeting, as soon as the Director
the time of his appointment as recommended by the UK Corporate becomes aware of its existence. In the event that the Chairman
Governance Code. The Board has followed a thorough process becomes aware of a Director’s conflict of interest, the Chairman
for the appointment which was overseen by the Nomination is required to contact the respective Director promptly and
Committee, as described in detail in the Nomination Committee discuss with him or her the nature and extent of such a conflict of
report, and involved a broad consultation with shareholders. interest.
Subject to exceptional circumstances in which the best
The Board specifically considered the question of Mr. Anastassis interests of the Company dictates otherwise, the Director affected
David’s independence. Notwithstanding that Mr. Anastassis David by a conflict of interest is not permitted to participate in discussions
was originally nominated to the Board by Kar-Tess Holding, the Board and decision making involving the interest at stake.
is satisfied that Mr. Anastassis David’s appointment will promote
continuity, balance and effective leadership. The Board also firmly
believes that Mr. Anastassis David embodies the Company’s core
values, heritage and culture and that these attributes, together with
his strong identification with the Company and its shareholder
interests, and his deep knowledge and experience of the Coca-Cola
System, will ensure an effective and appropriately balanced
leadership of the Board and the Company.
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Supplementary Info & Swiss Statutory Reporting
Board effectiveness During 2015, the Board reviewed its own performance led by
the Nomination Committee. The assessment covered a number
Information and training of areas including the size of the Board, number of meetings and
The practices and procedures adopted by our Board ensure that active contribution and discussions, organisation of the Board’s
the Directors are supplied on a timely basis with comprehensive committees, diversity, succession planning, risk management and
information on the business development and financial position internal control as well as initiatives on social and environmental
of the Company, the form and content of which is expected to topics. The results of the evaluation were presented at the
enable the Directors to discharge their duties and carry out their December 2015 Board meeting and the Board concluded that,
responsibilities. All Directors have access to our General Counsel, overall, the Board operates effectively. In addition, our Board
as well as independent professional advice at the expense of the committees’ structure, together with the careful and orderly changes
Company. All Directors have full access to the Chief Executive in the Board composition during the last couple of years, enhanced
Officer and the senior management, as well as the external the gender diversity and ensured an appropriate level of expertise of
auditors and internal audit team. skills and experience to support the Board’s role. The Board intends
The Board has in place an induction programme for new Directors, to arrange for its performance evaluation to be externally facilitated
which was followed this past year by Mrs. Olusola (Sola) David-Borha at least once every three years. The Board has also planned its next
and Mrs. Alexandra Papalexopoulou. They met individually with evaluation which will be facilitated externally to take place in the
the former Chairman, Mr. George David, Operating Committee second half of 2016.
members, and other senior executives and received orientation
training from the relevant senior executives in relation to the Group Succession planning
and corporate governance practices. The induction programme Our Board has in place plans to ensure the progressive renewal of
also includes meetings with representatives of our sales force and the Board and appropriate succession planning.
customers, and visits to our production plants. Both new Directors
Pursuant to our Articles of Association, the Board consists of
were appropriately briefed on strategy, financials, operations, risks
a minimum of seven and a maximum of 15 members and the
and procedures in order to achieve the necessary insight into
Directors are elected annually for a term of one year by the
our activities.
Company’s shareholders. Accordingly, all Directors are subject
All Directors are given the opportunity to attend training to ensure to annual re-election by shareholders in accordance with the UK
that they are kept up to date on relevant legal, accounting and Corporate Governance Code. In case of resignation or death of
corporate governance developments. The Directors individually any member of the Board, the Board may elect a permanent guest,
attend seminars, forums, conferences and working groups on whom the Board will propose for election by the shareholders at
relevant topics. The Nomination Committee reviews our Director the next general meeting.
training activities regularly. Finally, as part of the continuing
During 2015, Mr. Christos Ioannou and Mrs. Susan Kilsby resigned
development of the Directors, the Company Secretary ensures
as Directors with effect from 24 June 2015. Mrs. Olusola (Sola)
that our Board is kept up to date with key corporate governance
David-Borha and Mrs. Alexandra Papalexopoulou were appointed
developments. The Board elects the Company Secretary who
to the Board with effect from the same date. On 24 June 2015,
acts as secretary to the Board.
Mr. Anastassis G. David, Mr. José Octavio Reyes and Mrs. Susan
Kilsby resigned as members of the Nomination Committee and
Board, committee and Director performance evaluation Mr. Christos Ioannou resigned from the Audit and Risk Committee.
At least annually, on the basis of an assessment conducted by the On 24 June 2015, Mrs. Alexandra Papalexopoulou was appointed
Nomination Committee, our Board reviews its own performance a member of the Nomination Committee and Mrs. Olusola (Sola)
as well as the performance of each of the Board committees. This David-Borha was appointed a member of the Audit and Risk
review seeks to determine whether the Board and its committees Committee. The Board considers Mrs. Olusola (Sola) David-Borha
function effectively and efficiently. During the year, the Chairman and Mrs. Alexandra Papalexopoulou to be valuable additions to
meets with the Directors to receive feedback on the functioning the Board.
of the Board and its committees, the boardroom dynamics, and
our strategy. Particular focus is given to areas where a Director There were no other changes to the Board or committee
believes the performance of the Board and its committees could be membership during 2015.
improved. A report is prepared for the Board on its effectiveness and
In accordance with the Organisational Regulations, the Board
that of its committees. The independent Directors meet separately
proposes for election at the shareholders’ meeting new Directors
on a regular basis to discuss a variety of issues, including the
who have been recommended by the Nomination Committee after
effectiveness of the Board. An evaluation of each Director
consultation with the Chairman. In making such recommendations,
(other than that of the Chairman) is conducted by the Chairman
the Nomination Committee and the Board must consider criteria
and the Senior Independent Director. The Senior Independent
including the overall balance of skills, experience, independence and
Director leads the evaluation of the Chairman in conjunction with
knowledge of the Board member, as well as diversity considerations
the non-Executive Directors (taking into account the views of the
including gender. See the Nomination Committee report (on page
Chief Executive Officer), and as a matter of practice, meets with
82) for further information on the role and work of the Nomination
the other independent non-Executive Directors when each Board
Committee. Through this process, the Board is satisfied that the
meeting is held to discuss issues together, without the Chief
Board and its committees have the appropriate balance of
Executive Officer or other non-Executive Directors present.
experience, diversity, independence and knowledge of the
Company to enable them to discharge their duties and
responsibilities effectively.
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Supplementary Info & Swiss Statutory Reporting
Certain differences between the Company’s corporate David’s history with the Group and his importance to it, it had been
governance practices and the UK Corporate Governance Code in the best interests of the Group and its shareholders for him to
The Remuneration Committee does not have sole authority to remain Chairman. Similarly, in view of Mr. Anastassis G. David’s
determine the compensation of the Chief Executive Officer and the strong identification with the Company and its shareholder interests,
Chairman as recommended by the UK Corporate Governance Code. combined with his deep knowledge and experience of the Coca-Cola
Rather, the terms of the compensation of the Chief Executive Officer System, it is in the best interests of the Group and its shareholders
are determined by the entire Board upon the recommendation of the for him to be appointed as Chairman to succeed Mr. George A. David,
Remuneration Committee. The Company considers that requiring to continue to promote an effective and appropriately balanced
the Board as a whole to determine compensation (excluding the leadership of the Group. In accordance with the established policy
participation of the CEO whose compensation is the subject of of appointing all Directors for one year at a time, the Board intends
determination) allows a full and rigorous analysis and debate, to continue to keep all positions under regular review and subject
involving a wider number of Directors, setting a higher to annual election by shareholders at the Annual General Meeting.
standard in corporate governance.
Other corporate governance codes
The Swiss Ordinance against Excessive Compensation in Listed
As part of our commitment to best practices in corporate
Companies, which has been, subject to certain transitional rules,
governance, we have implemented a number of measures to
in effect since 1 January 2014, further limits the authority of
enhance internal controls and risk management. To ensure that
the Remuneration Committee and the Board to determine
our corporate governance systems remain in line with international
compensation. The effective limitations include requiring that
best practices, our corporate governance standards and procedures
the general meeting of shareholders approve the maximum total
are continuously reviewed in light of current developments and
compensation of each of the Board and the Operating Committee,
rulemaking processes in the UK, Switzerland and elsewhere in the EU.
requiring that certain compensation elements be authorised in the
Articles of Association and prohibiting certain forms of There is no mandatory corporate governance code under Swiss
compensation, such as severance payments and financial/monetary law applicable to us. The main source of law for Swiss governance
incentives for the acquisition or disposal of firms. We are in rules is the company law contained in articles 620 ff. of the Swiss
compliance with the requirements of the Swiss Ordinance against Code of Obligations, as well as the Ordinance against Excessive
Excessive Compensation in Listed Companies and have amended Compensation in Listed Companies, which has been, subject
our Articles of Association to that effect. to certain transitional rules, in effect since 1 January 2014.
Mr. George A. David was originally appointed at the request of In addition, the UK’s City Code on Takeovers and Mergers (the “City
Kar-Tess Holding, a significant shareholder of the Group, and Code”) does not apply to the Company by operation of law, as the
was not, at the time of his original appointment to the Board, Company is not incorporated under English law. The Articles of
independent within the meaning of the UK Corporate Governance Association include specific provisions designed to prevent any
Code. Mr. Anastassis G. David who succeeded Mr. George A. David person acquiring shares carrying 30% or more of the voting rights
as Chairman at the recommendation of the Board, was also originally (taken together with any interest in shares held or acquired by the
appointed at the request of Kar-Tess Holding and was not, at the time acquirer or persons acting in concert with the acquirer) except if
of his appointment as Chairman, independent within the meaning of (subject to certain exceptions) such acquisition would not have been
the UK Corporate Governance Code. Mr. George A. David has also prohibited by the City Code or if such acquisition is made through an
been a Director of the Group in excess of nine years. At no time offer conducted in accordance with the City Code. For further details
during his tenure as Chairman has Mr. George A. David held please refer to the Company’s Articles of Association which are
responsibilities as Chief Executive Officer or any other executive role available on our website.
within the Group. The Board considers that, in view of Mr. George A.
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Coca-Cola HBC – 2015 Integrated Annual Report
Operating Committee
The Operating Committee represents the executive
leadership of the Company.
1 2
3 4
5 6
7 8
9 10
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Mr. Lois is the Group’s Chief Executive Officer and Chairman of the Senior management tenure: Appointed June 2010 (5 years)
Operating Committee. Mr. Lois’ biography appears on page 64. Previous Group roles: Region director responsible for Nigeria,
Romania, Moldova, Bulgaria and Serbia and Montenegro
2. Michalis Imellos, (2010 to 2013).
(47) Chief Financial Officer Outside interests: No external appointments
Previous relevant experience: Mr. Brouhard began his career with
Senior management tenure: Appointed April 2012 (3 years) Procter & Gamble, where he worked in four different countries and
Previous Group roles: Region finance director responsible for in a variety of commercial and management roles leading up to global
Nigeria, Romania, Moldova, Bulgaria, Greece, Cyprus and Serbia customer team leader in 2000, when he oversaw the global account
and Montenegro; General manager, Romania and Moldova. management of Delhaize and the European management of new
channels, including discounters (such as Aldi, Lidl and Dia) and
Outside interests: No external appointments
convenience retailing (such as petrol stations). From 2002 to 2010,
Previous relevant experience: Mr. Imellos held a number of finance Mr. Brouhard held positions at Adidas including managing director,
positions in the UK-based European headquarters of Xerox, including Italy and Southeast Europe, from 2007 until he joined the Group in
those of European Mergers & Acquisitions Director and Finance 2010. Prior to that, he was vice-president for commercial operations,
Director of the Office Europe Division. He managed the financial, tax EMEA, from 2002 to 2005, and, from 2005, took the role of
and legal aspects of Xerox’s sponsorship of the Athens 2004 Olympic managing director, Iberia, based in Spain, with responsibility
Games as well as the finance function of the company’s operations for Spain and Portugal.
in Greece. He is a Fellow of the Institute of Chartered Accountants
Nationality: French
in England and Wales, and started his career at Ernst & Young.
Nationality: Greek
5. Keith Sanders,
(55) Region Director: Armenia, Belarus, Estonia, Latvia,
3. John Brady, Lithuania, Poland, Russian Federation, Ukraine and Moldova
(58) Group Chief Customer and Commercial Officer
Senior management tenure: Appointed August 2009 (6 years)
Senior management tenure: Appointed March 2006 (9 years)
Previous Group roles: General manager of the Company’s
Previous Group roles: Region director roles in various regions, operations in Russia (2004).
responsible for operations in Armenia, Austria, Belarus, Bosnia and
Herzegovina, Croatia, Cyprus, Czech Republic and Slovakia, FYROM, Outside interests: No external appointments
Greece, Hungary, Italy, Nigeria, Republic of Ireland and Northern Previous relevant experience: Prior to joining the Group, Mr.
Ireland, Russia, Serbia and Montenegro, Switzerland, and Ukraine Sanders spent 11 years within the Coca-Cola System. He started
(2001 to 2013). his career with The Coca-Cola Company in a regional marketing role
Outside interests: No external appointments within the Gulf Region. In 1993, he was appointed human resources
and training manager for the Gulf Region. In 1994, he assumed his
Previous relevant experience: Mr. Brady joined The Coca-Cola first bottling general manager role in Bahrain, and then moved through
Company in 1982 and held various positions with Coca-Cola USA and a series of larger country general management roles until 2001, when
Coca-Cola International until 1992, when he became general manager he was appointed director for bottling operations in the Eurasia &
and operations director for Coca-Cola Indonesia. From 1994 to 1998, Middle East Division with responsibility for Saudi Arabia, Pakistan,
Mr. Brady was regional manager for The Coca-Cola Company and UAE, Oman, Bahrain and Qatar. Prior to joining the Coca-Cola
Coca-Cola Amatil in Indonesia. In 1998, Mr. Brady was appointed System, Mr. Sanders spent six years with Procter & Gamble in
regional director for Coca-Cola Beverages plc with responsibility for the United States in a variety of sales and marketing roles.
the Czech Republic, Hungary, Poland and Slovakia. From 2003 to 2004,
Mr. Brady was regional vice-president for the Northeast region for Nationality: American
Coca-Cola North America and, in 2004, was appointed president
and CEO of Coca-Cola Bottlers’ Sales and Services Company.
Nationality: American
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Senior management tenure: Appointed July 2014 (1 year) Senior management tenure: Appointed August 2001 (15 years)
Previous Group roles: Mr. Yannopoulos was general manager in Previous Group roles: Mr. Gustavsson served as Deputy General
Serbia and Montenegro from 2009 to 2012 and country general Counsel for Coca-Cola Beverages plc from 1999-2001.
manager in Italy from 2012 to 2014. Outside interests: No external appointments
Outside interests: No external appointments Previous relevant experience: Mr. Gustavsson started his career
Previous relevant experience: Prior to joining the Group, Mr. in 1993 with the law firm of White & Case in Stockholm, Sweden.
Yannopoulos spent 12 years working at PepsiCo in various roles. He In 1995, he joined The Coca-Cola Company as Assistant Division
also spent five years with Star Foods, where he was the East Balkans Counsel in the Nordic and Northern Eurasia Division. From 1997
BU manager, and seven years with Tasty Foods in Greece, where his to 1999 Mr. Gustavsson was Senior Associate in White & Case’s
roles included: business development director, marketing and trade New York office, practicing securities law and M&A.
marketing director, marketing manager and group brand manager. Nationality: Swedish
He started his career as an assistant product manager (USA/South
Africa) with Colgate-Palmolive.
Nationality: Greek 10. Sanda Parezanovic,
(51) Group Human Resources Director
7. Zoran Bogdanovic, Senior management tenure: Appointed June 2015 (less than 1 year)
(44) Region Director: Bosnia and Herzegovina, Bulgaria, Previous Group roles: Ms Parezanovic’s previous roles in the Group
Croatia, Cyprus, FYROM, Greece, Northern Ireland and include: Public Affairs & Communications Manager, Serbia and
Republic of Ireland, Nigeria, Romania and Serbia (including Montenegro from 2003 to 2006; Country Human Resources and
the Republic of Kosovo), Slovenia and Montenegro PA&C Manager, Serbia and Montenegro from 2006 to 2010; and
Region Human Resources Director Bosnia & Herzegovina, Bulgaria,
Senior management tenure: Appointed June 2013 (2 years) Croatia, Cyprus, FYROM, Greece, Northern Ireland, the Republic of
Ireland, Moldova, Montenegro, Nigeria, Romania, Serbia, and Slovenia
Previous Group roles: Mr. Bogdanovic’s previous roles include:
from 2010 to 2015.
member of the Finance team of Coca-Cola HBC Croatia from 1996
to 1998; CFO and then general manager of the Croatian operations Outside interests: No external appointments
from 1998 to 2004; Country general manager of Coca-Cola HBC Previous relevant experience: Ms. Parezanovic started in 1989
Croatia from 2004 to 2008; Country general manager for Coca-Cola as Market Researcher and later Strategic Planner working for
HBC Switzerland from 2008 to 2011; and Country general manager various local research and marketing agencies in SFR Yugoslavia.
for Coca-Cola HBC Greece from 2011 to 2013. Sanda joined Saatchi & Saatchi Balkans in 1994, holding various
Outside interests: No external appointments senior management positions in several Balkan countries, including
Managing Director of two start-up agencies, first in FYROM and later
Previous relevant experience: Mr. Bogdanovic started his career
in Serbia. In 1999 she was relocated to London, where she worked for
as an auditor with Arthur Andersen before joining Coca-Cola HBC
Saatchi & Saatchi and Marketing Drive on a number of pan-European
Croatia in 1996.
and Business Development projects, before she joined our Group
Nationality: Croatian in 2003.
Nationality: Serbian
8. Marcel Martin,
(57) Group Supply Chain Director
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Work and activities –– Regular reports on quality assurance, health and safety,
The Audit and Risk Committee met nine times during 2015 environmental protection, asset protection, treasury and financial
and discharged the responsibilities defined under Annex C of risks, security and security enterprise risk management processes;
the Organisational Regulations. The work of the Audit and Risk –– The external auditor tender process; and
Committee during the accounting year included consideration of: –– The results of the Audit and Risk Committee
–– The annual financial statements and the annual financial report self-assessment process.
for the year ended 31 December 2014 prior to their submission
to the Board for approval, including consideration of the Group External auditors
on a going concern basis, and compliance with Group policies; PricewaterhouseCoopers AG, Birchstrasse 160, CH 8050 Zurich,
Switzerland (PwC AG) has been elected by the shareholders as the
–– The interim financial statements and interim results
statutory auditor for the Group’s consolidated financial statements
announcement for the six-month period ending 3 July 2015,
and statutory financial statements.
prior to their submission to the Board for approval;
–– The trading updates for the three-month period ended 3 April The Board of Directors has retained PricewaterhouseCoopers S.A.,
2015 and the nine-month period ended 2 October 2015; 268 Kifissias Avenue – 15232 Halandri, Greece (PwC S.A.), an affiliate
–– Areas of significance in the preparation of the financial of PwC AG, to act as the Group’s independent registered public
statements, including: accounting firm for the purposes of reporting under the UK rules for
the year ended 31 December 2015. The appointment of PwC has
–– Critical accounting judgements and estimates that affect the
been approved by the shareholders until the next Annual General
reported amounts of assets, liabilities, revenues and expenses,
Meeting by way of advisory vote. PwC refers to PwC AG or PwC S.A.,
and the disclosure of contingent assets and liabilities in the
as applicable, in this Annual Report.
consolidated financial statements (detailed in notes 1 and 29
to the consolidated financial statements); During the accounting period, the members of the Audit and Risk
–– Contingencies, legal proceedings, competition law and Committee met separately with PwC on a regular basis and the Audit
regulatory procedures, including cases involving the national and Risk Committee took an active role in reviewing the scope of the
competition authorities of Greece and Swizerland and litigation audit, the independence, objectivity and effectiveness of PwC and
matters in Nigeria, Russia, Italy and Greece, and the impact the negotiations relating to audit fees. The Audit and Risk Committee
of these on the consolidated financial statements and also met with the management team, which led the discussions
accompanying notes; with PwC, including the Director of Internal Audit, to discuss the
–– The impairment testing of goodwill and indefinite lived performance of PwC without PwC being present. Following this
intangible assets with a particular emphasis on the key review process, the Audit and Risk Committee has recommended to
assumptions used in the value in use calculation and the the Board that a proposal to reappoint PwC be put to a shareholders’
sensitivity analysis performed for the material operations vote at the next Annual General Meeting.
with reduced financial headroom. These assumptions, and a PwC has acted as the Group’s sole external auditor since 2003.
discussion of how they are established as well as the sensitivity The Audit and Risk Committee has concluded that the best interests
analysis, are described in note 4 to the consolidated financial of the Group and its shareholders would be served by retaining PwC.
statements; and This follows the completion of a robust and competitive tender
–– Reports from the external auditors on the annual and interim process for the appointment of external auditors, overseen by
financial statements, approval of the external audit plan and the Audit and Risk Committee, resulting in a recommendation
pre-approval of audit fees for 2015; which was approved by the Board on 10 December 2015. PwC
–– The internal control environment, principal risks and risk were re-appointed as the Group’s external auditor with effect
management systems and the Group’s statement on the from 11 December 2015. Currently, the Audit and Risk Committee
effectiveness of its internal controls prior to endorsement anticipates that the audit contract will be put out to tender again in
by the Board; 2025. There are no contractual or other obligations restricting the
–– Review and approval of the internal audit plan, quarterly reports Group’s choice of external auditor.
on the results of internal audit work and a quality assessment
of the internal audit function, including the following: Non-audit services by the external auditors
The Audit and Risk Committee considers the independence,
–– Reassessment of overall financial risk management
in both fact and appearance, of the external auditors as critical and
of the Group’s operations and review of internal financial
has long had an auditor independence policy providing definitions
control procedures;
of the services that the external auditors may and may not provide.
–– Review of regulatory changes and developments and impact The policy requires the Audit and Risk Committee’s pre-approval of
on risk management processes; and all audit and permissible non-audit services provided by the external
–– Review and approval of changes to the corporate audit auditors. Such services include audit, work directly related to audit,
department, including training and development programmes; and certain tax and other services as further explained below.
–– Matters arising under the Group’s Code of Business Conduct In practice, the Audit and Risk Committee applies the policy
and the actions taken to address any identified issues; restrictively and approval for work other than audit and
–– Revisions to and compliance with treasury policies, including audit-related services is rarely granted.
risk limits, hedging programmes and counterparty limits;
–– The geopolitical developments in Greece, Russia, Ukraine
and Nigeria, and their implications for the Group’s operations;
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Under the policy, pre-approval may be provided for work associated Finally, we have in place third-party insurance to cover residual
with: statutory or other financial audit work under IFRS or according insurable risk exposure such as property damage, business
to local statutory requirements; attestation services not required by interruption and liability protection, including directors’ and
statute or regulation; accounting and financial reporting consultation officers’ insurance for its Directors and officers as well as for
and research work necessary to comply with generally accepted the officers and directors of certain subsidiaries.
accounting and auditing standards; internal control reviews and
assistance with internal control reporting requirements; review Internal control
of information systems security and controls; tax compliance The Board has ultimate responsibility for ensuring that the
and related tax services, excluding any tax services prohibited Company has adequate systems of financial control. Systems
by regulatory or other oversight authorities; expatriates and of financial control can provide only reasonable and not absolute
other individual tax services; and assistance and consultation assurance against material misstatements or loss. In certain of
on questions raised by regulatory agencies. For each proposed the countries in which we operate, our businesses are exposed
service, the external auditor is required to provide detailed back up to a heightened risk of loss due to fraud and criminal activity.
documentation at the time of approval to permit the Audit and Risk We review our systems of financial control regularly in order
Committee to make a determination whether the provision of such to minimise such losses.
services would impair the external auditor’s independence. PwC has
complied with the policy for the financial year ended on 31 December The Board has adopted a chart of authority defining financial
2015 and there have been no changes to the policy during the year. and other authorisation limits and setting procedures for
approving capital and investment expenditure. The Board also
approves detailed annual budgets. It subsequently reviews quarterly
Audit fees and all other fees
performance against targets set forth in these plans and budgets.
Audit fees A key focus of the financial management strategy is the protection
The total fees for audit services paid to PwC and affiliates of our earnings stream and management of our cash flow.
were approximately €5.0 million for the year ended 31 December
2015, compared to approximately €5.7 million for the year ended The Board and its committees have conducted an annual review
31 December 2014. The total fees for 2015 include fees associated of the effectiveness of our risk management system and internal
with the annual integrated audit and reviews of the Group’s half control systems in accordance with the UK Corporate Governance
year reports, prepared in accordance with IFRS and local Code. Part of this review involves regular review of our financial,
statutory audits. operational and compliance controls by the Audit and Risk
Committee, which then reports back to the Board on its work
Audit related fees and findings as described above. The Board confirms that it
Fees for audit related services paid to PwC and affiliates for the year has concluded that our risk management and internal control
ended 31 December 2015 were €0.5 million compared to €0.4 million systems are effective.
for the year ended 31 December 2014.
Internal audit
Tax fees Our internal audit department reports directly to the Audit and Risk
Fees for tax services to PWC and affiliates for the year ended Committee, which reviews and approves the internal audit plan for
31 December 2015 were €0.1 million while no such fees were each year. The internal audit department consists of 40 full-time
paid for the year ended 31 December 2014. internal staff based in Athens, Budapest, Sofia, Moscow and Lagos,
covering a range of disciplines and business expertise. One of the
All other fees responsibilities of the internal audit department is to maintain and
There were no fees for non-audit services to PwC or affiliates for confirm to the Board the effective operation of our internal control
the year ended 31 December 2015, compared to €0.1 million paid framework. For this purpose, the Director of Internal Audit makes
for the year ended 31 December 2014, representing 1.6% of the quarterly presentations to the Audit and Risk Committee and meets
total amount of audit fees paid to PwC and affiliates for the year regularly with the Audit and Risk Committee without the presence
ended 31 December 2014. of our management.
In addition, the internal audit function reviews the internal
Risk management financial, operational, and compliance control systems across all
During 2015, the Company continued to revise and strengthen the jurisdictions in which we operate and reports their findings to
our approach to risk management as described in detail on page 55. management and the Audit and Risk Committee on a regular basis.
The primary aim of this framework is to minimise our exposure The internal audit function focuses its work on the areas of greatest
and ensure that the nature and significance of all risks we are facing risk to us, as determined by a risk-based approach to audit planning.
are properly identified, reviewed, managed and where necessary As part of our commitment to maintaining and strengthening best
escalated. A quarterly risk assessment is undertaken by the practice in corporate governance matters, we consistently seek
countries and corporate office support functions, significant risks to enhance our internal control environment and risk
are then reported to the Region Directors and the Chief Risk Officer. management capability.
The Company’s Group Risk Forum reviews the identified risks
bi-annually and presents issues of critical exposure to the Operating The internal audit function prepares audit reports and
Committee. The latter, after careful review, reports to the Audit and recommendations following each audit and appropriate measures
Risk Committee material risks and mitigating actions. This process are then taken to implement such recommendations. Status reports
is both top down and bottom up and is designed to ensure that on our management’s action plans to internal audit findings are
risks arising from business activities are appropriately managed. provided to the Audit and Risk Committee and copied to the Board
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on a biannual basis. Urgent issues, if any, are raised at once. There Disclosure Committee
were no such issues in 2015. The Chief Executive Officer, A Disclosure Committee has been established and disclosure
the Chief Financial Officer, the General Counsel, the Group Chief controls and procedures have been adopted to ensure the accuracy
Accountant and the region and country managers each receive and completeness of our public disclosures. The Disclosure
a copy of these updates. Committee is composed of the Chief Financial Officer, the
General Counsel, the Director of Investor Relations and the Group
Whistleblowing measures Chief Accountant.
We operate a hotline to receive, retain, investigate
and act on employee complaints or concerns regarding Performance reporting
accounting, internal accounting controls and auditing matters. Reports on our annual performance and prospects are
This includes any matters regarding the circumvention or attempted presented in the Annual Report following approval by the Audit and
circumvention of internal controls or that would constitute a violation Risk Committee. We also prepare a half-yearly financial report on our
of our Code of Business Conduct or matters involving fraudulent performance during the first six months of the financial year. In 2015,
behaviour by officers or employees of the Group that may affect the Group discontinued the practice of quarterly reporting. In-line
our accounts. All such allegations, complaints or concerns may be with UK practice, we have adopted half-year and full-year reports,
communicated, on an anonymous basis, to our Director of Internal and Q1 and Q3 trading updates effective from Q1 2015. Internally,
Audit. Communications received by the Director of Internal Audit, or our financial results and key performance indicators are circulated
directly through the hotline, are kept confidential. The Director of and reviewed by the Operating Committee on a monthly basis. This
Internal Audit liaises with the General Counsel and communicates information includes comparisons against business plans, forecasts
all significant allegations to the Chairman of the Audit and and prior year performance. The Board of Directors receives updates
Risk Committee. on performance at each Board of Directors meeting, as well as a
monthly report on our business and financial performance.
