BanqueAccord RA07_couvs GB NEW.indd
Transcription
BanqueAccord RA07_couvs GB NEW.indd
Contacts Headquarters Banque Accord 4-6 rue Jeanne Maillotte 59110 La Madeleine France Tel.: (33) 03 28 38 58 00 Fax: (33) 03 28 38 59 35 China Accord Business Consulting 5F, Zhong Tong Building n° 1 Huangxing Road 200090 - Shanghaï-PRC Tel.: (86) 21 65 18 37 94 Fax: (86) 21 65 18 68 44 Spain AccordFin Avenida de la Industria, n° 49 28108 Alcobendas Madrid Tel.: (34) 91 484 58 21 Fax: (34) 91 484 58 22 France Banque Accord 4-6 rue Jeanne Maillotte 59110 La Madeleine Tel.: (33) 03 28 38 58 00 Fax: (33) 03 28 38 59 35 Oney.fr 2-8 rue Gaston Rebuffat 75940 Paris Cedex Tel.: (33) 01 44 89 29 05 Fax: (33) 01 44 89 29 19 Hungary Accord Magyarorszag Tölgyfa u.28 1027 Budapest Tel.: (36) 188 73 952 Fax: (36) 188 73 999 Italy Accord Italia Via Messina, 38 – Torre C 20154 Milano Tel.: (39) 02 30 37 00 10 Fax: (39) 02 30 37 00 99 Ireland Oney Life / Oney Insurance The Metropolitan Building Third Floor James Joyce Street Dublin 1 Tel.: (353) 1 266 6079 Fax: (353) 1 266 6066 Analysts Treasury department Tel.: (33) 03 28 38 58 00 Media Communications department Tel.: (33) 03 28 38 59 26 innovative mobile sustainable Poland AccordFinance Ul. Ogrodowa 58 00-876 Warszawa Tel.: (48) 71 79 97 020 Fax: (48) 71 79 97 003 Portugal Crediplus / Oney.pt Avenida José Gomes Ferreira, n° 9 Sala 01 Miraflores 1495 - 139 Algés Tel.: (351) 214 125 293 Fax: (351) 21 412 68 77 Romania Accord Intermed Consumer Finance SRL Hipermarket Auchan Titan Bd. 1 Decembrie 1918 4A, etaj 3 011351 Bucarest Tel.: (4) 021 408 01 09 Fax: (4) 021 408 01 09 2007 ANNUAL REPORT Russia BAFinans 1, building 14, Nagatinskaya street 117105 Moscow Tel.: (7) 495 662 82 00 Fax: (7) 495 662 82 01 www.banque-accord.com www.oney.com Editorial staff: Banque Accord Communications department Photo Credits: DDB Nouveau Monde, Banque Accord – DR Design – Production: leadership BanqueAccord RA07_couvs GB NEW.iIV IV mobility innovation commitment 4/04/08 17:33:43 Banque Accord 2007 annual report Auditors’ report on the consolidated financial statements Contents 2 Corporate governance 3 Message from the CEO 4 Highlights 5 Key figures 6 Conquest 10 14 Sharing Year ended December 31, 2007 18 Financial report Banque Accord S.A. Registered office: 40, avenue de Flandre – 59170 Croix Share capital: €28,200,300 Innovation To the shareholders, In accordance with the terms of our appointment at the Annual General Meeting, we have examined the accompanying consolidated financial statements of Banque Accord SA for the year ended December 31, 2007. These consolidated financial statements were prepared by your Board of Directors, and it is our task to express an opinion on these statements, based on our audit findings. Innovation Increasingly mobile financial services Page 6 BanqueAccord RA07_couvs GB NEW.iII II 1. Opinion on the consolidated financial statements We have conducted our audit in accordance with the professional standards applying in France. These standards require that we plan and perform the audit in such a way as reasonably to ensure that the consolidated financial statements are free from material misstatement. An audit includes sampling the data contained in these financial statements to examine the evidence supporting the amounts and disclosures they contain. An audit also includes an appraisal of the accounting principles used, and significant estimates made, by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, these consolidated financial statements, prepared in accordance with the IFRS as adopted by the European Union, constitute a fair representation the results of business conducted during the year ended 31 December 2006, and the financial position and assets of the Group at that date. 2. Basis of opinion In accordance with Article L.823-9 of the French Commercial Code, which governs the basis of our opinion, we would draw your attention to the following matters: As shown in notes 3.16 Impairment of financial assets, 7.2 Impaired receivables, 7.3 Changes in impairment and 22 Impairment losses to the financial statements, your company records provisions covering the credit risks inherent in its business. Our task is to give our opinion of the data and assumptions upon which these estimates are based, review the calculations made by the company, compare the estimates contained in the financial statements for previous fiscal years with the corresponding actual figures and examine the procedures used by the board of directors when approving these estimates. We have therefore assessed the reasonableness of management’s estimates. The assessments were made in the context of our audit of the consolidated financial statements as a whole, and therefore contributed to the formation of the unqualified opinion expressed in the first part of this report. 3. Specific verification In accordance with the professional standards applicable in France, we have also examined the information contained in the Group management report. We have observation to make regarding the fairness of this information or its consistency with the consolidated financial statements. Paris La Défense, March 12, 2008 Villeneuve d’Ascq, March 12, 2008 KPMG Audit – A department of KPMG S.A. Didier de Menonville Partner aCéa Christian Chounavelle Partner 4/04/08 17:33:49 1 Empowering consumers Profile Core business Banque Accord is the Auchan Group’s financial services division, offering payment solutions and consumer finance. It maintains a substantial presence in 9 countries, where its 1,500 employees serve over 5.4 million customers and manage the bank’s partnership with leading retail chains. Customer vision In all its operating countries, Banque Accord applies its corporate vision “To improve purchasing power for the greatest number of customers”. It achieves this by adapting and applying the rules of successful retailing to financial services, at the same time as minimizing costs and passing on savings to its customers. Reliability From the very beginning, our growth has been built in the proven reliability of our back-office systems. The bank’s payment systems team processed 470 million transactions in France during 2007. Leadership Together with our innovative talents, our dual expertise in banking and retailing has established us as a European leader in store card management services. Today, we are committed to becoming the “payment company”. BanqueAccord_RA07_GB NEW.indd 1 4/04/08 12:14:28 2 Banque Accord 2007 annual report MANAGEMENT COMMITTEE Damien Guermonprez Chief Executive Officer 1 - Hervé Ketelers Risk and Projects Director 2 - Benoît Derville Internal Audit Director 3 - Jacques Guillaume Human Resources Director 4 - Jean-Pierre Viboud France Managing Director 5 - Nicolas Dreyfus Chief Financial Officer 1 3 4 2 5 Corporate governance BOARD OF DIRECTORS Jérôme Guillemard Chairman Vincent Fauvet Henri Mathias Xavier de Mézerac Gérard Mulliez John Roche Jérôme Guillemard Chairman BanqueAccord_RA07_GB.indd 2 Damien Guermonprez Chief Executive Officer 2/04/08 0:30:26 3 Ten years of double-figure growth! Message from the CEO The 2007 results reported by Banque Accord were demonstrated, once again, a strong trend. We’ve achieved strong growth, in all of our Group companies and in our financial results. During the year, we increased our customer base by 13%, our loan book by 14% and our Net Banking Revenue by 18%. The total amount of purchases paid with our cards in the world increased by near 10%, driven by the commercial dynamics in all our countries. All these figures confirm the dynamic expansion we have been able to sustain over 10 years, as well as the relevance of our international growth, new product and customer relationship consolidation strategies. Standard & Poor’s reconfirmed our A/A-1 rating at the beginning of September. International, innovation and initiative The process of internationalizing the Bank began in 2000, and has never faltered. In fact, we have accelerated that process, with the opening of a company in China and the laying of foundations for a new insurance business in Ireland. In France, we have been working with our longstanding partner, the Santander Group, to create Santander Financements and launch a full range of automobile finance products. Our products are more innovative than ever. In France, the launch of the Auchan PayPass™ card through Auchan positions us as a pioneer in contactless cards alongside those banks involved in testing mobile payment products. Our CardOps electronic banking division was able to offer tailored products for specialist retail chains, and has shot to the top of the market to become the leader in the gift card sector in France, with 3.5 million cards issued. Lastly, the launch of our MACSF (healthcare) and Flouss.com (money transfer) cards has allowed us to capitalize in the French market on the European experience we established in co-branded cards since 2002. 2007 saw the development of our CRM system, with improved customer segmentation in our mature countries, and substantial growth in our web-based operations in France and Portugal. This effort delivered very strong growth in our direct and crossover sales. 2008 will see the practical implementation of many projects initiated in 2007, including our launch in Ukraine, deployment of the Auchan PayPass™ card, the takeoff of our gift card business in France and internationally, and the expansion of mobile payment in China. In many other countries, we will also be focusing on the insurance and money transfer markets, both of which are natural areas of diversification. We will refine our CRM system even further. In ensuring that these results and the associated impetus are sustained over the longer term, we will continue to rely substantially on its unique corporate vision and the commitment of all its people, whose diversity constitutes its key asset. For them, 2008 will be a very important year, because, with the full support of our shareholders, we will be introducing our employee shareholding scheme. This is the best way we know of thanking the men and women who work so hard for the Group, giving them a personal stake in their own futures and encouraging everyone to work together to achieve future challenges. Working together to build a different kind of bank and succeed in the challenges of innovation. Damien Guermonprez Chief Executive Officer BanqueAccord_RA07_GB.indd 3 2/04/08 0:30:34 4 Banque Accord 2007 annual report Highlights A new brand 1,450 employees In June 2007, Banque Accord passed the 5 million customers milestone to end the year with a total of 5.4 million. Over nine countries (France, Portugal, Spain, Poland, Italy, Romania, Hungary, Russia and China), its customers now enjoy an even more comprehensive range of products, from payment to loans, insurance and money transfer facilities. Sharing value Sharing comes naturally to Banque Accord, and 2007 was a pivotal year in this respect, with the introduction of an employee share ownership scheme. The first step in implementing the scheme will be the launch of Valaccord in France during 2008. This aspect of our sharing policy will then be introduced in other countries, depending on the context of each Group company and local legislation. The leader in payment solutions Electronic banking has always been a particular strength at Banque Accord, and once again played an important role in 2007. The year was marked by the launch of many new payment solutions. Mobile payment in China, contactless payment in France, gift cards in France and in Spain, France’s first co-branded card in partnership with BanqueAccord_RA07_GB.indd 4 MACSF and the first money transfer card (with Flouss. com) are all helping to make Banque Accord a major player in the payment solutions market. The Bank has just launched an electronic banking blog (www.a-payment.com) to encourage discussion between all those involved in supplying this market (banks, retailers and P.O.S manufacturers). 2/04/08 0:30:35 5 Key figures Consolidated data Financial ratios (in %) 5.4 M +13% customers (in € million) 281 25.1 238 202 20.1 21.5 21.1 18.8 159 138 €7,398 M +9% in transactions paid with Banque Accord cards 2003 2004 2005 2006 2007 Net banking revenue 37 2003 2004 2005 2006 2007 Return on equity €1,990 M +10% €2,531M +14% €281 M +18% of credit granted 38 13.9 34 12.0 10.5 10.4 10.9 24 in outstanding loans 19 2003 2004 2005 2006 2007 Net profit 2003 2004 2005 2006 2007 Capital adequacy of Net Banking Revenue 242 202 174 2,4 2,3 S&P A/A-1 rating in 2007 138 113 1,3 1,2 1,5 2003 2004 2005 2006 2007 2003 2004 2005 2006 2007 Equity after incorporation of profit Risk cost BanqueAccord_RA07_GB.indd 5 Building our profitability 2/04/08 0:30:36 6 Banque Accord 2007 annual report Winning new markets 840,000 new customers in 2007 CONQUEST New countries, new partners, new products… The three strands of growth on which Banque Accord has built its success for the last 8 years became even stronger in 2007 through Oney, a new brand, which will be launched in all countries. Everywhere Banque Accord operates, whether new markets or more mature, the product range is broadening to serve the customers of a fast-growing number of brands and chains. BanqueAccord_RA07_GB.indd 6 2/04/08 0:30:37 7 Banque Accord is successfully developing co-branded cards and insurance products in all its countries. New countries, new partners and new products New countries get off the ground Both Russia and China, where Banque Accord began operations in 2005 and 2007 respectively, are now delivering consistent growth. Since its launch in China, the Red Bird Card has been a huge success, and is still way ahead of other retail cards in terms of revenue. At the end of 2007, the teams at Accord China were already serving 16 Auchan stores. Barely two years after its inception, our Russian company already serves three major chains: Auchan, Leroy Merlin and Décathlon. The success of the Auchan credit card and complementary products, like money transfer, have given this Group subsidiary the resources it needs to continue investing in new brands and products. In Romania, Banque Accord has been able to offer finance facilities to Auchan customers from the first day of opening of every store. BanqueAccord_RA07_GB.indd 7 New partners for new horizons In line with the Banque Accord commitment to support the business done by its partners, all our countries established new partnerships in 2007. Décathlon and Leroy Merlin in Russia, Décathlon in Spain, Leroy Merlin and Norauto in Poland all invited Banque Accord to provide finance solutions for their customers. Décathlon in France has also adopted the Accord transaction acceptance network. The challenge for Banque Accord France in 2007 was to extract maximum advantage from the lifting of co-branding restrictions, and to build relationships with non-retail brands. We succeeded in that challenge with the launch of the MACSF (Mutuelle d’Assurance du Corps de Santé Français) co-branded card. Ground-breaking new products Banque Accord also The average strengthened its existing checkout value partnerships during the year, for Dual card holders with the development of in Russia is twice products to support partner compared to the businesses. This was especially average checkout true of insurance. The launch value of Auchan by Accord Hungary of a customers. In China, range of extended warranties the Red Bird card to cover 700 household has been a huge and electrical products enabled unrivalled success. Auchan to be the first Cityper-Accord in hypermarket chain in the Italy is now in the country to offer this service. deployment phase, Since November last year, whilst Leroy Merlin Banque Accord China has and Norauto have been testing a new process just launched their to sell insurance for household own Visa cards in products and bicycles Poland, Decathlon costing over €10. has launched its The idea of this new scheme is MasterCard with to offer customers immediate Accord Spain. free cover for three months, followed by a traditional insurance product. 