Annual Report

Transcription

1 Annual Report 2012

2 Comparative summary of financial data for the last two years Crèdit Andorrà Group Key balance sheet figures (Amounts shown in thousand euros) Cash and at banks 409, ,353 Loan investments 3,101,781 3,112,228 Customer deposits 4,454,875 4,315,606 Securities and other instruments on deposit with third parties (*) 5,568,125 4,696,938 Securities managed by group companies and held in custody by third parties 1,285,714 1,074,452 Total 6,853,839 5,771,390 Ratios (%) Equity / Deposits Equity / Loans Loans / Deposits Profits / Average capital + Reserves Profits / Average total assets: ROA (**) Solvency Liquidity Efficiency (Operating Costs / Ordinary margin) Other figures Number of employees Number of branches Fitch Ratings Long-term A Short-term F2 Individual B/C Support 5 (*) See note 19 of Annual Report. (**) As per ANIF Memorandum 141/02.

3 Contents Comparative summary of financial data for the last two years Introduction Letter from the Board of Directors 74 Governance structure 76 Crèdit Andorrà Group Consolidated balance sheets 78 Consolidated off-balance-sheet records 81 Consolidated profit and loss account 82 Consolidated statement of source and application of funds 84 Notes on the consolidated financial statements 86 Auditors report 140 Branch network 142

4 Introduction According to the IMF, in 2012 the world as a whole had an economic growth index of 3.2%. Nevertheless, since 2007 it can be seen that not all countries have followed the same course or enjoyed the same rate of growth. The United States and China continue to lead the recovery process in international demand and it the engine for growth is clearly moving towards the Pacific and the emerging economies, compared with moderate growth in the developed economies. The two most decisive factors in the eurozone have been: the crisis in the single currency area and intervention on the part of central banks, applying expansionary monetary measures and maintaining low interest rates in order to adjust the sovereign debt markets. The ultimate aim has been to make monetary and fiscal union more stable. The debt crisis in periphery countries such as Greece, Portugal, Ireland and Spain has continued to dominate the political agenda, resulting in a technical recession in the last quarter of The United States, with a much more vigorous economy, has ended the year with moderate growth of 2.2%, thanks partly to increased activity due to an upswing in private consumption, improvements in the stock cycle and investment in the construction industry. It still has a positive growth forecast for 2013 in spite of the uncertainties caused by its fiscal policy. This moderation in economic growth has also affected the emerging countries, which started 2013 with great optimism but have had to curb their expectations like the rest of the economies. In Andorra, it has been necessary to establish measures to diversify our economic and boost growth. To this end, policies have been promoted to attract foreign investment and some structural reforms have been started to bring us in line with European standards. With regard to the measures approved in Andorra s new tax framework, corporate tax has now come into force, complementing the taxes on economic activity and on the income of individuals not resident for fiscal purposes. In the institutional sphere, OECD Model Tax Convention on Income and on Capital are being negotiated with France and Spain, politically crucial to boost our economy as they will offer greater legal security for foreign investors and will be of great help towards internationalising our country s firms. Work is on schedule to implement the Monetary Agreement and to adapt to the Basel III requirements, a horizon that brings us in line with the best practices and standards of international finance. The finance industry s growth beyond our own borders is also continuing to be relevant. With regard to the Crèdit Andorrà Group, we have maintained our leadership and market share in Andorra s financial sector. In 2012, we increased our presence and business in new geographies, consolidating our international project. Our solvency ratio is 17.80% and our liquidity ratio is 59.35%, both above the legally established minimums of 10% and 40%, respectively. The consolidated balance sheet for the Crèdit Andorrà Group as at December 31, 2012 shows a total business volume of 14,410 million euros, representing a 9% increase on the previous year. Total assets under management stand at 11,308 million euros, 12% more than in 2011, and loan investments total 3,102 million euros. Within a complex economic situation, we have significantly increased all our business margins. Total operating income reached million euros, a considerable increase of 12.14% on 2011; the financial margin was million euros, 13.30% more; and the net profit from operations came to million euros, up by 8.41% compared with the previous year. In spite of our Group s international expansion, the efforts made to contain spending have given us a healthy efficiency ratio of 50.77%. Finally, after having applied a prudent and conservative policy of provisions for insolvency, the Crèdit Andorrà Group recorded a consolidated net profit of million euros, 0.33% higher than in Throughout 2012 we continued to make progress in implementing the Group s international expansion plan with a greater presence abroad. The geographical diversification of our business in Private Banking, asset management 74

5 and insurance in Europe and America has provided us with sustainable growth and guaranteed strength as a leading group in the Andorran financial market. We have reinforced our project of private banking and asset management in Europe (Spain and Luxembourg) with two strategic shareholders joining Banco Alcalá: the financial group Riva y Garcia, with 10% of the bank s share capital, and the Ros González family with 5%. This operation has increased Banco Alcalá s volume of business and improved its solvency ratio, now standing at 96%. It has also provided us with growth and experience in Spain s private banking sector. We must also mention the Group s implementation in Peru and Paraguay. With the acquisition of 51% of the share capital of KRESE Sociedad Intermediaria de Valores S.A.C., based in Lima (Peru), and the purchase of 70% of the share capital of the Paraguayan firm Valores Casa de Bolsa S.A., two operations have been carried out that have helped us to expand and continue consolidating our presence in Latin America. One of the objectives of the strategic plan was to grow our insurance business via a specific expansion plan in Spain for our holding ERM. In 2012 we opened a new branch in Lleida and now have an extensive branch network in Spain with branches in Barcelona, Madrid, Lleida, Girona, Tarragona, Seville and Palma de Mallorca. The different distinctions and classifications received in 2012 are a reflection of Crèdit Andorrà s prudent, conservative management, of our leading position in the Andorran market, our growing business in international private banking and positive developments in the Bank s business margins. Fitch Ratings highlighted our solid solvency and liquidity by renewing our ratings, namely a long-term rating A, a short-term rating F2 and a support 5 rating. Further recognition came from The Banker, with our Bank ranked 757th in the world and number 1 in Andorra in the annual Top 1000 ranking, which classifies banks worldwide according to their strength and capitalisation. All these results and distinctions, achieved in a year within a difficult environment such as the present, would not have been possible without the involvement and commitment of all those who form part of our team and who constitute our most important asset. Regarding the social responsibility plan of the Crèdit Andorrà Group, we have supported projects that contribute to the country s development. The Crèdit Andorrà Group has allocated 2.16 million euros overall (representing 3% of our total net profit) to programmes and actions aimed at achieving a better future for Andorra. We have prioritised the main engines of the Andorran economy and provided direct support for the business world via the Crèdit Andorrà Chair in Markets, Organisations and Humanities at IESE, as well as other institutions in the country. The will to serve the country and its people, which has always been present in the Crèdit Andorrà Group, is most clearly reflected in the Fundació Crèdit Andorrà, celebrating its 25th anniversary in Throughout its history, the Foundation has become the driving force behind our work for society. We have evolved side-by-side with people, the very essence of our community s present and future. To end this account, we would like to reaffirm our founding commitment to serve Andorra. The values that form the basis of the sustainability of a great national and international undertaking such as the Crèdit Andorrà Group are professionalism, security and trust. Our responsibility within the sector is to preserve these values and always take them into account for the benefit of our customers and shareholders. The Board of Directors 75

6 Governance structure At December 31, 2012 BOARD OF DIRECTORS Chairman of the Board of Directors Antoni Pintat Santolària Vice-Chairman Jaume Casal Mor Chief Executive Officer / Secretary Josep Peralba Duró Member of the Board Rosa Pintat Santolària Member of the Board Maria Reig Moles Member of the Board Josep Vidal Martí EXECUTIVE COMMITTEE MEMBERS Chief Executive Officer / General Manager Josep Peralba Duró Business General Manager Xavier Cornella Castel Private Banking International division Director David Betbesé Aleix Insurance group Director Josep Brunet Niu Commercial Banking division Director Sílvia Cunill Calvet Investment division Director José Luis Dorado Ocaña General Secretary to the CEO Agustí Garcia Puig Loans division Director Frederic Giné Diumenge Management Risk and Financial Planning division Director Francesc Jordà Blanes Resources division Director Ramon Lladós Bernaus Private Banking Europe division Director Frank Martínez Sánchez Private Banking America division Director José Antonio Monreal Hurtado Risk and Regulatory Compliance division Director Andrés Roldán Cubas At its meeting on September 27, 2012, the Board of Directors of Crèdit Andorrà approved the appointment of Xavier Cornella Castel as Business General Manager. 76

7 Crèdit Andorrà Group

8 Consolidated balance sheets as at December 31, 2012 and 2011 Crèdit Andorrà Group ASSETS Euros (thousands) (*) Cash and deposits with OECD central banks 40,061 33,602 Andorran National Institute of Finance (ANIF) (notes 4 and 21) Financial intermediaries (notes 4 and 5) 369, ,847 Financial intermediaries at sight 258, ,890 Due from banks on time deposit 110, ,861 Provision for insolvencies Loan investments (notes 4 and 5) 3,071,818 3,090,775 Customer loans and credits 3,079,454 3,084,980 Overdrafts on customer accounts 14,339 12,787 Customer bills discounted 7,988 14,461 Provision for insolvencies 29,963 21,453 Securities portfolio (notes 4 and 6) 1,851,627 1,426,527 Bonds and other fixed-income instruments 1,762,319 1,358,488 Provision for insolvencies 3,897 2,466 Provision for market fluctuations 5 Investments in Group companies 22,201 8,262 Other investments 17,259 17,167 Provision for market fluctuations Shares and other equity securities 10,158 11,635 Provision for market fluctuations 11 Investment funds 44,494 33,751 Provision for market fluctuations Consolidation gains (note 7.1) 41,081 40,576 Consolidation gains 41,081 42,039 Accumulated amortisation 1,463 Intangible assets and expenses to be written off (notes 2.5 and 7.1) 56,234 46,053 Goodwill 8,762 Intangible assets and expenses to be written off 78,570 87,264 Accumulated amortisation 31,098 41,211 Fixed assets (note 7.2) 321, ,523 Fixed assets 439, ,663 Accumulated depreciation 110, ,727 Provision for depreciation 8,122 7,413 Accrued income and prepaid expenses (note 12.1) 55,063 55,840 Accrued income but not collected 54,710 55,096 Prepaid expenses Other assets (note 12.3) 91,933 47,142 Operations in course 84,128 44,157 Stock Options purchased 2,429 2,667 Other Taxes 5,153 Total assets 5,898,529 5,418,095 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 78

9 LIABILITIES Euros (thousands) (*) Andorran National Institute of Finance (ANIF) (note 4) 6,799 6,651 Creditors (note 4) 4,751,270 4,451,678 Banks and lending institutions 286, ,900 Other financial intermediaries 10,193 7,172 Customer deposits 4,454,875 4,315,606 Bonds issued (note 4) 370, ,610 Provision for risks and contingencies (note 8) 2,359 2,541 Provision for pensions and similar obligations Provision for contingent liabilities 1,238 1,238 Other provisions 1,121 1,303 Provision for general banking risks (note 11) 8,154 Subordinated liabilities (note 11) 150, ,000 Accrual accounts (note 12.2) 35,705 42,082 Accrued expenses 19,812 20,723 Deferred income 15,893 21,359 Other liabilities (note 12.4) 30,117 29,753 Operations in course 14,257 12,867 Options issued 1,667 1,781 Suppliers and other creditors 7,994 15,105 Taxes 6,199 Minority interest 5,380 4,463 Share capital (note 11) 70,000 70,000 Reserves (note 11) 425, ,535 Legal reserve 14,000 14,000 Guarantee reserve 42,505 39,311 Voluntary reserve 259, ,280 Revaluation reserve 109, ,351 Consolidation reserve 3 40,722 Exchange rate differences Income (notes 10 and 11) 50,862 35,628 Income for year 70,862 70,628 Income from previous years awaiting allocation Dividends paid out in advance 20,000 35,000 Total liabilities 5,898,529 5,418,095 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 79

10

11 Consolidated off-balance-sheet records as at December 31, 2012 and 2011 Crèdit Andorrà Group Euros (thousands) (*) Contingent liabilities 147, ,958 Guarantees given 145, ,981 Documentary letters of credit issued or received with notification to customers 1,994 1,977 Commitments and contingent risks 420, ,688 Operating commitments and risks 390, ,831 Actuarial commitments and risks 11,696 11,747 Other contingent commitments and risks 17,933 15,110 Forward operations (note 15) 2,145,966 1,397,793 Forward foreign exchange transactions 1,435, ,515 Forward transactions on other financial instruments 710, ,278 Customer securities held in custody (note 19) 7,080,540 5,976,252 Securities held in custody by third parties 5,895,838 5,196,892 Securities held in own custody 1,184, ,360 Other off-balance-sheet records exclusively for management control (note 19) 1,452,876 1,280,845 Guarantees and commitments obtained 512, ,294 Other off-balance-sheet records 940, ,551 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 81

12 Consolidated profit and loss account for years ended December 31, 2012 and 2011 Crèdit Andorrà Group Euros (thousands) (*) Interest and related income 127, ,777 ANIF and financial intermediaries at sight 184 1,420 On loan investments 87,098 87,633 On bonds and other fixed-income securities 40,145 25,724 Interest and related expenses 51,452 47,748 ANIF and financial intermediaries 5, On customer deposits 33,743 38,308 On bonds 7,629 3,091 On subordinated liabilities 4,163 5,441 On internal pension fund Income from equity securities From other investments From shares and other equity securities From investment funds Financial margin 76,459 67,471 Commissions, net (note 12.5) 100,488 93,468 Commissions on services supplied 112, ,229 Commissions on services received 12,430 11,761 Results of financial transactions 17,903 12,759 Net provision for market fluctuations (note 6) Foreign exchange earnings 5,375 5,299 Income from securities transactions 8,195 3,442 Income from forward transactions Share in losses / profits of companies accounted for by equity method (note 2.3) 4,941 4,177 Other 556 Other ordinary profit Ordinary margin 195, ,462 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 82

13 Euros (thousands) (*) Ordinary margin 195, ,462 Personnel costs 48,856 39,938 Personnel, Board of Directors and indemnities 38,597 31,548 Social Security 4,300 3,394 Ordinary allocations to other insurance institutions (notes 3.9 and 9) 2,976 2,911 Other personnel costs 2,983 2,085 General expenses (note 12.6) 50,464 44,780 Supplies External services 32,084 24,171 Taxes 17,446 19,634 Depreciation expenses, net (note 7) 21,003 20,209 Depreciation allowed on intangible and tangible fixed assets 21,003 20,209 Provision for depreciation of fixed assets, net (note 7) Allocation of provision for depreciation of fixed assets Recovery of provisions Operating margin 74,610 68,828 Losses due to asset impairment Provision for insolvencies, net (notes 5 and 6) 9,692 8,429 Allocations to provision for insolvencies 10,726 9,208 Recovery of provisions for insolvencies 1, Provision for risks and contingencies, net (note 8) Allocations to provision for risks and contingencies 254 Recovery of provisions for risks and contingencies 330 Provision for general banking risks (note 11) Ordinary profit 64,664 60,729 Extraordinary profit (note 12.7) 8,196 9,644 Recovery of provisions for general banking risks (note 11) 8,154 15,078 Other extraordinary profit 42 5,434 Profit for the year before tax 72,860 70,373 Corporate tax (notes 12.8 and 13) 1,685 Profit for the year after tax 71,175 70,373 Profit attributed to minority interest Profit attributed to the Group 70,862 70,628 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 83

14 Consolidated statement of source and application of funds for years ended December 31, 2012 and 2011 Crèdit Andorrà Group SOURCES OF FUNDS Euros (thousands) (*) Funds generated by operations 110,620 80,645 Profit for the year 70,862 70,628 Net provision for insolvencies 9,692 8,429 Net provision for asset depreciation Net provision for market fluctuations 623 Allocations to other funds Other 12,305 15,078 Depreciation of tangible and intangible fixed assets 21,003 20,209 (Profit)/Loss on sale of fixed assets Profits from other companies accounted for by equity method 4,941 4,177 Positive change in liabilities over assets 187,482 55,337 Cash 148 ANIF and financial intermediaries 184,314 55,337 Other headings 3,020 Net increase in liabilities 303, ,185 Creditors - Customers 139, ,902 Subordinated liabilities Bonds issued 164,210 69,283 Net decrease in assets 3,964 Cash 3,964 Loan investments Securities portfolio less investments Sale of permanent investments 1,632 4,439 Sale of investments Sale of fixed assets 1,632 4,439 Funds generated by financing operations 4,771 External contributions to capital 3,909 Other equity amounts 862 Total source of funds 603, ,341 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 84