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Work and activities As at 31 December 2015, 15% of the Board, 18% of the executive
The Nomination Committee met four times during 2015 and leaders, 34% of senior leaders and 33% of all managers were women.
discharged the responsibilities defined under Annex C of the The Nomination Committee, in conjunction with the Operating
Organisational Regulations. The Chief Executive Officer and the Committee, will monitor the proportion of women at all levels of
Group Human Resources Director regularly attend meetings of the the Group and ensure that all appointments are made with a view
Nomination Committee. In addition, the Chairman is actively involved to having a high level of diversity within the workplace and in
in the work of the Nomination Committee concerning succession leadership positions, including gender diversity.
planning and the selection of key people, including the Chairman.
In 2015, the General Counsel also met with the Nomination Succession planning
Committee on several occasions. During 2015, the work of Following earlier intimation by Mr. George A. David of his
the Nomination Committee included consideration of: intention to step down from the position of Chairman, the
Nomination Committee oversaw a thorough succession planning
–– Succession planning and development of plans for recruitment process, involving the Zygos Partnership, an external executives
of new Board members; search advisers firm which is independent of the Company, and a
–– Composition of the Board, including the appropriate balance broad consultation with our shareholders. The succession planning
of skills, knowledge and experience; process undertaken by the Nomination Committee included an
–– Agreeing the process for the recruitment and nomination of in-depth analysis of the role of the Chairman and the experience
new Board members; and capabilities required for that role. The Nomination Committee
–– Agreeing the process for nomination of the new Chairman; oversaw a mapping exercise of potential candidates and assessed
the capabilities of Mr. Anastassis G. David as the successor to Mr.
–– Review of the talent management framework;
George A. David in consultation with our external advisers. Given
–– Compilation of list of potential candidates to fill roles on the Board; the importance of the relationship between the Group and its key
–– Recommendation to the Board of proposed candidates for stakeholder, The Coca-Cola Company, the Nomination Committee
appointment to the Board; and the Board believe that it is extremely important to have a
–– The performance evaluation and annual assessments of the Chairman with a deep understanding of the Coca-Cola System and,
committees and the Board; at the same time, with the appropriate stature and independence
–– Review of the Director induction process and training to represent the interests of the Company and its shareholders
programmes; and effectively in its dealings with The Coca-Cola Company. It was
–– Review of the Group’s diversity policy. concluded that Mr. Anastassis G. David best met these criteria.
In making this decision, the Nomination Committee and the Board
were fully aware of the governance implications of a departure from
Performance evaluation of the Board
the UK Corporate Governance Code, which states that the chairman
The Nomination Committee also led the assessment of the Board’s
should on appointment be deemed to be independent. However,
performance during the year. The key areas included in the self-
the Nomination Committee and the Board were satisfied that Mr.
assessment covered the Board structure and diversity, timeliness
Anastassis G. David’s appointment will promote continuity and
and quality of information, board discussions, committees and their
balance and that Mr. Anastassis G. David embodies the Company’s
operation, succession planning, risk appetite and risk management,
core values, heritage and culture. The Nomination Committee
and remuneration and performance. The scores were high in most
concluded and recommended to the Board that these attributes,
areas and the results of the evaluation were presented at the
together with Mr. Anastassis G. David’s strong identification with
December 2015 Board meeting. The Nomination Committee
the Company and its shareholders’ interests, combined with his deep
brought to the Board for discussion certain areas such as diversity
knowledge and experience of the Coca-Cola System, will enable him
and succession planning where improvements could be made.
to continue to promote an effective and appropriately balanced
leadership of the Company. The Nomination Committee and the
Diversity
Board were aware of the need to hold discussions with key investors
All Board appointments are made based on merit, against objective
and also conducted a broad consultation with the Company’s
criteria established by the Nomination Committee and approved
shareholders before proceeding with the appointment of Mr.
by the Board, and with due regard to the benefits of diversity on the
Anastassis G. David. Mr George A. David, although kept informed,
Board, including gender diversity, as well as expertise in the field of
was not actively involved in the succession planning. The final
social and environmental topics. The Group is deeply committed
decision was announced to the market on 28 January 2016.
to policies promoting diversity, equal opportunity and talent
development at every level throughout the Group. The Group
is constantly seeking to attract and recruit highly-qualified
candidates for all positions in its business, regardless of gender,
nationality, ethnicity and religious belief. The Group offers training
opportunities to all employees depending on their individual needs
and development requirements in order to improve their skills, and
encourages all employees to gain relevant experience and knowledge
applicable to their position and role.
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In compiling this report, we have been guided by the UK Further information on the Group’s performance in 2015
Corporate Governance Code, by our obligations under will be found in the Financial review section on pages 51-54.
Swiss regulations, by feedback from our shareholders,
and by considerations of best practice. We shall voluntarily Remuneration in 2015
propose our remuneration policy for a vote at Coca-Cola After careful thought, the Committee decided to
HBC’s 2016 AGM in June. There is no obligation under the recommend increasing the Chief Executive Officer’s
law and regulations applicable to us to do so, but we consider annual base salary from €732,000 to €878,400. The level of
it best practice. the increase reflected our judgement that the Chief Executive
Officer’s performance has been pivotal in meeting key strategic
The Group’s remuneration philosophy and policies are designed
measures, despite foreign exchange headwinds, political instability
to attract, motivate and retain the talented people we need to
in key markets, and challenging macroeconomic and trading
meet the company’s strategic objectives, and to give them due
conditions, and that his remuneration lagged that of his peers in the
recognition. To this end the Committee has worked to ensure
FTSE by a considerable amount since Coca-Cola HBC obtained its
that the policy remains fair, transparent and competitive by
premium listing on the London Stock Exchange in 2013. The Chief
comparison with our peers, and that remuneration is linked
Executive Officer’s continued focus on talent development and on
to business strategy and drives performance.
the engagement of our employees is crucial to the future growth of
the company. The company’s excellent ranking in the Dow Jones
Business performance for 2015 Sustainability Indices reflects the priority attached to sustainability
The company achieved good results in 2015. Volume grew and that the Chief Executive Officer has instilled. In 2016, we expect the
there was a significant improvement in margins, resulting in the Chief Executive Officer’s salary increase to be comparable with that
highest operating margins since the years before the financial crisis. of other employees in the company.
Our people have shown themselves to be resilient and adaptable
in difficult markets, and have delivered strong performance in all Strong business performance, exceeding the business plan for
our operations. They achieved these results despite currency 2015, will be reflected in the payout of the 2015 Management
depreciation and economic weakness in some of our larger Incentive Plan (MIP). The payout for the Chief Executive Officer is
markets. All employees of Coca-Cola HBC have contributed expected to be 98% of his base salary, which is equivalent to 75%
to these results and to bringing the company back to growth. of the maximum MIP opportunity. We have committed ourselves to
The result has been an improvement in almost all our key disclosing retrospectively the Management Incentive Plan targets,
performance indicators. and you will find the 2015 targets and payouts reported on page
97 of the annual report on remuneration. The Chief Executive
Officer’s benefits remained the same versus prior year. The cost
of the benefits increased in 2015 versus 2014, mainly driven
by relocation benefits such as tax equalisation, cost of living
adjustment and exchange rate protection. Detailed amounts
can be found in the single figure table. In December 2015, the
Chief Executive Officer received the first grant under the new
performance share plan which has replaced the former stock
option plan. Details of the performance conditions for the three
year plan can be found on page 98.
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Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Sir Michael Llewellyn-Smith In accordance with the UK Corporate Governance Code, the
Chairman of the Remuneration Committee Remuneration Committee consists of three independent non-
Executive Directors: Sir Michael Llewellyn-Smith (Chairman), Mr.
Antonio D’Amato and Mrs. Alexandra Papalexopoulou, who were
each elected by the shareholders for a one-year term on 24 June
2015. The Remuneration Committee met four times in 2015: March,
June, September and December. Please refer to the “Board and
committee attendance in 2015” section of the Corporate
Governance report on page 67 for details on the
Remuneration Committee meetings.
The Chairman of the Board, the Chief Executive Officer, the
Group Human Resources Director, the Group Rewards Director
and the General Counsel regularly attend the meetings of the
Remuneration Committee.
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Remuneration Committee – Work in 2015 –– Introduction of a recruitment policy for non-Executive Directors
During the financial year the Committee’s work has included the and the Chief Executive Officer;
following activities: –– Introduction of shareholding guidelines;
–– Benchmarking, review and recommendation of the Chief –– Review of all remuneration arrangements of the Operating
Executive Officer’s salary, taking into account pay and Committee members in order to address the requirements
employment conditions in the Group and the market; of the Swiss Ordinance against Excessive Remuneration
in Listed Companies; and
–– Benchmarking, review and approval of the Operating Committee
members’ salaries, taking into account pay and employment –– Introduction of a share buy-back programme and share dilution
conditions in the Group and the market; limits to address share dilution resulting from the Company’s
equity remuneration plans.
–– Recommending the MIP payout for the Chief Executive Officer;
–– Approval of Operating Committee members’ and General
Managers’ MIP payout;
Remuneration Committee – Activities for 2016
The Committee has decided to implement the following actions
–– Review and approval of General Managers’ job grades; during 2016:
–– Approval of General Managers’ salary levels, taking into account
pay and employment conditions in the Group and the market; –– Review of the Chief Executive Officer’s, Operating Committee
members’ and General Managers’ annual salaries;
–– Approval of the new performance share plan;
–– Review payout levels for the 2015 MIP;
–– Recommendation for Board approval of the performance share
award for the Chief Executive Officer and the performance share –– Approve the MIP payout for the Operating Committee
grant for 2015 for all other eligible participants; members and general managers and recommend to the
Board the Chief Executive Officer’s payout;
–– Review of the Group’s pension arrangements;
–– Recommend the PSP grant;
–– Introduction of clawback and malus provisions in the Management
Incentive Plan (MIP), Long-term Incentive Plan (LTIP), Employee –– Review the cash LTIP (a plan for managers below top
Stock Purchase Plan (ESPP), Employee Stock Option Plan executive level) ; and
(ESOP) and Performance Share Plan (PSP) for recovery in –– Review pension arrangements across the Group.
the case of misconduct;
A competitive
winning team
to achieve financial, business
Motivating and non-financial targets
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Remuneration policy
Policy eligibility
Our remuneration policy is designed to cover all of our employees, offering programmes that are appropriate for their position, taking into
account such factors as; level of responsibility, performance, experience, and using relevant market comparisons.
The Chief Executive Officer, the members of the Operating Committee and other members of management are eligible for the following
reward elements.
Benefits
Group Reward Element/ Annual Base (Retirement and
Employee Category Salary MIP PSP LTIP ESPP ESOP5 Other Benefits)
Chief Executive Officer Eligible Eligible Eligible Eligible Eligible Eligible
Operating Committee members1 Eligible Eligible Eligible Eligible Eligible Eligible
Top Management2 Eligible Eligible Eligible Eligible Eligible Eligible Eligible
(depends on (depends on
country practice) country practice)
Senior and Middle Management3 Eligible Eligible Eligible Eligible Eligible
(depends on (depends on
country practice) country practice)
Management4 Eligible Eligible Eligible Eligible
(depends on (depends on
country practice) country practice)
1. For the definition and description of the Operating Committee, please refer to the Corporate Governance section on pages 74 onwards.
2. Top Management includes the role of General Manager as well as most Group sub-function heads. Members of Top Management are referred to as
Top Managers throughout the Remuneration Report.
3. Senior and Middle Management generally refers to the majority of people reporting to General Managers and to those reporting to Group sub-function heads.
4. Management includes those with responsibility for managing people or substantial technical know-how on operational matters.
5. The last ESOP grant took place on 10 December 2014. This plan was replaced by the PSP with effect from June 2015. No further grants will take place from
the ESOP although past grants continue to vest.
The employee categories are relevant only for this remuneration report and not to any other section in the 2015 Integrated Annual Report.
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Policy table
Our remuneration is composed of fixed and variable elements. The policy table includes details of each reward component, including
its purpose and link to strategy, mechanisms and relevant performance metrics applicable to the Chief Executive Officer.
Base salary
Purpose and link to strategy: To provide a fixed level of Maximum opportunity
compensation appropriate to the requirements of the role and The Chief Executive Officer will normally receive a salary
to support the attraction and retention of the talent able to increase broadly in line with the increase awarded to the general
deliver the Group’s strategy. workforce. The salary increase of the Chief Executive Officer
may exceed the average salary increase to reflect business and
Operation individual performance, material changes to the business, internal
Salaries are reviewed annually, with salary changes normally promotions, accrual of experience, changes to the role, or other
effective on 1 May each year. material factors.
The Remuneration Committee considers the following
Performance metrics
parameters when reviewing base salary levels:
Individual and business performance.
–– The individual’s performance, skills and responsibilities;
–– Economic conditions and performance trends;
–– Experience of the individual;
–– Pay increases for other employees across the Group; and
–– External comparisons based on factors such as: the industry
of the business, revenue, market capitalisation, headcount,
geographical footprint, stock exchange listing (FTSE) and
other European companies.
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Retirement Benefits
Purpose and link to strategy: To provide competitive, Maximum opportunity
cost-effective post-retirement benefits. The contributions to the pension plan are calculated as a
percentage of the Chief Executive Officer’s annual base salary
Operation (excluding any incentive payments or other allowance/benefits
The Chief Executive Officer participates in a defined benefit provided) based on age brackets as defined by Federal Swiss
pension plan under Swiss law. Employer contributions are 15% legislation. This percentage is currently 15%.
of the annual base salary.
Performance metrics
There is no obligation for employee contributions.
None.
Normal retirement age for the Chief Executive Officer’s plan is 65
years. In case of early retirement, which is possible from the age of
58, the Chief Executive Officer is entitled to receive the amount
accrued under the plan as a lump sum.
Other Benefits
Purpose and link to strategy: To provide benefits which are Maximum opportunity
consistent with market practices. There is no defined maximum as the cost to the Company of
providing such benefits will vary from year to year in accordance
Operation with costs.
The Chief Executive Officer receives medical insurance.
Performance metrics
The Chief Executive Officer is eligible for benefits related to
None.
his relocation such as housing allowance, car, a cost of living
adjustment, trip allowance, partner allowance, exchange rate
protection, tax equalisation and tax filing support and advice.
The Remuneration Committee has the discretion to recommend
the introduction of additional benefits where appropriate.
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In case of future terminations, payments will be made in accordance (e) Executive shareholding guidelines
with the remuneration policy. For the Chief Executive Officer, the In order to strengthen the link with shareholders’ interests, a policy
policy on termination is described below. on executive shareholding has been introduced for the first time
in 2015 requiring the Chief Executive Officer to hold company
Regarding the MIP, pay-outs are as follows:
shares equal to 200% of his annual base salary and the Operating
–– Retirement: A prorated payout as of the date of retirement Committee members 100% of their annual base salary. The required
will be applied. shareholdings are to be achieved within a five-year period from the
–– Death in service: A prorated payout will be applied and will be date of the first PSP grant (10 December 2015). All vested shares
paid immediately to heirs based on the latest rolling estimate. under the PSP and the ESPP are included in meeting the
shareholding requirement.
–– Resignation or other reasons for leaving: A prorated payout
will apply in accordance with Swiss legislation.
(f) Share buy-back programme and dilution limit
To address shareholder dilution, the Company implemented a share
For the ESPP, unvested shares are forfeited, except in case of
buy-back programme in 2015. In addition, the overall dilution limit
retirement, injury, disability, redundancy or death.
related to shares or options granted under the PSP/ESOP/ESPP
For the ESOP and PSP: may not exceed 10% of shares in issue over a ten-year rolling period.
Notice periods are set for up to six months and non-compete Maximum
clauses are 12 months, effective in 2015. The notice period Reflects fixed remuneration and a MIP payout at 130% of base
anticipates that up to six months paid garden leave may be salary and 100% of the 2015 PSP award vesting.
provided. Similarly, up to 12 months may be paid out in relation
to the non-compete period.
Target
Reflects fixed remuneration and includes a MIP payout of 70%
(d) Malus and clawback provision for variable pay plans
of base salary and 55% of the 2015 PSP award vesting.
During 2015 the Remuneration Committee approved changes
in the MIP, LTIP, PSP, ESOP and ESPP plans introducing malus
Threshold
adjustments so that an award may lapse wholly or partly in event
Reflects fixed remuneration and includes a MIP payout of 5%
of material misstatement of financial results and/or misconduct.
of base salary and 12.5% of the 2015 PSP award vesting.
The Remuneration Committee has been authorised to amend the
terms and conditions of the variable incentive plans, in order to apply Minimum
malus and clawback mechanisms to the Chief Executive Officer and Reflects only fixed remuneration which is not at risk i.e. base salary,
members of the Operating Committee. Clawback can potentially be pension and cash and non-cash benefits which comprise cost of
applied to payments or vesting for up to a two-year period following living adjustment, exchange rate adjustment, family allowance,
the payment or vesting. housing allowance, trip allowance, employer contributions to the
ESPP, private medical insurance, tax filing support and advice,
tax equalisation and employer social security contributions.
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Chief Executive Officer service contract There is no sign-on bonus, or other types of compensation.
Mr. Dimitris Lois, the Chief Executive Officer, has an employment The Group typically reviews the compensation of non-Executive
contract with Coca-Cola HBC. The Swiss Ordinance against Excessive Directors every two to three years. A review was completed in 2014.
Compensation in Listed Companies (the “Swiss Ordinance”) prohibits Fees may be increased in 2016 following the AGM in June 2016. Such
any severance payments not mandated by law. As a consequence, the increase would be put to a vote. The peer group used for comparison
Chief Executive Officer’s employment contract was amended in 2015 consisted of companies in the FTSE index with similar positioning as
with an effective date of 1 January 2016. As set out above, the Chief Coca-Cola HBC, other Swiss companies with similar market caps
Executive Officer’s employment contract does not include any and/or revenues, and other relevant European listed companies.
termination benefits, other than as mandated by Swiss law. The
The Group’s policy targets the median of the comparable
Swiss Code of Obligations requires employers to pay severance
group of companies. Taking into consideration current business
when an employment relationship with an employee of at least
conditions, the non-Executive Directors’ remuneration in 2015
50 years of age comes to an end after 20 years or more of service.
remained unchanged compared to 2014. Messrs. George A. David,
The Chief Executive Officer is also entitled to reimbursement of all Anastasios I. Leventis and Christo Leventis have waived any fee for
reasonable expenses incurred in the interests of Coca-Cola HBC. their services. The Chairman of the Social Responsibility Committee,
Sir Michael Llewelyn-Smith, has waived any fee for this role.
In accordance with the Swiss Ordinance, there are no sign-on policies/
provisions for the appointment of the Chief Executive Officer. The Group’s compensation of non-Executive Directors includes
an annual fixed fee plus additional fees for membership in the
The terms of the employment contract of the Chief Executive Board committees when applicable. The basic fee paid to each
Officer of Coca-Cola HBC, are summarised below: non-Executive Director is the same, and an additional fee is paid
Name Position Date of contract Notice period to each member for committee membership and chairmanship,
Dimitris Lois Chief Executive 26 November 2015 6 months according to the levels set for that committee. Coca-Cola HBC does
Officer not compensate new non-Executive Directors for any forfeited share
awards in previous employment. Non-Executive Directors do not
receive any form of variable compensation nor any other benefits in
Non-Executive Directors’ policy and fees cash or in kind. They are not entitled to severance payments in the
Compensation for non-Executive Directors is consistent with event of the termination of their appointment. They are entitled to
market practice and sufficient to attract and retain high-quality reimbursement of all reasonable expenses incurred in the interests
non-Executive Directors with the right talent, values and skills of the Group.
necessary to provide oversight and support of management to
grow the business, support Coca-Cola HBC’s strategic framework Non-Executive Directors appointed during the policy period receive
and maximise shareholder value. Non-executive Directors’ pay is set the same basic fee and, as appropriate, committee fee or fees as
at a level that will not call into question the objectivity of the Board. existing non-Executive Directors.
The following table sets out the fees and other benefits paid to the
non-Executive Directors, including additional fees for the specified
roles below.
Non-executive Chairman’s fee –
Non-executive Vice-Chairman’s fee –
Basic non-Executive Director’s fee1 €65,000
Senior Independent Director’s fee €10,000
Audit Social
and Risk Remuneration Nomination Responsibility
Committee
chairman fee
(additional) €25,000 €10,000 €10,000 –
Committee
member fee
(additional) €12,500 €5,000 €5,000 €5,000
1. Mr. George A. David, Mr. Anastasios I. Leventis and Mr. Christo Leventis have
waived any annual fee in respect of their membership of the Board or any
Board Committee.
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2015 Remuneration
Single total figure of remuneration for the Chief Executive Officer
The Chief Executive Officer is the only Executive Director of the Group. The table below sets out the Chief Executive Officer’s total
remuneration for the year ended 31 December 2015 and 31 December 2014.
Base pay1 Cash and non-cash Annual bonus3 Long-term incentives4 Retirement benefits Total Single Figure
€ 000’s benefits2 € 000’s € 000’s € 000’s € 000’s € 000’s
2015 2014 2015 2014 2015 2014 2015 2014 2015 2014 2015 2014
830 691 1,044 483 857 432 139 203 143 109 3,012 1,918
Management incentive Plan (Company performance versus MIP targets in the year ended 31 December 2015)
The following key performance indicators impact the performance of the MIP. Namely:
–– Annual Sales Volume. Incentivises sustainable growth. Achievements in annual sales volume will be rewarded only if TWCD
(“Total Working Capital Days”) key business metric is above threshold.
–– Net Sales Revenue (NSR). As of 1 January 2015, the NSR key business metric replaced the TWCD key business metric in order
to incentivise the Group’s long-term growth objectives.
–– Comparable Earnings Before Interest and Tax (Comparable EBIT). Defined as comparable operating profit, this key performance
indicator incentivises profitable growth.
–– Operating Expenditures (OpEx) excluding DME as a percentage of NSR. This key performance indicator, which excludes direct
marketing expenses (DME), incentivises effective cost management.
Total Working Capital Days (TWCD) is a qualifier for volume payout. Measuring TWCD is intended to incentivise effective cash flow.
Defined as the total of receivable days, inventory days and payables days.
Payout on the basis of business performance will only be made if individual performance is above threshold.
Please refer below to the mechanism of MIP payout for the Chief Executive Officer.
MIP Payout
Achievement against
Achievement against
Total MIP payout business
individual objectives
objectives
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Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
The following table illustrates how the outcomes for the different bonus measures contribute to the business component bonus payout and
compare this to the target and maximum potential outcome for the performance period 1 January 2015 to 31 December 2015.
Actual results Actual result as
Measures1 Purpose Weight Threshold Target Maximum achieved pay-out %
Volume (m unit cases) Growth 25% 1,819 2,022 2,123 2,055 33.0%
NSR (€ m) Growth 25% 5,485 6,095 6,399 6,346 45.6%
Comparable EBIT (€ m) Growth 25% 382 425 459 473 50.0%
Opex % of NSR Efficiency 25% 28.9% 26.3% 25.6% 27.1% 17.5%
TWCD Efficiency Qualifier 12.7 11.6 9.3 4.4 Achieved
Total 100% 146%
1. All measures calculated at budgeted exchange rates for the year ended 31 December 2015.
1,600 4,800 0 0
1,600
1. OPEX excluding DME
Threshold
Threshold
Target
Target
Maximum
Maximum
Actual Results Achieved
Actual Results Achieved
The outcome for the bonus for the Chief Executive Officer was 100% related to the achievement of individual objectives and 146%
related to the achievement of business objectives, meaning that the overall payout was 75% of the total maximum MIP opportunity.
The Chief Executive Officer’s individual performance assessment is based on achievement of individual objectives set by the Chairman of
the Board. The Chairman of the Board of Directors and the Chairman of the Remuneration Committee assessed the Chief Executive Officer’s
performance against specific objectives, and this assessment was approved in March 2016. The Chief Executive Officer’s individual objectives
for 2015 were based on improvement in the number of countries in which we gained or sustained market share, an increase in EBIT margin
versus prior year, an increase in sustainable engagement versus prior year and maintaining the Beverage Industry Leadership in the World
and Europe on the Dow Jones Sustainability Index.
The overall level of performance achieved resulted in an MIP award equating to 97.6 % of base salary for the Chief Executive Officer
(100% achievement of individual performance objectives of 10%, and achievement of 146% of business objectives, multiplied by 60% of
base salary). The actual awards received by the Chief Executive Officer are shown in the table ‘Single total figure of remuneration for the
Chief Executive Officer’.
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Performance Share Plan (Performance share award during the financial year for the Chief Executive Officer)
Performance share plan awards are normally granted on an annual basis. The Chief Executive Officer is the only Director who participates in
the Group’s share incentive plan, with performance shares being awarded under the PSP.
On 10 December 2015, the Chief Executive Officer was awarded 138,476 performance shares under the PSP. These shares will vest in March
2019 provided that performance conditions are met at the end of the three-year period. The following table sets out the details of the award
made to the Chief Executive Officer under the PSP for 2015:
Type of award made 138,476 performance shares have been awarded under the PSP.
Shares vest after three years in March 2019, subject to the
achievement of performance conditions.
The above award includes one grant in 2015.
Share price 20.93 Euros (14.70 GBP)
Date of grant 10 December 2015
Performance period 1 January 2016 to 31 December 2018
Face value of the award 2,898,720 Euros
(The maximum number of shares that would vest if all performance measures
and targets are met, multiplied by the share price at the date of grant )
Face value of the award as a % of Annual Base Salary 330%
Percentage that would be distributed if threshold performance was achieved in 25% of maximum award
both PSP key performance indicators
Percentage that would be distributed if threshold performance was achieved only 12.5% of maximum award
in one PSP key performance indicator
Notes:The table above specifies the number of shares awarded under the PSP. The proportion of the awards that will vest is dependent upon the achievement of
performance conditions and the actual value distributed may be nil. The vesting outcomes will be disclosed in the 2018 report.
The vesting schedule for PSP performance conditions is not straight line between the threshold and maximum performance levels. The
Committee considers that it is appropriate to place greater emphasis on achieving the Target performance level than outperformance of this
level. The Committee has judged that the Target level of performance is commercially sensitive and so it will not be disclosed on a forward-
looking basis. It will be disclosed on a retrospective basis in our 2018 report.
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Supplementary Info & Swiss Statutory Reporting
1. In accordance with UK regulation, the Chief Executive Officer’s total remuneration reflects base pay, cash and non-cash benefits and annual bonus.
2. Applicable foreign exchange rate from CHF to Euro was 0.9414 during the period.
Performance review
The following chart sets out the Group’s total shareholder return (TSR) performance benchmarked against the TSR performance of the FTSE
100. As the Group is part of FTSE 100, the comparison is made versus that index.
250
200
150
100
50
Jan 09 Jan 10 Jan 11 Jan 12 Jan 13 Jan 14 Dec 15
FTSE 100
CCHBC
On 4 July 2011, the former Chief Executive Officer of the Group retired from service, and Mr. Lois succeeded him. The amounts for 2011 include the remuneration of the
former Chief Executive Officer up to the retirement date and the remuneration of Mr. Lois for the remainder of the year. For 2011, the remuneration of the former Chief
Executive Officer includes termination benefits due to retirement.
As Coca-Cola HBC listed on the London Stock Exchange in April 2013, the amounts included in respect of the period before that date relate to the remuneration the
Chief Executive Officer received in his capacity as Chief Executive Officer of Coca-Cola Hellenic Bottling Company S.A.
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This ensures that the same performance-setting principles are applied for executive remuneration and for other employees in
the organisation.
1. On 2 January 1981, Mr. George A. David was appointed to the Board of Hellenic Bottling Company S.A, which acquired Coca-Cola Beverages plc on 9 August 2000
and formed Coca-Cola Hellenic Bottling Company S.A.
2. Mr. Christos Ioannou retired from the Board and the Audit and Risk Committee on 24 June 2015.
3. Mrs. Susan Kilsby retired from the Board, the Remuneration Committee and the Nomination Committee on 24 June 2015.
4. Mrs. Alexandra Papalexopoulou was appointed to the Board and the Nomination Committee on 24 June 2015.
5. Mrs. Olusola (Sola) David-Bohra was appointed to the Board and the Audit and Risk Committee on 24 June 2015.
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The Chief Executive Officer’s service contract and the terms and conditions of appointment of the non-Executive Directors are open for
inspection by the public at the registered office of the Group.