2007 also saw Portugal All about… 2/04/08 0:30:48 8 Banque Accord 2007 annual report launch its car insurance range in Jumbo hypermarkets. Russia, Spain and Poland have developed their money transfer activities in extending the scope of Banque Accord even further. Everywhere it operates, Banque Accord is offering its customers more services all the time; services that address their needs, their concerns and their lifestyles. New channels for new customers As part of supporting ecommerce and making online purchasing easier, Banque Accord is developing a series Portuguese car insurance on offer in Jumbo hypermarkets. of simple, rapid-access online payment solutions. In France, oney.fr has launched Oney FlexPay to complement its range of e-commerce web site payment solutions. This solution gives web shoppers direct access to finance and no delay in receiving their orders. For the 3 million customers of Banque Accord France, access to this form of finance is even easier, requiring no more than a few mouse clicks when making a purchase on a partner web site, and no need to complete an application. For e-commerce operators, Oney FlexPay therefore opens the door immediately to over 3 million customers; for those customers, it provides rapid access to a great payment solution. In customer relations too, Banque Accord is focusing on the direct route by increasing the number of services accessible online, to include insurance, personal loans, savings products, online bank statements and electronic signatures, all of which make it possible to win new customers without the involvement of partner intermediaries, and therefore to have access to a much broader customer base. Santander Financements The Santander Group is the European market leader in car loans, a long-standing partner of Banque Accord in Spain and is now starting to do business alongside us in France. Set up in 2007 under a joint venture between our two groups, Santander Financements is owned 70% by Santander and 30% by Banque Accord. Naturally enough, the new company specializes in car finance, and will initially target car dealerships of all brands. This promising business is expected to do very well in 2008. BanqueAccord_RA07_GB.indd 8 2/04/08 0:30:50 9 +14% outstanding loans 500,000 customers in Portugal SUPPORTING THE GROWTH OF OUR PARTNERS Our aim in working with Banque Accord was to be early to market with co-branded cards, and this international MasterCard gives Mutuelle d’Assurance du Corps de Santé Français (MACSF) a new product to add to its existing range. Now that co-branding is permitted in France, MACSF can become part of the daily lives of its clients. The card carries our logo and the caduceus as a reference to the medical profession. Every time one of our members uses it, the MACSF will be involved. The partnership with Banque Accord is very attractive to us, because it diversifies our image into a channel we see as favorable and positive, where we are seen as offering a regular, personal and beneficial service. Stéphane DESSIRIER, Director of Non-Life and Protection Insurance Products, MACSF. The country management teams Left to right in the back row: Julien Cailleau, Managing Director Russia – Hervé Ketelers, Managing Director Romania – Stéphane Schersach, Managing Director Poland – Jean-Pierre Viboud, Managing Director France – Franck Duprez, Managing Director Italy – Thierry Vinualez, Managing Director Spain. Left to right in the front row: Kinga Bors, Managing Director Hungary – Denis Mardon, Managing Director Portugal – Tang Loaec, Managing Director China – Brigitte Galliez, Insurance Managing Director. Auchan, Décathlon, Leroy Merlin, the three partners of the russian subsidiary. BanqueAccord_RA07_GB.indd 9 2/04/08 0:30:53 10 Anticipating the needs of our customers and partners Banque Accord 2007 annual report INNOVATION In a payment solutions and loans market that is changing rapidly in response to new legislation and technology, and in a world where virtual solutions are becoming increasingly important, Banque Accord continued to bring forward new products and services during 2007 to anticipate the needs of our partners and customers. 500 Portuguese customers on average, every month, chat online to their financial advisors. BanqueAccord_RA07_GB.indd 10 2/04/08 0:31:04 11 In 2007, Banque Accord expanded its Internet presence substantially to serve its customer and respond to their needs wherever they may be. Co-branding, contactless cards and the Internet: performance through innovation In 2007, Banque Accord continued to launch projects that deliver real added value to its partners and customers. Gift cards not only add extra impetus to brand loyalty campaigns, but also attract new customers: after all, a potential customer who receives a gift card is inevitably going to become a customer. Co-branded cards deliver tangible benefits for both the brand (in the form of loyalty) and the cardholder (by opening the door to a personalized program and exclusive services) by strengthening the bond between the two. Like gift cards and contactless payment cards, online finance solutions also offer real advantages to customers (by saving time and making it easier to budget), at the same time as considerably boosting the sales of the brands concerned, as a result of higher spend and increased frequency of visits. These are BanqueAccord_RA07_GB.indd 11 the reasons why Banque Accord puts its customers and partners at the nucleus of its development plans, by offering them straightforward, discounted products that help them simplify their lives or businesses. Increasing our online presence Convinced of the growing influence of multimedia on consumer buying patterns, Banque Accord increased its web presence in 2007, whilst our www.banque-accord.fr web site has been given a totally new look. With over 500,000 hits every month, this web site is now one of the most important customer contact channels for Banque Accord in France as well as www.oney.fr with 600,000 visits per month. Amongst many other innovations, Banque Accord was the first French bank and credit provider to introduce a 3-D on-screen character with artificial intelligence named Béa. Other developments include electronic signatures, electronic bank statements, special instant loan offers and Created in July 2007, even a webzine. In Portugal, Béa is the Banque customer relations are also Accord in France being strengthened online virtual advisor. Béa greets visitors, guides using a system that allows customers to chat directly them around the to their own (human) advisor. web site, advises On average, 500 customers them, gives them every month use this method product information of contact. The Portuguese and answers their subsidiary of Banque Accord questions as part of also uses SMS text messaging her job as our online as a personal and dynamic advisor! In three months, she answered way of informing customers of over 60,000 questions, special offers and credit limits. Oney is a specialist in online improving customer relationships, and has now service. gone one step further with the launch of two new products in France The first is a paper-free 3- or 4-installment card payment option that is fully secure for the merchant site. The second is “À mon rythme”, which allows customers to decide which of their purchases they would like pay for over a longer term. All about… 2/04/08 0:31:06 12 Banque Accord 2007 annual report Increasingly-efficient payment solutions Banque Accord once again consolidated its position as the payment cards market pioneer in 2007, with the launch of many innovative new products. The MACSF and Flouss.com cards launched in the first half of the year were the first-ever cobranded cards in France. In October last year, Banque Accord testlaunched the Auchan PayPassTM* card under a partnership with MasterCard and Auchan France. This new card allows cardholders to pay for purchases under €25 without entering a PIN. A first in France, this new Number of customers (in millions) 5.4 4.8 4.2 3.8 3.3 2003 2004 2005 2006 2007 card will be marketed on a wider scale in 2008 to customers in the Lille metropolitan area, and rolled out to the rest of France in 2009. Other chains, including Leroy Merlin, Bizzbee, Flunch and Pizza Paï, have since joined the project, and many other partnerships are planned for 2008. The Auchan PayPassTM card received the 2007 Altenor Consulting Oscard for Technologies in recognition of its groundbreaking innovation in the French market. In a childish market, the Auchan PayPassTM card represents the first step towards mobile payment, which is already widely used in countries like Korea or Japan. In China, Banque Accord is the one and only European bank to be involved in the development of mobile payment systems, following the launch of a pilot project conducted in partnership with China Union Pay. *Project supported by the Center for Competitiveness in Business Industries. CardOps Its CardOps electronic banking division allowed Banque Accord to consolidate its position as the French gift card market leader in 2007. With 3.5 million cards sold and a face value of some €110 million, 2007 saw 300% growth in Banque Accord’s gift cards business (excluding Auchan). GrosBill, Cultura, Cocktail Scandinave and Pimkie all launched cards with CardOps, joining existing partners like Auchan, Brice, Bizzbee, Jules, Picwic and Alinéa. Many new partnerships are already in place for 2008, including top names Leroy Merlin and Le Furet du Nord. Following on from the launch of the Alcampo card in Spain at the end of 2006, CardOps will continue to extend its geographical reach in 2008, with the issue of gift cards in the Benelux. BanqueAccord_RA07_GB.indd 12 2/04/08 0:31:08 13 470 M in electronic banking transactions processed in 2007 300% growth in gift cards in 2007 (excluding Auchan) PAYPASSTM, LEAVING THE COMPETITION STANDING “It’s the first time that any retailer launched a co-branded contactless card in France, and we’re very proud that Banque Accord and Auchan chose MasterCard PayPass™ for that honour. With over 19 million PayPassTM cards already issued, 73,000 points of sale worldwide accepting them, and pilot projects now underway in another 20 countries, MasterCard is a pioneer and leader in this new technology, which makes life faster and easier at the checkout for shoppers and retailers alike.” George REY, Auchan PayPassTM Project Manager at MasterCard Europe. “A Payment” is the payment solutions blog launched by Banque Accord at the beginning of 2008 as a discussion forum for a fast-changing market. A mon rythme (At my own pace) is a new service offered by oney.fr, which allows customers to choose directly from their online account statement which payments they would like to spread. BanqueAccord_RA07_GB.indd 13 2/04/08 0:31:17 14 Banque Accord 2007 annual report Developing sustainably SHARING For a long time, it was assumed that the finance industry was not affected by the need for sustainable development. Nevertheless, it is now measuring the impact of its influence on the economies, societies and environment of the countries it operates in. For Banque Accord, as part of a group that has pioneered employee incentive schemes, combining financial performance with the long-term interests of stakeholders is a basic commitment. 850 people recruited under open-ended contracts in the last five years BanqueAccord_RA07_GB.indd 14 2/04/08 0:31:23 15 Banque Accord has supported the Crésus Federation since 2005. The federation provides a listening ear and practical information to assist people affected by overindebtedness. Crésus will launch its own radio station in 2008. Mobility, feedback and open-mindedness: our sustainable employee relations policy A policy built on sharing Banque Accord is committed to allowing every employee to share in the fruits of our growth. Every feature of our team-based pay structure reflects this willingness to share, and an enthusiasm for encouraging our employees to accept responsibility based on solid training in the financial aspects of the company. Following on from the profitsharing and incentive bonus schemes introduced in 2003, Banque Accord launched its own Valaccord employee share ownership scheme in France at the end of 2007. In accordance with current legal provisions, this scheme will be progressively extended to all the countries the Bank operates in. Portugal already has its own incentive scheme. Mobility for all At the end of 2005, Banque Accord was in the first wave of French companies to sign BanqueAccord_RA07_GB.indd 15 the Charte de la diversité (corporate diversity charter), whose provisions encourage equality of opportunity in the workplace. Banque Accord has increased the size of its skills development and mobility teams as part of introducing its own policy to address these issues. For 2008, these teams have developed detailed action plans to employ disabled employees and older people in proportion to their numbers in French society as a whole. The number of the Bank employees who are of foreign nationals has increased by 83% since 2003. In 2006 and 2007, Banque Accord joined forces with the Association Alliances to host the Stages pour la diversité (diversity training courses) forum, designed to bring major European corporates together with post-graduate candidates of ethnic origin. The Bank now employs All about… Banque Accord recruits staff full-time in all the countries it operates in. It doesn’t impose part-time working. 85% of employees are employed under open-ended contracts, including those working in the Bank’s own call centers. approximately 1,450 people of 18 nationalities. Men and women are equally represented on the French and Portuguese executive committees. Listening to employees and customers Banque Accord commissions regular independent satisfaction surveys amongst its employees and customers. Since 2001, Banque Accord France has surveyed its employees every two years, and has used the results as the basis for targeted action plans. Since 2005, the Bank’s customers have also been asked for their opinions and satisfaction levels twice a year as part of incentive bonus calculation process. Banque Accord in Portugal introduced its customer and employee feedback systems in 2007, achieving excellent response rates and results, with a 85% customer satisfaction rate, and 75% employee commitment rate. 2/04/08 0:31:25 16 Banque Accord 2007 annual report Banque Accord supports employee-driven initiatives. In Benin, the Bank has helped to finance the establishment of a school and an orphanage (the Mam’ Jo House). A company open to the wider society Combating overindebtedness At the end of 2005, Banque Accord became the second credit provider in France to sign a national agreement supporting the work of the Crésus Federation, a group of regional agencies. Now ten years old, this organization was set up to help prevent overindebtedness, and to assist people in that position. In 2007, Crésus and Banque Accord published and distributed an instructional guide for borrowers, entitled Pour bien vivre avec son argent (How to Manage Your Money). In addition to its own teams, the Bank has also trained nearly 1,000 Auchan France employees in how overindebtedness can be avoided by effective budgeting and money management. This training has proved extremely popular with those who have taken the course, and received a Prix BanqueAccord_RA07_GB.indd 16 All about… In 2008, Banque Accord is committed to: – developing new ethical and/or green products; – continuing to implement energy saving initiatives; – increasing efforts to promote social cohesion; – raising employee awareness of sustainable development challenges. Citoyens Alliances 2007 award along with other initiatives implemented by the leading companies of northern France. Banque Accord is also supporting Crésus in pressing for the creation of a central consumer credit database for France. Access to such a database would help Banque Accord to reduce the risk of causing the additional levels of overindebtedness found in 75% of such cases. Together with Laser Cofinoga, Banque Accord is a founder member of the Crésus foundation for the development of social microcredit created in January 2008. The Bank is also a partner of the social contract multi-partners launched by the European Council, and designed to provide long-term support for the long-term unemployed through reintegration (Banque Accord supplies them with free payment solutions) under an experiment beginning in 2008. Promoting microcredit In 2005, Banque Accord began a long-term collaboration with the ADIE, France’s leading microcredit organization. In 2007, the Bank provided financial support for France’s Microcredit Week, and hosted regional forums involving its employees. It has also introduced a voluntary skills initiative supported by the experts at its Tours call center in France, which is opening the way to new collaborations. Caring for the environment In all its operating countries, Banque Accord is gradually introducing a policy to minimize its own energy consumption, and that of its customers. Banque Accord in France has been recycling its paper since 2005, with the help of the Élise social reintegration organization. 