FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026
/in EUR thous./
INVESTMENT FRIENDS CAPITAL SE
ANNUAL REPORT
FOR THE PERIOD FROM 1 JULY 2025 TILL 30 JUNE 2026
AND FOR THE YEAR ENDED ON 30 JUNE 2026
PREPARED IN COMPLIANCE WITH INTERNATIONAL
FINANCIAL REPORTING STANDARDS (EU)
Tallinn, 30.09.2026
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
2
INVESTMENT FRIENDS CAPITAL SE
GENERAL INFORMATION
Business name: INVESTMENT FRIENDS CAPITAL SE
Registry code: 14618005
LEI code: 259400IJV1V3TF45QC25
Address: Estonia, Harju County, Tallinn, Tornimäe Str 5, 10145
Telephone: +48-796-118-929
E-mail address: biuro@ifcapital.pl
Website: www.ifcapital.pl
Reporting period: 01/07/2025 - 30/06/2026
Members of the Supervisory Board:
Wojciech Hetkowski
Jacek Koralewski
Małgorzata Patrowicz
Martyna Patrowicz
Members of the Management Board:
Damian Patrowicz
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
3
TABLE OF CONTENTS
I. SELECTED FINANCIAL DATA............…….……...…........................……………...….….……..4
II. LETTER OF THE MANAGEMENT BOARD…….……...…........................……………...….......5
III. MANAGEMENT REPORT……............................................….…………………...……………..6
IV. CORPORATE GOVERNANCE REPORT…….....................….…………………………...........13
V. REMUNERATION REPORT...........................................................................................................20
VI. FINANCIAL STATEMENTS……....…........………………………...…..…………....……..…..21
1. Statement of financial position……….........……….........……….……….….........................21
2. Statement of profit or loss…....................................................................................................22
3. Statement of other comprehensive income..............................................................................22
4. Statement of changes in equity…….……….....................………..…....……........................23
5. Cash flow statement…….………...………..…....……...........................................................24
6. Notes to the financial statements…….………...……...........…....……..........................…....25
VII. MANAGEMENT BOARD’S CONFIRMATION OF THE ANNUAL REPORT........................48
VIII. MANAGEMENT BOARD’S PROPOSAL FOR COVERAGE OF THE NET LOSS................49
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
4
I. SELECTED FINANCIAL DATA
in EUR thous.
Twelve months
ended on
30/06/2026
Twelve months
ended on
30/06/2025
Interest revenue
69
91
Profit (loss) from operating activities
46
60
Profit (loss) before taxes
-179
19
Profit (loss) for the period
-179
19
Net cash flow (outflow) from operating
activities
0
1
Change in cash and cash equivalents
0
1
Total assets
420
3 932
Short-term liabilities
4
16
Equity
416
3 916
Share capital
160
451
Number of shares (in pcs.) at the end of the
period
1 600 000
4 506 000
Book value per share (EUR)
0,26
0,87
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
5
II. LETTER OF THE MANAGEMENT BOARD
Dear Sir or Madam,
On behalf of the Management Board of Investment Friends Capital SE (the “Company”), I hereby
present the Annual Report covering the financial year from 1 July 2025 to 30 June 2026.
The past period was a time of continued operations in the financial services sector, with particular
emphasis on lending activities, which remain the Company’s primary source of revenue. The
Management Board assesses the Company’s current financial position as stable. As at the date of
preparation of this report, no circumstances have been identified that would indicate a threat to
the Company’s liquidity or its ability to continue as a going concern.
In the next financial year, the Company intends to continue its current business direction, focusing
primarily on the provision of financial services, including the provision of financing to business
entities.
The Management Board will continue to pursue the adopted business objectives, while also taking
measures aimed at cost rationalisation and the efficient use of available resources. The objective
of these measures remains to maintain the Company’s stable financial position and to achieve
results in line with the expectations of the Shareholders.
I would also like to thank all Shareholders for the trust placed in the Company, and our
Counterparties and Business Partners for their cooperation to date. We look forward to its
continued development for the benefit of all parties.
Yours faithfully,
Damian Patrowicz
Member of the Management Board
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
6
III. MANAGEMENT REPORT
THE MAIN FIELDS OF ACTIVITY
The main business activity of the Company is financial activity, including lending activities. The
Company realizing its main activity related to lending services. The Company intends to continue
its operations in the area of lending activities.
In the reporting period, the Company obtained revenues mainly from its financial service activity,
i.e. interest on loans granted.
GENERAL (MACROECONOMIC) DEVELOPMENT
The Company undertakes financial activities, especially related to granting loans to business
entities, mostly to related parties. Entrepreneurs who have not obtained financing from a bank,
usually reach out to companies which provide lending services and declare high flexibility
depending on the needs of a particular customer and their collateral capabilities. The Company
notices development potential in the field of providing financial services for this kind of entities
and, accordingly, intends to continue its business activity in this segment. As at the date of
publication of the annual report, Investment Friends Capital SE has got one significant borrower -
related party. The operating activity of the only borrower is focused on investments in the capital
market. Therefore, the level of interest rates may indirectly affect the fulfillment of obligations to
repay loans, which may affect the valuation of assets on stock exchanges.
FINANCIAL INSTRUMENTS, FINANCIAL RISK MANAGEMENT OBJECTIVES AND
POLICIES
The main risks arising from financial instruments of the Company are: interest rate risk, liquidity
risk and credit risk. The Management Board is responsible for establishing of risk management in
the Company as well as for supervision of their compliance. The purpose of the Company’s risk
management policies is to identify and analyze the risks to which the Company is exposed, to
establish appropriate limits and controls, and to monitor risks and ensure that limits are adjusted as
necessary. The Management Board identifies potential risks by analyzing each transaction of the
Company. Due to the simple structure of the Company, there are no problems with
communicating information in a timely manner. The Management Board bears responsibility for
establishing, implementing, and maintaining effective actions to ensure the achievement of the
objective. Also, appropriate experience and education of the management board allows to
minimize the influence of risks on the operating activity. The Management Board measures and
identifies each transaction separately. The Management Board monitors events that may have an
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
7
impact on the emergence of a given risk on an ongoing basis. Risk identification involves
identifying actual and potential risk sources and then analyzing for materiality.
THE STRUCTURE OF THE SHARE CAPITAL
Since 28 May 2007, the shares of Investment Friends Capital SE have been listed on the Warsaw
Stock Exchange.
As at 30 June 2025, the Company’s share capital amounted to EUR 450 600,00 and was divided
into 4 506 000 bearer shares with no par value.
On 8 July 2025, the Estonian Commercial Register (Äriregister) registered a reduction of the
Company’s share capital from EUR 450 600,00 to EUR 300 000,00, i.e. by EUR 150 600,00, in
connection with the cancellation of 1 506 000 shares of the Company.
Subsequently, on 15 January 2026, the Estonian Commercial Register registered a further
reduction of the Company’s share capital from EUR 300 000,00 to EUR 160 000,00, i.e. by EUR
140 000,00, in connection with the cancellation of 1 400 000 shares of the Company. As a result
of this operation, the number of the Company’s shares decreased from 3 000 000 to 1 600 000
shares.
As at 30 June 2026, the Company’s share capital amounted to EUR 160 000,00 and was divided
into 1 600 000 bearer shares with no par value.
INFORMATION OF THE COMPANY AND SHAREHOLDERS
As at the balance sheet date of 30 June 2026, Investment Friends Capital SE had no subsidiaries
and did not form its own capital group. At the end of the previous financial year, i.e. as at 30 June
2025, Investment Friends Capital SE likewise had no subsidiaries and did not form any
consolidation group.
To the best of the Management Board’s knowledge, the Company’s dominant direct shareholder is
Patro Invest OÜ, with its registered office in Tallinn, Estonia, which held 33,41% of the
Company’s share capital and 33,41% of the voting rights at the General Meeting of Shareholders
as at 30 June 2026 and as at the date of publication of this report.
As at 30 June 2026 and 30 June 2025, the Company did not hold any equity investments in the
form of shares or interests in other entities.
Direct shareholding structure as at the date of publication of the Annual Report and as at 30 June
2026
No.
Direct shareholders
Number of
shares
% shares
Number of votes
% votes
1.
Patro Invest OÜ
534 636
33,41
534 636
33,41
X
Total
1 600 000
100,00
1 600 000
100,00
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
8
Damian Patrowicz held 100% of the shares in Patro Invest OÜ as at 30 June 2026.
According to the information presented in the Annual Report for the 2024/2025 financial year, the
structure of shareholders directly and indirectly holding at least 5% of the total number of votes at
the General Meeting of Shareholders was as follows:
Direct shareholding structure as at 30 June 2025
No.
Direct shareholders
Number of
shares
% shares
Number of votes
% votes
1.
Patro Invest OÜ
3 065 924
68,04
3 065 924
68,04
X
Total
4 506 000
100,00
4 506 000
100,00
Damian Patrowicz held 100% of the shares in Patro Invest OÜ as at 30 June 2025.
SHARES OWNED BY MEMBERS OF THE COMPANY’S MANAGEMENT AND
SUPERVISORY BOARD
Members of the Management Board
To the best of the Management Board’s knowledge, the Company’s dominant direct shareholder is
Patro Invest OÜ, with its registered office in Tallinn, Estonia, which held 33.41% of the
Company’s share capital and 33.41% of the voting rights at the General Meeting of Shareholders
as at 30 June 2026 and as at the date of publication of this report.
Members of the Supervisory Board
To the best of the knowledge of the Management Board of Investment Friends Capital SE, the
Members of the Supervisory Board do not hold any shares in the Company as at the balance sheet
date and the date of submission of the annual report.
ELECTION OF THE MANAGEMENT BOARD AND THE SUPERVISORY BOARD
In accordance with the provisions of point 5.3 of the Company's Articles of Association, members
of the Company’s Management Board are appointed and dismissed by the Supervisory Board,
which also decides on the remuneration of members of the Management Board. Members of the
Supervisory Board are elected by the Company's General meeting of shareholders.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
9
RESOLUTIONS AND RULES FOR AMENDMENT OF THE ARTICLES OF ASSOCIATION
OF THE COMPANY
In accordance with point 4.8.1 of the Company's Articles of Association, any amendment of the
Company’s Articles of Association is included in the General Meeting of Shareholders’
competencies.