15 APPLICATION OF FUNDS Euros (thousands) (*) Funds applied to operations 8,154 14,180 Applied from other funds 8, Other 13,669 Positive change in assets over liabilities 87,044 4,417 ANIF and financial intermediaries 4,417 Other headings 87,044 Net decrease in liabilities Creditors - Customers Subordinated liabilities Bonds issued Net increase in assets 454, ,827 Cash 6,459 Loan investments - Customers 33,960 2,144 Securities portfolio less investments 414, ,683 Purchase of permanent investments 13,112 73,917 Purchase of investments 505 Purchase of tangible and intangible fixed assets 12,607 73,917 Funds applied to financing operations 40,000 70,000 Supplementary dividend for previous year 20,000 35,000 Preliminary dividend for current year 20,000 35,000 Other equity amounts Total application of funds 603, ,341 (*) Shown solely for purposes of comparison. Notes 1 to 23 herewith form an integral part of the consolidated financial statements. 85

16 Notes on the consolidated financial statements at December 31, 2012 and 2011 Crèdit Andorrà Group Note 1 Identity of the Bank and its activities Crèdit Andorrà SA (hereinafter the Bank), authorised in 1949, is a limited company engaged in banking activities which it carries out as a commercial bank and as a private bank and is subject to the rules and regulations governing financial institutions operating in Andorra. However, on April 11, 2011, the Andorran National Institute of Finance (ANIF) approved the application to widen the Bank s corporate object to include the investment and auxiliary services established in articles 5 and 6 of Act 13/2010, of May 13. The Bank s registered offices are at Avinguda Meritxell, 80, Andorra la Vella, Principality of Andorra. Crèdit Andorrà SA is the parent company in the Group and, together with its subsidiaries, set out in Notes 2.4 and 6.1, form part of the Crèdit Andorrà Group (hereinafter the Group). Note 2 Bases of presentation and consolidation principles 2.1 Approval by the General Shareholders Meeting The Group s annual consolidated financial statements for the year ending December 31, 2011 were approved by the Bank s General Shareholders Meeting on May 18, The annual consolidated financial statements of the Group, of the Bank and of almost all the companies that form part of the Group for the year ending December 31, 2012 are pending approval by their respective General Shareholders Meetings. Nevertheless, the Bank s Board of Directors believes they will be approved without any changes. 2.2 Presentation and Application of the Accounting Plan of the Andorran Financial System These consolidated financial statements have been drawn up by the Bank s directors based on the accounting records of the banks and companies that go to make up the Group and have been prepared according to the Accounting Plan of the Andorran Financial System approved by the government of Andorra on January 19, 2000, so that they show a true and fair view of the consolidated equity, consolidated financial position, consolidated results and resources obtained and applied by the Group. The consolidated financial statements are presented in thousands of euros, which is the currency used for the Group s operations and presentations, rounded up or down to the nearest thousand. The Andorran National Institute of Finance (ANIF) is the body charged with the supervision and control of those entities that go to make up the Andorran Financial System, as well as the implementation and application of the Accounting Plan of the Andorran Financial System and those regulations applicable to these entities. Note 3 summarises the accounting principles and policies and the most significant valuation criteria applied in preparing these consolidated financial statements. No mandatory accounting principle or valuation criterion having a significant effect on these consolidated financial statements has been excluded. 86

17 2.3 Critical aspects of valuation, estimating uncertainty and relevant opinions made when applying accounting policy The preparation of the consolidated financial statements requires the use of relevant accounting estimates, the application of opinion and processes of estimation and hypothesis. In this respect, below is a summary providing details on those aspects that have involved a greater degree of opinion and complexity or for which the hypotheses and estimates are significant in preparing these consolidated financial statements: Useful life and intangible assets and expenses that can be depreciated. Fair value of certain assets and liabilities not listed. Calculation of provisions made. Estimates to calculate corporation tax and deferred fiscal assets and liabilities. Valuation of the recovery of goodwill and differences from the initial consolidation. Although the estimates made by the Bank s directors at December 31, 2012 have been carried out according to the best available information to date, events that may take place in the future may require these to be modified in the next few years. This modification would be carried out prospectively, recognising the effects of the change in estimate in the corresponding consolidated profit and loss accounts. 2.4 Consolidation principles According to the Accounting Plan of the Andorran Financial System, there is a relationship of control by a dominant entity over a dependent entity when the former, either directly by itself or indirectly through other persons or entities acting on its behalf or in agreement with the former: holds a majority of the voting rights or is able to make use of, pursuant to an agreement with other shareholders, a majority of the voting rights of the latter; has the right or has actually exercised the right to appoint or remove the majority of the members of the governing body; has appointed, exclusively with its votes, at least half plus one of the members of the governing body of the latter; or controls the governing body because at least half plus one of the members of the governing body of the latter are board members or senior management, directly or indirectly, of the former. The same economic group is made up of those entities that, irrespective of their legal form, activity or company domicile, constitute: a decision-making unit so that one of these entities exercises, directly or indirectly, the sole management of the other entities or the aforementioned management is exercised by one or more individuals acting systematically and co-ordinately; and an economic unit of risk because its solvency, capacity to generate funds or future viability depends closely on any of its components. In any case, dominant entities and their dependent entities are understood as an economic group. Multigroup entities are those not included in the economic group but which are managed by one or more entities of the group and which form part of its share capital, together with one or more other entities which are not related to it. Entities are understood to be managed jointly when, in addition to forming part, directly or indirectly, of the capital, any of the following circumstances apply: joint management has been established in the company articles of association; or there are pacts or agreements that allow shareholders to exercise their right to veto in taking company decisions. 87

18 Associated entities are those not included in the economic group but which meet both the following requirements: one or more group entities form a part, directly or indirectly, of the entity s share capital; and a long-lasting relationship has been created that contributes to its activity. These requirements are deemed to have been met when one or more group entities hold a direct or indirect share in the company s capital of at least 20%, or 3% if it is quoted on a regulated market. Consolidation methods Full integration is applied when the entity to be consolidated carries out a non-differentiated activity (entities from the financial system or instrumental and/or auxiliary entities, fundamentally) and when it belongs to the economic group. According to the full integration method, the book value of investments and flows resulting from this situation is replaced with the assets and liabilities and with the income and expenditure of the investee company; i.e. the items of the subsidiaries to be consolidated within the group are included within or added to the balance sheet and the profit and loss account of the parent company, replacing the book value of the investment with the assets and liabilities of the companies to be consolidated. All significant balances from the balance and off-balance-sheet accounts, i.e. loans, debts and claims existing between the Group s companies, have been eliminated. Income and expenditure related to significant transactions between consolidated companies have been eliminated and do not affect the Group s results. Results produced by internal transactions have been eliminated and deferred until realised via third parties. The difference between the book value of companies consolidated by the fully-integrated method and their equity at year-end is included in the consolidation reserves. The accounts of the consolidated companies are governed by the same rules of classification, valuation, depreciation and supply. The consolidation of the profit or loss generated by subsidiaries acquired in a financial year is carried out by taking only into consideration the results for the period between the date of acquisition and the date the reporting period ends. In the case of the fully-integrated consolidation method, in the consolidated profit or loss, the part corresponding to the group, in proportion to the group s percentage investment, is differentiated from the part corresponding to the minority, i.e. that which does not belong to the group. In the liabilities of the balance sheet, the heading Minority interest reflects the part that does not form part of the equity and that corresponds to minority shareholders. The equity method is applied when the entity to be consolidated is an associated company, when it belongs to the economic group but carries out a differentiated activity and when it is a multigroup company. In the equity consolidation method, the book value of the investment is replaced by the corresponding percentage of equity in the investee company, adjusting the liabilities, if necessary, for any differences between the investment and the equity of the company consolidated via the equity method. As established by ANIF Memorandum 162/05, in subsequent consolidations any variations in equity (if negative, up to the difference between the equity of the previous consolidation and the book value of the investment) are reported within the section Share in (losses) / profits of companies accounted for by equity method of the profit and loss account of the financial statements for the part corresponding to the profit or loss of the investee company. In other cases, variations in equity have a direct balancing entry in liabilities under Consolidation reserves. 88

19 Annual accounts provided in foreign currencies of companies included within the consolidation are converted into the reference currency of the consolidated financial statements according to the following criteria: Assets and liabilities on the balance sheet are converted at the exchange rate on the date of closing the annual accounts. With regard to drawing up the consolidated profit and loss account, profit and loss accounts of subsidiaries are converted at the average exchange rate for the period. The items of capital, reserves and remainder not eliminated in the consolidation process are converted at the historic exchange rate for the date on which they were generated. Any differences arising from the different conversion methods are charged to the item Exchange rate differences of liabilities. Consolidated companies These consolidated financial statements include the following investee companies, consolidated by the fully and proportionally integrated method (in thousand euros): 2012 Domicile Activity Auditor Holding (direct and indirect) Capital and reserves Profits/ Losses Dividends paid out Total equity Crediinvest SA Andorra Fund Manager KPMG 100% 3,481 1, ,307 Crèdit Iniciatives SA Andorra Venture capital 100% 8, ,727 Patrigest SA (*) Andorra Property 100% Crèdit Capital Immobiliari SA Andorra Instrumental 100% 99, ,766 Crèdit Andorrà Preference Ltd. Cayman Islands Financial 100% 1 1 Valira Asset Management SL (*) Spain Investment advice KPMG 60% 1, Crèdit Andorrà Banking, securities Panamá Holding SA (*) Panama and stock market KPMG 100% 7, ,312 Informàtica Crèdit Andorrà SLU Andorra Instrumental 100% 33, ,627 Banque de Patrimoines Privés, SA Luxembourg Banking KPMG 100% 20,542 1,624 22,166 Banco Alcalá SA (*) Spain Banking KPMG 85% 24, ,452 CA Holding Luxembourg, SARL(*) Luxembourg Property KPMG 100% 1, ,402 Beta Capital Management LP United States Securities firm KR&Co 80% ,647 Credit Andorra US GP LLC United States Property KR&Co 100% CA Perú, SA Peru Securities firm UHY PyA 51% (*) Parent company of the consolidated subgroup. Information given without taking minority shareholders into account. In 2012, the main companies incorporated within the Group s consolidation were as follows: CA México Asesores Patrimoniales, SA de CV; Valores Casa de Bolsa, SA; CA Perú Sociedad Agente de Valores de Bolsa; CA Holding España SAU and CA Life Insurance Experts Compañía de Seguros y Reaseguros, SAU (see the rest of note 2.4 for more information). 89

20 2011 Domicile Activity Auditor Holding (direct and indirect) Capital and reserves Profits/ Losses Dividends paid out Total equity Crediinvest SA Andorra Fund Manager KPMG 100% 2, ,481 Crèdit Iniciatives SA Andorra Venture capital 100% 14,194 4,271 9,923 Patrigest SA (*) Andorra Property 100% ,001 Crèdit Capital Immobiliari SA Andorra Instrumental 100% 109, ,925 99,354 Crèdit Andorrà Preference Ltd. Cayman Islands Financial 100% 1 1 Valira Asset Management SL (*) Spain Investment advice KPMG 60% 1, ,142 Crèdit Andorrà Panamá Banking, securities Holding SA (*) Panama and stock market KPMG 100% 8, ,112 Informàtica Crèdit Andorrà SLU Andorra Instrumental 100% 33, ,412 Banque de Patrimoines Privés, SA Luxembourg Banking KPMG 100% 20, ,542 Banco Alcalá SA (*) Spain Banking KPMG 85% 22,051 2,135 24,186 CA Holding Luxembourg, SARL Luxembourg Property 100% Beta Capital Management LP United States Securities firm KR&Co 80% Credit Andorra US GP LLC United States Property KR&Co 100% (*) Parent company of the consolidated subgroup. Information given without taking minority shareholders into account. At December 31, 2012 and 2011, the Group had not integrated any company via the proportional method. Below is a brief description of the object and composition (if applicable) of the companies and subgroups as at December 31, 2012: Crediinvest SA is a fund management company, for which Crèdit Andorrà SA acts as a sales entity. Crèdit Andorrà SA is the depository for the Andorran investment funds and Banque de Patrimoines Privés, SA, for Luxembourg investment funds. This company, and the various investment bodies it manages, comes under the supervision and control of the ANIF. The products offered by Crediinvest SA are sold under the name of Crèdit Andorrà Asset Management. On February 8, 2011, the ANIF approved the request by Crediinvest SA to extend its activities in order to carry out the discretional, individualised management of portfolios and to provide investment advice. Crèdit Iniciatives SA is a venture capital company. At December 31, 2012, this subgroup s portfolio of investee companies was made up of SPA SA (25%) and CLIGE SA (25%) (see note 6.2). With effect as from January 1, 2012, in accordance with that established in ANIF Memorandum 227/12 on initial consolidation differences and specifically its rule of first-time adoption, Crèdit Andorrà, in its consolidated financial statements, has recognised, against consolidation reserves, the difference from the initial consolidation entailed by its holding in CLIGE, SA for a sum of 1,463 thousand euros. As a result of this, the Bank has impaired its holding for same amount against reserves in the individual financial statements (see note 3.7 and note 11). 90

21 Patrigest SA is a property asset management company. At December 31, 2012, this subgroup s portfolio of investee companies was made up of Cassamanya Ltd. (99.97% held directly by Crèdit Andorrà SA and 0.03% by Patrigest SA) and Private Investment Management SA (Switzerland) (100%). Crèdit Capital Immobiliari SA is a property company whose only activity is holding and managing the Group s property. Crèdit Andorrà Preference Ltd. is a 100% owned subsidiary of Crèdit Andorrà, established in December 2005 for the issue of preferred shares (see note 11). Valira Asset Management SL, established in January 2007 with its head offices in Madrid (Spain), is a company with a complete structure for investment management and advisory services in the area of Hedge Funds. At December 31, 2012, the company has a 100% share in Valira Capital Asset Management SGIIC, SAU. Crèdit Andorrà Panamá Holding SA is a 100% owned subsidiary of Crèdit Andorrà SA whose sole corporate purpose is to carry out the functions of a parent company for the subgroup Crèdit Andorrà Panamá, the vehicle used by the Bank to channel the expansion of its Latin American business. In September 2008, the Republic of Panama Superintendency of Banks (the supervising authority in that country) authorised an international banking licence for Crèdit Andorrà. Subsequently, on November 17, 2008, Banco Crèdit Andorrà (Panamá) SA was set up, 100% owned by Crèdit Andorrà Panamá Holding SA, and started operations with the main purpose of carrying out asset management, offering customers a wide variety of financial services and global advice. In 2009, the Crèdit Andorrà Group was granted a licence by the National Securities Commission of the Republic of Panama to operate through the securities firm Crèdit Andorrà Panamá Securities SA. This subsidiary, 100% owned by Crèdit Andorrà Panamá Holding SA, focuses its services on brokerage and financial investment. In order to maximise the efficiency and synergies of the subgroup, once the relevant authorisations had been obtained, on June 30, 2012, Banco Crèdit Andorrà (Panamá) SA took over Crèdit Andorrà Panamá Securities SA, the former remaining as the only company with a licence for international banking and as a securities firm. Similarly, CA Colombia Asesores, SAS (100%) was set up on January 13, 2012, whose sole corporate purpose is to provide advice on asset management in Colombia. In addition to the above-mentioned companies, as at December 31, 2012, the subgroup Crèdit Andorrà Panamá, which can be consolidated, is also made up of the following companies: Crèdit Andorrà Panamá Patrimonial SA (100%), Crèdit Andorrà Panamá Call Center SA (100%) and the representative office Crèdit Andorrà Uruguay SA (100%). Informàtica Crèdit Andorrà SLU. Holding company whose only activity is to handle the ownership and management of IT-related fixed assets (both tangible and intangible) of the Group. Banque de Patrimoines Privés, SA. On April 20, 2011, Crèdit Andorrà concluded the process to acquire 100% of the capital of the Luxembourg bank, Banque de Patrimoines Privés, SA. The acquisition of Banque de Patrimoines Privés, SA was a strategic move whose aim is to reinforce the Group s presence in the European market and particularly in international private banking. In August 2012, by virtue of that established in the purchase agreement, the acquisition price was adjusted for the subsidiary by 882 thousand euros, resulting in the equivalent adjustment in the initially reported goodwill (see note 7.1). 91