2/04/08 0:31:35 17 4.02% of payroll applied to training in France 100% of people employed under part-time contracts have decided it BUILD WITH WELL KNOWN ASSOCIATIONS “The partnership formed nearly three years ago between the French Crésus Federation and Banque Accord is all about dialog, openness and the quest to find better ways of preventing overindebtedness. This partnership has enabled the development of initiatives to educate people in budget management, and has included the publication of the How to manage your Money guide designed and produced jointly by the Crésus and Banque Accord teams. This commitment is built on mutual trust and, in my opinion, offers the immensely valuable opportunity of bringing the economic realities of life into the field of social initiative. The long-term commitment of Banque Accord to work alongside us has enabled the Federation to extend its support network for families struggling to cope with excessive debt, with the result that we now have a presence in 15 regions of France. We are extremely proud of what we have already been able to achieve together.” Jean-Louis KIEHL, Chief Executive Officer of Crésus Alsace Voluntary Executive Chairman of the Crésus Federation (regional agencies preventing overindebtness). © Maxime Dufour photographies Banque Accord is an official sponsor of Alliances, corporate social responsibility association, and was the official partner of the World Forum Lille hosted in 2007 by Alliances on the diversity and equity of chances. Initiatives undertaken in 2007 In 2007, Banque Accord France replaced paper account statements with electronic ones (which consume less paper), and launched a new version of its www.banque-accord.fr web site for visually-impaired customers. BanqueAccord_RA07_GB.indd 17 2/04/08 0:31:41 18 Banque Accord annual report 2007 ACCREDITATION Bâle II - IRBA 2007 FINANCIAL REPORT risk management 19 Credit funding 20 Group report 21 Management BanqueAccord_RA07_GB.indd 18 financial 25 Consolidated statements 28 55 Auditors report on consolidated financial statements Notes to the consolidated financial statements 2/04/08 0:31:47 Managing our risks Credit risk management In common with the wider market, the Banque Accord Group saw signs of credit risk tightening in 2007. The resulting downturn in the general economic climate has fed through in varying degrees to the figures reported by a number of group companies, in the form of bad debts and collection problems. This is particularly true of our Spanish company, operating as it does in a country where household indebtedness is rising steeply, and which is currently experiencing a pronounced increase in risk levels. Despite being forecast, the rise in credit risk experienced by our Italian company was also very marked. A return to more normal levels is expected in 2008. At consolidated group level however, the risk remains contained, thanks to the good financial performance and contribution made by our BanqueAccord_RA07_GB.indd 19 most mature companies in France and Portugal, as well as the controlled growth of our operations in Central Europe. Global economic conditions have only confirmed the Group’s conviction of the urgent need to implement a Basel based risk monitoring system in all its operating countries, based on the French model. Banque Accord was granted Basel II – IRBA credit risk assessment accreditation in spring 2008. The success of the Basel II compliance project demonstrates the credit risk management system expertise of the bank’s team. The Basel II project is therefore now underway in our Portuguese and Spanish companies. In 2008, Banque Accord France will intensify the use of its Basel based system in day-to-day risk management to ensure the optimized allocation of capital. In line with Basel II, Banque Accord will also continue implementation of its “Cap clients” customer data segmentation project in 2008. This project was begun in 2007. In 2008, Banque Accord will focus specifically on containing risk by reducing its exposure to new customers, preferring to concentrate its efforts on its existing portfolio of customers, whose behaviours are well-known to the bank. For the same reasons, the bank will place greater emphasis on the store distribution channel. At december 31, 2007, the consolidated cost of risk was 2.4 %, compared with 1.5 % at December 31, 2006. 2/04/08 0:31:47 20 Banque Accord annual report 2007 Managing our resources Group funding controlled liquidity at a time of market crisis I _ Controlled liquidity as a result of a secured funding Banque Accord increased its long-term resources with a €200 million bond issue in May. In accordance with the Group’s policy of securing the source of its funding, Banque Accord issued a new variable-rate bond in 2007. The 5-year €200 million issue was accompanied by a coupon rate equivalent to 3-Month Euribor + 0.17%. This issue brings the Group’s bond liabilities to €750 million. Balanced sources of guaranteed funding During 2007, Banque Accord maintained a balanced liquidity structure, with a 50-50 balance between long-term (bond) market funding and confirmed lines of credit. Banque Accord made use of the market and its resources to optimize funding costs. Averaged across the year, 70% of the financial resources used by the Group were sourced in the financial markets (bonds, BMTNs and certificates of deposit), with the remaining 30% coming from bank funding lines or our parent company. Banque Accord has suffered very little from the lack of market liquidity Its prudent funding policy means that Banque Accord uses chiefly guaranteed long-term sources (bond BanqueAccord_RA07_GB.indd 20 issues) and unused confirmed lines of credit with a pool of top-quality banks. At the height of the market turbulence seen in 2007, short-term market funding (commercial paper) was reduced to an average of approximately €200 million over the second half of the year. Banque Accord made the decision to favor parent company funding, and did not use its confirmed available banking resources, which amounted to €600 million at the end of the year. II _ Banque Accord further increases its liquidity in 2008 Given the continued absence of visibility in longterm credit (bond) markets, the start of 2008 has seen the consolidation of Group liquidity. Banque Accord has significantly increased the total amount represented by its confirmed lines of credit with its established banking partners, and extended its pool of funding banks. III _ The role of international activities in Group funding companies by increasing the amount of short- and medium-term intra-group loans. In 2007, the Group increased its available intra-group credit lines by €75 million to end the year at €458 million (compared with €373 million in 2006). Intra-group and bank lines of credit are used for periods matched to those of the assets funded. Group companies use these lines of credit to manage interest rate fluctuations. IV _ Banque Accord maintains its financial rating Following the upgrade of September 2006, the ratings agency Standard & Poor’s has left its rating of Banque Accord unchanged: – A for the long-terme; – A1 for the short-term. This continued rating confirms the Core Business status of Banque Accord within the Auchan Group, the relevance of our policy of expanding our range of financial products and our increased involvement in the trading activities of our partner retail chains. Banque Accord S.A. is consolidating its funding position in respect of its Group companies in the eurozone In addition to local bank funding, the Group has supported the growth of its 2/04/08 0:31:47 Management report for the fiscal year ended december 31, 2007 (based on the consolidated financial statements ) I _ Economic environment Growth in the (27-country) Eurozone was 2.9% in 2007, down from 3% the previous year. The OECD forecast for 2008/2009 is around 2.4%. 2007 was marked by fluctuations in interest rates, whilst the monetary policies of central banks became circumscribed by the financial crisis that hit in July and continued for the rest of the year. Institutions that began the year by raising their base rates were forced to interrupt their upward cycle; some even had to reverse them. The ECB principal base rate is currently 4%, compared with 3.5% in 2006. Inflation in the Eurozone was 3.1% in 2007, compared with 1.9% in 2006. Prices were driven higher by the hike in the cost of oil, which reached the $100 per barrel mark, and by rises in commodities and foodstuffs. There are fears that inflation will rise further in 2008. French GDP grew by 1.9% in 2007, compared with 2% in 2006. Growth for 2008 is forecast to remain weak, and household consumption rather ran out of steam at the end of 2007. Inflation averaged 1.5% over the year. At 8.3% of the adult population, unemployment continued to fall to a level last seen in 1982. In Spain, the dynamic economic growth seen since 2003 slowed significantly in Quarter 4 of 2007. Nevertheless, growth for the full year was 3.8%. The consumer credit market is slowing and the risk of bad debts is rising. Investment in capital goods continued to rise, but the construction industry experienced its lowest annual rate of growth for five years. The labor market was hit by an increase in unemployment to 8.2%, with many of the job losses coming from the construction sector. Despite a growth rate approaching 1.9%, Italy remains at the back of the European bunch. Unemployment was 5.9% in 2007, compared with 6.8% in 2006. The budget deficit fell from 2.8% to 2.4% of GDP, as a result mainly of unexpected receipts generated by an anti-tax evasion policy. BanqueAccord_RA07_GB-MF.indd 21 In Russia, 2007 was remarkable for strong growth in GDP (+7%) driven by rising oil prices, inward investment and higher household consumption. At 10%, inflation remained high. Purchasing power is increasing (average household incomes are rising by 10% annually) in a context where credit is facilitating access to attractive consumer goods. Still powering ahead, the Chinese economy slowed almost imperceptibly at the end of 2007, after a year in which growth approached 11.5%, up by nearly one full point on 2006. Anticipating changes in our markets 2/04/08 12:38:15 22 Banque Accord 2007 annual report II _ Significant events of the fiscal year and business review The Banque Accord Group has 1,437 employees, serves 5.4 million customers in 9 countries and operates 933 Accord in-store financial services desks. New customers targets have been overpassed. Total production exceeded €7.4 billion, including €2 billion in loans. The year also saw many successes for the bank: the 5 million customer mark was passed in June, and in December, the total amount of credit outstanding exceeded €2.5 billion for the first time. the automobile finance company Santander Financements in partnership with Santander Consumer Finance. Banque Accord owns 30% of the equity in this company. Basel II Works engaged in 2006 now give results : Banque Accord was granted Basel II – IRBA credit risk assessment accreditation end February 2008. S&P rating maintained In 2007, the ratings agency Standard & Poor’s reiterated its long-term/short-term rating for Banque Accord at A/A1 together with shorterterm market operations via deposit certificate programs, have enabled Banque Accord to acquire diverse and secure refinancing from the markets, and avoid any problems. The bank credit spread increased slightly for a period of a few months. Electronic banking • With 3.5 million gift cards issued, Banque Accord’s electronic banking subsidiary CardsOps now leads the French gift card market. • 470 million transactions and authorizations were processed in France during the year. Cash In overall terms, we would point out two fundamental market trends in 2007: • Higher refinancing costs linked to rate rises in the Eurozone and the impact of the financial crisis, which has resulted in increased spreads • A rise in the credit risk ratio, following the rise in borrowing rates and/or the economic slowdown Changes in scope On February 1, 2007, the assets and liabilities of the Portuguese branch of Banque Accord were transferred to Crediplus. The branch has therefore been closed. The bank set up a company called Accord Business Consulting in China during the year, and in France, created BanqueAccord_RA07_GB.indd 22 In January 2005, the bank arranged a 5-year syndicated credit of €500 million with 8 partners. The corresponding agreement provided the option to extend the initial period by two separate periods of one year, and the bank has exercised these options to extend this line of credit until January 2012. In 2007, Banque Accord continued its involvement in the bond market, which began in 2003. In partnership with the company Auchan Group, the Banque Accord EMTN program has grown from €350 million in 2003 to €750 million. Under this same arrangement, Banque Accord released a new 5-year €200 million issue in June 2007. All these transactions, Events in our operating countries France The highlights of 2007 in France were: • The relaunch of Oney.fr in Quarter 3, 2007, which significantly exceeded the targets set. • Increased loan income via our two leading partner chains of Auchan and Leroy Merlin. • The extension of our sharing policy, with the creation of the Valaccord share ownership scheme, which we believe will prove an effective employee motivational and loyalty initiative, and which should attract a large portion of their salary savings. • The banking card marketing agreement 2/04/08 0:31:48 23 signed with the MACSF (a French mutual fund for healthcare professionals). opening of five new financial services branches in Alcampo stores. Cumulative loan production rose by 4 % and overall production by 7 %. Overall outstanding grew by 7 % and the total customer base by 9%. • Banking Cards were introduced in all Decathlon stores. Portugal Italy • The Crediplus IT systems migration begun in 2006 was completed successfully during the year. • Business levels were sustained throughout the year. • 2 new partnerships were launched and deployed during the year: Leroy Merlin (4 stores) and Decathlon (2 stores). • Annual production grew by 18 %, compared with 2006, with revenue streams coming from Auchan, Leroy Merlin, Cityper and direct channels (chiefly personal loans). • The network of bank branches in shopping malls grew to 12 during the year. These branches offer personal loans, money transfer facilities and currency exchange. • The loan book grew by 7%, compared with 2006. • The range of in-store products (product-specific credit and co-branded cards) was expanded during the year, with the summer launch of the new Auchan store card, which is issued instore. • The Banque Accord branch business was incorporated (revolving personal loan marketing and management). • Business levels held up well throughout the year, Crediplus reported a record level of new customers and the 500,000 customer barrier was broken. New business grew by 10% compared with 2006, thanks to the dynamic efforts of the sales teams and the consistent card strategy. • Direct sales, via the Lyberdade brand and cross-selling, also grew by nearly 10% compared with 2006. Spain • New loan volumes rose by 23% following the introduction of new sales channels, although a controlled reduction in sales was observed in the final quarter. The loan book grew by 42%. • In-store business expanded, with the BanqueAccord_RA07_GB.indd 23 • Increase of credit risk rate over the last 2007 quarter. Poland • Accord Finance signed a partnership agreement with Leroy Merlin in 2007, leading to the launch of new products and the opening of 23 financial branches. • Operation of the 61 Banques Accord (POK) financial branches was taken over by the company’s own staff during the year, with the result that revenue from personal loans rose by a very significant 97 %. • 200 in-store staff were recruited during the year. Russia • BA Finans continues to support the regional growth of Auchan. Following 4 new openings during the year, the company ended 2007 with a presence in 18 Auchan hypermarkets. • The increased number of sales outlets and successful sales campaigns resulted in a marked rise of 127% in customer numbers during 2007. China • Presence in 16 Auchan stores. • Mobile payment tests were conducted in Shanghai. Hungary • Customer numbers rose by 28%. • The loan book increased by 35%, despite difficult economic conditions. 