Annual Report 2012
Transcription
Annual Report 2012
Annual Report 2012 Summary 1 ⎪ Presentation of the CMNE Group Editorial The Medium-Term Plan 2012-2015 for the CMNE Group Profile, Key Figures and Highlights Financial Organisation Chart Locations Recent trends and outlook 2 ⎪ Businesses structured into specific areas Bancassurance France Bancassurance Belgium Business Finance Insurance Third-Party Management Miscellaneous Services and Businesses 3 ⎪ Consolidated balance sheet Total balance sheet Consolidated accounts at 31/12/2012 Equity Capital Risks Controls and audits 2 Crédit Mutuel Nord Europe Annual Repor t 2012 4 5 6 7 8 9 10 11 12 16 18 20 22 24 25 26 27 28 28 36 4 ⎪ Corporate and Social Responsibility Employment-related information Corporate and Social Responsibility Group CSR report Statement from one of the Company Auditors Correlation table – CM-CIC Group 5 ⎪ Governance and Internal Auditing Composition of the Board of Directors and mandates Composition of the Management Board and mandates Report from the Chairman of the Board of Directors Report from the Company Auditors (about the Chairman’s report) Details of Group Companies 37 38 43 49 53 55 57 58 60 62 70 71 Crédit Mutuel Nord Europe Annual Repor t 2012 3 1 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing Presentation of the CMNE Group 5 Editorial 6 The Medium-Term Plan 2012-2015 for the CMNE Group 7 Profile, Key Figures and Highlights 8 Financial Organisation Chart 9 Locations 10 4 Recent trends and outlook Crédit Mutuel Nord Europe Annual Repor t 2012 1 Editorial Characterised by lacklustre economic activity in a eurozone plunged into recession and coupled with increasing levels of regulatory changes, 2012 was a difficult year. It was against this complicated background that the CMNE Group launched its new Strategic Plan 2012-2015, based on four main lines: Proximity, Modernity, Profitability and Responsibility. The plan places particular emphasis on customer satisfaction, incorporating new technologies, a culture focused on results and developing its mutualistic values. Éric Charpentier Despite operating in this uncertain environment, the CMNE Group recorded good results in 2012. These results were driven by the energy and commitment of the men and women who work for the business. Last year, they were joined by the teams of Citibank Belgium, taking the number of staff in our Euroregional group to 4 600. In 2012, Bancassurance France generated combined new loans totalling € 1 902 million Production across all credit lines was up compared to 2011, while still managing to preserve a satisfactory margin level. In savings, deposits excluding current accounts reached € 563 million. Positive net deposits in company shares enabled the business’s equity capital to be strengthened and demonstrated the attachment that our shareholders have for their bank. Throughout the year, CMNE also intensified its positioning in personal insurance. In Business Finance, overall levels of business were satisfactory in 2012, despite a gradual slowdown at the end of the first half of the year. Given this less-than-robust situation, the various structures in Business Finance continued to help guide the projects of company managers – so much so that total outstanding funds for the regional economy rose by 12%, while remaining vigilant in terms of quality of risks taken. Insurance saw steady premium revenue, affected by a depressed life insurance market (economic difficulties, areas of uncertainty regarding tax matters and the rise in accounting savings). By contrast, property insurance (ACMN IARD) and prudential policies recorded good results thanks to the work done by the distribution networks. At the end of the period, the Insurance arm had almost € 11 billion under management. Bancassurance Belgium went through a year of change, punctuated by the acquisitions of OBK Bank, the last independent regional bank in the Crédit Professionnel network, and Citibank Belgium, which specialises in bank cards and consumer loans. The first of these acquisitions was made by CP sa and the second by CMNE Belgium. Total outstanding savings and loans managed by Bancassurance Belgium were in excess of € 12 billion at the end of 2012. The decision taken by the Group at the end of the year to exercise the option to exit the Crédit Professionnel Act will enable CMNE Belgium to simplify its governance. Philippe Vasseur In Third-Party Management, Française AM developed very well in 2012, as demonstrated by the positive influx of funds across all of its areas of expertise and over € 37 billion under management at the end of the year. During the year, La Française AM, which was voted best management company of the year 2012 by a panel of over 400 industry professionals assembled by Agefi, continued its expansion by introducing two new areas of business to manage real estate debt and investment solutions. Although facing the difficulties posed by a tense economic environment, all of CMNE’s business areas made a good contribution to the advances recorded in the Group’s results through their commitment and ability to measure the risks involved. This resulted in a consolidated NBI of € 918 million and a consolidated net profit of € 153 million. These results for 2012 strengthen the CMNE Group and enable it to pursue its strategy of profitable development. With equity capital now standing at € 1.95 billion, CMNE has a Basle II solvency ratio of 14.12%, which further underlines the robust nature of the Group. In 2013, with its fundamental values strong and healthy, CMNE will continue to enhance its image as a “different” bank. Our success means we have to keep adjusting to this unstable environment. It also shows that we are capable of meeting the challenge of delivering innovation and quality of service. It is together that we will converge on this essential aim, by focusing the efforts of all of the Group’s entities on finding synergies that “create value”. Philippe Vasseur Chairman Crédit Mutuel Nord Europe Éric Charpentier General Manager Annual Repor t 2012 5 1 The Medium-Term Plan 2012-2015 for the CMNE Group 1 The CMNE Group 2 JJ One aim: Specific areas CMNE: Euroregional bancassurance provider, partner to its customers and shareholders as part of a responsible approach 3 Consolidated balance sheet 4 JJ Values: Corporate & Social Responsibility PROXIMITY 5 Enhancing our customer relationship MODERNITY Governance and Internal Auditing Innovating in our services and branches PROFITABILITY Developing our profits-based culture RESPONSIBILITY Putting the talents of our Group to work JJ Results: >> >> >> >> 6 A bank that is welcoming and modern Customers and shareholders who are satisfied and loyal Staff who are professional and motivated Development that is profitable and effective Crédit Mutuel Nord Europe Annual Repor t 2012 1 Profile, Key Figures and Highlights JJ CMNE is… • A pioneer and leader in bancassurance, itself an original concept in the banking relationship. • Federal departments located in Lille and Arras, supporting the network of 156 local branches and 9 business centres dedicated to companies. • CMNE has a transparent cooperative status: it is a participative organisation that associates its directors closely with employees. • CMNE operates in: –7 départements in France spread across 3 regions: Nord-Pas-de Calais, Picardy, Champagne-Ardenne, –Belgium through BKCP and Citibank Belgium, –Luxembourg • A Group structured into five business areas: Bancassurance France Bancassurance Belgium Business Finance Insurance Third-Party Management JJ Key Figures (at 31/12/2012) >> People Customers and Shareholders (1) Directors Salaried staff >> Networks Local branches and business centres ATMs (3) 1 635 989 1 650 4 607 (2) 346 529 >> Business (in millions of €) Outstanding accounting resources 16 019 Outstanding financial savings and Insurance 37 258 of which Insurance 11 482 Outstanding loans 15 367 Insurance policies (number) 321 034 JJ Group Highlights >> Balance sheet (in millions of €) Consolidated total Statutory equity capital under Basle II >> Results (in millions of €) Consolidated net banking income Consolidated net accounting profit (share of group) >> Ratios 39 099 1 952 918 153 Basle II solvency ratio (%) Basle II solvency ratio Tier One (%) (1) Customers of the networks in France and Belgium. (2) F rance: 254 bank branches and 9 BCMNE business centres Belgium: 43 bank branches. Note that the Belgian network is also supported by 194 authorised agents. (3) 422 in France – 107 in Belgium 14,12 13,98 Belgium: • Acquisition of OBK Bank and Citibank Belgium. • Launch of various projects to reorganise and restructure entities (credit process chain, IT migration, audit function). • Introduction of various new products (BKCP Horizon, Flexline, Isabel, etc.). 2012 saw the financial crisis in Europe deteriorate and the tightening of banking constraints with the introduction of new regulatory, fiscal and employment-related standards. It was in this difficult environment that the CMNE’s Medium-Term Plan 2012-2015 took effect and numerous projects were launched. Despite this, the first year of the Plan ended with some solid achievements and conspicuous overall progress. Business Finance: • Deployment of programme with medium-sized businesses. • Launch of new market business aimed at Regional Institutionals. • Start of the process to merge leasing companies. Bancassurance France: • Introduction of new customer segmentation. • Opening of the Crédit Mutuel Direct platform dedicated to non-local customers. • New Branch Design and network meshing programme continued (new branch creations, mergers, etc.). • Launch of the “100% customers” programme, aimed at improving processes and service quality for all internal and external customers. • Organisation of business line forums aimed at developing internal mobility. • Introduction of an online institutional site. • Creation of the Crédit Mutuel Nord Europe Foundation. Insurance: • Revamp of the retirement savings range with BKCP. • Strong rise in the property insurance business. • Creation of a branch of ACMN Vie in Brussels. Third-Party Management: • Continued international development. • Launch of two new management businesses: property debt products and investment solutions. • Voted Best Management Company of the Year at AGEFI’s 11th Asset Management Forum. Situation au 31/12/2012 Crédit Mutuel Nord Europe Annual Repor t 2012 7 1 Financial Organisation Chart 156 Local Branches of Crédit Mutuel Nord Europe 1 100% The CMNE Group Caisse Fédérale du Crédit Mutuel Nord Europe 2 Specific areas 3 Consolidated balance sheet 99% 4 CMNE BELGIUM Corporate & Social Responsibility 5 Governance and Internal Auditing 1% 1% 100% 86% BCMNE NORD EUROPE ASSURANCES Groupe La Française Insurance Third-Party Management — Holding — — Holding — Finance Company Business Bank — Holding — — Holding — Crédit Professionnel sa 100% 96% 99% Bail Actea Bank Personal property leasing BKCP scrl Bail Immo Nord Retail bank ACMN Vie 99% 99% Property leasing 99% Life insurance OBK 99% La Française AM Finance Services 100% ACMN IARD 51% La Française des Placements 99% CPBK Ré 99% Siparex Proximité Innovation 46% Courtage CMNE 100% La Française AM Private Bank Life insurance Batiroc Normandie Retail bank Citibank Belgium Retail bank Property leasing 99% Nord Europe Partenariat 87% Risk Capital Damage insurance Reinsurance – Luxembourg Insurance broking Pérennité Entreprises Insurance broking Vie Services Broking Bancassurance France Bancassurance Belgium Business Finance Situation at 31/12/2012 8 Crédit Mutuel Nord Europe Annual Repor t 2012 86% Nord Europe Life Luxembourg 99% 99% La Française Real Estate Managers Property Asset Management 99% 77% Insurance Distribution of investment products Management of INVESTMENT FUNDS Management of INVESTMENT FUNDS Private bank 40% 60% La Française AM International Claims Collection 100% Debt recovery La Française Investment Solutions Consultancy in structuring EMTN & managt of INVESTMENT FUNDS 65% Third-Party Management 1 Locations Amsterdam UK Mer du Nord NL Bruges Anvers Gand Louvain Bruxelles LILLE Wavre Mons e D Hasselt Liège Namur Arras Amiens CharlevilleMézières Arlon Laon Beauvais Luxembourg Reims Paris Châlons en Champagne 50 kilometres Crédit Mutuel Nord Europe branches BKCP branches Citibank branches Situation at 31/12/2012 Crédit Mutuel Nord Europe Annual Repor t 2012 9 1 Recent trends and outlook JJ Improvement in growth indicators, except in Europe 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing After a number of years mired in financial crisis, the world economy in 2013 is more divided than ever, with a disparity in growth curves. While the economy in China is showing positive signs and the United States is getting back into its stride, Europe continues to lag behind and the outlook is far from encouraging: high level of unemployment, difficulties in controlling public spending, and a growth rate that is slowing down investment, political and financial instability. The European Central Bank is forecasting growth to be down by 0.5% in the eurozone for 2013, with the economy showing no signs of recovery. JJ ECB and banking supervision After five years of predicting the worst, the Davos Forum in 2013 adopted a more positive attitude, believing the dangers that hovered over Davos 2012 to have been eliminated. Europe has not resumed growth, but the countries put at risk by the crisis are conducting major reforms. The main concern of the European Central Bank is the fragile nature of the economy, which requires the right balance between monetary support and budget consolidation. The reduction of deficits needs to keep pace the economic situation at the time. Despite poor indicators in the real world, the stock markets bounced back at the end of 2012. JJ France: stagnation and regulation In France, the business climate remains unfavourable and this period of business sluggishness seems to spread across most sectors. In the area of banking and regulation, the parliament in France passed the first reading of the draft “Separation and Regulation of Banking Business” Act, which will require financial establishments to place their more speculative activities into separate, self-funded subsidiaries by 2015. In March, the French MPs, K Berger and D Lefebvre, tabled their report on long-term savings. The document makes 10 recommendations and 15 proposals aimed at “energising the financial savings of households to fund investment and competiveness”. One of the recommendations provides for the creation of a new type of life insurance policy, called “Euro Growth”. In the area of regulatory standards, including Basle II (definition of equity capital, liquidity ratios, leverage ratio, etc.) and Solvency 2 (date on which the new wording comes into effect and its content), the thought process continues. CMNE will maintain the direction taken in its Medium-Term Plan 2012-2015, while remaining vigilant and responsive to the never-ending economic, regulatory and technological developments. Faced with this uncertain economic and regulatory environment, as well as with constant changes in technology, the CMNE Group will need to keep on making adjustments and if possible anticipate developments, as well as remain pragmatic in its strategic choices. Continuing to innovate in the area of services, products and methods of communication will remain at the heart of all of the bank’s projects. In the same way, the on-going quest for customer satisfaction will be implemented through the quality of the service provided. This service quality will include decompartmentalising various activities and strengthening synergies within the Group. 10 Crédit Mutuel Nord Europe Annual Repor t 2012 For Bancassurance France, the focus will be on developing outstanding funds, defending margins and expanding banking services. The multi-access process will be at the heart of strategy and all of the programmes undertaken will be pursued along the main lines set out: • With regard to Proximity, CMNE will continue to improve its distribution channels (telephone, Internet, branches) by further adjusting its relationship methods to customer expectations and to the various purchasing processes used by customers in order to personalise the relationship and gain the loyalty of customers. • The approach to Modernity will consist of increasing the level of equipment and use of distance banking, in particular by optimising and adjusting the technological innovations used at the cmne.fr website. • In terms of Profitability, CMNE aims to improve its processes in order to achieve flexibility and productivity. It will also make use of its network and commercial efficiency while structuring its levels of assistance aimed at generating customer satisfaction. • As for Responsibility, CMNE will bring together everyone involved at the company, both salaried staff and directors, enabling the bank to underline its values through the development of the CMNE Foundation, by enhancing its institutional site, introducing a new charter of commitments, and making everyone aware of behaving in an ecologically sound manner. Bancassurance Belgium will consolidate its structure through the incorporation of OBK and Citibank Belgium. From an operating point of view, it will harmonise the way the business is organised, look for intra-Group synergies and introduce shared structures aimed at strengthening its profitability. Citibank Belgium, which became in April 2013, will relaunch is commercial dynamism and migrate its IT system to the one used by Crédit Mutuel. For the Insurance arm of the business, the issues for 2013 are based on a three-pronged aim: to refocus on businesses linked to the Group, to innovate and to grow areas of recurrent profitability. To achieve those aims, Insurance will develop its product offering (alternative to funds in euros, UC policy, development of property and prudential insurance, service pricing). It will strengthen the quality of its customer relationships (migration of IT to the Euro Information system, introduction of a new organisation, opening of a branch in Belgium, etc.) and embark on a programme to reduce its operating costs significantly, as well as monitor regulatory changes carefully (Solvency 2). The persistent environment of financial crisis is prompting Third-Party Management to keep innovating and adjusting the way the business is organised as well as its product and service offering. Consequently, it will continue with its strategic aims, such as strengthening the platform of Cholet Dupont Partenaires, launching the investment solutions business of La Française IS and developing investor subscriptions on the platform for property debt products. Third-Party Management will reorganise its development business in the Benelux and Italy, as well as internationally on property assessment. Finally, it will operate under commercial branding for each of its businesses under the umbrella holding company “Groupe La Française”. 2 2 Businesses structured into specific areas 12 Bancassurance France 16 Bancassurance Belgium 18 Business Finance 20 Insurance 22 Third-Party Management 24 Miscellaneous Services and Businesses Crédit Mutuel Nord Europe Specific areas Annual Repor t 2012 11 2 Bancassurance France The aim of the Medium-term Plan 2012-2015 for Bancassurance France revolves around 4 main lines: JJ JJ JJ JJ To enhance our customer relationship (Proximity) To innovate in our services and branches (Modernity) To develop our results-focused culture (Profitability) To mobilise all of the talents within the Group (Responsibility). 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing In 2012, against a complicated economic and financial background that made customers mistrustful of banks, Crédit Mutuel Nord Europe still managed to retain the trust of over a million customers/shareholders, standing out as a bank that focuses on its core business of being a retail bank. At the same time, CMNE conducted the first work on its new Medium-Term Plan 2015. JJ Business activity A bank focusing on customers Crédit Mutuel Nord Europe has dealt with this issue by taking a more targeted approach, providing a personalised offering and communicating directly to its customers/shareholders and building with them a relationship over time, geared to the events that take place in their lives. The Posternak-IFOP barometer ranked Crédit Mutuel in the country’s top 10 favourite companies. In the same way, CMNE’s customer satisfaction score in the Ipsos survey was 7.8 out of 10. In the face of technological developments and to maintain the link and quality of the relationship with its customers, regardless of the communication tool they use, Crédit Mutuel has adjusted and harmonised its various channels, putting “multi-access” to work on behalf of the way it manages its customer relationships. In particular, it created Crédit Mutuel Direct, a platform designed for non-local customers. A sustained commercial business Bank savings benefited from the increased ceiling introduced for regulated passbook savings accounts from 1st October. CMNE’s range of bank savings products is structured increasingly on a market-by-market basis. This has resulted in the introduction of new Eurocomptes variants designed for Local Associations, Management Associations, Works Councils and Unions. 12 Crédit Mutuel Nord Europe Annual Repor t 2012 Bancassurance France The three structured “Future Strategy” products for savings insurance investments, launched in June, October and December 2012, were successful. Revenue from “C” shares made up for the fall in revenue from “B” and “F” shares, enabling CMNE to stabilise its share capital. On the commercial front, Bancassurance France performed well in the sale of high-end cards and Afedim property programmes. Despite the downward movement in the credit market, driven by the economic uncertainty affecting France, overall revenue from loans at CMNE rose in 2012 across the board (housing, consumer and business loans), while at the same time maintaining margins. In insurance, the year was particularly successful for asset insurance, with the portfolio increasing by 3.2%, with 321 034 major policies at the end of December. In the same way, in personal insurance, the stock of policies increased over the year by 13.4%. One noteworthy figure was in the production of Life Accident Guarantee policies, which rose by a factor of five compared with 2011. JJ Savings At the end of December 2012, combined deposits (excluding current accounts) were € 563 million. Total savings were € 16.6 billion over one year. In millions of € Deposits 2012 Bank savings Insurance savings Financial savings Shares TOTAL 206 391 -88 54 563 Outstanding resources end 2012 7 539 6 398 1 396 1 238 16 571 Changes to outstanding resources 2011/2012 +4,7% +3,0% -0,6% +4,6% +3,6% Bank savings: deposits at all-time highs in regulated passbook accounts Faced with the effects of the financial crisis, the French favoured the prudential form of savings provided by regulated passbook accounts. These passbook accounts, which also benefited from a number of official decisions (ceilings increased and rate of 2.25% net of tax), attracted record deposits in 2012, to the detriment of other forms of investment. Consequently, bank savings at CMNE recorded € 228 million of deposits for the Livret Bleu account, compared with € 130 million in 2011, which was an increase of 75%, while term deposit accounts, at € 230 million, saw a 15-fold increase in production compared to the previous year. Expansion of the financial savings range 2012 saw many fiscal reforms. Outstanding financial savings were steady at € 1 396 million, which was down just 0.6% compared with 2011. The number of PEA savings plans has risen by a factor of 9 in two years. CMNE helped guide its customers through these changes: 3 new term funds for Asset Management were created in March 2012, while 2 wine-growing Property Groups were also sold, as well as an FIP and an FCPI investment fund. Also of note was renewed interest from customers in REIT products. Dip in life insurance Struck by economic instability and tax-related uncertainties, as well as being adversely affected by the reforms to regulated passbook accounts, net premiums on life insurance policies were down for the first time in France. As was the case across the market, life insurance at CMNE also experienced a downturn compared with the previous year. Structured products were the main contributors to revenue, which ended at € 391 million, compared with € 508 million in 2011, with the level of Account Units at 15%, compared with 14% previously. Overall outstanding funds under management rose by 3%. Décollecte en parts B et F, compensée par la collecte en parts C Revenue from B and F shares, sales of which ceased on 1st June 2011, fell by € 238 million. This was offset to a large extent by revenue from C shares representing € 292 million. Total outstanding resources were up 4.6% compared with 2011 at € 1238 million. Current accounts Total funds in current accounts rose by 0.7% to € 2.1 million. Crédit Mutuel Nord Europe Annual Repor t 2012 13 Bancassurance France JJ Loans The economic environment may explain the loss of confidence in households, which were less inclined to borrow, as well as the fall in revenue from consumer and housing loans. In the same way, investments and funding requirements in the Business Finance sector were also slowed by the stagnating economy, which also placed their cashflow under pressure. Despite this, CMNE still managed to achieve its targets, exceeding revenue from 2011. In millions of € Revenue 2012 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility Consumer Housing Business TOTAL 550 1 012 341 1 902 Outstanding resources end 2012 1 042 6 530 1 749 9 320 Changes to outstanding resources 2011/2012 -2,0% +2,4% -0,8% +1,3% Combined revenue from loans € 1.9 billion Outstanding loans at CMNE at the end of December 2012 were € 9 320, which was an increase of 1.3% over the previous twelve months. Combined revenue from loans was € 1 902 million, a rise of 3.7% over the year. All lines of credit were up compared with the end of December 2011 (housing loans +5.3%, non-private loans +3.8%, renewable loans +3.2%, consumer loans +0.3%). Consumer loans steady in an unproductive context Consumer loans, including Credit Passport (€ 464 million / € 462 million), were steady, while renewable loans rose by 3.2% (€ 86 million / € 83 million). Housing loans: increase revenue and margins 2012 was an excellent year for property, both for property-backed loans and for direct Afedim property sales. Thanks to a particularly dynamic start to the year, Housing loans (€ 1 012 million / € 960 million) ended 2012 up 5.3% compared with 2011. 91.9% of the housing loans granted were at fixed rates over the whole year (compared with 84.5% in 2011). Margins were totally under control and stronger than in 2011. 3.8% increase in revenue from non-private loans compared with 2011 5 Governance and Internal Auditing Non-private loans (€ 341 million / € 328 million, or +3.8%), benefited from the excellent results in agricultural loans (€ 173 million / € 153 million, or +13.6%). By contrast, Business Investment loans were down. The increasing sensitivity of businesses to the current economic climate and the downturn in consumption was the most likely cause of investments being postponed, resulting in a 4.8% reduction in revenue in 2012, compared to the year before (€ 167 million / € 175.8 million). Excellent year for leasing With figures up by 35.3%, the leasing business operated by the Bancassurance France network stood up well to the overall environment (€ 33.5 million in 2012, compared with € 24.8 million in 2011). 