EXPLORE VIRTUAL QT WORLD
As The Qt Company continues
its growth, the acquisition of
froglogic is an important milestone
in broadening Qt’s best-in-class
software development tools and
building in automated testing
and code coverage analysis
directly into our suite of products.
Juha Varelius
PRESIDENT AND CEO
Qt Group Plc
investors.qt.io
Annual Report 2021
3
Table of Contents
Qt Group in 2021 ....................................................................04
President and CEO’s review ....................................................05
Board of Directors’ Report .................................................... 07
Consolidated Key Figures .................................................... 13
Financial statements ............................................................14
Consolidated income statement ..........................................15
Consolidated statement of financial position ..................16
Consolidated statement of cash flows ..............................17
Consolidated statement of changes
in shareholders’ equity .............................................................18
Notes to the Consolidated Financial Statements ..........19
Parent company income statement ...................................48
Parent company balance sheet ............................................49
Parent company cash flow statement ...............................50
Basic information on the parent company
and accounting policies applied
in the financial statements .....................................................51
Notes to the parent company financial statements ..... 52
Signatures to the Financial Statements
and the Board of Directors’ Report .....................................56
Auditor’s Report ..........................................................................57
Corporate Governance Statement .......................................62
Board of Directors ........................................................................63
Management Team .....................................................................67
Remuneration Report for
Qt Group Plc’s Governing Bodies 2021 .............................. 73
Information for Shareholders ...............................................76
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
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* 2020
Qt Group in 2021
Listed on Nasdaq OMX Helsinki since 2 May 2016.
RETURN ON
INVESTMENT
57.0 %
* 63.6 %
OPERATING
MARGIN
% OF NET SALES
23.8 %
* 21.4 %
OPERATING
RESULT
EUR THOUSAND
*17,017
28,812
EQUITY
RATIO
51.1 %
* 66.6 %
* 0.53
0.91
EARNINGS
PER SHARE
EUR
* 348
PERSONNEL
ON AVERAGE
445
Net Sales
MEUR
121.1
* 79.5
45.6
36.3
2017 2018 2019
120
110
100
90
80
70
60
50
40
30
20
10
0
2020 2021
58.4
79.5
121.1
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
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Excellent growth
continued in 2021
Qt continued the successful execution of its growth strategy in
2021. Our net sales grew by 52 percent, reaching EUR 121 million.
Our operating profit was EUR 29 million and the operating profit
margin was 24 percent. Our performance in 2021 is a good indica-
tion that our strategy to accelerate growth and create long-term
growth opportunities is on a stable foundation.
Acquisitions that help us expand the Qt product portfolio are a
key element of our strategy. We want to provide a comprehensive
range of solutions that make the day-to-day work of software deve-
lopers easier by speeding up the development cycle and increasing
productivity. In March 2021 we established Ventures business unit
to explore new business opportunities. The acquisition of froglogic
quality assurance tools such as test automation, completed last
spring, is a good example of this. The graphic user interface (GUI)
test automation tools developed by froglogic complement Qt’s
capabilities and range of solutions. The sales of the quality assu-
rance tools got off to a very good start following the acquisition,
and the full-year sales of the products exceeded our expectations.
We are growing our organization in response to the expanding pro-
duct portfolio and increasing demand. During 2021 we recruited 134
new employees, which brought the number of personnel to 496 at
the end of the year. Employee well-being and satisfaction are high
priorities for us. We measure employee engagement annually and
CEO's Review
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
6
Juha Varelius
President & CEO
Qt Group Plc
smart devices calls for more efficient development and deli-
very process. Cross-platform frameworks and tools are vital
for reducing time-to-market and enabling the flexible use of
various types of hardware.
We need to maintain close dialogue with our customers in
order to understand how and when they use Qt solutions, and
what are the bottlenecks in their software and product deve-
lopment cycles. We use customer feedback to develop our exis-
ting product portfolio as well as to innovate new solutions to
broad problems. Examples of our new releases in 2021 include
Qt 6.2 LTS (Long-term supported) and Qt for MCUs 2.0, which
facilitates the design and implementation of different language
versions of user interfaces for embedded microcontrollers.
We also passed a significant milestone, marking 25 years since
the release of Qt 1.0 back in 1996. The cornerstone of Qt’s
prepare development plans based on the results. According
to the results of the personnel survey, Qt’s employees were
particularly satisfied with their work/life balance, their imme-
diate supervisor and their smooth cooperation with other col-
leagues.
It is very important for us to arrange interactive events where
Qt users get to talk with each other and with Qt professionals.
Qt World Summit 2021 showcased interesting solutions to
the challenges of software development in various different
industries. For example, the presentations shed light on how
Qt is used by the editors of the Total War games franchise
developed by Creative Assembly, why BSH Home Appliances,
the leading manufacturer of household appliances in Europe,
chose Qt as their user interface development toolkit and how
Panasonic Avionics uses Qt to create the best viewing expe-
rience on board aircrafts. The Dev/Des Days event brought
software designers and developers together to discuss best
practices in software development and hosted presentations
from industry visionaries.
However, the continued Covid-19 pandemic, the global com-
ponent shortage that disrupts many industries and the logistic
issues in global trade are still creating increased uncertainty
and present significant challenges to many of our customers.
According to a study conducted by Forrester on behalf of
Qt, more than 80 percent of manufacturers face challenges
in producing digital products and services. Some 82 percent
of companies believe that the increased development of
success is the open-source community, which today consists
of approximately 1.5 million developers. They provide us with
valuable feedback to support product development and ideas
for new features as well as fix bugs, all of which improves the
quality of Qt technology even higher.
We have systematically executed our growth strategy since
Qt was listed on the stock exchange, and we have now even
exceeded the growth targets set in 2017. One of our top prio-
rities will continue to be net sales growth. The market for con-
nected devices and software is very large and the IoT revolu-
tion will only grow it further. Thanks to the growing market,
Qt’s leading technology and dynamic sales network, we are
in an excellent position to continue on a strong growth path
for many years to come.
Finally, I want to take this opportunity to thank our employees
for their commitment to Qt and their significant contribution
to achieving an excellent result. I also want to thank our cus-
tomers, shareholders and other stakeholders for their conti-
nued support and cooperation.
Thanks to the growing market,
Qt’s leading technology and
dynamic sales network, we are
in an excellent position to continue
on a strong growth path for
many years to come.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
7
Year 2021 in brief
• Net sales increased by 52.5 percent to EUR 121,139 thou-
sand (79,455). At comparable exchange rates, net sales
increased by 55.0 percent.
• Net sales of distribution licenses grew by 40.5 percent to
EUR 21,431 thousand (15,255).
• Operating prot (EBITA) was EUR 31,534 (17,422) thou-
sand, or 26.0 (21.9) percent of net sales.
• Operating prot (EBIT) was EUR 28,812 (17,017) thousand,
or 23.8 (21.4) percent of net sales.
• Earnings per share were EUR 0.91 (0.53).
The gures in brackets refer to the comparison period, i.e. the corresponding period in the pre-
vious year. The reporting complies with the International Financial Reporting Standards (IFRS).
Financial reporting
NET SALES
Full-year net sales for 2021 increased by 52.5 percent year-
on-year and amounted to EUR 121,139 thousand (EUR 79,455
thousand). License sales and consulting grew by 68.7 percent,
while maintenance revenue increased by 4.0 percent. As part
of license sales and consulting, the net sales of distribution
licenses grew by 40.5 percent to EUR 21,431 thousand (EUR
15,255 thousand). The eect of exchange rates on the com-
parison period’s net sales was EUR -1,321 thousand. At com-
parable exchange rates, net sales increased by 55.0 percent.
PROFIT PERFORMANCE
Qt’s operating prot (EBITA) for 2021 was EUR 31,534 thou-
sand (EUR 17,422 thousand) and the operating result (EBIT)
for the scal year was EUR 28,812 thousand (EUR 17,017 thou-
sand).
The Group’s operating expenses, including materials and ser-
vices, personnel expenses, depreciation and other operating
expenses, amounted to EUR 92,751 thousand (EUR 62,901
thousand) in the scal year, up 47.5 percent year-on-year. Per-
sonnel expenses accounted for 65.3 percent (67.0%) of oper-
ating expenses, or EUR 60,595 thousand (EUR 42,140 thou-
sand). Compared to the corresponding period in the previous
year, expenses for the scal year were particularly increased
by an increase in wages and incentive bonuses caused by an
increase in personnel, as well as subcontracting costs, which
were allocated to consulting and product development, for
example.
The Group had 496 employees at the end of 2021, compared to
366 a year earlier. The increase in the number of employees has
been strongest in the sales and product development orga-
nizations.
The company’s net nancial expenses in the fourth quarter
were EUR 472 thousand in the positive (EUR -657 thousand),
due to exchange rate dierences in currency-denominated
internal receivables and debts related to the nancing of inter-
national subsidiaries.
Other operating income includes income from events held and
tax-free research and development investment grants received
by the company in Norway, totaling approximately EUR 316
thousand (EUR 222 thousand). The grants concern the appli-
cable personnel expenses related to the research and devel-
opment activities of Qt’s Norwegian company, and they were
paid to the company in the second half of 2021.
Qt’s earnings before tax for the scal year totaled EUR 29,284
thousand (EUR 16,360 thousand) and the result was EUR 22,410
thousand (EUR 12,826 thousand). Taxes for the review period
amounted to EUR 6,873 thousand (EUR 3,534 thousand).
Earnings per share for the scal year were EUR 0.91 (0.53).
FINANCING AND INVESTMENTS
Cash ow from operating activities was EUR 16,035 thousand
(EUR 12,745 thousand) in the scal year due to the positive
Report of the Board of Directors
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
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result. Qt’s cash and cash equivalents totaled EUR 17,374 thou-
sand (EUR 22,046 thousand) at the end of the scal year.
Qt Group’s consolidated balance sheet total at the end of the
scal year stood at EUR 117,216 thousand (EUR 61,416 thou-
sand). Net cash ow from investments in the scal year was
EUR -25,000 thousand (EUR -630 thousand), due to the acqui-
sition in the second quarter.
The equity ratio was 51.1 percent (66.6%) and gearing was
-0.7 percent (-64.9%). Interest-bearing liabilities amounted to
EUR 17,028 thousand (EUR 2,655 thousand) of which short-
term loans accounted for EUR 15,862 thousand (EUR 1,282
thousand).
During the scal year, return on investment was 57.0 percent
(63.6%) and return on equity was 55.0 percent (54.8%).
ACQUISITIONS
On April 13, 2021, Qt Group acquired the entire share capital
of froglogic GmbH, a company that develops quality assurance
tools. The acquisition makes it possible to incorporate frog-
logic’s test automation tools into the Qt product portfolio to
provide customers with a more comprehensive product range
that encompasses the entire software development process,
from design to development and deployment and now also
including testing and quality assurance. The acquisition also
makes it possible for Qt’s global sales network to be used as
a distribution channel for froglogic’s products. Froglogic is a
developer of testing automation tools for graphical user inter-
faces (GUI) that specializes in the test automation of applica-
tions based on the Qt GUI framework. Froglogic employs 36
professionals in Germany. The company’s net sales in 2020
amounted to EUR 6,479 thousand and its operating prot for
the same period came to EUR 2,657 thousand.
The purchase price consideration recognized at the time of
acquisition, EUR 37,448 thousand, includes an earn-out of EUR
4,685 thousand. EUR 31,448 thousand of the purchase price
was paid in cash and EUR 6,000 thousand in Qt Group shares.
The acquisition created goodwill of EUR 18,849 thousand
based on the technical expertise of the acquired company
and the company’s operating model. None of the goodwill
recognized on the acquisition is tax-deductible. The expenses
related to the acquisition, EUR 208 thousand, are included in
other operating expenses in the consolidated income state-
ment. Froglogic is included in Qt Group’s nancial reporting
from the second quarter of 2021 onwards.
More information about the acquisition in the Consolidated
Financial Statements Note 1.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
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RESEARCH AND DEVELOPMENT
Product development expenses are included in the result for
the scal year in their entirety and the company has no capi-
talized product development expenses on its balance sheet.
Product development expenses during the scal year totaled
EUR 19,163 thousand (EUR 13,601 thousand), accounting
for 15.8 percent (17.1%) of net sales. Product development
expenses increased by 40.9 percent year-on-year.
There were, on average, 133 people working in product devel-
opment during the nancial year (117).
PERSONNEL
The Group personnel was 445 (348) on average during the
year and 496 (366) at the end of the scal year. The Group’s
personnel expenses during the year totaled EUR 60,595 thou-
sand (EUR 42,140 thousand), up 43.8 percent.
At the end of the scal year, international personnel repre-
sented 71 percent (73%) of the total.
THE GEOGRAPHICAL DISTRIBUTION OF PERSONNEL:
Personnel 1–12/2021 1–12/2020 Change %
(on average)
Finland 123 96 28 %
Rest EMEA & APAC 258 199 30 %
North America 64 54 19 %
Group total 445 348 28 %
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
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Share and shareholders
At the end of the financial year, Qt Group held 398,000
treasury shares corresponding to 1.58 percent of the total
number of listed shares.
On December 31, 2021, the number of Qt Group Plc shares
outstanding was 24,782,648 (24,218,340).
As of December 31, 2021, the company had a total of 26,982
shareholers including nominee-registers, according to Euro-
clear Finland Oy.
Qt Group did not receive any agging notications during
the scal year 2021.
Share price and turnover
Qt Group Plc’s share (trading code: QTCOM) is traded on the
Nasdaq Helsinki stock exchange. A total of 21,959,942 shares
changed hands during the reporting period. This accounts
for 87.2 percent of the total number of shares. The volume-
weighted average price of the share was EUR 108.92 with the
lowest price being EUR 52.40 (January 1, 2021) and the highest
price EUR 179.80 (October 22, 2021). The closing price at the
end of December was EUR 133.6 per share, and Qt Group’s
market capitalization was EUR 3,364.1 million.
THE TEN LARGEST SHAREHOLDERS
ON DECEMBER 31, 2021
Shareholder
% of shares
and votes
Skandinaviska Enskilda Banken AB (Publ)
Helsinki Branch* 25.4%
Ingman Development Oy Ab 21.3%
Citibank Europe Plc* 4.7%
Varma Mutual Pension Insurance Company 3.0%
Karvinen Kari Juhani 2.8%
Ilmarinen Mutual Pension Insurance Company 2.8%
Savolainen Matti Ilmari 2.0%
Uhari Tommi Markus 1.6%
Varelius Juha Pekka 1.1%
Elo Mutual Pension Insurance Company 1.0%
* Nominee register
DISTRIBUTION OF HOLDINGS
BY NUMBER OF SHARES HELD ON DECEMBER 31, 2021
Number of shares
% of
shareholders
% of shares
and votes
1 – 100 79.7% 2.1%
101 – 1 000 17.4% 5.7%
1 001 – 10 000 2.5% 6.7%
10 001 – 100 000 0.3% 10.2%
100 001 – 1 000 000 0.1% 24.0%
1 000 001 – 9 999 999 0.01% 51.4%
SHAREHOLDING BY SECTOR ON DECEMBER 31, 2021
Number of shares
% of
shareholders
% of shares
and votes
Non-nancial corporations 3.3% 26.1%
Finance and insurance
companies* 0.2% 33.6%
General government 0.02% 6.8%
Not for prot institutions 0.2% 0.3%
Households 95.9% 27.8%
Foreign holding 0.3% 5.5%
*including nominee-registered 0.1% 31.3%
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
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Governance
Qt Group Plc’s Annual General Meeting (AGM) held on
16 March 2021 adopted the company’s annual accounts,
including the consolidated annual accounts for the accounting
period 1 January–31 December 2020, reviewed the remuner-
ation report for the company’s governing bodies and dis-
charged the members of the Board of Directors and the Chief
Executive Ocer from liability. The AGM resolved, in accor-
dance with the Board’s proposal, that no dividend be paid
based on the balance sheet adopted for the accounting
period that ended on December 31, 2020.
