- CaixaBI
Transcription
- CaixaBI
Separate and Consolidated Operations 2013 Annual Report This Annual Report 2013 is a translation of an original document entitled Relatório e Contas de 2013 approved by the Shareholders’ General Meeting in accordance with Portuguese law. The Annual Report 2013 and the accompanying financial statements, reports and opinions on the accounts are a translation of documents originally issued in Portuguese in accordance with generally accepted accounting principles in Portugal. In the event of discrepancies, the Portuguese language CaixaBI: Relatório e Contas 2013 version prevails. 2 Table of Contents Board of Directors’ Report ......................................................................................................5 1. Statutory bodies ..............................................................................................................6 2. Organisational chart ........................................................................................................7 3. Key consolidated financial indicators ...............................................................................8 4. Overview of CaixaBI ........................................................................................................9 4.1. Awards and rankings........................................................................................................................................9 4.2. Highlights for the period .................................................................................................................................11 5. Macroeconomic environment.........................................................................................14 5.1. International ...................................................................................................................................................14 5.2. Domestic ........................................................................................................................................................14 5.3. Financial markets ...........................................................................................................................................15 6. Strategy and business model ........................................................................................17 6.1. Project finance ...............................................................................................................................................17 6.2. Structured finance ..........................................................................................................................................18 6.3. Corporate finance – advisory .........................................................................................................................20 6.4. Corporate finance – debt................................................................................................................................22 6.5. Equity capital market......................................................................................................................................24 6.6. Brokerage ......................................................................................................................................................25 6.7. Research........................................................................................................................................................26 6.8. Financing and structuring...............................................................................................................................27 6.9. Syndication and sales ....................................................................................................................................27 6.10. Venture capital ...............................................................................................................................................28 6.11. Outlook for 2014.............................................................................................................................................30 7. Results ..........................................................................................................................32 8. Human resources ..........................................................................................................34 9. Qualified holdings..........................................................................................................35 10. Acknowledgments .........................................................................................................36 11. Proposal for the distribution of earnings.........................................................................37 1. Consolidated and separate financial statements............................................................39 2. Notes to the consolidated financial statements ..............................................................50 3. Notes to the separate financial statements ..................................................................114 4. Reports and opinions on the accounts.........................................................................174 Corporate governance report ..........................................................................................186 1 Assessment of compliance with good governance principles.......................................187 CaixaBI: Relatório e Contas 2013 Financial statements, notes and opinions........................................................................38 3 2 Management guidelines, mission, objectives and corporate policies ...........................188 3 General operating principles........................................................................................190 4 Relevant transactions with related parties ...................................................................193 5. Corporate model..........................................................................................................197 5.1. Statutory bodies ...........................................................................................................................................198 5.2. Specialised committees ...............................................................................................................................214 6. Remuneration of Members of Statutory Bodies ...........................................................218 7. Control system ............................................................................................................220 7.1. Internal control system .................................................................................................................................220 7.2. Control system on the protection of the company’s investments and assets ...............................................223 7.3. Control system on the safeguarding of customers’ assets held under CaixaBI’s custodian services...........224 8. Disclosure of relevant information................................................................................225 8.1. Market relations representative ....................................................................................................................225 8.2. Disclosure of market information..................................................................................................................225 8.3. Summary table of compliance with information disclosure requirements on CaixaBI’s website...................226 8.4. CaixaBI’s equity stakes ................................................................................................................................226 8.5. Share capital and dividends policy ...............................................................................................................227 9. Analysis of economic, social and environmental responsibility.....................................228 9.1. Economic .....................................................................................................................................................232 9.2. Social ...........................................................................................................................................................233 9.3. Environmental ..............................................................................................................................................235 CaixaBI: Relatório e Contas 2013 Compliance with legal guidelines ...................................................................................236 4 CaixaBI: Relatório e Contas 2013 Board of Directors’ Report 5 1. Statutory bodies Shareholder´s General Meeting Board Chairman José Lourenço Soares Secretaries Salomão Jorge Barbosa Ribeiro Ana Cristina Pinheiro Vieira Rodrigues de Andrade Board of Directors Chairman of the Board of Directors Jorge Telmo Maria Freire Cardoso Chairman of the Executive Committee Joaquim Pedro Saldanha do Rosário e Souza Members of the Executive Committee Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques Members of the Board of Directors José Pedro Cabral dos Santos José Manuel Carreiras Carrilho Supervisory Board Chairman Miguel José Pereira Athayde Marques Members Pedro António Pereira Rodrigues Felício Maria Rosa Tobias Sá Deputy João Manuel Barata da Silva Statutory Auditors Permanent Deputy Carlos Luís Oliveira de Melo Loureiro CaixaBI: Relatório e Contas 2013 Deloitte & Associados, SROC represented by João Carlos Henriques Gomes Ferreira 6 2. Organisational chart Board of Directors Executive Committee Business Units Project Finance Carlos Figueiredo Structured Finance João Beatriz Equity Capital Markets Ana Santos Martins Corporate Finance - Debt Paulo Serpa Pinto Syndication and Sales Leonor Canedo Corporate Finance Advisory Marco Lourenço Brokerage Valentim Martins Financing and Structuring Francisco Santos Research Office João Miguel Lourenço Support Units Information Systems Ema Campos Human and Administrative Resources António Carlos Alves Strategic Planning and Organisation Rita Lourenço Compliance Ália Silva Legal Affairs Ana Andrade Operations Miguel Freire Marketing and Communication António Gregório Internal Audit Fernando Oliveira CaixaBI: Relatório e Contas 2013 Accounting João Gonçalves 7 3. Key consolidated financial indicators Profit and loss indicators 1 2013 2012 Change Net interest income 25,671 28,166 (8.9%) Net commissions 54,339 58,551 (7.2%) Income from financial assets 22,829 7,327 - (212) 2,012 - (thousand euros) Other operating income Net operating income 102,628 96,055 6.8% Provisions and impairment (39,350) (30,567) 28.7% Overheads (25,017) (23,387) 7.0% (4,140) (1,276) - Investment income (equity accounting) Net income before taxes 34,121 40,824 (16.4%) Tax (5,965) (12,410) (51.9%) 0 (874) (100.0%) Net income 28.156 27.541 2.2% Cost-to-income 24,1% 23,9% 0.2 p.p. 2013 2012 Loans portfolio (net) 587,492 646,647 Securities portfolio 699,313 634,778 Derivatives portfolio (assets) 522,843 861,503 (546,011) (901,211) 112,066 129,042 2,008,571 2,373,829 314,835 292,027 ROE 9.3% 10.9% ROA 1.3% 1.2% Non-controlling interests (thousand euros) Derivatives portfolio (liabilities) Customer resources Net assets Shareholders’ equity 1 The financial statements for 2012 have been restated and the investment in CGD Investimentos is now consolidated by the equity accounting method. CaixaBI: Relatório e Contas 2013 Balance sheet indicators 8 4. Overview of CaixaBI 4.1. Awards and rankings Caixa - Banco de Investimento, S.A. (CaixaBI or Bank), in its activity in 2013, furthered the international affirmation strategy it has been implementing over the last few years. The Bank’s good performance in terms of its core business has continued to merit the recognition of its customers and partners and has been rewarded by international analysts’ distinctions, as shown in its leading Best Investment Bank Best Investment Bank Best Investment Bank in Portugal in Portugal in Portugal International Finance World Finance Global Banking & Finance Review Best Investment Bank Best Cross-border M&A Deal in Portugal Achievement Awards EMEA Finance EMEA Finance CaixaBI: Relatório e Contas 2013 positions in the main sector rankings. 9 CaixaBI topped the M&A ranking in Portugal, according to Bloomberg data for operations completed in 2012 and 2013. M&A Ranking - Portugal Amount Ranking Advisor 1 CaixaBI 16,489 17 2 BES Investimento 16,280 19 3 Citi 14,286 7 4 Barclays 12,407 7 5 Rothschild 9,889 4 (€ million) Transactions Source: Bloomberg * operations completed in 2012 and 2013 According to Dealogic data for 2013, CaixaBI/CGD led the domestic ranking as mandated lead arranger (MLA) for project finance operations. According to Bloomberg, CaixaBI/CGD was the globally best positioned Portuguese bank. CaixaBI consolidated its leading position in the equity capital market in Portugal, coming second in Portugal’s ECM League Table for 2013 and was the best positioned domestic financial institution. ECM League Table - Portugal Amount Ranking Advisor 1 Goldman Sachs 861 2 2 CaixaBI 537 3 3 Mediobanca 339 1 4 JP Morgan 264 1 5 Société Générale 200 1 (€ million) Transactions Source: Dealogic The Bank also came first in the Bloomberg ranking for bookrunners of euro-denominated domestic bond issues. Bookrunner Ranking* - Portugal Percent Amount Ranking Bookrunner 1 CaixaBI 10.8% 1,420 11 2 BES Investimento 9.8% 1,287 10 3 Deutsche Bank 8.9% 1,168 6 4 Société Générale 7.1% 924 5 5 Morgan Stanley 6.2% 813 2 (€ million) Transactions Source: Bloomberg; CaixaBI * Considering only issuers outside the bookrunner group According to CMVM data, CGD Group came second in the brokers’ ranking with an accumulated market share of 13.9% and growth of 20.4% in the volume of trading over 2012. CaixaBI also received Global Brands Magazine’s award for the Best Investment Banking Brand in Portugal. CaixaBI: Relatório e Contas 2013 10 4.2. Highlights for the period CaixaBI was involved in various emblematic deals during the course of the year, strengthening its lead position in the investment banking area. The following are the main highlights by business area. Project finance CGD Group, through CaixaBI, was involved in global operations for an amount of around € 194 million, coming first in Dealogic’s MLA ranking as mandated lead arranger for project finance operations in Portugal and was the best positioned Portuguese bank in all of its operating geographies. On an international level, reference should be made to the progressive geographic expansion of the Bank’s activity in overseeing operations in Angola and Mozambique, in addition to joint coordination with Banco Caixa Geral – Brasil, S.A. (BCG Brasil) on structuring and/or financial advisory services for several projects in Brazil. Structured finance CaixaBI was involved in around forty corporate structured operations, with a successful involvement in financial advisory and financial reorganisation operations for a global amount of around € 5.6 billion, particularly including the structuring and organisation of finance for Tagus Holding, for the Exit Mechanism for Non-controlling Interests in Brisa and its performance as mandated lead arranger for Empark’s revolving credit facility. Corporate finance – advisory Notwithstanding the challenging economic environment and decline in M&A operations in 2013, according to Bloomberg, CaixaBI continued to lead the Portuguese ranking as an advisor in M&A operations, based on its involvement during the course of 2012 and 2013 in M&A completions worth an aggregate amount of around € 16.5 billion. CaixaBI’s operations, this year, particularly included its financial advisory services to Parpública for the CTT - Correios de Portugal privatisation and to ZON for the merger between ZON Multimédia and Optimus. Reference should also be made to the financial advisory services to Parpública for the disposal of a 4.14% stake in EDP and to CGD for the disposal of a 6.11% equity stake in Portugal Telecom, the Corporate finance - debt CaixaBI continued to be the benchmark institution in the bonds and commercial paper sectors of Portugal’s debt capital market and led the Bloomberg bookrunners ranking for euro-denominated 2 bonds issued by domestic entities . 2 Considering solely issuers outside the bookrunner’s group. CaixaBI: Relatório e Contas 2013 closing of the disposal operation on HPP Saúde and financial advisory services for the disposal of an equity stake in Banco Terra, Mozambique. 11 CaixaBI led 13 of the 14 primary bond market issues, including one Spain based issuer. Reference should be made to CaixaBI’s involvement as joint lead manager and bookrunner for the new 10 Year Treasury Bonds issue, as the first syndicated placement of a new Portuguese Republic benchmark issue since the inception of the Economic and Financial Assistance Programme, CGD’s issue of covered bonds, which was the first access to the international covered bonds market by a Portuguese bank since January 2010, Galp Energia’s inaugural eurobond issue which was the first unrated issue made by a Portuguese corporate in the euromarket and the inaugural issue of Empark’s eurobond in the high yield segment. CaixaBI also organised and led fourteen new commercial paper programmes and completed thirty nine extensions and/or revisions of the conditions of programmes which were opened in past years. Equity capital market CaixaBI consolidated its leading position in the equity capital market in Portugal as the best positioned domestic financial institution in Dealogic’s ECM Portugal league table, in which it came second in the ranking. Its advisory operations particularly included its involvement as the global coordinator and bookrunner for the first initial public offering of a company on the domestic stock exchange since 2008, the CTT – Correios de Portugal's IPO and advisory services to CGD and Parpública for their disposal of qualified investments, in Portugal Telecom and EDP, respectively, based on accelerated bookbuilding processes in which the Bank also operated as joint bookrunner. CaixaBI also advised Parpública in its listing of the referred to block of EDP shares on NYSE Euronext Lisbon. Brokerage Based on data published by CMVM, CGD Group came second in the brokers’ ranking, with an accumulated market share of 13.9%, up 20.4% in trading over 2012. Contributory factors were CaixaBI’s involvement in the CTT – Correios de Portugal IPO and as bookrunner in the accelerated bookbuilding process on 4.14% of the capital of EDP and 6.11% of the capital of PT, in addition to the growth of activity in the international customers’ segment. Reference should also be made to involvement in the Belgium Post IPO and accelerated bookbuilding process on 12% of the capital of the International Airlines Group and 12% of the capital of Mapfre. Financing and structuring CaixaBI’s performance as a Specialised Treasury Securities Trader enabled it to achieve second place in IGCP’s global ranking. The Bank continued to operate as a liquidity provider on several shares listed on NYSE Euronext Lisbon, with Euronext having awarded its maximum “A” rating on all Matching Facility. Syndication and sales CaixaBI was joint lead manager in eight primary market issues of which special reference should be made to the Portuguese Republic’s four and ten year Treasury Bond issues, CGD’s issue of covered bonds and the inaugural issues of Galp Energia and Empark. It was also co-lead manager for a Banque Populaire Caisse D’Épargne issue and was responsible for 222 commercial paper issues for € 3.3 billion. CaixaBI: Relatório e Contas 2013 securities and categories. Reference should also be made the Bank’s pioneering activity in the new segment created by NYSE Euronext to stimulate the liquidity of retail investors in the form of the Retail 12 Venture capital CaixaBI’s venture capital area is responsible for managing four venture capital funds, FCR Caixa Empreender+, FCR Grupo CGD, Caixa Crescimento FCR, created in 2013 and specifically geared to investments in SMEs and mid-caps and FCR Caixa Fundos, which was also created in 2013 and specialises in the indirect operations area (funds of funds). During the course of 2013, 121 investment projects were analysed and 21 approved (for around € 115 CaixaBI: Relatório e Contas 2013 million). 28 investments (11 new and 17 increased investments) involving € 25 million and 20 disinvestments for a realisation amount of € 28 million were made. 13 5. Macroeconomic environment 5.1. International In its update to the World Economic Outlook, published in January, the IMF estimated world economic growth of around 3.0% in 2013, in comparison to 3.1% in 2012. This revision follows an acceleration of economic activity in second half 2013 and was corroborated by the expected evolution of the main developed economies and the improved perception of the risk attached to the more peripheral eurozone countries, reflected in a reduction of credit spreads on such countries’ public debt bonds in comparison to the German benchmark with an identical maturity. The ECB also revised its economic estimates for the eurozone in 2013, now indicating a 0.4% contraction of GDP for the year. The disclosure of the main indicators for European Union countries indicates a positive evolution of their respective economies, particularly second and third quarter GDP growth (following six consecutive quarters of contraction) and the more positive performance of confidence and economic sentiment indicators. The most recent economic indicators for the US indicate a 4.1% growth of GDP in the third quarter, based on the positive performance of exports, investment and private consumption. 5.2. Domestic According to INE data, the domestic economy posted a 1.6% year-on-year increase in GDP in fourth quarter 2013, up 0.5% over the third quarter of the year. This is the third consecutive quarter in which the Portuguese economy has achieved a positive change, following ten consecutive quarters of contraction. This growth is largely due to the recovery of domestic demand which made a positive contribution to th the year-on-year change of GDP, which had not been the case since 4 quarter 2010, mainly reflecting the behaviour of private consumption. There was an increase in the positive contribution of net external demand owing to the acceleration of exports of goods and services. December was up 0.2% year-on-year. The average rate of change of this index over the course of the year was 0.3%. The Bank of Portugal published its Winter Economic Bulletin indicating a 1.5% contraction of GDP in th th 2013 and growth of 0.8% in 2014, in line with estimates resulting from the 8 and 9 assessments of the IMF, ECB and European Commission, in October. The joint balance on the current and capital account is thought to have totalled a positive 2.5% of GDP, in 2013, as a reflection of the increase of national exports of goods and services, reduction of CaixaBI: Relatório e Contas 2013 According to the INE, unemployment at the end of the fourth quarter was 15.3%, against 15.6% at the end of the third quarter and 16.9% at the end of 2012 and the consumer price index, in Portugal, in 14 investment and increase in the internal savings rate, permitting a highly significant reduction of the Portuguese economy’s external borrowing requirements. GDP growth rate 4,0% 3,0% GDP growth rate (yoy) 2,0% 1,0% 0,0% -1,0% -2,0% -3,0% -4,0% PT EZ US DE Dec-13 Nov-13 Oct-13 Sep-13 Aug-13 Jul-13 Jun-13 May-13 Apr-13 Mar-13 Feb-13 Jan-13 Dec-12 Nov-12 Oct-12 Sep-12 Aug-12 Jul-12 Jun-12 May-12 Apr-12 Mar-12 Feb-12 Jan-12 Dec-11 -5,0% JP 5.3. Financial markets International financial markets, in 2013, continued to be negatively influenced by the instability in Europe, fiscal and monetary policy uncertainties in the US and fears over the evolution of the Chinese economy. The euro began 2013 by appreciating against the US dollar from 1.30 to 1.37 at the start of February followed by a sharp correction to 1.28 at the end of March. Between this date and the beginning of July, the single European currency was listed in a band of between 1.28 and 1.32. The remaining months were characterised by the euro’s gradual appreciation against the dollar, up to nearly 1.38 at the end of December. The euro’s appreciation against the yen trended towards consistency, notwithstanding periods of greater volatility, with an increase in its exchange rate from around 115 yen to 145 yen over the course of the year. The euro started the year by appreciating from 0.81 to 0.87 against sterling at the start of February and latterly remaining within the 0.84 to 0.87 band, ending the CaixaBI: Relatório e Contas 2013 year at close to 0.84. 15 2013 came to a close with the debt markets of Italy, Portugal and Spain benefiting from the support of ample liquidity in the system and the guaranteed maintenance of an expansionary monetary policy, driving down borrowing costs. Notwithstanding having been penalised by government instability in Italy over the third quarter, yields on Portuguese 10 year public debt were down by around 88 b.p. over the year to around 6.1%, with a 150 b.p. narrowing of the respective spread between German debt to 420 b.p. TBs vs. Bunds (10 year) 8,0% Portugal vs Germany 10 years 7,0% 6,0% 5,0% 4,0% 3,0% 2,0% 1,0% Dec-12 Jan-13 Mar-13 Mar-13 Apr-13 May-13 PT10Y Jun-13 DE10Y Jul-13 Aug-13 Sep-13 Oct-13 Nov-13 Dec-13 Spread PT-DE 10Y Regarding equity markets within the same period, the PSI 20 appreciated 16.0% over the end of 2012. Equity markets 130 125 120 115 110 105 95 90 Dec-12 Jan-13 Mar-13 Mar-13 PSI20 Apr-13 May-13 IBEX Jun-13 Jul-13 Aug-13 Euro Stoxx 50 Sep-13 Oct-13 Nov-13 S&P 500 Dec-13 CaixaBI: Relatório e Contas 2013 100 16 6. Strategy and business model As CGD Group’s specialised unit in investment banking, CaixaBI’s pursues its key strategic objectives, acting in tandem with the Group’s commercial structures in maximising cross-selling opportunities with commercial banking activity. CaixaBI aims to create a dynamic international business platform, especially focusing on Portugal, Spain, Brazil and Lusophone Africa, based on business areas with strong levels of sectorial specialisation, endowed with services and solutions of growing quality and innovation providing for a relevant offer of investment banking products. Its income structure derives from commissions earned from advisory mandates, brokerage services and financial income from its credit underwriting and assets and risk management activities. Information on the main highlights of CaixaBI’s activity, over the course of 2013, in its diverse business areas is given below. 6.1. Project finance CGD Group, through CaixaBI, was involved in global operations for an amount of around € 194 billion, coming first in Dealogic’s MLA ranking as mandated lead arranger for project finance operations in Portugal and was the best positioned Portuguese bank on a global ranking level. Particular reference should be made to the following CaixaBI operations completed, in 2013: Indaqua Oliveira de Azeméis: financial closing of the water concession with CaixaBI providing advisory, structuring and financing organisation services. Indaqua Vila do Conde: completion of the economic-financial water concession rebalancing process. CaixaBI: Relatório e Contas 2013 17 Particular reference should also be made to CaixaBI’s advisory services in the following projects: Central Greece: completion of the road concession restructuring operation in Greece. Parpública: completion of the transfer of a part of Elos’s contractual package to Parpública. Itevelesa: completion of the refinancing of this Spanish group which operates in the vehicle inspections sector. Hixam II: completion of the refinancing of Isolux Group’s car parks’ portfolio. Abengoa: advisory services for the tender concession on services for the operation, maintenance and expansion of the system of flood control reservoirs in the Alto Tietê hydrographic basin, in the State of São Paulo, in partnership with BCG-Brasil. Rodovias Federais: CaixaBI, in partnership with BCG - Brasil, was the advisor to one of the main Brazilian players, Odebrecht TransPort (an Odebrecht Organisation company), on diverse tenders for a collection of federal roads in Brazil. These tenders resulted in the recent award of the BR-163/MT concession, totalling 850km, to Odebrecht TransPort. 6.2. Structured finance Leveraged & acquisition finance activity was generally very limited in 2013, on account of the adverse macroeconomic scenario and current financing difficulties. Inversely, the Bank was highly dynamic in its financial liabilities reorganisation activity, contributing towards easing companies’ growing operational and liquidity difficulties and adjusting their financial structures to their effective cash flow generating capacity. CaixaBI was involved in around forty projects in this area, having successfully completed financial CaixaBI: Relatório e Contas 2013 advisory and financial reorganisation operations for approximately € 5.6 billion. 18 Reference should be made to the following operations, in 2013: Empark: mandated lead arranger for the structuring and organisation of a revolving credit facility. Tagus Holding: structuring and organisation of finance for Tagus Holding SARL (a company 55% owned by José de Mello Group and 45% by Arcus European Infrastructure Fund) for the Exit Mechanism for Non-controlling Interests in Brisa. Alteco/Mag Import: financial advisory services for the disposal of loans payable to CGD – Spain Branch. Other completions, with CaixaBI’s advisory services during the year were: Lena and Abrantina Groups: advisory services for the structuring and organisation of the financial liabilities’ reorganisation process. Sogevinus: oversight and organisation, as agent bank, of the financial liabilities’ reorganisation process. Extrusal: advisory services for the structuring and organisation of the financial liabilities´ reorganisation process. CaixaBI: Relatório e Contas 2013 19 Additionally, CaixaBI also conducted analysis and negotiation tasks, in the context of CGD Group’s involvement in various entities’ syndicated financial liabilities’ reorganisation processes. Mention should also be made of the small and medium-sized enterprises segment, in which CaixaBI managed a portfolio of approximately 70 commercial paper programmes for a nominal maximum amount of around € 250 million, in 2013, together with the corresponding activity. 6.3. Corporate finance – advisory M&A activity was down in 2013 in terms of the volume of announced transactions, both on a European level and worldwide. Special reference should be made to the sharp deceleration of M&A activity in the last quarter of the year, considering third quarter growth in the world and European markets at 11.6% and 8.4%, respectively. Notwithstanding the challenging environment, CaixaBI’s advisory operations, with an aggregate value of € 16.5 billion between 2012 and 2013, gave it first position in the Bloomberg M&A league table in Reference should be made to the following M&S completions, in 2013, with CaixaBI’s advisory operations: ZON: financial advisory services to ZON for the merger operation incorporating Optimus into ZON Multimédia. Parpública: financial advisory services to Parpública for the CTT – Correios de Portugal privatisation operation. CaixaBI: Relatório e Contas 2013 Portugal, in which the Bank has, over the years, retained a leading position. 20 Parpública: financial advisory services to Parpública for the disposal of an equity stake of 4.14% in EDP. CGD: financial advisory services to CGD, for the disposal of an equity stake of 6.11% in Portugal Telecom. Banco Terra: financial advisory services for the disposal of an equity stake in Banco Terra, Mozambique. Parparticipadas: financial advisory services to Parparticipadas for the disposal of an equity stake in BPN Brasil. Parparticipadas: financial advisory services to Parparticipadas for the disposal of an equity stake in BPN IFI. HPP Saúde: closing of the HPP Saúde disposal operation, signed at the end of 2012. Reference should be also made to other project completions during the year in which CaixaBI acted as an advisor: Lena / Abiber: financial advisory services for the financial restructuring of the Lena and Abiber Caixa Seguros e Saúde: various economic-financial assessments for Caixa Seguros e Saúde. CGD: various economic-financial assessments for CGD, for impairment analyses on financial investments. Parcaixa: financial advisory services for the economic and financial assessment processes of subsidiary companies Águas de Portugal and Caixa Leasing e Factoring. SAG: financial advisory services for the economic and financial assessment processes on Unidas (Brazil). CaixaBI: Relatório e Contas 2013 Groups. 21 6.4. Corporate finance – debt CaixaBI continued to be the benchmark operator in the debt capital market in Portugal, particularly in the bonds and commercial paper sectors, coming first in the Bloomberg ranking for bookrunners of 3 euro-denominated bonds issued by domestic entities . Bond loans CaixaBI’s operating priority, in 2013, continued to be on Portuguese public debt, namely in the framework of its Specialised Treasury Securities Trader status, in which it once again came in a leading position (second in the respective global ranking). Reference should also be made to CaixaBI’s joint lead manager and bookrunner status in the € 3 billion issue of new 10 Year Treasury Bonds, as the first syndicated placement of a new Portuguese Republic benchmark since the inception of the Economic and Financial Assistance Programme. CaixaBI was also co-lead manager in the syndicated reopening of the € 2.5 billion Treasury Bonds 4.35% October 2017 issue. CaixaBI led twelve private debt issues in 2013, including: CGD: joint lead manager and bookrunner for the € 750 million covered bonds issue, the first access to the international covered bonds market by a Portuguese bank since January 2010. Galp: joint lead manager and bookrunner for Galp Energia’s inaugural € 500 million eurobond issue, maturing in 2019. This was the first unrated issue by a Portuguese corporate in the euromarket as well as one of the year’s largest unrated issues by an entity headquartered in Southern Europe and the organisation and joint lead of a € 600 million bond loan with a maturity of Empark: joint lead manager and bookrunner in Empark’s first access to the high yield European market in a split (fixed and variable rate) issue, for € 385 million, with a maturity of 6 years. 3 PT: joint lead manager and bookrunner for PT’s € 1 billion eurobond issue, its largest since 2009. Considering solely issuers outside the bookrunner’s group. CaixaBI: Relatório e Contas 2013 4 years. 22 REN: joint lead manager and bookrunner for two REN eurobond issues for € 300 million with a maturity of 5 years and € 400 million with a maturity of 7 years. Parpública, Sonae Sierra, Mota-Engil África, EDA and Violas/Cotesi: organisation and lead of bond issues of € 170 million, € 75 million, € 75 million, € 50 million and € 10 million respectively. CaixaBI: Relatório e Contas 2013 23 Commercial paper CaixaBI organised and led fourteen new commercial paper programmes for € 668 million, in 2013, particularly: Thirty nine extensions and/or revisions of the conditions of past year programmes were also made. Other Regarding structured assets finance activity, reference should be made, in 2013, to the processes of the incorporation of modifications in two of CGD’s securitisation operations in past years - Nostrum Mortgages No. 1 and Nostrum Mortgages No. 2, with the objective of maximising their efficiency in light of the recent changes to the methodologies of rating agencies in addition to the ratings of several of the counterparties involved in the same operations. 6.5. Equity capital market CaixaBI consolidated its leading position in the Portuguese equity capital market and was the best Mention should be made of the following operations advised by CaixaBI: CTT: CaixaBI was the global coordinator and bookrunner for the CTT – Correios de Portugal privatisation IPO, responsible for the disposal of 70% of its capital in a stock exchange operation. This was the first corporate IPO in the national stock exchange since 2008. This operation took the form of a public offering in the domestic market and an institutional offering for domestic and international institutional investors. Both tranches generated a high level of interest from investors and were significantly oversubscribed. The final price was at the top end of the price band (€ 5.52), in an operation for approximately € 579 million. CaixaBI: Relatório e Contas 2013 placed domestic institution in Dealogic’s ECM Portugal league table, in which it came in second place. 24 Parpública: CaixaBI was Parpública’s advisor and joint bookrunner for the disposal of its 4.14% equity stake in EDP. The disposal marked the completion of EDP’s reprivatisation process beginning June 1997 and was one of the largest financial market operations in Portugal, in 2013. The offering, for €356.1 million, was made in a highly positive market window of opportunity with EDP’s closing price in the preceding session hitting a peak of the last 12 months. A favourable discount was also achieved, much lower than the average discounts in similar operations, in 2012, both in the Iberian Peninsula as in the total number of European countries, enabling the Portuguese state to maximise its financial proceeds. The operation comprised the integral sale of a block of 151,517,000 shares through an accelerated bookbuilding process exclusively geared to domestic and international institutional investors. The operation’s success was fuelled by strong demand from diverse European institutional investors and was heavily oversubscribed. CaixaBI contributed to the quality of the order book as the offering’s joint bookrunner. CaixaBI was also advisor to Parpública in the process for the listing of the referred to block of EDP shares on NYSE Euronext Lisbon. Portugal Telecom: reference should also be made to CGD’s disposal of its 6.11% equity stake in Portugal Telecom, through an accelerated bookbuilding process for a total amount of € 190.6 million, as part of its disinvestment strategy on non-strategic assets. CaixaBI was involved in this operation as a CGD advisor and joint bookrunner. This highly successful operation was considerably oversubscribed with a favourable discount which was much lower than average discounts on similar operations since the start of the 2013, both in the Iberian Peninsula and the total EMEA region. The price achieved in the offering also represented a premium of 7% over the weighted average price of Portugal Telecom shares in the 3 months preceding the offer. The PSI 20, in 2013, achieved its best annual level of performance since 2009, with accumulated gains of 16%, notwithstanding the fact that the index was down 1.7% at the end of the first half year. This loss was cancelled out by expressive gains in subsequent months. The year was marked by the CTT – Correios de Portugal initial public offering which was the first IPO on the Lisbon stock exchange since 2008 and in which CaixaBI was involved as joint global coordinator and joint bookrunner. Reference should also be made to Banif’s equity increase and other market offers through accelerated bookbuilding processes, namely trading on relevant equity stakes in EDP (€ 356.1 million), Galp Energia (€ 677.6 million), Jerónimo Martins (€ 522.3 million) and Portugal Telecom (€ 190.6 million). CaixaBI: Relatório e Contas 2013 6.6. Brokerage 25 According to CMVM data, CGD Group came second in the brokerage ranking with an accumulated market share of 13.9% and 20.4% growth in trading volumes over 2012. A contributory factor was CaixaBI’s participation in CTT’s already referred to IPO and as bookrunner in the accelerated bookbuilding process on 4.14% of the equity capital of EDP and 6.11% of the equity capital of PT. Reference should also be made to the growth of CaixaBI’s activity in the international customers’ segment, with the development of its activity in the North American market in conjunction with a local partner and a slight increase in the group of private customers, notably through CaixaBI’s electronic platform. Mention should also be made of the participation, in collaboration with its ESN partners, in the Belgium Post IPO, the accelerated bookbuilding process on 12% of the equity capital of International Airlines Group (“IAG”) and the accelerated bookbuilding process on 12% of the equity capital of Mapfre. In collaboration with the research areas of CaixaBI, CGD Investimentos and ESN members, CaixaBI was involved in the organisation of roadshows with companies, investors and analysts in Portugal, Spain, France, Finland and the US, particularly: i) the ESN conference in Frankfurt with several domestic customers and companies such as Jerónimo Martins and EDP Renováveis, ii) the reverse roadshow with international customers which visited Portuguese companies and iii) the Northern European roadshow with Galp Energia and Queiroz Galvão Exploração e Produção. 6.7. Research CaixaBI’s equity research area aims to independently monitor the evolution of financial markets, with the objective of assisting investors in their decision-making processes associated with the management of the equity components of their financial assets’ portfolios. Operating on a sell-side approach, the research area monitors listed companies on the main NYSE Euronext Lisbon (PSI20) Index, as well as other Portuguese mid & small caps, selected on the basis of their interest to investors. CaixaBI is a member of the ESN (European Securities Network), which is a pan-European network of investment banks and/or brokerage houses which cooperate in the most varied financial market areas, ranging from corporate equities and debt, including brokerage (sales and trading) and equity research. Collaboration in the research area is underpinned by a pan-European approach with a methodology based on standard equity analyses to provide investors with local expertise and guaranteeing a tighter The ESN’s equity research teams are divided up into various sectors, in line with the Footsie methodology and including various Portuguese companies, which enables research reports on European companies to be produced for domestic investors while simultaneously providing information on domestic companies to a wide range of foreign investors through the same network, without the need for a global structure. ESN membership therefore provides CaixaBI’s analysts with a European and consequently broader outlook on the evolution of financial markets, which is all the more important owing to the current level of globalisation of financial markets. ESN was distinguished, in 2013, as the best equity research team in Europe, by the specialised CFI.co magazine. CaixaBI: Relatório e Contas 2013 focus on each company’s situation. 26 6.8. Financing and structuring Sovereign debt Notwithstanding the constraints on market-making in sovereign debt in the secondary market (low liquidity levels and high bid-offer spreads), the portfolio risk minimisation strategy enabled positive results to be earned over the course of 2013. CaixaBI came second in the global Specialised Treasury Securities Trader Ranking and third in the IGCP Ranking in terms of market share. In terms of the qualitative market share component i.e. liabilities turnover to assets turnover ratio, IGCP classified CaixaBI in first place, establishing its performance as a benchmark for Specialised Treasury Securities Traders. Liquidity providing CaixaBI's activity as a liquidity provider maintained high performance levels and continued to operate on a series of securities such as Cofina, Orey Antunes, Altri, Inapa, Ibersol and SAG Gest, listed on NYSE Euronext Lisbon, with Euronext having attributed its maximum “A” rating to CaixaBI for all securities and categories. Reference should also be made to the Bank’s pioneering activity in the new segment created by NYSE Euronext to improve the liquidity of retail investors, in the form of the Retail Matching Facility. Market-making activity involved the Fundiestamo real estate fund and a Millenniumbcp deeply subordinated perpetual tier 1 issue. Proprietary trading CaixaBI has concentrated its trading activity on futures and shares, backed by the development of internal models which have been continuously assessed, perfected or discontinued, in line with market conditions or performance. Corporate risk management advisory services 2013 continued to be a year of political-economic instability in the eurozone, resulting in greater uncertainty and debt market volatility, culminating in the ECB’s interest rate cuts to historical minimums. In such a context, demand for interest rate hedges remained low, as a consequence of both the decline of lending to companies and low level of interest rates, with CaixaBI’s activity therefore being based on the of structuring tailor made structured options. exports and external investment, and also the development of commodity hedge solutions. 6.9. Syndication and sales After Portugal’s return to the markets, in January, with a € 2.5 billion tap issue over the 5 year, the Republic once more took advantage of favourable market conditions in April and start of May with a 10 year issue for € 3 billion, which was warmly welcomed by international investors. Given the importance of this issue in regaining the confidence of investors and access to international markets, IGCP CaixaBI: Relatório e Contas 2013 The demand for derivatives, therefore continued to concentrate on currency hedges associated with 27 promoted the operation with international investors and agents with CaixaBI having organised, collaborated on and accompanied IGCP in roadshows in Italy and the United Kingdom in March. Reference should be made to CaixaBI’s involvement in the following primary market issues in terms of syndications and sales, in 2013. PGB 4.35% 2017: joint lead manager for the 5 year Portuguese Republic tap issue, with a placement of € 2.5 million. PGB 5.65% 2024: joint lead manager in the placement of the € 3 billion 10 year Portuguese Republic issue. CGD 3.75% 2018, Covered bonds: joint lead manager for an operation with a final placement of € 750 million and a maturity of 5 years. Galp 4.125% 2019: joint lead manager for Galp Energia’s inaugural € 500 million debt market issue with a maturity of 5 years. Portugal Telecom 4.625% 2020: joint lead manager in an operation with a final placement of € 1 billion. Empark 6.75% 2019: joint lead manager for Empark’s high yield inaugural issue with two tranches, € 235 million at a fixed rate with a maturity of 6 years and € 150 million at a variable rate with a maturity of 6 years. REN 4.125% 2018: joint lead manager for an operation with a maturity of 5 years and final placement of € 300 million. REN 4.75% 2020: joint lead manager for a € 400 million issue with a maturity of 7 years. Banque Populaire Caisse D’Épargne 1.325% 2017: co-lead manager for a € 500 million issue. As regards the issue of short term sovereign debt, IGCP organised eleven Treasury Bills auctions, in which CaixaBI divulged and secured proposals from investors. In the commercial paper sphere, CaixaBI placed 222 issues over the course of the year, for a total amount of € 3,312 million. 6.10. Venture capital Given the current economic environment, the capitalisation of economic agents and reorganisation and revitalisation of the business environment are increasingly a sine qua non for an effective represents another option for funding requirements as part of a business consolidation and expansion strategy, with the sector evolving towards the appearance of new operators and growth of existing operators, with the corresponding increase of available funds and the widening and diversification of supply in this market. Caixa Group has contributed towards this trend in incentivising and participating in new initiatives, both in new funds managed by new teams and in reorganising and widening funds under Caixa Capital management, in order to continue to ensure direct and indirect supply to the whole of the corporate life cycle. CaixaBI: Relatório e Contas 2013 response to the challenge of growth and competitiveness. In such a context, venture capital 28 FCR Caixa Fundos, with a capital of € 199 million, was accordingly created in October 2013 as a result of the merger incorporating FCR Mezzanine in the Fundo de Desenvolvimento e Reorganização Empresarial, working as an indirect operator. Additionally, Caixa Crescimento FCR, with a capital objective of € 150 million was set up in June 2013 for corporate investments in SMEs and mid-caps. Caixa Capital also manages FCR Empreender+, geared to financing companies at their set up stage, which have been operating for less than three years or which make substantial innovations in their respective business processes, predominantly industries based on knowledge and applied technology and FCR Grupo CGD, which is a generalist fund participating in development capital operations for companies with high growth and value potential in all sectors of economic activity. Caixa Capital investment vehicles FCR Grupo CGD FCR Caixa Empreender+ FCR Caixa Fundos • Participants: CGD (85.63%) CaixaBI (8.45%) Caixa Capital (5.92%) • Participants: CGD (100%) • Participants: CGD (100%) • Formed in 1995 • Formed in 2009 • Formed in 2013 Caixa Crescimento FCR • Participants: CGD (100%) • Formed in 2013 Of the total amount of € 607 million in funds under management, the amount invested in fund subsidiaries at the end of 2013 totalled € 311 million of which € 227.4 million in companies and € 83.6 million in funds, in conjunction with a series of commitments assumed and operations approved but still not performed which could increase the amount invested by a further € 117.2 million. 121 investment opportunities were analysed in 2013 and 21 operations approved, for around € 115 million. 28 investments were completed (11 new and 17 increases in already existing participations) for an amount of € 25 million and 20 disinvestment operations with a realisation price of € 28.3 million were completed. Caixa Capital also continued to promote the integration of domestic companies and investors in an international context, through its wide range of partnerships with leading European operators in the CaixaBI: Relatório e Contas 2013 venture capital and private equity areas. 29 6.11. Outlook for 2014 There continue to be various risk factors for the main developed economies, in 2014. This may lead to lower levels of overall global dynamism of activity and particularly include: an eventual premature reduction of monetary stimuli to economic growth by the US Fed, the need to adjust the US public accounts (deficit and debt), continued low inflation levels in the developed economies, the possibility of a slowdown in the rate of growth of the Chinese economy over the medium term, and a potential inversion of capital flows to the emerging economies with greater domestic difficulties. In an endeavour to stimulate economic growth, the central banks of the main economic blocs have maintained expansionary monetary policies, with historically low reference rates likely to be maintained over the medium term. The Bank of Portugal, in its Winter Economic Bulletin, indicates a 0.8% growth of GDP in 2014, in line th th with the estimates resulting from the 8 and 9 appraisals carried out in October by the IMF, ECB and European Commission. The moderate GDP increase projected for 2014 is likely to be accompanied by the gradual correction of domestic macroeconomic imbalances (fiscal deficit, external deficit and leverage) and an improvement in Portuguese companies’ market shares of external markets. Uncertainty over the evolution of the Spanish economy, in 2014, remains high. The IMF has forecast economic growth of 0.6% for 2014, with unemployment rising to 26.7% of the working population. The adverse macroeconomic environment is likely to continue to impose highly significant constraints on investment decisions in Spain. The IMF has forecast growth of 2.3% in 2014 and between 2.8% and 3.5% up to 2018 for the Brazilian economy. These estimates reflect a certain economic slowdown as they represent a downwards revision of growth in comparison to estimates at the start of 2013. A certain growth dynamic, however, is likely to continue, fuelled by public investment, especially in infrastructures. IMF estimates regarding GDP growth in Angola and Mozambique, in 2014, are for 6.3% and 8.5%, respectively. These growth rates are likely to be sustained by the development of domestic commodities. Aware of the uncertainties regarding the evolution of regional and global economies, CaixaBI’s objectives for 2014 include the consolidation of its image as Portugal’s leading investment bank, while simultaneously expanding its presence in international markets, particularly those such as Brazil, Angola and Mozambique in which the Group already has an important presence. As regards the debt capital markets, the economic-financial environment in Portugal is likely to remain challenging although there will continue to be windows of opportunity for market access by Portuguese issuers, including a broader spectrum. CaixaBI will remain committed to the Portuguese market, in CaixaBI: Relatório e Contas 2013 infrastructure networks notably in the transport, energy and construction areas and exports of 30 which it aims to continue to operate as a benchmark institution in the bond issues and commercial paper segments. With the objective of mitigating the constraints that activity in Portugal is likely to continue to face, while simultaneously providing for the needs of the Bank’s customers in other geographies in which CaixaBI already operates, continuity will also be given, in 2014, to the internationalisation project, particularly in Brazil, Mozambique and Angola. The recovery being witnessed in the domestic equity capital market with the appreciation of Portugal’s PSI 20 Index and lower volatility levels, may help to whet investors’ appetite for domestic assets and consequently for a gradual increase in opportunities on equity offers in Portugal. The continuation of this more positive climate, through 2014, may enable new companies to enjoy access to the financial markets and fund their operations via IPOs or other primary market offerings. The borrowing requirements of several companies or their non-strategic assets disinvestment policies, in addition to the possibility that the Portuguese state may also undertake a privatisation operation in the financial market may create opportunities for market offerings. M&A activity in Portugal will continue to be significantly conditioned, in 2014, by the adverse environment, with public investment and domestic demand impacting economic agents’ investment decisions. The dynamism of the Brazilian and Lusophone Africa markets will increasingly grow in importance in this business area. The specific current domestic environment for project finance activity will continue to condition the appearance of new opportunities. The Bank has therefore focused on strengthening its international presence, in close collaboration with other CGD Group companies, notably in Angola, Mozambique and Brazil, which geographies continue to require essential infrastructures in which CaixaBI has already accumulated vast expertise and may benefit from all of the know how acquired over the course of the years. As regards venture capital activity, Caixa Capital will continue to develop the indirect investment area and its commitment to investment opportunities in SMEs eligible for its Fundo Caixa Crescimento, providing continuity to the commercial activity initiated in 2013 and expanding it to cover other economic agents. The focus in the international area will be geared to identifying partnership investment opportunities with value adding international investors. In short the outlook for 2014 is contingent upon: (i) the sustained recovery of the debt, equity and M&A markets in Portugal and Spain; (ii) the impact of the austerity and fiscal consolidation measures on the economic growth of both Iberian countries, namely in terms of economic agents’ investment decisions; (iii) the continued dynamism and sustained growth of the Brazilian, Angolan and Mozambican economies as well as business penetration by CaixaBI in these markets and its capacity to promote CaixaBI: Relatório e Contas 2013 cross-border transactions. 31 7. Results 2013 was a positive year for CaixaBI in terms of activity, reaching a leading position in most league tables and participating in the largest operations occurring in Portugal. The Bank’s furtherance of its internationalisation strategy to the Brazilian and Lusophone Africa markets, increased focus on advisory services and brokerage activities, together with cost containment efforts, allowed CaixaBI to achieve good results, in a year marked by a recessionary macroeconomic context and high levels of investor risk aversion. As regards advisory activity, participation in major operations contributed to the good performance of net commissions of € 54.3 million for the year. Results from financial operations and equity instruments were also highly positive at € 22.8 million. CaixaBI’s net operating income totalled € 102.6 million, up by around 7% year-on-year. Net Operating Income + 7% 0,2 (€ million) 22,8 54,3 102,6 96,1 Operating income (2013) Operating income (2012) Net interest income Net commissions Financial operations and equity instruments Other operating results CaixaBI: Relatório e Contas 2013 25,7 32 The adverse economic environment affecting the Portuguese and Spanish economies could not but have had a negative impact on results which continued to be affected by increases in impairment, provisions and write-downs of financial assets for € 47.3 million in the year, down by around 8% over the € 51.6 million posted in 2012. Impairment, provisions and write-downs - 8% (€ million) 8,0 51,6 47,3 39,4 Impairments and provisions Write-downs Impairments, provisions and write-offs (2013) Impairments, provisions and write-offs (2012) CaixaBI’s cost-to-income ratio of 24.1% remained clearly lower than that of its peers. CaixaBI’s overall good performance was reflected in its net income of € 28.2 million for the year, up by around 2% over the 2012 figure of € 27.5 million and representing an average return on equity of 9.3%. Net income 102,6 25,0 + 2% 10,1 Operating Income Impairments and provisions Overhead costs Taxes and associated companies 28,2 27,5 Net Income (2013) Net Income (2012) The Bank’s solvency ratio, measured on a separate basis, remained solid at 15.4%. CaixaBI: Relatório e Contas 2013 (€ million) 39,4 33 8. Human resources 4 The Bank had 189 workers on a consolidated basis at the end of 2013 of whom 104 in business areas, 46 in operational support areas, 28 in management support areas and 11 on CaixaBI and Caixa Capital Executive Committees and its Supervisory Board. Distribution by functional areas Business units 104 Operational support units 46 Management support units 28 55% 24% 15% Supervisory Board 3 2% CaixaBI´s Executive Committee Caixa Capital´s Executive Committee 4 2% 4 2% The Bank has continued to rejuvenate its staff, with workers under the age of 39 comprising 43% of its human capital. Reference should also be made to the fact that around 75% of CaixaBI’s workers had higher level academic qualifications at the end of 2013. Distribution by age band <29 23 15 12% Higher 35-39 42 40-44 29 45-49 + de 60 4 36 7 75% 23% Secondary 41 22% 16% 34 50-59 142 8% 18% Primary 6 3% 19% 4% Considering only fully consolidated companies CaixaBI and Caixa Capital. CaixaBI: Relatório e Contas 2013 30-34 Distribution by academic qualifications 34 9. Qualified holdings Gerbanca, SGPS, S.A. 81,018,430 shares CaixaBI: Relatório e Contas 2013 99.80% of voting rights 35 10. Acknowledgments The Board of Directors is grateful for the endeavours and dedication of its workers, aware that their commitment and professionalism are particularly important in periods of greater difficulties and are the basic building blocks of the Bank’s reputation with its customers, for whose preference it is also grateful. The Board lastly wishes to express its appreciation to its Shareholder for all of its support, the Supervisory Board and Auditors for their continuous contribution to the maintenance of excellence in their provision of accounting and management information and the Bank of Portugal and CMVM for CaixaBI: Relatório e Contas 2013 their constant cooperation and trust. 