14 Crédit Mutuel Nord Europe Annual Repor t 2012 Bancassurance France Retail banking results in France are measured within the scope of the Caisse Fédérale and the network of local branches. Added to this is Immobilière du CMN, which with the associated SCI property investment partnerships, carry the operating property business. IFRS consolidated accounts in thousands of € ASSETS Financial assets by fair market value by result Derivative cover instruments Financial assets available for sale Loans and debts on credit establishments Loans and debts on customers Difference in revaluation of portfolios covered on rates Assets held to maturity Accruals and miscellaneous assets Holdings in equity companies Tangible and intangible fixed assets 31/12/2012 428 787 89 769 3 306 062 6 027 960 9 537 152 51 310 1 320 109 332 799 151 107 31/12/2011 399 688 57 856 2 566 868 5 067 335 9 448 940 71 687 1 717 446 315 252 123 885 TOTAL 21 245 055 19 768 957 LIABILITIES Financial liabilities by fair market value by result Derivative cover instruments Debts to credit establishments Debts to customers Debts represented by a security Difference in revaluation of portfolios covered on rates Accruals and miscellaneous liabilities Provisions Subordinated debts Minority interests Equity capital excluding result (share of group) Result for the period (share of group) 31/12/2012 213 467 165 012 3 462 723 9 541 705 5 433 526 461 350 379 16 000 150 321 408 1 810 495 100 558 31/12/2011 38 806 162 987 1 720 007 9 208 445 6 275 855 992 387 603 17 161 150 482 401 1 733 174 73 044 TOTAL 21 245 055 19 768 957 PROFIT-AND-LOSS ACCOUNT NET BANKING INCOME Overheads GROSS OPERATING PROFIT Cost of risk OPERATING PROFIT Share of companies consolidated using the equity method Gains or losses on other assets OPERATING PROFIT BEFORE TAX Tax on profits Net tax gains & losses TOTAL NET PROFIT Minority interests 31/12/2012 441 707 (300 781) 140 926 (17 941) 122 985 (2 692) 120 293 (19 718) 100 575 17 31/12/2011 404 673 (290 574) 114 099 (15 427) 98 672 (2 533) 96 139 (23 120) 73 019 (25) 100 558 73 044 NET PROFIT (share of group) Notes and clarification: Variations in outstanding funds in relation to customers are mainly the result of an increase in deposits on regulated passbook accounts. Following the creation of the CMNE Home Loans joint securitisation fund, the entries for loans and debts on Credit Establishments are each the subject of an increase of € 1 billion vis-à-vis BFCM, reflecting the receivable acquired by FCT and the loan underwritten by the Caisse Fédérale. Debts to Credit Establishments also include a loan of € 700 million from the ECB, while debts represented by a security are reduced by the same amount. The items for assets and liabilities at fair market value by result were affected on both the assets and liabilities side by the rise in the financial markets over 2012. The liabilities in this category also reflect the reclassification of the structured EMTNs issued by the Caisse Fédérale (for a value of € 181 million). The increase in equity capital is explained partly by revenue from company shares (€ 50 million) and partly by the allocation to the reserves of the undistributed result for 2011 (€ 42 million); the impact of the net variation in latent gains or losses is also positive (€ 13 million). In the profit-and-loss account, customer activity generated an increase in NBI of € 10 million, essentially from commissions; the variation in value of the securities portfolio at fair market value was up € 40 million, while dividends and results from disposals were down € 10 million. The variation in overheads is explained mainly by staffing costs, in particular resulting from the increase in the social fixed payment and payroll tax, which now applies salary-based savings; the exceptional contribution to systemic risk tax also explains the increase (+€ 1.6 million). Cost of risk is made up mainly of customer risk, which rose by € 2.7 million, to which is added an allowance on securities of € 1 million. The balance of the variation is explained by the establishment in 2011 of the net effect of the exit of Delubac (-€ 1 million). Crédit Mutuel Nord Europe Annual Repor t 2012 15 2 Bancassurance Belgium The aim of the Medium-term Plan 2012-2015 for Bancassurance Belgium is threefold: JJ JJ JJ 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing To change from being a product bank to being a customer-focused bank To move towards profitable and sustainable growth To develop skills and change the commercial culture 2012: a year filled with events for the business in Belgium CMNE Belgium continued to grow in 2012, with successive acquisitions of OBK Bank (head office in Ghent) and Citibank Belgium. As the last independent regional bank in the Crédit Professionnel network, OBK Bank has a commercial business that is comparable to that of BKCP, with € 1.4 billion under management and 39 000 customers. Citibank Belgium, which operates mainly in bank cards and consumer loans, also offers its customers deposit and investment products. Citibank Belgium has 442 000 customers, made up entirely of private individuals. From a financial point of view, 2012 was impacted very significantly by a perimeter effect associated with the acquisition of Citibank Belgium (profit of € 31.8 million over 8 months and OBK Bank, as well as non-recurring items such as the goodwill on Citibank Belgium (+€ 44.6 million), the special contribution from exiting the law on Crédit Professionnel (-€ 42.7 million) and the constitution of provisions for OBK (-€ 20 million). IFRS 31/12/12 Outstanding funds under management (billions of €) Balance sheet (billions of €) NBI (millions of €) CMNE Belgium Group BKCP (including OBK for 9 months) Citibank Belgium (8 months) 12,8 7,4 5,3 7,1 210 4,5 75,5 2,4 134,5 BKCP The 2012 financial year was affected positively by a large increase in outstanding resources as the result of significant combined revenue and the acquisition of OBK Bank. Overall outstanding funds were € 7.3 billion. Revenue from loans rose from € 269 million to € 347 million, of which 63% was on business loans alone. With OBK Bank, revenue from loans rose to € 411 million. Deposits (including off-balance sheet), represented € 267 million. In 2012, Net Banking Income was € 75.5 million, including OBK, which was a rise of 16%. The cost of risk remained relatively stable compared with 2011. At the end of 2012, the government took the initiative to change the regulations for banks subject to the Business Credit Act, allowing them to depart from the regulations and release reserves. This operation opens up development opportunities for CMNE Belgium and closer alignment with the other Group entities. Citibank Belgium After the acquisition of Citibank Belgium, the upturn in commercial business resulted in outstanding funds becoming steady. Net Banking Income for the final eight months of 2012 was € 134.5 million. The network of distribution branches was reorganised, the credit standards for credit cards and consumer loans were reviewed and new multi-product marketing campaigns run. Elsewhere, a new agreement to work with the network of independent agents was reached. Operating under a new name in 2013, Citibank will continue its commercial dynamic and migrate its IT system to the shared Crédit Mutuel system. 16 Crédit Mutuel Nord Europe Annual Repor t 2012 Bancassurance Belgium The Belgian banking business is made up of entities owned by the CMNE Belgium holding company and BKCP SCRL: Crédit Professionnel SA, OBK, Citibank Belgium, BKCP Securities and the companies and groups that contribute to the operation of this set of businesses. Its contribution to the consolidated accounts of the CMNE Group can be seen from the figures below. IFRS consolidated accounts in thousands of € ASSETS Financial assets by fair market value by result Derivative cover instruments Financial assets available for sale Loans and debts on credit establishments Loans and debts on customers Difference in revaluation of portfolios covered on rates Assets held to maturity Accruals and miscellaneous assets Tangible and intangible fixed assets Goodwill 31/12/2012 10 515 6 774 1 311 348 1 515 661 4 022 677 2 348 48 193 84 401 84 498 2 343 31/12/2011 9 580 4 452 473 108 1 334 337 1 408 061 84 502 29 319 68 413 2 343 TOTAL 7 088 758 3 414 115 LIABILITIES Financial liabilities by fair market value by result Derivative cover instruments Debts to credit establishments Debts to customers Debts represented by a security Difference in revaluation of portfolios covered on rates Accruals and miscellaneous liabilities Provisions Subordinated debts Minority interests Equity capital excluding result (share of group) Result for the period (share of group) 31/12/2012 1 423 34 009 546 210 5 622 520 94 426 3 378 73 355 84 508 130 690 7 718 478 968 11 553 31/12/2011 472 23 639 232 542 2 711 661 91 803 17 161 3 864 90 092 9 724 231 374 1 783 TOTAL 7 088 758 3 414 115 PROFIT-AND-LOSS ACCOUNT NET BANKING INCOME Overheads GROSS OPERATING PROFIT Cost of risk OPERATING PROFIT Gains or losses on other assets Variations in value of goodwill OPERATING PROFIT BEFORE TAX Tax on profits Net tax gains & losses TOTAL NET PROFIT Minority interests 31/12/2012 210 001 (229 987) (19 986) (2 498) (22 484) 92 44 655 22 263 (13 325) (15) 8 923 (2 630) 31/12/2011 68 277 (64 018) 4 259 (2 169) 2 090 1 428 3 518 (1 983) 1 535 (248) 11 553 1 783 NET PROFIT (share of group) Notes and clarification: In 2012, this arm of the business was impacted mainly by the additions to the scope of consolidation of Citibank Belgium and OBK. Assets available for sale were also affected by the investments of CP SA, which invests directly on the markets, reusing funds collected from customer deposits. The entries for Citibank Belgium and OBK explain the significant increase in customer debts (+€ 2 097 million for Citibank Belgium and +€ 559 million for OBK). They are also the reason for the sharp rise in accruals and miscellaneous assets. One of the significant elements for this line is deferred taxes for € 50 million (of which € 35 million with Citibank). All of the items under liabilities vary mainly under the effect of the new entities. Provisions include in particular the provision for End-of-Career payouts (Citibank Belgium: € 44 million) and provisions for litigation and restructuring set aside at OBK for a total of € 20 million. The profit-and-loss account is affected – as it is in the balance sheet – by the entry into the scope for consolidations of OBK from 1st April 2012 and Citibank Belgium from 1st May 2012. General overheads also record an exit tax paid by BKCP scrl of € 43 million, enabling it to exit the legislation on the Crédit Professionnel network. This tax, levied on the reserves of regional banks that were not the subject of tax at the common law rate when they were established, will facilitate the rationalisation between the various entities attached to CMNE Belgium. Also, the provisions sets aside by OBK for litigation and restructuring costs boost charges by € 17 million. Changes to the tax burden can only be seen in the net variation of deferred taxes for Bancassurance Belgium. Crédit Mutuel Nord Europe Annual Repor t 2012 17 2 Business Finance The aim of the Medium-term Plan 2012-2015 for Business Finance is based along three main lines: JJ JJ JJ 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing To manage measured development To achieve awareness for the business based on demanding and acknowledged professionalism To reinforce its presence with Small and Medium-Sized Enterprises and Industries and with Businesses of Intermediate Size (BIS) Business Finance saw good business levels during the first half of 2012, followed by a more difficult second half linked to the downturn in the economy. The year ended with businesses becoming more sensitive to the reduction in consumption, tighter cashflow and results revised downwards. Against this background, Business Finance was alert to the worsening situation for some customers. Overall, the slowdown in demand in the target core of SMEs was made up for by growth brought in by BIS. Leasing companies also fared better. Business Finance’s outstanding resources rose by 12% to € 1 800 million, with profit at € 12 million, which was an increase of 6%. BCMNE In 2012, BCMNE underlined its willingness to assist SMEs in difficult economic circumstances. Revenue from financing investments rose by 5.3% to € 244 million, despite lower demand for credit from SMEs in the second half of the year. Outstanding medium-to-long-term loans granted to customers increased by 27% to € 528 million by the end of 2012. Targets to fund the operating cycle were continued, with a rise in outstanding short-term loans of 13.6%, excluding factoring, where outstanding funds increased significantly. Commitments by signature were up 7%, driven mainly by the effect of guarantees issued to customers. Banking resources linked to SME customers saw a 24.2% rise, while salary savings remained heading in the right direction. Financial savings for SMEs fell by 9.2% as the result of redirecting part of deposits towards term accounts. Overall resources received from SMEs increased by 4.1% over the year. En millions d’euros APPLICATION OF FUNDS (average outstanding) Short-term Medium and long-term loans Total loans Commitments by signature TOTAL APPLICATION OF FUNDS 2012 2011 Change 2011/2012 123 116 +6% 528 415 +27% 651 116 767 531 108 639 +23% +7% +20% New business development 72 projects were examined in Financial and Assets Management, representing € 21 million of revenue from investment financing. The business conducted with Businesses of Intermediate Size (BIS), which began during the second half of 2011, continued to grow satisfactorily, with average outstanding loans of € 175 million (+ 23.8%). The market activity aimed at Regional Institutionals introduced at the end of 2011 developed further and the commercial projects undertaken (PEE/PERCO company savings, End-of-Career payouts and “key-man” policies) resulted in the number of policies increasing significantly, as did outstanding funds. Results Excluding dividends from securities, NBI at BCMNE rose by 12% driven by increases in margin (8.5%) and commission (21%). The cost of risk rose to € 3.36 million, reflecting the vulnerability of the market. Given these conditions, the pre-tax operating result was € 5.6 million, compared with € 5.9 million in 2011. Bail Actéa Bail Actéa generated € 359 million in 2012, compared with € 331 million in 2011 (+8%), coupled with a financial margin that stood up well to the pressure. Net outstanding financial funds rose by 6% to € 796 million, compared with € 750 at the end of December 2011. NBI stabilised beyond the € 19 million mark. The cost of risk was down slightly at -€ 1.6 million, which was 0.21% of the average outstanding funds under management. In the end, the net book profit was € 5.3 million, up by 12% to the best level yet achieved. Bail Immo Nord and Batiroc Normandie The volume of new business signed during the period across the two entities of Crédit-Bail Immobilier was € 53.6 million, compared with € 68 million in 2011. There is a regular flow of business, with a good proportion of investors offering good grounds for growth. The net financial funds under management from grants and tenant advances rose by 11% to € 332 million. Parallel to the financial margin, NBI increased by 14% to € 7.2 million. The “positive” cost of risk reflected the good outcome to disputed matters. Taken together, these elements generated a net result that was up 28%. 18 Crédit Mutuel Nord Europe Annual Repor t 2012 Business Finance Business Finance is part of the BCMNE holding company which, in addition to its banking business for SME-SMIs, owns shares in companies that specialise in property leasing transactions: Bail Actéa, Bail Immo Nord, Batiroc Normandie and Normandie Partenariat. The accounts for SDRN (which handles the extinctive management of debts recorded in its assets) round to this group of companies. IFRS consolidated accounts in thousands of € ASSETS Financial assets by fair market value by result Derivative cover instruments Financial assets available for sale Loans and debts on credit establishments Loans and debts on customers Difference in revaluation of portfolios covered on rates Assets held to maturity Accruals and miscellaneous assets Tangible and intangible fixed assets 31/12/2012 675 15 609 146 393 1 893 352 4 672 17 439 3 369 31/12/2011 96 26 16 872 133 525 1 675 243 3 132 13 106 2 863 TOTAL 2 081 509 1 844 863 LIABILITIES Financial liabilities by fair market value by result Derivative cover instruments Debts to credit establishments Debts to customers Debts represented by a security Difference in revaluation of portfolios covered on rates Accruals and miscellaneous liabilities Provisions Minority interests Equity capital excluding result (share of group) Result for the period (share of group) 31/12/2012 675 6 360 1 454 738 322 880 4 087 102 873 4 444 44 173 170 12 238 31/12/2011 94 4 326 1 269 377 285 537 99 649 5 389 44 168 857 11 590 TOTAL 2 081 509 1 844 863 PROFIT-AND-LOSS ACCOUNT NET BANKING INCOME Overheads GROSS OPERATING PROFIT Cost of risk OPERATING PROFIT Gains or losses on other assets OPERATING PROFIT BEFORE TAX Tax on profits Net tax gains & losses TOTAL NET PROFIT Minority interests 31/12/2012 45 178 (24 283) 20 895 (1 633) 19 262 18 19 280 (7 038) (5) 12 237 (1) 31/12/2011 44 322 (22 932) 21 390 (3 435) 17 955 6 17 961 (6 369) 11 592 2 NET PROFIT (share of group) 12 238 11 590 Notes and clarification: Customer activity developed by 25% for loans and 7% for the finance lease business (+6% in leasing, +9% in operating leasing). Debts to credit establishments, which represent funding by CFCMNE, developed symmetrically with customer business. Debts to customers recorded an increase in term deposits (partly linked to a reduction in at-call deposits). The good business conditions, both in terms of margin and volumes and flows, enabled NBI to increase both at BCMNE and in the leasing entities. General operating overheads increased mainly due to staffing costs. These latter costs were impacted in particular by the rise in headcount, but also by the growing weight of taxes and levies on remuneration. The cost of risk remained well under control, with the write-backs made in property leasing covering the growth in risk at BCMNE (+€ 1.1 million). Crédit Mutuel Nord Europe Annual Repor t 2012 19 2 Insurance The aim of the Medium-term Plan 2012-2015 for Insurance is based along three main lines: JJ JJ JJ 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing To consolidate the company’s strengths (responsiveness, innovation, motivation) To strengthen the organisation to adapt to the requirements of Solvency II To control the profitability of business areas while developing them at the same time The financial environment in 2012, uncertainty about the date Solvency 2 will be introduced and highly favourable tax measures for accounting savings affected the life insurance market, which retreated markedly. Against this background, net revenue from life insurance at NEA fell sharply. By contrast, property insurance (ACMN IARD) and prudential cover recorded good results. NEA Turnover in 2012 was € 1.1 billion, down 19% on account of the falling market in savings. By contrast, IARD and prudential business continued to grow. 54% of revenue came from the CMNE network, whose contribution grew by 3 points over the year. The share of the BKCP network rose by 8% to 11% and La Française increased by 4% to 6%. The balance of revenue was generated by the CMNE Group’s external networks. Total mathematical and technical provisions rose by 3% to € 11.2 billion. Outstanding savings contracts represent € 10.86 billion, of which 13.5% is invested in account units. The net consolidated result for Insurance – share of group – was € 40 million (IFRS standards) at 31st December 2012. In millions of € Outstanding funds under management NELL ACMN Vie TOTAL 612 10 248 10 860 ACMN Vie Under conditions that were unfavourable for life insurance, ACMN Vie recorded a turnover of € 878.7 billion, which was down 24%. Revenue from savings was € 807.3 million, a fall of 26%. The share of account units rose by 14.9%, compared with 12.3% in 2011. Net revenue was down very slightly at € 39 million. Revenue in prudential policies continued to rise to € 71.4 million (6%). The share held by the historical partners (CMNE, BKCP and La Française) represented 73% of revenue. The net result, which was impacted by favourable financial markets and solid results in prudential, ended at € 39.9 million (compared with a loss of € 19.7 million in 2011). ACMN IARD Revenue of € 134.3 million was up 7% and accounted for 12% of all revenue for Insurance. Prudential and health products represented 21% of annual revenue, with a total of € 28.1 million. These were up 8%, driven by the development of the Life Accident Insurance (AAV) product. Turnover in property insurance products (Car – Multirisk) was € 97.4 million, up 7%. The result of € 8.9 million was an increase of 10% compared with the figure at 31/12/2011. This good performance was linked on the one hand to the increase in commercial activity and, on the other, to favourable claim rates in Car and Multi-Risk Home. NELL Turnover was € 84.2 million, an increase of 11%. The revenue generated by BKCP was € 8.6 million. The Myriad product, aimed at Belgian brokers, recorded revenue of € 73.9 million (compared with € 64.3 million in 2011). Overall, NELL returned positive net premium revenue of € 3 million. The company’s result was € 1.5 million (compared with € 0.2 million in 2011. 20 Crédit Mutuel Nord Europe Annual Repor t 2012 Insurance CMNE’s Insurance business is made up of entities owned by the Nord Europe Assurances holding company (NEA): ACMN IARD, ACMN Vie, CPBK Re, Nord Europe Life Luxembourg, Courtage Crédit Mutuel Nord Europe, Pérennité Entreprises and Vie Services. The contribution from Insurance to the consolidated account of the CMNE Group is shown by the figures below. IFRS consolidated accounts in thousands of € ASSETS Financial assets by fair market value by result Financial assets available for sale Loans and debts on credit establishments Loans and debts on customers Assets held to maturity Accruals and miscellaneous assets Tangible and intangible fixed assets Goodwill 31/12/2012 9 625 761 3 318 402 31 147 50 778 71 811 4 433 5 640 31/12/2011 8 881 556 2 834 774 69 686 44 022 541 053 5 754 5 640 TOTAL 13 107 972 12 382 485 LIABILITIES Debts to credit establishments Debts to customers Accruals and miscellaneous liabilities Technical provisions from insurance policies Provisions Subordinated debts Minority interests Equity capital excluding result (share of group) Result for the period (share of group) 31/12/2012 38 905 62 434 794 885 11 483 756 4 080 53 017 22 395 608 582 39 918 31/12/2011 39 924 58 020 866 424 10 757 476 4 422 53 024 19 571 581 020 2 604 TOTAL 13 107 972 12 382 485 PROFIT-AND-LOSS ACCOUNT NET BANKING INCOME Overheads GROSS OPERATING PROFIT Cost of risk OPERATING PROFIT Gains or losses on other assets OPERATING PROFIT BEFORE TAX Tax on profits TOTAL NET PROFIT Minority interests 31/12/2012 133 170 (59 854) 73 316 253 73 569 73 569 (27 507) 46 062 6 144 31/12/2011 76 499 (58 442) 18 057 (10 252) 7 805 7 805 (1 925) 5 880 3 276 NET PROFIT (share of group) 39 918 2 604 Notes and clarification: The growth in outstanding resources on the balance sheet reflects business for the period and the positive effects of the financial markets on the valuation of the portfolios held by the companies, in particular by ACMN Vie. Movements in the market also made it possible to cancel deferred participation in profits and to record a debt on this item (offset by the gains recorded on the securities held in the various portfolios), impacting the profit-and-loss accounts. Business conditions, management choices and the favourable effect of the markets on the valuation of securities at fair value by result resulted in an increase in NBI. In 2011, the cost of risk reflected the impact of the downgrade in Greek securities, net of beneficiary participation. Crédit Mutuel Nord Europe Annual Repor t 2012 21 2 Third-Party Management The aim of the Medium-term Plan 2012-2015 for Third-Party Management is based along four main lines: JJ JJ JJ JJ 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 To enhance value through a single brand To position the business on core business expertise To develop the retail customer business To ensure self-funded international growth in the areas of moveable and immoveable assets and overall investment solutions. La Française is also a major player in minority holdings. The company constitutes the asset management arm for its main shareholder, CMNE. At the end of 2012, La Française Group had over € 37 billion of assets under management on behalf of a diversified client base (institutionals, banking networks, etc.). Best Management Company of the Year 2012 La Française AM was voted Best Management Company of the Year 2012 by a panel of over 400 industry professionals meeting for the 11th edition of the AGEFI Asset Management Forum. This award strengthens the positive image of La Française AM among investors. It also comes in addition to the M2 rating of LFP’s management business given by Fitch Ratings, as well as various other awards received during the year, including ones rewarding the quality of LFP’s Shares and Rates products. Revenue: confirmation of an unusual development model While 2011 saw a decline in revenue from transferable securities and an increase from property securities, the 2012 financial year resulted in positive revenue across all of La Française AM’s areas of expertise. This took net revenue for 2012 to € 1.6 billion, compared with only € 0.3 billion in 2011. Excluding matters monetary, net revenue was € 0.35 billion. Outstanding funds at historic high Given the positive net revenue and favourable market effect, the outstanding funds managed by La Française AM on behalf of its clients were up compared with the previous period, reaching a historic high of € 37.3 billion. Internationally, outstanding funds represented over € 1.5 billion at the end of 2012, compared with less than € 0.9 billion a year previously. In millions of € Net revenue Governance and Internal Auditing 2011 Transferable securities Property Other Total Outstanding funds under management 2012 2011 2012 -805 803 25 814 27 625 1 138 -19 314 811 26 1 641 7 001 1 951 34 766 7 765 1 880 37 270 Two new partnerships and international development In 2012, the search for new clients continued in the Corporate segment, in particular through monetary management and international development, with net revenue of € 421 million and the acquisition of top-quality clients in property, with dedicated OPCI products, as well as in transferable securities. The year saw the end of the period for selling OPCI Immo SR, France’s first “SRI” property fund and the IC1 fund, the first international debt recovery fund recommended by La Française AM ICC, for which the respective revenues were € 120 million and € 50 million. The first cross-border master/feeder Investment Funds were created in 2012. Investments in new areas of business to prepare for future growth La Française AM decided to introduce two new areas of business capable of meeting the needs of its clients, who are always looking for solutions that offer a certain degree of security, as well as a potential for growth or the delivery of regular cashflow: –a business for managing property debt, initially based round a mutual securitisation fund under French law and a securitisation body under Luxembourg law; –an investment solution business, aimed at offering a range of tailored products using management techniques developed thus far only in investment banks, while at the same time providing appropriate risk management. This business will be housed in a new Group subsidiary called La Française Investment Solutions, backed by La Française AM Bank in Luxembourg. 