2/04/08 0:31:48 24 Banque Accord 2007 annual report III _ Results for the fiscal year Net Banking Income for the year totaled approximately €281 million, reflecting an increase of 17.8 % over 2006. The gross credit loss ratio rose from 1.47% to end the year at 2.36%. The figure for gross loans advanced rose by 11.63 % to €2.369 million. sheet totaled €2.753 million, compared with €2.399 million in 2006. Equity rose to €242.4 million from €213.3 million in 2006. The capital adequacy ratio fell slightly to 10.93 % from the 10.46% reported for 2006. The liquidity ratio calculated on a social basis was 138 %, compared with the 2006 consolidated figure of 214 %. Operating income was €59.4 million, compared with €56.7 million in 2006, reflecting a rise of 4.8%. IV _ Prospects for 2008 Consolidated net profit after tax was up by 1.6% to €37.9 million, compared with €37.4 million in 2006. In 2008, Banque Accord plans to consolidate and implement many of the projects begun in 2007, starting with the opening of a company in Ukraine. The Auchan PayPassTM The consolidated balance BanqueAccord_RA07_GB.indd 24 card will be deployed with 150,000 customers in France, the French Santander Financements automobile finance operation will begin, and mobile payment solutions will be introduced in China. 2008 will also see the launch of the Valaccord employee shareholding scheme in France. The gift cards business will continue to grow, and many new brands and chains – some of them international – will become Banque Accord partners for these products. All countries will build further on their existing partnerships, develop new ones and launch innovative products. 2/04/08 0:31:48 25 Consolidated financial statements at December 31, 2007 (in euro thousands) ASSETS IFRS-EU NOTES 31.12.2007 Cash, central banks and post office accounts 59,612 Financial assets held for transaction IFRS-EU 31.12.2006 4 5,863 504 Financial assets at fair value through profit and loss Derivative instruments Loans and advances to banks 3,675 5 5,377 128,856 6 82,584 Demand loans and advances 40,012 17,146 Term loans and advances 86,841 63,428 Subordinated loans 2,003 Customer loans 2,011 2,145,830 7 1,921,696 Financial assets held until maturity 4,579 8 9,699 Equity investments 5,502 9 0 Property and equipment 5,052 10 4,752 Intangible fixed assets 22,113 11 22,587 Deferred tax assets 13,346 11 11,712 363,912 12 Current tax assets Other assets and accruals Total assets 335,065 2,752,981 2,399,335 LIABILITIES Central bank deposits Financial liabilities held for transaction Financial liabilities at fair value through profit and loss Financial liabilities valued at amortized cost Loans and advances from banks Customer deposits Debt securities Subordinated debt 2,353,764 13 543,179 402,581 195,278 1,372,891 1,311,513 35,113 35,097 Derivative instruments 1,597 5 Provisions 1,884 14 Current tax liabilities 3,815 Total Liabilities 2,204 4,776 2,251 Deferred tax liabilities Other liabilities and accruals 2,022,654 480,766 0 149,480 15 154,187 2,510,540 2,186,072 Share capital 28,200 28,158 Share premium account 47,359 46,742 127 71 126,274 100,513 EQUITY Other equity Revaluation reserves Reserves Profit for the year Group share of equity Minority interests Total Equity Total equity and liabilities BanqueAccord_RA07_GB.indd 25 0 37,864 37,426 239,824 16 2,617 17 212,910 353 242,441 213,263 2,752,981 2,399,335 2/04/08 0:31:48 26 Banque Accord 2007 annual report INCOME STATEMENT IFRS-EU NOTES 31.12.2007 Interest and similar income Interest and similar income on transactions with banks Interest and similar income on customer transactions Interest and similar income on fixed income securities 234,540 Interest and similar expense on customer transactions Interest and similar expense on bonds and other fixed income securities 4,549 229,477 193,759 257 421 77,583 16,804 3,083 131 55,424 33,334 Fee and commission income Net fee and commission income 50,269 19,076 Net interest income Fee and commission expenses 198,729 4,806 Interest and similar expense Interest and similar expense on transactions with banks IFRS-EU 31.12.2006 156,957 18 84,194 19 148,460 57,937 113,140 85,598 28,946 27,661 Net Profit/Net Expense from hedge accounting 4,277 630 Gains on financial instruments 5,525 878 Losses on financial instruments 1,248 247 Net exchange rate variances (13) 0 Net Profit/Net Loss on disposals of assets other than those held for sale 504 0 36,710 32,711 Other income from banking operations Other expenses arising as a result of banking operations Financial and operational income and expenses Administrative expenses Employee expenses Other administrative expenses 2,019 1,665 280,610 238,074 164,587 53,114 146,529 20 111,473 Asset amortization expenses 47,460 99,069 3,544 3,181 (3,028) 424 Impairment expenses 0 0 Gross operating profit 115,507 Provision expenses Cost of risk 55,974 Operating profit 59,533 Proportion of net profit contributed by companies consolidated using the equity method (504) Gains and losses on disposals of intangible assets and property and equipment 59,404 Profit-related tax expenses (income) 21,474 Total profit Minority holdings Number of shares Group share of net profit per share (€) BanqueAccord_RA07_GB.indd 26 31,271 56,669 0.00 375 Total profit before tax Group share of profit 87,940 21 3 56,672 22 19,330 37,930 37,342 37,864 37,426 66 (84) 1,408,439 1,407,913 26.88 26.58 2/04/08 0:31:49 27 CONSOLIDATED CASH FLOW STATEMENT 2007 (€thousands) 2006 Net profit before tax A 59,404 56,672 Adjustments: B 26,423 27,752 Depreciation and amortization 3,545 3,181 Net reversals of customer receivables 25,430 23,737 Net reversals of provisions for liabilities and charges (3,028) (1,567) Net capital gains Other Net cash generated from operations (375) 3 851 2,398 A+B 85,827 84,424 Increase in assets/reduction in liabilities (–) Reduction in assets/increase in liabilities (+) Cash from operations Customer loans and advances C (247,083) (268,814) Loans and advances to/from banks C 35,775 (165,495) Debt securities C 61,567 426,579 Non-financial assets and liabilities C (35,931) (44,454) Income taxes paid C (20,740) (30,428) C (204,628) Other Net cash from operations D= A+B+C (27,081) 84,044 (25,270) Cash from investments Purchases and sales of intangible assets and property and equipment Purchases and sales of financial assets Variation in scope Net cash from investments E (3,254) (3,245) (375) 0 0 0 (3,629) (3,245) (10,292) 0 Cash from financial activities Shareholder dividends Proceeds from share issues Other Net cash from financial activities F 3,035 415 116 (103) (7,141) 312 Net cash from operations D 84,044 (25,270) Net cash from investments E (3,629) (3,245) Net cash from financial activities F (7,141) 312 33 9 Change in cash and cash equivalents Exchange rate effects 73,307 (28,195) Cash and cash equivalents at the start of the period (9,034) 19,161 Cash and cash equivalents at the end of the period 64,273 (9,034) Net change in cash and cash equivalents 73,307 (28,195) BanqueAccord_RA07_GB.indd 27 2/04/08 0:31:49 28 Banque Accord 2007 annual report Notes to the consolidated financial statements to 12/31/07 produced in accordance with IFRS, as adopted by the European Union (Figures are shown in thousands euro) Note 1 _ Concise description of the Group 1.1 _ Legal information about the Bank Banque Accord SA is a company under French law, registered under no. 546 380 197 00105, with its head office at 40 avenue de Flandres, Croix (59170) France. The Bank’s corporate purpose is to carry out any and all banking and related transactions, including receiving and transmitting orders on behalf of third parties, to conduct insurance brokerage transactions and to represent any and all insurance companies. It is 99.48%-owned by Société Groupe Auchan, a French Limited Liability Company with a Board of Directors whose registered office is in Croix, France. 1.2 _ Simplified Group Structure Groupe Auchan Banque Accord Crediplus Portugal Accord Italia Italy AccordFin Spain Santander Consumer France BanqueAccord_RA07_GB.indd 28 Accord Finance Poland Accord Intermed Consumer Finance Romania Accord Maggyorzag Hungary Gefirus France Accord Business Consulting China BA FINANS Russia 2/04/08 0:31:49 29 Note 2 _ Significant events and main changes in consolidation scope In 2007, the rating agency Standard & Poor’s reiterated its long-term/ short-term ratings for Banque Accord at A/A1. In overall terms, we would point out two fundamental market trends in 2007: • Higher refinancing costs linked to interest rate rises in the euro zone and the impact of the financial crisis, which BanqueAccord_RA07_GB.indd 29 has resulted in increased spreads. Banque Accord and its subsidiaries companies have made no investissement in CDO - or subprime mortgaged - based stocks. • A rise in the credit loss ratio, following the rise in borrowing rates and/or the economic slowdown. – The establishment of Santander Consumer France, an automobile finance company, in partnership with Santander Consumer Finance. Banque Accord owns 30% of the equity in this new company. It will be consolidated using equity method. Changes in consolidation scope – The Consulting Company entered the consolidation scope. – Integration of the Portuguese branch into Crediplus. No material events occurred between the balance sheet date and 8 February 2007, the date when the financial statements were approved by the Board. 2/04/08 0:31:49 30 Banque Accord 2007 annual report Note 3 _ Rules and methods 3.3 _ Format and presentation of the financial statements 3.1 _ Regulatory framework Banque Accord uses the documents and formats (balance sheet, income statement, statement of changes in equity and cash flow statement) format recommended by the French accounting authorities (CNC recommendation 2004-R.03 of October 27, 2004). Under European Commission regulation 1606/2002/EC of July 19, 2002, European companies whose shares are listed on a regulated market are required to prepare consolidated financial statements under IFRS from 2005 onwards. Other regulations have since been added – more specifically Regulation 1725/2003/EC of September 29, 2003 adopting international accounting standards, and Regulation 2086/2004/EC of November 19, 2004 adopting IAS 39 in an amended form. The French Finance Ministry ministerial order (204/1382) issued on December 20, 2004 allows companies to apply IAS to the preparation of their consolidated financial statements from 2005 onwards. The Auchan Group took up this option in respect of all its companies. 3.2 _ Applicable standards and comparability Since the 2005 fiscal year, the consolidated annual financial statements have been prepared in accordance with IFRS. The Group has applied only those standards and interpretations whose adoption has been announced in the Official Journal of the European Union at the balance sheet date and are applicable at that date. Standards and interpretations applicable after December 31, 2007 have not been adopted. BanqueAccord_RA07_GB.indd 30 The cash flow statement has been prepared by the indirect method, using profit before tax as the starting point for the analysis of cash flows. The corporate purpose of Banque Accord forms the basis for determining the scope of consolidation in terms of operations, investment and finance. Cash flows from customer loans and advances and their related funding are therefore included in the operational scope. Banque Accord is now applying IFRS 7 for the first time. 3.4 _ Scope and method of consolidation The disclosures in the notes to the consolidated financial statements include all material information relevant to fair appraisal of the Group’s assets and liabilities, financial position, risks and results of operations. The consolidated financial statements include the financial statements of Banque Accord and the main French and foreign companies comprising the Banque Accord Group. The financial statements for foreign subsidiary companies are prepared in accordance with local accounting standards, and have been adjusted and reclassified to comply with Banque Accord accounting policies. Cash and cash equivalents as shown in the cash flow statement correspond to the definition of “Cash”, “Central Banks” (assets and liabilities), “Post office accounts” (assets and liabilities), “Settlement accounts” (assets and liabilities) and “Loans and advances to/from banks”, as contained in Recommendation 2004R-03, and appear as such in the consolidated balance sheet of Banque Accord for the fiscal years concerned. 2/04/08 0:31:50 31 SUBSIDIARY COMPANIES Country ACCORD ITALIA Italy % holding % control 100% 100% Consolidation method Full consolidation ACCORD MAGYARORSZAG Hungary 60% 100% Full consolidation ACCORD FINANCE Poland 60% 100% Full consolidation CREDIPLUS Portugal 100% 100% Full consolidation ACCORDFIN Spain 51% 50% GEFIRUS France 60% 100% Full consolidation BA FINANS Russia 60% 100% Full consolidation Proportional consolidation ACCORD INTERMED Romania 100% 100% Full consolidation ACCORD BUSINESS CONSULTING China 100% 100% Full consolidation SANTANDER CONSUMER FRANCE France 30% 30% a) Scope of consolidation The proportional consolidation method is used to where decisions affecting the development policies of the company require the joint consent of the shareholders. b) Control and consolidation methods Consolidation methods are determined by IAS 27, IAS 28 and IAS 31, depending on the level of control exercised by Banque Accord. These standards apply to all incorporated and unincorporated entities capable of consolidation, regardless of the nature of their business. Full consolidation Companies controlled exclusively by Banque Accord are fully consolidated. Control is defined as the power to govern the financial and operating policies of a company for the purpose of benefiting from its business activities. Exclusive control is BanqueAccord_RA07_GB.indd 31 presumed to exist when Banque Accord owns, whether directly or indirectly via subsidiaries, more than half of a company’s voting rights. It also exists when the Bank has the power to govern the financial and operational policies of a company under an agreement or to appoint or remove the majority of the members of its board of directors or equivalent governing body. Proportional consolidation Jointly controlled entities are proportionately consolidated. The Group has joint control where the strategic financial and operating decisions affecting the company are taken unanimously by the controlling parties under a contractual agreement between the latter. Consolidation using the equity method Companies whose management and financial policies are influenced significantly by the Group, whether directly Consolidated using the equity method or indirectly, but are not controlled fully by the Group are consolidated using the equity method. 