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MAPFRE MIDDLESEA p.l.c.
Annual Report
31 December 2021
Company Registration Number: C 5553
Contents
Page
Page
Chairman's Statement
i.
4. Management of risk
President & CEO Statement
vii.
4.1 Insurance risk
80
Directors’ report
1
4.2 Financial risk
85
Corporate Governance Statement
13
4.3 Fair values
104
Remuneration Statement and Report of the
Remuneration Committee to the Shareholders
33
5. Capital management
108
6. Segment information
109
7. Net operating expenses
115
Statement of profit or loss
8. Investment return
116
Technical account – general business
42
9. Other income
117
Technical account – long term business
42
10. Profit before tax
118
Non-technical account
44
11. Employee compensation
119
Statement of comprehensive income
45
12. Tax expense
120
Statement of financial position
45
13. Directors’ emoluments
120
Statement of changes in equity
47
14. Earnings per share
121
Statement of cash flows
50
15. Dividends
121
Notes to the financial statements
16. Intangible assets
121
1. Basis of preparation
52
17. Leases
126
2. Accounting policies
55
18. Property, plant and equipment
129
2.1 Consolidation
55
19. Investment property
134
2.2 Segment reporting
57
20. Investment in subsidiary undertakings
141
2.3 Foreign currency translation
57
21. Investment in associated undertakings
145
2.4 Intangible assets
58
22. Other investments
147
2.5 Property, plant and equipment
59
23. Deferred income tax
151
2.6 Investment property
60
24. Insurance liabilities and reinsurance assets
154
2.7 Investments in subsidiary undertakings
60
25. Deferred acquisition costs – short term
insurance contracts
164
2.8 Investments in associated undertakings
61
26. Insurance and other receivables
164
2.9 Financial assets
61
27. Cash and cash equivalents
165
2.10 Impairment of assets
63
28. Share capital
165
2.11 Offsetting financial instruments
65
29. Other reserves
165
2.12 Cash and cash equivalents
65
30. Provision for other liabilities and charges
167
2.13 Share capital
65
31. Insurance and other payables
169
2.14 Insurance and investment contracts
65
32. Cash generated from operations
169
2.15 Financial liabilities
71
33. Commitments
170
2.16 Current and deferred income tax
72
34. Contingencies
171
2.17 Provisions for pension obligations
73
35. Related party transactions
172
2.18 Revenue recognition
73
36. Significant events during the period and
subsequent to the reporting date
176
2.19 Investment return
74
37. Statutory information
176
2.20 Leases
75
Independent Auditors’ report
2.21 Dividend Distribution
77
Independent Assurance Report
3. Use of accounting estimates and judgements in
applying accounting policies
78
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
Chairman’s Statement
2021 saw the pandemic continue throughout the world and its impact on businesses was
profound, mitigated to some extent by Government intervention but hitting some industries
harder than others. Quantitative easing, in the more developed economies softened the harsher
impact of this phenomena, the like of which has had no precedent in the modern world.
However, Governments, companies and indeed the world population at large has had to adapt
and live with the effects of the global pandemic – and what is perhaps surprising is the speed and
relative efficiency with which all have changed in order to combat, and to some extent live with
its restrictions and limitations. As I write we are looking to the future with some optimism that
the worst may be over, and that we may again be able to return to normality after more than two
years.
The insurance industry has been no exception to this upheaval and has been greatly affected by
the pandemic. Whilst the effects of the almost total shutdown in 2020 had kept claims low in
non-life insurance, especially motor, as restrictions were relaxed, claims increased to their
normal levels, with motor still marginally below the pre-COVID level. Our results in MAPFRE
Middlesea p.l.c. (“MAPFRE Middlesea”, “MMS” or “Company”) were therefore affected and
our profit decreased from record levels in 2020 where profit before tax was €6.4 million, to a
more average result of €4.1 million. With the life company, MAPFRE MSV Life p.l.c.
(“MAPFRE MSV Life”), the effect was more complex. The volatility of the markets greatly
affected that company’s solvency, mainly brought about by the company’s best-selling
investment product, which generally gives stable returns but where the capital of the investor is
guaranteed by the company. In this case the fluctuations in share prices coupled with the very
low returns on fixed interest bonds meant that the company needed to bolster its capital buffer
which had necessitated an injection of capital of some €40m by the company’s shareholders –
MAPFRE Middlesea and Bank of Valletta p.l.c. in early 2021. Whilst the company continued to
register increasing profits, it was deemed prudent not to issue dividends to those shareholders last
year, but to retain those profits to ensure a comfortable solvency ratio.
As MAPFRE MSV Life did not issue dividends in 2020, and 2021, MAPFRE Middlesea could
only pay dividends out of its own earnings. I must inform you therefore that for the second year
the dividend pay-out is at a reduced level.
Results
MAPFRE Middlesea returned a profit of €4.1 million. Whilst premiums continued to increase,
the Company was hit by high claims especially in motor, which impacted the profitability of the
Company. Net non-life claims increased from €29.8 million in 2020 to €34.9 million in 2021 an
increase of 16.9% whilst net earned premiums increased to €60.7 million or an increase of 5.7%.
The result was that profit fell to €4.1 million from €6.4 million.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
i
Chairman’s Statement - continued
With the Company’s principal subsidiary, MAPFRE MSV Life, premium income continued to
increase to record levels with premium turnover reaching €325.1 million, up from €269.6
million, an increase of 20.6%. The main driver for this was the sale of the company’s Single
Premium investment product which continues to remain popular, having a track record of
delivering good returns whilst setting the investors mind at ease that the capital is guaranteed.
MAPFRE MSV Life’s profit before tax increased from €15.0 million to €16.7 million. However,
as noted above, in spite of the increased profit, the directors have adopted a prudent approach. In
2020 the dividend was cancelled, whilst in 2021 no dividend was declared. As stated, this means
that there were no distributable dividends released to MAPFRE Middlesea which means that
there was no onward transmission of dividends to you the ultimate shareholders.
Dividends
MAPFRE Middlesea is declaring a net dividend in respect of the profit earned in 2021 of €2.4
million which translates into a net dividend per share of €0.026087. This compares to the
dividend declared last year of €3.2 million.
I should also inform you that the Directors of MAPFRE MSV Life are determined to resume
dividend payments albeit prudently in the near future. It is difficult for me to predict with any
certainty when this will occur or indeed the rate of pay-out as this is subject to the prevailing
economic situation which on a global level remains highly uncertain, but is likely to be prudent
and having due regard to the solvency of the company.
Solvency
2020 saw the solvency ratio of MAPFRE MSV Life fall to 101% in March. This was brought
about by the onset of the pandemic which brought havoc on the world markets. The company
took immediate remedial action, repositioning its investments to a more defensive position and
cancelling the declared dividend declared for that year. The capital injection of €40m by its
shareholders MAPFRE Middlesea and Bank of Valletta further bolstered its solvency which is
now in what we term, the green zone, and well in excess of 200% (provisional). The Group
continues to monitor the solvency of the group, but more specifically that of MAPFRE MSV life,
very closely in view of the continued volatility in the markets but the Board remains confident
that the steps taken, ensure the Group’s resilience in the face of this.
Operational developments
In spite of the pandemic, MAPFRE Middlesea and MAPFRE MSV Life, continued to transform
their respective businesses to meet the exigencies of the future. Both companies are in the middle
of transforming their IT systems and processes and significant improvements have been
registered in the past year. We view this as key to the development of both companies and indeed
we hope to reap great efficiencies in the near future as a result of this.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
ii
Chairman’s Statement - continued
Both companies are developing new products and especially in the case of MAPFRE MSV Life,
which should have significant long term benefits. This includes the new pension schemes which
are being rolled out and which will help provide additional income to those taking up pension
plans on retirement. For the company this will constitute a new diversified source of income.
Challenges
The economic situation remains unstable. As the effects of the pandemic recede, new
geopolitical risks, specifically in the Ukraine, have taken centre stage, whilst the potential effects
of the withdrawal of quantitative easing have yet to be seen. All this makes for the roller-coaster
effect on the markets likely to continue.
In Malta the short term effects of grey listing seem to have been weathered, however the longer
term impact of this in attracting new business has yet to be seen. Further, the global minimum tax
rate set at 15% which is due to be implemented will impact our financial services.
We look to the Government to seek out new sustainable industries whilst ensuring that public
finances are carefully expended and invested wisely in the best way possible and rendering value
for money. The Government needs to work hard to restore the country’s reputation and remove
its name from the Grey List and do its utmost to ensure that Malta is a place to do business, with
a highly skilled flexible workforce, where the rule of law is applicable to everyone without fear
or favour.
On the environment side, we have seen that climate change is a reality. As insurers we are often
at the sharp end of its effects with ever increasing pay-outs due to storms, drought, floods, and
crop failures. We will continue to pay for our inaction, and can only urge our own and other
governments to work towards resolving this existential problem.
Caution remains the watchword when looking forward but this does not mean we need be
pessimistic. We have the means to resolve these issues but require the will.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
iii
Chairman’s Statement - continued
Regulation
The MFSA, as regulator, has become increasingly active and placed onerous demands on
companies operating in the financial services sector. This is not only a national issue as
regulators the world over are becoming increasingly intrusive. Combating financial crime,
implementing complex reporting, solvency and accounting standards have meant that we have
continued to invest heavily in skills and technology to ensure that we fulfil our obligations in this
regard. I must say that in five short years the landscape has entirely changed and the group has
built up a team of highly skilled professional personnel in finance, compliance, risk management,
actuarial and anti-financial crime departments. The cost of compliance is indeed high but is an
investment necessary to do business in the modern landscape.
2023 will see the introduction of IFRS 17, an accounting standard which will revolutionise the
way we account for and report our results. This will be seen in the 2023 statutory accounts but of
course the 2022 figures, as comparatives need to be computed including a restatement of the
opening position for that year.. We are well prepared to achieve this milestone and in this I must
acknowledge the great assistance we are receiving from MAPFRE S.A..
Our employees
2021 saw a reduction in the number of employees working from home. As the pandemic receded,
many preferred to work from the office which of course has its advantages. However, in this the
world has changed and the company has become, where possible, more flexible, more family
friendly than in the past. As always, our primary aim is the health and safety of our employees.
In 2022 we are looking to increase our staff training, which had proved difficult during the
pandemic and on which we place much importance.
Employment has grown in line with turnover and the increasing regulatory requirements. We
now employ some 295 staff in the Group. Together with the Board I should like to thank them
for their sterling efforts, especially during the pandemic, but also due to the additional demands
brought about by the IT transformation and the increased regulatory structures.
Distribution
MAPFRE Middlesea distributes business with a multi-channel approach which means that many
of the policies sold are generated through a network of Agents, Brokers and Tied Insurance
Intermediaries. Over 35% of our income comes from 6 agents, whilst 22% comes from our own
Tied Insurance Intermediaries of which we have around 60. Clearly therefore they remain critical
to the success of the Company. We maintain close links with all of our distributors who have
also felt the brunt of increased regulation whilst maintaining their businesses and selling our
products to the market. We remain grateful for the hard work they put in and reiterate our
committment to them to continue to improve our service as well as ensuring that our product
offering remains competitive and innovative.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
iv
Chairman’s Statement - continued
Corporate Social Responsibility
During 2021, despite the challenging times caused by the pandemic, MAPFRE Malta
endeavoured, as part of the MAPFRE Group, in its committment in environmental, social and
governance (ESG) matters by once again meeting our CSR objectives collaborating with a
number of different entities to organize various activities ranging from food and blood donations,
environmental activities and clean-ups.
Fundación MAPFRE allocated over €100k for projects in Malta across different areas (road
safety, health and social actions). The Foundation has once again funded the provision of
specialized services to children and adults with disabilities to enable them to lead a more
independent life.
MAPFRE Malta also joined the fight against breast cancer with a variety of awareness-raising
activities through their #ThinkPink campaign, as well as by collaborating with the Action for
Breast Cancer Foundation.
Shareholders
MAPFRE Middlesea p.l.c. is a listed entity regulated by the Malta Financial Services Authority.
It is a subsidiary of MAPFRE Internacional. Being part of one of the largest insurance companies
in the world allows us to access technical know-how which is at the cutting edge of the industry.
In 2021 MAPFRE Internacional increased its shareholding from 54.56% to 55.83% through the
purchase of 1,168,140 ordinary shares.
Bank of Valletta p.l.c. is the other major corporate shareholder with 31.08% of the shareholding
and is a 50% co-shareholder in MAPFRE MSV Life p.l.c.. The bank has proved to be a steady
partner throughout the years, providing not only input and insight at board level but is the main
generator of turnover in MMSV. The commercial relationship between the Bank and the
company remains very strong which is critical to the evolution of the company.
13.09% of the shareholding in MAPFRE Middlesea is held by the so-called smaller shareholders,
of which we have some 3,750.
I have the privilege to work with a board which is professional in its dealings and technically
competent. Joseph F.X. Zahra, Jose Ramon Alegre, Jose Luis Jimenez and Jose Maria del Pozo
were appointed by Mapfre whilst Taddeo Scerri and John Cassar White were appointed by Bank
of Valletta. The smaller shareholders elected Antoinette Caruana and Paul Testaferrata Moroni
Viani. I am grateful to them for their focused insight in helping to resolve the many issues which
arose during the year and in providing direction and perspective to management.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
v
Chairman’s Statement - continued
I already reported last year that Javier Moreno was appointed the President and CEO of
MAPFRE Middlesea. It was an eventful year which he handled intelligently and skillfully at full
tilt. He took over in early 2021 a year which proved what I might say eventful.
2021 also saw the retirement of David Curmi who was CEO of MAPFRE MSV Life for 19
years. The company, with the assistance of MAPFRE SA made an international call to find a
replacement and I am pleased to say that after a rigorous selection process Etienne Sciberras was
appointed in his stead. He was formerly the Group Risk Chief Officer and has moved into his
new role as CEO seamlessly. I am grateful for the work, professionalism and dedication of the
two new CEOs and their immense contribution to the Group. They are ably supported in this by
the whole team of chief officers and staff who have ensured the Group’s continued progress in
these unprecedented times.
Signed by Martin Galea (Chairman) on the 23 March 2022
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
vi
President & Chief Executive Officer’s Statement
MAPFRE Middlesea Group highlights
Once again, 2021 has been a complex year in our lives. The continuing pandemic has brought
about restrictions in mobility and has affected the country’s normal social and economic
development. We started the year with wave 4 and closed it with wave 5 of this pandemic.
Our objective as MAPFRE Malta Group (“Group”) has been twofold: to preserve the health and
safety of our employees, clients, intermediaries and other stakeholders, and to maintain at all
times the high level of service to our policyholders and distributors. I must say that we have
shown complete flexibility in adapting our service format to the changing circumstances. This
has been thanks to our technological capacity to work virtually and above all, to the total
commitment of each and every employee in our organisation.
Though uncertainty is not conducive to business development, our financial performance has
been very good thanks to the remarkable effort made by all our teams, by our intermediaries and
strategic partners.
Premiums written amounted to €405.2 million, with significant growth in both Long term
business and non-life. The increase compared to 2020 is remarkable at 17.6%, mainly due to our
strong distribution capacity and more favourable economic conditions.
In addition to the growth in the managed business, our profit before tax reached €20.4 million,
slightly below the exceptional result of 2020 where we were able to obtain a higher technical
result than usual. In any case, we are very pleased to have even exceeded the targets we set
ourselves.
Long term business once again experienced high volatility, but unlike the previous year, the
highest tensions in the international financial markets occurred in the last quarter. Fortunately,
our successful diversification strategy and our active management of the portfolio, has led to
good investment results at the end of the year. In addition, we have a solvency position
reinforced by the increase in capital and by appropriate management, which has enabled us to
continue growing the savings business. The growth in premiums was magnificent, as was the
result, exceeding in both cases the 2020 figures. These are discussed in more detail later in this
report.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
vii
President & Chief Executive Officer’s Statement- continued
MAPFRE Middlesea Group highlights - continued
Non-Life business has returned to growth in almost all our lines, despite the abnormal situation,
with the low tourist activity and reduced international mobility, still affecting automobile and
travel. The technical performance, with a Net Combined Ratio (“COR”) of 91.8%, was good
overall, though not reaching the excellent and atypical 86.1% of 2020 that was due to the drop in
claims associated with the lack of mobility caused by the pandemic. This performance was not
evenly spread in all sectors, with a better performance in personal and commercial lines
compared to motor and health. However, our risk model, where diversification is key, has
enabled us to once again perform well.
Premium written for MAPFRE Middlesea p.l.c. (“MAPFRE Middlesea”,“MMS” or “Company”)
including group life reached the €80.0 million mark for the first time at €80.1 million and profit
before tax closed at €4.1million, lower than the excellent atypical result in 2020 but above the
targets set for the year.
On balance, this year has been clearly positive despite the persistent effects of the pandemic. As
a Group we have managed to grow in almost all businesses and maintain a good level of
profitability, rising to the challenge set by Company's strategy of transforming ourselves to grow
profitably.
The experience gained in 2020 enabled us to face 2021 with renewed capabilities. The great
assets of our Company have once again proved to be the key to our clients' trust and we continue
to maintain and reinforce a leading position in the insurance industry in Malta.
We again reassert our commitment to strong, sustainable development and value creation for our
shareholders.
Finally, it is important to note that the planned transition of the Chief Executive Officer positions
in MAPFRE Middlesea and MAPFRE MSV Life p.l.c. (“MMSV”) have been carried out
successfully.
General Business
Premiums in 2021 reached €77.6 million, representing a growth of 6.9% over 2020. Since the
beginning of the year, we have made a constant effort to recover the growth that we have
enjoyed in recent years and that was brought to an abrupt halt in 2020 by the shock of the
pandemic. Preliminary figures show that we have managed to grow our local non-life risk
business in line with the rest of the market, and marginally strengthening our leading position to
33.23%.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
viii
President & Chief Executive Officer’s Statement - continued
General Business - continued
We have achieved clear and balanced growth across all business lines except travel and marine
cargo, which are still impacted by the effects of COVID19. Of note was the return to growth in
motor, with increases of 3.3%, the magnificent result in health, and the consistency of the rest of
the personal and commercial lines.
With 109,031 customers and 213,439 policies, we have achieved increases of 1.26% and 4.69%
respectively over 2020. This good news confirms that more and more clients are placing their
trust in MAPFRE.
Commercial activity has been intense and more than 54,000 new policies have been issued, a
significant figure that has been possible thanks to our large distribution network and the
attractive value proposition that the Company offers to its clients.
Our retention ratio is 81.2%, a very good figure in general terms but one that needs to be
optimized in the coming years. Our ambition and business culture must drive us to consistently
keep our customers satisfied, loyal and open to placing greater trust in us with more insurance
products.
Regarding our product offering, MMS has continued to innovate and develop new insurance
solutions, with important launches such as the Electric Vehicle (EV) policy, a pioneer in our
market, simplified more adaptable offerings for SMEs, and the COVID coverage in our travel
policies. Without a doubt, MMS has the widest coverage of insurance solutions that allow our
intermediaries to always meet the needs of each family, company or organisation.
Regarding our distribution, our partners, brokers, agents and TIIs have demonstrated once again
this year that a relationship based on mutual trust and commitment is the basis for excellent
service to our clients, offering agile and personalised attention.
Our agents have developed a formidable year, showing that this model generates profitable and
sustainable growth. They have increased by 6.8%, a remarkable figure, and a significant
contribution to the diversification that is always part of our strategy.
MMS has always maintained an excellent professional relationship with brokers and this year has
been no exception as the strong figures show.
Our direct business, consisting of our regional offices and TIIs, has also performed very
positively. As a Company, we want to continue to promote this channel further as we still see
more potential to be opened up. MMS continues to develop this channel and during 2021 has
struck three additional agreements with three established partners which will surely contribute in
delivering higher sales figures in the coming years.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
ix
President & Chief Executive Officer’s Statement - continued
General Business - continued
Motor business evolution this year was complicated by two factors: a higher frequency of serious
claims, concentrated mainly in Q4, and an upturn in the average cost of claims associated with
the higher cost of vehicle repairs. The net COR reached 100.3%, and Management has already
taken steps to improve in 2022, and will continue to monitor closely its development. Health
business performed very well with net COR holding at a very positive 75.9%, higher than 2020
but still more than adequate. The rest of the business lines had a net COR of 83.4%, which is
very satisfactory and allowed us to maintain the good overall technical result.With Motor already
below 50% of the non-life portfolio, the diversification of businesses ensures greater stability in
our technical performance.
Special mention should be made of the high control of management expenses, which has enabled
us to slightly reduce our internal expenditure by 0.7%.
With a headcount at the end of 2021 of 194 employees, MMS has suffered a variation of 1.6%,
with a turnover of 9.4%. The commitment to our employees and society remains unchanged and
embedded in our corporate culture and this is a strategic pillar for the coming years as we face a
difficult labour market, with very low levels of unemployment, rising wage pressure and high
mobility in the market.
The solvency of MMS continues to be very high, as provisionally determined by management at
257.9%, are 2.6 times the minimum legal requirement. The reinsurance protection offered to the
Company by MAPFRE Re, the MAPFRE Group reinsurance company, ensures an adequate
cover for significant losses that ensures that our Solvency is not negatively impacted by such
occurrences. Taking advantage of the MAPFRE Group purchasing power ensures that such cover
is obtained at an optimal cost for the Company.
Investment return at €0.4 million, is higher than in 2020 but conditioned by the slightly negative
adjustment of the valuation of our main real estate investment, Development House.
Long Term Business
2021 has again been a challenging year for MMSV. The first months were in particular more
hesitant due to the uncertainty of the pandemic but in the end, in close collaboration with our
strategic partner Bank of Valletta p.l.c. (“BOV”), MMSV has achieved premium figures of
€325.1 million across all lines of business. This represents a very significant increase of 20.6%
and the highest premium income year in the Company's history.
The growth was mainly driven by savings products and in particular by our well-known With-
Profits product in Single Premium mode. Again, our main distributor was BOV.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
x
President & Chief Executive Officer’s Statement - continued
Long Term Business - continued
The other business lines: protection, pension plans, periodic premium savings, investment bond
and unit-linked, also performed very well in all cases.
Of particular note is that despite parting ways with two important distributors this year, MMSV
was able to offset those losses and even grow above our initial estimates including through a new
agreement with a financial institution that will further strengthen its distribution network. Our
direct distribution channel, shared with MMS, has performed extraordinarily well and almost
doubled its turnover. Finally, other TIIs have also continued to contribute to the Company's
strong business development.
MMSV has continued to work on improving the performance of With-Profits products, with
special offers and with additional services included in protection policies. MMSV offers the
widest range of protection, savings and retirement solutions on the market, suitable for families,
companies and diverse organisations.
Investment management has again been key and thanks to our diversified investment strategy
MMSV has achieved a very positive financial result for its policyholders, resulting in the
allocation of a Regular Bonus of 2%. In addition, certain investments have been adjusted to focus
more on assets that generate returns with lower volatility over the long term.
Funds under management increased to €2,253 million, an increase of 3.5% over 2020, thanks to
the With-Profit's excellent sales figures as well as a return of the fund of €93.6 million,
representing a gross investment return of 4.2%, despite the volatility experienced especially in
Q4.
Operating expenses were closely controlled. The 1.1% reduction below 2020 was mainly due to
a reduction in internal expenses of 6.3% which compensated the higher acquisition expenses
from new business.
The protection business delivered an excellent technical result, strongly supported by an
improvement in interest rates, mortality rate adjustments and optimisation of reinsurance
protection.
As a consequence of the above, MMSV's profit before tax reached €16.7M, an excellent figure
exceeding 2020 and contributing decisively to Group consolidated results of over €20.0 million.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xi
President & Chief Executive Officer’s Statement - continued
Long Term Business - continued
Solvency is a key aspect of MMSV. Our ratios are further reinforced, rising from 189% to more
than 228% (provisional) in 2021. This increase is due not only to the capital injection made in
March 2021 but also to a continuous improvement of those aspects of the With-Profit products
that most penalise capital requirements.
Regarding the MMS group life business, 2021 has been a better year than expected as the
increased competition in the market finally had a low impact and the premiums figure has
remained broadly similar to 2020 at €2.5 million with a 0.5% reduction. In addition, the
profitability of this business line has been very positive, €0.9 million, outperforming 2020 by
85.1%.
Consolidated Results
In 2021, the group registered a profit before tax of €20.4 million, 3.8% lower compared to the
previous year. After tax, the Group generated a profit of €12.9 million or 9.5% lower than the
previous year. The tax expense of 2021 is more than the 35% corporate rates closing at 36.6%
compared to 32.6% in the previous year due to a lower impact of Property gains that are taxed at
10%. Earnings per share attributable to shareholders have been reduced to 8c3. The profit
attributable to shareholders was reduced by the lower result achieved by MMS. MMS is
committed to returning value to its shareholders and will continue to dedicate an important part
of its profit to remunerate the shareholder.
After a complex few years and still maintaining a prudent policy in line with discussions with
our regulator, MMS will propose to the board of directors to pay a net dividend of €0.026087 per
share. The Company's payout will be 92.02% of this year’s profit after tax of the Company. It is
envisaged that MMSV will return to pay a dividend to its shareholders in 2022 at a level that
would safeguard a good level of Solvency.
In parallel, we continue to increase the value through both companies’ capitalisation to manage
stressed scenarios as we still face complex years with significant levels of uncertainty.
Statements of Financial Position
The group's total assets increased by 5.4% and totalled €2.83 billion. More than 92.7% of them
are return-seeking assets (investments and cash and cash equivalents) derived from the increase
in MMSV’s funds under management. These funds are invested in diversified securities (local
and foreign), managed in-house or externally by highly reputable entities. The Group also has a
portfolio of rented property investments and property-related shares.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xii
President & Chief Executive Officer’s Statement - continued
Statement of Financial Position - continued
On the liabilities side, 97.0% of the balance pertains to technical provisions. Life technical
provisions increased as a result of inflows exceeding outflows from the Fund, whilst non-life
business saw an increase both in unearned premium provision from increased sales and in claims
outstanding provision from higher claim frequency and severity.
Total equity increased by €40.7 million or 22.4% including the minority interest mainly driven
by the injection of €20.0 in MMSV’s capital by BOV, the profit for the year and the increase in
the value of the in-force business.
Review of operations
During 2021 MAPFRE Malta has continued to drive forward its omnichannel approach,
introducing improvements across the board. At MAPFRE we want to accompany clients and
engage with them based on their preferences.
Starting with the website, we have developed an integrated site for the local Group,
mapfre.com.mt. This provides the customer with a global vision of the solutions and services that
our Group offers in both Life and Non-Life, undoubtedly the widest insurance offer in the
country. We continue to promote direct services to policyholders to make regular processes, such
as quotations, renewals, and notification of claims, easier and simpler. The ‘My Insurance’
customer portal gives access to the excellent offers of MAPFRE’s Insure&Save loyalty
programme. We cannot forget Emma, our chatbot, which continues to handle a growing volume
of interactions with our policyholders.
But we also continue to provide a first-class contact centre through our associate company
MAPFRE Middlesea Assist, a company specialising in road and home assistance services, which
are being digitalised for the convenience of our customers. Of course, communications via
WhatsApp are fully operational.
It is important to mention that all our intermediaries and regional offices play a key role in
creating a good customer experience, a situation that MAPFRE evaluates through studies based
on NPS (Net Promoter Score) methodology and where this year MMS has obtained the best
rating in the market.
We constantly strive for greater operational efficiencies, which is why several operational
processes have been optimised this year with RPA technology.
In 2021, we made organisational adjustments in MMS to strengthen the technical and operations
functions and those that are shared between MMS and MMSV.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xiii
President & Chief Executive Officer’s Statement - continued
Review of operations - continued
Regarding digital transformation, progress in the implementation of the new core systems of both
companies has been remarkable, reaching important milestones, although we have again suffered
some delays in some projects. The main products of both companies can now be issued through
the new platforms, providing underwriting and operational improvements and a solid pillar on
which to build the digital ecosystem of the companies.
Subsidiaries and Associates
BEE Insurance Management Limited
BEE Insurance Management Limited and Euromed Risk Solutions Limited, our subsidiaries
dedicated to the provision of insurance services to third party companies, have managed to
maintain business with their existing clients, but have again encountered difficulties in acquiring
new clients due to the pandemic. Malta's grey-listing status has also resulted in potential clients
delaying their decision to establish themselves in Malta.
Due to these circumstances we made a small loss of €0.1 million. Nevertheless, we continue to
explore new opportunities that will allow us to maintain the sustainable development of this
activity within MAPFRE Malta.
Middlesea Assist Limited
MAPFRE Middlesea Assist Ltd, our joint venture between MMS and MAPFRE Asistencia,
generated a profit of €0.18 million, a reduction of 2.2% compared to 2020.
Its principal role is to be MAPFRE Malta's arm in developing services for our clients. As a leader
in roadside and home assistance services, it is perfectly aligned with our service ethos: we prefer
to solve our clients' problems rather than pursue a compensation process. Once again this year,
the evaluation of these services has been highly rated by our customers and we have also made
progress in the digitalisation of services with the MIA (MAPFRE Intelligence Assistance) Drive
project, which will allow smartphone access to the assistance service.
Middlesea Assist continues to develop its telephone customer care services, using WhatsApp.
CSR and Sustainability
We are a socially responsible business Group committed to the environment. We believe that the
development of our Company must be accompanied by absolute respect for all the stakeholders
with whom we interact. We aspire to contribute to the well-being of society, which we are a part
of. MAPFRE is a company with a heart, whose pulse supports our social strength as an
organisation.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xiv
President & Chief Executive Officer’s Statement - continued
CSR and Sustainability - continued
We are actors of social commitment through volunteering and through Fundacion MAPFRE
activities. Our employees, ourselves, are the protagonists collaborating in social tasks that help
others, something that, if in normal circumstances is very important, this year has become
fundamental. Our volunteers have participated in activities that have benefited a lot of people in
need, giving them food and a helping hand whenever possible.
Building a better, fairer, safer, more equal, more prosperous world is what MAPFRE aims to
achieve with #playingourpart, a concept targeting people and based on deeds and actions. It
revolves around what each one of us can do, those thousands of small gestures that contribute to
the common goal of protecting the planet and building a better today and tomorrow for everyone.
MAPFRE is a committed company that is concerned about its social print and fosters economic
and social development in the countries in which it operates. MAPFRE believes that business
development also entails a demanding social, environmental and governance commitment to
protect the legacy handed down to our future generations.
Looking forward
The year 2021 is over and with it our current strategic cycle and so we need to take stock. In
2019 we set out to transform ourselves to grow profitably. There have been clear advances in our
customer focus, in the technical and operational management of our businesses and culture and
talent as fundamental pillars of our business development.
It has definitely not been a normal period with the pandemic hitting us all through 2020 and 2021
but, despite adjustments to some of our projects to address more urgent needs, we have been able
to achieve most of our objectives and KPIs for the period.
Now it is time to look to the future, and we have defined a new strategic plan for MAPFRE
Malta 2022-2024, with specific developments for each company generating important synergies.
Briefly, our lines of action will have very clear drivers.
Customer focus. Our mission is to provide the best protection and the best service to our
customers. We have a magnificent starting point, but we are not satisfied. We want to be leaders
in customer experience in Malta and for this, we must listen more, understand all their needs and
their preferred form of relationship. We want to accompany clients in their lives and be there
with them, supporting them, at all times being reliable and trustworthy. The value proposition
must serve this great principle and promote a holistic view of the customer, differentiating
individuals and families from corporate customers.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xv
President & Chief Executive Officer’s Statement - continued
Looking forward - continued
Distribution and diversification. While maintaining and reinforcing all our current distribution
agreements with our important commercial and strategic partners, we must continue to
strengthen the direct relationship with our customers when they require it, either in person or
digitally. We remain committed to a multi-channel distribution model, adapted to the needs of
our customers. We shall continue to offer the widest range of insurance products, diversifying
towards those insurance solutions that best suit our customers and which are also aligned from a
technical and capital management point of view.
Gaining efficiency. Offering the best solutions and services is all well and good, but we also
have to do it at the lowest possible cost, driving towards simplicity and agility. This means
transforming many processes, and we are taking on the challenge determined to achieve this
ambitious goal.
We cannot and must not forget that the regulatory environment will continue to be very intense
in the coming years and as MAPFRE Malta we welcome all these changes. We will maintain the
same fluid, transparent and cooperative relationship with the different bodies that regulate our
activity, mainly the MFSA. We always aim to strike the balance between proper control and
business development on behalf of our intermediaries, providers and other stakeholders. We
must all cooperate to achieve full regulatory compliance without affecting commercial and
competitive activity.
Any business strategy requires a favourable and predictable environment to be successful and we
must defend Malta's excellent prospects. Together, we must continue to work towards making
our country increasingly transparent in financial practices so that situations such as the current
grey-listing can be remedied quickly. We must also find solutions to the growing shortage of
qualified professionals in a market of full employment.
As an insurance Group, we reiterate our total commitment to collaborating with other institutions
in the promotion of road safety. As a society, we cannot accept that serious avoidable accidents
continue to occur. We must raise awareness of the risks of drug consumption, the use of mobile
phones and inappropriate speed. We must act in education, legislation, infrastructure and vehicle
fleets to rise to the challenge of Zero Fatalities in cars.
ESG is already deeply embedded in our strategy, in our commitment to society here at MAPFRE
Malta. We take specific action on environmental sustainability, in society and governance. We
are not starting from scratch, these activities were already part of our corporate DNA and were
already present in our daily business, but now we will promote them more directly and visibly.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xvi
President & Chief Executive Officer’s Statement - continued
Looking forward - continued
We are an insurance Group committed to our shareholders, customers, distributors, employees
and Maltese society and we will continue to work hard every day to be Your Trustworthy
Company.
Signed by Javier Moreno Gonzalez (Chief Financial Officer) on 23 March 2022
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
xvii
Directors’ report
The Directors present their annual report for the year ended 31 December 2021.
Principal activities
The principal activities of the Group consist of the business of insurance. The Group is licensed to
carry on general and long-term business. The Group is also authorised to provide investment
services and insurance management services.
Review of business
The Company
MAPFRE Middlesea p.l.c. (the ‘Company’) registered a profit before tax of €4.1 million during
the financial year ended 31 December 2021 (“FY 2021”) compared to €6.4 million registered in
the previous financial year (“FY 2020”) with post-tax profits of €2.6 million, compared to €4.1
million in FY 2020. Whilst COVID-19 pandemic remained with us, a level of normality returned
impacting our technical performance through increased claims in the non-life business. On the
other hand group life business returned a stronger result than the comparative year. Negative fair
value movements, particularly in investment property, together with the non-payment of dividend
from the subsidiary MAPFRE MSV Life p.l.c. resulted in a modest financial contribution from
investments to the profits of the Company.
Premiums written by the Company reached €80.1 million (2020: €75.1 million), a 6.6% increase
with growth in all main non-life classes of business with a marginal drop in Group Life. MAPFRE
Middlesea p.l.c. remained the leader of the non-life market with the Company’s market share
increasing marginally from the previous year following the receipt of provisional market data as
the market registered a growth in line with the Company's.
Technical results for general business dropped to €5.3 million from the €7.9 million of FY 2020, a
33.7% reduction. Premium growth was encouraging although the growth in Motor was subdued
compared to other classes. Travel premium continued with negative trends as the Company
stopped offering the product to individual travellers for most of the year until the approval of the
COVID cover rolled out towards the end of 2021. Claims frequency, which was in 2020
significantly reduced particularly in Motor and Health business returned to normality with the
easing of restrictive measures during 2021. An increase in average claim cost in Motor was also
experienced which, together with a higher impact from major large losses saw the net combined
ratio in Motor increase to 100.3%, well above the 89.3% registered in FY 2020, and above set
targets. The whole non-life portfolio closed with a net combined ratio of 91.8% up from the 86.1%
registered the previous year. Group Life business although retracting marginally in premiums
recorded a strong result contributing €0.9 million, above the €0.5 million in FY 2020 mainly due
from a reduction in reinsurance cost emanating from reduced claim severity.
As the economy partially recovered from the contraction experienced in 2020 and with GDP
growth projections showing a reducing trend, the quest for profitable growth remains at the core of
the MAPFRE Group strategy to ensure adequate returns to its shareholders even at such a
turbulent period. The Company continues to monitor each line of business, ensuring pricing
adequacy whilst introducing changes in the products offered, taking on risk that is within its risk
appetite to maximise profit.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
1
Directors’ report - continued
Review of business - continued
The Company – continued
Business and client retention remains a major challenge as clients seek insurance cover that suits
their needs at the right price. The Company remains focused on offering its clients a better service
directly or through its numerous intermediaries, even if remotely. The Company continues to roll-
out its implementation of its new insurance IT system whilst upgrading its technological platforms
that bring the Company closer to its clients. As progress is made in rolling further products onto
the new system, the Company is aware of the inherent risks that an overhaul of the core IT system
brings about both to resources and operations and Management plans to ensure transition is done
in a way to mitigate such risks.
The Company’s net investment return amounted to €0.4 million compared to the €0.1 million in
FY 2020. In both financial years MAPFRE MSV Life p.l.c. did not pay any dividends to its
shareholders. As reported last year due to the financial market crises which was at its worst during
March 2020, the Solvency ratio of MAPFRE MSV Life p.l.c. had reduced significantly though
remaining within regulatory requirements. Management took the necessary action to restore the
Solvency position to a more adequate level, including by not paying dividends and by increasing
its issued and paid up share capital. Local financial securities continued on the negative trend of
the previous year. During 2021, the Company disposed of its foreign equity holdings and
appointed MAPFRE ASSET MANAGEMENT as its investment manager to actively monitor the
portfolio and take the necessary actions to improve returns. Revaluation of property investments
rendered a loss of €0.5 million for 2021 compared to a gain of €0.1 million the previous year.
The Shareholder’s Funds of the Company at €76.4 million saw a reduction of 0.8% during FY
2021 resulting from the payment of dividend for FY2020, which exceeded the profit for the year.
Net Asset Value per share as at 31 December 2021 amounted to €0.83.
MAPFRE Middlesea p.l.c.’s solvency position remained strong with net assets remaining
adequately above the capital requirements under Solvency II with the cover being reported in the
Solvency and Financial Condition Report (SFCR) to be published by the Company later in the
year.
MAPFRE MSV Life p.l.c.
MAPFRE MSV Life p.l.c. (“MAPFRE MSV Life” and “MAPFRE MSV Group”) registered a
profit before tax of €16.7 million for FY 2021, up 11.3% on the previous year where a €15.0
million profit before tax was generated. Profit after tax is recorded at €10.6 million, up 2.9% on
the €10.3 million in the previous year.
Operating results benefited from the strong economic recovery and the significant liquidity in the
local market. Consumer sentiment continued to improve as unemployment levels went down as
concerns related to COVID-19 continued to abate as vaccination rates increased
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
2
Directors’ report - continued
Review of business - continued
MAPFRE MSV Life p.l.c. - continued
During the year, governments and Central Banks’ accommodative fiscal and monetary policy
continued to support asset prices, driving major equity indices to record highs. Notwithstanding
the supply chain issues and the spike in commodities prices, equities continued to outperform
while fixed income securities suffered some losses as inflation surged across many countries
fuelling interest rates increase expectations. In the US, the Federal Reserve System took centre
stage in communicating that interest rate will have to rise in 2022 to manage the increase in
inflation while the asset purchase programme will be gradually withdrawn. On the other hand, the
ECB has been more cautious not to derail the economic recovery and is thus expected to start the
interest rate normalization cycle later when compared to his US and UK counterparts.
Gross premiums written for FY 2021 totalled €325.1 million, an increase of 20.6% over the prior
year €269.6 million, driven by a strong demand across all lines of business. The economic
recovery, the high levels of liquidity in the local economy and the low interest rates characterizing
the market were the main catalysts behind the increased demand for MMSV’s products. Both
single and regular premium business benefited from this environment. The With Profits Single
Premium Plan contributed significantly towards the gross premium written in 2021. In terms of
regular business, personal pension plans continued to experience a sustained demand.
Net claims incurred increased to €305.0 million through the year compared to a prior year €261.2
million largely as a result of a continuing trend which sees an increase in maturing medium-term
single premium contracts. A large proportion of maturing contracts were subsequently re-invested
in new medium to long-term contracts.
In aggregate, the balance on the long term business technical account increased to €18.1 million
from a prior year €14.9 million as a result of slow but steady growth in the volume of With Profit
funds throughout the year as well as life assurance protection business driven by good
underwriting performance.
The MAPFRE MSV Group’s total assets increased by 6.2% from €2,563.7 million at the end of
2020 to €2,721.4 million at the end of 2021, whilst net technical provisions (including investment
contracts without DPF) increased by 3.8% from €2,349.3 million in 2020 to €2,437.6 million in
2021.
The value of in-force business, which projects future transfers to shareholders arising from policies
in force at the end of the year, increased by 12.8%, up from €77.2 million in 2020 to €87.1 million
in 2021. This is attributable to the impact of new business inflows, improved technical margins
and improved mortality performance when comparing actual mortality to assumed mortality
updated run rates.
