SURA Asset Management S.A. and Subsidiaries Consolidated
Transcription
SURA Asset Management S.A. and Subsidiaries Consolidated
SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements For year ended December 31, 2013 1 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 INDEX Consolidated Income Statement ................................................................................................................................................................. 7 Other Comprehensive Income Statement ................................................................................................................................................... 8 Consolidated Statement of Financial Position ............................................................................................................................................. 9 Consolidated Statement of Cash Flows .................................................................................................................................................... 10 Consolidated Statement of Changes to Shareholders´ Equity .................................................................................................................. 11 1. Corporate information........................................................................................................................................................... 12 2. Main accounting policies and practices ................................................................................................................................ 21 2.1 Basis for Preparing and Presenting the Financial Statements ............................................................................................. 21 2.2 Basis of consolidation........................................................................................................................................................... 22 2.3 Summary of significant accounting policies ......................................................................................................................... 24 2.4 Changes to accounting policies and the information to be disclosed .................................................................................. 61 2.5 Significant accounting estimates, assumptions and opinions .............................................................................................. 63 3. Standards issued pending implementation .......................................................................................................................... 67 4. Business Combinations (Goodwill) ....................................................................................................................................... 69 4.1 Acquisitions in 2013 ............................................................................................................................................................. 69 4.2 Acquisitions in 2012 ............................................................................................................................................................. 73 5. Gross premiums ................................................................................................................................................................... 84 6. Fee and commission income................................................................................................................................................ 85 7. Investment income ............................................................................................................................................................... 86 8. Net gains and losses on financial assets available for sale ................................................................................................. 87 9. Gains and losses on assets at fair value .............................................................................................................................. 88 9.1 Other comprehensive income .............................................................................................................................................. 89 10. Other operating revenue ...................................................................................................................................................... 91 11. Claims................................................................................................................................................................................... 92 12. Operating and administrative expenses ............................................................................................................................... 93 13. Financial income .................................................................................................................................................................. 94 14. Financial expense ................................................................................................................................................................ 95 15. Net gains on transactions between related parties .............................................................................................................. 95 16. Fixed assets ......................................................................................................................................................................... 97 17. Investment properties .........................................................................................................................................................100 18. Intangible Assets ................................................................................................................................................................106 19. Deferred acquisition costs (DAC) .......................................................................................................................................111 20. Taxes ..................................................................................................................................................................................113 21. Other assets .......................................................................................................................................................................121 22. Cash and cash equivalents ................................................................................................................................................122 23. Financial Assets and Liabilities ..........................................................................................................................................124 23.1 Financial Assets .................................................................................................................................................................124 23.2 Financial Liabilities .............................................................................................................................................................131 2 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Current financial liabilities ........................................................................................................................................................................132 24. Reinsurance assets ............................................................................................................................................................135 25. Accounts receivable ...........................................................................................................................................................136 26. Financial obligations ...........................................................................................................................................................139 27 Insurance contracts ............................................................................................................................................................139 28. Equity Issued capital and reserves .....................................................................................................................................144 29. Accounts payable ...............................................................................................................................................................154 30. Other liabilities ....................................................................................................................................................................157 31. Employee benefits ..............................................................................................................................................................157 32. Provisions ...........................................................................................................................................................................159 33. Deferred income liabilities (DIL) .........................................................................................................................................160 34. Risk Management Objectives and Policies ........................................................................................................................161 35. Information regarding Related Parties ................................................................................................................................187 36. Investments in Associates ..................................................................................................................................................192 37. Information regarding operating segments .........................................................................................................................194 38. Earnings per share .............................................................................................................................................................199 39. Commitments and contingencies .......................................................................................................................................199 40. Additional information .........................................................................................................................................................200 3 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A. presence in Latin America 4 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Shareholders GRUPO SURA Grupo Bolívar General Atlantic IFC JP Morgan 67.1% 9.7% 7.3% 4.9% 4.3% Grupo Bancolombia Grupo Wiese 3.7% 3.0% 5 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA ASSET MANAGEMENT S.A. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS FOR YEAR ENDED DECEMBER 31, 2013 6 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A. and Subsidiaries Consolidated Income Statement At December 31 Note 2013 2012 USD$ 000 USD$ 000 5 5 772,662 (57,093) 715,569 374,095 (54,673) 319,422 Investment income 6 7 704,408 55,089 688,223 89,903 Net realized gains and losses on financial assets available for sale 8 2,820 3,105 Gains and losses at fair value 9 10 87,145 21,836 1,586,867 72,341 9,301 1,182,295 11 12 12 12 314,593 498,924 21,819 568,547 1,403,883 199,393 127,489 75,214 478,204 880,300 182,984 301,995 216,971 57,316 342,639 (104,424) 238,215 61,972 42,032 83,337 405,272 (68,430) 336,842 238,215 336,842 232,965 5,249 202,672 134,170 Gross premiums Premiums ceded to reinsurers Net premiums Fee and commission income Other operating revenue Total operating revenue Claims Movement in premium reserves Fee and commission expense Other operating and administrative expense Total operating expense Operating income Financial income Financial expense Earnings on transactions and acquisitions 13 14 15 Net income before income tax from continuing operations Income tax Net income for the year from continuing operations Net income for the year 20 Attributable to: Controlling interest Non-controlling interest 7 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A. and Subsidiaries Other Comprehensive Income Statement At December 31 Note Net income for the year 2013 2012 USD$ 000 USD$ 000 238,215 264,031 Other comprehensive income to be reclassified to profit or loss in subsequent periods: Gains and losses on financial assets available for sale 9.1 (43,074) 103,857 Effect on deferred income tax 20 32,805 (44,617) Exchange differences on translation of foreign operations (37,456) 36,158 Net other comprehensive income to be reclassified to profit or loss in subsequent periods (47,725) 95,398 Other comprehensive income not to be reclassified to profit or loss in subsequent periods: Revaluation of lands and buildings for own use 9.1 267 3,559 Effect on deferred income tax 20 521 (1,269) 788 2,290 Other comprehensive income for the year, after tax (46,937) 97,688 Total comprehensive income for the year, after tax 191,278 361,719 171,832 184,084 19,446 177,635 Net other comprehensive income not to be reclassified to profit or loss in subsequent periods Attributable to: Controlling interest Non-controlling interest 8 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A. and Subsidiaries Consolidated Statement of Financial Position For year ended December 31 In thousands of dollars Note 2013 USD$ 000 2012 Note USD$ 000 Assets Liabilities Non-current assets Non-current liabilities Financial assets 23 2,414,854 3,145,240 Reinsurance assets 24 45,055 Accounts receivable 23, 25 2013 2012 USD$ 000 USD$ 000 Financial obligations 26 552,887 252,104 29,978 Technical reserves 27 1,902,372 1,679,555 2,601 12,947 Deferred tax liabilities 20 532,481 463,935 Accounts payable 29 70,074 54,119 Employee benefits 31 1,430 1,272 Provisions 32 87,479 2,930 33 24,150 25,457 3,170,873 2,479,372 Investments in associates 36 476,829 - Investment properties 17 238,944 208,531 Fixed assets 16 56,974 54,604 Goodwill 18 1,719,794 1,622,288 Deferred income liabilities (DIL) Other intangible assets 18 1,336,771 1,246,995 Total non-current liabilities Deferred acquisition costs (DAC) 19 144,370 65,317 Deferred tax assets 20 79,418 37,666 Current liabilities Other assets 21 19,223 18,789 Financial obligations 26 149,883 7,255 6,534,833 6,442,355 Technical reserves 27 707,904 646,368 Current tax liabilities 20 34,084 36,977 Employee benefits 31 47,144 41,052 Accounts payable 29 109,338 143,442 Provisions 32 96,330 3,624 30 2,649 23,149 Total non-current assets Current assets Cash and cash equivalents 22 245,968 88,033 Financial assets 23 1,197,787 490,472 Other liabilities 23, 25 303,904 256,618 Total current liabilities 1,147,332 901,867 Current tax 20 72,120 25,533 Total liabilities 4,318,205 3,381,239 Other assets 21 8,405 13,535 1,828,184 874,191 Accounts receivable Total current assets Shareholders’ equity Subscribed and paid-in capital 28 1,360 646 Share premium 28 3,785,406 1,763,583 Other capital reserves 28 (54,868) 8,690 Profits for the year 28 232,965 202,672 Translation differences 28 2,196 22,719 3,967,059 1,998,310 77,753 1,936,997 Total equity 4,044,812 3,935,307 Total liabilities and shareholders´ equity 8,363,017 7,316,546 Total controlling interest Non-controlling interest Total assets 8,363,017 7,316,546 28 9 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A. and Subsidiaries Consolidated Statement of Cash Flows At December 31 2013 2012 USD$ 000 USD$ 000 Operating activities Profit before income tax from continuing operations Adjustments to reconcile profit before tax with net cash flows: Depreciation of fixed assets Amortizations of intangible assets and deferred acquisition costs (DAC) Profits (losses) at fair value Impairment losses Provisions Adjustments on: Increase in accounts receivables and other assets Increase in deferred acquisition costs (DAC) Increase in reinsurance assets, net Increase in technical reserves Increase (decrease) in trade payables and other accounts payable Changes in minority interest Translation differences Paid income tax Net cash flows (used) from operating activities 342,639 405,272 8,104 81,278 (87,145) 2,768 183,089 13,250 57,256 (72,341) (24,145) (74,493) (94,892) (15,077) 284,353 32,973 (146,580) (20,523) (140,133) 356,361 (104,635) (67,643) (29,978) 59,123 (663,210) 798,023 22,683 (29,071) 364,584 Investment activities Acquisition of subsidiaries, net of acquired cash Acquired property and equipment Acquired investment properties Purchases of financial instruments Redeemed financial instruments Additions to intangible assets Net cash flow used on investing activities (251,671) (10,205) (4,474) 161,202 (252,721) (357,869) (142,383) (25,886) (60,702) (436,048) (5,572) (670,591) Financing activities Capitalizations Dividend payments Increase in business combination reserves Loans received Loans paid Interest paid Net cash flow from financing activities (Decrease) increase in cash and cash equivalents Cash and cash equivalents at January 1 (110,534) (155,696) 533,422 (90,011) (17,738) 159,443 157,935 88,033 71,020 48,516 182,432 (8,529) (5,498) 287,941 (18,066) 106,099 245,968 88,033 Cash and cash equivalents at December 31 10 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A. and Subsidiaries Consolidated Statement of Changes to Shareholders´ Equity At December 31 At December 31, 2011 Issued share capital Share premium (Note 28) (Note 28) Statutory reserve Other equity reserves Net gains and losses on financial assets available for sale Revaluations Income tax on of land and other buildings for comprehensive own use income Net Income for the year Translation differences (Note 28) Noncontrolling interest Controlling interest Total equity 605 1,692,604 50,027 (34,963) - - - (1,755) 36 1,706,554 1,004,803 2,711,357 - - - - 53,135 1,810 (23,381) - - 31,564 - 31,564 41 70,979 - (1,755) - - - 1,755 - 71,020 - 71,020 Business combinations - - - (36,183) - - - - - (36,183) 798,024 761,841 Translation differences (Note 28) - - - - - - - - 22,683 22,683 Profits for the year - - - - - - - 202,672 - 202,672 134,170 336,842 646 1,763,583 50,027 (72,901) 53,135 1,810 (23,381) 202,672 22,719 1,998,310 1,936,997 3,935,307 - - - - (11,747) 2,006 10,860 - - 1,119 (10,599) (9,480) 714 2,021,823 - - - - - - - 2,022,537 (1,794,091) 228,446 Legal Reserve - - 19,326 - - - - (19,326) - - (575) (575) Dividend payments - - - - - - - (110,534) - (110,534) - (110,534) Business combinations - - (48,575) (35,428) - - - (72,812) - (156,815) - (156,815) - - - - - - - - - - (42,295) (42,295) - - - - - - - - (20,523) (20,523) (16,934) (37,457) - - - - - - - 232,965 - 232,965 5,250 238,215 1,360 3,785,406 20,778 (108,329) 41,388 3,816 (12,521) 232,965 2,196 3,967,059 77,753 4,044,812 Other comprehensive income Capitalizations (Note 28) At December 31, 2012 Other comprehensive income Capitalizations (Note 28) Increase in NonControlling interest Translation differences (Note 28) Profits for the year At December 31, 2013 11 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 22,683 Notes to the Financial Statements For year ended December 31, 2013 (stated in USD$ thousands) 1. Corporate information SURA Asset Management S.A., was incorporated, under the name of Inversiones Internacionales Gruposura S.A. by means of Public Deed No 1548 drawn up September 15, 2011 before the Notary Public No. 14 of the Circuit of Medellin. However, by means of Public Deed No. 783, drawn up May 22, 2012 before Notary Public No. 14 of the Circuit of Medellin, it changed its corporate name to SURA Asset Management S.A.. SURA Asset Management S.A. is a Colombian company with Taxpayer Reg. No. 900.464.054 - 3. It has its registered place of business in Medellin, but it is entitled to set up branches, agencies, and offices in other parts of the country as well as abroad, should its Board of Directors so decide. The Company has a term of duration that expires on September 15, 2111. Its business purpose is to invest in real estate and personal property. In the case of the latter, it may invest in any type of personal property such as shares, participations or holdings in companies, entities, organizations, funds or any other mechanism recognized by law that allows for the investment of funds. Likewise, it may invest in commercial paper or securities yielding either a fixed or variable income, regardless of whether they are listed on a public stock exchange. In any case, the corresponding issuers and/or investees may belong to either the public or private sectors, both at home or abroad. SURA Asset Management S.A., is the subsidiary of its parent company Grupo de Inversiones Suramericana S.A. (Grupo SURA), with its registered place of business in Medellin, Colombia. In 2012 SURA Asset Management S.A. held a 51% stake in SURA Asset Management España S.L., a single-member limited liability company, parent of a group of subsidiaries dedicated to providing insurance, pension and retirement savings funds in both Central and Latin America. In 2012, SURA Asset Management acquired 63.0% of the company Invita Seguros de Vida S.A. (Currently Seguros SURA S.A.) which in turn held a 99.98% stake in the company INCASA Empresa Administradora Hipotecaria (Currently Hipotecaria SURA S.A.). In June 2013, SURA Asset Management S.A. acquired a total of 49,000 shares in the aforementioned company, equal to a 49% stake in its share capital, with which it increased its overall stake to 100%. This investment consisted of payments-in-kind made by Grupo de Inversiones Suramericana S.A., General Atlantic España S.L, International Finance Corporation, Sociedades Bolivar S.A., Compañia de Seguros Bolivar S.A., Banagricola S.A., Bluerapids Invest S.L and JP Morgan SIG Holdings in exchange for stakes in SURA Asset Management S.A.. This was carried out based on the terms of the corresponding offer to each of the aforementioned shareholders and by means of the following transactions: On June 6, 2013, the Colombian company SURA Asset Management S.A. acquired 15,194 shares in the foreign company SURA Asset Management España S.L., through a payment-in-kind made by Grupo de Inversiones Suramericana S.A., for 357,281 shares in SURA Asset Management S.A.. 12 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 On June 6, 2013, the Colombian company, SURA Asset Management S.A. acquired 8,259 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by General Atlantic Espana S.L., for 191,168 shares in SURA Asset Management S.A.. On June 11, 2013, the Colombian company, SURA Asset Management S.A. acquired 3,441 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by the International Finance Corporation for 79,660 shares in SURA Asset Management S.A.. On June 11, 2013, the Colombian company, SURA Asset Management S.A. acquired 8,259 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by Sociedades Bolivar S.A 191,168 shares in SURA Asset Management S.A.. On June 11, 2013, the Colombian company, SURA Asset Management S.A. acquired 2,753 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by Ccompañia de Seguros Bolivar S.A. for 63,732 shares in SURA Asset Management S.A.. On June 13, 2013, the Colombian company, SURA Asset Management S.A. acquired 4,129 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by Banagricola S.A. for 95,586 shares in SURA Asset Management S.A.. On June 26, 2013, the Colombian company, SURA Asset Management S.A. acquired 2,065 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by Bluerapids Invest S.L. for 47,804 shares in SURA Asset Management S.A.. On June 27, 2013, the Colombian company, SURA Asset Management S.A. acquired 4,900 shares in the foreign Company SURA Asset Management España S.L. through a payment in kind made by JP Morgan SIG Holdings for 113,435 shares in SURA Asset Management S.A.. The consolidated financial statements of SURA Asset Management S.A. and Subsidiaries correspond to the financial year of 2013, beginning on January 1st and ending on December 31 of this same year. The financial statements were approved on March 25, 2014 by the Board of Directors. SURA Asset Management S.A. and Subsidiaries operate in Colombia, Spain, the Netherlands and the Latin American countries of Mexico, Chile, Peru, and Uruguay. 13 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The following is a breakdown of the stakes held in the companies that form part of the consolidated financial statements of SURA Asset Management S.A. and Subsidiaries: Company SURA Asset Management España S.L. (previously: Grupo de Inversiones Suramericana España S.L.) AFP Integra S.A. SUAM Corredora de Seguros S.A. Activos Estratégicos SURA A.M. Colombia S.A.S. SURA Asset Management Perú S.A. SURA Asset Management México S.A. de C.V. Type of Entity Holding company Company dedicated to managing pension funds on an individual account basis. Company dedicated to all types of activities relating to life insurance and reinsurance. Direct stake (%) Country 100.00% Spain 99.99% Peru 99.98% El Salvador Holding company 100.00% Colombia Holding company 100.00% Peru Holding company 100.00% Holding company 100.00% Investment holding vehicle 100.00% Uruguay Holland Grupo de Inversiones Suramericana Holanda B.V. Investment holding vehicle 100.00% Holland Grupo SURA Latin American Holdings B.V. Investment holding vehicle 100.00% Holland Holding company 100.00% Luxembourg Holding company 100.00% Holland Holding company 100.00% Holland Holding company 100.00% Holland SURA S.A. Company investing in financial corporations as well as insurance and pension fund management firms 100.00% Chile Compañía de Inversiones y Servicios SURA Ltda. Company dedicated to investing in different financial instruments and investment vehicles 100.00% Chile Corredores de Bolsa SURA S.A. Company dedicated to purchasing and selling its own or third party securities, as well as providing its brokerage services 100.00% Chile Administradora General de Fondos S.A. (previously: SURA Admora Gral De Fondos S.A.) Company dedicated to managing mutual and investment funds. 100.00% Chile Seguros de Vida SURA S.A. Company dedicated to the insurance business, primarily life insurance and annuities 100.00% Chile SURA Data Chile S.A. Company dedicated to providing data processing services and leasing computer equipment 100.00% Chile Tublyr S.A. Grupo SURA Holanda B.V. Mexamlux S.A. Grupo SURA AE Chile Holdings I B.V. Grupo SURA AE Chile Holdings II B.V. SURA Asset Management Mexico B.V. Mexico 14 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Company Type of Entity Direct stake (%) Country SURA Chile S.A. Company dedicated to providing subsidiaries with its consultancy services 100.00% Chile AFP Capital S.A. Company dedicated to managing retirement funds 99.64% Chile Santa Maria Internacional S.A. Company dedicated to managing mutual and investment funds. 99.63% Chile Asesores SURA S.A. de C.V. Company dedicated to providing its marketing and advertising services for both products as well as financial services as well as recruiting and training personal, managing payrolls and handling labor relations together with any other administrative service. 100.00% Mexico Pensiones SURA S.A. de C.V. Company dedicated to entering into life insurance agreements for the exclusive handling of pension insurance. 100.00% Mexico SURA Investment Management S.A. de C.V. (Mexico) Company dedicated to managing investments companies. 100.00% Mexico Inverconsa S.A. de C.V. Company dedicated to funding claim settlements, but is not operating at the present time 100.00% Mexico Afore SURA S.A. de C.V. (previously: Afore Holding B.V.) Company dedicated to managing investment companies specialized in retirement funds (Siefores) 100.00% Mexico SURA Art Corporation S.A. de C.V. Company dedicated to collecting Mexican works of art 99.99% Mexico Wealth Management SURA S.A. Company dedicated to making capital investments in other companies that have either been created or are due to be incorporated 100.00% Peru Fondos SURA SAF S.A.C. Company dedicated to managing mutual and investment funds 100.00% Peru Servicios SURA S.A.C. Company dedicated to providing business consultancy services. 100.00% Peru 100.00% Peru 100.00% Peru International SURA Perú S.A. Pensiones SURA Perú S.A. Company dedicated to investing in shares, securities and other instruments as well as buying and selling personal and real estate property. Company dedicated to investing in and providing its advisory services to Private Pension Fund Management Funds, general-purpose funds and fund portfolios Seguros SURA S.A. (formerly Invita) Company dedicated to all kinds of activities relating to life insurance and reinsurance 69.29% Peru Hipotecaria SURA Empresa Administradora Hipotecaria EAH (formerly Incasa) Company dedicated to conducting operations inherent to a financial institution, with a primary focus on granting mortgage loans. 99.98% Peru AFAP SURA S.A. Company dedicated to managing retirement savings funds. 100.00% Uruguay 15 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Company Ahorro Inversión SURA Administradora de Fondos de Inversión S.A. (previously: Type of Entity Direct stake (%) Country 100.00% Uruguay Company dedicated to managing investments funds Pactoril S.A) In 2012 the Company held, directly and indirectly 100.0% of Asset Management SURA S.A.C. in Peru which was liquidated in 2013. The consolidated financial statements of the Company include as of 31-12-2013: (Figures without intercompany eliminations) 686,851 88,064 598,787 Profits for the year 94,376 AFP Capital S.A. 1,046,515 159,148 887,367 133,682 AFP Integra S.A. 543,655 139,362 404,293 48,183 SURA Asset Management España S.L. (previously: Grupo de Inversiones Suramericana España, S.L.) 3,659,068 145,680 3,513,388 17,725 Grupo de Inversiones Suramericana Holanda B.V. 2,107,597 25 2,107,572 5,398 Grupo SURA AE Chile Holdings I B.V. 720,593 102 720,491 (76) Grupo SURA AE Chile Holdings II B.V. - 93 (93) (77) 1,360,874 92 1,360,783 (645) 323,755 80 323,675 16,756 30,654 22,380 8,274 (214) 6 2 3 81 2,494 235 2,259 (1,737) 18,302 1,389 16,913 4,942 1,347,706 1,171,192 176,513 10,332 Assets Afore SURA S.A. de C.V. (previously: Afore Holding B.V.) Grupo SURA Holanda B.V. Grupo SURA Latin American Holdings B.V. Hipotecaria SURA Empresa Administradora Hipotecaria EAH Inverconsa S.A. de C.V. (previously: Inverconsa) Ahorro Inversión SURA Administradora de Fondos de Inversión S.A. (previously: Pactoril S.A) Santa Maria Internacional S.A. Seguros SURA S.A. Liabilities Equity 16 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 4,365,893 600,824 3,765,069 Profits for the year (69,861) Administradora General de Fondos S.A. (previously: SURA Admora Gral De Fondos S.A.) 11,184 6,347 4,837 126 AFAP SURA S.A. 30,633 5,003 25,630 12,856 Corredores de Bolsa SURA S.A. (previously: SURA Agencia De Valores S.A) 25,105 13,819 11,286 (12,040) SURA Art Corporation S.A. de C.V. 21,406 3 21,403 5 Asesores SURA S.A. de C.V. 1,509 1,484 24 (359) SURA Chile S.A. 9,013 7,886 1,127 1,284 513,251 573 512,679 63,775 Data SURA Chile S.A. 2,561 1,084 1,477 293 Fondos SURA SAF S.A.C. 2,749 694 2,055 (1,327) 233 29 204 (54) 24,352 6,855 17,497 (1,016) 503,831 438,402 65,429 5,539 29,178 54 29,124 7,789 34 30 4 - 917,415 8,372 909,042 71,285 1,470,581 1,223,547 247,034 30,541 3 1 2 - 5,210 1,104 4,106 1,791 34 16 17 (37) 7,451 1,015 6,436 343 46 - 46 (4) 20,547 13 20,534 (14) Assets SURA Asset Management Perú S.A. Compañía de Inversiones y Servicios SURA Ltda. International SURA Perú S.A. SURA Investment Management S.A. De C.V. (Mexico) Pensiones SURA S.A. de C.V. Pensiones SURA Perú S.A. Promotora SURA AM S.A. de C.V. SURA S.A. Seguros de Vida SURA S.A. Servicios SURA S.A.C. Wealth Management SURA S.A. Mexamlux S.A. Negocios Financieros S.A. SUAM Corredora de Seguros S.A. SURA Asset Management Perú S.A. Liabilities Equity 17 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 13,669 7 13,662 Profits for the year (3) 428,314 23 428,291 (159) 1 - 1 - 61 - 61 - Assets SURA Asset Management S.A. de C.V. (Mexico) SURA Asset Management Mexico B.V. Liabilities Tublyr S.A. Activos Estratégicos SURA AM Colombia SAS Equity The consolidated financial statements of the Company include as of 31-12-2012: (Figures without intercompany eliminations) 419,872 38 419,835 Profits for the year 3,485 AFP Capital S.A. 1,047,831 137,896 909,934 96,882 AFP Integra S.A. 223,385 62,092 161,293 50,663 Grupo De Inversiones Suramericana España, S.L.U. 3,527,990 153,430 3,374,559 (8,513) Grupo de Inversiones Suramericana Holanda 2,025,034 48 2,024,987 (92) Grupo SURA AE Chile Holdings I B.V. 868,836 22 868,814 2,523 Grupo SURA AE Chile Holdings II B.V. - 13 (13) (13) 1,359,451 47,068 1,312,383 81 354,549 68 354,481 45,276 - - - - 255,498 46,924 208,574 105,862 13 87 (74) (19) 1,938 198 1,740 (396) 21,092 4 21,089 94 Seguros SURA S.A. 1,422,227 1,312,988 109,239 (755) SURA Asset Management S.A. Holding 1,813,260 29,027 1,784,234 (17,755) Assets Afore Holding B.V. Grupo SURA Holanda B.V. Grupo SURA Latin American Holdings B.V. Hipotecaria SURA Empresa Administradora Hipotecaria EAH ING Afore Inverconsa S.A. de C.V. Pactoril S.A Santa Maria Internacional S.A. Liabilities Equity 18 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 - - - Profits for the year - 9,251 8,241 1,011 (5,255) AFAP SURA SA. 23,661 5,825 17,837 11,341 SURA Agencia De Valores S.A 26,040 11,501 14,539 (1,331) SURA Art Corporation S.A. de C.V. 19,761 21 19,740 53 2,378 1,993 385 122 1 - - (2) 7,413 7,506 (93) 2,650 552,966 678 552,288 860 Data SURA Chile S.A. 1,775 444 1,331 227 Fondos SURA SAF S.A.C. 3,384 800 2,584 (962) International SURA Perú S.A. 1,142 860 282 - 25,395 6,381 19,014 (4,696) 574,418 448,885 125,533 3,133 32,148 21 32,127 (11) 23 - 23 (1) SURA S.A. 1,009,894 101,053 908,840 (35,626) Seguros de Vida SURA S.A. 1,167,265 928,093 239,172 28,136 3 - 3 (1) 2,682 895 1,787 (2,063) Assets SURA Administradora De Fondo SURA Admora Gral De Fondos S.A. Asesores SURA S.A. De C.V. SURA Asset Management Sa SURA Chile S.A. Compañía de Inversiones y Servicios SURA Ltda. SURA Investment Management S.A. De C.V. Pensiones SURA S.A. De C.V. Pensiones SURA Peru S.A. Promotora SURA Am S.A. de C.V. Servicios SURA S.A.C. Wealth Management SURA S.A. Liabilities Equity 19 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The companies included in these consolidated financial statements operate mainly in the financial sector. The following table shows the products and services offered in each line of business: Line of Business Name of Company Products or Services Pension Funds Administration AFP Capital S.A. AFP Integra S.A. AFAP SURA S.A. AFORE SURA S.A. Managing mandatory and voluntary pension funds Insurance Seguros de Vida SURA S.A. Pensiones SURA S.A. de C.V. Seguros SURA S.A. SUAM Corredora de Seguros S.A. Life Insurance Life Annuities Mutual Funds and Investment Funds Administration Fondos SURA SAF S.A.C. Administradora General de Fondos SURA S.A. Santa María Internacional S.A. Wealth Management SURA S.A. Managing public and private mutual funds for private individuals (retail) or institutional investors. Note 35– Information regarding related parties, shows the amounts recognized in the statements of financial position corresponding to SURA Asset Management S.A. and Subsidiaries or those where it holds a direct or indirect stake. Update on the Streamlining of SURA Asset Management S.A.’s corporate structure. As previously mentioned, as a result of Grupo SURA's purchase of the pension, savings and investment assets belonging to the ING Group in Latin America, it was necessary to purchase four Dutch entities that handled the ING Group´s operations in this part of the world. (See Note 4) This transaction also required that Grupo SURA set up three investment vehicles domiciled in Spain and the Netherlands. When the ING transaction was finalized at the end of 2011, the corporate structure included approximately 30 operating companies and investment vehicles received from ING, all domiciled in Holland, Mexico, Chile, Peru, Uruguay and Colombia. Subsequently, in order to facilitate the development of SURA Asset Management S.A.'s business and investments in Latin America, the Company embarked on reorganizing and simplifying its corporate structure, which, once completed, will provide greater clarity and market transparency with regard to the Company. It shall also allow for a more efficient running of the Company as well as facilitate the monitoring and oversight functions of the regulatory authorities in different jurisdictions. This streamlining required setting up as well as doing away with certain companies in different jurisdictions, some permanently and others on a more temporary basis. Furthermore, other mergers, de-mergers and acquisitions had to be carried out, all within SURA Asset Management S.A.. Further progress and/or the completion of these is scheduled for 2014. 20 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 In dismantling the Dutch companies and, pursuant to Dutch law, it was necessary to create temporary legal vehicles in Luxembourg so as not to produce double tax residences, while the final place of domicile is created in different Latin American countries where SURA Asset Management S.A. is currently present. It is important to mention that these entities shall not perform any operating activities, since they have been exclusively designed as temporary legal special purpose vehicles, with a term of duration of less than one year, as reported last August 16, 2013 when Mexamlux S.A. was incorporated. SURA Asset Management S.A. by means of this streamlining process intends to consolidate all of its pension, savings and investment business in a single company in each of the countries where it is present. These local companies shall oversee the SURA Asset Management S.A.’s operating subsidiaries in each jurisdiction, and thus be able to do away with the aforementioned investment vehicles. This reorganization process shall be carried out according to the regulatory framework and legal requirements applicable in each of the corresponding jurisdictions. So far the Company has presented to the authorities and regulators in the different countries, details of the respective operations to be carried out so as to be able to receive the corresponding authorizations and thus ensure that the aforementioned corporate streamlining is carried out in strict compliance with both the law and our own corporate principles. 2. Main accounting policies and practices 2.1 Basis for Preparing and Presenting the Financial Statements The consolidated financial statements of SURA Asset Management S.A. and Subsidiaries have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). These consolidated financial statements included all the Group's entities that form part of SURA Asset Management S.A.'s scope of consolidation regardless of their activity, form of business organization and nationality. The financial statements were approved on March 25, 2014 by the Board of Directors. In 2013 there were no changes made to the accounting policies, estimates or any significant errors that could have had an impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries. The consolidated financial statements have been prepared using the historic cost method, except for investment properties, land, buildings, and financial instruments at fair value through gains and losses, together with financial assets available for sale, which have been measured at their fair value or amortized cost. The consolidated financial statements are presented in U.S. dollars with amounts being rounded up to the nearest thousand (U.S. $ 000) except when otherwise stated. Generally speaking, the historic cost method is based on the fair value of the transactions carried out. Their fair value is equal to the fair market price that would be received or paid should the asset or liability be sold or otherwise transferred. In estimating the fair value of an asset or liability, the Company takes into account the same characteristics of the asset or liability that the market would upon setting the price of the asset or liability in question on the date the 21 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 value of such is measured. The fair value measured and/or disclosed in the consolidated financial statements is determined on this basis, excluding leasing transactions that are governed by International Accounting Standards (IAS) 17 which although are measured in a similar fashion are not posted at their fair value but at their net realizable value (IAS 2) or their value in use (IAS 36). Also, for financial reporting purposes, fair value measurements are classified as Level 1, 2 or 3 based on the degree to which the inputs to fair value measurements are observable and the importance of inputs for measuring fair value in their entirety, as described below: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. Level 2 inputs are inputs other than quoted prices belonging to Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Assets and liabilities have been converted to U.S. dollars using the exchange rates applicable at December 31, 2013 and December 31, 2012, respectively; equity was converted using the historic rate and the income accounts using the average exchange rate for the period in question. Country Currency Year-End Rate 2013 Average Rate 2013 Year-End Rate 2012 Average Rate 2012 Chile CLP 525.45 495.36 474.2 486.3 Mexico MXN 13.10 12.76 12.73 13.16 Peru PEN 2.80 2.70 2.55 2.64 Peru -Seguros SURA S.A. PEN 2.80 2.70 2.55 2.57** Uruguay UYU 21.50 20.43 19.20 20.26 Colombia COP 1,926.83 1,869.10 1,768.23 1,788.89 Holland – Spain EUR 1.38 1.33 1.32 1.29 El Salvador USD 1 1 1 1 ** Exchange rate corresponding to the average rate between December 1 and 31, 2012 since the Company was acquired in November 2012 2.2 Basis of consolidation The consolidated financial statements include the financial statements of SURA Asset Management S.A. and Subsidiaries for the years ended December 31, 2013 and December 31, 2012. Control is gained when the Company: exerts power over the investee; is exposed or entitled to variable returns corresponding to the stake held in the investee; 22 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Is able to use its power over the investee to influence the amount of investor returns to be paid. The Company reevaluates whether it controls an investee if the current facts and circumstances indicate any change to one or more of the three aforementioned elements of control. Should the Company hold less than the majority of the voting rights of an investee, it may well exert power over the investee if its voting rights are sufficient to provide the practical ability to unilaterally direct the investee´s activities. The Company considers all relevant facts and circumstances in assessing whether or not its voting rights in an investee are sufficient to constitute power over such, including: the quantity of the voting rights held in the investee relative to the size and dispersion of those held by other vote-holders; potential voting rights held by the Company, other vote holders or other parties; rights under other contractual arrangements, and All additional facts and circumstances indicating that the Company has, or has not, the current ability to direct the investee´s activities, at the time the decisions should be made, including voting patterns at previous shareholders meetings. The consolidation of the corresponding accounts begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the Consolidated Income Statement and other comprehensive income from the date the Company obtains control until the date when the Company gives up control of the subsidiary. The corresponding profit or loss and each component of other comprehensive income is attributed to the owners of the Company and the non- controlling interest. The total comprehensive subsidiary income is attributed to the owners of the Company and non- controlling interest even if this results in a deficit for the non-controlling interest. The financial statements corresponding to the subsidiaries are prepared for the same reporting period as that of the parent company, using uniform accounting policies. All balances, investments, transactions, profits and losses arising from transactions between SURA Asset Management S.A., including dividends, are eliminated completely. Total comprehensive subsidiary income is attributed to minority interests, even if a debit balance is involved. A change in the ownership stake held in a subsidiary that does not involve a loss of control, is accounted for as an equity transaction. Any difference between the adjustment made to the non - controlling interest and the consideration paid or received is directly recognized in the equity accounts and attributed to the owners of the Company. Should SURA Asset Management S.A. lose control of a subsidiary, it would: Write off the subsidiary´s assets (including goodwill) and liabilities Write off the book value of minority interests Write off the accumulated translation differences as posted under net equity. Recognize the fair value of the consideration received for the transaction Recognize the fair value of any retained investment 23 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3 Recognize the fair value of any retained investment Reclassify the stake held by the parent company to either the income accounts or reserves, as applicable, under the items previously recognized in other comprehensive income. Summary of significant accounting policies In preparing the consolidated financial statements the following accounting policies have been applied in the case of SURA Asset Management S.A. and Subsidiaries: a) Classification of Products in accordance with IFRS 4 In classifying its insurance portfolios SURA Asset Management S.A. considered the following criteria as stipulated in IFRS 4: i. Insurance Contracts: are all those contracts where the company (the insurer) has accepted significant insurance risk from the counterparty (the insurance holder) by agreeing to pay compensation in the case of any uncertain future event adversely affecting the insurance holder. Insurance risk is considered significant when the benefits paid out in the case of occurrence differ materially from those in the case of non-occurrence. Insurance contracts include those in which financial risks are transferred providing the insurance risk component is more significant. ii. Investment contracts: are all those contracts where the insurance holder transfers significant financial risk as opposed to insurance risk. The definition of financial risk includes the risk of any future change in one or any combination of the following variables: interest rates, prices of financial instruments, commodity prices, exchange rates, price indexes or rates, credit risk or credit risk index or any other nonfinancial variable, as long as said variable is not specific to a party to the contract. Under IFRS 4, as relating to insurance contracts, the insurer may continue using non-uniform accounting policies for subsidiary insurance contracts (as well as for deferred acquisition costs (DAC) and related intangible assets). Although IFRS 4 does not relieve the Company of some implications of the criteria set out in paragraphs 10 to 12 of IAS 8. Specifically, the Company shall: i. Not recognize provisions for future claims as a liability when these arise as a result of insurance contracts that were nonexistent at end of the reporting period (such as catastrophe and equalization provisions). ii. Perform adequacy tests on liabilities. iii. remove an insurance contract liability (or a portion thereof) from its statement of financial position when, and only when, it is extinguished, that is to say when the obligation specified in the contract is discharged or canceled or expires. iv. not offset (i) reinsurance assets with related insurance liabilities, or (ii) income or expense from reinsurance contracts along with the respective income or expense from related insurance contracts, v. Consider whether any impairment has occurred to its reinsurance assets. 