The Commercial Bank of Qatar (Q.S.C.) Annual Report 2008 Annual
Transcription
The Commercial Bank of Qatar (Q.S.C.) Annual Report 2008 Annual
The Commercial Bank of Qatar (Q.S.C.) Annual Report 2008 Annual Report 2008 True inspiration simply requires commitment to a country, to its leadership, to its people and to the future. Because Qatar is our home. His Highness Sheikh Tamim bin Hamad Al Thani Heir Apparent His Highness Sheikh Hamad bin Khalifa Al Thani Emir of the State of Qatar The Commercial Bank of Qatar (Q.S.C.) Commercialbank Plaza, PO Box 3232 Doha, State of Qatar Telephone: +974 449 0000 Facsimile: +974 449 8182 Telex: 4351 TEJARI DH www.cbq.com.qa Chairman’s report 4 Board of Directors 6 Financial highlights 7 Managing Director’s report 8 Management review 11 Corporate governance 23 Report of the Auditors 29 Shari’ah Report - Al Safa Islamic Banking 30 Consolidated Balance Sheet 32 Consolidated Statement of Income 33 Consolidated Statement of Changes in Shareholders’ Equity 34 Consolidated Statement of Cash Flows 36 Notes to the Consolidated Financial Statements 37 L i v i n g h e r e w i th y o u Chairman’s report 4 On behalf of the Board of Directors, it gives me great pleasure to present the Annual Report for Commercialbank for the year ended 31 December 2008. Qatar continues to enjoy strong economic conditions under the visionary leadership of His Highness the Emir, Sheikh Hamad bin Khalifa Al Thani which has enabled Commercialbank to deliver another year of growth and robust earnings performance. Despite challenging conditions, the overall strength of our core earnings continues to allow us to generate sustainable dividends for shareholders. The Bank achieved a record net profit of QR 1.7 billion representing a 22% increase over 2007 and enabled earnings per share to increase from QR 7.63 in 2007 to QR 8.76 in 2008. We have worked closely with our associate banks, National Bank of Oman (NBO) and United Arab Bank (UAB), to develop synergies and business initiatives, extending best practices and preparing the ground to leverage further opportunities from our alliance. Both NBO and UAB have delivered improved growth and profitability in 2008 and, combined, have contributed over 12% to the Group’s profit. We continued our progress as a player in the international capital markets by becoming, in July, the first Qatar company to list its shares, in the form of Global Depositary Receipts, on the London Stock Exchange. The listing, together with a separate rights issue and private placement, enabled the Bank to raise QR 3.2 billion. The increase, which strengthened the Bank’s capital position, provided a clear indication of shareholders’ support that is duly acknowledged by the Board. In recognition of shareholders’ commitment and the Bank’s strong performance this year, the Board paid a cash dividend of 70% (or QR 7.00 per share) for the year 2008. As the global financial crisis deepened, His Highness the Prime Minister announced in October 2008 that the Qatar Investment Authority would subscribe between 10 and 20 per cent of new capital to all Qatar banks listed on the Doha Securities Market; the first subscription equivalent to 5 per cent of paid-up capital was received by Commercialbank on 21 January 2009. This initiative by the Government will ensure that Commercialbank continues to maintain a well-capitalized position. The banking sector remains central to the ongoing development, diversification and expansion of the infrastructure for the Qatar economy. Commercialbank has played a major part in Qatar’s development for more than 30 years and our commitment to remaining at the heart of future development is stronger than ever. Inspired by Qatar, I believe that the Bank can look forward to continued growth in the years ahead. A further milestone of progress was achieved towards the end of 2008 with the Bank’s head office moving from Grand Hamad Avenue to the new Commercialbank Plaza in the West Bay area. This magnificent glass edifice, a 22 storey landmark on the Doha skyline, reflects our commitment to the community that we have served since 1975 and our core values of clarity, openness and transparency. In conclusion, and on behalf of the Board of Directors, I would like to express our sincere appreciation for the guidance and support received from His Highness the Emir, His Highness the Heir Apparent, His Highness the Prime Minister, His Excellency the Minister of Finance and his Excellency the Governor of the Qatar Central Bank. I also wish to acknowledge our customers’ continued trust and confidence in the Bank and the hard work, dedication and loyalty of our employees. It is due to their commitment and vigilance, particularly in these difficult financial times, that Commercialbank continues to make good progress. Abdullah bin Khalifa Al Attiyah Chairman 5 Abdullah bin Khalifa Al Attiyah Chairman Board of Directors 6 Seated from left: Sh. Abdullah bin Ali bin Jabor Al Thani - Vice Chairman Mr. Hussain Ibrahim Alfardan - Managing Director H.E. Abdullah bin Khalifa Al Attiyah - Chairman Sh. Nasser bin Faleh Al Thani - Director Mr. Jassim Mohammed Jabor Al Mosallam - Director Standing from left: Mr. Omar Hussain Alfardan - Director Mr. Khalifa Abdullah Al Subaey - Director Mr. Andrew Stevens - Group Chief Executive Officer Sh. Jabor bin Ali bin Jabor Al Thani - Director Mr. Abdullah Mohammed Ibrahim Al Mannai - Director Financial highlights Profit & Loss highlights – Full Year 2008 7 Operating income up 42.5% from QR 1.9 billion to QR 2.8 billion Net profit increased by 22.4% to QR 1.7 billion Earnings per share of QR 8.76 up from QR 7.63 in 2007 Dividend proposed of QR 7 per share Balance sheet highlights - At 31 December 2008 Total assets increased by 35.0% to QR 61.3 billion Customer loans grew by 35.5% to QR 33.9 billion Customers’ deposits were up 24.9% to QR 32.2 billion Shareholders’ equity rose by QR 3.8 billion to QR 10.0 billion Net Profit Loans & Advances 1,702 08 07 06 05 04 1,391 863 750 CAGR 2004 - 2008: 49% 346 0 500 Millions ( QR ) 1,000 1,500 2,000 25,021 17,360 10,884 0 Total Assets 10,000 15,000 20,000 25,000 30,000 35,000 30,358 22,182 CAGR 2004 - 2008: 48% 12,940 10,000 20,000 30,000 40,000 50,000 60,000 32,186 08 07 06 05 04 45,397 70,000 Millions ( QR ) 25,766 17,188 13,235 0 Shareholders’ Equity 9,978 2,620 2,000 4,000 6,228 5,631 5,677 CAGR 2004 - 2008: 40% 6,000 8,000 10,000 CAGR 2004 - 2008: 40% 8,304 5,000 Millions ( QR ) 08 07 06 05 04 0 5,000 Customers’ Deposits 61,302 Millions ( QR ) CAGR 2004 - 2008: 50% 6,714 Millions ( QR ) 08 07 06 05 04 0 33,898 08 07 06 05 04 12,000 10,000 15,000 20,000 25,000 30,000 35,000 Managing Director’s report 8 Commercialbank achieved a record level of profit in 2008, an achievement of which we are extremely proud considering the adverse economic climate, particularly in the fourth quarter. The strong underlying performance is testament to the strength of the Bank’s core business and the benefits derived from the regional banking alliance. The Bank’s net profit for 2008 was QR 1.7 billion, an increase of 22.4% compared to the year ended 31 December 2007. Net profit was, however, impacted by the global financial crisis and the need to take provisions of QR 465 million for impairment on the investment portfolio. Earnings per share grew to QR 8.76 for the full year compared to QR 7.63 in 2007. Net operating income for the year was QR 2.8 billion, up 42.5% year on year driven predominantly by higher net interest income which was up QR 341 million, and by increased loan-related fee income of QR 943 million, QR 277 million higher than in 2007. The Net interest margin improved from 2.9% in 2007 to 3.0% in 2008. Ongoing expansion in the private sector in Qatar and continuing credit demand resulted in a 35.5% year on year growth in loans and advances to QR 33.9 billion whilst financing provided by Al Safa Islamic Banking also increased to QR 2.4 billion, up 163%, from QR 0.9 billion in 2007. Total assets stood at QR 61.3 billion, an increase of 35% compared to the end of 2007, due to growth in lending to customers as well as an increase of QR 5.3 billion to QR 14.3 billion in the amount due from banks and financial institutions, reflecting the high level of liquidity held by the Bank during the last quarter of the year. Customers’ deposits reached QR 32.2 billion, a 24.9% increase from the end of 2007 due mainly to higher levels of time deposits raised from the Government and Retail sectors. Commercialbank’s capital adequacy ratio was 15.7% at the end of 2008 compared to the 10% required by the Central Bank and well above the requirements of Basel II. QR 3.2 billion of new capital was raised during the year which considerably improved the capital position of the Bank. After the end of the year, the Qatar Investment Authority subscribed 5% of paid-up capital to the Bank which further strengthened the Bank’s capital position. The National Bank of Oman, in which Commercialbank has a 35% shareholding, continued its improving financial performance and delivered a record net profit of RO 45.4 million. NBO’s operating profit for 2008 increased by 49.0% to RO 54.3 million compared to RO 36.4 million for the prior year. The Bank’s results showed continued growth momentum across all business lines as well as increased productivity which saw an improvement in the cost to income ratio to 38.4% in 2008 from 44.0% in 2007. Net Loans and advances increased by RO 494 million to RO 1.4 billion and deposits were up by RO 406 million to RO 1.3 billion. Asset quality continued to improve with nonperforming loans being reduced to 3.5% of total loans, 100% of which are covered by provisions. Commercialbank completed its purchase of United Arab Bank in January 2008 by increasing its stake from 35% to 40%. UAB produced a strong net profit in 2008 and an improvement on the previous year. Loans and advances increased by nearly 40% compared to the end of 2007 and deposits were also up by approximately 20%. I would like to take this opportunity to thank the management and staff at both of our associates for their hard work and efforts over the past year. Commercialbank is looking forward to extending its close working relationship with both banks during 2009 and to developing synergies and opportunities which will continue to enhance the performance of all three banks. Commercialbank continued to focus on delivery of high quality products and services during 2008 through investment in staff and in expanding its branch and ATM networks thus providing easier access to its banking facilities for customers in more locations; further network expansion in 2009 will move the Bank even closer to its customers. Al Safa Islamic Banking activities also continued to expand in both the retail and corporate sectors. The fourth quarter of 2008 was a difficult time for financial institutions worldwide. The Bank’s financial, operational and risk controls, corporate governance and contingency plans were all tested, as was the Board, management and staff, in the most extreme market circumstances that were unprecedented in the history of Commercialbank. I am proud that the Bank has come through this difficult period stronger and more focused than ever and I would like to thank my Board, the management and staff for their extraordinary efforts during 2008 and especially during the final part of the year. Inspired by the leadership of His Highness the Emir, Sheikh Hamad bin Khalifa Al Thani, Qatar continues to grow and thrive and Commercialbank is proud to be a fundamental part of that growth. Our focus for the year ahead remains on actively managing risk, capital and liquidity while continuing to strengthen our traditional relationships with all of Qatar’s various communities. Incremental business and cost synergies derived from our regional alliance will support further growth and progress going forward. Hussain Ibrahim Alfardan Managing Director 9 Hussain Ibrahim Alfardan Managing Director 10 Commercialbank has again demonstrated its proven ability to deliver robust earnings performance whilst continuing to focus on proactive management of risk, liquidity and capital. Andrew C. Stevens Group Chief Executive Officer Management review In market conditions that changed from favourable to extremely challenging during 2008, the Board of Directors, supported by our experienced management team, guided Commercialbank through a difficult year to deliver record performance. Commercialbank achieved a record net profit of QR 1,702 million in 2008, despite the challenges seen in the global financial markets, driven by sustainable growth in its core businesses. Our associate banks, National Bank of Oman and United Arab Bank, also achieved record performance levels despite the difficult conditions and provided strong returns on the investment that the Bank has made in them. Commercialbank, the leading private sector and second largest commercial bank in Qatar, again demonstrated its proven ability to deliver robust earnings performance whilst continuing to focus on proactive management of risk, liquidity and capital. Continued focus on these three key banking fundamentals ensures that the Bank is well-positioned to face the tough challenges that lie in the years ahead, and which has underpinned the Bank’s strong external credit ratings. The latter reflect the balance maintained between earnings growth, effective risk management and capital strength. In November 2008 the Bank moved its head office to the new Commercialbank Plaza in the West Bay area. This magnificent, modern building symbolises the forward looking focus and image of the Bank. Financial results The Bank’s net profit for the year ended 31 December 2008 was QR 1,702 million, up QR 311 million compared with a net profit of QR 1,391 million in 2007. The net profit was delivered against the challenging conditions posed by the world’s financial markets in the second half of the year. Net interest income Non-interest income Net operating revenue Operating expenses Provisions for impairment losses Share of results of associates Net profit for the year 2008 QR million 2007 QR million 1,217 1,551 2,768 (750) (524) 208 1,702 876 1,067 1,943 (540) (145) 133 1,391 Net operating revenue Net interest income increased by QR 341 million to QR 1,217 million. There was a strong and continuing credit demand in both the public and private sectors of the economy during 2008 which is reflected by an increase of QR 8.9 billion to QR 33.9 billion in the Bank’s loans and advances to customers. The increase in lending was mainly in the Qatari market and was across all industry sectors. The Bank continued to manage its balance sheet efficiently and improved its net interest margin to 3.0% in 2008 from 2.9% in 2007 despite the tightening of liquidity, and increased competition for deposits, in the fourth quarter of the year. Non-interest income increased by QR 484 million to QR 1,551 million in 2008 due, mainly, to: • An increase in fee and commission income of QR 277 million reflecting higher loan-related fees attributable to the increased lending activity and also due to growth in other banking services • Increased gains from financial investments of QR 71 million derived from the strong performance of share markets in the first half of the year • Higher profits of QR 47 million from foreign currency transactions undertaken on behalf of customers • A higher contribution from Islamic financing and investment activities which was up QR 21 million to QR 74 million Operating expenses Operating expenses increased to QR 750 million from QR 540 million in 2007 as the Bank continued to invest in infrastructure and other resources, particularly staff-related costs. Staff costs General and administrative expenses Depreciation Total operating expenses 2008 QR million 2007 QR million 420 262 68 750 287 201 52 540 Staff costs increased to QR 420 million, up QR 133 million, from QR 287 million in 2007. The staff costs rose for three main reasons: • An increase in the Bank’s headcount from 972 at the end of 2007 to 1,241 at 31 December 2008; the increase in numbers was mainly in retail banking and back-office operations supporting the overall growth in the business • Remuneration adjustments in 2008 which were in line with the higher levels of inflation being experienced in Qatar from 2007 onwards • Investment in staff training to meet the demands of the growing business. The number of staff training days increased to just over 16,000 in 2008, from 7,700 in 2007, with an emphasis on industryspecific training content 11 Management review 12 General and administrative expenses rose by QR 61 million to QR 262 million primarily as a result of higher premises and technology-related spend arising from an expanded real estate portfolio, implementation of new technology systems and improved operational processes. The volume of transactions processed by the Bank increased by 38% in 2008 to approximately 5.9 million transactions. We continued our investment in the business to broaden our reach to customers and to sustain improvement in the quality and reliability of our service. Increased legal and professional fees and higher marketing spend also contributed to the rise in costs. Depreciation increased QR 16 million to QR 68 million due mainly to the completion of the new Commercialbank Plaza building which was depreciated for the last nine months of the year. Provisions for impairment losses 2008 QR million Net provision / (recovery) for impairment on loans and advances Impairment losses on financial investments Impairment losses on other assets Total provisions for impairment losses 61 465 (2) 524 2007 QR million 50 86 9 145 The loan portfolio continued to be well-diversified and of good quality; however the Bank saw an increase in its net provision for loans and advances to retail customers to QR 61 million in 2008, up from QR 50 million in 2007. The cumulative impairment provision at the end of 2008 was QR 287 million which represented 99% of non-performing loans (2007: 97%). Whilst non-performing loans as a percentage of gross loans increased marginally from 0.84% to 0.85%, there was a larger increase in past due loans to QR 550 million from QR 313 million in 2007. An increase was seen in the 91 to 180 days bracket which was up by QR 103 million to QR 202 million due mainly to three individual retail accounts. These accounts were partially provided at 31 December 2008 and fully covered in the first quarter of 2009. The global financial crisis impacted on the value of the Bank’s investment portfolio and consequently provisions for impairment on investments were made amounting to QR 465 million (2007: QR 86 million) in equity portfolios (local, GCC and international), other debt securities and investment funds. At 31 December 2008 the total negative fair value on the investment portfolio included in the Bank’s equity stood at QR 443 million. On 19 March 2009 the Bank sold its entire portfolio of Qatar equities that had a net book value of QR 938 million (at 31 December 2008) to the Government of Qatar which paid QR 418 million in cash and provided a five-year bond of QR 520 million carrying a coupon of 5.5%. Following this sale the total negative fair value on the investment portfolio stood at QR 273 million at 31 March 2009. Associates Commercialbank’s associated companies achieved strong growth and record profits in 2008, contributing QR 208 million, equivalent to 12% of the overall net profit. In line with the Group’s collaborative strategy, implemented across its associates, National Bank of Oman and United Arab Bank continued to make significant progress in aligning business strategies, systems and risk management practices with Commercialbank. The share of results of associates for the year was: National Bank of Oman United Arab Bank* Asteco LLC Share of associates 2008 QR million 2007 QR million 135 71 2 208 132 1 133 *the initial stake in UAB was acquired in December 2007 National Bank of Oman National Bank of Oman (NBO) delivered a net profit for the year of RO 45.4 million, compared to RO 44.6 million in 2007, achieving strong earnings performance in all core areas of the business and reflecting a strategy focused on business growth and alignment of business activities with Commercialbank. NBO’s operating profit for 2008 increased by 49% to RO 54.3 million compared to RO 36.4 million for the prior year. However NBO took an impairment charge of RO 3.7 million (2007: RO Nil million) in the fourth quarter against its investment portfolio that reduced the fullyear net profit. Net loans and advances grew by RO 494 million to RO 1.4 billion, and customers’ deposits were also higher, by RO 406 million, to RO 1.3 billion at 31 December 2008. Asset quality continued to improve with non-performing loans reducing to 3.5% of total loans, 100% covered by provisions. Capital ratios remained strong with the capital adequacy ratio at 13.92%, comfortably above the Central Bank of Oman’s requirement of 10%. NBO paid a cash dividend to its shareholders for the year ended 31 December 2008 at 17.5% of capital. United Arab Bank Commercialbank raised its shareholding in United Arab Bank (UAB) from 34.7% to 40% in January 2008 as planned. UAB’s performance during 2008 was in line with expectations despite the difficult business conditions. The net profit for 2008 was a record AED 250 million, representing an increase of 18.4% from AED 211 million in 2007. 13 Bin Omran branch officially opened in November 2008 taking our branch network to 27 14 During 2008 the Bank expanded Al Safa activities in both retail and corporate sectors, opening a new dedicated branch in Al Rayyan and adding five machines to the ATM network Management review UAB has continued its policy of steady growth, focusing on diversification, broadening the customer base, maintaining good quality assets, improving the quality of customer service, applying appropriate controls and ensuring good returns. As a result, the operating income after provisions increased by 22.6% to AED 397 million from AED 324 million in 2007; earnings per share improved by 19.2% to AED 0.31 against AED 0.26 the previous year. The balance sheet continued its steady growth with total assets increasing by 22.2% to AED 7.6 billion. Loans and advances grew by 39.7% to AED 5.5 billion and customers’ deposits rose by 20.5% to AED 5.0 billion. UAB distributed a scrip dividend to shareholders for 2008 at 25% of paid-up capital. The retention of profit will be used to strengthen its capital position. Asteco Commercialbank took a 30% stake in Asteco LLP, a new company in Qatar which started commercial operations on 10 February 2008. The company has a paid-up share capital of QR 5 million as at 31 December 2008 and is engaged in real estate brokerage and management of residential and commercial properties and related properties. In the period to the end of 2008 the company achieved a net profit of QR 4.9 million. Business Unit review Commercialbank operates under four main business units which are structured principally by customer type and geographic location. The net operating income for the Bank was: Corporate Banking Retail Banking Al Safa Islamic Banking Orient 1 Net operating income 2008 QR million 2007 QR million 1,964 683 104 17 2,768 1,315 547 71 10 1,943 Corporate Banking Commercialbank offers a comprehensive range of corporate banking, treasury, investment banking, cash management, transaction banking, corporate finance and advisory services to its customers. With both domestic and international companies we continued to leverage our close working relationships with customers to service existing business and generate new opportunities in the private sector. We have also delivered new business through the strengthening of relationships with public sector companies both in direct financing as well as financing contractors employed by them in oil and gas, petrochemical, power and infrastructure projects. Corporate Banking has been a major contributor to the Bank’s overall growth in recent years, achieved by increasing lending selectively, with specific attention to asset quality and profitability. The main strategies focused on the consolidation of domestic banking relationships, expanding in partnership with Qatar’s public sector institutions, expanding business in trade finance, cash management and fund management services and aligning Investment Banking resources to capitalise on evolving opportunities in equity and debt capital markets. Corporate Banking had another outstanding year in 2008 and was the major contributor to the Bank’s profitability. The business delivered strong growth across all client segments over the course of the year. Net operating income increased by 49% from QR 1.3 billion in 2007 to QR 2.0 billion. With strong growth in new and existing business, loans and advances grew by 31% to QR 25.9 billion, whilst deposits were up 15.8% to QR 22.1 billion at the end of 2008. In underlining Commercialbank’s strength and standing in the international markets, the Bank repaid a syndicated loan of US$ 800 million in November 2008 and also raised a US$ 380 million syndicated loan term facility which was priced attractively at 90 basis points over LIBOR. In 2008 Domestic Banking continued to leverage on Commercialbank’s relationship with customers to grow market share, and increase profitability, through active management of accounts. Revenue was significantly higher with net interest income up by 68% and fee income up by 62% supported by a good growth in the loan portfolio of 41%. Asset quality continued to remain strong. Domestic Banking has strengthened its team of dedicated Relationship Managers and reinforced the reputation of Commercialbank for both personalized service and good response times that facilitates deal acquisition. With the continuing large number of developmental and infrastructure projects in Qatar, Domestic Banking has been supportive of infrastructure financing, especially those linked to Government projects. In International Banking Commercialbank has an established track record in origination, syndication and trade services and is a lender of choice within the GCC. The visibility and image of Commercialbank in regional syndications and debt capital markets has increased over time. The Bank assumed senior MLA/Arranger roles in several regional and international financings with an aggregate commitment of over US$ 492 million in 2008. Commercialbank has been able to structure complex solutions to meet the borrowing requirements of sophisticated clients, including that of an advisory role for a consortium of institutional investors. Despite a challenging period towards the end of 2008, International Banking was successful in growing fee income by 53% through leveraging relationships with GCC corporates. 