In accordance with point 4.5 of the Articles of Association, the General Meeting is able to adopt
valid resolutions, if more than half of all votes are represented at the General Meeting, if the
applicable legal acts do not provide for a higher majority of votes.
If an enough number of shareholders does not participate in General Meeting, in order to ensure a
majority of votes, in accordance with point 4.5, the Management Board of the Company within
three weeks, but not earlier than after seven days, convenes a new General Meeting with the same
agenda. In this way, the General Meeting is competent to adopt resolutions regardless of the
number of votes represented. Resolutions of the General Meeting are adopted, when more than
half of all votes represented at the General Meeting support the resolution, and there is no other
requirement arising from applicable legal acts.
DESCRIPTION OF SIGNIFICANT EXTERNAL AND INTERNAL FACTORS
Considering the specifics of the activity, i.e., financial service activities in the field of granting
loans, the results are significantly influenced by:
- the general situation on the loan market and the level of interest rates,
- the proper fulfilment by the Borrowers of their obligations resulting from concluded loan
agreements, as well as the progress of the enforcement procedure and the collection of overdue
loans, if such agreements occur,
- borrowers' field of activity and related risks,
- efficiency of administrative and legal procedures,
- opportunity to gain new borrowers,
- the economic situation and investment conditions in Poland, Estonia and the entire region,
- access to external financing sources,
- cooperation with other financial entities.
The risk related to the possibility of fluctuations in the exchange rate of one currency in relation to
another may lead to both deterioration and improvement of the financial situation of the Company.
The Company's revenues and operating cash flows are not dependent of changes in market interest
rates because the contracts are not concluded at variable interest rates
Significant factors of risks are described on pages 37-40 of the annual report.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
10
INFORMATION ON AVERAGE EMPLOYMENT
The Company did not employ any employees in the financial year from 1/07/2025 to 30/06/2026
and in the previous financial year from 1/07/2024 to 30/06/2025.
OTHER SIGNIFICANT INFORMATION
EVENTS THAT TOOK PLACE DURING THE FINANCIAL YEAR AND AFTER ITS
END
Registration of amendments to the Company’s Articles of Association
On 8 July 2025, the Estonian Commercial Register (Äriregister) registered a reduction of the
Company’s share capital from EUR 450 600,00 to EUR 300 000,00 resulting from resolutions
adopted at the Annual General Meeting of Shareholders held on 31 March 2025. At the same time,
the new number of shares, amounting to 3 000 000, was also registered.
Minutes of the Extraordinary General Meeting of Shareholders of Investment Friends
Capital SE held on 10 October 2025
At the Extraordinary General Meeting of Investment Friends Capital SE held on 10 October 2025,
a resolution was adopted to cancel 1 400 000 shares held by Patro Invest OÜ. As a result of the
cancellation, the number of the Company’s shares was reduced from 3 000 000 to 1 600 000,
while the share capital was reduced by EUR 140 000, from EUR 300 000 to EUR 160 000. Patro
Invest OÜ was entitled to receive EUR 1,22 for each cancelled share, resulting in total
compensation of EUR 1 708 000.
Registration of amendments to the Company’s Articles of Association
On 15 January 2026, the Estonian Commercial Register registered amendments to the Articles of
Association resulting from the resolutions adopted by the Extraordinary General Meeting of
Shareholders on 10 October 2025. The registered changes included, inter alia, the cancellation of 1
400 000 shares of the Company, as a result of which the number of shares decreased from 3 000
000 to 1 600 000. At the same time, the share capital was reduced by EUR 140 000, from EUR
300 000 to EUR 160 000. Following the registration, the Company’s share capital amounts to
EUR 160 000 and is divided into 1 600 000 shares with no par value. Accordingly, the formal
registration process relating to the capital changes approved by the shareholders in October 2025
was completed.
Information on the reduction of a direct and indirect holding in the total number of voting
rights in Investment Friends Capital SE
Investment Friends Capital SE announced that on 22 January 2026 it received two notifications
concerning a reduction in holdings in the total number of voting rights in the Company. The first
notification was submitted by PATRO INVEST OÜ as a direct shareholder, while the second
concerned an indirect reduction in the holding. The notifications resulted from the earlier
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
11
cancellation of part of the Company’s shares and the resulting change in the shareholding structure
following the reduction in the number of shares from 3 000 000 to 1 600 000.
Commencement of the procedure for transferring the Company’s registered office to the
Republic of Latvia
The Management Board of Investment Friends Capital SE announced the commencement of the
procedure for transferring the Company’s registered office from Estonia to Latvia while
maintaining its legal form as a European Company (SE). On the same day, the Management Board
prepared and approved a transfer plan, together with a draft of the new Articles of Association, a
timetable and a report explaining the legal and economic aspects of the transaction. The
documentation was to be submitted to the competent commercial register and was also made
publicly available. The Management Board indicated that the purpose of the transfer was to
improve operational efficiency and optimise operating costs, without affecting the Company’s
legal continuity.
Minutes of the Extraordinary General Meeting of Shareholders of Investment Friends
Capital SE held on 24 July 2026
On 24 July 2026, the Extraordinary General Meeting of Investment Friends Capital SE adopted a
resolution to amend the Company’s Articles of Association and approved the transfer of its
registered office from the Republic of Estonia to the Republic of Latvia. At the same time, the
General Meeting authorised the Management Board to take all actions necessary to complete the
process of transferring the registered office.
Selected indicators of Investment Friends Capital SE:
Indicators
30.06.2026
30.06.2025
Total assets (in EUR thous.)
420
3 932
Return on Assets (ROA)
-42,62%
0,48%
Equity (in EUR thous.)
416
3 916
Return on equity (ROE)
-43,03%
0,49%
Net profitability
-259,42%
20,88%
Debt ratio
0,95%
0,41%
Profit (loss) for the period (in EUR thous.)
-179
19
Shares
30.06.2026
30.06.2025
Price per share (EUR)
1,23
1,23
Earnings per share (EUR)
-0,11
0,004
Price-to-earnings ratio (P/E)
-11,00
291,68
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
12
Book value per share (EUR)
0,26
0,87
Price-to-book value ratio (P/BV)
4,73
1,42
Liquidity ratio
105
245,75
Market capitalization (in EUR thous.)
1 968
5 542
Return on assets = profit (loss) for the period / total assets
Return on equity = profit (loss) for the period / equity
Net profitability = profit (loss) for the period / revenue
Debt ratio = liabilities / total assets
Price-per-share = market cap / number of shares;
Earnings per share = profit (loss) for the period / number of shares
Price-to-earnings (P/E) ratio = market cap / net profit
Book value per share = total equity / number of shares
Price-to-book value (P/BV) ratio = market cap / book value per share
Liquidity ratio = current assets / short-term liabilities
Market capitalization = price per share on the WSE * number of shares
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
13
IV. CORPORATE GOVERNANCE REPORT
The Company's statement regarding the compliance with the Best Practice for The Warsaw Stock
Exchange (GPW) Listed Companies 2021 and Corporate Governance Principles is available on
the Company's website www.ifcapital.pl, in the "Regulations" section, the "Good practices" on
corporate governance.
In 2025/2026 Investment Friends Capital SE was subject to the corporate governance standards
contained in the document Best Practice for GPW Listed Companies 2021, which were adopted by
resolution of the Stock Exchange Supervisory Board no. 13/1834/2021 of March 29, 2021 for
companies listed on the GPW Main Market - "Best Practice for GPW Listed Companies 2021"
(Best Practice 2021). In fulfilling disclosure requirements regarding the application of corporate
governance standards, Investment Friends Capital SE is guided by the principles of an effective
and transparent information policy and communication with the market and investors.
The Company applied all the corporate governance principles contained in the ‘Best Practice for
GPW Listed Companies 2021’, except for the following:
DISCLOSURE POLICY, INVESTOR COMMUNICATIONS
1.2. Companies make available their financial results compiled in periodic reports as soon as
possible after the end of each reporting period; should that not be feasible for substantial reasons,
companies publish at least preliminary financial estimates as soon as possible.
Comments of the Company
:
The Company publishes periodic reports within deadlines arising
from applicable Estonian law.
1.3. Companies integrate ESG – (environmental, social, and governance) factors in their business
strategy, including in particular:
1.3.1. environmental factors, including measures and risks relating to climate change and
sustainable development
Comments of the Company: The main activity of the Company is granting loans. The Company’s
activities do not have a significant impact on environmental, social, or governance (ESG) matters.
1.3.2. social and employee factors, including to ensure equal treatment of women and men, decent
working conditions, respect for employees’ rights, dialogue with local communities, customer
relations.
Comments of the Company: The Company explains that the principles of sustainable
development and respect for social and employee rights and interests are applied in the strategy of
its activity. In this regard, the Company complies with all applicable laws and guidelines. At the
time of publication of this report, no written rules have been drawn up because there are no
employees.
1.4. To ensure quality communications with stakeholders, as a part of the business strategy,
companies publish on their website information concerning the framework of the strategy,
measurable goals, including in particular long-term goals, planned activities and their status,
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
14
defined by measures, both financial and non-financial. ESG information concerning the strategy
should among others:
Comments of the Company: The Company publishes a number of financial and non-financial
measures, as well as information on the adopted development strategy both on the Company’s
website and by publishing current and periodic reports. The Company indicated that it does not
publish information on its development plans and the progress of their implementation separately.
The Company also does not publish any forecasts.
1.4.1 explain how the decision-making processes of the company integrate climate change,
including the resulting risks.
Comments of the Company: Due to the above-mentioned in point 1.3.1. marginal impact of the
Company's activity on the natural environment, the Company does not publish additional
explanations in this scope.
