INTERIM FINANCIAL STATEMENTS OF THE PKO BANK POLSKI SA GROUP FOR THE FIRST THREE QUARTERS OF 2005

Transcription

1 PKO BANK POLSKI SPÓŁKA AKCYJNA INTERIM FINANCIAL STATEMENTS OF THE PKO BANK POLSKI SA GROUP FOR THE FIRST THREE QUARTERS OF 2005 Prepared in accordance with International Financial Reporting Standards

2 Table of contents 1. Summary Accounting policies Financial statements Impairment of assets Adjustments due to provisions, deferred tax liability and deferred tax asset of the bank Description of the PKO BP SA Group Entities incuded in the consolidated financial statements Changes in the organisation of related entities in the 3 rd quarter of Related party transactions Summary of major achievements of PKO BP SA in the 3 rd quarter of General information Banking activities Brokerage activities Other activities Summary of major achievements of subsidiaries in the 3 rd quarter of Factors and events with significant impact on financial performance Financial performance of the PKO BP SA Group in the 3 rd quarter of Financial performance of PKO BP SA in the 3 rd quarter of Seasonality or cyclical nature of activities in the reporting period Issuance, redemption and repayment of debt and equity securities Significant post balance sheet events which may have a significant effect on the future financial results The position of the Management Board regarding the possibility of achieving previously published forecasts Information on dividend paid or declared Shareholders holding, directly or indirectly, at least 5% of votes at the issuer s General Meeting Changes in the number of issuer s shares held by the Management and Supervisory Board members Transactions concluded by the issuer or its subsidiary with other Group entities, with a value exceeding the PLN equivalent of EUR 500, Results of changes in the Group s structure, including the effects of merger, takeover or sale of the Group s entites, long-term investments, division, restructuring and discontinuance of activities Factors which may affect future financial performance within at least the next quarter Suretyships and guarantees granted by the issuer or by its subsidiary to a single entity or its subsidiary, if the total value of granted suretyships or guarantees amounts to at least 10% of the issuer s shareholders equity Proceedings pending before a court, arbitration tribunal or public administrative authority Other disclosures significant for evaluation of the issuer s human resources, financial situation, financial performance and any changes therein Segmentation of activities of the PKO BP SA Group

3 1. SUMMARY As at 30 September 2005: total assets of the PKO BP SA Group amounted to PLN 92,421 million and increased by PLN 6,466 million i.e. 7.5% compared to the end of 2004, the Group s total equity amounted to PLN 8,458 million and decreased by PLN 400 million i.e. 4.5% compared to the end of 2004 as a result of the decision of the General Shareholders' Meeting to apportion PLN 1 billion to dividends from the 2004 profit. In the first 3 quarters of 2005, the PKO BP SA Group achieved the gross pre - tax result amounting to PLN 1,733 million. After deductions resulting from tax charges and minority interest, the net result amounted to PLN 1,373 million. Compared to the same period in 2004, the gross pre - tax result and the net result were 15.0% and 14.5% higher, respectively. The Group s gross pre - tax result for the third quarter of 2005 amounted to PLN 629 million and was 45.9% higher compared to the third quarter of The net result achieved by the Group in the third quarter 2005 amounted to PLN 485 million and was 41.5% higher compared to the balance for the third quarter of ACCOUNTING POLICIES This report was prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), effective from the beginning of 2005, and with the interpretations thereof issued by the International Financial Reporting Interpretation Committee (IFRIC). The consolidated quarterly report was prepared in accordance with the International Accounting Standard No. 34 Interim financial reporting and includes additional disclosures required by the Decree of the Minister of Finance of 19 October 2005 on current and interim information to be provided by the issuers of securities (Journal of Laws No. 209 item 1744). The accounting policies applied in the report for the 3 rd quarter of 2005 are consistent with those applied in the previous quarters of These policies were described in detail in the Semi - annual Consolidated Report for the first half of

4 3. FINANCIAL STATEMENTS Consolidated quarterly report 3/2005 For the 3 quarters of 2005 (period from 1 January 2005 to 30 September 2005) Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna (full name of issuer) PKO BP SA (abbreviated name of issuer) Warszawa (postal code) (city) Puławska 15 (street) (number) (telephone) (fax) ( ) (NIP) (REGON) (www) Consolidated condensed financial statements in PLN thousand in EUR thousand SELECTED FINANCIAL DATA Period from to Period from to Period from to Period from to Net interest income Net fees and commission income Operating profit Net profit (loss) for the current year (including minority interest) Net profit (loss) Shareholders equity attributable to the parent company s shareholders Total shareholders equity Net cash flow from operating activities ( ) ( ) ( ) ( ) Net cash flow from investing activities Net cash flow from financing activities (76 011) (18 730) Total net cash flows ( ) ( ) Net profit per ordinary share for the period Diluted net profit per ordinary share for the period Condensed financial statements in PLN thousand in EUR thousand SELECTED FINANCIAL DATA Period from to Period from to Period from to Period from to Net interest income Net fees and commission income Operating profit Net profit Total shareholders equity Net cash flow from operating activities ( ) ( ) ( ) ( ) Net cash flow from investing activities Net cash flow from financing activities (1 399) (345) Total net cash flows ( ) ( ) Net profit per ordinary share for the period Diluted net profit per ordinary share for the period

