ANNUAL REPORT 2013 BANKA CELJE, d.d., AND THE BANKA
Transcription
ANNUAL REPORT 2013 BANKA CELJE, d.d., AND THE BANKA
ANNUAL REPORT 2013 BANKA CELJE, d.d., AND THE BANKA CELJE GROUP Celje, April 2014 Banka Celje, d.d., and the Banke Celje Group Annual Report 2013, prepared in accordance with International Financial Reporting Standards, as adopted by the European Union. Content A WORD BY THE MANAGEMENT BOARD OF BANKA CELJE, D.D. .......................................................... 3 REPORT OF THE SUPERVISORY BOARD OF BANKA CELJE, D.D. .......................................................... 5 I BUSINESS REPORT ................................................................................................................................... 11 1 HIGHLIGHTS ......................................................................................................................................................... 11 2 PRESENTATION ................................................................................................................................................... 12 3 RECAPITALIZATION ............................................................................................................................................. 13 4 STRATEGY............................................................................................................................................................ 14 5 SIGNIFICANT EVENTS ......................................................................................................................................... 14 6 ECONOMIC AND BANKING ENVIRONMENT ....................................................................................................... 15 6.1 Economic environment ................................................................................................................................................. 15 6.2 Banking environment .................................................................................................................................................... 16 7 REPORT ON OPERATIONS IN 2013..................................................................................................................... 16 7.1 Financial results............................................................................................................................................................ 17 7.2 Financial position .......................................................................................................................................................... 19 7.3 Operations according to key sectors ............................................................................................................................. 22 7.4 Shareholder information ............................................................................................................................................... 28 7.5 Assuming and managing banking risks ........................................................................................................................ 30 7.6 Internal organisation, capital investments, IT and human resources ............................................................................. 37 7.7 Social and environmental responsibility ........................................................................................................................ 39 7.8 Internal Audit Department operations ........................................................................................................................... 39 8 MANAGING BODIES OF THE BANK ..................................................................................................................... 42 9 ORGANISATIONAL STRUCTURE OF THE BANK ................................................................................................ 43 10 STATEMENT OF CORPORATE GOVERNANCE ................................................................................................ 44 11 STATEMENT OF MANAGEMENT’S RESPONSIBILITIES .................................................................................. 53 12 AUDITOR’S REPORT .......................................................................................................................................... 54 II FINANCIAL STATEMENTS ......................................................................................................................... 59 1 INCOME STATEMENT .......................................................................................................................................... 59 2 STATEMENT OF COMPREHENSIVE INCOME .................................................................................................... 60 3 STATEMENT OF FINANCIAL POSITION .............................................................................................................. 61 4 STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY................................................................................ 62 5 STATEMENT OF CASH FLOWS ........................................................................................................................... 64 NOTES TO THE FINANCIAL STATEMENTS ........................................................................................................... 66 1 GENERAL INFORMATION ............................................................................................................................................. 66 2 SIGNIFICANT ACCOUNTING POLICIES........................................................................................................................ 66 2.1 Declaration of Conformity ............................................................................................................................................. 67 2.2 Basis for preparation of financial statements ................................................................................................................ 67 2.3 Comparative figures ..................................................................................................................................................... 67 2.4 Investment in subsidiaries ............................................................................................................................................ 67 2.5 Consolidation ................................................................................................................................................................ 67 2.6 Foreign currency translation ......................................................................................................................................... 68 2.7 Interest income and expenses ...................................................................................................................................... 68 2.8 Fee and commission income ........................................................................................................................................ 68 2.9 Dividend income ........................................................................................................................................................... 69 2.10 Financial instruments .................................................................................................................................................. 69 2.11 Impairment of financial assets .................................................................................................................................... 71 2.12 Offsetting .................................................................................................................................................................... 73 2.13 Sale and repurchase agreements ............................................................................................................................... 73 2.14 Cash and cash equivalents ......................................................................................................................................... 74 2.15 Accounting for leases ................................................................................................................................................. 74 2.16 Investment property .................................................................................................................................................... 74 2.17 Property and equipment ............................................................................................................................................. 75 2.18 Intangible assets......................................................................................................................................................... 75 2.19 Inventories .................................................................................................................................................................. 75 2.20 Taxes.......................................................................................................................................................................... 75 2.21 Employee benefits ...................................................................................................................................................... 76 2.22 Loans taken, deposits and debt securities issued ....................................................................................................... 77 2.23 Provisions ................................................................................................................................................................... 77 2.24 Financial and performance guarantees....................................................................................................................... 77 3 2.25 Share capital .............................................................................................................................................................. 78 2.26 Segment reporting ...................................................................................................................................................... 78 2.27 Adoption of new or revised standards and interpretations .......................................................................................... 78 2.28 Critical accounting estimates and judgements ............................................................................................................ 84 3 NOTES TO THE INCOME STATEMENT ............................................................................................................... 85 3.1 3.2 3.3 3.4 3.5 3.6 3.7 3.8 3.9 3.10 3.11 3.12 3.13 3.14 Net interest and similar income .................................................................................................................................. 85 Dividend income ........................................................................................................................................................ 85 Net fee and commission income ................................................................................................................................ 86 Gains less losses from financial assets and liabilities not classified at fair value through profit or loss ...................... 86 Gains less losses from financial assets and liabilities held for trading ....................................................................... 87 Gains less losses from financial assets and liabilities designated at fair value through profit or loss ......................... 87 Changes in fair value from hedge accounting ............................................................................................................ 87 Gains less losses from foreign exchange differences ................................................................................................ 88 Net other operating (loss) / income ............................................................................................................................ 88 Administrative expenses ............................................................................................................................................ 89 Amortisation and depreciation ................................................................................................................................... 89 Provisions .................................................................................................................................................................. 90 Impairment charges ................................................................................................................................................... 90 Basic and diluted earnings per share ......................................................................................................................... 90 4 NOTES TO STATEMENT OF FINANCIAL POSITION ...................................................................................... 90 4.1 Cash and balances with the Central Bank ................................................................................................................. 90 4.2 Held for trading financial assets and liabilities ........................................................................................................... 91 4.3 Financial assets designated at fair value through profit or loss .................................................................................. 92 4.4 Available for sale financial assets .............................................................................................................................. 92 4.5 Loans and advances to banks ................................................................................................................................... 93 4.6 Loans and advances to customers ............................................................................................................................ 94 4.7 Other financial assets ................................................................................................................................................ 96 4.8 Held to maturity investments ..................................................................................................................................... 97 4.9 Hedging derivatives ................................................................................................................................................... 97 4.10 Property and equipment ............................................................................................................................................ 98 4.11 Investment property ................................................................................................................................................. 100 4.12 Intangible assets ...................................................................................................................................................... 101 4.13 Investments in subsidiaries, associates and joint ventures ...................................................................................... 102 4.14 Income tax assets .................................................................................................................................................... 102 4.14.1 Deferred tax assets ............................................................................................................................................... 102 4.15 Other assets ............................................................................................................................................................ 103 4.16 Deposits from Central Bank ..................................................................................................................................... 104 4.17 Financial liabilities designated at fair value through profit or loss ............................................................................. 104 4.18 Financial liabilities at amortised cost – deposits from banks .................................................................................... 106 4.19 Financial liabilities at amortised cost – due to customers......................................................................................... 107 4.20 Financial liabilities, measured at amortised cost – borrowings from banks .............................................................. 108 4.21 Financial liabilities at amortised cost – borrowing from customers ........................................................................... 108 4.22 Debt securities ......................................................................................................................................................... 109 4.23 Subordinated liabilities ............................................................................................................................................. 109 4.24 Other financial liabilities ........................................................................................................................................... 110 4.25 Provisions ................................................................................................................................................................ 110 4.26 Other liabilities ......................................................................................................................................................... 111 4.27 Share capital............................................................................................................................................................ 111 4.28 Dividend per share .................................................................................................................................................. 113 4.29 Contingent liabilities and commitments .................................................................................................................... 113 4.30 Cash and cash equivalents ...................................................................................................................................... 114 4.31 Related party transactions ....................................................................................................................................... 114 4.32 Information on the results of organisational units abroad ......................................................................................... 120 4.33 Events after reporting date ...................................................................................................................................... 120 5 5.1 5.2 5.3 5.4 5.5 RISK MANAGEMENT.............................................................................................................................................. 120 Credit risk ................................................................................................................................................................ 121 Market risk ............................................................................................................................................................... 142 Liquidity risk ............................................................................................................................................................. 150 Capital and capital adequacy ................................................................................................................................... 154 Fair value of financial assets and liabilities .............................................................................................................. 158 6 SEGMENT REPORTING ......................................................................................................................................... 163 4 A WORD BY THE MANAGEMENT BOARD OF BANKA CELJE, d.d. A very challenging year has come to an end for Banka Celje with the conclusion of 2013. On the one side it was impacted by processes leading to a contraction in the volume of operations, while on the other hand processes pertaining to operational remodelling were also being performed at the same time, which fills us with optimism. The volume of the Bank’s balance sheet operations in 2013 decreased by a fifth in comparison with the year before, reaching EUR 1,815 million. Due to difficult operational circumstances and the negative result for the business year in an amount of EUR 126.3 million, the Bank’s capital decreased, which led us to ascertain a shortfall in the capital required for reaching capital adequacy. The reasons for the Bank having a negative result are to be found in additional impairment charges and provisions, which we were forced to make in an amount of EUR 214.1 million; the amount included no less than EUR 207.9 million in impairment charges and provisions pertaining to credit risk. Impairment charges were significantly higher than the year before. Here the Bank accounted for the findings of the Asset Quality Review, the deterioration in economic conditions, the decreased fair value of collateral, the increase in insolvency proceedings and the prolongation of the recovery processes. The Bank covered the loss, in accordance with the Companies Act, with profit reserves and capital surplus, thus preserving its share capital in its entirety. The infavourable operational result in 2013 by no means affected the quality of our operations. The Bank continued to provide quality services to its customers even during the difficult past year. Throughout the year the Bank provided for high liquidity reserves, all the while fulfilling its contractual obligations toward customers with due care and without difficulty. In the second half of 2013 Banka Celje was included in the asset quality review and the stress testing, being performed at the level of the banking system. The findings of the review and the subsequent requirements set by the regulator have led us to prepare a detailed plan of activities and measures aimed at the elimination of the capital shortfall. During the initial months of 2014 the Bank thus implemented some of these measures and convened the General Meeting of Shareholders, which adopted the resolution on the increase of share capital in an amount of EUR 160 million. Since recapitalization failed, the Bank applied for state aid, which would be given through the transfer of certain assets to the Bank Asset Management Company and through the increase of share capital in accordance with the Act on measures to strengthen the stability of banks and in line with the Rules on State Aid. Simultaneously with the procedures aimed at the elimination of the capital shortfall and securing a stable capital adequacy, we also prepared a new business model. It envisages the primary focus of Banka Celje in the future to pertain to the offer of traditional banking products that require less capital expenditure, while supporting small and medium-sized enterprises and retail customers as a priority. It is our goal for the Bank to decrease its concentration in credit and deposit operations and to, from the geographical standpoint, focus primarily on the regional market. Reorganisation will provide for a lean and cost-effiective management structure, while eliminating activities, which present a too high cost burden and which do not fit into the Bank’s core business. Banka Celje is the second oldest bank in the Slovenian market. This year it is celebrating the 150 th anniversary of its operation. Tradition and identity are its main advantages, the source of know-how and the inspiration that we can strengthen the operations of this financial institution once again. Banka Celje not only has an established brand, it also has a stable customer base, as it cooperates with over 125,000 private individuals and 11,000 legal entities and private entrepreneurs. Its employess are professionally trained and perform their duties regardless of the difficulty in the business environment in accordance with the principles of professionalism, integrity, diligence and respect. The coming business year will be marked by the recapitalization process and the Bank’s new business model; both of which will be based on the tradition and the know-how at our disposal, on the basis of which Banka Celje shall again become profitable and interesting to investors. REPORT OF THE SUPERVISORY BOARD OF BANKA CELJE, d.d. The framework of the Supervisory Board's operations and its responsibilities as well as its obligations is determined by the applicable legislation (the Banking Act, the Companies Act, the Regulation on the diligence of members of the management and supervisory boards of banks and savings banks) and the Bank's internal acts (the Articles of Association and the Rules of procedure related to the operations of the Supervisory Board and its committees) as well as other legal norms, which pertain to the Bank's operations. In its decision-making process during 2013, the Supervisory Board was supported by the Audit Committee, the Remuneration Committee and the Personnel Committee. Operations of the Supervisory Board At the 26th General Meeting of Shareholders in May 2011 a new Supervisory Board of the Bank was elected, comprising: Jure Peljhan, Ph.D., as President, Zvonko Ivanušič, M. Sc., as Vice-President, with the following members: Uroš Čufer, Ph.D., Melita Malgaj, Tomaž Subotič, Ph.D., Bojan Šrot, and Zdenko Zanoški, M. Sc. The Supervisory Board members’ term of office expires on the fourth anniversary of their appointment, being the General Meeting of Shareholders in 2015. On March 20, 2013 Uroš Čufer, Ph.D., resigned from his position as member of the Supervisory Board due to being appointed to the position of the Minister of Finance. At the 29th General Meeting of Shareholders in May 2013 Barbara Smolnikar, M.Sc., was appointed to the position of member of the Supervisory Board. In November 2013 Zvonko Ivanušič, M.Sc., resigned from his position in the Supervisory Board, which is why Barbara Smolnikar, M.Sc., was named the new Vice-President of the Supervisory Board at the meeting held on 18 December 2013. The Supervisory Board met at eight regular meetings in 2013, where it dealt with 89 items on the agenda and also held four correspondent sessions, where it addressed 6 agenda items. At its meetings the Supervisory Board acquainted itself with the Bank's interim results on the basis of reports prepared by the Management Board. It addressed letters the Bank received from the Bank of Slovenia, acquainted itself with the measures the Bank implemented in relation to risk management and reviewed the Bank's policies and strategies on risk management and its risk profile for 2014. The Supervisory Board adopted the Bank's operational policies and the budget for 2014. The President of the Supervisory Board was in constant contact with the Management Board, which allowed for the Supervisory Board to constantly supervise the operations of the Management Board. The Supervisory Board invited the authorised auditor to its regular meetings, thus making it possible for the auditor to present it with findings related to audit of the Bank. The Remuneration Committee met at its second regular meeting in 2013 and considered the proposal pertaining to the changes and amendments to the Remuneration Policy at Banka Celje, d.d., which it sent to the Bank's Supervisory Board to be adopted and it confirmed them. The Supervisory Board also ascertains that in 2013 its' members were not subject to conflict of interest and have performed their duties as Supervisory Board members autonomously and independently. The members attended the Supervisory Board meetings regularly, based on which it was able to meet in full composition, with all members actively participating in the creation of decisions by taking part in discussions related to individual items on the agenda. Based on the scope of activities perfomed in 2013 and the executed self-assessment of operations, the Supervisory Board deems it own operations in 2013 were performed with all due dilligence, without any deviation from good practice. Operations of the Audit Committee The Audit Committee, comprising: Tomaž Subotič, Ph.D., as President, Melita Malgaj as VicePresident, Barbara Smolnikar, M.Sc. as member and Blanka Vezjak, M.Sc., certified auditor, as the external independent member; met 6 times in 2013. It dealt with 48 items on the agenda. The materials it reviewed pertained to the adoption of the plan of operation of the Audit Committee in 2013, to the report on the operations of the Internal Audit for 2013 and to the plan of the operations of the Internal Audit for 2014. The Audit Committee also acquainted itself with the information on the review by the Bank of Slovenia (ICAAP process). It reviewed the strategies and policies on risk management, the trading strategy and the Bank's risk profile – all pertaining to 2014. In April it proposed the selection of the auditor for 2013 to the Supervisory Board. It also monitored the Bank's interim results, the Bank's exposure to credit risk (on a quarterly basis), its five-year development plan and its business policies and budget for 2013. It was presented with the Agreement on the Audit of the Bank's Operations in 2013, with the findings of the external auditor after the completion of the initial phase of the audit for 2013 and with the report on the operations of the Posest subsidiary. The President of the Audit Committee kept the Supervisory Board informed of the Committee's activities on a regular basis through reports at the Supervisory Board meetings. The Committee was successful in the execution of all planned assignments in 2013 all the while offering the Supervisory Board advisory support in the areas for which it was established. With Uroš Čufer having resigned from his post on 20 March 2013, the Supervisory Board elected a new President of the Audit Committee, namely Tomaž Subotič, Ph.D. and a new member of the Audit Committee, namely Melita Malgaj as Vice-President, at its meeting on 22 March 2013. Barbara Smolnikar, M.Sc., was named member of the Audit Committee at the Supervisory Board meeting on 5 September 2013. The independent external member of the Audit Committee, Zdenka Habe, was dismissed by the Supervisory Board at its meeting on 30 September 2013, at the proposal of the Audit Committee, naming a new independent external member in Blanka Vezjak, M.Sc., at the same meeting. BUSINESS REPORT Banka Celje d.d. and the Banka Celje Group Business Report 2013 I BUSINESS REPORT 1 HIGHLIGHTS 2013 Bank 2012 2011 - amounts in thousands of EUR Group 2013 2012 2011 1. Statement of financial position (on 31 December) Total assets Total deposits from the non-banking sector - companies - private individuals Total amount of loans to the non-banking sector - companies - private individuals Total equity Impairment of financial assets and provisions Commitments and contingent liabilities 1,815,228 1,274,152 616,295 657,857 1,240,057 930,479 309,578 40,758 350,236 530,520 2,270,076 1,416,899 716,570 700,329 1,590,853 1,265,826 325,027 157,943 166,432 551,939 2,490,913 1,484,868 756,122 728,746 1,693,206 1,355,319 337,887 181,333 152,460 692,167 1,816,388 1,274,149 616,292 657,857 1,234,457 924,817 309,640 41,520 350,258 530,389 2,271,355 1,416,898 716,569 700,329 1,585,677 1,260,650 325,027 158,808 166,488 551,939 2,492,765 1,485,025 756,299 728,726 1,690,007 1,352,120 337,887 182,169 152,515 692,556 2. Income statement (from 1 January to 31 December) Net interest and similar income Net non-interest income Labour costs, general and administrative costs Depreciation and amortisation Impairment and provisions Loss before income tax Income tax expense 37,291 94,680 30,610 2,891 (214,054) (115,584) (10,673) 46,589 24,714 31,848 3,392 (63,600) (27,537) 2,553 48,927 23,171 33,731 3,764 (53,193) (18,590) 3,715 37,244 95,056 31,005 2,924 (214,056) (115,685) (10,673) 46,556 26,361 33,398 3,426 (63,601) (27,508) 2,552 48,895 23,939 34,372 3,791 (53,201) (18,530) 3,715 8,478 586 1,844 (265) (3,359) 672 8,478 586 1,844 (265) (3,359) 672 128,166 11,505 131,062 12,505 134,651 11,737 128,195 11,526 131,092 12,525 134,683 11,755 500 508 530 505 513 534 706 508,629 33 80 709 508,629 33 311 704 508,629 33 357 706 508,629 33 80 709 508,629 33 311 704 508,629 33 357 2.49 13.01 14.42 2.54 13.04 14.46 21.61 7.96 6.68 21.61 7.96 6.68 1.73 6.13 (5.37) (81.59) (89.12) 1.93 2.95 (1.14) (15.37) (13.95) 1.95 2.88 (0.74) (9.49) (7.60) 1.73 6.14 (5.37) (81.19) (88.68) 1.93 3.02 (1.14) (15.28) (13.86) 1.95 2.91 (0.74) (9.42) (7.53) 1.56 1.46 1.50 1.58 1.52 1.52 3. Statement of comprehensive income Other comprehensive income Income tax relating to other comprehensive income 4. Number of customers - private individuals - companies 5. Number of employees (on 31 December) 6. Shares Number of shareholders Number of shares Nominal share value (in EUR) Book value per share (in EUR) 7. Ratios in % Capital Capital adequacy ratio Asset quality Impairment charges on financial assets, measured at amortised cost, and provisions for guarantees and commitments / classified balance and off-balance sheet asset items Profitability Interest margin Financial mediation margin Return on assets - before tax Return on equity - before tax Return on equity - after tax Operational costs Operational expenses / average assets 11 Banka Celje d.d. and the Banka Celje Group Business Report 2013 2 PRESENTATION On 31 December 2013 the Banka Celje Group comprised Banka Celje, d.d. (the ''Bank''), as the parent bank and Posest, d.o.o., Celje (the ''Subsidiary''). The Bank owns 100% of the Subsidiary. Head office The Bank's head office is located in Celje, at Vodnikova 2. Subsidiary's head office The subsidiary Posest, d.o.o., is headquartered in Celje, Prešernova 18. Scope of operations The Bank is an independent financial institution, established as a joint-stock company to execute all banking and other financial services based on the Banking Act (Zban-1) and the Companies Act (ZGD-1). Based on the authorisations it holds, it is licensed to perform the following mutually recognised financial services in accordance with Article 10 of the Banking Act: - accepting deposits; - lending that also includes: consumer loans, mortgage loans, factoring with or without recourse, financing of commercial transactions, including forfeiting; - payment services; - issuing and administering other payment instruments (for example, traveller's cheques and bankers' drafts) insofar as this activity is not covered by services referred to in point 3; - issuing guarantees and other commitments; - trading for own account or for the account of customers in: foreign exchange, including currency exchange transactions, financial futures and options, exchange and interest rate instruments; - trading for own account in: money market instruments, transferable securities; - safe custody services. The Bank may also perform the following other financial services in accordance with Article 11 of the Banking Act: - insurance brokerage in accordance with the act governing insurance business; - marketing of mutual funds, sale of investment coupons or mutual fund shares; - tied agent services. The Bank complements its range of services on offer through its specialist subsidiary company Posest, d.o.o., Celje, which deals in real estate and offers leasing products, while also providing advisory services in the recovery of bad debt. It was established in 1991 as a limited liability company. Subsidiary's scope of operation The company is registered to perform a number of different types of activities, with its core business comprising: - marketing of real estate owned by the company and the Bank; - property and equipment appraisals; - supervision of the purposeful use of loans granted to investors; - repayment of the Bank's bad debt; - property leasing; - owned and other property engineering; - advising the Bank regarding real estate property financing. 12 Banka Celje d.d. and the Banka Celje Group Business Report 2013 History The beginnings of the Bank reach as far back as 1864, when Hranilnica mestne občine Celje was established. As the Kreditna banka Celje, it joined Ljubljanska banka in 1971. The Bank was transformed into a joint-stock company at the end of 1989 and remained part of the Ljubljanska banka system as a subsidiary bank until 1994. Since 15 June 1994, the Bank has been operating independently under the name it holds today, namely Banka Celje, d.d. In line with the strategy of extending its operations outside the Celje region, the Bank acquired Banka Noricum, d.d., Ljubljana in 1996 and transformed it into its main branch in Ljubljana, named Glavna Podružnica Ljubljana. The Bank also acquired Hmezad banka, d.d., Žalec in 1998 and first transformed it into a branch, namely Podružnica Hmezad (Hmezad branch), later making it a business unit at the start of 2011. In 1999 the Bank signed a Strategic partnership and business cooperation agreement with Nova Ljubljanska banka, d.d., thus becoming an associated member of its banking group. In February 2011, the consortium of the Bank's owners decided to offer the Bank's shares publicly, based on which due diligence of the Bank's operations was performed in May 2011 by a potential buyer. The owners then stopped the sale temporarily, with the largest owner still not having changed their decision. The Bank will celebrate its 150th anniversary in 2014, which it will convey to the public using the slogan ’’With you through generations, year in year out, for 150 years’’. 3 RECAPITALIZATION The Bank detected the need to strengthen capital at the beginning of the year and included recapitalization in its financial projections as well as proposing a resolution on authorised capital at the regular Annual Meeting of Shareholders. Based on the vote the Bank acquired an equity valuation as at 30 June 2013. Talks were conducted with the existing major shareholders pertaining to recapitalization possibiltiies. It was ascertained, that the Bank’s major shareholders either do not have the potential to recapitalize, there are restrictions or have expressed no interest. Regarding the possibility of entering into ownership, talks were held with banks under foreign ownership that are present in Slovenia and in October 2013 the procedure to find a financial advisor for the recapitalization was started. In the meantime the Bank was included in the asset quality review and subjected to stress tests. A capital shortfall of EUR 388 million was ascertained pertaining to the continued stress scenario and EUR 327 million pertaining to the base scenario for the period until the end of 2015. Folowing the publication of the results of the asset quality review and the stress tests, the Bank received and Order from the Bank of Slovenia pertaining to the capital shortfall requiring it to prepare a detailed plan of activities to eliminate the shortfall. On its basis the Bank prepared ''The Programme of attaining and maintaining the Bank's capital adequacy ratio'' and continued talks with banks under foreign ownership in Slovenia. It was found that foreign banks are reluctant to take on risk in Slovenia, with their reluctance to invest having to do with macroeconomic conditions and the uncertainty due to the involvement in stress testing in the European Union. In January 2014 an advisor for the Bank's recapitalization was selected, namely Raiffeisen Centrobank, with an agreement signed in the same month. The process of finding a potential buyer for the Bank was set up in two phases. The first phase included the preparation of the teaser documentation, a market sounding and the final report on feedback and the interest expressed by potential investors. The second phase is to include the structuring of the sales process, marketing, 13 Banka Celje d.d. and the Banka Celje Group Business Report 2013 road show, due diligence, negotiation, the signing of the SPA and the execution of the takeover bid. The first phase saw 38 potential investors from the region and beyond being contacted, 19 of which were banks from Russia, Turkey, Austria, Italy, France, Spain, Hungary and India. Due to a lack of interest and the commitments to invest in the Bank not having been firm enough, the share sale process was concluded with the conclusion of the first phase. In accordance with the Resolution of the Bank of Slovenia dated 17 March 2014, the Bank convened the 30th Meeting of Shareholders on 11 April 2014, which adopted the proposed resolutions on the recapitalization with the final payment date set on 25 April 2014. The recapitalization was unsuccessful, which is why the Bank applied for state aid which would be given through the transfer of certain assets to the Bank Asset Management Company and through the increase of share capital in accordance with the Act on measures to strengthen the stability of banks and in line with the Rules on State Aid. 4 STRATEGY Under the assumption of successful recapitalization, the Bank prepared a draft of its business policies and budget for 2014 with a revised business strategy until 2018. Due to the recapitalization process, the business policies for 2014 and the strategy until 2018 are still under revision. In 2014 the Bank will promote the sale of traditional banking products that require less capital expenditure, it will focus on business cooperation with small and medium-sized enterprises and retail customers, all the while decreasing the concentration in the credit and deposit portfolios. In its operations it will primarily focus on the regional market. It will provide for a lean and cost-effective management structure. To this aim it has planned an optimisation of operational processes, the elimination of certain activities, rationalization and a gradual decrease in the number of employees. With the help of its stable customer base, the established brand, experience, acquired during the 150 years of its operation, with state aid and with efficient rationalization, the Bank will again become profitable and prove interesting to potential investors. 5 SIGNIFICANT EVENTS 2013: - receipt of a resignation of a member of the Supervisory Board, namely Uroš Čufer, who was named to the post of Minister of Finance of the Republic of Slovenia, with Barbara Smolnikar, M.Sc., being his replacement and having been named to the post of Member of the Supervisory Board at the 29th Regular Sharehoders’ Meeting on 30 May 2013; - receipt of a letter from the Bank of Slovenia on 23 April 2013 in relation to the identification of a possible set of assets subject to eventual action based on the Act on measures to strengthen the stability of banks and the start of activities aimed at the realization of the requirements of the letter; - 29th regular meeting of shareholders carried out successfully on 30 May 2013, at which all the proposed resolutions had been adopted, including a proposal on the recapitalization through the use of authorised capital with the aim of strengthening the highest quality capital; - receipt of the Order to eliminate violations of 20 June 2013, which the Bank of Slovenia sent the Bank to verify the elimination of violations from warnings issued after a review of the Bank’s operations was performed pertaining to credit, capital and liquidity risks and providing 14 Banka Celje d.d. and the Banka Celje Group Business Report 2013 - - - - - the Bank of Slovenia with planning documents after obtaining consent from the Supervisory Board at the end of September; credit rating, announced by the international rating agency Fitch Ratings publicly on 17 October 2013, was maintained and the decision to discontinue cooperation with the agency was adopted, as the rating was primarily intended for acquiring foreign interbank loans. The Bank may restart the process of acquiring a rating at any time in the future; the adoption of the decision by the Bank’s Management Board to commence the procedure of evaluating of the Bank’s equity and the signing of an agreement with Raiffeisen Centrobank pertaining to advisory services related to the recapitalization of the Bank; a review of the loan portfolio quality and the performance of stress tests in the second half of the year, commissioned by the Bank of Slovenia at the Oliver Wyman consulting firm in cooperation with the auditors Ernst & Young and Deloitte for some of the Slovenian banks with the aim of ascertaining the actually required additional capital for the banks; naming of Blanka Vezjak, M.Sc., as an independent expert, to the Bank's Audit Committee in September 2013; receipt of a resignation of a member of the Supervisory Board, namely Zvonko Ivanušič, M.Sc., in November 2013; public release of the stress test and the results of the review of asset quality for ten Slovenian banks on 12 December 2013; refering to the members of the Supervisory Board at the 19th regular meeting on 18 December 2013 the decision of the then President of the Management Board of the Bank Dusan Drofenik, M.Sc., not to begin his new term of office, granted by the Supevisory Board at its meeting in June, due to personal reasons, on the basis of which the Supervisory Board named the active Vice President Davorin Leskovar to the post of President of the Management Board for the period from 1 January 2014 until the naming of the new President of the Bank’s Management Board; adoption of the resolution by the Supervisory Board at its 18th regular meeting on 27 November 2013 to carry out a more detailed review of the approval, monitoring and recovery of the largest non-performing loans as a basis for contract negotiations with the selected auditing firm; receipt of the Order to eliminate the capital shortfall, which the Bank of Slovenia issues on 20 December 2013. 6 ECONOMIC AND BANKING ENVIRONMENT 6.1 Economic environment After eight consecutive drops economic growth in Slovenia increased by 2.1% in the fourth quarter of 2013 as compared with the same quarter in 2012. In 2013 the gross domestic product decreased by 1.1%. The fourth quarter of 2013 saw gross investment in fixed assets increase by 5.9%, with household end-consumption recovering as well, whereas government spending decreased by 1.9% in comparison with the previous quarter. Taking into account investment spending and endconsumption, domestic demand had a positive effect on Slovene economic activity this time, while foreign trade impacted it negatively due to an increase in imports. The export sector remains the most flexible in the crisis and had a positive impact on the trends in the gross domestic product. Exports of goods increased by 3.7%, while imports increased by 4.9% in 2013. Following a two month period of stagnation, the registered unemployment rate increased by 0.5 percentage points in December 2013, to recorded 13.5%, with the number of unemployed persons climbing to 124,015, being 5,900 higher than in December 2012. The construction sector contributed most to the decrease in employment figures, with the decrease being rather less prominent in the manufacturing sector. The increase in unemployment was highest in the age group of 15 to 24 year15 Banka Celje d.d. and the Banka Celje Group Business Report 2013 olds. The unemployment rate increased throughout the Slovenian statistical regions, with the highest rates still coming from Pomurje, and the lowest recorded in the region of Gorenjska. According to the latest date at the end of the third quarter of 2013, the public debt increased to 62.6% of the gross domestic product, with the budget deficit amounting to 4.6% of the gross domestic product. By introducing measures aimed at the rehabilitation of the banking system, the public debt increased to an estimated 75.6% by the end of 2013. The euro area average exceeds 90%. The annual inflation rate, measured by the harmonised index of consumer prices, reached 0.9% in Slovenia in 2013, with the average 12-month price growth coming in at 1.9%, representing a 0.9 percentage point decline in comparison to the 2012 figure. In the European Monetary Union member states, the annual inflation rate according to the November data was 0.9% on average, reaching 1.0% in the European Union member states and 1.2% in Slovenia. 6.2 Banking environment The conditions within the Slovenian banking system in 2013 were impacted by the continuation of the economic recession and the further contraction in lending activity. The contraction in bank lending activities was the consequence of reduced investments in fixed assets and declining domestic consumption as well as the limited access of Slovenian banks in domestic ownership to foreign funding. The changing of the structure of bank funding and the contraction of lending activity resulted in the deterioration of the loan portfolio quality. In December of 2013 after the review of the loan portfolio quality and after the performance of stress tests in some of the Slovenian banks, the process of rehabilitating begun in accordance with the Act on measures to strengthen the stability of banks. In spite of the transfer of non-performing assets of the two largest Slovene banks to the Bank Asset Management Company - BAMC (Družba za upravljanje terjatev bank - DUTB), the risk of a repeated deterioration of bank claims remains, should there be no notable recovery in the economy. With the continuation of the economic crisis the risk of infection of the healthy parts of the economy and of an additional deterioration of the loan portfolios in banks remains present. 7 REPORT ON OPERATIONS IN 2013 The report on operations, including the chapter on assuming and managing banking risk, is based on the Bank's operations, being the dominant entity within the Group. Based on permission issued by the Bank of Slovenia, the subsidiary company is not included in the consolidated supervision in accordance with the decision by the Bank of Slovenia on the Supervision of Banks and Savings Banks on a Consolidated Basis, as from the aspect of the aim of supervision the Subsidiary does not represent any significant effect. 