Annual Report 2011 - Liechtensteinische Landesbank
Transcription
Annual Report 2011 - Liechtensteinische Landesbank
LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 1 150th Annual Report 2011 ar2011.llb.li LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 2 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 3 Information for shareholders Key figures Information for shareholders ↦ LLB bearer share Security number 3019524 ISIN LI0030195247 Listing SIX Swiss Exchange Ticker symbols Bloomberg LLB SW Reuters LLB.S Telekurs LLB Capital structure 31. 12. 2011 Share capital (in CHF thousands) 31. 12. 2010 31. 12. 2009 + / – % to 31. 12. 2010 0.0 154'000 154'000 154'000 Total shares issued 30'800'000 30'800'000 30'800'000 0.0 Total shares outstanding, eligible for dividend 28'415'624 28'500'000 28'479'617 –0.3 Weighted average number of shares 28'451'977 28'491'213 28'475'343 –0.1 31. 12. 2011 31. 12. 2010 31. 12. 2009 + / – % to 31. 12. 2010 Information per bearer share Par value (in CHF) Share price (in CHF) Basic earnings (in CHF) Price / earnings ratio 6.12 11.27 * 0.30 3.40 3.40 130 120 110 100 90 80 70 60 50 40 30 2010 Swiss Market Index (SMI) –89.5 3.61 indexed from 1 January 2007 2009 0.0 –43.2 20.23 Comparison of LLB bearer share with the Swiss Market Index (SMI) 2008 5.00 68.95 0.38 * Proposal of the Board of Directors to the General Meeting of Shareholders on 4 May 2012. 2007 5.00 73.00 109.21 Dividend (in CHF) Liechtensteinische Landesbank (LLB) 5.00 41.50 2011 –91.2 4 5 Key figures Consolidated income statement in CHF millions +/– % to 2010 2011 2010 2009 Operating income 404.9 436.9 529.3 –7.3 Operating expenses 387.1 317.4 333.6 22.0 11.0 102.8 174.2 –89.3 95.6 72.7 63.0 0.7 6.2 10.8 31. 12. 2011 31. 12. 2010 31. 12. 2009 Income statement 7 Net profit attributable to the shareholders of LLB AG Performance figures Cost / income ratio (in percent) Return on equity attributable to the shareholders of LLB AG (in percent) Consolidated balance sheet and capital management in CHF millions + / – % to 31. 12. 2010 Balance sheet Equity attributable to the shareholders of LLB AG Total assets 1'541 1'673 1'666 –7.9 21'096 22'166 22'910 –4.8 Capital ratio Tier 1 ratio (in percent) 13.9 13.9 13.7 9'464 9'734 9'858 –2.8 31. 12. 2011 31. 12. 2010 31. 12. 2009 + / – % to 31. 12. 2010 48'099 49'777 49'497 –3.4 1'123 1'087 1'054 3.3 Risk-weighted assets Others Assets under management (in CHF millions) Employees (full-time equivalents, in positions) For ease of reading, the Liechtensteinische Landesbank Aktiengesellschaft is referred to variously in the following as the Liechtensteinische Landesbank AG, Liechtensteinische Landesbank, LLB AG, LLB as well as LLB parent bank. Liechtensteinische Landesbank (Switzerland) Ltd. is also referred to as LLB (Switzerland) Ltd. and LLB Switzerland. Liechtensteinische Landesbank (Österreich) AG is also referred to as LLB (Österreich) AG and LLB Österreich. Bank Linth LLB AG is also referred to in this report as Bank Linth. This Annual Report is published in German and English. The German version is authoritative. The 2011 Annual Report is also available in an interactive online version: German: http://gb2011.llb.li English: http://ar2011.llb.li Information for shareholders ↤ i Key figures ↤ Letter to shareholders 7 i Organizational structure of the LLB Group on 16 January 2012 16 i Strategy and organisation 18 i Outlook 27 1 Review of operations Segment reporting Clients and markets 31 i Domestic Market 36 International Market 39 i Institutional Market 42 i Corporate Center 45 Stakeholders report LLB bearer share 47 i Brand and sponsoring 49 Employees 52 i Regulatory framework and developments 55 i Social and ecological sustainability 57 i Corporate governance 60 2 Consolidated financial statement of the LLB Group Report of the Group auditors 77 i Consolidated management report 78 Consolidated income statement 80 i Consolidated statement of comprehensive income 81 i Consolidated balance sheet 82 i Consolidated statement of changes in equity 83 i Consolidated statement of cash flows 84 i Notes to the consolidated financial statement 86 3 Financial statement of LLB AG, Vaduz Report of the independent auditors 145 i Management report 146 i Balance sheet 147 i Income statement 149 i Distribution of balance sheet profit 150 Notes to the financial statement 151 2 3 Contents 20.03.2012 16:30 Uhr Seite 6 2 3 LLB_GB2011_en:LLB GB 2011 Dr. Hans-Werner Gassner, Chairman of the Board of Directors LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 7 Dear Shareholders Dear Ladies and Gentlemen «150 Years of Looking Forward» – in 2011, this slogan stood not only for the trust placed in us by our clients, shareholders and employees in the past, but it also expressed the responsibility that we bear for the future. In accordance with this principle, we proactively adapt our company to meet and master the challenges of an uncertain global business environment and the ongoing structural changes in the banking industry. 2011 made great demands on us. Some things turned out differently than we had expected, in other respects we moved forward. For example, we implemented a range of initiatives to enable us to remain competitive over the long term. The operative start of our new Avaloq banking software on 1 January 2011 enabled us to enhance the quality and efficiency of our IT systems and also provided a firm foundation for future improvements in business processes. We have introduced Shared Service Centers to reduce costs by bringing together payment services, trading and securities administration operations at our headquarters in Vaduz and to concentrate our expertise in dedicated competence centres. Furthermore, we have analyzed synergy and savings potentials, which we intend to exploit effectively from 2012. We are continuing to implement our growth strategy in a consistent and focused manner. At LLB Österreich and at our business base in Dubai, we have significantly expanded our capacities to accommodate future growth. Our banks in Switzerland have expanded their branch network. Bank Linth has taken another significant step towards becoming the leading regional bank in the east of Switzerland. As you know, 2011 was a difficult year worldwide. The nuclear disaster in Fukushima confronted Japan with enormous challenges, the radical political developments in North Africa and the Middle East made great demands on the international community. During the second half of the year, the European debt crisis and the euro's uncertain future weighed heavily on the financial markets. Historically low interest rates, the volatile stock markets and the strong Swiss franc caused nervousness not only among investors. These factors once again had an adverse impact on our business result for the year, with which we cannot be satisfied. In total, operating income declined year on year by 7.3 percent to CHF 404.9 million. Thanks to higher volumes, net interest income rose by 8.3 percent to CHF 189.8 million. Net fee and commission income dropped by 6.8 percent to CHF 208.9 million. Net trading income stood at minus CHF 6.2 million. Net income from financial investments – measured at fair value, i. e. market value – amounted to CHF 0.4 million. In September, we had to announce a specific value adjustment to a Lombard loan amounting to CHF 49 million. Net profit decreased disproportionately by 85.8 percent to CHF 15.4 million. The ratio of operating expenses to operating income rose in 2011 to 95.6 percent (2010: 72.7 %). LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 8 In 2011, we maintained a high performance level in the acquisition of new business. Loans to clients expanded by 4.6 percent to CHF 10.3 billion, slight increases were registered in the volume of corporate and private pension provisions, and net new money inflows again increased to CHF 0.6 billion (2010: CHF 2.7 billion). Client assets under management, however, decreased due to the disadvantageous market development by 3.4 percent to CHF 48.1 billion (31 December 2010: CHF 49.8 billion). Seizing opportunities is one side of our business. But we are also well aware of the importance of equity as a cushion against risk. At CHF 1.6 billion, we have a solid capital base. In the year under report, the tier 1 ratio stood at 13.9 percent. Even though this ratio is well above the legal requirements, we shall strive to strengthen our equity even further. This is another reason – besides our unsatisfactory business result – why the Board of Directors will propose to the General Meeting of Shareholders on 4 May 2012 that the dividend per LLB bearer share be substantially reduced from CHF 3.40 in the previous years to CHF 0.30. Nevertheless, we hope that after reading this annual report you will reach the same conclusion that we have, namely that the LLB Group possesses great potential success factors including our loyal clients, good products, ongoing innovations, a modern infrastructure and skilled, dedicated employees. The LLB Group is firmly established in its markets. We are confident about business prospects in 2012 and we are carefully monitoring further developments in the financial services industry. In 2012, the markets will continue to be volatile and uncertainty will persist. We look back on a very eventful 150th anniversary year. The achievements of the Liechtensteinische Landesbank would not have been possible without our clients, who place their trust in us, without our shareholders, who stay loyal to us, and without our staff, who give their best every day. Our sincere thanks go to all of them. Roland Matt Chief Executive Officer Dr. Hans-Werner Gassner Chairman of the Board of Directors LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 9 « For many years we have stood for safety and stability» Interview with Dr. Hans-Werner Gassner and Roland Matt Interview with Dr. Hans-Werner Gassner and Roland Matt ↦ In 2011, the financial markets were rocked by turbulence. The systemic risks in the euro area and the structural problems in the US economy caused the world to hold its breath. From the viewpoint of the LLB Group, how do you assess this difficult year? Hans-Werner Gassner: We were able to send out a signal of stability from Liechtenstein. With over 1'000 employees we celebrated the 150th anniversary of our company. On 5 December 1861, the Liechtensteinische Landesbank was founded as the «Zins- und Credit-Landesanstalt im souverainen Fürstenthume Liechtenstein», which was an important milestone in the development of the Principality at that time. Our anniversary celebrations in 2011, such as the Family Day, to which the entire population was invited, will certainly remain as warm memories. And the same applies to our projects with Liechtenstein's eleven municipalities. For the next generations we have set up the Future Foundation. Its aim is to foster social interaction and support the realization of environmental projects. Roland Matt: Even though we were celebrating a proud anniversary, we also had to deal with economic turbulence and its impact on our business activities. Interest rates remained at historically low levels and volatility persisted on the stock markets. The debate about the euro's future and the marked economic downturn caused uncertainty among investors. At the same time cost pressures intensified. All of this had an adverse impact on our financial statement. We are not satisfied with our business result. For us it was particularly painful that we had to announce a large value adjustment to a Lombard loan in September. What conclusions have you drawn from this case and what will be the consequences? Hans-Werner Gassner: On the one hand, on behalf of the Board of Directors, our external auditors, PricewaterhouseCoopers, have investigated the granting and the monitoring of this Lombard loan. On the other, they also analyzed the current organisation of our lending business to identify potential improvement possibilities. The corresponding recommendations are being implemented. As a first important measure, the role of the Chief Financial Officer has been enhanced. In taking this step, the Board of Directors of the LLB Group has substantially brought forward the realization of already planned changes. The new processes will enable us to even better fulfil the requirements made by our growth and the increasingly international nature of our clients. We must ensure that such an incident cannot happen again. I t T w w t w t t P t How do you assess the LLB Group's performance in 2011? Roland Matt: Our 2011 business result was unsatisfactory. Low interest rates, the strong Swiss franc and the uncertainty among investors weighed heavily on interest differential and commission business, as well as earnings from financial investments. On the other hand, ever increasing regulatory demands and adjustments cause higher costs. Our margins are under pressure – and will remain so. For us this means that we must retain our growth targets in order to come close to earlier profitability levels by attaining larger volumes. You are proposing to reduce the dividend from CHF 3.40 last year to CHF 0.30 this year. How are you going to explain this step to shareholders? Hans-Werner Gassner: We have stood for safety and stability for many years; our clients place their trust in us for this reason. We want to underline these values by further increasing our equity capital resources. It is therefore also in the interest of our shareholders that we retain earnings for this purpose. A solid equity capital base represents a cornerstone of entrepreneurial practice and acts as a guarantee for the independence of a company. To enable us to invest in the future development of the LLB Group, we are utilizing disposable earnings to specifically strengthen our equity capital. w t T W W t t s. s The banking industry is undergoing fundamental change. Where do you see the opportunities and the risks? Hans-Werner Gassner: A first prerequisite is to accept the rapid pace of these structural changes. The greatest risk for us would be to do nothing and hope that the golden age of the 1990s and the early 2000s will return. The critical operational size which banks need, if they want to remain competitive, will increase in comparison with today. In the near future, we will see various new forms of cooperation and there will be an increasing number of bank mergers. In a word, banking services are becoming «industrialized». Opportunities will arise for whoever has the foresight to take the necessary steps promptly. Roland Matt: The LLB Group has already initiated appropriate measures. On the one hand, we are cooperating with the VP Bank in the area of document printing and dispatch as well as the purchasing of information services. In 2012, we are bringing together our network of ATMs with that of the Liechtenstein Post. In another move, we have set up Shared Service Centers to enhance quality and efficiency in the areas of payment services, trading and securities administration. Other synergy potentials have also been identified and we aim to take advantage of them in a programme with the designation «move!» in order to cut costs further. Private banking, a core competence of the LLB Group, is to be realigned. What prospects do you see for it? Roland Matt: We have a solid basis in private and corporate client business, which we want to further consolidate and expand. We see great potential in private banking and in institutional business. This means that we shall target our strategy on our home markets of Liechtenstein and Switzerland as well as on the growth markets of Russia, Eastern Europe and the Near and Middle East. To exploit these markets, we are enhancing our specialist knowledge as regards their specific taxation systems and practices, and we are developing specific products for these countries. Hans-Werner Gassner: Our international clients are very interested in our traditional values and professional service. Our subsidiaries that focus on international wealth management are developing well. We are very positive about our business prospects, even if this is not yet reflected in the net new money inflows and client assets under management. It should be said here that we have commenced a streamlining process. In view of the many new regulatory standards and the pressure on margins, we are systematically reviewing our client portfolios. These analyses could induce us to terminate certain client relationships if they no longer conform to our criteria. This streamlining process will be a priority for us in 2012. l What targets have you set for 2012? Roland Matt: There is a large degree of uncertainty. We must expect low interest rates and volatile stock markets to continue. Consequently, it is extremely difficult to make forecasts. We are concentrating on those factors which we can influence. We believe that with our initiatives to improve efficiency we shall already have a sustained impact on costs in 2012. Furthermore, we plan to align the organizational structure of the LLB Group even more closely with our clients and markets. However, we will not yet attain our cost and capital efficiency targets in the coming year. 10 11 In 2010, you announced investment programmes totalling over CHF 100 million, spread over five years. How is this progressing? Roland Matt: According to plan. We want to ensure that in 150 years' time we are still a leading universal bank with Liechtenstein roots. For this reason – and precisely because of the ongoing structural changes – we are sticking to our growth strategy and its focus on our target markets. We regard this strategy as a guarantee that in the 21st century we have the optimum operational size and the necessary expertise to provide our clients with first-class services. Consequently, we made major investments in 2011 in our infrastructure, our IT systems and our staff. The projects are going forward according to plan. With the operative start-up of the Avaloq banking software, we have put in place the foundation for our business development over the coming years. The new construction of our bank branch in Eschen with its «green» processing centre is on schedule. Furthermore, we are investing in our growth markets. We have expanded our bank in Vienna and our representative office in Dubai. In Geneva, we have set up a new branch, which we will use as a base to service our international clients. Within the scope of its «Crescendo» growth initiative, our Bank Linth subsidiary opened new branches in Erlenbach and Winterthur in 2011. Through this subsidiary, we are well on the way to becoming one of the leading regional banks in the east of Switzerland. B Roland Matt, Chief Executive Officer LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 12 Board of Directors 2 1 4 3 5 1 Roland Oehri, Fiduciary 2 Markus Büchel, Human resources manager 3 Dr. Felix R. Ehrat, Attorney-at-law / Group General Counsel 4 lic. oec. publ. Markus Foser, Business consultant 4 Ingrid Hassler-Gerner, Asset manager 5 Konrad Schnyder, Entrepreneur 20.03.2012 16:30 Uhr Seite 13 12 13 LLB_GB2011_en:LLB GB 2011 Dr. Hans-Werner Gassner, Business consultant and certified public accountant LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 14 Board of Management 1 2 3 1 Dr. Josef Fehr, Chairman of the Board of Management until 15 January 2012 2 lic. iur. Urs Müller, Domestic Market and Institutional Market 3 Dr. Kurt Mäder, Corporate Service Center LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 15 Organizational structure of the LLB Group on 16 January 2012 Domestic Market (FL and CH) Organizational structure ↦ Domestic Clients Bank Linth LLB AG lic. oec. publ. Eduard Zorc Prof. Dr. Heinz Knecht Institutional Market Group Board of Directors * Group Executive Board ** CEO Dr. Hans-Werner Gassner Roland Matt Group Executive Board ** Domestic & Institutional Markets lic. iur. Urs Müller Institutional Clients LLB Asset Management LLB Fonds leitung AG Mag. iur. Natalie Flatz Mag. Markus Wiedemann Roland Bargetze International Market Group Internal Audit Patrick Helg Group Corporate Communications Dr. Cyrill Sele Special Clients Group Executive Board ** International Market Norman Oehri ad interim International Clients lic. oec. et rer. publ. P. Daniel Bischof LLB (Switzerland) Ltd. LLB (Österreic Mag. Jörg Klar Peter F. Ma Roland Matt Corporate Service Center * Group Board of Directors ◆ Dr. Hans-Werner Gassner, Chairman Group Executive Board ** Corporate Service Center Dr. Kurt Mäder Group Operations & Services Stephan Schneider Group Executive Board ** CFO Group Finance & Risk ◆ lic. oec. publ. Markus Foser, Vice Chairman ◆ Markus Büchel ◆ Dr. Felix R. Ehrat ◆ Ingrid Hassler-Gerner ◆ Roland Oehri ◆ Konrad Schnyder ** Group Executive Board ◆ Roland Matt, Chief Executive Officer ◆ Dr. Kurt Mäder ◆ lic. iur. Urs Müller ad interim Christoph M. Reich Christoph M. Reich ◆ Christoph M. Reich Dr. Josef Fehr stepped down as Chairman of the Group Executive Board of Directors of LLB AG Board and the Board of Management of the Liechtensteinische Board of Management of LLB AG Landesbank, for personal reasons and at his own request, as of 16 January 2012. The Board of Management appointed his former Business unit of LLB AG deputy Roland Matt as Chief Executive Officer and Christoph M. Group staff department of LLB AG Reich as Chief Financial Officer; the latter was also elected LLB Group company a new member of the Group Executive Board and the Board of Management. The new Group Executive Board and the Board of Management now consists of five members. The recruitment process for the vacant position of the Head of the International Market Business Division has commenced. Group Corporate Development Michael Meissner Group Human Resources Dr. Bernd Moosman on 16 January 2012 CH) Liechtensteinische Landesbank (Switzerland) Ltd. (100 %) Linth G Board of Directors Dr. Knecht LLB Fund Services AG (100 %) Board of Directors ◆ lic. iur. Urs Müller, Chairman ◆ Roland Matt, Chairman ◆ Roland Matt, Vice Chairman ◆ Dr. Kurt Mäder, Vice Chairman ◆ Natalie Flatz ◆ Dr. Josef Fehr ◆ lic. iur. Urs Müller Board of Management Board of Management ◆ lic. oec. Ernst Risch, Managing Director ◆ Jörg Klar, Chairman ◆ Lucas Bruggeman ◆ Marc Parmentier ◆ Dieter Zürcher sset gement Markus mann LLB Fondsleitung AG Roland Bargetze LLB Fondsleitung AG (100 %) Board of Directors ◆ lic. iur. Urs Müller, Chairman ◆ Roland Matt, Vice Chairman LLB Fund Services AG Liechtensteinische Landesbank (Österreich) AG (100 %) lic. oec. Ernst Risch Board of Directors ◆ Roland Matt, Chairman ◆ Dr. Josef Fehr, Vice Chairman ◆ Natalie Flatz Board of Management ◆ Roland Bargetze, Managing Director ◆ Peter Ospelt ◆ Norman Oehri Board of Management ◆ Peter F. Mayer, Chairman ◆ Dr. Robert Löw Jura Trust AG (100 %) Board of Directors ◆ Norman Oehri, Chairman ◆ Roland Matt, Vice Chairman zerland) örg Klar LLB (Österreich) AG Peter F. Mayer Jura Trust AG Michael A. Steiger swisspartners Investment Network AG Markus Wintsch Bank Linth LLB AG (74.2 %) ◆ Dr. Josef Fehr Board of Directors ◆ lic. oec. Karlheinz Heeb ◆ Dr. Georges Knobel, Chairman ◆ Angelika Nigg-Vogt ◆ lic. iur. Urs Müller, Vice Chairman ◆ Dr. Peter Prast ◆ Hans Fäh Board of Management ◆ Dr. Josef Fehr ◆ Michael A. Steiger, Chairman ◆ Dr. Kurt Mäder ◆ lic. iur. Martin Gstoehl ◆ Roland Matt ◆ lic. iur. Markus Hutter Board of Management p rate opment el ner Group Human Resources Dr. Bernd Moosmann Group Legal & Compliance Dr. iur. Graziella Marok-Wachter Group Information Technology Stephan Schmidle ◆ Prof. Dr. Heinz Knecht, CEO swisspartners Investment ◆ Kurt Rosenberger Network AG (67.4 %) ◆ Dr. David B. Sarasin ◆ Luc Schuurmans Board of Directors ◆ Martin P. Egli, Chairman ◆ Dr. Josef Fehr LLB Asset ◆ Roland Matt Management AG (100 %) ◆ Rainer H. Moser Board of Directors ◆ lic. iur. Urs Müller ◆ lic. iur. Urs Müller, Chairman Board of Management ◆ Roland Matt, Vice Chairman ◆ Markus Wintsch, CEO ◆ Dr. Josef Fehr ◆ Dr. Kristian Bader Board of Management ◆ Mag. Markus Wiedemann, Managing Director ◆ Christ Johann Collenberg ◆ Beatrice Kern ◆ Dr. Christian Rockstroh ◆ Christian Zogg Dr. Josef Fehr will step down from the Boards of Directors of the Group companies during the Annual General Meetings. The current composition of the Boards of Directors can be viewed in the Internet at www.llb.li. 16 17 Group companies 14 15 S T t n b p o a p i Roland Matt, Chief Executive Officer since 16 January 2012, International Market ad interim 14 15 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 18 Strategy and organisation The LLB Group is a reliable partner for banking transactions – nationally, regionally and internationally. We aim to be the leading universal bank with roots in Liechtenstein and to grow profitably. Our business structure is based on our well-proven three-pillar strategy, which we are constantly advancing. The values we are proud to represent are security, fairness, stability and closeness to clients. Business structure As a leading universal and commercial bank widely represented in the region of Liechtenstein and eastern Switzerland the LLB Group offers comprehensive banking services. These services comprise the private and corporate client business, the private and corporate pension provisioning business as well as private banking, asset management, fund services and trust services. Our three-pillar strategy pursues growth in Liechtenstein and Switzerland as well as the development of new markets. In 2011, the Board of Directors of the LLB Group endorsed this strategy. Several business areas are central to securing competitiveness, particularly in view of the structural changes the banking sector as well as the financial centres Liechtenstein and Switzerland are undergoing. The LLB Group is thereby focusing on implementing ongoing strategic initiatives and is reducing the speed at which new growth projects are launched. The domestic markets provide a strong basis for internationalization. Strategic guidelines e s ee r th oy fo pl ok Em e lo W nd sa ee oy pl em st be ed . ur e ot ro ut lly ca lo c i e ar ubl P e y si n lit ei th g cr bi si on tin sp re ea e m su rf in as an c d an Values Fairness, Security, Stability, Customer closeness e ur c th lie nt r fo . ty i un m m co W Cl e a ie ss nt ist s o Th e ◆ Market organisation ◆ Active corporate management ◆ Transparent corporate governance ◆ Conservative risk policy lf ca pi on ar e ea ho rn lde a r pr s em iu m Sh e . es iti un rt po op W Setting up of new markets ith w Corporate principles ◆ Broadly diversified business model ◆ Process efficiency ◆ High-quality products and services ◆ Competitive costs W rim Expansion of activities in Switzerland em th Strategy Consolidation of home market Liechtenstein ia ta lc e id ov pr os ts . Vision Leading universal bank with roots in Liechtenstein 20.03.2012 16:30 Uhr Seite 19 In the Liechtenstein home market, LLB is represented across the whole country: at our own five business locations and, as of 2012, with an extended ATM network at 20 locations. In Switzerland, the Group, in cooperation with Bank Linth, has over 25 business locations in the cantons of St. Gallen, Glarus, Schwyz and Zurich. Under the umbrella of LLB Switzerland we have further branches in Zurich, Lugano and Geneva and a presence in three language regions. Through LLB Österreich in Vienna we have access to Austria, Eastern Europe as well as Russia and through representative offices in Abu Dhabi and Dubai to the Near and Middle East. In 2011, we earned the majority of our total income, i. e. 51.6 percent, in net fee and commission income; 46.9 percent was attributable to net interest income. The LLB Group is organised in three operative business divisions: Domestic Market, International Market and Institutional Market. Via our Corporate Center we coordinate the implementation of the strategy within the Group and support business divisions and Group companies in their activities. Operating income by business divisions 2008 – 2011, in percent 41.5 2011 2010 37.3 2009 36.8 32.3 33.4 10 20 30 29.3 36.2 34.1 2008 26.2 27.0 35.5 40 50 60 70 30.4 80 90 100 Domestic Market International Market Institutional Market Business divisions Domestic Market The Domestic Market Business Division comprises the universal bank and asset management business in our home markets of Liechtenstein and Switzerland. In 2011, this segment earned 41.5 percent of the operating income (2010: 37.3 %; 2009: 36.8 %) and managed 30.4 percent of client assets (31 December 2010: 28.6 %; 31 December 2009: 28.3 %). Our aim is to continually grow faster than the economy in our home markets. We will therefore expedite our activities in the private and corporate client business as well as the private banking sector. Furthermore, we are striving to become one of the leading providers in the private and corporate pension provisioning business. Strategic priorities: ◆ market penetration and safeguarding of the advisory services quality ◆ market share gains in the private banking sector ◆ expansion of the private and corporate pension provisioning business ◆ expansion of our branch network ◆ consolidation of the leading position in the mortgage loan business Implementation of partial plans in 2011: ◆ «Crescendo» growth initiative of Bank Linth: modernisation of the branch network and opening of the new branch offices in Erlenbach and Winterthur ◆ mortgage loan business: new records ◆ fund business: product innovations ◆ onshore private banking: growth, new customer segmentation ◆ advisory services quality: investments in the areas of credit management, financial planning and pension provisioning ◆ cooperation: merger of the LLB and the Liechtenstein Post ATM networks Challenges in 2011: ◆ volatile stock markets, low interest rates, currency turbulence ◆ passive investment behaviour of customers in view of the financial crisis and the crisis of confidence ◆ intense competition in the mortgage loan business International Market The International Market Business Division is responsible for the international