24 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Insurance risk is significant only if an insured event could cause an insurer to pay a significant amount in additional benefits under any scenario. Additional benefits relate to amounts that exceed those that would be paid if an event did not occur. An analysis is performed on the significant risk existing on a contract-by-contract basis. According to the characteristics of our products, the portfolio is classified under the concept of an insurance contract. Importantly, once a contract is classified as an insurance contract, classification is maintained for the duration of such, even if the insurance risk reduces significantly during its term of validity. Not all products are available at all locations and / or subsidiaries. Currently, we have insurance contracts in Chile, Peru and Mexico. Permitted practices and policies include performing compulsory liability adequacy and impairment tests on reinsurance assets. Prohibited practices include setting up catastrophic reserves, maintaining or setting up contingent or equalization reserves and offsetting reinsurance assets and liabilities. b) Business combinations and goodwill Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the sum of the consideration transferred, measured at fair value at the date of its acquisition, as well as the amount of any non-controlling interest in the acquisition. Upon allocating the purchase price, tangible net assets and acquired intangible assets (with both a definite and indefinite useful life) are identified and assessed, so as to reconcile the value paid and the value of the net assets of the Company (both tangible and intangible). GW = VP - ANA + I (+/-) T GW: Goodwill (residual value) VP: Value Paid. Including the cash price paid and any future disbursements. ANA: Acquired Net Assets corresponding to their market value I: Intangible assets (client relations, trademarks, leases over/below their market value, others) T: Deferred tax Each business combination was accounted for in books by applying the acquisition method, In assessing the value of intangible assets acquired in business combinations, the methodologies used are grouped into the following three approaches: Income approach: present value of the cash flows attributable to intangible assets. 25 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The “Relief from Royalty " method: this method of assessing the value of intangible assets consists of estimating the market value of the intangible asset in question as the present value of future savings from expected annual payments of royalties due to the owner of the asset. The “Multi-period Excess Earnings Method (MEEM): based on contributory or excess earnings during multiple periods: This valuation method is based on the principle that the value of an intangible asset is equal to the present after tax value of incremental cash flows attributable to the asset, after deducting the charges for the cost of capital invested or the charge corresponding to contributory assets (tangible and intangible). Incremental Flow Method: this method represents the present value of income or additional cash flows that the intangible asset enables its possessor to obtain (e.g. price premiums or cost reductions). Market Approach: this is the process by which the value of an intangible asset is established based on a comparison with the value resulting from market purchases and sales of comparable intangible assets. This requires performing an analysis of intangible assets recently bought or sold, and then comparing their characteristics with those of the asset in question. Cost Approach: a valuation technique based on the reproduction cost less adjustments for depreciation, amortization and obsolescence. This approach is used preferably when the asset is easily replaceable and when the replacement cost is reasonably certain. It is used more frequently for assets that do not constitute a direct source of cash flows for the entity, such as its workforce, internally developed software, websites. SURA Asset Management S.A. applied the income approach in assessing the value of intangibles acquired in business combinations. In the case of client relationships the MEEM method is applied, for trademarks the relief from royalty method is used. For each business combination, SURA Asset Management S.A. and Subsidiaries chose whether to assess the value of the non- controlling interest in the acquiree as the proportionate share of the identifiable net assets acquired or at their fair value, Acquisition costs incurred are charged to the income accounts under administrative expense. When SURA Asset Management S.A. acquires a business, it assesses the identifiable assets acquired and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and other relevant conditions existing at the date of acquisition. This includes separating embedded derivatives in the acquiree´s main contracts. Should the business combination be carried out in stages, the stakes previously held in the acquiree´s equity are valued on the acquisition date and gains or losses are recognized on the income accounts. Any contingent consideration that must be transferred by the acquirer is recognized at fair value at the acquisition date. Contingent considerations classified as financial assets or liabilities in accordance with IAS 39 Financial Instruments Recognition and Measurement measured at fair value, and any changes to such are posted as a profit or loss or as a change to other comprehensive income. 26 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 In cases where the contingent considerations do not fall under the scope of IAS 39, these are measured in accordance with the relevant IFRS. Should the contingent consideration be classified as net equity this is not valued and any subsequent changes are recorded in net equity. Goodwill is initially measured at cost, as the excess of the sum of the consideration transferred and the amount recognized for non-controlling interest in respect of net identifiable acquired assets and liabilities. Should the fair value of the net acquired assets exceed the value of the consideration transferred, the difference is recognized in the income accounts. After initial recognition, goodwill is carried at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is allocated, from the acquisition date, to each cash-generating unit belonging to SURA Asset Management S.A. and Subsidiaries that is expected to benefit from the combination, irrespective of whether the acquire has other assets or liabilities of assigned to those units. When goodwill forms part of a cash-generating unit and a portion of that unit´s operations is written off, the goodwill associated with these divested operations is included in the book value of the operation in question when determining the gain or loss obtained on such disposal. The goodwill written off in these circumstances is measured based on the relative values of the operation disposed of and the portion of the cash -generating unit retained. Business combinations carried out during 2013 are listed below and later explained in detail in Note 4: Country Peru c) Date April 2013 Company AFP Integra Description Acquisition of 50 % of the portfolio of affiliates and funds managed by AFP Horizonte, which was subsequently taken over by AFP Integra. Intangible Assets The cost of intangible acquired assets in a business combination corresponds to their fair value at the date of acquisition. After initial recognition, intangible assets are carried at cost less any accumulated amortization and any accumulated impairment. Intangible assets with finite useful lives are amortized over their useful economic life and assessed to determine any impairment to such whenever there is an indication that the intangible asset may have suffered such deterioration. The period and the amortization method used for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. 27 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Intangible assets with indefinite useful lives are not amortized, but are tested annually to determine whether they have suffered any impairment in their value, either individually or at the level of the cash-generating unit to which they were assigned. An indefinite useful life is assessed and reviewed annually to determine whether it is still appropriate, if not, the change in useful life from indefinite to finite is made on a prospective basis. The useful life and depreciation method are reviewed periodically by Senior Management on the basis of expected future economic benefits for the components of intangible items. The useful lives of intangible assets are as follows: Estimated useful life Client relations Between 4 and 31 years Acquired goodwill Trademarks Indefinite Definite and indefinite Contracts and licenses 17 years Software * 3 years * Not acquired as part of the business combination. Gains or losses arising from writing off an intangible asset are measured as the difference between the net income obtained from the sale and the carrying amount of the asset, recognizing these in the income accounts when the asset is written off. d) Impairment of non- financial assets Pursuant to that stipulated in IAS 36 - Impairment of assets, the carrying value of these assets should not exceed the recoverable value thereof, and any impairment of these shall be recognized as the need arises. Consequently, SURA Asset Management S.A. and its related parties conduct an annual review of their nonfinancial assets in order to evaluate the possible recognition of any impairment sustained to such. Non-financial assets are classified according to their expected useful life: Assets with indefinite useful lives, for example, the goodwill determined in a business combination. For this type of asset, considering that these are not amortizable, a recoverability test is performed annually. - Assets with definite useful lives include long-term fixed assets and intangible assets such as customer relationships. Considering the fact that these assets are depreciated or amortized, recoverability tests are performed if there is evidence of impairment. Indications that impairment has occurred include: o A significant decrease in the value of the asset as a result of normal use or with the passing of time; - 28 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 o o o o o o o Significant changes having an adverse effect on the Company or the market to which the asset is allocated, in terms of the corresponding economic, legal, technological and market environment; Changes in market interest rates or other rates of return that significantly affect the calculation of the discount rate used to calculate the value in use of the asset in question; The book value of the entity´s net assets of the entity is greater than the estimated fair value of the entity as a whole; Evidence of obsolescence or physical damage sustained by the asset in question; Changes in the use of the goods, producing a deterioration in these same assets; Expected operating losses (idle capacity, outage plans, restructuring or the sale of assets); Economic output lower than expected (e.g. maintenance capex greater than expected, greater needs in operating issues, operating margin or flows associated with negative asset, etc.). Recoverability or impairment testing Once the indications of a potential impairment have been detected a recoverability test must be performed on the asset to determine whether to recognize an impairment loss. For this purpose, IFRS establishes the following guidelines: a. In order to estimate the recoverable amount of an asset the entity must identify whether it can assigned a flow of funds directly to the asset in question. If not, the corresponding assets should be grouped at the lowest level for which there is an identifiable flow of funds regardless of the amount of flows from other assets (Cash-Generating Unit - CGU). b. Estimate the recoverable amount of the asset or CGU in question. c. Compare the recoverable amount with the carrying amount of the asset or CGU in question i. When recoverable value is higher that the corresponding book value: No impairment loss is recognized. Amortization policies (useful life) are reviewed. ii. When the recoverable value is higher that the corresponding book value: The asset´s book value is not recoverable. An impairment loss should be determined. Recoverable value a) Net Realizable Value (NRV): Price in a binding sale agreement in an unforced arm's-length transaction between independent parties under normal market conditions less the associated costs (dismantling, transportation, legal, tax). b) Value in Use (VU): Expected present value of net cash flows that should arise from the continued use of the asset and from its disposal at the end of its useful life (or its early sale, if applicable). With respect to the net realizable value, the applicable accounting standards state: 29 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 i. Is there a price in a binding sale agreement as part of a transaction conducted at arm's length? ii. Does the business trade in an active market? iii. If the answer is yes, the NRV is calculated as the price minus expenses relating to the transaction. If the answer is no, the following elements must be evaluated. If the answer is yes, the NRV is calculated as the price minus expenses relating to the transaction. If the answer is no, the following elements must be evaluated. Can a reliable estimate be made of the amount that could be obtained by selling the business in a separate transaction between knowledgeable, willing parties? If the answer is yes, the NRV is calculated as the price minus expenses relating to the transaction. If the answer is no, the asset´s Value in Use (VU) is used as its recoverable value. Goodwill Recoverability Test Recoverable value of the CGU vs. Goodwill allocated + the CGU´s Net Book Value If the Recoverable Value is greater than the corresponding Net Book Value + Goodwill: there is no need for any further analysis. If the Net Book Value + Goodwill is greater than the corresponding Recoverable Value = the corresponding impairment loss must be determined. The process of determining and calculating impairment Among the valuation methodologies outlined in the standard, SURA Asset Management S.A. uses the methodology based on the Present Value of the CGU´s Net Cash Flows, which represents the value in use or the expected present value of net cash flows that should arise from the continued use of the asset in question as well as its disposal at the end of its useful life. Identifying CGUs: CGU: when the recoverable value of an asset considered separately from the rest cannot be determined. Define parameters for allocating indirect costs and expense and for corporate common assets, if any. Estimating cash flows: 30 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Macro Analysis: Here the macroeconomic context is considered based on the markets in which the CGU is active (local / International), analyzing the current and expected behavior of macroeconomic variables having the greatest impact on the business (GDP, inflation, nominal and real exchange rates, etc.). Industry Analysis: Understanding the industry in which the CGU and comparable companies operate, as well as the competitive position of the Company to which it belongs and performing a historic and trend analysis for the industry in question with regard to certain key variables (sales, margins, capital investment - CAPEX). Company Analysis: Understanding the viability of the business compared to its expected macroeconomic environment and the dynamics of the sector to which it belongs, reviewing the historic and expected evolution of sales and profitability, determining the evolution of investments linked to the assets, identifying income taxes and defining the applicable discount rate based on the risks and returns prevalent on the Company´s respective market. + Operating income before interest and taxes (EBIT) - Capital gains tax payable + Depreciation / Amortization - Maintenance Capex - (+) Increase (decrease) in Working Capital = Free Cash Flow for the Company after taxes It must be noted that upon analyzing impairment tests, the cash flows must not include: • • • • • Future uncommitted restructurings; Future enhancements to the CGU´s service capacity; The results of its financial activities; Payments of liabilities that has already been recognized on the estimation date: Recovered amounts of income tax Estimating the discount rate: The discount rate to be considered in the impairment test of an asset: Must reflect current market assessments of the effect of the value of money over time and the specific risks for the asset in question. Must reflect the returns that investors would require upon deciding on an investment of a similar nature. Must be totally separate from the entity´s capital structure and the manner in which the entity finances the asset in question. As a starting point in making such an estimate, the entity might take into account the weighted average cost of capital, the incremental rate of interest on loans taken by the entity, and other market interest rates for loans. This should be considered as an after tax value. This must be consistent with the assumptions reflected with the cash flows. Must not reflect risks that have been considered in adjusting the estimated cash flows. 31 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 International standards recommend the use of the Weighted Average Cost of Capital or WACC as the rate that best represents the return that investors would require from investing in a similar asset: The after-tax WACC rate to be used in estimating the value in use, is based on the following equation: ( ) ( ) Where: Ke: Cost of own capital Kd: Cost of debt E/(D+E): Portion of financing that corresponds to equity D/(D+E): Portion of financing that is debt T: Income tax rate The cost of equity estimated using the Capital Asset Pricing Model (CAPM): Where: Rf: Risk free rate Β: Leveraged asset beta Pm: Market risk premium Rc: Country risk premium Discounted Cash Flows: Discount factors are used to consider the value of money over time. The present value of cash flows is calculated by multiplying the free cash flow for the Company by the appropriate discount factor The discount factor is defined as follows: Discount factor (1 Discount Rate) Where: i = the period between the FCF and the date of analysis Recoverable Value 32 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The result of discounting cash flows is equal to the recoverable value of the asset or the CGU in question. This value is then compared with its book value resulting in: e) When the recoverable value is higher that the corresponding book value: No impairment loss is recognized and the amortization policies are reviewed (provided the asset classifies as having a useful life). If the recoverable value is lower than book value: The book value of the asset (or CGU) is reduced to its recoverable amount. An impairment is recognized immediately in the income accounts, unless the asset is carried at a revalued amount, in which case the impairment loss is recognized as decrease in the revaluation accounts. Deferred Acquisition Expense SURA Asset Management S.A. is entitled to obtain benefits from the investment management services of its subsidiaries and the insurance contracts entered into during the life of said contracts. For this reason, the acquisition costs incurred, which are directly related to these new contracts, are deferred for the period in which the Company shall receive revenues from new contracts and are amortized when said revenues are recognized. It is important to note that the expenses relating to issuing new policies or pension fund management contracts are classified separately as an underwriting expense in the income accounts. Those expenses that do not qualify as underwriting costs are shown as operating expenses. Examples of underwriting costs include commissions, target bonuses, etc. However, not all underwriting costs can be deferred on the Statement of financial position (capitalized) and subsequently amortized on the income accounts. Only costs incurred that directly relate to new contracts are subject to this treatment, consequently, the acquisition costs subject to deferral include: - Variable commissions paid by new members to the Pension Fund Management firms. Variable commissions paid on transfers from other Pension Fund Management firms or StateOwned Obligatory Pension Systems (in countries where these exist). Variable commissions on new sales or deposits relating to the voluntary pension products offered by the Pension Firm Management firms. Variable commissions on new long-term life insurance products (excluding life annuities and annual renewable insurance). Sales-based bonuses and sales force incentives paid for achieving the productivity goals set. Costs associated with the payment of variable commissions, bonuses and incentives, as described above, include: o Taxes o Social security contributions SURA Asset Management S.A. recognizes assets as Deferred Acquisition Expense for the following lines of business: 33 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 - Mandatory Pensions: consisting of managing retirement savings that are mandatory, based on the pension system in each country. Here member (client) funds are managed so as to obtain an amount of money to finance the member´s pension when reaching retirement age. Depending on the laws of each country, contributions can be paid into the pension fund either by the private individual or by in conjunction with his or her employee the minimum contribution is also legislated in each country. These are recognized by the Pension Fund Management firms. - Voluntary Pensions: consist of managing retirement savings that are deposited by clients over and above the amount of mandatory pension savings required by law. These are paid into a Pension Fund Management firm. - Long-term Life Insurance: consists mainly of providing life insurance policies with effective multi-year terms of duration (excluding annual renewable policies and those whereby life annuities are granted). Amortization Amortization of deferred expenses, depending on the line of business, is performed as follows: - Mandatory and Voluntary Pensions: acquisition expense subject to deferral is amortized on a straightline basis according to the average duration of expected revenues from new pensions taken out during the period. The expected revenues are discounted on a financial basis. The amortization period is calculated separately for Mandatory and Voluntary Pensions. - Long-Term Life Insurance: acquisition expense subject to deferral is amortized over the life of the contracts based on the following amortization structure: o o Pattern recognition of revenue in accordance with the expected term of the policy (Unit Linked). A nonlinear predefined pattern (term insurance). Recoverability testing when voluntary and mandatory pensions are activated Acquisition costs to be deferred are subject to a recoverability test performed when the asset is first set up. The recoverability test will be conducted on the basis of core wholes of mandatory and voluntary pension product sales for each month at the end of the month. In countries where sales are not recorded on a monthly basis (according to applicable local rules and regulations), the recoverability test may be performed with the same frequency as the sale is recorded (subject to authorization from the Company’s Models and Assumptions Committee) Currently, the only country that does not perform a monthly test is Mexico, since sales there are recorded on a bimonthly basis by the country´s clearing agency. This test may be performed on a single or group of products depending on the following non-exhaustive list: business strategy, the level of integration with the acquisition in question and/or product operating expense. In any case, the Models and Assumptions Committee must approve the methodology used for each country. 34 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The asset shall be considered recoverable if the present value of expected gross revenues is greater than the amount of the expense to be charged. Expected gross revenues are defined as income net of maintenance costs that are expected to be reported by new business for said product. Should the recoverability test not be satisfactory, expense may only be deferred up to the amount of the present value of expected gross revenues and the remaining balance shall be carried as an expense on the income statement for the period in which the memberships were acquired. Expected gross revenues are projected on a monthly basis using models and assumptions approved by the Models and Assumptions Committee. The most relevant assumptions include: exit rates (transfers, deaths, retirements and disabilities), contribution rates, management fees, activity rates, salary increases, fund returns, expenses, etc. Annual Impairment or Adequacy tests on DAC assets Annual impairment or adequacy tests are performed on the portfolio of Mandatory and Voluntary Pensions existing on the date these tests are carried out, except when the business unit provides sufficient grounds for testing each product separately. These arguments must be submitted to the Models and Assumptions Committee for due approval. It is important to note that a separate test is performed on each subsidiary, that is to say one on AFP Capital S.A. in Chile, another on Corredora de Bolsa SURA S.A. in Chile on sales of voluntary pension funds, another on Seguros de Vida SURA S.A. in Chile on sales of voluntary pension funds, another on Afore SURA S.A. de C.V. in Mexico, another on AFP Integra S.A. in Peru and another on AFAP SURA S.A. in Uruguay. This test consists of comparing the carrying balance of DAC with the present value of expected gross revenues from the portfolio on the date said test is performed. Should the present value of expected gross revenues be higher than the corresponding DAC, then the asset is recoverable, otherwise a loss must be recognized upon amortizing the asset by the amount exceeding the present value of expected gross revenues of the current portfolio. Based on the Recoverability Test performed when the pensions are issued, expected gross revenues are defined as income net of maintenance costs that are expected to be reported for new product sales. Expected gross revenues are projected on a monthly basis using models and assumptions approved by the SURA Asset Management S.A.’s Models and Assumptions Committee. Relevant assumptions include among others: exit rates (transfers, deaths, retirements and disabilities), contribution rates, management fees, activity rates, salary increases, fund returns and expenses. In the case of Long-Term Life Insurance, tests are performed implicitly by testing the adequacy of the reserves set up, since these are considered to be non-amortized net DAC asset reserves. f) Property, plant and equipment Property for own use 35 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Corresponding to the amounts invested in domestic and foreign real estate as well as buildings under construction, which are used solely by SURA Asset Management S.A. and Subsidiaries. Subsequent to being recognized as an asset, land and buildings for own use are carried at fair value less accumulated depreciation and any accumulated impairment losses sustained. If the book value of an asset is increased as a result of a revaluation, this increase is recognized as other comprehensive income and accumulated in the equity accounts as a revaluation surplus. When the corresponding book value is decreased as a result of asset revaluation, this decrease is recognized in the income accounts for the period. However, this decrease shall only be recognized in other comprehensive income to the extent of any credit balance existing in the revaluation surplus account with regard to the asset in question. The decrease recognized in other comprehensive income reduces the amount accumulated in the equity revaluation surplus account. The fair value of land and buildings is based on periodic appraisals carried out both internally as well as externally by outside qualified appraisers. Subsequent expenditure is included in the carrying value of the asset when it is probable that economic benefits will flow to SURA Asset Management S.A. and Subsidiaries, and the cost thereof can be measured reliably. Depreciation of buildings is recognized based on their fair values and estimated useful life (usually between 20 and 50 years). Depreciation is calculated using the straight-line method. Eliminations from the revaluation reserve are transferred to retained earnings. Other elements of fixed assets Equipment is posted at cost less accumulated depreciation and impairment losses the cost of assets is depreciated on a straight-line basis according to their estimated useful life, as shown below: Data processing equipment from 2 to 5 years Furniture and fixtures from 4 to 10 years Maintenance expense and repair costs are charged to income accounts, and items corresponding to significant improvements are capitalized and depreciated thereafter. The useful life and depreciation method are periodically reviewed at least once a year by Senior Management based on the expected economic benefits to be obtained from buildings, furniture and equipment. Disposals The difference between the proceeds of the sale and the net book value of the asset in question is recognized in the income statement under other income. g) Investment properties 36 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Investment properties consist of land and buildings (or portions thereof) which SURA Asset Management S.A. and Subsidiaries hold for the purpose of earning rentals or for capital appreciation. Similarly properties held for direct investment or those held under a finance lease are also considered as investment properties. SURA Asset Management S.A. and Subsidiaries recognize investment property as an asset when, and only when, it is probable that future economic benefits associated with the investment property will flow to the entity and the cost of the investment property can be measured reliably. When a property is used both for investment purposes as well as for the entity´s own use, a portion thereof must be accounted for as an investment property and another as a property for its own use, based on the use of each portion. In this case, if the entire property is treated as an investment property and ten percent or less is used for the entity´s own purposes, then it must be recorded as an investment property. Investment properties are recognized at fair value. Any changes to such occurring as a result of revaluations are recognized in the income accounts. At the time of their disposal, the difference between their selling price and their book value is recognized in the income accounts. Fair value is determined based on the assessments of qualified appraisers. The index is based on the results of the independent appraisals carried out during the period in question. All properties are appraised separately over a period of three to five years. Appraisals are performed on the assumption that the properties are leased and sold to third parties based on the current conditions of the lease agreement. Appraisals performed earlier on in the year are updated if needed to reflect the situation at year end. Fair values are based on market prices, estimating the date on which the property is to be transferred between a buyer and a seller, as part of an arm´s length transaction between knowledgeable market players. Market values are based on appraisals for which the following methods are used: comparable market transactions, income capitalization or cash flow methods, whereby lease income and future expense is calculated according to the terms and conditions set out in existing leases as well as the estimated rental values when the lease agreements expire. Any gains or losses arising from changes in fair value are recognized in the income statement. Subsequent costs are only charged as a higher book value of the asset when it is probable that future economic benefits will flow to SURA Asset Management S.A. and Subsidiaries and the expense can be measured reliably. All maintenance expense and repair costs are charged to the income accounts. Investment properties are de-recognized when sold or when permanently withdrawn from continued use and no future economic benefits are expected from its disposal. The difference between the net proceeds from the sale 37 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 of an asset and its corresponding book value is recognized in the income accounts during the period in which it is written off. In the case of reclassifying investment property as fixed assets, the estimated cost of the property is the fair value calculated at the date of the change in its use. If a fixed asset is reclassified as investment property, SURA Asset Management S.A. and Subsidiaries account for such property in keeping with its established policy for fixed assets at the date of the change in its use. h) Investments in Associates Using the equity method, investments in Associates are initially recognized at cost. From the date of its acquisition, the book value of the investment in question is adjusted for changes in the stake held by SURA Asset Management S.A. in the net assets belonging to the related party. Goodwill corresponding to the related party is included in the book value of the investment in question. This is not amortized nor individually tested for impairment. The income statement reflects the portion of the related party´s operating revenues corresponding to SURA Asset Management S.A.. When there is any change that the related party directly recognizes in its equity accounts, SURA Asset Management S.A. recognizes its portion of such change, where applicable, in its statement of changes in net equity, Unrealized gains and losses resulting from transactions between SURA Asset Management S.A. and the related party are eliminated based on the portion corresponding to the stake held by SURA Asset Management S.A.. SURA Asset Management S.A.’s portion of the results obtained by its related parties is shown directly in the income accounts and represents earnings after tax and any minority interests existing with regard to the related party´s subsidiaries. The related party´s financial statements are prepared for the same period as that of SURA Asset Management S.A. and adjustments are made to standardize any differences that might exist with respect to SURA Asset Management S.A.’s accounting policies. After applying the equity method, SURA Asset Management S.A. decides whether it is necessary to recognize impairment losses with regard to its net investment in the related party. SURA Asset Management S.A. determines at each reporting date whether there is objective evidence that the investment in the related party has deteriorated. Should this be the case, SURA Asset Management S.A. calculates the amount of impairment as the difference between the recoverable amount corresponding to the related party and its book value, and recognizes this amount in the income accounts as net income from related parties. In the case of SURA Asset Management S.A. ceasing to have a significant influence over a related party, it calculates and recognizes the investment held at fair value. Any difference between the book value of the related party at the moment when significant influence is lost and the fair value of the investment held plus proceeds from the sale of the investment are recognized in the income accounts. i) Financial instruments 38 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 i. Financial assets Initial recognition and measurement Financial assets that fall within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, loans and receivables, investments held to maturity or financial assets available for sale, as appropriate. SURA Asset Management S.A. and Subsidiaries determine the classification of such financial assets upon initial recognition. All financial assets are initially recognized at their fair value plus; and in the case of financial assets that are not carried at fair value through profit or loss, the directly attributable transaction costs. Purchases or sales of financial assets that require assets to be delivered within a time period established by any rule, regulation or market convention (conventional bills of sale or regular-way trades) are recognized on the date of the sale, that is to say the date on which SURA Asset Management S.A. and Subsidiaries pledge to purchase or sell the asset. The financial assets belonging to SURA Asset Management S.A. and Subsidiaries include cash and short- term investments, trade receivables, loans and other accounts receivable as well as listed and unlisted financial instruments. Subsequent measurement The subsequent measurement of financial assets depends on their classification, as listed below: - Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss include assets held for trading and financial assets designated upon initial recognition as at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near future. This category includes derivative financial instruments if any, set up by SURA Asset Management S.A. and Subsidiaries that are not considered as hedging instruments in effective hedging relationships as defined by IAS 39. Derivatives, including separate embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. Financial assets at fair value through profit or loss are recognized in the statement of financial position at fair value, and any changes to such are recognized as financial income or expenses in the income statement. SURA Asset Management S.A. and Subsidiaries evaluate financial assets held for trading that are not classified as derivatives, to determine whether they intend to sell them off in the near term, if applicable. 39 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 When SURA Asset Management S.A. and Subsidiaries cannot trade these financial assets due to the absence of active markets this would significantly change their intention of selling them off in the near future, thus they could well decide to reclassify such financial assets, but only in exceptional circumstances. Derivatives embedded in hybrid contracts are accounted for in books as separate derivatives and are recorded at fair value if their economic characteristics and risks do not closely relate to those of their corresponding host contracts and if the host contracts are not held for trading or are designated in the category of fair value through profit or loss. These embedded derivatives are measured at fair value and changes in said fair value are recognized in the income statement. These are only re-evaluated if there is a change in the contractual terms and conditions that could significantly modify the related cash flows. 40 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 - Reserve requirements In the Mandatory Pension business, fund management firms must maintain, pursuant to applicable rules and regulations, a portion of the value of each of the funds under management in what is called a reserve requirement. This reserve requirement as a percentage of the assets under management varies by country, as shown below – – – – Chile: 1.00% Mexico: 0.80% Peru: 1.00% Uruguay: 0.50% This reserve requirement corresponds to a representative amount of the managed funds and serves as a guarantee should the returns obtained by the funds vary from those normally produced by the industry, this in order to protect fund members and ensure that their returns do not decrease substantially below the industry average. The reserve requirement should be used to supplement fund returns if performance goes beyond a set tolerance margin (generally over a 36-month period compared to the industry average). Assets are valued on a daily basis and at their fair market value. Criteria for classifying financial assets or liabilities at fair market value on the income accounts Financial assets and liabilities valued at market prices in the income accounts consist of those that meet one of the following criteria: o Assets classified as trading instruments in accordance with the following conditions: – If the asset or liability was acquired for the purpose of selling or repurchasing in the near term. – Upon initial recognition they form part of a portfolio of identified financial instruments, jointly managed and providing evidence that there is a current pattern of profit-taking in the short term. – They relate to a derivative (except for derivatives that are associated with a financial guarantee contract or a designated and effective hedging instrument). o Upon initial recognition they have been designated by the entity as assets or liabilities valued at fair market value through profit or loss. A company can use this designation only when permitted by paragraph 11 of IAS 39 (effective as of 2013) or when upon proceeding with this designation further information is obtained as to whether it meets one or more of the following conditions: o The valuation eliminates or substantially reduces the measurement or mismatch arising from having measured assets or liabilities on a different basis. 41 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 o o A group of financial assets, financial liabilities or both are managed and their returns are assessed based on their fair market value, in accordance with a documented risk management or investment strategy, and information about the family of investments is provided on this same basis. The asset or liability includes one or more embedded derivatives, unless the embedded derivative does not substantially change the cash flows or when separating the embedded derivative is prohibited. In the case of the Reserve Requirement asset the second criterion applies because the fair value of the asset is known on a daily basis and Senior Management uses "total returns" to measure fund performance. According to the business model that the Pension Fund Management firms use to manage Reserve Requirement assets and considering that these investments are portions held by the firms in the different funds and which serve to ensure the same minimum returns for funds as for their financial assets, they are measured at fair value through profit or loss. The management firms classify these financial assets to be measured at fair value. - Loans and accounts receivable Loans and accounts receivables are non-derivative financial assets with fixed or determinable payments that are not quoted on active markets. After initial recognition, these financial assets are measured at their amortized cost using the effective interest rate method, less any impairment that should have occurred. Amortized cost is calculated taking into account any discount or premium on the acquisition as well as commissions or costs that form an integral part of the effective interest rate. Accruals to the effective interest rate are included in the income statement as financial income. Losses arising from any impairment to their value are recognized in the income statement as finance costs. - Financial assets available for sale Financial assets available for sale include equity and debt securities. Equity investments classified as available for sale are those that are not classified as "held for trading" or "at fair value through profit or loss". Debt securities in this category are those that are expected to be held for an indefinite period, but which could be sold in the event of requiring liquidity or given changes to market conditions. After initial recognition, financial assets available for sale are measured at fair value, and gains or losses are reported as other comprehensive income in the reserve for financial assets available for sale, until the investment is de-recognized. At that time, the cumulative gain or loss is either recognized as an operating gain or considered as impairment to the value of the respective investment, in which case, the cumulative loss is reclassified to the income statement under finance costs and eliminated from other comprehensive income. SURA Asset Management S.A. and Subsidiaries evaluate financial assets available for sale to determine whether their ability and intention to sell them in the near term is still applicable. When SURA Asset Management S.A. and Subsidiaries cannot trade these financial assets due to the absence of active markets this would significantly change their intention of selling them off in the near future, thus they could well decide to reclassify such financial assets, but only in exceptional circumstances. Reclassification as loans and receivables is permitted when the financial assets meet the required definition and the entity intends and is able to hold the asset for the 42 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 foreseeable future or until maturity. Reclassification as assets held to maturity is only permitted when the entity intends and is able to hold the asset until maturity. In the case of financial assets that are reclassified from out of the category of assets available for sale, their fair value at the date of reclassification becomes its new amortized cost and any prior gain or loss obtained by an asset that has been recognized under net equity is reclassified to the income accounts over the remaining useful life of the investment in question, using the effective interest rate method. Any difference between the new amortized cost and its value at maturity is also amortized over the remaining useful life of the asset using the effective interest rate. In the case of financial assets available for sale, at each cut-off date for the period in question, SURA Asset Management S.A. and Subsidiaries evaluate whether there is objective evidence of an impairment to the value of an individual asset or group of assets, and the amounts recognized under net equity are reclassified to the income accounts. The amount of financial assets held to maturity is not sufficiently significant for a breakdown of the applicable accounting policies. Write-offs A financial asset (or, where applicable, a portion of such or a group of similar financial assets) is written off or derecognized when: - The contractual rights to the cash flows from the asset expire. The contractual rights to the cash flows of the asset are transferred or an obligation to pay to a third party all of the cash flows without significant delay is assumed through a transfer agreement (pass through arrangement) and (a) all risks and benefits inherent to owning the asset have been substantively transferred; and (b) all risks and benefits inherent to owning the asset have not been substantively transferred, but control over the same has. When SURA Asset Management S.A. and Subsidiaries transfer their contractual rights to receive cash flows from an asset or enter into a transfer agreement but have neither transferred nor substantially retained all the risks and benefits inherent to owing the asset, nor transferred control over the asset, the asset continues to be recognized to the extent of the involvement of SURA Asset Management S.A. and Subsidiaries in said asset. In this case, the related liability is also recognized. The transferred asset and the associated liability are measured in such a way as to reflect the rights and obligations that SURA Asset Management S.A. and Subsidiaries have retained. A continuing involvement that takes the form of a guarantee over the transferred asset is measured as the lower value of the original carrying amount of the asset and the maximum amount of consideration required to be repaid. Any continuing involvement that takes the form of a guarantee on the transferred asset is measured as the lower value of the original carrying amount of the asset and the maximum amount of consideration required to be repaid. 