22 Banco Alcalá, SA. On October 11, 2011, Crèdit Andorrà concluded the acquisition of 85% of the capital of the Spanish bank, Banco Alcalá, SA, and its subsidiaries Gesalcalá, SA, SGIIC and Alcalá Pensiones EGFP, SA (both 100% owned by Banco Alcalá, SA). Banco Alcalá, SA focuses on global asset management for private and institutional customers and has branches in Barcelona and Madrid. CA Holding Luxembourg SARL. A holding company domiciled in Luxembourg that was set up on September 29, 2011 as part of the corporate organisation designed by the Group in order to maximise the efficiency of its new business in the euro area. On April 18, 2012, its capital was increased by 1,400 thousand euros, subscribed entirely by Crèdit Andorrà SA. The aim of this capital increase was to provide the company with the necessary resources to implement the investment plan for which it was created. Consequently, in 2012 CA Holding Luxembourg SARL brought the following companies within its consolidation: CA Holding España, SAU (100%): company set up on June 7, 2012, whose sole corporate purpose is to carry out the functions of its parent company. On the same day, CA Life Insurance Experts Compañía de Seguros y Reaseguros, SAU was also set up (100% owned by CA Holding España SAU) (see note 6.1). Valores Casa de Bolsa, SA (70%): On November 2, 2012, 70% of this company was acquired, whose corporate purpose is to operate as a stockbroking firm in Paraguay, being duly registered with the National Securities Commission of Paraguay. CA Mexico Asesores Patrimoniales, SA de CV (79%): On December 27, 2012, Crèdit Andorrà Holding Luxembourg SARL (1) acquired 51% of this company from its founding partner Private Investment Management, SA, (2) as was initially established in the strategic collaboration agreement taken out with its local shareholders. Crèdit Andorrà acquired the remaining 28% through the Luxemburg holding from the minority shareholders and (3) CA Holding Luxembourg SARL increased its capital via loan capitalisation for a sum of 6,000 thousand US dollars. The company s corporate purpose is to provide advice on asset management in Mexico. Beta Capital Management LP. On September 30, 2011, Crèdit Andorrà concluded the acquisition of 80% of the share capital of Beta Capital Management LP, a securities firm based in Miami (United States of America). Additionally, in the same operation, Crèdit Andorrà also acquired 80% of Beta Capital Management LLC (United States). Crèdit Andorrà US GP LLC was set up to be the subgroup s holding company, owning 1% of the capital of Beta Capital Management LP (Crèdit Andorrà SA owns the remaining 79% of the capital) and 80% of the capital of Beta Capital Management LLC. CA Perú Sociedad Agente de Valores de Bolsa. On September 28, 2012, 51% was acquired of Krese Sociedad Intermediaria de Valores S. A. C., from the Republic of Peru. The original purpose of the company was to provide financial services related to Peru s stock market, although its corporate purpose has been modified to include the provision of stockbroking services, being registered with the Peruvian Securities and Exchange Commission (Superintendencia del Mercado de Valores or SMV), and its name has been changed to the current one. The Group companies consolidated by the equity method are mentioned in notes 6.1 and

23 2.5 Comparing the information The information contained in these financial statements for 2012 referring to 2011 is only presented for comparative purposes and therefore does not constitute the Group s consolidated financial statements for The balances presented in these financial statements for 2012 and 2011 are comparable apart from the following: Amortisation of differences from initial consolidation and goodwill: as established in ANIF Memoranda 227/12 of December 28, 2012 and 228/12 of December 31, 2012, as from January 1, 2012, in line with that established by International Accounting Standards, differences from consolidation and goodwill are not amortised but are accounted at their initial acquisition price less, if applicable, any impairment in the value observed after their acquisition. However, every year the Bank must allocate part of its profit to a restricted reserve totalling at least 10% of the difference in the initial consolidation or goodwill, until reaching 100% of its book value. The date these Memoranda were to be first adopted was January 1, 2012, the time when those entities which come under the Accounting Plan of the Andorran Financial System had to reverse their surplus accumulated amortisation to offset any impairments at that date, against reserves (in the case of goodwill) or consolidation reserves (in the case of consolidation gains), at the same time as a restricted reserve was generated on the books of the parent Andorran company under the aforementioned terms. The following would have occurred had this regulatory change had been taken into account when presenting the balances for 2011: The heading Consolidation gains Accumulated amortisation and Depreciation allowed on intangible and tangible fixed assets would have seen their balance decrease by 1,463 thousand euros (see note 7.1). The heading Securities portfolio Holdings in Group companies and Reserves Consolidation reserves would have seen their balance increase by 413 thousand euros (see note 6.1). Corporate tax: On December 1, 2011, the General Council of the Principality of Andorra passed an Act amending Act 95/2010, of December 29, on Corporate Tax, according to which companies are subject to a general rate of 10%. The Andorran National Institute of Finances, by means of its Memorandum 226/12 of December 28, 2012, established the framework for accounting and reporting this tax. In this respect, among other concepts, the headings Other assets Taxes, Other liabilities Taxes and Income statement Corporate tax show the impact of accounting for this corporate tax in Given that this is the first year this tax has been applied, the balances for the aforementioned headings cannot be compared with the previous year (see notes 3.12, 12.8 and 13). However, to make it easier to compare information, the balances for 2011 presented under the off-balance sheet headings Customer securities held in custody Securities held in custody by third parties have been re-expressed to take into account that established in ANIF Memorandum 233/13. This change has led to an increase in the aforementioned heading of 499,953 thousand euros, accounting in off-balance sheet positions both the value of the shares/holdings in collective investment undertakings (CIUs) deposited by customers with the Group as well as the value of portfolios deposited by the CIUs themselves (see note 20 for more information on the volume of assets managed by the Group). 93

24 Note 3 Accounting principles and valuation guidelines applied The accounting principles and policies and the valuation criteria established by the ANIF in the Accounting Plan of the Andorran Financial System have been applied in preparing these financial statements for These principles are as follows: 3.1 Going concern premise In preparing the consolidated accounts, it has been assumed that the management of the companies within the Group will continue in the future. The application of the accounting rules has therefore not been aimed at determining the value of the net consolidated equity for the purposes of total or partial transfer, nor the resulting amount in the case of a company being dissolved. 3.2 Accrual accounting Income and expenditure are recorded according to the accrual period, applying the financial method for those transactions with a liquidation date of more than twelve months. The only exception relates to interest on doubtful and very doubtful loans, which is recorded as income only when collected. In applying this principle, accrual accounts show income/expenditure accrued but not collected/paid, and income/expenditure collected/prepaid. 3.3 Recording principle Following banking practice, transactions are recorded on the date they take place, which may be different from the corresponding value date, which is taken as the basis for calculating income and expenditure for interest. 3.4 Conversion of foreign currencies Assets and liabilities expressed in foreign currencies other than the euro are converted to euros at the exchange rate current on the balance sheet date, obtained from reliable market sources. Income and expenditure are converted at exchange rates current on the transaction date. Below are details of the key exchange rates at December 31, 2012: US dollars Swiss francs Pounds sterling Japanese yen Canadian dollars Provision for insolvencies A. Specific provisions The determination of specific provisions is based on quantitative and qualitative regulatory guidelines and on a detailed analysis of exposure to credit risk, carried out by the entity itself, bearing in mind experience of actual loan losses and other relevant factors. B. General provisions The Group carries a general provision fund for insolvencies regarding loan investments as follows: 1% of loan investments to customers. This includes loan investments to the public sector. 94

25 Loan investments for the part covered by financial guarantee contracts, those secured by the pledge of listed securities, with the limit of the market value of these securities, and loans and mortgage loans, with sufficient mortgage cover, pursuant to that established in ANIF Memorandum 198/10 on the Evaluation of land and property under mortgage guarantee, are not recorded under general provisions. This cannot be considered as effective mortgage cover if no appraisal has been carried out by an independent professional. 0.5% of bank loan investment to banks. The Group also carries a general provision for insolvency for the institutional securities portfolio: 1% of the bonds issued by non-bank entities. 0.5% of the bonds issued by banks. Bonds issued by the central administrations of OECD countries and Andorra or those expressly guaranteed by these organisms are not recorded under general provisions. C. Provisions for country risk The Group operates only with correspondent banks and lending institutions established in Andorra and in OECD countries. Risks regarding an institution s branches abroad are considered as being in the parent company s country of residence. The securities portfolio is made up of issues carried out in Andorra and the OECD, except in the case of the odd issue traded in recognised financial markets. With regard to these bonds, no country risk provision is made, given that they are regularly traded with daily market quotations reflecting their real value. 3.6 Securities portfolio The securities that go to make up the Bank s securities portfolio are presented, according to their classification, in line with the following criteria: Fixed income The fixed-income securities that form part of the Group s portfolio are presented, according to their classification, in line with the following criteria: a) Securities classified as part of the trading portfolio, which are bonds the Group expects to see before maturity in order to benefit in the short term from price variations, are brought into account at their market value. The profit or loss arising from the valuation of these bonds, without taking into account the accrued interest, is recorded net in the profit and loss account under the item Results of financial transactions Income from securities transactions in the Interest accrued after acquisition is recorded under Interest and related income Bonds and other fixed-income securities. b) Securities within the held-to-maturity portfolio are bonds that the Group has decided to keep until they mature, being capable of doing so. These securities are recorded at their adjusted cost price. The cost price is adjusted daily by the amount resulting from accruing the negative or positive difference between the reimbursement value and cost price during the remaining life of the security. Any profit from this accrual is recorded under the heading Interest and related income Bonds and other fixed-income instruments. On the disposal of securities, any losses arising are carried to the profit and loss account as extraordinary profit or loss; in the case of profit, this accrues lineally throughout the remaining life of the security sold as a result of financial transactions. c) The rest of the securities are classified in the ordinary investment portfolio and are valued at their cost price. However, the difference between the market or fair value and the cost price is calculated and provision is made, charged to the profit and loss account, to the provision for market fluctuation, which is equal to the sum of the different losses less the sum of the gains up to the amount of the losses. 95

26 The market value of unlisted fixed-income securities has been determined using a model (an evaluation study carried out by an independent professional of renowned prestige or by the valuation section of the department of Financial and Operational Risk). Valuation using a market model is largely based on the determination and recording of movements in market values related to credit risk. These movements are shown under the provision for market fluctuations mentioned above. Securities from the trading portfolio are transferred to any other portfolio at market price, deducting the accrued interest, if necessary. Securities are transferred from the ordinary investment portfolio to the heldto-maturity portfolio at cost price or market value, whichever is lower, and any losses arising are written off, if necessary. Permanent investments As established by ANIF Memorandum 123/01, as a general rule, securities classified in the permanent investment portfolio are valued on the balance sheet at cost price or market value, whichever is lower. If the latter is lower, the necessary provision is made to reflect the amortization of the provision for market fluctuation. The market value of shares is determined by the share price on the last day of the year and, for unlisted shares, by the underlying book value of the investment based on the latest available balance sheet. With regard to the unlisted shares of Group companies, they are recorded by the value of the fraction represented by the net equity of the investment adjusted by the amount of potential capital gains existing at the time of acquisition up to the limit of the cost price. In the presentation of the balance sheet, the provision for fluctuation for these shares will reduce the entry corresponding to the assets in question. Equity and investment funds Shares and parts of investment funds that make up the trading portfolio are recorded at market value. Shares and parts of investment funds that are assigned to the ordinary investment portfolio are stated at cost price or market value, whichever is lower, and any negative differences in value are recorded in a provision for market fluctuation. Market value is determined in accordance with the following criteria: Listed shares: share price on the last day of the year. Unlisted shares: underlying book value, based on the latest available balance sheet. Parts of investment funds: latest values provided by the managing companies and/or depositories of the investment funds. 3.7 Consolidation differences, intangible assets and amortisable expenses When a new company is incorporated within the consolidation perimeter, any difference between the price paid for the subsidiary s shares and the value of its corresponding share of equity is recorded in the assets under Consolidation gains. Nevertheless, before accounting positive differences from this initial consolidation, and therefore before determining the equity of the consolidation, it is evaluated whether any amount from these differences should be attributed directly to the headings on the consolidated balance sheet at a higher or lower value than their book value and up to the limit attributable to the parent company depending on the percentage holding in the dependent company. As established by ANIF Memorandum 227/12 on initial consolidation differences and ANIF Memorandum 228/12 on goodwill, differences from initial consolidation and goodwill are not amortised. However, an 96

27 impairment test is carried out in line with the applicable current international valuation standards for the sector and, if there are indications of asset impairment, the corresponding loss is recorded in the profit and loss account, which is irreversible. If the impairment test carried out on the investment in the investee company indicates impairment in portfolio investment, the value of the investee company is also adjusted in the corresponding individual financial statements, an adjustment which is also irreversible, as in the case of goodwill. Amortisable expenses are amortised systematically against the profit and loss account, at a maximum limit of 5 years. Entities can send a reasoned application to the ANIF to extend this period up to 10 years (see note 7.1). The rest of the headings under intangible fixed assets are amortised on a straight line basis over the established period of time, which cannot exceed 10 years in any case, always in accordance with current regulations and technical memoranda. In this respect, amortisable expenses and intangible fixed assets are amortised over their useful life which, in general, is up to a maximum of 5 years. However, in the case of the Core Banking application, whose useful life is longer than 10 years, this is amortised by Crèdit Andorrà over a period of 10 years due to the significance and specific characteristics of this kind of application, which cannot be compared with other more standard applications. With regard to amortisable expenses, only those expenses are activated that may be affected in more than one year, such as expenditure related directly to the purchase of new subsidiaries or businesses that have not been considered at more than cost price according to that established by ANIF Memorandum 225/12. In this respect, Memorandum 225/12 Considerations regarding the treatment of expenditure related to acquisitions of holdings in Group companies establishes that, in general, inherent expenses, i.e. those that are directly related to the acquisition and that are essential in order to carry out the purchase, form part of the cost price. 3.8 Fixed assets Fixed assets are recorded at cost, updated if necessary, less accumulated depreciation, which is spread over the useful life of each individual asset. Land where buildings and other constructions are located has an indefinite life and is therefore not depreciated. Provision for depreciation is made when a reversible loss of economic value of the fixed asset is apparent. At June 12, 2008, and with the prior presentation of valuations carried out by an independent expert, the ANIF authorised Crèdit Andorrà SA to revalue certain working fixed assets (basically property) by 30% and nonworking fixed assets by 90% of the difference between the market value established in this valuation and the book value of the assets at December 31, The revaluation totalled 101,628 thousand euros, recorded with a balancing entry in a revaluation reserve, as established by the Accounting Plan of the Andorran Financial System (see note 11). Moreover, premises acquired or built before December 31, 1989 appeared on the balance sheet at their estimated market value, as established by an independent expert in November 1989 (see note 11). Revaluation reserves are limited until the asset effectively leaves the Group and/or the ANIF authorises their access. Upkeep and maintenance costs of fixed assets that do not improve their use or lengthen their useful life are charged to the profit and loss account when they occur, under general expenses. 97

28 Individual fixed assets are depreciated using the straight-line method in accordance with the following terms: Years Buildings 30 to 50 Installations 8 to 10 Furniture 4 to 6 IT equipment 3 to 5 Vehicles 5 Other properties acquired through partial or full foreclosure on loans are recorded under Non-working fixed assets at the book value of the loan foreclosed at the time of acquisition or the estimated market value, whichever is lower. Should the market value (based on updated valuations) be lower than the net book value at a later date, provision is made for this difference charged to the income statement (see note 7.2.) Subsequently, assets acquired through foreclosure on unrepaid loans that are not applied to buildings/ equipment for own use or that remain unsold within a period of 3 years are depreciated, as of the date of foreclosure, according to the following cumulative depreciation percentages: Between 3 and 4 years 25% Between 4 and 5 years 50% More than 5 years 75% The book value of repossessed land and property must be certified by an updated valuation (at least every two years), carried out by an independent appraisal organisation. Any reductions in value are recorded in the profit and loss. 3.9 Provision for risks and contingencies A. Specific provisions on contingent liabilities Provisions for contingent liabilities contain the amounts to cover contingent payments or contingencies of a specific nature. B. Provision for pensions and similar obligations Up to January 30, 2012, obligations with all Crèdit Andorrà employees and their beneficiaries related to such contingencies as retirement, death and incapacity (defined contribution system with regard to the Bank) were outsourced to an independent Andorran foundation (Previfun), established in 1998, governed under the Regulation of Mutual Funds for Benefit and Aid to Crèdit Andorrà Employees, approved by the Ordinary General Assembly of Mutual Fund Members of October 23, With the aim of ensuring the future viability of the pensions of Crèdit Andorrà employees, on December 19, 2011, the Assembly of Mutual Fund Members agreed to start the process of transforming the Mutual Fund from a collective scheme with defined benefits to an individual scheme with defined contributions (except with regard to passive mutual fund members and a number of members who are still working but close to retirement, for whom the former conditions will be maintained). In this respect, on January 30, 2012, by means of an Extraordinary Assembly, the mutual fund members approved the dissolution and subsequent liquidation of the Mutual Fund. However, since the Mutual Fund has been dissolved, the management of the present and future assets of the mutual fund members, as well as the 98