wealth management business of the LLB Group. In 2011, it earned 32.3 percent of the operating income (2010: 33.4 %; 2009: 36.2 %) and managed 29.7 percent of client assets (31 December 2010: 31.0 %; 31 December 2009: 33.4 %). In the area of international wealth management we are focusing on the clearly defined core markets Germany, Austria and Italy as well as on the growth markets. In cooperation with our bank in Vienna, we are intensifying onshore private banking in Austria as well as cross-border private banking in Eastern Europe and Russia. From our representative offices in Abu Dhabi and Dubai we concentrate on our customers in the Near and Middle East. Strategic priorities: ◆ expanding our advisory team and improving their advisory competence ◆ intensifying our presence in growth markets ◆ focusing on clearly defined markets and customer relationships ◆ investing in cross-border banking: expanding resources, know-how and range of services Implementation of partial plans in 2011: ◆ cross-border private banking: implementation of the cross-border regulation ◆ Near and Middle East: enlargement of our advisory teams ◆ Eastern Europe and Russia: growth ◆ LLB (Österreich) AG: expansion ◆ growth markets: development of new country specific products ◆ client services: «Active Advisory», introduction of an active advisory approach ◆ client portfolios: increased focus on clearly defined markets Challenges in 2011: ◆ volatile stock markets, low interest rates, currency turbulence ◆ passive investment behaviour of customers in view of the financial crisis and the crisis of confidence ◆ increasing regulation of cross-border private banking ◆ shortage of qualified staff ◆ strong competition and margin pressure 18 19 LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 20 Institutional Market The Institutional Market Business Division comprises the classic intermediary and fund business as well as the asset management business of the LLB Group. In 2011, it earned 26.2 percent of the operating income (2010: 29.3 %; 2009: 27.0 %) and managed 39.9 percent of client assets (31 December 2010: 40.4 %; 31 December 2009: 38.3 %). In this important growth segment, the LLB Group has set itself the goal of consolidating its leading position in Liechtenstein. We are therefore continuously enlarging our range of services. With the introduction of the UCITS IV EU directive we are able to be more internationally active. Strategic priorities: ◆ expansion of both the private labelling services and investment opportunities for fund promoters ◆ optimisation of processes ◆ increase in market performance ◆ development of new products and processes for complex financial instruments ◆ above-average performance in fund products and in the asset management segment Implementation of partial plans in 2011: ◆ rise in fund management, fund administration and custodian bank mandates ◆ launch of new inflation-protected funds and products for the growth markets ◆ introduction of the Key Investor Information Document (KIID) for mutual funds; automatised generation of fact sheets ◆ additional special mandates Challenges in 2011: ◆ volatile stock markets, low interest rates, currency turbulence ◆ passive investment behaviour of customers in view of the financial crisis and the crisis of confidence ◆ increasing regulation ◆ market consolidation in the trust services business and in the business with external asset managers ◆ shortage of qualified staff Corporate Center The Corporate Center coordinates the implementation of strategy within the LLB Group and supports the activities of the market-oriented Group companies and business divisions. The aim is to optimise bank processes and the Group-wide organisation of structures and processes. Moreover, the Corporate Center ensures the adherence to rules and regulations. The focus is thereby on striking the right balance between profitability and security as well as on benefits for our customers. Our five priorities in 2011: The Avaloq standard banking software has been in operation at LLB headquarters and LLB Switzerland since 1 January 2011. Bank Linth has been working with the latest version since as early as November 2010. Its use in the IT Service Center facilitates operative processes. Avaloq allows us to automatise key processes, from which we expect a productivity boost. The commitment of our staff ensured that implementing the change to Avaloq went smoothly for the most part. Now all banks within the LLB Group – with the exception of LLB Österreich – have the same IT environment. The basis has thus been created for exploiting synergies and potentials. As a result, we are even better equipped for further growth. The IT platform provides multi-client capability und allows for processing in several languages and various currencies. In parallel with our introduction of Avaloq we mapped out, analysed and unified the banking processes in detail. The result of the project «Business Process Management» is a map of all processes within our Group. At the LLB parent bank, at Bank Linth and at LLB Switzerland, respectively, a project manager is responsible for coordinating, honing and expanding processes. The optimisation of these processes is now synchronised within the LLB Group; the basis for increasing efficiency has been laid. Under these conditions, it is possible to establish Shared Service Centers. Payment services, securities administration and trading services for Liechtensteinische Landesbank AG and LLB (Switzerland) Ltd. have been centrally processed in Vaduz since 1 January 2011. By mid-2012, Bank Linth will have joined the competence centres in Vaduz. We expect to achieve synergy effects and annual savings of approximately CHF 3 million. Due to this process optimisation, 27 positions will be shed Group-wide. The goal of the LLB Group is to increase efficiency, to generate new activity in the area of innovation and, as a result, to secure long-term competitiveness. With the «move!» programme we have explored various possibilities. On the basis of this analysis we will realise projects in 2012 in order to increase efficiency and to make savings. At the same time, we want to adapt to the continuously changing regulatory framework. In the coming business year, we will probably define three processes that revolve around the following projects: final withholding tax, the US tax law FATCA and the bank-internal control system (IKS). Furthermore, in order to reduce costs the Liechtensteinische Landesbank has entered into cooperation with the VP Bank, Vaduz, in individual key processes. Both banks have founded a joint purchasing company for information services, Data Info Services AG, and cooperate in the areas of document printing and dispatch. At the end of 2012, the data processing centres of the LLB Group and the VP Bank Group will go into operation in the new LLB branch office in Eschen. This will mean synergies in the areas of security technology and energy efficiency. At the beginning of 2012, we entered into closer cooperation with the Liechtenstein Post and integrated the Post ATMs into the LLB ATM network. Implementation of the growth strategy In 2004, we defined our three-pillar strategy: consolidation of the Liechtenstein home market, expansion of activities in Switzerland and development of new markets. The LLB Group has managed to continuously strengthen its position by consistently implementing this strategy. In 2012, we plan to be even more consistent when aligning the LLB Group's organizational structure with clients and markets. 20.03.2012 16:30 Uhr Seite 21 20 21 LLB_GB2011_en:LLB GB 2011 Milestones of the LLB strategy Consolidation of Liechtenstein home market 2005 ◆ Setting up of LLB Liechtenstein Pension Foundation ◆ Acquisition of majority share- Expanded activities in Switzerland ◆ Increase of equity stake in swisspartners Investment Network AG Development of new markets ◆ Opening of the representative office in Abu Dhabi to 51 percent holding in Jura Trust AG ◆ Opening of the bank branch in 2006 Lugano ◆ Majority shareholding in Bank 2007 Linth LLB AG ◆ Opening of the Bank Linth 2008 branch in Meilen ◆ Opening of the representative office in Dubai ◆ Reorganisation of Group Executive Management with four areas of responsibility: 2009 Domestic Market, International Market, Institutional Market, Corporate Service Center ◆ Creation of new «Financial 2010 ◆ Takeover of management func- Planning and Pension Provision- tion for the ALVOSO LLB pension ing» Unit fund ◆ Launching of «TRIA» third-pillar ◆ Opening of LLB (Österreich) AG in Vienna ◆ «Crescendo» growth initiative and ◆ Enlargement of advisory teams pension provisioning products re-branding of the «Bank Linth» (death risk, disability) brand in Vaduz, Zurich and Vienna for the Eastern European markets ◆ Competence development in ◆ Commencement of the new the areas of international branch construction in Eschen tax law and asset structuring ◆ Implementation of the uniform Avaloq banking platform; founding of Shared Service Centers 2011 ◆ Reworking of the company website: www.llb.li Banking of Bank Linth ◆ Cooperation with the VP Bank ◆ Opening of the branch offices Group and preparations for in Erlenbach and Winterthur cooperation with the Liechten- ◆ Expansion of LLB (Österreich) AG and the representative office in Dubai ◆ Opening of the bank branch in Geneva stein Post 2012 ◆ Appointment of Head Private ◆ «move!» programme, new management and market organisation Value-oriented corporate management Profit orientation is a central corporate value within the LLB Group. In our opinion, economic success, however, goes hand in hand with our social responsibilities for both clients and employees and – as a bank rooted in the region – for the general public. We take care to ensure that we remain viable in the long term. To this end, we measure the capital appreciation of our company according to the economic profit model, which encompasses all financial and operative key performance indicators (KPIs). In order to create sustained value for clients, shareholders and staff the LLB Group adheres to the following principle: our return on equity shall clearly exceed capital costs. Profit after capital costs is our key performance indicator and control parameter. This is reflected in our risk policy, which is aimed at obtaining an adequate and preferably permanent return. Profit after capital costs is used by us to take into account that shareholders expect interest on the capital they have provided. Relevant criteria: ◆ Every business decision is based on a risk / return profile. ◆ Value-oriented control parameters make strategy and investments comparable. ◆ Strategic and operative planning are closely linked, responsibilities are clearly defined. ◆ The aspects return and risk are given due consideration for employee remuneration and profit sharing. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 22 Financial and operative performance indicators Supreme objectives Economic profit model Economic profit = profit – (equity expense ratio × equity) Growth Cost efficiency Capital efficiency Financial key performance indicators (KPI) Balanced scorecard Financial key performance indicators Growth Cost efficiency ◆ Net new money inflow > 3 % p. a. Capital efficiency ◆ Cost / income ratio holds top position in banking industry comparison. ◆ Return on equity > 12 % * ◆ Tier 1 ratio = 16 % New as of 2012: 55 – 60 % * Assuming regular market conditions. Operative key performance indicators Clients Employees Processes ◆ Motivation / performance ¹ ◆ Client satisfaction ³ ◆ Process efficiency ² Operational risks ◆ Optimisation risk profile 1 In 2010, we conducted an employee satisfaction survey within the LLB Group (see Annual Report 2010, pages 60 and 61). 2 In 2011, we focused on the operative «processes» performance indicator (see chapter «Corporate Center, Our five priorities in 2011», page 20). 3 In the 2012 business year, we intend to put our main focus on the operative «clients» performance indicator. Development of our key performance indicators The LLB Group communicates its objectives in a transparent way and compares its performance with its objectives. Growth 2007 – 2011, Net new money inflow in percent 1.1 2011 5.5 2010 2009 –2.2 –1.0 2008 5.9 2007 –3 –2 –1 0 1 2 3 4 5 6 7 KPI: net new money inflow. Objective: net new money inflow must amount to at least 3 percent per year. Review In 2007, we were able to achieve strong net new money inflows in Eastern Europe and in the Middle East. In 2008 and 2009, the financial and economic crisis as well as tax debates made the acquisition of net new money in the International Market Business Division significantly more difficult. In 2010, we achieved gratifying net new money inflows in all business divisions. We also acquired new mandates in the International Market Business Division. 2011 business result In 2011, we recorded gratifying net new money inflows in the Domestic Market and International Market Business Divisions. In the Institutional Market Business Division, we recorded a slight minus on account of outflows from clients and intermediaries. 20.03.2012 16:30 Uhr Seite 23 22 23 LLB_GB2011_en:LLB GB 2011 Cost efficiency 2007 – 2011, Cost / income ratio in percent 95.6 2011 72.7 2010 63.0 2009 65.2 2008 48.6 2007 10 20 30 40 50 60 70 80 90 100 KPI: cost / income ratio. * Objective: in industry comparison, the cost / income ratio must attain a top position. As of 2012: 55 – 60 percent. * The costs include write-offs and value adjustments in relation to the operating income. As of 2012: personnel and general and administrative expenses and write-offs in relation to the operating income. Review The first-time consolidation of Bank Linth led to a rise in the cost / income ratio in 2007. In 2008 and 2009, the global financial and economic crisis had an unfavourable effect on the cost / income ratio. In 2010, the cost / income ratio increased again due to falling earnings. Historically low interest rates and the result from financial investments, which is directly booked to profit and loss accounts, as well as value adjustments had a negative effect on the overall result. 2011 business result In 2011, earnings decreased again and operative costs increased slightly. The specific value adjustment of a Lombard loan that we undertook in September 2011 had a negative impact on total costs and as a result on the cost / income ratio. Capital efficiency 2007 – 2011, Return on equity in percent 2011 0.7 6.2 2010 10.8 2009 9.2 2008 15.9 2007 2 4 6 8 10 12 14 16 18 KPI: return on equity. Objective: return on equity must be above 12 percent. * Review Until 2007, we managed to continually increase capital efficiency and maintain our challenging key performance indicator. Reasons for this were our growth activities and favourable business conditions in the financial markets. In 2008 and 2009, the financial and economic crisis as well as our negative result from financial investments led to a decline in revenues and therefore to a lower return on equity. By 2010, the return on equity had declined to 6.2 percent and was below our medium-term objectives. 2011 business result The return on equity declined to 0.7 percent. The main reason for this was the specific value adjustment of a Lombard loan. At the same time, revenues from the commissions and fees as well as the securities trading business decreased. * Assuming regular market conditions. Capital efficiency 2007 – 2011, Tier 1 ratio in percent 2011 13.9 2010 13.9 13.7 2009 13.5 2008 9.7 2007 2 4 6 8 10 12 14 16 KPI: tier 1 ratio. Objective: the tier 1 ratio must amount to 16 percent. 18 Review Since 2007 we have been able to continually increase the tier 1 ratio. In 2010, we achieved 13.9 percent, a level that is not only noticeably above the legal minimum of 8 percent but also above our then medium-term target value of 12 percent. In order to provide our clients with an above-average security level, even within the new regulatory framework conditions, we raised our medium-term objective to 16 percent as of 2011. This target shall be achieved by the end of 2016. 2011 business result At 13.9 percent, the tier 1 ratio remained above the legal requirements. Despite continual credit growth the value remained stable, compared with 2010, since neither the capital base nor the risk-weighted assets significantly changed. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 24 Target range of cost / income ratio of 55 to 60 percent As at 31 December 2011, our cost / income ratio stood at 95.6 percent. All expenses, including, for example, the specific value adjustment of a Lombard loan, are covered in this calculation. This key figure is greatly distorted by value adjustments and provisions in 2011. That is why the cost / income ratio is below our target value. From 2012, we will calculate the cost / income ratio without the item «value adjustments, provisions and losses». As a result, the key figure will be more meaningful in an industry comparison and is less subject to strong fluctuations. An internal analysis and an external benchmarking have shown that – taking into account the new calculation approach – a target range of 55 to 60 percent will result in a healthy cost / income ratio while still retaining innovative strength. Capital and risk management Part of the banking business is to accept risks. The LLB Group actively manages risks according to strategic targets and applies a conservative financing structure. In 2011, we revised the risk policy guidelines and adapted them to the changed market conditions, the new regulatory requirements (Basel III) as well as growth in our corporate structure. We updated and established detailed qualitative and quantitative standards for risk responsibility, risk management and risk control. Furthermore, the position of a Chief Financial Officer (CFO) was created at the level of the Group Executive Board and the Board of Management. This move highlights the importance of financial management and risk management in our company. At the same time, we defined adequate organizational and methodical parameters for specifying and managing risks. With the introduction of the «Internal Capital Adequacy Assessment Process» (ICAAP) we ensure that there is always adequate capital to cover all essential risks. In addition, risk strategy and risk propensity are defined, all essential risks are evaluated and the processes and control mechanisms are specified. The ICAAP framework Risk strategy and risk tendency Capital assessment models Capital planning and management Economic perspective of risk assessment Credit risk Market price risk Interest rate fluctuation risk Currency risk Liquidity and refinancing risk Operational risk Strategic risk and business risk Group perspective ↦ LLB Vaduz ↦ Bank Linth ↦ LLB Switzerland ↦ LLB Österreich ↦ Other Group companies Risk monitoring and management information Risk concentration, risk control, limit system Processes, scenario analyses and stress tests, risk aggregation Risk modelling ↦ ↦ Overall currency risk Overall liquidity risk Overall operational risk Overall strategic risk and business risk ↦ ↦ Overall interest rate fluctuation risk ↦ ↦ Overall market price risk ↦ ↦ Overall credit risk ↦ Overall risk of the LLB Group 20.03.2012 16:30 Uhr Seite 25 Equity strategy A good equity ratio not only protects reputations, it is also part of the economically and financially trustworthy behaviour of a bank. LLB is considered to be of systemic relevance to the national economy of Liechtenstein. It is therefore part of our identity to have a sufficiently high-quality capital base at our disposal. Creditworthiness – even in difficult times – offers clients, shareholders and employees an important added value. We are convinced that a strong capital base will be a definite competitive advantage in the future. Our capital base covers the capital needs required for our objectives and meets the supervisory authorities' requirements. The LLB Group's financial power supports the growth strategy and shall remain unaffected by the capital market's fluctuations. With scenario analyses and stress tests, respectively, we simulate external influences and show how these affect our capital base. The LLB Group manages its capital prudently. At the end of 2011, the LLB Group had a solid capital base of CHF 1.6 billion at its disposal, which corresponds to a tier 1 ratio of 13.9 percent (31 December 2010: 13.9 %; 31 December 2009: 13.7 %). Today, our «hard» core capital already significantly exceeds the levels prescribed by the Basel III international equity standards, which will come into effect at the start of 2013. We want to continue to guarantee our clients an above-average security level. That is why one of our medium-term goals is to raise the tier 1 ratio to 16 percent by 2016 at the latest. Collateral lending policy In 2011, we constantly served the needs of our clients in Liechtenstein and eastern Switzerland. We supported municipalities, companies, small businesses and private persons to finance their plans for the future. The majority of the loans, i. e. 84 percent, were loans secured by mortgages. Moreover, we granted operating loans and Lombard loans. The LLB Group's collateral lending policy strictly follows market-economy principles. Every decision is individually tailored to fit the needs of each private or corporate client. Experienced specialists examine the creditworthiness of new borrowers and establish their risk category. We grant individual loans after appraising risks and profitability according to specific guidelines. We implement a risk-related pricing policy by allocating costs according to the costs-by-cause principle. Credit risk management is of central importance for our Group. Besides systematic risk / return management at the individual loan level, we also monitor our default risks at the portfolio level. The primary objectives are: to reduce the overall risk through diversification and to generate a constant return. These are decisive cornerstones of our collateral lending policy, which aims at maintaining our competitiveness. Main shareholder: The Principality of Liechtenstein On 22 November 2011, the Liechtenstein Government as representative of our majority shareholder, the Principality of Liechtenstein, adopted an investment strategy for Liechtensteinische Landesbank AG. With this, the Government implemented the law concerning the control and supervision of public companies (ÖUSG), which came into force on 1 January 2010. The strategy defines how the Principality intends to use its majority equity stake in the medium and long term. This also gives minority shareholders certainty in planning. Drawing on Art. 15 of the Corporate Governance Law, the investment strategy was decided upon after consultation with the Board of Directors of LLB. The Liechtenstein Government explicitly supports the stock exchange listing of LLB and maintains its majority stake of at least 51 percent. The Government represents the shareholder interests of the Principality at the General Meeting of Shareholders pursuant to the rights afforded to it by stock corporation law. The Government observes corporate autonomy as well as the rights and obligations resulting from the stock exchange listing. At the same time, as a shareholder, the Government also respects the decision-making authority of the Board of Directors regarding corporate strategy and corporate policy. Quality and innovation management Banks are continuously implementing changes in order to best serve the interests of their clients. The LLB Group wants to offer high-quality products and services at attractive conditions. In 2011, we focused on product and process innovations, cooperation with other companies as well as system integration. Important traditional instruments of our quality and innovation management are the evaluation of client feedback and the corporate suggestion scheme. Quality management: our employees play an important role in the improvement of our range of services. They actively contribute valuable suggestions for the optimisation of products and processes. Product innovations: in 2011, we launched two inflationprotected funds (in CHF and EUR). The basis for these was our study «Finanzanlagen und Inflation» (Financial investments and inflation), in which we examined the effectiveness of relevant asset classes as a hedge against inflation. We developed country-specific products for our growth markets of Russia, Eastern Europe as well as the Near and Middle East and adapted our credit policy. In addition, we compiled the service package «Active Advisory» for active private investors and established a research organisation for the BRIC countries. We want to systematically implement the innovations required by the market. For this reason, our Group Corporate Development as well as the persons responsible for products and services within the LLB Group are in regular contact with opinion leaders, business associations, governmental offices and the Liechtenstein Financial Market Authority (FMA). Process innovations: the improvement of the advisory process is of particular concern to us. In 2011, we introduced country fact sheets for our client advisors, which contain market-specific information about services and products. In 2011, we completed the Group-wide introduction of the Avaloq banking software. The uniform IT platform increases processing quality and productivity. We newly defined customer segmentation for onshore banking in Liechtenstein. In the framework of the «move!» programme we determined further potential for optimising costs and efficiency. Corresponding projects will be started in 2012. We have automatised the monitoring of both reporting requirements and compliance with investment guidelines in order to improve processes in the fund business. 24 25 LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 26 Cooperation: the Liechtensteinische Landesbank and the VP Bank, Vaduz, are jointly buying information services. Both banks are also joining forces in the areas of document printing and dispatch. From the end of 2012, the data processing centres of both banks will be housed in the new LLB branch office in Eschen. A further cooperation has been in existence since 16 January 2012: Liechtensteinische Landesbank AG and Liechtensteinische Post AG have merged their ATM networks. LLB now provides its customers in Liechtenstein with services at 20 locations. Change in the Board of Directors At the General Meeting of Shareholders on 6 May 2011, Siegbert Lampert stepped down from the Board of Directors of the Liechtensteinische Landesbank after nine years on account of the period of office limitation statute. He had a decisive impact on the new strategic orientation of the LLB Group in the past years. The Board of Directors and the Board of Management would like to thank Siegbert Lampert for his great commitment and for his ever constructive and successful collaboration. The General Meeting of Shareholders elected Dr. Felix R. Ehrat as a new member of the Board of Directors for three years. Ingrid Hassler-Gerner and Konrad Schnyder, respectively, were confirmed for a further term of office of three years. Changes in the Group Executive Board and the Board of Management Elfried Hasler stepped down from the Group Executive Board and the Board of Management of the Liechtensteinische Landesbank, for personal reasons and at his own request, as of 30 June 2011. The Board of Directors and the Board of Management thank Elfried Hasler for his great and far-sighted commitment and for his contributions to the benefit of the LLB Group. Urs Müller, Head of the Institutional Clients Business Division, was appointed by the Board of Directors as a new member of the Group Executive Board and the Board of Management. He took over Roland Matt's function on 1 April 2011 and is responsible for the Domestic Market Business Division and the Institutional Market Business Division. Roland Matt took over responsibility for the International Market Business Division. Dr. Kurt Mäder remained in his function as Head of the Corporate Service Center. Dr. Josef Fehr continued as Chairman of the Group Executive Board and the Board of Management. Dr. Josef Fehr stepped down as Chairman of the Group Executive Board and the Board of Management of the Liechtensteinische Landesbank, for personal reasons and at his own request, as of 16 January 2012, following a distinguished twentysix-year career serving the development of the LLB Group. He had been Member of the Board of Management since 1992; at the start of 2000, he became its Chairman. Dr. Josef Fehr decisively helped to shape all the important milestones of LLB AG: the partial privatisation in 1993, the opening of new business divisions and markets, the development and expansion of the private banking sector, the acquisition of the majority equity stake in Bank Linth and the growth strategy within the Group. On 16 January 2012, Roland Matt assumed responsibility as Chairman of the Group Executive Board and the Board of Management, of which he has been a member since 2009. Since April 2011 he had been Vice Chairman of the Group Executive Board and the Board of Management. Prior to this, he had held various management positions with LLB since 2002; finally, up until March 2011, he was responsible for the Domestic Market Business Division as well as the Institutional Market Business Division, and since April 2011 he had been Head of the International Market Business Division. Christoph M. Reich was appointed Chief Financial Officer (CFO) as of 16 January 2012. The Board of Directors simultaneously elected him a member of the Group Executive Board and the Board of Management. Christoph M. Reich had been responsible for the Group Finance & Risk Department of the LLB Group since November 2010. Since 16 January 2012 the Group Executive Board and the Board of Management has consisted of five members. The recruitment process for the vacant position of the Head of the International Market Business Division has begun. The Board of Directors, the Group Executive Board and the Board of Management want to align the organizational structure of the LLB Group more strongly with clients and markets and have initiated a corresponding project. The implementation of the new organizational structure is planned for 1 July 2012. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:30 Uhr Seite 27 We view structural change in the banking sector as an opportunity. The Avaloq IT platform that we newly installed and other measures will help us to increase efficiency within the LLB Group in 2012. Interest rates will remain low while stock markets will remain volatile. In order to be successful, we shall continue to look forward and invest in the future. 26 27 Outlook Market development The main business segments of the LLB Group face far-reaching changes: cross-border private banking clients are discerning, and the necessity of regulatory adjustments continues to be coupled with volatile financial markets. We expect that monetary policy aimed at tackling the debt crisis in Europe will stay loose and that as a consequence interest rates will remain exceptionally low. We therefore assume continued margin pressure in both the asset management business and the credit business. At the same time, we want to actively shape structural change. In 2012, we will further modernise our infrastructure, intensify cooperation with our partners, optimise processes and automatise tasks. These measures are in addition to our investments in increasing market performance. Framework conditions ◆ The worldwide economic slow-down: the result will be low economic growth in Europe – a development that Liechtenstein and Switzerland too will not be able to escape. Growth in the emerging markets remains stable. ◆ Real estate markets in Liechtenstein and in eastern Switzerland are robust. ◆ The central banks SNB, EZB and Fed are pursuing an expansive monetary policy in the context of a restrictive fiscal policy in the euro area and the USA. ◆ This expansive monetary policy is not resulting in a resurgence of inflation. ◆ In the core currencies CHF, EUR and USD interest rates remain stubbornly low. ◆ Stock markets are volatile. ◆ The exchange rates remain unchanged: CHF 1.20 to CHF 1.30 per EUR; CHF 0.90 to CHF 1.00 per USD. ◆ Regulatory requirements are becoming more complex, e.g. as a result of Basel III, FATCA, AIFM and cross-border regulations. Possible negative influences: ◆ a persisting euro crisis and a persisting financial and debt crisis ◆ a further appreciation of the Swiss franc vis-à-vis a weak euro and US dollar ◆ a collapse of large European banks in the wake of the euro crisis ◆ a recession in Europe and the USA Objectives of the LLB Group in 2012 We have already laid the foundations for the realization of our development: with the implementation of Avaloq we will be able to significantly improve our efficiency. In mid-2012, the Shared Service Centers for Payment Services, Securities Administration and Trading Services will be operational Group-wide. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 28 The analysis of the «move!» programme is to be followed by additional measures to expand productivity. In 2012, we will focus on the realization of various projects of the «move!» programme and the planned reorganisation of the LLB Group. We are investing in the renewal of the branch network in our home markets. Our priorities in this area are the construction projects in Eschen (Liechtenstein) as well as in the Swiss municipalities Pfäffikon / Schwyz, Kaltbrunn and Schmerikon. In our growth markets of Eastern Europe, the Near and Middle East we are increasing our market presence. We continue to adhere to our three-pillar strategy while simultaneously concentrating on our core business activities. For this reason, LLB sold its 48-percent equity stake in the Elips Life AG life insurance company to the Swiss reinsurance company Swiss Re in September 2011. Moreover, we intend to sell our 67-percent equity stake in swisspartners Investment Network AG in the first half of 2012. Earnings forecast Market turbulence and the dynamics to which the international economic and regulatory framework conditions are subject as well as changes in cross-border private banking involve uncertainties. For this reason, instead of making an earnings forecast, we focus on the things we can influence. We will reduce costs with our Shared Service Centers and the «move!» programme. At the same time, we will align the organizational structure of the LLB Group more closely with clients and markets and create the prerequisites for heading into the future even stronger. Dividend policy On account of the unsatisfactory business result in 2011, we will propose a marked reduction in the 2011 dividend to the General Meeting of Shareholders on 4 May 2012. In future, we want to be able to again offer our shareholders an attractive dividend yield, even in a challenging market environment. 20.03.2012 16:31 Uhr 1 Seite 29 Review of operations Segment reporting Clients and markets 31 i Domestic Market 36 International Market 39 i Institutional Market 42 i Corporate Center 45 Stakeholders report LLB bearer share 47 i Brand and sponsoring 49 Employees 52 i Regulatory framework and developments 55 Social and ecological sustainability 57 i Corporate governance 60 Review of operations LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 30 20.03.2012 16:31 Uhr Seite 31 As a result of the financial and economic crisis, clients' behaviour has changed: security and trust are now the decisive factors. The LLB Group has retained its position in the Liechtenstein and Swiss markets and gained ground in the growth markets. Competition will become fiercer in the future. 30 31 Clients and markets Domestic Market Private and corporate client business The global economy presented a fragile picture in 2011. The market environment was distinguished by intensive competition. Nevertheless, the LLB Group was able to slightly increase the number of its private and corporate clients and consolidate its strong position in the mortgage lending business. In spite of the fierce competitive pressure, we were able to maintain our interest rate margins in the lending business. The average collateral lending rates remained stable. Short-term fixed mortgages were the first choice of most clients. In granting loans, the Liechtensteinische Landesbank applies its wellproven lending principles. Of particular importance are the value of the collateral and the lender's ability to afford the loan. In the year under report, the economic environment was challenging. The debt crisis in the euro area, the sharp increase in the value of the Swiss franc and the slow-down in foreign economic activity weighed upon our domestic markets. The development in Europe represents the main risk factor for the Liechtenstein and Swiss economic region because the EU is the most important trading partner for both countries. In 2011, the export industry was confronted with the effects of the exchange rate situation. On 6 September, the Swiss National Bank pegged the minimum exchange rate of the franc to the euro at 1.20. This measure led to a stabilization of the situation and enabled companies to conduct their planning with more security. During the first three quarters of 2011, exports expanded but they decreased substantially in the last quarter of the year. Turnover in retail business also fell sharply with the strength of the Swiss franc prompting consumers to shop in the euro countries. The boom in the construction industry continued supported by historically low interest rates. Thanks to ongoing immigration, the demand for residential property in the east of Switzerland remained high. Following the expected liberalisation in this area, construction activity in Liechtenstein also continued at a high level. The unemployment rates in the LLB Group's home markets were below the Swiss average of 3.3 percent at the end of December 2011. In Liechtenstein, unemployment stood at 2.5 percent at the end of December, and in the east of Switzerland at 2.4 percent. Corporate and private pension provisioning The Liechtenstein pension provisioning sector maintained its dynamic growth – albeit at a somewhat slower pace – in 2011. The key products of the insurance companies are innovative insurance solutions, which are customized to suit the legal and taxation regulations of the target countries and which represent an important form of retirement planning. As an EEA member state and a customs treaty partner of Switzerland, Liechtenstein is the only country having access to both the Swiss and European markets. Its stable and liberal economic system encourages production innovation. For example, Liechtenstein is a good location for international pension funds. The Principality Review of operations i Clients and markets LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 32 Key measures to penetrate the domestic market LLB New products and services Bank Linth ◆ Two inflation-linked funds ◆ «Really Simple» campaign (concept ◆ Introduction of individual clients segment for simplifying banking services) ◆ Special offers relating to 150th anniversary Client events ◆ «Exklusiv im Hof» (client events in ◆ Two investors' conferences in Pfäffikon private banking business) and Bad Ragaz ◆ Women finance ◆ 7th Bank Linth Golf Invitation Tournament ◆ Investment forum in Bad Ragaz ◆ In-house seminars at companies ◆ Four client events in private banking ◆ Financial perspectives on the subject business of corporate pension provisioning ◆ Various events related to the Bank's 150th anniversary ◆ LLB golf tournament Domat / Ems ◆ GEWA Hombrechtikon Fairs Locations ◆ New branch office in Eschen ◆ Opening of Erlenbach and Winterthur ◆ Cooperation with the Liechtenstein Post regarding the joint use of ATMs branch offices ◆ Planning and / or commencement of from 2012 new building / renovation of Pfäffikon, Kaltbrunn and Schmerikon branch offices Corporate identity ◆ Redesign of website www.llb.li ◆ Image campaign 150th anniversary has been accumulating expertise in the area of mandatory corporate pension provisioning since 1989. In 2007, Liechtenstein implemented the EU pension fund directive in the form of a national pension fund law. Accordingly, the country is now in a good position to participate in this new growth market. Liechtensteinische Landesbank AG has established itself as a competence centre for corporate and private pension planning in the Liechtenstein pension provisioning sector. Even after selling its 48-percent equity stake in Elips Life AG, a life insurance company, to Swiss Re in September 2011, it is continuing to cooperate with the company in the field of collective pension planning. The LLB is still expanding its private financial planning and corporate pension provisioning business operations. At the same time, the LLB Liechtenstein Pension Foundation is continuing to grow. As at 31 December 2011, it provided services to 330 companies (300 in 2010, 288 in 2009) with 3'500 employees (2'981 in 2010, 2'679 in 2009). The total pension fund capital stood at CHF 291 million (CHF 243 million in 2010, CHF 212 million in 2009). The ALVOSO LLB Swiss pension fund had 261 companies (271 in 2010, 231 in 2009) with 1'281 employees (1'294 in 2010, 1'024 in 2009). The pension fund capital amounted to CHF 156 million (CHF 154 million in 2010, CHF 128 million in 2009). The LLB Group's pension funds are still soundly financed despite the weak financial markets and volatile currencies. The LLB Pension Foundation for Liechtenstein maintained a stable position and is continuing to grow. The interest rate on the retirement capital of the persons insured stood at 2.0 percent. The annual pension payments amounted to around CHF 23 million. In terms of size and market share, Liechtenstein's newest pension foundation was the second largest among independent collective pension schemes. During 2011, we carried out a review of our basic conditions. Two points stood at the centre of attention. Firstly, the technical interest rate, which currently stands at 4.0 percent, and which in view of the demographic development will be reduced to 3.5 percent from 1 January 2012. Secondly, the stipulation of the pension conversion rate, which stands at 7.0 percent and which will be reduced to 6.8 percent from 1 January 2015. The LLB Liechtenstein Pension Foundation has a very good structural ratio: for each pensioner there are 100 active insured contributors. Development of pension capital 2007 – 2011, in CHF millions 291 2011 243 2010 212 2009 145 2008 115 2007 50 100 150 200 250 300 20.03.2012 16:31 Uhr Seite 33 32 33 LLB_GB2011_en:LLB GB 2011 The mortgage loans which a bank grants today will determine its balance sheet for the next twenty or thirty years. Sustainable risk management systems for mortgage lenders stood at the centre of developments in Switzerland in 2011. These must ensure that, in spite of low interest rate levels and tight margins, prudent and cautious lending policies are observed. In 2011, the Swiss Federal Financial Market Supervisory Authority (FINMA), the Swiss National Bank and the Liechtenstein Financial Market Supervisory Authority (FMA) carried out a detailed review of banks' mortgage lending business. The LLB Group adheres to a stringent lending policy. In 2011, it also followed the goal of strengthening its equity capital base. It has already largely implemented the equity capital and liquidity regulations International Market The Liechtenstein financial centre takes its responsibility as an integral part of the world economic system seriously. Since 2008 it has concluded two dozen OECD-compliant tax information exchange agreements and double taxation treaties – including one with Germany. In autumn 2011, the Peer Group of the OECD Global Forum completed the first phase of its review process. It gave Liechtenstein a good report card. In the banking area it assessed Liechtenstein as being fully compliant with all test criteria and in conformity with OECD standards. This means that Liechtenstein is regarded internationally as a modern, stable and reliable financial centre and no longer as an offshore financial location. At the end of 2012, a review of the practical implementation of OECD standards is to be conducted. In 2011, the Liechtenstein banking centre was able to maintain its position. Even though the turbulence on the stock markets had a negative impact on the performance of their investments, on average banks voluntarily maintained more than twice the legally required equity capital. The banks' private banking business model proved to be stable and they were able to post new money inflows. The following trends were registered in the LLB Group's International Market: the inflow of assets from the emerging markets is increasing and is gaining in importance; in contrast, assets from the present core markets are set to decline in future. The European Union and the United States are continuing to exert pressure on the Swiss and Liechtenstein financial centres. Switzerland has signed agreements regarding a flat compensation withholding tax with Germany and the United Kingdom. The regulation and harmonization of the financial markets is continuing unabated. Apart from modifications to new basic business conditions, additional structural changes appear to be unavoidable. The pressure to consolidate will continue to mount and consequently various forms of cooperation in the financial industry are to be expected. As a result of the strong Swiss franc, international asset managers in both Switzerland and Liechtenstein find themselves in an ever widening cost / earnings gap. Earnings are largely booked in euros or US dollars, but costs are incurred in francs. On account of the low interest rate levels, earnings from interest differential business fell and, furthermore, the general uncertainty led to passive investment behaviour among clients. In 2011, the stock markets were unpredictable; they remained highly volatile and closed the year under the 2010 level. Fixed interest investments provided no alternative, largely because of the market uncertainty concerning government bonds. Many clients either kept a high level of liquidity, channelled funds back into their companies or invested in traditional tangible assets such as real estate or gold. In 2011, the name of the game was the preservation and safeguarding of assets. Review of operations i Clients and markets specified in the new Basel III global standards. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 34 Development of assets under management 2007 – 2011, in CHF millions 13'467 2011 14'474 2010 15'030 2009 15'698 2008 13'475 2007 3'000 6'000 9'000 12'000 15'000 18'000 Institutional Market The Liechtenstein investment fund centre was subject to intense competitive pressure in 2011. There was a marked increase in competition between the various European fund locations. In view of the volatile stock markets, the euro crisis, as well as the low level of interest rates, there was a degree of restraint in the launching of new funds. Moreover, the market saw very little innovation, and what there was largely involved the structures of family offices, for example, for private equity or real estate. Intermediaries and actual clients were extremely sensitive to price concerns in 2011 and expected a price / performance ratio compatible with prevailing market conditions. Consequently, service providers reacted with aggressive price reductions in order to secure the meagre new money inflows. As one of the three largest fund vendors in Liechtenstein, we shall be confronted with new challenges in the future. On 1 August 2011, Liechtenstein enacted a new law for certain undertakings for collective investments in securities, thus implementing the EU's UCITS IV directive. The aim being to open up market opportunities in the EU by enhancing the attractiveness of the Liechtenstein fund centre. Furthermore, the AIFM directive (Alternative Investment Fund Managers) is to be incorporated in national law by July 2013. These new EU directives will lead to an intensification of competitive pressure on the European fund market. In future, the UCITS IV legislation should make Liechtenstein even more attractive especially for fund promoters having internationally oriented fund structures. For example, the EU passport held by a capital investment company enables UCITS funds that comply with the EU investment directive to be domiciled and launched in another EU member state without a subsidiary or branch office having to be set up or maintained in that state. The so-called «Key Investor Information Document» (KIID), containing the most important information for investors, supersedes the present simplified sales prospectus. This key information document is standardized throughout Europe and enables investors to quickly compare various funds. The Liechtenstein UCITS law also provides for new crossborder «master / feeder» structures under the UCITS label. A precondition for the setting up of a feeder UCITS is that this fund must invest at least 85 percent of its assets in units of another UCITS or in the fund assets of another master UCITS. In addition, there are new clear conditions for the merging of funds, and the time to market in cross-border distribution is to be considerably shortened thanks to a more efficient licensing procedure. The notification for the initial licensing of a fund is coordinated directly between the supervisory authorities. The EU's AIFM directive came into force on 21 July 2011 as a direct consequence of the financial crisis. As a result, the EU now subjects the managers of alternative investment funds (AIFM) to official supervision. The EU member states must incorporate the regulations in national law by 21 July 2013. Managers domiciled in the EU will therefore have available an EU passport from 2013 which permits the management and distribution of non-UCITS funds throughout the EU. In addition to hedge funds and private equity funds, this will also apply to real estate and commodity funds as well as to all open and closed collective investment undertakings. The directive also applies to managers of non-UCITS – which are domiciled in a third country such as Switzerland – who want to distribute a non-UCITS fund from there in the EU. Development of investment funds volume 2007 – 2011, in CHF millions 8'641 2011 9'314 2010 8'817 2009 6'560 2008 10'832 2007 2'000 4'000 6'000 8'000 10'000 12'000 Development of custodian bank mandates 2007 – 2011, in numbers 240 2011 218 2010 198 2009 185 2008 156 2007 30 60 90 120 150 180 210 240 20.03.2012 16:31 Uhr Seite 35 34 35 LLB_GB2011_en:LLB GB 2011 The LLB Group business divisions: according to target markets, clients and trends Domestic Market International Market Institutional Market Income CHF 153.1 million CHF 119.2 million CHF 96.8 million Share of operating income 41.5 % 32.3 % 26.2 % Profit before tax CHF 43.6 million CHF 0.4 million CHF 0.3 million Assets under management CHF 13.8 billion CHF 13.5 billion CHF 18.1 billion Employees as at 31 December 2011 (full-time equivalents) 418 296 79 Clients ◆ Private individuals ◆ Private individuals ◆ Intermediaries ◆ Fund promoters ◆ Small and medium-sized ◆ Independent asset managers companies ◆ Legal entities subject to public law ◆ Corporate pension schemes Origin of clients ◆ Liechtenstein ◆ Switzerland ◆ Core markets: Austria, Italy, Germany ◆ Growth markets: Russia, Eastern ◆ Liechtenstein ◆ Switzerland ◆ International Europe, Near and Middle East Service offer ◆ Retail banking: e.g. savings ◆ Private banking: e.g. investment ◆ Fund and asset management and mortgage lending business, counselling, asset management ◆ Private labelling services payment services and structuring, private financial ◆ Brokerage and custody services planning ◆ Lombard loans ◆ Corporate clients ◆ Private banking ◆ Lombard loans Distribution ◆ Liechtenstein: 5 branch offices, 20 ATMs ( joint operation of LLB ATMs and Post ATMs from 2012), online banking ◆ Switzerland: 25 branch offices, 30 ATMs, online banking Market drivers ◆ General economic growth ◆ 3 booking centres (Vaduz, Zurich, Vienna) ◆ Distribution via Vaduz and Zurich ◆ 4 further national and international locations ◆ Network of intermediaries in growth markets ◆ Strong growth of high net worth ◆ Growing need for tailor-made ◆ Construction activity individuals' assets in Eastern Eu- investment possibilities and ◆ Low interest rates rope as well as in the Near and transparent investment solu- ◆ Increasing use of online banking Middle East services ◆ Private pension provisioning (third-pillar) ◆ Growing need for simple and tailor-made investment possibilities, transparent investment solutions and asset protection measures tions ◆ Search for alternatives for structured investment pools ◆ Attractiveness of the Liechtenstein fund centre ◆ Stock market performance ◆ Stability of the Swiss franc Market shares ◆ Market leader in the Liechtenstein ◆ Niche provider in international savings and mortgage lending private banking ◆ Largest fund vendor in Liechtenstein * ◆ Second largest asset manager business as well as private pension in Liechtenstein ** provisioning ◆ Largest regional bank in eastern Switzerland Most important competitors ◆ Liechtenstein: VP Bank, LGT, Centrum Bank, Neue Bank • Switzerland: St. Galler Kantonalbank, Graubündner Kantonalbank, UBS, Credit Suisse, Raiffeisen banks, regional banks * According to custodian bank mandates. ** According to assets under management. ◆ Various internationally active major and private banks ◆ LGT, VP Bank, Centrum Bank, Neue Bank ◆ Various internationally active major and private banks Review of operations i Clients and markets ◆ Private financial planning LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 36 Domestic Market The low level of interest rates in 2011 generated higher lending volumes at the Liechtenstein and Swiss banks. The real estate market continued its dynamic development coupled with intensive competition. In spite of its strict lending policies, the LLB Group again registered a high level of mortgage lending business. As in previous years, we continued to invest in the expansion and modernisation of our branch network. Structure The Domestic Market Business Division represents a solid pillar of the LLB Group. It encompasses the universal banking and private banking business in the domestic markets of Liechtenstein and Switzerland. The Liechtensteinische Landesbank with headquarters in Vaduz and Bank Linth with headquarters in Uznach offer a full range of banking and financial services for private and corporate clients. These services include investment counselling and asset management, private financial planning and corporate pension provisioning, as well as savings and mortgage lending business. We have 5 bank branches in Liechtenstein and 25 in the Swiss cantons of Zurich, St. Gallen, Schwyz and Glarus. Furthermore, we also operate 50 ATMs at 20 locations in Liechtenstein and 30 in the east of Switzerland. Investments In 2011, we invested in the expansion and upgrading of our bank branch network, in a modern online bank website and in the renewal of the Bank's IT infrastructure. Since 1 January the entire Domestic Market Business Division, including all back and front office areas, has operated the Avaloq banking software system. This is enabling us to improve efficiency and take care of our clients' concerns more promptly. Personal contact with clients is one of the LLB Group's key priorities. Accordingly, in 2011 we introduced a new individual clients segment, which enables a better targeted and more active canvassing of clients. In June, Bank Linth opened a new bank branch in Erlenbach and another in Winterthur in November. In 2012, we are planning to move into new business premises in Eschen, Liechtenstein, as well as in Kaltbrunn, Pfäffikon / Schwyz and Schmerikon in Switzerland. Furthermore, in the year under report, we also made investments in enhancing our expertise in the areas of taxation and lending business. On 5 December, our redesigned, informative website went online at www.llb.li. Business division result Despite difficult business conditions in 2011, the Domestic Market Business Division was able to hold its ground. Loans to customers – especially mortgage loans – climbed to a high level so that, in spite of the low interest rate phase and persisting pressure on margins, an increase in net interest income was attained. Good net new money inflows were reflected in the positive development of fee and commission income. Clients were restrained in their investment behaviour, which impacted on our business result. At the same time, our operating expenses increased, largely as a result of the investments in the new bank branches of Bank Linth, as well as in the introduction of the individual clients segment. 20.03.2012 16:31 Uhr Seite 37 Operating income increased by 12.8 percent to CHF 153.1 million (2010: CHF 135.8 million, 2009: CHF 145.0 million). Operating expenses rose by 5.2 percent to CHF 109.5 million (2010: CHF 104.1 million, 2009: CHF 100.6 million). Profit before tax climbed by 37.8 percent to CHF 43.6 million (2010: CHF 31.7 million, 2009: CHF 44.4 million). The cost / income ratio fell to 71.5 percent (2010: 76.7 %, 2009: 69.4 %). The net new money inflow amounted to CHF 655 million (2010: CHF 1'023 million, 2009: CHF 682 million). Client assets posted an increase of 3.1 percent to CHF 13.8 billion (31 December 2010: CHF 13.3 billion, 31 December 2009: CHF 12.7 billion). The dynamic real estate market in Liechtenstein and the east of Switzerland, our active penetration of the market and our good advisory services to clients prompted mortgage lending volumes to climb to CHF 7.7 billion (31 December 2010: CHF 7.2 billion, 31 December 2009: CHF 6.8 billion). 36 37 LLB_GB2011_en:LLB GB 2011 «In our domestic markets of Liechtenstein and Switzerland we take care of about 170'000 clients. They all expect us to provide modern and reliable banking services at fair prices. Rightly so, in my opinion!» Urs Müller, Member of the Group Executive Board and responsible for the Domestic Market Business Division 4-year trend The continuing erosion of margins has again negated the steady growth in lending volumes and client assets. This means that the LLB Group must constantly invest in system automation and improving the efficiency of business processes. Our market is growing in line with the overall economy. Development of operating income 2008 – 2011, in CHF thousands 153'145 2011 135'792 2010 163'069 2008 30'000 60'000 90'000 120'000 150'000 180'000 Development of profit before tax 2008 – 2011, in CHF thousands 43'637 2011 31'670 2010 44'367 2009 49'778 2008 10'000 20'000 30'000 40'000 50'000 60'000 Development of cost / income ratio 2008 – 2011, in percent 71.5 2011 76.7 2010 2009 69.4 2008 69.5 10 20 30 40 50 60 70 80 90 100 Review of operations i Domestic Market 144'965 2009 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 38 Segment reporting in CHF thousands 2010 +/– % 110'701 95'527 15.9 35'712 34'010 5.0 6'542 7'741 –15.5 190 –1'486 Total operating income 153'145 135'792 Personnel expenses –53'146 –50'752 4.7 General and administrative expenses –19'782 –25'239 –21.6 –6'463 –6'403 0.9 Net interest income Net fee and commission income Net trading income Share of net income from investments in associates Depreciation and amortisation Value adjustments, provisions and losses Services from / to segments Total operating expenses Business division profit before tax 2011 12.8 –1'613 –4'836 –66.6 –28'504 –16'892 68.7 –109'508 –104'122 5.2 43'637 31'670 37.8 Performance figures Net new money (in CHF millions) Growth of net new money (in percent) 2011 2010 655 1'023 4.9 8.0 71.5 76.7 31. 12. 2011 31. 12. 