43 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 j) Impairment to financial instruments At the end of each reporting period, SURA Asset Management S.A. assesses whether there is any objective evidence that a fixed income asset valued at its amortized or "held-for-sale" cost be impaired in value. Impairments to financial instruments is defined when there is objective evidence indicating that one or more events that occurred after initial recognition, has / have had an effect on the estimated cash flow of the asset in question. So in this case an impairment test is performed consisting of recognizing losses incurred to the value posted in books. The methodology used for Impairment Tests on Fixed Income Assets that are held in the portfolio, takes into account the general criteria set out in IAS 39, which indicate that impairment should be recorded when an issuer is unable to meet its obligations (incurred default). Fixed Income Assets measured at amortized cost or classifying as available for sale In the case of fixed income assets carried at amortized cost first the entity determines whether the instrument is in sufficient condition to be assessed. An instrument is considered in to be in sufficient condition to be assessed when two of the following conditions are met: - Difference between the Valuation Spread (under current market conditions)and the Purchase Spread (implicit in the valuation at amortized cost) is equal to or greater than 200 basis points; and - Market value is lower than the Value at Amortized Cost. Spread is defined as the differential between the rate at which the market values the instrument less the Risk Free Rate (for the sovereign issuer) in the local currency: for example, in the case of a Peruvian corporate entity issuing dollar-denominated debt this is considered to be the rate implicit for the sovereign debt issued by the Government of Peru in dollars) for a similar flow structure and in the same currency. All those instruments that exceed the established threshold (200 basis points of difference between the Valuation and the Purchase Spreads) and have a Market Value lower than their Book Value, that is to say, those that fall into a situation of impairment, are subject to an internal assessment. Reasons for performing internal assessments lie in the fact that there could be situations in which the asset to be assessed is not necessarily impaired. For example, there are cases in which the spread is increased when market stress prevails and does not necessarily imply the issuer´s failure to fulfill its obligations. Stress can be produced given local lending conditions, increased liquidity premiums, changes in the valuation of prepaid options (or other embedded options, etc.). Each instrument subject to assessment must be accompanied by a report covering at least the following points: - Impairment Evaluation Committee (made up of members of the Finance, Risk and Investment Departments which meets when required) 44 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 - Collecting information related to the issuer Issuer credit analysis Proposed impairment value and the basis for said valuation The value to be impaired must be recorded as a provision, which shall be reviewed periodically while making the corresponding adjustments (increased or reduced impairment). In the event of any change to this provision, an analysis containing the information similar to that set forth above must be submitted. Should the provision for the natural amortization of the debt be modified, this analysis is not required. In the case of impaired assets, these must be recalculated using a new Amortized Cost rate (taking into account the effect of the provision). This rate is included in the Liability Adequacy Test in order to represent the corresponding instrument with regard to the projected accrual rate for the portfolio in question. Investments in equity securities classified as available for sale In the case of investments in equity securities classified as available for sale, objective evidence would include a significant or prolonged decline in the fair value of the investment in question taking it to below its cost. The concept of "significant" (greater than 40%) is evaluated with regard to the original cost of the investment and the concept of being "extended " (more than 12 months) relative to the period in which its fair value has remained below its original cost. Where there is evidence of impairment, the cumulative loss, measured as the difference between the acquisition cost and the current fair value, less any impairment loss on the investment in question, as previously recognized in the income statement, is recognized in the income statement Losses due to the impairment of investments in equity securities that are classified as available for sale are not reversed through the income statement. Increases in fair value after impairment are recognized directly in other comprehensive income. k) Fair value of financial instruments At each cut-off date during the reporting period in question, the fair value of financial instruments traded in active markets is determined by referring to quoted market prices or prices quoted by market players (purchase price for long positions and ask price for short positions), without any deduction for transaction costs. For financial instruments not traded in active markets, their fair value is determined using appropriate valuation techniques. Such techniques may include the use of recent market transactions between knowledgeable, willing parties within an arm's length transaction, references to the fair value of other financial instruments that are substantially similar, analysis of discounted cash flows or other valuation models. 45 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 l) Reinsurance SURA Asset Management S.A.'s insurance companies, who have provided a specific coverage as part of an insurance contract entered into in exchange for a premium, may transfer some of the risk to another insurer, sharing the insured risk sharing and also part of the premium. Currently only Chile and Peru have reinsurance contracts. SURA Asset Management S.A. determines the assets arising from assigned reinsurance contracts as net contractual rights of the assignor in a reinsurance contract. At least once a year, at the end of each reporting period, SURA Asset Management S.A. evaluates and monitors the changes in the level of exposure to reinsurance credit risk. When recognizing a reinsurance asset (upon assigning such), an adequacy test is performed on such assets, for every reinsurance contract assigned, and the assigner reduces its value in books and recognizes an impairment loss in the income accounts. A reinsurance asset is impaired if, and only if: - There is objective evidence, as a result of an event that occurred after the initial recognition of the reinsurance asset, that the assignor may not receive all amounts owing in accordance with the terms and conditions of the respective contract. - This event has an effect that can be reliably measured based on the amounts that the assignor will receive from the reinsurer. The following may not be offset: - Reinsurance assets with liabilities corresponding to the insurance contract. - The income or expense arising from reinsurance contracts with income or expense, respectively, generated by the corresponding insurance contracts. Reinsurance assets are assessed for impairment on a regular basis should any event arise that could cause an impairment to such. A trigger is considered to be an historic experience with regard to collecting from specific reinsurers evidencing a delay in honoring their commitments of 6 months or more, this attributable to a credit event affecting the reinsure. m) Cash and cash equivalents Cash and cash equivalents correspond to short-term assets, presented in the statement of financial position. Cash and cash equivalents include: Cash Banks 46 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Short-term investments that meet the conditions defined for cash equivalents. Such investments are characterized by a high degree of liquidity and can be readily converted to a known amount of cash being subject to an insignificant risk of any change in their value This category includes investments that can be converted into cash within 3 months from the date of their purchase. n) Taxes Current income tax Current income tax assets and liabilities are measured on the basis of the amounts expected to be recovered from or paid to the tax authorities. The tax rates and taxation laws used to compute said amounts are those that are enacted or are due to be enacted near to the cut-off date for the reporting period in question, in all those countries where SURA Asset Management S.A. and Subsidiaries operate and produce taxable income. The current income tax relating to items recognized directly in the equity accounts is recognized here and not on the income statement. Periodically, Senior Management evaluates the tax return positions taken with regard to situations in which applicable tax regulations are subject to interpretation and for which provisions are set up where applicable. Deferred income tax Deferred income tax is recognized using the balance sheet method on temporary differences between the tax bases of assets and liabilities and their respective book values at the close of the reporting period in question. Deferred tax liabilities are recognized for all temporary taxable differences except: When the deferred tax liability arises from the initial recognition of goodwill in a business combination or an asset or liability in a transaction that does not constitute a business combination and that, at the time of the transaction, affects neither book profits nor taxable profits or losses. With respect to taxable temporary differences relating to investments in subsidiaries, related parties and interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that these temporary differences will not be reversed in the near future. Deferred tax assets are recognized for all deductible temporary differences and the future offsetting of non-used tax credits and losses, to the extent that it is probable that there shall be available future taxable income against which these tax credits or tax losses are to be charged except: When the deferred tax asset related to the temporary difference arises from the initial recognition of an asset or liability in a transaction that does not constitute a business combination and, at the time of the transaction, affects neither book profits nor taxable profits or losses. 47 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 With respect to deductible temporary differences relating to investments in subsidiaries, related parties and interests in joint ventures, the deferred tax assets are recognized only to the extent that it is probable that the temporary differences will be reversed in the near future and it is probable that there shall be available future taxable profits against which these deductible temporary differences are charged. The carrying amount of deferred tax assets is reviewed at each cut-off date for the reporting period in question and reduced to the extent that it is no longer probable that there is sufficient taxable income to allow all or a portion of those assets to be used. Unrecognized deferred tax assets are reassessed at each cut-off date for the respective reporting period and are recognized to the extent that it becomes probable that future taxable income will allow for those assets to be recovered. Deferred tax assets and liabilities are measured using the tax rates that are expected to be applied in the period when the asset is realized or the liability is paid off, based on the tax rates and taxation legislation enacted at the cut-off date of the corresponding reporting period, or those that are expected to be enacted near to said date. Tax benefits obtained as part of a business combination that do not qualify to be recognized separately on the date acquired shall be subsequently recognized upon obtaining any new information regarding any change to the corresponding facts and circumstances. Any corresponding adjustments shall be treated as a reduction in goodwill (providing these do not exceed the value of such) if the change occurred during the measurement period, or on the income results, if it is the same that happened later. SURA Asset Management S.A. has identified the following items that generate deferred tax: - Deferred Acquisition Costs (DAC): Corresponding to the deferred cost of acquiring new clients. For tax purposes this cost decreases the income tax base during the fiscal year in question, while according to international standards an amortizable intangible asset entitling the Company to obtained economic benefits from managing investments belonging to its fund members can be recognized, and this is amortized as the Company recognizes income for the period in which the client retains his or her investment with the Company. - Deferred Income Liability (DIL): Corresponding to the deferral of income received from fund members to cover maintenance expense and a reasonable level of profit, in the periods in which those members become non-contributors or pensioners who by law cannot be charged for the management of their funds and/or pension payments, while from the tax standpoint income is recognized in full for the year in which such income is obtained. - Property, Plant And Equipment The temporary difference is mainly caused by the difference in valuation criteria for the fixed asset in question for the reasons presented below: o On an accounting basis and for the effects of some jurisdictions no inflation and tax adjustments are recognized, if applicable. o Fixed assets recognized in books that for tax purposes relate to expenditure. 48 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 o Difference in the useful life between book and fiscal. - Tax losses: These correspond to the posting of tax loss assets generated during the year for which the entity expects to amortize these with taxable income in future years. - Investment Valuations: Corresponding to the difference between valuation methods either amortized cost or market value against taxable value. Current and deferred taxes are recognized in the income accounts for the period in question, except when they relate to items recognized in other comprehensive income or directly in the equity accounts, in which case current and deferred tax is also recognized in other comprehensive income or directly in the equity accounts, respectively. o) Leases Determining whether a contract is a financial lease is based on the substance of the agreement from its effective date. SURA Asset Management S.A. and Subsidiaries as lessees Total payments for the lease are charged to the income accounts on a straight-line basis over the term of the agreement. When a lease is terminated before the agreed term, any fines or penalties incurred are recognized as an expense in the period in which the contract is terminated. SURA Asset Management S.A. and Subsidiaries as lessors Leases in which SURA Asset Management S.A. and Subsidiaries retain a substantive portion of the risks and benefits inherent to the ownership of the leased asset are classified as operating leases. Initial direct costs incurred in negotiating operating leases are added to the book value of the leased asset and are recognized over the term of the lease using the same criteria as for rental income. Embedded leases SURA Asset Management S.A. and Subsidiaries take into account the following criteria to identify whether an arrangement is, or contains, a lease: - Fulfillment of the agreement is dependent on the use of a specific asset or assets. - The agreement provides for the use the asset for an agreed period of time, so that the buyer can exclude others from using such. - The payments stipulated in the agreement are made during the period of time that the asset is made available for use, and during the term the asset is actually used. 49 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 p) Translating foreign currency The amounts reported in the financial statements of SURA Asset Management S.A. and Subsidiaries are stated in the currency of the primary economic environment (functional currency), where each entity operates: Country Chile Mexico Peru Uruguay Colombia Spain Holland Functional currency Chilean pesos Mexican pesos Peruvian nuevos soles Uruguayan pesos Colombian pesos Euros Euros The consolidated financial statements are presented in thousands of U.S. dollars which is SURA Asset Management S.A.’s reporting currency. Therefore, all balances and transactions denominated in currencies other than the U.S. dollar are considered foreign currency translation. SURA Asset Management S.A. and Subsidiaries, in accordance with IAS 21. The Effects of Changes in Foreign Exchange Rates, may present its financial statements in any currency. SURA Asset Management S.A. and Subsidiaries determined their reporting currency as the U.S. dollar, as opposed to its functional currency, the euro, and thus converted its statements of income and financial position into U.S. dollars. This decision was made in the light of the U.S. dollar providing global investors with a much more accurate reading of its financial statements. SURA Asset Management S.A. and Subsidiaries recorded all the currency translation effects on its financial statements under IFRS, pursuant to IAS 21. The Effects of Changes in Foreign Exchange Rates. Converting functional currency into the reporting currency: The information reported in the consolidated financial statements for SURA Asset Management S.A. and Subsidiaries was converted from the functional currency to the reporting currency using the exchange rate applicable on the date of the reporting period in question. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate applicable for the functional currency at the cut-off date for the corresponding reporting period. Non-monetary items that are measured in terms of their historic cost in a foreign currency are translated using the exchange rates applicable on the date of the original transactions. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates on the date when these are recognized at fair value. All exchange differences are recognized as a separate component of net equity. 50 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Translating functional currency into the reporting currency: Year-End Rate: Country Chile Mexico Peru Uruguay Colombia Holland - Spain 2013 525.45 13.10 2.80 21.50 1,926.83 1.38 2012 474.20 12.73 2.55 19.20 1,768.23 1.32 Average rate: Country Chile Mexico Peru Peru -Seguros SURA S.A. Uruguay Colombia Holland - Spain 2013 495.36 12.76 2.70 2.70 20.43 1,869.10 1.33 2012 486.30 13.16 2.64 2.57* 20.26 1,788.89 1.29 * Exchange rate corresponds to the average rate between December 1 and 31, 2012 since Seguros SURA S.A. was acquired in November 2012 Assets and liabilities corresponding to foreign operations are translated into U.S. dollars at the exchange rate applicable on the closing date of corresponding reporting period, and the income accounts are translated using average rates prevailing on the dates the transactions were performed. The equity accounts were translated based on their respective historic rates. q) Provisions for Insurance Contracts Insurance and life annuity provisions are recognized upon underwriting the corresponding contracts receiving the corresponding premiums. Provisions for insurance (excluding life annuities) are calculated as the estimated value of future commitments with policyholders including expenses relating to the payment of claims based on the valuation assumptions used. In the case of life annuities, the mathematical reserve is calculated as the present value of commitments to policyholders including the direct costs of handling the policy. Provisions may be calculated based on the assumptions held at the time of the policy is issued or to applicable assumptions on the date such provisions are calculated, or that have been updated as a result of periodic 51 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 reviews. Mortality assumptions, expense and returns are evaluated at regular intervals to ensure that they remain valid. Also, the assumptions used may be re-evaluated if an adequacy test shows that the reserve is not sufficient to provide future earnings. Consequently, the principle is to keep valid assumptions at the time policies are issued while periodic reassessments demonstrate their ongoing validity and / or an adequacy test confirms the sufficiency of the reserves held. Provisions for Insurance Contracts include: - Reserves for commitments for claims incurred : this category includes both reserves for claims both incurred and reported as well as incurred but not reported (IBNR). Reserves for contingent commitments: this category includes mathematical reserves (long-term risks) as well as reserves for ongoing risks (short-term risks). Provisions for the savings components corresponding to life insurance: these refer to the values of the Unit Linked Insurance and / or Universal Life Insurance (including Flex) funds. Claim reserves Reserves in the case of claims are calculated on a case- by-case basis or using an experience-based approach and include both the expected ultimate commitment of the claims that have been reported to the Company, such as claims incurred but not reported (IBNR) and the handling costs of future claims. These technical reserves are evaluated each year using standard actuarial techniques. Also, expense for losses that have occurred but have not yet been notified are recognized in the IBNR reserves. Mathematical insurance reserves (excluding life annuities) Insurance reserves are calculated on the basis of a prudent prospective actuarial method, taking into account the current terms and conditions of insurance contracts. Specific methodologies may be used by business units to reflect local regulatory requirements and practices for products that are specific to the local markets. These reserves are calculated based on mortality, morbidity, expense, investment returns and policy duration assumption. These assumptions are made on the date the policy is issued and are reviewed constantly throughout the life of the policy. If the assumptions remain valid they are not modified, otherwise the change is recognized in the event of loss. The liability is determined as the sum of the present value of expected future profits, claims and policy handling expense, options and guarantees, and the returns on investment of the assets underlying these liabilities, that directly relate to the contract, less the discounted value of expected premiums required to meet future payments based on the valuation assumptions used. Moreover, insurance contract liabilities consist of the provision for unearned premiums and poor quality, as well as for claims, including estimated claims that have not yet been reported to SURA Asset Management S.A.. Adjustments to this liability at each reporting date are recognized in the income statement Liabilities are derecognized when the contract expires, is discharged or canceled. 52 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Mathematical life annuity reserves Annuity reserves are calculated based on the present value of future earnings from the contract and direct operating expenses that the Company incurs in paying its contractual obligations. The present value is discounted based on the implicit rate applicable when the life annuity is issued which is equal to that used to match the technical reserve at the time of issuing the annuity with the premium received minus sales commissions. The implicit rate is maintained throughout the life of the policy, unless a periodic review of the assumptions used show a change in said rate or reserves become insufficient as shown by a liability adequacy test. These reserves are calculated using mortality, morbidity and expense assumptions. These assumptions are made on the date the policy is issued and are reviewed constantly throughout the life of the policy. If the assumptions remain valid they are not modified, otherwise the change is recognized in the event of loss. Adjustments to the corresponding liability at each reporting date are recognized in the income accounts. Liabilities are written off when the contract expires, is discharged or canceled. Ongoing Risk Reserves Ongoing Risk or Unearned Premium Reserves are set up for short-term insurance (both collective and individual) in which the premium payment frequency differs from the effective coverage term and therefore a premium has been received for a future risk, which must be provisioned. The provision is determined as paid premiums net of expense and is amortized over the term of coverage. Provisions for savings components corresponding to life insurance Insurance and life annuity provisions are recognized upon underwriting the corresponding contracts receiving the corresponding premiums. These provisions are recognized at fair value (price excluding transaction expense directly attributable to issuing the policy). Subsequent to initial recognition, both investments and provisions are recognized through gains and losses. Deposits and withdrawals are recorded as adjustments to the provision on the statement of financial position and are not recorded as revenue on the income statement. Fair value adjustments are recorded at each reporting date and are recognized on the income statement. The fair value of unit-linked contracts is determined on the amount of units allocated to each fund on the reporting date and the unit price of each fund units at this same date. In the case of Universal Life (including flexible) insurance contracts, their fair value is determined as the account´s value including the credited interest based on the terms and conditions of the policy. 53 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Liability Adequacy Tests At the end of each reporting period, an adequacy test is performed on net DAC reserves. This test is performed in keeping with SURA Asset Management S.A.’s principles and policy guidelines, which are based on IFRS currently in force. If the provisions are insufficient to cover obligations with policyholders and expected future expense, they are adjusted for the impact on the results for the period, first applying an accelerated freeing up of DAC and should this not be sufficient an additional reserve is set up. In performing this adequacy test on reserves, best estimates of future contractual cash flows are used. Cash flows include both assets and liabilities over time and are discounted using the rate of return associated with the investment portfolio for which the provisions are made as well as the Company´s reinvestment assumptions. The methodology using in performing adequacy tests on reserves and assumptions includes the following: Projected contractual cash flows using best estimate assumptions in force at the time these are forecast. These assumptions on a monthly basis using models and assumptions approved by the Models and Assumptions Committee. Scenarios for rates of return (taking into account the performance of each individual investment and divestiture of each Company subsidiary). Discounted flows for obligations (in order to obtain their current value). Calculating the 50th percentile of the present values and compared these with recorded reserves. In the case of Mexico and Peru, where contracts have no optionality (they are symmetrical), cash flows are projected symmetrically. However, in the case of Chile, which has non- symmetrical contracts (for example: flexible with guaranteed rates), stochastic projections are drawn up in order to calculate the 50th percentile. The assumptions used to test the adequacy of reserves include: Operating Assumptions: o o o Terminations, Partial Surrenders, Collection Factors (non-applicable in the case of Life Annuities): an experience-based analysis is periodically performed so as to be able to include the most recent behavioral patterns within the corresponding assumption. Analyses are performed on families of similar products. Operating Expense: operating expense assumptions are reviewed every year to check levels of best estimates (based on portfolio volume and levels of expenditure). The Company's annual strategic planning forms an important tool for gauging said assumptions. Mortality tables: the Company draws up its own tables for its life annuity portfolio, while for the rest of its life insurance portfolio, since it does not have enough experience for building its own tables, the assumptions used are based on the mortality tables provided by the reinsurer. 54 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Financial assumptions: the reinvestment model provides scenarios for rates of return based on both updated market and investment assumptions at the end of the reporting period. The assumptions obtained from the reinvestment model include: o o o o o r) Scenarios for Government Zero Coupon Rates which together with the spread index are used to value the assets held for investment / reinvestment. Projected Spread Index: applicable to zero coupon rates. Multiplicative Spread Factor. Depreciation Factor: applicable to real estate and equity securities. Projected Flows of Assets and Liabilities. Provisions for Investment Contracts SURA Asset Management S.A.'s insurance companies do not hold any investment contracts in their portfolios. s) Products with discretionary participation features (DPFs) At the end of the reporting period, SURA Asset Management S.A.'s insurance companies did not have any products commanding a discretionary participation in profits. These are understood to be any contract that entitles the policy holder to participate in the profits from investments that go over and above a guaranteed level of profits that the insurance company provides at will with regard to the date and the amount to be issued. t) Financial liabilities Initial recognition and measurement All financial liabilities are recognized initially at fair value less, in the case of loans and accounts payable, all those transaction costs that are directly attributable to such. Financial liabilities held by SURA Asset Management S.A. and Subsidiaries include trade payables, loans and other accounts payable, financial guarantees and derivatives. Subsequent measurement The subsequent measurement of financial assets depends on their classification, as listed below: - Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss include assets held for trading and financial assets designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are obtained for the purpose of being sold off in the near future. This category includes derivative financial instruments if any, set up by SURA Asset Management S.A. and Subsidiaries that are not considered as hedging instruments in effective hedging relationships as defined by 55 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 IAS 39. Derivatives, including separate embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. - Loans and accounts payable Subsequent to their initial recognition, interest-earning loans and accounts payable are measured at their amortized cost using the effective interest rate method. Gains and losses are recognized on the income statement when these liabilities are written off, and are amortized using the effective interest rate method. Amortized cost is calculated taking into account any discount or premium on the acquisition as well as commissions or costs that form an integral part of the effective interest rate. The accrual of the effective interest rate is recognized as a financial expense on the income statement. Write-offs A financial liability is written off or de-recognized when the obligation specified in the relevant contract is discharged, canceled or expired. When an existing financial liability is replaced by another from the same lender on substantially different terms and conditions, or the terms of an existing liability are substantially modified, the change or exchange is treated as a de-recognition of the original liability whereupon the new liability is recognized. The difference in the respective carrying amounts is recognized on the income statement. u) Employee benefits SURA Asset Management S.A. and Subsidiaries only handle short-term benefits and defined contribution plans. SURA Asset Management S.A. and Subsidiaries classified all the benefits relating to the agreements in which they agree to provide benefits during the post-employment period, regardless of whether this requires setting up a separate entity to receive contributions and to pay the benefits corresponding to defined contribution plans. The liabilities recognized in the Statement of financial position with regard to these benefits are recognized as the employee services are rendered, after deducting any amount already paid. If the amount paid exceeds the non-discounted amount of the benefits, the entity shall recognize the difference as an asset (prepaid expense) providing that such prepayment shall lead to a reduction in future payments or cash refunds. In the case of defined contribution plans, SURA Asset Management S.A. and Subsidiaries pay contributions to public or private plan management firms on a mandatory, contractual or voluntary basis. No further payment obligations remain once the contributions have been paid. The contributions are recognized as personnel expense. Prepaid contributions are recognized as an asset to the extent that these imply cash refunds or reductions in future payments. Employee benefits for the subsidiaries of SURA Asset Management S.A. include: 56 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 - - - Benefits associated with legal obligations: overtime, vacation, seniority, Christmas bonuses or bonus packages, maternity leave, breastfeeding, family deaths, marriage. All these obey legal requirements in each country and their terms and conditions are also internally regulated in the subsidiaries´ Labor Regulations. Benefits associated with employee well-being and quality of life: such as insurance policies (life, accident, cancer, dental), employee support program through EAP, recreation and cultural programs for employees and their families, housing and vehicle loans, educational financial aid and subsidies, birthday and house-moving excusals, salary advances and loans, voluntary pension contributions (based on individual employee contributions). Rank and Performance based benefits: relating to bonuses for performance and achieving targets, company car, and club membership fees. A breakdown of the expense shown above can be found in Note 31. v) Recognition of revenue on normal business activities For local accounting purposes, revenue is recognized in accordance with current legislation issued by the respective oversight authorities in each country. This form of accounting does not always comply with that stipulated in IFRS as well as the consolidation policies of SURA Asset Management S.A. and Subsidiaries, so individual countries must make adjustments to that the revenues received from their business activities are duly recognized in accordance with said policies. Revenue relating to activities performed in the normal course of business is recognized based on the degree to which the transaction is completed during the respective reporting period. Revenues from a transaction can be reliably estimated providing all and every one of the following conditions are met: - The value of the revenue from ordinary business activities can be measured reliably; There exists the probability that the entity shall receive economic benefits associated with said transaction; The degree of completion of the transaction at the end of the reporting period in question, can be measured reliably, and The costs incurred with the transaction and the remaining costs to be incurred until the transaction is completed can be measured reliably. SURA Asset Management S.A. and Subsidiaries estimate the extent to which the service is provided as follows: - Portion of services performed compared to total amount agreed upon. Portion of costs incurred compared with total estimated costs. For this purpose, the costs incurred up to the present time include the costs incurred with the service provided before said date; and with regard to the total estimated costs of the transaction itself, only the cost of the services that have been or shall be provided were included. Gross premiums 57 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 A premium is the value paid by the policyholder to the insurance company for assuming a risk covered by an insurance contract. Life insurance premiums are recognized as income in the income statement during the period in which the service is rendered. Receipts under investment contracts forming part of such policies are not recognized as gross premiums. Reinsurance income Gross Premiums ceded to reinsurers on life insurance contracts are recognized as an expense either when these are paid or whenever the policy comes into full force and effect, whichever date is the earliest. Issued Premiums ceded to reinsurers include premiums earned for the term of coverage as stipulated by the contracts entered into during said period and are recorded on the date the policy comes into effect. Dividend income This is defined as Business Units distributing the greatest quantity of surplus funds in the form of dividends, providing adequate business capital is maintained for ongoing operations and such dividends do not exceed the maximum levels set by the regulatory authorities. These are determined by each entity, and their distribution is based on the following formula: (+) Retained Earnings Net of Tax on a Statutory Basis (-) Adjustments for accounting concepts that do not represent cash flow (-) Increase in the Business Capital Required (=) Dividends to be distributed As mentioned above, in all events the dividends to be distributed may not exceed the maximum level set by local regulatory restrictions. Unearned Premiums ceded to reinsurers are a proportion of written premiums issued during a year which relates to the period of risk after its filing date. Unearned Premiums ceded to reinsurers are deferred during the term of the direct insurance policies and their contracts’ underlying inherent risks. The deferment is also applied regarding the term of the reinsurance agreement including its contract’s losses. 58 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Fees and commissions Fees and commissions are generally recognized when the corresponding service is rendered. Those corresponding to negotiating, or participating in the negotiation of transaction with a third party such as purchases of shares or other securities or the purchase or sale of businesses, are recognized when the transaction is completed. Portfolio and consultancy fees and other services are recognized based on the applicable service contract when the service is rendered. The asset management fees relating to investment funds and contractual investment rates are recognized on a proportional basis over the period in which the service is provided. The same principle applies in the case of wealth management, financial planning and custody; these services are usually performed continuously for a prolonged period of time. The rates charged and paid between banks in payment of services, are classified as fee income and expense. Recognition of Deferred income liabilities (DIL) SURA Asset Management S.A.'s pension fund management companies offer mandatory pension consisting of the managing the retirement savings of its fund members. The corresponding commission income, depending on the local regulations applying to each country where the subsidiary is located, is recognized based on the following: On flows of member contributions paid into the individual capitalization account (commission on wages). On the balance of the members’ individual capitalization accounts. On a combination of the above (part on flow part on the balance). The following table sets forth the manner in which fees are charged by different subsidiaries belonging to SURA Asset Management S.A.: AFP/AFORE/AFAP Basis for Calculating Commissions Mexico Balance (Asset Under Management) Peru Mixed (*) Chile Flow (Salary Base) Uruguay Flow (Salary Base) (*) As a result of a reform of the Peruvian pension system, a mixed commission collection system was set up (on both flow and the balance), leading to a system of payment on balances held. Since Mandatory Pension Savings entail certain administrative costs, even when no management commissions are received, it is important to note the rationale behind income recognition so as to be able to ensure the financing of these costs over time. For this reason a Provision for Deferred Liabilities Provision (DIL) has been set up. 59 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The purpose of DIL is to defer income received from fund members so as to cover maintenance expense and a reasonable level of earnings in the periods in which those members become non-contributors or pensioners who by law cannot be charged for the management of their funds and/or pension payments. This is because when fund members become non-contributors they do not generate any income to meet the costs. So, this provision remains in place while the Company collects the corresponding amounts and is freed up as the future costs are incurred. This provision covers the members of the mandatory pension funds offered by SURA Asset Management S.A. for companies that are charged commissions based on flow or a mix of low and balance, as well as all those other members who cannot be charged for the management of their funds and/or pension payments. Methodology for calculating DIL This provision is calculated at least every quarter. This is calculated in the currency in which the Subsidiary’s collections and obligations are denominated. For those subsidiaries in which the provision is calculated on an inflation-indexed unit of account, the provision is restated in the country´s legal currency using the applicable exchange rate between said currency and the inflation-index unit rate at the cut-off date of the Statement of financial position or at the end of each month. The formula for calculating the provision is as follows: t 20 DIL CnoC t CPt x FD t 0 Where: CnoC t Is the cost of non- contributing pension fund members stated in the currency used for calculating the provision. This information is determined at least at the end of every year based on the number of noncontributing members multiplied by the unit cost, including a profit margin. CPt This being cost of pensioners who cannot be charged for the managing of their retirement funds and / or pension payments, stated in the currency used for calculating the provision. This information is determined at least at the end of every year based on the number of non- contributing members multiplied by the unit cost, including a profit margin. FDt is the discount factor calculated based on the rates of local "AAA" corporate bond that do not carry prepayment options, over a term similar to the forecast horizon in nominal or real terms based on the currency used for calculating the provision. If there is no liquid market for the aforementioned corporate bonds, rates pertaining to similar local government bonds that do not carry prepayment options can be used over a term similar to the forecast horizon while adding a spread to cover business risk. 60 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 t: forecast horizon stated in years. The forecast horizon is set at 20 years, since after such a time the size of the portfolio is significantly reduced and the financial discount makes cost flows from non-contributing pension fund members immaterial. w) Provisions Provisions are recognized when there is a (legal or implicit) obligation as a result of a past event where it is probable that the entity shall have to spend funds that would otherwise provide economic benefits in order to pay off an obligation and when the value of such funds can be reliably estimated. In cases where the provision is expected to be reimbursed, totally or partially, for example, under an insurance contract, this reimbursement is recognized as a separate asset but only in cases where such reimbursement is virtually certain. The expense corresponding to any provision is presented in the income statement, net of any reimbursement. x) Accounting policy segment information The Company reports its operations by business unit, according to the nature of the services provided. The Company operates in four business segments: Mandatory Pension Funds, Voluntary Wealth Management, Life Insurance and Annuities, and Other and Corporate. The Chief Operating Decision Maker (the Board of Directors) evaluates segment performance and allocates resources based on several factors, including fee and commission, net premiums, Total operating revenue, and total operating expenses. All segment revenues reported are from external customers. Segment revenue and operating income are attributed to countries based on the location in which the services are rendered. The Company does not report a measure of total assets and liabilities for each reportable segment as such amounts are not regularly provided to the Chief Operating Decision Maker. 