15 Management review 16 Despite unfavourable market conditions in the latter part of 2008, Investment Banking was able to generate income from sale of investments of QR 276 million. However these gains were subsequently offset by provisions of QR 465 million required against the Investment portfolio, following the deterioration in the equity markets around the world. ’Saturday Banking’ initiative was launched to allow its corporate clients access to trade finance facilities during the weekend. Other new initiatives included application of an electronic remittance and cash management solution for Exchange Houses in Qatar and offering marine insurance coverage to trade customers in collaboration with Qatar Insurance Company. Fee income generated from marketing of international funds, brokerage and asset management grew by 30% against 2007. In 2008 Investment Banking saw the successful closure of The Pearl Qatar Real Estate Development Fund, a US$ 600 million musharakah fund investing in Qanat Quartier on The Pearl Qatar. Commercialbank also successfully participated in the first closing of the private placement of Esdarat Holdings KSC, a company developing nine residential towers in Mecca, Kingdom of Saudi Arabia. The Al Waseela Fund, Commercialbank’s in-house mutual fund, paid a 6% dividend for its first financial year. Retail Banking The local brokerage business was buoyant with income from new mandates from international institutional investors reaching doubledigit growth. During the year, the brokerage client profile was diversified to include global fund managers seeking access to regional markets on a one-stop shop basis. The brokerage team also increased its research capabilities to provide value added services to its growing institutional client base. Treasury manages funding and liquidity requirements for the Bank whilst also providing innovative hedging solutions for multinational corporations and corporate customers. Commercialbank’s Treasury ranks number two in the market for treasury services in Qatar. Treasury strengthened its team of dealers to improve its contribution to revenue and enhance market share in 2008 and also expanded its coverage by opening a new desk to manage the increasing Islamic banking demands from both Al Safa Islamic Banking and corporate customers requiring Islamic hedging products. Throughout 2008 liquidity management was a key area of focus for the Bank. Treasury was successful in maintaining liquidity ratios above the minimum levels required by regulators and for internal purposes. Commercialbank continued to diversify its depositor base, delivering longer term customer deposits whilst also achieving reciprocal Interbank arrangements with local and regional banks. Transaction Banking continued to grow during the year particularly in Cash Management and Trade Finance which remained core activities for Transaction Banking. Total trade commissions grew from QR 135 million in 2007 to QR 154 million during 2008. Although trade volumes fell globally, trade finance capacity across the industry fell more rapidly, leaving Commercialbank well-positioned to take market share. The key achievement of Transaction Banking in 2008 was the consolidation of the business which enabled the delivery of quality and unparalleled services to corporate clients. An innovative Commercialbank’s Retail Banking offers a full suite of products and services to meet the borrowing, wealth management and transaction needs of individuals. The Retail Banking strategy is to deliver consistent, superior service by providing financial solutions that meet the evolving needs of its customers. During 2008, Retail Banking achieved growth in all areas, confirming the Bank’s reputation for its high customer service standards, superior retail banking products and first-to-market initiatives. A prime example of the Bank’s innovative product offering was the introduction of the new ’e-Savings Plus’ product which, together with the existing e-savings product, attracted over QR 1 billion in balances during 2008. Retail Banking delivered strong results in 2008, with net operating income rising from QR 547 million in 2007 to QR 683 million. Loans and advances grew by 27% to QR 5.5 billion, whilst deposits were up 37% to QR 7.3 billion at the end of 2008. The business continued to grow the franchise by extending its footprint across Qatar, opening four new branches and sales offices, and increasing the remote network by 20 new ATMs. Some of the structural developments included focus on customer segmentation, affluent segment penetration and branch performance management. Commercialbank’s retail market leadership strategy seeks to maximise the value of technology as a source of innovation and differentiation. Alternate banking channels, such as bankDirect, SMS banking and IVR, continue to incorporate additional banking functionality and services to provide a continued improvement in banking convenience to its customers. Commercialbank was also the first bank in Qatar to introduce ’Instant Account Opening’ in the branches, providing customers with ATM cards and cheque books on-the-spot. Commercialbank continued to dominate the highly competitive credit card market in Qatar, with the credit card asset base growing by 12% in 2008. The vehicle finance sector shared similar growth with an 11% increase in lending, driven by effective partnership campaigns with leading car dealerships in Qatar and supported by strong promotional campaigns. Commercialbank continued to be a leader in the property finance market in Qatar, particularly in prestigious new developments such as The Pearl Qatar, through our close working relationships with leading developers. The first Retail bank branch in The Pearl Qatar was opened in early 2009 with two further branches planned for opening later in the year, providing a premium relationship banking experience aligned with the affluent residents of The Pearl Qatar. 17 Commercialbank continued its progress as a player in the international capital markets by becoming the first Qatar company to list its shares, in the form of Global Depositary Receipts, on the London Stock Exchange. Mr. Chris Gibson-Smith (Chairman – LSE) presenting the official commemoration plaque to Mr. Omar Alfardan (Director) and Mr. Andrew C. Stevens ( Group Chief Executive Officer ) Management review 18 Despite a challenging economic environment, Commercialbank is well-poised to selectively grow its market share in segments of retail banking in 2009. Key emphasis will be on ensuring sustainable growth and profitability by focusing on targeted market and product segments and with a continued emphasis on effective risk management. Al Safa Islamic Banking Commercialbank’s Al Safa Islamic Banking, which is in its fourth year of operation, recorded robust growth in business volumes and income. Al Safa activities in both the retail and corporate sectors witnessed strong growth and further expansion, including the opening of a new branch in Al Rayyan، which brought the number of dedicated branches to six, and also by the addition of five new ATM’s to its distribution network. Al Safa Islamic Banking continued to perform well in 2008 with net profit climbing to QR 71 million from QR 40 million in 2007, reflecting strong growth in the Islamic banking market particularly in the corporate sector. There was, however, a noticeable slowdown towards the end of the year in the Islamic Sukuk and syndication markets. Customers’ deposits grew to QR 3.3 billion from QR 1.4 billion in the previous year, and total Islamic assets reached QR 4.1 billion compared with QR 1.7 billion at the end of 2007. During the year, Al Safa expanded its range of services offered to the corporate sector and has entered into bilateral relationships and syndicated transactions with some well-known local corporates. Al Safa was one of the lead arrangers in the Sukuk financing for large real estate projects for Salam Bounian and United Development Company, and has also secured an important mandate from a leading cement company to be the sole arranger and underwriter for financing a new green-field cement plant. For the third consecutive year Al Safa Islamic Banking participated as the sponsor of the Annual World Islamic Infrastructure Finance Conference which was held in Doha under the patronage of His Excellency the Minister of Finance; the conference was a resounding success, attracting attendees from both the global and regional Islamic financing community. Orient 1 Limited Orient 1 Limited consolidated its exclusive Diners Club franchise business in its key markets offering increased card acceptance and regional brand and product synergies whilst leveraging its core operations to improve regional operating efficiency. Following a strategic review Orient 1 successfully divested its Bahrain business which will be better served and developed through local bank ownership and now operates in Qatar, Oman and Egypt. The profit arising on sale of the Bahrain business was QR 9.8 million. A successful year in 2008 strengthened Orient 1’s positioning to continue its innovative work with other Group businesses. Going forward Orient 1 expects to see the benefit of its core business expansion, income diversification and advanced new product initiatives. Capital During the year the Bank’s total equity was strengthened by QR 3.8 billion to QR 10 billion as at 31 December 2008, mainly due to the successful issue of 24 million new ordinary shares. The capital raising was accomplished as a three part process via a Rights Offering in June, a Global Depositary Receipt Offering which was listed on the London Stock Exchange and a private placement of shares in July; the new ordinary shares were issued at QR 136.50 per share. On 13 October 2008 the Government of Qatar announced that the Qatar Investment Authority (QIA) would be providing additional capital of up to 20% for all Qatari banks listed on the Doha Securities Market, demonstrating the support of the government authorities for the banking system in Qatar by strengthening the capital of individual banks. On 26 November, the Bank’s shareholders approved a potential 20% increase in its share capital which will enable the Bank to issue up to 41 million new ordinary shares at the closing price on the Doha Securities Market on 12 October 2008 of QR 78.30. On 21 January 2009, the QIA completed the first stage of the subscription process in the Bank’s share capital by investing QR 807 million which represented 5% of the Bank’s share capital. The new ordinary shares were issued to the QIA on 16 February 2009. It is planned that an additional 5% capital be subscribed during December 2009. The Banks’ capital adequacy ratio at 31 December 2008 was 15.66% compared to 11.85% at the end of 2007 and comfortably exceeds Qatar Central Bank and Basel II requirements. The Board recommended the distribution of a cash dividend of QR 7 per share for the year ended 31 December 2008 which was approved at the Annual General Assembly on 16 February 2009 and paid to shareholders. Risk Management Identification, measurement and management of risk are a strategic priority for Commercialbank. The provision of financial services carries a number of diverse risks which may have a material impact on financial performance. Consequently, Commercialbank operates within a comprehensive framework covering accountability, oversight, measurement and reporting, to maintain high standards of risk management. The principal risks faced by Commercialbank are: •Credit risk – the risk of potential loss from a customer’s failure to meet obligations as they fall due. The effective management of credit risk is a critical component of a comprehensive approach to risk management. The Commercialbank Risk Committee meets monthly to review all risk related issues and provide decisions and recommendations that ensure the consistent alignment of the risk profile to match with the highest industry standards. •Market risk – defined as the potential loss in value or earnings arising from changes in external market factors such as interest rates, foreign exchange rates, commodities and equities. The Asset and Liability Committee (ALCO) meets monthly, and more regularly where appropriate, to review the Bank’s balance sheet and recommend appropriate actions. •Liquidity risk – the risk that Commercialbank does not have sufficient financial resources to meet its obligations when they fall due, or will have to do so at excessive cost. The ALCO continuously reviews liquidity risk to ensure that it is soundly managed within approved guidelines. •Management Risk Committee provides recommendations to Board Risk Committee on all risk, policy and portfolio related issues; maintaining a high level Bank-wide risk policy framework; monitoring the enterprise-wide dashboard of risk and maintaining risk tolerance levels and portfolio limits by various dimensions •Board Credit Committee is the highest approval authority for transactions above the Management Credit Committee authorisation •Operational risk – arising from internal processes, people and systems or from external events. The Commercialbank Risk Committee meets monthly to review all operational risk related issues and provides recommendations to ensure risk concerns are mitigated and remedial action items are effectively monitored via ageing analysis and dashboard indicators. •Management Credit Committee is an approving authority on all counterparty risk exposures, product programmes and underwriting exposures on syndications •Strategic risk - the risk of a potential negative impact on shareholder value as a result of a business decision taken as part of the strategic planning process for both organic growth and the identification of possible acquisitions. Employees Commercialbank has an established specialist risk function, reporting to the Chief Risk Officer, in support of the various Risk Committees. Its accountabilities are: •To recommend policies, standards and limits •To monitor compliance with those standards and limits •To provide leadership in the development and implementation of risk management techniques As part of the evolution of the credit risk management framework at Commercialbank, compliance with Basel ll and adoption of best practices are key areas of focus. Risk management within Commercialbank is based on the risk appetite and strategy set by the Board of Directors through Credit, Audit and Risk and Policy & Strategy Committees. During 2009, the Bank decided to enhance its risk governance structure further by changing the Committee composition – there are now three Management level Committees and three Board level Committees for Audit, Risk and Credit respectively. The Board committees are supported in the risk management and review process by the respective Management Committee. •Board Audit Committee is responsible for setting policy on all Audit issues and maintaining oversight of all Bank audit issues through the Management Audit Committee •Management Audit Committee monitors and reports adherence to policy on all audit issues and maintains control of all Bank audit issues as established by the Board Audit Committee •Board Risk Committee is responsible for all aspects of enterprise-wide Risk Management The above enhancements will strengthen the risk management framework, improve quality of decisions and result in a better Risk Strategy and Governance structure. Commercialbank’s business continued to grow in 2008 due to the continued hard work, commitment and professional approach of its employees. The growth also led to an increase in staff numbers which totaled 1,241 at the year-end. The Bank continued its commitment to national development which included, in 2008, the recruitment and development of young Qataris who attended one of four foundation training programmes in banking and are now pursuing their career within the Bank’s business units. In 2009 the Bank will launch a new world-class Qatari university graduate professional development programme which will incorporate best practices. Community Support Commercialbank is committed to playing an active role in Qatar’s future success by investing in cultural projects, educational programmes and charitable and sporting events to support and provide for local communities. As part of its commitment to community services, charitable causes and family values, Commercialbank contributes to the Qatari community by actively supporting and sponsoring many local charities, community service projects and international humanitarian works, as well as cultural and sporting events. Since its formation, the Bank has regularly provided financial and nonfinancial support to numerous local causes and, during 2008, made donations to community initiatives and charitable organizations. As part of its commitment to foster economic and social regeneration within Qatar, the Bank supported the Social Fund for Development by helping to establish the “Tanmiyah Center”, an institution that develops small and medium business enterprises by providing entrepreneurs with the skills, tools and methods to identify business opportunities and assess their feasibility. 19 Commercialbank Plaza 20 Commercialbank Plaza – Sadara Lounge 21 Commissioned in 2002, Commercialbank Plaza is the first perimeter dual core building in Qatar. Completed in 2008 it has three basement floors, ground, mezzanine and twenty two upper floors. The Plaza is a ‘green intelligent’ building with the greatest mass being the two cores oriented to the east and west where the impact of the rising and setting sun is at its greatest. Occupied space is sheltered and protected between these two cores and the roof is highly insulated to protect the building when the sun is at highest and hottest in the day. The building was the first to be served by a local chilled water system, thereby achieving a significant reduction in energy consumption, while the introduction of the first fully glazed facade in the region exploits the long distance views from within the building. An intelligent building management system tracks the sun’s path through the seasons to automatically align the facade blinds to block sun glare and excessive heat gain. The triple-glazed, ventilated, clear facade is unique in providing a barrier to the elements with minimal mass and full transparency. This ventilated facade acts as the ‘skin of the building’ continually adjusting in response to the changing external climate. The building is the first in Qatar to have uninterrupted floor to ceiling clear glass and the first in Qatar with a modular raised floor throughout its accommodation, in line with modern office technology requirements. It is the first building in Qatar to exploit a large grid structure, so that the floors only have three internal columns and is also the first building in Qatar with clear transparent space front to back as a result of the perimeter location of the dual cores. The interior of the building provides the very best of interior office accommodation. Interior spaces incorporate highest quality finishes that compliment the exterior of the building and the overall design creates a contemporary Arabic style. Commercialbank Plaza stands as a permanent mark of the Bank’s commitment to Qatar. Management review 22 Education Education is a particular focus of Commercialbank’s community involvement programme. The Bank has sponsored a number of students at the College of the North Atlantic, creating opportunities for those who might otherwise not be able to maximize their potential. Working closely with the Labour Department to provide Qatari students with useful work experience and on-the-job training, Commercialbank also offers Qataris a number of places in the Bank’s training programmes which aim to develop young talented Qatari graduates and undergraduates into proficient bankers. In addition, the Bank’s Management Training Programme targets the most capable Qatari university graduates for development into key leadership positions. Bringing sport and business together Sport is an important element in all our lives, providing entertainment and the opportunity to share in the successes of some the world’s best sportsmen and women. clear guidance, contribution and support provided by our Chairman, Managing Director and members of the Board of Directors to management which has enabled the Bank to enhance its reputation as a trusted and reliable regional banking group. Our continued achievements are also due to the ongoing advice and pro-active support that the Bank receives from the Qatar Central Bank under the wise guidance of His Excellency Sheikh Abdullah bin Saud Al Thani. During these challenging times, the Central Bank has shown clear leadership and decisiveness enabling the Qatar banking and financial sector to be held in high regard in global financial markets. The Bank’s strategy continues to be focused on sustainable growth in our core businesses with proactive management of risk, liquidity and capital. In the face of challenging market conditions, our focus on key banking fundamentals will deliver greater value to our shareholders and an ever-improving quality of service to our customers. Inspired by Qatar and committed to its future, the Bank is strongly positioned to face the challenges that lie ahead. Title ownership of the Commercialbank Qatar Masters and the Grand Prix of Qatar Moto GP reflects the Bank’s promotion of excellence in sports and the international reputation of Qatar. Both events – viewed by a global audience of millions - are a demonstration of the Bank’s commitment to playing a key role in the international promotion of the country and working in harmony with the Qatari Government’s vision of Qatar as a venue for the organization and staging of world-class sporting events. In November 2008 Commercialbank became the proud Gold Sponsor of the prestigious Sony Ericsson Womens Tennis Association Championship which was hosted, for the first time in the Middle East, in Qatar. Healthcare - caring for our community Healthcare is another key area in which Commercialbank regularly contributes. Past initiatives have included educational tools for the blind through the Al Noor Institute; a youth diabetic patient camp through the Qatar Red Crescent Society; a new clinic for women at Qatar University; and a gymnasium and equipment for the Qatar Diabetes Association. More recently, Commercialbank donated to Hamad Hospital to fund a new pediatrics daycare observation unit and for the expansion of their operation room waiting area, which will contribute to the health of future generations. In 2008, Commercialbank supported the Center for Voluntary Activities, a resource that provides essential support to cancer patients. Andrew C. Stevens Group Chief Executive Officer RESPONSIBILITY STATEMENT To the best of our knowledge, financial statements prepared in accordance with the International Financial Reporting Standards give a true and fair view of the assets, liabilities, financial position and profit of The Commercial Bank of Qatar (Q.S.C.). We confirm that the management review, together with the notes to the financial statements, includes a fair review of development and performance of the business and the position of the group together with a description of the principal risks and opportunities associated with the expected development of the group. 