The AGM conrmed the remuneration of the company’s Board
of Directors and auditors, decided that the number of mem-
bers on the Board of Directors would be ve (5) and elected
the company’s Board of Directors. Robert Ingman, Jaakko Kop-
pinen, Mikko Marsio, Leena Saarinen and Tommi Uhari were
re-elected as members of Qt Group Plc’s Board of Directors.
At its organizing meeting held after the general meeting, the
Board of Directors elected Robert Ingman as its Chairman and
Tommi Uhari as the Vice Chairman.
The general meeting granted the following authorizations to
the Board of Directors of Qt Group Plc:
Authorizing the Board of Directors to decide on
repurchasing the company’s own shares and/or
accepting them as collateral
The general meeting authorized the Board of Directors to
decide on the repurchase and/or acceptance as collateral of
a maximum of 2,000,000 of the company’s own shares by using
funds in the unrestricted equity.
According to the authorization, the Board will decide on how
these shares are to be purchased. The shares may be repur-
chased in a proportion other than that of the shares held by
the current shareholders. The authorization also includes the
acquisition of shares through public trading organized by
Nasdaq Helsinki Ltd in accordance with its and Euroclear Fin-
land Ltd’s rules and instructions, or through oers made to
shareholders.
Shares may be acquired in order to improve the company’s
capital structure, to nance or carry out acquisitions or other
arrangements, to implement share-based incentive schemes,
to be transferred for other purposes, or to be cancelled.
The shares shall be repurchased for a price based on the fair
value quoted in public trading. The authorization is valid for
18 months from the issue date of the authorization, i.e. until
September 16, 2022, and it replaces any earlier authorizations
on the repurchase and/or acceptance as collateral of the com-
pany's own shares.
Authorizing the Board of Directors to decide on a share issue
and the granting of special rights entitling to shares
The general meeting authorized the Board to decide on a share
issue and the granting of special rights pursuant to Chapter 10,
Section 1, of the Companies Act, subject to or free of charge,
in one or several tranches on the following terms.
• The maximum total number of shares to be issued by
virtue of the authorization is 2,000,000.
• The authorization concerns both the issuance of new
shares and the transfer of shares held by the company.
By virtue of the authorization, the Board of Directors is
entitled to decide on share issues and the granting of
special rights waiving the pre-emptive subscription rights
of the shareholders (directed issue).
• The authorization may be used in order to nance or
carry out acquisitions or other arrangements, to carry out
the company’s share-based incentive schemes and
to improve the capital structure of the company, or
for other purposes decided by the Board of Directors.
• The authorization includes the Board of Directors’ right
to decide on all terms relating to the share issue and
granting of special rights including the subscription price,
its payment, and its entry into the company’s balance
sheet.
• The authorization is valid for 18 months from the issue
date of the authorization, i.e. until September 16, 2022,
and it replaces any earlier authorizations on the granting
of shares or special rights entitling to shares.
CORPORATE GOVERNANCE STATEMENT
Qt Group Plc has published on its website a Corporate Gov-
ernance Statement report concerning the corporate gover-
nance system in accordance with Chapter 7, Section 7 of the
Securities Markets Act (746/2012). Statement has been issued
separately from the Board of Directors’ Report.
Risks and uncertainties
The Qt Group’s short-term risks and uncertainties are related
to potential signicant changes in the company’s business
operations as well as the retention and recruitment of the
personnel required for business development. The poten-
tial extensive spread of the Covid-19 pandemic among the
employees and any resulting sick leave absences could slow
down the development of business operations. Furthermore,
prolonged Covid-19 pandemic might slow down the growth
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
12
of the business and aect the valuation of assets. The pan-
demic has not aected the valuation of assets thus far. The
global component shortage and logistic issues in global trade
are expected to lead to reductions in production volumes and
delays in projects for at least part of the company’s customer
base, which may slow down the accumulation of net sales
from distribution licenses.
Exchange rate uctuations, particularly between the US dollar
and euro, may have a large impact on the development of the
company’s net sales. Another factor contributing to consider-
able uctuation in quarterly net sales and protability in par-
ticular is the contract turnaround times which, in the major
customer segment, are very long at up to 18 months.
The company’s business risks and preparations for them are
also described on the company website at www.qt.io.
Group structure
Qt Group Plc’s subsidiary responsible for its operations in Fin-
land is The Qt Company Oy, with subsidiaries in Norway, Ger-
many, the United Kingdom, France, the United States, India,
China and South Korea as well as a branch in Japan.
Future outlook
OPERATING ENVIRONMENT AND MARKET OUTLOOK
The company estimates the growth prospects for its business
in the next few years as very promising. The Group’s business
development eorts will focus on desktop applications as
well as embedded systems in the automotive industry, con-
sumer electronics, medical devices, and industrial automa-
tion sectors. Product development eorts will also focus on
the value-added features and tools needed in the creation of
embedded systems. Sales growth associated with embedded
systems will also reect on the earnings logic. Volume-based
distribution license revenue from these sales accumulates
over the long term. Accordingly, it is typical of Qt as a com-
pany that quarterly net sales and growth may vary signicantly
between quarters. In addition to organic growth, the company
also actively pursues inorganic growth through acquisitions
that support its strategy.
The Covid-19 pandemic continues to cause increased uncer-
tainty for the company’s short-term outlook. The pandemic
has created pent-up demand for many products. When this
pent-up demand is released, it may lead to increased demand
for Qt’s solutions. At the same time, however, the logistics
problems in world trade and the global component shortage
are expected to have an impact on at least some of the compa-
ny’s customers in the form of project delays and reduced pro-
duction volumes. These challenges in the operating environ-
ment may slow down the accumulation of net sales from dis-
tribution licenses, in particular. It is obvious that recovery from
the pandemic will be uneven between dierent industries and
geographical regions and the recovery may be a long process.
OUTLOOK FOR 2022
We expect the very strong growth of developer license sales
to continue in 2022. However, the challenges in the operating
environment caused by the prolonged Covid-19 pandemic
may still slow down the growth of distribution licenses to some
degree. All in all, we estimate that our full-year net sales for
2022 will increase by 30–40 percent year-on-year at compa-
rable exchange rates and our operating prot margin will be
20–30 percent. There may be signicant quarterly variation
in the development of net sales and the operating result. The
gures for the second quarter, in particular, will be inuenced
by the exceptionally strong comparison gures for the pre-
vious year.
Events after the review period
On January 3, 2022, Qt Group issued a stock exchange release to
disclose that, during the period September 14–December 9,
2021, a total of 550 new shares in the company had been sub-
scribed for with the company’s stock options 2016. For sub-
scriptions made with the stock options 2016, the entire sub-
scription price of EUR 2,662.00 will be entered in the reserve
for invested unrestricted equity. After the new shares are
entered in the Trade Register, the total amount of shares is
25,181,198. The shares subscribed for under the stock options
were entered in the Trade Register on January 3, 2022. The
shares are traded on Nasdaq Helsinki together with the old
shares as of January 4, 2022.
The company had no other signicant events deviating from
normal business operations after the end of the review period.
Board of Directors’ dividend proposal
The Board of Directors of Qt Group Plc proposes to the Annual
General Meeting that no dividend be paid for the scal year
that ended on December 31, 2021.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
13
EUR thousand 31.12.2021 31.12.2020
Net sales 121,139 79,455
Operating prot (EBITA) 31,534 17,422
EBITA, % 26.0% 21.9%
Operating prot (EBIT) 28,812 17,017
EBIT, % 23.8% 21.4%
Net prot 22,410 12,826
- % of net sales 18.5% 16.1%
Return on equity, % 55.0% 54.8%
Return on investment, % 57.0% 63.6%
Interest-bearing liabilities 17,028 2,655
Cash and cash equivalents 17,374 22,046
Net gearing, % -0.7% -64.9%
Equity ratio, % 51.1% 66.6%
Earnings per share (EPS), EUR 0.91 0.53
EPS adjusted for dilution, EUR 0.88 0.51
Consolidated Key Figures
x 100
x 100
Calculation formulas for key gures
Prot/loss before taxes – taxes
Shareholders’ equity + minority interest (average)
RETURN ON EQUITY
(Prot/loss before taxes + interest and other nancing costs)
Balance sheet total – non-interest bearing liabilities (average)
RETURN ON INVESTMENT:
Interest-bearing liabilities – cash, bank receivables and nancial securities
Shareholders’ equity
GEARING
Shareholders’ equity + minority interest
Balance sheet total – advance payments received
EQUITY RATIO
x 100
x 100
Annual Report 2021
14
Financial
Statements 2021
Consolidated income statement .................................................15
Consolidated statement of financial position .........................16
Consolidated statement of cash flows .....................................17
Consolidated statement of changes
in shareholders’ equity .................................................................... 18
Notes to the Consolidated Financial Statements .................19
Parent company income statement ..........................................48
Parent company balance sheet ...................................................49
Parent company cash flow statement ......................................50
Basic information on the parent company
and accounting policies applied
in the financial statements ............................................................51
Notes to the parent company financial statements ............ 52
Signatures to the Financial Statements
and the Board of Directors’ Report ............................................56
Auditor’s Report .................................................................................57
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Annual Report 2021
15
Consolidated income statement
Consolidated statement of comprehensive income
EUR thousand Notes
1.1.–31.12.
2021
1.1.–31.12.
2020
Other comprehensive income
Items which may be reclassified
subsequently to profit or loss
Translation difference 176 -110
Total comprehensive income 22,587 12,717
Distribution of comprehensive income:
Parent company shareholders 22,587 12,717
EUR thousand Notes
1.1.–31.12.
2021
1.1.–31.12.
2020
Net sales 2 121,139 79,455
Other operating income 3 424 463
Materials and services 4 -6,435 -4,484
Personnel expenses 5, 18, 22 -60,595 -42,140
Depreciation, amortization and impairment 7 -4,515 -2,432
Other operating expenses 8 -21,206 -13,845
Operating result 28,812 17,017
Financial income 9 2,138 2,871
Financial expenses 9 -1,665 -3,527
Earnings before tax 29,284 16,360
Income taxes 10 -6,873 -3,534
Net profit 22,410 12,826
Distribution of comprehensive income:
Parent company shareholders 22,410 12,826
Net profit attributable to parent company
shareholders, earnings per share
Undiluted earnings per share (EUR/share) 11 0.91 0.53
Diluted earnings per share (EUR/share) 11 0.88 0.51
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
16
Consolidated statement of financial position
Assets Equity and liabilities
EUR thousand Notes 31.12.2021 31.12.2020
Non-current assets
Goodwill 12 25,412 6,562
Other intangible assets 12 26,489 3,706
Tangible assets 13 3,046 3,180
Long-term receivables 338 306
Deferred tax assets 14 1,351 683
Total non-current assets 56,635 14,438
Current assets
Trade receivables 15 29,116 17,772
Other receivables 15 14,091 7,160
Cash and cash equivalents 16 17,374 22,046
Total current assets 60,581 46,978
Total assets 117,216 61,416
EUR thousand Notes 31.12.2021 31.12.2020
Shareholders’ equity
Share capital 17 500 500
Unrestricted shareholders’ equity reserve 17 36,072 28,714
Own shares 17 -18,351 -7,284
Translation difference 17 607 431
Retained earnings 17, 18 10,331 -5,310
Net profit 22,410 12,826
Total shareholders’ equity 51,570 29,878
Long-term liabilities
Deferred tax liabilities 14 7,504 504
Long-term interest-bearing liabilities 20 1,166 1,373
Other long-term liabilities 19 4,836 2,416
Total long-term liabilities 13,506 4,292
Short-term liabilities
Short-term interest-bearing liabilities 19, 20 15,862 1,282
Accounts payable 19 2,169 1,569
Other short-term liabilities 19 34,109 24,395
Total short-term liabilities 52,140 27,246
Total liabilities 65,646 31,538
Shareholders’ equity and liabilities 117,216 61,416
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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17
Consolidated
cash flow
statement
EUR thousand
1.1.–31.12.
2021
1.1.–31.12.
2020
Profit before taxes
Adjustments to net profit
Depreciation and amortization
Other adjustments
Change in working capital
Change in trade and other receivables
-16,784 -5,924
Change in accounts payable and other liabilities
Interest paid
-149 -128
Other financial items
Taxes paid
-4,967 -590
Cash flow from operations
Purchases of tangible and intangible assets
-1,014
-630
Payment for acquisition of subsidiary, net of cash acquired
-23,985 0
Cash flow from investments
-25,000 -630
Change in lease liabilities
-1,349 -1,427
Share subscriptions based on stock options 2016
Purchase of own shares
-11,067 -5,362
Proceeds from issue of new current loan
Cash flow from financing
Change in cash and cash equivalents
-5,023 10,390
Cash and cash equivalents at beginning of period
Net foreign exchange difference
Cash and cash equivalents at end of period
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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18
Consolidated statement of changes in shareholders’ equity
EUR thousand Share capital
Unrestricted
shareholders’
equity reserve Own shares
Translation
difference
Retained
earnings
Total
shareholders’
equity
Shareholders’ equity 1 January 2020 500 23,651 -1,922 540 -5,829 16,940
Comprehensive income for the period
Net profit 12,826 12,826
Stock option program and
Equity incentive program 5,063 -5,362 519 221
Comprehensive income -110 -110
Shareholders’ equity 31 December 2020 500 28,714 -7,284 431 7,516 29,878
Shareholders’ equity 1 January 2021 500 28,714 -7,284 431 7,516 29,878
Comprehensive income for the period
Net profit 22,410 22,410
Stock option program and
Equity incentive program 1,358 -11,067 2,815 -6,894
Issue of shares as consideration
for a business acquisition 6,000 6,000
Comprehensive income 176 176
Shareholders’ equity 31 December 2021 500 36,072 -18,351 607 32,742 51,570
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
19
Notes to the Consolidated Financial Statements
BASIC INFORMATION ON THE GROUP
Qt has operating locations in Finland, Norway, Germany, United
States, Japan, China, South Korea, France, United Kingdom
and India. The company has nearly 150 software devel-
opers working in research and product development units in
Berlin, Oslo and Oulu. The company’s head office is located in
Espoo, Finland. The Group had 496 employees at the end of
2021.
The company is listed on the Nasdaq Helsinki Stock Exchange.
The parent company’s domicile is Espoo and its registered
address is Bertel Jungin aukio D 3 A, FI-02600 Espoo, Fin-
https://investors.qt.io.