2.4 Changes to accounting policies and the information to be disclosed Standards and new and modified interpretations 2.4.1 IAS 27 - Separate Financial Statements (amended in 2011) Following the issuance of the new IFRS 10 and IFRS 12, the objective of IAS 27 is limited to accounting for subsidiaries, or the subsidiaries contained in the financial statements. These modifications have no material impact on either the financial position or the results of SURA Asset Management S.A. and Subsidiaries. 2.4.2 IAS 28 - Investments in Associates and Joint Ventures (as amended in 2011) As a consequence of the new IFRS 11 and IFRS 12, IAS 28 has been renamed IAS 28 Investments in Associates and Joint Ventures, and provides for the application of the equity method for investments in associates. These 61 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 changes have no material impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries. 2.4.3 IAS 32 - Offsetting Financial Assets and Financial Liabilities - Amendments to IAS 32 These amendments clarify the meaning of "when it has an enforceable legal right to offset". These amendments also clarify the application of the offsetting criteria for settlement systems (such as central clearing house systems) which apply gross settlement mechanisms that are not simultaneous. These changes have no material impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries. 2.4.4 IFRS 7 - Disclosures - Offsetting Financial Assets and Financial Liabilities - Amendments to IFRS 7 These amendments require an entity to disclose information about rights of set-off and related arrangements (e.g., collateral agreements). The disclosures would provide users with information that is useful in evaluating the effect of netting arrangements on an entity’s financial position. The new disclosures are required for all recognized financial instruments that are set off in accordance with IAS 32. These changes have no material impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries. 2.4.5 IFRS 10 Consolidated Financial Statements IFRS 10 replaces the portion of IAS 27 Consolidated and Separate Financial Statements that addresses the accounting for consolidated financial statements. It also addresses the issues raised in Superintendencia de Industria y Comercio- SIC 12 Consolidation - Special Purpose Entities. IFRS 10 establishes a single control model that applies to all entities, including special purpose entities. The changes introduced by IFRS 10 will require that Senior Management make significant judgments to determine which companies are controlled and, therefore, must be consolidated by the parent company, compared to the requirements described in IAS 27. IFRS 10 does not have any material impact on the investments currently held by SURA Asset Management S.A. and Subsidiaries. 2.4.6 IFRS 12 Disclosure of Interests in Other Entities IFRS 12 includes all disclosures that previously appeared in IAS 27 relating to the consolidated financial statements and all disclosures previously included in IAS 31 and IAS 28. These disclosures relate to interests in subsidiaries, joint ventures, associates and structured entities. It also requires new additional disclosures, but has no material impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries 62 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.4.7 IFRS 13 Fair Value Measurement IFRS 13 provides a single guideline for all fair value measurements. IFRS 13 does not change when fair value is used, but rather describes how to measure fair value when fair value is required or permitted by IFRS. These changes have no material impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries. 2.5 Significant accounting estimates, assumptions and opinions The preparation of consolidated financial statements requires the use of estimates and assumptions. Using these estimates and assumptions affect the amounts of assets, liabilities and contingent liabilities on the date of the Statement of financial position as well as revenues and expenses for the year. Actual results could differ from those estimated. The determination of these assumptions is subject to internal control procedures and approvals and takes into account both internal and external studies, industry statistics, factors and environmental trends and regulatory requirements. The more significant accounting estimates and assumptions include DAC, DIL and Deferred Tax (DT), whose legislative aspects have been mentioned in the notes above. Accounting estimates and assumptions The following are the key assumptions used to estimate the future pattern of all those variables existing at the reporting date which carry a significant risk of causing a material adjustment to the value of assets and liabilities to be reported on the next financial statement given their uncertainty. a) Valuation of insurance contracts (Refer note 27) Provisions for life insurance and annuity contracts are recognized on the basis of the best estimate assumptions. Also, like all insurance contracts, these are subject to an annual liability adequacy test, which reflects Senior Management´s best estimates of future cash flows. In the event these prove to be insufficient, assumptions are updated and remain locked -in until the next review or provisions prove insufficient, whichever occurs the earliest. As described in the section corresponding to Deferred Acquisition Costs, expenses are deferred and amortized over the lifetime of the contracts. In the event that the assumptions regarding future contractual profitability prove erroneous, the amortization of costs is accelerated with the corresponding impact on the income accounts for the period. The main assumptions used in the calculation of provisions include: mortality, morbidity, longevity, investment returns, expenses, fund exit and collection, redemption and discount rates. The assumptions corresponding to the mortality, morbidity and longevity rates are based on the standards of the local industry for each subsidiary and are adjusted to reflect the Company’s own risk exposure, where applicable, 63 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 and where there is sufficient historic information to perform an experience-based analysis that would alter industry estimated. The longevity assumptions are introduced through future improvement factors for mortality rates. For assumptions regarding rates of return, the proceeds received from investments (assets underlying the technical reserves corresponding to insurance contracts) are taken into account these based on market conditions at the date the contract is entered into, while factoring in future expectations of changes in local economic and financial conditions in those markets where the companies operate together with the Company’s own investment strategy. Expense assumptions are based on expenditure levels prevailing when the contracts are signed which are then adjusted for expected inflation increases, where applicable. Exit, collection and redemption rates are based on an analysis of the subsidiary´s own experience with the product or product family Discount rates are based on current industry and market rates and adjusted for the subsidiary´s own risk exposure. For insurance contracts with savings components based on unit-linked fund units, obligations are determined based on the value of the assets underlying the provisions, those that arise from the value of each of the funds holding policy deposits. b) Valuation of investment contracts without DPF (Refer note 27) The portfolios of SURA Asset Management S.A.'s insurance companies do not contain any contracts that classify as investment contracts. c) Revaluation of property for own use (Refer note 16) SURA Asset Management S.A. and Subsidiaries record properties for their own use at fair value and any changes to such are recognized in other comprehensive equity. This revaluation increase is recognized in other comprehensive income and is accumulated in the equity accounts as a revaluation surplus. The revaluation is calculated every year. When the corresponding book value is decreased as a result of an asset revaluation, this decrease is recognized in the income accounts for the period. However, this decrease shall only be recognized in other comprehensive income to the extent of any credit balance existing in the revaluation surplus account with regard to the asset in question. The decrease recognized in other comprehensive income reduces the amount accumulated as a revaluation surplus in the equity accounts. 64 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The fair value of land and buildings is based on periodic appraisals carried out both internally as well as externally by outside qualified appraisers. 65 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 d) Fair value of financial instruments (Refer note 23) When the fair value of financial assets and financial liabilities recorded in the statement of financial position is not obtained from active markets, this is determined using valuation techniques including the discounted cash flow model cash. The information that appears in these models is taken from observable markets where possible, but when it is not, some judgment is required for determining the respective fair values. These judgments are made on the basis of certain data including liquidity and credit risk as well as volatility. Investment properties are recognized at fair value. Any subsequent revaluation changes are recognized in the income accounts. At the time of disposal, the difference between the selling price and the carrying amount is recognized in the income accounts. Fair value is determined based on the assessments of qualified appraisers. All properties are appraised separately over a period of three to five years. e) Taxes (Refer note 20) Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of international business relationships and the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates, for possible consequences of audits by the tax authorities of the respective counties in which it operates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences in interpretation may arise for a wide variety of issues depending on the conditions prevailing in the respective domicile of the Company companies. Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Judgments The preparation of the consolidated financial statements of SURA Asset Management S.A. and Subsidiaries require Senior Management to make significant judgments, accounting estimates and assumptions that affect the reported amounts of revenues, expense, assets and liabilities as well as the disclosure of contingent liabilities, at the end of reporting period in question. 66 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Here, any uncertainty regarding these assumptions and estimates could result in levels of income that could require significant future adjustments to the book values of the asset or liability being assessed. The following key assumptions concerning the future and other key sources of uncertainty for year-end estimates pose a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. a. Impairment to Goodwill Determining whether goodwill is impaired requires estimating the value in use of the cash generating units to which goodwill has been allocated. This requires Senior Management to estimate the expected future cash flows from the cash-generating unit and an appropriate discount rate to calculate the present value of the aforementioned value in use. In the event of future real cash flows being lower than expected, an impairment loss could occur. b. Deferred tax on investment properties For purposes of measuring deferred tax liabilities or deferred tax assets from investment properties that are measured using the fair value model, Senior Management has reviewed the real estate portfolios belonging to SURA Asset Management S.A. and concluded that these were not conducted as part of a business model, the purpose of which is to substantially use up all the economic benefits inherent to the features of the investment over time, as opposed to obtaining such through the sale of these investment properties. Therefore, in determining the Group's deferred tax on investment property, Senior Management has determined that there are no grounds for rebutting the presumption regarding the book values corresponding to its investment properties measured using the fair value model and their recovery through sale. As a result, SURA Asset Management S.A. has not recognized deferred tax on changes in fair value of its real estate investments since this is not subject to any income tax on changes in the fair value of divested real estate investments. 03. Standards issued pending implementation Below is a list of standards that have been issued but not have entered into full force and effect. SURA Asset Management S.A. and Subsidiaries shall adopt these standards on the date they are due to come into effect. 3.1 IAS 32 - Compensation for Financial Assets and Financial Liabilities - Amendments to IAS 32 These amendments clarify the meaning of "when it has an enforceable legal right to offset". These amendments also clarify the application of the offsetting criteria for settlement systems (such as central clearing house systems) which apply gross settlement mechanisms that are not simultaneous. These changes are not expected to have any material impact on the financial position or results of SURA Asset Management S.A. and Subsidiaries, and shall be effective for annual periods beginning on or after January 1, 2014. 67 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 3.2 IFRS 9 - Financial instruments As published to date, IFRS 9 reflects the first phase of IASB’s work on replacing IAS 39 and applies to classification and measurement of financial assets and financial liabilities as defined in IAS 39. The standard was initially planned to enter into full force and effect for the fiscal years beginning on January 1, 2013, but some amendments to IFRS 9 as issued in December 2011 delayed its effective date, and its application may possibly be delayed to the fiscal year beginning on January 1 2015. In subsequent phases, IASB will address hedge accounting and the impairment of financial assets. The adoption of the first phase of IFRS 9 will affect the classification and measurement of financial assets, but will have no impact on the classification and measurement of financial liabilities. SURA Asset Management S.A. and Subsidiaries shall quantify this effect together with those of subsequent phases when the final standard is published, including all of its stages. 3.3. Amendments to IAS 39 - Financial Instruments - Renewal of derivatives and a continuation of hedge accounting Under these amendments there is no need to discontinue hedge accounting if a hedging derivative was renewed, provided certain criteria are met. The amendments are effective for annual periods beginning on or after January 1, 2014. 3.4. assets IAS 36 (Amendment) - Impairment of Assets - Disclosure of recoverable amounts of non-financial IASB in the form of an amendment to IFRS 13 Fair Value Measurement, amended some of the disclosure requirements of IAS 36 - Impairment of Assets with respect to the measurement of the recoverable amount of the impaired assets. One of the amendments to IAS 36 potentially resulted in broadening the information requirements to a much greater degree than originally intended. Instead of requiring the disclosure of the recoverable amounts of impaired assets, including goodwill, as intended, this amendment is perceived as requiring disclosure of the recoverable amounts of any cash-generating unit (group of units) for which the carrying amount of goodwill or intangible assets with indefinite useful lives allocated to that unit (or group of units)is significant in comparison with the total carrying amount of the entity 's goodwill or intangible assets with indefinite useful lives. The amendments are effective for annual periods beginning on or after January 1, 2014. 3.5 IFRS 14 - Deferred Regulatory Accounts IFRS 14 Deferred Regulatory Accounts provides for an entity who is adopting IFRS for the first time, to continue to account for, albeit with certain limited changes, "balances of deferred regulatory accounts" under previous the Generally Accepted Accounting Principles - GAAP, both in the initial adoption of IFRS and for subsequent financial statements. Balances of deferred regulatory accounts and their corresponding movements, are presented separately on the statements of financial position and income for the period as well as other comprehensive income, and no specific disclosures were required. IFRS 14 shall enter into full force and effect for annual periods beginning on or after January 1, 2016. 68 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 3.6 International Financial Reporting Interpretations Committee - IFRIC 21 - Liens This standard addresses accounting for outflows imposed by government institutions (including government agencies and similar bodies) in accordance with the current applicable legislation and / or regulations. However, this does not include income taxes (IAS 12 Income Taxes), fines and other penalties, liabilities arising from emission trading schemes and other outflows that come under the scope of other standards. This standard shall become effective for annual periods beginning on or after January 1, 2014. 4. Business Combinations (Goodwill) 4.1 Acquisitions in 2013 Acquisition of AFP Horizonte in Peru On April 23, 2013, the Company acquired through its subsidiary AFP Integra S.A., a 100% stake in the share capital of AFP Horizonte S.A., a Peruvian pension fund management firm subsidiary of BBVA. The transaction was performed during four months in which, to comply with regulatory restrictions AFP Integra, acting as the leading acquirer, started transferring 50% of the assets under management and client list to Profuturo AFP. The acquisition was carried out after due authorization was granted by the Peruvian Superintendency of Banking, Insurance and Pension Fund Management to the Group, and was completed at the end of August when AFP Integra absorbed the remaining assets of the acquired company. For the acquisition, allowing regulatory approval, the Company paid a total of USD$ 249,153,494, and the same amount was paid by Profuturo AFP to BBVA. At the same time an agreement was signed between AFP Integra and Profuturo AFP, to guarantee the transfer of the 50% of assets under management and client list of AFP Horizonte S.A. The Peruvian Superintendency of Banking, Insurance and Pension Fund Management by means of Resolution SBS N ° 4747-2013 dated August 14, 2013, approved the demerger- merger operation for AFP Horizonte in favor of Profuturo AFP and AFP Integra. Also with SBS Resolution N ° 5071-2013 dated August 21, 2013, the spinoff/merger operation was scheduled to take place, for corporate purposes, on August 31, 2013, while for operating purposes, the date of separation, transfer and merger of the funds administered by AFP Horizonte, the scheduled date was for August 29, 2013. Based on the provisions of IFRS 3 Business Combinations, the purchased goodwill should correspond to the difference between the price paid and the fair value of the assets, liabilities and contingent assets and liabilities net of any intangible assets identified in the acquired companies. This purchase involved a purchase price allocation (PPA) and the valuation of intangible assets obtained from the acquisition of the direct and indirect interests in the acquired company. In accordance with IFRS 3, the Company proceeded to recognize and measure the identifiable assets acquired and liabilities assumed at the acquisition date. The values were determined using various valuation techniques depending on the type of asset and / or liability in question, as well as the best information available. In addition to the various considerations made in determining fair values, the Company obtained expert advice in making these calculations. The methods and assumptions used to determine the fair values were as follows: 69 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 a) Client relations Relationships with existing customers on the date of the transaction were identified and recognized in books based on the following product lines, while meeting the recognition criteria stipulated by all applicable standards. In assessing the value of the client portfolio the Multi- period Excess Earnings Methods (MEEM) was used, which consists of applying the Income Approach in estimating the fair value of an intangible asset and the flow of funds attributable solely and exclusively to the asset in question, less charges for the use of other assets that contribute to the generation of flows for the asset being valued (contributory asset charges - CAC). To assess the value of client portfolios using MEEM, projected revenues should include approximate client loss ratios, whether based on sales revenue or number of clients. Revenues were projected based on the scheme of fee payments from our client base, these being pure flow or mix flow regarding the latest pension reform. Projections are based on the premise that 75% of our clients chose to remain in the pure flow fee payment category, and this ratio is maintained throughout the years projected. The pension fund members were divided into age groups in order to reflect the average retirement age for each. All pension fund members are estimated to retire at the age of 65. Mortality and disability rates also depend on the average age of the pension fund members, since as they grow older they are more likely to die or become disabled. Mortality and disability are also available depending on the average age of contributors, as contributors as they grow older the probability of death or disability increases. A fair value range was obtained for the client base, this being between S/374.1 and S/409.7 million, with a midpoint of S/391.2 million, having a term of 47 years and a CAC rate of 1.44 %. Despite the fact that we used a 47-year term for the estimation of the value of client relationships, 95 % of the present value of cash flows generated by the portfolio, are concentrated during the first 18 years of projections. Thus, we determined that the portfolio acquired from Horizonte has a useful life of 18 years. b) Other Identified Intangible Assets In accordance with the provisions of IFRS 3 and IAS 38 these should be recognized separately from goodwill when meeting the following criteria: - The asset is able to be separated or arises from contractual or legal rights The asset is controlled by the Company The asset generates future benefits In addition to client relationships, the following intangibles were identified and validated by external consultants who were responsible for drawing up the PPA: 70 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Trademarks: for which the Relief from Royalty approach was used. The Company applied the income approach approximating the Fair Value of an intangible asset and the expected relief from royalties attributable to the legal control of the asset being assessed. Royalty relief is projected as a royalty fee that was either selected or based on licensing agreements for similar assets. A useful life of 3 years was determined at a value of S/.2,451 thousands to be amortized using the straight-line method. Non-Competition Agreement using the With and Without Method. The value of the intangible represents the present value of the incremental cash flows attributable to said asset. Then a comparison was performed between the margin that would be obtained if there were no competition with the margin that the Company would obtain if the seller could enter the market as a competitor The difference observed for each year during the term of the contract is considered as cash flow for each fiscal year. A useful life of 3 years was determined at a value of S/.2,451 thousands to be amortized using the straight-line method c) Identified Goodwill Acquired assets and assumed liabilities The goodwill identified with the acquisition of AFP Horizonte came to USD$ $ 101,670 which represents the value of the expected synergies arising from this acquisition, and also includes a client list that had not been recognized as a separate asset. The goodwill was entirely attributed to the acquired entity. The client list was separated and measured individually thus meeting the requirements for recognition as an intangible asset in accordance with IAS 38 The recognized goodwill is not expected to be tax deductible. d) Acquired assets and assumed liabilities The acquisition of AFP Horizonte was recorded, as required by IFRS 3 " Business Combinations", following the purchase method of accounting, which reflects the assets and liabilities acquired at their fair estimated market value (fair values) including unrecognized intangible assets on the part of AFP Horizonte at said date, as well as the respective goodwill. The book and fair values corresponding to AFP Horizonte´s identifiable assets and liabilities at the date of purchase are shown below: 71 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Balances recognized at December 31, 2013: (Figures stated in thousands of US dollars) Book value – acquire Recognized fair value Fair value - acquiree Assets 2,097 4,779 42,546 1,494 2,520 4,445 - 1,250 912 145,493 317 2,097 4,779 42,546 2,744 2,520 4,445 912 145,493 317 57,881 147,972 205,853 Total Liabilities 3,127 9,373 1,478 13,978 44,392 44,392 3,127 44,392 9,373 1,478 58,370 Net acquired assets 43,903 103,580 147,483 Cash and banks Negotiable securities Legal reserve requirement Furniture, machinery and equipment, net Deferred income tax, net Other assets, net Trademarks Client relations Non-Competition Agreements Total Assets Liabilities Current Income Tax Deferred income tax Other accounts payable Other liabilities Goodwill obtained from the acquisition 2013 Transferred consideration Less: Net acquired assets Less: Adjustments to fair value of net acquired assets Goodwill obtained from the acquisition 249,153 (43,903) (103,580) 101,670 According to the terms of the corresponding purchase agreement, AFP Integra S.A. legally took over AFP Horizonte, which was dissolved without being wound up. As of the date of this acquisition, AFP Integra is responsible for any obligation or contingency relating to AFP Horizonte. The number of fund members that were transferred from AFP Horizonte transferred to the AFP Integra 965,686, representing a portfolio worth S/.10,989,794,000 (USD$ 3,929,557,693) (S/.1,437,853,000 (USD$ 514,124,861) in the case of Fund # 1, S/.7,668,688,000 (USD$ 2,742,048,843) for Fund # 2, and S/.1,883,253,000 (USD$ 673,383,988) for Fund # 3). 72 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 From the date of acquisition, August 30, 2013, AFP Horizonte has contributed USD$ 33.8 of revenue and USD$ 12.9 to the profit before tax from continuing operations of AFP Integra. If the combination had taken place at the beginning of the year, revenue from continuing operations would have been USD$ 160.6 million and the profit before tax from continuing operations for the Company would have been USD$ 79.9 million. 4.2 Acquisitions in 2012 On November 14, 2012, SURA Asset Management España S.L. , acquired 69.3% (in 2013 we acquired an additional 6.3%) of the voting shares in Seguros SURA (formerly Invita Seguros de Vida S.A.), which in turn holds 99.98% of the voting shares in Hipotecaria SURA (formerly Incasa Empresa Administradora Hipotecaria), for a total value of US$ 142 million. After allocating a purchase price allocation to the assets acquired and liabilities assumed, USD$ 55 million in goodwill was produced. Payment was made in cash at the time of the transaction. SURA Asset Management España S.L., directly performed the transaction. Based on that stipulated by the International Financial Reporting Standard No. 3 (IFRS 3) governing Business Combinations, purchased goodwill is recognized as the difference between the value paid and the corresponding fair value of the assets, liabilities as well as the contingent assets and liabilities of the companies thus acquired, net of any intangible asset belonging to the acquired companies. According to these principles, goodwill is not amortized, but impairment to such is assessed when there are indications of such. Also applicable rule and regulations stipulate a period of 12 months to make any adjustments to the purchase accounting associated with the takeover. SURA Asset Management S.A. and Subsidiaries have chosen to measure the non-controlling interest in the acquiree at its share of the net assets acquired. According to the aforementioned legislation, this transaction included a purchase price allocation (PPA) as well as the valuation of intangible assets corresponding to the direct and indirect interests held in the acquired companies. In accordance with IFRS 3, the Company proceeded to recognize and measure the identifiable assets acquired and the liabilities assumed on the date of said acquisition. The values were determined using various valuation techniques depending on the type of asset and / or liability in question, as well as the best information available. In addition to the various considerations made in determining fair values the Company obtained expert advice in making these calculations. The methods and assumptions used to determine the fair values were as follows: a) Client relations Relationships with existing customers on the date of the transaction were identified and recognized in books based on the following product lines, while meeting the recognition criteria stipulated by all applicable standards: • Individual Life Insurance: this type of insurance is specially designed for private individuals and provides coverage in case of natural death. They may have additional clauses covering other risks such as accidental death, dismemberment, disability, accident or illness, exemption from payment of premiums or serious illness. The forecast horizon was set at 31 years, according to the portfolios age pyramid and current mortality tables. 73 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 • Life annuities: consisting of income received by the pension fund member once funds or beneficiaries are withdrawn thus ensuring a monthly pension for the rest of their lives. There are three types of annuities: legal retirement, early retirement and disability and survivorship. The forecast horizon was set at 31 years, according to the portfolios age pyramid and current mortality tables. Customer portfolios were evaluated using the MMSE ("Multi - Period Excess Earnings Method") method, which is based on a calculation of discount cash flows attributable to future economic benefits to be received from the client base, once pension holder charges are eliminated. To estimate the remaining useful life of the client base, an analysis is performed on the average duration of client relationships based on the withdrawal rate method. This method was used to determine the useful life corresponding to the accumulation of cash flows generated by the intangible. Under this method the useful life of the intangible is estimated in the year in which 95% of the cash flows accrue. The straight-line amortization method was used. This analysis resulted in the recognition of USD$ 60,662 of intangible fixed asset as client relations, refer to note 18. The acquired companies generated from January 1 to November 30, 2012, approximately USD$ 74 million and USD$ 13 million in operating income and net income, respectively, for an annual total of approximately USD$ 22.2 million and USD$ 11.3 million in operating income and net income, respectively. In accordance with IFRS 3 Business Combinations, SURA Asset Management S.A. proceeded to update the fair value measurements of assets acquired during the subsequent measurement period in 2013. At the time of the purchase in 2012, and following the guidelines used to update the effects of purchase accounting, acquired net assets were estimated at a total of USD$ 309.8 million, this amount underwent substantial variation during the measurement period due to adjustments in the balance of reserves, which in 2012 were overestimated. This overestimation occurred because at the time of the Purchase Price Allocation (PPA) no adequacy tests were performed on liabilities to corroborate the amount of reserves held in the form of local balances. Said tests were carried out during the first 12 months after the purchase in order to comply with this methodology. Consequently adjustments were made to the reserves appearing on the local financial statements and this resulted in an increase in the net assets acquired of USD$ 309.8 million. Related intangibles along with the corresponding deferred tax did not undergo any change. b) Identified Goodwill The goodwill identified on the acquisition of Seguros SURA (Formerly Invita) in 2012 came to USD$ 55,106. For the year 2013 an adjustment was made in the net assets acquired during the measurement period, producing an increase of USD$ 203,045 in adjustments to the reserves recognized in the local financial statements. The consequent impact caused the recognition of a gain on the transaction of USD$ 72,820. c) Acquired assets and assumed liabilities 74 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 In accordance with IFRS 3 Business Combinations, SURA Asset Management S.A. proceeded to update the fair value measurements of assets acquired during the subsequent measurement period in 2013. At the time of the purchase in 2012, and following the guidelines used to update the effects of purchase accounting, acquired net assets were estimated at a total of USD$ 167.4 million, this was however a provisional amount. During the measurement period after 31 December 2012 independent valuation experts completed the valuation of the reserves. This adjustment to the provisional amount occurred because at the time of the Purchase Price Allocation (PPA) it was not possible to perform adequacy tests on liabilities to corroborate the amount of reserves held in the form of local balances. Said tests were carried out during the first 12 months after the purchase. Consequently adjustments were made to the provisional amounts recognized for reserves and this resulted in an increase in the net assets acquired of USD$ 370.5 million. Related intangibles along with the corresponding deferred tax did not undergo any change. The fair value of the assets and liabilities belonging to the Purchaser on the date this acquisition was conducted is as follows: 75 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Seguros SURA S.A. (Formerly Invita) Initial Proposal Accounts Cash and cash equivalents Accounts receivable Financial assets Other assets Investment properties Fixed assets Intangible assets 2012 15,680 124,237 Adjustments to Initial Accounting Final Accounting Adjustments - 2012 15,680 124,237 1,208,995 - 1,208,995 1,897 - 1,897 43,016 - 43,016 9,637 - 9,637 430 - 430 - Total Assets 1,403,892 1,403,892 Technical reserves 1,253,439 (203,046) 1,050,393 Accounts payable 26,714 - 26,714 Financial obligations 16,634 - 16,634 Other liabilities 346 346 Total Liabilities 1,297,133 (203,046) 1,094,087 Net Acquired Assets 106,759 203,046 309,805 Identified intangibles 60,662 60,662 370,467 Fair value of Net Acquired Assets 167,421 203,046 Non-controlling interest (61,945) (75,120) (137,072) Deferred tax assets (liabilities) (18,199) (18,199) Fair value of Net Identified Assets 87,277 127,926 Goodwill 55,106 (55,106) (72,812) Value paid 142,383 (72,812) - Cash flow at date of acquisition Net cash included from companies Cash payment Net cash disbursement 15,680 142,383 158,063 - 15,680 142,383 158,063 Gains in Company Acquisitions 215,195 142,383 In order to ensure that the measurements appropriately reflect consideration of all available information as of the acquisition date, the Company reassessed whether it has correctly identified all of the assets acquired and all of the liabilities assumed. The Company did not identify any additional assets or liabilities that qualify for recognition. Additionally, the Company reviewed the procedures used to measure the amounts recognized at the acquisition date for the identifiable assets acquired and liabilities assumed and the consideration transferred. The Company concluded that no errors were made during said procedures. 76 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 From the date of acquisition, November 30, 2012, Seguros SURA (formerly Invita Seguros) has contributed USD$ 16.7 million of revenue and USD$ 3.9 million to the profit before tax from continuing operations of the group of Companies in Peru. If the combination had taken place at the beginning of the year, revenue from continuing operations would have been USD$ 200.4 million and the profit before tax from continuing operations for the Company would have been USD$ 46.8 million. Share swap - 2012 On December 29, 2011, SUAM España acquired a 100% stake in the share capital of ING Administradora de Pensiones y Cesantías Colombia in Colombia (hereinafter ING Colombia). On December 31, 2012, a share swap was conducted in which the entire shares in ING Colombia were exchanged for an equity stake in the new company produced from the takeover merger between Protection S.A. and ING Colombia (henceforth known as Protección S.A.). The terms and conditions of this swap are shown as follows: Book value of ING Colombia at the date of its acquisition Investment in ING Colombia 2012 Grupo SURA Latin American Holdings B.V. Stake Held 2012 143,169 93% Grupo SURA Holanda B.V. 7,691 5% SURA Asset Management España S.L. 2,807 2% 153,667 100% Total Consolidated Net Assets -ING Colombia at the date of acquisition 129,942 129,942 PPA ING Colombia (fair value) 4,447 70,404 74,851 14,692 14,692 23,233 23,233 23,233 14,692 37,925 Capital 28,639 Other reserves 69,043 Profit / Loss for the year 8,085 Translation differences 9,483 Total equity 115,250 Swap terms between ING Colombia and Protección S.A 53,189 (1,571) 51,618 81,828 69,043 6,514 9,483 166,868 ING Colombia (book value) Goodwill Intangibles Other assets Total assets Deferred tax Other liabilities Total liabilities Net assets delivered 4,447 70,404 129,942 204,793 77 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 No. Shares in Protección Grupo SURA Latin American Holdings B.V. Swap Price (COP) COP 000 USD$ 000 Equity Stake in Newly Merged Protección 3,619,505 71,972 260,503,014 147,325 14.25% Grupo SURA Holanda 194,514 71,972 13,999,562 7,917 0.77% SURA Asset Management España S.L. 379,915 71,972 27,343,242 15,464 1.50% 301,845,818 170,706 16.52% Total consolidated - SURA Asset Management S.A. 4,193,934 Total shares in Protección S.A. came to 25,407,446. Amount Invested (book balance) Grupo SURA Latin American Holdings B.V. Amount received Protección S.A. Profits from transaction 143,169 147,325 4,156 Grupo SURA Holanda 7,691 7,917 226 SURA Asset Management España S.L. 2,807 15,464 12,657 Total transaction 153,667 170,706 17,039 Significant acquisitions performed prior to 2012 On December 31, 2011, SURA Asset Management España, S.L. acquired 100% of the voting shares belonging to Grupo SURA Holanda B.V and Grupo de Inversiones Suramericana Holanda B.V, which held majority stakes in the ING Latin American companies. This included the purchases of insurance companies and pension funds in Mexico, Chile, Uruguay, Peru and Colombia for a total value of USD$ 3.4 billion. This payment was made in cash at the moment this transaction was completed. After allocating a purchase price to the assets acquired and liabilities assumed, USD$ 1.6 million of goodwill was produced. 78 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 A payment of USD$ $3.4 billion was made in cash at the time of the transaction, along with a payment of USD$ 6.8 million contingent on recovering the tax due to two subsidiaries. Pursuant to IFRS 3 Business Combinations, SURA Asset Management S.A. proceeded to update the fair value measurements of the net assets acquired during the measurement period subsequent to 2012. The acquired companies generated from January 1 to December 31, 2011, approximately USD$ 1,111 million and USD$ $206 million in operating income and net income for that year, respectively. The adjustments made to the initial PPA are shown below: Initial PPA Cash and cash equivalents Final accounting Adjustments 82,431 (150) 82,281 1,790,332 (1,600) 1,788,732 171,791 (1,811) 169,980 - - - 136,456 - 136,456 41,968 - 41,968 - - - 5,335 - 5,335 267,778 (267,778) - - - - 7,488 (7,801) (313) Current tax 23,625 (9,272) 14,353 Other assets 27,212 - 27,212 2,554,416 (288,412) 2,266,004 85,238 - 85,238 Provision for life insurance (technical reserves) 961,070 31,198 992,268 Deferred tax liabilities 129,095 (70,215) 58,880 Current tax liability 12,703 - 12,703 Employee benefits 43,044 - 43,044 2,546 - 2,546 142,775 (2,741) 140,034 25,092 5,607 30,699 121,761 (101,446) 20,315 Total acquired liabilities 1,523,324 (137,597) 1,385,727 Total Acquired Assets, net 1,031,092 (150,815) 880,277 Other financial assets Accounts receivable Investments in controlled companies Investment properties Property, plant and equipment Goodwill Other intangible assets Deferred acquisition costs (DAC) Assets available for sale Deferred tax assets Total Acquired Assets Financial obligations Other liabilities Accounts payable Provisions Deferred income liabilities (DIL) 79 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Identified Intangible Assets Deferred Tax liability Minority interest Total identified assets, net Goodwill Amount paid for the ING Latam companies - 1,671,896 (432,212) (115,214) 2,155,562 1,214,610 3,370,172 1,306,106 (341,180) (75.470) 1,769,733 1,607,200 3,376,933 Adjustments to Net Acquired Assets Net acquired assets (preliminary) 1,031,092 i. Eliminated initial DAC balance (197,024) II. Adjustments to fair value measurement of DIL 84,841 III. Test of adequacy-TOA adjustments to reserves (22,395) IV. Other proposed adjustments (16,237) Net acquired assets (final) i. (365,790) 91,032 39,744 (385,829) 392,590 6,761 880,277 Elimination of initial balance of Deferred Acquisition Costs for the year 2012 Deferred Acquisition Costs are those incurred in acquiring the new insurance or pension fund management business, which vary according to, or are directly related to the acquisition of new business These costs are recognized as an asset in the Statement of Financial Position and amortized over the contract. DAC relating to contracts acquired at the date of acquisition, are implicit in the valuation of contracts with clients and the corresponding business relationships acquired which were identified as intangibles and duly recognized in the respective purchase accounting (PPA - Purchase Price Allocation), the DAC recognized in the acquired companies are part of the intangibles identified with regard to the purchase under Client Relations. Transaction Elimination of initial DAC balance Deferred tax effect on DAC Effect on equity ii. Total Chile Mexico Peru Uruguay Colombia (267,778) (55,927) (160,337) (34,697) (3,895) (12,922) 70,754 9,626 45,481 10,409 974 4,264 (197,024) (46,301) (114,856) (24,288) (2,921) (8,658) Adjustments in the measurement of Deferred Income Liabilities - DIL The concept of DIL (Deferred Income Liability) is to defer income from fund members so as to cover maintenance costs and a reasonable level of earnings in the periods in which members become non-contributors. This is 80 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 because when fund members become non-contributors they do not generate any income to meet the costs. For this purpose, SURA Asset Management S.A. and Subsidiaries maintain a provision while the corresponding amounts are collected which is then reversed when the aforementioned costs are incurred. The acquired companies recognized DIL, on the basis of a group measurement, i.e. marginal cost. After due analysis it was determined that the pension fund management firms must measure the adequacy of expected future cash flows from its fund member base (affected by the probability that a contributing member shall become non-contributing at some stage). Based on the above, the recognized DIL was considered to be enough to offset the probability of members going from a contributing to a non-contributing status as well as expected future costs of existing non-contributing members. Transaction Total Chile Peru Adjustments to fair value measurement of DIL 101,445 107,787 (4,774) (1,568) Deferred tax effect on DIL (16,604) (18,404) 1,408 392 84,841 89,383 (3,366) (1,176) Effect on equity iii. Uruguay Adjustments to Liability Adequacy Testing (Insurance Companies) As a result of the valuation of reserves under IFRS, differences were identified that fully reflect an impact of USD$ 31.2 million, before tax, as detailed below: Inadequacy derived from calculating contingency reserves: Based on an analysis of technical reserves and upon comparing the amount of obligations produced by the adequacy test with the reserve recognized under IFRS the insurance companies take into account the contingency reserve of basic and additional earnings. Because the contingency reserve is an obligation to a third party (other than the obligations under insurance contracts), it was considered that this should not be taken as the base reserve for the TOA. Therefore the inadequacy calculated by the insurance companies was considered to be underestimated in the amount of USD$ 6.9 million. Updated assumptions and scenarios at the end of 2011: Based on a more accurate valuation model for projecting flows of liabilities, another methodology was used, other than the MG Alfa technique, which has been historically used, for projecting reinvestment rates for assets, as designed by independent experts. Thus the reserve was recalculated based on assumptions that were updated for year-end 2011, taking into account the conditions at that time for the portfolio of pension fund members a pensioners portfolio, as well as current and expected factors regarding the portfolio of assets and liabilities based on a best estimate scenario which generated an impact of USD$ 18.2 million. 