1.4.2. present the equal pay index for employees, defined as the percentage difference between the
average monthly pay (including bonuses, awards and other benefits) of women and men in the last
year, and present information about actions taken to eliminate any pay gaps, including a
presentation of related risks and the time horizon of the equality target.
Comments of the Company: Due to the fact that the Company has no employees, it is not
appropriate to disclose this information.
1.5. Companies disclose at least on an annual basis the amounts expensed by the company in
support of culture, sports, charities, the media, social organisations, trade unions, etc. If the
company pay such expenses in the reporting year, the disclosure presents a list of such expenses.
Comments of the Company: The Company does not conduct sponsorship activities.
MANAGEMENT BOARD, SUPERVISORY BOARD
2.1. Companies should have in place a diversity policy applicable to the Management Board and
the Supervisory Board, approved by the Supervisory Board and the General Meeting, respectively.
The diversity policy defines diversity goals and criteria, among others including gender, education,
expertise, age, professional experience, and specifies the target dates and the monitoring systems
for such goals. In line with the Company’s approach to gender diversity, it is recommended that
the representation of the underrepresented gender within each governing body be no less than 30%.
Comments of the Company: Crucial personnel decisions in relations to the Company’s governing
bodies and its key managers are taken by the General Meeting and the Supervisory Board.
2.3. At least two members of the Supervisory Board have no actual and material relations with any
shareholder who holds at least 5% of the total vote in the company.
Comments of the Company: The decision to elect Members of the Supervisory Board is within
the competence of the General Meeting of Shareholders. Shareholders act on the basis of their
competences and trust in individual candidates, appoint the composition of the Supervisory Board.
Depending on the decision of the General Meeting, the Company may or may not fulfil this
criterion periodically, depending on the selected composition of the Supervisory Board. Currently,
the Supervisory Board does not fulfil the independence criteria, as only one member of the
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
15
Supervisory Board is independent, and assessment of the risk resulting from this is within the
competence of the General Meeting.
2.11. In addition to its responsibilities laid down in the legislation, the Supervisory Board prepares
and presents an annual report to the annual General Meeting once per year. Such report includes at
least the following:
2.11.1. information about the members of the Supervisory Board and its committees, including
indication of those Supervisory Board members who fulfil the criteria of being independent
referred to in the Act of 11 May 2017 on Auditors, Audit Firms and Public Supervision and those
Supervisory Board members who have no actual and material relations with any shareholder who
holds at least 5% of the total vote in the company, and information about the members of the
Supervisory Board in the context of diversity;
Comments of the Company: In accordance with the applicable provisions of the Estonian law, the
Company does not publish or submit a report on activities of the Supervisory Board to the General
Meeting for approval.
2.11.2. summary of the activity of the Supervisory Board.
Comments of the Company: As explained in point 2.11.1. the Supervisory Board does not prepare
such a document.
2.11.3. assessment of the company’s standing on including assessment of the internal control, risk
management and compliance systems and the internal audit function, and information about
measures taken by the Supervisory Board to perform such assessment; such assessment should
cover all significant controls, in particular reporting and operational controls;
Comments of the Company: As explained in point 2.11.1. the Supervisory Board does not prepare
such a document.
2.11.4. assessment of the company’s compliance with the corporate governance principles and the
manner of compliance with the disclosure obligations concerning compliance with the corporate
governance principles defined in the Exchange Rules and the regulations on current and periodic
reports published by issuers of securities, and information about measures taken by the
Supervisory Board to perform such assessment;
Comments of the Company: As explained in point 2.11.1. the Supervisory Board does not prepare
such a document
2.11.5. assessment of the rationality of expenses referred to in principle 1.5;
Comments of the Company: As explained in point 2.11.1. the Supervisory Board does not prepare
such a document.
2.11.6. information regarding the degree of implementation of the diversity policy applicable to
the Management Board and the Supervisory Board, including the achievement of goals referred to
in principle 2.1.
Comments of the Company: As explained in point 2.11.1. the Supervisory Board does not prepare
such a document.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
16
INTERNAL SYSTEMS AND FUNCTIONS
3.9. The Supervisory Board monitors the efficiency of the systems and functions referred to in
principle 3.1 among others on the basis of reports provided periodically by the persons responsible
for the functions and the Company’s Management Board, and makes annual assessment of the
efficiency of such systems and functions according to principle 2.11.3.
Comments of the Company: In accordance with the applicable provisions of the Estonian law, the
Company does not publish or submit a report on activities of the Supervisory Board to the General
Meeting for approval.
GENERAL MEETING, SHAREHOLDER RELATIONS
4.1. Companies should enable their shareholders to participate in a General Meeting by means of
electronic communication (e-meeting) if justified by the expectations of shareholders notified to
the company, provided that the company is in a position to provide the technical infrastructure
necessary for such General Meeting to proceed
Comments of the Company: The Company considers that the costs of enabling shareholders to
participate in the General Meeting by means of electronic communication (e-meeting) are too high.
Nevertheless, the Management Board indicates, that the structure of the Company’s shareholding
means that the shareholders are not interested in participating in the Company’s General Meeting
in electronic form. At the same time, the Company's Articles of Association and the Regulations
of the General Meeting do not prescribe the possibility of participating in the Meeting by means of
electronic communication.
4.3. Companies provide a public real-life broadcast of the General Meeting.
Comments of the Company: The Company recognizes that the costs of broadcasting the General
Meeting are too high. At the same time, the Management Board indicates that the Company's
shareholding structure causes the lack of interest in the General Meeting. At the same time, the
Company's Articles of Association and the General Meeting Regulations do not prescribe
transmission of the meeting.
4.6. To help shareholders participating in a General Meeting to vote on resolutions with adequate
understanding, draft resolutions of the General Meeting concerning matters and decisions other
than points of order should contain a justification, unless it follows from documentation tabled to
the General Meeting. If a matter is put on the agenda of the General Meeting at the request of a
shareholder or shareholders, the Management Board requests presentation of the justification of
the proposed resolution, unless previously presented by such shareholder or shareholders.
Comments of the Company: As at the date of publication of this report, the Company does not
publish any additional justification for the draft resolutions of the General Meeting. So far, the
shareholders of the Company have not expressed interest in the additional discussion of the matter
of General Meetings.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
17
Shareholders with major holdings
As of the balance sheet date of 30/06/2026 to the best knowledge of the Management Board, the
structure of shareholders holding at least 5% of the total number of votes at the General Meeting
was as follows:
Structure of shareholding as at 30/06/2026
No.
Shareholders
Number of
shares
% shares
Number of votes
% votes
1.
Patro Invest OÜ
534 636
33,41
534 636
33,41
Total
1 600 000
100,00
1 600 000
100,00
Damian Patrowicz held 100% of the shares in Patro Invest OÜ as at 30 June 2026.
According to the information presented in the Annual Report for the 2024/2025 financial year, the
structure of shareholders directly and indirectly holding at least 5% of the total number of voting
rights at the General Meeting of Shareholders was as follows:
Structure of shareholding as at 30/06/2025
No.
Shareholders
Number of
shares
% shares
Number of votes
% votes
1.
Patro Invest OÜ
3 065 924
68,04
3 065 924
68,04
Total
4 506 000
100,00
4 506 000
100,00
Damian Patrowicz held 100% of the shares in Patro Invest OÜ as at 30 June 2025.
Holders of securities that give specific control rights and a description of those rights.
Investment Friends Capital SE shares do not confer any specific control rights.
Restrictions on voting rights
Such restrictions do not apply to the Company's shares.
Restrictions on transferability of ownership of the Company's shares
In accordance with the Articles of Association of Investment Friends Capital SE, there are no
restrictions on transferability of ownership of the Company's shares.
Rules governing the appointment and removal of management members and their rights
The listed Company Investment Friends Capital SE is managed by the Management Board, its
members act in the interest of the Company and are responsible for its activities. The activities of
the Management Board include, in particular, managing the Company, commitment to setting its
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
18
strategic goals and their implementation, as well as ensuring the Company efficiency and security.
The Company is supervised by an effective and competent Supervisory Board. Members of the
Supervisory Board act in the interest of the Company and are guided by the independence of their
own opinions and decisions. The Supervisory Board, in particular, makes recommendations on the
Company's strategy and controls the work of the Management Board in achieving strategic goals
and monitors the achieved results. The Members of the Management Board are appointed by the
Supervisory Board and the Members of the Supervisory Board are elected by the Company's
General Meeting of shareholders. (Article of Association, point IV).
Amendments to the Articles of Association
Amendments to the Articles of Association require a resolution of the General Meeting. The
notice convening a General Meeting whose agenda includes amendments to the Articles of
Association should contain existing provisions of the Articles of Association and the proposed
amendments. Where justified by a significant scope of the intended amendments, the notice may
include a draft of a new text of the Articles of Association together with a list of its new or
amended provisions. The text of the Articles of Association is available on the Company's website
at: http://www.ifcapital.pl/statut.php
Proceedings of the General Meetings and its powers
The General Meetings of the Company are held in accordance with the rules set out in the
Commercial Code, the Articles of Association of Investment Friends Capital SE and the
applicable capital market laws.
Composition of the Management Board and description of the activities of the Company’s
Management and Supervisory Body in 2024/2025:
Management Board:
Damian Patrowicz
Supervisory Board:
Wojciech Hetkowski
Jacek Koralewski
Małgorzata Patrowicz
Martyna Patrowicz
The main task of the Management Board is to manage the Company's activities and represent it,
but is also responsible for planning, implementing and ensuring adequate and effective actions
aimed at achieving the goal. The Supervisory Board exercises permanent supervision over the
Company's activities in all areas of its operations. The main duties of Supervisory Board Members
also include appointing, dismissing and suspending members of the Company's Management
Board, delegating members of the Supervisory Board to perform tasks in replace the members of
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
19
the Management Board. Due to the simple structure of the Company, there are no problems with
communicating information in a timely manner between the Management Board and the
Supervisory Board.