22 Crédit Mutuel Nord Europe Annual Repor t 2012 Pôle Gestion pour compte de tiers The Third-Party management business is now part of La Française holding company, which in the main owns La Française AM Real Estate Managers, La Française AM Finance Services, La Française des Placements, La Française AM GP, LFP Sarasin AM, the Cholet Dupont holding company, Convictions Asset Management, NExT AM, LFAM Ibéria, Siparex Proximité Innovation and UFG Courtages. Its contribution to the consolidated accounts of the CMNE Group can be seen from the figures below. IFRS consolidated accounts in thousands of € ASSETS Derivative hedging instruments Financial assets available for sale Loans and debts on credit establishments Loans and debts on customers Assets held to maturity Accruals and miscellaneous assets Holdings in equity companies Tangible and intangible fixed assets Goodwill TOTAL LIABILITIES Debts to credit establishments Debts to customers Accruals and miscellaneous liabilities Provisions Minority interests Equity capital excluding result (share of group) Result for the period (share of group) TOTAL PROFIT-AND-LOSS ACCOUNT NET BANKING INCOME Overheads GROSS OPERATING PROFIT Cost of risk OPERATING PROFIT Share of profits from equity companies Gains or losses on other assets Variations in the value of goodwill OPERATING PROFIT BEFORE TAX Tax on profits Net tax gains & losses TOTAL NET PROFIT Minority interests NET PROFIT (share of group) 31/12/2012 95 533 37 063 31 685 55 680 36 911 29 043 168 916 31/12/2011 84 384 67 108 24 373 63 790 35 878 29 337 168 916 454 831 473 786 31/12/2012 65 209 47 622 72 871 2 527 8 688 230 867 27 047 31/12/2011 52 540 72 917 92 353 1 991 8 695 205 649 39 641 454 831 473 786 31/12/2012 135 279 (96 026) 39 253 (195) 39 058 1 567 (138) 40 487 (13 077) 27 410 363 31/12/2011 139 217 (95 145) 44 072 25 44 097 1 882 9 096 1 966 57 041 (15 048) 41 993 2 352 27 047 39 641 Notes and clarification: The balance sheet total was impacted by a reduction in customer deposits in the banking subsidiary and, correlatively, by the reimbursement of a term loan. The revaluation of securities, in particular equity securities, also resulted in a net gain of approximately € 8 million. NBI was relatively stable, as were general overheads. The variation in result stems mainly from the accounting of exceptional elements in 2011 (disposal gain and goodwill). Crédit Mutuel Nord Europe Annual Repor t 2012 23 2 Miscellaneous Services and Businesses This area of the business encompasses all activities that are not part of the Group’s strategic business lines: NEPI (consolidated base includes the real estate non-operating business), CMN Tél, Euro Information, Financière Nord Europe, Sicorfé Maintenance, Transactimmo, Actéa Environnement and CMNE Environnement. IFRS consolidated accounts in thousands of € 1 The CMNE Group ASSETS Financial assets available for sale Loans and debts on credit establishments Loans and debts on customers Accruals and miscellaneous assets Holdings in equity companies Tangible and intangible fixed assets Goodwill TOTAL 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing LIABILITIES Financial liabilities at fair market value by result Derivative hedging instruments Debts to credit establishments Debts to customers Accruals and miscellaneous liabilities Provisions Subordinated debts Minority interests Equity capital excluding result (share of group) Result for the period (share of group) TOTAL PROFIT-AND-LOSS ACCOUNT NET BANKING INCOME Overheads GROSS OPERATING PROFIT Cost of risk OPERATING PROFIT Share of profits from equity companies Gains or losses on other assets OPERATING PROFIT BEFORE TAX Tax on profits TOTAL NET PROFIT Minority interests 136 710 133 210 31/12/2012 10 550 1 228 77 113 847 11 008 31/12/2012 6 315 (1 735) 4 580 (50) 4 530 7 813 12 343 (1 335) 11 008 11 008 Notes and clarification: The variation in the result is due mainly to the increase in the contribution from Euro-Information Crédit Mutuel Nord Europe 31/12/2011 23 836 241 22 5 584 74 889 27 914 724 136 710 NET PROFIT (share of group) 24 31/12/2012 26 352 241 22 1 644 81 110 26 617 724 Annual Repor t 2012 31/12/2011 11 964 1 108 5 111 496 8 637 133 210 31/12/2011 6 134 (1 411) 4 723 (36) 4 687 5 008 127 9 822 (1 185) 8 637 8 637 3 Consolidated balance sheet 26 Total balance sheet 27 Consolidated accounts at 31/12/2012 28 Equity Capital 28 Risks 36 Controls and audits Crédit Mutuel Nord Europe 3 Consolidated balance sheet Annual Repor t 2012 25 3 Total balance sheet Shares in the local branches, constituting the capital of the CMNE Group, are held exclusively by the shareholders. Nature and remuneration of company shares 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Capital (‘A’, ‘B’, ‘C’ and ‘F’ company shares) (in millions of €) There are four types of share: • ‘A’ shares, non-transferable, with a par value of € 1, • ‘B’ shares, which may be traded, with a par value of € 1, • ‘C’ shares, which may be traded giving a notice period of 5 years, with a par value of € 1, • ‘F’ shares, which may be traded giving a notice period of 5 years, with a par value of € 500. ‘A’ shares receive no remuneration. ‘B’, ‘C’ and ‘F’ shares receive an amount of remuneration set by the general meeting of shareholders of each local branch, within the limits laid down by the articles of association of the Cooperation and in line with the directives set by the Federal Board of Directors. In 2012, the annual yield of ‘B’ shares was 2.30%, for ‘C’ shares and ‘F’ shares 2.78%, legally capped at the average bond rate. 1 500 1 363 1 250 1 339 1 268 1 318 1 000 750 500 250 0 2009 2010 2011 2012 Corporate & Social Responsibility 5 Governance and Internal Auditing Total balance sheet Equity capital – share of group excluding result (in millions of €) (in millions of €) 2 000 40 000 2 004 39 099 35 000 1 800 32 849 30 000 1 838 1 871 1 864 2010 2011 33 570 31 105 1 600 25 000 1 400 20 000 1 200 15 000 10 000 26 2009 2010 Crédit Mutuel Nord Europe 2011 2012 Annual Repor t 2012 1 000 2009 2012 3 Consolidated accounts at 31/12/12 After offsets between businesses, in thousands of € Contribution NBI Areas 2011 Bancassurance France Bancassurance Belgium Business Finance Insurance Third-Party Management Miscel. Services and Businesses TOTAL 351 964 68 277 42 584 76 266 139 217 5 900 684 208 GOP Consolidated result 2012 2011 2012 2011 391 049 209 232 44 417 131 336 135 271 6 315 917 620 60 267 4 259 21 390 17 824 44 072 4 723 152 535 91 098 -19 986 20 895 70 562 39 245 4 580 206 394 2012 20 293 1 930 11 590 2 442 40 869 8 636 85 760 Total balance sheet 2011 2012 51 087 16 863 163 17 740 613 13 193 2 181 128 5 899 733 12 238 1 718 905 1 933 088 37 952 12 276 251 12 982 064 27 040 397 731 408 424 11 008 133 210 135 179 152 518 33 570 388 39 099 101 After reprocessing 2011, variations in actuarial gains and losses on IFC provision for Bancassurance France: +€3 506 000 in GOP; €2 240 000 in consolidated result in thousands of € Contribution to results (after offsets between businesses) 60 000 51 087 50 000 40 000 37 952 40 869 30 000 27 040 20 293 20 000 13 193 11 590 12 238 8 636 10 000 2 442 1 930 0 Bancassurance France 2011 11 008 Bancassurance Belgium Business Finance Insurance Third-Party Management Miscel. Services and Businesses 2012 in thousands of € Contribution to balance sheet total (after offsets between businesses) 20 000 000 16 863 163 17 740 613 15 000 000 12 276 251 12 982 064 10 000 000 5 899 733 5 000 000 2 181 128 0 1 718 905 1 933 088 397 731 Bancassurance France 2011 Bancassurance Belgium Business Finance Insurance 408 424 Third-Party Management 133 210 135 179 Miscel. Services and Businesses 2012 Crédit Mutuel Nord Europe Annual Repor t 2012 27 3 Equity capital and risk management JJ Equity capital JJ Risks Under the provisions of CRBF regulation n° 2000-03, networks of establishments with a central body must comply with management ratios on a consolidated base (market risks and credit risk, major risks, shareholdings, internal auditing). 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing The consolidating entity and Crédit Mutuel Nord Europe’s scope of prudential monitoring are identical to those used for the Group’s consolidated accounts. Only the method of consolidation changes, in particular for the insurance companies, whose accounts are consolidated by total integration and prudentially using the equity method. This principle is identical to the one applied by the other entities in the Crédit Mutuel – CIC Group. The overall cover ratio defines the amount of equity capital needed to cover credit and market risks. Overall equity capital corresponds to the sum of the base equity capital (a hard core that includes super-subordinated securities of unspecified duration) and additional equity capital (including TSR and TSDI) products, as well as regulatory deductions (certain holdings in financial establishments that are not consolidated or accounted for using the equity method). CMNE calculates the overall cover ratio for equity capital on the basis of IFRS consolidated accounts, using the prudential method. Book equity capital is withdrawn to take account of the effect of prudential filters, which are designed to reduce the volatility of equity capital induced by international standards, in particular through the introduction of fair market value. CMNE also complies with the declaratory obligations created by the European Directive that applies to conglomerates. One of the results of this is the additional monitoring of cover by equity capital consolidated from the combination of the requirements of banking equity capital and the solvency margin of insurance companies. This monitoring also has an effect on measuring other management standards, with the difference of accounting for the consolidated entities in the insurance sector using the equity method being eliminated from base equity capital. CMNE complies with all of the regulatory ratios to which it is subject. In millions of € Regulatory ratios 31/12/2012 Basle I Basle II 31/12/2011 Basle I Basle II Basic equity capital 1 948 1 932 1 793 1 782 (Tier One) Additional equity capital 36 20 42 35 Further additional 0 0 0 0 equity capital Weighted risks 15 671 13 821 12 666 10 518 Overall ratio 12,66% 14,12% 14,49% 17,27% Tier One ratio 12,43% 13,98% 14,16% 16,94% 28 Crédit Mutuel Nord Europe Annual Repor t 2012 The CMNE Group has established a risk support line by grouping the departments for ongoing audits, compliance and risk control within the General Secretariat. These three departments have a direct operating responsibility within Bancassurance France and a functional responsibility to their counterparts in the Group’s subsidiaries. The risk support line handles implementation of the systems used to measure and monitor risk, as well as the compatibility of the risks taken with directions set by the deliberating body. The regular examination of the way Level 1 audits operate makes it possible to monitor the system on an ongoing basis. In particular it takes account of the analysis of the main incidents recorded and the results of checks conducted remotely. The risk support line also actively monitors best practices and constantly suggests adjustments to the auditing tools and procedures. For its part, the Inspectorate General, which is responsible for the periodic business line and network audits, remains a strictly autonomous structure. The headcount allocated to audit duties continued to rise in 2012, reaching 87 individuals in the audit business lines that report hierarchically or functionally to the General Secretariat, and 45 staff for those that report to the Inspectorate General. Approximately 2.8% of the Group’s total headcount is now assigned to Level 2 and 3 auditing duties. This increase is due mainly to the purchase of Citibank Belgium 2012, as well as increases in headcount in the Third-Party Management business and, to a lesser extent, in the General Secretariat. The Federal Board of Directors, or its offshoots in the form of the Audit Committee and Risk Committee are kept informed regularly of the management and monitoring of risks. The summary reports presented deal mainly with the monitoring and control of credit risk, financial risks and operating risks, as well as measuring the requirement of equity capital linked to the Group’s various business lines. They approved the Group’s internal audit charter, as well as the annual updating of the policy on risk management. The quality of CMNE’s consolidated balance sheet contributes to the rating of the whole of the Crédit Mutuel – CIC Group by Standard & Poor’s: “A+, outlook stable” for the long term, and “A1” for the short term, confirmed in December 2012. >> Credit risks The granting of loans is required to pass through a specific procedure at Crédit Mutuel Nord Europe. Beyond the delegation of powers granted to the managers of local branches, the Loans Committee for each branch, made up of directors and the manager, meets weekly to rule on applications. Risks If an application exceeds the threshold of € 500 000 or is subject to special terms, it must be analysed by the Caisse Fédérale’s Credit Department and is submitted to the Federal Loans Committee. Farmers (€ 787 million) In Belgium, loan applications in excess of € 750 000 are granted by the group’s Management Committee only. For Business Finance, an overall limit per counterparty or group of counterparties has been set at € 30 million. Applications with a unit value higher than € 150 000 require a decision from the Committee. For Bancassurance France and Business Finance, internal ratings in line with the principles set by Basle II are in place for customers from the various markets. These ratings are taken fully into account in the process of customer follow-up. Alongside the usual criteria, the rating is now incorporated as part of the parameters used to set the pricing for loans. The rating is also a determining component for the system of assignment when it comes to granting support. In Belgium and within the scope for BKCP, there was the completion of the deployment of a generation of customer rating algorithms identical to France, ensuring rating homogeneity with the Crédit Mutuel – CIC Group in its entirety. OBK bank, which was purchased in March 2012, is scheduled to incorporate the same rating system in 2014. For its part, Citibank Belgium is part of the process conducted by Crédit Mutuel – CIC Group on consumer credit. Individual Business Persons (€ 716 million) Legal Entities and Corporate (€ 2 624 million) For the banking business in France, which represents 70% of the Group’s outstanding loans (Bancassurance France and Business Finance), the way in which outstanding loans are broken down by rating category and rating algorithm is as follows: –ratings equal to or above C-,which represents the best customers, total 81% to 91%, –Ratings between D+ and E+, which represent healthy loans with a fairly high risk profile, total 7% to 16%, –Doubtful (E-), compromised doubtful (E=) and bad loans (F), total 1% to 4%. This breakdown remained stable in comparison with previous years for the better classes of rating, but there was an appreciable downturn in the risky profiles of Business Finance customers, even if the average rating of these outstanding resources remained very satisfactory. Non-trading property companies SCI (€ 838 million) Private individuals (€ 7 490 million) Associations (€ 39 million) Crédit Mutuel Nord Europe Annual Repor t 2012 29 Risks The overall breakdown of credit risk by business sector for the same perimeter was as follows: Industry+BTP Transport Other Agro-Agri Private housing Profesionals +services+retail 4% in thousands of € Quality of risks 31/12/2012 31/12/2011 Debts written down individually Provision for individual writedowns Collective provision for debts 1 Overall level of cover Level of cover 983 459 396 924 -643 610 -257 021 -27 769 -17 210 68,3% 69,1% 65,4% (individual provision only) 3% 6% 3% 17% 56% Household consumption 64,8% 10% The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing Follow-up of credit risks Loans and debts Credit establishments Customers Gross exposure Provisions for writedowns Credit establishments Customers Net exposure Financial commitments given Credit establishments Customers Guarantee commitments given Credit establishments Customers Provisions for risks on customer commitments Net exposure Debt securities Government securities Bonds Derivative instruments Pensions & loans of securities Gross exposure Provision for writedown of securities Net exposure 31/12/12 31/12/11 Variation 4 196 459 15 980 485 20 176 944 -671 379 -671 379 19 505 565 3 438 859 12 666 884 16 105 743 -274 231 -274 231 15 831 512 757 600 3 313 601 4 071 201 -397 148 22% 26% 25% 145% -397 148 3 674 053 145% 23% 67 921 2 233 257 64 960 1 110 812 2 961 1 122 445 5% 101% 188 968 136 282 -936 2 625 492 19 470 123 409 -1 051 1 317 600 169 498 12 873 115 1 307 892 871% 10% -11% 99% 602 102 10 840 926 80 052 11 523 080 -7 582 11 515 498 186 870 9 555 700 37 987 0 9 780 557 -64 572 9 715 985 415 232 1 285 226 42 065 222% 13% 111% 1 742 523 56 990 1 799 513 18% -88% 19% in thousands of € 31/12/12 Less than 3 months 3 months to 6 months 6 months to 1 year 0 666 964 0 50 702 0 16 140 56 505 7 791 3 082 610 436 666 964 42 911 50 702 13 058 16 140 21 619 3 676 1 870 Payment arrears Equity capital instruments Debt instruments Loans and advances of which large corporations and similar of which retail customers TOTAL of which actual non-payment on due date 30 Crédit Mutuel Nord Europe Annual Repor t 2012 More than 1 year Total 0 0 1 106 734 912 35 NBV of assets written down 5 098 10 603 339 895 Total assets that are the subject of payment arrears and assets written down 5 098 10 603 1 074 807 Guarantees and other credit raisings received relative to assets written down 0 0 424 003 67 413 31 822 99 235 61 773 1 071 667 476 1 106 734 912 308 027 355 596 975 503 1 090 508 362 230 424 003 196 27 360 Risks >> Market risks >> Counterparty risk Management of the CMNE group’s refinancing is centralised at the Caisse Fédérale, for transactions by the French, Belgian and Luxembourg entities. The back-office side of these transactions is centralised in Lille. At the proposal of the Risk Department, counterparty limits are agreed by the Group’s Finance Committee. The methodology used to define risks is based on the internal rating of major counterparties, as redefined by Crédit Mutuel’s National Confederation within the context of Basle II ratification. The centralisation of CMNE’s risk through the overall control of risk in turn feeds the centralised counterparty risk management for the whole Crédit Mutuel – CIC Group. There are two types of transaction handled by the Group Treasury Department: • One: the Group’s medium and long-term refinancing transactions and, more generally, assets-liabilities management transactions designed to control the margin of intermediation based on the figures for the risk rate and liquidity analysed by the Finance Committees for each entity in the Group. • Two: own account transactions conducted on behalf of the Caisse Fédérale, Crédit Professionnel SA or Citibank Belgium. These transactions fall into two groups: –arbitrage transactions structured to generate only a marginal rate risk while still extracting their profitability from counterparty risk and liquidity risk. This type of transaction only concerns the Caisse Fédérale and comes under the direct responsibility of the Group treasurer, who receives an allocation of equity capital, an overall limit on outstanding funds and a standard framework for authorised transactions for the purpose. –Investments in dedicated Investment Funds managed by UPG in SCPIs, shares, bonds and negotiable debt securities or structured products. These are always implemented in the context of the finance committees of the entities concerned and hence are the result of a collective decision. Investments in bonds and similar securities are particularly important for BKCP on account of its high level of deposits collected through passbook deposit accounts. Structural management transactions on the balance sheet, as well as transactions as conducted as principal, come under the tight control of the Group’s Finance Committee and are the subject of individual reports that are then merged to measure the liquidity risk. Since June 2011, the ceiling for unit risks and has referred to the equity capital of the Caisse Fédérale, Crédit Professionnel SA, Citibank Belgium and Nord Europe Assurances, rather than the Group’s consolidated equity capital. Thus, while still remaining within the national reference framework for banking limited imposed by Crédit Mutuel’s National Confederation, each part of the overall business has rules that are consistent with the development of its outstanding funds and its equity capital. As a result, the overall limits are: –State risk: 100% of the equity capital of each part of the business, –Bank risk: minimum amount between 100% of the equity capital of each part of the business and a proportion of the national guideline set by the CNCM, –Corporate risk: 10% of the equity capital of each part of the business for risks taken in the context of market activities. These limits are intended for A+ risks (Crédit Mutuel – CIC internal rating) and are then scaled down based on the rating of the counterparties. For corporate risk taken as part of market activities, the Federal Board of Directors approves the rules, taking account of the issuer’s rating, the volume of bonded debt issued, the business sectors of the issuers and the outstanding funds of the insurance company. For most corporate counterparties, this restricts the unit risk to € 50 million. On an exceptional basis and for investments by the insurance company, the unit risk may rise to as much as € 250 million for a very limited number of public or quasi-public companies. Crédit Mutuel Nord Europe Annual Repor t 2012 31 Risks For the whole of the CMNE Group, banking and insurance combined, the counterparty risk is broken down as follows: Financial institutions (77%) Corporates and insurance (11%) € 9 163 million € 1 178 million D+ C- B- D- 4% 1% 2% C+ 5% A+ D- 8% 5% 4% 3% 9% A- 2% B+ 8% D+ A- 13% 49% 1 B- 24% The CMNE Group C- 20% B+ 2 A+ N.R. 27% C+ 16% Specific areas Sovereign (13%) Total outstanding € 1 505 million € 11 960 million C+ 3 8% B+ 2% E+ D+ 1% 0,3% C- C+ A+ N.R. D- 2% 5% 2% 2% A+ 11% 7% 38% Consolidated balance sheet D+ B- 6% 4 A- 44% Corporate & Social Responsibility B+ 21% A- 5 Governance and Internal Auditing 49% Market risk All of the transactions conducted by the Treasury Department as part of its own management as principal, or entrusted to La Française AM as part of dedicated management, are carried out in a specific context defined by the Group’s Finance Committee and are the subject of a report submitted monthly to the Committee, which includes five of the seven members of the management committee. Twice each year, a presentation is made to the Board of Directors of the whole of the financial risks carried by the Caisse Fédérale. In addition, the meeting of the Board of Directors in January 2013 confirmed the overall allocation of equity capital to market activities of up to € 185 million for the banking book and € 95 million for the trading book. Business where the Group acts as principal is divided into two parts. One: an arbitrage business on European money market securities (eurozone), conducted exclusively by the CMNE Caisse Fédérale; and two: medium or long-term investments in dedicated Investment Funds, direct shares, bonds and negotiable debt securities or structured bonds. These medium and long-term investments are accommodated both within the Caisse Fédérale, at Crédit Professionnel SA and at Citibank Belgium. There is also a CDO portfolio of € 6 million, but the purchase of OBK bank also involved taking over an investment portfolio run on its own account containing a significant proportion of CDOs. 32 Crédit Mutuel Nord Europe Annual Repor t 2012 Based on assumptions common to the whole of the Crédit Mutuel – CIC Group, CMNE conducts a stress impact measurement test each quarter. Five stress tests from the past (1994 rate rise, 1997 Asia crisis, 1987 Black Monday, 11th September 2001, subprime crisis) and four hypothetical stress events (fall in share prices of 25%, rise in credit spreads of 100 bps, increase in rates of 50 bps, rate cut of 50 bps) are measured in the tests. The three most punitive of these are Black Monday, the subprime crisis and the 25% fall in the share market, with a negative varying between € 7 and 21 million on the profit-and-loss account and between € 20 and 43 million on equity capital. Arbitrage Arbitrage transactions, which are carried out based on terms of between three months and three years, consist of buying negotiable credit instruments or variable-rate or fixed-rate bonds converted into variable rates through rate swaps, financed by the regular issue of investment certificates with terms at the outset of between one and six months. The maximum outstanding amount in this arbitrage portfolio, set by the Group’s Finance Committee, is € 1.2 billion, while its actual outstanding remained stable is around € 1.1 billion. Its average consumption of equity capital for credit risk was € 21 million, significantly less than the allotted limit of € 30 million. Arbitrage generated a result estimated at € 7 million. Risks The duration of securities purchased (75% are equal to or less than two years), as well as the bulk of securities at indexed rates, provides very strong insurance against market risks in the sense of regulation 95-02, since the NPV sensitivity of this portfolio is approximately 1%. The rate risk is practically zero and the liquidity risk is monitored very closely as part of overall liquidity risk management procedure. Bonds portfolio The following table summarises the gains and losses at 31st December 2012 on bond portfolios affected in accounting terms by “marked to market”. In millions of € Capital valued at 31/12/2012 AFS portfolio France: arbitrage France: invested CPSA: invested Citibank Belgium: invested OBK invested TOTAL JVOR portfolio 970,7 Total Variation in value compared with 31/12/2011 Equity capital Profitand-loss account Total 970,7 17,0 1,5 18,5 63,4 137,5 200,9 1,0 12,7 13,7 715,6 10,3 725,9 68,6 0,9* 68,6 115,5 115,5 1,1 1,1 332,8 332,8 14,7 14,7 2 198,1 147,7 2 345,8 102,3 14,2 116,6 * including impact of cover swaps from securities classified in AFS Dedicated Investment funds CMNE’s Caisse Fédérale now holds three dedicated funds, managed on its behalf by La Française AM. The total outstanding amount of these funds at 31st December 2012 was € 252 million and their overall performance was positive to the tune of € 10.2 million. The Richebé fund represents an outstanding amount of € 207 million. It is dedicated to dynamic cashflow