1. With effect from 24 June 2015, Mr. Anastassis David retired from the Company’s Nomination Committee. The Group has applied a half-year period fee of €2,500
for Nomination Committee membership.
2. Mr. Christos Ioannou retired from the Board and the Audit and Risk Committee on 24 June 2015. The Group has applied a half-year period fee of €6,250 for Audit
and Risk Committee membership.
3. Mrs. Susan Kilsby retired from the Board, the Remuneration Committee and the Nomination Committee on 24 June 2015. The Group has applied a half year
period fee of €2.500 for the Nomination and €2.500 Remuneration Committee memberships.
4. With effect from 24 June 2015, Mr. Reyes retired from the Company’s Nomination Committee. The Group has applied a half-year period fee of €2,500 for
Nomination Committee membership. In relation to Mr. Reyes, on top of the basic fees of €72,500, the Group paid as required by the Swiss legislation, social
security contribution of €5,721.
5. Mrs. Alexandra Papalexopoulou was appointed to the Board and the Nomination Committee on 24 June 2015. The Group has applied a half-year period fee of
€2,500 for Nomination and €2.500 Remuneration Committee memberships.
6. Mrs. Olusola (Sola) David-Bohra was appointed to the Board and the Audit and Risk Committee on 24 June 2015. The Group has applied a half-year period fee of
€6,250 for Audit and Risk Committee membership. For Mrs. David-Bohra, on top of the basic fees of €38,750, the Group paid €3,058 in social security contribution
as required by legislation.
Non-Executive Directors do not participate in any of the Group’s incentive plans, nor do they receive any retirement or other taxable benefits.
Notes:
1. The number of shares held by Mr. Lois includes the amount of purchased and vested shares held under the ESPP on 31 December 2015 and 1,000 shares held
by Mr. Lois’s spouse. Out of the 35,993 shares that the Chief Executive Officer held as of 31 December 2015, 2,035 shares have not yet vested.
Dimitris Lois did not exercise any options during 2015.
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The following table sets out each non-Executive Director’s holding of shares and other interests in shares (including share options and share
awards under the Group’s incentive plans):
Number of share options and share awards held as at 31 December 2015
Number of shares held as Without performance With performance
Director at 31 December 2015 conditions conditions Vested share options
Anastassis G. David1 – N/A N/A N/A
George A. David – N/A N/A N/A
Irial Finan – N/A N/A N/A
Christo Leventis2 – N/A N/A N/A
Antonio D’Amato – N/A N/A N/A
Sir Michael Llewellyn-Smith 545 N/A N/A N/A
Nigel Macdonald 1,700 N/A N/A N/A
Anastasios I. Leventis3 – N/A N/A N/A
José Octavio Reyes – N/A N/A N/A
John P. Sechi – N/A N/A N/A
Alexandra Papalexopoulou – N/A N/A N/A
Olusola (Sola) David-Bohra – N/A N/A N/A
1. The infant child of Mr. Anastassis David being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the late
Anastasios George Leventis, of which Truad Verwaltungs AG is the Trustee, has an indirect interest with respect to the 85,355,019 shares held by Kar-Tess Holding S.A..
The infant child of Mr. Anastassis David being a beneficiary of a further private discretionary trust for the primary benefit of present and future members of the family of the
late Anastasios George Leventis, of which Selene Treuhand AG is the Trustee, has a further indirect interest in respect of 823,008 shares held by New Argen Holdings Ltd..
Mr. Anastassis David is connected with his infant child for the purposes of rule 3 of the Disclosure and Transparency Rules of the UK Financial Conduct Authority.
2. The infant children of Mr. Christo Leventis being beneficiaries of a private discretionary trust for the primary benefit of present and future members of the family of the
late Anastasios George Leventis, of which Truad Verwaltungs AG is the Trustee, have indirect interests with respect to the 85,355,019 shares held by Kar-Tess Holding
S.A.. The infant children of Mr. Christo Leventis being beneficiaries of a further private discretionary trust for the primary benefit of present and future members of the
family of the late Anastasios George Leventis, of which Selene Treuhand AG is the Trustee, have further indirect interests in respect of 1,234,513 shares held by New
Argen Holdings Ltd.. Mr. Christo Leventis is connected with his infant children for the purposes of rule 3 of the Disclosure and Transparency Rules of the UK Financial
Conduct Authority. By virtue of himself being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the late
Christodoulos Papaneokleus Leventis, of which Mervail Company (PTC) Limited is the trustee, Mr. Christo Leventis has an indirect interest with respect to the 757,307
shares held by Carlcan Holding Limited.
3. The infant child of Mr. Anastasios I. Leventis, being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the
late Anastasios George Leventis, of which Truad Verwaltungs AG is the Trustee, has an indirect interest in respect of the 85,355,019 shares held by Kar-Tess Holding S.A..
The infant child of Mr. Anastasios I. Leventis, being a beneficiary of a further private discretionary trust for the primary benefit of present and future members of the family of
the late Anastasios George Leventis, of which Selene Treuhand AG is the Trustee, has a further indirect interest in respect of 823,008 shares held by New Argen Holdings Ltd..
Mr. Anastasios I. Leventis is connected with his infant child for the purposes of rule 3 of the Disclosure and Transparency Rules of the UK Financial Conduct Authority. By virtue
of himself being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the late Christodoulos Papaneokleus Leventis,
of which Mervail Company (PTC) Limited is the trustee, Mr. Anastasios I. Leventis has an indirect interest with respect to 623,664 shares held by Carlcan Holding Limited.
1. The number of vested shares held by Mr. Lois includes the amount of purchased and vested shares held under the ESPP on 31 December 2015 and 1,000 shares
held by Mr. Lois’s spouse.
2. The applicable foreign exchange rate from GBP to Euro was set at 1.3568
3. The share price used was GBP 14.48 as of 31 December 2015.
Note: Total staff costs include all remuneration elements. The distribution to
shareholders reflects the dividends paid out to shareholders during the relevant year.
In 2015 total staff costs have been reduced by 3.1%, while dividends paid out to
shareholders have been increased by 1.7%
Following the feedback we received from our shareholders, we implemented several changes to our remuneration policy. We have enhanced
our disclosures relating to the MIP and PSP plans, implemented malus and clawback clauses in our reward programmes, adapted our Directors’
recruitment policy, introduced an overall dilution limit for our reward plans and minimum shareholding guidelines for our senior management.
We shall put forward the policy and the report for a vote at the Annual General Meeting in June 2016.
Implementation of remuneration policy in 2016 commercially sensitive. Targets are not disclosed on a forward-
The remuneration practice will be in line with the policy described looking basis but will be disclosed on a retrospective basis in
in the policy section. The Committee intends to implement the next year’s annual report on remuneration.
remuneration policy in 2016 as follows:
PSP
Base salaries and fees The PSP will continue to be in line with the policy for 2016.
The Committee intends to review the salary of the Chief
The key performance indicators that were described in the policy
Executive Officer in March 2016. The base salary increase for the
section will apply in 2016 with the same weighting.
Chief Executive Officer is anticipated to be in line with the increase
for other employees, and will be effective as of 1 May 2016. Fees The Remuneration Committee intends to recommend to the Board
for non-Executive Directors will be reviewed in 2016. Any increase to award 330% of base salary to the Chief Executive Officer under
to such fees will be tabled for approval by shareholders at the the performance share plan in March 2016. The same performance
2016 AGM. conditions will apply as in the 2015 December grant, as both grants
will be measured under the same performance period, i.e. 1 January
MIP 2016 to 31 December 2018.
The MIP will continue to be in line with the policy for 2016.
Pensions and benefits
The key performance indicators that were described in the annual
Pensions arrangements will be reviewed during 2016. There are no
report on remuneration will apply in 2016 with the same weighting.
plans for any changes to the stated policy.
We have not disclosed full details of all the MIP objectives or financial
targets for 2016 in this report, as we consider them to be
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The Directors, whose names and functions are set out on pages (e) The activities of the Group, together with the factors likely
64 to 65 confirm to the best of their knowledge that: to affect its future development, performance, the financial
position of the Group, its cash flows, liquidity position and
(a) The Annual Report, taken as a whole, is fair, balanced and
borrowing facilities are described in the Strategic Report
understandable, and provides the information necessary for
(pages 1 to 61). In addition, notes 7 “Financial instruments”,
shareholders to assess the Group’s position and performance,
14 “Borrowings”, 17 “Share capital, share premium and Group
business model and strategy.
reorganisation reserve” and 28 “Financial risk management”
(b) The consolidated financial statements, which have been prepared to the financial statements include the Company’s objectives,
in accordance with International Financial Reporting Standards, as policies and processes for managing its capital; its financial risk
issued by the IASB, give a true and fair view of the assets, liabilities, management objectives; details of its financial instruments and
financial position and profit or loss of the Company and the hedging activities; and its exposures to credit risk and liquidity risk.
undertakings included in the consolidation of the Group The Group has considerable financial resources together with
taken as a whole. long-term contracts with a number of customers and suppliers
across different countries. The Directors have also assessed the
(c) The Annual Report includes a fair review of the development and principal risks and the other matters discussed in connection with
performance of the business and the position of the Company the viability statement on page 61. The Directors considered it
and the undertakings included in the consolidated Coca-Cola appropriate to adopt the going concern basis of accounting in
HBC Group taken as a whole, together with a description of preparing the annual financial statements and have not identified
the principal risks and uncertainties that they face. any material uncertainties to the Group’s ability to continue to do
(d) The Directors are responsible for preparing the Annual Report, so over a period of at least 12 months from the date of approval
including the consolidated financial statements, and the of these financial statements.
Corporate Governance Report including the Remuneration By order of the Board
Report and the Strategic Report, in accordance with applicable
law and regulations.
Dimitris Lois
Chief Executive Officer
17 March 2016
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Notes:
(a) The maintenance and integrity of the Coca-Cola HBC AG website is the responsibility of the directors; the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the consolidated financial
statements since they were initially presented on the website.
(b) Legislation in UK and Switzerland governing the preparation and dissemination of consolidated financial statements may differ from legislation in other jurisdictions.
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Financial statements
The accompanying notes form an integral part of these consolidated financial statements.
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The accompanying notes form an integral part of these consolidated financial statements.
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The accompanying notes form an integral part of these consolidated financial statements.
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1. The amount included in the exchange equalisation reserve of €322.0m loss for 2014 represents the exchange loss attributable to the owners of the parent.
The amount included in other reserves of €0.8m loss for 2014 consists of loss on valuation of available-for-sale financial assets of €0.6m, cash flow hedges gain of
€6.4m (of which €5.4m represents revaluation gain for the year, €7.4m represents revaluation losses reclassified to profit and loss for the year, and €6.4m represents
revaluation gain reclassified to inventory for the year) and the deferred tax expense thereof amounting to €6.6m.
The amount of €262.7m profit comprises profit for the year of €294.8m, plus actuarial loss of €38.7m, less a deferred tax income of €6.6m.
The amount of €0.6m loss included in non-controlling interests for 2014 represents the share of non-controlling interests in retained earnings.
The accompanying notes form an integral part of these consolidated financial statements.
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2. The amount included in the exchange equalisation reserve of €66.1m loss for 2015 represents the exchange loss attributable to the owners of the parent.
The amount included in other reserves of €14.6m loss for 2015 consists of gain on valuation of available-for-sale financial assets of €0.1m, cash flow hedges losses
of €20.3m (of which €5.2m represents revaluation loss for the year, €4.6m represents revaluation loss reclassified to profit and loss for the year, and €19.7m represents
revaluation gain reclassified to inventory for the year), €0.1m gain relating to share of other comprehensive income of equity method investments and the deferred tax
income thereof amounting to €5.5m.
The amount of €288.5m profit comprises profit for the year of €280.3m, plus actuarial gains of €11.1m, less a deferred tax expense of €2.9m.
The amount of €0.4m gain included in non-controlling interests for 2015 represents the share of non-controlling interests in retained earnings.
For further details, please refer to: Note 17 Share capital, share premium and Group reorganisation reserve; Note 18 Reserves; Note 24
Shares held for equity compensation plan; Note 25; Stock option and performance shares compensation plans; and Note 27; Dividends.
The accompanying notes form an integral part of these consolidated financial statements.
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The accompanying notes form an integral part of these consolidated financial statements.
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1. Basis of preparation and accounting Depreciation is calculated on a straight-line basis to allocate the
depreciable amount over the estimated useful life of the assets
policies continued as follows:
For the purpose of impairment testing, goodwill is allocated to Freehold buildings 40 years
each of the Group’s cash-generating units expected to benefit Leasehold buildings and Over the lease term, up to 40 years
from the business combination in which the goodwill arose. improvements
Other indefinite-lived intangible assets are also allocated to the Production equipment 4 to 20 years
Group’s cash-generating units expected to benefit from those
Vehicles 5 to 8 years
intangibles. The cash-generating units to which goodwill and other
indefinite-lived intangible assets have been allocated are tested for Computer hardware and software 3 to 10 years
impairment annually, or more frequently when there is an indication Marketing equipment 3 to 10 years
that the unit may be impaired. If the recoverable amount (i.e. the Fixtures and fittings 8 years
higher of the value in use and fair value less costs to sell) of the Returnable containers 3 to 12 years
cash-generating unit is less than the carrying amount of the unit,
the impairment loss is allocated first to reduce the carrying amount Freehold land is not depreciated as it is considered to have an
of any goodwill allocated to the unit and then pro-rata to the other indefinite life.
assets of the unit on the basis of the carrying amount of each asset
in the unit. Impairment losses recognised against goodwill are not Deposits received for returnable containers by customers are
reversed in subsequent periods. accounted for as deposit liabilities.
Intangible assets with finite lives consist mainly of trademarks and Residual values and useful lives of assets are reviewed and adjusted
water rights and are amortised over their useful economic lives. if appropriate at each balance sheet date.
The useful life of trademarks is determined after considering Impairment of non-financial assets
potential limitations that could impact the life of the trademark, Goodwill and other indefinite-lived assets are not amortised but
such as technological and market limitations and the intent of rather tested for impairment annually and whenever there is an
management. The majority of the Group’s trademarks have been indication of impairment. Property, plant and equipment and other
assigned an indefinite useful life as they have an established sales non-financial assets that are subject to amortisation are reviewed for
history in the applicable region, it is the intention of the Group to impairment whenever events or changes in circumstances indicate
receive a benefit from them indefinitely and there is no indication that the carrying amount may not be recoverable. An impairment
that this will not be the case. loss is recognised for the amount by which the carrying amount
The useful life of franchise agreements is usually based on the term of the asset exceeds its recoverable amount, which is the higher
of the respective franchise agreements. The Coca-Cola Company of the asset’s fair value less cost to sell and its value-in-use. For the
does not grant perpetual franchise rights outside the United States. purposes of assessing impairment, assets are grouped at the lowest
However, the Group believes its franchise agreements, consistent level of separately identifiable cash flows.
with past experience, will continue to be renewed at each expiration
date and have therefore been assigned indefinite useful lives. Borrowing costs
Borrowing costs directly attributable to the acquisition, construction
The useful lives, both finite and indefinite, assigned to intangible or production of qualifying assets, which are assets that necessarily
assets are evaluated on an annual basis. take a substantial period of time to be prepared for their intended
Goodwill and fair value adjustments arising on the acquisition use or sale, are added to the cost of those assets, until such time
of subsidiaries are treated as the assets and liabilities of those as the assets are substantially ready for their intended use or sale.
subsidiaries. These balances are denominated in the functional Investment income earned on the temporary investment of specific
currency of the subsidiary and are translated to Euro on a basis borrowings pending their use for qualifying assets is deducted from
consistent with the other assets and liabilities of the subsidiary. the borrowing costs eligible for capitalisation.
All other borrowing costs are expensed as part of finance costs
Property, plant and equipment in the period in which they are incurred.
All property, plant and equipment is initially recorded at cost and
subsequently measured at cost less accumulated depreciation and Investments in associates
impairment losses. Subsequent expenditure is added to the carrying Investments in associated undertakings are accounted for by
value of the asset when it is probable that future economic benefits, the equity method of accounting. Associated undertakings are
in excess of the original assessed standard of performance of all entities over which the Group has significant influence but not
the existing asset, will flow to the operation. All other subsequent control, generally accompanying a shareholding of between 20%
expenditure is expensed in the period in which it is incurred. to 50% of the voting rights.
Assets under construction are recorded as part of property, plant
and equipment and depreciation on these assets commences The equity method of accounting involves recognising the Group’s
when the assets are available for use. share of the associates’ post-acquisition profit or loss for the period
in the income statement and its share of the post-acquisition
movement in other comprehensive income is recognised in other
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comprehensive income. Unrealised gains and losses resulting from The Group derecognises a financial asset when the contractual
transactions between the Group and the associate are eliminated rights to the cash flows from the asset expire, or it transfers the
to the extent of the interest in the associate. rights to receive the contractual cash flows in a transaction in which
substantially all of the risks and rewards of ownership of the financial
The Group’s interest in each associate is carried in the balance sheet
asset are transferred, or it neither transfers nor retains substantially
at an amount that reflects its share of the net assets of the associate
all of the risks and rewards of ownership and does not retain control
and includes goodwill on acquisition. When the Group’s share of
over the transferred asset. When the Group has neither transferred
losses in an associate equals or exceeds its interest in the associate,
nor retained substantially all the risks and rewards of the asset, nor
the Group does not recognise further losses, unless the Group has
transferred control of the asset, the Group continues to recognise
incurred obligations or made payments on behalf of the associate.
the transferred asset to the extent of the Group’s continuing
involvement. In that case, the Group also recognises an associated
Investment in joint arrangements liability. The transferred asset and the associated liability are
Joint arrangements are arrangements in which the Group has measured on a basis that reflects the rights and obligations that
contractually agreed sharing of control, which exists only when the Group has retained.
decisions about the relevant activities require unanimous consent.
Joint arrangements are classified as joint operations or joint ventures Gains and losses on investments classified as FVTPL are recognised
depending upon the rights and obligations arising from the joint in the income statement in the period in which they arise. Unrealised
arrangement and are accounted for as follows: gains and losses on available-for-sale financial assets are recognised
in other comprehensive income, except for impairment losses
The Group classifies a joint arrangement as a joint operation and foreign exchange gains and losses on monetary financial
when the Group has the rights to the assets, and obligations for assets that are recognised in the income statement, until the
the liabilities, of the arrangement and accounts for each of its assets, financial assets are derecognised, at which time the cumulative
liabilities, revenues and expenses, including its share of those held gains or losses previously recognised in equity are reclassified
or incurred jointly, in relation to the joint operation. to the income statement.
The Group classifies a joint arrangement as a joint venture when the Held-to-maturity investments are carried at amortised cost using
Group has rights to the net assets of the arrangement. The Group the effective interest rate method. Gains and losses on held-to-
accounts for its interests in joint ventures using the equity method maturity investments are recognised in the income statement,
of accounting as described in Investments in associates above. when the investments are derecognised or impaired.
If facts and circumstances change, the Group reassesses whether
it still has joint control and whether the type of joint arrangement in Non-current assets held for sale
which it is involved has changed. Non-current assets and disposal groups are classified as held for
sale if it is considered highly probable that their carrying amount
Financial assets will be principally recovered through a sale transaction rather than
The Group classifies its investments in debt and equity securities through continuing use. This condition is regarded as met only
into the following categories: financial assets at fair value through when the sale is highly probable and the asset (or disposal group) is
profit or loss (‘FVTPL’), held-to-maturity and available-for-sale. The available for immediate sale in its present condition. In order for a sale
classification depends on the purpose for which the investment was to be considered highly probable, management must be committed
acquired. FVTPL and available-for-sale financial assets are carried at to the sale, an active programme to locate a buyer and complete the
fair value. Investments that are acquired principally for the purpose of plan has been initiated, and the sale is expected to be completed
generating a profit from short-term fluctuations in price are classified within one year from the date of classification.
as FVTPL investments and included in current assets. Investments Non-current assets and disposal groups classified as held for sale
with a fixed maturity that management has the intent and ability to are measured at the lower of the individual assets’ previous carrying
hold to maturity are classified as held-to-maturity and are included amount and their fair value less costs to sell.
in non-current assets, except for those with maturities within twelve
months from the balance sheet date, which are classified as current
Inventories
assets. Investments intended to be held for an indefinite period of
Inventories are stated at the lower of cost and net realisable value.
time, which may be sold in response to needs for liquidity or changes
in interest rates, are classified as available-for-sale and are classified Cost for raw materials and consumables is determined on
as non-current assets, unless they are expected to be realised within a weighted average basis. Cost for work in progress and finished
twelve months of the balance sheet date. goods is comprised of the cost of direct materials and labour plus
attributable overhead costs. Cost includes all costs incurred to bring
Regular purchases and sales of investments are recognised on the
the product to its present location and condition.
trade date, which is the day the Group commits to purchase or sell.
The investments are recognised initially at fair value plus transaction Net realisable value is the estimated selling price in the ordinary
costs, except in the case of FVTPL. For investments traded in active course of business, less the estimated costs necessary to complete
markets, fair value is determined by reference to stock exchange and sell the inventory.
quoted bid prices. For other investments, fair value is estimated by
reference to the current market value of similar instruments or by
reference to the discounted cash flows of the underlying net assets.
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1. Basis of preparation and accounting Entities operating in hyperinflationary economies prepare financial
statements that are recorded in accordance with IAS 29 Financial
policies continued Reporting in Hyperinflationary Economies. The gain or loss on net
monetary position is recorded in finance costs. The application
Trade receivables of hyperinflation accounting includes:
Trade receivables are initially recognised at fair value and
subsequently measured at amortised cost. A provision for doubtful –– adjustment of the historical cost of non-monetary assets
debts is established when there is objective evidence that the and liabilities and the various items of equity from their date
Group will not be able to collect all amounts due, according to of acquisition or inclusion in the balance sheet to the end of
the original terms of the trade receivable. Significant financial the year for the changes in purchasing power of the currency
difficulties of the debtor, probability that the debtor will enter into caused by inflation;
bankruptcy or financial reorganisation and default or delinquency –– the various components in the income statement and statement
in payments are considered indicators that the trade receivable of cash flows have been adjusted for the inflation index since
could be uncollectible. The amount of the provision is the difference their generation;
between the receivable’s carrying amount and the present value –– the subsidiary’s financial statements are translated at the
of its estimated future cash flows, discounted at the original closing exchange rate.
effective interest rate. The carrying amount of the receivable is
reduced by the amount of the provision, which is recognised as Since 1 January 2015 hyperinflation accounting in Belarus was
part of operating expenses. If a trade receivable ultimately becomes discontinued as it no longer met the criteria of a hyperinflationary
uncollectible, it is written off initially against any provision made in economy. No other subsidiary of the Group is operating in a
respect of that receivable with any excess recognised as part of hyperinflationary economy.
operating expenses. Subsequent recoveries of amounts previously
written off or provisions no longer required are credited against Cash and cash equivalents
operating expenses. Cash and cash equivalents comprise cash balances and highly
liquid investments with an original maturity of three months or
Trade payables less. Bank overdrafts are classified as short-term borrowings in
Trade payables are recognised initially at fair value and subsequently the balance sheet and for the purpose of the cash flow statement.
measured at amortised cost using the effective interest rate method.
Borrowings
Foreign currency and translation All loans and borrowings are initially recognised at the fair value
The individual financial statements of each Group entity are net of transaction costs incurred.
presented in the currency of the primary economic environment in After initial recognition, all interest-bearing loans and borrowings
which the entity operates (its functional currency). For the purpose are subsequently measured at amortised cost. Amortised cost
of the consolidated financial statements, the results and financial is calculated using the effective interest rate method whereby
position of each entity are expressed in Euro, which is the any discount, premium or transaction costs associated with a
presentation currency for the consolidated financial statements. loan or borrowing is amortised to the income statement over
The assets and liabilities of foreign subsidiaries are translated the borrowing period.
into Euro at the exchange rate ruling at the balance sheet date.
The results of foreign subsidiaries are translated into Euro using the Derivative financial instruments
average monthly exchange rate (being a reasonable approximation The Group uses derivative financial instruments, including interest
of the rates prevailing on the transaction dates), except for foreign rate, currency and commodity derivatives, to manage interest,
subsidiaries operating in a hyperinflationary environment, whose currency and commodity price risk associated with the Group’s
results are translated at the closing rate. The exchange differences underlying business activities. The Group does not enter into
arising on translation are recognised in other comprehensive income. derivative financial instruments for trading activity purposes.
On disposal of a foreign entity, accumulated exchange differences All derivative financial instruments are initially recognised on the
are recognised as a component of the gain or loss on disposal. balance sheet at fair value and are subsequently remeasured at their
Transactions in foreign currencies are recorded at the rate fair value. Changes in the fair value of derivative financial instruments
ruling at the date of transaction. Monetary assets and liabilities are recognised at each reporting date either in the income statement
denominated in foreign currencies are remeasured at the rate of or in equity, depending on whether the derivative financial instrument
exchange ruling at the balance sheet date. All gains and losses arising qualifies for hedge accounting, and if so, whether it qualifies as a fair
on remeasurement are included in the income statement, except for value hedge or a cash flow hedge.
exchange differences arising on assets and liabilities classified as Derivatives embedded in host contracts are accounted for as
cash flow hedges, which are deferred in equity until the occurrence separate derivatives and recorded at fair value if a) their economic
of the hedged transaction, at which time they are recognised in the characteristics and risks are not closely related to those of the host
income statement. Share capital denominated in a currency other contracts; b) the host contracts are not designated as at fair value
than the functional currency is initially stated at spot rate of the through profit or loss and c) a separate instrument with the same
date of issue but is not retranslated. terms as the embedded derivative meets the definition of a
derivative. These embedded derivatives are measured at fair value
with changes in fair value recognised in profit or loss. Reassessment
only occurs if there is either a change in the terms of the contract
that significantly modifies the cash flows that would otherwise be
required or a reclassification of a financial asset out of the fair value
through profit or loss.
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All derivative financial instruments that are not part of an effective Provisions
hedging relationship (undesignated hedges) are classified as assets Provisions are recognised: when the Group has a present obligation
or liabilities at FVTPL. (legal or constructive) as a result of a past event; when it is probable
that an outflow of resources embodying economic benefits will be
At the inception of a hedge transaction the Group documents the
required to settle the obligation; and when a reliable estimate can be
relationship between the hedging instrument and the hedged item,
made of the amount of the obligation. Where the Group expects
as well as its risk management objective and strategy for undertaking
a provision to be reimbursed, for example under an insurance
the hedge transaction. This process includes linking the derivative
contract, the reimbursement is recognised as a separate asset only
financial instrument designated as a hedging instrument to the
when such reimbursement is virtually certain. If the effect of the
specific asset, liability, firm commitment or forecast transaction.
time value of money is material, provisions are determined by
Both at the hedge inception and on an ongoing basis, the Group
discounting the expected future cash flows at a pre-tax rate that
assesses and documents whether the derivative financial instrument
reflects current market assessments of the time value of money
used in the hedging transaction is highly effective in offsetting
and the risks specific to the liability. Where discounting is used, the
changes in fair value or cash flow of the hedged item.
increase in the provision due to the passage of time is recognised
Changes in the fair values of derivative financial instruments as an interest expense.
that are designated and qualify as fair value hedges and are
effective, are recorded in the income statement, together with the Offsetting financial instruments
changes in the fair values of the hedged items that relate to the The Group offsets financial assets and financial liabilities to the
hedged risks. Changes in the fair value of derivative financial net amount reported in the balance sheet when it currently has
instruments that are designated and effective as hedges of future a legally enforceable right to offset the recognised amounts and
cash flows are recognised directly in other comprehensive income it intends to settle on a net basis or to realise the asset and settle
and the ineffective portion is recognised immediately in the income the liability simultaneously. The legally enforceable right must not
statement. Amounts accumulated in equity are recycled to the be contingent on future events and must be enforceable in the
income statement as the related asset acquired or liability assumed normal course of business and in the event of default, insolvency
affects the income statement. Changes in the fair values of or bankruptcy of the company or the counterparty.
derivative financial instruments that do not qualify for hedge
accounting are recognised in the income statement as they arise. Employee benefits
Hedge accounting is discontinued when the hedging instrument The Group operates a number of defined benefit and defined
expires or is sold, terminated, or exercised, or no longer qualifies contribution pension plans in its territories.
for hedge accounting. At that time, any cumulative gain or loss The defined benefit plans are made up of both funded and unfunded
on the hedging instrument recognised in equity is retained in equity pension plans and employee leaving indemnities. The assets of
until the forecast transaction occurs. If a hedged transaction is no funded plans are generally held in separate trustee-administered
longer expected to occur, the net cumulative gain or loss recognised funds and are financed by payments from employees and/or the
in equity is transferred to the income statement. relevant Group companies.