16 Banka Celje d.d. and the Banka Celje Group Business Report 2013 7.1 Financial results 7.1.1 The Bank’s financial result The deterioration of the credit portfolio quality and the decreased lending volumes were the two key drivers leading to the Slovenian banking system's pre-tax loss in 2013, being the fourth year running that a loss was made. The Bank was faced with the problems afflicting the entire Slovenian banking system. In 2013 it recorded a result before impairments and provisions in the amount of EUR 98,470 thousand. The result before impairments and provisions in 2013 includes the effect of the subordinated debt valuation to its fair value in the amount EUR 87,309 thosand. With the exclusion of this effect, the Bank made a profit before impairments and provisions of EUR 11,161 thousand in 2013 (2012: EUR 36,063 thousand). Due to the changes in the Banking Act at the end of 2013 the terms of subordinated debt changed significantly, namely with the inclusion of the embedded derivative (possible conversion into shares in the event of capital inadequacy). Based on this and in accordance with IAS 39, the Bank derecognised subordinated debt at amortized cost and recognised subordinated debt with an embedded derivative at fair value. The fair value was determined by certified appraisers and amounted to EUR 1 million as at 31 December 2013. With the revaluation of subordinated debt to fair value the Bank did not write it off, it only recognized its fair value in accordance with IAS 39. After decreases for the additional impairment charges and provisions made, however, the result was a pre-tax loss in the amount of EUR 115,584 thousand. The higher loss in comparison to the year before resulted from additional impairment charges and provisions that were required. After taxes, which include the impairment of deferred tax assets in an amount of EUR 10,673 thousand, the net loss amounted to EUR 126,257 thousand. The diagram below shows profit trends before impairment and provisioning: 100 98 90 in EUR million 80 70 60 31.12.2012 50 31.12.2013 40 30 36 20 10 0 Profit before impairment and provisions 17 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Analysis of the Bank’s net income and expenses in 2013: - amounts in thousands of EUR Net income and expenses Realization Realization 2013 2012 Change Index 1 2 3=1-2 4=1:2 88,279 (50,988) 110,535 (63,946) (22,256) 12,958 79.9 79.7 Net interest and similar income 37,291 46,589 (9,298) 80.0 Net fee and commission income Net gains from financial operations * 15,818 15,733 85 100.5 Interest and similar income Interest and similar expense 78,862 8,981 69,881 878.1 (30,610) (31,848) 1,238 96.1 (2,891) (3,392) 501 85.2 Impairment charges and provisions (214,054) (63,600) (150,454) 336.6 (Loss) from operations (115,584) (27,537) (88,047) 419.7 Administrative expenses Amortization * includes dividends and other operating gains / (losses) Net interest came in at EUR 37,291 thousand, remaining the strongest income category of the Bank’s regular income. It was 20.0% off the realisation in 2012, namely by EUR 9,298 thousand. The lower interest income was impacted most by the decrease in the average amount of interest bearing investments by nearly 9% and the decrease in the average interest rate attained, mainly as the consequence of the decreasing EURIBOR interest rates by 0.5 percentage points to 3.6%. The biggest impact on interest expenses came from the reduced size of interest bearing liabilities by almost 10%, with the average interest rates attained having decreased by 0.3 percentage points to 2.5%, mainly as a result of decreasing deposit interest rates. Consequently the cumulative interest margin amounted to 1.73% in 2013, having come in at 1.93% in 2012. Net fee and commission income from banking services amounted to EUR 15,818 thousand beating the comparable 2012 figure by 0.5%. In comparison with 2012, card operations were off most, mainly due to a decline in the volume of transactions, with the Bank decreasing the fallout by lowering processing costs. On the other hand, fees and commissions from account maintenance and guarantees exceeded the 2012 figures. Financial transactions resulted in a profit totalling EUR 78,862 thousand, as compared with an amount of EUR 8,981 thousand in 2012. Profit in 2012 was mainly the result of the early redemption and a simultaneous new issue of subordinated bonds in a lower amount with a positive effect of EUR 10,595 thousand. In 2013 the profit was also for the most part made on the basis of a one-off event, namely the valuation of issued subordinated liabilities to fair value in the amount of EUR 87,309 thousand. The estimate of the value of the subordinated liabilities was prepared by an external appraiser. Dividend income came in at EUR 387 thousand, while other net operating losses, mainly the result of changes in the balance sheet tax and the implementation of the financial services tax, amounted to EUR 1,935 thousand. Administrative expenses accounted for EUR 30,610 thousand, thus decreasing by EUR 1,238 thousand or by 3.9% as compared with 2012. The bulk of the decrease pertains to labour costs, coming in lower than in the previous year by EUR 866 thousand, mainly due to the reduced number of employees, a lower holiday allowance pay out and due to lower premiums paid for supplementary pension insurance. Cost of materials and services were also lower by EUR 372 thousand. The Bank’s cost efficiency, measured by the share of operational costs in the average assets, amounted to 1.56% in 2013 (1.46% in 2012) due to a 20.0% drop in the total assets and the 4.9% decrease in amortisation costs. The cost/income ratio (the CIR) came in at 25.39%. Without taking into account the one-off effect of the valuation of subordinated liabilities to fair value the CIR would come up to 75.01%. 18 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Impairment charges and provisions amounted in total of EUR 214,054 thousand, being significantly higher than in the previous years. In relation to these, the Bank took into account the results of the asset quality review, the lengthening of the recovery processes and the lengthy coordination of banks in resolving the matter of over-indebted companies, the increase in insolvency proceedings, the decreased fair value of collateral and the deterioration of the economic conditions. Impairment charges and provisions in an amount of EUR 207,895 thousand pertain to credit risk, while EUR 6,159 thousand comes from investments in available for sale financial instruments. The diagram below shows the trends in gross loans and impairments: 2.000 1.800 1.772 1.610 1.600 1.400 in EUR million 1.200 31. 12. 2012 1.000 31. 12. 2013 800 600 350 400 157 200 0 Gross loans Impairments 7.1.2 The Group’s financial result The gross loss of the Group recorded was EUR 101 thousand or 0.1% higher than the gross loss recorded by the Bank, with the Group’s net loss being higher by the same amount. The Group’s income statement differs from the Bank’s income statement most in other net operating profit, mainly due to income from real estate sales and from leases by the Subsidiary in an amount of EUR 398 thousand, with administrative expenses of the Subsidiary coming in at EUR 395 thousand. 7.2 Financial position 7.2.1 Financial position of the Bank At the end of 2013 the Bank’s total assets amounted to EUR 1,815,228 thousand. As compared to 2012 the figure decreased by EUR 454,848 thousand or by 20.0%. 19 Banka Celje d.d. and the Banka Celje Group Business Report 2013 The Bank’s assets according to individual items: - amounts in thousands of EUR Bank's assets Loans and advances 2013 % 2012 % Change Index 1 2 3 4 5=1-3 6=1:3 1,260,213 69 1,615,610 71 (355,397) 78.0 17,867 1 22,043 1 (4,176) 81.1 1,240,057 68 1,590,853 70 (350,796) 77.9 2,289 - 2,714 - (425) 84.3 338,856 19 488,097 22 (149,241) 69.4 - loans and advances to banks - loans and advances to customers - other financial assets Financial assets Other assets Total 216,159 12 166,369 7 49,790 129.9 1,815,228 100 2,270,076 100 (454,848) 80.0 Loans and advances to banks decreased by 18.9% or by EUR 4,176 thousand. The decrease came mainly from short-term investments in foreign banks. Loans and advances to customers dropped by 22.1% in 2013 or by EUR 350,796 thousand, their share in the structure of the assets thus having decreased from 70% to 68%. Changes in impairment charges required with regard to loans and advances to customers amounted to EUR 193,114 thousand. Loan contraction was, similar to other Slovene banks, faster than the contraction of the Bank’s balance sheet due to reduced demand, stricter lending standards and the creation of impairments. Loans and advances to customers as the most significant category of the Bank's assets are shown in the following diagram: 1.800 1.600 1.591 1.400 in EUR million 1.240 1.266 1.200 930 1.000 31.12.2012 800 31.12.2013 600 325 400 310 200 0 Loans and advances to customers Loans to companies and private entrepreneurs Retail loans Investments in financial assets have decreased by 30.6% in 2013 in accordance with the business policies, with their share in the structure of the assets, as compared with 2012, decreasing from 22% to 18%. 20 Banka Celje d.d. and the Banka Celje Group Business Report 2013 The Bank’s liabilities per item have been realised as follows: Bank's liabilities 2013 % 2012 - amounts in thousands of EUR % Change Index 1 2 3 4 5=1-3 6=1:3 195,411 11 265,853 12 (70,442) 73.5 - foreign banks 101 - 19,120 1 (19,019) 0.5 Due to customers 1,274,152 70 1,416,899 62 (142,747) 89.9 Borrowings from the ECB 152,091 8 151,431 7 660 100.4 Securities in issue, subordinated liabilities 134,841 8 259,747 11 (124,906) 51.9 17,975 1 18,203 1 (228) 98.7 1,774,470 98 2,112,133 93 (337,663) 84.0 40,758 2 157,943 7 (117,185) 25.8 1,815,228 100 2,270,076 100 (454,848) 80.0 103,844 51 95,104 47 8,740 109.2 99,152 49 108,207 53 (9,055) 91.6 202,996 100 203,311 100 (315) 99.8 Deposits and borrowings from banks Other liabilities Total liabilities Total equity Total liabilities and equity Risk bearing commitments and contingent liabilities Guarantees Assumed liabilities Total risk bearing com. and cont. liabilities Deposits and borrowings from banks fell by 26.5%, with deposits and borrowings from foreign banks only amounting to EUR 101 thousand, represented by at sight deposits with from foreign banks. In the domestic interbank market the Bank directed its activities at acquiring predominantly long-term dedicated financing from SID Banka. Due to customers decreased by 10.1%. Retail deposits went down as well as deposits from corporates and private entrepreneurs, while the ratio of net loans to deposits from the non-banking sector improved from 1.12 to 0.97. Due to customers as the most significant category in the Bank's liabilities: 1.600 1.400 1.417 1.272 1.200 in EUR million 1.000 800 717 700 614 600 658 31.12.2012 31.12.2013 400 200 0 Due to customers Due to companies and private entrepreneurs Retail deposits Deposits from the Central Bank include loans taken from the European Central Bank and represent long-term liabilities. The Bank acquired the assets in December 2011 and in March 2012 within the framework of the Central Bank's 36-month funding facility. 21 Banka Celje d.d. and the Banka Celje Group Business Report 2013 The volume of own securities in issue and subordinated liabilities dropped by 48.1% in 2013. The decrease was mainly the result of derecognition of the Bank’s subordinated liabilities from at amortized cost and their recognition at fair value. Subordinated debt was restated to fair value in an amount of EUR 1 million, as determined by the external appraisers. With the revaluation of subordinated debt to fair value the Bank did not write it off, it only recognized its fair value in accordance with IAS 39. The Bank’s capital decreased by EUR 117,185 thousand or by 74.2% in 2013, and stood at EUR 40,758 thousand at the end of the year. The main cause for the decrease was the net loss achieved during the 2013 financial year. Risk bearing commitments and contingent liabilities fell by 0.2% in 2013. The volume of guarantees issued increased by 9.2%, while the assumed liabilities dropped by 8.4%. The largest increase came from short-term guarantees and letters of intent, while unused commitments to extend loans and corporate overdrafts went down. 7.2.2 Financial position of the Group The Group’s total assets came in EUR 1,160 thousand higher than the total assets of the Bank; in comparison with 2012, the figure was EUR 454,967 thousand less. Looking at Group assets, the higher total assets mainly pertain to the inventory and investment property of the Subsidiary. Investment property includes the net carrying value of land and buildings purchased for the purpose of operating lease. The liabilities of the Group are higher than the liabilities of the Bank mainly in the items pertaining to capital and other liabilities. 7.3 Operations according to key sectors 7.3.1 Corporate banking Corporate banking, pertaining to companies and private individuals, represents a key sector for the Bank, as it is the strongest segment of its operations. The Group’s credit operations with companies came in EUR 5,600 thousand lower than the Bank’s credit operations due to the elimination of mutual claims, while deposit operations of the Group did not differ. Within the Bank’s credit operations, the gross value of loans to companies and state amounted to EUR 1,263,392 thousand, while impairments totalled EUR 332,913 thousand, having increased by EUR 189,724 thousand in a year. The net value of loans to companies decreased by 26.5%, representing a decrease in value of EUR 335,347 thousand. With a net amount of EUR 930,479 thousand, the share of loans to companies decreased within the structure of assets from 56% to 51%. In lending to companies, the Bank devoted special attention to the management of bad debt. The share of bad debt increased in 2013 due to new bankruptcies and compulsory settlement proceedings, which is why in October 2013 the Bank restructured the work group dedicated to active monitoring and recovery activities into an independent organisational unit for the restructuring and recovery of receivables. It transferred the entire portfolio of bad debt to the new organisational unit, thus reducing the workload of sales, which allowed these to more actively acquire new partners and 22 Banka Celje d.d. and the Banka Celje Group Business Report 2013 market other banking products, such as payments, cards, POS terminals. Lending was mainly done on the basis of an adequate classification and within the scope of limit targets, with lending to risky sectors having been limited, while the Bank also required an adequate amount of own assets and cash flows for the repayment of the loan. The Subsidiary was also included in lending to companies, namely in the appraisal of projects, the monitoring of the purposeful use of funding and in the appraisal of pledged real estate. Deposit operations have seen deposits from the non-banking sector decrease by 14.0% or by EUR 100,275 thousand to EUR 614,161 thousand. Government deposits accounted for EUR 215,467 thousand, having increased by EUR 30,969 thousand in 2013. In its deposit operations, the Bank followed its objective of diversification, all the while adjusting deposit volume to the requirements of credit operation. The diagram below shows the trend in credit and deposit operations with the corporate sector: 1.400 1.266 1.200 930 1.000 in EUR million 800 717 614 600 31.12.2012 31.12.2013 400 200 0 Loans to companies and state Deposits to companies and state 7.3.2 Retail operations The Bank also puts a lot of emphasis on retail operations, having set up a broad retail network of business units and ATM machines, which it uses to bring its services to as many clients as possible. Retail loans went down by 4.8% in 2013. The gross value of loans amounted to EUR 324,537 thousand, with impairment charges amounting to EUR 14,959 thousand, having increased by EUR 2,968 thousand within the year. Retail deposits also declined in 2013, namely by 6.1% or EUR 42,472 thousand. The decrease is mostly a consequence of increased uncertainty prior to the announcement of stress test results and the deterioration of the depositors’ economic situation. According to maturity structure, the share of at sight deposits increased from 43.9% to 45.9% in total retail deposits, while the share of short-term deposits decreased by 3.3 percentage points to 25.9%, with the share of long-term deposits increasing from 26.9% to 28.2%. 23 Banka Celje d.d. and the Banka Celje Group Business Report 2013 The trends in retail credit and deposit operations: 800 700 700 658 600 in EUR million 500 31.12.2012 400 325 310 31.12.2013 300 200 100 0 Retail loans Retail deposits The Bank promoted retail operations in different ways. With the assistance of an internal strategic and operative CRM (Customer Relationship Management) system it introduced efficient marketing campaigns, which put client wishes, needs and interests to the fore. Lending saw a new additional offer introduced, which was aimed at customers up to the age of 35, employed on fixed-term contracts. The special feature of the offer pertains to the fact that, with appropriate collateral, loans may be taken for a period, which exceeds the term of the employment contract. The effects of the introduction of this lending facility were positive, with the Bank having granted 128 loans. Retail clients also responded positively to special lending offers in summer, which resulted in a total of 1,046 new loans granted. To promote retail deposit operations, all Klik users were offered more favourable deposit conditions, resulting in 1,355 new deposits. A new twin deposit service was introduced as well as the ''Right Decision'' package, which in addition to free transaction account management during the first year of operation also includes a package offering cheaper and free services. The effects of the offer are favourable, with the Bank having gotten 558 new deposits based on the twin deposit offer, while acquiring 334 new customers on the basis of the ‘’Right Decision’’ package. Alternative savings instruments are also something the Bank provides its savers with. It has been marketing insurance services for a number of years now, thus complementing the traditional banking and financial transactions on offer. Within the scope of insurance services, it offers its clients a number of different insurance types, cooperating with the following insurance companies based on the licence for insurance brokerage it holds: NLB Vita, Zavarovalnica Maribor, Zavarovalnica Triglav, Adriatic Slovenica and Tilia. In 2013 promoting life insurance through NLB Vita provided most of the positive results. In total the Bank brokered the sale of nearly 6 thousand new insurance packages in 2013. In addition to classical counter services, the Bank has also been offering its clients more modern services, comprising non-cash and self-service operations, e-banking, phone banking, bank letters and transaction monitoring with the use of text messaging services. 24 Banka Celje d.d. and the Banka Celje Group Business Report 2013 In non-cash operations, the Bank offers a wide spectrum of card services. It issues payment cards of the Activa Maestro, Activa/Mastercard, Activa/Visa and Activa Visa Electron brands. The Activa card provided the foundation for the development of card operations in Slovenia more than a decade ago. Up to today more than a million customers use Activa cards. At end 2013 the Bank had 170,159 cards in issue, with Activa Maestro representing most, followed by Activa Mastercard. With regard to self-service operations, clients had at their disposal 83 ATMs at the end of 2013, connected into the BA network across Slovenia. The Bank constantly monitors the safety of ATM operations and is working towards expanding the applicability of these as well as on their accessibility. Users gain a 24 hour a day access to cash withdrawals, UPN payment orders, cash deposits, mobile phone account charging, and a mini print-out of transactions for the past 90 days is also available. Modern e-banking has been available to clients since July 2000 and it enables quick, safe and simple performance of most of the services offered by the Bank. E-banking is constantly adapting to new modern technologies. Safety has been provided for with the use of the most modern internet technologies. The Klik users have the option of performing electronic banking using mobile phones and table PCs to review account activity and a detailed card transaction overview as well as e-invoice operations. In 2013 the Bank acquired over 1,600 new Klik users, which is now being used by 18,541 of the Bank's customers. 7.3.3 Banking operations Operations with other banks are performed by the Bank, with the Subsidiary only dealing with the parent bank. Since the start of the crisis in the international financial markets the Bank has been monitoring its liquidity with great responsibility, adopting measures aimed at the strengthening of operational and structural liquidity. The operational liquidity position continued to be good in 2013. The Bank was constantly faced with a surplus in short-term operational liquidity. On December 31, 2013 liquidity reserves amounted to EUR 435 million. The surpluses were placed mainly with the European Central Bank through participation in withdrawal of excess liquidity auctions and to a lesser extent the surpluses were placed in the interbank market as well. The Bank obtained liquid assets from SID Banka and the interbank market, while also making use of funding from the European Central Bank. The Bank of Slovenia adopted a number of decisions, on the basis of which Slovenian banks were able to increase eligible assets for the collateralization of liabilities to the European Central Bank. The Bank obtained a confirmation of its application for the selection of the ICAS BS as an additional rating source and thus added its additional adequate financial investments into the financial asset fund for the collateralization of financial obligations toward the European Central Bank. The larger part of the liabilities toward the European Central Bank, which amounted to EUR 152.1 million in December 2013, the Bank will repay early in 2014, in line with current operational liquidity surpluses. Liabilities to commercial banks declined by 26.5%.The Slovenian banking system was heavily influenced by the continued economic recession and the contraction in lending activity. Unfavourable conditions, persisiting for a number of years now, confirm that excessive bank funding with sources, acquired from foreign financial markets, increases the sensitivity of banks to the changing conditions in the international financial markets. Due to a very limited access to long-term foreign funding, the Bank did not raise any bilateral or syndicated loans in 2013, repaying all of the loans at final maturity. End 2013 the Bank’s sole exposure was to SID Banka. 25 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Trends in bank operations: 450 417 400 348 350 300 in EUR million 250 197 200 150 31.12.2012 31.12.2013 136 100 50 0 Loans and advances to banks and ECB Deposits and borrowings from banks and ECB 7.3.4 Financial instrument operations The Bank conducts transactions with securities and derivative financial instruments, while the Subsidiary does not. The total volume of investments in securities decreased by 30.6% in comparison with 2012. In December 2013 the Bank transferred the entire portfolio of held to maturity financial assets to the category of investments in available for sale financial assets, which thus represent 97% of all investments in financial assets. Held for trading financial assets decreased by 58%. In 2013, the Bank exercised all of its futures contracts involving certificates of deposit, while subordinated bonds of two banks were cancelled in accordance with the decision on emergency measures by the Bank of Slovenia. Financial assets designated at fair value through profit or loss no longer recorded a position at the end of 2013. A subordinated bond issued by a bank was cancelled in accordance with the decision on emergency measures by the Bank of Slovenia, a bond issued by a foreign issuer was sold and another matured. Available for sale financial assets represent part of the secondary liquidity reserve and are used for the management of liquidity, currency and interest rate risk. At the end of the financial year the Bank reassessed the capacity to hold and its intentions pertaining to the holding of the held to maturity portfolio and has, having assessed it is no longer its intention to hold these, reclassified the financial assets to the available for sale financial assets. In 2013 investments in debt securities were reduced with lower reinvestment of matured bonds and short-term government T-bills. The Bank also sold off all the remaining investments in mutual funds and impaired two capital investments. Due to the entire portfolio of securities having been transferred the Bank no longer had any held to maturity investments. 26 Banka Celje d.d. and the Banka Celje Group Business Report 2013 In 2013, in line with its business objectives, the Bank carried out futures transactions with underlying securities, entered into interest rate and currency swaps as well as traded options. End 2013 interest rate swaps were the most prevalent, representing 73.2% of all derivatives. 600 500 488 400 in EUR million 339 300 31.12.2012 260 31.12.2013 200 135 100 0 Securities investments Own securities issued Liabilities from securities in issue came down by a total of 48.1% in 2013. The Bank derecognised its subordinated debt from at amortized cost and recognised it at fair value, as determined by external authorised appraisers. Financial liabilities at fair value through profit or loss dropped by 97.0% in 2013. All subordinated liabilities were recognized to this category and were subsequently collectively revaluated to a lower fair value. Debt securities in issue include liabilities from regular bonds and certificates of deposit. Bonds from three separate issues are included, maturing in 2015 and 2016. The decrease in the item is therefore the result of certificates of deposit with maturities over 1 year maturing. Subordinated liabilities were no longer shown at the end of 2013 due to derecognition at amortized cost and the transfer to financial liabilities designated at fair value through profit or loss. 7.3.5 Payments The Bank performs international and domestic payment operations, while the Subsidiary does not. In 2013, the Bank concluded its activities in relation to the migration to SEPA (Single Euro Payments Area) products. Credit and debit payments are now effect in accordance with new standards. The Bank was also preparing to implement the Regulation 260/2012 valid from February 1, 2014 with a transitional period until August 1, 2014, requiring the technological adjustment of respective applications to be able to provide all the required data. The Bank was also preparing to fully implement the ISO 20022 xml standard in the exchange of data between the Bank and the customer. The overhaul of electronic banking for corporate customers and private entrepreneurs was completed successfully and given a new name – ‘’BCNet’’. An updated design, new functionalities 27 Banka Celje d.d. and the Banka Celje Group Business Report 2013 and especially a unified format for domestic as well as foreign transactions have been made available to the customer. The project of own e-invoice issuing has been completed. The Bank’s business decision, that all customers, who deal with the Bank electronically be automatically sent e-invoices was also implemented. E-invoices, external and the Bank's own, are being received by 7,000 or 60.8% corporate customers and private entrepreneurs. End 2013 the entire SWIFT support was transferred to an external provider. In 2013, the Bank executed 12.2 million payment transactions totalling EUR 43,432 million. Its share in the total number of outflow transactions in Slovenia for 2013 amounted to 3.47% and thus improved upon the 2012 share of 3.40%. At the end of 2013, the Bank maintained 7,121 corporate transaction accounts and 5,431 transaction accounts belonging to private entrepreneurs and to private undertakings, with its market share in the Slovenian banking system coming in at 5.6% (2012: 5.8%). In the area of transaction account management, the Bank is legally obligated to perform execution activities on the basis of final court decisions received. In 2013, the Bank received 36,386 and executed 20,320 final court decisions on compulsory debt collection and execution. The number of decisions received increased by 40% in 2013, with the number of decisions implemented increasing by 58%. At the end of 2013, a total of 530 corporate accounts amounting to EUR 194.6 million (2013: 482 corporate accounts in an amount of EUR 202.8 million) as well as 453 accounts belonging to private entrepreneurs and private undertakings in an amount of EUR 18.8 million (2012: 615 453 accounts belonging to private entrepreneurs and private undertakings in an amount of EUR 23.2 million), were frozen. The Bank was also authorised to execute 23,545 final decisions related to private individuals totalling EUR 62.7 million (2012: 18,059 decisions in an amount of EUR 48.2 million). 7.4 Shareholder information The Bank’s equity comprises share capital, share premium, revaluation reserve, profit reserves and net profit, while own shares decrease it. In order to improve capital structure and capital ratios, especially the top-quality Core Tier 1 capital, the Bank eliminated pre-emptive rights based on preference shares in the last quarter of 2012, while at the General Meeting of Shareholders in 2013 a resolution on authorized capital was adopted. On this basis, the Bank began the recapitalization process. In 2013, the Bank did not acquire or dispose of own shares. As at 31 December 2013, it held 251 regular own shares, 165 shares reserved for substitution with shares of the former Hmezad banka and 938 shares pledged as collateral. 28 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Equity in 2013 is shown in the table below: - amounts in thousands of EUR Equity 2013 % 2012 % Change Index 1 2 3 4 5=1-3 6=1:3 Share capital 16,980 42 16,980 11 - 100 Share premium 51,380 126 51,380 32 - 100 Revaluation reserve 11,927 29 2,863 2 9,064 417 Profit reserves 86,759 213 111,735 71 (24,976) 78 (31) - (31) - - 100 (126,257) (310) (24,984) (16) (101,273) 505 40,758 100 157,943 100 (117,185) 26 Treasury shares (Loss) for the year Total At the end of December 2013, the Bank's equity amounted to EUR 40,758 thousand, having decreased by EUR 117,185 thousand in the year. The drop resulted from net loss amounting to EUR 126,257 thousand. The surplus from the revaluation of available for sale financial assets had a positive effect of EUR 9,064 thousand on equity, with an additional positive impact from the transfer of unpaid dividends from previous years to profit reserves in the amount of EUR 8 thousand. The Group equity at end 2013 amounted to EUR 41,520 thousand exceeding the Bank equity by EUR 762 thousand, with EUR 564 thousand of the figure pertaining to the profit reserves, EUR 162 thousand pertaining to the share premium and net profit representing EUR 36 thousand. The book value of the Bank’s share, calculated as the ratio between the recorded value of capital and the number of outstanding shares, amounted to EUR 80 as at 31 December 2013. Due to the fact that the accumulated capital includes the positive effect of the valuation of subordinated debt, which exceeds the value of accumulated capital, the share capital is negative, thus the book value per share equals zero. More detailed information on the structure of share capital and the rights and obligations based on the shares are shown in Chapter 10.2.9 of this annual report. At end 2013, the share register of the Bank showed 706 shareholders, 216 of which were legal entities, while 490 were private individuals. Nova Ljubljanska banka remains the Bank’s largest shareholder, holding a 40.99% ownership share and a 41.11% share of the voting rights at the end of 2013. The following companies represent the Bank’s 10 largest shareholders: - in % Ownership share 40.99 9.36 9.21 4.00 3.88 3.75 2.67 2.43 1.79 1.53 79.61 10 largest shareholders as at 31 December 2013 Nova Ljubljanska banka d.d. Ljubljana Slovenska odškodninska družba d.d. Ljubljana NFD 1 Delniški podsklad Abanka Vipa d.d. Ljubljana Unior d.d. Zreče Zavarovalnica Triglav d.d. and Kritni sklad Ljubljana Nova Kreditna banka Maribor d.d. Maribor Juteks d.d. Žalec Opus Invest d.o.o. Velenje Polzela d.d. Polzela Total 29 Banka Celje d.d. and the Banka Celje Group Business Report 2013 7.5 Assuming and managing banking risks In its operations, the Bank is exposed to a number of different risks which is why it developed a number of different procedures and methods for their management. The quality of assessing all risk types and responding to them in a timely manner as well as decreasing exposure to risk are important factors for the attainment of the Bank’s strategic goals. It has prepared a strategy of assuming and managing risk together with nine policies, which feature detailed descriptions of procedures in connection with identifying, measuring or assessing, managing and monitoring risk. The strategy and policies of assuming and managing risk are updated annually, whereby environmental conditions and their effect on the Bank’s operations are taken into consideration as well as the newly acquired experience and know-how in the area of risk management. The Bank’s largest exposure pertains to capital risk, followed by liquidity, credit and strategic risk, profitability risk, operational, reputation and market risk as well as interest rate risk. On January 1, 2014 a new capital accord came into force as a result of Basel III requirements. The content of the new capital accord has been transferred to the European banking environment in the form of two documents: - Regulation (EU) No. 575/2013 of the European Parliament and of the Council of June 26, 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No. 648/2012 (hereinafter referred to as ‘’Regulation CRR’’); - Directive 2013/36/EU of the European Parliament and of the Council of June 26, 2013 on the access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms and amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/48/EC (hereinafter referred to as ‘’CRD IV’’). Preparations to the changes in the legislation are actively being performed in the Bank within the Basel III project, the goal of which is to fulfil the legislative requirements regarding reporting to the supervisory institution and to improve the monitoring of risks as a basis for the further decisionmaking process. The new legislation effects the management of capital and liquidity risk the most, however changes regarding the management of credit risk are significant also. The following includes definitions of individual banking risk types. Capital and capital adequacy In its operations, the Bank must always have at its disposal an adequate amount of capital, which depends on the volume and types of services the Bank provides and on its strategy. An adequate capital base represents a contingency reserve pertaining to different risk types, which the Bank is exposed to in its operations. To cover unexpected loss, the capital of any bank must always amount to at least the sum of the capital requirements for the credit, market and operational risk, while capital adequacy, representing the ratio between capital and the sum of risk-adjusted items, must always amount to at least 8%. The management of the capital and capital adequacy within the Bank is based on adopted policies of assuming and managing capital risk and is in line with annual business principles, also expressed in the need for adequate regulatory capital. With the intention of assessing the capacity for assuming risk, the Bank prepares a plan of the dynamics in capital and capital requirements as well as projections of internal capital assessment and capital requirements for a period of five years in line with its annual business policies and the Bank’s financial plan as well as the five-year strategy, which show the fluctuations of capital adequacy ratios in accordance with the planned volume of operations. The Bank can increase capital with retained profit, by issuing subordinated debt and other suitable financial instruments or by issuing shares. The Bank works on reducing investments with higher capital requirements (related to capital requirements for credit and liquidity risk), while also 30 Banka Celje d.d. and the Banka Celje Group Business Report 2013 decreasing capital requirements for credit risk by including real estate (housing and offices) into the calculation of the risk adjusted exposure. In 2013 the Bank continued the activities to decreases capital risk, however it still recorded a severe drop in regulatory capital as a consequence of the negative result. In 2013, a valuation of the Bank’s share capital was made. The Bank conducted talks with existing owners on the possibility of a recapitalization, while at the same time looking for a new strategic partner. Based on the assessment provided by a certified business appraiser and in line with IAS 39 due to the significant changes in the subordinated debt terms (amendment of the Banking Act) with the inclusion of the derivative, it revalued its hybrid instrument and subordinated liabilities at fair value. Based on the results of the asset quality review and the stress test results, the Bank received an order by the Bank of Slovenia pertaining to the elimination of the capital shortfall by 30 June 2014. To eliminate the capital shortfall the Bank has prepared programme on attaining and maintaining the capital adequacy ratio, which it will endeavour to execute with the assistance of the state. Details are presented in Chapters 3 and 4 of the Business Report. The new capital accord (Regulation CRR and Directive CRD IV) introduces a new definition of capital, which is divided into core and additional capital. Core capital comprises regular equity capital and additional core capital, whereby the emphasis is put on regular equity capital or shareholder’s capital, which is designated for the coverage of losses from the bank’s regular operations. Capital ratios also relate to the structure of capital. The major features of the new regulation that will affect the calculation of bank capital relate to more stringent criteria on the inclusion of capital instruments in the calculation of capital, deductions from equity, additional disclosures in relation to capital and the introduction of capital buffers. To mitigate the effects of more stringent capital standards that will affect the calculation of capital, a transitional period has been introduced, during which the new rules will gradually be implemented. On a quarterly basis, the Bank calculates an internal estimate of capital requirements to cover unexpected losses from capital risk in accordance with the adopted methodologies. Liquidity risk Liquidity risk is the risk type that includes the risk of providing liquidity funding when the Bank is unable to settle all of its due obligations or is forced to obtain sources of liquidity at significantly higher costs. It also includes market liquidity risk, pertaining to positions in financial instruments which cannot be sold or replaced in a short period of time without significantly affecting the market price. From the aspect of time, liquidity risk management is separated into operational liquidity management and structural liquidity management. The Bank provides for efficient management of operational and structural liquidity, representing the management of cash flows in a chosen time frame while taking into consideration the liquidity of available assets and the stability of asset sources. Operational and structural liquidity cash flow management is based on simulations done in relation to the maturity of asset sources and the maturity of assets according to their capacity for prompt realisation. Turning to operational liquidity the Bank has at its disposal an adequate amount of liquidity reserves, which enable it to settle matured liabilities in the shortest possible period in cases when usual liquidity sources are not available, or when these do not provide for the adequate liquidity required. For structural liquidity, the Bank provides for an adequate liquidity ratio in accordance with the Decision on minimal requirements for ensuring adequate liquidity for banks and savings banks, thus ensuring required reserves in the form of the structural liquidity surplus. 31 Banka Celje d.d. and the Banka Celje Group Business Report 2013 In accordance with the Decision on risk management and implementation of internal capital adequacy for banks and savings banks, the Bank performs quarterly stress test scenarios pertaining to liquidity. Based on the results of these stress tests, it defines target ratios and liquidity risk management limits. The tests allow it to determine the structure and minimal amount of the liquidity reserve. It also defines a contingency plan for the Bank to follow at the onset of the first signs of a liquidity crisis. By employing a system of limits, the Bank also follows the objective of maximising funding source diversification. By maximising the diversification of liquidity sources with an emphasis on long-term liquidity, the Bank works towards the objective of an optimal liquidity gap, being the difference between assets and liquidity sources in a certain time interval. The Bank calculates the internal estimate of capital requirements to cover for unexpected loss from liquidity risk in line with its internal methodologies on a quarterly basis. In 2013, the Bank managed liquidity risk in line with adopted policies, however the conditions in relation to accessing liquidity changed. The Bank did not have any problem in relation to operational liquidity, as it provided for sufficient liquidity reserves (highly liquid assets, which are also eligible to be pledged as collateral pertaining to obligations toward the European Central Bank and in the interbank repo market) to manage the required level of operational liquidity. More of its activities were aimed at providing adequate diversification of liquidity sources, which allowed it to follow the goal of an optimal structure of these while emphasising stable liquidity sources. It also followed its objective of an adequate ratio of loans to the non-banking sector with deposits from the non-banking sector. In 2013, the Bank continued to perform activities pertaining to the calculation of the value of the Liquidity Coverage Ratio (the LCR) as defined by the new CRD IV capital accord. The LCR ratio calculations show that the amount of the Bank's top-quality liquid assets exceeds the net liquidity outflows in extreme liquidity conditions (30 days), which is why it will continue to work towards ensuring an adequate amount of top-quality liquid assets in relation to the expected liquidity inflows and outflows. Liquidity management will be directed at providing alternative long-term liquidity sources. Credit risk Credit risk, representing the risk of loss resulting from a debtor's inability to meet its obligation to the Bank, is considered one of the most important banking risks. The aim of assuming and managing credit risk is for the Bank to ensure up-to-date management and assessment of debtor risk or the risk related with investments and the credit portfolio. The Bank measures the risk associated with a debtor prior to granting a loan as accurately as possible and measures the exposure to credit risk for the entire duration of the credit relationship thereafter. The Bank directs investments toward debtors with a high rating and toward less risky sectors and regions. It builds the risk associated with the investment into the interest rate and ensures the best possible collateral. The Bank limits portfolio concentration by setting up limits toward debtors or toward groups of related entities, by setting limits in connection with portfolio structure (according to sector, region, type of transaction, and activity). Most of the transactions are entered into within the Republic of Slovenia, with treasury transactions and low risk investments being performed in other European Union members, while decreasing exposure to the SEE region. The Bank has set up a system of early increased credit risk detection and is actively working on recovery of receivables past due. In the event of objective evidence on increased credit risk, the Bank assesses loss from credit risk and recognises impairment charges and provisions in line with international financial reporting standards, while ensuring their adequacy on an ongoing basis later on. 32 Banka Celje d.d. and the Banka Celje Group Business Report 2013 The Bank calculates credit risk capital requirements using the standardised approach. It also calculates an internal assessment of capital requirements to cover for unexpected loss from credit risk on a quarterly basis. It estimates the assessed internal capital requirements based on external factors and performs stress tests as well, while also measuring the effect that extraordinary, but probable, events have on profit and the Bank’s financial position. The Bank further reduced credit exposure in 2013, while limiting exposure to activities and regions with a higher level of risk. The problems faced by the domestic economy and the inactivity of business owners pertaining to the process of financial restructuring, the conditions in the housing market and lengthy court procedures all led to a further deterioration of the credit portfolio. With the number of insolvency proceedings increasing and with rising unemployment in 2013, the share of defaulters and non-performing assets also increased. The share of debtors in rating classes A and B (investment grade classes) decreased to 57.45% (2012: 74.53%) and the share of debtors classified as C through E (bad debtors) increased to 42.55% (2012: 25.47%). In 2013 the Bank applied significant additional impairment charges to cover for credit risk losses amounting to EUR 207,897 thousand, which pertain to the transition of debtors from the good to the bad part of the credit portfolio (the effect of over-indebtedness in companies, of the increase in overdue receivables, new insolvency procedures) and the additional provisioning in the bad part of the portfolio (decreased fair value of collateral, lengthy recovery proceedings, further negative events in connection with debtors, to which the Bank had already restructured receivables). In the year the Bank was included in the asset quality review and the performance of stress testing, where further significant impairments were determined, which was also impacted by the marked decrease in the value of collateral. An economic recovery is not yet expected in 2014, which is why the Bank will continue to implement measures to mitigate the negative effect of the crisis (regular monitoring of debtor operations and their rating, active recovery of receivables due, acquiring additional collateral, granting new loans to financially stable companies and financing investments in core business, granting housing loans, etc.). It will also continue to follow the strategy of maximizing the diversification of its credit portfolio and reducing exposure to individual debtors and groups of related parties, all the while limiting investments in sectors it estimates as high risk. Slovenia remains the target market, which is why the Bank will continue to decrease exposure abroad, which amounted to 7.6% of the credit portfolio at the end of 2013. The new capital accord (Regulation CRR and Directive CRD IV) introduces changes in the field of credit risk management pertaining to capital requirement for credit risk, with an aim to limit investments in exposures with a higher rate of risk and directing these into retail banking, especially into small and medium companies, where an additional incentive of decreased capital requirements has been introduced. It determines a unified definition of default and the standards for the monitoring of defaulting exposures. The definition of restructured exposures has also been unified and requirements set regarding their monitoring after restructuring has been done. Thus, the goal is to achieve more transparency in banking operations and a higher level of comparability between banks. Strategic risk The objective of strategic risk management is to reduce the risk of loss from erroneous operational decisions, the inappropriate implementation of decisions made or due to insufficient responsiveness to the changes in the operating environment. To this end, the Bank prepares a five-year strategy and regularly verifies its implementation, which allows it to adapt to the changes in the internal and external business environments on time. The strategy is clear enough to allow for it to be implemented throughout the Bank and is adequately supported by all the required calculations, as well as by personnel and technological capabilities. 33 Banka Celje d.d. and the Banka Celje Group Business Report 2013 In line with the most recent calculation of the risk profile, the Bank will provide for capital requirements pertaining to strategic risk, with the amount of these adjusted to the successfulness of the attainment of stable ownership and a stable capital adequacy in the long-term. Profitability risk Profitability risk pertains to an inadequate structure or to the Bank’s inability to provide ample and constant levels of profitability. The methodology of assessing profitability risk is based on determining the adequacy of the structure of the statement of financial position, the income statement items, the interest margin, the return on assets and the capital and cost efficiency. This is why the Bank prepares monthly quantitative and qualitative analyses of the statement of financial position, the income statement, the statement of comprehensive income and the statement of cash flows, with the findings taken into account in the operational decision-making process. To assess the adequacy of internal capital, the Bank calculates the internal estimate of capital requirements to cover for unexpected loss from profitability risk on a quarterly basis in line with the adopted methodology. By reducing deposit rates as a result of the measure adopted by the Bank of Slovenia in spring of 2013, downward pressures on net interest income are being mitigated. Operational risk Operational risk pertains to the risk of loss as a consequence of the inadequate or unsuccessful execution of internal processes, the actions of individual persons or the functioning of systems, or due to external factors. Due to its fast development and the characteristics of the financial system, the importance of operational risk is growing. It requires the setting up of a solid and reliable system for assuming and managing this risk type. In defining the way it assumes and manages operational risk, the Bank takes into consideration its size and development as well as the nature and complexity of its business activities. It has prepared a comprehensive review of its potential exposure to operational risk according to business processes, which is based on exposure according to category of operational risk, the frequency of an event occurring, the risk impacts and control environment. The Bank has prepared a list of operational processes, which served as the basis for the preparation of a profile of potential exposure to operational risk according to individual processes, for the Bank as a whole, for the preparation of a catalogue of all operational risk it identifies and for the preparation of a matrix of links between organisational units in the business processes. It calculates operational risk capital requirements according to the basic indicator approach. The calculation of the internal capital assessment and the capital requirements to cover unexpected loss from operational risk is done in line with adopted methodologies on a quarterly basis. Continuous operation of the Bank is regulated by the rulebook defining procedures, activities and processes of operation and organisation in the event of a crisis, which are part of operational risk. The purpose of the plan for continuous operation is to ensure the safety of employees and clients and to set up the smooth operation of key business processes in the shortest possible time at the existing and an alternate location. All business processes performed by the Bank have plans in place for their performance in the event of non-functional IT. The goal of organised operations is to reduce operating and financial damage, which would materialise should activities and procedures defined in the continuous operation plans for the Bank and in the recovery plan be suspended. 