management, generating a positive yield of 4.25%. BKCP also holds € 9.6 million of this fund. as is the case with the other entities in the Crédit Mutuel Group affected by holdings of CIC shares, the methodology known as the “sum of the parts”, which consists of an analysis valuing each of the CIC’s business lines. This value is approximately 50% greater than the acquisition price and any variation in value has an effect on equity capital. Excluding CIC shares and the proportion of shares contained in dedicated investment funds (trading book), the share risk was € 63 million at 31st December 2012, in market value. This is made up of the share component of the funds, representing the investments made on behalf of CMNE and BKCP (banking book). CDO portfolio CMNE’s portfolio of CDOs now consists only of “Regent Street” and “New Court” vehicles from KBC Bank with a par value of € 12 million and a net book value of € 6 million. In actual fact, the “Regent Street” securities are now fully funded as the result of the receipt of a “credit event”, taking the value of the securities in the fund back to zero. As a result, the profit-and-loss account for the Caisse Fédérale was impacted negatively by € 1.6 million in 2012. For their part, the “New Court” securities produced a latent loss of € 2.2 million as of 31st December 2012, which was a significant reduction over the period. They are recorded as security held to maturity, with their variation in value affecting neither equity capital nor the profit-and-loss account. Other investments Other investments on the bank’s own behalf realised from collective undertakings (rate products, alternative management or SCPI stocks), represented a total of € 465 million in market value, of which € 301 million is in a cash Investment Fund that was disposed of in March 2013. CMNE also holds a portfolio of structured securities valued at € 296 million, which carries € 10 million of latent losses. There were no speculative foreign exchange transactions. Downgraded securities CMNE’s downgraded securities now consist only of ‘C’ and ‘A’ in the Regent Street securitisation, representing € 2 million and € 4 million of par value respectively, now funded 100%. The Nord Europe Gestion fund represents an outstanding amount of € 37.2 million and acts as counterparty to CMNE customers on a number of funds skewed towards equities. The fund has no specific management orientation. It generated a negative yield of minus 0.2%. The outstanding funds within this fund are guaranteed in capital up to € 21 million. Outstanding funds on countries at risk in the eurozone The Richebé Recovery Fund was created in April 2009 to take advantage of the recovery of certain alternative funds affected badly by the financial crisis. The market value of the fund, which saw no movements in securities in 2012, rose 28.7% during the period. The outstanding resources were € 8.3 million. With regard to the other European countries that benefited from the EU-IMF aid programme, their securities continue to be recorded as assets available for sale. Their variation in value has a negatively effect on equity capital of € 430 000 for Portugal and € 990 000 for Italy. The outstanding funds on Ireland and Spain produced a slight latent gain. Within the CMNE Group, only the Insurance business held Greek sovereign debt to any significant extent (€ 75.6 million in par value). These securities were brought in with the exchange of March 2012 and the securities obtained have been sold. This means that the CMNE Group has no further outstanding funds on Greece. Shares The Caisse Fédérale holds approximately 1% of CIC shares directly acquired for an average historic value of € 50 million. These shares represent a holding in a common entity of the Crédit Mutuel – CIC group. Taking account of the low volume of activity handled on the market, the market value has not been used to value this holding and the CMNE applies, Crédit Mutuel Nord Europe Annual Repor t 2012 33 Risks Liquidity risk In terms of refinancing, the CMNE’s Caisse Fédérale, which has two programmes approved by the Bank of France or the AMF to issue deposit certificates (€ 3.8 billion) and BMTN (€ 2.5 billion) and EMTN (€ 4 billion) as well as a programme approved by the AMF to issue bonds (€ 4 billion), maintains outstanding securities eligible with the ECB for approximately € 1.4 billion. Crédit Professionnel SA rounds out this device with outstanding funds of approximately € 500 million. CMNE measures its liquidity risk based on three time parameters: 1 • In the long term by applying the national provisions of the Crédit Mutuel – CIC Group aimed at managing the conversion of liquidity. The general principle here consists of disposing of all assets and liabilities based on the conventions already used in the context of rate risk measurement and also measuring a ratio of the application of funds equivalent to different maturity terms. This measurement is carried out on a static base and the 5-year ratio must be greater than or equal to 87%. Measured each quarter, it is regularly in excess of 100%. The CMNE’s Caisse Fédérale also holds market assets that can be disposed of in the short term, worth approximately € 800 million. It also has a refinancing facility of around € 850 million with the Housing Refinancing Funds. The CMNE Group 2 Specific areas 3 Consolidated balance sheet Finally, in 2012, CMNE established a Colllective Securitisation Fund (CSF) for its mortgage debts of € 1 billion. This enabled two 4-year and 7-year bond issues to be made, each for € 500 million during the summer of 2012. • In the short term, also by applying a national scenario for liquidity stress aimed at measuring the impact over a time period of 3 months of the sudden disappearance of 10% of customer at-call resources. The resulting cashflow requirement must remain below the ECB’s repurchase capability. • In the very short term by calculating the regulatory liquidity ratio at 1 month, which must be greater than 100%. In 2012, this figure remained stable at around 200%. 4 Corporate & Social Responsibility Liquidity risk 5 Governance and Internal Auditing in thousands of € 31/12/12 Residual contractual maturities ≤ 1 month > 1 month ≤ 3 months > 3 months ≤ 1 year > 1 year ≤ 2 years > 2 years ≤ 5 years > 5 years Unspecified Total Assets Financial assets held for transaction purposes 263 175 0 670 242 2 188 16 891 7 768 290 934 258 0 45 200 30 017 35 843 37 570 113 149 001 78 820 82 939 225 706 426 333 847 087 457 117 1 089 982 3 207 984 1 037 279 384 684 1 788 398 1 858 413 4 541 184 9 677 285 56 495 100 758 251 358 671 104 277 986 10 000 601 1 368 302 0 0 0 0 0 0 0 0 Financial liabilities held for transaction purposes 4 103 1 148 7 160 18 277 478 3 031 0 34 197 Financial liabilities designated at fair value through the profit-andloss account 2 001 0 0 0 0 178 974 0 180 975 14 617 218 926 481 1 708 430 1 781 106 2 630 750 1 839 268 Financial assets designated at fair value through the profit-andloss account Financial assets available for sale Loans and debts (including finance lease contracts) Investments held to maturity 239 843 19 527 086 Liabilities Deposits from central banks Financial liabilities valued at depreciated cost 34 Crédit Mutuel Nord Europe Annual Repor t 2012 50 434 23 553 687 Risks Rate risk Within CMNE, the main points of this process are as follows: The aim of risk rate management is to control the intermediation margin generated by the various activities of the banking arm of the group. Each company within this area of business has its risk analysed by a specific Finance Committee on a quarterly or six-monthly basis, depending on the size of the company or the inertia of its balance sheet structure. The Committee for each company decides on the implementation of rate cover, such as liquidity. • The CMNE Group measures the rate of risk using the sensitivity of the net interest margin (NIM) and the sensitivity of the net present value (NPV). The latter of these makes it possible to measure overall risk in the sense of regulation 97-02 and the Basle II regulations. These measures are subject to regulatory limits (NPV) or management limits (NIM) in accordance with the recommendations of Crédit Mutuel’s National Confederation and the Prudential Monitoring Authority. The following limits apply identically to all of the Group’s banking subsidiaries. • NPV: a linear movement in the rate curve of 200bps may not represent more than 20% of equity capital. The equity capital retained must be consistent, in terms of consolidation, with the risk rate basis analysed. • NIM: a linear movement in the rate curve of 100bps must not induce sensitivity in excess of 5% of net banking income for the consolidation being analysed for the year underway and for the two subsequent years. Added to this limit is a risk indicator equivalent to 10% of the NIM for the consolidation being analysed for the year underway and for the three subsequent years. These limits were complied with in 2012 with an NPV sensitivity below 10% and a NIM sensitivity below 5% at all times for each quarter observed. CMNE also supplemented its NPV sensitivity analyses with curve distortion simulations (rate variations at 3 months, 3 years and 7 years, based on stress of +1% or -1%). The process used was aimed at identifying scenarios featuring elevated NPV variations. This work showed up only minor variations in NPV, consistent with the results already observed. >> Operating risks The aim of managing operational risks at CMNE is to avoid a major claim, or series of claims, creating a threat to the Group’s financial results and hence its future development. To achieve this aim, CMNE applies the operating risks management system developed by Crédit Mutuel – CIC, which meets the requirements laid down in the Basle II regulations. The Crédit Mutuel – CIC Group has drawn up a reference document entitled “Sustainable Mode Procedure”, which sets out the responsibility of the management bodies and periodic auditing, both nationally and regionally, as well as the role and positioning of the management function of operating risks, the method used for measuring and controlling operating risks, reporting and overall guidance. Organisation for managing operating risks within the Group: The job of the Risk Control Function is to manage operating risks. It implements the methods and tools developed by Crédit Mutuel – CIC. It logs any operating incidents and lists them in the risk management tool. The Risk Control Function instigates the work of the operating risk managers in the Group’s subsidiaries. It also takes part in work carried out nationally, as well as by CMNE’s Operating Risks – Business Continuity Plan Committee. This Committee also takes part in the work carried out nationally and directs CMNE’s Operating Risks Committee. This latter committee meets regularly and enables coordination, communication and reporting on the work carried out within Bancassurance France for General Management (business continuity plan, crisis management). • Information system and operating risk management tool: The operating risk management tool incorporated into the IT system has logged all claims and incidents that have occurred since 2001. The documentary databases relating to the tool, risk mapping and modelling and the business continuity plan process are shared by the whole of Crédit Mutuel – CIC. The aim of this mapping is to identify the risk areas in a consistent manner, by type of business line and by event (in the sense of Basle II) and to assess the overall cost of risk. A general procedure for gathering claims has been established at a Crédit Mutuel – CIC level. This document sets out the general definition of the operating risk produced by the Basle Committee and sets standards for the data to be entered in the Riskop tool relative to claims for a unit amount in excess of € 1 000. • Programmes to reduce and fund risks: The reduction of risks is based on effective preventative programmes identified in particular when carrying out risk mapping and implemented directly by operating staff via internal audits. Protection programmes are aimed mainly at disseminating and regularly updating the continuity plans for the “business lines” and “support” activities. A crisis management procedure has been defined to deal with the two potentially most serious crises: a total crash of the entire computer system and the major destruction of head office premises. The funding of risks is based mainly on an appropriate insurance policy. CMNE Group insurance covers the three main risk areas: people, liability and assets. In terms of operating risk and net of any insurance recovery, the CMNE Group recorded € 2 million of losses in 2012. In addition, the provision stock at 31st December 2012 was € 23.8 million, which included € 10 million in relation to an exceptional case of fraud within OBK bank prior to its acquisition by CMNE. Crédit Mutuel Nord Europe Annual Repor t 2012 35 3 Controls and audits The way Level 2 internal audits are organised is based around central structures that handle ongoing audits and compliance, and dedicated structures put in place within each of the Group’s business areas. The actions of these structures are coordinated by the Ongoing Audits and Compliance Control Committee, placed under the authority of the General Secretary, responsible for the CMNE Group’s risk support line. Between the three departments at a Caisse Fédérale level and the staff seconded operationally in the subsidiaries, there are now nearly 90 staff working on Level 2 internal auditing. 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing >> Compliance control The Compliance Control Department covers three areas: compliance per se, anti-money-laundering and auditing investment services. In 2012, the main topics dealt with by this department were as follows: • Extension of the procedure for centralising malfunctions in the leasing companies. • Completion of mapping the major risks associated with accounting savings and payment methods. • Checks conducts on the activities of the credit support line on compliance with the regulations on wear rates. • Assessment of writing the main regulatory developments into internal procedures, in particular in the area of consumer credit. >> Ongoing audits The role of the Ongoing Audit Department is to define the nature and frequency of the points of audit that have to be followed by operating managers. The Ongoing Audit Department is also required to organise the reporting side and conduct quantitative and qualitative checks on the content of these audits. This role is carried out in the three major areas of operating risks, credit risks and market risks, as well as in non-compliance risk and the risk associated with information systems (SMSI). In 2012, the main programmes conducted by this department were as follows: • Level 2 audits into the procedures of the network, market activities, credit, accounting, operating risk management and security of the information systems. These checks enable regular exchanges with the structures in question and the implementation of any corrective action required. • Continued dissemination of the major risks reference system for the various Group companies. • Deployment of an action plan to reduce risks relating to information systems, in particular through staff training programmes, the conducting of intrusion tests and the annual monitoring of the IT recovery plan. 36 Crédit Mutuel Nord Europe Annual Repor t 2012 >> Risk control The purpose of the Risk Control Department is to deal with questions relating to the back-office side of deals, as well as issues relating to risk monitoring. The back-office checks the transactions carried out by the dealing room and then ensures they are completed, both for the Caisse Fédérale, as well as for Crédit Professionnel SA and Citibank Belgium (Belgium) and La Française AM Private Bank (Luxembourg). Risk monitoring is responsible for checking rate, liquidity and market risks in dealing room activities, Basle II reporting and reports on the credit dimension and equity capital intended for the finance committee. It also deals with qualifying claims reported by the various correspondents in the RISKOP tool and maintains business continuity plans (BCPs) for Bancassurance France and Business Finance, as well as supervising the BCPs of the Group’s other business areas. >> Periodic audits Audits of the local branch network 37 sales outlets, 5 Business Advice Spaces and 3 BCMNE business centres were the subject of an audit assignment. In addition, 26 assignments to monitor recommendations were conducted, as well as a topic-based assignment into the proper application of professional standards and a cross-entity assignment into fraud prevention and abuses of weakness, commercial practices and internal audits into the investment department. The topic-based assignment gave rise to 90 recommendations, while the cross-entity assignment led to 22 recommendations. Audits of “business line” entities The Periodic Audit Department for the CMNE Group’s business lines conducted 20 audit assignments, including 16 in the subsidiaries. These assignments, which affect all Group entities, may have been topic-based, such as the audit into the management processes of operating risks, or may have been specific, such as the audit of the management process for payment methods conducted in Bancassurance France, the internal audit of the Cholet Dupont Partnenaires platform in Third-Party Management, the audit of the processes used to market and sell insurance products in the Insurance business, or the audit of balance sheet management in Business Finance. Audits of branches and business lines in Belgium Since the acquisition of OBK and Citibank Belgium in March and May 2012, the scope of audit in Belgium has more than doubled. It now covers a total of 83 branches, 194 authorised agents and over 1 000 staff. In this context, 18 audit assignments were conducted in the central departments of Crédit Professionnel SA and 18 other in Citibank Belgium. These assignments were supplemented by almost 100 inspections in the Citibank Belgium network and 40 in the Crédit Professionnel network. 4 Corporate and Social Responsibility 38 Employment-related information 43 Corporate and Social Responsibility 49 Group CSR report 53 Statement from one of the Company Auditors 55 Correlation table – CM-CIC Group Crédit Mutuel Nord Europe 4 Corporate & Social Responsibility Annual Repor t 2012 37 4 Employment-related information JJ Structure of staff within the Group >> Breakdown by business area 31/12/2011 Open-ended contracts 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet Corporate & Social Responsibility 5 Total Open-ended contracts Fixed-term contracts Total Bancassurance France Bancassurance Belgium Business Finance Insurance Third-Party Management Miscellaneous Services and Businesses 2 735 331 158 241 423 9 105 2 3 3 17 1 2 840 333 161 244 440 10 2 710 1 045 158 242 444 8 131 9 2 10 18 0 2 841 1 054 160 252 462 8 TOTAL GROUP HEADCOUNT 3 897 131 4 028 4 607 170 4 777 Overall, Group staff numbers rose by 18.6% as of 31/12/2012, which is explained mainly by the incorporation of Citibank Belgium (714 staff). Bancassurance France represents more than 60% of total headcount, Belgium 22%, Third-Party Management nearly 10%, Insurance 5.3% and Business Finance 3.3%. >> Breakdown of staff on open-ended contracts by gender and status 31/12/2011 Men 4 31/12/2012 Fixed-term contracts Women 31/12/2012 Total Men Women Change Total 2012/2011 Managers Bank officers or Supervisors Employees 1 031 727 326 430 639 744 1 461 1 366 1 070 1 311 712 367 734 659 824 2 045 1 371 1 191 40% 0,4% 11,3% TOTAL OPEN-ENDED CONTRACTS 2 084 1 813 3 897 2 390 2 217 4 607 18,2% Women with open-ended contracts represented 48% of headcount. Managers represented 44.4% of headcount with open-ended contracts within the Group, with Bank Supervisors representing 29.8% and employees 25.8%. Governance and Internal Auditing >> Breakdown by age Under 25 26 53 25 to 30 155 31 to 35 318 309 452 36 to 40 438 41 to 45 331 420 46 to 50 294 348 51 to 55 278 316 56 to 60 223 326 Over 60 52 251 17 0 200 400 600 800 Men Women The average age of employees with open-ended contracts at the end of 2012 was approximately 42. 12% of employees with open-ended contracts were aged under 31, 33% were between 31 and 40, 41% between 41 and 55 and 14% were aged over 55. 38 Crédit Mutuel Nord Europe Annual Repor t 2012 Employment-related information >> Breakdown by years of service at 31/12/2012 Less than 1 year 70 83 373 1 to 5 years 447 358 6 to 10 years 457 456 11 to 15 years 436 282 16 to 20 years 139 247 21 to 25 years 204 212 26 to 30 years 136 392 Over 30 years 0 200 315 400 600 800 1000 Men >> Working hours Women Part-time 31/12/2011 Men 31/12/2012 Women Total Men Women Total Managers Bank Officers or Supervisors Employees / Non-Managers Staff on fixed-term contracts 9 8 20 2 47 169 162 4 56 177 182 6 19 7 13 1 145 172 222 4 164 179 235 5 NUMBER OF PART-TIME EMPLOYEES 39 382 421 40 543 583 The main reasons for working part-time were parental leave and leave for personal convenience. The number of part-time workers in 2012 rose by 38% (associated with the incorporation of Citibank Belgium as part of Group headcount, with 159 part-time staff). Part-time staff represent approximately 12% of total Group headcount (compared with 10.5% in 2011). >> Employment management Recruitments on open-ended contracts 31/12/2011 Men Managers Bank Officers or Supervisors Employees / Non-Managers NUMBER OF STAFF RECRUITED ON OPEN-ENDED CONTRACTS Women 31/12/2012 Total Men Women Total 67 7 33 34 13 93 101 20 126 55 9 30 40 14 57 95 23 87 107 140 247 94 111 205 In 2012, over 46% of new employees hired were for management positions. The employment rate for women was approximately 54%. Crédit Mutuel Nord Europe Annual Repor t 2012 39 Employment-related information >> Departures of staff on open-ended contracts 2011 Managers 1 The CMNE Group 2 Severance of contracts Resignations Redundancies for economic reasons Redundancies for other causes Departures during trial period Departures for pension or early retirement Death Disability 17 40 0 13 5 15 2 0 NUMBER OF DEPARTURES FOR STAFF ON OPEN-ENDED CONTRACTS 92 Officers Managers Officers Employees Total 10 33 0 23 9 8 2 0 28 87 0 45 15 39 7 0 14 55 0 17 5 25 3 0 1 8 0 5 0 19 4 0 2 16 0 16 6 14 4 0 17 79 0 38 11 58 11 0 44 85 221 119 37 58 214 >> Transfers 2011 Managers 3 Total 1 14 0 9 1 16 3 0 Specific areas Consolidated balance sheet 2012 Employees 1 Group transfers Officers 0 2012 Employees Total 5 4 Managers Officers Employees 3 26 Total 6 35 >> Promotions within the Group 2012 4 Corporate & Social Responsibility 5 Governance and Internal Auditing Men Women Total Employees promoted to Bank Officers/Supervisors Bank Officers/Supervisors promoted to Managers Employees to Managers 13 13 4 26 6 8 39 19 12 TOTAL 30 40 70 JJ Individual and collective remuneration >> Average individual remuneration in € 2012 Bancassurance France Men All areas Women Total Managers Bank Officers or Supervisors Employees / Non-managers 58 063 38 590 29 499 52 673 37 224 28 006 57 029 38 062 28 505 TOTAL 45 683 36 382 42 128 48 252 >> Collective remuneration in € 2012 Shareholding Incentive Employer contribution to savings scheme 40 Crédit Mutuel Nord Europe Annual Repor t 2012 Amount 4 621 055 16 083 480 4 674 481 Average amount 1 321 4 618 1 610 Employment-related information JJ Absenteeism in calendar days 2012 Men Managers Illness Accident at work or travelling to/ from work Maternity/Nursing/Paternity Unpaid leave (*) Other absences (**) TOTAL DAYS Officers Women Employees 8 682 6 047 59 40 100 531 784 1 803 358 597 512 11 859 7 554 Total 4 859 19 588 Managers Officers 9 505 11 223 199 580 1 395 154 124 471 1 043 1 505 2 786 3 180 3 691 7 668 3 978 1 672 519 5 708 25 121 24 624 Employees Total Total 18 512 39 240 58 828 428 2 403 2 602 9 521 16 679 17 722 4 731 10 094 11 599 1 188 9 375 12 161 18 787 34 380 77 791 102 912 (*) Unpaid leave is understood to mean parental leave, sabbaticals, business creation, etc. (**) Other absences, paid or unpaid: birth, marriage, sick child, house move, or any other family event provided for under the Collective Agreement Absence on account of illness represented 57% of the total number of days of absence, with maternity/paternity leave accounting for 17%, unpaid leave 11%, other absences (under contract) 12%. The Group’s rate of absence for illness in 2012 was up, with a rate of 3.4%, compared with 3.2% in 2011. JJ Training Number of trainees attending at least one course during the year: 2012 Men Women Total Managers Bank Officers or Supervisors Employees 1 147 649 270 656 559 677 1 803 1 208 947 TOTAL 2 066 1 892 3 958 The average percentage of the wages bill devoted to training was 3.9%. Crédit Mutuel Nord Europe Annual Repor t 2012 41 Employment-related information JJ Enterprise agreements or amendments signed in 2012 Bancassurance France (agreements applying to both CFCMNE and BCMNE) : • 01/02/2012 : Amendment to the agreement relative to the Group Committee, signed by the CFTC and the SNB • 01/04/2012 : Amendment to the PERCO agreement, signed by the CFDT, CFTC and SNB • 22/05/2012 : Amendment to the agreement on IRP (staff representation institutions), signed by CFDT, CFTC and SNB • 29/06/2012 : Incentive agreement signed by the CFTC and SNB 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing Business Finance (Bail Actéa) : • 28/03/2012 : NAO (Mandatory Annual Negotiations) • 28/03/2012 : Amendment n° 2 to the PERCO agreement • 25/09/2012 : Amendment n° 6 to the Company Savings Plan Insurance: • 28/06/2012 : Incentive amendment • 16/07/2012 : Action plan on Equality for Men and Women • 12/04/2012 : NAO agreement • 21/12/2012 : Amendment to the Company Savings Plan Third-Party Management: The agreements and amendments were signed by the CFTC or authorised member • 17/01/2012 : Protocol Agreement regarding elections for the Works Council and Staff representatives • 19/02/2012 : Protocol Agreement regarding the mandatory annual negotiation • 18/05/2012 : Amendment n° 2 to the Incentive Agreement dated 29th June 2010 for UES LFAM, stating the terms for dividing the remaining incentive • 18/05/2012 : Amendment nº 7 to the Company Savings Plan for UES LFAM, amending article 3.6 Buyback Application of amendment nº 5 of the Company Savings Plan dated 10th August 2010 • 15/10/2012 : Amendment nº 7 to the Company Savings Plan for UES LFAM, amending the name of the register holder • 15/10/2012 : Collective agreement on the establishment of a profit-sharing bonus in La Française AM Finance Services • 04/12/2012 : Amendment nº 1 to the Pre-Electoral Agreement of 17th January 2012 of UES LFAM to include LFIS • 19/12/2012 : Amendment nº 2 to the Participation Agreement of UES LFAM to include LFIS • 19/12/2012 : Amendment nº 9 to the Company Savings Plan for UES LFAM to include LFIS • 19/12/2012 : Amendment nº 4 to the ARRT-CET Agreement of UES FLAM to include LFIS • 31/12/2012 : Amendment nº 5 to the ARRT-CET Agreement to extend the terms of use for set days at CET • 31/12/2012 : Exceptional Leave Agreement for family events • 31/12/2012 : Agreement in favour of Professional Equality between men and women • 31/12/2012 : Amendment to extend the enterprise agreement in favour of seniors dated 23/12/2009 while awaiting transposition of the national interprofessional agreement into law Miscellaneous Services and Businesses (CMNTEL) : • 23/03/2012 : Agreement regarding annual pay negotiations 42 Crédit Mutuel Nord Europe Annual Repor t 2012 4 Corporate Social Responsibility As a local bank working on behalf of local economic development, the Crédit Mutuel Nord Europe Group has a presence, traditionally and by vocation, in the various areas of action that form the scope of CMNE’s Corporate Social Responsibility. In an economy in crisis, CMNE leans heavily on the cooperative structure it uses to work on behalf of its customers and shareholders. The group works every day to reconcile business performance with its Corporate Social Responsibility (CSR). The new economic and social framework strengthens the legitimacy of CMNE’s mutualistic values, making every sense of the principles of CSR. On 7th December 2012, at the meeting of the Local Branch Chairmen and senior management, Philippe Vasseur, chairman of CMNE reiterated the company’s aims in terms of CSR: “To ensure our responsibility to be a profitable bank that is close to its customers and shareholders, one that creates values and listens to the people around it.” He added that, “as bankers, we pay particular attention to the social, environmental and economic effects of all of our business activities”. CMNE has steadily built up and added to the reporting process for the various undertakings and actions of its establishments. This work extends from the Local Branches to the subsidiaries and the bank’s collective expertise has grown stronger. In particular, 2012 was the year in which CMNE’s first greenhouse gas balance sheet was drawn up. JJ A robust governance model At CMNE, the company’s property is own collectively and power is exercised democratically: governance that forms part of a model for sustainable development. Shareholders form the foundation of the mutualistic movement. As associates and co-owners of their Local Branch, they own shares that are remunerated at a rate set by the Branch’s general meeting of shareholders. Unlike shareholders who have a voting right that is in proportion to the number of shares they hold, CMNE shareholders are equal at general meetings, based on the principle of “one person, one vote”. Highlights of Group life, the general meetings in 2012 hosted over 28 000 shareholders. The “Open Door” system that enables shareholders to be received throughout the day is one used by over a third of Local Branches. At these general meetings, more than 250 written or verbal questions were posed by our shareholders and in 2012, significant place was given to explaining about the sovereign debt crisis. Crédit Mutuel Nord Europe Annual Repor t 2012 43 Corporate Social Responsibility At these general meetings, shareholders approved the accounts for their Branch and elected their representatives. The representativeness of having 1 650 voluntary directors sitting on 156 Boards of Directors is, from that point of view, an essential factor for CMNE’s unusual method of governance. The changes brought about in recent years have seen the Boards become younger (average age 56) as well as add more women to their ranks. It should be noted that 40% of new members and 44% of the chairpersons of the Local Branches are now women. 