30 April 2009 For and on behalf of Board of Directors Acknowledgements Commercialbank has had another successful year made possible by the hard work and dedication of our employees whose efforts have enabled the Bank to produce a track record of increased growth and improved profitability. We are also grateful for the continuing Mr. Hussain Ibrahim Alfardan Managing Director Mr. A. C. Stevens Group Chief Executive Officer Corporate governance Commercialbank is committed to having a set of strong corporate governance practices that allocate rights and responsibilities among the Bank’s shareholders, Board of Directors and management in a manner that enhances shareholder value. In fulfilment of the Bank’s responsibilities to our stakeholders, the following standards have been approved and adopted by the Board of Directors of the Bank and provide the framework for the corporate governance. These standards will be reviewed by the Board periodically to ensure the Bank maintains best practices in corporate governance, and that these practices provide for the effective oversight and management of the Bank. Role of the Board and Management The Bank’s business is conducted under the oversight of the Board of Directors whose primary responsibility is to provide effective governance over the Bank’s key affairs, including the appointment of executive management, approval of business strategy, evaluation of performance and assessment of major risks facing the Bank. In discharging its obligations the Board must exercise judgement in the best interests of the Bank and may rely on the Bank’s management to implement approved business strategy, resolve day-to-day operations issues, keep the Board informed and maintain and promote high ethical standards. The Board may delegate authority in management matters to the Bank’s management subject to clear instructions being given in relation to such delegation of authority and the circumstances in which management shall be required to obtain Board approval prior to taking a decision on behalf of the Bank. The Board shall establish rules in relation to the dealings of the Directors and employees in securities issued by the Bank. Board Composition and Director Qualifications The size of the Board shall be determined by the Bank’s Articles of Association. The number of Directors shall (i) be determined from time to time according to the requirements of the Bank, and (ii) be subject to Director Independence provisions set out below. The Board will consist of a balance of Non-Executive and Independent Directors. The position of Chairman of the Board and Bank’s Managing Director may not be held by the same individual. The Board shall collectively possess professional knowledge, business expertise, industry knowledge and financial awareness to carry out its oversight responsibilities and Directors shall have experience and technical skills in the best interests of the Bank. Voting for Directors The Board reviews the appropriate skills and characters required of Directors from time to time and the qualifications of potential nominee Directors and recommends suitable nominee Directors for election. In order to be elected to the Board a nominee Director must receive more shareholder votes cast for than against the nominee Director’s election. A Director’s membership to the Board shall terminate in the event the Director is convicted of an offence of dishonour or breach of trust or is declared bankrupt. Vacancies on the Board may be filled in accordance with the Bank’s Articles of Association. Director Responsibilities The responsibilities of the Chairman of the Board shall be as defined in the Bank’s Articles of Association. Directors are given appropriate and timely information to ensure they can maintain full and effective control over strategic, financial, operational, compliance and governance issues of the Bank. Directors shall at all times act in accordance with the Bank’s Articles of Association and the Commercial Companies Law. Director Independence At least one third of the Directors shall be Independent Directors and a majority of the Directors shall be Non-Executive Directors. Independent Directors shall notify the Board as soon as reasonably practicable in the event that their circumstances change in any manner that may affect the Board’s evaluation of their independence. NonExecutive Directors must be able to dedicate suitable time and attention to the Board and their directorship must not conflict with any other interest of the Director. Board Meetings The Board shall hold meetings at least once every two months pursuant to either (i) written notice from the Chairman of the Board at least one week prior to the meeting, or (ii) written request submitted by at least 2/3 of the Directors. Notice of meetings issued by the Chairman of the Board shall include the meeting agenda. Directors may request that a matter be included on the agenda. Directors are expected to make every effort to attend, in person, all scheduled Board meetings and meetings of the committees of the Board on which they serve. A Board meeting shall only be validly called provided a majority of Directors are present. Voting in Board meetings shall be in accordance with the Bank’s Articles of Association. Matters considered, and decisions taken, by the Board shall be recorded by means of minutes to be kept by the secretary of the Board. Board Committees The standing committees of the Board are (i) the Audit and Risk Committee, (ii) the Policy and Strategy Committee, (iii) the Executive Credit Committee, and (iv) the Premises Steering Committee. Committee members shall be appointed by the Board. Each Board committee shall have its own written terms of reference. 23 Corporate governance 24 Director Remuneration Remuneration of Directors shall be in accordance with the Bank’s Articles of Association and may take the form of (i) fixed salaries, (ii) director’s fees, (iii) in-kind benefits, or (iv) a percentage of the Bank’s profits. Directors may receive multiple forms of remuneration provided that remuneration by way of a percentage of the Bank’s profits shall not, after deduction of expenses, depreciations and reserves and distribution of dividends of not less than 5% of the Bank’s capital, exceed 10% of the net profit of the Bank. Independent Advisors The Board and its committees may retain counsel or consultants with respect to any issue in relation to the Banks affairs. Costs and expenses incurred pursuant to appointment of independent advisers shall be borne by the Bank. Board of Directors The Board of Directors of Commercialbank, nominated by the shareholders, is responsible for the overall direction, supervision and control of Commercialbank. Education, experience and membership in other banks, financial institutions and companies Mr. Omar Hussain Alfardan BA in Business Administration and Masters in Finance from Webster University, Geneva. Businessman. H.E. Abdullah bin Khalifa Al Attiyah BA in Political Science from USA. President of companies comprising Alfardan Group. Director of United Development Company. Chairman of National Bank of Oman. Vice Chairman of United Arab Bank. President of Resorts Development Company. Chairman of Qatar District Cooling Company. Vice Chairman and Managing Director of Qatar Dredging Company. Board member of Qatar Red Crescent Society. State Minister. Deputy Chairman of Qatar Insurance Company and United Development Company. Chairman of Gulf Publishing and Printing. Sh. Abdullah bin Ali bin Jabor Al Thani BA Arts, Social Science. Director of National Bank of Oman and United Arab Bank. Owner of Abdullah Bin Ali Trading Company and Vista Trading Company. Mr. Jassim Mohammed Jabor Al Mosallam Businessman. Mr. Hussain Ibrahim Alfardan Owner of Al Mosallem Trading Company. Director of Qatar German Medical Devices Company and Qatar Clay Bricks Company. Businessman. Started career as a banker in Standard Chartered Bank. Chairman of Alfardan Group and United Development Company. Board member of Qatar Insurance Company. Founding member of Investcorp Bahrain. Vice Chairman of Qatar Businessmen’s Association. Commercialbank, by its Articles of Association, is required to have nine Directors. Directors hold office for terms of three years and may be re-elected. Mr. Khalifa Abdullah Al Subaey BA in Economic and Political Science from Central Michigan University. Started career in Finance Department of Qatar Petroleum. Board member of insurance and real estate development companies; President and CEO of Qatar Insurance Company. Holds senior positions As at 31st December 2008, the Board of Directors of Commercialbank comprised the following members: Director Position Date of first Appointment Date of expiration of current Appointment H.E. Abdullah bin Khalifa Al Attiyah Chairman (since July 1999) 1980 2010 Sh. Abdullah bin Ali bin Jabor Al Thani Vice Chairman (since July 1999) 1990 2010 Mr. Hussain Ibrahim Alfardan Managing Director 1975 2010 Mr. Omar Hussain Alfardan Member 2002 2010 Mr. Jassim Mohammed Jabor Al Mosallam Member 1975 2010 Mr. Khalifa Abdullah Al Subaey Member 1987 2010 Sh. Jabor bin Ali bin Jabor Al Thani Member 2002 2010 Mr. Abdulla Mohammed Ibrahim Al Mannai Member 1987 2010 Sh. Nasser bin Faleh Al Thani Member 1975 2010 in various sports promotion organisations including Qatar National Olympic Committee and Asian & Qatar Handball Association. Director of Social Development Center, Qatar and United Development Company. Sh. Jabor bin Ali bin Jabor Al Thani Businessman. Director of Gulf Publishing and Printing WLL. Mr. Abdulla Mohammed Ibrahim Al Mannai Businessman. Director of Qatar Company for Meat and Livestock. Owner of AMPEX, Qatar Marble and Islamic Mozaic Company. Member of the Qatar Businessmen’s Association. Sh. Nasser bin Faleh Al Thani Businessman. Director of United Development Company. Executive Management Education, experience and affiliations The Executive Management of Commercialbank is responsible for overall day-to-day executive management of the Bank. Andrew C. Stevens Graduated from Birmingham University in 1980 with a B.Com (Hons) in Banking and Finance. Joined Commercialbank in 1989; CEO of Commercialbank from 2001; Group Chief Executive Officer of Commercial Bank Group since 2008. Over 28 years extensive experience in international banking including diverse business development, business process re-engineering and change management. Director of National Bank of Oman, United Arab Bank, Diners Club Services Egypt and Chairman of Orient 1 Limited. As at 15 March 2009, the Executive Management of Commercialbank is as follows: Andrew C. Stevens Group Chief Executive Officer (CEO) Abdulla Al Raisi Deputy CEO & Head of Government Relationships Azza Fotouh Deputy CEO & Chief Risk Officer Khalil Shaltout Executive General Manager (EGM) & Chief Al Safa Islamic Banking Officer Salman Al Mohannadi EGM & Chief International Banking & Capital Markets Officer Abdul Jalil Borhani EGM & Chief Domestic & Transaction Banking Officer Rajbushan Budhiraju EGM & Chief Retail Banking Officer Sandeep Chouhan EGM & Group Chief Operating Officer Arif Mukhtar EGM & Regional Head of Credit Nicholas Coleman EGM & Group Chief Financial Officer Hugh Thompson EGM & Group Chief Legal & Corporate Affairs Officer Abdulla Al Raisi Graduated from Portland State University in 1982 with a B.Sc. in Political Science & Social Science. Joined Commercialbank in 1998; Deputy CEO since March 2007. Previously with QAFCO. 26 years experience, including extensive banking experience, in Arab Gulf States Folklore Center and Doha Bank Ltd. respectively. Azza Fotouh Graduated from American University in Cairo in 1982 majoring in Business Administration. Joined Commercialbank in 1988 holding positions as Credit Officer, Manager – Corporate Banking, AGM & Head of Domestic Banking, Deputy General Manager of Corporate Banking and Capital Markets, Group Head of CBCM respectively and was promoted to the rank of Executive General Manager in 2006. Deputy CEO & Chief Risk Officer since January 2009. Over 25 years banking experience, including 5 years with Egyptian American Bank (an affiliate of American Express). Khalil Shaltout Graduated from Faculty of Commerce Cairo University (BA Honours) with a postgraduate degree in Business Administration Study from the American University in Cairo. Joined Commercialbank in July 2007. Previously with Gulf International Bank, Bahrain as Vice President-Islamic Banking. Over 30 years extensive banking experience with leading regional and international Islamic and conventional banks in Cairo, London, Bahrain and Qatar, including 25 Corporate governance 26 Egyptian American Bank, Cairo (an affiliate of American Express); The Arab Investment Company, Bahrain; Al Baraka International Bank, London; and European Arab Bank, London. Salman Al Mohannadi Joined Commercialbank in August 2003 as Manager, International Banking, held position of Senior Assistant General Manager & Deputy Chief Corporate Banking Officer; Executive General Manager & Chief International Banking & Capital Markets Officer since January 2009. Twenty years banking experience, including 14 years with Qatar National Bank prior to joining Commercialbank. Abdul Jalil Borhani Graduated from Northern Arizona University in Business Administration in 1992. Joined Commercialbank in 1993 beginning his career in corporate banking as relationship officer; EGM & Chief Domestic and Transaction Banking Officer since January 2009. Rajbushan Budhiraju Bachelor of Engineering, Petroleum Engineering, Indian School of Mines, Dhanbad, India (1987); M.B.A. Major in Marketing and Finance, Indian Institute of Management, Calcutta, India (1989). Joined Commercialbank as EGM & Chief Retail Banking Officer in August 2008. Previously with Arab National Bank, Saudi Arabia, as Retail and Consumer Banking Head. Over 20 years banking experience, including 13 years with Citibank in India, Singapore, Hungary and Poland holding positions including Relationship Manager for the high net worth segment, Product Manager for Liabilities, Credit Cards and Loans and as the Marketing Director for Retail Products including the distribution of mutual funds. Sandeep Chouhan Graduated from National Institute of Technology, India. Joined Commercialbank as EGM & Group Chief Operating Officer in June 2008. Previously with Barclays Bank in London. Over 20 years global experience in banking operations and technology, including 5 years with Morgan Stanley and 8 years with Citigroup across EMEA, Asia and USA. Chartered Professional of the British Computer Society. Arif Mukhtar Graduated from University of Minnesota’s Carlson School of Management with an MBA (major in Finance). Joined Commercialbank as EGM & Chief Risk Officer in November 2007; Regional Chief Credit Officer since February. Previously with Citibank for 26 years, holding senior positions in Business and Risk in Middle East, Central and Eastern Europe, East Africa and South Asia. Nicholas Coleman Graduated from London Guildhall University with a BA (Hons) in Economics. Joined Commercialbank as EGM & Group Chief Financial Officer in October 2008. Previously with Morgan Stanley in London. Over 21 years experience as a seasoned banker, including 2 years with The Bank of New York in London, 15 years with National Westminster Bank in London and 3 years with Arthur Young in Kuwait. Fellow of the Institute of Chartered Accountants in England and Wales. Hugh Thompson Graduated from Oxford University (M.A. Hons) with degree in law. Qualified as English solicitor. EGM & Group Chief Legal & Corporate Affairs Officer since 2008. Joined Commercialbank in January 2004. Previously with the law firm Richards Butler in Doha and London. 25 years experience as a banking lawyer in London, in both private practice and as an in-house lawyer with National Westminster Bank and Standard Chartered Banking Group, including secondment to the Bank of England. Director of National Bank of Oman, United Arab Bank, Diners Club Services Egypt and Orient 1 Limited. Director and Executive Management remuneration Total remuneration earned by the Board of Directors of Commercialbank in 2008 (including fixed and variable remuneration and meeting attendance fees) is: Total QR 49,800,000 Total remuneration earned by the Executive Management (defined as the 31 most senior members of management) of Commercialbank in 2008 is: Fixed Remuneration QR 30,216,000 Discretionary Remuneration QR 15,729,000 Fringe Benefits QR 7,460,000 Total QR 53,405,000 Policy on promotion Commercialbank is committed to fostering the ongoing education, professional and personal development and career advancement of its employees. We recognise that, in the course of meeting objectives, the duties and functions of our employees may change in complexity and responsibility and promotions are attributable to increased responsibility levels but subject to exceptional past performance. The added benefits of a promotion serve as an incentive for better work performance, enhance morale and create a sense of individual achievement and recognition. A promotion may occur through: 1. a reclassification of an employee’s existing position as a result of the employee performing duties at a higher degree of responsibility and complexity than the current classification calls for; or 2. the filling of a higher level vacancy; Commercialbank first looks internally for suitable candidates to fill a vacancy and no external advertisement of the vacancy is run unless and until exhausting all internal recruitment avenues. Eligibility 27 Employees of Commercialbank need only satisfy the qualifications as specified in the job description for the vacant position, and not the qualities, skills or knowledge of the incumbent and are eligible for promotion: 1. pursuant to successful completion of the probationary period specified by the conditions of employment; 2. pursuant to exceptional semi-annual and annual performance appraisals; and 3. regardless of age, gender, race, colour, nationality or religion. Ownership structure In accordance with Article 7 of Commercialbank’s Articles of Association, no person (whether natural or juridical) shall own at any time more than 5% of the total shares in Commercialbank by any means other than inheritance, with the exception of (i) Qatar Investment Authority, and (ii) a custodian or depository bank holding shares in respect of an offering of Global Depositary Receipts. As at 15 March 2009, 86.23% of the total shares in Commercialbank are held by Qatari nationals (whether individuals or entities) and 13.77% of the total shares in Commercialbank are held by foreign investors. Penalties, fines or punishments imposed on Commercialbank by Regulatory Authorities Fines aggregating QAR 377,000 were imposed on Commercialbank in 2008 by Qatar Central Bank in respect of breaches of Central Bank Regulations. Material issues regarding Commercialbank employees and stakeholders There are no material issues regarding Commercialbank’s employees and stakeholders to be disclosed in this report. H.E Abdullah bin Khalifa Al Attiyah - Chairman, Mr Hussain Alfardan- Managing Director, Mr Jassim Mohammad Jabor Al Mosallam - Director and Mr Andrew C. Stevens - Group CEO, recognizing long service awards recipients at the the Annual Staff Party. Corporate social responsibility policy Health and Safety Commercialbank, as a responsible corporate citizen, recognises its social responsibilities. Conduct our business with high regard for the health and safety of our employees, contractors and the communities including following local and best practice health and safety guidelines and standards. Commerce + Conscience + Compassion = Corporate Social Responsibility. The Bank is committed to promoting sustainable development, protection and conservation of human life, health, natural resources and the environment and adding value to the communities in which we operate and recognise the importance of both financial and non-financial performance in efforts to maintain long-term, sustainable performance. Corporate Social Responsibility involves assessing the ways that our actions and operations may potentially impact others. Commercialbank’s approach to Corporate Social Responsibility is rooted in our core values which shape the way we do business. Commercialbank’s core values are: Environmental Stewardship Operate in a safe and environmentally responsible manner and minimise the impact of our operations on the environment, including by reducing waste. 2. What we invest in Community Development Sustainable programmes to improve quality of life in the communities in which we live and operate. Education and Training 1. How we behave Programmes and learning opportunities to develop a skilled, competitive workforce. Stakeholder Engagement Corporate Citizenship Establish relationships with stakeholders, including communities and Commercialbank stakeholders, to solicit their input and involvement on critical issues. Support (financial or otherwise) of philanthropic, social development, volunteer programs; community service projects; humanitarian works; arts; and sports. Corporate governance 28 3. What we influence and promote Environmental policy Health policy Human Rights Commercialbank believes that it is good business practice and our duty to protect the natural resources of the communities we serve and we are committed to environmental management and to ensuring that no harm should come to the environment through performance of our operations. Commercialbank, recognising that good health and safety management has positive benefits to an organisation, is committed to providing and maintaining a healthy, safe and secure working environment for all our employees. Respect and protection of fundamental human and worker rights, including ensuring a discrimination-free work environment; equal opportunities; no racism of any form; no harassment of any form; regulated working hours and paid holidays; fair compensation and the principal of ‘equal pay for equal work’ for men and women. Rule of Law Respect local laws and promotion of the principles of justice, fairness and equality. Transparency Promote openness in all business dealings. High Performance High performance team culture and a collaborative, supportive work environment where employees are encouraged to reach their full professional potential. 4. What we believe in Code of Business Conduct Conducting our business honestly and with integrity, maintaining ethical behavior in all our operations, including fighting all forms of corruption. Enforcing strict principles of corporate governance and supporting transparency in all our operations. In keeping with our beliefs and commitments, Commercialbank endeavours to ensure that all management and staff of Commercialbank comply with our environmental policies, including: 1. conducting our business in an environmentally responsible manner; 2. complying with all applicable environmental laws and regulations; 3. making environmental concerns an integral part of the planning and decision making process; 4. controlling environmental impacts and the prevention or minimization of pollution, including operating a paperless environment; 5. educating management and staff to be accountable for environmental stewardship; 6. promoting the efficient use of resources and reducing (and where possible eliminating) waste through recycling and pursuing opportunities to reuse waste; 7. ensuring the proper handling and disposal of all waste; 8. assessing the environmental condition of property interests acquired by Commercialbank and appropriately addressing the environmental impacts caused by these properties; 9. supporting research and development of programmes and technologies aimed at minimizing the environmental impacts of company operations; and 10.notifying the Board of Directors of any pertinent environmental issues. Commercialbank is committed to: 1. ensuring the health, safety, security and welfare of all our employees whilst at work; 2. ensuring that visitors to our premises are not exposed to risks of their health and safety; 3. identifying hazards, assessing risks and managing those risks; 4. maintaining arrangements for ensuring the safe use, handling, storage and transport of articles and substances; and 5. encouraging the development and maintenance of a positive attitude towards health and safety throughout Commercialbank. Pursuant to this, Commercialbank has in place a comprehensive Fire Health and Safety policy and provides extensive Medical Insurance through an internationally recognized insurance provider for the benefit of all (permanent) staff. Report of the Auditors Independent Auditors’ Report to the Shareholders of The Commercial Bank of Qatar (Q.S.C.) Report on the Consolidated Financial Statements We have audited the accompanying consolidated financial statements of The Commercial Bank of Qatar (Q.S.C.) (the “Bank”) and its subsidiaries (the “Group”), which comprise the consolidated balance sheet as at 31 December 2008, and the consolidated statement of income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes. The consolidated financial statements of the Group for the year ended 31 December 2007 were audited by another auditor, whose report dated 12 February 2008, expressed an unqualified audit opinion on those statements. Director’s Responsibility for the Financial Statements Directors are responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards and the applicable provisions of Qatar Central Bank regulations. This responsibility includes: designing, implementing and maintaining internal controls relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditor’s Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group as of 31 December 2008, and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards and the applicable provisions of Qatar Central Bank regulations. Report on Other Legal and Regulatory Requirements We have obtained all the information and explanations which we considered necessary for the purpose of our audit. We further confirm that the financial information included in the Annual Report of the Board of Directors is in agreement with the books and records of the Group and that we are not aware of any contravention by the Bank of its Articles of Association, the applicable provisions of Qatar Central Bank Law No.33 of 2006 and amendments thereto and of the Qatar Commercial Companies Law No. 5 of 2002 during the financial year that would materially affect its activities or its financial position as at 31 December 2008. Firas Qoussous Ernst & Young Qatar Auditors’ Registry No. 236 20 January 2009 Doha State of Qatar 29 Shari’ah Supervisory Board Report 30 Al Safa Islamic Banking The Commercial Bank of Qatar (Q.S.C.) For the period ending 31 December 2008. To the Shareholder of Al Safa Islamic Banking – (CBQ) As per the approved Shari’ah mandate agreed with the management of Al Safa Islamic Banking, we are required to report the following: We have reviewed the principles followed and contracts related to transactions and activities undertaken by Al Safa Islamic Banking - CBQ (the Bank), during the period on which we carried out the necessary review in order to express an opinion as to whether the Bank has undertaken its activities in accordance with Islamic Shari’ah principle and specific Fatwas, resolutions and guidelines issued by us. Abdul Aziz Al Khulaifi SSB Chairman It is the responsibility of the Bank’s management to ensure that the Bank operates in accordance with the rules and principles of Islamic Shari’ah. Our responsibility is restricted to expressing an independent opinion based on