Description of the Company’s internal control systems and risk management with regard to
the process of preparing financial statements
The Management Board of the Company is responsible for the internal control system in the
Company and its effectiveness in terms of the correctness of preparing financial statements and
periodic reports. Financial statements and periodic reports are prepared on the basis of financial
data from the financial and accounting system, where they are recorded in accordance with the
principles of the adopted accounting policy in accordance with the Accounting Act.
In the reporting period, the financial report was prepared by the Company's Management Board
and consulted with a professional entity - „Galex”, providing consulting services on a contract
basis. Using the consulting services of a specialized Company, the Management Board has the
opportunity to conduct an analysis of the formal correctness of the submitted documents, prepare
mandatory financial reports, including quarterly, half-yearly and annual financial reports.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
20
V. REMUNERATION REPORT
This remuneration report has been prepared in accordance with the remuneration principles
applicable to the Company’s Management Board member. No remuneration or other benefits were
paid to the member of the Management Board in the financial year 2025/2026.
The Management Board of the Company consists of one member. Damian Patrowicz was initially
appointed by the Supervisory Board as a member of the Management Board on 18 June 2018 for a
three-year term. His term of office was subsequently extended by resolutions of the Supervisory
Board. The current term of office runs until 18 June 2027.
Members of the Management Board are appointed by the Supervisory Board of the Company
based on, among other factors, their expertise in the sector in which the Company operates, their
leadership and management experience, and their commitment to the Company. The member of
the Management Board does not receive any remuneration for serving in this capacity. No share
options or other equity-based benefits are granted to the Management Board.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
21
VI. FINANCIAL STATEMENTS
1. Statement of financial position
STATEMENT OF FINANCIAL POSITION
Note
As at
30/06/2026
(in EUR thous.)
As at
30/06/2025
(in EUR thous.)
Assets
Non-current assets
0
0
Current assets
420
3 932
Short-term receivables
0
1
Short-term financial assets
4
417
3 928
Cash and cash equivalents
1
1
Short-term accruals
2
2
Total assets
420
3 932
Equity
416
3 916
Share capital
5
160
451
Share premium
9 421
9 421
Other reserves
56
56
Exchange differences
-3 461
-431
Retained earnings / Undistributed profit (loss)
-5 760
-5 581
Short-term liabilities
4
16
Trade payables
4
1
Provisions
0
15
Equity and liabilities
420
3 932
Book value
416
3 916
Number of shares (in pcs.)
6
1 600 000
4 506 000
Book value per share (in EUR)
6
0,26
0,87
Notes on pages 25-47 are an integral part of the financial statements.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
22
2. Statement of profit or loss
STATEMENT OF PROFIT OR LOSS
Note
Period
01/07/2025 –
30/06/2026
(in EUR thous.)
Period
01/07/2024 –
30/06/2025
(in EUR thous.)
Interest revenue
7
69
91
Gross profit
69
91
General management costs
23
31
Profit (loss) from operating activities
46
60
Financial income
0
0
Financial costs
225
41
Profit (loss) before taxes
-179
19
Profit (loss) for the period
-179
19
Number of ordinary shares at the end of the period
1 600 000
4 506 000
Profit (loss) per ordinary share (in EUR)
-0,11
0,004
Notes on pages 25-47 are an integral part of the financial statements.
3. Statement of other comprehensive income
STATEMENT OF OTHER COMPREHENSIVE INCOME
Period
01/07/2025 –
30/06/2026
(in EUR thous.)
Period
01/07/2024 –
30/06/2025
(in EUR thous.)
Profit (loss) for the period
-179
19
Other comprehensive income (loss), including:
-3 030
41
- foreign exchange differences arising on translation – will not be
reclassified to the profit or loss account
-3 030
41
Total comprehensive income (loss) for the period
-3 209
60
Basic earnings per share (in EUR)
-0,11
0,004
Notes on pages 25-47 are an integral part of the financial statements.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
23
4. Statement of changes in equity
STATEMENT OF CHANGES IN EQUITY
Note
Period
01/07/2025 –
30/06/2026
(in EUR
thous.)
Period
01/07/2024 –
30/06/2025
(in EUR
thous.)
Opening balance of equity
3 916
3 856
Opening balance of share capital
451
451
changes in share capital
-291
0
a) decreases (due to)
291
0
- redemption of own shares
5
291
0
Closing balance of share capital
160
451
Opening balance of share premium
9 421
9 421
Closing balance of share premium
9 421
9 421
Opening balance of other reserves
56
56
Closing balance of other reserves
56
56
Opening balance of Retained earnings
-5 581
-5 600
increase / decrease due to profit/loss for the period
-179
19
Closing balance of Retained earnings
-5 760
-5 581
Opening balance of exchange differences
-431
-472
changes of exchange differences
-3 030
41
Closing balance of exchange differences
-3 461
-431
Closing balance of equity
416
3 916
Notes on pages 25-47 are an integral part of the financial statements.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
24
5. Cash flow statement
CASH FLOW STATEMENT
(indirect method)
Note
Period
01/07/2025 –
30/06/2026
(in EUR
thous.)
Period
01/07/2024 –
30/06/2025
(in EUR
thous.)
Operating activities
A.I. Profit (loss) for the period
-179
19
A.II. Total adjustments
179
-18
Difference between interest accrued and interest received
416
-87
Repayments received
3 252
24
Change in reserves
-15
7
Change in liabilities
3
0
Change in receivables and prepayments
1
-1
Other adjustments
8
-3 478
39
A.III. Net cash flow (outflow) from operating activities
0
1
B. Exchange differences
0
0
Total net cash flow (A.III+/-B)
0
1
Balance sheet change in cash position
0
1
Cash balance at the beginning of the period
1
0
Cash balance at the end of the period
1
1
Notes on pages 25-47 are an integral part of the financial statements.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
25
NOTES TO THE FINANCIAL STATEMENTS
Note 1. Accounting policies
1.1. General information
Investment Friends Capital SE (hereinafter referred to as the “Company” or “Investment Friends
Capital”).
The financial statements of the Company for 2025/2026 were signed by the member of
Management Board of Investment Friends Capital SE on 30 September 2026.
In accordance with the requirements of the Commercial Code of the Republic of Estonia, the
annual report prepared by the Management Board and approved by the Supervisory Board, which
also includes the financial statements, is approved by the General Meeting of Shareholders.
Shareholders have the right not to approve the annual report prepared by the Management Board
and approved by the Supervisory Board and to request that a new report is prepared.
1.2. Basis for preparing financial statements
The Company’s 2025/2026 annual financial statements have been prepared in conformity of
International Financial Reporting Standards as endorsed in the European Union (“IFRS (EU)”).
The Company has consistently applied the accounting policies throughout all periods presented,
unless stated otherwise.
The annual financial statements for 2025/2026 have been prepared on a going concern basis.
The preparation of annual financial statements in conformity with IFRS (EU) requires the use of
certain critical accounting estimates. It also requires management to exercise its judgment in the
process of applying the Company’s accounting policies. Changes in assumptions may have a
significant impact on the financial statements in the period the assumptions changed. The
management of the Company believes the underlying assumptions in the preparation of annual
financial statements for 2025/2026 are appropriate.
These annual financial statements consist of statements of financial position, statement of profit or
loss, statement of comprehensive income, statement of changes in equity, statement of cash flows,
and explanatory notes.
The annual financial statements are presented in euros and all values are rounded to the nearest
thousand (€000), except when otherwise indicated.
The original annual financial statements of the Company have been prepared is English. In case of
the conflict with Polish or Estonian translation, the English version shall prevail.
1.3. Functional and reporting currency
The functional currency of the Company is Polish zloty (PLN) and reporting (presentational)
currency is euro (EUR).
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
26
Balance sheet items are calculated according to the exchange rate announced by the European
Central Bank as at the balance sheet day.
Items in the statement of profit or loss and in the cash flow statement are converted at the
exchange rate being the arithmetic average exchange rate published by the European Central Bank
for the financial year.
1.4. Accounting Policies, Changes in Accounting Estimates and Errors (IAS 8)
When an IFRS (EU) specifically applies to a transaction, other event, or condition, the accounting
policy or policies applied to that item shall be determined by applying the IFRS (EU). In the
absence of an IFRS (EU) that specifically applies to a transaction, other event or condition,
management shall use its judgement in developing and applying an accounting policy that results
in information that is relevant to the economic decision-making needs of users and reliable.
The Company selects and applies its accounting policies consistently for similar transactions,
other events, and conditions, unless an IFRS (EU) specifically requires or permits categorization
of items for which different policies may be appropriate. If an IFRS (EU) requires or permits such
categorization, an appropriate accounting policy shall be selected and applied consistently to each
category.
The Company changes an accounting policy only if the change is required by IFRS (EU) or results
in the financial statements providing reliable and more relevant information about the effects of
transactions, other events, or conditions on the entity’s financial position, financial performance or
cash flows. When a change in accounting policy is applied retrospectively the Company adjusts
the opening balance of each affected component of equity for the earliest prior period presented
and the other comparative amounts disclosed for each prior period presented as if the new
accounting policy had always been applied.
The effect of a change in an accounting estimate shall be recognized prospectively by including it
in profit or loss in the period of the change, if the change affect that period only or the period of
the change and future periods, if the change affects both.
The Company corrects material prior period errors retrospectively in the first set of financial
statements authorized for issue at their discovery by restating the comparative amounts for the
prior period(s) presented in which the error occurred; or if the error occurred before the earliest
prior period presented, restating the opening balances of assets, liabilities and equity for the
earliest prior period presented.
1.5. Impact of New and Amended Standards and Interpretations
The accounting policies applied in the preparation of these financial statements are consistent with
those applied by the Company in the financial statements for the year ended 30 June 2025, except
for the application of the new and amended standards listed below.
A. Standards and amendments to standards that became effective during the reporting
period
The Company applied the following new standards and amendments to standards that became
effective for annual periods beginning on or after 1 January 2024:
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
27
Amendments to IAS 1 “Presentation of Financial Statements” (Classification of
Liabilities as Current or Non-current): The amendments clarify the criteria for
classifying liabilities as current or non-current at the end of the reporting period. They
affect the assessment of an entity’s right to defer settlement of a liability for at least 12
months.