34 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Reputation risk Reputation risk represents the risk of loss due to a negative image, which the Bank has in the eyes of its clients, business partners, owners, investors and supervisors. This image impacts the establishment of new business relationships and services as well as maintenance of existing ones. Negative effects may include loss of revenue, a deterioration of operational results, a decrease in at sight deposits and other funding sources, a decline in the number of clients, drop of share value, etc. To ensure the reputation of the Bank, as perceived by the interested public, is adequate for the attainment of operational goals, the management of its reputation is a strategic task for the Bank as a whole, not only its respective parts. The utmost attention is paid to operations with customers and to the contacts with supervisory institutions, potential investors and other public groups. From the organisational point of view the management of reputation risk is not simply a task of an individual organisational unit, rather it is the responsibility of all of the Bank’s employees, with the Management Board playing a key role. The Bank manages reputation risk by ensuring safe and stable high quality operations, by having the Management Board and Supervisory Board conduct themselves in accordance with professional prudence and the highest ethical standards of management, by providing transparent operations, monitoring its media image, systematically communicating with the varied public groups, managing its human resources with utmost care, and by being socially responsible. It pays special attention to communicating to its customers, business partners, owners, investors and other interested groups the actions it is taking to strengthen its long-term stability, to increase capital adequacy and to strengthen the system for the management of credit risk in order to solidify the Bank in the eyes of the public as a creditworthy and trustworthy banking institution with 150- years worth of experience. Market risk Market risk is the risk of loss due to changes in interest rates, currency rates and market prices of financial instruments. The most significant risk type within market risk is positional risk in equity and debt financial instruments and derivatives. Exposure to currency risk is low. In trading with financial instruments, the Bank is predominantly active in the financial market of the European Union (securities transactions with prime banks and sovereigns in order to ensure an adequate liquidity reserve). The Bank defines investments and trading in financial instruments by applying limits to a number of different factors (according to issuer, transaction type, region, etc.), which the Bank constantly adjusts to take into account the conditions in the financial markets and the Bank’s business strategy. Additionally, it has also adopted stop-loss limits. The Bank enters into transactions with foreign currency and interest rate derivatives. Its basic policy in connection with derivatives trading is entering into transactions for the purpose of hedging own positions and client positions, whereby the latter transactions are hedged with counter positions. Transactions are entered into with prime foreign banks, thus making for low exposure to market risk from these instruments. In relation to foreign currency risk, the Bank’s policy is that of a closed position across individual foreign currencies. Managing the open foreign exchange positions is performed through prompt transactions and with the use of foreign exchange derivatives in line with the limits set. Limits are low and are meant for the management of open foreign exchange positions within the scope of regular operations, not intended for speculative trading. The Bank calculates market risk capital requirements using the standardised approach. On a quarterly basis, the Bank calculates the internal estimated capital requirement to cover for unexpected loss from market risk by using the value-at-risk method (VaR) and performs stress tests. 35 Banka Celje d.d. and the Banka Celje Group Business Report 2013 It also measures the effect of extraordinary, but probable, events on income and the financial position of the Bank. In 2013 the Bank severely limited purchases of financial instrument for the purpose of creating a profit from the difference between purchasing and sales prices. The Bank will also not be buying financial instruments for this purpose in 2014, but will invest in the instruments to ensure liquidity reserves. Interest rate risk The risk of change in interest rates pertains to the exposure of the Bank’s financial balances to fluctuations in interest rates, mainly due to the mismatch between the maturities of investments and the Bank's funding sources or to the mismatch between the type of interest rate or period, in which the interest rate is fixed. Exposure to interest rate risk may influence the amount of the Bank's net interest income as well as the economic value of its capital. The Bank analyses exposure to interest rate risk using the method of interest rate gaps, calculating the effects that changes in interest rates have on net interest income (income aspect). It also analyses interest rate risk with the use of the duration model, where it assesses the effect of change in interest rates on the economic value of equity (economic aspect). In relation to interest rate risk, the Bank follows the policy of a closed net banking book position, meaning that the objective is to minimise the amount of interest rate gaps. In the event that the implementation of measures to decrease interest risk is required, the Bank uses traditional balance sheet transactions, such as lending, securities purchases, deposit taking, issue of securities, etc. In addition to traditional balance sheet transactions, the Bank also enters into agreements based on interest derivatives to hedge individual transactions, and not for the purpose of speculation. In accordance with International Financial Reporting Standards, the Bank values such interest derivatives at fair value, which may have a significant impact on the income statement. Therefore the Bank introduced hedge accounting, which decreases the instability of the operational results caused by changes in the fair value of derivatives intended for hedging. On a quarterly basis, the Bank calculates internal capital requirement estimates to cover for unexpected loss from banking book interest rate risk in line with internal methodologies. With the use of the above measures, the Bank was successful in decreasing exposure to interest rate risk. It will continue to close interest rate gaps using balance sheet instruments and interest derivative agreements in 2014, mitigating the effect on the income statement with the use of hedge accounting. ICAAP process The Bank has set up a process of assessing adequate internal capital (the ICAAP process), which: - is based on the identification, measurement and assessment of risk, the preparation of an aggregate risk estimate and the monitoring of significant risk types; - allows for ensuring adequate internal capital levels in relation to the risk profile of the Bank; - is appropriately included in the management process (decision-making, risk management, etc.). For the purpose of assessing internal capital, the Bank calculates internal capital requirement estimates for risks it deems significant on the basis of the risk profile it determines through the procedure of risk identification, measurement or assessment, management and monitoring, so that 36 Banka Celje d.d. and the Banka Celje Group Business Report 2013 these might significantly impact its operations, thus requiring it to ensure appropriate capital levels. The Bank calculates the internal capital assessment and capital requirements on a quarterly basis, with the calculation being confirmed at the Risk Committee and then considered and adopted at ALCO. The Bank re-assessed the level of exposure to individual risk types in major business lines and the quality of the control environment. It calculated the Bank’s risk profile and prepared a risk matrix. Based on the risk profile, prepared in December 2013, the Bank is mostly exposed to capital, followed by liquidity, credit and strategic risk, profitability risk, operational risk, reputation risk, market risk and interest rate risk. The calculated risk profile deviates from the desired risk profile, as defined in the Strategy of assuming and managing risk, which is why the Bank has commenced activities, which will result in decreased exposure of the Bank to individual risk types (recapitalization, forming of a new organisational unit for the monitoring of restructured exposures and the recovery of receivables, ongoing monitoring of the Bank’s liquidity position and ensuring a minimal amount of liquidity reserves and other). 7.6 Internal organisation, capital investments, IT and human resources The Bank provides its clients with universal banking services. It has taken care of its further development during the entire course of its operation by investing in efficient IT support systems, its business network and in its human resource potential. Internal organisation The Bank only has business units in Slovenia. Through a well-developed business network, it operates in all the major towns of the Celje region as well as in Ljubljana, being the financial centre of Slovenia, in Maribor and in Koper. End 2013 there were 8 branch offices with 20 agencies for individuals and 6 branch offices for corporates and private entrepreneurs in operation within the Bank’s 9 business units. November 2013 saw 2 agencies discontinued, namely the Vransko and Prebold agencies. On October 1, 2013 a new division was formed for restructuring and recovery of receivables. The Subsidiary does not have any subsidiaries or affiliates. Investments The Bank earmarked EUR 1,233 thousand for investments in 2013, being 18.9% less than the year before. Most of the funds were used for the purchases of hardware and software, licenses, ATM purchases, external advisory services pertaining to the setting up of the data warehouse and the purchased of air conditioning devices. Major maintenance was carried out on mechanical installations, major maintenance work was also done on the main UPS device at the IT center’s backup location and signalling and security systems have been upgraded. IT support In addition to the activities needed for the performance of continuous IT support, a large part of the IT support activities was also directed at the cooperation on some of the larger projects. The project of optimising the processes pertaining to card operations saw the completion of the first phase in the development of support, which was put into use on 1 July 2013 and which includes the setting up of standards and the environment for the production of the solution for SMS notification ordering and billing. Other major projects, requiring reporting to the supervisor, include the building of a new application for the reporting of liquidity flows and the applications for the reporting of LCR (Liquidity 37 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Coverage Ratio) and NSFR (Net Stable Funding Ratio) within the Basel III requirements. The most intensive work on the building of the applications will be performed in the first half of 2014. The migration of the Open VMS IT systems using Alpha technology to Integrity was completed. The biggest problem was the heterogeneity of the IT infrastructure, especially in providing links of these systems to all the other banking platforms, which support the operation of key business processes. New disc systems were purchased. The implementation was also a very challenging project, which however was necessary due to the increase in data volumes. Additionally, the Bank continued to upgrade and implement mechanisms for the monitoring of its key IT systems. Human resources As at 31 December 2013 the Bank employed 500 workers, of which 495 were employed on a permanent basis and 5 were employed on temporary employment contracts. On average, the Bank employed 509.5 employees. Over 47% of all employees or 236 workers came from the retail division. During the year there were 16 employment terminations and 8 new employees were taken on. The average age at the Bank amounted to 46.0 years in 2013, having increased by 11 months in comparison with 2012. The gender structure of the employees has seen a rise in the share of male employees, their share having increased in relation to 2012 from 21.7% to 22.2%. The educational structure of employees is gradually improving also, with post-secondary school education increasing. End 2013 the share of employees with at least post-secondary school level education was 44.0%, university level was 18.4%, secondary school 35.4% and less than secondary school level amounted to 2.2%. During the year 5 employees obtained a degree, 4 of those in higher education professional programmes and one finishing a university level programme. Achievement of strategic goals requires investments focused on the development of employee skills and abilities. The Bank subsequently manages the quality of employee education. In 2013, employees attended 172 training events in all areas of banking operations. The average cost of training per employee amounted to EUR 167.73 in 2013. The subsidiary company employed 5 people at the end of 2013. In addition to its regular employees, the company also cooperates with external appraisers and has outsourced its accounting. Two of the employees in the subsidiary company hold a Master's Degree, two have university degrees in finance and architecture, while another holds a high school diploma. The head of projects and the head of property sales both have acquired individual licenses in the fields of construction, real estate operations and real estate appraisal (certified appraiser, appraiser certified by the Slovene Institute of Auditors). On 1 January 2013 an amended voluntary premium payment scheme came into force in relation to voluntary supplementary pensions insurance, on the basis of which the premium payments the Bank makes for its employees were lowered by half. In September 2013, the Bank terminated the union’s in-house collective bargaining agreement. Changes and amendments to the Collective bargaining agreement for the Slovenian banking sector came into force after intense negotiations on 1 January 2014. At the end of 2013 the Bank acquired the ‘’Family Friendly Company’’ certificate. 38 Banka Celje d.d. and the Banka Celje Group Business Report 2013 7.7 Social and environmental responsibility The Bank’s Management Board manages the Bank, takes care of investor interests and fulfills liabilities toward shareholders, the Supervisory Board and the general public, all the while actively and transparently communicating with the interested public as well as operating within the framework of established risk management mechanisms. The services the Bank offers are the result of knowhow based on almost 150 years of tradition. Being part of the environment is an important component of successful operations, quality development and progress for the Bank, which is why it is actively and responsibly involved in the social environment. In accordance with its vision and strategy, it invests in the environment in which it operates. It supports sports and culture with sponsorships, takes part in a number of charity projects and is actively involved in social projects, as it deems its further efficiency and success to be dependent on the support of its environment and the trust of different interest groups. In addition to cooperating with various cultural, humanitarian and sports societies, the Bank also supports the Muzej novejše zgodovine (Museum of Modern History) in Celje in its Hermanov Brlog (Herman’s Den) project, the only Slovenian museum for children, the Pelikan Studio, the Olympic gold medallist Urška Žolnir, while also being a long-term supporter of the Slovensko ljudsko gledališče Celje (Slovenian People’s Theatre in Celje) and of the Zavod Celeia (Celeia Institute), which organises numerous cultural events. In its operations, it shows special concern for underprivileged customer classes, offering special benefits to retirees, students and humanitarian and other organisations, while also still maintaining primary schools savings. In doing so it hopes to contribute to the development of banking related values. The Bank also helps its partners invest in ecologically sound projects, construct of waste water treatment plants and carry out other social responsibility projects. It purchases ecologically safe materials, separates waste, collects waste paper and ink cartridges, and utilises a centrally controlled heating system to be rational in its energy usage. 7.8 Internal Audit Department operations The Internal Audit Service is an independent department, which reports directly to the Management Board, at the second level of management. It is in constant contact with the Audit Committee and the Supervisory Board. When employees contribute opinions, assessments and recommendations, they can rely on internationally established professional internal audit standards and operating independently of other parts of the Bank. The Service performs its duties in accordance with the internal audit standards of professional practice and the internal auditor’s professional ethics. The latest assessment of the Internal Audit Service's compliance with standards was performed in the period from November 2012 to January 2013 (the assessment period interval is 5 years). The Service also regularly assesses how it is viewed by the audited persons and also looks at the possibilities of improving the approach to auditing. The two basic planning documents of the Internal Audit comprise the dynamic three-year strategic plan and the annual operational programme which the Management Board adopts annually with approval given by the Supervisory Board after due discussion at the Audit Committee. Both documents are based on the Bank’s risk profile, its annual and development plan, and the fundamental characteristics of the environment in which it operates, while taking into consideration 39 Banka Celje d.d. and the Banka Celje Group Business Report 2013 the requirements by the Supervisory Board on compulsory internal auditing of certain operational areas. The planned activities of the service are detailed in semi-annual operational plans, which the Management Board adopts. To monitor the Internal Audit’s activities on an ongoing basis the Management Board and the Supervisory Board endorse semi-annual reports on its activities, showing the significant activities performed by it, as well as an overview of the recommendations issued and implemented. The reports are also considered at the Supervisory Board’s advisory body, the Audit Committee. In line with legislation, the Supervisory Board is regularly kept appraised of the audits conducted by the external supervisory institutions. The annual report on the internal audit is also brought before the General Meeting of Shareholders. The assignments of Internal Audit are defined by law and pertain foremost to quality assessment in connection with the management of all types of risk (including the setting up of an adequate system of internal controls) and the monitoring of compliance of the Bank’s operations with regulations and internal rules as well as the principles of rational operations. A framework system for comprehensive monitoring of implementation of the annual operational programme has been set up comparing the plan and execution of internal audits. The Bank’s Management Board is made aware of the realisation of all recommendations after internal auditing has been performed on at least two levels: first after every internal audit has been completed and after that a comprehensive annual report on the implementation of all the recommendations is given. The Internal Audit also coordinates activities in connection with the selection of the external auditors (through the Management Board, the Audit Committee and the Supervisory Board) to be decided upon at the General Meeting of Shareholders. The annual operational programme provided for audits of the Bank’s 22 business areas and the completion of 6 internal audits from 2012, with the assumption there would be no large scale extraordinary assignments (a total of 28 internal audits). Actually, 17 planned internal audits were completed by end February 2014, 6 internal audits carried over from 2012 have been completed, with 6 extraordinary audits having been performed (a total of 29 audits); two internal audits are still running and two have been included in the plan of operations for 2014, the audit of the implementation of new banking products has not been performed, as no product fitting the characteristics of a new banking product was introduced. The Internal Audit prepared 35 expert opinions pertaining to different areas of operation. There were a total of 64 instances where internal audits were performed and expert advice was given in 2013. One of the advisory cases required almost two months of activities by an employee. The care to see recommendations given be implemented by the auditees was also a very important activity of the Service. End February 2014 saw 84% of the recommendations given implemented, with the implementation period pertaining to the remaining recommendations not yet having expired. The most significant areas of operation, which were audited in 2013 include: credit risk management in its broadest sense, IT systems management quality from different points of view, the system of internal controls set up within business units, anti-money laundering, capital risk management – stress scenarios tested, risks from securities transactions, adequacy of collateral in relation to loans given. In all internal audits and reviews, special emphasis was put on: the identification of procedures builtin for the management of risk, assessing the current situation as compared to the recorded data, the quality of internal control systems, timely commencement of recovery procedures and the adequacy of collateral, compliance with the legislation and internal rules, and the possibilities for improvement of existing procedures; all aimed at further raising the quality of the Bank’s operations thus contributing to added value. Special attention is directed at the areas subject to new regulations (external or internal) or changes in the established operational practices, frequently in cooperation with the Compliance Department. 40 Banka Celje d.d. and the Banka Celje Group Business Report 2013 All of the Internal Audit’s assignments described were performed in 2013 by six employees (the figure includes the department’s General Manager). One of the employees is a certified internal auditor, another is a certified auditor and one is a certified information systems auditor (CISA) and is a Master of Science. All the employees have been educated at university level at least. Additionally, one employee holds an insurance broker licence and three employees hold the European Banking Certificate. One of the employees continued with post-graduate Master’s studies in 2013. As in previous years, 2013 saw education and training of employees remain a constant mission, with additional knowledge attained in internal auditing, banking operations, IT skills, antimoney laundering, risk management and corporate governance. 41 Banka Celje d.d. and the Banka Celje Group Business Report 2013 8 MANAGING BODIES OF THE BANK GENERAL MEETING OF SHAREHOLDERS AUDIT COMMITTEE SUPERVISORY BOARD REMUNERATION COMMITTEE MANAGEMENT BOARD CREDIT COMMITTEE LIQUIDITY COMMITTEE MANAGEMENT COMMITTEE ORGANISATIONAL UNITS ASSETS AND LIABILITIES COMMITTEE - ALCO OTHER COMMITTEES AND COUNCILS 42 Banka Celje d.d. and the Banka Celje Group Business Report 2013 9 ORGANISATIONAL STRUCTURE OF THE BANK MANAGEMENT BOARD Member of the Management Board President & CEO Aleksander Vozel Member of the Management Board Dušan Drofenik INTERNAL AUDIT RESTRUCTURING AND RECOVERY DIVISION EXECUTIVE DIRECTOR ACCOUNTING DIVISION LEGAL AFFAIRS AND COMPLIANCE OPERATIONS DIVISION IT DIVISION RIKS MANAGEMENT DIVISION Davorin Leskovar EXECUTIVE DIRECTOR CORPORATE DIVISION FINANCIAL MARKETS DIVISION GENERAL AFFAIRS MAIN BRANCH LJUBLJANA DEVELOPMENT SERVICE PERSONNEL AND ORGANISATIONAL SERVICES Branch Ljubljana RETAIL DIVISION PAYMENTS AND OPERATIONAL SUPPORT DIVISION Celje Business Unit for private individuals Celje Business Unit for companies Slovenske Konjice Business Unit Žalec Business Unit Šentjur Business Unit Laško Business Unit Rogaška Slatina Business Unit Maribor Business Unit Koper Business Unit 43 Banka Celje d.d. and the Banka Celje Group Business Report 2013 10 STATEMENT OF CORPORATE GOVERNANCE The Bank’s Corporate Governance statement is prepared in line with the provisions of the Companies Act (the ZGD-1) and pertains to the year 2013. It includes the Statement on compliance with the Corporate Governance Code made by the Management Board and the Supervisory Board under item 10.1 and additional Notes in accordance with Paragraphs 5 and 6 of Article 70 of the Companies Act under item 10.2. 10.1 Statement of the Banka Celje, d.d., Management Board and Supervisory Board on compliance with the Corporate Governance Code As a public company Banka Celje, d.d. (the Bank), which has bonds listed on the Ljubljana Stock Exchange d.d., is compliant with the Banking Act (the ZBan-1) and the Companies Act as well as the Market in Financial Instruments Act (the ZTFI) and the Rules of the Ljubljana Stock Exchange and with all the additional general rules, dealing with topics that are dealt with in the Corporate Governance Code. Corporate Governance Code is in the public domain, attainable at the Ljubljana Stock Exchange website at http://www.ljse.si/ under “for issuers/downloads”. The Bank complies with the Corporate Governance Code dated 8 December 2009 (the Code) with the exception of some deviations or particularities, explained under individual items of the Code below. Posest, d.o.o., as a non-public company, is not subject to any code in its operations. Clause 1 The Bank's goals are defined in its annual and development plan, both of which are approved by the Supervisory Board and are not separately defined in its Articles of Association. Clauses 2, 2.1 and 2.2 As of yet, the Bank has not prepared or adopted a Bank Management Policy as an independent document, rather this area is regulated with different internal documents, such as prescribed by the Bank of Slovenia, the ZGD-1, the ZTFI and other sector-specific legislation. Clause 4.2 The Bank would like to see large and institutional shareholders inform the public with their management policies; this decision, however, is up to them. Clause 5.2 (second paragraph) The Bank does not publish data on the costs it incurred from the collection of powers of attorney; these are included in the cost of the organisation and execution of the annual General Meeting of Shareholders. Clause 5.4 The Bank’s shares are currently not listed on the stock exchange. Clause 5.5 The proposal to the General Meeting of Shareholders for the nomination of Supervisory Board members includes all of the legally required data; the rest is public domain data. 44 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Clause 5.6 The Bank, in line with general practice, as a rule nominates the members of the Supervisory Board collectively. Clause 5.7 The remuneration policies concerning the Bank's Management Board are defined by the Supervisory Board on the basis of a proposal by the Remuneration Commission. Clause 5.8 The General Meeting of Shareholders of Banka Celje decides on the use of distributable profit separately, however it decides on the discharge of the Management Board and the Supervisory Board by single unified vote. Clause 5.9 Financial statements form part of the annual report, which together with the auditor’s opinion is presented to the General Meeting of Shareholders. A representative of the Bank’s authorised auditor is not invited to the Meeting. Were, however, the Meeting authorised to adopt the annual financial statements, a representative of the authorised auditor would be invited. Clause 8.9 The Supervisory Board of the company has not formed a Personnel Committee or any other body, which would set the criteria and recommendations pertaining to the nomination of the Management Board in advance. The Bank will deal with this option in the future also. Clause 8.12 In its report, the Supervisory Board also includes all of the requirements from the decision of the Bank of Slovenia pertaining to the due care and professional diligence of Management Board and Supervisory Board members and endeavours to include as much information as possible to represent adequately its activities during the year. In the future, the recommendations from Clause 8.12 of the Code will be observed as much as possible. Clause 11 In its operations until now the Supervisory Board has not yet nominated a secretary. In accordance with the consensus between the Management Board and the Supervisory Board this job is performed by the expert department of the company. Clause 13 The Personnel Committee or the Commission for Term Appointment have not been appointed; the Bank will strive to comply with the recommendation in the future. Clauses 16.5 and 16.6 The Bank has no option plan or comparable financial instruments in place which would provide for variable reimbursement of the Management Board members. Clause 20.2 Individual areas of communication have been regulated by individual internal acts until now, however the Bank will endeavour to comply with this recommendation in the future. Clause 20.3 The Bank has not got a special internal act in place in connection with the limitations and disclosures pertaining to treasury share transactions, as it considers this to be sufficiently regulated by existing legislation. 45 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Clause 20.4 In making significant shareholder and public announcements, the Bank considers statutory time limits, which is why it does not prepare a calendar of significant announcements. It will endeavour to comply with this recommendation in the future. Clause 22.2 The Bank does not prepare a separate sustainability report as this area forms part of the annual report. Clause 22.3 In line with the ZGD-1, the ZBan-1 and the ZTFI, the Bank informs the competent authorities on the acquisition of a qualifying share. Clause 23 The Statement of Corporate Governance forms part of the annual report, which is published on the Bank’s website. 10.2 Additional Notes in line with Paragraphs 5 and 6 of Article 70 of the ZGD-1 10.2.1 The main characteristics of internal controls and risk management in connection with financial reporting The Bank has always had a system of internal controls set up during its operations, as it is the duty of the Bank's Management Board to conduct its operations in a manner ensuring an adequate risk management system in relation to all the business partners, owners and supervisory institutions. The system of internal controls is connected to a comprehensive whole in the sense of an umbrella act, determining all the dimensions of control activities. The internal control system at the Bank must be set up in a way as to provide adequate assurances on the following activities: - the Bank's operations must be managed with great care and conducted on the basis of the approved development plan as well as the Bank's approved annual policies and financial plan resulting in profitable operations, - all operational activities, which have the potential to increase the Bank's liabilities, must be approved by the authorised person, with a segregation of responsibilities clearly defined, - assets must be secured appropriately, receivables insured, liabilities monitored, - a strategy and policies for risk management must be prepared, special care must be given to the monitoring of the Bank's capital adequacy, liquidity and credit risk, interest rate and operational risk, profitability and market risks, - a system for the prevention of loss due to irregularities, especially in connection with timely detection of fraud, abuse, anomalies or errors, must be set up, - the system of financial records needs to provide timely, reliable, up-to-date and complete information, - a system for the transmission of reliable, timely, up-to-date and complete information for reporting to owners and external institutions must be set up, - a supervised system for the introduction of new financial services and new banking products as well as entering new markets needs to be provided for. 46 Banka Celje d.d. and the Banka Celje Group Business Report 2013 10.2.2 Significant direct and indirect ownership of the Bank’s securities Qualifying holdings, as defined by the law dealing with the market in financial instruments, in the Bank's equity are held by three companies, namely: - Nova Ljubljanska banka, holding 208,499 regular shares, thus having a 40.99% share in the voting rights, - Slovenska odškodninska družba, holding 47,592 regular shares, thus having a 9.36% share in the voting rights, - NFD1 Investicijski sklad, holding 46,820 regular shares, thus having a 9.21% share in the voting rights. The voting rights of the Bank's other owners do not exceed the qualifying shares as defined by the act dealing with the market in financial instruments. 10.2.3 Holders of securities ensuring special rights of control The Bank's shares do not give their holders any special rights of control. 10.2.4 Restrictions related to voting rights The shareholder's voting right depends on the number of shares held and is not limited to a certain share or a certain number of votes. Each share provides one vote at the Meeting of Shareholders. Voting at the Meeting of Shareholders is the right given to shareholders - persons holding registered shares with voting rights entered in the central register for book entry securities at the end of the fourth day prior to the Meeting. The convenor of the General Meeting may restrict the voting rights of an individual shareholder, who acquired shares contrary to the regulations. Agreements, which - with the Bank's cooperation - would mean financial rights based on shares being separated from ownership of the shares, do not exist. 10.2.5 The Bank's rules on: - appointment and replacement of the management or supervisory body members - changes in the Articles of Association The Bank's rules on appointment and replacement of the members of its management or supervisory body and on the changes in the Articles of Association are defined in the Banka Celje, d.d., Articles of Association and in the Working Rules on the Operations of the Banka Celje, d.d., Supervisory Board. In accordance with the Articles of Association, the Supervisory Board comprises seven members appointed and discharged at the Meeting of Shareholders. To be appointed a Supervisory Board member, one must fulfil membership conditions for bank supervisory boards as defined by the Companies Act and the Banking Act. Supervisory Board members are appointed for a period of 4 years and may be re-appointed. The term for Supervisory Board members expires on the day of the General Meeting held in the fourth year after appointment. In the event of an early termination of appointment of Supervisory Board members having been appointed at the General Meeting of Shareholders, replacements are appointed at the following 47 Banka Celje d.d. and the Banka Celje Group Business Report 2013 General Meeting. The replacement is appointed until the end of the originally appointed member's term. Each member of the Supervisory Board may resign prior to the expiry of their term on giving three months’ notice. A written letter of resignation must be sent to the President of the Supervisory Board, and in the event of the resignation of the President of the Supervisory Board, it must be sent to his deputy and the Bank's Management Board. At the General Meeting of Shareholders, individual members of the Supervisory Board - or the Supervisory Board collectively - may be recalled early. Such a resolution shall be adopted with at least a three-quarter majority of votes present at the Meeting. Supervisory Board members appoint an Audit Committee and the Remuneration Committee, serving as the bodies of the Supervisory Board. In 2014 they also appointed the Human Resource Committee. The president and members of the Bank's Management Board are appointed and discharged by the Supervisory Board. Only a candidate who fulfils all the conditions for appointment as defined by the Companies Act and the Banking Act may be appointed to the post of president or member of the Management Board. The President and Members of the Bank's Management Board are appointed for a term of five years and may be re-appointed. The President and Members of the Bank's Management Board may be recalled early in line with the applicable legislation. Each member of the Bank's Management Board may resign prior to the expiry of their term on giving six months’ notice. A written letter of resignation must be sent to the President of the Supervisory Board. The Articles of Association may be amended based on the decision made at the General Meeting of Shareholders, such a decision having been adopted by a majority of at least three quarters of votes present. The General Meeting of the Bank's Shareholders may authorise the Supervisory Board to amend the Articles of Association to harmonise the text with the adopted resolutions in effect. 10.2.6 Authorisations of the Management Board Based on the amendment to the Articles of Association having been entered into the Court's Companies Register on 12 June 2013 during a five year period following the entry, the Management Board, under approval by the Bank's Supervisory Board, is authorised to increase share capital once or multiple times by no more than EUR 16,979,769.65 (authorised capital) by issuing no more than 508,629 new shares. The Bank may acquire and dispose of own shares in line with the Companies Act. The Management Board decides on the conditions of the acquisition and disposal of own shares and must report own share transactions at the General Meeting. 48 Banka Celje d.d. and the Banka Celje Group Business Report 2013 10.2.7 Data on the activity of the General Meeting of the Bank’s shareholders, its key responsibilities, description of shareholder rights and how these are exercised The Bank's Management Board calls the Meeting of Shareholders. It convenes at least once a year. The Supervisory Board calls the Meeting in the following cases: - if the Management Board does not call it at least once a year; - if the Management Board does not call it upon request of the minority as stipulated in the Articles of Association. The General Meeting of Shareholders passes decisions on: - the use of distributable profit and the discharge to the Management Board and Supervisory Board; - the adoption of the annual report in cases as defined by the Companies Act; - the appointment and recall of Supervisory Board members; - amendments to the Articles of Association; - measures taken to increase or decrease capital; - changes in status; - the dissolution of the Bank; - the appointment of the auditor; - authorisation of the Management Board to acquire own shares in accordance with the Companies Act; - other matters within the scope of its competencies in accordance with the Companies Act and the Banking Act. Shareholders holding 20% of the share capital in total may request, in writing, the General Meeting to be convened. Such a request must include a reason for the Meeting to be convened and the matter on which the Meeting is to pass a decision. In such event, the Management Board is required to call the Meeting no later than 2 months after receiving a written request. Shareholders holding 20% of the share capital collectively may request, in writing, for a certain item to be included in the agenda of the General Meeting of Shareholders. The Bank's Management Board must accede to such a request, if it includes a prepared proposition of a decision falling under the responsibilities of the General Meeting and if the request was made in writing seven days after the call of the General Meeting at the latest, so that the item may be made public at least 14 days before the General Meeting. 10.2.8 Data on the composition and activities of management and supervisory bodies and their committees The Supervisory Board monitors and supervises the management of the Bank and its operations. It conducts its assignment in accordance with the provisions of the statutory acts dealing with the operations of banks and companies and in accordance with the Bank’s Articles of Association. At the Meeting of Shareholders on May 2011, new Supervisory Board members were elected: Jure Peljhan, Ph.D. as President, Zvonko Ivanušič, M.Sc. as Vice President, Uroš Čufer, Ph.D., Melita Malgaj, Tomaž Subotič, Ph.D., Bojan Šrot, Zdenko Zanoški, M.Sc. In March of 2013 Uroš Čufer, Ph.D. resigned from his post and was replaced by Barbara Smolnikar, M.Sc., who was named to the post of Supervisory Board member at the 29th General Meeting of Shareholders on 30 May 2013. On 27 November 2013 the Bank received a resignation from Zvonko Ivanušič, M.Sc., with Barbara Smolnikar, M.Sc. stepping in as Vice President in December 2013. In 2008, the Supervisory Board of Banka Celje, d.d., established a consulting body, namely the Audit Committee of Banka Celje, d.d. At the constituent meeting of the Supervisory Board on 8 June 2011, new members of the Audit Committee were appointed, namely: Uroš Čufer, Ph.D., President, 49 Banka Celje d.d. and the Banka Celje Group Business Report 2013 Tomaž Subotič, Ph.D., Deputy and Zdenka Habe, Member, as an independent expert. The Audit Committee continued to perform its activities in a modified composition during 2013, namely Tomaž Subotič, Ph.D., President, Melita Malgaj and Barbara Smolnikar, M.Sc. as members and Blanka Vezjak, M.Sc., as member and independent expert from October 2013. At its 3rd Meeting on October 19, 2011 the Supervisory Board named the Reimbursement Commission. It comprises Jure Peljhan, Ph.D., as President, Zvonko Ivanušič, M.Sc., as Vice President, Tomaž Subotič, Ph.D., as member and Bojan Salobir, Executive Director, as the Bank's representative with a standing invitation. The Commission remained unchanged in 2013 until November, when Zvonko Ivanušič, M.Sc. resigned. In January 2014 the Supervisory Board appointed Mrs. Melita Malgaj instead of Zvonko Ivanušič, M.Sc. The Management Board represents and manages the Bank’s operations according to the principles of joint and several liability. The Bank’s Management Board usually meets once a week and considers materials from areas as defined by the Banking Act and the Banka Celje, d.d., Management Board Working Rules at its meetings. Until December 31, 2012 these were: President of the Management Board, Dušan Drofenik, M.Sc., Vice President of the Management Board, Davorin Leskovar and Member of the Management Board, Aleksander Vozel, M.Sc. Dušan Drofenik, M.Sc. decided in December, that he will not begin a new term as the President of the Bank’s Management Board. From January 1, 2014 the Management Board comprises two members, namely President of the Management Board, Davorin Leskovar and Member of the Management Board, Aleksander Vozel, M.Sc. The President of the Management Board, Dušan Drofenik, M.Sc. was a member of the Supervisory Board at The Bank Association of Slovenia and a member of the Supervisory Board at the SloveneGerman Chamber of Commerce. Aleksander Vozel, M.Sc. is a member of the supervisory board of NLB Prishtina, while Davorin Leskovar is not a member of any supervisory board. The Credit Committee comprises nine members and defines the conditions and criteria for acquiring and placement of assets, makes decisions on lending and guarantee transactions and decides on distribution in line with its operational rulebook. In 2013, it comprised: the President of the Management Board at the post of President of the Credit Committee, the Vice President of the Management Board at the post of Vice President of the Credit Committee and the following members: Member of the Management Board, Executive Director for Corporate Division and Main Branch Ljubljana, General Manager of the Risk Management Division, General Manager of the Retail Division and the General Manager of the Financial Markets Division, the General Manager of the Corporate Division and the General Manager of the Legal affairs, debt enforcement and compliance operations Division. The President of the Credit Committee may invite other General Managers to the Credit Committee meetings. When proposals from the Retail Division are being considered, business unit Heads are also invited. 2014 saw changes to the composition of the Credit Committee due to the two-member Management Board. Credit committee for debt restructuring and the monitoring of bad debt was established with the aim of efficiently monitoring the operations of the Division on an ongoing basis and to provide for efficient communication with the external public, operating in the field of recovery activities (bankruptcies, execution proceedings) and debt restructuring. The eight member committee was represented by: the President of the Management Board, both Management Board members, the General Manager of the Debt Restructuring and Recovery Division, the General Manager of the Retail Division, the General Manager of the Legal affairs, Debt Enforcement and Compliance Operations Division, the General Manager of the Risk Management Division, the General Manager of the Corporate Division and the General Manager of the Main Branch Ljubljana. The Committee for debt restructuring and the monitoring of bad debt is chaired by the member of the management board, who, in accordance with the functional division between the Management Board members, covers the field of risk management, with the Vice President of the Management Board chairing the 50 Banka Celje d.d. and the Banka Celje Group Business Report 2013 meetings in his absence. Changes were made to the composition of the Credit committee for debt restructuring and the monitoring of bad debt in 2014 due to the two-member Management Board. The Liquidity Committee comprised seven members in 2013: General Manager of the Financial Markets Division as Committee President and the following members: President of the Management Board, Vice President of the Management Board, Member of the Management Board, Executive Director for Corporate Division and Main Branch Ljubljana, General Manager of the Retail Division and General Manager of the Risk Management Division. The Liquidity Committee meets at least three times a week and supervises the Bank’s liquidity position. It performs its duties in line with the Liquidity Committee Working Rules. The Bank’s Management Committee operates as the Management Board’s advisory and informative body. In 2013 it comprised the Bank's Management Board, the Executive Directors, General Managers and the Heads of independent functional organisational units, who, in accordance with their operative functions, answer directly to the Management Board and the Director of the subsidiary company. The Management Board may also appoint other attendees to the Management Body’s meetings. Operational rules are set with the Management Body Working Rules and meetings are usually held once a month and are intended for the presentation of the financial and income position of the Bank as well as the consideration of the execution of project assignments, all the while allowing for discussion on other significant decisions to be made in relation to the Bank’s operations. The Assets and Liabilities Committee – the ALCO monitors the conditions in the financial markets, analyses the balances and changes in the Bank’s statements, and prepares the decisions aimed at the attainment of an adequate balance sheet structure. In line with the Working Rules on its operations, the Committee meets once a month. The members were: Vice President of the Management Board as President of the Committee, the President of the Management Board at the post of Vice President of the Committee, Member of the Management Board, General Manager of the Accounting Division, General Manager of the Risk Management Division and the General Manager of the Financial Markets Division. The IT Committee is the Management Board’s counselling body in connection with the execution of its rights and obligations related to IT. It meets once a month. In addition to the President of the Management Board, the Vice President of the Management Board and Member of the Management Board as the president of the IT Committee, it also comprised the General Manager of the IT Division and the Business Consultant for IT. Standing invitations were extended to the Assistant General Manager of the IT Division, the Business Consultant for the development of IT, the internal auditor in charge of IT and to the security systems engineer. 10.2.9 Structure of share capital, with special reference to: - rights and obligations, provided by shares or shares from individual classes, and - should multiple share classes exist, the proportion of share capital represented by an individual class The Bank's share capital is represented by 508,629 ordinary registered no par value shares. Shareholders exercise their rights in the matters of the Bank's operations at the General Meeting of Shareholders. Regular shares are voting right shares, whereby each share ensures one vote at the Meeting. 