5 BALANCE SHEET OF THE POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA GROUP ASSETS As at As at Cash and amounts due from the Central Bank Amounts due from banks Financial assets held for trading Derivative financial instruments Other financial instruments at fair value through profit or loss Loans and advances to customers Investment securities Available for sale Held to maturity Investments in associates and jointly controlled entities Intangible assets Tangible fixed assets Deferred tax asset Other assets TOTAL ASSETS LIABILITIES AND EQUITY As at As at Liabilities Amounts due to the Central Bank Amounts due to other banks Derivative financial instruments Amounts due to customers Liabilities arising from securities issued Other liabilities Deferred tax liability Provisions TOTAL LIABILITIES Equity Share capital Other capital and reserves Currency translation differences from foreign operations (4 283) (11 472) Retained earnings Net profit for the period Equity attributable to the parent company s shareholders Minority capital Total equity TOTAL LIABILITIES AND EQUITY Capital adequacy ratio * * Capital adequacy ratio as at 31 December 2004 was calculated on the basis of comparative data restated for changes in accounting policies. In accordance with the authorized consolidated financial statements of the Group as at 31 December 2004, the capital adequacy ratio amounted to 16.67%. 5

6 PROFIT AND LOSS ACCOUNT OF THE POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA GROUP 3rd quarter from to quarters from to rd quarter from to quarters from to Interest income Interest expense ( ) ( ) ( ) ( ) Net interest income Fees and commission income Fees and commission expense (79 909) ( ) (73 260) ( ) Net fees and commission income Dividend income Result from financial instruments at fair value (36 023) (95 318) Result from investment securities (31 802) (37 687) Foreign exchange result Other operating income Other operating expense (53 670) ( ) (69 622) ( ) Net other operating income Impairment losses (53 165) ( ) (2 682) (13 081) Overhead costs ( ) ( ) ( ) ( ) Operating profit (loss) Share in the profits (losses) of associates and jointly controlled entities Profit (loss) before income tax Income tax expense ( ) ( ) (86 634) ( ) Net profit (loss) for the period (including minority interest), of which: (Profit) loss attributable to minority shareholders Net profit (loss) Net profit per ordinary share - net profit per ordinary share for the period diluted net profit per ordinary share for the period

7 EQUITY STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY OF THE POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA GROUP Period from Period from to to Share capital Other capital and reserves, of which: Reserve capital Revaluation reserve (2 637) Fair value adjustments to available-for-sale financial assets (2 637) Other reserves General banking risk fund Foreign exchange differences on foreign operations (4 283) (1 998) Retained earnings Net profit for the period Equity attributable to the parent company s shareholders Minority capital Including the result for the period Total equity Sources of changes in equity Equity as at the end of the previous period Adjustments due to changes in accounting policies recognition of minority interest adjustments associated with implementation of IFRS/IAS Equity as at the beginning of the period, restated Changes in shareholders equity Net profit (loss) for the period attributable to the parent company s shareholders Profits (losses) of the minority shareholders Fair value adjustments to available-for-sale financial assets recognised in the revaluation reserve ( ) Currency translation differences on subsidiaries (1 998) Other increases/decreases of shareholder s equity ( ) Total shareholders equity CONDENSED STATEMENT OF CASH FLOWS OF THE POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SAGROUP Period from to Period from to Net cash flow from operating activities ( ) ( ) Net cash flow from investing activities Net cash flow from financing activities (76 011) Total net cash flow ( ) Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period Components of cash and cash equivalents Cash on hand Amounts due from central banks Current receivables from financial institutions Cash of the Brokerage House in the Stock Exchange Guarantee Fund

8 OFF-BALANCE SHEET ITEMS OF THE POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA GROUP As at As at Off-balance sheet contingent liabilities granted and received Contingent liabilities granted: financial guarantees Contingent liabilities received: financial guarantees Liabilities arising from the purchase/sale transactions Other, of which: irrevocable liabilities received collaterals Total off-balance sheet items