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1. Basis of preparation and accounting recognition of goodwill; deferred tax is not accounted for if it arises
from initial recognition of an asset or liability in a transaction other
policies continued than a business combination that at the time of the transaction
affects neither accounting nor taxable profit or loss. Tax rates
Share-based payments enacted or substantively enacted at the balance sheet date are
Coca-Cola HBC issues equity-settled share-based payments those that are expected to apply when the deferred tax asset is
to its senior managers in the form of an employee stock realised or deferred tax liability is settled.
option plan and a performance share plan.
Deferred tax assets are recognised to the extent that it is probable
The employee stock option plan is measured at fair value at the that future taxable profit will be available against which the temporary
date of grant. Fair value reflects the parameters of the compensation differences can be utilised.
plan, the risk-free interest rate, the expected volatility, the dividend
yield and the early exercise experience of the Group’s plans. Deferred tax is provided on temporary differences arising on
Expected volatility is determined by calculating the historical volatility investments in subsidiaries, associates and joint ventures, except
of Coca-Cola HBC’s share price over previous years. The fair value where the timing of the reversal of the temporary difference can
determined at the grant date is expensed on a straight-line basis be controlled by the Group, and it is probable that the temporary
over the vesting period. difference will not reverse in the foreseeable future.
The performance share plan offers a specified number of Tax is recognised in the income statement, except to the extent
performance share awards that vest three years after the grant. that it relates to items recognised in other comprehensive income or
The fair value is determined at the grant date and reflects the in equity. In this case, the tax is recognised in other comprehensive
parameters of the compensation plan, the dividend yield and the income or directly in equity.
weighted average share price. The fair value determined at the grant Deferred tax assets and deferred tax liabilities are offset if a legally
date is expensed on a straight-line basis over the vesting period. enforceable right exists to set off current tax assets against current
At the end of each reporting period the Group revises its estimates income tax liabilities and the deferred taxes relate to the same
of the number of shares that are expected to vest based on taxation authority on either the same taxable entity or different
non-market conditions, and recognises the impact of the revision taxable entities where there is an intention to settle the balances
to original estimates, if any, in the income statement with a on a net basis.
corresponding adjustment to equity.
In addition, the Group operates an employee stock purchase Franchise incentive arrangements
plan, an equity compensation plan in which eligible employees The Coca-Cola Company, at its sole discretion, provides the
can participate. The Group makes contributions to the plan for Group with various incentives, including contributions towards
participating employees and recognises expenses over the vesting the purchase of cold drink equipment. Payments are made
period of the contributed shares. Any unvested contributions to the on placement of coolers and are based on franchise incentive
plan are recorded on the balance sheet as prepayments. arrangements. The terms and conditions of these arrangements
require reimbursement if certain conditions stipulated in the
Termination benefits agreements are not met, including minimum volume through-put
Termination benefits are payable whenever an employee’s requirements. Support payments received from The Coca-Cola
employment is terminated before the normal retirement date Company for the placement of cold drink equipment are deducted
or whenever an employee accepts voluntary redundancy in from the cost of the related asset.
exchange for these benefits. The Group recognises termination
benefits at the earlier of the following dates: a) when the Group Share capital
can no longer withdraw the offer of those benefits and b) when the Coca-Cola HBC has only one class of shares, ordinary shares.
Group recognises costs for a restructuring that is within the scope When new shares are issued, they are recorded in share capital at
of IAS 37 Provisions, Contingent Liabilities and Contingent Assets and their par value. The excess of the issue price over the par value is
involves the payment of termination benefits. In the case of an offer recorded to the share premium reserve.
made to encourage voluntary redundancy, the termination benefits
Incremental external costs directly attributable to the issue
are measured based on the number of employees expected to
of new shares or to the process of returning capital to shareholders
accept the offer.
are recorded in equity as a deduction, net of tax, in the share
premium reserve.
Taxes
The current income tax charge is calculated on the basis of the
Dividends
tax laws enacted or substantively enacted at the balance sheet
Dividends are recorded in the Group’s consolidated financial
date in the countries where the Group operates and generates
statements in the period in which they are approved by the
taxable income. Management periodically evaluates positions
Group’s shareholders.
taken in tax returns with respect to situations in which applicable
tax regulations are subject to interpretation and establishes
provisions, where appropriate, on the basis of amounts expected Comparative figures
to be paid to the tax authorities. Comparative figures have been reclassified on the balance sheet
where necessary to conform with changes in presentation in the
Deferred tax is provided using the liability method for all temporary current year. More specifically, an amount of €1.0m referring to
differences arising between the tax bases of assets and liabilities and assets held for sale, was reclassified from ‘Trade, other receivables
their carrying values for financial reporting purposes. However, the and assets’ to ‘Assets classified as held for sale’. Further, an amount
deferred tax liabilities are not recognised if they arise from the initial of €62.9m was reclassified from ‘Other payables’ to ‘Provisions and
employee benefits’.
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Accounting pronouncements adopted in 2015 be entitled to in exchange for those goods or services. IFRS 15
In the current period, the Group has adopted the following standards is effective for annual periods beginning on or after 1 January 2018,
and amendments which were issued by the IASB, that are relevant with early adoption permitted.
to its operations and effective for accounting periods beginning on
In July 2014, the IASB issued IFRS 9 Financial Instruments which
1 January 2015:
reflects all phases of the financial instruments project and replaces
–– Annual Improvements to IFRSs: 2010-2012 Cycle; IAS 39 Financial Instruments: Recognition and Measurement.
–– Defined Benefit Plans: Employee Contributions: Amendments The standard introduces new requirements for classification and
to IAS 19. measurement, impairment, and hedge accounting. IFRS 9 is effective
for annual periods beginning on or after 1 January 2018, with early
The adoption of the improvements made in the 2010-2012 Cycle adoption permitted.
has required additional disclosures in the Group’s segment note.
Other than that, the adoption of these amendments did not have In January 2016, the IASB issued IFRS 16 Leases. The new
any impact on the current period or any prior period and is not likely standard supersedes IAS 17 and its objective is to ensure that
to affect future periods. lessees and lessors provide relevant information in a manner that
faithfully represents those transactions. IFRS 16 introduces a single
lessee accounting model and requires a lessee to recognise assets
Accounting pronouncements not yet adopted and liabilities for all leases with a term of more than 12 months, unless
At the date of approval of these consolidated financial statements,
the underlying asset is of low value. IFRS 16 substantially carries
the following standards and interpretations relevant to the
forward the lessor accounting requirements in IAS 17. Accordingly, a
Company’s operations were issued but not yet effective and
lessor continues to classify its leases as operating leases or finance
not early adopted. The Group is currently evaluating the impact
leases, and to account for those two types of leases differently. IFRS
the amendments or standards will have on its consolidated
16 is effective for annual periods beginning on or after 1 January
financial statements.
2019, with early adoption permitted.
In May 2014, the IASB issued IFRS 15 Revenue from Contracts
In addition the below amendments have been issued by the IASB
with Customers. The objective of the standard is to provide a single,
and are not yet effective:
comprehensive revenue recognition model for all contracts with
customers to improve comparability within industries, across –– Annual Improvements to IFRSs: 2012-2014 Cycle
industries, and across capital markets. It contains principles that –– Amendments to IFRS 10 and IAS 28: Sale or contribution of assets
an entity will apply to determine the measurement of revenue and between an investor and its associate or joint venture
the timing of when it is recognised. The underlying principle is that
–– Amendments to IAS 1: Disclosure initiatives
an entity will recognise revenue to depict the transfer of goods or
services to customers at an amount that the entity expects to –– Amendments to IFRS 11: Accounting for acquisitions of interests
in joint operations.
2. Exchange rates
The Group’s reporting currency is the Euro (€). Coca-Cola HBC translates the income statements of subsidiary operations to the Euro
at average exchange rates and the balance sheets at the closing exchange rates at 31 December. The principal exchange rates used for
transaction and translation purposes in respect of one Euro are:
Average Average Closing Closing
2015 2014 2015 2014
US dollar 1.11 1.33 1.09 1.22
UK sterling 0.72 0.81 0.74 0.78
Polish zloty 4.17 4.19 4.23 4.31
Nigerian naira 215.63 208.35 216.15 204.99
Hungarian forint 309.12 308.58 312.98 315.45
Swiss franc 1.06 1.22 1.08 1.20
Russian rouble 67.67 50.82 78.95 68.34
Romanian leu 4.44 4.45 4.54 4.47
Ukrainian hryvnia 24.52 15.86 26.06 19.23
Czech koruna 27.29 27.55 27.03 27.69
Serbian dinar 120.70 117.26 121.33 120.41
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3. Segmental analysis
The Group has one business, being the production, sale and distribution of ready-to-drink, primarily non-alcoholic, beverages. The Group
operates in 28 countries and its financial results are reported in the following three reportable segments:
Established markets: Austria, Cyprus, Greece, Italy, Northern Ireland, the Republic of Ireland and Switzerland.
Developing markets: Croatia, Czech Republic, Estonia, Hungary, Latvia, Lithuania, Poland, Slovakia and Slovenia.
Emerging markets: Armenia, Belarus, Bosnia and Herzegovina, Bulgaria, FYROM, Moldova, Montenegro, Nigeria, Romania, the Russian Federation,
Serbia (including the Republic of Kosovo) and Ukraine.
The Group’s operations in each of the three reportable segments have been aggregated on the basis of their similar economic characteristics,
assessed by reference to their net sales revenue per unit case as well as disposable income per capita, exposure to political and economic
volatility, regulatory environments, customers and distribution infrastructures. The accounting policies of the Group’s reportable segments
are the same as those described in Note 1. The Group’s chief operating decision maker is its Operating Committee, which evaluates
performance and allocates resources based on volume, net sales revenue and operating profit.
There are no material amounts of sales or transfers between the Group’s segments. In addition there are no customers who represent more
than 5% of the total balance of trade receivables for the Group or more than 10% of net sales revenue for the Group.
2015 2014
Year ended 31 December Note € million1 € million1
Volume in unit cases2
Established 621.1 615.2
Developing 378.7 358.3
Emerging 1,055.2 1,029.4
Total volume in unit cases 2,055.0 2,002.9
Net sales revenue
Established 2,485.6 2,448.9
Developing 1,092.0 1,054.1
Emerging 2,768.5 3,007.2
Total net sales revenue 6,346.1 6,510.2
Operating profit
Established 171.3 123.7
Developing 87.4 52.0
Emerging 159.5 185.4
Total operating profit 418.2 361.1
Interest expense and finance charges
Established (30.5) (60.9)
Developing (2.0) (1.3)
Emerging (16.0) (33.9)
Corporate3 (131.8) (137.7)
Inter segment interest expense 110.1 161.8
Total interest expense and finance charges 20 (70.2) (72.0)
Finance income
Established (0.1) 15.8
Developing 1.9 1.2
Emerging 29.9 49.3
Corporate3 87.9 105.5
Inter segment finance income (110.1) (161.8)
Total finance income 20 9.5 10.0
Income tax expense
Established (25.3) (15.3)
Developing (19.3) (13.0)
Emerging (24.8) (18.6)
Corporate3 (7.0) (10.9)
Total income tax expense 21 (76.4) (57.8)
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2015 2014
Year ended 31 December Note € million € million
Reconciling items
Net foreign exchange translation losses 20 (7.5) (10.9)
Share of results of equity method investments 6 7.1 63.8
Profit after tax 280.7 294.2
Expenditure on non-current assets4
Established 76.3 79.7
Developing 34.5 34.0
Emerging 220.7 263.0
Total expenditure on non-current assets 331.5 376.7
4. Total additions of property, plant and equipment for the year ended 31 December 2015 were €367.4m (2014:€366.7m). Total additions of intangible assets for the year
ended 31 December 2015 were €nil (2014: €14.1m).
Depreciation and impairment of property, plant and equipment and amortisation of intangible assets included in the measure of operating
profit, is as follows:
2015 2014
Note € million € million
Depreciation and impairment of property, plant and equipment
Established (106.2) (107.7)
Developing (57.9) (64.8)
Emerging (176.1) (196.3)
Total depreciation and impairment of property, plant and equipment 5 (340.2) (368.8)
Amortisation of intangible assets
Emerging (0.4) (0.4)
Total amortisation of intangible assets 4 (0.4) (0.4)
Net sales revenue from external customers and the balance of non-current assets attributed to Switzerland (the Group’s country of domicile),
Russia, Italy and Nigeria were as follows for the years ended 31 December:
2015 2014
Year ended 31 December € million € million
Net sales revenue from external customers
Switzerland 447.0 400.3
Russia 1,039.3 1,335.6
Italy 919.3 911.8
Nigeria 621.6 586.7
All countries other than Switzerland, Russia, Italy and Nigeria 3,318.9 3,275.8
Total net sales revenue from external customers 6,346.1 6,510.2
2015 2014
€ million € million
Non-current assets5
Switzerland 554.6 503.2
Russia 400.1 554.1
Italy 1,004.1 1,028.1
Nigeria 584.9 547.3
All countries other than Switzerland, Russia, Italy and Nigeria 1,942.0 1,912.6
Total non-current assets 4,485.7 4,545.3
5. Excluding derivative financial instruments, held-to-maturity and available-for-sale investments, equity method investments and deferred tax assets.
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4. Intangible assets
Other
Franchise intangible
Goodwill agreements Trademarks assets Total
€ million € million € million € million € million
Cost
As at 1 January 2014 1,874.3 155.9 73.5 26.6 2,130.3
Additions – – 14.1 – 14.1
Foreign currency translation (26.5) 0.9 (24.3) (0.3) (50.2)
As at 31 December 2014 1,847.8 156.8 63.3 26.3 2,094.2
Amortisation
As at 1 January 2014 182.4 – 8.9 17.7 209.0
Charge for the year – – – 0.4 0.4
As at 31 December 2014 182.4 – 8.9 18.1 209.4
Net book value as at 1 January 2014 1,691.9 155.9 64.6 8.9 1,921.3
Net book value as at 31 December 2014 1,665.4 156.8 54.4 8.2 1,884.8
Cost
As at 1 January 2015 1,847.8 156.8 63.3 26.3 2,094.2
Foreign currency translation 34.8 (1.1) (6.4) (0.1) 27.2
As at 31 December 2015 1,882.6 155.7 56.9 26.2 2,121.4
Amortisation
As at 1 January 2015 182.4 – 8.9 18.1 209.4
Charge for the year – – – 0.4 0.4
As at 31 December 2015 182.4 – 8.9 18.5 209.8
Net book value as at 1 January 2015 1,665.4 156.8 54.4 8.2 1,884.8
Net book value as at 31 December 2015 1,700.2 155.7 48.0 7.7 1,911.6
Goodwill is allocated to each of the Group’s cash-generating units expected to benefit from the business combination in which the
goodwill arose. Other indefinite-lived intangible assets are also allocated to the Group’s cash-generating units expected to benefit from
those intangibles.
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The following table sets forth the carrying value of intangible assets subject to and not subject to amortisation:
2015 2014
€ million € million
Intangible assets not subject to amortisation
Goodwill 1,700.2 1,665.4
Franchise agreements 155.7 156.8
Trademarks 47.9 54.3
1,903.8 1,876.5
Intangible assets subject to amortisation
Trademarks 0.1 0.1
Water rights 7.7 8.2
7.8 8.3
Total intangible assets 1,911.6 1,884.8
The following table sets forth the carrying value of goodwill and other indefinite lived intangible assets for those cash-generating units that
are considered significant in comparison with the Group’s total carrying value of goodwill and other indefinite-lived intangible assets, as at
31 December 2015.
Franchise
Goodwill agreements Total
€ million € million € million
Italy 625.2 126.9 752.1
Switzerland 424.8 – 424.8
The Republic of Ireland and Northern Ireland 288.9 – 288.9
Total 1,338.9 126.9 1,465.8
The Group conducts a test for impairment of goodwill and indefinite-lived intangible assets in accordance with IAS 36 Impairment of Assets
annually and whenever there is an indication of impairment. No impairment was indicated from the impairment tests of 2015 and 2014.
The recoverable amount of each cash-generating unit was determined through a value-in-use calculation. That calculation uses cash flow
projections based on financial budgets approved by the Board of Directors covering a one-year period and cash projections for four additional
years. Cash flow projections for years two to five were projected by management based on operation and market specific high-level
assumptions including growth rates, discount rates and forecasted selling prices and direct costs. Management determined gross margins
based on past performance, expectations for the development of the market and expectations about raw material costs. The growth rates
used in perpetuity reflect the forecasts in line with management beliefs. These forecasts exceeded, in some cases, those expected for the
industry in general, due to the strength of our brand portfolio. Management estimates discount rates using rates that reflect current market
assessments of the time value of money and risks specific to the countries of operation.
For those cash-generating units that are considered significant in comparison with the Group’s total carrying value of goodwill and other
indefinite-lived intangible assets, as at 31 December 2015, cash flows beyond the five-year period (the period in perpetuity) have been
extrapolated using the following estimated growth and discount rates:
Growth rate in perpetuity (%) Discount rate (%)
2015 2014 2015 2014
Italy 2.5 2.5 5.9 6.8
Switzerland 0.6 0.9 6.1 6.4
The Republic of Ireland and Northern Ireland 2.2 1.1 6.1 6.6
Sensitivity analysis
In the cash-generating units of the Multon ZAO group of companies and Nigeria, possible changes in certain key assumptions would remove
the remaining headroom. In the joint operation of the Multon ZAO group of companies, which has €40.5m of goodwill, the recoverable
amount calculated based on value in use exceeded carrying value by €184.6m. Any one of a reduction in the average gross profit margin
of 3.9%, a fall in the revenue growth rate in perpetuity of 5.6%, or a rise in the weighted average discount rate of 3.8% would remove the
remaining headroom. Further, in Nigeria which has €39.8m of goodwill and franchise agreements, the recoverable amount calculated
based on value in use exceeded carrying value by €53.8m. Any one of a reduction in the average gross profit margin of 0.6%, a fall in the
revenue growth rate in perpetuity of 0.3%, or a rise in the weighted average discount rate of 0.3% would remove the remaining headroom.
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In 2014 the Group recorded an impairment loss of €10.0m, €6.9m and €18.5m and recorded reversals of impairment of €2.4m, €0.2m and
€0.4m relating to property, plant and equipment in the established, developing and the emerging segments respectively. This resulted in a
net impairment loss of €7.6m, €6.7m and €18.1m in the established, developing and emerging segments respectively. Impairment recorded
mainly relates to restructuring initiatives; refer also to Note 19 (b). The impaired assets, being mainly production equipment, were written off
based on value-in-use calculations; while assets with a recoverable amount of €2.7m were valued at fair value less cost to sell, which is
considered a Level 3 measurement.
In 2015 the Group recorded an impairment loss of €12.8m, €5.0m and €17.0m and recorded reversals of impairment of 1.0m, €0.5m and
€1.2m relating to property, plant and equipment in the established, developing and emerging segments respectively. This resulted in a net
impairment loss of €11.8m, €4.5m and €15.8m in the established, developing and emerging segments respectively. Impairment recorded
mainly relates to restructuring initiatives; refer also to Note 19(b). The impaired assets, being mainly land and buildings and production
equipment, were written off based on value-in-use calculations; while assets with a recoverable amount of €36.3m were valued at fair
value less cost to sell, which is considered a Level 3 measurement.
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Assets under construction as at 31 December 2015 include advances for equipment purchases of €16.2m (2014: €19.6m). Depreciation
charge for the year included in operating expenses amounted to €133.2m (2014: €155.6m). Depreciation charge for the year included in cost
of goods sold amounted to €174.9m (2014: €180.8m).
Assets held under finance leases have been pledged as security in relation to the liabilities under the finance leases. The net book value of land
and buildings held under finance leases as at 31 December 2015 was €38.0m (2014: €40.2m). The net book value of plant and equipment held
under finance leases as at 31 December 2015 was €78.6m (2014: €85.8m).
Included in property, plant and equipment are assets held under finance leases, where the Group is the lessee, as follows:
2015 2014
€ million € million
Leasehold equipment
Cost 202.2 207.2
Accumulated depreciation (85.6) (81.2)
Net book amount 116.6 126.0
Included in investment in associates is the Group’s investment in Frigoglass Industries Limited and Frigoglass West Africa Ltd. Nigerian
Bottling Company Ltd holds an interest in Frigoglass Industries Limited of 23.9% (2014: 23.9%). During 2015 Nigeria Bottling Company Ltd
acquired an investment of 23.9% in Frigoglass West Africa Ltd for a consideration of €0.5m. The Group has a 100% (2014:100%) interest in
Nigeria Bottling Company Ltd, therefore the Group has an effective interest of 23.9% in both Frigoglass Industries Limited and Frigoglass
West Africa Ltd (2014: 23.9% in Frigoglass Industries Limited). There are restrictive controls in the movement of
funds out of Nigeria.
Changes in the carrying amounts of investments in associates are as follows:
2015 2014
€ million € million
As at 1 January 20.6 18.1
Acquisitions 0.5 –
Share of results of equity method investments 4.6 3.3
Return of capital from associates – (0.7)
Dividends (1.5) (0.9)
Foreign currency translation (1.0) 0.8
As at 31 December 23.2 20.6
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Summarised financial information of the Group’s investment in other joint ventures is as follows:
2015 2014
€ million € million
Carrying amount 22.4 24.3
Share of loss (2.7) (10.1)
Share of other comprehensive income 0.8 (0.8)
Share of total comprehensive income (1.9) (10.9)
The Group’s share of loss in other joint ventures includes restructuring initiatives within the joint ventures of €1.2m (2014: €6.2m).
Changes in the carrying amounts of investments in joint ventures are as follows:
2015 2014
€ million € million
As at 1 January 206.9 152.7
Share of results of equity method investments 2.5 60.5
Return of capital from joint ventures – (4.0)
Dividends (119.6) (1.0)
Share of other comprehensive income of equity method investments 0.1 (0.5)
Foreign currency translation 0.7 (0.8)
As at 31 December 90.6 206.9
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At 31 December 2015, the Group’s share of its joint ventures’ capital commitments and long-term commitments to purchase raw materials
and receive services amounted to €4.9m and €nil respectively (2014: €nil and €0.1m respectively).
7. Financial instruments
Categories of financial instruments as at 31 December were as follows:
2015
Derivatives
designated
Loans and Assets at as hedging Held-to- Available-
receivables FVTPL instruments maturity for-sale Total
Assets € million € million € million € million € million € million
Investments – – – 1.1 1.7 2.8
Derivative financial instruments – 12.6 10.9 – – 23.5
Trade and other receivables
excluding prepayments 859.4 – – – – 859.4
Cash and cash equivalents 487.4 – – – – 487.4
Total 1,346.8 12.6 10.9 1.1 1.7 1,373.1
Liabilities Derivatives
held at designated
amortised Liabilities as hedging
cost at FVTPL instruments Total
Liabilities € million € million € million € million
Trade and other payables excluding provisions 1,509.6 – – 1,509.6
Borrowings 1,704.5 – – 1,704.5
Derivative financial instruments – 29.5 25.9 55.4
Total 3,214.1 29.5 25.9 3,269.5
2014
Derivatives
designated
Loans and Assets at as hedging Held-to- Available-
receivables FVTPL instruments maturity for-sale Total
Assets € million € million € million € million € million € million
Investments – – – 1.2 2.0 3.2
Derivative financial instruments – 14.7 39.2 – – 53.9
Trade and other receivables excluding
prepayments 896.1 – – – – 896.1
Cash and cash equivalents 636.3 – – – – 636.3
Total 1,532.4 14.7 39.2 1.2 2.0 1,589.5
Liabilities Derivatives
held at designated
amortised Liabilities as hedging
cost at FVTPL instruments Total
Liabilities € million € million € million € million
Trade and other payables excluding provisions 1,487.6 – – 1,487.6
Borrowings 2,104.9 – – 2,104.9
Derivative financial instruments – 59.7 26.6 86.3
Total 3,592.5 59.7 26.6 3,678.8
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As at 31 December 2015, other receivables which served as collateral for net open position of interest rate and cross-currency swap derivative financial
instruments was €nil (2014: €3.5m) as the respective financial instruments matured on 17 September 2015.
2015 2014
€ million € million
Contracts with negative fair values
Foreign currency forward contracts (0.5) (0.6)
Commodity swap contracts (0.8) (1.3)
Forward starting swap contracts (24.6) (24.7)
Total contracts with negative fair values (25.9) (26.6)
Cash flows from the Group’s cash flow hedges at 31 December 2015 are expected to occur and, accordingly, affect profit or loss in 2016,
except for the commodity swap contracts, for which cash flows are expected to occur and affect profit or loss between 2016 and 2018; and
the forward starting swap contracts, which were settled on issuance of the forecasted fixed rate debt in March 2016 (refer to Note 34) and will
impact profit or loss over the term of the debt issued.
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Currency Amount million Start date Maturity date Pay fixed rate Receive floating rate
EUR 350.0 9 March 2016 9 March 2026 1.5195% Euribor
EUR 120.0 9 March 2016 9 March 2026 1.5380% Euribor
EUR 30.0 9 March 2016 9 March 2026 1.5000% Euribor
EUR 100.0 9 March 2016 9 March 2026 1.1215% Euribor
600.0
Repricing date of the fixed payments for all Euro-denominated forward starting swap contracts is 9 March whereas repricing dates of the
floating receipts are 9 March and 9 September until maturity.
Undesignated hedges
The net losses on foreign currency and commodity derivative contracts at fair value through profit and loss (which economically hedged the
Group's risks but for which hedge accounting was not applied) amounted to a €24.9m loss (2014: €38.3m loss) of which a €19.7m loss was
recorded in cost of goods sold (2014: €18.3m loss) and a €5.2m loss in operating expenses (2014: €20.0m loss).
Embedded derivatives
During 2015 the Group recognised embedded derivatives whose risks and economic characteristics were not considered to be closely related
to the commodity contract in which they were embedded. The fair value of the embedded derivatives as at 31 December 2015 amounted to
a financial asset of €6.2m.
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8. Deferred tax
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities,
when the deferred taxes are levied by the same fiscal authority on either the taxable entity or different taxable entities, and there is an
intention to settle the balances on a net basis. The following amounts, after offsetting balances within the same tax jurisdiction where
applicable, are shown in the consolidated balance sheet as at 31 December:
2015 2014
€ million € million
Deferred tax assets 56.3 40.0
Deferred tax liabilities (132.0) (137.4)
Net deferred tax (75.7) (97.4)
The gross amounts of deferred tax assets and liabilities are as follows:
2015 2014
€ million € million
Deferred tax assets
To be recovered after more than 12 months 59.2 68.2
To be recovered within 12 months 79.7 83.0
138.9 151.2
The movements in deferred tax assets and liabilities during the year, after offsetting balances within the same tax jurisdiction where applicable,
are as follows:
2015 2014
€ million € million
As at 1 January (97.4) (136.2)
Taken to the income statement (refer to Note 21) 16.8 22.7
Taken to other comprehensive income 2.6 –
Foreign currency translation 2.3 16.1
As at 31 December (75.7) (97.4)
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Deferred tax assets are recognised for tax losses carry-forward to the extent that realisation of the related tax benefit through the reduction
of future taxes is probable. In particular, following the relevant local rules applying in our jurisdictions, €15.6m of the recognised deferred tax
asset is attributable to tax losses that expire between 2016 and 2020, €5.0m is attributable to tax losses that will expire after 2020 and €3.8m
is attributable to tax losses that can be carried forward indefinitely. The Group has unrecognised deferred tax assets attributable to tax losses
that are available to carry forward against future taxable income of €15.6m (2014: €12.6m). €12.1m of this unrecognised deferred tax asset
is attributable to tax losses that expire between 2016 and 2020 and €3.5m is attributable to tax losses that expire after 2020.
Deferred tax is recognised in full on temporary differences arising from investment in subsidiaries, associates and joint ventures, except
where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not
reverse in the foreseeable future. This includes taxation in respect of the retained earnings of overseas subsidiaries only to the extent that, at
the balance sheet date, dividends have been accrued as receivable or a binding agreement to distribute past earnings in future periods has
been entered into by the subsidiary.
The aggregate amount of distributable reserves arising from the realised earnings of the Group’s operations was €1,616.4m
(2014: €1,689.4m). No deferred tax liabilities have been recognised on such reserves given that their distribution is controlled by
the Group or, in the event of plans to remit overseas earnings of subsidiaries, such distribution would not give rise to a tax liability.
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Non-current receivables from customers relate to re-negotiated trade receivables, which are expected to be settled within the new
contractual due date.