51 Banka Celje d.d. and the Banka Celje Group Business Report 2013 10.2.10 Share transfer restrictions, especially: - restriction of security ownership and - explanatory note on the requirement to acquire permission from the company or other holders of securities for the transfer The Bank's shares are transferred in line with the regulations pertaining to dematerialised securities. Current shareholders have priority, in proportion with their portion of the share capital, to subscribe new shares from the authorised capital (the right expires on June 12, 2018) in the event of recapitalization. There are no other shareholding restrictions imposed by the Bank, whereas acquiring a qualifying share requires the approval of the Bank of Slovenia. There is no requirement to get the approval of the Bank or other shareholders to transfer shares. 10.2.11 Employee stock options The Bank does not have an employee stock option scheme in place. 10.2.12 Shareholder agreements that could result in the restriction of the transfer of shares or voting rights Agreements between shareholders that could result in the restriction of the transfer of shares or voting rights are not in force. Celje, 28 April 2014 52 Banka Celje d.d. and the Banka Celje Group Business Report 2013 11 STATEMENT OF MANAGEMENT’S RESPONSIBILITIES The Management Board herewith confirms the financial statements of the Bank and the Group for the year ended 31 December 2013 on pages 59 to 65 and the accounting policies and notes to the accounting policies on pages 66 to 167 of the annual report. The Management Board is responsible for the preparation of the annual report in a way as to be a true and fair representation of the Bank’s assets and the Group's assets and the results of their operations for the year ended 31 December 2013. The Management Board additionally confirms that appropriate accounting policies were consistently used and that the accounting estimates were prepared according to the principles of prudence and good management. The Management Board furthermore confirms that the financial statements together with the notes have been prepared on the basis of the assumption of continued operations of the Group and in line with the existing legislation and the IFRS, as adopted by the European Union. The Management Board is also responsible for appropriate accounting practice, for the adoption of appropriate measures for the insurance of property and for the prevention and identification of fraud and other irregularities or unlawfulness. The tax authorities may at any time within 5 years from the day of the tax charge examine the operations of the company, which in turn may cause the obligation of an additional tax payment, default interest payment and penalty from Corporate Income Tax or other taxes or duties. The Management Board is not aware of any circumstances, which could result in any such potentially significant obligation. Management Board: Celje, 28 April 2014 53 Banka Celje d.d. and the Banka Celje Group Business Report 2013 12 AUDITOR’S REPORT 54 Banka Celje d.d. and the Banka Celje Group Business Report 2013 55 FINANCIAL STATEMENTS Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) II FINANCIAL STATEMENTS 1 INCOME STATEMENT Bank Note 1 January to 31 December 2013 Group 1 January to 31 December 2012 1 January to 31 December 2013 1 January to 31 December 2012 Interest and similar income Interest and similar expense Net interest and similar income 3.1 3.1 88,279 (50,988) 110,535 (63,946) 88,232 (50,988) 110,502 (63,946) 3.1 37,291 46,589 37,244 46,556 Dividend income 3.2 387 751 387 751 Fee and commission income Fee and commission expense Net fee and commission income 3.3 3.3 17,344 (1,526) 17,528 (1,795) 17,343 (1,526) 17,527 (1,795) 3.3 15,818 15,733 15,817 15,732 3.4 55,224 13,478 55,224 13,478 3.5 (5,777) (5,613) (5,777) (5,613) 3.6 3.7 3.8 31,430 34 (490) (11) (1,935) (30,610) (2,891) (57) (213,997) 459 53 146 (111) (182) (31,848) (3,392) 1,800 (65,400) 31,430 34 (490) 6 (1,575) (31,005) (2,924) (57) (213,999) 459 53 146 (105) 1,460 (33,398) (3,426) 1,799 (65,400) (115,584) (27,537) (115,685) (27,508) (10,673) 2,553 (10,673) 2,552 (126,257) (248) (24,984) (49) (126,358) (249) (24,956) (49) Net gains from financial assets and liabilities not classified at fair value through profit or loss Net (losses) from financial assets and liabilities held for trading Net gains from financial assets and liabilities designated at fair value through profit or loss Changes in fair value from hedging Foreign exchange translation net (losses) / gains Net (losses) / gains from derecognition of assets Net other operating (loss) / gain Administrative expenses Depreciation and amortisation Provisions Impairment charges 3.9 3.10 3.11 3.12 3.13 (LOSS) BEFORE INCOME TAX Income tax (expense) / credit (LOSS) FOR THE YEAR Basic and diluted earnings per share in EUR 3.14 The Notes form an integral part of these Financial Statements. 59 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2 STATEMENT OF COMPREHENSIVE INCOME Bank 1 January to 31 December 2013 (LOSS) FOR THE YEAR Group 1 January to 31 December 2012 1 January to 31 December 2013 1 January to 31 December 2012 (126,257) (24,984) (126,358) (24,956) 9,064 1,579 9,064 1,579 ITEMS THAT WILL SUBSEQUENTLY NOT BE RECLASSIFIED TO PROFIT OR LOSS 74 - 74 - Actuarial net gains from pension plans, recognised in retained profit/(loss) 74 - 74 - ITEMS THAT MAY SUBSEQUENTLY BE RECLASSIFIED TO PROFIT OR LOSS 8,990 1,579 8,990 1,579 Net gains from available for sale financial assets 8,404 1,844 8,404 1,844 Valuation gains / (losses) taken to other comprehensive income Recycled to income statement 2,471 5,933 (6,339) 8,183 2,471 5,933 (6,339) 8,183 586 (265) 586 (265) (117,193) (23,405) (117,294) (23,377) OTHER COMPREHENSIVE INCOME AFTER TAX Corporate income tax from items, that may be reclassified subsequently to profit or loss TOTAL COMPREHENSIVE INCOME FOR THE YEAR AFTER TAX The Notes form an integral part of these Financial Statements. 60 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3 STATEMENT OF FINANCIAL POSITION Note Cash and balances with Central Bank Financial assets held for trading Financial assets designated at fair value through profit or loss Available for sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Held to maturity investments Derivatives - hedging Property and equipment Investment property Intangible assets Investments in subsidiaries, associates and joint ventures Income tax assets - deferred tax assets Other assets TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through profit or loss Financial liabilities at amortised cost - deposits from banks - due to customers - borrowings from banks - borrowings from other customers - debt securities in issue - subordinated liabilities - other financial liabilities Provisions Other liabilities TOTAL LIABILITIES Share capital Share premium Revaluation reserve Profit reserves (including retained earnings) Treasury shares (Loss) for the year TOTAL EQUITY TOTAL LIABILITIES AND EQUITY Bank 31 December 2013 2012 Group 31 December 2013 2012 4.1 4.2 191,995 10,961 127,486 26,123 191,995 10,961 127,486 26,123 4.3 4.4 327,895 1,260,213 17,867 1,240,057 2,289 3,437 14,165 4,108 5,064 186,758 1,615,610 22,043 1,590,853 2,714 270,152 6,892 14,918 4,415 327,895 1,255,052 17,867 1,234,457 2,728 3,437 14,174 4,432 4,113 5,064 186,758 1,610,814 22,043 1,585,677 3,094 270,152 6,892 14,928 2,679 4,421 2,257 197 2,257 10,087 10,087 314 3 3 4,326 10,090 10,090 5,948 4.5 4.6 4.7 4.8 4.9 4.10 4.11 4.12 4.13 4.14 4.14.1 4.15 1,815,228 2,270,076 1,816,388 2,271,355 4.16 152,091 151,431 152,091 151,431 4.2 1,125 1,888 1,125 1,888 4.17 1,000 33,592 1,000 33,592 4.18 4.19 4.20 4.21 4.22 4.23 4.24 1,608,824 11,276 1,272,018 184,135 2,134 133,841 5,420 1,915,156 10,567 1,413,621 255,286 3,278 170,880 55,275 6,249 1,608,975 11,276 1,272,015 184,135 2,134 133,841 5,574 1,915,310 10,567 1,413,620 255,286 3,278 170,880 55,275 6,404 4.25 9,903 9,576 9,940 9,612 4.26 1,527 490 1,737 714 1,774,470 16,980 51,380 11,927 86,759 (31) (126,257) 40,758 1,815,228 2,112,133 16,980 51,380 2,863 111,735 (31) (24,984) 157,943 2,270,076 1,774,868 16,980 51,542 11,927 87,323 (31) (126,221) 41,520 1,816,388 2,112,547 16,980 51,542 2,863 112,410 (31) (24,956) 158,808 2,271,355 4.27 4.27 4.27 4.27 4.27 4.27 61 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4 STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY Bank Note BALANCE AS AT 1 JANUARY 2012 Share capital Share premium Revaluation reserve Profit reserves Retained earnings (including net profit Treasury for the year) shares Total equity 16,980 51,380 1,284 126,595 (14,875) (31) 181,333 - - 1,579 - (14,875) 15 (24,984) 14,875 - - (23,405) 15 BALANCE AS AT 31 DECEMBER 2012 16,980 51,380 2,863 111,735 (24,984) (31) 157,943 BALANCE AS AT 1 JANUARY 2013 16,980 51,380 2,863 111,735 (24,984) (31) 157,943 - - 9,064 - (24,984) 8 (126,257) 24,984 - - (117,193) 8 16,980 51,380 11,927 86,759 (126,257) (31) 40,758 Comprehensive income for the year after tax Loss appropriation to profit reserves Other Comprehensive income for the year after tax Coverage of loss brought forward Other BALANCE AS AT 31 DECEMBER 2013 4.27 62 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group BALANCE AS AT 1 JANUARY 2012 Share capital Share premium Revaluation reserve Profit reserves P Retained earnings r (including net profit Treasury o for the year) shares fTotal equity 16,980 51,542 1,284 126,792 (14,398) (31) 182,169 - - 1,579 - (14,875) 16 (24,956) 14,875 - - (23,377) 16 BALANCE AS AT 31 DECEMBER 2012 16,980 51,542 2,863 111,933 (24,479) (31) 158,808 BALANCE AS AT 1 JANUARY 2013 16,980 51,542 2,863 111,933 (24,479) (31) 158,808 - - 9,064 - (24,984) 6 (126,358) 24,984 - - (117,294) 6 16,980 51,542 11,927 86,955 (125,853) (31) 41,520 Comprehensive income for the year after tax Allocation of net profit to profit reserves Other Comprehensive income for the year after tax Loss appropriation to profit reserves Other BALANCE AS AT 31 DECEMBER 2013 The Notes form an integral part of these Financial Statements. 63 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5 STATEMENT OF CASH FLOWS Bank Group 1 January to 1 January to 1 January to 1 January to 31 Decem ber 31 Decem ber 31 Decem ber 31 Decem ber 2013 2012 2013 2012 A. CASH FLOWS FROM OPERATING ACTIVITIES Interest received Interest paid Dividends received 77,598 101,208 77,551 101,241 (47,586) (60,850) (47,586) (60,850) 387 751 387 751 Fee and commission received 17,294 17,397 17,293 17,397 Fee and commission paid (1,522) (1,807) (1,522) (1,807) 871 14,255 871 14,255 (235) (76) (235) (76) (6,917) (5,966) (6,917) (5,966) (30,731) (31,581) (31,125) (31,581) 305 298 703 359 (2,311) (1,886) (2,349) (1,886) Realized gains from financial assets and financial liabilities not classified as fair value through profit or loss Realized (losses) from financial assets and financial liabilities designated at fair value through profit or loss (Losses) from financial assets and financial liabilities held for trading Payments to employees and suppliers Operating income Operating expenses a) Cash flow s from operating activities before changes in operating assets and liabilities 7,153 31,743 7,071 31,837 b) Decreases in operating assets 250,424 81,780 251,178 82,584 Net decrease in trading assets 15,359 27,156 15,359 27,156 4,887 2,723 4,887 2,723 Net decrease in financial assets, designated at fair value through profit or loss Net decrease in available for sale financial assets Net decrease in loans and advances Net decrease / (increased) in hedging derivative financial assets Net decrease / (increase) in other assets c) (Decreases) in operating liabilities Net increase in deposits from Central Bank Net (decrease) in financial liabilities held for trading Net (decrease) in financial liabilities designated at fair value through profit or loss Net (decrease) in deposits and loans measured at amortised cost Net (decrease) of debt securities issued measured at amortised cost Net (decrease) of hedging derivative financial liabilities Net increase / (decrease) in other liabilities d) Cash flow generated from operating activities (a+b+c) e) Incom e tax refund f) Net cash flow from operating activities (d+e) 64 81,184 4,361 81,184 4,361 145,421 49,494 145,785 52,958 3,455 (2,053) 3,455 (2,053) 118 99 508 (2,561) (248,389) (173,221) (248,392) (174,112) 71 59,929 71 59,929 (757) (282) (757) (282) - (1,492) - (1,492) (212,340) (215,508) (212,343) (215,833) (35,639) (13,206) (35,639) (13,206) - (8) - (8) 276 (2,654) 276 (3,220) 9,188 (59,698) 9,857 (59,691) - 1,409 - 1,409 9,188 (58,289) 9,857 (58,282) Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Bank Group 1 January to 1 January to 1 January to 1 January to 31 Decem ber 31 Decem ber 31 Decem ber 31 Decem ber Note 2013 2012 2013 2012 B. a) b) c) C. a) b) c) D. E. F. G. CASH FLOWS FROM INVESTING ACTIVITIES Receipts from investing activities Proceeds from sale of property and equipment and investment property Redemption of held to maturity investments Paym ents from investing activities (Purchase of property and equipment and investment property) (Purchase of intangible assets) (Purchase of held to maturity investments) Net cash provided by investing activities (a-b) 4.8 CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from financing activities Issue of subordinated liabilities Expenditure from financing (Dividends paid) (Subordinated liabilities repayed) Net cash used in financing activities (a-b) EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS NET INCREASE IN CASH AND CASH EQUIVALENTS (Ae+Bc+Cc) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR CASH AND CASH EQUIVALENTS AT END OF YEAR (D+E+F) 4.30 91,265 34,743 91,566 34,743 93 91,172 (34,860) 29 34,714 (28,140) 394 91,172 (35,830) 29 34,714 (28,147) (807) (872) (33,181) 56,405 (795) (503) (26,842) 6,603 (1,777) (872) (33,181) 55,736 (799) (506) (26,842) 6,596 (4,782) (4,782) (4,782) (21,844) (21,844) (21,844) (4,782) (4,782) (4,782) (21,844) (21,844) (21,844) (478) (89) (478) (89) 60,811 (73,530) 60,811 (73,530) 149,529 223,148 149,529 223,148 209,862 149,529 209,862 149,529 The Notes form an integral part of these Financial Statements. 65 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) NOTES TO THE FINANCIAL STATEMENTS 1 GENERAL INFORMATION Banka Celje d.d. (the Bank) is a Slovene joint stock company, providing universal banking services. The Banka Celje, d.d., Group (the Group) comprises the Bank and its subsidiary, Posest, d.o.o. (the Subsidiary). The Bank is registered and located in Slovenia. The address of the Bank's headquarters is Banka Celje, d.d., Vodnikova 2, Celje. The Bank's shares are not listed on any stock exchange. The largest single shareholder of the Bank is Nova Ljubljanska banka d.d., with an ownership share of 40.99%; other major shareholders are shown in Chapter 7.4 of the Business report. The subsidiary Posest was established in 1991 as a limited liability company. The Bank is a 100% owner of the Subsidiary. Based on permission issued by the Bank of Slovenia, the subsidiary company is not included in the consolidated supervision in accordance with the decision by the Bank of Slovenia on Supervision of Banks and Savings Banks on a Consolidated Basis, as from the aspect of the aim of supervision the Subsidiary does not represent any significant effect. Notes to the Financial Statements refer to the Bank and the Group. After the annual report has been approved by the Supervisory Board, standalone and consolidated Financial Statements can no longer be amended. 2 SIGNIFICANT ACCOUNTING POLICIES The Banka Celje d.d. and the Banka Celje Group financial statements have been prepared under the going concern principle. Banka Celje d.d. recorded a net loss of EUR 126,257 thousand in the year ended 31 December 2013, mostly due to impairment losses on loans and financial investments. Banka Celje Group recorded a net loss of EUR 126,408 thousand in the year ended 31 December 2013, also mostly due to impairment losses on loans and financial investments. Equity of Banka Celje d.d. amounted to EUR 40,758 thousand and for Banka Celje Group EUR 41,520 thousand. The capital adequacy ratio of Banka Celje d.d. and Banka Celje Group as of 31 December 2013 was 2.50% and 2.55%, respectively. The regulatory requirement is 8%. Banka Celje d.d. and Banka Celje Group did not comply with capital requirements as of 31 December 2013. Banka Celje, d.d., started procedures to provide sufficient capital for the bank to meet capital requirements at the end of 2013 and in 2014. Due to the failed recapitalization process, the Bank applied for state aid which would be given through the transfer of certain assets to the Bank Asset Management Company and through the increase of share capital in accordance with the Act on measures to strengthen the stability of banks and in line with the Rules on State Aid. In relation to the aforesaid, the Bank’s Management Board maintains that the going concern assumption with regard to the preparation of separate and consolidated financial statements at 31 December 2013 is appropriate, even though significant uncertainty exists, which may cast doubt about the Bank’s ability to continue as a going concern. The principal accounting policies applied in the preparation of these standalone and consolidated financial statements are set out below and have been consistently applied to both years presented. 66 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The disclosures in accordance with the Regulation on disclosures by banks and saving banks are presented in a separate document. 2.1 Declaration of Conformity Standalone and consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. Where required, additional disclosures are included to comply with the requirements of local regulations. The standalone and consolidated financial statements comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in shareholder’s equity, the statement of cash flows, the principal accounting policies and the notes. 2.2 Basis for preparation of financial statements The financial statements have been prepared under the going concern principle on the basis of the historical cost convention, as modified by the revaluation of available-for-sale financial assets, financial assets and financial liabilities at fair value through profit or loss and all derivative contracts, which have been measured at fair value. The standalone and consolidated statements of cash flows show the changes in cash and cash equivalents arising from financial flows during the period classified according to operating activities, investment activities and financing activities. Cash and cash equivalents include highly liquid investments and are shown in Note 4.30. The standalone and consolidated statements of cash flows have been prepared using the direct method, by amending the appropriate items from the consolidated income statement with income and expenses or changes in operating assets and liabilities from investments and financing during the period. Interest paid and received have been classified as operating cash flows except where they are based on financing. The preparation of financial statements in accordance with IFRS requires the use of certain estimates and assumptions, which influence the value of reported assets and liabilities as well as the disclosure of potential assets and liabilities on the reporting date and the amount of income and expenses during the reported period. Estimates and judgements are evaluated on a continuing basis and are based on past experience and other factors, including expectations with regard to future events. Critical accounting estimates and judgements are disclosed in Note 2.28. 2.3 Comparative figures The standalone and consolidated financial statements feature data disclosed using comparative figures. 2.4 Investment in subsidiaries In the separate financial statements, investment in the capital of the Subsidiary is accounted for at cost. Dividends from the Subsidiary are recognised in the income statement, when the right to receive cash flow is established. 2.5 Consolidation The financial statements of the Subsidiary, used for the preparation of consolidated financial statements, were prepared as of the Bank’s reporting date. The consolidation principles remained unchanged in comparison with the previous year. 67 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The subsidiary has been fully consolidated since the day of the set-up and will be excluded from consolidation on the date control is lost. Where necessary, accounting policies of the Subsidiary have been adjusted to ensure consistency with the policies adopted by the Bank. In the process of consolidation, all intercompany transactions, balances and unrealized gains have been eliminated. 2.6 Foreign currency translation a) Functional and presentation currency Items reported in these standalone and consolidated financial statements are measured using the currency of the primary economic environment in which the Bank and the Group operate (the functional currency). The financial statements are reported in Euros, which is the Bank’s and the Subsidiary's functional and the Group’s presentation currency. All financial information, presented in Euro, has been rounded to the nearest thousand. b) Transactions and balances Foreign currency transactions are translated into the functional currency according to the exchange rates prevailing on the date of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement. Translation differences resulting from changes in amortised costs of monetary items denominated in foreign currency classified as available for sale financial assets are recognised in the income statement. Translation differences on non-monetary items, such as equities at fair value through profit or loss, are reported as part of fair value gain or loss in the income statement. Translation differences on non-monetary items, such as equities classified as available for sale, are included together with valuation reserves at fair value within other comprehensive income. Gains and losses from foreign exchange trading are shown in the income statement under “Net gains / (losses) from financial assets and liabilities held for trading”. 2.7 Interest income and expenses Interest income and expenses are recognised for all debt instruments, measured at amortised cost, using the effective interest rate method. The aforementioned method serves the calculation of amortised cost of a financial asset or financial liability and distributes interest income and expenses across the expected life of a financial instrument. Interest income includes interest from fixed income investments and investments in securities held for trading and from discounts and premiums on bonds. The effective interest rate calculation includes all fees paid between parties at the conclusion of the transaction, as well as transaction costs, however excludes future losses due to credit risk. Once a financial asset or a group of related assets is impaired, the interest revenue is recognised on the basis of the interest rate used to discount future cash flows to calculate impairment. 2.8 Fee and commission income Fees and commissions are generally recognised as the service is provided, in accordance with the Tariff or based on contractual provisions as negotiated between the Bank and the customer. Fee and commission income includes fees and commissions from guarantees to companies issued by the Bank, from payment operations and foreign exchange as well as from credit card operations. Fees and commissions included in the calculation of the effective interest rate are shown in interest income and expenses. 68 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2.9 Dividend income Dividend income is recognised in the income statement when the Group’s right to receive payment has been established. All dividend income is realised in Slovenia. 2.10 Financial instruments 2.10.1 Classification The classification of financial instruments on initial recognition depends on the purpose of acquisition and the instruments’ characteristics. The Group classifies financial instruments in the following categories: financial instruments at fair value through profit or loss, loans and advances, held to maturity investments and available for sale financial assets. a) Financial instruments at fair value through profit or loss This category includes financial instruments held for trading and financial instruments designated at fair value through profit or loss at inception. A financial asset is classified in the held for trading category if acquired principally for the purpose of selling in the short-term or for the creation of shortterm profits, or if so designated by management. Financial assets and liabilities are designated at fair value through profit or loss when the following conditions are met: - with such a classification the Group eliminates or significantly reduces measurement or recognition inconsistencies that would arise from the valuation of financial assets and liabilities on different bases; or - a financial instrument contains one or more embedded derivatives, which may significantly modify its cash flows. Derivatives are always categorised as held for trading unless they are designated as hedging instruments in the application of accounting rules for hedge accounting. b) Loans and advances Loans and advances are non-derivative financial assets with fixed or determinable payments, which are not quoted in an active market, other than: - those that the Group intends to sell immediately or in the short-term, which are classified as held for trading, and those that the Group upon initial recognition designates as at fair value through profit or loss; - those that the Group upon initial recognition designates as available-for-sale; or - those for which the holder may not recover substantially all of its initial investment, for reasons other than the deterioration of creditworthiness. c) Held to maturity investments Held to maturity investments are non-derivative financial instruments with fixed or determinable payments and a fixed maturity which do not meet the definition of loans and receivables and which the Group intends to hold until maturity and is able to do so. d) Available for sale financial assets Available for sale financial assets are those non-derivative financial assets which the Group intends to hold for an indefinite period of time and which it may sell in response to liquidity needs or due to changes in interest rates, exchange rates or prices of financial instruments. 2.10.2 Measurement and recognition Financial assets, except financial assets at fair value through profit or loss, are initially recognised at fair value increased by transaction costs. 69 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Financial instruments at fair value through profit or loss are initially recognised at fair value with transaction costs recorded in the income statement. Purchases and sales of financial instruments at fair value through profit or loss, held to maturity investments and available for sale financial assets are recognised on trade date. Loans are recognised when cash is advanced to the borrowers. Financial assets at fair value through profit or loss and available for sale financial assets are measured at fair value. Gains and losses from financial instruments at fair value through profit or loss are included in the income statement in the period in which they arise. Gains and losses from changes in the fair value of available for sale financial assets are recognised in other comprehensive income until the financial asset is derecognised or impaired, at which time the cumulative amount previously included in other comprehensive income is transferred to the income statement. Interest calculated using the effective interest rate method and foreign currency gains and losses on monetary assets classified as available for sale are recognised directly in the income statement. Dividends on available for sale equity instruments are recognised in the income statement when the Group’s right to receive payment is established. Loans and held to maturity investments are carried at amortised cost. 2.10.3 Profit or loss at initial recognition The best evidence of fair value at initial recognition is the transaction price, representing the fair value of consideration given or received, unless where it is possible to prove fair value through other comparable market transactions or on the basis of a valuation technique, whose variables are exclusively based on market assumptions. When the transaction price of a financial instrument on a non-active market differs from the price in other observable current market transactions in the same instrument, or from the price ascertained using a valuation technique whose variables include data from observable markets exclusively, the Group immediately recognises the difference between the transaction price and the fair value in the income statement. 2.10.4 Reclassification Financial assets that are eligible for classification as loans and advances can be reclassified out of the held for trading category if they are no longer held for the purpose of selling or repurchasing them in the near-term. Financial assets that are not eligible for classification as loans and receivables may be transferred from the held for trading category only in rare circumstances. Additionally, instruments designated at fair value through profit and loss cannot be reclassified. 2.10.5 Derecognition Financial assets are derecognised when the contractual rights to receive cash flows from these assets have ceased to exist, or the assets have been transferred in the transfer that meets the criteria for derecognition. Financial liabilities are derecognised when they have been discharged, cancelled or have expired. Due to a significant change in the provisions of existing subordinated liabilities, to have a derivative embedded into subordinated debt, the Bank eliminated their original recognition and recognized these at fair value, while showing the effects in the income statement. Having revalued its subordinated debt to fair value the Bank did not write it off, it only recognized its fair value in accordance with IAS 39. 2.10.6 Fair value measurement principles The fair value of financial instruments traded on active markets is based on the current best bid price at the statement of financial position date, excluding transaction costs. If a market price is not available, fair value is determined using discounted future cash flow or a pricing model. 70 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) When using discounted future cash flow models, these are determined based on the most probable estimate and the discount rate is a market based rate of an instrument with similar characteristics on the last day of the reporting period. If the pricing model is used, market data at the reporting date is used. The fair value hierarchy is disclosed under 5.5.b. 2.10.7 Derivative financial instruments and hedge accounting Derivatives, including forwards, futures and swaps, are initially recognised in the statement of financial position at fair value. Fair value is determined on the basis of a listed market price, the model of discounted future cash flows and with the use of pricing models. The fair values are recognised in assets (positive valuation) or liabilities (negative valuation) in the statement of financial position. Interest accruals on interest rate derivatives are recorded separately from fair value measurement in the income statement. The method of recognising the resulting fair value gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group uses derivatives to hedge the fair value of recognised assets and liabilities. Hedge accounting is used provided certain criteria are met. When a hedge is introduced a formal document is prepared, describing the relationship between hedged items and hedging instruments, as well as its risk management purpose and strategy and the valuation methodology. The Group also documents the effectiveness assessment of hedging instruments at exposure to changes in the fair value of a hedged instrument, which are attributable to hedging. The Group assesses the effectiveness of a hedge at its inception and then on an ongoing basis during the duration of the hedge, where the hedge effectiveness must always fall within a range of 80 to 125 percent. Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in the income statement, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. Effective changes in fair value of hedging instruments and the related hedged items are reflected in the income statement under ’’Changes in fair value from hedging’’. If the hedge no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a hedged item for which the effective interest method is used is transferred to profit or loss over the period to maturity. The adjustment in the carrying amount of the hedged equity investment is included in operating profit at the moment of sale. Individual derivative financial instruments that provide effective economic hedges which, however, do not qualify for hedge accounting under the specific accounting rules, are treated as derivatives held for trading. Changes in the fair value of those derivative instruments are recognised immediately in the income statement under “Net gains / (losses) from financial assets and liabilities held for trading”. 2.11 Impairment of financial assets 2.11.1 Assets measured at amortised cost The Group assesses impairments of financial assets individually for all individually significant assets where there is objective evidence of impairment and for other financial assets, that have already been recognised as impaired (exposures rated D and E), while all other financial assets are impaired collectively. According to the Regulation on credit risk loss assessment by the Bank of Slovenia, a financial asset or off-balance sheet liability is individually significant if total exposure to the client 71 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) exceeds EUR 650 thousand or 0.5% of the Bank’s equity. If the Group determines that no objective evidence of impairment exists in an individually significant financial asset, it includes this asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment (exposures rated A through C). The Group individually assesses financial assets rated D and E for impairment. At each reporting date of the statement of financial position, the Group assesses whether there is objective evidence that an individually significant financial asset is impaired as a consequence of one or more events that occurred after initial recognition of the asset and that event has an impact on the asset’s future cash flows, which can be reliably estimated. The criteria the Group uses to determine the existence of objective evidence on an impairment loss pertaining to a financial asset or asset class include: - late payment of contractual interest or principal; - debtor’s significant liquidity problems; - breach of contract; - start of bankruptcy proceedings, compulsory settlement proceedings or a different form of financial restructuring; - deterioration of the borrower’s competitive position; - deterioration in the value of collateral; and - credit rating downgraded below investment grade. The Group estimates that the period between the occurrence of problems, which prevent the client from fulfilling his obligations to the Group, and identification of these problems by the Group typically varies from between one to three months. Junior management determines the assessment period on a case by case basis. If there is objective evidence that an impairment loss on loans and advances or held to maturity investment has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows. The carrying amount of the asset is reduced through an allowance account and the amount of the loss is recognised in the income statement. The calculation of the present value of the estimated future cash flows of collateralised financial assets reflects the present value of future cash flows from foreclosure, less cost of obtaining and selling the collateral. Assumed off-balance sheet liabilities are also assessed individually, and where necessary related provisions are recognised as liabilities. For the purpose of collective impairment evaluation, the Group uses migration matrices, which illustrate the expected migration of customers between internal rating classes. The probability of migration is assessed on the basis of past experience, namely the annual migration matrices for different types of customers. This data is then adjusted to the predicted future trends, since historic experience does not necessarily reflect the actual economic conditions. The Bank includes the estimates in the impairment percentages with an estimate of the general risk factor. Exposure to private individuals is analysed additionally from the aspect of transaction type. For companies, impairments are assessed on the basis of expected client transitions and with it the transition of good debt to D and E rating classes with individually estimated average recovery rates from D and E clients (bad debt class). The expected migrations of private individuals from good rating classes to C, D and E are assessed for individual transaction types, the average recovery is subsequently calculated on the basis of actual loss from bad debt for individual transaction type. The amount of impairment loss is recorded in the allowance account. If the amount of the impairment subsequently decreases due to an event occurring after the write down, the reversal of loss is recognised as a reduction of an allowance for loan impairment. 72 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2.11.2 Assets available for sale At the reporting date, the Group assesses whether there is objective evidence that available-for-sale financial assets are impaired. A significant or prolonged decrease in the fair value of an equity instrument below its cost may provide objective evidence of impairment. If any such evidence exists for available for sale assets, the cumulative loss is removed from other comprehensive income and recognised in the income statement as an impairment loss. In the statement of financial position impairment loss directly decreases the value of a financial asset. A subsequent derecognition of loss due to impairment of an equity instrument as a result of an increase in its fair value is recognised through other comprehensive income. If, in a subsequent period, the fair value of a debt instrument classified as available for sale increases and the increase can be objectively related to an event occurring after the impairment loss was recognized, the impairment loss is reversed through the income statement. The criteria the Group uses to determine whether a debt instrument is impaired: - late payment of contractual interest or principal; - issuer’s significant liquidity problems; - breach of contract; - start of bankruptcy proceedings at issuer; - deterioration of the issuer’s competitive position; - credit rating downgraded below investment grade. Impairment losses recognised in the income statement are measured as the difference between the carrying amount of the financial asset and its present fair value. The present fair value of the instrument is its market price or discounted future cash flows, when the market price is not obtainable. 2.11.3 Repossessed assets The Group did not record any assets, received in payment of receivables through repossession of assets pledged. 2.11.4 Renegotiated loans If the terms of an impaired financial asset held at amortised cost are renegotiated or otherwise modified because of financial difficulties of the borrower or issuer, impairment is measured using the original effective interest rate before the modification of terms. The renegotiated asset is then derecognised and a new asset is recognised at its fair value. 2.12 Offsetting Financial assets and liabilities are offset when a legally enforceable right to offset the recognised amounts exists and there is an intention to settle on a net basis, or realise the asset and settle the liability simultaneously. 2.13 Sale and repurchase agreements Securities sold under sale and repurchase agreements (repos) are retained in the financial statements and the related liabilities are included in financial liabilities associated with the transferred assets. Securities sold subject to sale and repurchase agreements are reclassified in the financial statements as pledged assets when the counterparty has the right by contract to sell or re-pledge the collateral. The difference between the sale and repurchase price is treated as interest and accrued over the life of the repo agreements using the effective interest rate method. 73 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2.14 Cash and cash equivalents For the purpose of the statement of cash flows, cash and cash equivalents comprise cash and balances with the Central Bank, government debt securities held for trading and loans to banks with an original maturity of less than 90 days. 2.15 Accounting for leases A lease is an agreement whereby the lessor conveys to the lessee, in return for a payment or series of payments, the right to use an asset for an agreed period of time. Lease agreements are accounted for in accordance with their classification as finance leases or operating leases at the inception of the lease. The key classification factor is the extent to which the risks and rewards incidental to ownership of a leased asset lie with the lessor or lessee. a) the Group is the lessee Leases entered into by the Group are operating and financial leases. The total payments made under operating leases are included in the income statement on a straight line basis over the period of the lease and are recorded in administrative expenses. When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor is recognised as an expense for the period in which termination takes place. A financial lease is a lease, in which the lessee takes on nearly all the risks and rewards of ownership. Assets, acquired through a financial lease, are recognised at fair value or at present value of the minimum lease payments, decreased by depreciation costs and loss due to impairment charges. Lease payments are recognised as interest expenses. Leased assets are depreciated over the useful life of the asset. If there is no reasonable certainty that the lessee will obtain ownership by the end of the lease term, such assets are depreciated over the shorter of the lease term or the useful life of the asset. b) the Group is the lessor In operational leasing, the Group transfers the right to use an asset for a contractually agreed amount of time to the lessee in exchange for a payment or a string of payments. Payments received under operating leasing are recognised as other operating income in the income statement on a straight line basis over the period of the lease. Assets leased out under operating leases are presented in the consolidated statement of financial position as investment property or as property and equipment. Assets are leased under a finance lease when the risks and rewards related to ownership of a leased asset are transferred to the lessee. When assets are leased out under a finance lease, the present value of the minimum lease payments is recognised as a receivable. Income from finance leasing transactions is apportioned systematically over the lease period. Receivables from a finance lease are shown as net investments in the finance lease including the unguaranteed residual value. 2.16 Investment property Investment property includes buildings held for leasing and not occupied by the Group. Investment property is initially recognised at cost. Direct transaction costs are included in the initial measurement. Subsequently, it is measured at cost less accumulated depreciation and any accumulated impairment loss. When there is a change in use, the Group makes transfers to or from investment property. Depreciation is provided for on a straight line basis using a depreciation rate of 1.0%. 74 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2.17 Property and equipment All property and equipment is initially recognised at cost. Subsequently, it is measured at cost less accumulated depreciation and any accumulated impairment loss. Each year the Group assesses whether there are any indications that assets may be impaired. If such an indication exists, the Group estimates the recoverable amount. The recoverable amount is the higher of the fair value less cost to sell and value in use. If the recoverable amount exceeds the carrying value, the assets are not impaired. As at 31 December 2013 no property or equipment item was impaired. Depreciation is provided for on a straight line basis over their estimated useful lives. Assets in the course of transfer or construction are not depreciated until they are available for use. The following are approximations of the annual rates used: Bank and Group Buildings Furniture and equipment Computer equipment Leasehold improvements % 1.9 - 6.0 7.0 - 20.0 10.0 - 33.3 10.0 - 20.0 The assets' residual value and useful life are reviewed, and adjusted if appropriate, on each statement of financial position date. Gains and losses on disposal of property and equipment are determined as a difference between the sale proceeds and their carrying amount and are recognised in the income statement. Maintenance and repairs are charged to the income statement during the financial period in which they are incurred. Subsequent costs that increase future economic benefits are recognised in the carrying amount of a property and equipment item. 2.18 Intangible assets Intangible assets comprise computer software and software licences. They are initially recognised at cost, decreased by the accumulated amortisation and impairment losses. Amortisation of intangible assets with a finite useful life is calculated on a straight-line basis at rates designed to write down the cost of the intangible asset over its estimated useful life. Software and licences are amortised over a period of three to ten years. Intangible assets begin to be amortised when they are available for use. 2.19 Inventories Inventories are measured at the lower of cost or net realisable value. The Group uses the weighted average cost method to determine inventories. 2.20 Taxes 2.20.1 Corporate income tax Corporate income tax is calculated using the provisions of the Corporate Income Tax Act (the Act) at a tax rate of 17% and is recorded in the income statement. 75 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Until, and including, 2012 deferred income tax has been calculated using the balance sheet liability method, for all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. During the past three years the Bank made a tax loss. On the reporting date of the Statement of financial position it estimated, that future business years carry a probability of attaining a sufficient profit for the Bank to cover for the tax loss and to eliminate deferred tax assets. However, out of prudence due to the position it is currently in, the Bank impaired the entire amount of deferred tax assets on 31 December 2013, while not forming deferred tax assets for 2013. Deferred tax related to fair value remeasurement of available for sale investments is charged or credited directly to other comprehensive income and subsequently recognised in the income statement together with the deferred gain or loss from the sale. As at 31 December 2013 the Bank derecognized the entire amount of deferred tax liabilities, while not forming any for 2013. 2.20.2 Balance sheet tax The Bank's total asset tax liability is shown under net other operating gains / (losses) (Note 3.9) and is calculated in accordance with Slovenian legislation. The tax liability is represented by the difference between the tax base and the tax relief. The tax base is balance sheet volume, which represents the value of assets in the Statement of financial position. The tax rate for the balance sheet is 0.1%. Calculated tax is reduced by 0.1% of loans granted to non-financial companies and private entrepreneurs during the period. 2.20.3. Financial services tax The liability to pay financial services tax is recognised in net other operating gains / (losses) (Note 3.9). In accordance with the adopted Financial Services Tax Act the Bank records the liability for the period from 1 March 2013 onward. Thus, in line with the aforementioned act, financial services, which in accordance with the Value Added Tax Act, are exempt from VAT payment, are taxed. The basis for the financial services tax is the remuneration (fee or commission), which the Bank receives in payment for a financial service it has provided. 2.21 Employee benefits Employee benefits include: jubilee benefits and retirement indemnity bonuses. In accordance with legislation, employees retire after 40 years of service and are entitled to a lump sum severance payout at such time. Employees are also entitled to long service bonuses for every ten years of service to the Bank. The valuation of the provisions for these obligations is carried out by independent qualified actuaries. The significant assumptions used in the actuarial calculation for the Group are: Bank and Group Discount rate Number of employees entitled to benefits Wage growth based on inflation, promotions and seniority 2013 2012 3.10% 3.55% 499 503 2.00% 3.00% All gains and losses arising from changes in assumptions are immediately recognised in the income statement, except for actuarial gains in the amount of EUR 74 thousand based on post-employment benefits, which have been recognised in the revaluation reserve for the business year on the basis of the amended IAS 19. Due to the immaterial nature of the effect the amendment of the aforesaid standard has on actuarial gains or losses, the Bank did not prepare a calculation for the preceeding period. 76 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The Group contributes to the State Pension Scheme (8.85% of gross salaries) in accordance with legislation. Once contributions have been paid, the Bank has no further payment obligation. The regular contributions constitute net periodic costs for the year in which they are due and are disclosed under labour costs in the income statement. 2.22 Loans taken, deposits and debt securities issued Loans taken, deposits and debt securities issued are initially recognised at fair value decreased by the transaction costs. Loans and deposits are usually measured at cost, with the difference between initial recognition and carrying value recognised in the income statement under interest income with the use of the effective interest rate. A debt security issued is measured at cost or at fair value. Purchases of own debt reduce the liabilities in the statement of financial position. The difference between the carrying amount and the price of the own debt is shown in the income statement. 