29 management of the undertakings mentioned in the previous paragraph, have been outsourced to the insurance company of the Crèdit Andorrà Group (Crèdit Assegurances, SAU) Provision for general banking risks The Group makes provision for general banking risks corresponding to funds allocated by the Bank for reasons of prudence, given the risks inherent in its banking activity Financial derivatives The Group uses these instruments, principally futures or forward currency contracts, to hedge its balance positions in currencies other than the euro, recorded in off-balance sheet accounts at the nominal exchange amount at maturity of the respective contracts (see note 15). Transactions undertaken in order to eliminate or significantly reduce exchange rate, interest rate or market risks in equity positions or other operations are considered hedging transactions. Any profit or loss generated by these hedging transactions is accrued symmetrically in the profit and loss account as income or expenditure for the item hedged. Non-hedging operations, i.e. trading transactions undertaken in regulated markets, are stated at their listed value and fluctuations are recorded in the profit and loss account. Any profit or loss from trading transactions undertaken outside these markets is not recorded in the profit and loss accounts until effectively settled. Notwithstanding this, the positions are assessed every month and, if necessary, any potential net losses are charged to the profit and loss for each type of risk that may have resulted from these assessments. The types of risk considered for this purpose are interest, market price and exchange risk Taxes A. Indirect tax on banking and financial services At its meeting on May 14, 2002, the General Council of the Principality of Andorra approved the Indirect Taxation on Banking and Financial Services Act. This Act came into force in 2002 and its object was to levy taxes on services provided by banking and financial entities. Subsequently, on July 10, 2002, the Government of Andorra approved the regulations related to the Indirect Tax Rate on Banking and Financial Services Act. The rate is calculated according to a system that estimates the value of the services provided based on economic and financial data. Finally, on June 21, 2012, Act 11/2012 was published on general indirect taxation, entering into force on January 1, In its repealing provision, this Act, which contains an incremental tax rate of 9.5% on bank and financial services, repeals, among others, the Act on indirect taxation on bank and financial services of May 14, Consequently, in 2012 (the last year in which this tax was applied), the rate applied to the provision of bank and financial services was 9.5% (12% in 2011). 99

30 Accrued expenditure for indirect tax on banking and financial services in 2012 (ISI in Catalan) amounted to 14,721 thousand euros (17,056 thousand euros in 2011), and is recorded under the heading General expenses Taxes in the profit and loss account (see note 12.6). At December 31, 2011, the net amount due, having deducted payments on account, is recorded under the heading Other liabilities Suppliers and other creditors on the enclosed balance sheet, while at December 31, 2012 an entitlement to a refund has been recognised (as the payments made for this tax were higher than the tax incurred during 2012) under the heading Other assets Taxes in line with the accounting system for the new corporate tax (see notes 2.5 and 12.3). This tax will be paid during the first quarter of the following year. B. Corporate tax On December 1, 2011, the General Council of the Principality of Andorra passed Act 17/2011, amending Act 95/2010 of December 29 on Corporate Tax (published in the Official Gazette of the Principality of Andorra, BOPA, number 80 on December 28, 2011), according to which limited companies ( societats anònimes ) are subject to a general tax rate of 10%. This Act came into force the day after it was published in BOPA and is applicable to taxation periods starting on January 1, Expenditure on Corporate Tax represents all expenses for taxation on the profits from the year, as well as for the effect of variations in the assets and liabilities due to advance and deferred tax and tax debt. Tax expenses on profits from the year are calculated using the sum of the current tax resulting from applying the tax rate to the tax base for the year, after having applied any fiscally admissible deductions, plus any variations in assets and liabilities due to advance/deferred taxes and tax debt, both for negative taxable incomes and for deductions. Deferred tax assets and liabilities include temporary differences identified as those amounts expected to paid or received for differences between the book value of assets and liabilities and their fiscal value, as well as negative tax bases to be offset and credit for tax deductions that are not fiscally applied. These amounts are recorded by applying, to the corresponding temporary difference or credit, the expected tax rate to recover and settle them. Any taxable temporary differences are recognised as deferred tax liability. For their part, deferred tax assets, identified with temporary differences, negative tax bases and deductions to be offset, are only recognised in the case that the Group is deemed likely to have sufficient tax gains in the future against which these can be charged. At the end of every accounting period, the deferred tax recorded is checked (both assets and liabilities) in order to verify any still in effect and the relevant adjustments are made in accordance with the findings of the analyses carried out Unused lines of credit Lines of credit granted to customers are recorded in the balance sheet at the amount provided and the amounts available in off-balance sheet accounts are recorded under the heading Commitments and contingent risks Operating commitments and risks. 100

31 Note 4 Maturity of financial assets and liabilities and breakdown by currency 4.1 Distribution of maturity of financial assets and liabilities The residual maturity of certain assets and liabilities at December 31, 2012 and 2011 is as follows (in thousand euros): 2012 Due and doubtful Up to 1 month From 1 to 3 months From 3 months to 1 year From 1 to 5 years More than 5 years Total Assets ANIF Financial intermediariessight, gross 258, ,864 Financial intermediariesforward, gross 107, , ,874 Loan investments, gross 142, , , , ,211 1,418,421 3,101,781 Bonds and other fixedincome instruments 32,786 21, , , ,858 1,762,319 Total 142, , , ,342 1,483,080 2,086,279 5,234,048 Liabilities ANIF 6, ,799 Banks and lending institutions 63,062 38, ,843 49, ,202 Other financial intermediaries 6,193 4,000 10,193 Customer deposits-sight 1,893,293 1,893,293 Customer deposits-forward 369, ,632 1,541,752 7,639 99,006 2,561,582 Bonds issued 45,418 9, , ,176 10, ,821 Total 2,383, ,526 1,874, , ,592 5,128, Due and doubtful Up to 1 month From 1 to 3 months From 3 months to 1 year From 1 to 5 years More than 5 years Total Assets ANIF Financial intermediariessight, gross 215, ,890 Financial intermediariesforward, gross 150,349 15,369 15, ,861 Loan investments, gross 120, , , , ,037 1,319,349 3,112,228 Bonds and other fixedincome instruments 39,952 92, , , ,089 1,358,488 Total 120, , , ,033 1,244,404 1,866,438 4,867,677 Liabilities ANIF 1,231 5,420 6,651 Banks and lending institutions 128, ,900 Other financial intermediaries 7,172 7,172 Customer deposits-sight 1,466,009 1,466,009 Customer deposits-forward 542, ,223 1,353,693 28, ,543 2,849,597 Bonds issued 2, ,796 50,891 30, ,610 Total 2,145, ,823 1,481,909 79, ,866 4,664,939 Interest rates on variable rate customer loans with a maturity of more than one year are indexed at the one-year interbank market interest rate. At December 31, 2012 and 2011 there were no amounts without a maturity date. 101

32 4.2 Currency breakdown Details of the currency breakdown of certain assets and liabilities as at December 31, 2012 and 2011 (in thousand euros): 2012 US Swiss Pounds Japanese Canadian Other Euros dollars francs sterling yen dollars currencies Total Assets ANIF Financial intermediaries, at sight 157,533 33,496 3,442 39,475 1, , ,864 Banks and lending institutions 48,268 18,098 44, ,874 Provision for insolvencies ( ) Total financial intermediaries, net 156,951 81,764 3,442 39,475 1,685 18,618 67, ,156 Customer loans and credits 2,840, ,147 68,717 4,571 11, ,079,454 Overdrafts on customer accounts 13, ,339 Customer bills discounted 7,988 7,988 Provision for insolvencies ( ) 29, ,963 Total loan investments, net 2,833, ,114 68,684 4,589 11, ,071,818 Securities portfolio, net 1,525, , ,474 1,851,627 Total assets 4,516, ,186 73,112 73,538 12,710 18,676 67,375 5,292,811 Liabilities ANIF 6,799 6,799 Banks and lending institutions 235,616 38,964 1, , ,202 Other financial intermediaries 7,499 1, ,193 Customer deposits 3,447, ,120 70, ,790 2,669 18,701 67,254 4,454,875 Bonds issued 346,951 23, ,821 Total liabilities 4,043, ,372 72, ,007 12,465 18,701 67,254 5,128,

33 2011 US Swiss Pounds Japanese Canadian Other Euros dollars francs sterling yen dollars currencies Total Assets ANIF Financial intermediaries, at sight 89,052 53,589 1,489 43,240 8, , ,890 Banks and lending institutions 42,021 44,175 48,509 13,375 32, ,861 Provision for insolvencies ( ) Total financial intermediaries, net 130,169 97,764 1,489 91,749 8,004 14,170 52, ,847 Customer loans and credits 2,907,789 80,379 66,879 4,655 23,848 1, ,084,980 Overdrafts on customer accounts 9, , ,787 Customer bills discounted 14,461 14,461 Provision for insolvencies ( ) 20, ,453 Total loan investments, net 2,910,443 80,215 67,399 4,925 26,362 1, ,090,775 Securities portfolio, net 1,042, ,571 38,822 1,426,527 Total assets 4,082, ,550 68, ,496 34,366 15,445 52,658 4,913,359 Liabilities ANIF 6,651 6,651 Banks and lending institutions 95, , ,900 Other financial intermediaries 6, ,172 Customer deposits 3,490, ,733 48, ,688 2,150 15,433 52,743 4,315,606 Bonds issued 198,559 8, ,610 Total liabilities 3,797, ,355 48, ,030 34,417 15,440 52,887 4,664,939 For more information on the Group s currency positions, see note

34 4.3 Bonds issued The Bank has different financing programmes and instruments to appropriately plan the management of liquidity. Within these programmes, the Bank used both short-term and long-term structured products, channelled through securities. All the bonds issued have been sold to the Bank s customers. The movement in the years 2012 and 2011 was as follows: Opening balance for the year 206, ,327 Issues 360, ,983 Amortisation 195,948 78,399 Valuation adjustments Closing balance for the year 370, ,610 The balance for this item at December 31, 2012 was mainly made up of 285,849 thousand euros corresponding to structured credit whose underlying assets form part of the Bank s own portfolio (122,699 thousand euros in 2011), 42,331 thousand euros corresponding to structured credit charged by the Bank via credit derivative contracts with independent financial institutions (38,126 thousand euros in 2011) and 33,323 thousands corresponding to structured products via which their holders acquire the risks and benefits of certain venture capital holdings in the Bank s own portfolio (30,742 thousand euros in 2011). Note 5 Loan investments and financial intermediaries 5.1 Analysis of loan investments and financial intermediaries The evaluation of loan investments and financial intermediaries with regard to minimum legal requirements and internal criteria, according to the breakdown as at December 31, 2012 and 2011 (in thousand euros), is set out as follows: 2012 Insolvency Net Normal Past due Doubtful Total provision amount Financial intermediaries, at sight 258, , ,864 Due from banks on time deposit 110, , ,292 Total financial intermediaries 369, , ,156 Customer loans and credits 2,943,954 28, ,046 3,079,454 27,747 3,051,707 Overdrafts on customer accounts 7,364 3,994 2,981 14,339 2,136 12,203 Customer bills discounted 7,988 7, ,908 Loan investments-customers 2,959,306 32, ,027 3,101,781 29,963 3,071,

35 2011 Insolvency Net Normal Past due Doubtful Total provision amount Financial intermediaries, at sight 215, , ,890 Due from banks on time deposit 180, , ,957 Total financial intermediaries 396, , ,847 Customer loans and credits 2,969,120 22,028 93,832 3,084,980 20,131 3,064,849 Overdrafts on customer accounts 8,135 2,027 2,625 12,787 1,177 11,610 Customer bills discounted 14,461 14, ,316 Loan investments-customers 2,991,716 24,055 96,457 3,112,228 21,453 3,090, Provision for insolvencies Movements in provision for insolvencies of forward financial intermediaries and loan investments during 2012 and 2011 (in thousand euros) were as follows: 2012 Opening Allocations/ Amounts Other Closing balance (Recoveries) applied movements balance Financial intermediaries Provision banks on time deposit Loan investments Specific loan investment provisions 12,720 9, ,948 General loan investment provisions 8, ,015 Total loan investment provisions 21,453 8, ,963 Total provisions 22,357 8, , Opening Allocations/ Amounts Other Closing balance (Recoveries) applied movements balance Financial intermediaries Provision banks on time deposit Loan investments Specific loan investment provisions 15,627 8,021 11, ,720 General loan investment provisions 9, ,733 Total loan investment provisions 25,079 7,115 11, ,453 Total provisions 25,856 7,242 11, ,357 At December 31, 2012, the Group had an NPL coverage ratio of 27.23% (22.24% in 2011) not including loans secured by mortgage collateral, and % (107.87% in 2011) taking mortgage secured loans into account. 105

36 5.3 Collateral security for loan investment Collateral security obtained for loan investments as at December 31, 2012 and 2011 (in thousand euros) is broken down as follows: 2012 Cash Total deposits Securities Mortgages secured Unsecured Total Loan investments, gross Customer loans and credits 185, ,523 1,963,635 2,403, ,074 3,079,454 Overdrafts on customer accounts 14,339 14,339 Customer bills discounted 7,988 7,988 Total security for loan investments 185, ,523 1,963,635 2,403, ,401 3,101, Cash Total deposits Securities Mortgages secured Unsecured Total Loan investments, gross Customer loans and credits 97, ,452 1,893,259 2,226, ,533 3,084,980 Overdrafts on customer accounts 12,787 12,787 Customer bills discounted 14,461 14,461 Total security for loan investments 97, ,452 1,893,259 2,226, ,781 3,112,228 At December 31, 2012, the heading Customer loans and credits included housing loans that, according to current legislation, were granted for a total of 252 thousand euros (321 thousand euros in 2011) (see note 21.3). There are also loans granted as part of a programme classified as of national and social interest, focusing on the preferential financing of newly created firms and businesses, firms related to innovation, reconversion and enterprising projects, passed by the government of Andorra on March 3, 2010, for a total of 1,811 thousand euros (1,116 thousand euros in 2011), and loans granted as part of a programme classified as of national and social interest, focusing on the preferential financing of rehabilitation for housing and residential buildings, passed by the government of Andorra on March 23, 2011, for a total of 185 thousand euros (see note 21.3). Loan investments at December 31, 2012, with the investment fund managed by the Group, totalled 7,760 thousand euros (25,455 thousand euros in 2011). Given that appraisals are being carried out and no valuation is available that has been carried out by an independent professional, pursuant to ANIF Memorandum 198/10, at December 31, 2012 the Group had 88,496 thousand euros of mortgage loans classified as not secured by property (114,913 thousand euros in 2011) (see note 3.5). 5.4 Loan investments to the public sector Breakdown of loan investments to public sector entities as at 31 December, 2012 and 2011 (in thousand euros): Loan investments to the public sector Loans secured by the state of Andorra 95,107 61,300 Loans on counties in the Principality of Andorra 83,201 84,520 Other Andorran public bodies and para-public entities 59,174 63,865 Total 237, ,