Impact on the financial statements: These amendments had no material impact on the
Company’s financial position or the presentation of its liabilities.
Amendments to IAS 7 “Statement of Cash Flows” and IFRS 7 “Financial
Instruments: Disclosures” (Supplier Finance Arrangements): The amendments
introduce disclosure requirements regarding reverse factoring arrangements and similar
supplier finance structures in order to enable users to assess their impact on liquidity and
cash flows.
Impact on the financial statements: As the Company does not use such arrangements, these
amendments had no impact on the financial statements.
Amendments to IAS 21 “The Effects of Changes in Foreign Exchange Rates” (Lack
of Exchangeability): The amendments set out requirements for determining and
estimating a spot exchange rate when a currency is not exchangeable into another currency.
They also introduce additional disclosure requirements concerning foreign exchange risk
management in such circumstances. The Company does not expect these amendments to
have a material impact on its financial statements upon initial application.
B. Standards and amendments to standards issued but not yet effective (and their status
of endorsement by the EU)
The Company has not elected to early adopt the following standards and interpretations that have
been issued but are not yet effective for the current reporting period:
IFRS 18 “Presentation and Disclosure in Financial Statements”: This standard will
replace IAS 1. It introduces significant changes to the structure of the statement of profit or
loss, including classification into operating, investing and financing categories, and
requires disclosure and reconciliation of management-defined performance measures
(MPMs – Management Performance Measures). The guidance on aggregation and
disaggregation of financial statement items will also change.
Effective date: Annual periods beginning on or after 1 January 2027, with retrospective
restatement of comparative information required. The standard is awaiting endorsement by
the European Union.
Expected impact: Due to the nature of the Company’s business activities, namely lending
operations, the implementation of IFRS 18 is expected to have a material impact on the
presentation of the statement of profit or loss. The main categories of income, including
interest and fee income, as well as financing costs, will be classified in accordance with the
nature of the Company’s lending activities, which will change the current presentation of
operating and financing items. The Company has commenced the process of analysing the
new requirements and adapting its reporting systems accordingly.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
28
C. Other amendments and standards
Other new standards, amendments to standards and interpretations issued by the IASB that are not
yet effective have been analysed by the Company’s Management Board, and none of them are
expected to have any material impact on the Company’s future financial statements.
1.6. Financial assets(IFRS 9, IAS 32)
Classification
The Company classifies financial assets into the following measurement categories:
• those at fair value (either through other comprehensive income or through profit or loss);
• those carried at amortised cost.
The classification depends on the Company's business model for managing its financial assets and
the contractual terms of the cash flows.
Accounting and derecognition
Purchases and sales of financial assets under normal market conditions are recognized on the trade
date, the date on which the Company commits to purchase or sell the asset. Financial assets are
derecognised when the rights to receive cash flows from the asset have expired or have been
transferred and the Company has transferred substantially all risks and rewards of ownership.
Measurement
Financial assets (unless they are receivables from a buyer that does not have a significant
financing component and are initially measured at transaction price) are initially measured at fair
value and in the case of assets not measures at fair value through profit or loss, related acquisition
costs of assets are added to the initial value.
Debt instruments
Subsequent recognition of debt instruments depends on the Company's business model for
managing its financial assets and the contractual cash flows of the financial assets. Assets held for
the purpose of collecting contractual cash flows that have only cash flows and interest payable are
recognised at amortised cost using the effective interest rate method. Impairment losses are
deducted from the adjusted acquisition cost. Interest income, foreign exchange gains and losses
and impairment losses are recognised in the income statement.
Gains or losses on derecognition are recognised in the income statement under “Other operating
income / expense”. As of 30 June 2024 and 30 June 2025 and during 2023/2024, financial assets
of the Company were classified as at amortised cost.
Impairment of financial assets
The impairment loss model is applied to financial assets at amortized cost. Financial assets carried
at amortized cost consist of loan receivables, other receivables, cash and cash equivalents.
Expected credit losses are probability-weighted estimated credit losses. Credit loss is the
difference between the contractual cash flows of the Company and the expected cash flows of the
Company, discounted at the original effective interest rate.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
29
Measurement of expected credit loss takes into account: (i) an unbiased and probabilistic amount
that estimates a number of different outcomes, (ii) the time value of money and (iii) reasonable
and reasonable information available at the end of the reporting period conditions and forecasts of
future economic conditions.
The Company measures impairment as follows:
cash and cash equivalents at low credit risk (senior management considers a low credit risk
assessment of at least one of the major credit rating agencies) to be equivalent to expected
credit losses within 12 months;
for all other financial assets, the amount of credit losses expected to be incurred over a 12-
month period, unless the credit risk (i.e. the expected life of the financial asset in default) has
increased significantly after initial recognition; if the risk is significantly increased, the credit
loss is measured at an amount equal to the expected credit loss over a lifetime.
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that
are not quoted in an active market. Loans and receivables are initially recognised at their fair value
plus transaction costs. After initial recognition, loans and receivables are carried at amortised cost
using the effective interest rate method. This method is used to calculate interest income on the
receivable in subsequent periods. Financial assets are adjusted for impairment losses.
Impairment is based on expected credit loss. The principle of expected credit loss is to show the
overall trend in the deterioration or improvement in the credit quality of a financial asset.
Impairment losses on financial assets classified at amortised cost are recognised as a provision for
impairment.
Expected credit losses are probability-weighted estimated credit losses that, at the reporting date,
consider all relevant information, including information about past events, current conditions,
reasonable and reasonable future events, and forecasts of economic conditions. At the end of each
reporting period, the Company conducts a review to determine whether there has been a material
increase in risk compared to the last estimate. Indicators of increased credit risk include, but are
not limited to, overdue payments over 30 days, significant financial difficulties of the debtor,
possible bankruptcy or restructuring of the debtor. Impairment charges are recognised in the
income statement under “Other operating expenses”. If receivables are uncollectible, they are
written off together with a provision for impairment.
Receivables are generally recognised as current assets when they are due to be settled within 12
months after the balance sheet date. Receivables that are due later than 12 months after the balance
sheet date are recognised as non-current assets. Financial assets that do not include SPPI (Solely
Payment of Principal and Interest) cash flows are recognised at fair value through profit or loss.
The Company's impairment assessment is based on the concept of "expected credit loss" (ECL).
As a result, the Company determines impairment allowances based on expected credit losses and
taking into account forecasts of future economic conditions when assessing the credit risk of a
given exposure. The methodology and assumptions adopted for determining the impairment of
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
30
credit exposures are regularly monitored to reduce the discrepancy between estimated and actual
losses. In order to assess the adequacy of impairment allowances determined both in the individual
and collective analysis, historical verification (backtesting) is carried out periodically (no less than
once a year), the results of which are taken into account when defining actions aimed at improving
the quality of the process.
The implemented impairment model applies to financial assets classified in accordance with IFRS
9 as financial assets measured at amortized cost or at fair value through other comprehensive
income. In accordance with IFRS 9, credit exposures are subject to classification into the
following categories:
▪ Stage 1 - unimpaired exposures for which the expected credit loss is estimated over a 12-month
period,
▪ Stage 2 - unimpaired exposures for which a significant increase in risk has been identified and
for which the expected credit loss is calculated over the entire period of the financial asset's
existence,
▪ Stage 3 - exposures with identified impairment indicators for which the expected credit loss is
calculated over the entire period of the financial asset's existence.
Expected Credit Loss Measurement
Since the implementation of IFRS 9 in 2018, the Company has been estimating impairment based
on the concept of “Expected Credit Loss” (ECL). The direct effect of this approach is the need to
determine impairment losses based on expected credit losses and to take into account forecasts of
future economic conditions when assessing the credit risk of a given exposure. The implemented
impairment model applies to financial assets classified in accordance with IFRS 9 as financial
assets measured at amortized cost or at fair value through other comprehensive income. In
accordance with IFRS 9, credit exposures are classified into the following categories:
▪ Stage 1 – exposures without recognized impairment, for which the expected credit loss is
estimated over a 12-month horizon,
▪ Stage 2 – exposures without recognized impairment with an identified significant increase in
credit risk (SICR), for which the expected credit loss is estimated over a lifetime horizon, i.e. until
the maturity date of the exposure,
▪ Stage 3 – exposures with recognized impairment, for which the expected credit loss is estimated
over a lifetime horizon (until the end of the financial asset recovery period).
In accordance with IFRS 9, the Company has adopted a definition of default, both in terms of
expected credit losses and for the purposes of estimating impairment, which includes the
following premises:
▪ a delay in repayment of more than 90 days from the due date of the receivable.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
31
In accordance with IFRS 9, the Company has adopted a definition of default for the purpose of
measuring expected credit losses and assessing impairment.
A financial asset is considered to be in default when one or more of the following conditions are
met:
▪ there is objective evidence that the borrower is unlikely to repay its obligations in full without
realization of collateral, if any;
▪ the borrower is subject to significant financial difficulties, restructuring of debt, or other
indicators of credit deterioration;
▪ external information or internal assessment indicates a significant increase in credit risk.
The Company applies a consistent definition of default for all financial assets subject to
impairment under IFRS 9.
Upon recording the repayment of financial assets previously classified as default, the Company
reclassifies the relevant financial assets as not at risk.
The Company applies the impairment requirements to recognize and measure the loss allowance
for financial assets that are measured at fair value through other comprehensive income. However,
the loss allowance for expected credit losses is recognized in the profit or loss statement and does
not reduce the carrying amount of the financial asset in the statement of financial position. The
Management Board, taking into account all reasonable and documentable information, considers
that impairment may be recognized only when there is objective evidence that events (indicators
of impairment) have been observed that cause impairment.
Information about financial assets
30.06.2026
Classes of financial instruments
(in EUR thous.)