2.23 Provisions Long-term provisions are recognised when the Group has a present legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made. The Bank creates provisions for post-employment benefits, for commitments and contingent liabilities, for legally unresolved claims and on the basis of the national housing savings scheme. For instruments carrying off-balance sheet risk provisions are formed for estimated loss from the items, which are based on similar criteria as those set for loans. To form provisions for legitimate obligations from past events a reliable estimate of the obligation amounts is required. 2.24 Financial and performance guarantees Financial guarantees are agreements that require the issuer to make specific payments to reimburse the holder for a loss it incurs because a specific debtor fails to make payments when due, in accordance with the terms of debt instruments at the initial or adjusted due date. Such financial guarantees are given to banks, other financial institutions and other parties as a form of collateral on loans, overdrafts and other banking facilities. Performance guarantees are agreements, based on which the issuer is obligated to pay a consideration, which compensates the holder for loss resulting from the contractor’s failure to fulfil contractual obligations. Mainly these are issued to construction investors in the name of the contractor, to secure the conditions, as defined in the agreement. Financial and performance guarantees are initially recognised at fair value, which is recorded as the amount of fees and commissions received. The fees are transferred to the income statement over the contract term using the straight line method. The Group’s liabilities under guarantees are subsequently measured at the greater of: - the initial measurement, less amortisation calculated to recognise fee income over the period of guarantee; or - the best estimate of the expenditure required to settle the obligation. 77 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2.25 Share capital Ordinary shares and preference shares are both classified as equity. a) Share issue costs Costs, directly attributed to the issue of new shares are recognised in equity as a reduction in share premium. b) Dividends on shares Dividends on shares are recognised in equity in the period in which they are approved by the Bank’s owners. c) Treasury shares Should the Bank purchase treasury shares, the consideration paid is deducted from total shareholder’s equity as treasury shares. In the event of a subsequent sale of the acquired treasury shares, the amount is shown as an increase in share capital. 2.26 Segment reporting Operating segments are reported in a manner consistent with the internal reporting to the Assets and Liabilities Committee (ALCO) that makes decisions on funding, investments and the operating performance of the Bank and its segments. The criterion for the definition of the Bank’s segments is represented by services, which are allocated based on similar characteristics to retail operations, corporate operations and the financial markets. Income and expenses directly attributable to a respective segment are included in the said segment's performance. Income tax is not allocated to segments. 2.27 Adoption of new or revised standards and interpretations The accounting policies, used in the preparation of the consolidated financial statements are consistent with those of the consolidated annual financial statements for the year ended 31 December 2012, except for new and amended standards as of 1 January 2013, as presented below. a) Newly adopted standards and interpretations IAS 1 Financial Statement Presentation – Presentation of Items of Other Comprehensive Income (OCI) The amendment becomes effective for annual periods beginning on or after 1 July 2012. The amendment to IAS 1 changes the grouping of items presented in OCI. Items that could be reclassified to profit or loss at a future point in time (for example, upon derecognition or settlement) are presented separately from items that will never be reclassified. The amendment does not change the nature of the items that were recognized in OCI, nor do they impact the determination of whether items in OCI are reclassified through profit and loss in future periods. The amendment affects presentation only and there is no impact on the Group's financial position or performance. IAS 19 Employee benefits (revised) The revised standard includes a number of amendments that range from fundamental changes to simple clarifications and re-wording. The more significant changes include the following: for defined benefit plans, the ability to defer recognition of actuarial gains and losses (i.e. the corridor approach) has been removed; there are new or revised disclosure requirements which include quantitative information of the sensitivity of the defined benefit obligation to a reasonably possible change in each significant actuarial assumption; termination benefits are recognized at the earlier of when the offer of termination cannot be withdrawn, or when the related restructuring costs are recognized under IAS 37; the distinction between short-term and other long-term employee benefits is based on 78 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) expected timing of settlement rather than the employee’s entitlement to the benefits. This standard is effective for annual periods beginning on or after 1 January 2013. The revised standard has affected the presentation of actuarial gains on severance pay at retirement in the revaluation reserve. IFRS 7 Financial Instruments: Disclosures (Offsetting Financial Assets and Financial Liabilities) The amendment is effective for annual periods beginning on or after 1 January 2013. This amendment requires an entity to disclose information about rights to set-off and related arrangements (e.g. collateral agreements). The disclosures would provide users with information that is useful in evaluating the effect of netting arrangements on an entity’s financial position. The new disclosures are required for all recognized financial instruments that are set off in accordance with IAS 32 Financial Instruments: Presentation. The disclosures also apply to recognized financial instruments that are subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are set-off in accordance with IAS 32. The amendment has no impact on the Group's financial position or performance. IFRS 13 Fair Value Measurement IFRS 13 establishes a single source of guidance under IFRS for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. Fair value under IFRS 13 is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date” (i.e. an “exit price”). “Fair value” as used in IFRS 2 Share-based Payments and IAS 17 Leases is excluded from the scope of IFRS 13. The standard provides clarification on a number of areas, including the following: - Concepts of ‘highest and best use’ and ‘valuation premise’ are relevant only for non-financial assets; - Adjustments for blockage factors (block discounts) are prohibited in all fair value measurements; - A description of how to measure fair value when a market becomes less active. New disclosures related to fair value measurements are also required to help users understand the valuation techniques and inputs used to develop fair value measurements and the effect of fair value measurements on profit or loss. The standard has no impact on the Group's financial position or performance. b) New IFRS standards and interpretations either not yet effective or not yet adopted by the EU In compliance with the requirements of IFRSs and subject to the endorsement by the European Union, the Group will have to apply in future periods the following amended and revised standards and interpretations. The Group is currently assessing the potential impacts of the new and revised standards and interpretations that will be effective or adopted by the EU from 1 January 2014 or later. IAS 28 Investments in Associate and Joint Ventures (revised) As a consequence of the new IFRS 11 and IFRS 12, IAS 28 has been renamed IAS 28 Investments in Associates and Joint Ventures, and describes the application of the equity method to investments in joint ventures in addition to associates. The amendment does not have a significant impact on the financial position or performance of the Group. The standard has no impact on the Group's financial position or performance. 79 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) IAS 32 Financial Instruments: Presentation (Offsetting Financial Assets and Financial Liabilities) In December 2011, IASB issued an amendment to IAS 32, which is intended to clarify existing application issues relating to the offsetting rules and reduce level of diversity in current practice. The amendment is effective for financial statements beginning on or after 1 January 2014. The amendments clarify that rights of set-off must not only be legally enforceable in the normal course of business, but must also be enforceable in the event of default and the event of bankruptcy or insolvency of all of the counterparties to the contract, including the reporting entity itself. The IAS 32 offsetting criteria require the reporting entity to intend either to settle on a net basis, or to realize the asset and settle the liability simultaneously. The amendment clarifies that only gross settlement mechanisms with features that eliminate or result in insignificant credit and liquidity risk and that process receivables and payables in a single settlement process or cycle would be, in effect, equivalent to net settlement and, therefore, meet the net settlement criterion. The Group does not expect the amendment will have an impact on the Group's financial statements. IAS 36 Impairment of Assets (Recoverable Amount Disclosure for Non-Financial Assets) The amendment clarifies the disclosure requirements in respect of fair value less costs of disposal. When IAS 36 Impairment of Assets was originally changed as a consequence of IFRS 13, the IASB intended to require disclosure of information about the recoverable amount of impaired assets if that amount was based on fair value less costs to sell. An unintended consequence of the amendments was that an entity would be required to disclose the recoverable amount for each cash-generating unit for which the carrying amount of goodwill or intangible assets with indefinite useful lives allocated to that unit was significant in comparison with the entity’s total carrying amount of goodwill or intangible assets with indefinite useful lives. This requirement has been deleted by the amendment. In addition, the IASB added two disclosure requirements: - Additional information about the fair value measurement of impaired assets when the recoverable amount is based on fair value less costs of disposal; - Information about the discount rates that have been used when the recoverable amount is based on fair value less costs of disposal using a present value technique. The amendment harmonises disclosure requirements between value in use and fair value less costs of disposal. The amendment is effective for financial statements beginning on or after 1 January 2014. The Group does not expect the amendment will have an impact on the Group's financial statements. IAS 39 Financial Instruments: Recognition and Measurement (Novation of Derivatives and Continuation of Hedge Accounting) The amendment provide an exception to the requirement to discontinue hedge accounting in certain circumstances in which there is a change in counterparty to a hedging instrument in order to achieve clearing for that instrument. The amendment covers novations: - That arise as a consequence of laws or regulations, or the introduction of laws or regulations; - Where the parties to the hedging instrument agree that one or more clearing counterparties replace the original counterparty to become the new counterparty to each of the parties; - That did not result in changes to the terms of the original derivative other than changes directly attributable to the change in counterparty to achieve clearing. All of the above criteria must be met to continue hedge accounting under this exception. The amendments cover novations to central counterparties, as well as to intermediaries such as clearing members, or clients of the latter that are themselves intermediaries. For novations that do not meet the criteria for the exception, entities have to assess the changes to the hedging instrument against derecognition criteria for financial instruments and the general conditions for continuation of hedge accounting. 80 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The amendment is effective for financial statements beginning on or after 1 January 2014. The Group does not expect the amendment will have an impact on the Group's financial statements. IFRS 9 Financial Instruments – Classification and measurement The IFRS 9 was originally issued in November 2009 and is intended to replace IAS 39 Financial Instruments: Recognition and measurement. The standard introduces new requirements for classifying and measuring financial assets and liabilities. In October 2010 the IASB added to IFRS 9 the requirements for classification and measurement of financial liabilities and derecognition of financial assets and liabilities. Most of the requirements in IAS 39 for classification and measurement of financial liabilities and derecognition of financial assets and liabilities were carried forward unchanged to IFRS 9. The standard eliminates categories of financial instruments currently existing in IAS 39: available-for-sale and held-to-maturity. According to IFRS 9 all financial assets and liabilities are initially recognized at fair value plus transaction costs. Financial assets Debt instruments may, if the fair value option (FVO) is not invoked, be subsequently measured at amortized cost if: - The asset is held within a business model that has the objective to hold the assets to collect the contractual cash flows; and - The contractual terms of the financial asset give rise, on specified dates, to cash flows that are solely payments of principal and interest on the principal outstanding. All other debt instruments, where the above mentioned conditions are not met, are subsequently measured at fair value. All equity investment financial assets are measured at fair value either through other comprehensive income (OCI) or profit or loss. Equity instruments held for trading must be measured at fair value through profit or loss. Entities have an irrevocable choice of recognizing changes in fair value either in OCI or profit or loss by instrument for all other equity investment financial assets. Financial liabilities For FVO liabilities, the amount of change in the fair value of a liability that is attributable to changes in credit risk must be presented in OCI. The remainder of the change in fair value is presented in profit or loss, unless presentation of the fair value change in respect of the liability’s credit risk in OCI would create or enlarge an accounting mismatch in profit or loss. Hedge accounting A new chapter on hedge accounting has been added to IFRS 9. This represents a major overhaul of hedge accounting and puts in place a new model that introduces significant improvements principally by aligning the accounting more closely with risk management. There are also improvements to the disclosures about hedge accounting and risk management. The standard does not currently indicate the mandatory effective date. The IASB decided to defer the mandatory effective date of IFRS 9 until the date of the completed version of IFRS 9 is known. The standard has not yet been endorsed by EU. The adoption of IFRS 9 will have an effect on the classification and measurement of the Bank’s financial assets and liabilities. The Bank will quantify the effect in conjunction with the other phases, when issued, to present a comprehensive picture. IFRS 10 Consolidated Financial Statements IFRS 10 replaces the portion of IAS 27 Consolidated and Separate Financial Statements that addresses the accounting for consolidated financial statements. It also includes the issues raised in 81 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) SIC-12 Consolidation - Special Purpose Entities, which resulted in SIC-12 being withdrawn. IAS 27, as revised, is limited to the accounting for investments in subsidiaries, joint ventures, and associates in separate financial statements. IFRS 10 establishes a single control model that applies to all entities including special purpose entities. The changes introduced by IFRS 10 will require management to exercise significant judgment to determine which entities are controlled, and therefore, are required to be consolidated by a parent, compared with the requirements that were in IAS 27. Control exists when an investor has: - Power over the investee (defined in IFRS 10 as when the investor has existing rights that give it the current ability to direct the relevant activities); - Exposure, or rights, to variable returns from its involvement with the investee; and - The ability to use its power over the investee to affect the amount of the investor’s returns. This standard becomes effective for annual periods beginning on or after 1 January 2013. The endorsement process within EU adopted the standard and decided that the standard should be applied, at the latest, as from the commencement date of a financial year starting on or after 1 January 2014. The Group does not expect the standard will have a significant impact on current Group's interests in entities, but may affect the treatment of future acquisitions. IFRS 11 Joint Arrangements IFRS 11 replaces IAS 31 Interests in Joint Ventures and SIC-13 Jointly-controlled Entities - Nonmonetary Contributions by Venturers. Joint control under IFRS 11 is defined as the contractually agreed sharing of control of an arrangement, which exists only when the decisions about the relevant activities require the unanimous consent of the parties sharing control. “Control” in “joint control” refers to the definition of “control” in IFRS 10. IFRS 11 also changes the accounting for joint arrangements by moving from three categories under IAS 31 to the following two categories: - Joint operation - An arrangement in which the parties with joint control have rights to the assets and obligations for the liabilities relating to that arrangement. In respect of its interest in a joint operation, a joint operator must recognize all of its assets, liabilities, revenues and expenses, including its relative share of jointly controlled assets, liabilities, revenue and expenses. - Joint venture - An arrangement in which the parties with joint control have rights to the net assets of the arrangement. Joint ventures are accounted for using the equity method. The option in IAS 31 to account for joint ventures (as defined in IFRS 11) using proportionate consolidation has been removed. Under these new categories, the structure of the joint arrangement is not the only factor considered when classifying the joint arrangement as either a joint operation or a joint venture, which is a change from IAS 31. Under IFRS 11, parties are required to consider whether a separate vehicle exists and, if so, the legal form of the separate vehicle, the contractual terms and conditions, and other facts and circumstances. This standard becomes effective for annual periods beginning on or after 1 January 2013. The endorsement process within EU adopted the standard and decided that the standard should be applied, at the latest, as from the commencement date of a financial year starting on or after 1 January 2014. The Group does not expect the standard will have a significant impact on current Group's interests in other entities, but may affect the treatment of future arrangements. 82 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) IFRS 12 Disclosure of Involvement with Other Entities IFRS 12 includes all of the disclosures that were previously in IAS 27 related to consolidated financial statements, as well as all of the disclosures that were previously included in IAS 31 and IAS 28. These disclosures relate to an entity’s interests in subsidiaries, joint arrangements, associates and structured entities. Some of the more extensive qualitative and quantitative disclosures of IFRS 12 include: provision of summarized financial information for each subsidiary with a material noncontrolling interest; description of significant judgments used by management in determining control, joint control and significant influence, and the type of joint arrangement (i.e. joint operation or joint venture); provision of summarized financial information for each individually material joint venture and associate; and description of the nature of the risks associated with an entity’s interests in unconsolidated structured entities. This standard becomes effective for annual periods beginning on or after 1 January 2013 and may affect the disclosures in the notes to financial statements. The endorsement process within EU adopted the standard and decided that the standard should be applied, at the latest, as from the commencement date of a financial year starting on or after 1 January 2014. The standard affects presentation only and there is no impact on the Group's financial position or performance. Investment Entities (Amendments to IFRS 10, IFRS 12, IAS 27 and IAS 28) In October 2012 IASB issued the amendments that are effective for annual periods beginning on or after 1 January 2014. These amendments will apply to investments in subsidiaries, joint ventures and associates held by a reporting entity that meets the definition of an investment entity. An investment entity will account for its investments in subsidiaries, associates and joint ventures at fair value through profit or loss in accordance with IFRS 9 (or IAS 39, as appropriate), except for investments in subsidiaries, associates and joint ventures that provide services that relate only to the investment entity, which would be consolidated or accounted for using the equity method, respectively. An investment entity will measure its investment in another controlled investment entity at fair value. Non-investment entity parents of investment entities will not be permitted to retain the fair value accounting that the investment entity subsidiary applies to its controlled investees. For non-investment entities, the existing option in IAS 28, to measure investments in associates and joint ventures at fair value through profit or loss, will be retained. The Group is currently assessing the impact that this standard could have on the Group's financial position and performance. IFRIC 21 Levies The interpretation is applicable to all levies other than outflows that are within the scope of other standards (e.g., IAS 12) and fines or other penalties for breaches of legislation. Levies are defined in the interpretation as outflows of resources embodying economic benefits imposed by government on entities in accordance with legislation. The interpretation clarifies that an entity recognizes a liability for a levy when the activity that triggers payment, as identified by the relevant legislation, occurs. It also clarifies that a levy liability is accrued progressively only if the activity that triggers payment occurs over a period of time, in accordance with the relevant legislation. For a levy that is triggered upon reaching a minimum threshold, the interpretation clarifies that no liability is recognized before the specified minimum threshold is reached. The interpretation does not address the accounting for the debit side of the transaction that arises from recognizing a liability to pay a levy. Entities look to other standards to decide whether the recognition of a liability to pay a levy would give rise to an asset or an expense under the relevant standards. The interpretation is effective for annual periods beginning on or after 1 January 2014. The Group is currently assessing the impact that this interpretation could have on the Group's financial position and performance. 83 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2.28 Critical accounting estimates and judgements All the estimates and judgements used represent the best judgements in accordance with IFRS, made in line with the applicable standards and are based on the principles of an active company, on past experience and other factors, including expectations with regard to future events. a) Impairment losses on loans and advances With the objective of determining impairment charges, the Bank and the Group are reviewing their loan portfolio at least on a quarterly basis. Prior to making the decision on recognising loss through the income statement, they make judgements if any information exists which could signify a drop in the estimated cash flows from loans. Such evidence includes the information on deterioration of debtor creditworthiness or on deterioration of economic conditions and circumstances. Future cash flows from financial assets are estimated on the basis of past experience and loss from credit risk bearing assets. The estimated future cash flows reflect also the effects related to the current circumstances. Individual estimations are prepared on the basis of projected future cash flows including all relevant information in relation to the financial position and debtor creditworthiness as well as collateral. The methodology and assumptions, used in estimating future cash flow are based on regular reviews aimed at decreasing the differences between the estimated and actual losses. Should the present value of future cash flows decrease by 1 percentage point, it would result in additional impairment charges in the amount of EUR 2,080 thousand for the Bank and the Group (2012: EUR 3,503 thousand for the Bank and EUR 3,504 thousand for the Group). b) Fair value of financial instruments The fair value of financial instruments traded on an organised market is determined using observable market prices on the reporting date, being the price, representing the best bid for the financial instrument. Fair values of financial instruments not traded on organized markets are determined using valuation models. These include comparisons with the prices from the most recent transactions, the use of discounted future cash flows and other frequently used valuation methods. All models in use have been verified to ensure that the results offer an adequate representation of actual market conditions, including the relative liquidity of the market and the use of adequate market surpluses. Changes in the estimates of these factors would impact the reported fair value of held for trading investments and available for sale financial assets. The fair values of derivatives are determined on the basis of market data, in line with the adopted methodology of the valuation of financial instruments. Market foreign currency rates, market interest rates, the yield curve and the volatility curves are used in the valuation. c) Held to maturity investments All held to maturity investments are classified as available for sale financial assets as at 31 December 2013. The effect of the reclassification is shown in Note 4.4. 84 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3 NOTES TO THE INCOME STATEMENT 3.1 Net interest and similar income Bank 2013 Interest and similar income Loans and advances to customers Loans and advances to banks Securities - held for trading - financial assets designated at fair value through profit or loss - available for sale financial assets - held to maturity investments Deposits with Central Bank Derivatives - interest rate swap Interest and similar expense Loans and advances from customers Loans and advances from banks Loans and deposits from Central Bank Issued securities and CDs Derivatives - interest rate swap Group 2013 2012 2012 88,279 68,556 77 13,006 138 110,535 88,090 192 15,440 754 88,232 68,509 77 13,006 138 110,502 88,057 192 15,440 754 16 4,000 8,852 114 6,526 261 4,808 9,617 234 6,579 16 4,000 8,852 114 6,526 261 4,808 9,617 234 6,579 (50,988) (30,999) (5,844) (660) (12,126) (1,359) (63,946) (34,784) (13,059) (1,420) (12,217) (2,466) (50,988) (30,999) (5,844) (660) (12,126) (1,359) (63,946) (34,784) (13,059) (1,420) (12,217) (2,466) 37,291 46,589 37,244 46,556 Net interest and similar income Among loans and advances to customers in amount of EUR 68,556 thousand the Bank and the Group realised EUR 11,216 thousand of revenue from individually impaired loans (2012: EUR 19,608 thousand). 3.2 Dividend income Bank and Group 2013 2012 Dividends from available for sale financial assets Dividends from financial assets held for trading 379 8 462 289 Total 387 751 85 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3.3 Net fee and commission income Bank Group 2013 2012 2013 2012 Fee and commission income Payment services Card operations Current account Guarantees Other services 17,344 6,441 5,020 3,307 2,316 260 17,528 6,582 5,698 3,043 1,962 243 17,343 6,440 5,020 3,307 2,316 260 17,527 6,581 5,698 3,043 1,962 243 Fee and commission expenses Payment services Card operations Brokerage commissions and other securities transactions Other services (1,526) (680) (654) (129) (63) (1,795) (672) (905) (170) (48) (1,526) (680) (654) (129) (63) (1,795) (672) (905) (170) (48) Net fee and commission income 15,818 15,733 15,817 15,732 3.4 Gains less losses from financial assets and liabilities not classified at fair value through profit or loss Bank and Group 2013 2012 Financial liabilities recognised at amortised cost Available for sale financial assets Equity securities Debt securities Financial assets recognised at amortised cost 54,787 545 364 181 (108) 10,595 2,852 2,997 (145) 31 Total 55,224 13,478 The higher profit attained from financial liabilities measured at amortised cost in 2013 is the result of the restating of subordinated bonds and certificates of deposit in the amount of EUR 54,705 thousand. Due to the changes in the Banking Act at the end of 2013 the terms of subordinated debt changed significantly, namely with the inclusion of the embedded derivative (possible conversion into shares in the event of capital inadequacy) in subordinated debt. Based on the aforementioned, an appraisal of the fair value of subordnited debt was prepared by a certified appraiser. With the revaluation of subordinated debt to fair value the Bank did not write it off, but only recognized its fair value in accordance with IAS 39. Detailed data on the subordinated debt issued and the method of its valuation is disclosed in Note 4.17. 86 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3.5 Gains less losses from financial assets and liabilities held for trading Bank and Group 2013 2012 Currency derivative financial instruments Foreign currency trading Equity securities Debt securities IRS and options Forwards and futures with underlying securities 443 262 (1) (104) (1,539) (4,838) (58) 389 (363) 219 402 (6,202) Total (5,777) (5,613) The loss recognised from forwards and futures and the underlying securities in 2013 pertains mainly to the lower fair value valuation of futures and forwards. 3.6 Gains less losses from financial assets and liabilities designated at fair value through profit or loss Bank and Group 2013 2012 Gains from valuation of securities in issue (Losses) from bond valuation 32,604 (1,174) 1,097 (638) Total 31,430 459 The profit from the valuation of issued securities is the result of the valuation of subordinated bond in 2013. Due to the changes in the Banking Act at the end of 2013 the terms of subordinated debt changed significantly, namely with the inclusion of the embedded derivative (possible conversion into shares in the event of capital inadequacy) in subordinated debt. Based on the aforementioned, an appraisal of the fair value of subordinated debt was prepared by a certified appraiser. With the revaluation of subordinated debt to fair value the Bank did not write it off, only recognized its fair value in accordance with IAS 39. Detailed data on the subordinated debt issued and the method of its valuation is disclosed in Note 4.17. Loss from the valuation of bonds is the result of the valuation of bonds purchased. The Bank estimates fair value on the basis of quotes available from information platforms (Reuters or Bloomberg). 3.7 Changes in fair value from hedge accounting Bank and Group Net profit / (loss) from hedged instruments Net (loss) / profit from hedging derivatives Total 2013 2012 3,487 (3,453) (1,513) 1,566 34 53 Using hedge accounting, the Group hedged the fair value of some of its financial liabilities related to a change in interest rates. Hedging derivatives are disclosed in detail in Note 4.9. 87 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3.8 Gains less losses from foreign exchange differences Bank and Group Positive exchange rate differences Negative exchange rate differences 2013 2012 4,904 (5,394) 4,082 (3,936) (490) 146 Total Net (loss) / profit from foreign exchange differences must be assessed with the effects of currency derivatives shown in Note 3.5. 3.9 Net other operating (loss) / income Bank Group 2013 2012 2013 2012 306 198 108 298 191 107 704 308 288 108 1,944 298 1,539 107 Expenses Taxes and other duties Membership fees Contributions to humanitarian organisations Other operating expenses (2,241) (2,076) (92) (63) (10) (480) (313) (79) (59) (29) (2,279) (2,107) (99) (63) (10) (484) (317) (79) (59) (29) Total (1,935) (182) (1,575) 1,460 Income Rental income Income from the sale of real estate Other operating income Taxes and other duties feature the expense for balance sheet tax in an amount of EUR 952 thousand (2012: EUR 206 thousand) and the expense of the financial services tax introduced in 2013 and amounting to EUR 1,013 thousand. 88 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3.10 Administrative expenses Bank 2013 2012 Group 2013 2012 Labour costs Gross salaries and compensations Defined contribution scheme Social security Employee benefits - post-employment benefits - other employee benefits Other labour expenses (16,892) (12,361) (1,436) (904) (589) (132) (457) (1,602) (17,758) (12,571) (1,754) (927) (276) 247 (523) (2,230) (17,172) (12,571) (1,459) (919) (590) (133) (457) (1,633) (18,054) (12,782) (1,781) (943) (279) 244 (523) (2,269) General and administrative expenses IT Maintenance Credit cards Rent - property - equipment - software Material and energy costs Advertising Office stationery costs Audit and consultancy - audit of the annual report Other services (13,718) (3,441) (2,005) (1,557) (842) (488) (331) (23) (637) (593) (408) (312) (53) (3,923) (14,090) (3,426) (2,049) (1,805) (807) (361) (423) (23) (621) (729) (476) (225) (52) (3,952) (13,833) (3,441) (2,045) (1,557) (842) (488) (331) (23) (649) (616) (412) (468) (53) (3,803) (15,344) (3,426) (2,103) (1,805) (807) (361) (423) (23) (634) (729) (483) (425) (52) (4,932) Total (30,610) (31,848) (31,005) (33,398) Bank and Group Future operating lease payments - up to 1 year - 1 to 5 years - over 5 years 800 1,887 874 Total 3,561 Employee data are presented in Chapter 7.6 of the Business report. 3.11 Amortisation and depreciation Note Depreciation of property and equipment Amortisation of intangible assets Depreciation of investment property 4.10 4.12 4.11 Total 89 Bank 2013 2012 Group 2013 2012 (1,855) (1,036) - (2,203) (1,189) - (1,857) (1,037) (30) (2,206) (1,190) (30) (2,891) (3,392) (2,924) (3,426) Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 3.12 Provisions Bank Provisions for guarantees and commitments Provisions for legal action 2013 2012 2013 2012 4.25 4.25 (57) - 800 1,000 (57) - 799 1,000 (57) 1,800 (57) 1,799 Total 3.13 Group Note Impairment charges Bank Impairment of loans measured at amortised cost Impairment of available for sale financial assets Impairment of equity securities Impairment of debt securities Total Group 2013 2012 2013 2012 (207,838) (6,159) (54,558) (10,842) (207,840) (6,159) (54,558) (10,842) (5,659) (500) (10,842) - (5,659) (500) (10,842) - (213,997) (65,400) (213,999) (65,400) Detailed data on impairment of loans are disclosed in Note 5.1. 3.14 Basic and diluted earnings per share Bank Net (loss) - holders of ordinary shares Number of ordinary shares Basic and diluted net earnings per share (EUR per share) Group 2013 2012 2013 2012 (126,257) (24,984) (126,358) (24,956) 508,378 508,378 508,378 508,378 (248) (49) (249) (49) Basic earnings per share are calculated by dividing net profit by the weighted average number of ordinary shares issued, decreased by the treasury shares. During the period from the reporting date to the annual report completion date the Bank did not enter into any transactions involving ordinary or potential ordinary shares, which would require adjustments to the calculation of earnings per share. Issued subordinated debt securities do not have any conversion features. 4 NOTES TO STATEMENT OF FINANCIAL POSITION 4.1 Cash and balances with the Central Bank Bank and Group 31 December 2013 31 December 2012 Balances with Central Bank Cash in hand 178,744 13,251 113,672 13,814 Total 191,995 127,486 In 2013 the Bank placed surplus liquidity with the Central bank in the form term deposits with a maturity of 7 days. The average minimum reserve requirement amounted to EUR 12,041 thousand 90 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) in 2013 (2012: EUR 12,839 thousand). The Bank must fulfil the minimum reserve requirement with the Central Bank. The minimum reserve requirement amount depends on the volume and structure of deposits received. In 2013 the Bank of Slovenia requirement pertaining to the calculation of the minimum reserve amount was 1% of all deposits and debt securities with a maturity up to two years. During the whole of 2013 the Bank provided for the required amount of the minimum reserve. The minimum reserve requirement funds are usually at the disposal of the Bank for daily operations, which is why they are included in cash and cash equivalents in full (Note 4.30). 4.2 Held for trading financial assets and liabilities Bank and Group Note Derivatives Equity securities Debt instruments 4.2b 4.2a 4.2a 31 December 2013 Assets Liabilities Total 31 December 2012 Assets Liabilities 5,934 3,040 1,987 1,125 - 10,786 4,120 11,217 1,888 - 10,961 1,125 26,123 1,888 In accordance with the changed investment policy, the Group has reduced the held for trading financial assets with sale. Financial assets held for trading did not form part of assets pledged in 2013 nor in 2012, and no debt securities with original maturities below three months are held. 4.2a Changes in held for trading financial assets Bank and Group Equity securities Debt securities 4,120 (1,080) 3,040 11,217 (8,823) (303) (104) 1,987 Balance as at 1 January 2013 Disposal Interests Change in fair value Balance as at 31 December 2013 4.2b Derivative assets and liabilities Bank and Group Contractual amount 31 December 31 December 2013 2012 Derivatives Fair value 31 December 2013 Assets Liabilities 31 December 2012 Assets Liabilities IRS Currency swaps Futures and forwards Option (Interest rate cap) Currency option 120,424 23,351 9,733 11,000 - 125,550 29,556 17,860 11,500 2,246 5,782 26 126 - 1,049 76 - 7,886 166 2,724 1 9 1,608 28 242 1 9 Total 164,508 186,712 5,934 1,125 10,786 1,888 In 2013 the Group reduced the volume of derivatives trading. 91 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The fair values of receivables and liabilities decreased on the basis of interest rate swaps, due to lower contractual values and higher interest rates at the end of 2013. Mainly the Bank has entered in interest rate swaps, where it pays a variable interest, while receiving fixed. A decrease in assets was attained from these transactions. On the other hand, the transactions where it pays fixed and receives variable interest, from which it achieved a reduction in liabilities, are less frequent. In 2013, the Group reduced the volume of currency swap transactions, whereby the fair value decreased due to the fluctuation of foreign currency rates. The volume of forward agreements dropped also, with the fair value amounting to EUR 126 thousand at the end of the year (2012: EUR 2,724 thousand). The lower fair value in the segment is mainly the result of a decreased volume of investments and a revaluation. 4.3 Financial assets designated at fair value through profit or loss Bank and Group 31 December 2013 31 December 2012 Debt instruments - 5,064 Total - 5,064 The decrease in financial assets designated at fair value through profit or loss comes from sales, maturities and the cancellation of securities in 2013. In 2013 and 2012, the Group did not pledge any financial assets designated at fair value through profit and loss. 4.4 Available for sale financial assets Bank and Group 31 December 2013 Impairment Balance Debt instruments 31 December 2012 Impairment Balance 318,435 (514) 170,167 - 33,354 (23,380) 49,024 (32,433) Total gross 351,789 (23,894) 219,191 (32,433) Total net 327,895 Equity instruments 186,758 Due to the change in the intention and capability to hold securities to maturity, the Bank reclassified these to available for sale financial assets on 31 December 2013 in a total amount of EUR 221,051 thousand; the effect of the revaluation to fair value is shown in Note 4.27.5. On 31 December 2013 the Bank held EUR 263,089 thousand in available for sale securities that were pledged with the Financial Property Fund of the Bank of Slovenia. 92 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Changes in available for sale financial assets: Bank and Group Equity securities Debt securities Total available for sale financial assets 25,205 9,691 (14,817) 7,354 (10,842) 16,591 177,996 91,087 (313) (100,671) 2,068 170,167 203,201 100,778 (15,130) (100,671) 9,422 (10,842) 186,758 1,487 (2,538) 94 (5,660) 9,974 41,267 (57,940) (63,079) 221,051 6,955 (500) 317,921 42,754 (60,478) (63,079) 221,051 7,049 (6,160) 327,895 Balance as at 1 January 2012 Purchase Sale Realization at maturity Change in fair value Impairment Balance as at 31 December 2012 Purchase Sale Realization at maturity Reclassification from held to maturity Change in fair value Impairment Balance as at 31 December 2013 4.5 Loans and advances to banks Bank and Group 31 December 2013 Balance 31 December 2012 Impairment Balance Impairment At sight Short-term loans 12,045 5,822 - 8,357 13,686 - Total gross 17,867 - 22,043 - Total net 17,867 22,043 Cash and cash equivalents (Note 4.30) include loans to banks with maturity up to 90 days, in the amount of EUR 17,867 thousand (2012: EUR 22,043 thousand). 93 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.6 Loans and advances to customers 4.6.1 Analysis by types of borrowers and currency: Bank Local currency Loans and advances to state Loans to private individuals - overdraft accounts and cards - housing loans - consumer loans - unauthorised account overdrafts Loans to companies - large companies - SME - other 31 December 2013 Balance Impairment Balance Impairment 1,555,159 10,136 308,835 36,102 164,789 107,060 884 1,236,188 474,564 558,554 203,070 (337,007) (12,498) (206) (4,903) (7,024) (365) (324,509) (80,662) (132,720) (111,127) 1,704,286 10,151 317,993 35,561 162,968 118,572 892 1,376,142 550,624 724,760 100,758 (148,871) (10,491) (203) (3,917) (5,975) (396) (138,380) (11,537) (100,888) (25,955) 32,770 15,702 10,737 4,965 17,068 5,184 1,282 10,602 (10,865) (2,461) (353) (2,108) (8,404) (85) (100) (8,219) 41,325 18,603 13,035 5,568 22,722 7,048 15,423 251 (5,887) (1,078) (305) (773) (4,809) (58) (4,746) (5) 1,587,929 (347,872) 1,745,611 (154,758) Foreign currency Loans to private individuals - housing loans - consumer loans and other Loans to companies - large companies - SME - other Total gross 31 December 2012 Net total 1,240,057 1,590,853 An increase in the amount of loans to other companies in 2013 is for the most part a consequence of the transition of companies from the classification as small and medium sized companies to other companies. Predominantly these were companies that have filed for bankruptcy, for which AJPES (Agency of the Republic of Slovenia for Public Legal Records and Related Services) no longer publishes the data regarding size as at 31 December 2013. 94 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 31 December 2013 Group 31 December 2012 Balance Impairment Balance Impairment Local currency 1,549,559 (337,007) 1,699,110 (148,871) Loans and advances to state Loans to private individuals - overdraft accounts and cards - housing loans - consumer loans - unauthorised account overdrafts Loans to companies - large companies - SME - other 10,136 308,897 36,102 164,851 107,060 884 1,230,526 483,078 544,378 203,070 (12,498) (206) (4,903) (7,024) (365) (324,509) (80,662) (132,720) (111,127) 10,151 318,058 35,561 163,033 118,572 892 1,370,901 560,051 710,092 100,758 (10,491) (203) (3,917) (5,975) (396) (138,380) (11,537) (100,888) (25,955) 32,770 15,702 10,737 4,965 17,068 5,184 1,282 10,602 (10,865) (2,461) (353) (2,108) (8,404) (85) (100) (8,219) 41,325 18,603 13,035 5,568 22,722 7,048 15,423 251 (5,887) (1,078) (305) (773) (4,809) (58) (4,746) (5) 1,582,329 (347,872) 1,740,435 (154,758) Foreign currency Loans to private individuals - housing loans - consumer loans and other Loans to companies - large companies - SME - other Total gross Net total 4.6.2 1,234,457 1,585,677 Impairments and write-offs for customers, by types of credit facilities: Bank Balance as at 1 January 2012 Impairment charges Reversal of impairments Sale of receivables Write-offs Balance as at 31 December 2012 Impairment charges Reversal of impairments Write-offs Balance as at 31 December 2013 Housing loans Consumer and other loans Loans to private individuals Loans to companies Total 3,063 2,405 (1,240) (6) 6,285 3,059 (1,756) (241) 9,348 5,464 (2,996) (247) 124,006 57,602 (8,714) (24,250) (5,455) 133,354 63,066 (11,710) (24,250) (5,702) 4,222 7,347 11,569 143,189 154,758 2,441 (1,407) - 3,838 (1,372) (110) 6,279 (2,779) (110) 200,309 (7,628) (2,957) 206,588 (10,407) (3,067) 5,256 9,703 14,959 332,913 347,872 95 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Housing loans Consumer and other loans Loans to private individuals Loans to companies Total Balance as at 1 January 2012 Impairment charges Reversal of impairments Sale of receivables Write-offs Balance as at 31 December 2012 3,063 2,405 (1,240) (6) 4,222 6,285 3,059 (1,756) (241) 7,347 9,348 5,464 (2,996) (247) 11,569 124,010 57,598 (8,714) (24,250) (5,455) 143,189 133,358 63,062 (11,710) (24,250) (5,702) 154,758 Impairment charges Reversal of impairments Write-offs Balance as at 31 December 2013 2,441 (1,407) 5,256 3,838 (1,372) (110) 9,703 6,279 (2,779) (110) 14,959 200,309 (7,628) (2,957) 332,913 206,588 (10,407) (3,067) 347,872 Group 4.7 Other financial assets Bank 31 December 31 December 2013 2012 Receivables on the course of collection Credit card receivables Fees and commissions receivables Other Impairment Total Group 31 December 31 December 2013 2012 2,525 1,107 666 355 (2,364) 2,397 1,333 544 538 (2,098) 2,525 1,107 666 816 (2,386) 2,397 1,333 544 939 (2,119) 2,289 2,714 2,728 3,094 Movements in impairment provisions: Bank Balance as at 1 January 2012 Impairment Reversal of impairments Write-offs Balance as at 31 December 2012 2,746 1,784 (129) (2,303) 2,098 Impairment Reversal of impairments Write-offs Balance as at 31 December 2013 1,250 (873) (111) 2,364 Group Balance as at 1 January 2012 Impairment Reversal of impairments Write-offs Balance as at 31 December 2012 2,746 1,805 (129) (2,303) 2,119 Impairment Reversal of impairments Write-offs Balance as at 31 December 2013 1,251 (873) (111) 2,386 96 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.8 Held to maturity investments Bank and Group 31 December 2013 Balance 31 December 2012 Impairment Held to maturity investments - Net Held to maturity investments - Balance - 270,152 Impairment - 270,152 The Bank did not have any held to maturity investments pledged in 2012. End 2013 the Bank reclassified all held to maturity investments to available for sale financial assets (Note 4.4) Changes in held to maturity investments: Bank and Group Balance as at 1 January 2012 Purchase Redemption Accrued interest Interest paid Balance as at 31 December 2012 Purchase Reclassification to available for sale Redemption Accrued interest Interest paid Balance as at 31 December 2013 269,311 26,842 (29,997) 13,714 (9,718) 270,152 33,181 (221,051) (82,290) 8,890 (8,882) - 4.9 Hedging derivatives Bank and Group Contractual amount 31 December 31 December 2013 2012 Fair value 31 December 2013 Assets Liabilities 31 December 2012 Assets Liabilities Hedging derivatives (interest rate swap) 164,150 164,150 3,437 - 6,892 - Total 164,150 164,150 3,437 - 6,892 - Hedge accounting rules (fair value hedge) were applied in the hedging of interest rate risk using interest rate swaps. These hedge relationships are created in such a way that the characteristics of the hedge instrument and those of the hedged item match (e.g. the principal terms match). The fair value of hedging instruments has decreased compared with the previous year, as the anticipated future interest rates increased in 2013. 97 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.10 Property and equipment Bank Note Cost as at 1 January 2012 Additions Removal Vodnikova Transfer from assets in course of construction Disposals Cost as at 31 December 2012 Depreciation Balance as at 1 January 2012 Depreciation charge Removal Vodnikova Disposals Balance as at 31 December 2012 3.11 Net carrying value as at 31 December 2012 Cost as at 1 January 2013 Additions Removal Vodnikova Transfer from assets in course of construction Disposals Cost as at 31 December 2013 Depreciation Balance as at 1 January 2013 Depreciation charge Removal Vodnikova Disposals Balance as at 31 December 2013 Net carrying value as at 31 December 2013 3.11 Land and buildings Property held Other under finance Computer lease hardware equipment Assets in course of construction Total 33,436 (6,195) - 12,360 - 7,920 - 129 723 - 53,845 723 (6,195) 6 (202) 27,045 - 693 (1,067) 11,986 153 (385) 7,688 (852) - (1,654) 46,719 20,796 517 (5,006) (138) 16,169 10,876 - 9,564 1,125 (949) 9,740 2,246 5,683 561 (352) 5,892 1,796 - 36,043 2,203 (5,006) (1,439) 31,801 14,918 27,045 (784) - 11,986 - 7,688 - 1,286 - 46,719 1,286 (784) 78 26,339 669 669 480 (773) 11,693 59 (291) 7,456 (1,286) - (1,064) 46,157 16,169 514 (644) 16,039 10,300 8 8 661 9,740 897 (773) 9,864 1,829 5,892 436 (247) 6,081 1,375 - 31,801 1,855 (644) (1,020) 31,992 14,165 Larger purchases in 2013 are represented by purchases of computer equipment totalling EUR 480 thousand (POS terminals, ATMs, disk system) and the purchases of other equipment. Decreases are mainly the result of the sale and disposal of outdated computers and other equipment. The cost of equipment and property, that has already been fully depreciated, but is still in use by the Bank, amounts to EUR 10,414 thousand. In 2013 the Bank acquired office space in Maribor based on a finance lease in the amount of EUR 669 thousand. Based on concluded legal proceedings the Bank removed the remaining value of the Vodnikova office building in the amount of EUR 140 thousand (2012: EUR 1,189 thousand), having been in the denationalisation process, from its books. Property and equipment have not been pledged in 2013 or 2012. 