9 BALANCE SHEET OF POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA ASSETS As at As at Cash and amounts due from the Central Bank Amounts due from banks Financial assets held for trading Derivative financial instruments Other financial instruments at fair value through profit or loss Loans and advances to customers Investment securities Available for sale Held to maturity Investments in associates and jointly controlled entities Intangible assets Tangible fixed assets Other assets TOTAL ASSETS LIABILITIES As at As at Amounts due to the Central Bank Amounts due to other banks Derivative financial instruments Amounts due to customers Liabilities arising from securities issued - - Other liabilities Deferred tax liability Provisions TOTAL LIABILITIES Share capital Other capital and reserves Retained earnings Net profit for the period Total equity TOTAL LIABILITIES AND EQUITY Capital adequacy ratio * * Capital adequacy ratio as at 31 December 2004 was calculated on the basis of comparative data restated for changes in accounting policies. In accordance with the authorized financial statements of the Bank as at 31 December 2004, the capital adequacy ratio amounted to 16.77%. 9

10 PROFIT AND LOSS ACCOUNT OF POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA 3 rd quarter from to quarters from to rd quarter from to quarters from to Interest income Interest expense ( ) ( ) ( ) ( ) Net interest income Fees and commission income Fees and commission expense (82 882) ( ) (76 797) ( ) Net fees and commission income Dividend income Result from financial instruments at fair value (36 178) (95 572) Result from investment securities (32 169) (38 266) Foreign exchange result Other operating income Other operating expense (34 968) (67 232) (32 550) (73 935) Net other operating income Impairment losses (40 732) ( ) (2 274) Overhead costs ( ) ( ) ( ) ( ) Operating (loss) profit Share of profit of associates and jointly controlled entities Profit (loss) before income tax Income tax expense ( ) ( ) (84 804) ( ) Current ( ) ( ) ( ) ( ) Deferred Net profit (loss) Net profit per ordinary share - net profit per ordinary share for the period diluted net profit per ordinary share for the period

11 EQUITY STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY OF POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA Period from to Period from to Share capital Retained earnings, of which: Retained earnings from previous years Net profit for the period Other capital and reserves, of which: Reserve capital Revaluation reserve (3 283) Fair value adjustments to available-for-sale financial assets (3 283) Currency translation differences on subsidiaries - - Differences arising on valuation of fixed assets - - Other reserves General banking risk fund Total equity Sources of changes in equity Equity as at the end of the previous period Adjustments due to changes in accounting policies adjustments associated with implementation of IFRS/IAS adjustments associated with implementation of effective interest rate ( ) - Equity as at the beginning of the period, restated Changes in shareholders equity Net profit (loss) of the Bank Fair value adjustments to available-for-sale financial assets recognised in the revaluation reserve ( ) Other increases/decreases of shareholders equity ( ) (27 102) Total shareholders equity CONDENSED STATEMENT OF CASH FLOWS OF POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA Period from to Period from to Net cash flow from operating activities ( ) ( ) Net cash flow from investing activities Net cash flow from financing activities (1 399) Total net cash flow ( ) Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period Components of cash and cash equivalents Cash on hand Amounts due from central banks Current receivables from financial institutions Cash of the Brokerage House in the Stock Exchange Guarantee Fund

12 OFF-BALANCE SHEET ITEMS OF POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA As at As at Off-balance sheet contingent liabilities granted and received Contingent liabilities granted: financial guarantees Contingent liabilities received: financial guarantees Liabilities arising from the purchase/sale transactions Other, of which: irrevocable liabilities received collaterals Total off-balance sheet items

13 Reconciliation of differences between IFRS/IAS and PAS The tables below present the impact of implementation of IFRS/IAS on equity and net profit in the reporting periods presented in this report. Reconciliation of differences between IFRS/IAS and PAS as at 30 September 2004 PROFIT AND LOSS ACCOUNT OF THE POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA GROUP PAS IAS Difference IAS - PAS Interest income (4 499) 1),2) Interest expense ( ) ( ) (95 114) 1),5) Net interest income (99 613) Fees and commission income (659) 2) Fees and commission expense ( ) ( ) (45) 1),2) Net fees and commission income (704) Dividend income Result from financial instruments at fair value ( ) 5),7) Result from investment securities ( ) (37 687) ),5) Foreign exchange result ),7) Other operating income ),2),6) Other operating expense ( ) ( ) ),3),6) Net other operating income Impairment losses (13 081) (62 273) 4),6) Overhead costs ( ) ( ) (87 220) 1),2) Operating profit (loss) (17 876) Share in the profits (losses) of associates and jointly controlled entities ),3) Profit (loss) before income tax (15 901) Income tax expense ( ) ( ) 11 2) Net profit (loss) for the period (including minority interest) (15 890) (Profit) loss attributable to the minority shareholders (127) (1 709) (1 582) 1) Net profit (loss) (17 472) 1) Consolidation of subsidiaries using the full method, previously valued using the equity pick - up method according to PAS. 2) Change of presentation in subsidiaries entities consolidated using the full method 3) Reversal of goodwill amortisation 4) Adjustment to goodwill impairment 5) Change in presentation of premium on debt securities. 6) Change in presentation of tangible fixed assets impairment 7) Change in presentation of CIRS transactions valuation Reconciliation of the differences between IAS and PAS in the Group s net profit for the 9 month period ended 30 September 2004 (reconciliation of earlier published PAS financial data and comparative data restated to IAS) (9-month period ended 30 September 2004) Net profit according to PAS Reversal of goodwill amortization Adjustment to goodwill impairment (36 008) Profit (loss) attributable to the minority shareholders (1 582) Net profit according to IAS