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing The training of members is another good way of helping directors to play their role better. The training plan is based along three main lines: understanding the way banks operate and the direction taken by CMNE, exercising their role to the full and understanding the modern-day world. These training sessions support elected directors in developing their technical, financial, presentation and decision-making skills. They also help them in their role as spokesmen for the shareholders and contributors to the image of the Local Branch. 2 400 hours of training were dispensed this year. As part of the training plan for 2012 and to respond to current topics, a conference on the sovereign debt crisis brought together 300 directors to Lille and ReimsTinqueux. In addition, presentation-debates on the major contemporary issues are held each year for members. These meetings hosted Axel Kahn on genetics in 2010, Elie Cohen on the world economy in 2011 and Jean-Christophe Rufin on humanitarian commitment in 2012. In November 2012, all members took part in the thought process for a new “Commitment Charter”, based around the four main themes of the Medium-term Plan 2015 (proximity, modernity, profitability and responsibility). This Charter will come into being in 2013. As a bank that is both responsible and modern, CMNE placed a new website online in December 2012, which modernises the way the bank communicates about its values and differences. This new institutional website presents the CMNE Group, its organisation and commitments through areas such as the Foundation or sustainable development. JJ Fair practices: CMNE’s ethical approach Open to all, CMNE undertakes to build a personalised relationship with its shareholders and customers based on listening, trust and transparency, while remaining attentive to the needs and situation of everyone. The Code of Ethics brings together the bank’s undertakings in the areas of conduct, morals and ethics. It also encompasses general rules of proper behaviour and the individual duties of CMNE staff. The code of the “Rights and Duties of Elected Members” points out that members represent the shareholders of their Branch and that they should defend their interests. Working without additional remuneration, they are bound by banking secrecy. In terms of suggestions, they listen to the people around them, pass on the information emanating from shareholders and bring in their knowledge of the local market. 44 Crédit Mutuel Nord Europe Annual Repor t 2012 Committed to a process of transparency in the relationship with its customers and shareholders, CMNE underlines its desire to put information and practical advice at the disposal of everyone. “Clarity” sheets and “agreements on the pricing of transactions and services” are published regularly. In addition, a process to fight against the money-laundering of funds and the financing of terrorism, in line with regulatory requirements, in in place within the Group. This process is based in particular on the money-laundering correspondents employed in each entity in France and abroad. The application of audits (periodic, ongoing and compliance) is aimed at ensuring that risks are covered and that there is consistency in the procedures put in place. JJ An accessible bank Banking accessibility As a local bank, the territorial mesh of the location of the various CMNE outlets remains diverse and is being strengthened further. The bank offers its products and services in 346 contact points in France and Belgium, consisting of 254 sales outlets and 9 BCMNE business centres in France and 83 branches in Belgium, plus 194 authorised agents. Although mainly present in outlying urban areas, the bank still covers all residential areas. For example, in 2012, a quarter of CMNE locations were in rural areas employment zone (ZAUER) and all urban areas were serviced by a Group outlet. Guaranteeing everyone the ability to open a bank account at an affordable rate: beyond providing basic banking services as part of the charter of the National Credit Council, CMNE has also provided its “Facil’Accès” (Easy Access) service since 2006. This service provides alternative methods of payment to customers who are not allowed to have a chequebook, giving them access to secure interbank withdrawal cards with mandatory advance authorisation. Finally, CMNE is investing to enable disabled people to access banking services meaning, for example, that customers with reduced mobility can be accommodated in our refurbished branches, ahead of the standards that will apply from 1st January 2015. Complaints handling With consumerism increasing all the time, CMNE pays particular attention to the way customer complaints are handled. Wherever possible, justified requests are granted, any malfunctions are identified and resolved and the bank works hard on gaining and retaining the loyalty of its customers. JJ A responsible bank Structures range of responsible banking products CMNE offers solutions that enable customers to save and invest differently. In particular, there is the Savings Passbook for Others (LEA), which is a social solidarity account that Corporate Social Responsibility PROMOTING SRI Socially Responsible Investment (SRI) means taking account of criteria other than purely financial performance when investing: ethical, social, environmental and governance-related criteria. The companies that make up SRI funds are very carefully selected. La Française AM, the CMNE Group’s management company, applies a responsible process when offering products. It also provides practical and sustainable answers to the objectives and constraints of investors. SRI is an integral part of the strategy used by La Française Group. The coordination, running and valuing of these matters are in the hands of an SRI analysis and development manager. Closely involved in SRI since March 2009, with the launch of the first SRI OPCI product on the market, La Française Group reaffirmed its commitment and beliefs by signing the PRI (Principles for Responsible Investment) in October 2010. It has also drafted a charter for its debt recovery activities (La Française AM International Claims Collection), a charter for “Be Green” property and was involved in the launch of the Sustainable Property Observatory, in which La Française Real Estate is a founder member). At the present time, over € 772 million of outstanding SRI funds are managed by La Française AM, representing 5% of its outstanding property assets under management. enables customers who open one to allocate all or part of the interest they earn to a humanitarian association. This LEA Passbook account has the Finansol Label, a distinction that has been awarded to socially-oriented savings since 1997. Today, the associations benefiting from the LEA include: Vaincre la Mucoviscidose, Ligue Contre le Cancer, Association Paralysés de France, Secours Populaire, Croix Rouge Française, Secours Catholique, Habitat Humanisme, Association Petits Princes, Ludopital (regional association), Aderma (regional association) and Médecins Sans Frontières. JJ A business and society-based approach in the local area Support for non-profit organisations With over 30 000 non-profit organisations as customers, CMNE has become the leading partner of associations and works councils by guiding them at every stage of their projects and providing expertise backed by a team that specialises in this market. CMNE seeks to develop partnerships with the leading community support organisations. Prominent among these are CRESS (Regional Chambers for the Social and Support Economy) and URIOPSS (Regional Interfederal Unions of Private Sanitary and Social Works and Organisations). Solid support As part of its cooperative and mutualistic commitments, Crédit Mutuel provides solutions for supporting the economic and social integration of people in difficulty. Microcredits help relieve situations where individuals are vulnerable, enabling them to access employment or return to the workforce. CMNE’s culture and awareness have always led the Group to look at the company beyond its business role, to see it in a social and supporting light. CMNE has supported local social and business programmes since 2002, calling them Mutualistic Support Initiatives (IMS). In 2012, CMNE continued its work with various institutions and associations through 31 different projects. Through CRÉDIT MUTUEL NORD EUROPE’S ‘CAISSE SOLIDAIRE’ Created in 2005 as part of the development of initiatives to provide business support and to fight against banking exclusion, the Caisse Solidaire (Support Fund) aims to integrate back into the banking system individuals who are excluded from it. It also seeks to offer a basic financial service to people in difficulty and to grant microcredits to enable them to access essential capital goods. After eight years of operation, the Caisse Solidaire has confirmed its reason for existing by boosting its work to support personal microcredits. More than 170 partnership agreements have been signed with local communities, associations and businesses providing social support and guidance. The average loan granted is € 2 100, with a repayment term of 6 to 36 months. The majority of these loans are to fund mobility projects (driving licences, vehicle purchases, etc.) and to help people get back into the workforce. In 2012, CMNE’s Caisse Solidaire granted 413 microcredits and signed 23 new partnership agreements. The Caisse Solidaire is represented in every Local Branch by one or two ambassadors who are taken from the Board of Directors. In all, there is a network of 183 of these ambassadors. Their role is to keep Board members and the Caisse Solidaire business manager fully informed, as well as to act as the point of contact for support structures (CCAS social action centres, local missions, etc.). Information meetings about microcredits are held regularly for these ambassadors so that they can carry out their function to best effect. Crédit Mutuel Nord Europe Annual Repor t 2012 45 Corporate Social Responsibility On 17th December 2012, Philippe Vasseur and Éric Charpentier presented the Fondation d’Entreprise (Business Foundation) to the media. Based on mutualistic values, the Foundation aims to strengthen CMNE’s commitment across the whole of its territory in three main areas: culture and knowledge, social and environmental action, and the spirit of enterprise. The Foundation has been operating since 1st January 2013 (website: www.fondation.cmne.fr). 1 As founding patron of the Louvre Lens Business Circle, CMNE also contributed to the enhancement of the collections at the Museum of Fine Arts in Lille. It continues its work alongside the Imperial Theatre of Compiègne, the Opera in Lille and the Lille National Orchestra. The CMNE Group A partner of EDHEC and Lille 2, the Foundation seeks to strengthen the presence of CMNE in the world of education, helping and supporting vulnerable young people to attend higher education studies. 2 In the area of business, CMNE provides assistance for creators of businesses through partnerships with organisations such as the Réseau Étincelle, Créativallée, France Initiative, Réseau Entreprendre and others. The Foundation aids local business initiatives by supporting projects aimed at acquiring or creating businesses. It is also involved in guiding young people wishing to establish links with the world of business. Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing The Foundation will encourage the involvement of CMNE staff in its projects. To enable staff to become involved, financial support will be supplemented wherever possible by the contribution of skills or in the form of sponsorship between salaried staff and individuals bringing in projects. annual or ad hoc grants, it supports health (support for the hospitals in Amiens and Lille, Anti-Cancer League, etc.), social causes (purchase of a vehicle required for social aid at the social support centre in Douai, La Marne food bank, etc.) and integration (fit-out of the French People’s Assistance premises in Épernay, purchase of a vehicle for the Job Support Group in Fruges, etc.). Attracting talent is a major issue for the future of CMNE. It is for this reason that the Group continues to invest in strengthening its brand awareness and developing its relationships with schools and universities. In November 2012, the bank took part in the “Forum of Banking Professions” for Nord/Pas-de-Calais, held at the Catholic University of Lille in partnership with Lille University 2. A business foundation Staff training is a priority investment for Crédit Mutuel, giving guidance to developments in the organisation and keeping control of advances in technology so that skills and knowledge can be transferred and shared. Staff training represents some 4% of the wages bill. This is a level at the upper end of the industry scale and well above the statutory minimum of 1.6% for companies with more than 10 employees. By launching its foundation to support local development (in the 7 départements in the north of France) in 2013, CMNE is looking to give a new dimension to its commitments. The aim is to structure and strengthen its involvement in projects of general interest. JJ An employment policy guided by mutualistic values CMNE firmly believes that the men and women in the Group represent the principal tool for its development. CMNE is a company where the pride of belonging is important. The Medium-Term Plan based around our mutualistic values unites staff in a common goal: to provide satisfaction for customers and shareholders. As the 15th-largest employer in the Nord/Pas-de-Calais region (source: CCI Région Nord de France 31st December 2011), CMNE also has a presence in Picardy and in Champagne Ardennes. The company offers ongoing and stable employment (96% of salaried staff have open-ended contracts), with a very low level of job turnover (1.58%). This is due to CMNE’s career management and its support for geographical and professional mobility. It also makes all employees aware of the Group’s strategy and culture, thereby enabling them to contribute better to the overall performance of the company. 46 Crédit Mutuel Nord Europe Annual Repor t 2012 The Annual Assessment Discussion (EAA) enables training needs to be examined each year. Whether it is across the various business lines (private customer advisers, business advisers, development managers, etc.), for diploma-level training or the validation of acquired experience (VAE), CMNE staff are helped and guided throughout their career with the bank. The courses provided cover all areas (technical banking issues, individual professions and management). The distance-training tool, Athéna, rounds out the range of staff training opportunities. Mobility is also a method of developing the level of staff employability, enabling them to work in several different professional areas during their working lives. To encourage mobility, a description of all of the professions and business lines in the company was published in October 2012, along with a leaflet entitled “Mobility Pathways”. The first Profession Forum was held in Lille on 19th November 2012, followed by a second in Arras on 10th December. These forums were very successful, with 140 employees from the federal departments learning about the main professions conducted within the company. The event included dedicated stands and the screening of a film featuring testimonials, Corporate Social Responsibility CMNE also encourages equality between men and women. Achieving parity between males and females is a priority. The proportion of women managers and directors is on the rise, with the rate of female managers at 35.9% in 2012. Aware of the fact that having diversity in age is also an asset and a source of performance, CMNE runs specific programmes relating to the employment of young people and seniors. In particular, staff aged over 45 are offered an interview to discuss the second half of their career. The aim is to take stock of the professional pathway, skills and wishes of each employee in terms of developing and continuing their career. Information devices about retirement have also been put in place. After signing an agreement about the employment and integration of disabled workers on 13th July 2011 with the social partners, CMNE has implemented a number of programmes: participation in Handicap Week in November 2012 (Handi’lill’ympics, recruitment forum and Handicafé), guidance towards the recognition of employees with a disability, encouragement to work with the sheltered sector, etc. An agreement relating to the prevention of stress in the workplace and psychosocial risks was signed on 14th December 2011. In 2012, CMNE also introduced a green phone number. This is a listening, support and psychological guidance service that is available to all staff. CHSCT members and HR managers have been trained together to identify and prevent situations involving psychosocial risk. Finally, with an eye to staff commitments in the outside world, CMNE has opted to enhance support programmes. The Emergency Planet initiative enables volunteering staff to apply for support leave to take their skills out into the field (school support, training for adults or protecting nature). A partnership with Réseau Alliances enables employees to support and monitor individual young graduates experiencing difficulties with integration in the form of the Group Recruitment Dynamic. JJ Structured environmental process For CMNE, providing a response to today’s ecological challenges is another way of expressing the responsibility felt by a cooperative bank. Reducing our environmental footprint and encouraging behaviour that protects the environment within the Group is a form of investing sustainably for the planet. It also provides a practical response to the aims of the Grenelle Environment initiative and the major summits on climate warming. CMNE is able to restrict its impact on the environment through its service and non-industrial activity. Nevertheless, some areas of progress have been identified and targets have been set for improvements taking account of the type of business involved (reduction in paper consumption, more control over travel and energy consumption in terms of lighting, heating, putting computers into sleep mode, etc.). The work commenced in 2009 with the New Branch Design has a sustainable development dimension to it. This is based in particular on the use of low-energy light bulbs (backlit poster lightboxes, façade signs, flag signs), limiting the lighting of signs during the night, replacing air-conditioning units that emit greenhouse gases and the thermal insulation of windows (double-glazing and new window frames). CMNE encourages the introduction of responsible behaviour in terms of consuming energy or paper. The dematerialisation of account statements, the distribution of documents via the Internet (DVI), the development of electronic document management (EDM) and printing internal communication documents on recycled paper are just some examples of more ecologically aware behaviour. CARBON FOOTPRINT The production of a greenhouse gas emissions audit has prompted thought about the targets for reducing greenhouse gases and the tools to put in place. Bancassurance France has conducted such an audit and is the only entity in the CMNE Group that meets the criteria set out in decree 2011-829 issued on 11th July 2011. The information gathered was reported and published before 31st December at the bank’s website: cmne.fr. For the years 2012-2014, CMNE is aiming to reduce its emissions of greenhouse gases across three areas: Energy consumption: launched at the beginning of 2013, an energy audit will make it possible to analyse energy consumption curves and establish a strategy for head office. To make staff aware, CMNE’s intranet will offer a range of ‘eco-gestures’ on the topics of energy, water, paper, travel and recycling. • Emissions linked to the business-related use of vehicles: the programmes undertaken in 2012 included CMNE’s “Staff Business Travel Charter”, created to encourage responsible and optimised travel (such as car-sharing, public transport, videoconferencing rooms, etc.). The consumption of white paper: CMNE aims to continue its policy of dematerialising documents, both in terms of staff and customers/shareholders. All of the computer equipment in the sales outlets and federal departments has been upgraded to print on both sides of the paper. Crédit Mutuel Nord Europe Annual Repor t 2012 47 Corporate Social Responsibility JJ Note about our methodology This standardised data-gathering and reporting process is shared across all entities in the CMNE Group. The requirements of article 225 of the Grenelle 2 Act cover three areas in particular: The data-gathering side includes almost 400 items that are regularly reviewed, enabling 39 of the 42 relevant items of information required by article 225 of the Grenelle 2 Act to be reported on, as well as numerous indicators about the Group’s cooperative and democratic life. The environment 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance Gouvernanceand et Internal ContrôleAuditing Interne General policy on environmental matters Pollution and waste management Sustainable use of resources Energy consumption, measures taken to improve energy efficiency Climate change Protection of biodiversity Community The social and economic territorial impact of the company’s activities Relations with people or organisations involved with the business Subcontracting and suppliers Honest practices Other programme supporting human rights Social Employment Organisation of working hours Social relations Health and safety Training Diversity and equal opportunity The promotion of and compliance with the terms of relative fundamental ILO agreements The methodology used at CMNE for measuring and reporting CSR indicators has been developed since 2006. Spread gradually to the whole of the Group’s Bancassurance business, it is regularly updated by a national working group for Corporate Social Responsibility that brings together the various regional federation of Crédit Mutuel and the Group’s main subsidiaries. This methodology sets out the rules used for gathering, calculating and consolidating indicators, their scope and the audits carried out. It is aimed at the individuals responsible nationally for gathering data in the Crédit Mutuel Federations and subsidiaries that contribute to reporting and may involve various experts. It also formalises the audit trail used for internal and external checks. The CSR indicators used take account of the various existing reference systems and are based in particular on: • article 225 of the Grenelle 2 Act, • the generation of audits for greenhouse gas emissions (decree 2011-829 issued on 11th July 2011), • the principles of the International Cooperative Alliance (ICA), • the CoopFR Cooperative Identity Charter, • the ILO (recommendation 193 relative to cooperatives), • the OECD (leading principles), • the World Pact (member since 2004), • the Global Reporting Initiative (version 3), • he transparency code for the French Association of Financial Management – Forum for Responsible Investing (AFG-FIR), • the label of the Inter-Union Salary Savings Committee (CIES), • regular exchanges with stakeholders (general meetings of shareholders, NGOs, non-financial ratings agencies, etc.), • collective thinking on CSR practices in European cooperative banks and other cooperative sectors, etc. Some indicators defined by the Grenelle Act 2 and the Commercial Code do not appear in this reference document, but are available in the CSR report published by the Crédit Mutuel – CIC Group. Any non-applicable criteria in the CMNE Group’s business have been left out of the report (noise nuisance or any other form of pollution specific to the business, measures taken to preserve biodiversity, the amount of any provisions and guarantees set aside to cover environmental risk, the use of soil as well as adjustments to the effects of climate change). With regard to subcontracting (see CSR report published by the Crédit Mutuel – CIC Group, SOT 81 indicator), CMNE does not currently have a purchasing policy that incorporates environmental or social criteria. Nevertheless, these elements can be taken into account in assessing price quotes submitted by subcontractors or suppliers. The overall scope used includes