98 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group Note Cost as at 1 January 2012 Additions Removal Vodnikova Transfer to financial lease Transfer from assets in course of construction Disposals Transfer to investment property Cost as at 31 December 2012 Depreciation Balance as at 1 January 2012 Depreciation charge Removal Vodnikova Transfer to investment property Disposals Balance as at 31 December 2012 3.11 Net carrying value as at 31 December 2012 Cost as at 1 January 2013 Additions Removal Vodnikova Transfer from assets in course of construction Disposals Cost as at 31 December 2013 Depreciation Balance as at 1 January 2013 Depreciation charge Removal Vodnikova Disposals Balance as at 31 December 2013 Net carrying value as at 31 December 2013 3.11 Land and buildings Property held under finance lease Computer hardware Other equipment Assets in course of construction Total 33,512 (6,195) - - 12,369 - 7,980 - 997 1,154 (1,295) 54,858 1,154 (6,195) (1,295) 6 (202) (76) 27,045 - 693 (1,067) 11,995 157 (392) 7,745 (856) - (1,661) (76) 46,785 20,801 517 (5,006) (5) (138) 16,169 10,876 - 9,570 1,126 (949) 9,747 2,248 5,735 563 (357) 5,941 1,804 - 36,106 2,206 (5,006) (5) (1,444) 31,857 14,928 27,045 (784) - 11,995 - 7,745 - 1,287 - 46,785 1,287 (784) 78 26,339 669 669 481 (776) 11,700 59 (293) 7,511 (1,287) - (1,069) 46,219 16,169 514 (644) 16,039 10,300 8 8 661 9,747 898 (776) 9,869 1,831 5,941 437 (249) 6,129 1,382 - 31,857 1,857 (644) (1,025) 32,045 14,174 99 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.11 Investment property Group Note Cost as at 1 January 2012 Transfer from tangible fixed assets Transfer to inventory Disposals Cost as at 31 December 2012 Depreciation Balance as at 1 January 2012 Depreciation charge Transfer from tangible fixed assets Disposals Balance as at 31 December 2012 Net carrying value as at 31 December 2012 3.11 Cost as at 1 January 2013 Additions Transfer from inventory Disposals Cost as at 31 December 2013 Depreciation Balance as at 1 January 2013 Depreciation charge Disposals Balance as at 31 December 2013 Net carrying value as at 31 December 2013 3.11 Land Buildings Total 33 5 38 3,291 71 (291) (351) 2,720 3,324 76 (291) (351) 2,758 38 54 30 5 (10) 79 2,641 54 30 5 (10) 79 2,679 38 461 499 2,720 1,074 540 (296) 4,038 2,758 1,535 540 (296) 4,537 499 79 30 (4) 105 3,933 79 30 (4) 105 4,432 Investment property includes land and buildings acquired to be leased out under an operating lease. Rental income of EUR 186 thousand (2012: EUR 107 thousand) is included in Note 3.9 Net other operating income / (loss). Maintenance costs related to investments property of EUR 9 thousand (2012: EUR 8 thousand) are included in Note 3.10 under Administrative expenses. The fair value of investment property was assessed by authorised appraisers using the comparative sales method and the capitalisation of income. The fair value of investment property as at 31 December 2013 amounts to EUR 5,802 thousand (2012: 2,940 thousand). 100 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.12 Intangible assets Software licenses Assets in course of installation and other Total 14,114 505 14,619 160 683 (505) 338 14,274 683 14,957 9,353 1,189 10,542 4,077 338 9,353 1,189 10,542 4,415 14,619 907 15,526 338 729 (907) 160 14,957 729 15,686 10,542 1,036 11,578 3,948 160 10,542 1,036 11,578 4,108 Bank Note Cost as at 1 January 2012 Additions Transfer from fixed assets in installation Cost as at 31 December 2012 Depreciation Balance as at 1 January 2012 Amortisation charge Balance as at 31 December 2012 Net carrying value as at 31 December 2012 3.11 Cost as at 1 January 2013 Additions Transfer from fixed assets in installation Cost as at 31 December 2013 Depreciation Balance as at 1 January 2013 Amortisation charge Balance as at 31 December 2013 Net carrying value as at 31 December 2013 3.11 Group Note Cost as at 1 January 2012 Additions Transfer from fixed asset in installation Cost as at 31 December 2012 Depreciation Balance as at 1 January 2012 Amortisation charge Balance as at 31 December 2012 Net carrying value as at 31 December 2012 3.11 Cost as at 1 January 2013 Additions Transfer from fixed asset in installation Cost as at 31 December 2013 Assets in course of installation and Software licenses other Total 14,120 508 14,628 160 686 (508) 338 14,280 686 14,966 9,355 1,190 10,545 4,083 338 9,355 1,190 10,545 4,421 14,628 907 15,535 338 729 (907) 160 14,966 729 15,695 10,545 1,037 11,582 - 10,545 1,037 11,582 3,953 160 4,113 Depreciation Balance as at 1 January 2013 Amortisation charge Balance as at 31 December 2013 3.11 Net carrying value as at 31 December 2013 2013 saw additional investments in retail operations’ software in an amount of EUR 267 thousand, with data warehouse upgrades of EUR 187 thousand and the purchase of software licences (Microsoft) in a total of EUR 245 thousand. The cost of intangible long-term assets, that have been fully depreciated, but are still used by the Bank, amounts to EUR 7,004 thousand. 101 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.13 Investments in subsidiaries, associates and joint ventures Posest, d.o.o., Celje Investment % of amount ownership Basic equity capital % voting rights Operating result 31 December 2013 2,257 100.00 100.00 2,124 (137) 31 December 2012 2,257 100.00 100.00 2,124 7 4.14 Income tax assets 4.14.1 Deferred tax assets Bank 31 December 31 December 2013 2012 Group 31 December 31 December 2013 2012 Deferred tax - (10,087) 3 (10,090) Balance of assets as at 31 December - (10,087) 3 (10,090) Bank 31 December 31 December 2013 2012 Group 31 December 31 December 2013 2012 Tax (loss) Available for sale securities Provisions for liabilities to employees Marketable securities - 5,141 4,649 222 75 3 - 5,141 4,649 225 75 Deferred tax assets - 10,087 3 10,090 In 2013 the Bank recorded a tax loss of EUR 123,513 thousand, for which no deferred tax assets were recognized. In the revaluation reserve EUR 11,853 thousand came from the revaluation of available for sale financial assets to fair value, for which deferred tax liabilities were derecognized. 102 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Changes in deferred tax: Bank 31 December 31 December 2013 2012 Balance as at 1 January 10,087 7,799 Group 31 December 31 December 2013 2012 10,090 7,803 Income statement changes in deferred taxes: Available for sale instruments - impairment - recognition of assets for impairment - 1,626 - 1,626 (5,235) - (1,763) (883) (5,235) - (1,763) (883) (222) - 7 (50) (78) (222) - 7 (51) (78) (5,141) 4,000 (381) (5,141) 4,000 (381) (75) 75 (75) 75 (10,673) 2,553 (10,673) 2,552 - derecognition of assets - effect of change in tax rate Provisions for liabilities to employees - recognition of assets - derecognition of assets - effect of change in tax rate Tax loss - recognition of assets - derecognition of assets Investment tax relief - recognition of assets Income statement changes in deferred taxes as at 31 December Changes in deferred taxes in the statement of comprehensive income: Available for sale securities - valuation to fair value - elimination 586 (803) 538 586 (803) 538 Changes in deferred taxes recorded in other comprehensive income as at 31 December 586 (265) 586 (265) - 10,087 3 10,090 Statement of financial position on 31 December 4.15 Other assets Bank 31 December 31 December 2013 2012 Group 31 December 31 December 2013 2012 Deferred expenses Inventories Other receivables 177 16 4 151 47 116 177 4,138 11 157 5,584 207 Total 197 314 4,326 5,948 Most of the inventories pertain to the Subsidiary and the decrease on 31 December 2013 amounted to EUR 1,446 thousand. Inventories have decreased compared with 2012 due to the sale of flats and the transfer to investment property. The carrying amount of inventory as at 31 Decmber 2013 does not exceed its realisible value. 103 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.16 Deposits from Central Bank Interest rate as at 31 December 2013 Bank and Group Long-term loans from ECB in local currency 31 December 2013 0.25% Total 31 December 2012 152,091 151,431 152,091 151,431 The interest rate dropped from 0.75% at the end of 2012 to 0.25% at the end of 2013. 4.17 Financial liabilities designated at fair value through profit or loss Bank and Group Maturity Subordinated bonds BCE10 Subordinated bonds BCE11 Subordinated bonds BCE12 Subordinated bonds BCE16 Certificates of deposit Certificates of deposit 15.2.2017 28.12.2017 15.6.2016 26.11.2019 20.12.2019 29.11.2014 Total Contractual amount 37,000 15,145 12,147 24,478 3,000 250 92,020 Interest rate as at 31 December 2013 5.00% 2.39% 6.50% 8.00% 5.28% 1.34% 31 December 2013 31 December 2012 409 161 134 263 30 3 33,592 - 1,000 33,592 As at 31 December 2013 the Bank, based on the amended Banking Act and the subsequent inclusion of a derivative into the existing subordinated debt, recognised subordinated bonds (BCE11, BCE12 and BCE16) and certificates of deposit at fair value. The existing debt was shown in financial liabilities at amortised cost (Note 4.23) prior to derecognition. The significant change in the provisions pertaining to original debt was considered in the valuation of the BCE10 subordinated bond, which was already shown at fair value. The revaluation gains totalling EUR 87,309 thousand are disclosed in an amount of EUR 54,705 thousand in Note 3.4 and the amount of EUR 32,604 thousand in Note 3.6. Subordinated debt was not written off, only revalued to fair value due to the embedded derivative. The valuation is based on the fair value estimate according to the assessment of an authorised company appraiser. The valuation method takes into account the arithmetical average of market values acquired using the following assumptions: - recapitalization by a private investor, where the market value is the same as the arithmetical average of the current value of expected free cash flows and the value discerned using the method of comparable listed companies; - intervention of the Bank of Slovenia or the government using the compulsory liquidation method. In accordance with the risk management policies the BCE10 subordinated bond was hedged using a derivative, namely an interest rate swap. The Bank used the interest rate swap to exchange the nominal interest rate with a variable interest rate, thus hedging the risk of a drop in long-term interest rates. The BCE10 bond features the following characteristics: - the bond is not separately secured or guaranteed; - the liabilities from the bond are subordinated to the senior debt instruments in case of bankruptcy or liquidation, only redeemable once all non-subordinated liabilities to regular 104 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) - creditors and liabilities based on subordinated debt, included in additional Tier II capital, have been paid, thus representing a high risk investment; the paid-in subordinated bond is available to cover for loss in the event of the Bank’s bankruptcy or liquidation, but is not available to cover for losses during the Bank’s regular operations. The Bank issued the bonds BCE11 in a nominal amount of EUR 50 million at an interest rate of 6M EURIBOR plus 2 percentage points. The stated interest rate is valid for a period of 10 years, when the bond is callable. Should it not be called, the interest margin step-up will be 1 percentage point. The first interest payment was due on 28 June 2008, with the following interest coupons paid on a semi-annual basis. In 2012, the Bank redeemed EUR 34,855 thousand of the BCE11 series subordinated bonds early and replaced them with the issue of new BCE16 series subordinated bonds, thus improving capital adequacy. The following are the main characteristics of the issued innovative subordinated bonds: - the instrument does not have a set maturity, it can however be called, but no earlier than 10 years after the date of issue, in full, not in part, with the approval of the Bank of Slovenia; - they are neither secured nor covered by a guarantee of the issuing bank or related entity or any other form of arrangement that legally or economically enhances the seniority of the claim; - liabilities from these bonds are subordinated in full to liabilities toward regular creditors and to liabilities based on subordinated debt instruments, meaning that in the event of bankruptcy or winding up procedures they are redeemed only after the non-cumulative preferential shares and regular shares, making them a high risk instrument; - the Bank cannot pay out the Bank’s operating profit, should it not settle liabilities from innovative instruments during the current year; - the Bank has an unconditional right to use these funds to cover its losses during regular operations; - the Bank has the option of withholding interest payments from bonds, should it not have record distributable profit in the previous year, interest payments are non-cumulative, which is why any holder of the bond no longer has any claim to the interest withheld. The BCE11’s interest coupons mature twice annually, on 28 June and on 28 December. The Bank has regularly been making coupon payments, regardless of the recorded loss in 2011 and 2012. The first time the Bank did not make a coupon payment on the BCE11 bond, was its 12th coupon, which matured on 28 December 2013 in an amount of EUR 11.91 and totalling EUR 180,376.95. In 2009 the Bank issued subordinated registered bonds BCE12. Interest is payable on an annual basis, with the first coupon having matured on 15 June 2010 and the last one maturing on 15 June 2016. In 2012 the Bank issued subordinated bonds BCE16. Interest is calculated on a linear basis, paid annually, with the first coupon having matured on 26 November 2013 and the last one maturing on 26 November 2019. The paid-in subordinated BCE12 and BC16 series bonds are only available to cover for the Bank’s losses in the event of bankruptcy or liquidation, but are not available to cover for losses during the Bank’s regular operations. The bonds are not secured nor guaranteed by the Bank, a related party or on the basis of any different agreement, which would legally or economically improve the level of payment priority prior to other creditors. The payment of all liabilities from these bonds is guaranteed by the Bank with all its assets. In the event of bankruptcy or liquidation the liabilities from the bonds are subordinated to senior debt instruments and are redeemed only once all non-subordinated liabilities to regular creditors and the liabilities based on subordinated debt have been paid. 105 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Subordinated bonds of the BCE10, BCE11, BCE12 and BCE16 series are listed on the Ljubljana stock exchange. Subordinated certificates of deposit, issued in 2007 in an amount of EUR 10,250 thousand at 6M EURIBOR plus 1 percentage point, maturing in 7 years and paying semiannual interest, have been redeemed early by the Bank in 2012. The redemption amount was EUR 10,000 thousand. In 2012 the Bank issued subordinated certificates of deposit, maturing in 7 years, at an annual interest rate of 5.275% and an issue price of 90.70%. In the calculation of regulatory capital the Bank included the fair value of a hybrid instrument (BCE11 bond) in core capital and the fair value of subordinated liabilities in additional Tier I capital (BCE10, BCE12, BCE16 bonds and the certificate of deposit). 4.18 Financial liabilities at amortised cost – deposits from banks 4.18.1 Analysis by currency and maturity Bank and Group 31 December 2013 31 December 2012 At sight In local currency In foreign currency 1,023 100 923 519 7 512 Short-term In local currency 10,253 10,253 10,048 10,048 Total 11,276 10,567 4.18.2 Analysis by region Bank and Group 31 December 2013 31 December 2012 Slovenia SE Europe 11,175 101 10,560 7 Total 11,276 10,567 106 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.19 Financial liabilities at amortised cost – due to customers 4.19.1 Analysis by currency and maturity and by type of customer Bank 31 December 2013 At sight Short-term 31 December 2012 Long-term At sight Short-term Long-term State In local currency In foreign currency - 65,028 65,028 - 150,439 150,439 - - 40,080 40,080 - 144,419 144,419 - Companies In local currency In foreign currency 130,566 127,926 2,640 184,578 184,479 99 45,112 45,112 - 126,926 125,068 1,858 237,034 236,750 284 63,268 63,268 - Private individuals In local currency In foreign currency 301,983 292,350 9,633 170,442 168,590 1,852 185,432 183,493 1,939 307,192 295,387 11,805 204,849 202,372 2,477 188,288 185,876 2,412 558 557 1 6,798 6,798 - 31,082 31,082 - 694 693 1 40,901 40,901 - 59,970 59,970 - 433,107 426,846 412,065 434,812 522,864 455,945 Other financial institutions In local currency In foreign currency Total Total at sight, short-term and long-term Group 1,272,018 1,413,621 31 December 2013 31 December 2012 At sight Short-term Long-term At sight Short-term Long-term State In local currency In foreign currency - 65,028 65,028 - 150,439 150,439 - - 40,080 40,080 - 144,419 144,419 - Companies In local currency In foreign currency 130,563 127,923 2,640 184,578 184,479 99 45,112 45,112 - 126,925 125,067 1,858 237,034 236,750 284 63,268 63,268 - Private individuals In local currency In foreign currency 301,983 292,350 9,633 170,442 168,590 1,852 185,432 183,493 1,939 307,192 295,387 11,805 204,849 202,372 2,477 188,288 185,876 2,412 558 557 1 6,798 6,798 - 31,082 31,082 - 694 693 1 40,901 40,901 - 59,970 59,970 - 433,104 426,846 412,065 434,811 522,864 455,945 Other financial institutions In local currency In foreign currency Total Total at sight, short-term and long-term 1,272,015 1,413,620 107 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.19.2 Analysis by region Bank Group 31 December 31 December 31 December 31 December 2013 2012 2013 2012 Slovenia EU SE Europe Other 1,257,073 10,181 1,896 2,868 1,395,625 7,555 8,200 2,241 1,257,070 10,181 1,896 2,868 1,395,624 7,555 8,200 2,241 Total 1,272,018 1,413,621 1,272,015 1,413,620 4.20 Financial liabilities, measured at amortised cost – borrowings from banks 4.20.1 Analysis by currency and maturity Bank and Group Interest rate as at 31 December 2013 Local currency Long-term loans Short-term loans 2.48% - 31 December 2013 31 December 2012 184,135 184,135 - 255,286 250,286 5,000 184,135 255,286 Total As at 31 December 2013 the Bank and the Group do not meet the capital requirements as set by the regulator, which is why the lender has the option of calling the loans. With the expected recapitalization, the Bank will meet capital requirements, which is why loan maturity was not adjusted, while the lender waived the option to cancel the loans. 4.20.2 Analysis by region Bank and Group 31 December 2013 31 December 2012 Slovenia EU 184,135 - 236,173 19,113 Total 184,135 255,286 4.21 Financial liabilities at amortised cost – borrowing from customers Bank and Group Interest rate as at 31 December 2013 31 December 2013 Short-term Local currency 2.77% Long-term - Total 2,134 108 31 December 2012 2,134 Short-term Long-term 3,278 3,278 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.22 Debt securities Bank and Group Maturity Interest rate as at 31 December 2013 Certificates of deposit in local currency Certificates - maturity in 2013 Certificates - maturity in 2014 Certificates - maturity in 2015 Certificates - maturity in 2016 Bonds in local currency Bonds BCE13 Bonds BCE14 Bonds BCE15 30.3.2015 1.10.2015 15.2.2016 31 December 2013 31 December 2012 3.99% 4.33% 4.55% 34,557 28,569 5,604 384 70,557 56,101 10,733 3,723 - 4.75% 4.55% 5.00% 99,284 41,380 20,699 37,205 100,323 41,346 20,958 38,019 133,841 170,880 Total In March 2010 the Bank issued the 13th issue bonds in a total amount of EUR 40,000 thousand, in October 2010 it issued the 14th issue bonds in an amount of EUR 20,000 thousand and the 15th issue bonds in a total issue amount of EUR 34,150 thousand. The issues pertain to registered, EUR denominated, non-materialised bonds. Interest is paid out annually, with bullet repayment at maturity. The liabilities from the bonds are not secured nor otherwise guaranteed. The Bank guarantees the obligations from the bonds it issues with all its assets without limit. The BCE13, BCE14 and BCE15 series bonds are all listed on the Ljubljana stock exchange, while certificates of deposit are not. 4.23 Subordinated liabilities Bank and Group Maturity Subordinate bonds BCE11 Subordinate bonds BCE12 Subordinate bonds BCE16 Subordinate certificates of deposit Subordinate certificates of deposit 28.12.2017 15.6.2016 26.11.2019 20.12.2019 29.11.2014 Total Contractual Interest rate as at amount 31 December 2013 15,145 12,147 24,478 3,000 250 55,020 - 31 December 2013 31 December 2012 - 15,103 12,524 24,672 2,726 250 - 55,275 As at 31 December 2013 the Bank, due to a significant change in the provisions of the original agreement, fully derecognised subordinated bonds and certificates of deposit and recognised these in financial liabilities at fair value through profit or loss (Note 4.17). 109 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.24 Other financial liabilities Bank 31 December 31 December 2013 2012 Group 31 December 31 December 2013 2012 Debit or credit card payables Payroll liabilities Suppliers Accruals Items in course of payment Other 1,619 1,216 1,191 516 179 699 1,443 1,258 1,745 538 673 592 1,619 1,257 1,243 516 179 760 1,443 1,299 1,860 538 673 591 Total 5,420 6,249 5,574 6,404 4.25 Provisions Note Pending legal cases Employee benefits provision Provisions for guarantees and commitments Other provisions Bank 31 December 31 December 2013 2012 4.29a 4.29d Total Group 31 December 31 December 2013 2012 4,598 2,885 2,299 121 4,738 2,412 2,242 184 4,598 2,920 2,301 121 4,738 2,446 2,244 184 9,903 9,576 9,940 9,612 Provisions for liabilities toward employees include future severance pay at retirement, jubilee benefits and unpaid salaries. Other provisions relate to the national housing savings scheme (NSVS). Should a saver in the scheme not use the option to take a housing loan according to the conditions of the NSVS, the Group must return all of the premiums that the saver received during the saving period to the Republic of Slovenia Housing Fund. Changes in provisions: Bank Balance as at 1 January 2012 Provisions made / (released) Provisions (utilized) Balance as at 31 December 2012 Provisions made / (released) Release of provisions to revaluation reserve Provisions (utilized) Balance as at 31 December 2013 Provisions for pending legal cases Provisions for guarantees and commitments Employee provisions Other provisions Total 7,110 (1,000) (1,372) 4,738 3,042 (800) 2,242 2,171 276 (35) 2,412 275 (91) 184 12,598 (1,524) (1,498) 9,576 - 57 588 - 645 (140) 4,598 2,299 (74) (41) 2,885 (63) 121 (74) (244) 9,903 110 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group Balance as at 1 January 2012 Provisions made / (released) Provisions (utilized) Balance as at 31 December 2012 Provisions made / (released) Release of provisions to revaluation reserve Provisions (utilized) Balance as at 31 December 2013 Provisions for pending legal cases Provisions for guarantees and commitments Employee provisions Other provisions Total 7,110 (1,000) (1,372) 4,738 3,043 (799) 2,244 2,202 279 (35) 2,446 275 (91) 184 12,630 (1,520) (1,498) 9,612 - 57 589 - 646 (140) 4,598 2,301 (74) (41) 2,920 (63) 121 (74) (244) 9,940 Provisions for pending legal cases refer to legal proceedings that relate to the denationalisation process. EUR 140 thousand was used when the building was derecognised. 4.26 Other liabilities Bank 31 December 31 December 2013 2012 Taxes payable Accruals Other Total 4.27 Group 31 December 31 December 2013 2012 711 816 - 416 66 8 921 816 - 601 66 47 1,527 490 1,737 714 Share capital The capital of Banka Celje, d.d., amounted to EUR 40,758 thousand as at 31 December 2013, while the Banka Celje Group capital stood at EUR 41,520 thousand. The total effect from the valuation of subordinated debt was EUR 92,147 thousand. Had the valuation not been made, Banka Celje, d.d., would have exhibited negative capital in the amount of EUR 49,389 thousand, while the Banka Celje Group would have shown EUR 50,627 thousand of negative equity. 4.27.1 Subscribed capital The Bank’s share capital comprises 508,629 dematerialised ordinary registered no par value shares. The Subsidiary is registered as a limited liability company. On the basis of the findings of the asset quality review and the stress tests the Bank was given an Order by the Bank of Slovenia in connection with the capital shortfall, containing a requirement to prepare a detailed plan of activities to deliminate the said shortfall by 31 January 2014. On 31 January 2014 the Bank sent the supervisin authority a reply in the form of a document entitled ''Programme of attaining and maintaining the Bank's capital adequacy ratio''. In January 2014 an advisor for the Bank's recapitalization was selected, namely Raiffeisen Centrobank, with an agreement signed in the same month. The process of finding a potential buyer for the Bank was set up in two phases. Due to a lack of interest and the commitments to invest in 111 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) the Bank not having been firm enough, the share sale process was concluded with the conclusion of the first phase. In accordance with the Resolution of the Bank of Slovenia dated 17 March 2014, the Bank convened a Meeting of Shareholders on recapitalization, with the final payment date set on 25 April 2014. The recapitalization was unsuccessful, which is why, in accordance with the Resolution of the Bank of Slovenia on additional measures to increase share capital, the Bank’s Management Board applied for state aid, which would be given through the transfer of certain assets to the Bank Asset Management Company and through the increase of share capital in accordance with the Act on measures to strengthen the stability of banks and in line with the Rules on State Aid. The ownership structure did not change as compared with 2012, with the Bank’s 10 major shareholders listed in Chapter 7.4 of the Business Report. Number of shares and amount of share capital: Bank Number of shares Share capital in thousands of EUR Ordinary shares Preference shares Total Balance as at 31 December 2011 508,629 13,584 3,396 16,980 Balance as at 31 December 2012 508,629 16,980 - 16,980 Balance as at 31 December 2013 508,629 16,980 - 16,980 4.27.2 Treasury shares As at 31 December 2013, the Bank’s portfolio included 251 ordinary treasury shares in the total amount of EUR 31 thousand; these shares are recorded as a deduction of the capital. The number of treasury shares has not change. 4.27.3 Share premium During 2011, 2012 and 2013 the share premium of the Bank stood unchanged at EUR 51,380 thousand. The Group share premium amounted to EUR 51,542 thousand exceeding the Bank’s total by EUR 162 thousand. 4.27.4 Reserves Based on the stipulations in Article 64 of the Companies Act, the Bank must form statutory reserves in an amount which allows for the sum of statutory reserves and capital reserves to reach 10% of the share capital. As at 31 December 2013, the Bank’s statutory reserves amounted to 17% of the share capital. Other profit reserves have been formed for unknown risk. After the annual report is approved, the Bank will settle the negative financial result by charging profit reserves and will include the difference in the calculation of core capital in accordance with the Decision on the calculation of capital in banks and savings banks. In line with the Articles of Association, only retained profit may be paid out. 4.27.5 Revaluation reserve The revaluation reserve, an integral part of capital, amounted to EUR 11,927 thousand on 31 December 2013. Within the figure the Bank shows the revaluation of available for sale financial assets to fair values (EUR 11,853 thousand) with EUR 9,443 thousand coming from financial assets 112 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) reclassified from held to maturity and actuarial gains from severance pay (EUR 74 thousand). Changes in the revaluation reserve are shown in the statement of comprehensive income. 4.28 Dividend per share Dividends payable are not accounted for until they have been ratified at the Bank's annual General Shareholders’ Assembly. The dividends for 2011 and 2012 were not published and not paid out. 4.29 Contingent liabilities and commitments a) Legal proceedings On 31 December 2013, the Group's provisions for pending legal proceedings amounted to EUR 4,598 thousand related to the denationalisation process (2012: EUR 4,738 thousand), which according to the Group's assessment are sufficient for the settlement of all potential liabilities from the denationalisation process. b) Capital commitments As at 31 December 2013 and 31 December 2012, the Group did not exhibit any future obligations to acquire property or equipment or intangible assets. c) Contingent liabilities and commitments Documentary (and standby) letters of credit constitute a written and irrevocable commitment of the issuing (opening) bank, on behalf of the issuer (importer) to pay the beneficiary (exporter) the value set out in the documents by a defined deadline: - if the letter of credit is payable on sight; and - if the letter of credit provides for deferred payment – to be paid at maturity, provided that the beneficiary (exporter) presents documents that are in line with the conditions and deadlines set out in the letter of credit. A commitment may also take the form of a letter of credit confirmation, which is usually done at the request or authorisation of the issuing (opening) bank and constitutes a firm commitment by the confirming bank, in addition to that of the issuing bank, which independently assumes a commitment to the beneficiary under certain conditions. Commitments to extend credit represent unused portions of authorisations to extend credit in the form of loans, guarantees or letters of credit. With respect to credit risk on commitments to extend credit, the Group is potentially exposed to loss in an amount equal to the total unused commitments. 113 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) d) Breakdown of contractual amounts relating to bank guarantees and assumed liabilities Note Bank 31 December 31 December 2013 2012 Guarantees - performance guarantees - financial guarantees Commitments to extend credits Total Provisions 4.25 Total 4.30 Group 31 December 31 December 2013 2012 103,844 77,069 26,775 99,152 95,104 70,612 24,492 108,207 103,823 77,048 26,775 99,042 95,104 70,612 24,492 108,207 202,996 (2,299) 203,311 (2,242) 202,865 (2,301) 203,311 (2,244) 200,697 201,069 200,564 201,067 Cash and cash equivalents Cash and cash equivalents in the statement of cash flows represent instruments with an original maturity of less than 90 days. Bank and Group Note 31 December 2013 31 December 2012 Cash and balances with the Central Bank 4.1 191,995 127,486 Loans to banks 4.5 17,867 22,043 209,862 149,529 Total 4.31 Related party transactions Related parties comprise key management personnel (Management Board members, Supervisory Board members, senior management and their immediate family members), companies with significant impact and the Subsidiary. Gross amounts paid out to key management personnel 2013 Bank Management Board members 2012 Supervisory Board Senior members management Total Management Board members Supervisory Board Senior members management Total Fixed income Variable income Other income Cost reimbursement Meeting fees 362 55 - 1,155 59 1,517 114 372 54 - 1,139 82 1,511 136 6 - 8 62 32 - 46 62 6 - 7 67 31 - 44 67 Total 423 70 1,246 1,739 432 74 1,252 1,758 114 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2013 Group 2012 Management Board members Supervisory Board members Senior management Total Management Board members Supervisory Board Senior members management Fixed income Variable income Other income Cost reimbursement Meeting fees 362 55 - 1,231 61 1,593 116 372 54 - 6 - 8 62 34 - 48 62 6 - 7 67 Total 423 70 1,326 1,819 432 74 Total 1,220 1,592 87 141 33 - 46 67 1,340 1,846 The Bank’s Management Board comprised 3 members in 2013. The senior management comprised 15 members (Group: 16 members). In 2012 the Republic of Slovenia became an indirect owner of the Bank, which is why in 2013 salaries paid out to the Management Board and the senior management were aligned with the legislation governing the remuneration of management in companies under the majority ownership of the Republic of Slovenia. Gross amounts paid out to Management Board and Supervisory Board members 2013 2012 Revenue Revenue Cost reimburFixed Variable Other sement Total Cost reimburFixed Variable Other sement Total Bank Management Board Members President & CEO Member of the Management Board & Deputy CEO Member of the Management Board 127 - 21 1 149 131 - 23 1 155 121 - 22 1 144 125 - 17 1 143 114 - 12 4 130 116 - 14 4 134 Total 362 - 55 6 423 372 - 54 6 432 Fixed remuneration includes gross salary, other pertains to holiday pay, jubilee benefits, premiums pertain to additional pension insurance and annuity savings and accrued bonuses. 115 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2013 Supervisory Board members Fix remuneration 2012 Cost reimbursement Total Fix remuneration Cost reimbursement Total President of the Supervisory Board Member of the Supervisory Board & Deputy CEO Member of the Supervisory Board Member of the Supervisory Board Member of the Supervisory Board Member of the Supervisory Board Member of the Supervisory Board new Member of the Supervisory Board resignation 11 1 12 11 1 12 10 9 9 9 9 1 6 - 11 9 9 15 9 11 9 9 9 9 6 - 11 9 9 15 9 3 - 3 - - - 2 - 2 9 - 9 Total 62 8 70 67 7 74 Related party transactions Bank 2013 Managem ent and Senior Shareholders Supervisory Board m anagem ent w ith m ore m em bers w ith related w ith related than 20% of parties parties shares RECEIVABLES Loans Securities and derivatives Liabilities assumed Performance guarantees and counter guarantees Other financial assets Posest, d.o.o. Total 55 15 260 151 34 3,711 1 - 14,220 110 18,246 152 159 - - 1,917 7 21 2 1,938 9 Total 70 445 5,636 14,353 20,504 Impaired loans Loan repayments during the year 79 (1) 179 (68) 62,578 (14) 2,784 (83) 65,620 915 1,057 - 3 1,975 248 - 138 1 5,423 96 - 5,809 97 1,163 1,196 5,519 3 7,881 (3) - 5 (20) - 104 (80) (1,544) 269 (14) 378 (103) (1,558) LIABILITIES Deposits Debt securities and derivatives in issue Other financial liabilities Total Interest income Interest expense Impairment charges and provisions 116 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Bank 2012 Managem ent and Senior Shareholders Supervisory Board m anagem ent w ith m ore m em bers w ith related w ith related than 20% of parties parties shares RECEIVABLES Loans Securities and derivatives Liabilities assumed Performance guarantees and counter guarantees Other financial assets Total Impaired loans Loan repayments during the year LIABILITIES Deposits Debt securities and derivatives in issue Other financial liabilities Total Interest income Interest expense Impairment charges and provisions Group 2013 Posest, d.o.o. Total 127 15 398 151 26 5,918 6,419 - 14,877 1,093 21,320 6,570 1,134 - - 1,987 10 21 2 2,008 12 142 575 14,334 15,993 31,044 32 (1) 88 (56) 50,557 3,435 (57) 54,112 1,014 1,308 322 1 2,645 424 - 236 50 5,380 431 22 6,040 503 1,438 1,594 6,133 23 9,188 4 (51) - 19 (52) - 586 (310) (2,287) 347 14 956 (413) (2,273) Managem ent and Supervisory Board m em bers w ith related parties Senior m anagem ent w ith related parties Shareholders w ith m ore than 20% of shares Total 55 15 260 151 35 3,711 1 - 4,026 152 50 - - 1,917 7 1,917 7 Total 70 446 5,636 6,152 Impaired loans Loan repayments during the year 79 (1) 179 (68) 62,578 (69) 62,836 915 248 - 1,301 138 1 5,423 96 2,216 5,809 97 1,163 1,440 5,519 8,122 (3) - 5 (21) - 104 (80) (1,544) 109 (104) (1,544) RECEIVABLES Loans Securities and derivatives Liabilities assumed Performance guarantees and counter guarantees Other financial assets LIABILITIES Deposits Debt securities and derivatives in issue Other financial liabilities Total Interest income Interest expense Impairment charges and provisions 117 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 2012 Managem ent and Supervisory Board m em bers w ith related parties Senior m anagem ent w ith related parties Shareholders w ith m ore than 20% of shares Total 127 15 7,566 151 30 5,918 6,419 - 13,611 6,570 45 - - 1,987 10 1,987 10 142 7,747 14,334 22,223 32 (66) 4,169 (56) 50,557 (122) 54,758 LIABILITIES Deposits Debt securities and derivatives in issue Other financial liabilities 1,014 424 - 1,615 236 51 322 5,380 431 2,951 6,040 482 Total 1,438 1,902 6,133 9,473 4 (51) - 382 (59) 32 586 (310) (2,287) 972 (420) (2,255) RECEIVABLES Loans Securities and derivatives Liabilities assumed Performance guarantees and counter guarantees Other financial assets Total Impaired loans Loan repayments during the year Interest income Interest expense Impairment charges and provisions The Bank in the Group is indirectly controlled by the Republic of Slovenia, as two state-owned companies, namely NLB, d.d., Ljubljana and SOD, d.d., Ljubljana together hold an interest of over 50% in the Bank. As at 31 December 2013 the Bank did not record any individually significant loans given to the state and government-related entities, while the total amount of such loans amounted to EUR 60,000 thousand as at 31 December 2012 (6 transactions). The total of individually significant debt securities purchased as at 31 December 2013 amounted to EUR 55,500 thousand (3 transactions), while the same amounted to EUR 156,000 thousand at 31 December 2012 (9 transactions). The total amount of individually significant loans taken and deposits received came up to EUR 216,000 thousand (16 transactions) on 31 December 2013. The total amount of individually significant loans taken and deposits received on 31 December 2012 was EUR 272,600 thousand (24 transactions). The effects of the above significant transactions, recognised in 2013 and 2012, have been recorded in the income statement under interest income and expenses mainly. Interest income in 2013 amounted to EUR 1,276 thousand, coming in at EUR 3,220 thousand in 2012. Interest expenses came in at EUR 1,242 thousand in 2013, while 2012 saw EUR 656 thousand. 118 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Related party transaction contractual interest rates (including government and government related entities) in % p.a.: 31 December 2013 RECEIVABLES Interest Rate Premium Loans and advances to customers - Reference Interest Rate - Nominal Interest Rate Euribor 1 Month - 6 Months 1.3% - 8.5% 0.3% - 5.5% Securities - Reference Interest Rate - Nominal Interest Rate Euribor 3 Months - 6 Months 1.0% - 8.0% 0.1% - 0.2% Due to customers - Reference Interest Rate - Nominal Interest Rate - Base Interest Rate Euribor 6 Months 0.01% - 4.8% Base Interest Rate 0.1% - 2.2% Deposits from banks - Nominal Interest Rate 0.4% LIABILITIES 0.0% - 3.0% Borrowings - Reference Interest Rate - Nominal Interest Rate Euribor 6 Months 6.3% 0.6% - 3.1% Euribor 6 Months 3.1% - 8.0% 2.0% RECEIVABLES Interest Rate Premium Loans and advances to customers - Reference Interest Rate - Nominal Interest Rate Euribor 1 Month - 6 Months 1.2% - 7.7% 0.3% - 4.2% Securities - Reference Interest Rate - Nominal Interest Rate Euribor 3 Months - 6 Months 3.0% - 6.0% 0.3% - 4.0% Due to customers - Reference Interest Rate - Nominal Interest Rate - Base Interest Rate Euribor 6 Months 0.4% - 4.8% Base Interest Rate 0.3% - 1.5% Deposits from banks - Nominal Interest Rate 0.3% - 0.6% Bonds and Certificates of deposit - Reference Interest Rate - Nominal Interest Rate 31 December 2012 LIABILITIES 3.0% Borrowings - Reference Interest Rate - Nominal Interest Rate Euribor 6 Months 6.3% 0.6% - 3.1% Euribor 6 Months 3.1% - 8.0% 2.0% Bonds and Certificates of deposit - Reference Interest Rate - Nominal Interest Rate 119 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 4.32 Information on the results of organisational units abroad The Group has no subsidiaries or associated companies abroad. 4.33 Events after reporting date In accordance with the requirement from the order dated 17 January 2014 the Bank reported to the Bank of Slovenia on its position pertaining to the findings of the AQR report and presented the Bank of Slovenia with the Programme of attaining and maintaining the capital adequacy ratio on 31 January 2014, which includes a detailed action plan aimed at reducing and eliminating the capital shortfall. Events after the reporting date pertain to the recapitalization process, which is described in detail in Note 4.27.1. 5 RISK MANAGEMENT In its operations, the Bank and the Group assume a number of different types of risk, the amount of which depends on the type of transaction and the readiness to assume risk. The Bank mainly focuses on the performance of traditional banking operations and provides its clients with services pertaining to treasury and other financial transactions. It conducts most of its operations within the Republic of Slovenia, whereas it is also present in the interbank markets of other EU member states as well as other low credit risk countries throughout the world. The Bank is also active, to a limited extent, in South East Europe, lending to corporate and retail clients. To achieve strategic goals in operations and risk management, the Bank and the Group pay particular attention to capital risk, profitability risk, liquidity risk, credit risk, market risks, strategic, operational and interest rate risk as well as reputation risk. The organisation of the Bank and the Group ensures the separation of commercial organisational units or the units that enter into transactions and assume risk (front office) from back office operations, where transactions are booked and accounts kept. The risk monitoring and management function is also separated from the aforementioned two functions. The organisation of the Bank and the Group is such as to provide for independent operations of individual organisational units up to managerial level, and for an adequate flow of information up and down as well as between organisational units. The Bank and the Group utilise a strategy and policies of assuming and managing risk per respective risk type. The strategy of assuming and managing risk reflects the Bank’s and the Group's fundamental relation to risk within the framework of operations and includes the objectives and general principles or policies pertaining to assuming and managing risk, the approach to the management of individual risk types and the approach to the process of assessing adequate internal capital. A policy on assuming risk and risk management has been prepared for each individual risk type, detailing the capability to assume risk, the risk management process (organisation rules on the implementation of the process, the identification, measurement or evaluation, management and monitoring procedures, the system of internal controls), and the responsibility of the Management Board and senior management and other. The strategy and policies are updated annually and are confirmed by the Bank's Management Board and the Supervisory Board. By developing internal reporting procedures and the consideration and decision-making process at a number of different bodies within the Bank and the Group, the Management Board and the entire senior management are actively involved in the risk management process. By managing risk well, it is the goal of the Bank and the Group to be more responsive and efficient when it comes to changes 120 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) in the environment, to get closer to client needs and to ensure long-term financial stability. Assuming and managing risk has become an important element of the Bank's and the Group’s comprehensive strategy due to the development and characteristics of the financial system. Risk management is directly monitored: - by the Risk Management Division: all risks; - at Credit Committees (once a week): credit risk; - at the Liquidity Committees (three times a week, in extraordinary conditions daily): liquidity risk; - on a monthly basis at the Assets and Liabilities Committee (ALCO): credit, market, liquidity, interest rate, capital and profitability risk; - at the Management Board level or the Management Committee: operational and strategic risk as well as reputation risk; - at the Risk Committee: all types of risk. 5.1 Credit risk Credit risk is the risk of loss resulting from a debtor’s inability to meet, for any reason, its financial or contractual obligations in their entirety. This type of risk includes subcategories, namely country risk, risk of concentration and residual risk. The Risk Management Division, being an organisationally independent unit in relation to commercial units and answering directly to the Bank's Management Board, manages the implementation of the policy of assuming and managing credit risk, and regularly reports to the ALCO on the exposure to credit risk and limit consideration. The granting of loans includes commercial organisational units, the Risk Management Division and the Operational Support Division. Granting loans and other transactions is subject to authorisations and legal limitations. Authorisations depend on the rating of the debtor, the size of the total exposure, loan size, the total limit, collateral and deviation from other conditions. The loan granting process includes different decision-making levels within the Bank. The Bank and the Group manage credit risk related to a single debtor or investment (standalone risk), as well as the risk related to the entire credit portfolio (portfolio risk). 5.1.1 Measuring and managing credit risk The Bank and the Group measure credit risk for active on-balance sheet items and for commitments and contingent liabilities. Credit risk is assessed for financial assets measured at amortised cost, for financial assets designated at fair value and for assumed liabilities from commitments and contingent liabilities. Credit risk is the result of business, commercial and housing loans, credit card operations, transaction account overdrafts, guarantees and granted undrawn loans, as well as a consequence of the investments in debt securities and the exposure from transactions with derivatives. Loans and advances to customers Exposure to credit risk depends on three elements: (1) The probability of default or exposure to the debtor’s rating class, (2) Current exposure from statement of financial position and commitment and contingent liability items, and (3) The amount of outstanding debt paid off, in case of default. (1) The probability of default or exposure to the debtor’s rating class Internal rating systems have been developed for the classification of the Bank’s debtors into rating classes and for the measurement of probability of default for different debtor groups (legal entities, individual entrepreneurs and banks). Debtor classification is based on the estimated qualitative and quantitative elements. In the classification of banks and sovereigns (states), external ratings are 121 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) usually considered (Moody’s Investor Service, Fitch Ratings, Standard & Poor’s). Prior to every individual private loan or investment approval, each individual’s creditworthiness is assessed and the settlement of existing liabilities checked. Before approving a loan, as a rule, an inquiry is made with the use of the SISBON system (Slovenski Informacijski Sistem BONitet fizičnih oseb – the Slovene Information System on the Rating of Retail Clients), which includes data on indebtedness and settlement of liabilities by retail clients in the Slovene banking environment. Prior to approving a transaction, the Bank classifies a debtor into a rating class, determining the probability of default and expected loss. On an ongoing - or at least on a quarterly basis – it verifies the adequacy of an individual classification in relation to the debtor’s financial standing, the settlement of due liabilities and the assessment of qualitative factors, on the basis of which the classification is retained or the debtor is classified into a higher or lower rating class. Transitional matrices are prepared regularly, showing the transitions between rating classes and measuring the number of defaults in an observed period. Estimates on the probability of default for an individual rating class are then adjusted on the basis of data pertaining to defaults. The internal ratings system with the description of rating classes and the comparison with external ratings: Internal rating class Internal rating description Risk level A1, A2, A3 Prime Investment grade B1, B2, B3 Standard C1, C2 Substandard D Default Default recovery E Comparison with the Bank of Slovenia ratings A Comparison with Moody’s Investors Service* from Aaa to Aa3, from A1 to A3, from Baa1 to Baa3 Investment grade B from Ba1 to Ba3, from B1 to B3 Sub-investment grade C from Caa1 and lower Default D Default Default E Default * Comparison prepared for banks. (2) Current exposure from statement of financial position and commitment and contingent liability items The level exposure in items of the statement of financial position (loans) and the level of commitment and contingent liability exposures equal their carrying amount. (3) The amount of outstanding debt paid off, in case of default The loss amount in case of default depends on the amount of exposure and the collateral obtained. The Bank and the Group strive toward securing their receivables to minimise loss. It is important for the Bank and the Group to begin procedures for the settlement of overdue, unpaid receivables as soon as possible. Debt securities In managing credit risk from debt securities, the Bank utilises the external ratings (Moody's Investor Service, Fitch Ratings, Standard & Poor's) of securities and issuers. In cases where the fair value of an individual security is significantly lower than the original cost and the drop in value is attributable to reasons pointing to objective evidence of impairment, the Bank recognises the impairment charge for the investment. Assumed commitments and contingent liabilities Assumed commitments and contingent liabilities (off-balance sheet items) include the undrawn part of loans granted, guarantees and letters of credit. By issuing these instruments, the Bank and the Group commit to providing cash to the counterparty, when so instructed. The potential exposure to loss from these instruments pertains to credit risk. The same methodologies are applied in 122 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) measuring credit risk from assumed commitments and contingent liabilities as are used in measuring credit risk pertaining to loans. Derivatives The exposure to credit risk from derivatives pertains to exposure to counterparty risk, namely the risk of a counterparty defaulting prior to final settlement of cash flow from the transaction. The exposure to credit risk equals the credit replacement value, calculated on the basis of the current exposure method. The Bank enters into derivative instrument agreements with prime debtors, mainly in foreign currency transactions, and interest rate swaps. In the event of increased credit risk, the Bank tries to acquire additional collateral. The exposure to credit risk is managed within the framework of limits pertaining to lending agreements, which are confirmed by the Credit Committee. Limit definition and monitoring The Bank calculates limits for loans to individual debtors and to groups of related entities on the basis of data on the existing and future operations. In doing so, it takes into consideration the legal requirements in connection with the largest exposure limits related to an individual entity or a group of related entities, which must not exceed 25% of the Bank’s capital, while taking into account its policies as well. The diversification of exposure to individual debtors or groups of related entities is one of the objectives the Bank is working toward, which is why it is reducing the number and value of exposures to individual debtors or groups of related entities. Limits are monitored on an ongoing basis and are adjusted in relation to the risk profile of the debtor or a group of related entities and the sector in which the debtor is active. Total limits and their possible increases or decreases are confirmed by the Bank’s Credit Committee. Exposures exceeding 10% of the Bank's capital require the approval of the Supervisory Board. The Bank has prepared an indebtedness ceiling calculation methodology for corporates, for banks and for large exposures to private entrepreneurs. For lower exposure to private entrepreneurs and for exposures to private individuals, creditworthiness is assessed prior to the approval of a new loan. Based on past experience the Bank regularly updates the methodologies of indebtedness ceiling calculation. In 2013 it checked individual debtor indebtedness ceilings more frequently, with greater emphasis given to the company cash flow, available for debt repayment. In addition to limits set for individual debtors or groups of related entities, the Bank also implements structural limits according to sector or category of debtor, according to geographic area and according to type of activity - thus limiting the risk of portfolio concentration and of exposure to high risk activities or regions. Structural limits are usually confirmed annually at ALCO meetings, with their consideration and trends monitored on the basis of monthly reports. If required, due to economic conditions and exposure to risk, these limits may also be modified. Collateral The Bank and the Group’s exposure to credit risk is reduced with the implementation of policies regarding collateral. To minimise loss in the event of default, the Bank and the Group tend to acquire adequate collateral from the debtor, such as a mortgage on commercial or residential real estate, pledges of financial property (bank deposits, securities) or the acquisition of personal credit insurance by an adequate provider. Other forms of collateral, such as physical collateral, inventories and cash claims, are considered to be of lesser quality. Usually long-term loans are collateralised, with a large portion of short-term loans collateralised as well, with the only ones not requiring collateral being those granted to debtors exhibiting a higher credit rating. Should a debtor's credit rating worsen or the fair value of collateral decrease, the Bank and the Group begin negotiations to obtain additional collateral or to decrease exposure. 