36 11. Proposal for the distribution of earnings The Board of Directors submits the following proposal to the Shareholders’ General Meeting Board for distribution of € 647,598.74 in earnings for 2013: Legal reserve (10% of net income for the year) €64,759.87 Other reserves €582,838.87 Lisbon, 28 February 2014 (Jorge Telmo Maria Freire Cardoso) (Joaquim Pedro Saldanha do Rosário e Souza) (Francisco José Pedreiro Rangel) (Paulo Alexandre de Oliveira e Silva) (Paulo Alexandre da Rocha Henriques) (José Pedro Cabral dos Santos) CaixaBI: Relatório e Contas 2013 (José Manuel Carreiras Carrilho) 37 CaixaBI: Relatório e Contas 2013 Financial statements, notes and opinions 38 CaixaBI: Relatório e Contas 2013 1. Consolidated and separate financial statements 39 Statement of consolidated financial position 2012 pro forma (euros) ASSETS Cash and claims on central banks Cash balances with other credit institutions Investments in credit institutions Financial assets at fair value through profit or loss Available for sale financial assets Hedge derivatives with positive revaluation Investments held to maturity Loans and advances to customers Non-current assets held for sale Investment properties Other tangible assets Intangible assets Investments in associated companies and jointly controlled entities Current tax assets Deferred tax assets Other assets Total Assets Notes 5 6 7 8 9 10 Amount before impairment, amortisation and depreciation 1 Impairment and depreciation Net amounts 2 3=1-2 12 13 108,027,998 11,268,409 4,858,566 1,239,552 2,247,502 15,602,277 536,616,522 683,816,424 1,723,737 587,492,006 11,037,611 3,332,461 14,541,856 3,753,700 52,584,182 875,420,909 619,208,389 1,651,219 646,646,780 11,590,329 2,668,918 14 22,817,827 - 22,817,827 37,594,819 15 15 16 1,321,231 41,166,950 130,027,075 29,870,406 1,321,231 41,166,950 100,156,669 1,209,960 36,396,344 70,362,839 11 2,162,596,149 Certified Accountant João Gonçalves 154,025,379 2,008,570,770 Notes Net amounts 1,239,552 2,247,502 15,602,277 536,616,522 683,816,424 1,723,737 695,520,004 22,306,021 8,191,027 2,373,630,243 2012 pro forma 2013 LIABILITIES Credit institutions’ and central banks’ resources Customer resources and other loans Debt securities Financial liabilities at fair value through profit or loss Hedge derivatives with negative revaluation Non-current liabilities held for sale Provisions for other risks Current tax liabilities Deferred tax liabilities Other subordinated liabilities Other liabilities Total Liabilities 17 18 10 10 19 15 15 20 955,145,957 112,065,504 545,075,845 934,851 12,822,276 3,884 8,892,552 58,794,946 1,693,735,814 969,055,625 129,041,689 899,786,632 1,424,476 7,836,994 12,561,657 2,602,629 59,491,656 2,081,801,358 81,250,000 (13,683,302) 219,112,492 28,155,765 314,834,955 2,008,570,770 81,250,000 (19,587,542) 202,625,580 27,540,846 291,828,885 2,373,630,243 SHAREHOLDERS’ EQUITY Capital Share issue premium Other equity instruments Treasury shares Fair value reserves Other reserves and retained earnings Net income for the period Advance of dividends Non-controlling interests Total Shareholders’ Equity Total Liabilities and Shareholders’ Equity 21 22 22 22 23 Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 2013 40 Consolidated income statement (euros) 2013 Notes 2012 pro forma Interest and similar income 24 235,716,904 295,893,856 Interest and similar costs 24 (210,045,802) (267,728,277) Income from equity instruments NET INTEREST INCOME 450,000 885,983 26,121,101 29,051,562 Income from services and commissions 25 57,317,311 72,418,932 Costs of services and commissions 25 (2,977,863) (13,868,420) Income from financial operations 26 22,379,212 6,440,915 Other operating income 27 (211,678) 2,012,451 102,628,083 96,055,439 NET OPERATING INCOME Employee costs 28 (15,091,660) (13,955,257) Other administrative expenditure 29 (8,963,692) (8,419,516) (961,787) (1,012,416) Depreciation and amortisation 12 + 13 Provisions net of recoveries and cancellations 19 (6,581,714) (2,699,411) Credit impairment net of reversals and recoveries 30 (17,365,136) (18,030,216) Impairment on other assets, net of reversals and recoveries 30 (15.403.163) (9,837,780) Income from associated companies and jointly-controlled entities 14 (4.140.227) (1,276,378) 34.120.703 40,824,466 (15,296,139) INCOME BEFORE TAXES AND NON-CONTROLLING INTERESTS Income tax: Current 15 (7,856,744) Deferred 15 1,891,807 2,886,498 (5,964,937) (12,409,641) 28.155.765 28,414,825 CONSOLIDATED INCOME PRIOR TO NON-CONTROLLING INTERESTS - (873,978) NET INCOME FOR THE PERIOD 28,155,765 27,540,846 Shares outstanding 81,250,000 81,250,000 Earnings per share 0.35 0.34 Certified Accountant João Gonçalves 23 Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Non-controlling interests 41 Consolidated cash flow statements (euros) 2013 2012 pro forma Cash flows from operating activities Interest and commissions received 295,219,480 369,274,676 (229,183,830) (287,425,895) Payments to employees and suppliers (23,439,039) (22,873,764) Payment of income tax (20,525,788) 17,439,800 Interest and commissions paid Other income Operating income prior to changes in operating assets 98,333 2,334,781 22.169.156 78,749,598 (Increases) decreases in operating assets Financial assets at fair value through profit or loss 361,173,124 (79,526,128) Available for sale financial assets (50,752,262) (108,918,663) Investments in credit institutions 37,088,260 (19,237,695) Loans and advances to customers 29,980,962 33,658,760 Other assets (34,824,095) 28,698,089 342,665,988 (145,325,636) Increases (decreases) in operating liabilities Financial liabilities held for trading (355,200,412) 166,100,372 Other credit institutions’ resources (6,710,775) (28,059,587) Customer resources Other liabilities Net cash from operating activities (17,276,672) 15,118,113 189,314 (32,941,472) (378,998,545) 120,217,427 (14,163,401) 53,641,389 - (38,340,087) (1,095,101) (2,259,204) Net cash from investing activities Acquisition of investment in CGD Investimentos Acquisition of tangible and intangible assets Dividends received Net cash from investing activities 450,000 885,983 (645,101) (39,713,308) Cash flows from financing activities - - Net cash from financing activities - - Inclusion in consolidation perimeter - CGD Investimentos - - (14.808.502) 13,928,081 Increase (decrease) net of cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period Certified Accountant Joao Gonçalves 18,295,556 4,367,475 3,487,054 18,295,556 Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Payment of dividends 42 Statement of changes to consolidated shareholders’ equity Other reserves and retained earnings (euros) Fair value reserves Capital Balances at 31 December 2011 Retained earnings Reserves Profit for the period Total Non-controlling interests Total 81,250,000 (73,626,045) 138,911,327 54,843,086 193,754,413 8,552,996 3,884,634 213,815,997 Transfer to reserves and retained earnings - - 11,021,562 (2,468,566) 8,552,996 (8,552,996) - - Changes to consolidation perimeter – liquidation of FCR Energias Renováveis - - - - - - (4,758,612) (4,758,612) Consolidated comprehensive income for 2012 - 54,038,503 318,172 - 318,172 27,540,846 873,978 82,771,500 Balances at 31 December 2012 - pro forma 81,250,000 (19,587,542) 150,251,062 52,374,520 202,625,581 27,540,846 - 291,828,885 Distribution of profit for 2011: Distribution of profit for 2012: Transfer to reserves and retained earnings - - 29,070,468 (1,529,621) 27,540,846 (27,540,846) - - Consolidated comprehensive income for 2013 - 5,904,239 (11,053,935) - (11,053,935) 28,155,765 - 23,006,070 81,250,000 (13,683,302) 168,267,595 50,844,897 219,112,492 28,155,765 - 314,834,954 Certified Accountant João Gonçalves Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Balances at 31 December 2013 43 Statement of consolidated comprehensive income (euros) Consolidated net Income for the period 2013 2012 pro forma 28,155,765 27,540,846 Items which may latterly be classified to profit and loss Changes in assets available for sale fair value reserves Equity instruments Investment units Other equity instruments Fiscal impact Changes in foreign exchange reserve Items which may latterly be classified to profit and loss Income / (expenditure) recognised directly in shareholders’ equity Attributable to minority shareholders’ interests Comprehensive income for the period Certified Accountant João Gonçalves 12,100,837 95,697,752 968,186 (9,269,482) (3,510,255) (5,251,341) 146,730 (489,083) 9,705,499 80,687,846 (3,801,259) (26,649,342) 5,904,239 54,038,503 (11,053,935) 318,172 (5,149,695) 54,356,676 - - (5,149,695) 54,356,676 - 873,978 23,006,070 82,771,500 Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Debt instruments 44 Statement of separate financial position (euros) ASSETS Cash and claims on central banks Cash balances with other credit institutions Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Investments in credit institutions Loans and advances to customers Investments held to maturity Assets with repurchase agreement Hedge derivatives Non-current assets held for sale Other tangible assets Intangible assets Investments in subsidiaries, associated companies and jointly controlled entities Current tax assets Deferred tax assets Other assets Total Assets Notes 4 5 6 6 8 9 10 2012 Provisions, Impairment and depreciation Net amount 2 3=1-2 11 12 124,567,465 11,147,642 4,667,870 1,237,734 1,884,971 531,382,786 5,083,735 665,850,843 4,877,994 570,952,539 1,723,737 10,994,139 3,180,933 14,540,841 3,226,943 869,524,094 5,896,816 599,797,409 45,474,273 651,243,761 1,651,219 11,546,806 2,455,005 13 53,226,375 12,234,507 40,991,868 53,226,375 14 14 15 13,716 39,166,950 123,574,608 26,900,489 13,716 39,166,950 96,674,119 34,330,290 66,055,490 7 2,153,534,039 Certified Accountant João Gonçalves 179,517,973 1,974,016,067 2,358,969,320 2012 336,901,375 545,075,845 618,244,582 124,573,743 934,851 16,521,903 2,976,318 58,307,510 216,717,504 899,786,632 752,338,121 139,245,978 1,424,476 12,982,791 12,552,549 2,411,123 59,027,443 1,703,536,127 2,096,486,618 81,250,000 (5,960,733) 194,543,074 647,599 270,479,940 1,974,016,067 81,250,000 (13,310,371) 175,307,291 19,235,783 262,482,703 2,358,969,320 Notes Net amount 1,237,734 1,884,971 531,382,786 5,083,735 665,850,843 4,877,994 695,520,004 1,723,737 22,141,780 7,848,804 2013 LIABILITIES Central banks’ resources Financial liabilities held for trading Other credit institutions’ resources Customer resources and other loans Debt securities Financial liabilities associated with transferred assets Hedge derivatives Non-current liabilities held for sale Provisions Current tax liabilities Deferred tax liabilities Other subordinated liabilities Other liabilities 16 7 17 18 7 19 14 14 20 Total Liabilities SHAREHOLDERS' EQUITY Capital Share issue premium Other equity instruments (Treasury shares) Revaluation reserves Other reserves and retained earnings Net income for the period (Advances of dividends) Total Shareholders’ Equity Total Liabilities and Shareholders’ Equity 21 22 22 22 Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 2013 Amount before provisions, Impairment and depreciation 1 45 Separate income statement (euros) 2013 Notes 2012 Interest and similar income 23 235,456,416 295,581,038 Interest and similar costs 23 (210,181,833) (267,930,714) 25,274,582 27,650,323 NET INTEREST INCOME Income from equity instruments 24 450,000 1,098,653 Income from services and commissions 25 50,196,192 64,114,487 Costs of services and commissions 25 (2,977,530) (13,863,186) Income from assets and liabilities at fair value through profit or loss (net) 26 13,832,008 (4,485,618) Income from available for sale financial assets (net) 27 8,451,529 2,072,030 Income from currency revaluation (net) 28 145,511 147,040 Income from the disposal of other assets 29 (49,561) 2,701,155 Other operating income 30 NET OPERATING INCOME (594,119) 1,511,380 94,728,613 80,946,265 Employee costs 31 (13,639,586) (12,494,596) General administrative expenditure 32 (8,279,918) (7,832,225) Depreciation and amortisation 11 + 12 (878,126) (924,946) Provisions net of recoveries and cancellations 19 (5,135,545) (1,937,908) Value adjustments associated with loans and advances to customers and amounts receivable from other debtors (net of recoveries and cancellations) 19 (38,617,384) (16,829,111) Impairment on other financial assets net of reversals and recoveries 19 (14,491,061) (8,429,525) Impairment on other assets, net of reversals and recoveries 19 (13,081,753) (614,892) 605,240 31,883,061 NET INCOME BEFORE TAXES Income Taxes Current 14 (7,574,176) (14,884,633) Deferred 14 7,616,535 2,237,354 NET INCOME 647,599 19,235,783 NET INCOME FOR THE PERIOD 647,599 19,235,783 Shares outstanding 81,250,000 81,250,000 Earnings per share 0.01 0.24 João Gonçalves Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Certified Accountant 46 Separate cash flow statement (euros) 2013 2012 Cash flows from operating activities Interest and commissions received 287,842,688 360,588,651 (229,358,327) (287,610,845) Payments to employees and suppliers (21,343,033) (20,646,691) Payment of income taxes (20,140,441) (284,529) 18,765,151 1,834,053 16.716.358 72,930,319 Interest and commissions paid Other income Operating income prior to changes in operating assets (Increases) decreases in operating assets Financial assets at fair value through profit or loss 361,323,124 (79,526,128) Available for sale financial assets (50,334,396) (126,925,563) Investments in credit institutions 40,586,019 (19,411,481) Loans and advances to customers 29,980,962 33,658,760 Other assets (35,672,487) 29,881,597 345,883,222 (162,322,815) Increases (decreases) in operating liabilities Financial liabilities held for trading (355,200,412) 166,100,372 Other credit institutions’ resources (6,710,775) (28,059,586) Customer resources Other liabilities Net cash from operating activities (14,963,871) 4,567,776 254,275 (31,580,366) (376,620,783) 111,028,196 (14,021,204) 21,635,701 Net cash from investing activities Acquisitions of investments in subsidiaries, associated companies and jointly controlled entities Disposals of investments in subsidiaries, associated companies and jointly controlled entities Dividends received Net cash from investing activities Increase (decrease) net of cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period Certified Accountant João Gonçalves (1,073,874) (2,192,248) - (38,340,087) - 31,538,736 450,000 1,098,653 (623,874) (7,894,946) (14,645,078) 13,740,754 17,767,783 4,027,029 3,122,706 17,767,783 Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Acquisitions of tangible and intangible assets 47 Statement of changes to separate shareholders’ equity Other reserves and retained earnings (euros) Notes Balances at 31 December 2011 Revaluation reserves Capital 81,250,000 Legal reserve Free reserve Retained earnings Profit for the period Total Total (78,290,723) 45,344,162 69,948,117 58,550,496 173,842,775 1,464,516 178,266,568 - - 146,452 1,318,065 - 1,464,516 (1,464,516) - - 64,980,352 - - - - 19,235,783 84,216,135 81,250,000 (13,310,371) 45,490,614 71,266,182 58,550,496 175,307,291 19,235,783 262,482,703 Distribution of profit for 2011: Transfer to reserves and retained earnings Consolidated comprehensive income for 2012 Balances at 31 December 2012 8 Distribution of profit for 2012: Transfer to reserves and retained earnings - - 1,923,578 17,312,205 - 19,235,783 (19,235,783) - Consolidated comprehensive income for 2013 - 7,349,638 - - - - 647,599 7,997,237 81,250,000 (5,960,733) 47,414,192 88,578,387 58,550,496 194,543,074 647,599 270,479,940 Certified Accountant João Gonçalves Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho CaixaBI: Relatório e Contas 2013 Balances at 31 December 2013 48 Statements of separate comprehensive income (euros) Net income for the period 2013 2012 647,599 19,235,783 12,100,837 95,697,752 Items which may latterly be classified to profit and loss Changes in assets available for sale fair value reserves Debt instruments Equity instruments Investment units Other equity instruments Fiscal impact Items which will not latterly be classified to profit and loss 968,186 (489,950) (2,064,856) (3,089,025) 146,730 (489,083) 11,150,898 91,629,694 (3,801,259) (26,649,342) 7,349,639 64,980,352 - - Income / (expenditure) recognised directly in shareholders’ equity 7,349,639 64,980,352 Separate comprehensive income 7,997,237 84,216,135 Certified Accountant João Gonçalves Board of Directors Jorge Telmo Maria Freire Cardoso Joaquim Pedro Saldanha do Rosário e Souza Francisco José Pedreiro Rangel Paulo Alexandre de Oliveira e Silva Paulo Alexandre da Rocha Henriques José Pedro Cabral dos Santos José Manuel Carreiras Carrilho 2. Notes to the consolidated financial statements 1. INTRODUCTORY NOTE Caixa - Banco de Investimento, S.A. (“Bank”) was formed by a public deed of 12 November 1987, having absorbed all assets and liabilities of the Portuguese branch of Manufacturers Hanover Trust Company, in conformity with the terms of Ministerial Order no. 865-A/87 of 6 November, jointly issued by the Presidency of the Council of Ministers and Ministry of Finance. The Bank is Caixa Geral de Depósitos Group’s specialised investment banking business arm, which includes activities such as debt capital markets, equity capital markets, corporate finance advisory, structured finance, project finance, brokerage, research and venture capital operations. The Bank has offices in Lisbon and Porto and a branch in Spain. The Bank also has direct and indirect equity investments in several companies in which it has majority shareholdings. These companies comprise Caixa – Banco de Investimento (Group). As referred to in Note 21, the majority of the Bank’s share capital is owned by Caixa Geral de Depósitos Group company Gerbanca, SGPS, S.A. The consolidated financial statements, at 31 December 2013, were approved by the Board of Directors on 28 February 2014. The Bank’s and its subsidiaries’ financial statements, at 31 December 2013, still require the approval of their respective shareholders’ meetings. The Board of Directors considers, however, that the said financial statements will be approved without significant changes. 2. ACCOUNTING POLICIES 2.1. Presentation bases The consolidated financial statements, at 31 December 2013, were prepared on the basis of the International Financial Reporting Standards (IFRS) as adopted in the European Union, under European Parliament and Council Regulation (EC) 1606/2002 of 19 July and the dispositions of Decree Law 35/2005 of 17 February. Consolidation principles The consolidated financial statements include the accounts of the Bank and the entities directly and indirectly controlled by the Group (Note 4). In terms of associated companies, “subsidiaries” are companies over whose current management the Bank wields effective control with the aim of obtaining economic benefit from their operations. Control usually takes the form of more than 50% of share capital or voting rights. In addition, as a result of the application of IAS 27 – “Consolidated and separate financial statements”, the Group has included venture capital funds managed by the Group in which it is exposed to most of the risks and enjoys most of the benefits associated with the respective activity, in its consolidation perimeter. Subsidiaries’ accounts were consolidated by the global integration method. Transactions and significant balances between the consolidated companies have been eliminated. Consolidation adjustments are also made, when applicable, to ensure the consistency of the application of the Group’s accounting principles. CaixaBI: Annual Repor 2013 2.2. 50 Consolidated profit derives from the net income of the Bank, its subsidiaries and jointly controlled entities, in proportion to their respective effective equity investments, after consolidation adjustments, including the elimination of dividends received and capital gains and losses generated between companies included in the consolidation perimeter. Change of accounting policy – Recognition of interests in jointly controlled entities The Group changed the way it recognises interests in jointly controlled entities in 2013, which are now recognised by the equity accounting method (Note 2.5), as permitted under the option of paragraph 38 of IAS 31 - "Interests in jointly controlled entities". It should be noted that, up to 31 December 2012, subsidiaries held in jointly controlled entities were recognised in the consolidated financial statements by the proportional integration method. In accordance with the referred to method such enterprises' assets, liabilities, income and expenditure were recognised in the consolidated accounts in direct proportion to their equity capital percentage. This decision enabled the impacts of the implementation of IFRS 11 - "Joint arrangements" in the Group's financial statements to be anticipated. Its adoption, in the European Area, is mandatory for the economic years starting on or after 1 January 2014. Under paragraph 29 of IAS 8, the change of accounting policies requires the need to re-express the financial statements for comparative periods, presented in accordance with the modifications to the adopted methodology. The redefinition of the consolidation methodology on jointly controlled entities did not have any effect on the composition of shareholders’ equity or the Group’s net income but did require the reorganisation of diverse financial position and income statement aggregates, which are set out below: (euros) FINANCIAL POSITION Cash and claims on central banks Claims on other credit institutions Investments in credit institutions Financial assets at fair value through profit or loss Available for sale financial assets Hedge derivatives with a positive revaluation Loans and advances to customers Other tangible assets Intangible assets Investments in associated companies Current tax assets Deferred tax assets Other assets Credit institutions’ and central banks’ resources Customer resources and other loans Financial liabilities at fair value through profit or loss Hedge derivatives with a negative revaluation Provisions for other risks Current tax liabilities Deferred tax liabilities Other liabilities 2013 Effect of change 2012 pro forma 14,541,856 3,939,369 77,664,074 888,931,098 619,208,389 1,651,219 647,991,356 11,962,747 29,195,188 1,576,073 38,333,031 98,653,295 2,433,647,694 (185,669) (25,079,893) (13,510,188) (1,344,576) (372,418) (26,526,270) 37,594,819 (366,114) (1,936,686) (28,290,456) (60,017,451) 14,541,856 3,753,700 52,584,181 875,420,910 619,208,389 1,651,219 646,646,780 11,590,329 2,668,918 37,594,819 1,209,959 36,396,345 70,362,839 2,373,630,243 (969,055,625) (129,041,689) (899,786,632) (1,424,476) (10,552,625) (13,181,845) (2,602,629) (116,173,288) (2,141,818,809) 291,828,885 2,715,631 620,188 56,681,632 60,017,451 - (969,055,625) (129,041,689) (899,786,632) (1,424,476) (7,836,994) (12,561,657) (2,602,629) (59,491,656) (2,081,801,358) 291,828,885 CaixaBI: Annual Repor 2013 2.3. 51 (euros) CONSOLIDATED NET INCOME Interest and similar income Interest and similar costs Income from equity instruments Net interest income, including equity instruments Effect of change 2012 pro forma 299,888,321 (267,732,597) 885,983 33,041,707 (3,994,465) 4,320 (3,990,145) 295,893,856 (267,728,277) 885,983 29,051,562 Income from services and commissions Costs of services and commissions Income from financial operations Other operating income Net operating income from financial operations 77,004,862 (13,738,360) 5,409,899 (129,369) 101,588,739 (4,585,930) (130,060) 1,031,016 2,141,820 (5,533,300) 72,418,932 (13,868,420) 6,440,915 2,012,451 96,055,439 Income from associated companies Staff costs Other administrative expenditure Other costs and income (16,938,070) (12,573,370) (31,850,523) (61,361,963) (1,276,378) 2,982,813 4,153,854 270,699 6,130,988 (1,276,378) (13,955,257) (8,419,516) (31,579,824) (55,230,975) (15,271,495) 3,459,541 (11,811,954) 28,414,822 (24,644) (573,043) (597,687) - (15,296,139) 2,886,498 (12,409,642) 28,414,822 Income tax: Current Deferred 2.4. 2013 Combinations of business activities and goodwill Acquisitions of subsidiaries are recognised according to the purchase method. The cost of the acquisitions comprises the aggregate fair value of the assets delivered and liabilities incurred or assumed for achieving control over the acquired entity plus the costs directly attributable to the operation. On the acquisition date, identifiable assets, liabilities and contingent liabilities satisfying the recognition requirements of IFRS 3 - “Combinations of business activities” are recognised at their respective fair value. Goodwill comprises the positive difference between a subsidiary’s acquisition cost and the effective percentage acquired by the Group in terms of the fair value of its respective assets, liabilities and contingent liabilities. Goodwill is recognised as an asset and is not amortised. Impairment tests are, however, performed at least once a year. Up to 1 January 2004, as permitted by the accounting policies defined by the Bank of Portugal, goodwill was fully deducted from shareholders’ equity in the year of the acquisition of the subsidiaries. As permitted by IFRS 1, the Group did not make any changes to this entry, for which the goodwill generated on operations occurring up to 1 January 2004 continues to be recognised in reserves. Jointly controlled entities “Jointly controlled entities” are those over which the Bank wields effective control and shares its management. Equity stakes in jointly controlled entities are included in the consolidated financial statements by the equity accounting method. On the acquisition date, the amount of the equity investment is recognised in the financial statement by the purchase method with the positive difference between the acquisition cost adjusted to the fair value of the assets, liabilities and contingent liabilities in proportion to the Group’s equity investment recognised as goodwill (Note 2.4). The amount of the equity stakes is latterly adjusted in accordance with each subsidiary’s net income for the year. The change in the value of the equity CaixaBI: Annual Repor 2013 2.5. 52 stakes is recognised in the profit and loss statement in “Income from associated companies and jointly controlled entities”. The amount of the equity investment is tested for impairment at least once a year. If the financial statements of the subsidiaries are denominated in a foreign currency, the effect of the currency changes is recognised in the Group’s financial position in “Other reserves and retained earnings” (Note 2.6). Transactions, balances and dividends distributed among jointly controlled entities and other Group companies are eliminated in the consolidation process, at the reference date, in proportion to the control attributable to the Group. Consolidation adjustments are also made, when applicable, to ensure the consistency of the application of the Group’s accounting principles. 2.6. Translation of balances and transactions in foreign currency The separate accounts of each Group entity included in the consolidation are prepared in accordance with the currency used in the economic context in which they operate (referred to as the “operating currency”). At 31 December 2013 and 2012, all Group companies used the euro as their operating currency except for CaixaBI Brasil – Serviços de Assessoria Financeira, LTDA and CGD Investimentos Corretora de Valores e Câmbio, S.A. which use the Brazilian Real. Foreign currency transactions are recognised on the basis of the reference rates in force at the transaction date. At each balance sheet date, monetary assets and liabilities denominated in foreign currency are translated into euros on the basis of the foreign exchange rate in force. Non-monetary assets, recognised at fair value, are translated on the basis of the exchange rate in force on the last valuation date. Non-monetary assets, recognised at their historical cost, continue to be recognised at the original exchange rate. Exchange rate gains/losses assessed upon exchange translation are recognised in income for the year, except for differences originated by non-monetary financial instruments, such as shares, which are classified as available for sale and recognised in a specific shareholders’ equity account until disposal. Financial instruments a) Financial assets Financial assets are recognised at fair value at the agreement date, plus the costs directly attributable to the transaction. Financial assets are initially recognised in one of the following categories defined in IAS 39: i) Financial assets at fair value through profit or loss This category includes: Financial assets held for trading, which essentially include the acquisition of securities with the objective of realising gains on the basis of short term market price fluctuations. This category also includes derivatives, excluding derivatives complying with hedge accounting requirements; and, Financial assets recognised at fair value through profit or loss. CaixaBI: Annual Repor 2013 2.7. 53 The use of the “Fair value option” implies the irrevocable recognition, in this category, of the financial instruments at the time of initial recognition and is restricted to situations in which the application results in the production of more relevant financial information, i.e.: a) If its application eliminates or significantly reduces an accounting mismatch that would otherwise occur as a result of the inconsistent measurement of assets and liabilities or recognition of gains and losses; b) Groups of financial assets, financial liabilities or both which are managed and assessed on a fair value basis, in accordance with formally documented risk and investment management strategies; and when information on the Group is distributed internally to management bodies; c) It is also possible to classify financial instruments containing one or more embedded derivatives in this category, unless: The embedded derivatives do not significantly modify the cash flows which would, otherwise, be required under the contract; It is evident, with little or no analysis that the implicit derivatives should not be separated out. The Group recognises the equity instruments relating to venture capital operations in this category whenever the instruments have associated derivatives, notably the right or contractual obligation to dispose of the subsidiary companies under the terms of shareholders’ agreements entered into on the date upon which the equity investments were made and the securities classifiable in sub-paragraph b) above. Financial assets classified in this category are recognised at fair value whose gains and losses generated by their subsequent valuation are recognised in the income statement in the “Income from financial operations” account. Interest is recognised in the appropriate “Interest and similar income” accounts. ii) Loans and accounts receivable These are financial assets with fixed or determinable payments, not listed on an active market and not included in any of the other previously referred to financial asset categories. This category includes loans and advances to the Group’s customers, amounts receivable from other financial institutions and from the provision of services or disposal of assets. These assets are initially recognised at fair value, less any commissions included in the effective rate, plus all incremental costs directly attributable to the transaction. The assets are subsequently recognised in the balance sheet at their amortised cost minus impairment losses. to be calculated and the interest split over the period of the operations. The effective rate is the rate that, being used to discount the estimated future cash flows associated with the financial instrument, enables its present value to be matched with the value of the financial instrument at the date of initial recognition. iii) Available for sale financial assets This category includes variable-income securities not classified as assets at fair value through profit or loss, including stable financial investments and investments without associated options CaixaBI: Annual Repor 2013 Interest is recognised on the basis of the effective rate method which enables the amortised cost 54 in the Group’s venture capital area and other financial instruments initially recognised herein and not classifiable in the other categories of the above referred to IAS 39. Available for sale financial assets are measured at fair value, with the exception of equity instruments not listed on an active market and whose fair value cannot be reliably measured, which continue to be recognised at cost. Revaluation gains or losses are recognised directly in shareholders’ equity in the “Fair value reserve”. At the time of sale or if impairment is assessed, accumulated fair value changes are transferred to income or costs for the year. Interest on debt instruments classified in this category is assessed on the basis of the effective tax method and recognised in the income statement. Dividends on equity capital instruments classified in this category are recognised as income in the income statement when the Group’s right to receive them has been established. Reclassification of financial assets With the entry into force of the change to IAS 39 on 13 October 2008, the Bank was in a position to reclassify several of its financial assets classified as financial assets held for trading or available for sale to other financial assets categories. No reclassifications to financial assets at fair value through profit or loss, are, however, permitted. Fair value As referred to above, financial assets classified in financial assets recognised at fair value through profit or loss and available for sale financial assets are recognised at their fair value. The fair value of a financial instrument comprises the amount at which an asset or financial liability can be sold or liquidated between independent, informed parties, interested in realising the transaction under normal market conditions. The fair value of financial assets is, for most assets, assessed by a CGD Group body which is independent from the trading function, based on the following criteria: Closing price at the balance sheet date, for instruments traded on active markets; The following valuation methods and techniques are, inter alia, used for debt instruments not traded on active markets (including unlisted securities or securities with low liquidity levels): i) Bid prices published by financial information services such as Bloomberg and Reuters, including market prices available on recent transactions; ii) Reference bid prices obtained from financial institutions operating as market-makers; iii) Internal valuation models based on market data used to define a price for the financial instrument, reflecting market interest rates and volatility, in addition to liquidity and the credit risk Unlisted shareholders’ equity instruments held as part of venture capital operations are valued on the basis of the following criteria: i) Prices charged by independent entities on materially relevant transactions during the last six months; ii) Multiples of comparable companies in terms of operating sector, dimension and profitability; iii) Discounted cash flows; iv) Settlement price comprising the subsidiary company’s net worth; CaixaBI: Annual Repor 2013 associated with the instrument. 55 v) Acquisition cost (only for investments made in the twelve months preceding the valuation). If there is a right or contractual obligation to alienate the subsidiaries under the terms of shareholders’ agreements entered into when the investments are made, the respective accounting valuation may not exceed the current amount of the sales price. A discount factor reflecting the securities’ lack of liquidity and/or counterparty credit risk in the agreements entered into is, if justified, applied to the amounts obtained from the above referred to valuation methodologies. Other unlisted shareholders’ equity instruments whose fair value cannot be reliably measured (e.g. owing to the lack of recent transactions) continue to be recognised at cost, minus any impairment losses. b) Financial liabilities Financial liabilities are recognised at the agreement date at their respective fair value, minus the costs directly attributable to the transaction. Liabilities are classified in the following categories: i) Financial liabilities held for trading Financial liabilities held for trading comprise the negative revaluation of derivatives recognised at their fair value. ii) Other financial liabilities This category includes other credit institutions’ and customers’ resources and liabilities incurred on payments of services or purchases of assets. These financial liabilities are valued at their amortised cost. Derivatives and hedge accounting The Bank performs derivative operations as part of its activity to provide for its customers’ requirements and reduce its exposure to foreign exchange, interest rate and price fluctuations. Derivatives are recognised at their fair value at the date of the agreement. They are also recognised in off-balance sheet accounts at their respective notional value. Derivatives are subsequently measured at their respective fair value. Fair value is assessed: On the basis of prices obtained in active markets (e.g. futures trading in organised markets); On the basis of models incorporating valuation techniques accepted in the market, including discounted cash flows and options valuation models. Up to 31 December 2012, derivatives were revalued on the basis of expected discounted future cash flows at a risk-free interest rate. In addition, the Bank deferred the initial margin obtained for the period of these operations, with specific adjustments having been recognised in the positive valuation of derivatives involving counterparties with added credit risk. During the course of 2013, as a result of the adoption of IFRS 13 (Note 2.18), the Bank incorporated add-ons to reflect its own credit risk based on a market discount curve it considers to reflect its globally associated risk profile. Simultaneously, based on its current exposure, the Group adopted a similar methodology to reflect counterparty credit risk in derivatives with positive fair value, having as a result of this situation, discontinued the procedure of deferring the initial margin. CaixaBI: Annual Repor 2013 c) 56 Embedded derivatives Derivatives embedded in other financial instruments are separated from the base agreement and processed autonomously under IAS 39, whenever: The embedded derivative’s economic characteristics and risks are not closely related with the base agreement defined in IAS 39; and The full amount of the combined financial instrument is not recognised at fair value, with fair value changes being reflected in the income statement. Hedge derivatives These derivatives are designed to protect the Group from exposure to a specific risk attached to its operations. Classification as hedge derivatives and use of the hedge accounting concept, as described below, are subject to compliance with IAS 39 rules. The Group, at 31 December 2013 and 2012, only used hedges on the changes in the fair value of financial instruments recognised in the balance sheet as “Fair value hedges”. The Group prepares formal documentation, for all hedge operations, at the beginning of the operation, to include the following aspects: Risk and strategy management objectives associated with the realisation of the hedge operation, in accordance with the hedge policies defined by the Group; Description of hedged risk(s); Identification and description of hedged and hedge financial instruments; Hedge operation effectiveness appraisal method and respective periodicity. Hedge effectiveness tests are periodically performed and documented, using a comparison between the change in fair value of the hedge instrument and hedged item (part attributable to hedged risk). With the aim of enabling the use of hedge accounting under IAS 39, the ratio should be between a range of 80% and 125%. Prospective effectiveness tests are also performed to demonstrate the hedges’ expected future effectiveness. Hedge derivatives are recognised at fair value, with the results being assessed daily and recognised in income and costs for the year. If the hedge is seen to be effective, the Bank will also recognise the change in fair value of the hedged item, attributable to the hedged risk, in income for the year. The impact of such valuations is recognised in “Income from financial operations” accounts. For derivatives, such as interest rate swaps, with an associated interest component, the periodisation of interest for the period in progress and liquidated flows are recognised in “Interest and similar income” and “Interest and similar costs" in the income statement. Positive and negative revaluations of hedge derivatives are recognised in specific assets and Valuations of hedged items are recognised in the accounts in which such assets and liabilities are recognised. Trading derivatives Trading derivatives are all derivatives that are not associated with effective hedge operations in accordance with IAS 39, including: CaixaBI: Annual Repor 2013 liabilities accounts. 57 Derivatives taken out to hedge assets or liabilities risks at fair value through profit or loss, thus rendering hedge accounting unnecessary; Derivatives taken out to hedge risk which do not comprise effective cover under IAS 39; Derivatives taken out for trading purposes. Trading derivatives are recognised at fair value, with the results being assessed daily and recognised in income and costs for the year. The impact of such valuations is recognised in “Income from financial operations” accounts. For derivatives, such as interest rate swaps, with an associated interest component, the periodisation of interest for the period in progress and liquidated flows are recognised in “Interest and similar income” and “Interest and similar costs" in the income statement. Impairment of financial assets Financial assets at amortised cost The Group periodically analyses impairment on its financial assets recognised at amortised cost, notably loans and advances to customers, loans and advances to credit institutions and other assets. Signs of impairment are identified on a separate basis on financial assets with a significant level of exposure and on a collective basis as regards like-for-like assets, whose debtor balances are not separately relevant. The following events may comprise signs of impairment: Failure to comply with contractual clauses, namely arrears of interest or capital; Debtor or debt issuing entity’s significant financial difficulties; Existence of a strong probability of a declaration of bankruptcy by the debtor or debt issuing entity; Granting of facilities to a debtor in financial difficulties which would not be granted under normal circumstances; Historical records of collections suggesting that the nominal value will never be fully recovered; Data indicating a measurable reduction of the estimated value of the future cash flows of a group of financial assets since original recognition, although such a reduction cannot be identified in the Group’s separate financial assets. Whenever signs of impairment on separately analysed assets are identified, the eventual impairment loss comprises the difference between the book value at the time of analysis and current value of projected future cash flows expected to be received (recoverable value). Assets upon which specific analyses have not been performed have been included in a collective impairment analysis and classified for this purpose into like-for-like groups with similar risk characteristics. Separately analysed assets on which no objective signs of impairment have been noted were also subject to collective impairment analyses, as referred to in the preceding paragraph. Owing to the non-existence of a relevant track record in terms of the Bank, impairment losses calculated on the collective analysis were assessed on the basis of Caixa Geral de Depósitos Group parameters for comparable types of credit. CaixaBI: Annual Repor 2013 d) 58 The amount of impairment assessed is recognised in costs for the year and separately in the balance sheet as a deduction from the amount of the respective credit. The Group, whenever applicable, writes off/down unrecoverable loans from assets through its use of the respective accumulated impairment with the Board of Directors’ approval. Eventual recoveries of credit written off/down from assets are recognised as a deduction from the impairment losses balance recognised in the income statement. Available for sale financial assets As referred to in Note 2.7. a), available for sale financial assets are recognised at fair value, with fair value changes being recognised in the “Fair value reserve” in shareholders’ equity. Whenever any objective evidence of impairment exists, accumulated capital losses recognised in reserves are transferred to costs for the year in the form of impairment losses and recognised in the “Impairment of other assets, net of reversals and recoveries” account. In addition to signs of impairment on financial assets recognised at amortised cost, IAS 39 also provides for the following specific signs of impairment on equity instruments: Information on significant changes having an adverse impact on the technological, market, economic or legal environment in which the issuing entity operates, indicating that the cost of the investment may not be recovered; A prolonged or significant decline in market value at below cost. The Bank, on each of its financial statement’s reference dates performs an analysis of the existence of any impairment losses on available for sale financial assets, considering, for the said purpose, the nature and specific, separate characteristics of the assets being valued. In addition to the results of the analysis, the following events were considered to comprise objective evidence of impairment on equity instruments: Existence of unrealised capital losses of more than 50% of the respective acquisition cost; Situations in which the fair value of the equity instrument remains below its respective acquisition cost for a period of more than 24 months. The existence of unrealised capital losses of more than 30% of the acquisition cost, for more than 9 months, was also considered to comprise objective signs of impairment. Impairment losses on equity instruments cannot be reversed and any unrealised capital gains originated after the recognition of impairment losses are, therefore, recognised in the “Fair value reserve”. Impairment is always considered to exist if additional capital losses are assessed at a later stage and recognised in income for the year. Criteria identical to debt instruments are applied for the analysis of “tier 1” securities. notably unlisted equity instruments whose fair value cannot be accurately measured. The recoverable value, in this case, comprises the best estimate of the future flows receivable from the asset, discounted at a rate which adequately reflects the risk associated with holding the asset. The amount of the impairment loss is directly recognised in income for the year. Impairment losses on such assets cannot be reversed. CaixaBI: Annual Repor 2013 The Group also periodically performs impairment analyses on financial assets recognised at cost, 59 2.8. Other tangible assets Except for assets acquired up to 1998, these are recognised at cost, minus depreciation and accumulated impairment losses. The costs of repair, maintenance and other expenses associated with their use are recognised as a cost for the year, in “Other administrative expenses”. The Bank revalued its fixed assets in 1998, under Decree Law 31/98 of 11 February. As permitted under IFRS 1, the book value, incorporating the effect of the referred to revaluation was considered as a cost in the transition to the IFRS, as the proceeds, at the time in question, generally comprised cost, or amortised cost, in accordance with the IFRS, adjusted to take changes to price indices into account. Depreciation is calculated and recognised as a cost for the year, on a straight line basis, during the asset’s estimated useful life, comprising the period in which it is expected to be available for use, i.e.: Years of useful life Property 10 - 50 Equipment: Furniture and materials Transport material 4 - 10 4 IT equipment 3-4 Interior installations 3 - 10 Security equipment 4 - 10 Machinery and tools 5 - 10 Land is not depreciated. The works carried out by the Bank on its headquarters building over the period 2008-2009 are being depreciated over a period of ten years. According to IAS 36 - “Asset impairment”, an impairment loss is recognised in the income statement for the period whenever the net book value of tangible assets exceeds their recoverable value. Impairment losses can be reversed and also have an impact on income for the period if there is an increase in the asset’s recoverable value in the following periods. The Group periodically assesses the adequacy of the estimated useful life of its tangible assets. Financial leases Lease operations are recognised as follows: As lessee Leased assets are recognised at fair value in assets and liabilities, and amortised. The instalments relating to lease agreements are split up in accordance with the respective financial schedule, whose liability is reduced by the part corresponding to the payment of the capital. Interest paid is recognised as a financial cost. As lessor Leased assets are recognised in the balance sheet as loans, repaid by capital instalments set out in the financial agreements schedule. Interest included in the instalments is recognised as financial income. CaixaBI: Annual Repor 2013 2.9. 60 2.10. Intangible assets This account essentially comprises the costs of the acquisition, development or preparation for use of software used for the performance of the Group’s operations. Intangible assets are recognised at cost, minus depreciation and accumulated impairment losses. Depreciation is recognised as a cost, on a straight line basis, throughout the assets’ estimated useful life for a period of between 3 - 6 years. Expenses on software maintenance are recognised as a cost for the year in which they are incurred. 2.11. Income tax All Group companies are taxed separately, with companies headquartered in Portugal being taxed under the regime established in the Tax on the Income of Collective Bodies Code (“IRC Code”). The accounts of the Bank’s branch are integrated with the accounts of its headquarters office for calculating global income taxable under IRC, with the income generated by the branch also paying local tax in the countries/territories of domicile. Local tax is deductible from IRC payable on global activities under the terms of article 91 of the respective Tax Code and Double Taxation Agreements entered into with Portugal. Group companies, in 2012 and 2011, paid IRC and the corresponding municipal surcharge at an aggregate tax rate of 26.5%. A state surcharge was introduced by Law 12 – A/2010 of 30 June, payable by all taxpayers who, in 2010 and in future years, earn taxable income of more than € 2,000,000 subject to and not exempt from IRC. The state surcharge will correspond to 2.5% of taxable profit, subject to and not exempt from IRC, on the part of the taxable income of more than the referred to limit of € 2,000,000. Law 64-B/2011 of 30 December (state budget law for 2012), temporarily increased the limits and rates of the state surcharge on taxable profit subject to and not exempt from IRC above € 1,500,000. The state surcharge for 2012, applicable to taxable profit above € 1,500,000 and up to € 10,000,00 was increased to 3% with the tax applicable to taxable profit subject to and not exempt from IRC above € 10,000,000 now being 5%. In turn, Law 66-B/2012 of 31 December (state budget law for 2013), reduced the referred to limit from which the state surcharge of 5% is applicable from € 10,000,000 to € 7,500,000. Given the temporal/transitory character of the new calculation rules on the state surcharge (only applicable in 2012 and 2013), deferred taxes registered by the Bank in 2013 and 2012 did not take into account the referred to increase provided for in the state budget laws for 2012/2013 Law 83/2013 of 9 December, however, derogated the temporal/transitional nature of the new rules on the calculation of the state surcharge. In turn, the reform of the IRC (Law 2/2014 of 16 January) applicable for In light of these changes, the rate used to calculate deferred taxes in 2013 remained unchanged at 29% (Note 15). In 2012, the Group was included in the special tax regime on groups of companies as a controlled entity under article 69 of the IRC Code. As such, the Group’s taxable income starting 2012 is included in the taxable income of the dominant entity, Caixa Geral de Depósitos, SA. The option for this regime leads the cost of any applicable income tax to be recognised in the sphere of separate companies, whose corresponding payments are made by the dominant entity. CaixaBI: Annual Repor 2013 taxation periods starting on or after 1 January 2014 reduced the rate of IRC to 23%. 61 Caixa Desenvolvimento, SGPS, S.A. (Caixa Desenvolvimento) is subject to the general regime of the elimination of distributed profits of article 51 of the IRC Code, under which earned profit is exempt from tax in cases in which (i) the company distributing the income is resident in Portugal or the European Union and is subject to IRC (or an analogous tax), (ii) the income is from profits which have effectively been taxed and (iii) the beneficiary of the dividends has, for at least one year, maintained an equity investment in the company distributing the dividends of more than 10%. Caixa Desenvolvimento also applied the deferred taxation regime, established in the IRC Code, on capital gains and losses realised in 1999 and 2000 on its exchange or sale of investments or shares. Based on the regime in force on 1 January 2002, the capital gains made in the referred to years on investments disposed of by 31 December 2004 are being taxed over a ten year period, with the Group having recognised the respective deferred tax liability. Under article 32 of the Statute of Fiscal Benefits, the capital gains and losses made on Caixa Capital – Sociedade de Capital de Risco, S.A.’s (Caixa Capital) and Caixa Desenvolvimento’s sale of equity investments, provided that such investments are held for not less than one year, and the financial costs paid on the acquisition, are not considered as taxable material. This regime does not apply to the capital gains made and financial costs paid when the equity investments have been acquired (i) from entities with which a special relationship exists, as defined in no. 4 of article 63 of the IRC Code, (ii) to entities which are domiciled, headquartered or effectively managed in a territory with a more favourable tax regime or (iii) to entities resident in Portuguese territory, subject to a special tax regime and when held for a period of less than three years. Under the terms of article 32-A of the Statute of Fiscal Benefits, Caixa Capital is also entitled to deduct from its IRC taxable income and up to the amount thereof, as a fiscal benefit, an amount equal to the sum of its IRC tax bills for the five years preceding the year of the respective benefit, provided that the amount of the deduction is invested in companies with growth and appreciation potential. Amounts not deducted under the previously referred to terms may be deducted at a later stage, subject to the same terms, on its tax bill for the following five years. Total income tax recognised in the income statement includes current and deferred taxes. Current tax is calculated on the basis of taxable profit for the year, which is different from accounting income owing to adjustments to taxable profit resulting from costs or income which are not relevant for fiscal purposes or only considered in other periods. Deferred tax comprises the impact on payable / recoverable tax in future years resulting from temporary deductible or taxable differences between the balance sheet value of assets and liabilities and their fiscal basis, used to assess taxable profit. Deferred tax liabilities are normally recognised for all temporary taxable differences, whereas deferred tax assets are only recognised up to the amount by which the existence of future taxable profit, permitting the use of the corresponding deductible tax differences or fiscal losses, is probable. Deferred taxes are not, Temporary differences resulting from goodwill; Temporary differences originating from the initial recognition of assets and liabilities in transactions which do not affect accounting income or taxable profit; Temporary differences resulting from subsidiaries and associated companies, to the extent that the Group is able to control their reversal and which is not likely to occur in the foreseeable future. The principal situations originating temporary differences on a Group level comprise provisions and impairment not accepted for fiscal purposes, revaluations of equity investments recognised as available CaixaBI: Annual Repor 2013 however, recognised in the following situations: 62 for sale financial assets, deferred commissions, statutory revaluations of tangible assets, capital gains on the disposal of investments (see above) and fiscal benefits granted to venture capital activities. Deferred taxes are calculated on the basis of the tax rates expected to be in force on the date of reversal of the temporary differences, comprising the approved or substantially approved rates, at the date of the balance sheet. Tax on income (current or deferred) is recognised in income for the year, except for cases in which the originating transactions have been recognised in other shareholders’ equity account headings (e.g. revaluations of available for sale financial assets). In such cases, the corresponding tax is also recognised as a charge to shareholder’s equity and does not affect income for the year. 2.12. Provisions and contingent liabilities A provision is set up when there is a current (legal or constructive) obligation, resulting from past events, involving the probable future expenditure of resources and when this may be reliably assessed. The amount of the provision comprises the best estimate of the amount to be paid to liquidate the liability at the date of the balance sheet. When not probable, the future expenditure of resources is considered to be a contingent liability. Contingent liabilities require no more than a disclosure procedure, unless the possibility of their payment is remote. This account reflects the provisions required for liabilities incurred on guarantees and other off-balance sheet liabilities and is assessed on the basis of a risk assessment on the operations and respective customers. It also includes other provisions for fiscal, legal and other contingencies. 2.13. Employee benefits The Bank does not have any retirement pension liabilities to its employees, who are covered by the national Social Security regime, owing to the fact that it is not a signatory to the Collective Wage Bargaining Agreement for the Banking Sector. However, with the objective of providing its employees with a retirement subsidy to the standard Social Security regime, the Bank voluntarily makes supplementary contributions with the objective of providing old age retirement and disability and survivors’ pensions to its employees in accordance with the terms of the contract. The Bank pays a percentage of 3.5% of each employee’s annual wages. In 2013 and 2012 pension costs were € 330,857 and € 278,974, respectively (Note 28). The contributions are paid in the form of mass membership of the Caixa Reforma Prudente pension fund The Bank does not have any liabilities other than the above referred to contributions owing to the fact that this is a defined contribution plan. The other Group companies do not have pension liabilities. Short term benefits, including productivity bonuses paid to employees, are recognised in “Employee costs” for the respective period, on an accrual basis. CaixaBI: Annual Repor 2013 managed by CGD Pensões – Sociedade Gestora de Fundos de Pensões, S.A. 63 2.14. Commissions As referred to in Note 2.7, commissions received on credit operations and other financial instruments, i.e. commissions charged for originating operations, are included in amortised cost and recognised as costs or income over the period of the operation. Commissions for services performed are usually recognised as income for the period of performance of the service or as a lump sum if resulting from single acts. The estimate of the commissions the Bank expects to pay to other credit institutions for the syndicating of credit operations in which it is involved as lead and in which CGD Group’s initial exposure is higher than the defined objective, is recognised as accrued costs as a charge to “Costs of services and commissions” for the year in which the Bank recognises the income relating to the corresponding commission. 2.15. Securities and other items held under custody Securities and other items held under custody, notably customers' securities, are recognised in offbalance sheet account headings at their nominal value. 2.16. Cash and cash equivalents For the purposes of the preparation of cash flow statements, the Group considers “Cash and cash equivalents” to be the total amount of the “Cash and claims on central banks” and “Claims on other credit institutions” accounts. 2.17. Critical accounting estimates and most relevant judgemental aspects in the application of accounting policies The main accounting polices applied by the Group are described in Note 2. In the application of the above referred to accounting policies, the Bank’s and Group’s companies’ Boards of Directors must perform estimates. The estimates with the greatest effect on the consolidated financial statements include those set out below. ASSESSMENT OF IMPAIRMENT LOSSES ON LOANS AND ACCOUNTS RECEIVABLE Impairment losses on loans and receivables are assessed in accordance with the methodology defined in Note 2.7. d). Accordingly, the assessment of impairment on separately analysed assets derives from the Bank’s specific valuation based on its specific knowledge of its customers’ status and the guarantees associated with the operations in question. The assessment of impairment on collectively analysed assets was based on Caixa Geral de Depósitos The Bank considers that the assessment of impairment on the basis of this methodology permits the adequate recognition of the risk associated with its credit portfolio, based on the rules defined in IAS 39. VALUATION OF FINANCIAL INSTRUMENTS NOT TRADED IN ACTIVE MARKETS In accordance with IAS 39, the Group values all financial instruments at fair value, except for those recognised at amortised cost. The valuation models and techniques described in Note 2.7. a) are used to value financial instruments not traded on liquid markets, including equity instruments allocated to venture capital operations. The valuations obtained comprise the best estimate of the fair value of the referred to CaixaBI: Annual Repor 2013 Group parameters for comparable types of credit. 64 instruments, at the date of the balance sheet. The assessment of fair value on equity instruments allocated to venture capital operations, may, however, be subjective. As referred to in Note 2.7. a), to guarantee adequate segregation between functions, the valuation of most such financial instruments, except for equity instruments allocated to venture capital operations, is assessed by a body that is independent from the trading function. A summary of the sources used by the Group to assess the fair value of financial instruments is provided in Note 32 – Disclosures on financial instruments, in the “Fair value" section. ASSESSMENT OF IMPAIRMENT LOSSES ON AVAILABLE FOR SALE FINANCIAL ASSETS As described in Note 2.7. d), capital losses deriving from the valuation of such assets are recognised as a charge to the fair value reserve. Whenever objective evidence of impairment exists, the accumulated capital losses recognised in the fair value reserve should be transferred to costs for the year. For equity instruments, including those allocated to venture capital, an assessment of the existence of impairment losses may be subjective. The Group assesses whether or not impairment exists on such assets through a specific analysis at each balance sheet date, taking into consideration the definitions provided in IAS 39 (see Note 2.7. d). As a general criterion, impairment is always assessed when it is considered, that, owing to the size of the capital loss assessed, the full recovery of the amount invested by the Group is highly improbable. In the case of debt instruments classified in this category, including “tier I” securities classified as equity instruments, the capital losses are transferred from the fair value reserve to income, whenever there is any indication of the possible future occurrence of a failure to comply with contractually agreed cash flows, notably on account of financial difficulties, defaults on other financial liabilities, or a significant downgrade of the issuing entity’s rating. ASSESSMENT OF TAX ON PROFIT Tax on profit (current and deferred) is assessed by Group companies on the basis of the rules defined by the current fiscal framework. In several cases, however, fiscal legislation may not be sufficiently clear and objective and may give rise to different interpretations. The amounts recognised in such cases represent the best understanding of the responsible Bank bodies and subsidiaries on the correctness of the operations although this may be queried by the fiscal authorities. IMPAIRMENT OF GOODWILL As referred to in Note 2.4. above, the Group performs impairment analysis on balance sheet goodwill, at least once a year. These analysis are performed on the basis of cash flow projections for each of the units under analysis, discounted at appropriate rates. The projections incorporate a broad range of assumptions on the evolution of the future activity of the units in question, which may or not occur in the CaixaBI: Annual Repor 2013 future. Such assumptions, however, reflect the Group’s best estimate at the date of the balance sheet. 65 2.18. Adoption of new standards (IAS/IFRS) or revision of already issued standards The following standards, interpretations, amendments and revisions endorsed by the European Union and mandatory for economic years beginning on or after 1 January 2013, were adopted for the first time, in the year ended 31 December 2013: Standard/Interpretation Applicable in years starting on or after Amendment to IFRS 1 - First time adoption of international financial reporting standards This amendment exempts entities adopting IFRS for the first time from the 01-jan-13 (Government loans) IAS 20 on government loans Amendment to IFRS 7 – Financial instruments: disclosures (Financial assets and liabilities netting retrospective application of the dispositions of IAS 39 and paragraph 10A of This amendment requires additional disclosures regarding financial 01-jan-13 instruments, particularly those related to financial assets and liabilities netting operations operations) This amendment comprises the following changes: (i) items comprising Other Comprehensive Income and which will, in the Amendment to IAS 1 – Presentation of financial statements 01-jul-12 (Other comprehensive income) future, be recognised in net income for the year are now presented separately; and (ii) the Statement of Comprehensive Income will also be known as the Net Income and Other Comprehensive Income Statement The revision of this standard comprised several changes, notably: (i) recognition of actuarial and financial gains and losses deriving from differences between the assumptions used to assess liabilities and effective verification of the income expected from assets and liabilities as well as deriving from the occurrence of changes to actuarial and financial Revision of IAS 19 – Employee benefits 01-jan-13 assumptions during the year, as a charge to reserves (other comprehensive income); (ii) a single interest rate is now applied on the assessment of the present value of liabilities and the expected return from the plan’s assets; (iii) expenses recognised in the income statement solely comprise the current service cost and net interest expenditure; (iv) introduction of new disclosure requirements. IFRS 13 – Fair value measurement (new standard) Improvement of international financial reporting standards (cycle 2009-2011) This standard replaces current guidelines on various IFRS standards on fair 01-jan-13 value measurement. This standard is applicable when another IFRS standard requires or permits fair value measurements or disclosures. 