Movements in available-for-sale financial assets are as follows:
2015 2014
€ million € million
As at 1 January 2.0 2.5
Purchases – 0.1
Impairment (0.4) –
Unrealised gains / (losses) on available-for-sale financial assets 0.1 (0.6)
As at 31 December 1.7 2.0
Available-for-sale financial assets relate to listed equities of €1.2m (2014: €1.1m) and other unlisted equities of €0.5m (2014: €0.9m). The fair
values of available-for-sale financial assets are based on quoted market prices, where available, or cost or discounted cash flow projections
where quoted market prices are unavailable.
10. Inventories
Inventories consisted of the following at 31 December:
2015 2014
€ million € million
Finished goods 194.8 162.2
Raw materials and work in progress 159.4 168.5
Consumables 81.6 83.5
Total inventories 435.8 414.2
The amount of inventories recognised as an expense during 2015 was €3,035.4m (2014: €3,157.2m). During 2015 provision of obsolete
inventories recognised as an expense amounted to €11.7m (2014: €12.3m), whereas provision reversed in the period amounted to
€0.1m (2014: €3.1m).
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The credit period given to customers ranges from 7 days to 90 days depending on the country and customer type. In most territories, interest
is not charged for late payment.
The Group provides for all significant receivables that are considered non-collectible after considering the following indicators: delinquency
in payment (over 90 days), significant financial difficulties, and high risk profile of the debtor. For all other receivables, the Group collectively
assesses whether there are indicators for impairment based on delinquency in payments. Before accepting any new credit customers, the
Group investigates the potential customer’s credit quality (usually through external agents) and defines credit limits for each customer.
Customers are reviewed on an ongoing basis and credit limits adjusted accordingly. There are no customers who represent more than 5% of
the total balance of trade receivables for the Group. The Group’s exposure to credit risk is managed by established policies and procedures
regarding financial risk management, as described in Note 28.
The trade receivables are as follows:
2015 2014
€ million € million
Within due date 579.5 573.1
Less: Provision for doubtful debts within due date (4.4) –
Past due 163.4 190.6
Less: Provision for doubtful debts past due (74.5) (79.2)
Total trade receivables 664.0 684.5
As at 31 December 2015, the Group held collateral, in the form of mortgages, bank guarantees, bills of exchange and credit insurance, as
security against trade receivables with a nominal amount of €33.4m (2014: €32.4m).
As at 31 December 2015, trade receivables of €88.9m (2014: €111.4m) were past due but not impaired. The ageing analysis of these trade
receivables is as follows:
2015 2014
€ million € million
Up to 3 months 79.9 104.4
3 to 6 months 2.7 3.7
6 to 9 months 1.0 1.4
More than 9 months 5.3 1.9
Total 88.9 111.4
As at 31 December 2015, trade receivables of €74.5m (2014: €79.2m) were past due and impaired. The ageing analysis of these receivables
is as follows:
2015 2014
€ million € million
Up to 3 months (1.0) (4.4)
3 to 6 months (9.5) (8.0)
6 to 9 months (2.2) (4.4)
More than 9 months (61.8) (62.4)
Total (74.5) (79.2)
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The movement in the provision for doubtful debts during the year is as follows:
2015 2014
€ million € million
As at 1 January (79.2) (79.0)
Amounts written off during the year 10.3 11.3
Amounts recovered during the year 1.2 0.5
Increase in allowance recognised in profit or loss (11.8) (13.5)
Foreign currency translation 0.6 1.5
As at 31 December (78.9) (79.2)
The related party receivables, net of the provision for doubtful debts, are as follows:
2015 2014
€ million € million
Within due date 79.2 79.8
Past due 6.5 24.2
Less: Provision for doubtful debts – –
Total related party receivables 85.7 104.0
As at 31 December 2015, related party receivables of €6.5m (2014: €24.2m) were past due but not impaired. The ageing analysis of these
receivables is as follows:
2015 2014
€ million € million
Up to 3 months 4.3 7.7
3 to 6 months 0.8 8.2
6 to 9 months 0.4 2.5
More than 9 months 1.0 5.8
Total 6.5 24.2
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€26.4m equivalent in Nigerian naira relates to the outstanding balance of the bank account held for the repayment of the former minority
shareholders of the Company’s subsidiary Nigerian Bottling Company plc (refer to Note 26).
The amount of dividends payable to the Company by its operating subsidiaries is subject to, among other restrictions, general limitations
imposed by the corporate laws and exchange control restrictions of the respective jurisdictions where those subsidiaries are organised and
operate. Also, there are fund transfer restrictions in certain countries in which we operate, in particular Belarus, Greece, Nigeria, Serbia and
Ukraine. These restrictions do not have a material impact on the Group’s liquidity, as the amounts of cash and cash equivalents held in such
countries are generally retained for capital expenditure and working capital purposes. Intra group dividends paid by certain of our subsidiaries
are also subject to withholding taxes.
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14. Borrowings
The Group held the following borrowings as at 31 December:
2015 2014
€ million € million
Bank overdrafts – 3.9
Current portion of long-term bonds, bills and unsecured notes 599.8 334.3
Commercial paper 173.5 100.0
Loan payable to related parties (refer to Note 32) 0.2 93.2
Other borrowings – 8.6
773.5 540.0
Obligations under finance leases falling due within one year 8.0 8.6
Total borrowings falling due within one year 781.5 548.6
Borrowings falling due within one to two years
Bonds, bills and unsecured notes – 599.6
Loan payable to related parties (refer to Note 32) 17.4 43.0
Borrowings falling due within two to five years
Bonds, bills and unsecured notes 794.9 –
Loan payable to related parties (refer to Note 32) 13.3 21.3
Borrowings falling due in more than five years
Bonds, bills and unsecured notes – 793.7
825.6 1,457.6
Obligations under finance leases falling due in more than one year 97.4 98.7
Total borrowings falling due after one year 923.0 1,556.3
Total borrowings 1,704.5 2,104.9
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The fair value of bonds and notes payable, including the current portion, is €1,465.8m (2014: €1,831.6m) compared to their book value,
including the current portion, of €1,394.7m (2014: €1,727.6m). The fair values are within Level 1 of the fair value hierarchy.
The present value of finance lease liabilities as at 31 December was as follows:
2015 2014
€ million € million
Less than one year 8.0 8.6
Later than one year but less than two years 8.3 7.7
Later than two years but less than three years 8.8 7.9
Later than three years but less than four years 7.7 8.3
Later than four years but less than five years 8.2 7.4
Later than five years 64.4 67.4
Present value of finance lease liabilities 105.4 107.3
The minimum lease payments of finance lease liabilities as at 31 December were as follows:
2015 2014
€ million € million
Less than one year 15.8 12.6
Later than one year but less than two years 15.7 14.8
Later than two years but less than three years 15.6 14.6
Later than three years but less than four years 14.1 14.5
Later than four years but less than five years 14.1 13.0
Later than five years 86.7 89.7
162.0 159.2
Future finance charges on finance leases (56.6) (51.9)
Present value of finance lease liabilities 105.4 107.3
Finance leases are mainly for land and buildings as well as plant and equipment. The finance leases do not contain contingent rent payments or
escalation clauses.
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The borrowings, including loans payable to related parties at 31 December, were held in the following currencies:
Current Non-current Current Non-current
2015 2015 2014 2014
€ million € million € million € million
Euro 777.3 852.3 202.5 1,494.4
US dollar 1.8 42.3 335.2 33.0
UK sterling 1.4 14.2 1.3 14.1
Polish zloty 0.9 14.2 0.9 14.8
Croatian kuna – – 8.6 –
Other 0.1 – 0.1 –
Total borrowings 781.5 923.0 548.6 1,556.3
The carrying amounts of the borrowings, including loans payable to related parties held at fixed and floating interest rate as at 31 December
2015, as well as the weighted average interest rates and maturities of fixed rate borrowings, were as follows:
Fixed interest rate Floating interest rate Total
€ million € million € million
Euro 1,602.4 27.2 1,629.6
US dollar 30.6 13.5 44.1
UK sterling 15.6 – 15.6
Polish zloty 15.1 – 15.1
Other 0.1 – 0.1
Total borrowings 1,663.8 40.7 1,704.5
Financial liabilities represent fixed and floating rate borrowings held by the Group. The Group’s policy is to hedge exposures to changes in the
fair value of debt and interest rates by using a combination of cross-currency swap contracts, fixed-to-floating-rate interest rate swap
contracts and interest rate option contracts. The weighted average interest rate of the fixed rate Euro liabilities is 2.8% and the weighted
average maturity for which the interest rate is fixed is 2.6 years.
The transactions with related parties bear floating interest based on the following benchmark rates:
Euro 6-12 month EURIBOR (European inter-bank offer rate)
USD 3 month LIBOR (London inter-bank offer rate)
The amount due to pension funds as at 31 December 2015 was €1.1m (2014: €1.9m).
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2015 2014
€ million € million
Current
Employee benefits 62.3 50.9
Restructuring and other 24.5 12.0
Total current provisions 86.8 62.9
Non-current
Employee benefits 140.1 149.0
Restructuring and other 1.4 1.2
Total non-current provisions 141.5 150.2
Total provisions 228.3 213.1
Restructuring and other provisions comprise outstanding balances relating to restructuring of €15.8m (2014: €7.9m) of which €15.7m is
expected to be completed in 2016 and €0.1m in 2017 and 2018 (see Note 19(b)), a provision for employee litigation of €3.8m (2014: €3.3m)
and other items of €6.3m (2014: €2.0m).
Employee benefits
Employee benefits consisted of the following at 31 December:
2015 2014
€ million € million
Defined benefit plans
Employee leaving indemnities 86.9 95.7
Pension plans 22.3 38.9
Long service benefits – jubilee plans 8.7 8.5
Total defined benefit plans 117.9 143.1
Other employee benefits
Annual leave 8.2 8.7
Other employee benefits 76.3 48.1
Total other employee benefits 84.5 56.8
Total employee benefits obligations 202.4 199.9
Other employee benefits is primarily comprised of employee bonuses including a management incentive plan which is a cash variable plan
that operates over a three-year period.
Employees of Coca-Cola HBC’s subsidiaries in Austria, Bulgaria, Croatia, Greece, Italy, Montenegro, Nigeria, Poland, Romania, Serbia and
Slovenia are entitled to employee leaving indemnities, generally based on each employee’s length of service, employment category and
remuneration. These are unfunded plans where the Company meets the payment obligation as it falls due.
Coca-Cola HBC’s subsidiaries in Austria, Greece, Northern Ireland, the Republic of Ireland and Switzerland sponsor defined benefit pension
plans. Of the three plans in the Republic of Ireland, two have plan assets, as do the two plans in Northern Ireland, one plan in Greece and two
plans in Switzerland. The Austrian plans do not have plan assets and the Company meets the payment obligation as it falls due. The defined
benefit plans in Austria, Greece, Republic of Ireland and Northern Ireland are closed to new members.
Coca-Cola HBC provides long-service benefits in the form of jubilee plans to its employees in Austria, Croatia, Nigeria, Poland, Slovenia
and Switzerland.
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The average duration of the defined benefit plans is 19 years and the total employer contributions expected to be paid in 2016 are €20.1m.
Asset liability matching: Plan assets allocated to growth assets are monitored regularly to ensure they remain appropriate and in line with the
Group’s long-term strategy to manage the plans. As the plans mature the level of investment risk will be reduced by investing more in assets
such as bonds that better match the liabilities.
Pension plan assets are invested in different asset classes in order to maintain a balance between risk and return. Investments are well
diversified to limit the financial effect of the failure of any individual investment. Through its defined benefit plans the Group is exposed
to a number of risks as outlined below:
–– Asset volatility: The liabilities are calculated using a discount rate set with reference to corporate bond yields; if assets underperform this
yield, this will create a deficit. The Northern Ireland, the Republic of Ireland and Swiss plans hold a significant proportion of growth assets
(equities) which are expected to outperform corporate bonds in the long term while providing volatility and risk in the short term.
–– Changes in bond yields: A decrease in corporate bond yields will increase the plan liabilities, although this decrease will be partially offset
by an increase in the value of the plans’ bond holdings.
–– Inflation: The Northern Ireland, the Republic of Ireland and Swiss plans’ benefit obligations are linked to inflation, and higher inflation will
lead to higher liabilities (although, in most cases, caps on the level of inflationary increases are in place to protect against extreme inflation).
The majority of the assets are either unaffected by or loosely correlated with inflation, meaning that an increase in inflation will also increase
the deficit.
–– Life expectancy: The majority of the pension plans’ obligations are to provide benefits for the life of the member, so increases in life
expectancy will result in an increase in the liabilities.
The sensitivity analysis presented below is based on a change in assumption while all other assumptions remain constant.
Impact on defined benefit obligation as at 31 December 2015
Change in assumptions Increase in assumption Decrease in assumption
Discount rate 0.50% decrease 8.47% increase 9.72%
Rate of compensation increase 0.50% increase 2.23% decrease 2.08%
Rate of pension increase 0.50% increase 4.33% decrease 1.96%
Life expectancy 1 year increase 1.61% decrease 1.60%
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The present value and funded status of defined benefit obligations were as follows at 31 December:
2015 2014
€ million € million
Present value of funded obligations 398.5 378.2
Fair value of plan assets (380.7) (341.7)
17.8 36.5
Present value of unfunded obligations 97.9 106.6
Defined benefit obligations 115.7 143.1
Plus: amounts recognised within non-current assets (refer to Note 9) 2.2 –
Total defined benefit obligations 117.9 143.1
Funding levels are monitored in conjunction with the agreed contribution rate. The funding level of the funded plans as at 31 December 2015
was 96% (2014: 90%).
Two of the plans have a funded status surplus of €2.2m as at 31 December 2015 (31 December 2014: €nil) that is recognised as an asset on
the basis that the Group has an unconditional right to future economic benefits either via a refund or a reduction in future contributions.
The movement in the defined benefit obligation recognised on the balance sheet was as follows:
2015 2014
€ million € million
Defined benefit obligation as at 1 January 143.1 114.7
Expense recognised in the income statement 14.0 15.6
Remeasurements recognised in OCI (11.1) 38.7
Employer contributions (16.1) (13.6)
Benefits paid (14.0) (15.0)
Foreign currency translation (0.2) 2.7
Defined benefit obligation as at 31 December 115.7 143.1
Plus: amounts recognised within non-current assets (refer to Note 9) 2.2 –
Total defined benefit obligation as at 31 December 117.9 143.1
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The assumptions (weighted average for the Group) used in computing the defined benefit obligation comprised the following for the years
ended 31 December:
2015 2014
% %
Discount rate 2.6 2.7
Rate of compensation increase 2.9 2.9
Pension increases 0.8 1.0
The expense recognised in the income statement comprised the following for the years ended 31 December:
2015 2014
€ million € million
Service cost 8.1 9.6
Net interest cost on defined benefit liability/(asset) 5.8 5.9
Actuarial gain (0.2) (0.1)
Administrative expenses 0.3 0.2
Total 14.0 15.6
Defined benefit plan expenditure is included in staff costs and presented in cost of goods sold and operating expenses.
Plan assets are invested as follows:
2015 2014
% %
Asset category
Equity securities – Eurozone 4 3
Equity securities – non-Eurozone 20 32
Government bonds – non-Eurozone – 9
Government bonds – Eurozone 18 9
Corporate bonds – Eurozone 1 2
Corporate bonds – non-Eurozone 28 29
Real estate 10 8
Cash 2 2
Other 17 6
Total 100 100
The assets of funded plans are generally held in separately administered trusts, either as specific assets or as a proportion of a general fund,
or are insurance contracts. Plan assets held in trust are governed by local regulations and practice in each country. The category “other”
mainly includes investments in funds holding a portfolio of assets. Plan assets relate predominately to quoted financial instruments.
Equity securities were not invested in ordinary shares of the Company as at 31 December 2015 or 31 December 2014.
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In 2014, the share capital of the Group increased by the issue of 129,022 new ordinary shares following the exercise of stock options
pursuant to the Group’s employee stock option plan. Total proceeds from the issuance of the shares under the stock option plan amounted
to €1.4m.
On 25 June 2014, Coca-Cola HBC’s extraordinary general meeting of shareholders approved the distribution of a €0.354 dividend
per share. The effect to Coca-Cola HBC’s share premium amounted to €130.2m (refer also to Note 27).
In 2015, the share capital of the Group increased by the issue of 322,050 new ordinary shares following the exercise of stock options
pursuant to the Group’s employee stock option plan. Total proceeds from the issuance of the shares under the stock option plan amounted
to €5.1m.
On 23 June 2015, Coca-Cola HBC’s Annual General Meeting of shareholders approved the distribution of €0.36 dividend per share.
The effect of Coca-Cola HBC’s premium amounted to €132.4m (refer also to Note 27).
After the above changes, the share capital as at 31 December 2015 amounted to €2,000.1m and is comprised of 368,141,297 shares with
a nominal value of CHF 6.70 each.
18. Reserves
The reserves of the Group at 31 December were as follows:
2015 2014
€ million € million
Treasury shares (132.0) (70.7)
Exchange equalisation reserve (681.4) (615.3)
Other reserves
Hedging reserve, net (25.1) (10.4)
Tax-free reserve 163.8 163.8
Statutory reserves 20.0 17.0
Stock option reserve 79.1 70.3
Available-for-sale financial assets valuation reserve, net 0.8 0.7
Other 21.8 18.3
Total other reserves 260.4 259.7
Total reserves (553.0) (426.3)
Treasury shares
Treasury shares held by the Group represent shares acquired following approval of share buy-back programmes, forfeited shares under
the equity compensation plan operated by the Group, and shares representing the initial ordinary shares of Coca-Cola HBC acquired from
Kar-Tess Holding. On 23 June 2015, the Annual General Meeting adopted a proposal for a share buy-back programme of up to three million
(3,000,000) ordinary shares of Coca-Cola HBC for the purpose of neutralising the dilution resulting from past and future issuances of shares
under the Group’s equity compensation plans. The programme was completed in full during 2015 for a consideration of €58.5m.
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Other reserves
Hedging reserve
The hedging reserve reflects changes in the fair values of derivatives accounted for as cash flow hedges, net of the deferred tax related
to such balances. The movement for 2015 relates to the movement in cash flow hedges of €14.7m loss, net of deferred tax income of
€5.6m (2014: €0.4m loss, net of deferred tax expense of €6.8m).
Other reserves
Other reserves are particular to the various countries in which the Group operates and include shares held for the Group’s employee stock
purchase plan, which is an equity compensation plan in which eligible employees may participate.
In 2015, operating expenses included net losses on disposal of property, plant and equipment of €1.8m (2014: €1.8m net gains).
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Staff costs included in operating expenses and restructuring costs amounted to €814.1m in 2015 (2014: €844.5m).
Staff costs included in cost of goods sold amounted to €255.7m in 2015 (2014: €259.4m).
The average number of full-time equivalent employees in 2015 was 33,311 (2014: 36,362).
Other finance costs include commitment fees on loan facilities, and not drawn down and other similar fees.
Belarus was considered to be a hyperinflationary economy from the fourth quarter of 2011 up to 31 December 2014. During this period
hyperinflation accounting was applied in accordance with IAS 29. The restatement was based on conversion factors derived from the
Belarusian Consumer Price Index (CPI), as compiled by the National Statistical Committee of the Republic of Belarus. The conversion factor
used for December 2014 was 1.145 which resulted in a net monetary loss for 2014 of €2.4m. However, since 1 January 2015 hyperinflation
accounting has been discontinued, as Belarus ceased to meet the criteria of a hyperinflationary economy. All amounts expressed in the
measuring unit as at 31 December 2014 were treated as the basis for the carrying amounts as at 1 January 2015.
Capitalised borrowing costs in 2015 amounted to €0.4m (2014: €0.5m). The average interest rate used to capitalise borrowing costs of the
Group for 2015 was 3.01% (2014: 3.08%).
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21. Tax
The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable
to profits of the consolidated entities as follows:
2015 2014
€ million € million
Profit before tax 357.1 352.0
Tax calculated at domestic tax rates applicable to profits in the respective countries 88.6 59.9
Additional local taxes in foreign jurisdictions 11.7 7.6
Tax holidays in foreign jurisdictions (1.5) (1.1)
Expenses non-deductible for tax purposes 14.1 19.8
Income not subject to tax (28.3) (31.5)
Changes in tax laws and rates (10.1) 1.4
Current year tax losses not recognised 3.7 3.6
Recognition of previously unrecognised post-acquisition tax losses (2.6) (0.7)
Other 0.8 (1.2)
Income tax charge per the income statement 76.4 57.8
Non-deductible expenses for tax purposes include marketing and advertising expenses, service fees, bad debt provisions, entertainment
expenses, certain employee benefits and stock options expenses and other items that, partially or in full, are not deductible for tax purposes
in certain of our jurisdictions.
The income tax charge for the years ended 31 December is as follows:
2015 2014
€ million € million
Current tax charge 93.2 80.5
Deferred tax charge (refer to Note 8) (16.8) (22.7)
Total income tax charge 76.4 57.8
Outstanding stock options that have an anti-dilutive effect and are therefore excluded from diluted earnings per share in 2015 were €4.5m
(2014: €5.8m).
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1. Relates to stock options granted under the previous stock option plan which expire at the end of December 2020.
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* For convenience purposes, the prices are translated at the closing exchange rate.
The related weighted average share price during the period of exercise was £15.08 (2014 : £14.17).
The total charge to the income statement for employee stock option awards for 2015 amounted to €8.7m (2014: €12.1m).
Equity-settled share-based payments are measured at fair value at the date of grant using a Monte Carlo simulation stock option valuation
model. For the year of 2014, inputs into the model are as follows:
2014
Weighted average share price £13.33
Weighted average fair value of options granted £3.50
Risk-free interest rates 1.80%
Expected volatility 30.00%
Dividend yield 2.10%
Expected life 7.6 years
The weighted average remaining contractual life of share options outstanding under the stock option compensation plans at 31 December
2015 was 5.3 years (2014: 6.3 years).
During 2015 the Group adopted a performance share plan, under which senior managers are granted performance share awards, which have
a three-year vesting period and are linked with Group-specific key performance indicators. Performance share awards are granted at a price
equal to the closing price of the Company’s shares trading on the London Stock Exchange on the day of the grant.
The number of performance shares granted in 2015 and outstanding as at 31 December 2015 was 652,159.
The fair value for the 2015 performance shares plan is £13.84m. Relevant inputs into the valuation are as follows:
2015
Weighted average share price £14.70
Dividend yield 2.0%
Weighted average vesting period 3.3 years
The total charge to the income statement for employee performance shares awards for 2015 amounted to €0.1m (2014: nil).
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27. Dividends
The Board of Directors of Coca-Cola HBC AG has proposed a €0.40 dividend per share in respect of 2015. If approved by the shareholders
of Coca-Cola HBC AG, this dividend will be paid in 2016.
The shareholders of Coca-Cola HBC AG approved the dividend distribution of €0.36 per share at the Annual General Meeting
held on 23 June 2015. The total dividend amounted to €132.4m and was paid on 28 July 2015. Of this an amount of €1.3m related to
shares held by the Group. Dividends paid by the Group in 2015 to non-controlling interests in the emerging markets amounted to €0.2m.
The shareholders of Coca-Cola HBC AG approved the dividend distribution of €0.354 per share at the Annual General Meeting held on
25 June 2014. The total dividend amounted to €130.2m and was paid on 29 July 2014. Of this an amount of €1.2m related to shares held
by the Group. Dividends paid by the Group in 2014 to non-controlling interests in the emerging markets amounted to €0.4m.
Market risk
Foreign currency risk
The Group is exposed to the effect of foreign currency risk on future commercial transactions, recognised monetary assets and liabilities
that are denominated in currencies other than the local entity’s functional currency, as well as net investments in foreign operations. Foreign
currency forward and option contracts are used to hedge a portion of the Group’s foreign currency risk. The majority of the foreign currency
forward and option contracts have maturities of less than one year after the balance sheet date. The foreign currency risk arising from the
investment in foreign operations is not hedged.
Management has set up a policy that requires Group companies to manage their foreign exchange risk against their functional currency.
To manage their foreign exchange risk arising from future commercial transactions and recognised monetary assets and liabilities, entities
in the Group use foreign currency forward and option contracts transacted by Group Treasury. Group Treasury’s risk management policy
is to hedge, on an average coverage ratio basis, between 25% and 80% of anticipated cash flows and 100% of balance sheet exposures
in each major foreign currency without significant currency control for the next twelve months by using a layer strategy. Each subsidiary
designates contracts with Group Treasury as fair value hedges or cash flow hedges, as appropriate. External foreign exchange contracts
are designated at Group level as hedges of foreign exchange risk on specific monetary assets, monetary liabilities or future transactions
on a gross basis.
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The following tables present details of the Group’s sensitivity to reasonably possible increases and decreases in the Euro and US dollar
against the relevant foreign currencies. In determining reasonable possible changes, the historical volatility over a twelve-month period of the
respective foreign currencies in relation to the Euro and the US dollar has been considered. The sensitivity analysis determines the potential
gains and losses in the income statement or equity arising from the Group’s foreign exchange positions as a result of the corresponding
percentage increases and decreases in the Group’s main foreign currencies relative to the Euro and the US dollar. The sensitivity analysis
includes outstanding foreign currency denominated monetary items, external loans, and loans between operations within the Group where
the denomination of the loan is in a currency other than the functional currency of the local entity. The sensitivity analysis for exchange risk
for 2015 and 2014 was as follows:
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The following table presents details of the Group’s income statement and equity sensitivity to increases and decreases in sugar, aluminium
and gas oil prices. The table does not show the sensitivity to the Group’s total underlying commodity exposure or the impact of changes in
volumes that may arise from increase or decrease in the respective commodity prices. The sensitivity analysis determines the potential effect
on profit or loss and equity arising from the Group’s commodity swap contract positions as a result of the reasonably possible increases or
decreases of the respective commodity price. The sensitivity analysis for sugar, aluminium and gas oil price risk was as follows:
31 December 2015
Commodity price increases with Commodity price decreases with
all other variables held constant all other variables held constant
% of historical
volatility over a (Gain)/loss Loss/(gain
12-month period in income (Gain)/loss in income Loss/(gain)
per contract statement in equity statement in equity
maturity € million € million € million € million
Sugar 19.9% (10.8) – 10.8 –
Aluminium 18.3% (10.5) (1.3) 10.5 1.3
Gas oil 33.4% (5.5) – 5.5 –
(26.8) (1.3) 26.8 1.3
31 December 2014
Commodity price increases with Commodity price decreases with
all other variables held constant all other variables held constant
% of historical
volatility over a
12-month (Gain)/loss Loss/(gain
period in income (Gain)/loss in income Loss/(gain)
per contract statement in equity statement in equity
maturity € million € million € million € million
Sugar 12.2% (6.3) – 6.3 –
Aluminium 18.4% (9.9) (3.6) 9.9 3.6
Gas oil 17.1% (3.3) – 3.3 –
(19.5) (3.6) 19.5 3.6
Credit risk
The Group has limited concentration of credit risk across trade and financial counterparties. Policies are in place to ensure that sales
of products and services on credit are made to customers with an appropriate credit history. The Group has policies that limit the amount
of credit exposure to any single financial institution.
The Group’s maximum exposure to credit risk in the event that counterparties fail to perform their obligations at 31 December 2015
in relation to each class of recognised financial asset is the carrying amount of those assets as indicated on the balance sheet.
If credit is granted to customers, their credit quality is normally assessed using external agencies and historic experience. Credit limits
are set accordingly. Further information regarding credit risk exposure is described in Note 11.
With respect to derivative financial instruments, credit risk arises from the potential failure of counterparties to meet their obligations
under the contract or arrangement. The Group’s maximum credit risk exposure for each derivative instrument is the carrying amount of the
derivative (refer to Note 7). In addition, the Group regularly makes use of money market funds and time deposits to invest temporarily excess
cash balances and to diversify its counterparty risk. The money market funds have a minimum AAA rating and strict investment limits are set,
per fund, depending on the size of the fund. As at 31 December 2015, the temporarily excess cash balance is invested in time deposits.
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Liquidity risk
The Group actively manages liquidity risk to ensure there are sufficient funds available for any short-term and long-term commitments.
Bank overdrafts and bank facilities, both committed and uncommitted, are used to manage this risk.
Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management
framework for the management of the Group’s short-, medium- and long-term funding and liquidity requirements. The Group manages
liquidity risk by maintaining adequate cash reserves and committed banking facilities, access to the debt and equity capital markets, and by
continuously monitoring forecasted and actual cash flows. In Note 14, the undrawn facilities that the Group has at its disposal to manage
liquidity risk are discussed under the headings ‘Commercial paper programme and committed credit facilities’ and ‘Euro medium-term
note programme’.
The following tables detail the Group’s remaining contractual maturities for its financial liabilities. The tables include both interest and principal
undiscounted cash flows, assuming that interest rates remain constant from 31 December 2015.