the Group’s banking and insurance businesses, or 100% of headcount. Area 48 Measurement indicator Level of cover Governance Number of shareholders 100% Community, Social and Environmental Number of FTE salaried staff 100% Crédit Mutuel Nord Europe Annual Repor t 2012 Exclusions from scope The whole of the cooperative core is included in the scope The whole Group 4 Group CSR Report JJ CSR reporting 2012 / Governance CSR indicator INDICATORS references DIRECTORS GOUV3 Number of Local Branches GOUV4 Number of elected members – Local Branches GOUV5 Number of elected members – Federation Total number of elected members Participation GOUV9 Participation rate at Board meetings of Local Branches GOUV13 Participation rate at Federation Board meetings Renewal Renewal rate of elected members GOUV27 Local Branches GOUV28 Federations Representativeness and parity GOUV33 % of women among directors (Local Branches and Federations combined) GOUV34 % of women among new directors GOUV35 % of women among Chairmen Training GOUV58 % of directors trained GOUV59 Amount of training for each trained director (in hours) SHAREHOLDERS-CUSTOMERS GOUV61 Number of customers of Local Branches GOUV62 of which private individuals GOUV63 Number of shareholders (base 2012) GOUV64 Change in shareholder numbers over the year GOUV65 % number of shareholders among private individual customers Participation at General Meetings (local) GOUV67 Number of shareholders summoned to meetings (base 2011) GOUV68 Number of shareholders present and represented GOUV70 % participation in votes CMNE2012 GRENELLE 2 (2012) art R 225-105 156 1 632 18 1 650 n. a. 90% 3,55% 0,00% 28% 40% 44% 38,73% 3,76 1 038 947 950 195 588 532 0,8% 62% Crédit Mutuel Nord Europe 583 737 28 971 4,96% Annual Repor t 2012 49 Group CSR Report JJ CSR reporting 2012 / Employment-related information 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing 50 CSR GRENELLE 2 indicator INDICATORS CMNE2012 (2012) references art R 225-105 EMPLOYMENT Headcount (FTE) SOC1 Total headcount 4 621 al1-1-a-1 SOC2 of which France 3 597 al1-1-a-1 SOC5 of which non-managers 2 611 al1-1-a-1 SOC7 of which women 2 192 al1-1-a-1 SOC12 % of employees with open-ended contracts 96% Recruitment SOC13 Total number of recruitments 432 al1- 1-a-2 SOC14 of which men 178 al1- 1-a-2 SOC16 of which open-ended contracts 205 al1- 1-b-1 Number of employees on open-ended contracts who left the organisation 249 SOC20 of which dismissals/redundancies 38 al1- 1-a-2 SOC22 Are there plans to reduce headcount and save jobs? No al1- 1-a-2 ORGANISATION, WORKING TIMES AND ABSENTEEISM Organisation of working time (staff on open-ended contracts) SOC28 Part-time/full-time SOC29 Number of full-time staff 4 029 al1- 1-b-1 SOC30 Number of part-time staff 578 al1- 1-b-1 SOC31 % of employees working full-time 88% SOC32 % of employees working part-time 12% Absenteeism and reasons SOC38 Number of days of illness 102 911 al1- 1-b-1 SOC39 of which Illness 58 828 al1- 1-b-1 SOC40 of which Accidents at Work 2 602 al2-1-d-1 SOC43 Number of occupational illnesses 0 al1- 1-b-1 Hygiene and safety conditions SOC44 Number of accidents at work reported, causing a work stoppage 24 al2-1-d-1 Training and professional integration SOC50 Number of hours spent on training salaried staff 102 399 al1-1-e-2 EQUAL OPPORTUNITY Professional equality between men and women SOC60 % of women among managers 35,90% SOC63 % of women among promotions to management 45% Promotion and compliance with the stipulations of the fundamental agreements of the International Labour Organisation SOC67 Number of convictions for offences (in France 0 al2-1-g 2 Employment and integration of handicapped workers SOC68 Number of handicapped workers 82 al1-1-f-2 SOC71 % of handicapped workers in total headcount 1,72% SOCIAL DIALOGUE Remuneration and changes SOC73 Gross payroll (in €) 229 278 854 al1-1-a 3 SOC74 Average annual gross remuneration (in €) – all statuses 48 252 al1-1-a 3 SOC75 Average annual gross remuneration (in €) – non-manager status 36 290 al1-1-a 3 SOC76 Average annual gross remuneration (in €) – manager status 62 170 al1-1-a 3 SOC79 Number of consultations with staff representatives (WC, CHSCT, DPE) 125 al1-1- c -1 Employment-related charges SOC80 Total amount of social charges paid (in €) 112 493 632 Professional relations and collective agreements See body SOC83 Agreements signed in 2012 al1-1- c -1 of report Crédit Mutuel Nord Europe Annual Repor t 2012 Group CSR Report JJ CSR reporting 2012 / Community-related information CSR indicator INDICATORS references TERRITORIAL, ECONOMIC AND COMMUNITY-RELATED IMPACT Territorial impact SOT1 Number of sales outlets for Crédit Mutuel Group SOT7 % of sales outlets in rural areas SOT8 % of urban areas covered by sales outlets Microcredits Supervised personal microcredit (partnership) SOT10 Number of microcredits granted during the year SOT13 Total of microcredits funded over the year (in €) SOT11 Average amount of microcredits financed (in €) Business microcredits intermediated SOT15 Support for Adie SOT16 Number of applications dealt with SOT17 Total for lines of credit made available (in €) SOT18 Support for France Active Garantie SOT19 Number of new microcredits funded SOT20 Amounts guaranteed (in €) SOT18 Support for France Active Garantie: NACRE SOT19 Number of Nacre loans disbursed with an additional loan from the Group SOT20 Amounts lent (in €) Support for France Initiative Réseau (FIR) SOT23 Number of additional bank loans granted SOT24 Total amount of additional bank loans granted (in €) Total number of microcredits in partnership Total amount of microcredits in partnership (in €) SRI SOT28 Outstanding SRI funds (in €) SOLIDARITY SAVINGS Savings Passbooks for Others (LEA) SOT33 Outstanding funds ex capitalisation (in €) Savings Passbooks for Others (LEA) Solidarity salary savings SOT37 Outstanding funds (in €) in solidarity salary savings Associations Number of customer non-profit organisations SOT40 (associations, unions, works councils, etc.) Patronage and sponsorship Budget for the Crédit Mutuel Foundation (national level) or number of SOT49 budgets approved (in €) FUNDING PROJECTS OF AN ENVIRONMENTAL NATURE Zero percentage Eco-Loans SOT65 Total amount of loans granted (in €) SOT64 Average amount of loans granted (in €) Loans for renewable energy and energy efficiency Number of projects funded SOT69 (Business and Farming) PRODUCTS AND SERVICES OF A SOCIAL NATURE SOT71 CMNE2012 254 al1- 3-a-1 et 2 25% al1- 3-a-1 et 2 100% al1- 3-a-1 et 2 413 al1- 3-a-1 et 2 868 465 2103 al1- 3-a-1 et 2 0 al1- 3-a-1 et 2 0 al1- 3-a-1 et 2 29 849 987 n. a. al1- 3-a-1 et 2 n. a. al1- 3-a-1 et 2 n. a. al1- 3-a-1 et 2 n.a. al1- 3-a-1 et 2 ns ns 772 748 517 al1- 3-a-1 et 2 946 304 al1- 3-a-1 et 2 216 327 al1- 3-a-1 et 2 30 271 al1- 3-a-1 et 2 20 000 al1-3-b 2 4 126 979 17 195 al1-3-b 2 al1-3-b 2 70, of which 59 for OBK al1-3-b 2 not sold al1-3-b 2 173 al1- 3-b-1 48,0% al1- 3-b-1 14 144 245 000 7 379 658 000 2 712 741 000 1 908 754 000 al1-3-b 2 al1-3-b 2 al1-3-b 2 Outstanding social loans settled (PLS, PSLA) QUALITY OF SERVICE Mediation SOT75 Number of applications eligible Percentage of decisions favourable to the customer and applied SOT78 systematically ECONOMIC IMPACT INDICATORS AVAILABLE IN MANAGEMENT REPORTS SOT83 Outstanding credit to customers (in €) SOT84 - Housing loans (in €) SOT85 - Consumer loans (in €) SOT86 - Equipment loans (TPE) (in €) GRENELLE 2 (2012) art R 225-105 Crédit Mutuel Nord Europe Annual Repor t 2012 51 Group CSR Report JJ CSR reporting 2012 / Environmental information 1 The CMNE Group 2 Specific areas CSR indicator INDICATORS references CONSUMPTION OF RESOURCES Water (m3) ENV4 Consumption of water (m3) Energy (MWh) ENV5 Total consumption of energy (MWh)* Paper (tons) ENV9 Consumption of paper (tons) PROGRAMMES TO REDUCE ENVIRONMENTAL IMPACT AND GREENHOUSE GAS EMISSIONS Initiatives for reducing greenhouse gas emissions ENV31 Number of items of videoconferencing equipment ENV34 Number of documents and pages digitised (in millions) Awareness campaigns Campaigns implemented to inform and train staff about protecting the ENV43 environment ENV44 Human resources devoted to CSR 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing 52 Crédit Mutuel Nord Europe Annual Repor t 2012 CMNE2012 GRENELLE 2 (2012) art R 225-105 37 385 al1- 2-c-1 34 122 al1 - 2-c 211 al1- 2-c-2 3 n. a. al1- 2-b-1 al1- 2-b-1 See body of report 2 al1- 2-a-2 al1- 2-a-1 4 Statement from one of the Company Auditors MAZARS 61 rue Henri Regnault 92400 La Défense - France Société Anonyme d’Expertise comptable et de Commissariat aux comptes Capital de 8 320 000 EUROS - RCS NANTERRE 784 824 153 CRÉDIT MUTUEL NORD EUROPE GROUP 4, Place Richebé 59800 Lille Cooperative Open-End Public Limited Credit Company Statement of presence from one of the company auditors of the employment-related, environmental and community information featured in the management report Period ending 31st December 2012 Crédit Mutuel Nord Europe Annual Repor t 2012 53 Statement from one of the Company Auditors Statement of presence by one of the company auditors of the employment-related, environmental and community information featured in the management report. Period ending 31st December 2012 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing Ladies and Gentlemen, Responsibility of the company auditors Following the request made to us in our capacity as Company Auditors for Caisse Fédérale du Crédit Mutuel Nord Europe, we have drawn up this statement on the consolidated employment-related, environmental and community information presented in the management report established for the period ending on 31st December 2012 pursuant to the provisions of article L. 225-102-1 of the Commercial Code, cross-referenced with article 8 of the Cooperation Status Act nº 47-1775 of 10th September 1947. It is our responsibility, based on our work, to certify that the Information required is contained in the management report or, in the event of omission, is the subject of clarification pursuant to paragraph three of article R. 225-105 of the Commercial Code and decree nº 2012-557 issued on 24th April 2012. However, it is not our responsibility to verify the relevance of this information. To assist us in carrying out our work, we have called on the services of our specialists in corporate responsibility. Responsibility of management Nature and extent of the work It is the responsibility of the Board of Directors to draw up a management report that includes the consolidated employment-related, environmental and community information provided for in article R. 225-105-1 of the Commercial Code (referred to below as the “Information”) produced in accordance with the reference systems used by the Group and available on request from head office. Independence and quality control Our independence is defined by the regulatory texts and code of ethics for the profession, as well as by the provisions of article L. 822-11 of the Commercial Code. We have also implemented a quality control system that includes documented policies and procedures aimed at ensuring compliance with ethical rules and professional standards, as well as the applicable statutory and regulatory texts. We have carried out the following work in accordance with the standards of professional exercise that apply in France: –we have compared the information presented in the management report with the list provided under article R. 225-105-1 of the Commercial Code; –we have verified that the Information covers the consolidated scope, i.e. the consolidating entity, as well as its subsidiaries, in the sense of article L. 233-1 and the companies it controls in the sense of article L. 233-3 of the Commercial Code with the restrictions stated in our note on methodology presented in the section on Corporate Social Responsibility in the management report; –where any consolidated information has been omitted, we have checked that explanations have been provided in accordance with the provisions of decree nº 2012-557 issued on 24th April 2012. Conclusion Based on this work, we hereby certify the presence of the required Information in the management report. La Défense, 25th April 2013 The Company Auditors MAZARS Michel Barbet-Massin 54 Crédit Mutuel Nord Europe Annual Repor t 2012 Emmanuelle Rigaudias 4 Table of correlation – CM – CIC Group I. S ubject to the provisions of paragraph three of article R. 225-105, the Board of Directors or Executive Board of the company which complies with the terms set out in paragraph one of article R. 225-104 is required state in its report, pursuant to the provisions of article L. 225-102-1, the following information: The indicators of the CM – CIC Group contained in the CSR report: 1° EMPLOYMENT-RELATED INFORMATION a) Employment: total headcount and breakdown of salaried staff by age and by geographical area recruitments and dismissals/redundancies remuneration and changes in remuneration SO 1 to SO 12 SO 13 to SO 26 SO 73 to SO 77 and SO 80 to SO 82 b) Organisation of work: organisation of working time SO 27 to SO 37 c) Employment relations: organisation of social dialogue, particularly the procedures for providing information and for staff consultation and negotiations with SO 67 ; 78 ; 79 ; 87 staff summary of collective agreements SO 83 to SO 86 d) Health and safety: health and safety conditions in the workplace SO 38 to SO 44 summary of agreements signed with union organisations or staff representatives on matters of health and safety in the SO 45 workplace e) Training: the policies implemented in the area of training SO 46 to SO 55 the total number of training hours SO 50 f) Equality of treatment: the measures taken in favour of equality between men and women SO 56 to SO 63 the measures taken in favour of the employment and integration of handicapped workers SO 68 àtoSO 72 the policy to fight against discrimination SO 64 2° ENVIRONMENTAL INFORMATION a) General policy on environmental matters: the company’s organisation for taking account of environmental issues and, where appropriate, the processes applied for assessment ENV 1 to ENV 3 et ENV 40 to 41 or certification on environmental issues training and information programmes for staff, conducted to protect the environment ENV 43 resources devoted to the prevention of environmental risks and pollution ENV 44 b) Pollution and waste management: measures for the prevention, reduction or remedying of emissions into the air, water and ground that seriously affect the ENV 31 to ENV 38 environment measures to prevent, recycle and eliminate waste ENV 39 taking account of noise nuisance and all other forms of pollution specific to a business activity ENV 45* c) Sustainable use of resources: the consumption of water and the supply of water based on local constraints ENV 4 the consumption of raw materials and the measures taken to improved efficiency in their use ENV 5 to ENV 8 the consumption of energy, the measures taken to improve energy efficiency and the use of renewable energies ENV 51 to ENV 75 d) Climate change: greenhouse gas emissions ENV 31 to ENV 45 Protection of biodiversity: the measures taken to preserve or develop biodiversity * 3°INFORMATION RELATIVE TO COMMUNITY-RELATED COMMITMENTS IN FAVOUR OF SUSTAINABLE DEVELOPMENT a) Territorial, economic and social impact on the company’s activity: SOT 1 to SOT 9 and in the area of employment and regional development SOT 59 to SOT 69 SOT 10 to SOT 42 on resident or local populations and SOT 70 to SOT 78 b) R elations maintained between individuals and organisations with an interest in the company’s activities, in particular integration associations, educational establishments, associations for the defence of the environment, consumer associations and local populations: the terms for dialogue with these individuals or organisations SOT 43 to SOT 47 partnership or patronage programmes SOT 48 to SOT 58 c) Subcontracting and suppliers: taking account of social and environmental issues in the purchasing policy SOT 81 * Indicators not appropriate to the Banking and Insurance activity of the CM – CIC Group Crédit Mutuel Nord Europe Annual Repor t 2012 55 Table of correlation CM – CIC Group II. Subject to the provisions of paragraph three of article R. 225-105, and in addition to the information provided for in I, the Board of Directors or Executive Board of the company whose titles are admitted to negotiations in a regulated market, is required state the following information in its report: 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 The indicators of the CM – CIC Group contained in the CSR report: 1) EMPLOYMENT-RELATED INFORMATION b) Organisation of work absenteeism SO 38 to SO 43 c) Health and safety: accidents at work, in particular their frequency and seriousness, as well as occupational illnesses SO 44 g) Promotion and compliance with the stipulations of the fundamental agreements of the International Labour Organisation relative to: SO 67 ; SO 78 compliance with the freedom of association and the right to collective bargaining and SO 79 the elimination of discrimination in terms of employment and profession SO 64 the elimination of forced or compulsory labour SO 65 the effective abolition of child labour SO 66 2° ENVIRONMENTAL INFORMATION: a) General policy on environmental matters: the amount of provisions and guarantees for risks on environmental matters, subject to this information not being of a nature to ENV 48* cause serious prejudice to the company in a pending dispute c) Sustainable use of resources: the use of ground and soil ENV 49* d) Climate change: adjustment to the effects of climate change * 3° INFORMATION RELATIVE TO COMMUNITY-RELATED COMMITMENTS IN FAVOUR OF SUSTAINABLE DEVELOPMENT: c) Subcontracting and suppliers: the importance of subcontracting and taking account of their corporate social responsibility in relations with suppliers and SOT 81 subcontractors d) Fair practices: programmes undertaken to prevent corruption SOT 79 measures taken to promote the health and safety of consumers SOT 80 e) Other programmes undertaken under 3) in favour of human rights. * Indicators not appropriate to the Banking and Insurance activity of the CM-CIC Group Governance and Internal Auditing 56 Crédit Mutuel Nord Europe Annual Repor t 2012 5 Governance and Internal Auditing 58 Composition of the Board of Directors and mandates 60 Composition of the Management Board and mandates 62 Report from the Chairman of the Board of Directors 70 Report from the Company Auditors (about the Chairman’s report) 71 Details of Group Companies Crédit Mutuel Nord Europe 5 Governance and Internal Auditing Annual Repor t 2012 57 5 Composition of the Board of Directors and mandates JJ Fédération du Crédit Mutuel Nord Europe Situation at 30th May 2013 Chairman: Philippe VASSEUR [1] Directors: Vice-Chairmen: Jacques CHOMBART [2] André HALIPRE [2] Francis QUEVY [2] Maurice TOME [2] 1 The CMNE Group 2 Secretary: Michel HEDIN [4] Treasurer: Catherine LETELLIER [3] Honorary Chairmen: Gérard AGACHE [5] Elie JONNART [5] J ean Louis BOUDET [3] Jean Marc BRUNEAU [3] Christine DEBOUBERT [3] Philippe LELEU [3] Patrick LIMPENS [3] Bertrand OURY [3] Jacques PETIT [3] Nathalie POLVECHE [3] Fabienne RIGAUT [3] Christine THYBAUT [3] Jacques VANBREMEERSCH [3] Also at the Caisse Fédérale du Crédit Mutuel Nord Europe: [1] chairman - [2] vice-chairman - [3] director - [4] secretary - [5] honorary chairman Specific areas 3 Consolidated balance sheet JJ Mandates of the Directors of the Caisse Fédérale du Crédit Mutuel Nord Europe 4 Philippe VASSEUR Corporate & Social Responsibility Permanent representative Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Fretin (Cooperative company) Chairman of the Board of Directors 5 Governance and Internal Auditing CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Cooperative SA) Lille CAISSE DE CRÉDIT MUTUEL LILLE LIBERTÉ (Cooperative credit company with variable capital) Lille SOCIÉTÉ DE DEVELOPPEMENT RÉGIONAL DE NORMANDIE (SA) Rouen CHAMBRE DE COMMERCE ET D’INDUSTRIE RÉGION NORD-PAS-DE-CALAIS (EP) Lille BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (SA) Lille GROUPE LA FRANÇAISE AM (SA) Paris NORD EUROPE ASSURANCES (SA) Paris CIC (SA) Paris GROUPE EUROTUNNEL (SA) Paris CAISSE SOLIDAIRE DU Crédit Mutuel NORD EUROPE (Cooperative credit company with variable capital) Lille BONDUELLE (SA) Paris NORD EUROPE PARTENARIAT (SA) Rouen GROUPE DES ASSURANCES DU CRÉDIT MUTUEL (SA) Paris - RP de CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) LOSC LILLE METROPOLE (SA) Lille - RP de CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Observer) CRÉDIT MUTUEL NORD EUROPE BELGIUM (SA) Belgique CRÉDIT PROFESSIONNEL SA - Belgique CITIBANK BELGIUM (SA) Belgique LA FRANÇAISE AM PRIVATE BANK (SA) Luxembourg BKCP (SCRL) Belgique MOBILEASE (SA) BELGIQUE – RP DE CMNE BELGIUM (Director) Chairman of the Monitoring Committee France Director Permanent representative Chairman of the Board of Directors Abroad Director Jean Louis BOUDET France Jean Marc BRUNEAU France Director Member of the Monitoring Committee CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Saint-Amand-Les-Eaux (Cooperative company) –Vice-Chairman NORD EUROPE ASSURANCES (SA) Paris Jacques CHOMBART France Director CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille – Vice Chairman CAISSE DE Crédit Mutuel in Weppes (Cooperative company) – Vice Chairman France Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Tourcoing République (Cooperative company) Christine DEBOUBERT 58 Crédit Mutuel Nord Europe Annual Repor t 2012 Composition of the Board of Directors and mandates André HALIPRE Director France Member of the Management Board Chairman Member of the Monitoring Committee Abroad Permanent representative CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille – Vice Chairman GENE + A ERIN (SAS) CIRHYO in Montluçon (Cooperative company) MULTIGENE in Dijon (SA) CAISSE DE Crédit Mutuel in Vitry Le François (Cooperative company) SCAPAAG in Dijon (Cooperative company) BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (SA) Lille – Vice Chairman GROUPE LA FRANÇAISE (SA) Paris Crédit Mutuel NORD EUROPE (SA Belgium) – PR of CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE - Director Michel HEDIN Director France Member of the Monitoring Committee Permanent representative CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Étaples (Cooperative company) GROUPE LA FRANÇAISE (SA) LA PROSPERITÉ FERMIÈRE (Cooperative Company) PR of GAEC DES DEUX VALLÉES – Director PROJEFI (SA) PR of LA PROSPERITÉ FERMIÈRE – Director Philippe LELEU France Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Desvres (Cooperative company) France Director Member of the Monitoring Committee Chairman CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (SA coopérative) Lille NORD EUROPE ASSURANCES (SA) Lille CAISSE DE CRÉDIT MUTUEL DE MERU (Société Coopérative) France Director Chairman Member of the Monitoring Committee Joint Manager CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Saint Quentin NORD EUROPE ASSURANCES (SA) Paris SCI RESIDENCE DE REMICOURT (SCI) Director Chairman Member of the Monitoring Committee Director CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (SA Coopérative) Lille CAISSE DE CRÉDIT MUTUEL DE CREPY EN VALOIS (Société coopérative) BANQUE COMMERCIALE DU MARCHE NORD EUROPE (SA) Lille CRÉDIT MUTUEL NORD EUROPE BELGIUM (SA) Belgique Director Chairman Member of the Monitoring Committee CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Marquion (Cooperative company) BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (SA) Lille SCI FLANDRES ARTOIS (SCI) Arras SCI BOLDODUC (SCI) Arras SCI PETIT (SCI) Arras Catherine LETELLIER Patrick LIMPENS Bertrand OURY France Abroad Jacques PETIT France Business Manager Nathalie POLVECHE France Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Avion (Cooperative company) Director Chairman Business Manager CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille – Vice Chairman CAISSE DE Crédit Mutuel in Friville Escarbotin (Cooperative company) GROUPE LA FRANçAISE (SA) Paris SCI IKD CENTRE DE SOINS (SCI SCI IKD CENTRE DE SOINS (SCI) Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Le Quesnoy (Cooperative company) Director CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE SOLIDAIRE DU Crédit Mutuel NORD EUROPE (Cooperative company) Lille – Chairman CAISSE DE Crédit Mutuel in Hazebrouck (Cooperative company) Francis QUEVY France Member of the Monitoring Committee Fabienne RIGAUT France Christine THYBAUT France Chairman Maurice TOMÉ France Abroad Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille – Vice Chairman CAISSE DE Crédit Mutuel in Cambrai (Cooperative company) CM PIERRE 1 (SCPI) Chairman of the Monitoring Committee LFP PIERRE (SCPI) Member of the Monitoring Committee BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (SA) Director Crédit Mutuel NORD EUROPE BELGIUM (SA) Belgium Jacques VANBREMEERSCH France Director Chairman CAISSE FÉDÉRALE DU Crédit Mutuel NORD EUROPE (Cooperative SA) Lille CAISSE DE Crédit Mutuel in Steenvoorde (Cooperative company) Crédit Mutuel Nord Europe Annual Repor t 2012 59 5 Composition of the Management Board and mandates JJ Management Board Situation at 30th April 2013 1 The CMNE Group 2 General Manager: Éric CHARPENTIER Deputy General Manager with responsibility for operations: Christian NOBILI Deputy General Manager Resources: Denis VANDERSCHELDEN Secretary-General: Nicolas SALMON Central Director Accounting and Management Auditing: Florence DESMIS Finance Director: Christian DESBOIS Secretary of the Management Committee: Jérôme PAVIE Inspector-General: José DRUON Company Auditors: DELOITTE et MAZARS Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing The Management Committee is chaired by the General Manager, who has the most extensive powers to manage the CMNE Group within the context of the strategy decided by the Federal Board of Directors. The Committee meets once a week as well as once every quarter in an extended form, when it also hosts the managers of Insurance, Bancassurance Belgium, Business Finance and La Française AM. It bases itself on the work carried out by a number of specialist committees: • The Group Finance Committee manages rate and liquidity risks. It is supported by quarterly or six-monthly finance committee meetings with the financial entities within the Group. • The Major Risks Committee examines any risks every quarter that are greater than a threshold set by General Management per entity and in a consolidated fashion. • The Development Committee proposes changes to pricing, as well as managing the range of products and services and providing guidance for sales campaigns. • The Performance Improvement Committee is responsible for developing and monitoring the budget, as well as proposing cost cuts. JJ Mandates and functions of the company trustees Éric CHARPENTIER General Manager Chairman of the Board of Directors Chairman of the Monitoring Board France Director Member of the Monitoring Board 60 Crédit Mutuel Nord Europe CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Cooperative SA) Lille ACMN Vie (SA) Paris LA FRANÇAISE AM Finance Services (SAS) Paris LA FRANÇAISE Real Estate Managers (SAS) Paris BATIROC NORMANDIE (SA) Rouen SDR DE NORMANDIE (SA) Rouen BANQUE COMMERCIALE DU MARCHE NORD EUROPE (SA) Lille GROUPE LA FRANÇAISE (SA) Paris LA FRANÇAISE DES PLACEMENTS (SAS) Paris NORD EUROPE ASSURANCES (SA) Paris (Vice-Chairman) LFP PIERRE (SCPI) Paris UFG PIXEL 1 (SCPI) Paris Annual Repor t 2012 Composition of the Management Board and mandates Éric CHARPENTIER (continued) France