Total shareholders’ funds at the close of 2021 amounted to €221.9 million (2020: €161.4 million),
an increase of 37.5%over the previous year and well ahead of minimum solvency guidelines. In
March 2021, MMSV’s shareholders increased the issued and paid up share capital by €40.0
million
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
3
Directors’ report - continued
Review of business - continued
MAPFRE MSV Life p.l.c. – continued
The shareholders of MAPFRE MSV Life are wholly committed to ensuring that the company
remains adequately capitalised at all times to sustain business growth and to meet Solvency
Capital Requirements in line with the Solvency II framework.
The MAPFRE MSV With Profits Fund stood at €2.25 billion at 31 December 2021 (2020: €2.18
billion) with growth in the fund driven both by operational cash flows arising from new business
as well as market returns on the differing asset classes held within the portfolios.
Notwithstanding new COVID-19 virus variants, inflationary pressures, supply chain disruption
and geopolitical concerns, markets continued to trend broadly higher in 2021 on favourable
economic, financial market and policy conditions.The total investment return of the With Profits
Fund amounted to €93.6 million generating a return of 4.2%.
The investment strategy of the MAPFRE MSV With Profits Fund is to hold a diversified range of
quality assets and currencies that mitigates against market risk. This asset diversification together
with the robust investment management process, the quality of the asset managers engaged, and
the Company’s strong track record of investment management continue to be fundamental in
deriving value in a challenging and more volatile investment market environment.
In March 2022, the Board of Directors of MAPFRE MSV Group approved a resolution whereby
differential rates of Regular Bonuses were declared in respect of With Profits plans held with
MAPFRE MSV Life for the year ended 31 December 2021. These amounted to 1.90% for the
Comprehensive Life Plan (regular and single premium policies), 2.00% in respect of the
Comprehensive Flexi Plan (regular and single premium policies), 2.00% under the Single
Premium Plan and 1.90% under the With-Profits options of the Investment Bond, Retirement Plan
and of the Personal Pension Plan. On the ‘Old Series’ Endowment and Whole Life policies, a
Regular Bonus of 1.50% of the basic sum assured plus bonuses was declared.
In addition, the Board also announced the declaration of a Final Bonus in respect of
Comprehensive Life Plans (single and regular premium), Comprehensive Flexi Plans (single and
regular premium) and Single Premium Plans that have been in force for more than 10 years. For
Regular Premium policies, the Final Bonus is expressed as a percentage for every year in force
after the 10th year of the policy whilst, for the Final Bonus on Single Premium policies is being
expressed as a combination of a flat percentage plus an additional percentage for every year in
force after the 10th year of the policy. Final Bonuses will be paid on the value of the Policy
Account as at the date of death or maturity between 1 April 2022 and the next bonus declaration in
accordance with the following table:
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
4
Directors’ report - continued
Review of business - continued
MAPFRE MSV Life p.l.c. - continued
Product
Final Bonus Flat Rate
%
Rate per Year in Force >10 years
%
Comprehensive Life Plan ( Regular Premium)
Nil
0.50%
Comprehensive Flexi Plan (Regular Premium)
7.50%
0.25%
Single Premium Plan
9.00%
Nil
Comprehensive Life Plan (Single Premium)
Nil
2.50%
Comprehensive Flexi Plan (Single Premium)
10.00%
1.50%
The Board of MAPFRE MSV Life also approved a Regular Bonus of 1.90% on those Secure
Growth policies which formed part of the portfolio of business transferred to MAPFRE MSV Life
from Assicurazioni Generali S.p.A. during 2000. Finally the Board also approved a Regular Bonus
of 1.25% on the ALICO 78 policies and a Regular Bonus of 1.25% on the ALICO 66 polices
which formed part of the portfolio of business transferred to MAPFRE MSV Life in 2011 from
American Life Insurance Company (“ALICO”).
Notwithstanding the prudent investment policy adopted by MAPFRE MSV Life, past performance
is no guarantee for the future. Although MAPFRE MSV Life’s With Profits investments have
generally provided policyholders with stable and satisfactory returns when compared with other
similar investment products, in the light of the current uncertainty in the capital markets,
investment returns could fluctuate further. Fair value movements and investment returns impinge
directly on the rates of bonuses declared by the company. Regular Bonuses are therefore expected
to vary over the lifetime of the policy whilst Final Bonuses are likely to be highly volatile and very
dependent on the investment performance of the company.
In 2021, the life insurance market in Malta continued to recover from the significant challenges
brought about by the outbreak of the pandemic in 2020 and by the continuing climate of low
interest rates. The 2021 regular bonus rates represent an increase of 0.50% from the 2020
declaration. This reflects the improved investment performance of 2021.
During the year, the company continued to follow health and safety measures to mitigate the
potential business disruptions associated with COVID-19. The company followed local
authorities’ protocols and internal policy to minimize the risk of virus exposure to the employees,
customers and other stakeholders. A hybrid working model has been maintained with continued
investment in information technology infrastructure to better support remote working. The
digitilization effort continues to be paramount not only to enhance the customer experience but
also to improve operational resiliency.
There were no significant insurance or financial risks impacting the portfolios of business, during
the year, and mortality assumptions used in the valuation of policyholder obligations remained
appropriate.
The single premium contracts saw a very strong demand in the first and last quarter of the year.
Pent up demand and a more subdued first quarter in terms of local capital market issues are
believed to have contributed to this improved performance. Whilst demand was moderated in the
second and third quarter, it picked up significantly during the last quarter a driven by the Single
Premium special offer that was launched at that time.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
5
Directors’ report - continued
Review of business - continued
MAPFRE MSV Life p.l.c. - continued
The demand for new retirement savings products continues to be encouraging and the Group saw
improved turnover in regular savings contracts and protection business. We continued to be very
active in the voluntary personal pensions market and continued to successfully promote our
Voluntary Occupational Pension Scheme in the market.
As a result, MAPFRE MSV Life continue to see good take up of all its product groupings as
customers continue to choose the company, trusting in its brand and in the quality of its service
proposition.
Other subsidiaries
The other subsidiaries within the Group, though not significant to the size of the Group, had a
mixed contribution to the results of the year.
BEE Insurance Management Limited (‘BEE’) and its subsidiary Euro Med Risk Solutions Limited
which offer Insurance and Non-Insurance management services saw a pick-up in revenue as a new
client was onboarded. A combined loss of €0.1 million was registered a decrease of 48.2% on the
previous year’s loss.
Church Wharf Properties Limited holds a property within the Regeneration of the Grand Harbour
Area. A loss of €0.4 million was registered at the end of 2021 following a change in methodology
applied for the valuation of property. The directors continue to monitor the evolution of this
project which gives a potential future increase in value of this investment.
The Group
The Group registered a profit before tax of €20.4 million in FY 2021 compared to €21.2 million
achieved in FY 2020. Profit after tax for FY 2021 closed at €12.9 million a 9.6% drop from the
€14.3 million achieved in FY 2020. Group premiums written saw a strong recovery reaching
€405.3 million,17.6% above that registered in FY 2020 with both insurance companies remaining
leaders in their respective markets.
MAPFRE Middlesea’s Group capital and reserves attributable to shareholders at 31 December
2021 amounted to €111.0 million (2020: €100.6 million) on a consolidated basis with a net asset
value per share of €1.21 as at 31 December 2021 mainly as a result of good results the increase in
the value of in-force business and the non-payment of dividend by MAPFRE MSV Life.
Whilst as a Group we have an important role to provide our customers with prosperity and peace
of mind, we acknowledge that we have a wider commitment to society by also supporting those
who are not our customers. Over the years we have developed a Corporate Social Responsibility
(CSR) policy framework which encompasses shareholders, the environment, people, communities
and customers. Through our CSR programme we cooperate with and assist a number of public and
private institutions, NGOs, museums, foundations and associations who share similar goals and
values as us.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
6
Directors’ report - continued
Review of business - continued
The Group – continued
Sustainability is also very high in our agenda. In line with the MAPFRE Group objective, the
Group is aiming to be carbon neutral by end 2030. To this effect a number of initiatives are being
implemented and more will be formulated as we move towards this important goal. Good progress
is also being registered in terms of the environment, social and governance (ESG) dimensions. Our
investment policies and processes are being reviewed and updated to promote Responsible
Investing principles, initiatives have been rolled out to reduce our carbon footprint while the
Group can also boast to have a diverse multinational workforce with high levels of female
participation in senior management positions.
Training and development of our people continued to feature high on our agenda during 2021
notwithstanding the pandemic. We value our people and seek to help them achieve their full
potential by providing them with internal and external training opportunities in Malta as well as
overseas. In order to ensure the well-being and ongoing development of our people, we are
continuously reviewing and updating our HR policies and implementing new policies and
employment practices.
The Board expresses its gratitude and appreciation to the management and staff of all the Group
companies for their commitment and contribution to another satisfactory year, to intermediaries
for their continued support and to the many loyal customers for placing their trust in MAPFRE
Middlesea p.l.c. and MAPFRE MSV Life p.l.c..
Going forward we will maintain strong focus on our customers by continuously assessing our
business processes and operations in order to provide good value and excellent service. To this
end, we will continue to invest and innovate in information technology. During 2021 we
progressed on our major IT programmes in both insurance companies. MAPFRE Middlesea,
whilst suffering some delays achieved a number of goals in its plan for the year and is heading for
critical milestones in its roll-out in the coming months. MAPFRE MSV Life achieved a number of
important milestones related to the current phase of the new Life Administration System
implementation. Over the next year, the company looks forward to consolidate on these
achievements and to further deliver in terms of the customer journey experience and its digital
transformation.
We consider our distribution footprint in Malta to be one of our key strengths. We are going to
persist on the multichannel approach, we want the client to receive the same price from the
Company whatever channel he chooses to approach the Company: Direct, Agents, Tied Insurance
Intermediaries or Brokers. In MAPFRE MSV Life, whilst bancassurance remains the most
important distribution channel, to ensure that we provide our customers with greater accessibility
and a better service, we are continuously seeking to strengthen all other distribution channels.
The Group continues to seek growth in its core business lines and believes that its increasing
integration with MAPFRE Group strategies will further strengthen and consolidate business
prospects.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
7
Directors’ report - continued
Outlook
The outlook of the Board of Directors for 2022 remains one of cautious optimism. The global
economic recovery experienced in 2021 should be sustained into 2022 though the growth rate will
not benefit from the low base effect of 2020. High liquidity and a still supportive fiscal and easy
monetary policy should continue to underpin growth. However, down side risks persist in the
form of structural inflationary pressures, supply side bottlenecks, new COVID-19 variants and
geopolitical risk. The insurance market has not been effected as negatively as other sectors of the
economy although the pinch felt by the rest of the economy is having its side effects on our sector
both in the sale of certain products and through inflationary pressures on claims. Within this
context, demand for general business is expected to grow at a lower rate experienced in the last
pre-pandemic years and in the context of Malta’s high savings ratio, the demand for the protection,
savings and investments products in life is expected to remain strong.
Changing customer behaviours, dramatic technological developments, product innovation and the
disruption that is taking place in the insurance industry will require insurance companies to adapt
to be in a position to exploit the many opportunities that will certainly arise.
In terms of prudential and conduct regulation, in 2022 we are looking at a number of important
reviews in the context of Packaged Retail and Insurance- Based Investment Products (PRIIPS), the
Insurance Distribution Directive and Solvency II. Increased regulation in the form of
sustainability-related disclosures emanating from the Sustainable Finance Disclosure Regulation
(SFDR) and the new Corporate Sustainability Reporting Directive (CSRD) is also expected. Of
particular relevance will be the Technical Advice of EIOPA to the European Council on aspects
relating to Retail Investor Protection. The prevailing Anti-Money Laundering Directive will also
feature prominently in the evolving regulatory landscape.
Russia’s invasion of Ukraine is a great human tragedy. This event has significantly increased the
level of political, economic and market risks. Prior to the military escalation witnessed over the
last few weeks, the general outlook was one of a return to pre-pandemic economic and market
conditions driven by a consolidation of the global recovery and the renewed hope for an end to the
pandemic. The latter being dependent on a broad population immunity and from the absence of
any new more vaccine resilient virus strains. Inflationary pressure was expected to lessen in the
second half of the year while monetary policy remains relatively easy. This would normally lead to
a strong cyclical recovery, a return of global mobility and a release of pent-up demand from
consumers and corporates. This backdrop would be supportive of equities but negative for bonds.
However, an aggressive interest rate policy approach would derail the economic recovery and
negatively impact equity asset prices. Certain sectors would be more vulnerable should Central
Banks’ expected tighter monetary policy move faster and further than what the market is currently
pricing in. However, the latest developments, which crystalizing the geopolitical risk have
significantly increased the level of uncertainty. Economic growth is expected to be lower, with
growth in Europe being impacted the most. The economic magnitude of this will depend on how
the conflict unfolds. Different scenarios present different economic outcomes in terms of impact
magnitude and on the eventual recovery. Capital markets are expected to remain volatile and
Central Bank’s policy will need to balance the need to contain inflation and to support the
economic recovery.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
8
Directors’ repor t - continued
Principal Risks and Uncertainties
The Group’s principal risks and uncertainties are further disclosed in Note 4 dealing with
management of risk as supplemented by Note 3 relating to the use of accounting estimates and
judgements in applying accounting policies, Note 16 on intangible assets covering details on the
Group’s value of in-force business, Note 19 on investment property discussing significant
unobservable inputs used, and Note 24 discussing the assumptions underlying the technical
provisions.
Events after the financial reporting date
The transfer of the portfolio of funds held by the subsidiary of MAPFRE MSV Life, Growth
Investments Limited to Bank of Valletta p.l.c., as contemplated under the Transfer of Business
Agreement (TOBA) with BOV Asset Management Ltd and Bank of Valletta p.l.c. signed on 6
February 2020 was finalised subsequent to the balance sheet date.
The consideration of €0.30 million was settled in February 2022. The remainder of the subsidiary's
portfolio is expected to be transferred to MAPFRE MSV Life p.l.c. by end of the first half of 2022.
The subsidiary has engaged the services of a highly reputable consultant to advise on the
liquidation process. The directors expect the subsidiary to wind down by end of 2022.
There were no further important events or transactions which took place after the financial
reporting date which would require disclosure or adjustment to this annual report and financial
statement s.
Results and dividends
The consolidated profit or loss account is set out on page 44. A gross dividend in respect of year
ended 31 December 2021 of €0.030401 per share amounting to a total dividend of €2,796,910 is to
be proposed by the Directors at the forthcoming annual general meeting. This is equivalent to a
net dividend of €0.026087 per share amounting to a total net dividend of €2,400,000 (2020:
€3,200,000).
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
9
Directors’ report - continued
Directors
The Directors of the Company who held office during the period under review were:
Martin Galea
Jose Ramon Alegre
Alfred Attard (resigned as of 30 April 2021)
Antoinette Caruana
John Cassar White (appointed as from 30 April 2021)
David G.Curmi (resigned as of 31 January 2021)
Jose Maria del Pozo
Jose-Luis Jimenez
Taddeo Scerri
Paul Testaferrata Moroni Viani
Joseph F.X. Zahra
In accordance with the Articles of Association of the Company, all Directors retire from office at
the Annual General Meeting and are eligible for re-election or re-appointment. Further information
is given in the Statement of Corporate Governance.
The Board of Directors (acting in accordance with Article 100 of the Memorandum and Articles of
Association) re-appointed Jose Maria del Pozo.
Statement of Directors’ responsibilities for the financial statements
The Directors are required by the Insurance Business Act, 1998 and the Companies Act, 1995 to
prepare financial statements which give a true and fair view of the state of affairs of the Group and
the Company as at the end of each reporting period and of the profit or loss for that period.
In preparing the financial statements, the Directors are responsible for:
• ensuring that the financial statements have been drawn up in accordance with International
Financial Reporting Standards as adopted by the EU;
• selecting and applying appropriate accounting policies;
• making accounting estimates that are reasonable in the circumstances;
• ensuring that the financial statements are prepared on the going concern basis unless it is
inappropriate to presume that the Group and the Company will continue in business as a
going concern
The Directors are also responsible for designing, implementing and maintaining internal control as
the Directors determine is necessary to enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error, and that comply with the Insurance
Business Act, 1998 and the Companies Act, 1995. They are also responsible for safeguarding the
assets of the Group and the parent Company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
10
Directors’ report - continued
Statement of Directors’ responsibilities for the financial statements - continued
The financial statements of MAPFRE Middlesea p.l.c. for the year ended 31 December 2021 are
included in the Annual Report 2021, which is published in hard-copy printed form and also made
available on the parent Company’s website. The Directors are responsible for the maintenance and
integrity of the Annual Report on the website in view of their responsibility for the controls over,
and the security of, the website. Access to information published on the Company’s website is
available in other countries and jurisdictions, where legislation governing the preparation and
dissemination of financial statements may differ from requirements or practice in Malta.
The directors confirm that, to the best of their knowledge:
•the financial statements give a true and fair view of the financial position of the Group and
Company as at 31 December 2021, and of its financial performance and its cash flows for
the year then ended in accordance with International Financial Reporting Standards as
adopted by the European Union on the basis explained in Note 1 to the financial
statements; and
•the Annual Report includes a fair review of the development and performance of the
business and the position of the Group and Company, together with additional information
of the principal risks and uncertainties that the Group and Company face.
Information pursuant to Capital Markets Rule 5.64
The Company has an authorised share capital of €31,500,000 divided into 150,000,000 ordinary
shares with a nominal value of €0.21 each.
The issued share capital of the Company is €19,320,000 divided into 92,000,000 ordinary shares
of €0.21 each. The issued shares of the Company consist of one class of ordinary shares with equal
voting rights attached.
The directors confirm that as at 31 December 2021, only MAPFRE Internacional (55.83%) and
Bank of Valletta p.l.c. (31.08%) held a shareholding in excess of 5% of the total issued share
capital.
Pursuant to the Company’s Articles of Association, the appointment of Directors to the Board is
reserved exclusively to the Company’s shareholders (in line also with general and commonly
accepted practice in Malta). Shareholders with 11% or more of the shares in issue are entitled to
appoint one director for every 11% holding, whilst the other shareholders are entitled to appoint
the remaining Board members at the Annual General Meeting in accordance with the provisions of
the Articles of Association. The Chairman shall be appointed by the Board of Directors.
The rules governing the appointment and replacement of the Company’s directors are contained in
Articles 93 to 102 of the Company’s Articles of Association.
The Directors can only issue shares following an extraordinary resolution passed in the General
Meeting. This and other powers vested in the Company’s Directors are contained in Articles 84 to
90 of the Company’s Articles of Association.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
11
Directors’ report - continued
Information pursuant to Capital Markets Rule 5.64 - continued
The Memorandum and Articles of the Company may be amended by means of an extraordinary
resolution of the Company during general meetings.
There are no agreements between the Company and the Directors on the Company’s Board or
employees providing for compensation on termination or cessation of their office for any reason
whatsoever.
It is hereby declared that as at 31 December 2021, information required under Capital Markets
Rules 5.64.2, 5.64.4, 5.64.5, 5.64.6, 5.64.7 and 5.64.10 is not applicable to the Company.
Going concern
The Directors, as required by Capital Markets Rule 5.62 have considered the Group’s and
Company’s operational performance, the statements of financial position as at year end as well as
the business plans for the coming year, and declare that they have a reasonable expectation that the
Group and the Company have adequate resources to continue in operational existence for the
foreseeable future. For this reason, in preparing the financial statements, the Group and Company
are in a position to continue operating as a going concern for the foreseeable future.
Auditors
The auditors, KPMG, have indicated their willingness to continue in office and a resolution for
their re-appointment will be proposed at the Annual General Meeting.
Information pursuant to Capital Markets Rule 5.70
There were no material contracts in relation to which a Director of the Company was directly or
indirectly interested.
Information pursuant to Capital Markets Rule 5.70.2
The Company Secretary is Dr Daphne Sims Dodebier and the registered office is Middle Sea
House, Floriana, Malta.
Information pursuant to Capital Markets Rule 5.68
We, the undersigned, declare that to the best of our knowledge, the financial statements prepared
in accordance with the requirements of International Financial Reporting Standards as adopted by
the EU, give a true and fair view of the assets, liabilities, financial position and profit or loss of the
Company and its subsidiaries and that this report includes a fair review of the development and
performance of the business and the position of the Company and its subsidiaries, included in the
consolidation taken as a whole, together with a description of the principal risks and uncertainties
that they face.
Signed on behalf of the Company’s Board of Directors on 23 March 2022 by Martin Galea
(Chairman) and Taddeo Scerri (Director) as per the Directors Declaration on ESEF Annual
Financial Report submitted in conjunction with the Annual Report and Accounts 2021.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
12
Corporate Governance Statement
1.Introduction
In accordance with Rule 5.94 of the Capital Markets Rules, an issuer whose securities are
admitted to trading on the Malta Stock Exchange should endeavour to adopt the principles as
promulgated within Appendix 5.1 of the Capital Markets Rules entitled The Code of
Principles of Good Corporate Governance (‘the Code’) and is, moreover, obliged to prepare
a report disclosing both compliance and non-compliance with the said principles. In addition,
the Company’s auditors are to include a report on the Corporate Governance Statement in the
Annual Financial Report of the Company.
The Board of Directors (‘the Board’) of MAPFRE Middlesea plc (the ‘Company’ or ‘MMS’)
acknowledges that compliance with the said Code is not mandatory, however notes that the
principles are designed to serve as a guide for the Board and the Company’s Management in
their pursuit of objectives in the interests of both the Company and its shareholders. The
Board, therefore, firmly upholds the principles therein contained as guaranteeing the required
standards of accountability and transparency and strives, to adhere to the Code as well as to
maintain the highest standards of disclosure insofar as both compliance and explaining the
rationale behind the instances of non-compliance.
As evidenced by the information set out in this Statement and that contained in the
Remuneration Statement and Report of the Remuneration Committee to the Shareholders, the
Company believes that it has, save as indicated herein in the section entitled Non-Compliance
with Code, applied the principles and complied with the provisions of the Code throughout
the accounting period under review. In the Non-Compliance Section, the Board outlines and
explains the instances where there has been a departure from, or non-application of,the
principles as contained within the Code, in accordance with the same Code.
2.Compliance with the Code
Principle 1 – The Board
The Board’s role and responsibility is to lead the Company, to discuss and approve strategy
and to exercise good oversight, challenging the Management and Control Functions where
necessary to this end.
As at the 31 December 2021 the Board was composed of a non-executive Chairman and eight
non-executive Directors. The Directors, appointed in terms of the Memorandum and Articles
of Association of the Company, are all competent, honest and solvent individuals and thus fit
and proper to direct the business of the Company. The maximum number of Directors
pursuant to the Memorandum and Articles of Association is ten. Martin Galea was re-
appointed as a non-executive Chairman during the Board meeting held on the 30 April 2021,
which followed the Annual General Meeting (AGM) held on the same day.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
13
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 1 – The Board - continued
During the said AGM the two institutional shareholders re-appointed the retiring Directors
Jose Ramon Alegre, Taddeo Scerri, David Curmi, Martin Galea, Jose-Luis Jimenez and
Joseph F. X. Zahra, while the other shareholders re-appointed the retiring Directors
Antoinette Caruana and Paul Testaferrata Moroni Viani during the election for directors. John
Cassar White was newly appointed by the shareholder Bank of Valletta p.l.c and Jose Maria
del Pozo was co-opted to the Board of Directors in accordance with Article 100 of the
Memorandum and Articles of Association, at the Board Meeting immediately following the
AGM.
In the interim period David Curmi tendered his resignation from the MAPFRE Group as of
31 January 2021 and consequently from the Company’s Board in order to take up other
employment. David Curmi was not replaced and thus the Board was reduced to the nine non-
Executive members as aforementioned.
All of the Directors of the Company are approved by the Regulator as being fit and proper to
direct the business of the Company and are deemed to conduct themselves with honesty,
competence and integrity. Both on an individual level and collectively, the Members of the
Board are deemed to possess the necessary skills and experience to make effective
contribution to the leadership and decision-making processes of the Company as reflected
within the Company’s strategy and policies. The Board moreover exercises prudent and
effective controls in order to achieve both short and long-term sustainability of the business
and assesses the compatibility of the MAPFRE Group policies with local legal and regulatory
requirements, adapting them where appropriate.
The Board liaises closely with the President & Chief Executive Officer (‘CEO’) of the
Company at all times in order to ensure that the Board receives timely and complete
information in relation to the business of the Company and management performance. This
enables the Board to contribute effectively to the decision-making process and to exercise the
aforementioned controls. Javier Moreno, appointed CEO on the 31 March 2021, after a
robust hand over process from the outgoing CEO Felipe Navarro who had been at the helm of
the Company since 1 October 2015, continued to hold the position of CEO throughout the
rest of 2021.
As is customary, during the year the Board delegated specific responsibilities to a number of
Board Committees, namely the Audit Committee, the Risk and Compliance Committee, the
Investments Committee and the Remuneration Committee, each of which operated under
their respective formal terms of reference approved by the Board.
Further detail in relation to the Committees and the responsibilities of the Board is explained
under Principles 4 and 5 of this Statement.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
14
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 2 – Chairman and CEO
The positions of Chairman and CEO are occupied by different individuals with a clear
demarcation between the leading of the Board and the CEO’s management of the business of
the Company, despite the strong cooperation between the two.
The Chairman is independent and is responsible for leadership of the Board and for the
setting of its agenda. He ensures that the Board’s discussions on any issue put before it are
addressed with adequate depth, that the opinions of all the Directors are taken into account,
and that all the Board’s decisions are supported by comprehensive and timely information.
He encourages active engagement by all the members of the Board with constructive
challenging of the Management where necessary and generally promotes and ensures the
effective functioning of the Board.
The CEO advises and makes recommendations to the Board while leading the Senior
Management team, with the main role and responsibility of managing the Company’s
business in line with its Strategy. The CEO develops and drives performance within the
Strategy approved by the Board and makes decisions on all matters affecting the operations,
performance and strategy of the business save for those matters specifically reserved to the
Bo ard or its delegated Com mittees. The Company also has Technical Committees composed
of senior members of the relative technical areas that hold regular meetings and a
Management Committee, bringing together the Chief Officers within MMS under the
Chairmanship of the CEO on a monthly basis.
The positions of the Chairman of the Board and CEO are distinguished accordingly within
the Terms of Reference of the Board of Directors as well as in practice. In practice, there is a
clear division of responsibility between the overseeing of the Board and the CEO’s
responsibility in managing the business of the Company rendering these positions completely
independent from one another to avoid concentration of authority and power within a single
individual and to differentiate leadership from the running of the business.
Principle 3 – Composition of the Board
The Board considers and experience has shown, that the number of Members as stipulated in
the Memorandum and Articles of the Company to be appropriate relative to the size of the
Company and its operations.
The combined and varied knowledge, experience and skills of the Board members, including
a broad knowledge of the business of the Company and awareness of statutory and regulatory
requirements, provide a balance of competences, as required, and add value both to the
functioning of the Board and to the direction given to the Company. In this regard the
Company remains committed to non-discrimination, not least in its Boardroom, promoting a
diverse and inclusive culture where Directors’ views are heard, concerns are attended to and
the environment does not tolerate bias, discrimination or harassment of any kind.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
15
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 3 – Composition of the Board - continued
The Company’s Articles of Association determine the composition of the Board. The
appointment of Directors to the Board is accordingly reserved exclusively to the Company’s
shareholders, except in so far as an appointment may be made to fill a casual vacancy. All
Directors, as well as some key officials, are required to fulfil the fit and proper regime
prescribed by the Malta Financial Services Authority (‘MFSA’) in line with standard
regulatory due diligence procedures. Moreover, all Directors are required to apply the
necessary time and attention to their duties and required to limit the number of directorships
held in other companies thereby also ensuring the proper performance of their functions.
The Board is composed exclusively of non-executive Directors. Although not a Director of
MMS, the CEO is invited to attend Board meetings with a view to ensuring a full
understanding and appreciation of the Board’s policies and strategy and to provide direct
input to the Board’s deliberations. In addition, certain members of Senior Management are
invited to report to the Board as and when required thereby securing effective information
flows as well as fostering a culture of continuous dialogue between the Board and the
Company’s Management.
As at the date of this review, the Board consists of six independent Directors (including the
Chairman), and three non-independent Directors (as indicated on page 18 of the Annual
Report) as defined by the Code.
In determining the independence or otherwise of its Directors, the Board considers, amongst
others, the principles relating to independence of directors contained in the Code, the
Company’s own policies as well as general principles of good corporate governance.
In relation to Code Provision 3.2.5 specifically the Code requires that the Board states its
reasons if it determines that a director is independent notwithstanding inter alia if the
director: “has served on the board for more than twelve consecutive years”.
It is noted in this regard that Joseph F. X. Zahra has served on the board for more than twelve
consecutive years, however, the Board was of the opinion that Joseph F. X. Zahra had
immeasurable experience and sufficient maturity to remain independent of character and
objective in judgment at all times notwithstanding the lapse of the recommended twelve
years. That said, in light of the provision, the Company has taken proactive steps in the
interim period to identify a suitable replacement
In terms of Code provision 3.4 each non-executive director has moreover submitted his / her
confirmation in writing that he / she undertakes:
i.to maintain in all circumstances his independence of analysis, decision and action;
ii.not to seek or accept any unreasonable advantages that could be considered as
compromising his / her independence; and
iii.to clearly express his / her opposition in the event that he /she finds that a decision of
the Board may harm the Company.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
16
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 4 – The Responsibilities of the Board
The Board acknowledges its statutory mandate to set policy and to provide direction as well
as to monitor the implementation thereof. The Board fulfills this mandate and discharges its
responsibilities through the execution of the four basic principles of corporate governance
namely, accountability, monitoring, strategy formulation and policy development.
The Board continually and consistently reviews all the different aspects of the Company
within the parameters of the relevant laws, regulations and codes of best practice, applies
high ethical standards whilst taking into account stakeholders’ interests, maintains an
effective dialogue with all stakeholders, monitors the application of management policies and
motivates Company Management.
Principle 5 – Board Meetings
The Board of Directors sets and supervises the strategy and the policies of the Company, both
of which are discussed on a regular basis, and the business of the Board as well as its agenda
are managed in such a way so as to ensure effective supervision of the Company’s operations
in accordance therewith.
The Board meets as often as required to discharge its duties effectively. Specific members of
the Management team are invited to update and provide the Directors with a direct report at
each Board Meeting depending on the items on the agenda, however, a detailed review of the
Company's Management Accounts and Key Performance Indicators (as promulgated by the
MAPFRE Group in line with industry norms) is carried out at every Board Meeting. The
Board is also updated at every meeting in terms of Management’s comments on the results
and on relevant events and decisions and background information on various subjects
including any matter requiring the approval of the Board.
Apart from setting the strategy and direction of the Company, the Board is actively involved
in monitoring progress against Budget and strategy and in approving material or significant
transactions.
The Chairman in conjunction with the Company Secretary ensures that all relevant issues are
on the agenda and are supported by all available information. The agenda for each meeting
seeks to strike a balance between long-term strategic objectives and shorter-term performance
matters. Notice of the dates of forthcoming Board meetings together with all relevant
documentation are circulated in advance to all Directors in order to give them opportunity to
consider the information and prepare well in advance of the relative Board meeting.
During Board meetings members of Management are often invited to present on the subject
matter being discussed while the Chairman facilitates discussion and ensures that all
Directors are given ample opportunity to discuss issues set on the board agenda and convey
their opinions thereon.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
17
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 5 – Board Meetings - continued
Minutes are taken of each and every Board meeting faithfully recording attendance, matters
discussed, action points and resolutions. These minutes are subsequently circulated for
review to all Directors prior to sign off by the Chairman.
Decisions of the Board are taken by majority of those present subject to the Chairman’s
casting vote in the case of parity.
During financial year 2021, the Board of Directors of the Company held seven Board
Meetings with attendance as follows:
Martin Galea (Chairman) (NED I)7
Jose Ramon Alegre (NED)6
Alfred Attard (NED - resigned as from 30 April 2021)2
Antoinette Caruana (NED I)7
John Cassar White (NED - appointed as from 30 April 2021 1) 6
David G. Curmi (NED - resigned as from 31 January 2021)-
Jose Maria del Pozo (NED)7
Jose-Luis Jimenez (NED)6
Taddeo Scerri (NED I)7
Paul Testaferrata Moroni Viani (NED I)7
Joseph F.X. Zahra (NED I)7
NED – Non-executive Director
I – Independent
1 With approval communicated by the Regulator on 21 June 2021.
The MMS CEO attended all the Board meetings by invitation.
During 2021 two Board Briefings were also held in order to provide the Directors with more
detailed information on the subject matter identified as well as to allow opportunity for
deeper discussions of pertinent issues. The focal point of the Directors’ Briefing in February
was to review the Financial Highlights of the previous financial year including the
achievement of Key Performance Indicators and to take a deeper look at Claims Reserving
relative to the actuarial calculations on the attritional claims and the treatment of larger
losses. During the Directors’ Briefing held in February the Board also discussed the
comparative figures for the insurance market in Malta based on the financial data submitted
by competitors to the Regulator within the annual Solvency and Financial Condition Report.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
18
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 5 – Board Meetings - continued
During the second Briefing held in May the Board reviewed the information that would feed
into the Own Risk & Solvency Assessment and held an in-depth discussion on the pertinent
risks of the Company. In addition, a presentation was also delivered to kick off preparatory
discussions for the new three-year Strategic Plan for the period 2022 to 2024. An on-line
MAPFRE Group training syllabus covering twelve sections with a range of topics including
Operational, Technical and AML matters was also made available to all Directors by way of
continued professional development for Directors in the discharge of their functions on the
Board and Committees.
Notices of meeting dates were circulated well in advance of the relative meetings and
meeting packs containing all relevant information, including the minutes of the previous
Board Meeting, were circulated to the Directors ahead of each meeting by the Company
Secretary. Each communication allowed ample opportunity for the Directors to review the
information and prepare for the next scheduled Board or Committee meeting.
Principle 6 – Information and Professional Development
A formal and structured induction programme consisting in a series of presentations and
meetings with members of the Management team of the Company is conducted for newly
appointed Directors to enable new incumbents to familiarise themselves with the Company’s
strategy, risk appetite and operations. Directors also receive a MAPFRE Corporate
comprehensive guide which includes, amongst others, Directors’ duties and responsibilities.
That said, no induction programme was conducted in 2021 given that John Cassar White,
who was appointed to the Board in April 2021 as an Independent Director, had previously
served for many years on the Board of a Company subsidiary and was thus already very well
acquainted with the business of the Company, not least due to also having been a member of,
as well as chairing, the Joint Investment Committee for various periods since 2014.
In the second half of 2020 a structured Board training and development programme was also
launched for Directors in Malta by the MAPFRE Group including both awareness sessions
facilitated by members of the Management team as well as a full on-line training schedule
available for subscription. The key objective of the programme being to contribute to the
Board’s collective awareness of corporate governance, solvency, insurance finance, strategy
and operations.
Moreover, Directors are at liberty to take independent professional advice on any matter at
the Company’s expense where they deem it necessary in order to better discharge their duties
as Directors and they have open access to the advice and services of the Office of the
Company Secretary. The Company Secretary remains mindful at all times of the
responsibility of ensuring adherence to Company policies, Board procedures as well as the
facilitation of continual and consistent information flow within the Board and its Committees.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
19
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 6 – Information and Professional Development - continued
The CEO is appointed by and enjoys the full confidence of the Board and ensures that
systems are in place to cater for, amongst others, the on-going monitoring of Management,
the development and training of both Senior Management and Directors, as well as
succession planning, as required by the provisions of clause 6.4 of Appendix 5.1 of the
Capital Markets Rules. The CEO, although responsible for the recruitment and selection of
senior management, consults with the Remuneration Committee and with the Board on the
appointment of, and on the succession plan, for Senior Management. Training (both internal
and external) of management and employees is prioritised and is implemented through the
Human Resources Department. Several on-line training sessions were also held on various
topics during the course of 2021 including on Prevention of Financial Crime, Ethics,
Leadership, the Digital Environment and Cyber Security.
Principle 7 – Evaluation of the Board’s Performance
During the year under review, the Board once again undertook an evaluation of its own
performance, the Chairman’s performance and that of its Committees. The evaluation was
not conducted externally, but rather, the evaluation exercise was conducted through a Board
Effectiveness Questionnaire prepared by the Compliance Function in cooperation with the
Company Secretary and the Chairman. The outcome of the exercise was summarised into a
Report based on the replies of each individual Director that was then submitted to the
Chairman before being circulated amongst all Board members. The outcome was discussed
during an informal off-site meeting.
No requirement for material changes in the governance structure or processes resulted from
this evaluation exercise, however, the emerging action points and recommendations were
implemented within 2021 as co-ordinated by the Company Secretary and overseen by the
Chairman.
Principle 8 – Committees
The activities of the Board and of the Company’s Senior Management team are additionally
supported by the Company’s Board Committees structured in such a way so as to assist in the
guiding and monitoring of particular business processes and specific governance issues. The
said Board Committees are the Audit Committee, the Risk and Compliance Committee, the
Investments Committee and the Remuneration Committee. The Terms of Reference of all the
Board Committees have been approved by the Board of Directors and by the MFSA.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
20
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 8 – Committees - continued
Audit Committee
The Audit Committee’s terms of reference are modelled on the recommendations of statutory
directives, the Capital Markets Rules and the principles of Corporate Governance, whilst also
reflecting the provisions of the relevant MAPFRE Group principles. The responsibilities of
the Audit Committee include the following:
•monitoring of the financial reporting process
•monitoring of the independence and effectiveness of the Company’s internal
control, internal audit and risk management systems
•monitoring of the audit of the annual and consolidated accounts
•maintenance of communication on such matters between the Board, management,
the external Auditors and the internal Auditors
•making of recommendations to the Board in relation to the appointment of the
external Auditor and the approval of the remuneration and terms of engagement of
the external Auditor following appointment by the Shareholders in general
meeting
•monitoring and reviewing of the external Auditor’s independence and in particular
the provision of additional services
•development and implementation of a policy on the engagement of the external
Auditor to supply non-audit services
•reviewing of actuarial reports
•management of financial risks
•analysis and endorsement of the Annual Internal Audit Plan
•arm’s length nature of related party transactions and
•the audit process.
The Committee generally protects the interests of the shareholders and assists Directors in
ensuring the accuracy of the Company’s financial results and reporting. It ensures that the
Company’s accounting and finance function are robust, advises the Board on financial
reporting in terms of both the financial statements and announcements relative to
performance and also has oversight of the Internal Audit Function to ensure adequate
resources, independence and follow up on any pertinent audit recommendations.
In regard to the latter, Internal Audit is an independent appraisal function established to
examine and evaluate the activities of the Company and its subsidiaries. The Internal Auditor
reports to the Audit Committee and attends its meetings. The Internal Auditor is charged by
the Audit Committee with the conducting of business process risk-based audits aimed at
assessing the adequacy of controls and business process efficiency. The Internal Audit Area
also liaises closely with the MAPFRE Group Internal Audit Area to this end.
The Audit Committee moreover ensures co-operation between the internal and external
auditors of the Company.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
21
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 8 – Committees - continued
Audit Committee
Furthermore, although no such instances arose within 2021, the Audit Committee also
reviews related party transactions, considering their nature and materiality and approves them
if it deems fit, as well as overseeing the implementation of the Company’s Whistleblower
Policy.
The composition of the Company’s Audit Committee is regulated by the Capital Markets
Rules and the Malta Financial Services Authority is kept informed as to any changes in its
composition. In terms of Capital Markets Rule 5.117.3, Martin Galea and Taddeo Scerri are
the members of the Audit Committee with the necessary qualifications, experience and
knowledge to render them competent in accounting and auditing. Both Directors are also
considered Independent Director in accordance with the criteria set out in Capital Markets
Rule 5.119 and Martin Galea was appointed Chairman of the Audit Committee by the Board
of Directors in accordance with Capital Markets Rule 5.117.4 as of 30 April 2021, taking
over from Alfred Attard.
The Audit Committee held seven meetings during 2021. In accordance with Capital Markets
Rule 5.117.2, three out of four members are considered independent in line with the criteria
set out in Capital Markets Rule 5.119. These are Taddeo Scerri (replacing Alfred Attard as of
30 April 2021), Antoinette Caruana and Martin Galea. The Audit Committee members and
relative attendance at meetings is listed below.
Alfred Attard (Chairman until 30 April 2021)4
Antoinette Caruana 7
Martin Galea (Chairman as from 30 April 2021)7
Jose Maria del Pozo 7
Taddeo Scerri (as of 30 April 2021)3
In accordance with Capital Markets Rule 5.118, the Board considers the four Audit
Committee members as having the required competence individually and jointly as a
Committee, due to their professional background and experience in the financial sector, as
well as in other sectors, including the insurance sector, at both national and international
level.