14 Reconciliation of differences between IAS and PAS in the Group s equity as at 30 September 2004 (reconciliation of earlier published PAS financial data and comparative data restated to IAS) Equity according to PAS as at Reversal of goodwill amortisation Recognition of the minority interest Transfer of general banking risk provision to equity Deemed cost of tangible fixed assets stated at fair value Adjustment to goodwill impairment (36 008) Other changes (94) Equity according to IAS Reconciliation of differences between IFRS/IAS and PAS as at PROFIT AND LOSS ACCOUNT OF POWSZECHNA KASA OSZCZĘDNOŚCI BANK POLSKI SA PAS IAS Difference IAS - PAS Interest income Interest expense ( ) ( ) (95 131) 1) Net interest income (95 131) 1) Fees and commission income Fees and commission expense ( ) ( ) - Net fees and commission income Dividend income ) Result from financial instruments at fair value ) 5) ( ) Result from investment securities ( ) (38 266) ) Foreign exchange result ) Other operating income (845) 3) Other operating expense (99 028) (73 935) ) Net other operating income Impairment losses (2 274) 3) 4) (57 456) Overhead costs ( ) ( ) - Operating profit (loss) (14 313) Share of profit of associates and jointly controlled entities ) 4) (36 255) Profit (loss) before income tax (50 568) Income tax expense ( ) ( ) - Net profit (loss) (50 568) 1) Change in presentation of premium on debt securities 2) Change in presentation of dividend received from subsidiaries 3) Change in presentation of tangible fixed assets impairment 4) Valuation of investments in subsidiaries in accordance with IAS 27 and IAS 36 5) Change in presentation of CIRS transactions valuation Reconciliation of the differences between IAS and PAS in the Bank s net profit for the 9 month period ended 30 September 2004 (reconciliation of earlier published PAS financial data and comparative data restated to IAS) (9-month period ended 30 September 2004) Net profit according to PAS Valuation of investments in subsidiaries at cost less impairment instead of using the equity pick up method (50 568) Net profit according to IAS

15 Reconciliation of differences between IAS and PAS in the Bank s equity as at 30 September 2004 (reconciliation of earlier published PAS financial data and comparative data restated to IAS) Equity according to PAS as at Valuation of investments in subsidiaries at cost less impairment instead of using the equity pick up method Transfer of the general banking risk provision to equity Deemed cost of the tangible fixed assets at fair value in accordance with IFRS Equity according to IAS as at IMPAIRMENT OF ASSETS The balances of impairment allowances recognised against assets at the balance sheet date are as follows: Impairment allowances against loans and advances, guarantees and * deposits Impairment allowances against tangible fixed assets and intangible assets Impairment allowances against financial assets Impairment allowances against other assets *Inclusive of provision created in accordance with the Decree of the Minister of Finance dated 10 December 2003 on the creation of provisions for risks relating to banking activities (Journal of Laws No. 218, item 2147). Impairment losses recognised by the Bank on financial assets through profit and loss Increases ( ) ( ) of which: - impairment losses on loans and advances ( ) ( ) - impairment losses on off-balance sheet liabilities (36 345) (24 070) - impairment losses on securities and financial assets (482) (52 169) - impairment losses on other receivables and tangible fixed assets (27 612) (31 359) Decreases of which: - impairment losses on loans and advances impairment losses on off-balance sheet liabilities impairment losses on securities and financial assets impairment losses on other receivables and tangible fixed assets Balance at the end of the period ( ) (2 274) 5. ADJUSTMENTS DUE TO PROVISIONS, DEFERRED TAX LIABILITY AND DEFERRED TAX ASSET OF THE BANK Deferred tax liability Deferred tax asset Provision for off-balance sheet liabilities Provision for future liabilities to employees