€ million € million € million € million
up to 1 year 1-2 years 2-5 years over 5 years
Borrowings 833.8 52.1 908.9 86.7
Derivative liabilities 40.9 11.8 2.7 –
Trade and other payables 1,502.4 – – 7.2
As at 31 December 2015 2,377.1 63.9 911.6 93.9
Borrowings 606.8 698.5 111.3 892.4
Derivative liabilities 17.8 5.8 19.8 –
Trade and other payables 1,473.7 6.6 – 7.3
As at 31 December 2014 2,098.3 710.9 131.1 899.7
The Group hedges exposures to changes in the fair value of debt, as well as in the foreign exchange cash flows of debt, by using a combination
of interest rate and cross currency swap contracts (refer to Notes 7 and 14). The impact of these instruments has been included in the
aggregate interest and principal undiscounted cash flows related to the underlying borrowings presented above.
Capital risk
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern and to maintain an optimal
capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may increase or decrease debt, issue or buy back shares, adjust the amount
of dividends paid to shareholders, or return capital to shareholders.
The Group’s goal is to maintain a conservative financial profile. This is evidenced by the credit ratings maintained with Standard & Poor’s and
Moody’s. In May 2015, Standard & Poor’s changed the outlook from negative to stable and affirmed Coca-Cola HBC’s ‘BBB+’ long-term, ‘A2’
short-term corporate credit ratings. In November 2015, Moody’s changed the outlook from negative to stable and affirmed Coca-Cola HBC’s
‘Baa1’ long-term, ‘P2’ short-term corporate credit ratings.
The Group monitors its financial capacity and credit ratings by reference to a number of key financial ratios including net debt to comparable
adjusted EBITDA, which provides a framework within which the Group's capital base is managed. This ratio is calculated as net debt divided by
comparable adjusted EBITDA. The Group’s current effort is to maintain the net debt to comparable adjusted EBITDA ratio within a 1.5 to 2.0
range. The ratios at 31 December 2015 and 2014 were as follows:
2015 2014
€ million € million
Total borrowings (refer to Note 14) 1,704.5 2,104.9
Less: Cash and cash equivalents (refer to Note 13) (487.4) (636.3)
Net debt 1,217.1 1,468.6
Operating profit before deductions for depreciation and impairment of property, plant and equipment, amortisation
and impairment of intangible assets, employee share options and other non-cash items 766.3 742.1
Restructuring costs 36.3 34.2
Unrealised commodity derivatives 1.0 8.4
Total comparable adjusted EBITDA 803.6 784.7
Net debt/comparable adjusted EBITDA ratio 1.5 1.9
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Level 1
The fair value of available-for-sale listed equity securities is based on quoted market prices at 31 December 2015. The fair value of bonds
is based on quoted market prices at 31 December 2015.
Level 2
The fair value of foreign currency forward and option contracts, commodity swap contracts, interest rate swap contracts, forward starting
swap contracts, embedded foreign currency derivatives and cross currency swap contracts is determined by using valuation techniques.
These valuation techniques maximise the use of observable market data. The fair value of the foreign currency forward and option contracts,
commodity swap contracts, embedded foreign currency derivatives and cross currency swap contracts is calculated by reference to quoted
forward exchange, deposit rates and forward rate curve of the underlying commodity at 31 December 2015 for contracts with similar maturity
dates. The fair value of interest rate option contracts is calculated by reference to the Black and Scholes valuation model and implied
volatilities. The fair value of interest rate swap contracts is determined as the difference in the present value of the future interest cash inflows
and outflows, based on observable yield curves.
Level 3
The fair value of available-for-sale unlisted investments is determined through the use of estimated discounted cash flows.
The following table provides the fair value hierarchy in which fair value measurements are categorised for assets and liabilities measured
at fair value as at 31 December 2015:
Level 1 Level 2 Level 3 Total
€ million € million € million € million
Financial assets at FVTPL
Foreign currency forward contracts – 4.7 – 4.7
Foreign currency option contracts – 0.3 – 0.3
Embedded derivatives – 6.2 – 6.2
Commodity swap contracts – 1.4 – 1.4
Derivative financial assets used for hedging
Fair value hedges
Foreign currency forward contracts – 0.8 – 0.8
Foreign currency option contracts – 1.8 – 1.8
Cash flow hedges
Foreign currency forward contracts – 1.8 – 1.8
Foreign currency option contracts – 6.5 – 6.5
Available-for-sale financial assets
Equity securities 1.2 – 0.5 1.7
Total financial assets 1.2 23.5 0.5 25.2
Financial liabilities at FVTPL
Foreign currency forward contracts – (1.5) – (1.5)
Commodity swap contracts – (28.0) – (28.0)
Derivative financial liabilities used for hedging
Cash flow hedges
Foreign currency forward contracts – (0.5) – (0.5)
Forward starting swap contracts – (24.6) – (24.6)
Commodity swap contracts – (0.8) – (0.8)
Total financial liabilities – (55.4) – (55.4)
There were no material changes in fair value measurements for Level 3 items for the year ended 31 December 2015. There have been no
transfers between Level 1 and Level 2 in the period.
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There were no material changes in fair value measurements for Level 3 items for the year ended 31 December 2014. There have been no
transfers between Level 1 and Level 2 in the period.
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As at 31 December 2015
Gross amounts
of recognised Net amounts of Related amounts not set
Gross amounts financial liabilities financial assets off in the balance sheet
of recognised set off in the presented in the Financial Cash collateral Net
financial assets balance sheet balance sheet instruments received amount
€ million € million € million € million € million € million
Derivative financial assets 23.5 – 23.5 (5.0) – 18.5
Cash and cash equivalents 487.4 – 487.4 – – 487.4
Other current assets 718.9 (54.9) 664.0 – – 664.0
Total 1,229.8 (54.9) 1,174.9 (5.0) – 1,169.9
As at 31 December 2014
Gross amounts of Related amounts not set
recognised Net amounts of off in the balance sheet
Gross amounts financial liabilities financial assets
of recognised set off in the presented in the Financial Cash collateral Net
financial assets balance sheet balance sheet instruments received amount
€ million € million € million € million € million € million
Derivative financial assets 53.9 – 53.9 (17.3) – 36.6
Cash and cash equivalents 636.3 – 636.3 – – 636.3
Other current assets 747.3 (62.8) 684.5 – – 684.5
Total 1,437.5 (62.8) 1,374.7 (17.3) – 1,357.4
As at 31 December 2015
Gross amounts
of recognised Net amounts of Related amounts not set
Gross amounts financial liabilities financial assets off in the balance sheet
of recognised set off in the presented in the Financial Cash collateral Net
financial assets balance sheet balance sheet instruments pledged amount
€ million € million € million € million € million € million
Derivative financial liabilities 55.4 – 55.4 (5.0) – 50.4
Other current liabilities 540.0 (54.9) 485.1 – – 485.1
Total 595.4 (54.9) 540.5 (5.0) – 535.5
As at 31 December 2014
Gross amounts Related amounts not set
of recognised Net amounts of off in the balance sheet
Gross amounts financial liabilities financial assets
of recognised set off in the presented in the Financial Cash collateral Net
financial assets balance sheet balance sheet instruments pledged amount
€ million € million € million € million € million € million
Derivative financial liabilities 86.3 – 86.3 (17.3) (3.5) 65.5
Bank overdrafts 3.9 – 3.9 – – 3.9
Other current liabilities 572.0 (62.8) 509.2 – – 509.2
Total 662.2 (62.8) 599.4 (17.3) (3.5) 578.6
The Group enters into derivative transactions under International Swaps and Derivatives Association (ISDA) master netting agreements
or other similar agreements. In general, under such agreements the counterparties can elect to settle into one single net amount the
aggregated amounts owed by each counterparty on a single day in respect of all outstanding transactions of the same currency and the
same type of derivative. In the event of default or early termination all outstanding transactions under the agreement are terminated and
subject to any set-off. These agreements do not meet all of the IAS 32 criteria for offsetting in the statement of financial position, as the
Group does not have any current legally enforceable right to offset amounts since the right can be applied if elected by both counterparties.
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29. Contingencies
The Greek Competition Authority issued a decision on 25 January 2002, imposing a fine on Coca-Cola Hellenic Bottling Company S.A.
(following the mergers now Coca-Cola HBC Holdings B.V.) of approximately €2.9m for certain discount and rebate practices and required
changes to the Coca-Cola Hellenic Bottling Company S.A.’s commercial practices with respect to placing coolers in certain locations and
lending them free of charge. On 16 June 2004, the fine was reduced on appeal to €1.8m. On 29 June 2005, the Greek Competition Authority
requested that Coca-Cola Hellenic Bottling Company S.A. provide information on its commercial practices as a result of a complaint by certain
third parties regarding Coca-Cola Hellenic Bottling Company S.A’s compliance with the decision of 25 January 2002. On 7 October 2005,
Coca-Cola Hellenic Bottling Company S.A. was served with notice to appear before the Greek Competition Authority. On 14 June 2006, the
Greek Competition Authority issued a decision imposing a daily penalty of €5,869 for each day that Coca-Cola Hellenic Bottling Company S.A.
allegedly failed to comply with the decision of 25 January 2002. On 31 August 2006, Coca-Cola Hellenic Bottling Company S.A. deposited
an amount of €8.9m, reflecting the amount of the fine and applicable tax, with the Greek authorities. As a result of this deposit, Coca-Cola
Hellenic Bottling Company S.A. increased the charge to its 2006 financial statements in connection to this case. On 23 November 2007,
the Court of Appeals partly reversed and partly upheld the decision of the Greek Competition Authority reducing the amount of the fine
to €5.9 million. The reduction of the fine by €2.8m was recognised in Coca-Cola Hellenic Bottling Company S.A.’s 2007 income statement.
Coca-Cola Hellenic Bottling Company S.A. (following the mergers now Coca-Cola HBC Holdings B.V.) appealed the decision of the Court
of Appeals to the extent it upheld the fine, to the Supreme Administrative Court of Greece. The Greek Competition Authority and one of
Coca-Cola Hellenic Bottling Company S.A.’s competitors also appealed the decision of the Court of Appeals to the extent that it reduced the
fine. On 7 July 2015, the Supreme Administrative Court of Greece rejected our appeal against the decision of the Court of Appeals, as well as
the counter-appeals which had been filed by the Greek Competition Authority and one of our competitors. Following this development, the
case is closed.
In relation to the Greek Competition Authority’s decision of 25 January 2002, one of Coca-Cola Hellenic Bottling Company S.A.’s competitors
has filed a lawsuit against Coca-Cola Hellenic Bottling Company S.A. claiming damages in an amount of €7.7m. The court of first instance
heard the case on 21 January 2009 and subsequently rejected the lawsuit. The plaintiff has appealed the judgement and on 9 December 2013
the Athens Court of Appeals rejected the plaintiff’s appeal. The plaintiff has the right to file a petition for cessation against the Athens Court
of Appeal’s decision before the Supreme Court. Following the spin off, Coca-Cola HBC Greece S.A.I.C. substituted Coca-Cola Hellenic
Bottling Company S.A. as defendant in this lawsuit. Coca-Cola HBC Greece S.A.I.C. has not provided for any losses related to this case.
On 19 April 2014, the same plaintiff filed a new lawsuit against Coca-Cola Hellenic Bottling Company S.A. (following the spin-off Coca-Cola
HBC Greece S.A.I.C.) claiming payment of €7.5m as compensation for losses and moral damages for alleged anti-competitive commercial
practices of Coca-Cola Hellenic Bottling Company S.A. between 1994 and 2013. The two lawsuits partially overlap in the time period for
which damages are sought by the plaintiff and therefore, it is assumed that the plaintiff will not file a petition for cessation before the
Supreme Court against the Athens Court of Appeal decision issued in relation to the initial lawsuit. The hearing of the new lawsuit is
scheduled for 18 December 2016. Coca-Cola HBC Greece S.A.I.C. has not provided for any losses related to this case.
On 1 February 2012, the Greek Competition Commission conducted an inspection of Coca-Cola Hellenic Bottling Company S.A.’s
(following the spin-off Coca-Cola HBC Greece S.A.I.C.) operations as part of an investigation to our commercial practices in recent years
into the sparkling, juice and water categories. Coca-Cola HBC Greece S.A.I.C., by which the production, bottling and distribution division
of Coca-Cola Hellenic Bottling Company S.A. was absorbed, has a policy of strict compliance with Greek and EU competition law and it
is cooperating fully with the Greek Competition Commission.
In 1992, our subsidiary Nigerian Bottling Company (‘NBC’) acquired a manufacturing facility in Nigeria from Vacunak, a Nigerian Company.
In 1994, Vacunak filed a lawsuit against NBC, alleging that a representative of NBC had orally agreed to rescind the sale agreement and instead
enter into a lease agreement with Vacunak. As part of its lawsuit Vacunak sought compensation for rent and loss of business opportunities.
NBC discontinued all use of the facility in 1995. On 19 August 2013, NBC received the written judgement of the Nigerian court of first instance
issued on 28 June 2012 providing for damages of approximately €38.5m. NBC has filed an appeal against the judgement. Based on advice
from NBC’s outside legal counsel, we believe that it is unlikely that NBC will suffer material financial losses from this case. We have
consequently not provided for any losses in relation to this case.
The tax filings of the Group and its subsidiaries are routinely subjected to audit by tax authorities in most of the jurisdictions in which the Group
conducts business. These audits may result in assessments of additional taxes. The Group provides additional tax in relation to the outcome
of such tax assessments, to the extent that a liability is probable and estimable.
The Group is also involved in various other legal proceedings. Management believes that any liability to the Group that may arise as a result of
these pending legal proceedings will not have a material adverse effect on the results of operations, cash flows, or the financial position of the
Group taken as a whole.
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30. Commitments
(a) Operating leases
The total of future minimum lease payments under non-cancellable operating leases at 31 December was as follows:
2015 2014
€ million € million
Less than one year 44.2 48.4
Later than one year but less than five years 98.5 109.1
Later than five years 17.2 19.7
Future minimum lease payments 159.9 177.2
The total operating lease charges included within operating expenses for the years ended 31 December were as follows:
2015 2014
€ million € million
Plant and equipment 68.5 68.8
Property 29.5 32.7
Total operating lease charges 98.0 101.5
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(b) Frigoglass S.A. (‘Frigoglass’), Kar-Tess Holding and A.G Leventis (Nigeria) Plc
Truad Verwaltungs AG, currently indirectly owns 44.4% of Frigoglass and 50.8% of AG Leventis (Nigeria) PLC and also indirectly controls
Kar-Tess Holding, which holds approximately 23.2% (2014: 23.2%) of Coca-Cola HBC’s total issued capital.
Frigoglass, a company listed on the Athens Exchange, is a manufacturer of coolers, cooler parts, glass bottles, crowns and plastics. Frigoglass
has a controlling interest in Frigoglass Industries Limited, a company in which the Group has a 23.9% effective interest, through its investment
in Nigerian Bottling Company Ltd (refer to Note 6). Furthermore during 2015 the Group acquired through its investment in Nigerian Bottling
Company Ltd a 23.9% effective interest in Frigoglass West Africa Ltd., a company in which Frigoglass has a controlling interest (refer to
Note 6).
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The Group entered into a supply agreement with Frigoglass for the purchase of cooling equipment in 1999. The supply agreement was
extended in 2004, 2008 and most recently, in 2013, on substantially similar terms. Coca-Cola HBC has the status of most favoured customer
of Frigoglass, on a non-exclusive basis, provided that it obtains at least 60% (at prices which are negotiated on an annual basis and which must
be competitive) of its annual requirements for cooling equipment from Frigoglass. The current agreement expires on 31 December 2018.
During 2015, the Group made purchases of €101.7m (2014: €91.4m) of coolers, cooler parts, glass bottles, crowns and raw and plastics
from Frigoglass and its subsidiaries and incurred maintenance and other expenses of €14.8m (2014: €14.1m). In addition, the Group recorded
other income of €0.8m (2014: €0.1m). As at 31 December 2015, Coca-Cola HBC owed €23.6m (2014: €12.1m) to, and was owed €0.6m
(2014: €0.4m) by, Frigoglass.
During 2015, the Group purchased €18.8m (2014: €7.3m) of finished goods and other materials from AG Leventis (Nigeria) PLC. Furthermore,
the Group incurred rental expenses of €1.7m (2014: €0.9m) and other expenses of €2.8m (2014: €1.1m) from AG Leventis (Nigeria) PLC.
As at 31 December 2015, the Group owed €1.2m (2014: €3.8m) to, and was owed €1.9m (2014: €0.7m) by, AG Leventis (Nigeria) PLC.
(c) Directors
Mr. George A. David, Mr. Anastassis G. David, Mr. Anastasios I. Leventis and Mr. Christo Leventis have all been nominated by Kar-Tess Holding
to the Board of Coca-Cola HBC. Mr Irial Finan and Mr José Octavio Reyes were originally nominated by TCCC to the Board of Coca-Cola HBC.
There have been no transactions between Coca-Cola HBC and the Directors except for remuneration (refer to Note 31).
(d) Other
Beverage Partners Worldwide (‘BPW’)
BPW is a 50/50 joint venture between The Coca-Cola Company and Nestlé. During 2015, the Group purchased inventory from BPW
amounting to €82.9m (2014: €79.0m). As at 31 December 2015, Coca-Cola HBC owed €5.8m (2014: €3.6m) to and was owed €5.4m
(2014: €0.9m) by, BPW.
Leventis Overseas
Leventis Overseas was related to Coca-Cola HBC by way of common directors up until 25 June 2014, as a result of which significant influence
was considered to exist up until that date. From 1 January 2014, up until 25 June 2014, the Group purchased €1.6m of finished goods and
other materials from Leventis Overseas.
Other related parties
During 2015, the Group recorded sales of finished goods of €0.3m to other related parties (2014: €0.3m) and purchased €3.8m (2014:
€10.8m) of raw materials and finished goods from other related parties. In addition, during 2015, the Group incurred expenses of €24.5m
(2014: €29.2m) mainly related to maintenance services for cold drinks of equipment and installations of coolers, fountains, vending and
merchandising equipment from other related parties. Furthermore, during 2015, the Group acquired €2.3m in tangible fixed assets from
other related parties (2014: €1.4m). In addition, during 2015, the Group recorded income of €0.4m (2014: €0.5m) while €0.7m was received
as reimbursements for direct marketing expenses (2014: €0.2m). At 31 December 2015, the Group owed €0.5m (2014: €5.1m) to and was
owed €0.4m including loans receivables of €0.1m (2014: €1.6m including loans receivables of €0.2m) by, other related parties.
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1. Joint venture.
2. On 27 October 2014, Brewmasters Holdings Ltd., a subsidiary of Brewinvest S.A., and joint venture with Heineken, sold its participation in Zagorka A.D. to Heineken.
3. On 3 October 2015, Coca-Cola Bottling Company (Dublin) Limited was dissolved.
4. On 6 November 2015, MTV West Kishinev Bottling Company S.A. merged with Coca-Cola Bottlers Chisinau S.R.L.
5. Joint operation.
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This section forms part of the Coca-Cola HBC 2015 Integrated Annual Report and provides more detail to internal and external stakeholders
on the Company’s sustainability-related policies, programmes and performance. It follows the guidance of the Global Reporting Initiative (GRI)
and more specifically the G4 sustainability reporting guidelines. As part of the Integrated Annual Report, this report also serves as our
Communication on Progress (COP) to the United Nations Global Compact.
In 2015, we continued building and maintaining relationships critical to our operations. Through longer-term initiatives such as the
development of supplier capabilities and joint value creation initiatives with them and our customers, we proactively integrate sustainability
into these relationships across the value chain. Our partnership with The Coca-Cola Company provides us with additional insights and
information about key sustainability and business issues.
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GRI INDICATORS
GRI standard and specific disclosures 4.0
Below, we report against the full GRI 4.0 standard and specific disclosures, as well as the disclosure required by the Food Processing Sector
Supplement (FPSS). Some data is provided directly in the table, while for other indicators we indicate where the data and a more full discussion
of the topic can be found in this Integrated Annual Report (IAR). Unless stated otherwise, the period covered is calendar year 2015 and the
status described is as at 31 December 2015.
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ECONOMIC
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
Economic performance
EC1 Direct economic value generated and distributed 3, 8-9, 20, Please see the respective sections of the Integrated
on an accrual basis, including revenues, operating 35-42, 117, Annual Report including full financial disclosures and
costs, employee compensation, donations and other 167-188 the section on Community trust.
community investments, retained earnings, and
payments to capital providers and governments
FPSS and EC1 Specify the amount spent on the programmes 8-9, 35-42, We invested €8.2 million in community programmes
and practices to which the food processing sector 59, 168, related to youth development, water stewardship, active
is uniquely suited for contributing 191, 193 lifestyles and other activities, corresponding to 2.3% of
our 2015 reported pre-tax profit. We are also working
with our suppliers to ensure sustainable sourcing
practices are implemented.
EC2 Financial implications and other risks and opportunities 19, 50, 55-61 CCHBC has adopted a comprehensive top-down,
for the organisation’s activities due to climate change bottom-up approach to enterprise risk management
to ensure that all business risks and opportunities,
including those relating to climate change, are identified
and managed appropriately. Specific programme details
are available in the Material issues and Risk management
sections of this report.
EC3 Coverage of defined benefit plan obligations 113, 117, 12,841 of our total number of employees employed on
140-141, 168 average in 2015 are eligible for benefit plans. Of these,
8,049 are covered by defined contribution pension plans
and 4,792 are covered by defined benefit pension plans.
EC4 Significant financial assistance received from government None
FPSS and EC4 Governmental support for agriculture, biofuels and Does not apply: we do not produce agricultural or biofuel
food production has important consequences across products, nor receive any subsidies for them.
the global food value chain
Market presence
EC5 Range of ratios of standard entry-level wage by gender 146, 168 In every country the lowest paid employee categories
compared to local minimum wage at significant locations (junior line operators and entry-level merchandisers)
of operation earn at least the minimum wage. On average, junior line
operators and merchandisers earn approximately 1.5 times
the local minimum wage in our established markets,
approximately 1.7 times in our developing markets and
approximately two times the local minimum wage in our
emerging markets. The range of ratios is similar for both
male and female workers.
EC6 Proportion of senior management hired from the 37, 168 Employees are systematically hired from the local
local community at significant locations of operation workforce. 96% of employees are local nationals.
80% of managers are local nationals.
In our established markets, 86% of total employees
and 55% of managers are local nationals.
In developing markets, 98% of total employees and
96% of managers are local nationals.
Finally, in our emerging markets, 99% of total employees
and 93% of managers are local nationals.
As senior management, we consider our top 300 business
leaders, which include country function heads, Group
sub-function heads and the Group’s Operating
Committee, including the CEO.
As local hire, we consider employees of the same
nationality as the operation they work for.
Indirect economic impacts
EC7 Development and impact (current or expected) on 39-42, 168 Covered in detail in this report in the Community
local communities and economies of infrastructure trust section.
investments and services supported
In 2015, we have provided 46,202 m3 of clean water
to communities next to our plants in Aseire, Enugu
and Benin, Nigeria.
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Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
EC8 Understanding and describing significant indirect 16, 17, 39-42, As a business, our primary contribution to the communities
economic impacts, including the extent of impacts 45-46, 169 we serve is through our core business activities, which
generate income for employees, pay our suppliers and
contribute to the public good through e.g. the payment
of state taxes. Within the European Union, the Coca-Cola
System supports approximately 600,000 direct and indirect
jobs throughout our value chain.
Procurement practices
EC9 Proportion of spending on local suppliers at significant 169 Our practice is to source locally, provided that goods and
locations of operation services are available to meet our requirements and quality
standards in an economically viable way. As of 2015, over
90% of our spending is local in our countries of operation
or from within the European Union, which is considered
local for EU countries.
ENVIRONMENTAL
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
Materials
EN1 Materials used by weight or volume 183-185 See Environmental Data Table
FPSS and EN1 Commentary added to specify wild-caught and Does not apply: we do not catch or farm any fish.
farmed seafood
EN2 Percentage of materials used that are recycled 183-185 See Environmental Data Table
input materials
Energy
EN3 Energy consumption within the organisation 183-185 See Environmental Data Table
EN4 Energy consumption outside the organisation 183-185 See Environmental Data Table
EN5 Energy intensity 183-185 See Environmental Data Table
EN6 Reduction of energy consumption as a direct result 169, 183-185 In 2015 we invested €5.3 million in different energy
of conservation and efficiency initiatives efficiency initiatives in our plants which saved 375.3 million
MJ of energy. Our energy use ratio improved by 7.2%
in 2015 vs. 2014. Further, we continued to require the
implementation of our Top 18 Energy Savers Initiatives,
which are mandatory at each of our production sites.
EN7 Reductions in energy requirements of products 169, 183-185 In addition to our 10 existing combined heat and
sold and services achieved power plants, we built two new plants in Nigeria during
2015. We invested €75.4 million in new energy-efficient
and HFC-free cold drink equipment in 2015: this helped
our customers to save 532.4 million kWh of electricity.
Water
EN8 Total water withdrawal by source 169, 183-185 Total water withdrawal amounted to 23.6 billion litres
in 2015. From municipalities: 7.3 billion litres; from wells:
15.6 billion litres; from surface waters: 0.7 billion litres.
EN9 Water sources significantly affected by withdrawal 169, 183-185 None – every bottling plant undertakes a Source
of water Vulnerability Assessment (done in collaboration
with independent experts and consultants) to ensure
the sustainability of water supply, and has an established
Source Water Protection Programme to ensure future
sustainability of water use. Moreover, we have committed
to have all of our sites certified by European Water
Stewardship (EWS) or Alliance for Water Stewardship
(AWS) by 2020. As of end of 2015 we have 13 sites
with a Gold certification in EWS.
EN10 Percentage and total volume of water recycled 169, 183-185 Total volume recycled and reused internally: 1.37 billion litres
and reused
Biodiversity
EN11 Location and size of land owned, leased, managed in, 169 Two sites (Zalaszentgrot in Hungary and Tylicz in Poland)
or adjacent to, protected areas and areas of high are adjacent to Natura 2000 areas. Biodiversity-related
biodiversity value outside protected areas topics are covered in the certification process
for the European Water Stewardship standard
and reported accordingly.
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ENVIRONMENTAL CONTINUED
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
FPSS and EN11 Commentary added to include waters 20, 170, 190 There is no negative impact from our operations on
Natura 2000 areas as certified by the Gold certification in
the European Water Stewardship standard of both sites.
We support water stewardship projects and implement
environmental protection initiatives in 24 countries. In nine
countries, together with The Coca-Cola Company we have
water replenishment projects, which contribute to the
full replenishment of the total volume of water we use
in our final beverages.
EN12 Description of significant impacts of activities, products, None
and services on biodiversity in protected areas and areas
of high biodiversity value outside protected areas
EN13 Habitats protected or restored 170 In 24 countries of operation, we conduct community water
projects with NGOs, a number of which include wetland
habitat protection programmes. In 2015, major programmes
included our partnership with WWF, the Global Water Program,
the GDP – Mediterranean programme – in eight of our
countries and the Yelnya Bog initiative in Belarus. We
also conduct clean-up activities on riversides and
coasts in several of the countries we operate in.
EN14 Number of IUCN Red List species and national conservation None
list species with habitats in areas affected by operations,
by level of extinction risk
Emissions, effluents and waste
EN15 Direct Greenhouse Gas (GHG) emissions (Scope 1) 183-185 See Environmental Data Table
EN16 Energy indirect Greenhouse Gas (GHG) emissions (Scope 2) 183-185 See Environmental Data Table
EN17 Other indirect Greenhouse Gas (GHG) emissions (Scope 3) 183-185 See Environmental Data Table
EN18 Greenhouse Gas emissions intensity 183-185 See Environmental Data Table
EN19 Reduction of Greenhouse Gas (GHG) emissions 183-185 See Environmental Data Table
EN20 Emissions of ozone-depleting substances by weight 183-185 See Environmental Data Table
EN21 NOx, SOx, and other significant air emissions by type 183-185 See Environmental Data Table
and weight
EN22 Total water discharge by quality and destination 17, 183-185 Total waste water discharged: 10.4 billion litres; volume
discharged to municipal treatment systems: 2.8 billion
litres; volume treated on-site and discharged to natural
bodies of water: 7.6 billion litres
EN23 Total weight of waste by type and disposal method 183-185 See Environmental Data Table
EN24 Total number and volume of significant spills 183-185 See Environmental Data Table
EN25 Weight of transported, imported, exported, or treated 183-185 See Environmental Data Table
waste deemed hazardous under the terms of the
Basel Convention Annex I, II, III, and VIII, and percentage
of transported waste shipped internationally
EN26 Identity, size, protected status, and biodiversity value 170, 183-185 Since the completion of our wastewater treatment
of water bodies and related habitats significantly programme in 2011 – with 44 on-site wastewater
affected by discharges of water and runoff treatment plants – no natural habitat is significantly
affected by wastewater discharge, as 100% of our
waste water is treated to levels supporting aquatic life.