The CEO, the Chief Financial Officer, and the Internal Auditor, amongst other members of
Management, attend the Audit Committee meetings by invitation. The Whistleblower
Reporting Officer reports to the Audit Committee as and when required. The external
auditors are invited to attend meetings of the Audit Committee and are entitled to convene a
meeting of the Committee if they consider that it is necessary. The Company Secretary also
acts as Secretary to the Audit Committee.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
22
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 8 – Committees – continued
Audit Committee - continued
The Chairperson of the Audit Committee reports to the Board at every Board meeting thus
ensuring good communication and continuity between the said Board Committee and the
other members of the Board.
Risk and Compliance Committee
This Committee has a two-fold function: it assists the Board in overseeing the Company’s
compliance with the obligations imposed by legislation, codes, rules and regulations, relevant
to the Company and its business; and it maintains oversight for review and proper
implementation of the Company’s Risk policies and assessing and advising the Board on
high-level risk-related matters, including the different types of Risk which the Company and
its subsidiaries may be exposed to from both a financial and non-financial perspective.
To this end the Committee ensures that the Company’s strategy and risk appetite are aligned
and monitors the stress testing framework, governance and internal control structures.
Furthermore, the Committee approves the annual plan for the Compliance Function and is
updated at every meeting on progress in relation to plan and other matters referring to
regulatory compliance risk and the relationship with the Company’s Regulator.
The Money Laundering Reporting Officer, the Complaints Officer and the Anti-Fraud
Officer report directly to this Committee. The Compliance Officer of the subsidiary
companies Bee Insurance Management Ltd. and EuroMed Risk Solutions Ltd. also report to
this Committee at every meeting.
The Risk and Compliance Committee held six meetings during 2021. The Committee
members and relative attendance to meetings is listed below.
Antoinette Caruana (Chairperson, until 30 April 2021)6
Diane Bugeja (as of 30 April 2021)3
Albert Frendo (until 30 April 2021) 3
Martin Galea 6
Jose Maria del Pozo 6
Joseph F X Zahra (as of 30 April 2021)3
The CEO, the Chief Financial Officer, the Chief Compliance Officer and the Chief Risk
Officer, amongst others as may be required, attend the Committee meetings by invitation.
The Company Secretary also acts as Secretary to the Committee.
The Chairperson of the Risk and Compliance Committee reports to the Board at every Board
meeting thus ensuring good communication and continuity between the said Board
Committee and the other members of the Board.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
23
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 8 – Committees – continued
Investments Committee
The Investment Committee is a joint Committee composed of Directors of the Company and
Directors of its subsidiary MAPFRE MSV Life p.l.c.. The Investments Committee oversees
the investment activities of the Company and its subsidiaries, executes its policies and
guidelines, scrutinises and approves material transactions and monitors results.
Although the Investment Committee meets on a monthly basis the business of the Company
was discussed at four meetings during 2021. The Committee members and relative
attendance to meetings is listed below.
Simon Azzopardi 2
John Cassar White (Chairman until 23 March 2021)1
Romeo Cutajar (Chairman as of 23 March 2021)4
Jose-Luis Jimenez 3
Felipe Navarro Lopez de Chicheri (until 31 March 2021)1
Jose Maria del Pozo 4
Javier Moreno (as of 1 April 2021)3
Patrick Spiteri Swain 4
Paul Testaferrata Moroni Viani 3
The CEO of the subsidiary MAPFRE MSV Life p.l.c., the Chief Financial Officer both of the
Company and of its subsidiary MAPFRE MSV Life p.l.c., the MAPFRE Regional Chief
Financial Officer, amongst others as may be required, attend the Committee meetings by
invitation. The Company Secretary of the subsidiary MAPFRE MSV Life p.l.c. acts as
Secretary to the Committee.
Remuneration Committee
The Board of Directors approves the remuneration of Directors and Chief Officers on the
recommendation of the Remuneration Committee. The maximum aggregate directors’
emoluments are established and approved by the shareholders during General Meetings as
and when required.
Further detail on the various aspects of how the Company remunerates its employees, the
workings of this Committee and information relative to its meetings in 2021 are considered in
the Remuneration Statement and Report to the Shareholders.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
24
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 8 – Committees – continued
Remuneration Committee - continued
The Remuneration Committee held three meetings during the period under review and the
attendance was as follows:
Jose Ramon Alegre 2
Antoinette Caruana (as from 30 April 2021)1
John Cassar White (as from 30 April 2021)1
Martin Galea (until 30 April 2021)2
Taddeo Scerri (until 30 April 2021)2
The CEO for MAPFRE Middlesea p.l.c., the CEO for MAPFRE MSV Life p.l.c., the Chief
Officer, Human Resources for MAPFRE Middlesea p.l.c., amongst others as may be
required, attend the Remuneration Committee meetings by invitation. The Company
Secretary also acts as Secretary to the Committee.
The 2021 Annual Report includes a separate Remuneration Statement in terms of Code
Provisions 8.A.3 and 8.A.4 and Remuneration Report in terms of Code Provision 12.26K.
Principle 9 – Relations with Shareholders and with the Market
The Company recognises the importance of maintaining a dialogue with its shareholders and
of keeping the market informed to ensure that its strategies, as well as performance, are well
understood. The Board is of the view that during the period under review the Company has
communicated effectively with the market through a number of company announcements and
press releases.
The Company also communicates with its shareholders through the Company’s Annual
General Meeting (‘AGM’) concerning which further detail is provided under the section
entitled General Meetings. The Chairman ensures that all relevant individuals including the
Chairpersons of the Board Committees are present at the AGM to answer any questions as
may arise.
Apart from the AGM, the Company communicates with its shareholders through the
Company’s Annual Report, as available for review and downloading from the Company’s
website. The Company’s website (www.mapfre.com.mt) also contains information about the
Company and its business, including the six-monthly financial statements and all issued
company announcements together with a section entirely dedicated to investor relations for
the benefit of all Shareholders and the general public.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
25
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 9 – Relations with Shareholders and with the Market – continued
Furthermore, the Chairman ensures that constant and consistent communication is maintained
with the major shareholders particularly to discuss matters of significant importance or to
address particular issues or concerns. In addition, the Chairman, CEO and Company
Secretary hold an annual meeting with representatives of the Malta Association of Small
Shareholders to discuss various matters in the interests of the minority shareholders.
Individual shareholders can raise matters relating to their shareholding and the business of the
Company at any time throughout the year via the Office of the Company Secretary.
Shareholders are also given the opportunity to ask questions at the AGM or submit written
questions in advance and the Company recognises their statutory right to request the
convening of an extraordinary general meeting in accordance with Article 52 of the Articles
of Association of the Company and Article 129 of the Companies Act (Cap. 386 of the Laws
of Malta).
Principle 10 – Institutional Shareholders
The Company’s institutional shareholders keep the market updated on issues related to their
respective companies through company announcements and press releases. During the year
under review, the Company issued various press releases related to the controlling
shareholder, namely MAPFRE S.A. in connection with the latter’s operations abroad. The
other institutional shareholder, namely Bank of Valletta p.l.c., is a listed company on the
Malta Stock Exchange and consequently a steady flow of information is maintained through
company announcements and press releases. In addition, the six monthly and annual results
include a section on the insurance interests of institutional shareholders.
Principle 11 – Conflicts of Interest
The Directors are strongly aware of their responsibility to act in the interest of the Company
and its shareholders as a whole at all times, irrespective of whom appointed them to the
Board, and of their obligation to avoid conflicts of interest. During the period under review,
the Board maintained its practice that in the event of a real or potential conflict of interest
arising in respect of a Director in connection with any transaction or other matter, the interest
is to be declared and the individual concerned shall refrain from taking part in proceedings or
decisions relating to the matter. The Board minutes would include a record of such
declarations and of the action taken by the individual director concerned as and when
required.
In accordance with the MAPFRE Corporate Governance Policy and the Policy for Managing
Conflicts of Interest, a Director is to avoid situations in which he could have a conflict of
interest, whether direct or indirect, actual or potential, with the interest of the Company and
shall ensure that personal interests of any nature do not take precedence over the interests of
the Company and its shareholders.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
26
Corporate Governance Statement - continued
2.Compliance with the Code - continued
Principle 11 – Conflicts of Interest – continued
The Company also has an Internal Code of Conduct Relating to Listed Securities addressed
to all directors and selected officers of the Company and its Subsidiary undertakings. The
aim behind this Code is to ensure compliance with the Prevention of Market Abuse
Regulatory Framework as well as the recommendations and principles contained in the
Capital Markets Rules. The Company keeps a record of all advance notices received in
connection with permitted dealings by directors and selected officers and acknowledgements
of such advance notices. The Company reminds all Directors and senior officers of their
obligation to conform to the Code on a regular basis.
As required by clause 11.3 of Appendix 5.1 of the Capital Markets Rules a Directors’
beneficial interest in the share capital of the Company as at 31 December 2021 has been
declared by Joseph F. X. Zahra who has a very minor shareholding whereas Paul Testaferrata
Moroni Viani has declared an indirect shareholding in the Company’s shares through his
shareholding in other companies.
Principle 12 – Corporate Social Responsibility
Despite the challenging times caused by the COVID-19 pandemic, MAPFRE Malta has
remained committed to its Corporate Social Responsibility objectives, namely to protect the
health of its employees, collaborators, clients and other individuals. In addition, to assist
entities that were negatively affected by the COVID-19 crisis through its commitment to the
implementation of several social welfare projects carried out by Fundación MAPFRE
throughout the year.
During 2021, MAPFRE Malta once again met its CSR objectives collaborating with a
number of different entities to organize various activities ranging from food and blood
donations, environmental activities and clean-ups.
Fundación MAPFRE allocated over €100k for projects in Malta across different areas (road
safety, health, and social actions). The Foundation has once again collaborated with Inspire
and Equal Partners Foundation, funding the provision of specialized services to children and
adults with disabilities (€53,000 to cover the running costs of Inspire’s therapeutic facilities
Multi-Sensory Rooms and over €30,000 to Equal Partners Foundation to support their efforts
to enable children who suffer from a disability to lead a more independent life).
MAPFRE Malta also joined the fight against breast cancer with a variety of awareness-
raising activities through their #ThinkPink campaign, as well as by collaborating with the
Action for Breast Cancer Foundation.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
27
Corporate Governance Statement - continued
3.Non-compliance with the code
Principle 3 – Composition of the Board
The Code recommends that the Board of Directors be composed of executive and non-
executive Directors, including independent non-executives. The Company’s Board, as
explained in Section 2 – Principle 3 of this Statement, is composed exclusively of non-
executive Directors. The appointment of Directors to the Board is a matter reserved
exclusively to the Company shareholders (except in the case of the filling of a casual
vacancy) and each Director retires from office at the AGM. Therefore, the composition of the
Board of Directors is determined by the shareholders during the AGM. Moreover the CEO of
the Company attends and reports during all meetings of the Board and various Senior
Managers attend by invitation to report on salient matters thereby ensuring a constant and
effective flow of information between the Company’s Management and Board of Directors.
Principle 4 – The Responsibilities of the Board
Code Provision 4.2.7 recommends: “the development of a succession policy for the future
composition of the Board of Directors and particularly the executive component thereof, for
which the Chairman should hold key responsibility”.
Regard being had to the non-executive role of the Company’s Directors and in view of the
facts explained above, particularly that the appointment of Directors is a matter reserved
exclusively to the Company’s shareholders and that every director retires from office at the
Annual General Meeting, the Company has opted not to formalise a succession policy for the
Board of Directors. That said, the Company and its Board remain mindful of the
recommendation as contained within the Capital Markets Rules and frequently reviews the
current position.
Principle 7 – Evaluation of the Board’s Performance
Code Provision 7.1 recommends: “the Board should appoint a committee chaired by a non-
executive Director in order to carry out a performance evaluation of its role”.
As explained above the Board has not appointed a specific committee to carry out a
performance evaluation but has rather opted to have an annual performance evaluation
exercise carried out under the auspices of the internal Compliance Area through the
compilation of a Board Effectiveness Questionnaire by each individual Director.
The questionnaire is particularly robust and is structured into eight sections with a total of 63
statements covering several aspects of Board membership including the understanding of the
workings of the Board and its Committees, the Company’s products and services, distribution
channels, strategy and risk, as well as governance, training requirements, subsidiaries and
contingent liabilities. Directors are also invited to elaborate further on any of the statements
at the end of the questionnaire.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
28
Corporate Governance Statement - continued
3.Non-compliance with the code - continued
Principle 7 – Evaluation of the Board’s Performance - continued
An objective and independent report as to the overall outcome of the findings is then drawn
up by the Compliance Area and shared with the Chairman to co-ordinate further individual or
group discussion with the Directors based on the replies.
For these reasons the process is deemed to be comprehensive and sufficient to meet the
intended aims.
Principle 8A – Remuneration Committee: Code Provision 8.A.1
Code Provision 8.A.1 recommends that the Board of Directors “should establish a
Remuneration Committee composed of non-executive Directors with no personal financial
interest other than as shareholders in the Company, one of whom shall be independent and
shall chair the Committee”.
The Remuneration Committee is made up of Jose Ramon Alegre (Chairman), Antoinette
Caruana and John Cassar White. The composition has seen a reshuffle relative to the previous
year, to utilize the expertise of Antoinette Caruana in associated matters as well as to ensure
independence and objectivity in the functioning of the Committee, while decisions continue
to be passed with the consensus of all members present.
The fact that decisions are taken by the unanimous agreement of all members present also
implies that the final outcome of discussions and decisions taken by the Remuneration
Committee are not affected by the director holding the Chair even though the Committee is
not chaired by an independent non-executive Director.Committee document packs are also
circulated to all Members well in advance of the meeting allowing all Members ample
opportunity to informally discuss any matters in anticipation of the Meeting and / or to
represent their views.
Principle 8B – Nomination Committee
Pursuant to the Company’s Articles of Association and as aforementioned the appointment of
Directors to the Board is reserved exclusively to the Company’s shareholders, in line with the
general commercial practice in Malta. Shareholders holding 11% or more of the issued
shares are entitled to appoint one director for every 11% holding, whilst the other
shareholders are entitled to appoint the remaining Board members at the Annual General
Meeting in accordance with the provisions of the Articles of Association. Thus the Company
considers that the procedure is already sufficiently defined and the requirements of
transparency are also well-met without the need for the establishment of a formal
Nomination Committee at this stage.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
29
Corporate Governance Statement - continued
3.Non-compliance with the code - continued
Principle 9 – Relations with Shareholders and with the Market
Code Provision 9.3 requires the Company to have in place a mechanism to resolve conflicts
between minority shareholders and controlling shareholders
The balance between the interests of all shareholders is a matter that is kept under continuous
review by the Board and is consistently evaluated in the interest of all shareholders.
Therefore, although the Company does not have a specific mechanism in place there is open
dialogue between Management and all the non-Executive Directors of the Company to this
end. The Company also has a good relationship with the Malta Association for Small
Shareholders and the Board maintains an open door policy with them, as well as with any
individual shareholders who may be interested in making direct submissions to the Company,
at all times through the Office of the Company Secretary.
In light of this, and as the Company is mindful of the protection granted to minority
shareholders in terms of the Companies Act (Cap. 386 of the Laws of Malta) by which it
would necessarily be bound to abide, the Company is of the opinion that no formal
procedures to resolve conflict between minority and controlling shareholders are necessary at
this stage.
Internal Control and Risk Management System
This information is being provided in terms of Capital Markets Rule 5.97.4.
While authority to manage the daily business of the Company is delegated to the CEO within
the limits set by the Board, the Board is ultimately responsible for the Company’s internal
control systems and for ensuring their effectiveness. Such systems are designed to manage,
rather than eliminate, the risks associated with achieving business objectives and can only
provide reasonable (as opposed to absolute) assurance against material misstatement or loss.
The Company manages its internal risk through the ‘three lines of defence’ approach,
ensuring achievement of commercial aims while continuing to meet all legal and regulator
requirements. These then feed into the Board through the Audit Committee and the Risk and
Compliance Committee in order for the Board to maintain oversight of the processes and
procedures ensuring the effectiveness of the systems of internal control.
The key features of the Group’s systems of internal control are as follows:
Organisation - The Company has clear reporting lines from the Boards of Directors of
subsidiary and associated companies. The MMS Chairman is also kept informed as to the
operations of the subsidiary companies either by sitting directly on the respective Boards or
through the other Company Directors and Senior Management who sit on the Company and
subsidiary boards, Management and Operational Committees.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
30
Corporate Governance Statement - continued
Internal Control and Risk Management System - continued
Risk Identification - The respective Management of each of the Group companies is
responsible for the identification and evaluation of key risks applicable to their areas of
business. The Board reviews its Risk Management policies and strategies and oversees their
implementation to ensure that identified key risks are properly assessed and managed. The
risk based nature of the Solvency II regime requires the company to have an effective risk
management system in place to identify, measure, manage, monitor and report on the main
risks which could impact the entity. This process is embodied in the annual ORSA (Own
Risk and Solvency Assessment) process. Expert judgements, stress testing and sensitivity
analysis are important elements in the company’s risk identification framework embedded in
the ORSA process. The ORSA report is submitted to the competent Authority on an annual
basis after approval of the Risk and Compliance Committee and ultimately of the Board of
Directors.
Reporting - Functional, operating and financial reporting standards are applicable to all
entities of the Group. Systems and procedures are in place to identify, control and report on
the major risks. The Board receives periodic management information giving comprehensive
analysis of financial and business performance including variances against budgets.
General Meetings
This information is being provided in terms of Capital Markets Rule 5.97.6.
The General Meeting is the Company’s most supreme decision-making organ and its
functions are governed by, and conducted in accordance with, the Company’s Articles of
Association. The General Meeting is called with not less than twenty-one days' notice in
writing. In addition to any matters which would be deemed to constitute “special business”,
the annual general meeting deals with matters of a recurring nature namely, the declaration of
a dividend, the consideration of the accounts, statements of financial position and reports of
the directors and auditors, the election of directors, the appointment of the auditors and the
authorisation of the directors to set their remuneration. The Memorandum and Articles of the
Company may be amended by means of an extraordinary resolution (as defined in the
Articles) of the Company during general meetings.
The Board of Directors is responsible for developing the agenda for the AGM and sending it
to the shareholders.
Shareholders’ rights can be exercised in accordance with the Articles of the Company, the
Companies Act and the Capital Markets Rules. Accordingly, all shareholders registered in the
Shareholders’ Register on the Record Date as defined in the Capital Markets Rules, have the
right to attend, participate and vote in the general meeting. A shareholder or shareholders
holding not less than 5% of the nominal value of all the shares entitled to vote at the General
Meeting may request the Company to include items on the agenda of a General Meeting and /
or table draft resolutions for items included in the agenda of a general meeting. Such requests
are to be received by the Company at least forty-six days before the date set for the relative
General Meeting.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
31
Corporate Governance Statement - continued
General Meetings - continued
A shareholder who cannot participate in the General Meeting can appoint a proxy by written
or electronic notification to the Company. Every shareholder represented in person or by
proxy is entitled to ask questions which are pertinent and related to items on the agenda of the
General Meeting and to have such questions answered by the Directors or such persons as the
Directors may delegate for that purpose.
In view of the pandemic environment in 2021, particularly bearing in mind health and safety
aspects and the restrictions in place, the AGM was held remotely on 30 April 2021 in
accordance with Legal Notice 288 of 2020 and live streamed.
Signed by Martin Galea (Chairman) and Antoinette Caruana (Director) on the 23 March
2022
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
32
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders
1.Terms of Reference and Membership
The MAPFRE Middlesea p.l.c. (“MMS”) Remuneration Committee (the “Committee”)
hereby submits its Remuneration Statement to the shareholders in accordance with Section
8A of The Code of Principles of Good Corporate Governance (Appendix 5.1 of the Capital
Markets Rules under Chapter 5 on Continuing Obligations).
The Committee’s main task is to ensure that the MMS Remuneration Policy is implemented
and to propose appropriate remuneration packages for Directors and Chief Officers in
accordance therewith. The Remuneration Committee also monitors the level and structure of
the remuneration packages for Directors and Chief Officers based on the information
presented by Management from time to time.
As at 1 January 2021 the Committee Members were Jose Ramon Alegre (Chairman), Martin
Galea and Taddeo Scerri. Jose Ramon Alegre was appointed as of 1 January 2021 in lieu of
Jaime Tamayo who tendered his resignation from the MMS Board of Directors, and
consequently from the MMS Remuneration Committee, as of the same date in order to take
up other responsibilities within the MAPFRE International Group. Thereafter, at the Annual
General Meeting of the Company held on 30 April 2021, Jose Ramon Alegre (Chairman),
Antoinette Caruana and John Cassar White were appointed as the members of the
Remuneration Committee.
All the Committee Members are non-Executive Directors of MMS with no personal financial
interest as recommended by Code provision 8.A.1. The MMS President & CEO, Javier
Moreno, the MAPFRE MSV Life p.l.c (MMSV) CEO, Etienne Sciberras and other members
of senior management were invited to attend Committee meetings as and when required. The
Company Secretary, Dr Daphne Sims Dodebier, acted as the Secretary to the Committee.
Code provision 8.A.1 recommends that an independent non-Executive Director chairs the
Committee. The Committee takes decisions by the unanimous agreement of its Members.
Therefore, even though the Committee is not chaired by an independent non-Executive
Director, the Director chairing the Committee is non-Executive and his vote does not sway
the outcome of discussions and decisions taken by the Committee.
2.Meetings
The Remuneration Committee held three meetings during the period under review and the
attendance was as follows:-
Member Attended
Jose Ramon Alegre (Chairman) 2
Antoinette Caruana (Member as from 30 April 2021) 1
John Cassar White (Member as from 30 April 2021) 1
Martin Galea (Member until 30 April 2021) 2
Taddeo Scerri (Member until 30 April 2021) 2
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
33
Remuneration Statement and Report of the Remuneration Committee to
the Shareholder s - continued
2.Meetings - continued
The Committee determined and/or discussed the following matters:
•Succession Planning;
•New Senior Management Appointments;
•HR Reports;
•Remuneration for Directors, CEO and Senior Management for 2021;
•2021 Variable remuneration framework;
•Remuneration Statement for the Annual Report
3. Remuneration Statement
a.Remuneration Policy - Senior Managemen t
The MMS Remuneration Policy framework is set by the Board of Directors acting through
the Remuneration Committee and is based on the guidelines and principles contained within
the MAPFRE Group Compensation (Remuneration) Policy which was approved by the
majority of shareholders during the Annual General Meeting held on 27 October 2020.
The Committee reviews and approves the individual remuneration arrangements for Senior
Management, namely, the President & CEO, Chief Financial Officer, Company Secretary,
Chief Officers and the Internal Auditor.
The Committee has access to both internal and independent external advice on remuneration
matters as and when required.
The Committee deems the current Senior Management remuneration packages to be in line
with local market equivalents and holds them to be fair, reasonable and commensurate to the
responsibilities involved. The Committee also believes that the remuneration packages are
such as to enable the Company to attract, retain and motivate employees having the
appropriate skills and qualities to ensure the proper management of the organisation.
There have been no significant changes to the Company’s Remuneration Policy for Senior
Management during the financial year under review.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
34
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders - continued
3.Remuneration Statement - continued
a.Remuneration Policy – Senior Management - continued
The performance appraisal system underpinning the Company’s remuneration structure was
implemented in 2013 and the performance bonus scheme implemented in 2014. The latter
was further enhanced in 2015 and both remain in place. The said performance bonus scheme
is still based on the achievement of Group, Company and Departmental objectives and was
further enhanced in 2019 to give some weight to the adherence to Corporate Values. In
Financial Year 2020 the performance appraisal system was upgraded to a new tool which
allows for the generation of 360 degree feedback between peers and internal clients and
continuous communication between employees and their direct managers throughout the year
making the performance evaluation a lot more holistic.
The terms and conditions of employment for Senior Management are set out in their
respective contracts of employment. In principle, these contracts do not contain provisions
for termination payments or other amounts linked to early termination nor have there been
any cases of early termination in practice. Share options, pension benefits and profit sharing
are not part of the MMS Remuneration Policy for Senior Management. Indeed, Senior
Management is not entitled to any compensation of a variable nature except the performance
bonus set out hereunder.
The MMS President & CEO is eligible for an annual bonus entitlement calculated with
reference to the attainment of pre-established objectives and targets as recommended by the
Remuneration Committee and approved by the Board of Directors.
Senior Management are eligible for a performance bonus calculated in accordance with the
percentage achievement of the Group and Departmental objectives as per the performance
bonus scheme aforementioned which is inter alia approved by the Remuneration Committee
and determined in accordance with the performance appraisal process. No supplementary
pension or other pension benefits are payable to Senior Management.
Both in the case of the MMS President & CEO, and for Senior Management, the
Remuneration Committee is of the view that the proportion of fixed remuneration to
performance bonus is also reasonable and appropriate.
Non-cash benefits to which Senior Management are entitled include the use of a company car
and health insurance. The death-in-service benefit also forms part of the non-cash benefits
and the same terms are applicable to all other Company employees.
Total emoluments received by Senior Management during Financial Year 2021 are deemed
to be of a commercially sensitive nature and are thus not being disclosed in this Report in line
with Code Provision 8.A.6.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
35
Remuneration Statement and Report of the Remuneration Committee to
the shareholders - continued
3.Remuneration Statement – continued
b.Remuneration Policy – Directors
As at 31 December 2021, the Board of Directors of MAPFRE Middlesea p.l.c. was composed
of nine non-Executive directors. Three Directors, namely Jose Ramon Alegre, Jose-Luis
Jimenez and Jose Maria del Pozo, did not receive a fee in accordance with the established
policy of the MAPFRE Group with which they are employed and which appointed them.
David G. Curmi, who was the tenth Director of the Company, resigned from his position as
the CEO of MAPFRE MSV Life p.l.c. (a subsidiary of MMS) and consequently from his
position as Director of the Company with effect from 31 January 2021 and was not replaced.
Mr Curmi did not receive a fee for his service given his then employment within the
MAPFRE Group as detailed below.
Based on the recommendations of the Committee, the current Directors’ fees, for each
Director as applicable, and as approved by the Board are as follows:
Directors’ Fees including Board Committees as applicable
Chairman€60,000 per annum (2020: €60,000)
Other Directors (per Director)€40,000 per annum (2020: €40,000)
Audit Committee Fees
Chairman€5,000 per annum (2020: €5,000)
Member (per member)€3,000 per annum (2020: €3,000)
Subsidiary Fees
Chairman€5,000 per annum (2020: €5,000)
Member (per member)€3,000 per annum (2020: €3,000)
None of the Company’s Directors had any service contracts with either the Company or any
of its subsidiaries as at the end of the Financial Year.
Directors’ emoluments are established to reflect the responsibility and time committed by
Directors to the affairs of the Company, including the Board Committees of which a Director
may be a member save for the Audit Committee that is additionally remunerated as detailed
above. None of the Directors, in their capacity as Director of the Company and/or
Committee members, are entitled to profit sharing, share options, pension benefits or any
other remuneration.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
36
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders - continued
3.Remuneration Statement – continued
c.Code Provision 8.A.5
Directors' Emoluments 2021
Fixed Remuneration
Variable Remuneration
Share Options
Others
€283,500
None
None
None
Fees payable to directors in respect of 2021 amounted in total to €283,500(2020: €279,000).
The emoluments of Senior Management are not being disclosed in line with Code Provision
8.A.6 since these are deemed to be of a commercially sensitive nature. This decision will
continue to be reviewed on an annual basis.
d.Code Provision 12.26K
In addition to the information provided above and with reference to Appendix 12.1 of the
Capital Markets Rules it is noted that the maximum annual aggregate emoluments that may
be paid to the Directors are approved by the shareholders in the General Meeting in terms of
Article 81 of the Company’s Articles of Association. This amount was established by the
Board of Directors after consultation with the MAPFRE Group and based on the guidelines
as set forth in the Compensation Policy relative to the fixing of compensation for the non-
Executive members of the governance bodies having regard to the Company’s financial
situation, profitability and sustainability. The maximum annual aggregate amount was then
confirmed in the total sum of €350,000 per annum at the fortieth Annual General Meeting
held on the 30 April 2021, which has remained consistent since 2018.
The amount paid to each Director by the Company for attendance at meetings of the Board or
of the Board Committees, when due as explained above, is not tied to the Company’s
performance or other performance criteria but is a pre-determined, fixed annual amount as
indicated below:
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
37
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders - continued
3.Remuneration Statement – continued
d.Code Provision 12.26K - continued
Director
2021 Fees
€
2020 Fees
€
Percentage Annual
Change of Remuneration
(2020-2021)
%
Alfred Attard (NED until 30 April 2021)*
15,000
45,000
0.00**
Antoinette Caruana (NED)
43,000
43,000
0.00
John Cassar White (NED from 30 April 2021)***
34,167
nil
n/a
David G. Curmi (NED until 31 January 2021)
nil
nil
n/a
Martin Galea (NED) ***
69,333
68,000
1.96
Jose Luis Jimenez (NED)
nil
nil
n/a
Taddeo Scerri (NED)*
42,000
40,000
5.00
Paul Testaferrata Moroni Viani (NED)***
40,000
43,000
-6.98
Joseph F.X. Zahra (NED)
40,000
40,000
0.00
Jose Maria del Pozo (NED from 15 July 2020)
nil
nil
n/a
Total
283,500
279,000
Remuneration paid to Directors as shown in the above table are all fixed in nature and thus
the ratio of fixed and variable remuneration was 100%-0% for both years being reported. The
changes in the total remuneration of Non-Executive Directors is to be considered with the
information included in the table, further down in this report, showing a comparison between
the percentage annual change of remuneration of President & CEO against company
performance metrics and percentage annual change of the Company’s employees’ average
remuneration employed on a full-time basis equivalent.
* In the case of Mr Alfred Attard €7,917 of the amount (2020: €25,000) was paid to Bank of
Valletta p.l.c as Mr Attard’s employer based on a separate agreement for services rendered.
In the case of Mr Taddeo Scerri €7,500 of the 2020 amount was paid to Bank of Valletta
p.l.c. ‘pro-rata’ as Mr Scerri’s employer until 15 May 2020 based on a separate agreement
for services rendered;
** Percentage annual change of remuneration (2020-2021) was based on annualised
remuneration for 2021 to allow for a meaningful comparison.
*** amount includes €7,500 paid to John Cassar White for his position as Chairman of the
subsidiary Board till 31 March 2021;
€5,000 (2020: €5,000) were paid to Martin Galea for the position as Chairman of the
subsidiary’s Audit Committee and;
€3,000 were paid to Paul Testaferrata Moroni Viani in 2020 for being a member of the
subsidiary’s Investment Committee.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
38
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders - continued
3.Remuneration Statement – continued
d.Code Provision 12.26K - continued
None of the Directors and Members of the Board Committees held any service contracts with
the Company or any of its subsidiary undertakings and no Director is entitled to share
options, profit sharing, pension benefits or any other type of emoluments save for the
provision of cover under a Group Life scheme. It is also confirmed that no other fees were
payable or paid to any of the Directors or Committee Members during the financial year
under review.
By reference to Capital Markets Rule 12.2A no other person is deemed to be in charge of the
operations or the activities of the Company, and thus fall within the definition of director,
beyond the members of the Board and the Chief Executive Officer.
In this respect and relative to Appendix 12.1 the total emoluments paid by the Company to
the two Chief Executive Officers in office during Financial Year 2021 were as follows:
President & CEO
Financial
Year
Fixed
Salary
€
Fringe
benefits
€
Total Fixed
remuneration
€
Variable
remuneration
€
Total
remuneration €
Fixed Variable
Proportion
%
Felipe Navarro
Lopez de
Chicheri
2021
49,654
67,962
117,616
57,767
175,383
67%-33%
2020
198,615
212,383
410,998
224,231
635,229
65%-35%
Javier Moreno
Gonzalez
2021
135,000
114,637
249,637
97,817
347,454
72%-28%
Felipe Navarro Lopez de Chicheri terminated his appointment as President & CEO on the 31
March 2021 and was replaced by Javier Moreno as from the 1 April 2021.
In respect of Variable Remuneration, deferred or otherwise, paid or pending payment, a
partial or total reduction is possible if particular circumstances arise including in the event of
a restatement of annual accounts other than resulting from a change in legislation and in the
event of fraud. No such occurrence took place in 2021.
Variable remuneration for the President & CEO is based on Global, Regional and Country
results together with Country premium written targets, with the highest weighting given to
the Country results and premiums respectively. The main objective of the Group is profitable
Growth and the targets are aligned with such objectives. As part of a Global Group it is
expected that as a Country we contribute towards the profitability of both the Region and the
Global Group results and accordingly part of the variable remuneration is attached to the
achievement of the higher Group results. The achievement percentage follows a set scale
going from complete non-achievement, to pro-rata if not fully achieved, to accelerated
achievement if targets are exceeded. These scales are in line with the Remuneration Policy
and approved accordingly by the Remuneration Committee.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
39
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders - continued
3.Remuneration Statement – continued
d.Code Provision 12.26K - continued
In terms of the requirements within Appendix 12.1 of the Capital Markets Rules, the
following table presents the annual change of remuneration of the President & CEO, of the
Company’s performance, and of average remuneration on a full-time equivalent basis of the
Company’s employees over the two most recent financial years:
Percentage annual
change of the
remuneration of the
President & CEO *
(2020-2021)
%
Percentage annual
change of the
Company's
performance - Profit
after tax ** (2020-2021)
%
Percentage annual
change of the
Company's
performance - Gross
premiums written
(2020-2021)
%
Percentage annual
change in Employee's
Average
Remuneration in
Company's employees
on a full-time
equivalent basis
(2020-2021)
%
Percentage annual change
in Employees' Average
Remuneration in Group's
employees on a full-time
equivalent basis
(2020-2021)
%
1.9%
-36.6%
6.6%
6.44%
5.54%
* The percentage increase relates only to Felipe Navarro Lopez de Chicheri being the
President & CEO employed in both years being compared. For comparison purpose, since
Felipe Navarro Lopez de Chicheri’s appointment ended on 31 March 2021, his 2021
remuneration has been annualized.
** The reduction arose from 2020 being favourably impacted by the onset of the pandemic
which had resulted in significantly lower claims particularly in Motor and Health both in
frequency and severity.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
40
Remuneration Statement and Report of the Remuneration Committee to
the Shareholders - continued
3.Remuneration Statement – continued
d.Code Provision 12.26K - continued
In terms of the requirements within Appendix 12.1 (f) there has been no deviation from the
procedure for the implementation of the remuneration policy as defined in Chapter 12 of the
Capital Markets Rules.
As required by provision 12.26N of the Capital Markets Rules the Company’s auditors have
verified that the information that needs to be included in the Remuneration Report as per
Chapter 12 and Appendix 12.1 of the Capital Markets Rules, has been included.
Signed by Antoinette Caruana (Director and Remuneration Committee Member) on 23
March 2022
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
41
Statement of profit or loss
Technical account - general business
Year ended 31
December
Group and Company
2021
2020
Notes
€’000
€’000
Earned premiums, net of reinsurance
Gross premiums written
6
77,613
72,611
Outward reinsurance premiums
(15,350)
(15,035)
Net premiums written
62,263
57,576
Change in gross provision for unearned
premiums
(2,979)
(464)
Change in the provision for unearned
premiums, reinsurers' share
1,434
326
(1,545)
(138)
Earned premiums, net of reinsurance
60,718
57,438
Allocated investment return transferred
from the non-technical account
8
307
(58)
Total technical income
61,025
57,380
Claims incurred, net of reinsurance
Claims paid
- gross amount
37,134
38,247
- reinsurers' share
(5,524)
(5,619)
31,610
32,628
Change in the provision for claims
- gross amount
2,964
(1,816)
- reinsurers' share
313
(967)
3,277
(2,783)
Claims incurred, net of reinsurance
34,887
29,845
Net operating expenses
7
20,878
19,603
Total technical charges
55,765
49,448
Balance on the technical account for
general business (page 44)
5,260
7,932
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
42
Statement of profit or loss
Technical account - long term business
Year ended 31 December
Group
Company
2021
2020
2021
2020
Notes
€’000
€’000
€’000
€’000
Earned premiums, net of reinsurance
Gross premiums written
6
327,632
272,091
2,497
2,509
Outwards reinsurance premiums
(3,390)
(4,010)
(211)
(355)
Earned premiums, net of reinsurance
324,242
268,081
2,286
2,154
Investment return
Return from investments
8
97,458
62,497
(11)
(28)
Other technical income, net of reinsurance
9
788
707
—
—
Total technical income
422,488
331,285
2,275
2,126
Claims incurred, net of reinsurance
Claims paid
- gross amount
305,907
251,462
1,250
1,207
- reinsurers' share
(1,859)
(1,436)
(122)
(349)
304,048
250,026
1,128
858
Change in the provision for claims
- gross amount
2,339
12,401
(143)
316
- reinsurers' share
(319)
(118)
113
(60)
2,020
12,283
(30)
256
Claims incurred, net of reinsurance
306,068
262,309
1,098
1,114
Change in other technical provisions, net
of reinsurance
Long term business provision - gross
(24,367)
(26,450)
(67)
142
Investments contracts with DPF - gross
103,203
61,259
—
—
78,836
34,809
(67)
142
Net operating expenses
7
18,572
18,814
328
375
Total technical charges
403,476
315,932
1,359
1,631
Balance on the technical account for long
term business (page 44)
19,012
15,353
916
495
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
43
Statement of profit or loss
Non-technical account
Year ended 31 December
Group
Company
2021
2020
2021
2020
Notes
€’000
€’000
€’000
€’000
Balances on technical accounts
General business (page 42)
5,260
7,932
5,260
7,932
Long term business (page 43)
19,012
15,353
916
495
Total income from insurance activities
24,272
23,285
6,176
8,427
Other investment income
8
956
1,319
1,107
1,153
Investment expenses and charges
8
(675)
(1,143)
(659)
(1,075)
Allocated investment return transferred
to the general business technical account
8
(307)
58
(307)
58
Revaluation loss on property
18
(1,521)
—
—
—
Other income
9
1,438
1,296
—
—
Administrative expenses
7
(3,773)
(3,624)
(2,254)
(2,175)
Profit for the financial year before tax
20,390
21,191
4,063
6,388
Tax expense
12
(7,467)
(6,905)
(1,455)
(2,271)
Profit for the financial year
12,923
14,286
2,608
4,117
Attributable to:
- owners of the Company
7,643
9,123
2,608
4,117
- non-controlling interests
5,280
5,163
—
—
12,923
14,286
2,608
4,117
Earnings per share attributable to owners
of the Company
14
€0.083
€0.099
The Notes on pages 52 to 176 are an integral part of these financial statements.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
44
Statement of comprehensive income
Year ended 31 December
Group
Company
2021
2020
2021
2020
Notes
€’000
€’000
€’000
€’000
Profit for the financial year
12,923
14,286
2,608
4,117
Other comprehensive income:
Items that are or may be reclassified
subsequently to profit or loss
Change in fair value of available-for-sale
investments
29
53
(216)
51
(211)
Available-for-sale investments reclassified to
profit or loss
29
(102)
333
(102)
333
Revaluation gain on
freehold land and buildings
18
1,081
—
—
—
Items that will not be reclassified to
profit or loss
Re-measurement actuarial gain/(loss) on
provision for other liabilities and charges
2
(8)
2
(8)
Increase in value of in-force business
16
9,912
3,698
—
—
Total other comprehensive income, net of tax
10,946
3,807
(49)
114
Total comprehensive income for the year
23,869
18,093
2,559
4,231
Attributable to:
- owners of the Company
13,633
11,081
- non-controlling interests
10,236
7,012
Total comprehensive income for the year
23,869
18,093
Items disclosed in the statement above are disclosed net of tax.
The Notes on pages 52 to 176 are an integral part of these financial statements.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
45
Statement of financial position
At 31 December
Notes
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
ASSETS
Intangible assets
16
109,729
94,836
9,146
7,762
Property, plant and equipment
18
17,657
17,913
4,542
2,252
Right-of-use assets
17
1,802
931
1,685
766
Investment property
19
110,016
111,518
13,529
16,205
Investment in subsidiary undertakings
20
—
—
77,214
57,214
Investment in associated undertakings
21
22,831
25,174
383
385
Other investments
22
2,421,911
2,262,757
8,382
5,354
Deferred income tax
23
2,313
2,350
1,268
1,332
Reinsurers' share of technical provisions
24
33,247
31,807
32,314
31,306
Deferred acquisition costs
25
8,427
8,080
8,427
8,080
Insurance and other receivables
26
32,069
33,828
19,222
19,584
Income tax receivable
308
1,174
—
—
Cash and cash equivalents
27
71,443
97,060
11,575
31,432
Total assets
2,831,753
2,687,428
187,687
181,672
EQUITY
Capital and reserves attributable to owners of
the Company
Share capital
28
19,320
19,320
19,320
19,320
Share premium account
688
688
688
688
Other reserves
29
44,817
38,829
34,935
34,986
Retained earnings
46,211
41,766
21,468
22,058
111,036
100,603
76,411
77,052
Non-Controlling Interest
110,932
80,696
—
—
Total equity
221,968
181,299
76,411
77,052
LIABILITIES
Deferrred income tax
23
42,599
37,467
1,989
2,230
Provision for other liabilities and charges
30
997
1,057
997
1,057
Technical provisions
- Insurance contracts and investment contracts
with DPF
24
2,470,668
2,383,550
93,005
87,272
- investment contracts without DPF
24
60,869
53,531
—
—
Derivative financial instruments
22
775
168
—
—
Lease liabilities
1,866
1,021
1,745
849
Insurance and other payables
31
31,173
27,491
13,401
11,975
Income tax payable
838
1,844
139
1,237
Total liabilities
2,609,785
2,506,129
111,276
104,620
Total equity and liabilities
2,831,753
2,687,428
187,687
181,672
The Notes are an integral part of these financial statements.