16 6. DESCRIPTION OF THE PKO BP SA GROUP 6.1. ENTITIES INCUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS The consolidated financial statements include the financial statements of the Bank, as the holding company of the PKO BP SA Group, and its subsidiaries, as defined under IAS 27 Consolidated and Separate Financial Statements. Table 1. Entities included in the consolidated financial statements No. Name of the entity Value of investment at cost % of share capital PLN thousands % Method of consolidation The PKO BP SA Group Parent company 1 Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna Entities directly controlled by the Bank (direct subsidiaries) 2 Powszechne Towarzystwo Emerytalne BANKOWY S.A Full method 3 Centrum Finansowe Puławska Sp. z o.o Full method 4 Kredyt Bank (Ukraina) S.A Full method 5 PKO Inwestycje Sp. z o.o * Full method 6 Inteligo Financial Services S.A Full method 7 Centrum Elektronicznych Usług Płatniczych eservice S.A Full method 8 Bankowy Fundusz Leasingowy S.A Full method 9 Bankowe Towarzystwo Kapitałowe S.A Full method Entities indirectly controlled by the Bank (indirect subsidiaries) Direct subsidiaries of PKO Inwestycje Sp. z o.o. 10 Fort Mokotów Sp. z o.o Full method 11 Wilanów Investments Sp. z o.o Full method 12 POMERANKA Sp. z o.o Full method 13 UKRPOLINWESTYCJE Sp. z o.o Full method Direct subsidiary of PTE BANKOWY S.A. 14 Finanse Agent Transferowy Sp. z o.o Full method Other entities included in consolidation Jointly controlled entities 15 Centrum Obsługi Biznesu Sp. z o.o Equity method PKO/CREDIT SUISSE 16 Towarzystwo Funduszy Inwestycyjnych S.A Equity method 17 WAWEL Hotel Development Sp. z o.o Equity method *inclusive of a capital injection payment (dopłata) of PLN 5.5 million 16

17 Table 2. Other entities on which the Bank has a significant influence No. Name of the entity Value of investment at cost Associates % of share capital PLN thousands % Method of consolidation 1 Bank Pocztowy S.A Equity method 2 Kolej Gondolowa Jaworzyna Krynicka S.A Equity method 3 Ekogips S.A. in bankruptcy Equity method 4 Poznański Fundusz Poręczeń Kredytowych Sp. z o.o Equity method 5 Hotel Jan III Sobieski Sp. z o.o Equity method 6 Agencja Inwestycyjna CORP S.A Equity method Due to immaterial amounts, the following entities were not consolidated: International Trade Center Sp. z o.o. in liquidation, Przedsiębiorstwo Informatyki Bankowej Elbank Sp. z o.o. in liquidation, Sonet Hungary Kft in liquidation (the subsidiary of Inteligo Financial Services S.A.) CHANGES IN THE ORGANISATION OF RELATED ENTITIES IN THE 3 RD QUARTER OF 2005 The events that affected the structure of the PKO BP SA Group in the 3 rd quarter of 2005 were as follows: incorporation of UKRPOLINWESTYCJE Sp. z o.o. in Kiev. UKRPOLINWESTYCJE Sp. z o.o. was entered in the National Register of Enterprises and Organisations of Ukraine on 10 August The company s share capital in Ukrainian hryvnas is the equivalent of USD 100,000 and consists of 100 shares with a nominal value amounting to the Ukrainian hryvna equivalent of USD 1,000. The company s shareholders are as follows: - PKO Inwestycje Sp. z o.o. (the Bank s subsidiary), with 55 shares accounting for 55% of the share capital, - JEDYNKA S.A. (with registered office in Rzeszów), with 30 shares accounting for 30% of the share capital, - ETALON INCEST (Ukrainian company), with 15 shares accounting for 15% of the share capital. The primary goal of the company is to take steps in order to launch investment projects in Kiev or in other Ukrainian cities. Registration of a share capital increase in Kolej Gondolowa Jaworzyna Krynicka S. A. An increase in the company s share capital of PLN 426,250 was registered in the National Court Register on 29 September The new shares were taken by the City of Krynica Górska. The increased share capital amounts to PLN 41,053,150 and consists of 821,063 shares with a nominal value of PLN 50 each. As a result of the increase, the Bank s shareholding decreased from 38.23% to 37.83%, and the percentage of votes at the Annual General Meeting decreased from 37.03% to 36.85%. Additional payment to PKO Inwestycje Sp. z o.o. In September 2005, PKO BP SA made an additional payment to PKO Inwestycje Sp. z o.o. amounting to PLN 1,020 thousand, committed to the investment project Miasteczko Wilanów (Wilanów Investments Sp. z o.o.). 17