2010 +/– % 13'766 13'347 3.1 418 384 8.9 Cost / income ratio (in percent) Additional information in CHF millions Assets under management Employees (full-time equivalents, in positions) 20.03.2012 16:31 Uhr Seite 39 International private banking has the potential for growth, but it faces great pressure for change. Clients are cautious and expect services with added value. In 2011, the priority for them was asset protection. We have enhanced our taxation expertise, developed products for specific target market countries and concentrated on building up our business presence in the growth countries. 38 39 International Market Structure The International Market Business Division encompasses the international private banking and wealth management services of the LLB Group. We possess extensive and detailed knowledge accumulated over many years in these business areas. Through our brands «Liechtensteinische Landesbank» – including LLB Switzerland and LLB Österreich – and «Jura Trust», we provide wealthy private clients with the benefits of our experience and expertise. We offer them investment advice, asset management, asset structuring and financial planning. We place our focus on the markets in Germany, Austria, Italy, Russia, Eastern Europe as well as the Near and Middle East. We have business bases in Vaduz, Zurich, Lugano, Geneva, Vienna, Abu Dhabi and Dubai. Investments 2011 saw a continuation of the investment priorities we had initiated in 2010. Since in future great flexibility and a consistent emphasis on client orientation will determine our position in the target markets, we again made investments in the training of our staff, in the expansion of our teams and in the quality and efficiency of our IT processes and operations. We added 16 employees to our advisory teams in Vaduz, Zurich, Geneva, Vienna and Dubai and improved the skills and competence of our client advisors. They not only have to identify and fulfil changing client requirements, they must also keep up to date with the latest regulatory provisions. Accordingly, we took steps to enhance our Group-wide expertise in the complex field of cross-border banking. In July 2011, we supplemented our cross-border private banking operations by opening a branch office in Geneva. In pursuing our goal of expanding business in the emerging markets of Russia, Eastern Europe as well as the Near and Middle East, we invested in developing country-specific products and processes. The Fuchsbriefe financial journal highlighted the continuity of our advisory quality in its rankings for 2012: the LLB was awarded the very good 16th overall ranking from the 100 asset managers tested in the German-speaking region, and moved up to 19th on the «Perpetual Best» list. Business division result The situation in the international private banking market remained tense in 2011. As a result of the turbulence on the capital markets, uncertainty was widespread among many clients and in general their confidence in the financial services industry and the financial markets declined. Investors were primarily interested in low-risk, and therefore low-margin, products. The LLB Group increased its business capacity in Eastern Europe as well as in the Near and Middle East. It was able to record good growth in these regions. In total, the development of exchange rates and the weak performance of the stock markets caused the value of assets under management to fall. Review of operations i International Market LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 40 «Today, international private banking clients are again increasingly seeking safe and reliable partners. Our major shareholder, the Principality of Liechtenstein, is one of only sixteen countries worldwide that has an AAA rating. In total, operating income decreased by 1.9 percent to CHF 119.2 million (2010: CHF 121.5 million, 2009: CHF 142.7 million). Operating expenses rose by 8.3 percent to CHF 118.8 million (2010: CHF 109.7 million, 2009: CHF 119.0 million). At CHF 0.4 million, profit before tax was substantially below the value for the previous year (2010: CHF 11.8 million, 2009: CHF 23.7 million). The decrease was largely attributable to value adjustments, provisions and losses. The cost / income ratio rose to 99.7 percent (2010: 90.3 %, 2009: 83.4 %). The gross margin expanded by 2.9 to 85.3 basis points (2010: 82.4 basis points, 2009: 92.9 basis points). Client assets fell by 7.0 percent to CHF 13.5 billion (31 December 2010: CHF 14.5 billion, 31 December 2009: CHF 15.0 billion). Net new money inflow stood at CHF 216 million (2010: inflow of CHF 955 million, 2009: outflow of CHF 939 million). We are therefore well positioned.» Roland Matt, as Member of the Group Executive Board 2011 responsible for the International Market Business Division 4-year trend In continuation of the trend in 2010, last year the Liechtenstein financial centre was able to further reduce the uncertainty that was generated by the international taxation debate in 2008 and 2009. The LLB Group registered new money inflows. However, this growth was completely offset by the development on the stock markets and the unfavourable exchange rates. Increasing regulatory requirements were also causing costs to rise, which in turn had a negative impact on margins. We foresee further growth potential for the International Market Business Division in the emerging markets, predominantly in our target markets of Russia, Eastern Europe as well as the Near and Middle East. By contrast, the traditional core markets are stagnating. Development of operating income 2008 – 2011, in CHF thousands 119'188 2011 121'484 2010 142'709 2009 169'833 2008 30'000 60'000 90'000 120'000 150'000 180'000 Development of profit before tax 2008 – 2011, in CHF thousands 2011 350 11'802 2010 23'658 2009 62'648 2008 10'000 20'000 30'000 40'000 50'000 60'000 70'000 Development of cost / income ratio 2008 – 2011, in percent 99.7 2011 90.3 2010 83.4 2009 63.1 2008 10 20 30 40 50 60 70 80 90 100 20.03.2012 16:31 Uhr Seite 41 40 41 LLB_GB2011_en:LLB GB 2011 Segment reporting in CHF thousands 2011 2010 +/– % Net interest income 14'333 11'014 30.1 Net fee and commission income 91'073 98'840 –7.9 Net trading income 6'812 6'723 1.3 Other income 6'970 4'907 42.0 Total operating income 119'188 121'484 –1.9 Personnel expenses –64'507 –67'257 –4.1 General and administrative expenses –23'979 –22'740 5.4 –9'496 –9'929 –4.4 Depreciation and amortisation Value adjustments, provisions and losses Services from / to segments Total operating expenses Business division profit before tax –12'732 –5'874 116.8 –8'124 –3'882 109.3 –118'838 –109'682 8.3 350 11'802 –97.0 Performance figures 2011 2010 Net new money (in CHF millions) 216 955 Growth of net new money (in percent) 1.5 6.4 Cost / income ratio (in percent) 99.7 90.3 Operating income / average assets under management (in basis points) 85.3 82.4 31. 12. 2011 31. 12. 2010 +/– % 13'467 14'474 –7.0 296 293 1.0 in CHF millions Assets under management Employees (full-time equivalents, in positions) Review of operations i International Market Additional information LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 42 Institutional Market For years, the LLB Group's strategy funds have been among the best in Europe. We are constantly expanding our investment expertise. The implementation of the EU's UCITS IV directive creates new opportunities for us to offer madeto-measure funds throughout the whole of Europe and to withstand the consolidation pressure that is gripping Europe's fund industry. Structure The Institutional Market Business Division encompasses the classic financial intermediary and fund business as well as the asset management operations of the LLB Group. Together with the three Group companies LLB Asset Management AG, LLB Fund Services AG and LLB Fondsleitung AG, we concentrate on fulfilling the requirements of professional investors and financial intermediaries. Fiduciaries, asset managers, fund promoters and investment undertakings attach great importance to quality. At the LLB, we offer them comprehensive services within the context of a one-stop boutique for the setting up and management of private label funds as a custodian bank, as well as a manager and provider of our own LLB funds. Our target markets are Liechtenstein and Switzerland. Investments In 2011, we invested in the broadening and deepening of our expertise as well as in the expansion of our research and analysis capacities. Business division result The most important growth driver in the Institutional Market Business Division is the fund services sector. This enables us to provide tailor-made funds for independent asset managers and other fund promoters. However, this business sector is extremely cyclical and its development is sharply dependent on the performance of the financial markets. In 2011, clients were restrained in their propensity to launch new funds; moreover, individual redemptions of units in existing funds were registered. Nevertheless, we succeeded in increasing the number of custodian bank mandates by 22 and therefore attained a rise in the total number from 218 to 240. Accordingly, measured by the number of mandates, the Liechtensteinische Landesbank is the clear market leader in Liechtenstein. The total fund volume declined by 7.2 percent to CHF 8.6 billion. Client assets decreased by 4.0 percent to CHF 18.1 billion (31 December 2010: CHF 18.8 billion, 31 December 2009: CHF 17.2 billion). Net new money outflow amounted to CHF 64 million compared with net new money inflows of CHF 811 million in 2010 and CHF 89 million in 2009. The low level of interest rates had a negative impact on net interest income. Net fee and commission income also came under pressure. In total, operating income declined by 9.3 percent to CHF 96.8 million (2010: CHF 106.7 million, 2009: CHF 106.3 million). Operating expenses rose to CHF 96.5 million (2010: CHF 45.8 million, 2009: CHF 26.3 million). This was largely due to the volume of value adjustments, which increased to CHF 65.9 million. Year on year, the business division profit before tax fell markedly to CHF 0.3 million (2010: CHF 60.8 million, 2009: CHF 79.9 million). The cost / income ratio amounted to 99.7 percent (2010: 43.0 %, 2009: 24.8 %). The gross margin stood at 52.5 basis points (2010: 59.2 basis points, 2009: 65.7 basis points). 20.03.2012 16:31 Uhr Seite 43 4-year trend The Liechtenstein fund centre is now well established in Europe; its total fund volume is constantly expanding. Nevertheless, both the fund and custodian bank business operations are strongly subject to market fluctuations. During weak market phases clients show restraint in launching new funds. In Liechtenstein, trust business and the activities of external asset managers are undergoing a structural consolidation. Against the backdrop of the introduction of the EU's UCITS IV directive, however, we regard prospects on the whole as being positive. The law concerning certain undertakings for collective investments in transferable securities (UCITSG) came into force in Liechtenstein on 1 August 2011. This law implements the provisions of the EU's UCITS IV directive. As a result, considerably less time is required for the licensing of new fund products. At the same time, fund management companies in Liechtenstein benefit from their eligibility for an EU passport. 42 43 LLB_GB2011_en:LLB GB 2011 «We benefit greatly from the attractiveness of Liechtenstein as an investment fund centre. As a leading provider, we offer our clients a comprehensive service package.» Urs Müller, Member of the Group Executive Board and responsible for the Institutional Market Business Division Development of operating income 2008 – 2011, in CHF thousands 2011 96'783 2010 106'650 2009 106'253 145'581 2008 20'000 60'000 100'000 140'000 Review of operations i Institutional Market Development of profit before tax 2008 – 2011, in CHF thousands 2011 262 60'832 2010 79'930 2009 107'772 2008 20'000 40'000 60'000 80'000 100'000 120'000 Development of cost / income ratio 2008 – 2011, in percent 99.7 2011 43.0 2010 24.8 2009 26.0 2008 10 20 30 40 50 60 70 80 90 100 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 44 Segment reporting in CHF thousands 2011 2010 Net interest income 13'158 14'286 –7.9 Net fee and commission income 73'673 80'217 –8.2 9'391 12'147 –22.7 561 0 Net trading income Other income Total operating income +/– % 96'783 106'650 –9.3 –12'590 –13'976 –9.9 –2'653 –2'685 –1.2 –258 –67 285.1 Value adjustments, provisions and losses –65'896 –15'864 315.4 Services from / to segments –15'124 –13'226 14.4 Total operating expenses –96'521 –45'818 110.7 262 60'832 –99.6 Personnel expenses General and administrative expenses Depreciation and amortisation Business division profit before tax Performance figures 2011 2010 Net new money (in CHF millions) –64 811 Growth of net new money (in percent) –0.3 4.7 Cost / income ratio (in percent) 99.7 43.0 Operating income / average assets under management (in basis points) 52.5 59.2 31. 12. 2011 31. 12. 2010 +/– % 18'059 18'814 –4.0 79 80 –1.3 Additional information in CHF millions Assets under management Employees (full-time equivalents, in positions) 20.03.2012 16:31 Uhr Seite 45 The Corporate Center steers, coordinates and controls Group-wide business activities and processes. In 2011, the operational start of the Avaloq banking software system and the construction of a new building for the bank branch in Eschen, Liechtenstein, with its «green» processing centre were the focus of activities. The introduction of new Shared Service Centers means that the Corporate Center has become even more important as the service unit of the LLB Group. 44 45 Corporate Center Structure The Corporate Center encompasses the Corporate Service Center Organizational Unit, the Group Executive Management and the Special Clients Unit. It supports our market-oriented Domestic, International and Institutional Business Divisions in conducting their activities and implementing their strategies. The focus lies on functions in the areas of financial and risk management, marketing and communication, trading and securities administration, payment services, human resources management, legal services and compliance, corporate development, product management, logistics and information technology. The LLB Group's own financial investments are booked to the Corporate Center. Investments In 2011, the LLB Group completed its largest investment project to date. On 1 January, the Avaloq banking software system was put into operation at the Group's headquarters in Vaduz and at LLB Switzerland in Zurich. Bank Linth had already installed the latest software version in November 2010. The construction of a new building for the bank branch in Eschen was the main priority concerning real estate investments in 2011. The branch building is scheduled for completion in the fourth quarter of 2012. It is designed according to «Minergie» standards and the accompanying processing centre also complies with the highest environmental criteria. At the same time, we are reviewing and optimising the utilisation concepts for our bank premises. In 2012, we aim to renew our membership of the SIX Swiss Exchange. From the middle of 2012, the LLB Group will bring together its payment services, trading and securities administration functions in Shared Service Centers at its headquarters in Vaduz. The setting up and operation of these units means that the Corporate Center will become even more important as a central service provider. Business division result The volatile financial markets, the weakness of the euro and the US dollar, as well as the persisting low level of interest rates had an adverse effect. Furthermore, value adjustments on interest rate swaps had a negative impact on the financial statement. Consequently, operating income fell to CHF 35.8 million (2010: CHF 73.0 million, 2009: CHF 135.4 million). Price gains from financial investments at fair value through profit and loss amounted to CHF 0.4 million (2010: minus CHF 0.3 million, 2009: plus CHF 33.2 million). Operating expenses totalled CHF 62.3 million (2010: CHF 57.8 million, 2009: CHF 87.6 million). This increase is mainly attributable to the amortisation of investments in Avaloq and the expenditure in connection with the 150th anniversary celebrations. On account of the loss posted in trading business, the segment loss before tax amounted to CHF 26.4 million (profit in 2010: CHF 15.2 million, profit in 2009: CHF 47.8 million). Review of operations i Corporate Center LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 46 4-year trend Income from financial investments determines the business result of the Corporate Center. At the LLB Group these are booked directly to the profit and loss statement. Total headcount and therefore operating expenses have remained stable over the last few years. «The Corporate Center is becoming more and more a competence centre for various func- Development of operating income tions of the LLB Group. We must deliver these 2008 – 2011, in CHF thousands services at competitive prices. Our perform- 2011 ance is assessed on this basis.» 2010 Dr. Kurt Mäder, Member of the Group Executive Board and responsible for the Corporate Center 35'831 72'948 135'419 2009 2008 2'512 20'000 60'000 100'000 140'000 Development of profit before tax 2008 – 2011, in CHF thousands –26'431 2011 15'181 2010 47'817 2009 2008 –52'814 –60'000 –40'000 –20'000 0 20'000 40'000 60'000 Segment reporting in CHF thousands Net interest income Net fee and commission income Net trading income Net income from financial investments at fair value through profit and loss Share of net income from investments in associates Other income 2011 2010 +/– % 51'586 54'327 –5.0 8'426 10'964 –23.1 –28'937 898 449 –342 0 –1'534 –100.0 4'307 8'635 –50.1 35'831 72'948 –50.9 Personnel expenses –50'850 –46'335 9.7 General and administrative expenses –41'657 –33'967 22.6 Depreciation and amortisation –19'960 –13'241 50.7 –1'547 1'776 Total operating income Value adjustments, provisions and losses Services from / to segments 51'752 34'000 52.2 Total operating expenses –62'262 –57'767 7.8 Business division profit before tax –26'431 15'181 Performance figures 2011 Net new money (in CHF millions) Growth of net new money (in percent) 2010 –235 –83 –7.5 –1.8 Additional information in CHF millions Assets under management Employees (full-time equivalents, in positions) 31. 12. 2011 31. 12. 2010 +/– % 2'808 3'142 –10.6 330 330 0.0 20.03.2012 16:31 Uhr Seite 47 The bearer share of the Liechtensteinische Landesbank is listed on the SIX Swiss Exchange. In 2011, banking shares came under particular pressure. The debt crisis of the euro countries, exchange rate turbulence and the general decline in confidence in financial institutions led to a fall in share prices in Europe. The LLB bearer share was not able to escape this trend and lost 43.2 percent. 46 47 LLB bearer share Market capitalization The LLB bearer share is listed on the SIX Swiss Exchange under the symbol LLB (security number 3019524). In 2011, 2.05 million LLB bearer shares were traded there, which corresponds to 6.7 percent of all shares issued. As at 31 December 2011, the market capitalization of Liechtensteinische Landesbank AG stood at CHF 1.3 billion with a total of 30.8 million shares. Shareholders structure In 2011, the Principality of Liechtenstein maintained its 57.5 percent of the LLB shares unchanged. As representative of the majority shareholder, the Liechtenstein Government adopted the strategy it had been pursuing in regards to the Principality's investment in Liechtensteinische Landesbank AG. With the enactment of the investment strategy a provision of the law concerning the control and supervision of public companies (ÖUSG) of 2009 was implemented. The Government explicitly supports LLB as a listed company and is committed to keeping its majority equity stake of at least 51 percent. At the end of the report year, LLB held 7.7 percent of its own shares, 4.5 percent were held by Thornburg Investment Management Inc. and 0.1 percent by the members of the Board of Directors and the Board of Management. All remaining shares were in free float as at 31 December 2011, whereby none of the other shareholders held more than 3 percent of the share capital. Share performance 2011 During the last five years, the LLB bearer share had outperformed its banking peer group. It even remained stable until the end of August 2011, despite volatile financial markets, and performed better than the European sector index. The LLB bearer share oscillated between CHF 70.– and CHF 80.–. Following the publication of the unsatisfactory interim financial result and, ultimately, the information about the value adjustment at the end of September, the bearer share clearly lost in value. It finished 2011 at an exchange rate of CHF 41.50, that is, down 43.2 percent. Comparatively, the Stoxx Europe 600 Banks Index in CHF lost 34.2 percent and the Swiss Performance Index (SPI) 7.7 percent. In 2011, the total return of the LLB bearer share stood at –40.7 percent (2010: 10.8 %). An investor who had invested CHF 1'000.– at the end of 2001 realised a loss of CHF 213.80 by the end of 2011. However, with a return on equity of –2.4 percent per year the LLB bearer share outperformed the European sector index, which stood at –7.9 percent. The development of the LLB bearer share reflects the larger world situation. After a positive start by the financial markets in 2011 investors were unsettled by the nuclear catastrophe in Japan, the Arab Spring and the conflicts in the Near East. Although financial markets had recovered by the end of May, weak economic data, an aggravation of the European debt crisis and debates about the debt ceiling in the USA clearly put shares under renewed pressure. Review of operations i LLB bearer share LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 48 In the second half of 2011, continuing government debt in Greece as well as Italy's and Spain's financial instability caused a further loss of trust. Towards the beginning of October, the international stock markets reached their lowest point, whereby losses in Europe were higher than in the USA and in Asia. In 2011, many bank shares were hit particularly hard by international events. Furthermore, economic instability, exchange rate problems and greater risks in the loan business weighed on financial institutions. In the wake of the debate about systemic relevance and the «too big to fail» discussion, a number of international banking groups had to review their business structures, raise new capital and revise their earnings targets downwards. Dividend policy The Liechtensteinische Landesbank pursues an attractive longterm dividend policy for its shareholders. Accordingly, dividend per LLB share has steadily increased in the past. The payout ratio ranged from 40 percent (2007) to 89 percent (2010) of the net profit. At the same time, the LLB Group is, however, obliged to maintain its financial security and stability. In view of the unsatisfactory business result in 2011, the challenging economic environment and the objective to strengthen the equity base, the Board of Directors decided to propose a dividend of CHF 0.30 (2010 and 2009: CHF 3.40) to the General Meeting of Shareholders on 4 May 2012. This corresponds to a payout ratio of 55.3 percent for 2011. The dividends amount to CHF 8.5 million. Analysts' assessment In 2011, the LLB bearer share was monitored by analysts from the following banks, who regularly published studies and assessments of LLB: Bank Vontobel, MainFirst, UBS and the Zürcher Kantonalbank. Over the course of 2011, one analyst rated the LLB bearer share from «hold» to «sell». Three analysts kept their rating unchanged at «hold» throughout the whole year. Communication with the capital market By engaging in an open and ongoing dialogue with investors, analysts and representatives of the media the LLB Group aims to provide them with an up-to-date picture of the opportunities and risks relating to our business activities. As a listed company, we are obliged to publish important price-relevant information, including ad hoc information about exchange-relevant transactions by means of media communiqués to all stakeholders. We therefore inform shareholders, clients, employees and the public simultaneously, comprehensively and regularly about our business performance, value drivers as well as our strategy and provide them with an overview of our key financial and operational figures. The aim is to ensure that the price of the LLB bearer share fairly reflects the value of the company. The LLB Group publishes annual and interim financial reports, part of which were media and analyst conferences as well as conference calls. At the General Meetings of Shareholders, the Board of Directors and the Board of Management provide transparent reporting. Moreover, in the course of the year we have regular discussions with investors, inform the public within the scope of road shows and participate in conferences for financial analysts and investors. All publicly accessible information about the LLB Group can be accessed at our website www.llb.li. The public is welcome to register for electronically provided exchange-relevant information about the LLB Group (www.llb.li/registration). The annual and interim financial reports are published by us in printed form and have also been available in a comprehensive online version with numerous additional functions since 2005. The websites to access the 2011 annual report are as follows: German: gb2011.llb.li; English: ar2011.llb.li. Dividend per share 2007 – 2011, in CHF 2011 0.30 * 2010 3.40 2009 3.40 2008 3.40 2007 3.40 0.5 1 1.5 2 2.5 3 3.5 4 Share performance 31. 12. 2011 31. 12. 2010 Number of shares eligible for dividend 28'415'624 28'500'000 Free float (number of shares) 10'715'624 10'800'000 Year's high (22 February 2011 / 16 April 2010) 80.95 83.70 Year's low (12 December 2011 / 29 June 2010) 38.50 65.00 Year-end price 41.50 73.00 Performance LLB share (in percent) –43.2 5.9 –7.8 –1.7 Performance Stoxx Europe 600 Banks in CHF (in percent) –34.2 –11.6 Average trading volume (number of shares) 8'065 7'505 Performance SMI (in percent) Market capitalization (in CHF billions) 1.3 2.2 Earnings per LLB share (in CHF) 0.38 3.61 Dividend per LLB share (in CHF) * 0.30 3.40 55.3 89.0 0.7 4.7 Payout ratio (in percent) Dividend yield at year-end price (in percent) * Proposal of the Board of Directors to the General Meeting of Shareholders on 4 May 2012. 20.03.2012 16:31 Uhr Seite 49 The brand «Liechtensteinische Landesbank» connects us with our clients and within our Group of companies. Our images tell stories from an interesting country – our country. Our brand characterizes us as a reliable partner with a convincing performance worldwide. In 2011, we supplemented our brand with a logo. For a whole year – the year of our 150th anniversary. 48 49 Brand and sponsoring Brand strategy Almost five years ago, the Liechtensteinische Landesbank – a universal bank with its core competencies in private banking, asset management, fund services and trust services – was merged into one brand. The brand «Liechtensteinische Landesbank» points towards expansion into new markets. Furthermore, it incorporates the interplay between the many facets of our Group and is a central part of our corporate and growth strategy. Our brand strategy is continually being developed further. In the year 150 after the foundation of our bank we developed an anniversary logo that embodies what we meant and mean to the Principality of Liechtenstein, our clients, shareholders and staff: «150 Years of Looking Forward». We underscored this with an image campaign in both Switzerland and Liechtenstein. Moreover, the Liechtenstein Post issued a stamp honouring the Liechtensteinische Landesbank. Embedded in the stamp is a «Quick Response Code», which can be read by smartphones and connects users with the LLB anniversary website. On the occasion of our 150th anniversary we published a book entitled «Im Wandel beständig. 