37 The balance of Other Andorran public bodies and para-public entities basically corresponds to the loan operation between the Bank and the para-public society, Centre de Tractament de Residus d Andorra SA. In accordance with applicable legislation, the Bank calculates a general provision of 1% of the total balance of these loan operations to the public sector (see note 3.5). Note 6 Securities portfolio 6.1 Holdings in Group companies The Bank has direct and indirect holdings in the following companies, consolidated according to the equity method (in thousand euros), at December 31, 2012 and 2011: 2012 % 2012 Dividends Book Domicile Activity holding Capital Reserves Earnings paid out Equity value Crèdit Assegurances SAU Andorra Insurance 100% 9,000 4,675 4,639 18,314 18,314 CA Life Insurance Experts Compañía de Seguros y Reaseguros, SAU Spain Insurance 100% 4, ,887 3,887 22, % 2012 Dividends Book Domicile Activity holding Capital Reserves Earnings paid out Equity value Crèdit Assegurances SAU Andorra Insurance 100% 4,000 28,114 4,404 28,256 8,262 8,262 8,262 The corporate purpose of Crèdit Assegurances SAU, parent company of the subgroup Crèdit Assegurances, is to carry out insurance actions and cover risks based on contracts of private law, including the life assurance branch in any of its types. It comes under the legal provisions established in the Act governing the actions of insurance companies of the Principality of Andorra, dated May 11, Its sole shareholder is Crèdit Andorrà SA. At December 31, 2012, the subgroup Crèdit Assegurances included the following Spanish companies: ERM SA (79%), ERM Consultoría, SA (79%), ERM Reinsurance Broker, SL (79%), ERM Gerencia Integral de Riesgos Correduría de Seguros, SL (79%), Gerencia de Riesgos Correduría de Seguros, SA (79%), Davante Correduría de Seguros, SL (79%) and AMK Ibérica & Principado Correduría de Seguros, SL (19.75%), and the following Andorran companies: CA Vida Assegurances SAU (100%), Actiu Assegurances SA (55%), Financera d Assegurances SA (25%), Línia Asseguradora Andorrana SL (12.75%), Consell Assegurador SL (20%) and Patrigest Informació Financera SL (100%). On December 29, 2011 the ANIF approved the application presented by Crèdit Andorrà to increase the share capital of Crèdit Assegurances SAU by 5,000 thousands euros, which was entered in the register of this Institute in January Pursuant to that established in ANIF Memorandum 227/12 on differences from initial consolidation, and with effect as from January 1, 2012, the Group reversed, against the consolidation reserves, the cumulative amount amortised at the date when the initial consolidation differences arose from acquiring Actiu Assegurances SA (see note 2.5). 107

38 CA Life Insurance Experts Compañía de Seguros y Reaseguros, SAU. The creation of this insurance brokerage firm, in the branch of life assurance, forms part of the international expansion plan for insurance business of the Crèdit Andorrà Group and, at December 31, 2012, it was still pending authorisation to operate by the Spanish Directorate General for Insurance and has therefore yet to begin business (see note 2.4). The holdings in Crèdit Assegurances SAU and CA Life Insurance Experts Compañía de Seguros y Reaseguros, SAU have been consolidated via the equity method as the insurance business has been considered different from the banking business. 6.2 Other investments and qualified holdings The Group had the following direct Other investments and Qualified holdings as at December 31, 2012 and 2011 (in thousand euros): 2012 % Dividend Net book holding Activity Domicile Capital Reserves Earnings paid out Equity value Other investments ENSISA 49.57% Services Andorra 23,385 10, ,848 16,777 Administració i Serveis 25.00% Services Andorra Seguriser 39.57% Services Andorra 1, , Qualified holdings 17,259 SEMTEE 17.05% Services Andorra 29,403 19, ,493 5,715 Other (*) 4,443 10,158 (*) Includes the rest of the indirect holdings: SPA, SA, CLIGE SA, Mutua Eléctrica Sant Julià, etc. Note: Information refers to the latest financial statements available without adjusting by the percentage of the share held by the Group % Dividend Net book holding Activity Domicile Capital Reserves Earnings paid out Equity value Other investments ENSISA 49.57% Services Andorra 23,385 10, ,674 16,691 Administració i Serveis 25.00% Services Andorra Seguriser 39.57% Services Andorra 1, , Qualified holdings 17,167 SEMTEE 17.05% Services Andorra 25,242 13,091 2,012 40,345 5,715 Other (*) 5,920 11,635 (*) Includes the rest of the indirect holdings: SPA, SA, CLIGE SA, Mutua Eléctrica Sant Julià, etc. Note: Information refers to the latest financial statements available without adjusting by the percentage of the share held by the Group. Other investments are consolidated by the equity method. Qualified holdings are recorded at cost price or market value, whichever is lower. 108

39 Esports de Neu Soldeu-Incles SA (ENSISA) manages the ski resort Soldeu-el Tarter, at Canillo (Andorra), and also owns 50% of Neus de Valira SA (Nevasa), an Andorran company whose purpose is the commercialisation of Grandvalira. The holding in Seguretat i Serveis SA (Seguriser SA) was consolidated by the equity method, as established by Memorandum 145/02, dated November 20, 2002, of the Andorran National Institute of Finance. Qualified holdings in a company are those in which the entity holds, directly or indirectly, at least 5% of its capital or of its voting rights, or in which the entity can appoint, directly or indirectly, at least 20% of the members of the Board of Directors of the company, or in which the entity exercises significant influence. Significant influence is understood as participation in the financial and operational decisions of a company, although these may not be controlled, and this may be exercised in various ways, usually via representation on the governing body, with participation in the process of establishing policies, important transactions, changing directors or technological dependence. Significant influence can be secured via participation in ownership or via agreements. It is assumed that significant influence is exercised when the holding company holds, directly or indirectly, more than 20% of the voting rights or of the capital of the investee company or 3% if listed on regulated markets. Society d Economia Mixta Termolúdic Escaldes-Engordany, SA (SEMTEE SA) manages the thermal water centre Caldea, located at Escaldes (Andorra). Pursuant to that established in ANIF Memorandum 227/12 on differences from initial consolidation, specifically its first-time adoption rule, and with effect as from January 1, 2012, the Group has recognised, against the consolidation reserves, the difference from the initial consolidation related to the holding in CLIGE, SA, totalling 1,463 thousand euros. In 2012 dividends totalled 287 thousand euros (255 thousand euros in 2011) brought into account from Other investments and Qualified holdings. 6.3 Investment funds A breakdown of holdings in investment funds at December 31, 2012 and 2011 is as follows (in thousand euros): Investment funds Group-related entities 9,629 2,107 Entities not related to the group 33,958 31,350 43,587 33,457 The balance at December 31, 2012 of the investment funds managed by entities not related to the Group includes 33,375 thousand euros corresponding to holdings of venture capital firms, the risks and profits of which have been acquired by the Bank s customers by taking out structured products (30,794 thousand euros at December 31, 2011) (see note 4.3). 109

40 6.4 Portfolio evaluation The book value of those securities classified in the valuation categories set out in note 3.6 as at December 31, 2012 and 2011 is given below (in thousand euros): Trading portfolio: 4,498 1,128 Fixed income instruments Equity instruments Investment funds 4,498 1,128 Held-to-maturity portfolio 1,758,223 1,344,780 Permanent investments 39,460 25,429 Ordinary investment portfolio: 54,250 57,966 Fixed-income instruments 4,096 13,708 Equity instruments 10,158 11,635 Investment funds 39,996 32,623 Total 1,856,431 1,429, Listed securities 1,279, ,329 Unlisted securities 577, ,974 Total 1,856,431 1,429,303 Market fluctuation fund ( ) Provision for insolvencies ( ) 3,897 2,466 Total 1,851,627 1,426,527 The held-to-maturity portfolio is principally made up of issues of government bonds from OECD countries and other bonds and fixed-income securities issued by banks with a public guarantee, as well as structured products with capital secured against underlying government bonds from OECD countries. The acquisition cost of instruments in the trading portfolio as at December 31, 2012 was 4,184 thousand euros (1,093 thousand euros in 2011). At December 31, 2012, the market or fair value of the held-to-maturity portfolio was 1,755,220 thousand euros (1,269,382 thousand euros in 2011), of which 1,315,197 thousand euros was for listed securities while the rest, 440,023 thousand euros, corresponds to securities valued mark-to-model or unlisted (904,209 thousand euros and 365,173 thousand euros respectively at December 31, 2011). Pursuant to the Act governing mandatory investment ratios (see note 21.3), at December 31, 2012 the Group had subscribed 103,430 thousand euros in government bonds of the Principality of Andorra, issued on 30 December, This bond issue matures on December 31, 2013, at the official one-year Euribor interest rate of the European Central Bank, established on the first working day of each calendar year. The amount subscribed by the Group is recorded under the heading Securities portfolio Bonds and other fixed-income securities in the consolidated balance sheet included here, within the held-to-maturity portfolio, as an unlisted security and not included in the calculation of the liquidity ratio. 110

41 The market value of the ordinary investment portfolio held in fixed-interest instruments as at December 31, 2012 was 4,411 thousand euros (13,822 thousand euros in 2011), 113 thousand euros of which corresponds to listed securities (0 thousand euros in 2011) and 4,298 thousand euros corresponds to unlisted securities (13,822 thousand euros in 2011) where the market value is estimated based on the mark-to-model (see note 3.6). The market value of the ordinary investment portfolio held in equity shares at December 31, 2012 was 12,127 thousand euros (13,559 thousand euros in 2011). The market value, at December 31, 2012, of the ordinary investment portfolio in collective investment management firms was 41,417 thousand euros (34,454 thousand euros in 2011), all of which corresponds to unlisted securities (32,860 thousand euros in 2011). 6.5 Provision for market fluctuation Movements in provision for market fluctuation in 2012 and 2011 (in thousand euros) were as follows: 2012 Opening Allocations Amounts Other Closing balance /(Recoveries) applied movements balance Securities portfolio Bonds and other fixed-income instruments 5 5 Other holdings Shares and other equity instruments Investment funds Total movements for year Opening Allocations Amounts Other Closing balance /(Recoveries) applied movements balance Securities portfolio Bonds and other fixed-income instruments Other holdings Shares and other equity instruments Investment funds Total movements for year In line with the applicable accounting regulations, the Group also has a general provision fund for insolvencies, whose details are as follows: 2012 Opening Allocations Amounts Other Closing balance /(Recoveries) applied movements balance Securities portfolio Bonds and other fixed-income instruments 2,466 1,431 3, Opening Allocations Amounts Other Closing balance /(Recoveries) applied movements balance Securities portfolio Bonds and other fixed-income instruments 1,279 1,187 2,

42 Note 7 Fixed assets 7.1 Intangible assets and amortisable expenses The movements in intangible assets and amortisable expenses for last year were as follows (in thousand euros): Consolidation gains Additions Retirements Transfers / Other Acquisition cost 42, ,504 41,081 Provision for depreciation 1,463 1,463 Total net 40, ,081 Intangible assets and amortisable expenses Additions Retirements Transfers / Other Acquisition cost Goodwill 8,762 8,762 IT applications 63,813 5,625 22, ,362 Amortisable expenses 23,451 7,757 31,208 Total intangible assets 87,264 22,144 22, ,332 Provision for depreciation Goodwill IT applications 32,481 6,289 22, ,691 Amortisable expenses 8,730 5, ,407 Total provision for depreciation 41,211 11,958 22, ,098 Total, net int. assets and after amort. 46,053 10, ,234 The breakdown of gains from initial consolidation is as follows: (1) Banque de Patrimoines Privés, SA, 10,091 thousand euros, (2) Banco Alcalá, SA, 7,241 thousand euros, (3) Beta Capital Management LP, 23,203 thousand euros, (4) CA Perú Agente de Valores de Bolsa, 112 thousand euros and (5) Valores Casa de Bolsa SA, 434 thousand euros. Retirements under gains from initial consolidation and are mainly made up of the adjustment in the cost price of Banque de Patrimoines Privés, SA, as mentioned in note 2.4. Retirements under cumulative amortisation of gains from initial consolidation are related to the first-adoption rule contained in Memorandum 227/12 on differences from initial consolidation (see note 2.5). Additions under Goodwill corresponds to the value of 79% of the business acquired by Credit Andorrà from its local Mexican shareholders which, as established in the strategic agreement signed between both parties, will be exclusively exploited by CA Mexico Asesores Patrimoniales, SA de CV or by any other vehicle considered opportune and set up for this purpose by both parties (see note 2.4). Additions under IT applications correspond both to the programming of several periphery management applications and also the development of the Bank s Core Banking capacities and its implementation in different Group subsidiaries. 112

43 Additions under Amortisable expenses correspond mainly to expenses incurred in acquiring new subsidiaries (see notes 2.4, 3.7 and 6.1). Retirements under IT applications correspond to the retirement of totally amortised assets and those not in use, principally related to the definitive disconnection of the Bank s previous host, which had been maintained operational in consultation mode subsequent to the migration to the new Core Banking system for operational reasons. 7.2 Fixed assets The movements in fixed assets for 2012 were as follows (in thousand euros): Acquisition cost Additions Retirements Transfers / Other Working fixed assets Land 51,666 51,666 Buildings 78, ,446 Installations 69,161 2,813 11, ,961 Furniture 18, , ,200 IT equipment 18,930 2,612 11, ,403 Vehicles Fixed assets in progress Subtotal 237,278 6,342 28, ,232 Non-working fixed assets Land 132,269 34, ,147 Buildings 41,481 10, ,628 Art fund 6, ,868 Subtotal 180,385 45, ,643 Total fixed assets 417,663 51,639 29, ,875 Provision for depreciation Working fixed assets Buildings 38,790 2, ,773 Installations 48,969 3,762 11,246 2,635 44,120 Furniture 17, , ,589 IT equipment 14,689 1,525 11, ,128 Vehicles Other Subtotal 120,399 7,724 27,524 2, ,002 Non-working fixed assets Buildings and installations 8,328 1, ,312 7,328 Art funds Subtotal 8,328 1, ,235 7,405 Total provision for depreciation 128,727 9,045 27, ,407 Provisions for depreciation 7, ,122 Total fixed assets, net 281,523 41,885 1, ,

44 At December 31, 2012, the item Provisions for depreciation included 6,212 thousand euros corresponding to the depreciation of non-working fixed assets that were revalued in 2008 (6,212 thousand euros at December 31, 2011). Of the total additions of non-working fixed assets, 37,429 thousand euros correspond to property acquired by the Bank by a process of repossession or datio in solutum of assets in lieu of payment of debt during 2012 (9,428 thousand euros in 2011) (see note 5.2). The total retirements of non-working assets, 390 thousand euros, correspond to sales of land and property acquired by the Bank by a process of repossession or datio in solutum of assets in lieu of payment of debt (5,126 thousand euros in 2011). At December 31, 2012 and 2011, all property was fully available. The fully depreciated fixed assets at December 31, 2012 totalled 51,629 thousand euros (88,881 thousand euros in 2011). Note 8 Provision for risks and contingencies Movements in provision for risks and contingencies in 2012 and 2011 (in thousand euros) are given below: 2012 Opening Amounts Other Closing balance Allocation Recoveries applied movements balance Provision for contingent liabilities 1,238 1,238 Other provisions 1, ,121 2, , Opening Amounts Other Closing balance Allocation Recoveries applied movements balance Provision for contingent liabilities 1, ,238 Other provisions 1, ,303 3, ,541 Other provisions includes the necessary provisions resulting from early retirement commitments as at December 31, 2012 and

45 Note 9 Pension fund and other funds Below are details of the contributions made for this concept during the years ended December 31, 2012 and 2011: Non-voluntary contributions 2,615 2,411 Voluntary contributions ,976 2,911 The voluntary contribution of 361 thousand euros forms part of the commitment undertaken by the Board of Directors of the Bank while converting the Mutual Fund, consisting of making regular voluntary contributions up to a total of 3,800 thousand euros during the 10 years following conversion to guarantee the future viability of the Mutual Fund s defined benefit system (see note 3.9). Note 10 Distribution of profits The proposed distribution of profits of Crèdit Andorrà SA for the year 2012 to be presented by the Board of Directors to the General Shareholders Meeting for approval (in thousand euros) is as follows: Group profits for the year 70,862 70,628 Profits awaiting application Consolidation adjustments: For dividends ,181 For other (net) 10,799 1,680 Profit available for distribution from the Bank 60, ,489 Dividend payments 40,000 55,000 Restricted reserves - Mem. 227/12 and 228/12 4,966 Provision to Bank Deposit Guarantee Reserve (see note 21.4) 1,896 Transfer to voluntary reserves 14,001 55,489 Profits awaiting application In 2012 Crèdit Andorrà SA distributed interim dividends from the profits of 2012 totalling 20,000 thousand euros (35,000 thousand euros in 2011). The profit from the Group s consolidated companies will be distributed in the manner agreed by their respective Shareholders Meetings. The amount allocated to the reserve to cover the Bank Deposit Guarantee Fund is an estimate pending the definitive amount to be allocated by the Bank, as ruled by the Deposit Guarantee Scheme Management Committee (see note 21.4). However, the Bank s administrators believe there will be no significant differences between the amount estimated at December 31, 2012 and the definitive amount to be allocated. However, should there be any differences, these would be charged against voluntary reserves. 115