18 6.3. RELATED PARTY TRANSACTIONS In the 3 rd quarter of 2005, PKO BP SA provided the following services to related entities: - keeping bank accounts, - accepting deposits, - granting loans, including for leasing activity, - issuing debt securities, - granting off-balance sheet liabilities credit lines, guarantees and foreign exchange transactions. All transactions were conducted on an arm s length basis. All significant transactions (exceeding the equivalent of EUR 500 thousand) between PKO BP SA and the PKO BP SA Group entities, not related to the Bank s current activities, were presented in point 17 of this commentary. 7. SUMMARY OF MAJOR ACHIEVEMENTS OF PKO BP SA IN THE 3 RD QUARTER OF GENERAL INFORMATION Table 3. General operating data as at 30 September 2005 Change from: Details Total number of branches 1,257 1,261 1,266 (4) (9) - in the Retail Market Area: 1,174 1,178 1,183 (4) (9) Regional Retail Branches Independent branches Subordinated branches (5) (10) - in the Corporate Market Area: Regional Corporate Branches Corporate client teams Corporate centers Number of ATMs 1,863 1,863 1, Number of employees (FTE) 34,081 34,681 35,386 (600) (1.305) 7.2. BANKING ACTIVITIES As at 30 September 2005, the Bank s deposits amounted to PLN 79.2 billion, and since the beginning of the year they have increased by PLN 5.9 billion. At the same time, the balance of deposits was higher by PLN 7.8 billion compared to the prior year. In the 3 rd quarter of 2005, an increase by PLN 4.2 billion was observed in the volume of deposits, which was mainly due to the increase in the volume of corporate market deposits by PLN 3.5 billion. The increase was mainly caused by the opening of a contingent settlements account by one of the Bank s customers in connection with the issuance of shares by this entity. Table 4. Deposits of PKO BP SA (in PLN million) Deposits: Change from: retail banking 53, , , housing 8, , , , , corporate*) 14, , , , , other (treasury operations, capital investments, BDM) 2, , ,228.1 Total deposits 79, , , , ,838.4 *) for the purpose of comparability with the 2004 data, SMEs deposits are included in the corporate market balances 18

19 As at 30 September 2005, the gross value of loans and advances granted by PKO BP SA amounted to PLN 47.0 billion and in the first three quarters of 2005 their balance increased by PLN 5.9 billion, of which in the 3 rd quarter of 2005 by PLN 2.9 billion, mainly due to a high growth in housing and consumer loans as well as in loans for the public sector. The gross value of loans and credits increased by PLN 6.5 billion compared to the prior year. In the 3 rd quarter of 2005, PKO BP SA sold housing loans with a total value of PLN 1.97 billion. At the end of the 3 rd quarter, the total value of new portfolio of housing loans granted by PKO BP SA amounted to PLN 15.8 billon. In the period from January to September 2005, the Bank granted 58,037 housing loans, of which 20,805 loans were granted in the 3 rd quarter. In the 3 rd quarter of 2005, the Bank carried out a promotional campaign of its mortgage housing loans, (WŁASNY KĄT Hipoteczny), which started on 19 September 2005 and will last until the end of the 4 th quarter. The work on the launching of a new product to the Bank s offer has been completed. Since 3 rd October 2005, there is a new product an overdraft limit ( Szybki Limit Kredytowy ) available to individuals running their own business and to customers who already hold or would like to open Partner accounts. This product enables customers to use three products (two loans and one credit card) on the basis of one application and one common credit risk assessment. In the 3 rd quarter of 2005, the Bank launched a behavioural scoring system for overdraft loans on savings accounts. The system allows to automatically assess, on a regular basis, the credit risk relating to the given client and to set the limit for the overdraft facility. PKO BP SA won the 1 st place in FORBES ranking (September edition) in the quick credits category for the cheapest overdraft facility and reasonable interest on a credit card. Table 5. Gross loans and credits of PKO BP SA (in PLN million) Change from: Loans (gross) retail banking 11, , , , , housing market (new portfolio) 15, , , , , housing receivables 2, , ,183.9 (90.0) (188.7) - corporate *) 17, , , , ,855.7 Total loans and credits 47, , , , ,493.7 *) for the purpose of comparability with the 2004 data, SMEs loans and advances are included in the corporate market balances In the first three quarters of 2005, the number of savings accounts (ROR) and Inteligo accounts increased by a total of 379 thousand, and amounted to 5,891 thousand as at 30 September As at 30 September 2005, the total number of Inteligo accounts amounted to 525 thousand and increased by 4.36% in comparison to the 2 nd quarter of During the 3 rd quarter of 2005, the number of agreements for electronic banking services increased by c.a. 170 thousand and amounted to 625 thousand as at 30 September As at 30 September 2005, the total number of PKO BP SA clients using electronic banking services amounted to more than 1.1 million. During the year 2005 PKO BP SA became a leader in electronic banking services. In July 2005, housing associations started to use electronic banking services provided by the Bank. Since 30 September 2005, the scope of the Bank s products for corporate clients includes cash pooling transactions, which involve cash management within a group of related entities. Such services are provided to capital groups comprising separate legal entities with a common financial policy and coordinated mutual settlements, as well as to state and local authorities. In 2005, the number of banking cards issued by PKO BP SA increased by 493 thousand, of which 160 thousand related to credit cards. The increase in the number of credit card users is mainly due to promotional campaigns conducted in that period of time. In the 3 rd quarter of 2005, the Bank launched two new prestigious credit cards: PKO MasterCard Platinium and PKO Visa Infinite. 19