ACCOUNTING POLICIES APPLIED
IN THE CONSOLIDATED FINANCIAL STATEMENTS
This section describes the general accounting policies applied
in the consolidated financial statements and the use of man-
agement judgment and estimates. More detailed accounting
policies are presented below in connection with each item.
Basis of preparation
The consolidated financial statements have been prepared in
compliance with the International Financial Reporting Stan-
dards (IFRS), observing the IAS and IFRS standards as well as
the SIC and IFRIC interpretations valid on 31 December 2020.
The IFRS standards and amendments that took effect in 2021
did not have material impact on the result or the financial posi-
tion of the Group or on the presentation of the financial state-
ments.
The consolidated financial statements are drawn up for the
calendar year, which is the fiscal period for the Group’s parent
company and other Group companies. The financial state-
ments are presented in thousands of euros.
Consolidation principles
The consolidated financial statements include the parent
company, Qt Group Plc , and all of its subsidiaries. Acquired
subsidiaries are consolidated using the acquisition cost
method, according to which the assets and liabilities of the
acquired company are measured at fair value on the date of
acquisition, and the remaining difference between the acqui-
sition price and the acquired shareholders’ equity constitutes
goodwill. Subsidiaries acquired during the fiscal period are
included in the consolidated financial statements as of the
date of acquisition, while divested subsidiaries are included
until the date of divestment. Intra-Group transactions, receiv-
ables, liabilities, unrealized margins and internal profit distri-
bution are eliminated in the consolidated financial statements.
All subsidiaries included in the consolidated financial state-
ments are fully owned and the Group does not have minority
interests. The Group does not have associated companies or
joint ventures.
Accounting policies applied in the consolidated financial statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
20
FOREIGN CURRENCY TRANSLATION
Items referring to the earnings and financial position of the
Group’s units are recognized in the currency that is the main
currency of the unit’s primary operating environment (“func-
tional currency”). The consolidated financial statements are
given in euros, which is the operating and presentation cur-
rency of the parent company.
Receivables and liabilities denominated in foreign currencies
have been converted into euro at the exchange rate in effect
on the balance sheet date. Gains and losses arising from for-
eign currency transactions are recognized through profit or
loss. Foreign exchange gains and losses from operations are
included in the corresponding items above operating profit.
The income statements of non-Finnish consolidated compa-
nies have been converted into euro at the weighted average
exchange rate for the period, and their balance sheets have
been converted at the exchange rate quoted on the balance
sheet date. Translation differences arising from the applica-
tion of the cost method are treated as items adjusting con-
solidated shareholders’ equity.
Accounting policies requiring consideration
by management and crucial factors of uncertainty
associated with estimates
Estimates and assumptions regarding the future have to be
made during the preparation of the financial statements, and
the outcome may differ from the estimates and assumptions.
Furthermore, the application of accounting policies requires
consideration. These estimates and assumptions are based on
historical experience and other justifiable assumptions that are
believed to be reasonable under the circumstances and that
serve as a foundation for evaluating the items included in the
financial statements.
CONSIDERATION BY MANAGEMENT RELATED TO THE
SELECTION AND APPLICATION OF ACCOUNTING POLICIES
The Group’s goodwill is allocated entirely to one cash-gener-
ating unit. According to the estimate of the Group’s manage-
ment, the Group does not have separate independent busi-
nesses and, under the current structure, business operations
can be monitored most reliably as a single cash-generating
unit. In the view of the management, the Group does not have
separate itemizable asset groups whose generated cash flows
would be largely independent of the cash flows generated by
other asset items or asset groups. Accordingly, the Group’s
management does not consider it possible to independently
allocate asset items to smaller cash-generating units.
Business acquisitions and applying acquisition method re-
quires making certain estimates and assessments concerning
especially the fair value of the acquired intangible assets and
liabilities assumed and the useful lives of the acquired intan-
gible assets. Value measurement is based on anticipated
cash flows. Estimating cash flows for customer relationships,
technology-based assets, and trademarks and brand names
is based on assessments that include for example:
• assessments related to long term sales forecast and
development of margins
• defining appropriate discount rates
• estimations related to customer loyalty
• estimations related to appropriate market-based royalty
percentages.
CRUCIAL FACTORS OF UNCERTAINTY
ASSOCIATED WITH ESTIMATES
Impairment testing is carried out annually to test goodwill and
intangible assets with an unlimited useful life and evaluate any
indications of impairment. Recoverable amounts from cash
generating units are determined as calculations based on value
in use. The preparation of these calculations requires the use
of estimates.
License revenue is recognized in accordance with the factual
substance of the agreement. Income recognition requires a
binding contract and complete delivery of the product. Income
is recognized based on the time of delivery. Licence mainte-
nance fees are allocated evenly over the agreement period.
The most significant decision requiring judgment is related to
the ratio between the licence and maintenance fee compo-
nents of the products.
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
21
Notes to the Consolidated Financial Statements
1. BUSINESS COMBINATIONS
Acquisitions in 2021
On April 13, 2021, Qt Group acquired the entire share capital
of froglogic GmbH, a company that develops quality assurance
tools. The acquisition makes it possible to incorporate frog-
logic’s test automation tools into the Qt product portfolio to
provide customers with a more comprehensive product range
that encompasses the entire software development process,
from design to development and deployment and now also
including testing and quality assurance. The acquisition also
makes it possible for Qt’s global sales network to be used
as a distribution channel for froglogic’s products. Froglogic
is a developer of testing automation tools for graphical user
interfaces (GUI) that specializes in the test automation of
applications based on the Qt GUI framework.
Froglogic GmbH’s head office is located in Hamburg, Germany,
and the company employs 36 professionals. The company’s
net sales in 2020 amounted to EUR 6,479 thousand and its
operating profit for the same period came to EUR 2,657 thou-
sand.
The purchase price consideration recognized at the time of
acquisition, EUR 37,448 thousand, includes an earn-out of
EUR 4,685 thousand. EUR 31,448 thousand of the purchase
price will be paid in cash and EUR 6,000 thousand in Qt Group
shares.
EUR thousand
Purchase price
Cash consideration 26,762
Directed share issue 6,000
Earn-out 4,685
Total purchase price consideration 37,448
Assets and liabilities
Tangible assets 33
Intangible assets: customer relationship 7,300
Other intangible assets 18,100
Trade and other receivables 1,296
Cash and cash equivalents 2,777
Total assets 29,507
Short-term liabilities 3,288
Deferred tax liability 7,620
Total liabilities 10,908
Net assets 18,599
Goodwill 18,849
Purchse price 37,448
Acquisitions in 2021
The acquisition created goodwill of EUR 18,849 thousand
based on the technical expertise of the acquired com-
pany and the company’s operating model. None of the
goodwill recognized on the acquisition is tax-deductible.
The following table shows the preliminary amounts of
the purchase price consideration as well as the acquired
assets and liabilities.
The expenses related to the acquisition, EUR 208 thou-
sand, are included in other operating expenses in the
consolidated income statement.
Had the company been consolidated from January 1,
2021, the income statement would show revenue of
EUR 123,382 thousand and operating profit of EUR
29,952 thousand.
Acquisitions in 2020
No acquisitions were made during the financial year
2020.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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22
2. NET SALES BREAKDOWN
Revenue recognition principles
License revenue is recognized in accordance with the
factual substance of the agreement. Income recogni-
tion requires a binding contract and complete delivery
of the product. In addition to the license component,
licensing may also include maintenance. Income is rec-
ognized based on the time of delivery. License main-
tenance fees are allocated evenly over the agreement
period. Revenue for sold work is recognized based on
work performed.
Operating segments
The Group reports one business segment that pro-
vides its customers with software development tools.
The Group’s highest operational decision-maker is the
President and CEO together with the Group Manage-
ment Team. Due to Qt Group’s business model, nature
of operations and governance structure, the reported
segment covers the entire Group, and its figures are
congruent with the consolidated figures.
Net Sales
* Non-current assets are comprised of goodwill, intangible and tangible assets and long-term receivables.
The Group does not have customers that represent more than 10% of its net sales.
Company has both contract assets and contract liabilities from contracts with customers.
Contract liabilities are typical for the company because of timing of revenue recognition:
revenue for licenses is recognized at a point in time whereas maintenance revenue is
recognized evenly over the contract period. Contract liabilities are mainly short-term (12
months or less). More information relating to maturity of contract liabilities has been
given on note 19. Short-term liabilities.
Contract assets are short-term assets and mainly related to revenue recognition of dis-
tribution licenses. At the end of the financial year 2021 the value of contract assets was
EUR 9,960 (EUR 2,786) thousand.
EUR thousand
2021
Net Sales
2020
Net Sales
License sales and consulting 100,384 59,494
Maintenance revenue 20,755 19,961
Total net sales 121,139 79,455
EUR thousand
2021
Net Sales
2021
Non-current
assets*
2020
Net Sales
2020
Non-current
assets*
Finland 1,147 52,853 654 10,664
Rest of Europe and APAC 73,634 2,030 48,579 2,466
North America 46,358 402 30,222 624
Total net sales 121,139 55,284 79,455 13,755
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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3. OTHER OPERATING INCOME
Other operating income consists of income that is not attributable to the Group’s actual
business. Other operating income is primarily comprised of public grants and income
from organized events.
Public grants are recognized once it is reasonably certain that they will be received and
the Group meets the conditions for receiving the grant.
Public grants are recognized through profit or loss for the period during which the right
to receive the grant arises. The Group’s public grants are presented in other operating
income.
4. MATERIALS AND SERVICES
Grants primarily comprise subsidies allocated for R&D in Norway. Other income is generated
by admissions to events organized by the company, and by compensations paid by part-
ners.
EUR thousand 2021 2020
Grants 316 222
Other income 107 240
Total
424 463
EUR thousand 2021 2020
External services 6,435 4,484
Total 6,435 4,484
Notes to the Consolidated Financial Statements
External services are mainly comprized of outsourcing services and subcontracting.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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24
5. PERSONNEL EXPENSES
Employee benefits
Pension liabilities
Pension plans are categorized as defined benefit or defined contribution plans. In
defined contribution plans, the Group makes fixed contributions to a pension insurance
company, and the Group does not have a legal or factual obligation to make additional
contributions. Payments made to defined contribution plans are recognized through
profit or loss as personnel expenses for the period to which the payment applies. The
Group’s pension schemes are categorised as defined contribution plans.
Group’s personnel on average 2021 2020
Finland 123 96
Europe & APAC 258 199
North America 64 54
Total 445 348
EUR thousand 2021 2020
Wages and salaries 49,154 36,020
Pension costs (defined contribution plans) 3,856 2,703
Equity incentive program 2,815 519
Other personnel expenses 4,770 2,897
Total 60,595 42,140
Notes to the Consolidated Financial Statements
Information on equity incentive program is presented in Note 18, Share-based payments.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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6. RESEARCH AND DEVELOPMENT COSTS
Research expenses are expensed through profit or loss for the period during which
they occur.
Development expenses are capitalized only if the Group meets the requirements
of IAS 38 for the capitalization of development expenses. Capitalized development
expenses are depreciated over their useful lives. An asset is depreciated starting from
when it is ready to use. An asset that is not yet ready to use is tested annually for
impairment. Capitalized development expenses are measured at cost less accumu-
lated depreciation and impairment after the initial recognition. Other development
expenses are recognized as expenses. The Group did not have capitalized develop-
ment costs on 31 December 2021.
Development costs previously recognized as expenses are not capitalized in subse-
quent periods. Research and development costs recognized as expenses are included
in personnel expenses and other operating expenses in the consolidated income
statement.
7. DEPRECIATION AND AMORTIZATION
During the financial year 2021 and 2020, no impairment was identified on intangible assets
or tangible assets.
No regular amortization is booked on goodwill. Instead, goodwill is tested for impairment
annually and when there are indications of impairment. More information on the impairment
testing of goodwill is provided in Note 12, Intangible assets.
EUR thousand 2021 2020
Research and development costs 19,163 13,601
Total 19,163 13,601
EUR thousand 2021 2020
Depreciation and amortization by asset category
Intangible assets
Software and licenses 3 12
Intellectual property rights 2,743 423
Other intangible assets 41 46
Property, plant and equipment
Buildings 1,163 1,306
Machinery and equipment 564 646
Total depreciation, amortization and impairment 4,515 2,432
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
26
8. OTHER OPERATING EXPENSES 9. FINANCIAL INCOME AND EXPENSES
EUR thousand 2021 2020
Personnel expenses 1,652 1,353
Travel and representation expenses 755 929
Marketing and communications 2,577 1,485
External services 8,612 4,594
Costs of premises 1,923 1,513
IT expenses 3,540 2,855
Other expenses 2,148 1,115
Total 21,206 13,845
Auditor’s fees
Audit, KPMG Oy Ab 32 30
Other specialist services, KPMG Oy Ab 6 4
Audit, KPMG network 19 27
Other specialist services, KPMG network 208 4
Total 264 66
Financial income
EUR thousand 2021 2020
Exchange rate gains 1,705 2,865
Other financial income 432 6
Total 2,138 2,871
Financial expenses
EUR thousand
2021 2020
Interest expenses for loans from financial institutions 149 124
Exchange rate losses 1,069 3,383
Other financial expenses 447 21
Total 1,665 3,527
Notes to the Consolidated Financial Statements
The Group’s auditor for 2020 and 2021 was KPMG Oy Ab.
During financial year 2021, services that were rendered by KPMG Oy Ab to the Qt Group
companies and that were not related to auditing amounted to EUR 6 thousand.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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10. INCOME TAXES
The Group’s tax expense is comprized of the tax based on the taxable profit of each
Group company for the period and change in deferred tax assets and liabilities. The tax
based on the taxable income for the period is calculated using the tax rate prescribed or
practically confirmed by the closing date of the reporting period. Deferred tax assets or
liabilities are recognized for temporary differences between the taxation and accounting
values of assets and liabilities using the tax rate prescribed or practically confirmed by
the closing date of the reporting period. Temporary differences arise from, among other
things, confirmed tax losses, depreciation difference, provisions and adjustments to
the fair values of assets and liabilities made in connection with business acquisitions.
Deferred tax liabilities are recognized for the undistributed earnings of subsidiaries if
the distribution of profits is probable and will result in tax consequences. Deferred tax
liabilities are included in the balance sheet in full, and deferred tax assets in the amount
of the estimated probable tax benefit.
The tax expense in the income statement is comprized of tax based on the taxable
income for the period and deferred taxes. Taxes are recognized through profit or loss,
except when they are associated with business combinations or items recognized directly
in shareholders’ equity or other comprehensive income. Tax assets or liabilities based
on the taxable income for the period are presented under current items in the balance
sheet, while deferred tax liabilities and assets are presented under non-current items.
EUR thousand 2021 2020
Taxes for the period 7,814 601
Taxes for previous periods -13 58
Other items 360 37
Deferred tax -1,288 2,838
Total 6,873 3,534
Reconciliation of tax expenses
with the tax rate of the Group’s home country (20%)
Earnings before tax 29,284 16,360
Taxes calculated at the parent company’s tax rate 5,857 3,272
Effect of deviating tax rates of foreign subsidiaries 383 178
Income not subject to tax -187 -180
Non-deductible expenses and other differences 350 142
Withholding taxes 360 37
Other items 123 28
Taxes for previous periods -13 58
Total 6,873 3,534
Effective tax rate 23% 22%
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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11. EARNINGS PER SHARE
Undiluted earnings per share
Undiluted earnings per share are calculated by dividing the profit for the period attri-
butable to parent company shareholders by the weighted average number of out-
standing shares.