1861–2011» (Consistent in change). We did this because those who want to read the future must also leaf through the past. The authors are renowned historians from Liechtenstein and Switzerland. The foundation of the Liechtensteinische Landesbank as «Zins- und Credit-Landes-Anstalt im souverainen Fürstenthume Liechtenstein» marked a milestone on Liechtenstein's road to economic modernisation. The Bank stood at the start of all the reforms that ensued after Liechtenstein's first constitution of 1862. At numerous events in 2011, the brand «Liechtensteinische Landesbank» underscored the close ties between the Principality, Liechtenstein's eleven municipalities and the Bank. 150 years – five generations of mutual trust between clients and their bank. 150 years – that also means five generations of acting responsibly towards people, resources, risks and opportunities in their times. Brand components The world in which we operate is the real world filled with real people. For that reason we are a bank where people listen, find solutions and advise. As the Landesbank we are partners of the Principality of Liechtenstein and its inhabitants, serving private clients, corporate clients and private banking clients. At the same time, we are growing in Switzerland and expanding into new markets worldwide. We stand for commitment, loyalty and trust. We act for the long term and remain consciously true to our conservative values. We provide security in order to make progress possible – for generations to come. The design of our brand is therefore classic and modern. The clear geometry of the logo stands for security and stability. The angles projecting beyond the basic shape symbolize our openness. The colour green signals our origin, and the red square core stands for our focus on what is essential and our partners. Review of operations i Brand and sponsoring LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 50 In a brand rating survey conducted by the Swiss economic journal «Bilanz» the brand is valued at CHF 301 million. The Liechtensteinische Landesbank therefore ranks tenth among the most valuable Swiss banking brands. The brand is known by everyone in Liechtenstein, and in eastern Switzerland as far as Lake Zurich it is steadily growing in stature. In addition, the Group operates two further brands: Bank Linth and Jura Trust. In 2011, the LLB Group invested in a modern, interactive Internet presentation that facilitates internal and external communication. Such an overview provides orientation. This is also true for the revised brand profile of our subsidiary Bank Linth with its 163-year tradition. The Bank is well on its way to becoming one of the leading banks of eastern Switzerland. As the first financial institution in Switzerland Bank Linth consistently meets its customer needs through «simplicity in banking». Excellent service, clearly and comprehensibly communicated, turns clients into equal partners. Brand architecture Core competencies of the LLB Group * LLB Group companies Retail and Corporate Banking Private Banking Asset Management Fund Services Trust Services LLB AG LLB (Switzerland) Ltd. (100 %) LLB (Österreich) AG (100 %) Bank Linth LLB AG (74.2 %) LLB Asset Management AG (100 %) LLB Fund Services AG (100 %) LLB Fondsleitung AG (100 %) Jura Trust AG (100 %) * Primary core competencies. Brand management Liechtensteinische Landesbank 2011 Bank Linth ◆ Image campaign 150th anniversary ◆ Project «Profil»: «Banking made easy» ◆ New Internet presence ◆ New branch offices in Erlenbach and Winterthur ◆ Design in compliance with our brand ◆ Geneva bank branch Trademark protection Liechtensteinische Landesbank 2011 ◆ Registered in the trademark registers of Liechtenstein Switzerland, Germany, Austria, the Benelux countries, the Czech Republic, France, Italy, Hungary, Poland, Rumania, Russia, Slovenia and Slovakia Bank Linth ◆ Registered in the trademark register of Switzerland 20.03.2012 16:31 Uhr Seite 51 Communication platform «Sponsoring» The LLB Group's concept of addressing clients, business partners and staff outside of work is a key strategic brand management factor. Advances in technology in the banking business and more intense competition mean that clear positioning through sponsoring is becoming increasingly important. Our mission statement is: «We take care of each client. At home and around the world. Personally, as partners, committed and competent.» Our communication targets are aligned with our brand's key themes: «We are partners around the world. We are partners in performance. We are partners in success.» As a universal bank we take our social responsibility very seriously and sponsor public events. We support social and ecological projects as well as the sustainable health promotion of people living in Liechtenstein. Sports sponsorship is just as much a part of our corporate philosophy as our commitment to culture and education. Maintaining a balance between client service and social responsibility is important for us. By foregrounding project sponsorship as support we underscore the principle that each project retains its independence regarding content and organisation. In 2011, the Liechtensteinische Landesbank invested CHF 960'000.– in projects in Liechtenstein, and Bank Linth invested CHF 650'000.– in projects in Switzerland. This is quite apart from the long tradition within our Group of making donations. In this way, LLB has supported charitable and social organisations for more than 30 years. In 2011, the range of beneficiaries encompassed 19 charitable institutions. 50 51 LLB_GB2011_en:LLB GB 2011 Sponsoring activities Social projects, ecology and education LLB ◆ «Holzkreislauf» Association www.holzkreislauf.li ◆ Helpmail / Association NetzWerk www.helpmail.li ◆ Liechtenstein Medical Association www.gesundesliechtenstein.li ◆ «aha – tips and information for young people» www.aha.li Sports ◆ Beach volleyball – Culture / education ◆ Adult Education at Stein Egerta www.steinegerta.li CEV Satellite Vaduz www.beachvolley.li ◆ Balzers Operatic Society www.operette-balzers.li ◆ FC Vaduz www.fcv.li ◆ «Schlösslekeller» Theatre www.schloesslekeller.li ◆ Nordic Club Liechtenstein www.nordicclub.li ◆ Vaduz Film Festival www.filmfest.li ◆ Städtlelauf Vaduz www.lcv.li ◆ Our events «im Hof» www.llb.li ◆ «Riding your bike for your Association www.vcl.li Bank Linth ◆ Forum Vogtei, Herrliberg www.forumvogtei.ch ◆ ZHAW Study «Schweizer Wohlstand zwischen Vergangenheit und Zukunft», Winterthur www.zhaw.ch ◆ Rapperswil-Jona Lakers, ◆ Kulturtreff (cultural meeting) Ice Hockey Rotfarb, Uznach www.lakers.ch ◆ Pfadi Winterthur, Handball www.rotfarb.ch ◆ Lachfestival, Lachen www.pfadi-winterthur.ch www.schwyzkultur.ch ◆ Massiv Bank Linth Skatepark Glarnerland www.massivskatepark.blogspot.com ◆ Wake the Lake, Weesen www.cablewakeboardweesen.ch LLB Switzerland In 2011, LLB (Switzerland) supported the following institutions: Charity activities For eight years LLB (Switzerland) Ltd. has been offering its customers the opportunity of doing good and being socially active. The Bank waives 30 percent of its brokerage and administration fees on the portfolios that are administered by the Charity Desk. Our clients decide which charitable foundations and organisations to support with their donations. One example of aid to promote self-help is the Girls' Basic Productivity Training Center, Thotlapalli, in the Kadapa Region in India. It is a project of the Village Reconstruction Organisation VRO Switzerland, Basel, which for three years received a payment of CHF 60'000.– from a foundation. ◆ Swiss Association of Paralysed People, www.aspr-svg.ch ◆ Green Cross Switzerland, www.greencross.ch ◆ SOS Children's Village, www.sos-kinderdorf.ch ◆ Winterhilfe Schweiz, www.winterhilfe.ch ◆ SILVIVA Foundation for the Education of the Environment and the Forest, www.silviva.ch ◆ Village Reconstruction Organisation Switzerland (VRO) www.vro.ch Future Foundation To mark its 150th anniversary the Liechtensteinische Landesbank founded the Future Foundation in May 2011. It focuses on promoting and supporting projects and people who, through their commitment to environmental and social issues, create future opportunities for others (see chapter «Social and ecological sustainability», page 57). Review of operations i Brand and sponsoring health» – Liechtenstein Transport LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 52 Employees The success of the Liechtensteinische Landesbank is based on the strengths of our employees. They repeatedly act as catalysts for innovation and change. We promote such values as commitment, trust as well as openness and create an environment for promoting the development of the people within our Group. Competence centres ensure our competitiveness. Human resources strategy «Only those things that change stand the test of time.» This principle shapes the corporate culture of the internationally oriented Liechtensteinische Landesbank. Clients who are more discerning, new regulations and more stringent risk management practices determine to a large degree what the bank of the future will be. Against this backdrop, it is decisive to pool knowledge and skills, to standardize services and processes, to network with clients and services in order to plan with foresight. Business success will heavily depend on recruiting and retaining the best and most talented people. This will only be made possible through the provision of interesting work, a respectful corporate culture and opportunities for staff development. At the same time, employees need to learn to adapt to the ever-accelerating pace of work and increases in information density. The LLB Group accepts the challenges of the work world of tomorrow and views change as opportunity. Shared Service Centers Since 2010 our employees have had to face the challenge of gradual change. Due to their expertise, commitment and motivation we have succeeded in equipping our Group with the standardized Avaloq core banking software. One of the main objectives of the platform is to group central services into competence centres and to make greater use of Groupwide synergies. In a second stage, the LLB Group will unite Payment Services, Trading Services and Securities Administration in Shared Service Centers at the headquarters in Vaduz starting mid2012. The rationalization of resources will produce savings of CHF 3 million and lead to an improvement in the quality of services. As a result of the consolidation of resources and services 27 workplaces will be rationalized. Shared Service Centers will increase efficiency and the transfer of know-how throughout the Group. The trend to Shared Service Centers within our Group will continue growing in importance. The Group-internal pooling of resources and services has enormous strategic potential: on the one hand, in regard to cost optimisation as well as to the quality improvement of management and support processes and, on the other hand, in regard to the concentration of expert knowledge in the Centers of Excellence. Headcount A staff survey conducted in 2010 shows that the employees of the LLB Group closely identify with their company. The Bank's 150th anniversary in 2011 confirmed this close sense of belonging: on Group Day, the employees of our banks in Liechtenstein, Switzerland, Austria, Germany and from 27 other nations were all «in the same boat» on Lake Constance, together with the members of the Board of Management and the Board of Directors. 20.03.2012 16:31 Uhr Seite 53 52 53 LLB_GB2011_en:LLB GB 2011 LLB Group headcount statistics 2011 2010 2009 2008 2007 Employees Number of employees (full-time equivalents) 1'123 1'087 1'054 1'010 615 Full-time employees 923 906 883 850 517 Part-time employees 367 347 337 329 109 Apprentices 50 52 52 53 26 BEM interns 4 6 6 6 5 Trainees 3 1 1 2 1 13.1 12.5 9.7 11.6 7.2 8.9 8.0 7.8 7.5 8.9 39.6 39.3 39.3 38.8 39.3 Number of nations 30 26 28 Share of women in percent 47 48 49 49 42 1'167 1'902 1'955 2'341 3'083 Key figures Staff turnover rate in percent Average length of service in years Average age in years Diversity and equal opportunities Training and professional education The LLB Group employed 1'290 employees as of the end of December 2011, of whom 635 worked at the parent bank in Vaduz. The Group-wide number of workplaces increased by 3.3 percent (2010: increase by 3.1 percent to 1'087). In 2011, the overall staff turnover rate reached 13.1 percent (2010: 12.5 %, 2009: 9.7 %). Investments In the 2011 business year, Liechtensteinische Landesbank AG invested CHF 1.2 million in training and professional education. A substantial proportion of the workshops and courses were held within the Group: 47 percent (2010: 71 %, 2009: 48 %). Professional training and education Fostering young talent Qualified and high-performing employees are a strategic success factor. We are very interested in their continuing development as skilled employees, as managers and as individuals. The Liechtensteinische Landesbank traditionally trains a number of its junior employees itself. In 2011, three professional trainers were responsible for 57 junior employees. The excellent dual education in theory and practice provides them with a solid basis for lifelong learning. We are strong believers in a broad education, especially in view of the fact that it offers young people in the vocational education and training system the option of later attending a traditional university or university of applied sciences. This is also true for new employees coming directly from secondary school or after having passed their final school leaving examinations. At the bank, they work and study towards the BEM certificate of the Swiss Bankers Association (Schweizerische Bankiervereinigung). The LLB Group also provides university graduates with the opportunities to start a career in banking. They attend an individually customized trainee programme, which prepares them for their future work. These young talented people acquire their basic knowledge at the Center for Young Professionals in Banking (CYP), the competence and training centre for Swiss banks, or at the Bankenberatungszentrum St. Gallen. Further professional and personal skills are trained using internal modules. Professional training Further education is an important instrument of corporate development within the LLB Group. We view the costs incurred as an investment in the future. Our good reputation as an attractive employer is part of our tradition. In accordance with our principles, we ensure that the right employees receive effective vocational training at the right time. We thereby place great emphasis on practical relevance and on equal opportunities for all employees. Workplace education is a key and continuing task of any supervisor or manager. In 2011, a number of courses were held internally at the Bank: seminars for client advisors in the areas of asset management and financial planning, leadership training in the area of human resource management as well as courses on the important future topic of «cross-border banking». Using e-learning, our employees train to become expert users of the new Avaloq system. Professional education Our specialists regularly participate in continuing education events at the University of Liechtenstein. In 2011, special topics included: the current development of Liechtenstein's international tax cooperation, changes in the law in Europe regulating the distribution of financial products, adaptations to due diligence law, banking and financial market law, foundation and trust law, private banking and international asset management. Review of operations i Employees Training costs in CHF thousands LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 54 Together with the University of Liechtenstein the Liechtensteinische Landesbank organises the specialist conference «FinanzPerspektiven» (Financial perspectives), which focuses on current financial and economic topics. The focus in 2011 was on developments in corporate pension provisioning. About one third of the funds we invest in education and training is allocated for continuing education and training. Diversity We know from experience that a diverse personnel structure is economically more successful. Although we do not have an official programme to promote diversity, different nationalities working together have been commonplace at our Group for many years. Every day, numerous skilled professionals commute from eastern Switzerland, the Austrian state of Vorarlberg, and southern Germany to their work at the Liechtensteinische Landesbank. We aim to create an environment of mutual respect and appreciation for all employees, regardless of their nationality, age, gender etc. As an international company we are represented in markets in Europe, the Near and Middle East. In an increasingly globalised world we take care to ensure that our customer base is reflected in our workforce. At 47 percent, the proportion of women working for us is relatively high. In leadership positions, though, women are still underrepresented. However, such factors as demographic transformation and the growing number of well-educated women are bound to affect change in this area in the next few years. This also holds true for senior employees, who guarantee that expertise is passed on. The principle of equal opportunities for women and men is a cornerstone of our corporate culture. The LLB Group employs people from 30 nations. Remuneration We strive to pay competitive and performance-related remuneration in order to recruit and retain qualified employees for our Group. Our salary model is aligned with customary market values in the banking sector. We rate the salaries of women and men in the same position and at the same performance level equally. Against the backdrop of the challenging economic climate and in view of the impact of the financial and economic crisis the LLB Group has implemented stricter cost-saving measures. The Board of Management nevertheless raised the sum of salaries by 1.5 percent as at 1 July 2011. The majority of the employees of the Liechtensteinische Landesbank were awarded a salary increase in recognition of their exceptional contribution to the implementation of the Avaloq banking software. In the years 2009 and 2010, salaries had only undergone limited adjustments. Remuneration consists of three components: a basic salary, variable compensation (profit share) based on Group performance, as well as additional benefits. Once a year, basic salary levels are verified. Amendments are made if an employee's remuneration is not commensurate with his / her function, work experience, skills or performance. Representation of employees One of our aims is to be a responsible and fair employer. Since 1999 a corporate-internal employees association («Arbeitnehmervertretung») at our parent bank has actively fostered dialogue with our female and male colleagues on the one hand and corporate Management on the other. The association has a mediating function, which will gain in importance in the future. It will increasingly make use of its rights both to have a say in company matters and to access information in order to promote employee interests and to support the Board of Management in the planning of various measures. In collaboration with the Group Human Resources Department, the employees association is, among other things, concerned with the further development of corporate health management and represents the employees in the parking spaces committee. The employees association consists of representatives of the business divisions and business units. Outlook The banking and finance sector is subject to constant change. Our professional human resource management ensures that the LLB Group keeps pace with developments and continues to position itself as an attractive employer, enabling us to choose and retain the right staff for the challenges of tomorrow and to continually provide the company with a valuable new impetus through targeted personnel development. On the one hand, we have to adapt our staff portfolio to current market conditions; on the other hand, it would not be wise to lose sight of long-term tendencies. Using appropriate tools, our human resources department contributes to securing the implementation of our corporate strategy. In 2012, we aim to increase competence and performance through optimised management processes and staff promotion. A new transparent remuneration scheme will be introduced to make sure that performance pays for our employees. In order to save time and resources, we intend to further automatise human resource management at the Liechtensteinische Landesbank. Our leading theme is: «Fordern und fördern» (Challenge and promote). We will strengthen our performance-oriented corporate culture further in 2012. In conjunction with this, we will give our staff more responsibility and compare their work performance and potential with the future requirements of our Group. Well-educated client advisors who advise private clients on an individual basis provide a decisive economic advantage today, and that is why we are going to invest in their qualifications with even more intensive training programmes. Equally important is the training and development of managers. Despite the growing complexity and speed of business processes, the heightened competition of global markets means that managers have to be able to deal even faster with new economic factors. In future, corporate and manager development will be closely integrated in the LLB Group. We require proactive and creative managers who increasingly focus on expanding potential in a targeted manner and on the values of their colleagues. 20.03.2012 16:31 Uhr Seite 55 Developments in the world economy as well as the regulatory changes resulting from the global financial and economic crisis will continue to have a significant impact on the banking centre Liechtenstein. In view of the dynamic environment, we anticipate that the future will be challenging. As a long-term oriented company we meet such challenges with foresight. 54 55 Regulatory framework and developments International standards Tax information exchange agreements Liechtenstein wants to strengthen its profile as a professional centre for internationally oriented, innovative and sustainable banking transactions. From a regulatory perspective, this will require maintaining the attractiveness of the business location and securing the stability of operating conditions. Above all, Liechtenstein can draw upon its traditional values, such as its overall economic and political stability, high standards of professional training and education and its positioning in private banking, which has evolved over the years. The banking centre is affected by the more stringent international requirements in the core business of cross-border private banking. Politicians and market participants are taking appropriate action to reduce uncertainties. Through the «Liechtenstein Declaration» of 12 March 2009 the Principality of Liechtenstein commits itself to the global OECD standards on Mutual Administrative Assistance in Tax Matters. By the end of 2011, Liechtenstein had signed tax information exchange agreements (TIEA) or double taxation agreements (DTA) on bilateral mutual administrative assistance in tax matters with two dozen countries. These agreements are in accordance with the OECD Model Tax Convention. One such agreement ensuring mutual legal, planning and investment certainty was signed with the Federal Republic of Germany in November 2011. Liechtenstein had already concluded a tax agreement with Great Britain in 2009, which provides for a limited disclosure programme for persons liable to UK taxation until the beginning of 2015. Banking secrecy will remain intact, however, even after the adoption of the OECD standards. In October 2011, the Liechtensteinische Landesbank created a competence centre for tax matters («Kompetenzzentrum Steuern») in order to keep pace with the constant changes in tax legislation of the target markets. Bank-internal information platforms provide employees with important data about the tax systems of the LLB key markets. Cross-border banking In order to comply with foreign laws financial providers are required to implement comprehensive measures. These include the assessment, limitation and monitoring of legal and reputational risks. Against this backdrop, the banks of the LLB Group – LLB Vaduz, LLB Switzerland, LLB Österreich and Bank Linth LLB AG – issued country-specific good practice guidelines for their staff. Training courses on cross-border banking were held at locations in Vaduz, Zurich, Vienna, Dubai, Lugano and Geneva. The Liechtenstein and Swiss banks have a primary interest in the implementation of and compliance with the cross-border banking regulations. This interest is shared by the Swiss Financial Market Supervisory Authority (FINMA) and the Liechtenstein Financial Market Authority (FMA), which have conducted and announced investigations. The requirements help the LLB Group to further improve its services and activities. In addition, we ensure a higher level of legal certainty for our clients, Bank and staff. Review of operations i Regulatory framework and developments LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 56 Additional obligations due to FATCA The US Foreign Account Tax Compliance Act (FATCA) obliges financial institutions worldwide by agreement to identify US customers and to disclose their assets and revenues to the Internal Revenue Service (IRS) of the United States. The information goes beyond the applicable provisions of the Qualified Intermediary Regime (QI). The US Treasury Department and the IRS have postponed the introduction of the law to 1 January 2014. The publication of the final FATCA directive and the FATCA agreements is planned for summer 2012. On 1 January 2013, the IRS will implement an electronic applications procedure for the status of Foreign Financial Institution (FFI). Applications received by 30 June 2013 will be given a status as Participating FFI (PFFI) effective on 1 July 2013. FATCA creates a lot of additional administrative work for financial institutions with US customers. The LLB Group is planning to conclude a FATCA agreement with the IRS, which will require the LLB Group to automatically report accounts it manages for US citizens and US controlled foreign legal entities. Financial institutions that do not cooperate will be charged a 30-percent withholding tax on all payments from US sources (withholding payments). Challenge: agreement on a final withholding tax In autumn 2011, Switzerland and the Federal Republic of Germany as well as Switzerland and Great Britain signed new tax agreements. The aim is for the agreements to come into force on 1 January 2013. In the case of retrospective taxation of existing banking relationships, customers will have the possibility of anonymously paying a one-off flat rate tax or of disclosing their accounts. Future investment income and capital gains will be subject to a final withholding tax; after payment of the withholding tax, the tax liability in the country of residence will be deemed to have been met. Customers are able to regulate their assets, and the banks can exercise their duty of loyalty to long-standing clients. Liechtenstein intends to negotiate an agreement with Germany which is equivalent to that with Switzerland and which enters into law at the same time in order to preclude a regulatory divide between the two financial centres. Regulatory environment Deposit and investor protection After the financial crisis the most important industrialized countries and emerging economies agreed on reforms to increase the stability of the financial system. For example, the new Basel III directives on equity structuring have to be transposed into national law by 1 January 2013. The Liechtensteinische Landesbank has already widely implemented these Basel capital and liquidity directives. Efforts by the European Union have a direct impact on the EEA member state Liechtenstein. Investor and consumer protection is important for private banking and the private client business. Bank deposits and investments in Liechtenstein are protected by the Deposit Guarantee and Investor Protection Foundation (Einlagensicherungs- und Anlegerschutz-Stiftung) of the Liechtenstein Bankers Association (LBA). Accordingly, private client deposits of up to a maximum of CHF 100'000.– are guaranteed. Additionally, LLB is the only Liechtenstein bank with a state guarantee on savings deposits and medium-term notes. The guarantee is anchored in Art. 5 of the Law of 21 October 1992 concerning the Liechtensteinische Landesbank. Furthermore, the legal situation in Liechtenstein conforms to the international regulatory requirements of the EU, which aim to improve the integrity and transparency of the financial system as well as investor protection in the European financial market. The financial centre Liechtenstein implemented the Markets in Financial Instruments Directive (MiFID) on 1 November 2007. The EU Commission has meanwhile been working on proposals for a more far-reaching regulation of financial markets and investment services. MiFID II is part of a comprehensive European regulation agenda in the financial sector. This also includes proposed regulations on market infrastructure and market activities: the European Market Infrastructure Regulation (EMIR) and the Market Abuse Regulation (MAR). The Liechtensteinische Landesbank is closely monitoring this development. Improvements for EU funds As one of Liechtenstein's largest fund providers, the LLB Group continually monitors the competitive situation in Europe. The law on undertakings for collective investments in securities (UCITSG; UCITS: Undertakings for Collective Investment in Transferable Securities) and the concomitant provision, which contain new regulations governing the distribution of funds in the EU, have been in force since 1 August 2011. The law improves investor protection, reduces administrative barriers and increases the efficiency of cross-border sales. Fund providers profit from an accelerated time to market, substantially shorter approval deadlines and a standardized approval process. Furthermore, the EU passport enables management companies to operate funds in the whole European Economic Area (EEA) without having to establish branch offices in individual countries. LLB Fund Services AG can also manage and market funds that are subject to the law of another member state of the EU / EEA in a simplified notification procedure. The simplified prospectus is being replaced by a Key Investor Information Document (KIID). As early as 2012, the EU will probably pass new regulations relating to the rights and obligations of custodian banks as part of the UCITS V directive. The Alternative Investment Fund Managers (AIFM) directive will have to be transformed into national law by July 2013. The aim of the directive is, inter alia, the regimentation of private equity funds and hedge funds, and also of non-harmonized funds, i. e. non-UCITS funds, which are aimed at professional investors, institutional investors and wealthy private persons. Management companies of non-UCITS funds will have to comply with stricter requirements for risk management and compliance. UCITS-IV-conform management companies already meet high organizational requirements. The adjustments will probably not prove to be problematic. New FATF recommendations In February 2012, the Financial Action Task Force (FATF) reformulated some of its recommendations on combatting money laundering and the financing of terrorism (40 recommendations plus 9 special recommendations). One item is: serious tax offences will in future be considered predicate offences for money laundering. This means that in cases of reasonable suspicion financial intermediaries are obliged to report these to the national money laundering reporting office. In the second half of 2012, Liechtenstein will undergo a country assessment by Moneyval, the Committee of Experts of the Council of Europe. As part of this assessment, experts of the International Monetary Fund (IMF) will review the implementation of the FATF recommendations. 