our review of the Bank’s operations and to report our opinion to you. Our review included examination of the documentation and procedures adopted by the Bank on a sample basis that covered all types of the Bank’s transactions. Through the Executive Committee of the Shari’ah Supervisory Board, we have planned and executed our review in a manner that allowed us to obtain all information and explanations that we deemed necessary to provide us with sufficient evidential matter giving reasonable assurance that the Bank did not violate any of the rules or principles of Islamic Shari’ah. Dr. Mohamed Ali Elgari SSB Member In our opinion: A. The contracts, operations executed by the Bank during the period ended 31 December 2008 that were reviewed, were carried out in accordance with the rules and principles of Islamic Shari’ah, and appropriate steps have been taken to address any reservations in their regards. B. The distribution of profits and losses on the saving and investments accounts complies with the basis approved by us in accordance with the Islamic Shari’ah principles. C. Since the management of the Bank is not authorized to pay Zakat directly, the responsibility of paying Zakat is that of the Shareholders. We ask Almighty Allah, Most Gracious, to grant us guidance and righteousness. The Commercial Bank of Qatar (Q.S.C.) Financial Statements 2008 The Commercial Bank of Qatar (Q.S.C.) Consolidated Balance Sheet As at 31 December 2008 32 ASSETS Figures in thousand Qatar Riyals Notes 2008 2007 Cash and balances with central bank 6 3,015,283 2,248,858 Due from banks and financial institutions 7 14,315,648 9,019,483 Loans, advances and financing activities for customers 8 33,897,513 25,021,487 Financial investments 9 4,774,963 4,664,672 Investments in associates 10 3,641,486 3,329,900 Property and equipment 11 1,136,073 721,393 Other assets 12 520,785 391,486 61,301,751 45,397,279 Due to banks and financial institutions 13 10,922,869 4,907,743 Customer deposits 14 29,337,943 24,656,692 Borrowing under repurchase agreements 781,226 - Other borrowed funds 15 6,096,091 7,623,105 Other liabilities 16 1,337,246 872,900 Total liabilities excluding unrestricted investment accounts 48,475,375 38,060,440 17 2,847,931 1,109,022 Total liabilities including unrestricted investment accounts 51,323,306 39,169,462 Total assets LIABILITIES Unrestricted investment accounts EQUITY Share capital 18 2,062,053 1,401,579 Legal reserve 18 5,923,731 2,915,602 General reserve 18 26,500 26,500 Cumulative changes in fair value 18 (442,857) 188,426 Risk reserve 18 638,300 346,300 Other reserves 18 325,933 171,903 Proposed dividend 18 1,443,437 560,632 Proposed bonus shares 18 - 420,474 Retained earnings 1,348 196,401 Total equity 9,978,445 6,227,817 61,301,751 45,397,279 Total liabilities and equity The consolidated financial statements have been approved by the board of directors and signed on their behalf by the following on 20 January 2009. HE Abdullah bin Khalifa Al Attiyah Mr. Hussain Ibrahim Alfardan Mr. A C Stevens Chairman Managing Director Group Chief Executive Officer The attached notes 1 to 34 form part of these consolidated financial statements. The Commercial Bank of Qatar (Q.S.C.) Consolidated Statement of Income Year ended 31 December 2008 Figures in thousand Qatar Riyals Notes 2008 2007 Interest income 19 2,692,416 2,244,106 Interest expense 20 (1,474,808) (1,368,079) Net interest income 1,217,608 876,027 21 180,896 83,664 Less unrestricted investment account holders’ share of profit (106,413) (30,625) 74,483 53,039 Income from Islamic financing and investment activities Net income from Islamic financing and investment activities 22 1,040,015 733,275 Fee and commission expense (96,564) (67,058) Net fee and commission income 943,451 666,217 Dividend income 39,108 38,943 Fee and commission income Net gains from dealing in foreign currencies 23 130,925 83,754 Profit from financial investments 24 276,030 205,772 Other operating income 25 87,024 18,860 533,087 347,329 2,768,629 1,942,612 General and administrative expenses 26 (682,137) (487,925) Depreciation 11 (67,973) (52,492) Recoveries of impairment losses on loans to financial institutions, net 2,466 2,240 Net operating income 8 (61,278) (50,274) Impairment losses on financial investments (464,850) (85,904) Impairment losses on loans and advances to customers, net Impairment losses on other assets - (11,034) Total operating expenses and impairment losses (1,273,772) (685,389) Profit before share of associates’ result 1,494,857 1,257,223 10 207,585 133,492 Net profit for the year 1,702,442 1,390,715 27 8.76 7.63 Share of result of associates Basic/diluted earnings per share (QAR) The attached notes 1 to 34 form part of these consolidated financial statements. 33 The Commercial Bank of Qatar (Q.S.C.) Consolidated Statement of Changes in Equity 31 December 2008 34 Balance at 1 January 2007 Share Capital Legal Reserve 1,401,579 2,915,499 Net movement in fair value reserve - - Share of changes recognised directly in Associates’ equity - - Adjustment for exchange rate fluctuations - - Total income and expense for the year directly recognised in equity - - Net profit for the year - - Total income and expense for the year - - Dividend received from associates for 2006 transferred to retained earnings - - Statutory reserve for Global Card Services - 103 Share of result of associates - - Risk reserve as per QCB regulation - - Dividends for the year 2006 - - Proposed cash dividend - - Proposed bonus shares - - 1,401,579 2,915,602 Net movement in fair value reserve - - Contribution for social responsibilities - - Share of changes recognised directly in Associates’ equity - - Adjustment for exchange rate fluctuations - - Total income and expense for the year directly recognised in equity - - Net profit for the year - - Total income and expense for the year - - Dividend received from associates for 2007 transferred to retained earnings - - Statutory reserve for Global Card Services - 28 Share of result of associates - - Risk reserve as per QCB regulation - - Balance at 31 December 2007 Dividend for the year 2007 - - Bonus share for the year 2007 420,474 - Increase in share capital (note 18) 240,000 - Increase in legal reserve (note 18) - 3,008,101 Proposed cash dividend - Balance at 31 December 2008 The attached notes 1 to 34 form part of these consolidated financial statements. 2,062,053 5,923,731 Figures in thousand Qatar Riyals Retained Earnings General Reserve Cumulative changes in Fair Value Risk Reserve Other Reserves Proposed Dividend Proposed Bonus Shares Other Total 26,500 1,624 176,200 84,549 981,106 - 44,349 5,631,406 - 128,792 - - - - - 128,792 - 57,956 - - - - - 57,956 - 54 - - - - - 54 - 186,802 - - - - - 186,802 - - - - - - 1,390,715 1,390,715 - 186,802 - - - - 1,390,715 1,577,517 - - - (46,138) - - 46,138 - - - - - - - (103) - - - - 133,492 - - (133,492) - - - 170,100 - - - (170,100) - - - - - (981,106) - - (981,106) - - - - 560,632 - (560,632) - - - - - - 420,474 (420,474) - 26,500 188,426 346,300 171,903 560,632 420,474 196,401 6,227,817 - (531,877) - - - - (531,877) - - - - - (8,000) (8,000) - (99,366) - - - - - (99,366) - (40) - - - - - (40) - (631,283) - - - - (8,000) (639,283) - - - - - - 1,702,442 1,702,442 - (631,283) - - - - 1,694,442 1,063,159 - - - (53,555) - - 53,555 - - - - - - - (28) - - - - 207,585 - - (207,585) - - - 292,000 - - - (292,000) - - - - - (560,632) - - (560,632) - - - - - (420,474) - - - - - - - - - 240,000 - - - - - - - 3,008,101 - - - - 1,443,437 (1,443,437) - 26,500 (442,857) 638,300 325,933 1,348 9,978,445 1,443,437 - 35 The Commercial Bank of Qatar (Q.S.C.) Consolidated Statement of Cash Flows Year ended 31 December 2008 36 Figures in thousand Qatar Riyals Notes 2008 2007 Net profit for the year 1,702,442 1,390,715 52,492 Cash flows from operating activities Adjustments for: 67,973 15 9,048 6,613 Impairment losses on loans and advances, net 58,812 48,034 Impairment losses on financial investments 464,850 85,904 Impairment losses on other assets - 11,034 Depreciation Amortization of transaction cost Profit from sale of assets (9,792) - 10 (207,585) (133,492) Share of results of associates Profit from financial investments (276,030) (205,772) Profit before changes in operating assets and liabilities 1,809,718 1,255,528 Net (increase) decrease in operating assets (417,604) (672,605) Loans, advances and financing activities for customers (8,947,763) (7,709,773) Other assets (133,749) (69,266) 731,226 (314,000) 8,587,457 Due from banks and financial institutions Net increase (decrease) in operating liabilities Due to banks and financial institutions Customers’ deposits 6,420,160 Other liabilities 457,709 154,836 Net cash (used in) from operating activities (80,303) 1,232,177 (1,972,513) (1,844,980) Investment in associates (284,920) (1,899,882) Cash flows from investing activities Purchase of financial investments Dividends received from associate 82,646 46,138 Proceeds from sale of financial investments 1,141,472 1,738,862 (216,073) 11 (482,893) Proceeds from sale of assets 26,960 - Net cash used in investing activities (1,489,248) (2,175,935) Purchase of property and equipment Cash flows from financing activities Proceeds from other borrowed funds 15 1,375,938 5,264,404 Repayment of other borrowed funds 15 (2,912,000) (1,783,600) Net proceeds from issue of shares 18 3,248,101 - Dividends paid (560,632) (981,106) Net cash from financing activities 1,151,407 2,499,698 1,555,940 Net (decrease) increase in cash and cash equivalents during the year (418,144) Effects of foreign exchange fluctuation 40 54 Cash and cash equivalents at 1 January 32 4,687,272 3,131,278 Cash and cash equivalents at 31 December 32 4,269,168 4,687,272 The attached notes 1 to 34 form part of these consolidated financial statements. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements 31 December 2008 1. CORPORATE INFORMATION The Commercial Bank of Qatar (Q.S.C.)(“the Bank”) was incorporated in the State of Qatar in 1975 as a public shareholding company under Emiri Decree No.73 of 1974. The Bank and its subsidiaries (together the “Group”) are engaged in conventional commercial banking, Islamic banking services and credit card business and operates through its Head Office and branches established in the State of Qatar. The Bank also acts as a holding company for its subsidiaries engaged in credit card business in the Sultanate of Oman and Egypt. 2. SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis of preparation The consolidated financial statements have been prepared on historical cost basis, except for available-for-sale investments, derivative financial instruments and financial assets held at fair value through profit or loss, that have been measured at fair value. The consolidated financial statements are presented in Qatar Riyals (QAR), and all values are rounded to the nearest QAR thousand except when otherwise indicated. Statement of compliance The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and the applicable provisions of Qatar Central Bank regulations. Basis of consolidation The consolidated financial statements comprise the financial statements of the Group as at and for the year ended 31 December each year. The financial statements of the subsidiaries are prepared for the same reporting year as the Bank, using consistent accounting policies. All intra-group balances, transactions, income and expenses and profits and losses resulting from intra-group transactions are eliminated in full on consolidation. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the date of acquisition or up to the date of disposal, as appropriate. The consolidated financial statements of the Group include the financial statements of the Bank and its subsidiaries (listed below) fully owned by the Bank: Name of subsidiaries Country of Incorporation Share Capital Orient 1 Limited Bermuda US$ 20,000,000 Diners Club Services Egypt SAE Egypt LE 3,700,000 Global Card Services LLC Sultanate of Oman OMR 500,000 2.2 Changes in accounting policies and disclosures The accounting policies adopted are consistent with those of the previous financial year. IASB Standards and interpretations issued but not adopted The following IASB standards and interpretations have been issued but are not yet mandatory, and have not been early adopted by the Group: IFRS 2 Share-based Payment (Revised) effective 1 January 2009 IFRS 8 Operating Segments effective 1 January 2009 IAS 23 Borrowing Costs (Revised) effective 1 January 2009 IAS 1 Presentation of Financial Statements (Revised) effective 1 January 2009 The application of the above standards and interpretations is not expected to have a material impact on the consolidated financial statements of the Group. 37 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 38 2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.3 Summary of significant accounting policies Investment in Associates The Group’s investment in its associates is accounted for using the equity method of accounting. An associate is an entity in which the Group has significant influence but not control. Under the equity method, the investment in the associates is carried in the balance sheet at cost plus post acquisition changes in the Group’s share of net assets of the associate. Goodwill relating to the associate is included in the carrying amount of the investment and is not amortised or separately tested for impairment. The income statement reflects the share of the results of operations of the associate. Where there has been a change recognised directly in the equity of the associate, the Group recognises its share of any changes and discloses this, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the associate are eliminated to the extent of the interest in the associate. The financial statements of the associates are prepared for the same reporting period as the parent company. Where necessary, adjustments are made to bring the accounting policies in line with those of the Group. After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on the Group’s investment in its associates. The Group determines at each balance sheet date whether there is any objective evidence that the investment in the associate is impaired. If this is the case the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognises the amount in the income statement. Segment reporting A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns different from those of segments operating in other economic environments. Foreign currency translation (a) Functional and presentation currency The consolidated financial statements are presented in Qatar Riyals, which is Group’s functional and presentation currency. Each entity in the group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. (b) Transactions and balances Transactions in foreign currencies are initially recorded in the functional currency rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency rate of exchange ruling at the balance sheet date. All differences are taken to the income statement. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. The gain and losses on revaluation of foreign currency non-monetary available-for-sale investments are recognised in equity. (c) Group companies As at the reporting date, the assets and liabilities of subsidiaries are translated into the Group’s presentation currency at the rate of exchange ruling at the balance sheet date, and their income statements are translated at the weighted average exchange rates for the year. Exchange differences arising on translation are taken directly to a separate component of equity. On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that particular foreign operation is recognised in the income statement. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 2. SIGNIFICANT ACCOUNTING POLICIES (continued) Financial Instruments – initial recognition and subsequent measurement The Group classifies its financial assets in the following categories: financial assets at fair value through profit or loss; loans and receivables; held-tomaturity investments; and available-for-sale financial assets. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its investments at initial recognition. (a) Financial assets at fair value through profit or loss (“FVPL”) This category has two sub-categories: financial assets held for trading, and those designated at fair value through profit or loss at inception. A financial asset is classified as held for trading (“HFT”) if it is acquired or incurred principally for the purpose of selling or repurchasing in the near term or if it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking. These investments are subsequently re-measured at fair value, and all related unrealized gains and losses are included in the income statement. Derivatives are also categorised as held for trading unless they are designated as hedging instruments. (b) Loans and receivables (“LaR”) Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market, other than: (a) those that the entity intends to sell immediately or in the short term, which are classified as held for trading, and those that the entity upon initial recognition designates as at fair value through profit or loss; (b) those that the entity upon initial recognition designates as available for sale; or (c) those for which the holder may not recover substantially all of its initial investment, other than because of credit deterioration. (c) Held-to-maturity financial assets (“HTM”) Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Group’s management has the positive intention and ability to hold to maturity. If the Group were to sell other than an insignificant amount of held-tomaturity assets, the entire category would be reclassified as available for sale. (d) Available-for-sale financial assets (“AFS”) Available-for-sale investments are those intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates, exchange rates or equity prices. Regular purchases and sales of financial assets at fair value through profit or loss, held to maturity and available-for-sale are recognised at the trade date. Financial assets are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets carried at fair value through profit and loss are initially recognised at fair value, and transaction costs are expensed in the income statement. Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables and held-to-maturity investments are carried at amortised cost using the effective interest method. Islamic financing such as Murabaha, Ijara and Musawama are stated at their gross principal amount less any amount received, provision for impairment and unearned profit. Gains and losses arising from changes in the fair value of the ‘financial assets at fair value through profit or loss’ category are included in the income statement in the period in which they arise. Gains and losses arising from changes in the fair value of available-for-sale financial assets are recognised directly in equity, until the financial asset is derecognised or impaired. At this time, the cumulative gain or loss previously recognised in equity is recognised in income statement. However, interest or profit calculated using the effective interest method and foreign currency gains and losses on monetary assets classified as available- for-sale are recognised in the income statement. Derecognition of financial assets and financial liabilities Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or where the Group has transferred substantially all risks and rewards of ownership. Financial liabilities are derecognised when they are extinguished – that is, when the obligation is discharged, cancelled or expires. 39 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 40 2. SIGNIFICANT ACCOUNTING POLICIES (continued) Fair values The fair values of quoted investments in active markets are based on current bid prices. If there is no active market for a financial asset, the Group establishes fair value using valuation techniques. These include the use of recent arm’s length transactions, discounted cash flow analysis, option pricing models and other valuation techniques commonly used by market participants. Offsetting financial instruments Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle the liability simultaneously. Derivative financial instruments Derivatives are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at their fair value. Fair values are obtained from quoted market prices in active markets, including recent market transactions, and valuation techniques, including discounted cash flow models and options pricing models, as appropriate. All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative. The Group’s derivatives trading instruments includes forward contracts, foreign exchange swaps and interest rate swaps. The Group sells these derivatives to customers in order to enable them to transfer, modify or reduce current and future risks. These derivative instruments are fair valued as at the balance sheet date and the corresponding fair value changes is taken to the statement of income. Repurchase agreements Securities sold under agreements to repurchase at a specified future date (‘repos’) are not derecognised from the balance sheet. The corresponding cash received, including accrued interest, is recognised on the balance sheet as ‘Borrowings under repurchase agreements’, reflecting its economic substance as a loan to the Group. The differences between the sale and repurchase prices are treated as interest expense and are accrued over the life of the agreement using the effective interest rate method. Revenue recognition Interest income and expense Interest income and expense for all interest-bearing financial instruments, except for those classified as held for trading or designated at fair value through profit or loss, are recognised within ‘interest income’ and ‘interest expense’ in the income statement using the effective interest method. Income from financing and investment contracts under Islamic banking principles are recognised within ‘income from Islamic finance and investment activities’ in the income statement using a method that is analogous to the effective ‘yield’ rate. Once a financial asset or a group of similar financial assets has been written down as a result of an impairment loss, interest income is recognised using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. Fees and commission income Fees and commissions are generally recognised on an accrual basis when the service has been provided. Loan commitment fees for loans that are likely to be drawn down are deferred (together with related direct costs) and recognised as an adjustment to the effective interest rate on the loan. Loan syndication fees are recognised as revenue when the syndication has been completed and the Group has retained no part of the loan package for itself or has retained a part at the same effective interest rate as the other participants. Portfolio and other management advisory and service fees are recognised based on the applicable service contracts, usually on a time-proportion basis. Asset management fees related to investment funds are recognised rateably over the period in which the service is provided. Performance linked fees or fee components are recognised when the performance criteria are fulfilled. Dividend income Dividends are recognised in the income statement when the entity’s right to receive payment is established. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 2. SIGNIFICANT ACCOUNTING POLICIES (continued) Impairment of financial assets (a) Financial assets carried at amortised cost The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. The criteria that the Group uses to determine that there is objective evidence of an impairment loss include: • Delinquency in contractual payments of principal or interest; • Cash flow difficulties experienced by the borrower; • Breach of loan covenants or conditions; • Initiation of bankruptcy proceedings; • Deterioration of the borrower’s competitive position; • Deterioration in the value of collateral; and • Downgrading below investment grade level. The estimated period between a loss occurring and its identification is determined by local management for each identified portfolio. In general, the periods used vary between three months and 12 months; in exceptional cases, longer periods are warranted. The Group first assesses whether objective evidence of impairment exists individually for financial assets that are significant, and individually or collectively for financial assets that are not significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment. The amount of loan loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. The resulting provision is not materially different from that resulting from the application of the Qatar Central Bank guidelines.The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the income statement. If a loan or heldto-maturity investment has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. As a practical expedient, the Group may measure impairment on the basis of an instrument’s fair value using an observable market price. The calculation of the present value of the estimated future cash flows of a collateralised financial asset reflects the cash flows that may result from foreclosure less costs for obtaining and selling the collateral, whether or not foreclosure is probable. For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics. Those characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the debtors’ ability to pay all amounts due according to the contractual terms of the assets being evaluated. Future cash flows in a group of financial assets that are collectively evaluated for impairment are estimated on the basis of the contractual cash flows of the assets in the Group and historical loss experience for assets with credit risk characteristics similar to those in the Group. Historical loss experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based and to remove the effects of conditions in the historical period that do not currently exist. When a loan is uncollectible, it is written off against the related provision for loan impairment. Such loans are written off after all the necessary procedures have been completed and the amount of the loss has been determined. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed by adjusting the allowance account. The amount of the reversal is recognised in the income statement in impairment charge for loans and advances. 41 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 42 2. SIGNIFICANT ACCOUNTING POLICIES (continued) (b) Financial assets classified as available-for-sale The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity investments classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is considered in determining whether the assets are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in income statement is removed from equity and recognised in the income statement. Impairment losses recognised in the income statement on equity instruments are not reversed through the income statement. 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 recognised in income statement, the impairment loss is reversed through the income statement. (c) Renegotiated loans Renegotiated loans that are either subject to collective impairment assessment or individually significant and whose terms have been renegotiated are no longer considered to be past due but are treated as new loans. In subsequent years, the asset is considered to be past due and disclosed only if renegotiated. Intangible Assets (a) Intangible assets identified during acquisitions Intangible assets identified upon acquisition of subsidiaries or associated companies are included at fair value and amortised over the useful life of the intangible assets. (b) Franchise rights Franchise rights have a finite useful life and are carried at cost less accumulated amortisation and impairment if any. Amortisation is calculated using the straight-line method to allocate the cost of franchise over the franchise period. The Group annually carries out impairment tests on the carrying value of the franchise rights. Property and equipment Land and buildings comprise mainly branches and offices. All property and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Subsequent costs are included in the asset’s carrying amount or are recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to other operating expenses during the financial period in which they are incurred. Land is not depreciated. Depreciation of other assets is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives, as follows: • Buildings • Furniture and equipment • Motor vehicles The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. The recoverable amount is the higher of the asset’s fair value less costs to sell and value in use. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in other operating income/expenses in the income statement. 20 years, 3 - 8 years, 5 years. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 2. SIGNIFICANT ACCOUNTING POLICIES (continued) Properties acquired against settlement of customers’ debts Properties acquired against settlement of customers’ debts are stated in the Bank’s balance sheet under the item “Other assets” at their acquisition value net of any required provision for impairment. According to Qatar Central Bank instructions, the Bank should dispose of any land and properties acquired against settlement of debts within a period not exceeding three years from the date of acquisition although this period can be extended after obtaining approval from Qatar Central Bank. Impairment of non-financial assets Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date. Cash and cash equivalents For the purposes of the cash flow statement, cash and cash equivalents comprise balances maturing within three months’ from the date of acquisition, including cash and non-restricted balances with Qatar Central Bank. Provisions Provisions for legal claims are recognised when the Group has a present legal or constructive obligation as a result of past events; it is more likely than not that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. The Group creates provisions charging the income statement for any potential claim or for any expected impairment of assets, taking into consideration the value of the potential claim or expected impairment and its likelihood. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense. Financial guarantee contracts Financial guarantee contracts are contracts that require the issuer to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payments when due, in accordance with the terms of a debt instrument. Such financial guarantees are given to banks, financial institutions and other bodies on behalf of customers to secure loans, overdrafts and other banking facilities. Financial guarantees are initially recognised in the financial statements at fair value on the date the guarantee was given. Subsequent to initial recognition, the Group’s liabilities under such guarantees are measured at the higher of the initial measurement, less amortisation calculated to recognise in the income statement the fee income earned on a straight line basis over the life of the guarantee and the best estimate of the expenditure required to settle any financial obligation arising at the balance sheet date. These estimates are determined based on experience of similar transactions and history of past losses, supplemented by the judgment of Management. Any increase in the liability relating to guarantees is taken to the income statement. Employee benefits The Group makes provision for end of service benefits payable to employees on the basis of the individual’s period of service at the year-end in accordance with the employment policy of the Group and the provisions in Qatar Labour Law. This provision is included in other provisions as part of other liabilities in the balance sheet. The expected costs of these benefits are accrued over the period of employment. Also the Group provides for its contribution to the retirement fund for Qatari employees in accordance with the retirement law, and includes the resulting charge within the personnel cost under the general administration expenses in the statement of income. 43 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 44 Borrowings Borrowings are recognised initially at fair value, (being their issue proceeds net of transaction costs incurred). Borrowings are subsequently stated at amortised cost; any difference between proceeds net of transaction costs and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest method. Fiduciary activities The Group acts as fund manager and in other fiduciary capacities that result in the holding or placing of assets on behalf of individuals, corporates and other institutions. These assets and income arising thereon are excluded from these financial statements, as they are not assets of the Group. Off-balance sheet Off-balance sheet items include Group’s obligations with respect to foreign exchange forwards, interest rates agreements and others. These do not constitute actual assets or liabilities at the balance sheet date except for assets and obligations relating to fair value gain or loss on derivatives. 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT 3.1 Financial instruments Definition and classification Financial instruments comprise the Group’s financial assets and liabilities. Financial assets include cash balances and balances with Central bank, due from banks and financial institutions, loans and advances, financial investments and financial liabilities include customer deposits, borrowings under repurchase agreements and due to banks and other financial institutions and other borrowed funds. Financial instruments also include rights and commitments included in off- balance sheet items. Note 2 describes the accounting policies followed by the Group in respect of recognition and measurement of the key financial instruments and their related income and expense. Risk management The Group derives its revenue from assuming and managing customer risk for profit. Through a robust governance structure, risk and return are evaluated to produce sustainable revenue, to reduce earnings volatility and increase shareholder value. The most important types of risk are credit risk, liquidity risk, market risk and other operational risk. Credit risk reflects the possible inability of a customer to meet his/her repayment or delivery obligations. Market risk, which also includes foreign currency, interest rate risks and other price risks, is the risk of fluctuation in asset and commodity values caused by changes in market prices and yields. Liquidity risk results in the inability to accommodate liability maturities and withdrawals, fund asset growth or otherwise meet contractual obligations at reasonable market rates. Operational risk is the potential for loss resulting from events involving people, processes, technology, legal issues, external events or execution or regulatory issues. The Group’s Market Risk and Structural Risk Management policies envisage the use of interest rate derivative contracts and foreign exchange derivative contracts as part of its asset and liability management process. Risk Committees The governance structure of the Group is headed by the Board of Directors. The Board of Directors evaluates risk utilising the Group Chief Executive Officer and the following Board and Management committees: 1. Audit and Risk Committee is a Board committee responsible for all aspects of Enterprise Risk Management including but not restricted to credit risk, market risk, and operational risk. This committee sets the policy on all risk issues and maintains oversight of all Group risks through the Commercialbank Risk Committee. 2. Policy and Strategy Committee is a Board committee which is responsible for all policies and strategies of the business. 3. Executive Committee is a Board committee responsible for evaluating and granting credit facilities and to approve the Group’s investment activities within authorized limits as per Qatar Central Bank and Board guidelines. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) Risk Committees (continued) 4. Credit Committee is the highest management level authority on all counterparty risk exposures product programmes, associated expenditure programmes thereunder and underwriting exposures on syndications and securities transactions. 5. Commercialbank Risk Committee is a management committee which is the highest management authority on all risk related issues at the Group and its subsidiaries and affiliates in which it has strategic investments. 6. Asset Liability Committee (ALCO) is a management committee which is a decision making body for developing policies relating to all asset and liability management (ALM) matters. 7. Shari’ah Supervisory Board is an independent committee comprising three renowned external Islamic Scholars and Specialists in Islamic banking, to ensure that the activities, products and transactions of the Islamic branches are in compliance with Islamic principles (Shari’ah). The Shari’ah Board discharge their responsibilities by conducting periodical audits. All new Islamic products require Shari’ah board pre-approval. 45 3.2 Credit Risk The Group takes on exposure to credit risk, which is the risk that counterparty will cause a financial loss for the Group by failing to discharge an obligation. Credit risk is the most important risk for the Group’s business; management therefore carefully manages its exposure to credit risk. Credit risk is attributed to both on-balance sheet financial instruments such as loans, overdrafts, debt securities and other bills, Islamic finances, investments, and acceptances and credit equivalent amounts related to off-balance sheet financial instruments. The Group’s approach to credit risk management preserves the independence and integrity of risk assessment, while being integrated into the business management processes. Policies and procedures, which are communicated throughout the organisation, guide the day-to-day management of credit exposure and remain an integral part of the business culture. The goal of credit risk management is to evaluate and manage credit risk in order to further enhance this strong credit culture. 3.2.1 Credit Risk Management (a) Loans and Advances The Group has significantly enhanced its loan mix. This improvement is being achieved through a strategy of reducing exposure to non-core client relationships while increasing the size of the consumer portfolio comprising of consumer loans, vehicle loans, credit cards and residential mortgages, which have historically recorded very low loss rates. In measuring credit risk of loan and advances to customers and to banks at a counterparty level, the Group reflects three components (i) the ‘probability of default’ by the client or counterparty on its contractual obligations; (ii) current exposures to the counterparty and its likely future development, from which the Group derive the ‘exposure at default’; and (iii) the likely recovery ratio on the defaulted obligations (the ‘loss given default’). (i) The Group assesses the probability of default of individual counterparties using internal rating tools tailored to the various categories of counterparty. They have been developed internally and combine statistical analysis with credit officer judgment and are validated, where appropriate, by comparison with externally available data. Clients of the Group are segmented based on a 10 point scale into five rating classes. The Group’s rating scale, which is shown below, reflects the range of default probabilities defined for each rating class. This means that, in principle, exposures migrate between classes as the assessment of their probability of default changes. The rating tools are kept under review and upgraded as necessary. The Group regularly validates the performance of the rating and their predictive power with regard to default events. Group’s rating Description of the grade External rating: Standard & Poor’s equivalent Grade A Low risk – excellent AAA, AA+, AA- A+, A- Grade B Standard/Satisfactory risk BBB+, BBB, BBB-, B+, BB, BB-, B+, B, B- Grade C Sub-standard – watch CCC to C Grade D Doubtful D Grade E Bad debts E Group’s internal ratings scale and mapping of external ratings The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 46 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) (a) Loans and Advances (continued) The ratings of the major rating agency shown in the table above are mapped to Group’s rating grades based on the long-term average default rates for each external grade. The Group uses the external ratings where available to benchmark internal credit risk assessment. Observed defaults per rating category vary year on year, especially over an economic cycle. (ii) Exposure at default is based on the amounts the Group expects to be owed at the time of default. For example, for a loan this is the face value. For a commitment, the Group includes any amount already drawn plus the further amount that may have been drawn by the time of default, should it occur. (iii) Loss given default or loss severity represents the Group’s expectation of the extent of loss on a claim should default occur. It is expressed as percentage loss per unit of exposure and typically varies by type of counterparty, type and seniority of claim and availability of collateral or other credit mitigation. (b) Debt securities and other bills For debt securities and other bills, external rating such as Standard & Poor’s rating or their equivalents are used by Group Treasury for managing of the credit risk exposures. The investments in those securities and bills are viewed as a way to gain a better credit quality mapping and maintain a readily available source to meet the funding requirement at the same time. 3.2.2 Risk limit control and mitigation policies (a) Portfolio Diversification Portfolio diversification is an overriding principle, therefore, the credit policies are structured to ensure that the Group is not over exposed to a given client, industry sector or geographic area. To avoid excessive losses if any single counter-party is unable to fulfil its payment obligations, large exposure limits have been established per credit policy. Limits are also in place to manage exposures to a particular country or sector. These risks are monitored on a revolving basis and subject to an annual or more frequent review, when considered necessary. (b) Collateral In order to proactively respond to credit deterioration the Group employs a range of policies and practices to mitigate credit risk. The most traditional of these is the taking of security for funds advances, which is common practice. The Group implements guidelines on the acceptability of specific classes of collateral or credit risk mitigation. The principal collateral types for loans and advances are: • • • Longer-term finance and lending to corporate entities are generally secured; revolving individual credit facilities are generally unsecured. In addition, in order to minimise the credit loss the Group will seek additional collateral from the counterparty as soon as impairment indicators are noticed for the relevant individual loans and advances. Collateral held as security for financial assets other than loans and advances is determined by the nature of the instrument. Debt securities, treasury and other eligible bills are generally unsecured, with the exception of asset-backed securities and similar instruments, which are secured by portfolios of financial instruments. Islamic banking division manages its credit risk exposure by ensuring that its customer’s meet the minimum credit standards as defined by the Credit Risk Management (CRM) process of the Group. Mortgages over residential properties; Charges over business assets such as premises, inventory and accounts receivable; Charges over financial instruments such as debt securities and equities. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 47 (c) Credit-related commitments The primary purpose of these instruments is to ensure that funds are available to a customer as required. Guarantees and standby letters of credit carry the same credit risk as loans. Documentary and commercial letters of credit – which are written undertakings by the Group on behalf of a customer authorising a third party to draw drafts on the Group up to a stipulated amount under specific terms and conditions – are collateralised by the underlying shipments of goods to which they relate and therefore carry less risk than a direct loan. 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. However, the likely amount of loss is less than the total unused commitments, as most commitments to extend credit are contingent upon customers maintaining specific credit standards. The Group monitors the term to maturity of credit commitments because longer-term commitments generally have a greater degree of credit risk than shorter-term commitments. 3.2.3 Maximum exposure to credit risk before collateral held or other credit enhancements The table below shows the maximum exposure to credit risk for the components of the balance sheet including derivatives.The maximum exposure is shown gross, before the effect of any mitigation through the use of any collateral held or other credit enhancements. Figures in thousand Qatar Riyals Credit risk exposures relating to on-balance sheet assets are as follows: Due from banks and financial institutions Loans, advances and financing for customers: Retail loans Commercial and Corporate loans 2008 2007 14,315,648 9,019,483 5,488,819 4,299,485 25,988,143 19,802,449 Islamic Finances 2,420,551 919,553 Financial investments 3,014,253 3,295,921 Other assets 418,300 319,735 On balance sheet total as at 31 December 51,645,714 37,656,626 Credit risk exposures relating to off-balance sheet items are as follows: Acceptances 2,388,401 3,113,752 Guarantees 14,488,472 13,109,009 Letters of Credit 5,335,915 3,975,836 Unutilised credit facilities granted to customers 5,653,694 2,890,846 Off balance sheet total as at 31 December 27,866,482 23,089,443 Total 79,512,196 60,746,069 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 48 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) Risk concentration for maximum exposure to credit risk by Sector An industry sector analysis of the group’s financial assets, before taking into account collateral held or other credit enhancements, is as follows: Figures in thousand Qatar Riyals 2008 Gross Maximum Exposure Funded Government 2,629,162 2,658,793 Government institutions & semi-government 3,246,072 2,707,411 Industry 1,245,591 547,900 Commercial 4,767,946 3,923,565 2007 Gross Maximum Exposure Financial and services 18,102,288 10,961,801 Contracting 3,404,813 2,396,691 Real estate 5,968,583 3,332,581 Consumption 7,092,719 6,259,683 Others sectors Total funded 5,188,540 4,868,201 51,645,714 37,656,626 Un-funded Government institutions & semi-government Financial 640,339 149,928 6,373,273 6,053,520 Industry and commercial 20,852,870 16,885,995 Total un-funded 27,866,482 23,089,443 Total 79,512,196 60,746,069 Total maximum exposure net of collateral is QAR 55 billion (2007: QAR 44 billion). The main types of collateral obtained are cash, mortgages, equity and debt securities, Government guarantees and other eligible securities. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 49 3.2.4 Credit quality of financial assets with credit risk exposure (a) The following table sets out the credit qualities of its loans and advances portfolio as per the Group’s internal ratings. Neither past due nor impaired Past due but not impaired 12,324,666 - 21,020,111 Impaired Gross Total 31 December 2008 Risk Grading A: Low risk - excellent B: Standard/satisfactory risk C: Sub-standard - watch - D: Doubtful - E: Bad debts Gross Less : allowance for impairment Net 31 December 2007 Figures in thousand Qatar Riyals - 12,324,666 201,562 - 21,221,673 147,705 - 147,705 200,602 - 200,602 289,592 289,592 33,344,777 - 549,869 - 289,592 34,184,238 - - 286,725 286,725 33,344,777 549,869 2,867 33,897,513 Risk Grading A: Low risk - excellent 11,454,372 8,445 - 11,462,817 B: Standard/satisfactory risk 13,247,559 122,059 - 13,369,618 C: Sub-standard - watch - 87,385 - 87,385 D: Doubtful - 95,193 - 95,193 E: Bad debts - - 208,749 208,749 Gross 24,701,931 313,082 208,749 25,223,762 - - 202,275 202,275 24,701,931 313,082 6,474 25,021,487 Less : allowance for impairment Net Due from banks and financial institutions b) Exposures to due from banks and financial institutions are either of Low Risk (grade A) or Standard risk (grade B). There are no past due or impaired balances in the portfolio as at 31 Dec 2008 (2007: QAR 3.7 million). The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 50 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 3.2.4 Credit quality of financial assets with credit risk exposure (continued) c) Financial investments Figures in thousand Qatar Riyals 2008 2007 Held to maturity 2,481,162 2,473,357 Available for sale 764,696 834,240 Less allowance for impairment Total (231,605) (11,676) 3,014,253 3,295,921 Exposures to held to maturity are mainly Qatari Government bonds. (d) Loans, advances and financing to customers which are past due but not impaired Loans and advances to customer less than 180 days past due are not considered impaired, unless other information is available to indicate the contrary. Gross amount of loans and advances by class to customers that were past due but not impaired were as follows: Figures in thousand Qatar Riyals Conventional Al Safa Islamic 2008 Total 2007 Total Past due upto 30 days 125,756 10,605 136,361 109,441 Past due 31 - 60 days 171,101 67 171,168 59,596 Past due 61 - 90 days 40,471 184 40,655 45,559 Past due 91 -180 days 164,278 37,407 201,685 98,486 Total 501,606 48,263 549,869 313,082 (e) Impaired loans, advances and financing to customer Impairment is identified by individual assessment of each loan as per local regulators’ regulations. The impaired loans and advances to customers before taking into consideration the cash flows from collateral held is QAR 290 million ( 2007: QAR 209 million). Breakdown of the gross amount of impaired loans by business segment are as follows: Figures in thousand Qatar Riyals 2008 Individually impaired loans - Conventional - Islamic (f) 286,457 2007 207,496 3,135 1,253 289,592 208,749 Loans and advances to customers renegotiated Restructuring activities include extended payment arrangements, approved external management plans, modification and deferral of payments. Following restructuring, a previously overdue customer account is reset to a normal status and managed together with other similar accounts. Restructuring policies and practices are based on indicators or criteria which, in the judgment of local management, indicate that payment will most likely continue. These policies are kept under continuous review. Renegotiated loans that would otherwise be past due or impaired totalled QAR 0.8 million (2007: QAR 1.6 million). The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 3.2.5 Repossessed collateral During 2008 the value of repossessed collateral is insignificant (2007: nil). 