01-jan-13 These improvements involve the revision of diverse standards, notably IFRS 1 (repeated application of the standard), IAS 1 (comparative information), IAS 16 (equipment in use), IAS 32 (fiscal effect of the distribution of own equity instruments) and IAS 34 (segment information). Information on the impacts of the adoption of IFRS 13 – “Fair value measurement” on derivatives at 31 December 2013 is set out in Note 10. The recognition of equity stakes in jointly controlled entities in conjunction with the equity accounting method was made for the first time in the preparation of the consolidated financial statements for the year ended 31 December 2013. Up to 31 December 2012 the Group had applied the proportional consolidation method (Note 2.3.). comparison purposes (pro forma financial statements), were prepared and re-expressed in accordance with the requirements of IFRS 11 – “Joint arrangements” for comparability purposes with 2013. The reference date of the referred to change was 1 January 2012. As provided for in IAS 1, the opening balance should be disclosed when the effects of the retrospective application of the changes in accounting policies are materially relevant. Considering that (i) the Group assumed joint control of the subsidiary in June 2012 and (ii) the change does not have an impact on the Group’s shareholders’ equity (Note 2.3), the Board of Directors considers that the retrospective application would not have any effect with reference to 1 January 2012 and has not, therefore, submitted the opening balance. CaixaBI: Annual Repor 2013 The consolidated financial statements, at 31 December 2012 and for the year then ended presented for 66 The adoption of the remaining above referred to standards, interpretations, amendments and revision did not produce any significant changes in the Group’s financial statements, at 31 December 2013. New standards and interpretations, amended or revised, not adopted The following standards, interpretations, amendments and revisions, with mandatory application in future economic years, were, up to the date of the approval of these financial statements, endorsed by the European Union: Standard/Interpretation Applicable in years starting on or after This standard defines the requirements for the presentation of Consolidated Financial Statements by parent companies, replacing as regards such IFRS 10 – Consolidated financial statements 01-jan-14 aspects, IAS 27 - Consolidated and separate financial statements and SIC 12 - Consolidation – special purpose entities. This standard also introduces new rules on the definition of control and assessment of the consolidation perimeter. This standard replaces IAS 31 – Joint ventures and SIC 13 – Jointly IFRS 11 – Joint arrangements 01-jan-14 controlled entities – non-monetary contributions by venturers and eliminates the possibility of the use of the proportional consolidation method to account for interests in jointly controlled entities. IFRS 12 – Disclosure of interests in other entities IAS 27 – Separate financial statements (2011) IAS 28 – Investments in associates and jointly owned entities (2011) 01-jan-14 01-jan-14 - IFRS 12 - Disclosure of interests in other liabilities netting operations) This amendment restricts the scope of application of IAS 27 to separate financial statements. Investments in associates and the new standards adopted, particularly IFRS 11 – Joint arrangements. This amendment introduces a dispensation on the consolidation of certain 01-jan-14 entities classifiable as investment entities. It also establishes rules for the measurement of investments held by such investment entities. entities (investment entities) Amendment to IAS 32 – (Financial assets and subsidiaries, joint arrangements, associates and non-consolidated entities. This amendment guarantees the consistency between IAS 28 – 01-jan-14 Amendment to standards: - IFRS 10 - Consolidated financial statements This standard establishes a new set of disclosures on equity stakes in 01-jan-14 This amendment clarifies certain aspects of the standard related to the application of financial assets and liabilities netting requirements. This amendment eliminates the disclosure requirements on the recoverable amount of a cash generating unit with goodwill or intangibles with an Amendment to IAS 36 - Impairment (disclosures on the recoverable amount of indefinite useful life allocated to the periods in which an impairment loss or 01-jan-14 non-financial assets) reversal of impairment was not recognised. It introduces additional requirements for disclosures on assets in respect of which an impairment loss or reversal was recognised and when the recoverable amount thereof has been assessed on the basis of fair value minus sales costs. Amendment to IAS 39 – Financial instruments: recognition and measurement (reformulation of derivatives and continuation of hedge accounting) This amendment permits, in certain circumstances, the continued use of 01-jan-14 hedge accounting when a derivative designated as a hedge instrument is reformulated. These standards, although having been endorsed by the European Union, were not adopted by the Group for the year ended 31 December 2013, owing to the fact that their application was still not expected. CaixaBI: Annual Repor 2013 mandatory. No significant impacts on the financial statements as a result of their application are 67 The following standards, interpretations, amendments and revisions, with mandatory application in future economic years, were not, up to the date of the approval of these financial statements endorsed by the European Union: Standard/Interpretation IFRS 9 - Financial Instruments (2009) and latter This standard is part of the IAS 39 revision project and establishes the requirements for the amendments classification and measurement of financial assets. Amendments to standards: The amendment to IFRS 9 is part of the IAS 39 revision project and establishes the - IFRS 9 - Financial instruments (2013); requirements for the application of hedge accounting rules. IFRS 7 was also revised as a result - IFRS 7 - Financial instruments - disclosures of this amendment. Amendment to IAS 19 – Employee benefits Improvement of international financial reporting standards (cycle 2010 - 2012) Improvement of international financial reporting standards (cycle 2011 - 2013) This amendment clarifies the circumstances in which employees’ contributions to post employment benefit plans comprise a reduction of the cost of short term benefits. These improvements involve the revision of diverse standards. These improvements involve the revision of diverse standards. This amendment establishes the conditions regarding the opportunity of the recognition of a IFRIC 21 – Payments to the state liability related with the payment to the state of a contribution by an entity as a result of a certain event (e.g. participation in a certain market), without the payment being offset by specified goods or services. These standards have not as yet been endorsed by the European Union and were therefore not applied by the Group for the year ended 31 December 2013. 3. OPERATING SEGMENTS The Board of Directors receives and analyses the Bank’s financial information every month, split up into business segments representing its areas of activity by type of origination, designed, as a whole, to ensure a dynamic investment banking business platform, i.e.: Corporate finance - including debt and equity financial advisory and project finance activities. Trading and sales - including trading and asset and liabilities treasury management operations. Brokerage – including brokerage operations. Commercial banking - including domestic and international transversal business origination. Venture capital - CGD Group’s venture capital operations are performed by Caixa Capital - Sociedade de Capital de Risco, S.A. (which, in addition to concentrating all operating activity also manages four venture capital funds) and Caixa Desenvolvimento, SGPS, S.A. (principally geared to strategic operations with the highest potential appreciation). Other – other activities outside the scope of the above referred to categories. CaixaBI: Annual Repor 2013 68 The following tables summarises the information on the Group’s operating segments, at 31 December 2013 and 2012: 2013 (euros) Corporate Trading and finance sales Brokerage Commercial Venture banking capital Other Total Interest and similar income 10,925,062 220,870,688 26,139 3,742,581 109,172 43,262 235,716,904 Interest and similar costs (5,813,353) (202,579,367) (17,114) (1,597,165) - (38,803) (210,045,802) 450,000 - - - - - 450,000 5,561,709 18,291,321 9,025 2,145,416 109,172 4,458 26,121,101 Income from equity instruments Net interest income including income from equity instruments I. Income from services and commissions 36,456,175 3,427,548 6,134,960 4,182,431 7,094,880 21,316 57,317,311 Costs of services and commissions (596,483) (223,222) (2,152,183) - (333) (5,641) (2,977,863) Income from financial operations 7,991,087 14,465,378 51,705 (128,958) - - 22,379,212 Other operating income (630,135) (189,626) (21,871) (747,042) 645,653 731,341 (211,678) 43,220,644 17,480,078 4,012,611 3,306,432 7,740,200 747,016 76,506,982 48,782,353 35,771,399 4,021,637 5,451,848 7,849,373 751,475 102,628,083 (84,557) - - 2,842 - (6,500,000) (6,581,714) (9,799,605) (60,008) (3,841) (7,458,658) - (43,024) (17,365,136) (761,176) (15,133,121) (2,730) 558,735 (64,855) (16) (15,403,163) III. (10,645,337) (15,193,129) (6,572) (6,897,081) (64,855) (6,543,040) (39,350,013) Total 38,137,015 20,578,270 4,015,065 (1,445,233) 7,784,517 (5,791,565) 63,278,070 II. Net operating income Provisions net of recoveries and cancellations Credit impairment, net of reversals and recoveries Impairment of other assets, net of reversals and recoveries Other costs and income (35,122,305) Consolidated net income 28,155,765 Financial assets at fair value through profit or - 531,736,881 6 4,729,635 150,000 - 536,616,522 Available for sale financial assets - 606,689,519 - 53,083,363 17,965,581 6,077,962 683,816,424 Hedge derivatives with a positive revaluation - 1,723,737 - - - - 1,723,737 527,994,831 - 1,731,523 48,173,995 - 9,591,657 587,492,006 278,679,575 601,779,672 913,914 55,940,718 9,561,537 8,270,541 955,145,957 4,826,865 - 33,317,220 73,921,419 - - 112,065,504 - 545,075,845 - - - - 545,075,845 - 934,851 - - - - 934,851 loss Loans and advances to customers Credit institutions’ and central banks’ resources Customer resources and other loans Financial liabilities at fair value through profit or loss Hedge derivatives with a negative revaluation 2012 Trading and finance sales Brokerage Commercial Venture banking capital Other Total Interest and similar income 15,659,110 272,475,347 29,763 7,520,882 139,424 69,331 295,893,856 Interest and similar costs (6,065,737) (259,081,697) (39,051) (2,479,896) - (61,897) (267,728,277) 483,335 194,410 - - - 208,238 885,983 10,076,708 13,588,060 (9,288) 5,040,986 139,424 215,672 29,051,562 Income from equity instruments Net interest income including income from equity instruments I. Income from services and commissions 39,838,852 13,447,465 4,572,589 6,220,993 8,308,147 30,885 72,418,932 (11,750,689) (279,144) (1,372,378) (460,173) (5,234) (802) (13,868,420) (5,697,348) 4,143,767 45,959 (759,264) 8,707,802 - 6,440,915 (66,664) (307,003) (31,348) - 745,459 1,672,007 2,012,451 22,324,150 17,005,085 3,214,822 5,001,556 17,756,174 1,702,090 67,003,877 32,400,858 30,593,145 3,205,534 10,042,543 17,895,598 1,917,763 96,055,439 20,085 - - 266 - (2,719,762) (2,699,411) (11,460,140) (1,643,655) (3,912) (4,904,346) - (18,162) (18,030,216) (415,608) (8,088,325) (409) (540,076) (793,362) - (9,837,780) III. (11,855,664) (9,731,979) (4,321) (5,444,156) (793,362) (2,737,924) (30,567,407) Total 20,545,194 20,861,165 3,201,213 4,598,386 17,102,236 (820,162) 65,488,033 Costs of services and commissions Income from financial operations Other operating income II. Net operating income Provisions net of recoveries and cancellations Credit impairment, net of reversals and recoveries Impairment of other assets, net of reversals and recoveries Other costs and income Consolidated net income (37,947,186) 27,540,846 CaixaBI: Annual Repor 2013 (euros) Corporate 69 2012 (euros) Corporate Trading and finance sales Financial assets at fair value through profit or Brokerage Commercial Venture banking capital Other Total - 870,611,199 6 4,809,704 - - 875,420,909 Available for sale financial assets - 544,720,766 - 41,838,430 19,410,980 13,238,213 619,208,389 Hedge derivatives with a positive revaluation - 1,651,219 - - - - 1,651,219 Loans and advances to customers 530,336,827 - 2,369,826 103,621,361 - 10,318,767 646,646,780 Credit institutions’ and central banks’ resources 239,824,228 640,775,600 1,071,665 67,953,542 8,777,862 10,652,729 969,055,625 6,668,942 - 22,002,550 100,370,198 - - 129,041,689 - 899,786,632 - - - - 899,786,632 - 1,424,476 - - - - 1,424,476 loss Customer resources and other loans Financial liabilities at fair value through profit or loss Hedge derivatives with a negative revaluation Interest and similar costs were split up over the various business lines on the basis of the average value of the respective asset allocations to the said operating segments. Income distribution and the principal balance sheet accounts by countries in which the Group performs its activities, in 2013 and 2012, is set out below: 2013 Portugal Interest and similar income Interest and similar costs Income from equity instruments Spain Brazil Total 229,459,997 6,105,591 151,316 235,716,904 (204,589,515) (5,456,287) - (210,045,802) 450,000 - - 450,000 25,320,482 649,303 151,316 26,121,101 Income from services and commissions 53,749,784 3,541,286 26,241 57,317,311 Costs of services and commissions (2,971,818) (6,045) - (2,977,863) Income from financial operations 22,558,612 (179,400) - 22,379,212 2,064,078 (2,273,432) (2,325) (211,678) 75,400,656 1,082,409 23,916 76,506,982 100,721,138 1,731,713 175,232 102,628,083 (7,135,474) 553,759 - (6,581,714) 9.980.473 (27,345,609) - (17,365,136) (16,045,222) 642,059 - (15,403,163) (13,200,223) (26,149,790) - (39,350,013) 87,520,916 (24,418,078) 175,232 Net interest income including income from equity instruments I. Other operating income II. Net operating income Provisions net of recoveries and cancellations Credit impairment, net of reversals and recoveries Impairment of other assets, net of reversals and recoveries III. Total Other costs and income 63,278,070 (35,122,305) Consolidated net income 28,155,765 Financial assets at fair value through profit or loss 536,616,522 - - 536,616,522 Available for sale financial assets 683,816,424 - - 683,816,424 1,723,737 - - 1,723,737 Loans and advances to customers 401,378,350 186,113,656 - 587,492,006 Credit institutions’ and central banks’ resources 723,997,327 231,148,630 - 955,145,957 Customer resources and other loans 112,065,504 - - 112,065,504 Financial liabilities at fair value through profit or loss 545,075,845 - - 545,075,845 934,851 - - 934,851 Hedge derivatives with a positive revaluation Hedge derivatives with a negative revaluation CaixaBI: Annual Repor 2013 (euros) 70 2012 Portugal (euros) Interest and similar income Interest and similar costs I. Income from services and commissions Brazil Total 284,435,809 11,284,653 173,394 295,893,856 (259,038,388) (8,689,889) - (267,728,277) Income from equity instruments Net interest income including income from equity instruments Spain 885,983 - - 885,983 26,283,403 2,594,764 173,394 29,051,562 71,078,260 1,340,672 - 72,418,932 (13,855,483) (12,937) - (13,868,420) Income from financial operations 7,244,269 (803,355) - 6,440,915 Other operating income 1,294,546 717,948 (43) 2,012,451 65,761,592 1,242,328 (43) 67,003,877 92,044,996 3,837,093 173,351 96,055,439 (1,177,418) (1,521,993) - (2,699,411) (8.339.147) (9,696,315) 5,246 (18,030,216) Costs of services and commissions II. Net operating income Provisions net of recoveries and cancellations Credit impairment, net of reversals and recoveries Impairment of other assets, net of reversals and recoveries (9,459,342) (378,437) - (9,837,780) III. (18,975,907) (11,596,745) 5,246 (30,567,407) Total 73,069,089 (7,759,653) 178,597 65,488,032 Other costs and income (37,947,186) Consolidated net income 27,540,846 Financial assets at fair value through profit or loss 875,241,509 179,400 - 875,420,909 Available for sale financial assets 619,208,389 - - 619,208,389 1,651,219 - - 1,651,219 Loans and advances to customers 437,958,630 208,688,150 - 646,646,780 Credit institutions’ and central banks’ resources 748,505,400 220,550,225 - 969,055,625 Customer resources and other loans 129,041,689 - - 129,041,689 Financial liabilities at fair value through profit or loss 899,786,632 - - 899,786,632 1,424,476 - - 1,424,476 Hedge derivatives with a positive revaluation Hedge derivatives with a negative revaluation The information set out in the preceding tables comprises the balance sheet and income statements of all Group entities headquartered in Portugal (“Portugal” column), the Madrid branch (“Spain” column) and CaixaBI Brasil – Serviços de Assessoria Financeira, Ltda. and CGD Investimentos Corretora de Valores e Câmbio, S.A. (“Brazil” column). Each of the Group entities performs its activity mainly with customers or resident counterparties domiciled in the same countries in which they are headquartered. 4. GROUP COMPANIES AND TRANSACTIONS IN PERIOD The following is a summary of the financial data extracted from the provisional accounts of the entities included in the consolidation perimeter in the last financial year, using the global integration method: Headquarters Currency effective Date Assets investment Entity Profit / Shareholders’ (Loss) equity Caixa - Banco de Investimento, S.A. Lisbon Euros 100.00% 31-12-2013 1,974,016,067 647,599 Caixa Desenvolvimento, SGPS, S.A. Lisbon Euros 100.00% 31-12-2013 470,696 1,352 465,468 Caixa Capital - Sociedade de Capital de Risco, S.A. Lisbon Euros 100.00% 31-12-2013 46,514,843 3,815,921 45,841,135 100.00% 31-12-2013 5,689,474 254,086 5,662,651 1,746,523 77,998 1,738,289 202,790,946 (56,990,058) 38,688,697 62,251,641 (17,494,492) 11,876,442 CaixaBI Brasil - Serviços de Assessoria Financeira LTDA CGD Investimentos Corretora de Valores e Câmbio, S.A. São Paulo São Paulo Reais Euros Reais Euros 50.00% 31-12-2013 270,479,940 In July 2010 the Bank acquired 50% of the capital of CGD – Participações em Instituições Financeiras, Ltda (CGD Participações), for the amount of € 22,721 with the remaining 50% of the capital being held by Banco Caixa Geral Brasil. This vehicle was set up to acquire 70% of the share capital of Banif Corretora de Valores e Câmbio, S.A. (Banif CVC) for the amount of R$ 123.9 million (€ 45.8 million at 31 December 2012), as provided for in the agreement entered into on 2 June 2010, The definitive contract for the acquisition of Banif CVC was signed on 6 February 2012. CaixaBI: Annual Repor 2013 Percentage of (euros) 71 The shareholders’ agreement of Banif CVC entered into on the same date provided for the following options: Put option by Banif Banco de Investimento (Brasil), S.A. (Banif) over CGD Participações, at the exclusive discretion of Banif, in the period between the 12 th th and 60 month from the date of the signing of the shares sales/purchase contract of 2 June 2010. The price would vary on the basis of the net profit for the period up to the date upon which the option was exercised. Call option by CGD Participações over Banif at the exclusive discretion of CGD Participações starting from the th 60 month from the date of the signing of the shares sales/purchase contract of 2 June 2010. The price would vary on the basis of the net profit for the period up to the exercising of the option. At 2 June 2012, Banif exercised its put option on the remaining investment of 30% of Banif CVC’s equity capital for a global amount of R$ 56 million. During the course of the operation Banif CVC’s name was also changed to CGD Investimentos Corretora de Valores e Câmbio, S.A. (CGD Investimentos). At 31 October 2012, the merger based on the reverse incorporation of CGD Participações into CGD Investimentos was approved at the extraordinary meeting of shareholders. The referred to incorporation took effect through the integration of CGD Participações’ assets and liabilities in its subsidiary company which was extinguished, with CGD Investimentos assuming all rights and obligations deriving from its activity up to the date of the registration of the merger. The provisional financial data extracted from the statutory accounts of CGD Investimentos includes the cancellation of deferred tax assets of R$ 46,857,373, made in accordance with the rules of the supervisory authority of Brazil. CGD Investimentos, however, retains the right to use this carry-back in the future. Caixa Capital - Sociedade de Capital de Risco, S.A. (Caixa Capital) is headquartered in Lisbon and was formed on 31 December 1990 under Decree Law 17/86 of 5 February. The company’s corporate object is to support and promote investment and technological innovation by making temporary equity investments in their respective share capital. It is also authorised to provide assistance to the financial, technical, administrative and commercial management of its subsidiary companies. It managed four venture capital funds at 31 December 2013. In November 2011, the Bank set up the company CaixaBI Brasil – Serviços de Assessoria Financeira Ltda with the corporate object of providing consultancy services to companies on capital restructuring, business strategy and connected issues, as well as consultancy and services for mergers, acquisition and sale of companies and structuring of bank finance to be provided by other entities. The company is 90% owned by the Bank and 10% by Caixa Desenvolvimento SGPS, S.A.. The capital was paid up in April 2012. Caixa Desenvolvimento, SGPS, S.A. formed in 1998, is headquartered in Portugal. Its corporate object is to manage equity investments in other companies, as an indirect form of performing economic activities. On 16 December 2011, the investors meeting of the Fundo de Capital de Risco Energias Renováveis – Caixa Capital decided to liquidate the fund. The fund was dissolved in February 2012 with the liquidation proceeds having been divided up among the investors in proportion to their paid up capital holdings. This account heading comprises the following: (euros) Cash Sight deposits with central banks 2013 2012 3,715 2,912 1,235,837 14,538,944 1,239,552 14,541,856 The sight deposits with central banks account heading includes deposits with the Bank of Portugal providing for the demands of the “Minimum Reserve Requirements of the System of European Central Banks” (SEBC). Interest is paid CaixaBI: Annual Repor 2013 5. CASH AND CLAIMS ON CENTRAL BANKS 72 on these deposits which comprise 1% of the deposits and debt securities with a maturity of up to two years, excluding deposits and public debt securities subject to SEBC minimum reserve requirements (the period for maintaining the reserves beginning 18 January 2012 was the first in which the rate of 1% was applied, having been 2% up to the said date). 6. CLAIMS ON OTHER CREDIT INSTITUTIONS This account heading comprises the following: (euros) 2013 2012 In Portugal 1,032,495 2,690,886 Abroad 1,215,007 1,062,814 2,247,502 3,753,700 2013 2012 - 15,000,000 In Portugal 2,597,891 25,000,000 Abroad 1,715,283 2,017,524 11,232,152 10,616,062 Sight deposits 7. INVESTMENTS IN CREDIT INSTITUTIONS This account heading comprises the following: (euros) Short term loans Abroad Very short term investments Term deposits In Portugal Abroad Interest receivable Impairment (Note 30) 56,951 66,396 15,602,277 52,699,982 - (115,800) 15,602,277 52,584,182 At 31 December 2013 and 2012, the “Term deposits” account mainly comprised operations with CGD Group financial institutions. CaixaBI: Annual Repor 2013 At 31 December 2012 “Loans” were made to Caixa Geral de Depósitos, S.A. – France Branch. 73 8. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS These accounts are made up as follows: (euros) Held for trading 2013 2012 Fair value Fair value through profit or Total Held for trading through profit or loss Total loss Debt instruments Issued by public entities: Bonds Issued by resident entities 525,678 - 525,678 2,377,327 2 2,377,329 - - - - - - 1,069,213 4,729,636 5,798,849 574,745 4,630,305 5,205,050 - 354,100 354,100 6,410,459 1,266,509 7,676,968 1,594,891 5,083,735 6,678,627 9,362,532 5,896,816 15,259,347 Issued by resident entities 5,708,663 150,000 5,858,663 130,576 - 130,576 Issued by non-resident entities 2,959,567 - 2,959,567 179,406 - 179,406 8,668,230 150,000 8,818,230 309,982 - 309,982 - - - - - - - - - - - - 521,119,665 - 521,119,665 859,851,580 - 859,851,580 531,382,786 5,233,735 536,616,522 869,524,094 5,896,816 875,420,909 Issued by non-resident entities Issued by other entities: Bonds and other securities: Issued by resident entities Issued by non-resident entities Equity instruments Investment units Issued by non-resident entities Derivative instruments with a positive fair value (Note 10) 9. AVAILABLE FOR SALE FINANCIAL ASSETS This account heading comprises the following: (euros) 2013 2012 Debt instruments Issued by resident entities Portuguese public debt 544,828,265 366,884,874 Issued by other entities 67,178,840 77,889,823 - 76,234,375 Issued by non-resident entities Public debt Issued by other entities 7,189,456 31,902,406 619,196,561 552,911,478 153,127 153,127 16,739,777 15,135,428 Equity instruments Shares Gross amount Issued by resident entities Historical cost Fair value Historical cost Impairment (Note 30) 29,700 29,700 16,922,604 15,318,255 (1,815,087) (1,897,215) 15,107,517 13,421,040 43,630,696 47,140,951 Investment units Gross amount Other equity instruments Gross amount 5,881,650 5,734,920 64,619,864 66,296,911 683,816,424 619,208,389 CaixaBI: Annual Repor 2013 Issued by non-resident entities 74 Information on the value of share and investment units, at 31 December 2013 and 2012 is set out below: 2013 (euros) % Acquisition investment cost Impairment 2012 Fair value Exchange rate Book % Book reserve gains/losses value investment value (Note 30) (Note 22) Investment units Fundo de Capital de Risco Grupo CGD 14,37% 52,168,743 - (8,538,047) - 43,630,696 14,37% 47,140,951 8,33% 7,773,721 - 1,073,008 - 8,846,729 8,33% 7,339,645 9,26% 3,748,822 (1,815,086) 4,306,998 (162,772) 6,077,962 9,26% 5,898,568 4,67% 153,127 - - - 153,127 4,67% 153,127 - 29,700 - - - 29,700 - 29,700 1 (1) - - - - 11,705,370 (1,815,087) 5,380,006 (162,772) 15,107,517 13,421,040 63,874,114 (1,815,087) (3,158,041) (162,772) 58,738,213 60,561,991 Shares SEIEF - South Europe Infrastructure Equity Finance Corporación Interamericana para el Financiamiento de Infraestructura MTS Portugal, SGMR, S.A. SWIFT SCRL Other Less than €100,000 Information on movements in this account, at 2013 and 2012, is as follows: (euros) Balance at Purchases / 31.12.2011 (Sales) Change in fair value reserve Exchange Impairment rate Balance at Purchases / (Note 30) gains/loss 31.12.2012 (Sales) Change in fair value reserve es Exchange rate Balance at gains/loss 31.12.2013 es Investment units Fundo de Capital de Risco 21,573,296 30,818,996 (5,251,341) - - 47,140,951 - (3,510,255) - 43,630,696 6,422,938 1,910,000 (993,293) - - 7,339,645 980,000 527,084 - 8,846,729 5,505,209 - 503,343 - (109,984) 5,898,568 - 441,103 (261,710) 6,077,961 153,127 - - - - 153,127 - - - 153,127 - 29,700 - - - 29,700 - - - 29,700 SICAR NovEnergia II 20,922,845 (11,907,582) (9,015,263) - - - - - - - EDP Renováveis, S.A. 1,016,520 (892,250) (124,270) - - - - - - - Pinewells, S.A. 1,066,341 (1,426,341) 360,000 - - - - - - - 51 (51) - - - - - - - - 1 - - (1) - - - - - - 12,081,275 1,939,700 (489,950) - (109,984) 13,421,040 980,000 968,186 (261,710) 15,107,517 33,654,571 32,758,696 (5,741,291) - (109,984) 60,561,991 980,000 (2,542,069) (261,710) 58,738,213 Grupo CGD Shares SEIEF - South Europe Infrastructure Equity Finance Corporación Interamericana para el Financiamiento de Infraestructura MTS Portugal, SGMR, S.A. SWIFT SCRL La Seda Barcelona Other less than €100,000 The “Other equity instruments” account comprises non-voting preference shares issued by Caixa Geral Finance Limited, giving a right to a quarterly preference dividend, at the Company’s discretion, equivalent to annual interest at the Euribor rate plus a spread. Caixa Geral Finance may redeem the preference shares starting from the tenth year from their issue (June 2014 and September 2015) with a 1% increase in spread if failing to do so. Their book values, At 31 December 2013 and 2012, the unrealised capital losses on “Debt instruments” recognised in the fair value reserve, totalled € 7,705,792 and € 19,514,469, respectively, of which € 7,241,547 and € 13,273,608, respectively, on Portuguese public debt instruments. The investment in Corporación Interamericana para el Financiamento de Infraestructura was made in 2001 for US$ 4,000,000. In August 2008, the Bank acquired 1,000,000 shares for a total amount of US$ 1,170,000. Exposure to foreign exchange risk is hedged by funding in US dollars with the change in fair value in 2013 and 2012 resulting from the foreign exchange component being recognised in results. CaixaBI: Annual Repor 2013 at 31 December 2013 and 2012 were € 5,881,650 and € 5,734,920 respectively. 75 In February 2012 the Bank participated in the share capital increase of Fundo de Capital de Risco Grupo CGD – Caixa Capital having subscribed for and paid up 600 investment units with a unit value of € 51,364.99, comprising their fair value at 31 December 2011. The following were the principal movements in equity capital instruments recognised in “Available for sale financial assets”, in 2013 and 2012: EDP Renováveis, S.A. The Group realised stock exchange sales operations on EDP Renováveis, S.A. shares in 2012, generating capital gains of € 52,587 (Note 26). South Europe Infrastructure Equity Finance The Bank participated in the South Europe Infrastructure Equity Finance (SEIEF) capital increases in 2013 and 2012, investing amounts of € 980,000 and € 1,910,000 respectively. The Bank has undertaken to provide up to € 10,000,000 in equity funding at the fund’s request, whenever a new operation is realised. SICAR NovEnergia II In the sphere of the liquidation of the Fundo de Capital de Risco Energias Renováveis – Caixa Capital the investment was sold to FCR Grupo CGD, with the Group making capital gains of € 9,015,263 (Note 26). Pinewells, S.A. In October 2011, the Group was involved in the increase in the share capital of Pinewells, S.A., having subscribed for 175,447 shares at a nominal value of € 3 each. As a result of this operation the Group’s percentage investment rose to 22.65%. In the sphere of the liquidation of Fundo de Capital de Risco Energias Renováveis – Caixa Capital, the investment was sold to FCR Grupo CGD with capital losses of € 360,000 (Note 26). Reclassification of securities The Bank reclassified securities from the “financial assets held for trading” category to the “available for sale financial assets” category on 1 July 2008, in conformity with the change to IAS 39 approved on 13 October 2008. Owing to the turbulence in the financial markets in 2008, the fact that the Bank does not expect to dispose of these securities over the short term explains the reason for the transfer between categories. Information on the impact of the reclassification of these securities, in income and fair value reserves accounts is set (euros) Fair value Accrued interest Book value Fair value reserve Capital gains/losses in income for period Impact on income for period if the reclassification had not been made 2013 2012 3,416,850 5,923,598 - 5,199 3,416,850 5,928,797 (3,979,584) (5,594,435) 47,040 - 115,530 271,424 The fiscal effect is not reflected in the amounts. Collateralised debt securities with a nominal value of € 562,084,000 and € 448,630,000 respectively (Note 19) were recognised in this account heading at 31 December 2013 and 2012. CaixaBI: Annual Repor 2013 out below: 76 10. DERIVATIVES These operations were valued in conformity with the criteria set out in Note 2.7. c), at 31 December 2013 and 2012. Information on the respective notional and balance sheet value, at the said dates, is set out below: 2013 Notional amount (euros) Trading Hedge derivatives derivatives Book value Total Assets held for Liabilities held Hedge trading for trading derivatives Total (Note 8) Derivatives OTC Swaps Interest rate 8,008,997,696 12,951,207 8,021,948,903 477,404,303 (495,401,230) 788,887 (17,208,040) Caps & Floors 1,278,861,198 - 1,278,861,198 13,945,112 (23,862,329) - (9,917,217) 650,231,517 - 650,231,517 29,770,250 (25,812,286) - 3,957,964 9,938,090,410 12,951,207 9,951,041,617 521,119,665 (545,075,845) 788,887 (23,167,293) Interest rate 8,779,755 - 8,779,755 - - - - Market value 10,535,591 - 10,535,591 - - - - 9,957,405,757 12,951,207 9,970,356,964 521,119,665 (545,075,845) 788,887 (23,167,293) Options Interest rate - Stock exchange trading Futures 2012 Notional amount (euros) Trading Hedge derivatives derivatives Book value Total Assets held for Liabilities held Hedge trading for trading derivatives Total (Note 8) Derivatives OTC Swaps Interest rate 9,854,131,142 13,964,216 9,868,095,358 778,171,517 (822,053,457) 226,743 (43,655,198) Caps & Floors 1,841,473,533 - 1,841,473,533 36,277,615 (36,295,848) - (18,233) Options Interest rate - - 647,452,100 - 647,452,100 45,402,449 (41,437,326) - 3,965,123 12,343,056,775 13,964,216 12,357,020,991 859,851,580 (899,786,632) 226,743 (39,708,308) Interest rate 14,276,127 - 14,276,127 - - - - Market value 6,167,000 - 6,167,000 - - - - 12,363,499,902 13,964,216 12,377,464,118 859,851,580 (899,786,632) 226,743 (39,708,308) Stock exchange trading Futures The book value of assets classified as hedged items, at 31 December 2013 and 2012, totalled € 8,898,714 and Additionally, at 31 December 2013 and 2012, the book value of liabilities classified as hedged items totalled € 6,734,558 and € 6,716,019 respectively, including € 85,453 and € 283,980 (Note 18), respectively, regarding value adjustments. CaixaBI: Annual Repor 2013 € 10,410,192 respectively, including € 833,109 and € 1,315,875 (Note 11), respectively, regarding value adjustments. 77 Information on the distribution of derivatives operations by periods to maturity (notional amounts), at 31 December 2013 and 2012, is set out below: 2013 (euros) <= 3 months > 3 months > 6 months > 1 year <= 6 months <= 1 year <= 5 years > 5 years Total Derivatives OTC Swaps Interest rate Trading 175,959,750 254,391,136 287,876,210 824,534,897 6,466,235,703 - 5,000,000 - 7,951,207 - 12,951,207 175,959,750 259,391,136 287,876,210 832,486,104 6,466,235,703 8,021,948,903 - - 1,600,000 1,211,197,231 66,063,966 1,278,861,198 Hedge 8,008,997,696 Caps & Floors Trading Options Interest rate - - - - 650,231,517 650,231,517 175,959,750 259,391,136 289,476,210 2,043,683,335 7,182,531,186 9,951,041,617 Stock exchange trading Futures Interest rate Trading Market value 8,779,755 - - - - 8,779,755 10,535,591 - - - - 10,535,591 195,275,097 259,391,136 289,476,210 2,043,683,335 7,182,531,186 9,970,356,964 2012 (euros) <= 3 months > 3 months > 6 months > 1 year <= 6 months <= 1 year <= 5 years > 5 years Total Derivatives OTC Swaps Interest rate Trading Hedge 290,199,379 446,882,791 365,057,141 1,797,337,929 6,954,653,903 - - - 13,964,216 - 9,854,131,142 13,964,216 290,199,379 446,882,791 365,057,141 1,811,302,145 6,954,653,903 9,868,095,358 - 13,260,000 545,000,000 945,080,291 338,133,242 1,841,473,533 Caps & Floors Trading Options Interest rate - - - - 647,452,100 647,452,100 290,199,379 460,142,791 910,057,141 2,756,382,436 7,940,239,245 12,357,020,991 14,276,127 - - - - 14,276,127 6,167,000 - - - - 6,167,000 310,642,506 460,142,791 910,057,141 2,756,382,436 7,940,239,245 12,377,464,118 Stock exchange trading Futures Trading Market value CaixaBI: Annual Repor 2013 Interest rate 78 Information on the distribution of derivatives operations by counterparty type, at 31 December 2013 and 2012, is set out below: (euros) 2013 Notional amount 2012 Book value Notional amount Book value Contracts on interest rate Interest rate swaps Financial institutions 4,133,969,623 (415,861,524) 5,049,052,310 Customers 3,887,979,280 398,653,484 4,819,043,048 (749,513,405) 705,858,208 8,021,948,903 (17,208,040) 9,868,095,358 (43,655,198) Financial institutions 645,775,349 (23,169,339) 928,484,948 (35,518,593) Customers 633,085,848 13,252,122 912,988,585 35,500,360 1,278,861,198 (9,917,217) 1,841,473,533 (18,233) Financial institutions 350,231,017 (21,843,775) 347,451,600 (37,461,326) General government 300,000,000 25,801,739 300,000,000 41,426,449 500 - 500 - 650,231,517 3,957,964 647,452,100 3,965,123 Caps & Floors Options on interest rate Customers Futures Stock exchange 19,315,346 - 20,443,127 - 9,970,356,964 (23,167,293) 12,377,464,118 (39,708,308) As referred to in Note 2.7 c), up to 31 December 2012, derivatives were revalued on the basis of the current value of expected cash flows, discounted at a risk-free interest rate. The Bank also deferred the initial margin throughout the maturity of the operations, and recognised specific adjustments to the positive valuation of derivative operations with counterparties of higher credit risk. At 31 December 2012, the total value of the adjustments to the derivatives portfolio with positive value was € 78,110,911, of which € 27,080,839 relative to the deferral of the initial margin. In 2013, with the entry into force of IFRS 13 (Note 2.18), the Bank posted an adjustment to reflect the risk on its own credit, through the use of a market discount rate which the Bank globally considers adequate to its risk profile. Simultaneously, the Bank started to use an analogous methodology to reflect the credit risk of counterparties in derivatives with a positive fair value, and consequently the deferral of the initial margin ceased to be registered. At 31 December 2013, the total amounts recognised by the Bank on “CVA” (credit value adjustment), in “Financial assets held for trading” and “DVA” (debit value adjustment), in “Financial liabilities held for trading”, totalled € 95,439,244 and € 51,096,059, respectively. 11. LOANS AND ADVANCES TO CUSTOMERS This account heading comprises the following: (euros) 2013 2012 365,283,599 399,789,603 Loans Sight deposit overdrafts 1,749,915 2,378,978 Other credit 9,678,543 10,351,774 4,300,000 15,000,000 Securitised domestic credit Commercial paper Foreign loans Loans 269,587,035 257,631,757 Current account - 358,573 Sight deposit overdrafts 8 7 34,615 46,470 Other credit Value adjustments related to hedged assets (Note 10) 832,109 1,315,875 651,465,824 686,873,037 CaixaBI: Annual Repor 2013 Domestic credit 79 (euros) 2013 2012 1.223.955 3.301.282 (2,623,607) (2,211,837) Interest receivable Deferred income Commissions associated with amortised cost Interest Overdue credit and interest Impairment (Note 30) (5,138) (43,235) 650,061,034 687,919,247 45,458,970 39,830,202 695,520,004 727,749,449 (108,027,998) (81,102,669) 587,492,006 646,646,780 Information on impairment movements, for 2013 and 2012, is set out in Note 30. This account was broken down as follows, by periods to maturity at 31 December 2013 and 2012: (euros) Up to three months Three months to one year 2013 2012 6,177,148 15,002,066 478,566 30,798,163 One to five years 171,502,123 150,670,731 More than five years 471,558,064 487,664,519 Current account overdrafts 1,749,923 2,737,558 651,465,824 686,873,037 2013 2012 100,299,136 73,727,470 Impairment, recognised at 31 December 2013 and 2012, was assessed as follows: (euros) Specific analysis Collective analysis 7,728,862 7,375,199 108,027,998 81,102,669 The total nominal value of impaired credit at 31 December 2013 and 2012 was € 264,138,143 and € 170,177,515 respectively, including the amounts recognised in outstanding and overdue credit. Sector distribution of loans and advances to customers (nominal value), excluding overdue credit, at 31 December 2013 and 2012, was as follows. (euros) Sector of activity 2013 2012 % Amount Amount % Manufacturing industry Electricity, water and gas generation and distribution 102,285,091 15.7 110,332,694 16.1 9,343,441 1.4 9,823,629 1.4 717,205 0.1 846,160 0.1 Textiles industry 7,957,163 1.2 7,870,570 1.1 Chemicals and synthetic or artificial fibres manufacturing 8,779,791 1.3 8,896,047 1.3 236,837 0.0 315,784 0.0 - 0.0 20,075,530 2.9 Food, beverages and tobacco industries Base metallurgical and metal products industries Paper pulp, card and publishing and printing Manufacturing industry Real estate activities 53,643,846 8.2 57,384,879 8.4 Other activities 78,102,544 12.0 88,035,779 12.8 Transport, warehousing and communications 189,315,066 29.1 199,279,128 29.0 Construction 125,580,327 19.3 94,908,052 13.8 3,062,974 0.5 2,089,051 0.3 Health and social security 16,076,177 2.5 16,695,791 2.4 Financial activities 10,846,734 1.7 11,346,734 1.7 960,000 0.1 2,388,581 0.3 Other activities and collective, social and personal services 33,096,135 5.1 43,807,468 6.4 Loans and advances to individual customers 11,462,492 1.8 12,777,162 1.9 651,465,824 100 686,873,037 100 Wholesale/retail Hotels and restaurants The Bank, in 2013, disposed of a credit operation for a global amount of € 1,932,888, whose book value was € 1,982,449, resulting in capital losses of € 49,561 (Note 26). CaixaBI: Annual Repor 2013 Properties, rentals and corporate services 80 12. OTHER TANGIBLE ASSETS Information on movements in the “Other tangible assets” accounts for 2013 and 2012 is set out below 2013 Net amount at Balance at 31.12.2012 (euros) Gross amount Acquisitions Accumulated Depreciation Adjustments 31.12.2013 for period depreciation Property: For own use 16,335,115 (5,121,633) - - (492,937) 77,843 (77,843) - - - IT equipment 2,162,847 (2,073,713) 182,284 - (132,071) Interior installations 1,816,509 (1,790,655) - - (11,871) 13,984 Furniture and materials 1,550,996 (1,352,605) 14,067 - (61,552) 150,905 578,619 (555,702) 1,687 - (12,575) 12,029 95,568 (95,568) - - - - 1,214 (412) - - - 802 240,087 (240,087) - - - - 17,262 (17,262) - - - - 39,750 - - (39,750) - - 22,915,809 (11,325,481) 198,039 (39,750) (711,007) 11,037,611 Other property 10,720,544 - Equipment: Machinery and tools Transport material Other equipment Security equipment 139,347 Property leases: IT equipment Tangible assets in progress 2012 Balance at 31.12.2011 (euros) Acquisitions Accumulated Gross amount Depreciation for Net amount at period 31.12.2012 depreciation Property: For own use 16,335,115 (4,628,696) - (492,937) 11,213,481 77,843 (77,843) - - - IT Equipment 2,096,213 (1,943,894) 66,633 (129,819) 89,134 Interior installations 1,810,123 (1,778,784) 6,386 (11,871) 25,854 Furniture and materials 1,546,453 (1,279,654) 4,718 (73,126) 198,390 574,325 (529,110) 4,294 (26,592) 22,917 95,568 (81,653) - (13,916) - 1,214 (412) - - 802 240,087 (240,087) - - - 17,262 (11,508) - (5,754) - - - 39,750 - 39,750 22,794,203 (10,571,641) 121,782 (754,015) 11,590,329 Other property Equipment: Machinery and tools Transport material Other equipment Security equipment Property leases: IT equipment Tangible assets in progress Information on movements in the “Intangible assets” accounts, for the years 2013 and 2012, is set out below: 2013 Balance at 31.12.12 (euros) Gross amount Acquisitions Accumulated Transfers depreciation Depreciation for Net amount at period 31.12.2013 Automatic data processing systems 5,171,168 (4,631,129) 5,701 34,158 (250,781) 329,118 Intangible assets in progress 2,128,879 - 908,623 (34,158) - 3,003,344 7,300,047 (4,631,129) 914,324 - (250,781) 3,332,461 CaixaBI: Annual Repor 2013 13. INTANGIBLE ASSETS 81 2012 Balance at 31.12.2011 (euros) Automatic data processing systems Gross amount Acquisitions Accumulated Transfers depreciation Depreciation for Net amount at period 31.12.2012 4,901,329 (4,372,728) 257,722 12,116 (258,401) 540,039 261,296 - 1,879,700 (12,116) - 2,128,879 5,162,625 (4,372,728) 2,137,422 - (258,401) 2,668,918 Intangible assets in progress Intangible assets in progress, at 31 December 2013 and 2012, mainly comprised expenses incurred on the acquisition of the Bank’s new central software not yet in use at the said dates. 14. INVESTMENTS IN ASSOCIATED COMPANIES AND JOINTLY CONTROLLED ENTERPRISES As referred to in greater detail in Note 4, during the course of 2012, the Bank took an equity stake in Banif Corretora de Valores e Câmbio, S.A., in the meantime, renamed as CGD Investimentos Corretora de Valores e Câmbio, S.A. (CGD Investimentos CVC). The acquisition comprised the following stages: purchase of 35% of the equity capital of Banif CVC by CGD Participações em Instituições Financeiras in April 2012, based on the conditions of the "Investment and purchase and sale of shares" agreement entered into between the parties on 2 June 2010, and latter addenda, after obtaining the necessary administrative and legal permits; purchase of the remaining 15% of the share capital of this subsidiary company in June 2012, based on the exercising of CGD Group’s purchase option under the respective contractual terms. Information on the movement in the amount of the equity investment recognised in the Group’s financial statements in 2012 and 2013 is set out below: (euros) Equity investment 31 May 2012 (acquisition date) Exchange rate gains/losses and other movements 38,384,507 486,690 Results of jointly controlled entities (1,276,378) 31 December 2012 37,594,819 Exchange rate gains/losses and other movements Results of jointly controlled entities (10,636,765) (4,140,227) 22,817,827 At 31 December 2013 and 2012, the book value of CGD Investimentos CVC’s investment included € 16,879,607 and As referred to in Note 4, the provisional accounts of CGD Investimentos reflect the cancellation of R$ 46,857,373 in deferred tax assets. However, in 2012, at the time of the recognition of the equity investment, the Group considered an adjustment of R$ 31,390,000 to the statutory accounts for a deferred tax asset on the incorporation of CGD Participações into CGD Investimentos. CaixaBI: Annual Repor 2013 € 25,705,345, respectively, regarding the goodwill recognised on the acquisition, expressed in brazilian reais. 82 15. INCOME TAX Tax assets and liabilities balances, at 31 December 2013 and 2012, were: (euros) 2013 2012 1,321,231 1,209,960 1,321,231 1,209,960 (3,884) (12,561,657) 1,317,347 (11,351,697) Current tax assets Income tax rebate Current year Current tax liabilities Income tax payable Deferred tax assets 41,166,950 36,396,344 Deferred tax liabilities (8,892,552) (2,602,629) 32,274,398 33,793,715 The following table provides details and information on deferred tax movements in 2013 and 2012: 2013 (euros) Balance at Income changes 31.12.2012 Shareholders’ Balance at equity changes 31.12.2013 Commissions 2,667,056 (2,455,323) - Valuation of available for sale financial assets 4,259,280 - (3,345,069) 914,211 24,721,015 4,067,030 - 28,788,046 Impairment and provisions not accepted for fiscal purposes Fiscal benefits - venture capital (Note 2.11) 211,733 2,000,001 - - 2,000,001 Impairment of available for sale financial assets 275,094 254,564 - 529,658 Deferral of capital gains tax on the disposal of financial investments (Note 2.11) (19,034) 19,034 - - (175,752) 6,502 - (169,250) Fixed asset revaluations not accepted for fiscal purposes Exchange rate gains/losses on the translation of financial statements 66,055 - (66,055) - 33,793,715 1,891,806 (3,411,124) 32,274,398 2012 Commissions Income changes 31.12.2011 Shareholders’ Balance at equity changes 31.12.2012 5,192,320 (2,525,264) - Valuation of available for sale financial assets 30,970,251 - (26,710,971) 4,259,280 Impairment and provisions not accepted for fiscal purposes 19,390,321 5,330,694 - 24,721,015 2,000,001 Fiscal benefits - venture capital (Note 2.11) 2,667,056 2,000,001 - - Impairment of available for sale financial assets 280,516 (5,422) - 275,094 Deferral of capital gains tax on the disposal of financial investments (Note 2.11) (99,022) 79,987 - (19,034) (182,253) 6,502 - (175,752) - - 66,055 66,055 57,552,134 2,886,498 (26,644,917) 33,793,715 Fixed asset revaluations not accepted for fiscal purposes Exchange rate gains/losses on the translation of financial statements The Group does not recognise deferred tax assets whenever the existence of future taxable income allowing their respective use is not probable. Therefore, taking into account future taxable profit projections and the limit defined by article 92 of the IRC Code, the Board of Directors considers that the deferred tax assets are fully recoverable. CaixaBI: Annual Repor 2013 (euros) Balance at 83 Information on tax on profit recognised in the income statement and the tax burden, measured by the ratio between the appropriation for tax on profit and net profit for the year before tax is set out below: (euros) 2013 2012 With an impact in income for period Current tax IRC for current year 9,385,518 14,544,672 Banking sector contribution 614,031 623,959 Adjustments for past years (2,142,805) 127,508 7,856,744 15,296,139 (1,891,807) (2,886,498) 5,964,937 12,409,641 34,120,703 40,824,466 17,48% 30,40% (3,345,069) (26,710,971) Deferred tax Recognition and reversal of temporary differences Total tax in income statement Income before tax and non-controlling interests Fiscal burden With an impact in reserves Deferred tax – fair value reserve Current tax Total tax in reserves Total tax in shareholders’ equity (456,190) 61,629 (3,801,259) (26,649,342) 2,163,678 (14,239,700) Current taxes reflected in reserves for the amounts of € 456,190 and € 61,628, in 2013 and 2012, respectively, refer to tax associated with the revaluation of debt securities sold in 2013 and 2012 and classified as available for sale financial assets that were taken into account for the purposes of assessing taxable income in previous years. The deferred taxes recognised in the same account refer to the revaluation during the year of equity investments and debt securities which are also classified as available for sale financial assets, whose fiscal effects will only be produced at the time of disposal of such assets. In conformity with current legislation, tax returns are subject to review and correction by the tax authorities for a period of four years. The Bank’s tax returns for 2013 to 2012 are therefore still subject to review and to the possibility of correction. The Board of Directors considers that any correction is unlikely to have a significant impact on the financial statements, at 31 December 2013. The following is an analysis of the reconciliation between the nominal and effective tax rates in 2013 and 2012. 2013 Rate Income before tax and non-controlling interests Tax assessment based on nominal rate State surcharge Elimination of double taxation Fiscal benefits Capital gains on investments - tax regime applicable to Caixa Capital and Caixa Desenvolvimento Fiscal regime for FCR- Energias Renováveis Rate Amount 34,120,703 40,824,466 26.50% 9,041,986 26.50% 4.02% 1,373,302 5.28% Total tax Total loss allocated by EIG 2012 Amount 10,415,288 10,818,483 2,155,373 12,973,857 (0.63%) (214,915) (0.55%) (225,915) 0.15% 51,384 (0.53%) (215,137) (0.00%) (1,529) (0.00%) (1,530) (4.08%) (1,392,051) (4.41%) (1,799,086) 0.00% - (5.60%) (2,285,545) (6.88%) (2,347,341) 0.91% 370,150 Banking sector contribution 1.80% 614,031 1.53% 623,959 Fiscal capital gains 0.00% - 1.12% 455,332 Provisions and impairment not relevant for fiscal purposes 1.29% 440,278 5.45% 2,223,487 Separate source-based taxation 0.51% 175,410 0.44% 181,254 Recognition of deferred taxes 0.00% - 0.00% - Adjustments for past years (4.94%) (1,686,615) 0.31% 127,508 Other (0.26%) (89,003) (0.05%) (18,693) 17.48% 5,964,937 30.40% 12,409,641 Income from associated companies CaixaBI: Annual Repor 2013 (euros) 84 Banking sector contribution With the publication of Law 55 - A/2010, of 31 December, the Bank was covered by the banking sector contribution regime. The banking sector contribution is levied on: a) The liabilities assessed and approved by the taxpayers minus tier 1 and tier 2 own funds and the deposits covered by the Deposit Guarantee Fund. The following are deducted from liabilities: b) Elements which, according to the applicable accounting standards are recognised as shareholders’ equity; Liabilities associated with the recognition of responsibilities for defined benefits plans; Liabilities for provisions; Liabilities resulting from the revaluation of derivatives; Deferred income, not considering income related to liabilities and; Liabilities for assets not derecognised in securitisation operations. The off-balance sheet notional amount of derivatives, calculated by the taxpayers, except for financial hedge derivatives or derivatives whose risk positions balance each other out. The rates applicable to the bases defined in the preceding sub-paragraphs a) and b) are 0.05% and 0.00015%, respectively, based on the amount assessed. The rates already approved for 2014 are 0.07% and 0.0003%, respectively. The Bank has recognised the banking sector contribution in the “Current year tax” account in the income statement. 16. OTHER ASSETS This account heading comprises the following: (euros) Other cash balances 2013 2012 39,155,971 6,669,698 Debtors - futures trading operations 6,277,495 6,769,299 Supplementary capital payments 1,299,600 - 28,234,766 24,519,872 Debtors and other investments Miscellaneous debtors Balances pending settlement (Note 32) Other Other assets 3,897,581 5,904,744 39,709,442 37,193,915 128,346 48,846 46,565 68,144 4,967 7,540 Income receivable Other Income receivable Insurance Operational lease instalments Other deferred expenses - 3,812 414,117 461,247 419,084 472,599 43,749,301 35,092,522 Prepayments and accrued income Securities operations pending settlement Other lending operations pending settlement Overdue credit and interest Impairment (Note 30) 141,461 591,148 43,890,762 35,683,670 6,676,905 6,458,254 130,027,075 86,595,126 (29,870,406) (16,232,287) 100,156,669 70,362,839 CaixaBI: Annual Repor 2013 Deferred expenses 85 At 31 December 2013, the “Other cash balances” account referred to an amount deposited with Clearstream Banking for the settlement of stock exchange operations. At 31 December 2013 and 2012, the “Debtors - futures trading operations and options” account corresponded to futures margin accounts. In December 2013, Caixa Capital subscribed for and paid up an investment of € 1,449,600 in Reflexos Púrpura, S.A., of which € 150,000 in share subscriptions comprising 30% of its share capital and € 1,299,600 in supplementary capital payments. The Company, in the sphere of this operation, provided the promoter with a call option at a price guaranteeing a fixed annual return on the amount of the investment. The Company has a put option on the full th amount of the investment after the 5 year of operation. At 31 December 2013 and 2012, the balance on the “Miscellaneous debtors – balances pending settlement” account included € 16,228,705 relative to a swap contracted for by the Bank which was “crystallised” in 2012. The “Miscellaneous debtors - other” account at 31 December 2013 and 2012 includes € 1,276,039 and € 1,130,459, respectively, for amounts receivable from customers for the invoicing of services provided by the Bank. The “Other deferred expenses” account heading, at 31 December 2013 and 2012, includes € 125,286 and € 256,797, respectively, in respect of the amounts invested in Agrupamento Complementar de Empresas TREM II – Aluguer de Material Circulante, ACE (TREM II). The “Securities operations pending settlement” account, at 31 December 2013 and 2012, comprises the value of the operations for the sale of securities at the end of the year and settled in the first few days of the following year. At 31 December 2013 and 2012, the “Overdue credit and interest” account heading included overdue loans of € 3,551,441, originated in Caixa Valores and deriving from securities trading operations in 1992 by a group of customers. Impairment for the same amount has been allocated to this credit. Caixa Valores took legal action against the group of customers in September 1994, accusing them of responsibility for realising the referred to operations and claiming an amount of € 6,003,180 plus interest accruing since June 1993. As the action is still in progress, the Bank has not recorded any asset related with this situation. Information on “Impairment” at 31 December 2013 and 2012 is set out below: (euros) 2013 2012 Caixa Valores 3,551,441 3,551,441 Overdue credit and interest 3,303,289 3,897,294 22,998,099 8,782,776 Debtors Overdue interest on interest rate swaps Other 17,577 776 29,870,406 16,232,287 Impairment on overdue invoices and bad and doubtful debts, at 31 December 2013 and 2012, is recognised in the CaixaBI: Annual Repor 2013 “Impairment of credit” account (Note 11). 86 17. OTHER CREDIT INSTITUTIONS’ AND CENTRAL BANKS’ RESOURCES This account heading comprises the following: (euros) 2013 2012 Central banks’ resources Term deposits 334,500,000 215,000,000 Very short term deposits 336,582,409 414,227,982 Term deposits 281,049,879 318,000,000 Sight deposits 130,220 11,807,596 Credit institutions’ resources in Portugal Credit institutions’ resources abroad Sight deposits Interest payable 67,216 4,921 952,329,724 959,040,499 2,816,233 10,015,126 955,145,957 969,055,625 Information on the periods to maturity of other credit institutions’ resources is set out below: (euros) Sight deposits and overdrafts 2012 2011 197,436 11,812,517 Up to three months 637,132,288 732,227,982 From three months to three years 315,000,000 215,000,000 More than three years - - 952,329,724 959,040,499 “Central banks’ resources”, at 31 December 2013, comprised term deposits with the Bank of Portugal, as collateral for European Central Bank funding. These deposits are collateralised by a pledge on securities with a nominal value of € 554,714,000 and € 441,260,000 at 31 December 2013 and 2012, respectively (Note 19), with interest at the rate fixed by the European Central Bank . 18. OTHER CREDIT INSTITUTIONS’ RESOURCES This account heading comprises the following (euros) 2013 2012 Sight 36,449,766 36,188,076 Term 73,462,844 90,802,680 109,912,610 126,990,756 Value adjustments related to hedged liabilities (Note 10) Interest payable on deposits 85,453 283,980 109,998,063 127,274,736 2,067,441 1,766,953 112,065,504 129,041,689 The following information is provided on deposits, at 31 December 2013 and 2012, in accordance with their respective period to maturity: (euros) 2013 2012 Repayable on demand 36,449,766 36,188,076 Up to three months 58,047,925 76,812,400 Three months to one year 10,953,825 3,750,000 - 5,000,000 One to five years More than five years 4,461,094 5,240,280 109,912,610 126,990,756 CaixaBI: Annual Repor 2013 Deposits 87 19. PROVISIONS AND CONTINGENT LIABILITIES Provisions Information on “Provisions for other risks” movements, in 2013 and 2012, is set out below: 2013 (euros) Balance at 31.12.2012 Net provisions in income Use statement Balance at 31.12.2013 For other risks and liabilities: Guarantees and commitments Other risks 985.749 81.714 (311.385) 756.079 6.851.245 6.500.000 (1.285.048) 12.066.197 7.836.994 6.581.714 (1.596.433) 12.822.276 2012 (euros) Balance at 31.12.2011 Net provisions in income Balance at 31.12.2012 statement For other risks and liabilities: Guarantees and commitments 1,006,100 (20,351) 985,749 Other risks 4,131,483 2,719,762 6,851,245 5,137,583 2,699,411 7,836,994 Provisions for guarantees provided and commitments assumed are calculated on the basis of the estimated losses associated with operations in progress, in accordance with an individual analysis and with parameters computed on a Caixa Geral de Depósitos Group level. Provisions for other risks and liabilities correspond to the Group’s best estimate of amounts to be spent on the resolution of legal and fiscal contingencies and any other losses. The Bank was notified, in December 2012, of a charge brought by the CMVM alleging a violation of its market defence obligation. The Bank exercised its right to a hearing and defence in which it rejected the charge, accordingly not setting up any provision for 2012. The process was closed in 2013, with a fine of € 150,000 levied on the Group, recognised in “Other operating income” (Note 27). Contingent liabilities and commitments Contingent liabilities associated with banking are recognised in off-balance sheet accounts as follows: (euros) 2013 2012 20,072,767 31,629,059 562,084,000 448,630,000 582,156,767 480,259,059 Revocable lines of credit 7,199,968 27,941,814 Securities subscriptions 3,031,679 3,311,679 Potential liability to Investors’ Indemnity System 3,532,036 3,532,036 Contingent liabilities: Guarantees and sureties Asset-backed guarantees Available for sale financial assets (Note 9) Term liabilities to Deposit Guarantee Fund 162,182 162,182 13,925,865 34,947,711 5,205,499,365 5,785,648,237 Liabilities for the provision of services: Deposit and custody of securities Amounts under Bank management 357,546,406 381,351,020 5,563,045,771 6,166,999,257 CaixaBI: Annual Repor 2013 Commitments: 88 The “Assets-backed guarantee” account heading, at 31 December 2013 and 2012, comprises the nominal value of debt securities pledged by the Bank (Note 9), in respect of the following situations (euros) Pledge on securities in the sphere of the “ECB assets pool” (Note 17) 2013 2012 554,714,000 441,260,000 Investors’ Indemnity System (SII) 4,430,000 4,430,000 Caixa Geral de Depósitos, S.A. – Euronext 2,500,000 2,500,000 Deposit Guarantee Fund 440,000 440,000 562,084,000 448,630,000 The object of the Deposit Guarantee Fund is to guarantee customers’ deposits in conformity with the limits defined by the General Credit Institutions Regime. To this effect, regular annual contributions are made to the Fund. Part of the said contributions has been assumed through an irrevocable commitment to realise the respective contributions when requested by the Fund. These amounts are not recognised in costs. The total value of commitments assumed since 1996 totals € 162,182. The balance on the “Amounts under Bank management” account, at 31 December 2013 and 2012, comprises the value of the following venture capital funds managed by Caixa Capital, excluding outstanding capital: (euros) Fund FCR Grupo CGD – Caixa Capital 2013 Value of fund 2012 Net income Value of fund Net income 303,703,865 (24,434,128) 328,137,994 (36,553,459) 40,329,513 (1,996,811) 12,969,120 (1,351,592) FCR Empreender + 8,534,511 (2,364,985) 10,899,496 (2,080,011) FCR Caixa Crescimento 4,978,517 (21,483) - - - - 29,344,410 7,249 FCR Caixa Fundos (Ex - FCR FDR) FCR Mezzanine 357,546,406 381,351,020 At 16 October 2013, the Fundo de Capital de Risco Mezzanine – Caixa Capital (“FCR Mezzanine”) was incorporated into the Fundo de Capital de Risco Desenvolvimento e Reorganização Empresarial, FCR (“FCR FDR”), with a postmerger name change to Fundo de Capital de Risco Caixa Fundos (“FCR Caixa Fundos”). 20. OTHER LIABILITIES This account heading comprises the following: (euros) 2013 2012 Creditors and other resources General government Deduction of tax at source 4,114,793 4,888,804 Social security contributions 230,484 248,998 Value added tax 554,394 196,151 Other Creditors - futures and options operations Deferred interest and dividends 22 25 - 3,833 215,895 215,895 132,620 186,172 Creditors – securities operations Suppliers of leased assets - 4,145 252,899 381,771 1,393,477 1,263,907 6,894,584 7,389,701 Additional remuneration 2,994,000 2,994,000 Holiday and holiday subsidies 1,680,991 855,933 Other suppliers Other Costs payable Other costs payable Pension fund 303,045 263,378 Other 698,650 1,431,289 5,676,686 5,544,600 CaixaBI: Annual Repor 2013 Miscellaneous creditors 89 (euros) 2013 2012 1,049,096 1,344,700 Deferred income Agencying commissions Commissions on guarantees provided and other contingent liabilities 2,722 3,875 1,051,818 1,348,575 43,008,096 34,714,434 1,779,191 10,101,438 Other accruals and deferred income accounts Securities operations pending settlement Lending operations pending settlement Commissions payable - syndicated credit operations Other 384,571 392,908 45,171,858 45,208,780 58,794,946 59,491,656 The balance of the “Creditors - securities operations” account, at 31 December 2013 and 2012, refers to the current accounts of brokerage operations customers. The “Securities operations pending settlement” account, at 31 December 2013 and 2012, comprises the value of securities purchase operations at the end of the year and settled in the first few days of the following year. The “Commissions payable - syndicating of loan operations” account heading, at 31 December 2013 and 2012, comprises amounts charged to customers for the structuring of syndicated loan operations in which CGD Group supplies all or a significant part of the loan with the latter objective of placing it with other credit institutions. As described in Note 2.14, the Bank recognises the part of the commissions received in proportion to the total amount of credit the Group intends to syndicate in this account. 