81 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Effect of including best estimate assumptions on the Company: Under IFRS guidelines different assumptions can be used with regard to best estimates for the calculation of the reserve, specifically reinvestment rates and mortality tables based on changes in such assumptions. This implied an adjustment of USD$ 6.1 million. Transaction Total TOA adjustments to reserves Deferred tax effect on reserves Effect on equity iv. Mexico (31,198) (31,198) 8,803 8,803 (22,395) (22,395) Other minor adjustments Senior Management carefully reviewed each of the acquired assets and liabilities in every individual financial statement, which produced the following adjustments: Transaction Cash and cash equivalents Accounts receivable Current tax asset Other financial assets Accounts payable Provisions Deferred tax liabilities Effect on equity - Total (148) (1,810) (9,272) (1,600) 2,740 (5,608) (539) (16,237) Chile (148) (1,810) (9,214) 2,740 (5,776) (39) (14,247) Mexico Uruguay - (1,600) (500) (2,100) (58) 168 110 Adjustments to the valuation of intangible assets identified in the transaction: In estimating the adjustments made to the fair value of client relationships, SURA Asset Management S.A. used the income approach that forms part of the "Multi - Period Excess Earnings Model" (" MEEM"). For the purposes of applying the MEEM method, the EBITDA margin obtained from client relationships was calculated. The charges attributable to the use of other assets required for generating such were deducted from said margin (i.e. fixed assets, minimum required capital, labor force, etc.). This methodology allows for identifying the individual value specifically created by client relations. In estimating EBITDA, returns on the reserve requirement were considered as part of the total income attributable to client relations. Returns on the reserve requirement were calculated applying the rate of return on the average balance held in the reserve requirement except in the case of Mexico where said income is calculated by applying the rate of return on average assets under management ("AUM"). SURA Asset Management S.A. and Subsidiaries reviewed the estimates made and found that, for the purposes of improving the accuracy of these same, it was convenient to consider two other effects that the reserve 82 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 requirement has on cash flow: i) the effect of when the reserve requirement is freed up when a fund member is discharged ("inflow") and ii) given the cash outflow associated with the new reserve requirement to be set up on new contributions from fund members made in each period ("outflow"). In order to account for these effects, EBITDA after tax was adjusted by varying the period of the net position. This produced an adjustment to the initial measurement, as shown below: Other Identified Intangible Assets Client relations Trademarks (Note 18) Software licenses Profitable contracts (Note 18) Total Effect on Deferred Tax Preliminary 1,618,383 51,439 2,074 1,671,896 Adjustments (365,790) 432,212 (91,032) (365,790) 341,180 Total useful life Remaining useful life AFP Capital (Chile) 27 26 Corredora de Bolsa SURA S.A. 10 9 ING Seguros de Vida (Chile) 14 13 AFP Integra (Peru) 30 29 ING Wealth Management (Peru) 4 3 AFAP SURA S.A. 23 22 ING Afore S.A. (Mexico) 21 20 Total useful life Remaining useful life AFP Capital (Chile) Indefinite Indefinite AFP Integra (Peru) Indefinite Indefinite 1 - Client relations Trademarks AFAP SURA S.A. - - Final 1,252,593 51,439 2,074 1,306,106 Adjustments to non-controlling interest As a result of adjustments made to both the net acquired assets and the identifiable intangible assets, noncontrolling interest is affected as follows: 83 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Non-controlling interest is broken down as follows: Preliminary Accounting Non-controlling interest 115,214 Total Adjustments * Final Accounting (39,744) 75,470 *The adjustments made are broken down as follows: Item Value Other proposed adjustments 13 Adjustments to fair value measurement of DIL (341) Eliminated initial DAC balance (5,012) Adjustments to measurement of Intangible Assets (23,525) (10,879) Adjustments on verifications of equity stakes Total adjustments - (39,744) Adjustments to the value paid for the purchase: Based on the contractual terms of the acquisition, certain subsidiaries of SURA Asset Management S.A. were evaluated at the date of the acquisition to ensure that they had recognized refundable taxes in their asset accounts. It was agreed that these taxes would be reimbursed to ING Group, because these corresponded to balances due on prior years. Pursuant to IFRS 3 this corresponds to a contingent payment and therefore forms part of the value paid. It was therefore determined that based on the obligations of the corresponding tax authorities, the total value of reimbursable tax at the date of acquisition comes to USD$ 6.8 million. 5. Gross premiums Gross premiums obtained by SURA Asset Management S.A. and Subsidiaries for the years ended December 31, 2013 and December 31, 2012 is broken down as follows: 2013 Gross Life insurance contracts Life insurance contracts - reinsurers Total net premiums 772,662 (57,093) 715,569 2012 374,095 (54,673) 319,422 84 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 premiums for each individual country is shown as follows: Total 2013 Total gross premiums Total premiums assigned to insurers Total net premiums 772,662 (57,093) 715,569 Total 2012 Total gross premiums Total premiums assigned to reinsurers Total net premiums 6. 374,095 (54,673) 319,422 Chile Mexico 552,309 (55,589) 496,720 Chile Peru 20,541 20,541 199,812 (1,504) 198,308 Mexico 356,044 (54,190) 301,854 Peru 790 790 17,261 (483) 16,778 Fee and commission income Fee and commission income obtained by SURA Asset Management S.A. and Subsidiaries at December 31, 2013 and December 31, 2012 is broken down as follows: 2013 Pension fund commission income 2012 668,608 658,278 35,800 29,945 704,408 688,223 Fee income Total fee and commission income 85 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Fee and commission income obtained from each individual country is shown as follows: Pension fund commission income Fee income Total fee and commission income Total 2013 Chile 668,608 35,800 233,190 11,170 260,737 21,229 149,225 3,356 25,456 45 - 704,408 244,360 281,966 152,581 25,501 - Total 2012 Pension fund commission income Fee income Total fee and commission income 7. Chile Mexico Peru Mexico Uruguay Peru Uruguay Colombia Colombia 658,278 29,945 218,265 9,160 237,653 17,382 111,556 3,403 22,461 - 68,343 - 688,223 227,425 255,035 114,959 22,461 68,343 Investment income Investment income obtained by SURA Asset Management S.A. and Subsidiaries at December 31, 2013 and December 31, 2012 is broken down as follows: 2013 2012 Lease income on investment properties Financial assets available for sale and asset at fair value through profit and loss Income from financial instruments (*) 20,886 26,728 18,448 47,627 Investment impairment (2,271) - Dividend income (**) 6,478 2,389 Income from loans and interest receivable 7,450 13,159 Other Income 5,522 Impairment of loan portfolio (300) - Impairment of accounts receivable (197) - Losses from sales of investments (881) - (30) - Other Financial assets Loss from sales of other assets Losses from sales of property and equipment Total investment income (16) - 55,089 89,903 86 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 (*) Income from financial instruments 2013: Financial assets available for sale USD$ 8,048, Financial assets at fair value through profit and loss USD$ 7,307 and others USD$ 3,093. (**) Dividend Income 2013: Protección USD$ 5,876 and others USD$ 602. Investment income for each individual country is shown as follows: Total investment income – 2013 Total investment income – 2012 8. Total 2013 Chile 55,089 28,577 Total 2012 Chile Mexico 89,903 52,774 20,922 Mexico 7,081 Peru Uruguay Colombia Spain Holland - - 379 4,350 Peru Uruguay Colombia Spain Holland 5,465 572 10,170 - - 14,702 Net gains and losses on financial assets available for sale The following is a breakdown of net realized gains and losses on financial assets available for sale at December 31: 2013 2012 Financial assets available for sale Realized gains Debt securities 486 4,628 2,334 - Variable-income securities - (1,523) Debt securities - - 2,820 3,105 Equity securities Losses sustained Total net realized gains and losses 87 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Net realized gains and losses for each individual country are shown as follows: Total 2013 Total net realized gains and losses 2,820 Total 2012 Total net realized gains and losses 3,105 Chile 1,518 Chile 802 Uruguay 486 Mexico 2,671 Peru 816 Peru (368) See additional information (Note 23 - Financial Instruments) 9. Gains and losses on assets at fair value The following is a breakdown of gains and losses on assets at fair value at December 31: 2013 2012 Gains and losses on investment properties 26,208 11,373 Gains and losses on non-derivative financial instruments 60,937 60,968 Total gains and losses on assets at fair value 87,145 72,341 Gains and losses on assets at fair value for each individual country are shown as follows: Total 2013 Total gains and losses on assets at fair value 87,145 Chile 49,356 Mexico 7,643 Peru 29,490 Uruguay 656 88 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Total 2012 Total gains and losses on assets at fair value 72,341 Chile 34,313 Mexico 25,183 Peru Uruguay 11,526 1,319 See additional information in Note 17 on investments properties. See additional information in Note 23 on financial instruments. 9.1 Other comprehensive income The balance of the equity components including controlling and non-controlling interest contained within other comprehensive income are as follows: 2013 Gains and losses on financial assets held for sale 2012* 60, 783 103,857 (11,812) (44,617) (1,299) 36,158 Revaluation on land and buildings for own use 3,826 3,559 Effect on deferred income tax (748) (1,269) 50,750 97,688 Effect on deferred income tax Exchange difference on converting foreign transactions Total other comprehensive income 89 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Effect on non-controlling interest on components of other comprehensive income 2013 2012 Net income for the year attributable to non-controlling interest (3,573) (134,230) Gains and losses on financial assets held for sale (19,395) (50,721) - 21,917 3,495 (13,439) (10) (1,749) 39 588 Effect of non-controlling interest on components of other comprehensive income (15,871) (43,404) Total effect non-controlling interest on other comprehensive income (19,446) (177,635) Effect on deferred income tax Exchange difference on converting foreign transactions Revaluation on land and buildings for own use Effect on deferred income tax Effect of controlling interest on components of other comprehensive income 2013 Gains and losses on financial assets held for sale 2012 41,388 53,135 (11,812) (22,700) Exchange difference on converting foreign transactions 2,196 22,719 Revaluation on land and buildings for own use 3,816 1,810 Effect on deferred income tax (709) (681) 34,879 54,283 Effect on deferred income tax Effect of controlling interest on components of other comprehensive income * For 2011 there are no listed equity balances within other comprehensive income, it is for this reason that for 2012 the balances of equity are considered as the movement to use for the calculation of Other Comprehensive Income. 90 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 10. Other operating revenue Other operating revenue for the years ended December 31, 2013 and December 31, 2012 are broken down as follows: 2013 Other income Total other operating revenue 2012 21,836 21,836 9,301 9,301 Other operating revenue for each individual country is shown as follows: Total other operating revenue – 2013 Total other operating revenue 2012 Total Chile Mexico Peru Uruguay Colombia Holland Spain 21,836 15,794 3,108 1,679 64 1,138 52 1 9,302 (28,498) 1,257 33,323 20 793 31 2,375 91 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 11. Claims The following is a breakdown of claim expense at December 31: 2013 2012 a) Gross benefits and claims paid Life insurance contracts 339,332 224,118 1,426 (1,489) 340,758 222,629 (25,448) (23,236) (717) - Total claims assigned to insurers (26,165) (23,236) Net benefits and claims 314,593 199,393 Non-life insurance contracts* Total gross benefits and claims paid b) Requests assigned to reinsurers Life insurance contracts Non-life insurance contracts * For the year 2012 corresponds to bonuses received from reinsurance companies. Claim expense for each individual country is shown as follows: Net benefits and claims Net benefits and claims Total 2013 Chile Mexico Peru 314,593 163,851 27,035 123,707 Total 2012 Chile Mexico Peru 199,393 164,576 24,690 10,127 92 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 12. Operating and administrative expenses Operating and administrative expense for SURA Asset Management S.A. and Subsidiaries for the year ended December 31, 2013 and December 31, 2012 is broken down as follows: 2013 Movement in premium reserves 2012 498,924 127,489 617 749 Audit Fee 1,841 787 Financial and legal fee 4,651 2,564 Fee and commission expense 14,710 21,819 75,214 Amortization of intangibles: 65,439 54,930 8,104 13,250 15,839 2,326 - 3,558 Personnel expense (Note 31) 214,565 141,335 Other operating expense* 264,600 262,805 Other operating and administrative expense 568,547 478,204 Board of Directors Other fees Depreciation of goods / personal property Deferred acquisition cost amortization (DAC) Capitalize software 71,114 *Other operating expense in 2013 consists mainly of commissions expenses (USD$ 18,385), tax expense (USD$ 18,185), lease rentals (USD$ 18,373), maintenance (USD$ 12,976), advertising (USD$ 24,080), data mining (USD$ 8,115) , transportation (USD$ 6,737) , donations (USD$ 1,290) , other legal expenses (USD$ 2,302), Services (USD$ 75,661) , contributions and membership fees (USD$ 5,099) and other insurance expenses (USD$ 1,625). Operating and administrative expense for each individual country is shown as follows: Total other operating and administrative expense -2013 Total other operating and administrative expense -2012 Total Chile Mexico Peru Uruguay Colombia 1,089,290 580,690 195,264 251,612 12,109 46,885 Total Chile Mexico Peru Uruguay Colombia 680,907 301,392 13,883 98,935 168,527 76,528 El Salvador 4 Spain 3,408 93 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Europe 2,725 Holland 18,234 13. Financial income Financial income for years ended December 31, 2013 and December 31, 2012 is broken down as follows: 2013 Translation differences 2012 62,437 14,737 Other net income 154,534 47,235 Net financial income 216,971 61,972 Other net income in 2013 includes: interest USD$ 94,981, debt instruments income USD$ 36,811, and other financial income USD$ 22,742. Financial income for each individual country is shown as follows: Total Chile Net financial income 2013 216,971 84,643 Net financial income – 2012 61,972 - Mexico Peru 38,791 57,886 14,737 Uruguay - Colombia 248 - Spain Holland 94 35,308 - 37 71 47,127 94 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 14. Financial expense Financial expense for years ended December 31, 2013 and December 31, 2012 is shown as follows: 2013 2012 Interest expense Other interest expense 30,927 24,006 Exchange difference expense 26,389 18,026 Total financial expense 57,316 42,032 Financial expense for each individual country is shown as follows: Total Total financial expense – 2013 57,316 Total Total financial expense – 2012 15. 42,032 Chile 7,852 Chile 12,449 Mexico Peru 8,845 Mexico Colombia 231 22,202 Uruguay Colombia - 217 6,844 Peru 6 Uruguay - Spain Holland 11,022 Spain 319 Holland 29,422 Net gains on transactions between related parties 15.1. The following is a breakdown of the gains obtained from acquisitions of companies: Goodwill identified with the purchase of Seguros SURA (formerly Invita) for 2012 came to USD$ 55,106. During the measurement period in 2013, an adjustment was made to net acquired assets producing an increase of USD$ 203,045 due to having adjusted the reserves posted as part of the local financial statements. This entailed recognizing a gain on bargain purchase of USD$ 72,812 on the aforementioned transaction. 95 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 (62) Seguros SURA S.A. (Formerly Invita) Accounts Initial PPA Adjustments to initial accounting Final accounting 2012 Adjustments 2013 Total assets 1,403,892 - 1,403,892 Total liabilities 1,297,133 (203,046) 1,094,088 106,759 203,046 309,804 60,662 - 60,662 Net acquired assets at fair value 167,421 203,046 370,466 Non-controlling interest (61,945) (75,127) (137,072) Deferred tax asset (liability) (18,199) - (18,199) Net identified assets at fair value 87,277 127,919 215,195 Goodwill / Gain on bargain purchase 55,106 (127,919) (72,812) 142,383 - 142,383 Net acquired assets Identified intangible assets Value Paid More detailed information on the acquisition of Seguros SURA (formerly Invita) can be found in Note 4 Business Combinations - Goodwill Section 4.2. 15.2. Net gains on transactions between related parties for 2012 are broken down as follows: Investment delivered (book value) Grupo SURA Latin American Holdings B.V. 143,169 Grupo SURA Holanda B.V. 7,691 SURA Asset Management España S.L. 2,807 Total transaction 153,667 Operating income for ING Colombia for the year Amortization of PPA for ING Colombia year Total gains on share swap between ING Colombia and newly merged Protección Investment received Protección S.A Profits obtained on transaction 147,325 7,917 15,464 170,706 4,156 226 12,657 17,039 (8,085) 1,571 10,525 December 31, 2012, SURA Asset Management S.A., transferred its entire stake in ING Administradora de Pensiones y Cesantías (ING Colombia) to Protección S.A. in exchange for a stake in the new company resulting from the merger between Protección S.A and ING Colombia (See Note 4). As a result of this share swap, SURA Asset Management S.A. and Subsidiaries lost their control over ING Colombia in exchange for a non-controlling interest in the newly merged Protection S.A. and therefore has no significant influence over the latter company. Bearing in mind that this swap was conducted on December 31, 2012, the net 96 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 income for the year corresponding to ING Colombia is part of the gains obtained from this transaction, and from the standpoint of the Company’s consolidated financial statements the real effect on income came to USD$ 10.5 million. 16. Fixed assets Fixed assets for SURA Asset Management S.A. and Subsidiaries are broken down as follows: 2013 Land and buildings Equipment Furniture, fixtures and vehicles 2012 32,115 13,209 11,650 56,974 56,974 Total fixed assets 33,707 7,590 13,307 54,604 54,604 Movements in the fixed asset account for SURA Asset Management S.A. and Subsidiaries are broken down as follows: Cost At January 1, 2012 Additions Write-offs Revaluations At December 31, 2012 Additions Acquisitions on business combinations Write-offs Revaluations At December 31, 2013 Depreciation Depreciation for the year Withdrawals At December 31, 2012 Depreciation for the year Withdrawals At December 31, 2013 Net book value At December 31, 2012 At December 31, 2013 Land and Buildings Equipment Furniture, fixtures and vehicles 21,929 12,871 (2,573) 3,559 35,786 4,777 2,031 (7,936) 267 34,925 8,479 5,745 (1,796) 12,428 9,810 583 (364) 22,457 15,111 8,313 (7,761) 15,663 4,303 130 (5,438) 14,658 45,519 26,929 (12,130) 3,559 63,877 18,890 2,744 (13,738) 267 72,040 (2,266) 187 (2,079) (2,431) 1,700 (2,810) (5,863) 1,025 (4,838) (4,774) 364 (9,248) (5,121) 2,765 (2,356) (899) 247 (3,008) (13,250) 3,977 (9,273) (8,104) 2,311 (15,066) 33,707 7,590 13,307 54,604 32,115 13,209 11,650 56,974 Total 97 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Changes presented in the fixed assets note do not include the effect of exchange difference. This effect is presented separately in each revelation required. Fixed assets for each individual country for 2013 and 2012 are shown as follows: Total Chile Mexico Peru Uruguay Colombia Land and buildings 32,115 10,457 302 18,664 2,692 - Equipment 13,209 6,648 3,783 2,464 254 60 Furniture, fixtures and vehicles 11,650 409 8,247 2,720 177 97 Total fixed assets - 2013 56,974 17,514 12,332 23,848 3,123 157 Total Chile Mexico Peru Uruguay Colombia 33,707 10,831 310 20,044 2,522 - 7,590 1,571 4,546 1,236 200 37 Furniture, fixtures and vehicles 13,307 7,854 3,933 1,229 207 84 Total fixed assets - 2012 54,604 20,256 8,789 22,509 2,929 121 Land and buildings Equipment Fixed assets are initially measured at cost, which includes all the expense required in order to ready these for use. Subsequent to being recognized as an asset, land and buildings for own use are carried at fair value less accumulated depreciation and any accumulated impairment losses sustained. The straight-line method was used to calculate depreciation on property, plant and equipment the over their estimated useful life in years. Although SURA Asset Management S.A. and Subsidiaries have eligible assets, they do not have any liability relating to the acquisition and construction of this type of asset, so no lending expense is capitalized. Useful life Buildings Data processing equipment Equipment, furniture and office fixtures Vehicles Between 20 and 50 years Between 2 and 5 years Between 4 and 10 years 5 98 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The accounting policies used by SURA Asset Management S.A. and Subsidiaries include the revaluation model in the subsequent measurement of buildings and land, whereas the cost model is applied other fixed assets The fair value of buildings and land was based on reports from independent appraisal firms. As stated in Note 9.1, in 2013 land and buildings were reappraised in the amount of USD$ 3,826. This amount includes the effect of exchange difference. Their fair values were determined in keeping with market-based evidence. This means that the valuations made by the appraisal firm were based on prices quoted in active markets, adjusted for differences in the nature, location or condition of the property in question. There are no restrictions relating to fixed assets. An analysis was performed at the end of period to determine where there were indications of any impairment to the fixed assets belonging to SURA Asset Management S.A. and Subsidiaries. During the period, the market value of these assets has not decreased more than would be expected with the passage of time or the normal use of such. No significant changes are expected to their value due to situations adversely affecting the Company. There is no evidence of any obsolescence or physical deterioration affecting the assets. No changes are expected in the near future with regard to the use of the assets that could adversely affect the Company. There is no evidence that the economic performance of the asset is, or will be, worse than expected going forward. After analyzing impairment indicators, we determined that there is no evidence of impairment for all items of property and equipment on the date of this report. 99 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 17. Investment properties Investment properties at December 31 are broken down as follows: 2013 2012 Balance at January 1 Business combination acquisitions 2012* Additions Gains and losses at fair value Write-offs Translation effect 208,531 16,655 26,208 (12,450) 136,456 43,016 110 11,373 (861) 18,437 Balance at December 31 238,944 208,531 * Corresponding to investment property belonging to Seguros SURA S.A in Peru (formerly Invita) acquired on November 14, 2012. (See Note 4. Business combinations – Goodwill. Note 9 presents the net gains from investment property exchange difference. Investment property for each individual country for 2013 and 2012 is shown as follows: Total Chile Peru Investment properties - 2013 238,944 176,161 62,783 Investment properties - 2012 208,531 163,360 45,171 SURA Asset Management S.A. and Subsidiaries have no restriction regarding the possible disposal or sale of their investment properties, or any contractual obligations to purchase, construct or develop investment property or carry out repairs or maintenance work and / or build property extensions. These investment properties are stated at fair value based on valuations performed by independent well-recognized appraisal firms. The fair value of the Group´s investment property as at 31 December 2013 and 31 December 2012 has been arrived at on the basis of a valuation carried out on the respective dates by independent valuers not related to the Group. The valuers have appropriate qualifications and recent experience in the valuation of properties in the relevant locations. The fair value of these properties was determined based on observable market transactions, given the nature of the property, in compliance with the valuation model contained in the recommendations made by the International Valuation Standards Council. All these investment properties belong to SURA Asset Management S.A. and Subsidiaries. Lease contracts are of an operating nature and at the present time SURA Asset Management S.A. and Subsidiaries do not have any lease agreements that could be classified as a financial lease. On investment properties will be paying property taxes and property insurance. None of the above investment properties have been rented out or leased under financial leasing agreements. Appraisals and valuation assumptions 100 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 1. Independent appraiser information. There are two independent appraisers who have been valuating the Company’s property in recent years. These are: Gabriel Rodriguez Walker, ICA 3.114, Taxpayer´s Reg. No. 5.082.752-6, architect and independent appraiser registered with the Chilean Superintendency of Securities and Insurance (SVC in Spanish) and Guillermo Rosselot Iriarte, Taxpayer´s Reg. No. 6.874.683-3 ,architect and independent appraiser also registered with the Chilean Superintendency of Securities and Insurance. 2. The appraisal methods and assumptions used The fair value is supported by some market evidence and represents the amount at which the assets could be exchanged between a knowledgeable willing buyer and a knowledgeable willing seller in an arm’s length transaction at the date of valuation, in accordance with standards issued by the International Valuation Standards Committee. Valuations are performed on an annual basis and the fair value gains and losses are recorded within the income statement. Categorization Level 2 is assigned based on market assumptions but the characteristic of the assets is necessary to review the consolidated cases to determine the value of these assets 3. The extent to which fair value is calculated using observable variables in an active market The parameters used for these appraisals are conservative compared to those observed on the market and this allows for eventual market fluctuations. Market vacancy rates for properties in similar locations to ours as well as that we have effectively recorded is lower than that used for appraisals (2% versus 5%). Real income shows an increase this year and this has not been included in the corresponding appraisals. Finally, the discount or cap rate is higher than that normally seen on the market for equivalent transactions (7% to 8%). This means that IFRS-based appraisals include a margin to protect against eventual market fluctuations. The Company enters into operating leases for all of its investment properties. The total amount of future minimum payments corresponding to non-cancellable operating lease arrangements is: Period Less than 1 year Between 1 and 5 years More than 5 years Amount 3,997 32,954 15,656 The direct operating expenses (including repairs and maintenance) arising on rental-earning investment properties amount to 2,260. 101 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The investment properties held by SURA Asset Management S.A. and Subsidiaries at December 31, 2013 and December 31, 2012 are broken down as follows: Alsacia Building Maximum contractual term (in years) 6.14 Pionero building 3.39 2.18 November 2013 November 2013 Isidora Foster Building 3.85 2.23 November 2013 Leased to third parties Isidora Magdalena Building 8.12 4.13 November 2013 Leased to third parties Las Bellotas Building 22 11.5 November 2013 Leased to third parties Millennium Building 4.36 2.55 November 2013 Leased to third parties Nueva Los Leones Building 2.98 2.64 November 2013 Leased to third parties Paseo Las Palmas Building 6.64 3.77 November 2013 Leased to third parties WTC Building 4.31 2.75 November 2013 Leased to third parties Seis Building 8.04 6.71 November 2013 Leased to third parties Diez Building 11.0 7.67 November 2013 Leased to third parties Torre Apoquindo Building 8.19 5.08 November 2013 Leased to third parties Coyancura Building 5.01 3.76 November 2013 Leased to third parties Investment properties Chile 2013 Investment properties Chile 2013 Strip Center Small Service Pedro de Valdivia 3499 Premises (a) 2 Maximum term elapsed (in years) 3.45 Appraisal date Status Leased to third parties Maximum contractual term (in years) 4.11 Maximum term elapsed (in years) 2.34 - - Leased to third parties Appraisal date Status November 2013 Leased to third parties (a) Property was expropriated for the construction of the metro system 102 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Maximum Investment Properties Peru 2013 contractual term (in years) Maximum term elapsed (in years) Appraisal date Status República de Panamá - Wacs land 5 0.5 October 2013 Leased to third parties Rivera Navarrete land - - October 2013 Leased to third parties Unimar Barranca Project – land 30 0.5 October 2013 Leased to third parties Rivera Navarrete land - Lutheran Church - - Metropolitana Arequipa land - - October 2013 Not leased Unimar Av. land Mexico 30 0 October 2013 Not leased Las Gardenias building and land 30 11 October 2013 Leased to third parties La Molina building and land 30 10 October 2013 Leased to third parties Wiese Wacs Headquarters 1 0.5 October 2013 Leased to third parties Real 8 Project 5 0 October 2013 Not leased 30 0 - - - - 30 - Unimar Barranca Construction Project Costamar Project under construction Lutheran Church project under construction Maestro Huancayo October 2013 October 2013 October 2013 October 2013 October 2013 Not leased Leased to third parties Not leased Not leased Leased to third parties 103 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Investment properties Chile 2012 Alsacia Building Pionero building Isidora Foster building Isidora Magdalena building Las Bellotas building Millennium building Nueva Los Leones building Paseo Las Palmas building WTC building Seis building Diez building Torre Apoquindo building Investment properties Chile 2012 Coyancura building Strip Center Small Service Pedro de Valdivia 3499 Premises (a) 2 Maximum contractual term (in years) 4 2 3 3 22 5 3 5 3 7 8 5 Maximum term elapsed (in years) 2 2 2 3 10 3 2 4 2 5 7 4 Maximum contractual term (in years) 4 3 Maximum term elapsed (in years) 3 2 - - Appraisal date January 2012 May 2012 January 2012 January 2012 May 2012 May 2012 May 2012 May 2012 May 2012 January 2012 January 2012 January 2012 Appraisal date Status Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Leased to third parties Status January 2012 January 2012 Leased to third parties Leased to third parties January 2012 Not leased (a) Property expropriated for the construction of a metro system. 104 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Investment properties Peru 2012 República de Panamá - Wacs land Rivera Navarrete land Unimar Barranca Project land Rivera Navarrete Lutheran Church land Metropolitana Arequipa land Las Gardenias building and land La Molina building and land Wiese Wacs Headquarters Real 8 Project Unimar Barranca Construction Costamar Project under construction Maximum contractual term (in years) 1 30 Maximum term elapsed Appraisal date 1 - August 2012 August 2012 August 2012 - - August 2012 30 30 1 30 11 10 1 - August 2012 August 2012 August 2012 August 2012 August 2012 August 2012 Not leased Leased to third parties Leased to third parties Leased to third parties Not leased Leased to third parties - - August 2012 Not leased Status Leased to third parties Not leased Not leased Not leased As of 31 December 2013 and 31 December 2012 no guarantees exist on the investment property. No investment property has been pledged as collateral to a third party. The land and buildings are intended for rental and are free of encumbrances. The Group's investment properties and information regarding their fair value hierarchy at December 31, 2013 are shown as follows: Level 1 Level 2 Level 3 Fair Value - 2013 Land 0 56,477 0 56,477 Buildings Total 0 0 182,467 238,944 0 0 182,467 238,944 In 2013, no property was transferred between Fair Value Hierarchy Levels 1, 2 and 3. 105 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 18. Intangible Assets The following is a breakdown of the intangible assets held by SURA Asset Management S.A. and Subsidiaries for the years 2013 and 2012: 2013 Trademarks Client relations Profitable contracts Software licenses Goodwill Total Intangible Assets 2012 51,289 51,289 1,271,524 1,190,264 1,762 1,884 12,196 3,558 1,719,794 1,622,288 3,056,565 2,869,283 Intangible assets for SURA Asset Management S.A. and Subsidiaries are broken down as follows: Trademarks Client relations Profitable contracts Software licenses Goodwill Total Cost 51,439 1,252,593 2,074 5,853 1,607,200 2,919,159 Additions - - - 391 19,535 19,926 Business combinations (Note 4) - 60,662 - - - 60,662 Write-offs * - (72,681) (72) - (4,447) (77,200) Translation effect - - - (518) - (518) 51,439 1,240,574 2,002 5,726 1,622,288 2,922,029 Additions - 145,960 - 21,307 101,670 268,937 Write-offs - - - (6,862) Translation effect - (4,904) - (1,410) (4,164) (10,478) 51,439 1,381,630 2,002 18,761 1,719,794 3,173,626 At January 1, 2012 At December 31, 2012 At December 31, 2013 (6,862) Amortizations At December 31, 2011 Amortizations Amortized write-offs At December 31, 2012 Amortizations - - - - - - - (150) (52,494) (118) (2,168) - (54,930) - 2,184 - - 2,184 (150) (50,310) (118) (2,168) - (52,746) - (60,122) (122) (5,195) - (65,439) 106 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Amortized write-offs - - - 16 - 16 Translation effect - 325 - 783 - 1,108 (240) 6,564) - (117,061) At December 31, 2013 (150) (110,107) Net book value At December 31, 2012 51,289 1,190,264 1,884 3,558 1,622,288 2,869,283 At December 31, 2013 51,289 1,271,523 1,762 12,197 1,719,794 3,056,565 *Of the assets acquired in the business combination in 2011, proceeded to write off the proportion of assets from Colombia (ING assets). This write off was made in 2012 and the entity itself was given as a contribution in kind for acquisition of shares Proteción (associated company). Intangible assets for each individual country for the years 2013 and 2012 are shown as follows: AT DECEMBER 31, 2013 Total Uruguay Colombia - 17,262 - - 1,271,523 413,677 376,637 402,432 78,777 - 1,762 814 490 372 86 - 12.197 4,341 5,545 1,571 472 268 1,719,794 776,837 436,886 429,434 76,637 - 3,056,565 1,229,696 819,558 851,071 155,972 268 Software licenses Total at December 31, 2013 Peru 34,027 Profitable contracts Goodwill Mexico 51,289 Trademarks Client relations Chile AT DECEMBER 31, 2012 Total Trademarks Chile Mexico Peru Uruguay Colombia 51,289 34,027 - 17,262 - - 1,190,264 432,692 396,460 278,584 82,528 - Profitable contracts 1,884 870 524 398 92 - Software licenses 3,558 2,393 - 774 391 - Goodwill 1,622,288 776,837 436,886 331,928 76,637 - Total at December 31, 2012 2,869,283 1,246,819 833,870 628,946 159,648 Client relations - 107 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The following are the useful lives corresponding to the more representative intangible assets: Total useful Client relations life Remaining useful life AFP Capital (Chile) 27 25 Corredora de Bolsa SURA S.A. y Administradora General de Fondos S.A. (Chile) 10 8 14 12 AFP Integra (Peru) 30 28 Wealth Management SURA S.A. (Peru) 4 2 AFAP SURA S.A. 23 21 Afore SURA S.A. de C.V. (Mexico) 21 19 Total useful life Remaining useful life AFP Capital (Chile) Indefinite Indefinite AFP Integra (Peru) Indefinite Indefinite 1 - Seguros de Vida SURA S.A. (Chile) Trademarks AFAP SURA S.A. (Uruguay) In 2012, SURA Asset Management S.A. exchanged the shares held in ING Colombia for a stake in the new company produced by a merger between Protección S.A – ING Colombia, therefore the goodwill recognized at the time of the initial acquisition along with the respective identified tangible assets were written off (See Note 4). Based on IFRS 3 – Business Combinations, the values of net acquired assets were duly analyzed, producing a reclassification of such along with USD$ 19.1 million in goodwill that had been posted in 2012. At November 30, 2012, control was gained over Seguros SURA S.A. This produced USD$ 55 million in goodwill along with USD$ 61 million in identified intangible assets (See Note 4). Impairment tests Goodwill acquired through business combinations as well as trademarks with indefinite useful lives have been assigned to the cash generating units (CGU) for the purpose of performing individual impairment tests: Corredora de Bolsa SURA S.A.(Chile) and Administradora General de Fondos S.A. (Chile) AFP Capital S.A. (Chile) Seguros de Vida SURA S.A. (Chile) Afore SURA S.A. de C.V. (Mexico) SURA Investment Management Mexico S.A. de C.V. (Mexico) SURA Pensiones (Mexico) AFP Integra S.A. (Peru) 108 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Fondos SURA SAF S.A.C. (Peru) AFAP SURA S.A. (Uruguay) The above-mentioned entities represent the more significant operating companies, which are responsible for managing, controlling and projecting the Group´s business in the entire Latin American region. SURA Asset Management S.A. and Subsidiaries performed annual impairment tests, the results of which showed no indication of impairment to goodwill or trademarks with indefinite useful lives. Since AFP Horizonte was acquired in 2013 and is in the measurement period, it is not necessary to perform the impairment test. For the purposes of allocating the consolidated goodwill to each of the CGUs, the fair value of equity approach was applied. This allocation was based on estimated market values for each CGU to December 31, 2013. Also, certain trademarks have been associated to the business of the two CGUs as shown below. These correspond to the AFP Capital trademark belonging to AFP Capital S.A. AFP and the Integra trademark belonging to AFP Integra S.A.. Methodology for Estimating the Value in Use The value in use for the Group´s CGUs was estimated using the income approach. General assumptions used in applying the income approach: The calculation of the value in use for all CGUs is sensitive to the following assumptions: Time horizon: The time horizon of the projection corresponding to the estimated business CGUs duration under analysis, see below: Forecast horizon: Given the current macroeconomic conditions and the general characteristics and maturity of the different CGU business in question as well as all information currently made available, we have considered the following specific projection horizons: – – – – – – – Corredora de Bolsa SURA S.A. and Administradora General de Fondos SURA S.A.: 11 years AFP Capital S.A.: 5 years Afore SURA S.A. de C.V: 5 years SURA Investment Management Mexico S.A. de C.V: 5 years AFP Integra S.A.: 12 years Fondos SURA SAF S.A.C.: 5 years AFAP SURA S.A: 5 years 109 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 It is understood that, generally speaking, after these periods the different businesses pertaining to the CGUs in question shall achieve maturity with cash flows becoming stable. – Residual value: Since the CGUs in question are expected to continue operating and generating positive cash flows beyond the projection horizon, as mentioned above, a perpetuity has been estimated. This value is known as the residual or terminal value. In order to estimate the residual value, standardized cash flows were projected into perpetuity, duly adjusted according to the same growth expectations defined in the guidelines suggested in the applicable standard. – Year-end: The cut-off date corresponding to the fiscal year on which the CGUs financial projections were estimated on the date the analysis was performed is 31 December, which coincides with the closing date of the financial statements of the legal entities pertaining to said CGUs. – Currency unit: SURA Asset Management S.A. and Subsidiaries have estimated flows in the functional currency of its business in each market, in keeping with that stated in the applicable standards. Then flows were converted to dollars using the local dollar exchange rates, so to achieve consistency with the discount rate applied, this stated in U.S. dollars. – Discount rate: Although the functional currency of each business corresponds to the local currencies, future cash flows have been converted to nominal U.S. dollars for each projected period and discounted at a nominal rate in U.S. dollars after taxes. A discount rate in U.S. dollars was used because of a certain lack of data availability, as well as potential distortions from consistency problems in the existing data, thereby affecting estimated discount rates in these local currencies. The factors relating to this constraint are: i) the absence of long-term benchmark rates of return in local currency; ii) market volatility; and iii) a lack of depth, diversification and liquidity in the capital markets, among others. The discount rates applied to the projections are based on interest rates of the geographic market in which each CGU operates. These, after taxes, range between 9.10 % and 10.10 %. – Income tax rates: Projected cash flows were estimated after tax, for the purpose of preserving consistency with the estimated discount rates. Here, the tax rates were applied to current earnings in each market at December 31, 2013. These came to 20% in Chile, 33% in Colombia, 30% in Mexico, 30% in Peru and 25% in Uruguay. – Macroeconomic Assumptions: Financial projections for the CGUs in question, have been prepared based on macroeconomic variables projected by external sources of information. The following assumptions were used for the impairment tests performed on trademarks: – Projection Horizon: To estimate the value of use corresponding to trademarks their indefinite useful life was used, based on their positioning and track record, as well as the focus of each market player. Therefore, a specific projection was drawn up over 5 and 12 years respectively for the for AFP Capital and AFP Integra trademark, and then the present value of a perpetual flow of net royalties based on a 3% nominal growth in U.S. dollars was projected over the long term on stabilized cash flows. 110 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 – Projected Income: To estimate the value in use of the AFP Capital and AFP Integra trademarks, operating income from AFP Capital and AFP Integra respectively was used. This corresponds to commission income returns on its reserve requirement, earned on both their mandatory and voluntary pension business. – Market royalties and trademark attributes: For the purposes of applying the Relief from Royalty methodology the market royalty rate was estimated. Additionally, in order to define the royalties corresponding to these trademarks, an estimated range of market royalties was taken as a basis, bearing in mind the trademark´s relative strength and positioning based on the following attributes: Momentum: the current status and potential for future growth of both trademarks were taken into account. Recognition: the degree of brand awareness or "top of the mind" of both trademarks was evaluated based on market research. Loyalty: the degree of client loyalty towards the trademarks was evaluated according to market research. Market share: the brands´ market shares were evaluated on the Chilean and Peruvian markets, this based on market research. Longevity: brand seniority on the Chilean and Peruvian markets were evaluated, based on market research. Based on the above procedures, royalties of 1.05% and 1.09 % were estimated for the trademarks AFP Capital and AFP Integra respectively. Taxes For the purpose of calculating after-tax flows of royalties, income tax rates of 20% and 30% were used, as applicable to companies in Chile and Peru. 19. Deferred acquisition costs (DAC) Movements of the DAC account for SURA Asset Management S.A. and Subsidiaries are broken down as follows: 2013 2012 Deferred acquisition costs (DAC) 144,370 65,317 Total DAC 144,370 65,317 111 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Movements of the DAC account Total Balance at January 1 - Additions 67,643 Amortizations (2,326) At December 31, 2012 65,317 Additions 94,892 Amortizations (15,839) At December 31, 2013 144,370 Deferred Acquisition Costs (DAC) for each individual country for the years 2013 and 2012 are shown as follows: Total Life Insurance Mandatory pensions Voluntary pensions Total DAC 2013 Chile Mexico Peru Uruguay 2,514 98,923 42,933 2,514 42,933 81,778 - 14,829 - 2,316 - 144,370 45,447 81,777 14,829 2,316 Total Chile Mexico Peru Uruguay Life Insurance Mandatory pensions 781 42,891 781 - 31,336 10,133 1,422 Voluntary pensions 21,645 21,645 - - - Total DAC 2012 65,317 22,426 31,336 10,133 1,422 112 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 20. Taxes SURA Asset Management S.A. and Subsidiaries offset tax assets and liabilities only if it has a legally enforceable right to offset current tax assets and liabilities with deferred tax asset and liabilities with regard to income taxes levied by the respective tax authorities. Current tax assets and liabilities, as shown below, correspond to the income tax required by the tax authorities in each country where SURA Asset Management S.A.’s subsidiaries operate. Deferred tax assets relate to tax losses in the countries of the acquirees, which can be offset against future taxable income and temporary differences between tax and book income. Deferred tax liabilities correspond mainly to taxable temporary differences arising between the tax basis and the book value for each of the subsidiaries. Deferred tax liabilities also includes the intangibles identified with the purchase of the ING companies during the period and the temporary differences in measuring and recognizing DAC and DIL, which are not recognized locally in the countries where the acquirees operate. The tax rates used to calculate income tax are as follows Tax rate Chile Mexico Peru Uruguay Colombia 20% 30% 30% 25% 34%* Spain 30% (Average rate) * The income tax rate corresponding to 2013 is 25%, whereas for 2012 this was 33%. This reduction came about after Law 1607 was passed in December 2012 which reformed Colombia´s tax legislation and introduced a new Income Tax for Equality (CREE in Spanish) at a rate of 9%, which came into effect as of January 1, 2013. 