Permanent representative Chairman of the Board of Directors Abroad Director Permanent representative Deputy General Manager Chief Executive Officer Chairman Director Member of the monitoring committee Member of the management board France Permanent representative Non-associate manager Director Abroad Permanent representative ACM IARD (SA) Strasbourg – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) CCCM PARIS (Cooperative SA) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) ACMN IARD (SA) Lille – PR of NORD EUROPE ASSURANCE (Director) BAIL ACTÉA (SA) Arras – PR of BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (Director) BAIL IMMO NORD (SA) Lille – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) CMNTEL (SAS) Lille – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Management Board) COURTAGE Crédit Mutuel NORD EUROPE (SAS) Lille – PR of NORD EUROPE ASSURANCE (Member of the Chairman’s Committee) Crédit Mutuel PAIEMENT ÉLECTRONIQUE (SAS) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) EURO INFORMATION (SAS) Strasbourg – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Management Board) MULTIHABITATION (SCPI) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee LA Française INVESTMENT SOLUTIONS (SAS) Paris – PR GROUPE LA Française (Member of the Monitoring Committee) PÉRENNITÉ ENTREPRISES (SA) Paris – PR of NORD EUROPE ASSURANCE (Director) LFP PIERRE (SCPI) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee) VIE SERVICES (SAS) Paris – PR of NORD EUROPE ASSURANCE (Member of the Management Board) CITIBANK BELGIUM (SA) Belgium CRÉDIT PROFESSIONNEL SA (SA) Belgium BKCP (SCRL) Belgium NORD EUROPE LIFE Luxembourg (SA) Luxembourg Crédit Mutuel NORD EUROPE BELGIUM (SA) Belgium LA Française AM PRIVATE BANK (SA) Luxembourg SOFIMPAR (SA) Belgium)– PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) MOBILEASE (SA –Belgium) – PR of BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (Director) OBK BANK Belgium – PR of CRÉDIT PROFESSIONNEL SA (Director) Christian NOBILI CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Cooperative SA) Lille L'IMMOBILIÈRE DU C.M.N. (SA) Lille ACTÉA ENVIRONNEMENT (SAS) Arras NORD EUROPE PARTICIPATIONS ET INVESTISSEMENTS (SAS) Lille SOFIMMO III (SAS) Lille TRANSACTIMMO (SAS) Lille BAIL ACTÉA (SA) Arras BANQUE COMMERCIALE DU MARCHÉ NORD EUROPE (SA) Lille CMNTEL (SAS) Lille ACMN IARD (SA) Lille – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) ACMN VIE (SA) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) COURTAGE Crédit Mutuel NORD EUROPE (SAS) Lille – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Chairman’s Committee) GROUPE LA FRANÇAISE (SA) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee) NORD EUROPE ASSURANCES (SA) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee) PÉRENNITÉ ENTREPRISES (SA) Paris – PR of ACMN VIE (Director) LA FRANÇAISE DES PLACEMENTS (SAS) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee) LA FRANÇAISE AM Finance Services (SAS) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee) LA FRANÇAISE Real Estate Managers (SAS) Paris – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Member of the Monitoring Committee) SCI C.M.N. (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) SCI C.M.N.1 (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) SCI C.M.N.2 (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) SCI C.M.N.3 (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) SCI C.M.N. LOCATIONS (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) SCI C.M.N. LOCATIONS II (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) SCI CENTRE GARE (SCI) Lille – PR of NORD EUROPE PARTICIPATIONS ET INVESTISSEMENTS (Business Manager) SCI RICHEBE INKERMANN (SCI) Lille – PR of L’IMMOBILIERE DU CMN (Business Manager) CMN ENVIRONNEMENT (SNC) - Lille CITIBANK BELGIUM (SA) Belgium CMNE BELGIUM (SA) Belgium NORD EUROPE LIFE Luxembourg (SA) Luxembourg) – PR of CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (Director) SOFIMPAR (SA) Belgium – PR of NORD EUROPE PARTICIPATIONS ET INVESTISSEMENTS (Director) Crédit Mutuel Nord Europe Annual Repor t 2012 61 5 Report from the Chairman of the Board of Directors Ladies and Gentlemen, In accordance with the provisions of article L.225-37 of the Commercial Code, the Chairman of the Board of Directors submits a report dealing with: • the terms for preparing and organising the work carried out by your Board of Directors, • the internal auditing procedures implemented, • any restrictions placed on the powers of the General Manager. 1 It is my privilege to present this report to you, which has been finalised under my authority, based on the work carried out by the persons with responsibility for the matter at the Inspectorate General, Ongoing Audits and Compliance Control. In accordance with article 26-5 of the Act of 3rd July 2008, this report was submitted for the approval of the Board of Directors on 25th March 2013. The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility I – Terms for preparing and organising the work carried out by the Board of Directors 1 – Presentation of the Board of Directors On the closing date for the 2012 financial year, the composition of the Board of Directors of the Caisse Fédérale du Crédit Mutuel Nord Europe was as follows: Chairman: Vice-Chairmen: Secretary: 5 Governance and Internal Auditing Directors: Honorary Chairmen: Philippe VASSEUR Jacques CHOMBART, André HALIPRE, Francis QUEVY and Maurice TOME Michel HEDIN Jean-Louis BOUDET, Jean-Marc BRUNEAU, Christine DEBOUBERT, Philippe LELEU, Catherine LETELLIER, Patrick LIMPENS, Bertrand OURY, Jacques PETIT, Nathalie POLVECHE, Fabienne RIGAUT, Christine THYBAUT and Jacques VANBREMEERSCH Gérard AGACHE and Elie JONNART 2 – Organisation and preparation of the work carried out by the Board of Directors The Board of Directors: The Board of Directors derives its powers from the articles of association and the general operating regulations. Where required, codes of ethics and proper conduct regarding in particular preventing and dealing with irregular situations involving elected officers round out the operating rules that apply to the Group’s deliberating body. The Board of Directors lays down the Group’s strategy based on proposals put to it by General Management. It also controls their implementation. The Board is elected by the 156 Local Branches, each of which also has its own Board of Directors, made up of members elected by the shareholders at a general meeting, in accordance with the cooperative statute of “one person, one vote”. Some of its members also sit on the Boards 62 Crédit Mutuel Nord Europe Annual Repor t 2012 of the Group’s holding companies: BCMNE, CMNE Belgium, Nord Europe Assurances and La Française Group. An Executive Committee: The Executive Committee is made up of 7 members, met on 11 occasions during the year. The Executive Committee is a consultative body that examines items that are subsequently submitted to the Board of Directors. The Board of Directors has delegated powers to four specialist committees: • The Audit Committee, chaired by the Chairman of the CMNE Federation, the Audit Committee is made up of four other federal directors. The General Manager, the Deputy General Manager, the Inspector-General, the Secretary-General and members of the Management Committee also attend Committee meetings. The Company Auditors also attend the Audit Committee when it is examining the company’s individual and consolidated financial statements. Internal policies and procedures define the Audit Committee’s operations and purpose. The Committee met on 9 occasions and its work focused in particular on: –monitoring changes to the regulations, –approving the annual audit programme of the General Inspectorate, –the overall monitoring of risks, –the results of assignments conducted by the General Inspectorate, in terms of local branches, federal departments and subsidiaries, –examining the company and consolidated accounts, –examining the work carried out by the Company Auditors. • The Risks Committee, chaired by the Chairman of the Fédération du CMNE, is identical in composition to the Audit Committee. The Risk Committee’s operations and purpose are also defined by a set of internal policies and procedures. The Committee met on 4 occasions in 2012. Its work focused in particular on: –approving the annual plans of the Compliance and Ongoing Audit departments, as well as the work carried out by these two departments, –monitoring reports on compliance activities and especially the fight against money-laundering and the funding of terrorism, operating risk, financial risks, credit risks, –approving the mapping of major risks and the mapping of non-compliance risks, –approving the proposed acquisition of Citibank Belgium Report from the Chairman of the Board of Directors • The Federal Loans Committee meets twice a month to rule on matters relating to loans with unit amounts greater than € 500 000 or which are subject to terms that override the rules laid down by the Federation. A set of internal policies and procedures defines the Committee’s operations and purpose. • The Remuneration Committee, made up of the Chairman of the Federation and the Vice Chairmen, meets at least once a year to determine the overall remuneration of the company trustees of the Caisse Fédérale. It also examines the remuneration of the company’s directors who are not company trustees and sets the principles that apply to the remuneration of company trustees in the Group’s principal companies. Its operations are defined by a set of internal policies and procedures. 2.1 - Meetings of the Board of Directors: The Board of Directors met on 10 occasions, once a month, except in July and September. The attendance rate of 90% indicates the strong involvement of the directors. The average length of Board meetings was two hours and thirty minutes. • The agendas for the meetings systematically included a point relating to the economic situation and the current institutional background, as well as to business results and monitoring credit risks. A quarterly review covering market developments and their impact for CMNE was also presented to the Directors. • The Board also expressed its views about the commercial offering. • The Board examined the quarterly updates of the interim management results for the period underway. • The other items appearing on the Board’s agenda included: 23rd January –Assessment of the activities of the Audit and Risks Committee during the second half of 2011. –Presentation of the Group audit plan for 2012. 27th February –Presentation of the 2012 forecasts for Bancassurance France. –Presentation of the 2012 action plan for the CMNE Group. –In the presence of the Company Auditors and after hearing their report, the Board approved the overall company accounts for the Caisse Fédérale, the Federation and the Local Branches. These accounts had been presented previously to the Audit Committee. 26th March –In the presence of the Company Auditors and after hearing their report, the Board approved the Group’s consolidated accounts. These accounts had been presented previously to the Audit Committee. Examination of the reports on internal auditing and the measurement of risk monitoring. The Chairman also presented his report on the work carried out by the Board in 2011 and the internal auditing procedures, in particular in the areas of finance and accounting. –Presentation of the 2011 business report for the Group. 23rd March –Preparation for the Annual General Meetings held on 30th May 2012. –Presentation of the Basle II report and management of the balance sheet closing 31st December 2011. 30th May –Election of the Chairman of the Board of Directors, Vice Chairmen and members of the Executive committee. 25th June –Presentation of the CMNE Foundation project for developing its territory. –Composition of Committees and Commissions. 29th August –In the presence of the Company Auditors, presentation of the Group’s consolidated accounts at 30th June 2012 and update to the 2012 forecast results (based on 30th June). –Summary of the activities of the Audit and Risks Committee for the first half of the year. 22nd October –Orientation memo for the Bancassurance business for 2013 and its Commercial Action Plan. –Presentation of the reviewed statutory wording and preparation for the General Meetings held on 7th December 2012. 19th November –Information about the 2012 forecast results, updated to 30th September. –Modification of article 15 of the articles of association of the Caisse Fédérale, at the request of the CNCM. 17th December –Review of the draft Banking Act. –1% holding taken in Citibank Belgium by the Caisse Fédérale. • When first convened, all meetings complied with the conditions for establishing a quorum and majority, as required by the articles of association. • The minutes of Board meetings are approved at the subsequent meeting. This approval confirms that a faithful record has been taken of the work carried out. • The Works Council was represented at all times. 2.2 – Dispatch of working documents: The members of the Board of Directors received all of the information they needed to carry out their work, based on a predetermined timetable. Digital media are sent by e-mail. A complete hard-copy file is given to each Director at the time of the Board meeting. • The documents and information provided and required for the duties of the directors were mainly the following: –the news memo, –the monthly business memo, –the monthly risk update, –the company accounts and consolidated accounts, –proposals on the new terms for products and services, –presentation notes on topics submitted to the Board –members for approval, –written support material published in the form of –notes to the PowerPoint presentations used during the meeting. Crédit Mutuel Nord Europe Annual Repor t 2012 63 Report from the Chairman of the Board of Directors All of the persons attending meetings of the Board of Directors are bound by an obligation of confidentiality and non-disclosure with regard to the information provided or received within the context of these meetings. 3 – The powers of the General Manager and Deputy General Manager 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing In accordance with the Group’s ongoing practices, which distinguish between the functions of direction, decisionmaking and audit on the one hand, and executive functions, and the functions of Chairman and General Manager on the other, are separate. At its meeting on 24th April 2006, the Board of Directors appointed Mr Éric CHARPENTIER as General Manager from 1st June 2006, granting him all powers to act alone in the name and on behalf of the Caisse Fédérale du Crédit Mutuel Nord Europe. At its meeting on 21st January 2008, the Board of Directors appointed Mr Christian NOBILI as Deputy General Manager from 1st February 2008, with the same powers as the General Manager. II – Internal auditing procedures 1 – Internal audit method 1.2 – P arties or structures conducting audit activities In accordance with the regulatory provisions of the supervisory bodies and the standards of Crédit Mutuel’s National Confederation, CMNE’s internal audit system applies to all of the entities in the Group, including credit establishments and non-banking subsidiaries. The CMNE Group’s risk support line is made up of departments for ongoing audits and departments for compliance and risk control, working within the General Secretariat, as well as departments for ongoing audits and departments for compliance in the subsidiaries, which are linked functionally to the manager of the Group’s risk support line. The manager of the risk support line is kept informed regularly of auditing work and the results generated, in particular at: –weekly meetings held with the managers of the departments for ongoing audits, compliance and risk control in relation to the Caisse Fédérale of CMNE, –meetings of the ongoing audit and compliance committee for the whole Group. Internal auditing is a process that is defined and implemented by the Board of Directors, as well as the company’s management and staff. It is designed to provide reasonable assurance regarding the following objectives: –the reliability of accounting and financial information, –the efficiency and effectiveness of the operations conducted by the company, –the protection of the organisation’s assets, –compliance with laws and regulations. The Group has a staff of 132 to conduct all of the internal auditing assignments. They are broken down as follows: Within this context, the Board of Directors receives information about the organisation, business and results of the general internal auditing system. The Board approves CMNE’s risk limits, in particular through the document entitled “Risk Management Policy”, and is informed about the use of these limits. The scope of internal auditing covers the Group’s six business areas: Bancassurance France, Bancassurance Belgium, Business Finance, Insurance, Third-Party Management, and Miscellaneous Services and Businesses. With regard to their own regulations, each area of business adjusts and implements its own audit organisation. 1.1 – The audit environment • External frames of reference: –The Caisse Fédérale operates in a highly regulated environment and is required to comply with regulation CRBF 97-02 relating to internal auditing. –It is subject to the regulatory and reporting obligations that apply to credit establishments (regulatory ratios, annual internal audit report, etc.). –It is subject to audits by regulatory banking and insurance bodies (Prudential Audit Authority) and the financial markets (Financial Markets Authority). –It is also subject to the controls conducted by Crédit Mutuel’s National Confederation, pursuant to the General Character Decision relating to the organisation of auditing by Crédit Mutuel. • Internal frames of reference: –Articles of Association, –General Operating Regulations and Finance Regulations, –Policies and procedures of the various committees, –Group Internal Audit Charter, Periodic Audit Charter, Compliance Charter, Financial Activities Charter, –Codes of Ethics and Proper Conduct, 64 –Policy on risk management, –Definition of the assignments to be carried out by the various departments and their functions in the form of organisation charts, –Summary of powers. Crédit Mutuel Nord Europe Annual Repor t 2012 Ongoing audits, compliance control and risk audits Periodic audits Caisse Fédérale Subsidiaries 25 62 35 10 TOTAL 87 45 1.2.1 - Ongoing audits and compliance control are provided as follows: • level 1 ongoing operating auditing is carried out in the operating entities under the direct responsibility of hierarchical reporting lines, • level 2 of ongoing auditing is carried out by structures that are separate from the operating entities and organised around: –central structures: a permanent auditing directorate, to which is attached the manager responsible for the security of information systems and the manager for ongoing audits, a compliance control directorate and a risk directorate, –ongoing auditing and compliance structures in the Group’s various business areas (Insurance, Belgium, Business Finance, Third-Party Management); operating links are in place between the central directorates and the business area auditing structures, –an Ongoing Audit and Compliance Committee that brings together the managers of the central structures for each area of business. Report from the Chairman of the Board of Directors 1.2.2 -Periodic audits Level 3 comes under the responsibility of the Inspector-General, who acts for all of the entities within the Group: the branch network, the federal departments and Group companies. The Inspector-General certifies the company accounts for the Local Branches. The Inspector-General is a member of the Audit Committee in France, Belgium and Luxembourg. He is member of the committee that makes proposals in terms of setting the levels of delegation for granting loans given each year to the managers in the Bancassurance France network. He attends meetings of the Ongoing Audit and Compliance Committee. Periodic audits are made up of two directorates: one for the Network, and the other for Business Lines. 1.3 – Auditing systems 1.3.1 - Ongoing audits and compliance control The main systems implemented by the directorates for ongoing audits and compliance control at CMNE are shown below. There are a number of procedures and methods involved for ongoing audits: –the ongoing audit procedures for the operating entities (network and federal departments), organised and standardised as part of dedicated applications (internal auditing portals), –procedures to analyse and review the internal audits conducted by the operating entities, –level 2 ongoing audit plans (audits carried out directly by the ongoing audit directorate), based on a process that is standardised and organised for each individual area (market activities, loans, accounting, information system security, operating risk management, etc.), –procedures for monitoring the security of payment methods, –procedures for monitoring the security of information systems, –the process of assessing essential external service-providers, –the procedure for monitoring and analysing significant operating incidents. In the area of compliance: • Procedures for examining compliance The compliance control department was consulted on 21 matters relating to new products direction or significant modifications made to existing products. It issued 4 compliance opinions. In 11 cases, examining the information provided did not require the procedure to be launched, yet recommendations were nevertheless made. Finally, 6 cases required neither opinion nor recommendation. • The process for escalating and monitoring malfunctions As was the case for BCMNE in 2011, the procedure for centralising malfunctions was extended to all companies in Business Finance. The system provides for escalating information from a variety of sources (including customer complaints) with a request for corrective action if required. 11 malfunctions were the subject of requests for corrective action from the Compliance Control department. 6 have been carried out, with 6 still underway. • Investment services audits Checks into compliances of the regulations governing financial products (opening securities accounts, selling specific products, etc.) are conducted regularly, with any corrective action required notified to the operating managers in question. The compliance control department also intervenes in the context of training relating to the assessment of the professional knowledge required when selling financial products. • The fight against money-laundering The procedures here are updated and made available to all staff at each entity on their local intranet. Processes to train and update the knowledge of employees are regularly monitored (self-learning process using specific learning software, training courses presented in the classroom, the issue of reminders about the rules that have to be complied with, etc.). The process and tools for conducting analyses and dealing with atypical and/or unusual transactions are in place. In the context of the greater coordination of work to combat money-laundering on a Crédit Mutuel – CIC Group level, shared databases were made available to CMNE. 1.3.2 - Periodic audits For Local Branches, the effectiveness of the internal auditing systems implemented by the managers at the branch is measured regularly, either by reviews or theme-based assignments. For the federal departments, the audit systems revolve around theme-based audit tasks, as well as assignments to evaluate internal auditing and the follow-up on recommendations. Each of the Group’s companies is responsible for implementing its own internal auditing system, as well as how it is conducted and updated. In most companies, an internal audit correspondent is appointed, while others have dedicated inspectors. The General Inspectorate carries out its work using standardised methods and IT tools whose suitability is reviewed regularly. There is also a frame of reference for the auditing of Local Branche. An annual audit plan is drawn up and presented by the Inspector-General for the approval of General Management and the Audit Committee. This plan is organised in such a way that all risks are examined and audited over a maximum period of four years. The periodic audit assignments conducted across the network consisted of: –28 audit assignments relating to 37 sales outlets, 5 Business Advice Spaces and 3 BCMNE business centres, –26 assignments to follow up on recommendations, –1 theme-based assignment involving 41 sales outlets regarding the monitoring of the application of professional standards, good practices and compliance with FBF recommendations, –1 assignment conducted across all sales outlets in relation to the prevention of fraud and the abuse of weakness, the quality of non-resident qualification, audit of investment service performance. Crédit Mutuel Nord Europe Annual Repor t 2012 65 Report from the Chairman of the Board of Directors The distance selling of products via CMN Accueil and CMNE.fr was also audited. In addition, the periodic audit function conducted 5 assignments with the business lines of Bancassurance France, 4 with Third-Party Management, 4 with Insurance, 6 with the Belgian arm of the business and 4 with Business Finance. 1.4 – Organisation of internal audits on business conducted abroad 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing 1.4.1 - T he main parties involved and auditing systems in Belgium Internal audits are organised as follows: • Level 1 ongoing audits are carried out in operating entities under the direct responsibility of the hierarchy. The branches follow an internal auditing procedure that is updated regularly. The internal auditing system in departments at head office is based on hierarchical checks, the separation of functions and automated controls. • Positions dedicated to internal audits: –Ongoing auditing, which is responsible in particular for organising, strengthening and assessing the way Level 1 audits operate, –The Compliance Officer, who is responsible for implementing compliance systems (analysis of non- compliance risks, the policy for accepting new customers, code of ethics, systems for combating money-laundering and the financing of terrorism, etc.), –Periodic Audits: the internal auditing departments of the two entities in the CMNE Group in Belgium conduct their tasks as part of a multiannual schedule based on the analysis of risks and approved by the respective Management Committees. Branch inspections are carried out by the audit department using a methodology based on a checklist of points that is reviewed regularly. A six-monthly report of assignments is submitted to the Management Committee of the entities. • An Audit Committee assists the Board of Directors at Bancassurance Belgium. In particular it examines the results from the various audit assignments, as well as the follow-up of recommendations and reports relating to measuring and monitoring risks. 1.4.2 - The main parties involved and auditing systems in Luxembourg Internal auditing at La Française AM Private Bank is organised as follows: • Level 1 audits carried out in the operating entities under the direct responsibility of the hierarchy, with monthly standardisation of the audits conducted in each department. 