Diluted earnings per share
In calculating the diluted earnings per share, the dilution effect of all potential dilutive
equity shares is taken into account in the weighted average number of shares. Stock
options included in the incentive scheme are conditionally issued, and they are taken
into account in calculating the diluted earnings per share. The options have a dilution
effect when their subscription price is lower than the average market price of the
share during the financial period or a shorter period of execution. The dilution effect is
the difference between the number of shares issued and the number of shares that
would have been issued at the average market price of the shares during the period.
2021 2020
Net profit attributable to parent company shareholders
(EUR thousand) 22,410 12,826
Weighted average number of shares
during the financial period, 1,000 shares 24,667 23,987
Undiluted earnings per share (EUR/share) 0.91 0.53
The diluted weighted number of shares
for the calculation of earnings per share, 1,000 shares 25,507 25,244
Diluted earnings per share (EUR/share) 0.88 0.51
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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12. INTANGIBLE ASSETS
Intangible assets
Goodwill
Goodwill corresponds to the proportion of the acquisi-
tion cost of an acquired entity that exceeds the Group’s
share of the net amount of the identifiable assets, liabil-
ities and contingent liabilities of the business entity’s net
assets on the date of acquisition. Goodwill is recognized
at the original cost less accumulated impairment losses.
No regular amortization is booked on goodwill but it is
tested annually for impairment. For this purpose, good-
will is allocated to cash generating units. The recoverable
amount of the unit is tested annually or more frequently
if there are indications of impairment to determine any
impairment of its carrying amount.
Research and development costs
Development costs are capitalized only if the Group meets
the requirements of IAS 38 for the capitalization of devel-
opment costs. Capitalized development costs are depreci-
ated over their useful lives. Capitalized development costs
are measured at cost less accumulated depreciation and
impairment after the initial recognition. Other development
costs are recognized as expenses. The Group did not have
capitalized development costs on 31 December 2021.
Other intangible assets
An intangible asset is recognized in the balance sheet at
the original cost in case the cost can be determined reli-
ably and it is probable that the expected economic benefit
form the asset will flow to the Group. Intangible assets
with a limited useful life are recognized as expenses in the
income statement by straight-line depreciation over their
useful life and tested for impairment if there are indica-
tions of any impairment.
The depreciation periods of other intangible assets:
Software and licenses 3–8 years
Intellectual property rights 3–8 years
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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30
EUR thousand Goodwill
Other
intangible
assets Total
Acquisition cost, 1 January 6,562 7,156 13,718
Translation differences and other adjustments -6 -6
Acquisition of subsidiary 18,849 25,400 44,249
Additions 163 163
Disposals -62 -62
Acquisition cost, 31 December 25,412 32,651 58,063
Accumulated depreciation and impairment, 1 January 0 -3,450 -3,450
Translation differences and other adjustments 14 14
Depreciation for the period -2,787 -2,787
Disposals 61 61
Accumulated depreciation and impairment, 31 December 0 -6,163 -6,163
Book value, 1 January 6,562 3,706 10,268
Book value, 31 December 25,412 26,489 51,900
Intangible assets 2021
Notes to the Consolidated Financial Statements
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Notes to the Consolidated Financial Statements
Intangible assets 2020
EUR thousand Goodwill
Other
intangible
assets Total
Acquisition cost, 1 January 6,562 7,056 13,618
Translation differences and other adjustments 0 -3 -3
Additions 104 104
Acquisition cost, 31 December 6,562 7,156 13,718
Accumulated depreciation and impairment, 1 January 0 -2,973 -2,973
Translation differences and other adjustments 3 3
Depreciation for the period -480 -480
Accumulated depreciation and impairment, 31 December 0 -3,450 -3,450
Book value, 1 January 6,562 4,082 10,645
Book value, 31 December 6,562 3,706 10,268
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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32
IMPAIRMENT TESTING
On each balance sheet date, the company estimates whether there is evidence that the value of an asset may have been impaired. If there is
evidence of impairment, the amount recoverable from the asset is estimated. In addition, the recoverable amount is estimated annually on the
following assets regardless of whether there is an indication of impairment or not: goodwill and intangible assets with an unlimited useful life.
The need for impairment is reviewed at the level of cash generating unit, which refers to the lowest level of unit that is mainly independent of
other units and whose cash flows can be separated from other cash flows. If the carrying amount exceeds the recoverable amount, an impair-
ment loss is recognized in the income statement. An impairment loss recognized for goodwill will not be reversed under any circumstances.
Qt Group is the cash generating unit to which the entire tested asset is allocated in the testing.
The tables on the next page show the distribution of goodwill and values subject to testing at the end of the reporting period.
Notes to the Consolidated Financial Statements
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Impairment testing in 2021
Impairment testing in 2020
Impairment testing is carried out at the Qt Group level, which
is determined as the lowest level of cash generating unit (CGU).
In addition to this, goodwill related to acquisition of froglogic
was tested in 2021.
During the 2021 financial period, identified intangible assets
were depreciated by EUR 2,731 thousand. Based on the
impairment testing calculations by the management, no need
for recognizing impairment losses was found during the 2021
financial period.
The present values for Qt Group’s assets were calculated for
the five-year forecast period based on the following assump-
tions in the testing: net sales and operating profit for 2022
During the 2020 financial period, identified intangible assets
were depreciated by EUR 406 thousand.
Based on the impairment testing calculations by the manage-
ment, no need for recognizing impairment losses was found
during the 2020 financial period.
The present values for Qt Group’s assets were calculated for
the five-year forecast period based on the following assump-
tions in the testing: net sales and operating profit for 2021
according to budget. Over the five-year forecast period, the
average annual growth in net sales is over 15 percent and ter-
EUR thousand
Identified
intangible
assets Goodwill Other items
Total value
subject
to testing
26,280 25,411 9,613 61,304
EUR thousand
Identified
intangible
assets Goodwill Other items
Total value
subject
to testing
3,596 6,562 7,155 17,314
Notes to the Consolidated Financial Statements
according to budget. Over the five-year forecast period, the
average annual growth in net sales is 30–40 percent and ter-
minal period growth is 1 percent thereafter, operating profit
20–30 percent and a pre-tax discount rate 9.6 percent.
Based on sensitivity analyses, the company’s management
considers it improbable that a change in the key parameters
used in testing (growth in net sales, total expenses, interest
rates) would result in a situation in which the value of the
tested asset exceeds the recoverable amount.
minal period growth is 1 percent thereafter, operating profit
over 15 percent and a pre-tax discount rate 10.2 percent.
Based on sensitivity analyses, the company’s management
considers it improbable that a change in the key parameters
used in testing (growth in net sales, total expenses, interest
rates) would result in a situation in which the value of the
tested asset exceeds the recoverable amount.
Based on the sensitivity analysis made, the amount of Qt Group’s
tested assets requires an average growth of 2.0 percent over the
five-year forecast period, even if the costs for 2022 were
allowed to grow according to the budget and moderately even
after that with profitability being 1.8 percent at the end of the
forecast period.
Based on the sensitivity analysis made, the amount of Qt
Group’s tested assets requires an average growth of 3.9 per-
cent over the five-year forecast period, even if the costs for
2021 were allowed to grow according to the budget and mod-
erately even after that with profitability being 0.2 percent at
the end of the forecast period.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
34
13. TANGIBLE ASSETS
Property, plant and equipment (PPE) are carried at cost
less accumulated planned depreciation and impairment.
Assets are depreciated over their estimated useful lives.
The estimated useful lives are as follows:
Machinery and equipment 3–8 years
The useful life and depreciation method of assets is
reviewed at least at each balance sheet date and, if nec-
essary, adjusted to reflect any changes in the expected
economic value.
Property, plant and equipment is derecognized when it is
disposed of or no future economic benefit is expected from
its use or disposal. Capital gains and losses on elimination
Notes to the Consolidated Financial Statements
and the transfer of tangible assets are recognized through
profit or loss and included either in other operating income
or expenses for the period in which they emerge.
Lease liabilities are measured at the present value of the
lease payments that are not paid at that date. Lease pay-
ments are discounted using the Group’s incremental bor-
rowing rate.
In case of lease agreements where the lease term is
defined valid until further notice or with extension options,
the expected lease term is based on management judge-
ment: for example, for lease agreements that continue
indefinitely after an initial non-cancellable period, the
lease term is estimated to the date on which the lease is
mostly likely to expire; and the period covered by an option
to extend the lease is included into the lease term if it is
reasonably certain that the option will be exercised.
The Group uses its incremental borrowing rate to calculate
the present value of lease payments as the interest rate
implicit in the lease is not readily determinable. The Group
estimates its incremental borrowing rate based on the ref-
erence rate, credit spread adjustment, duration of the lease
term, possible currency, and country risk premiums.
Short-term leases that have a lease term of 12 months
or less and leases of low value assets are elected not to
recognize as right-of-use assets.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
35
EUR thousand Buildings
Machinery and
equipment Total
Acquisition cost, 1 January 5,014 3,779 8,793
Translation differences and other adjustments 77 77
Acquisition of subsidiary 33 33
Increases 628 908 1,536
Disposals -190 -190
Acquisition cost, 31 December 5,642 4,606 10,248
Accumulated depreciation and impairment, 1 January -2,713 -2,900 -5,613
Translation differences and other adjustments -47 -47
Depreciation for the period -1,163 -564 -1,728
Disposals 185 185
Accumulated depreciation and impairment, 31 December -3,876 -3,326 -7,202
Book value, 1 January 2,301 879 3,180
Book value, 31 December 1,765 1,280 3,046
Tangible assets 2021
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
36
Tangible assets 2020
EUR thousand Buildings
Machinery and
equipment Total
Acquisition cost, 1 January 5,014 3,311 8,325
Translation differences and other adjustments -77 -77
Increases 560 560
Disposals -15 -15
Acquisition cost, 31 December 5,014 3,779 8,793
Accumulated depreciation and impairment, 1 January -1,407 -2,324 -3,732
Translation differences and other adjustments 60 60
Depreciation for the period -1,306 -646 -1,952
Disposals 11 11
Accumulated depreciation and impairment, 31 December -2,713 -2,900 -5,613
Book value, 1 January 3,607 986 4,593
Book value, 31 December 2,301 879 3,180
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
37
EUR thousand
Buildings
2021
Machinery and
equipment 2021
Buildings
2020
Machinery and
equipment 2020
Acquisition cost and increases 5,642 1,827 5,014 1,732
Accumulated depreciation -3,876 -1,640 -2,713 -1,465
Book value, 31 December 1,765 186 2,301 267
Property, plant and equipment include assets leased under finance lease as follows:
As the Qt company continues its growth, our business in Espoo, Finland will move to a new location to
meet the workspaces needs for our increasing personnel. In accordance with the initial calculation ba-
sed on the new lease agreement, it indicates that a lease liability in the range of EUR 700 thousand and
an equal amount of right-of-use assets will be recognized by end of Q1 2022.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
38
Changes in deferred tax during 2021:
Changes in deferred tax during 2020:
14. DEFERRED TAX ASSETS AND LIABILITIES
The accounting principles relating to income
taxes are presented in Note 10 Income taxes.
Deferred tax asset has been booked on con-
firmed losses to the extent where it is prob-
able that there will be taxable income in the
future against which confirmed losses can
be applied. The deferred tax assets booked
on confirmed losses on December 31, 2021
were EUR 0 (EUR 189) thousand.
Notes to the Consolidated Financial Statements
EUR thousand 1.1.2021
Acquisition
of subsidiary
Recognized in the
income statement 31.12.2021
Deferred tax assets:
Confirmed losses 189 -189 0
Other items 494 857 1,351
Total 683 668 1,351
Deferred tax liabilities:
From allocation of the fair values of acquisitions 487 7,620 -636 7,470
Other items 17 17 34
Total 504 7,620 -619 7,504
EUR thousand 1.1.2020
Acquisition
of subsidiary
Recognized in the
income statement 31.12.2020
Deferred tax assets:
Confirmed losses 3,180 -2,991 189
Other items 283 211 494
Total 3,463 -2,780 683
Deferred tax liabilities:
From allocation of the fair values of acquisitions 428 58 487
Other items 17 0 17
Total 445 58 504
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
39
15. TRADE AND OTHER RECEIVABLES
The Group has recognized a credit loss provision of EUR 2,659 thousand in trade
receivables in the 2021 financial statements (2020: EUR 1,655 thousand). The car-
rying amount of the trade receivables is a moderate estimate of their fair value.
EUR thousand 2021 2020
Trade receivables 29,116 17,772
Lease security deposits 77 80
Accrued income 2,616 2,653
VAT receivable 1,990 1,881
Other receivables 9,408 2,546
Total 43,207 24,932
EUR thousand 2021 2020
Undue trade receivables 21,177 11,206
Trade receivables 1–30 days overdue 2,724 1,445
Trade receivables 31–60 days overdue 1,707 2,119
Trade receivables over 60 days overdue 3,508 3,002
Total 29,116 17,772
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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40
16. CASH AND CASH EQUIVALENTS 17. NOTES TO SHAREHOLDERS’ EQUITY
Cash and cash equivalents are comprized of cash assets, short-term bank deposits
and other very liquid short-term investments with a period of maturity of no more
than three months.
Share capital and number of shares
The share subscription price received in connection with the share issues shall be entered in
the share capital to the extent that the subscription price has not been decided in the share
issue resolution to be entered in the unrestricted shareholders' equity reserve.
Translation difference
Translation difference includes the exchange rate differences from the translation of the
financial statements of foreign units.
Unrestricted shareholders’ equity reserve
Unrestricted shareholders' equity reserve contains other equity type investments and the
subscription price of shares to the extent that they are not, based on a specific decision, rec-
ognized in the share capital. For the option programs that have been decided on after the
new Companies Act (21.7.2006/624) entered into force (September 1, 2006), the fees for
subscriptions are recognized in full in the unrestricted shareholders' equity reserve.
Own shares
Own shares reserve includes the purchase costs of own shares in Qt Group’s possession.
The purchase and disposal of own shares is disclosed as separate fund in equity. At the
end of December 2021, the Group held 398,000 of its own shares as treasury shares, which
represents 1.58% of the entire stock. The purchase cost of purchased shares including trans-
action costs was EUR 11,067 thousand.
EUR thousand 2021 2020
Bank accounts 17,374 22,046
Total 17,374 22,046
Number
of shares
Share capital
(EUR thousand)
1 January 2021 24,218,340 500
31 December 2021 24,782,648 500
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
41
18. SHARE-BASED PAYMENTS
Equity incentive program 2019–2021
The Board of Directors of Qt Group Plc has decided on 14
February 2019 to establish a new equity incentive program
for the company’s President and CEO and other key persons.
Objective of the program is to bring together the company
owners’ and key persons’ goals for enhancing the company’s
value, commit the key persons to the company and to offer
them a competitive incentive program based on company
shares.