These financial statements on pages 42 to 176 were approved by the Board of Directors and authorised for issue on 23
March 2022 and signed on its behalf by Martin Galea (Chairman) and Taddeo Scerri (Director) as per the Directors'
Declaration on ESEF Annual Financial report submitted in conjunction with the Annual Report 2021.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
46
Statement of changes in equity
Group
Attributable to owners of the Company
Share
Non-
Share
premium
Other
Retained
controll-
ing
Total
capital
account
reserves
earnings
Total
interests
equity
Notes
€’000
€’000
€’000
€’000
€’000
€’000
€’000
Balance as at 1 January
2020
19,320
688
36,863
32,634
89,505
73,684
163,189
Comprehensive income
Profit for the financial year
—
—
—
9,123
9,123
5,163
14,286
Other comprehensive
income:
Change in
available-for- sale
investment's fair value
29
—
—
(216)
—
(216)
—
(216)
Available-for-sale
investments re-classified
to profit or loss
29
—
—
333
—
333
—
333
Re-measurement actuarial
loss on provision for other
liabilities and charges
—
—
—
(8)
(8)
—
(8)
Increase in value of
in-force business
16
—
—
1,849
—
1,849
1,849
3,698
Total other comprehensive
income, net of tax
—
—
1,966
(8)
1,958
1,849
3,807
Total comprehensive
income
—
—
1,966
9,115
11,081
7,012
18,093
Transactions with owners
Write-back of prior year
dividends
—
—
—
17
17
—
17
Total transactions with
owners
—
—
—
17
17
—
17
Balance at 31 December
2020
19,320
688
38,829
41,766
100,603
80,696
181,299
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
47
Statement of changes in equity - continued
Group - continued
Attributable to owners of the Company
Share
Non-
Share
premium
Other
Retained
controll-
ing
Total
capital
account
reserves
earnings
Total
interests
equity
Notes
€’000
€’000
€’000
€’000
€’000
€’000
€’000
Balance at 1 January 2021
19,320
688
38,829
41,766
100,603
80,696
181,299
Comprehensive income
Profit for the financial year
—
—
—
7,643
7,643
5,280
12,923
Other comprehensive
income:
Change in available-for-
sale investments' fair
value
29
—
—
53
—
53
—
53
Available-for-sale
investments- reclassified
to profit or loss
29
—
—
(102)
—
(102)
—
(102)
Revaluation gain on
freehold land and
buildings
18
—
—
1,081
—
1,081
—
1,081
Re-measurement actuarial
gain on provision for
other liabilities and
charges
—
—
—
2
2
—
2
Increase in value of
in-force business
16
—
—
4,956
—
4,956
4,956
9,912
Total other comprehensive
income, net of tax
—
—
5,988
2
5,990
4,956
10,946
Total comprehensive
income
—
—
5,988
7,645
13,633
10,236
23,869
Transactions with owners
Increase in share capital of
group undertaking
—
—
—
—
—
20,000
20,000
Dividend for 2020
—
—
—
(3,200)
(3,200)
—
(3,200)
Total transactions with
owners
—
—
—
(3,200)
(3,200)
20,000
16,800
Balance at 31 December
2021
19,320
688
44,817
46,211
111,036
110,932
221,968
The Notes on pages 52 to 176 are an integral part of these financial statements.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
48
Statement of changes in equity - continued
Company
Share
Share
premium
Other
Retained
capital
account
reserves
earnings
Total
Notes
€’000
€’000
€’000
€’000
€’000
Balance at 1 January 2020
19,320
688
34,864
17,932
72,804
Comprehensive income
Profit for the financial year
—
—
—
4,117
4,117
Other comprehensive income:
Change in available-for-sale
investments' fair value
29
—
—
(211)
—
(211)
Available-for-sale
investments- reclassified to profit
or loss
29
—
—
333
—
333
Re-measurement actuarial loss on
provision for other liabilities and
charges
—
—
—
(8)
(8)
Total other comprehensive income,
net of tax
—
—
122
(8)
114
Total comprehensive income
—
—
122
4,109
4,231
Transactions with owners
Write-back of prior years' dividends
—
—
—
17
17
Total transactions with owners of
the Company
—
—
—
17
17
Balance at 31 December 2020
19,320
688
34,986
22,058
77,052
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
49
Statement of changes in equity - continued
Company - continued
Share
Share
premium
Other
Retained
capital
account
reserves
earnings
Total
Notes
€’000
€’000
€’000
€’000
€’000
Balance at 1 January 2021
19,320
688
34,986
22,058
77,052
Comprehensive income
Profit for the financial year
—
—
—
2,608
2,608
Other comprehensive income:
Change in available-for-sale
investments' fair value
29
—
—
51
—
51
Available-for-sale investments-
reclassified to profit or loss
29
—
—
(102)
—
(102)
Re-measurement actuarial gain on
provision for other liabilities and
charges
—
—
—
2
2
Total other comprehensive income, net
of tax
—
—
(51)
2
(49)
Total comprehensive income
—
—
(51)
2,610
2,559
Transactions with owners
Dividend for 2020
—
—
—
(3,200)
(3,200)
Total transactions with owners of the
Company
—
—
—
(3,200)
(3,200)
Balance as at 31 December 2021
19,320
688
34,935
21,468
76,411
The Notes on pages 52 to 176 are an integral part of these financial statements.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
50
Statement of cash flows
Year ended 31 December
Group
Company
2021
2020
2021
2020
Notes
€’000
€’000
€’000
€’000
Cash flows from operating activities
Cash generated from operations
32
9,360
8,098
12,414
4,458
Dividends received
9,572
6,693
168
179
Interest received
21,296
19,636
96
223
Interest paid
(66)
(135)
(66)
(135)
Income tax paid
(2,501)
(1,130)
(2,742)
(1,309)
Net cash generated from operating activities
37,661
33,162
9,870
3,416
Cash flows from investing activities
Purchase of investment property
19
(1,627)
(2,059)
(4)
(6)
Disposal of investment property
16
93
16
93
Increase in investment in group undertaking
—
—
(20,000)
—
Purchase of financial investments
(1,382,857)
(1,870,200)
(5,131)
—
Disposal of financial investments
1,312,522
1,873,696
2,116
3,778
Purchase of property, plant and equipment and
intangible assets
(8,227)
(8,731)
(3,524)
(3,006)
Disposal of property, plant and equipment and
intangible assets
95
95
—
95
Net cash (used in)/ generated from investing
activities
(80,078)
(7,106)
(26,527)
954
Cash flows from financing activities
Increase in share capital of group undertaking
20,000
—
—
—
Dividends (paid)/ cancelled to owners of the
Company
(3,200)
17
(3,200)
17
Cash generated from/ (used in) financing
activities
16,800
17
(3,200)
17
Net movement in cash and cash equivalents
(25,617)
26,073
(19,857)
4,387
Cash and cash equivalents at beginning of year
97,060
70,987
31,432
27,045
Cash and cash equivalents at end of year
27
71,443
97,060
11,575
31,432
The Notes on pages 52 to 176 are an integral part of these financial statements.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
51
Notes to the financial statements
1.Basis of preparation
The financial statements of MAPFRE Middlesea p.l.c. are prepared in accordance with
International Financial Reporting Standards as adopted for use in the European Union and
the Companies Act, 1995. The financial statements of the Group to which the Company is
parent are prepared in accordance with article 4 of Regulation 1606/2002/EC (the
“Regulation”) which requires that, for each financial period starting on or after 1 January
2005, companies governed by the law of an EU Member State shall prepare their
consolidated financial statements in conformity with IFRS as adopted by the EU if, at
their reporting date, their securities are admitted to trading on a regulated market of any
EU Member State. The Regulation prevails over the provisions of the Companies Act,
1995 to the extent that the said provisions of the Companies Act, 1995 are incompatible
with the provisions of the Regulation. Both sets of financial statements as referred to in
the Annual Report relate to both those of the Company and the Group and have also been
prepared in accordance with the Insurance Business Act, 1998.
The financial statements are prepared under the historical cost convention as modified
by the measurement at fair value of: investment property, financial assets and
financial liabilities (including derivatives) at fair value through profit or loss, and
available-for-sale investments. Investment in associated undertaking is measured
using equity method, that is, cost plus or minus net income or loss of associate.
As permitted by IFRS 4 'Insurance Contracts' the Group continues to apply existing
accounting practices for value of in-force business, insurance and participating
investment contracts, modified as appropriate to comply with the IFRS framework
and applicable standards. Further details are given in the respective accounting
policies.
The preparation of financial statements in conformity with the above reporting
framework requires the use of certain accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group’s
accounting policies. The areas involving a higher degree of judgement or complexity,
or areas where assumptions and estimates are significant to the consolidated financial
statements, are disclosed in Note 3.
The statements of financial position are organised in increasing order of liquidity,
with additional disclosures on the maturity analysis of the Group’s assets and
liabilities provided within the Notes to the financial statements. All amounts in the
Notes are shown in thousands of euro, rounded to the nearest thousand, unless
otherwise stated.
Standards, interpretations and amendments to published standards effective in 2021
In 2021, the Group adopted new standards, amendments and interpretations to
existing standards that are mandatory for the Group’s accounting period beginning on
1 January 2021. The adoption of these revisions to the requirements of IFRSs as
adopted by the EU did not result in substantial changes to the Group’s accounting
policies.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
52
1.Basis of preparation - continued
Standards, interpretations and amendments to published standards effective before
2021 for which the Group elected for the temporary exemption
IFRS 9 - ‘Financial instruments’
IFRS 9, ‘Financial instruments’, addresses the classification, measurement and
recognition of financial assets and financial liabilities. It replaces the guidance in IAS
39 that relates to the classification and measurement of financial instruments. IFRS 9
retains but simplifies the mixed measurement model and establishes three primary
measurement categories for financial assets: amortised cost, fair value through other
comprehensive income and fair value through profit or loss. The basis of classification
depends on the entity’s business model and the contractual cash flow characteristics of
the financial asset. Investments in equity instruments are required to be measured at fair
value through profit or loss with the irrevocable option at inception to present changes
in fair value in OCI not recycling.
The new expected credit losses model replaces the incurred loss impairment model
used in IAS 39. For financial liabilities there were no changes to classification and
measurement except for the recognition of changes in own credit risk in other
comprehensive income, for liabilities designated at fair value through profit or loss. The
Group is considering the implications of the standard and its impact on the financial
results and position once adopted. For those assets which are not measured at fair value
through profit or loss, the Group is assessing the impact of the new impairment model
introduced by the standard. As at the time of issue of these financial statements, the
impact is not yet known or reasonably estimable.
IFRS 9 became effective for years beginning on or after 1 January 2018. However in
September 2016, the International Accounting Standards Board issued amendments to
IFRS 4 which provide optional relief to eligible insurers in respect of IFRS 9. The
options permit entities whose predominant activity is issuing insurance contracts within
the scope of IFRS 4, a temporary exemption to defer the implementation of IFRS 9.
Entities that apply the optional temporary relief were initially required to adopt IFRS 9
on annual periods beginning on or after 1 January 2021. However, on 14 November
2018 and subsequently on 17 March 2021, the IASB deferred both the effective date of
IFRS 17, ‘Insurance Contracts’, and the expiry date for the optional relief in respect of
IFRS 9 to 1 January 2022 and subsequently by another year. Therefore, entities that
apply the optional temporary relief will be required to adopt IFRS 9 on 1 January 2023
which aligns with the new effective date of IFRS 17.
The Group evaluated its liabilities at 31 December 2015, the prescribed date of
assessment under the optional temporary relief provisions and concluded that all of the
liabilities are predominantly connected with insurance. More than 90% of the Group’s
liabilities at 31 December 2015 are liabilities arising from contracts within the scope of
IFRS 4. As at the same date the Company’s predominant activities were also
established to be insurance related as evidenced through revenues reported in the
Annual Report of that year.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
53
1.Basis of preparation - continued
Standards, interpretations and amendments to published standards effective before
2021 for which the Group elected for the temporary exemption - continued
Further to the above, the Group has not previously applied IFRS 9. Therefore the Group
is an eligible insurer that qualifies for optional relief from the application of IFRS 9.
As at 1 January 2018, the Group has elected to apply the optional temporary relief
under IFRS 4 that permits the deferral of the adoption of IFRS 9 for eligible insurers.
The Group will continue to apply IAS 39 until the financial reporting period ending 31
December 2022.
However, the subsidiaries and associates of the Group, not having their activities
predominantly in insurance, have applied IFRS 9 from 1 January 2018. The
subsidiaries disclose references to IFRS 9 information that is not provided in the
consolidated financial statements, but is publicly available for the relevant period in the
individual financial statements of the subsidiaries or associates.
Standards, interpretations and amendments to published standards that are not yet
effective
Certain new standards, amendments and interpretations to existing standards have been
published by the date of authorisation for issue of these financial statements but are
mandatory for the Group’s accounting periods beginning after 1 January 2021. The
Group has not early adopted these revisions to the requirements of IFRSs as adopted by
the EU and the Group’s directors are of the opinion that, with the exception of the
standards discussed below, there are no requirements that are expected to have a
significant impact on the Group’s financial statements in the period of initial
application.
IFRS 17 - ‘Insurance Contracts’
From 1 January 2023, IFRS 17 will replace the current standard IFRS 4, fundamentally
changing the accounting and reporting practices for insurance companies.
IFRS 17, ‘Insurance Contracts’, establishes principles for the recognition,
measurement, presentation and disclosure of insurance contracts, reinsurance contracts
and investment contracts with discretionary participation features. It introduces a model
that measures groups of contracts based on the Group’s estimates of the present value
of future cash flows that are expected to arise as the Group fulfills the contracts, an
explicit risk adjustment for non-financial risk and a Contractual Service Margin. In
addition, a simplified measurement approach is permitted for short-duration contracts in
which the coverage period is approximately one year or less.
The Group is considering the implications of the standard and its impact on the Group’s
financial results and position. The quantitative impact that the application of the new
IFRS will have on the Group’s financial statements in the period of initial application is
not known or reasonably estimable.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
54
2.Accounting policies
The principal accounting policies adopted in the preparation of these financial
statements are set out below. These policies have been consistently applied to all the
years presented, unless otherwise stated.
2.1 Consolidation
(a)Subsidiary undertakings
The consolidated financial statements incorporate the assets, liabilities and results of
the Company and its subsidiary (or group) undertakings drawn up to 31 December each
year. Subsidiary undertakings are those companies over which the Group has control,
either by way of majority shareholding, through contractual agreements with the other
vote holders of the investee or rights arising from other contractual agreements, giving
it the power to govern the financial and operating policies of the investee. Specifically,
the Group controls an investee if and only if the Group has:
•Power over the investee (i.e. existing rights that give it the current ability to direct the
relevant activities of the investee);
•Exposure, or rights, to variable returns from its involvement with the investee; and
•The ability to use its power over the investee to affect its returns.
The Group re-assesses whether or not it controls an investee if facts and circumstances
indicate that there are changes to one or more of the three elements of control.
Consolidation of a subsidiary begins when the Group obtains control over the
subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities,
income and expenses of a subsidiary acquired or disposed of during the year are
included in the statement of financial position and the statement of comprehensive
income from the date the Group gains control until the date the Group ceases to control
the subsidiary.
The Group applies the acquisition method to account for business combinations. The
consideration transferred for the acquisition of a subsidiary is the fair value of the assets
transferred, the liabilities incurred to the former owners of the acquiree and the equity
interests issued by the Group. The consideration transferred includes the fair value of
any asset or liability resulting from a contingent consideration arrangement. Identifiable
assets acquired and liabilities and contingent liabilities assumed in a business
combination are measured initially at their fair values at the acquisition date. The Group
recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition
basis, either at fair value or at the non-controlling interest’s proportionate share of the
recognised amounts of acquiree’s identifiable net assets.
Acquisition-related costs are expensed as incurred.
If the business combination is achieved in stages, the acquisition date fair value of the
acquirer’s previously held equity interest in the acquiree is re-measured to fair value at
the acquisition date through profit or loss.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
55
2.Accounting policies - continued
2.1 Consolidation – continued
(a)Subsidiary undertakings - continued
Goodwill is initially measured as the excess of the aggregate of the consideration
transferred and the fair value of non-controlling interest over the net identifiable assets
acquired and liabilities assumed. If this consideration is lower than the fair value of the
net assets of the subsidiary acquired, the difference is recognised in profit or loss.
Profit or loss and each component of other comprehensive income are attributed to the
equity holders of the parent of the Group and to the non-controlling interests, even if
this results in the non-controlling interests having a deficit balance. When necessary,
adjustments are made to the financial statements of subsidiaries to bring their
accounting policies in line with the Group’s accounting policies. All intra-group assets
and liabilities, equity, income, expenses and cash flows relating to transactions between
members of the Group are eliminated in full on consolidation. A list of the Group’s
subsidiaries is set out in Note 20.
(b)Associated undertakings
An associate is an entity over which the Group has significant influence. Significant
influence is the power to participate in the financial and operating policy decisions of
the investee, but is not control or joint control over those policies. The considerations
made in determining significant influence are similar to those necessary to determine
control over subsidiaries. Except for investment-linked insurance funds, interests in
associated undertakings are accounted for by the equity method of accounting and are
initially recognised at cost and the carrying amount is increased or decreased to
recognise the investor’s share of profit or loss of the investee after the date of
acquisition.
The Group’s investment in associates includes goodwill (net of any accumulated
impairment loss) identified on acquisition. Equity accounting involves recognising in
the profit or loss the share of the associated undertaking’s post-acquisition profits or
losses. The interest in the associated undertaking is carried in the statements of
financial position at an amount that reflects the share of the net assets of the associated
undertaking. When the Group’s share of losses in an associate equals or exceeds its
interest in the associate, including any other unsecured receivables, the Group does not
recognise further losses, unless it has incurred obligations or made payments on behalf
of the associate.
Intra-group gains on transactions between the Group and its associates are eliminated to
the extent of the Group’s interest in the associates. Intra-group losses are also
eliminated unless the transaction provides evidence of an impairment of the asset
transferred. Accounting policies for associated undertakings are changed where
necessary to ensure consistency with the policies adopted by the Group. A list of the
Group’s associated undertakings is set out in Note 21.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
56
2.Accounting policies - continued
2.1 Consolidation - continued
(b)Associated undertakings - continued
Interests in associated undertakings that are allocated to the insurance fund are
designated as financial assets at fair value through profit or loss. They are accounted
for in accordance with the recognition and measurement principles described in Note
2.9.
2.2 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting
provided to the chief operating decision-maker. The chief operating decision-maker,
responsible for allocating resources and assessing performance of the operating
segments, has been identified as the executive management which implements the
strategic decisions taken by the Board. In identifying the Group’s business segments,
the chief operating decision-maker is also guided by the Regulations under the
Insurance Business Act, 1998 (“Insurance Regulations”) on the disclosure requirements
relevant to specified insurance classes of business.
2.3 Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured
using the currency of the primary economic environment in which the entity operates
(the ‘functional currency’). The euro is the Group’s and Company’s functional and
presentation currency.
Transactions and balances
Transactions in foreign currencies have been converted into the functional currency at
the rates of exchange ruling on the date of the transaction or valuation where items are
re-measured. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at year-end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognised in the profit or loss account.
All foreign exchange gains and losses that relate to net claims incurred are presented in
the technical profit or loss account within ‘claims incurred’. All other foreign exchange
gains and losses are presented in the profit or loss account within ‘investment income’
or ‘investment expense’.
Translation differences on non-monetary items held at fair value through profit or loss,
are reported as part of the fair value gain or loss in the profit or loss. Translation
differences on non-monetary financial assets, such as equities classified as other
available-for-sale financial assets, are included in the fair value reserve in other
comprehensive income.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
57
2.Accounting policies - continued
2.4 Intangible assets
Value of in-force business
The value of in-force business is determined by the directors after considering the
advice of the Group’s Approved Actuary. The valuation represents the discounted value
of projected future transfers to shareholders from contracts in force at the year end, after
making a provision for taxation. In determining this valuation, assumptions relating to
future mortality, persistence and levels of expenses are based on experience of the type
of business concerned.
Gross investment returns and asset allocations assumed vary depending upon the mix of
investments held by the Group and expected market conditions. Annual movements in
the value of the in-force business are credited or debited to other comprehensive
income. Note 16 contains further information in relation to this asset.
Value of business acquired
The value of business acquired is amortised using the straight-line method over a period
not exceeding five years. The carrying value is assessed yearly for impairment by
projecting the profitability of the portfolio acquired over the life of the asset having
considered projected combined ratios and retention patterns.
Computer software
Acquired computer software licences are measured at cost less any accumulated
amortization and any accumulated impairment losses. Acquired computer software
licenses are capitalised on the basis of the costs incurred to acquire and bring to use the
specific software. These costs are amortised using the straight-line method over their
useful lives, not exceeding a period of ten years. All costs associated with maintaining
computer software programmes are recognised as an expense as incurred.
Deferred policy acquisition costs – long term contracts
Incremental costs that are incurred in acquiring new investment contracts without DPF
are capitalised as deferred acquisition costs (‘DAC’). The DAC is subsequently
amortised over the life of the contracts as follows:
- For long term investment contracts with a fixed maturity date, DAC is amortised
over the life of the contract.
- For long term investment contracts with no fixed date of maturity, DAC is amortised
over the estimated useful life of the contract. This basis is reviewed periodically with
reference to the historical experience of surrenders for these contracts.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
58
2.Accounting policies - continued
2.5 Property, plant and equipment
All property, plant and equipment is initially recorded at historical cost. Freehold land
and buildings are subsequently shown at fair value based on periodic valuations by
external independent valuers, less subsequent depreciation for buildings. Valuations are
carried out on a regular basis such that the carrying amount of property does not differ
materially from that which would be determined using fair values at the end of the
reporting period. Any accumulated depreciation at the date of revaluation is eliminated
against the gross carrying amount of the asset, and the net amount is restated to the re-
valued amount of the asset. All other property, plant and equipment is stated at
historical cost less depreciation and impairment losses. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future economic benefits associated
with the item will flow to the Group and the cost of the item can be measured reliably.
The carrying amount of the replaced part is derecognised. All other repairs and
maintenance costs are charged to the profit or loss account during the financial period
in which they are incurred.
Increases in the carrying amount arising on revaluation of land and buildings are
credited to other comprehensive income as other reserves in shareholders’ equity.
Decreases that offset previous increases of the same asset are charged against other
comprehensive income as other reserves directly in equity; all other decreases are
charged to the profit or loss account. Each year the difference between depreciation
based on the revalued carrying amount of the asset charged to the profit or loss account
and depreciation based on the asset’s original cost is transferred from ‘other reserves’ to
‘retained earnings’.
Freehold land is not depreciated as it is deemed to have an indefinite life. Depreciation
on other assets is calculated using the straight-line method to allocate their cost or
revalued amounts to their residual values over their estimated useful lives as follows::
Buildings
100 years
Leasehold improvements
10 - 40 years
Motor vehicles
5 years
Furniture, fittings and equipment
3 - 10 years
The assets’ residual values and useful lives are reviewed at the end of each reporting
period and adjusted if appropriate.
An asset’s carrying amount is written down immediately to its recoverable amount if
the asset’s carrying amount is greater than its estimated recoverable amount (accounting
policy 2.10).
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
59
2.Accounting policies - continued
2.5 P roperty, plant and equipment - continued
Gains and losses on disposals are determined by comparing proceeds with carrying
amounts and are included in the profit or loss account. When revalued assets are sold,
the amounts included in other reserves relating to the assets are transferred to retained
earnings.
2.6 Investment property
Freehold and leasehold properties treated as investment property principally comprise
office and other commercial buildings that are held for long term rental yields and that
are not occupied by the Group. Investment property is initially measured at cost and
subsequently carried at fair value. Fair value is based on active market prices, adjusted,
if necessary for any difference in the nature, location or condition of the specific asset.
If this information is not available, the Group uses alternative valuation methods such
as discounted cash flow projections or recent prices in less active markets. These
valuations are prepared annually by a qualified valuation expert. Investment property
that is being redeveloped for continuing use as investment property, or for which the
market has become less active, continues to be measured at fair value. Changes in fair
values are reported in the profit or loss account.
If an investment property becomes owner-occupied, it is reclassified as property, plant
and equipment, and its fair value at the date of reclassification becomes its cost for
subsequent accounting purposes.
2.7 Investments in subsidiary undertakings
In the Company’s financial statements, investments in subsidiary undertakings are
accounted for by the cost method of accounting less impairment.
Provisions are recorded where, in the opinion of the directors, at the end of a reporting
period, there is an impairment in value. Where there has been an impairment in the
value of an investment, it is recognised as an expense in the period in which the
impairment is identified or has occurred. If in a subsequent period, the amount of the
impairment loss decreases and the decrease can be related objectively to an event
occurring after the impairment was recognised, the previously recognised impairment
loss is reversed by adjusting the allowance account. The amount of the reversal is
recognised in the profit or loss account.
The dividend income from such investments is included in the profit or loss account in
the accounting year in which the Company’s rights to receive payment of any dividend
is established.
On disposal of an investment, the difference between the net disposal proceeds and the
carrying amount is charged or credited to the profit or loss account and included within
investment expense or income.
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2.Accounting policies - continued
2.8 Investments in associated undertakings
In the Company’s financial statements, investments in associated undertakings are
accounted using the equity method. They are initially recognised at cost which includes
transaction costs. Subsequent to initial recognition the carrying amount is increased or
decreased to recognise the investor’s share of profit or loss. Distributions received from
an investee reduce the carrying amount of the investment. The changes in the investee’s
proportionate interest arising from changes in the investee’s other comprehensive
income, such as those arising from revaluation of property, plant and equipment and
from exchange translation differences are recognised in the other comprehensive
income.
2.9 Financial assets
The Group classifies its financial assets (other than its investment in subsidiaries) into
the following categories: financial assets at fair value through profit or loss, other
available-for-sale investments and loans and receivables. The directors determine the
appropriate classification of financial assets at the time of purchase and re-evaluate such
designation at every reporting date.
Classification
▪Financial assets at fair value through profit or loss are part of a group of
investments that is managed on a portfolio basis and whose performance is
evaluated and reported internally on a fair value basis to the Board and relevant
key management personnel in accordance with a documented investment strategy.
Assets that are part of these portfolios are designated upon initial recognition at fair
value through profit or loss. Financial assets that are held to match insurance and
investment contracts liabilities are also designated at inception as fair value
through profit or loss to eliminate or significantly reduce the accounting mismatch
that would otherwise arise from measuring insurance assets or liabilities, or
recognising the gains and losses on them on different basis. Derivatives are also
classified at fair value through profit or loss.
▪Loans and receivables are non-derivative financial assets with fixed or
determinable payments that are not quoted in an active market, other than those
that the Group has designated at fair value through profit or loss. They include,
inter alia, reinsurers’ share of technical provisions, insurance and other
receivables, cash and cash equivalents in the statements of financial positions as
well as other financial investments (comprising deposits with credit institutions,
and loans) classified as loans and receivables within Note 22.
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2.Accounting policies - continued
2.9 Financial assets - continued
Classification - continued
•Available-for-sale investments are those non-derivative financial assets that are
designated as available-for-sale or are not classified as (a) loans and receivables,
(b) held-to-maturity or (c) financial assets at fair value through profit or loss.
Recognition and measurement
All purchases and sales of investments are recognised on the trade date, which is the
date that the Group commits to purchase or sell the assets. All investments are initially
recognised at fair value plus, in the case of all financial assets not carried at fair value
through profit or loss, transaction costs that are directly attributable to their acquisition.
Financial assets are de-recognised when the rights to receive cash flows from them
have expired or where they have been transferred and the Group has also transferred
substantially all risks and rewards of ownership.
Financial assets at fair value through profit or loss and other available-for-sale
investments are subsequently re-measured at fair value. Loans and receivables are
carried at amortised cost using the effective interest method, less any provision for
impairment.
Realised and unrealised gains and losses arising from changes in the value of the
‘financial assets at fair value through profit or loss’ category are presented in the profit
or loss account in the period in which they arise.
Changes in the fair value of monetary and non-monetary securities classified as
available-for-sale are recognised in other comprehensive income. When securities
classified as available-for-sale are sold or impaired, the accumulated fair value
adjustments recognised in other comprehensive income are included in the profit or loss
account within investment income.
For financial instruments traded in active markets, the determination of fair values of
financial assets and financial liabilities is based on quoted market prices or dealer price
quotations. This includes listed equity securities and quoted debt instruments on major
exchanges. The quoted market price used for financial assets held by the Group is the
current bid price. A financial instrument is regarded as quoted in an active market if
quoted prices are readily and regularly available from an exchange, dealer, broker,
industry group, pricing service or regulatory agency, and those prices represent actual
and regularly occurring market transactions on an arm’s length basis. If the market for a
financial asset is not active, the Group establishes fair value by using valuation
techniques. These include the use of recent arm’s length transactions, reference to
other instruments that are substantially the same and discounted cash flow analysis.
MAPFRE MIDDLESEA p.l.c.
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2.Accounting policies - continued
2.9 Financial assets - continued
Recognition and measurement - continued
Derivatives are recognised at fair value on the date on which a derivative contract is
entered into and are subsequently re-measured at their fair value. Fair values are
obtained from quoted market prices in active markets and other valuation techniques, as
appropriate. Subsequent changes in the fair value of any derivative instruments are
recognised immediately in the profit or loss account. All derivatives are carried as
assets when fair value is positive, and as liabilities when fair value is negative.
The Group enters into currency forward contracts to hedge the foreign exchange risk
arising on its investments denominated in a foreign currency. These transactions
provide effective economic hedges under the Group’s risk management policies.
However, hedge accounting under the specific rules in IAS 39 is not required because
the change in the value of the hedged financial instrument is recognised in the profit or
loss account.
2.10 Impairment of assets
(a)Impairment of financial assets at amortised cost
The Group assesses at the end of each reporting period whether there is objective
evidence that a financial asset or group of financial assets is impaired. A financial asset
or group of financial assets is impaired and impairment losses are incurred only if there
is objective evidence of impairment as a result of one or more events that have occurred
after the initial recognition of the asset (“a loss event”) and that loss event (or events)
has an impact on the estimated future cash flows of the financial asset or group of
financial assets that can be reliably estimated.
Objective evidence that a financial asset or group of assets is impaired includes
observable data that comes to the attention of the Group about the following events:
i.significant financial difficulty of the issuer or debtor;
ii.a breach of contract, such as a default or delinquency in payments;
iii.it becoming probable that the issuer or debtor will enter bankruptcy or other
financial reorganisation;
iv.the disappearance of an active market for that financial asset because of
financial difficulties; or
v.observable data indicating that there is a measurable decrease in the estimated
future cash flow from a group of financial assets since the initial recognition
of those assets, although the decrease cannot yet be identified with the
individual financial assets in the Group.
MAPFRE MIDDLESEA p.l.c.
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63
2.Accounting policies - continued
2.10 Impairment of assets
(a)Impairment of financial assets at amortised cost - continued
The Group first assesses whether objective evidence of impairment exists individually
for financial assets that are individually significant. If the Group determines that no
objective evidence of impairment exists for an individually assessed financial asset,
whether significant or not, it includes the asset in a group of financial assets with
similar credit risk characteristics and collectively assesses them for impairment. Assets
that are individually assessed for impairment and for which an impairment loss is or
continues to be recognised are not included in a collective assessment of impairment.
If there is objective evidence that an impairment loss has been incurred on loans and
receivables carried at amortised cost, the amount of the loss is measured as the
difference between the asset’s carrying amount and the present value of estimated
future cash flows discounted at the financial asset’s original effective interest rate. The
carrying amount of the asset is reduced through the use of an allowance account and the
amount of the loss is recognised in the profit or loss account.
If in a subsequent period, the amount of the impairment loss decreases and the decrease
can be related objectively to an event occurring after the impairment was recognised
(such as improved credit rating), the previously recognised impairment loss is reversed
by adjusting the allowance account. The amount of the reversal is recognised in the
profit or loss account.
(b)Assets classified as investments in associated undertakings/other available-for-sale
investments
The Group assesses at end of the reporting period whether there is objective evidence
that an available-for-sale financial asset is impaired, including in the case of equity
investments classified as available-for-sale, a significant or prolonged decline in the fair
value of the security below its cost. ‘Significant’ is evaluated against the original cost
of the investment and ‘prolonged’ against the period in which the fair value has been
below its original cost. If any such evidence exists for available-for-sale financial
assets, the cumulative loss – measured as the difference between the acquisition cost
and current fair value, less any impairment loss on the financial asset previously
recognised in the profit or loss – is removed from equity and recognised in the profit or
loss account. Impairment losses recognised in the profit or loss account on equity
instruments are not subsequently reversed through the profit or loss account but through
other comprehensive income as other reserves.
MAPFRE MIDDLESEA p.l.c.
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64
2.Accounting policies - continued
2.10 Impairment of assets - continued
(c)Impairment of non-financial assets
Assets that have an indefinite useful life and are not subject to amortisation and/or assets
not yet available for use are tested annually for impairment. Assets that are subject to
amortisation or depreciation are reviewed for impairment whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable. An
impairment loss is recognised for the amount by which the asset’s carrying amount
exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair
value less costs to sell and value in use. For the purposes of assessing impairment,
assets are grouped at the lowest levels for which there are separately identifiable and
independent cash flows (cash-generating units).
2.11 Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is reported in the
statements of financial position only when there is a current legally enforceable right to
offset the recognised amounts and there is an intention to settle on a net basis, or to
realise the asset and settle the liability simultaneously.
2.12 Cash and cash equivalents
Cash and cash equivalents are carried in the statements of financial position at face
value. In the cash flow statement, cash and cash equivalents include cash in hand and
deposits held at call with banks, which are held for operational purposes.
2.13 Share capital
Shares are classified as equity when there is no obligation to transfer cash or other
assets.
Incremental costs directly attributable to the issue of new shares are shown in equity as
a deduction from the proceeds net of tax.
2.14 Insurance and investment contracts
The Group issues contracts that transfer insurance risk or financial risk or both.
(a)Classification
Insurance contracts are those contracts that transfer significant insurance risk. Such
contracts may also transfer financial risk. As a general guideline, the Group defines as
significant insurance risk the probability of having to pay benefits on the occurrence of
an insured event that are at least 10% more than the benefits payable if the insured
event did not occur.
Investment contracts are those contracts that transfer financial risk with no significant
insurance risk.
MAPFRE MIDDLESEA p.l.c.
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65
2.Accounting policies - continued
2.14 Insurance and investment contracts - continued
(a)Classification - continued
A number of insurance and investment contracts contain a discretionary participation
feature (‘DPF’). This feature entitles the holder to receive, as a supplement to
guaranteed benefits, additional benefits or bonuses:
–that are likely to be a significant portion of the total contractual benefits;
–whose amount or timing is contractually at the discretion of the Group; and
–that are based on realised and/or unrealised investment returns on underlying assets
held by the Group.
Local statutory regulations and the terms and conditions of these contracts set out the
basis for the determination of the amounts on which the additional discretionary
benefits are based (the DPF eligible surplus), and within which the Group may exercise
its discretion as to the quantum and timing of their payment to contract holders, also
considering the advice of the Approved Actuary.
(b)Recognition and measurement
Insurance contracts and investment contracts with DPF are classified into five main
categories depending on the duration of risk and whether or not the terms and
conditions are fixed.
(i) Short-term insurance contracts - General business
The results for general business are determined on an annual basis whereby the incurred
cost of claims, commission and related expenses are charged against the earned
proportion of premiums, net of reinsurance as follows:
•Premiums written comprise all amounts due during the financial year in respect of
contracts of insurance entered into regardless of the fact that such amounts may relate
in whole or in part to a later financial year and includes any differences between the
booked premiums for prior years and those previously accrued, less cancellations.
•Unearned premiums represent the proportion of premiums written in the year that
relate to unexpired terms of policies in force at the statement of financial position
date, calculated on a time apportionment basis.
•Commissions and other acquisition costs that vary with, and are related to, securing
new contracts and renewing existing contracts are deferred over the period in which
the related premiums are earned. These are capitalised and shown as deferred
acquisition costs (‘DAC’) in the statement of financial position. DAC is amortised
over the term of the policies as the premium is earned. All other costs are recognised
as expenses when incurred.
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66
2.Accounting policies - continued
2.14 Insurance and investment contracts - continued
(b)Recognition and measurement - continued
(i) Short-term insurance contracts - General business - continued
•Claims incurred comprise claims and related expenses paid in the year and changes in
the provisions for outstanding claims and related expenses, together with any other
adjustments to claims from previous years. Where applicable, deductions are made for
salvage and other recoveries.
•Provision is made at the year-end for the estimated cost of claims incurred but not settled
at the statement of financial position date, including the estimated cost of claims incurred
but not yet reported to the Group. The estimated cost of claims includes expenses to be
incurred in settling claims. The Group takes all reasonable steps to ensure that it has
appropriate information regarding its claims exposures. The Group does not discount its
liabilities for unpaid claims. Liabilities for unpaid claims are estimated using the input of
assessments for individual cases reported to the Group including those that may be
affected by external factors (such as court decisions). Statistical analysis by the in-house
actuary are carried out on certain portfolios to determine ultimate cost of claims reported
and those incurred but not yet reported.
•Provision in the form of an unexpired risk provision, is made on the basis of claims
and administrative expenses likely to arise after the end of the financial year from
contracts concluded before the reporting date, in so far as their estimated value
exceeds the provision for unearned premiums and any premiums receivable under
those contracts.
(ii) Group Life insurance contracts
Group life business (classified as long-term insurance business under the Insurance
Business Act, 1998) consists of annual policies that cover the lives of a group of
customers’ employees for the year under cover. Premiums, including reinsurance
premiums, and claims are accounted for when due for payment. Reinsurance recoveries
are accounted for in the same period as the related claim. The long-term business
provision is based on the net “unearned premiums” method as adjusted to take into
account the premium written. The valuation is carried out in conjunction with the
Company’s appointed actuary. Profits, which accrue as a result of actuarial valuations,
are released to the non-technical profit or loss account. Any shortfall between actuarial
valuations and the balance on the long-term business provision is appropriated from the
non-technical profit or loss account.
(iii)Long term insurance contracts – individual life
These contracts insure events associated with human life (for example death or
survival) over a long and fixed duration. The guaranteed and fixed element for these
contracts relates to the sum assured, i.e. the benefit payable on death or maturity.
MAPFRE MIDDLESEA p.l.c.
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67
2.Accounting policies - continued
2.14 Insurance and investment contracts - continued
(b)Recognition and measurement - continued
(iii)Long term insurance contracts – individual life - continued
Premiums are recognised as revenue when they become payable by the contract holder.
Premiums are shown before deduction of commission, and are inclusive of policy fees
receivable. A liability for contractual benefits that are expected to be incurred in the
future is recorded when the premiums are recognised.
Maturity claims are charged to income as incurred when due for payment, at which date
they cease to be included within the calculation of the liability. Surrenders are
accounted for as incurred when paid or, if earlier, on the date when the policy ceases to
be included within the calculation of the liability. Death claims are accounted for when
notified. Claims payable include related claims handling costs.
(iv)Long term insurance contracts with DPF – individual life
For traditional life insurance contracts, the liability is calculated on the basis of a
prudent prospective actuarial method, using assumptions regarding mortality,
maintenance expenses and investment income, and includes a margin for adverse
deviations. Additionally, liabilities under unit-linked life insurance contracts reflect the
value of assets held within unitised investment pools. The liability is recalculated at
each reporting date. It is determined by the Group’s Approved Actuary following his
annual investigation of the financial condition of the Group’s long term business as
required under the Insurance Business Act, 1998. The above method of calculation
satisfies the minimum liability adequacy test required by IFRS 4.
These contracts further combine a DPF that entitles the holder to receive a bonus as
declared by the Group from the DPF eligible surplus.
Premiums are recognised as revenue when they become payable by the contract holder.
Premiums are shown before deduction of commission, and are inclusive of policy fees
receivable.
Maturity claims are charged to profit or loss as incurred when due for payment, at
which date they cease to be included within the calculation of the liability. Surrenders
are accounted for as incurred when paid or, if earlier, on the date when the policy ceases
to be included within the calculation of the liability. Death claims are accounted for
when notified. Claims payable include related claims handling costs.
MAPFRE MIDDLESEA p.l.c.