20 PKO BP SA was the first Bank in Poland to issue electronic money cards. Such cards are issued to people receiving family benefits from local authorities. The first card of this type was issued in cooperation with the City Council in Poznań. Table 6. Accounts and banking cards in PKO BP SA (in thousands) Change from: Details Total number of accounts, of which: 5,891 5,512 5, savings accounts( ROR) 5,366 5,148 5, Inteligo accounts Number of banking cards, of which: 5,936 5,443 5, Credit cards In the 3 rd quarter of 2005, the activities of PKO BP SA on the money market were concentrated on the effective management of the Bank s investment and liquidity portfolio, as well as seeking for the sources of covering currency deficits which arose in the course of the Bank s credit activities. The most important activities undertaken in this period involved: - adjusting the current investment policy to trends on the financial market taking into account the existing limits and threshold amounts, increasing investments in financial instruments denominated in foreign currency, developing the Bank s product offer to include new derivative instruments. The Bank strengthened its position in the ranking of the Minister of Finance as to the appointment of the State Treasury Securities Dealer for the year As far as the structural financing is concerned, in the 3 rd quarter of 2005 the Bank: concluded a syndicated loan agreement with a client from the gas fuel manufacturing and distribution sector, comprising of tranche A of EUR 600 million and tranche B of EUR 300 million, to be utilised in EUR, USD or PLN. The share of PKO BP SA in these tranches amounts to EUR 100 million and EUR 50 million, respectively; joined a syndicated loan agreement signed with a PKO BP SA s client from the telecommunications industry, by purchasing shares in the loan amounting to EUR 12.2 million and shares in the related guarantee amounting to EUR 5.2 million and EUR 8.07 million; signed a subordinated loan agreement with a directly related entity (Kredyt Bank Ukraina SA) for an amount of USD 7 million, which was registered by NBU on 30 September 2005; concluded twelve agreements for the issuance of municipal bonds, for the total amount of PLN 76 thousand, among others for the following municipalities: Mława (PLN 13 million), Wołów (PLN 10.5 million) and Tczew (PLN 10 million); concluded three agreements for the issuance of papers other than treasury securities, i.e. an agreement for the issuance of corporate bonds for an entity from the development and investment industry (PLN 120 million), an agreement for the issuance of corporate bonds for an entity from catering industry (PLN 10 million) and an agreement for the issue of PKO BP SA commercial papers with a client from development industry (PLN 0.8 million) with the guarantee to close the issue BROKERAGE ACTIVITIES In the 3 rd quarter of 2005, Bankowy Dom Maklerski PKO BP SA: conducted as the agent of the public offering of PGNiG SA shares with a value of PLN 2.68 billion this was one of the biggest public offerings on the market, with first day volume of sales amounted to PLN million; 20

21 achieved PLN 5,038 million turnover on the share market, which was more than 3.7 times higher compared to the 3 rd quarter of the previous year; was the leader on the bonds market (1 st place) with an average share in trading at the Stock Exchange in this quarter amounting to 38.6%. In comparison to the corresponding period of the prior year, BDM s turnover decreased by 9%, compared to a 40% decrease in the total trading on the bonds market. At the end of September 2005, BDM PKO BP SA maintained thousand accounts (i.e thousand more compared to the same period in the prior year), of which 90.5 thousand were investment accounts and thousand registered accounts OTHER ACTIVITIES During the 3 rd quarter of 2005, the Bank performed the following activities as part of the Integrated IT System (ZSI) project: launch of the test Model Branch, which started to operate on 1 August This branch has its own settlement number, and carries out real transactions ordered by clients (Bank s employees and consortium) and executed through electronic access channels; preparation for the start up of a Pilot Branch in the 4 th quarter of 2005, which is intended to operate on the open market (for the Bank s clients). 8. SUMMARY OF MAJOR ACHIEVEMENTS OF SUBSIDIARIES IN THE 3 RD QUARTER OF 2005 Powszechne Towarzystwo Emerytalne BANKOWY S.A. In the 3 rd quarter of 2005, the value of assets held by Bankowy OFE increased by PLN 307 million compared to the 2 nd quarter of At the end of the 3 rd quarter of 2005, the value of Bankowy OFE assets amounted to PLN 2,617 million. The number of accounts kept increased by 21,247 compared to the 2 nd quarter of The number of accounts amounted to 453,476 at the end of September As at the end of 3 rd quarter of 2005 Bankowy OFE maintained 8 th place on the open pension funds market (in terms of accounts and assets). Centrum Elektronicznych Usług Płatniczych eservice S.A. At the end of the 3 rd quarter of 2005, transactions with a value of PLN 5,491 million were generated in the terminals of eservice S.A., which constituted a 59% increase compared to the 2 nd quarter of Cash disbursement transactions concluded at the PKO BP SA agencies accounted for 39% of total transactions. The number of terminals installed at the end of the 3 rd quarter of 2005 amounted to 26,973, which indicates a 5.5% increase compared to the end of the 2 nd quarter of The company s share in the payment cards market, in terms of number of terminals at the end of the 3 rd quarter of 2005, amounted to 27.20% (compared to 26.5% at the end of the 2 nd quarter of 2005). During the 3 rd quarter of 2005, the Company received two awards for the quality of services: Business Centre Club Recommendation - as a reliable and trustworthy company complying with trade ethics and accepting the code of honour, PTK Centertel Certificate awarded to telepompka service and confirming the high quality of eservice customer service. Inteligo Financial Services S.A. As at the end of the 3 rd quarter of 2005, the Company was servicing over 436 thousand clients with accounts, which means the increase in the number of accounts by 18 thousand in comparison to the 2 nd quarter of The total value of Inteligo clients deposits at the end of the 3 rd quarter of 2005 amounted to PLN 1,389 million. This means that the value of deposits increased by PLN 38 million compared to the 2 nd quarter of PKO Inwestycje Sp. z o.o. In the 3 rd quarter of 2005, PKO Inwestycje Sp. z o.o. continued the realization of the following investment projects: Marina Mokotów and Miasteczko Wilanów in Warsaw and a project in Gdańsk Jelitkowo, 21