3.5 _ Foreign currency transactions (IAS 21) The financial statements of companies whose presentation currency is not the euro are translated into euro using the closing rate method. Under this method, all balance sheet items are translated at the exchange rate applying on the balance sheet date. All income statement items are translated at the average exchange rate for the period. The portion of the resulting exchange differences attributable to shareholders is recognized as equity, in the “Exchange differences” item, whilst the portion attributable to minority interests is recognized under “Minority interests”. In line with the optional exemption from full retrospective application of IFRS available to first-time adopters under IFRS 1, 2/04/08 0:31:50 32 Banque Accord 2007 annual report translation differences attributable to The Group and minority interests were deemed to be zero in the opening IFRS balance sheet at January 1, 2004. On liquidation or disposal COUNTRY Currency of all or part of a foreign operation, the cumulative exchange difference shown under equity is transferred to the income statement as part of the gain or loss on disposal in direct proportion to its significance as part of the overall amount concerned. The exchange rates used to translate the main currencies used in the financial statements of foreign operations into euro are as follows: Period-end rate Dec. 2007 Average rate Dec. 2006 Dec. 2007 Dec. 2006 China Yuan 0.093002 0.097283 0.095728 0.100737 Hungary Forint 0.003941 0.003972 0.004000 0.003776 Poland Zloty 0.278280 0.261028 0.265675 0.254436 Russia Rouble 0.027789 0.028835 0.028499 0.029359 Romania Lei 0.277185 0.295552 0.297926 0.282852 3.6 _ Treatment of acquisitions and goodwill (IFRS 3) Goodwill is the difference between the acquisition cost and the fair value of the identifiable assets acquired and liabilities and contingent liabilities assumed on the date of acquisition. It is recognized as an asset if it is positive and in profit if it is negative. Goodwill is recognized in the functional currency of the acquired company, and translated into euro at the exchange rate applying on the balance sheet date. In accordance with IFRS 3 – Business Combinations, goodwill is not amortized, but is tested for impairment, during the second half of the fiscal year. 3.7 _ Share-based payments (IFRS 2) IFRS 2 – Share-Based Payments requires that the cost of services share-based BanqueAccord_RA07_GB.indd 32 payment transactions is recognized in the company income statement and balance sheet. This standard, which applies to schemes introduced after November 7, 2002 and not vested at January 1, 2005, applies to two different circumstances: – transactions where payment is share-based and is settled in equity instruments – transactions where payment is share-based and settled in cash This value is determined by application of the two-option model ➢ The specific conditions are then accommodated by applying a coefficient of probability to the underlying value. The IFRS 2-compliant share-based payment schemes operated by bank Accord use only the equitysettlement method. The underlying value of the option is the value of a call determined by application of the twooption model on the basis of the following: ➢ Option period (fixed by the option scheme) ➢ The option exercise price ➢ Interest rate (the rate adopted is that of the 4-year French treasury bond) ➢ The share price at the time of allocation The option valuation method applied is based on the following criteria: ➢ Determination of the underlying value of the option on the date the option is granted, subject to all the conditions set out in the option scheme. The balancing entry increases equity as and when these options are exercised and shares issued, and is spread over the period during which staff members exercise their options. 2/04/08 0:31:50 33 ➢ Market sector volatility (in the absence of an underlying valuation) The underlying value adopted includes the impact of those dividends paid during the restricted period. Entitlements are recognized as expenses under “employee expenses”. 3.8 _ Financial instruments (IAS 32 and 39, and IFRS 7) Financial assets and liabilities are recognized and measured in the 2007 financial statements in accordance with the carve-out version of IAS 39 adopted by the European Commission on November 19, 2004, and with Regulations 1751/2005/ EC of October 25, 2005 and 1864/2005/EC of November 15, 2005 concerning the use of the fair value option. value (including transaction costs and revenues) and are subsequently measured at amortized cost, determined by the effective interest method. 3.8.2 _ Derivative instruments The Group uses fixed or optional financial derivative instruments within the scope permitted by IAS 39 to hedge its exposure to interest rate risks. Derivative instruments are initially recognized in the balance sheet at fair value. At each periodend, they are measured at fair value, regardless of whether they are held for transaction or hedging purposes. Their fair value is determined using internal valuation systems; that value then being compared with the valuations provided by the Group’s banking counterparties. hedge is demonstrated from the time of its application and for its full duration. A cash flow hedge is a hedge of the exposure to variability in cash flows that is attributable to a particular risk associated with a recognized financial asset or liability. Changes in the fair value of derivatives qualifying for hedge accounting are recognized as follows: ➢ Fair value hedges: the gain or loss from re-measurement of the derivative at fair value is recognized in the income statement on a symmetrical basis with the gain or loss on the hedged item attributable to the hedged risk, with any ineffective portion recognized directly in profit. 3.8.1 _ Financial liabilities The carve-out version of IAS 39 adopted by the European Union recognizes two categories of financial liability: ➢ Financial liabilities measured at fair value through profit or loss. Changes in the fair value of these financial liabilities are recognized directly in the income statement. Since Banque Accord has elected not to use the fair value option, no financial liabilities are classified in this category. ➢ Other financial liabilities are all those financial liabilities not measured at fair value through profit or loss. These financial liabilities are initially recognized at fair BanqueAccord_RA07_GB.indd 33 The gain or loss arising from re-measurement as recognized in the balance sheet is balance by a contra-entry in the income statement (except those relating to cash flow hedges). Hedge accounting A fair value hedge is a hedge covering exposure to changes in the fair value of a recognized financial asset or liability. It is applied when the eligibility criteria set out in the standard are met: ➢The hedge relationship is clearly defined and documented on its date of application ➢ The effectiveness of the 2/04/08 0:31:50 34 Banque Accord 2007 annual report ➢ Cash flow hedges: the portion of the gain or loss made on a hedging instrument determined as an effective hedge is recognized as a separate component of equity, and the ineffective portion is recognized directly in profit. Accrued interest on the derivative is recognized in the income statement on a symmetrical basis with the hedged item. In the case of portfolio hedges of interest rate risks (also referred to as macro-hedges), the Group documents the hedging relationship based on future cash flows for Group’s asset and liability cash flows remains unchanged. The hedging relationship’s effectiveness is demonstrated by quaterly comparisons between current and forecast financing indexed to the EONIA and the portfolio of hedging instruments, supported by prospective and retrospective tests. The hedges used by Banque Accord are CAP and swaps. CAP are used as cash flow hedges and are tested for effectiveness. The intrinsic value of CAP is separated from their time value, which is recognized directly in profit. Under IAS 39, these instruments – which are used to hedge the Group’s exposure to market risks (interest rate, currency BanqueAccord_RA07_GB.indd 34 and equity risks) – are recognized in the balance sheet at fair value. “Cash flow hedges”), and the ineffective portion is recognized directly in profit. Gains and losses from remeasurement at fair value are always recognized in profit, except in the case of cash flow hedges. Gains and losses from re-measurement at fair value of derivative instruments that are not held as hedges in a documented risk management strategy are recognized in profit. The application of hedge accounting reduces the earnings volatility associated with changes in the fair value of the derivative in the hedging relationship. IAS 39 defines three types of hedging relationship: fair value hedges, cash flow hedges and hedges of a net investment in a foreign operation. The Group is only concerned by the first two types. Most derivatives used by the Group qualify for hedge accounting and, accordingly, are accounted for as follows: • Gains and losses from remeasurement at fair value of derivative instruments held as fair value hedges of assets and liabilities in a documented risk management strategy are recognized in the income statement and are offset by the gain or loss on the hedged asset or liability attributable to the hedged risk. • The effective portion of gains and losses from remeasurement at fair value of derivative instruments held as cash flow hedges of highly probable future transactions in a documented risk management strategy is recognized in equity (under Embedded derivatives: An embedded derivative is a component of a hybrid (combined) instrument that also includes a nonderivative host contract. The embedded derivative is recognized separately from the host contract when: – The hybrid instrument is not measured at fair value through profit or loss. – A separate instrument with the same terms as the embedded derivative would meet the definition of a derivative. – The economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract. 2/04/08 0:31:50 35 Trading account recognition In order to meet an EONIAlinked funding target, Banque Accord has also introduced a swap to convert some EURIBORlinked loans to EONIA. Basis swaps have been recognized with trading account. It has not been possible to document a hedging relationship for these instruments. Variations in the value of these financial instruments are recognized directly as profit or loss. Deferred taxes are calculated at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the balance sheet date. The effect of changes in tax rates is recognized in profit, except to the extent that the changes relate to items recognized directly in equity. 3.8.3 _ Financing commitments Deferred tax assets and liabilities are set off at the level of each taxable entity. They are not discounted. Financing commitments that do not meet the definition of a derivative under IAS 39 are not recognized in the balance sheet where they are granted under normal conditions (where this is not the case, and asset or liability is recognised). However, they are covered by provisions in accordance with IAS 37. 3.9 _ Deferred taxes (IAS 12) Deferred taxes are recognized on all temporary differences between the carrying amount of assets and liabilities and their tax base. No deferred taxes are recognized in respect of the following items: (i) non-deductible goodwill (ii) the initial recognition of an asset or liability in a transaction that is not a business combination and does not affect either accounting profit or taxable profit (iii)time differences arising from investments in subsidiaries that are not expected to reverse in the foreseeable future. BanqueAccord_RA07_GB.indd 35 Deferred tax assets are recognized for tax losses and other deductible temporary differences only when it is probable that taxable profit will be available against which the tax loss or temporary difference can be utilized, or when the deferred tax asset can be set off against deferred tax liabilities. 3.10 _ Intangible assets and property and equipment (IAS 16, 36, 38 and 40) Banque Accord accounts for intangible assets and property and equipment using the component method. In accordance with IAS 16, the basis for depreciation reflects any residual asset value. The main depreciation periods are as follows: Property and equipment: Fixtures, fittings and security systems: 6 years 2/3rds to 10 years Other assets: 3 to 5 years Intangible assets: Purchased software is recorded under “Other intangible assets” and is amortized over three years. Intangible assets and property and equipment are tested for impairment whenever there is an indication that they may be impaired and at least once a year in the case of intangible assets. If the recoverable amount of an asset is less than its carrying amount, an impairment loss is recognized in the income statement under Depreciation and amortization expense. Impairment losses may be reversed if there is an indication that the impairment no longer exists or has decreased. Gains and losses on sales of operating assets are recognized under Gains and losses on disposals of intangible assets and property and equipment. Property and equipment are impaired on the basis of their useful working life on a straight-line or reducing balance basis. 2/04/08 0:31:51 36 Banque Accord 2007 annual report 3.11 _ Impairment of assets (IAS 36) IAS 36 – Impairment of Assets describes the procedures to be followed to check that the carrying amount of assets does not exceed their recoverable amount, defined as the amount expected to be recovered through the use or sale of the asset. The recoverable amount of an asset is defined as the higher of its fair value less costs to sell and its value in use. Fair value less costs to sell is the amount obtainable from the sale of an asset in an arm’s length transaction between knowledgeable, willing parties, less the costs of disposal. Value in use is the present value of the future cash flows expected to be derived from the continued use of an asset and its disposal at the end of its useful life. The weighted average cost of capital is determined by reference to the observed market yield of French retail stocks. The recoverable amount of property and equipment and intangible assets is estimated whenever there is an indication of impairment. Impairment tests are also performed once a year (at the year-end) on assets with an indefinite life, such as goodwill. 3.12 _ Borrowing costs (IAS 23) Borrowing costs are recognized as an expense when they are incurred, in accordance with the benchmark treatment under IAS 23. This treatment has been applied to a funding transaction of € 177 million. the effect of discounting is significant. 3.14 _ Employee benefits (IAS 19) The Group provides pension benefits to employees in accordance with the laws and practices in its host countries. All employee benefit obligations are recognized and measured in accordance with IAS 19 – Employee Benefits. In France, pensions and post-employment benefits management has been fully outsourced. Recognized actuarial gains and losses are recorded in equity and not in profit. A provision is recorded in the financial statements for obligations arising from a “time savings” scheme allowing employees to accumulate, for up to five years, the extra time off granted under the 35-hour week agreement. 