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68
2.Accounting policies - continued
2.14 Insurance and investment contracts - continued
(b) Recognition and measurement - continued
(iv)Long term insurance contracts with DPF – individual life - continued
Bonuses charged to the long term business technical account in a given year comprise:
(i)new reversionary bonuses declared in respect of that year, which are provided
within the calculation of the respective liability;
(ii)terminal bonuses paid out to policyholders on maturity and included within claims
paid; and
(iii)terminal bonuses declared at the Group’s discretion and included within the
respective liability.
A liability for contractual benefits that are expected to be incurred in the future is
recorded when the premiums are recognised. The liability is determined as the sum of
the expected discounted value of the future cash flows based on bonuses consistent with
the bonus policy and prudent rates of future investment return, expenses and mortality,
and includes margins for adverse deviations. The liability is recalculated at each
reporting date. The liability is determined by the Group’s Approved Actuary following
his annual investigation of the financial condition of the Group’s long term business as
required under the Insurance Business Act, 1998. The above method of calculation
satisfies the liability adequacy test required by IFRS 4.
(v)Investment contracts with DPF
These contracts do not expose the Group to significant insurance risk. They contain a
DPF that entitles the holder to receive a bonus as declared by the Group from the DPF
eligible surplus.
Recognition and measurement principles are the same as for insurance contracts with
DPF as described above. Additionally, liabilities under unit-linked investment contracts
reflect the value of assets held within unitised investment pools.
(c)Reinsurance contracts held
Contracts entered into by the Group with reinsurers under which the Group is
compensated for losses on one or more contracts issued by the Group and that meet the
classification requirements for insurance contracts are classified as reinsurance
contracts held. Insurance contracts entered into by the Group under which the contract
holder is another insurer (inwards reinsurance) are included with insurance contracts.
MAPFRE MIDDLESEA p.l.c.
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69
2.Accounting policies - continued
2.14 Insurance and investment contracts - continued
(c)Reinsurance contracts held - continued
The benefits to which the Group is entitled under its reinsurance contracts held are
recognised as reinsurance assets. These assets consist of short-term balances due from
reinsurers (classified within receivables), unless netted off against amounts payable to
reinsurers, as well as longer term receivables (classified within reinsurers’ share of
technical provisions) that are dependent on the expected claims and benefits arising
under the related reinsured insurance contracts. Amounts recoverable from or due to
reinsurers are measured consistently with the amounts associated with the reinsured
insurance contracts and in accordance with the terms of each reinsurance contract.
Reinsurance liabilities are primarily premiums payable for reinsurance contracts and are
recognised as an expense when due.
The Group assesses its reinsurance assets for impairment on a regular basis. If there is
objective evidence that the reinsurance asset is impaired, the Group reduces the
carrying amount of the reinsurance asset to its recoverable amount and recognises that
impairment loss in the profit or loss account. The Group gathers the objective evidence
that a reinsurance asset is impaired using the same process adopted for financial assets
held at amortised cost. The impairment loss is also calculated following the same
method used for these financial assets. These processes are described in accounting
policy 2.10.
(d)Receivables and payables related to insurance contracts
Receivables and payables are recognised when due. These include amounts due to and
from agents, brokers, tied insurance intermediaries, third party insurers by way of
recoveries on claims and insurance contract holders.
If there is objective evidence that an insurance receivable is impaired, the Group
reduces the carrying amount of the insurance receivable accordingly and recognises
that impairment loss in the profit or loss account. The Group gathers objective evidence
that an insurance receivable is impaired using the same process adopted for financial
assets held at amortised cost.
The impairment loss is calculated following the same method used for these financial
assets. These processes are described in accounting policy 2.10.
(e) Liability adequacy test
The Company reserves for unexpired risks for those lines of general business where the
expected loss ratio exceeds 100% of the earned premium less acquisition cost.
Additional reserves for unexpired risks are calculated as a product of unearned
premiums less deferred acquisition cost and the difference between the value of the loss
ratio and 100%.
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2.Accounting policies - continued
2.14 Insurance and investment contracts – continued
(e) Liability adequacy test - continued
Additional tests are performed to check the adequacy of the unearned premiums and
unexpired risk reserves. The amounts of future gross claims and gross claim handling
costs are applied in these tests and compared with the amount of established provisions
for unearned premiums reduced by deferred insurance acquisition costs
(f) Investment contracts without DPF
The Group issues investment contracts without DPF.
Premium arising on these contracts is classified as a financial liability – investment
contracts without DPF. The fair value of these contracts is dependent on the fair value
of underlying financial assets. These are designated at inception as fair value through
profit or loss. The fair value of a unit linked financial liability is determined using the
current unit values that reflect the fair values of the financial assets linked to the
financial liability. This is multiplied by the number of units attributed to the contract
holder at the reporting date.
If the investment contract is subject to a surrender option, the fair value of the financial
liability is never less than the amount payable on surrender, where applicable. Other
benefits payable are also accrued as appropriate.
2.15 Financial liabilities
Financial liabilities are initially recognised on the trade date, which is the date the
Company becomes a party to the contractual provisions of the instruments and
derecognises a financial liability when its contractual obligations are discharged,
cancelled or expire.
Borrowings are recognised initially at their fair value, net of incremental direct
transaction costs incurred. Borrowings are subsequently stated at amortised cost; any
difference between the proceeds (net of incremental direct transaction costs) and the
redemption value is recognised in the profit or loss account over the period of the
borrowings using the effective interest method. Borrowings are classified as current
liabilities unless the Group has an unconditional right to defer settlement of the liability
for at least 12 months after the end of the reporting year.
Fees paid on the establishment of loan facilities are recognised as transaction cost of the
loan to the extent that it is probable that some or all of the facility will be drawn down.
In this case, the fee is deferred until the draw-down occurs. To the extent there is no
evidence that it is probable that some or all of the facility will be drawn down, the fee is
capitalised as a pre-payment for liquidity services and amortised over the period of the
facility to which it relates.
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2.Accounting policies - continued
2.16 Current and deferred income tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in
the profit or loss account, except to the extent that it relates to items recognised in other
comprehensive income or directly in equity. The amount of current tax payable or
receivable is the best estimate of the tax amount expected to be paid or received that
reflects uncertainty related to income taxes, if any.
The current income tax charge is calculated on the basis of the tax laws enacted or
substantively enacted at the statements of financial position date in the countries where
the Company’s subsidiaries and associates operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to
situations in which applicable tax regulation is subject to interpretation and establishes
provision where appropriate.
Deferred income tax is recognised in respect of temporary differences arising between
the tax bases of assets and liabilities and their carrying values for financial reporting
purposes. However, if the deferred income tax arises from initial recognition of an
asset or liability in a transaction other than a business combination that at the time of
the transaction affects neither accounting nor taxable profit or loss, it is not accounted
for. Deferred income tax is measured at the tax rates that are expected to be applied to
temporary differences when they reverse, using tax rates (and laws) that have been
enacted or substantively enacted at the reporting date and reflect uncertainty relating to
income taxes, if any. Deferred tax is expected to apply when the related deferred tax
asset is realised or the deferred tax liability is settled.
Deferred tax assets are recognised only to the extent that future taxable profit or taxable
capital gains will be available such that realisation of the related tax benefit is probable.
Deferred income tax is provided on temporary differences arising on investments in
subsidiaries and associates, except where the Group controls the timing of the reversal
of the temporary difference and it is probable that the temporary difference will not
reverse in the foreseeable future
If the amount of taxable temporary differences is insufficient to recognise a deferred
tax asset in full, then future taxable profits, adjusted for reversals of existing temporary
differences are considered. Deferred tax assets are reviewed at each reporting date and
are reduced to the extent that it is no longer probable that the related tax benefit will be
realised; such reductions are reversed when the probability of future taxable profit
improves.
Deferred income tax assets and liabilities are offset when there is a legally enforceable
right to offset current tax assets against current tax liabilities and when the deferred
income tax assets and liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities where there is an
intention to settle the balance on a net basis.
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2.Accounting policies - continued
2.16 Current and deferred income tax -continued
Deferred tax related to fair value re-measurements charged or credited directly in other
comprehensive income or to equity, is also credited or charged directly to equity and
subsequently recognised in the profit or loss account together with the deferred gain or loss.
2.Accounting policies - continued
2.17 Provisions for pension obligations
Provisions are recognised when the Group has a present legal or constructive obligation as
a result of past events, it is probable that an outflow of resources will be required to settle
the obligation, and a reliable estimate of the amount can be made.
A defined benefit plan defines an amount of pension that an employee will receive on
retirement. In the Group’s case, this amount is dependent upon an employee’s final
compensation upon retirement.
The liability recognised in the statement of financial position is the present value of the
defined benefit obligation at the end of the reporting period. The present value of a defined
benefit obligation is determined by discounting the estimated future cash outflows using
interest rate yields of government or high-quality corporate bonds that are denominated in
the currency in which the benefits will be paid, and that have terms to maturity
approximating to the terms of the related pension liability.
Actuarial gains and losses arising from experience adjustments and changes in assumptions
are charged or credited to other comprehensive income in the period in which they arise.
2.18 Revenue recognition
R evenue comprises the fair value of the consideration received or receivable for the sale of
services in the ordinary course of the Group’s activities. The Group recognises revenue
when the amount of revenue can be reliably measured, it is probable that future economic
benefits will flow to the entity and when specific criteria have been met as described
below.
Rendering of services
Premium recognition is described in Note 2.14 dealing with insurance contracts and
investment contracts with DPF.
Revenue arising from the issue of investment contracts without DPF and other related
services offered by the Group, is recognised in the accounting period in which the services
are rendered.
Fees include investment management fees arising from services rendered in conjunction
with the issue and management of investment contracts where the Group actively manages
the consideration received from its customers to fund a return that is based on the
investment profile that the customer selected on origination of the instrument. The Group
recognises these fees on a straight-line basis over the estimated life of the contract.
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2.Accounting policies - continued
2.18 Revenue recognition -continued
Rendering of services - continued
The Group charges its customers for management and other related services using the
following different approaches:
–Front-end fees are charged to the client on inception. The consideration received is
deferred as a liability and recognised over the life of the contract on a straight-line
basis.
– Regular fees are charged to the customer periodically (monthly, quarterly, half
yearly or annually) either directly or by making a deduction from invested funds.
Regular charges billed in advance are recognised on a straight-line basis over the
billing period.
Other revenue receivable by the Group mainly comprises commission or trailer fees
receivable on account of investment or other services provided in an intermediary
capacity which is accounted for on an accruals basis.
2.19 Investment return
Investment return includes dividend income, gains on financial assets at fair value
through profit or loss (including interest income from financial assets classified as fair
value through profit or loss), other net fair value movements, interest income from
financial assets not classified as fair value through profit or loss, rental income
receivable, share of associated undertaking’s result, and is net of investment expenses,
charges and interest payable.
(a) Dividend income
Dividend income is recognised in the profit or loss account as part of investment
income when the right to receive payment is established.
(b) Other net fair value gains/(losses) from financial assets at fair value through profit or
loss
Other gains or losses arising from changes in the fair value of the ‘Financial assets at
fair value through profit or loss’ category are presented in the profit or loss account
within ‘other investment income’ or ‘investment expenses and charges’ in the period in
which they arise.
(c) Interest income
Interest income from financial assets not classified as fair value through profit or loss is
recognised using the effective interest method.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
74
2.Accounting policies - continued
2.19 Investment return - continued
(d) Rental income
Rental income from investment property is accounted for on an accruals basis in
accordance with the substance of the relevant lease agreements.
Investment return is initially recorded in the non-technical account, except for income
attributed to long term business which is recognised immediately in the long term
business technical account. A transfer is made from the non-technical account to the
general business technical account of the actual investment return on investments
supporting the insurance technical provisions. With respect to the Group's long-term
business the investment return is apportioned between the technical and non-technical
profit or loss accounts on a basis which takes into account that technical provisions are
fully backed by investments and that intangible assets, property, plant and equipment,
and working capital are financed in their entirety from shareholders’ funds.
2.20 Leases
At inception of a contract, the Group assess whether a contract is, or contains, a lease.
A contract is or contains a lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration. To assess whether a
contract conveys the right to control the use of an identified asset, the Group uses the
definition of a lease in IFRS 16.
At commencement or on modification of a contract that contains a lease component, the
Group allocates the consideration in the contract to each lease component on the basis
of its relative stand-alone price.
(a) As a lessor
When the Group acts as a lessor, it determines at lease inception whether each lease is a
finance lease or an operating lease.
To classify each lease, the Group makes an overall assessment of whether the lease
transfers substantially all of the risks and rewards incidental to ownership of the
underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an
operating lease. As part of this assessment, the Group considers certain indicators such
as whether the lease is for the major part of the economic life of the asset.
The Group recognises lease payments received under operating leases as income on a
straight line basis over the lease term as part of ‘other income’ – Note 9.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
75
2.Accounting policies - continued
2.20 Leases - continued
(b) As a lessee
A lessee recognises a right-of-use asset representing its right to use the underlying asset
and a lease liability representing its obligation to make lease payments. As described later
in this note there are recognition exemptions for short-term leases and leases of low-value
items.
The Group recognises a right-of-use asset and a lease liability at the lease commencement
date. The right-of-use asset is initially measured at cost, which comprises the initial
amount of the lease liability adjusted for any lease payments made at or before the
commencement date, plus any initial direct costs incurred and an estimate of costs to
dismantle and remove the underlying asset or to restore the underlying asset or the site on
which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the
commencement date to the end of the lease term, unless the lease transfers ownership of
the underlying asset of the Group by the end of the lease term or the cost of the right-of-
use asset reflects that the Group will exercise a purchase option. In that case the right-of-
use asset will be depreciated over the useful life of the underlying asset, which is
determined on the same basis as those of property and equipment. In addition, the right-
of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain
remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are
not paid at the commencement date, discounted using the interest rate implicit in the lease
or, if that rate cannot be readily determined, the Group’s incremental borrowing rate.
Generally, the Group uses its incremental borrowing rate as the discount rate.
The Group determines its incremental borrowing rate by using interest rate curves by
country and termination dates, coordinated in a centralized manner, in which the interest
rate calculation is obtained by adding the differential related to the asset’s nature. Interest
rate curves are reviewed twice a year.
Lease payments included in the measurement of the lease liability comprise the
following:
–fixed payments (including payments which are essentially fixed), minus any incentive
to lease to be paid;
–the price for exercising a purchase option which the lessee is reasonably certain to
exercise; and
–payments for early cancellation.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
76
2.Accounting policies - continued
2.20 Leases - continued
(b) As a lessee - continued
The lease liability is measured at amortised cost using the effective interest method. It is
remeasured when there is a change in future lease payments arising from a change in rate,
if there is a change in the Group’s estimate of the amount expected to be payable under a
residual value guarantee, if the Group changes its assessment of whether it will exercise a
purchase, extension or termination option or if there is a revised in-substance fixed lease
payment.
When the lease liability is remeasured in this way, a corresponding adjustment is made to
the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying
amount of the right-of-use asset has been reduced to zero.
The Group presents right-of-use asset that do not meet the definition of investment
property in ‘Right-of-use assets’.
The Group has elected not to recognise right-of-use assets and lease liabilities for leases
of low-value assets and short-term leases. The Group recognises the lease payments
associated with these leases as an expense on a straight-line basis over the lease term.
A lease modification is defined as a change in the scope of a lease, or the consideration
for a lease, that was not part of the original terms and conditions of the lease. A lease
modification includes adding or terminating the right to use one or more underlying
assets, or extending or shortening the contractual lease term.
A lease modification is accounted for in one of two ways;
• It is treated as a separate lease; or
•It is not treated as a separate lease.
A modification will only be treated as a separate lease if it involves the addition of one
or more underlying assets at a price that is commensurate with the standalone price of
the increase in scope. All other modifications are not treated as a separate lease.
Modifications, taken place during 2021 include changes in lease consideration and
extension of lease term all of which do not constitute a separate lease.
2.21 Dividend distribution
Dividend distribution to the Company’s shareholders is recognised as a liability in the
period in which an obligation to pay a dividend is established.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
77
3.Use of accounting estimates and judgements in applying accounting policies
The Group makes estimates and assumptions concerning the future. Estimates and
judgements are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under
the circumstances.
Information about judgements made in applying accounting policies that have the most
significant effects on the amounts recognised in the financial statements is included in
the following notes, which also include information about assumptions and
uncertainties at 31 December 2021 that have a significant risk of resulting in a material
adjustment in the carrying amounts of assets and liabilities in the next financial year.
- Value of in-force business
The Group’s value of in-force business is a projection of future shareholders’ cash
flows expected from contracts in force at the year end, appropriately adjusted for
taxation and discounted by a risk adjusted discount rate. In assessing the projected cash
flows, the directors assume a long term view of a maintainable level of investment
return and fund size. This valuation requires the use of a number of assumptions
relating to future mortality, persistency, levels of expenses, investment returns and asset
allocations over the longer term. This valuation is inherently uncertain and assumptions
are reviewed on an annual basis as experience and the reliability of the estimation
process develop.
Details of key assumptions, and sensitivity of this intangible asset are provided in Note
16. The impact of a change to key assumptions supporting the value of in-force
business as at 31 December 2021 is disclosed in Note 16 to the accounts.
- Insurance and investment contracts liabilities
(a)General business insurance contract liabilities
For general business insurance contracts, estimates have to be made both for the
expected ultimate cost of claims reported and those incurred but not yet reported at the
reporting date. The ultimate cost of claims is derived by using a standard actuarial
claims projection technique, the Chain Ladder method. The key assumption underlying
this technique is that past claims development experience can be used to project future
claims development and hence ultimate claims costs. Historical claims development is
mainly analyzed by accident years, as well as by specific business lines.
Claims reserves which are not adjusted for the ultimate cost, particularly those
involving fatalities and/or serious bodily injuries, are reserved at the case-by-case
reserve estimate. The measurement of claim payments due by the Company involves
the assessment of future settlements and is therefore dependent on assumptions around
determining such reserves based on, among others, legal precedent and current trends in
compensation awards. The assumptions considered to be key in this regard are
determining (i) the inputs to the compensation awarded for loss of future income; and
(ii) whether certain claims will be settled out of court or otherwise, which would have a
significant impact on the determination of legal costs.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
78
3.Use of accounting estimates and judgements in applying accounting policies -
continued
- Insurance and investment contracts liabilities - continued
(a)General business insurance contract liabilities - continued
Due to the degree of estimation uncertainty underlying the key assumptions outlined
above, the amounts recognised in the financial statements may result to be different
from the actual amounts and these differences may be material.
(b)Insurance and participating investment contract liabilities
The technical provisions in respect of long term contracts and linked long term
contracts are subject to an annual statutory valuation using generally accepted actuarial
practice.
Different principles and valuation methodologies are adopted depending on the type
and generation of products. Further key assumptions used in determining the technical
provisions in respect of insurance contracts and investment contracts with DPF are
described in Note 24 to the financial statements.
- Investment property
The fair value of investment properties which involves judgement and estimation
uncertainty, is determined by qualified valuers. The assumptions used are reviewed on
an annual basis.
The key assumptions used in determining the value of investment property is described
in Note 19 to the financial statements.
- Consolidation of entities in which the Group holds less than majority of voting rights
The Group considers that it controls MAPFRE MSV Life p.l.c. (‘MMSV’) even though
it does not own more than 50% of the voting rights. This is because strategic, operating
and financing policies of MMSV are directed by means of shareholders’ agreement
which provides MAPFRE Middlesea p.l.c. with the right to select, appoint and remove
the key management personnel of MMSV and approve its business plan and capital
expenditure.
For all the financial years up to 31 December 2010, MMSV was considered to be an
associate and was accounted for using the equity method. Following the shareholders’
agreement, on 29 July 2011, MAPFRE Middlesea p.l.c. acquired control over MMSV
based on the factors explained in this note and started consolidating MMSV as from
that date.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
79
4.Management of risk
The Group is a party to contracts that transfer insurance risk and/or financial risk. This
section summarises these risks and the way that the Group manages them.
4.1 Insurance risk
The risk under any one insurance contract is the possibility that the insured event
occurs and the uncertainty of the amount of the resulting claim. By the very nature of
an insurance contract, this risk is fortuitous.
For a portfolio of insurance contracts where the theory of probability is applied to
pricing and provisioning, the principal risk that the Group faces under its insurance
contracts is that the actual claims and benefit payments are significantly different to the
amounts included within technical provisions. This could occur because the frequency
or severity of claims and benefits are greater or lower than estimated. Insurance events
are fortuitous and the actual number and amount of claims and benefits may vary from
year to year from the estimate established using statistical and actuarial techniques.
Experience shows that the larger the portfolio of similar insurance contracts, the smaller
the relative variability about the expected outcome will be. In addition, a more
diversified portfolio is less likely to be affected across the board by a change in any
subset of the portfolio. The Group has developed its insurance underwriting strategy to
diversify the type of insurance risk accepted and within each of these categories to
achieve a sufficiently large population of risks to reduce the potential variability of the
expected outcome.
Factors that aggravate insurance risk include lack of risk diversification in terms of type
and amount of risk and geographical location. The Group is largely exposed to
insurance risk in one geographical area, Malta.
(a) Short term business insurance contracts – general insurance
Frequency and severity of claims
The terms and conditions of the contracts set out the bases for the determination of the
Group’s liability should the insured event occur. The risks underwritten include
accident and health, motor (including third party liability), marine and transport, fire
and other damage to property, liability and group life. Details of gross premiums
written as well as the insurance liabilities analysed by class are provided in the
“Segment information” (Note 6).
The frequency and severity of claims can be affected by several factors. The following
are considered by the Group to be the most significant:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
80
4.Management of risk - continued
4.1 Insurance risk - continued
(a) Short term business insurance contracts – general insurance - continued
Frequency and severity of claims - continued
-The increasing levels of court awards in cases where damages are suffered as a
result of injuries, the divergence of awards that is dependent on the territory of the
claim and the jurisdiction of the court, the effect of inflation due to the prolonged
period typically required to settle such cases; and
–The risk of a single event that can extensively affect a multiple of individual risks
to which the Group is exposed.
The Group manages these risks through its underwriting strategy, adequate reinsurance
arrangements and proactive claims handling.
The underwriting strategy ensures that the risks underwritten are well diversified in
terms of type and amount of risk. The Group follows strict underwriting guidelines and
sets limits on the overall retention of risk that it carries. Any risk in excess of this limit
is either reinsured under a facultative cover note or is declined. Underwriting limits are
in place to enforce appropriate risk selection criteria. In certain circumstances, certain
exclusions to risks are included within these guidelines. For example, the Group does
not insure US risks unless they are incidental. The Group can impose deductibles to
help manage its costs. It also uses its experience and expertise to mitigate the risk of
fraudulent claims. Insurance contracts also entitle the Group to pursue third parties for
payment of some or all of the costs (i.e. subrogation). A significant portion of the
Group’s business is underwritten through an agency distribution network.
Underwriting authority limits are set for individual agencies or branches, and any
contracts through which the Group is committed to cover risks in excess of these
authority limits require head office approval.
The Group has reinsurance protection in place for all classes of business. The type of
reinsurance cover, and the level of retention, is based on the Group’s internal risk
management assessment which takes into account the risk being covered, the sums
assured and the geographical location of the risk. The Board approves each reinsurance
programme on an annual basis. The reinsurance arrangements include a mix of
proportional, facultative and non-proportional covers, which limit the liability of the
Group to any one individual claim or event. Generally the Group’s policy is to place
reinsurance with listed multinational reinsurance companies whose credit rating is not
less than BBB. No rating limitation shall apply to treaty placements with MAPFRE Re
or any MAPFRE Group company designated to write any or all of the MAPFRE Group
Reinsurance treaties. At 31 December 2021, MAPFRE Re’s rating stood at A. The
Board will monitor the security rating of MAPFRE on a periodic basis.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
81
4.Management of risk - continued
4.1 Insurance risk - continued
(a)Short term business insurance contracts – general insurance - continued
Frequency and severity of claims - continued
The Group has specialised claims units dealing with the mitigation of risks surrounding
known claims. These units investigate and adjust claims as appropriate. Claims are
individually reviewed regularly, and are adjusted to reflect the latest information on the
underlying facts, current law, jurisdiction, contractual terms and conditions and other
factors. The Group actively manages and pursues early settlement of claims to reduce
its exposure to unpredictable developments. Authority limits are set for the settlement
of claims through the individual agents. Any claims incurred above these limits are
referred to head office for handling. In addition, all claims involving bodily injury are
referred to head office irrespective of their amount.
Concentration of insurance risk
Up until 31 December 2021, 100% of the Group’s business was written in Malta (2020:
100%). The portfolio is diversified in terms of type of business written, with motor
comprehensive business comprising 23% (2020: 24%) and accident and health
comprising 20% (2020: 20%) of the total portfolio (including Group Life business).
Other significant insurance business classes include motor liability business at 24%
(2020: 25%) and fire and other damage to property at 18% (2020: 17%). The
remaining 15% (2020: 14%) of premium written is generated across a spread of classes
including marine, other non-motor liability business and long term business. Further
information on premiums written, and claims incurred by insurance business class is
provided in Note 6 to these financial statements.
Sources of uncertainty in the estimation of future claim developments and payments
Claims on contracts are accounted for on a claims-occurrence basis. The Group is
liable for all insured events that occurred during the term of the contract, even if the
loss is discovered after the end of the contract term. Certain classes of business, most
notably those exposed to liability, can take several years to develop and are therefore
subject to a greater degree of uncertainty than other classes of business which are
typically settled in a shorter period of time.
The estimated cost of claims includes direct expenses to be incurred in settling claims,
net of the expected subrogation value and recoveries. The Group takes all reasonable
steps to ensure that it has appropriate information regarding its claims exposures.
However, given the uncertainty in establishing claims provisions, it is possible that the
final outcome will prove to be different from the original liability es tablished.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
82
4.Management of risk - continued
4.1 Insurance risk - continued
(a)Short term business insurance contracts – general insurance - continued
Sources of uncertainty in the estimation of future claim developments and payments -
continued
In calculating the estimated cost of unpaid claims, the Group considers the results of
estimation techniques that are based partly on known information at year-end and partly
on statistical analysis of historical experience. In the case of the main classes of
business, motor and health, the Company makes use of Development Factor Models
(DFM) through Chains Ladder techniques to project the ultimate cost of the claims
reported and those incurred but not yet reported (IBNR). Ultimate cost averages applied
are based on claim averages acquired from historical data. In other classes of business
validation techniques are used to ensure the sufficiency of case reserves which could
lead to an IBNR provision being made. Allowance is made, however, for changes or
uncertainties which may create distortions in the underlying statistics or which might
cause the cost of unsettled claims to increase or reduce when compared with the cost of
previously settled claims.
Note 24 presents the development of the estimate of ultimate claim cost for claims
notified in a given year.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
83
4.Management of risk - continued
4.1 Insurance risk - continued
(b) Long term business insurance contracts
Frequency and severity of claims
For contracts where death is the insured risk, the most significant factor that could
increase the overall frequency of claims are epidemics or wide spread changes in
lifestyle resulting in earlier or more claims than expected.
At present these risks do not vary significantly in relation to the location of the risk
insured by the Group. However, undue concentration by amounts could have an impact
on the severity of benefit payments on a portfolio basis.
For contracts with fixed and guaranteed benefits and fixed future premiums, there are
no mitigating terms and conditions that reduce the insurance risk accepted. For
contracts with DPF, the participating nature of the contracts results in a portion of the
insurance risk being reduced over the term of policy. Investment contracts with DPF
carry negligible insurance risk.
The Group manages these risks through its underwriting strategy and reinsurance
arrangements. The underwriting strategy is intended to ensure that the risks
underwritten are well diversified in terms of type of risk and level of insured benefits.
Medical selection is also included in the Group’s underwriting procedures with
premiums varied to reflect the health condition and life expectancy of the applicants.
The Group has reinsurance protection in place to cover death claims. The type of
reinsurance cover and the level of retention for each risk are based on the Group’s
internal risk management assessment, which takes account of the nature of the risk
covered and the sum assured. The reinsurance programme is approved by the Board
annually. The reinsurance arrangements in place include a mix of quota share,
facultative, excess of loss and catastrophe protection, which limits the liability of the
Group to any one individual life or event. The Group’s reinsurance is placed with
listed multinational reinsurance companies whose rating is not less than A.
Sources of uncertainty in the estimation of future benefit payments and premium
receipts
Uncertainty in the estimation of future benefit payments and premium receipts for long
term insurance contracts arises from the unpredictability of long term changes in
overall levels of mortality, and the variability in contract holder behaviour. The Group
uses appropriate base tables of standard mortality according to the type of contract
being written. The Group does not take credit for future lapses in determining the
liability for long term contracts.
Further detail on the process of estimation is provided in Note 24 to these financial
statements.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
84
4.Management of risk - continued
4.2 Financial risk
The Group is exposed to financial risks through its financial assets, financial liabilities
and insurance and reinsurance assets and liabilities. In particular, the key risk is that in
the long term, the proceeds from its financial assets are not sufficient to fund the
obligations arising from its insurance and investment contracts. The components of
financial risks for the Group are market risk (including cash flow and fair value interest
rate risk, equity price risk and currency risk), credit risk and liquidity risk. These risks
arise from open positions in interest rate, currency and equity products, all of which are
exposed to general and specific market movements. The risks that the Group primarily
faces due to the nature of its assets and liabilities are interest rate risk and equity price
risk.
The Group has developed its Asset/Liability management framework to further support
the manner in which these risk positions are managed. It actively manages its assets to
achieve a competitive rate of return within risk objectives delineated by asset liquidity
measures, duration targets and credit quality parameters. The respective Investment
Committees review and approve investment strategies on a periodic basis ensuring that
assets are managed efficiently and within approved risk mandates.
(a) Market risk
i) Cash flow and fair value interest rate risk
In general, the Group is exposed to risk associated with the effects of fluctuations in the
prevailing levels of market interest rates. Several line items on the statement of financial
position are based on fixed interest rates, and are therefore subject to changes in fair
value resulting from changes in market rates. Group investment parameters exist to limit
exposure to any one particular issuer and any one particular security (with the exception
of investment in government securities). The Group also has assets as well as loan
facilities issued at variable rates which expose it to cash flow interest rate risk. Periodic
reports are prepared at portfolio, legal entity and asset and liability class level that are
circulated to the Group’s relevant key management personnel.
Short term insurance and other liabilities are not directly sensitive to the level of market
interest rates, as they are not discounted. In those instances where interest is payable
(e.g. in the case of damages awarded by the Courts), interest is included in the claims
cost whilst the investment income earned until the claim is settled is credited to the
profit or loss account as it accrues.
Insurance and investment contracts with DPF at Group level have benefit payments that
are fixed and guaranteed at the inception of the contract (for example, sum assured), or
as annual discretionary bonuses are declared. The Group’s primary financial risk on
these contracts is the risk that interest income and capital redemptions from the financial
assets backing the liabilities are insufficient to fund the guaranteed benefits payable.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
85
4. Management of risk - continued
4.2 Financial risk – continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
The Group does not guarantee a positive fixed rate of return to its long-term contract
policyholders at the inception of a contract. The declaration of discretionary bonuses is
guided by the bonus philosophy of the Board of Directors. Once a reversionary bonus is
declared, it is guaranteed to be paid in full at maturity or on the prior death of the life
assured. Also policyholders have the option to withdraw their current year’s bonus
without any charges following the date the bonus is declared.
The bonus philosophy considers historic and current rates of return generated by the
Group’s investment portfolio as well as the Group’s expectations for future investment
returns. The impact of interest rate risk is mitigated by the presence of the DPF. These
guaranteed benefits increase as discretionary benefits are declared and allocated to
contract holders.
All insurance and investment contracts with a DPF feature can be surrendered before
maturity for a cash surrender value that is always less than the actual contract liability.
Cash surrender values are determined at the discretion of the Group, and can be varied
from time to time.
The primary factor affecting the level of cash surrender value is the investment return
earned on the assets of the Group. In addition, the cash surrender value is affected by the
expenses, tax and the cost of risk benefits (such as life cover) borne by the Group,
deductions to provide a return to shareholders, as well as profits and losses arising on
other contracts. The expenses include payment of commission, medical report expenses,
office administration costs and other expenses incurred in the setting up and maintenance
of the contract. At most, the cash surrender value will be the amount of the actual liability
reduced by the surrender charge (where applicable).
Furthermore, in respect of all contracts with DPF (with the exception of some contracts
that have been in force more than a certain number of years), the Group reserves the
right to increase the level of the surrender charge and, if necessary, to apply a Market
Value Reduction (‘MVR’). A MVR is a deduction which the Group may make on
surrender of a contract with DPF. For example, if the underlying investment return, after
allowing for expenses, tax, risk benefits, shareholder returns and adjustment for profits
or losses on other contracts is less than the return already provided for in the form of
reversionary bonuses, the Group may decide to apply a MVR.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
86
4. Management of risk - continued
4.2 Financial risk – continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
The MVR serves to protect the interests of remaining investors and the Group, who
would otherwise have to subsidise the amount paid on surrendering contracts. The
Group does not apply a standard percentage deduction on all contracts but determines
the deduction to apply to each individual surrender at the time the surrender is made.
The amount depends on a number of factors including the length of time the contract
has been in force and the underlying investment return over the same time period.
There will be no MVR at maturity or on death. This means that at maturity or on death
the payment of the actual contract liability is guaranteed.
The cash surrender value may also be less than the total amount of premiums paid up to
the date of surrender. The Group is not required to, and does not, measure the effect of
the above embedded derivative at fair value.
The Group matches its insurance liabilities with a diversified portfolio of assets which
includes equity, debt securities and property. The return from debt and cash based
securities is subject to interest rate risk.
In general, the Group is exposed to risk associated with the effects of fluctuations in the
prevailing levels of market interest rates. Assets/liabilities issued at variable rates
generally expose the Group to cash flow interest risk. Assets/liabilities issued at fixed
rates generally expose the Group to fair value interest rate risk. Group investment
parameters exist to limit exposure to any one particular issuer and any one particular
security. Periodic reports are prepared at portfolio, legal entity and asset class level that
are circulated to the Group’s key management personnel.
Assets and liabilities exposed to interest rate risk and their maturities are analysed
below:
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87
4. Management of risk - continued
4.2 Financial risk – continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
2021
Group
Notes
Within 1
year
between 1
- 2 years
between 2
- 5 years
over 5
years
€’000
€’000
€’000
€’000
€’000
Assets
Debt securities
22
33,601
68,426
237,667
671,791
1,011,485
A component of equity
securities and units in unit
trusts
197,691
—
—
—
197,691
Loans and receivables:
- Deposits with banks and
credit institutions
22
144,550
60,338
—
—
204,888
- Loans secured on policies
22
8,035
—
—
—
8,035
- Cash and cash equivalents
27
71,443
—
—
—
71,443
Total interest bearing assets
455,320
128,764
237,667
671,791
1,493,542
Liabilities
Long-term insurance contracts
—
—
—
2,276,558
2,276,558
Total interest bearing liabilities
—
—
—
2,276,558
2,276,558
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
88
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
2020
Group
Notes
Within
Between
Between
Over
1 year
1 - 2 years
2 - 5 years
5 years
Total
€’000
€’000
€’000
€’000
€’000
Assets
Debt securities
22
89,832
51,653
276,412
645,723
1,063,620
A component of equity securities
and units in unit trusts
48,501
—
—
—
48,501
Loans and receivables:
- Deposits with banks and credit
institutions
22
115,504
60,003
44,859
—
220,366
- Loans secured on policies
22
8,214
—
—
—
8,214
- Cash and cash equivalents
27
97,060
—
—
—
97,060
Total interest bearing assets
359,111
111,656
321,271
645,723
1,437,761
Liabilities
Long-term insurance contracts
—
—
—
2,203,606
2,203,606
Total interest bearing liabilities
—
—
—
2,203,606
2,203,606
2021
Company
Notes
Within
Between
Between
Over
1 year
1 - 2 years
2 - 5 years
5 years
Total
€’000
€’000
€’000
€’000
€’000
Assets
Debt securities
22
101
—
2,747
3,489
6,337
Loans and receivables:
- Cash and cash equivalents
27
11,575
—
—
—
11,575
Total interest bearing assets
11,676
—
2,747
3,489
17,912
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
89
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
2020
Company
Notes
Within
Between
Between
Over
1 year
1 - 2 years
2 - 5 years
5 years
Total
€’000
€’000
€’000
€’000
€’000
Assets
Debt securities
22
946
—
845
1,245
3,036
Loans and receivables:
—
- Cash and cash equivalents
27
31,432
—
—
—
31,432
Total interest bearing assets
32,378
—
845
1,245
34,468
The Company had no interest bearing liabilities as at 31 December 2021 and 2020.
Assets and liabilities issued at variable rates expose the Group to cash flow interest rate
risk whilst assets and liabilities issued at fixed rates expose the Group to fair value
interest rate risk. The overall exposure to these two risks is as follows:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Assets held at variables rates
Debt securities
72,637
60,835
—
—
Cash and cash equivalents
71,443
97,060
11,575
31,432
144,080
157,895
11,575
31,432
Liabilities issued at variable rates
Net long term insurance contracts
2,276,558
2,203,606
—
—
2,276,558
2,203,606
—
—
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
90
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
Interest rate risk in relation to linked liabilities for contracts that also combine a
discretionary feature amounting to €55.03 million (2020: €49.08 million) has been
excluded as the directors consider the exposure to be insignificant.
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Assets held at fixed rates
A component of equity securities and Units in unit
trusts schemes
197,691
48,501
—
—
Loans secured on policies
8,035
8,214
—
—
Deposits with banks and credit institutions
204,888
220,366
—
—
Debt securities
938,848
1,002,785
6,337
3,036
1,349,462
1,279,866
6,337
3,036
In managing its portfolio, during the year ended 31 December 2021, the Group entered
into fixed income security futures contracts. Accordingly, it is exposed to movements
in interest rates in the respective markets of the underlying, which comprise short,
medium and long-term sovereign debt. The notional amount of futures contracts
outstanding at 31 December is shown below:
Group
2021
2020
€’000
€’000
Long positions
- Federal Republic of Germany
109,748
102,900
-United States Government
1,040
746
110,788
103,646
Short positions
- Federal Republic of Germany
129,257
104,653
- United States Government
2,416
3,109
131,673
107,762
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
91
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
i) Cash flow and fair value interest rate risk - continued
Up to the statements of financial position date the Group did not have any hedging
policy with respect to interest rate risk other than as described in note 2.9.
Sensitivity Analysis – interest rate risk
The sensitivity analysis for interest rate risk illustrates how changes in the fair value of
future cash flows of a financial instrument will fluctuate because of changes in market
interest rates at the reporting date.
At 31 December 2021, had interest rates been 100 basis points (2020: 100 basis points)
lower with all other variables held constant, the Group and Company pre-tax results for
the year would have been higher by €0.74 million (2020: higher by €0.20 million) and
higher by €0.04 million (2020: €0.01 million) respectively. An increase of 100 basis
points (2020: 100 basis points), with all other variables held constant, would have
resulted in the Group’s and Company’s pre-tax results for the year being lower by
€2.18 million (2020: lower by €0.13 million) and unchanged (2020: higher by €0.15
million) respectively.
Managing interest rate benchmark reform
A fundamental reform of major interest rate benchmarks is being undertaken globally,
including the replacement of some interbank offered rates (IBORs) with alternative
nearly risk- free rates (referred to as ‘IBOR reform’). Currently the Group has no
exposures to IBORs on its financial instruments.
ii) Equity price risks
The Group’s financial assets are susceptible to the risk of decreases in value due to
changes in the prices of equities. The directors manage this risk of price volatility by
entering into a diverse range of investments including equities and collective
investment schemes. In addition, the Group’s investments are spread geographically in
a diverse number of different countries. The Group has active Investment Committees
that have established a set of investment guidelines that are also approved by the Board
of Directors. Investments over prescribed limits are directly approved by the respective
Boards. These guidelines provide parameters for investment management, including
contracts with external portfolio managers. They include, inter alia, reference to an
optimal spread of the investment portfolio, assessment of equity issuers and maximum
exposures by the Group to any one issuer and its connected parties (with the exception
of investments in Government paper). These parameters also consider solvency
restrictions imposed by the Regulator.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
92
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
ii) Equity price risks - continued
Management structures are in place to monitor all the Group’s overall market positions
on a frequent basis. Reports are prepared at portfolio, legal entity and asset and liability
class level that are circulated to the Group’s relevant key management personnel.
These are also reviewed by the respective Investment Committees and Boards.
The total assets subject to equity price risk are the following:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Assets subject to equity price risk
908,624
844,773
2,045
2,318
The above includes:
Component of investments in associated
22,321
24,849
—
—
undertakings (Note 21)*
Component of equity securities and units
in unit trusts (Note 22)
886,303
819,924
2,045
2,318
908,624
844,773
2,045
2,318
*Investments in associates (Note 21) amounting to €0.38 million (2020:€0.39 million)
for the Group and €0.38 million (2020: €0.39 million) for the Company have been
excluded from equity price risk since they are accounted for under the equity method.