113 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The main components on income tax due for the years ended December 31, 2013 and December 31, 2012 on the part of SURA Asset Management S.A. and Subsidiaries are as follows: Total 2013 Income Statement Chile Mexico Peru Uruguay Spain Holland Colombia Current income tax Current income tax expense 90,653 19,073 26,641 22,451 3,371 1,785 - 17,332 13,771 22,432 13,869 1,343 125 (1,213) (7,483) (15,302) 104,424 41,505 40,510 23,794 3,496 572 (7483) 2,030 - - - - - - - 104,424 41,505 40,510 23,794 3,496 572 (7483) Peru Uruguay Deferred income tax Corresponding to the sources and reversals of temporary differences Income tax expense attributable to continued operations Income tax expense attributable to discontinued operations Income tax expense on the Consolidated Income Statement Consolidated Income Statement Total 2012 Chile Mexico 2,030 Spain Colombia Current income tax Current income tax expense 50,147 3,329 30,727 17,866 2,943 (9,032) 4,314 Corresponding to the sources and reversals of temporary differences 18,283 20,827 12,136 4,719 502 (13,855) (6,046) Income tax expense attributable to continued operations 68,430 24,156 42,863 22,585 3,445 (22,887) (1,732) - - - - - - - 68,430 24,156 42,863 22,585 3,445 (22,887) (1,732) Deferred income tax Income tax expense attributable to discontinued operations Income tax expense on the Consolidated Income Statement 114 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The main components of deferred tax on items debited or credited by SURA Asset Management S.A. and Subsidiaries directly to equity during the year ended December 31, 2013, are shown as follows: Total Chile Consolidated Statement of Comprehensive Income Mexico 2013 Deferred income tax corresponding to amounts directly credited or debited to Shareholders' Equity for the year Earnings on financial assets available for sale (11,812) (1,346) (10,466) (710) (710) - (12,522) (2,056) (10,466) (Note: 9.1) Revaluation of land and buildings for own use (Note: 9.1) Income tax on other comprehensive income 115 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The following is a reconciliation between tax expense and book profits multiplied by the tax rates prevailing in the different countries for the year ending December 31, 2013: The tax rates used in these calculations were as follows: Tax Rate Chile Mexico Peru Uruguay Colombia 20% 30% 30% 25% 34% Total 2013 Book profit (loss) before tax on continuing operations Book profit before income tax At the tax rate Adjustments to current income tax for prior year Tax loss adjustments Non-deductible tax expense Tax-exempt goodwill Impairment to goodwill Dividends received Other nondeductible expense At the tax rate for 2013 Chile Mexico Peru Uruguay Spain 30% (Average Rate) Holland Spain Colombia 598,103 332,827 139,100 72,470 14,783 17,725 21,198 (71,891) 598,103 332,827 139,100 72,470 14,783 17,725 21,198 (71,891) 146,744 66,565 41,730 21,741. 3,696 3,162 (7,482) 17,332 6 6 - - - - - - 278 - - - 278 - - - 358 348 - - 10 - - - (2,590) - - - - (2,590) (210) - - - (210) - (29,069) (29,069) - - - - (11,093) 3,655 (1,220) 2,053 (279) - 104,424 41,505 40,510 23,794 3,495 572 - - (15,302) (7482) 116 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2,030 Total 2012 Chile Mexico Peru Uruguay Spain Colombia Book profit (loss) before tax on continuing operations 309,482 112,788 147,317 72,274 14,391 (25,885) (11,403) Book profit before income tax 3309,482 112,788 147,317 72,274 14,391 (25,885) (11,403) At the tax rate Adjustments to current income tax for prior year Utilization of previously unrecognized tax losses Non-deductible tax expense Impairment to goodwill Other non-deductible expense 87,096 22,558 44,195 21,682 3,598 (9,032) 4,095 861 861 - - - - - (146) - (146) - - - - 624 262 - - 362 - - (157) - - - (157) - - (13,802) 475 (1,186) 903 (358) (13,855) 219 Other temporary differences (6,046) - - - - - (6,046) At the tax rate for 2012: 68,430 24,156 42,863 22,585 3,445 (22,887) (1,732) Current tax assets and liabilities for SURA Asset Management S.A. and Subsidiaries are broken down as follows: 2013 2012 Current income tax Current tax assets Current tax liabilities Current tax, net 72,120 25,533 (34,084) (36,977) 38,036 (11,444) 117 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2013 Chile Mexico Peru Uruguay Colombia Spain Holland Current income tax Current tax assets 72,120 2,996 33,606 26,508 627 - 8,383 - Current tax liabilities (34,084) (3,424) - (21,676) (127) (8,832) (25) - 38,036 (428) 33,606 4,832 500 (8,832) 8,358 - Current tax, net 2012 Chile Mexico Peru Uruguay Colombia Holland Spain Current income tax Current tax assets 25,533 1,171 6,234 17,926 58 - 143 - Current tax liabilities (36,977) (13,699) (4,207) (19,057) - (14) - -- Current tax, net (11,444) (12,528) 2,027 1,131 58 (14) 143 - Deferred tax for SURA Asset Management S.A. and Subsidiaries is broken down as follows: 2013 2012 Deferred income tax Deferred tax assets 79,418 37,666 Deferred tax liabilities (532,481) (463,935) Deferred Tax, net (453,063) (426,269) Total 2013 Chile Mexico Peru Uruguay Colombia Spain Holland Deferred income tax Deferred tax assets 79,418 53,258 5,501 5,816 - 14,843 - Deferred tax liabilities (532,481) (133,352) (46,879) (55,314) (1,137) - (40,212) (255,587) Deferred Tax, net (453,063) (80,094) (41,378) (49,498) (1,137) 14,843 (40,212) (255,587) 118 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Total 2012 Chile Mexico Peru Uruguay Spain Colombia Deferred income tax Deferred tax assets 37,666 15,836 Deferred tax liabilities (463,935) Deferred tax, net (426,269) Total 2013 On changes in measuring financial assets 3,169 - 9,507 6,116 (81,180) (48,385) (11,278) (802) (322,290) - (65,344) (45,347) (802) (312,783) 6,116 Chile 3,038 Mexico (8,109) Peru Uruguay Colombia Spain Holland (108,608) (53,294) - (55,314) - - - - On changes in measuring investments (14,574) 4,127 (18,701) - - - - - On changes in measuring fixed assets (15,502) (13,559) (1,848) - (95) - - - - - - - - - - - (48,665) (48,665) - - - - - - - - - - - - - - (30,350) (9,035) (21,315) - - - - - On recognizing Deferred Income Liabilities (DIL) 2,194 2,194 - - - - - - On recognizing provisions under IFRS 5,127 - - 5,127 - - - - On tax loss carry forwards 3,737 3,946 200 633 (1,042) - - - On capitalized tax expense (1,454) (1,454) - - - - - - On provisions for estimated expense 43,047 42,991 - 56 - - - - On recognizing intangibles identified for the acquisition (308,159) (7,345) (5,015) - - - (40,212) (255,587) Estimated non-materialization of tax (a) 20,144 - 5,301 - - 14,843 - Total Deferred Tax Assets 79,418 53,258 5,501 5,816 - 14,843 - - 532,481 133,352 46,879 55,314 1,137 - 40,212 255,587 On changes in measuring employee benefits On changes made to actuarial assumptions in measuring technical reserves On eliminating monetary correction on local GAAP On recognizing Deferred Acquisition Costs (DAC) Total deferred tax liabilities 119 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Total 2012 On changes in measuring financial assets Chile Mexico Peru Uruguay Colombia Spain (12,030) - - (11.279) (751) - - (125,979) (79,335) (46,644) - - - - On changes in measuring financial assets (30) - (30) - - - - On changes in measuring employee benefits (74) - (74) - - - - On changes made to actuarial assumptions for measuring technical reserves 639 - 639 - - - - On eliminating monetary correction on local GAAP 1.833 - 1.833 - - - - On recognizing Deferred Acquisition Costs (DAC) 18.712 15.543 - 3.169 - - On recognizing Deferred Income Liabilities (DIL) (2.693) (1.845) (797) 0 (51) - - On recognizing provisions under IFRS 0 - - - - - - On tax loss carry forwards 9.507 - - - - 9.507 - On capitalized tax expense 293 293 - - - - - On provisions for estimated expense 566 - 566 - - - - On recognizing intangibles identified for the acquisition (322.290) 0 - - - (322.290) - Estimated nonmaterialization of tax (a) (839) - (839) - - - - Other temporary differences 6.116 - - - - - 6.116 Total Deferred Income Tax Assets 37.666 15,836 3,038 3,169 - 6,116 9,507 Total Deferred Income Tax Liabilities 463,935 81,180 48,385 11,279 802 On changes in measuring investments - 322,290 (a) Estimated non-materialization of tax as recognized by the SURA Asset Management S.A.’s Mexican subsidiaries was posted given the low probability of recovering deferred tax assets, since sufficient profits or cumulative temporary differences are not expected in the short term which would allow for the materialization of such tax. There is a temporary difference over an associated of USD$ 229,776,654 and there is not any registry of any deferred tax according with paragraph 39 of IAS 12. 120 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 21. Other assets Other assets, as recorded by SURA Asset Management S.A. and Subsidiaries for the years 2013 and 2012, are broken down as follows: 2013 Other assets - non-current Works of art Pension assets Restricted cash Total Other Assets - Non-Current Other Assets - Current Pre-paid Expense Total Other Assets - Current Total Other Assets 2012 18,529 174 16,790 776 520 19,223 1,223 18,789 8,405 8,405 13,535 13,535 27,628 32,324 Other assets for each individual country are broken down as follows: Total Chile Mexico Peru Uruguay Spain Colombia Total Other Assets - 2013 27,628 463 22,196 858 519 3,409 183 Total Other Assets - 2012 32,324 289 28,220 3,815 - - Works of art, as recognized by SURA Art Corporation are valued at USD$ 18.529. Works of art are recognized at historical cost, since their fair value cannot be measured reliably, and consequently SURA Asset Management S.A. and Subsidiaries prefer to take a conservative approach to their measurement. Prepaid expense includes interest, leasing, insurance publicity and advertising expense. 121 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 22. Cash and cash equivalents Cash and cash equivalents for SURA Asset Management S.A. and Subsidiaries are broken down as follows: 2013 Banks Cash Cash and cash equivalents 2012 16,528 229,440 245,968 81,102 6,931 88,033 Bank balances earn variable interest based on daily bank deposit rates. Short-term deposits are made for periods varying between one day and three months, depending on the immediate cash requirements of SURA Asset Management S.A. and Subsidiaries, which bear short-term interest rates. Cash and cash equivalents for the years 2013 and 2012 are broken down as follows: Cash and cash equivalents 2013 Cash and cash equivalents 2012 Total Chile 245,968 40,682 Total Chile 88,033 31,624 Mexico 74,870 Mexico 38,027 Peru 29,514 Peru 15,499 Uruguay Colombia 273 93,633 Uruguay Colombia 562 1,272 Spain Holland 4,069 Spain 2,911 16 Holland El Salvador 475 - 574 122 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 El Salvador Cash and cash equivalents for SURA Asset Management S.A. and Subsidiaries at December 31, 2013 and December 31,2012, contain restricted cash that includes amounts going back less than one year along with amounts bearing undetermined restrictions, as shown below: Restricted cash Amounts subject to restrictions 31.12.2013 Date on which Restriction was Lifted Country Injunction charges ordered by the Board of Conciliation and Arbitration Undetermined Mexico Bail bond deposits made by clients that were reclassified as ordered by the Superintendency of Banking and Insurance Undetermined Peru Restriction Description Bank deposits Deposit 1 Restricted deposits in bank accounts Deposit 2 Scotiabank Checking Account ME C004332 in dollars- Scotiabank Checking Account MN 0000503401 in Peruvian nuevos soles Total restricted cash – 2013 Restricted Cash 436 436 84 84 520 Amounts subject to restrictions 31.12.2012 Restriction Description Date on which Restriction was Lifted Country Bank deposits Deposit 1 Total sum of restricted cash in bank deposits Deposit 2 Scotiabank Checking Account ME C004332 in dollars Deposit 3 Scotiabank Checking Account MN 000-0503401 in Peruvian nuevos soles Total restricted cash - 2012 1,020 1,020 Injunction charges ordered by the Board of Conciliation and Arbitration Undetermined Mexico 53 53 Bail bond deposits made by clients that were reclassified as ordered by the Superintendency of Banking and Insurance Undetermined Peru 150 150 Bail bond deposits made by clients that were reclassified as ordered by the Superintendency of Banking and Insurance Undetermined 1,223 123 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Peru 23. Financial Assets and Liabilities 23.1 Financial Assets Financial assets for SURA Asset Management S.A. and Subsidiaries are broken down as follows: Categories of financial assets 2013 Financial assets held to maturity Financial assets available for sale (1) Financial assets at fair value through profit or loss (2) Accounts receivable (Note 25) Total financial instruments other than derivatives 2012 49 2,757,011 80 2,509,830 855,581 306,505 1,125,802 269,565 3,919,146 3,905,277 2013 2012 Current/ non-current distinction of financial assets Financial assets Accounts receivable Financial assets Non- current Financial assets Accounts receivable Financial assets Current Total financial assets 2,414,854 3,145,240 2,601 12,947 2,417,455 1,197,787 303,904 1,501,691 3,919,146 3,158,187 490,472 256,618 747,090 3,905,277 1. Including bonds issued by the Central Banks, financial institutions and listed companies of each individual country, which were measured at fair value. 2. In keeping with legal reserve requirements, as provided for by applicable local legal and statutory provisions, the Pension Fund Management firms must set up and maintain equalization reserves for the returns corresponding to the funds under management. These reserves range between 0.8% and 1% of the value of the funds held (each country has its own rules and regulations). This investment forms part of fund equity, therefore, its availability is restricted and the rate of return obtained is the same as that provided by each of the funds. 124 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 a) Financial assets held to maturity 2013 b) 2012 Amortized cost Debt securities 49 80 Total assets held to maturity 49 80 Financial assets available for sale 2013 Equity securities Debt securities Total securities available for sale - financial assets at fair value c) 16,268 187,008 2,740,743 2,322,822 2,757,011 2,509,830 Financial assets at fair value through profit or loss 2013 Equity securities d) 2012 2012 Risk investments for policyholders 376,483 479,098 719,377 406,425 Total financial assets at fair value through profit or loss 855,581 1,125,802 Accounts receivable 2013 2012 Accounts receivable (Note 25) 306,505 269,565 Total Accounts Receivable 306,505 269,565 125 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Financial assets for each individual country are broken down as follows: Financial instruments - SURA Asset Management S.A. and Subsidiaries Total Financial assets held to maturity Financial assets available for sale Financial assets at fair value through profit or loss Accounts receivable (Note 25) Total financial instruments other than derivatives 2013 Chile Peru Uruguay Spain Holland Colombia 49 49 - - - - - - 2,757,011 1,146,160 490,653 1,090,338 10,857 - 19,009 - 855,581 422,809 210,957 212,207 9,572 30 - - 306,505 105,466 10,343 183,896 5,368 - - 1,432 3,919,146 1,674,484 711,953 1,486,441 25,797 30 19,009 1,432 Total Financial assets held to maturity Financial assets available for sale Financial assets at fair value through profit or loss Accounts receivable (Note 25) Total financial instruments other than derivatives – 2012 Mexico Chile Mexico Peru Uruguay Spain Holland Colombia 80 80 - - - - - - 2,509,830 504,231 565,565 1,264,222 5,106 15,464 155,242 - 1,125,802 809,769 186,424 120,244 9,365 - - - 269,565 105,769 9,687 145,709 5,767 185 2,434 3,905,277 1,419,849 761,676 1,530,175 20,238 15,649 157,676 126 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 14 14 Fair value of assets not carried at fair value The methodologies and assumptions used to determine the fair values of financial instruments not recorded at fair value in the financial statements (i.e. held to maturity as well as loans and receivables) are broken down as follows: Assets whose fair value is approximated to their book value For short-term financial assets (maturing in less than three months), demand deposits and savings accounts without no specific maturity, the carrying amounts in books are approximated to their fair value. In the case of other equity instruments, adjustments are also made to reflect the change in the required credit spread, given the fact that these instruments were initially recognized. For short-term receivables, which are measured at amortized cost, the carrying amount is a reasonable approximation of fair value. Financial instruments at agreed rates The fair value of fixed-income assets at amortized cost is calculated by comparing market interest rates when they were initially recognized with current market rates for similar financial instruments The estimated fair value of term deposits is based on discounted cash flows using current money market interest rates as well as those applicable to debt securities carrying similar risks and maturities. In the case of listed, issued debt, its fair value is determined based on quoted market prices Book value 2013 Fair value 2012 2013 2012 Financial assets Financial assets available for sale Financial assets at fair value through profit or loss Total 2,757,011 2,509,830 2,757,011 2,509,830 855,581 1,125,802 855,581 1,125,802 3,612,592 3,635,632 3,612,592 3,635,632 TOTAL Financial assets available for sale Non-listed shares 2013 2012 15,751 30,648 517 176,632 2,730,466 2,248,458 10,277 54,092 2,757,011 2,509,830 Listed shares Listed debt securities Non-listed debt securities Total financial assets available for sale 127 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 128 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Fair Value Hierarchy Financial assets and liabilities carried at fair value are classified based on fair value hierarchy: Level 1 Financial assets held to maturity Financial assets available for sale Financial assets at fair value through profit or loss Accounts receivable Total financial assets -2012 Financial assets held to maturity Financial assets available for sale Financial assets at fair value through profit or loss Accounts receivable Total financial assets -2013 Level 2 Level 3 Amortized Cost Subtotal Total - - - - 80 80 1,769,308 511,069 229,453 2,509,830 - 2,509,830 818,560 111,454 195,788 1,125,802 - 1,125,802 - - - - 269,565 269,565 2,587,868 622,523 425,241 3,635,632 269,645 3,905,277 - - - - 49 49 2,757,011 - - 2,757,011 - 2,757,011 662,675 192,906 - 855,581 - 855,581 - - - - 306,505 306,505 3,419,686 192,906 - 3,612,592 306,554 3,919,146 Level 1 - Prices listed on active markets Inputs for Level 1 consist of unadjusted prices listed on active markets for identical assets and liabilities. An active market is one in which transactions for the asset or liability occur frequently providing sufficient volume on which to provide pricing information 129 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Level 2 - Modeling with input data from observable markets Level 2 inputs are those other than quoted prices belonging to Level 1 that are observable for the asset or liability in question, either directly or indirectly. Inputs for Level 2 include: Listed prices for similar assets or liabilities on active markets; Listed prices for identical or similar assets or liabilities on inactive markets; and Input data other than listed prices, i.e. interest or exchange rates. Level 3 - Modeling with unobservable inputs Inputs for Level 3 are unobservable for the asset and liability in question. These can be used to determine fair value when observable inputs are not available. These valuations reflect assumptions that the business unit makes based on other market players, i.e. yields for non-listed shares. Most financial assets and liabilities are measured using observable inputs (Level 1). SURA Asset Management S.A. and Subsidiaries have no assets or liabilities measured using unobservable input (Level 3) for 2013. The movement of financial asset for the period ended 31 December 2013, is detailed as follows: Financial Financial assets assets held to available for maturity sale At December 31, 2012 Financial assets at fair value through profit or loss Accounts receivable 80 2,509,830 1,125,802 Additions - 2,151,385 575,110 Acquisitions on business combinations - - 47,325 - 47,325 Maturity of financial asset - (2,007,390) (596,147) - (2,603,537) (31) - (24,656) - - 60,937 - 60,937 - (43,074) - - (43,074) - 332,790 (332,790) Write-offs Gains and losses on nonderivative financial instruments Gains and losses on nonderivative other comprehensive income Transfer Transfer to investment in associates 49 2,757,011 3,905,277 2,726,495 (24,687) - (186,530) (186,530) Movement of accounts receivable At December 31, 2013 269,565 Total 855,581 36,940 36,940 306,505 3,919,146 130 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 23.2 Financial Liabilities The financial liabilities held by SURA Asset Management S.A. and Subsidiaries are broken down as follows: 2013 2012 Total financial liabilities at fair value through profit or loss - - Total financial liabilities at fair value through profit or loss - - 702,770 179,412 259,359 197,561 882,182 882,182 456,920 456,920 Other financial liabilities at amortized cost Financial liabilities (Note 26) Accounts payable (Note 29) Total other financial liabilities at amortized cost Total financial liabilities 2013 2012 Financial liabilities 552,887 252,104 Accounts payable 70,074 54,119 Total non-current financial liabilities 622,961 306,223 Financial liabilities 149,883 7,255 Accounts payable Total current financial liabilities 109,338 259,221 143,442 150,697 Total financial liabilities 882,182 456,920 131 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Current financial liabilities Interest rate Maturity 2013 2012 Current financial liabilities Bank loan for COP 30,000,000,000 DTF + 1.73% 2013-2014 15,570 - Bank loan for COP 10,000,000,000 DTF + 1.8% 2012-2014 5,190 5,655 Bank loan for COP 4,000,000,000 DTF + 1.8% 2013-2014 2,076 - Bank loan for USD$ 25,000,000 6mth Libor + 2,15% 2013-2014 25,000 - Bank loan for USD$ 25,000,000 6mth Libor + 2,15% 2013-2014 25,000 - Bank loan for USD$ 58,547,078 6mth Libor + 2013-2014 2,15% Bank loan for USD$ 18,500,000 Bank loan for COP 2,829,168,000 Libor + 2,00% Libor + 2,65% 58,547 - 2013-2014 18,500 - 2013-2014 - 1,600 149,883 7,255 Total current financial liabilities 132 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Interest rate Maturity 2013 2012 Non-current financial liabilities Bank loan for CLP 43.63 million (2011: CLP 45.23 million) 7.6027% 2014-2018 18,360 92,001 Bank loan for USD$ 2,800,000 LIBOR + 2.50% 2012-2015 2,800 2,800 Bank loan for USD$ 140,000,000 LIBOR + 2.50% 2012-2015 140,000 140,000 Bank loan for USD$ 1,600,000 LIBOR + 2.65% 2012-2015 1,600 - Bank loan for COP 13,000,000,000 (USD$ 6,746,833) DTF + 1.40% 2013-2016 6,747 - Bank loan for USD$ 50,000,000 6mth Libor + 2,65% 2013-2016 50,000 - Bank loan for USD$ 50,000,000 6mth Libor + 2,65% 2013-2016 50,000 - Bank loan for USD$ 50,000,000 6mth Libor + 2,65% 2013-2016 50,000 - Bank loan for USD$ 22,500,000 Libor + 2.50% 2013-2016 22,500 - Bank loan for USD$ 62,500,000 Libor + 2.50% 2013-2016 62,500 - Bank loan for USD$ 14,000,000 Libor + 2.00% 2013-2016 14,000 - Bank loan for USD$ 41,000,000 Libor + 2.00% 2013-2016 41,000 - Bank loan for USD$ 90,000,000 4.50% 2013-2020 90,382 - 2,998 17,303 552,887 252,104 Issued bonds Issued debt securities 10% 2018 Total non-current loans and credit 133 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Issued bonds consist of Invita Subordinated bonds made out to the bearer - Issue No. 1 Series A which were issued and placed for a total of USD$ 3,000,000 in 1998, by the former parent companies of Seguros SURA SA acquired on November 30, 2012 by SURA Asset Management S.A. (See Note 4). These bonds carry a term of 10 years beginning on their date of issue, and bear an annual nominal interest rate of 10 % per annum, payable on a quarterly basis with payment of principal at the end of the additional 10 year redemption period. Therefore these bonds are due to mature on December 30, 2018. Obligation Long-term debt obligations Short-term debt obligations(1) Lease obligations and other Less than 1 year 149,883 - 1-3 years 441,387 3-5 years More than 5 years - 111,500 - - - - - - financial liabilities Total Total 552,887 149,883 - 149,883 441,387 - 111,500 702,770 Financial liabilities whose fair value is approximated to their book value For short-term payables, which are measured at amortized cost, the carrying amount is a reasonable approximation of fair value. The long term accounts payables normally have a maturity between one and two years. This causes the carrying amount to be a reasonable approximation of fair value. The long term financial obligations, which are measured and amortized cost, are all borrowing contracts with a variable interest rate except for two borrowing contracts, which were negotiated with a fixed interest rate at the end of 2013. Refer to note 26. For the borrowings with a variable interest rate the carrying amount is a reasonable approximation of their fair value. Concerning the borrowings with a fixed interest rate, as these were negotiated near the end of 2013, the market interest rate for similar borrowings does not differ significantly, hence the carrying amount is a reasonable approximation of their fair value. 134 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 24. Reinsurance assets Reinsurance assets for 2013 and 2012 are broken down as follows: 2013 Accounts receivable due from reinsurers 2012 10,858 Reinsured insurance contracts* Total reinsurance assets 4,510 34,197 25,468 45,055 29,978 Reinsurance assets for each individual country for the period ended 31 December 2013: Total Chile Peru Accounts receivable due from reinsurers 10,858 Reinsured insurance contracts* 34,197 34,197 10,858 - Total reinsurance assets – 2013 45,055 34,197 10,858 Total Total reinsurance assets - 2012 29,978 Chile Peru 29,560 418 The movement of reinsurance assets for the period ended 31 December 2013, is detailed as follows: Reinsurance assets At December 31, 2012 29,978 Additions 19,664 Gains and losses on reinsurance asset- net 717 Maturity of financial asset (5,304) At December 31, 2013 45,055 * SURA Asset Management S.A. determines the assets arising from assigned reinsurance contracts as net contractual rights of the assignor in a reinsurance contract. During the period 2012-2013 there are no changes in the reinsurance assets. 135 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The insurance subsidiaries of SURA Asset Management S.A. have reinsured a portion of the risks incurred with insurance contracts, so as to share the risk of potential claims losses. SURA Asset Management S.A. and Subsidiaries determine the classification of a reinsurance contract, based on its characteristics, mainly because reinsurance contracts cover major risks. SURA Asset Management S.A. and Subsidiaries determine claims arising from assigned reinsurance contracts based on the assignor´s net contractual rights as stipulated in the reinsurance contract. Impairment to reinsurance assets When recognizing reinsurance assets, the insurance subsidiaries of SURA Asset Management S.A. perform an impairment test on all those assets assigned by virtue of a reinsurance contract, reducing their value in books and recognizing any impairment loss, if applicable, in the income statements Reinsurance assets are assessed for impairment on a regular basis should any event arise that could cause an impairment to such. Triggers may include legal disputes with third parties, changes in capital and surplus levels, changes in counterparty credit ratings and historical experience based on collection statistics with specific reinsurers. In the case of the insurance subsidiaries of SURA Asset Management S.A. no asset impairment was recorded against reinsurance contracts 25. Accounts receivable Accounts receivable at December 31 are as follows: 2013 2012 Favorable Experience Dividends Receivable 1,169 12,933 Employee loans 2,070 2,216 - 6,349 62,032 80,899 145,110 21,500 84,012 66,616 12,112 76,463 Accounts receivable due from SURA Companies - 666 Accrued interest and income - 1,923 306,505 269,565 Employee policies Receivables on Mandatory operations Receivables on Insurance operations Other receivables Accounts receivable due from insurance business Total Accounts Receivable 136 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Accounts receivable for each individual country is broken down as follows: Total Chile Mexico Peru Uruguay Spain Colombia Holland Total accounts receivabl e – 2013 306,505 105,466 10,343 183,896 5,368 - 1,432 - Total accounts receivabl e - 2012 269,565 105,769 9,687 145,709 5,767 185 14 2,434 The aging of accounts receivable at December 31, is as follows: In USD$ 000s Chile Total Less than 1 year Between 1-5 years More than 5 years 105,466 105,466 - - 10,343 7,742 2,601 - 183,896 183,896 - - Uruguay 5,368 5,368 - - Colombia 1,432 1,432 - - 306,505 303,904 2,601 - Mexico Peru Total Accounts Receivable 2013 137 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 In USD$ 000s Total Chile Mexico Peru Uruguay Spain Holland Colombia Total Accounts Receivable 2012 Less than 1 year Between 1-5 years More than 5 years 105,769 92,822 12,947 - 9,687 9,687 - - 145,709 145,709 - - 5,767 5,767 - - 185 185 - - 2,434 2,434 - - 14 14 - - 269,565 256,618 12,947 - Trade receivables do not earn interest and generally speaking these are paid within periods of between 30 and 90 days. The movement of the provision for accounts receivable is shown as follows: 2013 Initial value 12,473 Impairment to receivables 135 Amounts provisioned on uncollectible debt for the year 469 Amounts recovered for the year (47) Reversed impairment losses Exchange rate gains/losses Final value for the year (668) 12,362 138 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 26. Financial obligations Financial obligations for the years ended December 31, 2013 and December 31, 2012 are broken down as follows: 2013 2012 Non-current financial obligations Loans from credit institutions 552,887 252,104 Total financial obligations - non-current 552,887 252,104 Loans from credit institutions 149,883 7,255 Total financial obligations – current 149,883 7,255 Total financial obligations 702,770 259,359 Financial Obligations - Current Financial obligations for each individual country are broken down as follows: Total Total Financial Obligations - 2012 Total Financial Obligations - 2013 27 Chile Peru Spain Colombia 702,770 - 21,359 142,800 538,611 259,359 92,001 17,303 142,800 7,255 Insurance contracts Technical reserves Items contained in the Technical Reserve Account are divided up into two (2) categories: Those corresponding to life insurance and those pertaining to insured risk (life insurance). The life insurance technical reserves involves setting up an obligatory provision in which the insurer deposits a portion of the premiums received or invoiced corresponding to future risk coverage periods, bearing in mind the date on which this is set up. The insured risk (life insurance) technical reserve corresponds to Voluntary Retirement Life Insurance in which the policy holders may bring forward their retirement age or increase the amount of pension to be received. The technical reserves held by SURA Asset Management S.A. and Subsidiaries for the year 2013 and 2012 are as follows: Mathematical Reserve 2013 1,902,372 2012 1,679,555 139 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Non-current Reserves Other Reserves Unearned Premium Reserve IBNR Reserve Contingent Reserves Current Reserves Total Reserves 1,902,372 1,679,555 670,042 11,256 16,952 9,654 707,904 599,368 18,337 20,970 7,693 646,368 2,610,276 2,325,923 Life insurance technical reserve Insured risk (life insurance) technical reserve Total technical reserves 2013 2,573,111 37,165 2012 1,842,014 483,909 2,610,276 2,325,923 Technical reserves held by each individual country are shown as follows: Life insurance technical reserve Insured risk (life insurance) technical reserve Total Technical Reserves - 2013 Total Chile 2,573,111 1,094,623 425,285 1,053,203 37,165 - - 37,165 2,610,276 1,094,623 425,285 1,090,368 Total Life insurance technical reserve Insured risk (life insurance) technical reserve Total Technical Reserves - 2012 Mexico Chile Peru Mexico Peru 1,842,014 445,863 412,054 984,097 483,909 396,520 - 87,389 2,325,923 842,383 412,054 1,071,486 140 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The breakdown per type of reserve held at December 31, including the retained as well as the reinsured portions, is shown as follows: Retained portion 1,894,849 655,624 4,246 11,706 9,654 2,576,079 Mathematical Reserve Other Reserves Unearned Premium Reserve Incurred But Not Reported Reserve Contingent Reserves Total 2013 Total Reinsured portion 7,523 14,418 7,010 5,246 34,197 Total 1,902,372 670,042 11,256 16,952 9,654 2,610,276 Total Retained portion 1,674,826 594,649 5,500 17,787 7,693 2,300,455 Mathematical Reserve Other Reserves Unearned Premium Reserve Incurred But Not Reported Reserve Contingent Reserves Total 2012 Reinsured portion 4,729 4,719 12,837 3,183 25,468 Total 1,679,555 599,368 18,337 20,970 7,693 2,325,923 Type of reserve Universal life Mathematical Reserve 484,264 - 99,236 - Other Reserves 102,678 4,024 485,142 3470 9,615 66,639 (1,526) 670,042 540 - - 463 10,253 - - 11,256 IBNR Reserve 3,251 - - - 8,347 5,354 - 16,952 Contingent Reserves 9,420 - - - 234 - - 9,654 600,153 4,024 584,378 3,933 Unearned Premium Reserve Total 2013 Unitlinked Individual Group health Annuities and Total Others* 1,096,774 1,902,372 Traditional D&S 23,922 198,176 52,371 270,169 1,095,248 2,610,276 141 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Type of reserve Universal life 1,306,771 2,887 - - 31,187 252,058 84,891 948 400,124 - 15,307 93,274 4,824 599,368 625 - - 511 17,201 - - 18,337 IBNR Reserve 3,211 - - - 7,933 9,826 - 20,970 Contingent Reserves 5,987 - - - 1,706 - - 7,693 Mathematical Reserve Other Reserves Unearned Premium Reserve Unitlinked Individual Group health Annuities and Total Others* 86,652 1,679,555 Traditional D&S Total 2012 1,401,485 3,835 400,124 511 73,334 355,158 *Includes reserves from Seguros SURA Peru S.A. (formerly Invita) which were consolidated in 2013. 91,476 2,325,923 The breakdown by type of reserve shown as follows: Gross of Reinsurance Liabilities insurance contracts without DPF Reinsurance Total insurance contract liabilities Liabilities insurance contracts without DPF Total insurance contract liabilities Net At January 1, 2012 992,269 992,269 - - 992,269 Changes in reserves (premiums, claims, interest, etc.) 148,127 148,127 992,225,37069 25,370 122,757 Changes in demographic assumptions (11,556) (11,556) - - (11,556) 1,071,486 1,071,486 - - 1,071,486 Adjustments for exposure 55,528 55,528 - - 55,528 Discount rate adjustments 53,405 53,405 - - 53,405 Monetary correction adjustments 16,664 16,664 98 98 16,566 2,325,923 2,325,923 25,468 25,468 2,300,455 Changes in reserves (premiums, claims, interest, etc.) 298,417 298,417 2,512,077 12,077 286,340 Monetary correction adjustments (14,064) (14,064) (3,348) (3,348) (10,716) 2,610,276 2,610,276 34,197 34,197 2,576,079 Acquired in business combinations At December 31, 2012 At December 31, 2013 142 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Liability Adequacy Testing Before the cut-off date of these financial statements, a liability adequacy test was performed in keeping with the SURA Asset Management S.A.'s policy guidelines and principles, these based on applicable international standards. The result showed that the technical reserves maintained by SURA Asset Management S.A. and Subsidiaries are adequate, therefore there is no need to set up any other additional reserve. Every year, each of SURA Asset Management S.A.'s subsidiaries perform a liability adequacy test in order to determine whether the assets underlying the insurance provisions, and also whether these in conjunction with future premiums are sufficient to meet future commitments to policyholders as well as the administrative expense incurred with insurance contracts and projected based on best estimate assumptions Upon conducting this test, the subsidiaries of SURA Asset Management S.A. must perform a valuation using best estimates of their mathematical reserves for gross reinsurance or fund products with guaranteed rates. This valuation is called a TAP (Test of Adequacy of Liabilities) reserve. The purpose of this test is to compare the TAP reserve with reserves posted under IFRS on the financial statements, net of DAC. The test was performed on the basis of gross reinsurance, since under IFRS 4, the amounts assigned to reinsurers are accounted for separately and these assets are considered based on the criteria used for evaluating impairment. This liability adequacy test included all material commitments contained in insurance contracts (including additional coverage sold as supplementary main coverage). The assets in excess thereof were not considered. The TAP Reserve is calculated based on best estimates of streams of liabilities and expense, discounted using the projected rates of accrual for the portfolio of assets in question. The best estimates used with regard to demographic (mortality, morbidity, longevity) and business variables (exit rates, collection, redemption and expense) assumptions were valid at the time of the test. Valid assumptions are understood to be those approved SURA Asset Management S.A.’s Models and Assumptions Committee. The result of the test consisted of comparing the valuation of reserves using best estimate assumptions with reserves recorded based on IFRS on the financial statements of each subsidiary. In the case of these proving adequate (the valuation reserves using best estimate assumptions lower or equal to those posted based on IFRS on the financial statements of each subsidiary), no action was required. In the case of these proving to be inadequate(the valuation reserves using best estimate assumptions lower or equal to those posted based on IFRS on the financial statements of each subsidiary), the reserve should be reset so that the reserve posted under IFRS on the financial statements is higher or equal to the valuation performed using best estimate assumptions Methodology used for liability adequacy testing The liability adequacy test is composed of four (4) sequential processes that calculate the adequacy of technical reserves: 143 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 - 28. Preparing assumptions and projections for portfolio flows (assets and liabilities) Drawing up scenarios for rates of return (based on the investment - divestiture dynamics of SURA Asset Management S.A. and Subsidiaries) Discounted flows of commitments (in order to get the current value of these same) Calculating the 50th percentile of the present values and comparing this with reserves recorded under IFRS. Equity Issued capital and reserves The equity belonging to SURA Asset Management S.A. and Subsidiaries for the years 2013 and 2012 is broken down as follows: 2013 Authorized shares, issued and integrates Subscribed and paid-in capital Share premium Other capital reserves Profit / Loss for current year Translation differences Total equity - controlling interest Translation differences Total Equity 2012 1,360 3,785,406 (54,868) 232,965 2,196 3,967,059 646 1,763,583 8,690 202,672 22,719 1,998,310 77,753 4,044,812 1,936,997 3,935,307 a) Shares Issued SURA Asset Management S.A.'s authorized capital consists of 3,000,000 of shares with a nominal value per share of COP$ 1,000. The Company’s subscribed and paid-in capital came to USD$ 1,360, divided up into 2,616,407 shares in 2013. In 2012 the Company’s subscribed and paid-in capital came to USD$ 646 divided up in 1,255,170 shares in 2012. The subscribed and paid-in capital increased because the Company issued shares and received as a payment in kind 49% of the outstanding shares of SURA Asset Management España S.L. and 32.85% of the outstanding shares of Protección. Share issuance of SURA Asset Management S.A. paid with shares of SURA Asset Management España S.L. In June 2013, SURA Asset Management S.A. issued 1,139,894 shares obtaining as payment 49,000 shares of SURA Asset Management España S.L., reaching a full 100% ownership stake having acquiring the remaining 49% stake. In this transaction the Company’s subscribed and paid-in capital increased in USD $304,507 and the share premium increased in USD$ 1,717,316. On the other hand the Non-controlling interest decreased in USD$ 1,836,386. 144 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The payment of the share issuance consisted of contributions-in-kind made by Grupo de Inversiones Suramericana S.A., General Atlantic España S.L, International Finance Corporation, Sociedades Bolívar S.A., Compañía de Seguros Bolívar S.A., Banagricola S.A., Blue Rapids Invest S.L and JP Morgan SIG Holdings in exchange for shares issued by SURA Asset Management S.A. This was carried out in keeping with the terms of the corresponding offer to each of the aforementioned shareholders. The 1,139,894 shares issued by SURA Asset Management S.A. were paid via the following contributions-in-kind. o On June 6, 2013, Grupo de Inversiones Suramericana S.A paid for 357,281 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 15,194 shares in SURA Asset Management España S.L. o On June 6, 2013, General Atlantic España S.L paid for 191,198 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 8,259 shares in SURA Asset Management España S.L. o On June 11, 2013, International Finance Corporation paid for 79,660 shares issued by SURA Asset Management S.A. with a contribution-in-kind in 3,441 shares of SURA Asset Management España S.L. o On June 11, 2013, Sociedades Bolivar S.A. paid for 191,198 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 8,259 shares in SURA Asset Management España S.L. o On June 11, 2013, Compañía de Seguros Bolivar S.A. paid for 63,732 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 2,753 shares in SURA Asset Management España S.L. o On June 13, 2013, Banagricola S.A. paid for 95,586 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 4,129 shares in SURA Asset Management España S.L. o On June 26, 2013, Blue Rapids Invest S.L. paid for 47,804 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 2,065 shares in SURA Asset Management España S.L. o On June 27, 2013, JP Morgan SIG Holdings paid for 113,435 shares issued by SURA Asset Management S.A. with a contribution-in-kind of 4,900 shares in SURA Asset Management España S.L Share issuance of SURA Asset Management S.A. paid with shares of Protección S.A. In December 2013, SURA Asset Management S.A. issued 221,343 shares. The payment of the share issuance consisted of a contribution-in-kind of 8,347,153 shares in Protección S.A. made by Grupo de Inversiones Suramericana S.A. In this transaction the Company’s subscribed and paid-in capital increased in USD $117 and the share premium increased in USD$ 597. 145 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Shares Outstanding The following is a breakdown of the outstanding voting shares belonging to SURA Asset Management S.A. and Subsidiaries: Voting shares in subsidiaries Shareholder Outstandin g Shares – 2013 Outstanding Shares 2012 % Stake % Stake 1,568,632 59.9537% 989,986 78.873% General Atlantic España, S.L. 191,198 7.3077% - 0.000% Sociedades Bolivar S.A. Grupo de Inversiones Suramericana Panamá S.A. 191,198 7.3077% - 0.000% 185,992 14.818% J.P. Morgan Sig Holdings 113,435 4.3355% - 0.000% Banagricola S.A. 95,586 3.6533% - 0.000% International Finance Corporation 79,660 3.0446% - 0.000% International Investments S.A. 79,170 3.0259% 79,170 6.308% Compañía de Seguros Bolívar S.A. 63,732 2.4359% - 0.000% IFC ALAC Spain S.L. Inversiones y Construcciones Estratégicas S.A.S. 47,804 1.8270% - 0.000% 7 0.001% 7 0.001% 4 0.000% Grupo de Inversiones Suramericana S.A. 185,992 - 7.1087% - Suramericana Foundation Corporación Unidad de Conocimiento Empresarial - Enlace Operativo S.A: - - 4 0.000% 2,616,407 100% 1,255,170 100% - - 146 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The number of voting shares swapped at the beginning and end of the year for SURA Asset Management España S.L. is broken down as follows: At December 31, 2012 Shareholder Grupo de Inversiones Suramericana S.A. Removed - At December 2013 31, 2012 Added - 2013 989,986 578,646 - 1,568,632 General Atlantic Espana, S.L. - 191,198 - 191,198 Sociedades Bolívar S.A. - 191,198 - 191,198 185,992 - - 185,992 J.P. Morgan Sig Holdings - 113,435 - 113,435 Banagricola S.A. - 95,586 - 95,586 International Finance Corporation - 79,660 - 79,660 79,170 - - 79,170 Compañia de Seguros Bolivar S.A. - 63,732 - 63,732 IFC ALAC Spain S.L. (Before Bluerapids Invest S.L.) - 47,804 - 47,804 Inversiones y Construcciones Estratégicas S.A.S. 7 - (7) - Suramericana Foundation 7 - (7) - Corporación Unidad de Conocimiento Empresarial 4 - (4) - Enlace Operativo S.A. 4 - (4) - 1,255,170 1,361,259 (22) 2.616.407 Grupo de Inversiones Suramericana Panamá S.A. International Investments S.A. Total shares The Company’s share capital at December 31, 2013 had been entirely subscribed and paid in. Shares cannot be set up as negotiable securities. All stakes carry the same rights and obligations for all holders. Non-controlling interest Non-controlling interest corresponds to third-party stakes in 2013 Name of Company Country % Non-Controlling Stake Equity Earnings Seguros SURA S.A. Peru 30.7077% 73,139 4,721 AFP Capital S.A. Chile 0.3541% 4,601 527 Hipotecaria SURA Peru 0.0210% 2 - AFP Integra S.A. Peru 0.0016% 11 1 77,753 5,249 Total Non-Controlling Stakes 147 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2012 Name of Company Country % Non-Controlling Stake Equity Earnings SURA Asset Management España S.L. España 49.0000% 1,794,090 134,158 Seguros SURA S.A. Peru 36.9980% 137,988 (272) AFP Capital S.A. Chile 0.3541% 4,738 290 AFP Integra S.A. Peru 0.0023% 181 (5) Total Non-Controlling Stakes 1,936,997 134,171 b) Translation differences In translating the financial statements from their functional currencies into the reporting currency used by SURA Asset Management S.A. and Subsidiaries (the US dollar) a translation difference of USD$ 2,196 was produced. 