Page 73 - Restamax Plc Annual Report 2017

ferred on 2 June 2017. In June, Restamax Plc bought a consist of developing new restaurant concepts and the
20% minority holding in its subsidiary Roska Yhtiöt Oy. further development of existing concepts.
As a result of the transaction, Roska Yhtiöt Oy is now a
wholly-owned subsidiary of Restamax Plc. Corporate governance statement

In June 2017, a 10% minority shareholding in Restamax Plc Restamax has prepared a separate corporate governance
subsidiary Smile Palvelut Ilo Oy was bought. This increased statement for 2017, in accordance with the recommen-
the shareholding of Restamax Plc subsidiary Smile dations of the Corporate Governance Code for Finnish
Henkilöstöpalvelut Oy in Smile Palvelut Ilo Oy to 100 %. listed companies. The statement is available at the
company website at www.restamax.fi.
In July 2017 with a deed of sale dated 1 July 2017, Restamax
Plc’s subsidiary engaging in the labour hire business Assessment of risks and uncertainties related to
purchased 100% of the shares in Smile Job Services One Oy the company’s operations
(formerly Job Services One Oy). The right of ownership of
the shares was transferred on 1 July 2017. In July, a private Generally negative financial development may adversely
offering of shares was carried out in Smile Henkilöstö- affect the company’s operating activities and net
palvelut Oy, as a result of which Restamax Plc’s holding income. Recession affects the purchasing behaviour and
in Smile Henkilöstöpalvelut Oy is 78.35%. purchasing power of consumers and companies.

In August 2017, Restamax Plc’s wholly-owned subsidiary Changes in the competitive environment and other
Ravintola Bodega Salud Oy was merged with its wholly- competitive risks within the company’s segment may
owned subsidiary Rengasravintolat Oy. Also in August, adversely affect the company’s operating activities. The
a 15% minority shareholding in Restamax Plc subsid- restaurant business is a highly competitive industry
iary Talous Bandora Oy was bought. This increases the segment. The company competes with thousands of
shareholding of Restamax Plc subsidiary Smile Banssi other parties offering restaurant services across its
Oy in Talous Bandora Oy to 66%. geographical areas of operation.

In September 2017, Smile Education Oy was established, Changes in the competing environment, and the
with Restamax Plc subsidiary Smile Henkilöstöpalvelut company’s potential failure to adapt to or manage these
Oy owning a 51% shareholding. changes, as well as other competitive risks, should they
be realised, may materially affect the operating activi-
In October 2017, Pyynikin Brewery Restaurants Oy was ties, financial position, operating income and future
established, with Restamax Plc subsidiary Gastromax Oy outlook of the company or a unit thereof, and the share
owning a 85% shareholding. In October, Smile Industries price of the company.
Manse Oy and Smile Botnia Oy were also established.
Restamax Plc subsidiary Smile Industries Tampere Oy Anticipating the needs, preferences and behaviour of
owns 100% of Smile Industries Manse Oy and Smile consumers is one of the greatest challenges in the restau-
Henkilöstöpalvelut Oy owns 90% of Smile Botnia Oy. rant industry. These needs are affected by changes in
society, such as the general increase in purchasing power
In November 2017, Restamax Plc bought an 18.18% and the overall age structure. Restamax aims to develop
minority shareholding in Smile Banssi Etelä Oy, a 20% its service concept in a manner that can anticipate the
minority shareholding in Smile Banssi Häme Oy, an needs and preferences of consumers. In the labour hire
18.18% minority shareholding in Smile Banssi Uusimaa business, the ageing of the Finnish population and the
Oy, a 20% minority shareholding in Smile Banssi Itä Oy, decreasing of the relative number of people of working
a 20% minority shareholding in Smile Banssi Länsi Oy, a age will probably hamper the availability of labour.
20% minority shareholding in Smile Banssi Keski Oy, a
20% minority shareholding in Smile Banssi Lappi Oy, a General leasing level developments and increases in lease
20% minority shareholding in Smile Banssi Helsinki Oy, costs, the price of alcohol and foodstuffs as well as salary
a 30% minority shareholding in Smile Banssi Safety Oy, expenses may adversely affect the company’s operating
a 20% minority shareholding in Smile Banssi Kaakko Oy, activities. The cost of premises, in particular, makes up
a 20% minority shareholding in Smile Hoiva Oy an a 44% a significant part of Restamax’s operating expenses.
minority shareholding in Talous Badora Oy. As a result of Restamax’s premises are primarily leased, so the general
the transactions, Restamax Plc subsidiary Smile Banssi level of rent and development thereof have a major
Oy owns 90.91% of Smile Banssi Etelä Oy, 100% of Smile impact on the company’s operations. Although Restamax
Banssi Häme Oy, 90.91% of Smile Banssi Uusimaa Oy, aims to carefully select the premises that it leases, and
100% of Smile Banssi Itä Oy, 100% of Smile Banssi Länsi to sign long-term, low-cost lease agreements, lease
Oy, 90% of Smile Banssi Keski Oy, 90% of Smile Banssi costs may increase due to the general development of the
Lappi Oy, 100% of Smile Banssi Helsinki Oy, 100% of leasing level and due to reasons attributable to lessors. A
Smile Banssi Safety Oy, 90% of Smile Banssi Kaakko Oy, significant increase in salary expenses may also adversely
100% of Smile Hoiva Oy and 100% of Talous Bandora Oy. affect the company’s operating income. Furthermore, an
increase in the price of alcohol and foodstuffs may reduce
Account on the scope of research and develop- Restamax’s profit margins.
ment activities

The company is not engaged in any actual research
activities. The company’s research activities mainly

CONSOLIDATED FINANCIAL STATEMENTS 73