The incentive program has one reward collection period cov-
ering years 2019–2021. Rewards in the program are deter-
mined by Qt Group Plc’s net sales in 2021. Rewards will start
accumulating once the net sales for 2021 exceed EUR 80 mil-
The Group has a share-based incentive scheme where
payments are made in equity instruments. The share-
based program is a market-based incentive scheme
pursuant to IFRS 2. The rewards granted through
the scheme are measured at fair value on the date
of them being granted and recognized as expenses
evenly during the vesting period. The impact of these
arrangements on the financial results is shown under
personnel expenses with retained earnings as the
counter-item.
lion, and then continue to increase in a linear manner up to a
maximum value equivalent to 530,000 shares once net sales
reach EUR 120 million. Of the maximum reward equivalent to
the value of 530,000 shares, the President and CEO’s share
is 100,000 and for other key persons it is equivalent to the
value of 430,000 shares. The rewards pursuant to the pro-
gram will be paid upon the confirmation of the financial state-
Equity incentive program 2019–2021
Grant date 14 February 2019
Nature of the scheme Shares and cash
Target group Key personnel
Share-based remuneration, maximum number of shares 530 000
Earning period begins, date 1 January 2019
Earning period ends, date 31 December 2021
Vesting conditions Development of Qt Group Plc’s share price
Execution As shares and cash
Notes to the Consolidated Financial Statements
ments for 2021 as a combination of shares and cash, so that
the cash amount will approximately cover the taxes and other
statutory fees resulting from the reward, and the rest of the
reward will be paid to the recipient in shares. Shares paid out
as rewards are not subject to any restrictions concerning e.g.
their hand-over.
EUR thousand 2021 2020
Equity incentive program 2019–2021 2,815 519
Total 2,815 519
EFFECT OF OPTION PROGRAM ON THE NET PROFIT
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
42
19. SHORT-TERM LIABILITIES
The carrying amount of accounts payable and other liabilities is a moderate esti-
mate of their fair value. The terms of payment of the Group’s accounts payable
comply with the ordinary terms of payment of companies.
Accrued charges and deferred credits are primary comprized of allocations of wages
and salaries and personnel expenses.
Besides the aforementioned, EUR 2,980 thousand of the advances received have
been presented in Other long-term liabilities due to their maturity.
EUR thousand 2021 2020
Loans from financial institutions 15,000 -
Earn-out liabilities 2,829 -
Lease liabilities 862 1,282
Accounts payable 2,169 1,569
Advances received 13,441 14,110
Accrued charges and deferred credits 13,791 8,298
Other liabilities 4,048 1,987
Total 52,140 27,246
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
43
20. FINANCIAL LIABILITIES AND FINANCIAL RISK MANAGEMENT
Financial liabilities are initially measured at fair value.
Financial liabilities are subsequently measured at cost
allocated using the effective rate method. Financial
liabilities are included in long- and short-term liabili-
ties. Financial liabilities are categorized as long-term
liabilities when they mature in more than 12 months.
Liabilities maturing in less than 12 months are cate-
gorized as short-term.
Financial liabilities
All of the financial liabilities are denominated in euros.
Fair value hierarchy
Financial instruments measured at fair value are classified according to the following fair value hierarchy:
instruments measured using quoted prices in active markets (level 1), instruments measured using
inputs other than quoted prices included in level 1 observable either directly or indirectly (level 2),
and instruments measured using inputs that are not based on observable market data (level 3).
Notes to the Consolidated Financial Statements
2021 2020
Fair value
EUR thousand Asset values Fair values Asset values Fair values hierarchy
Long-term
Earn-out libilities 1,856 1,856 - - 2
Lease liabilities 1,166 1,166 1,373 1,373 2
Total 3,022 3,022 1,373 1,373
Short-term
Loans from
financial institutions 15,000 15,000 - - 2
Earn-out liabilities 2,829 2,829 - - 2
Lease liabilities 862 862 1,282 1,282 2
Total 18,691 18,691 1,282 1,282
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
44
Maturity of liabilities
EUR thousand 2022 2023 2024 Total
Loans from financial institutions 15,000 - - 15,000
Earn-out liabilities 2,829 1,856 - 4,685
Lease liabilities 862 647 519 2,028
Total 18,691 2,503 519 21,713
2021
2020
Notes to the Consolidated Financial Statements
EUR thousand 2021 2022 2023 Total
Lease liabilities 1,282 621 752 2,655
Total 1,282 621 752 2,655
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
45
FINANCIAL RISK MANAGEMENT
The Group is exposed to certain financial risks during the
normal course of its business. The Group’s management reg-
ularly monitors the financial risks associated with business
operations. The objective of the Group’s risk management is
to minimize the adverse effects of the financial risks on the
Group's earnings and balance sheet. The financial risks are
mainly comprized of the credit risk and liquidity risk related
to counterparties and fluctuation of market interest rates and
exchange rates. The Group does not apply hedge accounting
pursuant to IAS 39, and the Group has not held any derivative
instruments during the financial period or the previous finan-
cial period.
Credit risk
Credit risk management and credit control are coordinated by
the Group’s financial function, which acts in cooperation with
the business units. The Group’s policy defines creditworthiness
requirements for customers in order to minimize the amount
of credit losses. A credit loss is recognized for trade receivables
when there is objective evidence that the receivables will not
be received in full under the original terms and conditions. A
sufficient provision was made for uncertain accounts receiv-
able at the end of the fiscal period.
The maturity breakdown of trade receivables is presented in
Note 15 Trade and other receivables.
Foreign exchange rate risk
The existing foreign exchange rate risk is comprized of currency-
denominated commercial transactions, monetary items on the
balance sheet and net investments in foreign subsidiaries. Of
the Group’s cash flows, the biggest currency exposures arise
from EUR and USD. The Group has both income and expenses
in both main currencies, which significantly limits the foreign
exchange risk. The company monitors the development of
currency exposure as its operations expand and as non-USD-
denominated currency items increase, which might lead to the
adoption of an active hedging policy in the company. At the
end of the financial year, the company had no existing hedging
instruments and the Group does not apply hedge accounting.
Liquidity risk
Liquidity risk is associated with the sufficiency of financing
required by the Group’s working capital, repayment of loans,
investment expenses and growth, and maintaining its conti-
nuity. The purpose of liquidity risk management is to contin-
uously maintain a sufficient level of liquidity. To manage the
risk, the Group continuously assesses the amount of financing
required by business operations so that the Group has suf-
ficient liquid assets for financing its operations and repaying
maturing loans.
Interest rate risk
The Group has a variable interest rate bank loan due to which
the Group is exposed to changes in market interest rates and
hence interest risk. During the financial year 2021, the Group
has not applied hedge accounting against interest rate risk. The
Group will follow the development of the situation, and it is
possible that it will adopt an active hedging policy in the future.
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
46
21. THE GROUP’S CONTINGENT LIABILITIES
Contingent liabilities
EUR thousand 2021 2020
Pledges given on own behalf
Guarantees 580 479
Pledges and contingent liabilities total 580 479
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
47
22. TRANSACTIONS WITH RELATED PARTIES
The Group’s related parties include the parent company and its subsidiaries. In addition, related
parties are considered to include the members of the parent company’s Board of Directors
and the Group Management Team, including the President and CEO and persons and com-
panies in which the management or Board of Directors exercise control or significant influ-
ence.
THE GROUP’S PARENT COMPANY AND SUBSIDIARY RELATIONSHIPS ARE AS FOLLOWS:
Group companies 31 December 2021
Name
Group’s
holding Domicile Country
Qt Group Oyj Parent company Espoo Finland
The Qt Company Oy 100% Espoo Finland
The Qt Company 100% San Jose United States
The Qt Company AS 100% Oslo Norway
The Qt Company GmbH 100% Berlin Germany
The Qt Company LLC 100% Seoul South Korea
The Qt Company Ltd 100% Shanghai China
The Qt Company UK 100% Norwich United Kingdom
The Qt Company France 100% Issy-les-Moulineaux France
Digia Software Ltd 100% Chengdu China
Digia Hong Kong Ltd* 100% Hong Kong China
Qt India Technology Pvt Ltd 100% Bangalore India
froglogic GmbH 100% Hamburg Germany
The Qt Company Japan** 100% Tokyo Japan
* The company did not engage in business operations
** A branch of The Qt Company Oy in Japan
Salaries and fees of the Board of Directors
and President and CEO
Management’s employee benefits
EUR thousand
1.1.– 31.12.
2021
1.1.– 31.12.
2020
Varelius Juha President and CEO 1,432 653
Ingman Robert Chairman of the Board of Directors 73 73
Uhari Tommi Vice Chairman of the Board of Directors 53 53
Saarinen Leena Member of the Board of Directors 40 40
Koppinen Jaakko Member of the Board of Directors 36 36
Marsio Mikko Member of the Board of Directors 36 36
Total 1,670 891
EUR thousand
1.1.–31.12.
2021
1.1.–31.12.
2020
Salaries and other short-term employee benefits 2,602 1,849
Option and Equity incentive program 1,500 250
Total 4,101 2,100
23. EVENTS AFTER THE CLOSING DATE OF THE REPORTING PERIOD
On January 3, 2022, Qt Group issued a release to disclose that, during the period Septem-
ber 14–December 9, 2021, a total of 550 new shares in the company had been subscribed
for with the company’s stock options 2016. For subscriptions made with the stock op-
tions 2016, the entire subscription price of EUR 2,662.00 will be entered in the reserve
for invested unrestricted equity. After the new shares are entered in the Trade Register,
the total amount of shares is 25,181,198. The shares subscribed for under the stock
options were entered in the Trade Register on January 3, 2022. The shares are traded
on Nasdaq Helsinki together with the old shares as of January 4, 2022.
The company had no other significant events deviating from normal business operations
after the end of the review period.
Notes to the Consolidated Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
48
Parent company’s income statement FAS
EUR Notes 2021 2020
Net sales 422,878.52 501,015.66
Personnel expenses 1 -1,025,635.85 -923,415.01
Other operating expenses 2 -1,025,887.45 -637,577.70
Operating profit -1,628,644.78 -1,059,977.05
Financial expenses 3 -101,386.28 -863.82
Earnings before appropriations and taxes -1,730,031.06 -1,060,840.87
Appropriations
Group contributions received 2,273,401.32 5,975,713.36
Total appropriations 2,273,401.32 5,975,713.36
Income taxes 0.00 0.00
Net profit 543,370.26 4,914,872.49
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
49
EUR Notes 31.12.2021 31.12.2020
Non-current assets
Investments
Holdings in group companies 4 17,406,928.24 17,406,928.24
Total 17,406,928.24 17,406,928.24
Non-current assets total 17,406,928.24 17,406,928.24
Current assets
Accounts receivable
from group companies 188,987.20 188,987.20
Current receivables from group
companies 32,394,743.46 5,975,713.36
Other receivables 38,259.80 650,816.12
Cash in hand and at banks 230,559.43 1,488,791.16
Total 32,852,549.89 8,304,307.84
Total assets 50,259,478.13 25,711,236.08
Parent company’s balance sheet (FAS)
EUR Notes 31.12.2021 31.12.2020
Shareholders’ equity
Share capital 5 500,000.00 500,000.00
Unrestricted shareholders’
equity reserve 5 36,457,747.23 29,099,846.51
Own shares -18,351,075.90 -7,283,863.78
Retained earnings -547,773.61 -5,462,646.10
Net profit 5 543,370.26 4,914,872.49
Total 18,602,267.98 21,768,209.12
Short-term liabilities
Accounts payable 143,606.60 32,691.98
Other liabilities 134,334.26 127,221.02
Short-term interest-bearing liabilities 17,092,778.17 0.00
Accrued charges
and deferred credits 6 14,286,491.12 3,783,113.96
Total 31,657,210.15 3,943,026.96
Total shareholders’ equity
and liabilities 50,259,478.13 25,711,236.08
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
50
Parent company’s
cash flow statement
FAS
EUR 2021 2020
Net profit before tax
-1,730,031.06 -1,060,840.87
Adjustments to net profit
101,386.28 863.82
Change in working capital
-6,911,667.44 2,837,904.71
Interest paid
-66,278.17 -863.82
Other financial items
-35,108.11 0.00
Cash flow from financial items and taxes
-101,386.28 -863.82
Cash flow from operations
-8,641,698.50 1,777,063.84
Loans granted
0.00 0.00
Cash flow from investments
0.00 0.00
Proceeds from issue of new current loan and bank overdrafts
17,092,778.17 0.00
Purchase of own shares -11,067,212.12 -5,361,676.96
Share subscriptions based on stock options 2016 1,357,900.72 5,063,336.96
Cash flow from financing
7,383,466.77 -298,340.00
Change in cash and cash equivalents
-1,258,231.73 1,478,723.84
Cash and cash equivalents at beginning of period
1,488,791.16 10,067.32
Cash and cash equivalents at end of period
230,559.43 1,488,791.16
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
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51
Basic information
on the parent company
and accounting policies
applied in the financial
statements
BASIC INFORMATION ON THE COMPANY
Qt Group Plc is the parent company of Qt Group, and its
domicile is Espoo and its registered address is Bertel Jungin
aukio D 3 A, FI-02600 Espoo, Finland. Qt Group Plc’s subsidiary
responsible for its operations in Finland is The Qt Company Oy.
ACCOUNTING POLICIES APPLIED
IN THE FINANCIAL STATEMENTS
The parent company’s financial statements have been pre-
pared in accordance with the Finnish Accounting Standards
(FAS). The financial statements are based on original acqui-
sition costs. Acquisition cost-based accounting is discounted
to correspond to the fair value, if necessary.
PENSION ARRANGEMENTS
The pension cover of the company’s personnel is provided
through statutory pension insurance. Pension contributions
and expenses allocated to the financial period are based on
confirmation received from the insurance company. Pension
expenses are recognized as expenses for the year during
which they are incurred.
TAXES
Taxes recognized in the income statement include taxes based
on the net profit for the financial period, and adjustments to
taxes for previous periods.
TANGIBLE AND INTANGIBLE ASSETS
Tangible and intangible assets are recognized in the balance
sheet at direct acquisition cost less planned depreciation.
Planned depreciation is based on the following useful lives:
Intangible assets 3–5 years
Acquisitions of fixed assets with a useful life of less than three
years are recognized as annual expenses.
CASH AND CASH EQUIVALENTS AND LOANS FROM FINAN-
CIAL INSTITUTIONS
Cash and cash equivalents include cash assets and bank
accounts. Overdraft facilities of accounts are presented in
current liabilities on the balance sheet. Loans from finan-
cial institutions are included in long- and short-term liabili-
ties on the balance sheet. Interest expenses are recognized
as expenses for the period during which they are incurred.