3.13 _ Provisions (IAS 37) After-tax cash flows are estimated based on the three-year business plan. Cash flows beyond the projection period are estimated by applying a constant growth rate over the asset’s remaining estimated useful life. For impairment tests of goodwill, cash flows are estimated over a period of nine years and a terminal value is calculated by discounting cash flows for the ninth year to perpetuity. The discount rate corresponds to the Group’s weighted average cost of capital after tax, plus a risk premium determined separately for each country. BanqueAccord_RA07_GB.indd 36 Provisions other than those related to credit risks and employee benefits represent liabilities of uncertain timing or amount. They are recognized when the Group has a current obligation (legal or constructive) arising as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are estimated on the basis of the most probable assumptions. They are discounted when 2/04/08 0:31:51 37 3.15 _ Minority shareholder put options The Group has granted put options to the minority shareholders of certain subsidiaries. The option exercise price was determined according to a formula agreed when the subsidiary was acquired, based on the subsidiary’s projected future business performance. In accordance with IAS 32, a liability was recognized in the opening balance sheet at January 1, 2005 for the discounted present value of the options’ exercise price, by reducing the underlying minority interests and recognizing any balance in goodwill. At the end of each period, goodwill and minority interests are adjusted for any changes in the option exercise price and in the carrying amount of minority interests. In light of the requirement to recognize a liability although the put options have not been exercised, in the interest of consistency, the same accounting treatment was applied on initial recognition of the liability as that used to recognize increases in the Group’s percentage holding in subsidiaries. Where put options are not exercised by minority interest by the contracted date, all those transactions previously recognized are reversed. The effect of this is to recognize the gain created by the reversing of the discounting of the debt, to reattribute the debt to the minority interests in the BanqueAccord_RA07_GB.indd 37 minority interests reserve and to cancel any goodwill recognized. 3.16 _ Impairment of financial assets At each period-end, the Group determines whether there is objective evidence that any assets may be impaired as a result of one or several events that have a measurable impact on estimated future cash flows. Two series of impairment tests are performed: • Impairment testing of groups of assets with the same or similar characteristics, where there is clear evidence of impairment and the impairment loss can be allocated among the individual assets. These include loans that have been transferred to a debt collection agency for recovery. The impairment loss on these loans is equal to the difference between their carrying amount and the present value of estimated recoverable future cash flows (taking into account the value and recoverability of any guarantees), discounted at the loans’ original interest rate. The impairment loss is recognized in the income statement as Impairment losses, and deducted from the carrying amount of the financial asset. • Impairment tests of groups of assets with the same or similar characteristics, when there is an indication – but not clear evidence – of impairment and any impairment losses cannot be allocated among the individual assets. The impairment loss on these assets is determined based on the probability of default, loss given default and exposure at default. The impairment loss is recognized in the income statement as Impairment losses, and deducted from the carrying amount of the financial asset. Any subsequent increase or decrease in the impairment loss is also recognized under Impairment losses, while discounting adjustments to reflect the passage of time are recognized as Interest and similar income. For restructured loans at below market rates the loss arising from any change in the loan terms is recognized in the income statement as Impairment losses when the estimated recoverable future cash flows discounted at the loan’s original interest rate represent less than the amortized cost of the loan. Discounting adjustments to reflect the passage of time are recognized in the income statement as Interest and similar income. The main indications of impairment are as follows: ➢ One or more installments are at least three months past due ➢ The debtor has not defaulted on any installments but available information about the debtor’s situation represents a clear indication of impairment ➢ Legal proceedings are in progress to recover the loan. 2/04/08 0:31:51 38 Banque Accord 2007 annual report 3.17 _ Measurement of financial assets Loans and advances to customers and lending institutions are recognised at their impaired cost. 3.18 _ Related party transactions Related party transactions disclosed in the notes to the financial statements include transactions with the parent company, Groupe Auchan SA, and the percentage of transactions with AccordFin not eliminated due to the application of the proportionate method to account for this subsidiary. the Group share of net profit for the fiscal year by the weighted average number of equity shares in circulation during the fiscal year. 3.19 _ Profit per share The figure for the average number of shares in circulation during the fiscal year is arrived at by adding the number of shares issued during the fiscal year to the number in circulation at the beginning of the fiscal year. The Group presents profit per share figures calculated on the basis of operating profit and net profit. Basic profit per share is calculated by dividing Note 4 _ Cash, central banks and post office accounts CASH, CENTRAL BANKS AND POST OFFICE ACCOUNTS Central banks Retailers – In-store finance desks Other Total 12/31/2007 12/31/2006 Change 50,036 49 49,987 9,196 5,794 3,402 380 20 360 59,612 5,863 53,749 Note 5 _ Derivative hedging instruments DERIVATIVE HEDGING INSTRUMENTS Fair value hedges 12/31/2007 12/31/2006 Asset Liability Asset Liability 849 1,291 974 2,204 849 1,291 974 2,204 2,826 306 4,403 2,405 306 3,899 Interest rate instruments: Futures Options Cash flow hedges Interest rate instruments Futures Options Total BanqueAccord_RA07_GB.indd 38 421 3,675 504 1,597 5,377 2,204 2/04/08 0:31:51 39 Derivative instruments held as hedges of interest rate risks totaled €2,987 million at 12/31/2007, compared with €2,441 million at the end of 2006. These instruments are classified into four groups: ➢ Amortizing swaps where the Group is the fixed rate borrower, used to hedge interest rate risks on the financing of fixed rate loans. ➢ CAP used to hedge the risk of an increase in the cost of financing variable rate loans due to a sharp rise in interest rates. ➢ An interest rate swap on bonds issued in connection with a structured finance transaction, converting the interest rate on the bonds from fixed to variable. ➢ Swaps to convert debts linked to a variable rate (3-month EURIBOR) into a debt linked to another variable rate common to all finance (EONIA). Note 6 _ Loans and advances to banks 12/31/2007 12/31/2006 Change Demand loans and advances to banks: 40,012 17,146 22,866 Term loans and advances to banks: Principal Accrued interest o/w related parties Subordinated loans: Principal Accrued interest o/w related parties 86,841 85,995 846 86,841 2,003 1,999 4 2,003 63,428 62,866 562 63,428 2,011 1,999 12 2,011 23,413 23,129 284 23,413 (8) 0 (8) (8) a) Schedule Term loans and advances to banks: Principal Accrued interest o/w related partiess Subordinated loans: Principal Accrued interest o/w related parties Term loans and advances to banks Principal Accrued interest o/w related parties Subordinated loans Principal Accrued interest o/w related partiess BanqueAccord_RA07_GB.indd 39 Less than 3 months 3 months to 1 year 1 year to 5 years more than 5 years 12/31/2006 40,203 39,641 562 40,203 12 7,300 7,300 15,925 15,925 0 7,300 0 15,925 0 63,428 62,866 562 63,428 2,011 1,999 12 2,011 12 12 1,999 1,999 1,999 Less than 3 months 3 months to 1 year 1 year to 5 years more than 5 years 12/31/2007 58,127 5,880 22,834 0 86,841 57,281 5,880 22,834 85,995 5,880 0 22,834 0 1,999 1,999 86,841 2,003 1,999 4 1,999 2,003 846 58,127 4 846 4 4 2/04/08 0:31:51 40 Banque Accord 2007 annual report Note 7 _ Loans and advances to customers a) Schedule Less than 3 months 3 months to 1 year 1 year to 5 years more than 5 years 12/31/2006 Total loans and advances (gross) 366,757 577,527 1,100,715 77,297 2,122,296 Sound loans and advances 339,718 505,448 908,429 49,096 1,802,691 331,748 505,448 908,429 49,096 1,794,721 LOANS AND ADVANCES Sound loans and advances Accrued interest 7,970 Impaired loans and advances: 7,970 27,039 72,079 192,286 28,201 319,605 Less than 3 months 3 months to 1 year 1 year to 5 years more than 5 years 12/31/2007 Total loans and advances (gross) 499,004 589,073 1,172,649 108,364 2,369,090 Sound loans and advances 449,752 519,977 970,327 62,002 2,002,058 439,565 519,977 970,327 62,002 1,991,871 69,096 202,322 46,362 367,032 LOANS AND ADVANCES Sound loans and advances Accrued interest Impaired loans and advances: 10,187 10,187 49,252 b) Impaired receivables IMPAIRED RECEIVABLES 12/31/2007 12/31/2006 Change 1,991,871 1,794,721 197,150 Sound loans and advances + Impaired loans and advances + 367,032 319,605 47,427 Impairment – 223,260 200,600 22,660 Total principal net of impairment Accrued interest Net loans and advances at the end of the fiscal year = 2,135,643 1,913,726 221,917 + 10,187 7,970 2,217 = 224,134 2,145,830 1,921,696 Impaired loans as a percentage of total loans: 15.49% 15.06% Provision rate on impaired loans 60.83% 62.76% c) Change in impairment CHANGE IN IMPAIRMENT Impairment at the start of the fiscal year Adjustments to reflect IFRS and changes of method Impairment losses recognized during the period Impairment losses reversed during the period Reclassification of interest discounts on restructured loans Other reclassifications and translation adjustment Impairment at the end of the fiscal year BanqueAccord_RA07_GB.indd 40 12/31/2007 12/31/2006 200,600 175,559 0 399 35,245 27,850 9,824 4,643 (2,795) (2,454) 34 3,889 223,260 200,600 2/04/08 0:31:51 41 Note 8 _ Held-to-maturity investments 12/31/2007 HELD-TO-MATURITY INVESTMENTS 12/31/2006 Change Equities 4,579 9,699 (5,120) Total 4,579 9,699 (5,120) The year-on-year change in held-to-maturity investments corresponds to redemptions net of reimboursemendt received. The redemption date is May 2008. These are not quoted stocks. Note 9 _ Holdings in companies consolidated using the equity method SETTLEMENT ACCOUNT AND OTHER ASSETS At January 1 Issues of shares 2007 2006 0 0 6,000 Share of profit (504) At December 31 5,496 0 Note 10 - Property and equipment and intangible assets INTANGIBLE ASSETS Gross value at 01/01/2007 Acquisitions during the fiscal year Goodwill Software licenses Other TOTAL 20,038 7,489 358 27,885 (260) 1,204 944 Sales and disposals 2 2 Translation adjustment 0 0 Gross value at 12/31/2007 19,778 Accumulated amortization and depreciation at 01/01/2007: Amortization and depreciation 8,692 358 28,828 5,051 247 5,298 1,416 1 1,417 Amortization and depreciation written off on disposals 1 1 Translation adjustment 1 1 Accumulated amortization and depreciation at 12/31/2007 6,467 248 6,715 Carrying amount at 12/31/2007 19,778 2,225 110 22,113 Carrying amount at 12/31/2006 20,038 2,438 111 22,587 Goodwill is calculated on the basis of the fair value of the net asset situation of the acquiring company at the acquisition date: October 23, 2001 for AccordFin and July 1, 2000 for Crediplus. Until 31 December 2003, BanqueAccord_RA07_GB.indd 41 goodwill was amortized over a period of 20 years. Additional goodwill was recognized in the opening balance sheet at January 1, 2005, reflecting the purchase of the Cofinoga holding in Crediplus. Goodwill is no longer amortized, but is tested annually for impairment. No impairment losses were recognized. Acquisitions of intangible assets in the sum of €1,143,000 apply to France. 2/04/08 0:31:52 42 Banque Accord 2007 annual report Office and IT equipment PROPERTY AND EQUIPMENT Gross value at 01/01/2007 Acquisitions during the fiscal year Sales and disposals Fixtures and Outstanding fittings Other TOTAL 8,833 4,622 17 978 14,450 1,133 764 (1) 532 2,428 1 11 12 17 301 301 Translation adjustment Gross value at 12/31/2007 9,665 5,386 1,521 16,589 Accumulated amortization and depreciation at 01/01/2007 7,134 2,178 387 9,698 Amortization and depreciation 1,296 518 319 2,133 Amortization and depreciation written off on disposals 300 300 Translation adjustment 6 6 712 11,537 Accumulated amortization and depreciation at 12/31/2007 8,130 Carrying amount at 12/31/2007 1,535 2,690 17 810 5,052 Carrying amount at 12/31/2006 1,699 2,444 17 592 4,752 2,696 Acquisitions of property and equipment relate principally to France (€1,815,000), Italy (€173,000) and Poland (€174,000). Note 11 _ Deferred tax assets CHANGES IN PROVISION Non-deductible provisions Untaxed provisions 12/31/2006 Movements recognized in profit Movements recognized in equity Reclassification 12/31/2007 13,648 1,334 6 (32) 14,956 (1) (446) (538) (347) (571) 13,346 (676) 231 (1,541) 40 Other 281 (90) TOTAL 11,712 1,515 Financial instruments 684 690 (817) Deferred tax assets on tax losses carried forward of €1.5 million, have not been recognized due to uncertainty over how they may be allocated in the future. Schedule of all deferred tax assets not used AMOUNT 3 ,451 Less than 1 year 1 year to 5 years Over 5 years 265 3,186 0 Note 12 _ Settlement account and other assets SETTLEMENT ACCOUNT AND OTHER ASSETS Items presented for collection 12/31/2007 12/31/2006 Change 342,274 317,372 24,902 Prepaid expenses 3,078 2,584 494 Accrued income 4,991 1,681 3,310 Other accruals 1,138 3,508 (2,370) 12,430 9,920 2,510 363,911 335,065 28,846 Other assets Total Items presented for collection refers to direct debits on customer accounts. BanqueAccord_RA07_GB.indd 42 2/04/08 0:31:52 43 Note 13 _ Financial liabilities DEBT 12/31/2007 12/31/2006 Change 543,179 480,766 62,413 35,684 32,042 Loans and advances from banks Demand loans and advances Term loans and advances 507,495 448,724 402,581 195,278 Demand deposits 202,088 195,278 Term deposits 200,493 Deposits 207,303 Bonds 927,897 746,622 181,275 Other debt securities (medium-term Notes and commercial paper) 444,994 564,891 (119,897) 2,318,651 1,987,557 331,094 Total Bonds: This item refers to the following bond issues: Five-year bonds issued in May 2003 for €176 million Five-year bonds issued in September 2004 for €150 million Five-year bonds issued in September 2005 for €200 million Five-year bonds issued in June 2006 for €200 million Five-year bonds issued in June 2007 for €200 million Issued by Nominal interest Effective interest rate Issue date Maturity 12/31/2007 12/31/2006 176,701 176,701 Banque Accord 3.46% 3.26% May 2003 May 2008 Banque Accord 3-month Euribor + 10 bps 3-month Euribor + 10 bps May 2004 May 2008 Banque Accord 3-month Euribor + 22 bps 3-month Euribor + 22 bps September 2004 September 2009 150,000 150,000 Banque Accord 3-month Euribor + 18 bps 3-month Euribor + 18 bps September 2005 September 2010 200,000 200,000 Banque Accord 3-month Euribor + 17.5 bps 3-month Euribor + 17.5 bps June 2006 June 2011 200,000 200,000 Banque Accord 3-month Euribor + 17 bps 3-month Euribor + 17 bps June 2007 June 2012 200,000 20,000 Undrawn medium and long-term bank lines of credit totaled €662.8 million at December 31, 2007. Subordinated debts This item corresponds to five subordinated debt issues as follows: €15 million 10-year subordinated notes issue in December 2004 underwritten by Groupe Auchan. €18 million 10-year subordinated notes issue in November 2006 underwritten by Auchan Coordination Service. €0.750 million 10-year subordinated notes issue in June 2002 underwritten by the Santander Group €0.875 million 10-year subordinated notes issue in December 2004 underwritten by the Santander Group. €0.375 million 10-year subordinated notes issue in November 2006 underwritten by the Santander Group. All of the issues may be redeemed early, in full or in part, at the Group’s initiative, subject to approval by the French banking supervisor (Commission Bancaire). 12/31/2007 Subordinated debt o/w Debt issued to related parties 12/31/2006 35,113 35,097 33,110 33,086 The balance of subordinated debt refers to the €2 million contribution made Banque Accord’s Spanish partner to subordinated debt issued by the Group’s local subsidiary. BanqueAccord_RA07_GB.indd 43 2/04/08 0:31:52 44 Banque Accord 2007 annual report Note 14 _ Provisions PROVISIONS Employee benefits Provisions for business development costs 01/01/2007 Increase 216 86 TOTAL Reclassification change 12/31/2007 91 136 347 3,800 Provisions for tax inspections Provisions for claims and litigation Decreases 3,800 0 648 889 889 760 733 845 4,776 1,708 4,736 136 1,884 Note 15 _ Other liabilities and settlement accounts OTHER LIABILITIES 12/31/2007 12/31/2006 Change (4,250) Trade payables 4,992 9,242 Employees 7,628 6,327 1,301 Cash back 8,472 5,913 2,559 Tax and VAT 780 1,090 (310) Other 5,847 7,737 (1,890) TOTAL 27,719 30,309 (2,590) 12/31/2007 12/31/2006 Change 60,775 68,529 (7,754) Deferred income 17,048 15,432 1,616 Accrued expenses 40,589 36,943 3,646 Other 3,349 2,974 375 TOTAL 121,761 123,878 (2,117) LIABILITY SETTLEMENT ACCOUNTS Items presented for collection Note 16 _ Equity – Group share 16.1 _ Number of equity shares issued At January 1 Employee share options At December 31 2007 2006 1,407,913 1,407,913 2 ,102 1,410,015 1,407,913 At December 31, 2007, equity capital totaled €28,200,300 and comprises 1,410,015 ordinary €20 voting shares. 