66 Crédit Mutuel Nord Europe Annual Repor t 2012 Positions dedicated to internal audits: –The Risk Manager, who is responsible mainly for identifying and assessing risks, contributing to the implementation and monitoring of Level 1 audits, –The Compliance Officer, who is responsible for implementing compliance systems (analysis of non-compliance risks, exhaustive auditing of the opening of new accounts, systems for combating money-laundering and the financing of terrorism, etc.), –Periodic audits are conducted by the Audit Control Inspectorate of the CMNE Group in the context of a service delegated by La Française Group, the parent company of La Française AM Private Bank, –The Board of Directors of La Française AM Private Bank examined the report into the ICAAP methodology regarding the “internal process for assessing the adequacy of equity capital”. This report is aimed at assessing the risks and defining the direction to take for risk cover, as well as the way it should be applied in operating terms. The Board was assisted in its work by an Audit and Accounts Committee. 1.5 – Organisation of the internal auditing of outsourced activities As part of the Group’s audit policy applied to outsourced services, the ongoing audits and compliance departments conduct checks to ensure that the policy defined is being complied with and assess its application. The audit process includes an annual assessment supervised by the Ongoing Audit Department. The aim of this assessment is to ensure that the regulations, quality and continuity of services are complied with. 1.6 – Methods used to measure and monitor risks 1.6.1 - Credit or counterparty risk • The rating systems are audited on a national level. A procedure for monitoring algorithms has been developed for this purpose by the unit that monitors ratings. This procedure includes all of the analyses required to measure the performance of models. Each federal unit within Crédit Mutuel is able to position itself in relation to the national performance of a particular algorithm. Any significant discrepancies observed would then be analysed. • Internal ratings are integrated within CMNE in a highly operational way. This information is included when it comes to developing the commercial proposition of a credit level. Ratings are the subject of various dashboards used by management bodies and the risk monitoring committees. • Loans are selected in accordance with risk assessment rules applied as soon as loan applications are made, based on fixed internal standards and an assignment system placed under automated a priori control. Risk assessment and the documentation for loan applications are part of procedures designed to analyse and retain recent elements relating to the business and financial situation of the beneficiary. The case records, both for private individuals and business applicants and the farming market, are created applying the provisions of internal loan regulations. Case managers at the branches check on the way the analysis rules are applied to finance files in the context of the internal auditing process. Report from the Chairman of the Board of Directors As part of its “network” assignments, the General Inspectorate also makes sure that the audit is efficient and that federal standards are effectively applied. • A level-based system of delegation enables the General Manager, on the proposal of an allocations committee that meets during the first quarter of each year, to assign a level of authority for providing technical advice to each of the members of staff involved. This delegation is supplemented by a power attributed by the Board of Directors of the Local Branches. The profitability of loan transactions is examined as part of the procedures for granting loans, which includes a decision-making loop on the terms for exemption rates. The Management and Forecasting Audit Department and the Assets and Liabilities Function, whose work is complementary, handle the task of monitoring, forecasting and guiding matters relating to margin. In terms of how the quality of commitments develops, the downgrading of credits into doubtful debts, based on BAFI and Basle II criteria, is carried out automatically by applying the contagion principle. Funding, calculated by the systems based on the type of debt and the nature of the guarantees given, is updated and written into the accounts at the end of each month. A report into the measurement and development of risks is sent regularly to General Management and the Federal Board of Directors. Monitoring the quality of commitments is also carried out by the periodic network audit during audit assignments, theme-based audits and balance sheet audits. • Risk measurements using sector-based breakdowns and internal ratings are also conducted through specific analyses carried out on the bank’s four main markets: private individuals, professionals, farmers and businesses. • Each year the Board of Directors of the Caisse Fédérale approves a reference document each year on risk policy within the Group. The directors set limits for counterparty risks that apply to the whole of the CMNE Group, whether it is for dealing room transactions, Business Finance or the insurance companies. 1.6.2 - Concentration risk Measuring the risks in relation to a counterparty or group of counterparties is handled by CMNE’s Major Risk Committee which every quarter analyses and monitors risks that exceed a threshold defined by General Management, singly and overall, for each of the Group’s financial entities. 1.6.3 - Market risk Market risk forms part of the arbitrage transactions carried out by the Group Treasury Department as part of its own management of CMNE. These transactions, conducted within a precise context defined by the Finance Committee, are the subject of a monthly report submitted to that same Committee. This reporting system, established by the Risks Department, makes it possible to measure the rate, liquidity and counterparty risks associated with this management, as well as the margin it generates and its sensitivity to rate movements. The system also enables a check on the consumption of equity capital generated by the assets held. Finally, on a quarterly basis and using scenarios common to the whole of the Crédit Mutuel – CIC Group, this activity is also subjected to stress tests. 1.6.4 - Overall interest rate risk and liquidity risk • Each company within the banking business has its risk analysed by a specific Finance Committee on a quarterly or six-monthly basis, depending on the size of the company and the inertia of its balance sheet structure. The committee of each company decides on the implementation of cover both for rates and liquidity. • In view of its single counterparty role in managing the rate risk of the subsidiaries and their refinancing, the quarterly analysis of the report from the Caisse Fédérale enables a consolidated overview to be created of the Group’s rate risk and liquidity risk. 1.6.5 - Intermediation risk When providing investment services for third parties, the CMNE Group authorises BFCM and CMCIC Titres to represent it with third parties and the markets and also to handle the management of its customers’ securities. Through its role as a player on the financial markets, BFCM complies with the various accredited systems for settling investments. • The risk of default by the party issuing the order is managed within the CMNE Group’s information system through a number of devices. When orders are entered, multiple automatic checks are conducted to make sure the amount of the order is feasible, as well as ensuring that there is sufficient cover from the buyer. These checks meet the minimum conditions laid down by the Financial Markets Authority. • A system based on a questionnaire to be filled in as part of the process of opening a securities account has been implemented to meet the new requirements of the FIM Directive. This questionnaire makes it possible to understand better the customer’s experience, objectives and financial situation and is part of the process of finding a service that meets the customer’s needs. 1.6.6 - Settlement risk • Management of the liquid assets involved with the Group’s banking arm (Bancassurance France, Bancassurance Belgium and Business Finance) is handled as a whole in the Finance Treasury Department. • With regard to business on its own account, the CMNE Group’s membership of the centralised high-speed settlement and delivery system (RGV), which handles immediate simultaneous and irrevocable settlements/ deliveries, enables it to cover the risk of settlement. • Transactions on international instruments that are not part of RGV are processed by the CMNE Group via BFCM as a client bank. • For Belgium, securities transactions are carried out via the CEDEL settlement-deliver platform. Crédit Mutuel Nord Europe Annual Repor t 2012 67 Report from the Chairman of the Board of Directors 1.6.7- Operating risks The management of operating risks within the Group is organised as follows: • The Risk Guidance Function is responsible for managing operating risks. This function implements the methods and tools required, catalogues operating incidents and handles monitoring in the risk management tool. 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing • The Operating Risks Committee meets regularly and provides coordination communication and reporting on work carried out. This Committee reports on its work to General Management, as well as to the Audit Committee and the Board of Directors. • Documentary databases relating to the operating risks management tool (integrated into the IT system), risk mapping and modelling, claims data and the steps taken for business continuity plans, are also available. • The person responsible for the security of the Group’s information systems is attached to the CMNE Group’s Ongoing Audit Department. A system has been developed for managing the security of information. 1.6.8- Measures taken to ensure business continuity Protective programmes are aimed at generalising computer recovery plans and business continuity plans. • These programmes are run by the Risks Department in conjunction with the Organisation Management department. • This work is monitored regularly by the Operating Risks Committee. A progress report is presented once a year to the Federal Board of Directors, which enables it to be kept informed of the system in place to enable the continuity of the CMNE Group’s businesses in the event of a major disaster. • A crisis management system has also been developed. It is aimed at defining and organising the structures and procedures for crisis communication. 1.6.9- Consolidated internal auditing In line with CMNE’s principles, the internal auditing system applies to all consolidated companies. The parties responsible for auditing make sure that there is a suitable system in place within each of the subsidiaries so that business and risks can be monitored in a consolidated manner. The individuals responsible for Ongoing Audits and Compliance within the various businesses are placed under the operational control of the Group Secretary- General, responsible for support line risk. The Ongoing Audit and Compliance Committee is the body that runs internal audits on a CMNE Group level. 2 - Special procedures relating to finance and accounting 2.1 - Frames of reference • Accounting plan, regulatory texts and procedure manuals • General operating regulations • Financial regulations • Group financial management agreement 2.2 - T he Central Director responsible for Accounting and Management Auditing has three departments under him • The Accounting and Fiscal management department, which in particular: –assists with implementing the overall accounting system plan and procedures, and handles their application, –organises and monitors the accounting for financial bodies and companies for which the department is responsible, –organises specific works to provide statements for financial periods and to draw up interim positions, –handles tax management for the CMNE Group, –develops and implements the resources required to enhance the security of accounting entries and auditing of Group accounts, –puts forward any adaptations needed or new rules to –be inserted into financial regulations or into individual contracts governing relations between the various companies in the Group, –handles contacts with internal and external auditing bodies. • The Consolidation and Group Reporting department, which in particular: –organises, coordinates the various parties and carries out the specific assignments for drawing up the consolidated accounts and any reporting required for the Group, –defines and updates the consolidation procedures used by the Group, consistent with the procedures laid down by the National Confederation, – in the context of regulatory requirements, analyses, monitors and comments on the various ratios and handles the implementation of new rules in relation with the functions involved, –assists with the implementation of the overall operating scheme of the accounting system and its procedures, consistent with regulatory requirements, –handles contacts with internal and external auditing bodies, –develops the periodical analysis of the regulatory ratios, comments on any changes and conducts all forward-looking simulations for the Finance Committee in order to optimise these constraints –measures and analyses the financial impact and risks that the strategic companies have on the consolidated result. • The Management Audit and Forecasting department, which in particular: –provides General Management with regular forecasts for the CMNE Group’s financial results, broken down by business area and including comments and proposed corrective action, 68 Crédit Mutuel Nord Europe Annual Repor t 2012 Report from the Chairman of the Board of Directors –makes all budget-monitoring items and all performance and risk analysis items available to the various echelons of the CMNE organisation, enabling them to contribute towards improving the Group’s financial results and, in particular, to the various technical committees (financial, development, performance improvement and requests for IT resources), –designs and monitors all financial estimate quantification that is incorporated into the planning process, and drafts stage reports for the departments concerned, –suggests adaptations to financial regulations or associated contracts in terms of structural developments in the CMNE Group. It also updates the rules issued regarding relations between the companies in the Group, –establishes and monitors the profitability analysis for each product, market, customer, etc. –Designs dashboards at all levels of CMNE and draws up the operating specifications in conjunction with the operating managers, making them available to the parties in the CMNE Group within the deadlines set and also maintains them, –handles any management and training programmes that are specific to the various bodies in the Group, –handles relations with internal and external auditing bodies. –suggests corrective actions in collaboration with the support lines concerned, provides information about validated data for the purpose of enhancing monitoring tools and ensuring they are consistent, –provides information about certified data for the purpose of enhancing monitoring tools and ensuring they are consistent, –prepares and runs meetings for the Warehouse Committee, enabling there to be coordination between the various specialist business lines and providing monthly information about the quality allocated to the data and any actions undertaken, –participates in Warehouse Committee meetings at the Group’s Belgian entities, –takes part in and works with the working groups organised on a confederal and interfederal level, aimed at implementing and organising audits for all of the support lines and ensuring the continuity of the tools put in place. 2.4 - The accounting and financial audit system On an initial level, the accounting department has resources to ensure that the proper quality of the data produced or transmitted for all of its tasks. On a second level, the ongoing audit department monitors level 1 quality controls and conducts additional audits. 2.3 - Reporting directly to the Central Director responsible for Accounting and management Auditing, the datawarehouse function: –Monitors the quality and consistency of the data used to feed the warehouse, in particular through the “data qualification” module developed on a confederal level in the context of the regulations for Basle II, Chairman of the Board of Directors of the Caisse Fédérale du Crédit Mutuel Nord Europe Philippe VASSEUR Crédit Mutuel Nord Europe Annual Repor t 2012 69 5 Report from the Auditors (about the Chairman’s report) Report from the Company Auditors, drawn up pursuant to article L. 225-235 of the Commercial Code, on the report from the Chairman of the Board of Directors of Caisse Fédérale du Crédit Mutuel Nord Europe. Financial year ending 31st December 2012 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing Ladies and Gentlemen, In our capacity as Company Auditors for Caisse Fédérale du Crédit Mutuel Nord Europe and pursuant to the provisions of article L. 225-235 of the Commercial Code, we present to you our report on the report drafted by the Chairman of your company, in accordance with the provisions of article L. 225-37 of the Commercial Code, regarding the financial year ending on 31st December 2012. It is the responsibility of the Chairman to draft and submit to the Board of Directors a report on the procedures for internal auditing and risk management implemented within the company. The report also provides the other information required by article L. 225-37 of the Commercial Code relative in particular to the corporate governance mechanism. It is our duty: • to inform you of any observations that we have about the information provided in the Chairman’s report regarding the internal auditing procedures relating to the production and processing of accounting and financial information, and • to certify that the report contains the other information required by article L. 225-37 of the Commercial Code, having pointed out that it is not our duty to verify the genuine nature of this other information. We have carried out our work in accordance with the standards of professional practice that apply in France. Information regarding the internal auditing and risk management procedures relating to the drafting and processing of the company’s accounting and financial information Professional practising standards require us to implement all due care in assessing the sincerity of the information regarding the internal auditing procedures relating to the drafting and processing of the accounting and financial information stated in the Chairman’s report. This diligence consists in particular of: • familiarising ourselves with the internal auditing procedures relating to the production and processing of the accounting and financial information underlying the information presented in the Chairman’s report, as well as the existing documentation; • familiarising ourselves with the work carried out that enabled this information and the existing documentation to be produced; • determining whether any major deficiencies in the internal auditing process relative to drafting and processing the accounting and financial information that we might have observed in the context of our assignment might constitute appropriate information in the Chairman’s report. On the basis of this work, we have no observations to make about the information regarding the company’s internal auditing and risk management procedures regarding the drafting and processing of the accounting and financial information contained in the report by the Chairman of the Board of Directors, drawn up in accordance with the provision of article L. 225-37 of the Commercial Code. Other information We hereby certify that the report by the Chairman of the Board of Directors contains the other information required by article L. 225-37 of the Commercial Code. Drawn up at Villeneuve d’Ascq and Neuilly-sur-Seine, France, 22nd April 2013 The Company Auditors MAZARS Michel Barbet-Massin 70 Crédit Mutuel Nord Europe DELOITTE & ASSOCIÉS Cécile Fontaine Annual Repor t 2012 Sylvie Bourguignon 5 Details of Group Companies Situation at 30 april 2013 Bancassurance France Business Finance CAISSE FÉDÉRALE DU CRÉDIT MUTUEL NORD EUROPE (CFCMNE) 4 Place Richebé - BP 1009 - 59011 Lille Cedex - France Tel: +33 3 20 78 38 38 Fax: +33 3 20 30 86 59 Website: www.cmne.fr • Chairman of the Board of Directors: Philippe VASSEUR • General Manager: Éric CHARPENTIER • Deputy General Manager: Christian NOBILI BCMNE Bancassurance Belgium CRÉDIT MUTUEL NORD EUROPE BELGIUM (CMNE BELGIUM) Boulevard de Waterloo, 16 - 1000 Brussels - Belgium Tel: +32 22 89 82 00 Fax: +32 22 89 89 90 • Chairman of the Board of Directors: Philippe VASSEUR • Chairman of the Management Committee: Éric CHARPENTIER CRÉDIT PROFESSIONNEL SA Boulevard de Waterloo, 16 - 1000 Brussels - Belgium Tel: +32 22 89 82 00 Fax: +32 22 89 89 90 Website: www.bkcp.be • Chairman of the Board of Directors: Éric CHARPENTIER • Chairman of the Management Committee: Paul LEMBRECHTS BKCP SCRL Boulevard de Waterloo, 16 - 1000 Brussels - Belgium Tel: +32 22 89 82 00 Fax: +32 22 89 89 90 Website: www.bkcp.be • Chairman of the Board of Directors: Éric CHARPENTIER • Chairman of the Management Committee: Paul LEMBRECHTS OBK Boulevard de Waterloo, 16 - 1000 Brussels - Belgium Tel: +32 2 289 82 29 Fax: +32 2 289 89 91 Website: www.bkcp.be • Chairman of the Board of Directors: Werner ROGIERS • Chairman of the Management Committee: Paul LEMBRECHTS CITIBANK BELGIUM SA Boulevard du Général Jacques, 263 g - 1050 Brussels - Belgium Tel: +32 2 626 51 11 Fax: +32 2 626 56 11 Website: www.citibank.be • Chairman of the Board of Directors: Éric CHARPENTIER • Chairman of the Management Committee: Jacques FAVILLIER Banque Commerciale du Marché Nord Europe 4 place Richebé - 59000 Lille -France Administrative head office: 7, rue Frédéric Degeorge - 62000 ARRAS - France Tel: +33 3 21 71 71 51 Fax: +33 3 21 71 71 59 Website: www.bcmne.fr • Chairman of the Monitoring Committee: Philippe VASSEUR • Chairman of the Executive Board: François CHABROL BAIL ACTÉA 7 rue Frédéric Degeorge - 62000 Arras - France Tel: +33 3 21 71 44 11 Fax: +33 3 21 71 44 22 Website: www.bail-actea.fr • Chairman of the Board of Directors: François CHABROL • General Manager: Christian ROUSSEAU BAIL IMMO NORD Tour de Lille - 60 Boulevard de Turin - 59777 Euralille - France Tel: +33 3 20 30 73 74 Fax: +33 3 20 57 62 56 • Chairman of the Board of Directors: François CHABROL • General Manager: Valérie-Marie AUBIN-VAILLANT BATIROC NORMANDIE 2 rue Andreï Sakharov - BP 148 - 76135 Mont St Aignan Cedex - France Tel: +33 2 35 59 44 20 Fax: +33 2 35 59 13 82 • Chairman of the Board of Directors: François CHABROL • General Manager: Valérie-Marie AUBIN-VAILLANT NORD EUROPE PARTENARIAT 2 rue Andreï Sakharov - BP 148 - 76135 Mont St Aignan Cedex - France Tel: +33 2 35 59 44 20 Fax: +33 2 35 59 13 82 • Chairman of the Board of Directors: François CHABROL • General Manager: Philippe AMOURIAUX Insurance NORD EUROPE ASSURANCES 9 boulevard Gouvion-Saint-Cyr - 75017 PARIS - France Tel: +33 1 43 12 90 90 Fax: +33 1 43 12 90 93 • Chairman of the Monitoring Committee: Philippe VASSEUR • Chairman of the Executive Board: Hervé BOUCLIER ACMN IARD Assurances Crédit Mutuel Nord Iard 4 Place Richebé - 59000 Lille - France Tel: +33 3 28 14 59 02 Fax: +33 3 28 14 59 05 • Chairman of the Board of Directors: Hervé BOUCLIER • General Manager: Odile EZERZER ACMN VIE Assurances Crédit Mutuel Nord Vie 9 boulevard Gouvion-Saint-Cyr - 75017 PARIS - France Tel: +33 1 43 12 90 90 Fax: +33 1 43 12 90 93 Website: www.acmnvie.fr • Chairman of the Board of Directors: Éric CHARPENTIER • General Manager: Hervé BOUCLIER Crédit Mutuel Nord Europe Annual Repor t 2012 71 Details of Group Companies NORD EUROPE LIFE LUXEMBOURG 62 Rue Charles Martel - L- 2134 Luxembourg Tel: +352 42 40 201 Fax: +352 42 40 20 40 Website: www.nellweb.com • Chairman of the Board of Directors: Éric CHARPENTIER • Managing Director: Hervé BOUCLIER 1 The CMNE Group 2 Specific areas 3 Consolidated balance sheet 4 Corporate & Social Responsibility 5 Governance and Internal Auditing COURTAGE CRÉDIT MUTUEL NORD EUROPE 4 Place Richebé - 59000 Lille - France Tel: +33 3 20 78 39 84 Fax: +33 820 360 900 • Chairman: Hervé BOUCLIER • General Manager: Jacques NOIZE PÉRENNITÉ ENTREPRISES 9 Boulevard Gouvion-Saint-Cyr - 75017 PARIS - France Tel: +33 820 352 352 Fax: +33 1 43 12 90 93 • Chairman of the Board of Directors: Hervé BOUCLIER • General Manager: Odile EZERZER VIE SERVICES 9 Boulevard Gouvion-Saint-Cyr - 75017 PARIS - France Tel: +33 1 43 12 90 90 Fax: +33 1 43 12 90 93 • Chairman: Hervé BOUCLIER CPBK RÉ 74 rue de Merl - L- 2146 Luxembourg Tel: +352 49 69 51 321 Fax: +352 49 69 51 333 • Chairman of the Board of Directors: Christian DESBOIS Third-Party Management GROUPE LA FRANÇAISE 173 Boulevard Haussmann - 75008 Paris - France Tel: +33 1 44 56 10 00 Fax: +33 1 44 56 11 00 Website: www.lafrancaise-group.com • Chairman of the Monitoring Committee: Philippe VASSEUR • Chairman of the Executive Board: Xavier LEPINE • General Manager: Patrick RIVIERE LA FRANÇAISE DES PLACEMENTS 173 Boulevard Haussmann - 75008 Paris - France Tel: +33 1 43 12 01 00 Fax: +33 1 43 12 01 20 Website: www.lafrancaise-group.com • Chairman of the Monitoring Committee: Alain WICKER • Chairman of the Executive Board: Xavier LEPINE • General Manager: Pascale AUCLAIR SIPAREX PROXIMITE INNOVATION 27 Rue Marbeuf- 75008 Paris - France Tel: +33 1 53 93 02 20 Fax: +33 1 53 93 02 30 Website: www.siparex.com • Chairman of the Monitoring Committee: Xavier LEPINE • Chairman of the Executive Board: Bertrand RAMBAUD • General Managers: Denis RODARIE and Michel FAURE 72 Crédit Mutuel Nord Europe Annual Repor t 2012 LA FRANÇAISE AM FINANCE SERVICES 173 Boulevard Haussmann - 75008 Paris - France Tel: +33 1 44 56 41 60 Fax: +33 1 44 56 41 65 Website: www.lafrancaise-am-partenaires.com • Chairman of the Monitoring Committee: Éric CHARPENTIER • Chairman of the Executive Board: Patrick RIVIÈRE • General Managers: Thierry SEVOUMIANS and Philippe LECOMTE LA FRANÇAISE REAL ESTATE MANAGERS 173 Boulevard Haussmann - 75008 Paris - France Tel: +33 1 44 56 10 00 Fax: +33 1 44 56 11 00 Website: www.lafrancaise-group.com • Chairman of the Monitoring Committee: Éric CHARPENTIER • Chairman of the Executive Board: Xavier LEPINE • General Managers: Jean-Marc COLY and Marc BERTRAND LA FRANÇAISE AM INTERNATIONAL CLAIMS COLLECTION 173 Boulevard Haussmann - 75008 Paris Tel: +33 1 44 56 10 00 Fax: +33 1 44 56 11 00 Website: www.lafrancaise-group.com • Chairman: Xavier LEPINE • General Managers: Guy LEPAGE and Alain GREC LA FRANÇAISE BANK (new name on 02/04/2013) 4A Rue Henri Schnadt - B.P. 1556 - L-1015 Luxembourg Tel: +33 0 352 45 45 221 Fax: +33 0 352 44 98 80 Website: www.lafrancaise-bank.com • Chairman of the Monitoring Committee: Pierre LASSERRE • Chairman of the Executive Board: Patrick RIVIERE • Managers members of the Executive Board: Philippe VERDIER and Pascal LEBRAS LA FRANÇAISE INVESTMENT SOLUTIONS 173 Boulevard Haussmann - 75008 Paris Tel: +33 1 44 56 10 00 Fax: +33 1 44 56 11 00 Website: www.lafrancaise-group.com • Chairman of the Monitoring Committee: Pierre LASSERRE • Chairman of the Executive Board: Xavier LEPINE • General Manager: Sofiène HAJ TAIEB / August 2013 - Photo © Fotolia - Thinkstock 4, place Richebé - 59000 Lille - France Tél. : +33 3 20 78 37 51 - Fax : +33 3 20 78 39 87 - www.cmne.fr
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