SHAREHOLDERS’ EQUITY AND DIVIDENDS
The Board of Directors’ proposal for dividend payout is not
recognized in the distributable shareholders’ equity in the
financial statements before the approval of the Annual
General Meeting.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
52
Notes to the parent company financial statements FAS
1. INFORMATION ON PERSONNEL AND RELATED PARTIES 2. OTHER OPERATING EXPENSES
3. FINANCIAL INCOME AND EXPENSES
EUR 2021 2020
Wages and salaries 915,437.01 822,719.05
Pension expenses 98,184.08 88,063.62
Other personnel expenses 12,014.76 12,632.34
Total 1,025,635.85 923,415.01
EUR 2021 2020
IT expenses 4,737.95 8,669.17
Expert services 609,913.79 327,985.35
Other expenses 411,235.71 300,923.18
Total 1,025,887.45 637,577.70
Auditor’s fees
Audit 17,588.48 16,184.32
Other services 5,498.00 3,565.00
Total 23,086.48 19,749.32
EUR 2021 2020
Other financial expenses 101,386.28 863.82
Total 101,386.28 863.82
The company’s personnel expenses are comprized of the salaries and fees paid to the Pres-
ident and CEO and the Board of Directors. More detailed information about the related par-
ties is presented in Note 22 Transactions with related parties to the consolidated financial
statements.
The company’s auditor for 2020 and 2021 was KPMG Oy Ab.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
53
4. INVESTMENTS
Holdings in group companies Itemization of shares
Notes to the parent company financial statements
EUR 2021
Acquisition cost, 1 January 17,406,928.24
Acquisition cost, 31 December 17,406,928.24
Book value, 1 January 17,406,928.24
Book value, 31 December 17,406,928.24
Group companies Domicile Country Holding
Share
of votes
Digia Hong Kong Ltd Hong Kong China 100% 100%
The Qt Company Oy Espoo Finland 100% 100%
EUR 2020
Acquisition cost, 1 January 17,406,928.24
Acquisition cost, 31 December 17,406,928.24
Book value, 1 January 17,406,928.24
Book value, 31 December 17,406,928.24
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
54
5. CHANGES IN SHAREHOLDERS’ EQUITY
EUR 2021 2020
Share capital, 1 January 500,000.00 500,000.00
Share capital, 31 December 500,000.00 500,000.00
Unrestricted shareholders’ equity reserve, 1 January 29,099,846.51 24,036,509.55
Issue of shares 6,000,000.00 0.00
Share subscriptions based on stock options 1,357,900.72 5,063,336.96
Unrestricted shareholders’ equity reserve, 31 December 36,457,747.23 29,099,846.51
Own shares, 1 January -7,283,863.78 -1,922,186.82
Purchase of own shares -11,067,212.12 -5,361,676.96
Own shares, 31 December -18,351,075.90 -7,283,863.78
Retained earnings -547,773.61 -5,462,646.10
Net profit (loss) 543,370.26 4,914,872.49
Total shareholders’ equity 18,602,267.98 21,768,209.12
Calculation of distributable funds
Unrestricted shareholders’ equity reserve 36,457,747.23 29,099,846.51
Own shares -18,351,075.90 -7,283,863.78
Retained earnings -547,773.61 -5,462,646.10
Net profit (loss) 543,370.26 4,914,872.49
Total distributable funds 18,102,267.98 21,268,209.12
Notes to the parent company financial statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
55
6. ACCRUED CHARGES AND DEFERRED CREDITS
EUR 2021 2020
Accrued charges and deferred credits
to group companies 14,015,040.21 3,500,640.21
Personnel expense allocations 258,337.50 281,352.03
Other accrued charges and deferred credits 13,113.41 1,121.72
Total 14,286,491.12 3,783,113.96
Board of Directors' dividend proposal
Parent company’s net result showed a profit of EUR 543,370.26. The Board of Directors of
the Qt Group Plc proposes to the Annual General Meeting that no dividend be paid for the
fiscal year that ended on 31 December 2021.
Notes to the parent company financial statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
56
Signatures to the Financial Statements and the Board of Directors’ Report
ESPOO, 16 FEBRUARY 2022
AUDITORS’ NOTE
The report of the audit has been issued today.
Espoo, 16 February 2022
KPMG Oy Ab
Authorized Public Accountants
Kim Järvi, Authorized Public Accountant
Robert Ingman
Chairman of the Board of Directors
Tommi Uhari
Vice Chairman of the Board of Directors
Leena Saarinen
Member of the Board of Directors
Juha Varelius
President and CEO
Mikko Marsio
Member of the Board of Directors
Jaakko Koppinen
Member of the Board of Directors
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
57
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
Opinion
We have audited the financial statements of Qt Group Plc
(business identity code 2733394-8) for the year ended
December 31, 2021. The financial statements comprise the
consolidated balance sheet, income statement, statement
of comprehensive income, statement of changes in equity,
statement of cash flows and notes, including a summary of
significant accounting policies, as well as the parent company’s
balance sheet, income statement, statement of cash flows
and notes.
In our opinion
• the consolidated financial statements give a true and fair
view of the group’s financial position, financial performance
and cash flows in accordance with International Financial
Reporting Standards (IFRS) as adopted by the EU
• the financial statements give a true and fair view of the
parent company’s financial performance and financial
position in accordance with the laws and regulations
governing the preparation of financial statements in Finland
and comply with statutory requirements.
Our opinion is consistent with the additional report submitted
to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with good auditing
practice in Finland. Our responsibilities under good auditing
practice are further described in the Auditor’s Responsibilities
for the Audit of the Financial Statements section of our report.
We are independent of the parent company and of the group
companies in accordance with the ethical requirements that
are applicable in Finland and are relevant to our audit, and
we have fulfilled our other ethical responsibilities in accor-
dance with these requirements.
In our best knowledge and understanding, the non-audit
services that we have provided to the parent company and
group companies are in compliance with laws and regulations
applicable in Finland regarding these services, and we have
not provided any prohibited non-audit services referred to in
Article 5(1) of regulation (EU) 537/2014. The non-audit ser-
vices that we have provided have been disclosed in note 8 to
the consolidated financial statements.
We believe that the audit evidence we have obtained is suffi-
cient and appropriate to provide a basis for our opinion.
Materiality
The scope of our audit was influenced by our application of
materiality. The materiality is determined based on our pro-
fessional judgement and is used to determine the nature,
timing and extent of our audit procedures and to evaluate
the effect of identified misstatements on the financial state-
ments as a whole. The level of materiality we set is based
on our assessment of the magnitude of misstatements that,
individually or in aggregate, could reasonably be expected
to have influence on the economic decisions of the users of
the financial statements. We have also taken into account
misstatements and/or possible misstatements that in our
opinion are material for qualitative reasons for the users of
the financial statements.
Auditor’s Report
To the Annual General Meeting of Qt Group Plc
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
58
REVENUE RECOGNITION AND VALUATION OF ACCOUNTS RECEIVABLE
• Revenue recognition is one of the key areas of focus,
in respect of the risk of management override
and timing of revenue for license, maintenance and
consulting income.
• Accounts receivable includes management estimate
relating to valuation of overdue accounts receivable.
• We have tested controls over revenue recognition,
including timing of revenue recognition, as well as
performed substantive testing.
• We have assessed the recoverability of overdue accounts
receivable and the related evidence as well as challenged
the management’s assessment of the bad debt provision.
The key audit matter How the matter was addressed in the audit
Key Audit Matters
Key audit matters are those matters that, in our profes-
sional judgment, were of most significance in our audit
of the financial statements of the current period. 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 opin-
ion on these matters. The significant risks of material mis-
statement referred to in the EU Regulation No 537/2014
point (c) of Article 10(2) are included in the description of
key audit matters below.
We have also addressed the risk of management override
of internal controls. This includes consideration of wheth-
er there was evidence of management bias that repre-
sented a risk of material misstatement due to fraud.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
59
Responsibilities of the Board of Directors and the
Managing Director for the Financial Statements
The Board of Directors and the Managing Director are re-
sponsible for the preparation of consolidated financial state-
ments that give a true and fair view in accordance with Inter-
national Financial Reporting Standards (IFRS) as adopted by
the EU, and of financial statements that give a true and fair
view in accordance with the laws and regulations governing
the preparation of financial statements in Finland and comply
with statutory requirements. The Board of Directors and the
Managing Director are also responsible for such internal con-
trol as they determine is necessary to enable the preparation
of financial statements that are free from material misstate-
ment, whether due to fraud or error.
In preparing the financial statements, the Board of Direc-
tors and the Managing Director are responsible for assessing
the parent company’s and the group’s ability to continue as
a going concern, disclosing, as applicable, matters relating to
going concern and using the going concern basis of accounting.
The financial statements are prepared using the going concern
basis of accounting unless there is an intention to liquidate
the parent company or the group or cease operations, or there
is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit
of 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 auditor’s report that includes our opinion. Rea-
sonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with good
auditing practice 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 deci-
sions of users taken on the basis of the financial statements.
As part of an audit in accordance with good auditing practice,
we exercise professional judgment and maintain professional
skepticism throughout the audit. 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.
• 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
parent company’s or the group’s internal control.
• Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and
related disclosures made by management.
• Conclude on the appropriateness of the Board of
Directors’ and the Managing Director’s 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 parent company’s or 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 auditor’s report to the related disclosures
in the financial statements or, if such disclosures are in-
adequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date
of our auditor’s report. However, future events or con-
ditions may cause the parent company 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 so that the financial statements
give a true and fair view.
• Obtain sufficient appropriate audit evidence regarding
the financial information of the entities or business
activities within the group to express an opinion on
the consolidated financial statements. We are responsible
for the direction, supervision and performance of
the group audit. We remain solely responsible for our
audit opinion.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
60
We communicate with those charged with governance
regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any sig-
nificant deficiencies in internal control that we identify during
our audit.
We also provide those charged with governance with a state-
ment that we have complied with relevant ethical require-
ments 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.
From the matters communicated with those charged with
governance, 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 auditor’s 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 com-
munication.
OTHER REPORTING REQUIREMENTS
Information on our audit engagement
We were first appointed as the auditors of Qt Group Plc by
the Annual General Meeting on May 1, 2016, when the com-
pany was founded as the result of de-merger from Digia Plc.
Our appointment as auditors of Digia Plc represents a total
period of uninterrupted engagement since 2015.
Other Information
The Board of Directors and the Managing Director are respon-
sible for the other information. The other information com-
prises the report of the Board of Directors and the informa-
tion included in the Annual Report, but does not include the
financial statements and our auditor’s report thereon. We
have obtained the report of the Board of Directors prior to
the date of this auditor’s report, and the Annual Report is
expected to be made available to us after that date. Our
opinion on the financial statements does not cover the other
information.
In connection with our audit of the financial statements,
our responsibility is to read the other information identified
above and, in doing so, consider whether the other informa-
tion is materially inconsistent with the financial statements
or our knowledge obtained in the audit, or otherwise ap-
pears to be materially misstated. With respect to the report of
the Board of Directors, our responsibility also includes consid-
ering whether the report of the Board of Directors has been
prepared in accordance with the applicable laws and regula-
tions.
In our opinion, the information in the report of the Board of
Directors is consistent with the information in the financial
statements and the report of the Board of Directors has been
prepared in accordance with the applicable laws and regula-
tions.
If, based on the work we have performed on the other infor-
mation that we obtained prior to the date of this auditor’s
report, 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.
Helsinki, February 16 2022
KPMG Oy Ab
Kim järvi
Authorized Public Accountant, KHT
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
To the Board of Directors of Qt Group Plc
We have undertaken a reasonable assurance engagement on
the iXBRL marking up of the consolidated financial statements
for the year ended 31 December, 2021, included in the QT
Group Oyj’s digital files [qtgroupoyj-2021-12-31-en.zip] pre-
pared in accordance with the requirements of Article 4 of EU
Delegated Regulation 2018/815 (ESEF RTS).
THE RESPONSIBILITY OF THE BOARD OF DIRECTORS
AND MANAGING DIRECTOR
The Board of Directors and Managing Director are responsible
for preparing the report of the Board of Directors and finan-
cial statements (ESEF financial statements) that comply with
the requirements of ESEF RTS. This responsibility includes:
• preparation of ESEF financial statements in XHTML
format in accordance with Article 3 of the ESEF RTS
• marking up the consolidated financial statements included
in the ESEF financial statements with iXBRL tags in accor-
dance with Article 4 of the ESEF RTS; and
• ensuring consistency between ESEF financial statements
and audited financial statements.
The Board of Directors and the Managing Director are also
responsible for such internal control as they deem necessary
to prepare the ESEF financial statements in accordance with
the requirements of the ESEF RTS.
AUDITOR’S INDEPENDENCE AND QUALITY CONTROL
We are independent of the company in accordance with the
ethical requirements applicable in Finland, which apply to the
engagement we have performed, and we have fulfilled our
other ethical obligations in accordance with these require-
ments.
The auditor applies International Standard on Quality Con-
trol 1 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.
AUDITOR’S RESPONSIBILITY
In accordance with the Engagement Letter our responsibility is
to express an opinion on whether the marking up of the con-
solidated financial statements included in the ESEF financial
statements comply in all material respects with the Article 4 of
the ESEF RTS. We conducted our reasonable assurance enga-
gement in accordance with International Standard on Assurance
Engagements 3000.
The engagement involves procedures to obtain evidence
whether;
• the consolidated financial statements included in the ESEF
financial statements are, in all material respects, marked
up with iXBRL tags in accordance with Article 4 of the
ESEF RTS, and;
• the ESEF financial statements and the audited financial
statements are consistent with each other.
The nature, timing and the extent of procedures selected
depend on practitioner’s judgement. This includes the assess-
ment of the risks of material departures from the requirements
set out in the ESEF RTS, whether due to fraud or error.
We believe that the evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
OPINION
In our opinion, the consolidated financial statements included
in the ESEF financial statements of QT Group Oyj identified
as [qtgroupoyj-2021-12-31-en.zip] for the year ended 31
December, 2021 are marked up, in all material respects, in
compliance with the ESEF Regulatory Technical Standard.
Our audit opinion relating to the consolidated financial state-
ments of QT Group Oyj for the year ended 31 December, 2021
is set out in our Auditor’s Report dated 16 February, 2022. In
this report, we do not express an audit opinion, review con-
clusion or any other assurance conclusion on the consolidated
financial statements.
Helsinki, February 16, 2022
KPMG Oy Ab
Kim järvi
Authorized Public Accountant, KHT
Independent Auditor’s Reasonable Assurance Report
on Qt Group Plc’s ESEF Financial Statements
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
62
Corporate
Governance
Statement
2021
I. Introduction
This Corporate Governance Statement has been prepared in
accordance with the Governance Code for Listed Finnish Com-
panies 2020 (“Governance Code”) and chapter 7, section 7
of Finnish Securities Market Act (746/2012). This Statement
has been issued separately from the Board’s operating and
financial review.
The Governance Code is available on the Finnish Securities
Market Association website at www.cgfinland.fi.
II. Governance
Qt Group Plc’s (hereinafter referred to as the “company”) cor-
porate governance system is based on the Companies Act, the
Securities Markets Act, general corporate governance recom-
mendations, and the company’s Articles of Association and
in-company rules and regulations on corporate governance.
The company’s corporate governance principles are integrity,
accountability, fairness and transparency. This means, among
other things, that:
• The company complies with the applicable laws, rules and
regulations.
• The company organizes, plans and manages its operations,
and does business abiding by the applicable professional
requirements approved by Board members, who demon-
strate due care and responsibility in performing their duties.
