Individual and Consolidated Financial Statements
Rede D'Or São Luiz S.A.
December 31, 2024
with Independent Auditor's Report
Rede D'Or São Luiz S.A. | |
Individual and consolidated financial statements | |
December 31, 2024, 2023 and 2022 | |
Contents | |
Independent auditor's report on individual and consolidated financial statements | ................................1 |
Individual and consolidated financial statements | |
Statements of financial position | 8 |
Statements of profit or loss | 10 |
Statements of comprehensive income | 11 |
Statements of changes in equity | 12 |
Statements of cash flows | 13 |
Statements of value added | 14 |
Notes to the individual and consolidated financial statements | 15 |
Centro Empresarial PB 370
Praia de Botafogo, 370
8º ao 10º andar - Botafogo
22250-040 - Rio de Janeiro - RJ - Brasil
Tel: +55 21 3263-7000 ey.com.br
A free translation from Portuguese into English of Independent Auditor's Report on individual and consolidated financial statements prepared in Brazilian currency in accordance with the accounting practices adopted in Brazil and the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB)
Independent auditor's report on individual and consolidated financial statements
To the Board of Directors, Shareholders and Officers
Rede D'Or São Luiz S.A.
Rio de Janeiro - RJ, Brazil
Opinion
We have audited the individual and consolidated financial statements of Rede D'Or São Luiz S.A. (the "Company"), identified as Individual and Consolidated, respectively, which comprise the statement of financial position as at December 31, 2024, and the statements of profit or loss, of comprehensive income, of changes in equity and of cash flows for the year then ended, and notes to the financial statements, including material accounting policies and other explanatory information.
In our opinion, the accompanying financial statements present fairly, in all material respects, the individual and consolidated financial position of the Company as at December 31, 2024, and its individual and consolidated financial performance and cash flows for the year then ended, in accordance with the accounting practices adopted in Brazil and with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) (currently referred by the IFRS Foundation as "IFRS accounting standards").
Basis for opinion
We conducted our audit in accordance with Brazilian and International Standards on Auditing. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the individual and consolidated financial statements section of our report. We are independent of the Company and its subsidiaries in accordance with the relevant ethical principles set forth in the Code of Professional Ethics for Accountants and the professional standards issued by Brazil's National Association of State Boards of Accountancy ("CFC"), and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the individual and consolidated financial statements as a whole, and in forming our opinion thereon, and therefore, we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter, including any commentary on the findings or outcome of our procedures, is provided in that context.
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Uma empresa-membro da Ernst & Young Global Limited
We have fulfilled the responsibilities described in the Auditor's responsibilities for the audit of the individual and consolidated financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.
1. Recognition of hospital service revenue
As mentioned in Notes 2.5, 5.1 and 18.1 the Company's revenues related to the hospital services, including the use of medicines and medical supplies, and they are recognized based on the services provided up to the balance sheet date, for which it is necessary to determine the amount of revenue appropriately to be recognized, billed or unbilled, and the estimate of the expected losses ("disallowances") on procedures performed, supplies and medicines used but that eventually are not approved by the health insurance companies.
These processes involve complex controls and analyses to ensure that service revenues are accounted for within the correct accrual period and at the fair value of the consideration received or to be received and to ensure that the corresponding balances receivable are recognized at realizable value.
Due to the significance of amounts involved and the characteristics inherent to the revenue recognition process, including unbilled revenues and estimates related to the measurement of disallowances, as well as the impact that any changes in assumptions and estimates used would cause on the individual and consolidated financial statements, we considered this issue a key audit matter.
How our audit addressed this matter
Our audit procedures included, among others (i) the understanding and evaluation of the internal control environment specifically related to the processes, revenue capture and recognition; (ii) document inspection procedures up to the subsequent settlement level for a sample of the balance of trade accounts receivable; (iii) evaluation of revenue recognition according to the progress of the service provided, through documental tests for a selected sample; (iv) analysis of assumptions used to determine the percentages of loss from disallowances; (v) recalculation of provisions for disallowances, based on the position of trade accounts receivable at December 31, 2024 and percentage obtained of losses from disallowances; (vi) analysis of the risk of accounting for revenue outside the correct period based on the average length of stay of patients; and (vii) evaluation of the adequacy of disclosures made by the Company on this matter in the financial statements.
Based on the results of audit procedures performed, which is consistent with management's assessment, we considered acceptable the Company's policies for revenue recognition and estimates of losses from disallowances adopted by management as well as the respective disclosures made, are appropriate in the context of the financial statements taken as a whole.
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2. Impairment of nonfinancial assets
As mentioned in Notes 8, 9 and 10, as at December 31, 2024, the Company has significant nonfinancial assets, mainly represented by property and equipment, intangible assets and investments in subsidiaries, associates and joint ventures, including goodwill generated in business combinations.