123 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The significant types of appropriate collateral that the Bank and the Group utilise and the related valuation: - financial assets used as collateral (bank deposits with the Group or cash-assimilated instruments, debt securities, issued by sovereigns, the central bank or institution, equity and other securities, listed on stock exchanges), which is valued at market and is revalued on a daily basis; - pledged commercial or residential property, valued at fair value; - personal assurances given by: sovereigns and central banks, regional or local authorities, public sector entities, institutions, insurance companies and companies with a high credit rating (100 % percent of the value). The macroeconomic conditions and the circumstances prevailing in the real estate and capital markets in 2013 required a great deal of attention to be directed at monitoring the fair value of collateral, especially commercial and residential real estate, while exposures collateralised with securities continue to decrease with loans maturing and collateral being liquidated in the collection process. To reduce credit risk, the Bank and the Group do not execute balance sheet netting or use credit derivatives. Estimating credit risk losses A methodology for the estimation of credit risk losses has been prepared in accordance with IFRS, which is updated at least once a year and adapted to the economic conditions. Continuously, or at least on a quarterly basis, estimations are made as to whether there is objective evidence of impairment relating to financial assets and liabilities assumed on the basis of commitments and contingent liabilities. Should such evidence exist, the Bank must calculate the amount of loss due to impairment and make provisions for commitments and contingent liabilities. The methodology of estimating impairment charges is set up according to type of debtor: legal entities and private entrepreneurs, retail clients, banks and savings banks and prime debtors. (1) Assessment of impairment charges for exposure to legal entities and private entrepreneurs The impairment charge may be calculated individually on the basis of the estimated future cash flows or collectively on the basis of historical data on defaults and losses for groups of exposures with similar characteristics, adjusted to account for current conditions, thus reflecting the effects of recent operating conditions. Individual estimates pertain to assets individually exhibiting significant characteristics (exposures above EUR 650,000) and showing signs of impairment (exposures classified lower than D and E). If there are no signs of impairment, the exposure is classified into a group of financial assets with similar characteristics and the impairment is assessed collectively. Impairment is also assessed individually for financial assets which have already been recognised as impaired (exposures classified D and E). Impairment is appraised on the basis of estimated future cash flow, including expected repayment from liquidation of collateral. For exposures not exhibiting signs of impairment (exposures classified A1, A2 and A3, B2 and B3, C1 and C2), the charge is assessed collectively on the basis of historical default data and loss estimates. The estimation percentage includes a general risk factor, reflecting current economic conditions and thus impacting the probability of defaults. The value of the general risk factor is assessed at least once a year on the basis of fluctuations in the general price levels, interest rates, the settlement of liabilities, fluctuations in the financial and capital markets as well as the real estate market conditions, economic activity, conditions in the job market and the trends in the energy and raw material markets. 124 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) (2) Assessment of impairment charges for exposure to retail The Bank and the Group classify financial assets in rating groups A, B, C, D and E on the basis of the settlement of liabilities. Individually significant financial assets (exposures above EUR 400,000), where there is objective evidence to suggest there is a need for the establishment of an impairment, are impaired individually. The same applies to financial assets already recognised as impaired (exposures classified C, D and E). For the purpose of collective impairment, financial assets are divided into homogenous groups on the basis of the settlement of liabilities and in accordance with product groups (housing loans, consumer loans, quick loans, account overdrafts). Impairment charge percentages are based on past data and adjusted to current conditions, thus differing for every product group and each rating class. Impairment charge percentages are reviewed once a year. (3) Assessment of impairment charges for exposure to banks and prime debtors For banks, impairment is estimated solely on an individual basis. Exposures to prime debtors (sovereigns and central banks) are assessed using the collective or individual approaches. Managing credit risk during a crisis The continuation of unfavourable conditions in the domestic economy and uncertainty in the European financial markets require the Bank and the Group to continue to implement measures aimed at reducing the effect of the crisis on the financial position and the profitability of the Bank and the Group. Thus lending to financially unstable debtors and to debtors from riskier industries is limited, while exposure to the CEE region is being reduced. The Bank and the Group are trying to obtain additional collateral, keep in contact with borrowers, and monitor their operations and cash flow for the repayment of debt, so adjusting debtor classification and limits. Efforts are directed at the recovery of receivables due and in some cases collateral is being liquidated. New investments are granted to debtors mainly for the financing of regular business operations with good quality collateral. In retail lending, more stringent criteria for the assessment of creditworthiness are being applied. The Bank and the Group continued to follow their goal of diversifying the credit portfolio according to debtors or groups of related entities and activities. The Bank has set up a loan monitoring process, which allows it to detect increased credit risk in time. Based on the assessment of qualitative and quantitative criteria, which show increased credit risk, the Bank rates debtors into four groups (PKT1 – watch list, PKT2 – problem exposure, PKT3 – debtors in recovery procedure, PKT4 – restructured exposure). Determining the group of increased credit risk is the basis for defining the Bank’s further activities aimed at reducing exposure to credit risk. In the event of default, the Bank then ascertains direct and indirect responsibility. It is the Bank’s and the Group's assessment that conditions in the economy and on the financial markets will not stabilise in 2014, which is why exposure to credit risk remains high. Positive impact on the domestic economy is expected to come from government measures aimed at increasing payment discipline, regulating the job market, stimulating investment activity and raising the competitiveness of the domestic economy, as well as from economic activity in European countries and the stabilisation of conditions in the financial markets. The Bank and the Group will continue to monitor closely debtor rating and the credit portfolio, while adjusting lending policies and credit risk management to the current conditions. They will also reduce exposure to individual clients or groups of related parties and limit investments in high risk industries and regions. They will direct their attention to early identification of increased credit risk and continue to work actively on recovery and foreclose on bad debt. 125 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.1.2 Maximum credit risk exposure Bank 31 Decem ber 2013 31 Decem ber 2012 Maxim um Fair value of exposure to collateral3 credit risk Statem ent of financial position assets Loans Loans and advances to state1 Loans and advances to banks Loans and advances to private individuals - overdraft accounts and cards - housing loans - consumer and other loans - unauthorised account overdrafts Loans to companies 2 - large companies - small and medium sized enterprises (SME) - other Other financial assets Held to m aturity investm ents Debt securities Derivative financial intrum ents designated for hedging Com m itm ents and contingent liabilities Financial guarantees Other off-balance sheet exposures Total 1 Fair value of collateral3 1,589,492 1,260,213 10,136 17,867 309,578 35,896 170,270 102,893 519 920,343 399,001 427,016 94,326 2,289 1,506,631 1,418,398 5,000 522,960 28,457 366,158 128,092 253 890,438 314,664 512,175 63,599 - 2,092,602 1,615,610 10,151 22,043 325,027 35,358 171,781 117,392 496 1,255,675 546,075 634,551 75,049 2,714 1,765,946 1,677,713 524,409 28,142 357,143 138,869 255 1,153,304 400,532 714,632 38,140 - 7,921 5,934 1,987 - 22,003 10,786 11,217 - - - 5,064 5,064 - 317,921 317,921 73,222 73,222 170,167 170,167 73,222 73,222 - 15,011 15,011 270,152 270,152 15,011 15,011 3,437 117,796 26,003 91,793 1,707,288 44,740 14,180 30,560 1,551,371 6,892 131,271 24,144 107,127 2,223,873 52,120 13,719 38,401 1,818,066 Financial assets held for trading Derivatives Debt securities Financial assets designated at fair value through P&L Debt securities Available for sale financial assets Debt securities Maxim um exposure to credit risk State (sovereigns) includes direct beneficiaries of the Republic of Slovenia budget and foreign central state level units (sovereigns) 2 Size of companies defined in accordance with the Companies Act; the micro, small and medium size enterprises (SME) comprise those which fulfil two of the following criteria: average number of employees is less than 250, net sales income does not exceed EUR 35,000 thousand, value of assets does not exceed EUR 17,500 thousand. Large companies are defined as those which do not fit the SME criteria. ’’Other’’ shows regional and local state levels, public sector entities, new companies, companies in receivership, societies and other debtors, which do not provide information on their size. 3 - Fair value of collateral equals: market value of financial assets held as collateral, 100% of the value of insurance company guarantees, bank guarantees, state and municipal guarantees and prime rated companies, values of residential and commercial real estate are equal to market values of comparable real estate. 126 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 31 Decem ber 2012 Maxim um Fair value of exposure to collateral3 credit risk Statem ent of financial position assets Loans Loans and advances to state1 Loans and advances to banks Loans and advances to private individuals - overdraft accounts and cards - housing loans - consumer and other loans - unauthorised account overdrafts Loans to companies 2 - large companies - small and medium sized enterprises (SME) - other Other financial assets Maxim um exposure to credit risk Fair value of collateral3 1,584,331 1,255,052 10,136 17,867 309,640 35,896 170,332 102,893 519 914,681 407,515 412,840 94,326 2,728 1,506,631 1,418,398 5,000 522,960 28,457 366,158 128,092 253 890,438 314,664 512,175 63,599 - 2,085,092 1,610,814 10,151 22,043 325,092 35,358 171,846 117,392 496 1,250,434 555,504 619,881 75,049 3,094 1,765,946 1,677,713 524,409 28,142 357,143 138,869 255 1,153,304 400,532 714,632 38,140 - Financial assets held for trading 7,921 - 22,003 - Derivatives Debt securities Financial assets designated at fair value through P&L 5,934 1,987 - 10,786 11,217 - - - 5,064 - Debt securities Available for sale financial assets 317,921 73,222 5,064 170,167 73,222 Debt securities 317,921 73,222 170,167 73,222 Held to m aturity investm ents - 15,011 270,152 15,011 Debt securities - 15,011 270,152 15,011 3,437 - 6,892 - Derivative financial intrum ents designated for hedging Com m itm ents and contingent liabilities 117,686 44,740 131,271 52,120 Financial guarantees 26,003 14,180 24,144 13,719 Other off-balance sheet exposures 91,683 30,560 107,127 38,401 1,702,017 1,551,371 2,216,363 1,818,066 Total 1 State (sovereigns) includes direct beneficiaries of the Republic of Slovenia budget and foreign central state level units (sovereigns) 2 Size of companies defined in accordance with the Companies Act; the micro, small and medium size enterprises (SME) comprise those which fulfil two of the following criteria: average number of employees is less than 250, net sales income does not exceed EUR 35,000 thousand, value of assets does not exceed EUR 17,500 thousand. Large companies are defined as those which do not fit the SME criteria. ’’Other’’ shows regional and local state levels, public sector entities, new companies, companies in receivership, societies and other debtors, which do not provide information on their size. 3 - Fair value of collateral equals: market value of financial assets held as collateral, 100% of the value of insurance company guarantees, bank guarantees, state and municipal guarantees and prime rated companies, values of residential and commercial real estate are equal to market values of comparable real estate. The table shows the Group’s maximum credit risk exposure from loans, investments in securities and commitments and contingent liabilities as at 31 December 2013 and 31 December 2012. In 2013, the exposure to credit risk decreased in comparison with the previous year. Loans decreased by 22% due to a drop in lending to corporates and to a lesser extent to banks and retail, with exposure from debt financial instruments decreasing by 30% and exposure from derivatives by 47%. 127 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Commitments and contingent liabilities went down by 10% due to a reduced volume of unused approved loans. The continuation of the economic and financial crisis also had an impact on the credit portfolio. By carefully managing investment policies during the crisis and by responsibly managing credit risk, the Group achieved the following results in 2013: - as at 31 December 2013 loans that were classified into the highest of investment grade rating classes, namely A and B, represented 57.30% of all loans (31 December 2012: 74.43%), impairment charge coverage increased to 21.74% (31 December 2012: 8.78%); - the coverage of exposure with adequate collateral increased and reached 69% of all loans as at 31 December 2013 (31 December 2016: 66%); - the Group holds 37% of debt security investments rated at least A3, while 57% of investments is rated at least Ba1; - the consolidated income statement shows impairment charges amounting to EUR 213,999 thousand (2012: EUR 65,400 thousand), wherein impairment charges for loans measured at amortised cost represent EUR 207,840 thousand (2012: EUR 54,558 thousand) and securities impairment charges amount to EUR 6,159 thousand (2012: EUR 10,842 thousand). Provisions for commitments and contingent liabilities were made in an amount of EUR 57 thousand (2012: EUR 800 thousand release). Increased impairment charges reflect the economic and financial crisis, which resulted in increased defaults and in a drop in the fair value of collateral and financial assets. 5.1.3 Exposure to credit risk according to type of collateral The following is a disclosure of all loans (to the state, banks, private individuals and companies), except other financial assets. Exposure from loans The table below lists loans according to type of collateral. Secured loans are the ones where the fair value of collateral is greater or equal to the carrying amount of the loan. Unsecured loans are represented by loans which are entirely unsecured and by the parts of loans where the fair value of collateral is not sufficient for their repayment. Bank 31 December 31 December 2013 2012 Loans Loans Collateral: - deposits - government guarantee - insurance company and bank guarantee - securities - residential real estate - commercial real estate - other* Secured loans - carrying amount Unsecured loans - carrying amount Loans - carrying amount Group 31 December 31 December 2013 2012 Loans Loans 4,524 52,498 6,717 50,792 4,524 52,498 6,717 50,792 120,256 40,867 188,168 443,391 19,877 869,581 388,343 119,093 69,705 179,191 595,831 43,533 1,064,862 548,034 120,256 40,867 188,168 443,391 19,877 869,581 382,743 119,093 69,705 179,191 595,831 43,533 1,064,862 542,858 1,257,924 1,612,896 1,252,324 1,607,720 *Other collateral mainly refers to guarantees by guarantors - companies, rated A and to physical collateral to a lesser extent. 128 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) For the most part, loans are secured with commercial real estate, followed by residential real estate as well as insurance company and bank guarantees. The latter are mainly used to secure retail loans. In 2013 the share of loans, secured with commercial real estate decreased due to the reduced fair value of real estate and the share of loans secured with bank deposits and securities. An increase was recorded in the shares of loans insured by insurance companies and banks and the loans secured with residential real estate. The Bank and the Group liquidated collateral (securities, real estate, other assets) in 2013 for the repayment of loans granted. Securities were sold on the regulated market, while real estate and other assets were sold in the recovery process (court and out-of-court proceedings, bankruptcies). The Bank does not have repossessed collateral in its books of accounts. According to loan type Bank 31 Decem ber 2013 Loans to private individuals Loans to com panies Overdraft accounts Unauthorised and Housing Consumer account cards loans loans overdrafts Large companies SME Other Loans and Loans and adv ances adv ances to state to banks Total Collateral: - deposits - government guarantee - insurance company and bank guarantee 14 288 1,750 - - 2,454 18 - - 4,524 - - - - 45,143 1,064 1,291 - 5,000 52,498 28,302 20,002 70,345 237 12 1,316 41 - - 120,255 - securities - residential real estate - commercial real estate - 35 1,628 - 19,682 6,852 12,670 - - 40,867 - 132,259 7,444 - - 40,289 8,176 - - 188,168 - 8,436 4,455 - 174,726 233,053 22,721 - - 443,391 - other Secured loans carrying amount Unsecured loans carrying amount Loans - carrying amount - 352 3,093 - 2,041 11,710 2,681 - - 19,877 28,316 161,372 88,715 237 241,604 296,738 47,598 - 5,000 869,581 8,898 14,178 282 157,397 130,278 46,728 10,136 12,867 388,343 35,896 170,270 102,893 519 399,001 427,016 94,326 10,136 17,867 1,257,924 28,001 160,682 94,828 229 317,098 439,346 24,678 - - 1,064,862 11,099 22,564 267 228,977 195,205 50,371 10,151 22,043 35,358 171,781 117,392 496 546,075 634,551 75,049 10,151 22,043 1,612,896 31 Decem ber 2012 Secured loans carrying amount Unsecured loans carrying amount Loans - carrying amount 7,580 7,357 129 548,034 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Loans to private individuals Group 31 Decem ber 2013 Overdraft accounts and Housing Consumer cards loans loans Loans to com panies Unauthorised account overdrafts Large companies SME Other Loans Loans and and advances advances to state to banks Total Collateral: - deposits - government guarantee - insurance company and bank guarantee 14 288 1,750 - - 2,454 18 - - 4,524 - - - - 45,143 1,064 1,291 - 5,000 52,498 28,302 20,002 70,345 237 12 1,316 41 - - 120,255 - 35 1,628 - 19,682 6,852 12,670 - - 40,867 - 132,259 7,444 - - 40,289 8,176 - - 188,168 - 8,436 4,455 - 174,726 233,053 - 352 3,093 - 28,316 161,372 88,715 8,960 - securities - residential real estate - commercial real estate - other Secured loans carrying amount Unsecured loans carrying amount Loans - carrying amount 31 Decem ber 2012 Secured loans carrying amount Unsecured loans carrying amount Loans - carrying amount 22,721 - - 443,391 11,710 2,681 - - 19,877 237 241,604 296,738 47,598 - 5,000 869,581 14,178 282 165,911 116,102 46,728 10,136 12,867 382,743 35,896 170,332 102,893 519 407,515 412,840 94,326 10,136 17,867 1,252,324 28,001 160,682 94,828 229 317,098 439,346 24,678 - - 1,064,862 11,164 22,564 267 238,406 180,535 50,371 10,151 22,043 35,358 171,846 117,392 496 555,504 619,881 75,049 10,151 22,043 1,607,720 7,580 7,357 2,041 5.1.4 Credit risk exposure according to rating class Exposure from loans Bank Group 31 Decem ber 2013 Loan Impairment amount amount 31 Decem ber 2012 Loan Impairment amount amount 31 Decem ber 2013 Loan Impairment amount amount 31 Decem ber 2012 Loan Impairment amount amount 1,605,796 (347,872) 1,767,654 (154,758) 1,600,196 (347,872) 1,762,478 Prime (A) 36.11% 0.33% 44.88% 0.82% 35.89% 0.33% 44.69% 0.82% Standard (B) 21.33% 1.68% 29.65% 5.83% 21.41% 1.68% 29.74% 5.83% Substandard (C) 11.30% 6.74% 6.68% 9.12% 11.34% 6.74% 6.70% 9.12% Default (D) 10.44% 24.11% 4.67% 14.41% 10.47% 24.11% 4.69% 14.41% Default (E) - recovery 20.81% 67.14% 14.13% 69.82% 20.89% 67.14% 14.18% 69.82% 100% 100% 100% 100% 100% 100% 100% 100% Total Structure Total (154,758) Structure Gross exposure to loans as at 31 December 2013 amounted to EUR 1,600,196 thousand, representing a 9% drop as compared with the previous year (31 December 2012: EUR 1,762,478 thousand). After accounting for impairment charges, the loan carrying amount is EUR 1,252,324 thousand, being 22% less in comparison to the previous year (31 December 2012: EUR 1,607,720 thousand). Portfolio quality deteriorated due to the continuing unfavourable economic conditions, 130 542,858 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) with the percentage of loans in the highest rating classes (classes A and B) decreased to 57.30% (31 December 2012: 74.43%). Exposure to loans, classified as substandard and default increased to 42.70% (31 December 2012: 25.57%), with the Group establishing additional impairment charges on these loans. According to loan class Bank 31 December 2013 Rating class Prime (A) Loans to private individuals Ov erdraf t accounts and cards Housing loans Loans to com panies Unauthorised account Consumer loans overdrafts Large companies Loans Loans and and advances advances to banks to state SME Total Other 36,102 162,042 94,867 340 128,460 91,369 41,186 10,136 15,399 579,901 Standard (B) - 4,597 2,370 143 144,717 184,822 3,438 - 2,468 342,555 Substandard (C) - 4,537 4,582 86 84,294 76,358 11,669 - - 181,526 Default (D) - 790 4,168 16 102,439 59,933 225 - - 167,571 Default (E) recovery - 3,560 6,038 299 19,838 147,354 157,154 - - 334,243 Impairments (206) (5,256) (9,132) (365) (80,747) (132,820) (119,346) - - (347,872) 35,896 170,270 102,893 519 10,136 17,867 1,257,924 Total 399,001 427,016 94,326 Bank 31 December 2012 Rating class Prime (A) Loans to private individuals Ov erdraf t accounts and cards Housing loans Loans to com panies Unauthorised account Consumer loans overdrafts Large companies Loans and Loans and advances advances to state to banks SME Total Other 35,561 163,294 105,019 298 277,350 143,820 41,193 10,151 16,588 793,274 Standard (B) - 4,711 2,827 150 214,837 290,090 6,001 - 5,455 524,071 Substandard (C) - 5,141 5,792 79 28,323 78,624 84 - - 118,043 Default (D) - 733 6,776 56 28,008 46,601 347 - - 82,521 Default (E) recovery - 2,124 3,726 309 9,152 181,050 53,384 - - 249,745 Impairments (203) (4,222) (6,748) (396) (11,595) (105,634) (25,960) - - (154,758) 35,358 171,781 117,392 496 10,151 22,043 1,612,896 Total 131 546,075 634,551 75,049 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 December 2013 Rating class Prime (A) Loans to private individuals Overdraft accounts and Housing cards loans 36,102 162,104 Loans to com panies Consumer loans Unauthorised account overdrafts Large companies Loans Loans and and advances advances to banks to state SME Total Other 94,867 340 136,974 77,135 41,186 10,136 15,399 574,243 Standard (B) - 4,597 2,370 143 144,717 184,880 3,438 - 2,468 342,613 Substandard (C) - 4,537 4,582 86 84,294 76,358 11,669 - - 181,526 Default (D) Default (E) recovery - 790 4,168 16 102,439 59,933 225 - - 167,571 - 3,560 6,038 299 19,838 147,354 157,154 - - 334,243 Impairments (206) (5,256) (9,132) (365) (80,747) (132,820) (119,346) - - (347,872) 35,896 170,332 102,893 519 Total 407,515 412,840 94,326 10,136 17,867 1,252,324 Group 31 December 2012 Rating class Prime (A) Loans to private individuals Overdraft accounts and Housing Consumer cards loans loans Unauthorised account overdrafts Large companies Loans Loans and and advances advances to banks to state SME Total Other 105,019 298 286,656 128,944 41,193 10,151 16,588 787,738 Standard (B) - 4,711 2,827 150 214,837 290,154 6,001 - 5,455 524,135 Substandard (C) - 5,141 5,792 79 28,323 78,624 84 - - 118,043 Default (D) Default (E) recovery - 764 6,776 56 28,131 46,601 347 - - 82,675 - 2,124 3,726 309 9,152 181,192 53,384 - - 249,887 Impairments (203) (4,222) (6,748) (396) (11,595) (105,634) (25,960) - - (154,758) 35,358 171,846 117,392 496 Total 35,561 163,328 Loans to com panies 555,504 619,881 75,049 10,151 22,043 1,607,720 Loans to retail decreased by 5% as compared to the previous year due to the decrease of personal consumption loans, while housing loans decreased only by 1%. Loan quality remains high (31 December 2013: 92.58% of loans were classified A and B; 31 December 2012: 92.64%). Lending to the corporate sector decreased by 27% compared with the previous year, with the quality of these loans decreasing on account of the increase in insolvency proceedings and defaults. The exposure to others increased, due to new companies in bankruptcy proceedings, for which AJPES (Agency of the Republic of Slovenia for Public Legal Records and Related Services) no longer publishes the data regarding size as at 31 December 2013. Credit exposure to banks decreased in 2013, while exposure to sovereigns remains low. The Bank mainly deals with low risk sovereign entities and banks. 132 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.1.5 Credit risk exposure according to impairment and maturity Loans according to impairment and maturity Bank 31 Decem ber 2013 Loans to private individuals Loans neither past due - nor impaired Loans not past due impaired Loans past due individually impaired Loans past due - not impaired 31 Decem ber 2012 Loans to Loans to Loans to companies state banks Loans to private individuals Loans to Loans to Loans to companies state banks 308,354 742,954 10,136 17,867 321,470 1,054,628 10,151 22,041 1,246 118,347 - - 5,577 28,378 - - 13,625 368,595 - - 8,554 311,447 - 2 1,312 23,360 - - 995 4,411 - - Impairments (14,959) (332,913) - - (11,569) (143,189) - - Total 309,578 920,343 10,136 17,867 325,027 1,255,675 10,151 22,043 Group 31 Decem ber 2013 Loans to private individuals Loans neither past due - nor impaired Loans not past due impaired 31 Decem ber 2012 Loans to Loans to Loans to companies state banks Loans to private individuals Loans to Loans to Loans to companies state banks 308,414 737,285 10,136 17,867 321,533 1,049,154 10,151 22,041 1,246 118,347 - - 5,577 28,378 - - 13,625 368,595 - - 8,554 311,677 - 2 1,314 23,367 - - 997 4,414 - - Impairments (14,959) (332,913) - - (11,569) (143,189) - - Total 309,640 914,681 10,136 17,867 325,092 1,250,434 10,151 22,043 Loans past due individually impaired Loans past due - not impaired The increase in defaulting loans and unmatured impaired loans is the result of unfavourable economic conditions and the increase in the number of insolvency proceedings. Loans and advances neither past due nor impaired Bank Rating class Prime (A) 31 Decem ber 2013 31 Decem ber 2012 Loans Loans to and Loans and private Loans to advances advances individuals com panies to state to banks 292,788 260,819 10,136 17,867 Standard (B) 6,691 331,034 - Substandard (C) 8,875 151,101 - 308,354 742,954 10,136 Total Loans Loans to and Loans and private Loans to advances advances individuals com panies to state to banks 303,593 461,734 10,151 16,588 - 7,249 499,930 - 5,453 - 10,628 92,964 - - 17,867 321,470 1,054,628 10,151 22,041 133 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group Rating class 31 Decem ber 2013 Loans to private Loans to individuals com panies 31 Decem ber 2012 Loans and Loans and advances advances to state to banks Loans Loans Loans to and and private Loans to advances advances individuals com panies to state to banks Prime (A) Standard (B) Substandard (C) 292,848 6,691 8,875 255,098 331,086 151,101 10,136 - 17,867 - 303,656 7,249 10,628 456,260 499,930 92,964 10,151 - 16,588 5,453 - Total 308,414 737,285 10,136 17,867 321,533 1,049,154 10,151 22,041 Loans and advances not past due but impaired Bank Rating class 31 Decem ber 2013 Loans to private Loans to individuals com panies 31 Decem ber 2012 Loans and Loans and advances advances to state to banks Loans Loans Loans to and and private Loans to advances advances individuals com panies to state to banks Default (D) 1,246 118,347 - - 5,577 28,378 - - Total 1,246 118,347 - - 5,577 28,378 - - Group Rating class 31 Decem ber 2013 Loans to private Loans to individuals com panies 31 Decem ber 2012 Loans and Loans and advances advances to state to banks Loans Loans Loans to and and private Loans to advances advances individuals com panies to state to banks Default (D) 1,246 118,347 - - 5,577 28,378 - - Total 1,246 118,347 - - 5,577 28,378 - - The item mainly includes restructured loans, where the Bank and the Group recognised significant impairment (loss). Loans and advances past due and individually impaired Bank 31 Decem ber 2013 Loans to private individuals Receivables up to 30 overdue 31 Decem ber 2012 Loans to Loans to companies banks Total Loans to private individuals Loans to Loans to companies banks Total 52 5,523 - 5,574 111 20,283 2 20,396 Receivables over 30 to 90 days overdue 116 22,396 - 22,512 460 15,557 - 16,017 Receivables over 90 days overdue 13,456 340,676 - 354,133 7,983 275,607 - 283,590 Total 13,625 368,595 - 382,220 8,554 311,447 2 320,003 134 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 Loans to private individuals 31 Decem ber 2012 Loans to Loans to companies banks Total Loans to private individuals Loans to Loans to companies banks Total Receivables up to 30 overdue Receivables over 30 to 90 days overdue 52 5,523 - 5,575 111 20,285 2 20,398 116 22,396 - 22,512 461 15,561 - 16,022 Receivables over 90 days overdue 13,456 340,676 - 354,132 7,982 275,831 - 283,813 Total 13,625 368,595 - 382,220 8,554 311,677 2 320,233 Loans and advances past due but not impaired Bank 31 Decem ber 2013 Loans to private individuals 31 Decem ber 2012 Loans to Loans to companies banks Total Loans to private individuals Loans to Loans to companies banks Total Receivables up to 30 overdue 655 8,883 - 9,538 399 3,169 - 3,568 Receivables over 30 to 90 days overdue 413 11,110 - 11,523 596 1,111 - 1,707 244 3,367 - 3,612 - 131 - 131 1,312 23,360 - 24,673 995 4,411 - 5,406 Receivables over 90 days overdue Total Group 31 Decem ber 2013 Loans to private individuals 31 Decem ber 2012 Loans to Loans to companies banks Total Loans to private individuals Loans to Loans to companies banks Total Receivables up to 30 overdue 655 8,883 - 9,538 399 3,170 - 3,569 Receivables over 30 to 90 days overdue 413 11,110 - 11,523 596 1,112 - 1,708 246 3,374 - 3,620 2 132 - 134 1,314 23,367 - 24,681 997 4,414 - 5,411 Receivables over 90 days overdue Total 135 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.1.6 Credit risk exposure according to impairment approach Exposure from loans Bank 31 Decem ber 2013 Collective approach Rating class Loans Impairments Prime (A) 564,502 Standard (B) 340,087 (5,854) Substandard (C) 165,558 (22,064) (1,153) 31 Decem ber 2012 Individual approach Loans Collective approach Impairments 15,399 Loans Impairments Individual approach Loans Impairments - 776,687 (1,270) 16,587 2,468 - 474,705 (7,656) 15,969 (1,378) 17,574 - 49,366 (1,360) (2,528) 100,469 (11,586) Default (D) 3,700 (1,477) 163,871 (82,386) 3,518 (1,450) 79,003 (20,852) Default (E) recovery 12,640 (10,471) 321,602 (223,089) 8,970 (7,837) 240,775 (100,219) 1,086,487 (41,019) 519,309 (306,853) - 1,281,454 (20,741) 486,200 (134,017) Total Fair value of collateral 1,180,705 Group 237,704 1,369,321 31 Decem ber 2013 Collective approach 31 Decem ber 2012 Individual approach Prime (A) 558,843 (1,153) 15,399 - 771,149 (1,270) 16,587 - Standard (B) 340,146 (5,854) 2,468 - 474,769 (7,656) 49,366 (1,360) Substandard (C) 165,558 (22,064) 15,969 (1,378) 17,574 (2,528) 100,469 (11,586) 3,700 (1,477) 163,871 (82,386) 3,550 (1,450) 79,126 (20,852) 12,640 (10,471) 321,602 (223,089) 9,113 (7,837) 240,775 (100,219) 1,080,887 (41,019) 519,309 (306,853) 1,276,155 (20,741) 486,323 (134,017) Fair value of collateral 1,180,705 Impairments 237,704 Loans Impairments Individual approach Loans Total Loans Collective approach Rating class Default (D) Default (E) recovery Impairments 308,393 1,369,321 Loans Impairments 308,393 The Bank and the Group recognise impairment charges in accordance with the internal methodology on creation of impairment charges and provisions in line with IFRS. Individually significant exposures and exposures, where there is objective evidence for impairment are impaired individually on the basis of estimated future cash flows, while other exposures are impaired collectively. As at 31 December 2013, individual assessment was conducted on 32% of the loan portfolio of the Group, representing 88% of impairment charges (31 December 2012: 28% of the loan portfolio or 87% of impairment charges). 136 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) According to loan type Bank Loans to private individuals 31 Decem ber 2013 Ov erdraf t accounts and card limits Collective approach Housing loans Consumer loans 36,102 174,733 - Impairments Loans to companies Unauthorised account ov erdraf ts Large companies SME 102,124 884 351,489 352,911 Loans Loans and and advances advances to banks to state Other 58,107 10,136 Total - 1,086,487 (206) (4,934) (4,080) (365) (14,381) (13,855) (3,196) - - (41,019) Individual approach - 793 9,901 - 128,259 206,925 155,565 - 17,867 519,309 - Impairments Impairment compared to loan value - (322) (5,052) - (66,366) (118,965) (116,150) - - (306,853) 0.57% 2.99% 8.15% 41.29% 16.83% 23.72% 55.85% - - Total 35,896 170,270 102,893 519 399,001 427,016 94,326 10,136 21.66% 17,867 1,257,924 Bank Loans to private individuals 31 Decem ber 2012 Ov erdraf t accounts and card limits Collective approach - Impairments Housing loans Consumer loans 35,561 175,792 Loans to companies Unauthorised account ov erdraf ts 113,758 892 Large companies SME 488,307 408,553 (2,765) Other Loans Loans and and advances advances to banks to state 48,440 10,151 Total - 1,281,454 (203) (4,194) (4,010) (396) (8,037) (1,136) - - (20,741) Individual approach - 211 10,382 - 69,363 331,632 52,569 - 22,043 486,200 - Impairments Impairment compared to loan value - (28) (2,738) - (8,830) (97,597) (24,824) - - (134,017) 0.57% 2.40% 5.44% 44.39% - Total 35,358 171,781 117,392 496 2.08% 14.27% 25.70% - 546,075 634,551 75,049 10,151 8.75% 22,043 1,612,896 Group 31 December 2013 Loans to private individuals Ov erdraf t accounts and card limits Collective approach - Impairments Housing loans Consumer loans Loans to companies Unauthorised account ov erdraf ts Large companies SME Other Loans and advances to state Loans and advances to banks 36,102 174,795 102,124 884 360,003 338,735 58,107 10,136 (206) (4,934) (4,080) (365) (14,381) (13,855) (3,196) - - 206,925 Total - 1,080,887 (41,019) Individual approach - 793 9,901 - 128,259 155,565 - 17,867 519,309 - Impairments Impairment compared to loan value - (322) (5,052) - (66,366) (118,965) (116,150) - - (306,853) 0.57% 2.99% 8.15% 41.29% 16.54% 24.34% 55.85% - - 21.74% Total 35,896 170,332 102,893 519 407,515 412,840 94,326 10,136 137 17,867 1,252,324 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 December 2012 Loans to private individuals Ov erdraf t accounts and card limits Collective approach - Impairments Housing loans Consumer loans Loans to companies Unauthorised account ov erdraf ts 35,561 175,857 113,758 892 Large companies SME Other 497,613 393,883 (2,765) Loans and advances to state 48,440 10,151 Loans and advances to banks Total - 1,276,155 (203) (4,194) (4,010) (396) (8,037) (1,136) - - (20,741) Individual approach - 211 10,382 - 69,486 331,632 52,569 - 22,043 486,323 - Impairments Impairment compared to loan value - (28) (2,738) - (8,830) (97,597) (24,824) - - (134,017) 0.57% 2.40% 5.44% 44.39% - 8.78% Total 35,358 171,846 117,392 496 2.04% 14.56% 25.70% - 555,504 619,881 75,049 10,151 22,043 1,607,720 Loans to banks are assessed individually, while loans to other borrowers are assessed individually and collectively, depending on the amount of exposure and on the classification or assessment, whether there is objective evidence for impairment. 5.1.7 Concentration of exposures according to region and activity Credit risk exposure according to region The table below shows credit exposure according to geographical regions. The exposure according to region is determined in accordance with the address of the debtor's headquarters. Bank 31 Decem ber 2013 Loans and advances to state Loans and advances to banks Loans and advances to private individuals Loans to companies: - large companies - small and medium sized enterprises (SME) - other Slovenia EU SE Europe Other regions Total 10,136 - - - 10,136 6,773 6,921 43 4,130 17,867 319,659 4,861 14 3 324,537 1,146,846 76,431 25,970 4,009 1,253,256 469,703 6,036 - 4,009 479,748 463,471 70,395 25,970 - 559,836 213,672 - - - 213,672 1,483,414 88,213 26,027 8,142 1,605,796 Impairments (314,829) (21,692) (11,299) (52) (347,872) Total net loans 1,168,585 66,521 14,728 8,090 1,257,924 Loans and advances 1,629,026 17,872 115,845 4,911 1,767,654 Impairments (136,259) (31) (18,444) (24) (154,758) Total net loans 1,492,767 17,841 97,401 4,887 1,612,896 Total loans 31 Decem ber 2012 138 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 Slovenia Loans and advances to state Loans and advances to banks Loans and advances to private individuals Loans to companies: EU SE Europe Other regions Total 10,136 - - - 10,136 6,773 6,921 43 4,130 17,867 319,721 4,861 14 3 324,599 1,141,184 76,431 25,970 4,009 1,247,594 478,217 6,036 - 4,009 488,262 449,295 213,672 70,395 - 25,970 - - 545,660 213,672 - large companies - small and medium sized enterprises (SME) - other Total loans 1,477,814 88,213 26,027 8,142 1,600,196 Impairments (314,829) (21,692) (11,299) (52) (347,872) Total net loans 1,162,985 66,521 14,728 8,090 1,252,324 Loans and advances 1,623,850 17,872 115,845 4,911 1,762,478 Impairments (136,259) (31) (18,444) (24) (154,758) Total net loans 1,487,591 17,841 97,401 4,887 1,607,720 31 Decem ber 2012 The exposure to Slovenia - as well as the exposure outside Slovenia - decreased in 2013. Credit exposure to the EU also includes exposure to Croatia, which is why it increased, while the exposure to SE Europe dropped significantly. Risk in the SE European markets is high, which is why the Group formed additional impairment charges, with further reduction of exposure to the region to be undertaken in 2014. A target limit is in place for the highest allowed exposure to the region. Credit risk exposure according to industry Bank 31 December 2013 Loans and advances to state Loans and advances to banks Loans and advances to private individuals Loans to companies: - large companies - small and medium sized enterprises (SME) - other Total loans Impairments Total net loans 31 December 2012 Loans and advances Impairments Total net loans and advances Manuf acturing Commerce and motor v ehicle repairs Construction Finance Prof essional, scientif ic and business industry Real estate Priv ate indiv iduals Other Total - - - - - - 10,136 - 10,136 - - - 17,867 - - - - 17,867 263,562 155,445 191,490 83,070 131,996 20,982 161,547 46,278 96,059 10,130 165,297 47,011 - 324,537 324,537 243,305 - 1,253,256 116,832 - 479,748 86,113 22,004 263,562 (54,538) 209,024 94,673 13,747 191,490 (39,217) 152,273 82,410 28,604 131,996 (67,147) 64,849 56,164 59,105 179,414 (83,621) 95,793 72,036 13,893 96,059 (26,787) 69,272 88,394 29,892 165,297 (47,072) 118,225 80,046 - 559,836 46,427 - 213,672 253,441 324,537 1,605,796 (14,531) (14,959) (347,872) 238,910 309,578 1,257,924 300,959 (13,145) 208,622 (8,155) 150,202 (26,263) 195,385 (53,366) 98,978 (12,284) 165,441 (17,711) 311,471 336,596 1,767,654 (12,265) (11,569) (154,758) 287,814 200,467 123,939 142,019 86,694 147,730 299,206 325,027 1,612,896 139 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 Loans and advances to state Loans and advances to banks Loans and advances to private individuals Loans to companies: - large companies - small and medium sized enterprises (SME) - other Total loans Impairments Total net loans 31 Decem ber 2012 Loans and advances Impairments Total net loans and advances Manuf acturing Commerce and motor v ehicle repairs Construction Finance Prof essional, scientif ic and business industry Real estate Priv ate indiv iduals Other Total - - - - - - 10,136 - 10,136 - - - 17,867 - - - - 17,867 272,076 163,959 191,490 83,070 131,996 20,982 161,546 46,278 81,884 10,130 165,297 243,305 47,011 116,832 324,599 - 324,599 1,247,594 488,262 86,113 94,673 82,410 56,164 57,860 - 545,660 - 213,672 88,394 80,046 29,892 46,427 22,004 13,747 28,604 59,104 13,894 272,076 (54,538) 217,538 191,490 (39,217) 152,273 131,996 (67,147) 64,849 179,413 (83,621) 95,792 81,884 (26,787) 55,097 165,297 253,441 (47,072) (14,531) 118,225 238,910 324,599 1,600,196 (14,959) (347,872) 309,640 1,252,324 310,407 (13,145) 208,622 (8,155) 150,325 (26,263) 195,385 (53,366) 84,166 (12,284) 165,441 311,471 (17,711) (12,265) 336,661 1,762,478 (11,569) (154,758) 297,262 200,467 124,062 142,019 71,882 147,730 299,206 325,092 1,607,720 In terms of exposure by industry, exposure remains highest to the manufacturing industry, being quite a diversified group in itself. In 2013, the Bank was able to decrease exposure to manufacturing the most, followed by construction, financial mediation and commerce. In 2014, the Bank and the Group will continue to pursue the objective of diversified investments according to industry and limit or reduce investments in the higher risk industries. 140 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.1.8 Exposure to credit risk from debt financial instruments The table below features the carrying value of debt financial instruments classified according to issuer and rating by Moody’s Investor Service. Bank and Group 31 December 2013 Rating by Moody's Issuer Governments Financial assets held for trading Available for sale financial assets Total financial assets Aaa to Aa3 Baa1 - 47,388 176,576 47,388 176,576 Aaa - 8,173 8,173 Regional units and public sector entities Aaa to Aa1 unrated * Banks Aaa to Aa3 A3 Ba1 Caa2 Companies unrated * 1,987 - 12,088 13,523 46,646 4,840 4,651 4,037 12,088 13,523 46,646 4,840 4,651 1,987 4,037 Total 1,987 317,921 319,907 Multilateral development banks * All unrated exposures have been classified into the highest rating class A in accordance w ith internal methodologies, w ith the exception of one bond, w hich has been impaired. Bank and Group 31 Decem ber 2012 Rating by Moody's Issuer Governm ents Financial assets held for trading Financial assets designated at fair value through P&L Available for sale financial assets Held to maturity investments Total financial assets Aaa to Aa3 - - 27,270 26,305 53,575 A1 to A3 - - 18,457 9,972 28,429 Baa2 - - 14,695 187,881 202,576 Multilateral developm ent banks Aaa - - 5,230 - 5,230 Regional units and public sector entities Aaa to Aa1 - - 15,655 5,079 20,734 unrated * - - 6,634 10,211 16,845 Aaa to Aa3 - - 19,746 19,875 39,621 A1 to A3 - 1,839 20,054 6,213 28,106 Banks Baa1 to Baa3 - 2,093 30,584 4,616 37,293 B1 to B3 4,701 - 4,887 - 9,588 Caa1 to Caa3 6,516 - - - 6,516 - 1,132 - - 1,132 Ca Com panies Total unrated * - - 6,955 - 6,955 11,217 5,064 170,167 270,152 456,600 * All unrated securities have been classified into the highest rating class A in accordance w ith internal methodology. More than quarter of the investments is government guaranteed. 141 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The Bank impaired one debt financial instrument in 2013 due to increased credit risk. All exposures from debt financial instruments are unmatured, with a single financial instrument having been impaired (unrated corporate bond: EUR 513 thousand carrying amount). The Bank holds 37% of investments in sovereign, bank and public sector debt securities with a rating no lower than A3, with 57% of investments rated at least Ba1. As at 31 December 2013 the Bank holds investments in Slovenia (59% of all investments) and in the low risk EU countries as well as Norway (41% of all investments). 5.1.9 Exposure to credit risk from derivatives Bank and Group 31 Decem ber 2013 31 Decem ber 2012 Fair value Fair value Derivatives - trading Futures and forw ards Interest rate sw aps Currency sw aps Options - interest rate cap Option - FX 126 5,782 26 - 2,724 7,886 166 1 9 Total 5,934 10,786 Interest rate sw aps 3,437 6,892 Total 3,437 6,892 Derivatives - hedging Exposure to credit risk from derivatives is based on the possibility of a counterparty failing to deliver. The Bank enters into interest rate swap transactions with foreign banks with high credit ratings (at least Baa2 according to Moody’s rating). The volume of these transactions decreased in 2013. Currency swaps are also done with foreign banks and, to a lesser extent, with corporates. The Bank no longer enters into securities forwards. As at 31 December 2013 only two futures transactions remain on the books. Fair value was down in 2013 due to a decrease in the volume of said operations and due to the revaluation of some futures and forward transactions to fair value. 