• The company demonstrates special prudence with respect
to the management of its capital and assets.
• The company's policy is to keep all market participants
actively, openly and equitably informed of its business oper-
ations.
• The company's management, administration and personnel
are subject to the appropriate internal and external audits
and supervision.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
63
SHAREHOLDERS’ MEETING
The company's highest decision-making body is the Share-
holders' Meeting at which shareholders exercise their voting
rights regarding company matters. Each company share enti-
tles the holder to one vote at the Shareholders' Meeting.
The AGM will be held annually within three (3) months of the
end of the financial year. An Extraordinary General Meeting
will be held if the Board of Directors deems it necessary or
if requested in writing by a company auditor or shareholders
holding a minimum of 10 per cent (1/10) of the company's
shares, for the purpose of discussing a specific issue.
The Finnish Limited Liability Companies Act and the compa-
ny’s Articles of Association define the responsibilities and
duties of the Shareholders’ Meeting. Extraordinary General
Meetings decide on the matters for which they have been
specifically convened.
Board of Directors
Operations and duties
Elected by the Shareholders' Meeting, the Board of Directors
is in charge of company administration and the appropriate
organization of company operations. Under the Articles of
Association, the Board of Directors consists of four (4) to
eight (8) members. The Compensation and Nomination Com-
mittee prepares a proposal for the Shareholders' Meeting
regarding the composition of the new Board of Directors to be
appointed.
The majority of Board members must be independent of the
company and a minimum of two (2) of those members must
also be independent of the company's major shareholders.
The President and CEO or other company employees under
the President and CEO's direction may not be elected mem-
bers of the Board.
The term of all Board members expires at the end of the
Annual General Meeting following their election. A Board
member can be re-elected without limitations on the number
of successive terms. The Board of Directors elects its Chair-
man and Vice Chairman from amongst its members.
The Board of Directors has determined the principles regarding
the diversity of the Board of Directors. Accordingly, the re-
quirements of company size, market position and business
industry should be duly reflected when composing the Board of
Directors. When composing the Board of Directors, the objec-
tive is that the Board of Directors will always include necessary
expertise especially in the following key areas:
• the company's field of business,
• management of a similar-sized company,
• the specific nature of a publicly listed company,
• accounting,
• risk management, and
• Board activity.
The aim for the composition the Board of Directors is to have
both genders represented. The defined diversity principles
were well fulfilled in the company's Board of Directors during
financial year 2021.
The Board has prepared and approved a written agenda for
its work. In addition to Board duties prescribed by the Compa-
nies Act and other rules and regulations, the Board of Direc-
tors is responsible for issues on its agenda, observing the fol-
lowing guidelines:
• good board practices require that the Board of Directors,
instead of needlessly interfering in the details involved in
day-to-day operations, concentrate on elaborating the
company’s short- and long-term strategies.
• the Board’s general duty is to steer the company’s
business with a view to maximizing shareholder value
in the long term, while taking account of expectations
set by various stakeholder groups; and
• Board members are required to perform on the basis
of sufficient, relevant and updated information, in order
to serve the company’s interests.
In addition, the Board’s agenda:
• defines the Board’s annual action plan and provides
a preliminary meeting schedule and framework agenda
for each meeting;
• provides guidelines for the Board’s annual self-
assessment;
• provides guidelines for distributing notices of meetings
and advance information to the Board and procedures
for keeping and adopting minutes;
• defines job descriptions for the Chairman, members and
secretary of the Board of Directors (the secretary is the
Company’s General Counsel or, if absent, the CEO); and
• defines the framework within which the Board may
set up special committees or working groups.
The Board evaluates its activities and working methods annu-
ally, employing an external consultant for this evaluation, if
necessary.
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Annual Report 2021
64
Board of Directors
ROBERT INGMAN
b. 1961
M.Sc. (Eng.), M.Sc. (Econ.)
Chairman of the Board of Direc-
tors of Qt Group Plc since 2016.
Member of the Compensation
and Nomination Committee.
Full-time Chairman of the Board
of Ingman Group Oy Ab.
His previous posts include
Managing Director at Arla Ingman
Oy Ab (2007–2011) and Ingman
Foods Oy Ab (1997–2006).
Chairman of the Board of Ette-
plan Oyj, Digia Plc and Halti Ltd.
Member of the Board of Evli
Pankki Plc.
Independent of the Company.
MIKKO MARSIO
b. 1971
M.Sc. (Eng.)
Member of the Board of Direc-
tors of Qt Group Plc since 2018.
Member of the Audit Committee.
Currently leading Business Devel-
opment at Esystems Oy.
Has worked as SVP, Digital
business and Software in Process
Industries division at ABB
(2017–2020) and in various
managerial positions e.g. at
Empower Group (2016–2017),
Dovre Group Plc (2012–2015),
Hewlett-Packard (2005–2008)
and Fortum Plc (1996–2001).
Independent of the Company
and major shareholders.
LEENA SAARINEN
b. 1960
M.Sc. (Food technology)
Member of the Board of Directors
of Qt Group Plc since 2016.
Chairman of the Compensation
and Nomination Committee.
Currently works as a board
professional, holding Board
chairman or Board member roles
in various companies, including
Palmia Ltd, Handelsbanken
Finland and Etteplan Oyj.
Her previous posts include
Managing Director at Suomen
Lähikauppa Ltd (2007–2010),
President and CEO at Altia
Corporation (2005–2007) and
various positions at Unilever
(1990–2005). Member of the
Directors’ Institute of Finland
Independent of the Company
and major shareholders.
TOMMI UHARI
b. 1971
M.Sc. (Eng.)
Vice Chairman of the Board of
Directors of Qt Group Plc since
2016. Chairman of the Audit
Committee and member of the
Compensation and Nomination
Committee.
Currently serves as Founding
Partner of Karma Ventures
with a background in deep-tech
businesses and entrepreneur-
ship.
Formerly the co-founder
and CEO of a roaming startup,
and he has also led the mobile
businesses of STMicroelectronics
and ST-Ericsson (2006–2010).
Tommi started his career at Nokia
and eventually led the wireless
and software platforms organiza-
tions (1993–2006).
Independent of the company
and major shareholders.
JAAKKO KOPPINEN
b. 1969
M.Sc. (Eng.)
Member of the Board of Direc-
tors of Qt Group Plc since 2018.
Member of the Audit Committee.
Currently Vice President, EMEA
and member of the Executive
Team at Normet Oy. Strategic
advisor in several companies.
Has served as Global Division
President and member of the
Board at Sandvik Mining and
Construction Oy (2017–2020).
He has also previously served as
Managing Director of Orica Finland
Oy (2016–2017), and as General
Manager of Wihuri Oy Witraktor
(2012–2015).
He also has held several senior
management roles at Konecranes
Plc (2008–2012) and at Sandvik
Group (1995–2008).
Independent of the Company
and major shareholders.
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Annual Report 2021
65
Composition of Board of Directors
THE BOARD OF DIRECTORS OF QT GROUP PLC 2021
Name EDUCATION YEAR OF BIRTH MAIN ACTIVITY
OWNERSHIP*
shares
Robert Ingman M.Sc. (Eng.), M.Sc. (Econ.) 1961 Chairman of the Board of Directors at Ingman Group Oy Ab 5,395,000
Jaakko Koppinen M.Sc. (Eng.) 1969 Director, Normet Oy 0
Mikko Marsio M.Sc. (Eng.) 1971 Director, Esystems Oy 800
Leena Saarinen M.Sc. (Food Technology) 1960 Board professional 2,844
Tommi Uhari M.Sc. (Eng.) 1971 Partner at venture capital fund Karma Ventures 410,620
Member PARTICIPATION
Robert Ingman (Chairman) 10/10
Jaakko Koppinen 10/10
Mikko Marsio 10/10
Leena Saarinen 10/10
Tommi Uhari 10/10
Total 100%
No Board Member owns any stock-options or other share-based rights in the company.
Of the aforementioned Members of the Board, Jaakko Koppinen, Mikko Marsio, Leena
Saarinen and Tommi Uhari are independent of the company and its major shareholders.
Robert Ingman is independent of the company. Robert Ingman is not independent of the
company’s major shareholders due to his role as a Chairman of the Board of the company's
biggest shareholder Ingman Development Oy Ab.
During the financial year 2021, the Board of Directors held 10 meetings. The participation
rate into the meetings was the following.
* Company shares held directly or through legal entities under person’s control/influence as of 31 December 2021.
Qt Group 2021 / Board of Directors’ Report / Consolidated Key Figures / Financial Statements / CG / Information for Shareholders
Annual Report 2021
66
COMMITTEES OF THE BOARD OF DIRECTORS
The company’s Board of Directors had two (2) committees in
financial year 2021: the Compensation and Nomination Com-
mittee and the Audit Committee.
These committees do not hold powers of decision or execu-
tion. They assist the Board in decision-making concerning their
own areas of expertise. The committees report regularly on
their work to the Board, which governs and assumes colle-
giate responsibility for the committees’ work.
The purpose of the Compensation and Nomination Committee
is to prepare and follow-up the remuneration policy and remu-
neration report for the company’s governing bodies as well as
compensation and remuneration schemes for the company
management in order to ensure that the company’s targets
are met, to guarantee the objectivity of decision-making, and
to see to it that the schemes are transparent and systematic.
The Compensation and Nomination Committee also prepares
a proposal for the Annual General Meeting concerning the
number of members of the Board of Directors, the members
of the Board of Directors, the remuneration of the Chairman,
Vice Chairman and members of the Board and the remuner-
ation of the chairmen and members of the committees of the
Board of Directors.
Member PARTICIPATION
Jaakko Koppinen 4/4
Mikko Marsio 4/4
Tommi Uhari (Chairman) 4/4
Total 100%
Member PARTICIPATION
Robert Ingman 7/7
Leena Saarinen (Chairman) 7/7
Tommi Uhari 7/7
Total 100%
The purpose of the Audit Committee is to assist the Board of
Directors in ensuring that the company’s financial reporting,
accounting methods, financial statements and other reported
financial information are legitimate, balanced, transparent and
clear.
During 2021, the members of the Audit Committee and their
participation rate into the meetings were as follows:
During 2021, the members of the Compensation and Nomi-
nation Committee and their participation rate into the meet-
ings were as follows:
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67
Management Team
The company has a Management Team, chaired by the Chief Executive Officer (CEO) of the
company. The Board of Directors appoints the CEO and, upon the CEO’s proposal, confirms
the appointment of Management Team members and their essential terms of their employ-
ment. The CEO, together with the other members of the Management Team, is in charge of
company's business operations and administration in accordance with the instructions and
regulations issued by the Board of Directors, and as defined by the Finnish Limited Liability
Companies Act.
* Company shares held directly or through legal entities under control/influence by a person per 31 December 2021.
** Member of management team since 1 March 2021
DURING THE FINANCIAL YEAR 2021, THE MANAGEMENT TEAM OF THE COMPANY WAS AS FOLLOWS:
The CEO may take exceptional and far-reaching measures, in view of the nature and scope
of the company's activities, only if so authorized by the Board of Directors. The CEO is not
a member of the Board of Directors but attends Board meetings.
On 31 December 2021 CEO Juha Varelius held 70,206 stock-options under the company’s
2016 Option scheme and other management team members combined owned a total of
20,676 stock options.
Name EDUCATION YEAR OF BIRTH RESPONSIBILITY
OWNERSHIP*
shares
Juha Varelius M.Sc. (Econ.) 1963 Chief Executive Officer 280,776
Petteri Holländer M.Sc. student (Eng.) 1974 SVP, Ventures 5,134
Marko Kaasila** M.Sc. (Eng), MBA 1972 SVP, Product Management 0
Katja Kumpulainen eMBA 1973 SVP, Marketing 0
Jouni Lintunen M.Sc. (Eng.) 1971 Chief Financial Officer 0
Juhapekka Niemi M.Sc. (Computer Sciences) 1968 EVP, Sales and Business Development 30,211
Mika Pälsi LL.M. 1970 General Counsel 200
Helena Telaranta M.Sc. (Econ.) 1973 SVP, Human Resources 0
Tuukka Turunen M.Sc. (Computer Sciences), Licentiate of Technology 1974 SVP, R&D 129,786
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JUHA VARELIUS
b. 1963
Master of Economic Sciences
CEO and Member of the Board
of Directors of Qt Group Plc
since 2016.
Previously acted as the CEO
of Digia Oyj (2008–2016) and
in various managerial positions
at Everypoint Inc and Yahoo!
(2002–2007) as well as
Sonera (1993–2002).
JOUNI LINTUNEN
b. 1971
Master of Science in Technology
Chief Financial Officer of Qt Group
Plc since 2020.
Previously acted as Finance
Director (2016–2020) and
Business Controller (2013–
2015) at PaloDEx Group Oy,
and in various directorial and
expert positions at Vaisala Oyj
(1998–2013)
JUHAPEKKA NIEMI
b. 1968
Information Technology Engineer
Executive Vice President of
Qt Group Plc since 2016.
Previously acted as Chief
Business Officer at Digia Oyj
(2013–2016) as well as in
various managerial and
directorial positions at
Nokia Oyj (2000–2013).
KATJA KUMPULAINEN
b. 1973
eMBA
Senior Vice President, Marketing
of Qt Group Plc since 2016.
Previously acted as Chief
Marketing Officer at Digia Oyj
(2015–2016) and Nervogrid Oy
(2012–2015) as well as in
various managerial, directorial
and expert positions at Lite-
On Mobile Oy (prev. Perlos)
(2007–2012) and Basware Oyj
(1995–2007).
Management Team
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HELENA TELARANTA
b. 1973
Master of Economic Sciences
Senior Vice President, Human
Resources of Qt Group Plc
since 2019.
Previously acted as Business
HR Director at Neste (2016–
2018), as Vice President, Human
Resources, Marine Solutions at
Wärtsilä Oyj (2010–2016), and
in various managerial positions
at Wärtsilä Corporation (2006–
2010).
MARKO KAASILA
b. 1972
Master of Science in Technology,
MBA
Senior Vice President, Product
Management of Qt Group Plc
since 2021.
Previously acted as CEO of Bitbar
Technologies and Head of Product
following the acquisition of the
company by Smartbear Software
(2009–2020), as Director of
Business Unit at On2 Techno-
logies (2005–2008) and in
product and project management
roles at Flextronics, Telefonica and
Nokia (1998–2005).
MIKA PÄLSI
b. 1970
Master of Laws
General Counsel of Qt Group Plc
since 2016.
Previously acted as General
Counsel of Digia Oyj (2009–2016),
Senior Legal Counsel at Tieto Oyj
(2005–2009) and as an attorney
at Castrén & Snellman (1999–
2005).
TUUKKA TURUNEN
b. 1974
Master of Science in Technology,
Licentiate in Technology
Senior Vice President, Research
and Development of Qt Group Plc
since 2016.
Previously acted in various
managerial and directorial
positions at Digia Oyj (2001–
2016), as a software developer
at Nokia Matkapuhelimet Oy
(1997–1998) and in teaching
and research positions at the
University of Oulu (1996–1997
and 1998–2000).
PETTERI HOLLÄNDER
b. 1974
M.Sc. student (Eng)
Senior Vice President, Ventures of
Qt Group Plc since 2021.