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Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
EN27 Initiatives to mitigate environmental impacts of 171, 183-185 Packaging and recovery organisations for post-consumer
products and services and extent of impact mitigation packaging waste are established in 19 countries;
energy-efficient and HFC-free coolers are provided
to our customers; rPET (recycled PET) accounts for 6.3%
of our total PET material; PlantBottleTM is introduced
in 10 countries (Bulgaria, Greece, Hungary, Italy, Poland,
Romania, Russia, Serbia, Slovakia, Switzerland).
EN28 Percentage of products sold and their packaging 171, 183-185 69% of packaging is recovered and collected in the countries
materials that are reclaimed by category where we have contributed to set up recovery organisations.
Compliance
EN29 Monetary value of significant fines and total number 171, 183-185 No significant fines; five ‘Notices of Violation’, four of them
of non-monetary sanctions for non-compliance with no monetary fines and one with a fine of €688.
with environmental laws and regulations
171
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Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
EN30 Significant environmental impacts of transporting 172, 183-185 The impacts of the transport of goods and people result
products and other goods and materials used from the combustion of fuel and resulting air emissions.
for operations and transporting members Number of own vehicles: 15,609. CO2 emissions from own
of the workforce fleet in 2015: 120,100 tonnes, which is 11.5% less vs. 2014.
CO2 emissions from outsourced fleet: 186,519 tonnes,
which is flat vs. 2014, despite transporting a higher
production volume.
Overall
EN31 Total environmental protection expenditures 172, 183-185 Investment in energy optimisation initiatives: €5.3 million.
and investments by type Investments in water-saving initiatives: €4.8 million.
Investments in packaging optimisation projects:
€8.1 million. Investments in energy-efficient and
HFC-free cold drink equipment: €75.4 million.
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Strategic Report
Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Supplier environmental assessment We define tier one suppliers as those that fulfil all, or part of the
following criteria: high percentage of spend; limited alternatives;
Raw material sourcing at Coca-Cola HBC and partnership supporting our business strategies. These suppliers
We consider our suppliers as critical partners, contributing to the are critical to the overall competitiveness and success of Coca-Cola
ongoing and sustainable success of our business and maintaining HBC and of the total supply base.
our reputation with stakeholders. As a critical part of our value chain,
the performance of our suppliers directly impacts the sustainability Tier two suppliers are those which have strategic importance
performance and commitments of Coca-Cola HBC. These include at a local or regional level.
a wide range of economic, environmental and social impacts.
Tier three suppliers represent low-volume, low-spend suppliers
For example, ingredients contribute to 83% of our water footprint
where there are many alternative sources available, enabling
while packaging and Cold Drink Equipment account for 68% of the
a flexible supply base.
value chain emissions. We partner with our suppliers to provide new
technologies for equipment, packaging and Cold Drink Equipment, We place significant focus on forming partnerships with
and with our logistics providers to minimise our impacts and drive multinational suppliers that have supply points located within our
our performance. Given the diversity of countries from which we countries, while also developing strong local suppliers across our
source raw materials, we consider that the labour practices and territories. These efforts support our strategy for local sourcing and
ethical business practices of our suppliers reflect on the contributing to socio-economic development in the countries where
reputation of our Company. we conduct business. These suppliers significantly contribute to
our business and include key markets such as Russia, Nigeria,
We are committed to high standards of performance for
Italy, Romania and Poland.
human rights, labour practices, minimising environmental impacts,
maintaining health and safety and ethical business practices, while For agricultural commodities, we work with multinational
delivering unsurpassed quality. Our supplier partners play a critical suppliers to source ingredients from farms located in Coca-Cola
role in ensuring that we deliver against these standards. HBC countries. For example, we source juice from farms in Greece,
Poland, Serbia, Italy, Russia, Hungary and others; while for sweeteners
Coca-Cola HBC has made strong commitments to reduce
we source sugar from our EU countries, as well as Switzerland, Serbia,
carbon emissions across the value chain by 25% by 2020 against a
Russia, Belarus, Ukraine and others, and iso-glucose from Hungary.
2010 baseline. Our sustainable supply joint value creation initiatives
and joint ventures with our supply partners play an important To ensure proper governance and that our suppliers meet our
role in supporting the Company to achieve this target. In addition, targets, we have implemented policies including our Supplier Guiding
we require all suppliers to adhere to the ethical standards, Principles, Sustainable Agriculture Guiding Principles and Supplier
employment and human rights practices, environmental and work Code of Business Conduct. In addition, we have developed an
safety requirements prescribed in our Supplier Guiding Principles environmental, social and governance supplier pre-assessment
(SGPs). We aim to achieve 100% of our supply base SGPs by 2020. process which includes criteria for supplier selection. We maintain
Moreover, we expect our ingredients and primary packaging suppliers transparency throughout our supply base through our membership
to comply with high food safety standards. Finally, we are working of SEDEX, The Coca-Cola Company Supplier Guiding Principles
towards ensuring that all of our agricultural suppliers meet our audits and in Ecovadis from 2016 onwards. We also recognise
Sustainable Agriculture Guiding Principles (available on our supplier certifications as per international standards including
website at www.coca-colahellenic.com). ISO 9001, 14001, FSSC 2200 and OHSAS 18001. For agricultural
commodities we are aligning with industry to recognise the Rain
Under a unified procurement framework, we segment our supply
Forest Alliance, Fair Trade, Bon Sucro and the Sustainable
base universe of over 43,000 suppliers (reduced from 59,500
Agriculture Initiative Platform.
in 2014) into direct and indirect spend suppliers. Direct spend
suppliers include ingredients and packaging suppliers. Indirect The following flow diagram depicts our process for supply base
suppliers include categories such as IT, production equipment, management, including responsibilities in the organisation and
spare parts, maintenance services, logistics providers, fleet where policies, standards and governance processes are applied.
vehicles, utilities and temporary labour.
We also classify suppliers into three tiers based on their importance
to the business and potential opportunities. We assess a large
part of our suppliers, mainly direct spend suppliers, based on their
financial stability, social and water impacts based on location, energy
and carbon impacts based on supply type, quality impacts based
on supplier performance and external market factors impacting
commodity pricing.
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Develop
Analyse supply Monitor,
change
Map, engage base and Execute measure
Define scope management
and align with develop sourcing contract
and baseline plan and
stakeholders sourcing strategy lifetime
execute tender
strategy management
outcome
Process
Depending on the step, applicable KBIs are as follows: supplier prequalification (ESG),
KBIs number of suppliers, SGP/SAGP compliance, SEDEX/Ecovadis membership, performance KBIs,
lifetime cost improvement, service level to customers and value-added deliverables
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
EN32 Percentage of new suppliers that were screened 173-174 Our Supplier Guiding Principles (workplace accountability
using environmental criteria audits) are the principal tool to monitor actual and negative
performance of our suppliers in terms of environmental
practices. Suppliers contractually confirm adherence to
Coca-Cola HBC SGPs. Moreover, these are part of all
issued tenders and purchase orders sent to suppliers.
As of 2015, all new suppliers have agreed to adhere
to the Supplier Guiding Principles.
EN33 Significant actual and potential negative environmental No significant actual or potential environmental impact.
impacts in the supply chain and actions taken
Environmental grievance mechanisms
EN34 Number of grievances about environmental impacts 174 None. The formal mechanisms that we use in order
filed, addressed and resolved through formal grievance to deal with such issues include: our immediate crisis
mechanisms management processes (Incident Management and Crisis
Resolution, IMCR), direct customer and consumer lines
in all of our 28 countries, our Code of Business Conduct,
ISO audits and workplace accountability audits.
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Supplementary Info & Swiss Statutory Reporting
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Fatalities
Established markets: 0
Developing markets: 0
Emerging markets: 3
Data by gender:
Lost-time incident rate
Male: 0.47
Female: 0.30
Fatalities
Male: 3
Female: 0
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Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
Occupational health and safety
LA7 Workers with high incidence of high risk of diseases 177 4,079 FTE employees operate in Nigeria, where the risk
related to their occupation of exposure to communicable diseases (such as malaria,
HIV etc) is generally higher than the average for our
Group employees.
Among these, there is a higher exposure risk for the
61 employees who work at our wastewater treatment
facilities, where in addition to wastewater from production,
communal wastewater is also treated.
LA8 Health and safety topics covered in formal 177 In 10 countries health and safety topics are part of trade
agreements with trade unions union agreements, covering a total of 8,767 employees.
Training and education
LA9 Average hours of training per year per full-time equivalent 177 Average training hours per FTE: 21.4
(FTE) employee by gender, and by employee category Female average training hours per FTE (excluding Nigeria): 19.3
Male average training hours per FTE (excluding Nigeria): 18.5
177
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Established markets:
Senior leaders: 75%
Management positions: 86%
Managers of others: 103%
Management trainees: 83%
Developing markets:
Senior leaders: 70%
Management positions: 103%
Managers of others: 118%
Management trainees: 99%
Emerging markets:
Senior leaders: 88%
Management positions: 91%
Managers of others: 90%
Management trainees: 96%
Established:
Senior leaders: 74%
Management positions: 83%
Managers of others: 105%
Management trainees: 110%
Developing:
Senior leaders: 47%
Management positions: 87%
Managers of others: 96%
Management trainees: 83%
Emerging:
Senior leaders: 103%
Management positions: 90%
Managers of others: 83%
Management trainees: 92%
Supplier assessment for labour practices
LA14 Percentage of new suppliers that were screened 173, 178 Our Supplier Guiding Principles, or SGPs, (workplace
using labour practices criteria accountability audits), are the principal tools to monitor
actual and negative performance of our suppliers in
terms of labour practices. Suppliers contractually confirm
adherence to CCHBC SGPs. Moreover SGPs are part
of all issued tenders and purchase orders sent to suppliers.
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Corporate Governance
Financial Statements
Supplementary Info & Swiss Statutory Reporting
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
HR2 Total hours of employee training on policies and 19, 179 All Directors and employees are trained on the Code of
procedures concerning aspects of human rights that Business Conduct, which includes human rights and other
are relevant to operations, including the percentage ESG requirements. All employees must gain certification.
of employees trained In 2015, 42,762 training hours were devoted to training on
CCH Policies and Guidelines.
Non-discrimination
HR3 Total number of incidents of discrimination None
and corrective actions taken
Freedom of association and collective bargaining
HR4 Operations and significant suppliers identified in which None
the right to exercise freedom of association and
collective bargaining may be violated or at significant risk,
and actions taken to support these rights
Child labour
HR5 Operations and significant suppliers identified as having None
significant risk for incidents of child labour, and measures
taken to contribute to the effective abolition of child labour
Forced or compulsory labour
HR6 Operations and significant suppliers identified as having None
significant risk for incidents of forced or compulsory labour,
and measures to contribute to the elimination of all forms
of forced or compulsory labour
Security practices
HR7 Percentage of security personnel trained in the 179, 186 The Code of Business Conduct emphasises that
organisation’s policies or procedures concerning aspects compliance is our way of doing business with integrity.
of human rights that are relevant to operations All new employees, including national security leaders
and managers, receive Code of Business Conduct and
anti-corruption training, which is refreshed every two
years. Most on-site security personnel are employees
of contracted partners, who also have to abide by CCHBC’s
Supplier Guiding Principles and all other applicable
Company policies as per their contract, and receive
relevant information as part of their induction.
Indigenous rights
HR8 Total number of incidents of violations involving rights None
of indigenous people and actions taken
Assessment
HR9 Percentage and total number of operations that 179 During 2015 33 (50%) of the bottling plants operating
have been subject to human rights reviews and/or were audited. We have a three-year audit plan with
impact assessments 13 plants scheduled for 2016.
Supplier human rights assessment
HR10 Percentage of new suppliers that were screened 19, 179 Our Supplier Guiding Principles (workplace accountability
using human rights criteria audits) are the principal tools to monitor actual and
negative performance of our suppliers in terms of
human rights. Suppliers contractually confirm adherence
to CCHBC SGPs. Moreover SGPs are part of all issued
tenders and purchase orders sent to suppliers.
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SOCIAL: Society
Performance Reference to
indicator page numbers
and DMA Description in the IAR Content or reference
Local communities
SO1 Percentage of operations with implemented local 39-42, 180 All our operations implement community
community engagement, impact assessments engagement and developmental programmes. In 2015,
and development programmes nine of our countries implemented socio-economic impact
assessments (SEIAs), while publicly disclosed information
with SEIA studies is currently underway in 10 more
Coca-Cola HBC countries.
SO2 Operations with significant actual and potential 180 During 2015, we continued to consolidate our infrastructure
negative impacts on local communities in order to improve efficiency across the organisation.
These projects involved the majority of the countries in
which we operate and the resulting restructuring initiatives
can have an impact on local communities, when they involve
the closing or consolidation of facilities. In all such cases,
we have taken actions to minimise the impact, for example
by providing those people affected with other employment
opportunities within the organisation, relocation support,
or voluntary exit packages and professional support to
facilitate employment elsewhere.
Anti-corruption
SO3 Percentage and total number of business units 17, 58, 180 We have a zero-tolerance approach to corruption.
analysed for risks related to corruption Bi-annual mandatory training programmes ensure
SO4 Communication (employees, business partners, 17, 58, 180 employees understand both applicable anti-bribery and
governmental bodies) and training (total number anti-corruption laws and our Anti-Bribery Policy, and act
and percentage) on anti-corruption policies in compliance with these. Programmes are developed by
and procedures the legal department with in-class training for risk-zone
employees to target specific risks faced by each regional
function. For further information please see the Anti-Bribery
Policy and Compliance Handbook and Code of Business
Conduct on our website (www.coca-colahellenic.com)
SO5 Confirmed incidents of corruption and actions taken 17, 58, 180 No reported incidents of corruption.
Anti-bribery and corruption are specifically categorised
as risks within our Enterprise Risk Universe. As part of their
quarterly risk review process, operations assess current
and emerging risks within this category, and where a risk
is identified, implement appropriate mitigation steps.
Public policy
SO6 Total value of financial and in-kind contributions to political None
parties, politicians, and related institutions by country
FPSS and SO6 Report context of any lobbying activities related Coca-Cola HBC did not engage in any lobbying activity
to subsidised or otherwise advantaged production related to subsidised production.
(for example, lobbying by food processing companies
to influence agricultural legislation)
Anti-competitive behaviour
SO7 Total number of legal actions for anti-competitive None
behaviour, anti-trust, and monopoly practices and
their outcomes
Compliance
SO8 Monetary value of significant fines and total number None. We collect reports from countries at Group level
of non-monetary sanctions for non-compliance with on contingencies, including fines, that are over a specific
laws and regulations threshold, for the purpose of submitting these to our
external financial auditors.
Supplier assessment for impacts on society
SO9 Percentage of new suppliers that were screened 19, 180 Our Supplier Guiding Principles (workplace accountability
using criteria for impacts on society audits) are the principal tools to monitor actual and
negative performance of our suppliers in terms of societal
impact. Suppliers contractually confirm adherence to
Coca-Cola HBC SGPs. Moreover SGPs are part of all
issued tenders and purchase orders sent to suppliers.
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Supplementary Info & Swiss Statutory Reporting
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Financial Statements
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* As of 2015 reported carbon emissions for Scope 2 are market-based. For the baseline year and years prior to 2015, we have used location-based results
as a proxy since a true market-based result could not be calculated. 185
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Supplier engagement
HR2 Number of independent SGP audits 49 47
EC1 Total supplier spend €2,835 million €2,926 million
EC6 Spending within local territories (includes EU) >90% >90%
Economic benefits
EC1 Income taxes €76.4 million €57.8 million
Established: 6,642
Developing: 5,315
Emerging: 21,354
In addition, during 2015
we employed 4,491 people
on a contractor basis,
317 self-employed
workers and 388 seasonal
workers, who were not on
Coca-Cola HBC contracts
Remuneration and incentives
G4-54 Ratio of the annual total compensation for the organisation’s Ratio calculated in Euros:
highest-paid individual to the median annual total compensation Established markets: 16.2
for all employees, by segment Developing markets: 36.9
Emerging markets: 80.4
G4-55 Ratio of percentage increase in annual total compensation for the Rate of increase/
organisation’s highest-paid individual to the median percentage (decrease) calculated
increase in annual total compensation for all employees, by segment based on
Euro-based ratios
Our Supply Chain organisation plays a central role in our business, ensuring that in all our processes we minimise our environmental impact,
and ensure sustainability in our value chain, all the way from sourcing raw materials to manufacturing the end product and distributing
it to our customers.
In our own business, we are creating a 100% quality culture with zero tolerance for failure to meet standards. This approach extends to our
suppliers. Coca-Cola HBC requires Tier 1 suppliers (as defined on page 173 of this report) to gain certification to the following standards:
ISO 9001 (quality), ISO 14001 (environment) and OHSAS 18001 (health and safety). Ingredient and packaging suppliers must also
achieve certification to FSSC 22000 for food safety and the Global Food Safety Initiative (GFSI). Quality and food safety remain our
top priority to ensure that we meet customer and consumer expectations while delivering against our cost leadership commitments.
We have stringent processes in place to minimise the occurrence of quality issues. However, when issues arise, we have robust procedures
and systems in place that enable us to deal with them quickly and efficiently, thus ensuring that our customers and consumers retain
confidence in our products.
We operate in a vast territory stretching across 28 countries in three continents. While providing us with opportunity, this footprint also
challenges us to constantly optimise our operational infrastructure. Our aim is to build a borderless Supply Chain that will supply our territory
at optimum cost and have the capability to embed innovative technologies fast. As we look for opportunities to optimise our infrastructure,
we seek to build or transform existing plants into efficient mega-plants, where it makes sense, which can effectively serve a country or an
entire region. Such optimisation takes into consideration the Group supply chain as a whole, in an integrated manner, from the number of
plants and the number and nature of filling lines to the number of distribution centres and warehouses.
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Use of information: 1
Anti-bribery and corruption: 3
Dealing with customers, suppliers and competitors: 3
Workplace health and safety: 5
Fair treatment of employees: 8
Conflicts of interest: 9
Business and financial records: 32
Safeguarding Company assets: 32
Other: 12
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Financial Statements
Supplementary Info & Swiss Statutory Reporting
Coca-Cola HBC has participated in the UN Global Compact since 1.1.4 Effective management systems to integrate
2005 and is continuously working to implement and promote the the human rights principles
10 Principles in support of human rights, labour rights, the –– Our commitments are integrated into management systems
environment and anti-corruption. and training.
–– During 2015, 66 bottling plants were operational, 65 of which
More specifically, we fulfil our commitments to the UN Global
were certified to OHSAS 18001 – 99.4% of production volume.
Compact by:
–– High-profile health and safety campaigns and gender diversity
–– Implementing the 10 Principles into Company operations initiatives are among the programmes which bring our
and strategy commitments to life.
–– Supporting the Compact’s global platforms, including
the CEO Water Mandate and Caring for Climate initiatives 1.1.5 Effective monitoring and evaluation of mechanisms
–– Contributing to UN sustainable development goals of human rights integration
–– Working to make our supply chain more sustainable –– Regular reviews check that we adhere to all applicable laws and
regulations, our Code of Business Conduct and internal standards.
–– Promoting the development of local networks
–– Certification on a regular basis confirms that we are in legal
–– Reporting transparently in accordance with GRI G4 standards compliance, processes are well implemented, targets are set
and reached and reporting is timely and accurate.
1.1 GC Advanced Level
Our Integrated Annual Report serves as our Communication –– Both suppliers and Company-owned operations are subject
on Progress (COP) to the Global Compact. To achieve Advanced to independent assessments of workplace conditions.
Level status we must meet the 21 criteria of the COP Differentiation –– We have a well-publicised whistleblower system, with all
programme. Below is a summary of these criteria and how we meet contacts investigated.
each one. –– Coca-Cola HBC received no fines for non-compliance
with human rights-related laws and regulations in 2015.
1.1.1 Mainstreaming into corporate functions and business units
We have integrated sustainability into the way we run our business. Robust Labour Management
We identified material issues to our business with our stakeholders Policies and Procedures
and developed ambitious strategies, demanding targets, rigorous
1.1.6 Robust commitments, strategies or policies
governance and integrated reporting. We have also implemented
in the area of labour
internationally recognised management systems. Almost all (99.4%)
–– Relevant policies include our Human Rights Policy and
of our production volume now comes from plants that are certified
Supplier Guiding Principles (SGPs), available on our website.
for quality (ISO 9000), environment (ISO 14001), health and safety
(OHSAS 18001) and food safety (ISO 22000 and FSSC 22000). –– Our SGPs (workplace accountability audits) are the principal
tools to monitor actual and negative performance of our suppliers
in terms of labour. Suppliers contractually confirm adherence
1.1.2 Value chain implementation
to Coca-Cola HBC SGPs. Moreover SGPs are part of all issued
Our supply chain is the biggest contributor to our impacts,
tenders and purchase orders sent to suppliers. As of 2015,
particularly from an environmental perspective. To address this,
all new suppliers have accepted adherence to the Supplier
we work with our suppliers, NGOs and other partners to tackle issues
Guiding Principles.
such as water use and carbon emissions in our agricultural supply
chain. We have also begun collaborative work with customers on joint –– We also have a commitment to engage in social dialogue in
sustainability initiatives. Together with The Coca-Cola Company, we the communities where we live and work. Various community
are setting long-term sustainability targets and public commitments development and investment initiatives that serve the needs of
for our business that include our supply chain in a lifecycle approach. the communities in the countries where we operate are included
in this report, in the Community trust section.
Robust Human Rights Management
1.1.7 Effective management systems to integrate
Policies and Procedures the labour principles
1.1.3 Robust commitments, strategies or policies –– These commitments are integrated into our management
in the area of human rights systems and training programmes.
–– Relevant policies include: an updated Human Rights Policy, –– We have independent unions and/or works councils as well as
including reference to the UN Framework and Guiding Principles formal communications protocols in place. For details please see
on Business and Human Rights (the Ruggie Framework) and the relevant sections of our GRI data table included in this report.
ILO International Labour Standards; Equal Opportunities Policy;
–– Comprehensive people development initiatives endeavour to
Supplier Guiding Principles; Occupational Health and Safety Policy;
ensure all employees achieve their potential. Pay for entry-level
and HIV-AIDS Policy.
positions is significantly above local minimum wage, where one
–– In 2015, in Northern Ireland, we ran a programme for high-potential exists. For details, please see the GRI data table in this report.
women focused on developing their business knowledge,
–– We conduct gender diversity programmes in our own operations.
confidence and leadership skills. The programme, called Elevating
Women in Management, provides personal development planning –– We work to improve working conditions in informal packaging
and coaching support and has been given positive reviews by collection systems.
participating women associates –– We participate in industry initiatives, e.g. AIM-Progress,
–– We continue to support the 5by20 programme of The Coca-Cola SEDEX (procurement).
Company to empower five million women entrepreneurs by 2020.
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1.1.8 Effective monitoring and evaluation mechanisms –– Regular meetings (via webinars) are held at which people
of labour principles integration responsible for environmental issues at corporate and
–– Regular reviews check that we adhere to all applicable country level discuss performance and share best practices.
labour laws and regulations and internal standards. –– There is an intranet-based system for sharing successful practices
–– Independent audits are undertaken of both Company from all countries and tracking replication by other countries.
and supplier workplaces. Within the successful practices database, there are several
–– We have a well-publicised whistleblower system, environmental categories such as water reduction, energy
with all contacts investigated. optimisation, waste management, recycled waste,
–– Coca-Cola HBC received no significant fines for wastewater treatment etc.
non-compliance with labour laws and regulations in 2015. –– Compliance and continuous improvement are integral to our
management systems. Annual targets are set and progress is
Robust Environmental Management monitored by the Board of Directors (via its Social Responsibility
Policies and Procedures Committee), and reported publicly.
–– Coca-Cola HBC received no significant fines for non-compliance
1.1.9 Robust commitments, strategies or policies with environmental laws and regulations in 2015. For details
in the area of environmental stewardship please see the GRI data table in this report.
–– We have publicly available policies on water stewardship,
climate change, packaging and recycling. –– For two consecutive years the Group has rewarded the country
with the best annual environmental performance.
–– All of our suppliers are required to adhere to our Supplier
Guiding Principles.
Robust Anti-Corruption Management
–– Environmental targets to 2020 and performance against
Policies & Procedures
them are publicly reported.
–– Since 2011, 100% of wastewater is treated to a level 1.1.12 Robust commitments, strategies or policies
that supports aquatic life. in the area of anti-corruption
–– Coca-Cola HBC’s zero-tolerance approach to corruption is clearly
–– We develop energy-efficient HFC-free refrigeration
defined in our Anti-Corruption Policy and Compliance Handbook,
with suppliers – up to 63% more energy-efficient than
which prohibits bribery both in commercial dealings with our
2004 models. Details in the GRI data table in this report.
customers and suppliers, and in contacts with government
–– We have built 12 CHP plants to date; these reduce authorities and government officials.
emissions from each bottling plant by at least 40%.
–– Our Code of Business Conduct emphasises that compliance
–– In 2015 we committed to four out of six initiatives is the Coca-Cola HBC way of doing business with integrity.
of the ‘We Mean Business’ coalition prior to the All new employees receive Code of Business Conduct and
COP21 meeting in Paris. anti-corruption training, which is refreshed every two years,
underlining our zero-tolerance approach to corruption.
1.1.10 Effective management systems to integrate
–– We expect our suppliers to adhere to and audit them
the environmental principles
against our Supplier Guiding Principles that require, among
–– During 2015, 66 bottling plants were operational, 65 of which
other things, compliance with all applicable anti-corruption laws.
had achieved ISO 14001 certification, accounting for 99.4%
of our production volume. In 2015, we achieved certification –– We have worked with Global Compact local networks
in energy management for our plant in Prague (Czech Republic). and others to conduct anti-corruption initiatives.
–– In the period 2013-15 we achieved 13 Gold certificates by –– We publicly report on Code of Business Conduct violations by
the European Water Stewardship Standard (EWS) and we have type and relevant actions/learnings undertaken as a result.
committed to certify 100% of our plants by 2020 to the European
Water Stewardship Standard (EWS) or Alliance for Water 1.1.13 Effective management systems to integrate
Stewardship (AWS). the anti-corruption principles
–– All employees undergo mandatory training and certification
–– In each of our countries we have a Carbon and Water champion
in the Code of Business Conduct and the Anti-Bribery Policy
who works with the Corporate Carbon and Water team to plan,
and Compliance Handbook.
investigate, track and implement carbon and water reduction
initiatives. –– We require employees to obtain prior legal approvals before
extending anything of value to government officials or hiring any
–– Environmental priorities (Carbon and Water reduction) are part
third party to represent us with government officials. We require
of each country’s Business Plan process.
employees to accurately record expenses related to dealings
with government officials and commercial parties.
1.1.11 Effective monitoring and evaluation mechanisms
for environmental stewardship –– We routinely conduct third-party due diligence to ensure that
–– Regular reviews check that we adhere to all applicable third parties interacting on our behalf with government officials
environmental laws and regulations and internal standards. are carefully chosen against our anti-corruption criteria and
agree to abide by our Anti-Bribery Policy.
–– Environmental management systems and data are audited
annually by third parties at all bottling plants. –– We offer annual risk tailored in-class workshops on anti-corruption
to our ‘risk-zone’ employees.
–– Regular internal audits assure that all plants meet environmental
requirements (both legal and our internal ones). –– To foster an integrity culture, we run Group-wide Ethics and
Compliance Week setting tone from the top and the middle
–– Regular performance review meetings are held at plant level,
management, and offering employees engaging business
country level and corporate level (at least monthly) for the main
ethics and anti-corruption communication.
environmental KPIs.
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Supplementary Info & Swiss Statutory Reporting
–– Employees can raise concerns about conduct and compliance 1.1.17 Advocacy and public policy engagement
in various ways, including our confidential whistleblower –– We work with industry associations to inform public policy on
hotline and email system. We also have an open door policy. sustainability challenges, sharing our experience and advancing
–– We commit to protecting from retaliation those who raise practical solutions. Since 2005, our Green Danube partnership
concerns in good faith. has conducted advocacy in 11 countries.
–– We aim to be transparent about our positions – calling for urgent
1.1.14 Effective monitoring and evaluation of mechanisms action on climate change, for example. We offer consumers
for the integration of anti-corruption healthy products and choice in all markets and we oppose measures
–– We internally audit our third-party due diligence that single out products or industries, such as soft drink taxes.
programme and monitor employee anti-corruption training. We also challenge proposals that focus more on short-term
–– All contacts are investigated and any material issues financial gain than long-term sustainability.
are reported to the Audit and Risk Committee.