I n the case of assets held to cover unit-linked liabilities the exposure is carried by the
contract holder. In the case of capital guaranteed products any shortfalls guaranteed
upon maturity are mitigated by a back to back guarantee with international financial
service providers as further referred in 4.2 (a) (i).
The sensitivity for equity price risk illustrates how changes in the fair value of equity
securities (excluding investments in associated undertakings) will fluctuate because of
changes in market prices, whether those changes are caused by factors specific to the
individual equity issuer, or factors affecting all similar equity traded in the market.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
93
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
iii) Currency risk
Given the investment strategy of the Group and Company, a 10% positive or negative
movement in equity prices is considered to be an appropriate benchmark for sensitivity
purposes. An increase and a decrease of 10% in equity prices, with all other variables
held constant, would result in a positive impact of €0.39 million (2020: €0.38 million)
and a negative impact of €0.39 million (2020: €0.38 million) on the Group’s pre-tax
profit and a positive or negative impact of €0.14 million on the Company’s pre-tax
results (2020: €0.14 million).
The Group and Company have assets and liabilities denominated in major foreign
currencies other than euro. The Group and Company are therefore exposed to currency
risk, as the value of assets and liabilities denominated in other currencies will fluctuate
due to changes in exchange rates. The Group hedges its foreign currency denominated
debt securities using forward exchange contracts in order to mitigate the risk that
principal cash flows for these investments fluctuate as a result of changes in foreign
exchange rates. The Group is also exposed to foreign currency risk arising from its
equity securities denominated in major foreign currencies. At 31 December 2021
foreign currency exposure amounted to €334.61 million (2020: €303.12 million).
The Group’s and Company’s exposure to exchange risk is limited through the
establishment of guidelines for investing in foreign currency and hedging currency risk
through forward exchange contracts were considered necessary. These guidelines are
approved by the respective Boards and a manageable exposure to currency risk is
thereby permitted.
The table below summarises the Group’s exposure to foreign currencies other than
euro.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
94
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
iii) Currency risk - continued
Group
31 December 2021
Notional
Net exposure
amount of
before
currency
Net exposure
hedging
derivatives
after hedging
€’000
€’000
€’000
Currency of exposure:
USD
295,887
65,317
230,570
CHF
29,450
—
29,450
GBP
18,566
9,752
8,814
SEK
15,122
—
15,122
DKK
19,277
—
19,277
Others
72,873
41,500
31,373
451,175
116,569
334,606
Group
31 December 2020
Notional
Net exposure
amount of
before
currency
Net exposure
hedging
derivatives
after hedging
€’000
€’000
€’000
Currency of exposure:
USD
274,871
65,108
209,763
CHF
26,891
—
26,891
GBP
19,516
9,435
10,081
SEK
5,505
—
5,505
DKK
14,202
49
14,153
Others
47,054
10,325
36,729
388,039
84,917
303,122
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
95
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
iii) Currency risk - continued
Within the table above, €324.31 million of the unhedged exposure relates to equity
investments (2020: €291.21 million). Due to an increasingly globalised economy, the
Group’s equity investments are diversified across various currencies. The directors
consider that the exposure to currency risk is appropriately captured in the equity price
risk sensitivity (Note 4.2(a)(ii)). Any residual currency exposure relating to non-equity
investments is not considered to be significant.
The table below summarises the Company’s exposure to foreign currencies other than
euro.
Company
31 December 2021
Notional
Net exposure
amount of
before
currency
Net exposure
hedging
derivatives
after hedging
€’000
€’000
€’000
Currency of exposure:
USD
(72)
—
(72)
GBP
108
—
108
Other
2
—
2
38
—
38
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
96
4. Management of risk - continued
4.2 Financial risk - continued
(a) Market risk - continued
iii) Currency risk - continued
Company
31 December 2020
Notional
Net exposure
amount of
before
currency
Net exposure
hedging
derivatives
after hedging
€’000
€’000
€’000
Currency of exposure:
USD
(83)
—
(83)
GBP
98
—
98
Others
2
—
2
17
—
17
The Company’s foreign exposure relates to foreign operations now in run-off.
(b) Credit risk
Credit risk is the risk of decreases in value when counterparties are not capable of
fulfilling their obligations or when a change in their credit status takes place. Key areas
where the Group is exposed to credit risk are:
•Investments and cash and cash equivalents
•Reinsurers’ share of technical provisions
•Amounts due from reinsurers in respect of claims already paid
•Amounts due from insurance contract holders
•Amounts due from insurance intermediaries
•Counterparty risk with respect to forward foreign exchange contracts
The Group places limits on the level of credit risk undertaken from the main categories
of financial instruments. These limits also take due consideration of the solvency
restrictions imposed by the relevant Insurance Regulations. The investment strategy of
the Group considers the credit standing of the counterparty and control structures are in
place to assess and monitor these risk thresholds.
The Group structures the levels of credit risk it accepts by limiting as far as possible its
exposure to a single counterparty or groups of counterparties. The Group has in place
internal control structures to assess and monitor credit exposures and risk thresholds.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
97
4. Management of risk - continued
4.2 Financial risk - continued
(b) Credit risk - continued
The Group’s cash is placed with a number of core domestic credit institutions and
investment grade international banks, thereby reducing the concentration of
counterparty credit risk to an acceptable level.
Reinsurance is used to manage insurance risk. This does not, however, discharge the
Group’s liability as primary insurer. If a reinsurer fails to pay a claim for any reason,
the Group remains liable for the payment to the policyholder. The creditworthiness of
reinsurers is monitored on a quarterly basis by reviewing credit grades provided by
rating agencies and other publicly available financial information, thereby ensuring the
continuous financial strength of the reinsurer. At the same time as the Board approves
the overall reinsurance protection of the Group, it ensures that the reinsurers’ credit
rating (either Standard & Poor’s or equivalent) is within the parameters set by it.
The Group is exposed to contract holders and intermediaries for insurance premium.
Credit agreements are in place in all cases where credit is granted, and in the case of
certain larger risks, premium payment warranties are in place. This limits the liability of
the Group towards the insured or any third party if the premium remains unsettled after
the credit period granted and allows the Group to cancel the policy ab initio, if
considered necessary. Records are kept of the payment history for significant contract
holders and intermediaries with whom regular business is conducted. Credit is not
granted to contract holders or intermediaries whose payment history is not satisfactory.
Credit risk with respect to debtors is further limited due to the large number of
customers comprising the Group’s debtor base.
The exposure to individual counterparties is also managed by other mechanisms, such as
the right to offset where counterparties are both debtors and creditors of the Group.
Management information reported to the Group includes details of provisions for
impairment on loans and receivables and subsequent write-offs. The Company performs
risk-based reviews to assess the degree of compliance with the Group’s procedures on
credit and take action accordingly.
The Group does not trade in derivative contracts, with the exception of forward contracts
and exchange traded futures. All derivative contracts are placed with quality financial
institutions within the parameters of a hedging policy approved by the Board.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
98
4. Management of risk - continued
4.2 Financial risk - continued
(b) Credit risk - continued
The total assets bearing credit risk are the following:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Debt securities
1,011,485
1,063,620
6,337
3,036
Other financial assets (including
deposits with banks and credit
institutions)
204,888
220,366
—
—
Forward foreign exchange contracts
—
1,313
—
—
Reinsurers share of technical provisions
25,823
25,817
24,890
25,316
Insurance and other receivables
29,333
31,087
17,416
17,605
Cash and cash equivalents
71,443
97,060
11,575
31,432
Total
1,342,972
1,439,263
60,218
77,389
The carrying amounts disclosed above represent the maximum exposure to credit risk.
These assets are analysed in the table below using Standard & Poor’s rating (or
equivalent).
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
AAA
159,144
128,753
—
—
AA
239,071
199,123
2,834
3,129
A
327,557
417,272
25,676
25,845
BBB
465,102
570,900
9,761
22,118
Below BBB or not rated
152,098
123,215
21,947
26,297
1,342,972
1,439,263
60,218
77,389
Debt securities, loans and receivables and cash and cash equivalents that are not rated
are primarily held with highly reputable financial institutions.
The Company does not hold any collateral as security to its credit risk.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
99
4. Management of risk - continued
4.2 Financial risk - continued
(b) Credit risk - continued
Financial assets that are past due but not impaired
The following insurance and other receivables are classified as past due but not
impaired:
Group and Company
2021
2020
€’000
€’000
Within credit terms
9,272
6,550
Not more than three months
3,263
2,466
Within three to twelve months
1,926
2,117
Over twelve months
716
769
15,177
11,902
IFRS 7 defines a financial asset as being past due when the counterparty has failed to
make a payment when contractually due. It goes further to stipulate that full disclosure
must be made of all balances due from this particular counterparty, including those,
which are still within credit terms and therefore not contractually due.
The overall exposure of the Group and Company in terms of IFRS 7 is €15.18 million
(2020: €11.90 million), of which €9.27 million (2020: €6.55 million) is not contractually
due. It is the view of the directors that no impairment charge is necessary, due to the
following reasons:
1.Settlements after year-end.
2.In cases where the amount has not been settled, agreement for settlement has
been reached or is being negotiated.
Trade receivables at 31 December 2021 did not comprise any amounts (2020: nil) whose
terms had been renegotiated from the original terms and which were classified as fully
performing.
Financial assets that are impaired
Within insurance and other receivables are the following receivables that are classified as
impaired against which a provision for impairment has been provided as per Note 26:
Group and Company
2021
2020
€’000
€’000
Over twelve months
387
333
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
100
4. Management of risk - continued
4.2 Financial risk - continued
(b) Credit risk - continued
A decision to impair an asset is based on the following information that comes to the
attention of the Group:
•Significant financial difficulty of the debtor.
•It becoming probable that the debtor will enter bankruptcy or other financial
reorganisation.
•A breach of contract, such as protracted default in payments
•The debtor has been referred to the in-house legal office.
(c) Liquidity risk
The Group is exposed to daily calls on its available cash resources mainly from claims
and benefits arising from insurance contracts. Liquidity risk is the risk that cash may not
be available to pay obligations when due at a reasonable cost. The Group manages its
funds in such a manner as to ensure an adequate portion of available funds to meet such
calls. With respect to life insurance contracts this is principally managed through limits
set by the Board of MMSV on the minimum proportion of maturing funds available to
meet such calls. Furthermore, the Group invests a majority of its assets in listed
investments that can be readily disposed of.
The following table indicates the expected timing of cash flows arising from the maturity
or settlement of Group’s liabilities. The expected cash flows do not consider the impact of
early surrenders on life insurance contracts.
Group expected cash flows (€ millions) 2021
0-1 yr
1-2 yrs
2-3 yrs
3-4 yrs
4-5 yrs
>5 yrs
Total
Technical provisions - Life insurance
contracts and investment contracts
with DPF
338.9
264.6
219.8
191.5
163.2
1,199.7
2,377.7
Technical provisions - claims
outstanding
14.6
5.8
3.2
2.5
1.1
26.6
53.8
Lease liabilities
0.4
0.4
0.3
0.3
0.2
0.4
2.0
Insurance and other payables
(contractual)
31.2
—
—
—
—
—
31.2
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
101
4. Management of risk - continued
4.2 Financial risk - continued
(c) Liquidity risk - continued
Group expected cash flows (€ millions) 2020
0-1 yr
1-2 yrs
2-3 yrs
3-4 yrs
4-5 yrs
>5 yrs
Total
Technical provisions - Life insurance
contracts and investment contracts
with DPF
351.7
253.2
251.6
203.4
171.7
1064.8
2296.4
Technical provisions - claims
outstanding
13.4
5.7
3.4
2.3
2.0
24.0
50.8
Lease liabilities
0.3
0.2
0.2
0.2
0.1
0.1
1.1
Insurance and other payables
(contractual)
27.5
—
—
—
—
—
27.5
Expected cash flows on unit linked liabilities have not been included as the directors
consider that there is limited exposure to liquidity risk given that these are principally
backed by unit linked assets.
Company expected cash flows (€ millions) 2021
0-1 yr
1-2 yrs
2-3 yrs
3-4 yrs
4-5 yrs
>5 yrs
Total
Technical provisions - claims
outstanding
14.6
5.8
3.2
2.5
1.1
26.6
53.8
Lease liabilities
0.4
0.3
0.3
0.3
0.2
0.4
1.9
Insurance and other payables
(contractual)
13.4
—
—
—
—
—
13.4
Company expected cash flows (€ millions) 2020
0-1 yr
1-2 yrs
2-3 yrs
3-4 yrs
4-5 yrs
>5 yrs
Total
Technical provisions - claims
outstanding
13.4
5.7
3.4
2.3
2.0
24.0
50.8
Lease liabilities
0.2
0.2
0.1
0.1
0.1
—
0.7
Insurance and other payables
(contractual)
12.0
—
—
—
—
—
12.0
The above cash flows are undiscounted other than those for Technical provisions – Life
insurance contracts and investment contracts with DPF, which liability is determined as
the sum of the expected discounted value of future cash flows.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
102
4. Management of risk - continued
4.2 Financial risk - continued
(c) Liquidity risk - continued
The table below analyses the Group’s derivative financial instruments that will be
settled on a gross basis. The amounts disclosed in the table are the contractual
undiscounted cash flows. Balances due within 12 months equal their carrying balances,
as the impact of discounting is not significant.
2021
2020
€’000
€’000
At 31 December
Foreign exchange contracts
- outflow
(128,215)
(108,214)
- inflow
127,440
109,814
At 31 December 2021 and 2020, the above derivatives were due to be settled within
three months after year end.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
103
4.Management of risk - continued
4.3 Fair values
The following table presents the assets measured in the statements of financial
position at fair value by level of the following fair value measurement
hierarchy at 31 December 2021:
•Quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1);
•Inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (that is, as prices) or
indirectly (that is, derived from prices) (Level 2); and
•Inputs for the asset or liability that are not based on observable market
data (that is, unobservable inputs) (Level 3).
The Group recognises transfers between levels of the fair value hierarchy at
the end of the reporting period during which the change has occurred.
The following tables present the assets measured at fair value at 31 December
2021.
Group
Level 1
Level 2
Level 3
Total
€'000
€'000
€'000
€'000
Assets
Financial assets at fair value through profit
or loss
- Equity securities,units in unit trust and
collective investment schemes
1,129,261
48,834
18,756
1,196,851
- Debt securities
691,704
314,202
—
1,005,906
Other available-for-sale investments
4,265
1,965
—
6,230
Investment in associated undertakings
—
22,449
—
22,449
Total assets
1,825,230
387,450
18,756
2,231,436
Liabilities
Unit linked financial liabilities
—
113,509
—
113,509
Derivative financial instruments
—
775
—
775
Total liabilities
—
114,284
—
114,284
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
104
4.Management of risk - continued
4.3 Fair values - continued
Company
Level 1
Level 2
Total
€'000
€'000
€'000
Assets
Financial assets at fair value through profit and loss
- Equity securities, units in unit trusts and collective
investment schemes
—
1,393
1,393
- Debt securities
758
—
758
Other available-for-sale investments
4,265
1,965
6,230
Total assets
5,023
3,358
8,381
The following tables present the assets measured at fair value at 31 December
2020.
Group
Level 1
Level 2
Total
€'000
€'000
€'000
Assets
Financial assets at fair value through profit or loss
- Equity securities, units in unit trusts and
collective investment schemes
918,292
50,060
968,352
- Debt securities
755,862
306,230
1,062,092
Other available-for-sale investments
2,410
10
2,420
Derivative financial instruments
—
1,313
1,313
Investment in associated undertakings
—
24,849
24,849
Total assets
1,676,564
382,462
2,059,026
Liabilities
Unit linked financial liabilities
—
100,818
100,818
Derivative financial instruments
—
168
168
Total liabilities
—
100,986
100,986
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
105
4.Management of risk - continued
4.3 Fair values - continued
Company
Level 1
Level 2
Total
€'000
€'000
€'000
Assets
Financial assets at fair value through profit or
loss
- Equity securities, units in unit trusts and
collective
—
1,426
1,426
- Debt securities
1,508
—
1,508
Other available-for-sale investments
2,410
10
2,420
Total assets
3,918
1,436
5,354
Fair value measurements classified as Level 1 include government debt
securities, units in unit trusts and collective investments schemes and foreign
listed equities.
Corporate debt securities are classified as Level 2 in view of their trading
characteristics. The financial liabilities for unit linked contracts were classified
as Level 2. The fair value of these contracts is determined using the current unit
values that reflect the fair values of the financial assets (classified as Level 1)
linked to the financial liability. Derivative foreign exchange forward contracts
have been classified as Level 2. The fair value of these instruments is
determined by reference to market observable forward currency rates and
interest rates. Domestic equities are classified as Level 2 in view of their trading
characteristics.
At 31 December 2021, 0.9% (2020:nil) of the financial assets measured at fair
value on a recurring basis were classified as Level 3. They constitute
investment in unlisted equities and their fair values were determined by using
valuation techniques. Determination to classify fair value instruments within
Level 3 of the valuation hierarchy is generally based on the significance of the
unobservable factors to the overall fair value measurement. The Group has
€18.8m (2020: nil) assets classified as Level 3, the valuation of which has been
determined by reference to the net assets of the underlying investment.
The following table presents the changes in Level 3 instruments for the year
ended 31 December:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
106
4.Management of risk - continued
4.3 Fair values - continued
Group 2021
Equity
securities
€'000
Opening balance
—
Additions
18,558
Total gains recognised in profit or loss
198
Closing balance
18,756
The analysis of investment property is included within Note 19.
At 31 December 2021 and 2020, the carrying amount of the Group’s and Company’s
other financial assets and liabilities approximated their fair values with the exception
of the subsidiary’s financial liabilities emanating from investment contracts with DPF.
It is impractical to determine the fair value of these contracts due to the lack of a
reliable basis to measure the future discretionary return that is a material feature of
these contracts.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
107
5.Capital management
The Group’s policy is to maintain a strong capital base to support its business growth
plans and comply with all regulatory requirements on an ongoing basis whilst assessing
the impact of shareholder returns on its capital employed. The Group defines capital as
shareholders’ equity.
During the first quarter of 2021, MAPFRE MSV Life p.l.c.’s shareholders carried out a
€40 million TIER 1 capital increase to further strengthen the statement of financial
position and increase resiliency in adverse market scenarios. The year was characterised
by increases in the yield curve as inflation started to increase and equity markets
trending upwards driven by a strong economic recovery underpinned by governments’
expansionary fiscal policy and Central Banks’ continuing to provide liquidity through
conventional monetary policy and Quantitative Easing. Given these developments
together with an improved economic and financial outlook, MAPFRE MSV Life p.l.c.
believes that is appropriate to consider the resumption of dividend payments following
the COVID-19 suspension of dividends.
The Group’s objectives when managing capital are to:
•comply with the obligations to hold Eligible Own Funds to cover the Solvency Capital
Requirement and Minimum Capital Requirement in terms of the Insurance Business Act,
1998, (Chapter 403, Laws of Malta) and the applicable Insurance Rules issued under the
Insurance Business Act (‘Insurance Rules’) by the Malta Financial Services Authority
(‘MFSA’);
•provide for the capital requirements of the companies within the Group;
•safeguard the Group’s and individual component companies’ ability to continue as a
going concern and provide returns for shareholders and benefits for other stakeholders;
and
•to provide an adequate return to shareholders by pricing insurance contracts
commensurate with the level of risk.
The individual insurance Group companies are required to hold regulatory capital for their
non-life and life assurance business in compliance with the Insurance Rules issued by the
MFSA. The minimum capital requirements must be maintained at all times throughout the
period. The individual Group companies monitor the level of their own funds on a regular
basis. Any transactions that may potentially affect the individual company’s own funds and
solvency position are immediately reported to their respective directors and shareholders
for resolution.
The Company’s Minimum Capital Requirement Absolute Floor stands at €7,400,000 as per
paragraph 5.6.4 of Chapter 5 (‘Valuation of assets and liabilities, technical provisions, own
funds, Solvency Capital Requirement, Minimum Capital Requirement and investment
rules’) of Part B of the Insurance Rules.
Based on management calculations to date, the Company is sufficiently capitalised and was
compliant at all times with the regulatory capital requirements as stipulated by the MFSA
which are in line with the Solvency II requirements. All other companies within the Group
were also compliant with the respective minimum regulatory requirements throughout the
financial period as per management calculations to dat e.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
108
6.Segment information
Management has determined the operating segments based on the reports reviewed by
the Executive Management team that are used to make strategic decisions. In
identifying the Group’s business segments, the chief operating decision-maker is also
guided by the Regulations under the Insurance Business Act, 1998 on the disclosure
requirements relevant to specified insurance classes of business.
The Group operates in two main business segments, general business, that is further
sub-divided into various insurance business classes, and long-term business. The
segment results for the years ended 31 December 2021 and 2020 are indicated below.
General business
Gross premiums written and gross premiums earned by class of business
Group and Company
Gross premiums written
Gross premiums earned
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Direct insurance
Motor (third party liability)
19,131
18,390
18,843
18,680
Motor (other classes)
18,615
18,149
18,334
18,436
Fire and other damage to property
14,550
13,120
13,554
12,613
Accident & Health
16,093
14,907
15,358
14,663
Other classes
9,224
8,045
8,545
7,755
77,613
72,611
74,634
72,147
100% (2020: 100%) of consolidated gross premiums written for direct general
insurance business emanate from contracts concluded in or from Malta. All premiums
emanate from external customers and there is no business transacted between segments
other than as disclosed in Note 35.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
109
6.Segment information - continued
General business - continued
Gross claims incurred, gross operating expenses and reinsurance balance by class of business
Group and Company
Gross claims
incurred
Gross operating
expenses
Reinsurance balance
2021
2020
2021
2020
2021
2020
€'000
€'000
€'000
€'000
€'000
€'000
Direct insurance
Motor (third party liability)
21,820
15,880
6,243
6,048
(1,984)
(1,053)
Motor (other classes)
5,474
6,783
5,552
5,443
160
272
Fire and other
damage to property
3,703
4,387
4,534
4,173
4,710
3,795
Accident & Health
6,883
7,239
5,192
4,714
232
260
Other classes
2,218
2,142
3,464
3,162
1,481
912
40,098
36,431
24,985
23,540
4,599
4,186
The reinsurance balance represents the charge/(credit) to the technical account arising from
the aggregate of all items relating to reinsurance outwards.
Long term business
(i)Gross premium written
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Gross premiums written
Direct insurance
327,632
272,091
2,497
2,509
The long-term business is mainly written through its subsidiary undertaking MAPFRE
MSV Life p.l.c. (‘MSV’).
Group direct insurance is further analysed between:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
110
6. Segment information - continued
Long term business - continued
(i)Gross premium written - continued
Periodic premiums
Single premiums
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Non-participating
17,107
15,678
—
—
Participating
42,186
39,771
264,353
213,343
Linked
1,967
2,021
2,019
1,278
61,260
57,470
266,372
214,621
In addition to the above, premium credited to liabilities in Note 24 in relation to linked
products classified as investment contracts without DPF was as follows:
Periodic premiums
Single premiums
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Investment contracts
2,603
2,030
1,456
1,547
Gross premiums written by way of direct business of insurance relate to individual
business and group contracts. All long term contracts of insurance are concluded in or
from Malta.
(ii) Reinsurance balance
The reinsurance balance, which represents the aggregate of all items relating to
reinsurance outwards mainly attributable to insurance contracts included in the long-
term business technical account are as follows:
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Charge/recovery for reinsurance
outwards
1,049
2,284
202
(54)
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
111
6. Segment information - continued
Long term business - continued
(iii) Analysis between insurance and investment contracts
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Gross premiums written
Insurance contracts
33,245
33,354
2,497
2,509
Investment contracts with DPF
294,387
238,737
—
—
327,632
272,091
2,497
2,509
Claims incurred, net of reinsurance
Insurance contracts
56,877
55,329
1,098
1,114
Investment contracts with DPF
249,191
206,980
—
—
306,068
262,309
1,098
1,114
Reconciliation of reportable segment profit to profit or loss for the financial year before
tax
Group
2021
2020
€
€
Profit on general business
5,260
7,932
Profit on long term business
19,012
15,353
Net investment income not allocated to the technical accounts
(26)
234
Revaluation loss on property
(1,521)
—
Other income
1,438
1,296
Administrative expenses not allocated to the technical accounts
(3,773)
(3,624)
Profit for the financial year before tax
20,390
21,191
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
112
6. Segment information - continued
Reconciliation of reportable segment profit to profit or loss for the financial year before
tax - continued
Company
2021
2020
€
€
Profit on general business
5,260
7,932
Profit on long term business
916
495
Net investment income not allocated to the technical accounts
141
136
Administrative expenses not allocated to the technical accounts
(2,254)
(2,175)
Profit for the financial year before tax
4,063
6,388
Geographical information
The segment results for the years ended 31 December 2021 and 2020 by geographical
area are indicated below:
Group Gross premiums
written
Company Gross
premiums written
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Malta
405,246
344,702
80,110
75,120
Group segment assets and liabilities
The Group operates a business model which does not allocate either assets or liabilities
of the operating segments in its internal reporting. Segment assets below consist
principally of investments backing up the net technical provisions.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
113
6. Segment information - continued
Group segment assets and liabilities - continued
Motor
third Party
Motor
other
Fire and
other
damage to
property
Accident
and
health
Other
classes
Long-term
business
Unallocate
d
Total
€'000
€'000
€'000
€'000
€'000
€'000
€'000
€'000
At 31 December 2021
Assets allocated to
business segments
43,786
14,887
14,929
10,802
15,742
2,439,816
16,562
2,556,524
Assets allocated to
shareholders
—
—
—
—
—
—
275,229
275,229
Total assets
43,786
14,887
14,929
10,802
15,742
2,439,816
291,791
2,831,753
At 31 December 2020
Assets allocated to
business segments
38,450
14,371
15,231
9,750
16,055
2,351,303
16,998
2,462,158
Assets allocated to
shareholders
—
—
—
—
—
—
225,270
275,229
Total assets
38,450
14,371
15,231
9,750
16,055
2,351,303
242,268
2,687,428
The total of non-current assets, other than financial instruments, deferred tax assets and
risks arising under insurance contracts of €239.20 million (2020: €225.20 million) are
all located in Malta.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
114
7.Net operating expenses
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Acquisition costs
34,695
33,085
21,709
20,269
Change in deferred acquisition costs, net
of reinsurance
212
(161)
212
(161)
Administrative expenses
13,143
13,369
6,204
6,126
Reinsurance commissions and profit
participation
(4,827)
(4,252)
(4,665)
(4,081)
43,223
42,041
23,460
22,153
Allocated to:
General business technical account
20,878
19,603
20,878
19,603
Long term business technical account
18,572
18,814
328
375
Non-technical account (administrative
expenses)
3,773
3,624
2,254
2,175
43,223
42,041
23,460
22,153
Total commissions for direct business accounted for in the financial year amounted to
€23.51 million (2020: €21.64 million) in the Group’s technical result and €15.36
million (2020: €13.88 million) in the Company’s technical result. €7.45 million (2020:
€6.96 million) of the Group charge arose on investment contracts. Administrative
expenses mainly comprise employee benefit expenses which are analysed in Note 11.
Further detail relating to administrative expenses is included in Note 10.
Non-technical account
Administrative expenses in the non-technical profit or loss account represent
expenditure after appropriate apportionments are made to the general and long term
business technical accounts. They include staff costs, premises costs, depreciation
charge, directors’ fees, auditors’ remuneration, professional fees, marketing and
promotional costs, and other general office expenditure.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
115
8.Investment return
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Investment income
Dividend income from group undertakings
—
—
141
136
Share of profit of other associated
undertaking, net of tax
89
93
—
—
Rent receivable from investment property
5,835
5,431
717
784
Interest receivable from loans and
receivables
- other financial assets not at fair value
through profit or loss
1,893
2,204
—
1
Income from financial assets at
fair value through profit or loss
- dividend income
9,572
6,544
7
3
- net fair value gains and interest on
bonds
90,006
56,052
—
—
Income from available-for-sale assets
- dividend income
26
55
26
55
- net fair value gains and interest on
bonds
187
47
187
47
Net fair value gains on investment property
—
—
—
122
Other investment income
595
435
—
5
Exchange differences
17
—
17
—
108,220
70,861
1,095
1,153
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
116
8.Investment return - continued
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Investment expenses and charges
Direct operating expenses arising from
investment property that generated
rental income
385
445
15
9
Interest expense on loans and receivables
66
135
66
135
Interest expense for financial liabilities that
are not at fair value through profit or loss
3
5
3
5
Expense on financial assets at fair value
through profit or loss
- net fair value losses and interest on bonds
51
249
51
249
Impairment charge on available for sale
financial assets
—
658
—
658
Net fair value losses on investment property
3,113
507
473
—
Other investment expenses
6,815
6,142
2
—
Interest on lease liabilities
48
33
48
33
Exchange differences
—
14
—
14
10,481
8,188
658
1,103
Net investment return
97,739
62,673
437
50
Analysed between:
Allocated investment return transferred to
the general business technical account
307
(58)
307
(58)
Investment return included in the long term
business technical account
97,458
62,497
(11)
(28)
Other investment income included in the
non-technical account
(26)
234
141
136
97,739
62,673
437
50
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
117
9. Other income
Group
2021
2020
€'000
€'000
Other technical income, net of reinsurance
Investment management fees
724
640
Other income
64
67
788
707
Other income - non technical
Management fees
655
530
Other income
783
766
1,438
1,296
10.Profit before tax
The profit before tax is stated after charging/(crediting):
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Employee compensation (Note 11)
12,649
11,976
7,784
7,500
Depreciation/amortisation:
- intangible assets (Note 16)
2,207
3,614
1,523
1,657
- property, plant and equipment (Note 18)
855
939
518
476
Release of provision for impairment on
receivables (Note 26)
(106)
(32)
(106)
(32)
Impairment of receivables
9
3
9
3
Increase in provision for impairment on
receivables (Note 26)
160
174
160
174
The financial statements include fees, exclusive of VAT, charged by the parent
company auditor for services rendered during the financial years ended 31 December
2021 and 2020, relating to entities that are included in the consolidation amounting to:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
118
10.Profit before tax - continued
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Annual statutory audit
310
249
149
116
Solvency II audit
103
102
44
44
Non-audit services
1
—
—
—
Paid during the year:
For financial year 2021
143
—
70
—
For financial year 2020
319
58
160
For financial year 2019
—
255
—
170
11.Employee compensation
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Salaries
12,001
11,356
7,366
7,091
Social security costs
648
620
418
409
12,649
11,976
7,784
7,500
The average number of persons employed during the year was:
Group
Company
2021
2020
2021
2020
Key management personnel
26
26
14
14
Managerial
42
34
20
19
Technical
208
210
148
147
Administrative
9
9
5
5
285
279
187
185
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
119
12.Tax expense
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Current tax expense
2,311
2,998
1,645
2,413
Deferred tax expense (Note 23)
5,156
3,907
(190)
(142)
Income tax expense
7,467
6,905
1,455
2,271
The tax on the Group’s and Company’s profit before tax differs from the theoretical
amount that would arise using the basic tax rate as follows:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Profit before tax
20,390
21,191
4,063
6,388
Tax at 35%
7,137
7,417
1,422
2,236
Adjusted for tax effect of :
Net exempt income and disallowed
expenses
49
90
47
230
Property withholding tax at 8% or10%
476
(439)
115
(29)
Other
(195)
(163)
(129)
(166)
Income tax expense
7,467
6,905
1,455
2,271
13. Directors’ emoluments
Group
Company
2021
2020
2021
2020
€'000
€'000
€'000
€'000
Directors' fees
284
279
271
271
Group Directors’ fees include fees payable to the Company’s directors both from the
Company and from other Group Companies where applicable.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
120
14.Earnings per share
Earnings per share are based on the net profit for the year divided by the weighted
average number of ordinary shares in issue during the year.
Group
2021
2020
€'000
€'000
Profit attributable to owners of the Company
7,643
9,123
Number of ordinary shares
in issue (Note 28)
92,000,000
92,000,000
Basic and diluted earnings per share attributable to owners of the
Company (€)
8.3c
9.9c
15.Dividends
A final gross dividend in respect of year ended 31 December 2021 of €0.030401
(2020: €0.05243 0) per share amounting to a total dividend of €2,796,910 (2020:
€4,823,996) is to be proposed by the directors at the forthcoming annual general
meeting. This is equivalent to a net dividend of €0.026087 (2020:€0.03478 3) per
share amounting to a total net dividend of €2,400,000 (2020: €3,200,000).
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
121
16.Intangible assets
Group
Value of
in-force
business
(ii)
Value of
business
acquired
Computer
software
Deferred
policy
acquisition
costs (i)
Total
€'000's
€'000's
€'000's
€'000's
€'000's
At 1 January 2020
Cost or valuation
73,494
1,651
29,734
3,583
108,462
Accumulated amortisation and
impairment
—
(1,486)
(15,990)
(3,253)
(20,729)
Net book amount
73,494
165
13,744
330
87,733
Year ended 31 December 2020
Opening net book amount
73,494
165
13,744
330
87,733
Increase in value of in force
business debited to reserves
3,698
—
—
—
3,698
Additions
—
—
6,960
59
7,019
Amortisation charge
—
(165)
(3,321)
(128)
(3,614)
Closing net book amount
77,192
—
17,383
261
94,836
At 31 December 2020
Cost or valuation
77,192
1,651
36,694
3,642
119,179
Accumulated amortisation and
impairment
—
(1,651)
(19,311)
(3,381)
(24,343)
Net book amount
77,192
—
17,383
261
94,836
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
122
16.Intangible assets - continued
Group - continued
Year ended 31 December 2021
Opening net book amount
77,192
—
17,383
261
94,836
Increase in value of in-force
business debited to reserves
9,912
—
—
—
9,912
Additions
—
—
7,111
77
7,188
Amortisation charge
—
—
(2,034)
(173)
(2,207)
Closing net book amount
87,104
—
22,460
165
109,729
At 31 December 2021
Cost or valuation
87,104
1,651
43,805
3,719
136,279
Accumulated amortisation and
impairment
—
(1,651)
(21,345)
(3,554)
(26,550)
Net book amount
87,104
—
22,460
165
109,729
Amortisation of €0.38 million (2020: €0.84 million) is included in acquisition costs and
€1.83 million (2020: €2.77 million) is included in administrative expenses.
(i) This intangible asset relates to investment contracts without DPF only.
(ii) Value of in-force business - assumptions, changes in assumptions and sensitivity
The after tax value of in-force business is determined by the directors on an annual
basis. The embedded value and expected future profits of each line of business is
assessed.
The value of in-force business is calculated using a large number of assumptions about
future experience. These assumptions concern both future economic and demographic
experience. Forecasting future experience is inherently difficult.
The Group seeks to set assumptions that are at least consistent with the actual
experience of the business. As a result, the assumptions used in the assessment are
revised, at least annually, to be up to date. The process by which assumptions are
changed is described in more detail below.
The value of with-profits business is most sensitive to the size of the with-profits fund.
A 1% increase in the size of the fund value will increase the embedded value reported
by €0.64 million. A 1% fall in the size of the fund value will reduce the embedded
value reported by €0.63 million.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
123
16.Intangible assets - continued
Similarly, the value of unit-linked business is most sensitive to the size of the unit-
linked fund. A 1% increase in the size of the fund value will increase the embedded
value by €0.07 million. A 1% fall in the size of the fund value will reduce the
embedded value by €0.07 million.
Term assurance business is particularly sensitive to the rates assumed for future
mortality. A 1 percentage point increase in the rates will reduce the embedded value by
€0.32 million, while a 1 percentage point decrease in the rate will increase the
embedded value by €0.32 million.
The economic assumptions used in the calculation have been set to be internally
consistent as well as reflecting the directors’ view of economic conditions in the longer
term. The valuation assumed a real return of 1% pa (2020: 1% pa) for with-profits
business with a risk discount rate of 4.0% pa (2020: 4.0% pa). For term assurance
business the valuation assumed a real return of -0.5% (2020: -0.5% pa) with a risk
discount rate of 4.5% pa (2020: 4.5% pa). For unit-linked business the valuation
assumed a real return of -1% (2020: -1% pa) with a risk discount rate of 4.5% pa (2020:
4.5% pa). Expenses are assumed to inflate at 2.0% pa (2020: 2.0% pa).
As noted, economic assumptions are set to be internally consistent and reflect the real
long-term returns anticipated and the risk appetite of the Directors. To maintain this
internal consistency, any changes to the economic assumptions are considered as a
whole. We consider that any changes to the assumptions that do not change the internal
consistency will not significantly change the value of the in-force business.
Demographic assumptions are reviewed on an annual basis to reflect the development
of experience and to improve on the reliability of the estimation process. This year the
best estimate and prudent rates of expected future mortality have been revised across all
product lines. Future mortality assumptions continue to be set with reference to
standard mortality tables and vary with the age of the policyholder.
Future lapse/surrender assumptions continue to be set as a function of the product type,
the premium frequency, and the duration a policy has been in force. Assumptions
about the servicing costs of in-force policies are also made in line with the current,
aggregate renewal costs reflected in profit or loss.
Lapse and policy assumptions were also updated in line with past experience and future
expectations.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
124
16.Intangible assets - continued
Company
Computer
Software
Value of
business
acquired
Total
€'000
€'000
€'000
At 1 January 2020
Cost
12,846
1,651
14,497
Accumulated amortisation
(6,078)
(1,485)
(7,563)
Net book amount
6,768
166
6,934
Year ended 31 December 2020
Opening net book amount
6,768
166
6,934
Additions
2,485
—
2,485
Amortisation charge
(1,491)
(166)
(1,657)
Closing net book amount
7,762
—
7,762
At 31 December 2020
Cost
15,331
1,651
16,982
Accumulated amortisation
(7,569)
(1,651)
(9,220)
Net book amount
7,762
—
7,762
Year ended 31 December 2021
Opening net book amount
7,762
—
7,762
Additions
2,907
—
2,907
Amortisation charge
(1,523)
—
(1,523)
Closing net book amount
9,146
—
9,146
At 31 December 2021
Cost
18,238
1,651
19,889
Accumulated amortisation
(9,092)
(1,651)
(10,743)
Net book amount
9,146
—
9,146
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
125
16.Intangible assets - continued
No amortisation (2020: €0.17 million) is included in acquisition costs and €1.52
million (2020: €1.49 million) is included in administrative expenses.
Computer software mainly represents amounts capitalised relating to the development
of the Group and Company’s IT system by related companies forming part of the
MAPFRE S.A. Group.
17. Leases
(a)Leases as the lessee
The Group leases property and motor vehicles. Property leases generally run for a
period of five to seven years without the option to renew, whilst motor vehicle leases
typically run for a period of seven years. Lease payments are subsequently renegotiated
to reflect market rates.
i.Right-of-use assets
Right-of-use assets related to leased motor vehicles and properties that do not meet the
definition of investment property are presented as a separate line item on the face of the
Statement of Financial Position.
2020
Group
Property
Motor
vehicles
Total
€’000
€’000
€’000
Balance on 01 January
475
219
694
Additions
—
531
531
Depreciation charge for the year
(134)
(160)
(294)
Balance on 31 December
341
590
931
2021
Group
Property
Motor
vehicles
Total
€’000
€’000
€’000
Balance on 01 January
341
590
931
Additions
1,036
208
1,244
Derecognition of right-of-use assets
—
(45)
(45)
Depreciation charge for the year
(173)
(155)
(328)
Balance on 31 December
1,204
598
1,802
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
126
17. Leases - continued
(a) Leases as the lessee - continued
i. Right-of-use assets - continued
2020
Company
Property
Motor
vehicles
Total
€’000
€’000
€’000
Balance on 01 January
475
96
571
Additions
—
410
410
Depreciation charge for the year
(134)
(81)
(215)
Balance on 31 December
341
425
766
2021
Company
Property
Motor
vehicles
Total
€’000
€’000
€’000
Balance on 01 January
341
425
766
Additions
1,036
153
1,189
Depreciation charge for the year
(173)
(97)
(270)
Balance on 31 December
1,204
481
1,685
ii.Amounts recognised in profit or loss
2020
Group
Property
Motor
vehicles
Total
€’000
€’000
€’000
Depreciation of right-of-use assets
134
160
294
Interest expense on lease liabilities
14
30
44
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
127
17. Leases - continued
(a) Leases as the lessee - continued
ii. Amounts recognised in profit or loss - continued
2021
Group
Property
Motor
vehicles
Total
€’000
€’000
€’000
Depreciation of right-of-use assets
173
155
328
Interest expense on lease liabilities
21
35
56
2020
Company
Property
Motor
vehicles
Total
€’000
€’000
€’000
Depreciation of right-of-use assets
134
81
215
Interest expense on lease liabilities
14
19
33
2021
Company
Property
Motor
vehicles
Total
€’000
€’000
€’000
Depreciation of right-of-use assets
173
97
270
Interest expense on lease liabilities
21
27
48
In 2021, the Company recognised €36,658 (2020: €50,141), relating to short term
leases, as lease expense in the statement of profit or loss and other comprehensive
income.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
128
17. Leases - continued
(b) Leases as the lessor
The Group and the Company lease out certain property. Note 19 sets out information
about investment property. The Group has classified these leases as operating leases
because they do not transfer substantially all the risks and rewards incidental to the
ownership of the assets.