Member of the Management
team since 2016, previously
SVP, Product Management.
Prior to that acted as Chief
Product Officer, Business
Development Officer and in
other managerial positions at
Digia Oyj and its predecessors
(2001–2016), and as Product
Development Officer at Sonera
SmartTrust Oy (1999–2001).
Management Team
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Organ
Financial Control Environment
Control Function
Audit
Board of Directors
Internal Control
Audit Committee
Business Area Management
Group Management
Business Unit Management
Controller Function
Annual General Meeting
Written Instructions
CONTROL FUNCTIONS AND CONTROL ENVIRONMENT
The company has a finance unit tasked with verifying monthly
reports. The finance unit reports to the management, the
Board of Directors and the Board’s Audit Committee regarding
the financial performance of the company.
The company uses a reporting system which compiles sepa-
rate subsidiaries’ reports into the consolidated financial state-
ments. The accuracy of accounting and the financial state-
ments is monitored by the finance unit. The company also has
the necessary separate reporting and information systems
for monitoring business operations and asset management.
The Group’s finance unit provides instructions for drawing up
financial statements and interim financial statements, and
compiles the consolidated financial statements. The finance
unit has centralized control over the Group's funding and asset
management, and is in charge of managing interest rate and
currency risk.
INTERNAL RISK CONTROL
As a general principle, authorization is distributed in the com-
pany in such a way that no individual may independently per-
form measures unbeknown to at least one other individual. For
example, the company’s bookkeeping and asset management
are managed by separate persons, and two authorized per-
sons are needed to sign on behalf of the company.
Group-level reporting and supervision are based on monthly
income reporting led by the CFO and on updates of the latest
forecasts.
III. Financial Reporting Related Internal Control and Risk Management Systems
The company’s operations are divided into function-
specific areas of responsibility, with the Senior Vice Presidents
in charge of each function reporting to the CEO. The Senior Vice
Presidents responsible for the company’s functions report to
the Management Team on development matters, strategic
and annual planning, investments and internal organizational
matters related to their areas of responsibility.
The company’s operational management and supervision take
place according to the corporate governance system described
hereinabove. The Group’s administration unit is in charge of HR
management and policy. The legal affairs unit provides instruc-
tions for and monitors contracts made by the company and
ensures the legality of the Group’s operations.
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COMMUNICATIONS
The Group's General Counsel is in charge of the company’s
external communications and their correctness. External
communications include financial reports and other stock
exchange communications. The General Counsel is responsible
for the publication of interim reports and financial statements,
as well as for actions related to convening and holding Share-
holders' Meetings. Most communications take place through
the company’s website and using stock exchange releases.
RISK MANAGEMENT
The purpose of the company’s risk management process is
to identify and manage risks in such a way that the company
is able to meet its strategic and financial targets. Risk man-
agement is a continuous process, by which the major risks are
identified, listed and assessed, the key persons in charge of risk
management are appointed and risks are prioritized according
to an assessment scale in order to compare the effects and
mutual significance of risks.
The main operational risks handled by the company's risk
management function are customer risk, personnel risk, data
security risk, IPR risk and goodwill risk.
The company manages customer risk by actively developing
its customer portfolio structure and avoiding any poten-
tial risk positions. Personnel risks are actively assessed and
managed using a goal and development discussion process
for key personnel. To improve personnel commitment, the
company strives to improve the efficiency of internal com-
munications systematically, using regular personnel events
and increasing the visibility of management. In addition, the
Group's certified quality systems are regularly evaluated. Data
security risk is managed through the continuous development
of working models, security practices and processes. Risks
associated with shared operating models and best prac-
tices, as well as their integrated development, are managed
according to plan under the supervision of the Group Man-
agement Team. Risks typical to software business, especially
to international product business, relating to appropriate pro-
tection of company’s own IPRs and violation of IPRs of third
parties are managed through extensive internal policies, stan-
dard contracts and appropriate follow-up and analysis. With
respect to IFRS-compliant accounting policies, the Group
actively monitors goodwill and the related impairment tests,
as part of prudent and proactive risk management practices
within financial management.
In addition to operational risks, the company is subject to
financial risks. The company’s internal and external financing
and the management of financial risks are coordinated by the
finance function of the Group's parent company. This function
is responsible for the Group's liquidity, sufficiency of financing,
and the management of interest rate and currency risk. The
Group is exposed to several financial risks during the normal
course of its business. The objective of the Group’s risk man-
agement is to minimize the adverse effects of changes in the
financial markets on the Group's earnings. The primary types
of financial risks are interest rate risk, currency risk, credit
risk and funding risk. The general principles of risk manage-
ment are approved by the Board of Directors, and the Group's
finance function is responsible for their practical implementa-
tion together with the business divisions.
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IV. Other Information
INTERNAL AUDIT
The tasks of internal audit include, among other things, the
assessment of the company’s internal control systems and
risk management, as well as evaluation of the appropriateness
and efficiency of management and administration processes.
Internal audit does not form a function of its own in the com-
pany but is the responsibility of the company’s Financial and
Legal functions.
To follow business activities and financial administration, the
company has necessary reporting systems in use. As part of
the legality control of the company’s activities, the compa-
ny’s Auditor evaluates the functionality of this internal con-
trol system.
AUDITOR
KPMG Oy Ab, Authorized Public Accountants,
serves as the auditor of the company, with
Authorized Public Accountant Kim Järvi
as the principal auditor.
During financial year 2021, the auditor’s fees for auditing ser-
vices was 51,000 euros and 6,000 euros for services that were
not related to auditing.
INSIDER ADMINISTRATION
The company follows the Guidelines for Insiders by Nasdaq
Helsinki Oy.
The company’s General Counsel is responsible for the com-
pliance with the Insider Guidelines and the follow-up of the
disclosure obligation, regarding training.
RELATED PARTY TRANSACTION GUIDELINES
Related parties of the company mean the related parties of a
listed company in accordance with the Limited Liability Com-
panies Act (IAS 24).
Related party transaction means an agreement or other legal
act between the company and a related party.
The board of directors shall monitor and evaluate related party
transactions and decide on all such transaction whenever they
are outside the scope of company’s ordinary activities or are
not concluded on arm’s-length terms.
According to company’s related party transaction guidelines
the members of the Board and management team are obliged
to provide the company’s General Counsel, who is company’s
nominated responsible person for related party matters, with
advance notice of any transactions concluded with the com-
pany by them personally or by their respective related parties.
On the other hand, company’s General Counsel will follow-up
all transactions the company concludes outside the scope of
company’s ordinary activities or that are not concluded on
arm’s-length terms.
In the event General Counsel becomes aware of a related party
transaction, which is outside the scope of company’s ordinary
activities or which is not concluded on arm’s-length terms,
General Counsel shall bring such transaction for the approval
by the Board of Directors before such transaction is concluded.
With the exception of transactions between different group
companies, company does not ordinarily conclude any trans-
actions with its related parties. As a main rule, all agreements
and business transactions of the company are concluded on
arm’s length terms.
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Remuneration Report for Qt Group Plc’s Governing Bodies 2021
This remuneration report for governing bodies describes the
remuneration and other financial benefits paid to the gov-
erning bodies, i.e. Board members and President and CEO, of
Qt Group Plc for the fiscal year 2021. The remuneration and
other financial benefits are reported on a cash basis.
The remuneration report has been drafted in accordance with
the remuneration-related guidelines of the Corporate Gover-
nance Code for Finnish listed companies 2020.
As a rule, the company has a remuneration policy extending
to the 2024 Annual General Meeting, which was reviewed by
the company’s Annual General Meeting on 10 March 2020.
In accordance with the remuneration policy, the purpose of
the Company’s remuneration system is to provide both the
Company management and the Company’s personnel with
a competitive, equal and encouraging revenue model, which
incorporates the Company’s strategic goals and their share-
holders’ interests.
The remuneration of governing bodies for the fiscal year 2021
took place in accordance with the Company’s remuneration
policy.
A significant part of the CEO’s remuneration is based on vari-
able pay components, or short-term and long-term incen-
tives, with targets directly linked to the Company’s business
performance. In particular, business performance is measured
by net sales growth rate.
The company’s net sales have developed very strongly in
recent years, which was also reflected in the compensation
paid to the President and CEO for the fiscal year 2021. The
remuneration paid to the President and CEO for the fiscal year
EUR 1,000 2021 2020 2019 2018 2017
Average remuneration of the Board of Directors 48 48 47 47 47
Remuneration of the President and CEO 27,473
*
6,994
**
327 444 432
Employee remuneration
***
117 105 103 97 92
Net sales 121,139 79,455 58,373 45,590 36,259
Operating result 28,812 17,017 219 -2,322 -3,206
Qt Group Plc market capitalization**** 3,364,135 1,412,600 499,600 188,000 124,000
2021 was particularly strongly influenced by the stock options
granted to the CEO in the 2016 option scheme and a significant
increase in their value during the fiscal year 2021.
The table below presents the development of the remuner-
ation of the Company’s governing bodies compared to the
development of the average remuneration of the Group’s
employees and the Group’s financial development during the
last five fiscal years.
* Of the remuneration paid to the President and CEO, a total of EUR 26,821,800 is income from the sale of stock options received through the Company’s 2016 option scheme.
** Of the remuneration paid to the President and CEO, a total of EUR 6,508,418 is income from the sale of stock options received through the Company’s 2016 option scheme.
*** Employee remuneration is calculated from the personnel expenses on the financial statements less any social security contributions and by dividing the resulting figure
by the average number of personnel during the fiscal year.
**** Market capitalization at the end of respective year.
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74
REMUNERATION OF THE BOARD OF DIRECTORS
During the 2021 fiscal year, the members of Qt Group Plc’s
Board of Directors were paid monthly remuneration of
EUR 2,500, the Vice Chairman EUR 3,500 and the Chairman
EUR 5,500 for their work on the Board. In addition, the chairs of
the Board committees were paid a meeting fee of EUR 1,000
per committee meeting and each Board member a meeting fee
of EUR 500 per Board meeting and Board committee meeting.
Moreover, standard and reasonable costs resulting from work
on the Board of Directors are reimbursed against invoice.
The Company’s Board Members are not included in any incen-
tive schemes intended for the Company’s senior management
or personnel, and the Company has not granted stock options
or share-based remuneration for work on the Board of Direc-
tors.
The table below presents the remuneration of the members
of the Board of Directors during the fiscal year 2021.
REMUNERATION OF THE PRESIDENT AND CEO
The remuneration of the CEO is considered as a whole and it
comprises both fixed and variable components.
Fixed remuneration components include the fixed annual
salary payable to the CEO under the CEO’s service contract.
Fringe benefits, if any, are considered to be part of this fixed
monthly salary.
The remuneration model includes two types of variable re-
muneration components: a cash bonus paid under the Compa-
ny’s short-term incentive scheme and a reward paid in shares
and/or options (and, if applicable, in cash) under the Company’s
long-term incentive scheme. The CEO has no supplementary
pension scheme from the Company.
Under the company’s short-term incentive scheme, the
earning criteria for the CEO’s bonus is the growth of the
Group’s net sales. Bonuses will start accumulating once the
net sales exceed the set threshold and reach the target level of
100% when the set net sales target is reached, at which time
the President and CEO is paid an annual bonus amounting to
40 percent of his annual fixed salary. Between the minimum
level and target level, the bonus is determined linearly between
0 and 100%, depending on actual performance. Upon exceeding
the net sales target, the bonus will increase as follows: 20%
of each euro that exceeds the net sales target is used for the
CEO’s and other company personnel's bonus rewards including
social costs. The maximum annual bonus for the CEO is 120
percent of his annual fixed salary. The fulfilment of bonus cri-
teria is evaluated and possible rewards are paid semiannually.
For the fiscal year 2021, the President and CEO was paid
bonuses under the short-term incentive scheme as follows:
• EUR 129,775 in February based on the achievement of
the targets at a rate of 202.3 percent during the second
half of 2020; and
• EUR 201,600 in August based on the achievement of the
targets at a rate of 300.0 percent during the first half of
2021.
Name Board CNC* AC**
Monthly
compensation
/EUR
Meeting fee
/EUR
Total
/EUR
Robert Ingman CHAIR Member - 66,000 7,000 73,000
Jaakko Koppinen Member - Member 30,000 6,000 36,000
Mikko Marsio Member - Member 30,000 6,000 36,000
Leena Saarinen Member CHAIR - 30,000 10,000 40,000
Tommi Uhari Vice-chair Member CHAIR 42,000 11,000 53,000
Total 198,000 40,000 238,000
* Compensation and Nomination Committee
** Audit Committee
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75
Name
Fixed salary and
fringe benefits
EUR
Short-term
incentives
EUR
Long-term
incentives
EUR
Total
EUR
Juha Varelius 353,554 297,758 26,821,800 27,473,112
The Company has two valid long-term incentive schemes:
Option scheme 2016 and Share bonus scheme 2019.
Under the 2016 option scheme, the President and CEO has
been issued 568,941 stock options, each of which entitles its
holder to subscribe for one (1) new share in the company or
an existing share held by the company. The share subscription
period for the stock options is December 19, 2019–December
31, 2022 and the subscription price is EUR 4.84.
During the fiscal year 2021, the President and CEO accumu-
lated a total of EUR 26,821,800of income under the 2016
option scheme due to selling stock options received under the
option scheme. At the end of the fiscal year 2021, the Presi-
dent and CEO still holds 70,206 stock options received under
the 2016 option scheme.
Under the share bonus scheme 2019, the President and CEO
is entitled to a maximum reward equal to the value of 100,000
company shares. The bonuses under the scheme will be paid
after the adoption of the financial statements for 2021, and
therefore the President and CEO has not accumulated rewards
under the said scheme during the fiscal year 2021.
The table below presents the remuneration of the President
and CEO during the fiscal year 2021.
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Annual Report 2021
76
Qt Group Plc’s investor communications produce reliable and
up-to-date information on the company’s business opera-
tions in a timely and equal manner for all interested parties.
The company’s annual reports, interim reports, stock exchange
releases and press releases are available in Finnish and English
at https://investors.qt.io. To subscribe to stock exchange
releases, please send your e-mail contact information to
Qt Group Plc’s Annual General Meeting is planned to be held
on Tuesday, 15 March 2022 at 10 a.m. More information on
registering for the AGM and the AGM documents are available
at investors.qt.io.
Information for
Shareholders
Financial calendar 2022
17 February Financial statements bulletin for 2021
and Annual Report
28 April Interim statement January–March
4 August Half year financial report
27 October Interim statement January–September
BASIC INFORMATION ON THE SHARE
Listed (2016) on Nasdaq Helsinki Ltd
Trading code: QTCOM
Number of shares (Dec 31, 2021) 25,180,648
IR CONTACT
Heli Jämsä, IR Manager
Tel: +358 9 8861 8040
E-mail: [email protected]
HEAD OFFICE
Qt Group Plc (The Qt Company)
Bertel Jungin aukio D 3 A
02600 Espoo, Finland
Qt Group Oyj (The Qt Company) / Bertel Jungin aukio D 3 A, 02600 Espoo, Finland / +358 9 8861 8040 / [email protected] / www.qt.io