Amortized cost
Total
Total financial assets
420
420
Short-term receivables
0
0
Granted loans
417
417
- including interest
Cash and cash equivalents
1
1
Short-term accruals
2
2
Total financial liabilities
4
4
Long-term loans
0
0
Trade and other liabilities
4
4
Short-term reserves
0
0
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
32
Information about financial assets
30.06.2025
Classes of financial instruments
(in EUR thous.)
Amortized cost
Total
Total financial assets
3 932
3 932
Short-term receivables
1
1
Granted loans
3 928
3 928
- including interest
397
397
Cash and cash equivalents
1
1
Short-term accruals
2
2
Total financial liabilities
8
8
Long-term loans
0
0
Trade and other liabilities
1
1
Short-term reserves
15
15
Professional judgment
If a given transaction is not regulated by any standard or interpretation, the Management Board,
guided by its subjective judgment, determines and applies accounting policies which will ensure
that the financial statements will contain correct and reliable information and:
correctly, clearly and fairly present the assets and financial situation of the Company, the
results of its activities and cash flows,
reflect the economic content of the transaction,
are objective,
is prepared in accordance with the principle of prudent valuation,
is complete in all material respects.
When valuating the loans, the debtor's solvency is taken into account. We take into account the
risk of non-repayment. If there is no risk of repayment, we value the loans at their nominal value.
There are conducted proper analysis.
The Management Board makes decisions considering all the potential consequences of its
decisions. Hence, the decision-making process is based on multi-stage analysis of, inter alia,
borrowers' collateral.
Uncertainty of estimates
When applying the accounting principles in force in the Company, the Management Board is
obliged to make estimates, judgments and assumptions regarding the amounts of valuation of
individual assets and liabilities. The estimates and related assumptions are based on historical
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
33
experience and other factors considered relevant. The actual results may differ from the adopted
estimated values. The preparation of the financial statements requires the Management Board of
the Company to make estimates, as much of the information contained in the financial statements
cannot be accurately valued. The Management Board verifies the adopted estimates based on
changes in the factors considered when making them, new information or past experiences.
Therefore, the estimates made as at June 30, 2026 may be changed in the future.
Areas where disclosure may be required depending on the specific facts and circumstances:
• recognition and valuation of provisions if the outcome of the legal proceedings is uncertain - the
Company is not involved in any legal proceedings as of the balance sheet date, therefore it does
not recognise or value any provisions in this respect.
• recognition and valuation of liabilities related to uncertain tax positions - the Company does not
have uncertain tax positions as of the balance sheet date, therefore it does not recognise or value
any liabilities related to such positions.
• valuation of liabilities for long-term employee benefits - the Company does not employ any
employees as of the balance sheet date, therefore it is not necessary to value liabilities for any
employee benefits.
These and other matters are subject to the disclosure requirements contained in IAS 1 only if there
is a significant risk of causing material adjustments to the carrying amounts of assets and
liabilities in the next financial year.
1.7. Cash and cash equivalents, cash flows (IAS 7)
Cash and cash equivalents are cash at bank and on hand, short-term extremely high liquidity
investments (up to three months) that are readily convertible into a known amount of cash and
which are subject to an insignificant risk of changes in value.
The statement of cash flows reports cash flows during the period classified by operating, investing
and financing activities. The Company reports cash flows from operating activities using the
indirect method whereby net profit or loss is adjusted for the effects of transactions of a non-cash
nature, any deferrals or accruals of past or future operating cash receipts or payments, and items of
income or expense associated with investing or financing cash flows.
1.8. Share Capital (IAS 1)
Ordinary shares are included within equity. The expenditures related to the issue of ordinary
shares are recognised as a reduction of equity. Treasury shares repurchased by the parent
Company are recognised as a reduction of equity (in the line item “Treasury shares”).
Disbursements and contributions related to treasury shares are recognised in equity.
1.9. Share premium (IAS 1)
The differences between the fair value of the payment received and the nominal value of shares
are recognized in the share premium. In the event of buyout of shares, the amount paid for the
shares is charged to equity and is disclosed in the statement of financial position under equity. The
costs of issuing shares, incurred when establishing a joint-stock Company or increasing the share
capital, reduce the entity's share premium to the amount of the excess of the issue value over the
par value of the shares, and the remaining part is classified as financial costs.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
34
1.10. Statutory reserve capital (IAS 1)
Reserve capital is formed to comply with the requirements of the Commercial Code of the
Republic of Estonia. During each financial year, at least 5% of the net profit shall be transferred to
reserve capital until reserve capital reaches one-tenth of share capital. Reserve capital may be used
to cover a loss or to increase share capital. Payments shall not be made to shareholders from
reserve capital. In the statement of financial position statutory reserve is recognised in the Other
reserves.
1.11. Earnings per share (IAS 33)
Basic earnings per share is calculated by dividing the profit for the year attributable to ordinary
equity holders of the Company by the weighted average number of shares outstanding during the
year. Diluted earnings per share is calculated by dividing the profit attributable to equity holders
of the Company (after adjusting for interest on the convertible preference shares) by the weighted
average number of shares outstanding during the year plus the weighted average number of shares
that would be issued on conversion of all the dilutive potential shares into shares.
1.12. Financial liabilities (IFRS 9, IAS 32)
All financial liabilities (trade payables, other short and long-term liabilities, borrowings, etc.) are
initially recognised at their fair value, less any transaction costs. They are subsequently recognised
at amortised cost, using the effective interest rate method.
The amortised cost of the current financial liabilities generally equals their nominal value;
therefore current financial liabilities are stated in the statement of financial position at redemption
value. To calculate the amortised cost of non- current financial liabilities, they are initially
recognised at fair value of the proceeds received (net of transaction costs incurred) and an interest
expense is calculated on the liability in subsequent periods using the effective interest rate method.
A financial liability is classified as current when it is due to be settled within 12 months after the
balance sheet date or the Company does not have an unconditional right to defer settlement of the
liability for at least 12 months after the balance sheet date. Interest-bearing liabilities that are due
within 12 months after the balance sheet date, but which are refinanced after the balance sheet date
as long-term, are recognised as short-term interest-bearing liabilities. Also, borrowings are
classified as short-term if the lender had at the balance sheet date the contractual right to demand
immediate payment of the borrowing due to the breach of conditions set forth in the agreement.
1.13. Provisions and contingent liabilities (IAS 37)
Provisions are recognized when the Company has a present obligation (legal or constructive)
because of a past event it is probable that the Company will be required to settle the obligation,
and a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle
the present obligation at the end of the reporting period, considering the risks and uncertainties
surrounding the obligation. When a provision is measured using the cash flows estimated to settle
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
35
the present obligation, its carrying amount is the present value of those cash flows (when the
effect of the time value of money is material).
When some or all the economic benefits required to settle a provision are expected to be recovered
from a third party, a receivable is recognized as an asset if it is virtually certain that
reimbursement will be received.
Contingent liabilities
Contingent liabilities are those liabilities the realization of which is less probable than non-
realization or the amount of which cannot be measured sufficiently reliably. The Company does
not recognize contingent liabilities but discloses brief description of the nature of the contingent
liability and, where practicable an estimate of its financial effect; an indication of the uncertainties
relating to the amount or timing of any outflow; and the possibility of any reimbursement unless
the possibility of any outflow in settlement is remote.
1.14. Revenue recognition (IFRS 15)
Interest income
Interest income is recognized when it is probable that the economic benefits associated with the
transaction will flow to the Company and the amount of the revenue can be measured reliably.
Interest income is recognized on an accrual basis.
Interest income includes interest on financial instruments measured at amortized cost and financial
assets measured at fair value through other comprehensive income using the effective interest rate
method. The effective interest rate method is a method of calculating the amortized cost of a
financial asset or financial liability and allocating interest income or expense and certain fees
(which are an integral part of the interest rate) to the appropriate period. The effective interest rate
is a rate that exactly discounts estimated future cash flows (over the period until the financial
instrument expires) to the gross carrying amount of the asset/amortized cost of the liability. When
calculating the effective interest rate, the Company estimates the cash flows taking into account all
the contractual terms of the financial instrument, but does not take into account possible future
losses from unpaid loans. This calculation takes into account all fees paid or received between the
parties to the contract, which are an integral part of the effective interest rate. Interest income
includes interest and commissions (received or receivable) included in the calculation of the
effective interest rate on loans and advances. When an impairment loss is recognized for a
financial instrument measured at amortized cost and measured at fair value through other
comprehensive income, interest income is recognized in the Profit and Loss Account, but is
calculated from the newly determined carrying amount of the financial instrument (i.e. the value
reduced by the impairment loss).
1.15. Operating segments (IFRS 15, IFRS 8)
A segment is a distinguishable component of the Company, which generates revenues and incurs
expenditures. The segment reporting is presented in respect of operating and geographical
segments. The Company operates in only one business area, therefore the segment reporting is not
relevant.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
36
1.16. Income Tax (IAS 12)
Corporate Income Tax in Estonia
Pursuant to the Estonian Income Tax Act, a characteristic feature of which is that profits are
generally taxed only upon their distribution, current profits retained in the company are, as a rule,
not subject to corporate income tax. Corporate income tax is payable, inter alia, on dividends and
other forms of profit distribution, fringe benefits, gifts and donations, representation expenses,
expenses unrelated to business activities, and certain payments made from equity. As of 1 January
2025, the corporate income tax rate applicable to taxable distributions is 22/78 of the net amount.
As of the same date, the preferential rate of 14/86, previously applicable to regularly distributed
dividends, was abolished.
1.17. Related parties (IAS 24)
A related party is a person or entity that is related to the entity that is preparing its financial
statements. A related party transaction is a transfer of resources, services, or obligations between a
reporting entity and a related party, regardless of whether a price is charged. Such transactions
could have an effect on the profit or loss and financial position of the Company. For this reason,
knowledge of the Company’s transactions, outstanding balances, including commitments, and
relationships with related parties may affect assessments of its operations by users of financial
statements, including assessments of the risks and opportunities facing the Company.
The Company discloses the related party relationship when control exists, irrespective of whether
there have been transactions between the related parties.
The Company considers key members of the management (Supervisory and Management Board),
their close relatives and entities under their control or significant influence as well as associated
companies as related parties.