20.03.2012 16:31 Uhr Seite 57 We are committed to a sustainable management concept. Economic practices for us invariably include social and ecological aspects. At the heart of corporate environmental protection is the optimisation of resource consumption. With the foundation of the «Zukunfsstiftung der Liechtensteinischen Landesbank AG» (the Future Foundation of Liechtensteinische Landesbank AG) we have set a further example of social responsibility. 56 57 Social and ecological sustainability Entrepreneurial actions The Liechtensteinische Landesbank has been firmly rooted in Liechtenstein for one and a half centuries. The Bank has proven to be a reliable partner for the people and the economy. Establishing a balance between the economy and social responsibility has been one of our objectives since our foundation in 1861 and is also part of our statutory mandate. At the same time, ecology is becoming increasingly important. We raise our employees' awareness of the daily contributions they can make to implanting the sustainable entrepreneurship of LLB in the target markets. Appropriate risk management is part of the self-image of the LLB Group. In 2011, the Liechtensteinische Landesbank established a new risk management organisation, and the role of the chief financial officer was upgraded. Our corporate culture is embraced with the same consistency too. Quality and transparency, performance and responsibility determine the high quality level of corporate governance, which the Board of Directors is continually developing further. The good relations with our employees and business partners as well as our commitment to the environment and society are part of our corporate strategy. The legal basis for the sustainable business activities of the LLB Group, which is listed on the SIX Swiss Exchange, is the investment strategy of the Government of the Principality of Liechtenstein of 22 November 2011. Thereby, the requirements of the Corporate Governance Law of 2010 were implemented. As majority shareholder, the Principality of Liechtenstein explicitly supports the Group's listing on the stock exchange and accepts the corporate autonomy of the Board of Directors. In 2011, the economic contribution – dividends and direct taxes – of the Liechtensteinische Landesbank amounted to CHF 87.0 million. Future Foundation «150 Years of Looking Forward» – this leading theme marking the 150th anniversary of the Liechtensteinische Landesbank in 2011 – applies to both past and future generations. Future generations will judge us on whether we take responsibility for our actions now. With the foundation of the «Zukunftsstiftung der Liechtensteinischen Landesbank AG» (the Future Foundation of Liechtensteinische Landesbank AG) LLB has set an example. The foundation is part of the network «Vereinigung liechtensteinischer gemeinnütziger Stiftungen» (Union of NonProfit Foundations), which aims to promote the idea of corporate philanthropy. The Future Foundation of LLB supports activities that make a decisive contribution to leaving the environment as intact as possible as well as stable social conditions for future generations. Individuals and private organisations who / which meet these criteria with their innovative projects are eligible for support. In addition, the foundation can award a future prize, which by honouring past achievements is meant to act as an incentive for recipients to continue their outstanding Review of operations i Social and ecological sustainability LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 58 commitment. The foundation capital of CHF 30'000.– was increased by an endowment of CHF 3 million by the shareholders at the General Meeting of Shareholders in May 2011. Sustainable products LLB explicitly engages with topics pertaining to the future. We are partner of the LIFE Climate Foundation Liechtenstein, whose objective is to give new impetus to the development and promotion of market-based instruments in the area of climate protection. Moreover, we are the custodian bank of the first Liechtenstein microfinance fund (EMF Microfinance Fund AGmvk) and we support the Center for Social and Sustainable Products AG in Vaduz. As part of the complex environmental system, the energy consumption of buildings is an important aspect. LLB provides eco and renovation mortgage loans for the sustainable use of resources and thus promotes investments in new buildings designated energy-saving houses or passive housing and buildings complying with comparable alternative-energy standards. Our responsibility towards future generations is also mirrored in our financial and inheritance planning products. «Green» data processing centre The Liechtensteinische Landesbank is setting future standards for the Rhine Valley region with the construction of the new branch office in Eschen (FL). The building complies with «Minergie» standards, the attached Data Center demonstrates a clear commitment to «Green IT». The energy density and, consequently, the cooling requirements of data processing centres are constantly rising, and for that reason energy efficiency is crucial. All building elements – from the construction, to the insulation and the architectural design of the building – were carefully matched to each other in order to increase energy efficiency. The construction of the new LLB data processing centre permits the specific use of only single modules. Server and cooling elements are positioned so that only the computer is cooled and not the entire room. The system uses the outside temperature, which means that no additional technical cooling is necessary below a temperature of 17 degrees Celsius (62.60 degrees Fahrenheit). The waste heat is used to heat the branch office. IBM Schweiz AG testifies to the exemplary nature of the new «green» data processing centre. Mobility management Since ecology and the economy are inseparably linked the LLB Group is committed to reducing the carbon footprint through the introduction of organizational measures. For example, we motivate our employees by providing them with relevant information on how they can possibly abstain from driving to work, form car pools or switch to more environmentally friendly as well as cost saving alternatives. Our comprehensive mobility management consists of various elements, such as, for example, a graduated system of fees on parking spaces for employees. Furthermore, LLB bears the costs of an annual travel pass with the Liechtenstein Bus Company (LBA). Employees living outside the catchment area of the LBA receive financial contributions for using regional public transport. We encourage our staff to take the bus or ride our company bicycles to meetings and events in Liechtenstein. Furthermore, we offer car-sharing possibilities that can be used both for business and for private purposes. The fact that our employees can have recourse to a car every now and again increases their mobility but at the same time saves parking spaces and helps reduce the number of car purchases as well as CO² emissions. Since 2011 we have shared both of our «mobility cars» with the Liechtenstein Government. The new location in the centre of Vaduz is more attractive. Additionally, we are able to offer this service to more interested parties and are thus able to save on costs. Since the introduction of mobility management in January 2010 we have made constant progress, although the number of reimbursements for LBA bus passes has decreased by 10 percent. This can be explained by the fact that the number of employees commuting to Liechtenstein from eastern Switzerland and Zurich has increased while the number of employees who live in Liechtenstein has decreased. In a new step, we are planning to reduce the number of kilometres travelled on business trips by further expanding the use of technical alternatives, such as, for example, telephone conferencing and video-conferencing. Moreover, we encourage our employees to use public transport as much as possible when on business trips. Operational ecology Energy consumption Savings from energy consumption hold potential for both ecology and the economy. The new building in Eschen, which will be opened by the end of 2012, is designed to be energy efficient, and as such it will make a large contribution. In 2011, the headquarters of the Liechtensteinische Landesbank consumed 816'779 kilowatt-hours of heating energy. In 2010, this figure was 1'076'644 kilowatt-hours. And electricity consumption is tendentiously decreasing too: in 2011, LLB in Liechtenstein consumed 4'217'619 kilowatt-hours of electricity, that is, 8 percent less than in the previous year. At the headquarters, electricity consumption has decreased slightly by 1.3 percent to 1'609'510 kilowatt-hours since the introduction of the Avaloq banking software, after having previously shot up during the implementation phase. Our main buildings are responsible for the bulk of energy consumption. Since three of our business premises (headquarters, Haus Wuhr Ost, Haus Engel) are equipped with solar panels we generate part of our electric power in an environmentally friendly manner. In 2011, the solar power system produced 10'642 kilowatt-hours, an increase of 26 percent as compared with 2010. Power generation from solar panels 2007 – 2011, in kilowatt-hours 10'642 2011 8'478 2010 9'124 2009 2008 8'953 2007 9'176 3'000 6'000 9'000 12'000 15'000 20.03.2012 16:31 Uhr Seite 59 58 59 LLB_GB2011_en:LLB GB 2011 Energy consumption 2007 – 2011, in kilowatt-hours 4'217'619 2011 5'175'365 2010 5'365'469 2009 2008 4'847'098 2007 4'694'924 Paper consumption 2011 was the UNO Year of the Forest. The European regions where we are based – Liechtenstein, Switzerland and Austria – adhere to the principles socially and environmentally responsible forestry. It is not just the quantity of paper a company uses that counts but also the quality of that paper. This is why the LLB Group only uses paper with the globally accepted FSC (Forest Stewardship Council) label when printing a large amount of brochures at monthly or quarterly intervals. In addition, we continuously take measures in order to reduce paper consumption. For example, we inform our clients that they can access PDF files of numerous brochures and documents on our website. An increasing number of clients – presently 26.5 percent – make their payments and execute stock exchange orders through our LLB iBanking system. All receipts are available online via the electronic mailbox. Paper consumption 2007 – 2011, in tonnes 84.18 2011 88.56 2010 96.06 2009 2008 117.55 2007 97.42 20 40 60 80 100 120 Waste Waste management within the LLB Group encompasses: avoiding, recycling and the proper disposal of waste. There are central collection points in all buildings for the separation of waste and the disposal of paper, glass and PET bottles as well as for waste requiring special disposal. Waste disposal statistics 2007 – 2011, in tonnes 108.7 2011 102.9 2010 2009 115.9 2008 116.7 2007 119.4 20 40 60 80 100 120 140 Review of operations i Social and ecological sustainability 1'000'000 2'000'000 3'000'000 4'000'000 5'000'000 6'000'000 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 60 Corporate governance Through our corporate governance we ensure responsible and transparent management and control within the LLB Group. The fundamental basis for our corporate governance are the SIX Swiss Exchange directives about corporate governance, the Liechtenstein law concerning the control and supervision of public companies (ÖUSG) and the law concerning the Liechtensteinische Landesbank. In 2011, the Liechtenstein Government issued an investment strategy for LLB. Major shareholder: The Principality of Liechtenstein The law concerning the control and supervision of public companies (ÖUSG), which came into force on 1 January 2010, requires the Liechtenstein Government to issue a decree about an investment strategy for the Principality's investment in Liechtensteinische Landesbank AG. On 22 November 2011, the Liechtenstein Government as representative of the majority shareholder, the Principality of Liechtenstein, enacted this investment strategy. The investment strategy defines how the Principality intends to use its majority equity stake in Liechtensteinische Landesbank AG in the medium and long term, thus also giving minority shareholders certainty in planning. The Liechtenstein Government explicitly supports the stock exchange listing of LLB and maintains its majority stake of at least 51 percent. The Government represents the shareholder interests of the Principality at the General Meeting of Shareholders pursuant to the rights afforded to it by stock corporation law. The Government observes corporate autonomy as well as the rights and obligations resulting from the stock exchange listing. At the same time, the Government, as a shareholder, also respects the decision-making authority of the Board of Directors regarding corporate strategy and corporate policy. Drawing on Art. 15 of the Corporate Governance Law, the investment strategy was decided upon after consultation with the Board of Directors of LLB. As an entrepreneurial group that is partly public but at the same time subject to market rules and regulations as well as competition, we are continuously developing our corporate governance further. Basis Our corporate management, which is responsible-minded and focused on long-term added value, is characterized by good shareholder relations, efficient cooperation between the Board of Management and the Board of Directors, a success oriented remuneration system as well as transparent accounting and reporting. The principles and directives defining corporate governance are laid down in two laws: the law concerning the control and supervision of public companies (ÖUSG) of 19 November 2009 and the law concerning the Liechtensteinische Landesbank (LLBG) of 21 October 1992. In addition, they are laid down in the statutes and the regulations of LLB governing the conduct of business, which are regularly reviewed and, if necessary, modified. These documents are based on the directives and recommendations of the «Swiss Code of Best Practice for Corporate Governance» by the Swiss Business Federation (economiesuisse). 16:31 Uhr Seite 61 Since December 2010 the Board of Directors of the LLB Group has held the «Best Board Practice» labels of the Swiss Association for Quality and Management Systems (SQS) as well as of the Liechtenstein Association for Quality Assurance Certificates (LQS). The activity and organisation of the Board of Directors exhibit a high level of quality. The following corporate governance report complies with the requirements of the «Directive Corporate Governance» (DCG), valid since 1 July 2002, by the SIX Swiss Exchange as well as its updated commentary of 20 September 2007. If information required by the directives is disclosed in the Notes to the financial statement, a corresponding reference is shown. 1 Group structure and shareholders 1.1 Group structure 1.1.1 Description of the operative Group structure The Liechtensteinische Landesbank is a public company («Aktiengesellschaft») according to Liechtenstein law. It is the parent company of the LLB Group, which is based on a parent company structure. The Group regulations, «Management and Organisation of the LLB Group Companies», approved by the Board of Directors, ensure the proper conduct of business, an appropriate organizational structure as well as the uniform management of the LLB Group. This is provided by the Group Board of Directors, the Group Internal Audit, the Group Executive Management Board, the Board of Directors' committees of the Group companies and the Group Service Center. The Group Board of Directors and Group Executive Management Board are composed of the same persons who comprise the LLB parent company's Board of Directors and Board of Management. Within the scope of the powers and duties vested in them by the Group regulations, the LLB Group functions can, for example, also make decisions and give instructions which are binding for both the parent company and the LLB Group companies – but taking into consideration the provisions of local law applicable to the individual Group companies. The members of the Board of Management of the Liechtensteinische Landesbank are represented on the Boards of Directors of the consolidated companies. Either the Chairman (CEO) or a member of the Board of Management of LLB serves as the Chairman of the Board of Directors of a subsidiary company. The following companies are exceptions to this rule: Bank Linth LLB AG, swisspartners Investment Network AG and Jura Trust AG. At these companies – with the exception of swisspartners Investment Network AG – a member of the Board of Management of the Liechtensteinische Landesbank serves as the Vice Chairman. The organizational structure of the LLB Group as at 16 January 2012 is shown on pages 16 to 17. The detailed segment reports are shown on pages 31 to 46. 1.1.2 Listed companies included in the scope of consolidation The Liechtensteinische Landesbank, with its headquarters in Vaduz, is listed on the SIX Swiss Exchange. As at 31 December 2011, market capitalization stood at CHF 1.3 billion (30'800'000 bearer shares at a nominal value of CHF 5.– at a year-end price of CHF 41.50). Bank Linth LLB AG, with its headquarters in Uznach, in which the Liechtensteinische Landesbank holds a majority equity stake of 74.2 percent, is also listed on the SIX Swiss Exchange, Segment «Local Caps». As at 31 December 2011, market capitalization stood at CHF 359.2 million (805'403 registered shares with a nominal value of CHF 20.– at a year-end price of CHF 446.–). Listed companies included in the scope of consolidation Market capitalization (in CHF thousands) Company Reg. office Listed on Liechtensteinische Landesbank AG Vaduz SIX Swiss Exchange 1'278'200 Bank Linth LLB AG Uznach SIX Swiss Exchange 359'210 1.1.3 Unlisted companies included in the scope of consolidation Details of the unlisted companies included in the scope of consolidation (company, activity, registered office, share capital and equity interest) can be seen in the Notes to the financial statement of the LLB Group in the table «Scope of consolidation» on pages 139 to 140. 1.2 Major shareholders The Principality of Liechtenstein is the majority shareholder of the Liechtensteinische Landesbank. In accordance with the Law concerning the Liechtensteinische Landesbank, in terms of capital and voting rights, the Principality of Liechtenstein must hold at least 51 percent of the shares. These may not be sold. At the end of 2011, the Principality's equity stake in the shares of the Liechtensteinische Landesbank remained unchanged at 57.5 percent. Detailed information about the development of this equity stake can be found at: www.llb.li/capital+structure. Stake (in %) 74.2 Security number ISIN number 3019524 LI0030195247 130775 CH0001307757 As at 31 December 2011, Thornburg Investment Management Inc. held a total of 1'377'064 LLB shares, which corresponded to an equity stake of 4.5 percent. 0.1 percent of the shares were held by members of the Board of Directors and the Board of Management, while the LLB Group held 7.7 percent of its own shares. This share proportion served to secure the convertible bonds of CHF 270 million that were due in April 2011. For the time being, the shares are being held on the Bank's own books. The remaining bearer shares were in free float, whereby none of the other shareholders held more than three percent of the share capital. There are no binding shareholder agreements. 1.3 Cross participations There are no cross participations between the Liechtensteinische Landesbank and its subsidiaries or third parties. 60 61 20.03.2012 Review of operations i Corporate governance LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 62 2 Capital structure and its subsidiaries are not eligible for voting. There are no priority rights or similar entitlements. Shareholders have a subscription right with the issue of new shares, which entitles them to subscribe to new shares in proportion to the number of shares they already hold. The Liechtensteinische Landesbank has not issued participation certificates. 2.1 Capital As at 31 December 2011, the share capital of the Liechtensteinische Landesbank stood at CHF 154 million (30'800'000 fully paid up bearer shares with a nominal value of CHF 5.–). 2.2 Conditional and approved capital On the balance sheet date, the Liechtensteinische Landesbank had no conditional capital and no approved capital. 2.5 Profit-sharing certificates The Liechtensteinische Landesbank has not issued profitsharing certificates. 2.3 Changes to capital Details regarding changes to capital during the last three report years are shown in the table «Consolidated statement of changes in equity» on page 83. 2.6 Transfer limitations and nominee registrations The Liechtensteinische Landesbank exclusively issued bearer shares; these are fully transferable. 2.4 Shares and participation certificates As at 31 December 2011, the share capital amounted to 30'800'000 fully paid up shares made out to the bearer with a par value of CHF 5.–. With the exception of the LLB shares held by the Liechtensteinische Landesbank and its subsidiaries (2'384'376 shares) all the shares are eligible for dividend. As at 31 December 2011, share capital eligible for dividend therefore amounted to CHF 142.1 million. In principle, all LLB shares are eligible for voting (one share, one vote). However, on account of the regulations concerning the purchase of own shares (Art. 306a ff. PGR / Liechtenstein Person and Company Law), the shares held by the Liechtensteinische Landesbank 2.7 Convertible bonds and options On 12 April 2006, the Liechtensteinische Landesbank had made a convertible bond issue to the value of CHF 270 million. The coupon amounted to 1.65 percent per year, payable for the first time on 12 April 2007; the conversion price amounted to CHF 117.75. The bond was due in April 2011. There were no conversions. Further details can be found in the Notes to the consolidated financial statement of the LLB Group, in the table «Debt issued», on page 126. As at 31 December 2011, the Liechtensteinische Landesbank had no options on its own shares outstanding. 3 Board of Directors 3.1 Members a) Name, nationality, education and professional career Name Year of birth Profession Nationality Hans-Werner Gassner * 1958 Business consultant and certified public accountant FL Markus Foser ** 1969 Business consultant FL Markus Büchel 1953 Human resources manager FL Felix R. Ehrat 1957 Attorney-at-law / Group General Counsel CH Ingrid Hassler-Gerner 1947 Asset manager FL Roland Oehri 1968 Fiduciary FL Konrad Schnyder 1956 Entrepreneur CH * Chairman ** Vice Chairman Lic. iur. Siegbert Lampert stepped down from the Board of Directors of the Liechtensteinische Landesbank after nine years on account of the period of office limitation statute. On 6 May 2011, the General Meeting of Shareholders elected Dr. Felix R. Ehrat as a new member of the Board of Directors. 16:31 Uhr Seite 63 Hans-Werner Gassner Felix R. Ehrat Education: ◆ Licentiate in economics at the University of St. Gallen, 1983 ◆ Swiss federal diploma in accountancy, 1988 ◆ Dr. oec. HSG, 1989 ◆ Swiss Banking School, 1996 Education: ◆ Licentiate in law at the University of Zurich, 1982 ◆ Attorney-at-law, 1985 ◆ LL.M. in Business and Taxation-Transnational Practice at the McGeorge School of Law, Sacramento, California, 1986 ◆ Dr. iur., University of Zurich, 1990 Professional career: ◆ Accountant at Neutra Treuhand Group, 1984 – 1989 ◆ Head Internal Audit at the Liechtensteinische Landesbank, 1990 – 1998 ◆ Head Finances at the Liechtensteinische Landesbank, 1998 – 2000 ◆ Partner at APG Wirtschaftsprüfung AG, Vaduz (formerly Gassner & Partner Wirtschaftsprüfung und Beratung AG, Balzers), since April 2000 ◆ Proprietor of Adcom Treuunternehmen reg., Balzers, since April 2000 Professional career: Associate in the law firm Bär & Karrer, Zurich, 1987 – 1992 Partner at Bär & Karrer, 1992 – 2000 Managing Partner at Bär & Karrer, 2000 – 2003 Senior Partner and Chairman of the Board of Management at Bär & Karrer, 2003 – 2011 ◆ Executive President of the Board of Directors at Bär & Karrer, 2007 – 2011 ◆ Group General Counsel of the Novartis Group, Basel, since 1 October 2011 ◆ ◆ ◆ ◆ Markus Foser Ingrid Hassler-Gerner Education: ◆ Licentiate in economics at the University of Zurich, major in business IT, 1996 ◆ Swiss federal diploma in financial analysis and asset management CEFA, 2000 Education: ◆ Commercial diploma, 1964 ◆ Liechtenstein University of Applied Sciences, legal studies in accordance with Art. 180a of person and company law, 2005 – 2006 Professional career: ◆ Equity research and fund management at the Liechtensteinische Landesbank, 1997 – 2002 ◆ Advisor to mainly institutional clients with derivatives and structured products at Bank Vontobel (Liechtenstein) AG, Vaduz, 2002 – 2003 ◆ Head of Fund & Investment Services (Asset Management) at swissfirst Bank (Liechtenstein) AG, Vaduz, 2004 – 2007 ◆ Member of the Executive Board of Banque Pasche (Liechtenstein) SA, Vaduz, responsible for Fund & Investment Services (Asset Management), 2008 – 2009 ◆ Proprietor of MAFOS Consult Anstalt, since 2009 Professional career: ◆ Head Asset Management and Research, A.M.I.S., Schaan, 1976 – 1989 ◆ Managing Director, Pan Portfolio AG, Schaanwald, since 1989 ◆ Managing Director, PanFinanzPartner AG, Schaanwald, since 2005 Markus Büchel Education: ◆ Apprenticeship as a mechanical draughtsman, 1969 – 1973 ◆ Commercial college Buchs, 1973 – 1974 ◆ Mechanical engineer (Dipl. Ing. FH), Vaduz, 1974 – 1978 Professional career: ◆ Hilti AG, Schaan, (various technical functions), 1973–1981 ◆ ThyssenKrupp Presta AG, Eschen, development / engineering (various functions), 1981 – 1991 ◆ ThyssenKrupp Presta AG, Eschen, Head Technical Services, 1991 – 1995 ◆ ThyssenKrupp Presta AG, Eschen, Head Human Resources Presta Group, since 1995 62 63 20.03.2012 Roland Oehri Education: ◆ Commercial apprenticeship, 1987 ◆ Licentiate in economics (HWV), 1993 ◆ Liechtenstein trustee and fiduciary examinations, 1998 Professional career: ◆ Investment advisor, Foreign Private Clients Department of VP Bank AG, Vaduz, 1993 – 1999 ◆ Head Foreign Private Clients Department of VP Bank AG, Vaduz, 1999 ◆ Client advisor, Private Trust Banking, VP Bank AG, Vaduz, 2000 ◆ Client advisor and Head Intermediaries Department of Bank Wegelin (Liechtenstein) AG, Vaduz, subsequently swissfirst Bank (Liechtenstein) AG, Vaduz, 2000 – 2003 ◆ Vice President of LOPAG Louis Oehri & Partner Trust reg., Ruggell, 2004–2009 ◆ Partner and Managing Director of Sequoia Treuhand Trust reg., Ruggell, since 2006 ◆ Partner and Managing Director of Sequoia Capital Management AG, Ruggell, since 2007 Review of operations i Corporate governance LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 64 Konrad Schnyder Education: ◆ Training as mechanical engineer, 1977 ◆ Technical businessman, 1979 ◆ SKU Swiss Management Course, 1992 Professional career: ◆ Proprietor, Vice Chairman and Delegate of the Board of Directors of the Sersa Group of companies, since 1985 ◆ Member of the Board of Directors of Bank Linth LLB AG, Uznach, 1998 – 2008 ◆ Delegate of the Board of Directors of Euroswitch AG, Pfäffikon / SZ, since 2004 ◆ CEO Sersa Group Management AG, Pfäffikon / SZ, since 2001 b) Executive / non-executive members All members of the Board of Directors of the Liechtensteinische Landesbank are non-executive members. Pursuant to Art. 22 of the Liechtenstein banking law in connection with Art. 10 of the law concerning the Liechtensteinische Landesbank, special bodies must be constituted for the direction, supervision and control of a bank on the one hand and for the management of a bank on the other hand. No member of the Board of Directors is allowed being a member of the Board of Management. c) Independence All members of the Board of Directors are independent within the context of the SIX Swiss Exchange «Directive Corporate Governance» (DCG) concerning corporate governance information. In 2011, as well as in the previous three business years, no member of the Board of Directors was a member of the Board of Management of the Liechtensteinische Landesbank or a Group company. No member of the Board of Directors had significant business relationships with the Liechtensteinische Landesbank or with another Group company. In accordance with Art. 12 of the Liechtenstein law concerning the control and supervision of public companies, all contracts with members of the Board of Directors must be in writing and they must be approved by the Board of Directors. The same conditions apply as to contracts concluded with third parties. 3.2 Other activities and commitments Dr. Felix R. Ehrat has been Chairman of Globalance Bank AG, Zurich, since the end of 2010 and Member of the Board of Directors of the Müller-Möhl Group, Zurich, since 2003. Since 1 January 2010, Ingrid Hassler-Gerner has been Chairwoman of the Foundation Board of the Liechtenstein Civil Service Pension Fund. Konrad Schnyder has been Chairman of the Board of Directors of Raility AG, Biel, since 2006, Delegate of the Board of Directors of Euroswitch AG, Pfäffikon / SZ since 2004, Member of the Board of Directors of Sustra Tiefbau + Strassen AG, Sursee, since 1998, Member of the Board of Directors of Dedalus Holding AG, Sursee, since 2005, Vice Chairman of the Association of Swiss Railway Trackwork Contractors (VSG), Zurich, since 2000, Chairman of the Swiss Rail Engineering Companies (VSBTU), Baden, since 2011, Delegate of the VSBTU to the European Federation of Railway Trackwork Contractors (EFRTC), Paris, since 2007, and Chairman of the Board of Directors of SCL Zürich AG, Unterägeri, since July 2011. Otherwise, the members of the Board of Directors are not involved in the management or supervisory boards of important Liechtenstein, Swiss or foreign private or public law corporations, establishments or foundations, nor do they exercise any permanent management or consultancy functions for important Liechtenstein, Swiss or foreign interest groups, nor do they perform official functions or hold political office. 