The following table sets out a maturity analysis of lease payments receivable, showing
the undiscounted lease payments to be received after the reporting date.
Operating leases
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Less than one year
4,969
5,219
541
629
One to two years
3,388
3,844
295
312
Two to three years
2,676
2,508
236
92
Three to four years
2,268
2,153
225
18
Four to five years
858
1,910
232
—
More than five years
2,434
2,478
38
—
Total
16,593
18,112
1,567
1,051
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
129
18.Property, plant and equipment
Group
Freehold
Furniture
land and
Leasehold
fittings and
buildings
improvements
equipment
Total
€’000
€’000
€’000
€’000
At 1 January 2020
Cost
14,257
3,164
7,206
24,627
Accumulated depreciation
(167)
(1,675)
(5,074)
(6,916)
Closing net book amount
14,090
1,489
2,132
17,711
Year ended 31 December 2020
Opening net book amount
14,090
1,489
2,132
17,711
Additions
764
225
724
1,713
Amount transferred to
investment property (Note 19)
(500)
—
—
(500)
Disposals
(98)
(16)
(93)
(207)
Depreciation Charge
(21)
(259)
(659)
(939)
Depreciation released on transfer
to investment property (Note 19)
24
—
—
24
Depreciation released on disposal
17
1
93
111
Closing net book amount
14,276
1,440
2,197
17,913
At 31 December 2020
Cost
14,423
3,373
7,837
25,633
Accumulated depreciation
(147)
(1,933)
(5,640)
(7,720)
Net book amount
14,276
1,440
2,197
17,913
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
130
18.Property, plant and equipment
Group - Continued
Year ended 31 December 2021
Opening net book amount
14,276
1,440
2,197
17,913
Additions
218
270
551
1,039
Revaluation gain to other
comprehensive income
1,081
—
—
1,081
Revaluation loss to profit or loss
(1,521)
—
—
(1,521)
Depreciation Charge
(24)
(219)
(612)
(855)
Closing net book amount
14,030
1,491
2,136
17,657
At 31 December 2021
Cost
14,201
3,643
8,388
26,232
Accumulated depreciation
(171)
(2,152)
(6,252)
(8,575)
Net book amount
14,030
1,491
2,136
17,657
Freehold land and buildings transferred from investment property are transferred at the
fair value at the point of transfer and subsequently depreciated. If the fair value of the
freehold land and buildings is not significantly different as compared to its carrying
amount then a revaluation adjustment is recorded. Depreciation charge has been
included in administrative expenses.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
131
18.Property, plant and equipment - continued
Company
Freehold
Furniture
land and
Leasehold
fittings and
buildings
improvements
equipment
Total
€’000
€’000
€’000
€’000
At 1 January 2020
Cost
98
2,578
2,796
5,472
Accumulated depreciation
(15)
(1,208)
(1,946)
(3,169)
Net book amount
83
1,370
850
2,303
Year ended 31 December 2020
Opening net book amount
83
1,370
850
2,303
Additions
—
225
296
521
Disposals
(98)
(16)
(93)
(207)
Depreciation Charge
(2)
(203)
(271)
(476)
Depreciation released on disposal
17
1
93
111
Closing net book amount
—
1,377
875
2,252
At 31 December 2020
Cost
—
2,787
2,999
5,786
Accumulated depreciation
—
(1,410)
(2,124)
(3,534)
Net book amount
—
1,377
875
2,252
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
132
18.Property, plant and equipment - continued
Company - continued
Freehold
Furniture
land and
Leasehold
fittings and
buildings
improvements
equipment
Total
€’000
€’000
€’000
€’000
Year ended 31 December 2021
Opening net book amount
—
1,377
875
2,252
Transfer from investment
property (Note 19)
2,191
—
—
2,191
Additions
—
269
348
617
Depreciation Charge
(18)
(187)
(313)
(518)
Closing net book amount
2,173
1,459
910
4,542
At 31 December 2021
Cost
2,191
3,056
3,347
8,594
Accumulated depreciation
(18)
(1,597)
(2,437)
(4,052)
Net book amount
2,173
1,459
910
4,542
Freehold land and buildings transferred from investment property are transferred at the
fair value at the point of transfer and are subsequently depreciated. If the fair value of
the freehold land and buildings is significantly different as compared to its carrying
amount then a revaluation adjustment is recorded.
Depreciation charge has been included in administrative expenses.
The Group’s and Company’s Land and buildings are shown at fair value (level 3).
A valuation of land and buildings was carried out by external qualified valuers during
the current year. The fair value movements were credited to profit or loss. The carrying
amount of land and buildings that would have been included in the financial statements
had these assets been carried at cost less accumulated depreciation for the Group is
€13.7 million (2020: €12.5 million) and for the Company €1.1 million (2020: nil).
Valuation processes
Periodically, the Group engages qualified valuers to determine the fair value of the
Group’s land and buildings. As at 31 December 2021, the fair value of the land and
buildings has been determined by PwC Malta. No valuation has been carried out in
2020.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
133
18.Property, plant and
equipment - continued
Whenever a valuation is carried out the finance department:
•verifies all major inputs to the valuation report prepared by the qualified valuer;
•assesses property valuation movements when compared to the prior valuation report;
and
•holds discussions with the qualified valuer.
Valuation techniques
The fair value of the Group’s and the Company’s land and buildings, with a total
carrying amount of €14.0 million and €2.2 million respectively (2020: €14.3 million
and nil respectively), was determined by capitalizing future net income streams based
on significant unobservable inputs. These inputs include:
Valuation technique
Significant unobservable
inputs
Inter-relationship between
key unobservable inputs and
fair value measurement
Discounted cash flows: The
valuation model considers the
present value of net cash flows
generated from the property,
taking into account the expected
rental growth rate, void periods
and costs not paid for by the
tenants. The expected net cash
flows are discounted using the
risk-adjusted discount rates.
Among other factors, the
discount rate estimation
considers the quality of a
building and its location (prime
vs secondary), lease terms,
property risk premium and
inflation.
–Risk-adjusted discount
rate varying between
6.2% & 6.8%.
–The valuation provides
for a void factor of 2.5%
on rental income.
–A benchmark lease
market rate was applied
once current lease terms
expired.
–Expected market rental
growth rate of 1.6% in
line with the implied
inflation rate IRR
(Internal Rate of
Return).
The estimated fair value would
increase/(decrease) if:
–The risk-adjusted
discount rate were
lower (higher);
–Void factor were lower/
(higher)
–The market rate were
higher (lower);
–Expected market rental
growth were higher/
(lower).
Although the properties are currently being used by MMS as its Floriana Regional
Office and MMSV as its head office, for the purpose of the valuation, it was assumed
that the property’s highest and best use would be rental to a third party, assuming same
use. Although the Market Approach was considered, its applicability is limited, due to
the illiquidity of the commercial property market in Malta and therefore, the limited
number of transactions available. Moreover, it is inherently difficult to find
transactions including office blocks that are directly comparable to the property.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
134
19.Investment property
Group
Company
€’000
€’000
At 1 January 2020
Cost
60,783
8,078
Accumulated fair value gains
48,800
8,092
Net book amount
109,583
16,170
Year ended 31 December 2020
Opening net book amount
109,583
16,170
Transfer from property, plant & equipment (Note 18)
476
—
Additions
2,059
6
Disposals
(90)
(90)
Net fair value (losses)/ gains
(510)
119
Net book amount
111,518
16,205
At 31 December 2020
Cost
63,301
8,047
Accumulated fair value gains
48,217
8,158
Net book amount
111,518
16,205
Year ended 31 December 2021
Opening net book amount
111,518
16,205
Transfer to property, plant & equipment (Note 18)
—
(2,191)
Additions
1,627
4
Disposals
(16)
(16)
Net fair value losses
(3,113)
(473)
Net book amount
110,016
13,529
At 31 December 2021
Cost
65,116
7,022
Accumulated fair value gains
44,900
6,507
Net book amount
110,016
13,529
Transfers to or from property, plant & equipment and disposals are inclusive of
accumulated fair value gains at the point of transfer.
Fair value of land and buildings
A valuation of the Group’s and Company’s land and buildings was performed by
external qualified valuers to determine the fair value of the land and buildings as at 31
December 2021 and 2020. The fair value movements were credited to profit or loss
and are presented within ‘investment return’ (Note 8).
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
135
19.Investment property - continued
Fair value of land and buildings - continued
The Group’s and the Company’s investment property, comprising mainly office
buildings, have been determined to fall within level 3 of the fair valuation hierarchy.
The different levels in the fair value hierarchy have been defined in Note 4.3.
The Group’s and the Company’s policy is to recognise transfers into and out of fair
value hierarchy levels as of the date of the event or change in circumstances that caused
the transfer. There were no transfers between levels during the year.
Valuation processes
On an annual basis, the Group and Company engage external and qualified valuers to
determine the fair value of the land and buildings. As at 31 December 2021, the fair
values of the land and buildings have been determined by PwC Malta and DHI Periti.
At each financial year end the investments department:
•verifies all major inputs to the valuation report prepared by the qualified valuer;
•assesses property valuation movements when compared to the prior year
valuation report; and
•holds discussions with the qualified valuer.
In 2020 the Company adopted the use of the discounted cash flow valuation technique
for one of its principal investment properties. In 2021 the Group adopted this technique
for most of its property, which was previously valued using the income capitalisation
method, with the exception of one property for which the residual value method was
used one due to the nature and state of the property. The objective was to provide
additional accuracy and consistency in arriving at a fair value that reflects a price that
would be reasonably expected to be received in an orderly transaction between market
participants at the measurement date.
Valuation technique - Discounted cash flow
The following tables shows the valuation technique used in measuring the fair value of
investment property using the discounted cash flow technique, as well as the significant
unobservable inputs used. These inputs include:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
136
19.Investment property - continued
Valuation technique - Discounted cash flow - continued
Group
Valuation technique
Significant unobservable
inputs
Inter-relationship between key
unobservable inputs and fair
value measurement
Discounted cash flows: The
valuation model considers the
present value of net cash
flows generated from the
property, taking into account
the expected rental growth
rate, void periods and costs
not paid for by the tenants.
The expected net cash flows
are discounted using the risk-
adjusted discount rates.
Among other factors, the
discount rate estimation
considers the quality of a
building and its location
(prime vs secondary), lease
terms, property risk premium
and inflation.
–Risk-adjusted discount rate
varying between 4.9% and
8.0% (2020: 7.5%).
–The valuation provides for a
void factor varying between
1.9% to 6.7% (2020: 2.5%)
on rental income.
–A benchmark lease market
rate was applied once
current lease terms expired.
–Expected market rental
growth rate of 1.6% (2020:
2.1%) in line with the
implied inflation rate IRR
(Internal Rate of Return).
The estimated fair value would
increase/(decrease) if:
–The risk-adjusted
discount rate were lower
(higher);
–Void factor were lower/
(higher);
–The market rate were
higher (lower);
–Expected market rental
growth were higher/
(lower).
Company
Valuation technique
Significant unobservable inputs
Inter-relationship between
key unobservable inputs and
fair value measurement
Discounted cash flows: The
valuation model considers
the present value of net cash
flows generated from the
property, taking into account
the expected rental growth
rate, void periods and costs
not paid for by the tenants.
The expected net cash flows
are discounted using the risk-
adjusted discount rates.
Among other factors, the
discount rate estimation
considers the quality of a
building and its location
(prime vs secondary), lease
terms, property risk premium
and inflation.
–Risk-adjusted discount rate of
6.2% (2020: 7.5%).
–The valuation provides for a
void factor of 6.7% (2020:
2.5%) on rental income.
–A benchmark lease market
rate was applied once current
lease terms expired.
–Expected market rental growth
rate of 1.6% (2020: 2.1%) in
line with the implied inflation
rate IRR (Internal Rate of
Return).
The estimated fair value would
increase/(decrease) if:
–The risk-adjusted discount
rate were lower (higher);
–Void factor were lower/
(higher);
–The market rate were
higher (lower);
–Expected market rental
growth were higher/
(lower).
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
137
19.Investment property - continued
Valuation technique - Discounted cash flow - continued
The fair value of investment property determined by external, qualified property
valuers on the basis of the discounted cash flow method amounted to €105.68 million
(2020: €12.11) for the Group and €12.51 (2020: €15.20) million for the Company. The
Company transferred a portion of Investment Property having a value of €2.19 million
to Property, plant and equipment for own use.
Valuation technique – Residual value
One property held by the Group situated within the Grand Harbour Local Plan has been
valued using the Residual Method, a technique typically applied in valuations of
development properties and existing properties that have a potential to be redeveloped.
Valuation technique
Significant unobservable
inputs
Inter-relationship between
key unobservable inputs and
fair value measurement
Residual method: The
valuation model comprises:
(a) the estimation of the gross
development value of the
property in a redeveloped
form by applying the
investment method (income
approach), on the basis of
potential developed area on
completion and a market rent
(net of non-recoverable
expenses) per square metre
(sq.m.), capitalised using an
equivalent yield; and
deducting
(b) estimated development
costs incurred in relation to
the demolition of existing
buildings, design costs,
infrastructure works,
construction costs,
professional fees and costs of
letting and sale; and
(c) a ‘developer’s profit’
representing an allowance for
the risk of undertaking the
development.
– Offices net internal area on
completion 7,130 sq.m.
–Annual net rental rate per sq.m.
of office space €137
–Number of car spaces on
completion 149
–Annual net rental rate per
car space €813
–Capitalisation rate 6.8%
–Net development
costs €8.9m
–Developer’s profit 15%
–Planning uncertainty
discount 10%
The estimated fair value would
increase (decrease) if:
–Offices net internal area on
completion were higher
(lower);
–Annual net rental rate per
sqm of office space were
higher (lower);
–Number of car spaces on
completion were higher
(lower);
–Net rental rate per car space
were higher (lower);
–Capitalisation rate were
lower (higher);
–Net development costs were
lower (higher);
–Developer’s profit were
lower (higher); and
–Planning uncertainty
discount were lower
(higher).
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
138
19.Investment property - continued
Valuation technique - Residual value - continued
The fair value of investment property determined by external, qualified property
valuers on the basis of residual method amounted to €2.62 million for the Group.
Valuation technique - Comparative transactions method
The fair value of the Group’s investment properties determined on the basis of the
market comparison method amounted to €0.7 million in 2021. The comparable
transactions method is based on an expected sales value per square metre based on an
average/ median of values derived from observable market transactions for comparable
properties.
Valuation technique - Income Capitalisation Method
All other investment property with a total carrying amount of €1.00 million (2020:
€99.4 million) for the Group and €1.00 million (2020: €1.00 million) for the Company,
the valuation was determined by capitalising future net income streams based on
significant unobservable inputs. These inputs include:
Future rental cash inflows
based on the actual location, type and quality of the
properties and supported by the terms of any existing
lease, other contracts or external evidence such as
current market rents for similar properties;
Capitalisation rates
based on actual location, size and quality of the
properties and taking into account market data at the
valuation date.
Information about fair value measurements using significant unobservable inputs (level
3)
Group
Fair value at
Significant unobservable inputs
31 December
Rental
Capitalisation
2021
Valuation
value
rate
Description
€
technique
€
%
Office buildings
1.00m
Capitalisation of
0.04m
4.25-5.50
future net income
streams
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
139
19.Investment property - continued
Information about fair value measurements using significant unobservable inputs (level
3) - continued
Group
Fair value at
Significant unobservable inputs
31 December
Rental
Capitalisation
2020
Valuation
value
rate
Description
€
technique
€
%
Office buildings
99.4m
Capitalisation of
4.34m
3.00 – 7.50
future net income
streams
Company
Significant unobservable inputs
Fair value at
Rental
Capitalisation
31 December
Valuation
value
Rate
2021
technique
€
%
Description
€
Office buildings
1.00m
Capitalisation of
0.04m
4.25 – 5.00
future net income
steams
Company
Fair value at
Significant unobservable inputs
31 December
Rental
Capitalisation
2020
Valuation
value
Rate
Description
€
technique
€
%
Office buildings
1.00m
Capitalisation of
0.04m
3.00 – 5.00
future net income
streams
For each valuation for which rental value and capitalisation rate have been determined
to be the significant unobservable inputs, the higher the rental value and the lower the
capitalisation rate, the higher the fair value. Conversely, the lower the rental value and
the higher the capitalisation rate, the lower the fair value.
In the absence of future rental cash inflows, fair value is based on active market prices,
adjusted, if necessary for any difference in the nature, location or condition of the
specific asset
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
140
19.Investment property - continued
Sensitivity analysis
Sensitivity analysis was carried out to assess the impact of changing the risk-adjusted
discount rate (0.5 percentage point increase/decrease), or the market rental rate growth
(5.0 percentage point increase/decrease) in the case of the discounted cash flow or
residual method, and the capitalisation rate for the income capitalisation method. The
tables below show the changes in the valuation arising from such changes:
Group
2021
2021
2020
2020
-0.5%
+0.5%
-0.5%
+0.5%
€ million
€ million
€ million
€ million
Capitalisation rates
-
-
10.3
(8.5)
Discount rates
8.9
(8.9)
1.5
1.2
2021
2021
2020
2020
-5%
+5%
-5%
+5%
€ million
€ million
€ million
€ million
Market rates
(7.7)
4.4
(0.70)
0.70
Company
2021
2021
2020
2020
-0.5%
+0.5%
-0.5%
+0.5%
€ million
€ million
€ million
€ million
Discount rates
1.0
(0.9)
1.5
(1.2)
2021
2021
2020
2020
-5%
+5%
-5%
+5%
€ million
€ million
€ million
€ million
Market rates
(0.5)
0.5
(0.7)
0.7
The impact on profit or loss would be a maximum increase of €1.1 million (2020: €1.5
million) or a maximum decrease of €1.1 million (2020: €1.2 million) for the Group and
a maximum increase of €1.1 million (2020: €1.5 million) or a maximum decrease of
€0.9 million (2020: €1.2 million) for the Company.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
141
20.Investment in subsidiary undertakings
Company
€’000
Year ended 31 December 2021
Opening and closing net book amount
57,214
Additions
20,000
Closing net book amount
77,214
Year ended 31 December 2020
Opening and closing net book amount and deemed cost
57,214
The subsidiary undertakings at 31 December are shown below:
Subsidiary undertakings
Registered office
Class of shares held
Percentage of shares held
2021
2020
Euro Globe Holdings
Limited (Company in
liquidation)
Middle Sea House
Floriana
Ordinary shares
100%
100%
Euromed Risk Solutions
Limited
Development House
Floriana
Ordinary shares
100%
100%
Bee Insurance Management
Limited
Development House
Floriana
Ordinary shares
100%
100%
MAPFRE MSV Life plc
Level 7 The Mall
Floriana
Ordinary shares
50%
50%
Church Wharf Properties
Limited
Middle Sea House
Floriana
Ordinary shares
75%
75%
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
142
20.Investment in subsidiary undertakings - continued
The Group’s aggregated assets and liabilities and the results of its subsidiary
undertakings that have non-controlling interest, before elimination entries, are as
follows:
2021
% Held by
non-
controlling
interests
Assets
Liabilities
Revenues
Profit
before tax
Net cash
€’000
€’000
€’000
€’000
€’000
MAPFRE MSV Life p.l.c.
(consolidated results)
50%
2,721,437
2,499,570
329,195
16,685
(5,637)
Church Wharf
Properties Limited
25%
2,623
284
—
(414)
—
2020
% Held by
non-
controlling
interests
Assets
Liabilities
Revenues
Profit
before tax
Net cash
€’000
€’000
€’000
€’000
MAPFRE MSV Life p.l.c.
(consolidated results)
50%
2,563,705
2,402,311
273,159
15,044
21,794
Church Wharf
Properties Limited
25%
3,026
314
—
15
—
The amount of dividends that can be distributed in cash by MAPFRE MSV Life p.l.c. is
restricted by the solvency requirements imposed by the MFSA Regulations.
In addition to the subsidiary undertakings above, MAPFRE MSV Life p.l.c. also held
the following investments in subsidiary undertakings:
Subsidiary undertakings
Registered office
Class of
shares held
Percentage of shares held
2021
2020
Growth Investment Limited (held
indirectly by MAPFRE MSV Life
p.l.c.)
Pjazza Papa Giovanni
XXIII Floriana
Ordinary
shares
50%
50%
Note 36 explains the Transfer of Business Agreement entered into after year end with
respect to Growth Investments Limited.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
143
20.Investment in subsidiary undertakings – continued
During 2011, the Company acquired control of MAPFRE MSV Life p.l.c. following a
shareholders’ agreement. MAPFRE MSV Life p.l.c. had previously been accounted for
as an associated undertaking.
As a result of this business combination, Church Wharf Properties Limited, which was
previously classified as an associated undertaking, also became a subsidiary in view of
the fact that the remaining interest in this company is held by MAPFRE MSV Life
p.l.c..
As disclosed in prior years’ financial statements, the Company’s 100% holding in
Progress Assicurazioni S.p.A. (‘Progress’) was derecognised in 2009. This was due to
Progress being put into compulsory administrative liquidation. Subsequent bankruptcy
procedures were also initiated and accordingly, the investment was fully written off in
previous years. A subordinated loan receivable from Progress by a Group company
amounting to €8.50 million has also been fully provided for in previous years. A
scheme of distribution was communicated by the liquidator and it is expected that a
small recovery be made. However the amount and timing of such receipt is not certain.
The Directors are not aware of any developments that could have an impact on the
Company’s obligations attached to this investment.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
144
21. Investment in associated undertakings
Group
Company
€’000
€’000
At 1 January 2020
Cost
14,480
294
Accumulated share of associated undertaking's equity
86
86
Accumulated fair value movements
11,850
—
Net book amount
26,416
380
Year ended 31 December 2020
Opening net book amount
26,416
380
Share of associated undertaking's movement in equity
5
5
Fair value movements
(1,247)
—
Closing net book amount
25,174
385
At 31 December 2020
Cost
14,480
294
Accumulated share of associated undertaking's equity
91
91
Accumulated fair value movements
10,603
—
Net book amount
25,174
385
Year ended 31 December 2021
Opening net book amount
25,174
385
Share of associated undertaking's movement in equity
(2)
(2)
Fair value movements
(2,341)
—
Closing net book amount
22,831
383
At 31 December 2021
Cost
14,480
294
Accumulated share of associated undertaking's equity
89
89
Accumulated fair value movements
8,262
—
Net book amount
22,831
383
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
145
21. Investment in associated undertakings - continued
The Group’s aggregated assets and liabilities and the share of the results of its
associated undertaking, which is unlisted is as follows:
2021
Registered
office
Assets
Liabilities
Revenues
Profit
Percentage of
shares held
€’000
€’000
€’000
€’000
Middlesea Assist
Limited
Development
House
Floriana
1,602
820
2,810
183
49%
2020
Registered
office
Assets
Liabilities
Revenues
Profit
Percentage of
shares held
€’000
€’000
€’000
€’000
Middlesea Assist
Limited
Development
House
Floriana
1,677
89
2,472
187
49%
In addition to the associated undertakings above, MAPFRE MSV Life p.l.c. also held
the following investments in associated undertakings:
Associated
undertakings
Registered
office
Class of
shares held
Percentage of shares held
MSV
Group
2021
2020
2021
2020
Plaza Centres
p.l.c.
The Plaza
Commercial
Centre
Bisazza
Street
Sliema
Ordinary
shares
31.42%
28.36%
31.42%
28.36%
Tigne Mall p.l.c
The Point
Shopping
Mall
Tigne Point
Sliema
Ordinary
shares
35.46%
35.46%
35.46%
35.46%
Plaza Centres p.l.c. and Tigne Mall p.l.c. are listed on the Malta Stock Exchange and
their share price as at 31 December 2021 was €0.93 and €0.75 respectively (31
December 2020: €0.98 and €0.85 respectively).
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
146
22.Other investments
The investments are summarised by measurement category in the table below.
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Fair value through profit and loss
2,202,757
2,031,757
2,151
2,934
Other available-for-sale
6,231
2,420
6,231
2,420
Loans and receivables
212,923
228,580
—
—
2,421,911
2,262,757
8,382
5,354
(a)Investments at fair value through profit or loss
Analysed by type of investment as follows:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Equity securities, and units in unit trusts
1,083,341
867,534
1,393
1,426
Debt securities
1,005,906
1,062,092
758
1,508
Assets held to cover linked liabilities -
collective investment schemes
113,510
100,818
—
—
Forward foreign exchange contracts
—
1,313
—
—
Total investments at fair value through
profit or loss
2,202,757
2,031,757
2,151
2,934
Technical provisions for linked liabilities amounted to €114.80 million as at 31
December 2021 (2020: €101.30 million). Linked liabilities are included in technical
provisions for insurance contracts, investments contracts with DPF and investment
contracts without DPF.
At 31 December 2021 and 2020, the Group and Company had no financial
commitments in respect to uncalled capital.
Equity securities and collective investment schemes other than those at Company level
are substantially non-current assets in nature.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
147
22.Other investments - continued
(a)Investments at fair value through profit or loss – continued
The movements for the year are summarised as follows:
Group
Company
€’000
€’000
Year ended 31 December 2020
Opening net book amount
1,966,718
3,866
Additions
1,869,192
—
Disposals
(1,851,809)
(620)
Net fair value gains/ (losses)
47,489
(312)
Closing net book amount
2,031,590
2,934
Year ended 31 December 2021
Opening net book amount
2,031,590
2,934
Additions
1,376,549
—
Disposals
(1,284,046)
(704)
Net fair value gains/(losses)
77,889
(79)
Closing net book amount
2,201,982
2,151
Derivative financial liabilities amounting to €0.78 million (2020: €0.17 million),
included in the table above, are classified within liabilities in the statement of financial
position.
(b)Other available-for-sale financial assets
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Listed debt securities
5,579
1,528
5,579
1,528
Listed shares
652
892
652
892
6,231
2,420
6,231
2,420
Listed debt securities have contractual terms that give rise on specified dates to cash
flows that are solely payments of principal and interest on the principal amount
outstanding. Their credit rating, using Standard & Poors rating is as below:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
148
22.Other investments – continued
(b)Other available-for-sale financial assets - continued
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
A
2,484
1,528
2,484
1,528
BBB
2,980
—
2,980
—
BB or lower
115
—
115
—
5,579
1,528
5,579
1,528
The movements for the year are summarised as follows:
Listed debt securities
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Year ended 31 December
Opening net book amount
1,528
4,781
1,528
4,781
Additions
4,531
—
4,531
—
Disposals
(398)
(3,178)
(398)
(3,178)
Net fair value gains/ (losses)
(82)
(75)
(82)
(75)
Closing net book amount
5,579
1,528
5,579
1,528
Listed shares
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Year ended 31 December
Opening net book amount
892
1,208
892
1,208
Additions
600
15
600
15
Disposals
(882)
—
(882)
—
Net fair value (losses)/ gains
42
(331)
42
(331)
Closing net book amount
652
892
652
892
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
149
22.Other investments – continued
(c)Loans and receivables
Analysed by type of investment as follows:
Group
2021
2020
€’000
€’000
Deposits with banks or credit institutions
204,888
220,366
Loans secured on policies
8,035
8,214
212,923
228,580
Maturity of deposits with bank or credit institutions:
Group
2021
2020
€’000
€’000
Within 3 months
25,955
23,064
Within 1 year but exceeding 3 months
118,594
92,440
Between 1 and 5 years
60,339
104,862
204,888
220,366
The above deposits earn interest as follows:
Group
2021
2020
€’000
€’000
At fixed rates
204,888
220,366
204,888
220,366
As at 31 December 2021 an amount of €3.14 million (2020: €1.92 million) within
deposits with banks or credit institutions, was held in a margin account as collateral
against exchange traded futures.
The movements for the year (excluding deposits) are summarised as follows:
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
150
22.Other investments – continued
(c)Loans and receivables - continued
Group
Loans
secured on
policies
€’000
Year ended 31 December 2020
Opening net book amount
8,358
Additions
1,008
Disposal (sale and redemptions)
(1,152)
Closing net book amount
8,214
Group
Loans
secured on
Policies
€’000
Year ended 31 December 2021
Opening net book amount
8,214
Additions
1,178
Disposal (sale and redemptions)
(1,357)
Closing net book amount
8,035
The above loans earn interest at fixed rates.
23. Deferred income tax
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Balance at 1 January
35,117
31,027
898
857
Movements during the year:
Profit or loss account (Note 12)
5,156
3,907
(190)
(142)
Other comprehensive income
13
183
13
183
Balance at 31 December - net
40,286
35,117
721
898
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
151
23.Deferred income tax - continued
Deferred income taxes are calculated on all temporary differences using a principal tax
rate of 35% (2020: 35%) with the exception of investment property and freehold and
other property, for which deferred income taxes may be calculated using a principal
tax rate of 8% or 10% of the carrying amount (2020: 8% or 10%), if appropriate. The
analysis of deferred tax (assets)/liabilities is as follows:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Temporary differences on property, plant
and equipment
2,608
1,788
607
803
Temporary differences attributable to
investment
property, unrealised capital losses and fair
value
adjustments on financial assets
81,496
72,849
1,218
982
Temporary differences attributable to
unabsorbed tax
losses and allowances carried forward
(43,646)
(39,345)
(932)
(712)
Temporary differences attributable to other
provisions
(172)
(175)
(172)
(175)
Balance at 31 December - net
40,286
35,117
721
898
Deferred income tax assets and liabilities are offset when there is a legally enforceable
right to set off a current tax asset against a current tax liability. The following amounts
determined after appropriate offsetting are shown in the statements of financial
position:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Deferred tax asset
(2,313)
(2,350)
(1,268)
(1,332)
Deferred tax liability
42,599
37,467
1,989
2,230
40,286
35,117
721
898
The tax effect of temporary differences attributable to the value of in-force business
amounts to €5.34 million (2020: €1.99 million).
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
152
23.Deferred income tax - continued
The deferred income tax assets and liabilities are, principally, recoverable after more
than 12 months.
Deferred income tax assets are recognised for tax loss carry-forwards to the extent that
the realisation of the related tax benefit through future taxable profits is probable.
The Group and Company have unutilised capital gains of €6.53 million (2020: loss of
€5.36 million), which give rise to a deferred tax liability of €2.28 million (2020: tax
asset of €1.88 million) that has not been recognised in these financial statements. The
Group also has unutilised trading losses of €2.40 million (2020: €2.40 million) giving
rise to a deferred tax asset of €0.84 million (2020: €0.84 million) which has not been
recognised in these financial statements.
The Group’s and Company’s deferred tax liability was established on the basis of tax
rates that were substantively enacted as at the financial year end.
MAPFRE MIDDLESEA p.l.c.Annual Report - 31 December 2021
153
24.Insurance liabilities and reinsurance assets
Technical provisions – insurance contracts and investment contracts with DPF, including reinsurers’ share of
technical provisions
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Gross
Short term insurance contracts-general business
- claims outstanding
53,767
50,803
53,767
50,803
- provision for unearned premiums
37,953
34,974
37,953
34,974
Short term insuance contracts-Group life
- claims outstanding
559
702
559
702
- long term business provision
726
793
726
793
Long term contracts
- individual life insurance contracts
506,666
529,554
—
—
- investment contracts with DPF
1,870,997
1,766,724
—
—
Total technical provisions, gross
2,470,668
2,383,550
93,005
87,272
Recoverable from reinsurers
Short-term insurance contracts - general business
- claims outstanding
24,890
25,203
24,890
25,203
- provision for unearned premiums
7,424
5,990
7,424
5,990
Short term insurance contracts - Group life
- claims outstanding
—
113
—
113
Long term contracts
- individual life insurance contracts
933
501
—
—
Total reinsurers' share of technical provisions
33,247
31,807
32,314
31,306
Net
Short-term insurance contracts - general business
- claims outstanding
28,877
25,600
28,877
25,600
- provision for unearned premiums
30,529
28,984
30,529
28,984
Short term insurance contracts - Group life
- claims outstanding
559
589
559
589
- long term business provision
726
793
726
793
Long term contracts
- individual life insurance contracts
505,733
529,053
—
—
- investment contracts with DPF
1,870,997
1,766,724
—
—
Total technical provisions, net
2,437,421
2,351,743
60,691
55,966
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
1
5
4
24.Insurance liabilities and reinsurance assets - continued
Technical provisions in relation to short term insurance contracts are classified as current
liabilities, in that, claims outstanding represent events that happened and which would normally
be settled within the normal operating cycle. The timing of payment can be dependent on factors,
like court cases, that could defer such payment to beyond a year from the reporting date.
Technical provisions in relation to long term business are substantially non-current.
(a)Short-term insurance contracts – claims outstanding
The gross claims reported are net of expected recoveries from salvage and subrogation.
The technical provisions are largely based on case-by-case estimates adjusted for in those
instances where the ultimate cost determined by estimation techniques differs. This is further
supplemented with additional provisions for IBNR.
Motor claims occurring between 2017 and 2021 have been determined on an ultimate cost basis
having regard to estimation techniques establishing the average ultimate cost per claim, which
average was applied to the number of reported claims and the estimated number of incurred but
not yet reported claims. Motor large losses, in the main involving fatalities or serious bodily
injury, are still reserved at the case-by-case reserve estimate rather than the established ultimate
cost average.
The development tables in this note give an indication of the time it takes to settle certain claims.
This is attributable to certain classes of business taking several years to develop and is also due to
the length of time it takes for the respective cases to be resolved in court.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
1
5
5
24. Insurance liabilities and reinsurance assets - continued
(a)Short term insurance contracts – cla ims outstanding - continued
The top half of the table below illustrates how the Company’s estimate of total claims incurred for each accident year has changed at successive year-
ends on a net basis. The bottom half of the table reconciles the cumulative claims to the amount appearing in the statement of financial position on a
net basis. The accident-year basis is considered to be the most appropriate for the general business written by the Company.
Company
Accident year
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
Total
€’000
€’000
€’000
€’000
€’000
€’000
€’000
€’000
€’000
€’000
€’000
€’000
Estimate of ultimate claims cost:
- at end of accident year
15,972
15,756
16,104
17,775
23,216
30,078
33,106
33,539
33,848
28,126
34,703
—
- one year later
15,402
14,183
14,205
16,060
23,350
30,320
33,952
33,645
35,714
28,373
—
—
- two years later
13,702
12,932
13,465
15,565
22,442
29,171
33,638
33,846
36,717
—
—
—
- three years later
12,694
12,543
13,288
15,608
22,786
28,863
33,325
33,248
—
—
—
—
- four years later
12,467
12,586
13,178
15,611
22,551
29,038
33,158
—
—
—
—
—
- five years later
12,476
12,144
13,044
15,420
22,489
29,030
—
—
—
—
—
—
- six years later
12,504
12,311
13,016
15,247
22,656
—
—
—
—
—
—
—
- seven years later
12,398
12,094
13,233
15,222
—
—
—
—
—
—
—
—
- eight years later
12,581
11,981
13,247
—
—
—
—
—
—
—
—
—
- nine years later
12,551
11,965
—
—
—
—
—
—
—
—
—
—
- ten years later
12,564
—
—
—
—
—
—
—
—
—
—
—
Current estimates of cumulative claims
12,564
11,965
13,247
15,222
22,656
29,030
33,158
33,248
36,717
28,373
34,703
270,883
Cumulative payments to date
(12,281)
(11,597)
(13,020)
(14,965)
(21,497)
(28,047)
(31,521)
(31,636)
(34,155)
(25,584)
(18,623)
(242,926)
—
Liability recognised in the
statement of financial position
283
368
227
257
1,159
983
1,637
1,612
2,562
2,789
16,080
27,957
Liability in respect of prior years
920
Total reserve included in the
statement of financial position
28,877
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
156
24.Insurance liabilities and reinsurance assets - continued
(a)Short-term insurance contracts – claims outstanding - continued
The Company benefits from reinsurance programmes that were purchased in the current
and prior years which include proportional cover supplemented by excess of loss
reinsurance cover. The reinsurers’ share of claims liabilities is estimated net of the
provision for known and expected incidents of insolvency of reinsurers.
Movements in claims and loss adjustment expenses:
Group and Company
Year ended 2020
Gross
Reinsurance
Net
€’000
€’000
€’000
Total at beginning of year
52,619
(24,236)
28,383
Claims settled during the year
(38,247)
5,619
(32,628)
Increase in net liabilities
—
—
—
- arising from current year claims
32,635
(4,509)
28,126
- arising from prior year claims
3,796
(2,077)
1,719
At end of year
50,803
(25,203)
25,600
Group and Company
Year ended 2021
Gross
Reinsurance
Net
€’000
€’000
€’000
Total at beginning of year
50,803
(25,203)
25,600
Claims settled during the year
(37,134)
5,524
(31,610)
Increase in net liabilities
- arising from current year claims
38,348
(3,644)
34,704
- arising from prior year claims
1,750
(1,567)
183
At end of year
53,767
(24,890)
28,877
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
157
24.Insurance liabilities and reinsurance assets - continued
(a)Short-term insurance contracts – claims outstanding - continued
Movements in claims and loss adjustments expenses - continued
The Group continuously monitors closely the development in insurance liabilities in order
to ascertain the adequacy of its claims reserves. Movements in reserves in respect of
claims occurring in previous years arise when these claims are actually settled and/or when
reserves are revised to reflect new information that emerges.
The Company registered a gross unfavourable run-off of €1.75 million (2020: unfavourable
€3.80 million). After the effect of reinsurance, this amounts to an unfavourable €0.20
million (2020: unfavourable €1.72 million). This net run-off arose principally from an
unfavourable development on claims in the motor class of direct general business of
insurance.
(b)Short-term insurance contracts - provision for unearned premiums and unexpired risks
The movements for the year are summarised as follows:
Group and Company
Year ended 2020
Gross
Reinsurance
Net
€’000
€’000
€’000
At beginning of year
34,510
(5,664)
28,846
Net charge/(credit) to profit or loss
464
(326)
138
At end of year
34,974
(5,990)
28,984
Group and Company
Year ended 2021
Gross
Reinsurance
Net
€’000
€’000
€’000
At beginning of year
34,974
(5,990)
28,984
Net charge/(credit) to profit or loss
2,979
(1,434)
1,545
At end of year
37,953
(7,424)
30,529
€0.08 million in provision for unexpired risks was recognised as at 31 December 2021
(2020: nil million).
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
158
24.Insurance liabilities and reinsurance assets - continued
(c)Group Life insurance contracts
Claims outstanding
Movement in claims outstanding is summarised as follows:
Group and Company
Year ended 2020
Gross
Reinsurance
Net
€’000
€’000
€’000
At beginning of year
386
(53)
333
Claims settled during the year
(1,207)
349
(858)
Increase in net liabilities
1,523
(409)
1,114
At end of year
702
(113)
589
Group and Company
Year ended 2021
Gross
Reinsurance
Net
€’000
€’000
€’000
At beginning of year
702
(113)
589
Claims settled during the year
(1,250)
122
(1,128)
Increase in net liabilities
1,107
(9)
1,098
At end of year
559
—
559
Long term business provision
The balance on the long term business provision has been assessed by the Company’s
appointed actuary as being sufficient to meet liabilities at 31 December 2021. The net
assets representing this long term business provision, which are included under the
respective headings in the Group’s overall statement of financial position, are as follows:
2021
2020
€’000
€’000
Other investments
1,396
1,134
Insurance and other receivables
361
434
Cash and cash equivalents
862
749
Net claims outstanding
(559)
(589)
Insurance and other payables
(1,334)
(935)
Long term business provision, net of reinsurance
726
793
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
159
24. Insurance liabilities and reinsurance assets - continued
(d)Long term business – Individual Insurance life contracts and investment contracts with
DPF
Individual life insurance contracts
Group
2021
2020
€’000
€’000
Gross technical provisions
- claims outstanding
9,129
7,718
- long term business provision
497,537
521,836
506,666
529,554
Reinsurers’ share of technical provisions
- claims outstanding
933
501
933
501
Net technical provisions
- claims outstanding
8,196
7,217
- long term business provision
497,537
521,836
505,733
529,053
The movements for the year are summarised as follows:
Group
Year ended 2020
Gross
Reinsurance
Net
€’000
€’000
€’000
At beginning of year
553,769
(443)
553,326
Credit to the profit or loss account
(24,215)
(58)
(24,273)
At end of year
529,554
(501)
529,053
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
160
24. Insurance liabilities and reinsurance assets - continued
(d)Long term business – Individual Insurance life contracts and investment contracts with
DPF - continued
Individual life insurance contracts - continued
Group
Year ended 2021
Gross
Reinsurance
Net
€’000
€’000
€’000
At beginning of year
529,554
(501)
529,053
Credit to the profit or loss account
(22,888)
(432)
(23,320)
At end of year
506,666
(933)
505,733
The above liabilities are substantially non-current in nature.