2013 Translation difference Total equity - controlling interest 2012 2,196 22,719 2,196 22,719 2,196 22,719 View note 2.3 Summary of Significant Accounting Policies, letter p) 148 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 c) Dividends declared and paid The following is breakdown of the dividends declared by SURA Asset Management S.A. and Subsidiaries for 2013 and 2012: For 2013: Third Party Shares Grupo de Inversiones Suramericana 2013 1,347,289 64,305 Grupo de Inversiones Suramericana Panamá 185,992 8,877 General Atlantic 191,198 9,125 IFC 79,660 3,802 IFC ALAC Spain S.L. 47,804 2,282 Sociedades Bolívar 191,198 9,125 Compañía de Seguros Bolívar 63,732 3,042 Banagrícola 95,586 4,562 JP Morgan 113,435 5,414 79,170 - 2,395,064 110,534 International Investment Total No dividends were declared for 2012. d) Capital management SURA Asset Management S.A. and Subsidiaries uphold an internal capitalization and dividend policy for providing business units with a rational and objective way of providing the capital required to cover the risks assumed. On the other hand, the items forming the Group´s Uncommitted Independent Capital Structure were adjusted pursuant to current rules and regulations. Also all units meet minimum solvency requirements in keeping with current legislation in all jurisdictions. With the "Hera" corporate streamlining project, important equity changes have been made to certain subsidiaries, which have involved extending their capital structure, reserve distributions, premium returns and setting or winding up companies. Capitalizations performed in 2013 Capitalizations Country Beneficiary Benefactor Value in local currency Value in EUR or USD 149 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Capitalizations Country Value in local currency Value in EUR or USD Beneficiary Benefactor Holland Afore Holding B.V. Grupo SURA Holanda B.V. - EUR 75,000 Uruguay AFISA SURA Asset Management España S.L. UYU 10,264,910 EUR 403,006.25 PEN 2,086,967 - UYU 40,382,990.84 EUR 1,631,968.15 Peru Wealth Management S.A. Uruguay AFISA Chile Administradora General de Fondos S.A. Chile Administradora General de Fondos S.A. SURA Asset Management S.A. Grupo SURA Latín American Holdings SURA Asset Management España S.L. SURA S.A. Compañía de Inversiones y Servicios LTDA CLP 1,000,000,000 SURA S.A. Compañía de Inversiones y Servicios LTDA CLP 1,000,000,000 SURA S.A. Chile Peru Corredores de Bolsa SURA S.A. AFP Integra S.A. (*) Compañía de Inversiones y Servicios LTDA SURA Asset Management S.A. Chile SURA S.A. SURA Asset Management S.A. Chile Corredores de SURA S.A. CLP 2,000,000,000 PEN 669,899,262 USD$ 258,574,079 CLP 11,373,250,000 USD$ 22,500,000 - 150 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Capitalizations Country Beneficiary Benefactor Bolsa SURA S.A. Compañía de Inversiones y Servicios LTDA Fondos SURA Peru SAF S.A.C. Wealth Management SURA S.A. Peru SURA Asset Management Peru S.A. Peru Value in local currency Value in EUR or USD CLP 1,000,000 PEN 2,750,000 USD$ 1,060,000 SURA Asset Management S.A PEN 38,061,531 USD$ 13,770,453 Peru SURA Asset Management Peru S.A. SURA Asset Management S.A. PEN 19,401,831 USD$ 7,100,000 Peru Seguros SURA S.A. SURA Asset Management Peru S.A. PEN 1,940,831 - Mexico SURA Asset Management Mexico S.A. de C.V. SURA Asset Management S.A. MXN 179,000,000 USD$ 13,576,033 Mexico Primero Seguros Vida S.A. de C.V. SURA Asset Management Mexico S.A. de C.V. MXN 10,000,000 - (*) In 2013, AFP Integra was capitalized by SURA Asset Management S.A. in order to perform the subsequent purchase of a 50% stake in AFP Horizonte. This Colombian company also capitalized the latter Peruvian company in the amount of USD$ 258 million, for the purpose of purchasing a 50% stake in AFP Horizonte. With this the Colombian company increased its direct stake in AFP Integra to 44.182% and in turn, with this capitalization the other Company shareholders decreased their stakes by increasing the amount of non-controlling interest Returned premiums - 2013 151 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 PREMIUMS RETURNED IN CASH Country Company Distributed to Grupo SURA Holanda B.V. Grupo SURA Latín American Holland Grupo de Inversiones Suramericana Holdings B.V. Holanda B.V. Grupo SURA Holanda B.V. Grupo SURA Latín American Holland Grupo de Inversiones Suramericana Holdings B.V. Holanda B.V. Amounts distributed EUR 16,500.00 EUR 58,500.00 EUR 1,691,499.38 EUR 5,997,134.15 Holland Grupo de Inversiones SURA Asset Management España S.L. Suramericana Holanda B.V. EUR 9,033,187.59 Holland Grupo SURA Holanda B.V. EUR 1,691,499.38 SURA Asset Management España S.L. Grupo SURA Latín American Holland Holdings B.V. Grupo SURA Holanda B.V. Grupo de Inversiones Suramericana Holanda B.V. Holland Grupo SURA Holanda B.V. SURA Asset Management España S.L. EUR 88,661.38 Holland Grupo de Inversiones SURA Asset Management España S.L Suramericana Holanda B.V. EUR 314,344.87 Holland Grupo SURA Holanda B.V. SURA Asset Management España S.L. EUR 359,037.14 Holland Grupo de Inversiones SURA Asset Management España S.L. Suramericana Holanda B.V. EUR 1,272,949.86 Grupo SURA Latin American Holland Holdings B.V. Grupo SURA Holanda B.V. Grupo de Inversiones Suramericana Holanda B.V. Holland SURA Asset Management España S.L. Grupo SURA Holanda B.V. EUR 88,661.38 EUR 314,344.87 EUR 400,400.00 EUR 1.419.600.00 EUR 250,000.00 152 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Premiums returned in kind - 2013 PREMIUMS RETURNED IN KIND Country Company Beneficiar y Benefactor Asset returned Holland Grupo Holanda B.V. Spain SURA Asset Shares in Management Proteccion España S.L. COP 12,935,181,000 EUR 5,141,690 Spain SURA Asset Manageme nt España S.L. Colombia SURA Asset Shares in Management Proteccion S.A. COP 37,337,885,000 Value Delivered EUR 14,020,986.00 Distribution of reserves for 2013 DISTRIBUTION OF RESERVES Country Company Contractual Date Transfer Date To Amounts distributed Holland Grupo SURA Latín American Holdings B.V. 05/04/2013 08/04/2013 Grupo SURA Holanda B.V. EUR 359,037.14 Grupo de EUR Inversiones 1,272,949.86 Suramericana Holanda B.V. e) Legal Reserve According to that provided for by law, the Company must set up a statutory or legal reserve, appropriating 10% of each year’s net income until 50% of the value of the Company's subscribed capital is reached. This reserve may be reduced to less than 50% of the total value of its subscribed capital, providing it is used to wipe out losses that exceed the amount of undistributed earnings. This reserve may not be used to either pay dividends or cover expense or losses incurred during the entire time the Company remains in possession of undistributed earnings 153 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Should the Company’s Shareholders so decide at their Annual General Meeting, this reserve may be increased beyond fifty per cent (50%) of the Company’s subscribed capital, in which case this may be used for any purpose that the Company’s shareholders should so determine. 29. Accounts payable Accounts payable at December 31, 2013 and December 31, 2012 for SURA Asset Management S.A. and Subsidiaries amount to USD$ 179,412 and USD$ 197,561 respectively, broken down as follows: 2013 2012 Accounts payable - non-current Accounts payable Favorable experience dividends payable Other accounts payable Total accounts payable - non-current 1,156 68,918 70,074 238 12,917 40,964 54,119 Accounts payable Accounts payable (SUAM Companies) Reinsurance operations Other accounts payable Total accounts payable - current 66,558 18,038 24,742 109,338 31,976 429 18,569 92,468 143,442 Total accounts payable 179,412 197,561 Accounts payable - current 154 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Accounts payable for each individual country is shown as follows: Total Accounts payable Chile 66,558 Mexico 22,888 Peru 2,059 40,459 - - - 16,292 - 1,156 1,156 - - Other accounts payable 93,660 63,812 4,273 23,031 Total Accounts Payable 2013 179,412 104,148 6,332 65,236 Accounts payable (SURA Companies) Reinsurance operations Favorable experience dividends payable - 18,038 Total Chile Mexico Uruguay Colombia 286 - - - - - - - - - - - - - - 2,486 - 58 286 2,486 825 99 1,746 Peru Uruguay Colombia Spain Holland 41 825 Spain Holland Accounts Payable Accounts payable (SURA Companies) 32,355 30,806 807 144 339 117 - 142 429 - - 15 - 98 - 316 Reinsurance operations 18,428 16,646 - 1,782 - - - - Favorable experience dividends payable 12,917 12,917 - - - - - - Other accounts payable 133,432 66,756 27,266 26,902 1,470 451 10,514 Total Accounts Payable 197,561 127,125 28,073 28,843 1,809 666 10,514 155 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 73 531 The maturity of accounts payable at December 31, 2013, is as follows: Less than 1 year Between 1-5 years More than 5 years In USD$ 000s Total Account Payable 70,074 70,074 - Total Accounts Receivable 2013 70,074 70,074 - 156 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 30. Other liabilities Other liabilities for SURA Asset Management S.A. and Subsidiaries at December 31, 2013 and December 31, 2012 are broken down as follows: 2013 2012 Prepaid interest and leases 2,649 23,149 Total other liabilities 2,649 23,149 Other liabilities for each individual country are shown as follows: Total Prepaid interest and leases Total Other Liabilities - 2013 Total Other Liabilities - 2012 31. Colombia 2,649 2,636 13 2,649 2,636 13 Total Prepaid interest and leases Peru Peru Colombia 23,149 2,798 20,351 23,149 2,798 20,351 Employee benefits Employee benefit obligations include: a) Mandatory social security and employment benefits: Accruing on a monthly basis according to the rules and regulations of each country. Payments are made according to the requirements of the oversight authorities. b) Short-term Performance Incentives: Accruing on a monthly basis using estimated percentages of performance compliance. These are paid in March of every year to all those officers who have achieved predefined targets and to the extent that corporate objectives are met promptly met. c) Other benefits: These are minor amounts, which are recognized in expenses, to the extent that the service or benefit is provide. 157 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2013 Employee benefits - non-current Other benefits (long term) Total employee benefits - non-current 2012 1,430 1,430 1,272 1,272 Other benefits (short term) 31,816 30,010 Social security and taxes 15,328 11,042 Total employee benefits – current 47,144 41,052 Total employee benefits 48,574 42,324 Employee benefits – current Employee benefits for each individual country are shown as follows: Total Chile Mexico Peru Uruguay Colombia Other benefits 38,781 18,510 11,725 6730 436 1,380 Social security and tax 9,793 6,217 2,209 1,195 - 172 Total employee benefits - 2013 48,574 24,727 13,934 7,925 436 1,552 Total Chile Mexico Peru Uruguay Colombia Other benefits 31,282 17,375 4,150 7,748 1,274 735 Social security and tax 11,042 4,805 4,956 1,156 125 - Total employee benefits - 2012 42,324 22,180 9,106 8,904 1,399 735 The following is a breakdown of employee benefit expense for 2013 and 2012: 2013 Salaries and wages Social security contributions Education expense Other benefits Total Employee Benefit Expense 119,855 5,563 1,776 87,371 214,565 2012 99,389 8,831 1,971 31,144 141,335 158 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SUAM's employee benefit obligations were calculated based on assumptions that were standardized based on the market and type of product There is no economic pension liability with retired employees, since both the Company and its subsidiaries were created after the private pension systems were set up and therefore retirees receive their pensions from pension funds and not from their employers themselves. 32. Provisions Provisions recorded by SURA Asset Management S.A. and Subsidiaries for the periods 2013 - 2012 are shown as follows: 2013 2012 Provisions - non-current Other general provisions 87,479 2,608 Provision for litigation expense - 322 Total provisions - non-current 87,479 2,930 Other general provisions 96,330 3,624 Total provisions - current 96,330 3,624 183,809 6,554 Provisions - current Total provisions General provisions corresponding to each individual country at December 31, 2013 are broken down as follows: Total General provisions Closing balance - December 31, 2012 Provisions and additions Amounts used Translation differences Closing balance at December 31, 2013 Chile Mexico Peru Uruguay Spain Colombia 6,554 3,029 448 2,930 28 114 5 183,089 49,958 40,056 42,332 1,686 - 49,057 (5,539) (2,734) - (2,658) (28) (114) (5) (295) (295) - - - - - 183,809 49,958 40,504 42,604 1,686 - 49,057 159 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The balance held in Colombia consists of a provision for income tax of USD$ 16,804, a provision for industry and commerce tax of USD$ 142 as well as USD$ 32,251 corresponding to a provision suggested by Senior Management backed by a bank guarantee (No. 10090000195) taken out with Bancolombia. The purpose of said guarantee is to cover any possible liabilities that could be incurred by Protección S.A. as a result of actions taken by ING Colombia prior to its acquisition. This latter company, acquired in 2011 was surrendered in the form of a payment-in-kind to Protección S.A. in 2012 who took over said firm. However due to events prior to its acquisition, a ruling is expected on the part of the Colombian Controller´s Office as to whether ING Colombia is found to be fiscally or administratively responsible for compensating its fund members. The balance held in Mexico mainly consists of a provision for income tax of USD$ 2,446, a provision for employee performance bonuses USD$ 5,120 and another provision for USD$ 2,446 for settling possible lawsuit claims before the IMSS, CONSAR or CONDUSEF. 33. Deferred income liabilities (DIL) Balance of deferred income liability at year-end 2013 and 2012, respectively, came to: 2013 2012 Deferred income liabilities (DIL) 24,150 25,457 Total DIL 24,150 25,457 Deferred income liabilities (DIL) for each individual country are shown as follows: Total Acquisitions on business combinations 2011 Chile Peru Uruguay 20,315 11,022 7,725 1,568 3,222 261 2,961 - 363 - - 363 Translation differences 1,557 1,052 452 53 At December 31, 2012 25,457 12,335 11,138 1,984 3,398 - 3,398 - 170 170 - - (5,080) - (4,864) (216) Translation differences 205 (1,534) 1,94010,971 (201) At December 31, 2013 24,150 10,971 9,672 1,567 Additions Amortizations Acquisitions on business combinations Additions Amortizations 160 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 34. Risk Management Objectives and Policies The purpose of this Note is to show the main risks to which SURA Asset Management S.A. is exposed and managed based on its business in Uruguay, Chile, Peru and Mexico First, we shall describe the Group’s Risk Management Framework and then proceed to analyze each line of business (in terms of families of units). These lines of business include: (1) Pension Companies, (2) Insurance Companies, and (3) Fund Management firms. We shall also provide a brief summary of the exposure relating to the other businesses, such as mortgage loans in Peru and the stock brokerage services of the Corredora de Bolsa in Chile. Figures herein included are stated in millions of US-dollars. In 2013, the currencies of the countries in which SURA Asset Management S.A. operates were adversely affected. In reference to this, we included the following table showing changes in the exchange rates for each currency: Foreign Exchange Rate Currency 2013 2012 Variance % CLP/ USD$ (Chile) MXP/USD$ (México) PEN/USD$ (Perú) UYU/USD$ (Uruguay) COP/USD$ (Colombia) 529.1 13.1 2.8 21.5 1,926.8 474.2 12.7 2.5 19.2 1,768.2 11.6% 2.8% 10.0% 12.0% 9.0% In all those cases where sensitivities have an impact on after tax income or equity, it should be noted that the measured effects are net of the following tax rates: Statutory Tax Rates Country Pensions % Insurance % Mutual Funds % Chile México Perú Uruguay 20.0% 30.0% 30.0% 25.0% 20.0% 30.0% 0.0% NA 20.0% 30.0% 30.0% 25.0% Risk Management Framework The main objective of SURA Asset Management S.A.'s risk management framework is to protect the Company from undesired events that may affect the attainment of its organizational objectives and goals. In the event of their occurrence, these risks could cause financial loss or damage the Company’s reputation. For that reason it is essential to have an internal control system 161 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 SURA Asset Management S.A.’s internal controls focus on the importance of risk management so as to ensure the Company’s ongoing sustainability. In this respect it has defined three lines of defense in the handling of such risk: 1st Line of Defense Including business areas, management activities, and operating controls. The main functions here are to: - Identify risk in the business unit´s daily operations - Implement the necessary measures to prevent, mitigate and control such risks - Assume the consequences of any economic loss or damage to the Company´s reputation. 2nd Line of Defense This includes the Risk Management and Compliance areas. The main functions here are to: - Provide support tools (methodologies) to each process owner so as to be able to identify inherent risks. Monitor compliance with SURA Asset Management S.A.'s risk management policies and report current levels of risk for each process Assist in the interpretation of the policies defined by SURA Asset Management S.A. and establish guidelines not covered by the policy (in specific cases) 3rd Line of Defense: This includes the Internal Auditing area. The main functions here are to: Provide an independent and objective assessment of the design and effectiveness of controls over risks relating to business performance and the attainment of the goals set. - Make recommendations to improve the framework and controls, as well as reduce and mitigate risk Risk management is overseen by the Board of Directors (which serves as a 4th line of defense). The Board establishes risk management guidelines by issuing the corresponding policies, defining roles and responsibilities within the Company and determining its degree of risk appetite, among others. The Board has a Risk Committee which is in charge of monitoring the Company’s risk exposure and reviewing any policies proposed by Senior Management. The Board is also ultimately responsible for approving policies based on the Risk Committee´s evaluations and recommendations. Also, so as to ensure that the types of risk exposure affecting SURA Asset Management S.A. are properly identified, measured, controlled and monitored, the following risk categories have been established: Profitability and the Financial Statements This is the risk of potential losses or changes in the expected level of profits due to demographic, financial and business factors, thereby effecting SURA Asset Management S.A.’s financial statements. Handling Third-Party Assets This is the risk of sustaining losses with client funds handled by SURA Asset Management S.A. as a result of changes to market prices, credit events and counter party and liquidity factors. Business Context This is the risk of damaging SURA Asset Management S.A.'s corporate image as a result of changes in market competition (fund, product and strategy management, etc.) 162 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Operating Stability This is the risk of potential losses due to human error, faulty systems or fraud, business continuity, personal safety as well the security of physical assets and information. Legal and Compliance This is the risk from failing to comply with laws, rules, regulations, principles, policies and guidelines applicable to SURA Asset Management S.A.'s different businesses that may damage its business integrity or reputation, with or without sustaining a direct economic loss Emerging Risk The social and environmental risk that threaten the sustainability of SURA Asset Management S.A.'s operations (this category is currently being defined) It is important to note that Reputational and Regulatory Risk is not expressly defined since these are produced by adverse events or consequences with regard to any one of the above categories In this Risk Management Note we shall be focusing on Profitability and the Financial Statement. 1. Risk Management Note - Risk to Pension Business 1.1. Pension business profile The following table shows Managed Funds as well as the Wage Base for the Portfolio of Fund Members for SURA Asset Management S.A.'s pension business, broken down per business unit. For 2013, total Assets under Management for the Mandatory Pension business for 2013 came to USD$ 71,754 million, with another USD$ 1,180 million for its Voluntary Pension business. Pension Funds - Business Profile 2013 (USDm) Country Assets under Assets under Management Management Mandatory Voluntary Pension Funds Pension Funds Chile Mexico Peru Uruguay 32,976 21,971 14,907 1,899 992 120 68 0 Total 71,754 1,180 Salary Base 15,476 NA 8,638 1,257 The Chilean Pension company at the end of 2013, had 1.9 million members, of whom 1.1 million are direct contributors, representing a contribution rate of 56.9 %. The year-end wage base came to USD$ 15,476 million. Chile´s pension management income is largely linked to the commission charged on said wage base, which is 1.44% additionally, the Chilean Pension company manages USD$ 992 million in Voluntary Pension Funds, which contribute to a lesser extent to the income earned by the Company. 163 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 At the end of 2013, the Mexican Pension company, had 6.1 million members, of whom 1.7 million are direct contributors, representing a contribution rate of 27.4% Mexico´s Mandatory Pension income is largely linked to the commission charged on Assets under Management which came to USD$ 21.971 million, on which a commission of 1.21% was charged. The Mexican Pension Fund also manages USD$ 120 million in Voluntary Pension Funds At the end of 2013, the Peruvian Pension company, had 2.0 million members, of whom 0.9 million are direct contributors, representing a contribution rate of 44.5%. The year-end wage base came to USD$ 8,638 million. Peru´s pension management income is largely linked to the commission charged on said wage base, which was 1.55% at year-end 2013 It is also important to mention the pension fund reform that was recently introduced in Peru which gave the pension fund members the choice of a commission based either on the wage base or the amount of Assets Under Management. In the meantime, a framework for transition to this new system, whereby a mixed commission is presently charged that shall gradually be taken off the wage base and transferred to AUM). so that pension fund members can choose the second option. It is also worth mentioning the fact that 74% of all fund members have chosen a wage-based commission At the end of 2013, the Uruguayan Pension company, had 0.3 million members, of whom 0.2 million are direct contributors, representing a contribution rate of 56.6%. The year-end wage base came to USD$ 1.257 million. Uruguay´s pension management income is largely linked to the commission charged on said wage base, which was 1.99% at year-end 2013 1.2. Business Risk Business risk for Pension Companies relate to the changes in variables affecting their financial results. From the standpoint of volatility risk, the financial effects (Profit after Tax and Equity) have been analyzed over a time horizon of one-year. Here we took into account possible variations in the following: - Commission income: where the effects of a reduction of 10% was analyzed. - Client factors: where the effects of a 10% increase of fund members transferring out in one year The following table shows the effects of Business Volatility on SURA Asset Management S.A.. It is important to note that, although certain sums are calculated for reporting purposes, these impacts cannot be aggregated linearly, given the diversification effect between these same, and also there is a diversity effect amongst countries all within the same cause (type of risk). 164 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Business Risk Volatility - 1 year horizon (USDm) Sensitivity After tax P&L and Equity impact 2013 After tax P&L and Equity impact 2012 -10% in Fee (44.7) (43.3) Chile Mexico Peru Uruguay (16.7) (17.9) (10.1) (1.8) (17.2) (18.1) (8.0) (1.8) +10% in Lapses (1.4) (1.2) Chile Mexico Peru Uruguay (0.8) (0.6) 0.0 0.0 (0.6) (0.5) 0.0 0.0 The greatest effect comes from risk to commission income. This sensitivity is generic and could be largely explained by: (1) a reduction in commission rates (low due to market competitiveness, etc.), (2) a decrease in the number of fund members (unemployment, etc.), (3) a decline in the wage base for reasons not mentioned above (falling real wages, deflation, etc.). In the case of Mexico (collection on assets), cause (3) relates to declining funds. Regarding the risk of an increase in the number of fund members transferring out, the magnitude of such relates to the business activities of each market in which SURA Asset Management S.A. operates, noting increased commercial activity in the case of Chile and Mexico, to a lesser extent in Peru, and almost zero in the case of Uruguay 1.3. Financial Risk Financial Risk affecting the pension business relates to changes in variables affecting the Companies´ financial results. (1) changes in reserve requirements (the capital the Company must preserve in the form of a defined percentage of the funds managed) in a particular year, (2) changes in fund returns compared to the rest of the industry that could trigger a Minimum Return Guarantee, or (3) changes in interest rates affecting the Provision for Deferred Income. 1.3.1. Volatility risk affecting reserve requirements Rules and regulations governing the pension business require that companies maintain a portion of its own capital invested in a reserve (Legal or Statutory Reserve, etc.) This reserve represents a percentage of assets under management. It is important to note that the underlying invested assets must maintain the same ratio as 165 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 the underlying assets in the Managed Funds (i.e. the Company should buy portions of its managed funds). The following table shows the different reserve requirement percentages per business unit: Mandatory reserves contributions as percentage of Asset under Management Country % Chile Mexico Peru Uruguay 1.0% 0.8% 1.0% 0.5% From the standpoint of financial volatility risk, the financial effects (Income after Tax and Equity) have been analyzed over a time horizon of one-year. Here we took into account possible variations in the following: - variable income securities: where a 10% drop in equity prices were analyzed interest rates: where an increase of 100 basis points to interest rates were analyzed in terms of the value of fixed-income assets Foreign currency Here we analyzed the effect of a 10% drop in currency rates affecting prices of assets abroad (net of any coverage). The following table shows the effects of Volatility Risk to SURA Asset Management S.A.'s reserve requirement. It is important to note that, although certain amounts are calculated for reporting purposes, these impacts cannot be aggregated linearly, given the diversification effect between these same, and also there is a diversity effect amongst countries all within the same cause (type of risk). 166 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Finance Risk Volatility (USDm) Sensitivity After tax P&L and Equity impact 2013 After tax P&L and Equity impact 2012 -10% Equity (22.1) (19.8) Chile Mexico Peru Uruguay (11.9) (5.4) (4.7) (0.1) (12.0) (4.6) (3.2) 0.0) +100bps Interest Rates (27.7) (30.3) Chile Mexico Peru Uruguay (10.7) (13.8) (3.2) (0.3) (10.8) (15.7) (3.8) (0.4) -10% Foreign Currency depreciation (18.6) (14.3) Chile Mexico Peru Uruguay (12.2) (0.9) (5.5) (0.1) (11.0) 0.2 (3.5) (0.1) The greatest effect comes from sensitivity to hikes in interest rates. This is particularly applicable in the case of Mexico where risk exposure is largely concentrated with Fixed-Income Assets Secondly, we positioned the effect of price sensitivity with regard to variable-income securities. Here, risk sensitivity was largely concentrated in Chile. Finally, Chile shows the highest exposure sensitivity to foreign currency declines. This is because the country´s pension system allows for investments to be made abroad. 1.3.2. Risk Regarding Guaranteed Minimum Returns Rules and regulations governing the pension business (excluding Mexico) requires each company to maintain minimum returns with respect to the funds managed by the rest of the industry. Here, the gap existing between fund returns provided by SURA Asset Management S.A.'s Business Units and those provided by the rest of the industry was examined. Should the difference in returns exceed the regulatory thresholds, the Pension Fund Management firm must reimburse each fund in order to maintain the stipulated limits The following table shows the effects of any 1 basis point change in the Guaranteed Minimum Return gap. It is important to note that since average returns compared to the rest of the industry only go back over the last 36 months, as well as the fact that these are very similar to the Companies’ own strategic assets, it is highly unlikely that the Guaranteed Minimum Returns would ever be transgressed in the short to mid-term It is important to note that, although certain sums are calculated for reporting purposes, these impacts cannot be aggregated linearly, given the diversification effect existing between countries and funds. 167 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Minimum Return Guarantee Position - December 2013 (USDm) Sensitivity GAP (against minimum) 1bps GAP Impact Sample Chile Fund A Fund B Fund C Fund D Fund E 3.7% 3.7% 1.7% 1.6% 1.9% 1.9 1.8 3.8 1.7 1.1 36 months 36 months 36 months 36 months 36 months Mexico Siefore 1 Siefore 2 Siefore 3 Siefore 4 NA NA NA NA NA NA NA NA NA NA NA NA Peru Fund 1 Fund 2 Fund 3 2.1% 3.3% 5.3% 0.6 3.1 0.9 36 months 36 months 36 months Uruguay Fund 2.3% 0.6 36 months 168 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 1.3.3. Risk of Increases to Provision for Deferred Income The purpose behind the Provision for Deferred Income is to opportunely recognize said amounts. Here, commission collections for the period constitute a strong component of financing activities for this same period as well as financing future expense relating to fund members who cease to pay into their funds. This provision consists of measuring the expected future expense of non-contributing members (whether these are currently paying into the funds or not) Here, the present value of the expected expense is exposed to changes in market interest rates that are used for valuation purposes. The following table shows the effect of an increase of 100 basis point in the Provision for Deferred Income: Deferred Income Liability - Interest rate risk volatility (USDm) Sensitivity After tax P&L and Equity impact 2013 After tax P&L and Equity impact 2012 -100bps Interest Rates (DIL Impact) (1.4) (1.3) Chile Mexico Peru Uruguay (0.7) 0.0 (0.7) (0.1) (0.7) 0.0 (0.5) (0.1) Importantly, this provision does not apply in the case of Mexico since commissions are charged on managed assets, and this is collected even when the fund member fails to pay into the fund 1.4. Investment and Financial Risk Management on the part of Pension Funds One of the most important processes on the part of the Pension Fund Management firms is handling third-party funds. The following describes certain general aspects of the investment and risk management processes used as well as certain governing bodies responsible for such. 1.4.1. Investment process The investment portfolios of the funds managed by SURA Asset Management S.A. are built up based on methodologies for assigning investment assets over the long-term with controlled levels of risk. Strategic asset allocation lies at the core of this investment process which begins with evaluating key macroeconomic variables with the support of expert professionals and well-recognized economists who periodically meet to analyze the performance of different capital markets. This information also includes numerical estimates of the performance of different classes of assets. Based on market expectations and historic 169 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 asset performance, asset allocation models are run so as to estimate the relative importance of each type of investment held in the portfolio so as to maximize expected returns based on their level of risk. This process is carried out once a year where the overall investment strategy is re-gauged. It is important to note that in countries with guaranteed minimum returns, certain variables are added to the model, as established by the corresponding rules and regulations for calculating such returns, so that the allocation model does not deflect portfolio returns from those legally required. During the year, tactical asset allocation models are run in order to incorporate the pension management fund´s short and mid-term vision into their portfolio strategy, this based on macro analyses, the corresponding economic cycle and the expected level of returns. Since asset allocation constitutes the main guideline for investments, the corresponding areas run daily security selections in search of the best market conditions that allow for greater returns on investment. 1.4.2. Risk Management Independent risk teams are responsible for controlling and monitoring investment operations, on both a functional as well as organizational level within the investment departments. These teams are in charge of conducting permanent follow-ups on the different investment portfolios, monitoring the levels of market, credit, liquidity and other risks that may have a negative impact on portfolio rates of return. It is the responsibility of the risk team to sound an alert with regard to any possible failure to comply with both internal and external rules and regulations as well as to remit such alerts to the Risk Committee so that the respective corrective measures can be taken. 1.4.3. Governing Bodies - Investment Management The Boards of Directors of the different companies constitute the highest decision-making body in the investment process. It is their responsibility to approve the asset allocation policies, limits, methods, and operating manuals For this purpose the Board has an Investment Committee, comprised of board members as well as executive officers from the Investment and Risk Departments This committee is responsible for defining the strategic allocation of assets, any permitted deviations for such as well as the framework for tactical operations, among others. The Investment Committee analyzes new investment opportunities which are presented first to the risk team and then for the approval of the Risk Committee. The functions of the Risk Committee include approving quotas, new types of operations, markets and assets, evaluating investment overruns and resolving any conflicts of interest 170 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2. Risk Management Note - Risk to Insurance Business 2.1. Insurance business profile The Chilean Insurance company has the highest concentration with regard to the Individual Insurance business, which can be divided up between the Unit Linked and Universal Life branches The largest volume relates to the Unit-Linked portfolio, which is an important source of growth for the company, while Universal Life has been closed (run- off) for over ten years Furthermore, the Life Annuities business was reopened in 2012 (after selling off its portfolio in 2009). This business is another important source of growth for the company. Traditional Individual insurance is heavily concentrated in a portfolio of endowment insurance, which was also closed (runoff) more than ten years ago. The Traditional Individual insurance business also consists to a lesser extent of Temporary Insurance and Individual Health Insurance (covering higher expenses). The Collective Insurance business is concentrated in Credit Collective Insurance, and to a lesser extent (since it is short term insurance) in Collective Health (reimbursed expense) and Life Insurance. Finally, Disability and Survivorship insurance declined significantly during the year, since it has been closed due to the fact that the company has not been awarded coverage as a result the last three tenders (change in legal provisions that took place five years ago) The Peruvian Insurance company shows a marked concentration in Life Annuities, which is the most important source of growth for the company Additionally, there has been a growth in the Traditional Insurance business as well as with Insurance and Savings Plans Collective insurance shows the highest degree of stability, while that of Disability and Survivorship insurance has begun to decline due to the fact that the company has not been awarded coverage as a result of joint tenders (recent changes to legal provisions) The Mexican insurance company only sells Life Annuity insurance (exclusive business purpose). This business was reopened during the year (after being closed for more than five years), whereupon it produced a moderate growth. Reinsurance is only conducted in Chile and Peru Particularly in Chile, where Collective Insurance business shows a significant premium assigned as part of the credit insurance portfolio and subsequently the traditional individual insurance portfolio. 2.2. Business Risk Risk to the insurance business relates to changes in variables that could: (1) affect the financial results of the Company in a particular year (volatility risk), or (2) affect long-term commitments to clients (Risk of Structural Changes). 2.2.1. Volatility Risk From the standpoint of volatility risk, the financial effects (Income after Tax and Equity) over a one-year time horizon are analyzed here, possible changes to the following items are taken into account: 171 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 demographics: the effects of a 10 % increase with the longevity, mortality and morbidity rates are analyzed over a one year period client factors: the effects of a 10 % increase with the exit rate over a one year period i the case of clients with savings policies Changes in fund returns: the effects of a 10 % decline in savings policy funds (Unit-linked policies), particularly lower management commission income. The following table shows the effects of Volatility Risk on SURA Asset Management S.A.'s business. It is important to note that these effects cannot be aggregated given a diversification effect existing between these, and within the same cause (type of risk type); there is also diversification across countries. Insurance Volatility Risk - 1 year horizon (USDm) Variance After tax P&L and Equity impact 2013 After tax P&L and Equity impact 2012 +10% Mortality (2.3) (3.1) Chile Peru Mexico (1.0) (1.2) 0.0 (1.2) (2.0) 0.0 +10% Morbidity (3.0) (5.8) Chile Peru Mexico (1.9) (1.2) 0.0 (3.9) (2.0) 0.0 + 10% Longevity (0.7) (0.6) Chile Peru Mexico (0.1) (0.5) (0.1) 0.0 (0.5) (0.1) +10% Lapses 0.3 0.3 Chile Peru Mexico 0.3 0.0 0.0 0.3 0.0 0.0 +10% fee (Unit Linked) (0.5) (0.4) Chile Peru Mexico (0.5) 0.0 0.0 (0.4) 0.0 0.0 172 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The greatest effects come from demographic risks relating to the coverage provided by various insurance companies. The most significant of these is the Morbidity Risk. This mainly related to Collective Healthcare Insurance in Chile, which showed a decline for the year given the fact that a major account with state-owned companies (covering their employees) was not renewed, as well as Disability and Survivorship insurance in Peru, which declined due to failing to be awarded coverage during the year (run- off) Additionally, there is a material mortality risk exposure relating to Disability and Survivorship insurance in Peru (run- off), as well as Life Insurance in Chile, both businesses showing decline for the aforementioned adjudication reasons. Impacts regarding Longevity Risk have to do with the volume of each Company’s portfolio. Regarding the risk of the exit rate increasing with savings policies, this shows a positive effect in the first year because of the surrender charges associated with these policies in the first years of operation. This positive effect in the short term would be offset by the negative effect of decreasing the value of the portfolio due to higher policy exit rates. Regarding the effect of a decline in savings policy funds, Chile would be impacted, due to its high volume of unitlinked policy portfolio thereby affecting its commission income in the form of a lower policy value. 2.2.2. Risk of Structural Changes From the perspective of structural change, the financial effects (Profit after Tax and Equity) as a result of a change to the most important parameters used in assessing the value of long-term commitments to policyholders, were analyzed. It is important to note that such a structural effect has implications for volatility risk expectations for future years (not just the first year), thus affecting the value of long-term reserves for policy portfolios, with the corresponding impact on the financial statements over one year. In this regard, possible structural changes to demographics were taken into account, analyzing the effects of a structural 10% increase in longevity, mortality and morbidity rates. The following table shows the effects Risk of Structural Changes on SURA Asset Management S.A.. It is important to mention that these effects cannot be aggregated because of the prevailing diversification effect. On the other hand, it is important to note that structural changes to demographic parameters respond to phenomena that do not occur frequently, but nevertheless have a greater impact. 173 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Insurance Risk - long term impact (USDm) Variance After tax P&L and Equity impact 2013 After tax P&L and Equity impact 2012 +10% Mortality (4.9) (8.0) Chile Peru Mexico (4.3) (0.5) 0.0 (4.9) (3.2) 0.0 +10% Morbidity (1.5) (3.7) Chile Peru Mexico (1.5) 0.0 0.0 (1.5) (2.2) 0.0 + 10% Longevity (29.2) (24.7) Chile Peru Mexico (4.0) (19.1) (6.1) (1.3) (17.7) (5.7) The greatest effect comes from Longevity Risk, which is concentrated in each business line in keeping with the volume of the Life Annuities reserves. This risk increases during the year due to the growth of this business in Chile and Peru Regarding the Mortality and Morbidity Risks, these are diminished significantly by the run -off with the Disability and Survivorship insurance portfolio in Peru. As for Chile, both risks remain relatively stable during the year; both relating to the portfolio of Individual Insurance (Mortality Risk associated mostly with main coverage, and the Morbidity Risk associated with additional coverage). 2.2.3. Mitigating Factors in Business Risk Underwriting policies and reinsurance contracts mitigate the risks that could affect SURA Asset Management S.A.'s income and equity in Chile and Peru, Here it is worthwhile noting that Life Annuity portfolios are not subject to reinsurance and depending on the jurisdiction, local rules and regulations allow for risk to be selected by abstaining from offering the products in certain cases. The underwriting strategy is designed to avoid the risk of anti - selection and ensure that rates cover the real risk. Here we have health statements and medical checkups as well regular reviews of claims experience and product pricing. There are also underwriting limits to ensure proper selection. The Company's reinsurance strategy includes automatic contracts that protect against the loss frequency and severity. Negotiated reinsurance includes proportional coverage, excess loss and catastrophic loss 174 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3. Financial Risk Financial Risk for the insurance business relate to changes in financial variables that could directly affect the Company's results. These include Credit, Market and Liquidity Risk. The following table shows the structuring of the Companies’ asset portfolios. Investment Assets - 2013 (USDm) 2.3.1. Country Fix Income Mortgages Real Estate Unit Linked Funds TOTAL % Chile % including Unit Linked % excluding Unit Linked 669.4 50.4% 79.3% 0.0 0.0% 0.0% 175.0 13.2% 20.7% 0.0 484.7 1,329.1 43.0% 0.0% 0.0% 36.5% Peru % including Unit Linked % excluding Unit Linked 1,066.5 83.9% 83.9% 123.1 9.7% 9.7% 62.7 19.3 0.0 4.9% 4.9% 1.5% 1.5% 0.0% 1,271.5 41.1% Mexico % including Unit Linked % excluding Unit Linked 490.9 100.0% 100.0% 0.0 0.0% 0.0% 0.0 0.0 0.0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 490.9 15.9% TOTAL % including Unit Linked % excluding Unit Linked 2,226.8 72.0% 85.4% 123.1 4.0% 4.7% 237.7 7.7% 9.1% 19.3 0.6% 0.7% 484.7 15.7% Equity 2013 3,091.6 Credit Risk Credit risk for the insurance business is analyzed from the following perspectives: - Credit risk on portfolio of financial assets Counter party credit risk on existing accounts receivable Reinsurance credit risk 2.3.1.1. Credit Risk with Financial Assets The portfolio of financial assets supporting reserves (with the exception of Unit-Linked policies) and Additional Funds (Regulatory Capital, Business Capital, etc.) is mostly invested in fixed income instruments, and to a lesser extent in Derivatives and Structured Notes. The following table shows a breakdown of this portfolio. Total assets falling in this category for 2013 came to USD$ 2,349.9 million, remaining relatively constant during the year. This was due to currency depreciation in different countries, the increase in interest rates in Peru and Mexico, which was partially offset by the increase in the volume mainly with the line of Life Annuities. 175 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Credit Risk - Exposure (USDm) Asset Class Derivatives Fix Income TOTAL 0.6 2,297.2 Chile 0.0 0.6 0.0 669.4 1,156.6 471.1 Peru Mexico Structure Notes 2013 TOTAL Derivatives Fix Income 52.1 2,349.9 0.7 2,290.8 53.6 2,345.1 0.0 32.4 19.7 669.4 1,189.6 490.9 0.0 0.7 0.0 494.1 1,257.7 539.0 0.0 27.5 26.1 494.1 1,285.9 565.1 Structure Notes 2012 TOTAL The following table shows the financial asset portfolio subject to credit risk broken down by industry. Here we can see that concentrations per industry remain relatively stable from one year to the next. Much of the portfolio is invested in government bonds, followed by investments in bonds issued by the financial sector. With regard to the real sector, we have investments in bonds issued by the Manufacturing, Oil and Energy sectors, followed by bonds issued by the Construction and Materials sector. Financial Assets subject to Credit Risk, Industry Exposure (USDm) Manufacturing, Petroleum & Energy Natural Resources Other Financial Services Government Retail & Wholesale Construction y Materials 2012 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.7 0.0 0.7 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 67.5 36.7 28.8 2.1 217.6 40.0 177.7 0.0 322.1 63.5 249.1 9.5 57.8 30.7 27.1 0.0 345.8 126.4 208.5 10.9 310.9 108.2 202.8 0.0 1,075.5 231.2 330.9 513.3 6.0 0.0 0.0 0.0 0.0 0.0 53.6 0.0 6.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 27.5 26.1 949.0 195.6 304.8 448.7 67.5 36.7 28.8 2.1 217.6 40.0 177.7 0.0 322.1 63.5 249.1 9.5 57.8 30.7 27.1 0.0 345.8 126.4 208.5 10.9 365.2 108.2 231.0 26.1 Asset Class Financial Services Government Retail & Wholesale Construction y Materials 2013 Derivatives Chile Peru M exico 0.6 0.0 0.6 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 Fix Income Chile Peru M exico 343.4 176.7 166.7 0.0 943.0 195.6 298.8 448.7 Estructurate Notes 46.1 Chile Peru M exico 0.0 26.4 19.7 TOTAL Chile 390.1 176.7 193.7 19.7 Peru M exico Manufacturing, Petroleum & Energy Natural Resources Other 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 22.4 9.0 11.1 2.4 241.4 39.0 202.5 0.0 318.0 27.8 279.4 10.8 49.1 18.1 31.0 0.0 273.5 61.0 200.0 12.5 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 1,075.5 231.2 330.9 513.3 22.4 9.0 11.1 2.4 241.4 39.0 202.5 0.0 318.0 27.8 279.4 10.8 49.1 18.1 31.0 0.0 273.5 61.0 200.0 12.5 The following table shows the Financial Asset Portfolio subject to credit rating risk (International Scale regardless of notches). Every country is seen to be relatively concentrated in the Sovereign Risk category: Chile has an AA sovereign rating, with Peru and Mexico both holding a BBB. It is also worth noting that less than 5% of the portfolio is invested in bonds with credit ratings lower than BBB. The Unrated Asset Portfolio corresponds to Mortgage Loans underwritten in Peru which were purchased by the Insurance company in this same country. 