46 Note 11 Movements in Shareholders Equity In 2012 and 2011, the following movements (in thousand euros) took place in Shareholders Equity: 2012 Share capital Legal reserve Guarantee reserve Revaluation reserve Voluntary reserve Consolidation reserve Conversion differences Profit Total Balance at beginning of year before distribution 70,000 14,000 39, , ,280 40, , ,163 Supplementary dividend 20,000 20,000 Application of 2011 profits/ transfer to reserves 55,489 55,489 Consolidation adjustments 39,861 39,861 Balance at beginning of year following distribution 70,000 14,000 39, , ,769 40, ,024 Profits for ,862 70,862 Interim dividend ,000 20,000 Adjustment guarantee deposit reserves 3,194 3,194 Adjustment consolidation reserves 41,133 41,133 First-time adoption Mem. 227/12 (note 2.5) 1,877 1,877 First-time adoption Mem. 227/12 (note 6.2) 1,463 1,463 Adjustment conversion reserves Total 70,000 14,000 42, , , , ,

47 2011 Share capital Legal reserve Guarantee reserve Revaluation reserve Voluntary reserve Consolidation reserve Conversion differences Profit Total Balance at beginning of year before distribution 70,000 14,000 33, , ,380 39,775 42, ,340 Supplementary dividend 35,000 35,000 Application of 2010 profits/ transfer to reserves 5,148 5,148 Consolidation adjustments 2,668 2,668 Balance at beginning of year following distribution 70,000 14,000 33, , ,528 39, ,672 Profits for ,628 70,628 Interim dividend ,000 35,000 Adjustment guarantee deposit reserves 6,248 6,248 Adjustment consolidation reserves Adjustment revaluation reserves Adjustment conversion reserves Total 70,000 14,000 39, , ,280 40, , ,163 Share capital Share capital is represented by 790,000 A series shares and 210,000 E series shares, each of 70 euros, fully subscribed and paid up. Both series have the same economic and policy-making rights, the latter being syndicated. Legal reserve In compliance with the Act governing companies passed by the General Council on October 18, 2007, a legal reserve must be established of a minimum of 10% of the profit until 20% of the share capital has been reached. At December 31, 2012 and 2011, the Bank had this reserve totally set up. Guarantee reserve At December 31 of 2012, Crèdit Andorrà, in compliance with that established by Act 1/2011 on the creation of a deposit guarantee system by banks, had a restricted guarantee reserve totalling 42,505 thousand euros, hedged by an equivalent amount in eligible securities, according to article 7.3 of Act 1/2011 (39,311 at 31 December, 2011) (see notes 21.3 and 21.4). Voluntary reserve These reserves correspond to profits from previous years that have not been distributed by the General Shareholders Meeting. Pursuant to article 23 of Act 20/2007 of October 18, on public limited companies ( societats anònimes and de responsabilitat limitada in Catalan), the Bank has set up a restricted reserve for loans granted to shareholders. In addition, based on that established in Memorandum 227/12 on Differences from initial consolidation and Memorandum 228/12 on Goodwill, the Bank, via the appropriation of earnings, sets up annually a restricted reserve for at least 10% of the book value of the differences from the initial consolidation and goodwill reported, directly 117

48 or indirectly, on its balance sheet, up to 100% of their value. To avoid overlapping, this reserve is not set up for any goodwill or differences from the initial consolidation of subsidiaries for which local regulations require a reserve of a similar nature to that described above (see notes 2.5, 7.1 and 10). At December 31, 2012, the restricted reserve totalled 1,876 thousand euros (see note 2.5). Revaluation reserve This restricted reserve corresponds to two revaluations: The first, totalling 13,934 thousand euros, corresponds to revaluations of buildings for own use of property acquired or built before December 31, The second, totalling 101,628 thousand euros, corresponds to the revaluation authorised by the ANIF on June 12, 2008 of the land, building work and installations of working and non-working fixed assets, as detailed below: Book value before revaluation Appraised value Percentage revaluation Revaluation Working land 16,828 53,354 30% 10,958 Working buildings: 14, ,351 30% 27,138 Amount building revaluation corresponding to land 6,813 Amount building revaluation corresponding to building 20,325 Non-working land 27,656 89,630 90% 55,777 Non-working buildings: 3,208 11,825 90% 7,755 Amount building revaluation corresponding to land 5,725 Amount building revaluation corresponding to building 2,030 Total 62, , ,628 At December 31, 2010, the Bank registered a provision of 6,256 thousand euros for the effect of certain nonworking fixed assets that have lost their fair realised value since they were revalued, calculated according to updated valuations carried out by independent experts. However, on December 31, 2011, the Bank reversed 45 thousand euros of this provision according to updated valuations. Both effects, in line with the applicable accounting practice at the time of revaluation, were carried out against the revaluation reserves. Consolidation reserves The consolidation reserves correspond to accrued profits in previous years by Group companies forming part of the consolidation perimeter from the date of their acquisition or constitution up to December 31, 2012 and 2011 that have not been distributed as dividends. Consolidation reserves Companies consolidated by the fully-integrated method 9,286 7,768 Companies consolidated by the equity method 9,289 32, ,722 The reduction in consolidation reserves observed in the table above is due to the allocation of 38,181 thousand euros as dividends to Crèdit Andorrà SA (see note 10). 118

49 The consolidation reserves by the fully-integrated method at December 31, 2012 therefore correspond principally to: 5,081 thousand euros of the Crèdit Andorrà Panamá Group ( 3,903 thousand euros in 2011), 3,082 thousand euros of Crèdit Iniciatives SA ( 1,188 thousand euros in 2011), 2,727 thousand euros of Crèdit Capital Immobiliari SA (7,830 thousand euros in 2011) and 2,551 thousand euros of Crediinvest SA (2,236 thousand euros in 2011). The consolidation reserves by the equity method at December 31, 2012 correspond mainly to: 4,675 thousand euros of Crèdit Assegurances SAU (28,113 thousand euros in 2011) and 4,799 thousand euros of ENSISA (4,975 thousand euros in 2011). Subordinated liabilities On October 26, 2005, the ANIF Board of Governors agreed to authorise the issue of preference shares by Crèdit Andorrà SA Preference Ltd., to be accounted for as Tier 1 type regulatory capital of the Crèdit Andorrà Group. In accordance with this ANIF authorisation, on December 22, 2005 Crèdit Andorrà Preference Ltd. issued 100 million euros in preference shares, without voting rights and with a specified annual dividend of 5% in the first three years following issue and then variable annually with reference to the CMS 10-year rate plus 30 basis points, with a maximum of 8%, adjusted for the number of days during the year when the CMS 10-year rate is equal to or higher than the CMS 2-year rate. On January 25, 2006, the ANIF Board of Governors agreed to authorise an increase in the preference share issued by Crèdit Andorrà Preference Ltd. amounting to an additional 50 million euros, given that the other components of the equity of Crèdit Andorrà SA continued to account for around 70% of the Group s total shareholder equity. These preference shares are identical in nature to those of the first issue. Crèdit Andorrà Preference Ltd. is a wholly-owned subsidiary of Crèdit Andorrà and the issue mentioned has the joint and several and irrevocable guarantee of Crèdit Andorrà, as indicated in the corresponding information folder for the issue. This issue of a perpetual nature was fully taken up by third parties outside the Group and may be fully written off should the issuing company so decide, and with authorisation from the ANIF, after a period of six years following it being paid up. The variable coupon paid in the period between December 23, 2011 and December 22, 2012 was 2.775% (3.647% for the period between December 22, 2010 and December 22, 2011). Provision for general banking risks The Group makes provision for general banking risks corresponding to funds allocated by the Bank for reasons of prudence, given the risks inherent in its banking activity. The movements in 2012 and 2011 were as follows: Opening balance for the year 8,154 23,232 Allocation to fund Recoveries 8,154 15,078 Closing balance for the year 8,

50 Note 12 Other balance sheet and profit and loss account items Other significant items in the balance sheet and profit and loss account for the years ended December 31, 2012 and 2011 (in thousand euros) are shown below: 12.1 Asset accrual accounts The details of this item on the balance sheet are as follows (in thousand euros): Accrued income 54,710 55,096 Interest 32,694 34,216 Commissions 22,016 20,880 Other Prepaid expenses Commissions Other ,063 55, Liability accrual accounts The details of this item on the balance sheet are as follows (in thousand euros): Accrued expenses 19,812 20,723 Interest 15,034 15,526 Commissions 716 1,966 Other 4,062 3,231 Before-due receipts 15,893 21,359 Interest 13,264 17,333 Commissions Other 2,629 4,026 35,705 42,082 The interest received in advance corresponds to structured products. 120

51 12.3 Other assets The details of this item on the balance sheet are as follows (in thousand euros): Other assets 91,933 47,142 Operations underway 84,128 44,157 Taxation 5,153 Withholdings and advanced payments (note 3.12.A) 4,651 Pre-paid tax (note 13.4) 502 Fiscal credit Options acquired 2,429 2,667 Stock Other liabilities The details of this item on the balance sheet are as follows (in thousand euros): Other liabilities 30,117 29,753 Operations underway 14,257 12,867 Suppliers and other creditors (note 3.12.A) 7,994 15,105 Taxation 6,199 Deferred taxes (note 13.3) 287 Collection accounts 5,912 Options issued 1,667 1, Commissions for services The details of these items in the profit and loss account (in thousand euros) are as follows: Commissions on services supplied 112, ,229 For transactions with securities and other instruments to third parties 88,419 78,259 For loan transactions 5,672 7,978 For foreign exchange transactions Other 18,412 18,838 Account administration and maintenance 11,267 12,477 Other 7,145 6,361 Commissions on services received 12,430 11,761 For transactions with financial intermediaries 9,330 8,919 Other 3,100 2,842 Net service commissions 100,488 93,

52 12.6 General expenses and taxes The details of these items in the profit and loss account (in thousand euros) are as follows: General expenses Supplies External services 32,084 24,171 Research and development Leases 2,345 1,714 Repairs and conservation (maintenance) 4,623 4,210 Services from independent professionals 8,269 5,714 Fund security and transport services 1,508 1,741 Insurance premiums Advertising and public relations 3,745 3,131 Utilities 3,411 2,727 Other 7,599 4,354 Taxes 17,446 19,634 Indirect taxes on banking services (ISI) 14,721 17,056 Other taxes 2,725 2,578 50,464 44, Extraordinary profit The details of this item in the profit and loss account (in thousand euros) are as follows: Recovery provision for general banking risks (note 11) 8,154 15,078 Extraordinary profit 2,877 1,097 Extraordinary loss 2,723 6,274 Net profit (loss) from disposal of tangible and intangible assets (note 7) ,196 9,

53 12.8 Corporate tax The details of this item in the profit and loss account (in thousand euros) are as follows: Corporate tax 1,685 Local corporate tax 1,550 Tax due 1,550 Current tax (expenses) 1,802 Deferred tax (income) 252 Adjustments Foreign corporate tax 135 Tax due (expenses) 135 Adjustments Income from deferred taxes comes from considering that temporary differences would be reversed at the rate of 10% and not at the lower rate of 5% (see note 13.6). Note 13 Tax situation: corporate tax 13.1 Application of the fiscal consolidation regime Crèdit Andorrà SA is the parent company of the Group which is taxed under the special fiscal consolidation regime (hereinafter the Fiscal Group). This Fiscal Group is made up of the dependent companies listed below, of which more than 75% of the share capital is held and all have the same financial year as the Bank: Crediinvest, SA Patrigest, SAU Crèdit Capital Immobiliari, SAU Informàtica Crèdit Andorrà, SLU Crèdit Iniciatives, SA Crèdit Assegurances, SA CA Vida Assegurances, SA Patrigest Informació Financera, SLU The Bank s directors do not expect any additional liabilities of any significance to arise should the tax authorities carry out an inspection Calculation of expenses due to corporate tax Below is a reconciliation between the consolidated accounting profit before tax of the Fiscal Group and the expenses due to corporate tax for the financial year 2012 (thousand euros): 2012 Aggregate book profit before tax 69,416 Permanent differences 10,710 Eliminations 800 Adjusted accounting profit 57,906 Tax liability at 10% 5,791 Deductions and rebates 2,188 Expenses due to corporate tax 3,603 Reduction first-time adoption 50% Expenses due to corporate tax (note 12.8) 1,

54 13.3 Reconciliation of the accounting and taxable profit and calculation of the tax to be paid As certain operations are treated differently for the purposes of corporate tax and the production of these annual accounts, the consolidated tax base for the year differs in terms of the accounting profit. The reconciliation between the accounting profit and taxable profit for the consolidated Fiscal Group in terms of corporate tax during the financial year of 2012 is as follows (thousand euros): 2012 Group consolidated profit before tax 72,860 Profit before tax from companies not within Fiscal Group 3,444 Aggregate book profit before tax of Fiscal Group 69,416 Permanent differences 10,710 Temporary differences 5,021 Eliminations 800 Tax base 62,927 Tax liability at 10% 6,293 Deductions and rebates 2,188 Net tax payable 4,105 Reduction first-time adoption 2,053 Prepaid 1,766 Tax due (note 12.4) Deferred taxation Applying current regulations, certain temporary differences have arisen that have been reported in the balance sheet at December 31, 2012, originating due to the following circumstances: 2012 Assets due to prepaid tax Temporary difference between income and expenditure Allocation to reserves (note 12.3) 502 Other Liabilities due to deferred tax Temporary difference between income and expenditure Application of funds Other The Bank s directors expect the deferred taxes detailed in the above table to be reversed within 5 years Negative tax bases At December 31, 2012, neither the Fiscal Group nor any of its member companies has generated in 2012 or has a negative tax base to be offset. 124

55 13.6 Changes in the applicable tax rate The applicable tax rate is 10%. Nevertheless, pursuant to the first additional provision of Act 95/2010 of December 29 on Corporate Tax, during the first year of application for this tax, those obliged to pay this shall benefit from a 50% reduction in the tax liability. Consequently, in calculating the corporate tax for the Fiscal Group, a 50% reduction has been applied to the tax liability in question. However, temporary differences have been recorded at the rate at which they will be reversed, i.e. 10%. Note 14 Net foreign currency positions At year-end 2012 and 2011, the Group held the following significant foreign currency positions (in thousand euros): 2012 Assets Liabilities Net position Euro 5,082,768 4,810, ,422 US dollar 565, , ,532 Swiss franc 73,362 72,259 1,103 Pound sterling 73, ,145 76,400 Japanese yen 12,820 12, Canadian dollar 18,722 18, Other currencies 71,492 71, ,898,529 5,898, Assets Liabilities Net position Euro 4,553,627 4,554, US dollar 557, ,917 21,664 Swiss franc 69,197 46,726 22,471 Pound sterling 135, , Japanese yen 34,446 34, Canadian dollar 15,455 15,446 9 Other currencies 52,173 52, ,418,095 5,418,095 Exchange rates applied at year-end are those obtained from reliable market sources (see note 3.4). The above table shows the currency position of headings from the consolidated balance sheet. The Group also uses derivative products to close any possible currency gaps resulting from the balance positions (see note 18). 125

56 Note 15 Financial derivatives 15.1 Analysis of financial derivatives At December 31, 2012 and 2011, the Group held the following positions in financial derivatives, not listed on organised markets (face value in thousand euros): 2012 Less than From 1 to More than 1 year 5 years 5 years Total Firm transactions Foreign exchange transactions 1,435, ,435,259 Interest rate swaps 30,704 32, , ,140 Credit default swaps 20,500 20,500 Futures Option transactions Options 83,740 44, ,067 1,570,166 32, ,738 2,145, Less than From 1 to More than 1 year 5 years 5 years Total Firm transactions Foreign exchange transactions 767, ,515 Interest rate swaps 55,085 39, , ,168 Credit default swaps 11,000 19,000 30,000 Futures Option transactions Options 3,614 2,846 46,650 53, ,214 60, ,603 1,397,793 At year-end, these positions in financial derivatives were being used as hedge instruments for Group assets and liabilities or to offset open customer positions (see notes 3.11 and 15.2) Treatment of hedges Financial derivatives used to hedge specific market risks are individually assigned to those assets, liabilities or off-balance sheet positions being hedged and are initially recorded at cost. Forward foreign currency contracts are later adjusted at market value, applying these fluctuations to the profit and loss account. Market fluctuations of these hedge positions are monitored and controlled using RiskMetrics and ALM II models (assets and liabilities management). 126