–– All violations of our Code result in disciplinary action, 1.1.18 Partnerships and collective action
even dismissal. –– Multi-stakeholder partnerships are critical to solving many
sustainability challenges. We participate in many such initiatives,
–– Our whistleblower system is independently audited by
even setting them up where none exist.
Denkstatt each year.
–– We have supported the development of Local Networks and
–– Independent audits of supplier sites are conducted. In 2015,
in 2015 were actively involved in nine UN Global Compact
49 audits took place.
networks.
–– Since 2005, our Green Danube partnership with the ICPDR has
Action in Support of Broader UN Goals and Issues been active in conservation, awareness-raising, education and
1.1.15 Core business contributions to UN goals and issues advocacy in 11 countries. In total, we conduct community water
–– Coca-Cola HBC’s primary contribution is through core business and environmental protection partnerships in 24 countries.
activities. Direct and indirect employment, salaries, supplier –– Underpinned by a global agreement between the Coca-Cola
payments, community investments and government taxes System and the International Federation of Red Cross and Red
are among the ways that we generate local economic benefit. Crescent societies, we work with national Red Cross societies
–– Our business also brings indirect benefits, such as technical on emergency relief and other locally relevant issues.
expertise or inward investment – particularly important in –– We have led the set-up of recovery organisations in 19 countries,
developing or transitional economies. We are helping to develop which collect, recycle or recover beverage packaging. We also
the Russian sugar beet industry, for example, bringing in technical supported the establishment in Austria of the first PET-to-PET
expertise and funding so as to stop importing foreign cane sugar. recycling plant, closing the recycling loop.
–– As a founding member of the CEO Water Mandate and Caring –– Active lifestyles and youth development are other key areas
for Climate initiatives, Coca-Cola HBC has committed to address where we work with NGOs, government agencies and other
water conservation and CO2 emissions in our operations, technical experts.
supply chain and beyond.
–– We also support entrepreneurs in our value chain. In Nigeria, Corporate Sustainability Governance
we are helping women micro-distributors as part of the global and Leadership
5by20 programme of The Coca-Cola Company to empower
five million female entrepreneurs by 2020. 1.1.19 CEO commitment and leadership
–– The CEO and Management of Coca-Cola HBC support the
1.1.16 Strategic social investments and philanthropy UN Global Compact and oversee our work in the areas of human
–– Our four strategic focus areas are: youth/education, sport/active rights, labour rights, the environment and anti-corruption, and
lifestyles, water/environment protection and emergency relief. through these also contribute to the UN’s recently articulated
Most of our community funding was channelled into these four Sustainable Development Goals, as highlighted in his statement
areas in 2015. For more information please see the Community at the beginning of this report.
Trust section of this report. –– The CEO has incentivised targets related to sustainable
–– We engage with UNDP, UNEP, UNESCO and other agencies development in his performance plan, as do all other
to address broader UN goals. Partnerships focus on such issues OPCO members.
as: access to sanitation, safe drinking water and watershed –– The CEO is actively involved in our sustainability agenda and attends
conservation; youth development and education; quarterly meetings of the Board’s Social Responsibility Committee.
entrepreneurship and job creation; HIV/AIDS and –– The CEO also participates in ‘top-to-top’ meetings with partners
malaria and disaster relief and rehabilitation. such as The Coca-Cola Company and other bottlers to ensure
–– In 2015 we channelled more than €8.2 million – approximately alignment of priorities including sustainability issues, strategies
2.3% of our reported pre-tax profit – into community investment and targets.
programmes. We submit this data to the London Benchmarking
Group (LBG) for verification.
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1.1.20 Board adoption and oversight –– We engage with a wide range of stakeholders on our sustainability
–– The Board of Directors strongly supports the UN Global Compact pillars including employees, consumers, customers and suppliers,
and our work in the local networks, as seen by the Chairman’s as well as non-governmental organisations (NGOs), regulatory
letter in the Annual Integrated Report. bodies, industry associations and authorities, both local and
–– The Social Responsibility Committee of the Board of Directors national, and the communities in which we operate.
meets quarterly to review and guide sustainability performance. –– Our annual Stakeholder Forum brings together academics,
The chairman is Sir Michael Llewellyn-Smith, the Senior government, industry, suppliers and other participants in our
Independent Director on our Board. value chain. Please see more about this in the GRI Index
section of this report.
1.1.21 Stakeholder engagement –– We also participate in multi-stakeholder partnerships to address
–– Proactively engaging with our key stakeholders is an important issues that are material to our business and our communities.
part of defining the issues that are material to our business.
Progress against the United Nations’ Global Compact CEO Water Mandate
Coca-Cola HBC is a founder signatory of the UN Global Compact’s CEO Water Mandate. An in-depth discussion of our water stewardship
strategy and progress can be found our Integrated Annual Report which together with this section serve as our COP-Water. Below is
a summary of our progress in the six focus areas of the Water Mandate.
CEO Water Mandate Coca-Cola HBC’s progress
1. Direct Operations
–– Conduct a comprehensive water-use assessment to understand –– Awarded new European Water Stewardship Gold Level certification at eight
Company’s water use in direct production. facilities in 2015, and overall since 2013 13 sites have the Gold EWS.
–– Set targets for operations for water conservation and wastewater –– 64.3% reduction in direct water footprint since 2004 – target is 75%
treatment, framed in a corporate cleaner production and reduction by 2020.
consumption strategy. –– 30.2% improvement in water efficiency since 2004 – target is 40%
–– Invest in and use new technologies to achieve these goals. improvement by 2020. In 2015 we reset the target: 30% improvement
–– Raise awareness in corporate culture. in 2020 vs. 2010.
–– Include water sustainability in business decision-making. –– 100% of wastewater treated since 2011.
–– All bottling plants undertake the following reviews: annual water footprint
assessment; bi-annual risk assessments; source vulnerability assessments;
and source water protection programmes. All are subject to internal audit.
–– Using the Global Water tool for water stress projection per plant.
–– During 2015, 66 plants were operational, 65 of which were ISO 14001-certified,
accounting for 99.4% of annual production volume.
–– Working with equipment suppliers to develop and implement water-saving
technologies and more water-efficient cleaning methods.
–– Work with UNIDO (United Nations Industrial Development Organization)
to introduce a Chemical leasing project (paying not for kilogrammes
of chemical used but for cleaning effectiveness which reduces water
and chemicals in the plant).
–– Mandatory ‘Top 10 Water Savers initiative’ which helps plants across our
operations identify water-saving opportunities (68.2% implementation rate
in 2015)
–– Invested €4.8 million in water reduction initiatives in 2015.
–– Voluntary employee participation is encouraged in watershed
protection initiatives.
–– Our new ‘Near Loss-leading’ KPI encourages our employees to report
water-saving ideas and opportunities.
–– In 2015 we introduced a ‘true cost of water and water stress multiplier’
to support decision-making process for investment projects.
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Working collaboratively with other enterprises nationally and sectorally, –– Tier 1 suppliers, as defined on page 173 of this report, are required
and along our value chains, by setting standards and taking joint initiatives to gain ISO 14001 certification
aimed at reducing climate risks, assisting with adaptation to climate –– Develop with suppliers HFC-free, energy-efficient refrigeration that
change and enhancing climate-related opportunities. is up to 63% more efficient than 2004
–– Work with suppliers to light-weight packaging and increase recycled PET
content – in 2015 rPET was 15,838 tonnes, 19.4% higher than in 2014
–– Launched PlantBottleTM, made from up to 30% renewable plant-based
sources, in 10 countries
–– Developed with suppliers the lightest can in Europe (B-can)
–– Led set-up of 19 recovery organisations; equivalent of 69% of our
packaging is recovered or recycled
–– Sustainable agriculture programme
Becoming an active business champion for rapid and extensive response –– Through the 19 recovery organisations we have helped set up, we provide
to climate change with peers, employees, customers, investors and the infrastructure and education to encourage consumers to recycle
broader public. –– Provide support to WWF Earth Hour campaign in some of our countries
of operation
–– World Water Day campaign in several countries
–– Training programmes for employees: local training; central environmental
training for people from production, engineering, quality, sustainability
(more than 220 people from 23 countries trained in the last years);
training in Super Ambassador programme for Key Account Managers
within the commercial function
–– Work with suppliers on development of a range of packaging optimisation
and light-weighting initiatives, and on developing eco-friendly coolers
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Shareholder Information
We take great pride in being regarded as a transparent and Share price performance
accessible company in all our communications with the investment LSE: CCH 2015 2014 2013
communities around the world. In £ per share
Coca-Cola HBC engages with key financial audiences, including Close 14.48 12.28 17.62
institutional investors, sell-side analysts and financial journalists, High 16.29 18.00 19.70
as well as our Company’s shareholders. The Investor Relations Low 10.57 12.14 14.65
department manages the interaction with these audiences by Market capitalisation (at close, £m) 5,237 4,475 6,479
attending ad hoc meetings and investor conferences throughout
the year, in addition to the regular meetings and presentations
ATHEX: EEE 2015 2014 2013
held at the time of the results announcements.
In € per share
Dividends
Listings For 2015, the Board of Directors has proposed a 0.40 Euro dividend
Coca-Cola HBC AG (LSE: CCH) was admitted to the premium listing per share in line with the Group’s progressive dividend policy. This
segment of the Official List of the UK Listing Authority and to trading compares to a dividend payment of 0.36 Euro per share for 2014.
on the London Stock Exchange’s main market for listed securities on
29 April 2013. With effect from 29 April 2013, Coca-Cola HBC AG’s For more information on our dividend policy and dividend history,
shares were also admitted on the Athens Exchange (ATHEX: EEE). please visit our website at www.coca-colahellenic.com.
Coca Cola HBC AG has been included as a constituent of the FTSE Financial calendar
100 and FTSE All-Share indices from 20 September 2013.
13 May 2016 First quarter trading update
21 June 2016 Annual General Meeting
London Stock Exchange
Ticker symbol: CCH 11 August 2016 Half-year financial results
ISIN: CH019 825 1305 9 November 2016 Third quarter trading update
SEDOL: B9895B7
Reuters: CCH.L
Corporate website
Bloomberg: CCH LN
www.coca-colahellenic.com
Athens Exchange
Ticker symbol: EEE Shareholder and analyst information
ISIN: CH019 825 1305 Shareholders and financial analysts can obtain further information
Reuters: EEEr.AT by contacting:
Bloomberg: EEE GA Investor Relations
Tel: +30 210 618 3100
Credit rating Email: [email protected]
Standard & Poor’s: L/T BBB+, S/T A2 BBB, stable outlook IR website: www.coca-colahellenic.com/investorrelations
Moody’s: L/T Baa1, S/T P2, stable outlook
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198 Report of the statutory auditor on Coca-Cola HBC AG’s consolidated financial statements
199 Report of the statutory auditor on Coca-Cola HBC AG’s financial statements
200 Coca-Cola HBC AG’s financial statements
209 Report of the statutory auditor on the Statutory Remuneration Report
210 Statutory Remuneration Report
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Report of the statutory auditor on Coca-Cola HBC AG’s consolidated financial statements
As statutory auditor, we have audited the accompanying consolidated financial statements of Coca-Cola HBC AG, which comprise the
Consolidated Balance Sheet, Consolidated Income Statement, Consolidated Statement of Comprehensive Income, Consolidated Statement
of Changes in Equity, Consolidated Cash Flows Statements and Notes to the Consolidated Financial Statements (pages 106 to 163), for the
year ended 31 December 2015.
Auditor’s responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in
accordance with Swiss law and Swiss Auditing Standards as well as the International Standards on Auditing. Those standards require that we
plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial
statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement
of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal
control system relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s
internal control system. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of
accounting estimates made, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the
audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements of Coca-Cola HBC AG for the year ended 31 December 2015 give a true and fair view
of the financial position, the results of operations and the cash flows in accordance with International Financial Reporting Standards (IFRS)
and comply with Swiss law.
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Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Swiss
law and Swiss Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control system relevant to
the entity’s preparation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the entity’s internal control system. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness of accounting estimates made, as well as evaluating the overall
presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion.
Opinion
In our opinion, the financial statements of Coca-Cola HBC AG for the year ended 31 December 2015 comply with Swiss law and the
Company’s articles of incorporation.
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Financial Statements
Supplementary Info & Swiss Statutory Reporting
Statement of Income
For the year ended
31 December 2015
Note CHF
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1. Principles
Accounting principles applied in the preparation of the financial statements
These financial statements have been prepared in accordance with the provisions of commercial accounting as set out in the Swiss Code
of Obligations (Art. 957 to 963b CO, applicable to the year ended 31 December 2015). Significant accounting and valuation principles are
described below:
Dividend income
Dividend income is recognised when the right to receive payment is established.
Investment in subsidiary
Investment in subsidiary is valued at historical cost and tested for impairment if identified triggering events occur.
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Treasury shares
Treasury shares are usually recognised at acquisition cost and deducted from shareholders’ equity at the time of acquisition. If treasury shares
are sold, the gain or loss arising is recognised in the income statement as finance income or finance expense.
In 2015 the Company has adopted a practice to reduce the value of its investment in Coca-Cola HBC Holdings B.V. by an amount equal to
the dividend received from that subsidiary.
The principal direct and indirect participations of the Company are disclosed in Note 33 to the consolidated financial statements.
2.3. Short-term liabilities to direct and indirect participations and accrued expenses
As at
31 December 2015
CHF
CCB Management Services GmbH, Vienna 3,088,364
Coca-Cola Hellenic Business Service Organisation, Sofia 3,706
Coca-Cola HBC Ireland Limited, Dublin 66,043
Coca-Cola HBC Finance B.V. Amsterdam 1,560,031
Total short-term liabilities to direct and indirect participations 4,718,144
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1. On 23 June 2015, the Annual General Meeting adopted a proposal for share buy-back of up to 3,000,000 ordinary shares. The programme started on
17 August 2015 and finished on 21 December 2015. The Company purchased 3,000,000 of its ordinary shares of CHF 6.70 each at an average price
of GBP 1,407.53 pence per share (minimum price of GBP 1,284.67 pence and maximum price of GBP 1,548.45 pence).
2.7 Equity
Share capital Legal capital reserves Retained earnings Treasury shares Total
Reserves from Reserves for
capital treasury shares
contributions held by subsidiaries
CHF CHF CHF CHF CHF CHF
Balance as at 1 January 2015 2,464,388,955 6,276,922,292 85,298,196 200,291,137 (1,950,100) 9,024,950,480
Shares issued to employees
exercising stock options 2,157,735 3,452,593 5,610,328
Dividends1 (142,615,107) (142,615,107)
Own shares bought back 2015 (63,897,028) (63,897,028)
Loss of the year (55,673,772) (55,673,772)
Balance as at 31 December 2015 2,466,546,690 6,137,759,778 85,298,196 144,617,365 (65,847,128) 8,768,374,901
1. At the Annual General Meeting of the Company held on 23 June 2015, the shareholders approved the distribution of a €0.36 dividend per each ordinary registered
share. The dividend was paid on 28 July 2015 and amounted to CHF 142,615,107.
Management fees relate to service income earned from services provided to the Company‘s direct and indirect participations.
Guarantee fee is the income the Company receives for the services provided as guarantor to Coca-Cola HBC Finance B.V.
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3. Other information
3.1. Net release of hidden reserves
No hidden reserves have been released for the year ended 31 December 2015.
3.3. Lease liabilities (not terminable or expiring within 12 months of balance sheet date)
2015
Residual term (years) CHF
Office rental , Turmstrasse 26, Zug 1 to 5 years 799,427
Total lease liabilities 799,427
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Coca-Cola HBC – 2015 Integrated Annual Report
1. Basis: total issued share capital including treasury shares. Share basis 368,141,297.
2. Basis: total issued share capital excluding treasury shares. Share basis 361,696,237.
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31.12.2015
Percentage of issued Percentage of
Number of shares share capital1 outstanding share capital2
Operating Committee
Alain Brouhard 11,186 0.00% 0.00%
Jan Gustavsson 47,856 0.01% 0.01%
John Brady 10,145 0.00% 0.00%
Keith Sanders 24,228 0.00% 0.00%
Martin Marcel6 3,797 0.01% 0.01%
Michalis Imellos 11,585 0.00% 0.00%
Sanda Parezanovic7 425 0.00% 0.00%
Sotiris Yannopoulos 7,993 0.00% 0.00%
Zoran Bogdanovic 13,600 0.00% 0.00%
1. Basis: total issued share capital including treasury shares. Share basis 368,141,297 as at 31 December 2015.
2. Basis: total issued share capital excluding treasury shares. Share basis 361,696,237 as at 31 December 2015.
3. The infant child of Mr. Anastassis David being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the late
Anastasios George Leventis, of which Truad Verwaltungs AG is the Trustee, has an indirect interest with respect to the 85,355,019 shares held by Kar-Tess Holding S.A..
The infant child of Mr. Anastassis David being a beneficiary of a further private discretionary trust for the primary benefit of present and future members of the family of the
late Anastasios George Leventis, of which Selene Treuhand AG is the Trustee, has a further indirect interest in respect of 823,008 shares held by New Argen Holdings Ltd..
Mr. Anastassis David is connected with his infant child for the purposes of rule 3 of the Disclosure and Transparency Rules of the UK Financial Conduct Authority.
4. The infant children of Mr. Christo Leventis being beneficiaries of a private discretionary trust for the primary benefit of present and future members of the family of the
late Anastasios George Leventis, of which Truad Verwaltungs AG is the Trustee, have indirect interests with respect to the 85,355,019 shares held by Kar-Tess Holding
S.A.. The infant children of Mr. Christo Leventis being beneficiaries of a further private discretionary trust for the primary benefit of present and future members of the
family of the late Anastasios George Leventis, of which Selene Treuhand AG is the Trustee, have further indirect interests in respect of 1,234,513 shares held by New
Argen Holdings Ltd.. Mr. Christo Leventis is connected with his infant children for the purposes of rule 3 of the Disclosure and Transparency Rules of the UK Financial
Conduct Authority. By virtue of himself being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the late
Christodoulos Papaneokleus Leventis, of which Mervail Company (PTC) Limited is the trustee, Mr. Christo Leventis has an indirect interest with respect to the 757,307
shares held by Carlcan Holding Limited.
5. The infant child of Mr. Anastasios I. Leventis, being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the
late Anastasios George Leventis, of which Truad Verwaltungs AG is the Trustee, has an indirect interest in respect of the 85,355,019 shares held by Kar-Tess Holding S.A..
The infant child of Mr. Anastasios I. Leventis, being a beneficiary of a further private discretionary trust for the primary benefit of present and future members of the family of
the late Anastasios George Leventis, of which Selene Treuhand AG is the Trustee, has a further indirect interest in respect of 823,008 shares held by New Argen Holdings Ltd..
Mr. Anastasios I. Leventis is connected with his infant child for the purposes of rule 3 of the Disclosure and Transparency Rules of the UK Financial Conduct Authority. By virtue
of himself being a beneficiary of a private discretionary trust for the primary benefit of present and future members of the family of the late Christodoulos Papaneokleus Leventis,
of which Mervail Company (PTC) Limited is the trustee, Mr. Anastasios I. Leventis has an indirect interest with respect to 623,664 shares held by Carlcan Holding Limited.
6. Mr. Martin Marcel joined the Operating Committee on 1 January 2015.
7. Ms. Sanda Parezanovic joined the Operating Committee on 1 June 2015.
The following table sets out information regarding the stock options and performance shares held by members of the Operating Committee
as at 31 December 2015:
Stock options (“ESOP”) Performance shares (“PSP”)
Unvested and
subject to
Number of Already Vesting at Vesting at Granted in performance Vested but
stock options vested the end of 2016 the end of 2017 2015 conditions unexercised
Dimitris Lois 1,700,000 1,250,000 330,000 120,000 138,476 138,476 –
Alain Brouhard 320,000 228,332 68,334 23,334 26,484 26,484 –
Jan Gustavsson 801,000 674,332 95,001 31,667 29,695 29,695 –
John Brady 826,001 699,333 95,001 31,667 29,828 29,828 –
Keith Sanders 529,000 429,000 75,000 25,000 28,959 28,959 –
Martin Marcel 199,000 163,666 26,334 9,000 24,746 24,746 –
Michalis Imellos 286,000 176,499 80,001 30,000 32,771 32,771 –
Sanda Parezanovic 48,500 29,833 13,667 5,000 19,395 19,395 –
Sotiris Yannopoulos 150,500 101,165 32,668 16,667 25,281 25,281 –
Zoran Bogdanovic 245,250 170,915 51,001 23,334 27,555 27,555 –
1. Illustrative at an exchange rate of CHF 1.10 per EUR. Assumes that the shares entitled to a dividend amount to 365,126,372.
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Auditor’s responsibility
Our responsibility is to express an opinion on the accompanying remuneration report. We conducted our audit in accordance with
Swiss Auditing Standards. Those standards require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether the remuneration report complies with Swiss law and articles 14–16 of the Ordinance.
An audit involves performing procedures to obtain audit evidence on the disclosures made in the remuneration report with regard to
compensation, loans and credits in accordance with articles 14–16 of the Ordinance. The procedures selected depend on the auditor’s
judgement, including the assessment of the risks of material misstatements in the remuneration report, whether due to fraud or error.
This audit also includes evaluating the reasonableness of the methods applied to value components of remuneration, as well as
assessing the overall presentation of the remuneration report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the remuneration report of Coca-Cola HBC AG for the year ended 31 December 2015 complies with Swiss law and
articles 14–16 of the Ordinance.
PricewaterhouseCoopers AG
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1. Allowances consist of cost of living allowance, housing support, Employee Stock Purchase Plan, private medical insurance, relocation expenses, home trip
allowance, lump sum expenses and similar allowances.
2. George A. David, Anastasios I. Leventis and Christo Leventis waived any annual fee in respect of their membership on the Board of Directors or any
Board Committee.
3. With effect from 24 June 2015 Mr. Anastassis David retired from the Company’s Nomination Committee. The Group has applied a half-year period fee of
CHF 2,656 for Nomination Committee membership.
4. Mr. Christos Ioannou retired from the Board of Directors and the Audit Committee on 24 June 2015. The Group has applied a half-year period fee of CHF 6,639
for Audit Committee membership.
5. Ms. Susan Kilsby retired from the Board, the Remuneration Committee and the Nomination Committee on 24 June 2015. The Group has applied a half-year
period fee of CHF 2,656 for the Nomination Committee and CHF 2,656 for the Remuneration Committee.
6. With effect from 24 June 2015 Mr. Reyes retired from the Company’s Nomination Committee. The Group has applied a half-year period fee of CHF 2,656 for his
Nomination Committee membership. The Group paid, as required by Swiss legislation, a social security contribution of CHF 6,077 for Mr. Reyes in addition to his
fees of CHF 77,009.
7. Ms. Alexandra Papalexopoulou was appointed to the Board and the Nomination Committee on 24 June 2015. The Group has applied a half-year period fee of
CHF 2,656 for the Nomination Committee and CHF 2,656 for the Remuneration Committee.
8. Ms. Olusola (Sola) David-Bohra was appointed to the Board of Directors and the Audit Committee on 24 June 2015. The Group has applied a half-year period
fee of CHF 6,639 for Audit Committee membership. The Group paid, as required by legislation, a social security contribution of CHF 3,249 for Ms. Olusola (Sola)
David-Bohra in addition to fees of CHF 41,160.
9. Dimitris Lois’ compensation is based on his role as CEO and member of the Operating Committee, according to his employment contract. Mr. Lois is not entitled
to and does not receive additional compensation as a Director.
Non-Executive Directors do not participate in any of the Group’s incentive plans, nor do they receive any retirement benefits.
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1. Allowances consist of cost of living allowance, housing support, Employee Stock Purchase Plan, private medical insurance, relocation expenses, home trip
allowance, lump sum expenses and similar allowances.
2. George A. David, Anastasios P. Leventis, Haralambos K. Leventis, Anastasios I. Leventis and Christo Leventis waived any annual fee in respect of their
membership on the Board of Directors or any Board Committee.
3. Values under long-term incentives represent the fair value of stock options that were granted during 2014 in order to comply with Swiss reporting guidelines. The
CEO was granted 360,000 options with a fair value of CHF 5.33 (€4.39 initial currency fair value). The Monte Carlo methodology was applied to calculate fair value.
4. Mr. Anastasios I. Leventis replaced Mr. Anastasios P. Leventis, who retired from the Board of Directors on 25 June 2014.
5. Mr. Christos Leventis replaced Mr. Haralambos K. Leventis, who retired from the Board of Directors on 25 June 2014.
6. Mr. Anastassis G. David has waived his fee as a Vice Chairman of the Board of Directors.
7. An additional annual fee of €10,000 for the Senior Independent Director was introduced in 2014. The Group has applied CHF 6,076 for the Senior Independent
Director for a half-year period. Note that Sir Michael Llewellyn-Smith has waived his fee as Social Responsibility Committee Chairman.
8. Mr. José Octavio Reyes replaced Mr. John Hunter, who retired from the Board of Directors on 25 June 2014. In addition to the half year fees paid to Mr. Reyes,
the Company paid a social security contribution of CHF 3,605.
9. Mr. John P. Sechi replaces Mr. Stefan F. Heidenreich who retired from the Board of Directors on 25 June 2014. Therefore, half an annual fee was paid.
10. The Group, for Mr. Hunter on top of the basic fee of CHF 45,568, paid as required by Swiss legislation a social security contribution of CHF 2,535.
11. Dimitris Lois’ compensation is based on his role as CEO and member of the Operating Committee, according to his employment contract. Mr. Lois is not entitled
to and does not receive additional compensation as a Director.
Non-Executive Directors do not participate in any of the Group’s incentive plans, nor do they receive any retirement benefits.
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1. Allowances consist of cost of living allowance, housing, support, schooling, Employee Stock Purchase Plan, private medical insurance, relocation expenses,
employer social security contributions, lump sum expenses and similar allowances.
2. The bonus represents the monetary value that was paid under MIP in 2015 reflecting the 2014 business performance.
3. Members of the Operating Committee participate in the pension plan of their employing entity, as appropriate.
4. Values under long-term incentives represent the fair value of performance shares that are expected to vest for the 2015 grant in order to comply with Swiss
reporting guidelines.
5. Dimitris Lois’ compensation is based on his role as CEO and member of the Operating Committee Team, according to his employment contract. Mr. Lois is
not entitled to and does not receive the fixed compensation applicable for Executive Directors of the Board of Directors.
6. June Hirst stepped down from the role of Human Resources Director on 31 May 2015.
7. Kleon Giavassoglou resigned from the role of Supply Chain Director on 31 December 2014.
8. Sanda Parezanovic was appointed to the role of Human Resources Director on 1 June 2015.
9. Marcel Martin was appointed to the role of Supply Chain Director on 1 January 2015.
The total remuneration paid to or accrued for the Operating Committee for 2014 amounted to CHF 18.5 million.
2014 CHF
Cash and Cash Pension and Total fair value of
non-cash performance post-employment stock options at Total
Base salary benefits1 incentives2 benefits3 the date granted4 compensation
Dimitris Lois, Chief Executive Officer
(highest compensated member of the
Operating Committee)5 840,079 586,323 363,211 132,048 1,921,894 3,843,555
Other members6,7 4,639,841 3,587,602 2,088,613 624,838 3,683,631 14,624,525
Total Operating Committee 5,479,920 4,173,925 2,451,824 756,886 5,605,525 18,468,080
1. Allowances consist of cost of living allowance, housing, support, schooling, Employee Stock Purchase Plan, private medical insurance, relocation expenses,
employer social security contributions, lump sum expenses and similar allowances.
2. The bonus represents the monetary value that was paid under MIP in 2014 reflecting the 2013 business performance.
3. Members of the Operating Committee participate in the pension plan of their employing entity, as appropriate.
4. Values under long-term incentives represent the fair value of stock options that were granted during 2014, in order to comply with Swiss reporting guidelines.
The fair value that was used for the calculation is CHF 5.33 (€4.39). Grant date is 10 December 2014. Monte Carlo methodology was applied to calculate fair value.
5. Dimitris Lois’ compensation is based on his role as CEO and member of the Operating Committee Team, according to his employment contract. Mr. Lois is not
entitled to and does not receive the fixed compensation applicable for Executive Directors of the Board of Directors.
6. Richard Smyth resigned from the role of Region Director on 30 June 2014.
7. Sotiris Yannopoulos was appointed to the role of Region Director on 1 July 2014.
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Glossary
Consumer Italy
Person who drinks Coca-Cola HBC products Territory in Italy served by Coca-Cola HBC
(excludes Sicily)
Customer
Retail outlet, restaurant or other operation that sells or Joint value creation (JVC)
serves Coca-Cola HBC products directly to consumers An advanced programme and process to collaborate
with customers in order to create shared value
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