21. SUBSCRIBED CAPITAL Subscribed capital comprises 81,250,000 shares with a nominal value of one euro each. Information on the Bank’s equity structure, at 31 December 2013 and 2012 is set out below: Gerbanca, SGPS, S.A. Other No. shares % 81,018,063 99.71% 231,937 0.29% 81,250,000 100.0% 22. RESERVES, RETAINED EARNINGS AND PROFIT FOR YEAR The composition of the reserves and retained earnings accounts, at 31 December 2013 and 2012, was as follows: (euros) 2013 2012 Debt instruments (5,884,572) (17,985,410) Shares and investment units (Note 9) (3,158,041) (615,972) Other equity instruments (6,503,336) (6,650,066) (15,545,949) (25,251,448) Current tax 948,435 1,404,625 Deferred tax 914,212 4,259,281 (13,683,302) (19,587,542) Legal reserve 47,656,414 46,905,303 Free reserve 126,921,174 98,689,182 Fair value reserves Fiscal effect Other reserves and retained earnings Legal revaluation reserve Retained earnings 4,338,403 4,338,403 50,844,898 52,374,519 CaixaBI: Annual Repor 2013 Unrealised gains 90 (euros) Reserves associated with exchange rate gains/losses 2013 2012 (10,648,397) 252,118 Fiscal effect - deferred tax Profit for period - 66,055 219,112,492 202,625,580 28,155,765 27,540,846 233,584,955 210,578,885 Legal reserve In conformity with Decree Law 298/92 of 31 December, changed by Decree Law 201/2002 of 26 September, the Bank is required to set up a legal reserve fund until equalling its share capital or the sum of free reserves and retained earnings, if higher, annually transferring an amount of not less than 10% of net profits to the reserve. The reserve may only be used to cover accrued losses or share capital increases. The above referred to amount comprises the full amount of the legal reserve registered by the Group. The value of the Bank’s legal reserve, at 31 December 2013 and 2012, totalled € 47,414,192 and € 45,490,613 respectively. Legal revaluation reserve The Bank revalued its fixed assets in 1998, under Decree Law 31/98 of 11 February. The increase of € 4,338,403, in the net value of fixed assets was recognised in the “Revaluation reserves” account in the separate accounts. Revaluation reserves may only be used to cover accrued losses or for share capital increases. Fair value reserves The fair value reserve recognises unrealised capital gains and losses on available for sale financial assets, net of the corresponding fiscal effect. Dividends No dividends were paid in 2012 or 2013. Profit for year Information on the Bank’s consolidated net income, for 2013 and 2012, is set out below: (euros) Bank’s separate net income (statutory accounts) 2013 2012 647,599 19,235,783 3,815,921 3,922,094 Subsidiaries’ contribution to results (statutory accounts): Caixa Capital Caixa Desenvolvimento FCR Energias Renováveis – Caixa Capital CaixaBI Brasil – Serviços de Assessoria Financeira, Ltda. 1,352 (40,574) - (154,835) 77,998 87,365 3,895,271 3,814,050 Cancellation of impairment on the Bank’s separate accounts 12,234,507 - Equity accounting (4,140,227) (1,276,378) Cancellation of dividends paid to the Bank by Caixa Desenvolvimento - (212,670) Cancellation of gain on reduction of capital of Caixa Desenvolvimento - (1,172,467) 14,062,316 (1,393,452) 1,445,399 2,162,316 - 6,376,866 Impact of conversion of separate accounts to IFRS: Impairment on lending Valuation of subsidiaries by Caixa Capital Liquidation of FCR Energias Renováveis Other changes Consolidated net income 10,900 6,798 28,155,765 27,540,846 CaixaBI: Annual Repor 2013 CGD Investimentos 91 According to the accounting policies applicable to the sector, Caixa Capital and the Renewable Energies Venture Capital Fund recognise the valuation of all of their investments in the income statement. In the case of investments classified in “Available for sale financial assets” in the Group’s consolidated accounts these valuations are recognised in the fair value reserve and latterly transferred to income in the case of sale or recognition of impairment. The “Impairment on lending” entry refers to the impact on net income for the period of the difference between the loans provision recognised in the separate accounts, which incorporates the requirements of the Bank of Portugal’s Official Notice 3/95, and the impairment on lending recognised in the consolidated accounts and assessed in accordance with the requirements of IAS 39. 23. NON-CONTROLLING INTERESTS The proportion of losses determined by FCR Energias Renováveis attributable to minority shareholders in 2012 totalled € 873,978. 24. INTEREST AND INCOME AND INTEREST AND SIMILAR CHARGES These accounts are made up as follows: (euros) 2013 2012 Interest on loans and advances to credit institutions in Portugal 437,123 664,112 Interest on investments in credit institutions abroad 221,919 761,474 Interest on domestic credit 9,200,782 12,749,045 Interest on foreign credit 4,204,282 7,998,476 Interest and similar income: Interest on financial assets held for trading: Securities Derivative instruments – swaps Interest rate guarantee contracts 369,587 2,759,369 202,580,191 248,925,785 556,812 558,079 Interest on other financial assets at fair value through profit or loss Securities Interest on available for sale financial assets Interest on hedge derivatives 138,400 276,023 17,091,553 20,163,209 248,646 328,632 4,759 49,734 Interest on debtors and other investments Debtors Shareholders’ loans Interest on cash balances Other interest Commissions received associated with amortised cost - - 10,274 19,967 204,489 159,302 235,268,817 295,413,207 448,087 480,649 235,716,904 295,893,856 Interest and similar costs: General government Other resident entities Other non-resident entities - 21,991 1,419,813 2,063,770 2,625 - 1,422,438 2,085,761 Interest on central banks’ resources 1,948,204 2,282,121 Interest on credit institutions’ resources in Portugal 7,034,689 16,636,136 658 5,265 199,052,740 245,952,654 553,413 653,202 Interest on credit institutions’ resources abroad Interest on financial liabilities held for trading Swaps Interest on hedge derivatives Other interest and similar costs 33,660 113,138 208,623,364 265,642,516 210,045,802 267,728,277 CaixaBI: Annual Repor 2013 Interest on deposits 92 25. INCOME AND COSTS FROM SERVICES AND COMMISSIONS These accounts are made up as follows: (euros) 2013 2012 11,305,678 16,980,712 7,112,212 8,331,317 Income from services and commissions For services provided Organisation of operations Management of venture capital funds (Caixa Capital) Deposit and custody of securities Other For operations on behalf of third parties For guarantees provided For commitments to third parties Other 463,568 516,993 21,216,747 16,897,989 137,939 157,085 6,510,088 4,352,626 46,903 109,825 10,524,176 25,072,385 57,317,311 72,418,932 32,817 1,685,596 2,343,882 1,571,823 Costs of services and commissions For banking services provided by third parties For operations performed by third parties Commissions for operations on financial instruments For guarantees received Other 15,125 48,608 2,490 256,396 583,549 10,305,997 2,977,863 13,868,420 The “Income from services and commissions – other” account for 2013 and 2012, essentially includes financial advisory commissions. In 2012, the “Costs of services and commissions – for banking services provided by third parties” account included € 1,635,414 relating to commissions to be passed on to other credit institutions in future syndications in accordance with the policy described in Note 2.14. 26. INCOME FROM FINANCIAL OPERATIONS These accounts are made up as follows: (euros) 2013 2012 145,511 147,040 (49,561) - Foreign exchange income Revaluation of foreign exchange position Income from the disposal of loans and advances to customers Loans and advances to customers (Note 11) income from assets and liabilities held for trading Equity instruments Debt instruments 489,752 (122,208) 1,154,409 17,001,281 Derivatives Futures Interest rate swaps Options Interest rate guarantee contracts (474,965) (511,207) 21,974,269 (20,808,346) 64,285 127,979 (9,954,223) (34,530) 13,253,527 (4,347,031) 552,439 (136,909) 552,439 (136,909) 8,451,529 2,217,416 Debt instruments Income from available for sale financial assets Debt instruments Equity instruments - 8,562,421 8,451,529 10,779,837 311,283 63,682 (285,240) (65,359) Income from hedge operations Interest rate swaps Income from other financial operations Value adjustments on hedged assets and liabilities CaixaBI: Annual Repor 2013 Income from other financial assets at fair value through profit or loss 93 (euros) 2013 2012 Other (276) (345) (285,516) (65,704) 22,379,212 6,440,915 Information on income from equity instruments classified as available for sale financial assets, in 2012, is set out below (Note 9): (euros) Income from available for sale financial assets SICAR NovEnergia II 9,015,263 EDP Renováveis, S.A. 52,587 9,067,850 Losses on available for sale financial assets Pinewells, S.A. (360,000) Caixa Geral Finance Limited (145,385) La Seda Barcelona (44) (505,429) 8,562,421 27. OTHER OPERATING INCOME These accounts are made up as follows: (euros) 2013 2012 Other operating income Staff on loan - CGD Group Reimbursement of expenses Provision of miscellaneous services Recovery of overdue interest and credit 366,900 813,984 1,021,010 255,058 495,032 528,587 5,974 - Income from non-financial assets: Other tangible assets Other 161 - 1,196,860 1,727,297 3,085,937 3,324,926 Other operating costs Tax Indirect taxes Stamp duty Charges Tax on road transport 57,610 46 5,025 83,543 284 280 247,948 452,129 310,867 535,998 2,107,539 294,485 Other tax Cancellation of interest on loans and advances to customers for prior years Contributions to Resolution Fund 254,143 - TREM II 131,511 138,243 Staff on loan - CGD Group 112,557 274,108 Donations and subscriptions 28,483 26,432 Contributions to Deposit Guarantee Fund 18,219 17,500 Other Other operating income (net) 334,296 25,709 2,986,748 776,477 3,297,615 1,312,475 (211,678) 2,012,451 The Resolution Fund was created by Decree Law 31-A/2012 of 10 February, which introduced a resolution regime in the General Credit Institutions and Financial Companies Regime approved by Decree Law 298/92 of 31 December. CaixaBI: Annual Repor 2013 Direct taxes 94 The measures provided for in the new regime aim, as the case may be, to recover or prepare the orderly liquidation of credit institutions and certain investment companies in a difficult financial situation, and provide for three intervention stages by the Bank of Portugal, in the form of corrective intervention, provisional administration and resolution. The Resolution Fund’s main mission therefore consists of providing financial support to the application of the resolution mechanisms adopted by the Bank of Portugal. In 2013, the Bank recognised the initial and the periodic contribution to the Resolution Fund of € 62,639 and € 191,504 respectively. 28. EMPLOYEE COSTS (euros) Remuneration paid to the Board of Directors and inspection bodies Remuneration paid to employees 2013 2012 1,131,166 1,008,905 10,827,843 10,144,910 11,959,009 11,153,815 Mandatory social costs: Costs of remuneration 2,321,456 1,974,890 Pension liabilities (Note 2.13) 330,857 278,974 Other mandatory social costs 26,682 99,156 2,678,995 2,353,020 Other employee costs 453,656 448,422 15,091,660 13,955,257 Following the occurrence of legislative changes in 2013, the cost of the preceding year’s holiday subsidies for the amount of € 839,991 was recognised. The average number of staff employed by the Bank and its subsidiaries’ in 2013 and 2012, excluding the Board of Directors and inspection bodies, was 183 and 182, respectively, distributed as follows: 2013 2012 Senior management 85 86 Technical and line management 77 75 Administrative and auxiliary staff 21 21 183 182 2012 2011 29. OTHER ADMINISTRATIVE EXPENSES (euros) Specialised services 4,666,738 4,157,317 Communications 468,642 480,865 Travel and expenses 820,970 820,204 Rents and leases 905,105 924,623 1,053,129 976,121 Advertising and publications 414,840 416,060 Water, power and fuel 142,782 153,683 Consumables 98,541 94,604 Publications 55,043 60,036 Staff training 53,578 75,950 Insurance 23,401 41,372 218,192 162,789 Maintenance and repair Other third party services Other third party supplies 42,731 55,892 8,963,692 8,419,516 CaixaBI: Annual Repor 2013 This account heading comprises the following: 95 Information on the minimum payments of operational leases on transport and IT equipment, at 31 December 2013 and 2012, is set out below: (euros) 2012 2011 Up to 1 year 622,215 645,977 From 1 to 5 years 531,200 760,825 30. IMPAIRMENT Information on impairment movements, in 2013 and 2012, is set out below: 2013 (euros) Investments in credit institutions (Note 7) Balance at Net provisions in 31.12.2012 income statement Exchange rate Use Transfers gains/losses Balance at Other 31.12.2013 115,800 - - - (115,800) - - Loans and advances to customers (Note 11) 81,102,669 17,365,136 (12,100) - 9,572,293 - 108,027,998 Debtors and other investments (Note 16) 16,232,287 15,403,163 (917,797) - (847,246) - 29,870,406 Available for sale assets (Note 9) Equity instruments 1,897,215 - - (82,129) - - 1,815,087 99,347,971 32,768,299 (929,897) (82,129) 8,609,247 - 139,713,491 2012 (euros) Investments in credit institutions (Note 7) Balance at Net provisions in 31.12.2011 income statement Exchange rate Use Transfers gains/losses Balance at Other 31.12.2012 120,600 - - - (4,800) - 115,800 68,180,997 18,030,216 (5,728,236) - 619,692 - 81,102,669 8,532,316 9,867,529 - - (614,892) (1,552,665) 16,232,287 Debt instruments 3,961,150 (29,750) (3,931,400) - - - - Equity instruments 3,524,528 1 (1,589,923) (37,390) - - 1,897,215 84,319,590 27,867,995 (11,249,560) (37,390) - (1,552,665) 99,347,971 Loans and advances to customers (Note 11) Debtors and other investments (Note 16) Available for sale assets (Note 9) 31. RELATED ENTITIES All companies controlled by CGD Group, associated companies and management bodies are considered to be entities related with the Bank. Balances with Group companies The principal balances with Caixa Geral de Depósitos Group companies not included in the consolidation perimeter, at 31 December 2013 and 2012, were as follows: (euros) 2013 2012 995,746 2,552,031 26,773 295,594 671 142 Caixa Geral de Depósitos, S.A. 13,886,994 50,682,458 Banco Caixa Geral – Brasil S. A. 1,715,283 2,017,524 - 52,657 Loans to credit institutions repayable on demand Caixa Geral de Depósitos, S.A. Banco Caixa Geral, S.A. Banco Caixa Geral – Brasil S. A. Investments in credit institutions Financial assets held for trading Caixa Geral de Depósitos, S.A. of which securities CaixaBI: Annual Repor 2013 Assets 96 (euros) of which trading derivatives 2013 2012 45,171,548 44,972,416 Locarent 300,736 2,561,893 BNU Macau 284,183 - 5,881,650 5,734,920 - 3,306,633 1,185,156 4,102,839 Available for sale financial assets Caixa Geral Finance Limited CGD Finance Limited Caixa Geral de Depósitos, S.A. Loans and advances to customers Caixa Seguros, SGPS, S.A. - 172,200 155,710 175,334 BCI Moçambique, S.A. 6,573 6,871 Sogrupo IV – Gestão de Imóveis, ACE 1,551 - 1,714,442 1,904,781 75,260 352,885 151,826 154,703 66,434 89,746 Mesquita ETVIA - 42,942 Sogrupo IV – Gestão de Imóveis, ACE - 11,972 Sogrupo – Serviços Administrativos, ACE - 3,787 Caixagest – Técnicas de Gestão de Fundos, S.A. - 1,768 Fundo de Desenvolvimento e Reorganização Empresarial, FCR - 1,688 540,162,466 835,664,064 934,851 1,424,476 315,233,380 473,512,061 - 11,682,740 122,271 122,271 Caixa Geral de Depósitos, S.A. Other assets FCR Grupo CGD – Caixa Capital Caixa Geral de Depósitos, S.A. FCR Caixa Fundos – Caixa Capital FCR Empreender Mais Liabilities Financial liabilities held for trading - derivatives Caixa Geral de Depósitos, S.A. Hedge derivatives with negative fair value Caixa Geral de Depósitos, S.A. Other credit institutions’ resources Caixa Geral de Depósitos, S.A. CREDIP – Instituição Financeira de Crédito, S.A. Caixa Leasing e Factoring – Instituição Financeira de Crédito, S.A. Customer resources FCR Caixa Fundos – Caixa Capital 27,141,438 23,163,919 Parcaixa SGPS, S.A. - 4,678,820 Mesquita ETVIA - 1,171,479 1,822,927 3,769,387 FCR Empreender Mais Caixa Seguros, SGPS, S.A. FCR Grupo CGD – Caixa Capital Locarent 325,707 311,396 24,134,997 36,017,661 1 1 - 620,543 44,749 33,574 Other liabilities Banco Caixa Geral – Brasil S. A. Caixa Geral de Depósitos, S.A. Caixa Leasing e Factoring – Instituição Financeira de Crédito, S.A. CGD Investimentos C.V.C Soc. Gest. Fundo Pensões CGD Fundo Caixa Crescimento - 3,370 357,008 260,121 2,805 - 29 - The principal balances in Caixa Geral de Depósitos, S.A.’s income statement for Group companies not included in the consolidation perimeter, at 2013 and 2012, are set out below: (euros) 2013 2012 (138,036,823) (120,082,430) 31,751,267 65,939,002 Net interest income Caixa Geral de Depósitos, S.A. - of which: on financial assets held for trading - of which: on available for sale financial assets 82,041 109,915 - of which: hedge derivatives 31,432 (460,603) (370,496) (451,461) - 120,942 FCR Grupo CGD – Caixa Capital CGD Finance Limited CaixaBI: Annual Repor 2013 Transactions with Group companies 97 (euros) Caixa Leasing e Factoring – Instituição Financeira de Crédito, S.A. 2013 2012 (14) (68) Banco Caixa Geral, S.A. 7 (68) CREDIP – Instituição Financeira de Crédito, S.A. - (2,417) Parcaixa SGPS, SA Locarent FCR Empreender Mais FCR Caixa Fundos – Caixa Capital Mesquita ETVIA (72,437) (100,508) 2,109,191 2,114,343 (34,067) (43,793) (300,423) (482,352) - (43,276) Banco Caixa Geral – Brasil S.A. 151,316 173,394 BNU Macau 129,166 - - 194,410 5,403,742 5,920,766 314,574 326,758 Income from equity instruments Caixa Geral Finance Limited Commissions (net) FCR Grupo CGD – Caixa Capital FCR Empreender Mais FCR Caixa Fundos – Caixa Capital 1,355,359 604,334 Caixa Geral de Depósitos, S.A. 2,043,857 2,102,496 Caixa Seguros, SGPS, S.A. 1,434,420 275,000 CREDIP – Instituição Financeira de Crédito, S.A. Parcaixa SGPS, SA Banco Caixa Geral – Brasil, SA Banco Caixa Geral, S.A. Mesquita ETVIA CGD Investimentos C,V.C Fundo de Desenvolvimento e Reorganização Empresarial, FCR Fundo Caixa Crescimento - 80 194,787 210,540 - (594,700) (183) (4,909) - 2,867 (951,864) (260,121) - 1,500,000 38,091 - 285,136,062 (184,446,254) 284,391,437 (184,344,952) 478,611 116,769 (1,761,286) 471,829 266,013 - Income from financial operations Caixa Geral de Depósitos, S.A. - of which on financial assets held for trading - of which on hedge derivatives Locarent BNU Macau Other operating income Caixa Geral de Depósitos, S.A. 99,813 234,626 147,886 143,665 - 66,691 8,850 19,830 - 30,975 (14,814) - Caixa Geral de Depósitos, S.A. (94,981) (108,417) Banco Caixa Geral, S.A. (52,147) (53,598) Culturgest - Gestão de Espaços Culturais (10,000) (10,000) (519,317) (539,727) Sogrupo IV – Gestão de Imóveis, ACE Sogrupo – Serviços Administrativos, ACE Caixagest – Técnicas de Gestão de Fundos, S.A. Mesquita ETVIA Soc. Gest. Fundo Pensões CGD Other administrative expenditure Locarent The Bank also had guarantees of € 7,127,030 provided to Caixa Geral de Depósitos at 31 December 2013 and 2012. Transactions with related entities are generally made on the basis of market values on the respective dates. Bank’s management bodies amount € 16,488 in respect of contributions to the pension fund, as described in Note 2.13 (€ 949,375 and € 16,432 respectively in 2012). No bonuses were paid to Board Members in 2013 or 2012. Three Board Members had a mortgage lending agreement with the Bank for a global amount of € 307,297 (€ 246,216 in 2012 for two Board Members), under standard lending conditions applicable to Bank employees, which were taken out prior to their appointments as Board Members. The Bank has no additional liability or granted any long term benefit to the Board of Directors, other than those referred to above. CaixaBI: Annual Repor 2013 The costs incurred on the remuneration of the Bank’s Board of Directors, in 2013, totalled € 1,055,218 of which 98 Information on the amounts paid to the Members of Boards of Directors and inspection bodies, in 2013, is set out in the management report. Information on the fees charged by the statutory auditors, in 2013, is set out in the management report. 32. FINANCIAL INSTRUMENTS Management policies on financial risks pertaining to the Group’s activity CGD Group adopted a centralised risk management model, in 2001. This encompasses the assessment and control of all of the Group’s credit, market and liquidity risks, based on the principle of the segregation of functions between commercial and risk areas. Risk management and control for the CaixaBI Group are, accordingly, centralised by CGD’s Risk Management Division. The Bank also has risk management regulations defining the limits and operating procedures on the management of various risks. The following disclosures on the principal types of risks pertaining to the Group’s activity are required under IFRS 7. Exchange rate risk Foreign exchange risk is controlled and assessed on a daily individual basis for Caixa – Banco de Investimento, S.A.’s operations. VaR amounts and limits are calculated on total open and currency positions. Financial instruments were broken down into the following currencies, at 31 December 2013 and 2012: 2013 (Currency) Euros USD Sterling Real Other Total Assets Cash and claims on central banks 1,239,552 - - - - Claims on other credit institutions 2,034,953 - 10,506 671 201,372 1,239,552 2,247,502 Investments in credit institutions 13,886,994 - - 1,715,283 - 15,602,277 Securities and derivatives portfolio: Financial assets at fair value through profit or loss Securities Derivatives (notional) Derivatives (book value) Available for sale financial assets Hedge derivatives (notional) Loans and advances to customers Other assets 13,421,620 1,226,882 329,855 - 518,500 15,496,856 7,472,322,725 536,674,971 - - - 8,008,997,696 480,053,545 41,066,121 - - - 521,119,665 674,998,841 8,817,583 - - - 683,816,424 12,951,207 - - - - 12,951,207 695,342,161 76,136 101,707 - - 695,520,004 72,078,253 57,860,394 22,454 - 65,974 130,027,075 (137,898,404) - - - - (137,898,404) 9,300,431,447 645,722,087 464,522 1,715,954 785,845 9,949,119,855 Credit institutions’ and central banks’ resources (905,446,049) (48,649,708) (659,868) - (390,333) (955,145,957) Customer resources and other loans (110,494,766) (1,570,738) - - - (112,065,504) - - - - - - (7,472,322,725) (536,674,971) - - - (8,008,997,696) Provisions and impairment Financial liabilities at fair value through profit or loss Derivatives (notional) Derivatives (book value) (506,011,091) (39,064,754) - - - (545,075,845) Hedge derivatives (notional) (12,951,207) - - - - (12,951,207) Other liabilities (38,829,678) (19,809,288) (151,631) (4,350) - (58,794,946) (9,046,055,515) (645,769,458) (811,498) (4,350) (390,333) (9,693,031,155) (47,371) (346,976) 1,711,604 395,512 1,712,769 Net exposure 2012 (Currency) Assets Euros USD Sterling Real Other Total CaixaBI: Annual Repor 2013 Liabilities 99 2012 (Currency) Euros USD Sterling Real Other Total Cash and claims on central banks 14,541,856 - - - - Claims on other credit institutions 3,525,103 19,365 89,593 142 119,497 14,541,856 3,753,700 Investments in credit institutions 50,682,458 - - 2,017,524 - 52,699,982 Securities and derivatives portfolio: Financial assets at fair value through profit or loss Securities Derivatives (notional) Derivatives (book value) Available for sale financial assets Hedge derivatives (notional) Loans and advances to customers Other assets 7,967,194 1,705,320 - - - 9,672,513 9,331,839,114 522,292,028 - - - 9,854,131,142 783,127,431 76,724,149 - - - 859,851,580 608,658,946 10,549,442 - - - 619,208,389 13,964,216 - - - - 13,964,216 727,711,574 37,875 - - - 727,749,449 64,910,240 21,559,225 38,033 365 87,263 86,595,126 (97,450,755) - - - - (97,450,755) 11,509,477,376 632,887,404 127,626 2,018,031 206,760 12,144,717,197 Credit institutions’ and central banks’ resources (950,824,983) (18,230,642) - - - (969,055,625) Customer resources and other loans (127,399,929) (1,641,760) - - - (129,041,689) - - - - - - (9,331,839,114) (522,292,028) - - - (9,854,131,142) Provisions and impairment Liabilities Financial liabilities at fair value through profit or loss Derivatives (notional) Derivatives (book value) (825,106,464) (74,680,168) - - - (899,786,632) Hedge derivatives (notional) (13,964,216) - - - - (13,964,216) Other liabilities (42,441,256) (17,058,817) - 8,418 - (59,491,656) (11,291,575,962) (633,903,416) - 8,418 - (11,925,470,960) (1,016,012) 127,626 2,026,449 206,760 1,344,823 Net exposure The amounts relating to derivatives in the above tables reflect the notional amount on interest rate swaps. Liquidity risk Liquidity risk comprises the Group’s risk of facing difficulties in securing funds to meet its commitments. An example of liquidity risk may be the Bank’s incapacity to dispose of a financial asset quickly at close to its fair value. The analysis of the Group’s liquidity is part of the consolidated liquidity analysis of CGD Group’s Asset-Liability Committee (ALCO). The Bank has an irrevocable line of credit from CGD, for liquidity requirements of up to one year. CGD Group policies, on the other hand, do not advise direct access to the capital market for securing medium and long term funding. Group CGD assumes the responsibility of securing funding on a consolidated basis and CGD has a global commitment to manage and eventual cover liquidity gaps of its various subsidiaries. Under IFRS 7, the full amount of non-discounted contractual cash flows for the various time bands, based on the following premises, is set out below: Customers’ sight deposits are recognised in the “Customer resources and other loans” account in “Repayable on Sight overdrafts are recognised in the “Loans and advances to customers” accounts in “Repayable on demand”; The “Other” column comprises amounts already received or paid which are being deferred; The amount for derivatives set out in this table comprises their book value; Shares and customers’ overdue credit have been classified for undetermined periods; For operations whose income is not fixed such as on operations indexed to Euribor, the future cash flows have been estimated at the reference value at 31 December 2013 and 2012. CaixaBI: Annual Repor 2013 demand”; 100 2013 Contractual periods to maturity (euros) Repayable on Up to 3 demand months From 3 months to 1 year From 1 to 3 From 3 to 5 More than 5 years years years Undetermined Other Total Assets Cash and claims on 1,239,552 - - - - - - - 1,239,552 2,247,502 - - - - - - - 2,247,502 - 15,652,720 - - - - - - 15,652,720 - 4,552 101,056 5,868,013 0 3 150,000 - 6,123,624 - 39,268,269 286,998,381 183,933,962 37,258,127 166,088,565 64,619,863 - 778,167,168 - - - - - - - - - Securities - 12,978 21,901 403,140 18,701 1,226,245 8,668,230 - 10,351,195 Derivatives - - 6,578,623 22,618,107 21,949,408 469,973,528 - - 521,119,665 1,749,923 31,285,324 90,527,227 162,762,960 176,099,624 338,151,957 45,458,969 (2,628,744) 843,407,241 - - 1,723,737 - - - - - 1,723,737 central Banks Claims on other credit institutions Investments in credit institutions Derivatives portfolio: Other financial assets at fair value through profit or loss Available for financial assets sale (gross balances) Financial assets held for trading Loans and advances to customers (gross balances) Hedge derivatives with a positive revaluation Other assets 122,931,086 - - - - - 6,676,905 419,084 128,168,063 86,223,843 385,950,926 375,586,181 235,325,860 975,440,299 125,573,967 (2,209,661) 130,027,075 197,435 637,373,604 101,808,778 218,708,924 - - - - 958,088,741 36,449,766 58,156,003 12,819,120 - - 6,182,336 - - 113,607,226 2,310,059,47 9 Liabilities central banks’ resources Customer resources and other loans Financial liabilities held for trading Derivatives Hedge derivatives with a negative revaluation Other liabilities Liquidity gap - - - - - - - - - - 249 6,545,176 26,654,719 31,446,791 480,428,910 - - 545,075,845 - - - 934,851 - - - - 934,851 43,143,415 8,140,159 6,459,554 - - - - 1,051,818 79,790,617 703,670,014 127,632,628 246,298,493 31,446,791 486,611,246 - 1,051,818 48,377,446 (617,446,171) 258,318,298 129,287,688 203,879,069 488,829,052 125,573,967 (3,261,478) 58,794,946 1,676,501,60 8 633,557,871 CaixaBI: Annual Repor 2013 Credit institutions’ and 101 2012 Contractual periods to maturity (euros) Repayable on Up to 3 demand months From 3 months to 1 year From 1 to 3 From 3 to 5 More than 5 years years years Undetermined Other Total Assets Cash and claims on central banks Claims on other credit institutions Investments in credit institutions Securities 14,542,965 - - - - - - - 14,542,965 3,753,700 - - - - - - - 3,753,700 - 52,769,243 - - - - - - 52,769,243 - 16,022 136,647 2,773,290 5,088,776 2 - - 8,014,736 - 64,055,271 216,348,230 116,777,246 24,382,585 246,173,679 66,296,911 - 734,033,921 and derivatives portfolio: Other financial assets at fair value through profit or loss Available for financial assets sale (gross balances) Financial assets held for trading Securities - 87,403 729,416 3,662,834 1,648,856 5,077,784 309,982 - 11,516,273 Derivatives - 2,842,213 10,082,345 37,653,493 41,914,415 767,359,115 - - 859,851,580 2,378,985 43,935,965 102,170,409 186,797,786 111,251,496 322,258,892 39,830,202 (2,255,072) 806,368,663 Loans and advances to customers Hedge derivatives with a positive revaluation Other assets - - - 1,651,219 - - - - 1,651,219 79,664,273 - - - - - 6,458,254 472,599 86,595,126 100,339,923 163,706,117 329,467,046 349,315,867 184,286,128 112,895,348 (1,782,473) 11,812,516 741,435,518 - 220,326,528 - - - - 973,574,562 36,020,084 77,166,405 3,890,677 7,023,480 - 7,255,790 - - 131,356,435 - 2,825,208 10,622,107 40,520,915 44,636,437 801,181,964 - - 899,786,632 - - - - 1,424,476 - - - 1,424,476 34,909,158 11,751,067 11,482,855 - - - - 1,348,576 82,741,759 833,178,198 25,995,639 267,870,923 46,060,913 808,437,754 - 1,348,576 17,598,165 (669,472,081) 303,471,407 81,444,944 138,225,215 532,431,717 112,895,348 (3,131,048) 1,340,869,47 1 2,579,097,42 8 Liabilities Credit institutions’ and central banks’ resources Customer resources and other loans Financial liabilities held for trading Derivatives Hedge derivatives with a negative revaluation Other liabilities Liquidity gap 59,491,656 2,065,633,76 0 513,463,667 As already referred to, the Bank has an irrevocable line of credit from CGD, permitting the adequate management of liquidity gaps of up to one year. Interest rate risk Interest rate risk comprises the fair value or cash flow risk associated with a specific financial instrument, if changed CaixaBI: Annual Repor 2013 on the basis of changes in market interest rates. 102 The following is a summary of the type of exposure to interest rate risk, at 31 December 2013 and 2012: 2013 (euros) Not subject to Fixed rate interest rate Variable rate Total Assets Claims on other credit institutions - - 2,247,502 2,247,502 Investments in credit institutions - - 15,602,277 15,602,277 Financial assets held for trading Securities 8,668,230 1,594,891 - 10,263,121 - 3,919,983,443 4,089,014,253 8,008,997,696 150,000 - 5,083,735 5,233,735 - 5,000,000 7,951,207 12,951,207 Available for sale financial assets 64,619,863 565,012,475 54,184,086 683,816,424 Loans and advances to customers 42,830,225 8,898,714 643,791,065 695,520,004 130,027,075 - - 130,027,075 246,295,393 4,500,489,524 4,817,874,125 9,564,659,042 Derivatives Other financial assets at fair value through profit or loss Hedge derivatives Other assets Liabilities Financial liabilities held for trading - 3,914,543,744 4,094,453,952 8,008,997,696 Credit institutions’ and central banks’ resources Derivatives - 197,435 954,948,522 955,145,957 Customer resources and other loans - 48,011,190 64,054,314 112,065,504 Hedge derivatives - 7,951,207 5,000,000 12,951,207 58,794,946 - - 58,794,946 58,794,946 3,970,703,577 5,118,456,788 9,147,955,310 187,500,447 529,785,947 (300,582,663) 416,703,732 Other liabilities Net exposure 2012 (euros) Not subject to Fixed rate interest rate Variable rate Total Assets Claims on other credit institutions - - 3,753,700 3,753,700 Investments in credit institutions - - 52,699,982 52,699,982 Financial assets held for trading Securities Derivatives 309,982 9,362,532 - 9,672,513 - 4,833,900,982 5,020,230,160 9,854,131,142 Other financial assets at fair value through profit or loss - 2 5,896,814 5,896,816 Hedge derivatives - 5,000,000 8,964,216 13,964,216 Available for sale financial assets 66,296,911 470,183,519 82,727,959 619,208,389 Loans and advances to customers 37,575,130 10,410,192 679,764,126 727,749,449 Other assets 86,595,126 - - 86,595,126 190,777,149 5,328,857,227 5,854,036,955 11,373,671,331 Liabilities - 4,862,053,852 4,992,077,289 9,854,131,142 Credit institutions’ and central banks’ resources Derivatives - 11,812,516 957,243,109 969,055,625 Customer resources and other loans - 48,156,569 80,885,120 129,041,689 Hedge derivatives - 8,964,216 5,000,000 13,964,216 59,491,656 - - 59,491,656 59,491,656 4,930,987,154 6,035,205,518 11,025,684,327 131,285,493 397,870,074 (181,168,563) 347,987,004 Other liabilities Net exposure CaixaBI: Annual Repor 2013 Financial liabilities held for trading 103 Exposure to interest rate risk, at 31 December 2013 and 2012, can be broken down into the following maturity periods: 2013 Periods to repricing rate date / Contractual period to maturity Repayable on (euros) demand From 3 Up to 3 From 1 to 3 months to 1 months From 3 to 5 years year More than 5 years Undetermined years Other Total Assets Claims on other credit institutions Investments in credit institutions Financial assets held for trading 2,247,502 - - - - - - - 2,247,502 - 15,602,277 - - - - - - 15,602,277 - - - - - - - - - Securities - - 8,130 374,814 - 1,211,947 8,668,230 - 10,263,121 Derivatives - 969,986,397 3,317,172,521 299,030,864 192,522,670 3,230,285,244 - - 8,008,997,696 - 354,100 4,729,636 - - - 150,000 - 5,233,735 Other financial assets at fair value through profit or loss Hedge derivatives Available for sale financial assets Loans and advances to customers Other assets - - 12,951,207 - - - - - 12,951,207 - 82,024,256 279,166,233 118,998,596 15,819,471 123,188,005 64,619,863 - 683,816,424 695,520,004 1,749,923 233,395,063 386,784,882 8,898,714 18,500,422 3,360,774 45,458,969 (2,628,744) 122,931,086 - - - - - 6,676,905 419,084 130,027,075 126,928,511 1,301,362,093 4,000,812,609 427,302,988 226,842,563 3,358,045,970 125,573,967 (2,209,661) 9,564,659,042 - 979,587,504 3,313,672,521 301,660,409 173,447,638 3,240,629,624 - - 8,008,997,696 197,435 637,277,081 100,272,556 217,398,886 - - - - 955,145,957 36,449,766 58,094,970 12,693,902 - - 4,826,865 - - 112,065,504 - - 5,000,000 7,951,207 - - - - 12,951,207 43,143,415 8,497,167 6,102,546 - - - - 1,051,818 58,794,946 79,790,617 1,683,456,722 3,437,741,525 527,010,502 173,447,638 3,245,456,489 - 1,051,818 9,147,955,310 47,137,894 (382,094,628) 563,071,084 (99,707,514) 53,394,925 112,589,482 125,573,967 (3,261,478) 416,703,732 Liabilities Financial liabilities held for trading Derivatives Credit institutions’ and central banks’ Customer resources and other loans Hedge derivatives Other liabilities Net exposure CaixaBI: Annual Repor 2013 resources 104 2012 Periods to repricing rate date / Contractual period to maturity (euros) Repayable on Up to 3 demand months From 3 months to 1 year From 1 to 3 From 3 to 5 More than 5 years years years Undetermined Other Total Assets Claims on other credit institutions Investments in credit institutions Financial assets held 3,753,700 - - - - - - - 3,753,700 - 52,699,982 - - - - - - 52,699,982 - - - - - - - - - Securities - - 522,088 3,059,188 1,309,445 4,471,811 309,982 - 9,672,513 Derivatives - 2,053,083,131 3,145,796,862 664,437,476 479,836,371 3,510,977,302 - - 9,854,131,142 - 1,266,509 4,630,307 - - - - - 5,896,816 for trading Other financial assets at fair value through profit or loss Hedge derivatives Available for sale financial assets Loans and advances to customers Other assets - - 8,964,216 5,000,000 - - - - 13,964,216 - 113,779,577 203,792,149 45,530,028 5,067,448 184,742,276 66,296,911 - 619,208,389 2,378,985 316,949,660 360,435,481 - 10,410,192 - 39,830,202 (2,255,072) 727,749,449 79,664,273 - - - - - 6,458,254 472,599 86,595,126 85,796,958 2,537,778,858 3,724,141,103 718,026,692 496,623,456 3,700,191,388 112,895,348 - 2,038,718,559 3,141,962,351 667,552,896 481,817,735 3,524,079,601 - - 9,854,131,142 11,812,516 740,525,605 - 216,717,504 - - - - 969,055,625 36,020,084 77,058,453 3,826,667 6,716,019 - 5,420,466 - - 129,041,689 - - 5,000,000 - 8,964,216 - - - 13,964,216 34,909,158 11,587,067 11,646,855 - - - - 1,348,576 59,491,656 82,741,759 2,867,889,684 3,162,435,872 890,986,419 490,781,951 3,529,500,067 - 1,348,576 11,025,684,327 3,055,200 (330,110,826) 561,705,231 (172,959,727) 5,841,505 170,691,321 112,895,348 (1,782,473) 11,373,671,331 Liabilities Financial liabilities held for trading Derivatives Credit institutions’ and central banks’ resources Customer resources and other loans Hedge derivatives Other liabilities Net exposure (3,131,048) 347,987,004 The contents of the tables above were based on the following premises the book value of fixed-rate instruments was classified in accordance with their respective period to maturity; the book value of variable-rate instruments (e.g. indexed to Euribor) was classified in accordance with the respective maturity until the next refixing of the rate; the book value of instruments not subject to interest rate risk (e.g. shares) was included in the "Undetermined" column; the book value included in the “Other” column comprises amounts which have already been received or paid information is provided on notional purchase amounts (as assets) and sales (as liabilities) on interest rate swaps; overdue loans to customers are not considered to be subject to interest rate risk, and; customers’ sight deposits, when no interest is paid, are considered as fixed-rate and classified as “Repayable on demand”. Credit risk Credit risk comprises financial losses on the defaults of counterparties who have entered into agreements on financial instruments. CaixaBI: Annual Repor 2013 which are being deferred; 105 Maximum exposure to credit risk The following is a summary of the maximum exposure to credit risk, by type of financial instrument, at 31 December 2013 and 2012: (euros) Type of financial instrument 2013 2012 Book value Provisions/ Book value Book value Provisions/ Book value (gross) Impairment (net) (gross) Impairment (net) Balance sheet items: Claims on other credit institutions 2,247,502 - 2,247,502 3,753,700 - 3,753,700 Investments in credit institutions 15,602,277 - 15,602,277 52,699,982 115,800 52,584,182 Financial assets at fair value through profit or loss 527,798,292 - 527,798,292 875,110,928 - 875,110,928 Available for sale financial assets 619,196,561 - 619,196,561 552,911,478 - 552,911,478 Loans and advances to customers 695,520,004 108,027,998 587,492,006 727,749,449 81,102,669 646,646,780 1,723,737 - 1,723,737 1,651,219 - 1,651,219 129,607,991 29,870,406 99,737,585 86,122,527 16,232,287 69,890,240 1,991,696,365 137,898,404 1,853,797,961 2,299,999,281 97,450,755 2,202,548,525 Hedge derivatives Other assets (excluding deferred costs) Off-balance sheet: Guarantees provided 20,072,767 756,079 19,316,687 31,629,059 985,750 30,643,309 2,011,769,132 138,654,484 1,873,114,648 2,331,628,340 98,436,505 2,233,191,835 Credit quality of financial assets The Bank does not have an internal rating system. The main procedures in force in terms of the approval and monitoring of credit operations designed to ensure an adequate risk level for the Bank’s strategy are set out below: The Bank has a Credit Committee, comprising members of the Executive Committee and managers of Divisions with any form of involvement in lending. The Bank’s Credit Committee meets once a week with a minimum of two directors and managers of the Divisions involved in the lending process. The production of commercial proposals for submission to the Credit Committee is the responsibility of structural organs (business/product divisions), which require the risk opinion of CGD’s Risk Management Division in advance. The proposals approved by the Bank’s Credit Committee are recorded in minutes and are signed by all present, for later submission to and the final resolution of CGD’s Credit Committees. Pledges on securities Bank guarantees; State-backed; Mortgage loans for employees; and Personal guarantees. CaixaBI: Annual Repor 2013 A part of credit operations with customers is, inter alia, guaranteed by the following types of collateral: 106 Credit quality of debt securities and derivatives The following table provides information on the book value of portfolio debt securities, net of impairment (excluding matured securities) according to Standard & Poor’s or equivalent rating, by type of guarantor or issuing entity and by the guarantor‘s or issuing entity’s geography, at 31 December 2013 and 2012: 2013 (euros) Rest of Portugal European Union North America Other Total Financial assets held for trading BBB- up to BBB+ BB- up to BB+ Not rated - - - - - 525,678 - - - 525,678 1,069,213 - - - 1,069,213 1,594,891 - - - 1,594,891 1,069,213 - - - 1,069,213 525,678 - - - 525,678 - - - - - 1,594,891 - - - 1,594,891 Issued by: Corporates Governments and other local authorities Financial institutions Financial assets at fair value through profit or loss (Fair Value Option) BB- up to BB+ Not rated - - - - - 4,729,636 - - 354,100 5,083,735 4,729,636 - - 354,100 5,083,735 4,729,635 Issued by: Corporates 4,729,635 - - - Governments and other local authorities - - - - - Financial institutions 1 - - 354,100 354,101 4,729,636 - - 354,100 5,083,735 A+ - 2,460,350 - - 2,460,350 BBB- up to BBB+ - 3,444,603 - 1,284,503 4,729,106 546,849,576 - - - 546,849,576 Available for sale financial assets (net of impairment) BB- up to BB+ Not rated 65,157,529 - - - 65,157,529 612,007,105 5,904,953 - 1,284,503 619,196,561 Issued by: Corporates Governments and other local authorities Financial institutions 64,273,336 3,444,603 - 1,284,503 69,002,442 545,498,627 - - - 545,498,627 2,235,141 2,460,350 - - 4,695,491 612,007,105 5,904,953 - 1,284,503 619,196,561 2012 (euros) Rest of Portugal European Union North America Other Total Financial assets held for trading BBB- up to BBB+ - 3,521,117 - 1,705,314 5,226,431 4,136,101 - - - 4,136,101 - - - - - 4,136,101 3,521,117 - 1,705,314 9,362,532 Corporates 1,706,117 1,501,803 - 1,705,314 4,913,234 Governments and other local authorities 2,377,327 - - - 2,377,327 52,657 2,019,313 - - 2,071,971 4,136,101 3,521,117 - 1,705,314 9,362,532 BB- up to BB+ Not rated Financial institutions Financial assets at fair value through profit or loss (Fair Value Option) BB- up to BB+ Not rated 2 - - - 2 4,630,305 - - 1,266,509 5,896,814 4,630,307 - - 1,266,509 5,896,816 4,630,304 - - - 4,630,304 2 - - - 2 Issued by: Corporates Governments and other local authorities CaixaBI: Annual Repor 2013 Issued by: 107 2012 (euros) Rest of Portugal Financial institutions European Union North America Other Total 1 - - 1,266,509 1,266,510 4,630,307 - - 1,266,509 5,896,816 Available for sale financial assets (net of impairment) BBB - 90,884,042 - - 90,884,042 380,783,964 5,006,367 - - 385,790,330 B+ 9,715,868 - - - 9,715,868 CCC- up to CCC+ 5,355,831 - - 5,355,831 BB- up to BB+ Not rated 59,644,429 1,520,979 - - 61,165,408 455,500,094 97,411,387 - - 552,911,478 64,409,261 9,022,689 - - 73,431,950 369,245,245 79,268,478 - - 448,513,722 21,845,585 9,120,221 - - 30,965,806 455,500,091 97,411,387 - - 552,911,478 Issued by: Corporates Governments and other local authorities Financial institutions Disclosures on exposure to credit risk in derivative operations by counterparty type are set out in Note 10. The Bank, at 31 December 2013 also recognised in “Miscellaneous debtors” an amount of € 27,878,817 relating to interest on derivatives in arrears on which impairment of € 22,998,099 was recognised. The book value recognised in “Financial assets held for trading” relating to the said operations totalled € 15,730,772. The Bank, at 31 December 2012 also recognised in “Miscellaneous debtors” an amount of € 23,466,829 relating to interest and the amount of derivatives in arrears on which impairment of € 8,782,776 was recognised. The book value recognised in “Financial assets held for trading” relating to the said operations totalled € 86,798,374. Credit quality of loans and advances to credit institutions The counterparties with which the Bank had contracted “Loans and advances to credit institutions” at 31 December 2013, comprised CGD Group bodies with an external rating of BB-. Quality of loans and advances to customers Information on non-performing credit operations and/or with separate impairment, at 31 December 2013 and 2012, is set out in the following table: 2013 (euros) Collectively Separately impaired loans impaired loans 2012 Total Collectively Separately impaired loans impaired loans Total Lending to companies Collective analysis Outstanding 422,150,279 218,770,278 640,920,557 538,411,605 136,747,313 - 45,458,970 45,458,970 - 39,830,202 39,830,202 (7,605,563) (100,299,136) (107,904,699) (7,294,924) (73,727,470) (81,022,394) 414,544,716 163,930,112 578,474,828 531,116,681 102,850,046 633,966,726 Outstanding 9,396,566 - 9,396,566 10,025,647 - 10,025,647 Impairment (119,280) - (119,280) (77,398) - (77,398) 9,277,286 - 9,277,286 9,948,249 - 9,948,249 Outstanding 316,593 - 316,593 372,597 - 372,597 Impairment (4,019) - (4,019) (2,876) - (2,876) 312,574 - 312,574 369,721 - 369,721 431,863,438 218,770,278 650,633,716 548,809,849 136,747,313 685,557,162 - 45,458,970 45,458,970 - 39,830,202 39,830,202 (7,728,862) (100,299,136) (108,027,998) (7,375,199) (73,727,470) (81,102,669) 424,134,576 163,930,112 588,064,688 541,434,650 102,850,046 644,284,696 Overdue Impairment 675,158,918 Consumer loans Total outstanding credit Total overdue credit Total impairment Total credit CaixaBI: Annual Repor 2013 Mortgage lending 108 Market risk Market risk comprises the risk of an adverse change in the fair value or the cash flows of financial instruments deriving from changes in market prices, including foreign exchange, interest rate and price risks. Market risk is assessed on the basis of the following methodologies: Value-at-Risk (VaR) on the trading portfolio. This portfolio includes the following elements: securities and derivatives portfolio. Sensitivity analysis on the Bank’s other assets and liabilities recognised in the Bank’s separate financial statements. This sensitivity analysis is calculated on the bases of the premises defined in Bank of Portugal Instruction 19/2005.f The Group does not have quantitative information for the sensitivity analysis on the remaining assets and liabilities of its subsidiaries. Trading portfolio VaR comprises an estimate of the maximum potential loss on a specific assets portfolio, over a specific period with a given confidence level, assuming normal market operation. The calculation methodology used is that of historical simulation, i.e. future events are fully explained by past events, based on the following premises: asset held for: 10 days; confidence level: 99%; price sampling period: 720 calendar days; decay factor = 1, i.e. all observations carry the same weight. For options, the theoretical price is calculated by the use of adequate models and the use of implicit volatility. No calculation for correlations is made, owing to the methodology applied; i.e. the correlations are empirical. The following is a breakdown of VaR, at 31 December 2013 and 2012: (thousand euros) 2013 2012 366 233 28 25 199 19 Market VaR: Interest rate Exchange rate Price Volatility Diversification effect 88 81 (247) (48) 434 310 The diversification effect is calculated implicitly. Total VaR refers to the combined effect of interest rate, price, foreign exchange and volatility risks. point on the yield curves, are calculated for the trading portfolio and treasury positions. Other sensitivity indices commonly applicable to options portfolios, commonly referred to a “Greeks”, are also calculated. Monthly stress tests are also performed. Theoretical backtesting (comparison of the VaR measure with technical results) is performed daily and real backtesting (comparison of the VaR measure with the real results) monthly. The number of exceptions obtained, i.e. the number of times theoretical or real losses exceed VaR, enables the method’s accuracy to be assessed and any necessary adjustments made. CaixaBI: Annual Repor 2013 Bpvs (basis point values), changes in the market value of interest rate positions owing to a parallel shift of 1 basis 109 Non-trading portfolio The sensitivity analysis on the non-trading portfolio was carried out to assess the potential impact on the Bank’s net interest income in 2013 (excluding the other companies within the consolidation perimeter), considering a fall of 50 basis points (bps) in reference interest rates and assuming a parallel shift of the interest rate curve. The Bank’s separate financial assets and liabilities in its financial statements were considered for this purpose, excluding: derivatives; and commercial paper. The principal premises related with the pricing of operations were: variable-rate operations: market rate plus respective contractual spread; new fixed-rate operations: market rate plus respective spread equivalent to the difference between the average rate on live transactions at 31 December 2013 and respective market rate; new variable-rate operations: market rate plus average contractual spread on live transactions at 31 December 2013. Based on the above referred to premises, the potential positive impact of a 50 basis points fall in reference interest rates on projected net interest income for 2013 totals € 232,954 (€ 464,275 at 31 December 2012). In the event of a 50 basis points increase in reference interest rates, the potential negative impact on the net interest income forecast for 2013 totals € 500,058 (€ 264,800 at 31 December 2012). Fair value The Group maintains a significant part of its assets, notably its securities and derivatives portfolio, at fair value through profit or loss, at 31 December 2013. At 31 December 2013 and 2012, the fair value of the outstanding loans and advances portfolio totalled € 618,002,957 and € 669,725,906. The assessment of the fair value of loans and advances was based on discounted cash flow models up to the maturity of the operations. The contractual terms of the operations were taken into consideration for the purpose, and interest rate curves appropriate to the type of instrument were used, including discount spreads calculated on the basis of the implicit spread versus the market curves of the operations contracted in December 2013 and 2012. Reference should be made to the following aspects as regards the principal financial assets and liabilities recognised at cost: Interest is paid on almost all investments in and resources with other credit institutions at indexed rates and short refixing periods; As shown above, in the section on interest rate risk, the payment of interest on almost all customer deposits is indexed to Euribor, with short refixing periods. A long term operation at fixed interest rates has been covered by a hedge derivative for which reason the change in the fair value attributable to the interest rate risk has already been In light of the above, the Bank considers that the book value of its financial assets, net of provisions and its financial liabilities comprises a reliable approximation of their respective fair value. CaixaBI: Annual Repor 2013 recognised in the deposit’s book value (see Note 18). 110 The form of assessing the fair value of financial instruments at 31 December 2013 and 2012 is summarised below: (euros) 2013 Financial instruments at fair value Assets valued at Type of financial instrument Valuation techniques based on: Prices in an active acquisition cost market Market data Total Other Assets Financial assets held for trading - 10,263,121 - 521,119,665 531,382,787 Other financial assets at fair value through profit or loss 150,000 - 4,729,635 354,101 5,233,735 Available for sale financial assets 182,827 597,774,482 15,965,084 69,894,032 683,816,424 - - - 1,723,737 1,723,737 332,827 608,037,603 20,694,718 593,091,535 1,222,156,684 Financial liabilities held for trading - - - 545,075,845 545,075,845 Hedge derivatives - - - 934,851 934,851 - - - 546,010,696 546,010,696 Hedge derivatives Liabilities (euros) 2012 Financial instruments at fair value Assets valued at Type of financial instrument Valuation techniques based on: Prices in an active acquisition cost market Market data Total Other Assets Financial assets held for trading - 9,672,513 859,851,580 - 869,524,094 Other financial assets at fair value through profit or loss - 2 - 5,896,814 5,896,816 182,827 539,045,778 3,455,592 76,524,192 619,208,389 - - 1,651,219 - 1,651,219 182,827 548,718,294 864,958,391 82,421,005 1,496,280,517 Financial liabilities held for trading - - 899,786,632 - 899,786,632 Hedge derivatives - - 1,424,476 - 1,424,476 - - 901,211,108 - 901,211,108 Available for sale financial assets Hedge derivatives Liabilities The contents of the above tables were based on the following premises: Prices on active markets correspond to equity instruments listed on a stock market and to high liquidity bonds (Level 1). The valuation of financial derivatives uses valuation techniques based on market data. However owing to the application in 2013 of a CVA and DVA valuation model, these instruments are valued at Level 3. Portfolio shares valued by indicative bids supplied by non-Group contributors were recognised in “Valuation techniques - market data (Level 2)”. Shares valued by internal CGD Group models are presented in “Valuation techniques – Other (Level 3)”. This column includes: at 31 December 2013 and 2012, € 55,323,442 and € 69,182,793 respectively, relating to fixed or variable-rate bonds issued by financial and non-financial companies, in respect of which there are no active market nor indicative prices supplied by external counterparties. The Bank values these securities using a projected cash flow discount model at market interest rates plus a spread the Bank considers adequate to the issuing entity’s credit risk. Assets valued at their acquisition cost are stable financial investments held by the Bank for which no active market exists. CaixaBI: Annual Repor 2013 111 The values concerning subsidiary companies held under venture capital operations are presented as follows: − Acquisition cost: in the case of acquisitions made in the twelve months preceding the valuation date; − Prices in an active market: for stock market listed companies; and − Other: for other subsidiaries. The following table provides information on the movements occurring, in 2013 and 2012, on securities valued by “Valuation techniques - Others” (Level 3): (euros) 2013 Changes to Balance at Type of financial instrument valuation 31.12.2012 Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Gains recognised in: Acquisitions / disposals method reserve Balance at rate gains 31.12. 2013 Effective 521,119,665 - - - - - 521,119,665 5,896,814 (4,630,304) (1,342,500) - (7,909) 438,000 - 354,101 76,524,192 850,387 (14,175,186) 6,765,073 - 191,275 (261,709) 69,894,032 82,421,005 517,339,748 (15,517,686) 6,765,073 (7,909) 629,275 (261,709) 591,367,798 - 545,075,845 - - - - - 545,075,845 - 545,075,845 - - - - - 545,075,845 (euros) 2012 Balance at 31.12.2011 Financial assets held for trading Gains recognised in: Changes to Acquisitions / valuation disposals method Income for period Fair value reserve Unrealised Exchange Balance at rate gains 31.12.2012 Effective 70,890,370 - (84,550,000) - - 13,659,630 - - 11,286,601 - (5,233,361) - (200,518) 44,091 - 5,896,814 103,390,387 (1,027,951) (36,674,696) 2,145,883 - 8,800,553 (109,985) 76,524,192 185,567,359 (1,027,951) (126,458,057) 2,145,883 (200,518) 22,504,274 (109,985) 82,421,005 Other financial assets at fair value through profit or loss Available for sale financial assets Unrealised Exchange - Financial liabilities held for trading Type of financial instrument Income for period Fair value 33. CAPITAL MANAGEMENT Regarding its capital management, the Bank is supervised by the Bank of Portugal on a separate basis and also on a CGD Group consolidated basis. The solvency ratio on the Bank’s separate financial statements, at 31 December 2013 and 2012, was 15.36% and CaixaBI: Annual Repor 2013 11.16% respectively. 112 (euros) Separate basis 2013 2012 Eligible own funds (Base+Complementary-Deductions) (1) 269,083,669 252,290,164 Basis own funds 262,324,263 245,966,442 81,250,000 81,250,000 Paid up capital (-) Treasury shares Legal, statutory and other reserves - - 135,992,577 116,756,794 Retained earnings from prior years 58,550,496 58,550,496 (-) Intangible assets (3,180,933) (2,455,005) (-) TREM II (125,286) (256,830) (11,657,216) (9,739,090) (-) Deferred tax liabilities reserves resulting from the revaluation of available for sale assets 1,494,625 1,860,077 Complementary own funds 6,759,406 6,323,722 Fixed assets revaluation reserves 4,338,403 4,338,403 Revaluation differences on available for sale assets - positive fair value ( 45% ) 2,421,003 1,985,319 - - Own funds requirements (2) 140,168,046 180,890,628 Credit and counterparty credit risk 100,563,606 140,244,067 (-) Revaluation differences on available for sale assets - negative fair value (gross of tax) Provisions for general credit risks (-) 8% Provisions for general credit risks - part not eligible for own funds Position risks - debt instruments Position risks - equity securities Operational risk – standard method Solvency ratio (316,963) (435,320) 27,169,012 29,380,746 938,062 216,436 11,814,329 11,484,699 15.36% 11.16% Legend: (1) According to Official Notice 6/10 CaixaBI: Annual Repor 2013 (2) According to current legislation: Official Notices 5/07, 8/07, 9/07 113 3. Notes to the separate financial statements 1. INTRODUCTORY NOTE Caixa - Banco de Investimento, S.A. (“Bank”) was formed by a public deed of 12 November 1987, having absorbed all assets and liabilities of the Portuguese branch of Manufacturers Hanover Trust Company, in conformity with the terms of Ministerial Order no. 865-A/87 of 6 November, jointly issued by the Presidency of the Council of Ministers and Ministry of Finance. The Bank is Caixa Geral de Depósitos Group’s specialised investment banking business arm, which includes activities such as debt capital markets, equity capital markets, corporate finance advisory, structured finance, project finance, brokerage and research. The Bank has offices in Lisbon and Porto and a branch in Spain. As referred to in Note 21, the majority of the Bank’s share capital is owned by Caixa Geral de Depósitos Group company Gerbanca, SGPS, S.A. The financial statements at 31 December 2013 were approved by the Board of Directors on 28 February 2014. The Bank’s financial statements, at 31 December 2013, still require the approval of its shareholders’ meeting. The Board of Directors considers, however, that the said financial statements will be approved without significant changes. 2. ACCOUNTING POLICIES The separate financial statements of the Bank’s headquarters have been combined with those of its branch and represent the Bank’s global activities. All balances and trading between the Bank’s headquarters and its branch in this process have been eliminated. Presentation bases The Bank’s financial statements have been prepared on the going concern principle, based on books and accounting records, kept in conformity with the accounting principles set out in the Adjusted Accounting Standards under the terms of Bank of Portugal Official Notice 1/2005 of 21 February and Instructions 9/2005 and 23/2004, in accordance with the competence afforded by no. 3 of Article 115 of the General Credit and Financial Institutions Regime, approved by Decree Law 298/92 of 31 December. The Adjusted Accounting Standards generally correspond to the International Financial Reporting Standards (IFRS), as adopted by the European Union under European Parliament and Council Regulation (EC) 1606/2002 of 19 July, transposed into national legislation by Decree Law 35/2005 of 17 February and Bank of Portugal Official Notice 1/2005 of 21 February. Under the terms of Official Notice 1/2005, however, the following exceptions have an impact on the Bank’s financial statements: i) Valuation criteria on loans and advances to customers and amounts receivable from other debtors (credit and accounts receivable) – credit is recognised at its nominal value and may not be reclassified in other categories and, as such, recognised at fair value; ii) Provisioning of credit and accounts receivable - minimum provisioning levels are defined in accordance with the dispositions of Bank of Portugal Official Notice 3/95, with the changes made by Bank of Portugal Official Notices 8/03 of 30 June and 3/2005 of 21 February (Note 2.3. a)). The regime also includes liabilities comprising acceptances, guarantees and other similar instruments; iii) Tangible assets must be maintained at their acquisition cost and cannot, therefore, be recognised at fair value, as permitted by IAS 16 – Tangible fixed assets. The recognition of legally authorised CaixaBI: Annual Repor 2013 2.1. 114 revaluations is permitted, as an exception, in which case the resulting capital gains are recognised in “Revaluation reserves”. 2.2. Translation of balances and transactions in foreign currency The Bank’s accounts have been prepared in accordance with the currency used in the economic context in which it operates (referred to as “operating currency”), i.e. the euro. Foreign currency transactions are recognised on the basis of the reference rates in force at the transaction date. At each balance sheet date, monetary assets and liabilities denominated in foreign currency are translated into euros on the basis of the foreign exchange rate in force. Non-monetary assets, recognised at fair value, are translated on the basis of the exchange rate in force on the last valuation date. Non-monetary assets, recognised at their historical cost, continue to be recognised at the original exchange rate. Exchange rate gains and losses assessed upon exchange translation are recognised in income for the year, except for differences originated by non-monetary financial instruments, such as shares, which are classified as available for sale and recognised in a specific shareholders’ equity account until disposal. Financial instruments a) Loans and advances to customers and amounts receivable from other debtors As described in Note 2.1, these assets are registered according to the dispositions of Bank of Portugal Official Notice 1/2005. They are therefore registered at their nominal value and the respective proceeds, i.e. interest and commissions, are recognised over the course of the period of the operations by the pro rata temporis method, in the case of operations with residual flows over a period of more than one month. Whenever applicable, commissions and external costs allocated to contracts for operations underpinned by the assets included in this category are also periodised over the course of the loans’ period of application. The provisioning regime is defined in Bank of Portugal Official Notice 3/95 and includes the following: Provision for overdue credit and interest This provision is used to cover the risks on lending with overdue payments of principal or interest. The provisions percentages for overdue credit and interest are increased in proportion to the period having elapsed since their respective maturity and whether they are collateralised. Provision for doubtful loans This provision caters for the risks of outstanding principal on loans to customers with unpaid principal or interest or customers with other unpaid liabilities. Official Notice no. 3/95 provides the following classifications for doubtful loans: − outstanding payments on a single credit operation in which at least one of the following conditions applies to the respective unpaid principal and interest: (i) when exceeding 25% of the unpaid principal, plus accrued interest; CaixaBI: Annual Repor 2013 2.3. 