22 using the special purpose vehicles. Moreover, the Company on its own carried out the Trzy Gracje project in Sopot, which was in the final stage of the apartments sale. The Marina Mokotów project is carried out by a special purpose vehicle - FORT Mokotów Sp. z o.o. PKO Inwestycje Sp. z o.o. holds 51% of shares in the share capital of this company. The company pays its liabilities to subcontractors and the liabilities to the Banking Consortium in respect of the repayment of loan and interest without delays. The project is realized according to the schedule. The Miasteczko Wilanów project is carried out by a special purpose vehicle - Wilanów Investments Sp. z o.o. PKO Inwestycje Sp. z o.o. holds 51% of shares in the share capital of this company. The company pays its liabilities to subcontractors and the liabilities to the lender in respect of the repayment of loan and interest without delays. The project is realized according to the schedule. The project in Gdańsk-Jelitkowo is carried out by a special purpose vehicle - POMERANKA Sp. z o.o. PKO Inwestycje Sp. z o.o. holds 100% of shares in the share capital of this company. The company is carrying out the works relating to the first stage of the project in accordance with the schedule. PKO Inwestycje Sp. z o.o. holds 55% of shares in the UKRPOLINWESTYCJE Sp. z o.o. The aim of the company is to carry out development activities in Ukraine. The Company started its business operations on 28 September Bankowy Fundusz Leasingowy S.A. In the 3 rd quarter of 2005, the Company entered into lease contracts with a total value amounting to PLN 90.2 million, which constitutes a 41% increase compared to the end of the 2 nd quarter of Following the first three quarters of 2005, the total value of the contracts concluded by the company amounted to PLN million. In the 3 rd quarter of 2005, the Company took a PLN 60 million loan from the European Bank for Reconstruction and Development for financing the leasing agreements to small and medium enterprises. Centrum Finansowe Puławska Sp. z o.o. In the 3 rd quarter of 2005, the level of rented office and commercial space in Centrum Finansowe Puławska accounted for 98.5 % of total leased space. Current financial results of the Company are significantly influenced by negative foreign exchange differences resulting from the USD appreciation in comparison to the end of 2004 and, consequently, the increase in the cost of servicing the long-term foreign currency loan acquired for the development of Centrum Finansowe Puławska. Bankowe Towarzystwo Kapitałowe S.A. In the 3 rd quarter of 2005, the company conducted work aimed at searching for projects and partners for realization of common investment projects in the area of venture capital projects. Kredyt Bank (Ukraina) S.A. In the 3 rd quarter of 2005, Kredyt Bank (Ukraina) S.A. was still included in the Group II of Ukrainian banks Big banks, i.e. the group of banks with assets exceeding UAH 1,300 million. The total assets of the bank increased during the first three quarters of 2005 by UAH 427 million (i.e %). PKO BP SA granted a loan to Kredyt Bank (Ukraina) SA amounting to USD 7 million for a period of 8 years. The loan was accounted for as part of Kredyt Bank (Ukraina) SA own funds following the permission granted by the National Bank of Ukraine. PKO BP SA, acting through Przedsiębiorstwo Rosan Papiery Wartościowe Sp. z o.o. with its registered office in Lvov, made an offer to purchase the shares held by the minority shareholders of Kredyt Bank (Ukraina) SA. The total number of shares held by the minority shareholders amounts to 732,156,883, which accounts for 5.1% of the share capital of Kredyt Bank (Ukraina) SA. 22