These assets are annually tested for the purpose of evaluating events or changes in economic and operating circumstances that may indicate deterioration or impairment. Indefinite-lived intangible assets, including goodwill, must be annually tested for impairment, regardless of indications of deterioration. The impairment test of these assets, including the definition of Cash Generating Units (CGUs), has a high degree of subjectivity, and is based on various assumptions and their realization is impacted by market projections and uncertain economic scenarios.
Due to the significance of the balances, the level of uncertainty and the high degree of judgment inherent to determining the corresponding recoverable amounts, we considered this issue a key audit matter.
How our audit addressed this matter
Our audit procedures included, among others: (i) the evaluation of the criteria for determining and identifying the CGUs; (ii) the involvement specialists to assist us in evaluating the projections prepared by management for the recoverability of these assets, particularly assumptions used to determine discount rate considered by the Company executive board; (iii) evaluation of the adequacy and consistency of assumptions used in the estimates and projections of future cash flows comparing them, when available, with data from external sources, such as projected economic growth and cost inflation; (iv) evaluation of the calculation methodology and sensitivity analysis of assumptions; and (v) review of the disclosures made by the Company in the financial statements.
Based on the results of the audit procedures performed on the impairment test of nonfinancial assets, which is consistent with management's assessment, we considered that the criteria and assumptions related to recoverable amount adopted by management are acceptable, as well as the respective disclosures made in the context of the financial statements taken as a whole.
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3. Estimation of insurance contract liabilities under the Premium Allocation Approach (PAA), Building Block Approach (BBA), and Variable Fee Approach (VFA).
As disclosed in Notes 2.19 and 12, as of December 31, 2024, the Company, through its subsidiaries, recorded insurance contract liabilities amounting to R$20,289,453 thousand in its consolidated statement of financial position, of which R$2,866,005 thousand refers to the value of the PAA and R$17,423,448 thousand to the BBA and VFA. These amounts include both the remaining coverage liability and the liability for incurred claims, as well as insurance acquisition cash flow assets, which are assessed under the PAA, BBA, and VFA measurement approaches. They reflect current estimates of future cash flows, discount rates, and risk adjustment estimates for non-financial risk. For the remaining coverage liability, assessed under the BBA and VFA approaches, the estimates also include the service margin of these insurance contracts. These measurement approaches require significant professional judgment from the executive board in selecting the calculation methodologies and assumptions, such as: interest and discount rates, longevity expectations, adjustments, financial surpluses, risk adjustments, cancellation/redemption rates and loading fees, among others.
Accordingly, the measurement and calculation of such insurance liabilities involve a high degree of subjectivity in defining the assumptions and methodologies necessary for their accounting. In this regard, due to the technical complexity, judgment, significant estimates, and the need for detailed disclosures, this topic was defined as a key audit matter.
How our audit addressed this matter
Our audit procedures included, among others: (i) discussion with the executive board to understand the methodologies applied and assumptions adopted in the context of understanding the internal control environment related to the insurance contract liabilities measurement process; (ii) reconciliation of accounting records with the controls that support the recorded amounts; (iii) use of actuarial specialists to assist us in assessing and testing the actuarial models adopted; (iv) assessment of the reasonableness of the assumptions and methodologies used by the Company's executive board in the insurance contract calculations; (v) performance of independent calculations to test some of the key assumptions used; and (vi) review of the adequacy of the disclosures included in the individual and consolidated financial statements.
Based on the results of the audit procedures performed on the balances of insurance contract liabilities established by the Company's subsidiaries, which is consistent with the executive board's assessment, we considered that the methodologies, assumptions and respective calculations made to determine the respective insurance contracts, as well as the respective disclosures in the notes, are acceptable in the context of the individual and consolidated financial statements as a whole.
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Other matters
Statements of value added
The individual and consolidated statements of value added (SVA) for the year ended December 31, 2024, prepared under the responsibility of the Company's executive board, and presented as supplementary information for purposes of IFRS, were submitted to audit procedures conducted together with the audit of the Company's financial statements. To form our opinion, we evaluated if these statements are reconciled to the financial statements and accounting records, as applicable, and if their form and content comply with the criteria defined by NBC TG 09 - Statement of Value Added. In our opinion, these individual and consolidated statements of value added were prepared fairly, in all material respects, in accordance with the criteria defined in the abovementioned accounting pronouncement, and are consistent in relation to the overall individual and consolidated financial statements.
Other information accompanying the individual and consolidated financial statements and the auditor's report
The executive board is responsible for such other information, which comprise the Management Report.
Our opinion on the individual and consolidated financial statements does not cover the Management Report and we do not express any form of assurance conclusion thereon.
In connection with our audit of the individual and consolidated financial statements, our responsibility is to read the Management Report and, in doing so, consider whether this report is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of the Management Report, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the executive board and those charged with governance for the individual and consolidated financial statements
The executive board is responsible for the preparation and fair presentation of the individual and consolidated financial statements in accordance with the accounting practices adopted in Brazil and with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), (currently referred by the IFRS Foundation as "IFRS accounting standards"), and for such internal control as the executive board determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the individual and consolidated financial statements, the executive board is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the executive board either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
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Those charged with governance are responsible for overseeing the Company's and its subsidiaries' financial reporting process.