115 (ii) when in default for more than: six months in the case of operations with a maturity of less than five years; twelve months in the case of operations with a maturity of five or more and less than ten years; twenty four months in the case of operations with a maturity of ten years or more. These doubtful loans are provisioned in accordance with the provisioning percentage for overdue credit. − Outstanding credit on a single customer, if the overdue credit and interest on all of the operations in respect of the said customer, plus the outstanding credit described in the preceding sub-paragraph, exceed 25% of the total credit, plus overdue interest. These doubtful debts are provisioned on the basis of 50% of the average percentage of provisions for overdue credit. Provisions for bad and doubtful debts, at 31 December 2013 and 2012, were higher than the minimum amounts defined by the Bank of Portugal. Provision for general credit risks This provision is recognised in liabilities and covers the risks of non payment of loans and other risks, such as the guarantees provided and securities, deriving from the Bank’s activity. The amount of the provision is calculated on the application of the following general percentages on the full amount of the value of unmatured credit, including guarantees and acceptances: − 1.5% on consumer credit and unspecified loans and advances to customers; − 0.5% on mortgage lending on property or property leasing operations, in both cases when the property is for the borrower’s residence; − 1% for other credit. Increases in provisions for general risks ceased to be accepted as a tax deductible cost from 1 January 2003. The effect in the income statement is recognised in the “Provisions net of recoveries and cancellations” account in the income statement. Other financial assets Other financial assets are recognised at fair value at the agreement date, plus the costs directly attributable to the transaction. These assets are initially recognised in one of the following categories defined in IAS 39: i) Financial assets at fair value through profit or loss This category includes: Financial assets held for trading, which essentially include the acquisition of securities with the objective of realising gains on the basis of short term market price fluctuations. This category also includes derivatives, excluding derivatives complying with hedge accounting requirements; and, Financial assets at fair value through profit or loss (“fair value option”). CaixaBI: Annual Repor 2013 b) 116 The use of the “Fair value option” implies the irrevocable recognition, in this category, of financial instruments at the time of initial recognition and is restricted to situations in which the application results in the production of more relevant financial information, i.e.: a) If its application eliminates or significantly reduces an accounting mismatch that would otherwise occur as a result of the inconsistent measurement of assets and liabilities or recognition of gains and losses; b) Groups of financial assets, financial liabilities or both which are managed and assessed on a fair value basis, in accordance with formally documented risk and investment management strategies; and when information on the Group is distributed internally to management bodies. c) It is also possible to classify financial instruments containing one or more embedded derivatives in this category, unless: The embedded derivatives do not significantly modify the cash flows which would, otherwise, be required under the contract; It is evident, with little or no analysis that the implicit derivatives should not be separated out. Financial assets classified in this category are recognised at fair value, whose gains and losses generated by their subsequent valuation are recognised in the income statement in the “Income from assets and liabilities measured at fair value through profit or loss” accounts. Interest is recognised in the appropriate “Interest and similar income” accounts. ii) Loans and accounts receivable These are financial assets with fixed or determinable payments, not listed on an active market and not included in any of the other financial asset categories. This category essentially includes amounts receivable from other financial institutions. These assets are initially recognised at fair value, minus any commissions included in the effective rate, plus all incremental costs directly attributable to the transaction. The assets are subsequently recognised in the balance sheet at their amortised cost minus impairment losses. Interest recognition Interest is recognised on the basis of the effective rate method which enables the amortised cost to be calculated and the interest split over the period of the operations. The effective rate is the rate that, being used to discount the estimated future cash flows associated with the financial instrument, enables its present value to be matched with the value of the financial instrument at the date of initial recognition. This category includes variable-income securities not classified as assets at fair value through profit or loss, including stable financial investments and other financial instruments initially recognised herein and not classifiable in the other categories of the above referred to IAS 39. Available for sale financial assets are measured at fair value, with the exception of equity instruments not listed in an active market and whose fair value cannot be reliably measured, which continue to be recognised at cost. Revaluation gains or losses are recognised directly in shareholders’ equity in the “Fair value reserve”. At the time of sale or if impairment is assessed, the accumulated fair value changes are transferred to income or costs for the year. CaixaBI: Annual Repor 2013 iii) Available for sale financial assets 117 Dividends on equity capital instruments classified in this category are recognised as income in the income statement when the Bank’s right to receive them has been established. Reclassification of financial assets With the entry into force of the amendment to IAS 39 on 13 October 2008, the Bank was in a position to reclassify several of its financial assets classified as financial assets held for trading or available for sale to other financial assets categories. No reclassification to financial assets at fair value through profit or loss are, however, permitted. Fair value As referred to above, financial assets classified in financial assets recognised at fair value through profit or loss and available for sale financial assets are recognised at their fair value. The fair value of a financial instrument comprises the amount at which an asset or financial liability can be sold or liquidated between independent, informed parties, interested in realising the transaction under normal market conditions. The fair value of financial assets is, for most assets, determined by a CGD Group body which is independent from the trading function, based on the following criteria: Closing price at the balance sheet date, for instruments traded on active markets; The following valuation methods and techniques are, inter alia, used for debt instruments not traded on active markets (including unlisted securities or securities with low liquidity levels): i) Bid prices published by financial information services such as Bloomberg and Reuters, including market prices available on recent transactions; ii) Reference bid prices obtained from financial institutions operating as market-makers; iii) Internal valuation models based on market data used to define a price for the financial instrument, reflecting market interest rates and volatility, in addition to liquidity and the credit risk associated with the instrument. c) Financial liabilities Financial liabilities are recognised at the agreement date at their respective fair value, minus the costs directly attributable to the transaction. Liabilities are classified in the following categories: i) Financial liabilities held for trading Financial liabilities held for trading comprise the negative revaluation of derivatives recognised at their fair value. This category includes other credit institutions’ and customers’ resources and liabilities incurred on payments of services. These financial liabilities are valued at their amortised cost. d) Derivatives and hedge accounting The Bank performs derivative operations as part of its activity to provide for its customers’ requirements and reduce its exposure to foreign exchange, interest rate and price fluctuations. CaixaBI: Annual Repor 2013 ii) Other financial liabilities 118 Derivatives are recognised at their fair value at the date of the agreement. They are also recognised in off-balance sheet accounts at their respective notional value. Derivatives are subsequently measured at their respective fair value. Fair value is assessed: On the basis of prices obtained in active markets (e.g. futures trading in organised markets); On the basis of models incorporating valuation techniques accepted in the market, including discounted cash flows and options valuation models. Up to 31 December 2012, derivatives were revalued on the basis of the current value of expected cash flows, discounted at a risk-free interest rate. In addition, the Bank deferred the initial margin obtained for the period of these operations, with specific adjustments having been recognised in the positive valuation of derivatives involving counterparties with added credit risk. During the course of 2013, as a result of the coming into force of IFRS 13 (Note 2.15), the Bank incorporated add-ons to reflect its own credit risk based on a market discount rate it considers to reflect its globally associated risk profile. Simultaneously, the Bank adopted a similar methodology to reflect counterparty credit risk in derivatives with positive fair value, having as a result of this situation, discontinued the procedure of deferring the initial margin. Embedded derivatives Derivatives embedded in other financial instruments are separated from the base agreement and processed autonomously under IAS 39, whenever: The embedded derivative’s economic characteristics and risks are not closely related with the base agreement defined in IAS 39; and The full amount of the combined financial instrument is not recognised at fair value, with fair value changes being reflected in the income statement. Hedge derivatives These derivatives are designed to protect the Bank from exposure to a specific risk attached to its activity. Classification as hedge derivatives and use of the hedge accounting concept, as described below, are subject to compliance with IAS 39 rules. The Bank, at 31 December 2013 and 2012 only used hedges on the changes in the fair value of financial instruments recognised in the balance sheet as “Fair value hedges”. The Bank prepares formal documentation, for all hedge operations, at the beginning of the operation, to include the following aspects: Risk and strategy management objectives associated with the realisation of the hedge operation, in Description of hedged risk(s); Identification and description of hedged and hedge financial instruments; Hedge operation effectiveness appraisal method and respective periodicity. Hedge effectiveness tests are periodically performed and documented, using a comparison between the change in fair value of the hedge instrument and hedged item (part attributable to hedged risk). With the aim of enabling the use of hedge accounting under IAS 39, the ratio should be between a range of 80% and 125%. Prospective effectiveness tests are also performed in order to demonstrate the hedge’s expected future effectiveness. CaixaBI: Annual Repor 2013 accordance with the hedge policies defined by the Bank; 119 Hedge derivatives are recognised at fair value, with the results being assessed daily in income and costs for the year. If the hedge is seen to be effective, the Bank will also recognise the change in fair value of the hedged item, attributable to the hedged risk, in income for the year. The impact of these valuations is recognised in “Income from assets and liabilities measured at fair value through profit or loss”. For derivatives, such as interest rate swaps, with an associated interest component, the periodisation of interest for the period in progress and liquidated flows are recognised in “Interest and similar income” and “Interest and similar costs" in the income statement. Positive and negative revaluations of hedge derivatives are recognised in specific assets and liabilities accounts. Valuations of hedged items are recognised in the accounts in which such assets and liabilities are recognised. Trading derivatives Trading derivatives are all derivatives that are not associated with effective hedge operations under IAS 39, including: Derivatives taken out to hedge assets or liabilities risks recognised at fair value through profit or loss, thus rendering hedge accounting unnecessary; Derivatives taken out to hedge risk which do not comprise effective cover under IAS 39; Derivatives taken out for trading purposes. Trading derivatives are recognised at fair value, with the results being assessed daily and recognised in income and costs for the year. The impact of these assessments is recognised in “Income from assets and liabilities at fair value through profit or loss” accounts. For derivatives, such as interest rate swaps, with an associated interest component, the periodisation of interest for the period in progress and liquidated flows are recognised in “Interest and similar income” and “Interest and similar costs" in the income statement. Positive and negative revaluations are recognised in “Financial assets at fair value through profit or loss” and “Financial liabilities at fair value through profit or loss” accounts, respectively. Impairment of financial assets Financial assets at amortised cost The Bank periodically analyses the impairment of its financial assets recognised at amortised cost, notably loans and advances to credit institutions. Signs of impairment are identified on a separate basis. The following events may comprise signs of impairment: Failure to comply with contractual clauses, namely arrears of interest or capital; Debtor or debt issuing entity’s significant financial difficulties; Existence of a strong probability of a declaration of bankruptcy by the debtor or debt issuing entity; Granting of facilities to a debtor in financial difficulties which would not be granted under normal circumstances; Historical records of collections suggesting that the nominal value will never be fully recovered; CaixaBI: Annual Repor 2013 e) 120 Data indicating a measurable reduction of the estimated value of the future cash flows of a group of financial assets since original recognition, although such a reduction cannot be identified in the Group’s separate financial assets. Whenever signs of impairment on separately analysed assets are identified, the eventual impairment loss comprises the difference between the book value at the time of analysis and current value of projected future cash flows expected to be received (recoverable value). Available for sale financial assets As referred to in Note 2.3. b), available for sale financial assets are recognised at fair value, with fair value changes being recognised in the “Fair value reserve” in shareholders’ equity. Whenever any objective evidence of impairment exists, accumulated capital losses recognised in reserves are transferred to costs for the year in the form of impairment losses and recognised in “Impairment of other assets, net of reversals and recoveries”. In addition to the signs of impairment on financial assets recognised at amortised cost, IAS 39 also provides for the following specific signs of impairment on equity instruments: Information on significant changes having an adverse impact on the technological, market, economic or legal environment in which the issuing entity operates, indicating that the cost of the investment may not be recovered; A prolonged or significant decline in market value at below cost. The Bank, on each of its financial statement’s reference dates performs an analysis of the existence of any impairment losses on available for sale financial assets, considering, for the said purpose, the nature and specific, separate characteristics of the assets being valued. In addition to the results of the analysis, the following events were considered to comprise objective evidence of impairment on equity instruments: Existence of unrealised capital losses of more than 50% of the respective acquisition cost; Situations in which the fair value of the equity instrument remains below its respective acquisition cost for a period of more than 24 months. Additionally, the existence of unrealised capital losses of more than 30% of the acquisition cost, for more than 9 months, was also considered to comprise objective signs of impairment. Impairment losses on equity instruments cannot be reversed and any unrealised capital gains originated after the recognition of impairment losses are, therefore, recognised in the “Fair value reserve”. Impairment is always considered to exist if additional capital losses are assessed at a later stage and recognised in income for the year. Criteria identical to debt instruments are applied for the analysis of “tier 1” securities. notably unlisted equity instruments whose fair value cannot be accurately measured. The recoverable value, in this case, comprises the best estimate of future flows receivable from the asset, discounted at a rate which adequately reflects the risk associated with holding the asset. The amount of the impairment loss is directly recognised in income for the year. Impairment losses on such assets cannot be reversed. CaixaBI: Annual Repor 2013 The Group also periodically performs impairment analyses on financial assets recognised at cost, 121 2.4. Other tangible assets Except for assets acquired up to 1998, these are recognised at cost, minus depreciation and accumulated impairment losses. The costs of repair, maintenance and other expenses associated with their use are recognised as a cost for the year, in the “Other administrative expenses” account. The Bank revalued its fixed assets in 1998, under Decree Law 31/98 of 11 February. As permitted by IFRS 1, the book value, incorporating the effect of the referred to revaluation was considered as a cost in the transition to the IFRS, as the proceeds, at the time in question, generally comprised cost, or depreciated cost, in accordance with the IFRS, adjusted to take changes to price indices into account. Depreciation is calculated and recognised as a cost for the year, on a straight line basis, during the asset’s estimated useful life, comprising the period in which it is expected to be available for use, i.e.: Years of useful life Property 10 - 50 Equipment: Furniture and materials 4 - 10 Transport material 4 IT equipment 3-4 Interior installations 3 - 10 Security equipment 4 - 10 Machinery and tools 5 - 10 Land is not depreciated. The works carried out by the Bank on its headquarters building over the period 2008-2009 are being depreciated over a period of ten years. According to IAS 36 - “Asset impairment”, an impairment loss is recognised in the income statement for the period whenever the net book value of tangible assets exceeds their recoverable value. Impairment losses can be reversed and also have an impact on income for the period if there is an increase in the asset’s recoverable value in the following periods. The Bank periodically assesses the adequacy of the estimated useful life of its tangible assets. Financial leases Lease operations are recognised as follows: As lessee Leased assets are recognised at fair value in assets and liabilities, and amortised. The instalments relating to lease agreements are split up in accordance with the respective financial schedule, whose liability is reduced by the part corresponding to the payment of the capital. Interest paid is recognised as a financial cost. As lessor Leased assets are recognised in the balance sheet as loans, repaid by capital instalments set out in the financial agreements schedule. Interest included in the instalments is recognised as financial income. CaixaBI: Annual Repor 2013 2.5. 122 2.6. Intangible assets This account essentially comprises the costs of the acquisition, development or preparation for use of software used for the performance of the Bank’s operations. Intangible assets are recognised at cost, minus depreciation and accumulated impairment losses. Depreciation is recognised as a cost for the period, on a straight line basis, throughout the assets’ estimated useful lives for a period of between 3 - 6 years. Expenses on software maintenance are recognised as a cost for the year in which they are incurred. 2.7. Investments in subsidiaries, associated companies and jointly controlled entities This account includes investments in entities over whose current management the Bank enjoys effective control with the aim of obtaining economic benefit from their operations referred to as “subsidiaries”. Control usually takes the form of more than 50% of share capital or voting rights. It also includes an investment in another company in which the Bank exercises joint control. These assets are recognised at their acquisition cost and periodic impairment analyses are realised. Dividends are recognised as income for the year in which they are distributed by subsidiaries. Income tax The Bank is subject to Tax on the Income of Collective Bodies (“IRC”) and respective municipal surcharges at an aggregate tax rate of 26.5% at 31 December 2013 and 2012. A state surcharge of 2.5% was introduced by Law 12 – A/2010 of 30 June on the part of taxable income, subject to and not exempt from IRC, of more than € 2,000,000 (state surcharge). In light of this disposition, the fiscal rate used in 2013 and 2012 for the calculation of deferred tax and recognition of income tax for the period was 29% (Note 14). Reference should be made to Law 64-B/2011 of 30 December (state budget law for 2012) which temporarily aggravated the limits and rates of the state surcharge on taxable income subject to and not exempt from IRC of more than € 1,500,000. Therefore, as regards 2012, the state surcharge applicable to taxable profit of more than € 1,500,000 and up to € 10,000,000 was increased to 3% with the tax applicable to taxable profit, subject to and not exempt from IRC of more than €10,000,000, being 5%. In turn Law 64-B/2011 of 30 December (state budget law for 2013), introduced a reduction of the limit upon which the state surcharge of 5% is applicable from € 10,000,000 to € 7,500,000 in 2013. Given the temporal/transitory character of the new calculation rules on the state surcharge (only applicable in 2012 and 2013), deferred taxes registered by the Bank in 2012 and 2011 did not take into account the referred to increase provided for in the state budget laws for 2012/2013. Law 83/2013 of 9 December, however, derogated the temporal/transitional nature of the new rules on the calculation of the state surcharge. In turn, the reform of the IRC (Law 2/2014 of 16 January), applicable for taxation periods starting on or after 1 January 2014, reduced the rate of IRC to 23%. In light of these changes, the rate used to calculate deferred taxes in 2013 remained unchanged at 29% (Note 14). CaixaBI: Annual Repor 2013 2.8. 123 In 2012, the Bank was included in the special tax regime on groups of companies as a controlled entity under article 69 of the IRC Code. As such, the Bank’s taxable income starting 2012 is included in the taxable income of the dominant entity, Caixa Geral de Depósitos, SA. The option for this regime leads the cost of any applicable income tax to be recognised in the sphere of separate companies, whose corresponding payments are made by the dominant entity. Total income tax recognised in the income statement includes current and deferred taxes. Current tax is calculated on the basis of taxable profit for the year, which is different from accounting income owing to adjustments to taxable profit resulting from costs or income which are not relevant for fiscal purposes or only considered in other periods. Deferred tax comprises the impact on payable / recoverable tax in future periods resulting from temporary deductible or taxable differences between the balance sheet value of assets and liabilities and their fiscal basis, used to assess taxable profit in future periods. Deferred tax liabilities are normally recognised for all temporary taxable differences, whereas deferred tax assets are only recognised up to the amount by which the existence of future taxable profit, permitting the use of the corresponding deductible tax differences or fiscal losses, is probable. Deferred taxes are not, however, recorded in the following situations: Temporary differences resulting from goodwill; Temporary differences originating from the initial recognition of assets and liabilities in transactions which do not affect accounting income or taxable profit; Temporary differences resulting from non-distributed profit by subsidiaries and associated companies, to the extent that the Bank is able to control their reversal and which is not likely to occur in the foreseeable future. The principal situations originating temporary differences on a Bank level, comprise provisions and revaluations not accepted for fiscal purposes, deferred commissions and depreciation not accepted on legal revaluations of tangible assets. Deferred taxes are calculated on the basis of the tax rates expected to be in force on the date of reversal of the temporary differences, comprising the approved or substantially approved rates, at the date of the balance sheet. Tax on income (current or deferred) is recognised in income for the year, except for cases in which the originating transactions have been recognised in other shareholders’ equity account headings. In such cases, the corresponding tax is also recognised as a charge to shareholders’ equity and does not affect income for the year. Provisions and contingent liabilities A provision is set up when there is a current (legal or constructive) obligation, resulting from past events, involving the probable future expenditure of resources and when this may be reliably assessed. The amount of the provision comprises the best estimate of the amount to be paid to liquidate the liability at the date of the balance sheet. When not probable, the future expenditure of resources is considered to be a contingent liability. Contingent liabilities require no more than a disclosure procedure, unless the possibility of their payment is remote. Provisions for other risks are for fiscal, legal and other contingencies. CaixaBI: Annual Repor 2013 2.9. 124 2.10. Employee benefits The Bank does not have any retirement pension liabilities to its employees, who are covered by the national Social Security regime, owing to the fact that it is not a signatory to the Collective Wage Bargaining Agreement for the Banking Sector. However, with the objective of providing its employees with a retirement subsidy to the standard Social Security regime, the Bank voluntarily makes supplementary contributions with the objective of providing old age retirement and disability and survivors’ pensions to its employees in accordance with the terms of the contract. The Bank pays a percentage of 3.5% of each employee’s annual wages. In 2013 and 2012, pension costs were € 330,857 and € 278,974, respectively (Note 31). The contributions are paid in the form of mass membership of the Caixa Reforma Prudente open pension fund managed by CGD Pensões – Sociedade Gestora de Fundos de Pensões, S.A. The Bank does not have any liabilities other than the above referred to contributions owing to the fact that this is a defined contribution plan. Short term benefits, including productivity bonuses paid to employees, are recognised in “Employee costs” for the respective period, on an accrual basis. 2.11. Commissions As referred to in Note 2.3, commissions received on credit operations and other financial instruments, i.e. commissions charged for originating operations, are recognised as income over the period of the operation. Commissions for services performed are usually recognised as income for the period of performance of the service or as a lump sum if resulting from single acts. The estimate of the commissions the Bank expects to pay to other credit institutions for the syndicating of credit operations in which it is involved as lead and in which CGD Group’s initial exposure is higher than the defined objective, is recognised as accrued costs as a charge to the “Costs of services and commissions” account for the year in which the Bank recognises the income relating to the corresponding commission. 2.12. Securities and other items held under custody Securities and other items held under custody, notably customers' securities, are recognised in offbalance sheet account headings at their nominal value. For the purposes of the preparation of cash flow statements, the Bank considers “Cash and cash equivalents” to be the total amount of the “Cash and claims on central banks” and “Claims on other credit institutions” accounts. CaixaBI: Annual Repor 2013 2.13. Cash and cash equivalents 125 2.14. Critical accounting estimates and most relevant judgemental aspects in the application of accounting policies In the application of the above referred to accounting policies, the Bank’s Board of Directors must produce estimates. The estimates with the greatest impact in the Bank’s separate financial statements include those set out below. ASSESSMENT OF IMPAIRMENT LOSSES ON LOANS AND ACCOUNTS RECEIVABLE As regards provisions for loans and advances to customers, accounts receivable and guarantees and acceptances given, the Bank complies with the minimum limits defined by the Bank of Portugal (Note 2.3). However, whenever considered necessary, such provisions are complemented to reflect the Bank’s estimate of the risk of non-recoverability associated with debtors. The assessment is produced on a separate basis by the Bank, using its specific knowledge of its customers’ status and the guarantees associated with the operations in question. ASSESSMENT OF IMPAIRMENT LOSSES ON AVAILABLE FOR SALE FINANCIAL ASSETS As described in Note 2.3. e), capital losses on the valuation of these assets are recognised as a charge to the fair value reserve. Whenever objective evidence of impairment exists, the accumulated capital losses recognised in the fair value reserve should be transferred to costs for the year. In the case of equity instruments, the assessment of the existence of impairment losses may be subjective. The Bank determines whether or not impairment exists on such assets through a specific analysis at each balance sheet date, taking into consideration the definitions of IAS 39 (see Note 2.3. e)). As a general criterion, impairment is always determined when it is considered, that, owing to the size of the capital loss, the full recovery of the amount invested by the Bank is highly improbable. In the case of debt instruments classified in this category (including “tier I” securities classified as equity instruments), the capital losses are transferred from the fair value reserve to income, whenever there is any indication of the possible future occurrence of failure to comply with contractually agreed cash flows, notably on account of financial difficulties, defaults on other financial liabilities, or a significant deterioration in the issuing entity’s rating. VALUATION OF FINANCIAL INSTRUMENTS NOT TRADED IN ACTIVE MARKETS In accordance with IAS 39, the Bank values all financial instruments at fair value, except for those recognised at amortised cost. The valuation models and techniques described in Note 2.3. are used to value financial instruments not traded on liquid markets. The valuations obtained comprise the best estimate of the fair value of the referred to instruments, at the date of the balance sheet. As referred to in Note 2.3., to guarantee adequate segregation between functions, the valuation of most such financial instruments is assessed by a body that is independent from the trading function. in Note 35 – Disclosures on financial instruments, in the “Fair value" section. ASSESSMENT OF TAX ON PROFIT Tax on profit (current and deferred) is assessed by the Bank on the basis of the rules defined by the current fiscal environment. In several cases, however, fiscal legislation may not be sufficiently clear and objective and may give rise to different interpretations. The amounts recognised in such cases represent the best understanding of the responsible Bank bodies on the correctness of the operations although this may be queried by the fiscal authorities. CaixaBI: Annual Repor 2013 A summary of the sources used by the Bank to determine fair value on financial instruments is provided 126 2.15. Adoption of new standards (IAS/IFRS) or revision of already issued standards Except for subject matters regulated by the Bank of Portugal, such as those referred to in Note 2.1, the Bank, in 2013, used the standards and interpretations issued by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) which are relevant to its operations and effective for the periods starting 1 January 2013, provided that they have been approved by the European Union. The following standards, interpretations, amendments and revisions endorsed by the European Union and mandatory for economic years beginning on or after 1 January 2013, were adopted for the first time, in the year ended 31 December 2013: Standard/Interpretation Applicable in years starting on or after Amendment to IFRS 1 - First time adoption of international financial reporting standards This amendment exempts entities adopting IFRS for the first time from the 01-jan-13 (Government loans) IAS 20 on government loans Amendment to IFRS 7 – Financial instruments: disclosures (Financial assets and liabilities netting retrospective application of the dispositions of IAS 39 and paragraph 10A of This amendment requires additional disclosures regarding financial 01-jan-13 instruments, particularly those related to financial assets and liabilities netting operations operations) This amendment comprises the following changes: (i) items comprising Other Comprehensive Income and which will, in the Amendment to IAS 1 – Presentation of financial statements 01-jul-12 (Other comprehensive income) future, be recognised in net income for the year are now presented separately; and (ii) the Statement of Comprehensive Income will also be known as the Net Income and Other Comprehensive Income Statement The revision of this standard comprised several changes, notably: (i) recognition of actuarial and financial gains and losses deriving from differences between the assumptions used to assess liabilities and effective verification of the income expected from assets and liabilities as well as deriving from the occurrence of changes to actuarial and financial Revision of IAS 19 – Employee benefits 01-jan-13 assumptions during the year, as a charge to reserves (other comprehensive income); (ii) a single interest rate is now applied on the assessment of the present value of liabilities and the expected return from the plan’s assets; (iii) expenses recognised in the income statement solely comprise the current service cost and net interest expenditure; (iv) introduction of new disclosure requirements. IFRS 13 – Fair value measurement (new standard) Improvement of international financial reporting standards (cycle 2009-2011) This standard replaces current guidelines on various IFRS standards on fair 01-jan-13 value measurement. This standard is applicable when another IFRS standard requires or permits fair value measurements or disclosures. 01-jan-13 These improvements involve the revision of diverse standards, notably IFRS 1 (repeated application of the standard), IAS 1 (comparative information), IAS 16 (equipment in use), IAS 32 (fiscal effect of the distribution of own equity instruments) and IAS 34 (segment information). Information on the impacts of the adoption of IFRS 13 – “Fair value measurement” on derivatives at 31 CaixaBI: Annual Repor 2013 December 2013 is set out in Note 7. 127 New standards and interpretations, amended or revised, not adopted The following standards, interpretations, amendments and revisions, with mandatory application in future economic years, were, up to the date of the approval of these financial statements, endorsed by the European Union: Standard/Interpretation Applicable in years starting on or after This standard defines the requirements for the presentation of Consolidated Financial Statements by parent companies, replacing as regards such IFRS 10 – Consolidated financial statements 01-jan-14 aspects, IAS 27 - Consolidated and separate financial statements and SIC 12 - Consolidation – special purpose entities. This standard also introduces new rules on the definition of control and assessment of the consolidation perimeter. This standard replaces IAS 31 – Joint ventures and SIC 13 – Jointly IFRS 11 – Joint arrangements 01-jan-14 controlled entities – non-monetary contributions by venturers and eliminates the possibility of the use of the proportional consolidation method to account for interests in jointly controlled entities. IFRS 12 – Disclosure of interests in other entities IAS 27 – Separate financial statements (2011) IAS 28 – Investments in associates and jointly owned entities (2011) 01-jan-14 01-jan-14 - IFRS 12 - Disclosure of interests in other liabilities netting operations) This amendment restricts the scope of application of IAS 27 to separate financial statements. Investments in associates and the new standards adopted, particularly IFRS 11 – Joint arrangements. This amendment introduces a dispensation on the consolidation of certain 01-jan-14 entities classifiable as investment entities. It also establishes rules for the measurement of investments held by such investment entities. entities (investment entities) Amendment to IAS 32 – (Financial assets and subsidiaries, joint arrangements, associates and non-consolidated entities. This amendment guarantees the consistency between IAS 28 – 01-jan-14 Amendment to standards: - IFRS 10 - Consolidated financial statements This standard establishes a new set of disclosures on equity stakes in 01-jan-14 This amendment clarifies certain aspects of the standard related to the application of financial assets and liabilities netting requirements. This amendment eliminates the disclosure requirements on the recoverable amount of a cash generating unit with goodwill or intangibles with an Amendment to IAS 36 - Impairment (disclosures on the recoverable amount of indefinite useful life allocated to the periods in which an impairment loss or 01-jan-14 non-financial assets) reversal of impairment was not recognised. It introduces additional requirements for disclosures on assets in respect of which an impairment loss or reversal was recognised and when the recoverable amount thereof has been assessed on the basis of fair value minus sales costs. Amendment to IAS 39 – Financial instruments: recognition and measurement (reformulation of derivatives and continuation of hedge accounting) This amendment permits, in certain circumstances, the continued use of 01-jan-14 hedge accounting when a derivative designated as a hedge instrument is reformulated. These standards, although having been endorsed by the European Union, were not adopted by the Group for the year ended 31 December 2013, owing to the fact that their application was still not mandatory. Significant impacts on the financial statements as a result of their application are not expected. economic years, were not, up to the date of the approval of these financial statements endorsed by the European Union: CaixaBI: Annual Repor 2013 The following standards, interpretations, amendments and revisions, with mandatory application in future 128 Standard/Interpretation IFRS 9 - Financial Instruments (2009) and latter This standard is part of the IAS 39 revision project and establishes the requirements for the amendments classification and measurement of financial assets. Amendments to standards: The amendment to IFRS 9 is part of the IAS 39 revision project and establishes the - IFRS 9 - Financial instruments (2013); requirements for the application of hedge accounting rules. IFRS 7 was also revised as a result - IFRS 7 - Financial instruments - disclosures of this amendment. Amendment to IAS 19 – Employee benefits Improvement of international financial reporting standards (cycle 2010 - 2012) Improvement of international financial reporting standards (cycle 2011 - 2013) This amendment clarifies the circumstances in which employees’ contributions to post employment benefit plans comprise a reduction of the cost of short term benefits. These improvements involve the revision of diverse standards. These improvements involve the revision of diverse standards. This amendment establishes the conditions regarding the opportunity of the recognition of a IFRIC 21 – Payments to the state liability related with the payment to the state of a contribution by an entity as a result of a certain event (e.g. participation in a certain market), without the payment being offset by specified goods or services. These standards have not as yet been endorsed by the European Union and were therefore not applied by the Group for the year ended 31 December 2013. 3. OPERATING SEGMENTS The Board of Directors receives and analyses the Bank’s financial information every month, split up into business segments representing its areas of activity by type of origination, designed, as a whole, to ensure a dynamic Corporate finance - including debt and equity financial advisory and project finance activities. Trading and sales - including trading and asset and liabilities treasury management operations. Brokerage – including brokerage operations. Commercial banking - including domestic and international transversal business origination. Other – other activities outside the scope of the above referred to categories. CaixaBI: Annual Repor 2013 investment banking business platform, i.e.: 129 The following tables provide information on operating segments used by the Bank at 31 December 2013 and 2012: 2013 (euros) Corporate Trading and finance sales Commercial Brokerage Other banking Total Interest and similar income 11,966,020 220,870,688 26,139 2,550,307 43,262 235,456,416 Interest and similar costs (3,436,372) (206,267,659) (17,114) (422,368) (38,320) (210,181,833) 8,529,648 14,603,029 9,025 2,127,939 4,941 25,274,582 450,000 - - - - 450,000 Net interest income I. Income from equity instruments Income from services and 36,429,934 3,427,548 6,134,960 4,182,431 21,318 50,196,192 Costs of services and commissions (596,483) (223,222) (2,152,183) - (5,641) (2,977,530) Income from financial operations 8,091,086 14,465,378 51,705 (179,400) 279 22,429,049 commissions Income from the disposal of other - - - (49,561) - (49,561) (627,810) (189,626) (21,871) (747,042) 992,229 (594,119) 43,746,727 17,480,078 4,012,611 3,206,429 1,008,186 69,454,030 52,276,374 32,083,106 4,021,637 5,334,368 1,013,127 94,728,613 765,214 719 7,265 583,756 (6,492,499) (5,135,545) (28,108,457) (60,008) - (10,448,919) - (38,617,384) - (15,133,121) - 642,059 - (14,491,061) (761,176) - (2,730) (83,325) (12,234,522) (13,081,753) III. (28,104,419) (15,192,409) 4,534 (9,306,428) (18,727,022) (71,325,743) Total 24,171,955 16,890,697 4,026,171 (3,972,060) (17,713,894) assets Other operating income II. Net operating income Provisions net of recoveries and cancellations Value adjustments on loans and advances to customers and amounts receivable from other debtors (net of recoveries and cancellations) net of reversals and recoveries Impairment of other assets, net of reversals and recoveries Other costs and income Net income for period Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Hedge derivatives Loans and advances to customers Financial liabilities held for trading Central banks' resources Other credit institutions’ resources Customer resources and other loans Hedge derivatives 23,402,869 (22,755,270) 647,599 - 531,382,781 6 - - 531,382,787 - 354,101 - 4,729,635 - 5,083,735 - 606,689,519 - 53,083,363 6,077,962 665,850,843 - 1,723,737 - - - 1,723,737 511,173,001 - 1,753,730 48,310,852 9,714,956 570,952,539 - 545,075,845 - - - 545,075,845 97,022,819 216,405,366 332,867 20,142,760 2,997,563 336,901,375 178,045,673 397,123,476 610,840 36,963,792 5,500,800 618,244,582 4,826,865 - 33,317,220 86,429,658 - 124,573,743 - 934,851 - - - 934,851 CaixaBI: Annual Repor 2013 Impairment of other financial assets 130 2012 (euros) Corporate Trading and finance sales Commercial Brokerage Other banking Total Interest and similar income 15,485,715 272,475,347 29,763 7,520,882 69,331 295,581,038 Interest and similar costs (6,065,737) (259,081,696) (39,051) (2,681,385) (62,845) (267,930,714) 9,419,979 13,393,650 (9,288) 4,839,497 6,486 27,650,324 483,335 194,410 - - 420,908 1,098,653 39,838,852 13,447,465 4,573,534 6,220,993 33,642 64,114,487 (11,750,689) (279,144) (1,372,378) (460,173) (802) (13,863,186) (5,697,348) 4,143,767 45,959 (759,264) 339 (2,266,547) - - - - 2,701,155 2,701,155 Net interest income I. Income from equity instruments Income from services and commissions Costs of services and commissions Income from financial operations Income from the disposal of other assets Other operating income II. Net operating income Provisions net of recoveries and cancellations (65,004) (307,003) (31,348) - 1,914,735 1,511,380 22,809,145 17,199,495 3,215,767 5,001,556 5,069,978 53,295,942 32,229,124 30,593,145 3,206,479 9,841,053 5,076,464 80,946,265 211,976 (913) (85) 571,854 (2,720,740) (1,937,908) (10,962,970) (1,643,655) - (4,222,486) - (16,829,111) - (8,088,325) - (341,200) - (8,429,525) Value adjustments associated with loans and advances to customers and amounts receivable from other debtors (net of recoveries and cancellations) Impairment of other financial assets net of reversals and recoveries Reversals and recoveries Impairment of other assets net of reversals and recoveries (415,608) - (409) (198,876) - (614,892) III. (11,166,602) (9,732,893) (494) (4,190,708) (2,720,740) (27,811,437) Total 21,062,522 20,860,252 3,205,985 5,650,345 2,355,724 Other costs and income Net income for period Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Hedge derivatives Loans and advances to customers Financial liabilities held for trading Central banks' resources Other credit institutions’ resources Customer resources and other loans Hedge derivatives 53,134,829 (33,899,045) 19,235,783 - 869,344,688 6 179,400 - 869,524,094 - 1,266,512 - 4,630,304 - 5,896,816 - 544,720,766 - 41,838,430 13,238,213 599,797,409 - 1,651,219 - - - 1,651,219 534,192,249 - 2,388,192 104,264,279 10,399,041 651,243,761 - 899,786,632 - - - 899,786,632 54,399,740 144,299,206 243,203 15,368,243 2,407,112 216,717,504 188,849,529 500,936,894 844,284 53,351,089 8,356,325 752,338,121 6,668,942 - 22,002,550 110,574,487 - 139,245,978 - 1,424,476 - - - 1,424,476 Interest and similar costs were split up over the various business lines on the basis of the average value of the CaixaBI: Annual Repor 2013 respective asset allocations to the said segments. 131 Information on income distribution and the principal balance sheet accounts by geographical markets, in 2013 and 2012, is set out below: 2013 Portugal Interest and similar income Interest and similar costs Net interest income I. Income from equity instruments Spain Total 229,350,825 6,105,591 235,456,416 (204,725,546) (5,456,287) (210,181,833) 24,625,279 649,303 25,274,582 450,000 - 450,000 Income from services and commissions 46,654,906 3,541,286 50,196,192 Costs of services and commissions (2,971,485) (6,045) (2,977,530) Income from financial operations 22,608,449 (179,400) 22,429,049 - (49,561) (49,561) 1,629,751 (2,223,870) (594,119) Income from the disposal of other assets Other operating income II. 68,371,621 1,082,409 69,454,030 Net operating income 92,996,900 1,731,713 94,728,613 Provisions net of recoveries and cancellations (5,689,304) 553,759 (5,135,545) Value adjustments on loans and advances to customers and amounts (11,271,775) (27,345,609) (38,617,384) Impairment of other financial assets net of reversals and recoveries (15,133,121) 642,059 (14,491,061) Impairment of other assets, net of reversals and recoveries (13,081,753) - (13,081,753) III. (45,175,953) (26,149,790) (71,325,743) Total 47,820,947 (24,418,078) 23,402,869 receivable from other debtors (net of recoveries and cancellations) Other costs and income (22,755,270) Net income for period Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Hedge derivatives 647,599 531,382,787 - 5,083,735 - 531,382,787 5,083,735 665,850,843 - 665,850,843 1,723,737 - 1,723,737 Loans and advances to customers 384,838,883 186,113,656 570,952,539 Financial liabilities held for trading 545,075,845 - 545,075,845 Central banks' resources 336,901,375 - 336,901,375 Other credit institutions’ resources 387,095,952 231,148,630 618,244,582 Customer resources and other loans 124,573,743 - 124,573,743 934,851 - 934,851 Hedge derivatives CaixaBI: Annual Repor 2013 (euros) 132 2012 Portugal Spain Total (euros) Interest and similar income Interest and similar costs Net interest income I. Income from equity instruments 284,296,385 11,284,653 295,581,038 (259,240,826) (8,689,889) (267,930,714) 25,055,559 2,594,764 27,650,323 1,098,653 - 1,098,653 62,773,815 1,340,672 64,114,487 (13,850,249) (12,937) (13,863,186) (1,463,193) (803,355) (2,266,548) 2,701,155 - 2,701,155 793,432 717,948 1,511,380 52,053,613 1,242,328 53,295,941 77,109,172 3,837,093 80,946,265 (415,915) (1,521,993) (1,937,908) receivable from other debtors (net of recoveries and cancellations) (7,132,796) (9,696,315) (16,829,111) Impairment of other financial assets net of reversals and recoveries (8,051,088) (378,437) (8,429,525) (614,892) - (614,892) III. (16,214,691) (11,596,745) (27,811,437) Total 60,894,481 (7,759,653) 53,134,828 Income from services and commissions Costs of services and commissions Income from financial operations Income from the disposal of other assets Other operating income II. Net operating income Provisions net of recoveries and cancellations Value adjustments on loans and advances to customers and amounts Impairment of other assets, net of reversals and recoveries Other costs and income (33,899,045) Net income for period Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Hedge derivatives 19,235,783 869,344,694 179,400 5,896,816 - 869,524,094 5,896,816 599,797,409 - 599,797,409 1,651,219 - 1,651,219 Loans and advances to customers 442,555,611 208,688,150 651,243,761 Financial liabilities held for trading 899,786,632 - 899,786,632 Central banks' resources 216,717,504 - 216,717,504 Other credit institutions’ resources 531,787,896 220,550,225 752,338,121 Customer resources and other loans 139,245,978 - 139,245,978 1,424,476 - 1,424,476 Hedge derivatives The information set out in the preceding tables comprises the balance sheet and income statements of the Bank’s headquarters and subsidiaries domiciled in Portugal (“Portugal” column) and the Madrid branch (“Spain” column). Each of these entities performs its activity mainly with customers or resident counterparties domiciled in the same countries in which they are headquartered. 4. CASH AND CLAIMS ON CENTRAL BANKS (euros) Caixa Sight deposits with central banks 2013 2012 1,897 1,897 1,235,837 14,538,944 1,237,734 14,540,841 The sight deposits with central banks account heading includes deposits with the Bank of Portugal providing for the demands of the “Minimum Reserve Requirements of the System of European Central Banks” (SEBC). Interest is paid on these deposits which comprise 1% of the deposits and debt securities with a maturity of up to two years, excluding the deposits and public debt securities subject to SEBC minimum reserve requirements (the period for maintaining the CaixaBI: Annual Repor 2013 This account heading comprises the following 133 reserves beginning 18 January 2012 was the first in which the rate of 1% was applied, having been 2% up to the said date). 5. CLAIMS ON CREDIT INSTITUTIONS REPAYABLE ON DEMAND This account heading comprises the following (euros) 2013 2012 - - Cheques pending collection In Portugal Sight deposits In Portugal Abroad 670,705 2,164,341 1,214,266 1,062,602 1,884,971 3,226,943 6. FINANCIAL ASSETS HELD FOR TRADING AND OTHER FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS These accounts are made up as follows: Held for trading (euros) 2013 2012 Fair value through profit or loss Fair value through profit or loss Total Held for trading Total Debt instruments - Issued by public entities: . Bonds 525,678 - 525,678 2,377,327 2 2,377,329 1,069,213 4,729,636 - 354,100 5,798,849 574,745 4,630,305 5,205,050 354,100 6,410,459 1,266,509 1,594,891 7,676,968 5,083,735 6,678,627 9,362,532 5,896,816 15,259,347 Issued by resident entities Issued by non-resident entities 5,708,663 - 5,708,663 130,576 - 130,576 2,959,567 - 2,959,567 179,406 - 179,406 8,668,230 - 8,668,230 309,982 - 309,982 521,119,665 - 521,119,665 859,851,580 - 859,851,580 531,382,786 5,083,735 536,466,522 869,524,094 5,896,816 875,420,909 - Issued by other entities: . Bonds and other securities: Issued by resident entities Issued by non-resident entities Equity instruments Derivatives with a positive fair value (Note 7) 7. DERIVATIVES These operations were valued in conformity with the criteria set out in Note 2.3. d), at 31 December 2013 and 2012. Information on the notional and book value thereof, at the said dates, is set out below: 2013 (euros) Trading Hedge derivatives derivatives Book value Total Derivatives Assets held for trading Liabilities held for trading Hedge derivatives Total (Note 6) OTC . Swaps Interest rate 8,008,997,696 12,951,207 8,021,948,903 477,404,303 (495,401,230) 788,887 (17,208,040) . Caps & Floors 1,278,861,198 - 1,278,861,198 13,945,112 (23,862,329) - (9,917,217) . Options Interest rate 650,231,517 - 650,231,517 29,770,250 (25,812,286) - 3,957,964 9,938,090,411 12,951,207 9,951,041,618 521,119,665 (545,075,845) 788,887 (23,167,293) CaixaBI: Annual Repor 2013 Notional amount 134 2013 Notional amount (euros) Stock Trading Hedge derivatives derivatives Book value Total Liabilities Assets held Hedge held for for trading Total derivatives trading exchange trading . Futures Interest rate 8,779,755 - 8,779,755 - - - Market value 10,535,591 - 10,535,591 - - - - 9,957,405,757 12,951,207 9,970,356,964 521,119,665 (545,075,845) 788,887 (23,167,293) 2012 Notional amount (euros) Trading Hedge derivatives derivatives Book value Total Derivatives Assets held for trading Liabilities Hedge held for derivati trading ves Total (Note 6) OTC . Swaps Interest rate 9,854,131,142 13,964,216 9,868,095,358 778,171,517 (822,053,457) 226,743 (43,655,198) . Caps & Floors 1,841,473,533 - 1,841,473,533 36,277,615 (36,295,848) - (18,233) . Options Interest rate 647,452,100 - 647,452,100 45,402,449 (41,437,326) - 3,965,123 12,343,056,775 13,964,216 12,357,020,991 859,851,580 (899,786,632) 226,743 (39,708,309) Interest rate 14,276,127 - 14,276,127 - - - - Market value 6,167,000 - 6,167,000 - - - - 12,363,499,902 13,964,216 12,377,464,118 859,851,580 (899,786,632) 226,743 (39,708,309) Stock exchange trading . Futures The book value of the assets classified as hedged items, at 31 December 2013 and 2012, totalled € 8,898,714 and € 10,410,192 respectively, including € 832,109 and € 1,315,875 (Note 10), respectively, regarding value adjustments. Additionally, the book value of the liabilities classified as hedged items, at 31 December 2013 and 2012, totalled € 6,734,558 and € 6,716,019 respectively, including € 85,453 and € 283,980 (Note 18), respectively, regarding value CaixaBI: Annual Repor 2013 adjustments. 135 Information on the distribution of derivatives operations by periods to maturity (notional amounts) , at 31 December 2013 and 2012, is set out below: 2013 > 3 months (euros) <= 3 <= 6 months months > 6 months > 1 year <= 1 year <= 5 years > 5 years Total Derivatives OTC . Swaps Interest rate Trading 175,959,750 254,391,136 287,876,210 824,534,897 6,466,235,703 - 5,000,000 - 7,951,207 - 12,951,207 175,959,750 259,391,136 287,876,210 832,486,104 6,466,235,703 8,021,948,903 - - 1,600,000 1,211,197,231 66,063,966 1,278,861,198 Hedge 8,008,997,696 . Caps & Floors Trading . Options Interest rate - - - - 650,231,517 650,231,517 175,959,750 259,391,136 289,476,210 2,043,683,335 7,182,531,186 9,951,041,617 Trading 8,779,755 - - - - 8,779,755 Market value 10,535,591 - - - - 10,535,591 195,275,097 259,391,136 289,476,210 2,043,683,335 7,182,531,186 9,970,356,964 Stock exchange trading . Futures Interest rate 2012 > 3 months (euros) <= 3 <= 6 months months > 6 months > 1 year <= 1 year <= 5 years > 5 years Total Derivatives OTC . Swaps Interest rate Trading Hedge 290,199,379 446,882,791 365,057,141 1,797,337,929 6,954,653,903 - - - 13,964,216 - 9,854,131,142 13,964,216 290,199,379 446,882,791 365,057,141 1,811,302,145 6,954,653,903 9,868,095,358 - 13,260,000 545,000,000 945,080,291 338,133,242 1,841,473,533 . Caps & Floors Trading . Options Interest rate - - - - 647,452,100 647,452,100 290,199,379 460,142,791 910,057,141 2,756,382,436 7,940,239,245 12,357,020,991 Trading 14,276,127 - - - - 14,276,127 Market value 6,167,000 - - - - 6,167,000 310,642,506 460,142,791 910,057,141 2,756,382,436 7,940,239,245 12,377,464,118 Stock exchange trading . Futures Information on the distribution of derivatives operations by counterparty type, at 31 December 2013 and 2012, is set out below: 2013 (euros) 2012 Notional Book Notional Book amount value amount value Contracts on interest rate Interest rate swaps Financial institutions 4,133,969,623 (415,861,524) 5,049,052,310 Customers 3,887,979,280 398,653,484 4,819,043,048 (749,513,405) 705,858,208 8,021,948,903 (17,208,040) 9,868,095,358 (43,655,198) CaixaBI: Annual Repor 2013 Interest rate 136 2013 (euros) 2012 Notional Book Notional Book amount value amount value Caps & Floors Financial institutions 645,775,349 (23,169,339) 928,484,948 (35,518,593) Customers 633,085,848 13,252,122 912,988,585 35,500,360 1,278,861,198 (9,917,217) 1,841,473,533 (18,233) Financial institutions 350,231,017 (21,843,775) 347,451,600 (37,461,326) General government 300,000,000 25,801,739 300,000,000 41,426,449 500 - 500 - 650,231,517 3,957,964 647,452,100 3,965,123 Financial institutions - - - - Customers - - - - - - - - Options on interest rate Customers Options on currency Futures Stock exchange 19,315,346 - 20,443,127 - 9,970,356,964 (23,167,293) 12,377,464,118 (39,708,309) As referred to in Note 2.3 d), up to 31 December 2012, derivatives were revalued on the basis of the current value of expected cash flows, discounted at a risk-free interest rate. The Bank also deferred the initial margin throughout the maturity of the operations, and recognised specific adjustments on the positive valuation of derivative operations with counterparties of higher credit risk. At 31 December 2012, the total value of the adjustments to the derivatives portfolio with positive value was € 78,110,911, of which € 27,080,839 relative to the deferral of the initial margin. In 2013, with the entry into force of IFRS 13 (Note 2.15), the Bank posted an adjustment to reflect the risk on its own credit, through the use of a market discount rate which the Bank globally considers adequate to its risk profile. Simultaneously, the Bank started to use an analogous methodology to reflect the credit risk of counterparties in derivatives with a positive fair value, and consequently the deferral of the initial margin ceased to be registered. At 31 December 2013, the total amounts recognised by the Bank on “CVA” (credit value adjustment), in “Financial assets held for trading” and “DVA” (debit value adjustment), in “Financial liabilities held for trading”, totalled € 95,439,244 and € 51,096,059, respectively. 8. AVAILABLE FOR SALE FINANCIAL ASSETS This account heading comprises the following: (euros) 2013 2012 544,828,266 366,884,874 67,178,840 77,889,823 Portuguese public debt - 76,234,375 Issued by other entities 7,189,455 31,902,406 619,196,561 552,911,478 153,127 153,127 29,700 29,700 Debt instruments Issued by resident entities Portuguese public debt Issued by other entities Equity instruments Shares Gross amount Issued by resident entities Historical cost Issued by non-resident entities Historical cost CaixaBI: Annual Repor 2013 Issued by non-resident entities 137 (euros) Fair value 2013 2012 14,924,690 13,238,213 15,107,517 13,421,040 5,881,650 5,734,920 5,881,650 5,734,920 25,665,115 27,729,971 Other equity instruments Gross amount Investment units Issued by non-resident entities Fair value 25,665,115 27,729,971 665,850,843 599,797,409 Information on the “Equity instruments - shares” account, at 31 December 2013 and 2012, is set out below: 2013 (euros) % equity stake Acquisition cost Impairment 2012 Fair value reserve Exchange rate gains/losses Book value % equity stake Book value SEIEF - South Europe Infrastructure Equity Finance 8.33% 7,773,721 - 1,073,008 - 8,846,729 8.33% 7,339,645 Financiamiento de Infraestructura 9.26% 3,748,822 (1,815,086) 4,306,998 (162,772) 6,077,962 9.26% 5,898,568 MTS Portugal, SGMR, S.A. 4.67% 153,127 - - - 153,127 4.67% 153,127 - 29,700 - - 29,700 - 29,700 5,380,006 (162,772) 15,107,517 Corporación Interamericana para el 11,705,369 (1,815,086) 13,421,040 CaixaBI: Annual Repor 2013 SWIFT SCRL 138 Information on movements in this account, for 2013 and 2012, is as follows: (euros) 2013 Share Equity instruments: SEIEF - South Europe Infrastructure Equity Finance Corporación Interamericana para el Financiamiento de Infraestructura MTS Portugal ,SGMR, S.A. SWIFT SCRL Balance at 31.12.2012 Purchases/ Change in fair Exchange Balance at Acquisition Unrealised (sales) value reserve gains/losses 31.12.2013 cost gain 7,339,645 980,000 527,084 - 8,846,729 7,773,721 1,073,008 5,898,568 153,127 29,700 - 441,103 - (261,709) - 6,077,962 153,127 29,700 3,748,822 153,127 29,700 2,329,140 - 13,421,040 980,000 968,186 (261,709) 15,107,518 11,705,369 3,402,148 (euros) 2012 Share Balance at 31.12.2011 Purchases/(s Change in fair Exchange Balance at Acquisition Unrealised ales) value reserve gains/losses 31.12.2012 cost gain Equity instruments: SEIEF - South Europe Infrastructure Equity Finance 6,422,938 1,910,000 (993,293) - 7,339,645 6,793,721 545,924 5,505,209 - 503,343 (109,984) 5,898,568 3,918,448 1,980,120 153,127 - - - 153,127 153,127 - - 29,700 - - 29,700 29,700 - 12,081,274 1,939,700 (489,950) (109,984) 13,421,040 10,894,996 2,526,044 Corporación Interamericana para el Financiamiento de Infraestructura MTS Portugal ,SGMR, S.A. SWIFT SCRL The Bank participated in the South Europe Infrastructure Equity Finance (SEIEF) capital increases in 2013 and 2012, investing amounts of € 980,000 and € 1,910,000 respectively. The Bank has undertaken to provide up to € 10,000,000 in equity funding at the fund’s request, whenever a new operation is realised. The investment in Corporación Interamericana para el Financiamento de Infraestructura was made in 2001 for US$ 4,000,000. In August 2008, the Bank acquired 1,000,000 shares for a total amount of US$ 1,170,000. Exposure to foreign exchange risk is hedged by funding in US dollars with the change in fair value in 2013 and 2012 resulting from the foreign exchange component being recognised in results. The “Other equity instruments” account comprises non-voting preference shares issued by Caixa Geral Finance Limited, giving a right to a quarterly preference dividend, at the company’s discretion, equivalent to annual interest at the Euribor rate plus a spread. Caixa Geral Finance may redeem the preference shares starting from the tenth year from their issue (June 2014 and September 2015) with a 1% increase in spread if failing to do so. Their book values at 31 December 2013 and 2012 were € 5,881,650 and € 5,734,920 respectively. In February 2012 the Bank participated in the share capital increase of Fundo de Capital de Risco Grupo CGD – Caixa Capital having subscribed for and paid up 600 investment units comprising 8.45% of the Fund’s capital with a unit value of € 51,364.99, corresponding to fair value at 31 December 2011. The book value at 31 December 2013 The unrealised capital losses on securities classified in the “Debt instruments” and “Other equity instruments” accounts, recognised in the fair value reserve, at 31 December 2013 and 2012, totalled € 14,209,127 and € 26,164,535 respectively, of which € 7,241,547 and € 13,279,560 respectively relative to Portuguese government bonds. The Bank reclassified securities from its “financial assets held for trading” category to the “available for sale financial assets” category on 1 July 2008, in conformity with the IAS 39 amendment approved on 13 October 2008. Owing to the turbulence in the financial markets in 2008, the fact that the Bank does not expect to dispose of these securities over the short term explains the reason for the transfer between categories. CaixaBI: Annual Repor 2013 and 2012, posted in the “Investment units” account was € 25,665,115 and € 27,729,971, respectively. 139 Information on the impact of the reclassification of these securities, in income and fair value reserves accounts, excluding their fiscal effect, is set out below: (euros) Fair value Accrued interest Book value Fair value reserve Capital gains/losses in income for period Amount Amount 31-12-2013 31-12-2012 3,416,850 5,923,598 - 5,199 3,416,850 5,928,797 (3,979,584) (5,594,435) 47,040 - 115,530 271,424 Impact in income statement if the reclassification had not been made Collateralised debt securities with a nominal value of € 562,084,000 and € 448,630,000 respectively (Note 33) were recognised in this account at 31 December 2013 and 2012. 