1.18. Events after the reporting period (IAS 10)
Events after the reporting period are those events, favorable and unfavorable, that occur between
the end of the reporting period and the date when the financial statements are authorized for issue.
Events after the reporting period are those that provide evidence of conditions that existed at the
end of the reporting period (adjusting events after the reporting period) and those that are
indicative of conditions that arose after the reporting period (non-adjusting events after the
reporting period).
Note 2. Financial risks
The main types of risk arising from the Company's financial instruments include interest rate risk,
liquidity risk, credit risk. The Management Board is responsible for establishing of the risk
management rules and supervising of its respecting. The principles of risk management aim is to
identify and analyse the risks that the Company is exposed to, by establishing appropriate limits
and controls.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
37
Liquidity risk
As any entity operating on the market, the Company is exposed to the risk of losing financial
liquidity, which indicates the Company’s ability to meet its obligations within the specified term.
Financing from external sources (debt instruments, loans) increases the risk of losing liquidity in
the future. The Company’s current liquidity risk is low. However, one can not exclude the risk of
disturbance or even loss of liquidity due to missed investments and repricing capital or lack of
repayment of loans granted and enforcement difficulties as well as non- compliance of obligations
by contractors. The company does not exclude financing investments with debt instruments or
target issuance of shares in the future (if necessary). The Company manages its liquidity through
ongoing monitoring of the level of due liabilities, cash flows and proper cash management.
The maturity dates of the assets as at 30/06/2026
30/06/2026
in EUR thous.
Total
Maturity dates
< 1 year
1-2 years
2-3 years
Above 3
years
Short-term
receivables
0
0
0
0
0
Cash and cash
equivalents
1
1
0
0
0
Short-term
accruals
2
2
0
0
0
Loans granted -
principal amount
414
414
0
0
0
Loans granted -
interest
3
3
0
0
0
Total
420
420
0
0
0
The maturity dates of the assets as at 30/06/2025
30/06/2025
in EUR thous.
Total
Maturity dates
< 1 year
1-2 years
2-3 years
Above 3
years
Short-term
receivables
1
1
0
0
0
Cash and cash
equivalents
1
1
0
0
0
Short-term
accruals
2
2
0
0
0
Loans granted -
principal amount
3 531
3 531
0
0
0
Loans granted -
interest
397
397
0
0
0
Total
3 932
3 932
0
0
0
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
38
The current liquidity ratio for the 2024/2025 financial year amounted to 245,75, indicating a very
high level of liquidity. The Company considers such a level to reflect excessive liquidity, which is
viewed as an unfavourable phenomenon, as it may indicate that cash or other current assets are
being maintained at an excessively high level and are not being used efficiently in operating
activities. In the 2025/2026 financial year, the ratio decreased to 105. The Company considers this
a very positive development due to the significant reduction in excessive liquidity. Although the
ratio itself is still assessed negatively because it remains at an excessively high level, the direction
of change is viewed positively in the context of the measures undertaken to reduce the Company’s
substantial excess liquidity.
The entities to which the Issuer provides financing are related through personal links; therefore, no
specific additional form of control is applied in this respect. The related entities use the loans
received to invest in the capital market or to grant further loans. The investment strategy of the
principal borrower is conservative, which means that the borrower invests the borrowed funds
primarily in value-type companies. Repayment of the loans is expected to be financed, among
other sources, from funds received in the form of dividends paid by companies included in the
borrower’s investment portfolio.
Credit risk
(a) Credit risk assessment - credit risk represents a potential loss that could arise if a Company’s
counterparty in a transaction is unable to meet its contractual obligations and provide cash flows.
Credit risk is mainly related to loans granted by the Company, cash and cash equivalents, deposits.
The scope of the Company's credit risk is most affected by the specific circumstances of each
customer. At the same time, the Company's management also follows the general circumstances
such as the legal status of the client (private or public company), the geographical location of the
client, the field of operation, the state of the economy and future economic forecasts. To reduce
the credit risk, customers' payment discipline and their ability to meet their commitments are
monitored daily.
(b) Credit quality of financial assets - the Company uses a simplified approach to measure
expected credit losses under IFRS 9, applying lifetime expected credit losses. Historical loss rates
are adjusted to include both current and future information about the macroeconomic factors,
which may have impact on the ability of customers to pay the receivables. Based on the principles
described above, as of 30 June 2026, the impact of impairment losses on the Company’s cash
flows was immaterial.
The Company is exposed to concentration of credit risk. The company currently has one
significant borrower operating in the capital investment industry. The company constantly
monitors entities to which it provides financing. The Management Board assesses the possibility
of default of the borrower at its discretion. The company has no maximum limits on credit
exposure to a single client, therefore no concentration limits have been exceeded.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
39
The Company is exposed to the risk resulting from changes in exchange rates, therefore an
analysis of the sensitivity of the exchange rate change and its impact on net profit and equity has
been added, however, it is not exposed to the risk resulting from changes in interest rates, as the
Company has not granted or received a loan with a variable interest rate.
Interest rate risk
As at 30/06/2026 the interest rate structure of the Company’s interest-bearing financial
instruments were as follows:
As at 30/06/2026
Interest rate
Fixed/Variable interest rate
Damar Patro UÜ
2,5%
Fixed
Natural person
18,50 %
Fixed
As of 30/06/2025 the interest rate structure of loans granted was as follows:
As at 30/06/2025
Interest rate
Fixed/Variable interest rate
Damar Patro UÜ
2% ; 2,5%
Fixed
Natural person
21,50 %
Fixed
The Company has no significant interest-bearing liabilities. The Company's operating revenues
and cash flows are substantially independent of changes in market interest rates because loans are
issued at fixed interest rates.
Risk related to the shareholding structure
As at the balance sheet date of these financial statements (30 June 2026), Patro Invest OÜ directly
held 33,41% of the Company’s share capital and 33,41% of the voting rights at the General
Meeting of Shareholders. As a result, this shareholder has a significant influence on resolutions
adopted by the Company’s General Meeting of Shareholders.
Risk related to the economic situation in Poland and Estonia
The economic situation in Poland and Estonia has a significant impact on the financial results
achieved by all entities operating in these countries, including the Company itself, because the
success of the development of companies investing in financial instruments and conducting
financial service activities largely depends, inter alia, on the conditions of conducting business
activity. Rising inflation may also have an impact on the business situation as it may have an
impact on the level of interest rates.
Risk related to ties between members of the Company’s bodies
There are interpretations indicating the possibility of risk arising from the negative impact of links
between members of the Company's management or control bodies on their decisions. This applies
in particular to the impact of these ties in the scope of ongoing supervision over the Company's
operations. When assessing the likelihood of such risk, it should be considered that the
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
40
Supervisory Bodies are subject to the control of another body - the General Meeting, and it is in
the interest of the members of the Supervisory Board to perform their duties in a reliable and
lawful manner.
Risk related to the liquidity and volatility of the Company’s share prices
The share price and liquidity of trading in shares of companies listed in an organized trading
system depends on the purchase and sale orders made by investors. It can not be ensured that a
person purchasing the offered Company's shares will be able to sell them at any time and at a
satisfactory price. The share price may be lower than the purchase price due to many factors,
including periodic changes in the Company's operating results, lack of investment decisions by the
Company, the number and liquidity of the listed shares, inflation, regional changes or domestic
economic and political factors, and the situation on other world securities markets.
Currency risk
There is a currency risk associated with loans granted in PLN. The risk associated with the
possibility of fluctuations in the exchange rate of one currency in relation to another may lead to
both a deterioration of the entity's financial situation and its improvement as a result of a decrease
in a given receivable or an increase in that receivable.
For the purposes of illustrating the currency risk, which is the fluctuation of exchange rates, the
company conducted a sensitivity analysis:
Change in
exchange rate
value
Exchange
rate after
change
Interest
(EUR thous.)
Impact on gross
profit
(EUR thous.)
Impact on net
profit
(EUR thous.)
Impact on
equity
(EUR thous.)
+ 10%
4,6776
69
22
22
22
+ 5%
4,4650
69
12
12
12
- 5%
4,0398
69
-12
-12
-12
- 10%
3,8272
69
-26
-26
-26
Risk related to the armed conflict in Ukraine.
Due to the ongoing armed conflict in Ukraine, the Company's operations are moderately exposed
to the consequences of the war. As at the date of publication of the report, the Company does not
anticipate extending the conflict beyond the territory of Ukraine therefore, no impact on the
operating activities of the Company is expected.
ASSESSMENT
As at the date of preparation of this annual report, the Management Board, to the best of its
knowledge, does not identify any threats to the Company’s ability to meet its obligations or
maintain financial liquidity. The Company settles its liabilities systematically and has not taken
any credits or loans taken or other significant obligations. The Company dedicates its financial
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
41
resources for conducted lending activity and intends to develop this activity gradually. Possible
surpluses are located on temporary deposits in safe banks. Because of the fact that the main
activity of the Company is the granting of loans, the proper and prompt fulfillment of the
contractual obligations of the borrowers has a significant impact on the Company's results.
Note 3. Capital Management
The policy of the Management Board is to maintain a solid capital base in order to maintain
investors confidence and to ensure the future development of economic activity. The Company
manages its capital to maintain the ability to continue operations, taking into account the
implementation of planned investments, so that it can generate returns for shareholders. In line
with market practice, the Company monitors capital, among others, on the basis of the equity ratio
and debt to capital ratio.
30/06/2026
(in EUR thous.)
30/06/2025
(in EUR thous.)
Equity
416
3 916
Total assets
420
3 932
Total liabilities
4
16
Equity ratio*
1,00
1,00
Debt to capital ratio**
0,01
0,004
Profit (loss) on operating activities
46
60
EBITDA
46
60
*Equity ratio = equity / total assets
**Debt to capital ratio = total debt / total assets
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
42
Note 4 Financial assets
30.06.2026
On 31 March 2026, Investment Friends Capital SE assigned part of its receivable due from Damar
Patro UÜ to Patro Invest OÜ in the amount of EUR 3 545 320,00. Subsequently, this receivable
was set off against the Company’s liability to Patro Invest OÜ arising from the consideration
payable for the cancelled shares. As a result of the set-off, the mutual receivables and liabilities in
the amount of EUR 3 545 320,00 were fully extinguished. Following the settlement, a receivable
from Damar Patro UÜ in the amount of EUR 411 865,47 remained recognised in the Company’s
books.