3.3 Market Risk The Group takes on exposure to market risks, which is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risks arise from open positions in interest rate, currency and equity products, all of which are exposed to general and specific market movements and changes in the level of volatility of market rates or prices such as interest rates, credit spreads, foreign exchange rates and equity prices. The Group separates exposures to market risk into trading portfolios. The Group’s proprietary investments are managed according to the Group’s internal investment policy, which has been approved by the Board of Directors and drafted in accordance with the Qatar Central Bank guidelines. The Group’s trading activities are conducted by Treasury and Investments Division. These activities are subject to business lines guidelines and policies. The Group employs several techniques to measure and control activities including sensitivity analysis and position limits. The maximum limit of the Group’s total proprietary investments (i.e. total of fair value through profit and loss, held to maturity and available for sale investment) portfolios is restricted to 70% of the Group’s capital and reserves (Tier 1 capital). However the individual limit for the held for trading investment portfolio is 10% of capital and reserves (Tier 1 capital) with a maximum permissible loss to carry for a single script and for whole trading portfolio at any given time. Investment policy is reviewed by the Board of Directors annually and day to day limits are independently monitored by the Risk Management department. Investment decisions are driven by the investment strategy, which is developed by business line under ALCO oversight and approved by the Board. 3.3.1 Market risk measurement techniques As part of the management of market risk, the Group undertakes various economic hedging strategies. The major measurement techniques used to measure and control market risk are outlined below. (a) Value at Risk The Group applies a ‘value at risk’ methodology “VaR” to its trading portfolios, to estimate the market risk of positions held and the maximum losses expected, based upon a number of assumptions for various changes in market conditions. The Board sets limits on the value of risk that may be accepted for the Group, which are monitored on a daily basis by the Group market risk division. Objectives, limitations and assumptions of VaR Methodology VaR is a statistically based estimate of the potential loss on the current portfolio from adverse market movements. It expresses the ‘maximum’ amount the Group might lose, but only at a certain level of confidence (99%). Therefore a specified statistical probability of 1% that actual loss could be greater than the VaR estimate. The VaR model assumes a certain ‘holding period’ until positions can be closed (1 day). The Group’s assessment of past movements is based on data for the past five years. The Group applies these historical daily changes in rates, prices, indices, etc. directly to its current positions – a method known as historical simulation. The use of this approach does not prevent losses outside of these limits in the event of more significant market movements. As VaR constitutes an integral part of the Group’s market risk control regime, VaR limits are established by the Board annually for all trading portfolio operations. Stress tests (b) Stress tests provide an indication of the potential size of losses that could arise in extreme conditions. The stress tests carried out by Group Market Risk include: risk factor stress testing, where stress movements are applied to each risk category; and ad hoc stress testing, which includes applying possible stress events to specific positions or regions – for example, the stress outcome to a region following a currency peg break. The results of the stress tests are reviewed by senior management in each business unit and by the Board of Directors. The stress testing is tailored to the business and typically uses scenario analysis. 51 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 52 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 3.3.2 VaR summary Group trading portfolio VaR by risk type 12 months to 31 December 2008 Average High Figures in thousand Qatar Riyals 12 months to 31 December 2007 Average High Low Low Foreign exchange risk 996 1,597 646 549 578 516 Interest rate risk 10,938 30,763 1,124 354 677 303 Equity risk 39,249 44,087 32,655 31,779 35,722 27,947 Total VaR 51,183 76,447 34,425 32,682 36,977 28,766 The increase in Interest Rate Risk VaR in 2008 as compared to 2007 mainly resulted from inclusion of Bonds in the VaR calculation amounted to QAR 328 million. The increase of VaR in 2008, especially in the Equity risk and Interest rate risk also influenced by the recent instability in the Global financial markets. As Qatar Riyals is pegged to US dollars, balances in US dollars is not considered to represent a significant risk. 3.3.3 Foreign exchange risk Foreign currency risk is the risk of loss that results from changes in foreign exchange rates. The Group’s exposure to foreign currency risk is limited and is strictly controlled by the market risk and structural risk management policies established by the Group which govern the maximum trading and exposure limits that are permitted. As at 31 December 2008 On -balance sheet Assets Liabilities Net currency position Off -balance sheet Credit commitments (Contingent liabilities) Qatar Riyals US Dollars Euro Figures in thousand Qatar Riyals Sterling Pounds Other Currencies Total 33,435,521 23,425,104 557,526 85,852 3,797,748 61,301,751 (33,533,239) (27,107,631) (538,377) (85,289) (37,215) (61,301,751) (97,718) (3,682,527) 19,149 563 3,760,533 14,973,212 9,988,713 1,952,685 38,946 912,926 - 27,866,482 As at 31 December 2007 On -balance sheet Assets Liabilities Net currency position Off -balance sheet Credit commitments (Contingent liabilities) 21,369,148 17,290,742 1,071,660 1,580,049 4,085,680 45,397,279 (21,737,724) (20,692,657) (1,072,673) (1,584,293) (309,932) (45,397,279) (368,576) (3,401,915) (1,013) (4,244) 3,775,748 - 9,440,902 11,281,037 1,755,465 55,959 556,080 23,089,443 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 53 3.3.4 Interest/Profit rate risk a) Interest rate risk Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Fair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates. The Group takes on exposure to the effects of fluctuations in the prevailing levels of market interest rates on both its fair value and cash flow risks. Interest margins may increase as a result of such changes but may reduce losses in the event that unexpected movements arise. The Board sets limits on the level of mismatch of interest rate repricing that may be undertaken, which is monitored daily by Group Treasury. The Asset Liability Management (“ALM”) process, managed through ALCO, is used to manage interest rate risk associated with non-trading financial instruments. Interest rate risk represents the most significant market risk exposure to the Group’s non-trading financial instruments. The Group’s goal is to manage interest rate sensitivity so that movements in interest rates do not adversely affect net interest income. Interest rate risk is measured as the potential volatility to the net interest rate income caused by changes in market interest rates. The Group typically manages the interest rate risk of its non-trading financial instruments by segmenting these assets and liabilities into two broad portfolios: non–discretionary and discretionary. The non-discretionary portfolio consists of the Group’s customer driven loans and deposit positions and securities required to support regulatory requirements. To manage the resulting interest rate sensitivity of the Group’s non-discretionary portfolio, the Group uses a discretionary portfolio of securities, long dated deposits, inter-bank takings and placements, and when warranted, derivatives. Strategically positioning the discretionary portfolio, the Group largely manages the interest rate sensitivity in the non-discretionary portfolio. b) Profit rate risk Profit rate risk (under Islamic banking) is the prospective risk of losing available higher earning opportunities due to locking of assets for long term at a fixed profit rate. Exposures to the profit rate risk of Islamic Assets are managed as follows: 1. 2. 3. The following table summarises the interest / profit rate sensitivity position at 31 December, by reference to the re-pricing period of the Group’s assets, liabilities and off- balance sheet exposures : For financing at fixed rate profit, a security margin to cover the expected future appreciation of profit rate is added to the deal profit rate. Longer tenor and high value transactions and deals are subject to periodical profit rate revisions. Financing in short term assets or include a profit rate revisionary clause in financing deal agreement. Upto 3 Months 3-12 Months Figures in thousand Qatar Riyals 1-5 Years Non-interest/ profit sensitive Total 3,015,283 As at 31 December 2008 Cash and balances with central bank - 2,015,283 Due from banks and financial institutions : - Conventional - Islamic - Conventional 1,000,000 - - - 12,542,108 222,040 350,300 - 13,114,448 1,201,200 - - - 1,201,200 Loans, advances and financing activities for customers : - - - 31,476,962 1,713,309 2,420,551 19,802,752 11,671,210 - Islamic 326,471 380,771 3,000 Financial investments 535,619 3,353,600 - 885,744 Investment in associates - - - 3,641,486 4,774,963 3,641,486 Property and equipment and other assets - - - 1,656,858 1,656,858 Total assets 35,408,150 15,627,621 2,066,609 8,199,371 61,301,751 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 54 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) b) Profit rate risk (continued) As at 31 December 2008 (continued) Due to banks and financial institutions Customer deposits Borrowing under repurchase agreement Other borrowed funds Upto 3 Months 3-12 Months Figures in thousand Qatar Riyals 1-5 Years 3,192,259 7,730,610 - 22,745,486 2,089,413 81,388 Non-interest/ profit sensitive Total - 10,922,869 4,421,656 29,337,943 - 781,226 - - 781,226 6,096,091 - - - 6,096,091 Other liabilities - - - 1,337,246 1,337,246 Unrestricted investment accounts - - - 2,847,931 2,847,931 Equity - - - 9,978,445 9,978,445 Total liabilities and equity 32,033,836 10,601,249 81,388 18,585,278 61,301,751 Interest rate sensitivity gap 3,374,314 5,026,372 1,985,221 (10,385,907) - Cumulative interest rate sensitivity gap 3,374,314 8,400,686 10,385,907 - - As at 31 December 2007 Cash and balances with central bank Due from banks and financial institutions : - Conventional - Islamic Loans, advances and financing activities for customers : - Conventional - Islamic Financial investments 708,000 - - 1,540,858 2,248,858 - 7,644,928 331,695 398,580 - 8,375,203 644,280 - - - 644,280 8,871,005 15,225,090 5,839 - 24,101,934 2,326 88,618 828,609 - 919,553 542,899 3,012,977 - 1,108,796 4,664,672 3,329,900 Investment in associates - - - 3,329,900 Property and equipment and Other assets - - - 1,112,879 1,112,879 Total assets 18,413,438 18,658,380 1,233,028 7,092,433 45,397,279 - 4,907,743 Due to banks and financial institutions Customer deposits 2,859,046 2,048,697 - 16,025,447 5,024,101 113,890 Other borrowed funds Other liabilities 7,623,105 - - - 7,623,105 - - - 872,900 872,900 Unrestricted investment accounts - - - 1,109,022 1,109,022 Equity - - - 6,227,817 6,227,817 Total liabilities and equity 26,507,598 7,072,798 113,890 11,702,993 45,397,279 Interest rate sensitivity gap (8,094,160) 11,585,582 1,119,138 (4,610,560) - Cumulative interest rate sensitivity gap (8,094,160) 3,491,422 4,610,560 - - 3,493,254 24,656,692 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 55 c) Interest Rate Sensitivity The following table demonstrates the sensitivity to a reasonable possible changes in interest rates, with all other variables held constant, of the Group’s income statement. The sensitivity of the income statement is the effect of the assumed changes in interest rate on the net interest income for one year, based on the floating rate non-trading financial assets and financial liabilities. The effect of decreases in interest rates is expected to be equal and opposite to the effect of the increases as shown below on the Group’s income statement and equity. Change in basis points Increase (decrease) Figures in thousand Qatar Riyals Sensitivity of net interest income 2008 2007 Sensitivity of equity 2008 2007 Currency QAR 25bp 10,600 6,547 - - Non-QAR 25bp 3,090 5,492 1,637 2,121 3.4 Liquidity risk Liquidity is the ongoing ability to accommodate liability maturities, fund asset growth and meet other contractual obligations in a timely and cost effective fashion. Liquidity management involves the maintenance of an ample and diverse funding capacity, liquid assets and other source of cash to cushion fluctuations in asset and liability levels arising from unanticipated events or market turbulence. 3.4.1 Liquidity risk management process The management of liquidity risk is governed by the Group’s liquidity policy. The primary objective of liquidity risk management; over which ALCO has oversight, is to provide a planning mechanism for unanticipated changes in the demand or needs for liquidity created by customer behaviour or abnormal market conditions. ALCO emphasises the maximisation and preservation of customer deposits and other funding sources. ALCO also monitors deposit rates, levels, trends and significant changes. Deposit marketing plans are regularly reviewed for consistency with the liquidity policy requirements. ALCO has in place a contingency plan, which is periodically reviewed. The Group’s ability to raise wholesale and/or long term funding at competitive costs is directly impacted by our credit ratings, which are as follows: Moody’s : Long Term A1, Short Term P-1 and Financial strength C-, outlook stable. Fitch : Long Term A, Short Term F1 and Financial strength C, outlook stable. Standard & Poor’s : Long Term A-, Short Term A-2 outlook positive. 3.4.2 Funding approach Sources of liquidity are regularly reviewed by ALCO of the Group to maintain a wide diversification by currency, geography, provider, product and term. 3.4.3 Non-derivative cash flows The following table sets out the maturity profile of the Group’s major assets and liabilities. The contractual maturities of assets and liabilities have been determined on the basis of the remaining period at the balance sheet date to the contractual maturity date and do not take account of the effective maturities as indicated by the Group’s deposit retention history and the availability of liquid funds. Management monitors the maturity profile to ensure that adequate liquidity is maintained. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 56 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 3.4.3 Non-derivative cash flows (continued) Figures in thousand Qatar Riyals As at 31 December 2008 Cash and balances with Central Bank Due from banks and financial institutions Loans, advances and financing activities for customers On balance sheet items During 1 Month 1-3 Months 3-12 Months Sub total 1 Year Above 1 Year No maturity Total 1,058,727 - - 1,058,727 - 1,956,556 13,637,584 17,776 222,040 13,877,400 350,300 87,948 14,315,648 5,701,032 1,581,275 2,441,947 9,724,254 24,173,259 - 33,897,513 Financial investments - - - - 3,621,283 1,153,680 Investment in associates - - - - - 3,641,486 3,641,486 Property, equipment and other assets - - - - - 1,656,858 1,656,858 8,496,528 61,301,751 3,015,283 4,774,963 Total assets 20,397,343 1,599,051 2,663,987 24,660,381 28,144,842 Due to banks and financial institutions 10,922,869 - - 10,922,869 - - 10,922,869 Customer deposits 21,350,419 6,177,436 23,864 - 29,337,943 1,786,224 29,314,079 Borrowing under repurchase agreement - - 781,226 781,226 - - 781,226 Other borrowed funds - - 1,922,538 1,922,538 4,173,553 - 6,096,091 Other liabilities Unrestricted investment accounts Total liabilities - - - - - 1,337,246 1,337,246 1,151,075 1,114,475 303,189 2,568,739 57,524 221,668 2,847,931 33,424,363 7,291,911 4,793,177 45,509,451 4,254,941 1,558,914 51,323,306 Maturity gap (13,027,020) (5,692,860) (2,129,190) (20,849,070) 23,889,901 6,937,614 9,978,445 As at 31 December 2007 Cash and balances with Central Bank 1,020,237 - - 1,020,237 - 1,228,621 2,248,858 Due from banks and financial institutions 7,881,672 373,758 331,695 8,587,125 398,580 33,778 9,019,483 Loans, advances and financing activities for customers 3,571,516 1,891,198 2,024,590 7,487,304 17,534,183 Financial investments - - - - 3,723,776 940,896 4,664,672 Investment in associates - - - - - 3,329,900 3,329,900 Property, equipment and other assets - - - - - 1,112,879 1,112,879 Total assets 12,473,425 2,264,956 2,356,285 17,094,666 21,656,539 Due to banks and financial institutions 3,405,046 1,452,697 50,000 4,907,743 Customer deposits 14,773,588 5,004,326 4,764,908 24,542,822 - 25,021,487 6,646,074 45,397,279 - 113,870 4,907,743 - 24,656,692 Other borrowed funds - - 2,912,000 2,912,000 4,711,105 - 7,623,105 Other liabilities - - - - - 872,900 872,900 Unrestricted investment accounts 259,193 997,832 20 111,170 1,109,022 Total liabilities 7,986,101 33,360,397 4,824,995 197,157 541,482 18,375,791 6,998,505 984,070 39,169,462 Maturity gap (5,902,366) (4,733,549) (5,629,816) (16,265,731) 16,831,544 5,662,004 6,227,817 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 57 3.4.3 Non-derivative cash flows (continued) The table below summarises the maturity profile of the Group’s financial liabilities at 31 December based on contractual undiscounted repayment obligations. During 1 Month Up to 3 Months Figures in thousand Qatar Riyals 3-12 Months 1-5 Years Total As at 31 December 2008 Due to banks and financial institutions 11,051,676 - - - 11,051,676 Customer deposits 22,299,681 6,452,091 1,865,518 24,923 30,642,213 Borrowing under repurchase agreement - - 805,053 - 805,053 Other borrowed funds 6,379,537 Unrestricted invesment accounts Total Liabilities - - 1,978,753 4,400,784 1,452,943 1,114,475 364,809 120,165 3,052,392 34,804,300 7,566,566 5,014,133 4,545,872 51,930,871 As at 31 December 2007 Due to banks and financial institutions Customer deposits Other borrowed funds Unrestricted invesment accounts Total Liabilities 3,525,902 1,504,258 51,775 - 5,081,935 15,284,487 5,177,385 4,929,688 117,808 25,509,368 8,041,633 - - 3,068,666 4,972,967 324,527 541,482 285,406 80,220 1,231,635 19,134,916 7,223,125 8,335,535 5,170,995 39,864,571 3.4.4 Derivative financial instruments Generally, forward foreign exchange contracts are settled on a gross basis and interest rate swaps are settled on a net basis. Maturity of forward foreign exchange contracts and interest rate swaps are given in note 29. 3.4.5 Off-balance sheet items The table below summarises the maturity profile of the Group’s off balance sheet financial instruments based on the earliest contractual maturity date. As at 31 December 2008 Loan commitments Guarantees, acceptances and other financial facilities Capital commitments Total As at 31 December 2007 Loan commitments Guarantees, acceptances and other financial facilities Capital commitments Total Figures in thousand Qatar Riyals Below 1 Year Above 1 Year Total 1,304,913 4,348,781 5,653,694 13,591,312 8,621,476 22,212,788 6,492 - 6,492 14,902,717 12,970,257 27,872,974 1,041,019 1,849,827 2,890,846 12,413,764 7,784,833 20,198,597 153,552 - 153,552 13,608,335 9,634,660 23,242,995 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 58 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 3.4.6 Fair value of financial assets and liabilities Based on the methods used to determine the fair value of financial instruments explained in note 2, the fair value of the Group’s assets and liabilities do not differ significantly from their book values at the date of the balance sheet. Following are the financial assets and liabilities: Figures in thousand Qatar Riyals Financial assets Balances with Central Bank excluding cash 2,610,269 1,932,532 2,610,269 Due from banks and financial institutions 14,315,648 9,019,483 14,315,648 9,019,483 Loans, advances and financing activities for customers 33,897,513 25,021,487 33,897,513 25,021,487 Financial investments 4,774,963 4,664,672 4,679,674 4,675,938 Carrying value 2008 Fair value 2007 2008 2007 1,932,532 Financial liabilities Due to banks and financial institutions 10,922,869 4,907,743 10,923,143 4,907,743 Customer deposits 29,337,943 24,656,692 29,337,943 24,656,692 Borrowings under repurchase agreements 781,226 - 775,331 - Other borrowed funds 6,096,091 7,623,105 5,899,868 7,637,819 Unrestricted investment accounts 2,847,931 1,109,022 2,847,931 1,109,022 i) Due from banks and financial institutions Due from banks includes inter-bank placements and lending to banks. The fair values of these financial instruments are not different from its carrying value as the total portfolio has a very short duration and are re-priced frequently. (ii) Loans, advances and financing activities for customers Loans and advances are net of allowance for impairment. The estimated fair value of loans and advances is not significantly different from its carrying value, as a significant portion of the portfolio is subject to frequent re-pricing in line with market rates. (iii) Financial investments Financial investments includes held to maturity, available for sale and held for trading investments. Investments classified as available for sale and held for trading are measured at fair value. Fair value for held-to-maturity investment is primarily based on market prices, where ever market price is not available, the Group establishes the fair value using valuation techniques that includes discounted cash flow analysis, recent arms length transactions and other valuation techniques commonly used by market participants. The fair values of held to maturity investments are stated in note 9. (iv) Due to banks and financial institutions Due to banks includes inter bank takings, short term borrowing, overnight and term deposits. The fair values of these financial instruments are not different from its carrying value as the total portfolio has a very short term duration and are re-priced frequently. (v) Other borrowed funds The estimated fair value of other borrowed funds represent the discounted value of estimated future cash flow expected to be paid using current market rates for similar loan facilities. The fair value of borrowed funds is disclosed in note 15. (vi) Customer deposits The estimated fair value of non-interest bearing deposits approximate carrying value. The estimated fair value of interest bearing deposits is also not different from the carrying values on the balance sheet date, as almost the total portfolio maturity is of very short duration and is re-priced at market rates. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 59 3.4.7 Summary of financial assets and financial liabilities per International Accounting Standard 39 category Financial assets such as balances with Central Bank (excluding cash), due from banks, financial institutions, loans and advances, and certain other assets are reported at amortised cost. Financial investments include 51% of investments reported at fair value and 49% of investments reported at amortised cost. All financial liabilities are reported at amortised cost. 3.5 Capital management The Group’s objectives in managing capital, which is a broader concept than the ‘equity’ on the face of balance sheets, are: • • To comply with the capital requirements set by the regulators of the banking markets where the entities of the Group operate; To safeguard the Group’s ability to continue as a going concern so that it can continue to provide returns for shareholders and benefits for other stakeholders; and To maintain a strong capital base to support the development of its business. • The capital adequacy ratio of the Group is calculated in accordance with the Basel Committee guidelines as adopted by Qatar Central Bank, using the pro-rata consolidation method for its investments in associates. Capital Adequacy Figures in thousand Qatar Riyals 2008 2007 Tier I Capital 9,640,737 Tier II Capital 313,428 5,132,459 431,092 Total Capital 9,954,165 5,563,551 Risk weighted assets 63,581,945 46,947,673 Tier I Capital ratio 15.16% 10.93% Total Capital ratio 15.66% 11.85% Tier I capital includes share capital, legal reserve, general reserve,other reserves and retained earnings including current year profit and excluding proposed dividend. Tier II capital includes risk reserve (up to 1.25% of the risk weighted assets) and fair value reserve (45% if positive and 100% if negative). The minimum ratio limit determined by Qatar Central Bank is 10% and the Basel Committee requirement is 8%. The increase of Tier 1 capital in 2008 mainly resulted from net proceeds of rights issues and Global Depository Receipts (GDR) issues (see note 18). The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 60 3. FINANCIAL INSTRUMENTS AND RELATED RISK MANAGEMENT (continued) 3.6 Risk management in relation to others’ investments The Group is managing customers’ investments either directly or in the form of investment portfolios. The management of these investments by the Group, could lead to some legal and operational risks. Accordingly, the Group takes necessary measures to control these risks. Management of client’s investment portfolios are guided by the terms and conditions recorded in written agreements signed by the respective clients. These portfolios are primarily invested in fixed income, capital guaranteed or coupon paying structures. Proper books of records for such portfolios are maintained as per Qatar Central Bank guidelines. 3.7 Operational risk Operational risk is the risk of direct or indirect loss that may result from inadequate or failed technology, human performance, process or external events. The Group endeavours to minimise operational losses by ensuring that effective infrastructure, controls, system and individuals are in place throughout the organisation. 4. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS The Group makes estimates and assumptions that affect the reported amounts of assets and liabilities within the next financial year. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances (a) Impairment losses on loans and advances The Group reviews its loan portfolio to assess impairment at least on a quarterly basis. In determining whether an impairment loss should be recorded in the statement of income, the Group makes judgements as to whether there is any observable data indicating that there is a measurable decrease in the estimated future cash flows from a portfolio of loans before the decrease can be identified with an individual loan in that portfolio. This evidence may include observable data indicating that there has been an adverse change in the payment status of borrowers in a group, or national or local economic conditions that correlate with defaults on assets in the group. Management uses estimates based on historical loss experience for assets with credit risk characteristics and objective evidence of impairment similar to those in the portfolio when scheduling its future cash flows. The methodology and assumptions used for estimating both the amount and timing of future cash flows are reviewed regularly to reduce any differences between loss estimates and actual loss experience. (b) Impairment of available-for-sale investments The Group determines that available-for-sale investments are impaired when there has been a significant or prolonged decline in the fair value below its cost. This determination of what is significant or prolonged requires judgment. In making this judgment, the Group evaluates amongst other factors, the normal volatility in share price. In addition, impairment may be relevant when there is evidence of deterioration in the financial health of the investee, industry and sector performance, changes in technology and operational and financing cash flows. If any such evidence of impairment for available-for-sale financial assets exists, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in income statement is removed from equity and recognised in the income statement. (c) Held-to-maturity investments The Group follows the guidance contained in International Accounting Standard 39 on classifying non-derivative financial assets with fixed or determinable payments and fixed maturity as held-to-maturity. This classification requires significant judgement. In making this judgement, the Group evaluates its intention and ability to hold such investments to maturity. If the Group fails to keep these investments to maturity other than in specific circumstances – for example, selling an insignificant amount close to maturity – it will be required to reclassify the entire class as available-for-sale. The investments would therefore be measured at fair value not amortised cost. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 4. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS (continued) (d) Impairment of held to maturity investments For held-to-maturity investments, the Group assesses individually whether there is objective evidence of impairment. If there is objective evidence that an impairment loss 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 and the amount of the loss is recognised in the income statement. If, in a subsequent year, the amount of the estimated impairment loss decreases because of an event occurring after the impairment was recognised, any amounts formerly charged are credited to the ‘Impairment losses on financial investments’. (e) Fair value of financial instruments Where the fair values of financial assets and financial liabilities recorded on the balance sheet cannot be derived from active markets, they are determined using a variety of valuation techniques that include the use of mathematical models. The input to these models is taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of liquidity and model inputs such as correlation and volatility for longer dated derivatives. 5. SEGMENT INFORMATION The Group is divided into four main business segments which are as follows: • Conventional Banking – provides funded and non-funded credit facilities, demand and time deposit services, investment advisory and brokerage services, currency exchange facilities, interest rate swap and other derivative trading services, loan syndication and structured financing services to Corporate, Commercial and Multinational Customers. It also provides personal current, savings, time and investment accounts services, credit card and debit card services, consumer loans and residential mortgage services, custodial services to retail and individual customers. • Islamic Banking– provides Islamic principles (Sharia) compliant banking services such as current, savings, time and investment account services, consumers and finance leasing, trade finances to retail, corporate and commercial customers. • Orient 1 – a subsidiary of the Bank, provides credit card services in the Sultanate of Oman and Egypt. • Investment in associates – includes the Group’s strategic acquisitions in National Bank of Oman (NBO) and United Arab Bank (UAB) in UAE and Asteco LLC in the State of Qatar, which are an accounted for under the equity method. Segment assets and liabilities comprise operating assets and liabilities directly handled by the business group and income or expenses attributed in line with the assets and liabilities ownership. The following table summaries performance of the business segments. 61 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 62 5. SEGMENT INFORMATION (continued) (a) By business segment Conventional Banking Islamic Banking Figures in thousand Qatar Riyals Subsidiary (Orient 1) 31 December 2008 Interest/similar income 2,689,059 180,896 3,357 Interest/similar expense (1,474,774) (106,413) (34) Investment in Associates - Total 2,873,312 - (1,581,221) Net interest/similar income 1,214,285 74,483 3,323 - 1,292,091 Fee, commission and other income 1,432,790 29,484 14,264 - 1,476,538 Net operating income 2,647,075 103,967 17,587 - 2,768,629 General and administrative expenses (643,128) (28,105) (10,904) - (682,137) Depreciation (64,438) (3,281) (254) - (67,973) Impairment losses on loans and advances, net (57,109) (1,936) 233 - (58,812) Impairment losses on financial investments (464,850) - (464,850) Profit before share of associates’ results 1,417,550 - 1,494,857 Share of results of associates Net profit for the year - 1,417,550 - 70,645 - 70,645 - 6,662 - 6,662 207,585 207,585 207,585 1,702,442 3,641,486 61,301,751 Other Information Assets Capital expenditure Liabilities and unrestricted investment accounts 53,517,107 4,065,535 77,623 458,617 24,256 20 47,574,544 3,744,890 3,872 - 482,893 - 51,323,306 31 December 2007 Interest/similar income 2,239,805 83,664 4,301 Interest/similar expense (1,367,998) (30,625) (81) Net interest/similar income 871,807 53,039 4,220 - 929,066 Fee, commission and other income 990,492 17,473 5,581 - 1,013,546 Net operating income 1,862,299 70,512 9,801 - 1,942,612 General and administrative expenses (449,156) (28,170) (10,599) - (487,925) Depreciation (50,807) (1,323) (362) - (52,492) Impairment losses on loans and advances, net (47,279) (1,253) 498 - (48,034) Impairment losses on financial investments (85,904) - - (85,904) Impairment losses on other assets (10,700) - Profit before share of associates’ results Share of results of associates Net profit for the year 1,218,453 - 1,218,453 39,766 - 39,766 - - 2,327,770 - (1,398,704) (334) - (11,034) (996) - 1,257,223 - (996) 133,492 133,492 133,492 1,390,715 3,329,900 45,397,279 Other Information Assets Capital expenditure Liabilities and unrestricted investment accounts Intra-group transactions are eliminated from this segmental information. 40,295,445 216,073 37,754,413 1,698,427 - 1,408,661 73,507 - 6,388 - 216,073 - 39,169,462 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 5. SEGMENT INFORMATION (continued) (b) 63 By geographical segment Geographically, the Group operates in Qatar. Its subsidiaries and associates are in Qatar, Sultanate of Oman, United Arab Emirates and Egypt. Qatar operations contribute 67% in terms of profit (2007:66 %) and holds 72% of the Group’s assets (2007: 63%). Qatar Balance Sheet As at 31 December 2008 Other GCC countries Europe Figures in thousand Qatar Riyals North America Others Total Cash and balances with central bank 3,015,278 - - - 5 3,015,283 Due from banks and financial institutions 6,635,763 4,663,829 2,432,374 477,357 106,325 14,315,648 Loans, advances and financing activities for customers 29,865,141 3,276,465 418,628 91,000 246,279 33,897,513 Financial investments 2,860,421 350,591 426,459 983,650 153,842 4,774,963 Investment in associates 2,915 3,638,571 - - - 3,641,486 Property and equipment and other assets 1,645,915 - - - 10,943 1,656,858 Total assets 44,025,433 11,929,456 3,277,461 1,552,007 517,394 61,301,751 Due to banks and financial institutions Customer deposits 9,096,352 1,644,512 77,900 - 104,105 10,922,869 26,820,199 310,880 2,170,656 - 36,208 29,337,943 Borrowing under repurchase agreements - - 781,226 - - 781,226 Other borrowed funds - 4,282,209 1,813,882 - - 6,096,091 Other liabilities 1,333,891 - - - 3,355 1,337,246 Unrestricted investment accounts 2,847,931 - - - - 2,847,931 Equity 9,978,445 - - - - 9,978,445 Total liabilities and equity 50,076,818 6,237,601 4,843,664 - 143,668 61,301,751 As at 31 December 2007 Cash and balances with Central Bank Due from banks and financial institutions Loans, advances and financing activities for customers Financial investments Investment in associates Property and equipment and other assets Total assets Due to banks and financial institutions Customer deposits Other borrowed funds Other liabilities 2,248,847 - - - 11 2,248,858 749,000 5,304,673 2,444,400 5,212 516,198 9,019,483 21,522,598 2,181,668 564,200 91,000 662,021 25,021,487 2,942,888 154,330 527,048 946,640 93,766 4,664,672 - 3,329,900 - - - 3,329,900 1,090,595 - - - 22,284 1,112,879 28,553,928 10,970,571 3,535,648 1,042,852 1,294,280 45,397,279 2,341,739 1,737,056 255,648 18,747 554,553 4,907,743 23,507,740 1,119,513 - - 29,439 24,656,692 - 5,812,444 1,810,661 - - 7,623,105 867,067 - - - 5,833 872,900 1,109,022 Unrestricted investment accounts 1,109,022 - - - - Equity 6,227,817 - - - - 6,227,817 Total liabilities and equity 34,053,385 8,669,013 2,066,309 18,747 589,825 45,397,279 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 64 5. SEGMENT INFORMATION (continued) (b) By geographical segment (continued) Qatar Other GCC countries Europe Figures in thousand Qatar Riyals North America Others Total Income Statement Year ended 31 December 2008 Interest/similar income 2,454,529 210,178 140,506 25,342 42,757 2,873,312 Interest/similar expense (1,082,785) (276,632) (167,598) (13,847) (40,359) (1,581,221) Net interest/similar income 1,371,744 (66,454) (27,092) 11,495 2,398 1,292,091 Fee, commission and other income 1,377,388 35,910 29,984 (1,747) 35,003 1,476,538 Net operating income 2,749,132 (30,544) 2,892 9,748 37,401 2,768,629 General and administrative expenses (671,233) - - - (10,904) (682,137) Depreciation and amortization (67,719) - - - (254) (67,973) Impairment losses on loans and advances,net (61,511) 2,466 - - 233 (58,812) Impairment losses on financial investments (464,850) - - - - (464,850) Profit before share of associates’ result 1,483,819 (28,078) 2,892 9,748 26,476 1,494,857 Share of results of associates Net profit for the year 1,415 206,170 - - - 207,585 1,485,234 178,092 2,892 9,748 26,476 1,702,442 54,402 81,670 2,327,770 (1,398,704) As at 31 December 2007 Interest/similar income 1,639,130 411,919 140,649 Interest/similar expense (945,162) (288,548) (150,021) (2,213) (12,760) Net interest/similar income 693,968 123,371 (9,372) 52,189 68,910 929,066 Fee, commission and other income 898,534 49,927 31,656 7,444 25,985 1,013,546 Net operating income 1,592,502 173,298 22,284 59,633 94,895 1,942,612 General and administrative expenses (477,326) - - - (10,599) (487,925) Depreciation and amortization (52,130) - - - (362) (52,492) Impairment losses on loans and advances,net (50,772) 2,240 - - 498 (48,034) Impairment losses on financial investments (85,904) - - - - (85,904) Impairment losses on other assets (10,700) - - - (334) (11,034) Profit before share of associates’ result 915,670 175,538 22,284 59,633 84,098 1,257,223 Share of results of associates - 133,492 - - - 133,492 Net profit for the year 915,670 309,030 22,284 59,633 84,098 1,390,715 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 6. CASH AND BALANCES WITH CENTRAL BANK Figures in thousand Qatar Riyals 2008 2007 405,014 316,326 Cash Cash reserve with Qatar Central Bank* 1,551,542 823,488 Other balances with Qatar Central Bank 1,058,727 1,109,044 Total 3,015,283 2,248,858 *The cash reserve with Qatar Central Bank is not available for use in the Group’s day to day operations. 7. DUE FROM BANKS AND FINANCIAL INSTITUTIONS Figures in thousand Qatar Riyals 2008 Demand accounts Placements: - Conventional - Islamic Loans to banks and financial institutions Total due from banks and financial institutions - Allowance for impairment Net due from banks and financial institutions Movement in allowance for impairment Balance at 1 January Allowance for impairment made during the year Amounts recovered during the year Net recoveries during the year Balance at 31 December 2007 87,496 33,778 12,585,200 7,632,360 1,201,200 644,280 441,752 712,768 14,315,648 9,023,186 - (3,703) 14,315,648 9,019,483 Figures in thousand Qatar Riyals 2008 2007 3,703 5,614 38 328 (3,741) (2,239) (3,703) (1,911) - 3,703 65 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 66 8. LOANS, ADVANCES AND FINANCING ACTIVITIES FOR CUSTOMERS i) Figures in thousand Qatar Riyals By type 2008 Total 2007 Total Conventional Islamic 29,897,295 2,423,686 32,320,981 22,500,853 1,761,632 - 1,761,632 1,989,081 101,625 - 101,625 733,828 31,760,552 2,423,686 34,184,238 25,223,762 Loans, advances and receivables Overdrafts Bills discounted Sub total Allowance for impairment (283,590) (3,135) (286,725) (202,275) Net loans and advances 31,476,962 2,420,551 33,897,513 25,021,487 Interest in suspense of QAR 94 million (2007: QAR 66 million) is included in the above allowance for impairment amount for the purpose of the Qatar Central Bank regulations requirements. Net allowance for interest in suspense during the year amount to QAR 35 million (2007: QAR 22 million). Islamic financing is carried at net of deferred profits of QAR 418 million (2007 : QAR 297 million). The total non-performing loans and advances at 31 December 2008 amounted to QAR 290 million, representing 0.85% of the total loans and advances (QAR 209 million representing 0.84% of the total loans and advances at 31 December 2007). ii) By industry before allowance for impairment Islamic Loans Overdrafts Figures in thousand Qatar Riyals Bills discounted 2008 Total 2007 Total Government - 530,333 3,618 - 533,951 575,407 Government and semi-government agencies - 3,243,101 2,971 - 3,246,072 2,666,497 Industry - 1,087,914 141,334 16,343 1,245,591 547,900 Commercial 4,372,774 368,441 29,061 4,770,276 3,924,237 Services 123,314 3,228,897 149,705 28,783 3,530,699 1,760,816 Contracting 179,090 3,065,549 137,791 22,383 3,404,813 2,396,691 Real estate 876,751 5,031,218 3,161 - 5,911,130 3,282,542 Consumption 622,950 5,808,525 934,788 5,055 7,371,318 6,455,799 Other 621,581 3,528,984 19,823 - 4,170,388 3,613,873 Total 2,423,686 29,897,295 1,761,632 101,625 34,184,238 25,223,762 iii) Conventional Balance at 1 January Allowance for impairment made during the year Amounts recovered during the year Net allowance for impairment during the year Allowance for impairment used during the year for write-offs Balance at 31 December 283,590 Figures in thousand Qatar Riyals Movement in allowance for impairment Islamic 2008 Total 2007 Total 201,022 1,253 202,275 116,009 2,075 118,084 140,648 88,803 (21,282) (139) (21,421) (16,572) 94,727 1,936 96,663 72,231 (12,159) (54) (12,213) (10,604) 3,135 286,725 202,275 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 9. FINANCIAL INVESTMENTS Figures in thousand Qatar Riyals 2008 Total 2007 Total Investments comprise the following: Held for trading 76 - Held to maturity 2,359,547 2,473,358 Available for sale 2,415,340 2,191,314 Total 4,774,963 4,664,672 i) Available-for-sale investments (“AFS”) By type At fair value Figures in thousand Qatar Riyals 2008 2007 Listed Unlisted Listed Unlisted Equities 827,108 482,948 761,178 Qatar Government bonds in USD 14,196 - 21,930 - Other debt securities - Fixed rate 90,563 108,387 114,698 143,742 Other debt securities - Floating rate 32,395 383,326 90,826 451,369 Islamic sukuk - Fixed rate - 7,639 - Islamic sukuk - Floating rate - 18,200 - Investment funds - Investment funds - Islamic - Total 450,578 - 964,262 1,451,078 179,718 - 6,618 419,818 1,417 - 996,667 1,194,647 Equities, other bonds and investment funds units are net of impairment losses of QAR 398 million (2007: QAR 143 million). Allowance for impairment during the year QAR 343 million (2007: QAR 86 million). ii) Held-to-maturity investments (“HTM”) By type At amortised cost Figures in thousand Qatar Riyals 2008 Listed 2007 Unlisted Listed Unlisted Qatar Government bonds in USD 915,399 - 930,050 - Qatar Government bonds in QAR - 1,126,230 - 1,131,406 Other debt securities - 206,313 - 331,386 Islamic bonds Total * 37,856 73,749 76,876 3,640 953,255 1,406,292 1,006,926 1,466,432 953,255 1,280,935 930,050 125,032 1,337,760 By nature of income Fixed rate Floating rate - 125,357 - Floating profit at maturity - - 76,876 3,640 953,255 1,406,292 1,006,926 1,466,432 Total Other debt securities are net of impairment losses of QAR 122 million ( 2007: nil), the entire amount provided during the year. * The fair value of held to maturity investments amounted to QAR 2,264 million at 31 December 2008 (2007: QAR 2,485 million). The carrying value of financial investments pledged under Repo agreements amounted to QAR 990 million (2007: nil). 67 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 68 10. INVESTMENTS IN ASSOCIATES The Group’s interest in its associates as at 31 December 2008 are as follows: Name a) Country of incorporation Assets Liabilities National Bank of Oman SAOG Our share of Figures in thousand Qatar Riyals Operating income Net Profit Carrying value % interest held 2008 2007 Oman -2008 -2007 b) United Arab Bank PJSC -2008 6,535,286 5,632,999 290,289 135,063 34.85% 1,455,823 - 4,100,000 214,400 132,567 34.85% - 1,429,093 2,996,519 2,464,904 4,870,000 UAE 166,134 71,107 40.00% 2,182,748 - 2,140,000 1,700,000 118,180 925 34.69% - 1,900,807 Qatar 4,519 1,604 4,964 1,415 30.00% 2,915 - 3,641,486 3,329,900 -2007 c) Asteco LLC Total Further breakup of associates movements are as follows: a) National Bank of Oman SAOG (NBO) Balance at beginning of the year Less : dividend received Figures in thousand Qatar Riyals 2008 2007 1,429,093 1,285,158 (53,039) (46,138) Add : share of profit before tax 170,110 165,865 Less : share of tax (20,665) (18,898) Share of net profit after tax 149,445 146,967 Less : amortisation of intangible assets (14,382) (14,400) Share of results of associate net of tax 135,063 132,567 Exchange difference (357) (450) Add : share of post acquisition revaluation reserve (54,937) 57,956 Balance at end of the year 1,455,823 1,429,093 Shares of National Bank of Oman SAOG (NBO) are listed on the Muscat Securities Market and the quoted price on the balance sheet date was OMR 0.365. The estimated fair value of the investment based on this price as at 31 December 2008 is QR 1,304 million (2007: QR 2,267 million). Investment in associates at National Bank of Oman (NBO) at 31 December 2008 includes goodwill of QR 574 million (2007: QR 574 million). Under a separate management agreement with NBO, the Group is responsible for the day to day management of NBO affairs subject to the overall supervision of NBO Board. The Group does not however control NBO as only 4 out of 11 members of the board of NBO are represented by the Group. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 10. INVESTMENTS IN ASSOCIATES (continued) 69 b) United Arab Bank (UAB) The movement in investment in UAB is as follows: Figures in thousand Qatar Riyals 2008 2007 1,900,807 1,899,882 Balance at beginning of the year Add acquired during the period 284,920 - Less dividend received (29,607) - Add : share of net profit 99,164 72,651 Less : share of pre-acquisition net profit Share of post acquisition net profit Less amortisation of intangible assets Share of results of associate net of tax Exchange difference Add : share of post acquisition revaluation reserve Balance at end of the year - (71,258) 99,164 1,393 (28,057) (468) 71,107 925 (50) - (44,429) - 2,182,748 1,900,807 Shares of United Arab Bank PJSC (UAB) are listed on the Abu Dhabi Securities Market and the quoted price on the balance sheet date was AED 7.94. The estimated fair value of the investment based on this price as at 31 December 2008 is QR 2,509 million (2007: QR 1,632 million). Investment in associates at UAB at 31 December 2008 includes goodwill of QR 1.4 billion (2007: provisional QR 1.2 billion). Under a separate management service agreement signed with UAB, the Bank would be responsible for the day to day management of UAB affairs subject to overall supervision of the UAB board. However the Group does not control UAB as only 4 out of 9 members of the board of UAB are represented by the Group. c) Asteco LLC The movement in investment in Asteco is as follows: Figures in thousand Qatar Riyals 2008 2007 Balance at beginning of the year 1,500 - Add : share of net profit 1,415 - Balance at end of the year 2,915 - Asteco is a locally incorporated entity primarily engaged in property management and sales. The bank owns 30% of the ordinary share capital. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 70 11. PROPERTY AND EQUIPMENT Land and buildings Leasehold improvements Furniture and equipment Figures in thousand Qatar Riyals Motor vehicles Capital workin-progress Total At 31 December 2008 Cost: Balance at 1 January 266,266 55,444 215,031 5,898 427,089 969,728 Additions 188,493 38 15,093 1,387 277,882 482,893 Disposals (528) (902) (155) Transfers 7,191 157,992 Exchange differences - 250,580 - 705,339 - 62,145 13 387,227 - - 7,130 - (415,763) - 289,208 (1,585) 13 1,451,049 Accumulated Depreciation Balance at 1 January 65,005 27,442 152,677 3,211 - Charge for the year 21,662 8,446 36,756 1,109 - 67,973 Disposals (528) (660) (155) - (1,343) Exchange differences Net carrying amount - - - 11 - 86,667 35,360 188,784 4,165 618,672 26,785 198,443 2,965 248,335 - 11 - 314,976 289,208 1,136,073 At 31 December 2007 Cost: Balance at 1 January Additions Disposals 234,798 38,595 185,877 4,711 290,075 754,056 31,468 16,849 29,154 1,588 137,014 216,073 - 266,266 - 55,444 - 215,031 (401) 5,898 - 427,089 (401) 969,728 Accumulated Depreciation Balance at 1 January 52,415 19,387 121,630 2,411 - 195,843 Charge for the year 12,590 8,055 31,047 800 - 52,492 65,005 27,442 152,677 3,211 - 248,335 201,261 28,002 62,354 2,687 Net carrying amount Capital work in progress includes QAR 254 million for Umm-Bab tower, QAR 15 million for branch renovations and QAR 20 million for various IT projects. 427,089 721,393 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 12. OTHER ASSETS Accrued income Prepaid expenses Amounts receivable Net value of the properties acquired in settlement of debts* Figures in thousand Qatar Riyals 2008 2007 284,273 208,022 9,115 19,067 92,119 87,401 1,700 1,700 Franchise Rights ** 12,198 22,150 Derivatives with a positive fair value (Note 29) 21,043 13,601 Clearing cheques 20,865 10,711 Sundry assets 79,472 28,834 520,785 391,486 * This represents the value of the properties acquired in settlement of debts which are stated at their acquisition value net of any provision required for impairment. The estimated market value of these properties as at 31 December 2008 is QAR 8 million (2007: QAR 13 million). ** This represents the cost of acquiring the Diners Club franchises in Qatar, Egypt and Oman. The franchise costs are being amortised over the duration of the franchise agreement (20 years). The Group disposed of its Franchise Rights for Bahrain, Syria and Yemen in 2008. 