9. INVESTMENTS IN CREDIT INSTITUTIONS This account heading comprises the following: (euros) 2013 2012 - 15,000,000 4,830,043 30,416,062 Loans Branches of other domestic credit institutions Term deposits In Portugal Interest receivable 47,951 58,211 4,877,994 45,474,273 At 31 December 2012, “Loans” were made to Caixa Geral de Depósitos, S.A. – France Branch. At 31 December 2013 and 2012, “Term deposits” contracted for with Caixa Geral de Depósitos, S.A., matured in the CaixaBI: Annual Repor 2013 first quarter of the following year and were denominated in euros. 140 10. LOANS AND ADVANCES TO CUSTOMERS This account heading comprises the following (euros) 2013 2012 365,283,599 399,789,603 Non-securitised domestic credit Loans Current account - - Sight deposit overdrafts 1,749,915 2,378,978 Other credit 9,678,543 10,351,774 4,300,000 15,000,000 Securitised domestic credit Commercial paper Foreign loans Loans 269,587,035 257,631,757 Current account - 358,573 Sight deposit overdrafts 8 7 34,615 46,470 Other credit Value adjustments relating to hedged liabilities (Note 7) 832,109 1,315,875 651,465,824 686,873,037 1,223,954 3,301,280 (2,623,607) (2,211,837) Interest receivable Deferred income Commissions associated with amortised cost Interest Overdue credit and interest (5,137) (43,235) 650,061,033 687,919,245 45,458,970 39,830,204 695,520,004 727,749,449 Provisions for bad debts (Note 19) (86,698,254) (69,765,358) Provisions for overdue credit (Note 19) (37,869,211) (6,740,330) (124,567,465) (76,505,688) 570,952,539 651,243,761 In order to face risks regarding loans and advances to customers, the Bank has also set up a provision for general credit risks totalling € 3,962,040 and € 5,441,503, at 31 December 2013 and 2012, respectively (Note 19). This account was broken down as follows, by periods to maturity at 31 December 2013 and 2012: (euros) Up to three months Three months to one year 2013 2012 6,177,148 15,002,066 478,566 30,798,163 One to five years 171,502,123 150,670,731 More than five years 471,558,064 487,664,519 1,749,923 2,737,558 651,465,824 686,873,037 Current account overdrafts Sector distribution of loans and advances to customers, excluding overdue credit, at 31 December 2013 and 2012, was as follows (euros) Sector of activity 2013 Amount 2012 % Amount % Electricity, water and gas generation and distribution 102,285,091 15.7 110,332,694 16.1 9,343,441 1.4 9,823,629 1.4 717,205 0.1 846,160 0.1 Textiles industry 7,957,163 1.2 7,870,570 1.1 Chemicals and synthetic or artificial fibres manufacturing 8,779,791 1.3 8,896,047 1.3 236,837 0.0 315,784 0.0 - 20,075,530 2.9 Food, beverages and tobacco industries Base metallurgical and metal industries Paper pulp, card and publishing and printing thereof Manufacturing industry Properties, rentals and corporate services Real estate activities 53,643,846 8.2 57,384,879 8.4 Other activities 78,102,544 12.0 88,035,779 12.8 Transport, warehousing and communications 189,315,066 29.1 199,279,128 29.0 Construction 125,580,327 19.3 94,908,052 13.8 3,062,974 0.5 2,089,051 0.3 Health and social security 16,076,177 2.5 16,695,791 2.4 Financial activities 10,846,734 1.7 11,346,734 1.7 960,000 0.1 2,388,581 0.3 33,096,135 5.1 43,807,468 6.4 Wholesale/retail Hotels and restaurants Other activities and collective, social and personal services CaixaBI: Annual Repor 2013 Manufacturing industry 141 (euros) 2013 2012 Sector of activity Amount % Amount Loans and advances to individual customers 11,462,492 1.8 12,777,162 % 1.9 651,465,824 100 686,873,037 100 The Bank, in 2013, disposed of a credit operation for a global amount of € 1,932,888, whose book value was € 1,982,449, resulting in capital losses of € 49,561 (Note 29). 11. OTHER TANGIBLE ASSETS Information on movements in the “Other tangible assets” accounts for the years 2013 and 2012 is set out below 2013 (euros) Balance at 31.12.12 Gross Accumulated amount depreciation Acquisitions Depreciation for period Adjustments Net amount at 31 December 2013 Property: For own use Other property 16,335,115 (5,121,633) - - (492,937) 10,720,544 77,843 (77,843) - - - - 1,468,007 (1,294,552) - - (53,477) 119,979 Equipment: Furniture and material Transport material 95,568 (95,568) - - - - IT equipment 2,099,057 (2,027,709) 180,826 - (124,571) 127,602 Interior installations 1,816,509 (1,790,655) - - (11,871) 13,984 240,087 (240,087) - - - - 573,565 (550,648) 1,688 - (12,575) 12,030 17,262 (17,262) - - - - 39,750 - - (39,750) - - (11,215,957) 182,513 (39,750) (695,431) 10,994,139 Security equipment Machinery and tools Property leases: IT equipment Tangible assets in progress 22,762,763 2012 (euros) Balance at 31.12.11 Gross Accumulated amount depreciation Acquisitions Depreciation for period Net amount at 31.12.12 Property: For own use 16,335,115 (4,628,696) - (492,937) 11,213,481 77,843 (77,843) - - - 1,463,464 (1,235,275) 4,718 (59,452) 173,455 95,568 (81,653) - (13,916) - IT equipment 2,050,702 (1,905,025) 48,354 (122,683) 71,348 Interior installations 1,810,123 (1,778,784) 6,386 (11,871) 25,854 Security equipment 240,087 (240,087) - - - Machinery and tools 569,271 (524,056) 4,294 (26,592) 22,917 17,262 (11,508) - (5,754) - - - 39,750 - 39,750 22,659,435 (10,482,927) 103,503 (733,205) 11,546,806 Other property Equipment: Furniture and material Transport material IT equipment Tangible assets in progress CaixaBI: Annual Repor 2013 Property leases: 142 12. INTANGIBLE ASSETS Information on movements in the “Intangible assets” accounts for the years 2013 and 2012 is set out below: 2013 Balance at 31.12.12 Net Gross Accumulated amount depreciation Acquisitions Depreciation Transfers for period amount at 31 December (euros) 2013 Automatic data processing systems 4,834,645 (4,508,519) Intangible assets in progress 2,128,879 - 908,623 (34,158) 34,158 6,963,525 (4,508,519) 908,623 - (182,695) 177,590 3,003,344 (182,695) 3,180,933 2012 Balance at 31.12.11 (euros) Gross Accumulated amount depreciation Acquisition s Transfers Deprecation Net amount for period at 31.12.12 Automatic data processing systems Intangible assets in progress 4,625,600 (4,316,779) 209,045 249,180 - 1,879,700 4,874,780 (4,316,779) 2,088,745 (191,741) - 326,126 2,128,879 - (191,741) 2,455,005 Intangible assets in progress, at 31 December 2013 and 2012, mainly comprised expenses incurred on the acquisition of the Bank’s new central software not yet in use at the said dates. 13. INVESTMENTS IN SUBSIDIARIES, ASSOCIATED COMPANIES AND JOINTLY CONTROLLED ENTITIES The balance on this account, at 31 December 2013 and 2012, is set out below: (euros) 2013 2012 CGD Investimentos Corretora de Valores e Câmbio, S.A. 38,384,507 38,384,507 Caixa Capital – Sociedade de Capital de Risco, S.A. 14,575,724 14,575,724 262,467 262,467 Caixa Desenvolvimento, SGPS, S.A. CaixaBI – Brasil, Serviços de Assessoria Financeira, Ltda. Impairment – CGD Investimentos (Note 19) 3,677 3,677 53,226,375 53,226,375 (12,234,507) 40,991,868 53,226,375 The following is a summary of the financial data extracted from the separate accounts of the subsidiaries, for the last financial year: (%) Entity CGD Investimentos Corretora de Valores e Câmbio, S.A. Caixa Capital, S.A. Caixa Desenvolvimento, SGPS, S.A. CaixaBI Brasil - Serviços de Assessoria Financeira LTDA Headquarters São-Paulo Currency Reais Euros Direct Effective Date 50,00% 50,00% 31-12-2013 Assets Profit/ (Loss) Shareholders’ equity 202,790,946 (56,990,058) 38,688,697 62,251,641 (17,494,492) 11,876,442 Lisbon Euros 100,00% 100,00% 31-12-2013 46,514,843 3,815,921 45,841,135 Lisbon Euros 100,00% 100,00% 31-12-2013 470,696 1,352 465,468 90,00% 100,00% 31-12-2013 5,689,474 254,086 5,662,651 1,746,523 77,998 1,738,289 São-Paulo Reais Euros CaixaBI: Annual Repor 2013 Percentage of investment 143 In July 2010 the Bank acquired 50% of the capital of CGD – Participações em Instituições Financeiras, Ltda. (CGD Participações), for the amount of € 22,721, with the remaining 50% of the capital being held by Banco Caixa Geral Brasil. This vehicle was set up to acquire 70% of the share capital of Banif Corretora de Valores e Câmbio, S.A. (Banif CVC) for the amount of R$ 123.9 million (€ 45.8 million at 31 December 2012), as provided for in the agreement entered into on 2 June 2010. The definitive contract for the acquisition of Banif CVC was signed on 6 February 2012. The shareholders’ agreement of Banif CVC entered into on the same date provided for the following options: Put option by Banif Banco de Investimento (Brasil), S.A. (Banif) over CGD Participações, at the exclusive discretion of Banif, in the period between the 12 th th and 60 month from the date of the signing of the shares sales/purchase contract of 2 June 2010. The price would vary on the basis of the net profit for the period up to the date upon which the option was exercised. Call option by CGD Participações over Banif at the exclusive discretion of CGD Participações starting from the th 60 month from the date of the signing of the shares sales/purchase contract of 2 June 2010. The price would vary on the basis of the net profit for the period up to the exercising of the option. At 2 June 2012, Banif exercised its put option on the remaining investment of 30% of Banif CVC’s equity capital for a global amount of R$ 56 million. During the course of the operation Banif CVC’s name was also changed to CGD Investimentos Corretora de Valores e Câmbio, S.A. At 31 October 2012, the merger based on the reverse incorporation of CGD Participações into CGD Investimentos was approved at the extraordinary meeting of shareholders. The referred to incorporation took effect on the integration of CGD Participações’ assets and liabilities in its subsidiary company which was extinguished, with CGD Investimentos assuming all rights and obligations deriving from its activity up to the date of the registration of the merger. The provisional financial data extracted from the statutory accounts of CGD Investimentos includes the cancellation of deferred tax assets of R$ 46,857,373, made in accordance with the rules of the supervisory authority of Brazil. CGD Investimentos, however, retains the right to use this carry-back in the future. Caixa Capital - Sociedade de Capital de Risco, S.A. (Caixa Capital) is headquartered in Lisbon and was formed on 31 December 1990 under Decree Law 17/86 of 5 February. The company’s corporate object is to support and promote investment and technological innovation by making temporary equity investments in projects or companies. It is also authorised to provide assistance to the financial, technical, administrative and commercial management of its subsidiary companies. It managed four venture capital funds at 31 December 2013. Caixa Desenvolvimento, SGPS, S.A. formed in 1998, is headquartered in Portugal. Its corporate object is to manage equity investments in other companies, as an indirect form of performing economic activities. In March 2012, Caixa Desenvolvimento increased its share capital from € 2,500,000 to € 3,810,000, through an incorporation of € 1,310,000 of reserves into capital, comprising the issue of 1,310,000 new shares for a nominal amount of € 1 each. It latterly reduced its share capital by € 3,410,000, comprising 400,000 shares for a nominal In November 2011, the Bank set up the company CaixaBI Brasil – Serviços de Assessoria Financeira Ltda. in Brazil, with the corporate object of providing consultancy services to companies on capital restructuring, business strategy and connected issues, as well as consultancy and services for mergers, acquisitions and sale of companies and structuring of bank finance to be provided by other entities. The company is 90% owned by the Bank and 10% by Caixa Desenvolvimento SGPS, S.A. The capital was paid up in April 2012. On 16 December 2011, the investors meeting of the Fundo de Capital de Risco Energias Renováveis - Caixa Capital decided to liquidate the fund. The fund was dissolved in February 2012 with the liquidation proceeds having been CaixaBI: Annual Repor 2013 amount of € 1 each. The Bank received € 3,410,000, making gains of € 1,172,467 (Note 29) on this operation. 144 divided up among the investors in proportion to their paid up capital holdings. In the sphere of this liquidation, the Bank received € 28,128,688 of which € 466,161 refers to a receivable balance with gains of € 1,528,688 (Note 29). 14. INCOME TAX Tax assets and liabilities balances, at 31 December 2013 and 2012, were: (euros) 2013 2012 13,716 - - (12,552,549) 13,716 (12,552,549) Current tax assets Income tax rebate Current tax liabilities Income tax payable Deferred tax assets For temporary differences Deferred tax liabilities 39,166,950 34,330,290 (2,976,318) (2,411,123) 36,190,632 31,919,167 The following table provides details and information on deferred tax movements, in 2013 and 2012: 2013 Balance at 31.12.2012 (euros) Change Income Balance at Equity 31.12.2013 Commissions 2,667,053 (2,455,322) - Valuation of available for sale financial assets 4,259,282 - (3,345,069) 914,213 24,893,487 9,810,793 - 34,704,280 Provisions not accepted for fiscal purposes Impairment of available for sale financial assets Fixed asset revaluations not accepted for fiscal purposes 211,731 275,096 254,563 - 529,659 (175,752) 6,501 - (169,251) 31,919,167 7,616,535 (3,345,069) 36,190,633 2012 Balance at 31.12.2011 (euros) Commissions Change Income Balance at Equity 31.12.2012 5,192,317 (2,525,264) - Valuation of available for sale financial assets 30,970,253 - (26,710,971) 4,259,282 Provisions not accepted for fiscal purposes 20,131,949 4,761,538 - 24,893,487 Impairment of available for sale financial assets Fixed asset revaluations not accepted for fiscal purposes 2,667,053 280,518 (5,422) - 275,096 (182,254) 6,502 - (175,752) 56,392,783 2,237,354 (26,710,971) 31,919,167 Information on tax on profit recognised in the income statement and the tax burden, measured by the ratio between the provisioning for tax on profit and net profit for the year before tax is set out below: (euros) 2013 2012 Current tax IRC for current year 9,099,697 14,132,050 Banking sector contribution 614,031 623,959 Adjustments for past years (2,139,552) 128,624 7,574,176 14,884,633 (7,616,535) (2,237,354) (42,359) 12,647,279 Deferred tax Recognition and reversal of temporary differences Total tax in income statement CaixaBI: Annual Repor 2013 With an impact in income for period 145 (euros) 2013 2012 605,240 31,883,061 (7.00%) 39.67% (3,345,069) (26,710,971) (456,190) 61,629 Total tax in reserves (3,801,259) (26,649,342) Total tax in shareholders’ equity (3.843.618) (14.002.063) Income before tax Fiscal burden in income statement With an impact in reserves Deferred tax – Fair value reserve Current tax Current taxes recognised in reserves for the amounts of € 456,190 and € 61,629 in 2013 and 2012, respectively, refer to tax associated with the revaluation of debt securities sold in 2013 and 2012 and classified as available for sale financial assets, that were taken into account for the purposes of assessing taxable income in previous years. The deferred taxes recognised in the same account refer to the revaluation during the year of equity investments and debt securities which are also classified as available for sale financial assets, whose fiscal effects will only be produced at the time of disposal of such assets. In conformity with current legislation, tax returns are subject to review and correction by the tax authorities for a period of four years. The Bank’s tax returns for 2010 to 2012 are therefore still subject to review and to the possibility of correction. The Board of Directors considers that any correction is unlikely to have a significant impact on the financial statements, at 31 December 2013. The following is an analysis of the reconciliation between the nominal tax rates in 2013 and 2012. (euros) 2013 Rate Income before tax 2012 Rate Amount Amount 605,240 Tax assessment based on nominal rate State surcharge 31,883,061 26.50% 160,389 26.50% 206.74% 1,251,256 6.22% Total tax 1,411,645 Provisions and impairment not relevant for fiscal purposes Total loss allocated by EIG Separate source-based taxation Adjustments for prior years Other costs not accepted Fiscal benefits Banking sector contribution Other 1,984,483 10,433,494 69.90% 423,091 6.31% 2,013,234 (35.51%) (214,915) (0.71%) (225,915) 26.32% 159,292 0.50% 160,232 (278.13%) (1,683,362) 0 128,623 10.29% 62,289 0.14% 44,248 - (1.03%) (328,003) (288,157) Fiscal capital gains Elimination of double taxation 8,449,011 6.81% 41,202 (0.90%) (0.13%) (761) (0.00%) (761) 101.45% 614,031 1.96% 623,959 (141.24%) (854,871) 0.27% 86,325 (7.00%) (42,359) 39.67% 12,647,279 With the publication of Law 55 - A/2010, of 31 December, the Bank was covered by the banking sector contribution regime. The banking sector contribution is levied on: a) The liabilities assessed and approved by the taxpayers minus tier 1 and tier 2 own funds and the deposits covered by the Deposit Guarantee Fund. The following are deducted from liabilities: Elements which, according to the applicable accounting standards are recognised as shareholders’ equity; Liabilities associated with the recognition of responsibilities for defined benefits plans; CaixaBI: Annual Repor 2013 Banking sector contribution 146 b) Liabilities for provisions; Liabilities resulting from the revaluation of derivatives; Deferred income, not considering income related to liabilities and; Liabilities for assets not derecognised in securitisation operations. The off-balance sheet notional amount of derivatives, calculated by the taxpayers except for financial hedge derivatives or derivatives whose risk positions balance each other out. The rates applicable to the bases defined in the preceding sub-paragraphs a) and b) are 0.05% and 0.00015%, respectively, based on the amount assessed. The tax rates already approved for 2014 are 0.07% and 0.0003%, respectively. The Bank has posted the banking sector contribution to the “Current year tax” account in the income statement. 15. OTHER ASSETS This account comprised the following, at 31 December 2013 and 2012: (euros) Other cash balances 2013 2012 39,155,971 6,669,698 Debtors and other investments Debtors - futures trading operations and options Miscellaneous debtors Other assets Income receivable 6,277,495 6,769,299 30,117,587 26,128,301 36,395,082 32,897,600 128,346 48,846 42,565 68,144 Deferred expenses Insurance - - Operational lease instalments - 3,812 410,455 459,517 410,455 463,329 43,749,301 35,092,522 Other deferred expenses Prepayments and accrued income Securities operations pending settlement Other lending operations pending settlement Overdue credit and interest Impairment of other assets (Note 19) 141,447 591,135 43,890,748 35,683,657 3,551,441 3,551,441 123,574,608 79,382,715 (26,900,489) (13,327,225) 96,674,119 66,055,490 At 31 December 2013, the “Other cash balances” account refrerred to an amount deposited with Clearstream Banking At 31 December 2013 and 2012, the “Debtors - futures trading operations and options” account corresponded to futures margin accounts. At 31 December 2013, the balance on the “Miscellaneous debtors – balances pending settlement” account included € 16,228,705 relative to a swap contracted for by the Bank which was “crystallised” in 2012. The “Miscellaneous debtors - other” account at 31 December 2013 and 2012 also includes amounts receivable from customers for the invoicing of services provided by the Bank. CaixaBI: Annual Repor 2013 for the settlement of stock exchange operations. 147 The “Other deferred expenses” account heading, at 31 December 2013 and 2012 includes € 125,286 and € 256,797, respectively, in respect of the amounts invested in Agrupamento Complementar de Empresas TREM II – Aluguer de Material Circulante, ACE (TREM II). The “Securities operations pending settlement” account, at 31 December 2013 and 2012, comprises the value of the operations for the sale of securities at the end of the year and settled in the first few days of the following year. At 31 December 2013 and 2012, the “Overdue credit and interest” account heading included overdue loans of € 3,551,441, originated in Caixa Valores and deriving from securities trading operations in 1992 by a group of customers. The loan has been fully provisioned. Caixa Valores took legal action against the Group of customers in September 1994, accusing them of responsibility for realising the referred to operations and claiming an amount of € 6,003,180 plus interest accruing since June 1993. As the action is still in progress, the Bank has not recorded any asset related with this situation. 16. CENTRAL BANKS’ RESOURCES The “Central banks’ resources” account at 31 December 2013 and 2012 comprises term deposits with the Bank of Portugal, as collateral for European Central Bank funding. These deposits were collateralised by securities with a nominal value of € 554,714,000 and € 441,260,000, in 2013 and 2012, respectively (Note 33). (euros) 2013 2012 334,500,000 215,000,000 Term Term deposits Interest payable 2,401,375 1,717,504 336,901,375 216,717,504 Information on the periods to maturity of other credit institutions’ resources is set out below: (euros) 2013 2.012 Up to three months 119,500,000 0 From three months to three years 215,000,000 215,000,000 334,500,000 215,000,000 Fixed rate interest set by the European Central Bank is paid on these deposits. 17. OTHER CREDIT INSTITUTIONS’ RESOURCES This account heading comprises the following: (euros) 2013 2012 Repayable on demand Sight deposits Credit institutions in Portugal 122,271 11,807,596 Credit institutions abroad 1,168 1,230 Very short term deposits 336,582,409 414,227,982 Term deposits 281,049,879 318,000,000 7,949 - Term Other resources – sight deposit overdrafts Credit institutions’ resources abroad Other resources – sight deposit overdrafts 66,048 3,691 617,829,724 744,040,499 Interest payable Credit institutions’ resources in Portugal (414,858) (8,297,622) (618,244,582) (752,338,121) CaixaBI: Annual Repor 2013 Credit institutions’ resources in Portugal 148 Information on the periods to maturity of other credit institutions’ resources is set out below: (euros) 2013 Sight deposits and overdrafts 2012 197,436 11,812,517 Up to three months 517,632,288 732,227,982 From three months to three years 100,000,000 - 617,829,724 744,040,499 2013 2012 18. OTHER CREDIT INSTITUTIONS’ RESOURCES This account heading comprises the following: (euros) Deposits Sight 36,450,078 36,188,287 Term 85,964,944 100,992,080 122,415,022 137,180,367 Value adjustments relating to hedged liabilities (Note 7) 85,453 283,980 122,500,475 137,464,347 Interest payable on deposits 2,073,268 1,781,631 124,573,743 139,245,978 Customer resources and other loans, at 31 December 2013 and 2012, had the following structure in accordance with their respective periods to maturity: (euros) 2013 2012 Repayable on demand 36,450,078 36,188,287 Up to three months 70,550,025 87,001,800 Three months to one year 10,953,825 3,750,000 - 5,000,000 One to five years More than five years 4,461,094 5,240,280 122,415,022 137,180,367 19. PROVISIONS AND IMPAIRMENT Information on movements in the Bank’s provisions and impairment accounts for 2013 and 2012 is set out below: 2013 Net Balance at provisions in 31.12.12 income (euros) Use Transfers statement Exchange Balance at 31 gains December /losses 2013 Provisions for loans and advances to customers (Note 10): . Bad debts . Overdue loans 69,765,358 8,323,649 - 8,609,247 - 6,740,330 30,293,735 (12,100) 847,246 - 86,698,254 37,869,212 76,505,688 38,617,384 (12,100) 9,456,493 - 124,567,465 5,441,503 (1,479,463) - - - 3,962,040 credit risks (Note 10) Provisions for other risks and liabilities 7,541,288 6,615,008 (1,596,433) - - 12,559,863 12,982,791 5,135,545 (1,596,433) - - 16,521,903 1,897,215 - - - (82,129) 1,815,086 13,327,225 14,491,061 (917,797) - - 26,900,489 - 13,081,753 - (847,246) - 12,234,507 15,224,439 27,572,814 (917,797) (847,246) (82,129) 40,950,081 104,712,918 71,325,743 (2,526,330) 8,609,247 (82,129) 182,039,449 Impairment of available for sale financial assets (Note 8) Impairment of other financial assets (Note 15) Impairment of other assets (Note 13) CaixaBI: Annual Repor 2013 Provisions for general 149 2012 Net Balance at provisions in 31.12.11 income (euros) Use Transfers statement Exchange Balance at 31 gains/ December losses 2013 Provisions for loans and advances to customers (Note 10): . Bad debts . Overdue Loans 60,210,686 13,762,071 (4,207,399) - - 4,579,235 3,067,040 (1,520,837) 614,892 - 69,765,358 6,740,330 64,789,921 16,829,111 (5,728,236) 614,892 - 76,505,688 6,281,811 (840,308) - - - 5,441,503 4,763,072 2,778,216 - - - 7,541,288 11,044,883 1,937,908 - - - 12,982,791 6,823,658 (29,750) (4,859,303) - (37,390) 1,897,215 4,867,949 9,074,168 - (614,892) - 13,327,225 Provisions for general credit risk (Note 10) Provisions for other risks and liabilities Impairment of available for sale financial assets (Note 8) Impairment of other assets (Note 15) 11,691,607 9,044,418 (4,859,303) (614,892) (37,390) 15,224,439 87,526,411 27,811,437 (10,587,539) - (37,390) 104,712,918 The Bank‘s provisions for bad debts at 31 December 2013 and 2012, were higher than the limits defined by the Bank of Portugal, to provide for the risk associated with a series of operations for loans and advances to customers. Provisions for other risks and liabilities comprise the Bank’s best estimate of eventual amounts to be expended on settling legal, fiscal and other contingencies. The Bank was notified, in December 2012, of a charge brought by the CMVM alleging a violation of its market defence obligation. The Bank exercised its right to a hearing and defence in which it rejected the charge, accordingly not setting up any provision for 2012. The process was closed in 2013, with a fine of € 150,000 levied on the Bank, CaixaBI: Annual Repor 2013 recognised in “Other operating income” (Note 30). 150 20. OTHER LIABILITIES This account heading comprises the following: (euros) 2013 2012 Creditors and other resources General government Deduction of tax at source 4,081,166 4,869,844 Value added tax 534,152 173,425 Social security contributions 230,484 227,498 Deferred interest and dividends 215,895 215,895 Creditors – securities operations 132,620 186,172 Miscellaneous creditors Suppliers of leased assets - 4,145 1,598,141 1,547,014 6,792,458 7,223,993 Additional remuneration 2,830,000 2,830,000 Holiday and holiday subsidies 1,567,400 799,200 Other Costs payable Pension fund 303,045 268,101 Other 587,573 1,345,436 5,288,018 5,242,737 1,049,096 1,344,700 8,870 8,870 Deferred income Commissions on credit operations (Note 2.3. a)) Agencying commissions Rents Guarantees provided 2,722 3,875 1,060,688 1,357,445 43,008,096 34,714,434 1,779,191 10,101,438 Other accruals and deferred income accounts Securities operations pending settlement Lending operations pending settlement Commissions payable - syndicated credit operations Other 379,059 387,396 45,166,346 45,203,268 58,307,510 59,027,443 The balance on the “Creditors - securities operations” account, at 31 December 2013 and 2012, refers to the current accounts of brokerage operations customers. The “Securities operations pending settlement” account, at 31 December 2013 and 2012, comprises the value of securities purchase operations at the end of the year and settled in the first few days of the following year. The “Commissions payable – syndicated credit operations” account heading, at 31 December 2013 and 2012, comprises amounts charged to customers for the structuring of syndicated credit operations in which CGD Group supplies all or a significant part of the loan with the latter objective of placing it with other credit institutions. As described in Note 2.11, the Bank recognises a part of the commission received in proportion to the total amount of 21. SUBSCRIBED CAPITAL Subscribed capital comprises 81,250,000 shares with a nominal value of one euro each. Information on the Bank’s equity structure, at 31 December 2013 and 2012, is set out below: Gerbanca, SGPS, S.A. Other Shares % 81,018,063 99.71% 231,937 0.29% 81,250,000 100.0% CaixaBI: Annual Repor 2013 credit the Group intends to syndicate in this account. 151 22. RESERVES, RETAINED EARNINGS AND PROFIT FOR YEAR The composition of the reserves and retained earnings account headings, at 31 December 2013 and 2012, was as follows: (euros) 2013 2012 4,338,403 4,338,403 (5,884,573) (17,985,409) Revaluation reserves Revaluations reserve on fixed assets Fair value reserve Unrealised gains Debt instruments Shares 5,380,006 4,411,820 Investment units (5,153,881) (3,089,025) Other equity instruments (6,503,336) (6,650,066) (7,823,381) (18,974,277) Fiscal effect 1,862,648 5,663,906 (5,960,733) (13,310,371) Legal reserve 47,414,192 45,490,613 Free reserve 88,578,385 71,266,181 Retained earnings 58,550,498 58,550,497 194,543,075 175,307,291 Other reserves and retained earnings Profit for period 647,599 19,235,783 189,229,941 181,232,703 Revaluation reserves Fixed assets revaluation reserves The Bank revalued its fixed assets in 1998, under Decree Law 31/98 of 11 February. The increase of €4,338,403, in the net value of the fixed assets was recognised in the “Revaluation Reserves” account heading. Revaluation reserves may only be used to cover accrued losses or for share capital increases. Fair value reserves The fair value reserve recognises unrealised capital gains and losses on available for sale financial assets, net of the corresponding fiscal effect. Legal reserve In conformity with Decree Law 298/92 of 31 December, changed by Decree Law 201/2002 of 26 September, the Bank is required to set up a legal reserve fund until equal to its share capital or sum of free reserves and retained earnings, if higher, annually transferring an amount of not less than 10% of net profits to the reserve. The reserve may only be Dividends No dividends were paid in 2012 or 2013. CaixaBI: Annual Repor 2013 used to cover accrued losses or for share capital increases. 152 23. INTEREST AND INCOME AND INTEREST AND SIMILAR CHARGES These accounts are made up as follows: (euros) 2013 2012 Interest and similar income: Interest on cash balances 10,274 18,097 335,089 576,291 70,604 588,079 Domestic credit 9,200,782 12,749,045 Foreign loans 4,204,281 7,998,475 Interest on investments in credit institutions in Portugal Interest on Investments in credit institutions abroad Interest on loans and advances to customers Interest on assets held for trading: Securities Interest rate swaps Interest rate guarantee contracts Interest on other financial assets at fair value through profit or loss 369,587 2,759,369 202,580,191 248,925,785 556,812 558,079 138,400 276,023 17,091,553 20,163,029 Interest on hedge derivatives 248,646 328,632 Interest on debtors and other investments 202,110 159,304 235,008,329 295,100,389 Interest on available for sale financial assets Commissions received associated with credit operations 448,087 480,649 235,456,416 295,581,038 Interest and similar costs: Interest on central banks’ resources 1,948,204 2,282,121 Interest on credit institutions’ resources 7,035,347 16,641,402 Interest on customer deposits 1,558,470 2,288,199 199,052,740 245,952,654 553,413 653,202 Interest on financial liabilities held for trading Interest rate swaps Interest on hedge derivatives Other interest and liabilities Interest on creditors and other resources Other Net interest income 18 83 33,643 113,053 210,181,833 267,930,714 25,724,583 27,650,323 24. INCOME FROM EQUITY INSTRUMENTS This account includes €212,670 in dividends paid by Caixa – Desenvolvimento, SGPS, S.A., in 2012. The remaining balance of this account in 2013 and 2012 comprises dividends received from available for sale financial assets. 25. INCOME AND COSTS OF SERVICES AND COMMISSIONS (euros) 2013 2012 137,939 157,085 46,903 109,825 11,305,678 16,980,712 2,831,219 3,180,898 786,302 463,568 915,067 516,993 Income from services and commissions Guarantees provided Commissions for commitments to third parties Provision of services Structuring of operations Agencying Custodian services Deposit and custody of securities Collections Other services provided For operations realised on behalf of third parties Other commissions received 49,684 31,583 17,566,875 12,796,368 6,510,088 4,353,571 10,497,936 25,072,385 50,196,192 64,114,487 CaixaBI: Annual Repor 2013 These accounts are made up as follows: 153 (euros) 2013 2012 Costs of services and commissions Commissions for operations realised by third parties 2,343,834 1,571,742 For banking services provided by third parties 32,798 1,685,561 Commissions for operations on financial instruments 15,125 48,608 2,490 256,396 583,283 10,300,879 2,977,530 13,863,186 For guarantees received Other commissions paid The “Other commissions received” account for 2013 and 2012, essentially includes financial advisory commissions. The “Other commissions paid” account in 2012 essentially includes paid commissions for advisory services on the realisation of received advisory commissions. The “Costs of services and commissions – for banking services provided by third parties” account for 2012 includes € 1,635,414, relating to commissions to be passed on to other credit institutions in future syndications in accordance with the policy described in Note 2.11. 26. INCOME FROM ASSETS AND LIABILITIES RECOGNISED AT FAIR VALUE THROUGH PROFIT OR LOSS These accounts are made up as follows: (euros) 2013 2012 Income from assets and liabilities held for trading Equity instruments Debt instruments 489,752 (122,208) 1,154,408 17,001,280 Derivatives Equity swaps Interest rate swaps Futures Interest rate guarantee contracts Options - - 21,974,269 (20,808,346) (474,965) (511,207) (9,954,223) (34,530) 64,285 127,979 13,253,526 (4,347,032) Debt instruments 552,439 (136,909) Income from hedge operations 311,283 63,682 (285,240) (65,359) 13,832,008 (4,485,618) 2013 2012 8,545,994 3,226,193 Income from assets and liabilities recognised at fair value through profit or loss Value adjustments relating to hedged assets and liabilities covered by hedges 27. INCOME FROM AVAILABLE FOR SALE FINANCIAL ASSETS (euros) Income from available for sale financial assets Debt instruments Equity instruments - - 8,545,994 3,226,193 Losses on available for sale financial assets Equity instruments Debt instruments - (145,385) (94,465) (1,008,777) (94,465) (1,154,163) 8,451,529 2,072,030 CaixaBI: Annual Repor 2013 These accounts are made up as follows: 154 28. INCOME FROM FOREIGN EXCHANGE REVALUATIONS In 2013 and 2012, the full amount of this account comprised income on the revaluation of the foreign exchange position repayable on demand. 29. INCOME FROM THE DISPOSAL OF OTHER ASSETS For the year ended 31 December 2013, this account included € 1,172,467 of losses on loan disposals (Note 10). For the year ended 31 December 2012, this account included € 1,172,467 relative to the reduction of the share capital of Caixa Desenvolvimento and €1,528,688 from the income on the liquidation of the FCR Energias Renováveis fund (Note 13). 30. OTHER OPERATING INCOME These accounts are made up as follows: (euros) 2013 2012 Other operating income Other operating gains and income Reimbursement of expenses 918,699 272,876 Reversal of provision for additional remuneration in past years 900,000 1,250,000 Staff on loan - CGD Group 496,214 862,122 Other 313,541 433,540 2,628,454 2,818,538 2,107,539 294,485 Other operating costs Other operating costs and expenses Cancellation of interest on loans and advances to customers in prior years Contributions to the Resolution Fund 254,143 - TREM II 131,511 138,243 Staff on loan - CGD Group 112,557 274,108 Subscriptions and donations 22,683 20,632 Contributions to the Deposit Guarantee Fund 18,219 17,500 267,017 25,700 862 582 Other Other operating losses Other tax Indirect taxes Direct taxes Other operating income (net) 62,409 83,779 245,633 452,129 3,222,573 1,307,158 594,119 1,511,380 The Resolution Fund was created by Decree Law 31-A/2012 of 10 February, which introduced a resolution regime in The measures in the new regime aim, depending on the case, to recover or to prepare the orderly liquidation of credit institutions and certain investment companies in a difficult financial situation and involves three intervention stages according to Bank of Portugal, in the form of corrective intervention, provisional administration and resolution. Therefore, the Resolution Fund’s main mission consists in providing financial support to the application of the resolution mechanisms adopted by the Bank of Portugal. In 2013, the Bank recognised an initial and a periodic contribution to the Resolution Fund of € 62,639 and € 191,504 respectively. CaixaBI: Annual Repor 2013 the General Credit Institutions and Financial Companies Regime approved by Decree Law 298/92 of 31 December. 155 31. EMPLOYEE COSTS This account heading comprises the following: (euros) 2013 2012 603,236 538,428 10,106,219 9,387,164 2,174,471 1,813,003 330,857 278,974 Remuneration paid to Board of Directors and inspection bodies Remuneration paid to employees Mandatory social costs Costs of remuneration Pension fund (Note 2.10) Other mandatory social costs 22,717 92,465 402,086 384,562 13,639,586 12,494,596 Other employee costs Following the occurrence of legislative changes in 2013, an amount of €783,258 relative to the cost of the preceding year’s holiday subsidies was recognised. The average number of staff employed by the Bank and its subsidiaries, in 2013 and 2012, excluding the Board of Directors and the Supervisory bodies was 166, distributed as follows: 2013 2012 Senior management 80 82 Technical 67 65 Administrative 19 19 166 166 32. GENERAL ADMINISTRATIVE EXPENDITURE (euros) 2013 2012 Specialised services 4,313,715 3,775,759 Maintenance and repair 1,046,090 969,666 Rents and leases 823,152 842,948 Travel and expenses 769,053 783,226 Communications 457,389 469,322 Advertising and publications 365,283 389,069 Water, power and fuel 134,306 143,198 Consumables Publications 94,509 53,425 90,170 59,165 Staff training 38,853 71,742 Other third party supplies 37,891 50,818 Insurance 22,148 40,385 124,104 146,757 8,279,918 7,832,225 Other third party services Information on the minimum payments of operational leases on transport and IT equipment, at 31 December 2013 and 2012, are set out below: (euros) 2013 2012 Up to 1 year 607,849 642,006 From 1 to 5 years 515,142 760,459 Contingent liabilities associated with banking activity are recognised in off-balance sheet accounts with the following detail: (euros) 2013 2012 20,072,767 31,629,059 562,084,000 448,630,000 582,156,767 480,259,059 Contingent liabilities: Guarantees and sureties Asset-backed guarantees Available for sale financial assets (Note 8) Commitments: CaixaBI: Annual Repor 2013 33. CONTINGENT LIABILITIES AND COMMITMENTS 156 (euros) 2013 2012 Revocable lines of credit 7,199,968 27,941,814 Securities subscriptions 3,031,679 3,311,679 Other irrevocable commitments Potential liability to - - 3,532,036 3,532,036 162,181 162,181 13,925,864 34,947,710 5,205,499,364 5,785,648,237 Investors’ Indemnity System Term liabilities to Deposit Guarantee Fund Liabilities for the provision: of services: Deposit and custody of securities The “Assets-backed guarantee” account, at 31 December 2013 and 2012, comprises the nominal value of public debt securities pledged, by the Bank, in respect of the following situations: (euros) 2013 2012 554,714,000 441,260,000 Caixa Geral de Depósitos, S.A. – Euronext 2,500,000 2,500,000 Investors’ Indemnity System (SII) 4,430,000 4,430,000 Pledge on securities in the “ECB assets pool”(Note 16) Deposit Guarantee Fund 440,000 440,000 562,084,000 448,630,000 The object of the Deposit Guarantee Fund is to guarantee customers’ deposits in accordance with the limits defined by the General Credit Institutions Regime. For this, the Bank contributes on a regular annual basis. A part of those contributions takes the form of an irrevocable commitment to realise the respective contributions when requested by the Fund. These amounts are not recognised in costs. The total value of commitments assumed since 1996 totals €162,181. 34. RELATED ENTITIES All companies controlled by CGD Group, associated companies and the Bank’s management bodies are considered to be entities related with the Bank. The Bank’s financial statements, at 31 December 2013 and 2012, include the following balances and transactions with related entities, excluding management bodies: 2013 (euros) 2012 Other CGD Subsidiaries Group Other CGD Subsidiaries companies Group companies Loans and advances to customers - 163,834 - 354,404 Investments in credit institutions - 6,593,277 - 45,474,273 Financial assets held for trading - 45,455,731 - 47,586,966 Available for sale financial assets - 7,066,806 - 7,409,472 25,266 76,290 34,926 370,603 Financial liabilities held for trading - (540,162,466) - (835,664,064) Other credit institutions’ resources - (315,355,652) - (485,317,072) (12,508,239) (53,425,070) (10,204,289) (69,112,662) - (934,851) - (1,424,476) (8,870) (368,115) (8,870) (899,616) Other assets Liabilities: Customer resources and other loans Hedge derivatives Other liabilities CaixaBI: Annual Repor 2013 Assets: 157 2013 (euros) 2012 Other CGD Subsidiaries Other CGD Group Subsidiaries companies Group companies Income and costs: Net interest income (136,031) (138,635,806) (202,437) (119,060,776) Income from financial operations - 285,136,062 - (183,756,354) Income from equity instruments - - 212,670 - Income from services and commissions (net) 3 2,738,177 3,702 1,752,489 261,163 231,516 244,688 402,218 - (69,132) - (633,295) Operating income General administrative expenditure Transactions with related entities are generally made basis on the basis of market value on the respective date. Management bodies The costs incurred on the remuneration of the Bank’s Board of Directors, in 2013, totalled € 543,776 of which amount €16,488 in respect of contributions to the Caixa - Banco de Investimento pension fund, as described in Note 2.10 (€ 479,258 and € 16,342, respectively in 2012). No bonuses were paid to board members in 2013 and 2012. In 31 December, three Board Members had a mortgage lending agreement with the Bank for a global amount of € 307,297 (€ 246,216 in 2012 for two Board Members). This is a standard loan for Bank employees which was taken out prior to their appointments as Board Members. The Bank has no other additional liability or granted any long term benefit to the Board of Directors than those referred to above. Information on the amounts paid to the members of Boards of Directors and Supervisory bodies, in 2013, is set out in the management report. Information on the fees charged by the statutory auditors, in 2013, is set out in the management report. 35. DISCLOSURES RELATING TO FINANCIAL INSTRUMENTS Management policies on financial risks pertaining to the Bank’s activity Risk management and control are centralised by CGD’s Risk Management Division. The Bank also has risk management regulations defining the limits and operating procedures on the management of various risks. Information on the disclosures required under IFRS 7 - Financial Instruments. Disclosures on the principal types of CaixaBI: Annual Repor 2013 risks pertaining to the Bank’s activity are set out below. 158 Exchange rate risk Financial instruments were broken down into the following currencies at 31 December 2013 and 2012: 2013 (euros) Currency US Euros Sterling dollars Other Total Assets Cash and claims on central banks 1,237,734 - - - 1,237,734 Claims on other credit institutions 1,673,093 - 10,506 201,372 1,884,971 Financial assets held for trading Securities Derivatives (notional) Derivatives (book value) Other financial assets at fair value through profit or loss Available for sale financial assets Investments in credit institutions Hedge derivatives (notional) Loans and advances to customers Other assets Provisions and impairment 8,187,885 1,226,882 329,855 518,500 10,263,121 7,472,322,725 536,674,971 - - 8,008,997,696 480,053,545 41,066,121 - - 521,119,665 5,083,735 - - - 5,083,735 657,033,260 8,817,583 - - 665,850,843 4,877,994 - - - 4,877,994 12,951,207 - - - 12,951,207 570,774,696 38,725,297 76,136 57,860,394 101,707 22,454 65,974 570,952,539 96,674,119 (151,467,954) - - - (151,467,954) 9,101,453,218 645,722,087 464,522 785,845 9,748,425,672 (7,472,322,725) (536,674,971) (8,008,997,696) (506,011,091) (39,064,754) (545,075,845) Liabilities Financial liabilities held for trading Derivatives (book value) Central banks’ resources (336,901,375) Other credit institutions’ resources (568,544,674) (48,649,708) (336,901,375) Customer resources and other loans (123,003,005) (1,570,738) (659,868) (390,333) (618,244,582) (124,573,743) Hedge derivatives (notional) (12,951,207) Other liabilities (38,346,592) (19,809,288) (151,631) (9,058,080,669) (645,769,458) (811,498) (390,333) (9,705,051,958) (47,371) (346,976) 395,512 1,165 Net exposure (12,951,207) (58,307,510) CaixaBI: Annual Repor 2013 Derivatives (notional) 159 2012 (euros) Currency US Euros Sterling dollars Other Total Assets Cash and claims on central banks 14,540,841 - - - 14,540,841 Claims on other credit institutions 2,998,487 19,365 89,593 119,497 3,226,943 Financial assets held for trading Securities 7,967,194 1,705,320 - - 9,672,513 9,331,839,114 522,292,028 - - 9,854,131,142 783,127,431 76,724,149 - - 859,851,580 5,896,816 - - - 5,896,816 Available for sale financial assets 589,247,966 10,549,442 - - 599,797,409 Investments in credit institutions 45,474,273 - - - 45,474,273 Hedge derivatives (notional) 13,964,216 - - - 13,964,216 727,711,574 37,875 - - 727,749,449 Derivatives (notional) Derivatives (book value) Other financial assets at fair value through profit or loss Loans and advances to customers Other assets 57,698,194 21,559,225 38,033 87,263 79,382,715 (89,832,912) - - - (89,832,912) 11,490,633,193 632,887,404 127,626 206,760 12,123,854,983 (9,331,839,114) (522,292,028) - - (9,854,131,142) (825,106,464) (74,680,168) - - (899,786,632) Central banks’ resources (216,717,504) - - - (216,717,504) Other credit institutions’ resources (734,107,479) (18,230,642) - - (752,338,121) Customer resources and other loans (137,604,218) (1,641,760) - - (139,245,978) Hedge derivatives (notional) (13,964,216) - - - (13,964,216) Other liabilities (41,968,626) (17,058,817) - - (59,027,443) (11,301,307,621) (633,903,416) - - (11,935,211,036) (1,016,012) 127,626 206,760 (681,626) Provisions and impairment Liabilities Financial liabilities held for trading Derivatives (notional) Derivatives (book value) Net exposure The amounts relating to derivatives in the above tables comprise interest rate swaps. Liquidity risk Liquidity risk comprises the Bank’s risk of difficulties in securing funds to meet its commitments. An example of liquidity risk may be the Bank’s incapacity to quickly alienate a financial asset at close to its fair value. The analysis of the Bank’s liquidity risk is part of the consolidated liquidity analysis of CGD Group’s Asset-Liability Committee. The Bank has an irrevocable line of credit from CGD, for liquidity requirements of up to one year. On the other hand, CGD Group policy does not advise direct access to the capital market for securing medium and long term funding, which is the consolidated liability of CGD Group on a consolidated basis and with CGD having a global management commitment and eventual coverage of the liquidity gaps of its various subsidiaries as a whole. Under IFRS 7 requirements, the full amount of non-discounted contractual cash flows for the various time bands, Customers’ sight deposits are recognised in the “Customer resources and other loans” account in “Repayable on demand”; Sight overdrafts are recognised in the “Loans and advances to customers” accounts in “Repayable on demand”; The “Other” column comprises amounts already received or paid which are being deferred; The amount for derivatives set out in this table comprises their book value; Shares and customers’ overdue credit have been classified for undetermined periods. CaixaBI: Annual Repor 2013 based on the following premises, is set out below: 160 For operations whose income is not fixed such as on operations indexed to Euribor, the future cash flows have been estimated at the reference value at 31 December 2013 and 2012. 2013 Contractual periods to maturity (euros) Repayable Up to 3 on demand months From 3 months to 1 year From 1 to 3 From 3 to 5 More than 5 Undetermine years years years d Other Total Assets Cash and claims on central banks 1,237,734 - - - - - - - 1,237,734 1,884,971 - - - - - - - 1,884,971 Securities - 12,978 21,901 403,140 18,701 1,226,245 8,668,230 - 10,351,195 Derivatives - - 6,578,623 22,618,107 21,949,408 469,973,528 - - 521,119,665 - 4,552 101,056 5,868,013 0 3 - - 5,973,624 - 39,268,269 286,998,381 183,933,962 37,258,127 166,088,565 46,654,283 - 760,201,587 - 4,917,537 - - - - - - 4,917,537 1,749,923 31,285,324 90,527,227 162,762,960 176,099,624 338,151,957 45,458,969 (2,628,744) 843,407,241 - - 1,723,737 - - - - - 1,723,737 119,612,712 - - - - - 3,551,441 410,455 123,574,608 124,485,342 75,488,660 385,950,926 375,586,181 235,325,860 975,440,299 104,332,922 (2,218,289) 2,274,391,900 - 119,504,979 - 218,708,924 - - - - 338,213,903 Claims on other credit institutions Financial assets held for trading Other financial assets at fair value through profit or loss Available for sale financial assets Investments in credit institutions Loans and advances to customers Hedge derivatives Other assets Liabilities Central banks’ resources Financial liabilities held for trading - - - - - - - - Derivatives - 249 6,545,176 26,654,719 31,446,791 480,428,910 - - 545,075,845 197,435 517,868,453 101,808,778 - - - - - 619,874,667 36,450,078 70,682,322 12,819,120 - - 6,182,336 - - 126,133,857 - - - 934,851 - - - - 934,851 43,143,415 8,170,089 5,933,318 - - - - 1,060,688 58,307,510 79,790,929 716,226,092 127,106,392 246,298,493 31,446,791 486,611,246 - 1,060,688 1,688,540,632 44,694,412 (640,737,432) 258,844,533 129,287,688 203,879,069 488,829,052 104,332,922 (3,278,977) 585,851,268 Other Total Other credit institutions’ resources Customer resources and other loans Hedge derivatives Other liabilities Liquidity gap 2012 (euros) Contractual periods to maturity Repayable Up to 3 on demand months From 3 months to 1 year From 1 to 3 From 3 to 5 More than 5 Undetermin years years years ed Assets Cash and claims on central banks on 14,541,950 - - - - - - - 14,541,950 3,226,943 - - - - - - - 3,226,943 other credit institutions Financial assets held for trading - Securities - 87,403 729,416 3,662,834 1,648,856 5,077,784 309,982 - 11,516,273 Derivatives - 2,842,213 10,082,345 37,653,493 41,914,415 767,359,115 - - 859,851,580 - 16,022 136,647 2,773,290 5,088,776 2 - - 8,014,736 - 64,055,271 216,348,230 116,777,246 24,382,585 246,173,679 46,885,931 - 714,622,941 - 45,536,791 - - - - - - 45,536,791 2,378,985 43,935,965 102,170,409 186,797,786 111,251,496 322,258,892 39,830,202 (2,255,072) 806,368,663 Other financial assets at fair value through profit or loss Available for sale financial assets Investments in credit institutions Loans and advances to customers CaixaBI: Annual Repor 2013 Claims 161 Hedge derivatives Other assets - - - 1,651,219 - - - - 1,651,219 75,367,945 - - - - - 3,551,441 463,329 79,382,715 95,515,823 156,473,665 329,467,046 349,315,867 184,286,128 71 90,577,555 (1,791,743) 2,544,713,812 - - - 220,326,528 - - - 1,340,869,4 Liabilities Central banks’ resources Financial 220,326,528 liabilities held for trading - - - - - - - - Derivatives - 2,825,208 10,622,107 40,520,915 44,636,437 801,181,964 - - 899,786,632 11,812,516 741,435,417 - - - - - - 753,247,933 36,020,005 87,382,464 3,890,677 7,023,480 - 7,255,790 - - 141,572,415 - - - - 1,424,476 - - - 1,424,476 34,909,158 11,277,985 11,482,855 - - - - 1,357,446 59,027,443 82,741,679 842,921,073 25,995,639 267,870,923 46,060,913 808,437,754 - 1,357,446 2,075,385,427 12,774,143 (686,447,409) 303,471,407 81,444,944 138,225,215 532,431,719 90,577,555 (3,149,189) 469,328,385 Other credit institutions’ resources Customer resources and other loans Hedge derivatives Other liabilities Liquidity gap Interest rate risk Interest rate risk comprises the fair value or cash flow risk associated with a specific financial instrument, if changed on the basis of changes in market interest rates. The following is a summary of the type of exposure to interest rate risk, at 31 December 2013 and 2012: 2013 (euros) Not subject to interest Fixed rate Variable rate Total rate risk Assets Claims on other credit institutions - - 1,884,971 1,884,971 Financial assets held for trading - Securities 8,668,230 1,594,891 - 10,263,121 - Derivatives - 3,919,983,443 4,089,014,253 8,008,997,696 Other financial assets at fair value through profit or loss - - 5,083,735 5,083,735 Hedge derivatives - 5,000,000 7,951,207 12,951,207 46,654,283 - 565,012,475 - 54,184,086 4,877,994 665,850,843 4,877,994 695,520,004 Available for sale financial assets Investments in credit institutions Loans and advances to customers 42,830,225 8,898,714 643,791,065 123,574,608 - - 123,574,608 221,727,345 4,500,489,524 4,806,787,311 9,529,004,180 - Derivatives - 3,914,543,744 4,094,453,952 8,008,997,696 Central banks’ resources - - 336,901,375 336,901,375 Other credit institutions’ resources - 197,435 618,047,147 618,244,582 Customer resources and other loans - 48,011,502 76,562,241 124,573,743 Hedge derivatives - 7,951,207 5,000,000 12,951,207 58,307,510 - - 58,307,510 58,307,510 3,970,703,889 5,130,964,715 9,159,976,114 163,419,835 529,785,635 (324,177,404) 369,028,067 Other assets Liabilities Other liabilities Net exposure CaixaBI: Annual Repor 2013 Financial liabilities held for trading 162 2012 (euros) Not subject to interest Fixed rate Variable rate Total rate risk Assets Claims on other credit institutions - - 3,226,943 3,226,943 Financial assets held for trading - Securities 309,982 9,362,532 - 9,672,513 - Derivatives - 4,833,900,982 5,020,230,160 9,854,131,142 Other financial assets at fair value through profit or loss - 2 5,896,814 5,896,816 Hedge derivatives - 5,000,000 8,964,216 13,964,216 46,885,931 470,183,519 82,727,959 599,797,409 - - 45,474,273 45,474,273 37,575,130 10,410,192 679,764,126 727,749,449 Available for sale financial assets Investments in credit institutions Loans and advances to customers Other assets 79,382,715 - - 79,382,715 164,153,757 5,328,857,227 5,846,284,490 11,339,295,474 - Derivatives - 4,862,053,852 4,992,077,289 9,854,131,142 Central banks’ resources - - 216,717,504 216,717,504 Other credit institutions’ resources - 11,812,516 740,525,605 752,338,121 Customer resources and other loans - 48,156,780 91,089,198 139,245,978 Hedge derivatives - 8,964,216 5,000,000 13,964,216 59,027,443 - - 59,027,443 59,027,443 4,930,987,365 6,045,409,596 11,035,424,404 105,126,314 397,869,863 (199,125,107) 303,871,070 Liabilities Other liabilities Net exposure CaixaBI: Annual Repor 2013 Financial liabilities held for trading 163 Exposure to interest rate risk, at 31 December 2013 and 2012 can be broken down into the following maturity periods: 2013 Periods to repricing rate date / Contractual period to maturity From 3 Repayable on demand (euros) Up to 3 months to From 1 From 3 More than months 12 months to 3 years to 5 years 5 years Undetermined Other Total Assets Claims on other credit institutions 1,884,971 - - - - - - - 1,884,971 Financial assets held for trading - Securities - - 8,130 374,814 - 1,211,947 8,668,230 - 10,263,121 - Derivatives - 969,986,397 3,317,172,521 299,030,864 192,522,670 3,230,285,244 - - 8,008,997,696 - 354,100 4,729,636 - - - - - 5,083,735 - - 12,951,207 - - - - - 12,951,207 - 82,024,256 279,166,233 118,998,596 15,819,471 123,188,005 46,654,283 - 665,850,843 - 4,877,994 - - - - - - 4,877,994 695,520,004 Other financial assets at value through fair profit or loss Hedge derivatives Available for sale financial assets Investments in credit institutions Loans and advances to customers Other assets 1,749,923 233,395,063 386,784,882 8,898,714 18,500,422 3,360,774 45,458,969 (2,628,744) 119,612,712 - - - - - 3,551,441 410,455 123,574,608 123,247,607 1,290,637,810 4,000,812,609 427,302,988 226,842,563 3,358,045,970 104,332,922 (2,218,289) 9,529,004,180 - 979,587,504 3,313,672,521 301,660,409 173,447,638 3,240,629,624 - - 8,008,997,696 - 119,502,490 - 217,398,886 - - - - 336,901,375 197,435 517,774,591 100,272,556 - - - - - 618,244,582 36,450,078 70,602,897 12,693,902 - - 4,826,865 - - 124,573,743 12,951,207 Liabilities Financial liabilities held for trading - Derivatives Central banks’ resources Other credit institutions’ resources Customer resources and other loans Hedge derivatives Other liabilities Net exposure - - 5,000,000 7,951,207 - - - - 43,143,415 8,170,089 5,933,318 - - - - 1,060,688 58,307,510 79,790,929 1,695,637,571 3,437,572,298 527,010,502 173,447,638 3,245,456,489 - 1,060,688 9,159,976,114 43,456,678 (404,999,761) 563,240,311 (99,707,514) 53,394,925 112,589,482 104,332,922 (3,278,977) 369,028,067 Other Total 2012 Periods to repricing rate date / Contractual period to maturity Repayable on demand (euros) From 3 Up to 3 months to From 1 From 3 More than months 12 months to 3 years to 5 years 5 years Undetermined Assets credit institutions 3,226,943 - - - - - - - 3,226,943 Financial assets held for trading - Securities - - 522,088 3,059,188 1,309,445 4,471,811 309,982 - 9,672,513 - Derivatives - 2,053,083,131 3,145,796,862 664,437,476 479,836,371 3,510,977,302 - - 9,854,131,142 - 1,266,509 4,630,307 - - - - - 5,896,816 - - - 13,964,216 - - - - 13,964,216 - 113,779,577 203,792,149 45,530,028 5,067,448 184,742,276 46,885,931 - 599,797,409 Other financial assets at value through fair profit or loss Hedge derivatives Available for sale financial assets CaixaBI: Annual Repor 2013 Claims on other 164 2012 Periods to repricing rate date / Contractual period to maturity Repayable on demand (euros) Investments months to From 1 From 3 More than months 12 months to 3 years to 5 years 5 years Undetermined Other Total in credit institutions Loans From 3 Up to 3 - 45,474,273 - - - - - - 45,474,273 2,378,985 316,949,660 360,435,481 - 10,410,192 - 39,830,202 (2,255,072) 727,749,449 - - - - 3,551,441 463,329 79,382,715 and advances to customers Other assets 75,367,945 80,973,873 2,530,553,149 3,715,176,887 726,990,908 496,623,456 3,700,191,388 90,577,555 (1,791,743) 11,339,295,474 - 2,038,718,559 3,141,962,351 667,552,896 481,817,735 3,524,079,601 - - 9,854,131,142 - - - 216,717,504 - - - - 216,717,504 11,812,516 740,525,605 - - - - - - 752,338,121 36,020,295 87,262,532 3,826,667 6,716,019 - 5,420,466 - - 139,245,978 13,964,216 Liabilities Financial liabilities held for trading - Derivatives Central banks’ resources Other credit institutions’ resources Customer resources and other loans Hedge derivatives Other liabilities - - - 5,000,000 8,964,216 - - - 34,909,158 11,277,985 11,482,855 - - - - 1,357,446 59,027,443 82,741,969 2,877,784,680 3,157,271,872 895,986,419 490,781,951 3,529,500,067 - 1,357,446 11,035,424,404 (1,768,097) (347,231,531) 557,905,015 5,841,505 170,691,321 90,577,555 (3,149,189) 303,871,070 Net exposure (168,995,511 ) The contents of the above referred to table were based on the following premises: the book value of fixed-rate instruments was classified in accordance with their respective period to maturity; the book value of variable-rate instruments (e.g. indexed to Euribor), was classified in accordance with the respective maturity until the next refixing of the rate; the book value of instruments not subject to interest rate risk (e.g. shares) was included in the "undetermined" column; the book value included in the “Other” column comprises amounts which have already been received or paid which are being deferred; information is provided on notional purchase amounts (as assets) and sales (as liabilities) on interest rate swaps; overdue loans to customers and amounts already received or paid were not considered subject to interest rate risk, and; customers’ sight deposits, when no interest is paid, are considered as fixed-rate and classified as “Repayable on Credit risk Credit risk comprises financial losses on the defaults of counterparties who have entered into agreements on financial instruments. CaixaBI: Annual Repor 2013 demand”. 165 Maximum exposure to credit risk The following is a summary of the maximum exposure to credit risk, by financial instrument, at 31 December 2013 and 2012: (euros) 2013 Type of financial instrument 2012 Book value Provisions/ Book value Book value Provisions/ Book value (gross) impairment (net) (gross) impairment (net) Assets: Claims on other credit institutions Financial assets held for trading 1,884,971 - 1,884,971 3,226,943 - 3,226,943 522,714,557 - 522,714,557 869,214,112 - 869,214,112 5,083,735 - 5,083,735 5,896,816 - 5,896,816 619,196,561 - 619,196,561 552,911,478 - 552,911,478 Other financial assets at fair value through profit or loss Available for sale financial assets Investments in credit institutions Loans and advances to customers Hedge derivatives 4,877,994 - 4,877,994 45,474,273 - 45,474,273 695,520,004 124,567,465 570,952,539 727,749,449 76,505,688 651,243,761 1,723,737 - 1,723,737 1,651,219 - 1,651,219 123,164,153 26,900,489 96,263,664 78,919,386 13,327,225 65,592,161 1,974,165,713 151,467,954 1,822,697,759 2,285,043,674 89,832,912 2,195,210,762 20,072,767 655,380 19,417,387 31,629,059 851,757 30,777,302 1,994,238,480 152,123,334 1,842,115,146 2,316,672,733 90,684,670 2,225,988,064 Other assets (excluding deferred costs) Off-balance sheet: Guarantees provided Credit quality of financial assets The Bank does not have an internal rating system. The principal procedures in force in terms of the approval and monitoring of credit operations designed to ensure an adequate risk level for the Bank’s strategy are set out below: The Bank has a Credit Committee, comprising members of the Executive Committee and managers of the Commercial Divisions with any form of involvement in lending. The Bank’s Credit Committee meets once a week with a minimum of two directors and managers of the Commercial Divisions involved in the lending process. The production of commercial proposals for submission to the Credit Committee is the responsibility of Structural Organs (Business/Product Divisions), which require the risk opinion of CGD’s Risk Management Division, in advance. The proposals approved by the Bank’s Credit Committee are recorded in minutes and are signed by all present, for latter submission to and final resolution of CGD’s Credit Committees. Pledges on securities Bank guarantees; State-backed; Mortgage loans for employees; and Personal guarantees. CaixaBI: Annual Repor 2013 A part of credit operations with customers is, inter alia, guaranteed by the following types of collateral: 166 Credit quality of debt securities and derivatives The following table provides information on the book value of portfolio debt securities net of impairment (excluding matured securities) according to the Standard & Poor’s or equivalent rating, by type of guarantor or issuing entity and by the guarantor‘s or issuing entity’s geography, at 31 December 2013 and 2012: 2013 Rest of Portugal North European (euros) Other America Union Total Financial assets held for trading BBB- up to BBB+ BB- up to BB+ - - - - - 525,678 - - - 525,678 B+ - - - - - 1,069,213 - - - 1,069,213 1,594,891 - - - 1,594,891 1,069,213 - - - 1,069,213 525,678 - - - 525,678 - - - - - 1,594,891 - - - 1,594,891 BB- up to BB+ - - - - - B+ - - - - - 4,729,636 - - 354,100 5,083,735 4,729,636 - - 354,100 5,083,735 4,729,635 Not rated Issued by: Corporates Governments and other local authorities Financial institutions Financial assets at fair value through profit or loss (Fair Value Option) Not rated Issued by: Corporates 4,729,635 - - - Governments and other local authorities - - - - - Financial institutions 1 - - 354,100 354,101 4,729,636 - - 354,100 5,083,735 A+ - 2,460,350 - - 2,460,350 BBB- up to BBB+ - 3,444,603 - 1,284,503 4,729,106 546,849,576 - - - 546,849,576 B+ - - - - - CCC- up to CCC+ - - - - - 65,157,529 - - - 65,157,529 612,007,105 5,904,953 - 1,284,503 619,196,561 Available for sale financial assets (net of impairment) BB- up to BB+ Not rated Issued by: Corporates Governments and other local authorities Financial institutions 64,273,336 3,444,603 - 1,284,503 69,002,442 545,498,627 - - - 545,498,627 2,235,141 2,460,350 - - 4,695,491 612,007,105 5,904,953 - 1,284,503 619,196,561 Other Total Rest of Portugal European Union (euros) North America Financial assets held for trading BBB- up to BBB+ - 3,521,117 - 1,705,314 5,226,431 4,136,101 - - - 4,136,101 4,136,101 3,521,117 - 1,705,314 9,362,532 Corporates 1,706,117 1,501,803 - 1,705,314 4,913,234 Governments and other local authorities 2,377,327 - - - 2,377,327 52,657 2,019,313 - - 2,071,970 4,136,101 3,521,117 - 1,705,314 9,362,532 BB- up to BB+ Issued by: Financial institutions CaixaBI: Annual Repor 2013 2012 167 Financial assets at fair value through profit or loss (Fair Value Option) BB- up to BB+ Not rated 2 - - - 2 4,630,305 - - 1,266,509 5,896,814 4,630,307 - - 1,266,509 5,896,816 4,630,304 Issued by: Corporates 4,630,304 - - - Governments and other local authorities 2 - - - 2 Financial institutions 1 - - 1,266,509 1,266,510 4,630,307 - - 1,266,509 5,896,816 Available for sale financial assets (net of impairment) BBB- up to BB+ - 90,884,042 - - 90,884,042 380,783,964 5,006,367 - - 385,790,330 B+ 9,715,868 - - - 9,715,868 CCC- up to CCC+ 5,355,831 - - 5,355,831 BB- up to BB+ Not rated 59,644,429 1,520,979 - - 61,165,408 455,500,091 97,411,387 - - 552,911,478 64,409,261 9,022,689 - - 73,431,950 369,245,245 79,268,478 - - 448,513,722 21,845,585 9,120,221 - - 30,965,806 455,500,091 97,411,387 - - 552,911,478 Issued by: Corporates Governments and other local authorities Financial institutions Disclosures on exposure to credit risk in derivative operations by counterparty type are set out in Note 7. The Bank, at 31 December 2013 also recognised in “Miscellaneous debtors” an amount of € 27,878,817 relating to interest derivatives arrears on which impairment of € 22,998,099 was recognised. The book value recognised in “Financial assets held for trading” relating to the said operations totalled € 15,730,772. The Bank, at 31 December 2012 also recognised in “Miscellaneous debtors” an amount of € 23,466,829 relating to interest on derivatives in arrears on which impairment of € 8,782,776 was recognised. The book value recognised in “Financial assets held for trading” relating to the said operations totalled € 86,798,374. Credit quality of loans and advances to credit institutions The counterparties with which the Bank had contracted “Investments in credit institutions” at 31 December 2013, CaixaBI: Annual Repor 2013 comprised CGD Group bodies (€ 4,877,994), with an external rating of BB-. 