26.	RELATED PARTY TRANSACTIONS

The Group has related party relationships with its subsidiaries, and with its directors and executive officers.

Leasing arrangements with related parties

The Group has entered into various arrangements with JRJ Investments (“JRJ”), a partnership owned by Mr O’Caoimh and Dr Walsh, directors of Trinity Biotech, and directly with Mr O’Caoimh, to provide premises at IDA Business Park, Bray, County Wicklow, Ireland.

The Group entered into an agreement with JRJ for a 25-year lease commencing in December 2003 for offices that were adjacent to its then premises at IDA Business Park, Bray, County Wicklow, Ireland with an annual rent of €381,000 (US$421,000). Upward-only rent reviews are carried out every five years and there have been no increases arising from these rent reviews.

In 2007, the Group entered into a 25-year lease agreement with Mr O’Caoimh and Dr Walsh for a 43,860 square foot manufacturing facility in Bray, Ireland with an annual rent of €787,000 (US$869,000). Subsequent to the signing of this lease, the ownership of the building transferred from JRJ to Mr O’Caoimh solely. In 2016, the Group also entered into a 10-year lease agreement with Mr O’Caoimh for a warehouse of 16,000 square feet adjacent to the leased manufacturing facility in Bray, Ireland. The annual rent for the warehouse is €144,000 (US$159,000). At the time, independent valuers advised the Group that the rent in respect of each of the leases represented a fair market rent. Upward-only rent reviews are carried out every five years and there have been no increases to date arising from these rent reviews. A rent review of the 43,860 square foot facility and the warehouse is currently ongoing. The review of the 43,860 square foot facility has been referred to an independent arbitrator for determination.

In late 2020, the Group occupied some additional space adjoining the warehouse owned by Mr O’Caoimh. This was a short-term arrangement, and no payments were made for the additional space during 2020 and 2021. The Company vacated this space in 2021. In 2022, the rent payable to Mr O’Caoimh of US$90,000 was settled.

At the time that the arrangements were entered into, Trinity Biotech and its directors (excepting Mr O’Caoimh and Dr Walsh who expressed no opinion on this point) believed they represented a fair and reasonable basis on which the Group could meet its ongoing requirements for premises. Dr Walsh has no ownership interest in the additional space adjoining the warehouse owned by Mr O’Caoimh and was therefore entitled to express an opinion on this arrangement.

Compensation of key management personnel of the Group

During the years ended December 31, 2023 and 2022, the key management personnel of the Group were made up of the following directors; Mr. Ronan O’Caoimh, Dr Jim Walsh, Mr. John Gillard and Mr. Aris Kekedjian (who resigned as CEO and member of the Trinity Board of Directors effective December 17, 2023). Compensation for the year for these personnel is detailed below:

	December 31, 2023		December 31, 2022
	US$’000		US$’000
Short-term employee benefits		1,774		1,074
Performance related bonus		211		512
Post-employment benefits		26		24
Share-based compensation benefits as calculated under IFRS 2		1,601		1,690

		3,612		3,300

The amounts disclosed in respect of directors’ emoluments in Note 9 includes independent directors’ fees and non-executive director fees of US$73,000 (2022: US$53,000) and share-based compensation benefits of US$Nil (2022: US$17,000). Total directors’ remuneration is also included in “employment” (Note 3) and “(Loss)/profit before tax” (Note 9). The transaction bonus for Mr. Gillard has been accrued as at December 31, 2023 and is included in the performance related bonus in the preceding table.

Directors’ interests in the Company’s shares and share option plan

	‘A’ Ordinary Shares		Share options
At January 1, 2023		11,117,777		40,547,336
Shares of retired / resigned directors		-		-
Options of retired / resigned directors		-		(20,000,000	)
Shares purchased during the year		-		-
Shares sold during the year		-		-
Granted		-		14,000,000
Expired / forfeited		-		(4,160,000	)

At December 31, 2023		11,117,777		30,387,336

	‘A’ Ordinary Shares			Share options
At January 1, 2022		9,077,713			16,738,000
Shares of retired director		(626,600	)		-
Options of retired director		-			(2,924,000	)
Shares purchased during the year		2,666,664			(2,666,664	)
Shares sold during the year		-			-
Granted		-			29,400,000
Expired / forfeited		-			-

At December 31, 2022		11,117,777			40,547,336