57 Note 16 Pledged assets At December 31, 2012, Crèdit Andorrà had on its books a total of 1,490 thousand euros (3,993 thousand euros in 2011) in guarantees required for futures transactions undertaken in regulated markets on account of third parties. It also had a total of 49,912 thousand euros on deposit with financial intermediaries as pledged assets as a guarantee for its own obligations (47,129 thousand euros in 2011). Additionally, at December 31, 2012 the Group had temporary pledged asset contracts with independent third parties affecting 215,847 thousand euros of the held-to-maturity portfolio (2011: 154,567 thousand euros). These temporarily pledged assets earn an interest rate of between 0.07% and 3.7% (2011: 0.45% %). In addition, at December 31, 2012, the Group was using a total of 98,381 thousand euros from the held-to-maturity portfolio as a hedge for the Deposit Guarantee Fund (see note 21.4) and to guarantee a line of credit with the Spanish regulator (39,311 thousand euros in 2011, assigned solely to cover the Deposit Guarantee Fund). Note 17 Transactions with entities or persons related to the Group or Group entities Details follow of the operations with entities or persons related to the Group or with group entities, which have not been consolidated by the fully-integrated method and account for more than 10% of equity as shown in the balance sheet or 5% of the result for the year in the profit and loss account: 2012 Shareholders Board of Directors Shareholders Nonshareholders General management Companies Other related parties Individuals 2 Corporations Balances Assets 166,261 Loan investments, banks and lending institutions 166,261 Accrual accounts Liabilities Financial intermediaries Deposits 1,515 Accrual accounts Transactions with main shareholder Interest and income - assimilated Interest and income - liable to assimilation Other Off-balance-sheet records 9,605 At December 31, 2012, there was no transaction with any shareholder or member of the Board of Directors and/ or Executive Committee (non-shareholders) that, on an individual level, accounted for more than 10% of equity as shown in the balance sheet or 5% of the result for the year as shown in the profit and loss account. All transactions with related entities and people are carried out under market conditions. 127

58 Note 18 Risk control and management The management and control of risk has always been a priority objective of Crèdit Andorrà and, with this in mind, we have developed the necessary infrastructure, internal methods and controls. The Bank maintains a conservative profile in all its investments and activities. Policy and limits on risks are established and supervised by a committee called the Assets, Liabilities and Risks Committee (with functions equivalent to those of ALMCO, Assets and Liabilities Management Committee). Among other functions, this committee approves risk policies affecting the management of assets and liabilities of the entity and management mandates. The committee also sets and revises the limits of balancing entries with banks and supranational entities and/or private entities. With the aim of avoiding a concentration of risk, it also establishes limits for issuers of financial instruments, whether within or outside the Crèdit Andorrà balance sheets. This committee also approves the methodologies employed, either in valuing assets or in the risk models implemented by the different activities and relevant factors, so that they can be measured, monitored and controlled. The Assets, Liabilities and Risks Committee has also provided a global, integrating view of the risk resulting from the international expansion carried out by the Crèdit Andorrà Group. All steps taken by this committee bear in mind the rules of ANIF, the Andorran national body that regulates, controls and supervises the country s financial activity and new regulatory trends, in compliance with the directives of the New Basel Capital Accord, which emphasises increasing awareness of risk and risk management. For some years, and without putting aside conventional methods of risk control, Crèdit Andorrà has applied Value-at-Risk (VaR) methodology to all areas of risk management. By means of statistical and stochastic techniques, VaR provides a measurement of risk. Formally, VaR is a synthetic figure that indicates the maximum loss to be expected for a specific interval of confidence in the value of a portfolio over a fixed time span. Managing market risk Market risk arises as a consequence of operations carried out in financial markets via financial instruments whose value can be affected by variations in market conditions, reflected in changes in the different assets and factors of financial risk. In all cases, market risk relates to a potential loss in the profitability or value of the portfolio resulting from unfavourable movements in market rates or prices. Regarding the measurement, control and management of the different risks, Crèdit Andorrà tracks market risk using the VaR methodology, this being the market s basic and standard variable. Regarding the methodology employed to obtain these measurements, this has been the historic VaR, which calculates the impact on the current portfolio value of historic variations in risk factors, taking into account the variations from the last 250 days and with a confidence interval of 95%. The market VaR is calculated daily for a timescale of one day and with a confidence interval of 95% for portfolios of the entity as a whole. A detailed report indicating the VaR, with various timescales and confidence intervals, is periodically sent to members of the Executive Committee and the Assets, Liabilities and Risks Committee. These VaR measurements, along with others, provide a test of integrity and consistency. For the securities portfolios as a whole, the average daily VaR, calculated at a 95% level of confidence, was 5,869.3 thousand euros with a maximum and minimum of 6,746.5 thousand euros and 4,578.5 thousand euros respectively, compared with the authorised risk limit of 17 million euros. 128

59 An analysis of this report is supported by Backtesting tests. In 2012, Backtesting showed that gains and losses performed in accordance with what would be statistically expected. For investment portfolios as a whole, the daily VaR, with a 95% level of confidence, was exceeded by 0.39% of all cases throughout the year. In order to monitor and control the market risks assumed by the Bank, the Assets, Liabilities and Risks Committee approves an overall structure of limits implemented through the following: Limits to investment; limited by volume. Limits to investment by issuer rating, maturity and portfolio or sub-portfolio. Limits to investment by issuer concentration. Limits via market risk; VaR per portfolio and overall VaR. Limits via maximum cumulative loss per year, quarter and month. The department of Financial and Operational Risk is responsible for monitoring and controlling these limits and the risks assumed. Daily VaR (2012) 7 (in million euros) Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Managing foreign currency risk Another source of risk is the risk of structural change, which results essentially from exposure to variations in exchange rates arising from positions in a currency other than the investment currency. The Assets, Liabilities and Risks Committee is responsible for defining and supervising hedges to limit the impact of possible exchange rate variations on assets and solvency, in line with their expected trends, and ensures the counter value in euros of the profit in the currency that is expected from the aforementioned investments. Regarding foreign currency risk, the trading position is monitored on a daily basis (aggregating the position at-sight and at term) and a maximum position in terms of volume is applied for all currencies. For the purposes of calculating currency risk exposure, the net position is used for each currency. At December 31, 2012, the overall open position in foreign currency risk amounted to 468 thousand euros, as against the established limit of 5 million euros. 129

60 Managing country risk Country risk is the risk incurred by counterparts resident in a specific country due to circumstances other than those related to the customary commercial risk. According to the economic development of countries, their political situation, regulatory and institutional framework and the rating given by credit ratings agencies for each country, Crèdit Andorrà classifies its operations carried out with third parties and assigns to each group the percentage provisions for insolvency resulting from this analysis. With regard to exposure by geographical area, the Assets, Liabilities and Risks Committee establishes percentage limits of maximum exposure at the level of country or group of countries, as applicable. Additionally, and in terms of concentration by country, the investment guidelines approved by the Assets, Liabilities and Risks Committee establish that the maximum exposure in a specific country must not account for more than 35% of the total country risk exposure. In the consolidated figure in euros, calculated for each country, the on or off-balance sheet investments are included that involve exposure to a certain country. Managing credit risk At the end of 2012, interbank deposits accounted for 7% of the total exposure to credit risk and the securities portfolio 35%, while customer loans accounted for the remaining 58%. With regard to interbank deposits and the securities portfolio, Crèdit Andorrà also introduced the loan VaR as a management and control tool. This is calculated by applying the so-called CreditManager, a programme developed by J. P. Morgan. Crèdit Andorrà follows the loan VaR with a timescale of one year and a confidence level of 99%. At year-end, the loan VaR for the securities portfolio and interbank deposits was 34,268.5 thousand euros out of a total risk exposure of 1,753,782.8 thousand euros. This loan VaR is below the risk limit of 35,000 thousand euros set by the Assets, Liabilities and Risks Committee. On the other hand, this loan VaR level would be equivalent to having a portfolio with an average rating of A+. Under credit risk, special attention is given to balancing-entry risk and country risk, as well as diversification in terms of sector. These risks are regularly monitored, always keeping within established limits. Managing counterparty risk In order to control counterparty risk, and to a large extent the risk of concentration in financial institutions, the Assets, Liabilities and Risk Committee approves interbank limits for different timescales on and off-balance. By means of an internal model to assign interbank lines, whose aim is to establish internal, objective criteria to measure the credit quality of different interbank counterparties, Crèdit Andorrà attempts to classify the maximum exposure limit in line with the range of limits being applied at any particular time. With regard to the off-balance sheet exposure of financial counterparties, a scale of ratios has been established based on asset maturity order to weight the consumption of securities concentrated off the balance sheet. A ceiling has also been established for per financial counterparty, adding the total consumption off and on-balance sheet. The department of Financial and Operational Risk also monitors and controls settlement risk by assigning settlement risk limits for each financial credit institution. Settlement risk is the risk that one of the financial counterparties does not deliver a security or its value in cash on the settlement date agreed when the security was traded with the other counterparty. 130

61 The settlement risk limit for a financial credit institution is the maximum exposure assigned by the interbank line model. Managing interest rate risk The Crèdit Andorrà Group has traditionally paid particular attention to maintaining a very strict relation between investment and how it is financed in order to facilitate the management of interest rate risk. Exposure to interest rate risk should be seen as the possible adverse variation in economic value and/or profit due to an unexpected variation in the market interest rate. The Assets, Liabilities and Risks Committee is responsible for defining the targets for managing interest rate risk, determining portfolio investment strategies, hedging strategies and for taking decisions concerning proposals to manage structural risk. Sensitivity and scenario analysis techniques are used in order to analyse, measure and control the interest rate risk assumed, and limits are established to avoid risk exposure levels that might significantly affect the Bank. The department of Financial and Operational Risk is responsible for measuring and reporting on a monthly basis regarding the interest rate risk of the Crèdit Andorrà Group. The main techniques used by the Crèdit Andorrà Group to measures interest rate risk are static and dynamic gaps, as well as sensitivity to financial margin and economic value. Static gap shows the distribution of maturities and interest rate reviews at a specific date. For balance sheet items without a contract maturity date, their sensitivity to interest rates is analysed, together with their expected maturity date, considering the possibility that the customer may settle early. Dynamic gap consists of the same aforementioned rules but also including expected budget operations and/or financial planning of the Bank, with a future projection of the upcoming reviews and maturities of operations involving the Bank s assets and liabilities. This analysis can predict potential asset liability mismatches, helping to anticipate possible future tensions. Financial margin sensitivity shows the impact on the balance sheet s composition caused by changes in the interest rate curve. This sensitivity is measured by comparing the simulation of the most probable financial margin with other scenarios assuming a rise or fall in interest rates and movements in the curve. At year-end, financial margin sensitivity at one year of the sensitive balance sheet assets and liabilities, assuming a rising interest rate scenario and another falling interest rate scenario of 100 base points each, was +7.2% and 2.8%, respectively. Interest rate sensitivity of economic value measures the impact of interest rate variations on the current balance sheet value. This sensitivity is measured by comparing the calculated economic value of the Bank and the economic value taking into account variations in the market interest rate and dividing the result by the Bank s shareholders equity. At year-end, economic value sensitivity (over shareholders equity), assuming a rising interest rate scenario and another falling interest rate scenario of 100 base points each, was 3.3% and +4.3%, respectively. Financial margin sensitivity focuses on the short and medium term while economic value sensitivity focuses on the medium and long term. These measures complement each other and provide an overall view of the Bank s structural risk. Managing liquidity risk Liquidity risk is the risk resulting from potential difficulties in meeting obligations associated with financial liabilities that are settled by paying cash or through another financial asset. Liquidity risk is therefore the risk of not having enough liquidity to be able to fulfil, on the date due, payment obligations to third parties or having to do so at a higher cost. 131

62 The Assets, Liabilities and Risks Committee is responsible for defining liquidity management targets, determining investment strategies for portfolios and taking decisions on proposals for managing liquidity risk. The fundamental objective related to liquidity risk is to have the necessary instruments and processes at all times to ensure the Bank can meet its payment obligations on time, as well as carry out its business to achieve the strategic goals of the Crèdit Andorrà Group. The capacity to maintain sufficient levels of liquidity to meet payments is also analysed in stress scenarios. The measurement of liquidity risk is tackled from the point of view of liquidity requirements; i.e. decisions must be taken regarding how to cover these needs. These measures must cover the short, medium and long term and always with a global view of the balance sheet, covering both minority and majority positions. The Crèdit Andorrà Group has drawn up a Liquidity Risk Contingency Plan that establishes an action plan for the different crisis scenarios (systemic and specific), detailing measures at a commercial and institutional level to tackle this kind of situation. The department of Financial and Operational Risk is responsible for measuring the Bank s liquidity ratio on a daily basis. Managing operational risk The Basel Committee defines operational risk as the risk of direct or indirect loss resulting from inadequate or failed internal processes, people and systems or from external events. Crèdit Andorrà has continued to develop its organisational structure and establish the capacities required to guarantee compliance with the Basel Capital Accord with regard to the measurement and management of operational risk. 132

63 Note 19 Other off-balance-sheet records Details of the composition by type of security and other securities deposited and held in trust with third parties at December 31, 2012 and 2011 are set out below (in thousand euros): Equity 2,123,614 1,442,211 Fixed income 1,755,152 1,677,751 Parts of investment funds 1,494,842 1,714,799 Other 522, ,131 5,895,838 5,196,892 The details of Other off-balance-sheet records exclusively for management control at December 31, 2012 and 2011 (in thousand euros) were as follows: Guarantees and obligations received 512, ,294 Unlisted own shares and those held in trust 879, ,232 Very doubtful loans 60,473 62,806 Pending products due, for doubtful loans Other 1,452,876 1,280,845 In compliance with ANIF Memorandum 233/13, Assets held in trust includes all shares and securities held in trust with third parties that the Bank or one of its company holdings has issued, the shares of the Bank or one of its company holdings held by third parties and held in custody by the Bank, as well as fiduciary deposits. Whenever possible, own and third party shares and securities held in trust are always valued at market price in off-balance sheet accounts (see note 3.6 for more information on methods for valuing the portfolio that can also be applied to securities held in trust). Note 20 Customer funds managed In compliance with ANIF Memorandum 209/13, below are details of the composition of customer funds managed, differentiating between those held in custody by the Bank and those by third parties (in thousand euros): Custody / deposited by Group Custody / deposited by third parties Total Custody / deposited by Group Custody / deposited by third parties Total Mutual funds 183, , , , ,674 Individual client portfolios managed via mandate 1,955,110 1,955,110 1,761,892 1,761,892 Other individual clients 7,884,565 1,135,803 9,020,368 7,001,978 1,074,452 8,076,430 10,023,000 1,285,714 11,308,714 9,012,544 1,074,452 10,086,

64 Note 21 Compliance with regulations 21.1 Act governing the solvency and liquidity criteria of financial entities At its session held on February 29, 1996, the General Council of the Principality of Andorra passed the Act governing the solvency and liquidity criteria of financial entities (hereinafter the Act ). In accordance with this Act, the Group must maintain an ordered financial structure to ensure its capacity to meet its obligations. This capacity can be observed essentially from a dual perspective: on the one hand, by quantifying the sufficiency of its equity (solvency ratio); on the other, by means of a suitable period of time between the maturities of obligations and the availability of investments (liquidity ratio). The Crèdit Andorrà Group must maintain specific ratios with regard to quantitative measurement of the amounts of assets, liabilities and certain off-balance-sheet records calculated under accounting criteria, as well as qualitative options on the various components, valuation of risk and other factors. This Act makes it obligatory to maintain a solvency ratio, made up according to the recommendations of the Basel Committee on Banking Supervision, with a minimum of 10% of the weighted risk of assets. It also obliges financial entities to maintain a minimum liquidity ratio of 40%. The requirements regarding minimum equity are calculated according to the Group s exposure to credit risk (depending on the assets, commitments and other off-balance-sheet records with this risk, in terms of their amounts, characteristics, counterparts, guarantees, etc.), to counterpart risk and the position and liquidation of the trading portfolio, to exchange risk and the position in gold (according to the overall net position in currency and net position in gold) and to commodity risk. Below are details of the adjusted consolidated equity as at December 31, 2012 and 2011 and the corresponding solvency ratios: Capital and reserves 416, ,813 Preferred stock 150, ,000 Provision for general banking risks 8,154 Intangible assets 97,315 86,629 Tier 1 469, ,338 Revaluation reserve 109, ,351 General provision loan investment banks Tier 2 109, ,255 Total adjusted equity 579, ,593 Risk-adjusted assets 3,254,814 3,270,160 Tier 1 (%) 14.42% 14.02% Tier 2 (%) 3.38% 3.37% Solvency ratio (%) 17.80% 17.39% In the above table, the complementary dividend proposed by the Bank s Board of Directors has been deducted from the heading of Capital and reserves as part of the proposed distribution of profit (see note 10), which is pending approval by the General Shareholders Meeting. 134