16.2 _ Legal reserve The legal reserve of Banque Accord S.A. totaled €2.816 million at December 31, 2007. BanqueAccord_RA07_GB.indd 44 2/04/08 0:31:52 45 16.3 _ Reserves by type Translation reserve Poland Hungary Russia Romania China TOTAL Cash flow hedge reserve (exc. deferred tax) At January 1 Change At December 31 12/31/2007 12/31/2006 82.9 (12.1) 0.2 2.7 5.6 79.3 3.5 13.4 2.1 (0.5) 47.5 2007 2006 4,084 1,722 (1,975) 2,362 2,109 4,084 16.4 _ Changes in equity (Group share) Share capital Share premium Reserves and account retained earnings At December 31, 2005 Movements Appropriation Net impact of cash flow hedges Impact on opening equity Exchange rate gains/losses Actuarial gains/losses Other At December 31, 2006 Movements Appropriation Distribution of dividends Share issues Net impact of cash flow hedges Exchange rate gains/losses Net actuarial gains/losses Other At December 31, 2007 28,158 28,158 46,764 64,858 (22) 46,742 34,540 1,468 (398) 3 104 (39) 100,536 37,426 (10,292) 42 Profit for the year Currency gains/losses Total equity 34,540 12 174,332 37,426 (34,540) 36 37,426 48 37,864 (37,426) 509 (1,295) 31 28,200 108 47,359 7 (60) 126,322 37,864 79 37,426 0 1,468 (398) 39 104 (61) 212,910 37,864 0 (10,292) 551 (1,295) 31 7 48 239,824 16.5 Dividends for the last three years DIVIDENDS PAID Dividends paid as shares for the 2004 fiscal year Dividends paid as shares for the 2005 fiscal year Cash dividends paid for the 2006 fiscal year BanqueAccord_RA07_GB.indd 45 Amount Dividend per share 23,543 18.30 0 10,292 7.31 2/04/08 0:31:52 46 Banque Accord 2007 annual report Note 17 _ Minority interests At January 1 2007 2006 353 39 Profit for the fiscal year Share issues Settlement of the put option for Hungary 66 (84) 1,244 415 928 0 Other (including currency gains/losses) 26 (17) 2,617 353 12/31/2007 12/31/2006 664,808 810,458 5,548 3,412 670,356 813,870 COMMITMENTS GIVEN 12/31/2007 12/31/2006 Finance commitments 9,513,014 8,196,933 93,164 144,624 87,609 95,847 9,693,787 8,437,404 Position at 12/31/2007 Note 18 _ Commitments and contingencies Commitments given and received COMMITMENTS RECEIVED Finance commitments Received from banks and customers Guarantees Received from banks and customers Total Given to banks and customers Guarantees Given to banks and customers Securities commitments Securities receivable Total Securities commitments are measured based on the terms of the agreements with partners, and are discounted. With the exception of a put option for Spain, these are options which the bank may choose to exercise or not. € MILLION 12/31/2007 Active - 2 years France Central Europe exc. France Rest of the world 12/31/2006 Global Active - 2 years Global 3,210 8,451 2,816 7,192 816 1,006 672 962 30 30 14 14 Based on the Commission Bancaire definition for the ratios calculation (i.e. excluding customers inactive for over 2 years) commitments to customers totaled €4,056 million. BanqueAccord_RA07_GB.indd 46 2/04/08 0:31:53 47 Note 19 _ Interest and similar income and expenses INTEREST AND SIMILAR INCOME AND EXPENSES 12/31/2007 Expense 12/31/2006 Income Expense Income Transactions with banks 19,076 4,806 16,804 4,549 Customer transactions 3,083 229,477 131 193,759 Financial instruments transactions 55,424 257 33,334 421 Total 77,583 234,540 50,269 198,729 Note 20 _ Fee and commission income and expenses FEE AND COMMISSION INCOME AND EXPENSES 12/31/2007 Expense Transactions with banks Customer transactions Financial services transactions (including card fees) Other Total 12/31/2006 Income Expense 4,401 6,420 2,372 510 62,951 23,963 43,475 Income 5,641 42,560 25,241 37,315 72 294 48 82 28,946 113,140 27,661 85,598 Note 21 _ Employee expenses EMPLOYEE EXPENSES 12/31/2007 12/31/2006 Wages and salaries *(1) 32,592 28,059 Social security contributions 12,181 11,237 Tax payable 3,302 3,069 Employee profit-sharing and bonus schemes Total 5,039 5,095 53,114 47,460 Note 22 _ Impairment losses IMPAIRMENT LOSSES Charges to provisions for impairment losses on customer transactions 12/31/2007 12/31/2006 Expenses Income Expenses Income 35,245 9,824 27,850 4,643 Charges to provisions for non-performing loans Credit losses covered by provisions 26 39,132 Recoveries of loans and advances written off in prior periods 8,579 Total 74,377 Balance 55,974 BanqueAccord_RA07_GB.indd 47 24,364 18,403 16,326 52,240 20,969 31,271 2/04/08 0:31:53 48 Banque Accord 2007 annual report Note 23 - Tax TAX CHARGE 12/31/2007 Current taxes 22,989 23,216 Change in deferred tax assets (1,515) (3,886) Total 21,474 19,330 TAX PROOF Amount Profit before tax and goodwill Tax payable at standard French tax rate Permanent differences Unrecognized deferred tax assets Effect of different tax rates Impact of rate changes at the beginning of the fiscal year Total tax Directors’ remuneration Total remuneration of €0.98 million (including directors’ fees) was paid to corporate Group officers of Banque Accord in 2007. The accounted cost of stock-options granted to BanqueAccord_RA07_GB.indd 48 2006 rate +34.43% +34.43% (0.74%) 20,626 157 0.26% 1,806 3.01% 1.70% (1,099) (1.83%) (1.26%) (16) (0.03%) 21,474 Effective rate Number of employees In 2007, the Group had 1,306 full-time equivalent employees (including all those employed by proportionally-consolidated companies), compared with 1,103 in 2006. 2007 rate 59,908 Standard French tax rate Note 24 _ Other information 12/31/2006 35.84% corporate officers was below €0.1 million in 2007. Note 25 _ Employee benefits Group employees receive long-term and postemployment benefits in accordance with the rules and practices applying in each country. These additional benefits take the form either of defined contribution schemes or defined benefit schemes. 34.11% Defined contribution schemes Under these schemes, contributions are paid periodically to external bodies that provide the necessary administrative and financial management services. These contributions are recognized as expenses as they are incurred. Defined benefit schemes The main schemes are subject to independent annual actuarial valuation. These schemes are retirement packages in France, and legal severance payments (TFR) in Italy. 2/04/08 0:31:53 49 ACTUARIAL ASSUMPTIONS 2007 2006 Discount rate at January 1 4.35% 4.00% Discount rate at December 31 5.35% 4.35% Forecast scheme yield at January 1 4.35% 4.00% Forecast scheme yield at December 31 2.50% 2.50% 2007 2006 6 312 RECONCILIATION OF THE NET LIABILITY BETWEEN JANUARY 1 AND DECEMBER 31 Net liability at January 1 Expense recognized in the financial statements Contributions paid Employer’s contributions Actuarial losses (gains) recognized in the SORIE Net liability at December 31 Note 26 _ Share-based payments Details of a Banque Accord share options scheme • Options may not be exercised within 4 years of the date on which they are granted • They may be exercised between June 1 and 20 or September 15 and October 7 of the year in which the scheme matures • The exercise of options is conditional upon effective and continued employment with the issuing company or one of its subsidiaries. Suspension of contract for any reason other than illness or maternity invalidates the right to options (as does any other any other condition 84 73 (80) (275) 0 0 (10) (104) 0 6 specific to the issuing company) • The price at which options are exercised takes the form of an ex-coupon. In all cases, options are deemed exercised following detachment of the coupon. • The shares subscribed by option recipients are entered in the Banque Accord share register. Change in the number of options and the weighted average price between the 2006 and 2007 fiscal years 2007 Exercise price Options at fiscal year start Options granted during the fiscal year 2006 Number of options €262.09 6,333 Options exercised during the fiscal year 0 Options canceled or lost 0 Options expired 0 Options at fiscal year end Options exercisable at fiscal year end BanqueAccord_RA07_GB.indd 49 Exercise price Number of options 17,258 €218.65 23,591 0 11,525 €226.65 6,263 €188.66 530 0 0 €202.71 17,258 0 2/04/08 0:31:53 50 Banque Accord 2007 annual report Weighted average values of the schemes granted in 2006 and 2007 Schemed granted during fiscal year 2007 2006 €25.33 €54.42 Share price €262.09 €226.65 Exercise price €262.09 €226.65 Fair value of options Forecast volatility 16.20% 22.27% Option period 4 years 4 years Forecast dividends 4.80% 4.93% Risk-free interest rate 4.14% 3.64% binomial binomial Model Volatility has been calculated on the basis of an analysis examining the inherent volatility of company shares relative to Banque Accord business levels over the 4-year period preceding the scheme granting date. Impact on the income statement The annual impact of each scheme is €0.1 million, and the total (cumulative) impact of those schemes recognized since 2005 is €0.25 million. business sector and geographic sector. Note 27 _ Sector information Level 2: geographic sector • France • Western Europe, excluding France: Spain, Portugal and Italy. Sector information is presented at 2 levels: • Rest of the World: Poland, Hungary, China, Russia and Romania. Level 1: business sector • Consumer credit • Other (payment processing, insurance, savings, online banking, ATMs, etc.) Geographic sector income, expense, assets and liabilities are broken down on the basis of the location in which the related transactions are recorded in the accounts. Credit Other External 350,591 36,710 Internal 12,439 Eliminations Total Sector revenues: Depreciation and amortization expenses Sector expenses Provisions Impairment losses Sector income 387,301 (9,319) 3,120 (9,319) 162,926 3,544 165,098 3,544 7,146 (3,028) (3,028) 55,974 141,443 55,974 29,563 Non-sector expenses 0 171,006 111,602 Tax charge 21,474 Net profit 37,930 Sector assets 2,680,248 52,000 2,732,248 Sector liabilities 2,384,937 86,675 2,471,612 Capital expenditure BanqueAccord_RA07_GB.indd 50 7,387 7,387 2/04/08 0:31:53 51 Sector revenues Sector assets Capital expenditure Note 28 _ Fair value Assets and liabilities have been recognized and measured in accordance with IAS 39 since January 1, 2005. The following accounting methods are applied: Cash, settlement accounts, other assets and liabilities These financial assets and liabilities are measured at nominal value, where this represents a reasonable estimate of their fair value, given their short-term nature. Variable rate loans There is no mark-to-market measurement of variable rate loans. Fixed rate loans Fixed rate loans are measured at nominal value, where this represents a reasonable estimate of their fair value, given their shortterm nature. Financial instruments Banque Accord values its financial instruments using a standard method which discounts estimated future cash flows from each instrument at the market rate for zero-coupon bonds at 12/31/2007. BanqueAccord_RA07_GB.indd 51 France Western Europe Rest of the World Total 286,362 78,401 25,658 390,421 2,157,015 540,008 35,224 2,732,248 6,117 797 473 7,387 Bond debt The fair value of bonds is determined by discounting future cash flows at the market rate for zero coupon bonds with the same maturity, plus a spread equivalent to that applying at the time the bonds were issued. Loans and advances from banks They are valued at their nominal value insofar as they constitute a reasonable estimate of their market value, given their short-term nature. Note 29 _ Risk exposure and management In the normal course of business, Banque Accord is exposed to interest rate, currency and credit risks. Interest rate risks are managed using derivative financial instruments. Market risks (liquidity, interest rate and currency risks) are managed centrally at Group level. 29.1 _ Counterparty risk By virtue of the nature of its business, Banque Accord is consistently in a net borrower position. Counterparty risk therefore mainly concerns offbalance sheet transactions. To contain this risk, Banque Accord deals only with leading banks for its financing and interest rate and currency hedging transactions. Interest rate and currency derivative transactions are conducted only with banking counterparties that are rated at least “A” by Moody’s, Standard and Poor’s or Fitch. In countries outside France, where the country risk rating is below A, local Group companies obliged to deal with local banks, are authorized to do business with counterparties whose rating is equivalent to the country risk rating. 29.2 _ Interest rate risks The Banque Accord financial policy aims to protect its financial margin against the effects of future changes in interest rates by hedging all the interest rate risks applying to its fixed-rate loans. The hedging strategy consists of matching fixed rate installment loans with fixed rate financing of the same repayment 2/04/08 0:31:53 52 Banque Accord 2007 annual report profile, or using derivative instruments. The derivatives portfolio includes swaps, CAP and/or collars, but excludes deactivating barrier options. Interest rate risks on variable rate loans are not hedged as a matter of course, since Banque Accord is generally able to pass on any rate increases to its customers. Nevertheless, where Banque Accord does hedge against this risk, it uses only one-year interest rate options. The hedging policy is reviewed quarterly by the bank’s Treasury Committee. Hedging policies are determined jointly with Banque Accord’s partners in accordance with the principles outlined above. They are approved by the Boards of Directors of Group companies for local application under the supervision of both partners. 2007 Exposure to interest rates risk Fixed-rate financial assets 693 Fixed-rate financial liabilities 406 Variable-rate financial assets 1,682 Variable-rate financial liabilities 1,949 The schedules of financial assets are shown in notes 6 and 7, and chose of financial liabilities in note 29.4. Sensitivity analysis method Assumptions : •Rate rises applying to variable-rate liabilities are reflected in variable-rate assets 3 months later. •Rate falls applying to variable-rate liabilities are reflected in variable-rate assets 3 months later. •With the exception of the cash flow hedge reserve, there is no equity exposure to interest rate risk. •Only part of fixed rate assets are hedged using variable rate liabilities. Fixed rate assets and liabilities are scheduled by forecast due date, and a variable rate exposure gap calculated for a 12- BanqueAccord_RA07_GB.indd 52 month period. The impacts on the income statement have been calculated on the basis of upward and downward interest rate movements of 100 bp. In respect of the impact on equity, the financial instruments used to provide cash flow hedging have been recognized individually on the basis of upward and downward movements of 100 bp. •The impact of swaps on equity has been calculated on the basis of the difference between the marked to market value in the balance sheet date and the new post-adjustment value. •In the case of CAP, only the variance in their intrinsic value following a 100 bp adjustment has been recognized in equity. Sensitivity analysis Impact on the income statement On the basis of our financial position at December 31, 2007, a 1% rise in interest rates across all currencies would result in an increase of €1.1 million in our cost of finance. On the basis of our financial position at December 31, 2007, a 1% fall in interest rates across all currencies would result in a reduction of €4.7 million in our cost of finance. 