Auditor's responsibilities for the audit of the individual and consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the individual and consolidated financial statements as a whole are free of material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Brazilian and International Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of the audit conducted in accordance with Brazilian and International Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- Identified and assessed the risks of material misstatement of the individual and consolidated financial statements, whether due to fraud or error, designed and performed audit procedures responsive to those risks, and obtained 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.
- Obtained an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's and its subsidiaries' internal control.
- Evaluated the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the executive board.
- Concluded on the appropriateness of the executive board'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 Company'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 individual and consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
- Evaluated the overall presentation, structure and content of the financial statements, including the disclosures, and whether the individual and consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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- Obtained sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the individual and consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
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 significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements, including applicable independence requirements, 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 year 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 communication.
Rio de Janeiro, March 10, 2025.
ERNST & YOUNG
Auditores Independentes S/S Ltda.
CRC SP-015199/F
Diogo Afonso da Silva
Accountant CRC RJ-114783/O
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A free translation from Portuguese into English of individual and consolidated financial statements prepared in Brazilian currency in accordance with the accounting practices adopted in Brazil and the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB)
Rede D'Or São Luiz S.A.
Statements of financial position December 31, 2024, 2023 and 2022 (In thousands of reais)
Note | Individual | Consolidated | |||||
Assets | 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | |
Current assets | 408,911 | 6,570,751 | |||||
Cash and cash equivalents | 4 | 257,423 | 96,360 | 3,267,408 | 1,109,796 | ||
Marketable securities | 4 | 9,272,469 | 9,239,876 | 11,165,890 | 32,067,003 | 28,463,882 | 29,236,645 |
Accounts receivable | 5 | 4,934,013 | 4,840,796 | 3,966,046 | 9,463,784 | 8,939,144 | 7,911,452 |
Inventories | 6 | 430,256 | 365,793 | 414,005 | 912,877 | 705,896 | 808,688 |
Taxes recoverable | 606,771 | 545,021 | 433,513 | 1,224,853 | 1,002,564 | 656,696 | |
Insurance contract assets | 12 | - | - | - | 8,715 | 41,419 | 70,012 |
Reinsurance contract assets | - | - | - | 57,088 | 64,934 | 44,741 | |
Derivative financial instruments | 24 | 174,331 | 49,550 | 203,730 | 174,331 | 49,550 | 251,740 |
Transactions with related parties | 7 | 447,826 | 245,080 | 167,578 | 192,151 | 36,492 | 7,753 |
Dividends receivable | 563,310 | 70,593 | 75,277 | - | 3,154 | 1,769 | |
Other | 347,450 | 230,183 | 137,450 | 689,826 | 549,038 | 524,607 | |
Total current assets | 17,185,337 | 15,844,315 | 16,659,849 | 51,361,379 | 43,123,481 | 40,623,899 | |
Noncurrent assets | 1,806,064 | 62,003 | |||||
Transactions with related parties | 7 | 1,985,841 | 1,659,658 | 191,803 | 75,899 | ||
Marketable securities | 4 | - | - | - | 1,851,780 | 1,702,460 | 1,806,334 |
Accounts receivable | 5 | - | - | - | 1,733,842 | 1,674,369 | 1,659,489 |
Taxes recoverable | 8,677 | 8,677 | 8,677 | 479,493 | 490,566 | 469,970 | |
Insurance contract assets | 12 | - | - | - | 48,314 | 40,595 | 79,496 |
Reinsurance contract assets | - | - | - | 16,065 | 3,525 | 527 | |
Judicial deposits | 14 | 376,213 | 362,366 | 294,653 | 2,770,086 | 2,682,556 | 2,862,274 |
Deferred taxes | 17 | - | 12,222 | - | 3,509,725 | 3,600,118 | 3,366,280 |
Derivative financial instruments | 24 | 380,946 | 570,513 | 334,186 | 3,550,934 | 1,917,874 | 2,487,765 |
Investments in subsidiaries, associates and | 31,679,152 | 2,483,556 | |||||
joint ventures | 8 | 27,296,375 | 26,271,987 | 2,563,868 | 2,553,401 | ||
Property and equipment | 9 | 5,712,780 | 5,294,123 | 4,212,807 | 14,978,458 | 12,909,403 | 11,106,286 |
Intangible assets | 10 | 7,497,061 | 7,508,728 | 6,880,944 | 16,242,665 | 16,449,568 | 16,477,631 |
Right of use - leases | 11 | 2,450,179 | 2,158,506 | 2,263,454 | 3,053,023 | 2,680,462 | 2,834,600 |
Other | 220,379 | 94,612 | 86,098 | 456,559 | 311,708 | 274,476 | |
Total noncurrent assets | 50,131,451 | 45,291,963 | 42,012,464 | 51,236,503 | 47,218,875 | 46,054,428 |
Total assets | 67,316,788 | 61,136,278 | 58,672,313 | 102,597,882 | 90,342,356 | 86,678,327 |
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