13. DUE TO BANKS AND FINANCIAL INSTITUTIONS Current accounts Placements Total Figures in thousand Qatar Riyals 2008 2007 1,122,800 57,191 9,800,069 4,850,552 10,922,869 4,907,743 14. CUSTOMER DEPOSITS i) By type Figures in thousand Qatar Riyals 2008 2007 Demand and call deposits 6,075,323 5,636,914 Savings deposits 1,780,681 1,232,293 Time deposits 20,985,414 17,535,092 Islamic branches - demand deposits Total ii) 496,525 252,393 29,337,943 24,656,692 4,340,344 2,570,598 8,124,163 4,388,298 6,724,586 3,392,000 By sector Government Government and semi-government agencies Individuals - Conventional - Islamic branches - Conventional Corporate - Islamic branches Accounts held as collateral included in customer deposits QAR 1.50 billion ( 2007: QAR 1.45 billion) Total 133,535 159,418 9,652,325 14,053,403 362,990 92,975 29,337,943 24,656,692 71 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 72 15. OTHER BORROWED FUNDS Syndicated Loans : This represents term borrowings raised through syndicated loan facilities from consortiums of international and regional banks, to support the general funding needs of the Group as follows: • In May 2004, the Group obtained a syndicated loan for an amount of USD 150 million or QAR 546 million to reduce the balance sheet maturity mismatch gap. This is an unsecured bullet repayment loan facility with a floating rate of interest linked to USD LIBOR plus a margin of 42.5 basis points for the first 36 months and 47.5 basis points thereafter repayable in full after 60 months. The fair value of the loan as at 31 December 2008 is USD 150 million (2007: USD 150 million). • In April 2007, the Group concluded another syndicated loan for an amount of USD 650 million or QAR 2,366 million for a five year period to refinance two short term loans totalling USD 490 million that were fully repaid in January 2007. This is an unsecured bullet repayment loan facility with a floating rate of interest linked to US$ LIBOR plus a margin of 27.5 basis points per annum. The fair value of the loan as at 31 December 2008 is USD 641 million (2007: USD 652 million). • In November 2008, the Group raised USD 380 million or QAR 1,383 million in the form of a term loan facility for general funding purposes.This is an unsecured bullet repayment loan facility with a tenor of 1 year and has a floating rate of interest linked to a Reference Rate plus a margin of 90 basis points per annum. The fair value of the loan as at 31 December 2008 is USD 372 million. EMTN programme : The Group has established access to international capital markets through a listing of a US$ 1.5 billion Euro Medium Term Note (EMTN) programme on the London Stock Exchange. The EMTN programme structure allows flexibility for the Group to issue both senior and subordinated instruments, across a wide range of tenors and currencies. The Group completed on 12 October 2006 its debut international bond issue under the EMTN programme, the first by a Qatari financial institution. The US$ 500 million senior Floating Rate Notes (FRN) pay a floating rate of interest coupon of 40 basis points over 3 month US$ LIBOR, and are payable in full on final maturity of 5 years. The FRNs are listed and traded on the London Stock Exchange, with settlement through Euroclear or Clearstream in Luxembourg. The estimated fair value of the bonds as at 31 December 2008 was QAR 1.67 billion (2007: QAR 1.82 billion). Syndicated loans EMTN (Bonds) Total Movements in other borrowed funds may be analysed as follows: Figures in thousand Qatar Riyals 2008 2007 4,282,209 5,812,444 1,813,882 1,810,661 6,096,091 7,623,105 Figures in thousand Qatar Riyals 2008 2007 Balance at beginning of the year 7,623,105 4,135,688 Additions of borrowings 1,375,938 5,264,404 (2,912,000) (1,783,600) Repayments of borrowings Amortisation of transaction costs Balances at end of the year The Group has not had any defaults of principal, interest or any other breaches with respect to its financial liabilities during the reporting periods. 9,048 6,613 6,096,091 7,623,105 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 16. OTHER LIABILITIES Figures in thousand Qatar Riyals 2008 2007 Deferred income 104,845 72,579 603,010 335,944 Accrued expenses Other provisions -see i) below 96,860 71,066 Derivatives with negative fair values (note 29) 17,008 10,259 Cash margins 126,204 78,149 Clearing cheque accounts 19,541 9,641 Accounts payable 196,398 119,840 Directors’ remuneration 47,856 47,856 Social responsibility fund 12,481 10,784 10,191 11,729 2,175 8,903 Dividend payable Outward cheques in collection Managers’ cheque and payment order 11,988 26,002 Unclaimed balances 23,361 16,038 Sundry liabilities 65,328 54,110 Total 1,337,246 872,900 i) OTHER PROVISIONS Other provision (a) Provident fund (b) Figures in thousand Qatar Riyals Pension fund (b) 2008 2007 Balance at 1 January 2,000 68,583 483 71,066 62,387 Provisions made during the year- Bank contribution - 22,090 3,245 25,335 12,992 Pension fund - staff contribution - 6,995 1,623 8,618 6,219 Provisions transferred to retirement fund authority - - (4,640) (4,640) (2,748) Provisions utilised during the year - (3,519) - (3,519) (7,784) Balance at 31 December 2,000 94,149 711 96,860 71,066 a) Other provision relates to the Group’s investment in its subsidiary. b) Provision for pension fund covers the Group’s obligation for Qatari staff per Qatari pension fund law. The provision for provident fund includes the Group’s obligations for end of service benefits for staff per Qatari labour law and the Bank’s employment contracts. 73 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 74 17. UNRESTRICTED INVESTMENT ACCOUNTS i) By type Saving deposits Figures in thousand Qatar Riyals 2008 2007 221,668 111,170 Call deposit 45,770 - Investment deposits 2,580,493 997,852 Total 2,847,931 1,109,022 ii) By sector Individuals 607,645 535,183 Corporate 2,240,286 573,839 Total 2,847,931 1,109,022 Following are the profit distribution rates for the investment account holders. 2008 (%) 2007 (%) 1 year term 6.00 6.00 6 months term 5.15 4.625 3 months term 5.00 4.125 1 month term 4.75 4.00 Savings account 3.10 3.00 Special deposits 4.68 5.33 Call account 2.50 - 18. EQUITY Share capital Issued and paid up capital The issued, subscribed and paid up capital of the Bank is QAR 2,062,053,000 (2007: QAR 1,401,579,330) divided into 206,205,300 (2007:140,157,933) ordinary shares of QAR 10 each. a) The Bank concluded a capital raising transaction, and the listing of its Global Depositary Receipts (GDRs) on the London Stock Exchange, on 3 July 2008. The capital raising was accomplished as a three part process via a Rights Offering, GDR Offering and a Private Placement of new ordinary shares. 4,664,705 shares were issued through the rights offering and 900,000 shares were issued through private placement. In addition a total of 92,176,475 GDRs were issued, and each GDR represents ownership of one fifth of one ordinary share. The issue of a total of 24 million ordinary shares from these offerings at a price of QAR 136.5 per share has raised QAR 3.2 billion net of transaction costs. b) At an Extraordinary General Assembly of the Bank held on 26 November 2008, the Shareholders approved the Board of Directors’ recommendations to increase the share capital of the Company from QAR 2,062,053,120 to a maximum of QAR 2,474,463,750 by private placement to the Qatar Investment Authority of up to 41,241,063 new ordinary shares at a subscription price of such amount (inclusive of premium) as equals the closing price on the Doha Securities Market of the ordinary shares of the Company on Sunday 12 October 2008. As at balance sheet date the issue of additional shares as described above, has not been finalised. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 18. EQUITY (continued) 75 Legal reserve The proceeds of a share issue received net of any directly attributable transaction costs are directly credited to share capital (nominal value) and legal reserve (share premium) when shares have been issued at a price higher than their nominal value as per Articles 154 and 192 of the Commercial Companies Law no. 5 of 2002. In accordance with the Central Bank Law, 10% of the net profit for the year is required to be transferred to the Legal Reserve until the reserve equals 100% of the paid up capital. This reserve is not available for distribution except in circumstances specified in the Commercial Companies Law No. 5 of 2002 and after approval of Qatar Central Bank. Legal reserve also includes the share premium arising on rights issues from the date of incorporation. General reserve As per the Bank’s Articles of Association, the general reserve may only be used in accordance with a resolution from the General Assembly upon the Board of Directors recommendation and after obtaining Qatar Central Bank approval. Cumulative changes in fair value The fair value reserve arises from the revaluation of the available-for-sale investments, change of post acquisition fair value reserve of its associates and exchange gain or loss on consolidation of subsidiaries’ and associates’ financial statements. The movement in fair value reserve during the year is as follows: Figures in thousand Qatar Riyals 2008 2007 Balance at 1st January 188,426 1,624 Revaluation results (393,690) 181,404 Transferred to income statement, net (138,187) (52,612) Share of revaluation reserves of associated companies (99,366) 57,956 Adjustment for exchange rate fluctuations (40) 54 Balance at 31 December * (442,857) 188,426 *Balance at 31 December 2008 includes negative fair value of QAR 506 million ( 2007 : QAR 33 million). Risk reserve This represents a general reserve as per the regulation of Qatar Central Bank to cover a minimum 2% (increased from 1.5% to 2% in September 2008) of the loan portfolio excluding specific provision, interest in suspense, deferred profits of Islamic branch, lending to Ministry of Finance of the State of Qatar, guaranteed by Ministry of Finance and lending against cash collaterals. This amount is not available for distribution without the prior approval of Qatar Central Bank. Other reserves This represents Group’s share of profit from investment in associates net of cash dividend received. The movement in other reserves during the year is as follows: Figures in thousand Qatar Riyals 2008 2007 Balance at 1 January 171,903 84,549 Less : Dividend received from associates transferred to retained earnings (53,555) (46,138) (net of pre-acquisition dividend) Add : Share of result of associates for the year 207,585 133,492 Balance at 31 December 325,933 171,903 Proposed dividend and issue of bonus shares The Board of Directors have proposed a cash dividend of 70% (or QAR 7.0 per share) for the year 2008 (2007: QAR 4.0 per share). No bonus shares have been proposed as at 31st December 2008 ( 2007: 30% or 3 shares for every 10 shares held). The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 76 19. INTEREST INCOME Figures in thousand Qatar Riyals 2008 2007 273,262 275,138 Banks and financial institutions Financial investments 162,355 193,018 Loans and advances to customers 2,256,799 1,775,950 Total 2,692,416 2,244,106 20. INTEREST EXPENSE Banks and financial institutions Customers’ deposits Other borrowed funds Total 21. INCOME FROM ISLAMIC FINANCING AND INVESTMENT ACTIVITIES Financing to customers Banks and financial institutions Financial investments Total Figures in thousand Qatar Riyals 2008 2007 183,647 195,998 1,009,955 899,507 281,206 272,574 1,474,808 1,368,079 Figures in thousand Qatar Riyals 2008 2007 147,930 60,717 28,029 18,331 4,937 4,616 180,896 83,664 22. FEE AND COMMISSION INCOME Figures in thousand Qatar Riyals 2008 2007 Loans and financing advisory service 616,109 390,977 Indirect credit facilities 158,043 135,329 Credit cards 165,075 139,481 Banking and other operations 68,824 42,941 Investment activities for customers 31,964 24,547 Total 1,040,015 733,275 23. NET GAINS FROM DEALING IN FOREIGN CURRENCIES Profits from foreign currency transactions Gains/(losses) from revaluation of assets and liabilities Total Figures in thousand Qatar Riyals 2008 2007 128,836 84,768 2,089 (1,014) 130,925 83,754 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 24. PROFIT FROM FINANCIAL INVESTMENTS Available-for-sale Held for trading Total Figures in thousand Qatar Riyals 2008 2007 278,201 205,772 (2,171) - 276,030 205,772 25. OTHER OPERATING INCOME Management fees from associates Rental income Gain on sale of assets and other income Total 26. GENERAL AND ADMINISTRATIVE EXPENSES Figures in thousand Qatar Riyals 2008 2007 9,222 6,800 23,011 4,700 54,791 7,360 87,024 18,860 Figures in thousand Qatar Riyals 2008 2007 Salaries and other benefits 383,750 269,063 Bank’s contribution to provident fund and Qatari pension fund 25,335 12,992 Training programmes costs 10,870 4,617 Marketing and promotional expenses 51,969 43,278 Legal and professional charges 35,716 20,175 Communication, utilities and insurance 28,586 21,521 Occupancy, IT Consumables and maintenance 54,682 42,156 Travel and entertainment expenses 5,203 4,181 Supplies 9,536 6,721 Directors’ remuneration and meeting attendance fees 48,636 48,606 Others operating expenses 27,854 14,615 Total 682,137 487,925 77 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 78 27. EARNINGS PER SHARE During the year 2008, the Bank issued bonus shares for the year 2007 and also the bank concluded a capital raising transaction. Accordingly, the previously reported earnings per share as at 31 December 2007 has been restated for the effects of the bonus shares issued during the year. 2008 2007 1,702,442 1,390,715 194,253 182,205 Basic and diluted Profit attributable to equity holders of the Group (QAR’000) Weighted average number of shares in issue during the year The weighted average number of shares have been calculated as follows: Qualifying shares at the beginning of the year 140,158 140,158 Effect of bonus share issue 42,047 42,047 Effect of rights issue, GDR and Private Placement 12,048 - 194,253 182,205 Basic and diluted earnings per share (QAR) 8.76 7.63 28. OFF-BALANCE SHEET ITEMS Figures in thousand Qatar Riyals 2008 2007 a) Loan commitments, guarantees and other financial facilities Acceptance 2,388,401 3,113,752 Guarantees 14,488,472 13,109,009 Letter of credit 5,335,915 3,975,836 Un-utilised credit facilities granted to customers 5,653,694 2,890,846 27,866,482 23,089,443 6,089,289 3,323,312 1,310 2,373 b) Other undertakings and commitments Foreign exchange contracts and derivatives for customers (Note 29) Guaranteed investment funds Portfolios and investments managed for others : Conventional Banking - Portfolio management (Note i) - 58,240 Islamic Branches - restricted investment accounts (Note ii) - 38,000 Capital commitments 6,492 153,552 i) The Group managed an investment portfolio of USD 16 million (2007: USD 16 million) on behalf of customers for a period of five years that matured and closed in 2008. ii) These are restricted investments accounts managed by the Group’s Islamic branches on behalf of customers in line with the terms and conditions agreed upon with the customer. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 29. DERIVATIVE INSTRUMENTS The table below shows the positive and negative fair values of derivative financial instruments together with the notional amounts analysed by the term to maturity. The notional amounts, which provide an indication of the volumes of the transactions outstanding at the year-end, do not necessarily reflect the amounts of future cash flows involved and the credit and market risk, which can be identified from the derivatives’ fair value. Positive fair value Negative fair value Notional Amount Within three months 3-12 months 1 – 5 years 21,043 17,008 6,089,289 1,764,224 953,830 374,074 As at 31 December 2008 Derivatives for customers Interest rate swaps, options and forward foreign exchange contracts As at 31 December 2007 Derivatives for customers Interest rate swaps, options and Principle value at maturity Figures in thousand Qatar Riyals More than 5 years 2,997,161 forward foreign exchange contracts 13,601 10,259 3,323,312 1,040,496 574,457 144,523 1,563,836 The bank maintains strict control limits on net open derivative positions, i.e. the difference between purchase and sale contracts, by both amount and term. At any one time the amount subject to credit risk is limited to the current fair value of instruments that are favourable to the bank (i.e. assets) which in relation to derivatives is only a small fraction of the contract or notional values used to express the volume of instruments outstanding. This credit risk exposure is managed as part of the overall lending limits with customers, together with potential exposures from market movements. Collateral or other security is not usually obtained for credit risk exposures on these instruments, except where the bank requires margin deposits from counter-parties. 30. INVESTMENT CUSTODIAN On the balance sheet date the Group holds QAR 231 million (2007: QAR 331 million) worth of international investment securities on behalf of its customers. Out of this amount, investment securities with a value of QAR 151 million equivalent to USD 41 million (2007: QAR 176 million equivalent to USD 48 million) are held with an international custody and settlement house. The remaining investment securities are held with the financial institutions through whom the securities were purchased. These financial institutions are industry leaders in their respective fields. The Group has established maximum limits for such holding with each financial institution according to its risk management policy. 79 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 80 31. TRANSACTIONS WITH RELATED PARTIES The Group carries out various transactions with subsidiaries and associate companies and with members of the Board of Directors, the executive management or companies in which they have significant interest or any other parties of important influence in the Group’s financial or operations decisions. The balances at the year-end with these accounts were as follows:- Figures in thousand Qatar Riyals 2008 2007 Board Members - Loans and advances (a) 968,334 509,502 - Deposits 383,760 316,306 - Contingent liabilities, guarantees and other commitments 30,906 47,126 - Interest income earned from facilities granted to board members 49,165 26,006 - Other fees income earned from transactions with board members 5,956 1,433 - Interest paid to deposits accounts of board members 46,008 22,589 - Fixed and variable remuneration and meeting attendance fees paid 49,800 49,770 Parent/Subsidiaries companies - Balance with bank/ customers’ deposits (b) 53,959 29,439 Associate company 1,344 607 567 195 - NBO’s deposit with the Group - Bank’s deposit with NBO - NBO’s contingent liabilities to the Group: - Letter of guarantee : Performance bond Tender bond - Interest rate swap (notional amount) - Interest rate swap (fair value) Senior Management compensation 2,540 623 - 1,047 56,727 56,727 3,393 458 - Fixed remuneration 30,216 18,179 - Discretionary remuneration 15,729 9,500 - Fringe benefits 7,460 4,173 Number of staff in the Senior Management team as at 31 December 2008 was 31 (2007: 23). Additional information a) A significant portion of the loans and advances balances at the year end with the members of the Board and the companies in which they have significant interest are secured against tangible collateral or personal guarantees. Moreover the loans and advances are performing satisfactorily with all obligations honoured as arranged. The pricing of any such transactions are primarily based on the banker customer relationship and the prevailing market rate. b) Balance with Bank and Customers’ deposits between parent and subsidiaries companies including any income/expenses on those balances have been eliminated on consolidation. The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 32. CASH AND CASH EQUIVALENTS FOR CASH FLOW STATEMENT 81 Figures in thousand Qatar Riyals 2008 2007 1,425,370 Cash and balances with Central Bank* 1,463,741 Due from banks and financial institutions less than 90 days 2,805,427 3,261,902 Total 4,269,168 4,687,272 * Does not include the mandatory cash reserve with Qatar Central Bank. 33. FINANCIAL STATEMENTS FOR THE PARENT BANK Parent Bank Balance Sheet As at 31 December 2008 ASSETS Cash and balances with Central Bank Due from banks and financial institutions Loans, advances and financing activities for customers 33,895,854 25,004,115 Financial investments 4,847,763 4,737,472 Investments in associate 3,641,486 3,329,900 Property and equipment 1,135,898 720,743 Other assets 510,017 369,852 Total assets 61,351,356 45,426,480 LIABILITIES Due to banks and financial institutions 10,922,352 4,907,188 Customers’ deposits 29,391,902 24,686,131 Borrowing under repurchase agreement Other borrowed funds Other liabilities Total liabilities excluding unrestricted investment accounts Unrestricted investment accounts Total liabilities including unrestricted investment accounts Figures in thousand Qatar Riyals 2008 2007 3,015,278 2,248,847 14,305,060 9,015,551 781,226 - 6,096,091 7,623,105 1,333,891 867,067 48,525,462 38,083,491 2,847,931 1,109,022 51,373,393 39,192,513 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 82 33. FINANCIAL STATEMENTS FOR THE PARENT BANK (continued) Parent Bank Balance Sheet (continued) As at 31 December 2008 EQUITY Share capital 2,062,053 1,401,579 Legal reserve 5,923,600 2,915,499 General reserve 26,500 26,500 Cumulative changes in fair value Risk reserves Other reserves Proposed dividend Proposed bonus shares Retained earnings Total equity Figures in thousand Qatar Riyals 2008 2007 (442,916) 188,340 638,300 346,300 325,933 171,903 1,443,437 560,632 - 420,474 1,056 202,740 9,977,963 6,233,967 Total liabilities and equity 61,351,356 45,426,480 Parent Bank Statement of Income Figures in thousand Qatar Riyals As at 31 December 2008 2008 2007 Interest income 2,690,440 2,241,103 Interest expense (1,476,155) (1,369,296) Net interest income 1,214,285 871,807 Income from Islamic financing and investment activities Less unrestricted investment account holders’ share of profit Net income from Islamic financing and investment activities 180,896 83,664 (106,413) (30,625) 74,483 53,039 Fees and commission income 1,034,842 727,034 Fees and commission expense (94,837) (65,149) Net fees and commissions income 940,005 661,885 Dividend income Net gains from dealing in foreign currencies 130,630 83,449 Profit from financial investments 276,030 205,772 Other operating income 76,501 17,916 522,269 346,080 2,751,042 1,932,811 Operating income 39,108 38,943 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 33. FINANCIAL STATEMENTS FOR THE PARENT BANK (continued) Parent Bank Statement of Income (continued) As at 31 December 2008 83 Figures in thousand Qatar Riyals 2008 2007 General and administrative expenses Depreciation Recoveries of impairment losses on loans to financial institutions, net Impairment losses on loans and advances to customers, net Impairment losses on financial investments Impairment losses on other assets Total operating expenses and impairment losses (671,233) (477,326) (67,719) (52,130) 2,466 2,240 (61,511) (50,772) (464,850) (85,904) - (10,700) (1,262,847) (674,592) Profit before share of associates’ results Share of results of associates 1,488,195 1,258,219 207,585 133,492 1,695,780 1,391,711 Net profit for the year Parent Bank Statement of Cash Flows As at 31 December 2008 Figures in thousand Qatar Riyals 2008 2007 Cash flows from operating activities Net profit for the year Adjustments for: Depreciation Amortization of transaction cost Impairment losses on loans and advances, net Impairment losses on fiancial investments Impairment losses on other assets Profit from sale of assets 1,695,780 1,391,711 67,719 52,130 9,048 6,613 59,045 48,532 464,850 85,904 - 10,700 (28) - Share of results of associate (207,585) (133,492) Profit from financial investments (276,030) (205,772) Profits before changes in operating assets and liabilities 1,812,799 1,256,326 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 84 33. FINANCIAL STATEMENTS FOR THE PARENT BANK (continued) Parent Bank Statement of Cash Flows (continued) As at 31 December 2008 Figures in thousand Qatar Riyals 2008 2007 Net (increase) decrease in operating assets Due from banks and financial institutions Loans, advances and financing activities for customers Other assets Net increase (decrease) in operating liabilities Due to banks and financial institutions Customers’ deposits Other liabilities 458,824 152,571 Net cash (used in) from operating activities (60,052) 1,230,199 Cash flows from Investing activities Purchase of financial investments Investment in associates (415,132) (673,799) (8,950,784) (7,711,295) (141,665) (67,939) 731,226 (314,000) 6,444,680 8,588,335 (1,972,513) (1,844,980) (284,920) (1,899,882) Dividend received from associate 82,646 46,138 Proceeds from sale of financial investments 1,141,472 1,738,862 Purchase of property and equipment (482,873) (216,034) Proceeds from sale of assets Net cash used in investing activities 28 - (1,516,160) (2,175,896) Cash flows from financing activities Proceeds from other borrowed funds 1,375,938 5,264,404 Repayment of other borrowed funds (2,912,000) (1,783,600) Net proceeds from issue of shares 3,248,101 - Dividends paid (560,632) (981,106) Net cash from financing activities 1,151,407 2,499,698 Net (decrease) increase in cash and cash equivalents during the year (424,805) 1,554,001 Effects of foreign exchange fluctuation 13 10 Cash and cash equivalents at 1 January 4,683,884 3,129,873 Cash and cash equivalents at 31 December 4,259,092 4,683,884 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 34. FINANCIAL STATEMENTS FOR THE AL SAFA ISLAMIC BRANCHES 85 Al Safa Islamic Banking - Balance Sheet As at 31 December 2008 ASSETS Cash balances 18,213 7,167 Due from banks and financial institutions 1,393,160 644,280 Due from customers for financing activities 2,420,551 919,553 Financial investments Due from parent bank Total assets LIABILITIES Due to banks and financial institutions 189,918 - Customers’ current accounts 496,525 252,393 Other liabilities Total liabilities excluding unrestricted investment accounts Unrestricted investment accounts Total liabilities including unrestricted investment accounts CAPITAL FUNDING Figures in thousand Qatar Riyals 2008 2007 141,265 81,933 - 24,529 Property and equipment 31,180 10,051 Other assets 61,166 10,914 4,065,535 1,698,427 Capital funding from parent Current year’s profit Total capital funding Total liabilities and capital funding 210,516 47,246 896,959 299,639 2,847,931 1,109,022 3,744,890 1,408,661 250,000 250,000 70,645 39,766 320,645 289,766 4,065,535 1,698,427 The Commercial Bank of Qatar (Q.S.C.) Notes to the Consolidated Financial Statements (continued) 31 December 2008 86 34. FINANCIAL STATEMENTS FOR THE AL SAFA ISLAMIC BRANCHES (continued) Al Safa Islamic Banking - Statement of Income As at 31 December 2008 Income from financing activities Income from investment activities Total income from financing and investment activities Figures in thousand Qatar Riyals 2008 2007 147,930 60,717 32,966 22,947 180,896 83,664 Fee and commission income Fee and commission expense Net fee and commission income Dividend income Net gains from dealing foreign currencies Net gains from financial investment 14,082 (91) (61) 24,334 14,021 574 - 4,126 35 450 3,417 5,150 3,452 Operating income 210,380 101,137 24,425 General and administrative expenses (28,105) (28,170) Depreciation (3,281) (1,323) Impairment losses on loans and advances to customers (net) (1,936) (1,253) Net profit 177,058 70,391 Less unrestricted investment account holders’ share of profit (106,413) (30,625) Net profit for the year attributable to owners 70,645 39,766