168 Quality of loans and advances to customers Information on overdue credit operations, at 31 December 2013 and 2012, is set out in the following table. 2013 Performing credit (euros) Non- 2012 Credit in performing Total Credit default credit Performing credit Non- Credit in performing Total Credit default credit Lending to companies Outstanding 603,065,089 - 38,687,577 641,752,666 668,089,194 - 8,385,600 676,474,794 1,997,171 1,575,718 41,886,081 45,458,969 28,808,456 836,828 10,184,918 39,830,202 605,062,259 1,575,718 80,573,658 687,211,635 696,897,650 836,828 18,570,518 716,304,996 9,396,566 - - 9,396,566 10,025,647 - - 10,025,647 9,396,566 - - 9,396,566 10,025,647 - - 10,025,647 316,593 - - 316,593 372,597 - - 372,597 612,778,248 - 38,687,577 651,465,825 678,487,437 - 8,385,600 686,873,037 1,997,171 1,575,718 41,886,081 45,458,969 28,808,456 836,828 10,184,918 39,830,202 Overdue Mortgage lending Outstanding Consumer loans Outstanding Total outstanding credit Total overdue credit Provisions for bad debts (86,698,254) - - (86,698,254) (69,765,358) - - (69,765,358) (22,885) (15,757) (37,830,569) (37,869,211) (288,085) (8,368) (6,443,877) (6,740,330) 528,054,279 1,559,961 42,743,089 572,357,329 637,242,451 828,460 12,126,641 650,197,552 Provisions for overdue credit Total credit The following classifications were used for the preparation of the above tables: “Performing loans” – loans without any overdue payments or with balances overdue up to 30 days; “Non-performing loans ” – loans balances overdue between 30-90 days; “Loans in default” – loans with balances overdue more than 90 days. In the case of corporate loans, if a customer has at least one operation with payments overdue for more than 90 days, the full amount of the customer’s exposure to the Group is reclassified to this category. Market risk Market risk comprises the risk of an adverse change in fair value or the cash flows of financial instruments deriving from changes in market value, including foreign exchange, interest rate and price risks. The Bank’s market risk is assessed on the basis of the following methodologies: Value-at-Risk” (VaR) on the trading portfolio, including the securities and financial derivatives portfolios. A sensitivity analysis on the Bank’s other assets and liabilities. This sensitivity analysis is calculated on the bases of the premises defined in Bank of Portugal Instruction 19/2005. Trading portfolio given confidence level, assuming normal market operation. The calculation methodology used is that of historical simulation i.e. future events are fully explained by past events, based on the following premises: asset held for: 10 days; confidence level: 99%; price sampling period: 720 calendar days; CaixaBI: Annual Repor 2013 VaR comprises an estimate of the maximum potential loss on a specific assets portfolio, over a specific period with a 169 decay factor = 1, i.e. all observations carry the same weight; For options, the theoretical price is calculated by the use of adequate models and the use of implicit volatility. No calculation for correlations is made, owing to the methodology applied; i.e. the correlations are empirical. The following is a breakdown of VaR, at 31 December 2013 and 2012 (thousand euros): 2013 2012 366 233 28 25 199 19 Market VaR: Interest rate Exchange rate Price Volatility Diversification effect 88 81 (247) (48) 434 310 The diversification effect is calculated implicitly. Total VaR refers to the combined effect of interest rate, price, foreign exchange and volatility risks. Bpvs (basis point values), changes in the market value of interest rate positions owing to a parallel shift of 1 basis point on the yield curves are calculated for the trading portfolio and treasury positions. Other sensitivity indices commonly applicable to options portfolios, commonly referred to a “Greeks”, are also calculated. Monthly stress tests are also performed. Theoretical backtesting (comparison of the VaR measure with technical results) is performed daily and real backtesting (comparison of the VaR measure with the real results) monthly. The number of exceptions obtained i.e. the number of times theoretical or real losses exceed VaR, enables the method’s accuracy to be assessed and any necessary adjustments made. Non-trading portfolio The sensitivity analysis on the non-trading portfolio was carried out to assess the potential impact on the Bank’s net interest income in 2013 considering a fall of 50 basis points (bps) in reference interest rates and assuming a parallel shift of the interest rate curve. The Bank’s financial assets and liabilities were considered for this purpose, excluding: derivatives; and commercial paper. The principal premises related with the pricing of operations were: variable-rate operations: market rate plus respective contractual spread; new fixed-rate operations: market rate plus respective spread equivalent to the difference between the average rate on live transactions at 31 December 2013 and respective market rate; new variable-rate operations: market rate plus average contractual spread on live transactions at 31 December 2013. rates on projected net interest income for 2013 totals € 232,054 (€ 464,275 at 31 December 2012). In the event of a 50 basis points increase in reference interest rates, the potential negative impact on the net interest income forecast for 2013 totals € 500,058 (€ 264,800 at 31 December 2012). Fair value The Bank maintains a significant part of its assets, notably its securities and derivatives portfolio, at fair value through profit or loss. CaixaBI: Annual Repor 2013 Based on the above referred to premises, the potential positive impact of a 50 basis points fall in reference interest 170 At 31 December 2013 and 2012, the fair value of the outstanding loans and advances portfolio totalled € 618,002,957 and € 669,725,906. The assessment of the fair value of loans and advances was based on discounted cash flow models up to the maturity of the operations. The contractual terms of the operations were taken into consideration for the purpose, with the use of interest rate curves appropriate to the type of instrument, including discount spreads calculated on the basis of the implicit spread in the market curves, of the contracted operations, in December 2013 and 2012. Reference should be made to the following aspects as regards the principal financial assets and liabilities recognised at cost: Interest is paid on almost all investments in and resources with other credit institutions at indexed rates and short refixing periods; As shown above, in the section on interest rate risk, the payment of interest on almost all customer deposits is indexed to Euribor, with short refixing periods. A long term operation at fixed interest rates has been covered by a hedge derivative for which reason the change in the fair value attributable to the interest rate risk has already been recognised in the deposit’s book value (see Note 18). In light of the above, the Bank considers that the book value of its financial assets, net of provisions and its financial liabilities comprises a reliable approximation of their respective fair value. The form of assessing the fair value of financial instruments, at 31 December 2013 and 2012, is summarised below: (euros) 2013 Financial instruments at fair value Assets valued at Type of financial instrument Valuation techniques based on: Prices in an active acquisition cost Market data market (Level 1) Total Other (Level 3) (Level 2) Assets Financial assets held for trading - 10,263,121 - 521,119,665 531,382,787 Other financial assets at fair value through profit or loss - Available for sale financial assets 182,827 Hedge derivatives 182,827 - 4,729,635 354,101 5,083,735 579,808,901 15,965,084 69,894,032 665,850,843 - - 1,723,737 1,723,737 590,072,022 20,694,718 593,091,535 1,204,041,103 545,075,845 Liabilities Financial liabilities held for trading - - - 545,075,845 Hedge derivatives - - - 934,851 934,851 - - - 546,010,696 546,010,696 (euros) 2012 Financial instruments at fair value Type of financial instrument Assets valued at Valuation techniques based on: Prices in an active acquisition cost market (Level 1) Market data (Level Other 2) (Level 3) Total Assets Financial assets held for trading - 9,672,513 859,851,580 - 869,524,094 through profit or loss Available for sale financial assets Hedge derivatives - 2 - 5,896,814 5,896,816 182,827 519,634,798 3,455,592 76,524,192 599,797,409 - - 1,651,219 - 1,651,219 182,827 529,307,314 864,958,391 82,421,005 1,476,869,537 Financial liabilities held for trading - - 899,786,632 - 899,786,632 Hedge derivatives - - 1,424,476 - 1,424,476 - - 901,211,108 - 901,211,108 Liabilities CaixaBI: Annual Repor 2013 Other financial assets at fair value 171 The contents of the above referred to table were based on the following premises: Prices on active markets correspond to equity instruments listed on a stock market and high liquidity bonds (Level 1); Portfolio shares valued by indicative bids supplied by contributors external to the group were also recognised in “Valuation techniques - market data” (Level 2). The valuation of financial derivatives uses valuation techniques based on market data. However owing to the application, in 2013 of a CVA and DVA valuation model, these instruments are valued at Level 3. Shares valued by internal CGD Group models are presented in “Valuation techniques – Other (Level 3)”. This column includes: at 31 December 2013 and 2012, € 55,323,442 and € 69,182,793, respectively, relating to fixed or variable-rate bonds issued by Portuguese financial and non-financial companies, in respect of which there are neither active market nor indicative prices supplied by external counterparties. The Bank valued these securities using a projected cash flow updating model at market interest rates plus a spread the Bank considers adequate to the issuing entity’s credit risk. Assets valued at cost are stable financial investments held by the Bank for which no active market exists The following is a summary, in 2013 and 2012, of the movements occurring in the securities portfolio valued by “Valuation techniques - other” in addition to the unrealised and realised capital gains recognised in the fair value reserve and in income from financial operations: Balance at (euros) 31.12.2012 Financial assets held for trading Changes to Acquisitions valuation / disposals method - 521,119,665 Gains recognised in: Income for period Fair value reserve - Unrealised Effective - - - Exchange Balance at rate gains 31.12.2013 - 521,119,665 Other financial assets at fair value through profit or loss Available for sale financial assets 5,896,814 (4,630,304) (1,342,500) - (7,909) 438,000 - 354,101 76,524,192 850,387 (14,175,186) 6,765,073 - 191,275 (261,709) 69,894,032 82,421,005 517,339,748 (15,517,686) 6,765,073 (7,909) 629,275 (261,709) 591,367,797 - 545,075,845 - - - - - 545,075,845 82,421,005 1,062,415,593 (15,517,686) 6,765,073 (7,909) 629,275 (261,709) 1,136,443,642 Financial liabilities held for trading Balance (euros) Financial assets held for trading 31.12.2011 70,890,370 Changes to Acquisitions valuation / disposals method - (84,550,000) 11,286,601 - 81,401,200 (1,027,951) 163,578,171 (1,027,951) Gains recognised in Income for period Fair value reserve Unrealised 13,659,630 Exchange Balance rate gains 31.12.2012 - - - - (5,233,361) - (200,518) 44,091 - 5,896,814 (6,030,247) 2,145,883 - 145,292 (109,985) 76,524,192 (95,813,608) 2,145,883 (200,518) 13,849,013 (109,985) 82,421,005 Other financial assets at fair value though profit or loss Available for sale financial assets The Bank performs its investment banking operations exercising strict control over the ratio between its assets management needs and available capital. This management action on the Bank’s capital has been designed to cater for any default in terms of capital requirements, exceeding reporting obligations and making it possible to simulate the impacts of hypothetical management decisions on the diverse prudential ratios. Capital management is designed to optimise the above referred to ratio, with a prudential margin providing for the resolutions to be passed in terms of the Bank’s asset management. CaixaBI: Annual Repor 2013 36. CAPITAL MANAGEMENT 172 The Bank’s administration receives periodic internal reports permitting not only the monitoring of the resolutions taken in asset management terms but also the gaps between real positions and their minimum respective capital requirements. The procedures used to calculate the Bank’s ratios and prudential limits are based on the dispositions issued by the Bank of Portugal, as is the case for issues pertaining to the banking system’s supervisory functions. These regulations represent the legal and regulatory framework governing various prudential matters. The solvency ratio, at 31 December 2013 and 2012, was assessed as follows: (euros) Separate basis 2013 2012 Eligible own funds (Base+Complementary-Deductions) (1) 269,083,669 252,290,164 Basis own funds 262,324,263 245,966,442 81,250,000 81,250,000 Paid up capital (-) Treasury shares Legal, statutory and other reserves - - 135,992,577 116,756,794 Retained earnings from past years 58,550,496 58,550,496 (-) Intangible assets (3,180,933) (2,455,005) (-) TREM II (125,286) (256,830) (11,657,216) (9,739,090) (-) Deferred tax liabilities reserves resulting from the revaluation of available for sale assets 1,494,625 1,860,077 Complementary own funds 6,759,406 6,323,722 Fixed assets revaluation reserves 4,338,403 4,338,403 Revaluation differences on available for sale assets - positive fair value ( 45% ) 2,421,003 1,985,319 - - Own funds requirements (2) 140,168,046 180,890,628 Credit and counterparty credit risk 100,563,606 140,244,067 (-) Revaluation differences on available for sale assets - negative fair value (gross of tax) Provisions for general credit risks (-) 8% Provisions for general credit risks - part not eligible for own funds Position risks - debt instruments Position risks - equity securities Operational risk – standard method Solvency ratio (316,963) (435,320) 27,169,012 29,380,746 938,062 216,436 11,814,329 11,484,699 15.36% 11.16% Legend: (1) According to Official Notice 6/10 CaixaBI: Annual Repor 2013 (2) According to current legislation: Official Notices 5/07, 8/07, 9/07 173 CaixaBI: Annual Repor 2013 4. Reports and opinions on the accounts 174 CaixaBI: Annual Repor 2013 Report and Opinion of the Supervisory Board 175 REPORT AND OPINION OF THE SUPERVISORY BOARD To Shareholders, 1. According to the dispositions of article 420 of the Commercial Companies Code, the Supervisory Board is responsible for issuing a report on its inspection and an opinion on the report, accounts and proposals submitted by the Board of Directors of CAIXA – Banco de Investimento, S.A. (hereinafter CaixaBI) for the year ended 31 December 2013. 2. The inspection of CaixaBI is a responsibility of a Supervisory Board and a Statutory Auditor or a Statutory Audit Company, which is not a member of the said body, as provided for in subparagraph b) of no. 1 of article 413 of the Commercial Companies Code and CaixaBI’s Articles of Association. 3. CaixaBI’s Supervisory Board for the three year period 2011-2013, was elected at its Shareholders’ Meeting of 20 May 2011. In light of the expiry of the mandate of one of the Supervisory Board’s members, under the terms of article 414-A no. 2 of the Commercial Companies Code and the resignation of the Deputy to the Supervisory Board, at the Shareholders’ Meeting of 6 January 2012, a new Chairman and new Deputy Member of the Supervisory Board were elected to complete the 2011-2013 term of office. 4. Pursuant to its responsibilities and taking into consideration the governance model adopted in CaixaBI, the Supervisory Board has diligently monitored and inspected the management acts of the Board of Directors, having, inter alia, scheduled regular meetings with the Board of Directors and the Statutory Audit Company, in addition to having been given access to all documentation and clarifications requested to improve its knowledge of the basis upon which decisions were taken. 5. The Supervisory Board, on 06 June 2013, under the terms of sub-paragraph a) of no. 5 of article 25 of the Bank of Portugal (BoP) Official Notice 5/2008, issued its Opinion on the adequacy and efficacy of CaixaBI’s Internal Control System, having concluded that the internal control system in force in CaixaBI, in June 2013, was adequate and proportionate to the Bank’s specific characteristics, although its results and degree of efficiency could always be improved. 6. The Supervisory Board, on 18 June 2013, under the terms of sub-paragraph b) of no. 2 of the BoP Official Notice 9/2012, also issued its Opinion on the Internal Control System on Anti-Money Laundering and Countering the Financing of Terrorism, having concluded that there is no evidence of the existence of any flaws which could be qualified as being of high risk and that the strategies, policies, procedures and control processes in force within CaixaBI, for the period June 2012 to May 2013, complied with legal and regulatory standards and were adequate to the dimension, nature, complexity and risk attached to the activities performed and effective in terms of anti-money laundering and countering the financing of terrorism activities, without prejudice to recognising that anti-money laundering and the effective countering of financing of terrorism activities require a strategy based on permanent reflection and ongoing improvements to standards, procedures and instruments in force in the Bank. 7. The Supervisory Board analysed the Report on Corporate Governance produced by CaixaBI’s Board of Directors and emphasises CaixaBI’s high level of compliance with Good Governance Practice. The Supervisory Board also assessed the Governance Model in force within CaixaBI and considers that it ensures an effective segregation between management and inspection functions and is adequate for the activities performed by the Bank. 8. The Supervisory Board took note of CaixaBI’s high level of compliance with legal guidelines, in all matters directly applicable to it, as pointed out in the Board of Directors’ Report on Corporate Governance, namely as regards management objectives, special disclosure requirements, arrears, compliance with the Shareholder’s recommendations, application of reductions to remuneration, public contracting activities, the principle of equality between genders and compliance with the cost reduction plan. 9. The Supervisory Board took note of the report issued by the Statutory Auditor on the half year financial statements. 10. The Supervisory Board also took note of the impairment reports on CaixaBI’s loans and advances to customers and its securities, produced every six months by the External Auditors, as established by the Bank of Portugal in its circular letters nos. 17/2002/DSB of 14 February and 38/2008/DSB of 29 May. 11. As stated in the Board of Directors’ Report, 2013 was a positive year for CaixaBI in terms of activity, in which the Bank came in a leading position in most of the league tables, having participated in most of the operations occurring in Portugal. The furtherance of the Bank’s internationalisation strategy for the Brazilian and Lusophone Africa markets, in tightening focus on advisory and brokerage activities (less demanding in terms of liquidity and capital allocations), in addition to ongoing cost containment, have enabled CaixaBI to achieve good results in earning consolidated net commissions of € 54.3 million (up € 8.7 million over budget) even in a year marked by a highly adverse macroeconomic context, characterised by high levels of investor risk aversion. 12. The following were the main indicators of CaixaBI’s consolidated accounts for the year ended 31 December 2013: (i) Net assets were down 15% by € 365 million over the preceding year to € 2,009 million. Special reference should be made to the 9% decrease of € 60 million in loans and advances to customers to around € 587 million, in addition to the 39% decrease of €338 million in financial assets at fair value through profit or loss over 2012, to around € 537 million; (ii) The 19% decrease in liabilities, from € 2,082 million in 2012 to € 1,694 million in 2013, particularly derived from the € 355 million decrease in financial assets at fair value through profit or loss; (iii) Shareholders’ equity was up 8% by € 23 million over the preceding year to € 315 million, largely owing to the € 5.9 million decrease in the negative amount of fair value reserves and € 16 million increase in other reserves and retained earnings (from € 203 million in 2012 to € 219 million in 2013); (iv) Net interest income was down 9% over the preceding year (from € 28.2 million in 2012 to € 25.7 million in 2013), albeit still 9% over budget. Net operating income was up 7% by around € 7 million over the preceding year from € 96 million in 2012 to € 103 million in 2013, largely on account of the positive income of € 22.8 million from financial assets, up € 15.5 million over 2012 and more than offsetting lower net commissions of € 4.3 million. These improved results, recognised in financial assets, fundamentally derive from the positive, one-off impact of around € 28.7 million in the recognition of CVA (credit valuation adjustments) and DVA (debit valuation adjustments) in the derivatives portfolio, essentially on account of the recognition of the margin being deferred over the maturity of the respective contracts; (v) Provisions and impairment were up 29% over the preceding year from € 30.6 million in 2012 to € 39.4 million at the end of 2013. This change reflects the effects of CaixaBI's prudent balance sheet risk hedging policy over the last few years, notably as regards the credit and overdue amounts portfolio in the derivatives portfolio, in a particularly difficult scenario for the Portuguese and Spanish economies, in which markets the Bank’s credit and guarantees portfolio is concentrated; (vi) Reference should be made to the € 1.6 million increase in overheads over the preceding year from € 23.4 million, in 2012, to € 25 million in 2013. Employee costs were up 8% by € 1.1 million from € 14 million to € 15.1 million), essentially on account of the restoring of holiday and Christmas bonuses in 2013, not provisioned in 2012. Other administrative expenses were up 7% over the preceding year from € 8.4 million in 2012 to € 9 million in 2013; (vii) Consolidated net income was up 2.5% by € 0.7 million over 2012 to € 28.2 million, in which consolidated net income of 27.5 million had been posted; (viii) CaixaBI’s cost-to-income ratio of 24.1% remained clearly lower than that of its peers. 13. Reference should be made to the following indicators in terms of CaixaBI’s separate accounts for the year ended 31 December 2013: (i) Net assets were down 16% by € 385 million over the preceding year to € 1,974 million. Special reference should be made to the 12% decrease of € 80 million in loans and advances to customers to around € 571 million, in addition to the 39% decrease in the financial assets held for trading portfolio over 2012 (down € 339 million), to around € 531 million; (ii) The 19% decrease in liabilities, from € 2,096 million in 2012, to € 1,794 million in 2013, particularly derived from the decrease of € 355 million in financial liabilities held for trading; (iii) Shareholders’ equity was up € 8 million over the preceding year to € 270 million, largely on account of the € 7.3 million decrease in the negative value of the revaluation reserves and recognition of a € 20 million increase in other reserves and retained earnings (from € 175 million in 2012, to € 195 million in 2013); (iv) CaixaBI’s Separate Net Income for the year ended 31 December 2013 was down € 18.6 million over 2012 to € 0.6 million (separate net income of € 19.2 million). Separate net income was heavily penalised by provisions, impairment and adjustments increases associated with loans and advances to customers and particularly the approximate € 12 million in impairment on the brokerage company in Brazil (CGD Securities) and recognition of loan provisions of € 14 million, incorporating the requirements of BdP’s Official Notice 3/95; (v) CaixaBI’s separate solvency ratio remained a solid 15.4%, as opposed to the ratio recognised in prior years (11.2% in 2012). 14. In the period following the year end closure of the accounts and in the sphere of the functions provided for in the Commercial Companies Code, the Supervisory Board, in technical articulation with the Statutory Auditors, analysed the Annual Report and the Separate and Consolidated Accounts for 2013, as submitted by CaixaBI ‘s Board of Directors. 15. The Supervisory Board also considered the contents of the “Statutory Audit Certificates” issued by the Statutory Auditor on CaixaBI’s Separate and Consolidated Accounts for the year ended 31 December 2013, encompassing the Statements of Financial Position, Income Statements, Comprehensive Income, Changes to Shareholders’ Equity and Cash Flows for the year and their corresponding annexes. 16. OPINION: Taking all of the above into due consideration, it is the Supervisory Board’s opinion that the Shareholders’ Meeting should: a) approve the Board of Directors’ Report and the Separate and Consolidated Accounts for 2013, as submitted by CaixaBI’s Board of Directors; b) consider the proposal for the appropriation of net income which is an integral part of the Board of Directors’ Report; c) undertake a general appraisal of the Company’s Management and Inspection and draw the conclusions referred to in article 455 of the Commercial Companies Code. Lisbon, 13 March 2014 SUPERVISORY BOARD Miguel José Pereira Athayde Marques (Chairman) Pedro António Rodrigues Felício (Member) Maria Rosa Tobias Sá (Member) CaixaBI: Annual Repor 2013 Issue of Statutory Audit Certificate – Consolidated Accounts 180 STATUTORY AUDIT CERTIFICATE ON THE CONSOLIDATED ACCOUNTS (amounts in euros) Introduction 1. We have examined the attached consolidated financial statements of Caixa - Banco de Investimento, S.A. (Bank) and its Subsidiaries, comprising the Statement of its Consolidated Financial Position, at 31 December 2013, totalling € 2,008,570,770 and shareholders’ equity of € 314,834,955, including net income of € 28,155,765, the Consolidated Statements of Comprehensive Income, Changes to Shareholders’ Equity and Cash Flows for the year then ended and corresponding Notes. Responsibilities 2. It is the responsibility of the Board of Directors to prepare consolidated financial statements which provide a true and appropriate description of the financial position of the companies included in the consolidation, their consolidated results and comprehensive income from their operations, changes to consolidated shareholders’ equity and consolidated cash flows, in addition to using adequate accounting policies and criteria and maintaining appropriate internal control systems. It is our responsibility to express a professional, independent opinion thereon, based on our examination of the said financial statements. Scope 3. Our examination was performed in conformity with the Technical Standards and Revision/Audit Directives of the Portuguese Order of Statutory Auditors, which require that the examination be planned and executed with the objective of obtaining an acceptable degree of assurance as to whether the consolidated financial statements contain any materially relevant distortions. The examination included the verification of samples of the supporting documents upon which the amounts and information disclosed in the financial statements are based and an assessment of estimates based on judgements and criteria defined by the Board of Directors and used for the preparation thereof. The examination also included verification of the consolidation operations and the application of the equity accounting method and whether the financial statements of the consolidated companies have been appropriately examined; an appraisal of the suitability of the accounting policies used, their uniform application and disclosure, based on the circumstances, verification of the applicability of the going concern principle and whether the overall presentation of the consolidated financial statements is adequate. Our examination also included the verification of concordance between the consolidated financial information contained in the Board of Directors’ report and the consolidated financial statements. We consider that our examination has provided us with an acceptable basis upon which to express our opinion. Opinion 4. In our opinion, the consolidated financial statements, referred to in paragraph 1 above, provide a true and appropriate description, in all materially relevant aspects, of the consolidated financial position of Caixa - Banco de Investimento, S.A. and its subsidiaries at 31 December 2013, the consolidated income and comprehensive income generated by their operations, changes to their consolidated shareholders’ equity and consolidated cash flows for the year then ended in conformity with the International Financial Reporting Standards, as adopted by the European Union. Report on Other Legal Requirements 5. It is also our opinion that the financial information contained in the Board of Directors’ Report is in conformity with the financial statements for 2013. Lisbon, 12 March 2014 Deloitte & Associados, SROC S.A. Represented by João Carlos Henriques Gomes Ferreira CaixaBI: Annual Repor 2013 Issue of Statutory Audit Certificate – Separate Accounts 183 STATUTORY AUDIT CERTIFICATE ON THE SEPARATE ACCOUNTS (amounts in euros) Introduction 1. We have examined the attached financial statements of Caixa - Banco de Investimento, S.A. (Bank) comprising the Statement of its Separate Financial Position at 31 December 2013, with total assets of € 1,974,016,067 and shareholders’ equity of € 270,479,940 including net income of € 647,599, the Separate Income and Comprehensive Income Statements, Changes to Shareholders’ Equity and Cash Flows for the year then ended and corresponding Notes. Responsibilities 2. It is the responsibility of the Board of Directors to prepare financial statements which provide a true and appropriate description of the Bank’s financial position, its results and comprehensive income from its operations, changes to shareholders’ equity and cash flows, in addition to using adequate accounting policies and criteria and maintaining an appropriate internal control system. It is our responsibility to express a professional, independent opinion thereon, based on our examination of the said financial statements. Scope 3. Our examination was performed in conformity with the Technical Standards and Revision/Audit Directives of the Portuguese Order of Statutory Auditors, which require that the examination be planned and executed with the objective of obtaining an acceptable degree of assurance as to whether the financial statements contain any materially relevant distortions. The examination included the verification of samples of the supporting documents upon which the amounts and information disclosed in the financial statements are based and an assessment of estimates based on judgements and criteria defined by the Board of Directors and used for the preparation thereof. The examination also included an appraisal of the suitability of the accounting policies used and their disclosure, based on the circumstances, verification of the applicability of the going concern principle and whether the overall presentation of the financial statements is adequate. Our examination also included the verification of concordance between the financial information contained in the Board of Directors’ report and the financial statements. We consider that our examination has provided us with an acceptable basis upon which to express our opinion. Opinion 4. In our opinion, the separate financial statements, referred to in paragraph 1 above, provide a true and appropriate description, in all materially relevant aspects, for the purposes of paragraph 5 below, of Caixa - Banco de Investimento, S.A.’s financial position at 31 December 2013, the net income and comprehensive income generated by its operations, changes to shareholders’ equity and cash flows for the year then ended, in conformity with the “Adjusted Accounting Standards” issued by the Bank of Portugal (Note 2). Emphasis of Matters 5. The financial statements mentioned in paragraph 1 above refer to the Bank’s separate activity and have been prepared for approval and publication under the terms of current legislation and the requirements of the Bank of Portugal. As noted in Item 2.7 of the Notes, investments in subsidiaries, associates and jointly-controlled entities are recognised at their acquisition cost, and the attached financial statements do not therefore include the integral consolidation effect nor the application of the equity accounting method which shall be realised in the consolidated financial statements to be approved and published separately. Item 13 to the Notes provides additional information on subsidiary companies and associates. Report on Other Legal Requirements 6. It is also our opinion that the financial information contained in the Board of Directors’ report is in conformity with the financial statements for 2013. Lisbon, 12 March 2014 Deloitte & Associados, SROC S.A. Represented by João Carlos Henriques Gomes Ferreira CaixaBI: Annual Repor 2013 Corporate governance report 186 1 Assessment of compliance with good governance principles Obligations and responsibilities of companies in the state’s business sector Level of compliance To comply with their mission and objectives. Accomplished (item 2) To produce activity plans and budgets adequate to the available funding sources. Accomplished (item 2) To disclose annual information on the way in which the mission has been performed, level of compliance with objectives and the manner of fulfilment of the social responsibility policy, sustainable development policy and the terms of the provision of a public service and to what extent its competitiveness has been safeguarded, notably based Accomplished (item 2/9) on research, development, innovation and the development of new technologies in the productive process. Compliance with the anti-corruption regulation and regulations in force. Adopting or adhering to a code of ethics requiring demanding ethical and deontological behaviour, divulging it among all employees, customers, suppliers and the general public. Equal treatment for all customers and suppliers and other titleholders of legitimate interests, namely company employees, other creditors other than suppliers or, in general, any entity having a legal relationship with the company. Accomplished (items 3) Accomplished (item 3) Accomplished (item 3) To further social and environmental objectives, consumer protection, investment in professional training and promotion of equality and non-discrimination, protection of the environment and respect for the principles of legality Accomplished (item 9) and corporate ethics. To implement human resources policies geared to individual advancement, strengthening motivation and stimulating productivity, treating workers with respect and integrity and making an active contribution to their professional Accomplished (item 3) advancement. To adopt equality plans tending to achieve effective equality and opportunities for men and women, eliminating discrimination and enabling personal, family and professional lives to be reconciled. Accomplished (item 3) Prevention of conflicts of interest Members of the Board of Directors should abstain from intervening in decisions involving their own interests, namely the approval of their own expenses. Accomplished (item 3) Members of the Board of Directors should declare any equity stakes they may have as well as any relationship they maintain with suppliers, customers, financial institutions or any business partners which may create conflicts of Accomplished (item 3) interest. Disclosure of information As state-owned companies operating in a fully competitive marketplace, they should disclose information on the composition of their equity structure; identify investment stakes they may hold; acquisitions and disposals of equity stakes and investment in any associative or foundational entities; level of fulfilment of defined objectives, justification of any deviations and corrective measures applied or to be applied; documents pertaining to the annual accounts; the identity and CVs of all members of their statutory bodies and their respective remuneration and other benefits; annual information on how the mission was performed, level of compliance with objectives, social responsibility policy, Accomplished (items 2/3/5/6/8//9) sustainable development and terms of the provision of a public service and to what extent its competitiveness has been safeguarded, namely through research, development, innovation and the integration of new technologies in the productive process; a report on the prevention of corruption, identification or risk of occurrences; adoption of a code of ethics. company; the identity and CVs of all members of their statutory bodies; respective remuneration and other benefits of Accomplished (item 8) all members of statutory bodies. Good corporate governance reports To annually submit a good corporate governance report containing up-to-date information on all issues relative to good governance practice. Accomplished (item 1) CaixaBI: Annual Repor 2013 The public sector companies’ website should also contain historical and current financial information on each 187 2 Management guidelines, mission, objectives and corporate policies Information on management guidelines applicable to CaixaBI, namely strategic guidelines for the state’s corporate sector as a whole, general guidelines on the financial sector and specific guidelines for CaixaBI CaixaBI, as CGD Group’s investment bank, complies with the strategic guidelines defined both for the state’s corporate sector as a whole and CGD Group in particular. Compliance with legal guidelines on income obtained in the scope of compliance with shareholders’ recommendations The shareholders did not issue any additional recommendations at the time of the approval of the 2012 accounts. Mission CaixaBI’s priority mission is to promote an investment banking business platform between Portugal, Spain, Brazil and Lusophone Africa, in its different business areas, providing customers with an integrated financial service with an international dimension in any of the above mentioned geographies. This mission is horizontal to the different product areas: project finance, structured finance, brokerage, corporate finance – advisory, debt capital market, equity capital market, research, finance and structuring areas, syndication and sales and venture capital. Principal strategic objectives The strategic objectives defined by CaixaBI include: To operate as a services provider in a context of liquidity restrictions. To consolidate its leading position in investment banking in Portugal. To strengthen synergies with CGD Group, exploiting cross-selling potential with other commercial (branch office network). To develop the SME segment, based on an integrated approach with the Group’s Corporate Offices, providing Caixa Geral de Depósitos customers with a high level of value added service to complement the offer of the Group’s other units. To make an active contribution to CGD Group’s credit risk management, providing advisory services in liabilities’ reorganisation processes for customers with a relevant level of consolidated debt with the aim of avoiding defaults and minimising their respective impacts. CaixaBI: Annual Repor 2013 units, covering the areas of relationships with major companies, SMEs and equity market investors 188 To increment cross-selling operations between venture capital and investment banking areas, coordinating the processing of operations and providing customers with higher value added services. In close cooperation with other Group units, to back the business growth of CGD Group customers, both in the domestic market and in their internationalisation strategies for markets in which the Group already has a major presence (particularly, Brazil, Angola and Mozambique), providing customers with a comprehensive, diversified, high value added portfolio of services and benefiting from its excellent knowledge of local markets. In Brazil, to focus on opportunities generated by the need for investment in infrastructures and the internationalisation activities of Brazilian companies to Iberia and Lusophone Africa. In Lusophone Africa, to focus on the opportunities afforded by strong economic growth potential, based on its significant natural resources and development of infrastructures, in addition to the major interest they attract in terms of foreign direct investment and particularly for players in CaixaBI’s other core markets. To invest in Portuguese business relationships with any of the geographies - Portugal, Spain, Brazil, Angola, Mozambique and Macau/China as the development hub. To reposition the Bank in Spain as a services provider, actively endeavouring to increase its visibility with Spanish companies and investors. To affirm market leadership on a venture capital basis, favouring the development of industry, entrepreneurship, innovation and sustainability, encouraging new globalisation players and strengthening national decision-making centres. To reconfigure CGD Group’s venture capital area, ensuring an integrated outlook on resources, based on a complementary approach, anticipating opportunities, strengthening partnerships and mobilising investors Information on the annual production of an activities plan and a report providing information on compliance with the company’s mission, objectives and policies, including social responsibility and sustainable development polices and safeguarding competitiveness through research, innovation and the integration of new technologies in terms of production quantifying the strategic objectives for its business units over the medium term. A management information system, comprising a vast range of periodic reports on various areas of activity comprises a part of the execution of the approved activity plan. A description of the Bank’s activity and an analysis of its economic, social and environmental responsibility is submitted every year in the Annual Report. CaixaBI: Annual Repor 2013 CaixaBI develops an annual planning process as part of its activities and budget plan with the aim of 189 3 General operating principles Internal and external regulations binding upon CaixaBI CaixaBI is subject to European and domestic legislation on its activity, in which special reference should be made, internally, to the General Credit Institutions and Financial Companies Regime (RGICSF) approved by Decree Law 298/92 of 31 December and republished in Decree Law 01/2008 of 3 January and the successive changes thereto, the Securities Market Code approved by Decree Law 486/99 of 13 November, republished in Decree Law 357-A/2007 of 31 October and the successive changes thereto and all regulatory standards issued by the Bank of Portugal and the Securities Market Commission. CaixaBI is also governed by its articles of association and a series of internal standards and procedures (Standards and Procedures System) which have been adapted both to the evolution of domestic and European legislation on its activity, and the regulatory standards issued by supervisors, i.e. Bank of Portugal and the Securities Market Commission. This system of standards and procedures which covers the most relevant aspects of the operation and performance of the Bank’s activity has been published on its intranet and is accessible to all employees. Code of conduct Of the standards which are included in CaixaBI’s Standards and Procedures System, reference should be 5 made to its Code of Conduct which sets out the principles of impartiality and transparency which should govern banking activity and the standards of professional behaviour to be complied with by all employees in the performance of their functions. CaixaBI’s Code of Conduct includes internal standards on professional deontology and establishes the respective directives with which all workers are familiar. Any bank stakeholder may consult the code on its website at www.caixabi.pt. Reference should also be made, in the ethical and deontological sphere, to the internal standards relating to privileged information and professional secrecy. Equality of treatment CaixaBI’s activities comprise its strict compliance with equal treatment for all customers and suppliers and other holders of legitimate interests, namely employees, other creditors other than suppliers or, in general, Anti-money laundering and countering the financing of terrorism Anti-money laundering and countering the financing of terrorism (AML/CFT) is one of CaixaBI’s concerns in the framework of CGD Group policy. 5 CaixaBI’s Code of Conduct was published in July 2002 and updated in 2006, 2008 and 2011 CaixaBI: Annual Repor 2013 any entity with which a legal relationship exists. 190 In the sphere of the compliance risk model adopted, CaixaBI’s Compliance Office is responsible for guaranteeing compliance with obligations in terms of AML/CFT, translating into the ongoing implementation of an AML/CFT programme. The management and prevention of AML/risk is based on a risk-based approach, as recommended by the domestic and international authorities. The application of this approach in line with and adapted to CaixaBI’s characteristics has enabled the production of a programme which is underpinned by its implementation capacity vis-à-vis the Bank’s specific circumstances and is accessible to all employees on the intranet and complemented by specific training actions. Prevention of market abuse The prevention of market abuse, as regards insider trading and market manipulation aspects is one of CaixaBI’s concerns in the framework of CGD Group policy. The prevention of market abuse translates into training actions, the implementation of system filters and monitoring of transactions, with the objective of mitigating risks associated with market abuse. Compliance with legislation and regulation CaixaBI’s activity is geared to strict compliance with legal, regulatory, ethical and deontological standards and good practice. Its respective compliance is monitored by an internal control system within the Bank. CaixaBI has adopted an ethically irreproachable attitude to the application of fiscal, anti-money laundering, competition, consumer protection, environmental and labour regulations. The Bank has various regulations, particularly the following on account of their importance: anti-money laundering handbook, conflicts of interest policy, counterparties’ and correspondents’ handbooks, credit operations procedures handbook, compliance regulations handbook, opening and use of accounts, prevention of market abuse policy, business continuity plan, global security of information policy, research office conduct and procedures handbook – financial analysts, management handbook for operational risk and the management and processing of complaints. There are also internal regulations for financial brokerage activities, binding on employees, which define standards and procedures to be complied with in financial brokerage activities, prepared on the basis of the dispositions on this subject matter, namely the Securities Code and dispositions issued by the The Bank’s regulations have also been designed to promote professional and personal advancement policies for its workers, performance management, the performance of functions or activities outside the Bank, treatment of all workers with dignity and respect, equality of treatment and equal opportunity between men and women, reconciliation between personal, family and professional lives, employee loans and career models. CaixaBI’s human resources management aims to build a solid, responsible team, capable of meeting market challenges and permanently satisfying the needs and requirements of the Bank’s customers, with CaixaBI: Annual Repor 2013 supervisory authorities (Bank of Portugal and Securities Market Commission). 191 a permanent capacity to innovate and achieve its strategic objectives. Based on CaixaBI’s values and institutional culture, human resources management translates, inter alia, into the following aspects: Training: knowledge management geared to the development of employees’ talents, including technical training (postgraduate courses, masters, MBAs, etc.) and the possibility of language tuition in English and Spanish on the Bank’s premises. Performance appraisal: implementation of an employee grading and recognition system. Working environment: promotion of a healthy working environment and harmonisation between work, family and leisure as complementary dimensions of the organisation itself. CaixaBI considers talent, the development of its workers’ capacities and skills and the creation of the best balance between professional and personal lives to be strategic human resources management thrusts. The stability of its staff is a paramount concern of the Bank’s human resources policy in providing workers, notwithstanding its attention to cost containment, with opportunities for professional advancement either in the form of masters and postgraduate qualifications in the financial area or language tuition at the Bank as well as participation in various seminars or occasional training activities in Portugal and abroad. CaixaBI guarantees equality of treatment and opportunity to all employees as well as the non-existence of discriminatory factors. There is no discrimination in matters of recruitment and on-the-job training involves students and professionals from various geographies. Notwithstanding the adverse economic context, CaixaBI has continued to develop curricular placement programmes, providing recent graduates with their first contact with the labour market and, in some cases, the opportunity for a career in investment banking. CaixaBI also has a family-responsible culture, having, over the course of time implemented a series of measures in support of workers and their families, with the aim of achieving better reconciliation between Special mortgage and personal loans; Healthcare policy including immediate family members. Protocols with diverse entities providing special terms for workers and their families. Access to Caixa Geral de Depósitos’s Culture, Sport and Leisure Centre, which includes sociocultural and sports activities which are also available to family members and particularly include children’s holiday camps. CaixaBI: Annual Repor 2013 professional and family or personal activities, of which: 192 4 Relevant transactions with related parties All CGD Group companies are considered to be CaixaBI’s related parties. The following operations comprised the most relevant transactions with related parties: Caixa Geral de Depósitos, S.A. Caixa Capital – Sociedade de Capital de Risco, S.A. Caixa Geral de Depósitos, S.A. FCR Grupo CGD - Caixa Capital Locarent – Companhia Portuguesa de Aluguer de Viaturas, S.A. Fundo de Desenvolvimento e Reorganização Empresarial, FCR At 31 December 2013, CaixaBI’s financial statements included the following balances and transactions with related parties: 2013 (€ thousand) Caixa Capital Other CGD Group CGD Companies Assets Claims on other credit institutions Investments in credit institutions 634 27 4,878 1,715 Securities and trading derivatives 45,172 284 Available for sale financial assets 1,185 5,882 156 8 75 1 Loans and advances to customers Other assets 25 Liabilities Financial liabilities held for trading 540,162 Other credit institutions’ resources Customer resources and other loans 315,233 12,053 Hedge derivatives with a negative fair value 122 53,880 935 Debt securities Subordinated liabilities Other liabilities 9 8 360 32,272 311 Guarantees provided Interest and similar income Income from financial operations 454,323 413 2,073 1,646 261 197 157 131 170,411 812 169,453 147 Commissions 29 952 Other operating costs 98 25 General administrative expenditure 17 52 Income from services and commissions Other operating income Costs Interest and similar costs Losses on financial operations CaixaBI: Annual Repor 2013 Income 193 Procedures for the acquisition of goods and services CaixaBI has transparent procedures in place for the acquisition of goods and services, based on selection criteria geared to principles of economy and effectiveness, with internal regulations defining the procedures to be used for the selection of and relationship with suppliers under an outsourcing regime. The procedures are described below: Market enquiries – at least three suppliers per product are normally consulted; Selection of suppliers – based on a comparison between the proposals received; Expenditure – in accordance with the appropriate authorisation; Contracts with goods suppliers/service providers – in writing or a formal contract. Reference should be made to the following regarding the selection of suppliers: The following factors, when related with the guarantees put up by competitors, are subject to the Bank’s technical qualification and assessment: - The quality of the service provided, from level of performance to availability of solution; - The quality of the offered products; - Fulfilment of conditions and requirements identified and respective performance, which should be set out in tender documents to be supplied by CaixaBI, to be delivered when consulting competitors; The functional, transversal nature of the current or potential solution; - Compliance with the agreed schedule. Based on the same approach, the following factors should be assessed and qualified: - Adequacy vis-à-vis technical criteria; - The capacity to integrate with solutions already existing within CaixaBI or CGD Group; - The existence of successful indices in similar projects; - Commitment to levels of service; - Presentation of commercial and financial terms. Lastly, differentiating factors should be considered, such as: - Track record of relationship with CaixaBI; - Track record of relationship with CGD Group companies; - Effective independence vis-à-vis CGD Group’s direct competitors; - Financial stability and seniority; - Possession of ISO certifications; - Supplier’s technical qualification, experience and professionalism; - Ethical behaviour attuned to the principles of social responsibility and sustainability defended by CaixaBI; - Customer references (projects and customer portfolios); - Benefits accruing from the establishing of a medium/long term relationship. CaixaBI: Annual Repor 2013 - 194 The safeguarding of the correct implementation and maintenance of projects and applications systems should be set out in a CaixaBI tender document. The contracting process implies a supplier’s acceptance of and automatic agreement to the Bank’s monitoring and/or inspection activities, at the implementation and/or maintenance stages and the tender documents should therefore be binding, using general terminology revised by the Legal Affairs Office but notably covering: Definition of levels of quality of service; Definition of adequate monitoring mechanisms for the effective control of the levels of quality of service; Secrecy undertaking regarding information obtained as part of the services provided; Functionality/operability and, if appropriate, transversality of the tests. Transactions which have not been made under market conditions Contracts usually entered into with CGD Group companies, without consulting the market refer to: Insurance – with Companhia de Seguros Fidelidade-Mundial; Vehicles renting – with Locarent - Companhia Portuguesa de Aluguer de Viaturas, SA. List of suppliers representing more than 5% of external supplies and services on an individual basis The following suppliers represented more than 5% of external supplies and services on an individual basis, in 2013: Bloomberg L.P. Capgemini Portugal Locarent – Companhia Portuguesa de Aluguer de Viaturas, S.A. Thomson Reuters (Markets) Europe, S.A. – Portugal Branch Evolution of average payment period to suppliers The evolution of the average payment period to suppliers, in 2013, was as follows: nd rd th 2 quarter 3 quarter 4 quarter 37 30 42 22 Compliance with public contract guidelines The Public Contracts Code approved by Decree Law 18/2008 of 29 January, does not apply to CaixaBI. However, CaixaBI uses the services of Sogrupo – Compras e Serviços Partilhados, Agrupamento Complementar de Empresas whose mission is to provide services related with human resources management, negotiation and management of goods and services, based on a CGD Group shared services unit approach, centralising its activities and common processes, endeavouring, on the basis of CaixaBI: Annual Repor 2013 st 1 quarter 195 economies of scale and knowledge, to reduce costs, maximise productivity and improve the quality of the service provided. Implementation of rationalisation measures for goods and services provisioning policies CaixaBI, as in the case of Caixa Geral de Depósitos, S.A., although not a National Public Procurement System (SNCP) subscriber, has developed the rationalisation of procurement policies for goods and services, through the use of Sogrupo – Compras e Serviços Partilhados, Agrupamento Complementar de Empresas, whose activity is subject to a collection of internal and external regulations in line with SNCP CaixaBI: Annual Repor 2013 procedures. 