5.2 Market risk Market risk is the risk of change in the fair value of financial instruments due to changes in risk factors, being interest rates, currency rates and financial instrument prices. The most significant risk type within market risk is positional risk pertaining to equity and debt financial instruments and derivatives. Exposure to currency risk is low. The Bank assesses market risk as the risk it is exposed to when performing trading activities and the risks it is exposed to in non-trading activities pertaining to market risk factors. Monitoring and reporting on the amount of exposure to market risk is done using limit systems and using a number of different methods to measure market risk. 5.2.1 Measuring and managing market risk Positional risk (the risk of change in value of financial investments) in equity and debt securities is present across the whole of the portfolio as well as at the level of individual transactions. The Bank monitors exposure to positional risk using sensitivity analyses, whereby the effect of changes in different risk factors (e.g. interest rates) on the value of a financial instrument or a portfolio of financial 142 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) instruments is measured. The Bank also applies extraordinary conditions stress scenarios, which reflect the effect such conditions in the financial markets have on the value of financial instruments. The Bank manages exposure to positional risk by also utilising a system of limits, which it regularly updates. These are basically separated into trading and banking book limits and then further from the aspect of financial instrument type, region and issuer. Exposure to positional risk is also measured at individual transaction level, which is why stop limits have been put in place within the limit system, defined on the basis of the Group’s preparedness to assume risk. Currency risk is measured daily by monitoring net positions according to individual foreign currencies. The exposure to currency risk is monitored with the use of foreign currency position limits, which define the maximum level of an open net position according to an individual currency. The Bank also enters into currency and interest rate derivative transactions. Its basic policy in the area of derivatives’ trading is to enter into transactions to hedge own positions and the positions of customers, whereby the latter transactions are hedged with counter positions. Transactions are entered into with prime foreign banks. In measuring market risk, the Bank calculates the capital requirements pertaining to market risk for all items held for trading in line with the Decision on the calculation of market risk capital requirements for banks and savings banks. The Bank also calculates the capital requirement for currency risk when the total open position exceeds 2% of regulatory capital. On 31 December 2013, the Bank performed an analysis of reasonable possible shift, where it simulated the effect a decrease of the carrying amounts of all equity instruments from the trading and banking book by 20% and all debt instruments from the trading and banking book by 10% would have on the income statement and equity. The simulation did not include forward sold instruments. The results of the analysis are shown in the table below. Bank and Group Effect on income statement 31 Decem ber 2013 Debt Equity securities securities (198) (64) Total 31 Decem ber 2012 Debt Equity securities securities Total (262) (714) (65) (779) Effect on equity (31,145) (1,917) (33,062) (17,000) (3,243) (20,242) Total (31,343) (1,981) (33,324) (17,714) (3,307) (21,021) The reclassification of securities from held to maturity to available for sale had the largest effect on the changes in equity in 2013. 5.2.2 Sensitivity analysis for financial instruments included in the banking book The interest rate sensitive financial instruments in the banking book are analysed using the method of interest rate gaps, where the amount of the gap in an individual time frame is also limited. Exposure to interest rate risk is also measured using sensitivity analyses and stress tests, prepared on the basis of the estimated duration gap. Based on these two methods, different analyses of interest rate sensitivity are performed, including stress scenarios. The sensitivity analysis of all interest rate sensitive financial instruments in the banking book as at 31 December 2013 shows that with a parallel increase of the interest curve by 50 basis points, the net present value of the said financial instruments would increase by EUR 2,789 thousand (31 December 2012: EUR 3,251 thousand). The effect on the net present value of financial instruments 143 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) is calculated using the method of duration gaps between financials assets and liabilities in the banking book. The simulation of the effect of a change in the interest rate on the income statement shows than an increase of the interest rate by 50 basis points increases the asset side interest income by EUR 6,546 thousand (31 December 2012: EUR 6,304 thousand) per year, while the liabilities side interest expenses increase by EUR 5,493 thousand per year (31 December 2012: EUR 5,591 thousand). The net interest income thus increases by EUR 1,053 thousand (31 December 2012: EUR 713 thousand) should the interest rate increase by 50 basis points. The analysis includes all interest sensitive transactions maturing or subject to interest fixing within a one year interval. On the liabilities side, at sight deposits have been excluded as the Bank or the Group estimate that these pertain to liabilities not sensitive to interest rates. A change in the interest rate is anticipated, not however in the credit premium. A parallel increase of interest by 50 basis points is reasonably due to the current low level of interest rate and the uncertainty of recovery conditions in the EU economy and on financial markets. 5.2.3 Currency risk Foreign currency risk is financial risk and represents the danger of financial loss due to changes in currency rates. It is based on the open foreign currency positions. Thus a change in rates directly affects asset value as well as foreign currency denominated liabilities, expressed in the reporting currency. The Bank encounters foreign currency risk in international operations, being the result of: - the assets and the liabilities of the Group are denominated in different currencies; - the Group trades foreign currencies for its own account. The risk of foreign currency exposure depends on the net foreign currency positions, on portfolio structure, the volatility of foreign currencies and on the correlation between these variables. The table below shows exposure to currency risk on 31 December 2013. It shows the carrying amounts of assets and liabilities according to currency. 144 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Exposure to foreign currency risk Bank 31 Decem ber 2013 USD CHF Other EUR Total Cash and balances w ith Central Bank Financial assets held for trading Available for sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging 101 6,624 3,871 2,753 - 157 19,526 404 19,122 - 520 2,998 2,966 32 - 191,217 10,961 327,895 1,231,065 10,626 1,218,150 2,289 3,437 191,995 10,961 327,895 1,260,213 17,867 1,240,057 2,289 3,437 TOTAL ASSETS 6,725 19,683 3,518 1,764,575 1,794,501 Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through P&L Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities 8,029 715 7,233 81 6,103 145 5,886 72 3,111 63 3,045 3 152,091 1,125 1,000 1,591,581 10,353 1,255,854 184,135 2,134 133,841 5,264 152,091 1,125 1,000 1,608,824 11,276 1,272,018 184,135 2,134 133,841 5,420 TOTAL LIABILITIES 8,029 6,103 3,111 1,745,797 1,763,040 (1,304) 13,580 407 18,778 31,461 1,361 (13,733) (95) 12,412 (55) 31,653 8,319 23,334 4,262 3,387 875 2,194,663 2,082,686 111,977 2,238,085 2,102,067 136,018 233 (26,270) (326) 26,509 146 Net balance sheet position on 31 December 2013 Net off-balance sheet position on 31 December 2013 - FX Derivatives 31 Decem ber 2012 TOTAL ASSETS TOTAL LIABILITIES Net balance sheet position on 31 December 2012 Net off-balance sheet position on 31 December 2012 - FX Derivatives 7,507 7,675 (168) 145 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 USD CHF Other EUR Total Cash and balances w ith Central Bank Financial assets held for trading Available-for-sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging 101 6,624 3,871 2,753 - 157 19,526 404 19,122 - 520 2,998 2,966 32 - 191,217 10,961 327,895 1,225,904 10,626 1,212,550 2,728 3,437 191,995 10,961 327,895 1,255,052 17,867 1,234,457 2,728 3,437 TOTAL ASSETS 6,725 19,683 3,518 1,759,414 1,789,340 Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through P&L Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities 8,029 715 7,233 81 6,103 145 5,886 72 3,111 63 3,045 3 152,091 1,125 1,000 1,591,732 10,353 1,255,851 184,135 2,134 133,841 5,418 152,091 1,125 1,000 1,608,975 11,276 1,272,015 184,135 2,134 133,841 5,574 TOTAL LIABILITIES 8,029 6,103 3,111 1,745,948 1,763,191 (1,304) 13,580 407 13,466 26,149 1,361 (13,733) (95) 12,412 (55) 31,653 8,319 23,334 4,262 3,387 875 2,189,867 2,082,840 107,027 2,233,289 2,102,221 131,068 233 (26,270) (326) 26,509 146 Net balance sheet position on 31 December 2013 Net off-balance sheet position on 31 December 2013 - FX Derivatives 31 Decem ber 2012 TOTAL ASSETS TOTAL LIABILITIES Net balance sheet position on 31 December 2012 Net off-balance sheet position on 31 December 2012 - FX Derivatives 7,507 7,675 (168) The table makes evident the relatively high level of the open long CHF balance position. The Bank manages it using foreign currency derivatives (e.g. foreign currency swaps) and by FX trading. On 31 December 2013, the off-balance sheet position in CHF derivatives was short in the amount of EUR 13,733 thousand. Taking into account the foreign currency derivative transactions and the purchases and sales, currency positions are nearly closed, which is why the effects of changes in exchange rates are negligible. 146 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.2.4 Interest rate risk Interest rate risk represents the exposure of the Bank’s and the Group’s financial position to unfavourable interest rate fluctuations, thus impacting the income statement as well as the economic value of receivables, liabilities and commitments and contingent liabilities or the economic value of the Bank's and Group's capital. For the most part, exposure is derived from interest rate sensitive assets with different maturities and dynamics of interest rate changes as compared to interest sensitive liabilities. The interest rate risk the Bank and the Group were exposed to in 2013 was based on the unmatched maturities and interest rate fixings between interest rate sensitive assets and liabilities. This was the result of acquiring long-term fixed interest rate funding and its use for variable and fixed interest rate investments with differing maturities to the maturity of the funding. The Bank and the Group are reducing exposure to interest rate risk with interest rate derivatives using hedge accounting to close larger transactions, which had a significant effect on the size of the interest rate gap. The plan is to continue closing interest rate gaps in 2014 with the use of balance sheet instruments and interest rate derivatives, while maintaining low levels of exposure to interest rate risk. 147 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Exposure to interest rate risk Bank 3 - 12 m onths 1-5 years Over 5 years Noninterest bearing Total 31 Decem ber 2013 Up to 1 1-3 m onth m onths Cash and balances w ith Central Bank 178,744 - - - - 13,251 191,995 6 1 - 7,761 - 3,193 10,961 23,508 25,274 108,153 106,552 54,434 9,974 327,895 391,508 321,576 500,946 35,613 8,491 2,079 1,260,213 Financial assets held for trading Available-for-sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through P&L Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabiltities 17,867 - - - - - 17,867 373,431 321,576 500,946 35,613 8,491 - 1,240,057 210 - - - - 2,079 2,289 - - 1,232 2,205 - - 3,437 593,766 346,851 610,331 152,131 62,925 28,497 1,794,501 - 2,091 - - 150,000 - - 152,091 - 4 - 1,045 - 76 1,125 - - 161 543 296 - 1,000 686,601 266,256 462,527 186,565 1,516 5,359 1,608,824 1,025 10,186 65 - - - 11,276 662,655 208,745 321,496 79,018 104 - 1,272,018 15,000 38,000 124,076 5,647 1,412 - 184,135 12 2,122 - - - - 2,134 7,848 7,203 16,890 101,900 - - 133,841 61 - - - - 5,359 5,420 TOTAL LIABILITIES 688,692 266,260 462,688 338,153 1,812 5,435 1,763,040 GAP on 31 December 2013 (94,926) 80,591 147,643 (186,022) 61,113 23,062 31,461 602,544 450,424 785,903 290,342 69,051 39,821 2,238,085 713,226 339,850 685,718 326,166 30,580 6,527 2,102,067 (110,682) 110,574 100,185 (35,824) 38,471 33,294 136,018 31 Decem ber 2012 TOTAL ASSETS TOTAL LIABILITIES GAP on 31 December 2012 148 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group Over 5 years Noninterest bearing Total 191,995 31 Decem ber 2013 Cash and balances w ith Central Bank 178,744 - - - - 13,251 6 1 - 7,761 - 3,193 10,961 23,508 25,274 108,153 106,552 54,434 9,974 327,895 391,463 322,432 494,535 35,613 8,491 2,518 1,255,052 17,867 - - - - - 17,867 373,386 322,432 494,535 35,613 8,491 - 1,234,457 210 - - - - 2,518 2,728 Financial assets held for trading Available-for-sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through P&L Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities 1-3 3 - 12 m onths m onths 1-5 years Up to 1 m onth - - 1,232 2,205 - - 3,437 593,721 347,707 603,920 152,131 62,925 28,936 1,789,340 2,091 - - 150,000 - - 152,091 - 4 - 1,045 - 76 1,125 - - 161 543 296 - 1,000 686,598 266,256 462,527 186,565 1,516 5,513 1,608,975 1,025 10,186 65 - - - 11,276 662,652 208,745 321,496 79,018 104 - 1,272,015 15,000 38,000 124,076 5,647 1,412 - 184,135 12 2,122 - - - - 2,134 7,848 7,203 16,890 101,900 - - 133,841 61 - - - - 5,513 5,574 TOTAL LIABILITIES 688,689 266,260 462,688 338,153 1,812 5,589 1,763,191 GAP on 31 December 2013 (94,968) 81,447 141,232 (186,022) 61,113 23,347 26,149 602,463 448,782 782,831 290,342 69,051 39,820 2,233,289 713,225 339,850 685,718 326,166 30,580 6,682 2,102,221 (110,762) 108,932 97,113 (35,824) 38,471 33,138 131,068 31 Decem ber 2012 TOTAL ASSETS TOTAL LIABILITIES GAP on 31 December 2012 The Bank sorts its positions into different time intervals depending on the time remaining until repricing for variable interest rate transactions and in accordance with remaining maturities for fixed interest rate transactions. In the up-to 1 month interval, the Bank includes all at sight deposits on the liabilities side, which is why the interest rate gap is negative. By entering into interest rate swaps, the Bank reduces exposure to interest rate risk. The sensitivity analysis to reasonably possible shifts and impact on income statement and the equity of the Bank and the Group is included in Note 5.2.2. 149 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.3 Liquidity risk Liquidity risk is the risk that the Bank and the Group will not be able to settle all due liabilities or they are forced to acquire funding at significantly higher cost and the market liquidity risk, which arises when it is not possible to sell a position in a financial instrument or replace it in a short period of time without significantly influencing market prices. From a timing point of view, it is possible to distinguish between the management of operational liquidity and the management of structural liquidity. In banks, the duration gaps in assets and liabilities are common, as transforming short-term funding into long-term loans is a core role they play, however the Bank and the Group expose themselves to liquidity risk in doing so. Due to this fact, the Bank and the Group have set up an efficient liquidity management system, which includes: - analysis and planning of future cash flows, - maintaining very liquid assets within liquidity reserves, - monitoring target values and limits pertaining to operational and structural liquidity through the system of internal and external reporting, - ensuring an adequate diversification of liquidity sources and - preparing scenarios simulating extraordinary liquidity conditions. On a quarterly basis, the Bank prepares three different scenarios of extraordinary liquidity conditions, which are based on a dynamic analysis of liquidity gaps: - a scenario adapted to its own liquidity position (an idiosyncratic scenario), which assumes the impossibility of renewing liquidity sources, - a scenario based on the market situation (market scenario), which provides for a drop in the liquidity of assets, and - scenarios based on a combination of the above two scenarios. Based on the results of the scenarios dealing with extreme liquidity conditions, the Bank determined the minimum amount of liquidity reserves and its structure. The Bank has set up procedures of early liquidity shortage detection, whereby it also regularly monitors the trends related to individual products and the market situation. Additionally, it pays special attention to warning signals pointing to extreme liquidity conditions. At the onset of possible warning signs, the Bank implements a crisis plan which defines the most efficient ways of managing the positions in extraordinary liquidity conditions. In such conditions, the Bank's activity would be twofold, namely it would work to acquire additional, alternative funding and communicate with the public in an appropriate way. 150 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Exposure to liquidity risk Bank 31 Decem ber 2013 Cash and balances w ith Central Bank Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through profit or loss Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities TOTAL LIABILITIES Up to 1 month 1-3 months 3 - 12 months 1 - 5 y ears Ov er 5 y ears 191,995 10,961 191,999 20,197 191,999 3,307 245 2,598 13,889 158 327,895 1,260,213 17,867 1,240,057 2,289 370,255 1,371,998 17,869 1,351,839 2,290 25,867 241,557 17,869 221,612 2,076 24,221 117,838 117,627 211 113,958 327,673 327,671 2 140,838 473,640 473,639 1 65,371 211,290 211,290 - Financial assets held for trading Available for sale financial assets Total cash flow (undiscounted) Carrying am ount 3,437 7,580 784 232 2,852 3,712 - 1,794,501 1,962,029 463,514 142,536 447,081 632,079 276,819 152,091 1,125 153,252 3,156 63 259 730 153,252 2,100 4 1,000 1,608,824 11,276 1,272,018 184,135 2,134 133,841 5,420 1,763,040 1,000 1,660,404 11,288 1,296,354 199,456 2,312 145,574 5,420 1,817,812 656,598 958 646,069 288 7 4,304 4,972 656,661 218,327 10,264 189,624 4,583 340 13,426 90 218,586 161 446,199 66 372,082 53,612 376 20,054 9 447,090 543 291,615 86,116 96,484 1,225 107,790 447,510 296 47,665 2,463 44,489 364 349 47,965 144,217 (193,147) (76,050) (9) 184,569 228,854 31,461 GAP on 31 December 2013 Com m itm ents and Contingent Liabilities 103,823 Guarantees 91,286 Other commitments 103,823 91,286 103,823 91,286 - - - - 195,109 195,109 195,109 - - - - 2,433,009 474,565 2,207,303 677,156 225,706 (202,591) 207,663 290,588 (82,925) 550,724 473,189 77,535 866,362 676,441 189,921 333,695 89,929 243,766 TOTAL on 31 Decem ber 2013 31 Decem ber 2012 TOTAL ASSETS TOTAL LIABILITIES GAP on 31 December 2012 2,238,085 2,102,067 136,018 Com m itm ents and Contingent Liabilities Guarantees Other commitments 95,104 108,207 95,104 108,207 95,104 108,207 - - - - TOTAL on 31 Decem ber 2012 203,311 203,311 203,311 - - - - 151 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 Carrying am ount Cash and balances w ith Central Bank Financial assets held for trading Available for sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging Total cash flow (undiscounted) Up to 1 month 1-3 months 3 - 12 months 1 - 5 y ears Ov er 5 y ears 191,995 10,961 191,999 20,197 191,999 3,307 245 2,598 13,889 158 327,895 1,255,052 17,867 1,234,457 2,728 370,255 1,366,057 17,869 1,345,459 2,729 25,867 241,971 17,869 221,587 2,515 24,221 117,653 113,958 321,390 140,838 473,719 65,371 211,324 117,442 211 321,388 2 473,718 1 211,324 - 3,437 7,580 784 232 2,852 3,712 - 1,789,340 1,956,088 463,928 142,351 440,798 632,158 276,853 152,091 153,252 - - - 153,252 - 1,125 3,156 63 259 730 2,100 4 1,000 1,000 - - 161 543 296 Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities 1,608,975 11,276 1,272,015 184,135 2,134 133,841 5,574 1,660,555 11,288 1,296,351 199,456 2,312 145,574 5,574 656,749 958 646,066 288 7 4,304 5,126 218,327 10,264 189,624 4,583 340 13,426 90 446,199 66 372,082 53,612 376 20,054 9 291,615 86,116 96,484 1,225 107,790 - 47,665 2,463 44,489 364 TOTAL LIABILITIES 1,763,191 1,817,962 656,812 218,586 447,090 447,510 47,965 26,149 138,125 (192,884) (76,235) (6,292) 184,648 228,888 Com m itm ents and Contingent Liabilities Guarantees 103,844 Other commitments 91,396 TOTAL on 31 Decem ber 2013 195,240 103,844 91,396 195,240 103,844 91,396 195,240 - - - - 2,233,289 2,102,221 131,068 2,428,676 2,207,458 221,218 474,929 677,311 (202,382) 204,606 290,588 (85,982) 547,656 473,189 74,467 867,211 676,441 190,770 334,274 89,929 244,345 Com m itm ents and Contingent Liabilities Guarantees 95,104 Other commitments 108,207 TOTAL on 31 Decem ber 2012 203,311 95,104 108,207 203,311 95,104 108,207 203,311 - - - - TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through profit or loss GAP on 31 December 2013 31 Decem ber 2012 TOTAL ASSETS TOTAL LIABILITIES GAP on 31 December 2012 349 The above table discloses non-discounted cash flow in relation to residual maturity on 31 December 2013, which, in addition to the carrying values of financial instruments, includes the anticipated future interest cash flows. The amounts disclosed are based on spot rates and on interest rates at the reporting date. Innovative subordinated bonds do not mature at any certain date; they are, however, callable in 2017. This is why these instruments have been included in the ‘’over 1 to 5 years’’ category. The interest cash flow has been calculated for 5 years. The liquidity gap within the up-to-one month time frame is negative, however the fact must be taken into account that it includes all at sight deposits under financial liabilities, even though the main portion of the deposits exhibits a high level of stability. Financial assets feature securities included in liquidity reserves recorded at remaining maturity, not in the up-to-one month interval. Taking the aforementioned into account, the Bank and the Group actually recorded a liquidity surplus in the upto-one month interval. 152 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Liquidity gaps changed as compared with 31 December 2012 due to the decreasing total assets of the Bank and the decrease in assets as well as liabilities. In comparison with the previous year liquidity gaps are smaller. Bank 31 December 2013 Cash and balances w ith Central Bank Financial assets held for trading Available for sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through profit or loss Carrying amount Up to 1 year 191,995 191,995 - 10,961 3,199 7,762 327,895 151,189 176,706 1,260,213 17,867 1,240,057 2,289 650,483 17,867 630,328 2,288 609,730 609,729 1 Over 1 year 3,437 1,232 2,205 1,794,501 998,098 796,403 152,091 - 152,091 1,125 79 1,046 1,000 161 839 Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities 1,608,824 11,276 1,272,018 184,135 2,134 133,841 5,420 1,291,258 11,276 1,188,109 54,193 668 31,941 5,071 317,566 83,909 129,942 1,466 101,900 349 TOTAL LIABILITIES 1,763,040 1,291,498 471,542 31,461 (293,400) 324,861 TOTAL ASSETS 2,238,085 1,154,585 1,083,500 TOTAL LIABILITIES GAP on 31 December 2012 2,102,067 136,018 1,397,497 (242,912) 704,570 378,930 GAP on 31 December 2013 31 Decem ber 2012 153 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2013 Cash and balances w ith Central Bank Financial assets held for trading Available for sale financial assets Loans and advances - loans and advances to banks - loans and advances to customers - other financial assets Derivative financial instruments designated for hedging TOTAL ASSETS Deposits from Central Bank Financial liabilities held for trading Financial liabilities designated at fair value through profit or loss Carrying am ount Up to 1 year Over 1 year 191,995 191,995 - 10,961 3,199 7,762 327,895 151,189 176,706 1,255,052 17,867 1,234,457 2,728 644,583 17,867 623,989 2,727 610,469 610,468 1 3,437 1,232 2,205 1,789,340 992,198 797,142 152,091 - 152,091 1,125 79 1,046 1,000 161 839 Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from other customers - debt securities in issue - other financial liabilities 1,608,975 11,276 1,272,015 184,135 2,134 133,841 5,574 1,291,409 11,276 1,188,106 54,193 668 31,941 5,225 317,566 83,909 129,942 1,466 101,900 349 TOTAL LIABILITIES 1,763,191 1,291,649 471,542 26,149 (299,451) 325,600 TOTAL ASSETS 2,233,289 1,148,497 1,084,792 TOTAL LIABILITIES GAP on 31 December 2012 2,102,221 131,068 1,397,651 (249,154) 704,570 380,222 GAP on 31 December 2013 31 Decem ber 2012 The above table show carrying values according to remaining maturity. The Bank exhibits a deficit in assets related to liabilities in the up-to one year interval due to at sight and other short-term deposits. 5.4 Capital and capital adequacy In its operations, the Bank and the Group must always exhibit an appropriate level of capital to be able to secure the assets of its clients and investors. An adequate capital base is security for the different types of risks the Bank and the Group are exposed to in their ordinary course of business. They must have sufficient capital to suit the risk of their operations and their business strategy. The Bank's and the Group's capital risk management activities include the following: - developing and implementing the capital risk management strategy; - devising and updating the policy of capital risk taking and risk management; - monitoring changes in legislation; - developing medium- and long-term projections of capital, capital requirements, and relevant capital adequacy ratios, and updating such projections in case of major changes in operations, in order to identify and monitor future capital requirements; - running quarterly scenarios of extraordinary situations considering the specific position; - notifying the Bank's managerial and supervisory bodies on relevant capital risk taken by the Bank in the course of its operations; - establishing and maintaining a system of capital risk management and establishing and controlling the limits of capital adequacy ratio, core capital ratio, and ratio between the internal capital assessment and capital requirements according to the 1st pillar of Basel II. 154 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) In capital risk, the Bank and the Group have specified limit and target ratios presented in the following table: Limit value Capital adequacy ratio Tier 1 capital ratio Internal capital assessment to 1st pillar capital requirements ratio 11.0 8.8 137.4 - in % Target value 12.0 9.0 150.0 In 2013 the Bank recorded reducing capital adequacy ratios, which, toward the end of the year, were no longer reaching target values and decreased under the limit values at the end of the year. In 2013 the Bank continued with activities to reduce capital risk, which include measures to reduce exposure to risk and subsequently reduce capital requirements as well as measures aimed at increasing capital. Based on the decision on authorised capital, which was adopted at the regular annual Meeting of Shareholders on 30 May 2013, it started recapitalization activities. An appraisal of shareholder’s equity was performed by KPMG. After having acquired the appraisal, the Bank conducted talks with existing owners on the possibility of a recapitalization, while at the same time looking for a new strategic partner. Based on the changes in the legislation (termination or conversion of qualified obligations of the Bank) and the inclusion of the derivative in the subordinated debt, the Bank revalued its liabilities to fair value in accordance with IAS 39. The valuation was performed by the company P & S Capital, d.o.o. The Bank accounted for the effects of the revaluation of subordinated debt in the income statement and included the fair value of the said equity instruments in the calculation of regulatory capital. In 2013 the Bank was included in the asset quality review at the level of the entire banking system and subjected to stress test, based on which a shortfall in capital was established. The Bank concluded the financial year with a negative result and exhibited inadequate capital. It prepared a detailed plan of activities and measures aimed at the elimination of the capital shortfall. The Bank will coordinate further activities pertaining to recapitalization and the acquisition of state aid with the Bank of Slovenia and the Ministry of Finance. Activites have been presented in more detail in the Notes to the financial statements under Chapter 2 – Significant accounting policies. In accordance with the provisions of Basel II and the Decision on the calculation of bank and savings bank capital, it is divided into three categories: - Tier 1 capital, - Tier 2 capital, - Tier 3 capital. Tier 1 capital represents the highest quality of capital and may be used, together with Tier 2 capital, for the fulfilment of capital requirements relating to credit, market and operational risk. Tier 3 capital may only be used for the fulfilment of capital requirements relating to market risk, except the capital requirements for settlement risk and counterparty credit risk. The Bank and the Group must fulfil certain ratios and adhere to certain limits in connection with individual capital components at all times. The more significant ratios and limits comprise: - Tier 2 capital may not exceed the level of Tier 1 capital, - the sum of preferential cumulative shares with a fixed return and subordinated debt included in the Tier 2 capital may not exceed 50% of the Tier 1 capital. Despite the abovementioned ratios and limits between individual categories or capital components, hybrid instruments, which may be included in Tier 1 capital, carry additional limitations. 155 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Potential surpluses in individual categories or capital components above the limits set may not be considered in the calculation of capital. Tier 1 capital The components of Tier 1 capital: - paid up share capital and capital reserves from ordinary shares, - reserves and retained profit, free from potential future liabilities and approved at the General Meeting of Shareholders in the amount which is assumed to remain part of capital and will not be distributed; retained loss is included under this item as well as hybrid instruments based on Tier 1 capital within limits, namely transitional period hybrid instruments with incentive for pay-out (the issued innovative registered bond). Deductibles from the Bank’s and the Group’s Tier 1 capital: - own shares, with the characteristics of Tier 1 capital, - intangible long-term assets, - revaluation surpluses – rating filters including negative effects from revaluation surpluses in connection with equities and shares, available-for-sale and designated at fair value (included in the banking and trading book) and available-for-sale debt securities as well as those recognised at fair value (included in the trading book), hybrid instrument surpluses above the prescribed Tier 1 limit. Tier 2 capital The Bank’s and the Group’s Tier 2 capital comprises: - 80% of the amount of positive surplus effects from the revaluation of available-for-sale equities and interests, recognised at fair value (included in the banking and trading book) and available-for-sale debt securities as well as those recognised at fair value (included in the trading book), - surplus from hybrid instruments in the part exceeding the limit for inclusion in Tier 1 capital (innovative registered bond in issue), - subordinated debt for inclusion in Tier 2 capital (which is gradually discounted from Tier 2 capital at a 20% cumulative discount during the last five years prior to maturity or redemption). Deductions from Tier 1 and Tier 2 capital As at 31 December 2013 and 31 December 2012, the Bank and the Group did not exhibit any deduction from Tier 1 and Tier 2 capital, as stipulated under Article 30 of the Decision on the calculation of own funds, capital requirements and capital adequacy of banks and savings banks. Tier 3 capital As at 31 December 2013 and 31 December 2012, the Bank and the Group did not have any debt instruments in issue which would merit inclusion into Tier 3 capital. 156 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Capital and capital requirements Bank Group 31 December 31 December 31 December 31 December 2013 2012 2013 2012 I. TOTAL CAPITAL for capital adequacy requirements (1+2) 34,298 230,628 35,055 231,487 1. TIER 1 capital 24,656 165,410 25,413 166,268 Paid-up share capital (regular shares) 16,980 16,980 16,980 16,980 Share premium (regular shares) 51,380 51,380 51,542 51,542 Profit reserves and retained profit 86,759 111,735 87,323 112,410 (126,257) (24,984) (126,221) (24,956) 161 14,937 161 14,937 161 14,937 161 14,937 (4,367) (4,638) (4,372) (4,644) (91) (198) (91) (198) (4,108) (4,415) (4,113) (4,421) (168) (25) (168) (25) 2. TIER 2 capital 9,642 65,218 9,642 65,218 Tier 1 capital adjustments, transferable to Tier 2 capital - prudential filter 9,047 1,439 9,047 1,439 595 63,779 595 63,779 109,975 141,805 110,214 141,964 93,964 128,375 94,050 128,445 5,046 2,199 5,046 2,199 10,965 11,231 11,118 11,320 III. CAPITAL ADEQUACY RATIO (I / II x 8) (in %) 2.49% 13.01% 2.54% 13.04% IV. TIER 1 CAPITAL RATIO (I.1. / II x 8) (in %) 1.79% 9.33% 1.84% 9.37% Net profit / (loss) for the year Hybrid instruments Transitory period hybrid instruments, with payout incentives Deductibles from TIER 1 capital: (-) Own shares (-) Intangib le long-term assets (-) Revaluation reserves (RR) - availab le for sale - prudential filters Subordinated debt II. CAPITAL REQUIREMENTS Capital requirements for credit and counterparty risks Capital requirements for position and foreign exchange risks Capital requirement for operational risk The capital for capital adequacy purposes decreased in 2013 due to the loss of the Bank and the Group and due to the inclusion of hybrid and subordinated instruments in the calculation of capital at fair value, being the result of the restating of financial instruments. Lower capital requirements for credit risk are the consequence of additional impairment costs and lower loan values, which decreased the Group’s exposure to credit risk. Positional risk capital requirements increased due to the transfer of part of the financial instruments from the banking to the trading book. The drop in capital also impacted a decrease of capital adequacy and Tier 1 capital ratios. The new Basel III capital accord came into force in 2014. The Bank will need to prepare the first calculation of capital and capital adequacy for the purpose of reporting to the regulatory institution in accordance with the balances on 31 March 2014. The new capital accord introduces a new definition of capital, based on core and additional capital. Core capital comprises common equity Tier 1 capital and additional Tier 1 capital, where the emphasis lies on the common equity Tier 1 capital or share capital, which is intended for the cover of loss from the bank’s regular operations. The new legislation also includes additional effects on the calculation of bank capital pertaining to stricter criteria on the inclusion of capital instruments in the calculation of capital, deductions from capital, additional disclosures related to capital and the introduction of capital buffers. 157 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 5.5 Fair value of financial assets and liabilities a) Financial instruments not measured at fair value Bank Carrying am ount 31 Decem ber 31 Decem ber 2013 2012 Fair value 31 Decem ber 31 Decem ber 2013 2012 Financial assets Loans - loans and advances to banks - loans and advances to customers - other financial assets 1,260,213 17,867 1,240,057 2,289 Held to maturity investments 1,615,610 22,043 1,590,853 2,714 1,325,716 17,867 1,305,560 2,289 1,646,571 22,042 1,621,812 2,717 - 270,152 - 277,306 1,260,213 1,885,762 1,325,716 1,923,877 152,091 151,431 146,084 147,424 Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from costumers - debt securities in issue - subordinated liabilities - other financial liabilities 1,608,824 11,276 1,272,018 184,135 2,134 133,841 5,420 1,915,156 10,567 1,413,621 255,286 3,278 170,880 55,275 6,249 1,607,235 11,189 1,280,059 171,509 2,073 137,310 5,095 1,919,514 10,497 1,419,284 253,902 3,262 170,372 56,450 5,747 TOTAL 1,760,915 2,066,587 1,753,319 2,066,938 TOTAL Financial liabilities Deposits from the Central bank Group Carrying am ount 31 Decem ber 31 Decem ber 2013 2012 Fair value 31 Decem ber 31 Decem ber 2013 2012 Financial assets Loans - loans and advances to banks - loans and advances to customers - other financial assets 1,255,052 17,867 1,234,457 2,728 1,610,814 22,043 1,585,677 3,094 1,320,371 17,867 1,299,775 2,729 1,637,934 22,042 1,612,796 3,096 - 270,152 - 277,306 1,255,052 1,880,966 1,320,371 1,915,240 Held to maturity investments TOTAL Financial liabilities Deposits from the Central bank 152,091 151,431 146,084 147,424 Financial liabilities at amortised cost - deposits from banks - due to customers - borrow ings from banks - borrow ings from costumers - debt securities in issue - subordinated liabilities - other financial liabilities 1,608,975 11,276 1,272,015 184,135 2,134 133,841 5,574 1,915,310 10,567 1,413,620 255,286 3,278 170,880 55,275 6,404 1,607,386 11,189 1,280,056 171,509 2,073 137,310 5,249 1,919,668 10,497 1,419,284 253,902 3,262 170,372 56,450 5,901 TOTAL 1,761,066 2,066,741 1,753,470 2,067,092 To calculate the fair values of held-to-maturity financial assets, the Bank and the Group used the quoted market prices and the methodology based on discounting future cash flows for all other items. Discount factors for financial assets are calculated on the basis of the reference zero coupon curve according to respective currency without a credit mark-up. The discount factors for financial liabilities 158 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) are calculated on the basis of the interest rate curve with a credit mark-up of 4 basis points, representing issuer risk. The statement of financial position shows loans and other receivables in net amounts, meaning that these have been decreased by the impairment charges. b) Fair value hierarchy The Bank defines a hierarchy of valuation techniques based on whether the inputs for those valuations are published or not. Published inputs reflect market data obtained from independent sources; non-published inputs reflect the Bank's market assumptions. These two types of inputs have created the following fair value hierarchy: Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities. This level includes listed equity securities and debt instruments on exchanges (for example, on the Ljubljana Stock Exchange). Level 2 – inputs other than quoted prices included under Level 1 that are observable for a respective asset or liability, either directly (that is, as prices) or indirectly (derived from prices). This level includes most OTC derivative contracts, issued structured debt, certificates of deposit and financial liabilities (BCE10 series subordinated bonds and certificates of deposit). The sources of input parameters like the EURIBOR yield curve or counterparty credit risk are Bloomberg and Reuters. Level 3 - inputs other than quoted prices observable for assets or liabilities. This level includes investments in equity securities with significant, non-published components. To assess the market values of investments the Bank used the income approach (discounting future cash flows and the capitalization of normalized cash flow method), while using the market approach in a single case (the comparable listed companies method). This hierarchy requires the use of published market data when available. The Bank considers relevant and published market prices in its valuations where possible. 159 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The table below show the description of significant input elements and the sensitivity analysis (disclosing the valuation of significant financial investments in amount of EUR 1,844 thousand): Category Activity Significant input Valuation method elements Input element value Sensitivity analysis effects Available for sale financial assets - ordinary, non-listed share funeral services Income approach: Discounted cash long-term growth flow method rate 3% If the value of the EBITDA margin decreases(increases ) by 10%, the fair value of the investment decreases (increases) by EUR 8.4% - 11.5% 122 thousand. EBITDA (margin) - preferene share, not listed - ordinary, non-listed share 5% If the long-term growth rate decreases (increases) by 20%, the fair value of the investment decreases (increases) by EUR 168 thousand. 8.46% If the value of the MVIC/EBITDA multiple idecreases (increases) by 10%, the fair value of the investment decreases (increases) by EUR 53 thousand. expected longIncome approach: term growth rate Capitalization (part of casino activity method capitalization rate) electricity If the value of the long-term growth rate increases (decreases) by 1 %, the fair value of the investment increases (decreases) by EUR 25 thousand. Market approach: Comparable listed companies Market multiple: method MVIC/EBITDA Assets and liabilities measured at fair value Bank 31 Decem ber 2013 Level 1 Level 2 Level 3 Total Financial assets measured at fair value: Financial assets held for trading Debt instruments Equity instruments Derivatives 5,027 1,987 3,040 - 5,934 5,934 - 10,961 1,987 3,040 5,934 323,958 316,994 6,964 414 414 - 3,523 513 3,010 327,895 317,921 9,974 - 3,437 - 3,437 - 1,260,213 - 1,260,213 328,985 1,269,998 3,523 1,602,506 - 1,125 - 1,125 - - 1,000 1,000 Financial liabilities at am ortised cost (including financial liabilities to the Central Bank) - 1,760,915 - 1,760,915 Total liabilities - 1,762,040 1,000 1,763,040 Available for sale financial assets Debt instruments Equity instruments Derivatives - hedging Financial assets at amortised cost: Loans Total assets Financial liabilities measured at fair value: Financial liabilities held for trading (Derivatives) Financial liabilities designated at fair value through profit or loss Financial liabilities at amortised cost: 160 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Bank 31 Decem ber 2012 Level 1 Level 2 Level 3 Total Financial assets measured at fair value: Financial assets held for trading Debt instruments Equity instruments Derivatives Financial assets designated at fair value through profit or loss 7,168 3,048 4,120 - 18,955 8,169 10,786 - 26,123 11,217 4,120 10,786 2,093 2,093 2,971 2,971 - 5,064 5,064 178,222 169,763 8,459 404 404 - 8,132 8,132 186,758 170,167 16,591 - 1,615,610 - 1,615,610 270,152 - - 270,152 - 6,892 - 6,892 457,635 1,644,832 8,132 2,110,599 Financial liabilities held for trading (Derivatives) Financial liabilities designated at fair value through profit or loss Financial liabilities at am ortised cost (including financial liabilities to the Central Bank) - 1,888 - 1,888 - 33,592 - 33,592 - 2,066,587 - 2,066,587 Total liabilities - 2,102,067 - 2,102,067 Debt instruments Available for sale financial assets Debt instruments Equity instruments Loans Held to m aturity investm ents Derivatives - hedging Total assets Financial liabilities measured at fair value: Group 31 Decem ber 2013 Level 1 Level 2 Level 3 Total Financial assets measured at fair value: Financial assets held for trading Debt instruments Equity instruments Derivatives Available for sale financial assets Debt instruments Equity instruments Derivatives - hedging 5,027 1,987 3,040 - 5,934 5,934 - 10,961 1,987 3,040 5,934 323,958 316,994 6,964 - 414 414 3,437 3,523 513 3,010 - 327,895 317,921 9,974 3,437 Financial assets at amortised cost Loans Total assets - 1,255,052 - 1,255,052 328,985 1,264,837 3,523 1,597,345 - 1,125 - 1,125 1,000 1,000 Financial liabilities measured at fair value: Financial liabilities held for trading (Derivatives) Financial liabilities designated at fair value through profit or loss - - Financial liabilities at amortised cost: Financial liabilities at am ortised cost (including financial liabilities to the Central Bank) - 1,761,066 - 1,761,066 Total liabilities - 1,762,191 1,000 1,763,191 161 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Group 31 Decem ber 2012 Level 1 Level 2 Level 3 Total Financial assets measured at fair value: Financial assets held for trading Debt instruments Equity instruments Derivatives Financial assets designated at fair value through profit or loss 7,168 3,048 4,120 - 18,955 8,169 10,786 - 26,123 11,217 4,120 10,786 2,093 2,093 2,971 2,971 - 5,064 5,064 178,222 169,763 8,459 404 404 - 8,132 8,132 186,758 170,167 16,591 - 1,610,814 - 1,610,814 270,152 - - 270,152 - 6,892 - 6,892 457,635 1,640,036 8,132 2,105,803 Financial liabilities held for trading (Derivatives) Financial liabilities designated at fair value through profit or loss Financial liabilities at am ortised cost (including financial liabilities to the Central Bank) - 1,888 - 1,888 - 33,592 - 33,592 - 2,066,741 - 2,066,741 Total liabilities - 2,102,221 - 2,102,221 Debt instruments Available for sale financial assets Debt instruments Equity instruments Loans Held to m aturity investm ents Derivatives - hedging Total assets Financial liabilities measured at fair value: Reconciliation for Level 3 items: Available for sale financial assets Financial assets held for trading Balance as at 1 January 2012 Profit Impairments Sale Purchase Balance as at 31 December 2012 11,988 86 (7,453) (824) 4,335 8,132 Transfer between levels (Loss) Impairments 1,027 (171) (5,465) Balance as at 31 December 2013 3,523 The Bank transferred a single debt financial instrument between the fair value levels (from level 2 to level 3) as the result of impairment of the financial instrument. The Bank and the Group performed a sensitivity analysis, where it simulated the effect a 3rd level decrease in the carrying amount of equity instruments has on the income statement. Should the fair value of these financial instruments decrease by 50%, this would have a negative effect on the income statement in the amount of EUR 1,762 thousand (2012: EUR 2,440 thousand). 162 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 6 SEGMENT REPORTING The Group's operations comprise three segments: - retail, incorporating private client accounts, savings, deposits, certificates of deposit, insurance brokerage products, credit and debit cards, loans, mainly small businesses and private individuals; - corporates, incorporating current accounts, deposits, loans and other credit facilities and payment operations, mainly small and large companies; - financial markets, incorporating trading in financial instruments, securities issued and interbank relations. In its operations, the Group primarily performs credit and deposit operations. Segments are disclosed according to the methodology used in the preparation of an internal report and are discussed at the ALCO, which also comprises Management Board members. The heads of individual areas of operation receive detailed reports on the operation of their units during the year. Throughout the year there have been no significant changes in reportable segments. Liabilities and assets are shown according to segment, based on the segment they were acquired from or the segment in which they were invested. Transactions between segments for the purpose of internal accounting are based on harmonised transfer bases (internal transfers of income effects between segments, keys for the transfer of service costs and administrative unit costs to profit centres). Net interest is included in the report in accordance with transfer prices from the market, whereby transfer income is applied to some transactions and transfer expenses to others as well as transfer interest margins, indicating the contribution of an individual transaction to the net interest of the Bank. The transfer pricing system for the allocation of net interest revenue was methodologically designed and confirmed by the Assets and Liabilities Management Committee which receives, together with individual segment heads, reports on the transfer prices of interest bearing assets and liabilities on a monthly basis. 163 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The report on operations according to segments for 2013: Group 2013 Retail Corporates Financial markets Not allocated Total Total income - external income - income from other segments 43,031 43,031 - 127,056 126,458 598 15,233 15,233 - - 185,320 184,722 598 Net interest and similar income Net fee and commission income Income from financial transactions Net other operating (loss) Administrative expenses with depreciation and amortisation Provisions Impairment charges (Loss) before income tax Deferred tax 15,670 10,463 8,762 (1,051) 14,526 5,571 73,455 (144) 7,048 (217) (1,403) (380) - 37,244 15,817 80,814 (1,575) (23,098) (138) (14,863) (4,255) - (8,305) (315) (192,988) (108,200) - (2,526) 396 (6,148) (3,230) - (10,673) (33,929) (57) (213,999) (115,685) (10,673) Net (loss) Segment assets Not allocated (126,358) 496,023 - 889,191 - 422,446 - 8,728 Total assets Segment liabilities Not allocated Equity 1,807,660 8,728 1,816,388 739,813 - 554,444 - 468,644 - 11,967 41,520 Total liabilities and equity 1,762,901 11,967 41,520 1,816,388 Other segment items Investments in property and equipment 290 894 103 - 1,287 Investments in intangible assets Depreciation Amortisation 164 418 234 2,042 1,291 750 58 148 83 - 2,264 1,857 1,067 164 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) The report on operations according to segments in 2012: Group 2012 Retail Corporates Financial markets Not allocated Total Total income - external income - income from other segments 42,357 42,357 - 64,534 62,573 1,961 31,767 31,767 - - 138,658 136,697 1,961 Net interest and similar income Net fee and commission income Income from financial transactions Net other operating (loss) / income Administrative expenses with depreciation and amortisation Provisions Impairment charges Profit / (loss) before income tax Deferred tax 24,180 10,422 221 (46) 16,109 5,573 292 1,571 6,267 (263) 8,656 (65) - 46,556 15,732 9,169 1,460 (24,687) 901 (8,908) 2,083 - (9,558) 344 (44,056) (29,725) - (2,579) 554 (12,436) 134 - 2,552 (36,824) 1,799 (65,400) (27,508) 2,552 Net (loss) Segment assets Subsidiary Not allocated (24,956) 534,444 - 1,178,788 14,877 - 520,198 - 23,048 Total assets Segment liabilities Not allocated Equity 2,233,430 14,877 23,048 2,271,355 773,990 - 667,746 - 659,514 - 11,297 158,808 Total liabilities and equity 2,101,250 11,297 158,808 2,271,355 Other segment items Investments in property and equipment 357 530 267 - 1,154 Investments in intangible assets Depreciation Amortisation 212 681 367 315 1,015 577 159 510 276 - 686 2,206 1,220 165 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) Reconciliation of results by geographic area: 2013 Revenues Non current assets Slovenia Croatia Cyprus Germany Belgium Austria Serbia Bosnia and Herzegovina France Netherlands Sweden Switzerland Russia Denmark United Kingdom Finland Luxembourg Italy Poland Greece Slovakia USA Norway Japan Kosovo Canada Jersey Australia Other - EU countries Other 172,183 3,801 3,492 1,371 872 800 572 488 404 318 237 166 156 150 132 100 66 56 26 21 11 8 6 (8) (21) (32) (34) (37) 4 12 1,031,126 27,361 36,506 12,669 27,319 7,406 6,979 16,051 15,586 9,366 1,976 4,840 3,128 12,590 1,046 435 224 3,021 2 8 Total 185,320 1,217,639 166 Banka Celje d.d. and the Banka Celje Group Financial Statements 2013 (amounts in tables in thousands of Euros) 2012 Revenues Non current assets Slovenia Germany Croatia Austria Bosnia and Herzegovina Serbia France Italy United Kingdom Sweden Russia Finland Kosovo Denmark Poland Luxembourg Spain Slovakia Cyprus Switzerland Norway Ukraine Japan Greece USA Netherlands Belgium Other - EU countries Other 122,019 7,722 5,178 2,423 713 651 477 370 347 239 200 94 63 46 29 25 24 19 16 15 15 14 (12) (141) (142) (366) (1,392) 6 6 1,338,043 42,818 39,073 40,182 10,180 9,211 22,716 5,233 7,885 9,452 2,634 3,142 2,996 10,057 2 351 1,893 623 15,836 13,965 2 27 Total 138,658 1,576,321 The total income and non-current assets are classified according to the customer’s residence. The Group makes the structurally largest portion of its revenue in the domestic market. It did not make 10% or more of total revenue from operations with any one single client. The same applies to the previous reporting period. 167
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