3.3 Election and term of office 3.3.1 Principles governing election procedure The Board of Directors of the Liechtensteinische Landesbank is – in accordance with the law and the company statutes – composed of five to seven members, who are elected individually by the General Meeting for a term of office of three years. Thereby, a year corresponds to the period from one General Meeting to the next. Members can be re-elected for a further two terms. After three terms of office, the Chairman of the Board of Directors can – in justified cases – be re-elected for an extraordinary term of office of at most two years. The Chairman of the Board of Directors is elected by the General Meeting. The Vice Chairman is elected from among the members of the Board of Directors by its members. New members of the Board of Directors elected as substitutes shall be elected for a full term of office of three years. The General Meeting can dismiss members of the Board of Directors on important grounds. The age limit is 70 years for members of the Board of Directors. Dr. Hans-Werner Gassner has been Chairman of the Board of Directors since 2006. Markus Foser has been Vice Chairman since 2009. Patrick Helg (Head Group Internal Audit) has been the Secretary (recorder of the minutes) since September 2009. 3.3.2 First-time election and remaining term of office Name Elected by First-time appointment Elected until Hans-Werner Gassner Landtag 2006 2012 Markus Foser Landtag 2009 2012 Markus Büchel Landtag 2009 2012 Felix R. Ehrat General Meeting 2011 2014 Ingrid Hassler-Gerner General Meeting 2005 2014 Roland Oehri Landtag 2009 2012 Konrad Schnyder General Meeting 2008 2014 Since May 2010 the General Meeting has elected all members of the Board of Directors. Prior to that, four members were appointed by the Landtag of the Principality of Liechtenstein and three members were elected by the General Meeting. 20.03.2012 16:31 Uhr Seite 65 64 65 LLB_GB2011_en:LLB GB 2011 3.4 Internal organisation 3.4.1 Separation of tasks of the Board of Directors Name Function Committee memberships Hans-Werner Gassner Chairman Appointments and Compensation Committee * Markus Foser Vice Chairman Group Audit & Risk Committee Strategy Committee * Appointments and Compensation Committee Strategy Committee Markus Büchel Member Appointments and Compensation Committee Felix R. Ehrat Member Group Audit & Risk Committee Ingrid Hassler-Gerner Member Group Audit & Risk Committee Roland Oehri Member Group Audit & Risk Committee * Konrad Schnyder Member Strategy Committee * Chairman Group Audit & Risk Committee The Group Audit & Risk Committee supports the Board of Directors in fulfilling the duties and responsibilities vested in it by banking law with respect to the direction, supervision and control of the company. The «Regulations concerning the Group Audit & Risk Committee of the LLB Group» lay down the organisation and working method as well as the competencies and duties of the Group Audit & Risk Committee, insofar as these are not prescribed by the law, statutes or business regulations. Roland Oehri was Chairman of the Committee; Markus Foser, Ingrid Hassler-Gerner and, following his election, Dr. Felix R. Ehrat were Members of the Committee. The Group Audit & Risk Committee has the following tasks in the Committee. In particular, it: ◆ monitors and evaluates the integrity of the financial reporting including the structure of the accounting systems, the financial controls and financial planning; ◆ monitors and evaluates the internal controls in relation to financial reporting; ◆ monitors and evaluates the effectiveness of the external auditors and their cooperation with Group Internal Audit; ◆ evaluates the internal controls extending beyond the financial reporting system and the Group Internal Audit; ◆ monitors and evaluates the risk profile and the risk situation of the LLB Group. Appointments and Compensation Committee The «Regulations concerning the Appointments and Compensation Committee» of the LLB Group lay down the organisation and working method as well as the competencies and duties of the Appointments and Compensation Committee, insofar as these are not prescribed by the law, statutes or business regulations. Dr. Hans-Werner Gassner was Chairman of the Committees; Markus Foser and Markus Büchel were Members of the Committee. Markus Büchel followed Siegbert Lampert in this function, who stepped down from the Board of Directors in May 2011 on account of the period of office limitation statute. The Appointments and Compensation Committee has the following functions, in particular: ◆ development of criteria for proposals concerning the selection and assessment of the members of the Board of Directors to be elected at the General Meeting, as well as the submission of election proposals to the Board of Directors for the attention of the General Meeting; ◆ formulation of successor plans and their periodic review both in the event of the age related and the ad hoc stepping down of members of the Board of Directors; ◆ development of criteria for proposals concerning the selection and appointment of members of the Board of Management for the attention of the Board of Directors; ◆ formulation and annual review of the principles and regulations for the compensation of the members of the Board of Directors, the members of the Board of Management and the employees of the Liechtensteinische Landesbank for submission to the Board of Directors; ◆ formulation of proposals for the compensation of members of the Board of Directors, the members of the Board of Management and the staff of the Internal Audit Department for submission to the Board of Directors in accordance with existing principles and regulations; Review of operations i Corporate governance 3.4.2 Composition of all Board of Directors committees, their tasks and terms of reference The Board of Directors may delegate a portion of its duties to committees. To support the Board of Directors in performing their tasks, the Board implemented two standing committees: the Group Audit & Risk Committee as well as the Appointments and Compensation Committee. In addition, there is a Strategy Committee formed on an ad hoc basis. The Board of Directors elects the committee members from among its members and appoints the Chairmen. Each committee is composed of at least three members. As preparatory bodies, these committees deal in detail with the tasks assigned to them, submit the results of their work to the Board of Directors and make proposals if decisions are required. The Board of Directors is entitled to transfer decision-making authority to the committees. To date, it has, however, not made use of that right. Consequently, the committees solely act in an advisory function. The committee members must possess the expertise for the tasks and duties they have taken on. All committee members must be independent. The Board of Directors issued separate regulations for the two standing committees, which stipulate their duties and individual competencies as summarized below. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 66 ◆ annual review of the compensation of the members of the Board of Directors and the members of the Board of Management for submission to the Board of Directors in accordance with existing principles and regulations. Representation in foundations Hans-Werner Gassner is Member of the Foundation Board of the «Future Foundation of Liechtensteinische Landesbank AG». In 2011, two members of the Board of Directors were represented in the staff welfare foundations of Liechtensteinische Landesbank AG: Markus Büchel as Chairman of the Board of the Staff Welfare Foundation as well as Member of the Board of the Supplementary Staff Welfare Foundation and the Employer Foundation. Ingrid Hassler-Gerner was Member of the Board of the Staff Welfare Foundation as well as Chairwoman of the Board of the Supplementary Staff Welfare Foundation and the Employer Foundation. 3.4.3 Working methods of the Board of Directors and its committees The Board of Directors of Liechtensteinische Landesbank AG convenes once a month (except for July) for an ordinary meeting lasting at least half a day. During the 2011 business year, the Board held a total of 15 ordinary and extraordinary meetings, which included nine whole-day meetings, five half-day meetings and a two-day seminar. The seminar was organised by the Board of Directors in cooperation with the Board of Management following the ordinary meeting in June 2011. The seminar focused exclusively on risk topics. The extraordinary meetings primarily dealt with strategic topics. All members of the Board of Directors were present at all meetings with the exception of the following: Dr. Felix R. Ehrat was not present at three and a half meetings on account of his other professional obligations relating to his new function as Group General Counsel of the Novartis Group; Markus Foser was not present at one meeting due to the birth of his daughter. The Board is convened by invitation of its Chairman and is presided over by him, or if he is absent, by its Vice Chairman. Together with the written invitation, the members of the Board of Directors also receive the agenda for the meeting, the minutes of the last meeting and other important documentation required for the meeting. If there are important grounds, two members of the Board can demand an immediate meeting. A quorum of the Board of Directors is constituted when a majority of its members is present. The Board of Directors passes its resolutions by a simple majority of the votes present. In the event of a tie, the Chairman has the casting vote. Resolutions may be passed by circular in urgent cases. Unanimity is required for resolutions to be dealt with by circular. Resolutions shall be passed by a simple majority of votes. In the case of a tie, the Chairman shall have the casting vote. Members of the Board of Directors are obliged to inform the Chairman in cases of possible conflicts of interest. The Board of Directors shall decide whether there are grounds for the member concerned to abstain from voting. In such a case, the member concerned may neither participate in the discussion of the matter concerned nor vote on it. In general, the Chairman of the Board of Management attends the meetings of the Board of Directors. The other members of the Board of Management attend meetings of the Board of Directors when matters involving them are dealt with. At the beginning of 2011, the Board of Directors evaluated its own performance as part of a self-assessment process, which also included the work of the Group Audit & Risk Committee and the Appointments and Compensation Committee. The self-assessment was done using structured and anonymous questionnaires in order to ensure the high informative value of the results. The questionnaires were evaluated by the management consulting firm PricewaterhouseCoopers. The results of the self-evaluation demonstrated the high quality of work done by the Board of Directors and its committees. The members of the Group Audit & Risk Committee meet at least four times a year. These ordinary meetings are convened by the Chairman. An agenda is compiled prior to each meeting, which is sent together with the necessary information to the meeting participants. The members of the Group Audit & Risk Committee, the external auditors, the Head of Group Internal Audit and the Chairmen of the Group Risk Committee can request the Chairman of the Group Audit & Risk Committees to convene extraordinary meetings. During the 2011 business year, seven ordinary meetings were held that lasted between two and a half and eight hours. At one meeting, one member was excused; however, all the other committee members were present. To deal with specific issues, the Group Audit & Risk Committee can invite other persons such as members of the Group Executive Management, the Chairmen of the Group Risk Committees, other staff of the LLB Group companies, representatives of the external auditors or external consultants. Generally, the Chairman of the Board of Management and the Head of Internal Audit participate in the meetings in an advisory capacity. No external experts were called in during the 2011 business year. The Appointments and Compensation Committee meets as often as business requires, but at least once a year. In 2011, five meetings were held. They lasted between two and three and a half hours. All committee members were present at all meetings. The Chairman of the Board of Management did not attend the meetings. No external experts were called in during the 2011 business year. In 2011, the Strategy Committee did not convene separately. The strategy review was conducted at an extraordinary meeting. The Board of Directors confirmed the three-pillar strategy, which targets growth in both Liechtenstein and Switzerland as well as the opening of new markets. An external expert was called in for the preparation and implementation. Resolutions at the meetings are passed with an absolute majority of the members present. Only the members of the relevant committee are eligible to vote. In the case of a tie, the Chairman has the casting vote. The subjects dealt with and resolutions passed are recorded in the corresponding minutes. The minutes are circulated to the meeting participants and the Board of Directors. The Chairmen of the committees inform the full Board of Directors about the agenda dealt with at the last committee meeting and submit proposals for those points requiring decisions. Furthermore, they submit an activity report to the full Board of Directors once a year on the work of the committees. 16:31 Uhr Seite 67 3.5 Definition of areas of responsibility The Board of Directors is responsible for the direction, supervision and control of the company. It is responsible for all duties and is vested with all powers not reserved to other corporate bodies by the law, statutes or other internal regulations. In addition to the duties and responsibilities specified in the statutes, the Board of Directors has the following non-transferable duties and responsibilities: ◆ the formulation and periodic review of medium-term and long-term corporate strategy as well as the allocation of resources to attain the objectives specified in the corporate strategy; ◆ the approval of the annual budget; ◆ the definition of management policy; ◆ the appointment of ◆ the members of the committees from among its members; ◆ the Chairman and other members of the Board of Management; ◆ the staff of the Internal Audit Department; ◆ the discussion of the reports submitted by Internal Audit and the external auditors as well as the approval of measures implemented on the basis of audit reports; ◆ the duty to keep itself regularly informed about the course of business and special occurrences, in particular by: ◆ discussing and approving the quarterly reports with comments on the development of business, earnings situation, balance sheet development, liquidity, equity requirements and risk situation; ◆ ensuring prompt information in the event of imminent risk threats; ◆ the issuing of guidelines and regulations concerning the principles of risk management as well as the accountabilities and the processes for the approval of risk-related transactions, whereby in particular market, credit, default, process, liquidity and reputation risks as well as operational and legal risks are to be identified, limited and monitored; ◆ the decision regarding the acquisition or sale of participations in other companies as well as the establishment or liquidation of subsidiaries and the appointment of board members, who are employees of the Liechtensteinische Landesbank; ◆ the decision regarding the setting up and closure of bank offices, branches and representative offices; ◆ the decision regarding the initiation of legal actions as well as judicial and extrajudicial settlements involving amounts of over CHF 10 million; ◆ the stipulation of credit competences and decisions regarding large commitments (including cluster risks) and loans to corporate bodies, as well as the issuing of regulations regarding transactions for the account of corporate bodies and employees; ◆ the stipulation of overall and individual limits at least once a year; ◆ the approval of the annual report and decisions regarding all other proposals to the General Meeting; ◆ the formulation of the principles governing the compensation system including stipulation of the salaries of the members of the Board of Management and the staff of the Internal Audit Department; ◆ the stipulation of competence to authorise expenditure and decisions concerning business dealings that exceed specified limits; ◆ the decision regarding the exercising of external mandates and activities by members of the Board of Management and the Internal Audit Department. The Board of Management is the supreme governing body of the company and it represents the company vis à vis external parties, provided the Board of Directors does not appoint a special delegation for specific cases. In addition to the duties and responsibilities specified in the statutes, the Board of Management is responsible, in particular, for the following: ◆ ensuring that the resolutions of the Board of Directors and its committees are implemented; ◆ submitting suggestions concerning the organisation of business operations in general, and proposals for specific business matters, to the Board of Directors and the responsible committees, provided these matters exceed the scope of authority of the Board of Management, in particular with respect to: ◆ the formulation and periodic review of medium-term and long-term corporate strategy and the allocation of resources to attain the corporate objectives; ◆ participations, subsidiaries, business offices, branches and representative offices; ◆ annual income and expenditure budget; ◆ preparation of the annual report; ◆ implementing of efficient processes and procedures as well as an effective internal control system to avoid and limit risks of all kind; ◆ appointing persons (excluding staff of the Internal Audit Department) to sign on behalf of the Liechtensteinische Landesbank as authorised signatories, bank officers, assistant directors, deputy directors and directors in accordance with legal provisions; ◆ regular reporting to the Board of Directors, the responsible committees and, above all, to the Chairman regarding, among other things, the development of business and extraordinary occurrences as well as the presentation of the draft annual report; ◆ issuing of the rulings and directives necessary for the conduct of business by the Liechtensteinische Landesbank, its branches and representative offices; ◆ deciding on cross-business unit transactions or business transactions which exceed the joint authority vested in the head of a business unit and the Chairman of the Board of Management; ◆ coordinating the management and administration of subsidiaries and participations; ◆ stipulating take-up limits for securities and value rights within the scope of primary market transactions; ◆ coordinating the product offer of the Liechtensteinische Landesbank and specifying the pricing policy as well as conditions for the offered products and services; ◆ deciding on or issuing rulings governing the exercise of external mandates and activities by employees, where this is not reserved to the authority of the Board of Directors; ◆ performing representation duties as a full corporate body and / or as individual members of the Board of Management; ◆ signing of cooperation and partnership agreements as well as membership of professional bodies and associations; ◆ deciding on the acquisition and sale of properties within the scope of the general power to authorise expenditure. 66 67 20.03.2012 Review of operations i Corporate governance LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 68 3.6 Information and control instruments vis à vis the Board of Management The Chairman of the Board of Directors participates once a month in the meetings of the Board of Management in an advisory capacity. The purpose of this is for both parties to update each other on important topics. Principally, the Board of Directors is kept informed by the Chairman of the Board of Management. He generally attends the meetings of the Board of Directors in an advisory capacity, informs it about the development of business as well as extraordinary occurrences and provides additional information on request. The other members of the Board of Management attend meetings of the Board of Directors when matters involving them are dealt with. The Chairman of the Board of Management usually also participates in the meetings of the Group Audit & Risk Committee. Every member of the Board of Directors can request information about all matters relating to the Liechtensteinische Landesbank at the meetings. Outside board meetings, every member of the Board of Directors can also request to see the minutes of the Board of Management meetings, information about the development of business from members of the Board of Management and, with the approval of the Chairman of the Board of Directors, also about individual business transactions. The Chairman of the Board of Management informs the Chairman of the Board of Directors – if necessary, outside board meetings – about the development of business and extraordinary occurrences. The Chairman of the Board of Directors is responsible for informing the full Board of Directors about extraordinary occurrences. Internal supervision and control The LLB Group has a comprehensive and standardized management information system (MIS) for monthly reporting that comprises both quantitative and qualitative past and futurerelated data. It enables the Board of Directors to inform itself in a focused manner about the most important business developments, such as the business performance, earnings situation, balance sheet structure, liquidity and the risk situation. In exercising its supervision and control functions, the Board of Directors is also assisted by the Group Internal Audit Department, which is subordinate directly to the Board. As an independent body, it examines in particular the risk management, as well as the effectiveness of internal controls and management and supervisory processes. The powers and duties of the Internal Audit are stipulated in a special set of regulations (terms of reference). The annual auditing activity is defined in accordance with the risk and controlling criteria and is guided by a long-term auditing plan. To avoid duplication of work and to optimise controls, the auditing plans are coordinated with the statutory auditors. The short-term auditing plan and the personnel requirement plan are reviewed by the Group Audit & Risk Committee and submitted to the Board of Directors for approval. In addition, Group Internal Audit regularly monitors whether the deficiencies found have been rectified and whether its recommendations have been implemented, and submits reports about this to the Group Audit & Risk Committee. Risk management The LLB Group attaches great importance to proactive and comprehensive opportunity / risk management. The Board of Directors has issued guidelines and regulations concerning the principles of risk management, as well as the responsibilities and procedure for approval of business transactions involving various levels of risk. In 2011, we revised our risk policy guidelines and adapted them to the changed market conditions, the new regulatory requirements (Basel III) as well as growth in our corporate structure. We updated and established detailed qualitative and quantitative standards for risk responsibility, risk management and risk control. Furthermore, we highlighted the importance of finance and risk management by creating the position of a chief financial officer (CFO) as of the beginning of 2012 at the level of the Group Executive Board and the Board of Management. At the same time, we defined adequate organizational and methodical parameters for specifying and managing risks. With the introduction of the «Internal Capital Adequacy Assessment Process» (ICAAP) we ensure that there is always adequate capital to cover all essential risks. The risk management specialists strive to create and maintain a uniform risk culture and risk approach. This establishes the fundamentals for an appropriate risk / return profile and an optimum allocation of capital. The Group Audit & Risk Committee invites the Chairmen of the following Group Risk Committees to a quarterly discussion of the status reports: the Group Risk Management Committee, the Group Asset & Liability Committee, the Group Credit Risk Committee and the Group Operational Risk Committee. Their reports are summarized every six months in an overall risk report of the LLB Group, which is dealt with by the Board of Directors. Further details concerning risk management can be seen in the Notes to the consolidated financial statement of the LLB Group on pages 92 to 110. Information security All employees of the LLB Group are obliged to comply with all legal, regulatory and internal regulations. In doing so, they are supported by the Group Compliance Staff Department, whose tasks and principles are specified in a set of internal regulations. This also comprises a strict compliance management, which guarantees that all employees unreservedly comply with the laws of those countries in which the LLB Group is active. Its responsibilities include the systematic training of LLB staff and the issuing of detailed compliance directives, as well as the management of effective control and monitoring instruments. The Board of Directors, with the assistance of the Group Audit & Risk Committee, is responsible for the supervision and control of the compliance function. At least once a year, the Board of Directors reviews whether the compliance standards applicable to it and the company are sufficiently well known and whether they are permanently observed. 20.03.2012 16:31 Uhr Seite 69 4 Board of Management 4.1 Members The Board of Management of the parent bank also formed the Group Executive Board. In 2011, it was comprised of four members. Elfried Hasler stepped down from the Group Executive Board and the Board of Management of the Liechtensteinische Landesbank for personal reasons and at his own request as of 30 June 2011. Lic. iur. Urs Müller, until then responsible for the Institutional Clients Business Division of LLB, was appointed by the Board of Directors as a member of the Group Executive Board and the Board of Management. He took over Roland Matt's function on 1 April 2011 and is responsible for the Domestic Market Business Division and the Institutional Market Business Division. In April 2011, Roland Matt was appointed Vice Chairman of the Group Executive Board and the Board of Management, and he took over Elfried Hasler's responsibility for the International Market Business Division. Dr. Kurt Mäder remained in his function as Head of the Corporate Service Center. Dr. Josef Fehr continued as Chairman of the Group Executive Board and the Board of Management in 2011. 68 69 LLB_GB2011_en:LLB GB 2011 Members of the Board of Management * Name Year of birth Nationality Function / Area of responsibility Member of Board since Josef Fehr 1957 FL Chairman since 2000 1992 Roland Matt 1970 FL Vice Chairman 2009 International Market Kurt Mäder 1962 CH Member Board of Management 2009 Corporate Service Center Urs Müller 1962 FL / CH Member Board of Management 2011 Domestic and Institutional Markets Josef Fehr Education: ◆ Licentiate in law at the University of Fribourg, 1981 ◆ Dr. iur., University of Fribourg, 1984 ◆ Swiss Banking School, 1995 Professional career: ◆ Legal counsel at the Liechtensteinische Landesbank, 1986 – 1992 ◆ Head of Trading Division, Liechtensteinische Landesbank, 1992 – 1998 ◆ Head of Private Clients Division, Liechtensteinische Landesbank, 1998 – 2000 ◆ Member of the Board of Management, Liechtensteinische Landesbank, 1992 – 2000 ◆ Chairman of the Board of Management, Liechtensteinische Landesbank, 2000 – 15 January 2012 ◆ Chairman of the Group Executive Board, Liechtensteinische Landesbank, 2007 – 15 January 2012 ◆ ◆ ◆ ◆ ◆ ◆ ◆ Board of Directors mandates in the Liechtensteinische Landesbank Group companies: Liechtensteinische Landesbank (Switzerland) Ltd. (Member) Liechtensteinische Landesbank (Österreich) AG (Vice Chairman of the Supervisory Board) Bank Linth LLB AG (Member) LLB Asset Management AG (Member) LLB Treuhand AG (Member) Jura Trust AG (Member) swisspartners Investment Network AG (Member) Other functions: ◆ Member of the Executive Board of the Liechtenstein Chamber of Commerce and Industry ◆ Member of the Executive Board of the Liechtenstein Bankers Association ◆ Member of the Board of the Staff Welfare Foundation of Liechtensteinische Landesbank AG ◆ Member of the Board of the Supplementary Welfare Foundation of Liechtensteinische Landesbank AG ◆ Member of the Board of the Employer Foundation of Liechtensteinische Landesbank AG ◆ Chairman of the Foundation Board of the «Future Foundation of Liechtensteinische Landesbank AG» Roland Matt Education: ◆ Federally qualified business economist FH, 1995 ◆ Federally qualified financial analyst and asset manager, 1999 ◆ Federally qualified finance and investment expert, 2002 Professional career: ◆ Head of Research at VP Bank AG, Vaduz, 1999 ◆ Head of Asset Management Division at VP Bank AG, Vaduz, 2000 – 2001 ◆ Family Office Project Head at VP Bank AG, Vaduz, 2002 ◆ Head of Investment Services, Liechtensteinische Landesbank, 2002 – 2006 ◆ Head of the Domestic Clients Business Division, Liechtensteinische Landesbank, 2007 – 2008 ◆ Member of the Group Executive Board and the Board of Management, Liechtensteinische Landesbank, since 2009 ◆ Head of the Domestic Market and Institutional Market Business Divisions, Liechtensteinische Landesbank, 2009 – March 2011 Review of operations i Corporate governance * Information about changes to the Group Executive Board and the Board of Management as at the beginning of 2012 can be found in Point 10 «Important changes since the balance sheet date», page 74. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 70 ◆ Vice Chairman of the Group Executive Board and the Board of Management, Liechtensteinische Landesbank, April 2011 – 15 January 2012 ◆ Head of the International Market Business Division, Liechtensteinische Landesbank, April 2011 – 15 January 2012 ◆ Chairman of the Group Executive Board and the Board of Management, Liechtensteinische Landesbank, since 16 January 2012 ◆ ◆ ◆ ◆ ◆ ◆ ◆ ◆ Board of Directors mandates in the Liechtensteinische Landesbank Group companies: Liechtensteinische Landesbank (Switzerland) Ltd. (Chairman) Liechtensteinische Landesbank (Österreich) AG (Chairman of the Supervisory Board) Bank Linth LLB AG (Member) LLB Asset Management AG (Vice Chairman) LLB Fund Services AG (Vice Chairman) LLB Fondsleitung AG (Vice Chairman) Jura Trust AG (Vice Chairman) swisspartners Investment Network AG (Member) Other functions: ◆ Member of the Board of the LLB Liechtenstein Pension Fund Foundation ◆ Member of the Foundation Board of the «Future Foundation of Liechtensteinische Landesbank AG» Kurt Mäder Education: ◆ Federally qualified physicist, ETH Zurich, 1987 ◆ Dr. sc. nat., ETH Zurich, 1992 Professional career: ◆ Scientist, National Renewable Energy Laboratory, Golden, Colorado, 1992 – 1994 ◆ Senior Scientist, Centre Européen de Calcul Atomique et Moléculaire, Lyon, 1994 – 1996 ◆ Head of Operations, ELCA Informatik AG, Zurich, 1996 – 2004 ◆ Member of the Board of Management, Bank Linth LLB AG, Uznach, 2005 – 2008 ◆ Member of the Group Executive Board and the Board of Management, Liechtensteinische Landesbank, since 2009 ◆ Head of the Corporate Service Center, since 2009 Urs Müller Education: ◆ Licentiate in law at the University of St. Gallen, 1993 Professional career: ◆ Auditor at Unterrheintal District Court and Associate Court Clerk at Oberrheintal District Court, 1993 – 1995 ◆ Legal counsel of the Liechtensteinische Landesbank, 1995 – 1998 ◆ Head of the Group Legal & Compliance, Liechtensteinische Landesbank, 1998 – 2007 ◆ Head of the Institutional Clients Business Division, Liechtensteinische Landesbank, 2007 – April 2011 ◆ Member of the Group Executive Board and the Board of Management, Liechtensteinische Landesbank, since April 2011 ◆ Head of the Domestic Market and Institutional Market Business Divisions, since April 2011 ◆ ◆ ◆ ◆ ◆ ◆ Board of Directors mandates in the Liechtensteinische Landesbank Group companies: Liechtensteinische Landesbank (Switzerland) Ltd. (Member) Bank Linth LLB AG (Vice Chairman) LLB Asset Management AG (Chairman) LLB Fund Services AG (Chairman) LLB Fondsleitung AG (Chairman) swisspartners Investment Network AG (Member) Other functions: ◆ Member of the Board of the Liechtenstein Investment Fund Association ◆ Member of the Foundation Board of the «Future Foundation of Liechtensteinische Landesbank AG» 4.2 Other activities and commitments Apart from the mandates specified in Point 4.1, no other important commitments exist. 4.3 Management contracts The Liechtensteinische Landesbank has not concluded any management contracts. 5 Compensation, participations and loans 5.1 Contents and stipulation procedure ◆ ◆ ◆ ◆ ◆ Board of Directors mandates in the Liechtensteinische Landesbank Group companies: Liechtensteinische Landesbank (Switzerland) Ltd. (Vice Chairman) Bank Linth LLB AG (Member) LLB Services (Schweiz) AG (Chairman) LLB Beteiligungen AG (Vice Chairman) Data Info Services AG (Chairman) Other Board of Directors mandate: ◆ Chairman of the Board of Directors of Scout & Sport AG, Bern Other functions: ◆ Member of the Foundation Board of the «Future Foundation of Liechtensteinische Landesbank AG» 5.1.1 Responsibility and stipulation procedure The Appointments and Compensation Committee (see Point 3.4.2 «Composition of all Board of Directors committees, their tasks and terms of reference» on page 65), which is composed solely of independent members of the Board of Directors, prepares the principles and regulations governing the compensation for the members of the Board of Directors and the Board of Management, as well as the proposed amount of the compensation for the members of the Board of Directors and the Board of Management. The Board of Directors in corpore approves the principles and regulations governing the compensation of the members of the Board of Directors and specifies the amount of the compensation for the members of the Board of Management. 16:31 Uhr Seite 71 No advisor is called in for the formulation of the compensation structure. Once a year, the Board of Directors prepares a summary of the compensation of board members, board chairman and management executives derived from publicly available sources and taking into consideration comparable banks (exchange-listed private banks and cantonal banks with significant private banking business) in Liechtenstein and Switzerland. This summary serves as a guide to the market situation for the Board of Directors. The decision regarding the amount of the compensation of the members of the Board of Directors and the Board of Management is made at the discretion of the Board of Directors. The members of the Board of Management are not present at the discussion and the decision concerning the amount of their compensation. In accordance with Art. 12, Para 2 of the law concerning the Liechtensteinische Landesbank, the Board of Directors must inform the government about the compensation ruling specified for the Board. In line with the Swiss Code of Best Practice for Corporate Governance, the Board of Directors specifically addressed the topic of compensation and remuneration at the General Meeting of 6 May 2011. As the Board of Directors wanted to base future actions on a definitive legal framework, it waived conducting an advisory vote. Various legal points, which are currently still open, led the Board to this decision. At the beginning of 2011, the new EU compensation regulation became law. As a member of the EEA, Liechtenstein incorporated this directive into national law through the passage of Appendix 4.4 to the ordinance on banks and securities firms (Banking Ordinance) into law on 1 January 2012. The Board's decision was also influenced by the legal situation in Switzerland, which still remains unclear; the future legal provision will also be binding for the LLB Group. 5.1.2 Fundamentals The principles and regulations governing the compensation of the members of the Board of Directors and the Board of Management are reviewed periodically. The amount of the compensation for the members of the Board of Directors and the Board of Management is stipulated each year. The compensation for members of the Board of Directors comprises a fixed compensation fee, meeting allowance (for meetings of committees and foundation boards) and a variable compensation component. The latter amounts (not including employer contributions) to 0.175 percent of the Group net profit for the respective year and may not exceed the amount of the fixed compensation component. Both the fixed and the variable compensation components are paid in cash. On account of legal provisions, no severance payment may be made in the event of the ending of a mandate (Art. 21, para.2 of the law concerning the control and supervision of public companies). The compensation for members of the Board of Management is composed of a fixed compensation and a variable compensation component. The fixed compensation is paid in cash. The variable component of compensation is contingent upon the attainment of quantitative targets. The variable component (not including employer contributions) amounts to a maximum of 0.8 percent of the Group net profit for the respective calendar year. Individual performance is taken into consideration in allocating the variable component to the members of the Board of Management. The variable component is limited to the amount of the fixed component. Payment is made in cash and through the allocation of LLB shares. The cash / shares allocation is defined in internal regulations as follows: three quarters LLB shares and one quarter cash payment. The members of the Board of Management do not have the right to specify the cash / share ratio. The price per share for the sharebased remuneration component is calculated on the basis of the average share price in the last quarter of the financial year. The issued shares are subject to a blocked period of three years. If the shareholder leaves the Bank's employ, the blocked period is removed. Apart from the allocation of shares as a profit-related component of compensation, there are no other share plans. The employment relationship of members of the Board of Management is stipulated in individual employment contracts. The period of notice is either three or four months. The contracts of employment do not contain any special clauses in relation to a termination of employment in the event of a change in control of the company. The Liechtensteinische Landesbank extends the preferential conditions customary in the banking industry to all its staff (including management) on bank products. This generally takes the form of limited preferential interest rates on mortgage loans and credit balances. Standard market conditions apply to all transactions made by the Board of Directors with the Bank. 5.1.3 Elements For the 2011 business year, the members of the Board of Directors received a fixed compensation of CHF thousands 826. Payment of a variable remuneration was waived. Contributions to welfare and pension schemes amounted to CHF thousands 45. The fixed compensation was paid in cash. For the 2011 business year, the members of the Board of Managers received a fixed compensation of CHF thousands 2'491. Payment of a variable compensation was waived. Contributions to welfare and pension schemes amounted to CHF thousands 377. The fixed compensation was paid in cash. In comparison with the previous year, the total compensation of the members of the Board of Directors and the members of the Board of Management decreased by 14.1 percent and 13.3 percent, respectively, in 2011. This is due, in particular, to payment of a variable remuneration being waived. The entire remuneration of the members of the Board of Directors and the members of the Board of Management in the 2011 business year is reported on an accrual basis. 5.2 Transparency of compensation, participation and loans of issuers domiciled abroad The Liechtensteinische Landesbank has its registered office in Vaduz, Liechtenstein. In principle, therefore, it is not subject to Art. 663bbis of the Swiss Code of Obligations (OR). However, to enable investors nevertheless to obtain the corresponding information, the SIX Swiss Exchange obliges issuers whose registered office is not in Switzerland to apply the provisions of Art. 663bbis of the Swiss Code of Obligations in the same manner within the scope of corporate governance reporting. Details of the compensation and participations of members of the Board of Directors and the Board of Management, as well as loans to them can be found in the Notes to the financial statement of the LLB Group in «Related party transactions » on pages 135 to 137. 70 71 20.03.2012 Review of operations i Corporate governance LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 72 6 Shareholders' participation rights 6.1 Voting right limitation and representation The Liechtensteinische Landesbank has issued bearer shares. At the Landesbank's General Meeting of Shareholders, each share carries one vote. In accordance with Art. 306a ff. of person and company law, the LLB shares held by the Liechtensteinische Landesbank itself and its subsidiaries (2'384'376 shares as at 31 December 2011) are not eligible to vote. At the General Meeting, each shareholder can vote their own shares or authorise a third party to vote them by proxy. 6.2 Statutory quorum At the General Meeting, a quorum is present if half of the share capital is represented. Provided that legal provisions do not stipulate to the contrary, the General Meeting passes its resolutions and decides its elections by an absolute majority of the votes cast. 6.3 Convening of the General Meeting The Board of Directors convenes an ordinary General Meeting by invitation with a period of notice of three weeks. The meeting must be held within six months following the end of a business year. The invitation to the General Meeting is to be publicised in the official gazettes. The invitation must list the agenda to be dealt with at the meeting, the proposals of the Board of Directors and, in the event of elections, the names of the proposed candidates. An extraordinary General Meeting may be convened by the Board of Directors if this is in the urgent interest of the Liechtensteinische Landesbank, or at the request of one or more shareholders representing ten percent of the share capital. 6.4 Agenda The Board of Directors specifies the agenda for the General Meeting in accordance with the Liechtensteinische Landesbank's statutes. The statutes can be read at www.llb.li/statutes. Liechtenstein equities law contains no regulations comparable in nature to the Swiss legal provisions (Art. 699, para. 3, Code of Obligations), which stipulate the rights of shareholders in setting the agenda for General Meetings. However, legally stipulated minority rights do exist which ensure that signed and detailed items that are submitted to the Board of Directors may be placed on the agenda for discussion and resolution. At the present time, it is not possible to amend the statutes in favour of improving shareholders' rights in setting the agenda on account of the applicable regulations of Liechtenstein company law. 6.5 Registration in the company's share register The Liechtensteinische Landesbank exclusively issued bearer shares. 7 Change of control and defensive measures The Liechtensteinische Landesbank is a banking institute licensed under Liechtenstein law with its registered office in the Principality of Liechtenstein. The regulations of the Swiss stock exchange law concerning public purchase offers are therefore not applicable to the Liechtensteinische Landesbank as a possible target company. The Landesbank's statutes contain no regulations comparable with the Swiss provisions regarding opting out or opting up. Likewise, there are no change of control clauses in favour of the Board of Management, the Board of Directors or other senior executives. Pursuant to the law on the Liechtensteinische Landesbank, the Principality of Liechtenstein must hold at least 51 percent of the capital and votes. 8 Independent auditors 8.1 Duration of mandate and term of office of the auditor in charge 8.1.1 Date of acceptance of existing auditing mandate PricewaterhouseCoopers AG, St. Gallen has served as the independent auditors of the Liechtensteinische Landesbank according to company and banking law since 1998. The auditing mandate was taken over in 1998 from Revisuisse Price Waterhouse AG, St. Gallen and its predecessor Revisa Treuhand AG, St. Gallen. Pursuant to person and company law and banking law, the independent auditors are appointed by the General Meeting at the proposal of the Board of Directors for the period of one year. 8.1.2 Term of office of the auditor in charge of the current auditing mandate Roman Berlinger has been the responsible auditor in charge since 2011. The auditor in charge changes every seven years. 8.2 Audit fees In the 2011 business year, PricewaterhouseCoopers AG invoiced the companies of the LLB Group for CHF 2.7 million (2010: CHF 2.4 million) in respect of audit fees. These fees include the work carried out by the auditors as required by the regulatory authorities. The Group Audit & Risk Committee oversees the fees paid to PricewaterhouseCoopers AG for their services. 8.3 Additional fees For other services, PricewaterhouseCoopers AG invoiced the companies of the LLB Group for CHF 0.5 million in 2011 (2010: CHF 0.6 million). Audit fees and additional fees in CHF thousands 2011 2010 2'743 2'381 525 615 55 59 110 95 Regulatory issues and questions 67 129 Project consulting IT platform 62 273 231 59 Audit fees Additional fees International accounting Taxation advice Legal and other advice 8.4 Information instruments of the external auditors The Group Audit & Risk Committee fulfils a supervisory, control and monitoring function, which extends to the external auditors. It is responsible, among other tasks, for: ◆ taking note and discussing the risk analysis made by the external auditors, the auditing strategy derived from it and the respective risk-oriented auditing plan; ◆ the critical analysis of the audit reports submitted by the external audit and the Group Internal Audit functions to the Group Board of Directors; 16:31 Uhr Seite 73 ◆ discussing serious problems identified during the auditing process with the external auditors; ◆ the monitoring and implementation of recommendations put forward by the external auditors and Group Internal Audit to eliminate weak points and deficiencies; ◆ assessing the quality of the external and internal audit functions (external and internal auditors according to banking law and person and company law), as well as their cooperation; ◆ discussing the annual activity report and the annual audit plan of Group Internal Audit including the evaluation of whether this function has sufficient resources and competences, as well as approving proposals to the Group Board of Directors; ◆ assessing the qualification, independence, objectivity and performance of the external auditors and Group Internal Audit; ◆ checking the reconcilability of external auditors' auditing activities with possible consulting mandates, as well as evaluating and discussing their professional fees; ◆ submitting a proposal to the Group Board of Directors for the attention of the General Meeting regarding the appointment or dismissal of the external auditors (appointed according to banking law and person and company law). The Group Audit & Risk Committee is responsible for defining the procedure to appoint new external auditors. The external auditors perform their work in accordance with the legal provisions, and according to the principles of the profession in the respective country of domicile of the Group company, as well as according to the «International Standards on Auditing». The independent auditors regularly report to the Board of Directors, the Group Audit & Risk Committee and the Board of Management about their findings and submit suggestions for improvements to them. The most important report is the audit report on the LLB Group required by banking law. This summarized report is submitted in writing once a year to the Board of Directors. In addition, the responsible auditor in charge of the external auditors presents a report at one meeting of the Group Audit & Risk Committee. All reports from the internal and external auditors concerning all Group companies are submitted to the Group Audit & Risk Committee. Important findings in the reports of the internal and external auditors since the last meeting and all reports concerning the Group companies are addressed at the next meeting of the Group Audit & Risk Committee. The head of Group Internal Audit is responsible for providing the relevant information and reports directly to the Group Audit & Risk Committee. He is appointed by the Board of Directors and is subordinate to the Board's Chairman. Representatives of the external auditors participated in two meetings of the Group Audit & Risk Committee but did not attend any meetings of the full Board of Directors during the report period. The head of Group Internal Audit attended all but one of the meetings of the Group Audit & Risk Committee and all but one of the meetings of the full Board of Directors. The external auditors submit periodic reports dealing with the audit planning based on risk analysis, the current audit reporting, the annual activity report as well as a comparison of actual to budgeted fees. The Group Audit & Risk Committee evaluates the performance of the external and internal auditors in their absence annually. The following criteria are applied in assessing the performance of the external auditors and their professional fees (auditing and additional fees): comparison of fees and budgeted fees as well as the previous year's fees, feedback from the departments audited, quality of the auditors' findings, structured assessment of the auditors' expertise. The independence of the external auditors is evaluated on the basis of the information concerning independence provided in the annual report of PricewaterhouseCoopers AG, and an assessment of their conduct. The cost planning and its observance are also reviewed and discussed annually. Moreover, the Group Audit & Risk Committee annually reviews alternatives and submits a proposal to the full Board of Directors for the attention of the General Meeting regarding the appointment of the external Group auditors. Additional orders are placed on the basis of offers from competitors taking into consideration the level of expertise. The Group Audit & Risk Committee bases its assessment regarding the placing of orders for additional services on the periodic reports it receives from Group Internal Audit regarding the reliability, scope and relationship to audit fees. The Group Audit & Risk Committee reports to the full Board of Directors once a year concerning the activities of the external auditors and the assessment of their performance. The external auditors have direct access to the Board of Directors at all times. They hold regular discussions with the Chairman of the Board of Directors and the Chairman of the Group Audit & Risk Committee. Topics in 2011 included: ◆ analysis and evaluation of risks; ◆ auditing strategy and auditing plan; ◆ implementation level of auditing recommendations; ◆ discussion of important audit findings; ◆ areas of judgement in the annual financial statement; ◆ developments in accounting; ◆ determination of auditing fee; ◆ evaluation of work of independent auditors; ◆ cooperation between internal and external audit. 9 Information policy The Liechtensteinische Landesbank is committed to providing its shareholders, clients, staff and the general public with comprehensive and regular information. This ensures that all stakeholders are treated equally and fairly. By institutionalizing and nurturing these ties, by building up and preserving relationships based on trust with the financial community on the one hand, and with the media and all other interested parties on the other, equality of opportunity and transparency are consistently ensured. The most important information media of the Liechtensteinische Landesbank are its Internet website www.llb.li, as well as its annual and interim reports, media communiqués, its financial result presentation and the conference call for media and analysts, and its General Meeting of Shareholders. The Liechtensteinische Landesbank has not compiled a compensation report for the 2011 business year in line with Point 8 of Appendix 1 (Recommendations concerning the compensation of the board of directors and management board) of the «Swiss Code of Best Practice for Corporate Governance» of economiesuisse. Details of the compensation and participations of members of the Board of Directors and the Board of Management, as well as loans to them can be found in 72 73 20.03.2012 Review of operations i Corporate governance LLB_GB2011_en:LLB GB 2011 LLB_GB2011_en:LLB GB 2011 20.03.2012 16:31 Uhr Seite 74 the Notes to the financial statement of the LLB Group in «Related party transactions» on pages 135 to 137. In line with the «Swiss Code of Best Practice for Corporate Governance», special attention was paid to the subject of compensation at the General Meeting on 6 May 2011 during the discussion of the agenda point «Approval of the annual report and the consolidated annual report». As a listed company, the Liechtensteinische Landesbank is obliged to publish price-relevant information (ad hoc publicity, Art. 72 of the exchange listing regulations). To receive ad hoc announcements in accordance with the directives for ad hoc publicity automatically, an interested party can register at www.llb.li/registration. Ad hoc announcements are published under the link www.llb.li/mediacommuniques. Agenda 2012 Date Time Event 27 March 2012 7.00 a. m. Publishing of 2011 business result, release of online annual report 2011 at www.llb.li 10.30 a. m. 28 March 2012 Financial reporting and analyst media conference 2011 business result advertisement in the «Liechtensteiner Vaterland» and the «Liechtensteiner Volksblatt» 13 April 2012 4 May 2012 Publishing of printed annual report 2011 6.00 p. m. 8 May 2012 Ex dividend 11 May 2012 30 August 2012 General Meeting of Shareholders Payment of dividend 7.00 a. m. Publication of interim financial statement 2012, publishing of printed interim financial statement 2012 and release of online interim financial statement 2012 at www.llb.li 10.30 a. m. 31 August 2012 Conference call 2012 interim financial result advertisement in the «Liechtensteiner Vaterland» and the «Liechtensteiner Volksblatt» If you have any questions, please contact the following person who is responsible for investor relations: Dr. Cyrill Sele Head Group Corporate Communications Telephone +423 236 82 09 Fax +423 236 87 71 E-mail cyrill.sele@llb.li 10 Important changes since the balance sheet date Dr. Josef Fehr stepped down as Chairman of the Group Executive Board and the Board of Management of the Liechtensteinische Landesbank, for personal reasons and at his own request, as of 16 January 2012. The Board of Management appointed his former deputy Roland Matt as Chief Executive Officer and Christoph M. Reich as Chief Financial Officer; the latter was also elected a new member of the Group Executive Board and the Board of Management. The new Group Executive Board and the Board of Management now consists of five members. The recruitment process for the vacant position of the Head of the International Market Business Division has commenced. The Board of Directors, the Group Executive Board and the Board of Management want to align the organizational structure of the LLB Group more strongly with clients and markets and have initiated a corresponding project. The implementation of the new organizational structure is planned for 1 July 2012. How Switzerland deals with the issue of compensation is of decisive importance for the LLB Group as a SIX Swiss Exchange listed company. The Swiss Parliament intends to have drafted a counter-proposal to the so-called «initiative against rip-off salaries» («Abzocker-Initiative») by summer 2012. At the same time, developments in the European Union are relevant for Liechtenstein as an EEA member state. On 1 January 2012, the new EU compensation regulations came into force in Liechtenstein. On 18 August 2011, the Board of Directors approved Group «Compensation and Remuneration Standards» for Liechtensteinische Landesbank AG and its Group companies on the basis of Appendix 4.4 to the ordinance on banks and securities firms (Banking Ordinance) and the new EU directive 2010/76/EU. As stated in the transitional provisions of the Banking Ordinance, the regulation of compensation and remuneration applies to work performance in 2012. The adoption of compensation and remuneration standards for Liechtensteinische Landesbank AG and its Group companies that are based on this is planned for 2012. LLB_GB2011_en:LLB GB 2011 20.03.2012 16:32 Uhr Seite 168 Locations and addresses Headquarters Group companies Liechtensteinische Landesbank AG Städtle 44 · P. O. Box 384 · 9490 Vaduz · Liechtenstein Telephone +423 236 88 11 · Fax +423 236 88 22 Internet www.llb.li · E-mail llb@llb.li Liechtensteinische Landesbank (Switzerland) Ltd. Stampfenbachstrasse 114 · 8006 Zurich · Switzerland Telephone +41 44 421 46 11 · Fax +41 44 421 46 22 Internet www.llb.ch · E-mail llb@llb.ch Branches Liechtensteinische Landesbank (Österreich) AG Wipplingerstrasse 35 · 1010 Vienna · Austria Telephone +43 1 533 73 83-0 · Fax +43 1 533 73 83-22 Internet www.llb.at · E-mail llb@llb.at Balzers Höfle 5 · 9496 Balzers · Liechtenstein Telephone +423 388 22 11 · Fax +423 388 22 22 Eschen St. Martins-Ring 6 · 9492 Eschen · Liechtenstein Telephone +423 377 55 11 · Fax +423 377 55 22 Schaan Landstrasse 36/38 · 9494 Schaan · Liechtenstein Telephone +423 236 99 11 · Fax +423 236 99 24 Triesenberg Schlossstrasse 1 · 9497 Triesenberg · Liechtenstein Telephone +423 262 89 22 · Fax +423 268 23 43 Bank Linth LLB AG Zürcherstrasse 3 · P. O. Box 168 · 8730 Uznach · Switzerland Telephone +41 844 11 44 11 · Fax +41 844 11 44 12 Internet www.banklinth.ch · E-mail info@banklinth.ch LLB Asset Management AG Städtle 7 · P. O. Box 201 · 9490 Vaduz · Liechtenstein Telephone +423 236 95 00 · Fax +423 236 95 06 Internet www.llb.li/assetmanagement E-mail assetmanagement@llb.li LLB Fund Services AG Äulestrasse 80 · P. O. Box 1238 · 9490 Vaduz · Liechtenstein Telephone +423 236 94 00 · Fax +423 236 94 06 Internet www.llb.li/fundservices · E-mail fundservices@llb.li LLB Fondsleitung AG Äulestrasse 80 · P. O. Box 1256 · 9490 Vaduz · Liechtenstein Telephone +423 236 81 40 · Fax +423 236 81 46 Internet www.llb.li/fondsleitung · E-mail fondsleitung@llb.li Jura Trust AG Mitteldorf 1 · 9490 Vaduz · Liechtenstein Telephone +423 237 75 75 · Fax +423 237 75 76 Internet www.juratrust.li · E-mail info@juratrust.li Publishing information Published by: Liechtensteinische Landesbank AG, 9490 Vaduz, Liechtenstein · Design and layout: Montfort Werbung, 9491 Ruggell, Liechtenstein Printed by: BVD Druck + Verlag AG, 9494 Schaan, Liechtenstein · Photos: Christian Kaufmann, 80803 Munich, Germany · Paper: Printed on Munken Polar LLB_GB2011_en:LLB GB 2011 20.03.2012 16:32 Uhr Seite 169 20.03.2012 16:32 Uhr Seite 170 1925E 04.12 LLB_GB2011_en:LLB GB 2011