196 5. Corporate model CaixaBI’s governance model, which ensures effective segregation between administration and inspection functions, comprises its General meeting, Board of Directors, Supervisory Board and Statutory Auditor, other than a member of the Supervisory Board. CaixaBI Organisational Chart Shareholders’ Meeting Supervisory Board and Statutory Auditor Remuneration Committee Board of Directors Executive Committee Committees Business Committee Credit Committee Investments Committee Operational Risk and Internal Control Managment Committee Steering Committee Business Continuity Plan Corporate Finance Advisory Marco Lourenço Finance and Structuring Francisco Santos Business Areas Project Finance Carlos Figueiredo Structured Finance João Beatriz Corporate Finance - Debt Paulo Serpa Pinto Equity Capital Markets Syndication and Sales Brokerage Research Office Ana Santos Martins Leonor Canedo Valentim Martins João Miguel Lourenço Support Areas Strategic Planning and Organisation Information Systems Ema Campos Human and Administrative Resources António Carlos Alves Rita Lourenço Marketing and Communication Operations Miguel Freire António Gregório Compliance Legal Affairs Internal Audit Ália Silva Ana Andrade Fernando Oliveira CaixaBI: Annual Repor 2013 Accounting João Gonçalves 197 5.1. Statutory bodies Shareholders’ General Meeting Board The Shareholders’ General Meeting Board comprises a Chairman and two Secretaries, elected for three year terms of office by the Shareholders’ General Meeting and may be re-elected on one or more occasions. Article 10 of CaixaBI’s articles of association states that all shareholders with one thousand or more shares registered in their name in the company’s share books are entitled to be present at a Shareholders’ General Meeting, with each block of one thousand shares being entitled to one vote in accordance with no. 2 of article 14. Shareholders with less than one thousand shares may form groups to make up this number and arrange to be represented by any group member, to be indicated in a letter to the Chairman of the Shareholders’ General Meeting Board. In the case of the joint ownership of shares, only one of the owners may participate in General Meetings, and must be given a power of attorney by the others. Shareholders may arrange to be represented at General Meetings by informing the Chairman of the Shareholders’ General Meeting Board, by letter, prior to the meeting’s scheduled date. Shareholders who are singular persons may arrange to be represented by other shareholders or other lawfully entitled persons. Collective persons shall be represented by the person nominated for the purpose in question. The Chairman of the Shareholders’ General Meeting Board shall call an extraordinary meeting whenever requested by shareholders with the minimum number of shares required by law and who request the meeting in a letter with a notarised signature providing precise information on the issues to be included on the agenda and justifying the need for the meeting. A General Meeting called at the request of shareholders shall only be held if petitioners holding the minimum number of shares required to call the meeting are present. There are no limitations on voting rights, nor does any shareholder enjoy special rights and there is no knowledge of any shareholders’ agreement. Composition of the Shareholders’ General Meeting Board (2011-2013) Chairman – José Lourenço Soares Secretary – Ana Cristina Pinheiro Vieira Rodrigues de Andrade CaixaBI: Annual Repor 2013 Secretary – Salomão Jorge Barbosa Ribeiro 198 Board of Directors The Board of Directors comprises a minimum of three and maximum of fifteen members, elected for three year terms of office by the Shareholders’ General Meeting and may be re-elected on one or more occasions. The Board of Directors shall choose its Chairman and may, at its discretion, appoint one or more Deputy Chairmen from among their number. The Board of Directors is responsible for managing the company’s business affairs and meets whenever called by its Chairman and at least once every three months. Resolutions are taken by an absolute majority of the members present or represented with the Chairman, Deputy Chairman or respective Deputy having the casting vote. Board of Directors’ resolutions are only valid when more than half of its members are present or represented. In statutory terms, the Board of Directors delegates the authority to manage the company’s day-to-day affairs to the Executive Committee giving it (without prejudice to the faculty of taking upon itself any of the respective competencies) the authority necessary to make decisions on all issues related to the Bank’s performance of its activity, with the exception of those issues which cannot be delegated under no. 4 of article 407 of the Commercial Companies Code. The Board of Directors met eight times in 2013 and the Executive Committee met twenty nine times. Composition of the Board of Directors (2011-2013) Chairman – Jorge Telmo Maria Freire Cardoso Chief Executive Officer – Joaquim Pedro Saldanha do Rosário e Souza Executive member – Francisco José Pedreiro Rangel Executive member – Paulo Alexandre de Oliveira e Silva Executive member – Paulo Alexandre da Rocha Henriques Non-executive member – José Pedro Cabral dos Santos CaixaBI: Annual Repor 2013 Non-executive member – José Manuel Carreiras Carrilho 199 Supervisory Board The Supervisory Board is responsible for supervising the company. It meets and establishes the contacts considered adequate for collecting all and any pertinent information on the Bank and other companies included in the consolidation and also acts as the liaison between CaixaBI and the External Auditor. The Supervisory Board is made up of three permanent and one deputy member who perform their duties as set out by law. It is elected every three years by the General Meeting, which also appoints its respective Chairman. Members are lawfully entitled to be re-elected. Members of the Supervisory Board are not affected by the incompatibilities referred to in article 414-A of the Commercial Companies Code and are mainly independent professionals in conformity with the recommendation set out in the Bank of Portugal’s circular letter 24/2009/DSB and article 414 nos. 5 and 6 of the Commercial Companies Code. Composition of the Supervisory Board (2011-2013) Chairman – Miguel José Pereira Athayde Marques Member – Pedro António Pereira Rodrigues Felício Member – Maria Rosa Tobias Sá Deputy – João Manuel Barata da Silva Statutory Auditor The Statutory Auditor is elected every three years by the General Meeting with the competencies defined by law. There is a deputy Statutory Auditor. Statutory Auditor (2011-2013) Permanent - Deloitte & Associados, SROC represented by João Carlos Henriques Gomes Ferreira CaixaBI: Annual Repor 2013 Deputy - Carlos Luís Oliveira de Melo Loureiro 200 Curricula Vitae of Members of the Board of Directors and Supervisory Board a) Board Members Chairman Jorge Freire Cardoso Date of birth 08 August 1971 Current positions Member of the Board of Directors and Member of the Executive Committee of Caixa Geral de Depósitos, S.A., since July 2013 Non–executive Chairman of the Board of Directors of Caixa – Banco de Investimento, S.A. since August 2013 Non–executive Chairman of the Board of Directors of Caixa Capital – Sociedade de Capital de Risco, S.A., since August 2013 Non–executive Chairman of the Board of Directors of CGD Investimentos, Corretora de Valores e Câmbio S.A. since May 2012 Non–executive Vice Chairman of the Board of Directors of Banco Caixa Geral Brasil, S.A. since September 2013 Non–executive Member of the Board of Directors of Caixa Seguros e Saúde, SGPS, S.A., since August 2013 Non–executive Member of the Board of Directors of Gerbanca, SGPS, S.A. since August 2013 Non–executive Member of the Board of Directors of Partang, SGPS, S.A. since September 2013 Non–executive Member of the Board of Directors of Wolfpart SGPS, S.A. since November 2013 Non–executive member of the Board of Directors of Enternext, S.A. since September 2013 Chairman of the Executive Committee of Caixa – Banco de Investimento, S.A. (2011 – 2013) Member of the Board of Directors of Caixa – Banco de Investimento, S.A. (2008 – 2011) Director of CaixaBI Brasil – Serviços de Assessoria Financeira LTDA, (2012 – 2013) Vice Chairman of the Board of Directors of Banco Nacional de Investimento, S.A. (2012) Non–executive Member of the Board of Directors of ZON – Serviços de Telecomunicações e Multimédia, SGPS, SA. (2008 – 2012) Non–executive Member of the Board of Directors of Empark Portugal – Empreendimentos e Exploração de Parqueamentos, S.A. (2010 – 2012) Non–executive Member of the Board of Directors of Dornier, S.A. (2010 – 2012) Non–executive Member of the Board of Directors of Fomentinvest, SGPS, S.A. (2007 – 2008) Managing Director of the Corporate Finance – Equity Division at Caixa – Banco de Investimento, S.A., supervising the Equity Capital Markets, Financial Advisory and Mergers and Acquisitions Areas (2000 – 2008) Director of Corporate Finance at Banco Efisa (1995 – 2000) Consultant at Roland Berger & Partners (1993 – 1994) CaixaBI: Annual Repor 2013 Former positions 201 Chairman Jorge Freire Cardoso Academic qualifications Other qualifications / MBA from INSEAD Degree in Economics from Universidade Nova de Lisboa Guest Assistant Professor at FEUNL CaixaBI: Annual Repor 2013 distinctions 202 Chairman of Executive Committee Joaquim Pedro Saldanha do Rosário e Souza Date of birth 03 October 1970 Current positions Member of the Board of Directors of Caixa – Banco de Investimento, S.A., since April 2012 Non–executive Member of Corporación Interamericana para el Financiamento de Infraestructura (CIFI), since July 2012 Non–executive Member of the Board of Directors of CGD Investimentos Corretora de Valores e Câmbio, S.A., since July 2012 Non–executive Member of the Board of Directors of Banco Caixa Geral – Brasil, S.A., since June 2012 Director of CaixaBI Brasil – Serviços de Assessoria Financeira Ltda, since November 2013 Representative of Portuguese – Brazilian Chamber of Commerce and Industry since May 2012 Representative of American Chamber of Commerce in Portugal since August 2012 Brokerage Equity Capital Markets Areas of Syndication and Sales responsibility Audit Marketing and Communication International Non–executive Member of the Board of Directors of Banco Nacional de Investimento, SA (BNI), Former positions from May to December 2012 Fund manager of Nau Capital LLP, from 2010 to 2012 Advisor to Dilligence Capital SGPS, from 2009 to 2012 Partner and Senior Investments Analyst at Dynamo Capital LLP, from 2006 to 2009 Business Development Director of Portugal Telecom Brasil, from 2004 to 2006 CFO and Vice – Chairman of Primesys (Portugal Telecom Group), from 2004 to 2006 Business Development and M&A Director of Vivo (Portugal Telecom Group / Telefonica), from 2001 Business Development Director of PT Móveis (Portugal Telecom Group), from 2000 to 2001 Senior M&A Director at Banco Finantia, from 1999 to 2000 Summer Associate of Lehman Brothers International in 1998 Corporate Finance Associate at Banco Efisa, from 1995 to 1997 Business Analyst at Roland Berger Strategy Consultants from 1994 to 1995 Academic MBA from Darden Graduate School of Business Administration, University of Virginia qualifications Degree in Economics with specialisation in Finance from Universidade Nova de Lisboa CaixaBI: Annual Repor 2013 to 2004 203 Executive Member Francisco José Pedreiro Rangel Date of birth 29 September 1971 Current positions Executive Member of the Board of Directors of Caixa – Banco de Investimento, S.A., since September 2011 Areas of responsibility Former positions Financing and Structuring Corporate Debt Finance Project Finance Strategic Planning and Organisation Information Systems Compliance Human Resources Managing Director of the Strategic Planning and Organisation Division at Caixa – Banco de Investimento, S.A. (2011) Managing Director of Corporate Finance – Advisory Division at Caixa – Banco de Investimento, S.A. (2008 – 2011) Academic Director of Corporate Finance – Advisory at Caixa – Banco de Investimento, S.A. (2000 – 2008) Research Director at Banco Mello de Investimentos (1996 – 2000) Financial analyst at Lisbon Stock Exchange (1993 – 1996) Degree in Economics from Universidade Nova de Lisboa Assistant Lecturer at FEUNL (1998 – 2000) qualifications Other qualifications / CaixaBI: Annual Repor 2013 distinctions 204 Executive Member Paulo Alexandre de Oliveira e Silva Date of birth 13 June 1974 Current positions Executive Member of the Board of Directors of Caixa – Banco de Investimento, S.A., since August 2013 Areas of responsibility Former positions Corporate Finance – Advisory Accounting Operations Managing Director of Corporate Finance – Advisory Division at Caixa – Banco de Investimento, S.A. (2011 – 2013) Director – Corporate Finance – Advisory at Caixa – Banco de Investimento, S.A. (2003 – 2011) Financial Analyst – Corporate Finance – Advisory at Caixa – Banco de Investimento, S.A. (2000 – Academic qualifications Account Manager – Major Enterprises (South) at Banco Chemical Finance, S.A. (1999 – 2000) Auditor at Arthur Andersen (currently Deloitte) (1997 – 1999) Degree in Economics from Universidade Católica de Lisboa Advanced Financial Programme for Executives at Universidade Católica Portuguesa CaixaBI: Annual Repor 2013 2003) 205 Executive Member Paulo Alexandre da Rocha Henriques Date of birth 11 March 1973 Current positions Executive Member of the Board of Directors of Caixa – Banco de Investimento, S.A., since August 2013 Non–executive Member of the Board of Directors of OMIClear – Sociedade de Compensação de Mercados de Energia, S.G.C.C.C.C., S.A. since September 2013 Non–executive Member of the Board of Directors of OMIP – Pólo Português, S.G.M.R., S.A., since November 2011 Non–executive Member of the Board of Directors of OMI – Pólo Español, S.A. (OMIE), since Areas of responsibility Former positions Academic qualifications Structured Finance Spain Branch Legal Affairs Research Managing Director – Structured Finance at Caixa – Banco de Investimento, S.A. (2011 – 2013) Director – Corporate Finance – Advisory at Caixa – Banco de Investimento, S.A. (2001 – 2011) Financial Analyst – Financial Services at BCP Investimento, S.A. (1997 – 2001) Analyst – Corporate Marketing at Banco Comercial Português, S.A. (1997) Trainee – Administration and Finance at Alcântara Refinarias Açucares, S.A. (1996) Masters in Finance from ISCTE Post-graduation in Corporate Finance from CEMAF (ISCTE Business School) Degree in Economics from Universidade Nova de Lisboa CaixaBI: Annual Repor 2013 November 2011 206 Non–executive Member José Pedro Cabral dos Santos Date of birth 5 July 1960 Current positions Member of the Board of Directors and the Executive Committee of Caixa Geral de Depósitos S.A. since March 2012 Non–executive Member of the Board of Directors of Caixa – Banco de Investimento, S.A. since March 2008 Chairman of Board of Directors of Caixa Leasing e Factoring – IFIC, S.A., since May 2012 Chairman of the Board of Directors of Locarent – Companhia Portuguesa de Aluguer de Viaturas, since April 2013 Vice–Chairman of Caixa Seguros e Saúde, SGPS, S.A., since May 2013 Former positions Central Director – Major Enterprises at Caixa Geral de Depósitos (2002– 2012) Non–executive Member of the Board of Directors of Portugal Telecom, SGPS, SA. (2012 – 2013) Member of the Board of Directors of Caixa Geral de Aposentações, IP (2012 – 2013) Non–executive Member of the Board of Directors of Lusofactor, Sociedade de Factoring, S.A. (2003 – 2008) Director of CGD’s Major Enterprises Division – Northern Division (1999 – 2002) Director of Northern Division responsible for the Coordination of the Major Enterprises Segment (1998 – 1999) Managing Director (BFE Group / BPI Group), initially Banco Borges & Irmão and latterly with broader functions in Banco de Fomento e Exterior and Banco BPI (1994 – 1997) Technical Officer in Finindústria – Sociedade de Investimentos e de Financiamento Industrial and latterly Deputy Manager of Finibanco and Non–executive Member of the Board of Directors of Finicredito SFAC (1984 – 1989) Trainee and latterly Senior Technical Operative at União de Bancos Portugueses (1984 – 1989) Academic Degree in Economics from the Faculty of Economics of the University of Porto qualifications Other qualifications / Guest Assistant Lecturer at Faculty of Economics of the University of Porto (1983 – 1988) CaixaBI: Annual Repor 2013 distinctions 207 Non–executive Member José Manuel Carreiras Carrilho Date of birth 30 March 1951 Current positions Member of the Board of Directors of Caixa Capital – Sociedade de Capital de Risco, S.A., since 2000 Member of the Board of Directors of Caixa Desenvolvimento, SGPS, S.A., since 2000 Member of the Board of Directors of Caixa – Banco de Investimento, S.A., since 2008 Member of the Board of Directors of Vila Galé – Sociedade de Empreendimentos Turísticos, S.A., since 2010 Member of the Board of Directors of Visabeira Imobiliária, SGPS, S.A. since 2006 Member of the Board of Directors of Visabeira Indústria, SGPS, S.A. since 2006 Member of the Board of Directors of Visabeira Participações Financeiras, SGPS, S.A. since 2006 Member of the Board of Directors of Visabeira Turismo, SGPS, S.A. since 2006 Member of the Board of Directors of Visabeira Global, SGPS, S.A. since 2013 Member of the Board of Directors of PP3E – Projectos e Participações em Empreendimentos de Energia Eléctrica, S.A., since 2003 Member of the Board of Directors of Mesquita ETVIA, SGPS, S.A. (2009 – 2013) Member of the Board of Directors of A. Silva & Silva – Imobiliária e Serviços, S.A. (2002 – 2012) Member of the Board of Directors of Caixa Investimentos – Sociedade de Investimentos, S.A. (2000 – 2002) Chairman of the Board of Directors of PME Investimentos – Sociedade de Investimentos, S.A. (1996 – 2000) Chairman of the Board of Directors of PME Capital – Sociedade de Capital de Risco, S.A. (1996 – 1999) Member of the Board of Directors of LISPOLIS – Associação para o Pólo Tecnológico de Lisboa, (1999 – 2000) Member of the Board of Directors of COMPTRIS – Companhia Portuguesa de Capital de Risco, S.A. (1998 – 2000) Member of the Board of Directors of CEDINTEC – Centro para o Desenvolvimento e Inovação Tecnológica (1990 – 1999) Member of the Board of Directors of IPE – Companhia Portuguesa de Capital de Risco, S.A. (1994 – 1997) Chairman of the Supervisory Board of COMPTRIS – Companhia Portuguesa de Capital de Risco, S.A. (1994 – 1996) Member of the Board of Directors of SULPEDIP – Sociedade de Capital de Risco, S.A. (1995 – 1996) Technical Operative / Regional Director of IAPMEI – Instituto de Apoio às Pequenas e Médias Empresas e ao Investimento (1976 – 1995) CaixaBI: Annual Repor 2013 Former positions 208 Non–executive Member José Manuel Carreiras Carrilho Academic Degree in Finance, from ISEG Guest Professor at ISCTE Technical and scientific supervision of book “Financial Analysis”, E. Cohen (Editora Presença) Co–author of book “Elements of Financial Analysis” (Editora Publisher Team) Other qualifications / distinctions CaixaBI: Annual Repor 2013 qualifications 209 b) Supervisory Board Chairman Miguel José Pereira Athayde Marques Date of birth 29 April 1955 Current positions Member of Senior Board of Universidade Católica Portuguesa Non–executive Member of the Board of Directors of Galp Energia SGPS SA Non–executive Member of the Board of Directors of Brisa Concessão Rodoviária, S.A. Chairman of the Supervisory Board of Caixa – Banco de Investimento, S.A. Coordinator of Portugal Economy Probe Professor of Corporate Management at Católica – Lisbon School of Business & Economics, Universidade Católica Portuguesa Academic qualifications Chairman of the Board of Directors of NYSE Euronext Lisbon, S.A. Member of the Executive Committee of the New York Stock Exchange Member of the Board of Directors of Euronext, N.V. (Holland) Chairman of the Board of Directors of Interbolsa, S.A. Non–executive Member of Paris, Brussels and Amsterdam Stock Exchanges Executive Member of the Board of Directors of Caixa Geral de Depósitos, S.A. Member of the Executive Committee of Jerónimo Martins Chairman of the Board of Directors of ICEP PhD in Corporate Management from University of Glasgow, School of Financial Studies Degree in Corporate Administration and Management from Universidade Católica Portuguesa (Lisbon) CaixaBI: Annual Repor 2013 Former positions 210 Member Pedro Rodrigues Felício Date of birth 8 December 1971 Current positions Responsible for the International Purchasing Division of PT Compras Executive Member of the Supervisory Board of Caixa – Banco de Investimento, S.A. Executive Member of the Supervisory Board of Gerbanca, SGPS, S.A. Managing Director of the Portuguese Treasury and Finance Department Chairman of the Board of the General Meeting of Parpública – Participações Públicas (SGPS), S.A. Executive Member of the Supervisory Board of Caixa Geral de Depósitos, SA. Executive Member of the Board of Directors of Sagestamo – Sociedade Gestora de Participações Former positions Sociais Imobiliárias, S.A. Chairman of the Board of Directors of Agência Nacional de Compras Públicas, E.P.E. Director of the Financial Services of PT PRO – Serviços de Gestão, S.A., Centro de Serviços Partilhados do Grupo Portugal Telecom qualifications Head of Financial Resources at TMN, S.A. Financial Auditor / Controller at SLM – Sociedade Lisbonense de Metalização, S.A. Degree in Management from Instituto Superior de Economia e Gestão (ISEG) – Universidade Técnica de Lisboa. CaixaBI: Annual Repor 2013 Academic 211 Member Maria Rosa Tobias Sá Date of birth 16 August 1960 Current positions Assistant to Minister of Health Member of the Supervisory Board of Caixa – Banco de Investimento, S.A. Member of the Supervisory Board of Gerbanca, SGPS, S.A. Chair of Board of Directors of Instituto Nacional de Recursos Biológicos, I.P. Head of European Anti–Fraud Unit Coordinator of Technical Advisory Section of the Prosecutor General’s Office, Deputy Manager of the Department for European Social Fund Affairs Director of the Inspectorate General of the Ministry of Agriculture and Fisheries Principal Inspector in Inspectorate General of Finance Member of the Supervisory Board of Caixa Geral de Depósitos, S.A Chair of the Supervisory Board of Banco Efisa, S.A. Chair of the Supervisory Board of Participadas SGPS, S.A. Chair of the Supervisory Board of Parvalorem, S.A. Chair of the Supervisory Board of Parups, S.A. Degree in Economics from Instituto Superior de Economia e Gestão (ISEG) – Mathematical Academic qualifications Other qualifications / distinctions Methods Area Lecturer at Instituto Superior de Línguas e Administração (“Mathematical Methods Applied to Management”, “Statistics” and “Operational Research”) and Faculty of Economics of the University of Porto (“Mathematical Complements and Probability Theory”). CaixaBI: Annual Repor 2013 Former positions 212 Deputy Board Member João Barata da Silva Date of birth 17 March 1947 Current positions Member of the Supervisory Board of IPAI – Instituto Português de Auditoria Interna, since 2002 Chairman of the Supervisory Board of Banco Interatlântico, since 2006 Chairman of the Supervisory Board of Banco Internacional de S. Tomé e Príncipe, since 2006 Chairman of the Remuneration Committee of A. Promotora, Sociedade de Capital de Risco, S.A. Chairman of the Remuneration Committee of Banco Comercial do Atlântico, S.A.R.L. Chairman of the Remuneration Committee of Garantia, Companhia de Seguros, S.A.R.L. Deputy Member of the Supervisory Board of Parcaixa, SGPS, S.A. Member of the Supervisory Board of Caixa – Banco de Investimento, S.A. Deputy Member of the Supervisory Board of Locapor (leasing) Member of Audit Department of Caixa Geral de Depósitos (1991 – 2005) Higher Banking Degree (IFB / Universidade Católica) Degree in Economics (ISE – Faculdade Técnica de Lisboa) Certified Accountant (former Instituto Comercial de Lisboa) Former positions Academic qualifications Prevention of conflicts of interest Members of the Board of Directors are fully aware of their duties to abstain from discussions and the adoption of resolutions on certain subject matters, in addition to their duties to declare any relevant equity stakes in the company and relationships with suppliers, customers, credit institutions or other entities which may create conflicts of interest and to comply with the corresponding standards during the course of their activities. There are no incompatibilities between the performance of management duties in CaixaBI and other CaixaBI: Annual Repor 2013 functions performed by members of the Board of Directors. 213 5.2. Specialised committees CaixaBI has four specialised Committees and a Remunerations Committee whose competencies, composition and frequency of meetings is set out below. Business Committee CaixaBI’s business committee meets once a week and has the following main functions: To analyse the main macro and microeconomic events and their expected impact on the Bank’s activity; To analyse the evolution of brokerage business, notably volume of market trading and commissions received; To monitor the Bank’s activity, notably mandates in progress; To analyse operations in the pipeline; To analyse eventual cross-selling business opportunities; To take note of other matters directly related with the Bank’s operations. Composition of Business Committee Members of the Executive Committee Directors, or their deputies, of the following bodies: - Research - Brokerage - Financing and Structuring - Project Finance - Structured Finance - Spain Branch - Corporate Finance - Debt - Equity Capital Markets - Corporate Finance – Advisory - Syndication and Sales - Strategic Planning and Organisation - Caixa Capital CaixaBI’s Credit Committee is responsible for the competencies delegated to it in credit matters, namely: To authorise medium and long term operations; To periodically define limits on short term operations; To analyse non-performing loans, particularly at their pre-legal and legal proceedings stages when involving a loss of interest or reduction of assets; CaixaBI: Annual Repor 2013 Credit Committee 214 To discuss the specific situation of sectors of the economy; To define credit and respective credit risk policies; To define the processes to be submitted to the Expanded Credit Committee (customers or borrowers who belong to groups of customers with accumulated liabilities of more than €50 million to Caixa Geral de Depósitos and other CGD Group companies) and the Credit Committee (customers with accumulated liabilities of more than €10 million and less than €50 million to Caixa Geral de Depósitos and other CGD Group companies). The Credit Committee meets once a week but may be called on an extraordinary basis, if required. Composition of Credit Committee Members of the Executive Committee Directors, or their deputies, of the following bodies: - Financing and Structuring - Project Finance - Structured Finance - Spain Branch - Corporate Finance – Debt - Equity capital markets - Corporate Finance – Advisory - Syndication and Sales - Strategic Planning and Organisation - Legal Affairs Directors of other Bank bodies may be called to participate on the Committee, Investments Committee CaixaBI’s Investments Committee meets once a week and has the following main functions: To monitor the evolution of the Bank’s own portfolio and its funding requirements; To monitor the evolution of the results of the Financial and Structuring Division, in addition to the risk indicators supplied; To monitor the evolution and prospects of the financial markets relevant to CaixaBI’s activity; To issue guidelines on the strategic positioning and taking of management risks in light of the market environment. Members of the Executive Committee Management of Financing and Structuring Division Directors, or their deputies, of the following bodies: - Corporate Finance - Debt - Syndication and Sales - Strategic Planning and Organisation - Other Divisions operating in the Financial markets and which interact with the Financing and Structuring Division. CaixaBI: Annual Repor 2013 Composition of Investments Committee 215 Operational Risk Management and Internal Control Committee The Operational Risk Management and Internal Control Committee is an Executive Committee advisory body, responsible for the coordination, appraisal and discussion of issues related with operational risk and internal control management and meets every six months. The Operational Risk Management and Internal Control Committee is the body responsible for verifying conformity between the Bank’s performance and the strategy and policies established for the management of operational risk and internal control, monitoring the management thereof and proposing action plans to the Executive Committee. It is responsible for: Proposing operational risk management policies; Proposing the operational risk profile to be adopted by the Bank; Verifying conformity between the Bank’s operation and operational risk management policies; Verifying the adequacy of the internal control system; Monitoring the level of the Bank’s operational risk; Proposing action plans to the Executive Committee for reducing operational risk and strengthening the internal control system. Composition of the Operational Risk Management and Internal Control Committee Members of the Executive Committee Directors, or their deputies, of the following bodies: - Information Systems - Accounting - Strategic Planning and Organisation - Compliance - Internal Audit Directors of other bank bodies may be called to participate on the Committee. Business Continuity Plan Steering Committee The Business Continuity Plan Steering Committee is responsible for the coordination and implementation of policies and procedures to guarantee CaixaBI’s continuous operation or prompt recovery, on the occurrence of events leading to an across-the-board failure of its physical infrastructures or the The Business Continuity Plan Steering Committee defines and monitors the procedures to be followed or activated in response to crisis situations of a greater or lesser degree of severity which may affect operational and technological components, thus avoiding a prolonged stoppage of CaixaBI’s activity and accordingly helping to reduce the impacts of crisis events on its activity and customers. CaixaBI: Annual Repor 2013 impossibility of its employees’ travel to their workplaces. 216 Composition of the Business Continuity Plan Steering Committee Members of the Executive Committee Directors, or their deputies, of the following bodies: - Compliance - Information Systems - Operations - Strategic Planning and Organisation Directors of other Bank bodies may be called to participate on the Committee. Remunerations Committee The Remunerations Committee is made up of representatives of the majority shareholder, elected by the Shareholders’ General Meeting and is statutorily responsible for defining the remuneration of the Members of the Statutory Bodies for periods of three years. Composition of the Remunerations Committee CaixaBI: Annual Repor 2013 Gerbanca, SGPS, S.A., represented by Henrique Pereira Melo and Vitor José Lilaia da Silva 217 6. Remuneration of Members of Statutory Bodies Remuneration policy for members of Boards of Directors and Supervisory Boards As stipulated in article 23 of CaixaBI’s articles of association, the Remuneration Committee defines the remuneration of the members of the Board of Directors and Supervisory Boards. In terms of the Board of Directors only members of the Executive Committee receive remuneration. Information on the remuneration costs of members of CaixaBI’s Executive Committee for 2013 (euros) For period Chairman Board Member Board Member Board Member Jorge Cardoso Joaquim Souza Francisco Rangel Paulo Oliveira Silva Paulo Henriques 01/01/2013 to 08/07/2013 01/01/2013 to 31/12/2013 01/01/2013 to 31/12/2013 02/08/2013 to 31/12/2013 02/08/2013 to 31/12/2013 101,985 173,565 113,682 54,541 51,333 1. Remuneration 1.1. Base annual/fixed remuneration 1.2. Attendance vouchers 1.3. Accumulation of management functions 1.4. Variable remuneration 1.5. Other (full details) 2. Other benefits and compensation 2.1. Annual plafond for mobile communications 2.2. Expenditure on mobile communications 2.3. Meal allowances - - - - - 3,245 12,116 965 409 540 943 1,087 2,630 1,065 1,110 24,221 18,120 26,999 12,953 12,191 2.4. Other 3. Costs of social benefits 3.1. Social protection regime 3.2. Healthcare insurance No individual insurance 3.3. Life insurance No individual insurance 3.4. Personal accidents insurance No individual insurance 3.5. Other (1) 3,569 6,074 3,978 1,908 1,796 4. Vehicle fleet 4.1. Amount of instalment / annual payment for company car 4.2. Start date of current contract 6,708 15,276 12,777 10,197 7,783 2013 2012 2013 2012 2011 4.3. Vehicle fuel costs 1,762 3,990 1,842 749 403 - - - - - 5.1. Option for wages paid by former employment (y/n) 5.2. Annual gross remuneration paid by former employment 5.3. Social protection regime n n n n n 5.3.1 Social security (y/n) y y y y y n n n n n 4.4. Annual fuel allowance 4.5. Other 5.3.2 Other (specify) 5.4. Performance of paid functions outside group (y/n) 5.5. Other (1) Complementary retirement plans CaixaBI: Annual Repor 2013 5. Additional information 218 Information on the remuneration of members of CaixaBI’s Supervisory Board for 2013 (euros) For period Fixed annual remuneration Chairman Board Member Board Member Miguel Athayde Marques Pedro Felício Maria Rosa Sá 01/01/2013 to 31/12/2013 01/01/2013 to 31/12/2013 01/01/2013 to 31/12/2013 26,066 23,303 22,050 Deloitte & Associados, SROC, represented by João Carlos Henriques Gomes Ferreira (in euros – exclusive of VAT) 2013 Audit and revision of accounts 69,883 Fiscal consultancy Other services 36,000 122,290 28,600 CaixaBI: Annual Repor 2013 Other assurance services 219 7. Control system 7.1. Internal control system CaixaBI’s risk control and management, aligned with the strategies and polices defined by CGD Group, are based on a risk culture present over the whole of its structure which guarantees the identification, analysis and management of the Bank’s exposure to different risk categories. In addition to specific regulations whose application is accompanied by the Supervisors with the objective of guaranteeing the strength of the financial system and protection of customers’ interests, best practice in risk management terms has also been implemented within CaixaBI and contributes to maximising sustained value creation and the maintenance of the Bank’s solidity. CaixaBI’s internal control system comprises a collection of strategies, systems, processes, policies and procedures, defined by the Board of Directors, in addition to the actions taken by the Board and its other employees, for the purpose of ensuring: The efficient and profitable performance of activity, over the medium and long term (performance objectives); The existence of full, pertinent, reliable, prompt, financial and management information (information objectives); Compliance with applicable legal and regulatory dispositions (compliance objectives). CaixaBI therefore endeavours to ensure the existence of an adequate control environment, a solid risk management system, efficient information and communication system, adequate control activities and an effective monitoring process with the objective of ensuring the quality and effectiveness of the system over time. CaixaBI also produces an annual Internal Control Report which is submitted for the appraisal of its supervisors – Bank of Portugal and the CMVM as well as a detailed annual report on Anti-Money Laundering which is submitted to the Bank of Portugal. It also submits an annual self-assessment CaixaBI: Annual Repor 2013 questionnaire on Anti-money Laundering and Countering the Financing of Terrorism Activities 220 Risk management process The risk management process comprises a series of activities performed on a CGD Group level, as set out in the following six stages. Risk management process stages 1 Definition and adjustment of guidelines, models and processes 5 Decision 6 2 4 Taking/ adjusting risks Identification of risks Monitoring and control of risks and performance 3 Risk and performance assessment Risk management process stages Activity Scope Definition and adjustment Definition/approval by areas, type of risk or portfolios (i) guidelines, (ii) models and indicators for of guidelines, models and risk assessments and (iii) risk management support processes and a regular assessment processes thereof for the purpose of the continuous and necessary adaptation to economic environment/market conditions, evolution of risk assessment measures, strategy defined by CGD Group and evolution in terms of internal structure and information systems. Identification of risk positions Recognition, characterisation and assessment of portfolio positions or potential operations (credit, market and liquidity risks). Identification and characterisation of the processes implemented and occurrence of losses (operational compliance and reputational risks). performance Quantification of exposure to diverse types of risk and performance measurements using appropriate internal models (per operation, portfolio, process or entity), developed and implemented on a CGD Group level. Monitoring and control of risks and performance Decision-making support activities for risk-taking purposes (monitoring of risks/performance) or adjustment of portfolio risks (risk control), through the ascertaining or reporting of risk positions, risk and performance levels and verification of compliance with guidelines. Decision Interpretation of results from the monitoring and control of risks and performance stage, expectations of evolution of external variables and decision on the performance of risk-taking or adjustment actions (reduction of exposure or cover). CaixaBI: Annual Repor 2013 Assessment of risks and 221 Activity Scope Risk taking/adjustments Negotiation and entering into of operations in accordance with previously made decisions (decision stage) under the scope of business/support processes or for risk adequacy/hedging purposes. Risk management parties To ensure the adequate management of the internal control system, responsibilities have been defined for certain structural bodies which operate in cooperation with the remaining CGD Group structures and entities. Risk management parties Scope Involved bodies Definition and adjustment of CaixaBI’s Board of Directors and Executive Committee All CaixaBI structural bodies making loans. risk management strategy and CGD Group’s Assets and Liabilities Management Committee (ALCO) . policies Credit risk management Caixa Geral de Depósitos’s Risk Management Division (DGR). CaixaBI’s Credit Committee, Caixa Geral de Depósitos’s Credit Committee and Expanded Credit Committee. Liquidity risk management Operational risk management Management of compliance and reputational risk CaixaBI’s Executive Committee. CaixaBI’s Financing and Structuring Division. CaixaBI’s Financing and Structuring Division. CaixaBI’s Operational Risk Management and Internal Control Committee. CaixaBI’s Compliance Office. Caixa Geral de Depósitos’s Risk Management Division (DGR). CaixaBI’s Investments Committee. All other CaixaBI Structural Bodies. CaixaBI’s Investments Committee. CaixaBI’s Strategic Planning and Organisation Division. CaixaBI’s Accounting Division. CaixaBI’s Internal Audit Office. CaixaBI’s Structural Bodies, Spain Branch and Caixa Capital. All other CaixaBI Structural Bodies. Compliance Office, as CGD’s structural body with oversight responsibilities for this risk on a CGD Group level. CaixaBI: Annual Repor 2013 Market risk management 222 7.2. Control system on the protection of the company’s investments and assets Securities portfolio The management of CaixaBI’s securities portfolio is subordinated to the risk levels defined for the Bank and adjusted to the budget approved by the Board of Directors. Several basic objectives have also been defined, namely: to achieve an adequate level of net interest income for the balance sheet of an investment bank; to establish a securities portfolio permitting a normal degree of rotation and adequate return in terms of capital gains; the investment portfolio’s composition shall be limited to maximum and minimum exposure levels; to safeguard the minimum liquidity level required for a financial institution. The return required from the portfolio comprises a defined ROE level obtained on the daily valuation thereof at market prices, net of financing costs. In calculating the allocation of shareholders’ equity to operations, the necessary requirements for hedging credit, market and operational risks are calculated in accordance with current Bank of Portugal rules. Tradable instruments include bonds, shares, selected asset managers’ funds and their derivatives futures, options swaps and forwards traded with the Treasury or Forex positions in Caixa Geral de Depósitos’s trading room. Loans portfolio The production of commercial proposals for the Credit Committee (see page 214) is from the responsibility of the structural bodies which submit them for appraisal and which should obtain, when applicable, the advance opinion of Caixa Geral de Depósitos’s Risk Management Division. According to CaixaBI’s internal regulations several proposals should be subsequently submitted for the approval of Caixa Geral CaixaBI: Annual Repor 2013 de Depósitos’s Credit Committees. 223 7.3. Control system on the safeguarding of customers’ assets held under CaixaBI’s custodian services In compliance with the dispositions of no. 4 of article 304-C of the Securities Code, the external auditors should issue an annual report on the adequacy of the procedures and measures adopted by CaixaBI to protect its customers’ assets. These procedures should ensure that the following objectives are met (articles 306 to 306-D of the Securities Code): In all acts performed as well as in its accounting and operational records, brokers should ensure a clear distinction between their own and each of their customer’s assets. The opening of insolvency proceedings, corporate recoveries or restructuring of a broker does not affect the acts performed by the broker on behalf of its customers. A broker cannot, on its own or in a third party’s behalf, use its customers’ financial assets or exercise any of the rights thereto pertaining, unless approved by their titleholders. Investment companies cannot use money received from customers either in their own interest or on a third party’s behalf. The latest opinion of the external auditors available for 2011 makes it possible to conclude that the procedures and measures adopted by CaixaBI are adequate to permit compliance, in all materially relevant aspects, with the dispositions defined under the scope of articles 306 to 306-D, of the Securities CaixaBI: Annual Repor 2013 Market Code. 224 8. Disclosure of relevant information 8.1. Market relations representative Alia Pereira da Silva Rua Barata Salgueiro, 33 1269-057 Lisbon Telephone: +351 21 313 73 00 Fax: +351 21 352 63 27 E-mail: caixabi@caixabi.pt 8.2. Disclosure of market information CaixaBI provides a large amount of information on its website at www.caixabi.pt. The Bank’s website provides its customers, analysts and general public with permanent access to relevant, up-to-date information such as the presentation and identification of the Bank, mission, vision and strategy, history, organisation, relationships, rating, annual report, news, prices, business areas, corporate governance, sustainability and distinctions. In addition to the possibility of consulting information on the Bank and its respective activity, the Bank’s CaixaBI: Annual Repor 2013 restricted research area provides access to historical and current information of relevance to investors. 225 8.3. Summary table of compliance requirements on CaixaBI’s website with information Disclosure Yes Existence of website x History, vision, mission and strategy x Organisational chart x No N.A. disclosure Remarks Statutory Bodies and Governance Model: Identification of Statutory Bodies x Identification of the areas of responsibility of the Board of Directors x Identification of committees within the company x Identification of risk control systems x Remuneration of Statutory Bodies x Internal and external regulations x Transactions made outside market conditions x Relevant transactions with related parties x Analysis of Economic, Social and Environmental sustainability x Code of Ethics x Annual Report x Customer Ombudsman x 8.4. CaixaBI’s equity stakes The Bank’s corporate structure comprises adequate investments to provide for its business segmentation while enabling it to leverage CGD Group’s market intervention capacity, through its constant provision of Information on CaixaBI’s equity stakes at 31 December 2013 is set out in the following organisational chart: 6 100% of CaixaBI Brasil – Serviços de Assessoria Financeira, Ltda. , headquartered in São Paulo, with the corporate object of providing advisory and financial consultancy services; 6 100% of Caixa Capital, SCR, S.A., a company managing five venture capital funds; Of which 90% is held directly by CaixaBI and 10% indirectly by Caixa Desenvolvimento. CaixaBI: Annual Repor 2013 quality and value added services to its customers. 226 100% of Caixa Desenvolvimento, SGPS, S.A. whose activity has been curtailed following the restructuring of the portfolio of venture capital area subsidiaries; and 50% of CGD Investimentos Corretora de Valores e Câmbio, S.A, a company operating in the Brazilian capital market. CaixaBI’s equity stakes Caixa – Banco de Investimento, S.A. 100% Caixa Capital, SCR, S.A. 100% Caixa Desenvolvimento, SGPS, S.A. 90% 10% CaixaBI Brasil – Serviços de Assessoria Financeira, Ltda. 50% CGD Investimentos Corretora de Valores e Câmbios, S.A. 8.5. Share capital and dividends policy The Bank’s share capital consists of eighty one million two hundred and fifty thousand fully subscribed and paid up shares with a nominal value of one euro each. Shares may be nominative or bearer, registered or not and are reciprocally convertible. In share capital increases paid up in cash, shareholders will be given preference rights in subscribing for new shares in proportion to those they already hold unless otherwise decided by the General Meeting in conformity with lawfully imposed constraints. The Board of Directors may increase the Bank’s share capital on one or more occasions in the form of cash payments until its share capital totals a maximum amount of two hundred and fifty million euros. Under the terms of CaixaBI’s articles of association, the Shareholders’ General Meeting shall pass a resolution on the appropriation of annual profits, without being subject to any obligatory annual minimum limit. The Board of Directors with the consent of the Supervisory Board, may decide to issue an advance CaixaBI: Annual Repor 2013 of profit to shareholders as permitted by law. 227 9. Analysis of economic, social and environmental responsibility CaixaBI has, since 2004, published an annual sustainability report in the economic, social and environmental domains as an integral part of its Annual Report. Over the course of the years society as a whole and the Bank with it, have evolved to thresholds of growing awareness of the importance of social responsibility and inclusion of sustainable development. Recognised as a leading, benchmark institution in domestic investment banking terms, CaixaBI, aligned with sustainability practice within CGD Group has assumed enhanced responsibilities in the domains of sustainability and social responsibility, practising the following principles: An involvement based on ethical business values; A desire to achieve continuous progress; Understanding and acceptance of the company’s interdependence with its environmental surrounds; Long term vision based on responsibilities to future generations; Principle of prudence as a decision-making rule; Regular dialogue and consultation with all parties involved; A desire to inform linked with transparency; Acceptance of responsibility for the direct and indirect consequences of its activity. In 2013, the Bank furthered its activity based on the same sustainability strategy, i.e. focusing on business guidelines based on sustainable development and, simultaneously, contributing to business evolution and creation of shareholder value. CaixaBI recognises that the value of the sustainable development of its activity is enhanced by the relations of transparency and trust it has formed with its stakeholders (shareholders, customers, partners, suppliers, workers, financial markets, competitors, regulators, public opinion and the community), favouring continuous dialogue and effective involvement on the basis of its diverse relationship channels in accordance with currently available technological solutions and the social and economic environment in which the Bank operates. This process of involvement with stakeholders should be considered an evolving, constant process indicating their impact on the Bank’s activity and importance to the said stakeholders. The involvement areas: Identification of strategic stakeholders; Assessment of materiality; Based on dialogue; Inclusion of information obtained from stakeholders; Business and sustainability management. CaixaBI: Annual Repor 2013 strategy of CaixaBI’s stakeholders is in line with CGD guidelines, essentially based on four operating 228 Stakeholders Shareholders Customers Partners Suppliers Workers Financial markets Competitors Regulators Public Opinion Community Types of Relationship Frequency General Meeting Annual Financial reporting Quarterly CaixaBI website Permanent Events and sponsorships Occasional Complaints management Permanent Advertising Occasional Financial newsletter Daily Research reports Daily Internet banking services Daily Roadshows Occasional CaixaBI website Permanent Events and sponsorships Occasional Meetings and periodic contacts Occasional Intranet Permanent Easyvista Permanent Training actions Whenever opportune Performance assessments Annual Internal communication Whenever opportune Research reports Daily CaixaBI website Daily Financial newsletter Daily Events and sponsorships Occasional Regulators’ specific instructions Continuous Requests for clarification Continuous Participation in taskforces Continuous Personal supervisory actions Continuous Public tenders Continuous Production of reports Continuous Events and sponsorships Occasional Communication campaigns Whenever opportune Requests for clarification Occasional Research reports Daily CGD Culturgest Foundation Permanent Protocols with universities Annual Involvement with stakeholders permits the identification, comprehension and alignment of their expectations and concerns in respect of the Bank’s performance in addition to risk management and the identification of opportunities resulting from the interaction between CGD Group and society. Sustainability Programme and Management Model Caixa Geral de Depósitos’s Sustainability Programme is based on four essential pillars directing the Bank’s activity: CaixaBI: Annual Repor 2013 CaixaBI’s relationship with its stakeholders 229 Economic viability; Financial viability; Social equity; Environmental correctness. With the formalisation and implementation of its Sustainability Programme and respective Management Model, Caixa Geral de Depósitos expresses its desire to implement guideline processes and procedures on all of its activity in this domain, designed to create value for the Bank as a whole. The Management Model for Caixa Geral de Depósitos’s Sustainability Programme is based on the formalisation of the responsibilities of each Caixa Geral de Depósitos Structural Body and several CGD Group companies, such as CaixaBI, for the correct furtherance of the adopted strategies, defined policies and recommendations. The Management Model for Caixa Geral de Depósitos’s Sustainability Programme comprises the following structures, with CaixaBI being represented in Taskforces: General Sustainability Committee: a consultancy structure responsible for considering, discussing and monitoring the implementation of the Sustainability Strategy in CGD and recommending relevant issues for the approval of the Executive Committee. Sustainability Steering Committee: created in 2012, as a half-way-house with oversight responsibilities for the implementation of the Sustainability Programme and preparation of meetings for the General Sustainability Committee. Sustainability Programme Coordination Team: responsible for the coordination and oversight of the Sustainability Programme and promoting the activities of Taskforces. Taskforces: made up of the directors of various Structural Bodies, working on specific issues such as, Voluntary Policies and Codes, Risk, Product, Environment, Involvement with the Community, Reports and Stakeholders, Human Resources and CGD Groups in Africa and Brazil. Sustainability Policy To guarantee the furtherance of the Programme’s objectives, Caixa Geral de Depósitos has defined a Sustainability Policy which sets out the five strategic operating areas: Responsible Banking: to develop balanced, transparent and responsible relationships with Future Promotion: to recognise banking activity’s importance to sustainable development, in the desire to contribute to a better future. Environmental Protection: to promote an active response to society’s environmental problems. Involvement with the Community: to promote investment in the community and develop society in general. CaixaBI: Annual Repor 2013 customers. 230 Human Assets Management: to endeavour to develop workers and their respective recognition as factors of differentiation. The Sustainability Policy guarantees: The integration of non-financial variables (environmental, social and management) as part of the Bank’s global strategy; The sharing of knowledge and experience on such issues with Group units operating in other markets; Together with stakeholders, the creation of the mechanisms needed to integrate environmental and social issues with day-to-day management to ensure the domestic lead in sustainable financial services; Transparency in reporting all activity in accordance with best international practice; Contribution to disclosing information on Sustainable Development principles, allied with domestic and international initiatives and promoting own actions whenever justified. In addition to its Sustainability Policy, Caixa Geral de Depósitos has other guideline policies to promote the integration of Sustainability management such as its Environmental Policy, Community Involvement Policy and Product and Service Policy. It should also be noted that the performance of CGD Group on a sustainability level comprises its voluntary adoption of economic, environmental and social commitments far in excess of its legal and compliance obligations and which have an overall positive effect on economic and sustainable development, strengthening competitiveness, internationalisation and companies’ capacity to innovate, job creation, financial inclusion and promotion of responsible consumption and renewable energies in addition to subscribing to Good Governance Principles for companies in the state’s Corporate Sector. As an integral and operative part of CGD Group, CaixaBI implements the policies and principles set out in Caixa Geral de Depósitos’s Sustainability Report, produced to comply with the guidelines corresponding to the maximum level (A+) for the Global Reporting Initiative as a fundamental tool to guarantee the CaixaBI: Annual Repor 2013 effective management of the Bank’s economic, social and environmental activity. 231 9.1. Economic The economic dimension of sustainability is measured by organisations’ impacts on the economic conditions of their stakeholders and in the economic system at all levels, complying with a long term vision to embrace the disciplines of the environment, social aspects and human resources. This interdisciplinary nature of economic performance embraces all aspects of economic interactions which may exist between an organisation and its stakeholders, including the income traditionally recognised in financial balance sheets. Such financial balance sheets make priority reference to indicators related with a company’s profitability because they are geared to providing information to managers and shareholders. Sustainable development indicators, however, cater for other priorities and should permit the implications of corporate activity in terms of the well-being of stakeholders to be perceived. CaixaBI accordingly prepares Activity Plans and endeavours to implement them in line with a sustainable development strategy, reconciling profit ratios required by shareholders, with the need to energise the business environment consisting of its customers and therefore impacting the positive effects of its economic and financial health on the community. The Bank therefore endeavours to achieve new economic efficiency contexts in its awareness of the fact that its mission also involves sustained value creation for its stakeholders, comprising the supply of top quality financial products and services supported by its membership of the largest Portuguese financial group - CGD Group. Subject to such behavioural parameters, CaixaBI has succeeded in recognising and exceeding its customers’ expectations, improving performance levels and quality, acting as a benchmark market operator owing to the difference of its proposals which are based on ethical standards and responsibility, CaixaBI: Annual Repor 2013 consolidating customers’ faith in CaixaBI. 232 9.2. Social The social dimension is assessed by an analysis of an organisation’s impact on its stakeholders employees, suppliers, customers, community, government and society in general - locally, nationally and globally. CaixaBI, in 2013, therefore continued to commit to the development of its employees’ skills, recognition of merit and internal potential, in addition to direct support for business, based on the creation of the best balance between working activities and personal lives. CaixaBI’s human resources management aims to build a solid, responsible team, capable of meeting market challenges and the ongoing needs and requirements of the Bank’s customers, with a permanent capacity to innovate and achieve its strategic objectives. Based on institutional values and its organisational culture, knowledge, communication and performance, human resources management translates intro various levels such as: Training: knowledge management geared to the development of its employees’ talents, including technical training (postgraduate courses, masters, MBAs, etc.) and the possibility of language tuition in English and Spanish on the Bank’s premises. Performance assessments: implementation of an employee assessment and recognition system. Working conditions: promotion of a healthy working environment and harmonisation between work, family and leisure as complementary dimensions of the organisation itself. CaixaBI considers talent, the development of the capacities and competencies of its workers and the creation of the best balance between professional and personal lives to be strategic human resources management thrusts. The stability of its staff is a paramount concern of the Bank’s human resources policy in providing workers, notwithstanding its attention to cost containment, with opportunities for professional advancement either in the form of masters and postgraduate qualifications in the financial area or language tuition at the Bank as well as participation in various seminars or occasional training activities in Portugal and abroad. CaixaBI guarantees equality of treatment and opportunity to all employees as well as the non-existence of students and professionals from various geographies. Notwithstanding the adverse economic context, CaixaBI has continued to develop curricular placement programmes, providing recent graduates with their first contact with the labour market and, in several cases, the opportunity for a career in investment banking. CaixaBI: Annual Repor 2013 discriminatory factors. There is no discrimination in matters of recruitment and on-the-job training involves 233 CaixaBI also has a family-responsible culture, having, over the course of time implemented a series of measures in support of workers and their families, with the aim of achieving better reconciliation between professional and familiar or personal activities, of which: Special mortgage and personal loans in terms of rates and maturities; Healthcare policy including immediate family members. Protocols with diverse entities providing special terms for workers and their families. Access to Caixa Geral de Depósitos’s Culture, Sport and Leisure Time Occupancy Centre, which includes socio-cultural and sporting activities which are also available to family members and particularly include children’s holiday camps. As regards well-being and safety at work CaixaBI is constantly engaged on endeavours to control and reduce risks in the workplace to prevent accidents and protect its workers’ safety and health. In terms of health the Bank considers that it is responsible for providing workers with a healthy working environment with a Medical Plan covering direct family members (spouses and children) monitoring the health of its employees based on Medicine in the Workplace Plans and respective lawfully required medical examinations and annual flu jabs on the Bank’s premises. The Bank also provides its employees with a complementary defined contribution retirement plan. CaixaBI promotes citizenship, inclusion and equal opportunity – which principles are set out in its Code of Conduct regulating the activities of the Bank and its workers. The Bank, in publishing its Corporate Governance Report, assumes a totally transparent attitude with its stakeholders. It has published internal regulations designed to ensure the high ethical standards of its employees, in addition to preventative and inspection procedures. It has a Compliance Office to verify compliance with standards and regulations in force and a Code of Conduct, binding upon all employees, for fraud prevention purposes. CaixaBI has also published an Anti-money Laundering Handbook providing for collaboration with its Supervisors. Contribution to social inclusion (employability) CaixaBI has a major impact in terms of social inclusion and employability, which is particularly relevant in the current economic context, both directly and indirectly. In direct terms reference should be made to the impact associated with job creation. Indirectly reference should be made to job creation from financial Public service and meeting the needs of society Caixa Geral de Depósitos’s commitment to the Community is based on its defence of the principles of ethics and respect for the standards regulating its activity. This commitment is enshrined it its relationship with stakeholders but also has a public service aspect when CaixaBI participates, directly and indirectly in sponsorship activities. The Bank also sponsors cultural events in the Culturgest Auditorium as a means of promoting domestic cultural heritage. CaixaBI: Annual Repor 2013 activities or based on the activities of suppliers working with CaixaBI. 234 9.3. Environmental Although the financial sector is not an area of activity which entails the greatest environmental risks, its possible intervention role must not be underestimated, in terms of internal operations - power consumption, water, paper, consumables, fuel, recycling, materials re-use, waste reduction, supplier selection, are, inter alia, several of the principal direct environmental impacts to be safeguarded. In addition to such direct intervention, the financial sector’s role, however, is fundamental as from the time when developers’ projects with an environmental impact apply for advisory services and/or funding. In this context, CaixaBI’s activity, as a lender to companies and investors in the financial market has an indirect environmental impact. The introduction of environmental criteria and assessment of environmental risks in terms of project analyses and companies eligible for support, represent a fundamental contribution to environmental protection. The Bank is permanently concerned over its full compliance with the current legislation on socioenvironmental issues. The assessment of environmental and social risks in project finance terms is performed in three different stages: during the due diligence (pre-contractual), construction and operations stages. During the first two stages, risks are assessed by independent (technical and legal) consultants. Socioenvironmental criteria have been defined to identify and organise the operations, at the time of the analysis of projects, in conformity with an environmental opinion required by law, comprising an Environmental Impact Statement and/or Environmental Impact Assessment for the entire main infrastructure funding projects. No financing is issued prior to the confirmation of the environmental permit involved in the legal due diligence process. Independent technical consultants are solely responsible for validating projects' technical and environmental premises (including all relevant permits) required during the construction and operation stage. During this latter stage counterparties are required to provide permanent information on a relevant collection of contractual issues, including those relative to environmental and social risks. farms, hydroelectric power plants and other renewable energy sources, waste processing and basic sanitation, which projects have an enormous environmental impact, involving complexity at all levels, including approvals and environmental monitoring. CaixaBI: Annual Repor 2013 CaixaBI has supplied important levels of finance for projects in the environmental area, namely wind 235 Compliance with legal guidelines a) Compliance with legal guidelines on management objectives CaixaBI’s shareholders did not establish guidelines or management objectives for 2013 as provided for in article 11 of Decree Law 300/2007 of 23 August. b) Compliance with legal guidelines on special information disclosure duties Special information disclosure duties i.e. reporting to the Directorate General of the Treasury and Finance or the Inspectorate General of Finance are performed on a consolidated basis by Caixa Geral de Depósitos, S.A., as the Group’s parent company. c) Compliance with legal guidelines on payments on arrears CaixaBI takes special care to comply with payment periods to its suppliers, having, over the last few years disclosed information on average payment periods in accordance with the definition provided by Council of Ministers’ Resolution 34/2008. At 31 December 2013, CaixaBI did not have any material arrears in payments to suppliers as defined by Decree Law 65-A/2011. (amounts in euros) 0-90 days 90-120 days 120-240 days 240-360 days >360 days Payments in arrears 102,919 - 377 - - d) Compliance with legal guidelines on income obtained in the scope of compliance with shareholders’ recommendations The shareholders did not issue any additional recommendations at the time of the approval of the 2012 accounts. e) Compliance with legal guidelines on remuneration Public Manager Statute rules. The remuneration of CaixaBI’s statutory bodies therefore reflects the following legal dispositions: Article 4 of Decree Law 8/2012 of 18 January and article 37 of Law 66-B/2012 of 31 December (State Budget Law for 2013), on the non-attributing of management bonuses. Article 12 of Law 12-A/2010 of 30 June, applicable owing to the disposition of no. 8 of Article 27 of Law 66-B/2012 of 31 December on pay cuts of 5%. CaixaBI: Annual Repor 2013 CGD is CaixaBI’s majority shareholder and members of its Board of Directors are accordingly governed by 236 Sub-paragraph c) of no. 1 and sub-paragraph o) of no. 9 of Article 27 of Law 66-B/2012 of 31 December, on pay cuts of 10%. Remuneration of other employees CGD Group, of which CaixaBI is a member made the following pay cuts referred to in Article 27 of Law 66-B/2012 of 31 December. f) Compliance with legal guidelines on the level of public contracting The Public Contracts Code, approved by Decree Law 18/2008 of 29 January, does not apply to CaixaBI. g) Compliance with legal guidelines on the level of membership of the National Public Procurement System CaixaBI, as in the case of Caixa Geral de Depósitos, S.A., although not a National Public Procurement System (SNCP) subscriber, has developed the rationalisation of procurement policies for goods and services, through Sogrupo – Compras e Serviços Partilhados, Agrupamento Complementar de Empresas, whose activity is subject to a collection of internal and external regulations in line with SNCP procedures. h) Compliance with legal guidelines on a level of Equality of Gender Principles CaixaBI respects the principle of gender equality and provides men and women with equal opportunity, both in terms of recruitment and career opportunities promoting conciliation between personal, family and CaixaBI: Annual Repor 2013 professional lives. 237 Summary chart of compliance with legal guidelines Compliance Y N N.A. Management objectives x Special information disclosure requirements x Arrears Quantification see subparagraph a) see subparagraph b) see sub- x Shareholder’s recommendations regarding the approval of the paragraph c) see sub- x accounts paragraph d) see sub- Remuneration: Non-payment of management bonuses under the terms of article 37 of Law 66-B/2012 Statutory Bodies – reduction of remuneration under the terms of article 27 of Law 66-B/2012 Statutory bodies – reduction of 5% based on the application of article 12 of Law 12-A/2010 Other workers – reduction of remuneration under the terms of article 20 of Law 66-B/2012 paragraph e) x x € 46.755 x € 21.670 x € 519.314 Public contracts x Subscription to National Public Procurement System x Principle of gender equality Justification x see subparagraph f) see subparagraph g) see subparagraph h) CaixaBI: Annual Repor 2013 Compliance with legal guidelines 238