65 Below are details of the solvency and liquidity ratios in comparison with the aforementioned legal requirements: Bank's current ratio Legal minimum ratio Solvency ratio 17.80% 17.39% 10.00% Liquidity ratio 59.35% 51.81% 40.00% It should be noted that the calculation of the solvency ratio is carried out according to ANIF Memorandum 159/04 on Equity Requirements. This memorandum, which is technically binding, complements the Act governing the solvency and liquidity criteria of financial entities of February 29, 1996, and is designed to foster greater security and stability in the Andorran financial system by incorporating the hedging of market risks. The Act also limits the concentration of risks in favour of any one beneficiary to 20% of the Bank s equity. It also establishes that the concentration of risks that individual exceeds 5% of equity cannot go beyond the limit of 400% of this equity. Similarly, the balances or transactions maintained with members of the Board of Directors cannot be above 15% of equity. In 2012, the Group met the requirements set out in this Act. The highest concentration of risk in favour of any single beneficiary was 17.49% (17.29% in 2011) of the Group s equity. Total loans, discounts and other transactions creating individual credit risk in excess of 5% of the Group s equity did not go above % (121.07% in 2011) Act on international cooperation on crime and the fight against money and security laundering arising from international crime On July 24, 2001, the current Act on international cooperation on crime and the fight against money and security laundering arising from international crime came into force, replacing the previous Act protecting bank secrecy and preventing money or security laundering resulting from international crime, of At its session on December 11, 2008, the General Council of the Principality of Andorra passed the Act amending the Act on international cooperation on crime and the fight against money and security laundering arising from international crime. This amendment of Andorran legislation against laundering and against the financing of terrorism, as well as its subsequent amendment passed on May 25, 2011, updates the previous Act, adapting it to international standards in this area and harmonising it with the equivalent laws in Europe. As a continuation of the legal application of this Act, on May 13, 2009, the government passed the Regulation of the Act on international cooperation on crime and the fight against money and security laundering arising from international crime and against the financing of terrorism and its amendment on May 18, The Group has gradually adapted its internal procedures to the successive national and international legislative modifications, taking into account the recommendations of the Financial Action Task Force (FATF) and of the Basel Committee on Banking Supervision (BCBS) in order to ensure that the financial services provided by any member of the Group cannot be used by any criminal organisation while also continuing to protect bank confidentiality. 135

66 21.3 Act governing mandatory investment ratios At its session on June 30, 1994, the General Council of the Principality of Andorra passed the Act governing mandatory investment ratios. This Act obliges entities whose activities include receiving public deposits and which use these in granting loans and other investments to maintain an investment ratio in Andorran public funds. On December 9, 2009, the Decree was passed that amends the Decree regulating the Act governing mandatory investment ratios of August 22, 1994, which obliges entities to maintain an investment ratio of 2% in public funds in their assets. Government bonds In compliance with this ratio, at December 31, 2012, Crèdit Andorrà SA had subscribed 103,430 thousand euros to government bonds of the Principality of Andorra, issued on December 30, 2009 and maturing on December 31, 2013 at a one-year Euribor interest rate, established on the first working day of each year (103,430 thousand euros in 2011). This figure is recorded under the heading Securities portfolio Bonds and other fixed-income instruments of the enclosed balance sheet (see note 6.4). Housing funding programme Also included in calculations as public funds are loans granted as part of a programme classified as of national and social interest, aimed at the preferential funding of housing, approved by the government of Andorra on April 26, At December 31, 2012 and 2011, the loans granted under this programme amounted to 252 and 321 thousand euros, respectively, they are recorded under the heading Loan investments Customer loans and credits on the balance sheet. These loans accrue a fixed annual interest of 6% (see note 5.3). Programme aimed at the preferential funding of newly created firms and businesses, firms related to innovation, reconversion and enterprising projects Also included in calculations as public funds are loans granted as part of a programme classified as of national and social interest, aimed at the preferential funding of newly created firms and businesses, firms related to innovation, reconversion and enterprising projects, passed by the government of Andorra on March 3, The loans granted under this programme amounted to 1,811 thousand euros at December 31, 2012 and are recorded under the heading Loan investments Customer loans and credits on the balance sheet (1,116 thousand euros at December 31, 2011). These loans accrue an annual interest equivalent to the one-year Euribor rate, with the government acting as guarantor (see note 5.3). Programme aimed at the preferential funding for the rehabilitation of housing and residential buildings Also included in calculations as public funds are loans granted as part of a programme classified as of national and social interest, aimed at the preferential funding for the rehabilitation of housing and residential buildings, passed by the government of Andorra on March 23, The loans granted under this programme amounted to 185 thousand euros at December 31, 2012 and are recorded under the heading Loan investments Customer loans and credits on the balance sheet. These loans accrue an annual interest equivalent to the one-year Euribor rate plus 0.5% (see note 5.3). Guarantee reserves Until the new Act 1/2011 came into force, creating a system of deposit guarantees for banks (see note 21.4), all institutions in the Andorran financial system were subject to the Act governing the guarantee reserves for deposits and other operational duties to be maintained and deposited by entities operating in the financial system. This Act stipulated that entities had to maintain, among their permanent resources, minimum equity reserves to guarantee their operational obligations of up to 4% of their total investments, after deducting investments made using shareholders equity or funds from financial institutions. 136

67 In accordance with the aforementioned Act, entities involved in the Andorran financial system must mandatorily set up and maintain guarantee reserves deposited with the ANIF. Since the new system has come into force, applicable to banks, the amount invested corresponds only to the guarantee reserves of the Group s management company. At December 31, 2012 and 2011, the balance and return from these deposits with the ANIF (in million euros) were as follows: 2012 Interest Mandatory investment Deposit rate Period Crediinvest SA % December 30, December 31, Interest Mandatory investment Deposit rate Period Crediinvest SA % December 31, December 30, Act 1/2011 creating a deposit guarantee system for banks On 2 February 2011, the General Council of the Principality of Andorra passed Act 1/2011, creating a deposit guarantee scheme for banks in order to guarantee the return of funds in cash and securities deposited to the depositors. This Act establishes that, so that the guarantee scheme can comply with the obligations attributed by this Act, all banks authorised to operate in Andorra must set up and maintain a restricted reserve in order to comply with the guarantees covered and that an amount equivalent to this reserve must be held invested in secure, liquid securities that comply with a series of requirements established by the Act. In this respect, at December 31, 2012, Crèdit Andorrà, complying with that established by article 7 Calculating the mandatory reserve and investment of the amount of the aforementioned Act, had a restricted guarantee reserve of 42,505 thousand euros (39,311 thousand euros at December 31, 2011), hedged by an equivalent amount of eligible securities, as per article 7.3 of Act 1/2011 (see note 16). The increase in this reserve is charged to the distribution of the profit from the year Act to apply the Accord between the Principality of Andorra and the European Union regarding the taxation of savings income in the form of interest payments At its meeting held on February 21, 2005, the General Council of the Principality of Andorra approved the Accord between the Principality of Andorra and the European Union regarding the establishment of measures equivalent to those contained in Council Directive 2003/48/EC on the taxation of savings income in the form of interest payments. At its meeting held on June 13, 2005, it also approved the Act applying this Accord. In 2012, Crèdit Andorrà, as a payment agent, complied with the obligations contained in the Accord and its Act of application and paid the withholding tax in accordance with that provided for in the aforementioned legislation. 137

68 21.6 Act 14/2010 of May 13, on the legal regime of banking institutions and the basic administrative regime of entities operating within the financial system On May 13, 2010, the General Council of the Principality of Andorra approved Act 14/10 on the legal regime of banking institutions and on the basic administrative regime of entities operating within the financial system in order to maintain a structurally and functionally solid financial system. This annulled the Act in force on the basic administrative regime of banking institutions of June 30, This Act contains the principles established in EU Directive 2004/39/EEC of the European Parliament and the Council, of April 21, 2004, known as the MiFID (Markets in Financial Instruments Directive). Note 22 Significant events following year-end On February 4, 2013, once the approval had been given by the different regulators (ANIF, Bank of Spain and the Spanish securities commission or CNMV), Banco de Alcalá SA increased its capital by 15%, fully subscribed by two new strategic local shareholders, diluting the investment of Crèdit Andorrà from 85% to 72.25%. This operation forms part of the strategic internationalisation being carried out over the last few years (see note 2.4) and has allowed the Crèdit Andorrà Group to incorporate the business of private banking and capital markets of Riva y Garcia which, to date, had carried out these activities through the companies Riva y Garcia Gestión SGIIC and Riva y Garcia 1877 SV. In addition, after the end of the financial year of 2012, the capital has been increased of several companies in the Group to provide them with the additional resources required to carry out the international expansion plan. Specifically, on February 27, 2013 (1) the share capital was increased of Banque de Patrimoines Privés, SA for a total of 7,500 thousand euros and (2) the share capital was increased of CA Holding Luxembourg, SARL for a total of 15,510 thousand euros, partially used by the latter on February 28, 2013 to increase the capital of CA Life Insurance Experts Compañía de Seguros y Reaseguros, SAU for a total of 4,508 thousand euros, with the prior capitalisation of Credit Andorrà Holding España, SAU for a total of 4,510 thousand euros. Note 23 Other matters of interest Fundació Privada Crèdit Andorrà Crèdit Andorrà SA established the Fundació Privada Crèdit Andorrà by means of public deed dated December 15, 1987, for an indefinite period of time. The Foundation has its own legal identity, is of Andorran nationality and of a private nature. Pursuant to Act 11/2008, of June 12, this has been entered in the Foundation Register under number 7/2010. This foundation, which is a non-profit organisation, aims to contribute to improving the quality of economic, cultural and social life in Andorra by taking on, programming, funding and carrying out specific goals. Among these goals, of particular note is the granting of study scholarships to those who deserve them in order to help them get the best possible education in whatever areas that may have an influence on the bettering of the economic, scientific, educational, cultural and services structure of the country. In 2012, and always with the aim of adapting its work to the needs of the country, the activities carried out by the Fundació Privada Crèdit Andorrà focused on three major areas: social programmes, particularly those aimed at the elderly and organisations dealing with the disabled; educational activities, particularly granting scholarships, and also cultural activities, dealing with pedagogical aspects and all those areas directly related to the country, its history and its natural environment. 138

69 Note 24 English translation These consolidated financial statements are a free translation of the consolidated financial statements originally issued in Catalan. In the event of a discrepancy, the Catalan language version prevails. These consolidated financial statements are presented in conformity with the accounting principles and valuation criteria established by the Accounting Plan of the Andorran Financial System. Certain accounting practices applied by the Group that conform with the Accounting Plan of the Andorran Financial System may not conform with generally accepted accounting principles in other countries. 139

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72 Crèdit Andorrà branch network in Andorra Head Office Av. Meritxell, 80 AD500 Andorra la Vella Principality of Andorra Tel.: Fax: Swift: CRDA AD AD Branches Andorra la Vella MAIN BRANCH Av. Meritxell, 80 AD500 Andorra la Vella Tel.: Fax: Tel. Corporate banking: hour branch PLAÇA REBÉS Pl. Rebés, 3 AD500 Andorra la Vella Tel.: Fax: Tel. Corporate banking: hour branch PRADA RAMON C/ Maria Pla, 30 AD500 Andorra la Vella Tel.: Fax: Tel. Corporate banking: hour branch SANTA COLOMA Av. d Enclar, 53 AD500 Andorra la Vella Tel.: Fax: Canillo CANILLO C/ Peu del Carrer AD100 Canillo Tel.: Fax: Encamp PAS DE LA CASA C/ Sant Jordi, 7 AD200 Pas de la Casa Tel.: Fax: hour branch PLAÇA DEL CONSELL Plaça del Consell, 7 AD200 Encamp Tel.: Fax: hour branch La Massana SANT ANTONI Av. Sant Antoni, 34 AD400 La Massana Tel.: Fax: hour branch Ordino ORDINO C/ Major AD300 Ordino Tel.: Fax: Sant Julià de Lòria PLAÇA LAURÈDIA Av. Verge de Canòlich, 55 AD600 Sant Julià de Lòria Tel.: Fax: hour branch Escaldes-Engordany ESCALDES Av. Carlemany, 42 AD700 Escaldes-Engordany Tel.: Fax: Tel. Corporate banking: hour branch FITER I ROSSELL Av. Fiter i Rossell, 22 AD700 Escaldes-Engordany Tel.: Fax: Automatic branches ILLA CARLEMANY Illa Carlemany shopping centre (Escaldes-Engordany) SOLDEU Ctra. General, s/n. Soldeu (Canillo) ARINSAL Ctra. General d Arinsal. Arinsal (La Massana) Hotline 24 h:

73 Crèdit Andorrà Group in the world Banking and financial services CRÈDIT ANDORRÀ Head office Av. Meritxell, 80 AD500 Andorra la Vella Principality of Andorra Tel.: BANCO ALCALÁ, SA C/ Ortega y Gasset, 7 4a planta Madrid Spain Tel.: BANQUE DE PATRIMOINES PRIVÉS, SA 30, Boulevard Royal L-2449 Luxembourg Tel.: BANCO CRÈDIT ANDORRÀ (PANAMÁ) Regus Business Centre Torres de las Américas Torre A, piso 10 Punta Pacífica Panamá, Rep. de Panamá Tel.: OFICINA DE REPRESENTACIÓN DE CRÈDIT ANDORRÀ Y DE BANCO CRÈDIT ANDORRÀ (PANAMÁ) EN URUGUAY (REPRESENTATIVE OFFICE) Edificio Quantum Oficina 506 A Ruta 8, km (Zonamérica) Montevideo Uruguay Tel.: Asset Management CRÈDIT ANDORRÀ ASSET MANAGEMENT Crediinvest SA C/ Bonaventura Armengol, 6-8 AD500 Andorra la Vella Principality of Andorra Tel.: ALCALÁ DE PENSIONES C/ Goya, Madrid Spain Tel.: GESALCALÁ SGIIC C/ Goya, Madrid Spain Tel.: VALIRA CAPITAL ASSET MANAGEMENT C/ Moreto, Madrid Spain Tel.: INVESTCREDIT SICAV CREDIINVEST SICAV Sociétés d investissement à capital variable Registered Office: Aerogolf Center, 1A Hoehenhof, L-1736 Senningerberg, Luxembourg PRIVATE INVESTMENT MANAGEMENT PIM Private Investment Management SA Case Postale 539 Rue du Général-Dufour 20 CH Genève 17 Tel.: BETA CAPITAL MANAGEMENT LP 777 Brickell Avenue Suite 1201 Miami, Florida United States of America Tel.: CA MÉXICO ASESORES PATRIMONIALES Torre Tres Picos Arquímedes N. 19 piso 1 y 2 Col. Bosque de Chapultepec Delegación Miguel Hidalgo México DF México Tel. +52 (55) VALORES CASA DE BOLSA Av. Mcal. López c/ Dr. Morra Edificio Mariscal Center 4 o piso Asunción, Paraguay Tel (21) CA PERÚ SOCIEDAD AGENTE DE BOLSA Av. Rivera Navarrete 501 piso 16 Edificio Capital - San Isidro Lima, Peru Insurance CRÈDIT ASSEGURANCES C/ Bonaventura Armengol, 6-8, 2n AD500 Andorra la Vella Principality of Andorra Tel.: VINCLES C/ Bonaventura Armengol, 6-8, 2n AD500 Andorra la Vella Principality of Andorra Tel.: ERM HÒLDING C/ Caravel la La Niña, 12, 9è Barcelona Spain Tel.: Social activity CRÈDIT ANDORRÀ FOUNDATION Av. Meritxell, 80 AD500 Andorra la Vella Principality of Andorra Tel.:

74 Av. Meritxell, 80 AD500 Andorra la Vella Principat d Andorra Design, page make-up and printing ISBN: DL: AND

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