176 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Financial Assets subject to Credit Risk by Issuers Credit Rating (USDm) Asset Class AAA AA A BBB BB B Unrated AAA AA A 2013 BBB 2012 BB B Unrated Derivatives Chile Peru M exico 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.6 0.0 0.6 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.7 0.0 0.7 0.0 Fix Income Chile Peru M exico 9.5 0.0 9.5 0.0 280.7 267.0 13.8 0.0 325.1 281.9 43.2 0.0 1,480.5 120.6 889.7 470.3 78.2 0.0 77.3 0.9 0.0 0.0 0.0 0.0 123.1 0.0 123.1 0.0 10.8 0.0 10.8 0.0 277.2 263.9 13.3 0.0 218.0 162.3 55.7 0.0 1,621.9 67.9 1,015.9 538.1 65.2 0.0 64.2 1.0 0.0 0.0 0.0 0.0 97.8 0.0 97.8 0.0 Estructurate Notes 0.0 25.7 1.8 24.6 0.0 0.0 0.0 0.0 26.1 12.0 15.5 0.0 0.0 0.0 Chile Peru M exico 0.0 0.0 0.0 0.0 6.0 19.7 0.0 1.8 0.0 0.0 24.6 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 26.1 0.0 12.0 0.0 0.0 15.5 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 TOTAL Chile 9.5 0.0 9.5 0.0 306.5 267.0 19.8 19.7 327.0 281.9 45.1 0.0 1,505.1 120.6 914.2 470.3 78.2 0.0 77.3 0.9 0.0 0.0 0.0 0.0 123.8 0.0 123.8 0.0 10.8 0.0 10.8 0.0 303.3 263.9 13.3 26.1 230.0 162.3 67.7 0.0 1,637.4 67.9 1,031.4 538.1 65.2 0.0 64.2 1.0 0.0 0.0 0.0 0.0 98.5 0.0 98.5 0.0 Peru M exico 2.3.1.2. Credit Risk - Breakdown of Mortgage Loan Portfolio in Peru The following table shows the Mortgage Loan portfolio of the Peruvian Insurance company, in terms of default periods and balances. Furthermore, default rates are based on the portfolio´s historic performance. Additionally, losses given default are calculated depending on mortgage collateral and historic standardization regarding outstanding debt. Finally, the expected loss for each section is shown. Mortgages Portfolio - Insurance - 2013 (USDm) Portfolio Oustanding Amount Default probability Loss given default Expected Loss Expected Loss % No installments in arrears 1 or 2 months in arrears 109.6 1.2% 8.8% 0.1 0.1% 8.7 28.8% 8.8% 0.2 2.5% 3 to 23 months in arrears 4.6 100.0% 10.5% 0.5 10.5% 24 to 35 months in arrears 0.3 100.0% 26.0% 0.1 26.0% More than 36 months in arrears 0.0 100.0% 100.0% 0.0 0.0% Total 123.1 0.9 0.7% 2.3.1.3. Impairment of Financial Assets At the end of each quarter an impairment test is performed on financial assets. Here, variables such as the difference between book values (amortized cost) and market values are monitored as well as the increase in the spread as of the time of purchase. In the event that certain pre-defined thresholds are exceeded, an Asset Impairment Evaluation is performed, in which a credit analysis is carried out on the position held. This can be done even when the aforementioned thresholds have not been exceeded but rather an alert has been given as a result of monitoring the credit risk of each company. This credit analysis defines whether an impairment is applicable No impaired assets were detected for the year. 177 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.1.4. Credit Risk to Other Assets The following table shows Other Assets subject to credit risk such as: Loans and Accounts Receivable, Accounts Receivable due to Reinsurers, Accounts Receivable due on Insurance Premiums and Cash or Cash Equivalents. Total Assets in this category for 2013 came to USD$ 88.0 million, remaining relatively constant during the year. In terms of the impairment to these assets, the only impaired portion found was to accounts receivable due on insurance premiums in Chile. For 2013, the amount corresponding to the impaired portion came to USD$ 0.06 million, while for 2012 this came to USD$ 0.08 million. Credit Risk - Other Assets Exposure (USDm) Loans and Reinsurance Insurance receivables Assets receivables 2013 Asset Class TOTAL Chile Peru M exico 24.0 19.3 4.7 0.0 13.6 9.9 3.7 0.0 20.9 10.1 10.8 0.0 Cash and equivalents TOTAL 39.3 12.7 16.8 9.8 97.8 52.0 36.0 9.8 Loans and Reinsurance Insurance receivables Assets receivables 2012 27.7 21.8 5.9 0.0 15.2 10.7 4.5 0.0 30.4 9.8 20.6 0.0 Cash and equivalents TOTAL 17.5 6.4 11.1 0.0 90.8 48.7 42.1 0.0 2.3.1.5. Credit Risk - Breakdown of Reinsurance Assets The following table shows a breakdown of Reinsurance Accounts Receivable and Assets (Assigned Reserve); showing the counter party creditworthiness as well as geographic diversification. Reinsurance Asset Portfolio 2013 (USDm) Chile Reinsurer Ceded Receivables Premiums Peru Total Ceded Receivables Premiums Mexico Total Ceded Receivables Premiums Total Total Ceded Receivables Premiums Total Rating Home Office A A+ A+ A AAA AA AAAA A A A+ A+ A+ A+ AABBB+ A AAAAABBB+ BBB+ USA France Barbados Italy Germany Switzerland Germany Germany Ireland Spain American Bankers Life Assurance Co. AXA Corporate Solutions Life Reinsurance Co Scotia Insurance (Barbados) Ltd** Assicurazioni Generali SPA General Reinsurance AG Swiss Re Life & Health America Inc M uenchener Rueckversicherungs-Gesellschaft AG Hannover Ruckversicherung AG XL RE Latin America LTDA. M apfre Re Compania de Reaseguros SA CONVERIUM LTD Everest Reinsurance Company QBE Reinsurance Corporation SCOR Global Life US Reinsurance Co Inc FOLKSAM ERICA Reinsurance Company Reaseguradora PATRIA AON Group Limited ODYSSEY America Reinsurance corporation M UTUELLE Centrale de Reassurance R V VERSICHERUNG AG LLOYD’'S Syndicate 1400 Sagicor Life Insurance Company * BF&M Insurance Company Ltd * 0.9 5.4 0.2 2.0 0.8 0.1 0.5 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 13.7 0.6 4.9 1.0 2.1 1.1 0.2 0.0 0.0 0.4 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 14.6 5.9 5.1 3.0 2.9 1.2 0.8 0.0 0.0 0.4 0.0 0.0 0.0 0.1 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.4 1.1 0.5 0.0 0.4 0.3 0.2 0.1 0.2 0.2 0.1 0.1 0.1 0.1 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.4 1.1 0.5 0.0 0.4 0.3 0.2 0.1 0.2 0.2 0.1 0.1 0.1 0.1 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.9 5.4 0.2 2.0 0.8 0.1 0.9 1.1 0.5 0.0 0.4 0.3 0.2 0.1 0.2 0.2 0.1 0.1 0.1 0.1 0.0 0.0 0.0 13.7 0.6 4.9 1.0 2.1 1.1 0.2 0.0 0.0 0.4 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 14.6 5.9 5.1 3.0 2.9 1.2 1.2 1.1 0.5 0.4 0.4 0.3 0.2 0.2 0.2 0.2 0.1 0.1 0.1 0.1 0.0 0.0 0.0 Total 9.9 24.1 34.0 3.7 0.2 3.7 0.0 0.0 0.0 13.6 24.1 37.7 Colateral Run-off Colateral France Bermuda USA France USA M exico England USA France Germany England Caribean England Run-off Run-off Run-off Reinsurance assets are assessed for impairment on a regular basis should any event arise that could cause an impairment to such. Triggers can include legal disputes with third parties, changes in counter party credit ratings and historic collection experience with specific reinsurers. In the case of SURA Asset Management S.A.'s insurance companies no impairment was detected on reinsurance assets. 178 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.2. Market Risk The Market Risk for SURA Asset Management S.A.'s Insurance Companies is analyzed from the following perspectives: - Interest rate risk Currency risk: open position and inflation (deflation) Exchange rate risk on equity and real estate assets 2.3.2.1. Interest Rate Risk The risk to the interest rate is analyzed from the following perspectives: (1) accounting records (accounting mismatches in the equity accounts), and (2) the reinvestment or adequacy of Assets / Liabilities. 2.3.2.1.1. Interest Rate Risk from the accounting standpoint Fixed Income Assets for the Insurance Companies are recorded as Available for Sale. Thus interest accruals pass through the income accounts at their amortized cost with inflation adjustments also passing through the income accounts. However changes in market interest rates are recorded in the equity accounts (without affecting income) as unrealized gains or losses, which are reflected in the income accounts when the asset is sold. Long Term Technical Reserves are recorded at the rate for which the policy is issued (this is an implicit rate calculated on the ratio between the premium and expected cash flows) and remain fixed throughout the term of the policy. Thus interest accruals on policies pass through the income accounts based on the level of these rates; together with inflation adjustments Consequently, financial results are symmetrical: since the rate of each asset (at amortized cost) and each policy is fixed. The spread between assets and liabilities is recorded on the income accounts. However, equity is exposed to fluctuations in market interest rates on assets (even when these are not recognized in the income accounts) as there are no such market fluctuations in the case of liabilities. Given the aforementioned accounting mismatch, the following table shows the effects of 100 basis point increases in interest rates on the equity accounts: Interest Rate Risk, accounting perspective +100bps (USDm) Country Exposure Duration TOTAL Chile Peru Mexico 2,349.3 669.4 1,189.0 490.9 9.3 6.9 11.9 After tax P&L impact Equity impact 2013 0.0 0.0 0.0 0.0 (172.9) (49.6) (82.3) (41.0) Exposure Duration 2,345.1 494.1 1,285.9 565.1 7.9 8.3 12.1 After tax P&L impact Equity impact 2012 0.0 0.0 0.0 0.0 (186.5) (31.5) (107.0) (48.0) 179 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.2.1.2. Interest Rate Risk - from the Reinvestment perspective From the standpoint of matching of rates between assets and liabilities, the following table shows interest credited to the reserve and accrual rates on the book value of assets. Consequently, the investment margin can be obtained from the various businesses in terms of currency. Assets and Liabilities - 2013 (USDm) Country Assets (Fair Value) Assets (Book Value) Asset Interest Rate (Book Value) Liabilities Interest Credited Chile Local nominal currency Local real currency** USD 844.5 0.0 844.5 0.0 745.1 0.0 745.1 0.0 0.0% 5.3% 0.0% 602.4 0.0 602.4 0.0 0.0% 3.8% 0.0% Peru Local nominal currency* Local real currency USD* 1,271.5 198.4 449.8 623.3 1,203.7 212.2 406.1 585.5 7.3% 4.3% 6.7% 1,118.0 194.1 348.3 575.7 6.0% 2.9% 5.1% Mexico Local nominal currency Local real currency USD 490.9 0.0 490.9 0.0 453.1 0.0 453.1 0.0 0.0% 4.5% 0.0% 415.9 0.0 425.8 0.0 0.0% 4.2% 0.0% * When applicable, includes policy predifine adjustment ** Excludes Unit Linked (Assets and Liabilities at Fair Value through P&L) To estimate the sustainability of the investment margin (asset interest accrual on the recognition of interest corresponding to liabilities) a Liability Adequacy Test is performed. This test verifies that flows of assets (including the proposed reinvestment) in conjunction with premiums payable on existing commitments is sufficient to meet the commitment set out in the reserve. Should any inadequacy be detected, the reserve must be increased along with the volume of assets. The following table shows the levels of adequacy. Test of Adequacy - Insurance Liabilities - 2013 (USDm) Country Insurance Liability Adequacy Chile 602.4 9.7% Peru 1,118.0 25.7% Mexico 415.9 2.1% 2.3.2.2. Currency Risk Currency Risk for the insurance business is related to potential currency mismatches between assets and liabilities and changes in currency appreciation / depreciation. Thus, two types of currency risks can be seen: (1) risks with open positions, and (2) the risk of inflation (deflation). For reference purposes, the following table shows the position of assets (investment) and liabilities (reserves) divided up between the different currencies. 180 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Currency exposure - 2013 (USDm) Country and currency Investment Assets Exposure Insurance Liabilities Exposure 2013 2.3.2.2.1. Chile - UF (local real currency) Chile - Pesos (local nominal currency) Chile - USD Chile - Other foreing currencies Total Chile 844.5 0.0 0.0 484.7 1,329.1 578.3 0.0 0.0 484.7 1,063.0 Peru - Local real currency Peru - Nuevos Soles (local nominal currency) Peru - USD Peru - Other foreing currencies Total Peru 449.8 198.4 623.3 0.0 1,271.5 348.3 194.1 575.7 0.0 1,118.0 Mexico - UDI (local real currency) Mexico - Pesos (local nominal currency) Mexico - USD Mexico - Other foreing currencies Total Mexico 490.9 415.9 0.0 0.0 0.0 0.0 0.0 0.0 490.9 415.9 Total - Local real currency Total - Local nominal currency Total USD Total Other foreing currencies 1,785.2 198.4 623.3 484.7 1,342.5 194.1 575.7 484.7 TOTAL 3,091.6 2,596.9 Exchange Rate Risk - Open Position The following table shows the impact that a 10% drop in the value of the USD$ would have on income after tax as well the impact on equity. The results of this sensitivity are explained by a greater position of assets over liabilities in USD. Sensitivity -10% USD Depreciation - 2013 (USDm) Country After tax P&L impact Equity impact 2013 Chile Peru Mexico 0.0 (4.8) 0.0 0.0 (4.8) 0.0 TOTAL (4.8) (4.8) 181 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.2.2.2. Risk of Inflation (Deflation) The following table shows the impact of a 1% negative change in inflation would have on income after tax and equity. The results of this sensitivity are explained by a greater position of assets over liabilities in real currency Sensitivity 1% Deflation - 2013 (USDm) After tax P&L impact Equity impact 2013 Country Chile Perú México (2.1) (0.8) (0.5) (2.1) (0.8) (0.5) TOTAL (3.5) (3.5) 2.3.2.3. Pricing Risks to Equity and Real Estate Risks relating to pricing for the insurance business relate to maintaining positions in assets that are subject to changes in market prices. Here positions taken with equity securities are distinguished from those taken with real estate assets. The following table shows the impact of a 10% drop in the price of the aforementioned assets on income after tax and equity. Sensitivity - 10% Asset Value (USDm) Country - Asset Class After tax P&L impact Equity impact 2013 After tax P&L impact Equity impact 2012 Chile Real Estate Chile Equity (14.0) 0.0 (14.0) 0.0 (13.1) 0.0 (13.1) 0.0 Peru Real Estate Peru Equity (6.3) (1.9) (6.3) (1.9) (4.5) (0.8) (4.5) (0.8) Mexico Real Estate Mexico Equity 0.0 0.0 0.0 0.0 (0.0) 0.0 (0.0) 0.0 Total Real Estate Total Equity (20.3) (1.9) (20.3) (1.9) (17.6) (0.8) (17.6) (0.8) 182 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.3. Liquidity Risk The following table shows the flows of assets and liabilities for periods of 0-12 months and 13-36 months. This includes liquidity held for immediate use if necessary Total liquidity shows the net interaction between incoming and outgoing flows, including liquid funds. Liquidity Risk - Short Term Exposure (USDm) Country 0 - 12 months 13 - 36 months 0 - 12 months 2013 13 - 36 months 2012 Chile Liquidity 39.8 36.3 39.8 88.6 Assets cashflows Cash and equivalents 74.3 12.7 144.2 65.6 6.4 133.1 Liabilities and expenses cashflows 47.2 107.8 32.2 44.5 Peru Liquidity 6.7 80.3 14.3 34.2 Assets cashflows Cash and equivalents 116.2 16.8 214.1 113.0 11.1 166.1 Liabilities and expenses cashflows 126.3 133.8 109.9 131.9 Mexico Liquidity 2.9 -12.1 -16.9 -8.6 Assets cashflows Cash and equivalents 21.7 9.8 43.7 10.8 0.0 45.5 Liabilities and expenses cashflows 28.6 55.8 27.7 54.1 Total Liquidity 39.8 36.3 39.8 88.6 Assets cashflows Cash and equivalents 74.3 12.7 144.2 0.0 65.6 6.4 133.1 0.0 Liabilities and expenses cashflows 47.2 107.8 32.2 44.5 183 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.4. Mitigating Factors - Financial Risk 2.3.4.1. Market Risk Market risk management forms part of ALM (Assets and Liabilities Management) which is a dynamic and continuous process. This begins with analyzing the liability profile of SURA Asset Management S.A., and depending on the corresponding risk appetite / return, a strategic asset allocation plan is drawn up, taking into account the feasibility of implementing such given market conditions (liquidity and depth) and the weight of existing portfolio of investments (especially in relation to terms and accrual rates) This strategic asset allocation is reflected in the Company´s investment mandate (or policy), which sets targets, limits, etc. This investment policy is reviewed annually, and whenever a new type of asset is proposed (which triggers a special analysis) or whenever there is a material change to business profile. Additionally, in the case of a material transaction (purchase or sale) that could affect the risk / return profile of SURA Asset Management S.A. and Subsidiaries, the corresponding analyses are performed to ensure that the transaction in question is appropriate and the impacts of such are anticipated. Mitigating market interest rate risk includes taking into account the current position of interest accruing on liabilities and the adequacy of the accrual structure with regard to the asset portfolio. This aimed at taking measures to mitigate the reinvestment risk relating to the asset portfolio Market risk is controlled by monitoring duration mismatches as well accrual rates relating to the asset portfolio. Likewise, SURA Asset Management S.A.'s business units perform different sensitivity analyses on their investments with regard to market risk, mainly from changes in interest rates. Mitigating market risk in the form of price changes mainly focuses on real estate asset management, since SURA Asset Management S.A.'s business units do not have any material variable-income investments (in addition to those assigned to the client as part of individual account funds) Here, the concentration of this real estate portfolio is monitored. Furthermore, lessee creditworthiness and the concentration in each industrial sector are monitored to mitigate any material impact due to breaches of lease contracts. 2.3.4.2. Credit Risk Credit risk is managed from two standpoints. The first relates to individual analyses of the creditworthiness of potential issuers when the corresponding securities are included in the investment portfolio. This determines whether the issuer is accepted or rejected. The second relates to the analyzing the portfolio on an aggregate level and takes into account concentration limits per type of fixed-income assets (e.g. limits on bank / corporate bonds etc.) as well as issuer constraints depending on their credit risk ratings This also includes a weighted rating of the corresponding portfolio as well as minimum thresholds both facets of credit risk management are monitored periodically, so as to take corrective measures in the case of market movements or equity securities triggering an alert with regard to the limits or targets set. 184 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2.3.4.3. Liquidity Risk Liquidity risk is mitigated by reconciling assets with liabilities from the standpoint of short-term flows In the case of run-off portfolios, the relationship between liquid assets and commitments on the part of SURA Asset Management S.A.'s business units is monitored, identifying assets that have become a priority in terms of their early sales, so as to ensure least impact on accrual rate and block portfolio. 3. Risk Management Notes - Risks to Fund Management Companies 3.1. Fund Management Business Profile The table below contains information regarding SURA Asset Management S.A.'s fund management business showing individual and institutional funds per business unit. Total Assets under Management for 2013 came to USD$ 3,828.3 million, 78.5 % of which corresponds to institutional funds and the remaining 21.5 % individual funds. Mutual Funds - Business Profile 2013 (USDm) 3.2. Country Retail Assets Under Management Institutional Assets Under Management Chile Mexico Peru Uruguay 534.8 174.2 112.1 3.5 35.6 2,813.0 155.1 0.0 Total 824.6 3,003.7 Business Risk Business Risk for the Fund Management firms relate to changes in variables affecting the Company’s financial results. Here possible changes are taken into account regarding the following items: - Commission income: the effects of a 10% drop in commission income are analyzed. - client factors: the effects of a 10% increase in clients transferring out are analyzed The following table shows the effects of Volatility Risk to SURA Asset Management S.A. It is important to note that although certain sums are calculated for reporting purposes, the impact of these cannot be aggregated linearly, given the prevailing diversification effect. There is also a diversification between countries in terms of a same cause (type of risk). 185 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Business Risk Volatility - 1 year horizon (USDm) Sensitivity After tax P&L and Equity impact 2013 After tax P&L and Equity impact 2012 -10% in Fee (1.5) (1.3) Chile M exico Peru Uruguay (0.2) (1.1) (0.2) (0.0) (0.1) (0.9) (0.2) 0.0 +10% in Lapses (0.4) (0.3) Chile M exico Peru Uruguay (0.0) (0.3) (0.0) (0.0) 0.1 (0.4) (0.0) 0.0 The greatest effects correspond to risks with commission income. This sensitivity is generic and could be largely explained by: (1) a reduction in commission rates (which are low given market competition, etc.); and (2) a drop in the number of funds existing. Regarding the risk of the exit rate increasing, its magnitude is related to the surrender rate in each of the markets where SURA Asset Management S.A. operates, with the greatest risk in Mexico 4. Risk Management Notes - Risks With Other Companies The purpose of this section is to supplement the previous risk notes referring to other subsidiaries of SURA Asset Management S.A. that do not classify in the Pension, Insurance and Funds Management categories. Here, the Peruvian Mortgage Loan Company and the Chilean Brokerage firm were analyzed 4.1. Peruvian Mortgage Loan Company The main business purpose of this company is to place mortgage loans that are then transferred to the insurance company of said Business Unit, so these securities can be used in support of its Technical Reserves. Consequently this Mortgage Loan company manages a small residual loan portfolio. The following table shows the company’s Mortgage Loan portfolio, in terms of default terms and debt. Additionally, based on the portfolio´s historic performance, the corresponding default rate is calculated. Also, losses given default are calculated depending on mortgage collateral and standardization history regarding outstanding debt. Finally, the expected loss for each segment is shown. 186 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Mortgages Portfolio - Mortgage Company - 2013 (USDm) Portfolio Oustanding Amount Default probability Loss given default Expected Loss Expected Loss % No installments in arrears 1 or 2 months in arrears 23.1 1.2% 8.8% 0.0 0.1% 0.4 28.8% 8.8% 0.0 2.5% 3 to 23 months in arrears 0.3 100.0% 10.5% 0.0 10.5% 24 to 35 months in arrears 0.0 100.0% 26.0% 0.0 0.0% More than 36 months in arrears 0.0 100.0% 100.0% 0.0 0.0% Total 23.8 0.1 0.3% 4.2. Chilean Brokerage Firm The Chilean Brokerage Firm has the following three main business purposes: (1) serve as a vehicle for maintaining client relationships in certain segments; (2) distribute Open Architecture Funds, and (3) provide brokerage services for the Chilean Stock Market. With regard to that stipulated in (2), the company manages open architecture funds amounting to USD$ 136.0 million. The management firms with which it operates are: Black Rock, ING Luxemburg, BTG Pactual Chile and Principal Chile. With regard to that stipulated in (3) it is worth noting that this firm has only recently been set up and therefore, based on the Company´s policy, it does not manage a portfolio that could be affected by financial risks and conflicts of interest. 35. Information regarding Related Parties Transactions between related parties include: - Loans between related companies: with contractually stipulated terms and conditions for which interest accruals are based on market rates. All are paid back in the short-term Financial, management, IT and payroll services Leases and subleases of office and retail space, as well as re-invoiced public utility bills corresponding to such. Cash reimbursements It is worthwhile noting that all these are considered to be short-term transactions. Balances are reconciled at the end of each year, in order to eliminate all applicable intercompany transactions. The exchange difference with recorded rates are charged to the income accounts on the Consolidated Financial Statements. The Company performed the following transactions with related parties: Transaction Investments Dividends received Accounts payable Reported By: Grupo SURA Latin American Holdings B.V. Grupo SURA Latin American Holdings B.V. SURA Asset Management S.A. For: Protección S.A. Protección S.A. Grupo de Inversiones Value 135,198 4,185 30 187 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Suramericana S.A. Account payable Expense Expense SURA Asset Management S.A. SURA Asset Management S.A. SURA Asset Management S.A. SURA Chile S.A. Seguros Generales Suramericana S.A Grupo de Inversiones Suramericana S.A 283 12 7 The following is a breakdown of SURA Asset Management S.A.'s related parties at December 31, 2013: a) Companies under the direct control of Grupo de Inversiones Suramericana S.A., the parent company of SURA Asset Management: Seguros Generales Suramericana S.A. Seguros de Vida Suramericana S.A. Inversiones y Construcciones Estratégicas S.A.S. Operaciones Generales Suramericana S.A.S. EPS y Medicina Prepagada Suramericana S.A – EPS Sura Consultoria en Gestion de Riesgos Suramericana S.A.S. Dinamica IPS S.A. Servicios de Salud IPS Suramericana S.A. Seguros de Riesgos Laborales Suramericana S.A. – ARL SURA Inversura Panama Internacional S.A. Seguros Suramericana S.A.(Panama) Suramericana S.A. Compuredes S.A. Servicios Generales Suramericana S.A.S. Integradora de Servicios Tercerizados S.A.S. b) Companies in which SURA Asset Management S.A. holds a direct stake: Suam Corredora de Seguros S.A. AFP Integra Wealth Management SURA S.A.C. Tublyr S.A. Administradora de Fondos de Pensiones Protección Activos Estratégicos SURA AM Colombia S.A.S. SURA Asset Management España S.L SUAM Mexico SUAM Peru SURA S.A. c) 99.98% 44.18% 20% 100% 35.11% 100% 100% 100% 100% 2.78% Members of the Board of Directors: Main David Bojanini García Gonzalo Pérez Rojas Miguel Cortés Kotal Martín Escobari Lifchitz Ana Capella Gómez-Acebo Sergio Restrepo Isaza 188 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Carlos Jaime Muriel Gaxiola Marianne Loner Jaime Humberto López Mesa Substitute Ignacio Calle Fernando Ojalvo Javier Suárez Esparragoza Eduardo de Mesquita Samara Javier Olivares Carolina Gómez Carlos Ernesto Santa Bedoya Eileen Fargis Luis Fernando Pérez Cardona The information corresponding to SURA Asset Management S.A. and Subsidiaries´ key personnel is as follows: Salaries and other short-term employee benefits Colombia Executive level Total remuneration for key personnel Amount accruing -2013 Amount accruing - 2012 1,530 1,530 Executive Level Total remuneration for key personnel Retirement pensions and benefits Employment Termination Benefits Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 - 360,915 - - - - - - 360,915 - - - - - Salaries and other short-term employee benefits Chile Other long-term employee benefits Amount accruing - 2013 Amount accruing - 2012 6,947 6,947 Other long-term employee benefits Retirement pensions and benefits Employment Termination Benefits Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 9,954 1,689 9,487 - - - - 9,954 1,689 9,487 - - - - Salaries and other short-term employee benefits Other long-term employee benefits Retirement pensions and benefits Employment Termination Benefits 189 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Mexico Executive Level Total remuneration for key personnel Amount accruing - 2013 Amount accruing - 2012 6,212 6,212 Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 8,876 1,042 - - - - - 8,876 1,042 - - - - - Salaries and other short-term employee benefits Peru Executive Level Total remuneration for key personnel Amount accruing - 2013 Amount accruing - 2012 3,276 3,637 3,276 3,637 Amount paid 2013 Salaries and other short-term employee benefits Uruguay Executive Level Total remuneration for key personnel Amount accruing - 2013 Amount accruing - 2012 1,114 1,114 Other long-term employee benefits Retirement pensions and benefits Employment Termination Benefits Amount paid 2012 Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 694 - - - - - 694 - - - - - Other long-term employee benefits Retirement pensions and benefits Employment Termination Benefits Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 Amount paid 2013 Amount paid 2012 1,372 149 83 - - - - 1,372 149 83 - - - - All those accounts receivable and payable between SURA Asset Management S.A. and Subsidiaries that were eliminated upon consolidating their financial statements are broken down as follows: Company Country Administradora De Fondos De Inversión S.A. AFISA Sura Uruguay Administradora General De Fondos Chile Receivable Payable Expenses Revenues - - - (64) 52 (762) 4,154 2,493 190 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Company Country Receivable Payable Expenses Revenues SURA S.A. AFAP SURA S.A. Uruguay - (65) 282 - Afore SURA S.A. De C.V. Mexico 333 (1,216) 6,719 (2,912) AFP Capital S.A. Chile 0 (22) 14,513 (245) AFP Integra S.A. Peru 16,252 (204) 750 (559) Asesores SURA S.A. De C.V. Mexico 389 - - (4,239) Corredores de Bolsa SURA S.A. Chile - (126) 2,545 (4,498) Data SURA Chile S.A. Chile - - 1 (4,756) Fondos SURA SAF S.A.C. Peru 97 (9) 169 (1) Grupo de Inversiones Suramericana Holanda B.V Holland 71 - - - Grupo SURA A.E Chile Holding 1. B.V. Holland - (98) - - Grupo SURA A.E Chile Holding 2. B.V. Holland - (87) - - Grupo SURA Holanda B.V. Holland 15 (63) - - Grupo SURA Latin America Holdings B.V. Holland 2,202 (69) - - Hipotecaria SURA E.A.H. Peru 3,012 (385) 202 (5) Inverconsa S.A. De C.V. Mexico - - 9 - Mexamlux S.A. Luxemburg - (1) - - Pensiones SURA Peru S.A. Peru - (36) - - Pensiones SURA S.A. De C.V. Mexico - (143) 1,707 - Seguros de Vida SURA S.A. Chile 820 (52) 2,676 (5,537) Seguros SURA S.A. Peru 388 (18,315) 732 (561) Servicios SURA S.A.C. Peru - (0) - - SURA Art Corporation S.A. De C.V. Mexico 119 - - (122) 191 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Company Country SURA Asset Management España S.L. Spain SURA Asset Management Mexico B.V. Holland SURA Asset Management S.A. Colombia SURA Chile S.A. Chile SURA Investment Management S.A. De Mexico C.V. Receivable Payable Expenses Revenues - (2,034) - - 63 1 - - - (283) - - 1,665 - 46 (15,762) 125 (529) 5,380 (3,663) SURA S.A Chile - - - (13) Wealth Management SURA S.A. Peru - (1,104) 24 - 25,604 (25,601) 39,908 (40,445) Total general Transaction 36. Total Valor Reciprocal accounts receivable 25,605 Reciprocal accounts payable 25,599 Investments in Associates The following is a breakdown of investments held in associates at December 31: 2013 457,820 1,230 3,759 4,674 133 9,213 Fondo de Pensiones y Cesantías Protección S.A. Inversiones DCV S.A. Fondos de Cesantías Chile I S.A. Servicios de Administración Previsional S.A. DCV Vida. S.A. Fondos de Cesantías Chile II Total investments in Associates 476,829 2012 - Related parties as appearing at year-end for the years in question are listed below: Name Main Business Activity Registered Place of Business % Stake and Voting Power 192 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Fondo de Pensiones y Cesantías Protección S.A. Inversiones DCV S.A. Fondos de Cesantías Chile I S.A. Servicios de Administración Previsional S.A. DCV Vida. S.A. Fondos de Cesantías Chile II Severance and pension fund management Managing shareholder register Severance and pension fund management Voluntary pension funds Life Insurance Severance and pension fund management Colombia 49.36% Chile 34.82% Chile 22.6% Chile 22.64% Chile 9.95% Chile 19.74% SURA Asset Management holds a 49.36% stake in AFP Protección, a fund management firm handling severance as well as voluntary and mandatory pension funds. In 2011, Protección S.A. purchased the assets belonging to pension fund management firms in El Salvador, AFP Crecer, from the Colombian bank, Bancolombia. AFP Protección is headquartered in Medellin, Colombia. Its shares command a market price of COP 65,000 (USD$ 33.73) and are classified as low liquidity stock on the Colombian Stock Exchange. 193 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 The following financial information concerning our associate Fondo de Pensiones y Cesantías Protección S.A. under local GAAP is summarized as follows: 2013 Total assets 2012 626.756 113.888 - 552.109 75.108 Net assets 512.868 477.001 Operating Revenue 308.795 302.512 Operating Expenses 178.516 204.540 Operating Income 130.279 97.972 Non-Operating Expenses 47.860 47.173 Non-Operating Revenue 5.329 6.212 Net income before tax from continuing operations 87.748 57.011 Income Tax 29.357 21.933 Net Income 58.391 35.078 Total liabilities 37. Information regarding operating segments 37.1 Segments to be reported - For management purposes, SURA Asset Management S.A. is organized into business units based on the services they provide. These are divided up into the following four reporting segments: Mandatory Pension Funds: including the companies AFORE SURA S.A. de C.V. (Mexico), AFP Integra S.A. (Peru), AFP Capital S.A. (Chile) and AFAP SURA S.A. (Uruguay). Their main business activity is collecting and managing the amounts employees pay into their individual mandatory retirement savings accounts as well as managing and paying all those benefits required by the local pension systems. Voluntary Wealth Management: including Administradora General de Fondos S.A. (Chile), SURA Investment Management S.A. de C.V. (Mexico), Fondos SURA SAF S.A.C. (Peru), and Ahorro Inversión SURA Administradora de Fondos de Inversión S.A. (Uruguay). Their main business activity is collecting and managing amounts private individuals pay into their voluntary retirement savings accounts. Also Includes Mutual funds, including Fondos SURA SAF S.A.C. (Peru), Administradora General de Fondos S.A. (Chile), SURA Investment Management S.A. de C.V. (Mexico) and Administradora de Fondos de Inversión S.A. (Uruguay). Their main business activity is handling savings accounts and actively participating on the capital markets. Life Insurance and annuities: including Seguros de Vida SURA S.A. (Chile), Seguros SURA S.A. (Peru) and Pensiones SURA S.A. de C.V. (Mexico). Their main business activity is to sell and handle life insurance and life annuities in all those markets where they are present. 194 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Other and Corporate: including Holding SURA S.A. (Chile), Grupo SURA Latin America Holdings B.V. (Holland), Grupo SURA Holanda B.V. (Holland), Grupo Inversiones Suramericana Holanda B.V. (Holland), SURA Asset Management España S.L. (Spain) amongst others. Their main business activity is to manage investments. Senior Management monitors the operating results of the different business units separately for the purpose of making decisions regarding resource allocation and financial performance. The financial performance of each business segment is evaluated based on operating profit or loss and is measured consistently with operating profit or loss disclosed in the consolidated financial statements. The Group's financing (including financial income and expense) along with income taxes are managed on a centralized basis, since operating segments are not allocated. 37.2 Income Statement per Segment 2013 CHILE 2013 Pensions COLOMBIA Insurance & Annuities Voluntary WM Other & Corporate Pensions URUGUAY Insuranc e& Annuities Voluntar y WM Other & Corporate Insurance & Annuities Pensions EUROPE Voluntary WM Other & Corporate Insurance & Annuities Pensions Voluntary WM Other & Corporate Gross premiums - 552,309 - - - - - - - - - - - - - - Premiums ceded to reinsurers - (55,589) - - - - - - - - - - - - - - Net premiums - - - - - - - - - - - - - - - Fee and commission income Investment income 496,720 233,190 - 8,845 2,325 - - - - 25,456 - 45 - - - - - 7,733 20,131 - 713 - - - - - - - - - - - 4,729 - 1,519 - (1) - - - - - - - - - - - - Gains and losses at fair value 23,771 25,585 - - - - - - 656 - - - - - - - Other operating revenue (999) (649) (6,648) 24,090 - - - 1,138 - - 64 - - - - 53 Total operating revenue 263,695 543,306 2,197 27,127 - - - 1,138 26,112 - 109 - - - - 4,782 - 163,851 - - - - - - - - - - - - - - 1,379 358,752 - - - - - - - - - - - - - - 780 907 161 585 - - - 5,325 520 - 133 - - - - 1,867 7,885 16,082 11 2,593 - - - - 1,386 - 892 - - - - - 92,012 33,829 4,013 61,701 - - - 41,561 7,930 - 1,248 - - - - 862 102,056 573,421 4,185 64,879 - - - 46,886 9,836 - 2,273 - - - - 2,729 161,639 (30,115) (1,988) (37,752) - - - (45,748) 16,276 - (2,164) - - - - 2,053 274 84,471 1 (103) - - - 95 173 - 75 - - - - 35,308 5,471 1,757 489 135 - - - 22,202 206 - 25 - - - - 11,341 156,442 52,599 (2,476) (37,990) - - - (67,855) 16,243 - (2,114) - - - - 26,020 Net realized gains and losses on financial assets available for sale Claims Movementspremium reserves Fee and commission expense Operating expense Other operating and administrative expense Total operating expense Operating income Financial income Financial expense Profit (loss) before income tax on continuing operations 195 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 Income tax 29,630 7,543 (2,601) 6,933 - - - 2,030 3,814 - (318) - 2,944 - - (9,855) Profit (loss) 126,812 45,056 125 (44,923) - - - (69,885) 12,429 - (1,796) - (2,944) - - 35,875 MEXICO PERU Pensions Insurance & Annuities Voluntary WM Gross premiums Premiums ceded to reinsurers - 20,541 - - - Net premiums - 20,541 260,737 2013 Fee and commission income Investment income Net realized gains and losses on financial assets available for sale Gains and losses at fair value Other operating revenue Other & Corporate TOTAL Pensions Insurance & Annuities Voluntary WM Other & Corporate - - 199,812 - - - 772,662 - - 772,662 - - - (1,504) - - - (57,093) - - (57,093) - - - 198,308 - - - 715,569 - - 715,569 - 21,229 - 149,225 3,356 - - 668,608 3,356 30,119 2,325 704,408 2,240 4,617 224 - 449 3,749 3,326 7,178 10,422 28,497 3,550 12,620 55,089 426 - 60 - 816 - - - 1,242 1,519 60 (1) 2,820 87,145 Pensions Insurance & Annuities Voluntary WM Other & Corporate Total 7,155 - 488 - - 29,457 - 33 31,582 55,042 488 33 735 (1,658) (935) 4,966 (716) 1,254 22 1,119 (980) (1,053 (7,497) 31,366 21,836 271,293 23,500 21,066 4,966 149,774 236,124 3,348 8,330 710,874 802,930 26,720 46,343 1,586,867 - 27,035 - - - 123,707 - - - 314,593 - - 314,593 - 24,992 - - - 113,801 - - 1,379 497,545 - - 498,924 4,852 15 1,016 131 2,970 1,444 - 1,113 9,122 2,366 1,310 9,021 21,819 Operating expense 38,270 235 4,286 1,283 2,341 15,964 1,010 - 49,882 32,281 6,199 3,876 92,238 Other operating and administrative expense 90,946 726 13,432 15,080 73,865 22,447 3,896 12,761 264,753 57,002 22,589 131,965 476,309 Total operating expense 134,068 53,003 18,734 16,494 79,176 277,363 4,906 13,874 325,136 903,787 30,098 144,862 1,403,883 Operating income 137,225 (29,503) 2,332 (11,528) 70,598 (41,239) (1,558) (5,544) 385,738 (100,857) (3,378) (98,519) 182,984 Financial income 1,220 37,494 70 7 4,300 53,257 74 255 5,967 175,222 220 35,562 216,971 Financial expense 2,932 - 5,914 - 2,748 1,401 51 2,644 11,357 3,158 6,479 36,322 57,316 135,513 7,991 (3,512) (11,521) 72,150 10,617 (1,535) (7,933) 380,348 71,207 (9,637) (99,279) 342,639 40,574 2,452 (2,678) 162 23,997 - (208) 5 100,959 9,995 (5,805) (725) 104,424 94,939 5,539 (834) (11,683) 48,153 10,617 (1,327) (7,938) 279,389 61,212 (3,832) (98,554) 238,215 Total operating revenue Claims Movements- premium reserves Fee and commission expense Profit (loss) before income tax on continuing operations Income tax Profit (loss) 196 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 2012 CHILE 2012 Gross premiums Pensions COLOMBIA URUGUAY Insurance & Annuities Voluntary WM Other & Corporate Pensions Insurance & Annuities Voluntary WM Other & Corporate EUROPE Pensions Insurance & Annuities Voluntary WM Other & Corporate Pensions Insurance & Annuities Voluntary WM Other & Corporate 0 356,044 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Premiums ceded to reinsurers 0 (54,190) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Net premiums 0 301,854 0 0 0 0 0 0 0 0 0 0 0 0 0 0 218,079 0 7,175 2,172 68,343 0 0 0 22,461 0 0 0 0 0 0 0 1,817 49,689 0 1,268 0 0 0 10,170 572 0 0 0 0 0 0 0 0 802 0 0 0 0 0 0 0 0 0 0 0 0 0 0 22,861 11,452 0 0 0 0 0 0 1,319 0 0 0 0 0 0 0 (17,264) (17,479) (8,915) 15,160 0 0 0 793 0 0 20 0 0 0 0 2,406 225,493 346,318 (1,741) 18,599 68,343 0 0 10,963 24,352 0 20 0 0 0 0 2,406 0 164,576 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (3,221) 122,561 0 0 0 0 0 0 0 0 0 0 0 0 0 0 613 607 93 354 0 0 0 831 353 0 40 0 0 0 0 927 2,220 10,685 4 5,135 0 0 0 0 881 0 3 0 0 0 0 0 Fee and commission income Investment income Net realized gains and losses on financial assets available for sale Gains and losses at fair value Other operating revenue Total operating revenue Claims Movementspremium reserves Fee and commission expense Operating expense Other operating and administrative expense Total operating expense Operating income Financial income Financial expense Earnings on transactions and acquisitions Profit (loss) before income tax on continuing operations Income tax Profit (loss) 90,735 35,088 3,787 32,732 0 0 0 92,874 12,282 0 322 0 0 0 0 25,945 90,346 333,517 3,884 38,221 0 0 0 93,705 13,517 0 366 0 0 0 0 26,872 135,147 12,801 (5,624) (9,622) 68,343 0 0 (82,742) 10,835 0 -346 0 0 0 0 (24,466) 0 0 0 0 0 0 0 37 0 0 0 0 0 0 0 47,198 9,274 766 334 2,075 0 0 0 217 0 0 0 0 0 0 0 29,360 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 83,337 144,421 13,567 (5,291) (17,547) 68,343 0 0 (82,525) 10,835 0 (346) 0 0 0 0 4,894 27,390 7,673 (669) (10,238) 0 0 0 (1,732) 3,433 0 12 0 0 0 0 (22,887) 117,031 5,895 (4,622) (7,309) 68,343 0 0 (80,793) 7,402 0 -358 0 0 0 0 27,781 197 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 MEXICO 2012 Gross premiums Premiums ceded to reinsurers Net premiums Fee and commission income Investment income Net realized gains and losses on financial assets available for sale Gains and losses at fair value Other operating revenue Total operating revenue Claims Movementspremium reserves Fee and commission expense Operating expense Other operating and administrative expense Total operating expense Operating income Financial income Financial expense Earnings on transactions and acquisitions Profit (loss) before income tax on continuing operations Income tax Profit (loss) PERU TOTAL Pensions Insurance & Annuities Voluntary WM Other & Corporate Pensions Insurance & Annuities Voluntary WM Other & Corporate Pensions Insurance & Annuities Voluntary WM Other & Corporate 0 790 0 0 0 17,261 0 0 0 374,095 0 0 374,095 0 0 0 0 0 (483) 0 0 0 (54,673) 0 0 (54,673) 0 790 0 0 0 16,778 0 0 0 319,422 0 0 319,422 242,614 0 12,421 0 114,959 0 0 0 666,455 0 19,596 2,172 688,223 0 20,473 449 0 2,558 (528) 3,435 0 4,948 69,634 3,883 11,438 89,903 0 2,671 0 0 0 (368) 0 0 0 3,105 0 0 3,105 24,767 0 416 0 (9) 11,535 0 0 48,939 22,986 416 0 72,341 1,402 (5,771) (2,034) 7,660 976 32,277 56 14 (14,886) 9,027 (10,872) 26,034 9,302 268,783 18,163 11,252 7,660 118,484 59,693 3,491 14 705,456 424,174 13,023 39,643 1,182,296 0 24,690 0 0 0 10,127 0 0 0 199,393 0 0 199,393 0 8,149 0 0 0 0 0 0 (3,221) 130,710 0 0 127,489 65,979 0 1,485 53 3,799 26 0 51 70,745 633 1,619 2,218 75,214 15,356 85 10,949 1,874 (4,520) 4,530 984 0 13,936 15,300 11,939 7,009 48,184 55,901 443 2,825 5,428 57,446 8,761 3,459 1,992 216,364 44,292 10,393 158,971 430,020 137,236 33,366 15,259 7,355 56,725 23,444 4,442 2,044 297,824 390,328 23,951 168,197 880,300 131,547 (15,204) (4,007) 304 61,760 36,249 (951) (2,029) 407,632 33,846 (10,929) (128,554) 301,996 0 14,691 46 0 0 0 0 0 0 14,691 47 47,235 61,972 0 0 6 0 0 0 0 0 9,274 766 340 31,652 42,032 0 0 0 0 0 0 0 0 0 0 0 83,337 83,337 131,547 (15,204) (4,001) 304 61,760 36,249 (951) (2,029) 398,358 47,771 (11,222) (29,634) 405,272 Total 41,793 624 298 149 22,456 0 112 17 95,071 8,297 (247) (34,691) 68,430 89,754 (15,827) (4,298) 156 39,304 36,248 (1,063) (2,046) 303,286 39,474 (10,975) 5,057 336,842 198 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 38. Earnings per share Basic earnings per share 2013 2012 From continuing operations 0.12 0.29 From continuing operations - - 0.12 0.29 Total basic earnings per share 38.1 Basic earnings per share Earnings and weighted average number of ordinary shares used in calculating basic earnings per share are as follows: 2013 Results for the period Weighted average number of ordinary shares for the purposes of basic earnings per share are shown as follows: 2012 238,215 336,842 1,912,912 1,179,873 The Company has no commitments that could result in dilution earnings per share. 39. Commitments and contingencies Contingency for legal claims At December 31, 2013, the Company has several pending lawsuits related to its business activities which, in the opinion of management and its legal counsel, will not result in additional liabilities to those already recorded by the Company. And hence, an additional provision is not considered to be necessary. Guarantees The Company granted the following guarantees at December 31, 2013: The Company guaranteed Administradora de Fondos de Cesantía de Chile S.A. for an amount of UF 400,000, to ensure compliance with the Servicing Agreement Unemployment Insurance. At December 31, 2013 remains a guarantee for this item for USD$ 521. The Company shall provide a guarantee in favor of the Superintendencia de Bancos, Seguros y AFP in Peru, by means of an unconditional and irrevocable bank guarantee letter, issued by a local bank or foreign bank of recognized solvency at the beginning of each quarter calendar, in an amount not less than 0.5 percent of the value of each Fund, less the value of the reserve calculated at the last day of the previous quarter, with a validity of no less than 95 calendar days. At December 31, 2013 letters of guarantee are kept for this item for USD$ 79,642. 199 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013 40. Additional information Personnel Structure The following is a breakdown of the staff employed by SURA Asset Management S.A. and Subsidiaries Number of persons employed at year-end For year ended December 31, 2013 Men Women Total 149 54 203 Administrative personnel 1,009 1,276 2,285 Sales personnel 2,002 3,100 5,122 Total 3,180 4,430 7,610 Senior Management For year ended December 31, 2013 Number of persons employed at year-end Men Women Total Senior Management 119 47 166 Administrative personnel 749 959 1,708 1,766 2,654 4,420 Other 4 5 9 Total 2,638 3,665 6,303 Sales personnel Information regarding the Parent company’s governing bodies For the year ended December 31, 2013, the members of the Parent company's Board of Directors had not been paid any compensation nor provided with advanced payments, loans, pension plans, and life insurance from the Company. The Board of Directors of SURA Asset Management S.A. and Subsidiaries are responsible for formulating the Company´s main business guidelines and making key decisions, which in some cases correspond to guidelines received from its Parent company Headquarter in Colombia. 41. Events occurring subsequent to the reporting period No significant events have occurred subsequent to the reporting period that could affect the financial statements herein reported. 200 SURA Asset Management S.A. and Subsidiaries Consolidated Financial Statements for year ended December 31, 2013