Group
2021
2020
€’000
€’000
Investment contracts with DPF (gross and net)
- claims outstanding
36,944
35,874
- long term business provision
1,834,053
1,730,850
1,870,997
1,766,724
The movements for the year are summarised as follows:
2021
2020
€’000
€’000
Year ended 31 December
At beginning of year
1,766,724
1,695,757
Charge to the profit or loss account
104,273
70,967
At end of year
1,870,997
1,766,724
The above liabilities are substantially non-current in nature.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
161
24.Insurance liabilities and reinsurance assets - continued
(d)Long term business – Individual Insurance life contracts and investment contracts with
DPF - continued
Long term contracts – assumptions, changes in assumptions and sensitivity
(i)Assumptions
Rate of future investment return
The rate of future investment return (valuation interest rate) is calculated in accordance
with the Insurance Regulations. In accordance with these rules the calculation of the rate
of future investment return is based on a prudent assessment of the yields generated by the
long term business assets. This assessment does not include any allowance for capital
growth on assets other than bonds. On bonds the allowance must be consistent with the
yield to maturity of the instrument in the market. This could be interpreted as setting the
rate of future investment return in line with the weighted average portfolio yield taking
into account certain risk adjustments.
Bonus rates
The current rates of reversionary and terminal bonuses are determined by the Board in
consultation with the Approved Actuary. Different bonus rates are declared on different
generations of contracts depending on the type of product, cost structure, past investment
performance and premium rates. Different bonuses are declared to maintain equity between
different generations of contract holders and products with different characteristics. Future
bonus rates are not guaranteed and the assumptions are set to allow for a fair and orderly
run-off of the fund.
The levels of reversionary bonus rates are affected by measures taken to provide resilience
to market conditions, and to provide for future payments of terminal bonuses. These
measures are not intended, over the long term, to be a source of profit or loss.
Policy maintenance expenses
The per policy maintenance expense has been determined by reference to the Group’s cost
base.
Minimum reserve
With profits policy reserves are equal to the underlying asset share as aggregated at the
homogeneous product cohort level.
The minimum reserve for unit linked contracts is determined on a policy by policy basis
where appropriate and is set equal to the current surrender value or zero whichever is
greater.
The minimum reserve for protection contracts is also determined on a policy by policy
basis and is set equal to the policy reserve or zero, whichever is higher.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
162
24.Insurance liabilities and reinsurance assets - continued
(d)Long term business – Individual Insurance life contracts and investment contracts with
DPF - continued
Long term contracts – assumptions, changes in assumptions and sensitivity – continued
(i)Assumptions - continued
Mortality
The Group makes reference to the AMC00 (2020: AMC00) standard mortality table.
Mortality experience is reviewed annually and assumptions are set separately for protection
and savings and investment contracts having regard to past experience and trends. A
margin for adverse deviation is applied to best estimate mortality rates when determining
the prudent valuation assumption.
(ii) Changes in assumptions
In accordance with normal practice, investment return assumptions were reviewed to reflect
market movements over the year. Similarly our mortality and policy expense expectations
were also updated. The combined impact of these changes in assumptions was charged
against the technical result for the year.
(iii) Sensitivity analysis
The directors have considered the sensitivity of the key variables underlying the liability for
long term contracts. The most sensitive assumption is the rate of future investment return
that will be driven by market forces. Sensitivity analysis for interest rate risk and equity
price risk has been disclosed in Note 4. The Insurance Regulations ensure a consistent and
prudent derivation of this key estimate as described above. The Group’s bonus policy is
also influenced by market conditions. The Group’s reserving policy considers market
conditions over the longer term through prudent assumptions of future investment returns
combined with a consistent view of future bonuses. This acts to mitigate the impact of
market movements and profit or loss is not affected by changes in the rate of regular bonus.
2021
2020
€’000
€’000
Long term business provision
59,784
52,202
Claims outstanding
1,085
1,329
60,869
53,531
The above liability is considered to be substantially non-current in nature.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
163
25.Deferred acquisition costs – short term insurance contracts
Group and Company
2021
2020
€’000
€’000
Year ended 31 December
Opening net book amount
8,080
7,775
Net amount charged to profit or loss
347
305
Closing net book amount
8,427
8,080
Deferred acquisition costs are all classified as current assets.
26. Insurance and other receivables
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Receivables arising from direct insurance
operations:
- due from policyholders
272
654
272
466
- due from agents, brokers and
intermediaries
16,297
15,994
16,297
15,996
- due from reinsurers
363
667
363
667
Receivables arising from reinsurance
operations:
- due from reinsurers
16
16
16
16
Other loans and receivables:
- prepayments
4,669
4,490
1,806
1,979
- accrued interest and rent
10,507
11,865
173
194
- receivables from subsidiary undertakings
—
—
470
180
- receivables from associated undertaking
212
419
212
419
- other receivables
120
56
—
—
Provision for impairment of receivables
(387)
(333)
(387)
(333)
32,069
33,828
19,222
19,584
Current portion
32,069
33,828
19,222
19,584
Balances due from group undertakings, associated undertaking and other receivables
are unsecured, non-interest bearing and have no fixed date of repayment.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
164
26.Insurance and other receivables - continued
Movements in the provision for impairment of receivables are as follows:
Group and Company
2021
2020
€’000
€’000
Balance as at 1 January
333
191
Increase in provision for impairment (Note 10)
160
174
Release of provision for impairment during the year
(106)
(32)
Balance as at 31 December
387
333
27.Cash and cash equivalents
For the purpose of the statements of cash flows, the year-end cash and cash equivalents
comprise the following:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Cash at bank and in hand
71,443
97,060
11,575
31,432
28.Share capital
Group and Company
2021
2020
€’000
€’000
Authorised
150 million ordinary shares of €0.21 each
31,500
31,500
Issued and fully paid
92 million ordinary shares of €0.21 each
19,320
19,320
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
165
29.Other reserves
Group
Value of
Freehold
Available-
Total
in-force
land and
for-sale
business
buildings
investments
€'000
€'000
€'000
€'000
Balance at 1 January 2020
36,748
—
115
36,863
Fair value movements -gross
—
—
(331)
(331)
Fair value movements -tax
—
—
115
115
Available-for-sale investments - reclassified
to profit or loss
- gross
—
—
635
635
- related tax
—
—
(302)
(302)
Share of increase in value of in-force
business of subsidiary undertaking
1,849
—
—
1,849
Balance at 31 December 2020
38,597
—
232
38,829
Balance at 1 January 2021
38,597
—
232
38,829
Fair value movements -gross
—
—
117
117
Fair value movements -tax
—
—
(64)
(64)
Available-for-sale investments -
reclassified to profit or loss
- gross
—
—
(155)
(155)
-related tax
—
—
53
53
Revaluation gain on freehold land and
buildings
—
1,081
—
1,081
Share of increase in value of in-force
business of subsidiary company
4,956
—
—
4,956
Balance at 31 December 2021
43,553
1,081
183
44,817
The above reserves are not distributable reserves.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
166
29.Other reserves - continued
Company
Investment
Investment
Available-
in subsidiary
in associated
for-sale
undertakings
undertakings
investments
Total
€’000
€’000
€’000
€’000
Balance at 1 January 2020
34,663
86
115
34,864
Fair value movements -gross
—
—
(331)
(331)
Fair value movements -tax
115
115
Available-for-sale investment -
reclassified to profit or loss
- gross
—
—
(635)
(635)
- related tax
—
—
(302)
(302)
Other
—
5
—
5
Balance at 31 December 2020
34,663
91
232
34,986
Balance at 1 January 2021
34,663
91
232
34,986
Fair value movements -gross
—
—
117
117
Fair value movements -tax
—
—
(64)
(64)
Available-for-sale-investments-
reclassified to profit or loss
- gross
—
—
(155)
(155)
- related tax
—
—
53
53
Other
—
(2)
—
(2)
Balance at 31 December 2021
34,663
89
183
34,935
The above reserves are not distributable reserves.
30. Provision for other liabilities and charges
The Group and Company operate a defined benefit plan in favour of a former Executive
Chairman. The pension plan defines an amount of pension benefit that he receives on
retirement. The liability recognised in the statements of financial position is the present
value of the obligation determined by discounting estimated future cash outflows.
The following table shows the changes in the present value of the pension obligation
and amounts shown in the profit or loss and other comprehensive income:
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
167
30. Provision for other liabilities and charges - continued
Group and Company
2021
2020
€’000
€’000
At 1 January
1,057
1,101
Interest expense - profit or loss (Note 8)
3
5
Settlements
(61)
(61)
Re-measurement actuarial loss - other comprehensive income
(2)
12
Balance at 31 December
997
1,057
The following payments as expected in the future years:
Group and Company
2021
2020
€’000
€’000
Within one year
61
60
After more than one year
936
997
997
1,057
The significant assumptions used in determining the pension obligation are shown
below:
Group and Company
2021
2020
Mortality
AMC00
AMC00
Discount rate
0.7%
0.3%
Inflation rate
1.2%
0.9%
A quantitative analysis of the impact on the pension obligation for the significant
assumptions is shown below:
Group and Company
2021
2020
€000
€000
Discount Rate - 1% point increase
(87)
(96)
Discount Rate - 1% point decrease
100
122
Inflation Rate - 1% point increase
93
104
Inflation Rate - 1% point decrease
(82)
(92)
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
168
31.Insurance and other payables
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Creditors arising out of direct insurance
operations
13,641
12,546
4,063
3,609
Creditors arising out of reinsurance
operations
172
172
172
172
Amount owed to associated undertakings
(Note 35)
217
258
217
258
Amount owed to subsidiary undertakings
(Note 35)
—
—
1,013
1,007
Social security and other tax payables
4,540
3,890
1,645
1,458
Accruals and other payables
9,549
8,173
3,950
3,660
Deferred income
3,055
2,452
2,341
1,811
31,174
27,491
13,401
11,975
Current
30,974
27,319
13,401
11,975
Non-current
199
172
—
—
31,174
27,491
13,401
11,975
Balances due to group undertakings are unsecured, non-interest bearing and have no
fixed date of repayment.
Deferred income for the Group includes front-end fees received from holders of
investment contracts without DPF as a prepayment for asset management and related
services and rental income received in advance. These amounts are non-refundable and
are released to income as the services are rendered.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
169
32.Cash generated from operations
Reconciliation of profit before tax to cash generated from operations:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Profit before tax
20,390
21,191
4,063
6,388
Adjusted for:
Depreciation (Note 18)
855
939
518
476
Increase in provision for
impairment of receivables (Note 26)
54
142
54
142
Settlement of provision for liabilities and
charges (Note 30)
(61)
(61)
(61)
(61)
Amortisation (Note 16)
2,207
3,614
1,523
1,657
Depreciation of right-of-use assets (Note
17)
328
294
270
215
Lease payments against lease liabilities
(411)
(386)
(341)
(311)
Adjustments relating to investment return
(112,135)
(61,291)
274
717
Loss on sale of property, plant and
equipment
—
2
—
2
Revaluation loss on property (Note 18)
1,521
—
—
—
Movements in:
Insurance and other receivables
63
(2,398)
310
(2,416)
Deferred acquisition costs (Note 25)
(347)
(305)
(347)
(305)
Reinsurers' share of technical provisions
(1,440)
(1,411)
(1,008)
(1,353)
Technical provisions
94,456
46,697
5,733
(894)
Insurance and other payables
3,880
1,071
1,426
201
Cash generated from operations
9,360
8,098
12,414
4,458
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
170
33.Commitments
Capital commitments
Commitments for capital expenditure not provided for in these financial statements are
as follows:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Authorised and not contracted for
- property, plant and equipment
920
1,266
920
1,266
- intangible assets
2,914
1,009
2,914
1,009
- investment property
118
303
—
—
Authorised and contracted for
- property, plant and equipment
903
705
684
333
- intangible assets
1,668
7,150
1,480
1,452
- investment property
3,834
754
—
—
Operating lease commitments – where a Group company is a lessor
The Group and the Company lease out certain premises under operating leases. The
future minimum lease payments receivable under non-cancellable operating leases are
as follows:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Not later than 1 year
4,970
5,219
541
629
Later than 1 year and not later than 5 years
9,190
10,415
988
422
Later than 5 years
2,433
2,478
38
—
16,593
18,112
1,567
1,051
Rental income from operating leases recognised in profit or loss during the year is
disclosed in Note 8.
34.Contingencies
The Company has given guarantees to third parties amounting to €0.19 million (2020:
€0.21 million) not arising under contracts of insurance.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
171
35.Related party transactions
In the normal course of business, the Group enters into various transactions with related
parties. Related parties are defined as those that have an ability to control or exercise
significant influence over the other party in making financial and operational decisions.
These include directors, key management personnel and shareholders, and their close
family members, who hold a substantial amount of the votes able to cast at general
meetings. Parent undertaking refers to MAPFRE Internacional S.A. and/or MAPFRE
S.A. or companies owned by MAPFRE S.A.. Bank of Valletta p.l.c. is a related party
in light of its shareholding in the Company and in MAPFRE MSV Life p.l.c..
Subsidiary undertakings and Associated undertakings refer to the companies listed in
Notes 20 and 21 respectively.
Relevant particulars of related party transactions are as follows:
Group
2021
2020
€’000
€’000
(a) Sales of insurance contracts and other services
Transactions with parent undertaking:
- Commission received
4,549
4,135
- Claims recovered
5,518
5,669
Transactions with related undertaking:
- Trailer fees received
23
21
- Sale of insurance contracts
925
650
- Dividends received and interest income
1,332
1,692
- Rental income on investment property
288
274
Transactions with associated undertaking
- Sale of insurance contracts
27
24
- Dividends received
141
136
- Rental income on investment property
36
43
- Reimbursement of expenses for back office support services
17
18
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
172
35.Related party transactions - continued
(b) Purchase of products and services
Transactions with parent undertaking:
- Reinsurance premium ceded
16,015
16,920
- Staff development training
7
—
- Expat staff benefits
29
192
- Computer maintenance, Group IT shared services
1,279
1,209
- Capitalisation of software development
399
241
- Corporate area cost allocations
417
287
Transactions with related undertaking
- Acquisition cost payable
5,552
4,457
- Bank charges
169
248
- Bank interest
353
413
Transactions with associated undertaking
- Roadside assistance membership and other call centre services
2,500
2,430
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
173
35.Related party transactions - continued
Company
2021
2020
€’000
€’000
(a) Sales of insurance contracts and other services
Transactions with parent undertaking:
- Commission received
4,417
3,975
- Claims recovered
5,518
5,669
Transactions with related undertaking:
- Sale of insurance contracts
925
650
- Dividends received and interest income
—
1
Transactions with subsidiary undertaking
- Sale of insurance contracts
232
187
- Rental income on investment property
87
169
- Rental income from sub-letting of shared premises
34
34
- Reimbursement of expenses for back office support services
783
664
Transactions with associated undertaking
- Sale of insurance contracts
27
24
- Dividends received
141
136
- Rental income on investment property
38
43
- Reimbursement of expenses for back office support services
17
18
(b) Purchase of products and services
Transactions with parent undertaking:
- Reinsurance premium ceded
14,483
14,852
- Staff development training
7
—
- Expat staff benefits
29
192
- Computer maintenance, Group IT shared services
534
836
- Capitalisation of software development
351
241
- Corporate area cost allocations
417
286
Investment management services
4
—
Transactions with related undertaking
- Bank Charges
85
141
- Bank Interest
47
107
Transactions with subsidiaries
- Reimbursement of expenses for back office support services
515
479
Transactions with associated undertakings
Roadside assistance membership and other call centre services
2,500
2,430
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
174
35.Related party transactions - continued
Key management personnel during 2021 and 2020 comprised the President & Chief
Executive Officer, Chief Executive Officers, Assistant General Managers, General
Manager, Chief Financial Officer, Chief Officers and Chief Underwriters. Total
remuneration paid by the Group to key management personnel amounted to €3.52
million (Company: €1.82 million). Corresponding figures for 2020 were €3.23 million
paid by the Group and €1.63 million paid by the Company.
Year-end balances arising from the above transactions:
Group
Company
2021
2020
2021
2020
€’000
€’000
€’000
€’000
Debtors arising out of direct insurance
operations
- Related undertaking
194
45
194
45
- Parent Undertaking
116
286
116
286
Creditors arising out of direct insurance
operations
- Parent Undertaking
1,714
1,005
1,294
832
- Related undertaking
481
488
—
—
Amounts owed to
- Associated undertaking
217
258
217
258
- Subsidiary undertaking
—
—
1,013
1,007
Amounts owed by
- Associated undertaking
212
423
212
423
- Subsidiary undertaking
—
—
454
174
- Parent Undertaking
317
682
1
15
Accruals - Parent undertaking
126
658
85
361
Reinsurers share of technical provisions
- Parent Undertaking
29,066
28,111
29,066
28,111
Investments in related undertaking
150,264
179,135
507
535
Cash and cash equivalents with related
undertaking
44,264
68,703
6,735
22,117
All balances above have arisen in the course of the Group’s and Company’s normal
operations. Balances due from/to group undertakings are unsecured, non-interest
bearing and have no fixed date of repayment
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
175
36.Significant events during the period and subsequent to the reporting date
Growth Investments Limited
During the financial reporting period ended 31 December 2020, the subsidiary of
MAPFRE MSV Life p.l.c., Growth Investments Limited (“GIL”), started to formally
inform clients of the directors’ intention to wind down the entity. In addition, GIL
entered into a transfer of business agreement with related companies. The process of
transferring business and/or closure of clients’ accounts is nearing completion and, as at
the date of issue of these financial statements, only one account remains open. GIL’s
directors expect the remaining transfer to be completed by the first half of 2022. Once
that process is complete, the intention is to voluntary surrender the subsidiary’s
investment licence issued by the Malta Financial Services Authority. Following the
conclusion of that step, the subsidiary’s directors intend to proceed to liquidate the
entity.
37. Statutory information
MAPFRE Middlesea p.l.c. is a public limited company and is incorporated in Malta.
The Group is 55.83% owned by MAPFRE Internaciona l (the “immediate parent”), a
company registered in Spain, the registered office of which is situated at Carretera de
Pozuelo 52, Majadahonda 28222, Madrid, Spain.
The Group’s ultimate parent is Fundación MAPFRE, the registered office of which is
situated at Paseo de Recoletos 23, 28004, Madrid, Spain.
The Group’s results are consolidated at MAPFRE S.A. level of which Fundación
MAPFRE is the parent. MAPFRE S.A. is a company the registered office of which is
situated at Carretera de Pozuelo 52, Majadahonda 28222, Madrid, Spain.
MAPFRE MIDDLESEA p.l.c.
Annual Report - 31 December 2021
176
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report
To the Shareholders of MAPFRE Middlesea p.l.c.
1 Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of MAPFRE Middlesea p.l.c. (the
“Company”) and of the Group, of which the Company is the parent, which comprise
the statements of financial position as at 31 December 2021, the statements of profit
or loss, comprehensive income, changes in equity and cash flows for the year then
ended, and notes, comprising significant accounting policies and other explanatory
information.
In our opinion, the accompanying financial statements:
a.give a true and fair view of the financial position of the Company and of the
Group as at 31 December 2021, and of their financial performance and their cash
flows for the year then ended in accordance with International Financial
Reporting Standards (“IFRS”) as adopted by the EU; and
b.have been properly prepared in accordance with the provisions of the Companies
Act, 1995 (Chapter 386, Laws of Malta) (the “Act”) and the Insurance Business
Act, 1998 (Chapter 403, Laws of Malta) (the “Insurance Business Act”) and,
additionally, specifically in relation to those of the Group, with the requirements of
article 4 of the Regulation on the application of IFRS as adopted by the EU.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing
(“ISAs”). Our responsibilities under those standards are further described in the
Auditors’ responsibilities for the audit of the financial statements section of our report.
We are independent of the Company and the Group in accordance with the
International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA
Code), together with the ethical requirements that are relevant to our audit of the
financial statements in accordance with the Accountancy Profession (Code of Ethics
for Warrant Holders) Directive issued in terms of the
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Basis for opinion (continued)
Accountancy Profession Act (Chapter 281, Laws of Malta) (“APA”), and we have
fulfilled our other ethical responsibilities in accordance with these requirements and
the IESBA Code. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial statements of the current period (selected
from those communicated to the audit committee), and include a description of the
most significant assessed risks of material misstatement (whether or not due to
fraud) identified by us, including those which had the greatest effect on: the overall
audit strategy; the allocation of resources in the audit; and directing the efforts of the
engagement team. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
We summarise below the key audit matters, together with our response by way of the
audit procedures we performed to address those matters in our audit, and key
observations arising with respect to such risks of material misstatement.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Key audit matters (continued)
Estimates for insurance claim provisions in relation to general business
Accounting policy note 2.14 to the financial statements and notes 3, 4,1 and 24 for
further disclosures
'Outstanding claims - general business' ("OSC") (€53,767 thousand) included in
'Technical provisions'
The Company enters into insurance contracts which expose it to the uncertainty
surrounding the amount of claims reserved resulting on the occurrence of insured
events whether reported or yet to be reported. We have considered the estimate of
OSC as a key audit matter in view of the subjectivity surrounding: (i) the ultimate cost
of claims; and (ii) the judgement applied by the claims handling personnel in
determining the claim amount, based on the information as it becomes available, also
having regard to the nature of the claim, and the incurred but not yet reported claims.
Due to the degree of such inherent estimation uncertainty underlying the calculation
of OSC, the amounts recognised in the statement of financial position may result to
be different from those settled.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Key audit matters (continued)
Estimates for insurance claim provisions in relation to general business
(continued)
Our response
As part of our procedures, we evaluated the appropriateness of the Company’s
assumptions applied in estimating the OSC and their quantum. Our evaluation
considered industry norms, as well as our industry knowledge and experience, in
performing substantive procedures, which included:
–involving our actuarial specialist, in assessing the appropriateness of the
Company's assumptions to develop the ultimate cost of claims of the motor OSC
(excluding the motor business addressed in the below procedure) and,
evaluating the amount recorded based on our analysis of the data elements; and
–in relation to the remaining motor OSC and OSC arising from the other lines of
general business, evaluating samples of such claims to assess the basis of the
estimates, and evaluating the appropriateness of the Company’s assumptions
underlying the incurred but not yet reported claims assessment.
Key observation
We have no key observations to report, specific to this matter.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Key audit matters (continued)
Actuarial assumptions underlying the calculations of the (a) ‘long term
business provision’ (“LTBP”) relating to term business; and (b) ‘value of in
force business’ (“VIF”) in relation to business carried out by the main
subsidiary of the group MAPFRE MSV Life p.l.c. (MMSV)
Accounting policy note 2.4 and 2.14 to the financial statements and notes 3, 16 and 24 for
further disclosures
LTBP relating to the term business within ‘Technical provisions’ (€2,438,532 thousand
for all business, inclusive of the term business); and VIF (€87,104 thousand) included
in ‘Intangible assets’
MMSV enters into insurance contracts which comprise term, unit-linked and
participating (with-profits) business. For term business, the obligation of MMSV is the
payment of a death benefit, where such an event occurs during the period the policy
is in force. Within the amounts reported under ‘Technical provisions’, we have
considered the LTBP relating to the term business as a key audit matter in view of the
judgement involved in estimating the ultimate total settlement value (therefore subject
to significant actuarial assumptions). Due to inherent estimation uncertainty, the
outcomes of the estimated outflows (being the ultimate total settlement value) in
relation to long-term business provisions (“LTBP”) on the non-participating business
(term business), may be different from the amounts provided.
Also, as part of its intangible assets, MMSV recognises the discounted value of
projected future transfers to shareholders from those insurance contracts and the
investment contracts in force at the end of the reporting period, net of deferred tax.
The determination of this VIF also involves judgement.
The judgement involved relates, in the main, to actuarial assumptions which impact
the LTBP relating to the term business and the VIF. Those assumptions comprise
both economic assumptions (namely, valuation rate of interest (“VIR”), inflation, risk
discount rate and the investment return), and non-economic (operating) assumptions
(namely, mortality and lapse rates).
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Key audit matters (continued)
Actuarial assumptions underlying the calculations of the (a) ‘long term
business provision’ (“LTBP”) relating to term business; and (b) ‘value of in
force business’ (“VIF”) in relation to business carried out by the main
subsidiary of the group MAPFRE MSV Life p.l.c. (MMSV) (continued)
Our response
As part of our procedures, we involved our actuarial specialist to assess the
appropriateness of the following key assumptions underlying the calculations of the
actuarial elements:
Economic assumptions
–We assessed the VIR against the regulatory valuation rules as used for
accounting purposes. We have also assessed whether the VIR derivation: (i) took
into account the critical factors impacting the portfolio yield; and (ii) contains
prudence consistent with the relevant regulations.
–Specifically in relation to the LTBP calculations, we assessed the
appropriateness of the inflation assumption, as to whether the expense inflation
was set in accordance with the applicable valuation rules, by considering the
movements in Malta’s Consumer Price Index, published by the National Office of
Statistics, and the economic forecasts prepared by the Central Bank of Malta.
–Specifically in relation to the VIF calculation, we assessed whether: (i) the
assumptions underlying the risk discount rate, the investment return and inflation
are set in line with MMSV’s long-term expectations; and (ii) MMSV’s approach in
determining the assumptions in line with MMSV’s long-term expectations, for the
purpose of the VIF calculation, reflects industry practice.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Key audit matters (continued)
Actuarial assumptions underlying the calculations of the (a) ‘long term
business provision’ (“LTBP”) relating to term business; and (b) ‘value of in
force business’ (“VIF”) in relation to business carried out by the main
subsidiary of the group MAPFRE MSV Life p.l.c. (MMSV) (continued)
Non-economic assumptions
–We assessed MMSV’s best estimate mortality assumptions against observed
data in light of its experience in recent years and compared such assumptions to
those used in MMSV’s computation of the actuarial results for accounting
purposes.
–Specifically, in relation to the VIF calculation, we assessed the appropriateness of
the MMSV’s best estimate lapse assumptions, through the evaluation of
observed data over recent years.
Key observation
We have no key observations to report, specific to this matter.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Key audit matters (continued)
Valuation of Investment property
Accounting policy note 2.6 to the financial statements and note 3 and 19 for further
disclosures
‘Investment property’ (Group: €110,016 thousand; and Company: €13,529 thousand)
As part of its investment strategy, the Group and Company hold freehold and
leasehold properties as investment property. The valuation of such investment
property at its fair value is subject to significant judgement. Such judgement revolves
around assumptions underlying the determination of fair value as at the reporting
date. We have considered the valuation of investment property as a key audit matter
in view of the subjectivity surrounding the judgement applied and our audit focus on
this area.
Our response
We gained an understanding of the Group and Company's valuation methodology
and assumptions used in estimating the fair value of the investment property as at
the reporting date. Together with our valuation specialist, we applied our industry
knowledge and experience in assessing the appropriateness of the methodology and
assumptions used by management and evaluating the carrying amounts of its
investment properties in the financial statements.
Key Observations
We have no key observations to report, specific to this matter.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Other information
The directors are responsible for the other information which comprises:
–the ‘Mission Statement’;
–the ‘Chairman’s Statement’;
–the ‘President & Chief Executive Officer’s Statement’;
–informational matters relating to the ‘Board of Directors & Company
Secretary’, ‘Head Offices & Agencies’ and ‘Professional Services’;
–the ‘Directors’ Report’;
–the ‘Corporate Governance - Statement of Compliance’; and
–the ‘Remuneration Committee’s Statement to the Shareholders’,
but does not include the financial statements and our auditors’ report thereon.
Our opinion on the financial statements does not cover the other information and,
other than in the case of the directors’ report on which we report separately below in
our ‘Opinion on the Directors’ Report’, we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read
the other information, and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the
audit, or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this
regard.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Responsibilities of the directors for the financial statements
The directors are responsible for the preparation of financial statements that (a) give
a true and fair view in accordance with IFRS as adopted by the EU, and (b) are
properly prepared in accordance with the provisions of the Act and the Insurance
Business Act, and, additionally, specifically in relation to those of the Group, with the
requirements of article 4 of the Regulation on the application of IFRS as adopted by
the EU. The directors are also responsible for such internal control as they determine
is necessary to enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the
Company’s and the Group’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Company and/or the
Group or to cease operations, or have no realistic alternative but to do so.
The directors are also responsible for overseeing the financial reporting process.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or
error, and to issue an auditors’ report that includes our opinion. ‘Reasonable
assurance’ is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with ISAs will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgement and
maintain professional scepticism throughout the audit.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Auditors’ responsibilities for the audit of the financial statements (continued)
We also:
•Identify and assess the risks of material misstatement of the financial statements,
whether due to fraud or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and appropriate to provide
a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
•Consider the extent of compliance with those laws and regulations that directly
affect the financial statements, as part of our procedures on the related financial
statement items. For the remaining laws and regulations, we make enquiries of
directors and other management, and inspect correspondence with the
regulatory authority, as well as legal correspondence. As with fraud, there
remains a higher risk of non-detection of other irregularities (whether or not these
relate to an area of law directly related to the financial statements), as these may
likewise involve collusion, forgery, intentional omissions, misrepresentations, or
the override of internal controls.
•Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Company’s and the
Group’s internal control.
•Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made by the
directors.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Auditors’ responsibilities for the audit of the financial statements (continued)
•Conclude on the appropriateness of the directors’ use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt
on the Company’s and the Group's ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in
our auditors’ report to the related disclosures in the financial statements or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditors’ report.
However, future events or conditions may cause the Company and/or the Group
to cease to continue as a going concern.
•Evaluate the overall presentation, structure and content of the financial
statements, including the disclosures, and whether the financial statements
represent the underlying transactions and events in a manner that achieves fair
presentation.
•Obtain sufficient appropriate audit evidence regarding the financial information of
the entities or business activities within the Group to express an opinion on the
financial statements of the Group. We are responsible for the direction,
supervision and performance of the Group audit. We remain solely responsible
for our audit opinion.
We communicate with the audit committee regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during our audit.
We also provide the audit committee with a statement that we have complied with
relevant ethical requirements regarding independence, and communicate with them
all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Auditors’ responsibilities for the audit of the financial statements (continued)
From the matters communicated with the audit committee, we determine those
matters that were of most significance in the audit of the financial statements of the
current period and are therefore the key audit matters. We describe these matters in
our auditors’ report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such
communication.
2 Opinion on the Directors’ Report
The directors are responsible for preparing a directors’ report in accordance with the
provisions of article 177 of the Act and other applicable legal requirements, and is to
include a statement that the Company is a going concern with supporting
assumptions or qualifications as necessary, as required by Capital Markets Rule 5.62
issued by the Listing Authority in Malta.
We are required to consider whether the information given in the directors’ report for
the accounting period for which the financial statements are prepared is consistent
with those financial statements; and, if we are of the opinion that it is not, we shall
state that fact in our report. We have nothing to report in this regard.
Pursuant to article 179(3) of the Act, we are also required to:
•express an opinion on whether the directors’ report has been prepared in
accordance with the applicable legal requirements; and
•state whether, in the light of the knowledge and understanding of the entity and
its environment obtained in the course of our audit of the financial statements, we
have identified material misstatements in the directors’ report, giving an indication
of the nature of any such misstatements.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
2 Opinion on the Directors’ Report
Pursuant to Capital Markets Rule 5.62 of the Capital Markets Rules issued by the
Listing Authority in Malta, we are required to review the directors’ statement in
relation to going concern.
In such regards:
•in our opinion, the directors’ report has been prepared in accordance with the
applicable legal requirements;
•we have not identified material misstatements in the directors’ report; and
•we have nothing to report in relation to the statement on going concern.
3 Report on Other Legal and Regulatory Requirements
Matters on which we are required to report by the Act, specific to public-
interest entities
Pursuant to article 179B(1) of the Act, we report as under matters not already
reported upon in our ‘Report on the Audit of the Financial Statements’:
•we were first appointed as auditors by the shareholders on 15 July 2015, and
subsequently reappointed at the Company’s general meetings for each financial
year thereafter. The period of total uninterrupted engagement is seven years;
•our opinion on our audit of the financial statements is consistent with the
additional report to the audit committee required to be issued by the Audit
Regulation (as referred to in the Act); and
•we have not provided any of the prohibited services as set out in the APA.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Matters on which we are required to report by exception by the Act
Pursuant to articles 179(10) and 179(11) of the Act, we have nothing to report to you
with respect to the following matters:
•proper accounting records have not been kept; or
•the financial statements are not in agreement with the accounting records; or
•we have not obtained all the information and explanations which, to the best of
our knowledge and belief, we require for the purpose of our audit.
Report on compliance with the requirements of the Commission Delegated
Regulation (EU) 2018/815 supplementing Directive 2004/109/EC (the “ESEF
Regulation”), by reference to Capital Markets Rule 5.55.6 issued by the Listing
Authority
We have undertaken a reasonable assurance engagement in accordance with the
requirements of Directive 6 issued by the Accountancy Board in terms of the
Accountancy Profession Act, 1979 (Chapter 281, Laws of Malta), the Accountancy
Profession (European Single Electronic Format) Assurance Directive, on the Group’s
Annual Report for the year ended 31 December 2021, prepared in a single electronic
reporting format.
Responsibilities of the directors for compliance with the requirements of the ESEF
Regulation
As required by Capital Markets Rule 5.56A, the directors are responsible for the
preparation of the Annual Report in XHTML format, including the specified mark-ups,
in accordance with the requirements of the ESEF Regulation.
In addition, the directors are responsible for such internal control as they determine is
necessary to enable the preparation of the Annual Report that is in compliance with
the requirements of the ESEF Regulation.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
Portico Building
Marina Street
Pietà
PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Auditors’ Report (continued)
To the Shareholders of MAPFRE Middlesea p.l.c.
Auditors’ responsibilities to report on compliance with the requirements of the ESEF
Regulation
Our responsibility is to obtain reasonable assurance about whether the Annual
Report in XHTML format, including the specified mark-ups, comply in all material
respects with the ESEF Regulation based on the evidence we have obtained.
In discharging that responsibility, we:
•obtain an understanding of the entity's financial reporting process, including the
preparation of the Annual Report, in accordance with the requirements of the
ESEF Regulation;
•perform validations to determine whether the Annual Report has been prepared
in accordance with the requirements of the technical specifications of the ESEF
Regulation; and
•examine the information in the Annual Report to determine whether all the
required mark-ups therein have been applied and whether, in all material
respects, they are in accordance with the requirements of the ESEF Regulation.
We believe that the evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Opinion
In our opinion, the Annual Report for the year ended 31 December 2021 has been
prepared, in all material respects, in accordance with the requirements of the ESEF
Regulation, by reference to Capital Markets Rule 5.55.6.
The Principal authorised to sign on behalf of KPMG on the audit resulting in this
independent auditors’ report is Hilary Galea-Lauri.
KPMG 23 March 2022
Registered Auditors
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
92, Marina Street
Pietà, PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Assurance Report
To the Shareholders of Mapfre Middlesea p.l.c
Report required by Capital Markets Rules 5.98 and 12.26N issued by the Malta
Financial Services Authority (the “MFSA”)
We were engaged by the Directors of Mapfre Middlesea p.l.c (the “Company”) to
report on the disclosures of specific elements in the Corporate Governance
Statement and the Remuneration Report (the “Disclosures”) as at 31 December 2021
as to whether they are in compliance with the corporate governance regulations and
information to be provided in the Remuneration Report set out in the Capital Markets
Rules issued by the MFSA (the “Capital Market Rules”). More specifically, we are
required to report on the Disclosures in the form of an independent reasonable
assurance conclusion about whether:
a.in light of our knowledge and understanding of the Company and its environment
obtained in the course of the statutory audit, we have identified material
misstatements with respect to the information referred to in Capital Markets
Rules 5.97.4 (dealing with the Company’s internal control and risk management
systems in relation to the financial reporting process) and 5.97.5 (where a
takeover bid applies). Where material misstatements are identified in relation to
those requirements, we shall, in addition to our conclusion, provide an indication
of the nature of such misstatements;
b.the Disclosures include the other information required by Capital Markets Rule
5.97, insofar as it is applicable to the Company; and
c.the Disclosures include the information required by Appendix 12.1, ‘Information to
be provided in the Remuneration Report’, to Chapter 12 of the Capital Markets
Rules (as applicable).
Responsibilities of the Directors
The Directors are responsible for preparing and presenting the Disclosures in
accordance with the requirements of the Capital Market Rules.
This responsibility includes designing, implementing and maintaining internal control
as they determine is necessary to enable the preparation and presentation of the
Disclosures that are free from misstatement.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
92, Marina Street
Pietà, PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Assurance Report
To the Shareholders of Mapfre Middlesea p.l.c (continued)
Responsibilities of the Directors (continued)
The directors are also responsible for preventing and detecting fraud and for
identifying and ensuring that the Company complies with laws and regulations
applicable to its activities. The directors are responsible for ensuring that personnel
involved in the preparation and presentation of the Disclosures are properly trained,
systems are properly updated and that any changes in reporting relevant to the
Disclosures encompass all significant business units.
Our Responsibilities
Our responsibility is to examine the Disclosures prepared by the Company and to
report thereon in the form of an independent reasonable assurance conclusion based
on the evidence obtained. We conducted our engagement in accordance with
International Standard on Assurance Engagements 3000 (Revised), Assurance
Engagements Other Than Audits or Reviews of Historical Financial Information
(“ISAE 3000”) issued by the International Auditing and Assurance Standards Board.
That standard requires that we plan and perform our procedures to obtain reasonable
assurance about whether the Disclosures are properly prepared and presented, in all
material respects, in accordance with the requirements set out in the relevant Capital
Markets Rules.
The firm applies International Standard on Quality Control 1 Quality Control for Firms
that Perform Audits and Reviews of Historical Financial Information, and Other
Assurance and Related Services Engagements and, accordingly, maintains a
comprehensive system of quality control including documented policies and
procedures regarding compliance with ethical requirements, professional standards
and applicable legal and regulatory requirements.
We have complied with the independence and other ethical requirements of the
International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA
Code), together with the ethical requirements that are relevant to our assurance
engagement in accordance with the Accountancy Profession (Code of Ethics for
Warrant Holders) Directive issued in terms of the Accountancy Profession Act
(Chapter 281, Laws of Malta), and we have fulfilled our other ethical responsibilities
in accordance with these requirements and the IESBA Code.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
92, Marina Street
Pietà, PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Assurance Report
To the Shareholders of Mapfre Middlesea p.l.c (continued)
Our Responsibilities (continued)
The procedures selected and our determination of the nature, timing and extent of
those procedures, will depend on our judgment, including the assessment of the risks
of material misstatement of the preparation and presentation of the Disclosures
whether due to fraud or error.
In making those risk assessments, we have considered internal control relevant to
the preparation and presentation of the Disclosures in order to design assurance
procedures that are appropriate in the circumstances, but not for the purposes of
expressing a conclusion as to the effectiveness of the Company’s internal control
over the preparation and presentation of the Disclosures. Reasonable assurance is
less than absolute assurance.
We are not required to, and we do not, consider whether the directors’ statements on
internal control and risk management systems cover all the risks and controls in
relation to the financial reporting process or form an opinion on the effectiveness of
the Company’s corporate governance procedures or its risks and control procedures,
nor on the ability of the Company to continue in operational existence. Our opinion in
relation to the disclosures pursuant to Capital Markets Rules 5.97.4 and 5.97.5 (as
appropriate) is based solely on our knowledge and understanding of the Company
and its environment obtained in forming our opinion on the audit of the financial
statements.
As part of this engagement, we have not performed any procedures by way of audit,
review or verification of the Disclosures nor of the underlying records or other
sources from which the Disclosures were extracted.
Other Information
We also read the other information included in the Annual Report that contains the
Disclosures, and our report thereon, in order to identify material inconsistencies, if
any, with the Disclosures. We have nothing to report in this regard.
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.
KPMG
92, Marina Street
Pietà, PTA 9044
Malta
Telephone(+356) 2563 1000
Fax (+356) 2566 1000
Website www.kpmg.com.mt
Independent Assurance Report
To the Shareholders of Mapfre Middlesea p.l.c (continued)
Conclusion
Our conclusion has been formed on the basis of, and is subject to, the matters
outlined in this report.
We believe that the evidence we have obtained is sufficient and appropriate to
provide a basis for our conclusion.
In our opinion:
a.in light of our knowledge and understanding of the Company and its environment
obtained in the course of the statutory audit, we have not identified material
misstatements with respect to the information requirements referred to in Capital
Markets Rules 5.97.4 and 5.97.5;
b.the Disclosures include the other information required by Capital Markets Rule
5.97; and,
c.the Disclosures include the information required by Appendix 12.1 to Chapter 12
of the Capital Markets Rules.
The Principal authorised to sign on behalf of KPMG on the work resulting in this
assurance report is Hilary Galea-Lauri.
KPMG 23 March 2022
Registered Auditors
KPMG, a Maltese civil partnership and a member firm of the KPMG global The firm is registered as a A list of partners and directors of
organisation of independent member firms affiliated with KPMG partnership of Certified Public the firm is available at Portico
International Limited, a private English company limited guarantee.Accountants in terms of the Building, Marina Street, Pietà,
Accountancy Profession Act PTA9044, Malta.