2/04/08 0:31:54 53 Impact on equity On the basis of our financial position at December 31, 2007, a 1% rise in interest rates across all currencies would result in an increase of €10.7 million in our equity via the cash flow hedge reserve. On the basis of our financial position at December 31, 2007, a 1% fall in interest rates across all currencies would result in a reduction DERIVATIVE-BASED FINANCIAL LIABILITIES Interest rate swaps of €7 million in our equity via the cash flow hedge reserve. 29.3 _ Interest rate hedges Fair value hedges Derivatives transactions described as fair value hedges are swap transactions where Banque Accord is the fixed rate lender and the variable rate borrower (3-month or 6-month Euribor). These swaps are set up at the time fixed rate debt securities or banking facilities are agreed to convert interest streams from fixed to variable rate All swap transactions are denominated in euro. The aggregate fair value of these swaps, as shown in the balance sheet, is €1.2 million. Book value 1,174 Contractual cash flows Total Less than 1 year 1,184 1,184 1 year to 5 years More than 5 years Net profit (loss) on hedged items is a loss of €6,918,000, and the net profit (loss) on the related hedges is a profit of €4,722,000. Cash flow hedges Derivatives transactions described as cash flow hedges are swap transactions where Banque Accord is the fixed rate borrower and the variable rate lender. Their purpose is to fix interest rates on part of Banque Accord’s forecast variable rate debt issues, in order to limit the possible volatility of future interest spreads over the next one to three years. No cash flow hedges cover period of more than three years. All swap transactions are denominated in euro. The following table shows the periods over which Banque Accord expects cash flow hedge-related cash flows to occur. The ineffective portion recognized in the income statement as cash flow hedge is equivalent to the variance in the time value of CAP, and represents a charge of €322,000. Book value Contractual cash flows Total Interest rate swaps CAP 29.4 _ Liquidity risk Banque Accord manages its liquidity risk by applying financing policies based on: ➢ The diversification of banking counterparties in order to guarantee BanqueAccord_RA07_GB.indd 53 Less than 1 year 1 year to 5 years 2,221 2,292 1,703 737 325 325 a satisfactory spread of funding sources, in accordance with the recommendations of the French banking regulator (the Comité de réglementation bancaire More than 5 years 589 et financière). ➢ 100% coverage of average funding requirements using longterm facilities (due beyond one year) and confirmed bank lines of credit. 2/04/08 0:31:54 54 Banque Accord 2007 annual report Medium- and long-term bank funding contracts contain the type of commitment and default clauses normally seen in this type of contract, i.e. paripassu, negative pledge and material adverse change. The Banque Accord Euro Medium Term Note (EMTN) program, which includes bond issues, contains a negative pledge and a mutual default clause. No financial debt includes any commitment or default clause relating to a decline in the Group’s rating. With regard to Commission Bancaire regulations on liquidity ratio calculation, the regulatory assumptions adopted are: a credit take-up rate of 5 % of the funds advanced to customers active within the last two years. This risk is therefore managed monthly via the liquidity ratio. Furthermore, on an historical basis, the probability of customer credit take-up is below 5 %. Liquidity risk exposure The remaining financial liability contract periods are analyzed below, and include interest payments. Book value Contractual cash flows Total Less than 1 year 1 year to 5 years Bonds 927,897 1,041,376 216,096 825,280 133,312 Loans and advances from banks 543,179 563,142 429,830 Loans and advances to customers 402,581 403,433 403,433 DDebt securities 444,994 449,747 403,885 45,862 35,113 49,316 1,825 7,657 4,992 4,992 4,992 22,727 22,727 22,727 3,815 3,815 3,815 Subordinated debt Trade payables Other current debts More than 5 years 39,834 Other non-current debts Current taxes payable 29.5 _ Currency risk Banque Accord’s exposure to currency risk is limited to its capital investment in its Polish, Hungarian, Russian and Romanian subsidiaries (Accord Finance, Accord Magyarorszag, BA Finans and Intermed Consumer Finance). The amounts involved are not considered significant enough to warrant specific hedging policies. 29.6 _ Customer risk management 1. General information The major part of creditrelated risk concerns personal loans. This risk is BanqueAccord_RA07_GB.indd 54 spread over a large number of personal customers, each with a limited commitment. 2. Credit risk management methods At Banque Accord, credit risk is monitored and managed by the Group subsidiary and partner risk departments, the Group Risk Department and internal compliance via risk committees. In France and Portugal, credit risk is monitored and managed by the local risk departments. In other countries, the bank’s partners are responsible for credit risk management, since it is their customer management processes and system that quantify the risk. In those joint ventures where we have access to a local risk resource, as is the case in Spain and Russia, risk is monitored by that resource and the Group Risk Department. Where appropriate, the local resource may develop projects jointly with the partner. In all cases, risk is monitored by the Group Risk Department. 2/04/08 0:31:54 55 The mission of these committees is to manage credit risk and act as project manager for those projects impacting on these risks. They validate risk management, ensure the effectiveness of the existing system and take decisions regarding changes to the risk chain and scoring system and validate the budget forecasts for the provisioning and cost of risk for new products. They are also responsible for maintaining documentation on the following subjects: opening all loan and payment product accounts, credit limit management and collection. Regular national and Group committee meetings validate risk strategy, methodologies and performance. 3. The process used to grant loans and credit, and set personal credit limits The credit granting decisionmaking systems are based on a statistical evaluation and individual consideration of applications, and are applicable to all types of customer and income level. They include: • Credit scoring • Clearly-stated rules for declining applications • Rules governing the supporting documentation to be supplied. Strict compliance with the decisions arrived at after applying the rules and credit scoring (very few exceptions are made) ensures a very precise control of the associated credit risks. The BanqueAccord_RA07_GB.indd 55 reasons for exceptions and those persons authorized to make them are defined by procedures and are normally checked after granting: such exceptions are used mainly to enable personalized management of the process involved in granting larger amounts of credit and the management of targeted customer groups. 4. Granting of guarantees Group policy restricts the granting of financial guarantees to subsidiaries and selected partner companies only. 5. Inside the Group In common with the wider market, the Banque Accord Group saw signs of credit risk tightening in 2007. The damage done to the credit environment by the subprime crisis is reflected in the financial figures of several Group subsidiaries and, to varying degrees, in the rise in bad debts and problematic debt collection. This is particularly true of our Spanish company, operating as it does in a country where household indebtedness is rising steeply, and which is currently experiencing a pronounced increase in risk levels. Despite being forecast, the rise in credit risk experienced by our Italian company was also very marked. A return to more normal levels is expected in 2008. At consolidated group level however, the risk remains contained, thanks to the good financial performance and contribution made by our most mature companies in France and Portugal, as well as the controlled growth of our operations in Central Europe. In France, the rising trend in loans subject to the Neiertz low continued in 2007. Global economic conditions have only confirmed the Group’s conviction of the urgent need to implement a Basel based risk monitoring system in all its operating countries, based on the French model. The Basel II project is therefore now underway in our Portuguese and Spanish companies. In 2008, Banque Accord France will intensify the use of its Basel agreement-based system in day-to-day risk management to ensure the optimized allocation of credit. As required by the Basel II guidelines, Banque Accord will continue implementation of its CAP Clients customer knowledge consolidation project in 2008. This project was initiated in 2007. 6. Aged balance of overdue payments Customers loans and advances are impaired as soon as a bad debt is registered. Banque Accord has no outstanding liabilities in the form of unimpaired bad debts. 7. Restructured loans The amount of loans restructured or rearranged, whether 2/04/08 0:31:54 56 Banque Accord 2007 annual report Consolidated equity 242.4 Cash flow hedge and IFC provision discounting reserves (net of tax) (1.4) Property, equipment and goodwill (22.1) Tier 1 218.9 Subordinated debt 35.0 Equity holdings in lending institutions accounted for using the equity method (5.5) Tier 2 29.5 internaly of following a overindebtedness commission ruling, totaled €158.3 million. This figure is impaired to €91.1 million. are pending or impaired. the reserve allocated to customers cannot be accessed where repayments remain outstanding. 8. Maximum exposure The maximum level of exposure credit risk is estimated at €367 million. It comprises repayments outstanding for less than 90 days and not provisioned and impaired loans. It does not include funds allocated to customers, but which 29.7 _ Equity management The equity referred to is that defined in instruction 2007-02 of March 26, 2007 relating to the equity requirements applicable to lending instructions. Banque Accord is required to maintain the 8 % solvency ratio imposed by the Commission CONSOLIDATED RATIOS Bancaire. The amount of equity monitored throughout the year using an internal reporting system based on the Basel II regulations. It is also projected on a general basis during compilation of the annual plan, and monitored on the quaterly accounting dates. The amount of regulatory equity at December 31, 2007 was €248.4 million. This figure is broken down as follows: 2007 2006 2005 Ratio / Tier 1 (in %) 9.6 % 8.7 % 8.6 % Ratio / Tier 2 (in %) 1.3 % 1.7 % 1.9 % Creditworthiness ratio (in %) 10.9 % 10.4 % 10.5 % Liquidity ratio 138 % 214 % 213 % Note 30 _ Appropriation of profit Subject to approval by the Annual General Meeting, the total amount of profit for the fiscal year will be appropriated to the reserves. BanqueAccord_RA07_GB.indd 56 2/04/08 0:31:54 Banque Accord 2007 annual report Auditors’ report on the consolidated financial statements Contents 2 Corporate governance 3 Message from the CEO 4 Highlights 5 Key figures 6 Conquest 10 14 Sharing Year ended December 31, 2007 18 Financial report Banque Accord S.A. Registered office: 40, avenue de Flandre – 59170 Croix Share capital: €28,200,300 Innovation To the shareholders, In accordance with the terms of our appointment at the Annual General Meeting, we have examined the accompanying consolidated financial statements of Banque Accord SA for the year ended December 31, 2007. These consolidated financial statements were prepared by your Board of Directors, and it is our task to express an opinion on these statements, based on our audit findings. Innovation Increasingly mobile financial services Page 6 BanqueAccord RA07_couvs GB NEW.iII II 1. Opinion on the consolidated financial statements We have conducted our audit in accordance with the professional standards applying in France. These standards require that we plan and perform the audit in such a way as reasonably to ensure that the consolidated financial statements are free from material misstatement. An audit includes sampling the data contained in these financial statements to examine the evidence supporting the amounts and disclosures they contain. An audit also includes an appraisal of the accounting principles used, and significant estimates made, by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, these consolidated financial statements, prepared in accordance with the IFRS as adopted by the European Union, constitute a fair representation the results of business conducted during the year ended 31 December 2006, and the financial position and assets of the Group at that date. 2. Basis of opinion In accordance with Article L.823-9 of the French Commercial Code, which governs the basis of our opinion, we would draw your attention to the following matters: As shown in notes 3.16 Impairment of financial assets, 7.2 Impaired receivables, 7.3 Changes in impairment and 22 Impairment losses to the financial statements, your company records provisions covering the credit risks inherent in its business. Our task is to give our opinion of the data and assumptions upon which these estimates are based, review the calculations made by the company, compare the estimates contained in the financial statements for previous fiscal years with the corresponding actual figures and examine the procedures used by the board of directors when approving these estimates. We have therefore assessed the reasonableness of management’s estimates. The assessments were made in the context of our audit of the consolidated financial statements as a whole, and therefore contributed to the formation of the unqualified opinion expressed in the first part of this report. 3. Specific verification In accordance with the professional standards applicable in France, we have also examined the information contained in the Group management report. We have observation to make regarding the fairness of this information or its consistency with the consolidated financial statements. Paris La Défense, March 12, 2008 Villeneuve d’Ascq, March 12, 2008 KPMG Audit – A department of KPMG S.A. Didier de Menonville Partner aCéa Christian Chounavelle Partner 4/04/08 17:33:49 Contacts Headquarters Banque Accord 4-6 rue Jeanne Maillotte 59110 La Madeleine France Tel.: (33) 03 28 38 58 00 Fax: (33) 03 28 38 59 35 China Accord Business Consulting 5F, Zhong Tong Building n° 1 Huangxing Road 200090 - Shanghaï-PRC Tel.: (86) 21 65 18 37 94 Fax: (86) 21 65 18 68 44 Spain AccordFin Avenida de la Industria, n° 49 28108 Alcobendas Madrid Tel.: (34) 91 484 58 21 Fax: (34) 91 484 58 22 France Banque Accord 4-6 rue Jeanne Maillotte 59110 La Madeleine Tel.: (33) 03 28 38 58 00 Fax: (33) 03 28 38 59 35 Oney.fr 2-8 rue Gaston Rebuffat 75940 Paris Cedex Tel.: (33) 01 44 89 29 05 Fax: (33) 01 44 89 29 19 Hungary Accord Magyarorszag Tölgyfa u.28 1027 Budapest Tel.: (36) 188 73 952 Fax: (36) 188 73 999 Italy Accord Italia Via Messina, 38 – Torre C 20154 Milano Tel.: (39) 02 30 37 00 10 Fax: (39) 02 30 37 00 99 Ireland Oney Life / Oney Insurance The Metropolitan Building Third Floor James Joyce Street Dublin 1 Tel.: (353) 1 266 6079 Fax: (353) 1 266 6066 Analysts Treasury department Tel.: (33) 03 28 38 58 00 Media Communications department Tel.: (33) 03 28 38 59 26 innovative mobile sustainable Poland AccordFinance Ul. Ogrodowa 58 00-876 Warszawa Tel.: (48) 71 79 97 020 Fax: (48) 71 79 97 003 Portugal Crediplus / Oney.pt Avenida José Gomes Ferreira, n° 9 Sala 01 Miraflores 1495 - 139 Algés Tel.: (351) 214 125 293 Fax: (351) 21 412 68 77 Romania Accord Intermed Consumer Finance SRL Hipermarket Auchan Titan Bd. 1 Decembrie 1918 4A, etaj 3 011351 Bucarest Tel.: (4) 021 408 01 09 Fax: (4) 021 408 01 09 2007 ANNUAL REPORT Russia BAFinans 1, building 14, Nagatinskaya street 117105 Moscow Tel.: (7) 495 662 82 00 Fax: (7) 495 662 82 01 www.banque-accord.com www.oney.com Editorial staff: Banque Accord Communications department Photo Credits: DDB Nouveau Monde, Banque Accord – DR Design – Production: leadership BanqueAccord RA07_couvs GB NEW.iIV IV mobility innovation commitment 4/04/08 17:33:43