Borrower
During 12
months -
principal
amount (in
EUR thous.)
During 12
months -
interest (in
EUR thous.)
Maturity
period
1-5 years (in
EUR thous.)
Interest
rate
Currency
of the
loan
granted
Deadline
Collateral
Natural
person
3
2
0
18,50%
PLN
31.03.2016
The company has an
enforceability clause for a
notarial deed from which
the debtors submitted to
enforcement up to the
amount of PLN 100 000,00.
Damar
Patro UÜ
411
1
0
2,5%
EUR
30.06.2027
Investment Friends Capital
SE is entitled to complete
the promissory note up to
the amount of the
Borrower’s liability arising
from the loan agreement,
reduced by any payments
made by the Borrower
towards repayment of the
loan and increased by the
amount of unpaid interest,
any default interest and
other ancillary charges, in
the event that the loan,
together with all ancillary
amounts due, is not repaid
in full by the required due
date.
Total
414
3
0
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
43
30.06.2025
Receivables from loans and interest from related entities are presented in note 9.
Note 5 Share capital and shareholding structure
SHARE CAPITAL
30/06/2026
(in EUR
thous.)
30/06/2025
(in EUR
thous.)
Opening balance of share capital
451
451
Changes of share capital
-291
0
a) decreases (due to):
291
0
- redemption of own shares
291
0
- decrease of share capital
0
0
Closing balance of share capital
160
451
Borrower
During 12
months -
principal
amount (in
EUR thous.)
During 12
months -
interest (in
EUR thous.)
Maturity
period
1-5 years (in
EUR thous.)
Interest
rate
Currency of
the loan
granted
Deadline
Collateral
Natural
person
4
1
0
21,50%
PLN
31.03.2016
The company has an
enforceability clause for a
notarial deed from which
the debtors submitted to
enforcement up to the
amount of PLN 100
000,00.
Damar
Patro UÜ
3 400
396
0
2,5%
EUR
30.06.2026
Investment Friends Capital SE is
entitled for each of these loans to
fill in the bill of exchange in the
amount of the Borrower's
obligation resulting from the
concluded loan agreement,
reduced by the payments made by
the Borrower towards this
obligation and increased by the
value of unpaid interest, as well
as any default interest and other
incidental costs in the event of
failure to repay the full amount of
the loan together with incidental
liabilities within the required time
limit.
Damar
Patro UÜ
127
0
0
2%
EUR
30.06.2026
Total
3 531
397
0
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
44
Share capital as at
30/06/2026
Type of shares
Number of shares
Share capital
Bearer shares
1 600 000
160 000 euro
TOTAL
1 600 000
160 000 euro
As at 30 June 2026, the number of shares with no par value amounted to 1 600 000. There were no
rights or restrictions attached to the shares, and no shares were reserved for issuance under options
or other contracts.
Share capital as at
30/06/2025
Type of shares
Number of shares
Share capital
Bearer shares
4 506 000
450 600 euro
TOTAL
4 506 000
450 600 euro
As at 30 June 2025, the number of shares with no par value amounted to 4 506 000. There were no
rights or restrictions attached to the shares, and no shares were reserved for issuance under options
or other contracts.
If the Company’s equity were to fall below 50% of its share capital, in order to ensure compliance
with § 301 of the Estonian Commercial Code, the Management Board would propose to the
General Meeting of Shareholders measures aimed at reducing the Company’s share capital. The
Company would convene the relevant General Meeting, at which the share capital would be
reduced and the corresponding amount transferred to reserve capital. As a result, the requirement
set out in § 301 of the Estonian Commercial Code would be satisfied.
Note 6 Book value per share
12 months ended
30/06/2026
(in EUR thous.)
12 months ended
30/06/2025
(in EUR thous.)
Book value (in thous.EUR)
416
3 916
Number of shares (pcs)
1 600 000
4 506 000
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
45
Book value per one share (in
EUR)
0,26
0,87
Basic earnings per share (in EUR)
-0,11
0,004
Note 7 Interest revenue
INTEREST REVENUE
01/07/2025 –
30/06/2026
(in EUR thous.)
01/07/2024 –
30/06/2025
(in EUR thous.)
Interest revenue
69
91
- including: from related parties
68
90
Sales to related parties are described in Note 9.
Interest revenue by geographical regions (location of customer):
GEOGRAPHICAL AREA FOR FINANCIAL ACTIVITIES
01/07/2025 –
30/06/2026
(in EUR thous.)
01/07/2024 –
30/06/2025
(in EUR thous.)
Estonia
68
90
Poland
1
1
Total
69
91
In the reporting period, the Company generated revenues exclusively from interest on loans
granted.
Information on leading customers:
For the year 2025/2026:
For the period from 1 July 2025 to 30 June 2026, the Company generated revenue from
transactions with a single customer exceeding 10% of the Company’s total revenue:
Customer No. 1 – 99% of total revenue
For the year 2024/2025:
For the period from 1 July 2024 to 30 June 2025, the Company generated revenue from
transactions with a single customer exceeding 10% of the Company’s total revenue:
Customer No. 1 – 96% of total revenue
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
46
Division into reporting segments
As at 30/06/2026
Reporting segments
01/07/2025 – 30/06/2026
(in EUR thous.)
ESTONIA
POLAND
Assets
413
7
Liabilities
1
3
Profit/Loss
-157
-22
As at 30/06/2025
Reporting segments
01/07/2024 – 30/06/2025
(in EUR thous.)
ESTONIA
POLAND
Assets
3 927
5
Liabilities
15
1
Profit/Loss
27
-8
Note 8 Explanatory note to the Cash Flow Statement
The item “other adjustments” in operating activities as at 30 June 2026, amounting to EUR -3 478
thous. resulted from the cancellation of the share capital.
Note 9 Transactions with related parties
Parent company: Patro Invest OÜ, Tallinn.
BALANCES AND TRANSACTIONS
WITH RELATED PARTIES FOR
THE PERIOD 01/07/2025 – 30/06/2026
(in EUR thous.)
Interest revenue
Loans granted
Repayments of
loans granted
Receivables from
loans and interest
at the end of the
period
Parent company:
Patro Invest OÜ
0
0
0
0
Key members of the Management Board and all companies directly or indirectly owned by them:
Damar Patro UÜ
68
0
3 252
412
Total
68
0
3 252
412
Information on current assets is presented in Note 4.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
47
BALANCES AND TRANSACTIONS
WITH RELATED PARTIES FOR
THE PERIOD 01/07/2024 – 30/06/2025
(in EUR thous.)
Interest revenue
Loans granted
Repayments of
loans granted
Receivables from
loans and interest
at the end of the
period
Parent company:
Patro Invest OÜ
2
0
2
0
Key members of the Management Board and all companies directly or indirectly owned by them:
Damar Patro UÜ
88
0
22
3 923
Total
90
0
24
3 923
The Company did not issue any guarantees.
Note 10 Remuneration of Management Board and Supervisory Board
No remuneration was paid to members of the Management Board or the Supervisory Board for the
current or previous financial year.
Note 11 Contingent assets and liabilities
The tax authorities have the right to inspect the Company’s tax records for a period of up to five
years from the date of filing the tax return and, if any errors are identified, to impose additional
taxes, interest and penalties.
Note 12 Events after the balance sheet date
After the balance sheet date, on 24 July 2026, the Extraordinary General Meeting of
INVESTMENT FRIENDS CAPITAL SE adopted resolutions concerning the transfer of the
Company’s registered office from the Republic of Estonia to the Republic of Latvia and approved
amendments to the Articles of Association related to this process. At the same time, the
Management Board of the Company was authorised to take all actions necessary to carry out and
register the transfer of the registered office.
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
48
VI. MANAGEMENT BOARD’S CONFIRMATION OF THE ANNUAL
REPORT
The Management Board confirms that the management report, corporate governance report and
remuneration report as set out on pages 6 to 18 gives a true and fair view of the key events that
occurred during the reporting period and their impact on the financial statements contains a
description of the key risks and uncertainties, and reflects material transactions with related parties.
The Management Board confirms the correctness and completeness of Investment Friends Capital
SE financial statements for the year 2025/2026 as set out on pages 19 to 47 and that:
the accounting policies used in preparing the financial statements are in compliance with
International Financial Reporting Standards as adopted by the European Union;
the financial statements give a true and fair view of the financial position, financial results
and cash flows of the Company;
Investment Friends Capital SE is a going concern.
Tallinn, 30/09/2026
Damian Patrowicz Member of the MB Signature
First name and last name Position ……....................
FINANCIAL STATEMENTS OF
INVESTMENT FRIENDS CAPITAL SE
FOR THE YEAR ENDED 30/06/2026 /in EUR thous./
49
VIII. MANAGEMENT BOARD’S PROPOSAL FOR COVERAGE OF THE
NET LOSS
Pursuant to § 332 of the Estonian Commercial Code, the Management Board hereby resolves
to propose to the General Meeting of Shareholders that the Company’s loss after tax (net loss)
for the 2025/2026 financial year in the amount of EUR 179 thousand, as disclosed in the
Company’s annual separate financial statements for the financial year ended 30 June 2026, be
covered as follows:
- the amount of EUR 179 thousand (one hundred and seventy-nine thousand euros) shall be
covered by profits generated in future years.
The Management Board resolves to request that the Supervisory Board assess this proposal
concerning the coverage of the Company’s net loss for the 2025/2026 financial year and
submit it to the General Meeting of Shareholders for consideration, in accordance with § 332
of the Estonian Commercial Code.
Tallinn, 30/09/2026
Damian Patrowicz Member of the MB Signature
First name and last name Position ……....................
